B. PUrUSllO t m & ell., CHARTERED ACCOUNTANTS

Transcription

1 B. PUrUSllO t m & ell., CHARTERED ACCOUNTANTS AUDITOR'S REPORT To The Members of GMR AIRPORTS HOLDING LTD. 1) We have audited the attached Balance Sheet of GMR AIRPORTS HOLDING LTD (formerly known as GVL Investments Private Limited) as at 31 st March, 2011, and also the Profit and Loss Account and cash flow statement for the year ended 'on that date annexed thereto. These financial Statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit. 2) We conducted our audit in accordance with the auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the ' overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. 3) As required by the Companies (Auditor's Report) order, 2003 issued by the Central Government of India in terms of Subsect ion (4A) of Section 227 of the companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order. 4) Further to our comments in the Anne xure referred to above, we report that: i) We have obtained all the information and explanations, which to the best of our. knowledge and beliefwere necessary for the purposes ofour audit; ii) In our opinion, proper books of account as required by law have been kept by the company so far as appears from our examination of those books; Flat No.3D, "PIONEE R HOMES", 23/A, North Boag Road, T. Nagar, Chennai Phone : , , bpcchennai@gmail.com Fax :

2 B. PuruslJottlJm & co; Continuation Sheet No. CHARTERED ACCOUNTANTS iii) iv) The Balance Sheet,Profit and Loss account and Cash Flow Statement dealt with by this report are in agreement with the books ofaccount; In our opinion, the Balance Sheet, Profit and Loss account and Cash Flow Statement dealt with by this report comply with the accounting standards referred to in subsection (3C) of section 21] of the Companies act, 1956; v) On the basis of written representations received from the directors, of the company as at 3 l" March 2011 and taken on record by the board of directors, we report that none of the directors are disqualified as on 31st March 20 II from being appointed as director in terms of clause (g) of sub section (1) of section 274 of the companies act, 1956; vi) In our opinion and to the best of our information and according to the explanations given to us, the said accounts together with its notes and Accounting Polices give the information required by the companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India; a) In the case of the Balance Sheet, of the state of affairs of the company as at 31st March 20I I and b) In the case of the Profit and Loss Account, of the Profit for the year ended on that date. c) In the case of the cash flow statements of cash flows of the company for the year ended on that date Place: Delhi. Date: 09/05/2011 For II. ' URUSHOTTAM & CO. Chartered Accountants ~eg No. 002t08S K.V.N.~~:ORE ~artn.r M. No. 2&973 4

3 B. Purushottaln & co; CHARTEREDACCOUNTANTS Continuation Sheet ANNEXURE TO THE AUDITOR'S REPORT REFERRED TO IN PARAGRAPH 3 OF OUR REPORT OF EVEN DATE i) a) The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets. b) The fixed assets of the company have been physically verified by the management during the year and no material discrepancies were noticed on verification. c) During the year the company has not disposed off any of fixed assets ii) The Company does not carry any inventories. Hence reporting under clause ii (a) to ii (c) does not arise for the year under report. iii) a) The Company has granted unsecured loan to two Companies covered in the register maintained under section 30 I of the Companies Act, The maximum amount involved during the year was crores and the yearend balance of loan granted to such company was. b) In our opinion, the rate of interest and other terms and conditions of such loan was not prima facie, prejudicial to the interest of the company. d) The party has repaid the princ ipal amount as stipulated and also regular In the payment of interest to the company. e) There is no overdue amount in respect of loan granted to the above company. 1) The company had not take n loan from companies, Firms or other parties covered in the register maintained under section 301 of the companies Act,1956 and hence clause iii(f) and iii(g) are not applicable iv) In ou r op inion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchase and sale of the shares and services. During the course of our audit, we have not observed any instances of major weaknesses in internal controls.

4 B. PurushottJIm & Co., CHARTERED ACCOUNTANTS Continuation Sheet No "..".. v) (a) In our opinion and according to the information and explanation given to us, the transactions that need to be entered into the register in pursuance of Section 301 of the Companies Act, 1956 have been so entered. (b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under section 301 of the Companies Act, 1956 and exceeding the value of rupees five lakhs in respect of any party during the year have been made at prices which are reasonable having regard to prevailing market prices at the relevant time. vi) vii) viii) ix) The Company has not accepted any Fixed Deposits from public with in the meaning of Section 58A and 58AA of the Companies Act, 1956 and the rules framed there under. In our opinion, the Company has an internal audit system commensurate with the size and nature of its business. The Central Government has not prescribed maintenance of cost records under Section 209 (I) (d) of the Companies Act, 1956, for this Company. a)according to the information given to us, and the records of the Company examined by us, in our opinion, the Company is regular in depositing undisputed statutory dues including income tax and other material statutory dues as applicable, with the appropriate authorities, Provident Fund, Investor education and protection Fund, Employee State Insurance Scheme, Sales tax, Customs duty, Wealth Tax, Service tax, Excise duty and Cess are not applicable to the Company for the year b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, sales tax, wealth tax, service tax, customs duty and excise duty were in arrears. as at 31 st March 201 I for a period of more than six months from the date they become payable. c)according to the information and explanations given to us, and the records of the Company examined by us, there are no dues of Sales tax, Income tax, Customs duty, Wealth tax, Service tax, Excise duty and Cess which have not been deposited on account of any disputes. x) The Company has no accumulated losses as at March 20 II and it has not incurred any cash losses in the financial year ended on that date, or in the immediately preceding financial year. xi) In our opinion and according to the information and explanation given to us the Company has not borrowed any loans from financial institutions, banks or debenture holders and hence this clause is not applicable. xii)

5 B. Pur ushottam & c«; Continuation Sheet No. CHARTERED ACCOUNTANTS xiii) In our opinion, the Company is not a chit fund or a Nidhi or Mutual Benefit Fund 1 Society. Therefore the provisions of clause 4 (xiii) of the Companies (Auditor's Report) Order, 2003 are not applicable to the Company xiv) xv) xvi) xvii) In our opinion, the Company maintained proper record of transactions, and contracts in respect of trading in securities, debentures and other investments, and timely entries have been made therein. All shares, debentures and other investments have been held by the Company in its own name In our opinion, the terms and conditions on which the Company has given guarantees for loans taken by others from banks or financial institutions are not prejudicial to the interest ofthe Company The Company has not taken any term loans. Therefore the provisions of clause 4 (xvi) of the Companies (Auditor's Report) Order, 2003 are not applicable to the Company According to the information and explanations given to us, and an overall examination of Balance Sheet of the Company, we report that no funds raised on shortterm basis have been used for long term investments xv iii) According to the information and explanations given to us, the Company has not made preferential allotment of shares to part ies and Companies covered in the register maintained under section 301 of the Companies Act, 1956 during the year xix) xx) xxi) According to the information and exp lanations given to us, during the period covered by our audit report, the Company has not issued any debentures The Company has not raised any money by way of public issue during the yea r In our opinion and according to the inform ation and explanations given to us, no fraud on or by the Company ha s been noticed or reported during the year. Place Date : Delhi : 09/05/2011 For B. PURUSHOnAM & CO. Charteri. Accountants Ill.9 No. ot28qfs K.V.N.~HORE Partner M. No

6 Sources of Funds Share Holders' Funds Share Capital Reserves & Surplus Particulars GMR Airports Holding Limited Registered office : Skip House, 25/1, Museum Road, Bangalore Balance Sheet as at March 31, 2011 Schedule Reference 1 2 As at March 31, ,807,634,900 6,917,096,169 12,724,731,070 As at March 31, ,408,694, ,036,502 3,781,731,402 Total 12,724,731,070 3,781,731,402 Application of Funds Fixed Assets Less : Accumulated Depreciation 3 503,800 19, ,066 Investments 4 11,271,554,060 1,901,028,478 Current Assets, Loans & Advances Cash & Bank Balances Other Current Assets Loans & Advances Less : Current Liabilities and Provisions Current Liabilities Provisions Net Current Assets ,480,604,205 21,660,012 79,651,354 1,581,915, ,222, ,222,626 1,452,692, ,648,606 3,240,368 1,512,893,234 1,909,782,208 29,079,284 1,880,702,924 Total 12,724,731,070 3,781,731,402 Accounting Policies & Notes 12 For B Purushottam & Co Chartered Accountants Firm Registration No S For and on behalf of the Board of Directors Sd/ K V N S Kishore Sd/ Sd/ Sd/ Partner Director Director Company Secretary M.No Kiran Kumar Grandhi P. S. Nair Vivek Kumar Place : Delhi Date : May 9, 2011

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8 Income Profit on sale of Investments (Net) Profit on sale of MF (Net) Profit on sale of Govt Securities(Net) Dividend Interest Income Gross [Tax deducted at source Rs 8,194,861 ( Previous Year 1 GMR Airports Holding Limited Registered office : Skip House, 25/1, Museum Road, Bangalore Profit and Loss Account for the Year Ended March 31, 2011 Schedule Year ended Particulars Reference March 31, ,676,106 3,448,043 Year ended March 31, 2010 Rs. 108,329,338 30,750,985 2,842,706 15,497,365 1,922,588)] 82,939,496 80,824,458 Misc Income 33, Wr ite back of provis ion for diminution value of investments 65,394,712 Total 122,097, ,639,579 Exoenditure Administrative & Other Expenses Interest & Finance Charges Depreciation ,836,868 57,889 19,734 Total 20,914,491 63,005,604 1,444,945 64,450,549 Profit Before Tax 101,182, ,189,030 Prov ision for Taxation Current year (net of MAT Credit utilised) 19,481,062 27,200,000 Previous Year 256,461 (7,133,173) Profit after Tax 81,445,110 Surplus Brought forward from previous year 179,286,189 Less : Proposed Dividend 6 Less : Provision for Dividend Distribution Tax 1 Less: Transferred to Capital Redemption Reserve Less : Transferred to Special Reserve (U/S 451Cof RBI Act) 16,289,022 Contingent Proisions against Standard Assets 182,831 Balance carried to Balance Sheet 244,259, ,122, ,988, ,000,000 43,824, ,286,189 Earning per Share basic (Refer note 2(V) of notes to schedule 12) Earning per Share Diluted (Refer note 2(V) of notes to schedule 12) Accounting Policies & Notes 12 The Schedule referred to above form an Integral part of the Profit & Loss Account. This is the Profit & Loss Account referred to in our report of even date. For B Purushottam & Co Chartered Accountants Firm Registration No S For and on behalf of the Board of Directors Sd/ K V N S Kishore Partner M.No Place : Delhi Date : May 9, 2011 Sd/ Director Kiran Kumar Grandhi Sdl Director P.S. Nair Sd/ Company Secretary Vivek Kumar

9 Registered office : Skip House, 25/1, Museum Road, Bangalore Sc he d u I es f orrmna pa rt 0 fbi a ance Sheet as a t Marc h 31, 2011 PARTICULARS SCHEDULE 1 Share Capital Authorised Share Capital Equity Shares of 10/ each Preferance Shares of 1000/ each As at March 31, 2011 As at March 31, ,000,000,000 4,000,000,000 16,000,000,000 20,000,000,000 4,000,000,000 Issued, Subscribed & Paid up Cap ital 350,869,490(Previous year 340,869,490)Fully Paid up Equity Shares of RS.10/ each ( Out of the above, 340,869,309 Equity Shares held by the Holding Company, GMR Infrastructure Ltd ) (Out of the above shares 329,873,700 Nos allotted as fully paid up were alloted during the year ended March 31, 2010,by way of bonus shares by capitalising free reserves of the company) 2,298,940(Previous Year ) Fully Paid up %Compulsarily Convertible Participatory Preferance Shares of 1000/ each 3,508,694,900 3,408,694,900 2,298,940, ,634,900 3, SCHEDULE2 Reserves and Surplus Capital reserve Opening Balance Additions during the Year Closing balance Cap ital Redemption Reserve Opening Balance Add ition during the Year Less :Utilised for issue of bonus shares Closing balance Share Prem ium Opening Balance Addit ion during the Year Less : Utilised for issue of bonu s shares Less : Utilised for Preferance Share issue expense s Closing balance Special Reserve (U/s 45 IC of RBI Act.) Opening Balance Addition during the Year Closing balance Contingent Proisions aga inst Standard Assets Open ing Balance Addition during the Year Closing balance 2,265,399 2,265,399 2,265,399 2,265,399 60,125, ,000,000 /560,125,000). 6,388,000 2,745,000,000 6,645,860,000 (2,738,612,000) 183,245,435 6,469,002,565 6,388, ,096, ,272,473 16,289,022 43,824, ,385, ,096, , ,831 Profit and Loss Account Balance in Profit & Loss Account 244,259, ,286,189 6,917,096, ,036,502

10 G.\I1R AIRPORTS HOLDING u.arrso Registered. Office: Skip House, 25/1, Museum Road, Bangalore Schedules forming part of Balance Sheet as at March 31, 2011 ~...'\..R Schedule 3 Fixed Assets Description Tangible Assets Office Equipment As at April01, 2010 Gross Block Additions/ (deletions) 503,800 As at March 31, ,800 (Amount in Rupees' Depreciation Net Block As at As at As at As at For the April 01, March 31, March 31, March 31, year ,734 19, ,066 Total IPreVious year's figures " I 503, ,800 19,734 19, ,066 I II I I II II I

11 Registered office : Skip House, 25/1, Museum Road, Bangalore Schedules formin art of Balance Sheet as at March 31, 2011 SCHEDULE 4 Investments Particulars As at March 31, 2011 As at March 31,2010 Nos Amount Nos Amount Mutual FundCurrent Quoted No of Units Amount No of Units Amount BSL Savings Fund Institutional Growth BSL Infrastructure Fund Plan A Div Payout BSL Cash Plus Institutional Premium Growth ICICI Prudential Flexible Income Plan Premium Growth ICICI Prudential Liquid Super Institutional Plan Growth UTI Treasury Advantage FundInstitutional Plan Growth UTI Liquid Cash Plan Institutional Growth Option IDFC Money Manager Fund Treasury Plan Super Institutional Plan C Growth IDFC Cash Fund Super Institutional Plan C Growth Reliance Liquid Fund Weekly Dividend Sub Total (i) Aggregate net asset value of Mutual Funds as on March 31, 2011 is 8,970,070,447/(previous year 848,198,852/) 159,365,597 17,490, , ,722,747 2,500,000,000 2,535,000,000 1,430,000,000 2,500,000,000 8,965,000,000 19,640,193 4,723, , ,678 9,652, , ,188,806 35,000,000 55,562, ,034, ,356,759 2,885, ,028,458 Unguoted Equity Shares at Cost Long Term Fully Paid Equity Shares of 10/ each Delhi International Airport Pvt Ltd (Pledged Shares 43,783,784 refer note 2(11) of schedule 12) GMR Hyderabad International Airport Ltd GMR Airport Developers Ltd Sub Total (i1) Nos 220,500, ,048,470 Amount 2,205,000, ,554,040 2,306,554,060 Nos 108,000,000 2 Amount 1,080,000, ,080,000,020 Grand Total (i + ii ) Less: Provision for Diminution in the value of Investments Net Investments 11,271,554,060 11,271,554,060.,. 1,901,028, ,028,478

12 Sc hedu I es GMR Airports Holding Limited Registered Office : Skip House, 25/1, Museum Road, Bangalore formmg part 0 fbi a ance Sheet as a t Marc h " PARTICULARS As at March 31,2011 As at March 31, 2010 SCHEDULE5 In Current Account In Deposits (Refer note 2 (III) of schedule 12) SCHEDULE6 Other Current Assets Interest Receivable (Net of tax deducted at source) SCHEDULE7 Loans and Advances 'nsecured and considered good ':>hare Application Money (Delhi International Airport Pvt Ltd) Loans Advances ( Recoverable in cash or kind or value to be received) Prepaid Taxes (Net of provisions) SCHEDULE8 CURRENT LIABILITIES Sundry Creditors Due to Micro & Small Enterprises Due to other than Micro & Small Enterprises Other Liabilities SCHEDULE9 Provision Propsed Dividend ::lrovision for Dividend Dividend Distribution Tax I 3,804,205 63,648,606 1,476,800, ,000,000 1,480,604, ,648,606 21,660,012 3,240,368 21,660,012 3,240,368 1,125,000, ,946,487 74,121,361 3,915,476 5,529,993 5,031,271 79,651,354 1,512,893, ,092,275 28,695,508 14,130, , ,222,619 29,079,

13 Registered office: Skip House, 25/1, Museum Road, Bangalore Schedules forming part of Profit and Loss Account for the Year Ended March 31, 2011 Particulars SCHEDULE 10 Administrative & Other Expenses Advertisement Printing & Stationery License & Fees Donation Rent Business Promotion Expenses Meetings & Seminars Travel Expenses Professional and Consultancy Charges Repairs & Maintenance Securities Transaction Tax Trading Other Administrative Expenses Foreign Exch Loss Auditors Remuneration Audit Fee Certification Charges Audit Expenses SCHEDULE 11 Interest and Finance Charges Interest Others Finance Charges Others Bank Charges Year ended March 31, ,373 8,145,209 12,000,000 38, ,224 23, ,969 55, ,984 30,432 20,836,868 10,383 47,506 57,889 Year ended 31Mar10 5,581, ,392 17,242,830 9,200,000 2,009,799 3,177,140 2,556,848 6,987,147 9,638,207 5,391, , ,582 55,150 39,718 62,267 63,005, ,116, ,674 11,096 1,444,945

14 Registered office : Skip House 25/1, Museum Road, Bangalore Cash Flow Statement or the vear ended March PARTICULARS A. Cash Flow from Operating Activities Year ended Year ended March 31, 2011 March 31, 2010 Net Profit Before Tax and Extraordinary Items 101,182, ,189,030 Adjustments for: Depreciation and amortisation 19,734 finance chargesothers 10, ,674 Write back of provision for diminution value of investments (65,837,969) Dividend (3,448,043) (15,497,365) Profit on sale of investments 135,676,106) (141,923,029 Operating Profit Before Working Capital Changes 62,088,600 16,248,341 Adjustment for : (Increase) / Decrease in Trade and Other Receivables 290,320,959 1,173,227,559 Increase / (Decrease) in Trade and Other Payables 100,143,336 28,576,194 Cash generated from Operations 452,552,895 1,218,052,094 Income Taxes refund / (paid) during the year (20,236,244) (32,494,246) Net Cash Flow from / (used in) Operating Activities 432,316,651 1,185,557,848 B. Cash Flow from I (used in) Investing Activities (Increase)/Decrease in Fixed Assets (503,800) Dividend 3,448,043 15,497,365 (Purchase)/Sale of investments (net) (8,245,525,582) (770,762,325) Profit on sale of investments 35,676, ,319,613 Net Cash Flow from I (used in) Investing Activities (8,206,905,233) (34,945,347) C. Cash Flow from I (used in) Financing Activities Proceeds from increase in paid up capital 100,000,000 Proceeds from increase in share premium 6,462,614,565 Proceeds / (repayment) from / of Share Application Money (27,280,000) Proceeds / (repayment) from / of Preference capital 2,298,940,000 (740,000,000) Proceeds from increase/decrease in capital redemption reserve finance chargesothers (10,383) (317,674) Net Cash Flow from I (used in) Financing Activities 8,861,544,182 (767,597,674) Net Increase I (decrease) in Cash and Cash Equivalents 1,086,955, ,014,827 Cash and Cash Equivalent at the beginning of the year 393,648,605 10,633,778 Cash and Cash Equivalent at the end of the year 1,480,604, ,648,605 This is the Cash Flow referred to in our report of even date. For B Purushotlam & Co Chartered Accountants Firm Registration No S For and on behalf of the Board of Directors Sd/ K V N S Kishore Sd/ Sd/ Sd / Partner Director Director Company Secretary M.No Kiran Kumar Grandhi P. S. Nair Vivek Kumar Place : Delhi Date : May 9, 2011

15 Skip House, 25/1, Museum Road, Bangalore BALANCE SHEET ABSTRACT AND COMPANY'S GENERAL BUSINESS PROFILE 1 Registrat ion Details Registration No State Code 08 Balance Sheet Date March 31, Capital Raised during the year (Amount in Thousands) Public Issue Bonus Issue Rights Issue 100,000 Private Placement 2,298,940 3 Position of Mobilisation and Development of Funds ( Amount in Thousands) Total Liabilities 12,853,954 Total assets 12,853,954 Sources of Funds Paid Up Capital 5,807,635 Share Application Money Reserves & Surplus 6,917,096 Secured Loans Unsecured Loans Current Liabilities 129,223 Application of Funds Net Fixed Assets 484 Investments Current Assets 1,581,916 Misc. Expenditure Accumulated Losses 11,271,554 4 Performance of company ( Amount in Thousands) Gross Income 122,097 Total Expenditure 20,914 + / Profit / Loss Before Tax 101,183 + / Profit / Loss After Tax 81,445 Earning Per Share in 0.24 Dividend Rate % % 5 Generic Names of Three Principal Products / Services of Company (as per monetary terms) Item Code No. Product Description N.A N.A

16 Registered office : Skip House, 25/1. Museum Road, 8angalore STATEMENT PURSUANT TO SECTION 212 OF THE COMPANIES ACT RELATING TO SUBSIDIARY COMPANIES Name of the Subsidiary Financial Year of Holding Company Extent of Face Number of Equity Net aggregate amounts of profits/(iosses) Net aggregate amounts of the Company the SUbsidiary Holding value Shares held by the of the subsidiary so far as it concerns the profits/(losses) of the subsidiary so far Company ended Company' s of holding company members of the holding company and is as it concerns the members of the on Interest (%) Equity and/or its not dealt within accounts of holding holding company and is dealt within Shares subsidiaries company accounts of holding company (Per For the financial For the previous For the financial For the previous year 01the financial year of the year 01the financial year of the subsidiary subsidiary since it subsidiary SUbsidiary since it became a subsidiarv became a subsidiarv (1) (2) (3) (4 ) (5) (6)..._.<.?L _ (6) (7) (8) GMR Airport Developers limited March 31,2011 GMR Airports Holding limited 99.02% ,470, ,634 (377,767) For B Purushottam & Co Chartered Accountants Firm Registration No,002808S Forand \".' \ ' \. on beha lf of the B oard of Directors ~ u~ \ y""'"/!,~~_.. _.. ~\~ fl H ~::>! D ~ K V N S Kishore ' ~ ~ r'! Partner trector ~ Director Comp any Secretary M,No Place : Delhi Date /1

17 Schedule 12 Statement on Significant Accounting Policies and Notes to the Accounts 1. Significant Accounting Policies Accounting Assumptions The financial statements are prepared under the historical cost convention on the basis of a going concern, with revenues recognized and expenses accounted on their accrual and amounts determined as payable or receivable during the year, except those with significant uncertainties and in accordance with the applicable Accounting Standards notified under Subsection (3C) of section 211 of the Companies Act, 1956 of India and relevant provisions of the Act. Revenue Recognition The Company recognizes significant items of income and expenditure on accrual basis except in case of those with significant uncertainties. Dividend income on investments is accounted for when the right to receive the payment is established. Interest on investments and bank deposits are booked on a time proportion basis taking into account the amounts invested and the rate of interest. Fixed Assets Fixed Assets are stated at cost of acquisition less depreciation. Cost of acquisition is inclusive of freight, duties, levies and all incidentals attributable to bringing the asset to its working condition. The fixed assets are assessed for any indication of impairment at the end of each financial year. On such indication, the impairment (being the excess of carrying value over the recoverable value of the asset) is charged to the Profit and Loss account in the respective financial year. The impairment loss recognized in the prior years is reversed where the recoverable value exceeds the carrying value of the asset upon reassessment in the subsequent years. Depreciation Depreciation is provided on straight line method at the rates specified under Schedule XIV to the Companies Act, 1956 except for assets of less than 5,000, which are fully depreciated in the year of acquisition. Leasehold improvements are amortized over the period of the lease or estimated useful life whichever is shorter Investments Long term investments are valued at cost and provision for diminution in value is made for any decline, other than temporary, in the value of such investments for each category. The Current investments are valued at cost or market value whichever is lower. Cost of acquisition is inclusive of expenditure incidental to acquisition. Income from investments is recognized in the year in which it is accrued and stated at gross.

18 Gains/losses, on investment in futures, both equity and index, being the difference between the contracted rate and the rate on the settlement or sale date, whichever is earlier, are recognized in the Profit and Loss Account on settlement/sale. The open contracts as at the yearend are markedtomarket and the resultant loss, if any, is charged to the Profit and Loss Account. Taxes on Income Current tax is determined based on the amount of tax payable in respect of taxable income for the year. Deferred tax is recognized on timing differences ; being the difference between the taxable incomes and accounting income that originate in one year and are capable of reversal in one or more subsequent years. Deferred tax assets and liabilities have been computed on the timing differences applying the tax rates and tax laws that have been enacted or substantively enacted by the Balance Sheet date. Deferred tax assets arising on account of unabsorbed depreciation or carry forward of tax losses are recognized only to the extent that there is virtual certainty supported by convincing evidence that sufficient future taxable income will be available against which such deferred tax assets can be realized. Earnings per Share The earnings considered in ascertaining the Company's Earning per Share (EPS) comprise of the net profit after tax less dividend (including dividend distribution tax) on preference shares. The number of shares used for computing the basic EPS is the weighted average number of shares outstanding during the year. Foreign Currency Transactions Transactions made during the year in foreign currency are recorded at the exchange rate prevailing at the time of transactions. Monetary assets and liabilities related to foreign currency transactions remaining unsettled at the year end are translated at the exchange rate prevalent at the date of Balance Sheet and the resultant gain/loss is recognized in the financial statements. Retirement Benefits Retirement Benefits are accounted for on an accrual basis with contributions to recognised funds such as Provident Fund charged against revenue each year. Liability for gratuity is funded through a scheme administered by an insurer and provision is made based on actuarial valuation carried out as at Balance Sheet date. Provision for leave encashment is made on actual liability basis for the leave outstanding as at the year end. However, the company does not have employees on its rolls as at the Balance Sheet date. 2. NOTES TO ACCOUNTS I. Contingent Liabilities: Bank Guarantee issued to Punjab National Bank: RS Crores (Previous Year : crores) II. The following long term investments included in Schedule4 have been pledged by the Company towards borrowings of the Group companies : 43,783,784 Equity Shares of Delhi International Airport Ltd III. 85 Crores of Fixed Deposit's are pledged with banks for availing loan by Group Companies.

19 IV. Related Party Transactions: a. Name of Related Parties and description of relationship : Description of i Relationshi Name of the Related party _ I? j. _ Enterprises that control the ' GMR Infrastructure Ltd (GIL) [Holding Company] Company GMR Holdings Pvt Ltd (GHPL) [Ultimate Holding _ _ l <::.9.!:n.fl.?!:Iyl Enterprises controlled by the ; GMR Airport Developers Ltd Company.. Enterprises which exercise Macquarie SBI Infrastructure Investments 1 Ltd significant influence on the i Company _._ _.~ _ _ Enterprises _.. _ where _ significant _.. _ _ _ GMR TambaramTindivanam Expressways Pvt Ltd influence exists / Fellow GMR Tuni Anakapalli Expressways Pvt Ltd Subsidiaries (Where transaction GMR Ambala Chandigarh Expressways Pvt Ltd have taken lace ) GMR Jadcherla Expressways Pvt Ltd GMR Pochanpalli Expressways Ltd GMR Ulundurpet Expressways Pvt Ltd GMR Hyderabad International Airport Ltd Delhi International Airport Pvt Ltd GMR Infrastructure (UK) Ltd GMR Highways Ltd Grandhi Enterprises Pvt Ltd Dhruvi Securities Pvt Ltd GMR Male International Airport Ltd Key Management Personnel Mr. G M Rao and their relatives Mr. P SNair Mr A Subba Rao Mr R Ram Mohan Mr. Suresh Goyal Mr.T Govindarajulu Mr.Bhaskar Anand Rao Mr. Kamaraju Mamidi a. Surnrnarv 0 f t ransac tl Ions WI lth th e a b ove re ltd a e parties IS as f o IIows: Nature of Transaction Amount (in Rupees) Interest Received GMR Ulundurpet Expressways Pvt Ltd GMR Jadcherla Expressways Pvt Ltd GMR Ambala Chandigarh Expressways Pvt Ltd GMR Pochanpalli Expressways Pvt Ltd (4,583,562) (18,334,246 ) (43,242,413) (5,609,589)

20 Grandhi Enterprises Pvt Ltd Dhruvi Securities Pvt Ltd GMR Hyderabad International Airport Ltd Allotment of Bonus Shares GMR Infrastructure Ltd GMR Holdings Pvt Ltd G.M.Rao Srinivas Bommidala GBS Raju G.Kiran Kumar G.Varalakshm i (2,637,349) 21,088,882 (61,315) 2,931,506 () (329,873,520) (300 (300) (300) (300) (300) (300) Allotment of Compulsory Convertible Preference Shares Macquarie SBI Infrastructure Investments 1 Ltd 8,932,000,000 () Redemption of Preference Shares GMR Tambaram Tindivinam Expressways Pvt Ltd GMR Tuni Anakapall i Expressways Pvt Ltd (415,140,000) (324,860,000) Advance Given GMR Infrastructure (UK) Ltd 3,158,420 () Loans Given GMR Pochanpalli Expressways Pvt Ltd Grandhi Enterprises Pvt Ltd Dhruvi Securities Pvt Ltd GMR Hyderabad International Airport Ltd (100,000,000) (91,300,000) 1,000,000 (373,000,000) 1,780,000,000 ()

21 Loans Received Back GMR Ambala Chandigarh Expressways Pvt Ltd GMR Jadcharla Expressways Pvt Ltd GMR Ulundurpet Expressways Pvt Ltd GMR Pochanpall i Expressways Pvt Ltd Grandhi Enterprises Pvt Ltd GMR Hyderabad International Airport Ltd Dhruvi Securities Pvt Ltd Share Application money received GMR Infrastructure Ltd (1,008,280,000) (320,000,000) (80,000,000) (100,000,000) (91,300,000) 1,780,000,000 () 374,000,000 () (175,000,000) Share Application money Repaid GMR Infrastructure Ltd Purchase of Equity Shares (202,280,000) From GMR Infrastrucutre (UK) Ltd GMR Airport Developers Ltd 101,554,040 () Sale of Investments To GMR Infrastructure Ltd GMR Energy Trading Ltd GMR Highways Ltd Gateways for India Airports Pvt Ltd (67,200,000) (250,000) (48,650) To GMR Highways Pvt Ltd GMR Tambaram Tindivanam Expressways Pvt Ltd GMR Tuni Anakapall i Expressways Pvt Ltd To GMR Holdings Pvt Ltd Ideaspace Solutions Ltd To Dhruvi Securities Pvt Ltd Vemagari Power Services Ltd (4,700,000) (4,700,000) (24,154) (50,000)

22 Business India Publications Ltd Ujjivan Financial Services Pvt Ltd Sundry Debtors Received Grandhi Enterprises Pvt Ltd (550,000) (500,000) (103,000,000) Investment in Shares Delhi International Airport Pvt Ltd 1,125,000,000 () Year end balances Dhruvi Securities Pvt Ltd Share Application money Given Delhi International Airport Pvt Ltd (373,055,183) (1,125,000,000) Investment in group companies Delhi International Airport Pvt Ltd 2,205,000,000 (1,080,000,000) GMR Hyderabad International Airport Ltd 20 (20) GMR Airport developers Ltd 101,554,040 () Advance Given GMR Infrastructure (UK) Ltd 3,158,420 () Previous year figures are mentioned in brackets. Transactions and outstanding balances in the nature of reimbursement of expenses incurred by one company on behalf of the other have not been considered above.

23 V. Earnings per share(eps)numerators and denominators used to calculate Basic and Diluted Earnings per share Particulars March,2011 March,2010 BASIC Profit attributable to the A 81,445, ,122,203 shareholders Number of Equity of shares at the B 340,869,490 10,995,790 beginning of the year Number of Equity of shares at the C 350,869, ,869,490 end of the quarter Weiqhted averaqe of Equity shares D 341,937,983 20,033,426 Nominal value of Equity shares Basic earninqs per share AID Diluted earninos per share AID Note : Since the company did not have any dilutive securities, the basic and diluted earnings per share are the same VI. Additional information pursuant to paragraphs 3, 4, 4A, 4B, 4C and 4D of part II of Schedule VI of the Companies Act,1956. a. Remuneration to Auditors (Amount in Rupees Particulars March,2011 March,2010 Audit fees (Including Tax) 55,150 55,150 Other certification fees 1,52,984 39,718 Out of Pocket Expenses 30,432 62,267 b. Expenditure in Foreign Currency (Payment Basis) (Amount in Rupees Particulars March,2011 March,2010 Professional & Consultancy Charges 1,82,21,529 27,02,941 Others 3,93,471 c. Other information pursuant to paragraphs 3, 4, 4A, 4B, 4C and 4D of part II of Schedule VI of the Companies Act,1956 to the extent either or Not Applicable has not been furnished VII. No provision has been made for employee benefits as the company does not have any employees on its rolls. VIII. The Company is an investment company and in the context of Accounting Standard 17 "Segment Reporting " issued by the Institute of Chartered Accountants of India, Investment is considered as the only segment and hence there are no reportable segments.

24 IX. Deferred tax Assets are not recognized since there is no virtual certainty supported by convincing evidence that sufficient future taxable income will be available against which such deferred tax assets can be realized. X. Company has not made any transactions with Micro, Small and Medium enterprises. Hence the discloser requirement under MSMED Act 2006 is not applicable. XI. Previous year's figures have been regrouped and reclassified, wherever necessary, to conform to those of the current year. As per our Report of even date attached for and on behalf of the Board of Directors For B Purushottam & Co Chartered Accountants Firm Reg No: S Sd/ Sd/ Sd/ Partner Director Director K V N S Kishore Kiran Kumar Grandhi P.S.Nair M.No Place : Delhi Date : May 09, 2011 Sd/ Company Secretary Vivek Kumar

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