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_--_ _----------------------------------shy
Independent Auditors Report To the Members of GMR Infrastructure (Cyprus) Limited
PricewablmouseCoopers Limited
JuQa House 3 Themistocles OeMs Street CY-10e6 Nicosia
POBox 21612 CYmiddot1591 Nicosia Cyprus Telephone f- 357 bull 22555000 Facsimle + 357 bull 22555001 wwwpwccomlcy
Report on the Financial Statements
We have audited the accompanying financial statements of GMR Infrastructure (Cyprus) Limited (the Company) which comprise the statement of financial position as at 31 March 2010 and the statements of income comprehensive income changes in equity and cash flows for the year then ended and a summary of significant accounting policies and other explanatory notes_
Board of Directors Responsibility for the Financial Statements
The Board of Directors is responsible for the preparation of financial statements that give a true and fair view in accordance with International Financial Reporting Standards as adopted by the European Union (EU) and the requirements of the Cyprus Companies Law Cap 113 This responsibility includes designing implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement whether due to fraud or error selecting and applying appropriate accounting policies and making accounting estimates that are reasonable in the circumstances_
Auditors Responsibility
OUf responsibility is to express an opinion on these financia statements based on our audit We conducted our audit in accordance with International Standards on Auditing Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements The procedures selected depend on the auditors judgment inciuding the assessment of the risks of material misstatement of the financial statements whether due to fraud or error In making those risk assessments the auditor considers internal control relevant to the entitys preparation of financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of the entitys internal control An audit also includes evaluati-ng the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Board of Directors as well as evaluating the overall presentation of the financial statements
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion
80anf Members tgth~gt~ K Pilide-$ (CEO Dinos N Papadophl~$ middot)t~puty CEO) Panikeli N1simli Ch$4ikis S j~ Sl~phl)S 0 Stephanide$ COstas t KatlJtC0rh~illjtlnoll George Foradri costas M NiCOla~ r~l)s M LOizOu vasitis ~11iou Allowulllj S PItllS Sawas C Micttaif ecw~ l MH+1 11141lt)pound Cllristos M TherrustocicofJS f3tliVc - 1ollli Nicos A Neopllyteu Qcorge IIA ~Ii Hllelt G Effl~lt t~kos MTheodorou S1el-s Cno~ntUlOJ T~ P~iouAnCreilt l Co~5antiOldfiamp Thea p~gt Comofalrtirlos Cmiddot lt~rlliMj Petros C Petfikis PfiItppos C Scsefc Eeruos C E~iou Christos Tsolakls Nitclt A ThSoooulou Mkos T tilkolaides Cieo A rtlmiddot1p-)-cioo Marios S Andreou Nfwa P Chmshmiddot~$ Atam Tavillen CM1amptantinos I-ol$ $llVfOS A Iltaftamis ~A Kaponidf-gt_ Tgto N N-oas ChryslWO$ KPetek3tlQS Eftyclc- E01l0 GeoroeC lambrouChffli Odyssc(l~ ConslantiflO$ LKapsali5 ~e~AVlolars fltll_tllS Ha-djltUeas p~ N Maroodiu OitdOcf$ of Opa~jOM AodmollS AristtOotl Achifleas ChrysafdhG G~onll SIIBpOulatOS Demetns V Psa11$ G~c- t )iUlMU George C Kalamias MiChac~ vII Marioo G Me-l3i1des SOp~~A $Olt4nv(gt v -gt1)5- TeeW1fhiCSe3 Antofiti ChristOcentCIJIrjO -3 C Lo~(u
Prieewa~e(he-IS~Cojo(i _lJ is n private Mm~rry Rc-Qlsl~ in CJpn~ N 143594)
Opinion
In our opinion the financial statements give a true and fair view of the financial position of GMR Infrastructure (Cyprus) Limited as at 31 March 2010 and of its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards as adopted by the EU and the requirements of the Cyprus Companies Law Cap 113
Emphasis ofmatter
Without qualifying OUf opinion we draw attention to Note 20 of these financial statements which refer to the investments made by companys step down subsidiary GMR Energy Global Limited in GMR Holdings Malta Limited The non statutory consolidated financial statements for the period ended December 312009 of GMR Holdings Malta Limited include reference to a material uncertainty about the Groups ability to continue as a going concern This condition indicate the existence of a material uncertainty which may cast doubt about the companys ability to continue as going concern
Report on Other Legal and Regulatory Requirements
Pursuant to the requirements of the Cyprus Companies Law Cap 113 we report the following
III We have obtained all the information and explanations we considered necessary for the purposes of our audit
In our opinion proper books of account have been kept by the Company
$ The Companys financial statements are in agreement with the books of account
o In our opinion and to the best of our information and according to the explanations given to us the financial statements give the information required by the Cyprus Companies Law Cap 113 in the manner so required
In our opinion the information given in the report of the Board of Directors is consistent with the financial statements
Other Matter
This report including the opinion has been prepared for and only for the Companys members as a body in accordance with Section 156 of the Cyprus Companies Law Cap 113 and for no other purpose We do not in giving this opinion accept or assume responsibility for any other purpose or to any other person to whose knowledge this report may come to
PricewaterhouseCoopers Limited Chartered Accountants
gtlicasia 21 May
GMR Infrastructure (Cyprus) Limited
Income statement for the year ended 31 March 2010
Note 2010 US$
As restated 2009 US$
Administrative expenses Other income 5
(74278) 1182431
(40978) 8750
Operating profitl(loss) 1108153 (32228)
Finance costs 7 (672534) (657372)
Profitf(loss before tax 435619 (689aOO)
Income tax expense 8 118243) (2847)
Profitf(loss) for the year 317376 692447)
The notes on pages 11 to 26 are an integral part of these financial statements
(6)
GMR Infrastructure (Cyprus) Limited
Statement of comprehensive income for the year ended 31 March 2010
As restated 2010 200g US$ USS
Profitf(loss) for the year 317376 _bullj~92447)
Total comprehensive income for the year
Items in the statement above are disclosed net of tax The income tax relating to each component of other comprehensive income is disclosed in Note 8
The notes on pages 11 to 26 are an integral part of these financial statements
GMR Infrastructure (Cyprus) Limited
Statement of financial position at 31 March 2010
Assets Non-current assets Investment in subsidiaries
Current assets Receivables Cash and cash equivalents
Total assets
Equity and liabilities Capital and reserves Share capital Share premium Accumulated losses
Total equity
Current liabilities Payables Current income tax liabilities Borrowings
Total equity and liabilities
Note
11
13 14
15 15
As restated 2010 2009 US$ US$
196108174 138700000
3338 3242 48844165 69942
48847503 73184
244955677 138773184
6322 6322 10615909 10615909
393293) 710669)
10228938 9911562
18 204225146 128859040 2582 2582
17 30499011
234726739 128861622
244955677 138773184
On 21 May 2010 the Board of Directors of GMR Infrastructure (Cyprus) limited Euthorised these financial statements for issue
Michalakis Ha~h- _ D~ector
Menikq- armakou r ector
The notes on pages 11 to 26 are an integral part of these financial statements
(8)
GMR Infrastructure (Cyprus) Limited
Statement of changes in equity for the year ended 31 March 2010
AccumulatedShare capital
US$
Share premium
US$ 1055es(l) (2)
US$ Total (2)
USS
Balance at I April 2008 867490 (18222) 854008
Comprehensive income Loss for the year (692447) (692447)
Transactions with owners Issue of shares
Balance at 31 March 20091 April 2009
1582
6322
9748419
10615909 (710669)
9750001
991U62
Comprehensive income Profit for the year 317376 317376
Balance at 31 March 2010 6322 10615909 (393293) 10228938
(I) Companies which do not distribute 70 of their profits after tax as defined by the Special Contribution for the Defence of the Republic law during the two years after the end of the year of assessment to which the profits refer will be deemed to have distributed this amount as dividend Special contribution for defence at 15 will be payable on such deemed dividend to the extent that the shareholders (individuals and companies) at the end of the period of two years from the end of the year of assessment to which the profits refer are Cyprus tax residents The amount of this deemed dividend distribution is reduced by any actual dividend paid out of the profits of the relevant year at any tlme This special contribution for defence is paid by the Company for the account of the shareholders
2) In 2009 the Directors ofthe Company decided to change the functional and presentation currency from the Euro (EUR) to US Dollars (USD) as they were of the opinion that is the currency thaI best reflects the primary economic environment in which the entity operates The change in the currency was accounted for in accordance with the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change on these financial statements is summarised in Note 16
The notes on pages 11 to 26 are an integral part of these financial statements
(9)
GMR Infrastructure (Cyprus) Limited
Statement of cash flows for the year ended 31 March 2010
Cash flows from operating activities Protitl(loss) before tax Adjustments for
interest income interest expense
Changes in working capital Receivables Payables
Cash generated from operations
Tax paid
Net cash from operating activities
Cash flows from investing activities Purchases of subsidiaries Proceeds from sale of subsidiaries Interest received
Net cash used in investing activities
Cash flows from financing activities Proceeds from issuance of ordinary shares Proceeds from loans from related parties Interest paid
Net cash from finanCing activities
Net increase in cash and cash equivalents Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Note 2010 US$
As restated 2009 US$
435619 (689600)
5 7
(1182431) 499011
(8750) 7
(247801) (698343)
(96) 1734073 75366106 127966470
75118209
11S243)
129002200
74999966 129002200
11 (5740S174) (138700000) 4759
1182431 8750
(56225743) (138686491 )
15 9750001 19(iii) 30499011
1499011) (7)
30000000 9749994
48774223 65703 69942 4239
48844165 6994214
The notes on pages 11 to 26 are an integral part of these financial statements
(10)
GMR Infrastructure (Cyprus) Limited
Notes to the financial statements
1 General information
Country of incorporation
The Company is incorporated and domiciled in Cyprus as a private limited liability company in accordance with the provisions of the Cyprus Companies Law Cap 113 registered office is at 3 Themistocles Dervis Street Julia House 1066 Nicosia Cyprus
Principal activities
The principal activity of the Company which is unchanged from last year is the holding of investments
2 Summary of significant accounting policies
The principal accounting policies applied in the preparation of these financial statements are set out below These policies have been consistently applied to all years presented in these financial statements unless otherwise stated
Basis of preparation
The financial statements of the Company have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU) and the requirements of the Cyprus Companies Law Cap 113
As of the date of the authorisation of the financial statements all International Financial Reporting Standards issued by the International Accounting Standards Board (lASS) that are effective as of 1 April 2009 have been adopted by the EU through the endorsement procedure established by the European Commission with the exception of the following
(i) Certain provisions of lAS 39 Financial Instruments Recognition and Measurement relating to portfolio hedge accounting
(ii) Improvements to IFRSs 2009
In addition the following interpretations have been endorsed however their effective dates are not the same although an entity may choose to early adopt them
0) IFRIC 12 Concession Arrangements
tii) IFRIC 15 Agreements for the construction of real estate and
liii) IFRIC 16 Hedges of a Net Investment in a Foreign Operation
The Company is not required by the Companies Law Cap113 to prepare consolidated financial statements because the Company and its subsidiaries constitute a small sized group as defined by the Law and the Company does not intend to issue consolidated financial statements for the year ended 31 March 2010
~ 1
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Basis of preparation (continued)
The European Commission has concluded that since parent companies are required by the EU 4th Directive to prepare their separate financial statements and since the Companies Law Cap113 requires the preparation of such financial statements in accordance with IFRS as adopted by the EU the provisions in lAS 27 middotConsolidated and Separate Financial Statementsn requiring the preparation of consolidated financial statements in accordance with IFRS do not apply
The financial statements have been prepared under the historical cost convention
The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates and requires management to exercise Its judgment in the process of applying the Companys accounting policies The areas involving a higher degree of judgment or complexity or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 4
Adoption of new and revised IFRSs
During the current year the Company adopted all the new and revised International Financial Reporting Standards (lFRS) that are relevant to its operations and are effective for accounting periods beginning on 1 April 2009 This adoption did not have a material effect on the accounting poliCies of the Company with the exception of the following
(i) lAS 1 (revised) Presentation of financial statements as a result of the adoption of which the Company presents in the statement of changes in equity all owner changes in equity whereas all non-owner changes in equity are presented in the statement of comprehensive income Comparatlve information has been reshypresented so that it is also in conformity with the revised standard The change in the accounting policy impacts only presentation aspects
(ii) IFRS 7 Financial Instruments-Disclosures (amendment) as a result of the adoption of which the Company provides additional disclosures in relation to the fair value measurements of its financial instruments by level of a fair value measurement hierarchy
At the date of approval of these financial statements standards and interpretations were issued by the International Accounting Standards Board which were not yet effective Some of them were adopted by the European Union and others not yet The Board of Directors expects that the adoption of these financial reporting standards in future periods will not have a matena effect on the financial statements of the Company
Revenue recognition
The Company recognises revenue when the amount of revenue can be reliably estimated it is probable that future economic benefits will flow to the entity and when specific criteria have been met for each of the Companys activities as described below
(12)
2
GNIR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Revenue recognition (continued)
(I) Interest income
Interest income is recognised on a time proportion basis using the effective interest method When a loan or receivable is impaired the Company reduces the carrying amount to its recoverable amount being the estimated future cash flows discounted at the original effective interest rate of the instrument and continues unwinding the discount as interest income Interest income on impaired loans anG receivables are recognised using the original effective interest rate
Foreign currency translation
(i) Functional and presentation currency
Items included in the Companys financial statements are measured using the currency of the primary economic environment in which the entity operates (the functional currency) The financial statements are presented in US dollars (US$) which is the Companys functional and presentation currency In 2009 the Directors of the Company decided to change the functional and presentation currency from the Euro (EUR) to US Doflars (USD) as they were of the opinion thaZ is the currency that best reflects the primary economic environment in which the entity operates The change in the currency was accounted for in accordance with the requirements of lAS 8 Accounting Policies Changes in Accounting Estimate~ and Errors The impact of the change on these financial statements is summarised in Note 16
(Ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where iterim are re-measured Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement
Tax
The tax expense for the period comprises current and deferred tax Tax is recognised in the income statement except to the extent that it relates to items recognised in other comprehensive income or directly in equity In this case the tax is also recognised in OIlEif
comprehensive income or directly in equity respectively
(13)
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Tax (continued)
Deferred income tax is recognised using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements However the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of transaction affects neither accounting nor taxable profit or loss Deferred income tax is determined using tax rates and laws that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled
Deferred income tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised
Financial assets
(i) Classification
The Company classifies its financial assets in loans and receivables The classification depends on the purpose for which the financial assets were acquired Management determines the classification of financial assets at initial recognition
~ Loans and receivables
Loans and receivables are non derivative financial assets with fixed or determinable payments that are not quoted in an active market and for which there is no intention of trading the receivable They are included in current assets except for maturities greater than twelve months after the balance sheet date These are classified as non current assets The Companys loans and receivables comprise trade and other receivables and cash and cash equivalents in the balance sheet
Subsidiaries at cost
Subsidiaries are all entities (including special purpose entities) over which the Company has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights The Company carries the investments in subsidiaries at cost less any impairment in its separate financial statements
Receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method less provision for impairment
(14)
GMR Infrastructure (Cyprus) Limited
2 Summary of significant accounting policies (continued)
Share capital
Ordinary shares are classified as equity
incremental costs directly attributable to the issue of new shares are shown in equity as a deduction net of tax from the proceeds
Any excess of the fair value of consideration received over the par value of shares issued is recognised as share premium
Borrowings
Borrowings are recognised initially at fair value net of transaction costs incurred Borrowings are subsequently stated at amortised cost Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the incomE statement over the period of the borrowings using the effective interest method unless they are directly attributable to the acquisition construction or production of a qualifying asset in which case they are capitalised as part of the cost of that asset
Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least twelve months after the balance sheet date
PayabJes
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method
Cash and cash equivalents
Cash and cash equivalents include cash in hand deposits held at call with banks and bank overdrafts In the balance sheet bank overdrafts are shown within borrowings in current liab1lities
Comparatives
Where necessary comparative figures have been adjusted to conform with changes in presentation in the current year
3 Financiai risk management
0) Financial risk factors
The Companys activities expose it to a variety of financial risks market risk (including cash flow interest rate risk) credit risk and liquidity risk
~ ~ t -
3
GMR Infrastructure (Cyprus) Limited
Financial risk management (continued)
(i) Financial risk factors (continued)
The Company does not have a formal risk management policy programme Instead the succeptibility of the Companys to financial risks such as cash flow interest rate risk credit risk and liquidity risk is monitored as part of its daily management of the business
bull Market risk
Cash flow and fair value interest rate risk
As the Company has no significant interest~bearing assets the Companys income and operating cash flows are substantially independent of changes in market interest rates
The Companys management monitors the interest rate fluctuations on a continuous basis and acts accordingly
Credit risk
Credit risk arises from cash and cash equivalents and deposits with banks
For banks and financial institutions only independently rated parties with a minimum rating of A and B are accepted
The table below shows the balance held with the two banks at the balance sheet date
31 March 2010
Rating Balance US$
Barclays PLC EFG Eurobank Ergasias SA
Aa3 Baa3
3429 48840736
48844165
liquidity risk
The table below analyses the Companys financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date The amounts disclosed in the table are the contractual undiscounted cash flows Balances due within 12 months equal their carrying balances as the impact of discounting is not significant
(16)
GMR Infrastructure (Cyprus) Limited
3 Financial risk management (continued)
(i) Financial risk factors (continued)
Less than 1 year US$
At 31 March 2009 Payables 128859041 Current Income Tax liabilities 2582
128861623
Less than 1 year US$
At 31 March 2010 Borrowings 30499011 Payables 204225148 Current Income Tax liabilities 2582
234726741
Management does not have a formal policy for rnanaging IiquKllllil risk
(ii) Capital risk management
The capital as defined by management at 31 March 20 was as fOlO~IlmiddotS
As restated 201~ 2009 US$ US$
Total borrowings (Note 17) 30499011 Less cash and cash equivalents (Note 14) 488441G~ (69942)
Net debt (18345154) (69942)
Total equity 1 O2289lpound
Total capita as defined by management (811621~f 9841620
Gearing ratio NA
4 Critical accounting estimates and judgements
Estimates and judgements are continuaily evaluated and are based on historicd experience and other factors including expectations of future events that are bieved to be reasonable under the circumstances
(7)
4
GMR Infrastructure (Cyprus) Limited
Critical accounting estimates and judgements (continued)
bull Income taxes
Significant judgment is required in determining the provision for income taxes There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due Where the final tax outcome of these matters is different from the amounts that were initially recorded such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made
Functional Currency
The Company has determined the currency of its primary economic environment to be the US dollars in accordance with the requirements of lAS 21 The effects of changes in foreign exchange rates The Companys rationale for this conclusion was based on the requirements of lAS 21 in paragraphs 9 10 and 11 The primary indicators envisaged by lAS 21 indicate towards the USD as it is the currency that most faithfully represents the economic effects of its underlying transactions events and conditions
(i) Critical judgements in applying the Companys accounting policies
$ Related party transactions
In the normal course of the business the Company enters into transactions with its related parties Judgement is applied in determining if transactions are priced at market or non-market rates where there is no active market for such transactions
Impairment of investments
The Company follows the guidance of lAS 36 for subsidiaries on determining when an investment is other-than-temporarily impaired This determination required significant judgement especially for unquoted investments In making this judgement the Company evaluates among other factors the duration and extent to which the fair value of an investment is less than its cost and the financial health and near-term business outlook for the investee based primarily on the current financial statement of the companies concerned
At the end of the period the Companys management have concluded that the investments are not impaired
(18)
GMR Infrastructure (Cyprus) limited
5 Other income
Interest income Bank balances
Expenses by nature
Auditors remuneration Other expenses Photocopies Printing ampStationary Telephones amp Faxes Accounting and Administrative Fees Legal Fees Secretarial Fees Bank signatory fees Registered office fees Legalization of documents Professional tax Transation fees Bank charges Unrecoverable VAT Directors Fees (Note 19(iraquo
Total expenses
7 Finance costs
Interest expense Bank borrowings Loans from related parties (Note 19(iii))
Net foreign exchange transaction loss
Tax
Current tax charge Defence contribution
Income tax expense
As restated 2010 2009 US$ US$
1182431 8750
As restated 201(1 2009 US$ US$
6787 3000 10 24
849 1710 621
45918 23952 3798
743 372 502 279 635
3366 9159
74278
As restated 2010 2009 US$ US$
7 499011
173523- 657365
672534 657372
2010 US$
As restated 2009 US$
2847
(19)
2847
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
Opinion
In our opinion the financial statements give a true and fair view of the financial position of GMR Infrastructure (Cyprus) Limited as at 31 March 2010 and of its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards as adopted by the EU and the requirements of the Cyprus Companies Law Cap 113
Emphasis ofmatter
Without qualifying OUf opinion we draw attention to Note 20 of these financial statements which refer to the investments made by companys step down subsidiary GMR Energy Global Limited in GMR Holdings Malta Limited The non statutory consolidated financial statements for the period ended December 312009 of GMR Holdings Malta Limited include reference to a material uncertainty about the Groups ability to continue as a going concern This condition indicate the existence of a material uncertainty which may cast doubt about the companys ability to continue as going concern
Report on Other Legal and Regulatory Requirements
Pursuant to the requirements of the Cyprus Companies Law Cap 113 we report the following
III We have obtained all the information and explanations we considered necessary for the purposes of our audit
In our opinion proper books of account have been kept by the Company
$ The Companys financial statements are in agreement with the books of account
o In our opinion and to the best of our information and according to the explanations given to us the financial statements give the information required by the Cyprus Companies Law Cap 113 in the manner so required
In our opinion the information given in the report of the Board of Directors is consistent with the financial statements
Other Matter
This report including the opinion has been prepared for and only for the Companys members as a body in accordance with Section 156 of the Cyprus Companies Law Cap 113 and for no other purpose We do not in giving this opinion accept or assume responsibility for any other purpose or to any other person to whose knowledge this report may come to
PricewaterhouseCoopers Limited Chartered Accountants
gtlicasia 21 May
GMR Infrastructure (Cyprus) Limited
Income statement for the year ended 31 March 2010
Note 2010 US$
As restated 2009 US$
Administrative expenses Other income 5
(74278) 1182431
(40978) 8750
Operating profitl(loss) 1108153 (32228)
Finance costs 7 (672534) (657372)
Profitf(loss before tax 435619 (689aOO)
Income tax expense 8 118243) (2847)
Profitf(loss) for the year 317376 692447)
The notes on pages 11 to 26 are an integral part of these financial statements
(6)
GMR Infrastructure (Cyprus) Limited
Statement of comprehensive income for the year ended 31 March 2010
As restated 2010 200g US$ USS
Profitf(loss) for the year 317376 _bullj~92447)
Total comprehensive income for the year
Items in the statement above are disclosed net of tax The income tax relating to each component of other comprehensive income is disclosed in Note 8
The notes on pages 11 to 26 are an integral part of these financial statements
GMR Infrastructure (Cyprus) Limited
Statement of financial position at 31 March 2010
Assets Non-current assets Investment in subsidiaries
Current assets Receivables Cash and cash equivalents
Total assets
Equity and liabilities Capital and reserves Share capital Share premium Accumulated losses
Total equity
Current liabilities Payables Current income tax liabilities Borrowings
Total equity and liabilities
Note
11
13 14
15 15
As restated 2010 2009 US$ US$
196108174 138700000
3338 3242 48844165 69942
48847503 73184
244955677 138773184
6322 6322 10615909 10615909
393293) 710669)
10228938 9911562
18 204225146 128859040 2582 2582
17 30499011
234726739 128861622
244955677 138773184
On 21 May 2010 the Board of Directors of GMR Infrastructure (Cyprus) limited Euthorised these financial statements for issue
Michalakis Ha~h- _ D~ector
Menikq- armakou r ector
The notes on pages 11 to 26 are an integral part of these financial statements
(8)
GMR Infrastructure (Cyprus) Limited
Statement of changes in equity for the year ended 31 March 2010
AccumulatedShare capital
US$
Share premium
US$ 1055es(l) (2)
US$ Total (2)
USS
Balance at I April 2008 867490 (18222) 854008
Comprehensive income Loss for the year (692447) (692447)
Transactions with owners Issue of shares
Balance at 31 March 20091 April 2009
1582
6322
9748419
10615909 (710669)
9750001
991U62
Comprehensive income Profit for the year 317376 317376
Balance at 31 March 2010 6322 10615909 (393293) 10228938
(I) Companies which do not distribute 70 of their profits after tax as defined by the Special Contribution for the Defence of the Republic law during the two years after the end of the year of assessment to which the profits refer will be deemed to have distributed this amount as dividend Special contribution for defence at 15 will be payable on such deemed dividend to the extent that the shareholders (individuals and companies) at the end of the period of two years from the end of the year of assessment to which the profits refer are Cyprus tax residents The amount of this deemed dividend distribution is reduced by any actual dividend paid out of the profits of the relevant year at any tlme This special contribution for defence is paid by the Company for the account of the shareholders
2) In 2009 the Directors ofthe Company decided to change the functional and presentation currency from the Euro (EUR) to US Dollars (USD) as they were of the opinion that is the currency thaI best reflects the primary economic environment in which the entity operates The change in the currency was accounted for in accordance with the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change on these financial statements is summarised in Note 16
The notes on pages 11 to 26 are an integral part of these financial statements
(9)
GMR Infrastructure (Cyprus) Limited
Statement of cash flows for the year ended 31 March 2010
Cash flows from operating activities Protitl(loss) before tax Adjustments for
interest income interest expense
Changes in working capital Receivables Payables
Cash generated from operations
Tax paid
Net cash from operating activities
Cash flows from investing activities Purchases of subsidiaries Proceeds from sale of subsidiaries Interest received
Net cash used in investing activities
Cash flows from financing activities Proceeds from issuance of ordinary shares Proceeds from loans from related parties Interest paid
Net cash from finanCing activities
Net increase in cash and cash equivalents Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Note 2010 US$
As restated 2009 US$
435619 (689600)
5 7
(1182431) 499011
(8750) 7
(247801) (698343)
(96) 1734073 75366106 127966470
75118209
11S243)
129002200
74999966 129002200
11 (5740S174) (138700000) 4759
1182431 8750
(56225743) (138686491 )
15 9750001 19(iii) 30499011
1499011) (7)
30000000 9749994
48774223 65703 69942 4239
48844165 6994214
The notes on pages 11 to 26 are an integral part of these financial statements
(10)
GMR Infrastructure (Cyprus) Limited
Notes to the financial statements
1 General information
Country of incorporation
The Company is incorporated and domiciled in Cyprus as a private limited liability company in accordance with the provisions of the Cyprus Companies Law Cap 113 registered office is at 3 Themistocles Dervis Street Julia House 1066 Nicosia Cyprus
Principal activities
The principal activity of the Company which is unchanged from last year is the holding of investments
2 Summary of significant accounting policies
The principal accounting policies applied in the preparation of these financial statements are set out below These policies have been consistently applied to all years presented in these financial statements unless otherwise stated
Basis of preparation
The financial statements of the Company have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU) and the requirements of the Cyprus Companies Law Cap 113
As of the date of the authorisation of the financial statements all International Financial Reporting Standards issued by the International Accounting Standards Board (lASS) that are effective as of 1 April 2009 have been adopted by the EU through the endorsement procedure established by the European Commission with the exception of the following
(i) Certain provisions of lAS 39 Financial Instruments Recognition and Measurement relating to portfolio hedge accounting
(ii) Improvements to IFRSs 2009
In addition the following interpretations have been endorsed however their effective dates are not the same although an entity may choose to early adopt them
0) IFRIC 12 Concession Arrangements
tii) IFRIC 15 Agreements for the construction of real estate and
liii) IFRIC 16 Hedges of a Net Investment in a Foreign Operation
The Company is not required by the Companies Law Cap113 to prepare consolidated financial statements because the Company and its subsidiaries constitute a small sized group as defined by the Law and the Company does not intend to issue consolidated financial statements for the year ended 31 March 2010
~ 1
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Basis of preparation (continued)
The European Commission has concluded that since parent companies are required by the EU 4th Directive to prepare their separate financial statements and since the Companies Law Cap113 requires the preparation of such financial statements in accordance with IFRS as adopted by the EU the provisions in lAS 27 middotConsolidated and Separate Financial Statementsn requiring the preparation of consolidated financial statements in accordance with IFRS do not apply
The financial statements have been prepared under the historical cost convention
The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates and requires management to exercise Its judgment in the process of applying the Companys accounting policies The areas involving a higher degree of judgment or complexity or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 4
Adoption of new and revised IFRSs
During the current year the Company adopted all the new and revised International Financial Reporting Standards (lFRS) that are relevant to its operations and are effective for accounting periods beginning on 1 April 2009 This adoption did not have a material effect on the accounting poliCies of the Company with the exception of the following
(i) lAS 1 (revised) Presentation of financial statements as a result of the adoption of which the Company presents in the statement of changes in equity all owner changes in equity whereas all non-owner changes in equity are presented in the statement of comprehensive income Comparatlve information has been reshypresented so that it is also in conformity with the revised standard The change in the accounting policy impacts only presentation aspects
(ii) IFRS 7 Financial Instruments-Disclosures (amendment) as a result of the adoption of which the Company provides additional disclosures in relation to the fair value measurements of its financial instruments by level of a fair value measurement hierarchy
At the date of approval of these financial statements standards and interpretations were issued by the International Accounting Standards Board which were not yet effective Some of them were adopted by the European Union and others not yet The Board of Directors expects that the adoption of these financial reporting standards in future periods will not have a matena effect on the financial statements of the Company
Revenue recognition
The Company recognises revenue when the amount of revenue can be reliably estimated it is probable that future economic benefits will flow to the entity and when specific criteria have been met for each of the Companys activities as described below
(12)
2
GNIR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Revenue recognition (continued)
(I) Interest income
Interest income is recognised on a time proportion basis using the effective interest method When a loan or receivable is impaired the Company reduces the carrying amount to its recoverable amount being the estimated future cash flows discounted at the original effective interest rate of the instrument and continues unwinding the discount as interest income Interest income on impaired loans anG receivables are recognised using the original effective interest rate
Foreign currency translation
(i) Functional and presentation currency
Items included in the Companys financial statements are measured using the currency of the primary economic environment in which the entity operates (the functional currency) The financial statements are presented in US dollars (US$) which is the Companys functional and presentation currency In 2009 the Directors of the Company decided to change the functional and presentation currency from the Euro (EUR) to US Doflars (USD) as they were of the opinion thaZ is the currency that best reflects the primary economic environment in which the entity operates The change in the currency was accounted for in accordance with the requirements of lAS 8 Accounting Policies Changes in Accounting Estimate~ and Errors The impact of the change on these financial statements is summarised in Note 16
(Ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where iterim are re-measured Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement
Tax
The tax expense for the period comprises current and deferred tax Tax is recognised in the income statement except to the extent that it relates to items recognised in other comprehensive income or directly in equity In this case the tax is also recognised in OIlEif
comprehensive income or directly in equity respectively
(13)
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Tax (continued)
Deferred income tax is recognised using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements However the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of transaction affects neither accounting nor taxable profit or loss Deferred income tax is determined using tax rates and laws that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled
Deferred income tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised
Financial assets
(i) Classification
The Company classifies its financial assets in loans and receivables The classification depends on the purpose for which the financial assets were acquired Management determines the classification of financial assets at initial recognition
~ Loans and receivables
Loans and receivables are non derivative financial assets with fixed or determinable payments that are not quoted in an active market and for which there is no intention of trading the receivable They are included in current assets except for maturities greater than twelve months after the balance sheet date These are classified as non current assets The Companys loans and receivables comprise trade and other receivables and cash and cash equivalents in the balance sheet
Subsidiaries at cost
Subsidiaries are all entities (including special purpose entities) over which the Company has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights The Company carries the investments in subsidiaries at cost less any impairment in its separate financial statements
Receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method less provision for impairment
(14)
GMR Infrastructure (Cyprus) Limited
2 Summary of significant accounting policies (continued)
Share capital
Ordinary shares are classified as equity
incremental costs directly attributable to the issue of new shares are shown in equity as a deduction net of tax from the proceeds
Any excess of the fair value of consideration received over the par value of shares issued is recognised as share premium
Borrowings
Borrowings are recognised initially at fair value net of transaction costs incurred Borrowings are subsequently stated at amortised cost Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the incomE statement over the period of the borrowings using the effective interest method unless they are directly attributable to the acquisition construction or production of a qualifying asset in which case they are capitalised as part of the cost of that asset
Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least twelve months after the balance sheet date
PayabJes
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method
Cash and cash equivalents
Cash and cash equivalents include cash in hand deposits held at call with banks and bank overdrafts In the balance sheet bank overdrafts are shown within borrowings in current liab1lities
Comparatives
Where necessary comparative figures have been adjusted to conform with changes in presentation in the current year
3 Financiai risk management
0) Financial risk factors
The Companys activities expose it to a variety of financial risks market risk (including cash flow interest rate risk) credit risk and liquidity risk
~ ~ t -
3
GMR Infrastructure (Cyprus) Limited
Financial risk management (continued)
(i) Financial risk factors (continued)
The Company does not have a formal risk management policy programme Instead the succeptibility of the Companys to financial risks such as cash flow interest rate risk credit risk and liquidity risk is monitored as part of its daily management of the business
bull Market risk
Cash flow and fair value interest rate risk
As the Company has no significant interest~bearing assets the Companys income and operating cash flows are substantially independent of changes in market interest rates
The Companys management monitors the interest rate fluctuations on a continuous basis and acts accordingly
Credit risk
Credit risk arises from cash and cash equivalents and deposits with banks
For banks and financial institutions only independently rated parties with a minimum rating of A and B are accepted
The table below shows the balance held with the two banks at the balance sheet date
31 March 2010
Rating Balance US$
Barclays PLC EFG Eurobank Ergasias SA
Aa3 Baa3
3429 48840736
48844165
liquidity risk
The table below analyses the Companys financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date The amounts disclosed in the table are the contractual undiscounted cash flows Balances due within 12 months equal their carrying balances as the impact of discounting is not significant
(16)
GMR Infrastructure (Cyprus) Limited
3 Financial risk management (continued)
(i) Financial risk factors (continued)
Less than 1 year US$
At 31 March 2009 Payables 128859041 Current Income Tax liabilities 2582
128861623
Less than 1 year US$
At 31 March 2010 Borrowings 30499011 Payables 204225148 Current Income Tax liabilities 2582
234726741
Management does not have a formal policy for rnanaging IiquKllllil risk
(ii) Capital risk management
The capital as defined by management at 31 March 20 was as fOlO~IlmiddotS
As restated 201~ 2009 US$ US$
Total borrowings (Note 17) 30499011 Less cash and cash equivalents (Note 14) 488441G~ (69942)
Net debt (18345154) (69942)
Total equity 1 O2289lpound
Total capita as defined by management (811621~f 9841620
Gearing ratio NA
4 Critical accounting estimates and judgements
Estimates and judgements are continuaily evaluated and are based on historicd experience and other factors including expectations of future events that are bieved to be reasonable under the circumstances
(7)
4
GMR Infrastructure (Cyprus) Limited
Critical accounting estimates and judgements (continued)
bull Income taxes
Significant judgment is required in determining the provision for income taxes There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due Where the final tax outcome of these matters is different from the amounts that were initially recorded such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made
Functional Currency
The Company has determined the currency of its primary economic environment to be the US dollars in accordance with the requirements of lAS 21 The effects of changes in foreign exchange rates The Companys rationale for this conclusion was based on the requirements of lAS 21 in paragraphs 9 10 and 11 The primary indicators envisaged by lAS 21 indicate towards the USD as it is the currency that most faithfully represents the economic effects of its underlying transactions events and conditions
(i) Critical judgements in applying the Companys accounting policies
$ Related party transactions
In the normal course of the business the Company enters into transactions with its related parties Judgement is applied in determining if transactions are priced at market or non-market rates where there is no active market for such transactions
Impairment of investments
The Company follows the guidance of lAS 36 for subsidiaries on determining when an investment is other-than-temporarily impaired This determination required significant judgement especially for unquoted investments In making this judgement the Company evaluates among other factors the duration and extent to which the fair value of an investment is less than its cost and the financial health and near-term business outlook for the investee based primarily on the current financial statement of the companies concerned
At the end of the period the Companys management have concluded that the investments are not impaired
(18)
GMR Infrastructure (Cyprus) limited
5 Other income
Interest income Bank balances
Expenses by nature
Auditors remuneration Other expenses Photocopies Printing ampStationary Telephones amp Faxes Accounting and Administrative Fees Legal Fees Secretarial Fees Bank signatory fees Registered office fees Legalization of documents Professional tax Transation fees Bank charges Unrecoverable VAT Directors Fees (Note 19(iraquo
Total expenses
7 Finance costs
Interest expense Bank borrowings Loans from related parties (Note 19(iii))
Net foreign exchange transaction loss
Tax
Current tax charge Defence contribution
Income tax expense
As restated 2010 2009 US$ US$
1182431 8750
As restated 201(1 2009 US$ US$
6787 3000 10 24
849 1710 621
45918 23952 3798
743 372 502 279 635
3366 9159
74278
As restated 2010 2009 US$ US$
7 499011
173523- 657365
672534 657372
2010 US$
As restated 2009 US$
2847
(19)
2847
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
GMR Infrastructure (Cyprus) Limited
Income statement for the year ended 31 March 2010
Note 2010 US$
As restated 2009 US$
Administrative expenses Other income 5
(74278) 1182431
(40978) 8750
Operating profitl(loss) 1108153 (32228)
Finance costs 7 (672534) (657372)
Profitf(loss before tax 435619 (689aOO)
Income tax expense 8 118243) (2847)
Profitf(loss) for the year 317376 692447)
The notes on pages 11 to 26 are an integral part of these financial statements
(6)
GMR Infrastructure (Cyprus) Limited
Statement of comprehensive income for the year ended 31 March 2010
As restated 2010 200g US$ USS
Profitf(loss) for the year 317376 _bullj~92447)
Total comprehensive income for the year
Items in the statement above are disclosed net of tax The income tax relating to each component of other comprehensive income is disclosed in Note 8
The notes on pages 11 to 26 are an integral part of these financial statements
GMR Infrastructure (Cyprus) Limited
Statement of financial position at 31 March 2010
Assets Non-current assets Investment in subsidiaries
Current assets Receivables Cash and cash equivalents
Total assets
Equity and liabilities Capital and reserves Share capital Share premium Accumulated losses
Total equity
Current liabilities Payables Current income tax liabilities Borrowings
Total equity and liabilities
Note
11
13 14
15 15
As restated 2010 2009 US$ US$
196108174 138700000
3338 3242 48844165 69942
48847503 73184
244955677 138773184
6322 6322 10615909 10615909
393293) 710669)
10228938 9911562
18 204225146 128859040 2582 2582
17 30499011
234726739 128861622
244955677 138773184
On 21 May 2010 the Board of Directors of GMR Infrastructure (Cyprus) limited Euthorised these financial statements for issue
Michalakis Ha~h- _ D~ector
Menikq- armakou r ector
The notes on pages 11 to 26 are an integral part of these financial statements
(8)
GMR Infrastructure (Cyprus) Limited
Statement of changes in equity for the year ended 31 March 2010
AccumulatedShare capital
US$
Share premium
US$ 1055es(l) (2)
US$ Total (2)
USS
Balance at I April 2008 867490 (18222) 854008
Comprehensive income Loss for the year (692447) (692447)
Transactions with owners Issue of shares
Balance at 31 March 20091 April 2009
1582
6322
9748419
10615909 (710669)
9750001
991U62
Comprehensive income Profit for the year 317376 317376
Balance at 31 March 2010 6322 10615909 (393293) 10228938
(I) Companies which do not distribute 70 of their profits after tax as defined by the Special Contribution for the Defence of the Republic law during the two years after the end of the year of assessment to which the profits refer will be deemed to have distributed this amount as dividend Special contribution for defence at 15 will be payable on such deemed dividend to the extent that the shareholders (individuals and companies) at the end of the period of two years from the end of the year of assessment to which the profits refer are Cyprus tax residents The amount of this deemed dividend distribution is reduced by any actual dividend paid out of the profits of the relevant year at any tlme This special contribution for defence is paid by the Company for the account of the shareholders
2) In 2009 the Directors ofthe Company decided to change the functional and presentation currency from the Euro (EUR) to US Dollars (USD) as they were of the opinion that is the currency thaI best reflects the primary economic environment in which the entity operates The change in the currency was accounted for in accordance with the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change on these financial statements is summarised in Note 16
The notes on pages 11 to 26 are an integral part of these financial statements
(9)
GMR Infrastructure (Cyprus) Limited
Statement of cash flows for the year ended 31 March 2010
Cash flows from operating activities Protitl(loss) before tax Adjustments for
interest income interest expense
Changes in working capital Receivables Payables
Cash generated from operations
Tax paid
Net cash from operating activities
Cash flows from investing activities Purchases of subsidiaries Proceeds from sale of subsidiaries Interest received
Net cash used in investing activities
Cash flows from financing activities Proceeds from issuance of ordinary shares Proceeds from loans from related parties Interest paid
Net cash from finanCing activities
Net increase in cash and cash equivalents Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Note 2010 US$
As restated 2009 US$
435619 (689600)
5 7
(1182431) 499011
(8750) 7
(247801) (698343)
(96) 1734073 75366106 127966470
75118209
11S243)
129002200
74999966 129002200
11 (5740S174) (138700000) 4759
1182431 8750
(56225743) (138686491 )
15 9750001 19(iii) 30499011
1499011) (7)
30000000 9749994
48774223 65703 69942 4239
48844165 6994214
The notes on pages 11 to 26 are an integral part of these financial statements
(10)
GMR Infrastructure (Cyprus) Limited
Notes to the financial statements
1 General information
Country of incorporation
The Company is incorporated and domiciled in Cyprus as a private limited liability company in accordance with the provisions of the Cyprus Companies Law Cap 113 registered office is at 3 Themistocles Dervis Street Julia House 1066 Nicosia Cyprus
Principal activities
The principal activity of the Company which is unchanged from last year is the holding of investments
2 Summary of significant accounting policies
The principal accounting policies applied in the preparation of these financial statements are set out below These policies have been consistently applied to all years presented in these financial statements unless otherwise stated
Basis of preparation
The financial statements of the Company have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU) and the requirements of the Cyprus Companies Law Cap 113
As of the date of the authorisation of the financial statements all International Financial Reporting Standards issued by the International Accounting Standards Board (lASS) that are effective as of 1 April 2009 have been adopted by the EU through the endorsement procedure established by the European Commission with the exception of the following
(i) Certain provisions of lAS 39 Financial Instruments Recognition and Measurement relating to portfolio hedge accounting
(ii) Improvements to IFRSs 2009
In addition the following interpretations have been endorsed however their effective dates are not the same although an entity may choose to early adopt them
0) IFRIC 12 Concession Arrangements
tii) IFRIC 15 Agreements for the construction of real estate and
liii) IFRIC 16 Hedges of a Net Investment in a Foreign Operation
The Company is not required by the Companies Law Cap113 to prepare consolidated financial statements because the Company and its subsidiaries constitute a small sized group as defined by the Law and the Company does not intend to issue consolidated financial statements for the year ended 31 March 2010
~ 1
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Basis of preparation (continued)
The European Commission has concluded that since parent companies are required by the EU 4th Directive to prepare their separate financial statements and since the Companies Law Cap113 requires the preparation of such financial statements in accordance with IFRS as adopted by the EU the provisions in lAS 27 middotConsolidated and Separate Financial Statementsn requiring the preparation of consolidated financial statements in accordance with IFRS do not apply
The financial statements have been prepared under the historical cost convention
The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates and requires management to exercise Its judgment in the process of applying the Companys accounting policies The areas involving a higher degree of judgment or complexity or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 4
Adoption of new and revised IFRSs
During the current year the Company adopted all the new and revised International Financial Reporting Standards (lFRS) that are relevant to its operations and are effective for accounting periods beginning on 1 April 2009 This adoption did not have a material effect on the accounting poliCies of the Company with the exception of the following
(i) lAS 1 (revised) Presentation of financial statements as a result of the adoption of which the Company presents in the statement of changes in equity all owner changes in equity whereas all non-owner changes in equity are presented in the statement of comprehensive income Comparatlve information has been reshypresented so that it is also in conformity with the revised standard The change in the accounting policy impacts only presentation aspects
(ii) IFRS 7 Financial Instruments-Disclosures (amendment) as a result of the adoption of which the Company provides additional disclosures in relation to the fair value measurements of its financial instruments by level of a fair value measurement hierarchy
At the date of approval of these financial statements standards and interpretations were issued by the International Accounting Standards Board which were not yet effective Some of them were adopted by the European Union and others not yet The Board of Directors expects that the adoption of these financial reporting standards in future periods will not have a matena effect on the financial statements of the Company
Revenue recognition
The Company recognises revenue when the amount of revenue can be reliably estimated it is probable that future economic benefits will flow to the entity and when specific criteria have been met for each of the Companys activities as described below
(12)
2
GNIR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Revenue recognition (continued)
(I) Interest income
Interest income is recognised on a time proportion basis using the effective interest method When a loan or receivable is impaired the Company reduces the carrying amount to its recoverable amount being the estimated future cash flows discounted at the original effective interest rate of the instrument and continues unwinding the discount as interest income Interest income on impaired loans anG receivables are recognised using the original effective interest rate
Foreign currency translation
(i) Functional and presentation currency
Items included in the Companys financial statements are measured using the currency of the primary economic environment in which the entity operates (the functional currency) The financial statements are presented in US dollars (US$) which is the Companys functional and presentation currency In 2009 the Directors of the Company decided to change the functional and presentation currency from the Euro (EUR) to US Doflars (USD) as they were of the opinion thaZ is the currency that best reflects the primary economic environment in which the entity operates The change in the currency was accounted for in accordance with the requirements of lAS 8 Accounting Policies Changes in Accounting Estimate~ and Errors The impact of the change on these financial statements is summarised in Note 16
(Ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where iterim are re-measured Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement
Tax
The tax expense for the period comprises current and deferred tax Tax is recognised in the income statement except to the extent that it relates to items recognised in other comprehensive income or directly in equity In this case the tax is also recognised in OIlEif
comprehensive income or directly in equity respectively
(13)
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Tax (continued)
Deferred income tax is recognised using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements However the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of transaction affects neither accounting nor taxable profit or loss Deferred income tax is determined using tax rates and laws that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled
Deferred income tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised
Financial assets
(i) Classification
The Company classifies its financial assets in loans and receivables The classification depends on the purpose for which the financial assets were acquired Management determines the classification of financial assets at initial recognition
~ Loans and receivables
Loans and receivables are non derivative financial assets with fixed or determinable payments that are not quoted in an active market and for which there is no intention of trading the receivable They are included in current assets except for maturities greater than twelve months after the balance sheet date These are classified as non current assets The Companys loans and receivables comprise trade and other receivables and cash and cash equivalents in the balance sheet
Subsidiaries at cost
Subsidiaries are all entities (including special purpose entities) over which the Company has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights The Company carries the investments in subsidiaries at cost less any impairment in its separate financial statements
Receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method less provision for impairment
(14)
GMR Infrastructure (Cyprus) Limited
2 Summary of significant accounting policies (continued)
Share capital
Ordinary shares are classified as equity
incremental costs directly attributable to the issue of new shares are shown in equity as a deduction net of tax from the proceeds
Any excess of the fair value of consideration received over the par value of shares issued is recognised as share premium
Borrowings
Borrowings are recognised initially at fair value net of transaction costs incurred Borrowings are subsequently stated at amortised cost Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the incomE statement over the period of the borrowings using the effective interest method unless they are directly attributable to the acquisition construction or production of a qualifying asset in which case they are capitalised as part of the cost of that asset
Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least twelve months after the balance sheet date
PayabJes
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method
Cash and cash equivalents
Cash and cash equivalents include cash in hand deposits held at call with banks and bank overdrafts In the balance sheet bank overdrafts are shown within borrowings in current liab1lities
Comparatives
Where necessary comparative figures have been adjusted to conform with changes in presentation in the current year
3 Financiai risk management
0) Financial risk factors
The Companys activities expose it to a variety of financial risks market risk (including cash flow interest rate risk) credit risk and liquidity risk
~ ~ t -
3
GMR Infrastructure (Cyprus) Limited
Financial risk management (continued)
(i) Financial risk factors (continued)
The Company does not have a formal risk management policy programme Instead the succeptibility of the Companys to financial risks such as cash flow interest rate risk credit risk and liquidity risk is monitored as part of its daily management of the business
bull Market risk
Cash flow and fair value interest rate risk
As the Company has no significant interest~bearing assets the Companys income and operating cash flows are substantially independent of changes in market interest rates
The Companys management monitors the interest rate fluctuations on a continuous basis and acts accordingly
Credit risk
Credit risk arises from cash and cash equivalents and deposits with banks
For banks and financial institutions only independently rated parties with a minimum rating of A and B are accepted
The table below shows the balance held with the two banks at the balance sheet date
31 March 2010
Rating Balance US$
Barclays PLC EFG Eurobank Ergasias SA
Aa3 Baa3
3429 48840736
48844165
liquidity risk
The table below analyses the Companys financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date The amounts disclosed in the table are the contractual undiscounted cash flows Balances due within 12 months equal their carrying balances as the impact of discounting is not significant
(16)
GMR Infrastructure (Cyprus) Limited
3 Financial risk management (continued)
(i) Financial risk factors (continued)
Less than 1 year US$
At 31 March 2009 Payables 128859041 Current Income Tax liabilities 2582
128861623
Less than 1 year US$
At 31 March 2010 Borrowings 30499011 Payables 204225148 Current Income Tax liabilities 2582
234726741
Management does not have a formal policy for rnanaging IiquKllllil risk
(ii) Capital risk management
The capital as defined by management at 31 March 20 was as fOlO~IlmiddotS
As restated 201~ 2009 US$ US$
Total borrowings (Note 17) 30499011 Less cash and cash equivalents (Note 14) 488441G~ (69942)
Net debt (18345154) (69942)
Total equity 1 O2289lpound
Total capita as defined by management (811621~f 9841620
Gearing ratio NA
4 Critical accounting estimates and judgements
Estimates and judgements are continuaily evaluated and are based on historicd experience and other factors including expectations of future events that are bieved to be reasonable under the circumstances
(7)
4
GMR Infrastructure (Cyprus) Limited
Critical accounting estimates and judgements (continued)
bull Income taxes
Significant judgment is required in determining the provision for income taxes There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due Where the final tax outcome of these matters is different from the amounts that were initially recorded such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made
Functional Currency
The Company has determined the currency of its primary economic environment to be the US dollars in accordance with the requirements of lAS 21 The effects of changes in foreign exchange rates The Companys rationale for this conclusion was based on the requirements of lAS 21 in paragraphs 9 10 and 11 The primary indicators envisaged by lAS 21 indicate towards the USD as it is the currency that most faithfully represents the economic effects of its underlying transactions events and conditions
(i) Critical judgements in applying the Companys accounting policies
$ Related party transactions
In the normal course of the business the Company enters into transactions with its related parties Judgement is applied in determining if transactions are priced at market or non-market rates where there is no active market for such transactions
Impairment of investments
The Company follows the guidance of lAS 36 for subsidiaries on determining when an investment is other-than-temporarily impaired This determination required significant judgement especially for unquoted investments In making this judgement the Company evaluates among other factors the duration and extent to which the fair value of an investment is less than its cost and the financial health and near-term business outlook for the investee based primarily on the current financial statement of the companies concerned
At the end of the period the Companys management have concluded that the investments are not impaired
(18)
GMR Infrastructure (Cyprus) limited
5 Other income
Interest income Bank balances
Expenses by nature
Auditors remuneration Other expenses Photocopies Printing ampStationary Telephones amp Faxes Accounting and Administrative Fees Legal Fees Secretarial Fees Bank signatory fees Registered office fees Legalization of documents Professional tax Transation fees Bank charges Unrecoverable VAT Directors Fees (Note 19(iraquo
Total expenses
7 Finance costs
Interest expense Bank borrowings Loans from related parties (Note 19(iii))
Net foreign exchange transaction loss
Tax
Current tax charge Defence contribution
Income tax expense
As restated 2010 2009 US$ US$
1182431 8750
As restated 201(1 2009 US$ US$
6787 3000 10 24
849 1710 621
45918 23952 3798
743 372 502 279 635
3366 9159
74278
As restated 2010 2009 US$ US$
7 499011
173523- 657365
672534 657372
2010 US$
As restated 2009 US$
2847
(19)
2847
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
GMR Infrastructure (Cyprus) Limited
Statement of comprehensive income for the year ended 31 March 2010
As restated 2010 200g US$ USS
Profitf(loss) for the year 317376 _bullj~92447)
Total comprehensive income for the year
Items in the statement above are disclosed net of tax The income tax relating to each component of other comprehensive income is disclosed in Note 8
The notes on pages 11 to 26 are an integral part of these financial statements
GMR Infrastructure (Cyprus) Limited
Statement of financial position at 31 March 2010
Assets Non-current assets Investment in subsidiaries
Current assets Receivables Cash and cash equivalents
Total assets
Equity and liabilities Capital and reserves Share capital Share premium Accumulated losses
Total equity
Current liabilities Payables Current income tax liabilities Borrowings
Total equity and liabilities
Note
11
13 14
15 15
As restated 2010 2009 US$ US$
196108174 138700000
3338 3242 48844165 69942
48847503 73184
244955677 138773184
6322 6322 10615909 10615909
393293) 710669)
10228938 9911562
18 204225146 128859040 2582 2582
17 30499011
234726739 128861622
244955677 138773184
On 21 May 2010 the Board of Directors of GMR Infrastructure (Cyprus) limited Euthorised these financial statements for issue
Michalakis Ha~h- _ D~ector
Menikq- armakou r ector
The notes on pages 11 to 26 are an integral part of these financial statements
(8)
GMR Infrastructure (Cyprus) Limited
Statement of changes in equity for the year ended 31 March 2010
AccumulatedShare capital
US$
Share premium
US$ 1055es(l) (2)
US$ Total (2)
USS
Balance at I April 2008 867490 (18222) 854008
Comprehensive income Loss for the year (692447) (692447)
Transactions with owners Issue of shares
Balance at 31 March 20091 April 2009
1582
6322
9748419
10615909 (710669)
9750001
991U62
Comprehensive income Profit for the year 317376 317376
Balance at 31 March 2010 6322 10615909 (393293) 10228938
(I) Companies which do not distribute 70 of their profits after tax as defined by the Special Contribution for the Defence of the Republic law during the two years after the end of the year of assessment to which the profits refer will be deemed to have distributed this amount as dividend Special contribution for defence at 15 will be payable on such deemed dividend to the extent that the shareholders (individuals and companies) at the end of the period of two years from the end of the year of assessment to which the profits refer are Cyprus tax residents The amount of this deemed dividend distribution is reduced by any actual dividend paid out of the profits of the relevant year at any tlme This special contribution for defence is paid by the Company for the account of the shareholders
2) In 2009 the Directors ofthe Company decided to change the functional and presentation currency from the Euro (EUR) to US Dollars (USD) as they were of the opinion that is the currency thaI best reflects the primary economic environment in which the entity operates The change in the currency was accounted for in accordance with the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change on these financial statements is summarised in Note 16
The notes on pages 11 to 26 are an integral part of these financial statements
(9)
GMR Infrastructure (Cyprus) Limited
Statement of cash flows for the year ended 31 March 2010
Cash flows from operating activities Protitl(loss) before tax Adjustments for
interest income interest expense
Changes in working capital Receivables Payables
Cash generated from operations
Tax paid
Net cash from operating activities
Cash flows from investing activities Purchases of subsidiaries Proceeds from sale of subsidiaries Interest received
Net cash used in investing activities
Cash flows from financing activities Proceeds from issuance of ordinary shares Proceeds from loans from related parties Interest paid
Net cash from finanCing activities
Net increase in cash and cash equivalents Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Note 2010 US$
As restated 2009 US$
435619 (689600)
5 7
(1182431) 499011
(8750) 7
(247801) (698343)
(96) 1734073 75366106 127966470
75118209
11S243)
129002200
74999966 129002200
11 (5740S174) (138700000) 4759
1182431 8750
(56225743) (138686491 )
15 9750001 19(iii) 30499011
1499011) (7)
30000000 9749994
48774223 65703 69942 4239
48844165 6994214
The notes on pages 11 to 26 are an integral part of these financial statements
(10)
GMR Infrastructure (Cyprus) Limited
Notes to the financial statements
1 General information
Country of incorporation
The Company is incorporated and domiciled in Cyprus as a private limited liability company in accordance with the provisions of the Cyprus Companies Law Cap 113 registered office is at 3 Themistocles Dervis Street Julia House 1066 Nicosia Cyprus
Principal activities
The principal activity of the Company which is unchanged from last year is the holding of investments
2 Summary of significant accounting policies
The principal accounting policies applied in the preparation of these financial statements are set out below These policies have been consistently applied to all years presented in these financial statements unless otherwise stated
Basis of preparation
The financial statements of the Company have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU) and the requirements of the Cyprus Companies Law Cap 113
As of the date of the authorisation of the financial statements all International Financial Reporting Standards issued by the International Accounting Standards Board (lASS) that are effective as of 1 April 2009 have been adopted by the EU through the endorsement procedure established by the European Commission with the exception of the following
(i) Certain provisions of lAS 39 Financial Instruments Recognition and Measurement relating to portfolio hedge accounting
(ii) Improvements to IFRSs 2009
In addition the following interpretations have been endorsed however their effective dates are not the same although an entity may choose to early adopt them
0) IFRIC 12 Concession Arrangements
tii) IFRIC 15 Agreements for the construction of real estate and
liii) IFRIC 16 Hedges of a Net Investment in a Foreign Operation
The Company is not required by the Companies Law Cap113 to prepare consolidated financial statements because the Company and its subsidiaries constitute a small sized group as defined by the Law and the Company does not intend to issue consolidated financial statements for the year ended 31 March 2010
~ 1
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Basis of preparation (continued)
The European Commission has concluded that since parent companies are required by the EU 4th Directive to prepare their separate financial statements and since the Companies Law Cap113 requires the preparation of such financial statements in accordance with IFRS as adopted by the EU the provisions in lAS 27 middotConsolidated and Separate Financial Statementsn requiring the preparation of consolidated financial statements in accordance with IFRS do not apply
The financial statements have been prepared under the historical cost convention
The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates and requires management to exercise Its judgment in the process of applying the Companys accounting policies The areas involving a higher degree of judgment or complexity or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 4
Adoption of new and revised IFRSs
During the current year the Company adopted all the new and revised International Financial Reporting Standards (lFRS) that are relevant to its operations and are effective for accounting periods beginning on 1 April 2009 This adoption did not have a material effect on the accounting poliCies of the Company with the exception of the following
(i) lAS 1 (revised) Presentation of financial statements as a result of the adoption of which the Company presents in the statement of changes in equity all owner changes in equity whereas all non-owner changes in equity are presented in the statement of comprehensive income Comparatlve information has been reshypresented so that it is also in conformity with the revised standard The change in the accounting policy impacts only presentation aspects
(ii) IFRS 7 Financial Instruments-Disclosures (amendment) as a result of the adoption of which the Company provides additional disclosures in relation to the fair value measurements of its financial instruments by level of a fair value measurement hierarchy
At the date of approval of these financial statements standards and interpretations were issued by the International Accounting Standards Board which were not yet effective Some of them were adopted by the European Union and others not yet The Board of Directors expects that the adoption of these financial reporting standards in future periods will not have a matena effect on the financial statements of the Company
Revenue recognition
The Company recognises revenue when the amount of revenue can be reliably estimated it is probable that future economic benefits will flow to the entity and when specific criteria have been met for each of the Companys activities as described below
(12)
2
GNIR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Revenue recognition (continued)
(I) Interest income
Interest income is recognised on a time proportion basis using the effective interest method When a loan or receivable is impaired the Company reduces the carrying amount to its recoverable amount being the estimated future cash flows discounted at the original effective interest rate of the instrument and continues unwinding the discount as interest income Interest income on impaired loans anG receivables are recognised using the original effective interest rate
Foreign currency translation
(i) Functional and presentation currency
Items included in the Companys financial statements are measured using the currency of the primary economic environment in which the entity operates (the functional currency) The financial statements are presented in US dollars (US$) which is the Companys functional and presentation currency In 2009 the Directors of the Company decided to change the functional and presentation currency from the Euro (EUR) to US Doflars (USD) as they were of the opinion thaZ is the currency that best reflects the primary economic environment in which the entity operates The change in the currency was accounted for in accordance with the requirements of lAS 8 Accounting Policies Changes in Accounting Estimate~ and Errors The impact of the change on these financial statements is summarised in Note 16
(Ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where iterim are re-measured Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement
Tax
The tax expense for the period comprises current and deferred tax Tax is recognised in the income statement except to the extent that it relates to items recognised in other comprehensive income or directly in equity In this case the tax is also recognised in OIlEif
comprehensive income or directly in equity respectively
(13)
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Tax (continued)
Deferred income tax is recognised using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements However the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of transaction affects neither accounting nor taxable profit or loss Deferred income tax is determined using tax rates and laws that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled
Deferred income tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised
Financial assets
(i) Classification
The Company classifies its financial assets in loans and receivables The classification depends on the purpose for which the financial assets were acquired Management determines the classification of financial assets at initial recognition
~ Loans and receivables
Loans and receivables are non derivative financial assets with fixed or determinable payments that are not quoted in an active market and for which there is no intention of trading the receivable They are included in current assets except for maturities greater than twelve months after the balance sheet date These are classified as non current assets The Companys loans and receivables comprise trade and other receivables and cash and cash equivalents in the balance sheet
Subsidiaries at cost
Subsidiaries are all entities (including special purpose entities) over which the Company has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights The Company carries the investments in subsidiaries at cost less any impairment in its separate financial statements
Receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method less provision for impairment
(14)
GMR Infrastructure (Cyprus) Limited
2 Summary of significant accounting policies (continued)
Share capital
Ordinary shares are classified as equity
incremental costs directly attributable to the issue of new shares are shown in equity as a deduction net of tax from the proceeds
Any excess of the fair value of consideration received over the par value of shares issued is recognised as share premium
Borrowings
Borrowings are recognised initially at fair value net of transaction costs incurred Borrowings are subsequently stated at amortised cost Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the incomE statement over the period of the borrowings using the effective interest method unless they are directly attributable to the acquisition construction or production of a qualifying asset in which case they are capitalised as part of the cost of that asset
Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least twelve months after the balance sheet date
PayabJes
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method
Cash and cash equivalents
Cash and cash equivalents include cash in hand deposits held at call with banks and bank overdrafts In the balance sheet bank overdrafts are shown within borrowings in current liab1lities
Comparatives
Where necessary comparative figures have been adjusted to conform with changes in presentation in the current year
3 Financiai risk management
0) Financial risk factors
The Companys activities expose it to a variety of financial risks market risk (including cash flow interest rate risk) credit risk and liquidity risk
~ ~ t -
3
GMR Infrastructure (Cyprus) Limited
Financial risk management (continued)
(i) Financial risk factors (continued)
The Company does not have a formal risk management policy programme Instead the succeptibility of the Companys to financial risks such as cash flow interest rate risk credit risk and liquidity risk is monitored as part of its daily management of the business
bull Market risk
Cash flow and fair value interest rate risk
As the Company has no significant interest~bearing assets the Companys income and operating cash flows are substantially independent of changes in market interest rates
The Companys management monitors the interest rate fluctuations on a continuous basis and acts accordingly
Credit risk
Credit risk arises from cash and cash equivalents and deposits with banks
For banks and financial institutions only independently rated parties with a minimum rating of A and B are accepted
The table below shows the balance held with the two banks at the balance sheet date
31 March 2010
Rating Balance US$
Barclays PLC EFG Eurobank Ergasias SA
Aa3 Baa3
3429 48840736
48844165
liquidity risk
The table below analyses the Companys financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date The amounts disclosed in the table are the contractual undiscounted cash flows Balances due within 12 months equal their carrying balances as the impact of discounting is not significant
(16)
GMR Infrastructure (Cyprus) Limited
3 Financial risk management (continued)
(i) Financial risk factors (continued)
Less than 1 year US$
At 31 March 2009 Payables 128859041 Current Income Tax liabilities 2582
128861623
Less than 1 year US$
At 31 March 2010 Borrowings 30499011 Payables 204225148 Current Income Tax liabilities 2582
234726741
Management does not have a formal policy for rnanaging IiquKllllil risk
(ii) Capital risk management
The capital as defined by management at 31 March 20 was as fOlO~IlmiddotS
As restated 201~ 2009 US$ US$
Total borrowings (Note 17) 30499011 Less cash and cash equivalents (Note 14) 488441G~ (69942)
Net debt (18345154) (69942)
Total equity 1 O2289lpound
Total capita as defined by management (811621~f 9841620
Gearing ratio NA
4 Critical accounting estimates and judgements
Estimates and judgements are continuaily evaluated and are based on historicd experience and other factors including expectations of future events that are bieved to be reasonable under the circumstances
(7)
4
GMR Infrastructure (Cyprus) Limited
Critical accounting estimates and judgements (continued)
bull Income taxes
Significant judgment is required in determining the provision for income taxes There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due Where the final tax outcome of these matters is different from the amounts that were initially recorded such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made
Functional Currency
The Company has determined the currency of its primary economic environment to be the US dollars in accordance with the requirements of lAS 21 The effects of changes in foreign exchange rates The Companys rationale for this conclusion was based on the requirements of lAS 21 in paragraphs 9 10 and 11 The primary indicators envisaged by lAS 21 indicate towards the USD as it is the currency that most faithfully represents the economic effects of its underlying transactions events and conditions
(i) Critical judgements in applying the Companys accounting policies
$ Related party transactions
In the normal course of the business the Company enters into transactions with its related parties Judgement is applied in determining if transactions are priced at market or non-market rates where there is no active market for such transactions
Impairment of investments
The Company follows the guidance of lAS 36 for subsidiaries on determining when an investment is other-than-temporarily impaired This determination required significant judgement especially for unquoted investments In making this judgement the Company evaluates among other factors the duration and extent to which the fair value of an investment is less than its cost and the financial health and near-term business outlook for the investee based primarily on the current financial statement of the companies concerned
At the end of the period the Companys management have concluded that the investments are not impaired
(18)
GMR Infrastructure (Cyprus) limited
5 Other income
Interest income Bank balances
Expenses by nature
Auditors remuneration Other expenses Photocopies Printing ampStationary Telephones amp Faxes Accounting and Administrative Fees Legal Fees Secretarial Fees Bank signatory fees Registered office fees Legalization of documents Professional tax Transation fees Bank charges Unrecoverable VAT Directors Fees (Note 19(iraquo
Total expenses
7 Finance costs
Interest expense Bank borrowings Loans from related parties (Note 19(iii))
Net foreign exchange transaction loss
Tax
Current tax charge Defence contribution
Income tax expense
As restated 2010 2009 US$ US$
1182431 8750
As restated 201(1 2009 US$ US$
6787 3000 10 24
849 1710 621
45918 23952 3798
743 372 502 279 635
3366 9159
74278
As restated 2010 2009 US$ US$
7 499011
173523- 657365
672534 657372
2010 US$
As restated 2009 US$
2847
(19)
2847
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
GMR Infrastructure (Cyprus) Limited
Statement of financial position at 31 March 2010
Assets Non-current assets Investment in subsidiaries
Current assets Receivables Cash and cash equivalents
Total assets
Equity and liabilities Capital and reserves Share capital Share premium Accumulated losses
Total equity
Current liabilities Payables Current income tax liabilities Borrowings
Total equity and liabilities
Note
11
13 14
15 15
As restated 2010 2009 US$ US$
196108174 138700000
3338 3242 48844165 69942
48847503 73184
244955677 138773184
6322 6322 10615909 10615909
393293) 710669)
10228938 9911562
18 204225146 128859040 2582 2582
17 30499011
234726739 128861622
244955677 138773184
On 21 May 2010 the Board of Directors of GMR Infrastructure (Cyprus) limited Euthorised these financial statements for issue
Michalakis Ha~h- _ D~ector
Menikq- armakou r ector
The notes on pages 11 to 26 are an integral part of these financial statements
(8)
GMR Infrastructure (Cyprus) Limited
Statement of changes in equity for the year ended 31 March 2010
AccumulatedShare capital
US$
Share premium
US$ 1055es(l) (2)
US$ Total (2)
USS
Balance at I April 2008 867490 (18222) 854008
Comprehensive income Loss for the year (692447) (692447)
Transactions with owners Issue of shares
Balance at 31 March 20091 April 2009
1582
6322
9748419
10615909 (710669)
9750001
991U62
Comprehensive income Profit for the year 317376 317376
Balance at 31 March 2010 6322 10615909 (393293) 10228938
(I) Companies which do not distribute 70 of their profits after tax as defined by the Special Contribution for the Defence of the Republic law during the two years after the end of the year of assessment to which the profits refer will be deemed to have distributed this amount as dividend Special contribution for defence at 15 will be payable on such deemed dividend to the extent that the shareholders (individuals and companies) at the end of the period of two years from the end of the year of assessment to which the profits refer are Cyprus tax residents The amount of this deemed dividend distribution is reduced by any actual dividend paid out of the profits of the relevant year at any tlme This special contribution for defence is paid by the Company for the account of the shareholders
2) In 2009 the Directors ofthe Company decided to change the functional and presentation currency from the Euro (EUR) to US Dollars (USD) as they were of the opinion that is the currency thaI best reflects the primary economic environment in which the entity operates The change in the currency was accounted for in accordance with the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change on these financial statements is summarised in Note 16
The notes on pages 11 to 26 are an integral part of these financial statements
(9)
GMR Infrastructure (Cyprus) Limited
Statement of cash flows for the year ended 31 March 2010
Cash flows from operating activities Protitl(loss) before tax Adjustments for
interest income interest expense
Changes in working capital Receivables Payables
Cash generated from operations
Tax paid
Net cash from operating activities
Cash flows from investing activities Purchases of subsidiaries Proceeds from sale of subsidiaries Interest received
Net cash used in investing activities
Cash flows from financing activities Proceeds from issuance of ordinary shares Proceeds from loans from related parties Interest paid
Net cash from finanCing activities
Net increase in cash and cash equivalents Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Note 2010 US$
As restated 2009 US$
435619 (689600)
5 7
(1182431) 499011
(8750) 7
(247801) (698343)
(96) 1734073 75366106 127966470
75118209
11S243)
129002200
74999966 129002200
11 (5740S174) (138700000) 4759
1182431 8750
(56225743) (138686491 )
15 9750001 19(iii) 30499011
1499011) (7)
30000000 9749994
48774223 65703 69942 4239
48844165 6994214
The notes on pages 11 to 26 are an integral part of these financial statements
(10)
GMR Infrastructure (Cyprus) Limited
Notes to the financial statements
1 General information
Country of incorporation
The Company is incorporated and domiciled in Cyprus as a private limited liability company in accordance with the provisions of the Cyprus Companies Law Cap 113 registered office is at 3 Themistocles Dervis Street Julia House 1066 Nicosia Cyprus
Principal activities
The principal activity of the Company which is unchanged from last year is the holding of investments
2 Summary of significant accounting policies
The principal accounting policies applied in the preparation of these financial statements are set out below These policies have been consistently applied to all years presented in these financial statements unless otherwise stated
Basis of preparation
The financial statements of the Company have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU) and the requirements of the Cyprus Companies Law Cap 113
As of the date of the authorisation of the financial statements all International Financial Reporting Standards issued by the International Accounting Standards Board (lASS) that are effective as of 1 April 2009 have been adopted by the EU through the endorsement procedure established by the European Commission with the exception of the following
(i) Certain provisions of lAS 39 Financial Instruments Recognition and Measurement relating to portfolio hedge accounting
(ii) Improvements to IFRSs 2009
In addition the following interpretations have been endorsed however their effective dates are not the same although an entity may choose to early adopt them
0) IFRIC 12 Concession Arrangements
tii) IFRIC 15 Agreements for the construction of real estate and
liii) IFRIC 16 Hedges of a Net Investment in a Foreign Operation
The Company is not required by the Companies Law Cap113 to prepare consolidated financial statements because the Company and its subsidiaries constitute a small sized group as defined by the Law and the Company does not intend to issue consolidated financial statements for the year ended 31 March 2010
~ 1
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Basis of preparation (continued)
The European Commission has concluded that since parent companies are required by the EU 4th Directive to prepare their separate financial statements and since the Companies Law Cap113 requires the preparation of such financial statements in accordance with IFRS as adopted by the EU the provisions in lAS 27 middotConsolidated and Separate Financial Statementsn requiring the preparation of consolidated financial statements in accordance with IFRS do not apply
The financial statements have been prepared under the historical cost convention
The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates and requires management to exercise Its judgment in the process of applying the Companys accounting policies The areas involving a higher degree of judgment or complexity or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 4
Adoption of new and revised IFRSs
During the current year the Company adopted all the new and revised International Financial Reporting Standards (lFRS) that are relevant to its operations and are effective for accounting periods beginning on 1 April 2009 This adoption did not have a material effect on the accounting poliCies of the Company with the exception of the following
(i) lAS 1 (revised) Presentation of financial statements as a result of the adoption of which the Company presents in the statement of changes in equity all owner changes in equity whereas all non-owner changes in equity are presented in the statement of comprehensive income Comparatlve information has been reshypresented so that it is also in conformity with the revised standard The change in the accounting policy impacts only presentation aspects
(ii) IFRS 7 Financial Instruments-Disclosures (amendment) as a result of the adoption of which the Company provides additional disclosures in relation to the fair value measurements of its financial instruments by level of a fair value measurement hierarchy
At the date of approval of these financial statements standards and interpretations were issued by the International Accounting Standards Board which were not yet effective Some of them were adopted by the European Union and others not yet The Board of Directors expects that the adoption of these financial reporting standards in future periods will not have a matena effect on the financial statements of the Company
Revenue recognition
The Company recognises revenue when the amount of revenue can be reliably estimated it is probable that future economic benefits will flow to the entity and when specific criteria have been met for each of the Companys activities as described below
(12)
2
GNIR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Revenue recognition (continued)
(I) Interest income
Interest income is recognised on a time proportion basis using the effective interest method When a loan or receivable is impaired the Company reduces the carrying amount to its recoverable amount being the estimated future cash flows discounted at the original effective interest rate of the instrument and continues unwinding the discount as interest income Interest income on impaired loans anG receivables are recognised using the original effective interest rate
Foreign currency translation
(i) Functional and presentation currency
Items included in the Companys financial statements are measured using the currency of the primary economic environment in which the entity operates (the functional currency) The financial statements are presented in US dollars (US$) which is the Companys functional and presentation currency In 2009 the Directors of the Company decided to change the functional and presentation currency from the Euro (EUR) to US Doflars (USD) as they were of the opinion thaZ is the currency that best reflects the primary economic environment in which the entity operates The change in the currency was accounted for in accordance with the requirements of lAS 8 Accounting Policies Changes in Accounting Estimate~ and Errors The impact of the change on these financial statements is summarised in Note 16
(Ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where iterim are re-measured Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement
Tax
The tax expense for the period comprises current and deferred tax Tax is recognised in the income statement except to the extent that it relates to items recognised in other comprehensive income or directly in equity In this case the tax is also recognised in OIlEif
comprehensive income or directly in equity respectively
(13)
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Tax (continued)
Deferred income tax is recognised using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements However the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of transaction affects neither accounting nor taxable profit or loss Deferred income tax is determined using tax rates and laws that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled
Deferred income tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised
Financial assets
(i) Classification
The Company classifies its financial assets in loans and receivables The classification depends on the purpose for which the financial assets were acquired Management determines the classification of financial assets at initial recognition
~ Loans and receivables
Loans and receivables are non derivative financial assets with fixed or determinable payments that are not quoted in an active market and for which there is no intention of trading the receivable They are included in current assets except for maturities greater than twelve months after the balance sheet date These are classified as non current assets The Companys loans and receivables comprise trade and other receivables and cash and cash equivalents in the balance sheet
Subsidiaries at cost
Subsidiaries are all entities (including special purpose entities) over which the Company has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights The Company carries the investments in subsidiaries at cost less any impairment in its separate financial statements
Receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method less provision for impairment
(14)
GMR Infrastructure (Cyprus) Limited
2 Summary of significant accounting policies (continued)
Share capital
Ordinary shares are classified as equity
incremental costs directly attributable to the issue of new shares are shown in equity as a deduction net of tax from the proceeds
Any excess of the fair value of consideration received over the par value of shares issued is recognised as share premium
Borrowings
Borrowings are recognised initially at fair value net of transaction costs incurred Borrowings are subsequently stated at amortised cost Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the incomE statement over the period of the borrowings using the effective interest method unless they are directly attributable to the acquisition construction or production of a qualifying asset in which case they are capitalised as part of the cost of that asset
Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least twelve months after the balance sheet date
PayabJes
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method
Cash and cash equivalents
Cash and cash equivalents include cash in hand deposits held at call with banks and bank overdrafts In the balance sheet bank overdrafts are shown within borrowings in current liab1lities
Comparatives
Where necessary comparative figures have been adjusted to conform with changes in presentation in the current year
3 Financiai risk management
0) Financial risk factors
The Companys activities expose it to a variety of financial risks market risk (including cash flow interest rate risk) credit risk and liquidity risk
~ ~ t -
3
GMR Infrastructure (Cyprus) Limited
Financial risk management (continued)
(i) Financial risk factors (continued)
The Company does not have a formal risk management policy programme Instead the succeptibility of the Companys to financial risks such as cash flow interest rate risk credit risk and liquidity risk is monitored as part of its daily management of the business
bull Market risk
Cash flow and fair value interest rate risk
As the Company has no significant interest~bearing assets the Companys income and operating cash flows are substantially independent of changes in market interest rates
The Companys management monitors the interest rate fluctuations on a continuous basis and acts accordingly
Credit risk
Credit risk arises from cash and cash equivalents and deposits with banks
For banks and financial institutions only independently rated parties with a minimum rating of A and B are accepted
The table below shows the balance held with the two banks at the balance sheet date
31 March 2010
Rating Balance US$
Barclays PLC EFG Eurobank Ergasias SA
Aa3 Baa3
3429 48840736
48844165
liquidity risk
The table below analyses the Companys financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date The amounts disclosed in the table are the contractual undiscounted cash flows Balances due within 12 months equal their carrying balances as the impact of discounting is not significant
(16)
GMR Infrastructure (Cyprus) Limited
3 Financial risk management (continued)
(i) Financial risk factors (continued)
Less than 1 year US$
At 31 March 2009 Payables 128859041 Current Income Tax liabilities 2582
128861623
Less than 1 year US$
At 31 March 2010 Borrowings 30499011 Payables 204225148 Current Income Tax liabilities 2582
234726741
Management does not have a formal policy for rnanaging IiquKllllil risk
(ii) Capital risk management
The capital as defined by management at 31 March 20 was as fOlO~IlmiddotS
As restated 201~ 2009 US$ US$
Total borrowings (Note 17) 30499011 Less cash and cash equivalents (Note 14) 488441G~ (69942)
Net debt (18345154) (69942)
Total equity 1 O2289lpound
Total capita as defined by management (811621~f 9841620
Gearing ratio NA
4 Critical accounting estimates and judgements
Estimates and judgements are continuaily evaluated and are based on historicd experience and other factors including expectations of future events that are bieved to be reasonable under the circumstances
(7)
4
GMR Infrastructure (Cyprus) Limited
Critical accounting estimates and judgements (continued)
bull Income taxes
Significant judgment is required in determining the provision for income taxes There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due Where the final tax outcome of these matters is different from the amounts that were initially recorded such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made
Functional Currency
The Company has determined the currency of its primary economic environment to be the US dollars in accordance with the requirements of lAS 21 The effects of changes in foreign exchange rates The Companys rationale for this conclusion was based on the requirements of lAS 21 in paragraphs 9 10 and 11 The primary indicators envisaged by lAS 21 indicate towards the USD as it is the currency that most faithfully represents the economic effects of its underlying transactions events and conditions
(i) Critical judgements in applying the Companys accounting policies
$ Related party transactions
In the normal course of the business the Company enters into transactions with its related parties Judgement is applied in determining if transactions are priced at market or non-market rates where there is no active market for such transactions
Impairment of investments
The Company follows the guidance of lAS 36 for subsidiaries on determining when an investment is other-than-temporarily impaired This determination required significant judgement especially for unquoted investments In making this judgement the Company evaluates among other factors the duration and extent to which the fair value of an investment is less than its cost and the financial health and near-term business outlook for the investee based primarily on the current financial statement of the companies concerned
At the end of the period the Companys management have concluded that the investments are not impaired
(18)
GMR Infrastructure (Cyprus) limited
5 Other income
Interest income Bank balances
Expenses by nature
Auditors remuneration Other expenses Photocopies Printing ampStationary Telephones amp Faxes Accounting and Administrative Fees Legal Fees Secretarial Fees Bank signatory fees Registered office fees Legalization of documents Professional tax Transation fees Bank charges Unrecoverable VAT Directors Fees (Note 19(iraquo
Total expenses
7 Finance costs
Interest expense Bank borrowings Loans from related parties (Note 19(iii))
Net foreign exchange transaction loss
Tax
Current tax charge Defence contribution
Income tax expense
As restated 2010 2009 US$ US$
1182431 8750
As restated 201(1 2009 US$ US$
6787 3000 10 24
849 1710 621
45918 23952 3798
743 372 502 279 635
3366 9159
74278
As restated 2010 2009 US$ US$
7 499011
173523- 657365
672534 657372
2010 US$
As restated 2009 US$
2847
(19)
2847
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
GMR Infrastructure (Cyprus) Limited
Statement of changes in equity for the year ended 31 March 2010
AccumulatedShare capital
US$
Share premium
US$ 1055es(l) (2)
US$ Total (2)
USS
Balance at I April 2008 867490 (18222) 854008
Comprehensive income Loss for the year (692447) (692447)
Transactions with owners Issue of shares
Balance at 31 March 20091 April 2009
1582
6322
9748419
10615909 (710669)
9750001
991U62
Comprehensive income Profit for the year 317376 317376
Balance at 31 March 2010 6322 10615909 (393293) 10228938
(I) Companies which do not distribute 70 of their profits after tax as defined by the Special Contribution for the Defence of the Republic law during the two years after the end of the year of assessment to which the profits refer will be deemed to have distributed this amount as dividend Special contribution for defence at 15 will be payable on such deemed dividend to the extent that the shareholders (individuals and companies) at the end of the period of two years from the end of the year of assessment to which the profits refer are Cyprus tax residents The amount of this deemed dividend distribution is reduced by any actual dividend paid out of the profits of the relevant year at any tlme This special contribution for defence is paid by the Company for the account of the shareholders
2) In 2009 the Directors ofthe Company decided to change the functional and presentation currency from the Euro (EUR) to US Dollars (USD) as they were of the opinion that is the currency thaI best reflects the primary economic environment in which the entity operates The change in the currency was accounted for in accordance with the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change on these financial statements is summarised in Note 16
The notes on pages 11 to 26 are an integral part of these financial statements
(9)
GMR Infrastructure (Cyprus) Limited
Statement of cash flows for the year ended 31 March 2010
Cash flows from operating activities Protitl(loss) before tax Adjustments for
interest income interest expense
Changes in working capital Receivables Payables
Cash generated from operations
Tax paid
Net cash from operating activities
Cash flows from investing activities Purchases of subsidiaries Proceeds from sale of subsidiaries Interest received
Net cash used in investing activities
Cash flows from financing activities Proceeds from issuance of ordinary shares Proceeds from loans from related parties Interest paid
Net cash from finanCing activities
Net increase in cash and cash equivalents Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Note 2010 US$
As restated 2009 US$
435619 (689600)
5 7
(1182431) 499011
(8750) 7
(247801) (698343)
(96) 1734073 75366106 127966470
75118209
11S243)
129002200
74999966 129002200
11 (5740S174) (138700000) 4759
1182431 8750
(56225743) (138686491 )
15 9750001 19(iii) 30499011
1499011) (7)
30000000 9749994
48774223 65703 69942 4239
48844165 6994214
The notes on pages 11 to 26 are an integral part of these financial statements
(10)
GMR Infrastructure (Cyprus) Limited
Notes to the financial statements
1 General information
Country of incorporation
The Company is incorporated and domiciled in Cyprus as a private limited liability company in accordance with the provisions of the Cyprus Companies Law Cap 113 registered office is at 3 Themistocles Dervis Street Julia House 1066 Nicosia Cyprus
Principal activities
The principal activity of the Company which is unchanged from last year is the holding of investments
2 Summary of significant accounting policies
The principal accounting policies applied in the preparation of these financial statements are set out below These policies have been consistently applied to all years presented in these financial statements unless otherwise stated
Basis of preparation
The financial statements of the Company have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU) and the requirements of the Cyprus Companies Law Cap 113
As of the date of the authorisation of the financial statements all International Financial Reporting Standards issued by the International Accounting Standards Board (lASS) that are effective as of 1 April 2009 have been adopted by the EU through the endorsement procedure established by the European Commission with the exception of the following
(i) Certain provisions of lAS 39 Financial Instruments Recognition and Measurement relating to portfolio hedge accounting
(ii) Improvements to IFRSs 2009
In addition the following interpretations have been endorsed however their effective dates are not the same although an entity may choose to early adopt them
0) IFRIC 12 Concession Arrangements
tii) IFRIC 15 Agreements for the construction of real estate and
liii) IFRIC 16 Hedges of a Net Investment in a Foreign Operation
The Company is not required by the Companies Law Cap113 to prepare consolidated financial statements because the Company and its subsidiaries constitute a small sized group as defined by the Law and the Company does not intend to issue consolidated financial statements for the year ended 31 March 2010
~ 1
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Basis of preparation (continued)
The European Commission has concluded that since parent companies are required by the EU 4th Directive to prepare their separate financial statements and since the Companies Law Cap113 requires the preparation of such financial statements in accordance with IFRS as adopted by the EU the provisions in lAS 27 middotConsolidated and Separate Financial Statementsn requiring the preparation of consolidated financial statements in accordance with IFRS do not apply
The financial statements have been prepared under the historical cost convention
The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates and requires management to exercise Its judgment in the process of applying the Companys accounting policies The areas involving a higher degree of judgment or complexity or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 4
Adoption of new and revised IFRSs
During the current year the Company adopted all the new and revised International Financial Reporting Standards (lFRS) that are relevant to its operations and are effective for accounting periods beginning on 1 April 2009 This adoption did not have a material effect on the accounting poliCies of the Company with the exception of the following
(i) lAS 1 (revised) Presentation of financial statements as a result of the adoption of which the Company presents in the statement of changes in equity all owner changes in equity whereas all non-owner changes in equity are presented in the statement of comprehensive income Comparatlve information has been reshypresented so that it is also in conformity with the revised standard The change in the accounting policy impacts only presentation aspects
(ii) IFRS 7 Financial Instruments-Disclosures (amendment) as a result of the adoption of which the Company provides additional disclosures in relation to the fair value measurements of its financial instruments by level of a fair value measurement hierarchy
At the date of approval of these financial statements standards and interpretations were issued by the International Accounting Standards Board which were not yet effective Some of them were adopted by the European Union and others not yet The Board of Directors expects that the adoption of these financial reporting standards in future periods will not have a matena effect on the financial statements of the Company
Revenue recognition
The Company recognises revenue when the amount of revenue can be reliably estimated it is probable that future economic benefits will flow to the entity and when specific criteria have been met for each of the Companys activities as described below
(12)
2
GNIR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Revenue recognition (continued)
(I) Interest income
Interest income is recognised on a time proportion basis using the effective interest method When a loan or receivable is impaired the Company reduces the carrying amount to its recoverable amount being the estimated future cash flows discounted at the original effective interest rate of the instrument and continues unwinding the discount as interest income Interest income on impaired loans anG receivables are recognised using the original effective interest rate
Foreign currency translation
(i) Functional and presentation currency
Items included in the Companys financial statements are measured using the currency of the primary economic environment in which the entity operates (the functional currency) The financial statements are presented in US dollars (US$) which is the Companys functional and presentation currency In 2009 the Directors of the Company decided to change the functional and presentation currency from the Euro (EUR) to US Doflars (USD) as they were of the opinion thaZ is the currency that best reflects the primary economic environment in which the entity operates The change in the currency was accounted for in accordance with the requirements of lAS 8 Accounting Policies Changes in Accounting Estimate~ and Errors The impact of the change on these financial statements is summarised in Note 16
(Ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where iterim are re-measured Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement
Tax
The tax expense for the period comprises current and deferred tax Tax is recognised in the income statement except to the extent that it relates to items recognised in other comprehensive income or directly in equity In this case the tax is also recognised in OIlEif
comprehensive income or directly in equity respectively
(13)
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Tax (continued)
Deferred income tax is recognised using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements However the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of transaction affects neither accounting nor taxable profit or loss Deferred income tax is determined using tax rates and laws that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled
Deferred income tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised
Financial assets
(i) Classification
The Company classifies its financial assets in loans and receivables The classification depends on the purpose for which the financial assets were acquired Management determines the classification of financial assets at initial recognition
~ Loans and receivables
Loans and receivables are non derivative financial assets with fixed or determinable payments that are not quoted in an active market and for which there is no intention of trading the receivable They are included in current assets except for maturities greater than twelve months after the balance sheet date These are classified as non current assets The Companys loans and receivables comprise trade and other receivables and cash and cash equivalents in the balance sheet
Subsidiaries at cost
Subsidiaries are all entities (including special purpose entities) over which the Company has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights The Company carries the investments in subsidiaries at cost less any impairment in its separate financial statements
Receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method less provision for impairment
(14)
GMR Infrastructure (Cyprus) Limited
2 Summary of significant accounting policies (continued)
Share capital
Ordinary shares are classified as equity
incremental costs directly attributable to the issue of new shares are shown in equity as a deduction net of tax from the proceeds
Any excess of the fair value of consideration received over the par value of shares issued is recognised as share premium
Borrowings
Borrowings are recognised initially at fair value net of transaction costs incurred Borrowings are subsequently stated at amortised cost Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the incomE statement over the period of the borrowings using the effective interest method unless they are directly attributable to the acquisition construction or production of a qualifying asset in which case they are capitalised as part of the cost of that asset
Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least twelve months after the balance sheet date
PayabJes
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method
Cash and cash equivalents
Cash and cash equivalents include cash in hand deposits held at call with banks and bank overdrafts In the balance sheet bank overdrafts are shown within borrowings in current liab1lities
Comparatives
Where necessary comparative figures have been adjusted to conform with changes in presentation in the current year
3 Financiai risk management
0) Financial risk factors
The Companys activities expose it to a variety of financial risks market risk (including cash flow interest rate risk) credit risk and liquidity risk
~ ~ t -
3
GMR Infrastructure (Cyprus) Limited
Financial risk management (continued)
(i) Financial risk factors (continued)
The Company does not have a formal risk management policy programme Instead the succeptibility of the Companys to financial risks such as cash flow interest rate risk credit risk and liquidity risk is monitored as part of its daily management of the business
bull Market risk
Cash flow and fair value interest rate risk
As the Company has no significant interest~bearing assets the Companys income and operating cash flows are substantially independent of changes in market interest rates
The Companys management monitors the interest rate fluctuations on a continuous basis and acts accordingly
Credit risk
Credit risk arises from cash and cash equivalents and deposits with banks
For banks and financial institutions only independently rated parties with a minimum rating of A and B are accepted
The table below shows the balance held with the two banks at the balance sheet date
31 March 2010
Rating Balance US$
Barclays PLC EFG Eurobank Ergasias SA
Aa3 Baa3
3429 48840736
48844165
liquidity risk
The table below analyses the Companys financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date The amounts disclosed in the table are the contractual undiscounted cash flows Balances due within 12 months equal their carrying balances as the impact of discounting is not significant
(16)
GMR Infrastructure (Cyprus) Limited
3 Financial risk management (continued)
(i) Financial risk factors (continued)
Less than 1 year US$
At 31 March 2009 Payables 128859041 Current Income Tax liabilities 2582
128861623
Less than 1 year US$
At 31 March 2010 Borrowings 30499011 Payables 204225148 Current Income Tax liabilities 2582
234726741
Management does not have a formal policy for rnanaging IiquKllllil risk
(ii) Capital risk management
The capital as defined by management at 31 March 20 was as fOlO~IlmiddotS
As restated 201~ 2009 US$ US$
Total borrowings (Note 17) 30499011 Less cash and cash equivalents (Note 14) 488441G~ (69942)
Net debt (18345154) (69942)
Total equity 1 O2289lpound
Total capita as defined by management (811621~f 9841620
Gearing ratio NA
4 Critical accounting estimates and judgements
Estimates and judgements are continuaily evaluated and are based on historicd experience and other factors including expectations of future events that are bieved to be reasonable under the circumstances
(7)
4
GMR Infrastructure (Cyprus) Limited
Critical accounting estimates and judgements (continued)
bull Income taxes
Significant judgment is required in determining the provision for income taxes There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due Where the final tax outcome of these matters is different from the amounts that were initially recorded such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made
Functional Currency
The Company has determined the currency of its primary economic environment to be the US dollars in accordance with the requirements of lAS 21 The effects of changes in foreign exchange rates The Companys rationale for this conclusion was based on the requirements of lAS 21 in paragraphs 9 10 and 11 The primary indicators envisaged by lAS 21 indicate towards the USD as it is the currency that most faithfully represents the economic effects of its underlying transactions events and conditions
(i) Critical judgements in applying the Companys accounting policies
$ Related party transactions
In the normal course of the business the Company enters into transactions with its related parties Judgement is applied in determining if transactions are priced at market or non-market rates where there is no active market for such transactions
Impairment of investments
The Company follows the guidance of lAS 36 for subsidiaries on determining when an investment is other-than-temporarily impaired This determination required significant judgement especially for unquoted investments In making this judgement the Company evaluates among other factors the duration and extent to which the fair value of an investment is less than its cost and the financial health and near-term business outlook for the investee based primarily on the current financial statement of the companies concerned
At the end of the period the Companys management have concluded that the investments are not impaired
(18)
GMR Infrastructure (Cyprus) limited
5 Other income
Interest income Bank balances
Expenses by nature
Auditors remuneration Other expenses Photocopies Printing ampStationary Telephones amp Faxes Accounting and Administrative Fees Legal Fees Secretarial Fees Bank signatory fees Registered office fees Legalization of documents Professional tax Transation fees Bank charges Unrecoverable VAT Directors Fees (Note 19(iraquo
Total expenses
7 Finance costs
Interest expense Bank borrowings Loans from related parties (Note 19(iii))
Net foreign exchange transaction loss
Tax
Current tax charge Defence contribution
Income tax expense
As restated 2010 2009 US$ US$
1182431 8750
As restated 201(1 2009 US$ US$
6787 3000 10 24
849 1710 621
45918 23952 3798
743 372 502 279 635
3366 9159
74278
As restated 2010 2009 US$ US$
7 499011
173523- 657365
672534 657372
2010 US$
As restated 2009 US$
2847
(19)
2847
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
GMR Infrastructure (Cyprus) Limited
Statement of cash flows for the year ended 31 March 2010
Cash flows from operating activities Protitl(loss) before tax Adjustments for
interest income interest expense
Changes in working capital Receivables Payables
Cash generated from operations
Tax paid
Net cash from operating activities
Cash flows from investing activities Purchases of subsidiaries Proceeds from sale of subsidiaries Interest received
Net cash used in investing activities
Cash flows from financing activities Proceeds from issuance of ordinary shares Proceeds from loans from related parties Interest paid
Net cash from finanCing activities
Net increase in cash and cash equivalents Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Note 2010 US$
As restated 2009 US$
435619 (689600)
5 7
(1182431) 499011
(8750) 7
(247801) (698343)
(96) 1734073 75366106 127966470
75118209
11S243)
129002200
74999966 129002200
11 (5740S174) (138700000) 4759
1182431 8750
(56225743) (138686491 )
15 9750001 19(iii) 30499011
1499011) (7)
30000000 9749994
48774223 65703 69942 4239
48844165 6994214
The notes on pages 11 to 26 are an integral part of these financial statements
(10)
GMR Infrastructure (Cyprus) Limited
Notes to the financial statements
1 General information
Country of incorporation
The Company is incorporated and domiciled in Cyprus as a private limited liability company in accordance with the provisions of the Cyprus Companies Law Cap 113 registered office is at 3 Themistocles Dervis Street Julia House 1066 Nicosia Cyprus
Principal activities
The principal activity of the Company which is unchanged from last year is the holding of investments
2 Summary of significant accounting policies
The principal accounting policies applied in the preparation of these financial statements are set out below These policies have been consistently applied to all years presented in these financial statements unless otherwise stated
Basis of preparation
The financial statements of the Company have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU) and the requirements of the Cyprus Companies Law Cap 113
As of the date of the authorisation of the financial statements all International Financial Reporting Standards issued by the International Accounting Standards Board (lASS) that are effective as of 1 April 2009 have been adopted by the EU through the endorsement procedure established by the European Commission with the exception of the following
(i) Certain provisions of lAS 39 Financial Instruments Recognition and Measurement relating to portfolio hedge accounting
(ii) Improvements to IFRSs 2009
In addition the following interpretations have been endorsed however their effective dates are not the same although an entity may choose to early adopt them
0) IFRIC 12 Concession Arrangements
tii) IFRIC 15 Agreements for the construction of real estate and
liii) IFRIC 16 Hedges of a Net Investment in a Foreign Operation
The Company is not required by the Companies Law Cap113 to prepare consolidated financial statements because the Company and its subsidiaries constitute a small sized group as defined by the Law and the Company does not intend to issue consolidated financial statements for the year ended 31 March 2010
~ 1
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Basis of preparation (continued)
The European Commission has concluded that since parent companies are required by the EU 4th Directive to prepare their separate financial statements and since the Companies Law Cap113 requires the preparation of such financial statements in accordance with IFRS as adopted by the EU the provisions in lAS 27 middotConsolidated and Separate Financial Statementsn requiring the preparation of consolidated financial statements in accordance with IFRS do not apply
The financial statements have been prepared under the historical cost convention
The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates and requires management to exercise Its judgment in the process of applying the Companys accounting policies The areas involving a higher degree of judgment or complexity or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 4
Adoption of new and revised IFRSs
During the current year the Company adopted all the new and revised International Financial Reporting Standards (lFRS) that are relevant to its operations and are effective for accounting periods beginning on 1 April 2009 This adoption did not have a material effect on the accounting poliCies of the Company with the exception of the following
(i) lAS 1 (revised) Presentation of financial statements as a result of the adoption of which the Company presents in the statement of changes in equity all owner changes in equity whereas all non-owner changes in equity are presented in the statement of comprehensive income Comparatlve information has been reshypresented so that it is also in conformity with the revised standard The change in the accounting policy impacts only presentation aspects
(ii) IFRS 7 Financial Instruments-Disclosures (amendment) as a result of the adoption of which the Company provides additional disclosures in relation to the fair value measurements of its financial instruments by level of a fair value measurement hierarchy
At the date of approval of these financial statements standards and interpretations were issued by the International Accounting Standards Board which were not yet effective Some of them were adopted by the European Union and others not yet The Board of Directors expects that the adoption of these financial reporting standards in future periods will not have a matena effect on the financial statements of the Company
Revenue recognition
The Company recognises revenue when the amount of revenue can be reliably estimated it is probable that future economic benefits will flow to the entity and when specific criteria have been met for each of the Companys activities as described below
(12)
2
GNIR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Revenue recognition (continued)
(I) Interest income
Interest income is recognised on a time proportion basis using the effective interest method When a loan or receivable is impaired the Company reduces the carrying amount to its recoverable amount being the estimated future cash flows discounted at the original effective interest rate of the instrument and continues unwinding the discount as interest income Interest income on impaired loans anG receivables are recognised using the original effective interest rate
Foreign currency translation
(i) Functional and presentation currency
Items included in the Companys financial statements are measured using the currency of the primary economic environment in which the entity operates (the functional currency) The financial statements are presented in US dollars (US$) which is the Companys functional and presentation currency In 2009 the Directors of the Company decided to change the functional and presentation currency from the Euro (EUR) to US Doflars (USD) as they were of the opinion thaZ is the currency that best reflects the primary economic environment in which the entity operates The change in the currency was accounted for in accordance with the requirements of lAS 8 Accounting Policies Changes in Accounting Estimate~ and Errors The impact of the change on these financial statements is summarised in Note 16
(Ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where iterim are re-measured Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement
Tax
The tax expense for the period comprises current and deferred tax Tax is recognised in the income statement except to the extent that it relates to items recognised in other comprehensive income or directly in equity In this case the tax is also recognised in OIlEif
comprehensive income or directly in equity respectively
(13)
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Tax (continued)
Deferred income tax is recognised using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements However the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of transaction affects neither accounting nor taxable profit or loss Deferred income tax is determined using tax rates and laws that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled
Deferred income tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised
Financial assets
(i) Classification
The Company classifies its financial assets in loans and receivables The classification depends on the purpose for which the financial assets were acquired Management determines the classification of financial assets at initial recognition
~ Loans and receivables
Loans and receivables are non derivative financial assets with fixed or determinable payments that are not quoted in an active market and for which there is no intention of trading the receivable They are included in current assets except for maturities greater than twelve months after the balance sheet date These are classified as non current assets The Companys loans and receivables comprise trade and other receivables and cash and cash equivalents in the balance sheet
Subsidiaries at cost
Subsidiaries are all entities (including special purpose entities) over which the Company has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights The Company carries the investments in subsidiaries at cost less any impairment in its separate financial statements
Receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method less provision for impairment
(14)
GMR Infrastructure (Cyprus) Limited
2 Summary of significant accounting policies (continued)
Share capital
Ordinary shares are classified as equity
incremental costs directly attributable to the issue of new shares are shown in equity as a deduction net of tax from the proceeds
Any excess of the fair value of consideration received over the par value of shares issued is recognised as share premium
Borrowings
Borrowings are recognised initially at fair value net of transaction costs incurred Borrowings are subsequently stated at amortised cost Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the incomE statement over the period of the borrowings using the effective interest method unless they are directly attributable to the acquisition construction or production of a qualifying asset in which case they are capitalised as part of the cost of that asset
Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least twelve months after the balance sheet date
PayabJes
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method
Cash and cash equivalents
Cash and cash equivalents include cash in hand deposits held at call with banks and bank overdrafts In the balance sheet bank overdrafts are shown within borrowings in current liab1lities
Comparatives
Where necessary comparative figures have been adjusted to conform with changes in presentation in the current year
3 Financiai risk management
0) Financial risk factors
The Companys activities expose it to a variety of financial risks market risk (including cash flow interest rate risk) credit risk and liquidity risk
~ ~ t -
3
GMR Infrastructure (Cyprus) Limited
Financial risk management (continued)
(i) Financial risk factors (continued)
The Company does not have a formal risk management policy programme Instead the succeptibility of the Companys to financial risks such as cash flow interest rate risk credit risk and liquidity risk is monitored as part of its daily management of the business
bull Market risk
Cash flow and fair value interest rate risk
As the Company has no significant interest~bearing assets the Companys income and operating cash flows are substantially independent of changes in market interest rates
The Companys management monitors the interest rate fluctuations on a continuous basis and acts accordingly
Credit risk
Credit risk arises from cash and cash equivalents and deposits with banks
For banks and financial institutions only independently rated parties with a minimum rating of A and B are accepted
The table below shows the balance held with the two banks at the balance sheet date
31 March 2010
Rating Balance US$
Barclays PLC EFG Eurobank Ergasias SA
Aa3 Baa3
3429 48840736
48844165
liquidity risk
The table below analyses the Companys financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date The amounts disclosed in the table are the contractual undiscounted cash flows Balances due within 12 months equal their carrying balances as the impact of discounting is not significant
(16)
GMR Infrastructure (Cyprus) Limited
3 Financial risk management (continued)
(i) Financial risk factors (continued)
Less than 1 year US$
At 31 March 2009 Payables 128859041 Current Income Tax liabilities 2582
128861623
Less than 1 year US$
At 31 March 2010 Borrowings 30499011 Payables 204225148 Current Income Tax liabilities 2582
234726741
Management does not have a formal policy for rnanaging IiquKllllil risk
(ii) Capital risk management
The capital as defined by management at 31 March 20 was as fOlO~IlmiddotS
As restated 201~ 2009 US$ US$
Total borrowings (Note 17) 30499011 Less cash and cash equivalents (Note 14) 488441G~ (69942)
Net debt (18345154) (69942)
Total equity 1 O2289lpound
Total capita as defined by management (811621~f 9841620
Gearing ratio NA
4 Critical accounting estimates and judgements
Estimates and judgements are continuaily evaluated and are based on historicd experience and other factors including expectations of future events that are bieved to be reasonable under the circumstances
(7)
4
GMR Infrastructure (Cyprus) Limited
Critical accounting estimates and judgements (continued)
bull Income taxes
Significant judgment is required in determining the provision for income taxes There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due Where the final tax outcome of these matters is different from the amounts that were initially recorded such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made
Functional Currency
The Company has determined the currency of its primary economic environment to be the US dollars in accordance with the requirements of lAS 21 The effects of changes in foreign exchange rates The Companys rationale for this conclusion was based on the requirements of lAS 21 in paragraphs 9 10 and 11 The primary indicators envisaged by lAS 21 indicate towards the USD as it is the currency that most faithfully represents the economic effects of its underlying transactions events and conditions
(i) Critical judgements in applying the Companys accounting policies
$ Related party transactions
In the normal course of the business the Company enters into transactions with its related parties Judgement is applied in determining if transactions are priced at market or non-market rates where there is no active market for such transactions
Impairment of investments
The Company follows the guidance of lAS 36 for subsidiaries on determining when an investment is other-than-temporarily impaired This determination required significant judgement especially for unquoted investments In making this judgement the Company evaluates among other factors the duration and extent to which the fair value of an investment is less than its cost and the financial health and near-term business outlook for the investee based primarily on the current financial statement of the companies concerned
At the end of the period the Companys management have concluded that the investments are not impaired
(18)
GMR Infrastructure (Cyprus) limited
5 Other income
Interest income Bank balances
Expenses by nature
Auditors remuneration Other expenses Photocopies Printing ampStationary Telephones amp Faxes Accounting and Administrative Fees Legal Fees Secretarial Fees Bank signatory fees Registered office fees Legalization of documents Professional tax Transation fees Bank charges Unrecoverable VAT Directors Fees (Note 19(iraquo
Total expenses
7 Finance costs
Interest expense Bank borrowings Loans from related parties (Note 19(iii))
Net foreign exchange transaction loss
Tax
Current tax charge Defence contribution
Income tax expense
As restated 2010 2009 US$ US$
1182431 8750
As restated 201(1 2009 US$ US$
6787 3000 10 24
849 1710 621
45918 23952 3798
743 372 502 279 635
3366 9159
74278
As restated 2010 2009 US$ US$
7 499011
173523- 657365
672534 657372
2010 US$
As restated 2009 US$
2847
(19)
2847
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
GMR Infrastructure (Cyprus) Limited
Notes to the financial statements
1 General information
Country of incorporation
The Company is incorporated and domiciled in Cyprus as a private limited liability company in accordance with the provisions of the Cyprus Companies Law Cap 113 registered office is at 3 Themistocles Dervis Street Julia House 1066 Nicosia Cyprus
Principal activities
The principal activity of the Company which is unchanged from last year is the holding of investments
2 Summary of significant accounting policies
The principal accounting policies applied in the preparation of these financial statements are set out below These policies have been consistently applied to all years presented in these financial statements unless otherwise stated
Basis of preparation
The financial statements of the Company have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU) and the requirements of the Cyprus Companies Law Cap 113
As of the date of the authorisation of the financial statements all International Financial Reporting Standards issued by the International Accounting Standards Board (lASS) that are effective as of 1 April 2009 have been adopted by the EU through the endorsement procedure established by the European Commission with the exception of the following
(i) Certain provisions of lAS 39 Financial Instruments Recognition and Measurement relating to portfolio hedge accounting
(ii) Improvements to IFRSs 2009
In addition the following interpretations have been endorsed however their effective dates are not the same although an entity may choose to early adopt them
0) IFRIC 12 Concession Arrangements
tii) IFRIC 15 Agreements for the construction of real estate and
liii) IFRIC 16 Hedges of a Net Investment in a Foreign Operation
The Company is not required by the Companies Law Cap113 to prepare consolidated financial statements because the Company and its subsidiaries constitute a small sized group as defined by the Law and the Company does not intend to issue consolidated financial statements for the year ended 31 March 2010
~ 1
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Basis of preparation (continued)
The European Commission has concluded that since parent companies are required by the EU 4th Directive to prepare their separate financial statements and since the Companies Law Cap113 requires the preparation of such financial statements in accordance with IFRS as adopted by the EU the provisions in lAS 27 middotConsolidated and Separate Financial Statementsn requiring the preparation of consolidated financial statements in accordance with IFRS do not apply
The financial statements have been prepared under the historical cost convention
The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates and requires management to exercise Its judgment in the process of applying the Companys accounting policies The areas involving a higher degree of judgment or complexity or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 4
Adoption of new and revised IFRSs
During the current year the Company adopted all the new and revised International Financial Reporting Standards (lFRS) that are relevant to its operations and are effective for accounting periods beginning on 1 April 2009 This adoption did not have a material effect on the accounting poliCies of the Company with the exception of the following
(i) lAS 1 (revised) Presentation of financial statements as a result of the adoption of which the Company presents in the statement of changes in equity all owner changes in equity whereas all non-owner changes in equity are presented in the statement of comprehensive income Comparatlve information has been reshypresented so that it is also in conformity with the revised standard The change in the accounting policy impacts only presentation aspects
(ii) IFRS 7 Financial Instruments-Disclosures (amendment) as a result of the adoption of which the Company provides additional disclosures in relation to the fair value measurements of its financial instruments by level of a fair value measurement hierarchy
At the date of approval of these financial statements standards and interpretations were issued by the International Accounting Standards Board which were not yet effective Some of them were adopted by the European Union and others not yet The Board of Directors expects that the adoption of these financial reporting standards in future periods will not have a matena effect on the financial statements of the Company
Revenue recognition
The Company recognises revenue when the amount of revenue can be reliably estimated it is probable that future economic benefits will flow to the entity and when specific criteria have been met for each of the Companys activities as described below
(12)
2
GNIR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Revenue recognition (continued)
(I) Interest income
Interest income is recognised on a time proportion basis using the effective interest method When a loan or receivable is impaired the Company reduces the carrying amount to its recoverable amount being the estimated future cash flows discounted at the original effective interest rate of the instrument and continues unwinding the discount as interest income Interest income on impaired loans anG receivables are recognised using the original effective interest rate
Foreign currency translation
(i) Functional and presentation currency
Items included in the Companys financial statements are measured using the currency of the primary economic environment in which the entity operates (the functional currency) The financial statements are presented in US dollars (US$) which is the Companys functional and presentation currency In 2009 the Directors of the Company decided to change the functional and presentation currency from the Euro (EUR) to US Doflars (USD) as they were of the opinion thaZ is the currency that best reflects the primary economic environment in which the entity operates The change in the currency was accounted for in accordance with the requirements of lAS 8 Accounting Policies Changes in Accounting Estimate~ and Errors The impact of the change on these financial statements is summarised in Note 16
(Ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where iterim are re-measured Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement
Tax
The tax expense for the period comprises current and deferred tax Tax is recognised in the income statement except to the extent that it relates to items recognised in other comprehensive income or directly in equity In this case the tax is also recognised in OIlEif
comprehensive income or directly in equity respectively
(13)
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Tax (continued)
Deferred income tax is recognised using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements However the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of transaction affects neither accounting nor taxable profit or loss Deferred income tax is determined using tax rates and laws that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled
Deferred income tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised
Financial assets
(i) Classification
The Company classifies its financial assets in loans and receivables The classification depends on the purpose for which the financial assets were acquired Management determines the classification of financial assets at initial recognition
~ Loans and receivables
Loans and receivables are non derivative financial assets with fixed or determinable payments that are not quoted in an active market and for which there is no intention of trading the receivable They are included in current assets except for maturities greater than twelve months after the balance sheet date These are classified as non current assets The Companys loans and receivables comprise trade and other receivables and cash and cash equivalents in the balance sheet
Subsidiaries at cost
Subsidiaries are all entities (including special purpose entities) over which the Company has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights The Company carries the investments in subsidiaries at cost less any impairment in its separate financial statements
Receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method less provision for impairment
(14)
GMR Infrastructure (Cyprus) Limited
2 Summary of significant accounting policies (continued)
Share capital
Ordinary shares are classified as equity
incremental costs directly attributable to the issue of new shares are shown in equity as a deduction net of tax from the proceeds
Any excess of the fair value of consideration received over the par value of shares issued is recognised as share premium
Borrowings
Borrowings are recognised initially at fair value net of transaction costs incurred Borrowings are subsequently stated at amortised cost Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the incomE statement over the period of the borrowings using the effective interest method unless they are directly attributable to the acquisition construction or production of a qualifying asset in which case they are capitalised as part of the cost of that asset
Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least twelve months after the balance sheet date
PayabJes
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method
Cash and cash equivalents
Cash and cash equivalents include cash in hand deposits held at call with banks and bank overdrafts In the balance sheet bank overdrafts are shown within borrowings in current liab1lities
Comparatives
Where necessary comparative figures have been adjusted to conform with changes in presentation in the current year
3 Financiai risk management
0) Financial risk factors
The Companys activities expose it to a variety of financial risks market risk (including cash flow interest rate risk) credit risk and liquidity risk
~ ~ t -
3
GMR Infrastructure (Cyprus) Limited
Financial risk management (continued)
(i) Financial risk factors (continued)
The Company does not have a formal risk management policy programme Instead the succeptibility of the Companys to financial risks such as cash flow interest rate risk credit risk and liquidity risk is monitored as part of its daily management of the business
bull Market risk
Cash flow and fair value interest rate risk
As the Company has no significant interest~bearing assets the Companys income and operating cash flows are substantially independent of changes in market interest rates
The Companys management monitors the interest rate fluctuations on a continuous basis and acts accordingly
Credit risk
Credit risk arises from cash and cash equivalents and deposits with banks
For banks and financial institutions only independently rated parties with a minimum rating of A and B are accepted
The table below shows the balance held with the two banks at the balance sheet date
31 March 2010
Rating Balance US$
Barclays PLC EFG Eurobank Ergasias SA
Aa3 Baa3
3429 48840736
48844165
liquidity risk
The table below analyses the Companys financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date The amounts disclosed in the table are the contractual undiscounted cash flows Balances due within 12 months equal their carrying balances as the impact of discounting is not significant
(16)
GMR Infrastructure (Cyprus) Limited
3 Financial risk management (continued)
(i) Financial risk factors (continued)
Less than 1 year US$
At 31 March 2009 Payables 128859041 Current Income Tax liabilities 2582
128861623
Less than 1 year US$
At 31 March 2010 Borrowings 30499011 Payables 204225148 Current Income Tax liabilities 2582
234726741
Management does not have a formal policy for rnanaging IiquKllllil risk
(ii) Capital risk management
The capital as defined by management at 31 March 20 was as fOlO~IlmiddotS
As restated 201~ 2009 US$ US$
Total borrowings (Note 17) 30499011 Less cash and cash equivalents (Note 14) 488441G~ (69942)
Net debt (18345154) (69942)
Total equity 1 O2289lpound
Total capita as defined by management (811621~f 9841620
Gearing ratio NA
4 Critical accounting estimates and judgements
Estimates and judgements are continuaily evaluated and are based on historicd experience and other factors including expectations of future events that are bieved to be reasonable under the circumstances
(7)
4
GMR Infrastructure (Cyprus) Limited
Critical accounting estimates and judgements (continued)
bull Income taxes
Significant judgment is required in determining the provision for income taxes There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due Where the final tax outcome of these matters is different from the amounts that were initially recorded such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made
Functional Currency
The Company has determined the currency of its primary economic environment to be the US dollars in accordance with the requirements of lAS 21 The effects of changes in foreign exchange rates The Companys rationale for this conclusion was based on the requirements of lAS 21 in paragraphs 9 10 and 11 The primary indicators envisaged by lAS 21 indicate towards the USD as it is the currency that most faithfully represents the economic effects of its underlying transactions events and conditions
(i) Critical judgements in applying the Companys accounting policies
$ Related party transactions
In the normal course of the business the Company enters into transactions with its related parties Judgement is applied in determining if transactions are priced at market or non-market rates where there is no active market for such transactions
Impairment of investments
The Company follows the guidance of lAS 36 for subsidiaries on determining when an investment is other-than-temporarily impaired This determination required significant judgement especially for unquoted investments In making this judgement the Company evaluates among other factors the duration and extent to which the fair value of an investment is less than its cost and the financial health and near-term business outlook for the investee based primarily on the current financial statement of the companies concerned
At the end of the period the Companys management have concluded that the investments are not impaired
(18)
GMR Infrastructure (Cyprus) limited
5 Other income
Interest income Bank balances
Expenses by nature
Auditors remuneration Other expenses Photocopies Printing ampStationary Telephones amp Faxes Accounting and Administrative Fees Legal Fees Secretarial Fees Bank signatory fees Registered office fees Legalization of documents Professional tax Transation fees Bank charges Unrecoverable VAT Directors Fees (Note 19(iraquo
Total expenses
7 Finance costs
Interest expense Bank borrowings Loans from related parties (Note 19(iii))
Net foreign exchange transaction loss
Tax
Current tax charge Defence contribution
Income tax expense
As restated 2010 2009 US$ US$
1182431 8750
As restated 201(1 2009 US$ US$
6787 3000 10 24
849 1710 621
45918 23952 3798
743 372 502 279 635
3366 9159
74278
As restated 2010 2009 US$ US$
7 499011
173523- 657365
672534 657372
2010 US$
As restated 2009 US$
2847
(19)
2847
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Basis of preparation (continued)
The European Commission has concluded that since parent companies are required by the EU 4th Directive to prepare their separate financial statements and since the Companies Law Cap113 requires the preparation of such financial statements in accordance with IFRS as adopted by the EU the provisions in lAS 27 middotConsolidated and Separate Financial Statementsn requiring the preparation of consolidated financial statements in accordance with IFRS do not apply
The financial statements have been prepared under the historical cost convention
The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates and requires management to exercise Its judgment in the process of applying the Companys accounting policies The areas involving a higher degree of judgment or complexity or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 4
Adoption of new and revised IFRSs
During the current year the Company adopted all the new and revised International Financial Reporting Standards (lFRS) that are relevant to its operations and are effective for accounting periods beginning on 1 April 2009 This adoption did not have a material effect on the accounting poliCies of the Company with the exception of the following
(i) lAS 1 (revised) Presentation of financial statements as a result of the adoption of which the Company presents in the statement of changes in equity all owner changes in equity whereas all non-owner changes in equity are presented in the statement of comprehensive income Comparatlve information has been reshypresented so that it is also in conformity with the revised standard The change in the accounting policy impacts only presentation aspects
(ii) IFRS 7 Financial Instruments-Disclosures (amendment) as a result of the adoption of which the Company provides additional disclosures in relation to the fair value measurements of its financial instruments by level of a fair value measurement hierarchy
At the date of approval of these financial statements standards and interpretations were issued by the International Accounting Standards Board which were not yet effective Some of them were adopted by the European Union and others not yet The Board of Directors expects that the adoption of these financial reporting standards in future periods will not have a matena effect on the financial statements of the Company
Revenue recognition
The Company recognises revenue when the amount of revenue can be reliably estimated it is probable that future economic benefits will flow to the entity and when specific criteria have been met for each of the Companys activities as described below
(12)
2
GNIR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Revenue recognition (continued)
(I) Interest income
Interest income is recognised on a time proportion basis using the effective interest method When a loan or receivable is impaired the Company reduces the carrying amount to its recoverable amount being the estimated future cash flows discounted at the original effective interest rate of the instrument and continues unwinding the discount as interest income Interest income on impaired loans anG receivables are recognised using the original effective interest rate
Foreign currency translation
(i) Functional and presentation currency
Items included in the Companys financial statements are measured using the currency of the primary economic environment in which the entity operates (the functional currency) The financial statements are presented in US dollars (US$) which is the Companys functional and presentation currency In 2009 the Directors of the Company decided to change the functional and presentation currency from the Euro (EUR) to US Doflars (USD) as they were of the opinion thaZ is the currency that best reflects the primary economic environment in which the entity operates The change in the currency was accounted for in accordance with the requirements of lAS 8 Accounting Policies Changes in Accounting Estimate~ and Errors The impact of the change on these financial statements is summarised in Note 16
(Ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where iterim are re-measured Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement
Tax
The tax expense for the period comprises current and deferred tax Tax is recognised in the income statement except to the extent that it relates to items recognised in other comprehensive income or directly in equity In this case the tax is also recognised in OIlEif
comprehensive income or directly in equity respectively
(13)
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Tax (continued)
Deferred income tax is recognised using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements However the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of transaction affects neither accounting nor taxable profit or loss Deferred income tax is determined using tax rates and laws that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled
Deferred income tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised
Financial assets
(i) Classification
The Company classifies its financial assets in loans and receivables The classification depends on the purpose for which the financial assets were acquired Management determines the classification of financial assets at initial recognition
~ Loans and receivables
Loans and receivables are non derivative financial assets with fixed or determinable payments that are not quoted in an active market and for which there is no intention of trading the receivable They are included in current assets except for maturities greater than twelve months after the balance sheet date These are classified as non current assets The Companys loans and receivables comprise trade and other receivables and cash and cash equivalents in the balance sheet
Subsidiaries at cost
Subsidiaries are all entities (including special purpose entities) over which the Company has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights The Company carries the investments in subsidiaries at cost less any impairment in its separate financial statements
Receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method less provision for impairment
(14)
GMR Infrastructure (Cyprus) Limited
2 Summary of significant accounting policies (continued)
Share capital
Ordinary shares are classified as equity
incremental costs directly attributable to the issue of new shares are shown in equity as a deduction net of tax from the proceeds
Any excess of the fair value of consideration received over the par value of shares issued is recognised as share premium
Borrowings
Borrowings are recognised initially at fair value net of transaction costs incurred Borrowings are subsequently stated at amortised cost Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the incomE statement over the period of the borrowings using the effective interest method unless they are directly attributable to the acquisition construction or production of a qualifying asset in which case they are capitalised as part of the cost of that asset
Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least twelve months after the balance sheet date
PayabJes
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method
Cash and cash equivalents
Cash and cash equivalents include cash in hand deposits held at call with banks and bank overdrafts In the balance sheet bank overdrafts are shown within borrowings in current liab1lities
Comparatives
Where necessary comparative figures have been adjusted to conform with changes in presentation in the current year
3 Financiai risk management
0) Financial risk factors
The Companys activities expose it to a variety of financial risks market risk (including cash flow interest rate risk) credit risk and liquidity risk
~ ~ t -
3
GMR Infrastructure (Cyprus) Limited
Financial risk management (continued)
(i) Financial risk factors (continued)
The Company does not have a formal risk management policy programme Instead the succeptibility of the Companys to financial risks such as cash flow interest rate risk credit risk and liquidity risk is monitored as part of its daily management of the business
bull Market risk
Cash flow and fair value interest rate risk
As the Company has no significant interest~bearing assets the Companys income and operating cash flows are substantially independent of changes in market interest rates
The Companys management monitors the interest rate fluctuations on a continuous basis and acts accordingly
Credit risk
Credit risk arises from cash and cash equivalents and deposits with banks
For banks and financial institutions only independently rated parties with a minimum rating of A and B are accepted
The table below shows the balance held with the two banks at the balance sheet date
31 March 2010
Rating Balance US$
Barclays PLC EFG Eurobank Ergasias SA
Aa3 Baa3
3429 48840736
48844165
liquidity risk
The table below analyses the Companys financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date The amounts disclosed in the table are the contractual undiscounted cash flows Balances due within 12 months equal their carrying balances as the impact of discounting is not significant
(16)
GMR Infrastructure (Cyprus) Limited
3 Financial risk management (continued)
(i) Financial risk factors (continued)
Less than 1 year US$
At 31 March 2009 Payables 128859041 Current Income Tax liabilities 2582
128861623
Less than 1 year US$
At 31 March 2010 Borrowings 30499011 Payables 204225148 Current Income Tax liabilities 2582
234726741
Management does not have a formal policy for rnanaging IiquKllllil risk
(ii) Capital risk management
The capital as defined by management at 31 March 20 was as fOlO~IlmiddotS
As restated 201~ 2009 US$ US$
Total borrowings (Note 17) 30499011 Less cash and cash equivalents (Note 14) 488441G~ (69942)
Net debt (18345154) (69942)
Total equity 1 O2289lpound
Total capita as defined by management (811621~f 9841620
Gearing ratio NA
4 Critical accounting estimates and judgements
Estimates and judgements are continuaily evaluated and are based on historicd experience and other factors including expectations of future events that are bieved to be reasonable under the circumstances
(7)
4
GMR Infrastructure (Cyprus) Limited
Critical accounting estimates and judgements (continued)
bull Income taxes
Significant judgment is required in determining the provision for income taxes There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due Where the final tax outcome of these matters is different from the amounts that were initially recorded such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made
Functional Currency
The Company has determined the currency of its primary economic environment to be the US dollars in accordance with the requirements of lAS 21 The effects of changes in foreign exchange rates The Companys rationale for this conclusion was based on the requirements of lAS 21 in paragraphs 9 10 and 11 The primary indicators envisaged by lAS 21 indicate towards the USD as it is the currency that most faithfully represents the economic effects of its underlying transactions events and conditions
(i) Critical judgements in applying the Companys accounting policies
$ Related party transactions
In the normal course of the business the Company enters into transactions with its related parties Judgement is applied in determining if transactions are priced at market or non-market rates where there is no active market for such transactions
Impairment of investments
The Company follows the guidance of lAS 36 for subsidiaries on determining when an investment is other-than-temporarily impaired This determination required significant judgement especially for unquoted investments In making this judgement the Company evaluates among other factors the duration and extent to which the fair value of an investment is less than its cost and the financial health and near-term business outlook for the investee based primarily on the current financial statement of the companies concerned
At the end of the period the Companys management have concluded that the investments are not impaired
(18)
GMR Infrastructure (Cyprus) limited
5 Other income
Interest income Bank balances
Expenses by nature
Auditors remuneration Other expenses Photocopies Printing ampStationary Telephones amp Faxes Accounting and Administrative Fees Legal Fees Secretarial Fees Bank signatory fees Registered office fees Legalization of documents Professional tax Transation fees Bank charges Unrecoverable VAT Directors Fees (Note 19(iraquo
Total expenses
7 Finance costs
Interest expense Bank borrowings Loans from related parties (Note 19(iii))
Net foreign exchange transaction loss
Tax
Current tax charge Defence contribution
Income tax expense
As restated 2010 2009 US$ US$
1182431 8750
As restated 201(1 2009 US$ US$
6787 3000 10 24
849 1710 621
45918 23952 3798
743 372 502 279 635
3366 9159
74278
As restated 2010 2009 US$ US$
7 499011
173523- 657365
672534 657372
2010 US$
As restated 2009 US$
2847
(19)
2847
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
2
GNIR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Revenue recognition (continued)
(I) Interest income
Interest income is recognised on a time proportion basis using the effective interest method When a loan or receivable is impaired the Company reduces the carrying amount to its recoverable amount being the estimated future cash flows discounted at the original effective interest rate of the instrument and continues unwinding the discount as interest income Interest income on impaired loans anG receivables are recognised using the original effective interest rate
Foreign currency translation
(i) Functional and presentation currency
Items included in the Companys financial statements are measured using the currency of the primary economic environment in which the entity operates (the functional currency) The financial statements are presented in US dollars (US$) which is the Companys functional and presentation currency In 2009 the Directors of the Company decided to change the functional and presentation currency from the Euro (EUR) to US Doflars (USD) as they were of the opinion thaZ is the currency that best reflects the primary economic environment in which the entity operates The change in the currency was accounted for in accordance with the requirements of lAS 8 Accounting Policies Changes in Accounting Estimate~ and Errors The impact of the change on these financial statements is summarised in Note 16
(Ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where iterim are re-measured Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement
Tax
The tax expense for the period comprises current and deferred tax Tax is recognised in the income statement except to the extent that it relates to items recognised in other comprehensive income or directly in equity In this case the tax is also recognised in OIlEif
comprehensive income or directly in equity respectively
(13)
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Tax (continued)
Deferred income tax is recognised using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements However the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of transaction affects neither accounting nor taxable profit or loss Deferred income tax is determined using tax rates and laws that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled
Deferred income tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised
Financial assets
(i) Classification
The Company classifies its financial assets in loans and receivables The classification depends on the purpose for which the financial assets were acquired Management determines the classification of financial assets at initial recognition
~ Loans and receivables
Loans and receivables are non derivative financial assets with fixed or determinable payments that are not quoted in an active market and for which there is no intention of trading the receivable They are included in current assets except for maturities greater than twelve months after the balance sheet date These are classified as non current assets The Companys loans and receivables comprise trade and other receivables and cash and cash equivalents in the balance sheet
Subsidiaries at cost
Subsidiaries are all entities (including special purpose entities) over which the Company has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights The Company carries the investments in subsidiaries at cost less any impairment in its separate financial statements
Receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method less provision for impairment
(14)
GMR Infrastructure (Cyprus) Limited
2 Summary of significant accounting policies (continued)
Share capital
Ordinary shares are classified as equity
incremental costs directly attributable to the issue of new shares are shown in equity as a deduction net of tax from the proceeds
Any excess of the fair value of consideration received over the par value of shares issued is recognised as share premium
Borrowings
Borrowings are recognised initially at fair value net of transaction costs incurred Borrowings are subsequently stated at amortised cost Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the incomE statement over the period of the borrowings using the effective interest method unless they are directly attributable to the acquisition construction or production of a qualifying asset in which case they are capitalised as part of the cost of that asset
Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least twelve months after the balance sheet date
PayabJes
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method
Cash and cash equivalents
Cash and cash equivalents include cash in hand deposits held at call with banks and bank overdrafts In the balance sheet bank overdrafts are shown within borrowings in current liab1lities
Comparatives
Where necessary comparative figures have been adjusted to conform with changes in presentation in the current year
3 Financiai risk management
0) Financial risk factors
The Companys activities expose it to a variety of financial risks market risk (including cash flow interest rate risk) credit risk and liquidity risk
~ ~ t -
3
GMR Infrastructure (Cyprus) Limited
Financial risk management (continued)
(i) Financial risk factors (continued)
The Company does not have a formal risk management policy programme Instead the succeptibility of the Companys to financial risks such as cash flow interest rate risk credit risk and liquidity risk is monitored as part of its daily management of the business
bull Market risk
Cash flow and fair value interest rate risk
As the Company has no significant interest~bearing assets the Companys income and operating cash flows are substantially independent of changes in market interest rates
The Companys management monitors the interest rate fluctuations on a continuous basis and acts accordingly
Credit risk
Credit risk arises from cash and cash equivalents and deposits with banks
For banks and financial institutions only independently rated parties with a minimum rating of A and B are accepted
The table below shows the balance held with the two banks at the balance sheet date
31 March 2010
Rating Balance US$
Barclays PLC EFG Eurobank Ergasias SA
Aa3 Baa3
3429 48840736
48844165
liquidity risk
The table below analyses the Companys financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date The amounts disclosed in the table are the contractual undiscounted cash flows Balances due within 12 months equal their carrying balances as the impact of discounting is not significant
(16)
GMR Infrastructure (Cyprus) Limited
3 Financial risk management (continued)
(i) Financial risk factors (continued)
Less than 1 year US$
At 31 March 2009 Payables 128859041 Current Income Tax liabilities 2582
128861623
Less than 1 year US$
At 31 March 2010 Borrowings 30499011 Payables 204225148 Current Income Tax liabilities 2582
234726741
Management does not have a formal policy for rnanaging IiquKllllil risk
(ii) Capital risk management
The capital as defined by management at 31 March 20 was as fOlO~IlmiddotS
As restated 201~ 2009 US$ US$
Total borrowings (Note 17) 30499011 Less cash and cash equivalents (Note 14) 488441G~ (69942)
Net debt (18345154) (69942)
Total equity 1 O2289lpound
Total capita as defined by management (811621~f 9841620
Gearing ratio NA
4 Critical accounting estimates and judgements
Estimates and judgements are continuaily evaluated and are based on historicd experience and other factors including expectations of future events that are bieved to be reasonable under the circumstances
(7)
4
GMR Infrastructure (Cyprus) Limited
Critical accounting estimates and judgements (continued)
bull Income taxes
Significant judgment is required in determining the provision for income taxes There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due Where the final tax outcome of these matters is different from the amounts that were initially recorded such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made
Functional Currency
The Company has determined the currency of its primary economic environment to be the US dollars in accordance with the requirements of lAS 21 The effects of changes in foreign exchange rates The Companys rationale for this conclusion was based on the requirements of lAS 21 in paragraphs 9 10 and 11 The primary indicators envisaged by lAS 21 indicate towards the USD as it is the currency that most faithfully represents the economic effects of its underlying transactions events and conditions
(i) Critical judgements in applying the Companys accounting policies
$ Related party transactions
In the normal course of the business the Company enters into transactions with its related parties Judgement is applied in determining if transactions are priced at market or non-market rates where there is no active market for such transactions
Impairment of investments
The Company follows the guidance of lAS 36 for subsidiaries on determining when an investment is other-than-temporarily impaired This determination required significant judgement especially for unquoted investments In making this judgement the Company evaluates among other factors the duration and extent to which the fair value of an investment is less than its cost and the financial health and near-term business outlook for the investee based primarily on the current financial statement of the companies concerned
At the end of the period the Companys management have concluded that the investments are not impaired
(18)
GMR Infrastructure (Cyprus) limited
5 Other income
Interest income Bank balances
Expenses by nature
Auditors remuneration Other expenses Photocopies Printing ampStationary Telephones amp Faxes Accounting and Administrative Fees Legal Fees Secretarial Fees Bank signatory fees Registered office fees Legalization of documents Professional tax Transation fees Bank charges Unrecoverable VAT Directors Fees (Note 19(iraquo
Total expenses
7 Finance costs
Interest expense Bank borrowings Loans from related parties (Note 19(iii))
Net foreign exchange transaction loss
Tax
Current tax charge Defence contribution
Income tax expense
As restated 2010 2009 US$ US$
1182431 8750
As restated 201(1 2009 US$ US$
6787 3000 10 24
849 1710 621
45918 23952 3798
743 372 502 279 635
3366 9159
74278
As restated 2010 2009 US$ US$
7 499011
173523- 657365
672534 657372
2010 US$
As restated 2009 US$
2847
(19)
2847
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
2
GMR Infrastructure (Cyprus) Limited
Summary of significant accounting policies (continued)
Tax (continued)
Deferred income tax is recognised using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements However the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of transaction affects neither accounting nor taxable profit or loss Deferred income tax is determined using tax rates and laws that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled
Deferred income tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised
Financial assets
(i) Classification
The Company classifies its financial assets in loans and receivables The classification depends on the purpose for which the financial assets were acquired Management determines the classification of financial assets at initial recognition
~ Loans and receivables
Loans and receivables are non derivative financial assets with fixed or determinable payments that are not quoted in an active market and for which there is no intention of trading the receivable They are included in current assets except for maturities greater than twelve months after the balance sheet date These are classified as non current assets The Companys loans and receivables comprise trade and other receivables and cash and cash equivalents in the balance sheet
Subsidiaries at cost
Subsidiaries are all entities (including special purpose entities) over which the Company has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights The Company carries the investments in subsidiaries at cost less any impairment in its separate financial statements
Receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method less provision for impairment
(14)
GMR Infrastructure (Cyprus) Limited
2 Summary of significant accounting policies (continued)
Share capital
Ordinary shares are classified as equity
incremental costs directly attributable to the issue of new shares are shown in equity as a deduction net of tax from the proceeds
Any excess of the fair value of consideration received over the par value of shares issued is recognised as share premium
Borrowings
Borrowings are recognised initially at fair value net of transaction costs incurred Borrowings are subsequently stated at amortised cost Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the incomE statement over the period of the borrowings using the effective interest method unless they are directly attributable to the acquisition construction or production of a qualifying asset in which case they are capitalised as part of the cost of that asset
Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least twelve months after the balance sheet date
PayabJes
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method
Cash and cash equivalents
Cash and cash equivalents include cash in hand deposits held at call with banks and bank overdrafts In the balance sheet bank overdrafts are shown within borrowings in current liab1lities
Comparatives
Where necessary comparative figures have been adjusted to conform with changes in presentation in the current year
3 Financiai risk management
0) Financial risk factors
The Companys activities expose it to a variety of financial risks market risk (including cash flow interest rate risk) credit risk and liquidity risk
~ ~ t -
3
GMR Infrastructure (Cyprus) Limited
Financial risk management (continued)
(i) Financial risk factors (continued)
The Company does not have a formal risk management policy programme Instead the succeptibility of the Companys to financial risks such as cash flow interest rate risk credit risk and liquidity risk is monitored as part of its daily management of the business
bull Market risk
Cash flow and fair value interest rate risk
As the Company has no significant interest~bearing assets the Companys income and operating cash flows are substantially independent of changes in market interest rates
The Companys management monitors the interest rate fluctuations on a continuous basis and acts accordingly
Credit risk
Credit risk arises from cash and cash equivalents and deposits with banks
For banks and financial institutions only independently rated parties with a minimum rating of A and B are accepted
The table below shows the balance held with the two banks at the balance sheet date
31 March 2010
Rating Balance US$
Barclays PLC EFG Eurobank Ergasias SA
Aa3 Baa3
3429 48840736
48844165
liquidity risk
The table below analyses the Companys financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date The amounts disclosed in the table are the contractual undiscounted cash flows Balances due within 12 months equal their carrying balances as the impact of discounting is not significant
(16)
GMR Infrastructure (Cyprus) Limited
3 Financial risk management (continued)
(i) Financial risk factors (continued)
Less than 1 year US$
At 31 March 2009 Payables 128859041 Current Income Tax liabilities 2582
128861623
Less than 1 year US$
At 31 March 2010 Borrowings 30499011 Payables 204225148 Current Income Tax liabilities 2582
234726741
Management does not have a formal policy for rnanaging IiquKllllil risk
(ii) Capital risk management
The capital as defined by management at 31 March 20 was as fOlO~IlmiddotS
As restated 201~ 2009 US$ US$
Total borrowings (Note 17) 30499011 Less cash and cash equivalents (Note 14) 488441G~ (69942)
Net debt (18345154) (69942)
Total equity 1 O2289lpound
Total capita as defined by management (811621~f 9841620
Gearing ratio NA
4 Critical accounting estimates and judgements
Estimates and judgements are continuaily evaluated and are based on historicd experience and other factors including expectations of future events that are bieved to be reasonable under the circumstances
(7)
4
GMR Infrastructure (Cyprus) Limited
Critical accounting estimates and judgements (continued)
bull Income taxes
Significant judgment is required in determining the provision for income taxes There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due Where the final tax outcome of these matters is different from the amounts that were initially recorded such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made
Functional Currency
The Company has determined the currency of its primary economic environment to be the US dollars in accordance with the requirements of lAS 21 The effects of changes in foreign exchange rates The Companys rationale for this conclusion was based on the requirements of lAS 21 in paragraphs 9 10 and 11 The primary indicators envisaged by lAS 21 indicate towards the USD as it is the currency that most faithfully represents the economic effects of its underlying transactions events and conditions
(i) Critical judgements in applying the Companys accounting policies
$ Related party transactions
In the normal course of the business the Company enters into transactions with its related parties Judgement is applied in determining if transactions are priced at market or non-market rates where there is no active market for such transactions
Impairment of investments
The Company follows the guidance of lAS 36 for subsidiaries on determining when an investment is other-than-temporarily impaired This determination required significant judgement especially for unquoted investments In making this judgement the Company evaluates among other factors the duration and extent to which the fair value of an investment is less than its cost and the financial health and near-term business outlook for the investee based primarily on the current financial statement of the companies concerned
At the end of the period the Companys management have concluded that the investments are not impaired
(18)
GMR Infrastructure (Cyprus) limited
5 Other income
Interest income Bank balances
Expenses by nature
Auditors remuneration Other expenses Photocopies Printing ampStationary Telephones amp Faxes Accounting and Administrative Fees Legal Fees Secretarial Fees Bank signatory fees Registered office fees Legalization of documents Professional tax Transation fees Bank charges Unrecoverable VAT Directors Fees (Note 19(iraquo
Total expenses
7 Finance costs
Interest expense Bank borrowings Loans from related parties (Note 19(iii))
Net foreign exchange transaction loss
Tax
Current tax charge Defence contribution
Income tax expense
As restated 2010 2009 US$ US$
1182431 8750
As restated 201(1 2009 US$ US$
6787 3000 10 24
849 1710 621
45918 23952 3798
743 372 502 279 635
3366 9159
74278
As restated 2010 2009 US$ US$
7 499011
173523- 657365
672534 657372
2010 US$
As restated 2009 US$
2847
(19)
2847
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
GMR Infrastructure (Cyprus) Limited
2 Summary of significant accounting policies (continued)
Share capital
Ordinary shares are classified as equity
incremental costs directly attributable to the issue of new shares are shown in equity as a deduction net of tax from the proceeds
Any excess of the fair value of consideration received over the par value of shares issued is recognised as share premium
Borrowings
Borrowings are recognised initially at fair value net of transaction costs incurred Borrowings are subsequently stated at amortised cost Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the incomE statement over the period of the borrowings using the effective interest method unless they are directly attributable to the acquisition construction or production of a qualifying asset in which case they are capitalised as part of the cost of that asset
Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least twelve months after the balance sheet date
PayabJes
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method
Cash and cash equivalents
Cash and cash equivalents include cash in hand deposits held at call with banks and bank overdrafts In the balance sheet bank overdrafts are shown within borrowings in current liab1lities
Comparatives
Where necessary comparative figures have been adjusted to conform with changes in presentation in the current year
3 Financiai risk management
0) Financial risk factors
The Companys activities expose it to a variety of financial risks market risk (including cash flow interest rate risk) credit risk and liquidity risk
~ ~ t -
3
GMR Infrastructure (Cyprus) Limited
Financial risk management (continued)
(i) Financial risk factors (continued)
The Company does not have a formal risk management policy programme Instead the succeptibility of the Companys to financial risks such as cash flow interest rate risk credit risk and liquidity risk is monitored as part of its daily management of the business
bull Market risk
Cash flow and fair value interest rate risk
As the Company has no significant interest~bearing assets the Companys income and operating cash flows are substantially independent of changes in market interest rates
The Companys management monitors the interest rate fluctuations on a continuous basis and acts accordingly
Credit risk
Credit risk arises from cash and cash equivalents and deposits with banks
For banks and financial institutions only independently rated parties with a minimum rating of A and B are accepted
The table below shows the balance held with the two banks at the balance sheet date
31 March 2010
Rating Balance US$
Barclays PLC EFG Eurobank Ergasias SA
Aa3 Baa3
3429 48840736
48844165
liquidity risk
The table below analyses the Companys financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date The amounts disclosed in the table are the contractual undiscounted cash flows Balances due within 12 months equal their carrying balances as the impact of discounting is not significant
(16)
GMR Infrastructure (Cyprus) Limited
3 Financial risk management (continued)
(i) Financial risk factors (continued)
Less than 1 year US$
At 31 March 2009 Payables 128859041 Current Income Tax liabilities 2582
128861623
Less than 1 year US$
At 31 March 2010 Borrowings 30499011 Payables 204225148 Current Income Tax liabilities 2582
234726741
Management does not have a formal policy for rnanaging IiquKllllil risk
(ii) Capital risk management
The capital as defined by management at 31 March 20 was as fOlO~IlmiddotS
As restated 201~ 2009 US$ US$
Total borrowings (Note 17) 30499011 Less cash and cash equivalents (Note 14) 488441G~ (69942)
Net debt (18345154) (69942)
Total equity 1 O2289lpound
Total capita as defined by management (811621~f 9841620
Gearing ratio NA
4 Critical accounting estimates and judgements
Estimates and judgements are continuaily evaluated and are based on historicd experience and other factors including expectations of future events that are bieved to be reasonable under the circumstances
(7)
4
GMR Infrastructure (Cyprus) Limited
Critical accounting estimates and judgements (continued)
bull Income taxes
Significant judgment is required in determining the provision for income taxes There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due Where the final tax outcome of these matters is different from the amounts that were initially recorded such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made
Functional Currency
The Company has determined the currency of its primary economic environment to be the US dollars in accordance with the requirements of lAS 21 The effects of changes in foreign exchange rates The Companys rationale for this conclusion was based on the requirements of lAS 21 in paragraphs 9 10 and 11 The primary indicators envisaged by lAS 21 indicate towards the USD as it is the currency that most faithfully represents the economic effects of its underlying transactions events and conditions
(i) Critical judgements in applying the Companys accounting policies
$ Related party transactions
In the normal course of the business the Company enters into transactions with its related parties Judgement is applied in determining if transactions are priced at market or non-market rates where there is no active market for such transactions
Impairment of investments
The Company follows the guidance of lAS 36 for subsidiaries on determining when an investment is other-than-temporarily impaired This determination required significant judgement especially for unquoted investments In making this judgement the Company evaluates among other factors the duration and extent to which the fair value of an investment is less than its cost and the financial health and near-term business outlook for the investee based primarily on the current financial statement of the companies concerned
At the end of the period the Companys management have concluded that the investments are not impaired
(18)
GMR Infrastructure (Cyprus) limited
5 Other income
Interest income Bank balances
Expenses by nature
Auditors remuneration Other expenses Photocopies Printing ampStationary Telephones amp Faxes Accounting and Administrative Fees Legal Fees Secretarial Fees Bank signatory fees Registered office fees Legalization of documents Professional tax Transation fees Bank charges Unrecoverable VAT Directors Fees (Note 19(iraquo
Total expenses
7 Finance costs
Interest expense Bank borrowings Loans from related parties (Note 19(iii))
Net foreign exchange transaction loss
Tax
Current tax charge Defence contribution
Income tax expense
As restated 2010 2009 US$ US$
1182431 8750
As restated 201(1 2009 US$ US$
6787 3000 10 24
849 1710 621
45918 23952 3798
743 372 502 279 635
3366 9159
74278
As restated 2010 2009 US$ US$
7 499011
173523- 657365
672534 657372
2010 US$
As restated 2009 US$
2847
(19)
2847
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
3
GMR Infrastructure (Cyprus) Limited
Financial risk management (continued)
(i) Financial risk factors (continued)
The Company does not have a formal risk management policy programme Instead the succeptibility of the Companys to financial risks such as cash flow interest rate risk credit risk and liquidity risk is monitored as part of its daily management of the business
bull Market risk
Cash flow and fair value interest rate risk
As the Company has no significant interest~bearing assets the Companys income and operating cash flows are substantially independent of changes in market interest rates
The Companys management monitors the interest rate fluctuations on a continuous basis and acts accordingly
Credit risk
Credit risk arises from cash and cash equivalents and deposits with banks
For banks and financial institutions only independently rated parties with a minimum rating of A and B are accepted
The table below shows the balance held with the two banks at the balance sheet date
31 March 2010
Rating Balance US$
Barclays PLC EFG Eurobank Ergasias SA
Aa3 Baa3
3429 48840736
48844165
liquidity risk
The table below analyses the Companys financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date The amounts disclosed in the table are the contractual undiscounted cash flows Balances due within 12 months equal their carrying balances as the impact of discounting is not significant
(16)
GMR Infrastructure (Cyprus) Limited
3 Financial risk management (continued)
(i) Financial risk factors (continued)
Less than 1 year US$
At 31 March 2009 Payables 128859041 Current Income Tax liabilities 2582
128861623
Less than 1 year US$
At 31 March 2010 Borrowings 30499011 Payables 204225148 Current Income Tax liabilities 2582
234726741
Management does not have a formal policy for rnanaging IiquKllllil risk
(ii) Capital risk management
The capital as defined by management at 31 March 20 was as fOlO~IlmiddotS
As restated 201~ 2009 US$ US$
Total borrowings (Note 17) 30499011 Less cash and cash equivalents (Note 14) 488441G~ (69942)
Net debt (18345154) (69942)
Total equity 1 O2289lpound
Total capita as defined by management (811621~f 9841620
Gearing ratio NA
4 Critical accounting estimates and judgements
Estimates and judgements are continuaily evaluated and are based on historicd experience and other factors including expectations of future events that are bieved to be reasonable under the circumstances
(7)
4
GMR Infrastructure (Cyprus) Limited
Critical accounting estimates and judgements (continued)
bull Income taxes
Significant judgment is required in determining the provision for income taxes There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due Where the final tax outcome of these matters is different from the amounts that were initially recorded such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made
Functional Currency
The Company has determined the currency of its primary economic environment to be the US dollars in accordance with the requirements of lAS 21 The effects of changes in foreign exchange rates The Companys rationale for this conclusion was based on the requirements of lAS 21 in paragraphs 9 10 and 11 The primary indicators envisaged by lAS 21 indicate towards the USD as it is the currency that most faithfully represents the economic effects of its underlying transactions events and conditions
(i) Critical judgements in applying the Companys accounting policies
$ Related party transactions
In the normal course of the business the Company enters into transactions with its related parties Judgement is applied in determining if transactions are priced at market or non-market rates where there is no active market for such transactions
Impairment of investments
The Company follows the guidance of lAS 36 for subsidiaries on determining when an investment is other-than-temporarily impaired This determination required significant judgement especially for unquoted investments In making this judgement the Company evaluates among other factors the duration and extent to which the fair value of an investment is less than its cost and the financial health and near-term business outlook for the investee based primarily on the current financial statement of the companies concerned
At the end of the period the Companys management have concluded that the investments are not impaired
(18)
GMR Infrastructure (Cyprus) limited
5 Other income
Interest income Bank balances
Expenses by nature
Auditors remuneration Other expenses Photocopies Printing ampStationary Telephones amp Faxes Accounting and Administrative Fees Legal Fees Secretarial Fees Bank signatory fees Registered office fees Legalization of documents Professional tax Transation fees Bank charges Unrecoverable VAT Directors Fees (Note 19(iraquo
Total expenses
7 Finance costs
Interest expense Bank borrowings Loans from related parties (Note 19(iii))
Net foreign exchange transaction loss
Tax
Current tax charge Defence contribution
Income tax expense
As restated 2010 2009 US$ US$
1182431 8750
As restated 201(1 2009 US$ US$
6787 3000 10 24
849 1710 621
45918 23952 3798
743 372 502 279 635
3366 9159
74278
As restated 2010 2009 US$ US$
7 499011
173523- 657365
672534 657372
2010 US$
As restated 2009 US$
2847
(19)
2847
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
GMR Infrastructure (Cyprus) Limited
3 Financial risk management (continued)
(i) Financial risk factors (continued)
Less than 1 year US$
At 31 March 2009 Payables 128859041 Current Income Tax liabilities 2582
128861623
Less than 1 year US$
At 31 March 2010 Borrowings 30499011 Payables 204225148 Current Income Tax liabilities 2582
234726741
Management does not have a formal policy for rnanaging IiquKllllil risk
(ii) Capital risk management
The capital as defined by management at 31 March 20 was as fOlO~IlmiddotS
As restated 201~ 2009 US$ US$
Total borrowings (Note 17) 30499011 Less cash and cash equivalents (Note 14) 488441G~ (69942)
Net debt (18345154) (69942)
Total equity 1 O2289lpound
Total capita as defined by management (811621~f 9841620
Gearing ratio NA
4 Critical accounting estimates and judgements
Estimates and judgements are continuaily evaluated and are based on historicd experience and other factors including expectations of future events that are bieved to be reasonable under the circumstances
(7)
4
GMR Infrastructure (Cyprus) Limited
Critical accounting estimates and judgements (continued)
bull Income taxes
Significant judgment is required in determining the provision for income taxes There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due Where the final tax outcome of these matters is different from the amounts that were initially recorded such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made
Functional Currency
The Company has determined the currency of its primary economic environment to be the US dollars in accordance with the requirements of lAS 21 The effects of changes in foreign exchange rates The Companys rationale for this conclusion was based on the requirements of lAS 21 in paragraphs 9 10 and 11 The primary indicators envisaged by lAS 21 indicate towards the USD as it is the currency that most faithfully represents the economic effects of its underlying transactions events and conditions
(i) Critical judgements in applying the Companys accounting policies
$ Related party transactions
In the normal course of the business the Company enters into transactions with its related parties Judgement is applied in determining if transactions are priced at market or non-market rates where there is no active market for such transactions
Impairment of investments
The Company follows the guidance of lAS 36 for subsidiaries on determining when an investment is other-than-temporarily impaired This determination required significant judgement especially for unquoted investments In making this judgement the Company evaluates among other factors the duration and extent to which the fair value of an investment is less than its cost and the financial health and near-term business outlook for the investee based primarily on the current financial statement of the companies concerned
At the end of the period the Companys management have concluded that the investments are not impaired
(18)
GMR Infrastructure (Cyprus) limited
5 Other income
Interest income Bank balances
Expenses by nature
Auditors remuneration Other expenses Photocopies Printing ampStationary Telephones amp Faxes Accounting and Administrative Fees Legal Fees Secretarial Fees Bank signatory fees Registered office fees Legalization of documents Professional tax Transation fees Bank charges Unrecoverable VAT Directors Fees (Note 19(iraquo
Total expenses
7 Finance costs
Interest expense Bank borrowings Loans from related parties (Note 19(iii))
Net foreign exchange transaction loss
Tax
Current tax charge Defence contribution
Income tax expense
As restated 2010 2009 US$ US$
1182431 8750
As restated 201(1 2009 US$ US$
6787 3000 10 24
849 1710 621
45918 23952 3798
743 372 502 279 635
3366 9159
74278
As restated 2010 2009 US$ US$
7 499011
173523- 657365
672534 657372
2010 US$
As restated 2009 US$
2847
(19)
2847
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
4
GMR Infrastructure (Cyprus) Limited
Critical accounting estimates and judgements (continued)
bull Income taxes
Significant judgment is required in determining the provision for income taxes There are transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business The Company recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due Where the final tax outcome of these matters is different from the amounts that were initially recorded such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made
Functional Currency
The Company has determined the currency of its primary economic environment to be the US dollars in accordance with the requirements of lAS 21 The effects of changes in foreign exchange rates The Companys rationale for this conclusion was based on the requirements of lAS 21 in paragraphs 9 10 and 11 The primary indicators envisaged by lAS 21 indicate towards the USD as it is the currency that most faithfully represents the economic effects of its underlying transactions events and conditions
(i) Critical judgements in applying the Companys accounting policies
$ Related party transactions
In the normal course of the business the Company enters into transactions with its related parties Judgement is applied in determining if transactions are priced at market or non-market rates where there is no active market for such transactions
Impairment of investments
The Company follows the guidance of lAS 36 for subsidiaries on determining when an investment is other-than-temporarily impaired This determination required significant judgement especially for unquoted investments In making this judgement the Company evaluates among other factors the duration and extent to which the fair value of an investment is less than its cost and the financial health and near-term business outlook for the investee based primarily on the current financial statement of the companies concerned
At the end of the period the Companys management have concluded that the investments are not impaired
(18)
GMR Infrastructure (Cyprus) limited
5 Other income
Interest income Bank balances
Expenses by nature
Auditors remuneration Other expenses Photocopies Printing ampStationary Telephones amp Faxes Accounting and Administrative Fees Legal Fees Secretarial Fees Bank signatory fees Registered office fees Legalization of documents Professional tax Transation fees Bank charges Unrecoverable VAT Directors Fees (Note 19(iraquo
Total expenses
7 Finance costs
Interest expense Bank borrowings Loans from related parties (Note 19(iii))
Net foreign exchange transaction loss
Tax
Current tax charge Defence contribution
Income tax expense
As restated 2010 2009 US$ US$
1182431 8750
As restated 201(1 2009 US$ US$
6787 3000 10 24
849 1710 621
45918 23952 3798
743 372 502 279 635
3366 9159
74278
As restated 2010 2009 US$ US$
7 499011
173523- 657365
672534 657372
2010 US$
As restated 2009 US$
2847
(19)
2847
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
GMR Infrastructure (Cyprus) limited
5 Other income
Interest income Bank balances
Expenses by nature
Auditors remuneration Other expenses Photocopies Printing ampStationary Telephones amp Faxes Accounting and Administrative Fees Legal Fees Secretarial Fees Bank signatory fees Registered office fees Legalization of documents Professional tax Transation fees Bank charges Unrecoverable VAT Directors Fees (Note 19(iraquo
Total expenses
7 Finance costs
Interest expense Bank borrowings Loans from related parties (Note 19(iii))
Net foreign exchange transaction loss
Tax
Current tax charge Defence contribution
Income tax expense
As restated 2010 2009 US$ US$
1182431 8750
As restated 201(1 2009 US$ US$
6787 3000 10 24
849 1710 621
45918 23952 3798
743 372 502 279 635
3366 9159
74278
As restated 2010 2009 US$ US$
7 499011
173523- 657365
672534 657372
2010 US$
As restated 2009 US$
2847
(19)
2847
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
GMR Infrastructure (Cyprus) Limited
8 Tax (continued)
The tax on the Companys profitf(loss) before tax differs from the theoretical amount that would arise using the applicable tax rate as follows
As restated 2010 2009 US$ US$
Profit(loss) before tax 435619 (689600)
Tax calculated at the applicable corporation tax rate of 10 43562 (68960) Tax effect of expenses not deductible for tax purposes 25213 Tax effect of allowances and income not subject to tax (118243) (17045) Special contribution for defence 118243 2847 Tax effect of tax losses for which no deferred tax asset was recognised 74681 60792
Income tax charge 118243 2847
The Com pany is subject to corporation tax on taxable profits at the rate of 10
Under certain conditions interest may be subject to defence contribution at the rate of 10 In such cases 50 of the same interest will be exempt from corporation tax thus having an effective tax rate burden of approximately 15
From 1 January 2009 onwards under certain conditions interest may be exempt from income tax and only subject to defence contribution at the rate of 10
In certain cases dividends received from abroad may be subject to defence contribution at the rate of 15
Deferred tax asset on the Companys tax losses was not recognised since no reliable estimate can be made that future taxable profits will be available against which temporary tax differences could be utilised At 31 March 2010 the tax losses carried forward for which deferred tax asset was not recognised amounted to $1575719
9 Financial instruments by category
Loans and receivables Total
US$ US$ 31 March 2009 Assets as per balance sheet Receivables from related party 1830 1830 Cash at bank 69942 69942
Total 71772 71772
Other finandal iabilities Tota
US$ USS Liabilities as per balance sheet Payables to related party 128847054 128847054 Other payabies 11987 11987
Total 128859041 128859041
Loans and receivables Total
USS USS 31 March 2010 Assets as per balance sheet Receivabies from related party CaSh at bank
1830 48844165
1830 48844165
Tota 48845995 48845995
(20)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
GMR Infrastructure (Cyprus) Limited
9 Financial instruments by category (continued)
Other financial liabilities Total
US$ US$ Liabilities as ~r balance sheet Borrowings 3049901 30499011 Payables to related party 204214755 204214755 other payables _____1~0~3~~ _____1~O~39=2
234724158 234724158Total
10 Credit quality of financial assets
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates
As restated 2010 2009 US$ US$
Receivables from subsidiary 1830 1830
As restated 2010 2009 US$ US$
Cash at bank and shortmiddotterm bank deposits
Aa3 3429 69942
BaaS 48840736
48844165 69942
11 Investments in subsidiaries
As restated 2010 2009 US$ US$
At beginning of year 138700000 4759 Additions 57408174 138700000 Disposals (4759)
At end of year 196108174 138700000
The Companys interests in its subsidiaries all of which are unlisted were as follows
As restated Country of 2QW 2009
Name Principal activity incorporation holding holding
GMR Infrastructure (Global) Explore opportunities in the Isle of Man 1001~) 100 Limited infrastructure sector
across the world
During the year GMR Infrastructure (Global) has issued an additional 57408174 shares of USD 1 each to the Company for a totai contribution of $57408174
(21 )
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
GMR Infrastructure (Cyprus) Linlited
12 Change in functional and presentation currency
In 2009 the Directors of the Company decided to change the functional and presentation currency of the Company from the Euro (EUR) to US Dollars (USD) as they were of the opinion that it is the currency that best reflects the primary economic environment in which the entity operates The change in the functional and presentation currency from Euro to US dollars was accounted in accordance with the requirements of lAS 21 The effects of Changes in Foreign Exchange Rates and the requirements of lAS 8 Accounting Policies Changes in Accounting Estimates and Errors The impact of the change was accounted retrospectively as per the requirements of lAS 8 and the effect on the income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
13 Receivables
2010 US$
As restated 2009 US$
ReceiPrepa
vables from subsidiaries (Note 19(ii) yments
1630 1508
3338
1830 1412
The fair values of receivables approximate their carrying amounts at the balance sheet date
The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of receivable mentioned above The Company does not hold any collateral as security
14 Cash and cash equivalents
As restated 2010 2009 US$ US$
Cash at bank 3429 69942 Short-term bank deposits 48840736
48844165 69942
Cash and cash equivalents include the following for the purposes of the statement of cash flows
As restated 2010 2009 US$ US$
Cash and cash equivalents 48844165 69942
48844165 69942
(22)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
GMR Infrastructure (Cyprus) Limited
15 Share capital and share premium
Share Share capital premium Total
US$ US$ USS
At 1 April 2008 4740 867490 872230 Issue of shares 1582 9748419 9750001
At 31 March 2009[1 April 2009 6322 10615909 10622231
At 31 March 2010 6322 10615909 10622231
16 Prior year adjustment
On 1 April 2009 the Companys equity has been restated for the following prior year error
bull As per the requirements of lAS 21 The Effects of Changes in Foreign Exchange Rates the Company should have selected the US Dollars (USD) as its functional currency which is the currency that best reflects the primary economic environment in which the Company operates from 1 April 2008 Up to 31 March 2009 the Company was using the Euro as its functional currency The impact of the change was accounted retrospectively as per the reqUirements of lAS 8 and the effect on the bull income statement is a gain of $79703 the effect on the statement of financial position is a loss of $156414 and the net effect on retained earnings at 1 April 2009 is a decrease of $76711
17 Borrowings
As restated 2010 2008 US$ USS
Current Borrowings from related parties (Note 19(iiiraquo 30499011 shy===
The loan and interest accrued are repayable on an annual basis by August 2010
The carrying amounts of borrowings approximate their fair value
The carrying amounts of the Companys borrowings are denominated in the following currencies
As restated 2010 2009 US$ US$
30499011JS Dollar
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
GMR Infrastructure (Cyprus) Limited
18 Trade and other payables
2010 US$
As restated 2009 US$
PayabOther
les to related parties (Note 19(ii)) payables
204214755 10391
204225146
128847054 11986
128859040
The fair value of trade and other payables which are due within one year approximates their carrying amount at the balance sheet date
19 Related party transactions
The Company is controlled by GMR Infrastructure (Mauritius) Limited incorporated in Mauritius which owns 100 of the Companys shares The Companys ultimate controlling company is GMR Holdings Private and the ultimate controlling party is Mallika~una Rao Gandhi
The following transactions were carried out with related parties
(i) Directors remuneration
The total remuneration of the Directors was as follows
As restated 2010 2009 US$ US$
Fees 1858
(ii) Yearwend balances arising from financing activities
As restated 2010 2009 US$ US$
Receivable from related parties (Note 13)
Receivables from subsidiary 1830 1830
Payable to related parties (Note 18) Payable to parent 204214755 128847054
The above balances bear no interest and are repayable on demand
(iii) Borrowings from related parties
As restated 2010 2009 US$ US$
Borrowings from related party At beginning of year Loans advanced during year 30000000 Interest charged (Note 7) 499011
At end of year (Note 17) 30499JH 1
The above borrowing was provided with interest and is repayable within one year
(24)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
GMR Infrastructure (Cyprus) Limited
20 Going concern
These financial statements have been prepared on a going concern basis which assumes that
a)The company will continue operating for the foreseeable future and b) In the long term the investment the company has made into group companies is recoverable and the carrying value in the balance sheet is a fair value of the investment
The Company owns 100 of GMR Infrastructure (Global) Limited which in its turn owns 100 of GMR Energy (Global) Limited GMR Energys investment by way of debentures in GMR Holding (Malta) Limited is part of the groups acquisition of InterGen NV GMR Holding (Malta) Limiteds non statutory consolidated financial statements for the period ended 31st December 2009 show a loss of USD1309 million (31 March 2009 - USD 546 million) and its total liabilities exceeded total assets by USD 1593 million (31 March 2009 - USD 622 million) This loss was due to a share of the losses of InterGen NV of USD 775 million as well as finance costs of $517 million
Although InterGen NV incurred a loss in the current period their directors do not envisage any going concern issues and expect the financial performance of InterGen NV to improve in the foreseeable future resulting in dividend distributions to the shareholders and positive cash flows from operations It is expected that InterGen NVs financial position wi improve and will enable shareholders to recover their investment over the longer term
The acquisition of InterGen NV was funded through loans with Axis Bank and ICICl Bank pic which amounted to USD 1107 million A syndicated loan of USD 8369 mllion provided by Axis Bank Limited via a consortium of banks is due to mature in October 2010 At the date of these financial statements an amount of USD 100 mimon has already been paid to Axis Bank Limited funded by a share subscription The Group is in the advanced stages of renegotiating the financing of USD 537 million through a consortium of banks led by Axis Bank which is due to be finalised in June 2010 The group is also in the process of refinancing the balance of USD 200 million All the balances are guaranteed by GMR Infrastructure Limited an Indian listed company
It is believed that with the continued support of its shareholders the necessary funding to achieve InterGen NVs plans is in place and to this end GMR Private Holdings limited the ultimate parent company of GMR Infrastructure Limited GMR Infrastructure (Cyprus) limited GMR Infrastructure (Global) Limited GMR Energy (Global) Limited and GMR Holding (Malta) Limited has also undertaken to provide the necessary finance guarantees to enable the group to meet any obligations as they arise
The directors at group level are following developments very closely at both debenture investment level and at InterGen NV level and if the expected results differ materially from those projected the group aims to raise further funds for the continuing operations and execution of business plans as InterGen NVs management are confident that positive cash flows will be achieved However there can be no guarantee that the long term results will improve and should the positive cash flows not be achieved a reduction in the carrying value of the debentures and accrued interest would be required
In view of the above in particular the guarantees given by both GMR Infrastructure Limited and GMR Private Holdings Limited the directors consider it appropriate to prepare the accounts on the going concern basis although a material uncertainty exists to the Companys ability to continue as a going concern
(25)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)
GMR Infrastructure (Cyprus) Limited
Additional information to the income statement
Analysis of expenses for the year ended 31 March 2010
Administrative expenses Auditors remuneration Accounting fees Legal fees Directors fees Secretarial fees Registered office fees Legalisation of documents Telephone telexes and facsimiles Printing and stationery Translation expenses Taxes and licences Non-recoverable VAT Bank charges Sundry expenses
2010 US$
6787 45919
3798 18S8
743 502 219
849
635 9159 3739
10
As restated 2009 US$
3000 23952
1255 501 449 a96 621
1710 65
604 5086 2815
24
74218 40978
(27)