SURYACHAKRA POWER CORPORATION LIMITEDbamboo,khajuria and other similar botanical plants including Napier grass to revive renewable energy business as backward integration for the renewable

SURYACHAKRA POWER CORPORATION LIMITED

TH 18ANNUAL REPORT

2012-2013

Board of Directors : Mr. P. K. Bhattacharjee

Mr. V. S. Murthy

Mr. K. Vijay Kumar

Mr. A. Ramesh Kumar

Mr. K. Satyanarayana (upto15.10.2012)

Mrs. B.N. Raja Kumari

Mr. P.V. Subba Rao (wef.14.11.2012)

Mr. Mahesh Chand (upto 12.08.2013)

Dr. S. M. Manepalli, Managing Director

Company Secretary : Mr. P. Satish Chandra Mouli

Audit Committee : Mr. P. K. Bhattacharjee

Mr. K. Vijay Kumar

Mr. V. S. Murthy

Mrs. B.N. Raja Kumari

Mr. P.V. SubbaRao

Statutory Auditors : M/s. M Bhaskara Rao & Co

Chartered Accounts

6-3-652, 5th Floor,

Kautilya, Somajiguda,

Hyderabad-5000 82

Bankers : State Bank of India

Regd. Office : Suryachakra House, Plot No.304-L-III,

Road No.78, Jubilee Hills,

Hyderabad -500 096.

Plant : Bamboo flat, Near Fire Brigade,

South Andaman,

Polrt Blair - 744 107.

ANNUAL REPORT 2012-13


1

ANNUAL REPORT 2012-13 2


NOTICE

Notice is hereby given that the 18th Annual General Meeting of the Members of Suryachakra Power Corporation Limitedwill be held on Monday, the 30th day of September, 2013 at 10.00 A.M at ADDA Function Hall, IV Floor, PadmavathiPlaza, Bhagyanagar Colony, Opp. KPHB, Kukatpally, Hyderabad – 500 072 to transact the following business:

ORDINARY BUSINESS:

1. To receive, consider and adopt the Audited Balance Sheet as at March 31, 2013 and the Profit and Loss account forthe period ended as on that date and the reports of the Directors and Auditors thereon.

2. To appoint a Director in place of Mr. V.S. Murthy, who retires by rotation and being eligible offers himself for re-appointment.

3. To appoint a Director in place of Mr. K. Vijay Kumar, who retires by rotation and being eligible offers himself for re-appointment

4. To appoint Statutory Auditors and to fix their remuneration and in this regard, to consider and if thought fit,to pass with orwithout modification(s), the following resolution as an ordinary resolution:

“RESOLVED THAT M/s. M. BhaskaraRao& Co., Chartered Accountants,Hyderabad, (bearing firm Regn No.000459S) be andare hereby appointed as Statutory Auditors of the Company and to hold office from the conclusion of this Annual GeneralMeeting until the conclusion of the next Annual General Meeting on such remuneration as shall be fixed by the Board ofDirectors of the Company.”

SPECIAL BUSINESS:

5. To consider and if thought fit to pass with or without modification(s) the following resolution as a SpecialResolution.

Alteration of other objects clause (C) of the Memorandum of Association of the company by inserting newclause 12 after the existing clause 11:

“RESOLVED THAT pursuant to the provisions of Section 17 and all other applicable provisions, if any, of theCompanies Act, 1956, the other objects clause of the Memorandum of Association of the Company be altered byinserting the following new sub-clause 12 immediately after the existing sub-clause 11 under Clause III (C) of theMOA:

To carry on the business of manufacturing and trading of Biomass pellets like Bio coal, Briquettes, Fly ash bricks,Biofuels,bamboo,khajuria and other similar botanical plants including Napier grass to revive renewable energybusiness as backward integration for the renewable energy i.e., cultivation of Napier grass and other species andsuch other related products.”

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

Appointment of Mr. P.V. Subba Rao, Additional Director, as Director (Independent Director)

“RESOLVED THAT Mr. P.V. Subba Rao, who was appointed as an Additional Director of the company underSection 260 of the Companies Act, 1956 read with Article No. 169 of the Articles of Association of the company andwho holds office till commencement of this Annual General Meeting and in respect of whom the company hasreceived a notice from a member proposing his candidature for the office of Director, be and is hereby appointed asDirector of the Company liable to retire by rotation.”

7. To Consider and if thought fit to pass with or without modification the following resolution as a SpecialResolution:

Appointment and remuneration payable to Mr. K. Vijay Kumar, Executive Director:

“RESOLVED THATpursuant to the provisions of Sections 198, 269, 309, 310, 311, Schedule XIII and otherapplicable provisions, if any, of the Companies Act, 1956and subject to such other approvals/consents as may berequired, the approval and consent of the Company be and is hereby accorded to the appointment of Mr. K. VijayKumar, as Executive Director,for a period of three years with effect from 12thAugust, 2013 on the remuneration andother allowances as mentioned below:



Salary: Salary is Rs.99,000/- per month plus Conveyance of Rs.15,000/- per month with effect from 12th August,2013subject to such annual increments as may be decided by Board from time to time over a period of three years,during the existence of this period of contract.”

“RESOLVED FURTHER THAT the remuneration aforesaid including other allowances shall be allowed and paidto Mr. K. Vijay Kumar, Executive Director, as minimum remuneration during the currency of his tenure, in the eventof loss or inadequacy of profits in any financial year for a period not exceeding three years.”

8. Appointment and remuneration payable to Mrs. B.N. Raja Kumari, Executive Director:

To Consider and if thought fit to pass with or without modification the following resolution as a SpecialResolution:

“RESOLVED THAT pursuant to the provisions of Sections 198, 269, 309, 310, 311, Schedule XIII and otherapplicable provisions, if any, of the Companies Act, 1956 and subject to such other approvals/consents as may berequired, the approval and consent of the Company be and is hereby accorded to the appointment of Mrs. B.N. RajaKumari, as Executive Director, for a period of three years with effect from 12th August, 2013 on the remunerationand other allowances as mentioned below:

Salary:Rs.40,859/- per monthincluding perquisites and other allowances with effect from 12th August, 2013 subjectto such annual increments as may be decided by Board from time to time over a period of three years, during theexistence of this period of contract.”

“RESOLVED FURTHER THAT the remuneration aforesaid including perquisites and other allowances shall beallowed and paid to Mrs. B.N. Raja Kumari, Executive Director, as minimum remuneration during the currency ofher tenure, in the event of loss or inadequacy of profits in any financial year for a period not exceeding three years.”

By Order of the Board of Directors For SURYACHAKRA POWER CORPORATION LIMITED

Sd/-P. SATISH CHANDRA MOULI

COMPANY SECRETARYPlace: HyderabadDate: 12.08.2013



NOTES:

1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXYTO ATTEND AND VOTE ON A POLL INSTEAD OF HIMSELF/HERSELF AND SUCH PROXY NEED NOT BEA MEMBER OF THE COMPANY.

The proxy form(s) in order to be effective must be received by the company at the registered office of the Companynot less than 48 hours before the commencement of the meeting.

2. Explanatory statement pursuant to section 173(2) of the Companies Act, 1956, relating to the special business to betransacted at the meeting is annexed hereto.

3. Brief Particulars of the Directors seeking re-appointment at this Annual General Meeting are annexed to the notice.

4. The Register of Members and Share Transfer Books of the Company will remain closed from 27.09.2013 to30.09.2013(both days inclusive).

5. Members holding shares in physical form are requested to intimate any change in their address quoting their registeredfolio number to the Registrars and Share Transfer Agents namely M/s. Karvy Computershare Private Limited, PlotNo.17 to 24, Vittalrao Nagar, Madhapur, Hyderabad - 500 081. Ph. No.040 44655181.

6. Members holding shares in electronic form are requested to intimate any change in their address to the depositoryparticipant (DP) with whom the demat account is maintained.

7. Members are requested to bring admission slip duly filled in along with a copy of Annual Report to the Meeting.

8. Corporate members intending to send their authorized representatives to attend the meeting are requested to send acertified copy of the Board Resolution authorizing their representative to attend and vote on their behalf at themeeting.

9. Important Communication to Members: The Ministry of Corporate Affairs has introduced a “Green Initiative in theCorporate Governance” vide its various circulars issued till date allowing the companies to service the notice /documents including Annual Report by way of e-mail to its members. This initiative is a step towards protection ofenvironment and enabling faster communication with the members.

Accordingly, the Company has proposed to serve all the documents to the e-mail addresses of the members. Themembers are requested to support this green initiative of the Government by registering / updating their e-mailaddresses with their concerned Depository Participants (DP) to get the Annual Report and other documents on suche-mail address. Members holding shares in physical form are also requested to intimate their e-mail address to theCompany either by e-mail at [email protected] or by sending a communication to the RegisteredOffice of the Company. If any member is interested to receive such document in physical form, a communication inthis regard may be made to the Company.

10. Annual Report of the company has been uploaded on website of the company www.suryachakra.in

EXPLANATORY STATEMENT PURSUANT TO SECTION 173 (2) OF THE COMPANIES ACT, 1956

ITEM NO.2

Mr. V.S. Murthy

Mr. V.S. Murthy is a graduate in Engineering and having vast experience in Electrical and Power projects. He started hiscareer with Heavy Electrical Corporation (HEC), Ranchi and worked for a period of 26 years. He also worked in ITCBhadrachalam Paper Board over a period of 10 years and held various positions. He has expertise in the field of Erection,Operation and Maintenance of Transformers, Power Cables, Distribution network etc. He is on the Board of the Companysince August 29, 2009.

ITEM NO. 3

Mr. K. Vijay Kumar

Mr. K. Vijay Kumar is an Engineering Graduate with 43 years of Experience in various Engineering and Power Projects.Earlier he worked as Chief Engineer/Superintendent Engineer in Andhra Pradesh State Electricity Board for a period ofmore than 30 years in various capacities looking after the power generating stations of AP GENCO. He Joined theCompany as General Manager (Technical)w.e.f 27th April, 2005 and is elevated to the position of Executive Director



recognizing his meritorious services rendered to the organization. As per Articles he retires by rotation and is eligible forre-appointment.None of the Directors except Mr.K.Vijay Kumar is interested or concerned in the resolution.(Also referitem No.7)

ITEM NO. 5

ALTERATION OF OTHER OBJECTS CLAUSE IN MOA

It is proposed to diversify the activities of the company with the experience gained and the knowhow acquired from othervarious companies of power generation over the years. At present your company is carrying out the business of generationof power through diesel. In order to enhance the production of power through other sources, the company identifiedBio-mass as an alternate source of energy. In pursuit of this objective it is now proposed to enhance the other sources forconstant supply of raw material required for Bio-mass plants and renewable energy plants and decided to venture in to thebusiness of manufacturing and trading of biomass pellets such as Bio coal, Briquettes, Fly ash bricks, Biofuels, Bamboo,Khajuria and other botanical plants as well as to revive renewable business energy plantation as backward integration forthe renewable energy i.e., by cultivation of Napier grass and other botanical species including such other related productswhich would reduce the shortage of raw material and the cost of production for bio-mass power plants. Hence thisresolution for insertion of new sub clause in Memorandum of Association.

Accordingly, it has been found desirable that, the other objects clause of the Memorandum of Association of the companybe amended suitably as cited supra so as to include the other objects therein, with the approval of shareholders by passinga Special Resolution. Further, pursuant to Section 149(2A) of the Act, prior approval of shareholders is required forcommencement of any business covered under Other Objects Clause of the Memorandum of Association by passing aSpecial Resolution.

The Board recommends the Special Resolution for members’ approval. None of the directors is interested in the aboveresolution.

ITEM NO.6

Mr. P.V. SubbaRao

Mr. P.V. SubbaRao is a Post Graduate in Arts and also holding a degree in Law, besides holding a PG (Dip.) in PublicAdministration and Management and also a PG (Dip.) in Personnel Management. He has about 30 years of experience inPersonnel & Administrationin various reputed corporate entities.

The Company received a notice in writing from a member along with a deposit of Rs.500/- proposing the candidature ofMr. P.V. Subba Rao for the office of the Director of the company under section 257 of the Companies Act, 1956. Mr. P.V.SubbaRao is not disqualified from being appointed as Director under section 274(1)(g) of the Companies Act, 1956 andhas complied with the provisions of section 266A of the Companies Act, 1956.

The Board, accordingly, recommends the Resolution for approval of the members of the Company.None of the Directorsexcept Mr. P.V. Subba Rao is interested or concerned in the resolution.

ITEM NO.7

Mr. K. Vijay Kumar is an Engineering Graduate with 43 years of Experience in various Engineering and Power Projects.Earlier he worked as Chief Engineer/Superintendent Engineer in Andhra Pradesh State Electricity Board for a period ofmore than 30 years in various capacities looking after the power generating stations of AP GENCO. He Joined theCompany as General Manager (Technical) w.e.f 27th April, 2005 and is elevated to the position of Executive Directorrecognizing his meritorious services rendered to the organization. As per Articles he retires by rotation and is eligible forre-appointment.None of the Directors except Mr.K.Vijay Kumar is interested or concerned in the resolution.

The Board, on the recommendations of the Remuneration Committee at its meeting held on 3rd August, 2013, consideredand approved the appointment and the remuneration payable to the Executive Director in appreciation of his contribution,fora period of 3 years w.e.f from 12th August, 2013 as set out in the Resolution, subject to approval of members at the ensuingAnnual General Meeting of the company.

The resolution as set out at Item No.7 together with this Explanatory Statement constitute the abstract of terms of theappointment and remuneration payable to the Executive Director and Memorandum of Interest of Mr. K. Vijay Kumarunder Section 302 of the Companies Act, 1956.



The Board accordingly recommends the Special Resolution for members’ approval. None of the Directors exceptMr. K.Vijay Kumar is interested in the above resolution.

ITEM NO.8

Mrs. B.N. Raja Kumari is a Post Graduate in Economics with 17 years of experience in Finance and Administration. Sheis on the Board of the Company representing the employees of the company. Her meticulous work and performance haswon the laurels of management and Employees and is elevated to the level of an Executive Director.

The Board, on the recommendations of the Remuneration Committee at its meeting held on 3rd August, 2013, consideredand approved the remuneration payable to the Executive Director in appreciation of herservices,for a period of 3 yearsw.e.f from 12th August, 2013 as set out in the Resolution, subject to the approval of members at the ensuing AnnualGeneral Meeting of the company.

The resolution as set out at Item No.8 together with Explanatory Statement constitute the abstract of terms of the appointmentand remuneration payable to the Executive Director and Memorandum of Interest of Mrs. B.N. Raja Kumari underSection302 of the Companies Act, 1956.

The Board recommends the Special Resolution for members’ approval. None of the Directors except Mrs. B.N. RajaKumari is interested in the above resolution.

By Order of the Board of DirectorsFor SURYACHAKRA POWER CORPORATION LIMITED

Sd/-P. SATISH CHANDRA MOULI

COMPANY SECRETARYPlace: HyderabadDate: 12.08.2013



DIRECTORS’ REPORT

Dear Members,

Your Directors have pleasure in presenting the 18th Annual Report of the Company together with the AuditedAccounts for the 9 Months period ended March 31, 2013.

FINANCIAL PERFORMANCE:(Rs. in millions)

Particulars 9 months 15 monthsPeriod ended period ended

31.03.2013 30.06.2012

Income from sale of power 1011.56 1838.41Other Income 0.00 0.09

1011.56 1838.50

Profit before interest and depreciation 35.69 43.52Interest and Finance Charges 78.06 150.12Depreciation 50.80 84.13Profit after interest, but before exceptional items (93.17) (190.73)Exceptional Items (net) -- --Profit before Tax (93.17) (190.73)Current Tax -- --Mat credit entitlement -- --Profit after Tax (93.17) (190.73)Profit / (Loss) from continuing operations (93.17) (190.73)Profit / (Loss) from discontinuing operations -- (36.58)Profit / (Loss) for the year. (93.17) (227.32)

REVIEW OF OPERATIONS:

During the period under review, your Company achieved a gross turnover of Rs.1011.56 millions as against Rs.1838.50millions of the previous year. The turnover for the current year (9 months period) was lower than the previous year (15months period) as the company sustained losses due to non-operation of one of the gen-set and also non-operation of mostof the subsidiaries with the exception of one unit viz: SAAIL, Khajuri, Baloda Bazar, Raipur, Chhattisgarh. The operatingnet loss for the current period was Rs. (-)93.17millions as against the net loss of Rs. (-) 227.32 millions of the previousyear.

The Company’s 20 MW plant at Bamboo flat, Port Blair has achieved the required availability during the year 2012-13 at69.25% as against the benchmark of 68.49%for getting full fixed charges.

Management Discussion and Analysis report for the year under review, as stipulated in Clause 49 of the Listing Agreemententered with Bombay Stock Exchange Ltd, forms part of this Annual Report. The Board of Directors review the progressof the Company from time to time and guide the Company towards its corporate goals.

JOINT ELECTRICITY REGULATORY COMMISSION (JERC) PETITION:

During the year under review the Company has filed a Petition bearing No.89/2012 before JERC, Gurgaon makingSuperintending Engineer / Electricity Department and Chief Secretary / A&N Administration are Respondents to the saidpetition on 27.11.2012.

JERC heard the Petition from both the Parties at length to fix the actual completed capital cost of the project and the tariffunder regulation 3(2A), 3(4), 12 and 36 of the JERC read with appropriate sections of the Electricity Act, 2003 anddirected both the parties to submit compliance Report by 18.02.2013. The commission after hearing both the parties atlength over a period of 6 months observed during various hearings and opined that the company should be in a position torevamp its entire operational performance once the revised tariff and the arrears of the amount of the PPA of about Rs.100to Rs.110 Crores are received form the A&N Administration. This would immensely help the company to reduce the debtand can restructure all the units for higher performance of SPCL as well as subsidiary Companies.



As such JERC while disposing the Petition vide its Order dated July 03, 2013 has passed orders in favour of the Companywith directions to the Respondents (A&N Administration) fixing the Project Cost of SPCL at Rs. 78.2965 Crores andcertain other issues like waiver of liquidated damages and payment of interest on delayed payment etc. The Hon’bleCommission has also directed both the parties for complying its order dated 03.07.2013 and to submit the compliancereport in this regard to the Commission within a fortnight. However, in order to get certain issues of the Petition whichwere not fully recommended by the Commission, the Company has filed an Appeal in the Appellate Tribunal for Electricity(APTEL) on 09.08.2013. The A&N administration has also filed a Review Petition on 02.08.2013 with JERC against theCommission’s order dated 03.07.2013. The same are yet to come up for hearing before APTEL.

DIVIDEND:

During the year under review, your Directors are unable to recommend any dividend on the Equity Capital of the Companydue to losses.

SUBSIDIARY COMPANIES:

During the period under review, the performance of the subsidiaries viz., Suryachakra Global Enviro Power Limited,South Asian Agro Industries Limited, M.S.M. Energy Limited and Sri Panchajanya Power Private Limited, biomass basedpower plants located at Chhattisgarh and Maharashtra have not been functioning on account of non-availability of rawmaterial at reasonable prices. The management has been striving hard to try alternatives like Napier grass and tie up withFarmers’ Growers Associations in respective areas to ensure continuous feed supply is put in place and improve theperformance of all the plants in near future.

Suryachakra Global Enviro Power Limited (SGEPL):

As per the understanding between the Company and Indiabulls during the year 2011-12,Indiabulls were to restructure theloan and to provide additional funds for the working capital. Indiabulls agreed to sanction additional finance with acondition that the operations of the plant will be controlled jointly by them (Indiabulls) and the company. Further, theBank account opened at Axis Bank, Raipur was operated solely by the officials of India bulls. Accordingly Indiabullssanctioned a term loan of Rs.50.00 Crores on 30.03.2012 which was utilized after the adjustment of the original loan ofRs.35.00 Crores along with interest which amounted to Rs.40.43 Crores and balance loan amount instead of makingavailable to operations of the plant as per the understanding, was utilized for servicing the interest from April 2012 toDecember 2012 and part of the amount was adjusted towards the interest in South Asian Agro Industries Limited (SAAIL).The matter has been pending with Indiabulls and company’s operations are yet to restart once again on further negotiationswith them.

South Asian Agro Industries Limited (SAAIL):

As per the understanding between the company and Indiabulls during the year 2011-12, Indiabulls were to restructure theloan and to provide additional funds for the working capital. Accordingly,Indiabulls sanctioned a loan amount of Rs.50crores, out of which the existing loan of Rs.35 crores along with interest amounting to Rs.41.48 crores was adjusted. Theplant was under joint control with Indiabulls and the company. The Bank Account with Axis Bank, Raipur was operatedsolely by the officials of Indiabulls. The Plant was in operation since April/May 2012. Contrary to the understanding,Indiabulls has not provided timely working capital resulting in non-availability of Raw material on a continuous basis.The operations were closed during April 2013.The company during the current FY has exported 1,81,54,200 units amountingabout Rs.9.30 crores.

The receipts from CSPDCL were not completely utilized for recycling towards working capital as part of it was utilizedfor payment of interest. Similarly the additional funds which were meant for working capital were utilized to service theinterest and a small portion was used towards working of the plant. The interest on the loan was serviced from April 2012to December 2012. Due to delay in payment to raw material suppliers and O & M, the production was not up to the mark.

Indiabulls as a strategy filed the following cases against SGEPL, SAAIL and its Directors

1. Demand Notice u/s.13 (2) of SARFAESI Act, 2002 to SGEPL & SAAIL was issued. Reply to the notice was sentsuitably.

2. Filed petition in High Court of Delhi u/s.9 of Arbitration and Conciliation Act, 1996 against SGEPL restraining fromcreating any third party interest in the Power Project and further receivables related to the power project will bedeposited with the court along with a complete statement of account and obtained an ex-parte interim order. The caseis posted for 11.10.2013. The matter has been under active consideration of our legal counsel.



3. Filed cases u/s.138 of N.I. Act and with Economic Offenses Wing (EOW), Gurgaon against SGEPL, SAAIL, SPPPLand its Directors. Reply to the notice received from the Inspector, EOW, Gurgaon was submitted through properchannel.

A letter was sent addressing the Chairman, India bulls Group requesting for his intervention in resolving the issues.

MSM Energy Limited

During the period under review there was no change in the status of the plants located at Parbhani and Amaravathi. Aproposal evincing interest to take over the Amaravathi plants was received from M/s Virtuous Energies Private Ltd(Promoter- Mr. Bharat Chowdary).The information sought by them was furnished suitably.

Out of the three consortium Banks i.e. SBI and SBH, have issued a demand notice u/s. 13(2) of SARFAESI Act forrecovery of their share of dues, whereas IDBI Bank has issued a recall notice for payment of their dues.

Sri Panchajanya Power Private Limited

During the year under review the company received a notice from Syndicate Bank u/s. 13(2) of SARFAESI Act and theytook action u/s. 13(4) of SARFAESI Act, 2002. The company filed a petition with Debt Recovery Tribunal (DRT) and thematter is posted for hearing on 03.09.2013.

The company has been negotiating through Financial Consultants, Mumbai for one time settlement (OTS) and also toarrange the funds to meet the said commitment through ARCIL and Reliance ARC.

Consolidated Financial Statements:

The Consolidated Accounts presented by the Company for the period 2012-13 include the financials of its subsidiarycompanies. In accordance with the General Circular issued by the Ministry of Corporate Affairs, Govt. of India dated 8thFebruary 2011, the Balance Sheet, Profit and Loss Account and other documents of the subsidiary companies are notattached to the Balance Sheet of the Company. The Company will make available the Annual Accounts of the subsidiaryCompanies to any member of the Company or its subsidiaries, upon receiving a request for the same. Further, the AnnualAccounts of the subsidiary companies including the consolidated annual accounts of the Company will be kept open forinspection at the Registered Office of the Company and that of the subsidiaries, during the office hours. A summary offinancial information of the subsidiary companies is provided in the Annual Report of the Company.

FIXED DEPOSITS:

Your Company has neither accepted nor renewed any deposits from the shareholders / public under Section 58A of theCompanies Act, 1956, during the year under review.

INSURANCE:

The properties of the Company including its buildings, plant and machinery and stocks have been adequately insured asrequired.

CORPORATE GOVERNANCE:

A report on Corporate Governance, Management Discussion and Analysis along with additional information for shareholdersas prescribed under Listing Agreement with the Stock Exchange, Mumbai are annexed as a part of this report along withPracticing Company Secretary’s Certificate confirming the compliance of Corporate Governance. As per SEBI requirement,Secretarial audit is carried out at regular intervals. The findings of the audit have been found to be satisfactory.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to section 217(2AA) of the Companies Act, 1956, the Directors confirm that:

i] in the preparation of the annual accounts, the applicable Accounting Standards have been followed along withproper explanations relating to material departures;

ii] the Directors have selected such accounting policies and applied them consistently and made judgments and estimatesthat are reasonable and prudent, so as to give a true and fair view of the state of affairs of the company at the end ofthe financial year and of the profit or loss of the company for that period;

iii] the Directors have ensured that proper and sufficient care is taken in the maintenance of adequate accounting recordsin accordance with the provisions of the Companies Act for safeguarding the assets of the company and for preventingand detecting fraud and other irregularities;

iv] the Annual Accounts are prepared on a going concern basis.



DIRECTORS:

In accordance with the provisions of the Companies Act, 1956 and Articles of Association of the Company, Mr. V.S.

Murthy and Mr. K. Vijay Kumar, Directors will retire by rotation at the ensuing Annual General Meeting and are eligible

for re-appointment as Directors of the Company.

During the year, Mr. K. Satyanarayana and Mr. Mahesh Chand, Directors resigned from the Board w.e.f.15.10.2012 and

12.08.2013 respectively.

Mr. P.V. Subba Rao was appointed as Additional Director of the company pursuant to Section 260 of the Companies Act,

1956 w.e.f. 14.11.2012

ADEQUACY OF INTERNAL CONTROLS:

The Company has proper and adequate system of internal controls to ensure that all assets are safeguarded and protected

against loss from unauthorized use or disposition and that transactions are authorized, recorded, and reported correctly.

The internal control system is supplemented by an extensive program of internal audits, review by management and

documented policies, guidelines and procedures.

The internal control system is designed to ensure that the financial and other records are reliable for preparing financial

statements and other data and for maintaining accountability of assets. The Audit Committee reviews the internal control

system on a regular basis.

STATUTORY AUDITORS:

The Statutory Auditors of the Company viz., M/s M. Bhaskara Rao & Co., Chartered Accountants, Hyderabad will retire

at the conclusion of the ensuing Annual General Meeting and are eligible for re-appointment, if appointed at the Annual

General Meeting by members.

EXPLANATIONS FOR THE QUALIFICATIONS MADE BY THE AUDITORS IN THEIR REPORT

Auditors Qualification Board’s explanation

Regarding revenue from Andaman & NicobarAdministration (A&N Administration) - pending finalagreement with A&N Administration, we are unable tocomment on the extent of ultimate recoverability ofRs.5,25,87,325/- withheld by A&N Administration for theyear ended March 31, 2013 (year ended 30.06.2012:Rs.10,13,89,890) and the total receivables including interestas at March 31, 2013 of Rs.25,40,07,355/- (30.06.2012:Rs.30,52,52,497) on account of amounts withheld whichare subject to confirmation by the A&N Administration.

The PPA with A&N Government is for a period of 15 yearsand contains a set of pre-determined formulae forcalculation of revenue on monthly billings etc., pendingfinal confirmation of actual capital expenditure noadjustment has been made in the revenues. Revenues forthe year ended 31st March, 2013 includes an amount ofRs.5,25,87,325/- (for the year ended 30.06.2012 as againstRs.10,13,89,890/-) billed by the company has variablecharge payment under the PPA has been rejected/withheldby A&N Administration on the grounds of technicalinterpretation of the formulae for computation of suchcharges. The total receivables on account of such rejections/interest thereon as at 31.03.2013 amounted toRs.25,40,07,355/- (as against Rs.30,52,52,497/- of30.06.2012) total interest accrued. The total interest accruedon such rejections in the total receivables as at 31.03.2013amounts to Rs.12,75,74,329/- and there is no change inthe corresponding previous year’s figure of the sameamount. The company believes that the amount billedincluding interest there on are recoverable on theinterpretation of PPA.



Regarding the financial statements, relating to coal tradingreceivables (discontinued operation) regarding which weare unable to comment on the extent of realisability of thedues.

Relating to the company’s assessment that no provisioningis required against the carrying amounts of its long terminvestments and loans extended to its subsidiarySuryachakra Global Enviro Power Limited – Rs.103,02,15,096/- is presently necessary, for the reasonsstated in the said note. We are unable to comment on therecoverability of the carrying amounts of the saidinvestment or advances.

Regarding its investment in Suryachakra Energy(Chhattisgarh) Private Limited, a wholly owned subsidiaryof the company - Rs. 35,67,30,725/-. Completion andimplementation of the power project of Suryachakra Energy(Chhattisgarh) Private Limited depends on the ability ofthe management to infuse the requisite funds. Hence, weare unable to comment on the recoverability of the carryingamounts of the said investment.

Regarding advances to Suryachakra Global VenturesLimited (SGVL), a wholly owned subsidiary of thecompany incorporated in Hong Kong – Rs. 85,01,25,542/- which in turn has advanced the said amount to M/sSymphony Trading and Investment Limited (STIL), Hong

Management is vigorously and regularly following upwith the respective debtors and is confident of recoveringthe balance amount of Rs.8.36 Crores. However as ameasure of prudence and abundant caution a provisionof Rs.3,78,50,636/- has been made towards doubtfulreceivables

During March’12, the electricity distribution companiesof respective power plants had increased the tariff forthe power generated and exported. In view of such upwardrevision in the tariff, the management expected that theplants can be operated profitably and commenced theprocess of recommissioning the plants. However, due toliquidity crunch, the recommissioning process could notbe completed. Management is making efforts to resolvethe liquidity crunch and commence the operations at theearliest. The management is confident that all thesecompanies will be revived and generate adequate profitsand cash flows to meet the respective financialobligations. Management is also of the opinion that therewould not be any impairment and all the plants wouldrealise more than the carrying value of the assets as atthe reporting period.The diminution in the value of theseinvestments is considered to be of temporary in natureand hence no provision for diminution is considerednecessary at present. However as a measure of prudence,the company, during the year ended June 30, 2012 madea provision of Rs.13,90,98,212/- towards doubtfuladvances.

SECPL is a 100% subsidiary of the company and isengaged in setting upto a 350MW coal based powerproject at Sapos Village, Janjgir-Champa District in theState of Chhattisgarh at an estimated project cost of Rs.1900.00 Crores.

SECPL has obtained most of the requisite licenses forsetting up the project; signed a Memorandum ofUnderstanding (MOU) with Chhattisgarh State ElectricityBoard; and entered into an implementation Agreementwith Chhattisgarh State Power Distribution CompanyLimited, for setting up the said power project.

SECPL has spent an amount of Rs. 45,59,27,070/-towards advances to suppliers of capital equipment andother incidental expenses for setting up the project.

Management is confident of mobilizing the requisitefunds to execute the project and recover the investmentmade in the project. Hence, no provision for diminutionin the value of investment is considered necessary at thisstage.

SGVL is a wholly owned subsidiary of the companyincorporated in Honkong under Companies Ordinance.The Company has decided to acquire coal mines throughSGVL for captive use by other subsidiaries. During theyear ended June 30, 2012, the company advanced an



Kong for acquiring coal mines for the company/SGVLduring the quarter ended June 2011. In the absence ofinformation regarding financial worthiness of STIL /securities in favour of the company, we are unable tocomment on the extent of recoverability of the advance.

Regarding review/reconciliation/confirmation of balancesrelating to borrowings (other than those from banks),receivables, loans and advances, advances on capitalaccounts and payables. In the absence of completion ofsuch review/reconciliation/confirmation, we are unable tocomment on the impact of the same on the financials

Regarding winding up petition filed by one of the unsecuredcreditors which is pending for hearing before the Hon’bleHigh Court of Andhra Pradesh. Our opinion is not qualifiedin respect of this matter

The scope and coverage of the internal audit system needsto be strengthened to make it commensurate with the sizeand the nature of its business.

The company is not regular in depositing undisputedstatutory dues including Provident Fund, InvestorEducation and Protection Fund, Employees’ StateInsurance, Income Tax, Sales Tax, Wealth Tax, Service tax,Custom Duty, Excise Duty, Cess and other materialstatutory dues applicable to it with the appropriateauthorities.

amount of Rs.85,01,25,542/- (USD 1,90,00,000) to SGVL,out of the proceeds of the GDRs issue. SGVL has enteredinto an MOU with Symphony Trading and InvestmentsLimited (STIL) having offices in Singapore, Hongkongetc., for acquiring interests in coal mines in Indonesia. STILis having experience in identifying and acquiring suitablecoal mines for its clients. Pursuant to the said MOU, SGVLon 28th April’2011, has paid USD 1,90,00,000 as advanceto STIL for acquiring interests in two coal mines fromM/S. Surajaya Indelberg in Indonesia. As per MOU, STILhas agreed to return the advance, if transaction of coal mineacquisition is not successful within the timelines mutuallyagreed / extended. Due to change in the Indonesian policy,the transaction could not be completed.In view of theprevailing uncertain conditions relating to coal miningactivities in Indonesia, the company has called back theadvance given to STIL and is making all efforts to recoverthe advance. During the year, management has intensifiedthe efforts for recovery and has commenced thenegotiations and is also in the process of initiating legalremedies for recovering the advance.Shortfall if any, inrecovery will be adjusted in the year of final settlement.Hence no provision towards doubtful advance has beenmade.The A&N receivables cannot be quantifiable since thematter is sub-judice before the appropriate commissions.Hence no comments could be made. Similarly, for otherreceivables, loans and advancesand other payments to bemade, the management is confident of taking such care asthe situation may warrant from time to time as noconfirmations were received from the parties in spite ofbest efforts put in by the Accounts Department.

During the year ended June 30, 2012, M/s. SBI GlobalFactors Limited an unsecured creditor had filed a petitionbefore the Hon’ble High Court of Andhra Pradesh for wind-ing up of the company u/s 443 (1) (c) of the CompaniesAct, 1956. The Hon’ble High Court of Andhra Pradesh,had admitted the petition. Company has appealed againstthe said petition which is pending for hearing. Companyis confident of resolving the matter amicably.

The company has already appointed a qualified CharteredAccountant to look into the internal audit mechanism andaccordingly the internal audit team will be strengthened tocommensurate with the size of the company.The following amounts were in arrears as at March 31,2013 for a period of more than six months from the datethey became payable (1)TDS amount Rs.58,83,851/-(2)Provident Fund Rs.3,20,180/- (3)VAT Rs.5,46,250/- (4)Professional Tax Rs.100/- and (5) Service Tax Rs.1,19,425/-. Out of the above Provident Fund and Professional Taxhave been paid subsequently. Efforts are being made todeposit the balance dues at the earliest. There were no duesof Income Tax, Sales Tax, wealth Tax, Service tax, CustomDuty, Excise Duty, Cess and other material statutory dueson account of any dispute.



Default in repayment of dues to banks. The company has taken up with State Bank of India toenhance the limits for Working Capital, LC Limits, andproject capital expenses etc., The said Bank is activelyconsidering the view points of the company and haveappointed an expert consultant to look into the matter andreport back to SBI for which requisite information hasalready been furnished to the said consultant for onwardtransmission to State Bank and if required with the help ofthe company’s legal advisers. The management is hopefulof resolving all the issues which were hither to pendingwith SBI.

COST AUDITORS

Pursuant to the provisions of Section 233B of the Companies Act, 1956 and with the prior approval of the CentralGovernment, Mr. B.Venkateswarlu (Fellow Membership No.13760 practicing Cost Accountant, has been appointed toconduct audit of cost records of power(electricity) for the year 2012-13.

Cost Audit Report will be submitted to the Central Government within the prescribed time.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS ANDOUTGO:

The statement giving the particulars with respect to Conservation of Energy, Technology absorption and Foreign ExchangeEarnings and outgoings as required under Section 217(1)(e)of the Companies Act, 1956 read with Companies (Disclosureof Particulars in the Report of Board of Directors) Rules 1988 is annexed hereto and forms part of the Report.

PARTICULARS OF EMPLOYEES:

The Information as required in accordance with Section 217(2A) of the Companies Act, 1956 read with the Companies(Particulars of Employees) Rules, 1975 as amended:None of the employees of the Company has drawn salary exceeding Rs.60.00 Lakhs per annum or Rs.5.00 Lakhs permonth during the period in terms of section 217 (2A) of the Companies Act, 1956.

PERSONNEL & INDUSTRIAL RELATIONS:

Relations between employees and the management continued to be cordial during the year. The Human ResourceDepartment is committed in its quest to improve and maintain employee morale and satisfaction at all levels.

ACKNOWLEDGMENTS:

Your Directors would like to express their grateful thanks for the assistance and co-operation received from the FinancialInstitutions, Banks, Government Authorities, Customers, Vendors and Members during the year under review. YourDirectors also wish to place on record their deep sense of appreciation for the excellent services of the executives, staffand the workers of the company.

For and on behalf of the Board of Directors

Sd/- Sd/- Dr. S.M. Manepalli Mr. K. Vijay Kumar

Managing Director Executive DirectorPlace: Hyderabad.Date: 12.08.2013.



Annexure:

A) CONSERVATION OF ENERGY:

(a) Energy conservation measures taken.

Your Company continues to implement various programs taken up in the previous years such as (1) powerfactor improvement (2) recycling of effluent water, etc.

(b) To revive renewable business, successful trial runs were conducted with the energy plantation as backwardintegration for the renewable energy i.e., cultivation of Napier grass and other species.

(c) Additional investments and proposals, if any, being implemented for reduction of consumption of energy: NIL

B) TECHNOLOGY ABSORPTION:

Your Company uses state of art technology for improving the productivity and quality of services. To create adequateinfrastructure, the Company continues to invest in the latest technology and innovations.

The efforts helped the company to remain in business on a competitive basis, with continuous improvement.

The technologies have been fully absorbed and the Company’s production rate has exceeded the design criteria ofthe plant. The quality and yields are comparable to the World Leaders in the Industry. The Indian Technicians arefully trained in all operations.

C) FOREIGN EXCHANGE EARNED AND OUTGO / USED:

Foreign exchange outgo for the year 2012-13 (for 9 months period ended 31.03.2013) was NIL as against theprevious year 2011-12 (for 15 months period ended) outgo of Rs.5,042,021/-

CORPORATE GOVERNANCE

Corporate Governance refers to sound management, transparency and disclosures. It is the technique by which companiesare directed and managed. Corporate Governance encompassesses not only the way in which the Company is managedand deals with its shareholders but also addresses all aspects of its relationship with society as well. Hence, it has alwaysbeen an integral part of company’s philosophy. Your Company strongly believes the good corporate governance germinatesfrom the mindset of management and cannot be regulated by legislation all alone.

The Company’s philosophy on corporate Governance envisages the attainment of highest levels of transparency,professionalism and accountability in all areas of its operations and in its interactions with its stake holders, Employees,the Government and the lenders.

Your Company follows all the norms as set by SEBI and Stock Exchange(s) on corporate governance.

1. Board of Directors: As on 31st March 2013, the Company has optimum number of Executive (three) and non-Executive & Independent Board of Directors (Five) and has Non-Executive and Independent Director as Chairman.The ratio of Non-Executive Directors and Executive Directors is 5:3. As on date the following members are theBoard of Directors.

1. Mr. P.K. Bhattacharjee Non-Executive & Independent Director

2. Mr. V.S. Murthy Non-Executive & Independent Director

3. * Mr. Mahesh Chand Non-Executive & Independent Director

4. Mr. A. Ramesh Kumar Non-Executive & Independent Director

5. Mr. P.V. Subba Rao Non-Executive & Independent Director

6. Dr. S.M. Manepalli Managing Director (Executive Independent Director)

7. Mr. K. Vijay Kumar Executive Director - (Technical) - (Non - Independent Director)

8. Mrs. B.N. Raja Kumari Executive Director (Non-Independent Director)

* Resigned on account of super annuation w.e.f. 12.08.2013

Further, the Board shall meet at least four times in a year with a maximum time gap of three months between any twomeetings. The Committees shall also meet periodically and review compliance reports of all laws as may be applicablefrom time to time to meet the requirements of clause 49 of the Listing Agreement.



Attendance of each Director at the Board meetings from last AGM and Committee meetings and chairmanships inother companies is as follows:

Name of the # CommitteeDirector & Attendance Particulars Positions heldCategory in other companies

Board Audit LastMeetings Commitee AGM

P.K. Bhattacharjee 3 3 No 9 Chairman - 1Member -1

V.S. Murthy 4 4 Yes Nil Nil

**Mahesh Chand 1 - No 1 Nil

**K. Satyanarayana 1 - Yes 2 Nil

A. Ramesh Kumar 1 - No Nil Nil

Dr. S.M. Manepalli 4 - Yes 3 Nil

K. Vijay Kumar 3 3 No 3 Nil

B.N. Raja Kumari 2 2 Yes 2 Nil

***P.V. Subbar Rao 1 - - Nil Nil

* Excludes Directorships held in foreign companies, private companies and alternate Directorships.

# only Audit Committee and Shareholders Grievance Committee are considered for its purpose.

** Mr. K. Satyanarayana and Mr. Mahesh Chand, Directors resigned on 15.10.2012& 12.08.2013 respectively.

***Mr. P.V. SubbaRao appointed as an additional director on 14.11.2012

2. Number of Board Meetings: During the year the Board met 4 (four) times under review on the following dates i.e.,on 16.07.2012, 14.11.2012, 14.02.2013 & 24.05.2013. The Company placed before the Board the audited and un-audited results, project expansion plans and performance of the Company and its subsidiaries from time to time.Information, which is materially important, was placed before the Board.

Leave of absence was granted to those who expressed their inability to attend the Board Meeting(s).

3. Committees of the Board: The Committees appointed by the Board focus on specific areas and inform the Boardon decisions within the authority delegated. Each committee of the Board defines its constitution, scope and powersand has to act within the given parameters and report back to Board in the form of minutes. The committees alsomake specific recommendations to the Board on various matters from time to time and all observations,recommendations and decisions of the Committees are placed before Board for information and approval.

The company has the following four Board level committees namely:

♦ Audit Committee

♦ Shareholders/ Investors Grievances Committee

♦ Remuneration Committee

♦ Management Committee

A. AUDIT COMMITTEE

The Audit Committee is responsible for the company’s internal controls and financial reporting process while thestatutory auditors are responsible for performing independent audit of the company’s financial statements in accordancewith generally accepted auditing practices and for issuing reports based on such audits. The Board of Directors haveentrusted the Audit Committee to supervise these processes and thus ensure accurate and timely disclosures thatmaintain the transparency integrity and quality of financial reporting.

Mr/Mrs

* Director in shipsin other Companies



The terms of reference, role and scope of the audit Committee are in line with those prescribed by clause 49 of theListing Agreement with the Stock Exchanges read section 292A of the Companies Act, of 1956.

Composition, meetings and attendance particulars of the Audit Committee during the year is as follows:

The Audit Committee met four times during the financial year 2012-13 i.e., 16th July, 2012, 14th November, 2012, 14th

February, 2013 and 24th May, 2013.

No. of Meetings No. of Meetings Held Attended

1. Mr. P.K. Bhattacharjee Chairman 4 3

2. Mr. V.S. Murthy Member 4 4

3. Mr. K. Vijay Kumar Member 4 3

4. Mrs. B.N. Raja Kumari Member 4 3

B. SHAREHOLDERS/ INVESTORS’ GRIEVANCE COMMITTEE

The Shareholders Grievance Committee is empowered to perform all the functions of the Board in relation to handling ofShareholders Grievances. It primarily focuses on:

• Review of investor complaints and their redressal;

• Review of the queries received from investors;

• Review of the work done by share transfer agent; and

• Review of corporate actions related work.

The Shareholders’ Grievance Committee consists of three Directors viz. Mr. V.S. Murthy, Chairman, Mr. K. Vijay Kumarand Mrs. B.N. Raja Kumari as Members of the committee. During the year no Shareholder’s Grievance Committeemeetings were held as there were no complaints to be decided at committee’s level except one compliant from a shareholderand the same was resolved at office/registrars level.

C. REMUNERATION COMMITTEE:

The remuneration Committee is responsible to determine on behalf of the Board and on behalf of the Shareholders withagreed terms of reference, the Company’s policy on specific remuneration packages for executive directors includingpension rights and any compensation payment.

Composition:

Remuneration Committee consists of the following Directors viz. Mr. V.S. Murthy, Mr. K. Vijay Kumar and Mrs. B.N.Raja Kumari.

Mr. V.S. Murthy is the Chairman of the Committee – Non-Executive Independent Director.

During the year under review only one meeting was held on 3rd August, 2013 to consider the salary and perquisites ofExecutive Directors.

Remuneration policy:

Whole-time Directors are appointed by shareholder’s resolution. No severance fees is payable to the Whole-time Directors.All components of remuneration to the Whole-time Directors are fixed in line with the Company’s policies.

The Non-Executive and Independent Directors receive sitting fee for attending the Board and Audit Committee meetings.The remuneration paid to the Directors during the year under review was in conformity with the applicable provisions ofthe Companies Act, 1956 duly considered and approved by the Board and the Shareholders.

S.No. Name of the Director Category



Details of Remuneration paid to Directors for the year ended 31st March, 2013:

Audit Board Committee Salary

Sitting Fees Sitting Fees

Mr. P.K. Bhattacharjee 10,000 4,000 - - 14,000

Mr. V.S. Murthy 15,000 6,000 - - 21,000

Mr. Mahesh Chand 5,000 - - - 5,000

Mr. K. Satyanarayana - - - - -

Mr. A. Ramesh Kumar 5,000 - - - 5,000

Dr. S.M. Manepalli - - 2,700,000 - 2,700,000

Mr. K. Vijay Kumar - - 781,300 - 781,300

Mrs. B.N. Raja Kumari - - 344,373 - 344,373

Mr. P.V. Subba Rao 5,000 - - - 5,000

Total 40,000 10,000 3,825,673 - 3,875,673

D. MANAGEMENT COMMITTEE :

This Committee shall consider all such urgent matters which are being considered by Board and pass such matterswhich are otherwise referred to Board.

The Committee consists of the following members:1. Dr. S.M. Manepalli- Chairman2. Mr. V.S. Murthy3. Mr. K. Vijay Kumar4. Mrs. B.N. Raja Kumari

During the year the company met 11 (Eleven) times to decide and resolve matters of urgent nature.

4. GENERAL BODY MEETINGS:

Details of Annual General Meetings held for the last three years and details of special resolutions passed in the previousthree AGMS are as under:

Financial Date and time Location Details of special Year of AGM resolutions passed

2012 Saturday, the 29th September Adda Function Hall, IV Floor,2012 at 10.00 AM Padmavathi Plaza, Bhagyanagar Nil

Colony, Opp. KPHB, Kukatpally,Hyderabad-72.

2011 Friday, the 30th September Adda Function Hall, IV Floor,2011 at 10.00 AM admavathi Plaza, Bhagyanagar 1


2010 Thursday, the 30th September Adda Function Hall, IV Floor,2010 at 10.30 AM admavathi Plaza, Bhagyanagar Nil


5. DISCLOSURES

• There were no materially significant related party transactions that may have potential conflict with the interestsof the company at large. The related party transactions if any will be reported/ disclosed in notes to accounts inthe Annual Report.

Name of the Director

Perquisites/Commission Total



• There was no incidence of non-compliance during the last three years by the company on any matter related tocapital market. There were no penalties imposed nor strictures passed on the company by Stock Exchange, SEBIor any statutory authority.

• The Board has not yet deliberated the matter relating to whistle blower policy. No personnel have been deniedaccess to the Audit Committee.

• The company has complied with all the mandatory requirements of Clause 49 of Listing Agreement.

6. MEANS OF COMMUNICATION

The quarterly results are normally published in National News Papers and Regional News Papers. Further the quarterlyfinancial results/ shareholding pattern, official news releases are posted on Company’s website: www. Suryachakra.in.

7. GENERAL SHAREHOLDERS’ INFORMATION

(a) Annual General Meeting Date and time : Monday, the 30th Sep 2013 at 10.00 A.MVenue : Adda Function Hall, IV Floor, Padmavathi

plaza, Bhagyanagar colony, opp. KPHB,Kukatpally, Hyderabad-500 072.

(b) Financial Year Calendar (Tentative) :Results for the quarter ending 30th September, 2013 : Second week of November, 2013Results for the quarter ending 31st December, 2013 : Second week of February, 2014Results for the quarter ending 31st March, 2014 : Second week of May, 2014Results for the quarter ending 30th June, 2014 : Second week of August, 2014

(c) Book Closure dates : 27.09.2013 to 30.09.2013

(d) Listing on Stock Exchange with Stock code

Name of Stock Exchange Scrip code / Trading Symbol

Bombay Stock Exchange Limited,Phiroze Jeejeebhoy Towers, Dalal Street, 532874Mumbai - 400 001.

Listing fee for the Year 2013-14 has been paid to the Bombay Stock Exchange Ltd where the Company’s shares are listed.

ISIN Code for Demat: The ISIN allotted to the Company is INE274101016

(e) Market Information:

Market Price Data: High, low during each month and trading volumes of the company’s shares during the lastfinancial year at BSE are given below :

Month High Low Volumes

July, 2012 1.58 1.19 2,26,17,856

August, 2012 1.34 0.97 1,54,28,007

September, 2012 1.74 0.94 1,14,00,330

October, 2012 1.82 1.39 51,85,468

November , 2012 1.62 1.32 34, 99,335

December, 2012 1.94 1.50 56,68,727

January, 2013 1.58 1.40 36,59,298

Feburary, 2013 1.58 1.22 27,43,527

March, 2013 1.48 0.96 42,21,261



(f) Registrars and Transfer Agent : Karvy Computer share Pvt Ltd.Unit : Suryachakra Power Corporation Ltd.

Plot No. 17-24, Vittalrao Nagar,Madhapur, Hyderabad - 500 081.Ph : 040-44655181

Contact Person : Mr. Kishore

(g) Share Transfer System : The Company has appointedM/s. Karvy Computer Share Pvt. Ltd.as its Registrar and share transfer Agent,Who are fully equipped to carry out sharetransfer activities and redress investorcomplaints

(h) Distribution of Shares & Share Holding Pattern :

Distribution of Shares as on 31st March, 2013

a) Distribution Schedule as on 31st March, 2013

No.of % of Amount % ofCases Cases in Rupees Amount

1. 1-5000 32569 64.35 74,831,440 5.00

2. 5001 - 10000 7326 14.18 64,628,940 4.32

3. 10001 - 20000 4065 8.03 65,615,070 4.39

4. 20001 - 30000 1806 3.57 47,417,540 3.17

5. 30001 - 40000 761 1.50 27,950,370 1.87

6. 40001 - 50000 1088 2.15 52,870,450 3.53

7. 50001 - 100000 1516 3.00 118,103,380 7.89

8. 100001 & Above 1480 2.92 1,044,912,410 69.82

Total 50611 100.00 1,496,329,600 100.00

b) Shareholding Pattern as on 31st March, 2013

Category of Share holder No. of shares held Percentage of holding

Promoters 40029647 26.75

Banks / Mutual Funds / FI / FIIS 0 0

Private Corporate Bodies 14312112 9.56

NRIs / OCBs 1797544 1.20

Indian Public 93493657 62.49

Total 149632960 100.00

(i) Dematerialization of Shares and LiquidityThe Company’s shares are compulsorily traded in dematerialized form and are available for trading on bothDepositories Viz. National Securities Depository Limited (NSDL) and Central Depository Services (India)Limited (CDSL). The shares of the company are actively traded in the Bombay Stock Exchange Limited(BSE).

(J) Outstanding GDRs/ADRs/Warrants on any convertable instruments, conversion date and likely impacton equity:As on 31st March, 2013 the company does not have any outstanding GDRs/ ADRs/ Warrants of any convertableinstruments.

S.No. Category



(k) Address for Investor’s Correspondence :

1) Registrars and share : Karvy Computer Share Private LimitedTransfer Agents : Unit : Suryachakra Power Corp. Ltd.,

Plot No.1, Vittalrao Nagar,Madhapur, Hyderabad - 500 081.

2) Company’s address : The Company SecretarySuryachakra Power Corporation LtdSuryachakra House, Plot No. 304-L-III,Road No.78, Jubilee Hills,Hyderabad - 500 096.

3) Email address exclusively

designated for investors : [email protected]

4) Company Website : www.suryachakra.in

5) Plant Location : Bamboo flat, Near Brigade,South Andaman, Port Blair - 744 107.

(l) Reconciliation of Share Capital Audit:

As stipulated by SEBI, a qualified Practicing Company Secretary carries out reconciliation of Share CapitalAudit to the total admitted capital with NSDL and CDSL and the total issued and listed capital. The audit iscarried out every quarter and the report thereon is submitted to the Bombay Stock Exchange as well as placedbefore the Board of Directors. The audit confirms that the total listed and paid up capital is in agreement withthe aggregate of the total number of shares in physical form and the total number of shares in electronic formheld with NSDL and CDSL.



CHIEF EXECUTIVE OFFICER (CEO) AND CHIEF FINANCIAL OFFICER (CFO) CERTIFICATE

The Board of DirectorsSuryachakra Power Corporation Limited

C E R T I F I C A T E

We, Dr. S.M. Manepalli, Managing Director and Mr. V.L. NarasimhaRao, CFO of Suryachakra Power CorporationLimited to the best of our knowledge and belief hereby certify that:

a) We have reviewed financial statements and the cash flow statement for the year ended 31st March, 2013 and:

(i) these statements do not contain any materially untrue statement or omit any material fact or contain statementsthat might be misleading

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

b) There are no transactions entered into by the Company during the year that are fraudulent, illegal or violative of theCompany’s code of conduct.

c) We accept responsibility for establishing and maintaining internal controls for financial reporting and that we haveevaluated the effectiveness of the internal control systems of the company pertaining to financial reporting and wehave disclosed to the auditors and the Audit Committee, deficiencies in the design and operations of internal controls,if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.

d) We have indicated to the auditors and the audit committee:

(i) Significant changes in internal control over financial reporting during the year;

(ii) Significant changes in accounting policies during the year and that the same has been disclosed in the notes tothe financial statements; and

(iii) Instances of significant fraud of which we have become aware and the involvement therein, if any, of themanagement or an employee having a significant role in the Company’s internal control system over financialreporting.

Sd/- Sd/- V.L. NarasimhaRao Dr. S.M. Manepalli

CFO Managing DirectorPlace: HyderabadDate: 12.08.2013

CERTIFICATE OF COMPLIANCE WITH THE CODE OF CONDUCT

As provided under Clause 49 of the Listing Agreement with the Stock Exchange, the Board Members and the SeniorManagement personnel have affirmed compliance with the Code of Conduct for the year ended 31st March, 2013.

Sd/- Dr. S.M. Manepalli

Place: Hyderabad Managing DirectorDate: 12.08.2013



CERTIFICATE OF COMPLIANCE OF CONDITIONS OF CORPORATE GOVERNANCE UNDER CLAUSE49 OF THE LISTING AGREEMENT.

ToThe MembersSuryachakra Power Corporation Limited

I have examined the compliance of conditions of Corporate Governance by Suryachakra Power Corporation Limited, forthe year ended on 31st March, 2013, as stipulated in Clause 49 of the Listing Agreement of the said Company with StockExchanges.

The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination hasbeen limited to a review of the procedures and implementation thereof, adopted by the Company for ensuring compliancewith the conditions of Corporate Governance as stipulated in the said Clause. It is neither an audit nor an expression ofopinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us and the representationsmade by the Directors and Management, we certify that the Company has compiled with the conditions of CorporateGovernance as stipulated in the above mentioned Listing Agreement.

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

For L.D. Reddy & Co., Company Secretaries

Sd/- L. Dhananjaya ReddyDate: 12.08.2013 (Proprietor)Place: Hyderabad C.P. No.3752

MANAGEMENT DISCUSSION AND ANALYSIS

An Annexure to this Report contains a detailed Management Discussion and Analysis, which inter alia, covers the following:

A) Over View of the Economy

B) Power Sector Scenario

C) Review of company’s business

D) Overall Results

E) Internal Control System

F) Human Resources

G) Corporate Social Responsibility (CSR)

H) Opportunities, Threats and Outlook.

I) Risks and Concerns

J) Cautionary Statement

A. Over View of the Economy

The Indian economy during the financial year 2012-13 faced a challenging task towards managing growth and inflationdynamics. After a strong economic performance until FY 2010-11, the Indian GDP growth rate slipped to 6.2% in FY2011-12 and then to 9 year low of 5.0% in FY 2012-13. Inflationary pressures remained persistent, despite headlineinflation easing to 7.8% in FY 2012-13 from the high of 9% over the last two years.

Standard & Poor’s recent affirmation of negative outlook on India and warning about further chances of downgrade onceagain have brought forth the hard fact that Indian economy is still not out of woods. There is a fairly high risk ofslippages of estimates for FY 2013-14; be it GDP growth rate of 6.0%, inflation at 5.5%, fiscal deficit at 4.8% or CurrentAccount Deficit (CAD) below 5.0%.



B. POWER SECTOR SCENARIO:

Apart from being impacted by lower GDP growth in FY 2012-13, Indian Power Sector was also impacted by fuel non-availability and dismal financial health of Discoms.

Per capita annual consumption of electricity in India remains significantly low at – 880 kWh for FY 2011-12 and morethan one third of the country’s population does not have access to electricity. This provides great opportunity for massiveinvestment in the power sector to overcome such energy crisis.

I) DEMAND SUPPLY SCENARIOThe demand-supply gap remains high, with energy deficit escalating from 8.5% in FY 2011-12 to 8.7% in FY 2012-13. However, peak power deficit showed marked improvement from 11.1% in FY 2011-12 to 9.0% in FY 2012-13.Shortages of this magnitude can significantly constrain industrial activity and restrict economic growth of any country.

The western region of the country faced energy deficit of 3.3% and peak power deficit of 1.5% during FY 2012-13.However, in the State of Gujarat, both energy and peak deficits were almost NIL at 0.2% and 0.3% respectively.

II) GENERATION:

India has been one of the fastest growing markets for new power generation capacity addition since 1990s and iscurrently the fifth largest power generator in the world. For the last 22 years, the country has shown a cumulativeannual growth rate (CAGR) of 5.7% in its annual power generation capacity; from – 66 gigawatt (GW) in 1991 toover 223 GW in 2013. The fuel wise breakup of the installed capacity as on 31st March, 1991 and 31st March, 2013(shown below) depicts the shift from hydro to renewables, leaving thermal sources viz. coal and gas at the same levelexcept for inter-se shift between them.

The other key trends and developments in the generation sector are as under:

1. A high-level Power Sector Advisory Group has been constituted by the Ministry of Power under the Chairmanshipof Union Minister of State (Independent charge) – Ministry of Power to resolve the issues faced by the power sector.

2. Government of India has approved an overall levy of 21% duty on import of power generation equipments.

3. The Central Regulatory Commission (CERC) (Unscheduled Interchange charges and related matters) Regulations,2012 has introduced fuel specific Unscheduled Interchange (UI) Cap rates for injection of infirm power, for generatingunits, during testing and commissioning before Commercial Operation Date of units.

4. The first Ultra Mega Power Project of India, at Mundra, Gujarat has been commissioned.

5. The Ministry of Coal has issued draft guidelines for allocation of coal blocks through competitive bidding.

6. Exemption from basic customs duty has been extended to LNG and Natural Gas imported by two PSUs, namely,GAIL NTPC Joint Venture (JV) and Petronet LNG Ltd., for supply to a generating company, thereby marginallyreducing the cost of generation.

7. The Gujarat High Court has quashed the Gujarat Green Cess Act, 2011 and the Rules framed thereunder.

8. Highlights of the Budget 2013 related to power generation sector;

a. Section 801A benefit for calming 100% deduction of profits has been extended utp 31st March, 2014.

b. The basic customs duty (BCD) on steam coal has been increased to 2% from earlier 0% and also countervailingduty (CVD) has been increased to 2% from 1%. The import duties on both steam coal and bituminous coal havebeen equalized.

c. The government will expedite clearance for stalled oil and gas blocks awarded in the previous New Explorationand Licensing Policy rounds.

d. The natural gas pricing policy will be reviewed and uncertainties regarding pricing will be removed.

e. Coal freight has been hiked by 5.7%

III) RENEWABLE ENERGY (RE)

BIOMASS ENERGY

India is a biomass-rich country. Biomass has always been an important energy source for the country considering thebenefits it offers. About 32% of the total primary energy use in the country is still derived from biomass and more



than 70% of the country’s population depends upon it for its energy needs. Ministry of New and Renewable Energyhas realized the potential and role of biomass energy in the Indian context and hence has initiated a number ofprogrammes for promotion of efficient technologies for its use in various sectors of the economy to ensure derivationof maximum benefits of Biomass power generation in India which can attract investments of over Rs.600 croresevery year, generating more than 5000 million units of electricity and yearly employment of more than 10 millionman-days in the rural areas. For efficient utilization of biomass, bagasse based co-generation in sugar mills andbiomass power generation have been taken up under biomass power and cogeneration programme.

Biomass power programme is implemented with the main objective of promoting technologies for optimum use ofcountry’s biomass resources for grid power generation. Biomass materials used for power generation include bagasse,rice husk, straw, cotton stalk, coconut shells, soya husk, de-oiled cakes, coffee waste, jute wastes, ground nut shells,saw dust etc.

(a) BIOMASS PROJECTS:

Presently most of the regions in the Country are plagued with power shortage leading to erratic and unreliablesupply. India is endowed with vast energy resources, both conventional and non-conventional meeting the additionalcapacity demand of over 1,00,000 MW requires taking advantage of all economically viable sources of energy in anoptimum manner within the energy mix. In the new millennium, environment compulsions on one hand and the needto achieve energy security on the other demand thrust on development power from non-conventional resources. TheMinistry of New and Renewable Energy (MNRE) has recently announced a National Renewable Energy Policy. Thepolicy envisages capacity addition of 10,000MW during the next 10 years.

Over 3700 MW of power generating capacity based on renewable energy sources has already been installed in thecountry. This constitutes about 3.4 percent of the total installed capacity. The notable initiatives include a biomassresource assessment programme with a view to bringing out a Biomass Resource Atlas for India; a programme toidentify fast track projects and accelerate their financial closure.A well-balanced energy mix, in which all energyresources are utilized on the basis of their economic value and environmental costs, is essential for sustainabledevelopment Renewable energy resources are non-depleting, can effectively meet energy demand and areenvironmentally benign.

With the increase in setting up of biomass power projects in various parts of India, the cost of generation of biomasspower plants has increased with the cost of biomass material increasing many folds in the last 5 years and also withacute shortage in supply of biomass. Hence, the cost of generation for these plants have become uneconomical anddue to which many biomass plants have shut down.

In order to have supply of raw material for the biomass plants throughout the year without any external dependency,cultivating the biomass material either by self-cultivation or by the Biomass power producer / through backwardintegration of biomass is the only solution left for running the biomass power plant continuously to meet its requirement

(b) WIND & SOLAR POWER:

The total installed capacity reached 27,542MW as on 31st March, 2013 with Wind Power at 19,051 MW (68%) beingthe largest component and Solar Power at 1,686 MW (6%) in India.

Wind Power installation registered steep de-growth of 47% (from 3,197 MW in FY 2011-12 to 1.699 MW in FY2012-13) due to withdrawal of Accelerated Depreciation, expiry of Generation Based Incentive (GBI) and delaysassociated with project approvals. Hon’ble CERC with a view to strengthen the REC market, wherein recently,supply exceeded demand manifold, has extended the validity of RECs from 365 days to 730 days from the date of itsissuance; for RECs issued on or after 1st November, 2011.

Factors such as poor financial condition of Discoms, absence of vibrant REC market, lack of incentives, high capitalinvestment & low returns and delays in project approvals prevent Wind Power Projects from realizing their truepotential.

IV) POWER TRADING

An effective power market is yet to develop in India, where currently just 11% of the total generated electricity in thecountry is traded in short term power market comprising of Bilateral Segment, UI & the Power Exchanges (IEX andPXIL).



Of the total generation of 912 Bus in FY 2012-13, 99 Bus of power were traded through short term power market,the composition of which is as follows :

Bilateral Power Exchanges UI

51,157 MUs 23,024 MUs 24,759 MUs

The share of trading segment is expected to remain low owing to various constraints including fuel deficit, fuelallocation for long term arrangements only, transmission capacity constraints, limited implementation of open access,poor utility finances and trading margin cap. To promote competitive procurement of electricity by DistributionLicensees for their short term demand, Ministry of Power issued bidding guidelines in May, 2012.

V) RISKS AND CONCERNS – INDUSTRY:

The power sector is facing a myriad of challenges and setbacks in India. Some of the key issues and concerns arementioned below:

• Generating companies are exposed to significantly increased fuel supply risks. As a result, dependence on openmarket purchases and fuel imports, which are comparatively costlier, is increasing. Besides this, gas, unlike coal,is not considered to be a good of special importance and hence is subject to higher levels. All these factors put anupward pressure on cost of power generation.

• On one hand, costlier fuel constraints the potential generators from offering competitive tariffs for bulk powerand on the other; there is reluctance by Discoms to sign Power Purchase Agreements (PPA) at higher tariffs.Given that such long term PPA with Discoms is a pre-requisite for domestic coal linkage / signing FSA with CILand for priority in gas allocation, the generators are caught in a chicken and egg syndrome.

• Most of the competitively bid projects awarded through a transparent process have turned unviable. Despite therecent CERC orders on compensatory tariffs to compensate increased cost on account of change in foreign law,the risk still remains.

• The overall efficiency and skill of domestic sub-contractors in delivering timely and quality jobs is a continuingissue.

• Land acquisition and other clearances including environment and forest, water linkage, Right of Way (ROW),etc. take of lot of time, increasing the pre-development cycle leading to delays in both generating and transmissionprojects which also escalates the project cost and builds uncertainties.

• Default risks pertaining to state-owned distribution utilities continue to remain significantly high, on account ofinadequacy of tariffs, inability to control distribution loss levels within regulatory norms as well as inadequatesubsidy support from State Governments. This limits the progress in strengthening and augmenting state networksand reduces bankability of projects.

• Power sector financing is another area of concern. Most of the banks, particularly public sector banks, are aboutto clock their maximum exposure limit in the power sector. Non-availability of fuel and weak financial health ofdiscoms have led to increasing NPAs in power sector in bank books which further restricts the growth of thesector.

• Success stories of some of the Distribution Franchisee operations have tempted many operators to quote veryhigh purchase tariff in recent bids, thereby making the basic concept of distribution franchisee unviable.

VI) FUTURE OUTLOOK AND OPPORTUNITIES

Indian power sector is currently in a transition phase wherein it faces evolution from a controlled environment to acompetitive market driven regime. Certain measures to heal the ailing power sector both announced and in the worksare as follows.

• Consideration of change in priority of allocation of domestic gas as well as pooling price of imported anddomestic gas are welcome features.

• Private sector participation in transmission is inevitable and therefore going ahead, we may see development ofmore projects through Public Private Partnerships/JVs. Development of smart grids will reduce the T&D lossesand prevent blackouts.



• Power sector expects more Regulatory support in quantum of tariff hikes, the manner in which regulatory assets

are proposed to be recovered, timelines in terms of filing the tariff petitions and finalization of tariff orders.

• The approval of Debt Restructuring Scheme for Discoms by Cabinet Committee of Economic Affairs, GOI is a

welcome step.

• Renewable energy, Biomass can survive energy plantation for assured fuel supply on long term basis then only

the units can survive in long run otherwise susceptible to market vulnerability.

C. REVIEW OF COMPANY’S BUSINESS

The Company is an integrated utility engaged in the business of power generation, transmission and distribution of

electricity with operations in A&N Islands, States of Maharashtra and Chattisgarh.

D. OVERALL RESULTS

• The Total Income from operations during the 9 months period ended 31st March, 2013 had decreased to Rs.10,11.56

millions from Rs.1838.50 millions of the previous year 2011-12.There was a decline in the average monthly

sales during the periods,due to non-performance of one DG Set for replacement of spare parts and overhauling of

all the 4 DG sets.

• The net loss after interest and taxes for the 9 months period ended 31st March, 2013 stood at Rs.(-)93.17 millions

as against net loss of Rs.(-) 227.32 millions of last year which was mainly due to decrease in Employee costs and

finance charges and increase in consumption of raw material costs like diesel and Lube oil. The aggregate loss of

Rs.10.35 millions was due to the virtual stoppage of operations of most of the subsidiaries of the Company and

due to non-performance of one DG set at A&N plant was also responsible for compounding these losses. However,

it was informed that all the two DG sets would start functioning once SBI opens the accepted L.C limits. The

Board observed that the company has achieved available PLF of 69.25% in the year 2013 as against the benchmark

of 68.49% and any further fall thereon may attract penalty from A&N Administration besides loss of incentive

from the A&N Government.

• The subsidiaries of SPCL could not contribute much to the profits as all the units are under suspension of

activities due to high input cost etc.,

E. INTERNAL CONTROL SYSTEM

The Company has an adequate system of Internal Controls aimed at achieving efficiency in operations, optimum

utilization of resources and compliance with all applicable laws and regulations. Independent Chartered Accountants

are appointed as auditors for conduct of the Internal Audit function. The observations and recommendations following

such audit, for improvement of the business operations and their implementation are reviewed by the Audit Committee.

F. HUMAN RESOURCES

To enhance the effectiveness and efficiency of human resources, the company during the year under took focused

attention to utilize the internal resources more efficiently by imparting technical and customer’s management skills.

The performance management area also received requisite attention at individual as well as organizational level. On

the industrial relation front the company enjoyed a cordial rapport relationsduring the year.



G. CORPORATE SOCIAL RESPONSIBILITY (CSR)

Concern for Society and Environment is a deeply rooted core value of the Company. As a part of its CSR, the

Company makes concentrated efforts in the fields of Community Health care, Sanitation and Hygiene, Education

and Knowledge Enhancement and Societal Care and Concern.

H. OPPORTUNITIES, THREATS AND OUTLOOK.

With a view to encourage the power generation and reduce transmission and distribution losses, it is anticipated that

the tax holiday for the power sector shall be extended. The extension of tax break is part of governments effort to

scale up the country’s power generation capacity to meet the growing needs. Indian energy sector has consistently

adopted relevant global trends to support sustainable growth in Indian economy.

Of late, the sector has grappled with new challenges which have arisen out of rapid growth of the sector. The

company expects to overcome some of these challenges quickly and some will require all resourcefulness and

intellect to convert them into promising opportunities for future.

The recent developments in the Indian energy sector, more specifically with respect to acute fuel shortages, slowdown

in generation capacity additions by other developers, accumulating receivables of power generators from local

utilities, extremely slow government approvals and decision making process, along with the anticipated challenges

in the next 24 to 36 months across the power sector in India validate our belief that sustainable and continual

progress by power plant developers in India requires them to have a low cost structure base for operations, be

innovative, have the ability to adapt to the changing situations including addressing government policy and have a

flexible approach on the ground to develop and implement strong and sustainable power generation assets.

The developer challenges, while acute, the solutions look very simple-addressing the fuel security with flexible

approach on asset build on ground for strong and sustainable power generation assets to address this market

opportunity.

I. RISKS AND CONCERNS

Securing fuel from imported coal market is becoming increasingly costlier and uncertain. The recent changes in

international markets, enactment of the new mining law in Indonesia has significantly impacted the cost of imported

coal for Indian companies who are relying on supply of coal from south east Asian Nations. Recently, Krishnapatnam

and Mundra projects nearly expressed their concern over the tariff quoted by them and has aggravated by the fact

that the changes in international law and regulations are not currently covered under change in law in Indian power

purchase contracts.

J. CAUTIONARY STATEMENT

Certain statements in the Management discussion and analysis describing the company’s analysis and interpretations

are forward looking actual results may vary from those expressed or implied. The company assumes no responsibility

to publicly amend, modify or revise any such statements on the basis of subsequent developments, information or

events.

OTHER DISCLOSURES AS PER CLAUSE 49 OF THE LISTING AGREEMENT:

(i) Clause 49(1) (D): Code of Conduct:

The Company has adopted a Code of Conduct as required under Clause 49(I) (D) of the Listing Agreement with

Stock Exchanges, which applies to all the Board Members and Senior Management of the Company. The Board

Members and Senior Management personnel have affirmed their compliance on an annual basis and their confirmations

have been received in this regard. The Code of Conduct is available on the Company’s website: www.suryachakra.in

A declaration to this effect signed by the Managing Director is attached.



(ii) Clause 49(IV) (B): Disclosure of Accounting Treatment:

The Company has complied with the appropriate accounting policies and has ensured that they have been applied

consistently. There have been no deviations from the treatment prescribed in the Accounting Standards notified

under section 211 (3C) of the Companies Act, 1956. Significant Accounting Policies is provided elsewhere in the

Annual Report.

(iii) Clause 49 (IV) (E):

None of the Independent / Non-Executive Directors has any pecuniary relationship or transactions with the Company

which in the judgement of the Board may affect the independence of the Directors except receiving sitting fee for

attending Board / Committee meetings.

(iv) Management Discussion and Analysis Report:

The Management Discussion and Analysis Report is provided elsewhere and forms part of this Annual Report.

(v) Clause 49(IV) (G): Shareholders Information:

a. Appointment / Re-appointment of Directors: The brief resume of Directors retiring by rotation and Directors

seeking re-appointment, including nature of their experience in specific functional areas, names of companies

in which they hold directorships and membership of committees of the Board is appended to the Notice for

calling Annual General Meeting.

b. None of the Directors are related to each other.

(vi) Clause 49(V):CEO/CFO Certificate:

The CEO and CFO certification of the financial statements for the year 2012-13 is provided elsewhere in the

Annual Report.

(vii) Prevention of Insider Trading: (Regulation 12 of the SEBI (Prohibition of Insider Trading) Regulations,

1992)

In pursuance of the SEBI (Prohibition of Insider Trading) Regulations, 1992, the Board had approved the “Code of

Conduct for prevention of insider trading”. The Board has designated Company Secretary as the Compliance Officer.



INDEPENDENT AUDITOR’S REPORT

The Members ofSuryachakra Power Corporation Limited

Report on the financial statements

We have audited the accompanying financial statements of Suryachakra Power Corporation Limited (“the Company”),which comprise the Balance Sheet as at March 31, 2013, the Statement of Profit and Loss and Cash Flow Statement forthe 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 financialposition, financial performance and cash flows of the Company in accordance with the Accounting Standards referred toin sub-section (3C) of section 211 of the Companies Act, 1956 (“the Act”). This responsibility includes the design,implementation and maintenance of internal control relevant to the preparation and presentation of the financial statementsthat 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 inaccordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standardsrequire that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether the financial statements are free from material misstatement.

An audit involves 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 of materialmisstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditorconsiders internal control relevant to the Company’s preparation and fair presentation of the financial statements in orderto design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriatenessof accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluatingthe 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.

Basis for Qualified Opinion

Attention is invited to:

(a) Note - 33 to the financial statements regarding revenue from Andaman & Nicobar Administration (A&NAdministration) - pending final agreement with A&N Administration, we are unable to comment on the extent ofultimate recoverability of Rs.5,25,87,325/- withheld by A&N Administration for the year ended March 31, 2013(year ended 30.06.2012: Rs.10,13,89,890) and the total receivables including interest as at March 31, 2013 ofRs.25,40,07,355/- (30.06.2012: Rs.30,52,52,497) on account of amounts withheld which are subject to confirmationby the A&N Administration.

(b) Note - 34 to the financial statements, relating to coal trading receivables (discontinued operation) regarding whichwe are unable to comment on the extent of realisability of the dues.

(c) Note 35(a) regarding the company’s assessment that no provisioning is required against the carrying amounts of itslong term investments and loans extended to its subsidiary Suryachakra Global Enviro Power LimitedRs.1,030,215,096/- is presently necessary, for the reasons stated in the said note. We are unable to comment on therecoverability of the carrying amounts of the said investment or advances.

(d) Note 35(b) to the financial statements regarding its investment in Suryachakra Energy (Chhattisgarh) Private Limited,a wholly owned subsidiary of the company - Rs.35,67,30,725/-. Completion and implementation of the powerproject of Suryachakra Energy (Chhattisgarh) Private Limited depends on the ability of the management to infusethe requisite funds. Hence, we are unable to comment on the recoverability of the carrying amounts of the saidinvestment.



(e) Note 35(c) to the financial statements regarding advances to Suryachakra Global Ventures Limited (SGVL), a whollyowned subsidiary of the company incorporated in Hong Kong – Rs. 85,01,25,542 which in turn has advanced thesaid amount to M/s Symphony Trading and Investment Limited (STIL), Hong Kong for acquiring coal mines for thecompany/SGVL during the quarter ended June 2011. In the absence of information regarding financial worthiness ofSTIL / securities in favour of the company, we are unable to comment on the extent of recoverability of the advance.

(f) Note 38 regarding review/reconciliation/confirmation of balances relating to borrowings (other than those frombanks), receivables, loans and advances, advances on capital accounts and payables. In the absence of completion ofsuch review/reconciliation/confirmation, we are unable to comment on the impact of the same on the financials

The consequential impact of the above matters on the loss for the year and the retained earnings as at March 31, 2013 isindeterminable.

Qualified Opinion

In our opinion and to the best of our information and according to the explanations given to us, except for the effects of thematters described in the Basis for Qualified Opinion paragraph, the financial statements give the information required bythe Act, in the manner so required and give a true and fair view in conformity with the accounting principles generallyaccepted in India:

i) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2013;

ii) in the case of the Statement of Profit and Loss, of the loss for the year ended on that date; and

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

Emphasis of Matter

We draw attention to Note - 36 to the financial statements regarding winding up petition filed by one of the unsecuredcreditors which is pending for hearing before the Honourable High Court of Andhra Pradesh. Our opinion is not qualifiedin respect of this matter.

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 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.

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

i) We have obtained all the information and explanations, which to the best of our knowledge and belief werenecessary for the purposes of our audit;

ii) In our opinion, proper books of account as required by law have been kept by the Company so far as appearsfrom our examination of those books;

iii) The Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by this report are inagreement with the books of account;

iv) In our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by thisreport comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Act.

v) On the basis of written representations received from the directors, as on March 31, 2013 and taken on record bythe Board of Directors, none of the directors is disqualified as on March 31, 2013 from being appointed as adirector in terms of clause (g) of sub-section (1) of Section 274 of the Act.

for M BHASKARA RAO & CO. CHARTERED ACCOUNTANTS

Firm Registration NO. 000459 S

V.K. MURALIDHAR PARTNER

Hyderabad, May 24, 2013 Membership No.201570



SURYACHAKRA POWER CORPORATION LIMITEDANNEXURE TO THE AUDITORS’ REPORT

(STATEMENT REFERRED TO IN OUR REPORT OF EVEN DATE)

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

b) According to the information and explanations given to us, the management has conducted physical verificationof major fixed assets during the year, which in our opinion is reasonable having regard to the size of theCompany and the nature of the assets. No material discrepancies were noticed on such verification.

c) According to the information and explanations given to us, the Company, during the year, has not disposed offsubstantial part of fixed assets. Hence, the provisions of clause 4 (i) (c) of the Order is not applicable to thecompany.

(ii) a) The inventories consisting of raw materials, stores, spares and consumables have been physically verifiedduring the year by the management. In our opinion, the frequency of verification is reasonable.

b) In our opinion and according to the information and explanations given to us, the procedures of physicalverification of inventories followed by the management are reasonable and adequate in relation to the size ofthe company and the nature of its business.

c) In our opinion and according to the information and explanation given to us, and on the basis of our examinationsof the inventory records, the Company is maintaining proper records. The discrepancies noticed on physicalverification of inventory as compared to book records were not material to the operations of the Company andthe same have been properly dealt with in the books of account.

(iii) a) According to the information and explanations given to us, the Company has granted unsecured loan to sevenparties covered in the register maintained under Section 301 of the Act.The maximum amount involved duringthe year was Rs. 119,19,92,546 and the year-end balance of the loan granted to such parties was Rs.105,28,21,997.

b) In our opinion and according to the information and explanations given to us, the terms and conditions onwhich the loans have been granted are not prima facie prejudicial to the interests of the Company.

c) According to the information and explanations given to us, the terms of the arrangement do not stipulate anyrepayment schedule for principal and interest.

d) There is no overdue amount in respect of the above loans.

e) According to the information and explanations given to us, the Company has not taken any loans secured orunsecured from companies, firms or other parties covered in the register maintained under Section 301 of theAct. Accordingly, the provisions of clause 3 (e), (f) and (g) of the Order are not applicable to the company.

(iv) In our opinion and, according to the information and explanations given to us, there is an adequate internal controlsystem commensurate with the size of the Company and the nature of its business with regard to purchase ofinventories and fixed assets and for sale of goods and services. In our opinion and according to the information andexplanations given to us, there is no continuing failure to correct major weakness in internal control system.

(v) In our opinion and according to the information and explanations given to us, the particulars of contracts orarrangements (except unsecured loans taken from the parties stated in para (iii) above), referred to under section301 of the Act, that need to be entered into the register maintained under section 301 of the Act have been soentered.

(vi) According to the information and explanations given to us, the Company has not accepted any deposits frompublic. Accordingly, the provisions of clause 4(vi) of the Order is not applicable to the company.

(vii) In our opinion and according to the information and explanations given to us, the scope and coverage of theinternal audit system needs to be strengthened to make it commensurate with the size and the nature of its business.

(viii) We have broadly reviewed the books of account relating to materials, labour and other items of cost maintained bythe Company pursuant to the rules made by the Central Government for the maintenance of cost records prescribedunder Section 209(1)(d) of the Act and we are of the opinion that, prima facie, the prescribed accounts and recordshave been made and maintained. However, we are not required to and have not carried out a detailed audit of thesame.

(ix) a) The company is not regular in depositing undisputed statutory dues including Provident Fund, Investor Educationand Protection Fund, Employees’ State Insurance, Income Tax, Sales Tax, Wealth Tax, Service tax, CustomDuty, Excise Duty, Cess and other material statutory dues applicable to it with the appropriate authorities.



According to the information and explanations given to us, the following undisputed amounts were in arrearsas at March 31, 2013 for a period of more than six months from the date they became payable:

Rupees

Tax Deduction at Source 69,37,541

Service Tax 3,10,904

Provident Fund 3,20,180

VAT 5,46,250

Professional Tax 1,400

b) According to the information and explanations given to us, there were no dues of Income Tax / Sales Tax /Wealth Tax / Service Tax / Custom Duty / Excise Duty / Cess which have not been deposited on account of anydispute.

(x) Subject to the effects of the matters described in the Basis for Qualified Opinion paragraph of our report of evendate, the accumulated losses at the end of the year does not exceed 50% of its net worth at the end of the year. Thecompany has incurred cash losses in the financial year under report; however, the company has not incurred cashlosses in the immediately preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has defaulted inrepayment of dues to banks. Details of the same are stated in the Appendix to this report.

(xii) According to the information and explanations given to us, the Company has not granted any loans and advanceson 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 / Nidhi / Mutual Benefit Fund / Society. Accordingly, the provisionsof clause 4(xiii) of the Order are not applicable to the company.

(xiv) In our opinion and according to information and explanations given to us, the Company does not deal or trade inshares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Order arenot applicable to the company.

(xv) In our opinion and according to the information and explanations given to us, the terms and conditions of theguarantees given by the company for loans taken by one of its subsidiaries from banks or financial institutions areprima facie not prejudicial to the interests of the Company.

(xvi) To the best of our knowledge and belief and according to information and explanations given to us, in our opinion,the term loans availed during the earlier years by the Company were, prima facie, applied by the Company for thepurposes for which the loans were obtained.

(xvii) According to information and explanations given to us and on an overall examination of the Balance Sheet of theCompany, we report that no funds were raised on short term basis which have been used for long term purposes.

(xviii) During the year under report, the company has not made any preferential allotment of shares to parties and companiescovered in the register maintained under section 301 of the Act.

(xix) According to the information and explanations given to us, no debentures have been issued by the Company.Hence, the provisions of clause 4(xix) of the Order are not applicable to the Company.

(xx) In our opinion and according to the information and explanations given to us, the Company has not raised anymoney by public issue during the year. Hence, the provisions of clause 4(xx) of the Order are not applicable to theCompany.

(xxi) During the course of our examinations of the books and records of the Company carried out in accordance with thegenerally accepted practices in India and according to the information and explanations given to us, no instance offraud on or by the Company was reported during the year, nor have we been informed of such case by themanagement.

For M.BHASKARA RAO & CO; CHARTERED ACCOUNTANTS

Firm Registration No. 000459 S


Membership No. 201570Hyderabad, May 24, 2013



APPENDIX

Details of defaults in repayment of principal and interest on term to banks and financial institutions:

(A) SBI Working Capital Term Loan - I

Principal :

Month Amount Amount Defference Due Date Actual payment Delayto be paid Paid date days

April, 2012 19,33,333 19,33,333 - 30.04.2012 13.07.2012 74

May, 2012 19,33,333 19,33,333 - 31.05.2012 13.07.2012 43

June, 2012 19,33,333 19,33,333 - 30.06.2012 13.07.2012 13

July, 2012 19,33,333 19,33,333 - 31.07.2012 13.08.2012 13

August, 2012 19,33,333 19,33,333 - 31.08.2012 10.10.2012 40

Sepetember, 2012 19,33,333 19,33,333 - 30.09.2012 09.11.2012 40

October, 2012 19,33,333 19,33,333 - 31.10.2012 10.01.2013 71

November, 2012 19,33,333 19,33,333 - 30.11.2012 09.02.2013 71

December,2012 19,33,333 19,33,333 - 31.12.2012 12.03.2013 71

Januarny, 2013 19,33,333 19,33,333 - 31.012013 30.03.2013 58

February, 2013 19,33,333 67,200 18,66,133 28.02.2013 30.03.2013 30

March, 2013 19,33,333 - 19,33,333 31.03.2013 - -

Interest on SBI Working Capital Term Loan -I :

Amount Amount Defference Due Date Actual payment DelayMonth to be paid Paid date days

June, 2012 14,23,404 14,23,404 - 30.06.2012 06.07.2012 6

July, 2012 14,29,522 14,29,522 - 31.07.2012 06.08.2012 6

August, 2012 13,92,399 13,92,399 - 31.08.2012 07.09.2012 7

September, 2012 13,30,531 13,30,531 - 30.09.2012 10.10.2012 10

October, 2012 13,44,245 13,44,245 - 31.10.2012 09.11.2012 9

November, 2012 12,80,269 12,80,269 - 30.11.2012 08.12.2012 8

December, 2012 13,16,737 13,16,737 - 31.12.2012 10.01.2013 10

January, 2013 13,03,164 13,03,164 - 31.01.2013 09.02.2013 9

February, 2013 11,54,209 11,54,209 - 28.02.2013 12.03.2013 12

March, 2013 15,04,016 - - 31.03.2013 - -



(B) SBI Working Capital Term Loan - II

Principal :

Amount Amount Actual payment Delayto be paid Paid date days

April, 2012 16,06,667 16,06,667 - 30.04.2012 13.07.2012 74

May, 2012 16,06,667 16,06,667 - 31.05.2012 13.07.2012 43

June, 2012 16,06,667 16,06,667 - 30.06.2012 13.07.2012 13

July, 2012 16,06,667 16,06,667 - 31.07.2012 13.08.2012 6

August, 2012 16,06,667 16,06,667 - 31.08.2012 10.10.2012 7

September, 2012 16,06,667 16,06,667 - 30.09.2012 09.11.2012 10

October, 2012 16,06,667 16,06,667 - 31.10.2012 10.01.2013 9

November, 2012 16,06,667 16,06,667 - 30.11.2012 09.02.2013 8

December, 2012 16,06,667 16,06,667 - 31.12.2012 12.03.2013 10

January, 2013 16,06,667 16,06,667 - 31.01.2013 30.03.2013 9

Feburary, 2013 16,06,667 1,92,800 14,13,867 28.02.2013 30.03.2013 12

March , 2013 16,06,667 - 16,06,667 31.03.2013 - -

Interest on SBI Working Capital Term Loan - II:

Month Amount Amount Defference Due Date Actual payment Delayto be paid Paid date days

June, 2012 11,82,851 11,82,851 - 30.06.2012 06.07.2012 6

July, 2012 11,87,914 11,87,914 - 31.07.2012 06.08.2012 6

August, 2012 11,57,044 11,57,044 - 31.08.2012 07.09.2012 7

September, 2012 11,05,629 11,05,629 - 30.09.2012 10.10.2012 10

October, 2012 11,17,017 11,17,017 - 31.10.2012 09.11.2012 9

November, 2012 10,63,844 10,63,844 - 31.11.2012 08.12.2012 8

December, 2012 10,94,143 10,94,143 - 31.12.2012 10.01.2013 10

January, 2013 10,82,856 10,82,856 - 31.01.2013 09.02.2013 9

Feburary, 2013 9,59,072 9,59,072 - 28.02.2013 12.03.2013 12

March, 2013 12,49,596 - 12,49,596 31.03.2013 - -

Month Defference Due Date



C. SREI Loan amount :

Principal

Date Amount Delay days

30.04.2011 44,58,257 701

31.05.2011 1,13,108 670

30.06.2011 1,09,460 640

31.07.2011 51,69,467 609

31.08.2011 1,03,343 578

31.09.2011 1,00,009 548

31.10.2011 57,43,578 517

30.11.2011 1,00,009 487

31.12.2011 1,79,297 456

01.01.2012 1,17,90,461 456

01.04.2012 12,19,315 365

Interest on SREI Loan

Date Amount Delay days

Up to June’2012 12,72,665 365

July, 2012 509,778 243

August’ 2012 509,778 212

September’ 2012 493,333 183

October’ 2012 535,182 151

November’ 2012 517,918 121

December’ 2012 535,182 90

January’ 2013 561,851 59

February’ 2013 507,479 31

March’ 2013 5,61,851 -



SURYACHAKRA POWER CORPORATION LIMITEDBalance Sheet as at March’ 31.2013

(All amounts in Indian rupees, except share data and where otherwise stated)

Particulars Note No. As At As AtMarch 31, 2013 June 30, 2012

I. EQUITY AND LIABILITIES

1 Share holders’ funds

(a) Share Capital 3 1,496,329,600 1,496,329600

(b) Reserves and surplus 4 604,895,079 698,061,113

2. Non-current liabilities

(a) Long-term borrowings 5 162,840,000 194,792,863

(b) Long-term provisions 6 1,725,968 1,723,785

3. Current liabilities

(a) Short-term borrowings 7 440,514,297 442,303,208

(b) Trade payables 8 161,425,979 110,974,597

(c) Other current liabilities 9 269,153,339 239,240,373

(d) Short-term provisions 10 - 7,598,566

Total 3,136,884,262 3,191,024,105

II. ASSETS

1. Non-current assets

(a) Fixed assets

Tangible assets 11 214,332,210 266,026,757

(b) Non current investment 12 1,247,876,290 1,247,876,290

(c) Long-term loans and advances 13 1,150,047,205 1,066,766,650

(d) Other non-current assets 14 127,574,329 127,574,329

2. Current assets

(a) Inventories 15 56,626,174 57,528,829

(b) Trade receivables 16 303,236,655 412,719,473

(c) Cash and cash equivalents 17 713,545 402,515

(d) Short-term loans and advances 18 36,477,855 12,129,262

Total 3,136,884,262 3,191,024,105

Corporate information and Significant accounting policies 1&2

See accompanaying notes forming part of the financial statements

As per our report of event date attached

For M. Bhaskara Rao & Co., For Suryachakra Power Corporation Limited

Chartered Accounts

V.K. Muralidhar Dr. S.M. Manepalli B.N. RajakumariPartner Managing Director Director

P. Satish Chandra Mouli V.L. Narasimha RaoCompany Secretary Chief Financial officer

Hyderabad, May 24, 2013



SURYACHAKRA POWER CORPORATION LIMITEDStatement of Profit and Loss for the year ended March 31, 2013


Year ended Year ended Particulars Note No. March 31, 2013 June 30, 2012

A. CONTINUING OPERATIONS

1. Revenue from operations 19 1,011,564,466 1,838,416,973

2. Other income 20 2,577 92,567

3. Total Revenue (1+2) 1,011,567,043 1,838,509,540

4. Expenses:

Cost of materials consumed 21 882,464,170 1,590,848,294

Operation and maintenance expense 22 70,339,851 36,010,270

Employee benefits expense 23 9,752,932 15,818,451

Finances costs 24 78,057,406 150,128,162

Depreciation and amortization expense 11 50,796,843 84,136,261

Other expenses 25 13,321,875 152,303,953

Total expenses 1,104,733,077 2,029,245,391

5. Profit before tax (3-4) (93,166,034) (190,735,851)

6. Tax expense:

(1) Current tax - -

(2) Deferred tax - -

7. Profit / (Loss) from continuing operations (5-6) (93,166,034) (190,735,851)

B. DISCONTINUING OPERATIONS

8. Profit / (Loss from discontinuing operations (before tax) 43 - (36,581,452)

9. Add / (Less): Tax expense of discontinuing operations - -

10. Profit / (Loss) from discontinuing operations - (36,581,452)

C. TOTAL OPERATIONS

11. Profit / (Loss) for the year (7+10) (93,166,034) (227,317,303)

12. Earnings per equity share of Rs.10/- each 41

Basic and Diluted

(i) Continuing operations (0.62) (1.32)

(ii) Total operations (0.62) (1.57)


See accompanaying notes forming part of the financial statementsAs per our report of event date attached

For M. Bhaskara Rao & Co., For Suryachakra Power Corporation LimitedChartered Accounts

V.K. Muralidhar DR. S.M. Manepalli B.N. RajakumariPartner Managing Director Director


Hyderabad, May 24,2013



Year ended Year endedMarch 31, 2013 June 30, 2012

A. Cash flows from operating activitiesNet profit before tax (93,166,034) (227,317,303)Adjustments:

Finance charges 78,057,406 150,128,162Depreciation 50,796,843 84,438,874Provision for Doubtful debts - 37,850,636Provision for loans and advances - 139,098,212Profit on sale of fixed assets - (92,000)

Operating profit before working capital changes 35,688,215 184,106,581(Increase)/Decrease in inventory 902,655 3,435,252(Increase)/Decrease in sundry debtors 109,482,818 623,128,311(Increase)/Decrease in loans and advances (106,938,447) (933,382,751)(Increase)/Decrease in current liabilities and provisions 51,791,292 (667,127,322)

Cash generated from / (used in) Operations 90,926,533 (789,839,929)Income tax paid 8,289,267 -

Net cash generated from / ( used in) Operating activities (A) 82,637,266 (789,839,929)B. Cash flows from financing activities:

Proceeds from sale of assets - 92,000Purchase of fixed assets (934,300) (88,150)

Net cash (used in) / generated from investing activities (B) (934,300) 3,850C. Cash flows from financing activities:

Repayment of borrowings, net (48,650,004) (116,343,882)Repayment for GDR expenses - (30,422,897)Increase of share capital - 1,025,347,050Interest paid (32,741,932) (96,453,065)

Net cash (used in ) / generated from financing activities (C) (81,391,936) 782,127,206Net increase / (decrease) in cash and cash equivalents D= (A+B+C) 311,030 (7,708,873)Cash and cash equivalents at beginning of the year (E) 402,515 8,111,388Cash and cash equivalent at end of the year (D+E) 713,545 402,515

Notes :1) The Cash Flow Statement is prepared in accordance with the indirect Method

Stated in Accounting Standards (AS)-3 on Cash Flow Statements and presentsthe cash flows by operating investing and financing activities

2) Figures in bracket represent cash outflows3) components of cash and cash equivalents as at the end of the year (Refer Note 17)

Cash in Hand 428,815 187,809Balance with scheduled banks- in current accounts 134,350 64,326- in earmarked accounts - Share application money received for allotment of securities and due for refund 150,380 150,380

713,545 402,515

See accompanaying notes forming part of the financial statementsAs per our report of event date attached

For M. Bhaskara Rao & Co., For Suryachakra Power Corporation LimitedChartered Accounts




SURYACHAKRA POWER CORPORATION LIMITEDCash flow statement for the year ended March 31, 2013


Particulars



SURYA CHAKRA POWER CORPORATION LIMITED(Notes to the financial statements for the year ended March 31,2013)

Note 1: Corporate Information

Suryachakra Power Corporation Limited (“the Company”) was incorporated on 28 February 1995, as a Public LimitedCompany. The Company was converted into a Private Limited Company with effect from 9 August 2000. Pursuant to this,the name of the Company was changed to “Suryachakra Power Corporation Private Limited”. The Company was re-converted into a public limited company with effect from 8 September 2005. Pursuant to this, the name of the Companywas changed to Suryachakra Power Corporation Limited.

The Company is engaged in the generation and sale of electricity. The commercial operation started with effect from 1April 2003. The Company is listed in Bombay Stock Exchange since 23 July 2007. The Company is also engaged inbusiness of trading of coal from the year 31 March 2009.

Note 2: Significant accounting policies

1. Basis of preparation of financial statements

The financial statements have been prepared and presented under the historical cost convention on the accrual basis ofaccounting in accordance with the Generally Accepted Accounting Principles (GAAP) in India. GAAP comprises accountingstandards notified by the Central Government of India under Section 211 (3C) of the Companies Act, 1956, otherpronouncements of Institute of Chartered Accountants of India (ICAI) and the provisions of Companies Act, 1956. Thefinancial statements are presented in Indian rupees.

2. Use of estimates

The preparation of financial statements in conformity with Indian GAAP requires management to make estimates andassumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities on the dateof the financial statements. Actual results could differ from those estimates. Any revision to accounting estimates isrecognised prospectively in current and future periods.

3. Revenue recognition

a) The Company’s revenue from sale of electricity is based on the Power Purchase Agreement (PPA) entered intowith Andaman and Nicobar (A & N) Administration. The PPA is for a period of 15 years and contains a set ofpre-defined formulae for calculation of revenue to be billed on a monthly basis. Such billings as per the terms ofthe PPA include a fixed charge payment, a variable charge payment, incentive payment, foreign exchangeadjustment and charge in law adjustment. The revenue from sale of power is recognised on the basis of billingto A&N Administration as per the terms and conditions contained in the PPA.

b) Revenue from trading of goods, where the Company acts as an agent are recognised when the related servicesare performed.

c) Income from interest on deposits is recognised on the time proportionate method using the underlying interestrates.

4. Fixed assets and depreciation:

Fixed assets

Fixed assets are carried at the cost of acquisition or construction less accumulated depreciation. The cost of fixedassets includes taxes, duties, freight and other incidental expenses related to the acquisition and installation of therespective assets. Borrowing costs directly attributable to acquisition or construction of those fixed assets whichnecessarily take a substantial period of time to get ready for their intended use are capitalized. The cost of fixedassets also includes exchange differences arising in respect of foreign currency loans taken or other liabilities incurredbefore 1 April 2004 for the purpose of their acquisition and constitution.

Advances paid towards the acquisition of fixed assets outstanding at each balance sheet date and the cost of fixedassets not ready for their intended use before such date are disclosed under Capital work-in-progress.



Depreciation

Depreciation on fixed assets used in generation of electricity is provided using the straight-line method at the ratesprescribed by Central Government vide Notification Nos. S.O. 265 (E) and 266 (E) dated 27 March 1994 and 29March 1994, respectively, issued under the Electricity Supply Act, 1948. Depreciation on fixed assets used in coaltrading business is provided using the straight-line method at the rates prescribed in Schedule XIV to the CompaniesAct, 1956 as in the opinion of the management these rates reflect the estimated useful life of their assets. Depreciationis calculated on a pro-rata basis from the date of installation till the date the assets are sold or disposed. Individualassets costing less than Rs. 5,000 are depreciated in full in the year of acquisition.

5. Investments:

Long term investments are carried at cost less any other-than temporary diminution in value, determined separatelyfor each individual investment.

6. Inventories

Inventories are valued at the lower of cost and net realisable value. Cost of inventories comprises cost of purchaseand other costs incurred in bringing the inventories to their present location and condition.

The methods of determining cost of various categories of inventories are as follows:

Raw materials First-in-first-out (FIFO)Stores, spare parts and consumables First-in-first-out (FIFO)

7. Earnings per share

The basic earnings per share (“EPS”) is computed by dividing the net profit after tax attributable to equity shareholders,for the year by the weighted average number of equity shares outstanding during the year.

For the purpose of calculating diluted earnings per share, the net profit for the period attributable to equity shareholdersand the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutivepotential equity shares. The dilutive potential equity shares are deemed to be converted as of the beginning of theyear, unless they have been issued at a later date.

8. Employee benefits

Contribution payable to an approved gratuity fund (a defined benefit plan), determined by an independent actuary atthe balance sheet date are charged to profit and loss account. Provision for compensated absences is made on thebasis of actuarial valuation as at the balance sheet date, carried out by an independent actuary. All actuarial gain andlosses arising during the year are recognised in the profit and loss account of the year.

Contributions payable to the recognised provident fund, which is a defined contribution scheme, are charged to theprofit and loss account.

9. Foreign exchange transactionsForeign currency transactions are recorded using the exchange rates prevailing on the dates of the respectivetransactions. Exchange difference arising on foreign currency transactions settled during the year are recognised inthe Profit and Loss Account except that exchange differences arising in respect of any loan taken or other liabilitiesincurred before 1 April 2004 for the purpose of acquisition or construction of fixed assets are adjusted to the carryingamount of fixed assets.

Monetary assets and liabilities denominated in foreign currencies as at the balance sheet date are translated at theclosing exchange rate on that date. Non monetary assets are recorded at the rates prevailing on the date of transaction.

10. Provisions and contingent liabilities

The Company recognises a provision when there is a present obligation as a result of an obligating event thatprobably requires an outflow of resources and a reliable estimate can be made of the amount of the obligation. Adisclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, butprobably will not, require an outflow of resources. Where there is a possible obligation or a present obligation thatthe likelihood of outflow of resources is remote, no provision or disclosure is made.

(Notes to the financial statements for the year ended March 31,2013)



Provisions for onerous contracts, i.e. contracts where the expected unavoidable costs of meeting the obligationsunder the contract exceed the economic benefits expected to be received under it, are recognised when it is probablethat an outflow of resources embodying economic benefits will be required to settle a present obligation as a resultof an obligating event, based on a reliable estimate of such obligation.

11. Impairment of assets

The Company assesses at each balance sheet date whether there is any indication that any assets forming part of itscash generating units may be impaired. If any such indication exists, the Company estimates the recoverable amountof the asset. If such recoverable amount of the asset or the recoverable amount of the cash generating unit to whichthe asset belongs to is less than its carrying amount, the carrying amount is reduced to its recoverable amount. Thereduction is treated as an impairment loss and is recognised in the profit and loss account. If at the balance sheetdate, there is an indication that a previously assessed impairment loss no longer exists, the recoverable amount isreassessed and the asset is reflected at the reassessed recoverable amount subject to a maximum of depreciatedhistorical cost.

12. Leases

Leases under which the Company assumes substantially all the risks and rewards of ownership are classified asfinance leases. Such assets are capitalized at fair value of the asset taken on lease or present value of the minimumlease payments at the inception of the lease, whichever is lower. Leases that do not transfer substantially the risksand rewards of ownership are classified as operating leases and recorded as expenses in the statement of profit andloss account on a straight line basis over the lease term.

13. Income tax

Income tax expense comprises current tax and deferred tax.

Current tax

The current charge for income taxes is calculated in accordance with the provisions of the Income Tax Act, 1961.

Deferred tax

Deferred tax charge or benefit reflects the tax effects of timing differences between accounting income and taxableincome. The deferred tax charge or credit and the corresponding deferred tax liabilities or assets are recognisedusing the tax rates that have been enacted or substantially enacted by the balance sheet date. Deferred tax assets arerecognised only to the extent there is reasonable certainty that the assets can be realised in future; however, wherethere is unabsorbed depreciation or carry forward of losses, deferred tax assets are recognised only if there is avirtual certainty of realisation of such assets. Deferred tax consequences of timing differences which originatesduring the year and reverse after the tax holiday period are recognised in the year in which the timing differencesoriginates. Deferred tax assets are reviewed at each balance sheet date and written-down or written-up to reflect theamount that is reasonably / virtually certain to be realised.

The break-up of the deferred tax assets and liabilities as at the balance sheet date has been arrived at after setting-off deferred tax assets and liabilities where the Company has a legally enforceable right and an intention to set-offassets against liabilities and where such assets and liabilities relate to taxes on income levied by the same governingtaxation laws.

Minimum Alternate Tax (MAT) credit entitlement represents amounts paid in a year under Section 115 JAA of theIncome Tax Act 1961 (‘IT Act’), in excess of the tax payable, computed on the basis of normal provisions of the ITAct. Such excess amount can be carried forward for set off against future tax payments for ten succeeding years inaccordance with the relevant provisions of the IT Act. Since such credit represents a resource controlled by theCompany as a result of past events and there is evidence as at the reporting date that the Company will pay normalincome tax during the specified period, when such credit would be adjusted, the same has been disclosed as “MATCredit entitlement”, under “Loans and Advances” in balance sheet with a corresponding credit to the profit and lossaccount, as a separate line item. Such assets are reviewed as at each balance sheet date and written down to reflectthe amount that will not be available as a credit to be set off in future, based on the applicable taxation law then inforce.

(Notes to the financial statements for the year ended March 31,2013)



Notes to the financial statements for the year ended March 31,2013(All amounts in Indian rupees, except share data and where otherwise stated)

As at As atMarch 31, 2013 June 30, 2012

Note: 3Share Capital Number Amount Number Amount

AuthorisedEquity Shares of Rs. 10/- each 150,000,000 1,500,000,000 150,000,000 1,500,000,000Issued, Subscribed and Fully Paid up

Equity Shares of Rs. 10/- each 149,632,960 1,496,329,600 149,632,960 1,496,329,600

Total 149,632,960 1,496,329,600 149,632,960 1,496,329,600

3.1 Reconciliation of the shares outstanding at beginning and at the end of the reporting period

Equity Shares of Rs.10/- eachAt the beginning of the year 149,632,960 1,496,329,600 76,632,960 766,329,600Add: Issued during the year - - 73,000,000 730,000,000Outstandeing at the end of the period 149,632,960 1,496,329,600 149,632,960 1,496,329,600

Note:During the year ended June 30,2012, the Company allotted 7,30,00,000 equity shares of nominal value Rs.10/- each asunderlying shares to 36,50,000 Global Depositary Receitps (GDR), each representing twenty equity shares of nominalvalue of Rs. 10/- each, issued at an offer price of US $6.30 per GDR. Consequently, the share capital and securitiespremium increased by Rs.73,00,00,000 and Rs.29,53,47,050 respectively. All the underlying shares have been with drawanand there are no GDRs outstanding as at March 31,2013. The proceeds from the issue was utilisesd a detailed below:

S.No. Particulars 2012-13 2011-12

a) Advance paid to wholly owned subsidiary for - 849,680,000b) Working Capital Requirements - 147,425,816c) GDR Issue Expenses - 29,343,702d) Gain on exchange Flcutuation - (1,102,468)

- 1,025,347,050

3.2 Rights, preferences and restrictions attached to equity shares

The company has only one class of shares referred to as equity shares having a par value or Rs.10 per share. Each holderof equity shares is entitled to one vote per share. In the event of liquidation of the company, the holders of equity shareswill be entilted to receive surplus from sale of assets after setting off of the liabilities. The distribution will be in proporationto the number of equity shares held by the shareholders.

3.3 Details of shareholders holding more than 5% shares in the Company


Number % Holding Number % Holding

Mauktika Energy Private Limited 21,166,397 14.15% 21,166,397 14.15%



Note No: 4 As at As at

Reserves and Surplus March 31, 2013 June 30, 2012

Securities Premium Account

Opening balance 727,199,288 462,275,135

Add: Premium on shares issued during the year - 295,347,050

727,199,288 757,622,185

Less: utilized towards GDR issue expenses - 30,422,897

Closing balance 727,199,288 727,199,288

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

Opening balance (29,138,175) 198,179,129

Add: Profit / (Loss) for the year (93,166,034) (227,317,303)

Closing balance (122,304,209) (29,138,175)

Total of Reserves and Surplus 604,895,079 698,061,113

Note No: 5 As at As atLong Term Borrowings March 31, 2013 June 30, 2012

Non-Current Current Non-Current Current

Secured

From Bank

State Bank of India (Kolkata) rupee term loan - - - 4,492,500

State Bank of India foreign currency term loan - - - 11,294,210

State Bank of India (Kolkata) working capital term loan 162,840,000 52,053,612 194,792,863 53,007,137

From others

SREI Equipment Finance Private Limited - Rupee Term Loan - 29,086,304 - 29,086,304

Total 162,840,000 81,139,916 194,792,863 97,880,151

Less: Amount disclosed under “Other current liabilities” - 81,139,916 - 97,880,151(Refer Note No.9)

Total 162,840,000 - 194,792,863 -

5.1 Nature of Security for term loans

A. Term loans from State Bank of India (SBI) including foreign currency term loan are secured by :

(i) First charge on the entire fixed assets of company, present and future on pari passu basis with other term lender, SreiEquipment Finance Private Limited

(ii) Registred mortgage of lease hold rights of land meausring 4.12 Ha. Bearing Survey Nos. 462, 467,636, 635/2, 625/1, 634/1, 635/3 and 635/4 situated at Bambooflat, Ferragunj Tehsil, Andaman, A & N island, including assignmentof Power Purchase Agreement, EPC contract and O&M contract, insurance ploicy and other project documents.

(iii) Collateral security by way of :

(a) Pledge of 84,37,388 shares of Suryachakra Power Coroporation Limited (Face value of Rs.10)

(b) Vacant urban residential plot no.74 admeasuring 350 sq.yards, Survey Nos.300P, 302, 309P, in the name ofShri M. Seshavatharam and situated in Krishnaja Hills, Village : Bachupally, Mandal : Quthbullapur,District : Ranga Reddy, Andhra Pradesh.

(c) Open vacant plots of land in the name of Shri M. Naveen Babu admeasuring -1.47 acres RS No.368; 0.97 acreRS No.09;0.38 acre RS No.11. All three at village. Thorredu, Rajahmundry Rural Mandal, District EastGodvari, Andhra Pradesh. 3.02 acres Rs No. 246/1,village : Madhurapudi, Korukondala Mandal, RajahmundryRural Mandal, District East Godavari, Andhra Pradesh.

(Notes to the financial statements for the year ended March 31,2013)(All amounts in Indian rupees, except share data and where otherwise stated)



(d) Six vacant residential plots in the name of Shri M. Naveen Babu in Western Block No.6-95, 6-95/1, 6-97,6-97/1 , 6-97/3 and 6-96 admeasuring 2082.88 sq. yards situated in RS 124/4, at village: Thorredu, RajahmundryRural Mandal, District East Godvari, Andhra Pradesh.

(iv) Personal Guarantee of Dr. S.M. Manepalli, Managing Director, Shri M. Seshavatharam and Smt T. Sreelatha realtivesof Director and Shri M. Naveen Babu,

(v) Corporate guarantee of Mauktika Energy Private Limited and Manepalli Investments Private Limited

Details of Shares pledged: No. of Shares Pledged

Smt. M. Manepalli 956,100

Dr. S.M. Manepalli 966,100

Mauktika Energy Private Limited 5,789,608

Shri M. Seshavatharam 532,680

Manepalli Investment Private Limited 92,900

Smt. T. Sreelatha 100,000

Total 8,437,388

B. Term loans from Srei Equipment Finance Private Limited is secured by :

(i) First charge on all movable and immovable assets, present and future of the company in favour of SREI on a pari-passu basis with SBI.

(ii) Assignment in favour of SREI, SBI on a pari-passu basis, of all rights titles and insterests of the company in, to andunder all assets of the project and all projects documents, insurance policies, permits approval etc, to which thecompany and all other contracts relating to project.

(iii) Pari-passu first charges on company’s all the accounts including but not limited to Trust and Reterntion Account andthe Debt-Service Letter of Credit / Reserve Account.

(iv) The Equity Shares held by promoters in the project company (minimum 51%) shall be pledged to SREI and SBI ona pari-passu basis.

(v) Non-disposal undertaking by Caterpillar and BSES for not disposing off their respective equity shares of SPCL.during the currency of the credit facilities sanctioned to SPCL without the written consent of SREI and SBI.

5.2 Terms of repayment of secrued term loans

(i) Working capital term loan from State Bank of India (Kolkata) carries an interest of 12.75% per annum and is repay-able in sixty nine monthly unequal installments. First sixty months @ Rs.35,40,000 each and next eight months@ Rs. 39,30,000 each and the last installments @ Rs. 39,60,000.

(ii) Term loan form Srei Equipment Finance of Private Limited carries an interest of 19.5% per annum. The loanoutstanding as on the date of the balance sheet has fallen due for repayment.

5.3 The company has defaulted in repayment loan and interest in respect of the following:

As at As atParticulars March 31, 2013 June 30, 2012

Period of Defalut Amount Period of Defalut Amount

From Banks

Principal Feb to March 13 6,820,000 Feb to June’12 15,112,500

Interest March’ 13 2,753,612 June’12 2,709,158

From others

Principal July’11 to March 13 29,086,304 July’11 to June’12 29,086,304

Interest April’ 12 March’13 6,005,017 April’12 to June’12 1,272,665

(Notes to the financial statements for the year ended March 31,2013)(All amounts in Indian rupees, except share data and where otherwise stated)



Note: 6 As at As at

Long Term Provisions March 31, 2013 June 30, 2012

Provison for employee benefits - -

provision for compensated absences 213,295 266,912

Provision for Gratuity 1,512,673 1,456,873

Total 1,725,968 1,723,785

Note: 7 As at As atShort Term Borrowings March 31, 2013 June 30, 2012

(a) Loans repayable on demand

From Banks (Secured)(Refer Note No.7.1)Cash credit facility from State Bank of India 63,685,128 66,724,039

Sub Total 63,685,128 66,724,039

(b) Deposits (Unsecured)Inter-corporate deposits 113, 600,000 118,600,000

Sub Total 113,600,000 118,600,000

(c) Other loans and advances (Unsecured)(i) Working Capital loan SBI Global Factors Limited (Formerly Global Trade 256,979,169 256,979,169

Finance Limited)(Refer Note No. 36)

(ii) Managing Director 6,250,000 -

Sub Total 263,229,169 256,979,169

Total 440,514,297 442,303,208

7.1 Nature of Security for Cash Credit

Cash Credits from State Bank of India is secured by:

(i) Exclusive first charge on the entire current assets of the company both present and future

(ii) Assignment of LC from Andaman and Nicobar Administration

(iii) Collateral security on second charge on all fixed assets of the company

7.2 The company has defaulted in repayment of loans and interest in respect of the following:

Particulars March 31, 2013 June 30, 2012Period of Defalut Amount Period of Defalut Amount

Intercorporate deposits

Principal 15 months 113,600,000 8 Months 118,600,000

Intereset 1 Year 28,480,090 1 Year 27,755,314

Working capital loan from SBI Golbal Factors Limited

Principal 4 Years 256,979,169 3 Years 256,979,169

Interest 4 Years 94,710,901 3Years 54,437,019





Note: 8 As at As at

Trade Payable March 31, 2013 June 30, 2012

Other than Acceptances 161,425,979 110,974,597

Total 161,425,979 110,974,597

Note: 9 As at As at

Other Current Liabilities March 31, 2013 June 30, 2012

Current maturities of long term borrowings 81,139,916 97,880,151

Interest accured and due on borrowings 135,875,433 90,559,959

Unclaimed share application money# 150,380 150,380

Other Payables

Statutory remittances (contributions to PF, With holding taxex, VAT, Service tax, etc) 8,116,275 6,778,548

Payables for capital goods 23,871,335 23,871,335

Advance from cutomers 20,000,000 20,000,000

Total 269,153,339 239,240,373

# No amount is due for payment into Investor Education and Protection Fund.

Note: 10 As at As at

Short Term Provisions March 31, 2013 June 30, 2012

Provision for Income tax (net of advance tax of Rs. 1,05,59,802(31.03.2011 : Rs 22,70,535) - 7,598,566

Total - 7,598,566



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Note : 12 As at As atNon-Current Investments March 31, 2013 June 30, 2012

(Trade, unquoted - Long term, at cost) Number Amount Number Amount

A. In Subsidiary Companies

(a) Investment in equity instruments ofRs.10 each fully PaidSuryachakra Global Enviro Power Limited1 48,905,355 891,116,884 48,905,355 891,116,884

Suryachakra Energy (Chattigarh) Private Limited 2,000,000 356,600,000 2,000,000 356,600,000

(b) Investment in equity instruments ofHong Kong $1 each fully paid

Suryachakra Golbal Venures Limited 1 6 1 6

B. In Other Companies

(a) Investment in equity instruments of Rs.10 eachfully paid

Suryachakra Power Venture Private Limited 15,940 159,400 15,940 159,400

1,247,876,290 1,247,876,290

Aggregate amount of unquoted investments 1,247,876,290 1,247,876,290

Note :1 of the above 2,01,35,500 shares have been pledged with Indiabulls Financial Services Limited (30.06.2012: 2,01,35,500shares) for loans taken by Suryachakra Global Enviro Power Limited.


Long Term Loans and Advances March 31, 2013 June 30, 2012

Capital Advance

Unsecured, considered good 87,117,925 4,665,000

Security Deposits

Unsecured, considered good 210,923 223,548

MAT Credit Entitlement

Unsescured, considerd good 9,205,659 9,205,659

Loans and advances to related parties ( Refer Note 29)

Secured, considered good* 139,098,212 139,098,212


Doubtful 139,098,212 139,098,212

1,191,920,209 1,191,770,655Less: Provision for doubtful loans and advances 139,098,212 139.098,212

Sub Total 1,052,821,997 1,052,672,443

Advance Income tax (Net of Provision Rs. 98,69,101 (30.06.12 Rs. 98,69,101) 690,701 -

Total 1,150,047,205 1,066,766,650

* Secured by a second charge by way of hypothecation of the fixed assets of the lonee situated at Madwa Village, Tehsil: Janjgir, Champa, District : Janjgir, Champa - chattisgarh.





Other Non-Current Assets March 31, 2013 June 30, 2012

Interest accured on amounts with held by Andaman and Nicobar

Administration 127,574,329 127,574,329

(Refer Note: 33)

Total 127,574,329 127,574,329


Inventories March 31, 2013 June 30, 2012

Raw Materials 20,881,542 22,713,107

Stores and spares 35,744,632 34,815,722

Total 56,626,174 57,528,829


Trade Receivables March 31, 2013 June 30, 2012(Refer Note 33 & 34)

Outstanding for a period exceeding six months from the date they are due for payment

Unsecured , Considered good 172,225,633 279,816,049

Doubtful 37,850,636 37,850,636

210,076,269 317,666,685

Less: Provision for Doubtful debts 37,850,636 37,850,636

172,225,633 279,816,049

Other

Unsecured, Considered good 131,011,022 132,903,424

Total 303,236,655 412,719,473


Cash and cash equivalent March 31, 2013 June 30, 2012

(a) Cash on hand 428,815 187,809

(b) Balance with banks

(i) In current account 134,350 64,326

(ii) In earmarked accounts

- Share application money received for allotment of securities and 150,380 150,380 due for refund 1

Total 713,545 402,515Note :1 represents the portion of oversubscribed share application money, received during the public offer in July 2007,refundable to the applicants





Short-term loans and advances March 31, 2013 June 30, 2012(Unsecured, considered good)

Prepaid expenses 2,755,830 2,512,236

Loans and advances to employees 48,939 37,939

Other Loans and advnces

Advance to supplieres and others 32,768,169 8,663,035

Advances recoverable in cash or in kind or for value to be received 904,917 916,052

Total 36,477,855 12,129,262

Note: 19 Year ended Year ended

Revenue from operations March 31, 2013 June 30, 2012

Sale of electricity 1,013,335,904 1,841,557,834

Less: Rebate and other deduction 2,893,610 5,005,889

Sub Total 1,010,442,294 1,836,551,945

Other Operating revenue

Sale of scrap 1,122,172 1,865,028

Total 1,011,564,466 1,838,416,973

Note: 20

Other Income

Profit on sale of assets - 92,000

Miscellaneous income 2,577 567

Total 2,577 92,567

Note: 21

Cost of materials consumed

HSD 856,317,436 1,550,275,288

Lube oil 26,146,734 40,573,006

Total 882,464,170 1,590,848,294

Note: 22

Operation and maintenance expenses

Power & Fuel 309,743 327,938

Plant expenses 7,481,568 12,110,929

Consumption of Stores and Spares 62,548,540 23,571,403

Total 70,339,851 36,010,270

Note: 23

Employee Benefits Expense

Salaries and wages 9,357,326 15,029,411

Contribution to Provident fund 366,737 731,879

Staff welfare expenses 28,869 57,161

Total 9,752,932 15,818,451



Note: 24 Year ended Year endedFinance Costs March 31, 2013 June 30, 2012

Interest on tem loan 26,930,414 11,716,626

Interest on working capital loan 7,310,675 42,968,265

Interest on short term borrowings 43,602,725 92,988,567

Bank Charges 213,592 2,454,704

Total 78,057,406 150,128,162

Note: 25 Year ended Year endedOther expenses March 31, 2013 June 30, 2012

Insurance 2,269,832 4,239,843

Rates and taxes 508,061 803,761

Legal and Professional charges 5,329,457 3,175,037

Communication Expenses 471,262 712,450

Travelling Expenses 2,453,052 1,503,683

Rent 180,000 275,000

Printing & Stationery 621,713 670,833

Directors Sitting Fees 50,000 160,000

Vehicle Maintenance 101,125 119,462

Net loss on foreign currency transactions - 457,371

Provision for Doubtful advances - 139,098,212

Miscellaneous Expenses 1,337,373 1,088,301

Total 13,321,875 152,303,953

Note: 26 As at As atContingent liabilities and commitments ( to the extent not provided for) March 31, 2013 June 30, 2012

(i) Contingent liabilities

(a) Claims against the company not acknowledged as debt - Liquidated 31,570,000 31,570,000damages for delay in commencement of commercial operation

(b) Corporate guarantee given to Bunge Emissions Fund Limited against 70,908,000 70,908,000 the loan provided to Suryachakra Global Enviro Power Limited,a subsidiary of the company.

(ii) Commitments(a) Estimated amount of contracts remaining to be executed on capital - -

account not provided for (net of advances)

Note: 27 As at As atPaymens to the aduditors comprises of (excluding service tax) March 31, 2013 June 30, 2012

As auditors - statutory audit 725,000 1,050,000Reimbrusement off expenses - 49,846 Total 725,000




Note: 28

Disclosures under Section 22 of Micro, Small and Medium Enterprises Development Act, 2006The Ministry of Micro, Small amd Medium Enterprises has issued an office Memorandum dated August 26, 2008 whichrecommends that the Micro and Small Enterprises should mention in their correspondence with its customers theEnterpreneurs Memorandum Number as allotted after filing of the Memorandum. However, during the year, the Com-pany has not received any intimation from suppliers regarding their status under the Micro, Small and Medium Enter-prises Development Act,2006 and hence desclosures, if any, relating to amounts unpaid as at year end together withinterest paid / Payable as required under the said Act, have not been given. Further in view of the managment, the impactof interest paid / payable in accordance with the provisions of the Micro, Small and Medium Enterprises DevelopmentAct, 2006 is not expected to be mateial. The Company has not received any claims for interest from any supplier underthe said Act.

Note : 29

Disclosure as per Clause 32 of the Listing Agreements with the Stock Exchanges

A. Loans and advances in the nature of loans given to subsidiaries, associates and others and investment inshares of the Company by such parties

Amount outstanding Maximum balance outstanding atany time during the year

Name of the Party Relationship As at As atMarch 31, 2013 June 30,2012 2012-13 2011-12

Suryachakra Global Enviro Power Limited * Subsidiary 139,098,212 139,098,212 278,196,424 297,885,416

Suryachakra Global Ventures Limited Subsidiary 850,125,542 850,125,542 850,125,542 850,125,542

Suryachakrag Energy (Chattisgarh) Private Ltd. Subsidiary 130,725 32,225 130, 725 32,225

MSM Energy Limited Step down - 65,004 65,004 65,004

subsidairy

Suryachakra Thermal Energy (Andhra) Pvt. Ltd. Enterprises 24,366,204 24,4110,146 24,366,204 24,693,434

Suryachakrea Thermal (Madhya Pradesh) over which key 38,101,314 38,021,314 38,101,314 38,101,314

Pvt. Ltd. Management

Suryachakra Power Venture Private Limited Personnel has 1,000,000 920,000 1,000,000 970,000

significant

influence

Note :

(a) Loans and Advances shown above, fall under the category of “Long Term Loans & Advances’ in nature of Loans.No repayment schedule has been specified in respect of these loans.

(b) All the above loans and advances are interest free

(c) * Secured by a second charge by way of hypothecation of the fixed assets of the lonee situated at Madwa Village,Tehsil: Janjgir, champa, District : Janjgir, Champa - Chattisgarh. The amount outstanding in is net of provision fordoubtful advances Rs. 13,90,98,212 (30.06.2012 : Rs.13,90,98,212)

B. Investment by the loanee in the shares of the Company and subsidiariesNone of the loanees and loanees of subsidiary companies have made investments in shares of the Company.

(i) Investment by Suryachakra Global Enviro Power Limited in it’s subsidiaries, in equity shares:

Name of the Company No. of Shares No. of Shares 2012-13 2011-12

South Asian Agro Industries Limited 12,020,500 12,020,500

MSM Energy Limited 34,260,000 34,260,000

Sri Panchajanya Power Private Limited 15,780,000 15,780,000





Note : 30

Details of unhedged foreign currency exposures

The year end foreign currency exposures that have not been hedged by a derivative instrument or otherwise are givenbelow.

Aas at March 31, 2013 As at June 30, 2012

INR Equivalent US Dollar INR Equivalent US Dollar

Amounts receivable in foreign currency on account of:Loans granted 850,125,542 19,000,000 850,125,542 19,000,000

Amounts payable in foreign currency on account ofLoans taken - - 11,294,210 175,000

Note : 31

Expenditure in foreign currency

Particulars Year ended Year endedMarch 31,2013 June 30, 2012

Interest on foreign currency Loan 99,015 4,972,048

Foreign travel expense - 69,973

Global Depository Receipts issue expenses - 26,823,290

Total 99,015

Note : 32Details of consumption of imported and indigenous items

Year ended Year ended

March 31, 2013 June30, 2012

% Amount % Amount

Imported

Raw material -- -- -- --

Spare parts -- -- -- --

Indigenous

Raw material 100% 882,464,170 100% 1,590,848,294

Spare parts 100% 2,548,540 100% 7,138,919

Note : 33Revenue from A & N Administration

(i) The Company’s revenue from sale of electricity is based on the Power Purchase Agreement (PPA) entered intowith the Andaman and Nicobar (A & N) Administration. The PPA is for a period of 15 years and contains a set ofpre-defined formulae for calculation of the revenue to be billed on a monthly basis. Such billings as per terms ofthe PPA include a fixed charge payment, a variable charge payment, incentive payment, foreign exchange adjustmentand change-in-law adjustment.

(ii) The Company, for the purpose of determining the fixed charge monthly billings, invoices the A & N Administrationbased on the capital cost as envisaged in the PPA. Pending final confirmation of actual capital expenditure, noadjustment is made to the revenue. Such adjustments, if any will be made in the period in which the amountbecomes determinable and is confirmed by the A & N Administration.




(iii) Revenues for the year ended March 31, 2013 include an amount of Rs.5,25,87,325 ( year ended 30.06.2012:Rs.10,13,89,890) billed by the company as variable charge payment under the PPA, which has been rejected /withheld by the A & N Administration on the grounds of the technical interpretation of the formulae for computationof such charges. The total receivables on account of such rejections / withheld including interest thereon as atMarch 31, 2013 amounted to Rs.25,40,07,355/- (as at 30.06.2012 : Rs.30,52,52,497). Total interest accrued onsuch rejections / withheld and included in the total receivables as at March 31, 2013 amounts to Rs. 12,75,74,329(30.06.2012: Rs. 12,75,74,329).

The Company believes that the amounts billed including interest thereon are recoverable based on the interpretationthat can be inferred from the formulae contained in the PPA.

Note: 34

Trade Receivables

Trade receivables include an amount of Rs.8,36,43,243/- relating to discontinued coal trading activity. Management iscontinuously and regulatrly pursuing with the respective debtors and is confident of recovering the balance amount.However, as a measure of prudence a provision of Rs.3,78,50,636/- has been made towards doubtful receivables.

Note : 35Investment in Subsidiaries

Loans and Advance(Net of Provisions)

AmountAs at As at As at As at

March 31, 2013 June 30, 2012 March31, 2013 June 30,2012

(a) Suryachakra Global Enviro Power Limited 891,116,884 891,116,884 139,434,497 139,098,212

(b) Suryachakra Energy (chattisgarh) Private Limited 356,600,000 356,600,000 130,725 32,225

(c) Suryachakra Global Ventures Limited 6 6 850,125,542 850,125,542

(a) Suryachakra Global Enviro Power Limited (SGEPL):

SGEPL along with its wholly owned subsidiaries is engaged in generation and sale of power. SGEPL and its

subsidiaries have incurred substantial losses and the net worth of the respective companies has been fully eroded.

In view of high input cost, the power plants of these companies have been closed for substantial period during the

financial year 2011-12. During 12 - 13, except for one plant all other plants were inoperative. During March’12,

the electricity distribution companies of respective power plants had increased the tariff for the power generated

and exported. In view of such upward revision in the tariff , the management expected that the plants can be

operated profitably and commenced the process of recommissioning the plants. However, due to liquidity crunch,

the recommissioning process could not be completed. Management is making efforts to resolve the liqidity crunch

and commence the operations at the earliest. The management is confident that all these companies will be revived

and generate adequate profits and cash flows to meet the respective financials obligations. Management is also of

the opinion that there would not be any impairment and all the plants would realise more than the carrying value

of the assets as at the reporting period.

The diminution in the value of these investments is considered to be of temporary in nature and hence no provision

for diminution is considered necessary at present. However as a measure of prudence, the company, diuring the

year ended June 30, 2012 made a provision of Rs.13,90,98,212/- towards doubtful advances.

Name of the Subsidiary

Equity SharesAmount



(b) Suryachakra Energy (Chhattisgarh) Private Limited (SECPL):

SECPL is a 100% subsidiary of the company and is engaged in setting upto a 350MW coal based power project at

Sapos Village, Jangir-Champa District in the State of Chhattisgarh at an estimated project cost of

SECPL has obtained most of the requisite licenses for setting up the project; signed a Memorandum of Understanding

(MOU) with Chattisghar State Electricity Board; and entered into an Implementation Agreement with Chattisghar

State Power Distribution Company Limited, for setting up the said power project.

SECPL has spent an amount of Rs. 45,59,27,070 towards advances to suppliers of capital equipments and incidental

expenses . Management is confident of mobilizing the requisite funds to execute the project and recover the

investment made in the project. Hence, no provision for diminution in the value of investment is considered

necessary at this stage.

(c) Suryachakra Global Ventures Limited (SGVL):

SGVL is a wholly owned subsidiary of the company incorporated in Honkong under Companies Ordinance. The

Company has decided to acquire through SGVL coal mines for captive use by other subsidiaries. During the year

ended June 30, 2012, the company advanced an amount of Rs.85,01,25,542/- (USD 1,90,00,000) to SGVL, out of

the proceeds of the GDRs issue.

SGVL has entered into an MOU with Symphony Trading and Investments Limited (STIL) having offices in

Singapore, Hongkong etc., for acquiring interests in coal mines in Indonesia. STIL is having experience in

identifying and acquiring suitable coal mines for its clients. Pursuant to the said MOU, SGVL on 28th April’2011,

has paid USD 1,90,00,000 as advance to STIL for acquiring interests in two coal mines from M/s. Surajaya

Indelberg in Indonesia. As per MOU, STIL has agreed to return the advance, if transaction of coal mine acquisition

is not successful with in the timelines mutually agreed / extended. Due to change in the Indonesian policy, the

transaction could not be completed.In view of the prevailing uncertain conditions relating to coal mining activities

in Indonesia, the company has called back the advance given to STIL and is making all efforts to recover the

advance. During the year, management has intensified the efforts for recovery and has commenced the negotiations

and is also in the process of initiating legal remedies for recovering the advance.

Management is confident of recovery of the advance. Shortfall if any, in recovery will be adjusted in the year of

final settlement. Hence no provision towards doubtful advance has been made.

Note: 36

Notices from SBI Global Factors Ltd:

During the year ended June 30, 2012, M/s. SBI Global Factors Limited an unsecured creditor had filed a petition before

the Honourable High Court of Andhra Pradesh for winding up of the company u/s 443 (1) (c) of the Companies Act,

1956. The Honourable High Court of Andhra Pradesh, had admitted the petition. Company has appealed against the

said petition which is pending for hearing. Company is confident of resolving the matter amicably.

Note: 37

Borrowings (other than from banks), receivables, loans and advances, advances on capital account and payables are

subject to review / reconciliation / confirmations. Adjustments, if any will be made on completion of such review /

reconciliation / confirmations / identification of doubtful / bad advances.




Note: 38

Employee benefits

The following table sets out the status of the gratuity plan as required under AS 15 (Revised):

Reconciliation of opening and closing of the present value of the defined benefit obligation

Particulars Year ended Year endedMarch 31,2013 June 30, 2012

Opening defined benefit obligation 1,455,873 651,358

Current service cost 146,315 149,680

Interest cost 116,470 65,136

Actuarial losses / (gains) (99,791) 646,850

Benefits paid (259,615) (52,633)

Closing defined benefit obligation 1,359,252 1,460,391

Changing in the fair value of assets

Opening fair value of plan assets 765,877 727,209

Expected return on plan assets 57,480 63,456

Contributions by employer 30,509 27,845

Benefits paid (259,615) (52,633)

Closing fair value of plan assets 594,251 765,877

Amount recognized in Balance Sheet

Present value of funded obligations 1,359,252 1,460,391

Fair value of plan assets (594,251) (765,877)

Net asset/(liability) 765,001 694,514

Amounts in the balance sheet

Net asset/(liability) 765,001 694,514

Expense recognised in statement of profit and loss account

Current services cost 146,315 149,680

Interest on defined benefit obligation 116,470 65,136

Expected return on plan assets ( 57,480) (63,456)

Net actuarial losses /(gains) recognized in the year (99,791) 646,850

Amount, included in employee benefit expense 105,514 798,210

Actual return on plan assets (57, 480) (63,456)

Asset information

Category of assets

Insurer managed funds 594,251 765,877

Summary of Actuarial Assumptions

Financial assumptions at the valuation date:

Discount rate 8.00% 8.00%

Expected rate of return on plan assets 9.00% 9.00%

Salary escalation rate 4.00% 4.00%




Discount rate: The discount rate is based on the prevailing market yields of Indian government securities as at the balancesheet date for the estimated term of the obligations.

Expected rate of return on plan assets: This is based on the expectation of the average long term rate of return expectedon investments of the fund during the estimated term of the obligations.

Salary escalation rate: The estimates of future salary increases considered takes into account the inflation, seniority,promotion and other relevant factors.

Note: 39

Segment Reporting

The Company’s operations predominantly consists of generation and sale of electricity. Hence there are no reportablesegments under the Accounting Standard - 17. The Company’s business operations are primarily concentrated in India.The conditions prevailing in India being uniform, no separate geographical disclosures are considered necessary.

Note: 40

Related party transactions

(a) The related parties where control exists are subsidiaries and step down subsidiaries. There are no other parties over

which the company has control.

(b) Related parties where control exists and with whom transactions have taken place during the year are as follows:

(i) Subsidiary

- Suryachakra Global Enviro Power Limited

- Suryachakra Energy (Chhattisgarh) Private Limited

- Suryachakra Global Ventures Limited

(ii) Step down subsidiaries

- South Asian Agro Industries Limited

- MSM Energy Limited

- Sri Panchajanya Power Private Limited

(iii) `Key Managerial Personnel (KMP) represented on the Board of Directors

- Dr. S. M. Manepalli, Managing Director

- Mr. K Vijay Kumar, Executive Director (w.e.f 15.05.2012)

- Mrs. B.N.Raja Kumari, Executive Director (w.e.f 16.07.2012)

(iv) Enterprises over which Key Managerial Personnel or their relatives have significant influence (Significantinterest entities)

- Suryachakra Thermal Energy (Andhra) Private Limited

- Suryachakra Thermal (Madhya Pradesh) Private Limited

(v) Non-Executive Directors on the Board

- Mr. P. K.. Bhattarcharjee

- Mr. Mahesh Chand

- Mr. V. S. Murthy

- Mr. M. Seshavatharam (son of Managing Director, resigned w.e.f. 15.05.2012)

- Mr. A Ramesh Kumar




(c) Particulars of related party transactions and balances

A) Following is a summary of related party transactions:

Year ended Year ended Particulars March 31, 2013 June 30, 2012

1. Loans/Advances granted to subsidiary and step down subsidiariesa) Suryachakra Global Enviro Power Limited 1,700,204 116,500,000b) Suryachakra Global Ventures Limited - 849,680,000

Total 1,700,204 966,180,000

2. Repayment/ transfer of loans by subsidiaryand step down subsidiariesa) Suryachakra Global Enviro Power Limited 1,363,919 20,238,992

Total 1,363,919 20,238,992

3. Remuneration to Key Managerial Personnel/ Non-executive directors

a) Dr. S. M Manepalli 2,700,000 4,824,000b) Mr. K Vijay Kumar 781,300 -c) Ms. B N Rajakumari 344,373 -d) Sitting fees to Non-executive directors 50,000 1,60,000

Total 3,875,673 4,984,000

4. Rent Deposit Refunded by Key Managerial Personnela) Dr. S. M Manepalli - 420,000

Total - 420,0005. Unsecured loan taken from Key Managerial Personnel (net)

a) Dr. S. M Manepalli 6,350,000 -

Total 6,350,000 -6. Unsecured loan repaid to Key Managerial Personnel

a) Dr. S. M Manepalli 100,000 -

Total 100,000 -7. Refund of share application money by step down subsidiaries

and significant interest entities

a) Suryachakra Thermal Energy (Andhra) Private Limited - 283,288

b) Suryachakra Power Venture Private Limited - 50,000

Total - 333,288

8. Asset purchaseda) South Asian Agro Industries Limited 900,000 -

Total 900,000 -

9. Provision for doubtful advances

a) Suyarchakra Global Enviro Power Limited - 139,098,212

Total - 139,098,212





B) Details of outstanding balances of related parties

As at As at Particulars March 31, 2013 June 30, 2012

1. Remuneration payable to Key Managerial Personnel/ Non-executive directorsa) Dr. S. M Manepalli 582,200 992,480b) Mr. K Vijay Kumar 330,100 -c) Ms. B N Rajakumari 140,372 -

Total 1,052,672 992,480

2. Unsecured loan / advances to Subsidiaries and Stepdown Subsidiaries

a) Suryachakra Global Enviro Power Limited (net of provisionfor doubtful advances Rs.13,90,98,212) 139,434,497 139,098,212

b) Suryachakra Energy ( Chhattisgarh) Private Limited 130,725 32,225c) MSM Energy Limited - 65,004d) Surychakra Global Ventures Ltd 850,125,542 850,125,542

Total 989,690,764 989,320,9833. Unsecured loan to Enterprises significantly influenced by KMP

a) Suryachakra Thermal Energy (Andhra) Private Limited 24,366,204 24,410,146b) Suraychakra Thermal ( Madhya Pradesh) Private Limited 38,101,314 38,021,314c) Suryachakra Power Venture Private Limited 1,000,000 920,000

Total 63,467,518 63,351,460

4. Other payables

a) South Asian Agro Industries Limited 900,000 -b) Manepalli Seshavatharam 60,000 -

Total 960,000 -Note: 41Earnings per share

Year ended Year endedContinuing operations March 31, 2013 June 30, 2012

Net profit / (Loss) for the year from continuing operations attributable to (93,166,034) (190,735,851)the Equity share holders

Weighted average number of equity shares considered for computationof basic and diluted earnings per share 149,632,960 149,632,960Par value per share 10 10Earning per share from continuing operations - Basic and Diluted (0.62) (1.32)

Total operationsNet profit / (Loss) for the year attributable to the equity shareholders (93,166,034) (227,317,303)

Weighted average number of equity shares considered for computationof basic and diluted earnings per share 149,632,960 149,632,960Par value per share 10 10Earnings per share - Basic and Diluted (0.62) (1.57)



Note: 42

Deferred taxes

The Company had started claiming deduction under Section 80-IA of the Income Tax Act, 1961 from the year ended 31,March, 2011. Based on the assessment of the deferred tax as on March 31, 2013, the timing differences arising in thecurrent year will reverse within the tax holiday period. Accordingly, no deferred tax has been recognised in the booksof accounts of the Company as on March 31, 2013.

Note: 43

Discontinuing operations

The Company’s Board of Directors at their meeting held on 29 October 2009 had approved to discontinue the coaltrading business. Accordingly the coal trading business was discontinued w.e.f. June 30, 2011. The results of discontinuedbusiness until the date of discontinuation were as under:


Income

Share of traded goods - 268,350,000

Total - 268,350,000

ExpenditureCost of goods sold - 257,425,000Administrative and other expenses - 1,511,780Provision for Doubtful debts - 37,850,636Depreciation - 302,613Interest expense - 7,841,423Total Expenditure Total - 304,931,452

Profit before tax - (36,581,452)Provision for taxes- Current tax expense - -- Deferred tax - -

Profit after tax - (36,581,452)

The carrying value of the assets and liabilities of the discontinuing operations are as follows:

As at As at Particulars March 31, 2013 June 30, 2012

Fixed assets (Gross block, less accumulated depreciation) 1,927,536 2,136,041

Sundry debtors (Net of provision for doubtful advances Rs. 3,78,50,636 45,792,607 145,403,876

(As at 31.03.2012:3,78,50,636)

Total Assets 47,720,143 147,539,917

Less:

Current liabilities 23,248,714 24,061,425

Total liabilities 23,248,714 24,061,425

Net assets 24,471,429 123,478,492




Cash flow attributable to discontinued operation are as follows:


Net cash from / (used in ) operating activities - 68,127,071

Net cash from / (used in) investing activities - -

Net cash from / (used in) financing activities - (76,306,960)

Net increase / (decrease) in cash and cash equivalents - (8,179,889)

Note : 44

The current year figures of statement of profit and loss are for nine months as against fifteen months for the previousyear, hence the figures are not comparable.

Note : 45

Previous figures have been recasted/restated to conform to the current classification

As per our report of even date attached

For M. Bhaskara Rao & Co.,

Chartered Accountants for Suryachakra Power Corporation Limited





Particulars



INDEPENDENT AUDITOR’S REPORT

The Board of Directors ofSuryachakra Power Corporation Limited

We have audited the accompanying consolidated financial statements of Suryachakra Power Corporation Limited (“theCompany”) and its subsidiaries, which comprise the consolidated Balance Sheet as at March 31, 2013 and the consolidatedStatement of Profit and Loss and consolidated Cash Flow Statement for the year then ended, and a summary of significantaccounting policies and other explanatory information.

Management’s Responsibility for the Consolidated Financial Statements:

Management is responsible for the preparation of these consolidated financial statements that give a true and fair view ofthe consolidated financial position, consolidated financial performance and consolidated cash flows of the Company inaccordance with the accounting principles generally accepted in India. This responsibility includes the design,implementation and maintenance of internal control relevant to the preparation and presentation of the consolidatedfinancial 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 consolidated financial statements based on our audit. We conductedour audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. ThoseStandards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assuranceabout whether the consolidated financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidatedfinancial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks ofmaterial misstatement of the consolidated financial statements, whether due to fraud or error. In making those riskassessments, the auditor considers internal control relevant to the Company’s preparation and fair presentation of theconsolidated financial statements that give a true and fair view in order to design audit procedures that are appropriate inthe circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonablenessof the accounting estimates made by management, as well as evaluating the overall presentation of the consolidatedfinancial statements.

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

Basis for Qualified Opinion

Attention is invited to:

(a) Note - 28 to the consolidated financial statements regarding revenue from Andaman & Nicobar Administration(A&N Administration) - pending final agreement with A&N Administration, we are unable to comment on theextent of ultimate recoverability of Rs.5,25,87,325/- withheld by A&N Administration for the year ended March 31,2013 (year ended 30.06.2012: Rs.10,13,89,890) and the total receivables including interest as at March 31, 2013 ofRs.25,40,07,355/- (30.06.2012: Rs.30,52,52,497) on account of amounts withheld which are subject to confirmationby the A&N Administration.

(b) Note - 30 to the consolidated financial statements, relating to coal trading receivables (discontinued operation)regarding which we are unable to comment on the extent of realisability of the dues.

(c) Note 33 to the consolidated financial statements relating to the Company’s assessment that no provision againstadvance of Rs.85,01,25,542 given by one of the subsidiary company, for acquisition of coal mines, is presentlynecessary, for the reasons stated in the said note. We are unable to comment on the extent of realisability of theadvance.

(d) Note 40 regarding review / reconciliation / confirmation of balances relating to borrowings (other than those frombanks), receivables, loans and advances, advances on capital accounts and payables. In the absence of completion ofsuch review / reconciliation/confirmation, we are unable to comment on the impact of the same on the consolidatedfinancial statements.

The consequential impact of the above matters on the loss for the year and the retained earnings as at March 31,2013 is indeterminable.



We did not audit the financial statements of one of the subsidiaries, whose financial statement reflect Group’s shareof total assets of Rs.1,07,00,56,507/- as at March 31, 2013 (30.06.12: Rs. 1,07,00,42,344/-), Group’s share of totalrevenue Nil (30.06.2012: Nil) for the year ended on that date which has been consolidated on the basis of financialstatements prepared by the management.

Qualified Opinion

In our opinion and to the best of our information and according to the explanations given to us, except for the effects of thematters described in the Basis for Qualified Opinion paragraph, the consolidated financial statements give a true and fairview in conformity with the accounting principles generally accepted in India:

i) in the case of the Consolidated Balance Sheet, of the state of affairs of the Company as at March 31, 2013;

ii) in the case of the Consolidated Statement of Profit and Loss, of the loss for the year ended on that date; and

iii) in the case of the Consolidated Cash Flow Statement, of the cash flows for the year ended on that date.

Emphasis of Matter

We draw attention to:

(a) Note 32 to the consolidated financial statements which set out the details of substantial losses incurred by a subsidiaryand three step down subsidiaries and complete erosion of their net worth during the current year. These powerplants, except one, remained closed during the year due to high input costs and financial crunch. Pending resolutionof financial crunch and re-commissioning of the plants, the Company believes that carrying values of the relatedfixed assets of the subsidiary and three step down subsidiaries amounting to Rs.126,55,80,590/- is fully recoverable.

(b) Note - 39 to the consolidated financial statements regarding winding up petition filed by one of the unsecuredcreditors which is pending for hearing before the Honourable High Court of Andhra Pradesh. Our opinion is notqualified in respect of this matter.

(c) Note 29 to the consolidated financial statements regarding the Possession Notice dated October 10, 2012 underSecuritization and Reconstruction of Financial Assets and Enforcement of Security Interest (SARFAESI) Act, 2002by the Syndicate Bank taking over the possession of the properties furnished as security to the bank by a subsidiaryof the Company and the subsidiary’s petition before the Debts Recovery Tribunal at Hyderabad, Andhra Pradesh.

Our opinion is not qualified in respect of the above matters.

for M BHASKARA RAO & Co., CHARTERED ACCOUNTANTS

Firm Registration NO. 000459S


Membership No.201570

Hyderabad, May 24, 2013



As At As At Particulars Note No. March 31, 2013 June 30, 2012

I. EQUITY AND LIABILITIES

1. Shareholder’s funds

(a) Share Capital 3 1,496,329,600 1,496,329,600(b) Reserves and surplus 4 (789,051,442) (140,123,426)

2. Non-Current liabilities

(a) Long-term borrowings 5 1,609,754,966 1,998,474,088(b) Other Logn-term liabilities 6 16,039,830 16,039,830(c) Long -term provisions 7 4,481,326 4,415,211

3. Current liabilities

(a) Short-term borrowings 8 608,036,302 618,066,809(b) Trade payables 9 216,309,608 131,961,302(c) Other current liabilities 10 1,496,575,932 690,298,219(c) Short term provisions 11 - 7,598,566

Total 4,658,476,122 4,823,060.199II. ASSETS

1. Non-current assets

(a) fixed assets(i) Tangible assets 12 2,145,632,895 2,315,016,632(ii) Capital work-in-progress 658,622,899 661,062,283(iii) Goodwill on consolidation 6,649,692 6,649,692

(b) Non current investment 13 159,400 159,400(c) Long-term loans and advance 14 1,256,671,229 1,152,206,699(d) Other non current assets 15 127,574,329 127,574,329

2. Current assets

(a) Inventories 16 78,772,815 84,403,335(b) Trade receivables 17 318,481,683 412,930,550(c) Cash and cash equivalents 18 3,004,678 7,352,899(d) Short-term loans and advances 19 62,906,502 55,704,380

Total 4,658,476,122 4,823,060,199






V.K. Muralidhar Dr. S.M. Manepalli B.N. RajakumariPartner ` Managing Director Director

P. Satish Chandra Mouli V.L. Narasimha RaoHyderabad, May 24,2013 Company Secretary Chief Financial officer

Consolidated Balance Sheet as at March 31, 2013(All amounts in Indian rupees, except share data and where otherwise stated)



Consolidated Statement of Profit and Loss for the year ended March 31, 2013(All amounts in Indian rupees, except share data and where otherwise stated)


I. CONTINUING OPERATIONS

1. Revenue from operations 20 1,104,678,127 1,878,208,296

2. Other income 21 8,880,339 7,556,969

3. Total Revenue (1+2) 1,113,558,466 1,885,765,265

4. Expenses:

Cost of materials consumed 22 979,918,175 1,625,832,077

Operation and maintenance expense 23 101,060,358 77,451,914

Employee benefits expense 24 16,187,759 29,453,768

Finance costs 25 458,966,524 471,883,343

Depreciation and amortization expense 12 163,679,384 196,263,835

Other expenses 26 42,675,534 817,284,460

Total expenses 1,762,487,734 3,218,169,397

5. Profit before exceptional items and tax (3-4) (648,929,268) (1,332,404,132)

6. Exceptional items 31 - 100,196,190

7. Profit/(loss) before tax (648,929,268) (1,432,600,322)

8. Tax expense:

Current tax - -

Mat Credit - -

9. Profit / (Loss) for the year from continuing

Operation (7-8) (648,929,268) (1,432,600,322)

Note No.Particulars




B. DISCONTINUING OPERATIONS

10. Profit/(loss)before tax from dicontinuing 46 - (36,581,452)

operations before tax)

11. Add/ (Less): Tax expense of discontinuing Operations - -

12. Profit/ (Loss) for the year from discontinuing operations - (36,581,452)

C. TOTAL OPERATIONS

13. Profit / (Loss) for the year before minority interest (648,929,268) (1,469,181,774)

14. Minority Interest (122,225,931) (303,231,428)

15. Profit / (loss) for the year (526,703,336) (1,165,950,346)

16. Earning per equity share of Rs. 10/- eaxh Basic diluted 44

(i) Continuing operations (4.34) (9.91)

(ii) Total operations (4.34) (10.16)

Corporate information and significant accounting policies 1&2







Consolidated Statement of Profit and Loss for the year ended March 31, 2013(All amounts in Indian rupees, except share data and where otherwise stated)

Note No. Particulars




Cash flows from operating activities

Net profit before tax (648,929,268) (1,469,181,774)

Adjustments for:

Depreciation 163,679,384 196,566,448

Interest income (213,225) (407,656)

Interest expense 458,966,524 471,883,343

Profit on sale of fixed assets (75,314) (92,000)

Provision no longer required written back (8,423,351) -

Provision for advances - 605,503,901

CERs written off - 85,954,733

Loss on stock 9,320,365 90,343,726

Loss on sale of assets 2,206,110 101,409

Operating cash flows before working capital changes (23,468,775) (19,327,870)

Adjustments for:

(Increase)/decrease inventories 5,630,520 (83,928,292)

(Increase)/decrease in trade receavables 94,448,867 759,707,271

(Increase)/decrease in loans and advances (110,975,951) 489,156,353

Increase/(decrease) in current liabilities 69,669,749 (710,327,772)

Cash generate from operations 35,304,410 435,279,691

Income taxes paid (8,289,267) -

Net cash flow from operatiing activities 27,015,143 435,279,691

Cash flows from investing activities

proceeds from sale of fixed assets 2,923,000 466,000

Payment of advance for fixed assets - (849,871,909)

(Increase) / Decrease in capital expenditure -net 2,194,179 (11,272,264)

Interest received 213,225 407,656

Net cash flow from / (used in) investing activities 5,330,404 (860,270,517)

Consolidated Cash Flow Statement for the year ended March 31, 2013(All amounts in Indian rupees, except share data and where otherwise stated)

Particulars




Cash flows from financing activities

Proceeds from issue of share capital - 994,924,153

Proceeds / (repayment) from borrowings, net 89,245,550 (286,257,181)

Interest paid (125,939,316) (319,665,278)

Net cash flow (used in) / from financing activities (36,693,766) 389,001,695

Net incresse / (decrease) in cash and cash equivalents (4,348,219) (35,989,132)

Cash and cash equivalents at the beginning of the year 7,352,898 43,342,030

Cash and cash equivalents at the end of the year 3,004,678 7,352,898

Components of cash and cash equivalents as at (Refer Note 18) 31 March 2013 June 30,2012

Cash in hand 1,087,678 838,655

Balance with scheduled banks

- in current accounts 1,766,620 6,363,863

- in deposit accounts

- in earmarked accounts

Share Application money received for allotment of securities and due 150, 380 150,380

For refund

3,004,678 7,352,898

Note :

i) The Cash Flow Statement is prepared in accordance with the indirect Method stated in Accounting standards(As)-3 on Cash Flow Statement and presents the cash flows by operating investing and financing activities.

ii) Figures in bracket represent cash outflows.






P. Satish Chandra Mouli V.L. Narasimha RaoHyderabad, May 24, 2013 Company Secretary Chief Financial officer

Consolidated Cash Flow Statement for the year ended March 31, 2013(All amounts in Indian rupees, except share data and where otherwise stated)

Particulars



Note: 1 Description of the Group

Suryachakra Power Corporation Limited (“the Company”/ “SPCL”) together with its subsidiaries (collectively referredto as “the Group”/ “Suryachakra Group”) is headquartered in Hyderabad, India. The Group operates various powerplants in India which generates electricity using diesel / biomass. The Company is also in the process of setting up powerplants in Maharashtra, Chhattisgarh and Andhra Pradesh which will generate electricity from biomass / coal. The Company’sshares trade on Bombay Stock Exchange since July 2007.

SPCL’s subsidiary and step-down subsidiaries are listed below:

Entity Percentage of Country ofholding (%) In corporation

Subsidiary

• Suryachakra Energy (Chhattisgarh) Private Limited 100 India

• Suryachakra Global Ventures Limited 100 Hong Kong

• Suryachakra Global Enviro Power Limited (SGEPL) 77.99 India

Step down subsidiaries of SGEPL

• South Asian Agro Industries Limited (SAAIL) 100 India

• M.S.M. Energy Limited (MSM) 100 India

• Sri Panchajanya Power Private Limited (SPPPL) 100 India

Note: 2 Significant accounting policies

1. Basis of preparation of consolidated financial statements

The consolidated financial statements have been prepared and presented in accordance with the Indian GenerallyAccepted Accounting Principles (“GAAP”) under the historical cost convention on the accrual basis. GAAP comprisesaccounting standards notified by the Central Government of India under Section 211 (3C) of the Companies Act,1956, other pronouncements of Institute of Chartered Accountants of India, the provisions of Companies Act, 1956and guidelines issued by Securities and Exchange Board of India. The financial statements are presented in Indianrupees.

2. Use of estimates

The preparation of the consolidated financial statements in conformity with GAAP requires management to makeestimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingentliabilities on the date of the consolidated financial statements and reported amounts of revenues and expenses forthe year. Actual results could differ from these estimates. Any revision to accounting estimates is recognisedprospectively in the current and future periods.

3. Principles of consolidation

The consolidated financial statements include the financial statements of Suryachakra Power Corporation Limited,the parent company and all of its subsidiaries, in which the Company has more than one-half of the voting power ofan enterprise or where the Company controls the composition of the board of directors.

The consolidated financial statements have been prepared on the following basis:

• The financial statements of the parent company and the subsidiaries have been combined on a line-by-line basisby adding together the book values of like items of assets, liabilities, income and expenses after eliminatingintra-group balances / transactions and resulting unrealised profits in full. Unrealised losses resulting fromintra-group transactions have also been eliminated except to the extent that recoverable value of related assetsis lower than their cost to the group. The amounts shown in respect of reserves comprise the amount of therelevant reserves as per the balance sheet of the parent company and its share in the post-acquisition increase inthe relevant reserves of the subsidiaries.

Notes to Consolidated financial statements for the year ended March 31, 2013



• The excess / deficit of cost to the parent company of its investment in the subsidiaries over its portion of equityat the respective dates on which investment in such entities were made is recognised in the financial statementsas goodwill / capital reserve. The parent company’s portion of equity in such entities is determined on thebasis of the book values of assets and liabilities as per the financial statements of such entities as on the date ofinvestment and if not available, the financial statements for the immediately preceding period adjusted for theeffects of significant transactions, up to the date of investment.

• Minority interest in the net assets of consolidated subsidiaries consists of:

(a) The amount of equity attributable to minorities at the date on which investment in a subsidiary is made;and

(b) The minorities’ share of movements in equity since the date the parent subsidiary relationship came intoexistence.

• The consolidated financial statements are presented, to the extent possible, in the same format as that adoptedby the parent company for its separate financial statements.

• The consolidated financial statements are prepared using uniform accounting policies for like transactions andother events in similar circumstances.

4. Fixed assets and depreciation

Fixed assets are carried at the cost of acquisition or construction less accumulated depreciation. The cost of fixedassets includes taxes, duties, freight and other incidental expenses related to the acquisition and installation of therespective assets. Borrowing costs directly attributable to acquisition or construction of those fixed assets whichnecessarily take a substantial period of time to get ready for their intended use are capitalised. The cost of fixedassets also includes exchange differences arising in respect of foreign currency loans taken on other liabilitiesincurred before 1 April 2004 for the purpose of their acquisition and constitution.

Advances paid towards the acquisition of fixed assets outstanding at each balance sheet date and the cost of fixedassets not ready for their intended use before such date are disclosed under Capital work-in-progress.

Depreciation

Depreciation on fixed assets used in generation of electricity is provided using the straight-line method at the ratesprescribed by Central Government vide Notification Nos. S.O. 265 (E) and 266 (E) dated 27 March 1994 and 29March 1994, respectively, issued under the Electricity Supply Act, 1948. Depreciation on fixed assets used in coaltrading business is provided using the straight-line method at the rates prescribed in Schedule XIV to the CompaniesAct, 1956 as in the opinion of the management these rates reflect the estimated useful life of their assets. Depreciationis calculated on a pro-rata basis from the date of installation till the date the assets are sold or disposed. Individualassets costing less than Rs. 5,000 are depreciated in full in the year of acquisition.

5. Goodwill

Goodwill arising on consolidation is not amortised. It is tested for impairment on a periodic basis and written-offif found impaired.

6. Inventory

Inventories are valued at the lower of cost and net realisable value. Cost of inventories comprises cost of purchaseand other costs incurred in bringing the inventories to their present location and condition.

The methods of determining cost of various categories of inventories are as follows:

Raw materials First-in-first-out (FIFO)Stores, spare parts and consumables First-in-first-out (FIFO)




7. Revenue recognition

a) The Group’s revenue from sale of electricity excluding of revenue from sale of electricity in SPCL is recognizedon accrual basis as per the terms and conditions specified in the Power Purchase Agreement (PPA) entered withthe respective State Electricity Boards and orders passed by the respective State Electricity RegulatoryCommissions. The SPCL’s revenue from sale of electricity is based on the Power Purchase Agreement (PPA)entered into with Andaman and Nicobar (A & N) Administration. The PPA is for a period of 15 years andcontains a set of pre-defined formulae for calculation of revenue to be billed on a monthly basis. Such billings asper the terms of the PPA include a fixed charge payment, a variable charge payment, incentive payment, foreignexchange adjustment and charge in law adjustment. The revenue from sale of electricity is recognized on thebasis of billing to A&N Administration as per the terms and conditions contained in the PPA.

b) Revenue from sale of traded goods is recognised on dispatch of products (which coincides with the transfer ofrisks and rewards) to the customers of the Company. Revenue from sale of goods is stated exclusive of returns,sales tax and applicable trade discounts and allowance and volume rebates.

c) Income from interest on deposits is recognised on the time proportionate method using the underlying interestrates.

8. Foreign currency transactions (continued)

Foreign currency transactions are recorded using the exchange rates prevailing on the dates of the respectivetransactions. Exchange difference arising on foreign currency transactions settled during the year are recognised inthe Profit and Loss Account except that exchange differences arising in respect of any loan taken or other liabilitiesincurred before 1 April 2004 for the purpose of acquisition or construction of fixed assets are adjusted to the carryingamount of fixed assets.

Monetary assets and liabilities denominated in foreign currencies as at the balance sheet date are translated at theclosing exchange rate on that date. Non monetary assets are recorded at the rates prevailing on the date of transaction.

9. Taxation

Income tax expense comprises current tax and deferred tax.

Current tax

The current charge for income-taxes is calculated in accordance with the relevant tax regulations applicable to the Company.

Deferred tax

Deferred tax charge or benefit reflects the tax effects of timing differences between accounting income and taxable income,which originate during the year but reverse after the tax holiday period. The deferred tax charge or benefit and thecorresponding deferred tax liabilities or assets are recognised using the tax rates that have been enacted or substantiallyenacted by the balance sheet date. Deferred tax assets are recognised only to the extent there is reasonable certainty thatthe assets can be realised in future; however, where there is unabsorbed depreciation or carry forward of losses, deferredtax assets are recognised only if there is a virtual certainty of realisation of such assets. Deferred tax assets are reviewedat each balance sheet date and written-down or written-up to reflect the amount that is reasonably / virtually certain to berealized.

The break-up of the deferred tax assets and liabilities as at the balance sheet date has been arrived at after setting-offdeferred tax assets and liabilities where the Company has a legally enforceable right and an intention to set-off assetsagainst liabilities and where such assets and liabilities relate to taxes on income levied by the same governing taxationlaws.

(MAT) credit entitlement represents amounts paid in a year under Section 115 JAA of the Income Tax Act 1961 (‘IT Act’),in excess of the tax payable, computed on the basis of normal provisions of the IT Act. Such excess amount can be carriedforward for set off against future tax payments for ten succeeding years in accordance with the relevant provisions of theIT Act. Since such credit represents a resource controlled by the Company as a result of past events and there is evidence




as at the reporting date that the Company will pay normal income tax during the specified period, when such credit wouldbe adjusted, the same has been disclosed as “MAT Credit entitlement”, under “Loans and Advances” in balance sheet witha corresponding credit to the profit and loss account, as a separate line item. Such assets are reviewed as at each balancesheet date and written down to reflect the amount that will not be available as a credit to be set off in future, based on theapplicable taxation law then in force.

10. Investments

Long-term investments are carried at cost less any other-than temporary diminution in value, determined separatelyfor each individual investment.

11. Employee benefits

Contribution payable to an approved gratuity fund (a defined benefit plan), determined by an independent actuary atthe balance sheet date are charged to profit and loss account Provision for compensated absences is made on thebasis of actuarial valuation as at the balance sheet date, carried out by an independent actuary. All actuarial gain andlosses arising during the year are recognized in the profit and loss account of the year.

Contributions to the recognized provident fund, which is a defined contribution scheme, are charged to the profitand loss account.

12. Leases

Leases under which the Company assumes substantially all the risks and rewards of ownership are classified asfinance leases. Such assets are capitalized at fair value of the asset taken on lease or present value of the minimumlease payments at the inception of the lease, whichever is lower. Leases that do not transfer substantially the risksand rewards of ownership are classified as operating leases and recorded as expenses in the statement of profit andloss account on a straight line basis over the lease term.

13. Earnings per share

The basic earnings per share (“EPS”) is computed by dividing the net profit after tax attributable to equity shareholders,for the year by the weighted average number of equity shares outstanding during the year.

For the purpose of calculating diluted earnings per share, the net profit for the period attributable to equity shareholdersand the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutivepotential equity shares. The dilutive potential equity shares are deemed to be converted as of the beginning of theyear, unless they have been issued at a later date.

14. Impairment of assets

The Group assesses at each balance sheet date whether there is any indication that an asset may be impaired. If anysuch indication exists, the Group estimates the recoverable amount of the asset. If such recoverable amount of theasset or the recoverable amount of the cash generating unit to which the asset belongs is less than its carryingamount, the carrying amount is reduced to its recoverable amount. The reduction is treated as an impairment loss andis recognised in the profit and loss account of that year. If at the balance sheet date there is an indication that if apreviously assessed impairment loss no longer exists, the recoverable amount is reassessed and the asset is reflectedat the recoverable amount subject to a maximum of depreciated historical cost.

15. Provisions and contingent liabilities

The Company recognises a provision when there is a present obligation as a result of an obligating event thatprobably requires an outflow of resources and a reliable estimate can be made of the amount of the obligation. Adisclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, butprobably will not, require an outflow of resources. Where there is a possible obligation or a present obligation thatthe likelihood of outflow of resources is remote, no provision or disclosure is made.

Provisions for onerous contracts, i.e. contracts where the expected unavoidable costs of meeting the obligationsunder the contract exceed the economic benefits expected to be received under it, are recognized when it is probablethat an outflow of resources embodying economic benefits will be required to settle a present obligation as a resultof an obligating event, based on a reliable estimate of such obligation.




Note - 3 As at As at

Share Capital March 31, 2013 June 30, 2012

Number Amount Number Amount

Authorised

Equity Shares of Rs. 10/- each 150,000,000 150,00,000000 150,000,000 1,500,000,000

Issued, Subscribed and Fully Paid up

Equity Shares of Rs. 10/- each 149,632,960 1,496,329,600 149,632,960 1,496,329,600

Total 149,632,960 1,496,329,600 149,632,960 1,496,329,600

3.1 Reconcilation of the shares outstanding at the beginning and at the end of the reporting period

Equity Shares of Rs. 10/- each

At the beginning of the year 149,632,960 1,496,329,600 76,632,960 766,329,600

Add: Issued during the year - - 73,000,000 730,000,000

Outstanding at the end of the year 149,632,960 1,496,329,600 149,632,960 1,496,329,600

Note:

During the year ended June 30, 2012, the Company allotted 7,30,00,000 equity shares of nominal value Rs.10/- each asunderlying shares to 36,50,000 Global Depositary Receipts (GDR’s), each representing twenty equity shares of nominalvalue Rs.10/- each, issued at an offer price of US$6.30 per GDR. Consequently, the share capital and securities premiumincreased by Rs.73,00,00,000 and Rs.29,53,47,050 respectively. All the underlying shares have been withdrawan andthere are no GDRs outstanding as at March 31, 2013. The proceeds from the issue was utilised as follows:

S.No. Particulars 2012-13 2011-12

a) Advance paid to wholly owned subsidiary for investment in capital asset - 849,680,000b) Working Capital Requirements - 147,425,816c) GDR Issue Expenes - 29,343,702d) Gain on Exchange Fluctuation - (1,102,468)

Total - 1,025,347,050

3.2 Rights, preferences and restrictions attached to equity sharesThe company has only one class of shares referred to as equity shares having a par value of Rs.10 per share. Each holderof equity shares is entitled to one vote per share. In the event of liquidation of the company, the holders of equity shareswill be entitled to receive surplus from sale of assets after setting off of the liabilities. The distribution will be in proportionto the number of equity shares held by the shareholders.

3.3 Details of shareholders holding more than 5% shares in the company

As at As at

March 31, 2013 June 30, 2012

Number % Holding Number % Holding

Mauktika Energy Private Limited 21,166,397 14.15% 21,166,397 14.15%

Notes to Consolidated Financial Statements for the year ended March 31, 2013(All amounts in Indian rupees, except share data and where otherwise stated)



Note - 4 Year ended Year endedReserves and Surplus March 31, 2013 June 30, 2012

Capital reserve

Opening balance 100.627,617 100,627,617

Add: Additions during the year - -

Closing balance 100,627,617 100,627,617

Securities premium account

Opening balance 727,199,288 462,275,135

Add: premium on shares issued during the year - 295,347,050

727,199,288 757,622,185

Less: Untilised towards GDR issue expenses - (30,422,897)

Closing balance 727,199,288 727,199,288

Foreign currency translation reserve

Opening balance 219,972,214 (26,877)

Add: Effet of foreign exchange reate variations during the year (net) 1,251 219,999,091

Closing balances 219,973,465 219,972,214

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

Opening balances (1,187,922,545) 29,579,861

Add:Profit / (Loss) for the year (526,703,336) (1,165,950,346)

Closing balance (1,714,625,881) (1,136,370,485)

Add: Minority’s share of losses in excess of its interest in thesubsidiaries equity (122,225,931) (51,552,060)

Closing balance (1,836,851,812) (1,187,922,545)

Total (789,051,442) (140,123,426)




As at As at

Note No-5 March 31, 2013 June 30, 2012

Long Term Borrowings Non-Current Current Non-Current Current

Secured

From Bank

State Bank of India (Kolkata) rupee term loan - - - 4,492,500(Refer Note 5.1)

State Bank of India foreign currency loand - - - 11,294,210(Refer Note 5.1)

State Bank of India (Kolkata) working capitalterm loan (Refer Note 5.1) 162,840,000 52,053,612 194,792,863 53,007,137

State Bank of india term loan 108,150,000 74,168,000 135,150,000 47,168,000(Refer Note :5.2)

State Bank of Hyderabad term loan 105,600,000 72,806,792 132,000,000 46,406,792(Refer Note 5.2 (b), (c), (d), (e) and 5.3

Syndicate Bank term loan - 263,100,000 204,633,336 58,466,664(Refer Note : 5.4 & 29)

IDBI Bank Limited term loan 109,200,000 72,622,000 136,500,000 45,284,700Refer Note 5.2 (b), (c), (d), (e) and 5.5)

IDBI Bank Limited -Carbon Credit term loan - 103,219,779 103,219,779 -(Refer Note 5.6)

HDFC Bank Vehicle loan - - - 417,351

From Others

Indiabulls Housing Finance Limited (formerly 850,503,410 116,562,350 819,090412 -Indiabulls Fihnancial Service Limited(Refer Note 5.7)

SREI Equipment Finance Private Limited - 29,086,304 - 29,086,304-rupee term loan (Refer Note 5.8)

Unsecured LoandFrom others

Bunge Emissions Fund Limited (Refer Note 5.9) 63,520,000 - 63,520,000 -

Intercorporate loans 173,343,934 - 173,343,934 -

Director 36,028,764 35,365,000 -

Others 568,858 - 858,764 -

Total 1,609,754,966 783,618,837 1,998,474,088 295,623,658

Less: Amount disclosed under “ Other

Current liabilities” (Refer Note 10) - 783,618.837 - 295,623,658

Total 1,609,754,966 783,618,837 1,998,474,088 295,623,657,99




5.1 (a) Working capital term loan from State Bank of India (Kolkata) carries an interest of 12.75% per annum and is

repayable in sixty nine monthly unequal instalments. First sixty months @ Rs.35,40,000 each and next eight

months @ Rs.39,30,000 each and the last instalments @ Rs.39,60,000.

(b) Working capital term loan from State Bank of India (SBI) and foreign currency term loan are secured by:First

charge on the entire fixed assets of company, present and future on pari passu basis with other term lender, SREI

Equipment Finance Private Limited. Registered mortagage of leasehold rights of land measuring 4.12 Ha. Bearing

Survey Nos. 462, 467,636, 635/2, 625/1, 634/1, 635/3 and 635/4 situated at Bambooflat, Ferrargunj Tehsil,

Andaman, A& N Islands, including assignment of Power Purchase Agreement, EPC contract and O&M contract,

insurance policy and other project documents.

( c) Collateral security by way of:

Pledge of 84,37,388 shares of Suryachakra Power Corporation Limited (face value of Rs.10). Vacant urban

residential plot no. 74 admeasuring 350 sq.yards, Survey Nos.300P, 302, 309P, in the name of Shri M.

Seshavatharam and situated in Krishnaja Hills, Village: Bachupally, Mandal: Quthubullapur, District Ranga

Reddy, Andhra Pradesh. Open vacant plots of land in the name of Shri M. Naveen Babu admeasuring— 1.47

acres RS No.368; 0.97 acre RS No.09; 0.38 acre RS No.11. All three at village: Thorreddu, Rajahmundry Rural

Mandal, District East Godavari, Andhra Pradesh. 3.02 acres RS No.246/1, village: Madhurapudi, Korukondala

Mandal, District East Godavari, Andhra Pradesh. Six vacant residential plots in the name of Shri M. Naveen

Babu in Western Block No.6-95, 6-95/1, 6-97, 6-97/1, 6-97/3 and 6-96 admeasuring 2082.88 sq. yards situated

in RS 124/4, at village: Thorreddu, Rajahmundry Rural Mandal, District East Godavari, Andhra Pradesh.

(d) Personal Guarantee of Dr. S.M Manepalli, Managing Director, Shri M. Seshavatharam and Smt T. Sreelatha

relatives of Director and Shri M. Naveen Babu,

(e) Corporate guarantee of Mauktika Energy Private Limited and Manepalli Investments Private Limited.

5.2 (a) Term Loan from State Bank of India (SBI) carries an interest of 19.36% per annum and is repayable in 59

monthly installments of Rs. 22,50,000/- each - Aggregating to Rs. 13,27,50,000/- and one installment of Rs.

24,00,000/-

(b) The term loan is secured by first charge on all fixed assets of the company including equitable mortgage of

24.35 acres of land in Ghat No 88 and 145 at Kolhapur Village, Bhatkuli (Tq), Amaravati District, Maharastra

and 20.38 acres of land in Ghat No 128,129,54 and 55 at Borwand Village, Parbhani (Tq), Parbani District,

Maharastra. Assignment of all rights under EPA and Escrow of receivables under EPA




( c) Collateral Security :(1) Residential house property situated on Unit No AH5 in RS Dage No 338, J L No.Mouza

Shikarpur, P S Rajarhat, Kolkatta standing in the names of Dr. S.M. Manepalli director of the company and Smt.

M Mangatayaru relative of the directors of the company. (2) Residential house property at Kishanja Retreat in

Sy. No 317/1, RS No 22/1 Udhagamandalam Village, Doddabetta Nilgiris District, Tamilnadu staanding in the

name of Sri M Seshavataram, director of MSM Energy Limited, a subsidiary of the Company. (3) Flat No G-4,

Ground Floor, Sai Hasthina Residency, in Plot No A - 46 in TS No 174, Ward No 29, Block No 65 at Narasanna

Nagar, Kakinada East.

(d) Pledge of 30% of the shares held by the promoters of MSM Energy Limited, a subsidiary of the Company on

paripassu basis. Certain properties held by Dr. S M Manepalli, S Mangatayaru, M Seshavataram and M Sunita

on paripassu basis. 2,00,000 Equity shares of the Company (SPCL) held by the Promoters on paripassu basis

(e) Personal guarantees of Dr. S M Manepalli, S Mangatayaru, M Seshavataram and M Sunita (IDBI to the extent

of Rs.18,18,22,000/-)

5.3 Term Loan from State Bank of Hyderabad (SBH) carries an interest of 15.20% per annum and is repayable in 60

monthly installments of Rs. 22,00,000/- each - Aggregating to Rs. 13,20,00,000/-. For security particulars refer

Note 5.2 (b), (c), (d) and (e).

5.4 (a) Term loan from Syndicate bank carries an interest of 17.5% per annum. Pursuant to a demand notice dated.June

7, 2012 from the bank, the loan outstanding as on March 31, 2013 has fallen due for repayment (Refer Note 29).

(b) The loan is secured by (i) Unregistered Equitable Mortagage of lease hold rights on Plot No.. C-9 MIDC

Industrial area, Limbala Hingoli Maharashtra state and building , hypothecation of plant and machinery, equipment

and other assets. (ii) First charges on all receivable to be routed through escrow account and first charge on

DSRA account. (iii) Collateral security as second charge by way of equitable mortagage of lands situated at

Beeramguda, Ameenpur Village, Medak District belonging to the directors and their ralatives, pledge of 47,34,000

Equity Shares of the company held by holding company and pledge of 29,10,000 Equity Shares of Suryachakra

Power corporation Limited.

5.5 Term Loan from IDBI Bank Limted to the extent of Rs.18,18,22,000/- carries an interest of 14.50% per annumand

is repayable in 60 monthly installments of Rs. 22,75,000/- each - Aggregating to Rs. 13,65,00,000/-. For security

particulars refer Note 5.2 (b), (c), (d) and (e).

5.6 (a) Carbon Credit Term Loan from IDBI Bank Limited carries an interest of 16.50% per annum, repayable in one

bullet installment on July 01, 2013 and is secured by:

(b) Exclusive first charge on the carbon credits / receivables from sale of carbon credits, escrow account to be

opened with IDBI Bank for receipt of proceeds from sale of carbon credits. Undertaking by the subsidiary

companies to create a first charge on all fixed and current assets of the subsidiary companies ranking paripassu

with other lenders in the event of currency of the loan extending beyond July 01, 2013.




( c) Collateral security to the extent of Rs.6,67,50,000/- by way of (1) Personal guarantees of Dr. S.M. Manepalli

and Mr. M. Seshavatharam, directors of the subsidiary MSM Energy Limited (MSMEL) and Mrs. M. Sunitha

and Mrs. M. Mangatayaru relatives of directors. (2) Pledge of 20% of the equity shares of MSMEL held by the

promoters of the Company “Suryachakra Global Enviro Power Limited”. (3) Extension of pledge of the Equity

shares of MSMEL pledged for securing the term loans availed from SBH, SBI and IDBI Bank Limited by

MSMEL.

(d) Collateral security to the extent of Rs.2,29,47,685/- by way of (1) mortgage of 50.425 acres of fish culture

ponds situated at Guttinadeevi Village, Near Yanam, East Godavari District, Andhra Pradesh belonging to the

promoters of SAAIL, a subsidiary of the Company. (2) Pledge of 25% of the equity shares of SAAIL held by the

promoter company “Suryachakra Global Enviro Power Limited” (SGEPL) and exclusive pledge of 50,000 equity

shares of the Company (SPCL) held by promoters. (3) Personal guarantees of Dr. S.M. Manepalli and

Mr. M. Seshavatharam, directors of SAAIL and Mrs. M. Sunitha and Mrs. M. Mangatayaru relatives of directors.

e) Collateral security to the extent of Rs.1,35,22,094 by way of (1) mortgage of 50.425 acres of fish culture ponds

situated at Guttinadeevi Village, Near Yanam, East Godavari District, Andhra Pradesh belonging to the promoters

of SGEPL. (2) Pledge of 25% of the equity shares of SGEPL held by the promoters of SGEPL and exclusive

pledge of 50,000 equity shares of SPCL held by the promoters. (3) Personal guarantees of Dr. S.M. Manepalli

director of the company and Mr. M. Seshavatharam, Mrs. M. Sunitha and Mrs. M. Mangatayaru relatives of

director. Further, an undertaking by SPCL, the Promoters of the Company that the shares held by it will not be

disposed off during the tenure of CER loan.

5.7 (a) Term loan from Indiabulls Housing Finance Limited ( Formerly known as Indiabulls Financial Services Limited

carries an interest of 17.50% per annum and is repayable in ninety (90) equated monthly instalments.

(b) Term loan to the extent of Rs.49,74,05,552/- is secured by first charge by way of equitable mortgage on the fixed

assets of the 9.8 MW bio mass based power plant located at Khajuri village, Balodo bazar, District Raipur,

Chhattisgarh, along with equitable mortgage of the land on which the above plant is situated.

( c) Term loan to the extent of Rs.49,96,60,208 is secured by first charge by way of equitable mortgage on the fixed

assets of the 9.8 MW bio mass based power plant located at Khajuri village, Balodo bazar, District Raipur,

Chhattisgarh, along with equitable mortgage of the land on which the above plant is situated.

(d) Hypothecation on (a) the power purchase agreement entered into between the borrower and the Chhattisgarh

State Power Distribution Company Limited (CPDCL) (b) the escrow agreement and the designated escrow

account opened with the designated bank of the lenders, to which the entire receivables from the sale of power

to CPDCL shall be deposited.

(e) Pledge of 25% share capital of the subsidiaries SAAIL and SGEPL free from encumbrances and charges.




(f) Personal guarantee of the promoter directors Dr. S.M. Manepalli and Mr. M. Seshavatharam.

5.8 (a) Term loan form SREI Equipment Finance Private Limited carries an interest of 19.5% per annum. The loan

outstanding as on the date of the balance sheet has fallen due for repayment.

(b) Term loan from SREI Equipment Finance Private Limited is secured by:

First charge on all moveable and immovable assets, present and future of the company in favour of SREI on a

pari-passu basis with SBI. Assignment in favour of SREI, SBI on a pari-passu basis, of all rights titles and

interests of the company in, to and under all assets of the project and all projects documents, insurance policies,

permits/approval etc, to which the company is a party and all other contracts relating to project. Pari-passu first

charges on company’s all the accounts including but not limited to Trust and Retention Account and the Debt-

Service Letter of Credit / Reserve Account. The Equity Shares held by promoters in the project company (minimium

51%) shall be pledged to SREI and SBI on a pari-passu basis.

(c) Non-disposal undertaking by Caterpillar and BSES for not disposing off their respective equity shares of SPCL

during the currency of the credit facilities sanctioned to SPCL without the written consent of SREI and SBI.

5.9 Loan from Bunge Emissions Fund Limited is secured by corporate guarantee, provided by the Company for a sum of

Euro 1.00 million. This loan automatically gets adjusted against sale of CER’s by the subsidiary SGEPL to the

Lender.

5.10 The company has defaulted in repayment of loans and interest to banks as given below:




As at As At

March’ 31, 2013 30 June 2012

Bank Name of Dues Period of Amount Period of Amount

State Bank of India Principal Feb’ 13 to March’ 13 6,820,000 Feb’12 to June’12 15,112,500

Kolkata) Working

Capital term loan Interest March’13 2,753,612 June’12 2,709,158

State Bank of India Principal July, 2011 to Mar, 2013 47,168,000 July, 2011 to Mar, 2012 20,168,000

Interest July, 2011 to Mar, 2013 74,444,933 July, 2011 to Mar, 2012 29,901,807

State Bank of Principal July 2011 to Mar, 2013 46,406,792 July,2011 to Mar, 2012 20,006,792Hyderabad

Interest Sep, 2011 to Mar, 2013 50,078,582 Sep. 2011 to Mar, 2012 17,720,188

SBH- Parbani Principal July, 2011 to Mar, 2013 23,203,396 July, 2011 to Mar, 2012 10,003,396

Interest Sep, 2011 to Mar, 2013 25,058,672 Sep, 2011 to Mar, 2012 8,873,330

SBI-Parbani Principal July, 2011 to Mar, 2013 23,584,000 July, 2011 to Mar, 2012 10,084,000

Interest July, 2011 to Mar, 2013 37,538,661 July, 2011 to Mar, 2012 15,051, 061

Syndicate Bank Principal Dec 11 to Mar,13 263,100.000 Dec,11 &Mar, 12 19,488,889

Interest Dec 11 to Mar, 13 97,670,378 Dec, 11 & Mar,12 38,544,504

IDBI - Term Loan Principal Aug, 2011 to Mar, 2013 45,284,700 Aug, 2011 to Mar, 12 17,984,700

Interest July, 2011 to Mar, 2013 53,369,937 July, 2011 to Mar,12 21,143,609

IDBI - Carbon Credit Interest July, 2011 to Mar, 13 22,357,128 July, 2011 to Mar, 12 8,826,698November, 2012 294,072 - -December, 2012 329,276 - -

January, 2013 329,546 Januay, 2012 324,672February, 2013 294,829 Feburary, 2012 315,455March, 2013 330,911 March, 2012 335,411

Nov, 2012 to Mar, 13 955,151IDBI - Cash Credit Principal Aug, 2011 to Mar, 2013 87,253,005 Aug, 2011 to Mar, 12 87,253,005

Interest Nov, 2011 to Mar, 2013 25,140,922 Nov, 2011 to Mar, 2012 6,806,516OthersSREI Equipment Principal July, 11 to Mar, 13 29,086,304 July, 11 to June, 12 29,086,304Finance PrivateLimited April, 12 to Mar, 13 6,005,017 April, 12 to June, 12 1,272,665

Indiabulls Housing Principal - - -Finance Limited

Intereset December, 2012 3,629,303 - -January, 2013 7,226,462 - -Februray,2013 7,253,831March, 2013 7,253,831 - -




Note - 6 Aas at As atOther Long Term Liabilities March 31, 2013 June 30, 2012

Other Payables 16,039,830 16,039,830

Total 16,039,830 16,039,830

Note -7 Aas at As atLong Term Provisions March 31, 2013 June 30, 2012

(a) Provision for employee benefits

Provision for Leave Encashment 364,238 351,630Provision for Gratuity Liability 1,803,642 1,750,135

(b) Provision - others 2,313,446 2,313,446

Total 4,481,326 4,415,211

Note -8 Aas at As atShort Term Borrowings March 31, 2013 June 30, 2012

Secured

From Bank

(a) Loans repayable on demand

(i) State Bank of India - Cash credit (Refer Note 8.1) 63,685,128 66,724,039

(ii) IDBI Bank - cash credit ( Refer Note 8.2) 87,253,005 94,059,521

(iii) Syndicate Bank - overdraft ( Refer Note 8.3) 80,000.000 80,000,000

(b) Vehicle Loan

(i) HDFC Car Loan ( Refer Note 8.4) - 1,477,535

Unsecured

From Others

(a) Deposits

(i) Inter - corporate deposits 113,600,000 118,600,000

(b) Other loans and advances

(i) Working capital loand from SBI Global Falcltors Limited 256,979,169 256,979,169

(Formerly Global Trade Finance Limited)

(ii) Dr. Managing Director 6,250,000 -

(iii) Others 269,000 226,545

Total 608,036,302 618,066,809

8.1 Cash credit from State Bank of India is secured by exclusive first charge on the entire current assets of the companyboth present and future; assignment of LC from Andaman and Nicobar Administration and colateral security onsecond charge on all fixed assets of the company

8.2 Cash credit from IDBI Bank Limited carries an interest of 14% per annum and is secured by first charge on entirecurrent assets and second charge on the entire fixed assets of step down subsidiary “M.S.M Energy Limited” bothpresent and future located at Borwand village, Parbhani and Kolhapur village and Amaravati district in the State ofMaharastra and personal guarantees of Dr. S M Manepalli and Shri M. Seshavataram, directors of the companyand Smt M. Sunita and Smt. M. Mangatayaru, relatives of the directors.




8.3 Overdraft from Syndicated carries an interest of 19% per annum and is secured by hypothecation of stocks andbook debts, second charge on the fixed assets of step down subsidiary “Sri Panchajanya Power Private Limited(SPPPL) and collateral security by way of first charge on lands situated at Beeramguda, Ameenpur Village, MedakDistrict belonging to directors of SPPL and their relatives and pledge of 47,34,000 equity shares of SPPPL held bythe company and 29,10,000 equity shares of the company. Personal guarantees of Dr. S M Manepalli, director ofSPPPL, Sri M. Seshavatharam and Smt. M. Mangatayaru, the relatives of Dr. S. M. Manepalli.

8.4 Vehicle loans are secured by hypothecation of assets acquired out of such loans.

8.5 The company has defaulted in repayment of loans and interest in respect of the following:

As at As AtMarch’ 31, 2013 30 June 2012

Particulars Period of Amount Period of Amount

Default Default

Loans repayable on demand from

banks

Principal Aug’ 11 to Mar’ 13 167,253,005 Aug’ 11 to Mar’12 167,253,005

Interest 1-4 years 150,345,568 1-3 years 64,370,949

Deposits from others

Principal 15 months 113,600,000 8 Months 118,600,000

Interest 4 years 28,480,090 3 Years 27,755,314

Other loans and advances

Principal 4 years 256,979,169 3 years 256,979,169

Interest 4 years 94,710,901 3 years 54,437,019

Note - 9 Aas at As atTrade Payables March 31, 2013 June 30, 2012

Other Acceptances 216,309,608 131,961,302

Total 216,309,608 131,961,302

Note - 10 Aas at As atOther Current Liabilities March 31, 2013 June 30, 2012

Current maturities of long term borrowings ( Refer Note 5) 783,618,837 295,623,658

Interest accred and due on term loan 489,357,201 205,774,645

Interest accured but not due on term loan 3,743,913 -

Interest accured and due on overdraft 55,634,667 9,933,930

Unclaimed share applicaion money# 150,380 150,380

Other Payables

Statutory remittance (contribution to PF, withholding taxes, etc) 12,724,087 12,668,827

Payable for capital goods 107,559,017 76,839,083

Advance from customers 20,000,000 20,000,000

Other payables 23,787,830 69,307,696

Total 1,496,575,932 690,298,219



SURYACHAKRA POWER CORPORATION LIMITED N

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Note - 11 Aas at As atShort-term provision March 31, 2013 June 30, 2012

Provision from income tax (net of advance tax of Rs. 1,05,59,802) - 7,598,566(31.03.2011: Rs.22,70,535)

Total - 7,598,566

Note -13 As at As AtNon Current Investment March’ 31, 2013 30 June 2012

(Trade, unquoted - Long term, at cost) Number Amount Number Amount

Investment in equity instruments of Rs.10/-fully paidSuryachakra Power Venture Private Limited 15,940 159,400 15,940 159,400

Total 159,400 159,400

Note - 14 As at As atLong Term Loans and Advances March 31, 2013 June 30, 2012

Capital Advance


Doubtful 540,286,458 548,709,809

648,951,653 4,665,000

Less: Provision for doubtful advances 540,286,458 548,709,809

Sub-total 108,665,195 4,665,000

Security Deposits


Mat Credit Entitlement


Other Loans and advances

Unsecured, considered good

Related parties (Refer Note 43) 63,467,518 63,351,460

Others 1,069,871,000 1,069,871,000

Advance incometax(net of provisions Rs.98,69,101

(30.06.2012:Rs.98,69,101) 690,701 -

Total 1,256,671,229 1,152,206,699

Note - 15 As at As atOther Non Current Assets March 31, 2013 June 30, 2012

Interest accrued on amonts withheld by Andaman andNicobar Administration (Refer Note 28) 27,574,329 127,574,329

Total 127,574,329 127,574,329




Note - 16 As at As atInventories March 31, 2013 June 30, 2012

Raw Materials and components 33,670,038 40,411,498 Stores and spares 45,102,777 43,991,837 Total 78,772,815 84,403,335

Note - 17 As at As atTrade Receivables March 31, 2013 June 30, 2012Trade receivables outstanding for a period less than six monthsfrom the date they are due for payment (Refer Note 30)Unsecured, considered good 180,009,442 412,719,473Doubtful 37,850,636 37,850,636

217,860,078 450,570,109Less: Provision for doubtful debts 37,850,636 37,850,636

180,009,442 412,719,473Other trade receivables 138,472,241 211,077Unsecured, considered good Total 318,481,683 412,930,550

Note - 18 As at As atCash and cash equivalents March 31, 2013 June 30, 2012

Cash on hand 1,087,678 838,655Balances with banks in current account 1,766,620 6,363,863in earmarked accounts1

1Share application money recived for allotment of securities,due for refund 150,380 150,380

Total 3,004,678 7,352,899

1Represents the portion of oversubscribed share application money, received during the public offer in July 2007,refundable to the applicantsNote - 19 As at As atShort-term loans and advances March 31, 2013 June 30, 2012Loans and advances to employees

Unsecured, considered good 274,926 186,381Prepaid expenses

Unsecured, considered good 7,447,816 7,265,482Other loans and advances

Advance to suppliers and others 32,768,169 8,663,035Unsecured, considered good

Advances recoverable in cash or in kind or for value to be receivedUnsecured, considered good 22,415,591 39,589,482Doubtful 56,794,092 56,794,092

119,700,594 112,498,472Less: Provision for doubtful advances (56,794,092) (56,794,092)

Total 62,906,502 55,704,380




Particulars Year ended Year endedNote - 20 March 31, 2013 June 30, 2012

Revenue from operationsSale of electricity (Refer Note 28) 1,106,348,450 1,881,463,710Less: Rebate and other deduction 2,893,610 5,745,952

1,103,454,840 1,875,717,758Other operating revenueSale of Raw Material - 608,795Sale of ash 101,115 16,715Sale of scrap 1,122,172 1,865,028

1,223,287 2,490,538

Total 1,104,678,127 1,878,208,296

Note - 21Other IncomeInterest on deposits 213,225 407,656Interest subsidy received from District Industries Center, Raipur - 6,987,500Interest received from Chattisgarh State Electricity Board - 69,246Profit on sale of fixed assets 75,314 92,000Provisions no longer required written back 8,423,351 -Miscellaneous income 168,449 567

Total 8,880,339 7,556,969

Note - 22Cost of materials consumedHSD 856,317,436 1,550,275,288Lube oil 26,146,734 40,573,006Biomass material 86,952,815 27,266,335Coal 10,501,190 7,717,448

Total 979,918,175 1,625,832,077Biomass material consumed comprises of:Rice Husks 86,952,815 4,242,050Redgram - 4,745,931cotton stalk - 18,278,354Note-23Operation and maintenance expense

Power & Fuel 6,128,850 9,281,641Plant expenses 30,789,695 41,508,100Consumption of stores and spares 64,141,813 10,229,689Refurbishment expenses - 16,432,484

Total 101,060,358 77,451,914Note - 24Employee Benefits Expense Salaries and wages 14,814,555 27,661,027 Contribution to Provident fund and other fund 626,588 1,252,981 Staff welfare expenses 746,616 539,760

Total 16,187,759 29,453,768




Particulars Year ended Year endedMarch 31, 2013 June 30, 2012

Note - 25

Finance costsInterest on term loan 369,788,608 302,033,306Interest on working capital loan 25,645,081 57,552,389Interest on short term borrowings 62,586,847 106,680,457Interest on vehicle loan and others 129,268 831,731Bank Charges 816,720 4,785,460 Total 458,966,524 471,883,343Note - 26Other expenses Insurance 4,864,614 8,893,073Rates & taxes 941,786 1,435,094Legal & Professional Fees 7,495,403 4,810,763Loss on Stock (Refer Note 35) 9,320,365 90,343,726Telephone & Internet Charges 777,488 1,242,776Travelling Expenses 3,875,597 6,652,267Rent 180,000 334,005Printing & Stationery 688,284 852,165Directors Sitting Fees 80,990 202,000Vehicle Maintenance 747,460 1,020,301Repairs & Maintenance

- Plant & Machinery 3,857,677 1,121,496 - Building - 256,969 - Others 3,544,529 2,315,577Office Maintenance 324,656 472,219Auditors Remuneration - Audit Fees 1,754,267 1,727,009Company Professional Tax 15,000 -Provision for doubtful advances (Refer Note 36) - 605,503,901CERs receivable written of (Refer Note 34) - 85,954,733Loss on sale of assets 1,985,119 101,409Miscellaneous Expenses 2,222,299 4,044,978 Total 42,675,534 817,284,460Note - 27Contingent liabilities and commitments (to the extent not provided for)(i) Contingent liabilities(a) Claims against the company not acknowledged as debt

- Liquidated damages for delay in commencement of commercial operations 31,570,000 31,570,000- Energy charges demanded by Maharashtra State Electricity Distribution Company Limited 11,451,026 11,451,026

(b ) Corporate guarantee given to Bunge EmissionsFund Limited against the loanprovided to Suryachakra Global Enviro Power Limited,a subsidiary of the company. 70,908,000 70,908,000

(ii) CommitmentsEstimated amount of contracts remaining to be executed oncapital account and not provided for 678,225,521 653,809,892




Note - 28 : Revenue from A & N Administration

(i) The Company’s revenue from sale of electricity to Andaman and Nicobar (A&N) Administration is based on the

Power Purchase agreement (PPA) entered into with the A&N Administration . The PPA is for a period of 15 years

and contains a set of pre-defined formulae for calculation of the revenue to be billed on a monthly basis. Such

billings as per terms of the PPA include a fixed charge payment, a variable charge payment, incentive payment,

foreign exchange adjustment and change-in-law adjustment.

(ii) The Company for the purpose of determining the fixed charge monthly billings, invoices the A & N Administration

based on the capital cost as envisaged in the PPA. Pending final confirmation of actual capital expenditure, no

adjustment is made to the revenue. Such adjustments, if any will be made in the period in which the amount becomes

determinable and is confirmed by the A & N Administration.

(iii) Revenues for the year ended March 31, 2013 include an amount of Rs.5,25,87,325 (Previous year: Rs.10,13,89,890)

billed by the company as variable charge payment under the PPA, which has been rejected / withheld by the A & N

Administration on the grounds of the technical interpretation of the formulae for computation of such charges. The

Company also has receivables amounting to Rs.12,64,33,026/- as at March 31, 2013 (Previous year: Rs. 17,76,78,168)

on account of such rejections/ withheld. Further, upto March 31, 2011, the Company has accrued interest on such

unpaid invoices. Total interest accrued on such disagreements and included in the total receivables as at March

31, 2013 amounts to Rs. 12,75,74,329 (Previous year: Rs. 12,75,74,329).

(iv) The Company believes that the amounts billed including interest thereon are recoverable based on the interpretation

that can be inferred from the formulae contained in the PPA.

Note - 29

The Syndicate Bank has issued a Demand Notice dated June 07, 2012 to Sri Panchajanya Power Private Limited (SPPL),

a step-down subsidiary of the Company, and its Guarantors under Section 13(2) of The Securitisation and Reconstruction

of Financial Assets and Enforcement of Security Interest Act, 2002 (SARFAESI Act, 2002) stating that as the SPPL has

defaulted in repayment of liabilities, the credit facility granted by the bank has been classified as Non-Performing Asset

and has called upon the company and the sureties to repay the entire liability along with interest and costs thereon within

a period of sixty (60) days from the date of the notice, failing which, the bank will exercise the powers under Section 13

of the SARFAESI Act, 2002 against the secured assets. As the Company did not discharge the liability within the said

period the bank has issued a Possession Notice dated October 10, 2012 under the said act taking over the possession of the

following properties furnished as security to the Bank:

(a) Industrial Plot bearing No. C-9 Maharastra Industrial Development Corporation Hingoli Industrial Area Limbala

admeasuring 335612 Sq. Mts.

(b) Plant and Machinery, Equipment and other Assets

(c) Other Fixed Assets.

Consequently the term loan outstanding as on March 31, 2013 including interest accrued and due thereon have been

classified as “Current” and disclosed under “Other Current Liabilities” as on March 31, 2013.




The Company has filed a petition before the Debts Recovery Tribunal, at Hyderabad, Andhra Pradesh against the said

demand notice from the bank praying for declaring the Possession Notice dated 10.10.2012 issued by the bank under the

SARFAESI Act, 2002 as null and void and to set aside all the measures initiated by the Bank under the SARFAESI Act.

Note - 30 : Trade Receivables

Trade receivables include an amount of Rs.8,36,43,243/- relating to coal trtading activity which has been discontinued.

Management is continuously and regulatrly pursuing with the respective debtors and is confident of recovering the balance

amount. However, as a measure of prudence a provision of Rs.3,78,50,636/- was made towards doubtful receivables in

the year ended June 30, 2012.

Note - 31 : Exceptional Items

MSM Energy Limited had started 10 MW biomass based power plant at Amaravati Dist., in earlier years. Due to financial

liquidity problems, the company was not in a position to complete the said project in near future. Hence, the interest and

other preoperative expenses incurred on this project up to March 31, 2011 and treated as capital work in progress was

charged off to Statement of Profit and Loss as an exceptional Item in the financial year 2011-12.

Note - 32 : Suryachakra Global Enviro Power Ltd (SGEPL):

SGEPL along with its wholly ownedsubsidiaries is engaged in generation and sale of power. SGEPL and its subsidiaries

have incurred substantial losses and the net worth of the respective companies has been fully eroded. In view of high input

cost, the power plants of these companies have been closed for substantial period during the financial year 2011-12 and

during 12 - 13, except for one plant all other plants were inoperative. During March’12, the electricity distribution

companies of respective power plants had increased the tariff for the power generated and exported. In view of such

upward revision in the tariff , the management expected that the plants can be operated profitably and commenced the

process of recommissioning the plants. However, due to liquidity crunch, the recommissioning process could not be

completed. Management is making efforts to resolve the liqidity crunch and commence the operations at the earliest. The

management is confident that all these companies will be revived and generate adequate profits and cash flows to meet the

respective financials obligations. Management is also of the opinion that there would not be any impairment and all the

plants would realise more than the carrying value of the assets as at the reporting period. However as a measure of

prudence, the company, diuring the year ended June 30, 2012, had made a provision of Rs. 13,90,98,212/- towards

doubtful advances.

Note - 33 : Suryachakra Global Ventures Ltd (SGVL):

SGVL is a wholly owned subsidiary of the company incorporated in Honkong under Companies Ordinance. The Company

has decided to acquire through SGVL coal mines for captive use by other subsidiaries. During the year ended June 30,

2012, the company advanced an amount of Rs.85,01,25,542/- (USD 1,90,00,000) to SGVL, out of the proceeds of the

GDRs issue. SGVL has entered an into an MOU with Symphony Trading and Investments Limited (STIL) having offices

in Singapore, Hongkong etc., for acquiring interests in coal mines in Indonesia. STIL is having experience in identifying

and acquiring suitable coal mines for its clients.




Pursuant to the said MOU, SGVL on 28th April’2011, has paid USD 1,90,00,000 as advance to STIL for acquiring

interests in two coal mines from M/s. Surajaya Indelberg in Indonesia. As per MOU, STIL has agreed to return the

advance, if transaction of coal mine acquisition is not successful with in the timelines mutually agreed / extended. Due to

change in the Indonesian policy, the transaction could not be completed.In view of the prevailing uncertain conditions

relating to coal mining activities in Indonesia, the company has called back the advance given to STIL and is making all

effords to recover the advance. During the year, management has intensified the efforts for recovery and has commenced

the negotiations and is also in the process of initiating legal remedies for reocering the advance.

Management is confident of recovery of the advance. Shortfall if any, in recovery will be adjusted in the year of final

settlement. Hence no provision towards doubtful advance has been made.

Note - 34 :

During the year ended March 31, 2011, SGEPL and SAAIL based on an agreement with a customer for sale of units of

Certified Emission reductions (CERs), had recognised revenue from sale of CERs amounting to Rs.8,59,54,733/-. The

management of these companies during the year ended June 30, 2012 reviewed the amount receivable against the said sale

of CERs and in view of some technical problems in obtaining the necessary approvals for such CER units from the

regulatory authorities and the uncertainity of collection of the said CERs in the immediate near future, the amount receivable

against the sale of CERs was writen off in the year 2011-12.

Note - 35 : Loss of Stock

During the year on physical verification of stock of raw material by the subsidiary MSM Energy Limited and Sri Panchajanya

Power Private Limited , raw materials valuing to Rs.93,20,365 ( 30.06.2012: Rs.9,03,43,726) being bio-degradable was

found deteriorated and unsuitable for power generation. Since, these stocks do not have any salvage / scrap value, the

entire deteriorated stocks has been written off.

Note - 36 : Provision for doubtful advances

a) During the early years the SAAIL had advance Rs.23,24,29,142/- to various vendors as capital advances for setting

up of a 20MW Biomass based power project at Baloda Bazar Taluq, Raipur District, Chhattisgarh and Rs. 9,04,77,165/

- to suppliers of biomass fuels. Due to steep increase in raw materials prices these traders suffered losses. Due to

financial liquidity problems, SAAIL could not pursue the said project and also could not meet it’s further commitments.

The company at present, is not in a position to complete the said project. The vendors also are facing financial

liquidity problems. As these advances were long outstanding and doubtful of recovery a provision towards dubtful

advances aggreagating to Rs. 32,29,06,307/- was made during the year ended June 30, 2012.

b) During the year ended June 30, 2012 MSM Energy Limited reviewed the advances made in the earlier years to

various suppliers in the ordinary course of business for Capital works / equipments. Due to financial liquidity

problems, the company could not meet it’s further commitments relating to such capital works / equipments. Further,

suppliers are also facing financial liquidity problems. As these amounts are long outstanding and their recovery is

doubtful in the immediate near future, as a prudent measures the company created a provision aggregating to

Rs.22,53,91,752/- towards doubtful advances during the year ended June 30, 2012. However, the company continues

to pursue with the parties for recovery of the advances.





c) During the early years the SGEPL had advance Rs.2,39,12,252/- to various vendors as capital advances for major

modifications to the plants and Rs. 3,28,81,840/- to suppliers of biomass fuels. Due to steep increase in raw materials

prices these traders have suffered losses. Due to financial liquidity problems, SGEPL could not pursue the said

project and also could not meet it’s further commitments. The vendors also are facing financial liquidity problems.

As these advances are long outstanding and are doubtful of recovery a provision for dubtful advances aggreagating

to Rs. 5,67,94,092/- was made during the year ended June 30, 2012.

The companies , however, continue to pursue with the parties for recovery of the advances.

Note - 37 :

In view of the unfavourable financial and operational matters, MSM Energy Limited, a step down subsidiary of the

company, has approached Corporate Debt Risk Structuring Cell (CDR Cell) for restructuring the existing term loan and

other financial facilities availed from banks. In response to the said letter, the CDR Cell vide their letters dated December

29th ,2011 and February 3rd, 2012 has communicated that the company’s proposal for the CDR mechanisam has been

admitted for further persual by CDR Cell and for final restructuring report after considering the viwes of the lenders.

Note - 38 :

Capital Work in Progress includes Rs. 3,11,000/- advance for acquiring land at Kaparthi Village, Chintyal Mandal,

Nalgonda District. The land lord has refused to register the land in the name of the SAAIL. The company had filed a suit

in the Court of Second Additional District Judge at Nalgonda for specific performance as per the agreement and deposited

the balance of the purchase consideration of Rs. 1,08,150/- in the court. The Hon’ble Court has given the judgment

directing the vendor to register the land in favor of the Company within six months and draw the balance consideration

amount deposited by the company in the Court. However, the land lord went on appeal in the High Court of Andhra

Pradesh and obtained stay. The company has filed a petition for vacation of the stay which is still pending.

Note - 39 : Notices from SBI Global Factors Ltd:

During the period ended June 30, 2012, M/s. SBI Global Facotrs Limited an unsecured creditor had filed a petition before

the Honourable High Court of Andhra Pradesh for winding up of the company u/s 443 (1) (c) of the Companies Act, 1956.

The Honourable High Court of Andhra Pradesh, had admitted the petition. Company has appealed against the said petition

which is pending for hearing. Company is confident of resolving the matter amicably.

Note - 40

Borrowings (other than those from banks), receivables, loans and advances, advances on capital account and payables are

subject to review / reconciliation / confirmations. Adjustments, if any will be made on completion of such review /

reconciliation / confirmations / identification of doubtful and bad advances.

Note - 41 : Capital reserve and goodwill on consolidation

(a) Suryachakra Global Enviro Power Limited

Capital reserve represents the excess of acquisition price over the interest acquired in the net assets of SGEPL by Climate

Change Investment (CCI) on dilution of SPCL’s equity investment in SGEPL during the financial year ended March 31,

2010. The CCI invested Rs. 40,00,00,000/- and was alloted 22.01 % equity in SGEPL.



(b) Sri Panchajanya Power Private limited (SPPPL)

Goodwill represents the difference between the acquisition price of Rs. 8,39,71,692/-, paid during the financial year

ended March 31, 2010 for acquiring the entire minority interest of 49%, and the net assets of SPPPL as on the date of

acquisition.

Note - 42 : Segment Reporting

The Group’s operations predominantly consists of generation and sale of electricity. The coal trading business has been

discontinued. Hence there are no reportable segments under the Accounting Standard - 17. The Group’s business operations

are primarily concentrated in India. The conditions prevailing in India being uniform, no separate geographical disclosures

are considered necessary.

Note - 43 : Related party transactions

(a) There are no related parties over which the Group has control.

(b) Related parties where significant influence exists and with whom transactions have taken place during the year are

as follows:

(i) Key Management Personnel (KMP) represented on the Board of Directors (including Executive Directors

in subsidiaries and step-down subsidiaries)

- Dr. S. M. Manepalli, Managing Director

- Mr. K Vijay Kumar, Executive Director (w.e.f 15.05.2012)

- Mrs. B.N.Raja Kumari, Executive Director (w.e.f 16.07.2012)

(ii) Enterprises over which Key Managerial Personnel or their relatives have significant influence

- Suryachakra Thermal Energy (Andhra) Private Limited

- Suryachakra Thermal (Chhattisgarh) Private Limited ( till 4 March 2011)

- Suryachakra Thermal (Madhya Pradesh) Private Limited

- Suryachakra Power Venture Private Limited

(iii) Non-executive Directors on the Board

- Mr. P. K.. Bhattarcharjee

- Mr. Mahesh Chand

- Mr. K. Satyanarayana (Executive Director in a subsidiary)

- Mr. V. S. Murthy

- Mr. A Ramesh Kumar

- Mr. M. Seshavatharam (son of Managing Director, resigned w.e.f. 15.05.2012))

(iv) Relatives of Key Managerial Personnel

- Mrs. M. Sunita





A) Following is a summary of related party transactions:


1. Rent Paida) Dr. S. M Manepalli - 982,940

Total - 982,9402. Rent Deposit Refunded by Key Managerial Personnel

a) Dr. S. M Manepalli - 420,000

Total - 420,000

3. Remuneration to Key Management Personnel/ Non-executive directorsa) Dr. S. M Manepalli 2,700,000 4,824,000b) Mr. K Vijay Kumar 781,300 -c) Ms. B N Rajakumari 344,373 -d) K.Satyanrayana 500,000 1,020,000e) Sitting fees to Non-executive directors 58,496 172,000

Total 4,384,169 6,016,000

4. Unsecured loan taken from Key Managerial Personnel (net)a) Dr. S. M Manepalli 6,350,000 -

Total 6,350,000 -5. Unsecured loan repaid to Key Managerial Personnel

a) Dr. S. M Manepalli 195,000 -

Total 195,000 -

6. Refund of share application money by significant interest entitiesa) Suryachakra Thermal Energy (Andhra) Private Limited - 283,288b) Suryachakra Power Venture Private Limited - 50,000

Total 333,288

Particulars



B) Details of outstanding balances of related partiesAs at As at

March 31, 2013 June 30, 20121. Remuneration payable to Key Managerial Personnel /

Non-executive directorsa) Dr. S. M Manepalli 582,200 992,480b) Mr. K Vijay Kumar 330,100 -c) Ms. B N Rajakumari 140,372 -d) K.Satyanrayana 72,400 401,700

Total 1,125,072 992,480

2. Unsecured loan to Enterprises significantlyinfluenced by KMPa) Suryachakra Thermal Energy (Andhra) Private Limited 24,366,204 24,410,146b) Suraychakra Thermal ( Madhya Pradesh) Private Limited 38,101,314 38,021,314c) Suryachakra Power Venture Private Limited 1,000,000 920,000

Total 63,467,518 63,351,4603. Unsecured loan from KMP

(a) Dr. S.M.Manepalli 41,520,000 35,365,000

Total 41,520,000 35,365,0004. Unsecured loan from relatives of KMP

(a) Mrs. M. Sunita 100,000 100,000

Total 100,000 100,0005. Rent payable

(a) Dr. S.M.Manepalli - 982,940

Total - 982,9406. Other payables

(a) Manepalli Sehavarharam 60,000 11,6325

Total 60,000 11,632

Note - 44 Year ended Year endedEarnings per share March 31, 2013 June 30, 2012

Continuing operationsNet profit / (loss) for the year from continuing operations attributableto the equity shareholders (648,929,268) (1,432,600,322)Weighted average number of equity shares considered for computationof basic and diluted earnings per share 149,632,960 144,632,960Par value per share 10 10Earnings per share from continuing operations - Basic and Diluted (4.34) (9.91)Total operationsNet profit / (loss) for the year from total operations attributable to the equity shareholders (648,929,268) (1,469,181,774)Weighted average number of equity shares considered for computation of basic and diluted earnings per share 149,632,960 144,632,960Par value per share 10 10Earnings per share - Basic and Diluted (4.34) (10.16)

Note - 45Deferred taxesThe Company, its subsidiary and step down subsidiaries enjoy the tax holiday under section 80-IA of Income Tax Act,1961. Based on the assessment carried out by the Company of timing differences as on March 31, 2013, the Companybelieves that such timing differences will reverse within the tax holiday period. Accordingly, no deferred tax has beenrecognised in the consolidated financial statements of the Group as on March 31, 2013.


Particulars




Note - 46Discontinuing operationsThe SPCL’s Board of Directors at their meeting held on 29 October 2009 had approved to discontinue the coal tradingbusiness. Accordingly the coal trading business was discontinued w.e.f. June 30, 2011. The results of discontinuedbusiness until the date of discontinuation were as under:


Amount AmountIncomeSale of traded goods

- 268,350,000

Total - 268,350,000ExpenditureCost of goods sold - 257,425,000Personnel cost - -Administrative and other expenses - 1,511,780Provision for Doubtful debts - 37,850,636Depreciation - 302,613Interest expense - 7,841,423

Total - 304,931,452

Profit before tax - (36,581,452)Provision for taxes -- Current tax expense - -- MAT credit entitlement - -Profit after tax - (36,581,452)

The carrying value of the assets and liabilities of the discontinuing operations are as follows:


Fixed assets (Gross block, less accumulated depreciation)Sundry debtors (Net of provision for doubtful advances 1,927,536 2,136,041Rs.3,78,50,636 ( As at 31.06.2012: Rs.3,78,50,636) 45,792,607 145,403,876Total assets 47,720,143 147,539,917Less:Current liabilities 23,248,714 24,061,425

Total liabilities 23,248,714 24,061,425Net assets 24,471,429 123,478,492

1 Tax on profit on discontinuing operations for the year ended March 31, 2011 has been computed under the provisionsapplicable for computing Minimum Alternate tax (MAT), as the tax on the total income of the Company has been computedon this basis.Cash flow attributable to discontinued operation are as follows:


Net cash from /(used in) operating activities - 68,127,071Net cash from /(used in) investing activities - -Net cash from /(used in) financing activities - (76,306,960)Net increase/ (decrease) in cash and cash equivalents - (8,179,889)

Particulars

Particulars



Note - 47 Previous figures have been recasted/ restated to conform to the current classification









Statement pursuant to the direction of the Ministry of Corporate Affairs u/s 212(8) of the Companies Act, 1956 videGeneral Circular No. 2 / 2011 dated February 08, 2011 about the financial information of the Subsidiary Companies asat March 31, 2013

(in Rs.)

Name of the Suryachakra South Asian M.S.M. Sri Panchajanya Suryachakra Energy SuryachakraSubsidiary Global Enviro Agro Energy Ltd Power Pv Ltd. (Chattisgarh) Pvt. Ltd. Global Ventures

Power Ltd. Industries Ltd Ltd., HK*

Issued and 627,079,770 120,205,000 342,600,000 157,800,000 20,000.000 6SubscribedShare Capital

Reserves (1,132,078,831) (639,820,712) (714,546,756) (251,142,940) 336,707,469 (3,135,511)

Total assets 521,266,151 543,201,926 778,189,390 523,165,127 455,987,787 1,070,056,508

Total Liabilities 521,266,151 543,201,926 778,189,390 523,165,127 455,987,787 1,070,056,508

Investments --- --- --- --- --- ---(excludinginvestmentsin subsidiaries)

Turnover ---- 93,113,661 ----- --- ---- ---

Profit / (Loss) (119,120,168) (141,308,742) (180,383,477) (114,760,029) (48,692) (142,126)beforetaxation

Taxation ---- ---- ---- ----- ----- ----

Profit / (Loss) (119,120,168) (141,308,742) (180,383,477) (114,760,029) (48,692) (142,126)aftertaxation

Proposeddividend ----- ----- ----- ----- ----- -----

Note:

The Annual Accounts of the subsidiary companies and the detailed information will be made available to the investors ofholding and subsidiary companies on seeking such information at any point of time. The Annual Accounts of thesubsidiary companies will also be kept for inspection by any investor in its head office and that of the subsidiarycompanies concerned. The Company shall furnish a hard copy of accounts of subsidiaries to any shareholder ondemand.

SURYACHAKRA POWER CORPORATION LIMITED Regd. Office: Suryachakra House, Plot No.304-L-III, Road No.78, Jubilee Hills, Hyderabad - 500 096.

SURYACHAKRA POWER CORPORATION LIMITED Regd. Office: Suryachakra House, Plot No.304-L-III, Road No.78, Jubilee Hills, Hyderabad - 500 096

ATTENDANCE SLIP

18TH ANNUAL GENERAL MEETING

30th day of September, 2013 at 10.00 A.M.

PROXY FORM

Notes: 1. The proxy form to be effective should be duly completed in all respects and signed across the revenue stamp. 2. The proxy form must be deposited at the Registered Office not less than 48 hours before the time fixed for holding the meeting. 3. A proxy need not be a member of the Company.

Affix Revenue Stamp

Signature of the Member(s)

1. Regd. Folio No. :

2. Client ID No. :

3. DP ID No. :

4. No. Of shares held :

5. Name of the Member/ Proxy :

I am a member/proxy of the Company. I hereby record my presence at the 18th Annual General Meeting of the members of the Company at

Adda Function Hall, H.No.No.2-22-298/1/ 186-187, IVth Floor, Padmavathi Plaza, Bhagyanagar Colony, Opp. KPHB, Kukatpally,

Hyderabad - 500 072.

Signature of the Member / Proxy

Note :Please complete and sign this attendance slip and hand it over at the entrance of the hall.

Regd. Folio No. ______________________________________ Client ID No._____________________________________________

No. of shares held ______________________________________ DP ID No.______________________________________________

I/We ________________________________________________________________________________________________________

of ____________________________________________________ in the District of ________________________________________

_________________________________________________________________________________________ being the Member(s) of

Suryachakra Power Corporation Limited hereby appoint Mr./Ms. ______________________________________________________ of

________________________________________________________ in the District of ______________________________________

or failing him/her appoint Mr./Ms. ______________________________ of ___________________ in the District of ______________

as my/our proxy to attend and vote for me/us and on my/our behalf at the 18th Annual General Meeting of the members of the

Company to be held on 30th day of September, 2013 at 10.00 A.M. and at any adjournment thereof.

Signed this _____________________________________________ day of September, 2013.

ANNUAL REPORT 2012-13


98

Book - Post Printed Matter

If Undelivered please return to : Suryachakra Power Corporation LimitedRegd. Office : Suryachakra House, Plot No. 304-L-III, Road No.78,Jubilee Hills, Hyderabad - 500 096Tel No. : 040-3082 3000; Fax No. : 040 - 2354 1339, Website : www.suryachakra.in; E-mail : [email protected]

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