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BRIGADE PROPERTIES PRIVATE LIMITED ANNUAL REPORT 20132014

BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

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Page 1: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

BRIGADE PROPERTIES PRIVATE LIMITED  

    

ANNUAL REPORT 2013‐2014 

Page 2: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824
Page 3: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824
Page 4: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824
Page 5: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824 Registered Office: 29th Floor, World Trade Center Brigade Gateway Campus, Dr. Rajkumar Road Malleswaram-Rajajinagar, Bangalore-560055, INDIA Ph: 91 80 41379200, Fax: 91 80 22210784 [email protected] www.brigadegroup.com

.■110/7

•■•■•••!„, •■■',/ •••■•=f,/ 11■0,

BRIGADE GROUP

For a better quality of life,

upgrade to Brigade

DIRECTORS' REPORT

To

The Members,

Your Directors have pleasure in presenting the Seventh Annual Report of the Company, along with the Audited Statement of Accounts for the year ended 31s t March, 2014.

1. FINANCIAL HIGHLIGHTS

The financial highlights of the Company for the year ended 31 5 ' March, 2014 is as follows:

(Runees in Lakhs) Particulars 2013-2014 2012-2013

Income 138.54 6.76 Purchase of project materials 203.14 - Sub-contracting charges 796.88 Other expenses 1507.22 407.31 Finance expenses 1940.95 694,17 Profit before tax Balance in Profit & Loss Account brought forward from previous year

(414.70) (22.32) (414.70) (22.32)

I Balance carried to Balance Sheet (438.12) (23.42)

2. DIVIDEND

Directors have not recommended any dividend since the Company has incurred a loss.

3. OPERATIONS DURING THE YEAR

We are pleased to inform that the premium residential project of the Company "Brigade Cosmopolis" was launched during the year. The project will be launched in two phases.

The first phase of the project comprising of six towers was launched in October 2013. This comprises of a total saleable area of around 9 lakh sq. ft. The project is well received in the market and is reflecting in the robust sales made during the year. This will not reflect in this year's financials due to the accounting standard for recognition of revenue based on percentage completion method.

Project Address : Brigade Cosmopolis, Site No.289, Near Forum Value Mall, White Field Main Road, Bangalore — 560 066 Ph No.080-6569 0009

Page 6: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

The major contracts for the project has been awarded. M/s Shapoorji Palionji and Company Limited are main contractor for the project. The excavation and footings work are in progress. Company would be using new technologies to speed up the construction progress.

4. SHARE CAPITAL:

There have been no changes in the equity share capital of the Company during the year

During the year under review, the Company has raised funds by issue of Fully Convertible Debentures and Optionally convertible Debentures to its shareholders,

Company has issued 1147612 Class B Series (16%) of Fully Convertible Debentures of Rs.100/- each to M/s. Reco Begonia Private Limited and 1194576 Class B Series (0.01%) of Optionally Convertible Debentures of Rs.100/- each to M/s. Brigade Enterprises Limited on le July, 2013.

5. DIRECTORS

None of the Directors of the Company are disqualified under Section 274(1)(g) of the Companies Act, 1956.

6. DIRECTORS' RESPONSIBILITY STATEMENT

As stipulated under Section 217 (2AA) of the Companies Act, 1956, your Directors confirm as under:-

a) That in the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with the proper explanation relating to material departures

io) That the Directors had selected such Accounting Policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the Profit and Loss of the Company for that period.

c) That the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

BRIGADE GROUP

For a better quality of upgrade to 13rigade

Page 7: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

d) That the Directors had prepared the Annual Accounts on a going concern basis.

7. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The utilization of energy is minimal and need based. The Management of the Company is conscious of the need to conserve energy resources and adopts conservation measures in operations wherever applicable.

Further during the year under review, the Company has neither earned nor used any foreign exchange.

8. FIXED DEPOSITS

Company has not accepted any fixed deposits from Directors or shareholders of the Company.

9. PARTICULARS OF EMPLOYEES UNDER SECTION 217(2A)

There are no employees in the Company who are in receipt of remuneration in excess of the limits prescribed in section 217(2A) of the Companies Act, 1956 during the year under review.

10. AUDITORS

M/s. S R BC& Co., Chartered Accountants, the Statutory Auditors of the Company retire at the ensuing Annual General Meeting of the Company and have requested the Board not to recommend their re-appointment for the next year due to their pre-occupation. Board has taken note of the same.

The Board wishes to place on record its appreciation for the services rendered by M/s. S R BC & Co., Chartered Accountants as Statutory Auditors of the Company.

M/s S. R. Batliboi & Associates LLP, Chartered Accountants (Firm Registration No: 101049W) have given their consent to be appointed as Statutory Auditors of the Company.

The Board of Directors are recommending the appointment of M/s. S.R. Batliboi & Associates LLP, Chartered Accountants, (Firm Registration No: 101049W) as Statutory Auditors subject to the approval of the members in the ensuing Annual General Meeting. Accordingly a resolution proposing their appointment pursuant to Section 139 of the Companies Act, 2013 forms part of the Annual General Meeting notice.

- 3 - BRIGADE

GROUP

For a better quality of life,

upgrade to Brigade

Page 8: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

11—ACKNOWLEDGEMENT

Your directors wish to place on record the sincere appreciation to all the stakeholders of the Company for their support and co-operation.

for and on behalf of the Board

\`

Suresh K Dinesh Kumar Meel Director Director

Place : Bangalore Date 16th April, 2014

- 4 -

BRIGADE GROUP

For a better quality of life, upgrade to Brigade

Page 9: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

SRBC&CO LLP Chartered Accountants

?th g. 13th floor 'LIB City" Cantlerra B!ork No, 24. VItta! Maliva Roao Bengaturu-560 001, India

'1 el : +91 80 4027 5000 Fax - +91 80 2210 6000

Independent auditors' report to the members of Brigade Properties Private Limited

Report on the financial statements

We have audited the accompanying financial statements of Brigade Properties Private Limited ('the Company"), which comprise the Balance Sheet as at March 31, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management's responsibility for the financial statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with accounting principles generally accepted in India, including the Accounting Standards notified under the Companies Act, 1956 ("the Act") read with General Circular 15/2013 dated 13 September 2013, issued by the Ministry of Corporate Affairs, in respect of Section 133 of the Companies Act, 2013. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about 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 auditor's judgment, including 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 company's preparation and fair presentation of the financial statements 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 entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, 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.

Opinion

in our opinion and to the best of our information and according to the explanations Oven to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) In the case of the Balance Sheet, of the state of affairs of the compan) as at March 11. 2014

(h) In the case of the Statement of Profit and Loss, of the loss for the year ended on that date, and

(c) In the case of the Cash Flow Statement, of the cash flows for the year ended on that date

SR8Cd CO (a part , ,N.p Irma) coovef tot/ to see( &CO LfatAity partneoshIp NPR LIP ,00valty No AA8,4 II ti , Ofe, , tv+ ■ stAa4 21): 3 Regd. On' , Z2 Came', 54xk C 3o3 076 •

Page 10: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

SRBC&COLLP Chartered Accountants

Report on other legal and regulatory requirements

1. As required by the Companies (Auditor's Report) Order, 2003 ( -the Order") issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by section 227(3) of the Act, we report that:

(a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit.

(b) In our opinion proper books of account as required by law have been kept by the company so far as appears from our examination of those books.

(c) The Balance Sheet, Statement of Profit and Loss and Cash How Statement dealt with by this report are in agreement with the books of account.

(d) In our opinion, the Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement comply with the Accounting Standards notified under the Companies Act, 1956 read with General Circular 15/2013 dated 13 September 2013. issued by the Ministry of Corporate Affairs, in respect of Section 133 of the Companies Act, 2013.

(e) On the basis of written representations received from the directors as on March 31. 2014,

and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

ForSRBC&COLLP Firm registration number: 324982E Chartered Accountants

Ca - Ns

6rOni per Sharad Rao CL Beni"— 13 Partner • cf) Membership No.: 96106 • „do Place: Bangalore, India Date: April 16, 2014

Page 11: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

SRBC&CO LLP Chartered Accountants

Armexure referred to in paragraph I under the heading "Report on other legal and regulatory requirements" of our report of even date Re: Brigade Properties Private Limited ('the Company')

(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.

ft,‘ Fixed assets have been physically verified by the management during the year and no material discrepancies were identified on such verification.

(c) There was no disposal of a substantial part of fixed assets during the year.

(ii) (a) The management has conducted physical verification of inventory at reasonable intervals during the year.

(b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory and no material discrepancies were noticed on physical verification.

(iii) (a) According to the information and explanations given to us, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in - the register maintained under section 301 of the Companies Act, 1956. Accordingly, the provisions of clause 4(iii)(a) to (d) of the Order are not applicable to the Company and hence not commented upon

(b) According to information and explanations given to us. the Company has not taken any loans, secured or unsecured, from companies. firms or other parties covered in the register maintained under section 301 of the Companies Act. 1956. Accordingly, the provisions of clause 4(iiiXe) to (g) of the Order are not applicable to the Company and hence not commented upon.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of inventory for related construction activities and fixed assets. There is no sale of goods / services during the year. During the course of our audit, we have not observed any major weakness or continuing failure to correct any major weakness in the internal control system of the company in respect of these areas.

(v) (a) In our opinion, there are no contracts or arrangements that need to be entered in the register maintained under Section 301 of the Companies Act. 1956. Accordingly provisions of clause (v)(b) of the order is not applicable to the Company and hence not commented upon.

Page 12: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

SRBC&COLLP Chartered Accountants

(vi) The Company has not accepted any deposits from the public.

(vii) The Company is covered as part of the internal audit function operated by its holding company which is commensurate with the size of the Company and the nature of its business.

(viii) Since the Company has not commenced commercial operation of its real estate activity, in our opinion, the provisions of clause 4(viii) of the Order are not applicable to the Company.

(ix) (a) The Company is generally regular in depositing with appropriate authorities undisputed statutory dues including income-tax, sales-tax, wealth-tax, service tax, customs duty, excise duty, cess and other material statutory dues applicable to it The provisions relating to provident fund, investor education and protection fund and employees' state insurance are not applicable to the Company.

(b) According to the information and explanations given to us, there are no undisputed dues in respect of provident fund, investor education and protection fund, income-tax, employees' state insurance, wealth-tax, service tax, sales-tax, customs duty, excise duty cess and other material statutory dues which were outstanding, at the year end, for a period of more than six months from the date they became payable

(c) According to the information and explanation given to us, there are no dues of income-tax, wealth-tax, sales-tax, service tax, customs duty, excise duty and cess which have not been deposited on account of any dispute.

(x) The Company's accumulated losses at the end of the financial year are less than fifty per cent of its net worth but it has incurred cash losses in the current and immediately preceding financial year.

(xi) Based on our audit procedures and as per the information and explanations given by the management, we are of the opinion that the Company has not defaulted in repayment of dues to a financial institution, bank or debenture holders

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

(xiii) In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of clause LI(xiii) of the Companies (Auditor's Report) Order, 2003 (as amended) are not applicable to the Company.

(xiv) In our opinion, the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xi‘,) of the Companies (Auditor's Report) Order, 2003 (as amended) are not applicable to the Company.

(xv) According to the information and explanations given to us, the Company has not C any guarantee for loans taken by others from bank or financial institutions. re (-I ̀-o

0) et* (xvi) The Company did not have any term loans outstanding during the year.

Y1/1-.

Page 13: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

SRBC&CO LLP , ,

Chartered Accountants ,

- i

.t.i ; 1

(xvii) According to the information and explanations given to us and on an overall 51 "A examination of the balance sheet of the Company, we report that no funds raised on - El

41 short-term basis have been used for long-term investment.

t

i

!! (xviii) The Company has not made any preferential allotment of shares to parties or companies covered in'the register maintained under section 301 of the Companies Act, 1956.

I : (xix) During the period covered by our audit report, the Company has issued 2,342,188

debentures of Rs. 100 each on which no security or charge is required to be created.

1 (xx) The Company has not raised any money through a public issue during the year.

, i (xxi) Based upon the audit procedures performed for the purpose of reporting the true and fair i --, 1 ( - view of the financial statements and as per the information and explanations given by 1 the management. we report that no fraud on or by the Company has been noticed or 1 I reported during the year.

ForSR BC& COUP Firm registration number: 324982E Chartered Accountants

per Sharad Rao Bengaluni Partner (I)

Membership No.: 96106 12_ .000

Place: Bangalore, India Date: April 16, 2014

Page 14: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Firigioie Properties Pt Nate Limited

Art1011111 111 7

ItiQS:t5 I Mat 14 ) 1-Aier 11

Equity and 114,1lIttes

Sliereliuldess' funds

haft capital

aril( \I i , 14

t.lor•cui rent liabilities

1-2,[1-1errn nurr(N,Ing;

, .:ILII=. - lulig IA411 lobtlit , e4

Current liabilities

I rad.34 ,6yzt: ■ le,

3l Iii r ■ rr , v4111.1.11,011.. !,

; 17 717 ,011, 1

I-I) ill ,, ,107‘,

117 717,Ctaei

84 ,:+85 lab

73.-159,663

5 I. IO2780

t . VI liV) I-I If

.2 ■A...,....,/,/8-i.-

' , It.S.,551, 11X

ril -331, 130 -.

r ,726.935,1,-.2

"..I ■ ,,

.:, L'.5

I... 1 .,•,:.

1.1_27., NJ I . 6011

.1.7,,',..%99

ii, •/-:i ‘,-). i

,I ..',1 , ii -,-/

TOTAL L , 472.063,328 1A50,5•42,-111

&sets

Nen-current 6., 55ets

Hued assets

I rrivri 1*, STi -Tinri

Current assets

II •e.1)111 III tu.

.-.T1.11 and tank tzlance

hart•lfir loans arid aovaittes

ctir,ii ii ,„..6.:■ 1,t1

Tol AL

.11 •1,2lii Am. ,,,,ccountinq

rhe accompanyrig rv.:te-s are 21 In1e:3r -al ■ )1 Inc llnAni: i.r.

A. HA - (4t, 1.7:1 , 1)it rif Qvon date

!:i 17 t= LG LuJ

Firm- regislr,Itiun nwnhk7r: 12493)F

.It Leiez1 e\ci. LI( ill I! ! ..1 4

• C • x.

t7; v (c

tf) r • trth h I ) 111

,,..ternbership

t.239,K7

16,V)1,E13 7I:„NI27,J4;)

Ii , y-3•I_■ ; Ii-X277i 40 . 15,r1,8z i

I f I ,57 ,4, 1,10.071 k 3 .?4-. 1 ■ 1 53. 7 1 1

II I,A3 I,L.1 I 12, WU:105 ,1 87,057,76(? 100.000

In I IS. RI

2.455.925,720 1,445,015,16?

Z,472,863,320 1,450,542,-1ft

. 1

FIJI behalf of ■ .'

Or . g.v.k rf up:4UL% P; .

DIrr,-.1 if

Plt■ Le : on...Aloe, hClii

lre!%2

LIME"! April 1E, 101 - I

filly - L lk., 201 , 1

ttouNuAL3i-IF

La Cr* %, ------

ror BR P IG, R( VT. LTD ' RTIES ', T ._ V,

At noris , 0 :-.,!cilato 44//

Page 15: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

f005 XBC aCe LIP Firm reeistratton number; 3 Chartered .Accountants

— r"-

per harad Rao

tst

Partner Beitgalleu Membership tioi 98106 J

For and tm behalf or the hoard of directors of Brigade Properties Private Limited

Suresh

Meel

Director Director

Brigade Properties Private Limited Statement of profit and to Mr tht? year ended March 31, 2014

Amount in r

Notes 31-ikar-14 314tar-13

Income Other income

14 laxcltrg 7p,'95

Total

13"VO5 426,69S

Expenses Land puntase cast -93,935,03/ 14113,513,101

Poch= 01 project materialstrefer nate 12) 20,314,492 -

Sub-contracting charges 70,688,445

(Increase)/ cleanse in In f buitc4411inaterk4 fn-proyess 15 t4$3,576,357) (1,390,7534714)

Other Mouses 16 150,722,0017 40,711,521

Depreciation expense 4 146,207 -

Owns, costs 11 194.094.796 59,417 t397

Taal 55.324,444 2,904,745

Lass for tM year (41,4 (21232,,0 10)

flings/floss) per equity share intintinat value of ó10 (March 20

31, 2013: Z101 Bask and diluted .

Normal equity sharlt$ - -

Class 4 equity shares 119.94) (142)

cirts$ C equity shares 120.7/0

SummayDfnfficant accoIJr1L policies 2.1

The flan mpanyIng notes are an integral part of the financial statements.

As par our report or even date

Place: Bangalore, India Date: April 16, 2014

Place: B4ngatore, India Date: April 16, 2014

OPER?* -itt- .441 -0 0 5iii.auLaRE 43t 0

#5'

Ap :Thr BEiG. . ' PR': oERTiES PVT. LTD,

_ A. thoris ignator,

Page 16: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private Limited Cosh flow statement for the year ended March A 1 , 1014

Amount In!

314itar44 11-Mani 3

Cie* now from oporatfrie acdVities Profit/(os) befOrirtmc (41,470083) (42324110)

N011•08211101140100t10 feCOnclie profit-before tax to net cash flows - Depreciatien 146,107

interest expense fitictuding premium of redempt ion of optionally 193,79; 797 69,320,611 convertible ciebentsires) interest twine (46,667) (185,873)

Profit on sate of Current Investments (22,169) DiViderid income (13,705,f3i8) (493,1122)

—0—sser—Ttir7i pont/floss) before working capital danges 138,699,167 0011,906 Movements -1n world,* capital

increase / tdetteasellii trade PhYat41 10,785,166 4,750,999

1#0!4+1s9 . t (dectease)11).other torrent liabilities 63t677,605 1,197,254 Decrease / (increase) in inventories, (483.5776,357) (1,390,753,714) Decrease 1 (InCleaie) in loans and advances (9(023,762) (5 - , 660)

Cash flows from investing activities Purchase of fixed assets, Including capital work-in-progress and capital advances

11,385,9841

Purchase of current investments (493,306,271) (40,490,822) 5ale of current investments 40,512,991 investments in bank deposits (haying original maturity of more than three months)

(15,000,000)

Rederription/ maturity of bank deposits (having original rnatuntyof more than three months) interest received

10,000,000

176,041

5,030,000

56,499 Dividends received 13,705,818 490,822 Net cash flow from/ (used in) Investing actIvittes (8)

(430,297,326) (49,943 0 501)

Cast) flows from financing activities Proceeds tram equity, preference and debenture application money 734,218,800 1,410,130,820 Refund of tewity, preference and debenture application money (33,079,820) interest paid (t5,688,268) Net cash flew front/ (used in) in financing activities (C) 218,530,532 1,377,051,000

Net increase/(decrease in cash and cash equivalents (A + 13 + C) (1,069,294) 1,846,348 Cash and cash equivalents at the beginning Of the year 2,300,905 454,557

Cash and cash equivalents at the end of the year 1,231,611 2,300,905

ne ap rThiaci+ co -c 4

0 ( )13ANGALORE :-.1 4

7-----"4,,\

°\■,„,„-11

Page 17: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private Limited Cash (lbw statkrnont far tho ynnt nndnd Marth 31, 2014

Arnount in

31.r.14 31-Mar•13

COMMtentS 40h tind 0611Ce0IVOItnt* 0011 0311 hand 9,680

With baits

1,221,731 4300,905

The accompanying ROWS WS an Integral part of the financial statements.

Asper our overt oft•Votti dale

( S BBC/a:COUP

I registratiorsrgenber: 3240PF

Chartered Accountants

Sharaileao 0

Partner bership No 96106

I

Place: Bangalore, India Date:, April 16, 2014

re47,1 .g andad, Onotwittitiibehatf orptivatethetioin:Hunitted0f 417

\\L C.)/

Suresh 54 Kumar Wel

OtrectOr- Director

Place: Bangalore, India Date. April la, 2014

oP Efir. r<14)

BANGALORE <

14L- .6v

frl Tor BRIG E PR ci ERTIES PVT. LTD.

.. i

A. thorisa* ignato •

Page 18: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private Limited Notes to the financial etaternentS

I Corporate Information

Brigade Properties RItate Limited (Vie COmPaille 1PPL) was Internet -ma on December ge, 2006 as a Private Limited ComPanY ender the PrOYIston of the Companies Act 1456. The Company has tateClited an Investment agreements 11e. Share Subsattion Agreement (ISM and Share Noidera AgreOrnent t°9911)040 Redo PePitia Pte lindteci atie investor% pursuant to which the investor haS-agreed qlnvest in d* Company for tgoettition of a residential prolect ba0Satore-

2 Bash of preparation

The financial statements twig been prepared to empty in all material respects with We notified accounting stand arn by Companies fACCItinfirollitandards) Rules, 2006 (as amended) and the relevant prmrisions of the Companies Ars. 1956 read with Genera( Circular 15/2013 dated 43 Sopteinhor 2043, issued by the Ministry of corporate Affairs, In respect of Section 10 of the Companies Act, 2013. The financial statements hair* been prepared under the histatiCat cost convention on an Mau* basis In accordance with account-1N principles geoesatty is000pted In India. The accounting policies have been consistently applied by the Company and are consistent with those used in the previous year

Li Summary of significant accounting policies

a) Use of estimates

The preparation of financial Statements in conformity with Inciter) GAAP requires the management to make judgments, estimates arxi assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent liabilities, at the end or the reporting period. Although these estimates are based on the management's best knowledge or current events and actions, uncertainty about these a.ssurrrptions and estimates could reault In tho outcomes requiring a material adjustment to the carrying amounts of assets or liabilities its future periods.

b) Tangible fixed

Fixed assets are stated at cost Of acquisition including directly attributable exits for bringing the asset into tor less accumulated depreciation and impairment 1,osses, if any Capital Wink in Progress cognises the cost ot fixed assets Under construction and not yet ready for their Intended Use. Capital Work in Progress is carrieri at cost comprising direct enst, related incidental expenses and attributable borrowing cost

Bokitirlin;

Page 19: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private Limited Notes to the financial statements

haPOrniettitelWasSatS

The Conti* assetSeS eaCh reporting ,date whether there Is hidietithat.that an as may be

Impalfti, .11 a 4ndcatkq rt.isit, the Comparc estinotes the assetkviveraterable amount. An atsetis

tameable amount tt the : NOW of an asset*Ser Unbiltlieradre unWs (CqU)netselting pdteand Its In use The recoverahlt'arnount is.datermined for an indteldial *sot, ante* the asset does not generate cash hitlaws that ara•tarBeiY46clePend‘t o those trernettler"S"S e!riOgiie* "Sets Wirt, thtartnfl arobsillt of on Asset or c6u:eicceetb its recoverable amatint o the asset isloroldered anpaired and Is written down tottsiecoverehie arnotmL In assessing value in use. the estimated futurecasb flows are discounted tn their present V3.1itie using a pre-tax discount rate that refleCtemerent Market assessments of the nroe valor

of money and the rhks specific to the asset, in determining net,Seiting fake, recent market transaetions are taken WO acoeunt, itaVadiable.It ii0 SUch tfarnactiottpin be Identified, an appropriate vakration medal is used, Intpairment losses, Including impairment re Inventories, are rim; 'Used -in thesteternent Olpmfit and

loss,

After trapahment. deprociattOri IS -m*1yd antbe revised carrying amount of the asset orer refaaitting useftit life.

d) Depreciation

Depredation In respect of fixed assets, Is provided adopting 'Written Down Value Method at the tdtel

provided under Schedlite XIV to the Companies Act, 1956, DePreciatien is charted on a Prolate basis for assetippthased( It to use I sold during the year Individuat assets costing less than or equal to Rs 5,000 is futly depreciated in the year of purchase.

e) Borrowing costs

Borrowing costs relating to acquisition/ construction of quaming assets are capitalised until the time all

substantial activities necessary to prepare the qualifying assets for their intended use are corm:tete. A

qualifying asset Is one that necessarily takes substantial period of time to got ready for its intended vs*/ sale. All other borrowing costs. not efigibte for triventothation/ tetiltalisation are chaffed to statement of profit and loss,

I) investments

investrnents, vOirich are money reatIzable atV intended to be held for not more than one year from the date on which such Ins'estroents are made, are classified as current investments. All other Investments are

classified as long-term inVestmeats,

On Initial recognition, all investments are measured at cost, The cost comprises purchase price and directly attributable acquisition charges such as litolseniste, fees and duties if an investment is Merited; Vr Partly acquired, by the issue of shares or other securities, the acquisition rent is the fair value of the seCitritlet Issued . If an investment IS acquired in exchange for another asset, the acqUIsitiOn IS determined by reference to the fair value of the asset given up or by reference to the fair value of the immanent acquired, whichever is more dearly evident,

Current irivestments are carried In the financial statements at lower of Cost and fair value determined on an Individual Investment basis. Long - term investments are carried attest However, provision for diminution In

value is made to recognize a decline other than temporary in the value of the investments.

On &wool of an investment. the (Aliment* between its carrying amount and net disposal proceeds h

charged or -credited to the st,aterrent of profit end loss, op Eft rh, et Ct -6 C CO C),.. 444 43

4

CZ' a gliff h 0 a 0 2 BANGALORE ,...4

1<1 11

sfi .0 o.s.

W

Page 20: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties MOW limited Rotes to tht: finanrial ttatornentS

g) inventories

Vatuition at inventories. reorient/ft stack of materials at projectsitiftvidicontradori o hiabeettdorie 0000401M for obscexenqeIf any, at. lover atCast and Net Realisable Wee. The Ctlat kcokraittedoe" Firstlo firsOutbasts.

hwentories.ctinniebine Work-intielgeaSeit nod estate under devetcroreasiti are Valued atieSer of and net reallartble

Direct expenditure relating to aristructicirs activity is insintorfsed. ImBrect eyenditore *winding borrovring oast) doting construction period Is frwentorised to the indent the expenditure it related to construction or is Incidental thereto: Other hatred expenditure (Winding borrOwing costa) littered *ring the ainStrUttibri period. Which 4 neither *Wed to the ronstrttiert.activiti nor It inCitienthl thereto) le doled to staternert of profit and toss account,

Not realizable value is the estimated selling price in the ordinary Course of busiriess, less estimated costs of completion and estimated costs necessary to make the sale.

1/1) ROM* ragagnitiail

Revenue is recognized to the extent that it is probable that the economic benefits wilt flow to the company and the revenue an be reliably measured.

Revenue from real estate under development/ sate of developed property is recognised upon transfer al all significant risks and rewards of oWnership of Stich real estate/ Property. 03 per the terms of the contracts entered into With bUyers, which generally coincides with the firming of the sates contracts, agreements, Where the Corrupany stilt has obligations to perform matStatIttal acts even after the transfer of all significant risks and rewards, revenue in Such caws Is recognised by applying the percentage of completion method only if the following thresholds have been met:

(o) all critical approvals necessary tor the commencement of the project have been obtained;

Ch) the expenditure incurred on construction and developmert costs (excluding land cast) Is nut Less than 25

% of the total estimated construction and development COME;

(r) et least 25 %011ie saleable project area Is secured by contracis/agreements wfth burtt3; and

(d) at least IQ X of the contnscts/agreements valito are realised at the reporting date in respect of such contracts f agreements.

When the obtcome of a real estate project can be estimated reliably and the conditions above are satisfied,

project revenue and project oasts associated with the real estate project should be recognised as revenue

and expenses by referenCe to the stage of completion of the project activity at the reporting date arrived at with reference to the entire project Costs Incurred (including land costs).

Interest

Interest Income is recognized on a time proportion basis taking into account the amount outstanding and the applicable interest rate. Interest income is included under the head 'other Income In the statement of profit and loss.

Dividend income

Revectse Is recognised when the shareholders or unit hciders: right to receive payment is establisIsed by the

.ApE ft

4

1:1 BANGALOP1 -74

Page 21: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private Limited NotAt to the financial statements

41 !engirt currency translation

Firenan tune* transettions are racieded'ht the iegoitin4:01tenot-*APOYfrig to the *Oft QtrfercY 4filatif*I*Oirg0 rate britentert the reporting currency and the fora* marmot at the date- of the trantactian Wein 'citrrenty rtrainetittg iterrit are **dried Using the .eXtbartge rate rpreVading at the: retinglitt finninprietaly iteatti which are measured In tf1111$ of •htstirkait Coat derionitiated , kt . ra foreign currency,. are Minded Writ the exchange late at the date of the thin*** ExCitringe difiereneesorising ort thesettlensent# Monetary items or on reporting monetary item of toleciehYttt fate$ different from thoseat Which they:vette iratiatly recorded during the year, or reported In previous finapctal ateternentWerertiognfaed as incite or In the year in which they arise.

,11 ftet Irementand other employee benefits

The ptoylatposor the .Ernployees" Prearident Fields* atiscel taheous Aec 1952 and EMptaitieV 940 trraimatie Act, 14.48i Paymentor -GretuittAct# 1972:44x. are not *Aids* to the roopoy 4 'at MOO it, 204,0$

the Ca4tanY.0005:nut hainaareplayee*,,

It) Income taxes

Tax ever= cOrntabeS Of trine:it and deferred tax,

Current income tax Is Meatured et the amount expected to he paid to the tatailthorities in act nrdance with the With Income Tax Act. Deferred Income taxes roflects the impact of armert year timing

differences between taxable income and accounting income for the year and reversal of timing differences of earlier years,

Deferred tax' is measured based on the tax rates and the tax lam enacted or sttstannyety enacted at the balance sheet date. Deferred tax assets are recognised only to the extent that there is reasonable certainty that sufficient future taxable income Will be available against which such deferred tax assets can be realised, in situations where the company has unahvarbed depreciation or carry forward tax losses, all deferred trot assets are recognised only If there is virtual_ tertahrty supported by osi*Incing evident:* that they can be reati.seci against future taxable profits. At each balance sheet date the Company r -assesses unrecognised deferreo tax assets. It recognises unrecognised deferred tax assets to the extent that it has 'become reaatinably certalnof Virtually to(tain, as the case may be, that sufficient future taxable Income "AU be avaitable against which suds deferred tax aaaeta can tfc realised.

I) Segment reporting policies

The Ccartparty Is engaged In the business of real estate development and other related acttvities connected

to real estate development nce, the Company% business activity primarily falls within a single business

and geographical segment, no further disclosures are required to be provided ander Accounting Standard 17

'Segment Reporting

mi Earnings per share

Easic earnings per share are calculated by dividing the net profit or toss for the year, attributable to equity shareholders by the weighted average number of equity shares outstanding during the year. The weighted

average number Of equity shares outstanding during the period is adjusted for events of bonus Issue, share split etc.

For the purpose of calculating diluted earnings per share, the net profit or loss for the year, attributable to equity shar-ehelders and the weighted overage number of shares outstanding dun ng the year are adjusted for the effects of all dilutive potential equity shares.

0 kr 4 ra BANGALORE

'e{

Page 22: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private Limited Notes to the financial statements

n) Provisions and contingencies

Aptly** is, reot010:1 When the Company - MS a pent Obligation aS a result of past eient isinvInsbte thataabedleWot .figallitea eild- be reilid*A0.aettle,the:.00titetiOh, n ropOtt olr wMCJi r$10400stintitte 1:1* 1* mace PrI*010.&e lo;It 43apoted10. itivpment rattle and are iitteimined bixttet on the be4 esOnaie ***ibis** the algtallan 0.0* bita1ce14100t date. These ax tli010- at each balance OW0400000 040404 10 m!fq the curraibcst otthrates.

Axiintingent ihdritity I a poissibleobliption that arises Nen pst events whose existence will be confinned by the occurrence or nowoccotrarce of one ,or more uncertain future events heJOIXi the cOnth* of the company gr a Present obligation that is net recognized because It is not probable Dot an outflow of resources will be revered to se We the obligation. A contingent liability also arises in extremely rare cases where there is a liability that Lama be recogMzed because It cannot be measured reliably. The Company dattaeat recetafte a canOmiert habitfty but disckoses its t6tistence In the financial statements,

Oishantoistieettavalents.

COIA and cash equivalents for tile purposes of cash filthy sloteinert comprise C4141 at bank and in hand and short-terns investments With an Otiginal maturity of three months or less

A -0 va tE

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apPErtrzEs

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Page 23: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private Limited 140t!, to the financial statornornts

3 Share capital Amount int

31-Mar-14- 31-Mar-13

Authorized shares

100,000 (March 31 $ 2013 -100,000) alisS A etilatY 01E9% of Z 10 each 1,000,000 1,000,000 25,259,447 (March 31, 2013 • 25,259.647) Cteed 8 equity shares of t 10 each 2520596,470 252.595,470 4,182,921 Werth 31, 2013' 4.182,923) Class C equity 'shams of t 10 each 41,829,230 41,829,230 9,590,800 (March 31, 2013 - 9,590,800) Optionally convertible preference shares 95,908,0X) 95,908,000 (0CPS) of f 10 each

Issued, subscribed and fully Isaid-up shares 100,030 (Mardi 31, 2013- 100,630) ClassA equity shares of f 10,801 1,00Acc0 1.00op00o 1,019,299 (March 31 2013. 1 019 200) ClAss /I multy shares of t 10 each 10.192,030 10,192,000 1,1717,200 (March 31, 2013 - 1,017,200) Class C equity shares oft Welsch 10,172,610 10,172,610 9,590,800 (March 31. 2013 - 9,593,800) Optionatiy convertible preference shares 95,908,000 95,998,900 (OCPS) oft 10 each

Total issued, subscribed and tufty paid-up-share capital 117,272,000 117,272,000

(a) Reconciliation of the shares outstanding at the beginning and end of the reporting period

Equity shares Amount in 31-Mar-14

No of Shares Amount 31 -Mar-13

No of Shares Amount

Class A equity shares At the beginning of the year 109,000 1,000,000 issued during the year 100,000 1.000,000 Outstanding at the end of the year 100,000 1,000,000 106,000 1,030,000

Class 8 equity shares At the beginning of the year 1,019,200 10,192,040 Issued during the year 1,019,700 10,192,000 Outstanding at the end of the year 1,019,200 10, /92,030 1,019,200 10,192.000

Class C equity shares At the beginning of the year 1,017,200 1E1,172,000 50,000 500,630 Issued during the year - 947,200 7,672,000 Outstanding at the end of the year 1,01T,200 10,172.000 1,017,200 10,172,000

8,1

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BANGALORE ..1 V?... h.

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Page 24: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private Limited Notes to the financial statements

Preferetice shams Amount in 31-Alar.13

liOnf Share; Ainotmt No of Shares Amount

ORtierially convereggeifirgferioctistusros OMR At the tiegirminterf the :year 9,590.800 45,908.000 - - bleed dieing theyear 9,59p soo 9100i" outstanding at the end of thelear 9,590,800 95J908,9a0 9,590000 95;908‘,00e

(biTertristrighbalstIaalluiell share* ThegOiriPailY equity shares having a par value riflitfeseh per share Alt riahtti; Plirlettei; and conditions

" are ittaccordanceivith SSAarid:SHA.

class A tii1WItierxii boll bolder or -equity dotes is entitled to one Vote per share. No dividends and ether egstribution would be node to the share kgdeit. ettePt In riaSe Of liquidatiOn of the COMPanY. In the event of tkiddetten of the Cecilia:my, the herders Of equity shares Weute be entitled to receive relfialeteS osSeHis of the ComPailYr after distribution of all preferential amounts, Tire=clistribUtion wilt be in proporticin"bi the number of equity shares held by the shareholders.

Chas a equity shares The holder of equity shares do not have any voting rights. The Company declares and pays dividend in Indian rupees In accordance with SSA and SHA. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in ensuing Annual Cerreral Meeting, in event of liquidation of the Company the holders of equity shares would be entitled to receive distributions as prescribed imder SSA and SHis. The distribution will he in proportion to the weber of equity shares held by the shareholders.

Class C equity shares The holder of equity shares do not have any voting rights, The Company declares and pays dividend in Indian rupees in

accordance with SSA and SHA. The dividend proposed by the Board of Directors is subject to the approval of the

greetiiAders - in ensuing Annual General Meeting. In event of liquidation of the Company, the holders of equity shares would be entitled to receive disthbutions as prescribed under SSA and SM. The distribution will be in proportion to the number of equity shares held by the shareholder*.

(c) Terms of conversion or redemption of OC.P5 Optionally convertible preference share (OUS) have been Issued at par carrying a coupon raw of 0.01%. per annum The holder of OCPS may at any time prior to the expiry of 20 years exercise the option to convert OCPS to Class C esitlitY shares. 1 (one) OCP5 would be converted to 1 one) Class C equity share,. The option to convert or redeem the OCPS sit* be exorcised solely In accordance with SHA and the Articles,

(d) Shares held by holding/ ultimate Wats company and/ or tneir subsidiaries; associates

Out of equity shares issued by the Company, shares held by its holding company, ultimate holding company and their subsidiarlesi associates ate as below:

Amount in 7'

31 -Mar- 14 31 -Mar-13

Brigade Enterprises Limited • 51,000 (Previous year: 51,000) Class A eqtdty shares of ?ID each 510,000 510,0e0

1,017,200 (Previous year 1,017,200) Class C equity shares of V10 each 10, 172 COO 10,172,000

. liokiing Company till May 23, 2012. under the provisions of Section 4 of Companies Act 1956, Holding Company tinder Accounting, •:„.. 4.s notified by Ccvnrianies (Accounting Standards) Rules, 2636 (as amended) during the current ,i. .. . g

ER Igrt„, previou , z . .& c 1-- _ ..si ."... 0 4 N.,

tri -0 1-

Cr Ben* i r 4.

r3 eMaGALORE ..4 ,,,t 0

':1, o'f . 6., , -

Page 25: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

BrigadeiPropertios Private Limited Not to tho financial statettiarits

lie) Details oraharehoiders holding mere than th the conoiny

40010 sharehrilder 31-64lar-14

,.. Ho of Shares :Whet4ing

3,1448e-il

iiii.ef Shares 18 holdtne.

Clast A trittdtar Shansi Of f 10 each Itilly'Paki

ft6080,61orii*Ptikilif 410300 49408 4%0100 49.001i

BM* Eriterprisesitiniited 51 •0130. 51 Al% 511000 51.tph

Pass 8 equity shares of !AO each fidly.paid

ReobilegOnit Pte Ltd 14019".100 10000% 1,019,200 10103%

OW ;4414.1.triitiares Oft 10 each fully paid . Brigade EriterptheStiridted. 1,017,200 100,00X 1,011,200 too:eaa

0.0%tikerOriaceAtaSiart 10 eachltittioia. pita.* aiterprisetonted ',Mem loom% 9,599,800 iceoca

how i Rs per records:of the Company, heading Its register of shareholders/ members and other declaration received from

Shareholders regarding henefieat interest, the aboVe shareholding represent bath legal and beneficial ownership of Shams.

(f) Shares reserved for the issue under options For details of shares reserved for issue on conversion of compulsorily convertible debentures and optionally convertible

debentures, refer note 5.

4 Reserves arid surplus Amount r

31-Mar-14 31-kkar-13

Securities premium account Mamas per the last financial statements 9'1,728,000 '

Add: previa= on Issue of amiss 13 equity shares - 91,728,000

Less: premium on redemption of optionally convertible debentures (refer note 22) (91,728,000) .

Closing Siderite ... 91,728,000

Surplus/(deficit) in the statement of profit and loss

fialance as per last financial statements (2,34Z,714) (I10,204)

Anafitgloss) for the year (41,470,183) (2,232,010)

Net surplusf(deficit) In the statement of profit and toss (43,1111,397) (2,342,214)

Total reserves and surplus (43,812,397) 89,385,786

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Page 26: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

BrIgatiieProperties Private Limited Notes to the financial statementS

5 Liiisg.terin borrowings Arnotint in

Bonds/ debentures 73551,80 (Mirth 31, 2013 4358013)) i$,A*.lesflAtictlnY*1141440,00:Pres (1t0)-Cif Z100 eacit (unsecured)

Non current portion Current mho-Ries 1 -biar-14 314aar-13 34-11tar.14 31-Mar-13

235*S4340 235,543Oce

4"animairit at, pq- 34318470) 451i808i2c10 337,047,0)0 1%8 series FM of TWO each (unsecured)

2,451,570 (March 31, 2013. 2,451,510) 245.151.000 - 24157,000 - 011:A series optionally convertible tictientiO30/0)0fr‘100:0101 . (unsecured)

4Mth31 2013 50040) 470,261,600 350,86006. 041%8 series•OCOef Z100 each (tmsecured)

1 •402,169.1100- 1.,160,551.000,

Aleries fully cnnveitibie debentures have been issued At par carrying an interest rate of 16% per annum. These are MandatorliVennftrtible to into Class B equity shares at the expiry of 20 years from the date of its hale i.e. June 29, 2012, however the Company may at any time ptior to the expiry of 70 years convert the A series ftilly convertible debentures into Class B equity shares, 1 (one) A ,Beries fully elailVertibir debenture would be converted to 10 (Ten) Class B equity shares. The conversion of the A wiles fully convertible debentures shall be solely in accordance with the provisions ei SHA arid the Articles.

II) B series fully convertible debesitures have been issued at par carrying an interest rate of 16% per annum. These are mandatorily convertible to into Class B equity shares at the expiry of 720 years from the date or Its issue, however the CoroParlY May at any time prior to the expiry of 20 years convert the B series fully convertible debentures into Class 8 equity shares, 10 (Teri) 8 Series fully bonVertible debentures would he converted to 1 (one) Class B equity share. The conversion of the B series fully convertible debentures shall be solely in accordance With the ProvESitM3 of StlA and the Articles.

111) A series optionally convertible debentures have been ttsiied at par carrying an interest rate of 0.01% per annum. These are mandatortly convertible to into Class C equity shares at the expiry of 20 years from the date of its issue i.e. June 29, 20 12. however the company may at any time prior to the expiry of 20 years convert the A series optionally convertible debentures into OCPS. 1 lone; A Series optionally cerivertIble debenture would be converted to 10 (Ten) Class C equity shares or 10 (Ten) OCPS. The conversion or the A series optionally convertible Alebentures shall be solely in accordance with the provisions or SHA and the Articles.

fy) B series optionatty convertible debentures have been issued at par carrying an interest rate of 0.01% per annum. These are mandatorily convertible to Into Class C equity shares at the expiry of 20 years from the date of its issue, however the Company may at any time prior to the expiry of 20 years convert the. B series optionally convertible debentures into OcPS. 10 (Ten) B Series optionally convertible debenture would be converted to I (One) Class C equity shares or 1 (One) °CPS. The conversion of the B series optionally convertible debentures shall be solely in accordance with the provisions of SHA and the Articles.

v) Both A and Et series optionally convertible debentures are redeemable at a redemption premium resulting in a iox simple interest

fiertiLtir

Re r14.4, 44P n

'in BANGALORt ,-i

- -.2..

Page 27: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private Limited Notes to the financial statements

6 Other long term liabilities Amount in r

314Kir-14 3144ar-15

/lederVia° PIVIINRI PaYabteqoPtiOnolly converpOte debeni4M 180,914,476 - Intemst.accrued but not,due on borrowings - payable to related parties 143,254L656 54 331,M03

324+09,312 54•331,111n

7 Other torrent liabilities Amount in r

31-kriar44 -314aar-13

Trade payable heferitote 19 far details of dues to iniao end small enterprises)

25,543,665- 4,758,499

Other liabilities

Others Advance from customers 595,615,005

Retention payable 1.605,1T/ Payable to related parties 31528,684 11 4236 Refundable deposit 500,000 Service tax payable 1,206 VAT payable 52,495

'MS Payable 1E1,170.861 15,679.592. 646,920,928 16,243,323

672,464,593 21,001 ,822

+OPE gt q "ip

4tr

g eamiatORE A e ..rp•

Page 28: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private Limited Notes to the farmia 1 statements

I Tangible assets Amit int

Computer

equ1Pment4 Mice

equilmints Total

Etat At 1 Apr112012 Additions Disposals

-

- -

.

-

- • • :

- At 31 Mara 2013

Additions

Disposals ,

9793111 _

406,5116 .

1,135,904

At 31 March 201-4 979,3111. 406,586 1,3135,904

Deisreciatton - At 1 April 2013 thane for the year Disposals

_ - .

_ .

, - . -

Al 31 marti's 2013 - -

'

Charge for the year Disposals

121 ;274 -

24.933 .

146.207

At 31 March 2014 121,279 , 29,933 144,207

Net Block At 31 March 2013 - - - At 31 March 2014 853,049 381,653 1,239,697

3 1- 1#

Eiti*

r q st' Ottl 1— 1i; .0 "0 „i limo/tow :54

,,

Page 29: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private Limited Notes to the financial statements

9 Loans and advances Amount in t

Non-current 31-Mar-14 31-Ater43

Current 3141aa44 3141t-13

Capital advance LimeClArOd mandated goad 2.175.263

(A) 2,175,263 Securiti dew* Unsecured considered good 3,734,951 3,1504000 •

animas recoverable In caib or Mud

0) 3,734,956 1• 150i000

Unsecured considemdiciad 135,037,666 -

(C) - 05,037,666

Other loans and advances Advance Income 41X tnet of pleVisitel for taxation)

23,255 18,589 -

Prepaid expenses - 2,020,100 300,000 &dances with statutory / government

authorities 9,764,437 2,350460 .

(D) 9,717,692 2,377,249 Z020,100 300,000 Total (A*134-C+0) 15,697,411 5527,249 87,057,766 300,000

10 Other assets amount in

Non-current Current 314liar.14 31-Mar-13 31-Mar-14 31-Mar-13

Others Interest accradd on fixed deposits - - _ 129,374 Other receivable _ 1,04Q.3-47 Total - - - 1,169,721

OrE ftri 42 4*

44 II 2 SAP4AtagE 54 ird•

4;9 4 6Z •

Page 30: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private Limited ikiat4s to the financial statement;

11 Current investments

Amount in e 31,4an44 11-Mar-13

C1Oreel inrestreants (Valued at of : . ,

Quoted niutual tura* la kman:h 31, 1013:101,044 tanks of aft each fUllY0111041P of afflo %life flooff0a Rate•Fural

tie Mont 31, 2013: It11,089)ate* eady(Ohy paid-up of MN SunlifeSavfngs - Fund

1,141;247 (Match 31, 2013: Mt) units fait131-eitch fidivitaid-up uf.Biria Sludge 114009,416 Cash Pius Fund

83,903 (March 31, 2013: 13247) unitslif It1.343 ,4 each trey paidup of Retiance tieuki Fund

11041,035

112,02 (March It ,ftfti a= tfto Uollarott1,004i64 eachf1Aty pald-up of to AM 113,174,683 Liqukl Fund

60,771 (Mane 11. 2013; 140) orlits -OR1.001.25 each figly paid•UP of 5111 Premiere 60,968515 Liquid Fund

39910 (March 31, 2013: Nit) unittof TI,IX/1.118 each fully patorbup of 501 tiara Short 40,004,765 Term Debt Fund

5,016,003 (man:h 31, 2013:141) units' of ti0.04 each filly paid - up of Sundara* latra 50,581,114 %oft Tent Fund

10,120,945.

10,11 11, 537

za,251.3115

493,306,272 40,490,822

Aggrelate amount of tooted investments [Market oltio Z493,599,311 (March 31, 491,306.27i 40,490,822 2013: U0.490,830)1

Aggregate annum of unquoted investment;

0YERtt 0 ii. 414

r3 am404torte 4 -4 v2

".

(If< sr . ,15

Page 31: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private Limited Notes to the financial statements

12 inventottaS (valued at !offerer .cest end net realixaMe value) Amount in r

314Mr-14 31-Mar-13

BuUdIng matelots' WOrk.111,01.011MS

6,760,128 -

1#065,569,943- lt3917#1514114

1,04i330;071 1,3914751,114

*Purchased building materials are Ito sta:pties to subcontractor at an agreed price,.

II Cash and bana balancea

) - Anoint int NOtl-CUITeitt Current

31-Mar-14 31-Mar-13 31-Mar-14 31-iliar-13

r-zah and Oda *400000 Balances with bikiths: - On current accounts 1,221,731 2,300.90"3

WI/ 041 hatiti 9,880

1,231,611 2,300,905

Other bank balances

Deposits with maturity for more than 3 . - 10.0003=

MOnthS but lest than 12 months -

- - 10,000,1300

- . 1,231,t1 1 11.300,905

c.oPE4 trs. 4- di

t.s,r3 sarioAtOng

Page 32: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private Limited Motes to the finanCial statements

14 Other Income Amount in r

3 Wilar-14 3i4tar-13

literest inCorneon Sank deposit 46,667 185,873 Profit on Weal Current investments 72,169

064dend income an rtirredt inve0aellis 13,705,818 490,KI Other Warne (net of expenses directly attributable to such income of Nil (ProltiOte year -HR)J

80,051

13.$54.706• 416,69$

1S (Increase)/ decrease in inventories Amount frit

inventories at die end of tfie year

3144ar-14 314Ian43

aukling matecials 8.760,126 Worit-in-progress 1,865,569,943 1,390, '63,714

1,874,330,071 1,390,753,714

Inventories at the beginning of the year &Ming Materials Work40-progress 1.390.753,714

1,390,753,714 - (4133,576,357) (L390,753,714)

16 Other expenses Ainount in

31 -aar-14 31-Mar-13

Power and fuel 755,382 65,364

Rates and taxes 52,837,738 25,385,241 Insurance 576,234 100000 Repairs and maintenance 'Buildings 196,798 -

- Others 210,479 27,450

Aiii•erttsing and sates promotion 42,110,789 51,018

Sales commission 11,477,488 -

Legal and professional fees 40,589,153 14,710,353 Travelling and conveyance 133,313 Communication costs 115,976 - Printing and stationery 146,109 Exchange difference (ilet) 117,015 .

Miscellaneous expenses 1,355,573 392,097 150,721,047 40,731,521

— & ci

COQ C>r,

I Bete' aiu it r ( 3

4 OANGALORE 54 4

\.(1.4'..

. s.

+.,,.._.±.,„,..

Page 33: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private Limited Notes to the financial statements

Legal and profaraional foes *sande tire following amounts NM/ payabte to auditor% As auditor - Statutory audit fee 340,000 200.000 - Other fees sop° - - Out ofpodet ecenses 6,167

350067 2e41,000 net et service tax I' 44.269 Werth 31, 2013: r 24,720i

17 Finance costs Amount in

31-/Aar-14 314,tate1 3

Interest - On debentutes 104,611,121 69,320,611

Premium ot redenvtion a/ optionally convertible riebentunni (reter note rz) 69,186,676

- Others 139,370 -

Bank dunes i57,629

194,094,796 69,417,397

°PERI./ ‘4,7-

0 eAtAIALORE

to,SV k

Page 34: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Prwertiet Private Limited Notes to the financial statements

18 Related party disclosure

111. 1 ktst of related parties

Party where control exists: effiladtreaterprises Litmled - lioltlingtoMpanY

" HotdlngCnytftt -gay 23, 202 under the priivuiiira tectkin 4 Of pommies Act 195a. Holding ComPanY under

Acounting standards 001figd W companies (104000tIng *Wards) Rules, 2006 (as amenderdl during the current year and previous year.

Boy management personnel Suresh K Rost* Mathew

Kishore Gaiety Dinesh Kumar Aieet

Other related Parties with whom transections'have taken place don the year: KeC013etania Pte MP/Prise having skgrilfieliiit WItiencer Over the camPanY

13,2 Transactions with related parties

Amount in z

ransaction of related party Description of the r tionship 31-Mar-14 3 r-13

Receipt of and Brigade Entewlse Limited Holding (ompary 119,457,600 70Z500 000 debentures application money (net Of bank

charges)

Rem Bego&a Pte Ltd Enterprise having signifIcantliiithente over the Company

114,761,259 707, 630,820

AttotmcntofClassAequfty .8unterptbesUm1ted Holding Company 510010 Begonia Ltd Enterprise having significant

influence over the Compaq - 490,000

Allotment of Oats 0 eroty ares

Recta Begonia PIe Ltd Enterprise having significant influence over the Company

- 10,192,000

Class B equily shares prise having significant

influence over the Company 917Th.000

t tof fLats C shares

Brigade i eri Holding Company 9,672,000

AUoment otoptionatlyrico vertiblo preference

Brigade Enterprises Limited tiolding Company 95,908,000

l Irma of A series fully cornier-di:4e debentures

Real Begonia Pie Ltd Enterprise having significant influence over the Company

235,543,000

Atlothientof B sevic's ñitty cortverti tures

Rec Begonia Pte Ltd Enterprise having significant influence over the Company

114, 76 /00 337,047,000

Allot ntent of A optionally convertible

RH E terp*es Limited Holding Company 245,157,000

totmentofB series optionally convertible

Brigade terprises Limited t4otdkig Company I i 9.457600 350M04,000

Refund of share applice money

Re Begonia Pte Ltd Enterprise having significant influence over the Company

- 32.630.820

Brigade Enterprises Limited Holding Company - 449,000, E4oenses Incurred on Brigade Enterprises 'Limited behaittp1FowirY

Holding Company 73,005,746 1,651,191

F416 'I'416ssi'

CI BANGALORE \O,

• .0." *

Page 35: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private Limited Notes to the financial statements

Amount In t DiscrtatIon of the nature

Of transaction time of related party DescrlPtfon of the ratlonsbip 3444ar-14 31-Atar-13

DevelOpment . c0-orribatitei fefs PUPOI111*)

Brlade prisel UlThted Holding Ctrnpany 4,04;236

Saletegnialssicitt *tomes) .

trigaideEnterprises United ilading Company 11.477,48

Interest On tieberatires r de Viten/OW.5 Limited ReCh Begonia Pte Ltd

Ilaktini Comio-Iii ElltISP1114 having significant Infliseoce over the Company

WOO 104/$30114

4065 69475x546

Interest payable Brigade Enterprises Limited Raiding Company 101,144 40,9S1 Reco Begonia itteltd Enterprise Wing Significant

Influence over the Company 143,152/S92 54/01.1145

Long term barroledngs - Debentures

Brigade itterpriries Limited Holding CAMPAllY 115,4111,600.1 ' S9 '961

Rem Begonia Pteibi Criterorlse havb flltcant *Buena Over the COMO*/

.60,351,206 577Z,590,000

Advances recos?ef able in Connor Wild

lielgaik'ErsteliirlseS Lindted Holding Company 15.000000

'Balance Payable BrigaderEnterprises Limited IintdU C W TTIPar.. —. 1 ' 31 ,szt,ils 11,236 Reoo Begonia Pte Ltd Enterprise naving ,tignfl1cent

influence over the Company 59

19 Based an the infOrtnation available with the Company, there are no suppliers who rre registered as micro, small or medium enterprises under The Micro, Smolt and Medium Enterprises Development Act, 2006",.

20 Earningt per share Amount In t

314Aar.14 31-Mar-13 Particulars

Horrible! Value of equity share (e) 10 10

Weighted average number of orinity shares outstatwling - Normal erg* tares -

Class a 80114' illares 1,019,200 770,683

Class C eqt.fitystiares 1,n17,21/0. 781,362

Profit afterTaxation considered for the calculation of basic and diluted - _ Horrnal equity shares

ClaSs 8 egliity Shares (20,320,39D) (102/685) Class C equity shares (21049,793) (1.138,325)

Earnings Per Share - liasie and diluted (7) ' Normal mutt') sh - .ares Class 13 equity shares (19,94) (1.42)

Class C equity shares (20.79) (1.46)

' inc the convertible debentures/ preference share are anti-dilutive, they have been ignored In the computation of diluted EPS.

..0PERpi,, ciP

0

4v la ( 7 : U 0 8AA4GALORE

A 7-i is

Page 36: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Peutiettles Notos to the -financial gtatamanis

21 Capital and other conunitments Amount lfl t

314oN14 31440,0 Particulars

ARMMEr.

Wuated emenntef neared* remaking tobecirconcil on capital 455,000 tut

account and not pnnvided-fOt (net of ttitithett)

For cornitiftriaantsuridetWiantlfitkekthertUty. Preference Mid riebenture:holtiar refer note 1 arid Mel

22 The Company had issued A sericS,Oncl g series 000 winch are optianalV eamfertitsle-into class C equhy atiares, ()CPS or redeemable at a redemption IMAM resulting in laXsirnple intemat per annian..0uring the year the Company has created Prevision for redemPtine Premium amounting to t1110:514#676 (Kluft-172,10%117 for tartlet Peried) faY debiting the statement of profit anti hos account to the rotted of ‘85,106,616 after utilisation of securities premium available amounting to e91,228,000 with the Company, as it.ts of vicw that avagobic v.urltt Preirdien with the 0041;iittevou44 be toed to offsettire redereptien prerniuni hir the Year under PfOstifens,eflection not the 4t004 11111 Art, 1956

hi view of inatemmte profits during the year, no appropriation Onwards SicbentUre teddr44$3011 reierVe he the eatent of

494,122,357 till March 31, -2o14 (March 31, 2[113: l'5,428,43r0 Fla been created.,

23 Contingent liabilities The &awry had issued Optionally corwertihie Preference shares (OM) at par carrying a coupon rate of 0,01% per annum which are cumulative in nature, In vieW of inadequaie. profits during the year no appropriatiOn inwards dividend to the extent of T16,043101 March 31,2014 (Martir. 31, 2013: t7,252) has been created..

24 Expenditure in foreign currency [an awned basisj ountln t

31 -Mar-14 3 1-Mar--1 3 Particulars

Interest charges Legal and Drama:pal fees Sub-ctirttnictingcbanles AtiVertistig lilld-sales promotion

104,34%114' •69173,546 lift344

15,414: - - 14143

15 The Company has not complied with the requirements of Section 383A of the Companies Act, 1556 with respect to appointment of whole time Company Secretary for the year ended March 31, 2014. The management is of the view that the non-appointment was on account of factors beyond its control and all reasonable efforts were made by the Company to comply with the requirements of the Companies Act, 1956.

p- c— 4i'k'" to

-1, ca,t, BANGALORE j,'.4 4.':.._ (

...., 4:0, , ezr - e-

Page 37: BRIGADE PROPERTIES PRIVATE LIMITED · BRIGADE PROPERTIES PVT. LTD (A Joint Venture between Brigade Group and GIC, Singapore) Corporate Identity Number (CIN): U70200KA2007PTC042824

Brigade Properties Private limited Notes to the financial statements

26 Trinsfar Prithsit Asper the transferpricirgi naes prescribed under the litentqeic Act, 1161, the Company 'tt: examining the domestic arid international Umtata:ins and documentation in respect, therepfte. ensure csurgillance With the said rules. The management ckie, liCktfiti0Pateinir Material adjustment with regard -to the transactions frwo(ved,

ZT Pill3rYitartafiVilTettAtS The figures of the trirolouS year have been regratipedfreclassifte4 AO. '10:ivory, to gonform wtth the current year's cifl

444 f41" our report of even date,

Far Wid behatf at-the booed Of *el:tonic, trip* Properties: Private tiMited

\ON%

Suresh .1( Dieesb Mow Meet Director Director

Mace; Barig"ret Place: Bangalore, India Date: apd 16, 2014

Date: April 16„ 2014

O

ifzo

lamokaacte

1 o r BRIGA PR eft TIES - .T. LTD.

' ‘1, Au horised ignato