DIRECTORS REPORT Dear Members, Your Directors have pleasure in presenting the Second Annual Report of your Company with the audited accounts for the year ended March 31, 2013. FINANCIAL RESULTS The summarized financial results of your Company are given hereunder: Particulars For the year ended 31.03.2013 (v lakh) For the period ended 31.03.2012 Gross Income 5.10 Profit Before Tax / (Loss) (53.06) (461.30) Provision for Tax - - Profit After Tax / (Loss) (53.06) (461.30) Add: Balance brought forward from previous year (461.30) Balance available for appropriation (99.19) (461.30) Balance carried to Balance Sheet (99.19) (461.30) PERFORMANCE OF THE COMPANY The fund raising exercise continued to be challenging due to subdued perception of the market for an infrastructure focused fund and also due to the fact that this represents the first foray of the Company into this space. Nevertheless, the Company stayed focused during the year on institution building preparatory to fund close. The Company had several meetings with prospective investors and based on firm commitments received from a few investors, aims to target first close in the 1st quarter of FY 14. RESOURCES During the year under review, L&T Infrastructure Finance Company Limited, the Holding Company, had additionally subscribed to 49,90,000 Equity Shares of v 10/- each, for cash aggregating to v 499 Lakhs. The paid up capital of your Company increased to v 500 Lakhs as at March 31, 2013 from v 1 Lakh as at. Your Company has also issued Unsecured, Cumulative, Compulsorily Convertible Debentures of v 16 Cr to the holding company. DIRECTORS Pursuant to the provisions of the Companies Act, 1956, Mr. Suneet K Maheshwari and Mr. Akshay A Singh, Directors of your Company, retire by rotation at the ensuing Annual General Meeting and being eligible, have offered themselves for re-appointment. CORPORATE GOVERNANCE VOLUNTARY GUIDELINES 2009 A gist of the compliance of your Company with the said guidelines is furnished in the Corporate Governance Report forming part of this Report. AUDITORS Your Company s Statutory Auditors, M/s. B B S R & Co., Chartered Accountants, retire at the conclusion of the ensuing Annual General Meeting and have expressed their willingness to continue as Auditors, if re-appointed. The Board recommends re-appointment of the firm as Statutory Auditors. PARTICULARS OF EMPLOYEES AS REQUIRED UNDER SECTION 217 (2A) OF THE COMPANIES ACT, 1956 AND THE RULES MADE THEREUNDER Information under Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975, and the rules made thereunder is given in a separate Annexure to this report and forms part of this report. The same will be furnished to the shareholders on request. None of the employees listed in the said Annexure is related to any Director of your Company. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO In view of the nature of activities which are being carried on by your Company, Rules 2A and 2B of The Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, concerning conservation of energy and technology absorption respectively, are not applicable to your Company. There were no Foreign Exchange earnings or outgo during the period. DIRECTORS RESPONSIBILITY STATEMENT Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors, based on the representations received from the Operating Management, and after due enquiry, confirm that: 1) in the preparation of the annual accounts, the applicable accounting standards have been followed and there has been no material departure; S-2397
DIRECTORS REPORT (CONTD.) 2) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2013 and of the profit of the Company for the year ended on that date; 3) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; 4) the annual accounts have been prepared on a going concern basis; and 5) proper systems are in place to ensure compliance of all laws applicable to the Company. AUDITORS REPORT The Auditors Report is unqualified. The notes to the Accounts referred to in the Auditors Report are self-explanatory and therefore do not call for any further clarifications under Section 217(3) of the Companies Act, 1956. CORPORATE GOVERNANCE REPORT The Board of Directors along with its Committees provides leadership and guidance to your Company s management and directs, supervises and controls the activities of your Company. At present, the Board comprises of six Directors viz. Mr. Y. M. Deosthalee, Mr. N. Sivaraman, Mr. Suneet K. Maheshwari, Mr. Akshay A. Singh, Mr. M. Damodaran and Mr. Dhananjay Mungale. Mr. Damodaran has been appointed as the Non-Executive Chairman of the Board during the year. Mr. Deosthalee is the Chairman & Managing Director of L&T Finance Holdings Limited (LTFH), the ultimate Holding Company, while Mr. Sivaraman is the President & Whole-time Director of the same company. Mr. Suneet K. Maheshwari is the Managing Director & Chief Executive of L&T Infrastructure Finance Company Limited, the Holding Company (L&T Infra) and Mr. Akshay Singh is employed with L&T Infra. CORPORATE GOVERNANCE VOLUNTARY GUIDELINES, 2009 Your Company has familiarized itself with the requirement of the Corporate Governance Voluntary Guidelines 2009 issued by the Ministry of Corporate Affairs, Government of India. A gist of the compliance of your Company with the said guidelines is given below, to the extent not covered by the Corporate Governance Statement in the earlier part of this Report. REMUNERATION OF DIRECTORS The Directors on the Board who are in the services of LTFH and L&T Infra draw remuneration from those companies. The other Directors on the Board are paid sitting fees for attending the meetings of the Board and/or any committee thereof and do not draw any other remuneration. INDEPENDENT DIRECTORS All the Directors of your Company are independent in the sense that none of them is involved in day to day management of the Company. Number of Companies in which an Individual may become a Director Your Company has apprised its Board members about the restriction on number of other directorships and they have confirmed Compliance with the same. STATUTORY AUDITORS Your Company does not advocate rotation of Auditors as envisaged in these guidelines in view of the domain knowledge acquired by the Auditors. INTERNAL AUDITORS M/s. PKF Sridhar Santhanam are Internal Auditors to your Company. INTERNAL CONTROL The Board ensures the effectiveness of your Company s system of internal controls including financial, operational and compliance controls and risk management systems. ACKNOWLEDGEMENT Your Directors wish to place on record their appreciation of the dedication and commitment of your Company s employees to the growth of your Company. Their unstinted support has been and continues to be integral to your Company s ongoing success. Your Directors wish to thank your Company s business associates for their support to the growth of your Company. For and on behalf of the Board of Directors SUNEET K. MAHESHWARI AKSHAY A. SINGH Date : April 24, 2013 Director Director S-2398
INDEPENDENT AUDITORS REPORT TO THE MEMBERS OF L&T INFRA INVESTMENT PARTNERS ADVISORY PRIVATE LIMITED REPORT ON THE FINANCIAL STATEMENTS We have audited the accompanying financial statements of L&T INFRA INVESTMENT PARTNERS ADVISORY PRIVATE LIMITED ( the Company ), which comprise the Balance Sheet as at 31 March 2013, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information. MANAGEMENT S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS The Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in 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 statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. AUDITOR S RESPONSIBILITY Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. OPINION In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view 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 31 March 2013; (b) in the case of the Statement of Profit and Loss, of the loss for the year ended on that date; and (c) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date. REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS 1. As required by the Companies (Auditor s Report) Order, 2003 ( the Order ), as amended, issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order. 2. As required by section 227(3) of the Act, we report that: a. we have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit; b. in our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books; c. the Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement dealt with by this report are in agreement with the books of account; d. in our opinion, the Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956; and e. on the basis of written representations received from the directors as on 31 March 2013, and taken on record by the Board of Directors, none of the directors are disqualified as on 31 March 2013, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956. For B B S R & Co Chartered Accountants Firm s Registration No. 131332W VIJAY MATHUR Partner Date : April 24, 2013 Membership No. 046476 S-2399
ANNEXURE TO INDEPENDENT AUDITORS REPORT - MARCH 31, 2013 (Referred to in 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 Company has a regular programme of physical verification of its fixed assets by which all fixed assets are verified on a yearly basis. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification. (c) During the year, the Company has not disposed or sold any of its fixed assets, and therefore, does not affect the going concern assumption. (ii) The Company is a service company, primarily engaged in the business of providing investment management and advisory services. Accordingly it does not hold any physical inventories. Thus, paragraph 4(ii) of the Order is not applicable. (iii) According to the information and explanation given to us, we are of the opinion that there are no companies, firms or other parties covered in the register required under section 301 of the Companies Act, 1956. Accordingly, paragraph 4(iii) of the Order is not applicable. (iv) In our opinion, and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business, with regard to purchase of fixed assets and sale of services. We have not observed any major weakness in the internal control system during the course of the audit. According to the information and explanation given to us, we are of the opinion that there are no companies, firms or other parties covered in the register required under section 301 of the Companies Act, 1956. Accordingly, paragraph 4 of the Order is not applicable. (vi) The Company has not accepted any deposits from the public. (vii) The Company s paid up capital and reserves is less than v 50 lakhs as at the commencement of the financial year as well as the Company has not completed first three years of its operations. Thus, paragraph 4(vii) of the Order is not applicable. (viii) The Central Government has not prescribed the maintenance of cost records under section 209(1) (d) of the Act for any of the activities conducted/services rendered by the Company. (ix) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/accrued in the books of account in respect of undisputed statutory dues including provident fund, income-tax, service tax and other material statutory dues have been generally regularly deposited during the year by the Company with the appropriate authorities. As explained to us, the Company did not have any dues on account of sales tax, wealth tax, customs duty, excise duty, Cess, investor education and protection fund and employees state insurance as at 31 March 2013. (b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, income-tax, service tax and other material statutory dues were in arrears as at 31 March 2013 for a period of more than six months from the date they became payable. (c) According to the information and explanations given to us, there are no dues of provident fund, income tax, service tax and material statutory dues which have not been deposited with the appropriate authorities on account of any dispute. (x) The Company was incorporated on 30 May 2011 and has not completed five years since registration. Consequently, paragraph 4(x) of the Order relating to accumulated losses is not applicable to the Company. (xi) In our opinion, and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to financial institutions and debenture holders. The Company did not have any dues to banks during the year. (xii) The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. (xiii) In our opinion, and according to the information and explanations given to us, the Company is not a chit fund or a nidhi/mutual benefit fund/ society. (xiv) In our opinion and according to the information and explanations given to us, the Company has maintained proper records of the transactions and contracts in respect of trading in other investments during the year and timely entries have been made therein. Further, such investments have been held by the Company in its own name, except to the extent exemption granted under section 49 of the Companies Act, 1956. (xv) According to information and explanations given to us, the Company has not given any guarantees for loans taken by others from banks or financial institutions. (xvi) The Company did not have any term loans outstanding during the year. (xvii) According to the information and explanations given to us and on an overall examination of the balance sheet of the Company, the Company has not raised any funds on short-term basis for the purpose of long term investments. (xviii) The Company has not made any preferential allotment of shares to companies/firms/parties covered in the register maintained under Section 301 of the Act. (xix) The Company did not have any outstanding debentures during the year. (xx) The Company has not raised any money by public issues during the year. (xxi) According to information and explanations given to us, no significant frauds on or by the Company have been noticed or reported during the course of our audit. For B B S R & Co Chartered Accountants Firm s Registration No. 131332W VIJAY MATHUR Partner Date : April 24, 2013 Membership No. 046476 S-2400
BALANCE SHEET AS AT MARCH 31, 2013 Note No. Year ended 31 March 2013 (r) Year ended 31 March 2012 I EQUITY AND LIABILITIES Shareholders fund Share capital 3 50,000,000 100,000 Reserves and surplus 4 (99,187,911) (46,130,268) Non-current Liabilities Long-term borrowings 5 160,448,767 - Long-term provisions 6 2,556,285 243,485 Current liabilities Other current liabilities 7 872,231 51,542,508 TOTAL 114,689,372 5,755,725 II ASSETS Non-current assets Fixed Assets Intangible assets 8 41,038 - Other non-current assets 9 1,876,673 2,144,769 Current Assets Current investments 10 5,268,558 - Cash and cash equivalents 11 103,770,142 100,000 Other current assets 12 3,732,961 3,510,956 TOTAL 114,689,372 5,755,725 The accompanying notes form an integral part of this Balance Sheet. 17 As per our report of even date attached. For and on behalf of the Board For B B S R & Co Chartered Accountants Firm s Registration No. 131332W per VIJAY MATHUR SUNEET K. MAHESHWARI AKSHAY A. SINGH Partner Director Director Membership No. 046476 Date : April 24, 2013 Date : April 24, 2013 S-2401
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2013 Note No. Year ended 31 March 2013 For the period May 30, 2011 to REVENUE Other income 13 510,358 - TOTAL REVENUE 510,358 - EXPENSES Employee benefit expense 14 43,291,148 16,628,135 Finance cost 15 498,630 - Depreciation 8,962 - Other expenses 16 9,769,262 29,502,133 TOTAL EXPENSES 53,568,001 46,130,268 Loss before tax (53,057,643) (46,130,268) Tax expenses Current Tax - - Deferred Tax - - Loss for the year/period (53,057,643) (46,130,268) Earning per equity share (Face Value of v 10 per share) 17(2) Basic (54.87) (4,613.03) Diluted (54.87) (4,613.03) The accompanying notes form an integral part of this Statement of Profit and Loss. 17 As per our report of even date attached. For and on behalf of the Board For B B S R & Co Chartered Accountants Firm s Registration No. 131332W per VIJAY MATHUR SUNEET K. MAHESHWARI AKSHAY A. SINGH Partner Director Director Membership No. 046476 Date : April 24, 2013 Date : April 24, 2013 S-2402
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2013 2012-13 For the period May 30, 2011 to (A) CASH FLOW FROM OPERATING ACTIVITIES Loss before taxation (53,057,643) (46,130,268) Adjustments for Other Income (510,358) - Depreciation 8,962 - Amortisation of Expenses 268,096 - Interest on Cumulative Compulsory Convertible Debentures (CCCD s) 448,767 Operating cash flow before working capital changes (52,842,176) (46,130,268) Adjustments for Decrease/(Increase) in current assets (222,005) (5,655,725) (Decrease)/Increase in current liabilities (48,357,477) 51,785,993 Cash used in operations (101,421,658) - Income taxes paid (incl TDS) - - Net cash flows used in operating activities A (101,421,658) - (B) CASH FLOW FROM INVESTING ACTIVITIES Dividend, Interest received 510,358 - Investment in Mutual Fund (5,268,558) - Purchase of computer software (50,000) Net cash used in investing activities B (4,808,200) - (C) CASH FLOW FROM FINANCING ACTIVITIES Proceeds from issue of Cumulative Compulsory Convertible 160,000,000 - Debentures (CCCD s) Proceeds from issue of share capital 49,900,000 100,000 Net cash generated from financing activities C 209,900,000 100,000 Net increase in cash and cash equivalents (A+B+C) 103,670,142 100,000 Cash and cash equivalents as at the beginning of the year 100,000 - Cash and cash equivalents as at the end of the year 103,770,142 100,000 Note: Cash and cash equivalents comprise of balances with bank and cash in hand As per our report of even date attached. For and on behalf of the Board For B B S R & Co Chartered Accountants Firm s Registration No. 131332W per VIJAY MATHUR SUNEET K. MAHESHWARI AKSHAY A. SINGH Partner Director Director Membership No. 046476 Date : April 24, 2013 Date : April 24, 2013 S-2403
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2013 1. BACKGROUND L&T Infra Investment Partners Advisory Private Limited ( the Company ) was incorporated on 30 May 2011 under the Companies Act, 1956 and obtained the certificate of commencement of business on the same date. The Company is a 100% subsidiary of L&T Infrastructure Finance Company Limited. The Company is engaged in the business of providing investment advisory/management services in the financial services sector. 2. SIGNIFICANT ACCOUNTING POLICIES 2.1 Basis of preparation of financial statements The accompanying financial statements are prepared and presented under the historical cost convention on the accrual basis of accounting, and comply with the Accounting Standards prescribed by the Companies (Accounting Standards) Rules, 2006 ( the Rules ) and the requirements of the Companies Act, 1956 ( the Act ), to the extent applicable to the Company. 2.2 Use of estimates The preparation of the financial statements in conformity with the generally accepted accounting principles requires the management to make estimates and assumptions that affect the reported amount of assets, liabilities, revenues and expenses and disclosure of contingent liabilities on the date of the financial statements. The estimates and assumptions used in the accompanying financial statement are based upon management s evaluation of the relevant facts and circumstances as of the date of the financial statements. Actual results could differ from the estimates and assumptions used in preparing the accompanying financial statements. Any revision to accounting estimates is recognized prospectively in current and future periods. 2.3 Retirement benefits Provident fund The Company contributes to an approved provident fund (defined contribution scheme) for all its employees. Provident fund dues are recognised as expenditure when the liability to contribute to the provident fund arises under the Provident Fund Act. Gratuity The Company has contracted to pay gratuity to employees who retire or resign after a minimum period of five years of continues services. Actuarial valuation of the gratuity liability is determined by the actuary appointed by the company. In accordance with the gratuity funds rules, actuarial valuation of gratuity liability is calculated based on certain assumptions regarding rate of interest, salary growth, mortality and staff attrition as per the projected unit credit method. 2.4 Professional Fees Professional fees paid by the Company to underwriters/placement agencies to secure capital commitments, which are incremental and directly related to obtain investment commitments, are capitalized and amortized over the life of the fund, i.e. ten years. 2.5 Taxation Current tax Income tax expense comprises of current tax (i.e. amount of tax for the period determined in accordance with the income tax law). Provision for income tax is recognised on an annual basis under the taxes payable method, based on the estimated tax liability computed after taking credit for allowances and exemption in accordance with Income Tax Act, 1961. 2.6 Provisions and contingent liabilities The Company creates a provision when there is present obligation as a result of a past event that probably requires an outflow of resources and a reliable estimate can be made of the amount of the obligation. A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not, require an outflow of resources. When there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made. Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimate. If it is no longer probable that an outflow of resources would be required to settle the obligation, the provision is reversed. Contingent assets are not recognized in the financial statements. However, contingent assets are assessed continually and if it is virtually certain that an inflow of economic benefits will arise, the asset and related income are recognized in the period in which the change occurs. 2.7 Earnings per share ( EPS ) The basic EPS is computed by dividing the net profit attributable to the equity shareholders by the weighted average number of equity shares outstanding during the reporting year. Number of equity shares used in computing diluted EPS comprises the weighted average number of shares considered for deriving basic earnings per share and also weighted average number of equity shares, which would have been issued on the conversion of all dilutive potential shares. Diluted EPS is computed using the weighted average number of equity and dilutive equity equivalent shares outstanding during the year except where the results would be anti-dilutive S-2404
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2013 (CONTD.) March 31, 2013 3 SHARE CAPITAL Authorised 50,00,000 (Previous year: 20,00,000) Equity shares of v 10/- each 50,000,000 20,000,000 50,000,000 20,000,000 Issued, subscribed and fully paid up 50,00,000 (Previous year: 10,000) Equity shares of v 10/- each 50,000,000 100,000 50,000,000 100,000 Reconciliation of number of shares At the beginning of the year 10,000 - Addition during the year 4,990,000 10,000 At the end of the year 5,000,000 10,000 Terms/Rights attached to Equity shares The Company has only one class of Equity shares having a par value of v 10 per share. All these shares have the same rights and preferences with respect to payment of dividend repayment of capital and voting. In the event of liquidation of the Company the holders of the equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts.the distribution will be in proportion to the number of equity shares held by the shareholders. Equity Shares held by Holding Company and its Associates The entire issued, subscribed and paid up equity shares 50,00,000 is held by the holding company, L&T Infrastructure Finance Company Limited Details of shareholding more than 5% shares in the Company L&T Infrastructure Finance Company Limited (100%) March 31, 2013 4 RESERVES AND SURPLUS Balance in statement of profit and loss At the beginning of the year (46,130,268) - Additions during the year (53,057,643) (46,130,268) Balance at the end of the year (99,187,911) (46,130,268) 5 LONG TERM BORROWINGS Unsecured Cumulative Compulsory Convertible Debentures (CCCD s)** 160,448,767 - TOTAL 160,448,767 - Details of Long term Cumulative Compulsory Convertible Debentures (CCCD s) are as follows: Sr. No. Date of allotment Date of conversion Rate of Interest* March 31, 2013 1 20.03.2013 20.03.2025 10% 60,000,000-2 21.03.2013 21.03.2025 10% 100,000,000 - * Rate of Interest is 10% or pooled rate of interest which ever is lower ** This amount includes interest accrued but not due on v 16 crore @ 10% p.a. on Cumulative Compulsory Convertible Debentures (CCCD s) amounting to v 448,767. S-2405
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2013 (CONTD.) March 31, 2013 6 LONG TERM PROVISIONS Provision for employee benefits - Gratuity 546,339 243,485 Provision for employee benefits - Leave Encashment 2,009,946 - TOTAL 2,556,285 243,485 7 OTHER CURRENT LIABILITIES Payable to statutory auditors 90,000 185,400 Payable to internal auditors 67,500 67,500 Payable to group/holding company 137,567 47,489,172 Other payables 482,961 284,650 Statutory dues payable 94,203 3,515,786 TOTAL 872,231 51,542,508 8 FIXED ASSETS PARTICULARS GROSS BLOCK DEPRECIATION NET BLOCK Computer Software (accounting software) April 1, 2012 Additions Deletions/ Adjustments March 31, 2013 April 1, 2012 For the year Deletions/ Adjustments March 31, 2013 March 31, 2013 March 31, 2013 50,000 50,000 8,962 8,962 41,038 TOTAL 50,000 50,000 8,962 8,962 41,038 Previous year March 31, 2013 9 OTHER NON CURRENT ASSETS Unamortised Professional Fees (Placement Fees) 1,876,673 2,144,769 TOTAL 1,876,673 2,144,769 10 CURRENT INVESTMENTS Quoted Mutual Fund units 52,636.001 (Previous year: Nil) units of ICICI Prudential Liquid - Regular Plan - Daily Dividend of v 100 each 5,268,558 - TOTAL 5,268,558 - The aggregate book value and market value of quoted investments are as follows: - - Quoted Investments: - Book Value 5,268,558 Market Value 5,268,558 S-2406
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2013 (CONTD.) March 31, 2013 11 CASH AND CASH EQUIVALENTS Cash in hand 62,163 - Balances with bank - in current account 207,979 100,000 - in fixed deposit 103,500,000 - TOTAL 103,770,142 100,000 12 OTHER CURRENT ASSETS Service tax credit receivable 3,248,085 3,242,860 Advance Tax A.Y. 2013-2014 24,180 - Unamortised Professional Fees 268,096 268,096 Interest accrued but not due 192,600 - TOTAL 3,732,961 3,510,956 2012-13 For the period May 30, 2011 to 13 OTHER INCOME Interest on fixed deposit 241,800 - Dividend on mutual fund 268,558 - TOTAL 510,358-14 EMPLOYEE COST Salaries, bonus and allowances 40,699,869 15,891,066 Contribution to provident fund 2,288,425 493,584 Gratuity 302,854 243,485 TOTAL 43,291,148 16,628,135 15 FINANCE COSTS Interest on Cumulative Compulsory Convertible Debentures (CCCD s) 498,630 - TOTAL 498,630 - S-2407
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2013 (CONTD.) 2012-13 For the period May 30, 2011 to 16 OTHER EXPENSES Legal and professional charges 3,153,606 28,628,800 Travel Expenses 3,754,727 - Amortization of Professional fees 268,096 268,096 Filing Fees 710,000 249,320 Registration Expenses 11,060 100,000 Sitting Fees to Directors 127,416 - Mobile Expenses 204,676 - Conference Fees, Membership & Subscription fees 975,650 - Printing & stationery 140,144 - Books & periodicals 20,799 - Interest expenses 150,967 - Miscellaneous expenses - 49,917 Payment to Auditors As Auditors 250,000 200,000 For Reimbursement of Expenses 2,121 6,000 TOTAL 9,769,262 29,502,133 17. NOTES TO ACCOUNTS (1) The Company does not have any contingent liabilities/capital commitments as at 31 March 2013 (Previous Year v Nil) (2) Earnings per share ( EPS ) EPS is computed by dividing the net profit after tax by the weighted average number of equity shares outstanding for the period. 2012-13 2011-12 Profit available to equity shareholders (A) Profit/(Loss) after tax (5,07,23,443) (4,82,24,648) Weighted average number of equity shares Number of shares at the beginning of the year 10,000 - Shares issued during the year 49,90,000 10,000 Total number of equity shares outstanding at the end of the year 50,00,000 10,000 Weighted average number of equity shares (B) 9,66,986 10,000 Nominal value of equity shares 10/- 10/- Basic earnings per share [(A)/(B)] (54.87) (4,822.46) Diluted earnings per share [(A)/(B)] (54.87) (4,822.46) (3) Related party disclosures Related parties with whom a controlling relationship exists and/or with whom transactions have taken place: A Holding Companies L&T Infrastructure Finance Company Limited B Ultimate Holding Companies L&T Finance Holdings Limited C Fellow Subsidiaries Nil Key Management Personnel Managing Director S-2408
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2013 (CONTD.) Details for Related Party transactions March 31, 2013 (a) Holding Company: L&T Infrastructure Finance Company Limited Subscription to the Share of Company (Including Securities Premium) 50,00,000 1,00,000 Reimbursement of Expenses Incurred 17,07,642 4,82,24,648 ICD (taken and repaid during the year) 10,10,00,000 Nil (b) Ultimate Holding Company: L&T Finance Holdings Limited ESOP granted during the year 11,16,643 Nil Balances as at year end L&T Infrastructure Finance Company Limited Nil 4,82,24,648 L&T Infrastructure Finance Company Limited (CCCD s) 16,04,48,767 Nil L&T Finance Holdings Limited 1,28,567 Nil (4) Micro and Small Enterprises There are no dues to micro and small enterprises as defined in the Micro, Small and Medium Enterprises Development Act, 2006 which are outstanding as at the Balance Sheet date. This Information has been determined on the basis of information available with the Company. (5) Segment Information The Company is engaged in the business of providing investment advisory/management services in the financial services sector. During the year the Company was engaged in only one business segment and no geographical segments; therefore, these financial statements pertain to one business segment. (6) Previous period figures are not comparable to that of the current year as the previous period financial statements were prepared for the period 30 May 2011 to 31 March 2012. As per our report of even date attached. For and on behalf of the Board For B B S R & Co Chartered Accountants Firm s Registration No. 131332W per VIJAY MATHUR SUNEET K. MAHESHWARI AKSHAY A. SINGH Partner Director Director Membership No. 046476 Date : April 24, 2013 Date : April 24, 2013 S-2409