CHANGE IN CHD DEVELOPERS 002 ABOUT CHD … Report-2017-18.pdfailing real estate sector, there are important trends which are playing out which promise to make the real estate sector

CHANGE IN CHD DEVELOPERS 002

ABOUT CHD DEVELOPERS 004

PERFORMANCE OVER THE YEARS 006

STATEMENT FROM THE CHAIRMAN’S DESK 008

MANAGING DIRECTOR’S COMMUNIQUE 010

MANAGEMENT DISCUSSION & ANALYSIS 012

CORPORATE INFORMATION 021

DIRECTOR’S REPORT 023

STANDALONE FINANCIAL STATEMENTS 057

CONSOLIDATED FINANCIAL STATEMENTS 102

01 I CHD Developers Limited Annual Report 2017-18 I 01

CHALLENGERather change is the begin-ning and end of challenge.

Challenge inspires change… and change ends every chal-lenge.

So if you’re going to rise above the challenge then you must be prepared to change.

At CHD, this intelligence spurred us to make decisive changes which, we believe, will accelerate our growth momentum.

02 I CHD Developers Limited

Change from challenge

Changing operating model

In the realty sector, construction is key to creation. For its transforms drawing board aspiration into enduring on-ground realities.

But construction is a significantly long and arduous activity. It goes on for years together. It mandates innumerable resources and multiple approvals. It comes with its unthinkable uncertainties and infinite challenges. It needs macro and micro management every single day. It demands considerable mindspace and manpower.

At CHD, we realised that we are creators not constructors. As such, decided to outsource the construction activity to experts – EPC contractors.

While this would increase our construction cost, it would surprisingly improve our return from every project.

Moreover, it will allow us to do what we do best - Envision pin code defining realty creation!


Change from challenge

Change in our marketing model

In real estate, marketing is critical to survival. For it provides the fuel that keeps the sustainability engine running.

But marketing is not as easy as it sounds. For its not like selling a product over the counter. It’s a very specialised activity. It requires understanding of people and their aspiration. Its entails providing respect to the customer needs and his budget. It requires immense patience and passion to convert foot falls into home buyers.

At CHD, we realised that we are aspiration builders not dream sellers. Aligning with this reality, we strategised to partner with realty marketing experts to match the product with the prospect.

This would entail a cut in our earnings, it also help in making the organisation more liquid.

But more importantly, it would provide the mindspace and time to understand customer requirements better!


About CHD

A real estate developer with a differenceWe are not a land bank player. We are a Realty Manufacturer.

We are not present across locations. We are focused on few high-potential areas.

We have not adopted the Asset heavy model. We have streamlined for cash flow positive operation

We are not like every other real estate developer. We are CHD!

CHD Developers Limited, a real estate developer enjoys a proven track record of creating state-of-the-art residential townships, apartments, commercial complexes and restaurants that provide cost-effective and holistic solutions to its clients.

Under the leadership of Mr R.K. Mittal, Chairman, CHD responds to the growing need for quality housing and commercial space specifically in Delhi and the National Capital Region (NCR).

The Company has adopted the ‘Asset Light’ operating model and follows the concept of ‘Realty Manufacturing’ without accumulating any land bank.

CHD’s product portfolio comprises of residential, commercial and retail properties. The Company’s pincode-defining projects at Vrindavan, Karnal, Gurugram and New Delhi showcase its commitment to delivery value to its customers.


1990Year of incorporation

56.13 lac sftReal estate development already delivered as on

March 31, 2018 in last 8 years.

122 people Team size

149.99 Revenue, 2017-18 (` crore)

1.31 Net profit, 2017-18 (` crore)

148.13 Networth, 2017-18 (` crore)

207 Market capitalisation, March

31, 2018 (` crore)

74.49 Proportion of revenue from

residential properties (%)

Headquartered at New Delhi

Vision

To become the fastest growing profitable real-estate company while maintaining the highest standards of ethics.

MissionCreating happy and healthy communities across the world by delivering beyond the customer’s expectations.

Values Team work Social responsibility Customer centricity Transparency Innovation @ work


Performance over the years

Net

Pro

fit (`

cro

re)

2013-14

2014-15

2015-16

2016-17

2017-18

1.3

5.808.

968.9915

.97

Net

cas

h fr

om o

pera

tions

(` c

rore

)

2013-14

2014-15

2015-16

2016-17

2017-18

3.28

8.03

11.4

9

11.7

117.3

9

Net

wor

th (`

cro

re)

2013-14

2014-15

2015-16

2016-17

2017-18

148.

13

125.

16

123.

04

114.

47

106.

17

Reve

nue

(` c

rore

)

2013-14

2014-15

2015-16

2016-17

2017-18

149.

99

152.

87

182.

13

249.

99

334.

83


Aver

age

Inte

rest

cos

t in

(%)

2014-15

2015-16

2016-17

2017-18

11.3

6

12.7

5

16.2

5

18.5

0

Book

val

ue p

er s

hare

(`)

2013-14

2014-15

2015-16

2016-17

2017-18

11.5

2

11.3

7

10.8

10.0

8

9.35

Deb

t-eq

uity

(x)

2013-14

2014-15

2015-16

2016-17

2017-18

1.40

1.361.071.

362.01

Inte

rest

cov

er (x

)

2013-14

2014-15

2015-16

2016-17

2017-18

1.33

2.17

2.60

1.95

2.27


Statement from the Chairman’s desk

“The tide is turning for

the real estate sector. The

improvements in the regulatory

framework are expected to alter

the fortune for the real estate

sector over the coming years.”

Dear shareholders,

It gives me immense pleasure to ink this statement as your Company continued to battle the subdued external ecosystem. We registered stable topline numbers. And despite the significant headwinds we posted a positive bottomline.

You would wonder why CHD is being defensive when the economy is surging ahead. Why CHD appears satisfied with declining profitability when most business houses are reporting healthy business growth.

This is because even as the economy is back on the resurgence path with India moving up the ranking in the global village, the real estate sector continues to reel under the overhang of previous ills.

India’s real estate market never fully recovered from the 2008 financial crisis. And since 2010, it has remained depressed with new launches falling by 78%.

The banning of two high-value currency notes in November 2016 came as a body blow as the sector is known to deal with a lot of cash. And before the developers could catch their breath, the government, in May 2017, introduced RERA, a policy that promises to make real estate transactions more transparent.

Finally, the Goods and Services Tax in July 2017 added to the woes owing to the uncertainties from the new regime. Developers could not pass on the higher tax burden amidst sliding demand. Not surprisingly, property prices tumbled in many cities.

Home purchases in the country fell to a seven-year low in 2017 despite sliding prices. New project launches fell 41% and sales of new homes fell 7% in 2017. There are still hundreds of thousands of unsold properties, which may take nearly two years to sell off. At the end of 2017, India’s residential sector appears to have shrunk to a fraction of the size it was less than a decade ago – the hard truth!

And I honestly feel, to have stayed afloat despite these challenging times is a success in itself. I place this success squarely on the shoulders of my team whose unwavering focus and untiring efforts have made it possible to survive amidst a significantly depressed external environment.


But all is not lost for the real estate sector. Last year, India’s real estate sector saw two major reforms come into force -- the Real Estate Regulatory Authority (RERA) and the Goods and Services Tax (GST).

While a landmark tax such as the GST is expected to have far-reaching implications for sectors across the economy, its impact on real estate as a whole is likely to be a mixed bag. The complete impact on construction costs is likely to unfold over the coming months. However, aligning with the ‘Housing for All by 2022’ vision, projects launched under the Pradhan Mantri Awas Yojna (PMAY) have been kept out of the purview of the GST.

For under construction properties, the government has allowed one-third of an apartment cost to be deducted towards the transfer of land and GST at the rate of 18% to be paid on the balance amount, which brings the effective GST rate on under-construction properties to 12%. Moreover, completed properties as well as rented apartments have been kept out of the purview of the GST.

The other big reform – RERA, came into force on 1 May, 2017. RERA was passed to ensure accountability, infuse transparency and bring uniformity in real estate practices. RERA has been implemented in 18 states and all union territories. Among the states that have implemented RERA, 11 have an active online portal.

In addition to regulatory reforms, which I am confident will provide momentum to the ailing real estate sector, there are important trends which are playing out which promise to make the real estate sector increasingly agile and aligned to global trends.

1) Innovative technologies such as artificial intelligence, big data, data science, etc. are being adopted by corporates which are making mundane/back-end and regular business processes increasingly automated. Additionally, data analytics is now emerging as a key factor in determining how technology can be leveraged to improve business operations.

2) Another trend that is likely to become more dominant is the usage of innovative workplace strategies, as there is an inclination of occupiers to shift from exclusively focusing on cost management and space efficiency to also looking at talent retention. This would result in wider adaptation of workplace strategies that align company goals with real estate needs by choosing workplace location and design to attract and retain talent.

3) Improved transparency in operations is likely to be a by-product of the various legislations (RERA, GST, REIT regulations, eased FDI in construction) that have come into force recently, with the complete impact of these legislations on business operations likely to unfold in the coming years.

Owing to these factors, the real estate sector is being re-looked upon as an investment option. Foreign investments into India’s real estate has improved in 2017 after a two-year lull, indicating revival in a sector that’s among the largest job creators for the economy.

Message to shareholderThe tide is turning for the real estate sector. The improvements in the regulatory framework are expected to alter the fortune for the real estate sector over the coming years.

Furthermore, improved corporate performance and government policies promise to increase the disposable income in the hands of the average Indian. This reality should help the real estate sector gain momentum over the coming years.

At CHD, having made changes in our operating model and freed our management bandwidth for strategic thought and action, we hope to envision and capitalise faster on emerging opportunities, thereby strengthening our growth momentum over the coming years.

Warm regards

R K Mittal Chairman

By most counts, there was a flood of investment capital into India between the years 2005 and 2008. Close to US$25 billion was invested into real estate in the Indian markets in various forms. On top of these complicated investment structures, most of which were unenforceable and in some cases plain and simple illegal.

Barely 20-30% of about US$25 billion has been returned – in terms of the capital. Most of that invested capital earned returns in single digits or in a majority of cases, been negative. And therein lies the problem.

The global investment herd is a backward looking pack. They primarily look at historical returns to decide whether to allocate more money to a specific market. In this sense, India’s record is abysmal. Couple that with the fact that we are nothing more than a rounding error in a global investment portfolio, and the probability of a large pool of equity capital allocation for India is low.

To top that, the Indian banking system, which had been the primary provider of capital for real estate (85% at last count), is facing serious problems of its

own. The combination of meeting Basel III requirements and the burden of non-performing assets (NPAs) on their balance sheets, has effectively made real estate a bad word in the hallways of the Indian banking system.

This, coupled with RERA (Real Estate Regulation Act), which no longer allows the use of a customer’s money to do anything other than build the project they were sold, has put a monkey wrench on the traditional business model for the real estate community.

Where are the funds for creation…for India is nothing more than a rounding off error!


Managing Director’s communiqué

“We decide to stick to our niche. In doing so, we are confident of making our growth profitable and make profitable growth sustainable.”

Dear members ,

The year that was – was good. Not from a performance perspective but from a strategic viewpoint, which I consider to more important for I believe that what we have strategised in the current year will have a lasting impact on the Company’s performance going ahead.

Like most others in our business space, our performance too was sustainable on few measures and down on few. This was largely owing to a disrupted external environment. The Indian real estate sector has not been able to emerge out of the issues that withheld its progress since the financial crisis in 2009. Moreover, it’s the troubled ship continued to be lashed with rough policy-led structural reforms. This battered customer confidence and adversely impacted demand. As a result, developers dropped prices to liquidate inventory. This coupled with sharply rising prices of all inputs, more particularly land, increased the cost of realty development and sharply dented operating margins and business profitability. And we were no exception to the prevailing realities. Hence, in such a subdued market we sustained on our top line in terms of numbers from revenue, However profits dropped in the year 2017-18, but we managed to register profits after tax of `. 1.32 Crore.

But I am not as perturbed with the subdued performance, as I am captivated with the strategy for becoming better despite the prevailing gloom. For we are determined to

stand out of the clutter. We utilised this downturn to identify and assess the issues that held us back. And the most important reality that stood out was that our project deliveries were not upto the mark. Again owing to the gloom prevailing in our business space.

We needed to improve this. For, in real estate delivery is everything.

• It generates trust among customers. They pay installments on time. Happy customers then become our brand ambassadors.

• It creates confidence in the finance providers. The cash cycle remains intact. They would be happy to fund realty projects.

• It fosters faith among vendors and services providers. They get paid for their products and services. They are willing to go the extra mile for the developer when required.

• It makes your brand stand out of the clutter as a corporate which lives by its commitment.

And why did our deliveries stagger. It was because we spread ourselves and our resources thin in trying to manage everything utilising in-house resources. In doing so, our finances dried. And our existing projects moved forward rather slowly.

As a first step to getting back on track, we raised ` 87 crore through issue of equity shares and warrants on preferential basis to the promoter group and investors. These funds will be utilised in meeting the construction cost of four projects in Gurugram (Gurgaon) and Karnal. Of this, we have received ` 38 crore and will receive the balance in the next 18 months from allotment date – ensuring organisational liquidity over the coming years.

As I have always said, CHD is not a conventional real estate player, but a realty manufacturer. We are not in the land bank game but an excellent aggregator of resources and a manager of diverse forces that make on-board aspirations into on-ground realities.

In keeping with this reality, we realised that we are more akin to an automobile company whose business operations are aligned with ours. So we decided to outsource sections of our business which most others would consider core to their success.

We took the decisive strategy of outsourcing construction to renowned EPC contractors who have the expertise and experience to meet our aspirations and deliver projects on time. Next, we outsourced marketing our


projects to a handful of experts who have the expertise, experience and respect to market our projects with speed. In a nutshell, we decide to stick to our niche which is envisioning landmark properties that alter the skyline of that pin code. Interestingly, this is a win-win for us and our customers

• We are able to manage projects better with our limited management bandwidth

• Our customers get the delivery of their dream home on time

In addition to these strategic initiatives, we took entered the ‘Affordable Housing’ space for the first time – a business space which is high on the Government priority and in high demand from the customer view point.

We launched our new project CHD Green Park Residences, part of 200-acre integrated township – CHD City, Karnal. The project spreads over a land parcel of 40 acres approximately. We will create 726 units in first phase of its launch with a 2-BHK option of super area 740 square feet. This launch has generated considerable interest as we have generated steady sales of the units in Phase I.

By implementing these initiatives, we are confident of making our growth profitable and make profitable growth sustainable.

Even as we are focused on changing our business model to challenge the dulled environment, the real estate sector, especially areas of our presence, are expected to benefit from certain tailwinds which should assist a turnaround in fortunes.

During April-to-June 2017, Delhi NCR witnessed close to 2 million square feet of office space absorption. A majority of this take-up was recorded in the Gurgaon micro-market. Due to sustained occupier interest, Golf Course Road, DLF Cyber City and NH8 contributed to almost 50% of leasing activity here. This positive traction in the office market, improving clarity around RERA, coupled with the effects of the demonetisation drive dissipating, are resulting in transaction activity in Gurgaon’s residential segment witnessing an uptick in recent months. Most of the demand and supply for residential property has been concentrated in the mid-end to high-end segments. This is indicative of a revival in the city’s housing market.

Message to shareholderOur unwavering focus and untiring efforts towards a single goal – timely delivery should enable us in strengthening value for your investment in the Company.

Warm regards

Gaurav MittalManaging Director

Currently, a staggering ` 4.64 trillion is stuck in delayed residential real estate projects across the country.


Management discussion and analysisIndian economyIt was one of the most exciting year for the Indian economy owing to the path-breaking events which strengthened India’s position in the global ecosystem.

A year which started out on a subdued note owing to the overhang of the demonetisation drive ended on a positive note with the Indian economy registering a robust 7.7% in the last quarter of 2017-18 – the fastest in seven quarters, signalling a strong turnaround and reclaiming its position as the fastest growing major economy of the world.

During the year, India took the bold step of completely resetting its indirect tax system to a comprehensive GST regime (July 2017) while continuing to experience the impact of the demonetisation shock of November 2016.

Moreover, the Government’s path-breaking and investment inducing policies enabled India to take centre stage in the global village as its rankings improved considerably.

India emerged as the most competitive country in South Asia, appearing at No. 40 in the global competitiveness ranking of 137 countries by the World Economic Forum.

India jumped up 30 notches into the top 100 rankings on the World Bank’s ‘ease of doing business’ index, consequent to major improvements in indicators such as resolving insolvency, paying taxes, protecting minority investors and getting credit.

India topped management consulting firm AT Kearney's 2017 Global Services Location Index for the eighth consecutive year and extended its lead over other countries from 0.47 last year to 0.76 in 2017.

Going forward, economic experts suggest that India would maintain its growth momentum. According to World Bank's India Report, India's GDP growth rate is expected to increase to 7.3% in 2018-19 and 7.5% in 2019-20.

Crude shock for IndiaThe price of oil has hit its highest level since November 2014, reaching US$80 per barrel (May 2018), as geopolitical fears (Iran and Venezuela) caused concern over potential disruptions in supplies.

As per ICRA, as India relies meets more than 80% of its oil needs through imports, a rise of every dollar per barrel in crude oil prices impacts the import bill by ` 823 crore (US$0.13 billion). The same is also the impact when currency exchange rate fluctuates by Re 1 per US dollar.

According to the former Chief Economist Adviser to the Government Dr. Arvind Subramanian, every US$10 per barrel rise in oil price brings down GDP growth by around 0.2-0.3 percentage points and worsens the Current Account Deficit by about US$9-10 billion dollars.

Quarterly growth

In Jan-Mar 2018, India’s economy recorded its best quarterly growth since Apr-June 2016, as the effects of demonetisation waned. Growth was also aided by the low base of Jan-Mar 2017.

Annual growth

Despite the pick up of growth in the fourth quarter, the economy grew at its slowest pace since 2013-14 due to the lingering effects of demonetisation in the first half and disruption caused by implementation of GST in July 2017

GST was implemented

on July 1, 2017

Demonetisation of C500 and C1,000 announced on

Nov 8, 2016

Apr-Jan

Jul-SepOct-D

ec

Jan-Mar

Apr-Jun

Jul-SepOct-D

ec

Jan-Mar

9

8

7

6

5

4

Growth %, Y-o-Y

9

8

7

6

5

4

Growth %, Y-o-Y

2012-13

2013-142014-15

2015-162016-17

2017-18

Primary sector proved to be a drag on growth, while the services sector held it up

2016-17 2017-18

Agriculture

Manufacturing

Electricity, gas & other utilities

Trade, hotels, communications, etc.

Financial, real estate & professional services

Public administration

GVA at basic price

Source: Mospi

Construction

Mining

6.33.4

13.02.9

7.95.7

9.27.2

1.35.7

6.06.6

10.710.0

7.16.5

8.07.2

Growth %, Y-o-Y

RETURN TO THE HIGH-GROWTH PATH


The real estate sectorThe real estate sector is one of the most globally recognised sectors. In India, real estate is the second largest employer after agriculture. The real estate sector comprises four sub sectors - housing, retail, hospitality and commercial. The growth of this sector is well complemented by the growth of the corporate environment and the demand for office space as well as urban and semi-urban accommodations.

The real reality India’s residential real estate market hasn’t had it easy in recent years.

Short-term demand factors have stalled growth and low consumer demand at current prices has accentuated the problem. Absorption rates have stagnated, causing high levels of overhang across all major cities.

The customer’s financial strength and confidence was further shattered with the banning of two high-value currency notes in November 2016 The introduction of the GST in July 2017 further hit the already ailing real estate sector. Developers could not pass on the higher tax burden amidst sliding demand.

Not surprisingly, property prices tumbled in many cities. Even plummeting prices haven’t been able to entice India’s home-buyers. According to real estate consultancy firm Knight Frank, home purchases in the country fell to a seven-year low in 2017 despite sliding prices.

There has been a tectonic shift in the Indian

real estate market in the last 10 years. Costs of both land and key inputs (primarily steel and ready-mix concrete) have sky-rocketed. Raw material prices have grown by a factor of 2 to 3 times since 2005. Land prices have increased even more dramatically. This means that developer margins are lower than ever before.

Structural reforms In 2017-18, India’s real estate sector witnessed two major reforms come into force -- the Real Estate Regulatory Authority (RERA) and the Goods and Services Tax (GST).

RERA: This reform came into force on 1 May, 2017. RERA was passed to ensure accountability, infuse transparency and bring uniformity in real estate practices.

GST: While a landmark tax such as the GST is expected to have far-reaching implications for sectors across the economy, its impact on real estate as a whole is likely to be a mixed bag.

Light at the end of the tunnelAll is not lost for the real estate sector. There are signs of light at the end of the tunnel.

At the bottom: According to a UBS report, India’s residential real estate sector is at the cusp of a gradual demand revival aided by affordability at 15-year-best levels, high expectations of property price increases over the next one to three years, reasonable comfort on personal finances and implementation of new regulations aimed at regaining buyer confidence. As a

result, going forward, residential property sales are expected to gradually recover over the medium term.

Attracting eyeballs: Foreign investments into India’s real estate rebounded after a two-year lull, indicating revival in a sector that’s among the largest job creators for the economy. Foreign direct investment in construction development, including townships, housing and built-up infrastructure, stood at ` 2,453 crore ($385 million) in April-December 2017 - up 250% from ` 703 crore (US$105 million) in the year ago-period, according to data from the Department of Industrial Policy and Promotion

A raft of policy measures catalysed this revival. They include a housing law that protects the interests of buyers, demonetisation, the GST and crackdown on benami property (or property held via proxy). They were aimed at hobbling the shadow economy and widening the tax net.

While these measures had a short-term negative impact on the industry, they encouraged the inflow of foreign funding.

Outlook The Indian real estate market is expected to touch US$ 180 billion by 2020. Housing sector is expected to contribute around 11% to India’s GDP by 2020. Retail, hospitality and commercial real estate are also growing significantly, providing the much-needed infrastructure for India’s growing needs.

India’s rank in the Global House Price Index has jumped 13 spots to reach the ninth position among 55 international markets, on the back of increasing prices in mainstream residential sector.

Slump in India’s housing market

2016 2017

700,000 units

525,000

350,000

175,000

0

Launches SalesU nsold inventory

Foreign Investments In Real Estate

2013-14

2014-15

2015-16

2016-17

2017-18(upto December)

Source: Department of Industrial Policy and Promotion’s website

7,508

4,652

727

703

2,453


Projects in progress

CHD Green Park Residences CHD Green Park Residences promises elegant English living in the heart of Karnal.

This project promises to create a unique world in itself with all state-of-the-art amenities like lush green park, schools, food court, hospital and fitness centre just a stone throw away, making it difficult for the residents to leave this residential abode.

106 Golf Avenue106 Golf Avenue offers you a lifestyle indulged by a privileged few.

It presents the perfect opportunity to exercise supreme affluence with the splendour and awe of a golf life. The lush green acres not only provide the perfect ambience to indulge in a game of pitch & putt, but also endow a life of absolute bliss and serenity.

Adorned with a golf course, this idyllic expanse of 12.34 acres has within its vast greenscape, one of the finest exclusive residential neighbourhoods. Sublime aesthetics of this exclusive residential project and the very best of leisure and recreational facilities redesigns the perception of opulence.

CHD VannAs the name suggests, Vann (Jungle in Hindi) is where nature’s beauty, fragrance and serenity will awaken your body, mind and soul.

Spread across over 10 acres, Vann brings a fresh new perspective to life in a metro, with a forest cover of 5 acres providing an incredible experience of forest living right in the heart of a thriving city. The sole aim is to develop a lifestyle that has its roots in nature.

Located at Sohna Road, Gurgaon, Vann is perfectly suited for those who want a serene lifestyle with the utmost convenience.

At Vann, the centrepiece of the residential apartment is the lofty double height ceiling which gives you the luxury of ample sunshine and unobstructed view of the forest from two levels. All the towers are of varying heights which make sure that they all get beautiful views throughout the year.


CHD ResorticoThis project promises an unmatched experience of Mediterranean resort life. At CHD Resortico, tall towers stand overlooking winding pathways, undulating lawns, colourful flowering shrubs and an exquisite beach like pool. Where you lounge under a shack, get glorious tan on the sun-loungers, wade in the azure blue waters or work with your feet in the sand.

CHD EWay TowersCHD EWay Towers has been designed to become the landmark of the region. This Architectural wonder will be built using new age building materials for perfect interplay of Nature & Technology. Designed by R204, one of the leading Los Angeles (USA) based Architectural firm, this iconic tower truly reflects 21st century Architecture

Equity & Energy During the year, the management infused energy into its business operations. It raised ` 87 crore through issue of equity shares and warrants on a preferential basis to the promoter group and investors. Of this, it received ` 38 crore as on March 31, 2018, the balance will be received in the next 18 months from allotment date.

This fund raising exercise will provide multiple benefits to the Company

One, it will provide the much needed fuel to catalyse the completion of the on-going projects which would facilitate in increasing operational liquidity

Two, it will facilitate in deleveraging the financial statements which will assist in strengthening organisational solidity.

The Company has deployed the funds meeting the construction cost of its on-going four projects in Gurugram (Gurgaon) and Karnal. The effectiveness of this initiative is reflected in the pick-up in construction activity at all sites.

Further, the Company aligned with the Government’s clarion call of ‘Housing for All’ by entering the ‘Affordable Housing’ space for the first time.

The Company also launched its new project CHD Green Park Residences, part of 200-acre integrated township – CHD City, Karnal. The project spreads over a land parcel of 40 acres approximately. CHD will create 726 units in first phase of its launch with a 2-BHK option comprising a super area 740 square feet. This launch has generated considerable interest among customers.


Projects already deliveredRESIDENTIAL

Avenue 71 Paradiso

Bulevar Spanish Meadows

Lifestyle Premiere Gayatrilok


Lifestyle Grand

Silver County

CHD Lifestyle

Sri Krishnalok

COMMERCIALDaana Paani


Human ResourceCHD’s 120+ energetic and experienced team is the cornerstone of its success – for they essentially transform boardroom strategies into on-ground realities. As a result, the Company has put in place well-defined people-centric policies to facilitate the knowledge enhancement and career growth of its people. The Company’s HR team looks into four key areas:

Attract the best talent available in the industry

Develop talent by entrusting of roles / responsibilities and honing skills

Engage talent by improving standards and inculcating problem-solving techniques

Inspire talent by embracing the vision and mission of the Company

Knowledge enhancement: Aligned to its comprehensive talent management programme, the Company developed and implemented its training calendar, which was formulated on need-based training and skill development exercises – imparted by in-house and external area experts. This enabled the Company to provide the necessary platform to every employee for skill development. Career progression was ensured through a transparent performance management system, which aimed to fill gaps, hone skills and improve communication.

Employee engagement: In keeping with the Company’s philosophy that an engaged employee is an enthused team member, the HR team provided a number of engagement forums which provided a platform for every team member to make a contribution to organisational and operational improvement. Employees are addressed at multiple forums by the top management and department leaders to keep them

abreast of changing business realities and emerging organisational challenges.

Internal controlThe Company has a sound system of internal controls in place to ensure the achievement of goals, evaluation of risks and reliable financial and operational reporting. This efficient internal control procedure is driven by a robust system of checks and balances that ensures safeguarding of assets, compliance with all regulatory norms and procedural and systemic improvements on a periodic basis.

The Company uses an ERP (Enterprise Resource Planning) package supported by in-built controls. This guarantees well- timed financial reporting. The audit system periodically reviews the control mechanism and legal, regulatory and environmental compliances.

The internal audit team also checks the effectiveness of internal controls and initiates necessary changes arising out of inadequacies, if any. All financial and audit controls are also reviewed by the Audit Committee of the Board of Directors.

Financial performance(based on Consolidated Financial Statements)

The Company registered a heartening performance in 2017-18. Despite the subdued environment prevailing in the real estate sector owing to structural reforms, rising costs and depressed demand, it registered a revenue of ` 149.99 crore in 2017-18 against ` 152.87 crore in the previous year. Significant headwinds and inflationary pressure dented business profitability. Net profit for the year declined

from ` 5.81 crore in 2016-17 to `1.32 crore in 2017-18.

Even as business remained subdued, the Company focused on deleveraging its Balance Sheet –the management’s efforts in optimising the coupon rate on external funds paid interesting returns – the average cost of debt declined from 12.74% in 2016-17 to 11.36% in 2017-18. Also, the interest liability for the year declined from ` 10.17 crore in 2016-17 to ` 9.65 crore in 2017-18.

During the year under review the Company raised funds through Preferential issue by way of issue and allotment of 1.5 crore Equity Shares of Face Value `. 2/- each and 4.5 crore warrants convertible into equivalent no. of equity shares of Face Value `.2/- each. Consequently, the paid up Undiluted Equity Share Capital of the Company increased from `. 22.72 crore as on March 31, 2017 to `. 25.72 crore as on March 31, 2018. The Company will use these funds to accelerate the progress of its four on-going projects and to retire part of its high cost debt. This should help it in improving business prospects and strengthening the organisation’s core.


Risk managementAs with any organisation, CHD is also exposed to business risks that might affect its interests, if left unchecked. The Company has a comprehensive risk management system, which analyses the nature of the risk, and prepares mitigation strategies. This framework ensures efficient risk monitoring, identification, assessment and mitigation of external as well as internal risk. The Board of Directors provides oversight and also reviews the Risk Management Policy. Additionally, an independent audit by internal auditors offers a second assessment on potential risks and mitigation measures.

Economy riskProgress of the real estate sector is closely influenced by the state of the economy.

Risk mitigation: After the set-back in the first half of 2017-18 owing to policy-led structural reforms, the Indian economy stepped back on track registering a 7%-plus GDP growth in the second half. Subject experts are of the opinion that this momentum could sustain in the current year.

Confidence risk Confidence of the average Indian who forms a major proportion of the home buyer community needs to be restored for creating demand.

Risk mitigation: The GST regime and RERA have been acclaimed as a path breaking achievement by India, although their launch did result in short-term disruption. With these policies well in place, confidence in the real estate sector is building up – foreign direct investment has grown significantly. This reality, over time, will shore confidence of the Indian home buyer.

Demand riskIndian’s need to have more money, in addition to confidence, to liquidate inventory and create demand.

Risk mitigation: Despite the temporary disruption in the real estate sector over the last few years, the basic drivers for real estate demand namely, urbanisation, nuclear families, growing aspiration and improving lifestyle remain intact. Moreover, the sharp drop in real estate prices owing to the prevailing gloom coupled with the increased earning of the average Indian (owing to improved corporate earnings) is expected to drive demand over the coming years.

Geographic riskThe Company’s concentration in the NCR region could impede its growth.

Risk mitigation: The NCR market continues

to be a growing and expanding market with real home buyers (not investors). During April-to-June 2017, Delhi NCR witnessed close to 2 million square feet of office space absorption. Traction in office space cascades to an uptick in demand for residential apartments. With better facilities such as utilities, roads and better connectivity, the demand for real estate in this area is expected to grow.

Delivery riskDelivery, in real estate, is key to success and sustainable growth.

Risk mitigation: The management has taken strategic decisions to alter its business model which promises to strengthen its delivery commitment. For one, it has decided to outsource construction activities to reputed and experienced EPC contractors who will shoulder the entire responsibility of project construction to the end. And two, the Company has outsourced its marketing function to experts in the field who have the experience and expertise to match the project with the customer segment accurately.

Growth riskThe Company needs project launches to grow business.

Risk mitigation: The Company has launched CHD Green Park Residences, part of 200-acre integrated township – CHD City, Karnal, with an aim of completely selling the project over the next 24-30 months. Moreover, the Company has planned a slew of other projects which will be launched with the improving sentiment of the residential real estate market.

Funding riskReal estate is a capital intensive business.

Risk mitigation: The Company has raised ` 87 crore through issue of equity shares and warrants on preferential basis to the promoter group and investors. These funds will be utilised in meeting the construction cost of four projects in Gurugram (Gurgaon) and Karnal. Of this, we have received ` 38 crore and will receive the balance in the next 18 months from date of allotment. Further as the progress of the projects should help in securing payments from their customers strengthening organisational liquidity.


STATUTORYReports

21ANNUAL REPORT2017-18

CORPORATE OVERVIEW MANAGEMENT REPORTS FINANCIAL STATEMENTS

CORPORATE INFORMATIONBOARD OF DIRECTORSMr. Rajinder Kumar MittalChairman cum Whole Time Director (Executive)DIN- 00015146 Mr. Gaurav Mittal Managing Director (Executive) DIN- 00052968

Mr. Pran Nath Director (Independent – Non Executive)DIN-00015740

Mr. Sunil Kumar SachdevaAdditional Director (Independent – Non Executive)DIN: 00399472

Mrs. Shailly Goel Director (Independent – Non Executive)DIN- 07791929(Resigned w.e.f April 11, 2018)

Mrs. Shalu VarshneyAdditional Director (Independent - Non Executive)DIN: 08088536(Appointed w.e.f. April 11, 2018)

CHIEF FINANCIAL OFFICERMr. Naresh Kumar Sharma

COMPANY SECRETARY CUM COMPLIANCE OFFICERMr. Sachin Kumar

REGISTERED OFFICESF-16-17, 1st floor,Madame Bhikaji Cama Bhawan,Bhikaji Cama Place, New Delhi-110066Ph. No: 011-40100100Fax: 011-40100190Web: www.chddevelopers.comEmail: [email protected]

CINL74899DL1990PLC041188

STATUTORY AUDITORSM/s. AMRG & AssociatesChartered Accountants,18A, IInd Floor, North Avenue Road,Punjabi Bagh (west), New Delhi-110026.

SECRETARIAL AUDITORSM/s. Nitin K. Mishra & Associates(Practicing Company Secretaries)

SUBSIDIARIESDIRECT SUBSIDIARIESGolden Infracon Private LimitedCHD Facility Management Private LimitedCHD Infra Projects Private LimitedEmpire Realtech Private LimitedInternational Infratech Private LimitedDelight Spirits Private Limited CHD Blueberry Realtech Private Limited CHD Elite Realtech Private Limited

SUBSIDIARY OF CHD Infra Projects Private Limited CHD Hospitality Private Limited

PRINCIPAL BANKERS/FINANCIAL INSTITUTIONSAxis Bank Ltd.Bank of BarodaReliance Home Finance LimitedReliance Capital LimitedKotak Mahindra Bank LimitedIndusInd Bank LimitedIndiabulls Housing Finance LimitedCSL Finance LimitedState Bank of IndiaYES Bank Limited

REGISTRAR & SHARETRANSFER AGENTSSkyline Financial Services Pvt Ltd.D-153A, 1st Floor, Okhla Industrial Area, Phase-I, New Delhi-110020, Ph: 011-26812682

22 CHD DEVELOPERS LIMITED

Certificate by Managing Director and Chief Financial Officer under Regulation 17(8) of SEBI (LODR) Regulations, 2015

To,

The Board of Directors,CHD Developers Limited

Dear Sirs/Madam

We, Gaurav Mittal, Managing Director (MD) and Naresh Kumar Sharma, Chief Financial Officer (CFO) of CHD Developers Limited, to the best of our knowledge and belief, certify that:

A. We have reviewed financial statements and the cash flow statement for the year ended 31.3.2018 and that to the best of our knowledge and belief:

1) these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading;

2) these statements together present a true and fair view of the Company’s affairs and are in compliance with existing accounting standards, applicable laws and regulations.

B. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which are fraudulent, illegal or violative of the Company’s Code of Business Conduct and Ethics.

C. We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the effectiveness of internal control systems of the Company pertaining to financial reporting and we have disclosed to the Auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.

D. We have indicated to the Auditors and the Audit Committee:

1) There are no significant changes in internal control over financial reporting during the year;

2) There are no significant changes in accounting policies during the year; and

3) That there has been no instance of significant fraud of which we have become aware.

New Delhi (Gaurav Mittal) (Naresh Kumar Sharma)August 14, 2018 MD CFO



Directors’ Report

To,

The Members,CHD Developers LimitedYour Directors are pleased to present their Twenty Eighth Annual Report together with the Audited Accounts and Financial Statements for the year ended 31st March, 2018.

2. DividendKeeping in view need to conserve resources for growth of the Company, your Directors are constrained not to recommend any dividend for the year under review.

3.Financial Summary or Highlights / Performance

STANDALONEDuring the financial year 2017-18 your Company achieved a turnover of ` 13251.04 Lacs (` 13144.29 Lacs in 2016-17) and Net profit (Post tax) for the year 2017-18 stood at ` 104.28 Lacs (` 521.75 Lacs in 2016-17). The Earning per share (EPS) is 0.08. The Company doesn’t propose to transfer any amount to the general reserves. CONSOLIDATEDDuring the financial year 2017-18 your Company achieved a consolidated turnover of ` 14999.37 lacs (` 15287.70Lacs in 2016-17) and Net profit (Post tax) for the year 2017-18 stood at ` 131.85 Lacs (` 580.73 Lacs in 2016-17). The Earning per share (EPS) is 0.11.

There has not been any improvement in the financials due to factors beyond control Owing to slow down in the whole real estate industry, whereas in spite of challenging environment during the year, CHD has still performed exceptionally well on various fronts by way of concentration on the existing projects & strengthening its project pipeline by launching its new project “CHD Green Park Residences” and positioned itself way ahead to other established real estate players.

OPERATIONS In this weak real estate market Company’s maintained its performance as total turnover stood at `. 132.51 Crores in the financial year 2017-18 better than previous year turnover of ̀ 131.44 Crores in 2016-17. During the year, the overall real estate market remained subdued. However, there are signs of revival of economy which will benefit real estate sector

During the year under review your Company further strengthened its presence and image by launching its new project“ CHD Green Park Residences”, part of its integrated township – CHD City, Karnal. Spread over a land parcel of 40 Acres approximately of 13.29 Acres

+ 11.90 Acres + 14.38 Acres, Green Park Residences offers English living experience right in the city of Karnal located on NH-44(GT Road Karnal). This new project is an another milestone to already existing legacy of CHD group in Karnal, built over a period of 10 years of hard work, commitment and dedication and launched under Deen Dayal Jan Awas Yojana the Affordable housing policy of Haryana Government for low and medium potential towns. Haryana Government has also given many relaxations under the scheme to make the scheme more affordable by reducing the license fees and EDC charges, waive off IDC and conversion charges. Further we would also be eligible to take tax incentive under this scheme and also interest subsidy under Pradhan Mantri Awas yojana (PMAY). Presently, we have launched our first phase of 13.29 acre which comprises of 867 units with total estimated revenue of approximately ` 145 crores.We will launch the further phases as and when considered appropriate depending upon the market demand and supply factor. With this launch of CHD Green Park Residences, we assure to provide people of Karnal luxurious living at a very affordable price. This project has strengthened our project pipeline and will drive Company performance.

Our brand, presence, demonstrated track record and capabilities put the Company in a strong position and the desired and expected improvement in the real estate industry environment will allow the company to be in a better position in the years ahead. The Company is always embarking on making its presence in the real estate industry and has solidified its brand image by sustaining on to its achievements

4. Share CapitalDuring the year under review the company raised funds through Preferential issue by way of issue and allotment of 1.5 crores Equity Shares of Face Value ` 2/- each and 4.5 crores warrants convertible into equivalent no. of equity shares of Face Value `2/- each, consequently as on 31st March, 2018 the paid up Undiluted Equity Share Capital of the Company in comparison to last financial year has increased from ` 22,71,84,572 (Twenty Two Crores Seventy One Lacs Eighty Four Thousand Five Hundred and Seventy Two only) divided into 11,35,92,286 equity shares of ̀ 2/- each to ̀ 25,71,84,572 (Twenty Five Crores Seventy One Lacs Eighty Four Thousand Five Hundred and Seventy Two only) divided into 12,85,92,286 equity shares of ` 2/- each

1. Financial ResultsThe summarized financial results of the Company for the year ended 31st March, 2018 are as follows: (Amount in ̀ Lacs)

Particulars Standalone Consolidated

31.03.2018 31.03.2017 31.03.2018 31.03.2017

Revenue from operations 13251.04 13144.29 14999.37 15287.70

Profit before Tax, Depreciation and Interest

1246.12 1987.94 1279.66 2131.05

Interest 963.00 973.57 965.45 1017.37

Depreciation 199.27 216.84 203.69 222.26

Profit before Tax 83.85 797.53 110.52 891.42

Profit after Tax 104.28 521.75 131.85 580.73


During the financial year 2017-18 the authorized share capital of the Company increased from ` 23,50,00,000 (Rupees Twenty Three Crore Fifty Lacs only) to ` 35,50,00,000 (Rupees Thirty Five Crore Fifty Lacs only) . No shares with differential voting rights, stock or sweat equity shares were issued by the company during the year under review.

5. Secretarial StandardsThe Board confirms that, during the period under review, the Company has complied with all applicable secretarial standards i.e. SS-1 and SS-2, relating to ‘Meetings of the Board of Directors’ and ‘General Meetings’, respectively issued by the Institute Of Company Secretaries Of India.

6. Reporting Of Frauds By AuditorsDuring the year under review, neither statutory auditors nor the secretarial auditor has reported to the audit committee, under Section 143(12) of the Companies Act, 2013, any instances of fraud committed against the company by its officers or employees, the details of which would be required to be mentioned in the Board’s Report.

7. DirectorsIn accordance with the provisions of section 152 of the Companies Act, 2013 and Articles of Association of the Company, Mr. Rajinder Kumar Mittal, Whole Time Director of your Company retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment, subject to the approval of Shareholders of the Company. A brief resume of Mr. Rajinder Kumar Mittal is attached with the Notice of Annual General Meeting.

During the financial year, following changes took place in the composition of the Board of Directors of the Company:

• Mr. Manmohan Singh Kapur and Mrs. Shashi Prabha Passi, Independent directors resigned from the position on April 13, 2017 and May 04, 2017 respectively.

• Mrs. Shailly Goel was appointed as an Additional Director (Category- Independent) of the Company on April 13, 2017 and was regularized in the Annual General Meeting held on 29th September, 2017.

• Mr. Yogesh Kumar Gautam who was appointed as Additional Director (Category- Independent) of the Company on July 21, 2017 and was regularized in the Annual General Meeting held on 29th September, 2017, and subsequently resigned from the office of director on October, 25, 2017.

• Mr. Sunil Kumar Sachdeva was appointed as Additional Director (Category- Independent) on October, 25, 2017.

Further after the period under review Mrs. Shalu Varshney was appointed as Additional Director (Category- Independent) of the Company on April 11, 2018 to hold office up to the date of ensuing Annual General Meeting, However Mrs. Shailly Goel, Independent Director resigned from the directorship on April 11, 2018.

The Company had received requisite notice in writing and recommendation from Nomination and Remuneration Committee proposing the candidatures of Additional Directors namely Mr. Sunil Kumar Sachdeva and Mrs. Shalu Varshney for the office of Independent Directors (not liable to retire by rotation) to hold office as such for a period of 5 (five) consecutive years.

Declaration by Independent DirectorsThe Company has received declarations from all the independent directors of the Company that they meet the criteria of independence as provided under Section 149(6) of Companies Act, 2013 and Regulation 16 (b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Performance Evaluation –SEBI (Listing Obligation & Disclosure Requirements) Regulation, 2015, mandates that the Board shall monitor and review the Board evaluation framework. The framework includes the evaluation of Directors on various parameters. Companies Act, 2013 states that a formal annual evaluation needs to be made by the Board on its own performance and that of its Committees, Chairman of the Board and Individual Directors. Schedule IV of the Companies Act, 2013 states that the performance evaluation of independent Directors shall be done by the entire Board of Directors, excluding the Directors being evaluated.

The Company has a proper Board Evaluation Framework for performance evaluation of Independent Directors, Board, Non-Independent Directors and Chairman of the Company. Pursuant to this framework, a process of evaluation was followed by the Board for its own performance and that of its committees and individual directors.

In terms of Section 134 (3) (p) read with Articles VII and VIII of Schedule IV of the Companies Act, 2013, the Board carried out an annual evaluation of its own performance and that of its statutory committees viz. Audit Committee, Stakeholders Relationship Committee, Nomination and Remuneration Committee and that of individual Directors.

The Board also assessed the performance and the potential of each of the Independent Directors with a view to maximizing their contribution to the Board. As envisaged by the Act, the Independent Directors at a meeting conducted, reviewed the performance of the Chairman of the Board. At the same meeting, the review of the Executive Directors was also carried out.

The Company has also devised a program for familiarization of independent directors with the Company, nature of the industry in which Company operate, business model of the Company and other related matters, which has been placed on the website of the Company and can be accessed at the link http://www.chddevelopers.com/pdf/Familiarization-id.pdf

Following policies of the Company are attached herewith as Annexure ‘A’ and Annexure ‘B’ respectively:-

Board Evaluation Framework; and Nomination & Remuneration Policy for Directors, Key Managerial Personnel and other employees.

KEY MANAGERIAL PERSONNELThe following are the Key Managerial Personnel of the Company:

1. Mr. Rajinder Kumar Mittal – Whole time Director2. Mr. Gaurav Mittal – Managing Director3. Mr. Naresh Kumar Sharma – Chief Financial Officer4. Mr. Sachin Kumar – Company Secretary

8. Material Changes Affecting Financial Position of the CompanyNo material changes or commitments, affecting the financial position of the Company have occurred during the financial year to which the financial statement relates i.e. from April 01, 2017 to March 31, 2018 and up to the date of the Board’s Report.



9. AuditorsStatutory AuditorsM/s. AMRG & Associates, Chartered Accountants was appointed as statutory auditors in the Annual General Meeting of the Company held on 24th September, 2016 for a period of five years in terms of the provisions of Section 139(2) of the Companies Act, 2013 read with Rules made thereunder. The Auditors will hold office Until the Conclusion of the Annual General Meeting to be held for the financial year 2020-2021, subject to the ratification of appointment by the members of the Company at every ensuing Annual General Meeting of the company. They have confirmed their eligibility to the effect that their re–appointment, if made, would be within the prescribed limits under the Act and that they are not disqualified for re–appointment.

In terms of the provisions of Section 139(1) of the Companies Act, 2013 it was required to ratify the appointment of Statutory Auditor every year by the shareholders of the Company during the tenure of appointment. Further, due to notification of some of the provisions of the Companies (Amendment) Act, 2017 on May 7, 2018, the requirement of ratification of appointment of Statutory Auditors by members has been done away with. Hence, it is no longer required to ratify the appointment of Statutory Auditors at every Annual General Meeting by the members of the Company.

The report of the Auditors is self-explanatory and does not contain any qualification, reservation or adverse remark and does not call for any comment.

Cost AuditorsAs per Section 148 of the Companies Act, 2013, the Company is required to have the audit of its cost records conducted by a Cost Accountant in practice. In this connection, the Board of Directors of the Company has on the recommendation of the Audit Committee, approved the appointment of M/s. Rahul Jain and Associates, Practicing Cost Accountant, as Cost Auditors of the Company for conducting Cost Audit of the Company for the financial year 2018-19, at a remuneration of ` 50,000/- (Rupees. fifty thousand only).

M/s. Rahul Jain and Associates has appropriate experience in the field of cost audit and has conducted the audit of the cost records of the Company for the past years.

Secretarial Auditors and reportAs per Section 204 of the Companies Act, 2013 inter-alia requires to annex with its Board’s Report, a Secretarial Audit Report given by a Company Secretary in practice, in the prescribed form. The Board has appointed M/s. Nitin K. Mishra & Associates, Practicing Company Secretary, as Secretarial Auditor to conduct Secretarial Audit for the financial year 2017–18 and their report is annexed to this Board Report as Annexure –‘C’.

10. Management Discussion & Analysis And Corporate Governance ReportThe Management’s Discussion and Analysis Report and Corporate Governance Report for the year under review together with a certificate from the Company’s Statutory Auditors confirming compliance forms part of this Report

Your Company is committed to maintaining the highest standards of Corporate Governance and adhering to Corporate Governance requirements as set out by Securities and Exchange Board of India. Report on Corporate Governance is annexed as Annexure ‘D’ and Management Discussion and Analysis report is separately given under the Annual Report.

11. EXTRACTS OF ANNUAL RETURNPursuant to Section 92 (3) of the Act and Rule 12 (1) of The Companies (Management and Administration) Rules, 2014, the extract of Annual Return in Form MGT-9 is attached as Annexure ‘E’.

12. DIRECTORS’ RESPONSIBILITY STATEMENTAs required by the provisions of section 134(3)(c) of the Companies Act, 2013, the Directors confirm that:

• In the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation to material departure;

• The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for the year under review.

• The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

• The Directors have prepared the annual accounts on a going concern basis.

• The Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively;

• The Directors have devised proper system to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

13. Depository System:Company’s equity shares are available for dematerialization through National Securities Depository Limited and Central Depository Services (India) Limited. As on March 31, 2018 99.29 % of the equity shares were held in dematerialized form.

14. Subsidiaries Of The CompanyAs on 31st March, 2018 the Company had following subsidiaries, all incorporated in India: DIRECT SUBSIDIARIES

S. No. Name of the Company

% Holding

1 Golden Infracon Private Limited 100

2 CHD Facility Management Private Limited 100

3 CHD Infra Projects Private Ltd. (Formerly known as CHD Armaan Realtech Private Limited)

100

4 Empire Realtech Private Limited 100

5 International Infratech Private Limited 100

6 Delight Spirits Private Limited 100

7 CHD Elite Realtech Private Limited 100*

8 CHD Blueberry Realtech Private Limited 100*

SUBSIDIARIES OF CHD Infra Projects Private Limited


1. CHD Hospitality Private Limited 100**

* A part of total share capital of CHD Elite Realtech Private Limited and CHD Blueberry Realtech Private Limited is held by M/s. CHD Infra Projects Private Limited, which itself is a 100% subsidiary of CHD Developers Limited.

** CHD Hospitality Private Limited is a 100% Subsidiary of CHD Developers Limited through CHD Infra Projects Private Limited which holds 99.71 % shareholding of CHD Hospitality Private Limited. The Board has formulated a policy for determining Material Subsidiaries in terms of Regulation 16 (1) (c) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 , which has been placed on the website of the Company and can be accessed at the link: http://www.chddevelopers.com/pdf/Policy-dms.pdf

The company shall provide a copy of the financial statement of its subsidiary companies to the members of the Company on their request. The financial statement of its subsidiary companies will also be kept open for inspection by any members at the registered office of the Company during business hours and will also be available on the website of the Company

Performance and financial position of subsidiaries, associates and joint venture companies as required under SEBI LODR and section 129 of the Act, the consolidated financial statements have been prepared by the Company in accordance with the applicable accounting standards and form part of the Annual Report. A statement containing salient features of the financial statements of the subsidiaries is set out in the prescribed form AOC – 1 as required under rule of the Companies (Account) Rules, 2014 form part of the notes to the consolidated financial statements.

15. Public DepositsDuring the year under review, the Company had accepted Fixed Deposits under Fixed Deposit Scheme in compliance with the provisions of Section 73 and 76 and other relevant provisions of the Companies Act, 2013 and Rules made there under as amended from time to time

The details of the Deposit are as follows:

1. Accepted Fixed Deposits during the year amounting to ̀ 3141.36 Lacs.

2. On 31st March, 2018 such deposits stood at 3275.55 Lacs as against ` 2961.05 Lacs at the close of the preceding financial year.

3. There was unclaimed deposits aggregating ̀ 60,000/- pertaining to 1(one) depositor as on 31.03.2018.

4) There is no default in repayment of deposits or payment of interest thereon, during the year.

16. PARTICULARS OF EMPLOYEES AND OTHER ADDITIONAL INFORMATIONThe information required under Section 197(12) of the Companies Act, 2013 and rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given in Annexure ‘F’ to this report and form part of this Report.

17. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGOThe information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134 (3) (m) of the Act read with Rule 8 of The Companies (Accounts) Rules, 2014, is attached as Annexure ‘G’.

18. LISTING AT STOCK EXCHANGEThe Equity Shares of the Company continue to be listed on BSE Limited. The annual listing fee for the current year has been paid to BSE Limited.

19. DISCLOSURESCORPORATE SOCIAL RESPONSIBILITY (CSR)Your Company has always laid emphasis on progress with social commitment. We believe strongly in our core values of empowerment and betterment of not only the employees but also our communities. Following this principle the Company had laid the foundation of a comprehensive approach towards promoting and facilitating various aspects of our surrounding communities.

The Board has approved a policy for Corporate Social Responsibility and same has been uploaded on the website of the Company i.e. www.chddevelopers.com.

The Company was supposed to spend ` 22.45 lacs lacs in the year 2017-18 and ` 28.56 Lacs in the year 2016-17, but the Company did not spend any amount in the year 2016-17 for which the reason was clearly mentioned in annual report along with the fact that company will spend all the unspent amount in financial year 2017-18 and shall add to the CSR budget for the Financial Year 2017-18. Consequently, we have spent ` 55.00 lacs in the year 2017-18 for both the years i.e. financial year 2016-17 and 2017-18.

The Annual Report on Corporate Social Responsibility activities undertaken by the Company during the year 2017-18, as prescribed under section 135 of the Companies Act, 2013 and the Companies (Corporate Social Responsibility policy) Rules, 2014 have been appended as Annexure.- ‘H’.

Audit CommitteeAs at 31st March, 2018 the Audit Committee of the Company comprises of Mr. Sunil Kumar Sachdeva (Chairman) Mr. Pran Nath (Member), Mrs. Shailly Goel (Member) as other members of the Committee.

However, after the closure of financial year Mrs. Shailly Goel resigned from the office of director and Mrs. Shalu Varshney was appointed to fill the vacant position and subsequently was appointed as Member of Audit Committee.

Vigil Mechanism & Whistle Blower PolicyThe Company has a Vigil mechanism and Whistle blower policy under which the employees are free to report violations of applicable laws and regulations and the Code of Conduct. The reportable matters may be reported to the Vigilance & Ethics Officer which operates under the supervision of the Audit Committee, as protected disclosures through an e-mail, or dedicated telephone line or a written letter. Employees may also report directly to the Chairman of the Audit Committee.



The Whistle Blower Policy and Vigil Mechanism have been placed on the website of the Company and can be accessed at the link http://www.chddevelopers.com/pdf/Whistle-Blower-and-Vigil-Mechanism.pdf

Risk Management PolicyThe Board has approved and implemented risk management Policy of the Company including identification and element of risks. The Risk Management is overseen by the Audit Committee of the Company on a continuous basis. The Committee oversees Company’s process and policies for determining risk tolerance and review management’s measurement and comparison of overall risk tolerance to established levels. There are no significant element of risk, which in the opinion of the Board may threaten the existence of the Company, However any risks identified will be systematically addressed through mitigating actions on a continuous basis.

Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal ) Act, 2013 The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at the Workplace, in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules there under. The Policy aims to provide protection to employees at the workplace and prevent and redress complaints of sexual harassment and for matters connected or incidental thereto, with the objective of providing a safe working environment, where employees feel secure. The Company has in place an Internal Complaints Committee to inquire into complaints of sexual harassment and recommend appropriate action.

There was no case of sexual harassment reported during the year under review.

Particulars of contracts or arrangements with related partiesAll contracts/arrangements/transactions entered by the Company during the financial year with related parties as defined under the Companies Act and SEBI LODR Regulations were in the ordinary course of the business and on an arm’s length basis. During the year, the Company had not entered into any contract/arrangement/transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.

Accordingly the disclosures of Related Party transactions as required under section 134(3) of the Companies Act, 2013 in form AOC-2 is not applicable. Attention of members is drawn to the disclosures of transactions with related parties as set out in notes to accounts –Note number 33 forming part of the financial statements

Meetings of Board of Directors During the year under review 16 (Sixteen) meetings of Board of Directors were held. Further details regarding the Board Meetings have been provided under Corporate Governance Report annexed with this Report. The maximum interval between any two meetings did not exceed 120 days, as prescribed in the Companies Act, 2013

Particulars of Loan given, Investments made, Guarantee given and Security ProvidedParticulars of loan given, investments made, guarantees given and securities provided along with the purpose for which loan, guarantee or security is proposed to be utilized by the recipient are provided in standalone financial statements (please refer note no. 4, 11, 33 and 35 to the standalone financial statements).

Internal Financial Controls and its Adequacy The Company has in place adequate internal financial controls with reference to financial statements and with the size, scale and complexity of its business operations. During the year such controls were tested and no reportable material weakness in the design or operation was observed.

The scope and functions of Internal Auditor are defined and reviewed by the Audit committee. The Internal Auditor reports to the Chairman of the Audit Committee. The Internal Auditor assesses opportunities for improvement of business processes, systems and controls, to provide recommendations, which can add value to the organization.

The Company has a proper Board Evaluation Framework for performance evaluation of Independent Directors, Board, Non-Independent Directors and Chairman of the Company. Pursuant to this framework, a process of evaluation was followed by the Board for its own performance and that of its committees and individual directors.

Transfer to Investor Education and Protection FundIn compliance with Section 124 of the Companies Act, 2013, amount remaining unclaimed in respect ofmatured deposit and interest thereon, which was lying unclaimed with the Company was transferred to the Investor Education and Protection Fund during the financial year 2017- 18.

The Company has transferred ` 92,492/- (P.Y. ` 16,352/- ) to the Investor Education and Protection Fund in respect of the financial year 2017-18.

20. GeneralYour directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items, during the year under review:-i. Neither the Managing Director nor the Whole Time Director of

the Company receive any remuneration or commissions from any of its subsidiaries.

ii. No significant or material orders were passed by the regulators or courts or tribunals, which impact the going concern status and company’s operations in future.

21. AcknowledgementsYour Directors place on record their appreciation of the support extended by its employees, Bankers, Customers and various Government Agencies, who through their continued support and cooperation helped in the Company’s progress . The Board also wishes to thank the shareholders for their unstinted support and acknowledge the hard work, dedication and commitment of the employees.

By order of the Board of Directors For CHD Developers Limited

Place: New Delhi Rajinder Kumar Mittal Date: August 14, 2018 (Chairman)


PrefaceCurrent dynamics of Domestic and International business requires that the officers’ in-charge of day to day business of the Company are well qualified, well trained & equipped, constantly evalued so as to keep pace with the challenges of ever changing socio economic scenario.

Such officers’ in the parlance of an incorporated entity are the Board of Directors’.

The Board of Directors’ of any diversified company shoulders not only the responsibility of growth and profitability of the business but also the impact of the business of the Company on the society and economy under which they operate.

In light of the above, the Company has devised this policy of Board Evaluation framework, which inter alia includes the policy of Board’s diversity, Board’s Training and Evaluation of performance, of the Board of Directors including Independent Directors.

Objective The Companies Act, 2013 and SEBI (Listing obligations and Disclosure Requirements) Regulation, 2015 require every listed company to formulate this Board Performance Evaluation Frame Work. While following the spirit of diversity, the Company maintains that the appointments to the Board should be based on merit as well as complementing and expanding the skills, knowledge and experience of the Board as a collective body.

Board’s Training PolicyThe Company recognizes that the present complex business environment requires that the Board of the Company is trained from time to time to equip it with the latest trends in the domestic and International market relating to technology, best practices of corporate governance, environmental protection, Taxation, legal and financial Laws, HR policies, Marketing, Risk assessment and minimization.

Through the training policy the Company intends to achieve the following targets:

- Development of understanding in which the Board operate and the associated responsibilities;

- Providing an overview of the knowledge and competences expected from Directors in today’s environment;

- Develop skills that contribute to the creation of an effective Board culture and performance;

- Hone the ability to challenge executives through positive exchanges focused on the key issues that underpin corporate performance.

The Company would from time to time organize seminars, classroom sessions and workshops to achieve the purpose of its Training Policy and at the same time ensuring the compliance of relevant Laws include SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Board’s Evaluation PolicyAs per the applicable provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Nomination and

Remuneration Committee (the “Committee”) shall lay down the evaluation criteria for performance evaluation of Independent Directors and the Board. Further the Board is required to monitor and review Board Evaluation Framework. This Framework shall contain the details of Board’s self-evaluation framework (including all Committees of the Board and individual directors).

The following process is established to carry out the evaluation of the Board of Directors:

1. Independent Directors may, at their meeting, review the performance of the Chairman, the Non-Independent Directors and the Board;

2. Nomination and Remuneration Committee may, at its meeting, carry out the evaluation of every Director’s performance. The Committee, while doing so, may also consider the outcome of review by Independent Directors;

3. The Board may evaluate the performance of the Board, the Committees as defined in this Policy and each Director and while doing so, may also consider the inputs received from the Nomination and Remuneration Committee and the review by Independent Directors.

Some of the assessment criteria, that should be considered by the Board, Nomination and Remuneration Committee and Independent Directors for evaluation of the performance, are as follow -

I. Assessment Criteria for performance evaluation of Board

• Size, structure, diversity, experience, skills and expertise of the Board

• Willingness to spend time to discuss the matters put up before the Board for discussion

• Development of Strategy and Business plans at appropriate time and check its effectiveness

• Proper number of committees as required by legislation and guidelines

• Guidance to drive financial and business performance of the Company and periodic review of the same

• Strategic and business risk evaluation, assessment and timely action

• Corporate Governance standards adopted by the Board and its implementation

• Understanding roles and responsibilities of Directors• Code of conduct and Ethics and adherence thereto• Independence of Board functioning

II. Assessment Criteria for performance evaluation of Committees

In addition to the principles stated above for evaluation of Board to the extent applicable to the respective committee, the following criteria may also be kept in mind for evaluation of committee –

• Appropriateness of the responsibilities delegated to the committee

• Corporate Governance standards adopted and implemented by the Committee

Annexure “A”BOARD EVALUATION FRAMEWORK



• Implementation of the policies and procedure according to changing business practices and market conditions

• Adequacy of terms of reference stated by the Board for the Committee and the role played by the committee according to such terms of reference

• Effectiveness of suggestions and recommendation made to the Board

III. Assessment Criteria for performance evaluation of Non-Independent Director

Evaluation of Non-Executive Directors

• Participation at the Board/Committee meetings and willingness to spend time during the meeting

• Integrity and maintaining of confidentiality• Knowledge and expertise• Independent judgment in relation to decision making• Understanding about roles, responsibilities and disqualification

as a director

Evaluation of Executive Directors

In addition to the parameter decided for Non-Executive Directors, evaluation of Executive Directors should also be based on following parameters –

• Skill, expertise, experience, knowledge about the operations and products of the Company

• Development and management of business plan, operational plans and financial affairs of the Company

• Achievement of financial/business targets prescribed by the Board

• Managing relationship with the Board, management team, bankers and other stakeholders

• Establishment of an effective organization structure to ensure management focus on key functions necessary for the growth of the Company

• Development of policies and strategies aligned with industrial practice, need of shareholders, customers, employees and other stakeholders

• Ensuring to provide information on item requiring Board decisions with recommendation based on supporting documents and thorough study

IV. Assessment Criteria for performance evaluation of Independent Director

In addition to the criteria laid down for Non-Executive Directors, for performance evaluation of an Independent Director, other criteria like objective evaluation of Board’s performance, unbiased opinion on various matters, compliance of Code of Conduct and Ethics, Code for Independent Directors, Insider Trading Code etc. may also be considered.

V. Assessment Criteria for performance evaluation of Chairman

In addition to the above, the following criteria may be kept in mind while evaluating the performance of the Chairman:

• Relationship and Communication within the Board

• Leadership quality

• Promoting constructive debate and discussion in the meeting

• Effectiveness of communication with the shareholders and other stakeholders

• Promoting effective participation of all Board members in decision making process

• Promoting shareholders confidence in the Board

• Ensuring ease of raising issue and concern by the Board Members

Separate Meeting of the Independent DirectorsAs required by the provisions of Schedule IV to the Act and as per the provisions of regulation 25 SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Independent Directors of the Company shall hold at least one meeting in a year, without the attendance of Non-independent Directors and members of the management.

The meeting shall: - review the performance of Non-independent Directors and the

Board as a whole;

- review the performance of the Chairman of the Company, taking into account the views of Executive Directors and Non-executive Directors;

- assess the quality, quantity and timeliness of flow of information between the Company management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

- This meeting could be held prior or after the Board Meeting. The Independent Directors are free to call such meeting at any point of time, as desired.

Familiarization program for Independent DirectorsAs required by the provisions of Schedule IV to the Act and as per the provisions of regulation 25 SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company is required to develop a Familiarization Program for the Independent Directors of the Company.

The Company will impart Familiarization Programmes for new Independent Directors inducted on the Board of the Company. The Familiarization Programme of the Company will provide information relating to the Company. The programme also intends to improve awareness of the Independent Directors on their roles, rights, and responsibilities towards the Company. Further, the Familiarization Programme should also provide information relating to the financial performance of the Company and budget and control process of the Company.

DisclosureIn accordance with the requirement under the Act, disclosure regarding the manner in which the performance evaluation has been done by the Board of directors of its own performance, performance of various committees of directors and individual directors’ performance will be made by the Board of Directors in the Board report. AmendmentThe Company reserves its right to amend or modify this Policy in whole or in part, at any time without assigning any reason whatsoever. However, no such amendment or modification will be binding on the Directors and employees unless the same is communicated in the manner described as above.


Annexure “B”NOMINATION & REMUNERATION POLICYPrefaceAt all levels and at all times monetary compensation has been if not the sole but the most important motivational aspect for getting the job fulfilled under any given business scenario.

It is the endeavor of CHD Developers Limited (“Company”) that its Nomination & Remuneration Policy should represent the mode in which the Company carries out its business practices i.e. fair, transparent, inclusive and flexible.

The Company strives that its Remuneration Policy should attract, motivate, improve productivity and retain manpower, by creating a congenial work environment, encouraging initiatives, personal growth and team work, and inculcating a sense of belonging and involvement, besides offering appropriate remuneration packages and superannuation benefits.

This Nomination & Remuneration Policy applies to directors, Key Managerial Personnel (KMP), Senior Management and other employees of the Company.

Statutory RequirementSection 178 of the Companies Act, 2013 requires every listed company and such class or classes of companies, as may be prescribed to establish a Nomination and Remuneration Committee (“Committee”) and that such Committee shall formulate the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy, relating to the remuneration for the directors, key managerial personnel, senior management and other employees.The Committee shall, while formulating the remuneration policy shall ensure that—

• the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate Directors of the quality required to run the company successfully;

• relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and

• remuneration to Directors, key managerial personnel and senior management involves a balance between fixed and incentive pay reflecting short and long-term performance objectives appropriate to the working of the company and its goals:

This policy is divided into three parts –

• PART A – Appointment of Director, KMP and Senior Management Personnel

• PART B – Board Diversity

• PART C – Remuneration to Director, KMP, Senior Management Personnel and other employees

Part A - Appointment of Director, KMP and Senior Management Personnela. The Committee shall identify and ascertain the integrity,

qualification, expertise and experience of the person for appointment as Director, KMP or at Senior Management level

and recommend to the Board his / her appointment

b. A person should possess adequate qualification, expertise and experience for the position he / she is considered for appointment. The Committee has discretion to decide whether qualification, expertise and experience possessed by a person is sufficient / satisfactory for the concerned position.

c. Term and Tenure of Director, Independent Director, Managing Director, Whole Time Director and KMP shall be governed by the provisions of Companies Act, 2013 as may be in in force and amended from time to time.

d. Due to reasons for any disqualification mentioned in the Companies Act, 2013 (hereinafter referred to as ‘the Act’) or under any other applicable Act, rules and regulations thereunder, the Committee may recommend, to the Board with reasons recorded in writing, removal of a Director, KMP or other employee subject to the provisions and compliance of the said Act, rules and regulations.

e. The Director, KMP shall retire as per the applicable provisions of the Act and the prevailing policy of the Company. The Board will have the discretion to retain the Director, KMP, Senior Management Personnel in the same position/ remuneration or otherwise even after attaining the retirement age, for the benefit of the Company

f. The remuneration/ compensation / commission/increment etc. to the Directors and KMP will be determined by the Committee and recommended to the Board for approval. The remuneration / compensation / Commission/increment etc. shall be subject to the prior/post approval of the shareholders of the Company and Central Government, wherever required under the Companies Act, 2013.

g. Human Resource Department of the Company in consultation with Chairman/Managing Director of the Company is empowered to appoint the candidates in the Senior Management in terms of the criteria prescribed herein and report their appointment to the Committee. The Committee may also identify and recommend to the Board who may be appointed in senior management in accordance with the criteria laid down.

h. Where any insurance is taken by the Company on behalf of its Whole time Director, Managing Director, Chief Executive Officer, Chief Financial Officer, the Company Secretary and any other employees for indemnifying them against any liability, the premium paid on such insurance shall not be treated as part of the remuneration payable to any such personnel. Provided that if such person is proved to be guilty, the premium paid on such insurance shall be treated as part of the remuneration

Part-B - Board DiversityThe Board shall consist of such number of Directors, including at least one woman Director and not less than fifty percent of the Board of Directors comprising non-executive directors, as is necessary to effectively manage the Company of its size.

When the Chairman of the Board is a non-executive director, at least



one-third of the Board should comprise independent directors and in case the company does not have a regular non-executive Chairman or in case the regular non-executive Chairman is a promoter of the company, at least half of the Board should comprise independent directors.

The Committee will lead the process for Board appointments. All Board appointments will be based on the skills, diverse experience, independence and knowledge which the Board as a whole requires to be effective. The Committee shall seek to address Board vacancies by actively considering candidates that bring a diversity of background and opinion from amongst those candidates with the appropriate background and industry or related expertise and experience The candidates will be considered against objective criteria, having due regard to the benefits of diversity on the Board. Additionally the Board may consider appointment of experts from various specialized fields such as finance, law, information technology, corporate strategy, marketing and business development, international business, operations management etc. so as to bring diversified skill sets on board or succeed any outgoing director with the same expertise.

Part-C - Remuneration to Director, KMP, Senior Management Personnel And Other Employees

A. Remuneration to Managing Director/Whole-time Director

• Remuneration The Company strives to provide fair compensation to Directors, KMP, Senior Management Personnel and other employee, taking into considerations following factors –

o Industry benchmark,

o Company’s’ performance vis a vis industry,

o Scope of duties, roles and responsibilities,

o Skill, knowledge, performance/track record,

o Core performance requirements and expectations of individuals

o Legal and industrial Obligations

Managing Director/ Whole-time Director shall be eligible for remuneration as may be approved by Shareholders of the Company on the recommendation of the Committee and the Board of Directors. The remuneration payable to any one managing director or whole-time director shall not exceed 5% of the net profits of the company and if there is more than one such director remuneration shall not exceed 10% of the net profits to all such directors taken together.The break-up of the pay scale and quantum of allowances, perquisites including, employer’s contribution to P.F, pension scheme, medical expenses, car & driver facility etc. shall be decided and approved by the Board on the recommendation of the Committee. The remuneration may also be paid in the form of Profit linked Commission but with the overall limits as stated above.

• Minimum RemunerationIf, in any financial year, the Company has no profits or its profits are inadequate, the Company shall pay remuneration to its Managing Director/Whole-time Director in accordance with the Schedule V and

other applicable provisions of the Act and if it is not able to comply with such provisions, then with the previous approval of the Central Government.• Provisions for excess remunerationIf any Managing Director/Whole-time Director draws or receives, directly or indirectly by way of remuneration any such sums in excess of the limits prescribed under the Act or without the prior sanction of the Central Government, where required, he / she shall refund such sums to the Company and until such sum is refunded, hold it in trust for the Company. The Company shall not waive recovery of such sum refundable to it unless permitted by the Central Government.

B. Remuneration to Non-Executive and Independent Director

• Sitting FeesThe Non-executive and Independent Directors of the Company shall be paid sitting fees as approved by the Board in terms of the provisions of the Act and no sitting fee is paid to Non-executive Non Independent Directors.

• Stock OptionsPursuant to the provisions of the Act, an Independent Director shall not be entitled to any stock option of the Company.

C. Remuneration to KMP, Senior Management, other EmployeesApart from the Directors, remuneration along with annual increment of all other KMP, Senior Management Personnel and other employees of the Company shall be determined by HR department in consultation with Managing Director/Whole-time Directors of the Company.

The remuneration and increment thereof should be in line with company’s philosophy to provide fair compensation to employees based on their experience, roles and responsibilities, performance track record, legal obligation, industry benchmark, job complexity etc.

The various remuneration components such as basic salary, allowances, perquisites, etc may be combined to ensure an appropriate and balance remuneration package.

The Incentive pay shall be decided by HR department of the Company based on the HR policies in relation thereto and considering the balance between performance of the Company and performance of the Key Managerial Personnel, Senior Management Personnel and other employee. The Committee may recommend to the Board a policy for granting Stock options to KMP, Senior Management Personnel and other employees in line with the provisions of the Act, SEBI regulation and the provision of any other applicable laws.

This Remuneration Policy shall apply to all existing and future employees of the Company.

Amendment The Company reserves its right to amend or modify this Policy in whole or in part, at any time without assigning any reason whatsoever. However, no such amendment or modification will be binding on the Directors and employees unless the same is communicated in the manner described as above.


Annexure “C”FORM NO. MR-3

SECRETARIAL AUDIT REPORTFor the Financial Year ended March 31, 2018

[Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014]

To,The MembersM/S. CHD Developers LimitedSF-16-17, 1st Floor, Madame Bhikaji Cama Bhawan11, Bhikaji Cama PlaceNew Delhi-110066, India

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by CHD Developers Limited (hereinafter called “the Company”). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

Based on our verification of the Company’s books, papers, minute books, forms, statutory registers and returns filed and other records maintained by the company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, we hereby report that in our opinion, the company has, during the audit period covering the financial year ended on 31st March, 2018 complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent based on the management representation letter/confirmation, in the manner and subject to the reporting made hereinafter.

We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on 31stMarch, 2018 according to the provisions of:

i. The Companies Act, 2013 and the rules, made thereunder

ii. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;

iii. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;

iv. Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder;

v. The following Regulations prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’);

a. The Securities and Exchange Board of India (Listing Obligations And Disclosure Requirements) regulations 2015;

b. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

c. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

d. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;

e. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client;

vi. We, based upon the Management Representation, further report that there are adequate systems and Processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with the following pertinent laws, rules, regulations and guidelines as specifically applicable to the Company and Other Applicable Laws on the basis of confirmation by way of Management Representation Letter received from the management:

a. The Real Estate (Regulation and Development) Act, 2016 and rules of the state(s) where project were being undertaken.

b. The Building and Other Construction Workers (Regulation of Employment and Conditions of Service) Act, 1996

c. The Land Acquisition Act, 1984

d. Transfer of Property Act, 1882

e. Indian Easements Act, 1882

f. Registration Act, 1908

g. Shops and Commercial Establishments Act, 1958 read with Shops and Commercial Establishments Rules with respect to office situated at:

i). SF-16-17, 1st Floor, Madame Bhikaji Cama Bhawan, 11, Bhikaji Cama Place, New Delhi-110066, India

h. Employees Provident Fund and Miscellaneous Provisions Act, 1952, The Employees Provident Funds Scheme, 1952, The Employees Deposit-Linked Insurance Scheme, 1976 & The Employees Pension Fund Scheme, 1995.

i. The Contract Labour (Regulation & Abolition) Act - 1970 and Rules framed thereunder with respect to construction site situated at:

i). SF-16-17, 1st Floor, Madame Bhikaji Cama Bhawan, 11, Bhikaji Cama Place, New Delhi-110066, India

ii). In Gurgaon: i. Avenue 71, Sohna Road, Sector 71, Gurgaon, Haryana

ii. CHD Vann, Sohna Road, Sector 71, Gurgaon, Haryana

iii. Golf Avenue 106, Sector-106, Gurgaon, Haryana

iv. CHD E Way Towers, Sector 109 Dwarka Expressway Gurgaon

v. CHD Resortico, Sector-34, Sohna, South of Gurgaon, Haryana



iii). In Karnal: CHD City, Sector-45, Karnal, Haryana

j. The Employees State Insurance Act, 1948, Employees State Insurance (Central) Rules, 1950 and Employees State Insurance (General) Regulations, 1950

k. Equal Remuneration Act, 1976 and Equal Remuneration Rules, 1976

l. Maternity Benefit Act, 1961 read with State Maternity Benefit Rules framed thereunder.

m. Minimum Wages Act, 1948 read with State Minimum Wages Rules framed thereunder.

n. The Payment of Gratuity Act, 1972 read with State Payment of Gratuity Rules framed thereunder.

o. Child Labour (Prohibition and Regulation) Act, 1986 read with Child Labour (Prohibition and Regulation) Rules, 1988.

p. Building and Other Construction Workers (Regulation of Employment & Conditions of Service) Act, 1996.

q. Payment of Wages Act, 1936 read with State Payment of Wages Rules framed thereunder.

r. The Payment of Bonus Act, 1965 read with the Payment of Bonus Rules, 1975

s. The Sexual Harassment of women at workplace (Prevention, Prohibition & Redressal) Act 2013

t. Public Liability Insurance Act

u. Professional Tax Act

However, our Report does not in any way comment upon the compliance of the above laws and also not being qualified too.

We have also examined compliance with the applicable clauses

of the following:

i. The Secretarial Standards formulated by the Institute of Company Secretaries of India and notified by the Central Government.

ii. The Listing Agreements entered into by the Company with the BSE Limited.

Our report is to be read along with the noting as mentioned hereinunder:

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines mentioned above subject to the following facts:

1. The Company, vide its management representation letter dated 14.08.2018, stated that these related party transactions were entered into with related parties on arm’s length basis and in the ordinary course of business and therefore, these transactions are not covered by virtue of third proviso to sub-section (1) of Section 188 of the Act.

2. As confirmed by the management vide its management

representation letter dated 14.08.2018, The Company stated that the compliance of the Contract Labour (Regulation & Abolition) Act, 1970 is ensured by the respective contractor at the respective construction site situated at various places in Haryana.

3. As confirmed by the management vide its management representation letter dated 14.08.2018, the Company stated that the Company is regular in ensuring the compliance of Building and Other Construction Workers (Regulation of Employment & Conditions of Service) Act, 1996 with respect to all the projects.

4. As confirmed by the management vide its management representation letter dated 14.08.2018, the Company stated that the Company is not discharging the contaminated water at the public drains/rivers. The Company has efficient water treatment plants at the office situated at Delhi and at respective construction site situated at various places in Haryana (if applicable).

5. As per the Director’s Report dated 14.08.2017 the Company gave explanation and justification for not spending ` 28.55 lacs towards corporate social responsibility expenditure pursuant to Section 135 of Companies Act, 2013.

6. As per Note 4 of the Audited Financial Statement dated 30.05.2017 read with Para 12 of the Directors Report dated 14.08.2017, it was observed that the Company has accepted the deposit from shareholders and public while the Statutory Auditors of the Company vide its Audit Report dated 30.05.2016, has stated that the Company has complied with the provisions of Section 73-76 or any other relevant provisions of the Act and Rules framed thereunder with respect regards to the said deposits.

We further report thatThe Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non Executives Directors, Independent Directors, and the Women Directors.

Adequate notice along with detailed agenda were given to all directors for the Board Meetings and a system exists for seeking and obtaining further information and clarification on agenda items before the meeting and for meaningful participation at the meeting.

As per the minutes maintained by the Company for the Board/ Committee and Shareholders, we noticed that most of the decisions were approved by the respective Board/ Committee and Shareholders without any dissent note.

We further report that we cannot comment on the adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines because we have not physically visited the project site located at various places at Haryana.

We also report that the compliances of other applicable laws, as listed in Para (vi) above, are based on the management representation letter.

For Nitin K. Mishra & Associates (Company Secretaries)

Date: 14th August, 2018 Nitin Kumar Mishra Place: Delhi ACS: 34396; CP-14804


Annexure “D”CORPORATE GOVERNANCE REPORT1.COMPANY’S PHILOSOPHY ON THE CODE OF GOVERNANCEYour Company’s philosophy on the Code of Governance is based on the belief that effective Corporate Governance practices constitute a strong foundation on which successful commercial enterprises are built to last. Corporate Governance is essentially a system by which Companies are directed and controlled by the management in the best interest of all stakeholders and the Company provides in time, correct and complete information as required to all its stakeholders. It is not mere compliance of laws, rules and regulations, but also the application of best management practices and adherence to the highest ethical principles in all its dealings, to achieve the objects of the Company, enhance stakeholder value and discharge its social responsibility. Above all, it is a way of life, rather than merely a legal compulsion. Your Company recognizes that strong Corporate Governance is indispensable to resilient and vibrant capital markets and is, therefore, an important instrument of investor protection. It, therefore, continues to lay great emphasis on a corporate culture of conscience, integrity, fairness, transparency, accountability and responsibility for efficient and ethical conduct of its business.

Your Company is in compliance with the requirements of Corporate Governance stipulated in the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’).

2.Board of Directors (“Board”)The strength of the Board of Directors as on 31.03.2018 comprises of Five Directors.

The Board of Directors comprises of Executive and Non-Executive Directors and the Chairman of the Board is Executive Director. There are three Non-Executive Directors and two Executive Directors. The Directors are eminently qualified and experienced in business, finance and corporate management.

As per the declarations received by the Company, none of the Directors are disqualified under Section 164(2) of Companies Act, 2013 read with the Companies (Appointment and Qualification of Directors) Rules, 2014.

S. No. Name of Director Status / Designation/Category Shareholding

1 Mr. Rajinder Kumar Mittal Promoter, Executive, Chairman and Whole Time Director 21583550#

2 Mr. Gaurav Mittal Promoter, Executive, Managing Director 12377200#

3 Mr. Pran Nath Non-Executive Director (Independent) 2000

4 Mr. Sunil Kumar Sachdeva Non-Executive Director (Independent) 10000

5 Mrs. Shailly Goel* Non-Executive Director (Independent/Woman) NIL

# Mr. Rajinder Kumar Mittal and Mr. Gaurav Mittal in addition to shares mentioned above against their respective names also hold 30,00,000 Warrants each convertible into equivalent number of Equity Shares of Face Value ` 2/- each.* Mrs. Shailly Goel ceased to be director of the Company w.e.f. April 11, 2018 • No directors are related to each other except Mr. Rajinder Kumar Mittal and Mr. Gaurav Mittal, who are related to each other as father and son respectively.

None of the Directors holds office in more than 20 companies and in more than 10 public companies. All Directors are also in compliance of the limit on Independent Directorships of listed companies as prescribed in Regulation 25 (1) of the Listing Regulations.

Attendance of DirectorsThe attendance of the Board of Directors at the Board Meetings held during the year and at the last Annual General Meeting along with the number of Directorship and Committee positions held by them are given below. Also the Directors have made necessary disclosures stating that they do not hold directorships in more than seven listed companies pursuant to Regulation 25 of the Listing Regulations. Also membership to committees (Audit Committee and the Stakeholders’ Relationship Committee) shall not exceed 10 Committees and / or are acting as Chairman in more than five committees in terms of Regulation 26 of the Listing Regulations.



Name of the Director

No. of Board Meetings held

during the tenure

No. of Board Meetings attended

Attendance at the last AGM held on Sept

29, 2017

No. of Directorships in other Boards as on

31st March, 2018*

No. of Memberships in all Committees of the Board as on 31st March, 2018**

1. Mr. Rajinder Kumar Mittal 16 16 Present 5 1

2. Mr. Gaurav Mittal 16 16 Present 6 1

3. Mr. Yogesh Kumar Gautam (ceased to be director w.e.f. 25th October, 2017)

4 4 Present - -

4. Mr. Sunil Kumar Sachdeva 8 8 - - 1

5. Mr. Pran Nath 16 16 - - 2

6. Mrs. Shailly Goel 15 6 - - 1

* Exclude directorships in private limited companies/foreign companies/ companies registered u/s 8 of the Companies Act, 2013.** Audit and Stakeholders’ Relationship Committees.

Board Meetings The Board of Directors is the apex body constituted to look at the strategic planning, policy formulation and to oversee the company’s overall functioning. The meetings of Board of Directors were held at the Registered Office of the Company. The functions performed by the Board include review of Minutes of Audit Committee Meetings and other Committees of the Board, adoption of financial results of the Company and review of Company’s Operation & Performance.

Sixteen (16) Board Meetings were held during 2017-18 and the gap between two meetings did not exceed 120 days. The dates on which the Board Meetings were held are: 13th April, 2017, 2nd May, 2017, 30th May, 2017, 21st July, 2017, 31st July, 2017, 14th August, 2017, 7th October, 2017, 25th October, 2017 10th November, 2017, 30th November, 2017, 12th December, 2017, 10th January, 2018, 25th January, 2018, 12th February, 2018, 27th February, 2018 and 27th March, 2018.

Lead Independent DirectorThe company’s Board of Directors have designated Mr. Pran Nath as the lead independent director, whose role is to preside all meetings of independent directors and to liaise between the Chairman, Managing Director, the management and other independent directors.

Separate Meeting of Independent Directors

A separate meeting of Independent Directors of the Company, without the attendance of Non Independent Directors and members of management, was held during the year, as required under Schedule IV to the Companies Act, 2013 (Code for Independent Directors) and Regulation 25 (3) of the Listing Regulations. At the Meeting, the Independent Directors:

• Reviewed the performance of Non-Independent Directors and the Board as a whole;

• Reviewed the performance of the Chairman of the Company, taking into account the views of the Managing Director and Non-Executive Directors; and

• Assessed the quality, quantity and timeliness of flow of information between the Company management and the Board that is necessary for the Board to effectively and reasonably perform its duties.

All Independent Directors of the Company attended the Meeting of Independent Directors

Familiarization Programme for Independent DirectorsThe Company familiarizes its Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company, etc., through various programmes. These include orientation programme upon induction of new Directors, as well as other initiatives to update the Directors on a continuing basis.

The Familiarisation programmes imparted to Independent Directors are disclosed on the Company’s website at the following weblink http://www.chddevelopers.com/pdf/Familiarization-id.pdf

Code of ConductThe Company has implemented model code of conduct for the Board members and senior Management of the Company. The code of conduct has been posted on the website of the Company i.e. www.chddevelopers.com

A declaration regarding Compliance by Board Members and Senior Management with the Code of Conduct is annexed herewith as Annexure-A-I.


3. Audit Committee Terms of Reference of the Audit CommitteeThe main function of the Audit Committee is to assess and ensure that the financial statements of the Company are correct. It also recommends for the appointment of Auditors and interacts with the Statutory Auditors before finalization of Annual Financial Accounts and Reports focusing primarily on Accounting Policies, Compliance of Accounting Standards etc. It also reviews the adequacy of internal control system on any matter in connection with review of financial reporting systems and control procedures. The terms of reference of the committee cover the matters specified for Audit Committee under Regulation 18 and Part – C of Schedule - II of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 177 of the Companies Act, 2013.

Composition and Attendance during the yearThe Audit Committee of the Company is constituted in accordance with the provisions of Regulation 18 of the Listing Regulations and as per the provisions of Section 177 of the Companies Act, 2013. All members of the Committee are financially literate, with Mr. Sunil Kumar Sachdeva, Current Chairman of the Committee, has the relevant accounting and financial management expertise.

The composition of the Audit Committee and the details of Meetings attended by the Directors during the year are given below:

Name of Director Designation No. of meetings held during tenure No. of meetings attended

1. Mr. Sunil Kumar Sachdeva* Chairman 2 2

2. Mrs. Shailly Goel Member 4 2

3. Mr. Pran Nath** Member 4 4

4. Yogesh Kumar Gautam*** (ceased to be Chairman and Member effective 25th October, 2017)

Chairman 1 1

5. Rajinder Kumar Mittal# Member 2 2

*Mr. Sunil Kumar Sachdeva was appointed as member and Chairman of the Committee effective from October 25, 2017**Mr. Pran Nath ceased to be Chairman of the committee effective July 31, 2017 but continued as member of the committee.***Mr. Yogesh Kumar Gautam was appointed as member and Chairman of the committee effective July 31, 2017 and ceased to be Chairman effective October 25, 2017.# Mr. Rajinder Kumar Mittal ceased to be member effective October 25, 2017 The Audit Committee met 4 times during the year and the gap between two meetings did not exceed 120 days. The dates on which the Audit Committee Meetings were held are: 30th May, 2017, 14th August, 2017, 30th November, 2017, 12th February, 2018 and the necessary quorum was present at the above Meetings

The Company Secretary acts as the secretary to the Committee. The Chairman of the Audit Committee, Mr. Yogesh Kumar Gautam was present at the Annual General Meeting of the Company held on 29th September, 2017.

4.Stakeholder Relationship Committee (Earlier Shareholders Grievances Committee)

Terms of ReferenceThe Committee is primarily responsible to review all matters connected with the Company’s transfer of securities and redressal of shareholders’ / investors’ complaints. The Committee also monitors the implementation and compliance with the Company’s Code of Conduct for Prohibition of Insider Trading.

The Committee comprising of the following members of the Board to review Shareholders Complaints and resolving the same. Mr. Pran Nath, non- executive director of the Company is the chairman of the committee and heading the committee.

Composition and Attendance during the year

The Stakeholders Relationship Committee met four time during the year on 30th May, 2017, 14th August, 2017, 30th November, 2017 and 12th February, 2018.



The composition of the Stakeholders Relationship Committee and the details of the Meetings attended by the Directors during the year are given below:

Name of Director Designation No. of meetings No. of meetings Attended

1. Mr. Pran Nath Chairman 4 4

2.Mr. Rajinder Kumar Mittal Member 4 4

3. Mr. Gaurav Mittal Member 4 4

Name, designation and address of Compliance OfficerSachin KumarCompany Secretary

SF-16-17, 1st Floor,Madame Bhikaji Cama Bhawan, 11, Bhikaji Cama Place,New Delhi-110066Ph.: 011-40100100 Fax: 011-40100190

Email:[email protected]

During the year 2017-18 the company has not received any complaint and there are no complaints pending as on 31st March, 2018.

5. Nomination and Remuneration Committee

Terms of reference:-Terms of reference of Nomination and Remuneration Committee includes identifying persons who are eligible to be appointed on the Board of Directors and Senior Management of the Company and to recommend their terms of appointment. Committee also monitors the performance of Directors and members of senior management.

Composition, Membership and attendance during the year;-The composition of the Committee and the details of Meetings attended by the Directors during the year are given below:

Name of Director Designation No. of Meetings held during the tenure No. of meetings attended

1. Mr. Pran Nath Chairman 3 3

2. Mr. M. S. Kapur* Member 1 1

3. Mrs. Shashi Prabha Passi** Member 1 1

4. Mr. Yogesh Kumar Gautam# Member 1 1

5. Mr. Sunil Kumar Sachdeva## Member 0 0

6. Mrs. Shailly Goel Member 2 2

* Mr. M. S. Kapur ceased to be member of the committee effective 13th April, 2017. ** Mrs. Shashi Prabha Passi ceased to be member effective 4th May, 2017. # Mr. Yogesh Kumar Gautam was appointed as Member of the committee effective August 14, 2017 and ceased to be member effective 25th October, 2017.## Mr. Sunil Kumar Sachdeva was appointed as member of the Committee effective October, 25, 2017.

The Committee met three times during the year, on 13th April, 2017, 21st July, 2017 and 25th October, 2017.

Criteria for evaluation of Directors’ performanceIn keeping with the provisions of the Companies Act, 2013 and the Listing Regulations, Nomination and Remuneration Committee considers various aspects including engagement, strategic planning & risk management and consensus building, etc. while evaluating the performance of the Independent Directors and so far as evaluation of the performance of Non- Independent and Non-Executive Directors are concerned, understanding of the Company’s vision and objective, skills, knowledge and experience, governance and contribution to strategy, interpersonal skills were considered as parameters of performance evaluation.

Broadly, the following criteria are reckoned for selection of Independent Directors based on:(i) Independence from Management.

(ii) No substantial shareholding. of interest.


(iii) other significant relationship which may cause a conflict of interest.

(iv) Capability of taking fair decisions

(v) Independent Directors are expected to balance the decision making process of the Board by constructively challenging the Company’s strategy and exercise due diligence.

(vi) Independent Directors should possess the requisite business and industry expertise in the domain the Company operates in.

(vii) Independent Directors should be competent enough to work effectively like a team member as well as leader with the other Directors of the Board and Committees.

(viii)Independent Directors should contribute constructively in the Board’s deliberations.

Remuneration Policy:The Company follows a market linked policy, which is aimed at enabling the Company to attract and retain the best talent. Compensation is also linked to individual and team performance as they support the achievement of Corporate Goals.

A copy of the Policy has been put on the web-site of the Company on www.chdevelopers.com

Remuneration of DirectorsThe Company doesn’t pay any remuneration to the Non-Executive Directors of the Company. The Company paid to Mr. Gaurav Mittal, Managing Director, a salary of ` 48,79,600/- (inclusive of motor car valuation) and to Mr. Rajinder Kumar Mittal, Whole Time Director, a Salary of ` 85,39,600/- (inclusive of motor car valuation).

The appointments are contractual in nature and can be determined by either party giving to the other six calendar months notice in writing or lesser notice as may be agreed to. In the event of termination of appointment by the Company, the managerial personnel shall be entitled to compensation in accordance with the provisions of the Companies Act. No stock options were issued by the Company to its directors/ employees.

Sitting Fees:All the non-executive independent directors waived off the sitting fees to be paid for the year 2017-18, accordingly no sitting fees was paid to them

6.Corporate Social Responsibility Committee

Terms of Reference

The Company has constituted a Corporate Social Responsibility (CSR) Committee as required under Section 135 of the Companies Act, 2013. The terms of reference of the Committee are as follows

• Formulate and recommend to the Board, a CSR Policy indicating the activity or activities to be undertaken by the Company as specified in Schedule VII of the Companies Act, 2013.

• Recommend the amount to be spent on the CSR activities.

• Monitor the Company’s CSR Policy periodically.

• Attend to such other matters and functions as may be prescribed from time to time.

The Board has adopted the CSR Policy as formulated and recommended by the Committee. The same is displayed on the website of the Company.

Composition and Attendance during the yearThe composition of the CSR Committee and the details of the Meetings attended by the Directors during the year are given below:

Name of Director Designation No. of meetings held No. of meetings attended

1. Mr. Rajinder Kumar Mittal Chairman 2 2

2.Mr. Gaurav Mittal Member 2 2

3.Mr. Pran Nath Member 2 2

The Committee met twice during the year on 21st July, 2017 and 12th February, 2018.



7.GENERAL BODY MEETINGSThe Location, date and time of Annual General Meetings held during the last 3 years and special resolutions passed are given below:

AGM No. Year Venue Day & Date Time

25 2015 Plot No. 10-11, Adayant School, Vasant Kunj, New Delhi-110070 Tuesday, 29th September, 2015 4:00 P.M.

26 2016 Plot No. 10-11, Adayant School, Vasant Kunj, New Delhi-110070 Saturday, 24th September, 2016 10.00 A.M

27 2017 Plot No. 10-11, Adayant School, Vasant Kunj, New Delhi-110070 Friday, 29th September, 2017 10.00 A.M

Details of Special Resolutions passed in last 3 Annual General Meeting(s)

2015• Re-appointment of Mr. Rajinder Kumar Mittal as Whole Time Director of the Company.• Re-appointment of Mr. Gaurav Mittal as Managing Director of the Company.• Appointment of Mrs. Shashi Prabha Passi to office/place of profit.

2016• NIL

2017• Alteration of Articles of Association• Charging for delivery of any document through a particular mode on receipt of a request from a member u/s 20 of Companies Act,

2013.

During the year under review no resolution was passed through postal ballot and neither there is any special resolution to be conducted through postal ballot.

* An Extra Ordinary General Meeting was held on 19th February, 2018 during the Financial Year under review.

Details of Special Resolution passed in aforesaid EGM:

• Issuance of 4,50,00,000 fully convertible warrants on preferential basis to the persons belonging to promoter & non- promoter category.

• Issuance of 1,50,00,000 equity shares on preferential basis to the persons belonging to non-promoter category.

8. Disclosuresa) There are no materially significant related party transactions of the Company which have potential conflict with the interests of the

Company at large. The Company has formulated a Related Party Transactions Policy and the same is displayed on the Company’s website at the following web link http://www.chddevelopers.com/pdf/Related-Party-Transaction-Policy.pdf

b) The Company has complied with all statutory requirements relating to capital markets and there have been no penalties/ strictures imposed on the Company during the last three years on this account.

c) The Company has adopted a Whistle Blower Policy, to provide a formal mechanism to the Directors and employees to report their concerns about unethical behavior, actual or suspected fraud or violation of the Company’s Code of Conduct or ethics policy. The Policy provides for adequate safeguards against victimization of employees who avail of the mechanism and also provides for direct access to the Chairman of the Audit Committee. It is affirmed that no personnel of the Company has been denied access to the Audit Committee.

d) The Company has complied with all mandatory requirements under SEBI (LODR) Regulations, 2015, pertaining to Corporate Governance.

e) The Company has formulated a policy on determining ‘material’ subsidiaries which is available at the Company’s link http://www.chddevelopers.com/pdf/Policy-dms.pdf.

f) The Company has complied with all the requirements of Corporate Governance as specified in regulations 17 to 27 and clauses of regulation 46 of SEBI (LODR) Regulations, 2015 so far as they apply to the Company.

9. Means of CommunicationThe Company publishes quarterly, half-yearly and annual results as required under the Listing regulations are in the prescribed format.

The results are normally published in the Financial Express & Business Standard (English) and Jansatta & Business Standard (Hindi).


The results are also sent to the Stock Exchange for general information and for putting on their web site. The notice of the AGM is sent to the shareholders well in advance of the AGM. The gist of the notice is also published in newspapers. The Company regularly puts latest information and financial data on Company’s website also i.e. www.chddevelopers.com

Company has not made any presentations to any institutional investors/analyst during the year.

Management Discussion and Analysis Report forms part of this Annual Report.

10. General Shareholders’ Information

Annual General Meeting:Day & Date : Saturday, 29th September, 2018

Time : 10:00 A.M.

Venue : Aadyant School Plot No - 10, 11, Nelson Mandela Road, Vasant Kunj, New Delhi-110070

Book Closure : 23rd September, 2018 to 29th September, 2018

Dividend Payment date:- The Board of Directors paid a dividend of ` 0.10/- per equity share (@ 5%) of Face Value ` 2/- on the approval of the members in the 27th Annual General Meeting, in terms of Section 123 of the Companies Act, 2013, the dividend amount was deposited in a separate bank account within 5 days from the date of the Annual General Meeting and was paid to the shareholders within the prescribed time.

However the Board of Directors has not recommended any dividend for the year ended 31st March, 2018

Financial Year1st April to 31st March

Listing on Stock Exchanges:The Equity Shares of the Company as on the date are listed on BSE Limited and the Company confirms that it has paid annual listing fees to the Exchange.

Name of the Stock Exchange BSE Limited,Phiroz Jeejeebhoyhoy Towers,Dalal Street, Mumbai-400001Ph: 022-22721234, 22721233Fax: 022-22721919

Stock Code of the CompanyElectronic Mode INE659B01021Scrip Name: CHD Developers LimitedScrip Code: 526917



Market Price Data: (As obtained from BSE Website)

Month & Year High Price Low Price

April, 2017 10.94 8.45

May, 2017 9.70 8.12

June, 2017 8.99 8.00

July, 2017 10.36 8.00

August, 2017 9.99 7.80

September, 2017 9.00 7.55

October, 2017 9.45 7.31

November, 2017 13.50 7.75

December, 2017 14.35 9.52

January, 2018 20.10 12.31

February, 2018 19.20 16.10

March, 2018 18.90 15.20

Performance of share price with BSE Sensex

Registrar and Share Transfer Agent:Skyline Financial Services Pvt. Ltd.D-153A, 1st Floor, Okhla Industrial Area, Phase-I, New Delhi-110 020, Ph: 011-26812682

Share Transfer System:The turnaround time for completion of transfer of shares in physical mode is generally less than 15 days if the documents are clear in all respects. Shares under demat mode are transferred by the Registrar for this purpose normally within 15 days. The power of share transfer has been delegated to the designated officials of Registrar & Transfer Agent of the Company. The under noted official of the Company has been designated for speedy redressal of Shareholder’s/Investor’s requests/queries.

Compliance Officer:Mr. Sachin Kumar (Company Secretary cum Compliance Officer)

25

20

15

10

5

0

40000

35000

30000

25000

20000

15000

10000

5000

0

Apr-17

May-17

Jun-17Jul-1

7

Aug-17

Sep-17Oct-1

7

Nov-17

Dec-17

Jan-17

Feb-17

Mar-17

Share Price Sensex

Shar

e Pr

ice

(`)

BSE

Sens

ex


Distribution of Company’s shareholding as on 31st March, 2018

No. of SharesShareholders Face Value

Number %age (`) % age

1-5000 11410 89.98 10992878 4.27

5001-10000 639 5.04 5042138 1.96

10001-20000 282 2.22 4430620 1.72

20001-30000 78 0.62 1926240 0.75

30001-40000 71 0.56 2617098 1.02

40001-50000 35 0.28 1643320 0.64

50001-100000 82 0.65 6315166 2.46

100001 & above 83 0.65 224217112 87.18

Total 12680 100 257184572 100

Categories of Shareholding as on 31st March, 2018

S. No Category No. of Shares held % of Shareholding

A Promoters 79876315 62.12

B

Non Promoters Holdinga) Mutual Funds & UTI b) Financial Institutions, Banks, Insurance Companies

(Central/ State Govt. Institutions/ Non Govt. Institutions) c) FIIS

46500

---

0.04

---

C

Others a) Body Corporatesb) Indian Public-Individual Shareholdersc) Any other (NRI / OCBs/Trusts/HUF Clearing Members )

-17436974282435492988948

-13.5621.962.32

Total 128592286 100.00

Dematerialization of Shares and liquidityAt present 99.29% of the Company’s shares are held in electronic form. The table herein below gives the breakup of the shares in physical and demat form as at 31st March, 2018.

No. of Shares in the Physical Segment 907501 0.71%

No. of Shares in the De-mat Segment 127684785 99.29%

Total 128592286 100.00%

The shares of the Company are tradable and are available for trading in the depository systems of both National Securities Depository Ltd. (NSDL) & Central Depository Services (India) Ltd. (CDSL).

The International Security Identification Number (ISIN) allotted to the Company’s Equity Shares is INE659B01021. The Company’s shares are actively traded on BSE i.e. Bombay Stock Exchange.

Outstanding instrumentsDuring the year your Company issued and allotted 4,50,00,000 warrants convertible into equivalent no. of equity shares within 18 months from the date of allotment (i.e. 27th February, 2018). Equity Shares to be allotted on conversion of warrants shall be added to the total equity capital of the Company and will rank parri passu with the existing equity shares of the Company.



Address for Correspondence:CHD Developers Limited SF-16-17, 1st Floor,Madame Bhikaji Cama Bhawan, 11, Bhikaji Cama Place,New Delhi-110066Ph.: 011-40100100 Fax: 011-40100190CIN-L74899DL1990PLC041188

11. Whistle Blower policyThe Company promotes ethical behaviour in all its business activities and has put in place a mechanism for reporting illegal or unethical behaviour. The Company has a Vigil mechanism and Whistle blower policy under which the employees are free to report violations of applicable laws and regulations and the Code of Conduct. The reportable matters may be reported to the Vigilance & Ethics Officer which operates under the supervision of the Audit Committee. Employees may also report to the Chairman of the Audit Committee. During the year under review, no employee was denied access to the Audit Committee.

12. Compliance Certificate from the AuditorsA Certificate has been obtained from the Statutory Auditors of the Company regarding compliance of conditions of Corporate Governance and is attached to this report.

By order of the Board of Directors For CHD Developers Limited

Place: New Delhi Rajinder Kumar Mittal Date: 14th August, 2018 (Chairman)

Annexure “A-I”Declaration by the Managing Director under Para D of Schedule V of the

SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

I, Gaurav Mittal, Managing Director of the Company of CHD Developers Limited hereby declare that all the members of the Board of Directors and senior management personnel have affirmed compliance with the Code of Conduct, as applicable to them, for the year ended 31st March, 2018.

By order of the Board of DirectorsFor CHD Developers Limited

Place: New Delhi Gaurav Mittal Date: 14th August, 2018 (Managing Director)


Annexure “E”Extracts of Annual Return

Form No. MGT-9For the Financial Year ended March 31, 2018

[Pursuant to section 92(3) of the Companies Act, 2013 and rule No.12(1) of the Companies Management and Administration Rules, 2014]

S. No. Particulars Details1 REGISTRATION AND OTHER DETAILS

CIN L74899DL1990PLC041188Registration Date 17th August, 1990Name of the Company CHD Developers Limited Category / Sub-category of the Company Public Limited Company

Registered Office and contact details

SF-16, 17, 1st Floor, Bhikaji Cama Bhawan, Bhikaji Cama Place, New Delhi-110066 Tel No. +91 11 40100100Fax No. + 91 11 40100190

Whether Listed Company Yes

Name, address and contact details of Registrar & Transfer Agent, if any

M/ s Skyline Financial Services Private LimitedR.O. D-153A, 1st Floor, Okhla Industrial Area, Phase-I, New Delhi – 110020Tel. No. +91 11 26812682-83Fax No. +91 11 26812682

2 PRINCIPLE BUSINESS ACTIVITIES OF THE COMPANY (All the business activities contributing 10% or more of the total turnover of the Company, shall be stated)Name and description of main products or services Real EstateNIC Code of the product or service 68% to total turnover of the Company 100

3 PARTICLUARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIESAs per annexure ‘E-1’

4 SHAREHOLDING PATTERN (EQUITY SHARE CAPITAL BREAK UP AS % OF TOTAL EQUITY)As per Annexure ‘E-2’

5 INDEBTEDNESS OF THE COMPANY INCLUDING INTEREST OUTSTANDING / ACCRUED BUT NOT DUE FOR PAYMENTAs per Annexure ‘E-3’

6 REMUNERATION OF DIRECTOR AND KEY MANAGERIAL PERSONNEL As per Annexure ‘E-4’

7 PENALTIES / PUNISHMENT / COMPOUNDING OF OFFENCESAs per Annexure ‘E-5’

Annexure E-I

S. No. Name & address of the Company CIN/GLN Holding/Subsidiary/Associate

% of shares held

Applicable Section

1 CHD Infra Projects Private Limited U70109DL2010PTC199293 Subsidiary 100 2 (87)(ii)

2 Empire Realtech Private Limited U70200DL2008PTC182645 Subsidiary 100 2 (87)(ii)

3 International Infratech Private Limited U45203DL2007PTC159744 Subsidiary 100 2 (87)(ii)

4 CHD Facility Management Private Limited U74140DL2007PTC169622 Subsidiary 100 2 (87)(ii)

5 CHD Hospitality Private Limited U93000DL2011PTC218557 Subsidiary 100 2 (87)(ii)

6 Golden Infracon Private Limited U15532DL2006PTC149331 Subsidiary 100 2 (87)(ii)

7 Delight Spirits Private Limited U15209DL2013PTC249415 Subsidiary 100 2 (87)(ii)

8 CHD Blueberry Realtech Private Limited U70109DL2010PTC199295 Subsidiary 100 2 (87)(ii)

9 CHD Elite Realtech Private Limited U70109DL2010PLC199294 Subsidiary 100 2 (87)(ii)



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-ins

titut

ions

(a)

Bodi

es C

orpo

rate

9954

823

9816

816

1380

078.

7617

4069

7417

2689

6713

8007

13.5

4 4

.78

(b)

Indi

vidu

als

IIn

divi

dual

s -i

. Ind

ivid

ual

shar

ehol

ders

hol

ding

nom

inal

sh

are

capi

tal u

p to

` 1

lakh

1378

7657

1320

8584

5790

7312

.14

1409

5402

1352

9514

5658

8810

.96

(1.1

8)

IIii.

Indi

vidu

al s

hare

hold

ers

hold

ing

nom

inal

sh

are

capi

tal i

n ex

cess

of

` 1

lakh

.74

0280

172

9230

111

0500

6.52

1414

8147

6287

647

7860

500

11 4

.48

(c)

NRI

9963

4195

8841

3750

00.

8872

5645

6881

4537

500

0.56

(0.3

2)(c

-i)

Clea

ring

Hou

se /

Pub

lic T

rust

200

200

020

020

00

0 -

(c

-ii)

Hin

du U

ndiv

ided

Fam

ily15

0175

215

0172

428

1.32

2040

172

2040

144

281.

59 0

.27

(c-ii

i)Cl

earin

g m

embe

r26

397

2639

70

0.02

2229

3122

2931

00.

17 0

.15

Sub-

Tota

l (B)

(2)

3366

9471

3280

4363

8651

0829

.64

4866

9471

4780

8470

8610

0137

.85

8.2

1

(B)

Tota

l

P

ublic

Sha

reho

ldin

g (B

)=

(B)(

1)+(

B)(2

)33

7159

7132

8043

6391

1608

29.6

848

7159

7147

8084

7090

7501

37.8

8 8

.20

TOTA

L (A

)+(B

)11

3592

286

1126

8067

891

1608

100

1285

9228

612

7684

785

9075

0110

0 -

(C)

Shar

es h

eld

by

Cust

odia

ns

and

agai

nst

w

hich

Dep

osito

ry

Rece

ipts

hav

e be

en is

sued

1Pr

omot

er a

nd P

rom

oter

Gro

up

00

2Pu

blic

0

0Su

b-To

tal (

C )

00

00

00

0G

RAN

D T

OTA

L (A

)+(B

)+(C

)11

3592

286

1126

8067

891

1608

100

1285

9228

612

7684

785

9075

0110

0 -

Anne

xure

E-2

(Con

t...)



II SH

AREH

OLD

ING

OF

PRO

MO

TER/

PRO

MO

TER’

S GR

OU

P

Sr.

No.

Nam

e of

the

shar

ehol

der

Shar

ehol

ding

at t

he b

egin

ning

of t

he y

ear

Shar

ehol

ding

at t

he e

nd o

f the

yea

r

% c

hang

e in

the

shar

ehol

ding

du

ring

the

year

Num

ber o

f sh

ares

% o

f Tot

al s

hare

s of

the

Com

pany

% o

f sha

res

pled

ged

or

encu

mbe

red

to

tota

l sha

res

of

the

com

pany

Num

ber o

f sh

ares

% o

f Tot

al

shar

es o

f the

Co

mpa

ny

% o

f sha

res

pled

ged

or

encu

mbe

red

to

tota

l sha

res

of

the

com

pany

1R.

K. M

ittal

HU

F46

3050

04.

080.

0046

3050

03.

600.

00 (0

.48)

2Ra

dha

Mitt

al57

3995

05.

050.

0057

3995

04.

460.

00 (0

.59)

3An

chal

Pah

wa

6060

000

5.33

0.00

6060

000

4.71

0.00

(0.6

2)4

Gau

rav

Mitt

al12

3772

0010

.90

0.00

1237

7200

9.63

0.00

(1.2

7)5

Ruch

ie M

ittal

1350

0000

11.8

80.

0013

5000

0010

.50

0.00

(1.3

8)6

Rajin

der K

umar

Mitt

al

2158

3550

19.0

08.

8021

5835

5016

.78

6.22

(2.2

2)

7Ca

pita

l Ins

titut

e of

Com

petit

ion

Tr

aini

ng P

rivat

e Li

mite

d 15

9851

1514

.07

0.00

1598

5115

12.4

30.

00 (1

.64)

TOTA

L 79

8763

1570

.32

8.80

7987

6315

62.1

16.

22 (8

.21)

III C

HAN

GE IN

PRO

MO

TER’

S AN

D PR

OM

OTE

R’S

GRO

UP

SHAR

EHO

LDIN

G (P

LEAS

E SP

ECIF

Y IF

TH

ERE

IS N

O C

HAN

GE)

Sr.

No.

Part

icul

ars

Shar

ehol

ding

at t

he b

egin

ning

of

the

year

Part

icul

ars

of c

hang

e in

sha

reho

ldin

g du

ring

the

year

Cum

ulat

ive

shar

ehol

ding

dur

ing

the

year

No.

of S

hare

s%

of t

otal

sha

res

Dat

e of

Incr

ease

or

Dec

reas

eSa

le/P

urch

ase/

Allo

tmen

t

Reas

on o

f in

crea

se o

r de

crea

seN

o. o

f Sha

res

% o

f tot

al

shar

es

NO

CH

ANG

E

IV S

HAR

EHO

LDIN

G PA

TTER

N O

F TO

P TE

N S

HAR

EHO

LDER

S (O

THER

TH

AN D

IREC

TORS

, PRO

MO

TERS

AN

D H

OLD

ERS

OF

ADR/

GDR)

Sr.

No.

Part

icul

ars

Shar

ehol

ding

at t

he b

egin

ning

of

the

year

No.

of s

hare

s pu

rcha

sed/

sol

dCu

mul

ativ

e sh

areh

oldi

ng d

urin

g th

e ye

ar

No.

of S

hare

s%

of t

otal

sha

res

Dat

e of

Incr

ease

or

Dec

reas

eSa

le/P

urch

ase/

Allo

tmen

t

Reas

on o

f in

crea

se o

r de

crea

seN

o. o

f Sha

res

% o

f tot

al

shar

es

1IN

TEG

RATE

D F

INAN

CIAL

SER

VICE

S LT

D40

0000

0.3

5 N

AN

A0

4000

00 0

.31

2T

K PR

OFE

SSIO

NAL

S PV

T LT

D51

6910

1 4

.55

09-0

2-20

18Sa

le

-100

4180

4164

921

3.6

7

3BH

ASKA

R IN

FRAS

TRU

CTU

RE P

RIVA

TE

LIM

ITED

7500

00 0

.66

21-0

4-20

17Sa

le

-500

0070

0000

0.6

2

4BU

LLIO

N E

NG

INEE

RIN

G P

RIVA

TE L

TD.

4500

00 0

.40

NA

NA

045

0000

0.3

5

5BE

NG

AL F

INAN

CE &

INVE

STM

ENT

PVT

0 -

27

-02-

2018

Allo

tmen

t 72

5000

072

5000

0 5

.64

6FR

R SH

ARES

AN

D S

ECU

RITI

ES L

TD39

2943

0.3

5 07

-04-

2017

Purc

hase

3500

3964

43 0

.31


Sr.

No.

Part

icul

ars

Shar

ehol

ding

at t

he b

egin

ning

of

the

year

No.

of s

hare

s pu

rcha

sed/

sol

dCu

mul

ativ

e sh

areh

oldi

ng d

urin

g th

e ye

ar

No.

of S

hare

s%

of t

otal

sha

res

Dat

e of

Incr

ease

or

Dec

reas

eSa

le/P

urch

ase/

Allo

tmen

t

Reas

on o

f in

crea

se o

r de

crea

seN

o. o

f Sha

res

% o

f tot

al

shar

es

14-0

4-20

17Sa

le

-100

0038

6443

0.3

4 21

-04-

2017

Purc

hase

1200

3876

43 0

.34

28-0

4-20

17Sa

le

-123

0037

5343

0.3

3 12

-05-

2017

Sale

-1

0000

3653

43 0

.32

23-0

6-20

17Pu

rcha

se50

3653

93 0

.32

30-0

6-20

17Sa

le

-50

3653

43 0

.32

04-0

8-20

17Pu

rcha

se21

9152

5844

95 0

.51

11-0

8-20

17Pu

rcha

se39

9858

8493

0.5

2 18

-08-

2017

Purc

hase

5000

5934

93 0

.52

25-0

8-20

17Pu

rcha

se99

959

4492

0.5

2 01

-09-

2017

Sale

-1

1534

447

9148

0.4

2 22

-09-

2017

Sale

-1

0000

4691

48 0

.41

29-0

9-20

17Pu

rcha

se10

5344

5744

92 0

.51

20-1

0-20

17Sa

le

-499

756

9495

0.5

0 17

-11-

2017

Sale

-4

5915

111

0344

0.1

0 01

-12-

2017

Purc

hase

3116

0042

1944

0.3

7 08

-12-

2017

Purc

hase

1685

0059

0444

0.5

2 15

-12-

2017

Sale

-5

100

5853

44 0

.52

22-1

2-20

17Pu

rcha

se50

058

5844

0.5

2 29

-12-

2017

Purc

hase

8050

166

6345

0.5

9 12

-01-

2018

Purc

hase

166

6346

0.5

9 19

-01-

2018

Purc

hase

2150

068

7846

0.6

1 25

-01-

2018

Sale

-6

3219

155

655

0.0

5 26

-01-

2018

Purc

hase

6106

9066

6345

0.5

9 02

-02-

2018

Sale

-8

5234

5811

11 0

.51

09-0

2-20

18Sa

le

-303

0055

0811

0.4

8 02

-03-

2018

Purc

hase

6000

5568

11 0

.43

09-0

3-20

18Sa

le

-430

055

2511

0.4

3 16

-03-

2018

Sale

-1

700

5508

11 0

.43

23-0

3-20

18Pu

rcha

se30

0055

3811

0.4

3 30

-03-

2018

Sale

-4

7000

5068

11 0

.39

7AS

HIS

H R

AMES

HCH

AND

RA K

ACH

OLI

A0

-

27-0

2-20

18Al

lotm

ent

7250

000

7250

000

5.6

4

8SA

NJE

EV A

GAR

WAL

5500

00 0

.48

04-0

8-20

17Sa

le

-462

4850

3752

0.4

4 -

01

-12-

2017

Sale

-1

759

5019

93 0

.44

9AR

CHN

A G

UPT

A48

0000

0.4

2 25

-01-

2018

Sale

-2

8000

020

0000

0.1

8 26

-01-

2018

Sale

-2

0000

00

-

10 R

AUN

AK S

ING

HVI

5000

00 0

.44

04-0

8-20

17Sa

le

-540

649

4594

0.4

4 08

-12-

2017

Sale

-2

4263

4703

31 0

.41

IV S

HAR

EHO

LDIN

G (C

ont..

.)



Sr.

No.

Part

icul

ars

Shar

ehol

ding

at t

he b

egin

ning

of

the

year

No.

of s

hare

s pu

rcha

sed/

sol

dCu

mul

ativ

e sh

areh

oldi

ng d

urin

g th

e ye

ar

No.

of S

hare

s%

of t

otal

sha

res

Dat

e of

Incr

ease

or

Dec

reas

eSa

le/P

urch

ase/

Allo

tmen

t

Reas

on o

f in

crea

se o

r de

crea

seN

o. o

f Sha

res

% o

f tot

al

shar

es

11M

ADH

U K

AUSH

AL55

5000

0.4

9 19

-01-

2018

Sale

-2

5000

5300

00 0

.47

26-0

1-20

18Sa

le

-300

0050

0000

0.4

4 02

-02-

2018

Sale

-6

0000

4400

00 0

.39

12M

ALVI

KA P

OD

DAR

0 -

27

-02-

2018

Allo

tmen

t50

0000

5000

00 0

.39

-

13M

ANJU

SIN

GH

VI64

6950

0.5

7 07

-04-

2017

Sale

-6

2537

221

578

0.0

2 14

-04-

2017

Sale

-1

1578

1000

0 0

.01

14KU

SHAL

JAY

ESH

KH

AND

WAL

A0

-

26-0

1-20

18Pu

rcha

se88

3988

39 0

.01

02-0

2-20

18Pu

rcha

se28

8000

2968

39 0

.26

09-0

2-20

18Pu

rcha

se19

7636

4944

75 0

.44

16-0

2-20

18Pu

rcha

se26

000

5204

75 0

.46

09-0

2-20

18Pu

rcha

se19

7636

4944

75 0

.44

16-0

2-20

18Pu

rcha

se26

000

5204

75 0

.46

Due

to p

refe

rent

ial a

llotm

ent d

ated

27.

02.2

018

ther

e ha

s be

en in

crea

se in

the

issu

ed c

apita

l of t

he C

ompa

ny w

hich

hav

e re

sulte

d in

cha

nge

in s

hare

hold

ing

perc

enta

ge o

f top

te

n sh

areh

olde

rs ir

resp

ectiv

e of

cha

nge

in th

eir h

oldi

ngs.

V SH

AREH

OLD

ING

PATT

ERN

OF

DIRE

CTO

RS A

ND

KEY

MAN

AGER

IAL

PERS

ON

NEL

Sr.

No.

Part

icul

ars

Shar

ehol

ding

at t

he b

egin

ning

of

the

year

No.

of s

hare

s pu

rcha

sed/

sol

dCu

mul

ativ

e sh

areh

oldi

ng d

urin

g th

e ye

ar

No.

of S

hare

s%

of t

otal

sha

res

Dat

e of

Incr

ease

or

Dec

reas

eSa

le/P

urch

ase/

Allo

tmen

t

Reas

on o

f in

crea

se o

r de

crea

seN

o. o

f Sha

res

% o

f tot

al

shar

es

1Ra

jinde

r Kum

ar M

ittal

2158

3550

19.0

0-

-21

5835

5016

.78

2G

aura

v M

ittal

1237

7200

10.9

0-

-12

3772

009.

633

Pran

Nat

h20

000.

00-

-20

000.

004

Suni

l Kum

ar S

achd

eva

3000

0.00

2-

-10

000

0.01

05

Shai

lly G

oel

00.

00-

-0

0.00

6N

ares

h Ku

mar

Sha

rma

8711

0.01

--

8711

0.01

7Sa

chin

Kum

ar2

0.00

--

20.

00

IV S

HAR

EHO

LDIN

G (C

ont..

.)


V IN

DEBT

NES

S O

F TH

E CO

MPA

NY

INCL

UDI

NG

INTE

REST

OU

TSTA

NDI

NG

/ ACC

RUED

BU

T N

OT

DUE

FOR

PAYM

ENT

S.

No.

Part

icul

ars

Secu

red

Loan

s ex

clud

ing

depo

sits

Unse

cure

d lo

ans

Dep

osits

Tota

l Ind

ebte

dnes

s

1In

debt

edne

ss a

t the

beg

inni

ng

of th

e ye

ar

i.Pr

inci

pal A

mou

nt 1

,442

,889

,164

-

2

96,6

05,0

00

1,7

39,4

94,1

64

ii.In

tere

st d

ue b

ut n

ot p

aid

1,0

43,5

76

-

-

1,0

43,5

76

iii.

Inte

rest

acc

rued

but

not

due

-

-

12,

247,

860

12,

247,

860

Tota

l (i+

ii+iii

) 1

,443

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,740

-

3

08,8

52,8

60

1,7

52,7

85,6

00

2Ch

ange

in In

debt

edne

ss d

urin

g th

e fin

anci

al y

ear

iAd

ditio

n 7

03,2

00,0

00

313

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,000

1

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ii

Redu

ctio

n 3

98,5

24,7

17

282

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6

81,2

10,7

17

iiiN

et C

hang

e 3

04,6

75,2

83

30,

950,

000

335

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-

3In

debt

edne

ss a

t the

end

of t

he

finan

cial

yea

ri

Prin

cipa

l Am

ount

1,7

47,5

64,4

47

-

327

,555

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2

,075

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,447

ii

Inte

rest

due

but

not

pai

d 2

,791

,390

-

2

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,390

iii

Inte

rest

acc

rued

but

not

due

-

-

12,

908,

734

12,

908,

734

Tota

l (i+

ii+iii

) 1

,750

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-

3

40,4

63,7

34

2,0

90,8

19,5

71

Anne

xure

E-4

VI R

EMU

NER

ATIO

N O

F DI

RECT

ORS

AN

D KE

Y M

ANAG

ERIA

L PE

RSO

NN

EL

s.

No.

Nam

e of

the

pers

on/

Des

igna

tioin

Sala

ry a

s pe

r pr

ovis

ions

con

tain

ed

in s

ectio

n 17

(1) o

f th

e In

com

e Ta

x Ac

t, 19

61

Valu

e of

per

quis

ites

unde

r sec

tion

17(2

) of

the

Inco

me

Tax

Act,

1961

Profi

t in

lieu

of S

alar

y un

der s

ectio

n 17

(3)

of th

e In

com

e Ta

x Ac

t, 19

61

Stoc

k O

ptio

nSw

eat E

quity

Com

mis

sion

(A

s %

of

profi

t or

othe

rs,

spec

ify)

Oth

ers

Ceili

ng

1Ga

urav

Mitt

al

(Man

agin

g Di

rect

or)

4840

000

3960

00

00

00

2400

0000

2Ra

jinde

r Kum

ar

Mitt

al (W

hole

Tim

e D

irect

or)

8500

000

3960

00

00

00

2400

0000

Tota

l13

3400

0079

200

00

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REMUNERATION OF OTHER DIRECTORSS.

No.Name of Director/

CategoryFee for attending Board

Committee meetings Commissions others, please specify Total

1 Mr. Pran Nath / Independent Director 0 0 0 0

2Mr. Sunil Kumar Sachdeva / Independent Director

0 0 0 0

3 Mrs. Shailly Goel/ Independent Director 0 0 0 0

Total 0 0 0 0

Annexure E-5

VII PENALTIES / PUNISHMENTS / COMPOUNDING OF OFFENCES

Type Section of the Companies Act Brief Description

Details of penalty / punishment /

compounding fee imposed

Authority (RD/NCLT/Court Appeal made if any

A. Company PenaltyPunishmentCompounding

B. DirectorsPenaltyPunishmentCompounding

C. Other officers in defaultPenaltyPunishmentCompounding

NIL


ANNEXURE “F”

Disclosure under Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

During the year under review following were the top ten employees in terms of remuneration drawn.

Sr. No.

Name /Designation

Remuneration received

(Amount in `)

Nature of Employment

Age/Qualification Experience

(years)Date of joining

Last employment

held

% of equity share holding

1.

Mr. Kamal Kishore Sharma*Sr. G.M - Planning & Design

51.17 Lacs Permanent 46 Years/ 21 Years 3-Feb-2012 IREO Pvt Ltd NIL

2. Mrs. Adarsh Agarwal - AGM - PR 36.00 Lacs Permanent B.Arch

47 Yrs/ M.A 10 Years 01-Oct-2015 D.P.S NIL

3.Mr. Anil Rawal - General Manager - Liaison

35.82 Lacs Permanent 43 Years/ M.Com 18 Years 22-Feb-

2010M3M India

Ltd NIL

4.Mr. Naresh Kumar Sharma- Chief Financial Officer

35.64 Lacs Permanent

50 Years/MBA-

Finance30 Years 23-Jan-

1991 NA 0.01

5. Mr. Vikesh Kumar Agarwal- DGM-Finance 31.99 Lacs

Permanent

39 Years/ Chartered

Accountant16 Years 21-Oct-

2014

Sare Homes Project

Services Pvt Ltd

NIL

6. Mr. Krishna Kumar* GM - Projects 31.91 Lacs

Permanent

48 Years/ B.E (Civil) /

MBA27 Years 1-Aug-2012 Alpha Pvt.

Ltd. NIL

7.Mr. Naveen Pratap Singh*GM-Projects

31.60 Lacs Permanent 53 Years/ B.E (Civil) 28 Years 16 Jan 2014 Ansal API. NIL

8. Mr. Mukund Jha- G.M - Legal 30.81 Lacs Permanent 48 Yrs/M.A,

LLB 19 Years 16-Jan-

2014 Ansal API. NIL

9 Mr. Dinesh Agarwal - AGM - PR 30.75 Lacs Permanent 49 Years/

B.E 28 Years 01-Jan-2017 Business 0.09

10 Mr. Sharad Kumar Arora- Sr. VP Projects 11.71 Lacs Permanent 55 Years/

B.E 30 Years 27-Nov-2017

Ramson's Ltd NIL

11.Mr. Deepesh Singh* - Head -Sales and Marketing

7.90 Lacs Permanent 37 Years/ MBA 11 Years 12-Feb-

2018Signature

Global NIL

* Ceased to be associated with the Company after the period under review.

• Mr. Sharad Kumar Arora and Mr. Deepesh Singh were appointed during the year under review and drew remuneration for part of the year.

No employee was employed throughout the financial year, who was in receipt of or was entitled to receive remuneration aggregating to ` 1,02,00,000/- (Rupees One Crore Two Lacs only) or more per annum.

Sr. No.

Name /Designation


(Amount in `)




Last employment

held


NIL



No employee was employed for a part of the financial year, who was in receipt of or was entitled to receive remuneration aggregating to ` 8,50,000/- (Rupees Eight Lacs Fifty thousand only) or more per month are as follows:

Sr. No.

Name /Designation


(Amount in `)




Last employment

held


NIL

• All of the aforementioned employees are employed on permanent basis on rolls of the Company.• None of the aforementioned employee is a relative of any director or manager of the Company.

The percentage increase in remuneration of each Director, Chief Financial Officer and Company Secretary during the financial year 2017-18, ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year 2017-18 is given below:

S. No. Name of Director / KMP

Remuneration for the year 2017-18

(` in Lacs)

% increase /decrease in the remuneration in the

year 2017-18

Ratio of Remuneration of each Director to the median remuneration of employees

1 Mr. Rajinder Kumar Mittal / Whole Time Director & Chairman 85.39 (5%) 10.08

2 Mr. Gaurav Mittal / Managing Director 48.79 (25.27%) 5.76

3. Mr. Pran Nath /Independent Director Nil Nil N/A

4. Mr. M. S. Kapur / Independent Director resigned w.e.f. April 13 , 2017 Nil Nil N/A

5. Mrs. Shashi Prabha Passi / Independent Director resigned w.e.f. May 4 , 2017 Nil Nil N/A

6.Mr. Yogesh Kumar Gautam / Independent Director appointed w.e.f. July 21, 2017 and resigned w.e.f. October 25 , 2017

Nil Nil N/A

7. Mrs. Shailly Goel / Independent Director appointed w.e.f April 13, 2017 Nil Nil N/A

8. Mr. Sunil Kumar Sachdeva / Independent Director appointed w.e.f October 25, 2017 Nil Nil N/A

9. Mr. Naresh Kumar Sharma Chief Financial Officer 35.64 12.59 N/A

10 Mr. Sachin Kumar Company Secretary 9.16 23.95% N/A

a. The median remuneration of employees of the Company during the financial year was ` 8.47 Lacs.

i. In the financial year there was an increase of 50.44% in the median remuneration of employees.

ii. There were 122 permanent employees on the rolls of the Company as on 31st March, 2018.

b. During the Financial year 2017-18 under review there was 4.48% increase made in the salaries of the employees other than managerial personnel, whereas there was a decrease in managerial remuneration (excluding CS and CFO) for the same financial year was 13.53%.

*Average increase in Salaries of CS & CFO is : 14.74%

c. There is no variable component in the remuneration availed by the directors.

d. It is hereby affirmed that the remuneration paid is as per the Remuneration Policy for Directors, Key Managerial Personnel and other employees.


ANNEXURE “G”

DISCLOSURE UNDER SECTION 134 (3) (m) OF THE COMPANIES ACT, 2013 READ WITH RULE 8 (3) OF COMPANIES (ACCOUNTS) RULES, 2014

1. CONSERVATION OF ENERGY

A. Energy conservation measures taken: The Company continuously endeavors to economize the use of energy and fuel and the Company has taken steps to install energy

efficient equipments.

B. Steps taken by the Company for utilization alternate source of energy: The Company continuously strive to minimize energy consumption by using alternative source of energy, wherever possible.

C. Capital investment on energy conservation equipments: No significant capital investment is made on energy consumption equipments which can be quantified.

D. Impact of measures at (a) and (b) above for reduction of energy consumption and consequently impact on the cost of production of goods:

Sincere efforts to conserve energy are a continuous exercise the impact thereof has not been quantified.

2. TECHNOLOGY ABSORPTION

A. Research and Development Though the Company always believe in research & development activities but considering the nature of business of the Company,

there is no significant expenditure on research & development activities.

B. Technology Absorption: NIL

C. Technology Import: NIL

3. FOREIGN EXCHANGE

EARNING-NILOUTGO- NIL



ANNEXURE “H”CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES FOR THE FINANCIAL YEAR 2017-18:

S. No. Particulars Details

1A brief outline of the Companies CSR Policy including overview of projects or programs proposed to be undertaken and a reference to the web link to the CSR Policy and projects or programs and the composition of CSR Committee

Refer Section Corporate Social Responsibility in this report

2 Average Net Profit of the Company for last three financial years 1122.58 Lacs

3. Prescribed CSR Expenditure (2% of the amount mentioned in item 2 above) 22.45 Lacs

4. Details of CSR spent during the year 55 Lacs

Total amount to be spent for the financial year 22.45 Lacs*

Amount unspent NIL

*Don’t include ` 28.55 lacs relating to the CSR expenditure for the financial year 2016-17. The same was spent during the financial year under review.

MANNER IN WHICH THE CSR AMOUNT WAS SPENT DURING THE FINANCIAL YEAR

S. No.CSR project or activity identified

Sector in which the project is

covered

Project or program (1)

Local area or other

(2) specify the state and district where

projects or program was undertaken

Amount outlay (budget) project or program wise

Amount spent on the projects

or programs subheads:1. Direct

expenditure on project or

program2. Overheads(Amount in `)

Cumulative expenditure

upto the reporting period

ie. financial year 2017-18

Amount spent:Direct or through

implementing agency*

1 Education

Promoting education (The projectis coveredunder scheduleVII(ii) of theCompaniesAct, 2013)

Panipat, Haryana ` 55,00,000 ` 55,00,000 ` 55,00,000 ` 55,00,000

* the Company has spent the CSR amount through H.R. EDUCATION AND CHARITABLE FOUNDATION, a company registered under section 25 of erstwhile Companies Act, 1956 which have the relevant expertise and carries on activities covered under CSR Policy of the Company.

A responsibility statement of the CSR Committee that the implementation and monitoring of CSR Policy, is in compliance with CSR objectives and Policy of the company: The CSR Committee has formulated proper implementation and monitoring system which is in compliance with CSR objectives and Policy of the Company.

The Company spent INR 55 lacs during the financial year as per the provisions of section 135 of the Companies Act, 2013 towards Corporate Social Responsibility (CSR) activities. The Company was required to spend ` 22.45 towards CSR Activities during the year 2017-18. Further in the year 2016-17 the Company was not able to spent ` 28.55 lacs towards CSR Expenditure and the reasons for the same was disclosed in the director report of the Company considering which the Board spend all the unspent amount in the financial year 2017-18.

Gaurav Mittal Rajinder Kumar Mittal Managing Director Chairman CSR Committee


COMPLIANCE CERTIFICATETo the Members ofCHD Developers Limited

We have examined the compliance of conditions of Corporate Governance by CHD Developers Limited for the year April 1, 2017 to March 31, 2018 as required under Schedule V(E) of the SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015.

The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination was limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in the above mentioned SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015.

We state during the year April 1, 2017 to March 31, 2018, no investor grievance was received and no investor grievance was pending against the Company as per the records maintained by the Company as on 31.3.2018.

We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the management has conducted the affairs of the Company.

For AMRG & Associates Chartered Accountants

FRN: 004453N

CA. Madhu MohanPlace: New Delhi PartnerDated: 14th August, 2018 Membership No. 082938



Independent Auditor’s ReportTO,THE MEMBERS OFCHD DEVELOPERS LIMITED

REPORT ON THE STANDALONE IND AS FINANCIAL STATEMENTSWe have audited the accompanying Standalone Ind AS financial statements of CHD DEVELOPERS LIMITED (“the Company”), which comprise the Balance Sheet as at March 31, 2018, the Statement of Profit and Loss including the Statement of Other Comprehensive Income, the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of significant accounting policies and other explanatory information (hereinafter referred to as “Standalone IND AS Financial Statements”).

MANAGEMENT’S RESPONSIBILITY FOR THE STANDALONE IND AS FINANCIAL STATEMENTSThe Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone Ind AS financial statements that give a true and fair view of the financial position, financial Performance including other Comprehensive income, Cash Flows and the Statement of changes in equity of the Company in accordance with accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules,2015, as amended from time to time.This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

AUDITORS’ RESPONSIBILITYOur responsibility is to express an opinion on these Standalone Ind AS Financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.

We conducted our audit of the Standalone Ind AS Financial Statements in accordance with the Standards on Auditing, issued by the Institute of Chartered Accountants of India, as specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the Standalone Ind AS Financial Statements are free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material

misstatement of the standalone Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the standalone Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone Ind AS financial statements.

OPINIONIn our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone Ind AS financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India including Ind AS specified under section 133 of the Act, of the state of affairs (financial position) of the Company as at March 31, 2018, its profit or loss including other comprehensive income, its Cash Flows and the Statement of Changes in Equity for the year ended on that date.

OTHER MATTERSThe comparative financial information of the Company for the year ended March 31, 2017 and March 31, 2016 was prepared in accordance with Accounting Standards prescribed under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 (as amended) on which we issued auditor’s reports to the shareholders of the Company dated May 30, 2017 and May 30, 2016, respectively. These financial statements have been adjusted for the differences in the accounting principles adopted by the Company on transition to Ind AS, which have been audited by us. Our opinion is not modified in respect of this matter.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS1. As required by the Companies (Auditor’s Report) Order, 2016(“the

Order”) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the “Annexure 1” a statement on the matters specified in paragraphs 3 and 4 of the Order.

2. As required by Section 143(3) of the Act, we report, that:a) We have sought and obtained all the information and

explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

c) The standalone Balance Sheet, Statement of Profit and Loss including Other Comprehensive Income, the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of accounts;


d) In our opinion, the aforesaid standalone Ind AS financial statements comply with the Accounting Standards specified under section 133 of the Act read with Companies (Indian Accounting Standards) Rules,2015, as amended from time to time;

e) On the basis of the written representations received from the directors as on March 31, 2018, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2018 from being appointed as a director in terms of Section 164(2) of the Act;

f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure 2” to this report;

g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its standalone Ind AS financial statements. Refer Note 35 to the standalone

Ind AS financial statements;

ii. The Company has made provision, as required under the applicable law or IND AS, for material foreseeable losses, if any, on long-term contracts including derivative contracts. Refer Note no. 16, 21 & 46 to the financial statements ;

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company. Refer Note 45 to the standalone Ind AS financial statements;

For AMRG & AssociatesChartered Accountants

FRN: 004453N

CA Madhu Mohan Place: New Delhi (Partner)Date: May 30, 2018 Membership No. 082938



ANNEXURE “1” TO THE INDEPENDENT AUDITORS’ REPORT ON THE STANDALONE IND AS FINANCIAL STATEMENTS OF CHD DEVELOPERS LIMITED

Based on the audit procedures performed for the purpose of reporting a true and fair view on the Standalone IND AS Financial Statements of the Company and taking into the consideration the information and explanations given to us and the books of accounts and other records examined by us in the normal course of audit and to the best of our knowledge and belief, we report that:

i. a) The Company has maintained proper records showing full

particulars including quantitative details and situation of fixed assets comprising of property, plant and equipment’s, and other intangible assets.

b) The Company has a regular programme for physical verification in a phased periodic manner, which, in our opinion, is reasonable having regards to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

c) According to information and explanations given by the management, the title deeds/lease deeds of immovable properties included in Property, Plant and Equipment are held in the name of the Company.

ii. The management has conducted physical verification of inventory at reasonable intervals during the year, except for inventory represented by development rights. No material discrepancies were noticed on such physical verification.

iii. The Company has not granted any loan, secured or unsecured to Body Corporates, Firms, Limited Liability Partnerships(LLPs) or other parties covered in the register maintained under section 189 of the Companies Act, 2013 (‘the Act’).

iv. In our opinion and according to the information and explanations

provided to us, Company has not entered into any transaction covered under provisions of Section 185 and 186 of the Companies Act 2013(“The Act”). Accordingly, the provisions of clause 3(iv) of the Order are not applicable.

v. In our opinion, and according to the information and explanations provided to us, the Company has complied with the provisions of Sections 73 to 76 or any other relevant provisions of the Act and the Rules framed under Companies (Acceptance of Deposits) Rules, 2014 to the extent notified, with regard to the deposits accepted from the public.

vi. We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under section 148(1) of the Companies Act, 2013, related to the Construction activities, and are of the opinion that prima facie, the specified accounts and records have been made and maintained. We have not, however, made a detailed examination of the same.

vii. a) According to the information and explanations given to us and on the basis of our search of the records of the Company, amounts deducted/ accrued in the books of account in respect

of undisputed statutory dues including provident fund, income-tax, sales tax, value added tax, duty of customs, service tax, cess and other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities. As explained to us, the Company did not have any disputed dues on account of employees’ state insurance and duty of excise.

According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, income tax, sales tax, value added tax, duty of customs, service tax, cess and other material statutory dues were in arrears as at March 31, 2018 for a period of more than six months from the date they became payable.

b) According to the information and explanations given to us and the records of the company examined by us, the disputed amount payable in respect of Income Tax, Sales Tax, Wealth Tax, Custom duty and excise duty/cess not deposited with the appropriate authorities are as follow’s:

Name of the Statute

Nature of Dues

Amount (In

Lakhs)

Period to which

the amount relates

Forum where

dispute is pending

Income Tax Act, 1961

Income Tax & Int. thereon

2704.17 FY 2012-13 CIT Appeal

viii. In our opinion and according to the information and explanations provided by the management, the Company has not defaulted in the repayment of loans or borrowings to financial institutions, banks or Government or dues to debenture holders during the year.

ix. The Company did not raise any money by way of initial public offer or further public offer (including debt instruments) and the company has raised the amount from term loans during the year and they were utilized for the purpose for which those are raised.

x. Based upon the audit procedures performed for the purpose of reporting the true and fair view of the Financial Statements and according to the information and explanations provided by the management, we report that no fraud by the Company or no fraud on the Company by the officers and employees of the Company has been noticed or reported during the year.

xi. According to the information and explanations provided by the management, the managerial remuneration has been paid/ provided in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Companies Act, 2013.

xii. In our opinion, the Company is not a Nidhi Company. Therefore, the provisions of clause 3(xii) of the Order are not applicable to the Company and hence not commented upon.

xiii. According to the information and explanations provided by

the management, the transactions with the related party are


in compliance with Sections 177 and 188 of the Companies Act, 2013, where applicable, and the details of related party transactions have been disclosed in the Standalone Ind AS financial statements ,as required by the applicable accounting standards.

xiv. According to the information and explanations provided to us, during the year company has made preferential allotment of equity shares and share warrants convertible into equity shares & Company has complied with the provisions of Sections 42 & 62 of Companies Act, 2013, with regard to the preferential allotment.

xv. According to the information and explanations provided by the management, the Company has not entered into any non-cash transactions with directors or persons connected with him as referred to in section 192 of Companies Act, 2013. Accordingly, paragraph 3(xv) of the order is not applicable.

xvi. The company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934.


FRN: 004453N

CA Madhu Mohan Place: New Delhi (Partner)Date: May 30, 2018 Membership No.082938



ANNEXURE “2” TO THE INDEPENDENT AUDITORS’ REPORT ON THE STANDALONE IND AS FINANCIAL STATEMENTS OF CHD DEVELOPERS LIMITED

REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER CLAUSE (i) OF SUB-SECTION 3 OF SECTION 143 OF THE COMPANIES ACT, 2013 (“THE ACT”)We have audited the internal financial controls over financial reporting of CHD Developers LIMITED (“the Company”) as at March 31, 2018 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that date.

MANAGEMENT’S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLSThe Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

AUDITORS’ RESPONSIBILITYOur responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal financial Controls Over Financial Reporting(the “Guidance Note”)and the Standards on Auditing as specified under Section143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls and both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls system over financial reporting.

MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTINGA company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and procedures that:

(1) Pertains to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and

(3) Provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use or disposition of the company’s assets that could have a material effect on the financial statements.

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTINGBecause of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected.Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

OPINIONIn our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31st March, 2018, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India .


FRN: 004453N

CA Madhu Mohan Place: New Delhi (Partner)Date: May 30, 2018 Membership No. 082938


Standalone Balance Sheet as at 31st March, 2018 (` in lakhs)

Particulars Notes 31 March 2018 31 March 2017 01 April 2016 ASSETSNon-current assetsa) Property, plant and equipment 3 1,192.02 1,268.08 1,407.75 b) Other Intangible assets 3 60.77 93.29 168.21 c) Intangible Asset Under Development 3 - 28.75 - Financial assets i) Investments 4 5,364.34 5,364.34 5,364.34 ii) Other Financial Assets 5 85.95 87.49 83.56 Deferred tax assets (net) 6 93.43 17.41 -

6,796.52 6,859.37 7,023.86 Current assetsInventories 7 28,041.32 27,527.67 24,965.96 Financial assets i) Trade receivables 8 134.65 152.25 261.23 ii) Cash and cash equivalents 9 936.79 810.32 994.13 ii) Bank Balances other than above 10 1,231.06 964.30 1,373.30 iii) Other Financial Assets 11 9,544.34 9,308.34 10,421.92 Other Current Assets 12 12,526.30 7,540.52 6,891.88

52,414.46 46,303.40 44,908.42 Total Assets 59,210.97 53,162.77 51,932.28

EQUITY AND LIABILITIESEquitya) Equity share capital 13 2,571.85 2,271.85 2,271.85 b) Other Equity 14 13,390.87 9,780.05 9,370.62

15,962.72 12,051.90 11,642.47 LiabilitiesNon-current liabilitiesa) Financial liabilities i) Borrowings 15 15,638.77 9,711.98 4,077.54 b) Provisions 16 95.54 120.93 103.86 c) Deferred tax Liabilities (net) 17 - - 21.87

15,734.31 9,832.91 4,203.27 Current liabilitiesa) Financial liabilities i) Borrowings 15 5,112.43 7,682.96 8,588.13 ii) Trade payables 18 1,411.05 3,447.74 2,394.94 iii) Other financial liabilities 19 20,919.35 19,698.90 24,559.20 b) Other current liabilities 20 3.76 4.58 4.09 c) Provisions 21 67.36 443.79 540.17

27,513.94 31,277.96 36,086.54 Total Equity and Liabilities 59,210.97 53,162.77 51,932.28 Significant accounting policies 2

The accompanying notes (2 - 48) form an integral part of the Standalone Financial StatementsThis is the Standalone Balance Sheet referred to in our report of even date For AMRG & Associates For and on behalf of the Board of DirectorsChartered Accountants Firm Registration Number: 004453N CA. Madhu Mohan Rajinder Kumar Mittal Gaurav Mittal Partner Chairman Managing DirectorMembership No.: 082938 DIN: 00015146 DIN: 00052968 Place: New Delhi Naresh Kumar Sharma Sachin KumarDate: 30/05/2018 Chief Financial Officer Company Secretary


CORPORATE OVERVIEW MANAGEMENT REPORTS FINANCIAL STATEMENTSCORPORATE OVERVIEW MANAGEMENT REPORTS FINANCIAL STATEMENTS

Standalone Statement of Profit & Lossfor the year ended 31st March, 2018 (` in lakhs)Particulars Notes 31 March 2018 31 March 2017 REVENUE a) Revenue from Operations 22 12,981.48 12,690.71 b) Other Income 23 269.56 453.59

13,251.04 13,144.30 EXPENSES a) Cost of land, plots, constructed properties, development rights and others 24 10,051.46 9,169.57 b) Employee Benefits Expense 25 754.89 755.64 c) Finance costs 26 963.00 973.57 d) Depreciation and amortization expense 27 199.27 216.83 e) Other Expenses 28 1,198.57 1,231.13

13,167.19 12,346.73

Profit before exceptional items and tax 83.85 797.57 Exceptional items (net) - - Profit before tax 83.85 797.57

Tax Expense Income Tax (Current) 67.36 307.08 Deferred Tax Liabilities/(Assets) (79.91) (37.22)

(12.55) 269.86

Profit/(loss) for the year from continuing operations 96.40 527.71

Other Comprehensive Income (OCI) a) Items that will not be reclassified to profit and loss -Remeasurements gains/(losses) of the defined benefit obligation 11.78 (7.99)

b) Income tax relating to items that will not be reclassified to profit and loss -Income tax on remeasurements of gains/(losses) of the defined benefit obligation

(3.90) 2.06

Other comprehensive income (net) 29 7.88 (5.93)Total comprehensive income for the year 104.28 521.78 Earnings per equity share of face value ` 2 each

Basic (in INR) Computed on the basis of total profit for the year 30 0.08 0.46

Diluted (in INR) Computed on the basis of total profit for the year 30 0.08 0.46

Significant accounting policies 2

The accompanying notes (2 - 48) form an integral part of the Standalone Financial StatementsThis is the Standalone Statement of Profit and Loss referred to in our report of even date For AMRG & Associates For and on behalf of the Board of DirectorsChartered Accountants Firm Registration Number: 004453N CA. Madhu Mohan Rajinder Kumar Mittal Gaurav Mittal Partner Chairman Managing DirectorMembership No.: 082938 DIN: 00015146 DIN: 00052968 Place: New Delhi Naresh Kumar Sharma Sachin KumarDate: 30/05/2018 Chief Financial Officer Company Secretary


Standalone Cash Flow Statementfor the year ended 31st March, 2018 (` in lakhs)Sl.No. Particulars 2017-18 2016-17 A Cash Flow From Operating Activities:

Net Profit Before Tax as per Statement of Profit & Loss 95.64 789.55 Adjustments to reconcile profit before tax to net cash flows: Previous Year Tax Adjustments (4.96) 24.37 Depreciation and amortization expense 199.27 216.84 Loss on sale of fixed assets 1.71 - Interest income (208.46) (285.98)Interest expense 963.00 973.57 Working capital adjustments: - - Increase/(Decrease) in trade payables (2,036.69) 1,052.80 Increase/(Decrease) in current net employee benefit obligation (0.83) 0.50 Increase/(Decrease) in non-current net employee benefit obligation (25.39) 17.07 Increase/(Decrease) in financial and other liabilities 1,224.27 (4,754.42)(Increase)/Decrease in trade receivables 17.60 108.98 (Increase)/Decrease in financial and other assets (5,499.22) 877.50 (Increase)/Decrease in inventories (513.64) (2,561.74)Cash Generated from Operations (5,787.70) (3,540.97)Direct Taxes paid (307.08) (540.17)Net Cash Flow from Operating Activities (6,094.78) (4,081.14)

B Cash Flow From Investing Activities: Acquisition of property, plant and equipment, intangible assets and capital work in progress (67.65) (30.99)

Proceeds from property, plant and equipment, intangible assets and capital work in progress 4.00 -

Interest received 219.15 282.42 Cash Generated from Investment Activities 155.50 251.42

C Cash Flow From Financing Activities Proceeds from issue of equity share capital 300.00 - Proceeds from issue of share warrants 1,633.50 - Procceds from security premium 1,878.00 - Payments of dividends (113.59) - Payments of dividend distribution tax (23.12) - Proceeds from long term borrowings 5,926.78 5,634.44 Proceeds from short term borrowings (2,570.53) (905.17)Receipt/(Payment) of Security deposit 1.54 (3.93)Interest paid (966.83) (1,079.44)Cash Generated from Financing Activities 6,065.75 3,645.91 Net Increase/(Decrease) in Cash and Cash Equivalents 126.46 (183.81)

Cash & Cash Equivalents at the beginning of the year 810.32 994.13

Cash & Cash Equivalents at the close of the year (Refer Note No. 9) 936.79 810.32 Cash and cheques on hand 59.42 46.25 Balances with scheduled banks: - on current accounts 568.44 147.67 - Deposit with original maturity of less than three months 308.93 616.40

936.79 810.32 The accompanying notes (2 - 48) form an integral part of the Standalone Financial Statements

A) The above cash flow statement has been prepared under the “Indirect Method” as stated in Indian Accounting Standard - 7 B) Figures In brackets indicates cash outflow.

This is the Standalone Cash Flow referred to in our report of even date For AMRG & Associates For and on behalf of the Board of DirectorsChartered Accountants Firm Registration Number: 004453N CA. Madhu Mohan Rajinder Kumar Mittal Gaurav Mittal Partner Chairman Managing DirectorMembership No.: 082938 DIN: 00015146 DIN: 00052968 Place: New Delhi Naresh Kumar Sharma Sachin KumarDate: 30/05/2018 Chief Financial Officer Company Secretary



Standalone Statement of Changes in Equity for the year ending 31st March, 2018

A. Equity Share Capital (` in lakhs)

Particulars As at 01 April 2016

Issued during the Year

Balance as at 31 March 2017


Balance as at 31 March 2018

Equity shares of INR 2 each issued, sub-scribed and fully paid 2,271.85 - 2,271.85 300.00 2,571.85

B. Other EquityFor the year ended 31st March 2018

(` in lakhs)

Particulars

Reserve and surplusOther

comprehen-sive income*

TotalGeneral reserves

Capital Reserve

Securities Premium Reserve

Money received

against share warrants

Retained earnings

Balance as at 01 April 2016 0.50 749.27 1,655.63 - 6,965.23 - 9,370.62 Addition during the year - - - - 552.04 - 552.04 Proposed Dividend on Equity shares - - - - (113.59) - (113.59)

Dividend Distribution Tax - - - - (23.12) - (23.12) Other comprehensive income - - - - - (5.93) (5.93)Balance as at 31 March 2017 0.50 749.27 1,655.63 - 7,380.56 (5.93) 9,780.02 Balance as at 01 April 2017 0.50 749.27 1,655.63 - 7,380.56 (5.93) 9,780.02 Addition during the year - - 1,878.00 1,633.50 91.44 - 3,602.94 Proposed Dividend on Equity shares - - - - - - -

Dividend Distribution Tax - - - - - - - Other comprehensive income - - - - - 7.89 7.89 Balance as at 31 March 2018 0.50 749.27 3,533.63 1,633.50 7,472.00 1.96 13,390.85

* Other comprehensive income represents remeasurement losses of defined benefit plans. Summary of significant accounting policies 2.2The accompanying notes (2-48) are an integral part of the standalone financial statements.


Notes to Standalone Financial Statements for the year ended March 31, 2018

1. CORPORATE INFORMATION CHD Developers Limited (‘the Company’) was incorporated on August 17, 1990. CHD Developers Limited is a leading real estate developer

engaged in the business of township and residential/commercial complexes. The operation of the company spans all aspects of real estate development, from identification and acquisition of land, to planning, execution, construction and marketing projects. The Company is domiciled in India and its registered office is situated at SF-16-17, 1st Floor, Madame Bhikaji Cama Bhawan 11, Bhikaji Cama Place, New Delhi – 110066

2. GENERAL INFORMATION AND STATEMENT OF COMPLIANCE WITH IND AS The standalone financial statements of the Company have been prepared in accordance with the Indian Accounting Standards (hereinafter

referred to as the ‘Ind AS’) as notified by Ministry of Corporate Affairs (‘MCA’) under Section 133 of the Companies Act, 2013 (‘the Act’) read with the Companies (Indian Accounting Standards) Rules, 2015, as amended and other relevant provisions of the Act. The Company has uniformly applied the accounting policies during the periods presented.

These financial statements for the year ended 31 March 2018 are the first financial statements which the Company has prepared in accordance with Ind AS. For all periods up to and including the year ended 31 March 2017, the Company had prepared its financial statements in accordance with accounting standards notified under Section 133 of the Act, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 (Previous GAAP), which have been adjusted for the differences in the accounting principles adopted by the Company on transition to Ind AS. For the purpose of comparatives, financial statements for the year ended 31 March 2017 and opening balance sheet as at 1 April 2016 are also prepared as per Ind AS.

The standalone financial statements are presented in Indian Rupees.

The financial statements for the year ended 31 March 2018 were authorized and approved for issue by the Board of Directors on 30 May 2018.

2.1 BASIS OF PREPARATION The financial statements have been prepared on going concern basis in accordance with accounting principles generally accepted in

India. Further, the financial statements have been prepared on historical cost basis except for certain financial assets and financial liabilities and share based payments which are measured at fair values as explained in relevant accounting policies.

2.2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) Current versus non-current classification

The Company presents assets and liabilities in the balance sheet based on current/ non-current classification.

An asset is treated as current when it is:

- Expected to be realised or intended to be sold or consumed in normal operating cycle.

- Held primarily for the purpose of trading.

- Expected to be realised within twelve months after the reporting period, or

- Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

All other assets are classified as non-current.

A liability is current when:

- It is expected to be settled in normal operating cycle.

- It is held primarily for the purpose of trading.

- It is due to be settled within twelve months after the reporting period, or

- There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.

The Company classifies all other liabilities as non-current. Deferred tax assets and liabilities are classified as non-current assets and liabilities.

The operating cycle is the time between the acquisition of assets for processing and their realization in cash and cash equivalents. The Company has identified twelve months as its operating cycle.

(b) Foreign currencies

The Company’s financial statements are presented in INR, which is also the Company’s functional currency.




Transactions and balances Transactions in foreign currencies are initially recorded by the Company at functional currency spot rates at the date the transaction first

qualifies for recognition. However, for practical reasons, the Company uses an average rate if the average approximates the actual rate at the date of the transaction.

Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date. Exchange differences arising on settlement or translation of monetary items are recognised in profit or loss.

Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item.

(c) Revenue & Cost recognition

(i) Revenue Recognition Revenue is recognised, in relation to sold areas only, on the basis of percentage of actual cost incurred thereon Based on the Educational

Material on Ind AS 18 issued by the ICAI.

Revenue is recognized when it is probable that the economic benefits will flow to the Company and it can be reliably measured. Revenue is measured at the fair value of the consideration received/receivable net of rebate and taxes. The Company applies the revenue recognition criteria to each nature of revenue transaction as set-out below:

Revenue from real estate projects Revenue from constructed properties for all projects is recognized in accordance with the “Guidance Note on Accounting for Real Estate

Transactions” (‘Guidance Note’). As per this Guidance Note, the revenue has been recognized on percentage of completion method and on the percentage of actual project costs incurred thereon to total estimated project cost, provided the conditions specified in Guidance Note are satisfied.

Revenue is recognized in accordance with the terms of duly executed agreements to sell/application forms (containing salient terms of agreement to sell). Estimated project cost includes cost of land/ development rights, borrowing costs, overheads, estimated construction and development cost of such properties.

The estimates of the saleable area and costs are reviewed periodically and effect of any changes in such estimates is recognized in the period such changes are determined. However, when the total project cost is estimated to exceed total revenues from the project, the loss is recognized immediately.

Sale of land and plots Sale of land and plots is recognized in the financial year in which the agreement to sell/ application forms (containing salient terms of

agreement to sell) is executed and there exists no uncertainty in the ultimate collection of consideration from buyers. Where the Group has any remaining substantial obligations as per agreements, revenue is recognized on ‘percentage of completion method’ as explained above under revenue from real estate projects.

Rental income Rental income is recognized on a straight-line basis over the term of the lease, except for contingent rental income which is recognized

when it arises and where scheduled increase in rent compensates the lessor for expected inflationary costs.

Development rights Sale of development rights is recognized in the financial year in which the agreements of sale are executed and there exists no uncertainty

in the ultimate collection of consideration from buyers.

Interest Income Interest Income on delayed payments by customers, if any, is accounted for on realization due to uncertainties in recovery. All other

interest Income is recorded on accrual basis using the effective interest rate (EIR) method.

Dividend income Dividend income is recognized at the time when the right to receive is established by the reporting date.

(ii) Cost of revenue

Cost of real estate projects Cost of constructed properties includes cost of land (including cost of development rights/land under agreements to purchase),

estimated internal development costs, external development charges, borrowing costs, overheads, construction costs and development/construction materials, which is charged to the statement of profit and loss based on the revenue recognized as explained in accounting



policy for revenue from real estate projects above, in consonance with the concept of matching costs and revenue. Final adjustment is made on completion of the specific project.

Cost of land and plots Cost of land and plots includes land acquisition cost, estimated internal development costs and external development charges, which is

charged to the statement of profit and loss based on the percentage of land/ plotted area in respect of which revenue is recognized as explained in accounting policy for revenue from ‘Sale of land and plots’, in consonance with the concept of matching cost and revenue. Final adjustment is made on completion of the specific project.

Cost of development rights Cost of development rights includes proportionate development rights cost, borrowing costs and other related cost

Borrowing Cost Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period

of time to get ready for its intended use or sale are capitalized as part of the cost of the asset.

(d) Unbilled receivables

Unbilled receivables include: Revenue recognized based on percentage of completion method, as per policy on revenue, over and above the amount due as per the

payment plans/ invoices agreed with the customers.

(e) Borrowing Cost

Borrowing costs directly attributable (other than as per Point No. c above) to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the asset/ transferred to statement of profit & loss. A qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use. All other borrowing costs are charged to the statement of profit and loss as incurred.

All other borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds. Borrowing cost also includes exchange differences to the extent regarded as an adjustment to the borrowing costs.

(f) Taxes on Income

Tax expense recognized in statement of profit and loss comprises the sum of deferred tax and current tax except the ones recognized in other comprehensive income or directly in equity.

Current tax is determined as the tax payable in respect of taxable income for the year and is computed in accordance with relevant tax regulations. Current income tax relating to items recognized outside profit or loss is recognized outside profit or loss (either in other comprehensive income or in equity).

Minimum alternate tax (‘MAT’) credit entitlement is recognized as an asset only when and to the extent there is convincing evidence that normal income tax will be paid during the specified period. In the year in which MAT credit becomes eligible to be recognized as an asset, the said asset is created by way of a credit to the statement of profit and loss and shown as MAT credit entitlement. This is reviewed at each balance sheet date and the carrying amount of MAT credit entitlement is written down to the extent it is not reasonably certain that normal income tax will be paid during the specified period.

Deferred tax is recognized in respect of temporary differences between carrying amount of assets and liabilities for financial reporting purposes and corresponding amount used for taxation purposes. Deferred tax assets on unrealised tax loss are recognized to the extent that it is probable that the underlying tax loss will be utilised against future taxable income. This is assessed based on the Company’s forecast of future operating results, adjusted for significant non-taxable income and expenses and specific limits on the use of any unused tax loss. Unrecognized deferred tax assets are re-assessed at each reporting date and are recognized to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date. Deferred tax relating to items recognized outside statement of profit and loss is recognized outside statement of profit or loss (either in other comprehensive income or in equity).

(g) Property, plant and equipment

Recognition and initial measurement Property, plant and equipment are stated at their cost of acquisition. The cost comprises purchase price, borrowing cost if capitalization

criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use. Any trade discount and




rebates are deducted in arriving at the purchase price. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company. All other repair and maintenance costs are recognized in statement of profit or loss as incurred.

Subsequent measurement (depreciation and useful lives) Property, plant and equipment are subsequently measured at cost less accumulated depreciation and impairment losses. Depreciation

on property, plant and equipment is provided on a straight-line basis, computed on the basis of useful lives (as set-out below) prescribed in Schedule II to the Act:

Asset Category Useful Life (In Years)

Tangible Asset

Buildings 60

Plant and Machinery 15

Computers and data processing units

Desktops, laptops and other devices 3

Furniture and Fixtures 10

Office Equipment 5

Vehicles

Motor Cycles, scooters and other mopeds 10

Motor Cars 8

Intangible Asset

Servers and Networks 6

The residual values, useful lives and method of depreciation are reviewed at the end of each financial year.

De-recognition An item of property, plant and equipment and any significant part initially recognized is de-recognized upon disposal or when no future

economic benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is recognized in the statement of profit and loss, when the asset is de-recognized.

Capital work-in-progress and intangible assets under development Capital work-in-progress and intangible assets under development represents expenditure incurred in respect of capital projects/

intangible assets under development and are carried at cost. Cost includes land, related acquisition expenses, development/ construction costs, borrowing costs and other direct expenditure.

(h) Leases

The determination of whether an arrangement is (or contains) a lease is based on the substance of the arrangement at the inception of the lease. The arrangement is, or contains, a lease if fulfilment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset or assets, even if that right is not explicitly specified in an arrangement.

For arrangements entered into prior to 1 April 2016, the Company has determined whether the arrangement contain lease on the basis of facts and circumstances existing on the date of transition.

A lease is classified at the inception date as a finance lease or an operating lease. A lease that transfers substantially all the risks and rewards incidental to ownership to the Company is classified as a finance lease.

Finance leases are capitalised at the commencement of the lease at the inception date fair value of the leased property or, if lower, at the present value of the minimum lease payments. Lease payments are apportioned between finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are recognised in finance costs in the statement of profit and loss, unless they are directly attributable to qualifying assets, in which case they are capitalized in accordance with the Company’s general policy on the borrowing costs. Contingent rentals are recognised as expenses in the periods in which they are incurred.

A leased asset is depreciated over the useful life of the asset. However, if there is no reasonable certainty that the Company will obtain ownership by the end of the lease term, the asset is depreciated over the shorter of the estimated useful life of the asset and the lease term.



Operating lease payments are recognised as an expense in the statement of profit and loss on a straight-line basis over the lease term.

Leases in which the Company does not transfer substantially all the risks and rewards of ownership of an asset are classified as operating leases. Rental income from operating lease is recognised on a straight-line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised over the lease term on the same basis as rental income. Contingent rents are recognised as revenue in the period in which they are earned.

Leases are classified as finance leases when substantially all of the risks and rewards of ownership transfer from the Company to the lessee. Amounts due from lessees under finance leases are recorded as receivables at the Company’s net investment in the leases. Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate of return on the net investment outstanding in respect of the lease.

Company as a lessee Lease rental are charged to statement of profit and loss on straight-line basis except where scheduled increase in rent compensates the

lessor for expected inflationary costs.

Company as a lessor Company as a lessor Rental income is recognized on straight-line basis over the lease term except where scheduled increase in rent

compensates the Company with expected inflationary costs.

(i) Inventories

• Land and plots other than area transferred to constructed properties at the commencement of construction are valued at lower of cost/approximate average cost/ as re-valued on conversion to stock and net realisable value. Cost includes land (including development rights and land under agreement to purchase) acquisition cost, borrowing cost, estimated internal development costs and external development charges, and other Govt. dues.

• Construction work-in-progress of constructed properties includes the cost of land (including development rights and land under agreements to purchase), internal development costs, external development charges, construction costs, overheads, borrowing cost, development/ construction materials and is valued at lower of cost/ estimated cost and net realisable value.

• Development rights represent amount paid under agreement to purchase land/development rights and borrowing cost incurred by the Company to acquire irrevocable and exclusive licenses/development rights in identified land and constructed properties, the acquisition of which is either completed or is at an advanced stage.

• Construction/ development material is valued at lower of cost and net realisable value.

Net realisable value is the estimated selling price in the ordinary course of business less estimated costs of completion and estimated costs necessary to make the sale

(j) Impairment of non -financial assets

The Company assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) fair value less costs of disposal and its value in use. Recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples, quoted share prices for publicly traded companies or other available fair value indicators.

Impairment losses, if any, are recognised in the statement of profit and loss.

(k) Provisions

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. When the Company expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain. The expense relating to a provision is presented in the statement of profit and loss net of any reimbursement.




If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

(l) Impairment of financial assets

At each balance sheet date, based on historical default rates observed over expected life, the management assesses the expected credit loss on outstanding financial assets.

(m) Retirement and other employee benefits

Provident Fund The Company makes contribution to statutory provident fund in accordance with the Employees’ Provident Funds and Miscellaneous

Provisions Act, 1952.

Gratuity Gratuity is a post-employment benefit and is in the nature of a defined benefit plan. The liability recognized in the balance sheet in respect

of gratuity is the present value of the defined benefit/obligation at the balance sheet date, together with adjustments for unrecognized actuarial gains or losses and past service costs. The defined benefit/obligation is calculated at or near the balance sheet date by an independent actuary using the projected unit credit method. This is based on standard rates of inflation, salary growth rate and mortality. Discount factors are determined close to each year-end by reference to market yields on government bonds that have terms to maturity approximating the terms of the related liability. Service cost on the Company’s defined benefit plan is included in employee benefits expense. Net interest expense on the net defined benefit liability is included in finance costs. Actuarial gains/losses resulting from re-measurements of the liability are included in other comprehensive income.

Other long-term employee benefits Liability in respect of compensated absences becoming due or expected to be availed within one year from the balance sheet date is

recognized on the basis of discounted value of estimated amount required to be paid or estimated value of benefit expected to be availed by the employees. Liability in respect of compensated absences becoming due or expected to be availed more than one year after the balance sheet date is estimated on the basis of an actuarial valuation performed by an independent actuary using the projected unit credit method.

Actuarial gains and losses arising from past experience and changes in actuarial assumptions are charged to statement of profit and loss in the year in which such gains or losses are determined.

Short-term employee benefits Expense in respect of short-term benefits is recognized on the basis of the amount paid or payable for the period during which services

are rendered by the employee. Contribution made towards superannuation fund is charged to statement of profit and loss on accrual basis.

(n) Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

(A) Financial assets

Initial recognition and measurement All financial assets are recognised initially at fair value plus, in the case of financial assets not recorded at fair value through profit or loss,

transaction costs that are attributable to the acquisition of the financial asset.

Subsequent measurement For purposes of subsequent measurement, financial assets are classified in four categories:

• Financial instruments at amortised cost

• Financial instruments at fair value through other comprehensive income (FVTOCI)

• Financial instruments, derivatives and equity instruments at fair value through profit or loss (FVTPL)

• Equity instruments measured at fair value through other comprehensive income (FVTOCI)

Financial instruments at amortised cost A ‘Financial instrument’ is measured at the amortised cost if both the following conditions are met:

• The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows, and



• Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding

After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in finance income in the profit or loss. The losses arising from impairment are recognised in the profit or loss. This category generally applies to trade and other receivables.

Financial instrument at FVTOCI A ‘Financial instrument’ is classified as at the FVTOCI if both of the following criteria are met:

• The objective of the business model is achieved both by collecting contractual cash flows and selling the financial assets, and

• The asset’s contractual cash flows represent SPPI.

• Financial instruments included within the FVTOCI category are measured initially as well as at each reporting date at fair value. Fair value movements are recognized in the other comprehensive income (OCI). However, the Company recognizes interest income, impairment losses & reversals and foreign exchange gain or loss in the P&L. On derecognition of the asset, cumulative gain or loss previously recognised in OCI is reclassified from the equity to P&L. Interest earned whilst holding FVTOCI debt instrument is reported as interest income using the EIR method.

Financial instrument at FVTPL FVTPL is a residual category for debt instruments. Any debt instrument, which does not meet the criteria for categorization as at

amortized cost or as FVTOCI, is classified as at FVTPL.

In addition, the Company may elect to designate a debt instrument, which otherwise meets amortized cost or FVTOCI criteria, as at FVTPL. However, such election is allowed only if doing so reduces or eliminates a measurement or recognition inconsistency (referred to as ‘accounting mismatch’). The Company has not designated any debt instrument as at FVTPL.

Financial instruments included within the FVTPL category are measured at fair value with all changes recognized in the P&L.

Equity investments All equity investments in scope of Ind AS 109 are measured at fair value. Equity instruments which are held for trading and contingent

consideration recognised by an acquirer in a business combination to which Ind AS103 applies are classified as at FVTPL. For all other equity instruments, the Company may make an irrevocable election to present in other comprehensive income subsequent changes in the fair value. The Company makes such election on an instrument-by-instrument basis. The classification is made on initial recognition and is irrevocable.

If the Company decides to classify an equity instrument as at FVTOCI, then all fair value changes on the instrument, excluding dividends, are recognized in the OCI. There is no recycling of the amounts from OCI to P&L, even on sale of investment. However, the Company may transfer the cumulative gain or loss within equity.

Equity instruments included within the FVTPL category are measured at fair value with all changes recognized in the P&L.

De-recognition A financial asset (or, where applicable, a part of a financial asset or part of a Company of similar financial assets) is primarily derecognised

(i.e. removed from the Company’s balance sheet) when;

• The rights to receive cash flows from the asset have expired, or

• The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement and either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

When the Company has transferred an asset, the Company evaluates whether it has transferred substantially all the risk and rewards of the ownership of the financial asset, in such cases, the financial asset is derecognised. When the Company has not transferred substantially all the risk and rewards of the ownership of the financial asset, the financial asset is not derecognised.

When the Company has neither transferred nor retained substantially all of the risks and rewards of the financial asset, the financial asset is derecognised if the Company has not retained control of the financial assets. Where the Company retains control of the financial assets, the assets continue to be recognised to the extent of continuing involvement in the financial assets.

Impairment of financial assets At each balance sheet date, based on historical default rates observed over expected life, the management assesses the expected credit

loss on outstanding financial assets.




(B) Financial liabilities

Initial recognition and measurement Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings,

payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate.

All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.

The Company’s financial liabilities include trade and other payables, loans and borrowings.

Subsequent measurement The measurement of financial liabilities depends on their classification, as described below:

Financial liabilities at fair value through profit or loss Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon

initial recognition as at fair value through profit or loss. Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in the near term.

Gains or losses on liabilities held for trading are recognised in the profit or loss.

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated as such at the initial date of recognition, and only if the criteria in Ind AS 109 are satisfied. For liabilities designated as FVTPL, fair value gains/ losses attributable to changes in own credit risk are recognized in OCI. These gains/ loss are not subsequently transferred to P&L. However, the Company may transfer the cumulative gain or loss within equity. All other changes in fair value of such liability are recognised in the statement of profit or loss. The Company has not designated any financial liability as at fair value through profit and loss.

Loans and borrowings This is the category most relevant to the Company. After initial recognition, interest-bearing loans and borrowings are subsequently

measured at amortised cost using the EIR method. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation process.

Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit and loss.

This category generally applies to borrowings. For more information refer Note 15.

Derecognition A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial

liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit or loss.

Offsetting of financial instruments Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable

legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

Reclassification of financial assets The Company determines classification of financial assets and liabilities on initial recognition. After initial recognition, no reclassification

is made for financial assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a change in the business model for managing those assets. Changes to the business model are expected to be infrequent. The Company’s senior management determines change in the business model as a result of external or internal changes which are significant to the Company’s operations. Such changes are evident to external parties. A change in the business model occurs when the Company either begins or ceases to perform an activity that is significant to its operations. If the Company reclassifies financial assets, it applies the reclassification prospectively from the reclassification date which is the first day of the immediately next reporting period following the change in business model. The Company does not restate any previously recognised gains, losses (including impairment gains or losses) or interest.

(o) Cash and cash equivalents

Cash and cash equivalent in the balance sheet comprise cash at banks and on hand and short-term deposits with an original maturity of three months or less, which are subject to an insignificant risk of changes in value.



For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined above, net of outstanding bank overdrafts as they are considered an integral part of the Company’s cash management.

(p) Cash Flow Statement

In March 2017, the Ministry of Corporate Affairs issued the Companies (Indian Accounting Standards) (Amendments) Rules, 2017, notifying amendments to Ind AS 7. The amendments are applicable to the Company from 1 April 2017.

The amendment to Ind AS 7 requires the entities to provide disclosures that enable users of financial statements to evaluate changes in liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes, suggesting inclusion of a reconciliation between the opening and closing balances in the balance sheet for liabilities arising from financing activities, to meet the disclosure requirement. The Company is evaluating the requirements of the amendment and its impact on the financial statements.

(q) Contingent liabilities

A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a present obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. The Company does not recognize a contingent liability but discloses its existence in the financial statements unless the probability of outflow of resources is remote.

Contingents liabilities are reviewed at each balance sheet date.

(r) Earnings per share

Basic earnings per share is calculated by dividing the net profit or loss attributable to equity holder of the company by the weighted average number of equity shares outstanding during the year.

For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders of the company and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares.

2.3 Standards Issued but not Effective On March 28, 2018, the Ministry of Corporate Affairs (MCA) has notified Ind AS 115 - Revenue from Contract with Customers and certain

amendment to existing Ind AS. These amendments shall be applicable to the Company from April 01, 2018.

(a) Issue of Ind AS 115 - Revenue from Contracts with Customers Ind AS 115 will supersede the current revenue recognition guidance including Ind AS 18 Revenue, Ind AS 11 Construction Contracts and

the related interpretations. Ind AS 115 provides a single model of accounting for revenue arising from contracts with customers based on the identification and satisfaction of performance obligations.

(b) Amendment to Existing issued Ind AS The MCA has also carried out amendments of the following accounting standards:

i. Ind AS 12 - Income Taxes and

ii. Ind AS 112 - Disclosure of Interests in Other Entities Application of above standards is not expected to have any significant impact on the Company’s Financial Statements.”

2.4 Significant management judgement in applying accounting policies and estimation uncertainty The preparation of the Company’s financial statements requires management to make judgements, estimates and assumptions that

affect the reported amounts of revenues, expenses, assets and liabilities and the related disclosures.

• Significant management judgements Recognition of deferred tax assets – The extent to which deferred tax assets can be recognized is based on an assessment of the probability of the future taxable income against which the deferred tax assets can be utilized.

• Evaluation of indicators for impairment of assets – The evaluation of applicability of indicators of impairment of assets requires assessment of several external and internal factors which could result in deterioration of recoverable amount of the assets.

• Classification of leases – The Company enters into leasing arrangements for various assets. The classification of the leasing arrangement as a finance lease or operating lease is based on an assessment of several factors, including, but not limited to, transfer




of ownership of leased asset at end of lease term, lessee’s option to purchase and estimated certainty of exercise of such option, proportion of lease term to the asset’s economic life, proportion of present value of minimum lease payments to fair value of leased asset and extent of specialized nature of the leased asset.

• Impairment of financial assets – At each balance sheet date, based on historical default rates observed over expected life, the management assesses the expected credit loss on outstanding financial assets.

• Provisions – At each balance sheet date basis the management judgment, changes in facts and legal aspects, the Company assesses the requirement of provisions against the outstanding contingent liabilities. However, the actual future outcome may be different from this judgement.

• Revenue and inventories– The Company recognizes revenue using the percentage of completion method. This requires forecasts to be made of total budgeted cost with the outcomes of underlying construction and service contracts, which require assessments and judgements to be made on changes in work scopes, claims (compensation, rebates etc.) and other payments to the extent they are probable and they are capable of being reliably measured. For the purpose of making estimates for claims, the Company used the available contractual and historical information.

• Useful lives of depreciable/ amortizable assets – Management reviews its estimate of the useful lives of depreciable/amortizable assets at each reporting date, based on the expected utility of the assets. Uncertainties in these estimates relate to technical and economic obsolescence that may change the utility of assets.

• Valuation of investment property – Investment property is stated at cost. However, as per Ind AS 40, there is a requirement to disclose fair value as at the balance sheet date. The Group engaged independent valuation specialists to determine the fair value of its investment property as at reporting date.The determination of the fair value of investment properties requires the use of estimates such as future cash flows from the assets (such as lettings, future revenue streams, capital values of fixtures and fittings, any environmental matters and the overall repair and condition of the property) and discount rates applicable to those assets. In addition, development risks (such as construction and letting risk) are also taken into consideration when determining the fair value of the properties under construction. These estimates are based on local market conditions existing at the balance sheet date

• Defined benefit obligation (DBO) – Management’s estimate of the DBO is based on a number of underlying assumptions such as standard rates of inflation, mortality, discount rate and anticipation of future salary increases. Variation in these assumptions may significantly impact the DBO amount and the annual defined benefit expenses.

• Fair value measurements – Management applies valuation techniques to determine the fair value of financial instruments (where active market quotes are not available). This involves developing estimates and assumptions consistent with how market participants would price the instrument.



(3).

PRO

PERT

Y, P

LAN

T AN

D EQ

UIP

MEN

TTh

e ch

ange

s in

the

carr

ying

val

ue o

f Pro

pert

y, P

lant

and

Equ

ipm

ent f

or th

e ye

ar e

nded

31

Mar

ch 2

018

are

as fo

llow

s:

(`

in la

khs)

Part

icul

ars

Gros

s Bl

ock

Depr

ecia

tion

Net

Blo

ckAs

at

01.0

4.20

17Ad

ditio

nSa

le/

Adj

ustm

ent

As a

t 31

.03.

2018

As a

t 01

.04.

2017

For t

he P

erio

d Sa

le/

Adju

stm

ent

As a

t 31

.03.

2018

As a

t 31

.03.

2018

As a

t 31

.03.

2017

Tan

gibl

e As

sets

B

uild

ing

95

0.03

-

-

950

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81.

12

16.

85

-

97.

96

852

.07

868

.91

Com

pute

rs

75.1

2 -

-

7

5.12

7

5.12

-

-

7

5.12

-

-

F

urni

ture

& F

ixtu

re

361.

86 -

-

3

61.8

6 2

19.4

7 3

9.06

-

2

58.5

3 1

03.3

3 1

42.3

9 P

lant

& M

achi

nery

18

2.24

-

-

182

.24

86.

50

13.

97

-

100

.47

81.

77

95.

74

Offi

ce E

quip

men

t & M

a-ch

iner

y 10

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2.5

6 -

1

08.2

0 8

8.27

6

.49

-

94.

76

13.

44

17.

37

Veh

icle

s*

405.

29 5

0.09

1

3.96

4

41.4

2 2

61.6

2 4

6.64

8

.24

300

.02

141

.41

143

.67

Tot

al (A

) 2

,080

.18

52.

65

13.

96

2,1

18.8

7 8

12.1

0 1

23.0

0 8

.24

926

.86

1,1

92.0

2 1

,268

.08

Inta

ngib

le A

sset

s C

ompu

ter S

oftw

are

380

.02

43.

75

-

423

.77

286

.73

76.

27

-

363

.00

60.

77

93.

29

Tot

al (B

) 3

80.0

2 4

3.75

-

4

23.7

7 2

86.7

3 7

6.27

-

3

63.0

0 6

0.77

9

3.29

Inta

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s un

der

Deve

lopm

ent

28.

75

15.

00

43.

75

-

-

-

-

-

-

28.

75

Tot

al (C

) 2

8.75

1

5.00

4

3.75

-

-

-

-

-

-

2

8.75

T

otal

(A+B

+C)

2,4

88.9

5 1

11.4

0 5

7.71

2

,542

.64

1,0

98.8

3 1

99.2

7 8

.24

1,2

89.8

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,252

.79

1,3

90.1

2

Pre

viou

s ye

ar

2,4

57.9

4 3

0.99

-

2

,488

.95

882

.02

216

.85

-

1,0

98.8

3 1

,390

.12

1,5

75.9

6

* Ve

hicl

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nanc

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ase;

mon

thly

inst

allm

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are

pai

d as

per

agr

eed

term

s an

d co

nditi

ons.

(i)

Con

trac

tual

obl

igat

ions

Ref

er n

ote

35(b

) for

dis

clos

ure

of c

ontr

actu

al c

omm

itmen

ts fo

r the

acq

uisi

tion

of in

vest

men

t pro

pert

ies.

(ii) C

apita

lised

bor

row

ing

cost

The

bor

row

ing

cost

s ca

pita

lised

dur

ing

the

year

end

ed 3

1 M

arch

201

8 w

as N

il (3

1 M

arch

201

7: N

il )

The

chan

ges

in th

e ca

rryi

ng v

alue

of P

rope

rty,

Pla

nt a

nd E

quip

men

t for

the

year

end

ed 3

1 M

arch

201

7 ar

e as

follo

ws:

(` in la

khs)

Part

icul

ars

Gros

s Bl

ock

Depr

ecia

tion

Net

Blo

ck A

s at

01

.04.

2016

A

dditi

on

Sal

e/

Adju

stm

ent

As

at

31.0

3.20

17

As

at

01.0

4.20

16

For

the

Perio

d

Sal

e/

Adju

stm

ent

As

at

31.0

3.20

17

As

at

31.0

3.20

17

As

at

31.0

3.20

16

Tan

gibl

e As

sets

B

uild

ing

9

50.0

3 -

-

9

50.0

3 6

4.27

1

6.85

-

8

1.12

8

68.9

1 8

85.7

6 C

ompu

ters

7

5.12

-

-

7

5.12

7

2.07

3

.05

-

75.

12

-

3.0

5 F

urni

ture

& F

ixtu

re

361

.86

-

-

361

.86

179

.19

40.

29

-

219

.47

142

.39

182

.67

Pla

nt &

Mac

hine

ry

181

.76

0.4

8 -

1

82.2

4 6

8.68

1

7.82

-

8

6.50

9

5.74

1

13.0

9 O

ffice

Equ

ipm

ent &

M

achi

nery

1

03.8

7 1

.76

-

105

.64

74.

37

13.

91

-

88.

27

17.

37

29.

51

Veh

icle

s*

405

.29

-

-

405

.29

211

.63

50.

00

-

261

.62

143

.67

193

.67

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al (A

) 2

,077

.93

2.2

4 -

2

,080

.18

670

.21

141

.92

-

812

.10

1,2

68.0

8 1

,407

.75

Inta

ngib

le A

sset

s C

ompu

ter S

oftw

are

380

.02

-

-

380

.02

211

.81

74.

92

-

286

.73

93.

29

168

.21

Tot

al (B

) 3

80.0

2 -

-

3

80.0

2 2

11.8

1 7

4.92

-

2

86.7

3 9

3.29

1

68.2

1

Inta

ngib

le A

sset

s un

der

Dev

elop

men

t -

2

8.75

2

8.75

-

-

-

-

2

8.75

-

T

otal

(C)

-

28.

75

-

28.

75

-

-

-

-

28.

75

-

Tot

al (A

+B+C

) 2

,457

.94

30.

99

-

2,4

88.9

5 8

82.0

2 2

16.8

5 -

1

,098

.83

1,3

90.1

2 1

,575

.96

Pre

viou

s ye

ar

2,6

11.9

0 8

.60

162

.55

2,4

57.9

5 6

42.3

2 2

48.2

4 8

.56

882

.00

1,5

75.9

6 1

99.5

8 (i)

Con

trac

tual

obl

igat

ions

Ref

er n

ote

36(b

) for

dis

clos

ure

of c

ontr

actu

al c

omm

itmen

ts fo

r the

acq

uisi

tion

of in

vest

men

t pro

pert

ies.

(ii) C

apita

lised

bor

row

ing

cost

The

bor

row

ing

cost

s ca

pita

lised

dur

ing

the

year

end

ed 3

1 M

arch

201

7: N

il (1

Apr

il 20

16: N

il)




FINANCIAL ASSETS(4). Investments (Non Current) (` in lakhs)

Particulars As at 31 March, 2018 As at 31 March, 2017 As at 1 April, 2016

No. of Shares Amount No. of

Shares Amount No. of Shares Amount

Investments in equity instruments - at costEquity investments in subsidiary : unquoted In Equity Shares of wholly owned Subsidiary Companies :-* CHD Infra Projects Private Limited 100,000 10.00 100,000 10.00 100,000 10.00 CHD Facility Management Private Limited 50,000 5.00 50,000 5.00 50,000 5.00 Delight Spirits Private Limited 50,000 5.00 50,000 5.00 50,000 5.00 Empire Realtech Private Limited 15,000 4,300.32 15,000 4,300.32 15,000 4,300.32 Golden Infracon Private. Limited 50,000 5.00 50,000 5.00 50,000 5.00 International Infratech Private Limited 915,455 1,030.02 915,455 1,030.02 915,455 1,030.02

In Equity Shares of Subsidiary Companies :-* CHD Blueberry Realtech Private Limited*** 40,000 4.00 40,000 4.00 40,000 4.00 CHD Elite Realtech Private Limited*** 40,000 4.00 40,000 4.00 40,000 4.00 CHD Hospitality Private Limited ** 10,000 1.00 10,000 1.00 10,000 1.00

Total 5,364.34 5,364.34 5,364.34 Aggregate amount of book value and market value of quoted investments - - -

Aggregate book value of unquoted investments 5,364.34 - 5,364.34 - 5,364.34 Aggregate amount of impairment in value of investments - - -

^ All the investment in equity shares of subsidiaries are measured as per Ind AS 27 ‘Separate Financial Statements’. # All equity shares have face value of ` 10 each, unless otherwise stated. * Including Nominee shares held by the shareholders. ** 99.71% of the Share held by CHD Infra Projects Private Limited which is wholly owned Subsidiary of CHD Developers Limited. *** 20.00% of the Share held by CHD Infra Projects Private Limited which is wholly owned Subsidiary of CHD Developers Limited. All these investments (being strategic in nature) are measured at fair value through other comprehensive income (‘FVOCI’). No dividend have been received from such investments during the year.

(5) Other Financial Assets (` in lakhs)

Particulars As at 31 March, 2018

As at 31 March, 2017

As at 1 April, 2016

(Unsecured, considered good unless otherwise stated)Security Deposit (Carried at fair value through amortised cost) 85.95 87.49 83.56 Doubtful - - -

85.95 87.49 83.56 Less : Impairment allowance for security deposits - - - Carried at fair value through amortised cost 85.95 87.49 83.56

(6) Deferred Tax Assets (Net) Deferred Tax Assets for the Year ended 31st March, 2018 has been provided on the estimated tax computation for the year. (` in lakhs)



As at 1 April, 2016

Deferred tax assets/ (liabilities) 93.43 17.41 (21.87)Transfer to Deferred tax liabilities - - 21.87 Deferred tax assets/ (liabilities), net 93.43 17.41 -


Notes to Standalone Financial Statements for the year ended March 31, 2018 (` in lakhs)

Movement in Deferred tax assets/ (liabilities) (net) Balance Sheet Statement of profit and loss

ParticularsAs at

31 March 2018

As at 31 March

2017

As at 1 April 2016

For the year ended

31 March 2018

For the year ended

31 March 2017

Deferred tax liabilitiesDTL/ (DTA) arising on account of Plant. Property and Equipments, Investment Property and other tangible assets - Depreciation & Amortization

(58.01) (13.22) 16.60 44.79 (29.83)

Gross deferred tax liability/ (assets) (58.01) (13.22) 16.60 44.79 (29.83)

Deferred tax assetsProvision for stock obsolescence - - - - - Provision for doubtful debts/ advances - - - - - Provision for retirement benefits 35.42 4.19 (5.26) (31.23) 9.45 Provision for contingencies - - - - - Other timing differences - - - - - Gross deferred tax asset/ (liability) 35.42 4.19 (5.26) (31.23) 9.45 Net deferred tax liability/ (assets) (93.43) (17.41) 21.87 76.02 (39.28)

Reflected in balance sheet as follows: (` in lakhs)

Particulars As at 31 March 2018


As at 1 April, 2016

Deferred tax assets 35.42 4.19 (5.26)Deferred tax liabilities 58.01 13.22 (16.60)Deferred tax assets/ (liabilities), net 93.43 17.41 (21.87)Transfer to Deferred tax (liabilities), net - - 21.87 Deferred tax assets (Net) 93.43 17.41 -

Reconciliation of deferred tax assets/ (liabilities) (net): (` in lakhs)

Particulars As at 31 March, 2018 As at 31 March, 2017 Balance at the beginning of the year 17.41 (21.87)Tax income /(expense) during the year recognised in profit & loss 79.91 37.22 Tax income /(expense) during the year recognised in OCI (3.90) 2.06 Balance at the end of the year 93.43 17.41

(7) Inventories (` in lakhs)



As at 1 April, 2016

(Valued at cost, unless otherwise stated) Land, Plots and Construction Work in progress, Development Rights 28,041.32 27,527.67 24,965.96

Total 28,041.32 27,527.67 24,965.96

^Inventories are Mortgaged as security for borrowings, refer note 15 for details During the year ended 31 March 2018, the Company has inventorized borrowing cost of ` 1775.66 Lakhs (31 March 2017:` 1507.53 lakhs and 1 April 2016: ` 1416.99 lakhs) to cost of real estate project under development.(8) Trade Receivables (` in lakhs)



As at 1 April, 2016

Unsecured, considered good Over six months - - - Trade receivables due from others 134.65 152.25 261.23

Total 134.65 152.25 261.23




Break up of trade receivables : (` in lakhs)



As at 1 April, 2016

Secured, considered good - - - Unsecured, considered good 134.65 152.25 261.23 Doubtful - - - Subsidiary companies - - -

134.65 152.25 261.23 Less : Impairment allowance for bad and doubtful debts - - - Total 134.65 152.25 261.23

(9) Cash and Cash Equivalents (` in lakhs)



As at 1 April, 2016

Cash and Cash equivalents a) Cash in hand 59.42 46.25 26.24 Balances with banks b) Balance with Banks - - -in current account 568.44 147.67 112.78 -in deposits account 308.93 616.40 855.11 (with maturity for 3 months or less from the reporting date) Total 936.79 810.32 994.13

(10) Other Bank Balances (` in lakhs)



As at 1 April, 2016

Earmarked bank balances Unclaimed dividend Bank account * 5.80 4.29 4.29 Bank deposits ** 1,225.26 960.01 1,369.01 (maturity exceeding 3 month but less than 12 months) Total 1,231.06 964.30 1,373.30

*Other Bank balance include ` 5.80 Lacs (P.Y. 4.29 Lacs) of unclaimed dividend not available for use with the Company. * * B a n k Deposit to the extent of ` 4.83 Crores (P.Y.4.35 Crores ) is towards deposit received from public.

(11) Other Financial assets (` in lakhs)



As at 1 April, 2016

Unsecured, considered good Carried at fair value through amortised cost Advance/Imprest to Employees 15.96 15.71 16.01 Loan & Advances to Related Parties Unsecured Considered good* 9,522.56 9,276.13 10,392.98 Loan & Advances to Others Unsecured Considered good* - - - others Interest receivable on deposits 5.82 16.50 12.93 Total 9,544.34 9,308.34 10,421.92

^See note no. 33 for details transaction with Related Parties. * Margin money given against bank guarantee in respect of projects in progress, statutory & other bodies



(12) Other Current Assets (` in lakhs)

Particulars Current



As at 1 April, 2016

Unsecured, considered good unless otherwise stated Capital advances - - -

Advances recoverable in cash or kind Unsecured considered good* 12,526.30 7,540.52 6,891.88 Considered doubtful - - -

Total 12,526.30 7,540.52 6,891.88

*Includes Advances to Contractor, Suppliers, Mob. Advances and duties/taxes etc.

(13) Equity Share Capital (` in lakhs)



As at 1 April, 2016

Authorized Equity share Capital 177,500,000 (31 March 2017: 117,500,000, 01 April 2016: 117,500,000) Equity Shares of ` 2/- each 3,550.00 2,350.00 2,350.00

Issued, subscribed and fully paid-up Equity shares 128,592,286 (31 March 2017: 113,592,286, 01 April 2016: 113,592,286) Equity Shares of ` 2/- each fully Paid up 2,571.85 2,271.85 2,271.85

Total Issued, subscribed and fully paid-up Equity share Capital 2,571.85 2,271.85 2,271.85

a. Reconciliation of the shares outstanding at the beginning and at the end of the reporting period

Equity shares (` in lakhs)

Particulars As at 31 March,

2018 As at 31 March,

2017 As at 1 April,

2016 No. of Shares No. of Shares No. of Shares

Equity shares at the beginning of the year 113,592,286 113,592,286 113,592,286 Add: Equity share issued During the year 15,000,000 - - Equity shares at the end of the year 128,592,286 113,592,286 113,592,286

b. Terms/rights attached to equity shares

i) The company has only one class of equity shares having a face value of ` 2/- per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees.

ii) During the year ended 31sr March, 2018 the amount per share final dividend for distribution to equity shareholder is NIL per equity share

of ` 2 each (P.Y. final dividend : 0.10 paisa per Share). iii) In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after

distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.




c. Details of shareholders holding more than 5% shares in the company (` in lakhs)

Equity shares of ` 2 each fully paid



As at 1 April, 2016

No. of Shares and % holding



Rajinder Kumar Mittal 21,583,550 21,583,550 21,583,550 16.78% 19.00% 19.00%

Gaurav Mittal 12,377,200 12,377,200 12,377,200 9.63% 10.90% 10.90%

Ruchie Mittal 13,500,000 13,500,000 13,500,000 10.50% 11.88% 11.88%

Anchal Mittal 6,060,000 6,060,000 6,060,000 4.71% 5.33% 5.33%

Radha Mittal 5,739,950 5,739,950 5,739,950 4.46% 5.05% 5.05%

Capital Institute of Competition Training Private Limited 15,985,115 15,985,115 15,985,115 12.43% 14.07% 14.07%

Ashish Rameshchandra Kacholia 7,250,000 - - 5.64% 0.00% 0.00%

Bengal Finance & Investment Pvt Ltd 7,250,000 - - 5.64% 0.00% 0.00%

d) Aggregate number of shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the date 31 March 2018 - Nill e) During the financial year 2017-18 the Company allotted 1.5 crore equity shares of face value of ̀ 2/- each and 4.5 crore warrants convertible in to equal number of equity share, at an issue price of ` 14.52 per equity share/ Warrant (including a premium of ` 12.52 per equity share/ warrant) on preferential basis.

i) Shares bought back during the financial year 2013-14 to 2017-18 The Company has not (during FY 2012-13 to 2016-17: Nil ) bought back any equity shares (of ` 2 each) pursuant to Section 68, 69 and 80 of the Companies Act,2013.

(14) Other Equity (` in lakhs)



As at 1 April, 2016

General Reserve 0.50 0.50 0.50

Money received against share warrants 1,633.50 - -

Capital Reserve 749.27 749.27 749.27

Securities Premium ReserveOpening Balance 1,655.63 1,655.63 1,655.63 Addition during the year 1,878.00 - - Closing Security Premium Reserve 3,533.63 1,655.63 1,655.63 Retained earningsAs per last Balance Sheet 7,380.59 6,965.23 6,121.54 Add: Profit for the year 96.40 527.71 885.23

7,476.99 7,492.94 7,006.77





As at 1 April, 2016

Less: Appropriations Proposed Dividend on Equity shares - 113.59 - Dividend Distribution Tax - 23.12 - P.Y. Income Tax Adjustment (4.96) (24.37) 41.54 Net surplus in the statement of Profit and Loss Account Before OCI 7,472.03 7,380.59 6,965.23 Opening Balance (5.93) - - During the year 7.88 (5.93) - Net surplus in the statement of Profit and Loss Account 1.95 (5.93) -

Total Other Equity 13,390.87 9,780.05 9,370.62

Nature and purpose of reserves Capital reserve Capital reserve was created under the previous GAAP out of the profit earned from a specific transaction of capital nature. Capital reserve is not available for the distribution to the shareholders. Securities premium reserve Securities premium reserve is created to record the premium received over and above the face value of shares at the time of issue of shares. The reserve is utilised in accordance with the provisions of the Act. General reserve The Company is required to create a general reserve out of the profits when the Company declares dividend to shareholders. Financial Liabilities(15) Borrowings (Non-Current) (` in lakhs)

Particulars Long Term Borrowings Short Term Borrowings



As at 1 April, 2016



As at 1 April, 2016

SECURED A) Term Loans From Bank 6,718.77 7,303.49 - 385.48 442.62 10.54 From Others 3,087.37 2,143.36 3,794.44 128.56 1,473.21 5,343.24

- - B) Vehicle Loans 19.71 - - 12.92 - 15.18

- - C) Bank Overdraft & Current Account 5,624.79 - - 1,498.04 3,066.21 568.00

- - UNSECURED - - A) Deposits - - - From Public 128.76 154.06 122.03 2,034.15 1,963.27 1,975.55 - From Shareholders 59.36 111.07 161.07 1,053.28 732.65 670.62 -From ICD - - - - 5.00 5.00

15,638.77 9,711.98 4,077.54 5,112.43 7,682.96 8,588.13 The above amount includes Secured borrowings 15,450.65 9,446.85 3,794.44 2,025.00 4,982.04 5,936.96 Unsecured borrowings 188.12 265.13 283.10 3,087.43 2,700.92 2,651.17

Net Amount 15,638.77 9,711.98 4,077.54 5,112.43 7,682.96 8,588.13

(14) Other Equity (Cont...) (` in lakhs)




Term Loans Repayment terms ( excluding current maturities) and security for the outstanding long term borrowings as on 31st March, 2018 From Banks i) Facility of ` 5749.55 lac with interest rate @ 11.50%, balance amount is repayble in 10 equal Quarterly installments starting from April

2019. The Loan is secured by way of : (a) First & Exclusive charge by way of equitable mortgage on land and building of Golf Avenue 106, CHD Vann & CHD Resortico

Project. (b) First charge by way of hypothecation of receivables, Current assets and movable fixed assets of Golf Avenue 106, CHD Vann & CHD

Resortico Project. (c) Personal Guarantee of two directors of the company . (d) Corporate Guarantee of one subsidiary company. ii) Facility of ` 969.22 lac with interest rate @ 12.75%, balance amount is repayble in 24 equal Monthly installments starting from Feb. 2020.

The Loan is secured by way of : (a) Equitable mortgage of land and building of M/s. International Infratech Pvt. Ltd. Situated at Sector-109, village Chauma,

Gurgaon (b) First & Exclusive charge on sold and unsold receivables of commercial project “ CHD Eway Towers” and structure present and

future. (c) Personal Guarantee of two directors of the company. (d) Corporate Guarantee of two subsidiary companies.

Bank Overdrafts i) Facility of ̀ 3384.79 lac with interest rate @ 11.05%, balance amount is repayble in 29 equal Monthly installment starting from April, 2019.

The Loan is secured by way of : (a) An exclusive charge on project land (33.90 Acres) at NH-1, Village Uchana, Sector-45, Karnal (b) Personal Guarantee of two directors of the company . ii) Facility of ` 2240.00 lac with interest rate @ 11.50%, balance amount is repayble in 10 equal Quarterly installments starting from April



Resortico Project. (c) Personal Guarantee of two directors of the company . (d) Corporate Guarantee of one subsidiary company. From Others i) Facility of ` 437.79 lac with interest rate @ 16.00%, balance amount is repayble in 19 Monthly installment starting from April, 2019. The

Loan is secured by way of : (a) Inventory of project “Lifestyle Prime floors, Lifestyle Grand floors and silver county villas” located at CHD City, Village Uchana, Sector 45,

Karnal. (b) An exclusive charge by way of hypothecation of scheduled receivables both present and future . (c) Personal Guarantee of two directors of the company. ii) Facility of ` 2649.59 lac with interest rate @ 15.75%, balance amount is repayble in 25 Monthly installments startinng from April.2019.

The Loan is secured by way of : (a) An exclusive charge on project land (38.32 Acre) together with all building and structures thereon, both present and future at NH-1, Village

Uchana, Sector-45, Karnal (b) An exclusive charge by way of hypothecation of scheduled receivables both present and future . (c) Personal Guarantee of two directors of the company . Vehicle Loan Vehicle loan of ` 35.00 lac with interest rate @ 11.05% is availed for car for period of three years paid monthly and secured against

hypothecation of vehicle. First Installment of ` 1.08 lac starts from 18th Sep, 2017.



DEPOSITS

a) The details of Interest on deposits are as follow: (` in lakhs)

Particulars Interest Rate

Public Shareholders Repayable after 6 month 10.50% 10.50% Repayable after 1 year 12.00% 12.00% Repayable after 2 year 12.25% 12.25% Repayable after 3 year 12.50% 12.50%

b) The maturity pattern of the Deposits are as follow: (` in lakhs)

Particulars F.Y. 2018-19 F.Y. 2019-20 F.Y. 2020-21 Total Shareholders Deposits 1,053.28 20.31 39.05 1,112.64 Public Deposits 2,034.15 70.87 57.89 2,162.91 Total 3,087.43 91.18 96.94 3,275.55

(16) Provisions (Non-Current) (` in lakhs)

Particulars Non- Current

As at 31 March, 2018 As at 31 March, 2017 As at 1 April, 2016 Provision for employee benefit Provision for Gratuity* 70.64 85.46 72.34 Provision for Leave Encashment* 24.90 35.47 31.52 Total 95.54 120.93 103.86

* For details on employee benefits, refer note 25

(17) Deferred Tax Liability (Net) Deferred Tax Liability for the Year ended 31st March, 2018 has been provided on the estimated tax computation for the year. (` in lakhs)

Particulars As at 31 March, 2018 As at 31 March, 2017 As at 1 April, 2016 Deferred Tax Liability * - - 21.87

Total - - 21.87

* See details in Note no. 6

(18) Trade Payables (` in lakhs)

Particulars As at 31 March, 2018 As at 31 March, 2017 As at 1 April, 2016 1) Micro, Small and Medium Enterprises* - - - 2) Amount Payable to Contractor/Suppliers/Others 1,411.05 3,447.74 2,394.94

Total 1,411.05 3,447.74 2,394.94

* The company has not received any information from its suppliers/ parties regarding the applicability of Micro, Small and Medium Enterprises Development Act, 2006. Hence, the information about Micro, Small and Medium Enterprises and other disclosures, if any relating to amounts unpaid as on 31st March, 2018 together with interest paid/ payable as required under Micro, Small and Medium Enterprises Development Act, 2006 is not available.




(19) Other Financial Liabilities (` in lakhs)

Particulars As at 31 March, 2018 As at 31 March, 2017 As at 1 April, 2016 1) Advance Against Project 5,313.31 5,259.88 10,199.36 2) Interest accrued on Term Loan and Deposits 129.09 132.91 238.78 3) Other Payable* 14,986.06 13,618.88 13,374.00 4) Security Deposit (Refundable)*** 485.09 682.94 742.77 5) Unclaimed Dividend** 5.80 4.29 4.29

Total 20,919.35 19,698.90 24,559.20

Terms and conditions of above trade payables and other financial liabilities: * Includes expenses payable, Retention payables, development charges & duties & taxes etc. **Not due for credit to ‘Investor Education and Protection Fund’ ***Includes Retention Money from Contractor, Supplier etc..

(20) Other Current Liabilities (` in lakhs)

Particulars Current

As at 31 March, 2018 As at 31 March, 2017 As at 1 April, 2016 Provision for employee benefit Provision for Gratuity 2.10 2.45 2.15 Provision for Leave Encashment 1.66 2.13 1.94

Total 3.76 4.58 4.09

(21) Provision (Current) (` in lakhs)

Particulars Current

As at 31 March, 2018 As at 31 March, 2017 As at 1 April, 2016 Other Provisions Provisions for Income Tax 67.36 307.08 540.17 Proposed Dividend - 113.59 - Dividend Distribution Tax - 23.12 -

Total 67.36 443.79 540.17

(22) Revenue from Operations (` in lakhs)

Particulars 2017-18 2016-17 Sales of Commercial/Resdential Flats,Shops, Houses and Plots 12,981.48 12,690.71

Total Revenue from operations 12,981.48 12,690.71

(23) Other Income (` in lakhs)

Particulars 2017-18 2016-17 Interest income 208.46 285.98 Other Revenue 61.10 167.61

Total 269.56 453.59



(24) Cost of land, plots, constructed properties, development rights (` in lakhs)

Particulars 2017-18 2016-17 Construction Cost of land, plots, constructed properties, development rights 10,051.46 9,169.57

Total Cost Of Construction 10,051.46 9,169.57

Cost of Construction of projects Basis of calculation Cost of construction includes cost of land (including cost of development rights/land under agreements to purchase), estimated internal development costs, external development charges, borrowing costs, overheads,construction costs and development/ Construction materials, which is charged to the statement of profit and loss based on the revenue recognized as explained in accounting policy for revenue from real estate projects above, in consonance with the concept of matching costs and revenue. Final adjustment is made on completion of the specific project.

(25) Employee Benefit Expense (` in lakhs)

Particulars 2017-18 2016-17 Salary, wages and bonus 665.16 641.13 Contribution to Provident Fund , ESIC & Other funds 72.28 76.84 Workmen and staff welfare expenses 17.45 37.67

Total 754.89 755.64

EMPLOYEE BENEFIT OBLIGATIONS a) Actuarial assumptions

For determination of the liability in respect of compensated absences, the Company has used following actuarial assumptions:

Particulars 31/03/2018 31/03/2017 01/04/2016a) Discounting Rate (%) 7.87 P.A. 7.43 P.A. 7.96 P.A. b) Salary Escalation Rate (%) 5.50 P.A. 5.50 P.A. 5.50 P.A. c) Expected Rate of Return on Assets (%) 0.00 P.A. 0.00 P.A. 0.00 P.A.

b) Demographic Assumptions Used to determine the Defined Benefit

Particulars 31/03/2018 31/03/2017 01/04/2016a) Retirement Age 60 Years 60 Years 60 Years b) Mortality Table IALM [2006 - 2008] IALM [2006 - 2008] IALM [2006 - 2008] c) Employee Turnover / Attrition Rate18 to 30 Years 5.00 5.00 5.0030 to 45 Years 3.00 3.00 3.00Above 45 Years 1.00 1.00 1.00

As the Company does not have any plan assets, the movement of present value of defined benefit obligation and fair value of plan assets has not been presented.These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount factors are determined close to each year-end by reference to government bonds of relevant economic markets and that have terms to maturity approximating to the terms of the related obligation. Other assumptions are based on management’s historical experience.




c) Breakup of Actuarial gain/loss: (` in lakhs)

Total Defined Benefit Cost/(Income) included in Profit & Loss and Other Comprehen-sive Income) 31/03/2018 31/03/2017

Amount recognized in P&L, End of Period 24.11 31.74 Amount recognized in OCI, End of Period (11.78) -- Total Net Defined Benefit Cost/(Income) 12.33 31.74

d) Sensitivity analysis for gratuity liability: (` in lakhs)

Sensitivity Analysis 31/03/2018 31/03/2017a) Impact of the change in discount ratePresent value of obligation at the end of the year 72.73 87.91 Defined Benefit Obligation – Discount Rate +100 Basis Points (8.30) (10.45)Defined Benefit Obligation – Discount Rate -100 Basis Points 9.78 12.39 b) Impact of the change in salary increasePresent value of obligation at the end of the year 72.73 87.91 Defined Benefit Obligation – Salary Escalation Rate +100 Basis Points 9.92 12.51 Defined Benefit Obligation – Salary Escalation Rate -100 Basis Points (8.55) (10.71)

*Sensitivities due to mortality and withdrawal are not material and hence impact of change not calculated.

e) Maturity Profile of Defined Benefit Obligation (` in lakhs)

Expected Cashflows for the Next Ten Years 31/03/2018 31/03/2017Year - 2017-2018 - 2.54 Year - 2018-2019 2.37 2.77 Year - 2019-2020 2.39 3.54 Year - 2020-2021 2.86 4.57 Year - 2021-2022 6.07 8.73 Year - 2022-2023/(P.Y.2023-2027) 5.04 83.40 Year - 2024 to 2028 72.95 -

91.67 105.55

f) Change in Defined Benefit Obligation (` in lakhs)

Particulars 31/03/2018 31/03/2017 Defined Benefit obligation, beginning of period 87.91 74.48 Interest Cost on DBO 6.92 5.53 Net Current Service Cost 11.90 18.22 Actual Plan Participants' Contributions -- -- Benefits Paid (27.51) (18.31)Past Service Cost 5.29 -- Changes in Foreign Currency Exchange Rates -- -- Acquisition /Business Combination / Divestiture -- -- Losses / (Gains) on Curtailments / Settlements -- -- Actuarial (Gain)/ Loss on obligation (11.78) 7.99 Defined Benefit Obligation, End of Period 72.73 87.91



g) Net Defined Benefit Cost/(Income) included in Statement of Profit & Loss at Period-End (` in lakhs)

Particulars 31/03/2018 31/03/2017 Service Cost 11.90 18.22 Net Interest Cost 6.92 5.53 Past Service Cost 5.29 -- Remeasurements* -- 7.99 Administration Expenses -- -- (Gain)/ Loss due to settlements / Curtailments /Terminations / DivestituresTotal Defined Benefit Cost/(Income) included in Profit & Loss 24.11 31.74

* OCI methodology is being adopted for the first time for March 2018 valuation.

h) Analysis of Amount Recognized in Other Comprehensive (Income)/Loss at Period - End (` in lakhs)

Particulars 31/03/2018 31/03/2017 Amount recognized in OCI, (Gain) / Loss Beginning -- -- Remeasurements Due to :1.Effect of Change in Financial Assumptions (4.10) -- 2.Effect of Change in Demographic Assumptions -- -- 3.Effect of Experience Adjustments (7.68) -- 4.(Gain)/ Loss on Curtailments/Settlements -- -- 5.Return on Plan Assets (Excluding Interest) -- -- 6.Changes in Asset Ceiling -- -- Total Remeasurements Recognised in OCI (11.78) -- Amount Recognized in OCI (Gain)/Loss, End of Period (11.78) --

i) Reconciliation of Balance Sheet Amount (` in lakhs)

Particulars 31/03/2018 31/03/2017 Balance Sheet (Asset)/ Liability, Beginning of Period 87.91 74.48 True-up -- -- Total Charge/ (Credit) Recognised in Profit and Loss 24.11 31.74 Total Remeasurements Recognised in OC (11.78) -- Acquisition /Business Combination / Divestiture -- -- Employer Contribution -- -- Benefits Paid (27.51) (18.31)Other Events -- -- Balance Sheet (Asset)/Liability, End of Period 72.73 87.91

j) Current/ Non Current Bifurcation (` in lakhs)

Particulars 31/03/2018 31/03/2017 Current liability 2.10 2.45 Non-Current liability 70.64 85.46 Net Liability 72.73 87.91




(26) Finance Costs (` in lakhs)

Particulars 2017-18 2016-17 Interest on Loan & other Expenses 915.49 902.62 Unwinding of Interest 47.51 70.95 Total 963.00 973.57

(27) Depreciation and amortization expense (` in lakhs)

Particulars 2017-18 2016-17 Depreciation on tangible assets 123.00 141.91 Amortisation of intangible assets 76.27 74.92 Total 199.27 216.83

(28) Other Expenses (` in lakhs)

Particulars 2017-18 2016-17 Audit Fees 5.00 5.00 Advertisement & Sale Promotion Expenses 207.07 187.80 Bank charges 7.93 7.72 Commission & Brokerage Expenses 104.96 236.45 Corporate Social Responsibility Expense 55.00 - Donation 76.04 101.03 General Expenses 67.67 50.83 Legal & Professional Expenses 204.70 150.87 Loss on sale/Discard of fixed assets 1.71 - Postage & Telephone Charges 75.32 89.97 Printing & Stationery 6.27 7.00 Power fuel & water 28.00 31.36 Rent, Rates & taxes 226.07 240.48 Repair & Maintenance - Building 22.41 - - Plant & Machinery 8.61 13.50 - Vehicles 13.30 7.76 - Others 36.31 38.29 Travelling Expenses 52.20 63.07

Total 1,198.57 1,231.13

a) Foreign Currency Transaction : (` in lakhs)

Particulars 2017-18 2016-17 Consultancy Expenses - 8.12 Others - 3.65 Total - 11.77



b) Payment to auditor (` in lakhs)

Particulars 2017-18 2016-17 As auditor: Statutory Audit Fee 5.00 5.00 Certification & Consultation Fee - - Taxation Fee - - Total 5.00 5.00

(29) Components of Other Comprehensive Income (OCI) (` in lakhs)

Particulars 2017-18 2016-17 Re-measurement losses on defined benefit plans 11.78 (7.99) Income tax effect (3.90) 2.06 Total 7.88 (5.93)

(30) Earnings Per Share (EPS) Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Company by the weighted average number of equity shares outstanding during the year. Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of equity shares outstanding during the year. The following reflects the income and share data used in the basic and diluted EPS computations :

Particulars 2017-18 2016-17 Net Profit/(Loss) after tax as per Statement of Profit & Loss attributable to equity share holders (in lakhs) 96.40 527.71

Weighted average number of equity shares outstanding for calculating:

- Basic EPS Total number of equity shares outstanding at the beginning of the year (in lakhs) 1135.92 1135.92 Total number of equity shares outstanding at the end of the year (in lakhs) 1285.92 1135.92 Weighted-average number of equity shares (in lakhs) 1148.42 1135.92

- Diluted EPS Weighted-average number of equity shares (in lakhs) 1,185.92 1,135.92

Face value per Equity Share - ` 2 each

Earning Per Share - Basic EPS 0.0839 0.4646 - Diluted EPS 0.0813 0.4646

* The Company has issued 450 lakhs share warrants. The Diluted earning per share for the year 31 March, 2018 has been adjusted with give effect to the issue of share warrants as required by Ind AS - 33




(31) Details of CSR Expenditure (` in lakhs)

Particulars 2017-18 2016-17 a) Gross amount required to be spend by the Company during the year 22.45 28.56

b) Amount spent during the year ended March 31, 2018 (i) Construction/acquisition of any asset - - (ii) On purpose other than (i) above 55.00 -

c) Amount spent during the year ended March 31, 2017 (i) Construction/acquisition of any asset - - (ii) On purpose other than (i) above - -

The Company has spent INR 55 lacs during the financial year as per the provisions of section 135 of the Companies Act, 2013 towards Corporate Social Responsibility (CSR) activities grouped under “other expenses” and was required to spend ` 22.45 towards CSR Activities during the year 2017-18. Further in the year 2016-17 the Company was not able to spent ` 28.55 lacs towards CSR Expenditure and the reasons for the same was disclosed in the director report of the Company also the Board then decided to spend all the unspent amount in the financial year 2017-18. Now in the year 2017-18 the Company have spent the CSR Expenditure of ` 28.55 lacs which was to be spent in the year 2016-17. (32) Segment Reporting In line with the provisions of Ind AS 108 - operating segments and basis the review of operations being done by the Board and the management, the operations of the Group fall under colonization and real estate business, which is considered to be the only reportable segment. The Group derives its major revenues from construction and development of real estate projects and its customers are widespread. The Group is operating in India which is considered as a single geographical segment. (33) Related Parties Disclosures: As per Indian Accounting Standard (Ind AS) 24 “Related Party Disclosure” the disclosure of transactions with the related parties are given below : i) List of Related parties where control exists and related parties with whom transactions have taken place and relationships :

Related Parties Nature of Relationship 1. CHD Blueberry Realtech Private Limited

Wholly owned Subsidiary Company

2. CHD Infra Projects Private Limited 3. CHD Facility Management Private Limited 4. CHD Hospitality Private Limited 5. CHD Elite Realtech Private Limited 6. Delight Spirits Private Limited 7. Empire Realtech Private Limited 8. Golden Infracon Private Limited 9. International Infratech Private Limited 1. Aadyant Education Private Limited

Significant Influence of Key Managerial Personnel

2. Armaan Global Private Limited 3. CHD Energy Private Limited 4. CHD Saaswork Software Private Limited * 5. CHD Skyone Developers Private Limited 6. Capital Institute of Competition Training Private Limited 7. CHD Agro Products Private Limited 8. Divine Townships Private Limited 9. Horizon Realtech Private Limited 10. CHD Retirement Township Private limited 1. Rajinder Kumar Mittal

Key Managerial Personnel & their Relatives

2. Gaurav Mittal 3. Ruchi Mittal 4. Radha Mittal 5. Naresh Kumar Sharma 6. Sachin Kumar

*CHD Saaswork Software Private Limited has been moved to strike off process wide application dated 24/07/2017.



ii) Transactions during the year with the Related Parties : (` in lakhs)

Nature of Transactions Subsidiaries KMP & their Relatives Significant influence of KMP Total

1. Loan & Advances -Given 839.79 - - 839.79

(2,700.73) - (8.30) (2,709.03) -

-Received 1,128.19 - - 1,128.19 (3,339.24) - (5.30) (3,344.54)

- 2. Remuneration paid - 179.39 - 179.39

- (285.92) - (285.92)

*Previous year figures have been given in (Parentheses)

iii) The above includes the following material transactions : (` in lakhs)

Transactions during the year Name of the entity 2017-18 2016-17

CHD Blueberry Realtech Private Limited - 22.50

Loan / Advances given

CHD Facility Management Private Limited 494.08 492.75 CHD Infra Projects Private Limited 69.09 369.95 CHD Hospitality Private Limited 147.95 618.11 Delight Spirits Private Limited 0.04 0.50 Golden Infracon Private Limited - 1.06 Empire Realtech Private Limited 128.63 1,194.86 International Infratech Private Limited - 1.00 CHD Skyone Developers Private Limited - 2.01 Divine Townships Private Limited - 1.26 Horizon Realtech Private Limited - 5.03 CHD Facility Management Private Limited 480.58 379.69

Loan / Advances Received

CHD infra Projects Private Limited 0.34 329.43 CHD Hospitality Private Limited 72.51 79.63 CHD Elite Realtech Private Limited - 30.00 Delight Spirits Private Limited - 1.80 Golden Infracon Private Limited - 253.07 Empire Realtech Private Limited 574.75 2,265.62 CHD Skyone Developers Private Limited - 1.01 Divine Townships Private Limited - 0.26 Horizon Realtech Private Limited - 4.03




iv) The maximum Balance of the Related Parties are as follow: (` in lakhs)

Name of the entity 2017-18 2016-17 CHD Blueberry Realtech Private Limited 1,573.87 1,574.29 Chd Facility Management Private Limited 191.39 157.76 Chd Infra Projects Private Limited 153.97 85.23 Chd Hospitality Private Limited 3,815.10 3,725.60 CHD Elite Realtech Private Limited 464.00 494.00 CHD Retirement Township Private Limited 534.83 534.83 Delight Spirits Private Limited 8.59 9.86 Golden Infracon Private Limited 1,676.75 1,928.75 Empire Realtech Private Limited 900.29 1,862.93 International Infratech Private Limited 788.77 788.77 Chd Skyone Developers Private Limited 1.00 1.51 Divine Townships Private Limited 1.00 1.00 Horizon Realtech Private Limited 1.00 1.00

v) Compensation of Key Managerial Persons: (` in lakhs)

Name of the entity 2017-18 2016-17 Short Term Benefits 179.39 285.92 Post Employement Benefits - - Other Long Term benefits - - Share Based Payments - - Temination Benefits - - Total 179.39 285.92

(34) Operating Lease The Breakup of the total future minimal lease Rental Expenses/ Income as per “ IND AS-17” is as follows: A. Lease Rental Expenses : (` in lakhs)

Particulars As at 31 March 2018 As at 31 March 2017 As at 01 April, 2016 A) Not later than one year 133.91 186.35 179.16 B) Two to Five years 413.46 782.09 555.39 C) More than Five Years - - -

Total 547.37 968.44 734.55

B. Lease Rental Incomes : (` in lakhs)

Particulars As at 31 March 2018 As at 31 March 2017 As at 01 April, 2016 A) Not later than one year 12.00 16.20 32.20 B) Two to Five years 48.00 64.80 162.60 C) More than Five Years 12.00 32.40 143.43

Total 72.00 113.40 338.23



(35) a) Contingent Liabilities & Commitments: (` in lakhs)

Particulars As at 31 March 2018 As at 31 March 2017 As at 01 April, 2016 1. Claims against the company not acknowledged as debt ^ 2,913.24 2,446.62 3,723.93 2. Guarantee issued by the Banks on behalf of the Company 1,646.06 2,225.06 1,908.09 3. Corporate gaurantee given to bank for providing loans / BG's to related Parties 113.32 270.11 756.09

* The Company has been advised that the demand is likely to be either delete or substantially reduced and accordingly no provision is considered necessary. ^ The impact of pending litigations on financial position has been considered

b) Capital and other commitments (` in lakhs)

Particulars As at 31 March 2018 As at 31 March 2017 As at 01 April, 2016 a. Capital commitments (for property, plant and equipment’s and investment properties) - - -

b) The Company has undertaken to provide continued financial support to certain subsidiaries/ associates as and when required.

- - -

c) Commitment regarding payments under development agreements with certain partnership firms where the Company or its subsidiaries are partner and certain third party entities with whom development agreements are in place.

- - -

(36) a. Donation Expense : During the year, the Company has donated ` 1.04 lacs (P.Y. 1.03 lacs) to various institutions/ parties. (36) b. Contribution to Political Parties : During the year, the Company has made contribution of ` 75 lacs (P.Y. 100 lacs) to political parties. (37) Remittance in Foreign Currencies for dividends The Company has remitted ` Nil (March 31,2017 :` Nil) in foreign currencies on account of dividends during the year and does not have information as to the extent to which remittance,if any ,in foreign currencies on accunt of dividens have been made by/on behalf of non resident shareholders. (38) First time adoption of Ind AS These financial statements, for the year ended March 31, 2018, are the first, the Company has prepared in accordance with Ind AS. For periods up to and including the year ended March 31, 2017, the Company prepared its financial statements in accordance with accounting standards notified under section 133 of, the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 (Indian GAAP). Accordingly, the Company has prepared financial statements which comply with Ind AS applicable for periods ending on 31 March 2018, together with the comparative period data as at and for the year ended 31 March 2017, as described in the summary of significant accounting policies. In preparing these financial statements, the Company’s opening balance sheet was prepared as at 1 April 2016, the Company’s date of transition to Ind AS. This note explains the principal adjustments made by the Company in restating its Indian GAAP financial statements, including the balance sheet as at 1 April 2016 and the financial statements as at and for the year ended 31 March 2017. A) Exemptions and exceptions applied a) Ind AS optional exemptions i) Ind AS 101 allows a first-time adopter to continue with the carrying value for all of its property, plant and equipment as recognised in the previous GAAP financial statement as deemed cost at the transition date. This exemption can also be used for intangible assets covered by Ind AS 38. Accordingly, the Company has elected to measure property, plant and equipment and other intangible assets at their previous GAAP carrying value. ii) Appendix C to Ind AS 17 requires an entity to assess whether a contract or arrangement contains a lease. In accordance with Ind AS 17, this assessment should be carried out at the inception of the contract or arrangement. However, the Company has used Ind AS 101 exemption and assessed all arrangements based for embedded leases based on conditions in place as at the date of transition. b) Ind AS mandatory exemptions The estimates at 1 April 2016 and at 31 March 2017 are consistent with those made for the same dates in accordance with previous GAAP (after adjustments to reflect any differences in accounting policies), unless there is objective evidence that those estimates were in error.




B) R

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.

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7 an

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017




I) Defined benefit liabilities Both under Indian GAAP and Ind AS, the Company recognised costs related to its post-employment defined benefit plan on an actuarial basis. Under Indian GAAP, the entire cost, including actuarial gains and losses, are charged to profit or loss. Under Ind AS, remeasurements (comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets excluding amounts included in net interest on the net defined benefit liability) are recognised immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI. Thus the employee benefit cost is reduced by INR 7.99 lakhs and remeasurement gains/ losses on defined benefit plans has been recognized in the OCI net of tax. II) Deferred tax Indian GAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period. Ind AS 12 requires entities to account for deferred taxes using the balance sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base. In addition, the various transitional adjustments lead to temporary differences. According to the accounting policies, the Company has to account for such differences. Deferred tax adjustments are recognised in correlation to the underlying transaction either in retained earnings or a separate component of equity. On the date of transition, the net impact on deferred tax liabilities is of ` 3.03 lakhs (31 March 2017: `-2.05 lakhs). III) Other comprehensive income Under Indian GAAP, the Company has not presented other comprehensive income (OCI) separately. Hence, it has reconciled Indian GAAP profit or loss to profit or profit or loss as per Ind AS. Further, Indian GAAP profit or loss is reconciled to total comprehensive income as per Ind AS. IV) Statement of cash flows The transition from Indian GAAP to Ind AS has not had a material impact on the statement of cash flows. 39. Standards issued but not yet effective The amendments to standards that are issued, but not yet effective, up to the date of issuance of the Company’s financial statements are disclosed below. The Company intends to adopt these standards, if applicable, when they become effective. The Ministry of Corporate Affairs (MCA) has issued the Companies (Indian Accounting Standards) Amendment Rules, 2017 and Companies (Indian Accounting Standards) Amendment Rules, 2018 amending the following standard: Ind AS 115- Revenue from Contracts with Customers Ind AS 115 was notified on 28 March 2018 and establishes a five-step model to account for revenue arising from contracts with customers. Under Ind AS 115, revenue is recognised at an amount that reflects the consideration to which an entity expects to be entitled in exchange for transferring goods or services to a customer. The new revenue standard will supersede all current revenue recognition requirements under Ind AS. Either a full retrospective application or a modified retrospective application is required for annual periods beginning on or after 1 April 2018. The Company will adopt the new standard on the required effective date using the modified retrospective method. The Company is in the process of implementing Ind AS 115 relating to the recognition of revenue from contracts with customers and continues to evaluate the changes to accounting system and processes, and additional disclosure requirements that may be necessary. A reliable estimate of the quantitative impact of Ind AS 115 on the financial statements will only be possible once the implementation project has been completed. (40) Financial Risk Management objectives and policies The Company’s principal financial liabilities comprise of borrowings, trade and other payables, security deposits received from dealers/customer. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assets include investments, security deposits, trade receivables, loan to employee, other receivables and cash and cash equivalents that derive directly from its operations. The Company is exposed to market risk, credit risk and liquidity risk. The Company’s senior management oversees the management of these risks. The Company’s senior management is supported by Finance department that advises on financial risks and the appropriate financial risk governance framework for the Company. The Finance department provides assurance to the Company’s senior management that the Company’s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company’s policies and risk objectives. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below. The Audit Committee oversees how management monitors compliance with risk management policy and procedures and procedures, and reviews the adequacy of risk management framework in relation to the risk faced by the Company. The Audit Committee is assisted in its role by Internal Audit. a) Market Risk Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include borrowings, deposits and FVTPL investments.



The sensitivity analysis in the following sections relate to the position as at 31 March 2018 and 31 March 2017. The analysis exclude the impact of movements in market variables on: the carrying values of post-retirement obligations and provisions. The following assumptions have been made in calculating the sensitivity analysis: The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at 31 March 2018 and 31 March 2017. i) Interest rate risk Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. ii) Interest rate sensitivity The Company is not exposed to the risk of changes in market interest rates, since the rate of interest for the loans availed by the Company is fixed rate interest. iii) Price risk Commodity price risk: As the Company is not engaged in business of commodities which are traded in recognized commodity exchanges, commodity risk is not applicable. Equity price risk: Since the Company has not made any investment in any listed/ unlisted securities during the year or at the year end, equity price risk is not applicable. iv) Foreign Currency Risk The Company has “Nil” international transactions and is not exposed to foreign exchange risk arising from foreign currency transactions.

Foreign Currency Transaction : (` in lakhs)

Particulars 31st March, 2018 31st March, 2017 01st April, 2016 Consultancy Expenses - 8.12 29.20 Others - 3.65 17.23 Borrowings in foreign currency - - -

Total - 11.77 46.43

b) Credit risk Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including balances lying with banks and financial institutions, foreign exchange transactions and other financial instruments.

Trade receivables Customer credit risk is managed by the Company’s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. Outstanding customer receivables are regularly monitored. Based on the past trend of recoverability of outstanding trade receivables, the Company has not incurred material losses on account of bad debts. Hence, no adjustment has been made on account of Expected Credit Loss (ECL) model.” Financial instruments and cash deposits Credit risk from balances with banks is managed by the Company’s treasury department in accordance with the Company’s policy. Investments of surplus funds are made only with approved counterparties. Credit risk on cash and cash equivalents is limited as the Company generally invests in deposits/ mutual funds with the Banks/ financial institutions with high credit ratings assigned by the international/ domestic credit rating agencies.




c) Liquidity risk The Company’s objective is to maintain a balance of continuity of funding and flexibility through the use of short term and long term loans and borrowings. The Company’s management reviews the liquidity position on an ongoing basis. The below table summarized the maturity profiles of the Companies financial liabilities based on the contractual undiscounted payments:

Maturity profile of financial liabilitiesAs at 31 March 2018

Particulars Borrowing current Borrowing non-current Trade payables Other financial

liabilities Total

Carrying Amount 5,112.43 15,638.77 1,411.05 20,919.35 43,081.59 Contractual cash flows 5,112.43 15,638.77 1,411.05 20,919.35 43,081.59 Maturity profile - On Demand - - - 485.09 485.09 6 months or less 5,112.43 - 1,411.05 20,434.26 26,957.73 6-12 months - - - - - 1-2 years - 15,638.77 - - 15,638.77 2-5 years - - - - -

As at 31 March 2017


liabilities Total

Carrying Amount 7,682.96 9,711.98 3,447.74 19,698.90 40,541.58 Contractual cash flows 7,682.96 9,711.98 3,447.74 19,698.90 40,541.58 Maturity profile - - - - - On Demand - - - 682.94 682.94 6 months or less 7,682.96 - 3,447.74 19,015.96 30,146.66 6-12 months - - - - - 1-2 years - - - - - 2-5 years - 9,711.98 - - 9,711.98

As at 01 April 2016


liabilities Total

Carrying Amount - 4,077.54 2,394.94 24,559.20 31,031.68 Contractual cash flows - 4,077.54 2,394.94 24,559.20 31,031.68 Maturity profile - - - - - On Demand - - - - - 6 months or less - - 2,394.94 24,559.20 26,954.14 6-12 months - - - - - 1-2 years - - - - - 2-5 years - 4,077.54 - - 4,077.54

(41) Capital management a) For the purpose of the Company’s capital management, capital includes issued equity capital, and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company’s capital management is to maximise the shareholder value. b) The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company includes within net debt, borrowings, trade and other payables, less cash and cash equivalents. c) Credit Analysis & Research Limited has assigned the following credit rating. 1. CARE BBB (FD) for the Fixed Deposit Programme of the Company for an amount of ` 38.15 Crores. 2. CARE BBB for the long term bank facilities of Company amounting to ` 128 Crores.



Particulars 31 March 2018 31 March 2017 1 April 2016Long term borrowings (Note 15) 15,638.77 9,711.98 4,077.54 Short term borrowings (Note 15) 5,112.43 7,682.96 8,588.13 Interest accrued on Long term debt (Note 19) 129.09 132.91 238.78 Less : Cash and cash equivalent (Note 9) (936.79) (810.32) (994.13)Less: Other bank balances (Note 10) 1,225.26 (960.01) (1,369.01)Net debts* 18,718.23 15,757.53 10,541.31

Capital ComponentsEquity 2,571.85 2,271.85 2,271.85 General reserve 0.50 0.50 0.50 Share Warrants 1,633.50 - - Capital Reserve 749.27 749.27 749.27 Securities Premium Reserve 3,533.63 1,655.63 1,655.63 Reserve and Surplus 7,473.97 7,374.66 6,965.23 Total Capital 15,962.72 12,051.90 11,642.47 Capital and Net debts 35,906.22 28,769.43 23,552.79

Gearing Ratio 125% 139% 102%

* Net debt = non-current borrowings + current borrowings + current maturities of non-current borrowings + interest accrued – cash and cash equivalents. No changes were made in the objectives, policies or processes for managing capital during the years ended 31 March 2017 and 31 March 2018

(42) (i) Fair value Set out below, is a comparison by class of the carrying amounts and fair value of the Company’s financial instruments, other than those with carrying amounts that are reasonable approximations of fair values: (` in lakhs)

ParticularsCarrying Value Fair value

31 March 2018

31 March 2017

1 April 2016

31 March 2018

31 March 2017

1 April 2016

Financial AssetsAt Amortized CostInvestment 5,364.34 5,364.34 5,364.34 5,364.34 5,364.34 5,364.34 Other Non Current Financial Assets 85.95 87.49 83.56 85.95 87.49 83.56 Trade Receivables 134.65 152.25 261.23 134.65 152.25 261.23 Cash & Cash Equivalents 936.79 810.32 994.13 936.79 810.32 994.13 Other Bank Balances 1,231.06 964.30 1,373.30 1,231.06 964.30 1,373.30 Other Current Financial Assets 9,544.34 9,308.34 10,421.92 9,544.34 9,308.34 10,421.92

At Amortized CostFinancial LiablitiesBorrowings 15,638.77 9,711.98 4,077.54 15,638.77 9,711.98 4,077.54 Trade Payables 1,411.05 3,447.74 2,394.94 1,411.05 3,447.74 2,394.94 Other Financial Liablities 20,919.35 19,698.90 24,559.20 20,919.35 19,698.90 24,559.20

The management assessed that cash and cash equivalent, trade receivables, trade payables, other liabilities, other assets and borrowings approximates their carrying amount at fair value. The fair value of Current Financial Assets and Liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following method and assumptions were used to estimate the fair value :




The fair value of unquoted investments are based on book-value as on the reporting date.ii) Fair value hierarchy (` in lakhs)

Particulars31 March 2018 31 March 2017 01 April 2016

Carrying Value Fair Value Carrying

Value Fair Value Carrying Value Fair Value

Level - 3Financial assetInvestments 5,364.34 5,364.34 5,364.34 5,364.34 5,364.34 5,364.34 Other Financial Assets 85.95 85.95 87.49 87.49 83.56 83.56

Financial LiabilitiesBorrowings 15,638.77 15,638.77 9,711.98 9,711.98 4,077.54 4,078

(43) The accompanying notes are an integral part of the standalone financial statements. (44) The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses. (45) Company has transferred ` 92,492 /- (P.Y. ` 16,352/- ) to the Investor Education and Protection Fund during the F.Y. 2017-18. However, there is no amount pending to be transferred to Inverstor Education and Protection Fund as on 31.03.2018. (46) The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses. (47) Some of the Balances of the Debtors, Creditors, Advances and loan are Subject to Confirmation/ Reconciliation. (48) Previous year’s figures have been regrouped/rearranged, wherever necessary, to confirm this year’s classifications.

For AMRG & Associates For and on behalf of the Board of DirectorsChartered Accountants Firm Registration Number: 004453N CA. Madhu Mohan Rajinder Kumar Mittal Gaurav Mittal Partner Chairman Managing DirectorMembership No.: 082938 DIN: 00015146 DIN: 00052968 Place: New Delhi Naresh Kumar Sharma Sachin KumarDate: 30/05/2018 Chief Financial Officer Company Secretary


Independent Auditor’s ReportTO THE MEMBERS OF CHD DEVELOPERS LIMITED

REPORT ON THE CONSOLIDATED IND AS FINANCIAL STATEMENTS We have audited the accompanying Consolidated Ind AS Financial Statements of CHD DEVELOPERS LIMITED (hereinafter referred to as “the Holding Company”) and its subsidiaries (the Holding Company and its subsidiaries together referred to as “the Group”), comprising of the Consolidated IND AS Balance Sheet as at 31st March, 2018, the Consolidated IND AS Statement of Profit and Loss (including Other Comprehensive Income), the Consolidated Cash Flow Statement and the Consolidated Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information (hereinafter referred to as “THE CONSOLIDATED IND AS FINANCIAL STATEMENTS”).

MANAGEMENT’S RESPONSIBILITY FOR THE CONSOLIDATED IND AS FINANCIAL STATEMENTSThe Holding Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these Consolidated Ind AS Financial statements that give a true and fair view of the consolidated financial position, consolidated financial performance including other comprehensive income , consolidated cash flows and Consolidated Statement of change in equity of the Group in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Companies Act, 2013 read with Companies (Indian Accounting Standard) Rules, 2015, as amended.

The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Consolidated IND AS Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the Consolidated Ind AS Financial Statements by the Board of Directors of the Holding Company, as aforesaid. AUDITORS’ RESPONSIBILITYOur responsibility is to express an opinion on these Consolidated Ind AS Financial Statements based on our audit.

While conducting the audit, we have taken into account the provisions of the Act, the Indian Accounting standards (IND AS) and Standards on Auditing and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit in accordance with the Standards on

Auditing, issued by the Institute of Chartered Accountants of India, as specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether these consolidated Ind AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the consolidated Ind AS financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Holding Company’s preparation of the consolidated Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Holding Company’s Board of Directors, as well as evaluating the overall presentation of the consolidated Ind AS financial statements.We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the consolidated Ind AS financial statements.

OPINIONIn our opinion and to the best of our information and according to the explanations given to us, the aforesaid consolidated Ind AS financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India including Ind AS , of the consolidated state of affairs of the Group, as at March 31, 2018, and their consolidated profit and their consolidated cash flows and the consolidated changes in equity for the year ended on that date.

OTHER MATTERSThe company has prepared separate sets of Consolidated Financial Statements of the Company for the year ended March 31, 2017 and March 31, 2016 was prepared in accordance with Accounting Standards prescribed under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 (as amended) on which we issued auditor’s reports to the shareholders of the Company dated May 30, 2017 and May 30, 2016, respectively. These financial statements have been adjusted for the differences in the accounting principles adopted by the Company on transition to Ind AS, which have also been audited by us. Our opinion is not modified in respect of this matter.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS1. As required by Section 143(3) of the Act, based on our audit, we

report that:

a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated Ind AS financial statements.




b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated Ind AS financial statements have been kept so far as it appears from our examination of those books.

c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), Consolidated Statement of Changes in Equity and the Consolidated Cash Flow Statement dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the Consolidated Ind AS Financial Statements.

d) In our opinion, the aforesaid consolidated Ind AS financial statements comply with the Indian Accounting Standards prescribed under Section 133 of the Companies Act, 2013 read with Companies (Indian Accounting standard) Rules, 2015 (as amended).

e) On the basis of the written representations received from the directors of the Holding Company as on March 31, 2018 taken on record by the Board of Directors of the Holding Company and our report of the subsidiary company, none of the directors of Group companies is disqualified as on 31st March, 2018 from being appointed as a director in terms of Section 164 (2) of the Act.

f) With respect to the adequacy of the internal financial controls over financial reporting and the operating effectiveness of such controls; refer to our separate report in “Annexure A”, which is based on the auditors’ reports of the Holding and its subsidiary company. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of Internal financial controls over financial reporting of those companies for the reasons stated therein.

g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us:

i. The consolidated Ind AS financial statements disclose the impact of pending litigations on the consolidated financial position of the Group. Refer Note 36 to the consolidated Ind AS financial statements

ii. The Group did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses. Refer Note no. 17, 22 & 46 to the Consolidated financial statements;

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Holding Company and there were no amounts which were required to be transferred to the Investor Education and Protection Fund by its subsidiary company incorporated in India. Refer Note 47 to the Consolidated Ind AS financial statements;


FRN: 004453N

CA MADHU MOHANPlace: New Delhi (Partner)Date: May 30, 2018 Membership No. 082938


“ANNEXURE A” TO THE INDEPENDENT AUDITORS’ REPORT ON THE CONSOLIDATED IND AS FINANCIAL STATEMENTS OF CHD DEVELOPERS LIMITED

(Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory Requirements’ of our report of even date)

Report on the Internal Financial Controls Over Financial Reporting Under Clause (I) Of Sub-Section 3 Of Section 143 Of The Companies Act, 2013 (“The Act”) In conjunction with our audit of the Consolidated Ind As Financial Statements of the CHD Developers Limited (referred to as “the Holding Company”) and its subsidiaries, (the Holding Company and its subsidiaries together referred to as “the Group”), for the year ended 31st March 2018, we have audited the internal financial controls over financial reporting (“IFCOFR”) of the Holding Company and its subsidiary companies as of that date.

MANAGEMENT’S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLSThe respective Board of Directors of the Holding Company and its subsidiaries company, are responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by these entities, considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the Guidance Note) issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to respective company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

AUDITORS’ RESPONSIBILITYOur responsibility is to express an opinion on the internal financial controls over financial reporting (IFCOFR) of the Holding Company and its subsidiary companies incorporated in India as aforesaid, based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both issued by Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the consolidated Ind AS financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained and are sufficient and appropriate to provide a basis for our audit opinion on the Holding Company and its subsidiaries incorporated in India, internal financial controls system over financial reporting.

MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTINGA Company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and procedures that

(1) Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(2) Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and

(3) Provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements.

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTINGBecause of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

OPINIONIn our opinion, to the best of our information and according to the explanations given to us the Holding Company and its subsidiaries companies which are incorporated in India, have, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2018, based on the internal control over financial reporting criteria established by the respective companies, considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.


FRN: 004453N CA MADHU MOHANPlace: New Delhi (Partner)Date: May 30, 2018 Membership No. 082938





Notes to Consolidated Financial Statements for the year ended March 31, 2018

1. CORPORATE INFORMATION The Consolidated Financial Statements of CHD Developers Limited (the Parent Company) comprises of the financials of the parent

company and its subsidiaries companies (together referred to as the ‘Group’). The principle activity of the Group and its subsidiaries consist of real estate developer engaged in the business of township and residential/commercial complexes, facility management and hospitality services.

2. SIGNIFICANT ACCOUNTING POLICIES 2.1 Basis Of Preparation And Presentation The consolidated financial statements have been prepared on the historical cost basis except for the following assets and liabilities

which have been measured at fair value amount:

i) Certain financial assets and liabilities,

ii) Defined benefit plan’s

The consolidated financial statements of the Group have been prepared to comply with the Indian Accounting standards (‘Ind AS’), including the rules notified under the relevant provisions of the Companies Act, 2013.

The Consolidated Financial Statements comprises of CHD Developers Ltd and all its subsidiaries, being the entities that controls. Controls are assessed in accordance with the requirement of Ind AS 110 - Consolidated Financial Statement .

These consolidated financial statements are the Group`s first Ind AS consolidated financial statements. The figures for the previous period have been restated, regrouped and reclassified wherever required to comply with the requirement of Indian Accounting Standard and Schedule III.

The Company’s consolidated financial statements are presented in Indian Rupees (` ) and all values are rounded to the nearest lakhs except when otherwise indicated.

2.2 Principles Of Consolidation The consolidated financial statements relate to CHD Developers Limited (‘the Company’) and its subsidiary companies. The consolidated

Ind AS financial statements have been prepared on the following basis:

a. The financial statements of the Company and its subsidiaries are combined on a line by line basis by adding together like items of assets, liabilities, equity, incomes, expenses and cash flows, after fully eliminating intra-group balances and intra-group transactions.

b. Profits or losses resulting from intra-group transactions that are recognised in assets, such as inventory and property, plant & equipment, are eliminated in full.

c. Offset (eliminate) the carrying amount of the parent’s investment in each subsidiary and the parent’s portion of equity of each subsidiary.

d. Goodwill represents the difference between the company’s share in the Net worth of the subsidiaries and cost of acquisition at each point of time of making the investment in the subsidiaries.

e. The consolidated IND AS financial Statements have been prepared using uniform accounting policies for like transactions and other events in similar circumstances.

f. The difference between the proceeds from disposal of investment in subsidiaries and the carrying amount of its assets less liabilities as on the date of disposal is recognised in the Consolidated Statement of Profit and Loss being the profit or loss on disposal of investment in subsidiary.

g. Non-Controlling Interest’s share of profit / loss of consolidated subsidiaries for the year is identified and adjusted against the income of the group in order to arrive at the net income attributable to shareholders of the Company.

h. Non-Controlling Interest’s share of net assets of consolidated subsidiaries is identified and presented in the Consolidated Balance Sheet separate from liabilities and the equity of the Company’s shareholders.

2.3 Other Significant Accounting Policies These are set out under “Significant Accounting Policies” as given (Note- 2) in the Company’s standalone financial statements.


Consolidated Balance Sheet as at 31st March, 2018 (` in lakhs)

Particulars Notes 31 March 2018 31 March 2017 01 April 2016 ASSETSNon-current assets Property, Plant and Equipment 3 6,337.73 6,417.23 6,560.23 Capital Work-in-Progress 3 423.12 423.12 401.90 Goodwill 3 3,182.62 3,182.62 3,182.62 Other Intangible Assets 3 60.77 93.29 168.21 Intangible Assets under development 3 - 28.75 - Financial Assets i) Investments 4 4,072.66 4,067.56 4,080.24 ii) Other Financial Assets 5 85.95 87.50 83.56 Deferred Tax Assets (net) 6 178.93 88.31 47.93

14,341.78 14,388.39 14,524.69 Current Assets Inventories 7 31,322.78 31,207.73 29,158.35 Financial assets i) Trade Receivables 8 298.11 525.10 562.56 ii) Cash and Bank Balances 9 1,107.13 967.42 1,177.36 iii) Other Bank Balances 10 1,233.46 966.70 1,375.70 iv) Other Financial Assets 11 559.61 35.21 510.27 Other Current assets 12 16,678.49 11,599.44 11,450.75

51,199.58 45,301.59 44,234.99

Total Assets 65,541.36 59,689.98 58,759.68

EQUITY AND LIABILITIESEquity Equity Share Capital 13 2,571.85 2,271.85 2,271.85 Other Equity 14 13,876.73 10,239.08 9,632.03

16,448.58 12,510.93 11,903.88

Non Controlling Interest - - -

Non-Current Liabilities Financial Liabilities i) Borrowings 15 15,638.77 9,711.98 4,187.54 Other Non-Current Liabilities 16 1,927.77 2,011.82 3,367.40 Provisions 17 103.02 127.75 108.63 Deferred tax Liabilities (net) 18 0.46 4.02 26.25

17,670.02 11,855.57 7,689.82 Current Liabilities Financial liabilities i) Borrowings 15 5,112.43 7,793.09 9,030.41 ii) Trade Payables 19 1,810.47 3,815.36 2,856.43 iii) Other Financial Liabilities 20 24,398.96 23,185.47 26,637.59 Other Current Liabilities 21 4.07 4.81 4.29 Provisions 22 96.84 524.75 637.26

31,422.76 35,323.48 39,165.98

Total Equity & Liablities 65,541.36 59,689.98 58,759.68 Significant accounting policies 2

The accompanying notes (2-50) form an integral part of the Consolidated Ind-AS Financial Statements This is the Consolidated Balance Sheet referred to our report of even date For AMRG & Associates For and on behalf of the Board of DirectorsChartered Accountants Firm Registration Number: 004453N CA. Madhu Mohan Rajinder Kumar Mittal Gaurav Mittal Partner Chairman Managing DirectorMembership No.: 082938 DIN: 00015146 DIN: 00052968 Place: New Delhi Naresh Kumar Sharma Sachin KumarDate: May 30, 2018 Chief Financial Officer Company Secretary


Consolidated Statement of Profit & Lossfor the year ended 31st March, 2018 (` in lakhs)Particulars Notes 31 March 2018 31 March 2017 Revenue a) Revenue from Operations 23 14,559.79 14,738.79 b) Other Income 24 439.58 548.90

14,999.37 15,287.69 Expenses Cost of Land, Plots, Constructed Properties, Development Rights 25 10,450.05 9,819.56 Employee Benefits Expense 26 841.78 853.61 Finance Costs 27 965.45 1,017.37 Depreciation and Amortization Expenses 28 203.69 222.26 Other Expenses 29 2,427.88 2,483.48

14,888.85 14,396.28

Profit/(loss) before Exceptional Item and Tax 110.52 891.42 Exceptional Items (Net) - - Profit/(loss) before tax 110.52 891.42

Tax Expense Income tax 85.64 367.36 Mat Credit available (1.02) - Deferred tax (98.07) (62.60) Total Tax Expense (13.45) 304.76

Profit/(loss) for the year from Continuing Operations 123.97 586.66

Other Comprehensive Income (OCI) 30 a) Items that will not be reclassified to profit and loss -Remeasurements gains/(losses) of the defined benefit obligation 11.78 (7.99)

b) Income tax relating to items that will not be reclassified to profit and loss -Income tax on remeasurements of gains / (losses) of the defined benefit obligation

(3.90) 2.06

Total Other comprehensive Income / (loss) 7.88 (5.93) Total comprehensive income / (loss) for the period 131.85 580.73

Earnings per equity share of face value ` 2 each 31 Basic (in INR) Computed on the basis of total profit for the year 0.11 0.52

Diluted (in INR) Computed on the basis of total profit for the year 0.10 0.52

Significant accounting policies 2

The accompanying notes (2-50) form an integral part of the Consolidated Ind-AS Financial Statements This is the Consolidated statement of Profit and Loss referred to our report of even date For AMRG & Associates For and on behalf of the Board of DirectorsChartered Accountants Firm Registration Number: 004453N CA. Madhu Mohan Rajinder Kumar Mittal Gaurav Mittal Partner Chairman Managing DirectorMembership No.: 082938 DIN: 00015146 DIN: 00052968 Place: New Delhi Naresh Kumar Sharma Sachin KumarDate: 30/05/2018 Chief Financial Officer Company Secretary

107ANNUAL REPORT2017-18 107ANNUAL REPORT2017-18


Consolidated Cash Flow Statementfor the year ending 31st March, 2018 (` in lakhs)Sl.No. Particulars 2017-18 2016-17 A Cash Flow From Operating Activities:

Net Profit Before Tax 123.33 883.43 Adjustments to reconcile profit before tax to net cash flows: Depreciation and amortization expense 203.69 222.26 Loss on sale of Fixed Assets 1.71 - Previous Year Tax Adjustment 5.70 25.41 Interest Paid 965.45 1,017.37 Interest Received (213.07) (285.98) Adjustment Due to Consolidation (11.41) 137.63 Gain on sale of Mutual Fund -

952.07 1,116.68 Operating Profit before Working Capital Changes 1,075.40 2,000.11 Adjustments for: Increase / (Decrease) in Trade Payables (2,004.89) 958.93 Increase / (Decrease) in provisions (11.53) 2.25 Increase / (Decrease) in net employee benefit obligation (0.75) 0.52 Increase / (Decrease) in non-current net employee benefit obligation (24.73) 19.11 Increase / (Decrease) in Financial & Other Liablities 1,213.49 (3,452.12) Decrease / (increase) in trade receivables 226.99 37.46

Decrease / (increase) in inventories (115.05) (2,049.38) Decrease / (increase) in Financial Assets & Other Assets (5,870.22) 735.37

(6,586.69) (3,747.86) Cash generated from Operations (5,511.29) (1,747.75) Direct Taxes paid (365.30) (616.78) Net Cash Flow from Operating Activities (5,876.59) (2,364.53)

B Cash Flow From Investing Activities

Acquisition of property, plant and equipment, intangible assets and capital work in progress (68.64) (54.30) Proceeds from property, plant and equipment, intangible assets and capital work in progress 4.00 Investment in immovable property (5.09) 12.67 Interest received 213.07 285.98 Net Cash Flow from Investing Activities 143.34 244.35

C Cash Flow From Financing Activities

Proceeds from issue of equity share capital 300.00 - Proceeds from issue of share warrants 1,633.50 - Procceds from security premium 1,878.00 - Payments of dividends (113.59) - Payments of dividend distribution tax (23.12) - Interest Paid (965.45) (1,017.37) Receipt/(Payment) of non-current liab (84.04) (1,355.59) Receipt/(Payment) of Security deposit 1.55 (3.94) Proceeds from Short term borrowings (2,680.66) (1,237.32) Proceeds from Long term borrowings 5,926.78 5,524.44 Net Cash Flow from Financing Activities 5,872.97 1,910.22

Net Increase in Cash and Cash Equivalents 139.72 (209.96)

Cash & Cash Equivalents as at beginning of the year 967.42 1,177.36

Cash & Cash Equivalents at the close of the year (Refer Note No. 9) 1,107.14 967.42

Cash and cheques on hand 79.87 71.32 Balances with scheduled banks: - on current accounts 651.80 213.22 - Deposit with original maturity of less than three months 375.46 682.88

1,107.13 967.42 The accompanying notes (2-50) form an integral part of the Consolidated Ind-AS Financial Statements A) The above cash flow statement has been prepared under the “Indirect Method” as stated in Indian Accounting Standard - 7 B) Figures In brackets indicates cash outflow. This is the Consolidated Cash Flow referred to in our report of even date For AMRG & Associates For and on behalf of the Board of DirectorsChartered Accountants Firm Registration Number: 004453N CA. Madhu Mohan Rajinder Kumar Mittal Gaurav Mittal Partner Chairman Managing DirectorMembership No.: 082938 DIN: 00015146 DIN: 00052968 Place: New Delhi Naresh Kumar Sharma Sachin KumarDate: May 30, 2018 Chief Financial Officer Company Secretary




Consolidated Statement of Changes in Equityfor the year ending 31st March, 2018

A. Equity Share Capital (` in lakhs)

Particulars As at 1, April 2016


As at 31 March 2017


As at 31 March 2018

Equity shares of INR 2 each issued, sub-scribed and fully paid 2,271.85 - 2,271.85 300.00 2,571.85

B. Other EquityFor the year ended 31st March 2018

(` in lakhs)

Particulars

Reserve and surplusOther

compre-hensive income*

Non Controlling

Interest

Total EquityGeneral

reservesCapital Reserve

Securities Premium Reserve

Money received against

share war-rants

Retained earnings

Balance as at 1 April 2016 42.75 749.27 1,655.63 - 7,933.66 - - 10,381.30 Addition during the year - - - - 749.69 - - 749.69 Adjustment due to consolida-tion (749.27)

Proposed Dividend on Equity shares - - - - (113.59) - - (113.59)

Dividend Distribution Tax - - - - (23.12) - - (23.12)Other comprehensive income - - - - - (5.93) - (5.93)Balance as at 31 March 2017 42.75 - 1,655.63 - 8,546.64 (5.93) - 10,988.34 Balance as at 1 April 2017 42.75 - 1,655.63 - 8,546.64 (5.93) - 10,239.08 Addition during the year - - 1,878.00 1,633.50 118.27 - - 3,629.77 Proposed Dividend on Equity shares - - - - - - - -

Dividend Distribution Tax - - - - - - - - Other comprehensive income - - - - - 7.88 - 7.88 Balance as at 31 March 2018 42.75 - 3,533.63 1,633.50 8,664.91 1.95 - 13,876.73

* Other comprehensive income represents remeasurement losses of defined benefit plans. Summary of significant accounting policies The accompanying notes are an integral part of the Consolidated financial statements.


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re

364

.87

0.9

9 -

3

65.8

6 2

20.9

9 3

9.47

-

2

60.4

6 1

05.4

0 1

43.8

8 O

ffice

Equ

ipm

ent &

Ma-

chin

ery

101

.65

2.5

6 -

1

04.2

1 8

4.72

7

.25

-

91.

97

12.

24

16.

93

Pla

nt &

Mac

hine

ry

209

.37

-

-

209

.37

100

.51

17.

21

-

117

.72

91.

65

108

.86

Veh

icle

s 4

17.9

6 5

0.09

1

3.96

4

54.0

9 2

65.9

6 4

6.64

8

.24

304

.35

149

.74

152

.00

Lan

d at

Sita

rgan

j 5

,126

.59

-

-

5,1

26.5

9 -

-

-

-

5

,126

.59

5,1

26.5

9

Tot

al (A

) 7

,247

.88

53.

64

13.

96

7,2

87.5

6 8

30.6

5 1

27.4

2 8

.24

949

.83

6,3

37.7

3 6

,417

.23

Inta

ngib

le A

sset

s C

ompu

ter S

oftw

are

380

.02

43.

75

-

423

.77

286

.73

76.

27

-

363

.00

60.

77

93.

29

Tot

al (B

) 3

80.0

2 4

3.75

-

4

23.7

7 2

86.7

3 7

6.27

-

3

63.0

0 6

0.77

9

3.29

Goo

dwill

-

-

-

-

-

-

-

-

3

,182

.62

3,1

82.6

2

Tot

al (C

) -

-

-

-

-

-

-

-

3

,182

.62

3,1

82.6

2

Inta

ngib

le A

sset

s un

der

Deve

lopm

ent

28.

75

15.

00

43.

75

-

-

-

-

-

-

28.

75

Tot

al (D

) 2

8.75

1

5.00

4

3.75

-

-

-

-

-

-

2

8.75

T

otal

(A+B

+C+D

) 7

,656

.65

112

.39

57.

71

7,7

11.3

3 1

,117

.38

203

.69

8.2

4 1

,312

.83

9,5

81.1

2 9

,721

.89

Pre

viou

s ye

ar

7,6

23.5

6 3

3.09

-

7

,656

.65

895

.12

222

.26

-

1,1

17.3

8 9

,721

.89

9,9

11.0

6

b

) Cap

ital W

ork

in P

roge

ss

The

cha

nges

in th

e ca

rryi

ng v

alue

of c

apita

l wor

k-in

-pro

gres

s fo

r the

yea

r end

ed 3

1 M

arch

201

8 ar

e as

follo

ws:

(`

in la

khs)

Desc

riptio

nGr

oss

Bloc

k

As a

t 01.

04.2

017

Add

ition

D

ispo

sal

As a

t 31.

03.2

018

Gro

ss A

mou

nt

423

.12

-

-

423

.12

Les

s: a

mou

nt re

late

d to

inve

stm

ent p

rope

rty

-

-

-

-

Net

am

ount

rela

ted

to p

rope

rty,

pla

nt a

nd e

quip

men

t 4

23.1

2 -

-

4

23.1

2

* Ve

hicl

es a

re ta

ken

on fi

nanc

e le

ase;

mon

thly

inst

allm

ents

are

pai

d as

per

agr

eed

term

s an

d co

nditi

ons.

(i) C

ontr

actu

al o

blig

atio

ns R

efer

not

e 36

(b) f

or d

iscl

osur

e of

con

trac

tual

com

mitm

ents

for t

he a

cqui

sitio

n of

inve

stm

ent p

rope

rtie

s.

(ii) C

apita

lised

bor

row

ing

cost

The

bor

row

ing

cost

s ca

pita

lised

dur

ing

the

year

end

ed 3

1 M

arch

201

8 w

as N

il (3

1 M

arch

201

7: N

il )




3 (ii

)

a)

PRO

PERT

Y, P

LAN

T AN

D EQ

UIP

MEN

T, C

APIT

AL W

ORK

IN P

ROGR

ESS,

INTA

NGI

BLE

ASSE

TS A

ND

INTA

NGI

BLE

ASSE

TS U

NDE

R DE

VELO

PMEN

T

Th

e ch

ange

s in

the

carr

ying

val

ue o

f pro

pert

y, Pl

ant a

nd E

quip

men

t for

the

year

end

ed 3

1 M

arch

201

7 ar

e as

follo

w:

(`

in la

khs)

Part

icul

ars

Gros

s Bl

ock

Depr

ecia

tion

Net

Blo

ck A

s at

01

.04.

2016

A

dditi

on d

ur-

ing

the

year

S

ale/

Ad

just

men

t A

s at

31

.03.

2017

A

s at

01

.04.

2016

F

or th

e Pe

riod

S

ale/

Ad

just

men

t A

s at

31

.03.

2017

A

s at

31

.03.

2017

A

s at

31

.03.

2016

T

angi

ble

Asse

ts

Bui

ldin

g 9

50.0

3 -

-

9

50.0

3 6

4.27

1

6.85

-

8

1.12

8

68.9

1 8

85.7

6 C

ompu

ters

7

7.42

-

-

7

7.42

7

3.92

3

.46

-

77.

37

0.0

4 3

.50

Fur

nitu

re &

Fix

ture

3

64.8

7 -

-

3

64.8

7 1

80.3

6 4

0.63

-

2

20.9

9 1

43.8

8 1

84.5

1 O

ffice

Equ

ipm

ent &

Ma-

chin

ery

99.

88

1.7

6 -

1

01.6

5 6

5.46

1

9.26

-

8

4.72

1

5.17

3

4.42

Pla

nt &

Mac

hine

ry

208

.89

0.4

8 -

2

09.3

7 8

4.56

1

5.94

-

1

00.5

1 1

08.8

6 1

24.3

3 V

ehic

les

417

.96

-

-

417

.96

214

.75

51.

20

-

265

.96

153

.77

203

.20

Lan

d at

Sita

rgan

j 5

,124

.50

2.1

0 -

5

,126

.59

-

-

-

-

5,1

26.5

9 5

,124

.50

Tot

al (A

) 7

,243

.54

4.3

3 -

7

,247

.88

683

.32

147

.34

-

830

.65

6,4

17.2

3 6

,560

.23

Inta

ngib

le A

sset

s C

ompu

ter S

oftw

are

380

.02

-

-

380

.02

211

.81

74.

92

-

286

.73

93.

29

168

.21

Tot

al (B

) 3

80.0

2 -

-

3

80.0

2 2

11.8

1 7

4.92

-

2

86.7

3 9

3.29

1

68.2

1

Goo

dwill

-

-

-

-

-

-

-

-

3

,182

.62

3,1

82.6

2

Tot

al (C

) -

-

-

-

-

-

-

-

3

,182

.62

3,1

82.6

2

Inta

ngib

le A

sset

s un

der

Deve

lopm

ent

-

28.

75

-

28.

75

-

-

-

-

28.

75

-

Tot

al (D

) -

2

8.75

-

2

8.75

-

-

-

-

2

8.75

-

T

otal

(A+B

+C+D

) 7

,623

.56

33.

08

-

7,6

56.6

5 8

95.1

2 2

22.2

6 -

1

,117

.38

9,7

21.8

9 9

,911

.06

Pre

viou

s ye

ar

6,8

32.1

1 9

54.0

0 1

62.5

5 7

,623

.56

650

.81

252

.87

8.5

6 8

95.1

2 9

,911

.06

9,7

64.4

8

b

) Cap

ital W

ork

in P

roge

ss

The

cha

nges

in th

e ca

rryi

ng v

alue

of c

apita

l wor

k-in

-pro

gres

s fo

r the

yea

r end

ed 3

1 M

arch

201

7 ar

e as

follo

ws:

(`

in la

khs)

Desc

riptio

nGr

oss

Bloc

k

As a

t 01.

04.2

016

Add

ition

D

ispo

sal

As a

t 31.

03.2

017

Gro

ss A

mou

nt

401

.90

21.

22

-

423

.12

Les

s: a

mou

nt re

late

d to

inve

stm

ent p

rope

rty

-

-

-

-

Net

am

ount

rela

ted

to p

rope

rty,

pla

nt a

nd e

quip

men

t 4

01.9

0 2

1.22

-

4

23.1

2

(i) C

ontr

actu

al o

blig

atio

ns R

efer

not

e 36

(b) f

or d

iscl

osur

e of

con

trac

tual

com

mitm

ents

for t

he a

cqui

sitio

n of

inve

stm

ent p

rope

rtie

s.

(ii

) Cap

italis

ed b

orro

win

g co

st T

he b

orro

win

g co

sts

capi

talis

ed d

urin

g th

e ye

ar e

nded

31

Mar

ch 2

017:

Nil

(1 A

pril

2016

: Nil)



4. Investments (Non Current) (` in lakhs)



As at 1 April, 2016

Long Term, Unquoted investments Investment in Immovable property 4,072.66 4,067.56 4,080.24

Total 4,072.66 4,067.56 4,080.24

Particulars of investments held in subsidiaries with respect to percentage of shareholding

Name of Entity Principal place of business

Proportion of own-ership (%) as at 31

March, 2018

Proportion of own-ership (%) as at 31

March, 2017

Proportion of ownership (%) as at 01 April, 2016

In Equity Shares of wholly owned Subsidiary Companies :-* CHD Infra Projects Private Limited India 100% 100% 100% CHD Facility Management Private Limited India 100% 100% 100% Delight Spirits Private Limited India 100% 100% 100% Empire Realtech Private Limited India 100% 100% 100% Golden Infracon Private. Limited India 100% 100% 100% International Infratech Private Limited India 100% 100% 100%

In Equity Shares of Subsidiary Companies :-* CHD Blueberry Realtech Private Limited*** India 20% 20% 20% CHD Elite Realtech Private Limited*** India 80% 80% 80% CHD Hospitality Private Limited ** India 0.29% 0.29% 0.29%

^ All the investment in equity shares of subsidiaries, associates are measured as per Ind AS 27 ‘Separate Financial Statements’. # All equity shares have face value of ` 10 each unless otherwise stated * Including Nominee shares held by the shareholders. ** 99.71% of the Share held by CHD Infra Projects Private Limited which is wholly owned Subsidiary of CHD Developers Limited. *** 20.00% of the Share held by CHD Infra Projects Private Limited which is wholly owned Subsidiary of CHD Developers Limited. 5) Other Financial Assets (` in lakhs)

Particulars Non-current



As at 1 April, 2016

(Unsecured, considered good unless otherwise stated)Security Deposit (Carried at fair value through amortised cost) 85.95 87.49 83.56 Doubtful - - -

85.95 87.49 83.56 Less : Impairment allowance for security deposits - - - Carried at fair value through amortised cost 85.95 87.49 83.56

6) Deferred Tax Assets Deferred Tax Assets for the Year ended March 31, 2018 has been provided on the estimated tax computation for the year.

(` in lakhs)



As at 1 April, 2016

Deferred Tax Assets 178.93 88.31 47.93

Total 178.93 88.31 47.93




Movement in Deferred tax assets/ (liabilities) (` in lakhs)

Particulars

Balance Sheet Statement of profit and loss

As at 31 March

2018

As at 31 March

2017

As at 1 April 2016

For the year ended

31 March 2018

For the year ended

31 March 2017

Deferred tax liabilitiesDTL/ (DTA) arising on account of Plant. Property and Equipments, Investment Property and other tangible assets - Depreciation & Amortization

(143.51) (84.12) (53.20) (59.38) (30.93)

Gross deferred tax liability (143.51) (84.12) (53.20) (59.38) (30.93)

Deferred tax assetsProvision for stock obsolescence - - - - - Provision for doubtful debts/ advances - - - - - Provision for retirement benefits 35.42 4.19 (5.26) (31.23) 9.45 Provision for contingencies - - - - - Other timing differences - - - - - Gross deferred tax asset/ (liability) 35.42 4.19 (5.26) (31.23) 9.45 Net deferred tax liability/ (assets) (178.93) (88.31) (47.93) (28.15) (40.38)

Reflected in balance sheet as follows: (` in lakhs)



As at 1 April, 2016

Deferred tax assets (178.93) (88.31) (47.93)Deferred tax liabilities 0.46 4.02 26.25

(178.46) (84.29) (21.68)

Reconciliation of deferred tax assets/ (liabilities) (net): (` in lakhs)

Particulars As at 31 March, 2018 As at 31 March, 2017 Balance at the beginning of the year(net) (84.29) (21.68)Tax income /(expense) during the year recognised in profit/loss 98.07 (62.60)Tax income /(expense) during the year recognised in OCI (3.90) 2.06 Other timing differences - 2.04 Balance at the end of the year(net) (178.46) (84.29)

(7) Inventories (` in lakhs)



As at 1 April, 2016

(Valued at cost, unless otherwise stated) Land, Plots and Construction Work in progress, Development Rights 31,322.78 31,207.73 29,158.35

Total 31,322.78 31,207.73 29,158.35

^ Inventories have been pledged as security for borrowings, refer note 15 for details *During the year ended 31 March 2018, the Company has inventorized borrowing cost of ` 1775.66 Lakhs (31 March 2017:` 1507.53 lakhs and 1 April 2016: ` 1416.99 lakhs) to cost of real estate project under development.



(8) Trade Receivables (` in lakhs)



As at 1 April, 2016

Unsecured, considered good Over six months - - - Trade receivables due from others 298.11 525.10 562.56

Total 298.11 525.10 562.56

Break up of trade receivables : (` in lakhs)



As at 1 April, 2016

Secured, considered good - - - Unsecured, considered good 298.11 525.10 562.56 Doubtful - - - Subsidiary companies - - -

298.11 525.10 562.56 Less : Impairment allowance for bad and doubtful debts - - - Total 298.11 525.10 562.56

(9) Cash and Cash Equivalents (` in lakhs)



As at 1 April, 2016

Cash and Cash equivalents a) Cash in hand 79.87 71.32 49.36 Balances with banks b) Balances with banks -in current account 651.80 213.22 208.09 -in deposits account 375.46 682.88 919.91 (with maturity for 3 months or less from the reporting date) Net Amount 1,107.13 967.42 1,177.36

(10) Other Bank Balances (` in lakhs)



As at 1 April, 2016

Cash and Cash equivalents b) Unclaimed dividend account 5.80 4.29 4.29 a) Fixed Deposit with Banks * 1,227.66 962.41 1,371.41 (maturity exceeding 3 month but less than 12 months) Net Amount 1,233.46 966.70 1,375.70

*Other Bank balance include ` 5.80 Lacs (P.Y. 4.29 Lacs) of unclaimed dividend not available for use with the Company. **Bank Deposit to the extent of `4.83 Crores (P.Y.4.35 Crores ) is towards deposit received from public.




(11) Other Financial assets (` in lakhs)



As at 1 April, 2016

Unsecured, considered good Carried at fair value through amortised costAdvance to employees 15.96 15.71 16.01 Loan & Advances to Related PartiesUnsecured Considered good* Loan & Advances to OthersUnsecured Considered good* 537.84 3.00 481.33 Others Unsecured considered good 5.82 16.50 12.93

Total 559.61 35.21 510.27

^See note no. 34 for details transaction with Related Parties. * Margin money given against bank guarantee in respect of projects in progress, statutory & other bodies

(12) Other Current Assets (` in lakhs)

Particulars Current



As at 1 April, 2016

Advances recoverable in cash or kind Unsecured considered good* 16,678.49 11,599.44 11,450.75 Considered doubtful - - -

Total 16,678.49 11,599.44 11,450.75

*Includes Advances to Contractor, Suppliers, Mob. Advances and duties/taxes etc.

(13) Share Capital (` in lakhs)



As at 1 April, 2016

Authorized Equity share Capital 177,500,000 (31 March 2017: 117,500,000, 01 April 2016: 117,500,000) Equity Shares of ` 2/- each 3,550.00 2,350.00 2,350.00

Issued, subscribed and fully paid-up Equity shares 128,592,286 (31 March 2017: 113,592,286, 01 April 2016: 113,592,286) Equity Shares of `2/- each fully Paid up 2,571.85 2,271.85 2,271.85

Total issued, subscribed and fully paid-up share capital 2,571.85 2,271.85 2,271.85

a. Reconciliation of the shares outstanding at the beginning and at the end of the reporting period



Equity shares

Particulars As at 31 March,

2018 As at 31 March,

2017 As at 1 April,

2016 No. of Shares No. of Shares No. of Shares

At the beginning of the period 113,592,286 113,592,286 113,592,286 Equity Share Issued During the year 15,000,000 - - Outstanding at the end of the period 128,592,286 113,592,286 113,592,286

b. Terms/rights attached to equity shares i) The Holding company has only one class of equity shares having a par value of ` 2/- per share. Each holder of equity shares is entitled

to one vote per share. The Holding Company declares and pays dividend in Indian Rupees. ii) During the year ended 31sr March, 2018 the amount per share final dividend for distribution to equity shareholder by holding company is

NIL per equity share of ` 2 each (P.Y. final dividend : 0.10 paisa per Share). iii) In the event of liquidation , the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of

all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

c. Details of shareholders holding more than 5% shares in the holding company (` in lakhs)

Equity shares of ` 2 each fully paid



As at 1 April, 2016




Rajinder Kumar Mittal 21,583,550 21,583,550 21,583,550 16.78% 19.00% 19.00%

Gaurav Mittal 12,377,200 12,377,200 12,377,200 9.63% 10.90% 10.90%

Ruchie Mittal 13,500,000 13,500,000 13,500,000 10.50% 11.88% 11.88%

Anchal Mittal 6,060,000 6,060,000 6,060,000 4.71% 5.33% 5.33%

Radha Mittal 5,739,950 5,739,950 5,739,950 4.46% 5.05% 5.05%

Capital Institute of Competition Training Private Limited 15,985,115 15,985,115 15,985,115 12.43% 14.07% 14.07%

Ashish Rameshchandra Kacholia 7,250,000 - - 5.64% - -

Bengal Finance & Investment Pvt Ltd 7,250,000 - - 5.64% - -

d) Aggregate number of shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the date 31 March 2018 - NIL

e) During the financial year 2017-18 the holding company allotted 1.5 crore equity shares of face value of ` 2/- each and 4.5 crore warrants

convertible in to equal number of equity shares, at an issue price of ` 14.52 per equity share/ Warrant (including a premium of ` 12.52 per equity share/ warrant) on preferential basis.

i) Shares bought back during the financial year 2013-14 to 2017-18 Nil (during FY 2012-13 to 2016-17: Nil ) equity shares of ` 2 each bought back pursuant to Section 68, 69 and 80 of the Companies

Act,2013.




(14) Other Equity (` in lakhs)



As at 1 April, 2016

General Reserve As per last Balance Sheet 42.75 42.75 42.75 Add: Transfer from Profit & Loss Account - - - Closing Balance 42.75 42.75 42.75

Money received against share warrants 1,633.50 - -

Capital Reserve

As per last Balance Sheet - - 749.27 Add: Adjustment due to consolidation - - (3,931.89)

- - (3,182.62) Transfer to Goodwill (Note 3) - - 3,182.62

Securities Premium Reserve As per Last Balance Sheet 1,655.63 1,655.63 1,655.63 Addition during the year 1,878.00 - - Closing Security Premium Reserve 3,533.63 1,655.63 1,655.63

Profit and Loss Account As per last Balance Sheet 8,546.64 7,933.66 7,076.27 Add: Adjustment due to consolidation (11.41) 137.63 2.30 Profit for the year 123.97 586.66 896.46

8,659.20 8,657.95 7,975.03 Less: Appropriations Proposed Dividend on Equity shares - 113.59 - Dividend Distribution Tax - 23.12 - P.Y. Income Tax Adjustment (5.70) (25.41) 41.37 Net surplus in the statement of Profit and Loss Account Before OCI 8,664.91 8,546.64 7,933.66

Other Comprehensive Income As per last Balance Sheet (5.93) - - During the year 7.88 (5.93) - Net surplus in the statement of Profit and Loss Account 1.95 (5.93) -

Total Other Equity 13,876.73 10,239.08 9,632.03

Nature and purpose of reserves Capital reserve Capital reserve was created under the previous GAAP out of the profit earned from a specific transaction of capital nature. Capital reserve is not available for the distribution to the shareholders. Securities premium reserve Securities premium reserve is created to record the premium received over and above the face value of shares at the time of issue of shares. The reserve will be utilised in accordance with provisions of the Act. General reserve The Holding company may create a general reserve out of the profits when the Company declares dividend to shareholders.



(15) Borrowings (` in lakhs)

Particulars As at 31 March, 2018 As at 31 March, 2017 As at 31 March, 2016

Non Current Current Non Current Current Non Current Current SECURED LOANS

A) Term Loans From Bank 6,718.77 385.48 7,303.49 552.75 110.00 451.35 From Others 3,087.37 128.56 2,143.36 1,473.21 3,794.44 5,343.24

B) Vehicle Loans 19.71 12.92 - - - 16.64

C) Bank Overdraft & Current Account 5,624.79 1,498.04 - 3,066.21 - 568.00

UNSECURED LOAN A) Deposits - From Public 128.76 2,034.15 154.06 1,963.27 122.03 1,975.55 - From Shareholders 59.36 1,053.28 111.07 732.65 161.07 670.62 - ICD - - - 5.00 - 5.00

15,638.77 5,112.43 9,711.98 7,793.09 4,187.54 9,030.41 The above amount includes Secured borrowings 15,450.65 2,025.00 9,446.85 5,092.17 3,904.44 6,379.24 Unsecured borrowings 188.12 3,087.43 265.13 2,700.92 283.10 2,651.17

Net amount 15,638.77 5,112.43 9,711.98 7,793.09 4,187.54 9,030.41

Term Loan Repayment terms ( excluding current maturities) and security for the outstanding long term borrowings as on 31st March, 2018

From Banks i) Facility of ` 5749.55 lac with interest rate @ 11.50%, balance amount is repayble in 10 equal Quarterly installments starting from April



Resortico Project. (c) Personal Guarantee of two directors of the company . (d) Corporate Guarantee of one subsidiary company. ii) Facility of ` 969.22 lac with interest rate @ 12.75%, balance amount is repayble in 24 equal Monthly installments starting from Feb. 2020.

The Loan is secured by way of : (a) Equitable mortgage of land and building of M/s. International Infratech Pvt. Ltd. Situated at Sector-109, village Chauma,

Gurgaon (b) First & Exclusive charge on sold and unsold receivables of commercial project “ CHD Eway Towers” and structure present and

future. (c) Personal Guarantee of two directors of the company. (d) Corporate Guarantee of two subsidiary Companies.

Bank Overdrafts i) Facility of ̀ 3384.79 lac with interest rate @ 11.05%, balance amount is repayble in 29 equal Monthly installment starting from April, 2019.

The Loan is secured by way of : (a) An exclusive charge on project land (33.90 Acres) at NH-1, Village Uchana, Sector-45, Karnal (b) Personal Guarantee of two directors of the company .




ii) Facility of ` 2240.00 lac with interest rate @ 11.50%, balance amount is repayble in 10 equal Quarterly installments starting from April 2019. The Loan is secured by way of :

(a) First & Exclusive charge by way of equitable mortgage on land and building of Golf Avenue 106, CHD Vann & CHD Resortico Project.

(b) First charge by way of hypothecation of receivables, Current assets and movable fixed assets of Golf Avenue 106, CHD Vann & CHD Resortico Project.

(c) Personal Guarantee of two directors of the company . (d) Corporate Guarantee of one subsidiary companies. From Others i) Facility of ` 437.79 lac with interest rate @ 16.00%, balance amount is repayble in 19 Monthly installment starting from April, 2019. The

Loan is secured by way of : (a) Inventory of project “Lifestyle Prime floors, Lifestyle Grand floors and silver county villas” located at CHD City, Village Uchana, Sector 45,

Karnal. (b) An exclusive charge by way of hypothecation of scheduled receivables both present and future . (c) Personal Guarantee of two directors of the company. ii) Facility of ` 2649.59 lac with interest rate @ 15.75%, balance amount is repayble in 25 Monthly installments starting from April.2019.The

Loan is secured by way of : (a) An exclusive charge on project land (38.32 Acre) together with all building and structures thereon, both present and future at NH-1, Village

Uchana, Sector-45, Karnal. (b) An exclusive charge by way of hypothecation of scheduled receivables both present and future . (c) Personal Guarantee of two directors of the company . Vehicle Loan Vehicle loan of ` 35.00 lac with interest rate @ 11.05% is availed for car for period of three years paid monthly and secured against

hypothecation of vehicle. First Installment of ` 1.08 lac starts from 18th Sep, 2017.

DEPOSITS

a) The details of Interest on deposits are as follow: (` in lakhs)

Particulars Interest Rate

Public Shareholders Repayable after 6 month 10.50% 10.50% Repayable after 1 year 12.00% 12.00% Repayable after 2 year 12.25% 12.25% Repayable after 3 year 12.50% 12.50%

b) The maturity pattern of the Deposits are as follow: (` in lakhs)

Particulars F.Y. 2018-19 F.Y. 2019-20 F.Y. 2020-21 Total Shareholders Deposits 1,053.28 20.31 39.05 1,112.64 Public Deposits 2,034.15 70.87 57.89 2,162.91 Total 3,087.43 91.18 96.94 3,275.55

(16) Other Non Current Liabilities (` in lakhs)

Particulars As at 31 March, 2018 As at 31 March, 2017 As at 1 April, 2016 Security Refundable 1,002.03 965.87 969.35 Others 925.74 1,045.95 2,398.05

Total 1,927.77 2,011.82 3,367.40



(17) Provisions (Non-Current) (` in lakhs)

Particulars Non- Current

As at 31 March, 2018 As at 31 March, 2017 As at 1 April, 2016 Provision for Employee Benefit Provision for Gratuity* 75.84 90.13 75.79 Provision for Leave Encashment* 27.18 37.62 32.84

Total 103.02 127.75 108.63

* For details on employee benefits, refer note 26

(18) Deferred Tax Liability (Net) Deferred Tax Liability for the Year ended March 31, 2018 has been provided on the estimated tax computation for the year. (` in lakhs)

Particulars As at 31 March, 2018 As at 31 March, 2017 As at 1 April, 2016 Deffered Tax Liablity 0.46 4.02 26.25

Total 0.46 4.02 26.25

*see details of movement in Note no.6

(19) Trade Payables (` in lakhs)

Particulars As at 31 March, 2018 As at 31 March, 2017 As at 1 April, 2016 1) Micro, Small and Medium Enterprises* - - - 2) Amount Payable to Contractor/Suppliers/Others 1,810.47 3,815.36 2,856.43

Total 1,810.47 3,815.36 2,856.43

* The company has not received any information from its suppliers/ parties regarding the applicability of Micro, Small and Medium Enterprises Development Act, 2006. Hence the information about Micro, Small and Medium Enterprises and other disclosures, if any relating to amounts unpaid as on March 31, 2018 together with interest paid/ payable as required under Micro, Small and Medium Enterprises Development Act, 2006 is not available.

(20) Other Financial Liabilities (` in lakhs)

Particulars As at 31 March, 2018 As at 31 March, 2017 As at 1 April, 2016 1) Security Deposit (Refundable)** 522.70 180.85 783.70 2) Advance Against Project 5,337.25 5,259.88 10,203.41 3) Interest accrued on Term Loan and Deposits 129.09 685.79 238.78 4) Unclaimed Dividend*** 5.80 4.29 4.29 5) Other Payable* 18,404.11 17,054.66 15,407.42

Total 24,398.96 23,185.47 26,637.59

Terms and conditions of above trade payables and other financial liabilities: * Includes expenses payable, Retention payables, development charges & duties & taxes etc. **Includes Retention Money from Contractor, Supplier, etc.. ***Not due for credit to ‘Investor Education and Protection Fund’




(21) Other Current Liabilities (` in lakhs)

Particulars Current

As at 31 March, 2018 As at 31 March, 2017 As at 1 April, 2016 Provision for employee benefit Provision for Gratuity 2.28 2.55 2.25 Provision for Leave Encashment 1.79 2.27 2.04

Total 4.07 4.81 4.29

(22) Provisions (` in lakhs)

Particulars Current

As at 31 March, 2018 As at 31 March, 2017 As at 1 April, 2016 Provision for Income Tax 85.64 365.30 616.78 Proposed Dividend - 113.59 - Dividend Distribution Tax - 23.12 - Others 11.20 22.73 20.48

Total 96.84 524.75 637.26

(23) Revenue from Operations (` in lakhs)

Particulars 2017-18 2016-17 Sales of Commercial/Residential Flats, Shops, Houses and Plots 13,505.73 13,571.98 Common Maintenance Income 1,054.06 1,166.81

Total 14,559.79 14,738.79

(24) Other Income (` in lakhs)

Particulars 2017-18 2016-17 Other Income 126.77 167.61 Interest Income 213.07 285.98 Other Non-Operating Income 99.74 95.31

Total 439.58 548.90

(25) Cost of land, plots, constructed properties, development rights (` in lakhs)

Particulars 2017-18 2016-17 Construction Cost of land, plots, constructed properties, development rights 10,450.05 9,819.56

Total 10,450.05 9,819.56

Cost of Construction of projects Basis of calculation Cost of construction includes cost of land (including cost of development rights/land under agreements to purchase), estimated internal development costs, external development charges, borrowing costs, overheads,construction costs and development/ Construction materials, which is charged to the statement of profit and loss based on the revenue recognized as explained in accounting policy for revenue from real estate projects above, in consonance with the concept of matching costs and revenue. Final adjustment is made on completion of the specific project.



(26) Employee Benefit Expense (` in lakhs)

Particulars 2017-18 2016-17 Salaries, wages and bonus 745.93 726.24 Contribution to PF & Other Funds 78.36 89.37 Staff welfare expenses 17.49 37.99

Total 841.78 853.61

EMPLOYEE BENEFIT OBLIGATIONS a) Actuarial assumptions

For determination of the liability in respect of compensated absences, the Company has used following actuarial assumptions:

Particulars 31/03/2018 31/03/2017 01/04/2016a) Discounting Rate 7.87 P.A. 7.43 P.A. 7.43 P.A. b) Salary Escalation Rate 5.50 P.A. 5.50 P.A. 5.50 P.A. c) Expected Rate of Return on Assets 0.00 P.A. 0.00 P.A. 0.00 P.A.

b) Demographic Assumptions Used to determine the Defined Benefit

Particulars 31/03/2018 31/03/2017 01/04/2016a) Retirement Age 60 Years 60 Years 60 Years b) Mortality Table IALM [2006 - 2008] IALM [2006 - 2008] IALM [2006 - 2008] c) Employee Turnover / Attrition Rate (%)18 to 30 Years 5.00 5.00 5.00 30 to 45 Years 3.00 3.00 3.00 Above 45 Years 1.00 1.00 1.00

As the Company does not have any plan assets, the movement of present value of defined benefit obligation and fair value of plan assets has not been presented. These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount factors are determined close to each year-end by reference to government bonds of relevant economic markets and that have terms to maturity approximating to the terms of the related obligation. Other assumptions are based on management’s historical experience.

c) Breakup of Actuarial gain/loss: (` in lakhs)

Total Defined Benefit Cost/(Income) included in Profit & Loss and Other Comprehen-sive Income) 2017-18 2016-17

Amount recognized in P&L, End of Period 25.47 34.42 Amount recognized in OCI, End of Period (12.53) -- Total Net Defined Benefit Cost/(Income) 12.95 34.42

d) Sensitivity analysis for gratuity liability: (` in lakhs)

Sensitivity Analysis 2017-18 2016-17a) Impact of the change in discount ratePresent value of obligation at the end of the year 78.12 92.68 Defined Benefit Obligation – Discount Rate +100 Basis Points (8.91) (11.03)Defined Benefit Obligation – Discount Rate -100 Basis Points 10.49 13.07 b) Impact of the change in salary increasePresent value of obligation at the end of the year 78.12 92.68 Defined Benefit Obligation – Salary Escalation Rate +100 Basis Points 10.64 13.20 Defined Benefit Obligation – Salary Escalation Rate -100 Basis Points (9.17) (11.31)

*Sensitivities due to mortality and withdrawal are not material and hence impact of change not calculated.




e) Maturity Profile of Defined Benefit Obligation (` in lakhs)

Expected Cashflows for the Next Ten Years 2017-18 2016-17Year - 2017-2018 - 2.64 Year - 2018-2019 2.56 2.88 Year - 2019-2020 2.60 3.76 Year - 2020-2021 3.09 4.83 Year - 2021-2022 6.38 9.13 Year - 2022-2023/(P.Y.2023-2027) 5.43 88.73 Year - 2024 to 2028 76.91 - Total 96.97 111.99

f) Change in Defined Benefit Obligation (` in lakhs)

Particulars 2017-18 2016-17 Defined Benefit obligation, beginning of period 92.68 78.04 Interest Cost on DBO 7.29 5.80 Net Current Service Cost 12.89 19.41 Actual Plan Participants' Contributions -- -- Benefits Paid (27.51) (19.78)Past Service Cost 5.29 -- Changes in Foreign Currency Exchange Rates -- -- Acquisition /Business Combination / Divestiture -- -- Losses / (Gains) on Curtailments / Settlements -- -- Actuarial (Gain)/ Loss on obligation (12.53) 9.21 Defined Benefit Obligation, End of Period 78.12 92.68

g) Net Defined Benefit Cost/(Income) included in Statement of Profit & Loss at Period-End (` in lakhs)

Particulars 2017-18 2016-17 Service Cost 12.89 19.41 Net Interest Cost 7.29 5.80 Past Service Cost 5.29 -- Remeasurements* -- 9.21 Administration Expenses -- -- (Gain)/ Loss due to settlements / Curtailments /Terminations / DivestituresTotal Defined Benefit Cost/(Income) included in Profit & Loss 25.47 34.42

* OCI methodology is being adopted for the first time for March 2018 valuation.

h) Analysis of Amount Recognized in Other Comprehensive (Income)/Loss at Period - End (` in lakhs)

Particulars 2017-18 2016-17 Amount recognized in OCI, (Gain) / Loss Beginning -- -- Remeasurements Due to :1.Effect of Change in Financial Assumptions (4.10) -- 2.Effect of Change in Demographic Assumptions -- -- 3.Effect of Experience Adjustments (7.68) -- 4.(Gain)/ Loss on Curtailments/Settlements -- -- 5.Return on Plan Assets (Excluding Interest) -- -- 6.Changes in Asset Ceiling -- -- Total Remeasurements Recognised in OCI (11.78) -- Amount Recognized in OCI (Gain)/Loss, End of Period (11.78) --



i) Reconciliation of Balance Sheet Amount (` in lakhs)

Particulars 2017-18 2016-17 Balance Sheet (Asset)/ Liability, Beginning of Period 92.68 78.04 True-up -- -- Total Charge/ (Credit) Recognised in Profit and Loss 25.47 34.42 Total Remeasurements Recognised in OCI (11.78) -- Acquisition /Business Combination / Divestiture -- -- Employer Contribution -- -- Benefits Paid (27.51) (19.78)Other Events -- -- Balance Sheet (Asset)/Liability, End of Period 78.86 92.68

j) Current/ Non Current Bifurcation (` in lakhs)

Particulars 2017-18 2016-17 Current liability 2.28 2.55 Non-Current liability 75.84 90.13 Net Liability 78.12 92.68

(27) Finance Costs (` in lakhs)

Particulars 2017-18 2016-17 Interest & other Expenses 917.94 946.42 Unwinding of Interest 47.51 70.95

Total 965.45 1,017.37

(28) Depreciation and amortization expense (` in lakhs)

Particulars 2017-18 2016-17 Depreciation of tangible assets 127.42 147.34 Depreciation of intangible assets 76.27 74.92

Total 203.69 222.26

(29) Other Expenses (` in lakhs)

Particulars 2017-18 2016-17 Audit Fees 9.07 9.26 Advertisement & Sale Promotion Expenses 207.07 187.80 Bank charges 9.98 12.39 Commission & Brokerage 105.15 236.45 Corporate Social Responsibility Expense 55.00 - Donation 91.04 101.03 General Expenses 526.11 596.77 Insurance 9.61 - Interest on IBMS 12.69 14.12 Legal & Professional Expenses 259.86 156.22 Loss on Sale of Fixed Assets 1.71 - Postage & Telephone Charges 77.33 92.70 Power Fuel & Water 566.45 641.09 Printing & Stationery 6.55 8.08 Rent Rates & taxes 270.53 258.29 Repair & Maintenance - Building 24.58 2.03 - Plant & Machinery 91.19 51.10 - Vehicles 13.30 7.76 - Others 36.33 43.58 Travelling Expenses 54.32 64.81

Total 2,427.88 2,483.48




a) Foreign Currency Transaction : (` in lakhs)

Particulars 2017-18 2016-17 Consultancy Fees - 8.12 Travelling Expenses - - Seminar & Conference - 3.65

Total - 11.77

b) Payment to auditor (` in lakhs)

Particulars 2017-18 2016-17 A) As Auditor: Statutory Audit Fee 9.07 9.26 Certification & Consultation Fee - - Taxation Fee - -

Total 9.07 9.26

(30) Components of Other Comprehensive Income (OCI) (` in lakhs)

Particulars 2017-18 2016-17 Re-measurement losses on defined benefit plans 11.78 (7.99) Income tax effect (3.90) 2.06

Total 7.88 (5.93)

31) Earnings Per Share (EPS) Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the group by the weighted average number of equity shares outstanding during the year. Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the group by the weighted average number of equity shares outstanding during the year. The following reflects the income and share data used in the basic and diluted EPS computations :

Particulars 2017-18 2016-17 Net profit/(loss) after tax as per Statement of Profit & Loss attributable to equity share holders 123.97 586.66

Weighted average number of equity shares outstanding for calculating:

- Basic EPS Total number of equity shares outstanding at the beginning of the year (in lakhs) 1,135.92 1,135.92 Total number of equity shares outstanding at the end of the year (in lakhs) 1,285.92 1,135.92 Weighted-average number of equity shares (in lakhs) 1,148.42 1,135.92

- Diluted EPS Weighted-average number of equity shares (in lakhs) 1,185.92 1,135.92

Face value per Equity Share - ` 2

Earning per share - Basic EPS 0.11 0.52 - Diluted EPS 0.10 0.52

* The Holding Company has issued 450 lakhs share warrants. The Diluted earning per share for the year 31 March, 2018 has been adjusted with give effect to the issue of share warrant as required by Ind AS - 33



(32) Details of CSR Expenditure (` in lakhs)

Particulars 2017-18 2016-17 a) Gross amount required to be spend by the holding company during the year 22.45 28.56

b) Amount spent during the year ended March 31, 2018 (i) Construction/acquisition of any asset - - (ii) On purpose other than (i) above 55.00 -

c) Amount spent during the year ended March 31, 2017 (i) Construction/acquisition of any asset - - (ii) On purpose other than (i) above - -

The holding Company has spent INR 55 lacs during the financial year as per the provisions of section135 of the Companies Act, 2013 towards Corporate Social Responsibility (CSR) activities grouped under“other expenses” and was required to spend ̀ 22.45 towards CSR Activities during the year 2017-18. Further in the year 2016-17 the holding Company was not able to spent ` 28.55 lacs towards CSR Expenditure and the reasons for the same was disclosed in the director report of the Company also the Board then decided to spend all the unspent amount in the financial year 2017-18. Now in the year 2017-18 the holding Company have spent the CSR Expenditure of ` 28.55 lacs which was to be spent in the year 2016-17. (33) Segment Reporting In line with the provisions of Ind AS 108 - operating segments and basis the review of operations being done by the Board and the management, the operations of the Group fall under colonization and real estate business, which is considered to be the only reportable segment. The Group derives its major revenues from construction and development of real estate projects and its customers are widespread. The Group is operating in India which is considered as a single geographical segment.

(34) Related Parties Disclosures: As per Indian Accounting Standard (Ind AS) 24 “Related Party Disclosure” the disclosure of transactions with the related parties are given below : i) List of Related parties where control exists and related parties with whom transactions have taken place and relationships :

Related Parties Nature of Relationship 1. Aadyant Education Private Limited

Significant Influence of Key Managerial Personnel

2. Armaan Global Private Limited 3. CHD Energy Private Limited 4. CHD Saaswork Software Private Limited* 5. CHD Skyone Developers Private Limited 6. Capital Institute of Competition Training Private Limited 7. CHD Agro Products Private Limited 8. Divine Townships Private Limited 9. Horizon Realtech Private Limited 10. CHD Retirement Townships Private Limited 1. Rajinder Kumar Mittal

Key Managerial Personnel & their Relatives

2. Gaurav Mittal 3. Ruchie Mittal 4. Radha Mittal 5. Naresh Kumar Sharma 6. Syed Shamshad Akhtar 7. Sachin Kumar

*CHD Saaswork Software Private Limited has been moved a strike off application dated 24/07/2017. ^See note number 4 for particulars of investments held in subsidiaries with respect to percentage of shareholding




ii) Transactions during the year with the Related Parties : (` in lakhs)

Nature of Transactions KMP & their Relatives Significant influence of KMP Total

1. Loan & Advances -Given - - -

- (8.30) (8.30)

-Received - - - - (5.30) (5.30)

2. Remuneration paid 195.88 - 195.88 (285.92) - (285.92)

*Previous year figures have been given in (Parentheses)

iii) The above includes the following material transactions:- (` in lakhs)

Transactions during the year Name of the entity 2017-18 2016-17

Chd Skyone Developers Private Limited - 2.01 Loan / Advances given Divine Township Private Limited - 1.26

Horizon Realtech Private Limited - 5.03

Loan / Advances received Chd Skyone Developers Private Limited - 1.01 Divine Township Private Limited - 0.26 Horizon Realtech Private Limited - 4.03

iv) The maximum Balance of the Related Parties are as follow: (` in lakhs)

Name of the entity 2017-18 2016-17 Chd Skyone Developers Private Limited 1.00 1.51 CHD Retirement Townships Private Limited 534.83 534.83 Divine Townships Private Limited 1.00 1.00 Horizon Realtech Private Limited 1.00 1.00

v) The Subsidiary companies considered in the consolidated financial statements are: Details of the subsidiary companies are presented in note number 4

vi) Compensation of Key Managerial Persons: (` in lakhs)

Name of the entity 2017-18 2016-17 Short Term Benefits 195.88 285.92 Post Employement Benefits - - Other Long Term benefits - - Share Based Payments - - Temination Benefits - - Total 195.88 285.92

35) Operating Lease The Breakup of the total future minimal lease Rental Expenses/ Income as per “ IND AS-17” March 31, 2018 is as follow: A. Lease



A. Lease Rental Expenses : (` in lakhs)

Particulars As at 31 March 2018 As at 31 March 2017 As at 01 April, 2016 A) Not later than one year 137.24 186.35 179.16 B) Later than One year but not later than Five years 413.46 782.09 555.39 C) Later than Five Years - - -

Total 550.70 968.43 734.55

B. Lease Rental Incomes : (` in lakhs)

Particulars As at 31 March 2018 As at 31 March 2017 As at 01 April, 2016 A) Not later than one year 12.00 16.20 32.20 B) Later than One year but not later than Five years 48.00 64.80 162.60 C) Later than Five Years 12.00 32.40 143.43

Total 72.00 113.40 338.23

36) a) Contingent Liabilities & Commitments: (` in lakhs)

Particulars As at 31 March 2018 As at 31 March 2017 As at 01 April, 2016 1. Claims against the company not acknowledged as debt ^ 2,913.24 2,446.62 4,847.31

2. Guarantee issued by the Banks on behalf of the Company 1,646.06 2,339.14 1,908.09

3. Corporate gaurantee given to bank for providing loans / BG's to related Parties 1,104.18 2,499.12 4,128.52

* The Company has been advised that the demand is likely to be either delete or substantially reduced and accordingly no provision is considered necessary. ^ The impact of pending litigations on financial position has been considered

b) Capital and other commitments (` in lakhs)

Particulars As at 31 March 2018 As at 31 March 2017 As at 01 April, 2016 a. Capital commitments (for property, plant and equipment’s and investment properties) - - -

b) The Company has undertaken to provide continued financial support to certain subsidiaries/ associates as and when required.

- - -

c) Commitment regarding payments under development agreements with certain partnership firms where the Company or its subsidiaries are partner and certain third party entities with whom development agreements are in place.

- - -

37) a. Donation Expense : During the year, the group has made contribution of ` 1.04 lacs (P.Y. 1.03 lacs) to various parties. b. Contribution to Political Parties : During the year, the Group has made contribution of ` 90 lacs (P.Y. 100 lacs) to political parties.

38) Remittance in Foreign Currencies for dividends The Group has remitted ` Nil (March 31,2017 :` Nil) in foreign currencies on account of dividends during the year and does not have information as to the extent to which remittance, if any ,in foreign currencies on account of dividend have been made by/on behalf of non resident shareholders.




39) First time adoption of Ind AS These financial statements, for the year ended March 31, 2018, are the first, the Group has prepared in accordance with Ind AS. For periods up to and including the year ended March 31, 2017, the group prepared its financial statements in accordance with accounting standards notified under section 133 of, the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 (Indian GAAP).

Accordingly, the Group has prepared financial statements which comply with Ind AS applicable for periods ending on 31 March 2018, together with the comparative period data as at and for the year ended 31 March 2017, as described in the summary of significant accounting policies. In preparing these financial statements, the group’s opening balance sheet was prepared as at 1 April 2016, the group’s date of transition to Ind AS. This note explains the principal adjustments made by the group in restating its Indian GAAP financial statements, including the balance sheet as at 1 April 2016 and the financial statements as at and for the year ended 31 March 2017. A) Exemptions and exceptions applied a) Ind AS optional exemptions i) Ind AS 101 allows a first-time adopter to continue with the carrying value for all of its property, plant and equipment as recognised in the

previous GAAP financial statement as deemed cost at the transition date. This exemption can also be used for intangible assets covered by Ind AS 38.

Accordingly, the Company has elected to measure property, plant and equipment and other intangible assets at their previous GAAP carrying value.

ii) Appendix C to Ind AS 17 requires an entity to assess whether a contract or arrangement contains a lease. In accordance with Ind AS

17, this assessment should be carried out at the inception of the contract or arrangement. However, the group has used Ind AS 101 exemption and assessed all arrangements based for embedded leases based on conditions in place as at the date of transition.

b) Ind AS mandatory exemptions The estimates at 1 April 2016 and at 31 March 2017 are consistent with those made for the same dates in accordance with previous GAAP (after adjustments to reflect any differences in accounting policies), unless there is objective evidence that those estimates were in error.



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I) Defined benefit liabilities Both under Indian GAAP and Ind AS, the Company recognised costs related to its post-employment defined benefit plan on an actuarial basis. Under Indian GAAP, the entire cost, including actuarial gains and losses, are charged to profit or loss. Under Ind AS, remeasurements (comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets excluding amounts included in net interest on the net defined benefit liability) are recognised immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI. Thus the employee benefit cost is reduced by INR 7.99 lakhs and remeasurement gains/ losses on defined benefit plans has been recognized in the OCI net of tax. II) Deferred tax Indian GAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period. Ind AS 12 requires entities to account for deferred taxes using the balance sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base. In addition, the various transitional adjustments lead to temporary differences. According to the accounting policies, the group has to account for such differences. Deferred tax adjustments are recognised in correlation to the underlying transaction either in retained earnings or a separate component of equity. On the date of transition, the net impact on deferred tax liabilities is of ` 3.03 lakhs (31 March 2017: ` 2.05 lakhs). Sale of goods Under Indian GAAP, sale of goods was presented as net of excise duty. However, under Ind AS, sale of goods includes excise duty. Excise duty on sale of goods is separately presented on the face of statement of profit and loss. III) Other comprehensive income Under Indian GAAP, the Group has not presented other comprehensive income (OCI) separately. Hence, it has reconciled Indian GAAP profit or loss to profit or profit or loss as per Ind AS. Further, Indian GAAP profit or loss is reconciled to total comprehensive income as per Ind AS. IV) Statement of cash flows The transition from Indian GAAP to Ind AS has not had a material impact on the statement of cash flows. 40. Standards issued but not yet effectiveThe amendments to standards that are issued, but not yet effective, up to the date of issuance of the Group’s financial statements are disclosed below. The Group intends to adopt these standards, if applicable, when they become effective. The Ministry of Corporate Affairs (MCA) has issued the Companies (Indian Accounting Standards) Amendment Rules, 2017 and Companies (Indian Accounting Standards) Amendment Rules, 2018 amending the following standard: Ind AS 115- Revenue from Contracts with Customers Ind AS 115 was notified on 28 March 2018 and establishes a five-step model to account for revenue arising from contracts with customers. Under Ind AS 115, revenue is recognised at an amount that reflects the consideration to which an entity expects to be entitled in exchange for transferring goods or services to a customer. The new revenue standard will supersede all current revenue recognition requirements under Ind AS. Either a full retrospective application or a modified retrospective application is required for annual periods beginning on or after 1 April 2018. The Group will adopt the new standard on the required effective date using the modified retrospective method. The Group is in the process of implementing Ind AS 115 relating to the recognition of revenue from contracts with customers and continues to evaluate the changes to accounting system and processes, and additional disclosure requirements that may be necessary. A reliable estimate of the quantitative impact of Ind AS 115 on the financial statements will only be possible once the implementation project has been completed.

41. Financial Risk Management objectives and policies The Group’s principal financial liabilities comprise of borrowings, trade and other payables, security deposits received from dealers/customer. The main purpose of these financial liabilities is to finance the Group’s operations. The Groups’s principal financial assets include investments, security deposits, trade receivables, loan to employee, other receivables and cash and cash equivalents that derive directly from its operations. The Group is exposed to market risk, credit risk and liquidity risk. The Group’s senior management oversees the management of these risks. The Group’s senior management is supported by Finance department that advises on financial risks and the appropriate financial risk governance framework for the Group. The Finance department provides assurance to the Group’s senior management that the Group’s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Group’s policies and risk objectives. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.” The Audit Committee oversees how management monitors compliance with risk management policy and procedures and procedures, and reviews the adequacy of risk management framework in relation to the risk faced by the Group. The Audit Committee is assisted in its role by Internal Audit. a) Market Risk Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include borrowings, deposits and FVTPL investments.




The sensitivity analysis in the following sections relate to the position as at 31 March 2018 and 31 March 2017. The analysis exclude the impact of movements in market variables on: the carrying values of post-retirement obligations and provisions.

The following assumptions have been made in calculating the sensitivity analysis: The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at 31 March 2018 and 31 March 2017. i) Interest rate risk Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. ii) Interest rate sensitivity The Group is not exposed to the risk of changes in market interest rates, since the rate of interest for the loans availed by the Company is fixed rate interest. iii) Price risk Commodity price risk: As the Group is not engaged in business of commodities which are traded in recognized commodity exchanges, commodity risk is not applicable. Equity price risk: Since the Group has not made any investment in any listed/ unlisted securities during the year or at the year end, equity price risk is not applicable. iv) Foreign Currency Risk The Group has “Nil” international transactions and is not exposed to foreign exchange risk arising from foreign currency transactions.

Foreign Currency Transaction : (` in lakhs)

Particulars 31st March, 2018 31st March, 2017 01st April, 2016 Consultancy Expenses - 8.12 29.20 Others - 3.65 17.23 Borrowings in foreign currency - - -

Total - 11.77 46.43

b) Credit risk Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including balances lying with banks and financial institutions, foreign exchange transactions and other financial instruments.

Trade receivables Customer credit risk is managed by the Company’s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. Outstanding customer receivables are regularly monitored. Based on the past trend of recoverability of outstanding trade receivables, the Company has not incurred material losses on account of bad debts. Hence, no adjustment has been made on account of Expected Credit Loss (ECL) model.” Financial instruments and cash deposits Credit risk from balances with banks is managed by the Group’s treasury department in accordance with the Group’s policy. Investments of surplus funds are made only with approved counterparties. Credit risk on cash and cash equivalents is limited as the Group generally invests in deposits/ mutual funds with the Banks/ financial institutions with high credit ratings assigned by the international/ domestic credit rating agencies.

c) Liquidity risk The Company’s objective is to maintain a balance of continuity of funding and flexibility through the use of short term and long term loans and borrowings. The Company’s management reviews the liquidity position on an ongoing basis.



The below table summarized the maturity profiles of the Companies financial liabilities based on the contractual undiscounted payments:

Maturity profile of financial liabilitiesAs at 31 March 2018


liabilities Total

Carrying Amount 5,112.43 15,638.77 1,810.47 24,398.96 46,960.62 Contractual cash flows 5,112.43 15,638.77 1,810.47 24,398.96 46,960.62 Maturity profile - On Demand - - - 522.70 522.70 1-12 Months 5,112.43 - 1,810.47 23,876.26 30,799.15 >1 year - 15,638.77 - - 15,638.77

As at 31 March 2017


liabilities Total

Carrying Amount 7,793.09 9,711.98 3,815.36 23,185.47 44,505.90 Contractual cash flows 7,793.09 9,711.98 3,815.36 23,185.47 44,505.90 Maturity profileOn Demand - - - 180.85 180.85 1-12 Months 7,793.09 - 3,815.36 23,004.62 34,613.07 >1 year - 9,711.98 - - 9,711.98

As at 01 April 2016


liabilities Total

Carrying Amount 9,030.41 4,187.54 2,856.43 26,637.59 42,711.97 Contractual cash flows 9,030.41 4,187.54 2,856.43 26,637.59 42,711.97 Maturity profileOn Demand - - - 783.70 783.70 1-12 Months 9,030.41 - 2,856.43 25,853.90 37,740.73 >1 year - 4,187.54 - - 4,187.54

42. Capital management a) For the purpose of the Group’s capital management, capital includes issued equity capital, and all other equity reserves attributable to the equity holders. The primary objective of the Group’s capital management is to maximise the shareholder value. b) The Group manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. c) Credit Analysis & Research Limited has assigned the following credit rating. 1. CARE BBB (FD) for the Fixed Deposit Programme of the Holding Company for an amount of ` 38.15 Crores. 2. CARE BBB for the long term bank facilities of Holding Company amounting to ` 128 Crores.

(` in lakhs)

(` in lakhs)

(` in lakhs)




Particulars 31 March 2018 31 March 2017 1 April 2016Long term borrowings (Note 15) 15,638.77 9,711.98 4,187.54 Short term borrowings (Note 15) 5,112.43 7,793.09 9,030.41 Interest accrued on Long term debt (Note 20) 129.09 685.79 238.78 Less : Cash and cash equivalent (Note 9) 1,107.13 967.42 1,177.36 Less: other Bank Balance 1,227.66 962.41 1,371.41 Net debts* 23,215.07 20,120.69 16,005.49

Capital ComponentsEquity Share Capital 2,571.85 2,271.85 2,271.85 General reserve 42.75 42.75 42.75 Share Warrants 1,633.50 - - Capital Reserve - - - Securities Premium Reserve 3,533.63 1,655.63 1,655.63 Reserve and Surplus 8,666.86 8,540.70 7,933.66 Total Capital 16,448.58 12,510.92 11,903.88 Capital and Net debts 39,663.65 32,631.61 27,909.37

Gearing Ratio 141% 161% 134%

* Net debt = non-current borrowings + current borrowings + current maturities of non-current borrowings + interest accrued – cash and cash equivalents. Other Bank Balance, except unclaimed Divident Bank No changes were made in the objectives, policies or processes for managing capital during the years ended 31 March 2017 and 31 March 2018

43. (i) Fair value Set out below, is a comparison by class of the carrying amounts and fair value of the Company’s financial instruments, other than those with carrying amounts that are reasonable approximations of fair values: (` in lakhs)

ParticularsCarrying Value Fair value

31 March 2018

31 March 2017

1 April 2016

31 March 2018

31 March 2017

1 April 2016

Financial AssetsAt Amortized CostInvestment 4,072.66 4,067.56 4,080.24 4,072.66 4,067.56 4,080.24 Other Non Current Financial Assets 85.95 87.49 83.56 85.95 87.49 83.56 Trade Receivables 298.11 525.10 562.56 298.11 525.10 562.56 Cash & Cash Equivalents 1,107.13 967.42 1,177.36 1,107.13 967.42 1,177.36 Other Bank Balances 1,233.46 966.70 1,375.70 1,233.46 966.70 1,375.70 Other Current Financial Assets 559.61 35.21 510.27 559.61 35.21 510.27

At Amortized CostFinancial LiablitiesBorrowings 5,112.43 7,793.09 9,030.41 5,112.43 7,793.09 9,030.41 Trade Payables 1,810.47 3,815.36 2,856.43 1,810.47 3,815.36 2,856.43 Other Financial Liablities 24,398.96 23,185.47 26,637.59 24,398.96 23,185.47 26,637.59

The management assessed that cash and cash equivalent, trade receivables, trade payables, other liabilities, other assets and borrowings approximates their carrying amount at fair value. The fair value of Current Financial Assets and Liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following method and assumptions were used to estimate the fair value :

(` in lakhs)



The fair value of unquoted investments are based on book-value as on the reporting date.ii) Fair value hierarchy (` in lakhs)

Particulars31 March 2018 31 March 2017 01 April 2016

Carrying Value Fair Value Carrying

Value Fair Value Carrying Value Fair Value

Level - 3Financial assetInvestments 4,072.66 4,072.66 4,067.56 4,067.56 4,080.24 4,080.24 Other Financial Assets 85.95 85.95 87.49 87.49 83.56 83.56

Financial LiabilitiesBorrowings 5,112.43 5,112.43 7,793.09 7,793.09 9,030.41 9,030

44. Additional information as required by paragraph 2 of the general instructions for preparation of consolidated financial statements to Schedule III to the Act:

Name of Enterprise

Net Asset i.e. Total As-sets - Total Liablities Share in Profit or Loss Share in OCI Share in TOCI

As % of Consoli-

dated Net Assets

Amount (`In Lakhs)

As % of Consoli-

dated Profit or Loss

Amount (In Lakhs)

As % of Consoli-

dated OCI

Amount (In Lakhs)

As % of Consolidat-

ed TOCI

Amount (In Lakhs)

ParentCHD Developers Limited 84.10 15962.72 77.76 96.40 100.00 7.88 79.09 104.28

SubsidiariesCHD Facility Management Private Limited (0.47) (89.67) 7.50 9.30 - - 7.05 9.30

CHD Hospitality Private Limited 0.89 168.26 (25.82) (32.01) - - (24.28) (32.01)

CHD Infra Projects Private Limited 1.23 232.74 2.52 3.13 - - 2.37 3.13

CHD Blueberry Realtech Private limited 0.02 3.57 (0.12) (0.14) - - (0.11) (0.14)

CHD Elite Realtech Private Limited 0.02 4.02 (0.11) (0.14) - - (0.11) (0.14)

Delight Spirits Private Limited 0.00 0.32 (1.21) (1.50) - - (1.13) (1.50)

Golden Infracon Private Limited 0.02 3.05 (0.46) (0.57) - - (0.43) (0.57)

Empire Realtech Private Limited 9.43 1,789.05 40.15 49.77 - - 37.75 49.77

International Infratech Private Limited 4.78 907.24 (0.21) (0.26) - - (0.20) (0.26)




45. The accompanying notes are an integral part of the standalone financial statements. 46. The Group did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses. 47. Holding Company has transferred ` 92,492 /- (P.Y. ` 16,352/- ) to the Investor Education and Protection Fund during the F.Y. 2017- 18. However, there is no amount pending to be transferred to Inverstor Education and Protection Fund as on 31.03.2018. 48. The Consolidated Financial Statements were approved for the issue by Board of Directors on May, 30, 2018. 49. Some of the Balances of the Debtors, Creditors, Advances and loan are Subject to Confirmation/ Reconciliation. 50. Previous year’s figures have been regrouped/rearranged, wherever necessary, to confirm this year’s classifications.

As per our report of even date

For AMRG & Associates For and on behalf of the Board of DirectorsChartered Accountants Firm Registration Number: 004453N CA. Madhu Mohan Rajinder Kumar Mittal Gaurav Mittal Partner Chairman Managing DirectorMembership No.: 082938 DIN: 00015146 DIN: 00052968 Place: New Delhi Naresh Kumar Sharma Sachin KumarDate: May 30, 2018 Chief Financial Officer Company Secretary



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* In

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hare

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ers.

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of t

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D In

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Proj

ect P

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of t

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hare

hel

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fra

Proj

ect P

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mite

d(Fo

rmer

ly K

now

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mite

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hich

is w

holly

ow

ned

Subs

idia

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f CH

D

Dev

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ers

Ltd,

ther

eby

in th

ese

finan

cial

sta

tem

ents

, 100

% c

onso

lidat

ion

is c

arrie

d ou

t by

the

man

agem

ent.

Not

e:-

1) A

ll Su

bsid

iarie

s ha

ve c

omm

ence

d th

eir o

pera

tions

.

2) N

o Su

bsid

iarie

s ha

s be

en li

quid

ated

or w

ound

up

durin

g th

e Fi

nanc

ial Y

ear.

3)

Par

t B is

not

app

licab

le a

s th

e Co

mpa

ny d

oesn

’t ha

ve a

ny A

ssoc

iate

s Co

mpa

ny o

r Joi

nt V

entu

re C

ompa

ny.

Fo

r and

on

beha

lf of

Boa

rd o

f Dire

ctor

s

Plac

e: N

ew D

elhi

Ra

jinde

r Kum

ar M

ittal

Ga

urav

Mitt

al

Nar

esh

Kum

ar S

harm

a

Sach

in K

umar

D

ate:

May

30,

201

8

Chai

rman

M

anag

ing

Dire

ctor

Ch

ief F

inan

cial

Offi

cer

C

ompa

ny S

ecre

tary

DIN

: 000

1514

6

DIN

: 000

5296

8

PART

“A” S

UBS

IDIA

RIES



Notes

140 CHD DEVELOPER LIMITED

Notes

CHANGE IN CHD DEVELOPERS 002

ABOUT CHD DEVELOPERS 004

PERFORMANCE OVER THE YEARS 006

STATEMENT FROM THE CHAIRMAN’S DESK 008

MANAGING DIRECTOR’S COMMUNIQUE 010

MANAGEMENT DISCUSSION & ANALYSIS 012

CORPORATE INFORMATION 021

DIRECTOR’S REPORT 023

STANDALONE FINANCIAL STATEMENTS 057

CONSOLIDATED FINANCIAL STATEMENTS 102

CAUTIONARY STATEMENT

THIS DOCUMENT CONTAINS STATEMENTS ABOUT EXPECTED FUTURE EVENTS AND FINANCIAL AND OPERATING RESULTS OF CHD DEVELOPERS LIMITED, WHICH ARE FORWARD-LOOKING. BY THEIR NATURE, FORWARD-LOOKING STATEMENTS REQUIRE THE COMPANY TO MAKE ASSUMPTIONS AND ARE SUBJECT TO INHERENT RISKS AND UNCERTAINTIES. THERE IS SIGNIFICANT RISK THAT THE ASSUMPTIONS, PREDICTIONS AND OTHER FORWARD-LOOKING STATEMENTS WILL NOT PROVE TO BE ACCURATE. READERS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON FORWARD-LOOKING STATEMENTS AS A NUMBER OF FACTORS COULD CAUSE ASSUMPTIONS, ACTUAL FUTURE RESULTS AND EVENTS TO DIFFER MATERIALLY FROM THOSE EXPRESSED IN THE FORWARD- LOOKING STATEMENTS. ACCORDINGLY, THIS DOCUMENT IS SUBJECT TO THE DISCLAIMER AND QUALI-FIED IN ITS ENTIRETY BY THE ASSUMPTIONS, QUALIFICATIONS AND RISK FACTORS REFERRED TO IN THE MANAGE-MENT’S DISCUSSION AND ANALYSIS OF THE ANNUAL REPORT 2017-18.

SF-16-17, 1st floor,Madame Bhikaji Cama Bhawan,Bhikaji Cama Place, New Delhi-110066www.chddevelopers.cominvestorservices@chddevelopers.com

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