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| ANNUAL REPORT 2008-09 | | | www.parsvnath.com Building Trust through committed Performance Parsvnath Prestige, Noida Parsvnath Mall Manhattan, Faridabad Parsvnath Developers Limited Annual Report 2008-09 Printed by

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Page 1: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

| ANNUAL REPORT 2008-09 || |www.parsvnath.com

Building Trust through

committed Performance

Parsvnath Prestige, Noida

Parsvnath Mall Manhattan, Faridabad

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Page 2: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

Contents

About Us

02Executing.

Consolidating.Excelling.

04Milestones in our

Journey of Execution Excellence

06OperationalHighlights

10Executing the

Residential Roadmap

1612Chairman’s

LetterExecuting the

Township Roadmap

20

24Executing the Roadmap across Other Segments

43Corporate

Governance Report

29Executing, Consolidating, Excelling for the Future

55Auditor's Report

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Parsvnath Developers Limited | Annual Report 2008-09

01

Executing the Commercial Roadmap

21

ManagementDiscussion & Analysis

38

32Corporate

Information

33Director's

Report

56Annexure to

Auditor's Report

58Financials

37Annexure to

Director's Report

Page 3: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

About Us

Parsvnath Developers Limited (PDL) is one of India's leading real estate developers with over 2 decades of experience in real estate development.

The Company has a pan-India presence spread over 47 cities and 16 states, across key verticals in the real estate sector.

Armed with ISO 9001, 14001 & OHSAS 18001 certifications, the Company has a developable area of over 193 million sq. ft. and has started

development & construction of 57 projects on 79.88 million sq.ft. The Company is aggressively working on 42 million sq. ft. , out of which 35.16

million sq. ft. is already pre sold, and is moving ahead towards its objective of handing over approximately 30 million sq. ft. within 24 months.

Exemplifying the ethos of perfection and precision, the Company has a proven track record of timely delivery and quality execution, explicit from its

successful completion of 37 projects spread on approximately 11.46 mn sq. ft. spanning the Residential Segment (14 projects), Commercial

Segment (12 projects), Integrated Townships (4 Plotted Development) and DMRC projects (7projects). Further augmenting its execution prowess

is the Company's swelling project pipeline of 57 ongoing projects.

Our Diversified Portfolio

Commercial(Office, IT Parks & Retail)

Integrated Townships

Residential Projects(Group Housing)

Parsvnath Estate, Greater Noida* Parsvnath City, Jodhpur* Parsvnath Plaza, Noida*

Our Vision

To envision, design and construct the most magnificent landmarks

and edifices; to contribute tangibly in regional and national

development by way of key infrastructure projects; and to protect

and preserve the environment we live in. To build a better world to

live in and transform and uplift quality of living and lifestyles of each

and every individual who becomes a part of the company.

02

Page 4: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

Parsvnath Developers Limited | Annual Report 2008-09

Our Mission

Committed to build a better world

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n

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To cater to the real needs of a growing population.

To set standards and improve our environment.

Offer a wide portfolio of international quality products that cater to different markets and segments.

To deliver value for money and excellent investment returns.

Take customer relationships and customer satisfaction to new levels .

To focus on strategic growth.

Evolve contemporary benchmarks in construction and marketing practices.

DMRC Projects (BOT Basis)

Hotels SEZs Third Party

Construction

Parsvnath Metro Tower, Shadhara, Delhi* Parsvnath Mall cum Hotel, Panjim, Goa** Parsvnath SEZ** Metro Station, Azadpur Delhi*

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Per

spec

tive

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wEmpowered to Execute with Excellence Commitment to timely completion and delivery of projects, driven by a strong execution capability, has been the biggest

cornerstone of the Company's success through the years. This execution capability stems from a variety of factors such as:

n

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Tie-ups with leading architects for project concept design.

Long-term relationship with vendors.

Expertise to identify and accumulate land at pan-India level.

Long-term growth strategies.

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Construction of all major projects done in-house.

Experienced and professional team comprising 300+

engineers, 40+ architects.

Experienced in-house construction and procurement teams.

03

Page 5: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

Excelling

04

Executing.Consolidating.Excelling.

Three powerful words

Three formidable forces

Three fundamental principles

Three core strengths

capable of changing the face of any business – from a mere organization into a market driver.

capable of driving the transition of any corporate – from a mere construction company into a leading real estate &

infrastructure development player.

capable of transitioning a simple real estate and infrastructure company into an enterprise geared to transform the

country's architectural skyline.

which enable Parsvnath to reliably, professionally, credibly and efficiently build homes, commercial complexes, hotels,

SEZs and more, which amply address varied customer aspirations and lifestyles, straddling all segments of the

society.

For PDL, these three words form the nucleus of its growth strategy. They are the pillars on which is built the edifice of its

structure. A structure that has stood the test of turbulent times and has successfully tackled the negative forces that

swept the industry in this year of global meltdown and economic depression.

The quintessence of our strategic elements, they define the blueprint of our planned development that is centred

around delivering the ultimate and excellent value to all our customers and stakeholders through our unwavering focus

on the execution of our existing projects, while continuing to consolidate or expand our position as a market leader in

the real estate and infrastructure development space.

So that we continue to build trust on our legacy of committed performance as we have done so over the years.

Page 6: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

Exe

cuti

ng

Excelling

Executing

05

Consolidating

Parsvnath Prestige, Noida*

Parsvnath Metro Mall, Inderlok, Delhi*

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Parsvnath Developers Limited | Annual Report 2008-09

Page 7: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

06

Milestones in our Journey of Execution Excellence

Parsvnath SEZ**

nIncorporated subsidiary company

“Parsvnath Assets Ltd.”

nIncorporated subsidiary companies -

“Parsvnath Retail Ltd.”, Parsvnath

Developers Pte Ltd.” for Singapore and

“Parsvnath Hotels Ltd.”

nTie-up with Al-Hassan Group of

Indus t r ies , Oman, Muscat fo r

undertaking off-shore real estate

development.

nLaunch of “Parsvnath PRIDEASIA”

project – first of its kind ultra premium

project envisaged in Rajiv Gandhi

Chand iga rh Techno logy Park ,

Chandigarh.

2007

nPDL and Parsvnath Landmark

Developers Pvt. Ltd. (PLDPL) entered

into agreements with Red Fort Capital

for development of 2 million sq. ft. of

luxury residential condominiums in “La

Tropicana”, wherein the latter will invest

Rs 90 crores into PLDPL, for

subscribing 18% equity interest. The

project is expected to generate

revenues of about Rs 1,300 crore.

nInauguration of Azadpur Metro Station

by the Honourable Chief Minister, Ms.

Sheila Dikshit. This prestigious contract

was the first Public Private Partnership

Project on BOT basis awarded by

DMRC to a private developer. PDL

completed the construction of station

box within a stipulated time.

2009 2008

nAcquired plot in Luteyen's Delhi situated

at 27, Kasturba Gandhi Marg through a

subsidiary “Primetime Realtors Pvt.

Ltd.” to build and introduce the concept

of luxury state of the art offices in the

heart of New Delhi.

nLaid the foundation for star-rated project

– “Pa rsvna th PR IDEASIA ” a t

Chandigarh by the Punjab Governor.

nFormed Joint Venture of Parsvnath

Hotels Ltd. (PHL) and Royal Orchid

Hotels Limited (ROHL) under the name

of “Parsvnath Royal Orchid Hotels Ltd.”.

nFormed Joint Venture of Parsvnath

Hotels Ltd. (PHL), a subsidiary of PDL,

with Fortune Park Hotels Ltd. (FPHL), a

wholly owned subsidiary of ITC Ltd.

Page 8: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

Parsvnath Developers Limited | Annual Report 2008-09

07

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nLaunch of “Parsvnath Exotica” Gurgaon, first-of- its-kind

mega and prestigious residential project.

nSecured ten concessions from the DMRC for developing

malls at metro stations.

nReceived certificate from the ICL certifying compliance

with the Environment Management System Standard ISO

14001.

nReceived upgraded rating DR2- ICRA-NAREDCO rating

from ICRA Limited, indicating strong project development

capacity.

20052006

nCame out with an IPO, which evoked a strong and healthy

investor response globally, evident from the issue being

oversubscribed by more than 55 times.

nReceived integrated management system certification

comprising ISO 9001:2000, ISO 14001:2004 and OHSAS

18001:1999 certification from RINA in relation to design,

development, construct ion and market ing of

infrastructures.

nReceived formal official approval for the development of

four SEZ projects and in-principle approval in relation to the

development of seven SEZ projects.

nSecured acceptance of bid from the DMRC for 2 property

development projects in Delhi (Metro Stations at Azadpur &

Commonwealth village site near Akshardham).

Page 9: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

08

Milestones in our Journey of Execution Excellence

2000

nLaunch of flagship housing project

“Parsvnath Estate” in Greater Noida,

UP.

2002

nReceived ISO 9001:2000 rating from the

International certifications Limited (ICL)

in relation to the development,

construct ion and market ing of

infrastructures.

nReceived DR3 ICRA-NAREDCO rating

from ICRA Limited, indicating moderate

project development capacity.

1998

nLaunch of a commercial project

“Parsvnath Plaza” in Saharanpur.

Parsvnath Mall, Chandigarh**

Page 10: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

Parsvnath Developers Limited | Annual Report 2008-09

09

nLaunch of first large commercial

(Shopping Mall) project in Moradabad,

“Parsvnath Plaza – I”, which was

completed in three years, with units

being handed over in December, 1997.

nIncorporation of “Parsvnath Developers

Limited.”

1994 1990 1984

nMr. Jain migrated to Delhi and started as

a consultant for property selling of some

established names. He also learnt

and assisted these companies in

assembling land parcels.

**P

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Page 11: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

Operational Highlights 2008-09

JV's & Agreements

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Signed agreement with leading international real estate private

equity fund Red Fort Capital, to invest in the Luxurious Residential

Group Housing Project “Parsvnath La Tropicana” at Khyberpass,

Civil Lines, New Delhi.

Entered into a Joint Venture with Constructora SAN JOSE, S.A., a

subsidiary of Grupo SAN JOSE, a leading Infrastructure

Development Company in Spain, holding equal equity in a

consortium known as "The SANJOSE - PARSVNATH

CONSORTIUM", for executing infrastructure development projects

in India through project-specific SPVs.

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n

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Launched affordable houses “Royale Floors” in Lucknow.

Received approvals / sanctions for starting construction of

“Parsvnath La Tropicana”, a premium luxury project in the heart of

Delhi worth Rs. 1300 Crores.

Launched “Parsvnath Premier”, a Group Housing Project in

Parsvnath City, Indore.

Launched “Parsvnath Pragati”, a Group Housing project in an

Integrated Township -- Parsvnath City - in Dharuhera.

Launched “Parsvnath Residency” in Moradabad.

“Parsvnath Paliwal City” received Environmental Clearance with

gold grading.

Residential Segment

Parsvnath Technica, Gurgaon** Parsvnath Platinum, Greater Noida*

n

n

Awarded the Construction Contract of Station by DMRC at Dhaula

Kuan, New Delhi.

Bagged a contract from DMRC for construction of a residential

accommodation project at Mundka Depot for Phase II of Delhi

MRTS project.

DMRC Projects (BOT Basis)

n

n

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Performed Bhoomipujan for “Parsvnath Technica - IT” project in

Gurgaon.

Launched “Parsvnath City Centre” in Sonepat.

Received environmental clearance for the construction of office

cum-commercial “Corporate Tower” at Netaji Subhash Place Metro

Station, New Delhi.

Commercial Segment

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Commenced construction of 5-star hotel at Vejalpur, Ahmedabad.

Hotel at “Patto Plaza”, Goa received 5-star category approval from

The Ministry of Tourism.

“Parsvnath Hotel” at Hyderabad received 5-star approval from The

Ministry of Tourism.

Hotel Projectsn

n

“Parsvnath Planet Plaza” received 4-star approval from The Ministry

of Tourism.

“Parsvnath Hotel”, Shirdi received 3-star approval from The Ministry

of Tourism.

10

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Parsvnath Developers Limited | Annual Report 2008-09

11Parsvnath Estate, Greater Noida*

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Page 13: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

Chairman's Letter

“With customer sentiment taking a beating

in recent months, affordable housing

projects has emerged as a new trend in the

realty sector. Your Company, in fact, having

pioneered this trend much earlier, has

completed number of affordable housing

projects in the past and is fully geared to

continue its focus in this segment going

ahead. ”

12

Dear Shareholders,

Financial Performance

I write to you at the end of an extremely eventful year for your Company,

as well as for the whole of the real estate sector. Impacted by the global

economic slowdown, higher inflation rates, higher interest rates and

higher input costs, industries across various sectors saw their growth

being adversely affected. The real estate sector was no exception; in

fact, it was among the most affected.

Your Company, of course, was not immune to the negative trends that

swept the Indian realty sector during 2008-09. Low volume of sales,

banks stopped lending money, reduced inflow of FDI's resulting in

liquidity problems did delay the execution and completion of various

ongoing projects of your Company, which, impacted by the negative

sentiment prevalent among customers, concurrently saw deferment in

investment or reduction in the investment bracket.

This twin impact saw your Company’s financial performance decline

during FY09 wherein consolidated revenues fell by almost 60% to Rs.

729.21 cr in the current fiscal as compared to Rs. 1837.12 cr in 2007-08

and consolidated net profit plummeted nearly 73% to Rs. 112.91 cr from

Rs. 424.39 cr in the previous fiscal.

Despite the adverse economic and challenging industry environment,

prudent project management & execution coupled with tight

operational control, your Company successfully survived this tough

period. What further aided the Company's survival was the

Government of India's stimulus packages combined with the support

of bankers to the severely impacted realty sector during these

times of turmoil.

The Government's various stimulus packages did bring in some

positivity in the market, but the measures were not instrumental in

igniting a positive spark in the overall negative sentiment prevailing

among prospective home buyers. However, the latest stimulus provided

in terms of 50 BPS cut in repo rate and reverse repo rate to 5% and 3.5%

respectively is expected to bring some respite, though I strongly believe

that there is still more room for further reductions in the repo rate,

reverse repo rate and CRR.

Confronting the myriad challenges

Page 14: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

Parsvnath Developers Limited | Annual Report 2008-09

13

Backed by these Government and banking sector incentives and

measures, PDL is now well-positioned to move ahead on the course to

emerging stronger than before. As we move ahead, we now look

forward once again to tread the path of growth, with the continuing

support and cooperation of all stakeholders. As a focused strategy, we

are now concentrated on consolidating our position in the industry by

executing all the ongoing projects instead of venturing into new projects

for the time being.

In line with this strategy, your Company has, in the recent past,

successfully moved ahead on several projects, including Parsvnath

Pragati at Dharuhera, Parsvnath Pratishtha at Pune, Parsvnath Royale

Floors at Lucknow besides performing Bhoomi Poojan of Parsvnath

Technica in Gurgaon.

With customer sentiment taking a beating in recent months, what one

sees is the emergence of a new trend in the realty sector - the trend of

affordable housing projects. Actually, this trend is not as new as it is

said to be. Your Company, in fact, had pioneered this trend much earlier

and has significantly mastered the art of creating quality affordable

Focusing on Affordable Housing

homes to match all pockets and straddle diverse price points. With your

Company having completed number of affordable housing projects in

the past, it is fully geared to continue its focus in this segment going

ahead.

While builders are now going all out to meet the growing demand in this

segment, what is particularly satisfying is the government and banking

sector support in this regard. With banks now extending support by

lowering home loan rates, we expect customer sentiment to strengthen,

thereby encouraging home buyers to come forward to purchase their

dream homes without further delay.

I am confident that the combined efforts of the government, the banks

and the developers would definitely help the real estate sector cater to

the growing need for affordable housing. The focus on 12 million houses

for aspiring lower class is all set to usher in a new era of mass and

affordable houses and, armed with proven expertise in this area, your

Company will definitely live up to its motto of “Housing for all”.

However, even as we focus increasingly on affordable housing in an effort

Keeping Premium Housing on track

Page 15: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

Metro Station, Azadpur Delhi*

“It is indeed a matter of immense pride

for all of us at PDL that not only have we

successfully maintained the momentum

in execution of the existing three Metro

projects but in fact managed to secure

construction of two more prestigious

DMRC projects during FY09.”

to meet the growing demand in this segment, we have not lost sight of the

fact that many of our customers in the high-end premium segment for

luxury homes have also been eagerly awaiting to possess their ideal

homes. Keeping this in view, we have also been striving continuously to

keep our ongoing projects in this bracket on track towards their timely

completion. And it gives me great pleasure to state that we have been

successful in keeping our ongoing projects in this segment well on the

trajectory towards delivery without any significant delay.

With the Commercial and Other Segments witnessing a severe slowdown

during the year, the thrust of your Company, quite naturally, remained on

the residential segment. However, your Company did not lose sight of the

importance of consolidating its position in this segment through ready-to-

move products, which will further enhance the saleability of its commercial

properties. Keeping in view the mid and long term prospects in this

Moving ahead in Commercial & Other Segments

segment, your Company continues to remain on track towards

consolidation and timely execution of its portfolio in this segment.

Your Company's strategy in the Hotels, SEZs and Third Party

Construction segments is also in line with this philosophy of

consolidation for the future, and work on the ongoing projects within this

portfolio also continues uninterrupted.

A key thrust area of your Company, however, continues to be execution

of its various Delhi Metro Rail Corporation (DMRC) projects to ensure

their timely delivery in line with the Commonwealth Games targets.

It is indeed a matter of immense pride for all of us at PDL that not only

have we successfully maintained the momentum in execution of the

existing three Metro projects but in fact managed to secure construction

of two more prestigious DMRC projects during FY09.

As is evident from the abovementioned details, your Company is, surely

and firmly, geared to deliver the best through time-bound execution and

consolidation of its excellent portfolio across verticals and segments

spanning geographies as it moves towards the future.

In line with its strategy to raise the bar on quality execution, PDL entered

into a joint venture with Constructora SAN JOSE, S.A., a subsidiary of

Grupo SAN JOSE, a leading Infrastructure Development Company in

Spain in which Parsvnath Developers Limited and SAN JOSE will hold

equal equity in the consortium - "The SANJOSE - PARSVNATH

CONSORTIUM". The Company, through this consortium will execute

projects through floating project specific SPVs. The partnership promises

to bring sea changes in the infrastructure domain as SAN JOSE'S

expertise over Infrastructure domain in international markets and PDL's

understanding of the Indian markets along with efficient execution

capabilities will help develop projects at par with global standards.

We have already set the pace with a series of in-house course

correction measures, focusing on appropriate size of flats and judicious

amenities leading to affordable houses. Productivity improvement,

effectiveness and efficiency have become the mantras adopted by

your Company for continuous improvement across all facets of

organisation operations, be it design of workplace or rationalization of

consumption of physical resources like consumables, shifting of

location of office etc.

Keeping Metro Projects on track

Geared to deliver….today, tomorrow, always

14

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Parsvnath Developers Limited | Annual Report 2008-09

Going ahead, however, a lot depends on how the government

addresses the problems faced by the real estate sector, which is indeed

faced with challenging times. At PDL, we strongly believe that in order to

revive the Indian real estate sector in general and the overall economy

in particular, this sector should be given infrastructure status for

"integrated township development", as developers would need support

for creating quality infrastructure at reasonable rates in the country.

This industry status will also help the sector access bank lending at a

competitive interest rate at low collateral values as against high risk rates

prevailing at present. This would be instrumental in reducing the cost of

funding and thereby motivating the buyers to come forward and buy.

With the indications emerging from the Government and the banks

showing a lot of positivity, the future seems to augur well for the real

estate sector.

For PDL, particularly, what lies ahead does seem to be a period of

continued growth and development. With ongoing schemes offering more

projects in the range of 15–20 lakhs and further plans to bring schemes for

such houses in NCR also, your Company is well ahead in this field.

In conclusion, I would like to take this opportunity to thank all our

stakeholders, employees, bankers & other institutions, partners and

others for their support to the Company in these difficult times. I would

like to assure all of them that their faith in the Company is not misplaced.

Our core of trust that we have successfully built over the years has not

been shaken by the events of the recent months and our commitment to

this trust remains unaffected. As we move forward, I promise that we

shall strive to further build upon this core of trust through our unwavering

commitment to performance of the highest order, at all times.

Thank you

Yours sincerely

Pradeep JainChairman

On a parting note

Parsvnath Prestige, Noida*

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Executing the Residential Roadmap (Group Housing)

31 Projects | 28.13 mn. sq. ft. Saleable Area

Homes that breathe

Homes that live

a sense of well-being and perfection. the credo of comfort and affordability.

Parsvnath Residency, Noida*

16

Overview

nAffordable Housing nIntegrated Townships

The residential segment has always been the Company's biggest

growth driver and continues to be a key focus area for the Company in

the current real estate environment, which has been on the downturn

since September 2008, when global and domestic events threw the

sector into turmoil. As the realty stocks continued to plunge through the

latter half of the fiscal under review, Parsvnath geared itself to address

the new challenges of the market through a focused strategy centred

around execution of its existing projects and consolidation of its

strengths in order to continue to deliver excellence across the

residential segment.

The Company's two key focus areas during the year remained:

With its strong execution skills and construction prowess, the Company

Parsvnath has redefined the art of living. With its skilful execution of residential projects across the entire gamut of premium and affordable living. With its strength of consolidation that has enabled it to fulfill the dreams and aspirations of customers for excellent homes even in the worst of times.

has succeeded in keeping its Integrated Township projects on track to

ensure timely delivery through a detailed roadmap of possession

schedule.

In the Affordable Housing segment, the Company, with its first-mover

advantage, has already established for itself a considerable competitive

edge against other major developers in the areas of its presence.

A brief on the opportunities in this segment during FY09, and

Parsvnath's focused response to these:

Beginning with the global downturn that adversely impacted purchasing

power of the people and sent interest rates escalating to unprecedented

levels, the Indian realty market has been in the doldrums. Some hopes

of revival had been raised in the last quarter of FY09 and the first quarter

of the next fiscal as developers went in for price cuts and mortgage rates

came down.

That, however, did not happen, with studies revealing that during times

of severe economic uncertainty, consumers tend to postpone big ticket

purchases.

Opportunity matrix

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Parsvnath Developers Limited | Annual Report 2008-09

Parsvnath Green Ville, Gurgaon*

17

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As a result of this negative demand environment, many builders - mainly

small and medium-sized ones - are operationally stretched, besides

being financially leveraged. In the prevailing environment, where job

security is diminishing, business confidence is low and net worth has

been hit by falling stock markets and house prices, better affordability

due to property price correction/ lower mortgage rates alone cannot act

as the catalyst for sales reversal in the real estate sector.

There is, however, a silver lining to this dark patch, with sector reports

indicating that affordability is expected to return to around 49% by the

end of the calendar year 2009, following price correction and fall in

interest rates. This is expected to raise transaction volumes in the NCR

region, where Parsvnath has a strong presence across both, the luxury

and the affordable housing segments.

In fact, while volume is still lower than a year ago, there are multiple

sources of data that point to a recovery in volume. According to

registration data in Mumbai and Gurgaon, recovery became visible from

March 2009. Mumbai registrations in March rose 24% over February

2009 and 4% over January. Registrations in Gurgaon were up 50% over

February and 12% over January 2009. In April, Mumbai registrations

were 22% higher than for March.

As expected in the prevailing economic scenario, though most ongoing projects in the NCR are skewed towards premium housing with huge ticket sizes, the maximum demand today is found to be in the sub-Rs. 40 lac segment. That is the main reason for the affordable housing segment to pick up at a reasonable pace even in this downturn, with a large number of big and small developers now foraying into this.

Affordable housing has recently emerged as the new mantra of almost every player in the real estate development space across the country. The thrust now is on attractively priced city-centric residential projects where the risk of over-supply is limited and investor and end-user demand is likely to be higher. A higher demand is visible in the middle to low-cost housing, causing developers to veer around to this segment, particularly in Tier I/II cities, with better investor interest and an existing shortage of affordable housing.

Affordable housing includes projects with apartments priced between Rs 10-30 lacs, depending on the location, and are targeted at industrial workers and other lower to middle class households. Analysts feel that affordable housing will be the key for developers looking to convert from land holders to land developers. Affordable housing offers developers the opportunity to improve their asset turns because of the large volume opportunity that it offers.

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The size of the opportunity is, indeed, large and this segment is said to

be today the second largest, after low-income housing, and accounts for

28% of total housing demand in Tier I/II and III cities. What makes this

segment particularly attractive is the lower mortgage rates, with most

banks offering an additional incentive in the form of a 50-100 bp lower

mortgage rate for loans of less than Rs 30 lacs in total.

This augurs well for the Company, which is effectively and ideally

positioned to capitalize on the growing demand in the affordable

housing segment.

Quite evidently, the opportunity matrix in the residential segment,

particularly affordable housing, continues to be exciting and attractive.

However, operating in the low-income housing segment requires a

different skill set, something which most developers will take time to

master.

For PDL, however, it is a skill set that it had acquired and mastered

much before most other players forayed into this segment. In fact, the

Company pioneered the concept of mid income and affordable housing

much before the downturn in the real estate sector started. And today,

the Company has a strong portfolio of ongoing schemes offering

number of flats in the range of Rs 10 – 40 lacs across pan India.

Our focused response

Among the key affordable housing projects launched successfully by

the Company, with great response from the consumers, in the last 2-3

years are:

During the year under review, “Parsvnath Royale Floors”, Lucknow,

spread over 35 acres on Lucknow–Faizabad Road, 6 kms from Gomti

Nagar, saw the launch of 510 flats in Phase 1, of which 492 were sold

within two days of launch itself. The offering of the independent floors

comes in the affordable price range starting from Rs. 13.95 lac to Rs.

27.50 lac.

The total realization from the project is approximately Rs. 100 crore, to

be realized over a period of two years. The project is scheduled to be

completed within a period of two years from the date of commencement

of construction work.

The average sale price of an apartment in Parsvnath's affordable

housing portfolio is between Rs. 14-30 lacs, making it an attractive value

proposition for consumers.

With its focused approach on timely execution and delivery of ongoing

n“Parsvnath Regalia", Ghaziabad

n“Parsvnath Royale Floors”, Lucknow

n“Parsvnath Sterling”, Ghaziabad

n“Parsvnath Pratibha”, Moradabad

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Parsvnath Developers Limited | Annual Report 2008-09

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residential projects, the Company is well on track of time-bound

completion of its various projects in the residential segment, including

premium and affordable properties.

In the premium housing portfolio, Parsvnath Landmark Developers

Pvt. Ltd., subsidiary of the Company, received the necessary approvals

for construction of its premium luxury project – “Parsvnath La-

Tropicana” – at Civil Lines in the heart of Delhi during FY09.

The approvals comprise clearances from Delhi Urban Arts Commission,

The Delhi Fire Service, The Airport Authority of India, Environmental

Clearance from Ministry of Environment and Forests, NOC from L&Do

and the sanctions pertaining to layout and building plans by Municipal

Corporation of Delhi. The Company is expected to have a realization

of approx Rs. 1,300 crore in 3 financial years from the commissioning of

the said project.

The excavation work at the site has already been completed and

construction is being taken up in full swing. The project, spread over

16.84 acres (68, 149 sq. mtr.), has a total built-up area of approximately

2 million sq. ft..

The current scenario notwithstanding, the mid and long term prospects

for developers with a strong track record in the residential segment are

bright. In fact, available data indicates that apartment volume in India's top

five cities (Mumbai, Gurgaon, Bangalore, Chennai and Hyderabad) in

March 2009 was 6,391 lower than the 13,939 units in March 2008, but

Future Outlook

there was an increase of 49% over the 4,286 units in February 2009.

Further volume from January to March 2009 is 89% higher than for the

October to December 2008 period – implying an improving trend for 2009.

These trends definitely augur well for PDL, which, with its strong set of

execution and construction skills and a definite roadmap for

possession, is all set to encash on the reviving market opportunities in

the residential segment.

As the Company takes forward its process of consolidation of its

projects and plans, in both the premium and affordable housing

segments, the scenario promises to be extremely positive in the mid and

long term.

Residential Projects

Select Completed Projects

Project Name

Parsvnath Prestige

Parsvnath Paradise

Parsvnath Panchvati

Parsvnath Majestic Floors

Parsvnath Platinum Towers

Location

Noida

Ghaziabad

Agra

Ghaziabad

Greater Noida

Residential Group

Housing Projects

Parsvnath Exotica, Gurgaon

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Executing the Township Roadmap

16 Projects | 69.86 mn. sq. ft. Saleable Area

Parsvnath City, Lucknow*

20

Reinforcing its commitment to design and deliver affordablehouses, the Company's Integrated Townships portfolio has alsobeen uniquely modeled on the affordable housing concept.

Reinforcing its commitment to design and deliver affordable houses, the Company's Integrated Townships portfolio has also been uniquely modeled on the affordable housing concept.

The importance of this segment to the Company's overall project

portfolio emanates from the fact that, apart from their affordability, these

integrated townships provide flexibility of selling plots, thereby

improving the cash flows from the project.

Being a key thrust area for the Company, PDL has been aggressively

consolidating its presence and position in the Integrated Township

segment to propel future growth and traction.

The Company is currently in the process of development of 16

integrated townships with 69.85 million Sq ft saleable area spread

across 15 cities.

Integrated Township Projects

Select Completed Projects

Project Name

Parsvnath City Part 1

Parsvnath King City Part 1

Location

Dharuhera

Rajpura, Punjab

Integrated

Townships

Integrated Township Projects

Select Projects Under Execution

Project Name

Parsvnath City

Parsvnath City

Location

Sonepat

Jodhpur

Integrated

Townships

Homes that address

Homes that cater to

the lifestyle requirements of all classes.the needs and aspirations of all segments.

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Parsvnath Developers Limited | Annual Report 2008-09

Executing the Commercial Roadmap

25 Projects | 14.90 mn. sq. ft. Saleable Area

Ready-to-move offices

Exclusive shopping malls

that stand out as centres of pride.that bring life to the cities of their presence.

PDL's portfolio of commercial properties is a treat for the eye and a joy for the soul. From the hardcore professional seeking the perfect

environment to work in, to the committed shopaholic looking for an idyllic getaway to satiate his desires, the Company's offices and malls

have something for everyone.

Parsvnath City Mall, Faridabad*

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OverviewThe Company has always striven to ensure timely completion of quality

commercial properties in key cities across the country. From offices to

malls, the Company has successfully executed several major projects

in this vertical within and outside the NCR region over the last few years,

encashing the boom in this segment.

PDL's projects in this space stand out as centres of pride in the cities of

their presence. The global economic downturn has, however, impacted

growth in this segment to a significant extent and the Company has also

not remained insulated from this negative effect. But armed with its

inherent construction and execution prowess, and with its focused

strategy of timely completion of its existing projects, the Company has

been able to keep itself on track in this segment and sees a sizeable

market for the same once the global economy begins to revive.

A key advantage that has helped the Company not only survive through

these difficult times but in fact consolidate its gains for the future is the

large land bank it owns, enhancing its readiness to respond and expand

its product portfolio with improvement in the market scenario.

The Company's thrust in the commercial segment currently is on

consolidating its position through ready-to-move products, which will

further enhance the saleability of PDL's commercial properties.

Opportunity matrixThe adverse global economic environment has hit the commercial

segment of the real estate market more than it has the residential

segment. It is, in fact, estimated that approximately 50% of the ongoing

Select Completed Projects

Location

Faridabad

Faridabad

Moradabad

Saharanpur

Greater Noida

Noida

Ghaziabad

Gurgaon

Kaushambi, Ghaziabad

Project Name

Parsvnath Mall Manhattan

Parsvnath City Mall

Parsvnath Plaza I & II

Parsvnath Plaza

Parsvnath Bibhab Plaza

Parsvnath Shoppers Den

Parsvnath Paradise Arcade

Parsvnath Arcadia

Parsvnath Mall

Select Projects under Execution

Location

Ahmedabad

Sonepat

Hyderabad

Rohini, Delhi

Bhiwadi

Moradabad

Mohali

Dehradun

Project Name

Parsvnath City Centre

Parsvnath City Centre

Parsvnath City Centre

Parsvnath Mall

Parsvnath City Centre

Parsvnath Square

Parsvnath Mall Matrix

Parsvnath Eleganza

commercial and retail projects across India, which were initially

scheduled to be completed by FY10 (estimated) would now get delayed

and completed only in FY11-12 (estimated). In case of certain projects,

work might even be suspended indefinitely. Within the Commercial

segment, it is retail that has been affected the most.

Yet, despite the negative environment, the end of 2008 saw supply of 96

mn. sq. ft. of mall space in India, representing a 17% YoY increase. This

growth is a clear indicator of the sound fundamentals of this segment in

the mid and long term. With the revival of the inherently strong Indian

Economy, consumer purchasing power is bound to revive.

The Company is fully aware of the huge scope for growth that shall once

again unfold in the commercial space in the wake of the economic

revival. The current downturn has, in fact, provided the opportunity for

us to consolidate our gains in this segment and ensure full

preparedness to meet the demand that shall come up once again with

the revival of the Economy.

Keeping the mid and long term projections in mind, the Company has

embarked on a strategy of intensive focus on execution of its existing

projects and consolidation of its gains in this segment to ensure

excellence across its commercial portfolio.

As in the case of the residential segment, PDL's response to the

emerging trends in the Commercial segment has been one of focused

farsightedness. In line with the industry scenario, the Company did

witness a slowdown in the development of its commercial properties

during FY09, and has therefore prudently refrained from initiating any

new projects in this segment.

Our focused response

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Parsvnath Developers Limited | Annual Report 2008-09

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However, work on the Company's existing products continues to be in

full swing, as it gears to meet the future demand in this segment.

As part of its execution focused strategy, during FY09, the Company

performed the ground-breaking ceremony of “Parsvnath Technica --

Cyber Park”, being constructed with a total investment of Rs. 135 crore.

Strategically located at Main Gurgaon Sohna road in Gurgaon,

Haryana, it will have office space of 7 lac sq. ft. spread over two towers.

The expected realization from the project is approximately Rs. 350-370

crore and will be completed within three years from the commencement

of construction.

In line with its stated objective of providing world-class entertainment

experience to the residents of Faridabad and with an aim to create great

ambience at its properties, the Company has been taking initiatives at

Parsvnath City Mall, Faridabad, by organizing events that ensure

entertainment for the entire audience irrespective of their

demographical differences. In continuation of the same, the Company

arranged a rendezvous for the people of the city with the cast and crew

of the film –Aasma.

Future OutlookWith the Indian Economy already showing signs of revival, corporates

are already beginning, once again, to show interest in acquiring

commercial properties in most major cities. In Bangalore, for instance,

some six months after they fled the real estate sector, investors are

gradually making their way back, according to published reports. This

time around, high networth individuals (HNIs) and domestic funds are

putting money mainly into office and retail spaces.

Interestingly, lower real estate prices have triggered some big-ticket

sales in recent months in the commercial segment.

As mentioned in the preceding paragraphs, PDL is fully geared to meet

this reviving demand in the Commercial Segment through time-bound

completion of its various projects in this space. A detailed roadmap for

execution of these projects and the handing over of their possession is

being drawn out to ensure that the Company remains ahead in this

space in the years to come.

Parsvnath Mall Manhattan, Faridabad*

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24

PDL, with its first-mover advantage in this segment, has an

excellent record in execution of DMRC projects in the National

Capital.

The Company also received environmental clearance for the

construction of office-cum-commercial "Corporate Tower" at

Netaji Subhash Place Metro Station. The prestigious project is

spread over an area of 19,400 sq.mtr and has a total

developable area of approx. 2,60,000 sq.ft.

The last few years have seen the Company successfully extend

its success in the residential and commercial segments to other

segments of the real estate space.

Leveraging its experience and expertise, PDL has, in recent

years, forayed into several premium and niche segments with

prestigious Delhi Metro Rail Corporation (DMRC), Hotels and

SEZ projects.

Executing the roadmap acrossOther Segments

Presence across diverse verticals and a portfolio that extends through all the major real estate product lines

are among the core strengths around which is centred the PDL growth story.

Parsvnath Metro Mall, Welcome, Delhi**

5 Projects

1.86 mn. sq. ft. Saleable Area

With Commonwealth Games just around the corner, the

infrastructure development of the NCR region is high on the

Government's agenda. The Delhi Metro Rail Corporation

(DMRC) is a key component of this development, attracting

many big developer into this large opportunity space.

DMRC (BOT Projects)

Completed DMRC Projects

Location

Shahdara, Delhi

Inderlok, Delhi

Inderlok Annexe, Delhi

Kashmere Gate, Delhi

Tis Hazari, Delhi

Pratap Nagar, Delhi

Seelampur, Delhi

Project Name

Parsvnath Metro Tower

Parsvnath Metro Mall

Parsvnath Metro Mall

Parsvnath Metro Mall

Parsvnath Metro Mall

Parsvnath Metro Mall

Parsvnath Metro Mall

(within the station box)

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Parsvnath Developers Limited | Annual Report 2008-09

Projects under execution

Location

Welcome, Delhi

Azadpur, Delhi

Akshardham, Delhi

Project Name

Parsvnath Metro Mall

Parsvnath Metro Mall

Parsvnath Metro Mall

Projects in Planning

Location

Seelampur, Delhi

Bhai Veer Singh Marg,

Near Gole Market, Delhi

Netaji Subhash Chandra Place, Delhi

Project Name

Parsvnath Mega Mall

Parsvnath Metro Mall

Parsvnath Metro Mall

FY09 saw the Company being awarded the Construction Contract from

DMRC for construction of station at the Dhaula Kuan Metro Station,

which will connect Connaught Place to the International Airport. The

project is scheduled to be completed within a period of 15 months.

The Company also bagged a contract from DMRC for construction of a

residential project at Mundka Depot for Phase II of Delhi MRTS project.

The project, involves construction of 130 flats across a total

construction area of 1,29,728 sq.ft. The completion time for the project

is 15 months from the start of construction at site.

As is evident from these developments, focus on time-bound execution

continued to be a priority area for the Company even during the negative

economic environment that prevailed through a large part of FY09. It is,

indeed, a matter of pride that not only is PDL well on track with

construction of these DMRC projects, it has another two in the pipeline

besides Metro Malls. The Company is well-positioned to ensure timely

and quality construction of these projects.

Parsvnath Metro Mall, Azadpur, Delhi**

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26

14 Projects

1.92 mn. sq. ft. Saleable Area

Hotels / Serviced Apartments

PDL has a strong portfolio of 14 hotel properties across India,

with all hotels to be developed in a 100% subsidiary Parsvnath

Hotels Limited (PHL). Hotels owned by PHL will be managed

by leading national and international hotel chains.

With a saleable area of approx. 1.92 million sq. ft, these hotels

would provide more than 2500 rooms which will cater to the

huge demand for hotel rooms in the country. Construction of 6

hotel properties is already in full swing.

To promote its hotel development business, the Company has signed a

MoU with Fortune Park Hotels of ITC Welcomgroup to develop '5-Star',

'4 Star' and 'Mid Market Budget Hotels'. Fortune Park Hotels will

operate and market these hotels.

The Company has also signed a JV with Royal Orchid Hotel Pvt. Ltd. to

develop a new Hotel company called “Parsvnath Royal Orchid Hotels

Ltd.” for developing a new range of Hotels and Serviced Apartments

across India.

PDL's upcoming hotels are strategically located in some of the fastest-

growing cities across India, with huge business and tourism potential,

thereby offering immense opportunities for growth and earning in the

coming years.

During the year under review, the Company commenced construction

of the 5-star hotel at Vejalpur, Ahmedabad. With 152 rooms and suites,

this hotel will be a judicious blend of hotel and commercial segment and

is expected to be operational by the end of year 2010.

In another important development, the hotel “Patto Plaza” at Goa

received 5-star category approval from The Ministry of Tourism and is

expected to be operational by the end of year 2010. The project is being

developed on total land area of 3150.20 sq. mtrs (approx.).

A 4-star approval of "Parsvnath Planet Plaza” and a 3-star approval of

"Parsvnath Hotel” at Shirdi from The Ministry of Tourism are a clear

endorsement of the Company's strong presence in this segment.

The Hotel at Hyderabad will be sprawled over an area of approximately

11063.68 sq. meters, and the total plot area would offer a judicious

blend of shopping mall, office complexes and a five star category Hotel.

The hotel is strategically located in the Rajiv Gandhi Circle at

Kukatpally, Hyderabad, which is in close vicinity of Secundrabad

Railway Station and mere 35 kms away from Shamshabad Airport,

ensuring easy commuting via road, rail and air ways.

The hotel's proximity to the Hi-tech city - a 10-storied cylindrical building

which proposes to house Indian and multinational IT companies - would

further enhance the hotel's demand.

Select Projects under execution

Location

Hyderabad

Ahmedabad

Mohali

Lucknow

Shirdi

Bhiwadi

Project Name

Hotel

Hotel

Hotel

Hotel

Hotel

Serviced Apartments

No. of Rooms

186

152

105

110

58

84

Parsvnath Plaza (Mall cum Hotel), Lucknow**

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Parsvnath Developers Limited | Annual Report 2008-09

7 Projects

76.64 mn. sq. ft. Saleable Area

SEZs

With a plethora of attractive government incentives to support

their growth, SEZs offer a big opportunity for real estate

developers in India. PDL has already forayed into this attractive

space, and is undertaking SEZ development through a 100%

subsidiary, Parsvnath SEZ Limited (PSL).

As of 20th June, 2009, the Company has in its SEZ portfolio:

The land for the development of the above SEZ's is already in

n4 notified SEZs: Indore, Gurgaon, Dehradun and Nanded

n2 formally approved SEZs: Kochi, Hyderabad

n1 approval awaited: Mysore

possession of the Company. As per its focused strategy to execute all

existing projects across segments in a time-bound manner, the

Company is concentrating on the development of the four notified SEZs,

for which it has already submitted the master plan and building plans.

The Company is fully geared to begin construction at these SEZs post

requisite approvals.

Parsvnath SEZ**

Parsvnath SEZ**

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Future outlookWith its sights firmly set on the long-term growth opportunities offered by

these segments, PDL will continue to consolidate its leadership position

in their development. While the immediate priority shall be execution of

the existing projects, in the long run, the Company plans to strengthen

its portfolio in all these segments through expansion of its product

portfolio and extension into new geographies and regions.

5 Projects

1.79 mn. sq. ft. Saleable Area

Third Party Construction

As a strategic initiative aimed at leveraging the strengths of its

well-established in-house construction and purchase contracts

division, the Company has started taking external construction

contracts. In this segment, your Company has bagged, and is

working on, the following contracts:

Metro Station, Azadpur, Delhi*

Location

Shirdi (Maharashtra)

Fursatganj, Rae Bareli (U.P.)

Patna (Bihar)

New Delhi

New Delhi

Project Name

Construction of Sai Ashram at Shri Saibaba Sansthan.

Construction of Footwear Design & Development Institute.

Construction of Buildings, Multilevel Car Parkings, Services & External Development at

Buddha Smriti Udyaan.

Construction of Staff Quarters at DMRC, Mundka Depot, for Phase-II.

Construction of Station Complex at Dhaula Kuan (DMRC) station.

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Metro Station, Azadpur, Delhi*

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Executing, Consolidating, Excelling for the future

The future of any company is rooted in its past – in its experience & expertise, and in the execution & excellence of its projects. Especially in the case of real estate companies, it is the track record of an organization that is perhaps the biggest strength and driver of its future growth.

Keeping this in mind, PDL has drawn up a future strategy that is definitely grounded in the success of its past projects – be it across the residential, commercial, DMRC or other segments and products. Concurrently, however, the Company's strategy is focused on the opportunity space, existing and unfolding, in each of the segments of its presence.

In line with this strategy, the Company plans to:

nContinue focus on metros (including NCR) and “A”–category

cities.

nContinue its focus on Affordable Housing Projects.

nProvide Grade – A office space to existing/new clients in

upcoming IT destinations.

nExtend the organized retail concept to “A” category cities and

enjoy first mover advantage.

nExecute existing projects and increase cash realizations from

sales.

nLeverage DMRC experience by acquiring more projects as Delhi

Metro expands in Delhi and other NCR Regions.

nReplicate this success in other cities like Hyderabad, Bangalore

and Chennai.

nFocus on development of notified SEZs only.

nHold land acquisition of SEZs that have been given in-principal

approval.

nExplore other high return and attractive opportunities in real

estate/infrastructure.

nSector:

nLeverage the experience of re-development of Bus

Terminus at Kurla, Mumbai

nAirport Development – Road & Infra projects

Parsvnath Platinum, Greater Noida*

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5 years Financial Summary

TOTAL INCOME (Rs. in mn) PBDITA (Rs. in mn) PAT ( ) (Rs. in mn)

PBDITA MARGIN (%) PAT MARGIN (%) EPS (Rs.)

31st March 2005

31st March 2006

31st March 2007

31st March 2008

24.71

23.62

28.78

37.03

31st March 2005

31st March 2006

31st March 2007

31st March 2008

21.48

16.24

20.20

23.10

31st March 2005

31st March 2006

31st March 2007

31st March 2008

NET WORTH ( ) (Rs. in mn) CURRENT RATIO ( Times ) DEBT EQUITY RATIO ( Times )

31st March 2005

31st March 2006

31st March 2007

31st March 2008

1023

2012

14911

18897

31st March 2005

31st March 2006

31st March 2007

31st March 2008

1.8

1.7

3.6

3.7

31st March 2005

31st March 2006

31st March 2007

31st March 2008

31st March 2005

31st March 2006

31st March 2007

758

1544

4416

6803 31st March 2008

2385 31st March 2009

659

1062

3099

4244 31st March 2008

31st March 2007

31st March 2006

31st March 2005

1128 31st March 2009

31st March 2009 32.71 31st March 2009 15.47 31st March 2009 6.11

31st March 2009 20027 31st March 2009 4.4 31st March 2009

31st March 2005

31st March 2006

31st March 2007

31st March 2008

3068

6538

15345

18371

31st March 2009 7292

79.94

10.74

18.16

22.98

1.18

1.17

0.78

0.96

0.96

* In 2008 & 2009 all the figures are on a consolidated basis.

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Annual Report 2008 - 09

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32 | Parsvnath Developers Limited

CORPORATE INFORMATIONBOARD OF DIRECTORSShri Pradeep Kumar Jain ChairmanShri Sanjeev Kumar Jain Managing DirectorDr. Rajeev Jain Director (Marketing)Shri Gobind Ram Gogia Director (Business Development)Shri Ashok Kumar Director (Independent) Shri Sunil Kumar Jain Director (Independent)Shri Ram Niwas Lakhotia Director (Independent)Shri Ramdas Janardhana Kamath Director (Independent)Dr. Pritam Singh Director (Independent)Shri Malay Chatterjee Nominee Director (HUDCO)

BANKS & FINANCIAL INSTITUTIONSABN AMRO BankAxis Bank Ltd.Bank of IndiaBank of MaharashtraBarclays Bank PLCCentral Bank of IndiaHousing & Urban Development Corporation Ltd.ICICI Bank Ltd.IDBI Bank Ltd.IFCI Ltd.Indian BankIndusInd Bank Ltd.Karnataka Bank Ltd.Karur Vysya Bank Ltd.Life Insurance Corporation of IndiaLIC Housing Finance Ltd.Oriental Bank of CommercePunjab & Sind BankPunjab National BankSICOM Ltd.Small Industries Development Bank of IndiaStandard Chartered BankState Bank of Bikaner & JaipurState Bank of HyderabadState Bank of IndiaState Bank of IndoreState Bank of MysoreState Bank of PatialaState Bank of TravancoreSyndicate BankThe Bank of Rajasthan Ltd.The Jammu & Kashmir Bank Ltd.United Bank of IndiaVijaya BankYes Bank Ltd.

SR. VICE PRESIDENT (LEGAL) &COMPANY SECRETARYShri V. Mohan

AUDITORSM/s Deloitte Haskins & SellsChartered Accountants7th Floor, Building No. 10, Tower B, DLF Cyber City Complex, DLF City, Phase-II, Gurgaon-122002

REGISTRAR & SHARE TRANSFER AGENTM/s. Link Intime India Pvt. Ltd.A-40, 2nd Floor, Naraina Industrial Area, Phase-II,New Delhi 110028

SHARES LISTED ATNational Stock Exchange of India Ltd. (NSE)Bombay Stock Exchange Ltd. (BSE)

REGISTERED OFFICEParsvnath Metro Tower,Near Shahdara Metro Station, Shahdara,Delhi - 110032.

CORPORATE OFFICE6th Floor, Arunachal Building,19, Barakhamba Road,New Delhi - 110 001.

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Annual Report 2008-09 | 33

Dear Shareholders,

Your Directors have pleasure in presenting the 18th Annual Report, together with the audited accounts of the Company for the fi nancial year ended March 31, 2009.

Financial Results[Rs. (`000)]

Item FY 2008-09 FY 2007-08

Total Revenue 7,626,184 17,922,444

Profit before Interest, Depreciation and Tax (PBIDT) 2,398,362 6,493,709

Less: Interest & Finance Charges 733,739 391,125

Profit before Depreciation and Tax (PBDT) 1,664,623 6,102,584

Less: Depreciation 279,348 237,841

Profit Before Tax 1,385,275 5,864,743

Less: Provision for Taxation 254,839 1,777,371

Profit After Tax 1,130,436 4,087,372

APPROPRIATIONS:

Transfer to General Reserve - 410,000

Transfer to Debenture Redemption Reserve - 300,000

Proposed Dividend (including Dividend Tax thereon) - 648,256

Balance Carried to the Balance Sheet 1,130,436 2,729,116

DividendYour Directors have, with a view to conserve the resources for the operations of the Company, not recommended any dividend for the year.

Review of OperationsThe year under review has been a very diffi cult year for the world economy including the Indian economy, the industry and your Company. During the year under review, your Company’s revenue fell by 57% from Rs.17922.44 million to Rs.7626.18 million. The Profi t before tax fell by 76% to Rs.1385.28 million. Profi t after tax was lower by 72% at Rs.1130.44 million. Earning per Share (EPS) of the Company was Rs.6.12 per share in 2008-09 as against Rs.22.13 in the previous year.

The performance of the Company was adversely affected by reduced turnover coupled with the burden of fi xed overheads like increased interest cost and personnel cost. The infl ationary trend in the economy increased the input costs, thereby putting pressure on margins. Global slowdown and fi nancial crisis in United States and European countries had put pressure on liquidity in India, as well. This had resulted in an increase in interest cost further affecting all industries and real estate sector in particular.

The key highlights pertaining to the business of your Company, including its subsidiaries, for the year 2008-09 and period subsequent thereto, are given hereunder:

a) New Projects bagged

- Construction of Station Complex at Dhaula Kuan Metro Station, New Delhi for Delhi Metro Rail Corporation Limited (DMRC) which will serve as an important station on the Airport Metro Express Line connecting Connaught Place to Indira Gandhi International Airport.

- Construction of residential project at Mundka Depot for Phase II of Delhi MRTS project.

- Construction of SAI ASHRAM at Shri Saibaba Sansthan, Shirdi, Maharashtra.

- Construction of Footwear Design & Development Institute, Fursatganj, Rae Bareli (U.P.).

- Development of Buddha Smriti Udhyaan at Patna from Buddha Smriti Udhyaan Development Company Limited (BSUDCL).

DIRECTORSÊ REPORT

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34 | Parsvnath Developers Limited

b) New launches The following projects were launched during the period under review:

Residential Parsvnath Premium at Sidhra, Jammu; Parsvnath Residency at Moradabad; Parsvnath Premier at Indore; Parsvnath Pragati at Dharuhera; Parsvnath

Pratishtha at Pune; Parsvnath Planet Plaza at Lucknow; Elite Villas at Dharuhera; Parsvnath Royale Floors at Lucknow and Parsvnath Precious - Integrated group housing at Jamnagar.

Commercial Parsvnath City Centre at Sonepat, Haryana; Commercial mall project at Jamnangar and Parsvnath Mall at Seelampur, Delhi.

c) Commencement of construction 5-star hotel at Vejalpur, Ahmedabad; Parsvnath Technica (Cyber Park) at Gurgaon and ‘La Tropicana’ Group Housing Project at Civil Lines, Delhi.

d) Completed projects Azadpur Metro Station at Delhi- This prestigious contract was the fi rst Public Private Partnership Project on BOT basis awarded by the DMRC to the

Company and the Company has completed the construction of the Station Box within a record time and handed over to DMRC.

e) Possession handing over Commenced handing over of developed plots in Parsvnath City Phase-I, Jodhpur, Rajasthan; Parsvnath City, Sonepat A - Block; Parsvnath City,

Dharuhera; Panchvati, Agra and Kaushambi Mall, Ghaziabad.

f) Foreign Direct Investment Your Directors have pleasure in informing you that your Company has tied up with leading international real estate private equity fund, Red Fort Capital

through Sterling Pathway and Banrod Investments Limited for foreign direct investment in its subsidiary Company, Parsvnath Landmark Developers Pvt. Ltd. to the tune of Rs. 90 crores for 18% equity interest for executing the prestigious premium luxury residential project ‘La Tropicana’, spread over an area of 16.84 acres (68,149 sq. mtr.) with saleable area of approximately 1.9 million sq. ft.

The construction of the project has already commenced and the project will be completed in about 3 years.

The construction and development of projects at various other locations is currently in progress. Your Company proposes to consolidate its position by focusing on executing the ongoing projects instead of venturing into new projects for the time being.

A detailed business-wise review of the operations of the Company is included in the Management Discussion and Analysis section of this Annual Report.

Change in situation of Registered OfficeDuring the year under review, pursuant to the decision taken by the Board of Directors of the Company in its Meeting held on January 31, 2009, the Registered Offi ce of the Company was shifted from 6th Floor, Arunachal Building, 19, Barakhamba Road, New Delhi - 110001 to Parsvnath Metro Tower, Near Shahdara Metro Station, Shahdara, Delhi-110032 with effect from March 1, 2009.

The Corporate Offi ce continues to be located at 6th Floor, Arunachal Building, 19, Barakhamba Road, New Delhi-110 001.

Management Discussion and AnalysisThe Management Discussion and Analysis Report, forming part of Directors’ Report for the year under review, as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges, is discussed in a separate section of this Annual Report.

Subsidiaries, Joint Venture Entities and Associate CompaniesAt the beginning of the year, your Company had thirteen subsidiary companies. Two more subsidiaries were added during the year under review taking the total number of subsidiaries to fi fteen. The project-specifi c or sector-specifi c subsidiary companies ensure maximum utilization of available resources through focused attention on specifi c activities.

The fi nancials of the subsidiaries, joint venture entities and associates of the Company have been considered in the Consolidated Financial Statements of the Company and form part of this Annual Report as required by the applicable Accounting Standards issued by the Institute of Chartered Accountants of India. However, the Company has applied to the Central Government under Section 212(8) of the Companies Act, 1956 (the “Act”), seeking an exemption from attaching a copy of the Balance Sheets, Profi t & Loss Accounts, Directors’ Reports and Auditors’ Reports of the subsidiary companies and other documents required to be attached under Section 212(1) of the Act to the Balance Sheet of the Company and the said approval is expected shortly. Accordingly, the said documents are not being attached with the Balance Sheet of the Company. A gist of the fi nancial performance of the subsidiaries is contained in the report. However, the Annual Accounts of the subsidiary companies and related detailed information will be made available to the members of the Company and its subsidiary companies seeking such information at any point of time. The Annual Accounts of the subsidiary companies will be kept open for inspection by any investor at the Registered Offi ce of the Company and that of the respective subsidiary companies between 11.00 a.m. and 1.00 p.m. on all working days.

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Annual Report 2008-09 | 35

FinanceDuring the year under review, the Company has not accepted any Deposits from the public, within the meaning of the Companies Act, 1956 read with the Rules made thereunder. Out of MIBOR linked Secured Non-Convertible Debentures issued by the Company on private placement basis, aggregating to Rs. 200 crores, 150 crores were redeemed during the year under review and an equivalent amount was transferred from Debenture Redemption Reserve to Profi t & Loss Account.

The Company had come out with the Initial Public Offering (IPO) of its equity shares in November, 2006 and raised Rs.1089.77 crores by way of fresh issue of 363,25,800 equity shares of Rs.10/- each at a premium of Rs.290/- per share, including a Green Shoe Option of 30,87,800 equity shares. The entire amount of Rs.1089.77 crores raised through the IPO was spent by September 30, 2008 for the purposes outlined in the Prospectus and for such other purposes as was approved by the Members by Postal Ballot on February 5, 2008. The Fourth and Final Report of IFCI Limited, the ‘Monitoring Agency’ within the meaning of SEBI (Disclosure and Investor Protection) Guidelines, 2000 for monitoring the utilization of proceeds of the IPO of the Company, does not point out any deviation in and / or contain any reservation about the end use of the IPO proceeds.

Raising of additional long- term funds by further issuance of Securities including through Qualified Institutions Placement (QIP) The Company has been diversifying in terms of lines of business within the real estate space as well as geographies for establishing pan-India operations. Apart from launching and selling residential and commercial projects, it has extensively widened its business scope by initiating forays into retail, hospitality and special economic zones (SEZs), directly and/or through its subsidiaries/ joint venture companies. The Company is also fast widening its presence across the length and breadth of the Country. To continue the momentum in its growth strategy, the Company will require signifi cant outlay of funds for its expansion plans. In order to meet the funding requirement for the aforesaid outlay, the Company would need access to external funds at different points of time in the future.

Pursuant to the approval granted by the members of the Company at the Extra-ordinary General Meeting of the Company held on June 20, 2009 to raise funds upto Rs. 2,500 crores in such form including through a QIP and / or through Depository Receipts etc., the Board is in the process of exercising the said power in near future in a manner most benefi cial in the interest of the Company and its shareholders.

It is, therefore, proposed to raise long-term fi nance for its various funding needs by issuance of Securities such as Equity Shares, Preference Shares, Convertible Debentures, Non-Convertible Debentures etc., in one or more tranches, in such form (including through a QIP as prescribed under Chapter XIII-A of the SEBI (Disclosure and Investor Protection) Guidelines, 2000), on such terms, in such manner, at such price or prices and at such time as may be considered appropriate by the Board, to the various categories of domestic and/or international investors, for a sum upto Rs.2,500 Crores, for the purpose of meeting its funding requirement for execution of projects, repayment of high cost loans and general corporate purposes and to augment its fi nancial position.

Change in Share Capital - Increase in Authorised Share CapitalConsequent upon the approval of the members at the Extra- ordinary General Meeting held on June 20, 2009, the Company increased its Authorised Share Capital from Rs. 300 crores to Rs. 350 crores with re-classifi cation of the same comprising 30,00,00,000 (Thirty crores) Equity Shares of Rs. 10/- (Rupees Ten) each and 5,00,00,000 (Five crores) Preference Shares of Rs. 10/- (Rupees Ten) each.

DirectorsDuring the year, three Directors resigned from the Board of the Company viz. Shri V.B. Raheja with effect from December 29, 2008, Smt. Nutan Jain and Shri Subhash Kathuria both with effect from March 30, 2009.

In accordance with the applicable provisions of the Companies Act, 1956 read with the Articles of Association of the Company, Dr. Pritam Singh and Shri Sunil Kumar Jain, Directors of the Company will retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment.

DirectorsÊ Responsibility StatementPursuant to the provisions of Section 217(2AA) of the Companies Act, 1956, your Directors, based on the representation received from the Operating Management, confi rm that:(a) in preparation of the annual accounts for the fi nancial year ended March 31, 2009, the applicable accounting standards have been followed and that

there are no material departures;(b) the accounting policies selected and applied are consistent and the judgments and estimates made are 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 fi nancial year and of the profi t of the Company for that period;(c) proper and suffi cient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies

Act, 1956, for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities;(d) the annual accounts have been prepared on a going concern basis.

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36 | Parsvnath Developers Limited

AuditorsM/s. Deloitte Haskins & Sells, Chartered Accountants, Statutory Auditors of the Company, shall retire at the conclusion of the ensuing Annual General Meeting and are eligible for re-appointment. It is proposed to re-appoint them as Statutory Auditors of the Company to hold offi ce until conclusion of the next Annual General Meeting. The Auditors have confi rmed that the re-appointment, if made, will be within the limits as prescribed under Section 224 (1B) of the Companies Act, 1956.

The operations of the Company do not require audit of cost accounts, in terms of the provisions of the Companies Act, 1956 read with the Rules made thereunder.

AuditorsÊ ReportThere is no qualifi cation in the Auditors’ Report on the Annual Accounts of the Company for the fi nancial year ended March 31, 2009. They have, however, made certain observations in their Report and the Board would like to draw your attention to the following:

1. Clause 9a of the Annexure referred to in Paragraph 3 of the Auditors’ Report:

Due to the general slowdown in the economy, the Company faced liquidity crunch situation and had to appropriate the available cash fl ows for the various immediate needs of the Company resulting in delays in the payment of certain statutory dues during the fi nancial year. However, there were no undisputed statutory dues which were outstanding for more than six months since they became due except the instalments of advance Income Tax.

2. Clause 11 of the Annexure referred to in Paragraph 3 of the Auditors’ Report:

Consequent upon the slowdown in the market in which your Company is operating, your Company had faced diffi culties in making timely payments of its dues to Banks/ Financial Institutions as a result of liquidity crunch. The Company had approached its lenders to re-schedule and/or roll over its near term obligations much before the due dates of repayments and in accordance with the applicable monetary policies of the Reserve Bank of India. Most of the lenders have considered the request favourably and have re-scheduled the loans and the Company has been successful in ensuring that all loans remained standard.

Corporate GovernanceA separate section on Corporate Governance, forming part of the Directors’ Report and the Certifi cate from the Company’s Auditors confi rming compliance of Corporate Governance norms, as prescribed under Clause 49 of the Listing Agreement, are included in the Annual Report.

Listing with Stock ExchangesThe Company continues to remain listed with the National Stock Exchange of India Limited (NSE) and the Bombay Stock Exchange Limited (BSE) and the listing fee for the fi nancial year 2009-10 to both these exchanges has been paid by the Company. The Equity Shares of the Company continue to be included in the list of S&P CNX 500 index of NSE.

Disclosures1. The statement showing particulars of the employees of the Company, to be furnished under Section 217(2A) of the Companies Act, 1956, read with

the Companies (Particulars of Employees) Rules, 1975, as amended, is annexed hereto and forms part of this report.

2. The nature of operations of the Company does not require disclosure of information, as prescribed under Section 217(1)(e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, other than the amount of foreign exchange earned and used by the Company during the year under review, details of which are provided in the ‘Notes to Accounts’ section of this Report.

AcknowledgementYour Directors wish to place on record their sincere gratitude to the customers, bankers, fi nancial institutions, investors, vendors and all the other business associates for the continuous support provided by them to the Company and for their confi dence in the management of the Company. Your Directors also place on record their deep appreciation of the contribution made by the employees at all levels.

On behalf of the Board of Directors

Sd/-Place: New Delhi, PRADEEP KUMAR JAINDate : June 20, 2009 Chairman

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Annual Report 2008-09 | 37

PARTICULARS OF EMPLOYEES PURSUANT TO SECTION 217 (2A) OF THE COMPANIES ACT, 1956 READ WITH THE COMPANIES (PARTICULARS OF EMPLOYEES) RULES, 1975A. Employed throughout the year and was in receipt of remuneration aggregating Rs. 24,00,000 or more per annum. S.

No.Name Designation / Nature of Duties Qualifi cations Remuneration

(Rs.) Experience (Years)

Date of Appointment

Age (Years)

Last Employment Held

Employer Designation

1 Shri Pradeep Kumar Jain Chairman Graduate 50,000,000 23 01-04-2002 44 Parasnath And Associates Pvt. Ltd. Director

2 Shri Sanjeev Kumar Jain Managing Director B.E. (Civil) 17,225,000 17 01-04-2002 38 Parasnath And Associates Pvt. Ltd. Director

3 Dr. Rajeev Jain Director (Marketing) M.B.B.S. 12,225,000 11 01-11-2001 36 Indraprastha Apollo Hospital Resident Doctor

4 Shri G.R. Gogia Director (Business Development) B.A. (Hons), LLB 12,225,000 47 01-04-2004 74 Ansal Properties & Industries Ltd. Director

5 Shri Pawan Kumar Gupta President B.Com, C.A. 8,599,844 19 11-05-2006 44 Own Business -

6 Shri P. K. Jain President B.E. (Civil) 8,599,840 39 27-09-2004 59 IDEB Constructions Pvt. Ltd. Executive Director

7 Shri S. P. Oberoi Chief Operating Offi cer (South) B.Arch, B.E.(Civil), MBA

6,299,883 44 01-01-2005 66 Ansal Buildwell Ltd. Executive Director

8 Dr. B. P. Dhaka Chief Operating Offi cer (UP & MP) B.E, LLB, Ph.D 6,299,883 34 02-01-2006 58 PHDCCI Secretary General

9 Shri Ashim Gandhi Chief Operating Offi cer and Head (Strategic Planning & HRD)

MBA, M.Sc. 6,299,883 22 22-11-2007 47 Emaar MGF Ltd. Chief Operating Offi cer

10 Shri Pawan Kumar Sr.Vice President (Purchase) C.A., CAIIB 5,249,903 30 07-10-2002 54 N.B.C.C. General Manager (Finance)

11 Shri V. Mohan Sr. Vice President(Legal) & Company Secretary

LLB, F.C.S, M.B.A. 5,249,903 30 03-05-2003 52 Mahalakshmi Sugar Mills Co. Ltd. Vice President(Legal) & Company Secretary

12 Shri J. B. Karamchandani Sr. Vice President (Architecture) B.Arch 5,249,903 38 13-10-2003 61 Omaxe Limited Sr. Vice President (Architecture)

13 Shri Mukesh Chand Jain Sr. Vice President (Corporate) B.Com., LLB, C.A. 5,249,903 26 01-12-2003 50 Lok Housing Constructions Ltd. President

14 Col. V. K. Oberoi Vice President (Projects) B.Arch, B.E.(Civil), MBA

3,699,932 44 01-03-1997 66 Tarapore & Co. Project Manager

15 Wg. Cdr. R. K. Maheshwari Vice President (Marketing) B.E (Electrical), Chartered Engineer

3,224,941 40 15-02-2002 65 Toshbro Ltd. Branch Manager

16 Ms. Jayanti AR Vice President (Business Development) B.A., M.A. 3,224,941 23 10-07-2006 51 Infi nite Bio Solutions (P) Ltd. Director

17 Shri V Gopalakrishnan Vice President (Technical) B.E.(Civil) 3,149,942 41 07-10-2002 64 Ansal Group Sr. Consultant

18 Shri Satish Chander Addl. Vice President (Projects) B.E. (Civil), M.Tech (Structure)

3,149,942 25 23-12-2004 48 Punj Llyod Limited RCM - “Resident Cons. Mgr.”

19 Shri Vivek Garg Addl. Vice President (Projects) B.E. (Civil), MBA, LLB 3,105,828 25 27-12-2004 47 Mahindra Gesco Developers Ltd. Senior Project Manager

20 Shri Sandeep Kumar Jain Consultant - Project Execution B.Sc. 3,149,942 24 05-12-2006 46 Rishabhnath Developers & Builders (P) Ltd.

Managing Director

21 Shri Sanjay Mathur Addl. Vice President (Projects) B.E. (Civil) 3,149,942 27 26-06-2006 48 DLF Universal Ltd. Chief Manager Project

22 Shri Sunil Malhotra Chief Financial Offi cer FCA, M.Com 2,899,744 24 28-03-2008 53 BPTP Ltd. Sr. Vice President

23 Shri B. N. Roy Addl. Vice President (Contracts) B.E. (Civil), PGDIRPM 2,588,736 38 02-02-2004 62 Ansal Properties & Industries Ltd. Addl. General Manager Quantity Surveyour

24 Shri Vijay Kumar Bassi Addl. Vice President (Services) B.E. Elect. 2,624,952 31 19-10-2006 58 Atlantic Projects General Manager Services

25 Shri Mahesh Verma Vice President ( Liaison) M.A, Dip. Journalism & PR.

2,624,951 19 01-12-2004 37 Sandhya Channel Jt. C.E.O

26 Shri Deepak Mowar Vice President (Hotels) Dip (HM), PGDBA 2,624,951 9 16-10-2006 32 Carlson Hotels Asia Pacifi c National Sales Manager

B. Employed for part of the year and was in receipt of remuneration aggregating Rs. 2,00,000 or more per monthS.

No.Name Designation / Nature of Duties Qualifi cations Remuneration

(Rs.) Experience (Years)

Date of Appointment

Age (Years)

Last Employment Held

Employer Designation

27 Shri Anuraag Govind Chief Operating Offi cer (West) B.A(Hons) 8,206,762 24 01-11-2006 53 Landmark Builders Pvt. Ltd. President

28 Shri S.C. Wadhwa Vice President (Business Development)

M.A, PGDBM 3,461,200 42 02-09-2002 67 OCL Ltd. Asstt. Executive Director

29 Shri H.K. Verma Senior Vice President (Marketing & Commercial)

MBA (Sales & Marketing)

2,099,963 35 01-10-2008 61 SNG Developers Ltd. Director

30 Shri Umesh Kumar Shandilya

Vice President (Legal) LLB, Dip. (Company Law, Personnel Management, Labour Laws)

1,899,965 30 01-10-2008 60 Self Practice -

31 Shri Ravi Gupta Vice President (Taxation & Finance) B.Com, MBA, CA 1,335,204 28 07-08-2006 52 Jindal Polyfi lms Limited Chief Financial Offi cer

32 Shri S. N. Sharma Advisor B.Sc., FCA 1,365,233 35 30-07-2007 54 DCM Financial Services Ltd. Managing Director

33 Shri Anil Kumar Seth Chief Operating Offi cer (SEZ) B.Arch. 833,184 39 11-04-2005 58 Seth Constructions (P) Ltd. Managing Director

34 Shri Abdul Rab Vice President (Retail) M.B.A. 654,509 12 17-02-2007 35 Suncity Projects Pvt. Ltd. General Manager NOTES :1. None of the employees is a relative of any Director except Shri Pradeep Kumar Jain, Shri Sanjeev Kumar Jain and Dr. Rajeev Jain, who are related to each other as brothers. 2. None of the employees except Shri Pradeep Kumar Jain draws remuneration in excess of that drawn by Shri Sanjeev Kumar Jain, Managing Director, Dr. Rajeev Jain, Director (Marketing) and Shri G. R. Gogia, Director (Business Development)

and also holds more than 2% equity shares of the Company.3. Remuneration includes salary, allowances and monetary value of all perquisites as valued under the Income Tax Rules, 1962.4. The nature of employment in all cases is on contractual basis except in case of Directors, whose terms have been approved by the shareholders.5. All the employees have adequate experience to discharge the responsibilities assigned to them and their designations are indicative of their nature of duties.

ANNEXURE TO DIRECTORSÊ REPORT

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38 | Parsvnath Developers Limited

1. Industry Structure and Developments In recent years, the Indian real estate sector has exhibited robust

growth and greater organisation and transparency on account of various regulatory reforms, resulting in more than doubling of average residential capital values between 2005 and the first half of 2008. Aided by compelling and genuine demand drivers such as increased availability of capital for the sector and historical supply constraints, which, coupled with a sea change in the sector itself (erstwhile characterised by absence of centralised title registry providing title guarantee, lack of uniformity in local laws and their application, non-availability of bank financing, high interest rates and transfer taxes and the lack of transparency in transaction values, thereby impeding dealing) has steered the realty sector to a new level of growth and glory.

However, the onslaught of the severe banking crisis in the US sub-prime market in September, 2008 triggered a collapse of fi nancial institutions across the world, set off plunges in global markets , led to sharp erosion in the asset values across both advanced and emerging economies and curtailed the dream growth momentum of the Indian economy, albeit to a lesser extent.

The global economic deceleration severely impacted the Indian realty sector, evident from a sharp plummeting in the demand for homes, offi ce and retail space primarily as investors pulled out of the market due to wealth erosion as well as the rising risk of negative returns. Rising unemployment woes and job-related uncertainties further dwindled affordability levels and compelled end users also to put their purchasing plans on hold. Further, the tightening of lending norms by banks which, coupled with the slowdown in business environment, also led to a liquidity crunch among real estate developers who have been forced to offer discounts to lure buyers. All these factors together translated into average residential capital values declining in March, 2009 from the highs witnessed during the fi rst half of 2008.

2. Opportunities Despite the slowdown which plagued economies across the

world, the current economic environment offers new windows of opportunities. The Progressive government reform measures along with the stimulus package and Reserve Bank of India’s (RBI) move allowing banks to provide special treatment to the real estate sector promises to unlock the potential of the Indian real estate sector and meet the demand-supply mismatch of 22. 4 million units (as per Tenth Five year Plan). Additionally, India’s realtors see an impetus in this segment from renewed home buying and government infrastructure contracts and from public and private sector banks announcing attractive package for home loan borrowers in various categories.

A. Reforms in the Real Estate Sector In recent years, various reforms have been initiated at the Central

as well as State level which have led to greater organisation and transparency in the real estate sector. Some of these reforms include the liberalisation of Land Laws, modifi cations in the rent control statutes, rationalisation of property taxes in a number of States and the permission of FDI in the real estate sector.

MANAGEMENT DISCUSSION AND ANALYSISB. Residential Development Accelerated growth of the Indian economy combined with the

revival of the global economy and improvement in the liquidity scenario are the key factors that are expected to signal a revival in demand for residential real estate. A large proportion of the demand for residential developments, especially in urban centres is likely to be for high-rise residential buildings which shall in turn lead to a faster growth rate than the traditional urban housing segments.

C. Affordable Housing Affordability of housing by individuals deteriorated sharply on

account of steep increases in real estate prices over the last 2-3 years, accentuated by the failure of household income to increase at the same pace. Although real estate prices started correcting on a project and location basis, affordability has not improved signifi cantly primarily because household income levels have declined as a fallout of the economic downturn. Given this predicament, the focus of the Company has shifted to the largely hitherto unaddressed affordable housing segment which offers exciting growth prospects . Reinforcing the demand for affordable housing is the fact that, according to a survey conducted by real estate portal, makaan.com, in October-December 2008, the maximum demand for houses in the NCR was in the sub-Rs. 4 million category with about 78% of home buyers coming in this bracket, while only 35% of existing supply is available in this price category. With slackening investor interest and speculators exiting the market, affordable housing offers a strong platform to boost transaction volumes and bring in cash fl ows. Lastly, amongst the different verticals comprising the realty sector, which typically have different recovery cycles, the affordable housing vertical is perhaps the only one to have transitioned to a growth phase.

D. The Commercial Segment Commercial real estate demand is essentially driven by the

performance of the economy, infrastructure developments, talent pool and State-level policies to encourage investment.

The demand in this segment deteriorated due to the slowdown in global and domestic economy, with most corporates looking to cut costs and improve effi ciencies. Over the medium term, the further opening up of the economy is expected to lead to a broader occupier base. The supply of commercial offi ce space is expected to remain concentrated in the suburban areas and in the form of IT Parks and integrated campuses. Large supply of commercial space is also expected from Special Economic Zones over the next few years.

E. Special Economic Zones (SEZs) SEZs are specifi cally delineated duty free enclaves deemed to

be foreign territories for the purposes of Indian custom controls, duties and tariffs. SEZs, by virtue of their size, are expected to be a signifi cant new source of real estate demand. However, due to uncertainties in the Government policies and the protests against land acquisitions by farmers and others, coupled with the slow economic growth, the progress in this line of business has been relatively slow.

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Annual Report 2008-09 | 39

F. Retail Real Estate Development The increase in disposable incomes, demographic changes,

the change in the perception of branded products, the growth in retail malls, the entry of international players and the availability of cheap fi nance are key growth drivers propelling organised retail. The demand drivers for retail space in a city include demographics, such as resident consumer age profi le, dominant consumer occupation and spending capacity, in addition to macro policy decisions, such as allowing FDI in single brand retailing and cash-and-carry formats.

The organized retail industry is likely to require an additional 220 million sq. ft. by 2010. Moreover, such growth is not expected to be restricted to a few towns or cities but rather is expected to encompass the entire country, covering nearly all Tier-I and Tier-II cities in India. Policy initiatives such as allowing 51% FDI in single brand retailing and the ongoing policy debate on allowing 100% FDI in organized retailing (in both single and multiple brands) also augur well for the growth of the Indian retail industry with organised retail expected to contribute approximately 10% of total industry sales by 2010. Your Company has already made a foray in the sector with the unique distinction of its association with Delhi Metro Rail Corporation (DMRC) and is all set to harness the early mover advantage in this sector in the near future.

G. Hospitality The increase in disposable income in the hands of an upwardly

mobile Indian middle class coupled with the changing lifestyle of the Indian population has created demand for quality hotels across India. In addition, India’s emergence as a major destination for global tourism, proposed hosting of the Commonwealth Games in 2010 and increase in business and leisure travellers within the country as well as signifi cant rise in foreign travellers coming to India have lead to increased demand for hotels across India, offering a fresh opportunity to real estate development.

3. Threats The instability of the economy coupled with a cautioned approach of

the buyers has resulted in a major shift in the buying patterns of the end customers.

A. Fragmented land holding In India, land ownership is usually fragmented with multiple

owners resulting in low availability of large contiguous land parcels with a single owner and reduced availability of land with a clear title.

B. Majority of market belonging to unorganised segment The Indian real estate sector is highly fragmented with many

small builders and contractors accounting for a majority of the housing units constructed. As a result, there is less transparency in dealings or sharing of data between players.

C. Legal and regulatory issues The legal and regulatory framework in India for land acquisition

is complex. Inconsistent and overlapping state and union government laws lead to further complications and delays.

D. Demand dependent on many factors Real estate developers face challenges in generating demand

for projects. The factors that infl uence a customer’s choice of property is not restricted to quality alone, but is dependent on a number of other external factors, including proximity to urban areas, amenities such as schools, roads, water supply, electricity & other infrastructure, each of which is often beyond the developer’s control. Demand for housing units is also infl uenced by policy decisions relating to housing incentives.

E. Increasing raw material prices The real estate sector is dependent on a number of raw materials

such as cement, steel, bricks, wood, sand, gravel, paints etc. As the revenues from sale of units are predetermined, adverse changes in the price of any raw material directly affect the profi tability of the developers.

F. Interest rates One of the main drivers of the growth in demand for housing

units is the availability of fi nance for consumers and real estate developers at low rates of interest. Interest rates have increased substantially between 2004 and 2008. However, interest rates have shown signs of reducing recently and most leading fi nancial institutions have reduced the rate of interest on housing loans.

G. Valuation Valuation of land is one of the key areas of concern in India

as there is a widespread discrepancy between the circle rates and actual market rates. Currently, India has no independent appraiser body that can meet international standards like those set by other international appraisers.

H. Tax incentives The existing tax incentives available for housing loans are one

of the major factors infl uencing demand. These tax incentives, however, based on recommendations of various committees and panels, are likely to be withdrawn over a period of time. This is expected to have an adverse effect on demand in the real estate sector.

I. Excessive statutory and government regulations The excessive statutory and government regulations also have

an adverse effect on the sector.

J. Non availability of Capital The incremental capital may not be available on acceptable

terms in all cases.

K. Dependence on outside agencies The Company is dependant on various sub-contractors and

specialist agencies to construct and develop its projects. A lack of effi ciency on their part has a substantial bearing on the Company as well.

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40 | Parsvnath Developers Limited

4. Segment-wise performance The operations of the Company do not qualify for reporting as

business segments as per the criteria set out under Accounting Standard AS-17 on “Segment Reporting” issued by the Institute of Chartered Accountants of India. The Company is operating in India and hence there is no reportable geographic segment. Accordingly, no disclosure is required under AS-17.

5. Review of Operations The consolidated revenues of the Company during the year under

review stood at Rs. 729.21 Crores with Consolidated Net Profi t at Rs.112.90 Crores and Consolidated EPS at Rs.6.11 in the fi nancial year ended March 31, 2009.

The Company has operations in 47 cities and 16 states of India and a diverse and de-risked project portfolio spanning residential, commercial including malls and multiplexes, integrated townships, hotels, special economic zones (SEZs), IT Parks, Build Operate Transfer (BOT) Projects and Contractual Projects. The Company directly owns or holds development rights for approximately 193.32 million sq. ft. of Saleable Area with completed projects on approximately 11.46 million sq. ft. of Saleable Area.

Notable achievements during 2008-09: Completed the Azadpur Metro station project, the fi rst Public

Private Partnership Project on BOT basis awarded by DMRC to a private developer.

Awarded the DMRC project for construction of Station Complex at Dhaula Kuan Metro Station, New Delhi. This metro station will serve as an important station on the Airport Metro Express Line connecting Connaught Place to Indira Gandhi International Airport.This project is scheduled to be completed within a period of 15 months.

Launched and performed Bhoomi Pujans on 9 Residential and 3 Commercial Projects.

Launched the fi rst integrated group housing & commercial mall project in Jamnagar slated to be developed on a total land area of 13,200 sq. mtrs.

Garnered a contract to develop Buddha Smriti Udhyaan at Patna from Buddha Smriti Udhyaan Development Company Limited (BSUDCL).

Announced joint venture with Constructora SAN JOSE, S.A., a subsidiary of Grupo SAN JOSE, a leading Infrastructure Development Company in Spain. Under this joint venture, Parsvnath Developers Limited (PDL) and SAN JOSE will hold equal equity in the consortium known as “The SAN JOSE - PARSVNATH CONSORTIUM” and execute projects by fl oating project specifi c special purpose vehicles (SPVs).

Received environmental clearance for the following projects:

- Residential- Group Housing Project at Jamnagar.- Elegance Housing Project at Moradabad.- Palacia Group Housing Project at Greater Noida.

- Parsvnath Pratibha at Moradabad.- Parsvnath Planet at Lucknow.- Parsvnath Panorama at Greater Noida.- Group Housing Project at Village Hajiwala Muhana,

Sukhia Mohan Pura, Jaipur, Rajasthan- Group Housing Project at Bantalab, Jammu

- Commercial- Parsvnath Mall at District Centre, Rohini.- Parsvnath Mall at Goa.- Offi ce-cum-commercial “Corporate Tower” at Netaji

Subhash Place Metro Station, Delhi.- Seelampur Metro Mall, Delhi.- IT Park at Village Tikri, Sector 48, Gurgaon,

Haryana.- Parsvnath Mall at Sector-8, NH-1, Near Tau Devilal

Park, Sonepat, Haryana- Township

- Township “Paliwal City” at Sector – 38 & 39, Panipat, Haryana

- Township “Parsvnath City” at Sector – 1, 1B & 2B, Dharuhera, Haryana

Parsvnath Hotels Limited (PHL), a subsidiary of PDL received 5 star category rating for its hotel projects at Ahmedabad; Patto Plaza,Goa and Hyderabad, 4 star rating to Parsvnath Planet Plaza, Lucknow and 3 star rating for its hotel project at Shirdi from Ministry of Tourism, Government of India.

Commenced construction of 5 star hotel at Vejalpur, Ahmedabad. Alongwith its 152 rooms and suites, this hotel will be a judicious blend of hotel and commercial segment.

Memorandum of Agreement executed between Parsvnath SEZ Limited, a subsidiary of PDL and Maharashtra Industrial Development Corporation (MIDC) in relation to a Pharma SEZ at Nanded (Maharashtra); possession of land measuring 370.50 acres received for the said Project.

6. Outlook While development of real estate projects continues to be the prime

focus and strategic intent of the Company, PDL is also leveraging its inherent strengths in construction and purchase functions and offering integrated engineering, procurement and services for civil construction and infrastructure projects as a part of its construction business operations.

Strategic direction The Company intends to pursue and implement the following

strategic initiatives in order to increase its market share in the real estate development market in India:

A. Focus on execution and development of Ongoing Projects. The Company seeks to consolidate its position further as one

of India’s prominent real estate developers by ensuring prudent

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Annual Report 2008-09 | 41

project execution, rollout and development at competitive prices. The Company intends to focus on committed execution and development of Ongoing Projects in order to improve the cash realisation from such projects and deliver on its promises to customers. In addition, it is planned to acquire new land selectively, so that it offers a strong value proposition to the Company.

B. Increased focus on the Affordable Housing segment. The Company in recent years has launched four Affordable

Housing projects in Ghaziabad (Delhi NCR), Lucknow and Moradabad. Based on the encouraging response to these projects, the Company intends to focus increasingly on Affordable Housing, a segment which PDL believes is relatively less affected by the economic downturn and offers excellent growth traction. Within the Affordable Housing segment, the emphasis is on offering projects within a price ranging between Rs. 1.40 million to Rs. 3.00 million. The Company strongly believes that, riding on its legacy of operational and execution capabilities, it is well poised to capitalise on the opportunities emanating in this segment of the housing market.

C. Leverage DMRC experience to expand presence in transport infrastructure projects.

The Company believes that the development of transport infrastructure projects provides attractive commercial opportunities and thus seeks to leverage its experience in developing the DMRC projects by replicating this BOT model in other cities such as Hyderabad, Bangalore and Chennai, as and when suitable opportunities arise, as well as other projects with the DMRC.

D. Expand operations in existing sectors of presence. The Company intends to further expand its presence in the real

estate sectors in which it operates. For example, it intends to undertake projects for the development of hotels and information technology parks to capitalize on the business opportunities provided by the tourism and information technology sectors in India. The Company has commenced construction of six hotels at various locations in India and plans to further build and develop eight hotels in various business and leisure centres in India. Furthermore, in order to leverage its in-house construction capabilities, the operations of the Company have been expanded to include the execution of construction projects for third-parties on a contractual basis. Currently, fi ve projects with a total built-up area of 1.79 million sq. ft. are under construction and the Company intends to increase its focus on executing third-party construction projects.

E. Strengthen fi nancial resources. In recent months, several steps have been taken to strengthen

fi nancial resources including recouping the deposits in respect of projects which were deemed unsuitable, raising equity fi nancing from investors for specifi c projects and engaging in discussions with lenders to extend the maturity dates for certain of its outstanding indebtedness. The Company has also been successful in attracting foreign investment in one of its projects, thereby reducing the fi nancial exposure. The Company intends to continue focus on strengthening its fi nancial position by

reducing its outstanding debt and attracting equity investments for select projects.

F. Environmental Matters The Company, being in the real estate sector, is required to comply

with various laws and regulations relating to the environment and thus seeks approvals from various environmental agencies to ensure that its development projects meet all the requisite environmental laws and regulations. The Company believes that it complies to all such applicable environmental laws and regulations in all material respects.

7. Subsidiary/ Associate CompaniesA. Parsvnath SEZ Limited (PSL): The Company originally intended

to develop 17 SEZs across 8 different verticals including Information Technology/ Information Technology Enabled Services (IT/ITes), Bio-technology, Pharma, Gems & Jewellery, Food Processing, Leather, Handicraft, Automotive and Multi-product. Four of our SEZ projects, for which land had been acquired, have been notifi ed by the Government as SEZs. Of these, three SEZs – located at Dehradun, Gurgaon and Indore are for IT/ITes and one, located at Nanded, Maharashtra is for Pharmaceuticals. The Company has also received formal approvals of the Government of India for two SEZ projects for which land has been acquired – IT/ITes at Kochi and Bio-technology at Hyderabad.

The Company is also in the process of getting approvals from the Government of India for which the parent company, M/s Parsvnath Developers Ltd., had fi led applications for which the Company has already acquired land for an IT/ITes SEZ at Mysore.

Presently, the Company is focused to develop 7 SEZs which includes 4 notifi ed SEZs located at Dehradun, Gurgaon and Indore for development of IT/ITes and one, located at Nanded, Maharashtra is for Pharmaceuticals, which is under Joint Venture with Maharashtra Industrial Development Corporation (MIDC). Another 3 SEZs, one at Kochi for IT/ITes and other one at Hyderabad for Bio-technology and the third one at Mysore for IT/ITes again as mentioned above.

Keeping in view the prevailing economic scenario, the Company is focused to develop 7 SEZs initially for which land has been acquired with necessary approvals from the Government of India and/or the respective State Governments as may be necessary.

B. Parsvnath Landmark Developers Private Limited (PLDPL): The Company has inked an agreement with leading international real estate private equity fund, Red Fort Capital through Sterling Pathway and Banrod Investments Limited to invest Rs. 900 million for an 18% equity stake in the Company for development of its ÂLa Tropicana projectÊ, which will offer 2 million sq. ft. luxury residential condominiums in the Civil Lines area of north Delhi.

C. Parsvnath Hotels Limited (PHL): The Company was incorporated as a subsidiary company of PDL to oversee and manage the group’s hospitality business. PHL’s focus is on Hotel Development and Construction, with the hotels developed by the Company to be managed by well

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42 | Parsvnath Developers Limited

established and recognized Operators. The Company has a portfolio of 14 hotel projects across the Country. During the year under review, the Company received approval for setting up of 5-star category Hotel projects at Ahmedabad, Goa and Hyderabad, 4-star category Hotel project at Lucknow and 3- star category Hotel project at Shirdi from Ministry of Tourism, Government of India and has also signed a Memorandum of Understanding with ITC’s Fortune Park Hotels and with Royal Orchid Hotels Limited.

D. Primetime Realtors Private Limited: The Company has acquired a plot situated at Kasturba Gandhi Marg, New Delhi to build a luxury state-of-the-art offi ces. The development activity would start immediately after obtaining all necessary approvals.

E. Nanocity Haryana Infrastructure Limited: The Company has entered into a Joint Venture with Nano Works Developers (P) Limited (ÂÂNano Works‰) and Nanocity Haryana Infrastructure Limited (a joint venture of Nano Works and Haryana State Industrial & Infrastructure Development Corporation Limited) and acquired 38% equity share capital in the joint venture company for setting up a Technology City in the district of Panchkula, Haryana („Nanocity‰). The Company shall also undertake the development and construction work pertaining to the project on value to be fi xed through the tendering process. The project is still in the planning stage and its further development remains subject to market conditions and availability of adequate fi nancing.

8. Risks & ConcernsA. Rising input costs and Infl ation Risks such as the non-availability or undue increase in cost of

raw materials such as cost of land, cement, steel etc. or shortage of labour force, long term or short term funds and fl uctuations in market conditions are inherent to this industry. The rising costs, partially due to increase in infl ation in the recent months, have posed concerns on the fate of the industry.

B. Demand slowdown Because of abnormal behaviour of the global economy at the

macro level, there is a general slowdown of the real estate off-take. However, the demand from the actual users still remains intact in various verticals such as mid-income housing, offi ce and retail space etc. On the back of a comprehensive and diverse product mix, vertical presence and pan India presence, the Company has survived what can best be described as the most turbulent economic times in known history.

C. Liquidity and interest costs Real estate industry requires substantial investment for

implementation of its projects making liquidity and spiralling interest costs another key area of concern. The Company has mitigated this risk to a great extent through careful fund utilisation and planning.

D. Varying consumer preferences across regions The tastes of the consumers vary across the country and thus

it is diffi cult to implement a standardised model uniformly. The process of determining the exact needs of the consumers

in a particular area is a time consuming one and involves considerable expenditure. It also involves huge elements of risks and uncertainty.

E. Long gestation period of projects Long gestation period of projects also constitutes an

important risk.

9. Internal Control System & their adequacy The Company has in place, a comprehensive in-house Internal

Audit Department, which examines and evaluates the adequacy and effectiveness of the internal control systems to achieve the objective of maximum productivity and output. The scope of activities of this department includes safeguarding and protecting the Company’s assets against unauthorized use or disposition, maintenance of proper accounting records and verifi cation of authentication of all transactions. Also, in order to further strengthen our Internal Audit systems, an independent Internal Auditor has been appointed to carry out the Internal Audit of various project sites of the Company.

The Company has a strong reporting system which evaluates and forewarns the management on issues related to compliances. The performance of the Company is regularly reviewed by the Audit Committee and/or the Board of Directors to ensure that it is in consonance with the overall corporate policy and in line with pre-set objectives.

10. Human Resources & Industrial Relations The Company fi rmly believes that its employees are the backbone

of the organisation and key contributors to its success. To achieve this, the Company has always focused on hiring and retaining the best talent in the industry. With 1010 employees on its roll (as on March 31, 2009), the Company is continuously endeavouring to integrate the employees objectives with the business objectives of the organisation through various means like HR Policy, process and other development initiatives.

The existence of a strong technical team, which synergises vertical and horizontal linkages, gives us an extra edge in effi ciency and competence. There exists an atmosphere of harmony, mutual co-operation and teamwork, complemented by admirable management and employee relations at all levels of working.

Cautionary Statement Statements made in the Management Discussion and Analysis

Report describing the CompanyÊs objective, projections, estimates, expectations may be Âforward looking statementsÊ within the meaning of applicable laws and regulations, based on beliefs of the management of your Company. Such statements reflect the CompanyÊs current views with respect to the future events and are subject to risks and uncertainties.

Many factors could cause the actual result to be materially different from those projected in this report, including among others, changes in the general economic and business conditions affecting demand/supply and price conditions in the segment in which the Company operates, changes in business strategy, changes in interest rates, inflation, deflation, foreign exchange rates, competition in the industry, changes in governmental regulations, tax laws and other Statutes & other incidental factors.

The Company does not undertake any obligation to publicly update any forward looking statements, whether as a result of new information, future events or otherwise.

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Annual Report 2008-09 | 43

1. CompanyÊs Philosophy on Corporate Governance

The welfare of the stakeholders of the Company forms the crux of the Company’s Corporate Governance Policy. The Company’s philosophy strives to ensure that its business strategies and plans prioritise the welfare of all stakeholders, while at the same time, maximising shareholders’ value on a sustained basis. The Board of Directors, Management and Employees of the Company consistently envisage attainment of the highest level of transparency, integrity and equity in all facets of the operations of the Company and also in its interactions with the stakeholders. The Company is committed to benchmark itself with the best standards of Corporate Governance, not only in form but also in spirit.

2. Board of Directors

A. Composition & Category

The composition of the Board of Directors of the Company has undergone a change due to the cessation of three Directors viz. Smt. Nutan Jain, Shri Subhash C. Kathuria and Shri V.B. Raheja. The detailed composition of the Board is represented in Table 1 below. Presently, there are ten Directors on the Board including 6 Non-Executive Directors in compliance with the prescribed combination of Executive and Non-Executive Directors on the Board. As regards the presence of independent Directors, the Company requires atleast half of the Board to be represented by independent Directors, since the Board of Directors of the Company is headed by an Executive Chairman. All the six Non-Executive Directors of the Company are independent and thereby, the composition of the Board of Directors is in compliance with the parameters prescribed in Clause 49 of the Listing Agreement.

The independent Directors of the Company:

a) apart from receiving director’s remuneration by way of sitting fee, do not have any material pecuniary relationships or transactions with the Company, its promoters, its directors, its senior management, its subsidiaries and associates, which may affect their independence;

b) are not related to the promoters or persons occupying management positions at the Board level or at one level below the Board;

c) have not been executive(s) of the Company in the immediately preceding three fi nancial years;

d) are not partner(s) or executive(s) or were not partner(s) or executive(s) during the preceding three years of any of the following:

i. The statutory audit fi rm or the internal audit fi rm that is associated with the Company; and

ii. The legal fi rm(s) and consultancy fi rm(s) that have a material association with the Company;

e) are not material supplier(s), service provider(s) or customer(s) or lessor(s) or lessee(s) of the Company, which may affect their independence;

f) are not substantial shareholder(s) of the Company, i.e. owning two percent or more of the block of voting shares;

g) are not less than 21 years of age.

None of the Directors of the Company is a member of more than ten committees or acts as a Chairman of more than fi ve committees across all public companies in which he holds the directorship. The Company is notifi ed by the Directors, from time to time, the status of committee positions he occupies in other companies.

CORPORATE GOVERNANCE REPORT

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44 | Parsvnath Developers Limited

Table 1: Composition of the Board of Directors as on March 31, 2009

S r . No.

Name & Categoryof the Director

DesignationNumber of other Directorship, Membership/Chairmanship

held in Committees of other Public Limited CompaniesDirectorship Membership Chairmanship

Executive Directors1 Shri Pradeep Kumar Jain Chairman 6 - -2 Shri Sanjeev Kumar Jain Managing Director 8 1 -3 Dr. Rajeev Jain Director (Marketing) - - -4 Shri Gobind Ram Gogia Director (Business Development) 1 - -

Non-Executive Independent Directors5 Shri Ashok Kumar Director 3 - 16 Shri Sunil Kumar Jain Director 3 - -7 Shri R. N. Lakhotia Director - - -8 Shri R. J. Kamath Director 5 - 39 Dr. Pritam Singh Director 4 2 110 Shri Malay Chatterjee Nominee Director - HUDCO - - -

Notes: i. During the fi nancial year ended March 31, 2009, following Directors resigned from the Board of Directors of the Company:

Name of Director Date of cessation

Shri V.B. Raheja December 29, 2008

Smt. Nutan Jain March 30, 2009

Shri Subhash C. Kathuria March 30, 2009

ii. For the purpose of reckoning the limit of the committees on which a Director can serve, the Chairmanship/Membership of the Audit Committee and the Shareholders’/Investors' Grievance Committee of all listed and/or unlisted public limited companies alone have been considered.

B. Board Meetings & Last Annual General Meeting Attendance of Directors

The Board met six times during the fi nancial year ended March 31, 2009. The dates on which Board Meetings were held, attendance of each Director at the Board Meetings and at the last Annual General Meeting (AGM) of the Company are set out in Table 2 below.

Table 2: Attendance of the Directors at the Board Meetings and at the last AGM

S r . No.

Name of the DirectorDate of Board Meetings AGM

30.05.08 20.06.08 31.07.08 24.09.08 31.10.08 31.01.09 24.09.081 Shri Pradeep Kumar Jain Y Y Y Y Y Y Y2 Smt. Nutan Jain* Y N Y Y Y Y Y3 Shri Sanjeev Kumar Jain Y Y Y Y Y Y Y4 Dr. Rajeev Jain Y Y Y Y Y Y Y5 Shri Gobind Ram Gogia Y Y Y Y Y Y Y6 Shri Ashok Kumar Y Y Y N Y Y N7 Shri Sunil Kumar Jain N N N Y N N Y8 Shri Subhash C. Kathuria* Y N N N N N N9 Shri R. N. Lakhotia Y Y Y Y Y Y Y10 Shri R. J. Kamath N Y Y Y Y Y Y11 Dr. Pritam Singh Y N N N Y N N12 Shri V. B. Raheja* N N N N N N.A. N13 Shri Malay Chatterjee Y Y Y N Y Y N

N.A. denotes Not Applicable

*Since resigned during fi nancial year ended March 31, 2009

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Annual Report 2008-09 | 45

C. Information supplied to the Board & Statutory Compliance

The Board of Directors has complete access to all information available with the Company. The agenda notes prepared for the meetings of the Board of Directors cover all items specifi ed in Annexure 1A to Clause 49 of the Listing Agreement to the extent applicable to the Company. In addition, the following items are also provided and reviewed by the Board of Directors on a regular basis:

a) Report on statutory compliance with all applicable laws by the Company, as well as steps taken by the Company to rectify instances of non-compliance, if any;

b) Minutes of the meetings of the Board of Directors of all the subsidiary companies of the Company; and

c) Statement of all signifi cant transactions and arrangements entered into by/with the subsidiary companies.

D. Non-Executive DirectorsÊ compensation

The Non-Executive Directors are paid sitting fee of Rs.20,000/- for attending every meeting of the Board of Directors and/or Committees thereof. The sitting fee so paid by the Company is within the limits prescribed under the provisions of the Companies Act, 1956, fi xed by the Board of Directors under the Articles of Association of the Company and does not require approval of the shareholders in General Meeting.

E. Code of Conduct

The Board of Directors has laid down a ‘Code of Conduct’ applicable to all Board members and senior management personnel of the Company. This Code of Conduct is posted on the website of the Company (www.parsvnath.com). In compliance with Clause 49 of the Listing Agreement, annual affi rmation of this Code of Conduct by all Board members and senior management personnel has been ensured, and the certifi cate to this effect signed by the Managing Director is appended to this report.

3. Committees of Board of Directors

A. Audit Committee

The Audit Committee of Directors of the Company has such powers as are detailed under Section 292A of the Companies Act, 1956 and also Clause 49 of the Listing Agreement.

The responsibilities of the Audit Committee include, inter alia, overseeing the fi nancial reporting process to ensure proper disclosure of fi nancial statements, recommending appointment/removal of Statutory Auditors and their remuneration, reviewing the quarterly and annual fi nancial statements before submission to the Board, reviewing the adequacy of the internal audit function including the structure and staffi ng of the internal audit department, ensuring compliance of internal control systems, reviewing fi ndings of internal investigations, discussing the nature and scope of audit with Statutory Auditors, reviewing the Company’s fi nancial and risk management policies and looking into reasons of substantial defaults, if any, of non-payment to stakeholders and a mandatory review of Management Discussion and Analysis of fi nancial condition and results of operations, Statement of signifi cant related party transactions submitted by management, management letters/letters of internal control weaknesses, if any, issued by the statutory auditors and the internal audit reports relating to internal control weaknesses, if any.

The Audit Committee comprises Shri R. J. Kamath (Chairman), Shri Sanjeev Kumar Jain, Shri R. N. Lakhotia, Shri Sunil Kumar Jain, Shri Ashok Kumar and Dr. Pritam Singh. All members except Shri Sanjeev Kumar Jain are Non-Executive Independent Directors of the Company. The Board of Directors in its meeting held on January 31, 2009 has reconstituted the Audit Committee by inducting Shri Sanjeev Kumar Jain and Dr. Pritam Singh as members of the Committee.

All the members of the Audit Committee possess sound knowledge of accounts, audit, taxation etc. Shri V. Mohan, Sr. Vice President (Legal) & Company Secretary acts as the Secretary to the Audit Committee. The Committee invites the Chief Financial Offi cer, the head of the Internal Audit Department and the representative(s) of the Statutory Auditors, to attend the meetings of the Audit Committee on a regular basis. The dates on which meetings were held and attendance of each member thereat are set out in Table 3 below.

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46 | Parsvnath Developers Limited

Table 3: Attendance of the Directors at the Audit Committee Meetings

Sr. No.

Name of the DirectorDate of Audit Committee Meetings

20.06.08 31.07.08 31.10.08 30.01.091 Shri R. J. Kamath Y Y Y Y2 Shri Sanjeev Kumar Jain* N.A. N.A. N.A. N.A.3 Shri R. N. Lakhotia Y Y Y Y4 Shri Ashok Kumar Y Y Y Y5 Shri Sunil Kumar Jain N N N N6 Dr. Pritam Singh N.A. N.A. N.A. N.A.

N.A. denotes Not Applicable*Attended all the Committee meetings as Special Invitee.

B. Remuneration CommitteeThe Remuneration Committee of Directors of the Company has been constituted to recommend/review the remuneration package of the Executive Directors. The Committee is chaired by Dr. Pritam Singh and the other members are Shri R. J. Kamath, Shri Sunil Kumar Jain, Shri Malay Chatterjee (Nominee Director), all being Non-Executive Independent Directors.During the year ended March 31, 2009, no meeting of the Remuneration Committee was held.The remuneration of Executive Directors is decided after taking into consideration a number of factors including industry trend, remuneration package in other comparable corporates, job responsibilities and key performance areas, company’s performance etc. The remuneration policy is directed towards rewarding performance, based on review of achievements on a periodical basis. The remuneration paid to the Executive Directors is subject to the limits laid down under Sections 198, 269 and 309 read with Schedule XIII to the Companies Act, 1956 and in accordance with the terms of appointment approved by the shareholders of the Company. The Executive Directors are not being paid any sitting fee for attending the meetings of the Board of Directors and/or Committees thereof.All pecuniary relationships and elements of remuneration package of individual Directors are disclosed in Table 4 below:

Table 4: Remuneration paid/payable to the Directors of the Company during Financial Year 2008-09Sr.No.

Name of the Directors No. of Sharesheld

Salary & Perquisites (Rs./Lacs)

Sitting Fees(Rs./Lacs)

Total Amount(Rs./Lacs)

1 Shri Pradeep Kumar Jain 452,34,328 500.00 - 500.002 Smt. Nutan Jain* 220,12,000 - 1.00 1.003 Shri Sanjeev Kumar Jain 10,800 172.25 - 172.254 Dr. Rajeev Jain 8,000 122.25 - 122.255 Shri G. R. Gogia - 122.25 - 122.256 Shri Ashok Kumar 1,000 - 3.40 3.407 Shri Sunil Kumar Jain 891 - - -8 Shri Subhash Kathuria* 633 - - -9 Shri R. N. Lakhotia - - 2.00 2.00

10 Shri R. J. Kamath - - 1.80 1.8011 Dr. Pritam Singh - - 0.40 0.4012 Shri V. B. Raheja* - - - -13 Shri Malay Chatterjee - - 1.00 1.00

*Since resigned during fi nancial year ended March 31, 2009Notes:

1. Shareholding fi gures are as on March 31, 2009.The Company has not issued any instruments that can be converted into equity shares. No Stock option has been granted to any of the Directors of the Company.

2. The term of offi ce of the Executive Directors shall remain valid for a period of fi ve years from the respective dates of their appointment, which may be terminated by giving prior notice of six months in writing by either side. No severance fee is payable.

3. The remuneration, by way of salary & perquisites, does not include gratuity and other retirement benefi ts. 4. Shri Pradeep Kumar Jain, Shri Sanjeev Kumar Jain and Dr. Rajeev Jain are the brothers and Smt. Nutan Jain is the wife of Shri Pradeep Kumar Jain.

This apart, none of the other Directors is inter-se related to each other. 5. The Company pays rentals to Shri Pradeep Kumar Jain and Smt. Nutan Jain for the Car Parking Spaces/offi ce fl ats taken on rent. 6. Shri Sunil Kumar Jain, Shri Subhash Kathuria and Shri V.B. Raheja do not accept sitting fees.

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C. ShareholdersÊ/InvestorsÊ Grievance Committee

The Shareholders’/Investors’ Grievance Committee comprises four Members, including one Executive Director viz. Shri G. R. Gogia and three Non-Executive Directors viz. Shri Ashok Kumar, Shri Sunil Kumar Jain and Shri R.N. Lakhotia. Shri Ashok Kumar is the Chairman of the Committee and Shri V. Mohan, Sr. Vice President (Legal) & Company Secretary acts as the Secretary to the Committee and is the Compliance Offi cer. The Board of Directors in its meeting held on January 31, 2009 has reconstituted the Shareholders’/Investors’ Grievance Committee by inducting Shri R.N. Lakhotia as a member of the Committee.

During the fi nancial year ended March 31, 2009, the Shareholders’/Investors’ Grievance Committee met 9 times and was attended by the Directors as per Table 5 below:

Table 5: Attendance of the Directors at the ShareholdersÊ/InvestorsÊ Grievance Committee Meetings

Sr. No. Name of the Director Number of Meetings Held Number of Meetings Attended

1 Shri Ashok Kumar 9 8

2 Shri Sunil Kumar Jain 9 2

3 Shri G. R. Gogia 9 9

4 Shri R.N. Lakhotia* N.A. N.A.N.A. denotes Not Applicable*appointed w.e.f January 31, 2009

The Committee addresses issues relating to the redressal of shareholders’ and investors’ grievances on non-receipt of balance sheet/declared dividend/other related issues. Besides, the Committee also approves transfer of shares, rematerialization/sub-division/consolidation of share certifi cates. In order to provide timely and effi cient service to the shareholders, the Board of Directors has delegated the power to approve share transfers, requests for rematerialization/sub- division/consolidation of share certifi cates to Shri V. Mohan, Sr. Vice President (Legal) & Company Secretary.

During the year under review, 103 complaints were received from the shareholders, all of which have been properly resolved and/or replied by the Company/Registrar and Share Transfer Agent (RTA) viz. M/s. Link Intime India Private Limited (Formerly known as Intime Spectrum Registry Limited).

4. General Body MeetingsA. Annual General Meetings (AGMs) & Special Resolutions passed therein in the last three years The date, time and location of the last three AGMs of the Company and the Special Resolutions passed by the Shareholders in these AGMs

are set out in Table 6 and Table 7 respectively:

Table 6: Particulars of last three AGMs of the Company

Year Location Date Time2008 Air Force Auditorium, Subroto Park, New Delhi 110010 24.09.2008 3.30 P.M.2007 Air Force Auditorium, Subroto Park, New Delhi 110010 10.08.2007 11.00 A.M.2006 6th Floor, Arunachal Building, 19, Barakhamba Road, New Delhi 110001 19.05.2006 11.00 A.M.

Table 7: Special Resolutions passed in the last three AGMs of the Company

Date of Meeting Nature of Resolutions10.08.2007 • Place of keeping registers & index of members, register & index of debenture-holders and copies of the

annual returns at a place other than the registered offi ce of the Company• Revision in terms of appointment of Shri Pradeep Kumar Jain (Whole-time Director)• Revision in terms of appointment of Shri Sanjeev Kumar Jain (Managing Director)• Revision in terms of appointment of Dr. Rajeev Jain (Whole-time Director)• Revision in terms of appointment of Shri G. R. Gogia (Whole-time Director)

19.05.2006 • Increase in number of Directors from 12 (twelve) to 16 (sixteen)

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48 | Parsvnath Developers Limited

B (I) Extra-Ordinary General Meetings (EGMs) & Special Resolutions passed therein in the last three years

The Special Resolutions passed in EGMs during the last three years are set out in Table 8 below.

Table 8: Special Resolutions passed in EGMs during the last three years

Date of Meeting Nature of Resolutions

07.08.2006 • Alteration in the Articles of Association

• Issue of Shares to persons other than existing shareholders (IPO)

• Issue of Bonus Shares

11.03.2006 • Alteration in the Articles of Association

• Issue of Shares to persons other than existing shareholders (IPO)

• Issue of Bonus Shares

• Reappointment of Shri Pradeep Kumar Jain (Whole-time Director)

• Reappointment of Shri Sanjeev Kumar Jain (Managing Director)

• Reappointment of Dr. Rajeev Jain (Whole-time Director)

• Revision in remuneration payable to Shri G. R. Gogia (Whole-time Director)

B (II) Extra-Ordinary General Meeting (EGM) & Special Resolutions passed in the current financial year

The Special Resolutions passed in EGM during the current fi nancial year are set out in Table 8A below.

Table 8A: Special Resolutions passed in EGM during the current financial year 2009-10

Date of Meeting Nature of Resolutions

20.06.2009 • Raising of additional long- term funds through further issuance of Securities

• Approval for increase in the limit of 24% for holding by registered Foreign Institutional Investors (FIIs) upto 40%

C Postal Ballot Exercise

During the year under review, no special resolution was passed by the shareholders of the Company through the postal ballot exercise.

5. DisclosuresA. Subsidiary Companies: The Company had 15 subsidiary companies as on March 31, 2009, including one overseas subsidiary, incorporated

in Singapore. None of these subsidiaries is a “material non-listed Indian subsidiary” as defi ned in Clause 49 of the Listing Agreement and therefore, the requirement of having atleast one common independent Director on the Boards of holding and subsidiary companies is not applicable to the Company. However, as a good Corporate Governance practice, the Board of Directors has nominated Shri R.J. Kamath, Independent Director on the Boards of Parsvnath SEZ Limited, Parsvnath Hotels Limited, Parsvnath Retail Limited and Parsvnath Landmark Developers Private Limited, subsidiaries of the Company. The Audit Committee of the Company periodically reviews the investments made by these subsidiary companies. Similarly, the Board of Directors of the Company reviews, on a regular basis, the minutes of the meetings of the Board of Directors of all the subsidiary companies, as well as the statements of all signifi cant transactions and arrangements entered into by the subsidiary companies.

B. Related Party Transactions: The transactions entered into by the Company with its ‘Related Parties’ during the fi nancial year 2008-09 are set out in Notes to Accounts, Schedule S, published elsewhere in this Annual Report. These transactions were generally with the subsidiary and associate companies, based on considerations like synergy in operations, future growth strategy, optimization of resources etc. All Related Party Transactions were on an arm’s length basis and do not confl ict with the interest of the Company at large.

C. Accounting Treatment: The fi nancial statements are prepared under the historical cost convention, on the accrual basis of accounting and in accordance with Generally Accepted Accounting Principles (GAAP) in India and comply with Accounting Standards prescribed by the Companies (Accounting Standards) Rules, 2006, to the extent applicable and in accordance with the provisions of the Companies Act, 1956.

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Annual Report 2008-09 | 49

D. Risk Management: Risk evaluation and management is an ongoing process within the organization. As part of this process, the Company has engaged independent experts from outside the organization to carry out a detailed exercise on the subject, covering the entire gamut of the Company’s operations. The outcome of this exercise will facilitate the Board of Directors to ensure that risk management policy of the Company is appropriate and result-oriented.

E. Insider Trading Regulations Code of Conduct: In compliance with SEBI (Prohibition of Insider Trading) Regulations, 1992, the Company has in place a `Code of Conduct’ applicable to its Directors and Designated Employees. Further, the Board of Directors has appointed Shri V. Mohan, Sr. Vice President (Legal) & Company Secretary as Compliance Offi cer who is responsible for setting forth policies and procedures, monitoring adherence to the rules for the prevention of price sensitive information, pre-clearance of trade and implementation of the Code of Conduct for trading in Company’s securities under the overall supervision of the Board of Directors.

F. Proceeds from IPO: The Company came out with an IPO of its equity shares in the year 2006 and IFCI Limited was appointed as the ‘Monitoring Agency’ for monitoring the utilization of the IPO proceeds amounting to Rs.1089.77 crores.

The Company has reported to its Audit Committee on quarterly basis, item-wise deployment of IPO funds and also submitted periodical audited statement of IPO Fund Utilization. IFCI Limited, the Monitoring Agency had submitted its Fourth and Final Report for the six months period ended September 30, 2008, the contents of which, did not point out any deviation in and / or contain any reservation about the end use of the IPO proceeds, to the Company and the same was placed before and taken on record by the Audit Committee in its Meeting held on January 30, 2009.

G. Non-compliance/strictures/penalties: There were no instances of non-compliance by the Company on any matter related to capital markets and therefore, no penalties and/or strictures have been imposed on the Company by any Stock Exchange or SEBI or any statutory authority during the last three years.

H. Compliance with mandatory & non-mandatory requirements: The Company complies with all the mandatory requirements and the following non-mandatory requirements as prescribed under Clause 49 of the Listing Agreement:

a) The Company has constituted a Remuneration Committee of Directors, details of which have been given under Para 3B of this Report.

b) The statutory fi nancial statements of the Company are unqualifi ed.

6. Means of Communication The quarterly and annual fi nancial results of the Company are normally published in The Times of India/Hindustan Times/Economic Times/ The

Financial Express (English/daily), Navbharat Times/ Jansatta (Hindi/Daily) and also posted on the website of the Company (www.parsvnath.com). Besides, information and latest updates and announcements regarding the Company, including its shareholding pattern, management profi le and presentation made to institutional investors/analysts are also available on the website of the Company.

7. General Shareholder InformationA. Annual General Meeting

Day, Date & Time: Tuesday, September 22, 2009 at 11.00 A.M.

Venue: Air Force Auditorium, Subroto Park, New Delhi 110010

B. Financial Calendar

The tentative fi nancial calendar for the ongoing fi nancial year i.e. April 01, 2009 to March 31, 2010 is set out in Table 9 below.

Table 9: Tentative schedule for the Financial Year (FY) 2009-10

Activity SchedulePublication of Audited Financial Results FY 2008-09 Third week of June, 2009

Publication of Unaudited Financial Results – Quarter 1 (April – June, 2009) Last week of July, 2009

Publication of Unaudited Financial Results – Quarter 2 (July – September, 2009) Last week of October,2009

Publication of Unaudited Financial Results – Quarter 3 (October – December, 2009) Last week of January, 2010

Publication of Audited Financial Results FY 2009-10 Last week of June, 2010

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50 | Parsvnath Developers Limited

C. Date of Book Closure

The period of book closure is from Tuesday, September 15, 2009 to Tuesday, September 22, 2009 (both days inclusive).

D. Dividend Payment Date

For the year 2008-09, with a view to conserve the resources for the operations of the Company, no dividend was recommended by the Board of Directors.

E. Listing on Stock Exchanges

The equity shares of the Company are listed on the National Stock Exchange of India Limited (NSE) and Bombay Stock Exchange Limited (BSE). The Company has paid the annual listing fee for the fi nancial year 2009-10 to both NSE and BSE.

The annual custodial fee for the fi nancial year 2009-10 to both the depositories, viz. National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL), has also been paid by the Company.

F. Stock Code

The codes assigned to the equity shares of the Company by NSDL/CDSL, NSE and BSE are set out in Table 10 below.

Table 10: Codes assigned to the equity shares of the Company

NSDL/CDSL (ISIN) NSE Stock Code BSE Stock Code

INE561H01018 PARSVNATH – EQ 532780

G. Market Price Data

The monthly high and low prices of the Company’s equity shares traded at BSE and NSE, as also the high and low of BSE Sensex and NSE Nifty for the fi nancial year 2008-09 are set out in Table 11 & 12 below.

Table 11: High/Low Price of the equity shares of the Company at BSE vis-à-vis Sensex

Month/Year HIGH LOW

Price (Rs.) Sensex Price (Rs.) Sensex

April, 2008 240.00 17378.46 195.50 15343.12

May, 2008 245.00 17600.12 196.00 16275.59

June, 2008 201.95 16063.18 119.60 13461.60

July, 2008 126.60 14942.28 99.20 12575.80

August, 2008 132.80 15503.92 107.25 14048.34

September, 2008 128.40 15049.86 81.50 12595.75

October, 2008 93.70 13055.67 36.55 8509.56

November, 2008 54.80 10631.12 32.30 8451.01

December, 2008 53.60 10099.91 31.40 8739.24

January, 2009 55.00 10335.93 34.80 8674.35

February, 2009 49.70 9647.47 34.25 8822.06

March, 2009 38.60 10048.49 30.55 8160.40

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Annual Report 2008-09 | 51

Table 12: High/Low Price of the equity shares of the Company at NSE vis-à-vis S&P CNX Nifty

Month/Year HIGH LOW

Price (Rs.) Nifty Price (Rs.) Nifty

April, 2008 240.75 5230.75 186.30 4628.75

May, 2008 244.95 5298.85 196.30 4801.90

June, 2008 202.00 4908.80 120.00 4021.70

July, 2008 128.60 4539.45 99.65 3790.20

August, 2008 132.50 4649.85 107.10 4201.85

September, 2008 128.50 4558.00 81.05 3715.05

October, 2008 93.55 4005.50 36.55 2252.75

November, 2008 54.90 3240.55 31.70 2502.90

December, 2008 53.60 3110.45 31.00 2570.70

January, 2009 55.00 3147.20 35.00 2661.65

February, 2009 50.00 2969.75 34.40 2677.55

March, 2009 39.75 3123.35 31.00 2539.45

H. Registrar and Share Transfer Agent (RTA)

M/s. Link Intime India Private Limited (Formerly known as Intime Spectrum Registry Limited)

(Unit: Parsvnath Developers Limited)

A-40, 2nd Floor, Naraina Industrial Area, Phase II, Near Batra Banquet Hall, New Delhi 110028

Phone: 011 4141 0592/93/94, Fax: 011 4141 0591, E-Mail: [email protected]

I. Share Transfer System

For registration of transfer of shares held in physical mode, the share certifi cate(s) in original along with the share transfer deed(s) and other relevant documents, should be submitted at the registered offi ce of the Company or with its RTA. In case the documents are in order, the requests for registration of transfer of shares are placed either before the delegated authority or before the Shareholders’/ Investors’ Grievance Committee, as the case may be, for approval. The process of transfer takes 2-4 weeks from the date of receipt of complete documentation.

Pursuant to Clause 47(c) of the Listing Agreement, certifi cates issued by the Practising Company Secretary for due compliance of share transfer formalities have been furnished by the Company to the Stock Exchanges on half yearly basis. Pursuant to SEBI (Depositories and Participants) Regulations, 1996, the Company has received certifi cates from its RTA, confi rming timely dematerialization/ rematerialization of the shares of the Company and Secretarial Audit Reports from Practicing Company Secretary on a quarterly basis for reconciliation of the share capital of the Company.

J. Distribution of Shareholding

Table 13 and 14 list the shareholding pattern and distribution of the shareholding of the equity shares of the Company, in terms of categories of owners and size of holding respectively.

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52 | Parsvnath Developers Limited

Table 13: Shareholding Pattern as on March 31, 2009

Category of Shareholders Mode of Holding Shares Total Shareholding

Physical Demat Number %

Promoters - 14,78,70,400 14,78,70,400 80.06

Bodies Corporate - 88,78,722 88,78,722 4.81

Financial Institutions/Banks - 7,52,486 7,52,486 0.41

Mutual Funds - - - -

Foreign Institutional Investors - 11,13,275 11,13,275 0.60

NRIs - 6,75,521 6,75,521 0.37

Individuals 9,311 2,42,67,509 2,42,76,820 13.14

Others - 11,28,976 11,28,976 0.61

Total 9,311 18,46,86,889 18,46,96,200 100.00

Table 14: Distribution of Shareholding as on March 31, 2009

Range of Shareholding Shareholders Shareholding

Number % Number %

Upto 250 2,71,349 93.98 1,33,02,690 7.20

From 251 to 500 10,403 3.61 39,17,223 2.12

From 501 to 1,000 4,168 1.45 31,89,633 1.73

From 1,001 to 2,000 1,574 0.55 23,09,755 1.25

From 2,001 to 3,000 468 0.16 11,74,455 0.64

From 3,001 to 4,000 179 0.06 6,28,409 0.34

From 4,001 to 5,000 141 0.05 6,51,344 0.35

From 5,001 to 10,000 213 0.07 15,57,980 0.84

10,001 and above 206 0.07 15,79,64,711 85.53

Total 2,88,701 100.00 18,46,96,200 100.00

K. Dematerialization of shares

Table 15 lists the numbers of equity shares of the Company held in dematerialised mode through National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) as on March 31, 2009.

Table 15: Shares in Dematerialised mode as on March 31, 2009

NSDL CDSL Total

No. of Shares % of Capital No. of Shares % of Capital No. of Shares % of Capital

15,67,49,481 84.87 2,79,37,408 15.12 18,46,86,889 99.99

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Annual Report 2008-09 | 53

L. Outstanding GDRs/ADRs/Warrants or any Convertible instruments

The Company has not issued any GDRs/ADRs/Warrants or any other instruments, which are convertible into equity shares of the Company.

M. Address for correspondence

Company Registrar and Share Transfer Agent

Shri V. MohanSr. Vice President (Legal) & Company SecretaryParsvnath Developers LimitedParsvnath Metro TowerNear Shahdara Metro Station,Shahdara, Delhi 110032Phone: 011 4305 0100/4301 0500Fax: 011 4305 0468/4305 0473E-Mail: [email protected]

Link Intime India Private Limited (Formerly known as Intime Spectrum Registry Limited)Unit: Parsvnath Developers LimitedA-40, 2nd Floor, Naraina Industrial Area, Phase IINear Batra Banquet HallNew Delhi 110028Phone: 011 4141 0592/93/94Fax: 011 4141 0591E-Mail: [email protected]

N. Status of Unclaimed Shares

Pursuant to the requirement of the circular dated April 24, 2009, issued by the Securities & Exchange Board of India (“SEBI”) inserting clause 5A in the Equity Listing Agreement, the aggregate shares of the Company which are unclaimed by the Shareholders under the Initial Public Offer are 9715. The Company is in the process of opening separate demat suspense account for crediting the said unclaimed shares in compliance with the requirements of the said SEBI circular/ clause 5A of the Listing Agreement. The details of such unclaimed shares are set out in Table 16 below.

Table 16: Unclaimed Shares

Sr. No. Particulars Number

Shareholders Shares

1 Aggregate Number of Shareholders and the outstanding shares in the suspense account lying at the beginning of the year i.e. as at April 1, 2008 453 11338

2 Number of Shareholders who approached for transfer of shares from suspense account during the year 2008-09 63 1623

3 Number of Shareholders to whom shares were transferred from suspense account during the year 2008-09 63 1623

4 Aggregate Number of Shareholders and the outstanding shares in the suspense account lying at the end of the year i.e. as at March 31, 2009 390 9715*

*The voting rights on the above mentioned Shares shall remain frozen till the rightful owners of such shares claim the Shares.

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54 | Parsvnath Developers Limited

The Board of DirectorsParsvnath Developers Limited,Parsvnath Metro Tower,Near Shahdara Metro Station, Shahdara,Delhi – 110032

DECLARATION REGARDING CODE OF CONDUCTI, Sanjeev Kumar Jain, Managing Director of Parsvnath Developers Limited, hereby declare that all the Board Members and Senior Management of the Company have affi rmed compliance of the Company’s Code of Conduct for the fi nancial year ended March 31, 2009.

Sd/-New Delhi Sanjeev Kumar Jain20 June, 2009 Managing Director

AUDITORSÊ CERTIFICATE ON CORPORATE GOVERNANCE

TO THE MEMBERS OF PARSVNATH DEVELOPERS LIMITED

We have examined the compliance of conditions of Corporate Governance by Parsvnath Developers Limited, for the year ended on 31 March, 2009, as stipulated in clause 49 of the Listing Agreement of the said Company with the stock exchanges.

The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was limited to procedures and implementations thereof, adopted by the Company for ensuring the compliance of the conditions of the Corporate Governance. It is neither an audit nor an expression of opinion on the fi nancial 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 Listing Agreement.

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

For DELOITTE HASKINS & SELLSChartered Accountants

Sd/-New Delhi JITENDRA AGARWAL20 June, 2009 Partner

Membership No. 87104

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TO THE MEMBERS OF

PARSVNATH DEVELOPERS LIMITED

1. We have audited the attached Balance Sheet of Parsvnath Developers Limited (‘the Company’) as at 31 March, 2009, and also the Profi t and Loss Account and the Cash Flow Statement for the year ended on that date annexed thereto. These fi nancial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these fi nancial statements based on our audit.

2. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the fi nancial statements are free of material misstatements. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the fi nancial statements. An audit also includes assessing the accounting principles used and signifi cant estimates made by management, as well as evaluating the overall fi nancial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor’s Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specifi ed in paragraphs 4 & 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that:

a. we have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purposes of our audit;

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

AUDITORSÊ REPORTc. the Balance Sheet, Profi t and Loss Account and Cash Flow

Statement dealt with by this report are in agreement with the books of account;

d. in our opinion, the Balance Sheet, Profi t and Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956;

e. On the basis of written representations received from directors, as on 31 March, 2009 and taken on record by the Board of Directors, we report that none of the directors is disqualifi ed as on 31 March, 2009 from being appointed as a director in terms of clause (g) of sub section (1) of Section 274 of the Companies Act, 1956.

f. in our opinion and to the best of our information and according to the explanations given to us, the said accounts, read together with the notes thereon, give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

i. in the case of the Balance Sheet, of the state of affairs of the Company as at 31 March, 2009;

ii. in the case of the Profi t and Loss Account, of the profi t for the year ended on that date; and

iii. in the case of the Cash Flow Statement, of the cash fl ows for the year ended on that date.

For DELOITTE HASKINS & SELLS Chartered Accountants

Sd/- JITENDRA AGARWALNew Delhi Partner20 June, 2009 Membership No. 87104

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56 | Parsvnath Developers Limited

ANNEXURE TO THE AUDITORS' REPORT (Referred to in paragraph 3 of our report of even date)

1. a. The Company has generally maintained proper records showing full particulars including quantitative details and situation of fi xed assets except in respect of shuttering and scaffolding wherein, as informed to us, it is not practicable to record quantitative details in the fi xed assets register.

b. According to the information and explanations given to us, the Company has a programme of physically verifying its fi xed assets in a phased manner designed to cover all assets over a period of two years, which in our opinion is reasonable having regard to the size of the Company and the nature of its business. In accordance with this programme, the Management has, other than shuttering and scaffolding carried out a physical verifi cation of fi xed assets at some locations during the year and no material discrepancies were noticed on such verifi cation. In respect of Shuttering and Scaffolding, the discrepancies, if any, can not be determined.

c. According to the information and explanations given to us, the Company has not disposed of a substantial part of its fi xed assets during the year.

2. a. Inventory comprises finished flats and work-in-progress. Inventory of fi nished fl ats have been physically verifi ed during the year by the management. In our opinion, the frequency of verifi cation is reasonable. According to the information and explanation given to us, keeping in view the nature of the operations of the company, inventory of work-in-progress can not be physically verifi ed.

b. In our opinion and according to the information and explanations given to us, the procedures of physical verifi cation of inventory of fi nished fl ats followed by the Management are reasonable and adequate in relation to the size of the Company and the nature of its business.

c. In our opinion and according to the information and explanations given to us, the company has maintained proper records of its inventory of fi nished fl ats and no material discrepancies were noticed on physical verifi cation of inventory as compared to the book records.

3. a. The Company has granted unsecured loans to seven Companies (its wholly owned subsidiaries) covered in the register maintained under section 301 of the Companies Act, 1956. The year-end balance and the maximum amount outstanding during the year is Rs. (‘000) 1,400,324.

b. The above-mentioned loans are non-interest bearing. In our opinion and according to the information and explanations given to us, other terms and conditions of such loans given by the Company are prima facie, not prejudicial to the interest of the Company.

c. The aforesaid loans given by the Company are repayable on demand and there is no repayment schedule. Therefore, the question of repayment being regular does not arise.

d. Since the loans are repayable on demand, the question of overdue amount does not arise.

e. As informed to us, the Company has taken unsecured loans from two directors covered in the register maintained under section 301 of the Companies Act, 1956. The year end balance of such loans is Rs. (‘000) 87,804 and the maximum amount outstanding during the year was Rs. (‘000) 433,275.

f. In our opinion and according to the information and explanations given to us, the rate of interest and other terms and conditions of such loans taken by Company are, prima facie, not prejudicial to the interests of the Company.

g. Since the aforesaid loans taken by the Company are repayable on demand and there is no repayment schedule, the question of repayment being regular does not arise.

4. In our opinion and according to the information and explanations given to us, having regard to the explanations that it is not feasible to obtain comparable alternative quotations for purchase of land for sale or development, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory and fi xed assets and for the sale of goods and services. During the course of our audit, we have not observed any major weaknesses in internal control system.

5. a. In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangements that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered.

b. In our opinion and according to the information and explanations given to us, transactions made in pursuance of such contracts or arrangements have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

6. According to the information and explanations given to us, the Company has not accepted any deposits from the public as defi ned under the provisions of section 58A and 58AA of the Companies Act, 1956 and the rules framed there under.

7. In our opinion, the Company has an internal audit system commensurate with the size and nature of its business.

8. According to the information and explanations given to us, the Central Government has not prescribed the maintenance of cost records under clause (d) of sub-section (1) of Section 209 of the Companies Act, 1956 for any of the products of the Company.

9. According to the information and explanations given to us and the records of the Company examined by us:

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Annual Report 2008-09 | 57

a. The Company has been regular in depositing its undisputed statutory dues pertaining to Service Tax, Wealth Tax and Custom duty. There have been delays in deposit of statutory dues in respect of Provident Fund, EmployeesÊ State Insurance, Income Tax, Sales Tax and Cess with the appropriate authorities during the year. There are no undisputed amounts payables in respect of these statutory dues other than installments of advance Income Tax of Rs. (Â000) 77,071 which remained outstanding as at 31 March 2009 for a period of more than six months from the date they became payable. We are informed that the Company’s operations, during the year, did not give rise to any liability for Excise Duty and Investor Education and Protection Fund.

b. According to the information and explanations given to us, the dues of trade tax which have not been deposited by the Company on account of various disputes are as follows:

Name of Statute

Nature of Dues

Amount Demanded Rs.(Â000)

Period to which the amount relates

Forum where the dispute is pending

UP Trade Tax Act, 1948

Trade Tax

201,450 Assessment Year 2006-2007

Ex-party assessment by Deputy Commissioner (Trade Tax), Moradabad. Assessment is re-opened

UP Trade Tax Act, 1948

Trade Tax

2,979 Assessment Year 2005-2006

Joint Commissioner (Appeals)

UP Trade Tax Act, 1948

Trade Tax

122,520 Assessment Year 2004-2005

Appellate Tribunal, Trade Tax

UP Trade Tax Act, 1948

Trade Tax

67,212 Assessment Year 2003-2004

Appellate Tribunal, Trade Tax

We are informed that there are no dues in respect of Income Tax, Wealth Tax, Service Tax, Excise Duty, Customs Duty and Cess, which have not been deposited on account of any dispute.

10. The Company does not have any accumulated losses at the end of the fi nancial year. The Company has not incurred any cash losses during the current fi nancial year or in the immediately preceding fi nancial year.

11. Based on the examination of the books of account and related records and according to the information and explanations given to us, 34 instances of delays were noted in repayment of dues to the banks ranging from 1 day to 88 days with amounts varying from Rs. (Â000) 3,568 to Rs. (Â000) 230,000 and in respect of repayments to financial

institutions, 24 instances of delays were noted ranging from 1 day to 178 days with amounts varying from Rs. (Â000) 5,625 to Rs. (Â000) 833,000.

12. According to the information and explanations given to us and based on documents and records examined by us, the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

13. In our opinion, the Company is not a chit fund or a nidhi/mutual benefi t fund/Society. Accordingly, the provisions of clause 4(xiii) of the Companies (Auditor’s Report) Order, 2003 are not applicable to the Company.

14. In our opinion and according to the information and explanations given to us, the Company is not dealing or trading in shares, securities, debentures and other investments.

15. According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks or fi nancial institutions.

16. Based on the examination of the books of account and related records and according to the information and explanations given to us, the term loans have been applied for purpose for which they were obtained.

17. According to the information and explanations provided to us and on an overall examination of the Balance Sheet of the Company, funds raised on short-term basis have prima facie, not been used for long term investment.

18. The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956.

19. The Company has created securities in respect of secured non-convertible debentures issued.

20. We have verifi ed the end use of the money raised by public issue as disclosed in Note 6d of Schedule ‘S’ forming part of the fi nancial statements.

21. Based on the examination of books of account and related records and according to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the year.

For DELOITTE HASKINS & SELLS Chartered Accountants

Sd/- JITENDRA AGARWALNew Delhi Partner20 June, 2009 Membership No. 87104

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58 | Parsvnath Developers Limited

Balance Sheet as at 31 March, 2009 Amount in Rs. (‘000)

Schedule As at 31.03.2009

As at 31.03.2008

SOURCES OF FUNDS1. SHAREHOLDERS' FUNDS

a. Share capital A 1,846,962 1,846,962

b. Reserves & Surplus B 17,349,396 16,218,960

19,196,358 18,065,922

2. LOAN FUNDSa. Secured loans C 18,109,343 16,044,178

b. Unsecured loans D 257,392 978,518

18,366,735 17,022,696

37,563,093 35,088,618 APPLICATION OF FUNDS3. FIXED ASSETS

a. Gross Block E 2,002,195 1,647,789

b. Less : Depreciation 729,836 453,096

c. Net Block 1,272,359 1,194,693

d. Capital work-in-progress 1,782,909 1,015,067

3,055,268 2,209,760

4. INVESTMENTS F 993,383 805,677

5. DEFERRED TAX ASSETS (See note 13) 47,953 8,925

6. CURRENT ASSETS, LOANS & ADVANCESa. Inventories G 22,503,768 19,145,817

b. Sundry debtors H 10,432,619 11,302,390

c. Cash and bank balances I 2,706,226 4,215,836

d. Loans and advances J 8,123,729 8,659,286

43,766,342 43,323,329

7. LESS: CURRENT LIABILITIES & PROVISIONSa. Liabilities K 10,008,821 10,134,738

b. Provisions L 291,032 1,124,335

10,299,853 11,259,073

8. NET CURRENT ASSETS 33,466,489 32,064,256

37,563,093 35,088,618 Notes forming part of the accounts S

For DELOITTE HASKINS & SELLSChartered Accountants

Sd/-JITENDRA AGARWALPartnerMembership No. 87104

New Delhi20 June, 2009

The above schedules form an integral part of the accountsAs per our report of even date attached For and on behalf of the Board

Sd/- Sd/-PRADEEP KUMAR JAIN SANJEEV KUMAR JAINChairman Managing Director

Sd/- Sd/-V MOHAN SUNIL MALHOTRACompany Secretary Chief Financial Offi cer

New Delhi20 June, 2009

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Annual Report 2008-09 | 59

For DELOITTE HASKINS & SELLSChartered Accountants

Sd/-JITENDRA AGARWALPartnerMembership No. 87104

New Delhi20 June, 2009

The above schedules form an integral part of the accountsAs per our report of even date attached For and on behalf of the Board

Sd/- Sd/-PRADEEP KUMAR JAIN SANJEEV KUMAR JAINChairman Managing Director

Sd/- Sd/-V MOHAN SUNIL MALHOTRACompany Secretary Chief Financial Offi cer

New Delhi20 June, 2009

Amount in Rs. (‘000)

Schedule Year ended 31.03.2009

Year ended 31.03.2008

1. INCOME

a. Income from operations M 7,335,428 17,262,527

b. Other income N 290,756 659,917

7,626,184 17,922,444

2. EXPENDITURE

a. Cost of construction/development O 4,351,763 10,643,586

b. Personnel costs P 420,445 408,527

c. Selling, administrative and other expenses Q 455,614 376,622

d. Finance expenses R 733,739 391,125

e. Depreciation E 279,348 237,841

6,240,909 12,057,701

3. PROFIT BEFORE TAX 1,385,275 5,864,743

4 PROVISION FOR TAXES

a. Current tax 280,000 1,750,000

b. Tax adjustment of earlier years 8,117 (2,794)

c. Deferred tax (See note 13) (39,028) 23,165

d. Fringe benefi t tax 5,750 7,000

5. PROFIT AFTER TAX 1,130,436 4,087,372

6. APPROPRIATIONS

a. Proposed dividend - 554,089

b. Corporate dividend tax - 94,167

c. Transfer to general reserve - 410,000

d. Transfer to Debenture Redemption reserve - 300,000

e. Balance carried to Balance Sheet 1,130,436 2,729,116

1,130,436 4,087,372

EARNINGS PER EQUITY SHARE (in Rs.) 6.12 22.13

Basic & diluted earnings per share (See note 12)

(Face value Rs. 10 per equity share)

Notes forming part of the accounts S

Profit & Loss Account for the year ended 31 March, 2009

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60 | Parsvnath Developers Limited

Amount in Rs. (‘000)

Year ended 31.03.2009

Year ended 31.03.2008

1. CASH FLOW FROM OPERATING ACTIVITIES Net profi t before tax 1,385,275 5,864,743 Adjustments for :Depreciation 279,348 237,841 (Profi t)/Loss on sale of Fixed Assets (5,642) (184,443)Profi t on sale of Investments - (1,905)Interest expense 2,485,478 1,819,525 Provision for retirement benefi ts (15,380) 12,840 Interest Income on deposits (185,752) (339,242)Dividend Income - (5,313)Share of loss/(profi t) from AOP 4,238 (28,980)Operating profi t before working capital changes 3,947,565 7,375,066

Adjustments for :(Increase)/Decrease in Sundry Debtors 869,771 (7,076,497)(Increase)/Decrease in Loans and Advances 518,239 (1,003,512)(Increase)/Decrease in Inventories (3,357,951) (5,726,702)Increase/(Decrease) in Current Liabilities (108,554) 2,829,152 Cash generated from/(used in) operations 1,869,070 (3,602,493)Direct taxes paid/deducted at source (463,534) (1,336,336)Net cash from/(used in) operating activities 1,405,536 (4,938,829)

2. CASH FLOW FROM INVESTING ACTIVITIESPurchase of fi xed assets (1,131,221) (1,415,351)Sale of fi xed assets 12,007 252,314 (Purchase)/Sale of Investments (Net) (187,706) 24,855 Share of (loss)/profi t from AOP (4,238) 28,980 Interest received on deposits 203,070 312,478 Dividend received - 5,313 Net cash from/(used in) investing activities (1,108,088) (791,411)

3. CASH FLOW FROM FINANCING ACTIVITIESDividend paid (including corporate dividend tax) (648,256) (540,213)Interest paid (2,284,741) (1,834,011)Increase/(Decrease) in secured debentures (1,500,000) (1,000,000)Increase/(Decrease) in secured term loans 4,359,204 5,589,511 Increase/(Decrease) in working capital loans (998,159) 1,232,391 Increase/(Decrease) in vehicle/machinery loans (13,146) 76,293 Increase/(Decrease) in unsecured loans (721,960) 978,518 Net cash from/(used in) financing activities (1,807,058) 4,502,489

4. Net increase/ (decrease) in cash and cash equivalents (1,509,610) (1,227,751)

5. Cash and cash equivalents as at the beginning of the year 4,215,836 5,443,587

6. Cash and cash equivalents as at the end of the year 2,706,226 4,215,836 Notes:a. The Cash Flow statement has been prepared under the 'Indirect Method' as set out in the Accounting Standard-3 on Cash Flow Statement issued by the Institute of

Chartered Accountants of India .b. Cash and cash equivalents include fi xed deposits under lien with banks

Cash Flow Statement for the year ended 31 March, 2009

For DELOITTE HASKINS & SELLSChartered Accountants

Sd/-JITENDRA AGARWALPartnerMembership No. 87104

New Delhi20 June, 2009

As per our report of even date attached For and on behalf of the Board

Sd/- Sd/-PRADEEP KUMAR JAIN SANJEEV KUMAR JAINChairman Managing Director

Sd/- Sd/-V MOHAN SUNIL MALHOTRACompany Secretary Chief Financial Offi cer

New Delhi20 June, 2009

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Annual Report 2008-09 | 61

Schedules forming part of the Accounts Amount in Rs. (‘000)

As at 31.03.2009

As at 31.03.2008

SCHEDULE A - SHARE CAPITAL

AUTHORISED300,000,000 (Previous year 300,000,000)

Equity shares of Rs.10/- each 3,000,000 3,000,000

ISSUED, SUBSCRIBED AND PAID UP184,696,200 (Previous year 184,696,200)

Equity Shares of Rs.10/- each fully paid 1,846,962 1,846,962

Of the above:

- 189,000 (Previous year 189,000) Equity Shares

are allotted for consideration other than cash

- 146,996,600 (Previous year 146,996,600) Equity

Shares are allotted as fully paid-up bonus shares

by capitalisation of accumulated profi ts

SCHEDULE B - RESERVES AND SURPLUS

1. Share Premiuma. Balance brought forward 10,102,224 10,102,224

2. Debenture Redemption Reservea. Balance brought forward 2,000,000 1,700,000

b. Transfer from profi t & loss account - 300,000

c. Less: Transferred to Profi t & Loss Account 1,500,000 -

500,000 2,000,000

3. General Reservea. Balance brought forward 796,000 386,000

b. Transferred during the year - 410,000

796,000 796,000

4. Profit & Loss Accounta. Balance brought forward 3,320,736 591,620

b. Transferred from Debenture Redemption Reserve 1,500,000 -

c. Add: Profi t for the year 1,130,436 2,729,116

5,951,172 3,320,736

17,349,396 16,218,960

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62 | Parsvnath Developers Limited

Schedules forming part of the Accounts Amount in Rs. (‘000)

As at 31.03.2009

As at 31.03.2008

SCHEDULE C - SECURED LOANS(See note 5)

1. From Scheduled banksa. Term loans 7,953,868 5,006,163 b. Working capital loans 2,826,881 3,825,040 c. Vehicle/Machinery loans 138,706 151,852 d. Interest accrued and due 148,487 45,372

11,067,942 9,028,427 2. From Financial Institutions /

Othersa. Term loans 6,416,640 5,005,141 b. Interest accrued and due 94,010 2,117

6,510,650 5,007,258 3. Debentures

a. Non-convertible Redeemable debentures 500,000 2,000,000 b. Interest accrued and due 30,751 8,493

530,751 2,008,493 18,109,343 16,044,178

Note: Debentures are redeemable at par in 15 installments on various dates during the fi nancial years 2009-2010 and 2010-2011, the earliest redemption date being 30 July, 2009

SCHEDULE D - UNSECURED LOANSSHORT TERM

1. From Corporate Bodies 168,754 900,000 2. From Directors 87,804 78,518 3. Interest accrued and due 834 -

257,392 978,518

SCHEDULE E - FIXED ASSETS Amount in Rs. ('000)

PARTICULARS

GROSS BLOCK DEPRECIATION NET BLOCK

As at Additions Deletions As at Upto For the On Sale/ Upto As at As at

01.04.2008 31.03.2009 01.04.2008 year Adjustments 31.03.2009 31.03.2009 31.03.2008 Land & Building 228,404 2,877 4,874 226,407 19,812 11,634 77 31,369 195,038 208,592 Building on leasehold land 513,518 132,309 - 645,827 39,403 33,480 - 72,883 572,944 474,115 Plant & Machinery: - Construction Machinery 285,733 86,182 - 371,915 107,572 74,850 - 182,422 189,493 178,161 - Shuttering & Scaffolding 357,272 49,897 - 407,169 181,394 86,921 - 268,315 138,854 175,878 - Offi ce Equipment 24,946 7,585 - 32,531 10,919 6,385 - 17,304 15,227 14,027 - Computers 33,197 9,700 218 42,679 19,187 12,481 156 31,512 11,167 14,010 Furniture & Fixture 77,386 54,266 - 131,652 39,612 25,820 - 65,432 66,220 37,774 Motor Vehicles 127,333 20,563 3,881 144,015 35,197 27,777 2,375 60,599 83,416 92,136 Total 1,647,789 363,379 8,973 2,002,195 453,096 279,348 2,608 729,836 1,272,359 1,194,693 Previous Year 943,863 787,547 83,621 1,647,789 231,005 237,841 15,750 453,096 1,194,693 712,858

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Schedules forming part of the Accounts Amount in Rs. (‘000)

As at 31.03.2009

As at 31.03.2008

SCHEDULE F - INVESTMENTS(see note 2h)

LONG TERM I SUBSIDIARY COMPANIES

EQUITY SHARES-UNQUOTEDa. Parsvnath Landmark Developers Private Limited

2,560,000 (Previous Year 2,560,000) Equity Shares of Rs. 10/- each fully paid-up 110,700 110,700

b. Parsvnath SEZ Limited26,049,400 (Previous year 26,049,400) Equity Shares of Rs. 10/- each fully paid-up 260,494 260,494

c. Parsvnath Film City Limited50,000 (Previous year 49,400) Equity Sharesof Rs. 10/- each fully paid-up 500 494

d. Parsvnath Retail Limited50,000 (Previous year 49,400) Equity Sharesof Rs. 10/- each fully paid-up 500 494

e. PDL Assets Limited50,000 (Previous year 49,400) Equity Sharesof Rs. 10/- each fully paid-up 500 494

f. Parsvnath Hotels Limited1,000,000 (Previous year 49,400) Equity Sharesof Rs. 10/- each fully paid-up 10,000 494

g. Parsvnath Telecom Private Limited10,000 (Previous year 9,999) Equity Sharesof Rs. 10/- each fully paid-up 100 100

h. Parsvnath Developers Pte. Limited2,480 (Previous year 2,480) Equity Sharesof SGD 1 each fully paid-up 73 73

i. Jarul Promoters & Developers Private Limited100,000 (Previous year 10,000) Equity Sharesof Rs. 10/- each fully paid-up 1,000 100

j. Baasima Buildcon Private Limited10,000 (Previous year 10,000) Equity Sharesof Rs. 10/- each fully paid-up 100 100

k. Parsvnath Developers (GMBT) Private Limited10,000 (Previous year 10,000) Equity Sharesof Rs. 10/- each fully paid-up 100 100

l. Parsvnath Developers (SBBT) Private Limited10,000 (Previous year 10,000) Equity Sharesof Rs. 10/- each fully paid-up 100 100

m. Hessa Realtors Private Limited10,000 (Previous year Nil) Equity Sharesof Rs. 10/- each fully paid-up 100 -

n. Primetime Realtors Private Limited10,000 (Previous year Nil) Equity Sharesof Rs. 10/- each fully paid-up 100 -

384,367 373,743

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64 | Parsvnath Developers Limited

Amount in Rs. (‘000)

As at 31.03.2009

As at 31.03.2008

SCHEDULE F - INVESTMENTS (Contd.)

II TRADE

1. EQUITY SHARES-UNQUOTEDa. Amazon India Limited

25,000 (Previous year 25,000) Equity Shares

of Rs. 10/- each fully paid-up 21,250 21,250

b. Home Life Real Estate Private Limited

775,000 (Previous year 775,000) Equity Shares

of Rs. 10/- each fully paid-up 7,750 7,750

c. Vardaan Buildtech Private Limited

16,000 (Previous year 16,000) Equity Shares

of Rs. 10/- each fully paid-up 160 160

d. Nanocity Haryana Infrastructure Limited

38,00,000 (Previous year Nil) Equity Shares

of Rs. 10/- each, amount paid-up is Rs. 3.73/-

per equity share 155,000 -

184,160 29,160

2. JOINT VENTURES-UNQUOTEDa. Investment in Parsvnath Developers (AOP) 251,879 229,756

b. Investment in Ratan Parsvnath Developers (AOP) 62,381 62,422

314,260 292,178

III NON TRADE

1. EQUITY SHARES-UNQUOTEDa. Delhi Stock Exchange Limited

1,496,500 (Previous year 1,496,500) Equity Shares

of Rs. 10/- each fully paid-up 104,755 104,755

b. Jaipur Stock Exchange Limited

324,500 (Previous year 324,500) Equity Shares

of Rs. 10/- each fully paid-up 5,841 5,841

110,596 110,596

993,383 805,677 Book value of Unquoted Investments 993,383 805,677

Schedules forming part of the Accounts

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Annual Report 2008-09 | 65

Amount in Rs. (‘000)

As at 31.03.2009

As at 31.03.2008

SCHEDULE G - INVENTORY(see note 2g)1. Finished fl ats 74,700 74,700 2. Work-in-progress (Projects) 22,429,068 19,071,117

22,503,768 19,145,817

SCHEDULE H - SUNDRY DEBTORS(Unsecured, considered good)1. Outstanding for more than six months (see note 8) 2,706,818 182,141 2. Others 654,237 2,180,399

3,361,055 2,362,540 3. Debtors (accrued but not due) 7,071,564 8,939,850

10,432,619 11,302,390

SCHEDULE I - CASH AND BANK BALANCES1. Cash in hand 5,891 6,483 2. Balance with scheduled banks:

a. In Current accounts 502,110 175,732 b. In Deposit accounts 2,198,225 4,033,621

(Includes under bank lien Rs. ('000) 2,198,225; Previous year Rs. (‘000) 4,033,621) 2,706,226 4,215,836

SCHEDULE J - LOANS AND ADVANCES(Unsecured, considered good)1. Due from subsidiary companies (See note 7d) 1,400,324 1,074,559 2. Security deposits 645,250 659,788 3. Advances recoverable in cash or in kind or for value to be received (See note 7a, b, and c) 6,078,155 6,924,939

8,123,729 8,659,286 SCHEDULE K - CURRENT LIABILITIES1. Sundry creditors (see note 20) 3,728,693 2,263,208 2. Sundry creditors (Land) 3,655,215 4,271,747 3. Advances from customers 2,005,015 2,451,021 4. Other liabilities 54,297 50,346 5. Interest accrued but not due 82,985 100,348 6. Book overdraft-Banks 30,611 820,553 7. Security deposits received 452,005 177,515

10,008,821 10,134,738 SCHEDULE L - PROVISIONS1. Income tax (Net of advance tax of Rs.(‘000) 2,523,727 ;Previous year Rs.(‘000) 2,496,485) 254,995 424,662 2. Gratuity and leave encashment 36,037 51,417 3. Proposed dividend - 554,089 4. Corporate dividend tax - 94,167

291,032 1,124,335

Schedules forming part of the Accounts

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66 | Parsvnath Developers Limited

Amount in Rs. (‘000)

Year ended 31.03.2009

Year ended 31.03.2008

SCHEDULE M - INCOME FROM OPERATIONS1. Sale of fl ats/plots 6,670,064 17,057,587 2. Income from construction contracts 604,189 151,996 3. Licence income 61,175 52,944 7,335,428 17,262,527

SCHEDULE N - OTHER INCOME1. Interest received on deposits 185,752 339,242

(tax deducted at source Rs.('000) 39,832; Previousyear Rs. ('000) 72,082)

2. Interest received from customers/others 41,184 39,636 3. Dividend received on non-trade current investments - 5,313 4. Profi t on sale of fi xed assets 5,642 184,443 5. Rent received 23,780 17,296 6. Miscellaneous income 34,398 43,102 7. Share of profi t from AOP - 28,980 8. Profi t on sale/redemption of non-trade current Investments - 1,905 290,756 659,917

SCHEDULE O - COST OF CONSTRUCTION / DEVELOPMENT1. Opening stock of work-in-progress 19,071,117 13,350,345

Less: Transferred to capital work-in-progress/others - 8,750 Less: Projects discontinued during the year 764,305 -

Sub-total 18,306,812 13,341,595 2. Add: Costs incurred during the year

a. Land cost 3,445,800 9,246,123 b. Material consumed 2,024,136 3,385,151 c. Contract labour and other charges 601,854 993,600 d. Salary & allowances 168,257 132,746 e. Administrative and other expenses 450,646 943,044 f. Finance charges 1,751,739 1,428,400

Sub-total 8,442,432 16,129,064 3. Less:

a. Transferred to fi nished fl ats/plots - 64,284 b. Closing stock of work-in-progress 22,429,068 19,071,117

Sub-total 22,429,068 19,135,401

4. Total (1+2-3) 4,320,176 10,335,258 5. Cost of fi nished fl ats sold - 252,558 6. Expenses on completed projects 31,587 55,770 4,351,763 10,643,586

Schedules forming part of the Accounts

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Annual Report 2008-09 | 67

Schedules forming part of the Accounts Amount in Rs. (‘000)

Year ended 31.03.2009

Year ended 31.03.2008

SCHEDULE P - PERSONNEL COSTS1. Salaries, wages and bonus (See note 10a) 564,123 505,596 2. Contribution to provident and other funds 5,056 3,276 3. Staff welfare expenses 19,523 32,401

588,702 541,273 Less: Transferred to cost of construction/development 168,257 132,746

420,445 408,527

SCHEDULE Q - SELLING, ADMINISTRATIVE AND OTHER EXPENSES1. Rent 90,893 52,093 2. Advertisement and publicity 191,969 438,655 3. Brokerage 86,168 137,240 4. Postage and telephone expenses 30,378 23,987 5. Printing and stationery 17,549 21,865 6. Travelling and conveyance 30,963 34,724 7. Vehicle running and maintenance 12,822 10,879 8. Rates & taxes 64,729 106,095 9. Repairs and maintenance

- building 11,194 5,581 - machinery 10,065 12,738 - others 68,852 74,923

10. Insurance 25,737 16,032 11. Power and fuel charges 119,305 113,070 12. Legal and professional charges (see note 9) 117,232 241,099 13. Rebate & discount 2,421 1,492 14. Wealth Tax 625 655 15. Share of loss from AOP 4,238 - 16. Other expenses 21,120 28,538

906,260 1,319,666 Less: Transferred to cost of construction/development 450,646 943,044

455,614 376,622

SCHEDULE R - FINANCE EXPENSES1. Interest paid

i Debentures 121,883 214,189 ii Term loans 1,749,924 695,928 iii Working capital loans 313,314 291,189 iv Others 95,048 431,429

2. Finance charges 205,309 186,790 2,485,478 1,819,525

Less: Transferred to cost of construction/development 1,751,739 1,428,400 733,739 391,125

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68 | Parsvnath Developers Limited

Schedules forming part of the Accounts

SCHEDULE S - NOTES FORMING PART OF THE ACCOUNTS

1. Background

PARSVNATH DEVELOPERS LIMITED (“the Company”) is a Company registered under the Companies Act, 1956. It was incorporated on 24 July, 1990. The Company is primarily engaged in the business of promotion, construction and development of integrated townships, residential & commercial complex, multistoried buildings, fl ats, houses, apartments, shopping malls, IT parks, hotels, SEZ, etc.

2. Significant Accounting Policies

a. Basis of accounting

The fi nancial statements are prepared under the historical cost convention, on the accrual basis of accounting and in accordance with Generally Accepted Accounting Principles (’GAAP’) in India and comply with Accounting Standards prescribed by the Companies (Accounting Standards) Rules, 2006 and in accordance with the provisions of the Companies Act, 1956.

b. Use of estimates

The preparation of fi nancial statements in conformity with generally accepted accounting policies requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the fi nancial statements and the reported accounts of revenues and expenses for the years presented. Actual results could differ from these estimates.

c. Fixed assets

Fixed assets are stated at cost of acquisition or construction less accumulated depreciation. Cost includes purchase price and all other attributable costs of bringing the assets to working condition for intended use. Financing costs relating to borrowed funds attributable to acquisition or construction of fi xed assets, which takes substantial period of time to get ready for its intended use are also included, for the period till such asset is put to use.

d. Depreciation

i. Depreciation on fi xed assets is provided on written down value method at the rates specifi ed in Schedule XIV to the Companies Act, 1956 or based on the management’s estimates of the useful life of the assets, whichever is higher. Accordingly, the depreciation rates used are as follows:

Building 5.00%

Plant & Machinery (including Offi ce Equipment)

30.00%

Shuttering & Scaffolding 40.00%

Furniture & Fixtures 30.00%

Motor Vehicles 25.89%

Computers 60.00%

ii. Cost of building on land held on license basis is amortized over the period of license of project facility.

iii. Assets costing Rs. 5,000 or less individually are fully depreciated in the year of purchase.

e. Revenue Recognition

i. Revenue from projects is recognised on the ‘Percentage of Completion Method’ of accounting. Revenue is recognized, in relation to the sold areas only, on the basis of percentage of actual cost incurred thereon including land as against the total estimated cost of the project under execution subject to such actual costs being 30% or more of the total estimated cost. The estimates of saleable area and costs are revised periodically by the management. The effect of such changes to estimates is recognised in the period such changes are determined.

ii. Income from construction contracts is recognised by reference to the stage of completion of the contract activity at the reporting date of the fi nancial statements. The related costs there against are charged to the profi t and loss account of the year.

iii. Income from license fee is recognised on accrual basis in accordance with the terms of agreement with the sub-licensee.

iv. Interest income is recognised on accrual basis on a time proportion basis.

v. Dividend income is recognised when the Company’s right to receive dividend is established.

f. Cost of Construction/Development

Cost of Construction/Development (including cost of land) incurred is charged to the profi t and loss account proportionate to project area sold. Adjustments, if required, are made on completion of the respective projects.

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Annual Report 2008-09 | 69

Schedules forming part of the Accounts

g. Inventories

Inventory comprises completed property for sale and property under construction (work-in-progress).

i. Completed unsold inventory is valued at lower of cost and net realisable value. Cost is determined by including cost of land, materials, services and other related overheads.

ii. Work-in-progress is valued at lower of cost and net realisable value. Cost comprises cost of land (including development rights), materials, services and other overheads related to projects under construction.

h. Investments

Investments intended to be held for more than a year are classifi ed as long term investment. All other investments are classifi ed as current investments. Long term investments are stated at cost less provision for diminution in value, if such diminution is other than temporary. Current investments are stated at lower of cost and fair value on an individual investment basis.

i. Segment policies

The Company’s reporting segments are identifi ed based on activities/products, risk and reward structure, organization structure and internal reporting systems.

j. Accounting for joint ventures

i. Jointly controlled operations – The Company’s share of revenue, expenses, assets and liabilities are included in the fi nancial statements as revenue, expenses, assets and liabilities respectively.

ii. Jointly controlled entities – The Company’s investment in jointly controlled entities is refl ected as investment and accounted for in accordance with the Company’s accounting policy of Investments (see note 2 h above).

k. Foreign Currency Transactions

Transactions in foreign currencies are recorded at the exchange rate prevailing on the date of the transactions. Monetary items denominated in foreign currency and outstanding at the balance sheet date are translated at the exchange rate prevailing on the balance sheet date. Exchange differences on translation of monetary assets and liabilities and realised gain and losses on foreign currency transactions are recognised in the profi t and loss account.

l. Taxation

Income tax comprises current tax, deferred tax and fringe benefi t tax. Current tax and fringe benefi t tax is the amount of tax payable as determined in accordance with the provisions of the Income Tax Act, 1961. Deferred tax assets and liabilities are recognized for the future tax consequences of timing differences, subject to the consideration of prudence. Deferred tax assets and liabilities are measured using the tax rates enacted or substantively enacted by the balance sheet date.

m. Earnings per share

The earnings considered in ascertaining the Company’s EPS comprises the net profi t after tax. The number of shares used in computing basic EPS is the weighted average number of shares outstanding during the period. The weighted Diluted earnings per equity share are computed using the weighted average number of equity shares and dilutive potential equity shares outstanding during the period.

n. Provision for Retirement benefits

i. The Company’s contribution to Provident Fund is deposited with the Employees Provident Fund Organisation (EPFO). These are charged to the profi t and loss account when the contribution to the fund is due.

ii. Liability for Gratuity and balance of unavailed leave due to employees are provided on the basis of actuarial valuation carried out at the balance Sheet date by an independent actuary using the Projected Unit Credit method.

o. Borrowing cost

Borrowing costs that are directly attributable to the acquisition or construction of a qualifying asset are considered as part of the cost of that asset. Other borrowing costs are recognised as an expense in the year in which they are incurred.

p. Provisions

Provision is recognised when an enterprise has a present obligation as a result of past events and it is probable that an outfl ow of resources will be required to settle the obligation and in respect of which a reliable estimate can be made. Provisions are determined based on management estimates required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date and adjusted to refl ect the current management estimate.

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70 | Parsvnath Developers Limited

q. Impairment of assets

At each balance sheet date, the Company reviews the carrying amounts of its fi xed assets to determine whether there is any indication that those assets suffered impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of impairment loss. Recoverable amount is the higher of an asset’s net selling price and value in use. In assessing value in use, the estimated future cash fl ows expected from the continuing use of the asset and from its disposal are discounted to their present value using a pre-discount rate that refl ect the current market assessment of time value of money and the risks specifi c to the asset. The impairment loss as determined above is expensed off.

r. Leases

Lease arrangements where the risk and rewards incident to ownership of an asset substantially vest with the lessor are recognised as operating lease. Lease rent under operating leases are charged to the Profi t and Loss account on a straight line basis over the lease term.

Assets given under operating leases are included in fi xed assets. Lease income is recognised in the profi t & loss on a straight line basis over the lease term. Costs, including depreciation are recognised as expense in the profi t and loss account.

3. Contingent liabilities

Rs.(‘000)

As at 31.03.09

As at 31.03.08

a. Claims against the Company not acknowledged as debt:

i. Interest for delay in payment of land premium instalment / EDC

22,105 22,105

ii. Demand for payment of stamp duty

52,800 53,139

iii. Customer complaints pending in consumer courts

55,204 21,686

iv. Trade Tax Demand 394,161 -

v. Entry Tax demand 27,460 -

vi. Others 26,541 -

b. Security / Performance Guarantees provided to various Government authorities

2,670,413 2,528,025

4. Capital commitmentsRs.(Â000)

As at31.03.09

As at31.03.08

Estimated amount of contracts remaining to be executed on capital account (net of advances) and not provided for

1,627,758 2,671,784

5. Secured Loans

a. Term loans to the extent of Rs. (‘000) 2,113,154 (previous year Rs. (‘000) 2,890,538) are secured by way of equitable mortgage of project land along with construction thereof, hypothecation of construction material, work in progress and receivables of the related projects and further secured by personal guarantee of the Chairman, Managing Director and a Whole time Director of the Company.

b. Term loans to the extent of Rs.(‘000) 2,000,000 (previous year Rs.(‘000) Nil) are secured by the way of equitable mortgage of project land, charge on receivables of another project and personal guarantee of Chairman of the Company.

c. Term loans to the extent of Rs. (‘000) 1,413,971 (previous year Rs. (‘000) 1,638,606) are secured by way of equitable mortgage of project land, hypothecation of construction material, work in progress and receivables of the related projects, pledge of shares of the Company held by the promoters and further secured by personal guarantee of the Chairman, Managing Director and a Whole time Director of the Company.

d. Term loans to the extent of Rs. (‘000) Nil (previous year Rs. (‘000) 100,000 ) are secured by way of subservient charge on current assets of the Company, Pledge of shares of the Company held by the promoters and further secured by personal guarantee of the Chairman, Managing Director and a Whole time Director of the Company.

e. Term loans to the extent of Rs. (‘000) 2,843,130 (previous year Rs. (‘000) 1,923,850 ) are secured by way of equitable mortgage of project land and secured by personal guarantee of the Chairman, Managing Director and a Whole time Director of the Company

f. Term loans to the extent of Rs. (‘000) Nil (previous year Rs. (‘000) 2,112,385) are secured by way of pledge of shares of the Company held by the promoters and further secured by personal guarantee of the Chairman, Managing Director and a Whole time Director of the Company.

Schedules forming part of the Accounts

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g. Term loans to the extent of Rs. (‘000) 823,700 (previous year Rs. (‘000) 500,000) are secured by way of equitable mortgage of project land and receivables of the related projects.

h. Term loans to the extent of Rs. (‘000) 289,904 (previous year Rs. (‘000) 28,125 ) are secured by way of pari-passu charge of project land along with construction thereof.

i. Term loans to the extent of Rs. (‘000) 957,800 (previous year Rs. (‘000) 817,800 ) are secured by receivables of the related projects, pledge of shares of the Company held by the promoters and further secured by personal guarantee of the Chairman, Managing Director and a Whole time Director of the Company.

j. Term loans to the extent of Rs. (‘000) 1,716,654 ( previous year Rs.(‘000) Nil) are secured by way of equitable mortgage of property completed/under construction, pledge of shares of the Company held by the promoters and personal guarantee of Chairman of the Company.

k. Term loans to the extent of Rs. (‘000) 2,140,493 ( previous year Rs.(‘000) Nil) are secured by way of equitable mortgage of land/property, post dated cheques and personal guarantee of Chairman/other promoter of the Company.

l. Term loans to the extent of Rs.(‘000) 48,310 ( previous year Rs.(‘000) Nil) are secured by way of bank guarantee and project land.

m. Term loan to the extent of Rs. (‘000) 23,392 (previous year Rs. (‘000) Nil) are secured against LIC policy of the Chairman.

n. Working capital loans to the extent of Rs. (‘000) 1,309,391 (previous year Rs. (‘000) 887,362 ) are secured by way of equitable mortgage of project land along with construction thereof and fi rst pari-passu charge on stock of construction and building materials, work-in-progress, fi nished fl ats and book receivables for various projects, except those specifi cally charged to other banks/fi nancial institutions and further secured by personal guarantee of Chairman, Managing Director and Whole time Director of the Company.

o. Working capital loans to the extent of Rs. (‘000) 1,517,490 (Previous year Rs. (‘000) 2,937,678) are secured by way of pledge of fi xed deposit with banks.

p. Vehicle/Equipment loans are secured by way of hypothecation of specifi c vehicle/equipments fi nanced.

q. Debentures are secured by way of mortgage of immovable property at Ahmedabad and further secured by personal guarantee of the Chairman of the Company.

6. Initial Public offer

a. During the fi nancial year 2006-07, the Company had issued and allotted 36,325,800 equity shares (including green shoe option of 3,087,800 equity shares) of Rs. 10/- each at a premium of Rs. 290/- per equity share through an Initial Public Offering (IPO).

b. The projected utilisation of funds raised through IPO as specifi ed in the ‘Prospectus’ dated 15 November, 2006, was as under:

Rs.(Â000)

Amounti. Expenditure on development and construction of

projects specifi ed for IPO9,475,170

ii. IPO expenses 496,230

iii. Expenditure on post listing and General Corporate purposes

926,340

Total 10,897,740

c. During the previous year 2007-08, the shareholders of the Company had passed a resolution through postal ballot on 5 February, 2008 approving the deployment of unutilised IPO funds for the purposes of development and construction of other projects (existing and future) of the Company, repayment of debts/borrowings availed by the Company, and up-gradation of infrastructure of the Company, in addition to the purposes already specifi ed in the prospectus.

d. The Company has utilised the entire funds raised through IPO amounting to Rs. (‘000) 10,897,740 as of 31 March, 2009 for the purposes specifi ed in the prospectus dated 15 November, 2006 and amended ‘Objects of the Issue’ approved by the members vide resolution passed on 5 February, 2008 as per following particulars:

Rs.(Â000)

Particulars Utilisation as of 31.03.09

Utilisation as of 31.03.08

Expenditure on development and construction of projects

7,773,643 5,226,248

Repayment of debts/borrowings availed by the Company from banks and fi nancial institutions

1,739,649 1,197,054

IPO expenses 458,108 458,108Expenses for post listing and General Corporate Purposes

926,340 926,340

Total funds utilised as of date 10,897,740 7,807,750Funds unutilised as on date Nil 3,089,990

Schedules forming part of the Accounts

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72 | Parsvnath Developers Limited

7. Advances recoverable in cash or kind or for value to be received include:

a. Share application money paid to subsidiary Companies, Parsvnath SEZ Limited – Rs. (‘000) 206,747 (Previous year Rs. (‘000) 174,750) and to Parsvnath Developers Pte. Limited - Rs. (‘000) 12,949 (Previous year Rs. Nil)

b. Amounts due from private companies (other than subsidiary companies) in which any director of the Company is a director or member - Rs. (‘000) 146,558 (Previous year Rs. (‘000) 233,202).

c. Amounts due from other companies under the same management with in the meaning of sub-section (IB) of section 370 of the Companies Act, 1956, are as under:

Rs.(Â000)

Balance as on 31.03.09

Maximum balance outstanding during the year

Honey Builders Private Limited

4,630 (4,453)

4,830(14,630)

New Hind Enterprises Private Limited

140,827(141,678)

142,428(142,004)

Figures in bracket indicate balances of previous year

d. Disclosure of loans and advances to subsidiary companies as required by clause 32 of listing agreement with stock exchanges is as under:

Rs.(Â000)

Amount outstanding

as on 31.03.09

Maximum amount outstanding

during the yearParsvnath Landmark Developers Private Limited

891,360(508,714)

891,360(543,368)

Parsvnath Film City Limited 484,056(482,733)

484,056(483,133)

Parsvnath Telecom Pvt. Ltd. 10,039(9,998)

10,138(9,998)

Parsvnath Hotels Limited 13,657(1,372)

13,657(3,372)

Baasima Buildcon Pvt. Ltd. -(71,500)

71,625(71,500)

Parsvnath Developers (GMBT) Pvt. Ltd.

100(100)

200(100)

Parsvnath Developers (SBBT) Pvt. Ltd.

100(100)

200(100)

Parsvnath Developers Pte. Ltd.

1012(41)

1002(41)

Figures in bracket indicate balances of the previous year

Note: All the above loans and advances are non-interest bearing and are repayable on demand.

Schedules forming part of the Accounts

8. Debtors include amount due from Parsvnath Landmark Developers Private Limited, a subsidiary Company - Rs. (`000) 64,654 (Previous year Rs. (`000) 64,654).

9. Auditors remuneration*

Legal and professional charges include auditors’ remuneration as follows:

Rs.(Â000)

Year ended31.03.09

Year ended31.03.08

Audit fees (Including fee for limited review)

5,700 5,700

Tax Audit fees 300 300

Certifi cation and consultancy fees 220 1,165

Reimbursement of out-of-Pocket expenses

107 67

Total 6,327 7,232

* Exclusive of Service Tax

10. Additional Information required to be given pursuant to Part II of Schedule VI of the Companies Act, 1956.

Rs.(Â000)

Year ended31.03.09

Year ended31.03.08

a. Managerial remuneration

a. Salaries 91,675 108,300

b. Sitting fee paid

a. Non-executive directors 960 1,180

c. Earnings in foreign currency

Sale of Flats 60,781 67,533

d. Expenditure in foreign currency

Travelling 774 6,295

Advertisement & Publicity 3,502 1,984

4,276 8,279

e. CIF value of imports

Purchase of constructionmaterial 28,231 22,164

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Annual Report 2008-09 | 73

Schedules forming part of the Accounts

f. Imported and indigenous material consumed

Year ended31.03.09

Year ended31.03.08

Amount Amount

Rs.(Â000) % Rs.(Â000) %

Imported 28,231 1.39 22,164 0.45

Indigenous 1,995,904 98.61 3,362,987 99.55

Total 2,024,135 100.00 3,385,151 100.00

g. The Company is not a manufacturing or trading Company, hence quantitative and other disclosures as required by paragraph 3 (ii) (a), (b) and paragraph 4c of Part II of Schedule VI to the Companies Act, 1956 are not applicable to the Company.

11. In accordance with the Accounting Standard 7 on ‘Construction Contracts’ issued by ICAI, the break-up of the contracts in progress at the reporting date is as under:

Rs.(Â000)

ParticularsAs of

31.03.09As of

31.03.08

1. Revenue recognised 685,727 629,194

2. Cost incurred 598,567 622,200

3. Advances received 199,364 85,163

4. Retentions 20,934 11,206

5. Amount due from customers 143,748 134,830

12. Earnings per share

The earnings considered in ascertaining the Company’s EPS comprises the profi t available for shareholders (i.e. profi t after tax and statutory / regulatory appropriations). The number of shares used in computing basic EPS is the weighted average number of shares outstanding during the year.

Year ended31.03.09

Year ended31.03.08

Net Profit attributable to shareholders

Rs.(‘000) 1,130,436 4,087,372

Weighted average number of equity shares outstanding during the year

No.s(‘000) 184,696 184,696

Basic and diluted earnings per share

Rs. 6.12 22.13

Nominal Value of equity shares

Rs. 10.00 10.00

13. Deferred Tax

a. Deferred tax assets and liabilities are being offset as theyrelate to taxes on income levied by the same governing taxation laws.

b. Break up of deferred tax assets/(liabilities) and reconciliation of current year deferred tax credit (charge) is as follows:

Rs.(Â000)

Balanceas on

31.03.08

Credited/(Charged) to Profit & loss

account

Balanceas on

31.03.09

Deferred Tax Assets/(Liabilities)

Tax impact of provision for employee benefits charged in the financial statements but allowable as deductions in future years under income tax

22,153 1,342 23,495

Tax impact of difference between carrying amount of fi xed assets in the fi nancial statements and the income tax return

(13,228) 37,686 24,458

Total 8,925 39,028 47,953

14. Lease commitments

The Company has entered into concession agreements with Delhi Metro Rail Corporation (DMRC) and has acquired the license rights to develop properties and sub license it to the customers for a defi ned period of time. Of the license fees of Rs. (`000) 102,613 (Previous Year Rs. (‘000) 50,190) paid/payable by the Company during the year, Rs. (‘000) Nil (Previous Year Rs.(‘000) 20,519) has been capitalised, Rs. (‘000) 39,799 (Previous year Rs.(‘000) 14,371) has been charged to revenue and Rs. (‘000) 62,814 (Previous Year Rs.(‘000) 15,300) has been deferred till the completion of construction. The total of future minimum license payments / charge is as follows:

Rs.(Â000)

Year ended31.03.09

Year ended31.03.08

a. Not later than one year 247,437 138,935

b. Later than one year but not later than fi ve years

1,313,347 1,144,287

c. Later than fi ve years 18,778,164 19,158,340

Total 20,338,948 20,441,562

Upfront fee paid by the Company has not been considered as lease charges.

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15. Joint venture

The Company’s interest and share in joint ventures in the nature of jointly controlled entities are as follows:

a. Particulars of joint ventures

Name of Joint Venture

Nature of

project

Ownership Interest

Country of incorporation

/ residence

i. Parsvnath Developers AOP (PDAOP)

Real Estate

50% India

ii. Ratan Parsvnath Developers AOP (RPDAOP)

Real Estate

50% India

b. Financial interest of the Company in jointly controlled entities is as under:

Rs. (‘000)

PDAOP RPDAOPCompanyÊs share of:

Assets 454,641(408,533)

32,058(31,816)

Liabilities 158,902(178,777)

78(57)

Income (-) 7243(78,371)

-(-)

Expenditure (-) 3069(34,115)

41(47)

Tax 22(15,228)

-(1)

Capital commitment -(-)

-(-)

Contingent liabilities -(-)

-(-)

Figures in bracket indicate balances of the previous year

Note: The Company’s share of assets, liabilities, income and expenditure has been included on the basis of audited fi nancial information of its joint ventures.

16. Employee benefits In accordance with the revised Accounting Standard 15 issued by the

Institute of Chartered Accountants of India, the requisite disclosures are as follows:

a. Accounting policy for recognising actuarial gains and losses

Actuarial gain and losses arising from experience adjustment and effects of changes in actuarial assumptions are immediately

recognised in the statement of profi t and loss account as income or expense.

b. Description of Defined Benefit Plans

i. Gratuity plan

The gratuity liability arises on retirement, withdrawal, resignation and death of an employee. The aforesaid liability is calculated on the basis of actuarial valuation as per the projected unit credit method.

ii. Long term compensated absences plan

The earned leave liability arises as and when services are performed by an employee. The aforesaid liability is calculated on the basis of actuarial valuation as per projected unit credit method.

c. Disclosure as required under Accounting Standard 15 (Revised) on „Employee Benefits‰ in respect of Gratuity is as under:

Rs. (‘000)i. Change in Defined Benefit

Obligation31.03.09 31.03.08

Present value of obligations as at the beginning of the year 30,258

17,742

Interest cost 2,269 1,418Current Service Cost 5,570 10,566Benefi ts paid (2,285) (620)Actuar ia l (ga in) / loss on obligations

(16,231) 1,152

Present value of obligations as at the end of the year

19,581 30,258

ii. The fair value of plan assets is Nil since retirement benefi t plans are wholly unfunded as on 31 March, 2009

Rs. (‘000)

iii. Amounts recognised in the Balance Sheet31.03.09 31.03.08

Present value of obligations as at the end of the year

19,581 30,258

Amount recognised in the Balance Sheet

19,581 30,258

Rs. (‘000)

iv. Expenses recognised in the Profit & Loss Account31.03.09 31.03.08

Current service cost 5,570 10,566Interest cost 2,269 1,418Actuarial (gain) / loss (16,231) 1,152Expenses charged to the Profi t and Loss Account

(8,392) 13,136

Schedules forming part of the Accounts

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Annual Report 2008-09 | 75

Parsvnath Developers (SBBT) Private Limited

Jarul Promoters & Developers Private Limited

Baasima Buildcon Private Limited

Parsvnath Developers Pte. Ltd., Singapore

Primetime Realtors Private Limited

Hessa Realtors Private Limited

Parsvnath Royal Orchid Hotels Limited

(Subsidiary of Parsvnath Hotels Limited)

ii. Entities over which Company, Subsidiary Companies or key management personnel or their relatives, exercise significant influence

Aadarshini Buildwell Private Limited

Aahna Realtors Private Limited

Aaron Real Estates Private Limited

Adela Buildcon Private Limited

Afra Infrastructure Private Limited

Ajit Board Private Limited

Amazon India Limited

Amiya Properties Private Limited

Anjaney Developers Private Limited

Anshula Buildwell Private Limited*

Aries Infrastructure Private Limited*

Arunachal Infrastructure Private Limited

Ashirwad Realtors Private Limited

Bakul Infrastructure Private Limited*

Bae Buildwell Private Limited

Baidehi Infrastructure Private Limited

Balbina Real Estates Private Limited

Balwaan Buildwell Private Limited

Banita Buildcon Private Limited

Basundhra Properties Private Limited

Bliss Infrastructure Private Limited

Brinly Properties Private Limited

Charushila Buildwell Private Limited

Congenial Real Estates Private Limited

Coral Buildwell Private Limited

Crimson Infrastructure Private Limited

Cyanea Real Estate Private Limited

Dae Realtors Private Limited

Dai Real Estates Private Limited

Deborah Real Estate Private Limited

Schedules forming part of the Accounts

v. Balance Sheet Reconciliation

Rs. (‘000)31.03.09 31.03.08

Net Liability at the beginning of the year

30,258 17,742

Expense as above (8,392) 13,136

Benefi ts paid (2,285) (620)

Amount Recognised in thebalance sheet

19,581 30,258

vi. Principal Actuarial Assumptions

31.03.09 31.03.08

(%) (%)

Discount rate 7.5 8

Future salary increases 4 8

The discount rate is based upon the market yields available in Government bonds at the accounting date with a term that matches that of the liabilities.

The estimates of salary growth rate considered in the actuarial valuation takes into account infl ation, seniority, promotion and other relevant factors on long term basis.

17. Operations of the Company do not qualify for reporting as business segments as per the criteria set out under Accounting Standard AS-17 on “Segment Reporting” issued by the Institute of Chartered Accountants of India. The Company is operating in India hence there is no reportable geographic segment. Accordingly no disclosure is required under AS-17.

18. Related Party Transactions

a. List of related parties

i. Subsidiary Companies

Parsvnath SEZ Limited

Parsvnath Film City Limited

Parsvnath Landmark Developers Private Limited

Parsvnath Telecom Private Limited

Parsvnath Hotels Limited

Parsvnath Retail Limited

PDL Assets Limited

Parsvnath Developers (GMBT) Private Limited

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76 | Parsvnath Developers Limited

Deleena Developers Private Limited

Dhiren Real Estates Private Limited

Digant Realtors Private Limited

Dolphin Buildwell Private Limited

Elixir Infrastructure Private Limited

Enormity Buildcon Private Limited

Farhad Realtors Private Limited

Farhat Developers Private Limited

Gauranga Realtors Private Limited

Gauresh Buildwell Private Limited

Gazala Promoters & Developers Private Limited

Gem Buildwell Private Limited

Generous Buildwell Private Limited

Genuine Properties Private Limited*

Himsagar Infrastructure Private Limited

Homelife Real Estate Private Limited

Honey Builders Private Limited

Izna Realcon Private Limited

Jaguar Buildwell Private Limited

Janak Finance & Leasing Private Limited

Jodhpur Infrastructure Private Limited

K.B.Realtors Private Limited

Kalyani Pulp Private Limited

K. V. Multihealthplex Private Limited*

Laban Real Estates Private Limited

Label Real Estates Private Limited

Lakshya Realtors Private Limited

Landmark Malls and Towers Private Limited

Landmark Township Planners Private Limited

LSD Realcon Private Limited

Luba Real Estate Private Limited

Madhukanta Real Estate Private Limited

Madhulekha Developers Private Limited

Magic Promoters Private Limited

Mahanidhi Buildcon Private Limited

Mirage Buildwell Private Limited

Momentous Developers Private Limited

Nanocity Haryana Infrastructure Limited

Navneet Realtors Private Limited

Neha Infracon (India) Private Limited

New Hind Enterprises Private Limited

Nilanchal Realtors Private Limited

Nishtha Realtors Private Limited*

Noida Marketing Private Limited

Oni Projects Private Limited

P.S. Realtors Private Limited

Paavan Buildcon Private Limited

Panchvati Buildwell Private Limited

Parasnath And Associates Private Limited

Parsvnath Dehradun Info Park Private Limited

Parsvnath Indore Info Park Private Limited

Parsvnath Gurgaon Info Park Private Limited

Parasnath Travels & Tours Private Limited

Parsvnath MIDC Pharma SEZ Private Limited

Parsvnath Biotech Private Limited

Parsvnath Knowledge Park Private Limited

Parsvnath Cyber City Private Limited

Palakkad Infrastructure Private Limited

Parikrama Infrastructure Private Limited

Pearl Propmart Private Limited

Perpetual Infrastructure Private Limited

Poorti Infrastructure Private Limited*

Pradeep Kumar Jain & Sons (HUF)

Prasidhi Developers Private Limited

Prastut Real Estate Private Limited

Prosperity Infrastructures Private Limited

Rangoli Buildcon Private Limited

Rangoli Infrastructure Private Limited

Real Touch Developers Private Limited*

Roopak Infrastructure Private Limited*

Sadgati Buildcon Private Limited

Samiksha Realtors Private Limited

Sapphire Buildtech Private Limited

Sarvapriya Realtors Private Limited*

Scorpio Realtors Private Limited

Sharmistha Realtors Private Limited

Silversteet Infrastructure Private Limited

Snigdha Buildwell Private Limited

Springdale Realtors Private Limited

Stupendous Buildtech Private Limited

Suksma Buildtech Private Limited

Sumeru Developers Private Limited

Sureshwar Properties Private Limited

Timebound Contracts Private Limited

Schedules forming part of the Accounts

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Annual Report 2008-09 | 77

Vardaan Buildtech Private Limited

Vinu Promoters Private Limited

Vital Buildwell Private Limited

VKB Construction Private Limited*

Whitegold Construction Private Limited**ceased to be related parties during the year

iii. Joint Ventures

Ratan Parsvnath Developers AOP

Parsvnath Developers AOP

iv. Key Management Personnel

Mr. Pradeep Kumar Jain, Chairman

Mr. Sanjeev Kumar Jain, Managing Director

Dr. Rajeev Jain, Whole-time Director

Mr. G.R. Gogia, Whole-time Director

v. Relatives of Key Management Personnel (with whom the Company had transactions)

Mrs. Nutan Jain (Wife of Mr. Pradeep Kumar Jain, Chairman)

b. Balances outstanding/transactions with related parties:

Rs. ( ‘000)

Transaction / Outstanding Balances Subsidiary Companies

Entities under significantinfluence

Joint Venture Entities

KeyManagement

Personnel and their relative

Total

(i) Transactions during the year

Income from construction contractParsvnath Landmark Developers Private Limited -

(69,004)-

(-)-

(-) -

(-) -

(69,004)Rent ReceivedNanocity Haryana Infrastructure Limited -

(-)2,223

(-)-

(-)-

(-)2,223

(-)Share of profit/(loss) from AOPParsvnath Developers AOP -

(-)-

(-)-4,196

(29,028)-

(-)-4,196

(29,028)Ratan Parsvnath Developers AOP -

(-)-

(-)-41

(-48)-

(-)-41

(-48)-

(-)-

(-)-4,237

(28,980)--

-4,237 (28,980)

Cancellation of sale of Development RightsBaasima Buildcon Private Limited 71,500

(-)-

(-)-

(-)-

(-)71,500

(-)Sale of Development Rights Parsvnath SEZ Limited 28,180

(218,243)-

(-)-

(-)-

(-)28,180

(218,243)Baasima Buildcon Private Limited -

(71,500)-

(-)-

(-)-

(-)-

(71,500)

Roopak Infrastructure Private Limited -(-)

12,365(-)

-(-)

-(-)

12,365(-)

28,180(289,743)

12,365(-)

-(-)

-(-)

40,545 (289,743)

Sale of Flats/PlotsParasnath And Associates Private Limited -

(-)327,349

(654,493)-

(-)-

(-)327,349

(654,493)

Schedules forming part of the Accounts

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78 | Parsvnath Developers Limited

Rs. ( ‘000)

Transaction / Outstanding Balances Subsidiary Companies

Entities under significantinfluence

Joint Venture Entities

KeyManagement

Personnel and their relative

Total

Amazon India Limited -(-)

5,964 (12,772)

-(-)

-(-)

5,964 (12,772)

Pradeep Kumar Jain -(-)

-(-)

-(-)

-(94,000)

- (94,000)

Associates and KMP each having less than 10% of transactions

-(-)

5,853(-)

-(-)

7,046(-)

12,899(-)

-(-)

339,166(667,265)

-(-)

7,046(94,000)

346,212(761,265)

Sale of Fixed AssetsPradeep Kumar Jain -

(-)-

(-)-

(-)-

(250,000)-

(250,000)Unsecured Loan ReceivedPradeep Kumar Jain -

(-)-

(-)-

(-)431,361(71,385)

431,361(71,385)

Nutan Jain -(-)

-(-)

-(-)

77,100(7,133)

77,100(7,133)

Pradeep Kumar Jain & Sons (HUF) -(-)

175,000(-)

-(-)

-(-)

175,000(-)

Jarul Promoters & Developers Private Limited 20,700(-)

-(-)

-(-)

-(-)

20,700(-)

Parasnath And Associates Private Limited -(-)

15,000(-)

-(-)

-(-)

15,000(-)

Basundhra Properties Private Limited -(-)

23,449(-)

-(-)

-(-)

23,449(-)

20,700(-)

213,449(-)

-(-)

508,461(78,518)

742,610(78,518)

Unsecured Loan RepaidPradeep Kumar Jain -

(-)-

(-)-

(-)492,092

(-)492,092

(-)Nutan Jain -

(-)-

(-)-

(-)10,717

(-)10,717

(-)Pradeep Kumar Jain & Sons (HUF) -

(-)171,366

(-)-

(-)-

(-)171,366

(-)Parasnath And Associates Private Limited -

(-)13,485

(-)-

(-)-

(-)13,485

(-)-

(-)184,851

(-)-

(-)502,809

(-)687,660

(-)Advance received back during the yearParsvnath Developers AOP -

(-)-

(-)14,106

(-)-

(-)14,106

(-)Roopak Infrastructure Private Limited -

(-)33,321

(-)-

(-)-

(-)33,321

(-)Izna Realcon Private Limited -

(-)106,650

(-)-

(-)-

(-)106,650

(-)Baasima Buildcon Private Limited 9,515

(-)-

(-)-

(-)-

(-)9,515

(-)

Schedules forming part of the Accounts

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Annual Report 2008-09 | 79

Rs. ( ‘000)

Transaction / Outstanding Balances Subsidiary Companies

Entities under significantinfluence

Joint Venture Entities

KeyManagement

Personnel and their relative

Total

Associateds (each having less than 10% of transactions)

-(-)

90,929(-)

-(-)

-(-)

90,929(-)

9,515(-)

230,900(-)

14,106(-)

-(-)

254,521(-)

Advance received against sale of landParsvnath Hotels Limited 105,000

(-)-

(-)-

(-)-

(-)105,000

(-)Interest PaidBasundhra Properties Private Limited -

(-)3,223

(5,991)-

(-)-

(-)3,223

(5,991)Pradeep Kumar Jain -

(-)-

(-)-

(-)12,481

(8,521)12,481(8,521)

Pradeep Kumar Jain & Sons (HUF) -(-)

4,098(-)

-(-)

-(-)

4,098(-)

Nutan Jain -(-)

-(-)

-(-)

4,348 (2,974)

4,348(2,974)

-(-)

7,321(5,991)

-(-)

16,829(11,495)

24,150(17,486)

Rent PaidPradeep Kumar Jain -

(-)-

(-)-

(-)346

(346)346

(346)Nutan Jain -

(-)-

(-)-

(-)6,684

(6,500)6,684

(6,500)Pradeep Kumar Jain & Sons (HUF) -

(-)-

(560)-

(-)-

(-)-

(560)-

(-)-

(560)-

(-)7,030

(6,846)7,030

(7,406)Maintenance Charges PaidBasundhra Properties Private Limited -

(-)2,000

(5,578)-

(-)-

(-)2,000

(5578)Electricity Charges PaidBasundhra Properties Private Limited -

(-)-

(952)-

(-)-

(-)-

(952)Reimbursement of expensesParsvnath SEZ Limited 1979

(-)-

(-)-

(-)-

(-)1979

(-)Parsvnath Developers AOP -

(-)-

(-)278

(14,159)-

(-)278

(14,159)Associates (each having less than 10% of transactions)

-(-)

230(-)

-(-)

-(-)

230(-)

1,979(-)

230(-)

278(14,159)

-(-)

2,487(14,159)

Purchase of Development rightsPrimetime Realtors Private Limited 2,122,500

(-)-

(-)-

(-)-

(-)2,122,500

(-)

Schedules forming part of the Accounts

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80 | Parsvnath Developers Limited

Rs. ( ‘000)

Transaction / Outstanding Balances Subsidiary Companies

Entities under significantinfluence

Joint Venture Entities

KeyManagement

Personnel and their relative

Total

Jodhpur Infrastructure Private Limited -(-)

-(4,413)

-(-)

-(-)

-(4,413)

Parikrama Infrastructure Private Limited -(-)

338(76,936)

-(-)

-(-)

338(76,936)

Prasidhi Developers Private Limited -(-)

426(59,090)

-(-)

-(-)

426(59,090)

Prastut Real Estate Private Limited -(-)

446(115,148)

-(-)

-(-)

446(115,148)

Scorpio Realtors Private Limited -(-)

-(27,843)

-(-)

-(-)

-(27,843)

Springdale Realtors Private Limited -(-)

289(40,885)

-(-)

-(-)

289(40,885)

Timebound Contracts Private Limited -(-)

-(14,644)

-(-)

-(-)

-(14,644)

Jaguar Buildwell Private Limited -(-)

129(20,850)

-(-)

-(-)

129(20,850)

Vardaan Builtech Private Limited -(-)

492,342(-)

-(-)

-(-)

492,342(-)

Symphony Realtors Private Limited -(-)

37,697(-)

-(-)

-(-)

37,697(-)

Nutan Jain -(-)

-(-)

-(-)

-(1,575)

-(1,575)

Associates (each having less than 10% of transactions)

-(-)

9,326(7,697)

-(-)

-(-)

9,326(7,697)

2,122,500(-)

540,993(367,506)

-(-)

-(1,575)

2,663,493 (369,081)

Investments made in equity shares / Capital ContributionParsvnath SEZ Limited -

(260,000)-

(-)-

(-)-

(-)-

(260,000)Parsvnath Film City Limited -

(-)-

(-)-

(-)-

(-)-

(-)

Parsvnath Telecom Private Limited -(100)

-(-)

-(-)

-(-)

-(100)

Parsvnath Hotels Limited 9,500(494)

-(-)

-(-)

-(-)

9,500(494)

Parsvnath Retail Limited -(494)

-(-)

-(-)

-(-)

-(494)

PDL Assets Limited -(494)

-(-)

-(-)

-(-)

-(494)

Jarul Promoters & Developers Private Limited 900(100)

-(-)

-(-)

-(-)

900(100)

Baasima Buildcon Private Limited -(100)

-(-)

-(-)

-(-)

-(100)

Parsvnath Developers (GMBT) Limited -(100)

-(-)

-(-)

-(-)

-(100)

Parsvnath Developers (SBBT) Limited -(100)

-(-)

-(-)

-(-)

-(100)

Parsvnath Developers Pte. Limited -(73)

-(-)

-(-)

-(-)

-(73)

Schedules forming part of the Accounts

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Annual Report 2008-09 | 81

Rs. ( ‘000)

Transaction / Outstanding Balances Subsidiary Companies

Entities under significantinfluence

Joint Venture Entities

KeyManagement

Personnel and their relative

Total

Parsvnath Developers (AOP) -(-)

-(-)

26,320(80,366)

-(-)

26,320(80,366)

Ratan Parsvnath Developers (AOP) -(-)

-(-)

-(-)

-(-)

-(-)

Nanocity Haryana Infrastructure Limited -(-)

155,000(-)

-(-)

-(-)

155,000(-)

10,400(262,055)

155,000(-)

26,320(80,366)

-(-)

191,720(342,421)

Purchase of Investments/sharesPradeep Kumar Jain -

(-)-

(-)-

(-)4

(-)4

(-)Sanjeev Kumar Jain -

(-)-

(-)-

(-)4

(-)4

(-)Nutan Jain -

(-)-

(-)-

(-)4

(-)4

(-)Rajeev Jain -

(-)-

(-)-

(-)4

(-)4

(-)Parasnath And Associates Private Limited -

(-)104

(-)-

(-)-

(-)104

(-)New Hind Enterprises Private Limited -

(-)100

(-)-

(-)-

(-)100

(-)-

(-)204

(-)-

(-)16(-)

220(-)

Advance paid for purchase of landVital Buildwell (P) Limited -

(-)-

(65,757)-

(-)-

(-)-

(65,757)

Generous Buildwell Private Limited -(-)

-(155,462)

- (-)

- (-)

- (155,462)

Brinly Properties Private Limited -(-)

-(153,455)

- (-)

- (-)

-(153,455)

Associates (each having less than 10% of transaction) -(-)

473,636 (274,523)

-(-)

-(-)

473,636(274,523)

-(-)

473,636 (649,197)

-(-)

-(-)

473,636(649,197)

Security deposit paidNutan Jain -

(-)-

(-)-

(-)-

(361)-

(361)Security deposit receivedNanocity Haryana Infrastructure Limited -

(-)4,446

(-)-

(-)-

(-)4,446

(-)Share application money paidParsvnath SEZ Limited 31,997

(174,750)-

(-)-

(-)-

(-)31,997

(174,750)Parsvnath Developers Pte. Limited 12,949

(-)-

(-)-

(-)-

(-)12,949

(-)44,946

(174,750)-

(-)-

(-)-

(-)44,946

(174,750)

Schedules forming part of the Accounts

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82 | Parsvnath Developers Limited

Rs. ( ‘000)

Transaction / Outstanding Balances Subsidiary Companies

Entities under significantinfluence

Joint Venture Entities

KeyManagement

Personnel and their relative

Total

Advances GivenParsvnath Film City Limited 1,323

(2,950)-

(-)-

(-)-

(-)1,323

(2,950)Parsvnath Landmark Developers Private Limited 382,646

(411,337)-

(-)-

(-)-

(-)382,646

(411,337)Parsvnath Telecom Private Limited 41

(9,998)-

(-)-

(-)-

(-)41

(9,998)Parsvnath Hotels Limited 12,285

(1,372)-

(-)-

(-)-

(-)12,285(1,372)

Baasima Buildcon Private Limited -(71,500)

-(-)

-(-)

-(-)

-(71,500)

Parsvnath Developers (GMBT) Limited -(100)

-(-)

-(-)

-(-)

-(100)

Parsvnath Developers (SBBT) Limited -(100)

-(-)

-(-)

-(-)

-(100)

Parsvnath Developers Pte. Limited 971(41)

-(-)

-(-)

-(-)

971(41)

Vardaan Builtech Private Limited -(-)

333,700(-)

-(-)

-(-)

333,700(-)

Anshula Buildwell Private Limited -(-)

12,800(-)

-(-)

-(-)

12,800(-)

Baasima Buildcon Private Limited 9,515(-)

-(-)

-(-)

-(-)

9,515(-)

Associates (each having less than 10% of transactions) -(-)

3,064(-)

-(-)

-(-)

3,064(-)

406,781(497,398)

349,564(-)

-(-)

-(-)

756,345(497,398)

Managerial remunerationPradeep Kumar Jain -

(-)-

(-)-

(-)50,000

(60,000)50,000

(60,000)Sanjeev Kumar Jain -

(-)-

(-)-

(-)17,225

(20,100)17,225

(20,100)Rajeev Jain -

(-)-

(-)-

(-)12,225

(14,100)12,225

(14,100)G. R. Gogia -

(-)-

(-)-

(-)12,225

(14,100)12,225

(14,100)-

(-)-

(-)-

(-)91,675

(108,300)91,675

(108,300)(ii) Balances at the year end

Debtors outstandingParsvnath Landmark Developers Private Limited 64,654

(64,654)-

(-)-

(-)-

(-)64,654

(64,654)Share application moneyParsvnath SEZ Limited 206,747

(174,750)-

(-)-

(-)-

(-)206,747

(174,750)

Schedules forming part of the Accounts

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Annual Report 2008-09 | 83

Rs. ( ‘000)

Transaction / Outstanding Balances Subsidiary Companies

Entities under significantinfluence

Joint Venture Entities

KeyManagement

Personnel and their relative

Total

Parsvnath Developers Pte. Limited 12,949(-)

-(-)

-(-)

-(-)

12,949(-)

219,696(174,750)

-(-)

-(-)

-(-)

219,696(174,750)

Loans /advances at year endParsvnath Landmark Developers Private Limited 891,360

(508,714)-

(-)-

(-)-

(-)891,360

(508,714)Parsvnath Film City Limited 484,056

(482,733)-

(-)-

(-)-

(-)484,056

(482,733)Parsvnath Telecom Private Limited 10,039

(9,998)-

(-)-

(-)-

(-)10,039(9,998)

Parsvnath Hotels Limited 13,657(1,372)

-(-)

-(-)

-(-)

13,657(1,372)

Baasima Buildcon Private Limited -(71,500)

-(-)

-(-)

-(-)

-(71,500)

Parsvnath Developers (GMBT) Limited 100(100)

-(-)

-(-)

-(-)

100(100)

Parsvnath Developers (SBBT) Limited 100(100)

-(-)

-(-)

-(-)

100(100)

Parsvnath Developers Pte. Limited 1,012(41)

-(-)

-(-)

-(-)

1,012(41)

Parsvnath Developers (AOP) -(-)

-(-)

-(14,106)

-(-)

-(14,106)

Associates (each having less than 10% of balance outstanding)

-(-)

2,984,352(2,767,237)

-(-)

-(-)

2,984,352(2,767,237)

1,400,324(1,074,558)

2,984,352(2,767,237)

-(14,106)

-(-)

4,384,676(3,855,901)

Security Deposit at year endNutan Jain -

(-)-

(-)-

(-)5,998

(6,718)5,998

(6,718)Parsvnath Landmark Developers Private Limited -

(1,800)-

(-)-

(-)-

(-)-

(1,800)-

(1,800)-

(-)-

(-)5,998

(6,718)5,998

(8,518)Creditors /Advances receivedParsvnath SEZ Limited 119,565

(149,724)-

(-)-

(-)-

(-)119,565

(149,724)Parasnath And Associates Private Limited -

(-)-

(38,262)-

(-)-

(-)-

(38,262)Primetime Realtors Private Limited 874,600

(-)-

(-)-

(-)-

(-)874,600

(-)Parsvnath Hotels Limited 105,000

(-)-

(-)-

(-)-

(-)105,000

(-)Basundhra Properties Private Limited -

(-)-

(63,381)-

(-)-

(-)-

(63,381)Timebound Contracts Private Limited -

(-)13,844

(13,844)-

(-)-

(-)13,844

(13,844)

Schedules forming part of the Accounts

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84 | Parsvnath Developers Limited

Rs. ( ‘000)

Transaction / Outstanding Balances Subsidiary Companies

Entities under significantinfluence

Joint Venture Entities

KeyManagement

Personnel and their relative

Total

Associates (each having less than 10% of balance outstanding)

-(-)

38,498 (11,041)

-(-)

-(-)

38,498(11,041)

1,099,165(149,724)

52,342(126,528)

-(-)

-(-)

1,151,507(276,252)

Unsecured LoansPradeep Kumar Jain -

(-)-

(-)-

(-)10,654

(71,385)10,654

(71,385)Nutan Jain -

(-)-

(-)-

(-)73,516(7,133)

73,516(7,133)

Pradeep Kumar Jain & Sons (HUF) -(-)

3,634(-)

-(-)

-(-)

3,634(-)

Parasnath And Associates Private Limited -(-)

1,515(-)

-(-)

-(-)

1,515(-)

Jarul Promoters & Developers Private Limited 20,700(-)

-(-)

-(-)

-(-)

20,700(-)

Basundhra Properties Private Limited -(-)

23,449(-)

-(-)

-(-)

23,449(-)

20,700(-)

28,598(-)

-(-)

84,170(78,518)

133,468(78,518)

Investments heldParsvnath Landmark Developers Private Limited 110,700

(110,700)-

(-)-

(-)-

(-)110,700

(110,700)Parsvnath SEZ Limited 260,494

(260,494)-

(-)-

(-)-

(-)260,494

(260,494)Parsvnath Film City Limited 500

(494)-

(-)-

(-)-

(-)500

(494)Parsvnath Telecom Private Limited 100

(100)-

(-)-

(-)-

(-)100

(100)Parsvnath Hotels Limited 10,000

(494)-

(-)-

(-)-

(-)10,000 (494)

Parsvnath Retail Limited 500(494)

-(-)

-(-)

-(-)

500(494)

PDL Assets Limited 500(494)

-(-)

-(-)

-(-)

500(494)

Jarul Promoters & Developers Private Limited 1,000(100)

-(-)

-(-)

-(-)

1,000(100)

Baasima Buildcon Private Limited 100(100)

-(-)

-(-)

-(-)

100(100)

Parsvnath Developers (GMBT) Limited 100(100)

-(-)

-(-)

-(-)

100(100)

Parsvnath Developers (SBBT) Limited 100(100)

-(-)

-(-)

-(-)

100(100)

Parsvnath Developers Pte. Limited 73(73)

-(-)

-(-)

-(-)

73(73)

Amazon India Limited -(-)

21,250(21,250)

-(-)

-(-)

21,250(21,250)

Home Life Real Estate Private Limited -(-)

7,750(7,750)

-(-)

-(-)

7,750(7,750)

Schedules forming part of the Accounts

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Annual Report 2008-09 | 85

Rs. ( ‘000)

Transaction / Outstanding Balances Subsidiary Companies

Entities under significantinfluence

Joint Venture Entities

KeyManagement

Personnel and their relative

Total

Vardaan Buildtech Private Limited -(-)

160 (160)

-(-)

-(-)

160(160)

Parsvnath Developers (AOP) -(-)

-(-)

251,879(229,756)

-(-)

251,879(229,756)

Ratan Parsvnath Developers (AOP) -(-)

-(-)

62,381(62,422)

-(-)

62,381(62,422)

Nanocity Haryana Infrastructure Limited -(-)

155,000(-)

-(-)

-(-)

155,000(-)

Primetime Realtors Private Limited 100(-)

-(-)

-(-)

-(-)

100(-)

Hessa Realtors Private Limited 100(-)

-(-)

-(-)

-(-)

100(-)

384,367(373,743)

184,160(29,160)

314,260(292,178)

-(-)

882,787(695,081)

Figures in brackets indicate balances of the previous year.

19. The Company has no outstanding derivatives or foreign currency exposure as at the end of the year.

20. The Micro, Small and Medium Enterprises have been identifi ed by the Company from the available information, which has been relied upon by the auditors. According to such identifi cation, the disclosure in respect of Micro, Small and Medium Enterprises Development (MSMED) Act, 2006 is as under:

Amount Rs.(‘000)

a. The principal amount remaining unpaid to such suppliers 5,560

b. The interest due thereon remaining unpaid to such suppliers Nil

c. The amount of interest paid in terms of Section 16 of the MSMED Act along with the amount of the payment made to the suppliers beyond the appointed date

Nil

d. The amount of interest due and payable for the period of delay in making payment Nil

e. The amount of interest accrued and remaining unpaid Nil

f. The amount of further interest remaining due and payable even in the succeeding years, until such date when the interest dues as above are actually paid to the small enterprises

Nil

21. Previous year’s fi gures have been regrouped/rearranged where necessary to conform to current year’s presentation.

Schedules forming part of the Accounts

For and on behalf of the Board

Sd/- Sd/-PRADEEP KUMAR JAIN SANJEEV KUMAR JAINChairman Managing Director

Sd/- Sd/-V MOHAN SUNIL MALHOTRACompany Secretary Chief Financial Offi cer

New Delhi20 June, 2009

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86 | Parsvnath Developers Limited

I Ragistration Details

Ragistration No. : 40945 State Code : 55

Balance Sheet Date : 31.03.2009

II Capital raised during the year (Amount in Rs. Thousand )

Public Issue : Nil Right Issue : Nil

Bonus Issue : Nil Private Placement : Nil

III Position of Mobilisation and Deployment of Funds (Amount in Rs. Thousand)

Total Liabilities : 37,563,093 Total Assets : 37,563,093

Sources of funds

Paid-up Capital : 1,846,962 Reserves & Surplus : 17,349,396

Secured Loans : 18,109,343 Unsecured Loans : 257,392

Application of funds

Net Fixed Assets : 3,055,268 Investments : 993,383

Net Current Assets : 33,466,489 Miscellaneous Expenditure : Nil

Deferred Tax Assets : 47,953

IV Performance of Company (Amount in Rs. Thousand)

Turnover : 7,626,184 Total Expenditure : 6,240,909

Profi t Before Tax : 1,385,275 Profi t After Tax : 1,130,436

Earning per share in Rs. : 6.12 Dividend Rate % : -

(Basic & Diluted)

V Generic names of Three Principal Products/Services of Company :

Item Code No. (ITC Code) : Not Applicable

Product Description : Development, Construction and Marketing of Real Estate Projects for Commercial and Residential use

BALANCE SHEET ABSTRACT AND COMPANYÊS GENERAL BUSINESS PROFILE

For and on behalf of the Board

Sd/- Sd/-PRADEEP KUMAR JAIN SANJEEV KUMAR JAINChairman Managing Director

Sd/- Sd/-V MOHAN SUNIL MALHOTRACompany Secretary Chief Financial Offi cer

New Delhi20 June, 2009

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Annual Report 2008-09 | 87

TO THE BOARD OF DIRECTORS OF

PARSVNATH DEVELOPERS LIMITED

1. We have audited the attached Consolidated Balance Sheet of Parsvnath Developers Limited (“the Company”) and its Subsidiaries, Joint Ventures and Associates as at 31 March, 2009 and also the Consolidated Profi t and Loss Account and the Consolidated Cash Flow Statement for the year ended on that date annexed thereto. These fi nancial statements are the responsibility of the Company’s Management and have been prepared by the Management on the basis of separate fi nancial statements and other fi nancial information regarding components. Our responsibility is to express an opinion on these fi nancial statements based on our audit.

2. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the fi nancial statements are free of material misstatements. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the fi nancial statements. An audit also includes assessing the accounting principles used and signifi cant estimates made by management, as well as evaluating the overall fi nancial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. We did not audit the fi nancial statements of a Subsidiary Company, which refl ect total assets of Rs. (‘000) 11,952, total revenue of Rs. Nil and net cash fl ows amounting to Rs. (‘000) 82 for the year then ended. We also did not audit the fi nancial statements of a Joint Venture Company, which refl ect total assets of Rs. (‘000) 68 (being proportionate share of the Company), total revenue of Rs. Nil and Cash fl ow amounting to Rs. (‘000) 9 (being proportionate share of the Company) for the year then ended. We also did not audit the fi nancial statements of three Associates which refl ects Company’s share of profi t in Associates aggregating to Rs. (‘000) 1,126 (Net). The fi nancial statements and other fi nancial information of these Subsidiary Company, Joint Ventures and Associates have been audited by other auditors, whose reports have been furnished to us, and in our opinion, in so far as it relates to the amounts included in respect of these Subsidiary, Joint Ventures and Associates, is based solely on the report of other auditors.

AUDITORÊS REPORT ON CONSOLIDATED FINANCIAL STATEMENTS4. We report that the consolidated fi nancial statements have been

prepared by the Company’s management in accordance with the requirements of Accounting Standard (AS) 21 ‘Consolidated Financial Statements’, Accounting Standard (AS) 23 ‘Accounting for Investments in Associates in Consolidated Financial Statements’ and Accounting Standard (AS) 27 ‘Financial Reporting of Interest in Joint Ventures’, issued by the Institute of Chartered Accountants of India.

5. Based on our audit and on the consideration of separate audit reports on individual fi nancial statements of the components, and to the best of our information and explanations given to us, we are of the opinion that the consolidated fi nancial statements give a true and fair view in conformity with the accounting principles generally accepted in India:

i. in the case of the Consolidated Balance Sheet, of the consolidated state of affairs of the Company and its Subsidiaries, Joint Ventures and Associates as at 31 March, 2009;

ii. in the case of the Consolidated Profi t and Loss Account, of the consolidated profi ts of the Company and its Subsidiaries, Joint Ventures and Associates for the year ended on that date; and

iii. in the case of the Consolidated Cash Flow Statement, of the consolidated cash fl ows of the Company and its Subsidiaries, Joint Ventures and Associates for the year ended on that date.

For DELOITTE HASKINS & SELLS Chartered Accountants

Sd/- JITENDRA AGARWALNew Delhi Partner20 June, 2009 Membership No. 87104

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88 | Parsvnath Developers Limited

Amount in Rs. (‘000)

Schedule As at 31.03.2009

As at 31.03.2008

SOURCES OF FUNDS1. SHAREHOLDERS' FUNDS

a. Share capital A 1,846,962 1,846,962 b. Reserves & Surplus B 18,180,043 17,050,008

20,027,005 18,896,970 2. SHARE APPLICATION MONEY 20,000 6 3. MINORITY INTEREST 13,184 13,911 4. LOAN FUNDS

a. Secured loans C 19,073,665 17,226,732 b. Unsecured loans D 236,692 978,518

19,310,357 18,205,250 39,370,546 37,116,137

APPLICATION OF FUNDS5. FIXED ASSETS

a. Gross Block E 2,021,782 1,654,458 b. Less: Depreciation 735,432 456,818 c. Net Block 1,286,350 1,197,640 d. Capital work-in-progress 2,236,177 1,437,306 e. Pre-operative expenditure 55,300 13,729

(See note 9) 3,577,827 2,648,675 6. INVESTMENTS F 295,552 144,237 7. DEFERRED TAX ASSETS (See note 12) 48,590 9,485 8. CURRENT ASSETS, LOANS & ADVANCES

a. Inventories G 24,574,246 22,610,801 b. Sundry debtors H 11,465,971 12,813,897 c. Cash and bank balances I 2,709,587 4,228,444 d. Loans and advances J 7,061,190 7,477,161

45,810,994 47,130,303 9. LESS: CURRENT LIABILITIES & PROVISIONS

a. Liabilities K 10,070,887 11,641,333 b. Provisions L 291,530 1,175,230

10,362,417 12,816,563 10. NET CURRENT ASSETS 35,448,577 34,313,740 11. MISCELLANEOUS EXPENDITURE M - -

(to the extent not written off or adjusted) 39,370,546 37,116,137

Notes forming part of the accounts T

Consolidated Balance Sheet as at 31 March, 2009

The above schedules form an integral part of the accountsAs per our report of even date attachedFor DELOITTE HASKINS & SELLS For and on behalf of the BoardChartered Accountants

Sd/- Sd/- Sd/-JITENDRA AGARWAL PRADEEP KUMAR JAIN SANJEEV KUMAR JAINPartner Chairman Managing DirectorMembership No. 87104

Sd/- Sd/-V MOHAN SUNIL MALHOTRACompany Secretary Chief Financial Offi cer

New Delhi New Delhi20 June, 2009 20 June, 2009

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Annual Report 2008-09 | 89

Consolidated Profit and Loss Account for the year ended 31 March, 2009 Amount in Rs. (‘000)

Schedule Year ended 31.03.2009

Year ended 31.03.2008

1. INCOMEa. Income from operations N 6,983,979 17,713,250 b. Other income O 308,137 657,992

7,292,116 18,371,242 2. EXPENDITURE

a. Cost of construction/development P 3,998,184 10,762,178 b. Personnel costs Q 428,678 410,466 c. Selling, administrative and other expenses R 480,549 396,080 d. Finance expenses S 734,026 391,220 e. Depreciation E 281,222 239,135

5,922,659 12,199,079 3. PROFIT BEFORE TAX 1,369,457 6,172,163 4 PROVISION FOR TAXES

a. Current tax 285,173 1,875,250 b. Tax adjustment for earlier years (10,606) 23,315 c. Deferred tax (See note 12) (39,105) 22,833 d. Fringe benefi t tax 5,828 7,053

5. PROFIT AFTER TAX 1,128,167 4,243,712 Less: share of profi t/(loss) transferred to minority interest (893) (195)

6. PROFIT AFTER MINORITY INTEREST 1,129,060 4,243,907 7. APPROPRIATIONS

a. Proposed dividend - 554,089 b. Corporate dividend tax - 94,167 c. Transfer to general reserve - 410,000 d. Transfer to Debenture Redemption reserve - 300,000 e. Balance carried to Balance Sheet 1,129,060 2,885,651

1,129,060 4,243,907 EARNINGS PER EQUITY SHARE (in Rs.) 6.11 22.98 a. Basic & diluted earnings per share (See note 11)

(Face value Rs. 10/- per equity share)Notes forming part of the accounts T

The above schedules form an integral part of the accountsAs per our report of even date attachedFor DELOITTE HASKINS & SELLS For and on behalf of the BoardChartered Accountants

Sd/- Sd/- Sd/-JITENDRA AGARWAL PRADEEP KUMAR JAIN SANJEEV KUMAR JAINPartner Chairman Managing DirectorMembership No. 87104

Sd/- Sd/-V MOHAN SUNIL MALHOTRACompany Secretary Chief Financial Offi cer

New Delhi New Delhi20 June, 2009 20 June, 2009

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90 | Parsvnath Developers Limited

Amount in Rs. (‘000) Year ended 31.03.2009

Year ended 31.03.2008

1. CASH FLOW FROM OPERATING ACTIVITIES Net profi t before tax 1,369,457 6,172,163 Adjustments for :Depreciation 281,222 239,135 (Profi t)/Loss on sale of Fixed Assets (5,642) (184,443)Profi t on sale of Investments - (1,905)Interest expense 2,637,166 1,970,738 Preliminary expenses written off 104 1,042 Provision for retirement benefi ts (15,342) 12,809 Interest Income on deposits (185,825) (339,375)Dividend Income - (5,313)Share of Loss/(profi t) in Associates 3,685 (4,368)Operating profi t before working capital changes 4,084,825 7,860,483 Adjustments for :(Increase)/Decrease in Sundry Debtors 1,347,926 (7,235,131)(Increase)/Decrease in Loans and Advances 399,765 (321,362)(Increase)/Decrease in Inventories (1,963,445) (6,172,365)Increase/(Decrease) in Current Liabilities (1,553,094) 2,817,844 Cash generated from/(used in) operations 2,315,977 (3,050,531)Direct taxes paid/deducted at source (500,499) (1,655,748)Net cash from/(used in) operating activities 1,815,478 (4,706,279)

2. CASH FLOW FROM INVESTING ACTIVITIESPurchase of fi xed assets (1,216,739) (1,849,220)Sale of fi xed assets 12,007 252,313 Investments made (155,000) (110,596)Sale of Investments - 506,628 Interest received on deposits 203,143 312,611 Dividend received - 5,313 Preliminary Expenses incurred (87) (1,022)Net cash from/(used in) investing activities (1,156,676) (883,973)

3. CASH FLOW FROM FINANCING ACTIVITIESDividend paid (including corporate dividend tax) (648,256) (540,214)Interest paid (2,422,841) (1,985,352)Increase in share capital - 14,095 Share Premium received - 389,927 Investment in subsidiaries (Net) (74) - Increase/(Decrease) in share application money 19,994 6 Increase/(Decrease) in secured debentures (1,500,000) (1,000,000)Increase/(Decrease) in secured term loans 4,127,384 5,195,509 Increase/(Decrease) in working capital loans (998,159) 1,232,391 Increase/(Decrease) in vehicle/machinery loans (13,146) 76,293 Increase/(Decrease) in unsecured loans (742,660) 978,518 Net cash from/(used in) financing activities (2,177,758) 4,361,173

4. Net increase/ (decrease) in cash and cash equivalents (1,518,956) (1,229,079)5. Cash and cash equivalents as at the beginning of the year 4,228,444 5,457,523 6. Cash and cash equivalents of subsidiaries acquired 99 - 7. Cash and cash equivalents as at the end of the year 2,709,587 4,228,444 Notes:a. The Cash Flow statement has been prepared under the 'Indirect Method' as set out in the Accounting Standard-3 on Cash Flow Statement issued by the Institute of Chartered

Accountants of Indiab. Cash and cash equivalents include fi xed deposits under lien with banks

Consolidated Cash Flow Statement for the year ended 31 March, 2009

As per our report of even date attachedFor DELOITTE HASKINS & SELLS For and on behalf of the BoardChartered Accountants

Sd/- Sd/- Sd/-JITENDRA AGARWAL PRADEEP KUMAR JAIN SANJEEV KUMAR JAINPartner Chairman Managing DirectorMembership No. 87104

Sd/- Sd/-V MOHAN SUNIL MALHOTRACompany Secretary Chief Financial Offi cer

New Delhi New Delhi20 June, 2009 20 June, 2009

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Annual Report 2008-09 | 91

Schedules forming part of the Consolidated Accounts Amount in Rs. (‘000)

As at 31.03.2009

As at 31.03.2008

SCHEDULE A - SHARE CAPITALAUTHORISED300,000,000 (Previous year 200,000,000) Equity 3,000,000 3,000,000 shares of Rs. 10/- each

ISSUED, SUBSCRIBED AND PAID UP184,696,200 (Previous year 184,696,200) Equity shares 1,846,962 1,846,962 of Rs. 10/- each, fully paid-upOf the above: - 189,000 (Previous year 189,000) Equity Shares are

allotted for consideration other than cash - 146,996,600 (Previous year 146,996,600) Equity shares are

allotted as fully paid-up bonus shares by capitalisationof accumulated profi ts

SCHEDULE B - RESERVES AND SURPLUS1. Capital Reserve

a. Balance brought forward 89,043 89,043 2. Share Premium

a. Balance brought forward 10,485,528 10,102,224 b. Add: received during the year - 389,927 c. Less: preliminary expenses written off - 6,623

10,485,528 10,485,528 3. Debenture Redemption Reserve

a. Balance brought forward 2,000,000 1,700,000 b. Transferred during the year - 300,000 c. Less: Transferred to Profi t & Loss Account 1,500,000 -

500,000 2,000,000 4. Foreign Currency Translation Reserve

Exchange difference during the year on Investments in overseas subsidiary companya. Balance brought forward 1 - b. For the year 970 1

971 1 5. General Reserve

a. Balance brought forward 796,000 386,000 b. Transferred from profi t & loss account - 410,000

796,000 796,000 6. Profit & Loss Account

a. Balance brought forward 3,679,436 793,785 b. Add: balance of subsidiaries acquired during the year 5 - c. Add: Transferred from Debenture Redemption Reserves 1,500,000 - d. Add: Profi t for the year 1,129,060 2,885,651

6,308,501 3,679,436 18,180,043 17,050,008

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92 | Parsvnath Developers Limited

Amount in Rs. (‘000)

As at 31.03.2009

As at 31.03.2008

SCHEDULE C - SECURED LOANS(See note 7)1. From Scheduled banks

a. Term loans 8,794,297 6,183,412 b. Working capital loans 2,826,881 3,825,040 c. Vehicle/Machinery loans 138,706 151,852 d. Interest accrued and due 167,381 50,677

11,927,265 10,210,981 2. From Financial Institution and

Housing Finance Companiesa. Term loans 6,521,640 5,005,141 b. Interest accrued and due 94,010 2,117

6,615,650 5,007,258 3 Debentures

a. Non-convertible Redeemable debentures 500,000 2,000,000 b. Interest accrued and due 30,750 8,493

530,750 2,008,493

19,073,665 17,226,732 Note:Debentures are redeemable at par in 15 installments on various dates during the fi nancial years 2009-2010 and 2010-2011, the earliest redemption date being 30 July, 2009

SCHEDULE D - UNSECURED LOANS

SHORT TERM1. From Corporate Bodies 148,054 - 2. From Directors 87,804 78,518 3. Commercial papers - 900,000 4. Interest accrued and due 834 -

236,692 978,518

SCHEDULE E - FIXED ASSETS Amount in Rs. ('000)

PARTICULARS GROSS BLOCK DEPRECIATION NET BLOCK

As at Additions Deletions As at Upto For the On Sale/ Upto As at As at 01.04.2008 31.03.2009 01.04.2008 year Adjustments 31.03.2009 31.03.2009 31.03.2008

Land & Building 228,404 14,889 4,874 238,419 19,812 12,235 77 31,970 206,449 208,592 Building on leasehold land 513,519 132,309 - 645,828 39,403 33,480 - 72,883 572,945 474,116 Plant & Machinery: - Construction Machinery 288,076 86,182 - 374,258 108,811 75,181 - 183,992 190,266 179,265 - Shuttering & Scaffolding 357,272 49,897 - 407,169 181,394 86,921 - 268,315 138,854 175,878 - Offi ce Equipment 25,231 7,683 - 32,914 11,046 6,461 - 17,507 15,407 14,185 - Computers 33,543 9,902 218 43,227 19,412 12,670 156 31,926 11,301 14,131 Furniture & Fixture 81,071 54,872 - 135,943 41,738 26,496 - 68,234 67,709 39,333 Motor Vehicles 127,342 20,563 3,881 144,024 35,202 27,778 2,375 60,605 83,419 92,140 Total 1,654,458 376,297 8,973 2,021,782 456,818 281,222 2,608 735,432 1,286,350 1,197,640 Previous Year 950,260 787,818 83,620 1,654,458 233,433 239,135 15,750 456,818 1,197,640 716,827

Schedules forming part of the Consolidated Accounts

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Annual Report 2008-09 | 93

Schedules forming part of the Consolidated AccountsAmount in Rs. (‘000)

As at 31.03.2009

As at 31.03.2008

SCHEDULE F - INVESTMENTS(see note 2j)

LONG TERM I NON TRADE

1. EQUITY SHARES-UNQUOTEDa. Delhi Stock Exchange Limited 104,755 104,755

1,496,500 (Previous year 1,496,500) Equity Sharesof Rs. 10/- each fully paid-up

b. Jaipur Stock Exchange Limited324,500 (Previous year 324,500) Equity Shares 5,841 5,841 of Rs. 10/- each fully paid-up

110,596 110,596 II INVESTMENTS IN ASSOCIATES (TRADE)

1. EQUITY SHARES-UNQUOTEDa. Amazon India Limited

25,000 (Previous Year 25,000) Equity Shares 250 250 of Rs. 10/- each fully paid-up

Add: Goodwill on consolidation 21,000 21,000 Add: share in opening accumulated profi ts 4,173 - Add: Share in profi ts of current year (192) 4,173

25,231 25,423 b. Home Life Real Estate Private Limited

775,000 ( Previous Year 775,000) Equity Shares 7,750 7,750 of Rs. 10/- each fully paid-upAdd: share in opening accumulated profi ts 308 113 Add: Share in profi ts of current year 1,006 195

9,064 8,058 c. Vardaan Buildtech Private Limited

16,000 (Previous Year 16,000) Equity Shares 160 160 of Rs. 10/- each fully paid-upAdd: Share in profi ts of current year 331 -

491 160 d. Nanocity Haryana Infrastructure Limited

3,800,000 (Previous Year Nil) Equity Shares of Rs. 10/- each, amount paid up Rs. 3.73/- per share 14,174 Add: Goodwill on consolidation 140,826 Add: Share in profi ts of current year (4,830)

150,170 - 184,956 33,641

295,552 144,237

Book value of Unquoted Investments 295,552 144,237

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94 | Parsvnath Developers Limited

Amount in Rs. (‘000)

As at 31.03.2009

As at 31.03.2008

SCHEDULE G - INVENTORY

(see note 2i)

1. Finished fl ats 289,624 74,700

2. Work-in-progress (Projects) 24,284,622 22,536,101

24,574,246 22,610,801

SCHEDULE H - SUNDRY DEBTORS

(Unsecured, considered good)

1. Outstanding for more than six months 2,820,916 182,141

2. Others 589,583 2,280,893

3,410,499 2,463,034

3. Debtors (accrued but not due) 8,055,472 10,350,863

11,465,971 12,813,897

SCHEDULE I - CASH AND BANK BALANCES

1. Cash in hand 7,030 6,818

2. Cheques in hand - -

3. Balance with scheduled banks:

a. In Current accounts 503,895 187,605

b. In Deposit accounts (Includes under bank lien Rs.(‘000) 2,198,662, Previous year Rs. (‘000) 4,034,021) 2,198,662 4,034,021

2,709,587 4,228,444

SCHEDULE J - LOANS AND ADVANCES

(Unsecured, considered good)

1. Security deposits 645,802 658,512

2. Advances recoverable in cash or in kind or for value to be received 6,415,388 6,818,649

7,061,190 7,477,161

Schedules forming part of the Consolidated Accounts

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Annual Report 2008-09 | 95

Schedules forming part of the Consolidated AccountsRs. (‘000)

As at 31.03.2009

As at 31.03.2008

SCHEDULE K - CURRENT LIABILITIES

1. Sundry creditors 3,864,933 3,629,618

2. Sundry creditors (Land) 3,739,776 4,398,589

3. Advances from customers 1,790,213 2,451,321

4. Other liabilities 101,210 56,400

5. Interest accrued but not due 82,985 100,348

6. Book overdraft-Banks 34,935 821,292

7. Security deposits received 456,835 183,765

10,070,887 11,641,333

SCHEDULE L - PROVISIONS

1. Income tax (Net of advance tax of Rs.(‘000) 3,720,988; 255,267 475,369

Previous year Rs.(‘000) 2,802,733)

2. Gratuity and leave encashment 36,263 51,605

3. Proposed dividend - 554,089

4. Corporate dividend tax - 94,167

291,530 1,175,230

SCHEDULE M - MISCELLANEOUS EXPENDITURE

PRELIMINARY EXPENSES

1. Opening balance - 6,643

2. Opening balance of subsidiaries acquired during the year 17 -

3. Add: Incurred during the year 87 1,022

4. Less: Adjusted against share premium - 6,623

5. Less: written off during the year 104 1,042

- -

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96 | Parsvnath Developers Limited

Rs. (‘000)

Year ended 31.03.2009

Year ended 31.03.2008

SCHEDULE N - INCOME FROM OPERATIONS

1. Sale of fl ats/plots 6,318,616 17,577,314

2. Income from construction contracts 604,188 82,992

3. Licence income 61,175 52,944

6,983,979 17,713,250

SCHEDULE O - OTHER INCOME

1. Interest received on deposits 185,825 339,375

2. Interest from customers/others 49,227 48,815

3. Dividend received on non-trade current investments - 5,313

4. Profi t on sale of fi xed assets 5,642 184,443

5. Rent received 25,235 17,296

6. Miscellaneous income 42,208 56,477

7. Profi t on sale/redemption of non-trade current Investments - 1,905

8. Share of profi t in Associates - 4,368

308,137 657,992

SCHEDULE P - COST OF CONSTRUCTION / DEVELOPMENT1. Opening stock of work-in-progress 22,536,101 16,369,666

Less: Transferred to Capital Work in Progress/others - 8,750

Less: Project discontinued 2,676,587 -

Sub-total 19,859,514 16,360,916

2. Add: Costs incurred during the year

a. Land cost 3,396,317 9,454,555

b. Material consumed 2,050,170 3,436,673

c. Contract, labour and other charges 603,197 1,028,109

d. Salary, wages and bonus 174,824 133,794

e. Administrative and other expenses 477,834 1,059,611

f. Finance charges 1,890,258 1,579,518

Sub-total 8,592,600 16,692,260

3. Less:

Transfer to fi nished fl ats/plots 214,924 64,285

Closing stock of work-in-progress 24,284,622 22,536,101 Sub-total 24,499,546 22,600,386

4. Add: Transferred from Pre-operative expenses - 1,060

5. Total (1+2-3+4) 3,952,568 10,453,850

6. Cost of fi nished fl ats sold - 252,558

7. Expenses on completed projects 45,616 55,770

3,998,184 10,762,178

Schedules forming part of the Consolidated Accounts

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Annual Report 2008-09 | 97

Amount in Rs. (‘000)

Year ended 31.03.2009

Year ended 31.03.2008

SCHEDULE Q - PERSONNEL COSTS1. Salaries, wages and bonus 584,981 509,110 2. Contribution to provident and other funds 5,204 3,276 3. Staff welfare expenses 19,649 32,483

609,834 544,869 Less: Transferred to cost of construction/development 174,824 133,794 Less: Transferred to Incidental expenditure during

construction Period 6,332 609

428,678 410,466 SCHEDULE R - SELLING, ADMINISTRATIVE AND OTHER EXPENSES1. Rent 90,892 52,093 2. Advertisement and publicity 193,954 444,381 3. Brokerage 97,589 197,310 4. Postage and telephone expenses 30,742 24,373 5. Printing and stationery 18,202 22,809 6. Travelling and conveyance 33,010 34,099 7. Vehicle running and maintenance 12,821 10,879 8. Rates & taxes 70,175 119,660 9. Repairs and maintenance

- building 11,473 5,488 - machinery 10,065 21,964 - others 69,083 12,946

10. Insurance 25,806 16,058 11. Power and fuel charges 133,061 116,106 12. Legal and professional charges 145,625 291,197 13. Preliminary expenses written off 104 1,042 14. Loss on sale of fi xed assets - - 15. Rebate & discount 2,421 1,492 16. Wealth tax 625 654 17. Balances written off - 2,148 18. Share of loss in Associates 3,685 - 19. Other expenses 28,763 93,051

978,096 1,467,750 Less: Transferred to cost of construction/development 477,834 1,059,611 Less: Transferred to Incidental expenditure during construction Period 19,713 12,059

480,549 396,080

SCHEDULE S - FINANCE EXPENSES1. Interest paid

a. Debentures 121,883 214,189 b. Term loans 1,899,548 844,680 c. Working capital loans 313,314 291,189 d. Others 95,048 433,794

2. Finance charges 207,373 186,886 2,637,166 1,970,738

Less: Transferred to cost of construction/development 1,890,258 1,579,518 Less: Transferred to Incidental expenditure during construction Period 12,882 -

734,026 391,220

Schedules forming part of the Consolidated Accounts

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98 | Parsvnath Developers Limited

1. Principles of Consolidation

The Consolidated Financial Statements relates to PARSVNATH DEVELOPERS LIMITED (“the Company”) and its Subsidiary Companies, Jointly Controlled Entities and Associate Companies (“the group”) (Refer Note 3 for details of the Subsidiaries, Joint Ventures and Associates). Subsidiary Companies, Jointly Controlled Entities and Associate Companies have been consolidated as per Accounting Standards on Accounting for Consolidated Financial Statements (AS 21), Financial Reporting of Interests in Joint Ventures (AS 27) and Accounting for Investments in Associate Companies (AS 23) respectively issued by the Institute of Chartered Accountants of India. The Consolidated Financial Statements have been prepared on the following basis:

a. The fi nancial statements of the Company and its Subsidiary Companies are consolidated on a line-by-line basis by adding together the book values of like items of assets, liabilities, income and expenses, after eliminating all signifi cant intra-group balances, intra-group transactions and unrealised profi ts on intra-group transactions.

b. The Company’s share of assets, liabilities, income and expenses of the Joint Ventures are consolidated using the proportionate consolidation method. Intra-group balances, intra-group transactions and unrealised profi ts are eliminated to the extent of Company’s proportionate share.

c. The difference between the cost of investment in the Subsidiaries and Joint Ventures over its proportionate share in the net assets value at the time of acquisition of stake in subsidiaries and Joint Ventures is recognised in the fi nancial statements as Goodwill or Capital Reserve as the case may be.

d. Minorities’ interest in net profit/loss of the consolidated Subsidiaries for the year is identifi ed and adjusted against income in order to arrive at the net income attributable to shareholders’ of the Company. Minorities’ interest in net assets of the consolidated Subsidiaries is identifi ed and presented separately in the Consolidated Financial Statements.

e. In case of Associates, where the Company holds more than 20% of equity capital, Investments in Associates are accounted for using the equity method.

f. The difference between the cost of investment in the Associates and the share of net assets at the time of acquisition of shares in the Associates is identifi ed in the fi nancial statements as Goodwill or Capital Reserve as the case may be and included in the carrying value of the investment in the Associate.

Schedules forming part of the Consolidated Accounts

g. As far as possible the Consolidated Financial Statements are prepared using uniform accounting policies for like transactions and other events in similar circumstances and are presented in the same manner as the Company’s separate fi nancial statements.

h. The fi nancial statements of the entities used for the purpose of consolidation are drawn up to the same reporting date as that of the Company i.e. year ended 31 March, 2009.

2. Significant Accounting Policies

a. Basis of accounting

The fi nancial statements are prepared under the historical cost convention on the accrual basis of accounting and in accordance with Generally Accepted Accounting Principles (’GAAP’) in India and comply with Accounting Standards prescribed by the Companies (Accounting Standard) Rules 2006, to the extent applicable and in accordance with provisions of the Companies Act, 1956.

b. Use of estimates

The preparation of fi nancial statements in conformity with generally accepted accounting policies requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the fi nancial statements and the reported accounts of revenues and expenses for the years presented. Actual results could differ from these estimates.

c. Fixed assets

Fixed assets are stated at cost of acquisition or construction less accumulated depreciation. Cost includes purchase price and all other attributable costs of bringing the assets to working condition for intended use. Financing costs relating to borrowed funds attributable to acquisition or construction of fi xed assets, which takes substantial period of time to get ready for its intended use are also included, for the period till such asset is put to use.

d. Depreciation

i. Depreciation on fi xed assets is provided on written down value method at the rates specifi ed in Schedule XIV to the Companies Act, 1956 or based on the management’s estimates of the useful life of the assets, whichever is

Schedule T - Notes Forming Part of the Consolidated Accounts

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Annual Report 2008-09 | 99

Schedules forming part of the Consolidated Accounts

higher. Accordingly, the depreciation rates used are as follows:

Building 5.00%Plant & Machinery (including Offi ce Equipment)

30.00%

Shuttering & Scaffolding 40.00%Furniture & Fixtures 30.00%Motor Vehicles 25.89%Computers 60.00%

ii. Cost of building on land held on license basis is amortized over the period of license of project facility.

iii. Assets costing Rs. 5,000 or less individually are fully depreciated in the year of purchase.

e. Capital Work In Progress

Capital work in progress includes advances given and expenditure incurred in connection with the purchase/construction of fi xed assets and pending allocation to the fi xed assets.

f. Pre-operative expenditure pending allocation

Pre-operative expenditure incurred in relation to construction of fi xed assets in respect of entities which are yet to commence commercial operations pending allocation includes:

i. Incidental expenditure during construction period comprising payment to and provision for employees, professional fees and other administrative expenses pending allocation to fi xed assets on completion of the Project.

ii. Interest and fi nancing cost net of interest income pending allocation to fi xed assets on completion of the Project.

g. Revenue Recognition

i. Revenue from projects is recognised on the ‘Percentage of Completion Method’ of accounting. Revenue is recognized, in relation to the sold areas only, on the basis of percentage of actual cost incurred thereon including land as against the total estimated cost of the project under execution subject to such actual costs being 30% or more of the total estimated cost. The estimates of saleable area and costs are revised periodically by the management. The effect of such changes to estimates is recognised in the period such changes are determined.

ii. Income from construction contracts is recognised by reference to the stage of completion of the contract activity at the reporting date of the fi nancial statements. The related costs there against are charged to the profi t and loss account of the year.

iii. Income from license fee is recognised on accrual basis in accordance with the terms of agreement with the sub-licensee.

iv. Interest income is recognised on accrual basis on a time proportion basis.

v. Dividend income is recognised when the right to receive dividend is established.

h. Cost of Construction/Development

Cost of Construction/Development (including cost of land) incurred is charged to the profi t and loss account proportionate to project area sold. Adjustments, if required, are made on completion of the respective projects.

i. Inventories

Inventory comprises completed property for sale and property under construction (work-in-progress).

i. Completed unsold inventory is valued at lower of cost and net realisable value. Cost is determined by including cost of land, materials, services and other related overheads.

ii. Work-in-progress is valued at lower of cost and net realisable value. Cost comprises cost of land (including development rights), materials, services and other overheads related to projects under construction.

j. Investments

Investments intended to be held for more than a year are classifi ed as long term investment and all other investments are classifi ed as current investments. Long term investments are stated at cost less provision for diminution in value, if such diminution is other than temporary. Current investments are stated at lower of cost and fair value on an individual investment basis.

k. Segment policies

The reporting segments are identifi ed based on activities/products, risk and reward structure, organization structure and internal reporting systems.

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100 | Parsvnath Developers Limited

l. Foreign Currency Transactions

i. Transactions in foreign currencies are recorded at the exchange rate prevailing on the date of the transactions. Monetary items denominated in foreign currency and outstanding at the balance sheet date are translated at the exchange rate prevailing on the balance sheet date. Exchange differences on translation of monetary assets and liabilities and realised gain and losses on foreign currency transactions are recognised in the profi t and loss account.

ii. The fi nancial statements of Foreign Subsidiaries in the nature of non integral foreign operations are incorporated in the consolidated financial statements. For the purpose of consolidation, Income and expense items are translated into the reporting currency at the average exchange rate during the year and assets and Liabilities are translated at the closing exchange rate. The resulting exchange differences are transferred to Foreign Currency Translation Reserve.

m. Taxation

Income tax comprises current tax, deferred tax and fringe benefi t tax. Current tax and fringe benefi t tax is the amount of tax payable as determined in accordance with the provisions of the Income Tax Act, 1961. Deferred tax assets and liabilities are recognized for the future tax consequences of timing differences, subject to the consideration of prudence. Deferred tax assets and liabilities are measured using the tax rates enacted or substantively enacted by the balance sheet date.

n. Earnings per share

The earnings considered in ascertaining the EPS comprises the net profi t after tax. The number of shares used in computing basic EPS is the weighted average number of shares outstanding during the period. The weighted Diluted earning per equity shares are computed using the weighted average number of equity shares and dilutive potential equity shares outstanding during the period.

o. Provision for Retirement benefits

i. The Company’s contribution to Provident Fund is deposited with the Employees Provident Fund Organisation (EPFO). These are charged to the profi t and loss account when the contribution to the fund is due.

ii. In respect of the Company, Liability for Gratuity and balance of unavailed leave due to employees are

provided on the basis of actuarial valuation carried out at the balance Sheet date by an independent actuary using the Projected Unit Credit method.

iii. In respect of subsidiary and Joint Venture Entities, liability for Gratuity and leave encashment is provided on the basis of management estimate of the liability, based on period of service and last salary drawn, since the number of employees are very few.

p. Borrowing cost

Borrowing costs that are directly attributable to the acquisition or construction of a qualifying asset are considered as part of the cost of that asset. Other borrowing costs are recognised as an expense in the year in which they are incurred.

q. Provisions

Provision is recognised when an enterprise has a present obligation as a result of past events and it is probable that an outfl ow of resources will be required to settle the obligation and in respect of which a reliable estimate can be made. Provisions are determined based on management estimates required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date and adjusted to refl ect the current management estimate.

r. Impairment of assets

At each balance sheet date, the group reviews the carrying amounts of its fi xed assets to determine whether there is any indication that those assets suffered impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of impairment loss. Recoverable amount is the higher of an asset’s net selling price and value in use. In assessing value in use, the estimated future cash fl ows expected from the continuing use of the asset and from its disposal are discounted to their present value using a pre-discount rate that refl ect the current market assessment of time value of money and the risks specifi c to the asset. The impairment loss as determined above is expensed off.

s. Leases

Lease arrangements where the risk and rewards incident to ownership of an asset substantially vest with the lessor are recognised as operating lease. Lease rent under operating leases are charged to the Profi t and Loss account on a straight line basis over the lease term.

Assets given under operating leases are included in fi xed assets. Lease income is recognised in the profi t & loss on a straight line basis over the lease term. Costs, including depreciation are recognised as expense in the profi t and loss account.

Schedules forming part of the Consolidated Accounts

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Annual Report 2008-09 | 101

3. The Subsidiary Companies, Joint Venture Entities and Associate Companies considered in Consolidated Financial Statements are asunder :

Proportion of ownership interest

As at31.03.2009

As at31.03.2008

Subsidiariesa. Parsvnath Landmark Developers Private Limited 100.00% 100.00%b. Parsvnath SEZ Limited 94.87% 94.87%c. Parsvnath Film City Limited 100.00% 98.80%d. Parsvnath Telecom Private Limited 100.00% 99.99%e. Parsvnath Hotels Limited 100.00% 98.80%f. Parsvnath Retail Limited 100.00% 98.80%g. PDL Assets Limited 100.00% 98.80%h. Jarul Promoters & Developers Private Limited 100.00% 100.00%i. Baasima Buildcon Private Limited 100.00% 100.00%

j. Parsvnath Developers (GMBT) Private Limited 100.00% 100.00%

k. Parsvnath Developers (SBBT) Private Limited 100.00% 100.00%

l. Parsvnath Developers Pte. Ltd. (See note v) 100.00% 100.00%

m. Primetime Realtors Private Limited (see note iii) 100.00% -

n. Hessa Realtors Private Limited (see note iii) 100.00% -

Step Down Subsidiary

a. Parsvnath Royal Orchid Hotels Limited 70.00% 70.00%

(Subsidiary of Parsvnath Hotels Limited)

Jointly Controlled Entities

a. Parsvnath Developers (AOP) 50.00% 50.00%

b. Ratan Parsvnath Developers (AOP) 50.00% 50.00%

Jointly Controlled Entities of Parsvnath SEZ Limited, Subsidiary Company

a. Parsvnath Biotech Private Limited 50.00% 50.00%

b. Parsvnath Knowledge Park Private Limited 50.00% 50.00%

c. Parsvnath Cyber City Private Limited 50.00% 50.00%

d. Parsvnath MIDC Pharma SEZ Private Limited 50.00% 50.00%

e. Palakkad Infrastructure Private Limited (see note iv) 33.33% -

f. Parsvnath Dehradun Info Park Private Limited (see note iv) 50.00% -

g. Parsvnath Gurgaon Info Park Private Limited (see note iv) 50.00% -

h. Parsvnath Indore Info Park Private Limited (see note iv) 50.00% -

Associate Companies

a. Amazon India Limited 48.30% 48.30%

b. Home Life Real Estate Private Limited 50.00% 50.00%

c. Vardaan Buildtech Private Limited 33.33% 33.33%

d. Nanocity Haryana Infrastructure Limited 38.00% -

Schedules forming part of the Consolidated Accounts

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102 | Parsvnath Developers Limited

i. All Subsidiary Companies, Jointly Controlled Entities and Associate Companies are incorporated in India except Parsvnath Developers Pte. Ltd., a wholly owned subsidiary Company, which was incorporated in Singapore.

ii. Parsvnath Developers (AOP) and Ratan Parsvnath Developers (AOP), the jointly controlled entities, being unincorporated Joint Ventures, have been set up vide agreement entered into in India.

iii. Following Companies became Subsidiaries of the Company during the year:

a. Primetime Realtors Private Limited

b. Hessa Realtors Private Limited

iv. Following Jointly Controlled Entities were incorporated during the year in India:

a. Palakkad Infrastructure Private Limited

b. Parsvnath Dehradun Info Park Private Limited

c. Parsvnath Indore Info Park Private Limited

d. Parsvnath Gurgaon Info Park Private Limited

v. The audited fi nancial statements of Parsvnath Developers Pte. Ltd., incorporated in Singapore have been prepared in accordance with the Singapore Financial Reporting Standards. Differences with the accounting policy of Company are not material.

4. Contingent liabilities

Rs.(‘000)

As at31.03.09

As at 31.03.08

a. Claims against the Company not acknowledged as debt :i. Interest for delay in payment of land

premium instalment / EDC22,105 22,105

ii. Demand for payment of stamp duty 52,800 53,139iii. Customer complaints pending in

consumer courts55,204 21,686

iv. Trade Tax Demand 394,161 -v. Entry Tax Demand 27,460 -vi. Others 26,541 -

b. Security / Performance Guarantees provided to various Government authorities

2,670,413 2,528,025

5. Capital commitments

Rs.(‘000)

As at 31.03.09

As at 31.03.08

Estimated amount of contracts remaining to be executed on capital account (net of advances) and not provided for

1,627,758 2,671,784

6. During the year, a subsidiary Company Jarul Promoters & Developers Private Limited had received a sum of Rs. (‘000) 20,000 on account of share application money from two foreign entities under the automatic route of Reserve Bank of India (RBI) for the purpose of issuing equity shares. As per RBI’s Circular RBI/2007-2008/213 A.P. (DIR Series) Circular No. 20, subsidiary Company was required to issue shares within 180 days of receipt of money. However, prescribed period of 180 days has lapsed and the subsidiary Company is yet to issue the equity shares to investing entities.

7. Secured Loans

a. Term loans to the extent of Rs. (‘000) 2,113,154 (previous year Rs. (‘000) 2,890,538) are secured by way of equitable mortgage of project land along with construction thereof, hypothecation of construction material, work in progress and receivables of the related projects and further secured by personal guarantee of the Chairman, Managing Director and a Whole time Director of the Company.

b. Term loans to the extent of Rs.(‘000) 2,000,000 (previous year Rs.(‘000) Nil) are secured by the way of equitable mortgage of project land, charge on receivables of another project and personal guarantee of Chairman of the Company.

c. Term loans to the extent of Rs. (‘000) 1,413,971 (previous year Rs. (‘000) 1,638,606) are secured by way of equitable mortgage of project land, hypothecation of construction material, work in progress and receivables of the related projects, pledge of shares of the Company held by the promoters and further secured by personal guarantee of the Chairman, Managing Director and a Whole time Director of the Company.

d. Term loans to the extent of Rs. (‘000) Nil (previous year Rs. (‘000) 100,000) are secured by way of subservient charge on current assets of the Company, Pledge of shares of the Company held by the promoters and further secured by personal guarantee of the Chairman, Managing Director and a Whole time Director of the Company.

e. Term loans to the extent of Rs. (‘000) 2,843,130 (previous year Rs. (‘000) 1,923,850 ) are secured by way of equitable

Schedules forming part of the Consolidated Accounts

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Annual Report 2008-09 | 103

mortgage of project land and secured by personal guarantee of the Chairman, Managing Director and a Whole time Director of the Company

f. Term loans to the extent of Rs. (‘000) Nil (previous year Rs. (‘000) 2,112,385 ) are secured by way of pledge of shares of the Company held by the promoters and further secured by personal guarantee of the Chairman, Managing Director and a Whole time Director of the Company.

g. Term loans to the extent of Rs. (‘000) 823,700 (previous year Rs. (‘000) 500,000) are secured by way of equitable mortgage of project land and receivables of the related projects.

h. Term loans to the extent of Rs. (‘000) 289,904 (previous year Rs. (‘000) 28,125) are secured by way of pari-passu charge of project land along with construction thereof.

i. Term loans to the extent of Rs. (‘000) 957,800 (previous year Rs. (‘000) 817,800 ) are secured by receivables of the related projects, pledge of shares of the Company held by the promoters and further secured by personal guarantee of the Chairman, Managing Director and a Whole time Director of the Company.

j. Term loans to the extent of Rs. (‘000) 1,716,654 ( previous year Rs.(‘000) Nil) are secured by way of equitable mortgage of property completed/under construction, pledge of shares of the Company held by the promoters and personal guarantee of Chairman of the Company.

k. Term loans to the extent of Rs. (‘000) 2,140,493 (previous year Rs.(‘000) Nil) are secured by way of equitable mortgage of land/property, post dated cheques and personal guarantee of Chairman/other promoter of the Company.

l. Term loans to the extent of Rs. (‘000) 840,429 (previous year Rs.(‘000) 1,177,249) are secured by way of equitable mortgage of project land along with construction thereof, work-in-progress and receivables of the related projects.

m. Term loans to the extent of Rs.(‘000) 48,310 ( previous year Rs.(‘000) Nil) are secured by way of bank guarantee and project land.

n. Term loan to the extent of Rs. (‘000) 23,392 (previous year Rs. (‘000) Nil) are secured against LIC policy of the Chairman.

o. Term loans to the extent of Rs. (‘000) 105,000 (previous year Rs. (‘000) Nil) are secured against properties of an Associate Company and further secured by personal guarantee of the Chairman.

p. Working capital loans to the extent of Rs. (‘000) 1,309,391 (previous year Rs. (‘000) 887,362 ) are secured by way of equitable mortgage of project land along with construction thereof and fi rst pari-passu charge on stock of construction and building materials, work-in-progress, fi nished fl ats and book receivables for various projects, except those specifi cally charged to other banks/fi nancial institutions and further secured by personal guarantee of Chairman, Managing Director and Whole time Director of the Company.

q. Working capital loans to the extent of Rs. (‘000) 1,517,490 (Previous year Rs. (‘000) 2,937,678) are secured by way of pledge of fi xed deposit with banks.

r. Vehicle/Equipment loans are secured by way of hypothecation of specifi c vehicle/equipments fi nanced.

s. Debentures are secured by way of mortgage of immoveable property at Ahmedabad and further secured by personal guarantee of the Chairman of the Company.

8. Initial Public offer

a. During the fi nancial year 2006-07, the Company had issued and allotted 36,325,800 equity shares (including green shoe option of 3,087,800 equity shares) of Rs. 10/- each at a premium of Rs. 290/- per equity share through an Initial Public Offering (IPO).

b. The projected utilisation of funds raised through IPO as specifi ed in the ‘Prospectus’ dated 15 November, 2006, was as under :

Amount Rs. (Â000)

a Expenditure on development and construction of projects specifi ed for IPO

9,475,170

b IPO expenses 496,230

c Expenditure on post listing and General Corporate purposes

926,340

Total 10,897,740

c. During the previous year 2007-08 , the shareholders of the Company had passed a resolution through postal ballot on 5 February, 2008 approving the deployment of unutilised IPO funds for the purposes of development and construction of other projects (existing and future) of the Company, repayment of debts/borrowings availed by the Company, and up-gradation of infrastructure of the Company, in addition to the purposes already specifi ed in the prospectus.

Schedules forming part of the Consolidated Accounts

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104 | Parsvnath Developers Limited

d. The Company has utilised the entire funds raised through the IPO amounting to Rs. (‘000) 10,897,740 as of 31 March, 2009 for the purposes specifi ed in the prospectus dated 15 November, 2006 and amended ‘Objects of the Issue’ approved by the members vide resolution passed on 5 February, 2008 as per following particulars:

Rs. (‘000)

Particulars Utilisation as of 31.03.09

Utilisation as of 31.03.08

Expenditure on development and construction of projects

7,773,643 5,226,248

Repayment of debts/borrowings availed by the Company from banks and fi nancial institutions

1,739,649 1,197,054

IPO expenses 458,108 458,108

Expenses for post listing and General Corporate Purposes

926,340 926,340

Total funds utilised as of date 10,897,740 7,807,750

Total funds unutilised as of date Nil 3,089,990

9. Pre-operative expenditure pending allocation

The subsidiary companies are setting up SEZ facilities at Dehradun, Gurgaon and Indore and Hotel at Shirdi and Hyderabad. Details of Net incidental expenditure during construction pending allocation are:

Rs. (‘000)

Particulars As of31.03.2009

As of31.03.2008

A. Balance brought forward 13,729 2,370

B. Incurred during the year

i. Salaries, Wages and Bonus 6,331 609

ii. Contribution to provident and other funds 372 218

iii. Rates and taxes 309 -

iv. Printing and Stationery 8 -

v. Travelling and conveyance 130 -

vi. Legal and professional charges 19,376 11,045

vii Interest expenses 12,880 -

Particulars As of31.03.2009

As of31.03.2008

viii. Other expenses 2,165 796

Sub-total ( B ) 41,571 12,668

Total (A+B) 55,300 15,038

C. Less: Adjustment during the year

i. Transferred to work-in-progress - 1,060

ii. Charged off to profi t and loss account - 249

Sub-total ( C ) - 1,309

D. Balances carried forward (A+B+C ) 55,300 13,729

10. In accordance with the Accounting Standard 7 on ‘Construction Contracts’ issued by ICAI, the break-up of the contracts in progress at the reporting date is as under:

Rs. (‘000)

Particulars As of 31.03.2009

As of 31.03.2008

1. Revenue recognised 685,727 629,194

2. Cost incurred 598,567 622,200

3. Advances received 199,364 85,163

4. Retentions 20,934 11,206

5. Amount due from customers 143,748 134,830

11. Earnings per share

The earnings considered in ascertaining the group’s EPS comprises the profi t available for shareholders (i.e. profi t after tax and statutory / regulatory appropriations). The number of shares used in computing basic EPS is the weighted average number of shares outstanding during the year.

Year ended31.03.09

Year ended31.03.08

Net Profi t attributable to shareholders

Rs.(‘000) 1,129,060 4,243,907

Weighted average number of equity shares outstanding during the year

No.s (‘000) 184,696 184,696

Basic and diluted earnings per share

Rs. 6.11 22.98

Nominal Value of equity shares

Rs. 10.00 10.00

Schedules forming part of the Consolidated Accounts

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Annual Report 2008-09 | 105

12. Deferred Tax

a. Deferred tax assets and liabilities are being offset as they relate to taxes on income levied by the same governing taxation laws.

b. Break up of deferred tax assets/(liabilities) and current year deferred tax credit/(charge) is as follows:

Rs.(‘000)

Balance as on

31.03.08

Credited/ (Charged) to Profit & loss

account

Balance as on

31.03.09

Deferred Tax Assets/(liabilities)

Tax impact of provision for employee benefi ts charged in the financial statements but allowable as deductions in future years under income tax

22,156 1,339 23,495

Tax impact of difference between carrying amount of fi xed assets in the fi nancial statements and the income tax return

(12,671) 37,766 25,095

Total 9,485 39,105 48,590

13. Lease commitments

The Company has entered into concession agreements with Delhi Metro Rail Corporation (DMRC) and has acquired the license rights to develop properties and sub license it to the customers for a defi ned period of time. Of the license fees of Rs. (`000) 102,613 (Previous Year Rs. (‘000) 50,190) paid/payable by the Company during the year, Rs. (‘000) Nil (Previous Year Rs.(‘000) 20,519) has been capitalised, Rs. (‘000) 39,799 (Previous year Rs.(‘000) 14,371) has been charged to revenue and Rs. (‘000) 62,814 (Previous Year Rs.(‘000) 15,300) has been deferred till the completion of construction. The total of future minimum license payments / charge is as follows:

Rs.(‘000)

Year ended31.03.09

Year ended31.03.08

a. Not later than one year 247,437 138,935

b. Later than one year but not later than fi ve years

1,313,347 1,144,287

c. Later than fi ve years 18,778,164 19,158,340

Total 20,338,948 20,441,562

Upfront fee paid by the Company has not been considered as lease charges.

14. Joint venture

Details of the Company’s share in Joint Ventures included in the Consolidated Financial Statements are as under:

Rs.(‘000)

31.03.2009 31.03.2008

Assets 486,699 440,808

Liabilities 158,980 179,182

Income (7,243) 78,371

Expenditure (3,028) 34,251

Tax 22 15,228

Note: The Company’s share of assets, liabilities, income and expenditure has been included on the basis of audited fi nancial information of its joint ventures.

15. Employee benefits

In accordance with the revised Accounting Standard 15 issued by the Institute of Chartered Accountants of India, the requisite disclosures are as follows:

a. Accounting policy for recognising actuarial gains and losses

Actuarial gain and losses arising from experience adjustment and effects of changes in actuarial assumptions are immediately recognised in the statement of profi t and loss account as income or expense.

b. Defined Benefit Plans

i. Gratuity plan

The gratuity liability arises on retirement, withdrawal, resignation and death of an employee. The aforesaid liability is calculated on the basis of actuarial valuation as per the projected unit credit method.

ii. Long term compensated absences plan

The earned leave liability arises as and when services are performed by an employee. The aforesaid liability is calculated on the basis of actuarial valuation as per projected unit credit method.

Schedules forming part of the Consolidated Accounts

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106 | Parsvnath Developers Limited

c. Disclosure as required under Accounting Standard 15 (Revised) in respect of Gratuity is as under :

i. Change in Defined Benefit Obligation

Rs. (‘000)

31.03.2009 31.03.2008Liability at the beginning of the year 30,360 17,888Adjustment for increase in opening provision

- -

Interest cost 2,269 1,418Current Service Cost 5,511 10,522Benefi ts paid (2,285) (620)Actuarial (gain) / loss on obligations (16,231) 1,152Liability at the end of the year 19,624 30,360

ii. The fair value of plan assets is Nil since retirement benefi t plans are wholly unfunded as on 31 March, 2009.

iii. Amounts recognised in the Balance Sheet

Rs. (‘000)

31.03.2009 31.03.2008Present value of Obligation at the end of the year

19,624 30,360

Amount recognised in Balance Sheet 19,624 30,360

iv. Expenses recognised in the Profit & Loss AccountRs. (‘000)

31.03.2009 31.03.2008Current service cost 5,511 10,522Interest cost 2,269 1,418Actuarial (gain) / loss (16,231) 1,152Expenses charged to the Profi t and Loss Account

(8,451) 13,092

v. Balance Sheet ReconciliationRs. (‘000)

31.03.2009 31.03.2008Opening Net Liability 30,360 17,888Expense as above (8,451) 13,092Benefi ts paid (2,285) (620)Amount Recognised in the balance sheet

19,624 30,360

vi. Principal Actuarial Assumptions31.03.2009 31.03.2008

(%) (%)Discount rate 7.5 8Future salary increases 4 8

The discount rate is based upon the market yields available in Government bonds at the accounting date with a term that matches that of the liabilities.

The estimates of salary growth rate considered in the actuarial valuation takes into account infl ation, seniority, promotion and other relevant factors on long term basis.

16. Segment information

Operations of the Group do not qualify for reporting as business segments as per the criteria set out under Accounting Standard AS-17 on “Segment Reporting” issued by the Institute of Chartered Accountants of India. The Company is operating in India hence there is no reportable geographic segment. Accordingly no disclosure is required under AS-17.

17. Related Party Transactions

a. List of related parties

i. Entities over which Company or key management personnel or their relatives, exercise significant influence (Associates)

• Aadarshini Buildwell Private Limited• Aahna Realtors Private Limited• Aaron Real Estates Private Limited• Adela Buildcon Private Limited• Afra Infrastructure Private Limited• Ajit Board Private Limited• Amazon India Limited• Amiya Properties Private Limited• Anjaney Developers Private Limited• Anshula Buildwell Private Limited*• Aries Infrastructure Private Limited*• Arunachal Infrastructure Private Limited• Ashirwad Realtors Private Limited• Bae Buildwell Private Limited• Baidehi Infrastructure Private Limited• Bakul Infrastructure Private Limited*• Balbina Real Estates Private Limited• Balwaan Buildwell Private Limited• Banita Buildcon Private Limited• Basundhra Properties Private Limited• Bliss Infrastructure Private Limited• Brinly Properties Private Limited• Charushila Buildwell Private Limited• Congenial Real Estates Private Limited• Coral Buildwell Private Limited• Crimson Infrastructure Private Limited• Cyanea Real Estate Private Limited• Dae Realtors Private Limited• Dai Real Estates Private Limited

Schedules forming part of the Consolidated Accounts

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Annual Report 2008-09 | 107

• Deborah Real Estate Private Limited• Deleena Developers Private Limited• Dhiren Real Estates Private Limited• Digant Realtors Private Limited• Dolphin Buildwell Private Limited• Elixir Infrastructure Private Limited• Enormity Buildcon Private Limited• Farhad Realtors Private Limited• Farhat Developers Private Limited• Gauranga Realtors Private Limited• Gauresh Buildwell Private Limited• Gazala Promoters & Developers Private Limited• Gem Buildwell Private Limited• Generous Buildwell Private Limited• Genuine Properties Private Limited*• Goodworth Overseas Private Limited*• Himsagar Infrastructure Private Limited• Homelife Real Estate Private Limited• Honey Builders Private Limited• Izna Realcon Private Limited• Jaguar Buildwell Private Limited• Janak Finance & Leasing Private Limited• Jodhpur Infrastructure Private Limited• K.B.Realtors Private Limited• Kalyani Pulp Private Limited• K. V. Multi Healthplex Private Limited*• Laban Real Estates Private Limited• Label Real Estates Private Limited• Lakshya Realtors Private Limited• Landmark Malls and Towers Private Limited• Landmark Township Planners Private Limited• LSD Realcon Private Limited• Luba Real Estate Private Limited• Madhukanta Real Estate Private Limited• Madhulekha Developers Private Limited• Magic Promoters Private Limited• Mahanidhi Buildcon Private Limited• Mirage Buildwell Private Limited• Momentous Developers Private Limited• Nanocity Haryana Infrastructure Limited• Navneet Realtors Private Limited• Neha Infracon (India) Private Limited• New Hind Enterprises Private Limited• Nilanchal Realtors Private Limited• Nishtha Realtors Private Limited*• Noida Marketing Private Limited• Oni Projects Private Limited• P.S. Realtors Private Limited• Paavan Buildcon Private Limited• Panchvati Buildwell Private Limited• Parasnath And Associates Private Limited• Parasnath Travels & Tours Private Limited• Parikrama Infrastructure Private Limited• Pearl Propmart Private Limited

• Perpetual Infrastructure Private Limited• Poorti Infrastructure Private Limited*• Pradeep Kumar Jain & Sons ( HUF )• Prasidhi Developers Private Limited• Prastut Real Estate Private Limited• Prosperity Infrastructures Private Limited• Rangoli Buildcon Private Limited• Rangoli Infrastructure Private Limited• Real Touch Developers Private Limited*• Roopak Infrastructure Private Limited*• Sadgati Buildcon Private Limited• Samiksha Realtors Private Limited• Sapphire Buildtech Private Limited• Sarvapriya Realtors Private Limted*• Scorpio Realtors Private Limited• Sharmistha Realtors Private Limited• Silversteet Infrastructure Private Limited• Snigdha Buildwell Private Limited• Springdale Realtors Private Limited• Stupendous Buildtech Private Limited• Suksma Buildtech Private Limited• Sumeru Developers Private Limited• Sureshwar Properties Private Limited• Timebound Contracts Private Limited• Vardaan Buildtech Private Limited• Vinu Promoters Private Limited• Vital Buildwell Private Limited• VKB Construction Private Limited*• Whitegold Construction Private Limited

* Ceased to be related parties during the year

ii. Joint Ventures Joint ventures of the Company

• Ratan Parsvnath Developers AOP• Parsvnath Developrs AOP Joint Ventures of the Subsidiary Company• Parsvnath MIDC Pharma SEZ Private Limited• Parsvnath Knowledge Park Private Limited• Parsvnath Cyber City Private Limited• Parsvnath Biotech Private Limited• Parsvnath Dehradun Info Park Private Limited• Parsvnath Indore Info Park Private Limited• Parsvnath Gurgaon Info Park Private Limited• Palakkad Infrastructure Private Limited

iii. Key Management Personnel• Mr. Pradeep Kumar Jain, Chairman• Mr. Sanjeev Kumar Jain, Managing Director• Dr. Rajeev Jain, Whole-time Director• Mr. G.R. Gogia, Whole-time Director

iv. Relatives of Key Management Personnel (With whom the Group had transactions during the year)• Mrs. Nutan Jain ( Wife of Mr. Pradeep Kumar Jain, Chairman)

Schedules forming part of the Consolidated Accounts

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108 | Parsvnath Developers Limited

b. Balances outstanding/transactions with related parties:

Amount in Rs. ( ‘000)Transaction / Outstanding Balances Entities under

significant influence

Joint Venture Entities

Key Management

Personnel and their relative

Total

I. Transactions during the year:Rent receivedNanocity Haryana Infrastructure Limited 2,223

(-)-

(-)-

(-)2,223

(-)Sale of Development RightsRoopak Infrastructure Private Limited 12,365

(-)-

(-)-

(-)12,365

(-)Sale of Flats/PlotsParasnath And Associates Private Limited 327,349

(654,493)-

(-)-

(-)327,349

(654,493)Amazon India Limited 5,964

(12,772)-

(-)-

(-)5,964

(12,772)Pradeep Kumar Jain -

(-)-

(-)-

(94,000)-

(94,000)Rajeev Jain -

(-)-

(-)-

(13,207)-

(13,207)Associates and KMP each having less than 10% of transactions 5,853

(-)-

(-)7,046

(-)12,899

(-)339,166

(667,265)-

(-)7,046

(107,207)346,212

(774,472)Sale of Fixed AssetsPradeep Kumar Jain -

(-)-

(-)-

(250,000)-

(250,000)Unsecured Loan ReceivedPradeep Kumar Jain -

(-)-

(-)431,361(71,385)

431,361(71,385)

Nutan Jain -(-)

-(-)

77,100(7,133)

77,100(7,133)

Pradeep Kumar Jain & Sons (HUF) 175,000(-)

-(-)

-(-)

175,000(-)

Parasnath And Associates Private Limited 15,000(-)

-(-)

-(-)

15,000(-)

Basundhra PropertiesPrivate Limited

23,449(-)

-(-)

-(-)

23,449(-)

213,449(-)

-(-)

508,461(78,518)

721,910(78,518)

Unsecured Loan RepaidPradeep Kumar Jain -

(-)-

(-)492,092

(-)492,092

(-)Nutan Jain -

(-)-

(-)10,717

(-)10,717

(-)Pradeep Kumar Jain & Sons (HUF) 171,366

(-)-

(-)-

(-)171,366

(-)Parasnath And Associates Private Limited 13,485

(-)-

(-)-

(-)13,485

(-)184,851

(-)-

(-)502,809

(-)687,660

(-)

Schedules forming part of the Consolidated Accounts

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Annual Report 2008-09 | 109

Transaction / Outstanding Balances Entities under significant

influence

Joint Venture Entities

Key Management

Personnel and their relative

Total

Advance received back during the yearAnubhav Buildwell Private Limited 4,328

(-)-

(-)-

(-)4,328

(-)Emerald Buildwell Private Limited 6,500

(-)-

(-)-

(-)6,500

(-)Home Life Real Estate Private Limited 7,286

(-)-

(-)-

(-)7,286

(-)Yamuna Buildwell Private Limited 2,833

(-)-

(-)-

(-)2,833

(-)Lakshya Realtors Private Limited 16,150

(-)-

(-)-

(-)16,150

(-)Amazon India Limited 13,717

(-)-

(-)-

(-)13,717

(-)Roopak Infrastructure Private Limited 33,321

(-)-

(-)-

(-)33,321

(-)Poorti Infrastructure Private Limited 14,576

(-)-

(-)-

(-)14,576

(-)Sarvapriya Realtors Private Limited 19,681

(-)-

(-)-

(-)19,681

(-)Izna Realcon Private Limited 106,650

(-)-

(-)-

(-)106,650

(-)Associates (each having less than 10% of transactions) 5,858

(-)-

(-)-

(-)5,858

(-)230,900

(-)-

(-)-

(-)230,900

(-)

Interest PaidBasundhra Properties Private Limited 3,223

(5,991)-

(-)-

(-)3,223

(5,991)Pradeep Kumar Jain -

(-)-

(-)12,481

(8,521)12,481(8,521)

Pradeep Kumar Jain & Sons (HUF) 4,098(-)

-(-)

-(-)

4,098(-)

Nutan Jain -(-)

-(-)

4,348 (2,974)

4,348(2,974)

7,321(5,991)

-(-)

16,829(11,495)

24,150(17,486)

Rent PaidPradeep Kumar Jain -

(-)-

(-)346

(346)346

(346)Nutan Jain -

(-)-

(-)6,684

(6,500)6,684

(6,500)Pradeep Kumar Jain & Sons (HUF) -

(560)-

(-)-

(-)-

(560)-

(560)-

(-)7,030

(6,846)7,030

(7,406)Maintenance Charges PaidBasundhra Properties Private Limited 2,000

(5,578)-

(-)-

(-)2,000

(5,578)Electricity Charges PaidBasundhra Properties Private Limited -

(952)-

(-)-

(-)-

(952)

Schedules forming part of the Consolidated Accounts

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110 | Parsvnath Developers Limited

Transaction / Outstanding Balances Entities under significant

influence

Joint Venture Entities

Key Management

Personnel and their relative

Total

Reimbursement of expensesParsvnath Developers AOP -

(-)139

(7,080)-

(-)139

(7,080)Spearhead Realtors Private Limited 82

(-)-

(-)-

(-)82(-)

Amazon India Limited 102(-)

-(-)

-(-)

102(-)

Noida Marketing Private Limited 46(-)

-(-)

-(-)

46(-)

230(-)

139(7,080)

-(-)

369(7,080)

Purchase of Development rightsParikrama Infrastructure Private Limited 338

(76,936)-

(-)-

(-)338

(76,936)Prasidhi Developers Private Limited 426

(59,090)-

(-)-

(-)426

(59,090)Prastut Real Estate Private Limited 446

(115,148)-

(-)-

(-)446

(115,148)

Scorpio Realtors Private Limited -(27,843)

-(-)

-(-)

-(27,843)

Springdale Realtors Private Limited 289(40,885)

-(-)

-(-)

289(40,885)

Jaguar Buildwell Private Limited 129(20,850)

-(-)

-(-)

129(20,850)

Vardaan Builtech Private Limited 492,342(-)

-(-)

-(-)

492,342(-)

Symphony Realtors Private Limited 37,697(-)

-(-)

-(-)

37,697(-)

Amazon India Limited 5,358(-)

-(-)

-(-)

5,358(-)

Nutan Jain -(-)

-(-)

-(1,575)

-(1,575)

Associates (each having less than 10% of transactions) 3,968(26,754)

-(-)

-(-)

3,968(26,754)

540,993(367,506)

-(-)

-(1,575)

540,993 (369,081)

Investments made in equity shares / Capital ContributionNanocity Haryana Infrastructure Limited 155,000

(-)-

(-)-

(-)155,000

(-)Purchase of Investments/sharesPradeep Kumar Jain -

(-)-

(-)4

(-)4

(-)Sanjeev Kumar Jain -

(-)-

(-)4

(-)4

(-)Nutan Jain -

(-)-

(-)4

(-)4

(-)Parasnath And Associates Private Limited 104

(-)-

(-)-

(-)104

(-)New Hind Enterprises Private Limited 100

(-)-

(-)-

(-)100

(-)

Schedules forming part of the Consolidated Accounts

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Annual Report 2008-09 | 111

Transaction / Outstanding Balances Entities under significant

influence

Joint Venture Entities

Key Management

Personnel and their relative

Total

Rajeev Jain -(-)

-(-)

4(-)

4(-)

204(-)

-(-)

16(-)

220(-)

Advance paid for purchase of landVital Buildwell (P) Limited -

(65,757)-

(-)-

(-)-

(65,757)Generous Buildwell Private Limited -

(155,462) -

(-)-

(-)-

(155,462)Brinly Properties Private Limited -

(153,455) -

(-)-

(-)-

(153,455)Associates (each having less than 10% of transaction) 473,636

(2,74,523)-

(-)-

(-)473,636

(2,74,523)473,636

(649,197)-

(-)-

(-)473,636

(649,197)Security deposit paidNutan Jain -

(-)-

(-)-

(361)-

(361)Security deposit receivedNanocity Haryana Infrastructure Limited 4,446

(-)-

(-)-

(-)4,446

(-)Advances GivenVardaan Builtech Private Limited 333,700

(-)-

(-)-

(-)333,700

(-)Anshula Buildwell Private Limited 12,800

(-)-

(-)-

(-)12,800

(-)Associates (each having less than 10% of transactions) 3,064

(-)-

(-)-

(-)3,064

(-)349,564

(-)-

(-)-

(-)349,564

(-)Managerial remunerationPradeep Kumar Jain -

(-)-

(-)50,000

(60,000)50,000

(60,000)Sanjeev Kumar Jain -

(-)-

(-)17,225

(20,100)17,225

(20,100)Rajeev Jain -

(-)-

(-)12,225

(14,100)12,225

(14,100)G. R. Gogia -

(-)-

(-)12,225

(14,100)12,225

(14,100)-

(-)-

(-)91,675

(108,300)91,675

(108,300)II. Balances at year-endLoans /advancesAssociates (each having less than 10% of balance outstanding) 2,984,352

(2,770,635)-

(-)-

(-)2,984,352

(2,770,635)Security DepositsNutan Jain -

(-)-

(-)5,998

(6,718)5,998

(6,718)Creditors /Advances receivedParasnath And Associates Private Limited -

(38,262)-

(-)-

(-)-

(38,262)

Schedules forming part of the Consolidated Accounts

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112 | Parsvnath Developers Limited

Transaction / Outstanding Balances Entities under significant

influence

Joint Venture Entities

Key Management

Personnel and their relative

Total

Basundhra Properties Private Limited -(63,381)

-(-)

-(-)

-(63,381)

Timebound Contracts Private Limited 13,844(13,844)

-(-)

-(-)

13,844(13,844)

Associates (each having less than 10% of balance outstanding) 38,498 (11,041)

-(-)

-(-)

38,498(11,041)

52,342(126,528)

-(-)

-(-)

52,342(126,528)

Unsecured LoansPradeep Kumar Jain -

(-)-

(-)10,654

(71,385)10,654

(71,385)Nutan Jain -

(-)-

(-)73,516(7,133)

73,516(7,133)

Pradeep Kumar Jain & Sons (HUF) 3,634(-)

-(-)

-(-)

3,634(-)

Parasnath and Associates Private Limited 1,515(-)

-(-)

-(-)

1,515(-)

Basundhra Properties Private Limited 23,449(-)

-(-)

-(-)

23,449(-)

28,598(-)

-(-)

84,170(78,518)

112,768(78,518)

Investments heldAmazon India Limited 21,250

(21,250)-

(-)-

(-)21,250

(21,250)Home Life Real Estate Private Limited 7,750

(7,750)-

(-)-

(-)7,750

(7,750)Vardaan Buildtech Private Limited 160

(160)-

(-)-

(-)160

(160)Nanocity Haryana Infrastructure Limited 155,000

(-)-

(-)-

(-)155,000

(-)184,160(29,160)

-(-)

-(-)

184,160(29,160)

Figures in brackets indicate balances of the previous year.

18. Figures relating to subsidiaries and joint ventures have been regrouped/reclassifi ed wherever considered necessary to bring them in line with the Company’s fi nancial statements.

19. Previous year’s fi gures have been regrouped where necessary to conform to current year’s presentation.

Schedules forming part of the Consolidated Accounts

For and on behalf of the Board

Sd/- Sd/-PRADEEP KUMAR JAIN SANJEEV KUMAR JAINChairman Managing Director

Sd/- Sd/-V MOHAN SUNIL MALHOTRACompany Secretary Chief Financial Offi cer

New Delhi20 June, 2009

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Annual Report 2008-09 | 113

Schedules forming part of the Consolidated Accounts

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Page 115: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

114 | Parsvnath Developers Limited

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Page 116: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

Annual Report 2008-09 | 115

NOTES

Page 117: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

116 | Parsvnath Developers Limited

NOTES

Page 118: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

Forward Looking Statement

In this annual report we have disclosed forward looking information to

enable investors to comprehend our prospects and take informed

investment decisions. This report and other statements, written and

oral, that we periodically make contain forward looking statements that

set out anticipated results based on the management's plan and

assumptions. We have tried wherever possible to identify such

statements by using words such as `anticipate', `estimate', `expects',

`project', `intends', `plans', `believes' and words of similar substance in

connection with any discussion of future performance.

We cannot guarantee that these forward-looking statements will be

realized, although we believe we have been prudent in assumptions.

The achievement of results is subject to risks, uncertainties and even

inaccurate assumptions. Should known or unknown risks or

uncertainties materialise or should underlying assumptions prove

inaccurate, actual results could vary materially from those anticipated,

estimated or projected. Readers should bear this in mind.

Note: The facts, figures and developments included in this report relate to the period from 1st April

2008 till 20th June 2009.

Parsvnath City, Jodhpur*

Page 119: R Building Trust committed Performance · Commercial (Office, IT Parks & Retail) Integrated Townships Residential Projects (Group Housing) Parsvnath Estate, Greater Noida* Parsvnath

• Integrated Townships • Group Housing • Shopping Malls • Multiplexes • Office Spaces • Hotels • Serviced Apartments • IT Parks • SEZs • Educational Institutions

24 X 7 Customer Care, Call :or sms to

+91-11-43684890PDL 53030

Corporate Office: 6th Floor, Arunachal Building, 19, Barakhamba Road, New Delhi-110001Ph. : +91-11-43686600, 43684800 Fax: +91-11-23315400E-mail: [email protected], Visit us at: www.parsvnath.com

Regd. Office : Parsvnath Metro Tower, Near Shahdara Metro Station, Shahdara, Delhi - 110032Ph. : +91-11-43050100, 43010500 Fax: +91-11-43050473

Branche Offices : Andhra Pradesh: Goa :

Gujarat :

Haryana : Jammu & Kashmir :

Karnataka :

Kerala: Madhya

Pradesh :

Maharashtra :

Punjab :

Rajasthan :

Tamilnadu :

Uttarakhand : Uttar Pradesh :

Regional Office: Hyderabad:Amar House, 3rd Floor, 6-3-1239/2, Raj Bhawan Road, Somajiguda, Hyderabad, Ph. :+91-40-23314302. Regional Office : Panaji

: Plot No. 36, EDC Complex, Patto Plaza, Panaji, Goa - 403 001, Ph. : +91-832-2437855. Regional Office :Ahmedabad : A 604, Shapath IV, SG Highway, Opp. Karnavati Club,Ahmedabad, Ph.

: +91-79-30075700, 40061447/48/49/50. Regional Office : Chandigarh : SCO-1, 1st Floor, Sector-26, Madhya Marg, Chandigarh. Ph: +91-172-5025301-3. Regional

Office: Jammu: 111-B2, First Floor, South Block, Bahu Plaza, Jammu. Ph. : +91-191-2474074 / 75. Regional Office: Bangalore: 3rd Floor, Jubilee Building, 45, Museum Road, Bangalore. Ph. :

+91-80-66130651/52/54, 25550418, 41122150. Regional Office: Cochin: Hari House No 28/1232, K.P. Vallan Road, Kadavanthra PO, Cochin. Ph. : +91-484- 2310593, 6522282.

Regional Office: Indore: First Floor, Khandelwal Motors Building, 9/1/2 M.G. Road, Indore-452001 Ph. : +91- 731- 2524040 / 2524050. Branch Office: Ujjain: Parsvnath City, Dewas Road, Ujjain-

456010 Ph. : + 91 -734-2526910/11. Regional Office : Mumbai : Kurla BEST Bus Depot 1st Floor, Officers Quarters, L.B.S Marg, at Junction of L.B.S Marg, Kurla (West) Mumbai - 400 070,

Ph. : +91-22-26540338/ 26540453, Branch Office: Pune : Plot No 51,52, & 54 to 59, Sector CDC, PCNTDA,Behind RTO, Opp Telco Gate,Chikhali,Pune -411019, Ph. : +91-20-32334389/90

Regional Office: Chandigarh: SCO-1, 1st Floor, Sector-26, Madhya Marg, Chandigarh. Ph. : +91-172-5025301-3. Regional Office : Jaipur : C-18, Silver Square Building, 3rd Floor, 19-23 & 27-

29,Bhagwan Das Road, C-Scheme, Near Raj Mandir, Jaipur-302001. Ph. : +91-141- 5107307, 2378198/99, Branch Office: Jodhpur: Parsvnath City, Pal-Sangaria Bye Pass, 200 Feet Wide Road, Near

Sangaria Fatak, Sangaria, Jodhpur, Ph. : +91-291-5133029 Regional Office: Chennai: N-15, Old No 6, Cenotaph Road, 2nd Lane, Teynampet, Chennai - 600 018, Ph.: +91-44-

24336460/61/62. Regional Office : Dehradun : 103, Rajpur Road, Dehradun: -248001. Ph. : +91-135-2744205. Regional Office: Lucknow: Parsvnath Planet, TCG8/8 &

9/9, Vibhutikhand, Gomti Nagar, Lucknow- 226010, Ph. : +91-522-3238883. Branch Office: Agra: Parsvnath Panchvati, Plot No.4 & 5, Taj Nagri, Phase-II, Fatehabad Road, Agra, Ph. : +91-562-3242193

Branch Office: Saharanpur : Parsvnath Plaza, Court Road, Saharanpur, Ph. : +91-132-2731363/64, 2712074. Branch Office: Moradabad: Parsvnath Plaza-1, Mansarovar Scheme, Delhi Road,

Moradabad. Ph. : +91-591- 2481015, 2486029

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