INFRASTRUCTURE - Bombay Stock Exchange · 2014-09-23 · Finance & Leasing Limited] CIN: L6591 OTG1 985 PLC005750 Registered Office: # 6-2-913/914, Sixth Floor, ... Rajeevgandhi Memorial

BASIL INFRASTRUCTURE PROJECTS LIMITEDRegd. Office: 6-2-913/914, Sixth Floor,

Progressive Towers, Khairatabad,CIN.L65910TG1985PLC005750 Hyderabad - 500 004.

Phone : 040-2333 1234Fax : 040-23331244Email ID vbcflcsgmai1.com

FORM ‘A’

Clause 31(a) of the Listing Agreement

Format of covering letter of the letter of the annual audit report to be filed withthe Stock Exchange

1 Name of the company Basil Infrastructure Projects Ltd2 Annual Financial Statements 31st march, 2014

for the year ended3 Type of Audit Observation Un-qulified4 Frequency of Observation Not Applicable5 Tobesignedby

. CEO / Managing Director

Sd/Mrs. Srimani

• CFO The Companydoes not have CFO. Auditor of the Company For Brahmayya & Co.,

Chartered Accountants

Sd/CA C.V. Ramana RaoPartnerMembership No.018545

. Audit Committee No Audit CommitteeChairman

TWENTY EIGHTH ANNUAL REPORT2013 - 2014

BASIL INFRASTRUCTURE PROJECTS LIMITED[Formerly known as VBC Finance & Leasing Limited]

CIN : L6591 OTG1 985 PLC005750

Registered Office:# 6-2-913/914, Sixth Floor, Progressive Towers,

Khairatabad, Hyderabad - 500 004.TeI:+91 402330 1166,Fax:040-2330 1160

E-mail :[email protected]

BASIL INFRASTRUCTURE PROJECTS UMITED 2013-2014

CONTENTS

Page No.

Notice 4Director& Report 8Auditors’ Report 11Balance Sheet 14Profit & Loss A/c 15Cash Flow Statement 16Notes 17Accounting Policies & Notes on Accounts 24

TWENTY EIGHT ANNUAL GENERAL MEETING

Date : 30th September, 2014

Day Tuesday

Time : 3.30 p.m.

Place : Surana Udyog Auditorium

FAPCCI, 11-6-841, Red Hits

Hyderabad - 500 004

Registered Office:

6-2-913/914, Sixth Floor, Progressive Towers,Khairatabad, Hyderabad - 500 004Tel:91 4023301166, Fax:040-2330 1160Email : [email protected]

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BASIL INFRASTRUCTURE PROJECTS LIMITED 2013-2014

BOARD OF DIRECTORS

Ms. M Srimani Managing DirectorMr. M S P Rama Rao Additional Director (from 23-05-2013)Mr. C Madhusudan DirectorMr. B. Gopala Director

COMPANY SECRETARY

Ms. Sumalatha 0 Company Secretary &Compliance Officer

AUDITORSM/s. BRAHMAYYA & CO.Chartered AccountantsD.No. 1-88-19, Plot No. 135/4, Sector IV,MVP Colony, Opp. Rajeevgandhi Memorial GYM Club,Visakhapatanam - 530 017

BANKERS1. State Bank of India, Khairatabad Branch2. ICICI Bank, Khairatabad Branch3. Kotak Mahindra Bank Limited, Madhapur Branch

SHARE TRANSFER AGENTS(Physical & Demat)VENTURE CAPITAL & CORPORATE INVESTMENTS PVT. LTD.12-10-1 67, Bharat Nagar,Hyderabad - 500 018Tel: 040-23818475/76, 23868023Fax: 040 - 23868024Email: [email protected]

Note : As a measure of economy, copies of the Annual Report will not beldistributed at the Annual General Meeting. Members are requested to kindly

ng their copies to the meeting.

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NOTICE OF THE 28th ANNUAL GENERAL MEETING

Notice is hereby given that 28th Annual General Meeting of the Members of Basil Infrastructure ProjectsLimited, will be held on Tuesday the 30th day of September, 2014 at 3.30 PM at Surana Udyog Auditorium

of The Federation of Andhra Pradesh Chambers of Commerce & lndustr situated at 11-6-841 ,Red Hills,

Hyderabad - 500 004, to consider the following:

ORDINARY BUSINESS:

1. To consider and adopt the Audited Balance Sheet as on 31st March, 2014 and the Profit and LossAccount for the period ended on that date and the reports of Directors and Auditors thereon.

2. To appoint a Director in place of Mr. M S P Rama Rao(DIN No:7292), Director who retires by rotation

and being eligible, offers himself for reappointment.

3. To appoint Auditors for the Company for a term of three Financial Years viz., 2014-15,2015-16, 2016-17 and to fix their remuneration. Present Auditors M/s. Brahmayya & Co., Chartered Accountants

(Firm Regd.No.000513S), retire at this Annual General Meeting and offer themselves for reappointment

SPECIAL BUSINESS:

4. Appointment of Sri.V.R.C.Choudary as an Independent Director

To consider and if thought fit, to pass, with or without modification, the following resolution as anOrdinary resolution.

“RESOLVED THAT pursuant to the provisions of Sections 149, 152 read with Schedule IV and allother applicable provisions of the Companies Act, 2013 and the Companies (Appointment and Qualification

of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time

being in force) and Clause 49 of the Listing Agreement, Shri.V.R.C.Chowdary(DIN: 06592773), be and is

hereby appointed as an Independent Director of the Company for a term of 5 (Five) consecutive yearseffective from 30th September, 2014.”

5. Appointment of Sri M.GANDHI as an Independent Director:

To consider, and if thought fit, to pass with or without modification(s), the following resolution as an

Ordinary Resolution.

‘RESOLVED THAT pursuant to the provisions of Sections 149, 152 read with Schedule IV and all

other applicable provisions of the Companies Act, 2013 and the Companies (Appointment and Qualification

of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time

being in force) and Clause 49 of the Listing Agreement, Shri M.Gandhi (DIN: 03351949), be and is hereby

appointed as an Independent Director of the Company for a term of 5 (Five) consecutive years effective

from 30th September, 2014.”

EXPLANATORY STATEMENT UNDER SECTION 102(1) OF THE COMPANIES ACT, 2013:

Pursuant to section 160 of the Act, notices have been received from a shareholder signifying his

intention to propose the appointment of Shri V.R.C. Choudary along with a deposit of Rs. 10,000/- ( Rupees

Ten Thousand ) as required under the aforesaid section.

Based on the disclosures received from Shri V.R,C choudary. and after reviewing the provisions of

the Act, is of the opinion that Shri. V.R.C. Chooudary fulfills the conditions specified in the Act and the Rules

made there under, the Board satisfied that Shri..V.R.C.Choudary meets the criteria for independence as

laid down in Section 149(6) of the Companies Act, 2013 and he is not disqualified as contemplated under

Section 164 of the Companies Act, 2013.

The Board of Directors of your Company is also of the opinion that Shri. V.R.C.Choudary is independent

of the management of the Company.

The Board considers that his association with the Company would be of immense benefit to the

Company and it is desirable to continue to avail services of Shri V.R.C.Choudary as an Independent

Director.

Accordingly, the Board recommends the resolution for appointment of Shri.V.R.C.Choudary as an

Independent Director pursuant to provisions of section 149 read with schedule IV of the Act for the approval

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by the shareholders of the Company. In terms of provisions of section 149(13) of the Act, Shri.V.R.C.Choudaryis not liable to retire by rotation.

As on date, Shri. V.R.C.Chowdary does not hold any equity shares of the Company.

Save and Except above, none of the Directors! Key Managerial Personnel of the Company/theirrespective relatives are, in any way, concerned or interested, financially or otherwise,in this Resolution.

Pursuant to section 160 of the Act, notices have been received from a shareholder signifying hisintention to propose the appointment of Shri .M.Gandhi along with a deposit of Rs. 10,000!- (Rupees TenThousand) as required under the aforesaid section.

Based on the disclosures received from Shri M.Gandhi. and after reviewing the provisions of the Act,is of the opinion that Shri. M.Gandhi fulfills the conditions specified in the Act and the Rules made thereunder, the Board satisfied that Shri.. M.Gandhi meets the criteria for independence as laid down in Section149(6) of the Companies Act, 2013 and he is not disqualified as contemplated under Section 164 of theCompanies Act, 2013.

The Board of Directors of your Company is also of the opinion that Shri. M.Gandhi is independent ofthe management of the Company.

The Board considers that his association with the Company would be of immense benefit to theCompany and it is desirable to continue to avail services of Shri M.Gandhi as an Independent Director.

Accordingly, the Board recommends the resolution for appointment of Shri. M.Gandhi as anIndependent Director pursuant to provisions of section 149 read with schedule IV of the Act for the approvalby the shareholders of the Company. In terms of provisions of section 149(13) of the Act, Shri. M.Gandhiis not liable to retire by rotation.

As on date, Shri. M.GANDHI does not hold any equity shares of the Company.

Save and Except above, none of the Directors! Key Managerial Personnel of the Company/theirrespective relatives are, in any way, concerned or interested, financially or otherwise, in this Resolution.

By order of the BoardPlace : Hyderabad Sd!Date : 30.05.2014 Sumalatha D

Company SecretaryNOTES:

1. Any member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and voteinstead of himself / herself and such proxy need not be a member of the company. In order to beeffective the proxies should be deposited with the company at its registered office not less than 48hours before the meeting. A form of proxy is given at the end of this Annual Report.

2. The Register of Members and Share Transfer Books of the Company will be closed from 27thSeptember, 2014 to 30th September 2014 (both days inclusive)

3. Members who wish to seek any further information/clarification, at the meeting, on the annual accountsor operations of the Company are requested to send their queries at least a week in advance of thedate of the Meeting, to the Registered Office of the Company.

4. Members are requested to intimate any change in their address to the company immediately.

5. Members who attend the meeting are requested to complete the enclosed attendance slip which isgiven at the end of the Annual Report and deliver the same at the entrance of the meeting hall.

6. Members who have multiple folios in identical names or joint accounts in the same order are requestedto intimate the Company’s Registrars and Share Transfer Agents, at the aforesaid address, theledger folios of such accounts to enable the Company to consolidate all such shareholdings into oneaccount.

7. Members of a Company are allowed to nominate any person to whom the shares shall be transmittedin the event of member’s death. Members are advised to contact the Company/ Registrar and ShareTransfer Agents to avail this facility

8. Members are requested to bring their copies of Annual Reports at the time of attending the meeting.

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9. In accordance with the MCA’s ‘Green Initiative in Corporate Governance” allowing companies toshare documents with its shareholders In the electronic mode and related amendments to the ListingAgreement with the Stock Exchanges, the company is sharing all documents with shareholders inthe electronic mode, wherever the same has been agreed by the shareholders. Shareholders arerequested to support this green initiative by registering! updating their e-mail addresses for receMngelectronic communications.

VotIng through electronic means:10. In compliance with provisions of Section 108 of the Companies Act, 2013 and Rule 20 of the

Companies (Management and Administration) Rules, 2014, the Company is pleased to provide tomembers the facility to exercise their right to vote at the Annual General Meeting (AGM) by electronicmeans and the business may be transacted through e-Voting Services provided by Central DepositoryServices (India) Limited (CDSL).b) The instructions for e-voting are as under:

The instructions for members for voting electronically are as under:In case of members receiving e-mail:I. Log on to the e-voting website www.evotingindia.com during the voting period.II. Click on “Share holders” tabIll. Now, select the “COMPANY NAME” from the drop down menu and click on “SUBMIT”IV. Now enter your User ID (For CDSL: 16 digIts beneficiary ID, For NSDL: 8 Character DP ID followed by

8 Digits Client ID, Members holding shares in Physical Form should enter Folio Number registeredwith the Company and then enter the Captcha Code as displayed and Click on Login.

V. If you are holding shares in Demat form and had logged on to www.evotingindia.com and voted onan earlier voting of any company, then your existing password is to be used. If you are a first time userfollow the steps given below.

VI. Now, fill up the following details in the appropriate boxes

For Members holding shares in Physical For Members holding shares in DematForm Form

PAN* Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicablefor both demat shareholders as well as physical shareholders)

DOB# Enter the Date of Birth as recorded in your demat account or in the company records forthe said demat account or folio In dd/mm/yyyy format.

Dividend Bank Enter the Dividend Bank Details as recorded in your demat account Bank or in theDetails # company records for the said demat account or folio.* Members who have not updated their PAN with the Company/Depository Participant are requested

to use the first two letters of your name and the Folio Number in the PAN field. Eg. If your name isRamesh Kumar with Folio

Number 1 then enter RA00000001 in the PAN field.# Please enter any one of the details In order to login. In case both the details are not recorded with the

depository or company please enter the member id / folio number in the Dividend Bank details field.(vii) After entering these details appropriately, click on “SUBMIT” tab.(viii) Members holding shares in physical form will then reach directly the Company selection screen.

However, members holding shares in demat form will now reach ‘Password Creation’ menu whereinthey are required to mandatorily enter their login password in the new password field. Kindly notethat this password is to be also used by the demat holders for voting for resolutions of any othercompany on which they are eligible to vote, provided that company opts for e-voting through CDSLplatform. It is strongly recommended not to share your password with any other person and takeutmost care to keep your password confidential.

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(ix) For Members holding shares in physical form, the details can be used only for e-voting on theresolutions contained in this Notice.

(x) Click on <Company Name> on which you choose to vote.(xi) On the voting page, you will see Resolution Description and against the same the option “YES/NO”

for voting. Select the option YES or NO as desired. The option YES implies that you assent to theResolution and option NO implies that you dissent to the Resolution.

(xii) Click on the ‘Resolutions File Link” if you wish to view the entire Resolutions.(xiii) After selecting the resolution you have decided to vote on, click on “SUBMIT”. A confirmation box will

be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on“CANCEL” and accordingly modify your vote.

(xiv) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.(xv) You can also take out print of the voting done by you by clicking on “Click here to print” option on the

Voting page.(xvi) If Demat account holder has forgotten the changed password then Enter the User ID and Captcha

Code click on Forgot Password & enter the details as prompted by the system.(xvii) Institutional shareholders (I.e. other than Individuals, HUF, NRI etc.) are required to log on to https:ll

www.evotingindia.co.in and register themselves as Corporates. After receiving the login details theyhave to link the account(s) which they wish to vote on and then cast their vote. They should upload ascanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favourof the Custodian, if any, In PDF format in the system for the scrutinizer to verify the same.

In case of members receiving the physical copy:(A) Please follow all steps from si. no. (I) to si. no. (xvii) above to cast vote.(B) The voting period begins on <Date and Time> and ends on <Date and Time>. During this

period shareholders’ of the Company, holding shares either in physical form or in dematerializedform, as on the cut-off date (record date) of <Record Date>, may cast their vote electronically.The e-voting module shall be disabled by CDSL for voting thereafter.

(C) In case you have any queries or issues regarding e-voting, you may refer the Frequently AskedQuestions (“FAQs”) and e-voting manual available at www.evotingindia.co.in under help sectionor write an email to [email protected].

The e-voting period commences on 22-09-2014 (9:00 am) and ends on25/091201 4(6:00 pm). Duringthis period shareholders’ of the Company, holding shares either in physical form or in dematerialized form,as on the cut-off date (record date) of 26th August, 2014 may cast their vote electronically. The e-votingmodule shall be disabled by CDSL for voting thereafter. Once the vote on a resolution is cast by theshareholder, the shareholder shall not be allowed to change it subsequently.

The voting rights of shareholders shall be in proportion to their shares of the paid up equity sharecapital of the Company as on the cut-off date (record date) of 26TH August, 2014.

Mr. M.Naga Kishore, Practicing Company Secretary (Membership No. F7684, CP No 13597) and hasbeen appointed as the Scrutinizer to scrutinize the e-voting process in a fair and transparent manner.

The Scrutinizer shall within a period not exceeding three(3) working days from the conclusion ofthee-voting period unblock the votes in the presence of at least two(2) witnesses not In the employment ofthe Company and make a Scrutinizer’s Report of the votes cast in favor or against, if any, forthwith to theChairman of the Company.

The Results shall be declared In the AGM of the Company. The Results declared along with theScrutinizer’s Report shall be placed on the Company’s website www.vbcindia.com in and on the websiteof CDSL within two(2) days of passing of the resolutions at the AGM of the Company and communicatedto the BSE Limited.

By order of the BoardSd!

Place : Hyderabad Sumalatha DDate : 30.05.2014 Company Secretary

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DIRECTORS’ REPORT

Dear Members,

Your Directors have pleasure in presenting the 28th Annual Report of Basil Infrastructure ProjectsLimited with audited statement of accounts for the 12 months period ended 31st March, 2014.

The financial highlights of the Company for the year are as under:

(Rs. in Lakhs)

Particulars 2013-14 2012-13

Gross Profit before Interest and Depreciation (6.64) 17.44

Less: Interest 10.03 4.83

Depreciation 12.63 13.58

Profit! (loss) after Interest and Depreciation (29.30) (0.97)

Less: Provision for Taxation 7.08 10.95

Balance after Total Provisions (36.38) (9.97)

Excess/(Short) provision of Income Tax for earlier years 9.44 (5.69)

Add: Profit!(Loss) brought forward from Previous year 202.50 203.00

Balance of Profit carried over to next year 175.56 202,50

FINANCIAL REVIEW AND OPERATIONS:

During the financial year 201 3-1 4, your Company has earned a Gross Revenue of Rs. 35.44Lakhs.

As you are aware the operating performance of infrastructure projects has declined due to marketconditions and division of state of Andhra Pradesh. Due to which, the investee company projectshave not shown significant growth compared to previous year, infact there is a Negative Growth.

DEPOSITS:

The Company has not accepted any deposits during the year under review.

DIVIDEND:

Having regard to the significant capital expenditure envisaged for the infrastructure projects, yourDirectors have decided to augment long term resources, therefore no dividend is recommend forthe year.

DIRECTORS:

At the ensuing annual general meeting Mr. M S P Rama Rao is liable to retire by rotation and beingeligible, offer himself for reappointment in terms of provisions of the Articles of Association of thecompany.

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DIRECTORS’ RESPONSIBiLITY STATEMENT:

Pursuant to Section 21 7(2AA) of the Companies Act, 1958, the directors confirm that:

çi) In the preparation of the annual accounts for the financial year ended March 31, 2014, theapplicable accounting standards have been followed;

(ii) They have selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent so as to give true and fair view ofthe state of affairs of the Company at the end of the financial year 2013-14 and of the profit ofthe Company for that period;

(iii) They have taken proper and sufficient care for the maintenance of adequate accountingrecords in accordance with the provisions of the Companies Act, 1956 for safeguarding theassets of your Company and for preventing and detecting fraud and other irregularities; and

(iv) They have prepared the Annual Accounts on a going-concern basis.

PARTiCULARS OF CONSERVATION OF ENERGY,TECHNOLOGY ABSORPTION AND FOREIGNEXCHANGE EARNINGS & OUTGO:

Information pursuant to Section 217(1 )(e) of the Companies Act, 1956, read with the Companies(Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, for the year endedMarch 31,2014:

(A) Conservation of Energy:

The Company for the time being is not energy intensive.

(B) Technology Absorption:

Your company did not invest in any R&D activity during the year under consideration.

(C) Foreign Exchange Earnings & Outgo:

There are no foreign exchange earnings and outgo during the financial year under review.

FINANCIAL STATEMENTS:

In support of the green initiative of the Ministry of Corporate Affairs, the Company has decided tosend all future communications including the Annual Report through email to those shareholders,who have registered their e-mail id with their depository participant/Company’s registrar and sharetransfer agent. In case a shareholder wishes to receive a printed copy of such communications,he/she may please send a request to the Company, which will send a printed copy of thecommunication to the shareholder.

DEMATERIALISATION OF SHARES:

Trading of securities of our Company has been made compulsorily in dematerialized form witheffect from 30th April 2001 and is available for trading under both the Depository Systems in India- NSDL (National Securities Depository Limited) and CDSL (Central Depository Services Limited).Under the Depository System, the International Securities Identification Number (ISIN) allotted tothe Company’s shares is INE465DO1 011.

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AUDITORS:

M/s. Brahmayya & Co., Chartered Accountants retire as Auditors and being eligible offer themselvesfor reappointment.The Board of Directors recommend for their re-appointment.

PARTICULARS OF EMPLOYEES:

During the year under review, none of the employees were in receipt of remuneration in excess oflimits specified in Section 21 7(2A) of the Companies Act, 1956 read with the Companies (Particularsof Employees) Rules, 1975.

LISTING:

The Company’s equity shares continue to be listed on the Bombay Stock Exchanges Ltd. andMadras Stock Exchange Ltd. The Company has paid the Annual Listing fees for the year 2013-14to these exchanges.

ACKNOWELDGEMENTS:

Your Directors’ gratefully acknowledge the continued support being received from all investors,customers, banks, and as well as regulatory and government authorities in the initiatives of theCompany. Your Directors’ place on record their appreciation and gratitude for the valuable contributionsmade by the employees at all levels and look forward for their continued support.

For and on behalf of the Board of Directors

Sd!- Sd!-Place: Hyderabad M. SRIMANI M S P RAMA RAODate : 30.05.2014 Managing Director Director

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INDEPENDENT AUDITORS’ REPORTToThe Members ofBasil infrastructure Projects Limited,Hyderabad.Report on the Financial Statements:1. We have audited the accompanying financial statements of Basil Infrastructure Projects Limited, Hyderabad (“the

Company”), which comprise the Balance Sheet as at March 31, 2014, the Statement of Profit and Loss and CashFlow Statement for the year then ended, and a summary of significant accounting policies and other explanatoryinformation.

Management’s Responsibility for the Financial Statements:2. Management is responsible for the preparation of these financial statements that give a true and fair view of the

financial position and financial performance of the Company in accordance with the Accounting Standards referredto in sub-section (3C) of section 211 of the Companies Act, 1956 (“the Act’). This responsibility includes thedesign, impiementation and maintenance of internal control relevant to the preparation and presentation of thefinancial statements that give a true and fair view and are free from material misstatement, whether due to fraudor error.

Auditor’s Responsibility3. 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 obtainreasonable assurance about whether the financial statements are free from material misstatement. An auditinvolves performing procedures to obtain audit evidence about the amounts and disclosures In the financialstatements, The procedures selected depend on the auditor’s judgment, Including the assessment of the risks ofmaterial misstatement of the financial statements, whether due to fraud or error.

4. in making those risk assessments, the auditor considers internal control relevant to the Company’s preparationand fair presentation of the financial statements In order to design audit procedures that are appropriate in thecircumstances 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 theaccounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

5. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our auditopinion.

Opinion6. 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 Act in the manner so required and give a true and fair view inconformity with the accounting principles generally accepted in India:a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014;b) In the case of the Statement of Profit and Loss, of the Loss for the year ended on that date ; andc) In the oase of Cash Flow Statement, of the cash flows for the year ended on that date.Report on Other Legal and Regulatory Requirements:

7. As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) Issued by the Central Government ofIndia in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the mattersspecified in paragraphs 4 and 5 of the Order.

8. 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 booksc) the Balance Sheet, the Statement of Profit and Loss and the Cash Flow 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 referred to in subsection (3C) of section 211 of the Companies Act, 1956;e) on the basis of the written representations received from the directors as on 31St March, 2014, taken on

record by the Board of Directors, none of the directors is disqualified as on 31st March, 2014, from beingappointed as a director in terms of section 274 (1) (g) of the Act..

For BRAHMAYYA & Co.,Chartered Accountants

(Firm Regd. No. 000513S)Sd!

(C.V. Ramana Rao)Place: Hyderabad. PartnerDate : 30.05.2014 Membership No. 018545

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ANNEXURE TO THE AUDITORS’ REPORT REFERRED TO IN PARAGRAPH 7 OFOUR REPORT OF EVEN DATE:

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

b) All the fixed assets have been physically verified by the management during the year.According to the information furnished to us, no material discrepancies have been noticedon such verification.

c) The Fixed Assets disposed off by the Company during the year do not form a substantialpart thereof. Accordingly the “going concern” status of the company is not affected.

ii) The company does not hold any inventory Accordingly clause 4 (ii) of the Order is not applicable.

iii) a) The Company has not granted any loans, secured or unsecured to companies, firms, orother parties covered in the register maintained under section 301 of the CompaniesAct, 1956. Consequently, clauses 4(iii) (b) to (d) of the Order are not applicable.

b) The Company has not taken any loans, secured or unsecured from companies, firms, orother parties covered in the register maintained under section 301 of the CompaniesAct, 1956. Consequently, clauses 4(iii) (f) & (g) of the Order are not applicable.

iv) In our opinion and according to the information and explanations given to us, there is adequateinternal control system commensurate with the size of the Company and the nature of itsbusiness with regard to purchase of fixed assets and sale of services. We have not observedany major weakness in the internal control system during the course of the audit.

v) a. According to the information and explanations given to us, we are of the opinion that theparticulars of contracts and arrangements that need to be entered into the registermaintained under section 301 of the Companies Act, 1956 have been so entered.

b. In our opinion and according to the information and explanations given to us, the contractsand arrangements made in pursuance of contracts or arrangements entered in the registermaintained under section 301 of the Companies Act, 1956 have been made at priceswhich are reasonable having regard to prevailing market prices at the relevant time.

vi) The Company has not accepted any deposits from public. Consequently the clause 4(vi) ofthe order is not applicable.

vii) In our opinion, the Company has an internal audit system commensurate with its size andnature of its business, though it has no formal internal audit.

viii) According to the information and explanations given to us, maintenance of cost records bythe company is not required under the provisions of section 209(1) (d) of the Companies Act,1956, in respect of the business activities carried out by the company.

ix) a) According to the information and explanations given to us and on the basis of examinationof the records of the Company, amounts deducted! accrued in the books of account inrespect of undisputed statutory dues including provident fund, income-tax, sales-tax,wealth-tax, custom duty, excise duty, service-tax, cess and other material statutorydues, except service tax on rental income have been regularly deposited during the yearby the Company with the appropriate authorities.

b) According to the information and explanations given to us, no undisputed amounts payablein respect of income tax, sales tax, wealth tax, service tax, customs duty, excise duty,

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cess and other material statutory dues which were in arrears as at 31St March 2014 fora period of more than six months from the date they became payable, except servicetax on rental income amounting to Rs 481902.

c) As at 31St March 2014, there have been no disputed dues, which have not been depositedwith the respective authorities in respect of Income tax, Sales tax, Wealth-tax, Servicetax, Customs duty, Excise Duty and Cess.

x) The Company has no accumulated losses and has not incurred cash losses in the financialyear covered by our audit and the immediately preceding financial year.

xi) The Company has not defaulted in payment of any loan installment or interest in respect ofterm loans from LIC of India.

xii) The Company has not granted any loans or advances on the basis of security by way ofpledge of shares, debentures and other securities. Consequently the clause 4(xii) of the orderis not applicable.

xiii) In our opinion, the Company is not a chit fund or a nidhi/mutual benefit fund/society.Consequently the clause 4(xiii) of the order is not applicable.

xiv) In our opinion, the Company is not dealing in or trading in shares, securities, debentures andother instruments. Consequently the clause 4(xiv) of the order is not applicable.

xv) The Company has not given any guarantee for loans taken by others from banks or financialinstitutions. Consequently the clause 4(xv) of the order is not applicable.

xvi) In our opinion, the Term Loans taken during the year have been applied for the purposes forwhich they were raised.

xvii) According to the information and explanations given to us and on overall examination of theBalance Sheet of the Company, we report that no funds raised on short term basis have beenused for long term investment.

xviii) During the year, the Company has not made any preferential allotment of shares. Consequentlythe clause 4(xviii) of the order is not applicable.

xix) The Company has not issued any debentures so far. Consequently clause 4(xix) of the orderis not applicable.

xx) During the year, the Company has not raised money by Public issue. Consequently theclause 4(xx) of the order is not applicable.

xxi) According to the information and explanations given to us, no fraud on or by the Company hasbeen noticed or reported during the course of our audit.

For BRAHMAYYA & CO.,Chartered Accountants

(Firm Regd. No.00051 3S)Sd!

(C.V. Ramana Rao)Place: Hyderabad. PartnerDate : 30.05.2014 Membership No.018545

13


Balance Sheet as at 31st March, 2014Particulars Note As at As at

No. 31-03-2014 31-03-20131 2 3 4

EQUITY AND LIABILITIESShareholder& Funds:

Share Capital 2.01 28,541,410 28,541,410Reserves & Surplus 2.02 25,832,896 54,374,306 28,527,125 57,068,535

Non-current liabilities:Long term borrowings 2.03 10,000,000 10,000,000Other Long Term Liabilities 2.04 2,960,000 2,960,000Long term provisions 2.05 420,487 13,380,487 493,660 13,453,660

Current Liabilities:Trade payables 2.06 2,090,463 1,798,085Other current Liabilities 2.07 129,426,932 117,040,772Short term Provisions 2.08 484,300 132,001,695 597,192 119,436,049

TOTAL 199,756,488 189,958,244ASSETSNon-current AssetsFixed Assets:

Tangible Assets 2.09 21,260,433 22,523,922Non-current Investments 2.10 80,500,000 80,500,000LongTerm Loans &Advances 2.11 27,990,000 129,750,433 0 103,023,922

Current Assets:Current Investments 2.12 48,522,650 25,722,650Trade receivables 2.13 2,746,287 23,555,220Cash and Bank balances 2.14 94,390 10,103,951Short term Loans & Advances 2.15 14,766,169 23,285,650Other current Assets 2.16 3,876,559 70,006,055 4,266,851 86,934,322TOTAL 199,756,488 189,958,244

‘Significant accounting policies ‘and lto2notes on accounts’

As per our report of even dateFor BRAHMAYYA & CO.,Chartered Accountants For and on behalf of the Board of Directors

Sd!Cit. Ramaria RaoPartnerMembership No. 018545 Sd/- Sri!- Sd!

M. SRIMANI MSP RAMA RAO D. SUMALATHAPlace : Hyderabad Managing Director Director Company SecretaryDate : 30.05.2014

14


Statement of Profit and Loss for the Period ended 31St March, 2014

Particulars Note CurrentYear PreviousYearNo.

1 2 3 4

I Revenue:Other Operating Income 2.17 3,543,892 5,061,936Other Income 2.18 0 3,543,892 1,182,438 6,244,374

Total Revenue 3,543,892 6,244,374

II. Expenses:Employee Benefit expense 2.19 2,187,031 2,279,851Finance cost 2.20 1,003,010 483,228Depreciation 2.10 1,263,489 1,358,530Other expenses 2.21 2,020,227 2,220,305

Total expenses 6,473,757 6,341,914

Ill. Profit before tax (I-lI) (2,929,865) (97,540)IV.Tax expense:

(1) Currentyear 708,220 1,095,000(II) IricomeTax for

Earlier years (943,856) (568,888)(Ill)Deferred Tax Liability 0 (235,636) (574.180) (48,068)

V. Profit AfterTax(llI-IV) (2,694,229) (49,472)

VI. Earnings per share(Basic and Diluted) (0.94) (0.02)

As per our report of even dateFor BRAHMAYYA & CO.,Chartered Accountants For and on behalf of the Board of Directors

Sd!C.V. Ramana RaoPartnerMembership No. 018545 Sd!- Sd!- Sd!

M. SRIMANI MSP RAMA RAO D. SUMALATHA

Place : Hyderabad Managing Director Director Company Secretary

Date : 30.05.2014

15


CASH FLOW STATEMENT FOR THE YEAR ENDED 31St March 2014

A Cash Flow from Operating ActivitiesNet Profit before TaxAdjustment for:DepreciationProfit on sale of assetsProvision for gratuityProvision for Leave encashmentInterest paid

Operating profit before Working Capital ChangesAdjustment for:Trade and other receivablesTrade and other payables

Cash generated from operationIncome Tax paidInterest paid

Net Cash from operating activities (A)B Cash Flow from Investing ActIvities

Additions to fixed assetsSale of fixed assets

Amount paid towards Investments

Net Funds used in investing activities (B)C Cash Flow from Financing Activities

Increase/Decrease in Borrowings

Net Cash generated/(used) in Financing Activities (C)

Net Increase/(Decrease) in cash and cash

equivalents [A + B +C]

Add: cash and cash equivalents as at the beginning of the year

Cash and cash equivalents as at the end of the year

(2,929,865) (97,540)

1,358,530(518,155)

78,16114,282

483,228

(606,139) 1,318,506

30,075,186 (4,034,403)12,678,538 1,964,582

42,147,585 (751,315)(120,844) (662,514)

(1,001,806) (483,228)

41,024,935 (1,897,057)

- (387,157)- 1,068,000

(22,800,000) -

(22,800,000) 680,843

- 100,000

- 100,000

18,224,935 8,783,786

10,103,951 1,320,165

2012-2014 2011-2013ParticularsRupees Rupees

1,263,489

50,6527,779

1,001,806

94,390 10,103,951

As per our report of even dateFor BRAHMAYYA & CO.,Chartered Accountants

For and on behalf of the Board of DirectorsSd!CV. Ramana RaoPartnerMembership No. 018545

Sd)- Sd?- Sd!-Place: Hyderabad M. SRIMANI MSP RAMA RAO D. SUMALATHADate : 30.05.2014 Managing Director Director Company Secretary

16


Note No.2 Amount in Rs.Note No.2.01 : Share Capital

As at 31-03-2014 As at 31-03-2013Particulars

Number Rs. Number Rs.

a) Authorised:Equtiy shares of Rs.1 0/- Each 30,000,000 300,000,000 30,000,000 300,000,000

b) (I) Issued:Equtly shares of Rs.1 0/- Each 3,000,000 30,000,000 3,000,000 30,000,000

c) (ii) Subscribed and Fully Paid up:

Equtly shares of Rs.10/- Each 2,854,141 28,541,410 2,854,141 28,541,410

Total 2,854,141 28,541,410 2,854,141 28,541,410

e) Equity shares held by each shareholder holding more than 5 percent shares

As at 31-03-2014 As at 31-03-2013Name of the Share Holder % of share No of Equity % of share No of Equity

holding shares holding shares

Sri M.S.Rama Rao 8.10% 231,244 8.10% 231,244

MIs. Padmakshi Investements (P) Ltd 5.81% 165,900 5.81% 165,900

MIs Yasaswini Investments (P) Ltd 5.73% 163,400 5.73% 163,400

M/s Maha Hotel Projects (P) Ltd 9.46% 270,000 9.46% 270,000

Note No. 2.02: Reserves and Surplus


Details Rs. Details Rs.

a. Capital Reserves:

(Profit on reissue of forfeited shares) 33,772 33,772

b) General Reserve 8,243,000 8,243,000

c) Surplus

Balance at the beginning of the year 20,250,353 20,299,825

(-) (loss) for the year -2,694,229 -49,472

17,556,124 20,250,353

25,832,896 28,527,125

17


Note No.2.03: Long term borrowings

As at 31-03-2014 As at 31-03-2013ParticularsDetails Rs. Details Rs.

“Secunred Loan from L.l.C. of Indiaon assignment of Keyman“Insurance Policies” 10,000,000 10,000,000

Total 10,000,000 10,000,000Note No.2.04: Other Long Term Liabilities


Deposits Refundable 2,960,000 2,960,000Total 29,60,000 2,960,000

Note No.2.05: Long Term Provisions

. As at 31-03-2014 As at 31-03-2013ParticularsDetails Rs. Details Rs.

Employee Benefits:Provision for Gratuity 405,951 435,480Provision for Compensated leaves 14,536 58,180Total 420,487 493,660

Note No.2.06: Trade Payables


Trade Payables:

- Others 2 090 463 1,798,085

Total 2 090 463 1,798,085

Note No.2.07: Other Current Liabilities


Advances from customers 110,416,404 111,059,329Interest accrued and due on loans 1,470,085 470,085Other Liabilities 5,228,235 5,431,358Creditors for other finances 80,000 80,000Due to Directors 12,232,208 0

Total 129,426,932 117,040,772

18


Note No.2.08: Short Term Provisions

Particulars As at 31-03-2014 As at 31-03-2013Details Rs. Details Rs.

Provision for Gratuity 88,726 8,545Provision for Compensated leaves 52,694 1,271Provision for Income Tax(net of Prepaid Taxes) 342,880 587,376

Total 484,300 597,192

Note No.2.10: Non-Current Investments

Particulars As at 31-03-2014 As at 31-03-2013Details Rs. Details Rs.

Investments (At Cost) Non-Trade, Long-Term(I) Equity Shares:

Equity Shares of Rs.10/- eachfully paid up inCore Hotels Ventures (P) Ltd 8,050,000 80,500,000 8,050,000 80,500,000

Note No.2.1 1: Long Term Loans & Advances

Particulars As at 31-03-2014 As at 31 -03-2013Details Rs. Details Rs.

Capital Advances 27,990,000 0

27,990,000 0

Note No.2.1 2: Current Investments. As at 31-03-2014 As at 31-03-2013

ParticularsDetails Rs. Details Rs.

i) Investment in Equity SharesI) Quoted

Equity Shares of Rs.1 0/- eachfully paid up in:M/s VBC Industries Ltd 4,182,980 21,077,650 4,182,980 21,077.650

II) UnquotedEquity Shares of Rs.1 0/- eachfully paid up in:M/s Konaseema Gas Power Ltd 39,950 3,995,000 39,950 3,995,000Equity Shares of Rs.10/- eachfully paid up in:M/s Hillfort Palace Pvt. Ltd 65,000 650,000 65,000 650,000Share application moneyKonaseema Gas Power Ltd. 22,500,000 0VBC Fertilisers & Chemicals Ltd 300,000 0Total 48,522,650 25,722,650

Aggregate Book Value of Quoted Invest. 21,077,650 21,077,650Aggregate Market Value of Quoted Invest. 13,176,387 28,402,434

19


Note No.2.1 3:Trade Receivables



Unsecu red and Considered GoodDue for more than Six Months 1,102,257 20,964,528Other Debts 1,644,030 2,590,692

Total 2,746,287 23,555,220

Note No.2.14: Cash and Bank balances


a. Balances with banks 94,390 10,103,869b. Fixed Deposit with a bank 0 0c. Cash on hand 0 82

Total 94,390 10,103,951

Note No.2.15:Short-Term Loans and Advances


Unsecured, considered goodAdvances Recoverable 14,766,169 23,285,650

Total 14,766,169 23,285,650

Note No.2.16:Other Current Assets



Deposits Recoverable 30,779 30,779Income Tax refund receivable 588,168 231,688Prepaid Expenses 3,257,612 4,004,384Total 3,876,559 4,266,851

Note No.2.1 7: Other Operating Income

for the period ended for the period ended

Particulars 3103-2014 3103-2013


Rent Received 3,543,892 5,061,936Equipment Hire Charges 0

Total 3,543,892 5,061,936

20


Note No.2.18: Other Income

for the period ended for the period endedParticulars 31-03-2014 31-03-2013


Interest received from banks 0 14,283Profit on sale of Assets 0 518,155Bad debts writeen off in earlieryears recovered 0 650,000

Total 0 1,182,438

Note No.2.19: Employee Benefit Expense

for the period ended for the period endedParticulars 31-03-2014 31-03-2013


Salaries & Allowances 1,017,319 1,068,686Staff Welfare Expenses 39,060 53,004Managing Director’s Remuneration 1,080,000 1,080,000Gratuity 50,652 78,161

Total 2,187,031 2,279,851

Note no. 2.19 (a) Employee benefit plans:

As per Accounting Standard 15 - “Employee Benefits” issued by the Institute of CharteredAccountants of India the disclosure of employee benefits as defined in the Accounting Standardare given hereunder:

The present value, in respect of obligation towards gratuity liability is determined based on actuarialvaluation using the Projected Unit Credit Method which recognizes each period of service asgiving rise to additional unit of employee benefit entitlement and measures each unit seperately tobuild up the final obligation. The obligation for compensatory absences is recognised in the samemanner as gratuity.

I. Reconciliation of opening and closing balances of Defined Benefit obligations

Gratuity (Non-funded) Compensated absences

Particulars (Non-funded)

Current Year Previous Year Current Year PreviousYearDefined Benefit obligation at yearbegining 444,025 365,864 59,451 45,169Interest Cost 35,744 31,098 4,786 3,839Current Service Cost 57,699 51,984 38,655 26,980Benefits paid 0 0 0 0Actuarial loss / (gain) on obligation (42,791) (4,921) (35,662) (16,537)

Defined Benefit obligation at year end 494,677 444,025 67,230 5,9451

21


II. Reconciliation of opening and closing balances of fair value of plan assets and fair value ofassets and obligations does not arise as the company has no planned assets in respect of itsobligation towards gratuity

Ill. Expenses recognized during the year (in the Profit and loss a/c)

Gratuity (Non-funded) Compensated absencesParticulars (Non-funded)

Current Year Previous Year Current Year Previous YearCurrent Service Cost 57,699 51,984 38,655 26,980Interest cost 35,744 31,098 4,786 3,839Net Acturial (gain)/ loss recognised inthe books of account (42,791) (4,921) (35,662) (16,537)Expenses recognised in the statementof profit & loss 50,652 78,161 7,779 14,282V. Principals Actuarial Assumptions

Gratuity (Non-funded) Compensated absencesParticulars (Non-funded)

Current Year Previous Year Current Year PreviousYearDiscount Rate 9.15% 8.05% 9.15% 8.05%Salary Escalation Rate 5.00% 5.00% 5.00% 5.00%Attrition Rate 1.00% 1.00% 1.00% 1.00%Expected rate of Return on plan assets 0.00% 0.00% 0.00% 0.00%

As per the enterprise’s accounting policy ac uarial gains and losses are recognized immediately duringthe same accounting year itselfThe above information is certified by the Actuary.Note No2.20:Finance Cost

for the year ended for the year endedParticulars 31-03-2013 31-03-2012

Details Rs. Details Rs.Interest -Others 1,001,806 470,257Bank Charges 1,204 12,971Total 1,003,010 483,228Note No.2.21 :Other Expenses

. As at 31 -03-2014 As at 31-03-2013ParticularsDetails Rs. Details Rs.

Payment to Auditors:As auditors 30,000 45,000for Certification 0 30,000 20,000 65,000

Insurance 734,272 731,210Rates & Taxes 832,372 825,100Director’s Travelling Expenditure 0 0Consultancy Charges 63,152 156,410Printing and Stationery 47,905 27,552Repairs & Maintenance 0 20,325Other Expenses 312,526 1,990,227 394,708 2,155,305Total 2,020,227 2,220,305

22

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ACCOUNTING POLICIES & NOTES ON ACCOUNTS:(Annexed to and forming part of Balance Sheet at and Profit & Loss Account for the yearended 31St March 2014)

I 1. ACCOUNTING POLICIESI. GENERAL

Financial statements are prepared and presented In accordance with the Generally Accepted AccountingPrinciples (GAAP) in India under historical cost convention on accrual basis and comply all material aspects withthe Accounting Standards and the relevant provisions prescribed in the Companies Act, 1956, besides thepronouncements/guidelines of the Institute of Chartered Accountants of India and the Securities and exchangeBoard of India.Use of Estimates:

The preparation of financial statements requires estimates and assumptions to be made that affect the reportedamount of assets and liabilities on the date of the financial statements and reported amount of revenues andexpenses during the reporting period. Although these estimates are based on the management’s best knowledgeof current events and actions, the actual outcome may be different from the estimates. Difference between actualresults and estimates are recognized in the period in which the results are known or materialize.

IlL TANGIBLE ASSETS:

Fixed Assets are stated at cost, less accumulated depreciation. Cost of acquisition of Fixed Assets is inclusiveof freight, duties, taxes, Incidental Expenses relating to the cost of acquisition, the cost of installation/erectionas applicable.

IV. INVESTMENTS:

Investments are stated at cost, inclusive of all expenses relating to acquisition. Provision for diminution In themarket value of longterm investments is not made, if in the opinion of the management such diminution istemporary in Nature.

V. ClassificatIon of Assets and LiabilItIes as Current and Non-Current:All assets and liabilities are classified as current and non-current as per the Company’s normal operating cycleand other criteria set out in Schedule VI to the Companies Act, 1956. Based on the nature of products and the timebetween the acquisition of assets for processing and their realization In cash and cash equivalents, 12 monthshas been considered by the Company for the purpose of current - non-current classification of assets andliabilities.

VI. DEPRECIATION:

Depreciation on fixed assets Is provided under written down value method in accordance with the schedule XIVof the Companies Act, 1956..

VII. EMPOYEE BENEFITSLiability for Employee benefits, both short and long term, for present and past services which are due as per theterms of employment are recorded in accordance with Accounting Standard AS-i 5(Revised) ‘ EmployeeBenefits issued by the Institute of Chartered Accountants of India.a) GratuIty

Retirement Benefit in the form of Gratuity is considered as Defined Benefit Obligation and is provided for,on the basis of an actuarial valuation using the projected unit credit method as at the date of Balance Sheet.

b) Other Long-Term BenefitsLong-Term Compensated Absences are provided on the basis of an actuarial Valuation using the projectedUnit Credit Method as at the date of Balance Sheet.

Actuarial gain/losses if any are immediately recognized in the Profit & Loss Account.

For and on behalf of the Board of Directors

SW- SW- Sd!M. SRIMANI MSP RAMA RAO D. SUMALATHA Sd?

Managing Director Director Company Secretary C.A.C.V. Ramana RaoPlace : Hyderabad PartnerDate : 30.05.2014 Membership No. 018545

24

BAS1L INFRASTRUCTURE PROJECTS LIMITED 2013-2014

2. NOTES ON ACCOUNTS2012-14 2011-13

Amount in Rs. Amount in Rs.Expenditure incurred in foreign currency on account of travel Nil Nil

2 Amounts due as on 31-03-2013 to -

a. Due to SSJ units- outstanding for more than 30 days Nil Nilb. Due to Micro industries- outstanding for more tha 45 days Nil Nil

3 The Company operated in one busines segment ofrent/hire and are no geographical segments to be reported.

4k Related party Transactions:Related parties in terms of AS-18 issued by the instituteof Chartered Accountants of India.I. Key Management Personnel

Mrs. M. Siimani, Managing Directorii. Relatives of Key Management Personnel -

Mr.M.S.P.Rama RaoIll. Companies/Firms/Other Concerns In which Key Management

Personnel or her relatives hold substantial interest:- Konaseema Gas Power Ltd- Konaseema Power Corporation Ltd- Golden Jubilee Hotels Ltd• VBC Ferro Alloys Ltd- VBC Industries Ltd- Hilliort Palace (P) Ltd•llCHotels(P)Ltd- Core Hotels Ventures (P) Ltd.- Avaialable Resources (p) Ltd- VBC Fertilizers & Chemicals Ltd

B. Transactions carried out with related parties:Nature of transaction

a. Transactions pertaining to Key Management PersonnelI. Remuneration 1,080,000 1080,000Ii. Amount payable at the end of the year 11,532,208 -

b. Transactions with other related parties -

i. Rent & Hire Charges Received 3,543,892 5,061,936ii. Amount invested during the year 22,800,000lii. Amount invested up to the end of the year 129,022,650 106,222,650iv. Amount payable at the end of the year 110,496,404 114,019,329v. Amount receivable at the end of the year 17,459,287 33,268,220

5 Earnings per Share (EPS)a. Net Profit available for Equity Share Holders (2,694,229) (49,472)b. Weighted average number of equity shares 2,854,141 2,854,141

(Used as denomination for calculating EPS)c. Basic and Diluted Eaming per share of Rsl 0/-each (0.94) (0.02)

6 Previous years figures have been regrouped wherever necessary.

For and on behalf of the Board of Directors For BRAHMAYYA & Co.,CHARTERED ACCOUNTANTS

Sd/- Sd/- Sd!M. SRIMANI MSP RAMA RAO D. SUMALATHA Sd/

Managing Director Director Company Secretary C.A.C.V. Ramana RaoPartner

Place : Hyderabad Membership No. 018545Date 30.05.2014

25


Basil Infrastructure Projects LimitedRegistered Office: 6-2-913/914, Sixth Floor, Progresive Towers,

Khairatabad, Hyderabad -500 004.

PROXY FORMI/We ofin the district of being a member(s) of the above named company,hereby appoint of

in the district of or falling himof in the district of

as my/our proxy to attend and vote for me/us and on my/our behalf, at the 28th Annual GeneralMeeting of the Company to be held on Tuesday, the 30th day of September, 2014 at 3.30 RM. atSurana Udyog Auditorium of the Federation of Andhra Pradesh Chamber of Commerce & Industrysituated at 11-6-841, Red Hills, Hyderabad - 500 004, and at any adjournment thereof.

Signed thisAffix

Revenue Folio NoDate Stamp

Note: Proxies must reach the Company’s Registered Office not less than 48 hours before the timefixed for the meeting.

Basil Infrastructure Projects LimitedRegd.Off. :6-2-913/914, Sixth Floor, Progressive Towers, Khairatabad, Hyderabad -500004.

ATTENDANCE SLIP

PLEASE COMPLETETHIS ATIENDANCE SLIP AND HAND IT OVER ATTHEENTRANCE OFTHE MEETING HALL

Joint Shareholders may obtain additional slips on request

NAME & ADDRESS OFTHE SHAREHOLDER FOLIO NO.

I hereby record my presence at the 28th ANNUAL GENERAL MEETING of the Company held onTuesday, the 30th day of September, 2014 at 3.30 P.M. at Surana Udyog Auditorium of the Federationof Andhra Pradesh Chamber of Commerce & Industry situated at 11-6-841, Red Hills, Hyderabad -

500004.

SIGNATURE OFTHE SHAREHOLDER OR PROXY

26

BOOK-POSTPRINTED MATTER

Ifundelivered please return to:

BASIL INFRASTRUCTURE PROJECTS LIMITED[Formerly known as VBC Finance & Leasing Limited)#6-2-913/914, Sixth Floor, ProgressiveTowers,Khairata bad, Hydera bad -500 004.Tel :+91 402330 1166,Fax :040-2330 1160E-mail : [email protected]

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