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Placement Document

Not for Circulation and Strictly Confidential


Serial Number: _____

INDIABULLS REAL ESTATE LIMITED


Registered Office: Plot No. 448-451, Udyog Vihar, Phase V, Gurugram – 122 016, Haryana, India
Corporate Office: WeWork, Vaswani Chambers, 264/265, Dr. Annie Besant Road, Worli, Mumbai – 400 030, Maharashtra, India
Telephone: +91 124-6681199; Fax: +91 124-6681240; E-mail: [email protected]; Website: www.indiabullsrealestate.com; CIN: L45101HR2006PLC095409

Indiabulls Real Estate Limited (the “Company” or “Issuer”) was incorporated as Indiabulls Real Estate Limited, under the Companies Act, 1956 pursuant to a certificate of incorporation dated
April 4, 2006 issued by the Registrar of Companies, National Capital Territory of Delhi and Haryana at Delhi (“RoC”) and commenced its business on May 24, 2006 pursuant to a certificate of
commencement of business issued by RoC. For further details, see “General Information” on page 242.
.
Our Company is issuing 85,559,435 Equity Shares (as defined below) at a price of ₹101.10 per Equity Share (the “Issue Price”), including a premium of ₹ 99.10 per Equity Share, aggregating to
approximately ₹8,650.06 million (the “Issue”). For further details, see “Summary of the Issue” on page 36.

THIS ISSUE IS BEING UNDERTAKEN IN RELIANCE UPON CHAPTER VI OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND
DISCLOSURE REQUIREMENTS) REGULATIONS, 2018, AS AMENDED (THE “SEBI ICDR REGULATIONS”) AND SECTION 42 OF THE COMPANIES ACT, 2013, READ
WITH RULE 14 OF THE COMPANIES (PROSPECTUS AND ALLOTMENT OF SECURITIES) RULES, 2014, AS AMENDED (THE “PAS RULES”) AND OTHER
APPLICABLE PROVISIONS OF THE COMPANIES ACT, 2013 AND THE RULES MADE THEREUNDER, EACH AS AMENDED (THE “COMPANIES ACT”)

The equity shares of our Company having a face value of ₹2 each (the “Equity Shares”) are listed on National Stock Exchange of India Limited (“NSE”) and BSE Limited (“BSE”, together with
NSE, the “Stock Exchanges”). The closing price of the outstanding Equity Shares on BSE and NSE as on April 6, 2022, was ₹115.80 and ₹115.85 per Equity Share, respectively. In-principle
approvals under Regulation 28(1)(a) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“SEBI Listing Regulations”),
for listing of the Equity Shares to be issued pursuant to the Issue have been received from BSE and NSE on April 7, 2022. Our Company shall make applications to the Stock Exchanges for obtaining
the final listing and trading approvals for the Equity Shares to be issued pursuant to the Issue. The Stock Exchanges assume no responsibility for the correctness of any statements made, opinions
expressed or reports contained herein. Admission of the Equity Shares to be issued pursuant to the Issue for trading on the Stock Exchanges should not be taken as an indication of the merits of our
Company or of the Equity Shares.

OUR COMPANY HAS PREPARED THIS PLACEMENT DOCUMENT SOLELY FOR PROVIDING INFORMATION IN CONNECTION WITH THE PROPOSED ISSUE.

Except for this Placement Document, the information on our Company’s website or any website directly or indirectly linked to our Company’s website or the websites of the Book Running Lead
Managers (as defined hereinafter) and their respective affiliates or agents does not form part of this Placement Document, and prospective investors should not rely on such information contained
in, or available through, such websites for their investment in this Issue. A copy of the Preliminary Placement Document (which includes disclosures prescribed under Form PAS-4 (as defined
hereafter)) has been delivered to the Stock Exchanges and a copy of this Placement Document (which includes disclosures prescribed under Form PAS-4) has been delivered to the Stock Exchanges
in due course. Our Company shall also make the requisite filings with the RoC, within the stipulated period as prescribed under the Companies Act and the Companies (Prospectus and Allotment
of Securities) Rules, 2014, each, as amended. This Placement Document has not been reviewed by SEBI, the Stock Exchanges, the RoC or any other regulatory or listing authority and is intended
only for use by Eligible QIBs (as defined hereinafter). This Placement Document has not been and will not be filed as a prospectus with the RoC, will not be circulated or distributed to the public
in India or any other jurisdiction, and will not constitute a public offer in India or any other jurisdiction.

THE ISSUE AND THE DISTRIBUTION OF THIS PLACEMENT DOCUMENT IS BEING MADE TO ELIGIBLE QIBS (AS DEFINED HEREINAFTER) IN RELIANCE UPON
SECTION 42 OF THE COMPANIES ACT, AND OTHER APPLICABLE PROVISIONS OF THE COMPANIES ACT AND THE RULES MADE THEREUNDER AND CHAPTER
VI OF THE SEBI ICDR REGULATIONS. THIS PLACEMENT DOCUMENT IS PERSONAL TO EACH PROSPECTIVE INVESTOR. THE ISSUE DOES NOT CONSTITUTE AN
OFFER OR INVITATION OR SOLICITATION OF AN OFFER TO THE PUBLIC OR TO ANY OTHER PROSPECTIVE INVESTOR OR CLASS OR CATEGORY OF INVESTORS
WITHIN OR OUTSIDE INDIA OTHER THAN ELIGIBLE QIBs. THIS PLACEMENT DOCUMENT SHALL BE CIRCULATED ONLY TO SUCH ELIGIBLE QIBs WHOSE
NAMES ARE RECORDED BY OUR COMPANY PRIOR TO MAKING AN INVITATION TO SUBSCRIBE TO THE EQUITY SHARES.

YOU MAY NOT AND ARE NOT AUTHORISED TO (1) DELIVER THIS PLACEMENT DOCUMENT TO ANY OTHER PERSON; OR (2) REPRODUCE THIS PLACEMENT
DOCUMENT IN ANY MANNER WHATSOEVER; OR (3) RELEASE ANY PUBLIC ADVERTISEMENT OR UTILISE ANY MEDIA, MARKETING OR DISTRIBUTION
CHANNELS OR AGENTS TO INFORM THE PUBLIC AT LARGE ABOUT THE ISSUE. ANY DISTRIBUTION OR REPRODUCTION OF THIS PLACEMENT DOCUMENT IN
WHOLE OR IN PART IS UNAUTHORISED. FAILURE TO COMPLY WITH THIS INSTRUCTION MAY RESULT IN VIOLATION OF THE COMPANIES ACT, SEBI ICDR
REGULATIONS OR OTHER APPLICABLE LAWS OF INDIA AND OF OTHER JURISDICTIONS.

INVESTMENTS IN EQUITY SHARES INVOLVE A HIGH DEGREE OF RISK AND PROSPECTIVE INVESTORS SHOULD NOT INVEST IN THE ISSUE UNLESS THEY ARE
PREPARED TO TAKE THE RISK OF LOSING ALL OR PART OF THEIR INVESTMENT. PROSPECTIVE INVESTORS ARE ADVISED TO CAREFULLY READ THE SECTION
“RISK FACTORS” ON PAGE 40, BEFORE MAKING AN INVESTMENT DECISION RELATING TO THE ISSUE. EACH PROSPECTIVE INVESTOR IS ADVISED TO CONSULT
ITS OWN ADVISORS ABOUT THE PARTICULAR CONSEQUENCES OF AN INVESTMENT IN THE EQUITY SHARES TO BE ISSUED PURSUANT TO THE PRELIMINARY
PLACEMENT DOCUMENT AND THIS PLACEMENT DOCUMENT. PROSPECTIVE INVESTORS OF THE EQUITY SHARES OFFERED SHOULD CONDUCT THEIR OWN
DUE DILIGENCE ON THE EQUITY SHARES. IF YOU DO NOT UNDERSTAND THE CONTENTS OF THE PRELIMINARY PLACEMENT DOCUMENT AND/OR THIS
PLACEMENT DOCUMENT, YOU SHOULD CONSULT AN AUTHORISED FINANCIAL ADVISOR AND/OR LEGAL ADVISOR.

Invitations, offers and sales of Equity Shares to be issued pursuant to the Issue has only been made pursuant to the Preliminary Placement Document and this Placement Document and the
Confirmation of Allocation Note (as defined hereinafter). For further details, see “Issue Procedure” on page 196. The distribution of this Placement Document or the disclosure of its contents
without our Company’s prior consent, to any person, other than Eligible QIBs and persons retained by Eligible QIBs to advise them with respect to their purchase of Equity Shares, is unauthorised
and prohibited. Each prospective investor, by accepting delivery of this Placement Document, agrees to observe the foregoing restrictions and to make no copies of this Placement Document or any
documents referred to in this Placement Document.

The Equity Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) and may not be offered or sold within the United
States (as defined in Regulation S (“Regulation S”) under the U.S. Securities Act), except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S.
Securities Act and applicable state securities laws. Accordingly, the Equity Shares are being offered and sold only outside the United States in an “offshore transaction” (as defined in Regulation
S) in reliance on Regulation S. For a description of the selling restrictions in certain other jurisdictions, see “Selling Restrictions” on page 210. The Equity Shares are transferable only in accordance
with the restrictions described in “Purchaser Representations and Transfer Restrictions” on page 218.

This Placement Document is dated April 12, 2022.

BOOK RUNNING LEAD MANAGERS

Axis Capital Limited IIFL Securities Limited Jefferies India Private Limited

JM Financial Limited SBI Capital Markets Limited


TABLE OF CONTENTS

NOTICE TO INVESTORS ....................................................................................................................................................... 4


REPRESENTATIONS BY INVESTORS ................................................................................................................................ 6
OFFSHORE DERIVATIVE INSTRUMENTS ..................................................................................................................... 12
DISCLAIMER CLAUSES ...................................................................................................................................................... 13
PRESENTATION OF FINANCIAL AND OTHER INFORMATION .............................................................................. 14
INDUSTRY AND MARKET DATA ...................................................................................................................................... 18
FORWARD-LOOKING STATEMENTS ............................................................................................................................. 19
ENFORCEMENT OF CIVIL LIABILITIES ....................................................................................................................... 21
EXCHANGE RATES INFORMATION ............................................................................................................................... 22
DEFINITIONS AND ABBREVIATIONS ............................................................................................................................. 23
SUMMARY OF BUSINESS ................................................................................................................................................... 31
SUMMARY OF THE ISSUE.................................................................................................................................................. 36
SELECTED FINANCIAL INFORMATION OF OUR COMPANY .................................................................................. 38
RELATED PARTY TRANSACTIONS ................................................................................................................................. 39
RISK FACTORS ..................................................................................................................................................................... 40
MARKET PRICE INFORMATION ..................................................................................................................................... 72
USE OF PROCEEDS .............................................................................................................................................................. 74
CAPITALISATION STATEMENT....................................................................................................................................... 75
CAPITAL STRUCTURE ........................................................................................................................................................ 76
DIVIDENDS ............................................................................................................................................................................. 82
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS ......................................................................................................................................................................... 83
INDUSTRY OVERVIEW ..................................................................................................................................................... 109
OUR BUSINESS .................................................................................................................................................................... 140
BUSINESS OF THE AMALGAMATING GROUP.................................................................................................................. 156
OUR STRATEGY .................................................................................................................................................................... 171
ORGANIZATIONAL STRUCTURE .................................................................................................................................. 175
PROPOSED MERGER OF NAM ESTATES AND EOCDPL WITH OUR COMPANY .............................................. 179
BOARD OF DIRECTORS AND SENIOR MANAGEMENT PERSONNEL.................................................................. 184
SHAREHOLDING PATTERN OF OUR COMPANY ...................................................................................................... 191
ISSUE PROCEDURE ........................................................................................................................................................... 196
PLACEMENT ........................................................................................................................................................................ 209
SELLING RESTRICTIONS ................................................................................................................................................ 210
PURCHASER REPRESENTATIONS AND TRANSFER RESTRICTIONS ................................................................. 218
THE SECURITIES MARKET OF INDIA .......................................................................................................................... 220
DESCRIPTION OF THE EQUITY SHARES .................................................................................................................... 223
TAXATION ............................................................................................................................................................................ 227
LEGAL PROCEEDINGS ..................................................................................................................................................... 231
OUR STATUTORY AUDITORS ......................................................................................................................................... 241
GENERAL INFORMATION ............................................................................................................................................... 242
FINANCIAL STATEMENTS............................................................................................................................................... 244
PROPOSED ALLOTTEES IN THE ISSUE ....................................................................................................................... 245
DECLARATION ................................................................................................................................................................... 246
SAMPLE APPLICATION FORM ....................................................................................................................................... 249
NOTICE TO INVESTORS

Our Company has furnished and accepts full responsibility for all the information contained in this Placement Document and
confirms that to the best of its knowledge and belief, having made all reasonable enquiries, this Placement Document contains
all information with respect to our Company, Subsidiaries and the Equity Shares, which is material in the context of the Issue.
The statements contained in this Placement Document relating to our Company, Subsidiaries and the Equity Shares are, in all
material respects, true, accurate and not misleading, and the opinions and intentions expressed in this Placement Document with
regard to our Company, Subsidiaries and the Equity Shares are honestly held, have been reached after considering all relevant
circumstances and are based on reasonable assumptions and information presently available to our Company and Subsidiaries.
There are no other facts in relation to our Company, Subsidiaries and the Equity Shares, the omission of which would, in the
context of the Issue, make any statement in this Placement Document misleading in any material respect. Further, our Company
has made all reasonable enquiries to ascertain such facts and to verify the accuracy of all such information and statements.
Unless otherwise stated, all information in this Placement Document is provided as of the date of this Placement Document and
neither our Company, our Subsidiaries nor the BRLMs have any obligation to update such information to a later date.

The information contained in this Placement Document has been provided by our Company and other sources identified herein.
The BRLMs have not separately verified all of the information contained in the Preliminary Placement Document and in this
Placement Document (financial, legal or otherwise). Accordingly, neither the BRLMs nor any of its shareholders, employees,
counsel, officers, directors, representatives, agents or affiliates make any express or implied representation, warranty or
undertaking, and no responsibility or liability is accepted by the BRLMs and/or any of its shareholders, employees, counsel,
officers, directors, representatives, agents, associates or affiliates as to the accuracy or completeness of the information
contained in the Preliminary Placement Document and in this Placement Document or any other information (financial, legal
or otherwise) supplied in connection with our Company, our Subsidiaries and the Equity Shares. Each person receiving this
Placement Document acknowledges that such person has not relied either on the BRLMs or on any of its shareholders,
employees, counsel, officers, directors, representatives, agents or affiliates in connection with such person’s investigation of
the accuracy of such information or such person’s investment decision, and each such person must rely on its own examination
of our Company, our Subsidiaries and the merits and risks involved in investing in the Equity Shares issued pursuant to the
Issue.

No person is authorised to give any information or to make any representation not contained in this Placement Document and
any information or representation not so contained must not be relied upon as having been authorised by or on behalf of our
Company or by or on behalf of the BRLMs. The delivery of this Placement Document at any time does not imply that the
information contained in it is correct as of any time subsequent to its date.

The Equity Shares to be issued pursuant to the Issue have not been approved, disapproved, registered or recommended
by the U.S. Securities and Exchange Commission, any other federal or state authorities in the United States or the
securities authorities of any non-U.S. jurisdiction or any other U.S. or non-U.S. regulatory authority. No authority has
passed on or endorsed the merits of this Issue or the accuracy or adequacy of this Placement Document. Any
representation to the contrary is a criminal offence in the United States and may be a criminal offence in other
jurisdictions.

The Equity Shares to be issued pursuant to the Issue have not been and will not be registered under the U.S. Securities Act, and
may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the
registration requirements of the U.S. Securities Act and applicable state securities laws.

The distribution of this Placement Document or the disclosure of its contents without the prior consent of our Company to any
person, other than Eligible QIBs specified by the BRLMs or their representatives, and those retained by Eligible QIBs to advise
them with respect to their purchase of the Equity Shares, is unauthorised and prohibited. Each prospective investor, by accepting
delivery of this Placement Document, agrees to observe the foregoing restrictions and not further distribute or make any copies
of this Placement Document or any documents referred to in this Placement Document. Any reproduction or distribution of this
Placement Document, in whole or in part, and any disclosure of its contents to any other person is prohibited.

The distribution of this Placement Document and the issue of Equity Shares may be restricted in certain jurisdictions by
applicable laws. As such, this Placement Document does not constitute, and may not be used for or in connection with, an offer
or solicitation by anyone in any jurisdiction in which such offer or solicitation is not authorised or to any person to whom it is
unlawful to make such offer or solicitation. In particular, no action has been taken by our Company and the BRLMs that would
permit an offering of the Equity Shares or distribution of this Placement Document in any jurisdiction, other than India, where
action for that purpose is required. Accordingly, the Equity Shares may not be offered or sold, directly or indirectly, and neither
the Preliminary Placement Document, this Placement Document nor any offering material in connection with the Equity Shares
may be distributed or published in or from any country or jurisdiction, except under circumstances that will result in compliance
with any applicable rules and regulations of any such country or jurisdiction. For a description of the restrictions applicable to
the offer and sale of the Equity Shares in the Issue in certain jurisdictions, see “Selling Restrictions” and “Purchaser
Representations and Transfer Restrictions” on pages 210 and 218, respectively.

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In making an investment decision, the prospective investors must rely on their own examination of our Company, our
Subsidiaries, the Equity Shares and the terms of the Issue, including the merits and risks involved. Prospective investors should
not construe the contents of the Preliminary Placement Document and this Placement Document as legal, business, tax,
accounting, or investment advice and should consult their own counsel and advisors as to business, investment, legal, tax,
accounting and related matters concerning the Issue. In addition, our Company and the BRLMs are not making any
representation to any investor, purchaser, offeree or subscriber of the Equity Shares in relation to this Issue regarding the legality
of an investment in the Equity Shares by such investor, purchaser, offeree or subscriber under applicable legal, investment or
similar laws or regulations. The prospective investors of the Equity Shares should conduct their own due diligence on the Equity
Shares and our Company.

Each investor, purchaser, offeree or subscriber of the Equity Shares in the Issue is deemed to have acknowledged, represented
and agreed that it is an Eligible QIB and is eligible to invest in India and in our Company under applicable law, including
Chapter VI of the SEBI ICDR Regulations, Section 42 of the Companies Act, and other provisions of the Companies Act, and
that it is not prohibited by SEBI or any other regulatory, statutory or judicial authority from buying, selling or dealing in
securities including the Equity Shares. Each investor, purchaser, offeree or subscriber of the Equity Shares in the Issue also
acknowledges that it has been afforded an opportunity to request from our Company and review information relating to our
Company and the Equity Shares.

Our Company and the BRLMs are not liable for any amendment or modification or change to applicable laws or regulations,
which may occur after the date of this Placement Document. QIBs are advised to make their independent investigations and
satisfy themselves that they are eligible to apply. QIBs are advised to ensure that any single application from them does not
exceed the investment limits or maximum number of Equity Shares that can be held by them under applicable law or regulation
or as specified in the Preliminary Placement Document and in this Placement Document. Further, QIBs are required to satisfy
themselves that their Bids would not eventually result in triggering a tender offer under the Takeover Regulations and the QIB
shall be solely responsible for compliance with the provisions of the Takeover Regulations, SEBI Insider Trading Regulations
and other applicable laws, rules, regulations, guidelines and circulars.

This Placement Document contains summaries of certain terms of certain documents, which summaries are qualified in their
entirety by the terms and conditions of such document.

The information on our Company’s website, viz., www.indiabullsrealestate.com, any website directly or indirectly linked to the
website of our Company or on the website of the BRLMs or any of their respective affiliates or agents, does not constitute nor
form part of the Preliminary Placement Document and this Placement Document. Prospective investors should not rely on such
information contained in, or available through, any such websites.

The Company agrees to comply with any undertakings given by it from time to time in connection with the Equity Shares to
the Stock Exchanges and, without prejudice to the generality of foregoing, shall furnish to the Stock Exchanges all such
information as the rules of the Stock Exchanges may require in connection with the listing of the Equity Shares on the Stock
Exchanges.

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REPRESENTATIONS BY INVESTORS

References herein to “you” or “your” is to a prospective investor in the Issue. By Bidding for and/or subscribing to any Equity
Shares in the Issue, you are deemed to have represented, warranted, acknowledged, and agreed to contents set forth in the
sections “Notice to Investors”, “Selling Restrictions” and “Purchaser Representations and Transfer Restrictions” on pages 4,
210 and 218, respectively and have represented, warranted and acknowledged to and agreed to our Company and the BRLMs,
as follows:

• You are a “qualified institutional buyer” as defined in Regulation 2(1)(ss) of the SEBI ICDR Regulations and not
excluded pursuant to Regulation 179(2)(b) of the SEBI ICDR Regulations, having a valid and existing registration
under applicable laws and regulations of India, and undertake to (i) acquire, hold, manage or dispose of any Equity
Shares that are Allotted to you in accordance with Chapter VI of the SEBI ICDR Regulations, the Companies Act (as
defined hereinafter), and all other applicable laws; and (ii) comply with the SEBI ICDR Regulations, the Companies
Act and all other applicable laws, including any reporting obligations, making necessary filings, if any, in connection
with the Issue or otherwise accessing capital markets;

• You are eligible to invest in India under applicable law, including the FEMA Rules (as defined hereinafter) and any
notifications, circulars or clarifications issued thereunder, and have not been prohibited by SEBI or any other regulatory
authority, statutory authority or otherwise, from buying, selling, or dealing in securities or otherwise accessing capital
markets in India;

• If you are not a resident of India, but are an Eligible QIB, you are a foreign portfolio investor, and you confirm that
you are an Eligible FPI as defined in this Placement Document and have a valid and existing registration with SEBI
under the applicable laws in India, and can participate in the Issue only under Schedule II of FEMA Rules. You will
make all necessary filings with appropriate regulatory authorities, including RBI, as required pursuant to applicable
laws. You have not been prohibited by SEBI or any other regulatory authority, from buying, selling or dealing in
securities or otherwise accessing the capital markets;

• You are aware that in terms of the FEMA Rules, the total holding by each FPI including its investor group (which
means multiple entities registered as FPIs and directly or indirectly having common ownership of more than 50% or
common control) shall be below 10% of the total paid-up Equity Share capital of our Company on a fully diluted basis
and the total holdings of all FPIs put together shall not exceed the sectoral cap applicable to the sector in which our
Company operates. In terms of the FEMA Rules, for calculating the total holding of FPIs in a company, holding of all
registered FPIs shall be included. Hence, Eligible FPIs may invest in such number of Equity Shares in this Issue such
that (i) the individual investment of the FPI in our Company does not exceed 10% of the post-Issue paid-up Equity
Share capital of our Company on a fully diluted basis and (ii) the aggregate investment by FPIs in our Company does
not exceed the sectoral cap applicable to our Company. In case the holding of an FPI together with its investor group
increases to 10% or more of the total paid-up Equity Share capital, on a fully diluted basis, such FPI together with its
investor group shall divest the excess holding within a period of five trading days from the date of settlement of the
trades resulting in the breach. If however, such excess holding has not been divested within the specified period of five
trading days, the entire shareholding of such FPI together with its investor group will be re-classified as FDI, subject
to the conditions as specified by SEBI and the RBI in this regard and compliance by our Company and the investor
with applicable reporting requirements and the FPI and its investor group will be prohibited from making any further
portfolio investment in our Company under the SEBI FPI Regulations. Since FVCIs and non-resident multilateral or
bilateral development financial institution are not permitted to participate in the Issue, you confirm that you are neither
an FVCI nor a non-resident multilateral or bilateral development financial institution;

• If you are not a resident of India, but a QIB, you are an Eligible FPI (and are not an individual, corporate body or a
family office) having a valid and existing registration with SEBI under the applicable laws in India and are eligible to
invest in India under applicable law, including the FEMA Rules, and any notifications, circulars or clarifications issued
thereunder, and have not been prohibited by SEBI or any other regulatory authority, from buying, selling, dealing in
securities or otherwise accessing the capital markets;

• You will provide the information as required under the provisions of the Companies Act, the PAS Rules, the applicable
provisions of the SEBI ICDR Regulations and any other applicable rules for record keeping by our Company, including
your name, nationality, complete address, phone number, e-mail address, permanent account number (if applicable)
and bank account details and such other details as may be prescribed or otherwise required even after the closure of
the Issue and the list of Eligible QIBs including the aforementioned details shall be filed with the RoC and SEBI, as
may be required under the Companies Act and other applicable laws;

• If you are Allotted Equity Shares, you shall not, for a period of one year from the date of Allotment, sell the Equity
Shares so acquired except on the Stock Exchanges. Further, additional restrictions apply if you are within the United

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States and certain other jurisdictions. For further details in this regard, see “Selling Restrictions” and “Purchaser
Representations and Transfer Restrictions” on pages 210 and 218, respectively;

• You are aware that the Preliminary Placement Document and this Placement Document has not been and will not be
filed as a prospectus with RoC under the Companies Act, the SEBI ICDR Regulations or under any other law in force
in India and, no Equity Shares will be offered in India or overseas to the public or any members of the public in India
or any other class of investors, other than Eligible QIBs. The Preliminary Placement Document and this Placement
Document (which includes disclosures prescribed under Form PAS-4) has not been and will not be reviewed or
affirmed by the RBI, SEBI, the Stock Exchanges, the RoC or any other regulatory or listing authority and is intended
only for use by Eligible QIBs;

• You confirm that neither is your investment as an entity of a country which shares land border with India nor is the
beneficial owner of your investment situated in or a citizen of such country (in each which case, investment can only
be through the Government approval route), and that your investment is in accordance with press note no. 3 (2020
Series), dated April 17, 2020, issued by the Department for Promotion of Industry and Internal Trade, Government of
India, and Rule 6 of the FEMA Rules;

• The Preliminary Placement Document, and this Placement Document have been filed, with the Stock Exchanges for
record purposes only and the Preliminary Placement Document has been and this Placement Document have been
displayed on the websites of our Company and the Stock Exchanges;

• You are permitted to subscribe for and acquire the Equity Shares under the laws of all relevant jurisdictions that apply
to you and that you have fully observed such laws and you have necessary capacity, have obtained all necessary
consents, governmental or otherwise, and authorisations and complied and shall comply with all necessary formalities,
to enable you to participate in the Issue and to perform your obligations in relation thereto (including, without
limitation, in the case of any person on whose behalf you are acting, all necessary consents and authorisations to agree
to the terms set out or referred to in the Preliminary Placement Document and in this Placement Document), and will
honour such obligations;

• You are aware that, our Company, the BRLMs or any of their respective shareholders, directors, officers, employees,
counsel, representatives, agents or affiliates are not making any recommendations to you or advising you regarding
the suitability of any transactions it may enter into in connection with the Issue and your participation in the Issue is
on the basis that you are not, and will not, up to the Allotment, be a client of the BRLMs. The BRLMs or any of their
shareholders, directors, officers, employees, counsel, representatives, agents or affiliates do not have any duties or
responsibilities to you for providing the protection afforded to their clients or customers or for providing advice in
relation to the Issue and are not in any way acting in any fiduciary capacity;

• You confirm that, either: (i) you have not participated in or attended any investor meetings or presentations by our
Company or its agents (the “Company Presentations”) with regard to our Company or the Issue; or (ii) if you have
participated in or attended any Company Presentations: (a) you understand and acknowledge that the BRLMs may not
have knowledge of the statements that our Company or its agents may have made at such Company Presentations and
is therefore unable to determine whether the information provided to you at such Company Presentations may have
included any material misstatements or omissions, and, accordingly you acknowledge that the BRLMs have advised
you not to rely in any way on any information that was provided to you at such Company Presentations, and (b) confirm
that you have not been provided any material or price sensitive information relating to our Company and the Issue that
was not publicly available;

• Your decision to subscribe to the Equity Shares to be issued pursuant to the Issue has not been made on the basis of
any information relating to our Company or our Subsidiaries, which is not set forth in the Preliminary Placement
Document and this Placement Document;

• You are subscribing to the Equity Shares to be issued pursuant to the Issue in accordance with applicable laws and by
participating in this Issue, you are not in violation of any applicable law, including but not limited to the SEBI Insider
Trading Regulations, the Securities and Exchange Board of India (Prohibition of Fraudulent and Unfair Trade Practices
relating to Securities Market) Regulations, 2003, as amended, and the Companies Act;

• You understand that the Equity Shares issued pursuant to the Issue shall be subject to the provisions of the
Memorandum of Association and Articles of Association of our Company and will be credited as fully paid and will
rank pari passu in all respects with the existing Equity Shares including the right to receive dividend and other
distributions declared;

• All statements other than statements of historical fact included in this Placement Document, including, without
limitation, those regarding our Company, or Subsidiaries’, financial position, business strategy, plans and objectives

7
of management for future operations (including development plans and objectives relating to our Company’s business),
are forward-looking statements. You are aware that, such forward-looking statements involve known and unknown
risks, uncertainties and other important factors that could cause actual results to be materially different from future
results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking
statements are based on numerous assumptions regarding our Company or Subsidiaries’ perspective present and future
business strategies and environment in which our Company or Subsidiary will operate in the future. You should not
place undue reliance on forward-looking statements, which speak only as at the date of this Placement Document.
Neither our Company nor the BRLMs or any of their respective shareholders, directors, officers, employees, counsel,
representatives, agents or affiliates assume any responsibility to update any of the forward-looking statements
contained in this Placement Document;

• You are aware and understand that the Equity Shares are being offered only to Eligible QIBs on a private placement
basis and are not being offered to the general public or any other category other than Eligible QIBs, and the Allotment
of the same shall be at the discretion of our Company, in consultation with the BRLMs;

• You are aware that in terms of the requirements of the Companies Act, upon Allocation, our Company has disclosed
names and percentage of post-Issue shareholding of the proposed Allottees in this Placement Document. However,
disclosure of such details in relation to the proposed Allottees in this Placement Document does not guarantee
Allotment to them, as Allotment in the Issue shall continue to be at the sole discretion of our Company, in consultation
with the BRLMs;

• You are aware that if you are Allotted more than 5% of the Equity Shares in the Issue, our Company shall be required
to disclose your name and the number of the Equity Shares Allotted to you to the Stock Exchanges and the Stock
Exchanges will make the same available on their website and you consent to such disclosures;

• You have been provided a serially numbered copy of the Preliminary Placement Document and this Placement
Document and have read it in its entirety, including in particular, “Risk Factors” on page 40;

• In making your investment decision, you have (i) relied on your own examination of our Company, our Subsidiaries
and the Equity Shares and the terms of the Issue, including the merits and risks involved, (ii) made and continue to
make your own assessment of our Company, Subsidiaries and the Equity Shares and the terms of the Issue based solely
on and in reliance of the information contained in the Preliminary Placement Document and this Placement Document
and no other disclosure or representation by our Company or any other party, (iii) consulted your own independent
counsel and advisors or otherwise have satisfied yourself concerning, without limitation, the effects of local laws
(including tax laws), (iv) received all information that you believe is necessary or appropriate in order to make an
investment decision in respect of our Company, our Subsidiaries and the Equity Shares, and (v) relied upon your own
investigation and resources in deciding to invest in the Issue;

• Neither our Company nor the BRLMs nor any of their respective shareholders, directors, officers, employees, counsel,
representatives, agents or affiliates have provided you with any tax advice or otherwise made any representations
regarding the tax consequences of purchase, ownership and disposal of the Equity Shares (including but not limited to
the Issue and the use of the proceeds from the Equity Shares). You will obtain your own independent tax advice from
a reputable service provider and will not rely on the BRLMs or any of their shareholders, directors, officers, employees,
counsel, representatives, agents or affiliates, when evaluating the tax consequences in relation to the Equity Shares
(including, in relation to the Issue and the use of proceeds from the Equity Shares). You waive, and agree not to assert
any claim against, our Company, the BRLMs or any of their respective shareholders, directors, officers, employees,
counsel, representatives, agents or affiliates, with respect to the tax aspects of the Equity Shares or as a result of any
tax audits by tax authorities, wherever situated;

• You are a sophisticated investor and have such knowledge and experience in financial, business and investment matters
as to be capable of evaluating the merits and risks of an investment in the Equity Shares. You are experienced in
investing in private placement transactions of securities of companies in a similar nature of business, similar stage of
development and in similar jurisdictions. You and any managed accounts for which you are subscribing for the Equity
Shares (i) are each able to bear the economic risk of your investment in the Equity Shares, (ii) will not look to our
Company and/or the BRLMs or any of their respective shareholders, directors, officers, employees, counsel, advisors,
representatives, agents or affiliates for all or part of any such loss or losses that may be suffered in connection with the
Issue, including losses arising out of non-performance by our Company of any of its respective obligations or any
breach of any representations and warranties by our Company, whether to you or otherwise, (iii) are able to sustain a
complete loss on the investment in the Equity Shares, (iv) have no need for liquidity with respect to the investment in
the Equity Shares, (v) have no reason to anticipate any change in your or their circumstances, financial or otherwise,
which may cause or require any sale or distribution by you or them of all or any part of the Equity Shares; and (vi) are
seeking to subscribe to the Equity Shares in the Issue for your own investment and not with a view to resell or distribute.

8
You are aware that investment in Equity Shares involves a high degree of risk and that the Equity Shares are, therefore
a speculative investment;

• If you are acquiring the Equity Shares for one or more managed accounts, you represent and warrant that you are
authorised in writing, by each such managed account to acquire such Equity Shares for each managed account and
hereby make the representations, warranties, acknowledgements, undertakings and agreements herein for and on behalf
of each such account, reading the reference to “you” to include such accounts;

• You are not a ‘promoter’ (as defined under the Companies Act and the SEBI ICDR Regulations) of our Company and
are not a person related to our Promoter, either directly or indirectly and your Bid does not directly or indirectly
represent our ‘Promoter’, or ‘Promoter Group’ (as defined under the SEBI ICDR Regulations) of our Company or
persons or entities related thereto;

• You have no rights under a shareholders’ agreement or voting agreement with our Promoter or members of the
Promoter Group or persons related to the Promoter, no veto rights or right to appoint any nominee director on our
Board, other than the rights acquired, if any, in the capacity of a lender not holding any Equity Shares;

• You agree in terms of Section 42 of the Companies Act and Rule 14 of the PAS Rules, that our Company shall make
necessary filings with the RoC as may be required under the Companies Act;

• You will have no right to withdraw your Bid or revise your Bid downwards after the Bid/ Issue Closing Date (as
defined hereinafter);

• You are eligible to Bid for and hold the Equity Shares so Allotted, together with any Equity Shares held by you prior
to the Issue. Further, you confirm that your aggregate holding after the Allotment of the Equity Shares shall not exceed
the level permissible as per any applicable law;

• The Bid made by you would not result in triggering a tender offer under the SEBI Takeover Regulations (as defined
hereinafter) and you shall be solely responsible for compliance with all other applicable provisions of the SEBI
Takeover Regulations;

• The aggregate number of Equity Shares Allotted to you under the Issue, together with other Allottees that belong to
the same group or are under common control as you, pursuant to the Allotment under the Issue shall not exceed 50%
of the Issue Size. For the purposes of this representation:

(a) Eligible QIBs “belonging to the same group” shall mean entities where (a) any of them controls, directly or
indirectly, through its subsidiary or holding company, not less than 15% of the voting rights in the other; (b)
any of them, directly or indirectly, by itself, or in combination with other persons, exercise control over the
others; or (c) there is a common director, excluding nominee and independent directors, amongst an Eligible
QIBs, its subsidiary or holding company and any other Eligible QIB; and

(b) ‘Control’ shall have the same meaning as is assigned to it by Regulation 2(1)(e) of the SEBI Takeover
Regulations;

• You shall not undertake any trade in the Equity Shares credited to your beneficiary account until such time that the
final listing and trading approvals for such Equity Shares are issued by the Stock Exchanges;

• You are aware that (i) applications for in-principle approval, in terms of Regulation 28(1)(a) of the SEBI Listing
Regulations, for listing and admission of the Equity Shares to be issued pursuant to the Issue and for trading on the
Stock Exchanges, were made and an in-principle approval has been received by our Company from each of the Stock
Exchanges, and (ii) the application for the final listing and trading approval will be made only after Allotment. There
can be no assurance that the final listing and trading approvals for listing of the Equity Shares to be issued pursuant to
this Issue will be obtained in time or at all. Neither our Company nor the BRLMs nor any of their respective
shareholders, directors, officers, employees, counsel, representatives, agents or affiliates shall be responsible for any
delay or non-receipt of such final listing and trading approvals or any loss arising from such delay or non-receipt;

• You are aware and understand that the BRLMs have entered into a Placement Agreement with our Company whereby
the BRLMs have, subject to the satisfaction of certain conditions set out therein, undertaken to use its reasonable
efforts to procure subscription for the Equity Shares on the terms and conditions set forth therein;

• You understand that the contents of the Preliminary Placement Document and this Placement Document are
exclusively the responsibility of our Company, and that neither the BRLMs nor any person acting on their behalf or
any of the counsel or advisors to the Issue has or shall have any liability for any information, representation or statement
contained in the Preliminary Placement Document and this Placement Document or any information previously
9
published by or on behalf of our Company and will not be liable for your decision to participate in the Issue based on
any information, representation or statement contained in the Preliminary Placement Document and this Placement
Document or otherwise. By accepting a participation in the Issue, you agree to the same and confirm that the only
information you are entitled to rely on, and on which you have relied in committing yourself to acquire the Equity
Shares is contained in the Preliminary Placement Document and this Placement Document, such information being all
that you deem necessary to make an investment decision in respect of the Equity Shares, you have neither received nor
relied on any other information, representation, warranty or statement made by or on behalf of the BRLMs or our
Company or any other person, and the BRLMs or our Company or any of their respective affiliates, including any
view, statement, opinion or representation expressed in any research published or distributed by them, the BRLMs and
its affiliates will not be liable for your decision to accept an invitation to participate in the Issue based on any other
information, representation, warranty, statement or opinion;

• You understand that the BRLMs or any of its shareholders, directors, officers, employees, counsel, representatives,
agents or affiliates do not have any obligation to purchase or acquire all or any part of the Equity Shares purchased by
you in the Issue or to support any losses directly or indirectly sustained or incurred by you for any reason whatsoever
in connection with the Issue, including the non-performance by our Company or any of its obligations or any breach
of any representations or warranties by us, whether to you or otherwise;

• You are able to purchase the Equity Shares in accordance with the restrictions described in “Selling Restrictions” on
page 210 and you have made, or are deemed to have made, as applicable, the representations, warranties,
acknowledgements, undertakings and agreements in “Selling Restrictions” on page 210;

• You understand and agree that the Equity Shares are transferable only in accordance with the restrictions described in
“Purchaser Representations and Transfer Restrictions” on page 218 and you have made, or are deemed to have made,
as applicable, the representations, warranties, acknowledgements, undertakings and agreements in “Purchaser
Representations and Transfer Restrictions” on page 218;

• You understand that the Equity Shares have not been and will not be registered under the U.S. Securities Act or with
any securities regulatory authority of any state of the United States and accordingly, may not be offered or sold within
the United States, except in reliance on an exemption from the registration requirements of the U.S. Securities Act.

• If you are outside the United States, you are subscribing for the Equity Shares in an "offshore transaction" within the
meaning of Regulation S under the U.S. Securities Act, and are not our Company’s or the BRLMs’ affiliate or a person
acting on behalf of such an affiliate;

• You are not acquiring or subscribing for the Equity Shares as a result of any general solicitation or general advertising
(as those terms are defined in Regulation D) or directed selling efforts (as defined in Regulation S) and you understand
and agree that offers and sales are being made in reliance on an exemption to the registration requirements of the U.S.
Securities Act. You understand and agree that the Equity Shares are transferable only in accordance with the
restrictions described under “Selling Restrictions” and “Purchaser Representations and Transfer Restrictions” on
pages 210 and 218, respectively;

• You agree that any dispute arising in connection with the Issue will be governed by and construed in accordance with
the laws of Republic of India, and the courts in New Delhi, India shall have exclusive jurisdiction to settle any disputes
which may arise out of or in connection with the Preliminary Placement Document and/or this Placement Document;

• Each of the representations, warranties, acknowledgements and agreements set out above shall continue to be true and
accurate at all times up to and including the Allotment, listing and trading of the Equity Shares in the Issue;

• You agree to indemnify and hold our Company, the BRLMs and their respective directors, officers, employees,
affiliates, associates, controlling persons and representatives harmless from any and all costs, claims, liabilities and
expenses (including legal fees and expenses) arising out of or in connection with any breach of the foregoing
representations, warranties, acknowledgements and undertakings made by you in the Preliminary Placement Document
and this Placement Document. You agree that the indemnity set out in this paragraph shall survive the resale of the
Equity Shares by, or on behalf of, the managed accounts;

• You will make the payment for subscription to the Equity Shares pursuant to this Issue from your own bank account.
In case of joint holders, the monies shall be paid from the bank account of the person whose name appears first in the
application;

• You acknowledge that the Preliminary Placement Document did not, and this Placement Document does not confer
upon or provide you with any right of renunciation of the Equity Shares offered through the Issue in favour of any
person;

10
• You are aware and understand that you are allowed to place a Bid for Equity Shares. Please note that submitting a Bid
for Equity Shares should not be taken to be indicative of the number of Equity Shares that will be Allotted to a
successful Bidder. Allotment of Equity Shares will be undertaken by our Company, in its absolute discretion, in
consultation with the BRLMs;

• You confirm that neither is your investment as an entity of a country which shares land border with India nor is the
beneficial owner of your investment situated in or a citizen of such country (in each which case, investment can only
be through the Government approval route), and that your investment is in accordance with consolidated FDI Policy,
issued by the Department of Promotion of Industry and Internal Trade, Ministry of Commerce and Industry,
Government of India and Rule 6 of the FEMA Rules;

• You represent that you are not an affiliate of our Company or the BRLMs or a person acting on behalf of such affiliate.
However, affiliates of the BRLMs, which are Eligible FPIs, may purchase, to the extent permissible under law, the
Equity Shares in the Issue, and may issue Offshore Derivative Instruments in respect thereof. For further details, please
see “Offshore Derivative Instruments” on page 12;

• Our Company, the BRLMs, their respective affiliates, directors, counsel, officers, employees, shareholders,
representatives, agents, controlling persons and others will rely on the truth and accuracy of the foregoing
representations, warranties, acknowledgements and undertakings, and are irrevocable. It is agreed that if any of such
representations, warranties, acknowledgements and undertakings are no longer accurate, you will promptly notify our
Company and the BRLMs; and

• You will make all necessary filings with appropriate regulatory authorities, including the RBI, as required pursuant to
applicable laws.

11
OFFSHORE DERIVATIVE INSTRUMENTS

Subject to compliance with all applicable Indian laws, rules, regulations, guidelines and approvals in terms of Regulation 21 of
the SEBI FPI Regulations, an Eligible FPI including the affiliates of the BRLMs, who are registered as category I FPIs may
issue, subscribe to or otherwise deal in offshore derivative instruments (as defined under the SEBI FPI Regulations as any
instrument, by whatever name called, which is issued overseas by a FPI against securities held by it in India, as its underlying,
and all such offshore derivative instruments are referred to herein as “Offshore Derivative Instruments”), and persons who
are eligible for registration as Category I FPIs can subscribe to or deal in such Offshore Derivative Instruments provided that
in the case of an entity that has an investment manager who is from the Financial Action Task Force member country, such
investment manager shall not be required to be registered as a Category I FPI. The above-mentioned category I may receive
compensation from the purchasers of such instruments. In terms of Regulation 21 of SEBI FPI Regulations, Offshore Derivative
Instruments may be issued only by such persons who are registered as Category I FPIs and they may be issued only to persons
eligible for registration as Category I FPIs subject to exceptions provided in the SEBI FPI Regulations and compliance with
‘know your client’ requirements, as specified by the Board and subject to payment of applicable regulatory fee and in
compliance with such other conditions as may be specified from the SEBI. An Eligible FPI shall also ensure that no transfer of
any instrument referred to above is made to any person unless such FPIs are registered as Category I FPIs and such instrument
is being transferred only to person eligible for registration as Category I FPIs subject to requisite consents being obtained in
terms of Regulation 21 of SEBI FPI Regulations. Offshore Derivative Instruments have not been and are not being offered or
sold pursuant to the Preliminary Placement Document and this Placement Document. This Placement Document does not
contain any information concerning Offshore Derivative Instruments or the issuer(s) of any Offshore Derivative Instruments,
including any information regarding any risk factors relating thereto.

Subject to certain relaxations provided under Regulation 22(4) of the SEBI FPI Regulations, investment by a single FPI
including its investor group (multiple entities registered as FPIs and directly or indirectly, having common ownership of more
than 50% or common control,) is not permitted to be 10% or above of our post-Issue Equity Share capital on a fully diluted
basis. The SEBI has, vide a circular dated November 5, 2019, issued the operational guidelines for FPIs, designated depository
participants and eligible foreign investors (the “FPI Operational Guidelines”), to facilitate implementation of the SEBI FPI
Regulations. In terms of such FPI Operational Guidelines, the above mentioned restrictions shall also apply to subscribers of
Offshore Derivative Instruments and two or more subscribers of Offshore Derivative Instruments having common ownership,
directly or indirectly, of more than 50% or common control shall be considered together as a single subscriber of the Offshore
Derivative Instruments. Further, in the event a prospective investor has investments as an FPI and as a subscriber of Offshore
Derivative Instruments, these investment restrictions shall apply on the aggregate of the FPI investments and Offshore
Derivative Instruments position held in the underlying company.

Further, in accordance with Press Note No. 3 (2020 Series), dated April 17, 2020, issued by the Department for Promotion of
Industry and Internal Trade, Government of India, investments where the entity is of a country which shares land border with
India or the beneficial owner of the Equity Shares is situated in or is a citizen of a country which shares land border with India,
can only be made through the Government approval route, as prescribed in the FDI Policy and FEMA Rules. These investment
restrictions shall also apply to subscribers of Offshore Derivative Instruments.

Affiliates of the BRLMs which are Eligible FPIs may purchase, to the extent permissible under law, the Equity Shares in the
Issue, and may issue Offshore Derivative Instruments in respect thereof. Any Offshore Derivative Instruments that may be
issued are not securities of our Company and do not constitute any obligation of, claims on or interests in our Company. Our
Company has not participated in any offer of any Offshore Derivative Instruments, or in the establishment of the terms of any
Offshore Derivative Instruments, or in the preparation of any disclosure related to any Offshore Derivative Instruments. Any
Offshore Derivative Instruments that may be offered are issued by, and are the sole obligations of, third parties that are unrelated
to our Company. Our Company and the BRLMs do not make any recommendation as to any investment in Offshore Derivative
Instruments and do not accept any responsibility whatsoever in connection with any Offshore Derivative Instruments. Any
Offshore Derivative Instruments that may be issued are not securities of the BRLMs and do not constitute any obligations of or
claims on the BRLMs.

Prospective investors interested in purchasing any Offshore Derivative Instruments have the responsibility to obtain
adequate disclosures as to the issuer(s) of such Offshore Derivative Instruments and the terms and conditions of any
such Offshore Derivative Instruments from the issuer(s) of such Offshore Derivative Instruments. Neither SEBI nor any
other regulatory authority has reviewed or approved any Offshore Derivative Instruments or any disclosure related
thereto. Prospective investors are urged to consult their own financial, legal, accounting and tax advisors regarding any
contemplated investment in Offshore Derivative Instruments, including whether Offshore Derivative Instruments are
issued in compliance with applicable laws and regulations.

12
DISCLAIMER CLAUSES

Disclaimer clause of the Stock Exchanges

As required, a copy of the Preliminary Placement Document and this Placement Document has been submitted to each of the
Stock Exchanges.

The Stock Exchanges do not in any manner:

(1) warrant, certify or endorse the correctness or completeness of the contents of the Preliminary Placement Document or
this Placement Document; or

(2) warrant that the Equity Shares to be issued pursuant to the Issue will be listed or will continue to be listed on the Stock
Exchanges; or

(3) take any responsibility for the financial or other soundness of our Company, our Promoter, our management or any
scheme or project of our Company

and it should not, for any reason be deemed or construed to mean that the Preliminary Placement Document or this Placement
Document has been cleared or approved by the Stock Exchanges. Every person who desires to apply for or otherwise acquire
any Equity Shares may do so pursuant to an independent inquiry, investigation and analysis and shall not have any claim against
the Stock Exchanges whatsoever, by reason of any loss which may be suffered by such person consequent to or in connection
with, such subscription/acquisition, whether by reason of anything stated or omitted to be stated herein, or for any other reason
whatsoever.

13
PRESENTATION OF FINANCIAL AND OTHER INFORMATION

Certain Conventions

In this Placement Document, unless otherwise specified or the context otherwise indicates or implies, references to ‘you’, ‘your’,
‘offeree’, ‘purchaser’, ‘subscriber’, ‘recipient’, ‘investor(s)’, ‘prospective investor(s)’ and ‘potential investor(s)’ are to the
Eligible QIBs and references to ‘our Company’, ‘Company’, ‘the Company’ and the ‘Issuer’, are to Indiabulls Real Estate
Limited and references to ‘we’, ‘us’ or ‘our’ are to our Company together with our Subsidiaries, on a consolidated basis.

Currency and units of presentation

In this Placement Document, references to ‘US$’, ‘USD’ and ‘U.S. dollars’ are to the legal currency of the United States of
America, references to ‘₹’, ‘INR’, ‘Rs.’, ‘Indian Rupees’ and ‘Rupees’ are to the legal currency of Republic of India. All
references herein to the ‘US’ or ‘U.S.’ or the ‘United States’ are to the United States of America and its territories and
possessions. All references herein to “India” are to the Republic of India and its territories and possessions and all references
herein to the ‘Government’ or ‘GoI’ or the ‘Central Government’ or the ‘State Government’ are to the Government of India,
central or state, as applicable.

References to the singular also refer to the plural and one gender also refers to any other gender, wherever applicable. Unless
stated otherwise, all references to page numbers in this Placement Document are to the page numbers of this Placement
Document.

All the numbers in this Placement Document have been presented in million, unless stated otherwise. The amounts derived
from financial statements included herein are presented in Rs. million rather than Rs. Lakhs. Financial statements in our Audited
Consolidated Financial Statements, Audited Standalone Financial Statements, Limited Reviewed Unaudited Consolidated
Financial Results, Limited Reviewed Unaudited Standalone Financial Results are presented in ₹ Lakhs.

Except as otherwise set out in this Placement Document, all figures set out in this Placement Document have been rounded off
to the extent of one or two decimal places. However, all figures, expressed in terms of percentage, have been rounded off to
one decimal place. Accordingly, figures shown as totals in certain tables may not be an arithmetic aggregation of the figures
which precede them. Unless otherwise specified, all financial numbers in parenthesis represent negative figures.

Financial Data and Other Information

Our Company publishes its financial statements in Indian Rupees. The financial year of our Company commences on April 1
of each calendar year and ends on March 31 of the following calendar year, and, unless otherwise specified or if the context
requires otherwise. The terms “Fiscal” or “Fiscal year”, refer to the 12 month period ending, or as of March 31 of that year (as
the case may be).

As required under applicable regulations, and for the convenience of prospective investors, we have included the following in
this Placement Document:

i. The limited reviewed unaudited consolidated financial results of our Group for the nine months ended December 31,
2021 (including the comparative for the nine months period ended December 31, 2020) prepared in accordance with
the recognition and measurement principles laid down in Indian Accounting Standard 34, Interim Financial Reporting,
prescribed under section 133 of the Companies Act, 2013, including the notes thereto (“Limited Reviewed Unaudited
Consolidated Financial Results”) and the report thereon;

ii. The limited reviewed unaudited standalone financial results of our Company for the nine months ended December 31,
2021 (including the comparative for the nine months period ended December 31, 2020) prepared in accordance with
the recognition and measurement principles laid down in Indian Accounting Standard 34, Interim Financial Reporting,
prescribed under section 133 of the Companies Act, 2013, including the notes thereto (“Limited Reviewed Unaudited
Standalone Financial Results”) and the report thereon;

iii. The audited consolidated financial statements of our Group as at, and for the financial years ended March 31, 2021,
March 31, 2020 and March 31, 2019 prepared in accordance with Ind AS prescribed under section 133 of the
Companies Act, 2013, including the notes thereto (“Audited Consolidated Financial Statements”) and reports
thereon;

iv. The audited standalone financial statements of our Company as at, and for the financial years ended March 31, 2021,
March 31, 2020 and March 31, 2019 prepared in accordance with Ind AS prescribed under section 133 of the
Companies Act, 2013, including the notes thereto (“Audited Standalone Financial Statements”) and reports thereon;

14
v. The special purpose consolidated financial statements of NAM Estates and its subsidiaries and joint venture as at and
for the financial year ended March 31, 2021, prepared in accordance with Ind AS and Companies Act, including the
notes thereto (“NAM Estates Special Purpose Consolidated Financial Statements”) and reports thereon;

vi. The audited financial statements of NAM Estates as at, and for the financial years ended March 31, 2021, March 31,
2020 and March 31, 2019, prepared in accordance with Ind AS and Companies Act, including the notes thereto (“NAM
Estates Audited Financial Statements”) and reports thereon;

vii. The limited reviewed unaudited special purpose interim consolidated financial statements of NAM Estates, its
subsidiaries and joint venture for the nine months ended December 31, 2021, prepared in accordance with the
recognition and measurement principles laid down in Indian Accounting Standard 34, Interim Financial Reporting,
including the notes thereto (“Unaudited NAM Estates Limited Reviewed Special Purpose Interim Consolidated
Financial Statements”) and report thereon;

viii. The audited standalone financial statements of EOCDPL as at, and for the financial years ended March 31, 2021,
March 31, 2020 and March 31, 2019 prepared in accordance with Ind AS and Companies Act, including the notes
thereto (“EOCDPL Audited Standalone Financial Statements”) and report thereon;

ix. The audited financial statements of Embassy One as at, and for the financial years ended March 31, 2021, March 31,
2020 and March 31, 2019 prepared in accordance with Ind AS and Companies Act, including the notes thereto
(“Embassy One Audited Financial Statements”) and report thereon;

x. The audited financial statements of Embassy East as at, and for the financial years ended March 31, 2021, March 31,
2020 and March 31, 2019 prepared in accordance with Ind AS and Companies Act, including the notes thereto
(“Embassy East Audited Financial Statements”) and report thereon;

xi. The audited financial statements of Summit as at, and for the financial years ended March 31, 2021, March 31, 2020
and March 31, 2019 prepared in accordance with Ind AS and Companies Act, including the notes thereto (“Summit
Audited Financial Statements”) and report thereon;

xii. The audited standalone financial statements of IPPL as at, and for the financial years ended March 31, 2021, March
31, 2020 and March 31, 2019 are prepared in accordance with Companies Act in conformity with Ind AS and
accounting principles generally accepted in India and comprise of the standalone balance sheets, standalone statement
of profit and loss (including other comprehensive income) standalone cash flow statement, standalone statement of
changes in equity and a summary of significant accounting policies and other explanatory information for these
financial years (“IPPL Audited Standalone Financial Statements”) along with independent auditors reports thereon;

xiii. The limited reviewed unaudited special purpose standalone financial statements of EOCDPL for nine months ended
December 31, 2021, prepared in accordance with the recognition and measurement principles laid down in Indian
Accounting Standard 34, Interim Financial Reporting, including the notes thereto (“EOCDPL Limited Reviewed
Unaudited Special Purpose Standalone Financial Statements”) and report thereon;

xiv. The limited reviewed unaudited special purpose interim standalone financial statements of Embassy One for nine
months ended December 31, 2021, prepared in accordance with the recognition and measurement principles laid down
in Indian Accounting Standard 34, Interim Financial Reporting, including the notes thereto (“Embassy One Limited
Reviewed Unaudited Special Purpose Interim Standalone Financial Statements”) and report thereon;

xv. The limited reviewed unaudited special purpose interim financial statements of Embassy East for nine months ended
December 31, 2021, prepared in accordance with the recognition and measurement principles laid down in Indian
Accounting Standard 34, Interim Financial Reporting, including the notes thereto (“Embassy East Limited Reviewed
Unaudited Special Purpose Interim Financial Statements”) and report thereon;

xvi. The limited reviewed unaudited special purpose interim financial statements of Summit for nine months ended
December 31, 2021, prepared in accordance with the recognition and measurement principles laid down in Indian
Accounting Standard 34, Interim Financial Reporting, including the notes thereto (“Summit Limited Reviewed
Unaudited Special Purpose Interim Financial Statements”) and report thereon; and

xvii. The unaudited special purpose interim standalone financial information of IPPL which comprise of the unaudited
special purpose interim standalone balance sheet, as at December 31, 2021, unaudited special purpose interim
standalone statement of profit and loss (including other comprehensive income), unaudited special purpose interim
standalone cash flow statement, unaudited special purpose interim standalone statement of changes in equity for nine
months period the ended and other explanatory information prepared in accordance with Ind AS 34 “Interim Financial

15
Reporting” as per Companies Act and other accounting principles generally accepted in India (“IPPL Limited
Reviewed Unaudited Standalone Financial Results”) along with independent auditors reports thereon.

The audited consolidated financial statements for Fiscal 2021 has been audited by our Statutory Auditors, Agarwal Prakash &
Co, Chartered Accountants, on which they have issued audit report dated April 23, 2021. The audited consolidated financial
statements for Fiscals 2020 and 2019 have been audited by our erstwhile statutory auditors, Walker Chandiok & Co LLP, on
which they have issued audit reports dated May 14, 2020 and April 23, 2019, respectively. The audited standalone financial
statements for Fiscal 2021 has been audited by our Statutory Auditors, on which they have issued audit report dated April 23,
2021. The audited standalone financial statements for Fiscals 2020 and 2019 have been audited by our erstwhile statutory
auditors, Walker Chandiok & Co LLP, on which they have issued audit reports dated May 14, 2020 and April 23, 2019,
respectively.

The Limited Reviewed Unaudited Consolidated Financial Results and Limited Reviewed Unaudited Standalone Financial
Results have been subjected to review by our Statutory Auditors, Agarwal Prakash & Co, Chartered Accountants, and they have
issued review reports, each dated January 25, 2022, respectively. The Audited Consolidated Financial Statements and Audited
Standalone Financial Statements should be read along with the respective audit reports, and the Limited Reviewed Unaudited
Consolidated Financial Results and Limited Reviewed Unaudited Standalone Financial Results should be read along with their
respective review reports issued thereon.

Except as specifically indicated otherwise and unless the context requires otherwise, all the consolidated and standalone
financial information for the nine months ended December 31, 2021, included in this Placement Document has been derived
from the Limited Reviewed Unaudited Consolidated Financial Results and Limited Reviewed Unaudited Standalone Financial
Results, respectively. Unless context requires otherwise, the financial information for the corresponding to nine months ended
December 31, 2020 have been derived from the comparative financial information presented in the Limited Reviewed
Unaudited Consolidated Financial Results or Limited Reviewed Unaudited Standalone Financial Results, respectively.

The NAM Estates Special Purpose Consolidated Financial Statements have been audited by NSVM & Associates, Chartered
Accountants on which they have issued audit report for Fiscal 2021 dated March 14, 2022. The NAM Estates Audited Financial
Statements have been audited by NSVM & Associates, Chartered Accountants, on which they have issued audit reports for
Fiscals 2021, 2020 and 2019 dated July 27, 2021, August 4, 2020 and September 5, 2019, respectively. Unaudited NAM Estates
Limited Reviewed Special Purpose Interim Consolidated Financial Statements have been subjected to review by NSVM &
Associates, Chartered Accountants, on which they have issued a review report dated March 23, 2022.

The EOCDPL Audited Standalone Financial Statements have been audited by HRA & Co., Chartered Accountants on which
they have issued audit reports for Fiscals 2021, 2020 and 2019 dated July 29, 2021, May 22, 2020 and May 6, 2019, respectively.
EOCDPL Limited Reviewed Unaudited Special Purpose Standalone Financial Statements have been subjected to review by
HRA & Co., Chartered Accountants on which they have issued a review report dated February 22, 2022.

The Embassy One audited financial statements for Fiscal 2021 have been audited by Walker Chandiok & Co LLP, on which
they have issued audit report dated July 30, 2021. The Embassy One audited financial statements for Fiscal 2020 have been
audited by NSVM & Associates, Chartered Accountants, on which they have issued audit report dated August 3, 2020. The
Embassy One audited financial statements for Fiscal 2019 have been audited by BSR & Associates LLP, on which they have
issued audit report dated September 3, 2019. Embassy One Limited Reviewed Unaudited Special Purpose Interim Standalone
Financial Statements have been subjected to review by Walker Chandiok & Co LLP on which they have issued a review report
dated March 22, 2022.

The Embassy East audited financial statements for Fiscals 2021 and 2020 have been audited by NSVM & Associates, Chartered
Accountants on which they have issued audit reports dated August 31, 2021 and July 3, 2020. The Embassy East audited
financial statements for Fiscal 2019 has been audited by BSR & Associates LLP, on which they have issued audit report dated
August 21, 2019. Embassy East Limited Reviewed Unaudited Special Purpose Interim Financial Statements have been
subjected to review by NSVM & Associates, Chartered Accountants on which they have issued a review report dated March
19, 2022.

The Summit audited financial statements for Fiscals 2021 and 2020 have been audited by NSVM & Associates, Chartered
Accountants on which they have issued audit reports dated October 13, 2021 and July 9, 2020. The Summit audited financial
statements for Fiscal 2019 has been audited by BSR & Associates LLP, on which they have issued audit report dated September
27, 2019. Summit Limited Reviewed Unaudited Special Purpose Interim Financial Statements have been subjected to review
by NSVM & Associates, Chartered Accountants on which they have issued a review report dated February 14, 2022.

The IPPL Audited Standalone Financial Statements have been audited by Walker Chandiok & Co LLP on which they have
issued audit reports dated September 23, 2021, September 4, 2020 and April 22, 2019, respectively. IPPL Limited Reviewed
Unaudited Standalone Financial Results have been subjected to review by Walker Chandiok & Co LLP on which they have
issued a review report dated March 25, 2022.
16
Ind AS differs from accounting principles with which prospective investors may be familiar in other countries, including IFRS
and US GAAP and the reconciliation of the financial information to other accounting principles has not been provided. No
attempt has been made to explain those differences or quantify their impact on the financial data included in this Placement
Document and investors should consult their own advisors regarding such differences and their impact on our Company’s
financial data. The degree to which the financial information included in this Placement Document will provide meaningful
information is entirely dependent on the reader’s level of familiarity with Indian accounting policies and practices, Ind AS, the
Companies Act and the SEBI ICDR Regulations. Any reliance by persons not familiar with Ind AS, the Companies Act, the
SEBI ICDR Regulations and practices on the financial disclosures presented in this Placement Document should accordingly
be limited. Also see, “Risk Factors – Significant differences exist between Ind AS used to prepare our and the Amalgamating
Group’s financial information and other accounting principles, such as IFRS and U.S. GAAP, with which investors may be
more familiar.” on page 68.

Our Company's website, and the websites of our Subsidiaries, shall not form any part of this Placement Document.

Certain information contained in this Placement Document regarding Developable Area, Saleable Area and Leasable Area is
based on assumptions, management plans and estimates. Also see, “Risk Factors – Certain information contained in this
Placement Document including that in relation to our and the Amalgamating Group upcoming launches, ongoing projects,
planned projects and the area expressed to be covered by our or as the case may be, the Amalgamating Group projects are
based on management estimates and may be subject to change.” on page 53.

Non-GAAP Financial Measures

We have included certain non-GAAP financial measures relating to our operations and financial performance (together, “Non-
GAAP Financial Measures” and each, a “Non-GAAP Financial Measure”) in this Placement Document, for example,
“EBITDA”, “EBITDA Margin” and “Profit After Tax Margin”, in “Our Business” on page 140. These Non-GAAP Financial
Measures are not required by or presented in accordance with Indian GAAP or Ind AS. We compute and disclose such Non-
GAAP Financial Measures and such other statistical information relating to our operations and financial performance as we
consider such information to be useful measures of our business and financial performance, and because such measures are
frequently used by securities analysts, investors and others to evaluate the operational performance of financial services
businesses, many of which provide such Non-GAAP Financial Measures and other statistical and operational information when
reporting their financial results. However, note that these Non-GAAP financial measures and other statistical information
relating to our operations and financial performance may not be computed on the basis of any standard methodology that is
applicable across the industry and therefore may not be comparable to financial measures and statistical information of similar
nomenclature that may be computed and presented by other real estate companies.

17
INDUSTRY AND MARKET DATA

Information regarding market size, market share, market position, growth rates and other industry data pertaining to our business
contained in this Placement Document consists of estimates based on data reports compiled by governmental bodies,
professional organisations and analysts and on data from other external sources, and on our knowledge of markets in which we
compete. The statistical information included in this Placement Document relating to the various sectors in which we operate
has been reproduced from various trade, industry and regulatory/ government publications and websites, more particularly
described in “Industry Overview” on page 109.

Unless stated otherwise, statistical information, industry and market data used throughout this Placement Document has been
obtained from the report titled “Real Estate Industry Report”, dated April 4, 2022 (the “Anarock Report”), which is a report
commissioned and paid for by our Company and prepared by Anarock Property Consultants Private Limited.

This data is subject to change and cannot be verified with complete certainty due to limits on the availability and reliability of
the raw data and other limitations and uncertainties inherent in any statistical survey. Accordingly, investors must rely on their
independent examination of, and should not place undue reliance on, or base their investment decision solely on this
information. Such information involves risks, uncertainties and numerous assumptions and is subject to change based on various
factors, including those discussed in “Risk Factors – We have referred to the data derived from the industry report commissioned
from Anarock Property Consultants Private Limited.” on page 64.

Further, the calculation of certain statistical and/ or financial information/ ratios specified in the sections titled “Business”, “Risk
Factors”, “Management’s Discussions and Analysis of Results of Operations and Financial Condition” and otherwise in this
Placement Document may vary from the manner such information is calculated under and for purposes of, and as specified in,
the Anarock Report. Data from these sources may also not be comparable. The extent to which the market and industry data
used in this Placement Document is meaningful depends on the reader’s familiarity with and understanding of the methodologies
used in compiling such data. Accordingly, investment decisions should not be based solely on such information.

18
FORWARD-LOOKING STATEMENTS

All statements contained in this Placement Document that are not statements of historical fact constitute 'forward-looking
statements'. Investors can generally identify forward-looking statements by terminology such as 'aim', 'anticipate', 'believe',
'continue', 'can', 'could', 'estimate', 'expect', 'intend', 'may', 'objective', 'plan', 'potential', 'project', 'pursue', 'shall', 'should', 'will',
'would', 'will likely result', 'is likely', 'are likely', 'believe', 'expect', 'expected to', 'will continue', 'will achieve', or other words or
phrases of similar import. Similarly, statements that describe our strategies, objectives, plans or goals are also forward-looking
statements. However, these are not the exclusive means of identifying forward-looking statements.

All statements regarding our expected financial conditions, results of operations, business plans and prospects are forward-
looking statements. These forward-looking statements include statements as to our business strategy, revenue and profitability
(including, without limitation, any financial or operating projections or forecasts), new business and other matters discussed in
this Placement Document that are not historical facts. These forward-looking statements contained in this Placement Document
(whether made by us or any third party), are predictions and involve known and unknown risks, uncertainties, assumptions and
other factors that may cause our actual results, performance or achievements of our Company to be materially different from
any future results, performance or achievements expressed or implied by such forward-looking statements or other projections.
By their nature, market risk disclosures are only estimates and could be materially different from what actually occurs in the
future. As a result, actual future gains, losses or impact on net interest income and net income could materially differ from those
that have been estimated, expressed or implied by such forward looking statements or other projections. All forward-looking
statements are subject to risks, uncertainties and assumptions about us that could cause actual results to differ materially from
those contemplated by the relevant forward-looking statement. Important factors that could cause our actual results,
performances and achievements to be materially different from any of the forward-looking statements include, among others:

• There is no assurance that the Proposed Merger will be completed in a timely manner or at all;

• Our Promoter and Promoter Group are in the process of being re-classified to the “public” category, subject to
approvals from Stock Exchanges and after such reclassification becomes effective and before the completion of the
Proposed Merger, we may become a professionally managed company without an identifiable promoter or promoter
group. After the consummation of the Proposed Merger, the promoters of NAM Estates will undertake necessary
corporate actions and initiate the necessary filings to classify themselves as promoters of the Amalgamated Company;

• The Proposed Merger is not yet effective and there are limitations on the information relating to the Amalgamating
Group disclosed in this Placement Document;

• Assuming the completion of the Proposed Merger, if we are unable to successfully integrate the Amalgamating Group
to our business and realize the anticipated benefits of the Proposed Merger, our business, results of operations, financial
condition and cash flows may be adversely affected;

• We, or as the case may be, the Amalgamating Group may not be able to successfully identify and acquire suitable land
or development rights, which may affect our business and growth prospects;

• We and the Amalgamating Group are involved in certain legal and regulatory proceedings in India which, if determined
against us or as the case may be, the Amalgamating Group, may materially and adversely affect our business,
reputation, financial condition, results of operations and cash flows;

• The extent to which the Coronavirus disease (COVID-19) may affect our or as the case may be, the Amalgamating
Group’s business and operations in the future is uncertain and cannot be predicted;

• Each of us and the Amalgamating Group are subject to risks pertaining to development agreements;

• Our real estate development activities are geographically concentrated in and around the Mumbai Metropolitan Region
(“MMR”) and National Capital Region (“NCR”). Consequently, we are exposed to risks from economic, regulatory
and other changes as well as natural disasters in the MMR and NCR, which in turn may have an adverse effect on our
business, results of operations, cash flows and financial condition. Further, the real estate development activities of the
Amalgamating Group are geographically concentrated in and around Bengaluru and, assuming the successful
completion of the Proposed Merger, we will be exposed to concentration risks in relation to Bengaluru; and

• This Placement Document does not contain any pro forma financial information to give pro forma effect to the
Proposed Merger.

Additional factors that could cause our actual results, performance or achievements to differ materially include, but are not
limited to, those discussed under the sections "Risk Factors", "Management’s Discussion and Analysis of Financial Condition
and Results of Operations", "Industry Overview" and "Our Business" on pages 40, 83, 109 and 140, respectively.

19
The forward-looking statements contained in this Placement Document are based on the beliefs of our Company and
management, as well as the assumptions made by, and information currently available to, our Company and management.
Although we believe that the expectations reflected in such forward-looking statements are reasonable at this time, we cannot
assure investors that such expectations will prove to be correct. Given these uncertainties, investors are cautioned not to place
undue reliance on such forward-looking statements. In any event, these statements speak only as of the date of this Placement
Document or the respective dates indicated in this Placement Document, and neither we nor the BRLMs or any of their affiliates
undertake any obligation to update or revise any of them, whether as a result of new information, future events or otherwise. If
any of these risks and uncertainties materialise, or if any of our underlying assumptions prove to be incorrect, our actual results
of operations, cash flows or financial condition of our Company and Subsidiaries could differ materially from that described
herein as anticipated, believed, estimated or expected. All subsequent oral or written forward-looking statements attributable to
us are expressly qualified in their entirety by reference to these cautionary statements.

20
ENFORCEMENT OF CIVIL LIABILITIES

Our Company is a limited liability company incorporated under the laws of India. Majority of our Directors, Key Managerial
Personnel and Senior Management Personnel named herein are residents of India and the assets of our Company and of such
persons are located in India. As a result, it may be difficult or may not be possible for the prospective investors outside India to
affect service of process upon our Company or such persons in India, or to enforce against them judgments of courts outside
India.

India is not a signatory to any international treaty in relation to the recognition or enforcement of foreign judgments. However,
recognition and enforcement of foreign judgments is provided for under Section 13 and Section 44A, respectively, of the Civil
Procedure Code. Section 13 of the Civil Procedure Code provides that a foreign judgment shall be conclusive regarding any
matter directly adjudicated upon between the same parties or parties litigating under the same title, except:

(a) where the judgment has not been pronounced by a court of competent jurisdiction;

(b) where the judgment has not been given on the merits of the case;

(c) where it appears on the face of the proceedings that the judgment is founded on an incorrect view of international law
or a refusal to recognise the law of India in cases in which such law is applicable;

(d) where the proceedings in which the judgment was obtained were opposed to natural justice;

(e) where the judgment has been obtained by fraud; and

(f) where the judgment sustains a claim founded on a breach of any law then in force in India.

Section 44A of the Civil Procedure Code provides that a foreign judgment rendered by a superior court (within the meaning of
that section) in any jurisdiction outside India which the Government has by notification declared to be a reciprocating territory,
may be enforced in India by proceedings in execution as if the judgment had been rendered by a competent court in India. Under
Section 14 of the Civil Procedure Code, a court in India will, upon the production of any document purporting to be a certified
copy of a foreign judgment, presume that the foreign judgment was pronounced by a court of competent jurisdiction, unless the
contrary appears on record but such presumption may be displaced by proving want of jurisdiction. However, Section 44A of
the Civil Procedure Code is applicable only to monetary decrees not being in the nature of any amounts payable in respect of
taxes or other charges of a like nature or in respect of a fine or other penalties and does not include arbitration awards.

Each of the United Kingdom, United Arab Emirates, Singapore and Hong Kong, amongst others has been declared by the
Government to be a reciprocating territory for the purposes of Section 44A of the Civil Procedure Code, but the United States
of America has not been so declared. A judgment of a court in a jurisdiction which is not a reciprocating territory may be
enforced only by a fresh suit upon the judgment and not by proceedings in execution. The suit must be filed in India within
three years from the date of the foreign judgment in the same manner as any other suit filed to enforce a civil liability in India.
Accordingly, a judgment of a court in the United States may be enforced only by a fresh suit upon the foreign judgment and not
by proceedings in execution.

It is unlikely that a court in India would award damages on the same basis as a foreign court if an action is brought in India.
Furthermore, it is unlikely that an Indian court would enforce foreign judgments if it views the amount of damages awarded as
excessive or inconsistent with public policy of India and it is uncertain whether an Indian court would enforce foreign judgments
that would contravene or violate Indian law. Further, any judgment or award denominated in a foreign currency would be
converted into Indian Rupees on the date of such judgment or award and not on the date of payment. A party seeking to enforce
a foreign judgment in India is required to obtain approval from the RBI to repatriate outside India any amount recovered
pursuant to the execution of such foreign judgement, and we cannot assure that such approval will be forthcoming within a
reasonable period of time, or at all, or that conditions of such approvals would be acceptable and additionally and any such
amount may be subject to income tax pursuant to execution of such a judgment in accordance with applicable laws. Our
Company and the BRLMs cannot predict whether a suit brought in an Indian court will be disposed of in a timely manner or be
subject to considerable delays.

21
EXCHANGE RATES INFORMATION

Fluctuations in the exchange rate between the Rupee and the foreign currencies will affect the foreign currency equivalent of
the Rupee price of the Equity Shares traded on the Stock Exchanges. These fluctuations will also affect the conversion into
foreign currencies of any cash dividends paid in Rupees on the Equity Shares. The following table sets forth information, for
or as of the end of the period indicated with respect to the exchange rates between the Rupee and the U.S. dollar (in ₹ per US
$), for the periods indicated. The exchange rates are based on the reference rates released by the RBI, which are available on
the website of the RBI and Financial Benchmarks India Private Limited (the “FBIL”), which are available on the website of
the RBI and FBIL. No representation is made that any Rupee amounts, could have been, or could be, converted into U.S. dollars
at any particular rate, the rates stated below, or at all.

As of April 11, 2022, the exchange rate (FBIL reference rate) was ₹75.89 to US$ 1.
(₹ per US$)
Period End(4) Average(1) High(2) Low(3)
Fiscal ended:
March 31, 2022 75.52 74.38 76.89 72.28
March 31, 2021 73.50 74.20 76.81 72.29
March 31, 2020 75.39 70.88 76.15 68.37

Months ended
March 31, 2022 75.90 76.21 76.92 75.60
February 28, 2022 75.48 74.98 75.66 74.48
January 31, 2022 74.43 75.67 75.20 73.93
December 31, 2021 74.50 75.35 76.25 74.43
November 30, 2021 75.09 74.50 75.09 73.92
October 31, 2021 74.79 74.92 75.46 74.24
Source: www.fbil.org.in, www.oanda.com, and www.xe.com
Period end, high, low and average rates are based on the FBIL reference rates and rounded off to two decimal places.

Notes:
(1) The price for the period end refers to the price as on the last trading day of the respective fiscal year or monthly periods;
(2) Represents the average of the official rate for each working day of the relevant period;
(3) Maximum of the official rate for each working day of the relevant period;
(4) Minimum of the official rate for each working day of the relevant period; and
(5) In the event that the RBI reference rate is not available on a particular date due to a public holiday, exchange rates of the previous
Working Day have been considered.

22
DEFINITIONS AND ABBREVIATIONS

This Placement Document uses the definitions and abbreviations set forth below which you should consider when reading the
information contained herein. The following list of certain capitalised terms used in this Placement Document is intended for
the convenience of the reader / prospective investor only and is not exhaustive.

Unless otherwise specified, the capitalised terms used in this Placement Document shall have the meaning as defined hereunder
unless specified otherwise in the context thereof. Further, any references to any statute, rules, guidelines, regulations or policies
shall include amendments thereto, from time to time.

The words and expressions used in this Placement Document but not defined herein, shall have, to the extent applicable, the
meaning ascribed to such terms under the Companies Act, the SEBI ICDR Regulations, the SCRA, the Depositories Act, or the
rules and regulations made thereunder. Notwithstanding the foregoing, terms used in the section “Taxation”, “Industry
Overview”, “Financial Statements” and “Legal Proceedings”, shall have the meaning given to such terms in such sections on
pages 227, 109, 244 and 231, respectively.

General terms

Term Description
“Issuer”, or “our Company” or Indiabulls Real Estate Limited a company incorporated under the Companies Act, 1956
“Company”
“we”, “Group”, “our Group”, “us” or Unless the context otherwise indicates or implies, refers to our Company together with our
“our” Subsidiaries.

Company related terms

Term Description
“Amalgamating Group” or NAM Estates, Embassy One, Summit, Embassy East and EOCDPL
“Embassy”
“Articles or Articles of Association” Articles of association of our Company, as amended from time to time
or “AoA”
Audit Committee The audit committee of our Company, as disclosed in “Board of Directors and Senior Management
Personnel” beginning on page 184
Audited Consolidated Financial The audited consolidated financial statements of our Group as at, and for the financial years ended
Statements March 31, 2021, March 31, 2020 and March 31, 2019 prepared in accordance with Ind AS
prescribed under section 133 of the Companies Act, 2013, including the notes thereto
Audited Standalone Financial The audited standalone financial statements of our Company as at, and for the financial years ended
Statements March 31, 2021, March 31, 2020 and March 31, 2019 prepared in accordance with Ind AS
prescribed under section 133 of the Companies Act, 2013, including the notes thereto
“Board of Directors” or “Board” The board of directors of our Company or any duly constituted committee thereof
Company Secretary and Compliance The company secretary and compliance officer of our Company, namely Ravi Telkar
Officer
Corporate Office The corporate office of our Company which is located at WeWork, Vaswani Chambers, 264/265,
Dr. Annie Besant Road, Worli, Mumbai – 400 030, Maharashtra, India
Corporate Social Responsibility The corporate social responsibility committee of our Company, as disclosed in “Board of Directors
Committee and Senior Management Personnel” beginning on page 184
Director(s) Director(s) on the Board of our Company
Embassy East Embassy East Business Park Private Limited (formerly known as Concord India Private Limited)
Embassy East Audited Financial The audited financial statements of Embassy East as at, and for the financial year ended March 31,
Statements 2021, prepared in accordance with Ind AS and Companies Act, including the notes thereto
Embassy East Limited Reviewed The limited reviewed unaudited special purpose interim financial statements of Embassy East for
Unaudited Special Purpose Interim nine months ended December 31, 2021, prepared in accordance with the recognition and
Financial Statements measurement principles laid down in Indian Accounting Standard 34, Interim Financial Reporting,
including the notes thereto
Embassy Group EPDPL and its associates
Embassy One Embassy One Developers Private Limited
Embassy One Audited Financial The audited financial statements of Embassy One as at, and for the financial year ended March 31,
Statements 2021, prepared in accordance with Ind AS and Companies Act, including the notes thereto
Embassy One Limited Reviewed The limited reviewed unaudited special purpose interim standalone financial statements of
Unaudited Special Purpose Interim Embassy One for nine months ended December 31, 2021, prepared in accordance with the
Standalone Financial Statements recognition and measurement principles laid down in Indian Accounting Standard 34, Interim
Financial Reporting, including the notes thereto
EOCDPL Embassy One Commercial Property Developments Private Limited
EOCDPL Audited Standalone The audited standalone financial statements of EOCDPL as at, and for the financial years ended
Financial Statements March 31, 2021, March 31, 2020 and March 31, 2019 prepared in accordance with Ind AS and
Companies Act, including the notes thereto
EOCDPL Limited Reviewed The limited reviewed unaudited special purpose standalone financial statements of EOCDPL for
23
Term Description
Unaudited Special Purpose nine months ended December 31, 2021, prepared in accordance with the recognition and
Standalone Financial Statements measurement principles laid down in Indian Accounting Standard 34, Interim Financial Reporting,
including the notes thereto
Embassy REIT Embassy Office Parks REIT
EPDPL Embassy Property Developments Private Limited
Erstwhile Statutory Auditor The erstwhile statutory auditors of our Company, being Walker Chandiok & Co LLP
ESOP 2006 Indiabulls Real Estate Limited Employees Stock Option Scheme 2006
ESOP 2008 Indiabulls Real Estate Limited Employees Stock Option Scheme 2008 (II)
ESOP 2010 Indiabulls Real Estate Limited Employees Stock Option Scheme 2010
ESOP 2011 Indiabulls Real Estate Limited Employees Stock Option Scheme 2011
Equity Share(s) The equity shares of our Company, having a face value of ₹2 each
Executive Director(s) The Director appointed as Joint Managing Director of our Company in accordance with the
Companies Act
Fund Raising Committee The Fund Raising Committee of our Company, a committee duly authorized by our Board.
IBREL Stock Option Schemes The stock option schemes of our Company, namely, Indiabulls Real Estate Limited - Employees
Stock Option Scheme 2010 and Indiabulls Real Estate Limited - Employees Stock Option Scheme
2011
Independent Director A non-executive, independent Director as per the Companies Act and the SEBI Listing
Regulations, who are currently on the Board of our Company, as disclosed in “Board of Directors
and Senior Management Personnel” beginning on page 184
IPPL Indiabulls Properties Private Limited
IPPL Audited Standalone Financial The audited standalone financial statements of IPPL as at, and for the financial years ended March
Statements 31, 2021, March 31, 2020 and March 31, 2019 are prepared in accordance with Companies Act in
conformity with Ind AS and accounting principles generally accepted in India and comprise of the
standalone balance sheets, standalone statement of profit and loss (including other comprehensive
income) standalone cash flow statement, standalone statement of changes in equity and a summary
of significant accounting policies and other explanatory information for these financial years
IPPL Limited Reviewed Unaudited The unaudited special purpose interim standalone financial information of IPPL which comprise
Standalone Financial Results of the unaudited special purpose interim standalone balance sheet, as at December 31, 2021,
unaudited special purpose interim standalone statement of profit and loss (including other
comprehensive income), unaudited special purpose interim standalone cash flow statement,
unaudited special purpose interim standalone statement of changes in equity for nine months
period the ended and other explanatory information prepared in accordance with Ind AS 34
“Interim Financial Reporting” as per Companies Act and other accounting principles generally
accepted in India
Joint Managing Director(s) The joint managing directors of our Company, namely Mehul Johnson and Gurbans Singh, as
disclosed in “Board of Directors and Senior Management Personnel” beginning on page 184
Key Managerial Personnel Key managerial personnel of our Company identified in terms of Section 203 of the Companies
Act and as disclosed in “Board of Directors and Senior Management Personnel” beginning on
page 184
Limited Reviewed Unaudited The limited reviewed unaudited consolidated financial results of our Group for the nine months
Consolidated Financial Results ended December 31, 2021 (including the comparative for the nine months period ended December
31, 2020) prepared in accordance with the recognition and measurement principles laid down in
Indian Accounting Standard 34, Interim Financial Reporting, prescribed under section 133 of the
Companies Act, 2013, including the notes thereto
Limited Reviewed Unaudited The limited reviewed unaudited standalone financial results of our Company for the nine months
Standalone Financial Results ended December 31, 2021 (including the comparative for the nine months period ended December
31, 2020) prepared in accordance with the recognition and measurement principles laid down in
Indian Accounting Standard 34, Interim Financial Reporting, prescribed under section 133 of the
Companies Act, 2013, including the notes thereto
Material Subsidiaries Ceres Estate Limited, Indiabulls Constructions Limited and Indiabulls Infraestate Limited
“Memorandum” or “Memorandum Memorandum of Association of our Company, as amended from time to time
of Association”
NAM Estates NAM Estates Private Limited
NAM Estates Audited Financial The audited financial statements of NAM Estates as at, and for the financial years ended March 31,
Statements 2021, March 31, 2020 and March 31, 2019, prepared in accordance with Ind AS and Companies
Act, including the notes thereto
Unaudited NAM Estates Limited The limited reviewed unaudited special purpose interim consolidated financial statements of NAM
Reviewed Special Purpose Interim Estates and its subsidiaries and joint venture for nine months ended December 31, 2021, prepared
Consolidated Financial Statements in accordance with the recognition and measurement principles laid down in Indian Accounting
Standard 34, Interim Financial Reporting, including the notes thereto
NAM Estates Special Purpose The special purpose consolidated financial statements of NAM Estates and its subsidiaries and joint
Consolidated Financial Statements venture as at and for the financial year ended March 31, 2021, prepared in accordance with Ind AS
and Companies Act, including the notes thereto
Nomination and Remuneration The nomination and remuneration committee of our Company, as disclosed in “Board of Directors
Committee and Senior Management Personnel” beginning on page 184
Non-Executive Chairman The non-executive chairman of our Company as disclosed in “Board of Directors and Senior

24
Term Description
Management Personnel” beginning on page 184
Non-Executive Director(s) A Director, not being an Executive Director
Promoter The promoter of our Company in terms of the SEBI ICDR Regulations and the Companies Act,
namely, Sameer Gehlaut*
* Sameer Gehlaut and members of the Promoter Group have submitted a request dated January 1,
2022 under Regulation 31A of the SEBI Listing Regulations, for re-classification of their category
from ‘promoter and promoter group’ to ‘public’. Such re-classification is subject to receipt of
approval from the Stock Exchanges in accordance with SEBI Listing Regulations. For further
information, please see “Proposed Merger of Nam Estates and EOCDPL with our Company - Re-
classification of Promoter and Promoter Group” on page 182
Promoter Group Promoter Group of our Company as determined in accordance with the Regulation 2(pp) of the
SEBI ICDR Regulations
Proposed Merger The proposed merger of NAM Estates and EOCDPL with our Company, the details of which are
disclosed in “Proposed Merger of Nam Estates and EOCDPL with our Company” beginning on
page 179
Registered Office The registered office of our Company which is located at Plot No. 448-451, Udyog Vihar, Phase
V, Gurugram -122016, Haryana, India
Risk Management Committee The risk management committee of our Company, as disclosed in “Board of Directors and Senior
Management Personnel” beginning on page 184
“RoC” or “Registrar of Companies” Registrar of Companies, National Capital Territory of Delhi and Haryana at Delhi
SARs Stock Appreciation Rights
Senior Management Personnel Senior management personnel of our Company as disclosed in “Board of Directors and Senior
Management Personnel” beginning on page 184
Shareholder(s) The holder(s) of Equity Shares of our Company, unless otherwise specified in the context thereof.
Specified Companies Collectively, Embassy One, Embassy East and Summit
Stakeholders’ Relationship The stakeholders’ relationship committee of our Company, as disclosed in “Board of Directors and
Committee Senior Management Personnel” beginning on page 184
Statutory Auditors Current statutory auditors of our Company, being Agarwal Prakash & Co, Chartered Accountants
Subsidiaries Subsidiaries of our Company as of the date of this Placement Document, and as disclosed in
“Organizational Structure” beginning on page 175
Summit Summit Developments Private Limited
Summit Audited Financial The audited financial statements of Summit as at, and for the financial year ended March 31, 2021
Statements prepared in accordance with Ind AS and Companies Act, including the notes thereto
Summit Limited Reviewed The limited reviewed unaudited special purpose interim financial statements of Summit for nine
Unaudited Special Purpose Interim months ended December 31, 2021, prepared in accordance with the recognition and measurement
Financial Statements principles laid down in Indian Accounting Standard 34, Interim Financial Reporting, including the
notes thereto

Issue related terms

Term Description
Allocated/ Allocation The allocation of Equity Shares by our Company, in consultation with the BRLMs, following the
determination of the Issue Price to Eligible QIBs on the basis of the Application Forms submitted
by them, in consultation with the BRLMs and in compliance with Chapter VI of the SEBI ICDR
Regulations
Allot/ Allotment/ Allotted Unless, the context otherwise requires, allotment of Equity Shares to be issued pursuant to the Issue
Allottees Eligible QIBs to whom Equity Shares are issued and Allotted pursuant to the Issue
Application Form The form which was submitted by an Eligible QIB for registering a Bid in the Issue during the Bid/
Issue Period
Bid(s) Indication of an Eligible QIB’s interest, including all revisions and modifications thereto, as
provided in the Application Form, to subscribe for the Equity Shares, pursuant to the Issue. The
term “Bidding” shall be construed accordingly
Bidder Any prospective investor, being an Eligible QIB, who has made a Bid pursuant to the terms of the
Preliminary Placement Document and the Application Form
Bid Amount The amount determined by multiplying the price per Equity Share indicated in the Bid by the number
of Equity Shares Bid for by Eligible QIBs and payable by the Eligible QIBs in the Issue on
submission of the Application Form
Bid/Issue Closing Date April 12, 2022
Bid/Issue Opening Date April 7, 2022
Bid/Issue Period Period between the Bid/ Issue Opening Date and the Bid/ Issue Closing Date, inclusive of both days
during which Eligible QIBs can submit their Bids along with the Bid Amount
Bidder Any prospective investor, being an Eligible QIB, who makes a Bid pursuant to the terms of the
Preliminary Placement Document and the Application Form
Book Running Lead Manager(s) or Axis Capital Limited, IIFL Securities Limited, Jefferies India Private Limited, JM Financial Limited
BRLM(s) and SBI Capital Markets Limited

25
Term Description
CAN or Confirmation of Allocation Note or advice or intimation to Successful Bidders confirming Allocation of Equity Shares to such
Note Successful Bidders after discovery of the Issue Price
Closing Date The date on which Allotment of Equity Shares pursuant to the Issue shall be made, i.e. on or about
April 12, 2022
Designated Date The date of credit of Equity Shares to the Allottees’ demat accounts pursuant to the Issue, as
applicable to the relevant Allottees
Eligible QIB(s) A qualified institutional buyer, as defined in Regulation 2(1)(ss) of the SEBI ICDR Regulations
which (i) is not, (a) excluded pursuant to Regulation 179(2)(b) of the SEBI ICDR Regulations or
(b) restricted from participating in the Issue under the applicable laws, and (ii) is a resident in India
or is an eligible FPI participating through Schedule II of the FEMA Rules
Escrow Account Special non-interest bearing, no-lien, current bank account without any cheques or overdraft
facilities, opened with the Escrow Agent, subject to the terms of the Escrow Agreement, into which
the Bid Amount has been deposited by Eligible QIBs and from which refunds, if any, shall be
remitted, as set out in the Application Form
Escrow Agent Axis Bank Limited
Escrow Agreement Agreement dated April 7, 2022 entered into by and amongst our Company, the Escrow Agent and
the BRLMs for collection of the Bid Amounts and for remitting refunds, if any, of the amounts
collected, to the Bidders
Floor Price The floor price of ₹106.38 per Equity Share, calculated in accordance with Chapter VI of the SEBI
ICDR Regulations. Our Company has offered a discount of ₹5.28 (being equivalent to 4.96% of the
Floor Price) in accordance with the approval of the shareholders of our Company accorded through
their special resolution on February 7, 2022 and in terms of Regulation 176(1) of the SEBI ICDR
Regulations.
Fraudulent Borrower An entity or person categorised as a fraudulent borrower by any bank or financial institution or
consortium thereof, in terms of Regulation 2(1)(lll) of the SEBI ICDR Regulations
Issue The offer, issue and Allotment of 85,559,435 Equity Shares to Eligible QIBs pursuant to Chapter
VI of the SEBI ICDR Regulations and the provisions of the Companies Act
Issue Price ₹101.10 per Equity Share
Issue Size The issue of 85,559,435 Equity Shares aggregating to approximately ₹ 8,650.06 million
Mutual Fund A mutual fund registered with SEBI under the Securities and Exchange Board of India (Mutual
Funds) Regulations, 1996, as amended
Net Proceeds The net proceeds from the Issue, after deducting fees, commissions and expenses of the Issue
Placement Agreement Agreement dated April 7, 2022 entered into by and amongst our Company and the BRLMs
Placement Document This placement document dated April 12, 2022 issued by our Company in accordance with Chapter
VI of the SEBI ICDR Regulations and Section 42 of the Companies Act
Preliminary Placement Document The preliminary placement document cum application form dated April 7, 2022 issued in
accordance with Chapter VI of the SEBI ICDR Regulations and Section 42 of the Companies Act
QIBs or Qualified Institutional Qualified institutional buyers as defined under Regulation 2(1)(ss) of the SEBI ICDR Regulations
Buyers
QIP Qualified institutions placement under Chapter VI of the SEBI ICDR Regulations and Section 42
of the Companies Act
Refund Amount The aggregate amount to be returned to the Bidders who have not been Allocated Equity Shares for
all or part of the Bid Amount submitted by such Bidder pursuant to the Issue
Relevant Date April 7, 2022 which is the date of the meeting of the Fund Raising Committee, a committee duly
authorised by our Board, decided to open the Issue
Successful Bidders The Bidders who have Bid at or above the Issue Price, duly paid the Bid Amount along with the
Application Form and who are Allocated Equity Shares pursuant to the Issue
Wilful Defaulter An entity or person categorised as a wilful defaulter by any bank or financial institution or
consortium thereof, in terms of Regulation 2(1)(lll) of the SEBI ICDR Regulations
Working Day Any day other than second and fourth Saturday of the relevant month or a Sunday or a public holiday
or a day on which scheduled commercial banks are authorised or obligated by law to remain closed
in Mumbai, India

Industry Related Terms

Term Description
Anarock Anarock Property Consultants Private Limited
“Anarock Research” or “Anarock Real Estate Industry Report by Anarock
Report”
Benami Act Benami Transactions (Prohibition) Amended Act, 2016
CAGR Compound annual growth rate
CBD Central business district
Completed Projects The category of “completed” projects includes residential and commercial, where the land (or
rights thereto) has been acquired, the design development and pre-construction activities have been
completed in accordance with the approved business plan of the project and the occupancy
certificates have been received from the competent authority for all units with respect to towers or
buildings in the project and the process of handover of such units has commenced
26
Term Description
CMIE Centre for Monitoring Indian Economy Private Limited
Developable Area For a residential project refers to the Saleable Area and for a commercial project refers to the
Leasable Area. For a mixed-use project, it refers to the aggregate of the Saleable Area and Leasable
Area
FY Financial year
GDP Gross domestic product
Gross Collections Gross collections include collections towards residential and commercial units and land, other
charges, rebates given to customers, indirect taxes and facility management charges
GST Goods and services tax
IMF International Monetary Fund
INR Indian National Rupee
IT Information technology
ITC Input tax credit
ITeS Information technology enabled services
IL&FS Infrastructure Leasing and Financial Services
Leasable Area For commercial properties, mean the total carpet area in relation to each project along with
appropriate loading to adjust for common areas, service and storage area, parking area and other
open areas
MMR Mumbai Metropolitan Region
NBFC Non-banking financing companies
NCR National Capital Region
Near Completed Projects Development in the last mile of finishing, occupation certificate for which is expected within 12
months
Ongoing Projects The category of “ongoing” projects includes residential and commercial, where the land (or rights
thereto) has been acquired, the design development and pre-construction activities have been
significantly completed in accordance with the approved business plan of the project, and the key
approvals for commencement of development of a significant part of the project have been obtained
from the competent authority and the construction and sales have also commenced
Planned Projects The category of “planned” projects includes residential, commercial or industrial projects, where
the land (or rights thereto) has been acquired, the business plan of the project is being finalized and
the design development and pre-construction activities and the process for seeking necessary
approvals for the development of the project or part thereof have commenced. The construction
and sales of the planned projects have not yet commenced
RBI Reserve Bank of India
RERA Real Estate Regulatory Authority
Saleable Area For residential properties, mean the total carpet area in relation to each project along with
appropriate loading to adjust for common areas, service and storage area parking area, area for
amenities and other open areas
SBD Secondary business district
Top Seven Indian Markets MMR, Pune, Bengaluru, Hyderabad, NCR, Chennai and Kolkata

Conventional and General Terms/Abbreviations

Term Description
AGM Annual general meeting
AIF(s) Alternative investment funds, as defined and registered with SEBI under the Securities and
Exchange Board of India (Alternative Investment Funds) Regulations, 2012, as amended
Arbitration Act Arbitration and Conciliation Act, 1996, as amended
AS Accounting Standards issued by ICAI, as required under the Companies Act
ASIC The Australian Securities and Investments Commission
Australian Corporations Act Corporations Act 2011 (Cth) of Australia
AUM Assets under management
“Average Sale Price” or “ASP” Average of the sales price at a project for the six months ended December 31, 2021. In case there
were no sales in the six months period ended December 31, 2021, ASP refers to the last transacted
price
AY Assessment year
BFSI Banking, Financial Services and Insurance Sector
BHK Bedroom, hall and kitchen
Blackstone Blackstone Group Inc.
BLR Bengaluru
BSE BSE Limited
“Calendar Year” or “CY” Period of 12 months commencing from January 1 & ending on December 31
CCI Competition Commission of India
CDSL Central Depository Services (India) Limited
CIN Corporate Identity Number
Code The United States Internal Revenue Code of 1986

27
Term Description
CSR Corporate social responsibility
Civil Procedure Code The Code of Civil Procedure, 1908, as amended
Companies Act, 1956 The erstwhile Companies Act, 1956 along with the rules made thereunder
“Companies Act” or “Companies Companies Act, 2013, as amended and the rules, regulations, circulars, modifications and
Act, 2013” clarifications thereunder, to the extent notified
Competition Act The Competition Act, 2002, as amended
CrPC Code of Criminal Procedure, 1973
DBO Defined benefit obligation
DCCO Deferment of date of commencement of commercial operations for commercial real estate projects
pursuant to circulars issued by the RBI
Depositories Act The Depositories Act, 1996, as amended
Depository A depository registered with SEBI under the Securities and Exchange Board of India (Depositories
and Participant) Regulations, 2018, as amended
Depository Participant A depository participant as defined under the Depositories Act
DDT Dividend distribution tax
DM Development management
DRT Debt Recovery Tribunal
DIN Director Identification Number
EBITDA Earnings before interest, taxes, depreciation, amortisation and impairment excluding other income
EBITDA Margin EBITDA as a percentage of revenue from operations
ECL Expected credit loss
ED Enforcement Directorate, GoI
EGM Extraordinary general meeting
EIR Effective interest rate
ERP Enterprise resource planning
Eligible FPIs FPIs that are eligible to participate in this Issue in terms of applicable law, other than individuals,
corporate bodies and family offices
FDI Foreign direct investment
FDI Policy Consolidated FDI Policy issued by the Department for Promotion of Industry and Internal Trade
(formerly called the Department of Industrial Policy and Promotion) bearing file number
5(2)/2020-FDI Policy dated and with effect from October 15, 2020
FEMA The Foreign Exchange Management Act, 1999, as amended and the regulations issued thereunder
FEMA Norms The Government issued a notification and imposed certain restrictions or conditionality on such
investments pursuant to Press Notes, circulars and regulations (including FEMA Rules) issued by
the DPIIT or the RBI or the Ministry of Finance, Government of India, from time to time, as the
case may be.
FEMA Rules The Foreign Exchange Management (Non-Debt Instruments) Rules, 2019, as amended and any
notifications, circulars or clarifications issued thereunder
Finance Act The Finance Act, 2021
“Financial year” or “Fiscal Year” or Unless otherwise stated, the period of 12 months commencing on April 1 of a year and ending on
“FY” or “Fiscal” March 31 of the next year
Form PAS-4 Form PAS-4 as prescribed under the Companies (Prospectus and Allotment of Securities)
Rules, 2014, as amended
FPI Foreign portfolio investors as defined under the SEBI FPI Regulations and includes a person who
has been registered under the SEBI FPI Regulations.
FPI Operational Guidelines SEBI circular dated November 5, 2019 which issued the operational guidelines for FPIs
Fugitive Economic Offender An individual who is declared a fugitive economic offender under Section 12 of the Fugitive
Economic Offenders Act, 2018, as amended
FVCI Foreign venture capital investors as defined and registered with SEBI under the Securities and
Exchange Board of India (Foreign Venture Capital Investors) Regulations, 2000, as amended
FVOCI Fair value through other comprehensive income
FVTPL Fair value through profit and loss
GAAP Generally accepted accounting principles
GAAR General Anti-Avoidance Rules
GBP Great Britain Pound
GDP Gross domestic product
GDR Global Depository Receipt
GIR General index registrar
“GoI” or “Government” Government of India, unless otherwise specified
GCC Global Capability Centers
GST Goods and services tax
HUF Hindu undivided family
ICAI The Institute of Chartered Accountants of India
IFRS International Financial Reporting Standards of the International Accounting Standards Board
Ind AS Indian accounting standards converged with IFRS with some differences, as specified under
Section 133 of the Companies Act, 2013, read with Rule 3 of the Companies (Indian Accounting

28
Term Description
Standard) Rules, 2015, as amended
Inventory Unsold residential saleable area including commercial area sold on strata sale basis
IPC Indian Penal Code, 1860
IT Information technology
ITSC Income Tax Settlement Commission
ITSC Order A final order from the ITSC in the financial year 2020 issued in connection with certain tax
liabilities from previous financial years
JDA Joint Development Agreement
JSK Jan Swasthya Kalyan Vahika
JV Joint Ventures
“Lac” or “lakh” Lakhs
Land Acquisition Act Right to Fair Compensation and Transparency in Land Acquisition, Rehabilitation and
Resettlement Act, 2013
LED Light emitting diode
MAT Minimum alternate tax
MCA Ministry of Corporate Affairs, GoI
MNC Multinational companies
msf Million square feet
NCLT National Company Law Tribunal, GoI
Net Debt Total external borrowings excluding related intercompany payables less cash and cash equivalents
NOC No Objection Certificate
Non-core Areas Areas other than the markets of MMR, NCR and Bangalore
“NRI” or "Non-Resident Indian" A person resident outside India who is a citizen of India as defined under the Foreign Exchange
Management (Deposit) Regulations, 2016 or is an ‘Overseas Citizen of India’ cardholder within
the meaning of section 7(A) of the Citizenship Act, 1955, as amended
NSDL National Securities Depository Limited
NSE National Stock Exchange of India Limited
OC Occupation certificate(s)
OCI Other comprehensive income
Ownership of Flats Act Maharashtra Ownership of Flats (Regulation of the Promotion of Construction, Sale, Management
and Transfer) Act, 1963
p.a. Per annum
PAS Rules Companies (Prospectus and Allotment of Securities) Rules, 2014, as amended
PE Private equity
Pending Costs Estimated construction costs including statutory costs yet to be incurred to complete the project
Permitted South African Offerees Any person who does not fall within the definition of the public as contemplated in chapter 4 of
the South African Companies Act or any other person to whom an offer of the Equity Shares in
South Africa may lawfully be made
PFIC Passive Foreign Investment Company
PIL Public interest litigation
Profit After Tax Margin Profit after tax as a percentage of revenue from operations.
psf Per square feet
PSU Public sector undertaking
R&D Research and development
REIT Real Estate Investment Trust
RBI Reserve Bank of India
RBI Act The Reserve Bank of India Act, 1934, as amended
Regulation D Regulation D under the U.S. Securities Act
Regulation S Regulation S under the U.S. Securities Act
Relevant State Each member state of the European Economic Area and the United Kingdom.
“Rs.” or “Rupees” or “INR” or “₹” Indian Rupees, the legal currency of the Republic of India
RERA Real Estate Regulatory Authority
SAP System applications and products
S&P CNX NIFTY Regional stock market index endorsed by Standard & Poor's which is composed of 50 of the largest
and most liquid stocks found on the National Stock Exchange of India
SCR (SECC) Rules Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations)
Regulations, 2018, as amended
SCRA Securities Contracts (Regulation) Act, 1956, as amended
SCRR Securities Contracts (Regulation) Rules, 1957, as amended
SEBI Securities and Exchange Board of India
SEBI Act The Securities and Exchange Board of India Act, 1992, as amended
SEBI AIF Regulations The Securities and Exchange Board of India (Alternative Investment Funds) Regulations, 2012, as
amended
SEBI FPI Regulations The Securities and Exchange Board of India (Foreign Portfolio Investors) Regulations, 2019, as
amended
SEBI FVCI Regulations The Securities and Exchange Board of India (Foreign Venture Capital Investors) Regulations,
29
Term Description
2000, as amended
SEBI Insider Trading Regulations The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015,
as amended
SEBI Listing Regulations The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015, as amended
SEBI ICDR Regulations The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)
Regulations, 2018, as amended
SEBI Takeover Regulations The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011, as amended
SEBI VCF Regulations The Securities and Exchange Board of India (Venture Capital Funds) Regulations, 1996, as
amended
Secured Synthetic INR Notes A bond issue denominated in Indian rupees
SENSEX Index of 30 stocks traded on the BSE representing a sample of large and liquid listed companies
SEZ Special economic zone
SFIO Serious Fraud Investigation Office, GoI
SIBL The Cayman Islands Securities Investment Business Law
SME Small or medium enterprise
Sold receivables Amount pending to be received for booked / sold area for which invoices are generated or yet to
be generated and are net of taxes and refunds. This amount includes billed and unbilled receivables
which are not due
SPPI Solely payments of principal and interest
SRA Slum Rehabilitation Authority
“Stock Exchanges” or “Indian Stock BSE and NSE, taken together
Exchanges”
STT Securities transaction tax
“U.S.$” or “U.S. dollar” or “USD” United States Dollar, the legal currency of the United States
Ultra-luxury Projects Projects with a ticket size of over ₹25 million
“USA” or “U.S.” or “United States” United States of America
“U.S. Securities Act” or “Securities The United States Securities Act of 1933
Act”
VCF Venture capital fund
“Video Conferencing / Other Audio- Audio- visual electronic communication facility employed which enables all the persons
Visual Means facility” or VC / participating in a meeting to communicate concurrently with each other without an intermediary
OAVM facility and to participate effectively in the meeting
Vizag Visakhapatnam
VP Vice President

30
SUMMARY OF BUSINESS

Overview

We are a prominent real estate developer in the Mumbai Metropolitan Region (“MMR”) and the National Capital Region
(“NCR”) of India. We have a diversified presence in residential real estate developments across the Mid-income, Premium and
Luxury price categories. Geographically, our strategic focus is in our key markets of MMR and NCR. As of December 31,
2021, our inventory amounted to a total Saleable Area of 17.3 million square feet, out of which 10.0 million square feet was
located in the MMR region and 4.6 million square feet was located in the NCR region. Our flagship projects include Indiabulls
Blu Estate & Club residential towers in Worli, Mumbai. As of the date of this Placement Document, we have 11 residential
projects and 4 commercial projects in MMR, NCR, Jodhpur, Vadodara, Vizag and Indore in various stages of completion. Our
shares are listed on the BSE and the NSE. Our global depository receipts (“GDRs”) are also listed on the Luxembourg Stock Exchange.

Our core competency lies in managing the real estate value chain as we have in-house capabilities to deliver a project from
conceptualization to completion. We believe that a significant competitive differentiator for us has been our track record in
delivering strategically-located large scale projects with high quality construction and sustainable practices. Our adept technical
and design team aim to ensure efficient and quality developments. We believe we have the human capital and technology-
enabled systems to successfully manage large construction projects with timely and quality execution and delivery and years
of on the ground industry experience. We place an emphasis on safety in all phases of construction. We believe that our
understanding of the relevant real estate market, positive perception, innovative design and marketing and branding techniques
enable us to attract customers.

As of December 31, 2021, our projects with occupation certificates or that are near completion comprised of approximately
14.5 million square feet of Saleable Area, of which, approximately 13.7 million square feet or 94.5% is in residential housing,
and approximately 0.8 million square feet or 5.5% comprises of commercial projects. Our ongoing projects comprised
approximately 12.6 million square feet of Saleable Area, of which approximately 12.1 million square feet or 96.0% is in
residential housing and 0.5 million square feet or 4.0% is in the commercial space. Our planned projects comprised
approximately 7.5 million square feet of Saleable Area, of which approximately 6.1 million square feet or 81.3% is in residential
housing and 1.4 million square feet or 18.7% are commercial developments. Our portfolio of ongoing projects include Blu
Estate and Club (Worli), Indiabulls Park (Panvel), One Indiabulls (Thane), One Indiabulls (Gurugram) and Indiabulls One 09
(Gurugram). Further, our planned projects comprise Arivali (Panvel), Indiabulls Golf City (Savroli), Silverlake Villas (Alibaug)
and Centrum (Indore).

We also have one of the largest land banks among listed Indian real estate developers (Source: Anarock Report). Our land
banks are located near major metropolitans, including the MMR, NCR and Chennai. We believe our significant land banks
allow us to seize potential market opportunities without the need to first spend time and resources locating and acquiring the
land. We also have the option to monetize certain part of our land banks in non-core locations, which in turn allows us to focus
on enhancing our presence in strategic locations.

On August 18, 2020, the Board of our Company approved a scheme of amalgamation (the “Amalgamation”) amongst the
Amalgamating Group and our Company, pursuant to which NAM Estates and EOCDPL will merge with our Company (such
merged entity, the “Amalgamated Company”), as further described in “Proposed Merger of NAM Estates and EOCDPL with
our Company” on page 179. There can be no assurance we will receive all relevant regulatory approvals, satisfy all conditions
precedents or other requirements in a timely manner or at all. For more information, please see “Risk Factors – Internal Risk
Factors – There is no assurance that the Proposed Merger will be completed in a timely manner or at all” on page 40. For
details of the rationale of the amalgamation, please see “Proposed Merger of NAM Estates and EOCDPL with our Company –
Rationale of the Proposed Merger” on page 179. For details in relation to the combined post-amalgamation strategy, please see
“Our Strategy” on page 171. Further, for a description of the business of the Amalgamating Group, please see “Business of the
Amalgamating Group” on page 156.

The table below shows our key financial and operational metrics for our operations:

As of and for the nine months As of and for the financial year ended
Particulars
ended December 31, 2021 March 31, 2021 March 31, 2020 March 31, 2019
Sales(7) (Value in ₹ million) 7,531.3 14,883.4 7,056.3 7,230.4
Sales (Saleable Area (1) (7) in million
1.0 1.1 0.8 1.1
square feet)
Sales(7) (number of units) 542 565 539 845
Gross Collections(2) (₹ in million) 7,815.0 19,366.0 44,178,2 25,645.8
Completed Built-up Area (million
0.7 0.3 0.8 10.3
square feet)
Debt to Equity Ratio(3) 0.4 0.4 0.8 1.4
Revenue from operations (₹ in million) 11,918.5 15,214.2 32,707.8 49,438.9
EBITDA(4) (in ₹ million) 835.9 3,203.3 9,704.9 13,215.5
31
EBITDA Margin(5) 7.0% 21.1% 29.7% 26.7%
Profit/(Loss) for the period/year (₹ in
(765.3) 47.2 1,211.1 5,043.2
million)
Profit After Tax Margin(6) (6.4%) 0.3% 3.7% 10.2%

Notes:
(1) Saleable Area means the total carpet area in relation to each project along with appropriate loading to adjust for common areas, service and storage
area parking area, area for amenities and other open areas
(2) Gross collections comprises collections towards residential and commercial units and land, other charges, rebates given to customers, indirect taxes
and facility management charges. Includes collection from sales of apartments, plots, land and projects.
(3) Debt to Equity Ratio means total external borrowings divided by total shareholders’ fund
(4) EBITDA means Earnings before interest, taxes, depreciation, amortisation and impairment excluding other income
(5) EBITDA Margin means EBITDA as a percentage of revenue from operations
(6) Profit After Tax Margin means profit after tax as a percentage of revenue from operations
(7) For sales in terms of value, area and units considered classification based on active sales as at December 31, 2021
Gross collections, EBITDA, EBITDA Margin and Profit After Tax Margin are not recognized measures under Ind AS or other recognized accounting
standards.

Our Competitive Strengths

Our key competitive strengths are set out below:

Significant inventory of completed projects or projects with OC or are near completion

We believe that customers in India have started to prefer completed projects or projects with OC or are near completion. In a
survey report published in July 2021, completed and near completed property was the most preferred (32% respondents) among
prospective buyers (Source: Anarock Report). We believe that the COVID-19 pandemic has further accentuated this trend. As
of December 31, 2021, we had approximately 2.1 million square feet of completed projects and projects with OC received or
that are near completion, which accounted for 20.8% of our total unsold inventory, by area. We believe that our significant
inventory of completed projects and projects with OC or are near completion would allow us to cater for the preferences of
prospective buyers.

Strategically located projects in the attractive MMR and NCR markets

We have a track record of delivering a quality portfolio of assets, which is strategically located in the attractive markets of
MMR and NCR. As of December 31, 2021, our inventory amounted to a total Saleable Area of 17.3 million square feet, out of
which 10.0 million square feet was located in the MMR region and 4.6 million square feet was located in the NCR region. The
strategic locations of our projects offer significant competitive advantage in terms of higher absorption and higher average base
selling price.

The MMR is considered the most attractive real estate market in the Top Seven Indian Markets, having the largest share of
supply and absorption, as well as the highest average base selling price, of residential units from 2016 to 2021, catering to a
wide spectrum of income and demography. The NCR is also ranked in the Top Seven Indian Market in terms of supply,
absorption and average base selling price, of residential units from 2015 to 2021 (Source: Anarock Report) We believe that
each of the MMR and NCR has significant depth of demand for real estate developments across price points. We also believe
that each of the MMR and NCR real estate markets has high barriers to entry due to limited land availability, high prices of
land and knowledge of the regulatory and approval processes required for developing a project. As a result of our significant
land banks, industry knowledge and familiarity with the regulatory environment in the MMR and the NCR, we have ranked as
a prominent developer in South Central Mumbai, Thane and Navi Mumbai micro-markets of the MMR, and in the Dwarka
Expressway micro-markets of Gurugram City, NCR (Source: Anarock Report)

In addition, we have several planned projects in the MMR, which we believe will enable us to have a robust launch pipeline
over the next few years. Our planned residential projects are spread across several micro-markets in the MMR, such as Worli,
Panvel and Thane. We also believe that we are well positioned to benefit from the expected increase in real estate demand as
the Government commits infrastructure spending in the MMR.

Further, our ongoing and planned projects also benefit from the infrastructure developments within their vicinity, as set forth
below:

• Blu Estate & Club, Worli is located adjacent to the Acharya Atre Station on the Colaba-Seepz Metro corridor in Mumbai;
• Our projects in Gurugram are located on National Highway-8 and the Dwarka Expressway;
• One Indiabulls Thane is located close to a proposed metro station and major arterial roads; and
• Indiabulls Greens Panvel is located close to the proposed Navi Mumbai International Airport and is connected to South
Mumbai via the proposed Mumbai Trans Harbour Link.

32
The performance of our projects is also driven by their respective micro-markets. We have localized teams from various
functions (including sales, liaisons and construction) within the MMR and NCR real estate markets with experience operating
in their respective micro-markets. Such experience in turn enables us to take advantage of any changes in the market conditions,
regulatory environment and overall demand in our respective micro-markets.

Strong Sales and Marketing Capabilities

Our marketing and sales team track market trends which enables us to position our projects appropriately in terms of location
and price points, and creates a cohesive marketing strategy catered for each project.

Our marketing team is divided into various cells, including brand management, customer and market insights and digital
marketing. Our brand management team focuses on establishing our corporate and product brands. The team has brand
managers who are responsible for media planning and executing marketing campaigns. Our customer and market insights team
relies on detailed market studies and surveys to understand various locations. Our digital marketing team creates brand
awareness and lead generation via digital and social media across brands. We have carried out several digital media led branding
campaigns.

We use differentiated sales strategies and multiple channels to sell our products. We have in-house sales teams which are
focused on outstation markets, MMR and NCR. In addition, we have recently adopted a digital sales channel, pursuant to which
a prospective customer is provided with the project related information through virtual meets as well as one-on-one meetings
with our sales manager prior to the site visit. We also have a distribution network of channel partners.

We believe that our strong sales and marketing capabilities, including the ability to anticipate customer demands, provide
customers services from booking a unit until handover, enables us to achieve strong sales of our units for our respective projects.

Focus on sustainable development

We believe in sustainable and environment-friendly practices, and have implemented the following practices across our
developments: solar energy systems, rainwater harvesting and percolation pits, eco-friendly landscaping, water saving features,
efficient façade designs that reduces glass reflection, thereby maximizing daylight and reducing energy consumption, efficient
water usage through sewage treatment plant recycling, organic waste treatment and energy efficient buildings with eco-friendly
equipment.

• We promote the use of innovative technology such as green buildings and other energy efficient measures for the
construction of our projects. We continue to collaborate with contractors and partners to explore measures for conservation
of energy and resources, utilize alternate sources of energy and invest in energy conservation equipment. Some of our best
practices are comprehensive energy-modeling during the design stage to achieve energy conservation, passive techniques
for cooling such as optimum building envelope design, climate appropriate material, energy-saving LED light fixtures,
replacement of lighting system with LEDs in our offices and periodic training sessions for employees. Further, we have
implemented an environment management system which involves setting up organic waste management controls over
several projects to monitor waste management.

Our Strategies

The key elements of strategy are set out below:

Focus on enhancing leadership position in residential developments by growing in the MMR and NCR

• We intend to continue to grow in MMR and NCR where a majority of our ongoing and planned projects are located.

• We intend to complete the remaining phase of the Indiabulls Blu project and our residential projects in Panvel, Savroli,
Thane and Gurugram.

Continue to grow our business pursuant to a joint development, joint venture or development management approach

• We intend to leverage market leadership position to grow our business by entering into joint development agreements,
joint ventures or development management arrangements with landowners and other smaller developers. We believe
that such an approach will enable us to be more capital efficient and reduce our upfront land acquisition costs.

• We intend to follow this strategy in MMR and NCR.

Utilise our land reserves

33
• We intend to seek opportunities to develop our existing land reserves by developing these as projects.

• We also intend to monetize identified land parcels. For example, on January 25, 2022, we entered into a term sheet
regarding the potential sale of a land parcel at Gurugram to a third party for approximately ₹ 5,800 million (the
"Disposal"). Subsequently on April 8, 2022, we entered into a share purchase agreement with the relevant party relating
to the aforementioned Disposal, which is subject to the satisfaction of certain conditions precedent. For more
information, please see “Our Business – Recent Development – Disposal of Land Parcel at Sector 106, Gurgaon” on
page 143.

Focus on execution to capitalise on industry trends

• According to the Anarock Report, apart from the structural longer term drivers, housing demand is likely at the cusp
of a cyclical inflection point which could potentially see a sustained volume as well pricing growth in the near to
medium term. This is on account of:

o Narrowing of gap of rental yield to home loan rates, which will further increase the preference of
purchasing home over renting it.

o An increase in household income coupled with steady ticket prices have resulted in an increase in
affordability of residential units.

• The Indian real estate sector has witnessed consolidation in the past few years. On account of the liquidity crunch
being faced by smaller developers in addition to a shift in buyers’ preference towards developers with strong execution
record, consolidation is likely to take place further in the real estate sector (Source: Anarock Report).

• We intend to capitalize on these industry trends by:

o focusing on the monetization of the existing inventory and completion of ongoing and planned projects within
delivery timelines.
o Further enhancing our execution capabilities and track record

Rationale for the Scheme and Integration

As per the Scheme, the rationale for the Proposed Merger includes the following:

• diversification across real estate asset classes and geographies

• consolidation of business resulting in synergies, reduction of operational costs and increase in operational efficiencies

• rationalization and streamlining of the management structure

• benefits of size and scale, which will in turn provide opportunities for new investments

• consolidation of resources

Assuming completion of the Proposed Merger, our Company will seek to operationalize the points above, as follows:

• Focus on core markets of MMR, NCR and Bengaluru to benefit from geographic and asset diversification

o The Proposed Merger will provide us with benefits of geographic diversification across key markets of MMR,
NCR and Bengaluru and a well-balanced portfolio of residential and commercial real estate.

o We believe our near term focus post completion of the Proposed Merger should be on the core markets of
MMR, NCR and Bengaluru.

o Further, within the residential asset class, the Proposed Merger will provide benefits of diversification
between high-value and high-volume assets.

• Focus on asset light growth under a joint development, joint venture or development fee management model

o We intend to leverage the benefits of scale that the Proposed Merger will provide to further grow our business
by entering into joint development agreements, joint ventures or development management arrangements with
landowners and other smaller developers. We believe that such an approach will enableus to be more capital

34
efficient and reduce our upfront land acquisition costs. We intend to follow this strategy in the MMR and
Bengaluru, especially in micro-markets where we have a limited presence.

• Focus on execution of ongoing and planned projects

o We will continue to focus on the monetization of the existing inventory and completion of ongoing and
planned projects within delivery timelines.

• Asset monetization of land reserves

o We will opportunistically consider monetizing land forming part of our land reserves, which is located in
“non-core” locations.

o We will also opportunistically consider monetizing our commercial assets to listed REITs and institutional
investors.

• Prudent capital management

o The Proposed Merger will result in greater efficiency in the cash management of the Amalgamated Company
and access to cash flow generated by the combined business, which can be deployed more efficiently to fund
growth opportunities.

o We will also consider opportunities to de-lever the balance sheet and further raise equity funding to reduce
the cost of debt.

• Focus on brand re-positioning and governance

o After the Proposed Merger, subject to receipt of the relevant approvals, the Amalgamated Company will be
renamed Embassy Developments Ltd. Subject to receipt of the relevant approvals, we will focus on re-
positioning under the “Embassy” brand name.

o After the consummation of the Proposed Merger, the promoters of NAM Estates will undertake necessary
corporate actions to classify themselves as promoters of the Amalgamated Company. We will focus on
aligning the Amalgamated Company’s business and operations with the strategies and vision of the New
Promoters.

Integration

Upon the receipt of all regulatory approvals and the completion of the conditions precedent related to the Proposed Merger, we
intend to work together with the Amalgamating Group to integrate the Amalgamating Group’s operations to our business and
derive synergies from the Proposed Merger. Both the Amalgamation Group and our Company have established integration
committees which have begun work to understand each other’s processes with respect to:

• Projects and Operations;

• Accounting and HR policies; and

• System and IT processes.

We have relocated our offices to WeWork Mumbai and Gurgaon.

However, there is no assurance that we will receive all required regulatory approvals for the Proposed Merger or that the
conditions precedent that are required will be satisfied. For further details, please see “Risk Factors – Internal Risk Factors -
There is no assurance that the Proposed Merger will be completed in a timely manner or at all” on page 40.

35
SUMMARY OF THE ISSUE

The following is a general summary of the terms of the Issue. This summary should be read in conjunction with, and is qualified
in its entirety by, the more detailed information appearing elsewhere in this Placement Document, including the sections “Risk
Factors”, “Use of Proceeds”, “Placement”, “Issue Procedure” and “Description of the Equity Shares” on pages 40, 74, 209,
196 and 223, respectively.

Issuer Indiabulls Real Estate Limited


Face Value ₹2 per Equity Share
Issue Price ₹101.10 per Equity Share
Floor Price ₹106.38 per Equity Share calculated on the basis of Regulation 176 of the SEBI ICDR
Regulations.
However, our Company has offered a discount of ₹5.28 per Equity Share (being equivalent
to 4.96% of the Floor Price) in accordance with the approval of the shareholders of our
Company accorded through their special resolution dated February 7, 2022 and in terms of
Regulation 176(1) of the SEBI ICDR Regulations
Issue Size Issue of 85,559,435 Equity Shares, aggregating to approximately ₹ 8,650.06 million

A minimum of 10% of the Issue Size, i.e., up to 8,555,944 Equity Shares were made available
for Allocation to Mutual Funds only and the balance 77,003,491 Equity Shares were made
available for Allocation to all Eligible QIBs, including Mutual Funds. In case of under-
subscription in the portion available for Allocation to Mutual Funds, such undersubscribed
portion would have been Allotted to other Eligible QIBs
Date of Board Resolution December 22, 2021
Date of Shareholders’ Resolution February 7, 2022
Eligible Investors Eligible QIBs, to whom the Preliminary Placement Document and the Application Form were
delivered and who were eligible to bid and participate in the Issue. For further details, see
“Issue Procedure”, “Selling Restrictions” and “Purchaser Representations and Transfer
Restrictions” on pages 196, 210 and 218, respectively. The list of Eligible QIBs to whom the
Preliminary Placement Document and Application Form is delivered was been determined
by our Company in consultation with the BRLMs
Equity Shares issued and outstanding 456,115,896 fully paid-up Equity Shares*
immediately prior to the Issue *This includes 392,544 Equity Shares represented by 392,544 GDRs

Equity Shares issued and outstanding 541,675,331 Equity Shares*


immediately after the Issue *This includes 392,544 Equity Shares represented by 392,544 GDRs

Issue Procedure The Issue was made only to Eligible QIBs in reliance on Section 42 of the Companies Act
read with Rule 14 of the PAS Rules and all other applicable provisions of the Companies
Act, read with Chapter VI of the SEBI ICDR Regulations. For further details, see “Issue
Procedure” beginning on page 196
Listing and trading Our Company had obtained in-principle approvals each dated April 7, 2022 from BSE and
NSE, respectively in terms of Regulation 28(1)(a) of the SEBI Listing Regulations for listing
of the Equity Shares to be issued pursuant to the Issue

Our Company will make applications to each of the Stock Exchanges after Allotment and
credit of Equity Shares to the beneficiary account with the Depository Participant to obtain
final listing and trading approval for the Equity Shares to be issued pursuant to the Issue
Lock-up For details of the lock-up, see “Placement – Lock-up” on page 209

Proposed Allottees See “Proposed Allottees in the Issue” on page 245 for names of the proposed Allottees and
the percentage of post-Issue capital that may be held by them in our Company

Transferability Restrictions The Equity Shares Allotted pursuant to this Issue shall not be sold for a period of one year
from the date of Allotment, except on the floor of a recognised stock exchange. For details
in relation to other transfer restrictions, see “Purchaser Representations and Transfer
Restrictions” on page 218

Use of Proceeds The gross proceeds from the Issue aggregated to approximately ₹8,650.06 million. The Net
Proceeds from the Issue, after deducting fees, commissions and expenses of the Issue, are
expected to be approximately ₹8,400.06 million

See “Use of Proceeds” on page 74 for information regarding the use of net proceeds from the
Issue

Risk Factors See “Risk Factors” on page 40 for a discussion of risks you should consider before investing
in the Equity Shares

Indian taxation See “Taxation” on page 227

36
Closing Date The Allotment of the Equity Shares, expected to be made on April 12, 2022

Ranking and Dividend The Equity Shares to be issued pursuant to the Issue shall be subject to the provisions of the
Memorandum of Association and Articles of Association and shall rank pari passu with the
existing Equity Shares, including rights in respect of dividends

The Shareholders who hold Equity Shares as on the relevant record date will be entitled to
participate in dividends and other corporate benefits, if any, declared by our Company after
the Closing Date, in compliance with the Companies Act, SEBI Listing Regulations and other
applicable laws and regulations. Shareholders may attend and vote in shareholders’ meetings
in accordance with the provisions of the Companies Act. Please see sections "Dividends" and
"Description of the Equity Shares" on pages 82 and 223, respectively

Security Codes for the Equity Shares ISIN INE069I01010

BSE Code 532832

NSE Symbol IBREALEST

37
SELECTED FINANCIAL INFORMATION OF OUR COMPANY

The following selected financial information is extracted from and should be read in conjunction with, the Limited Reviewed
Unaudited Consolidated Financial Results, the Limited Reviewed Unaudited Standalone Financial Results, Audited
Consolidated Financial Statements and Audited Standalone Financial Statements included elsewhere in this Placement
Document. Except that consolidated and standalone financial information for December 31, 2020 have been derived from the
comparative financial information presented in the Limited Reviewed Unaudited Consolidated Financial Results and Limited
Reviewed Unaudited Standalone Financial Results for December 31, 2021, respectively. You should refer to “Management's
Discussion and Analysis of Financial Condition and Results of Operations” on page 83, for further discussion and analysis of
the Limited Reviewed Unaudited Consolidated Financial Results, Limited Reviewed Unaudited Standalone Financial Results,
Audited Consolidated Financial Statements and Audited Standalone Financial Statements of our Company.

[The remainder of this page has been left intentionally left blank]

38
Indiabulls Real Estate Limited
Summary Consolidated Financial Results
for the nine months ended 31 December 2021
Rs. in Lakhs
Year to date
Year to date
figures for
figures for
current period
Particulars previous period
ended
ended 31
31 December
December 2020
2021
1 Income
a) Revenue from operations 1,19,185.21 78,967.96
b) Other income 7,701.83 11,287.22
Total income 1,26,887.04 90,255.18
2 Expenses
a) Cost of land, plots, constructed properties and others 1,01,631.63 59,444.86
b) Employee benefits expense 5,618.78 3,406.65
c) Finance costs 8,551.91 19,373.78
d) Depreciation and amortisation expense 867.98 1,451.96
e) Other expenses 11,277.27 12,689.98
Total expenses 1,27,947.57 96,367.23
3 Profit/(loss) before tax (1-2) (1,060.53) (6,112.05)
4 Tax expense
a) Current tax expense - including earlier years 951.21 253.76
b) Deferred tax charge/(credit) 5,641.62 2,613.27
5 Net Profit/(Loss) after tax for the period/year (3-4) (7,653.36) (8,979.08)
6 Other comprehensive income
(i) Items that will not be reclassified to profit or loss 11,606.49 2,413.51
(ii) Income tax relating to items that will not be reclassified to profit or loss - 2.79
-
(iii) Items that will be reclassified to profit or loss (2,617.48) (2,526.42)
(iv) Income tax relating to items that will be reclassified to profit or loss - -
Other comprehensive income 8,989.01 (110.12)
7 Total comprehensive income for the period/year (5+6) 1,335.65 (9,089.20)

Net Profit/(loss) attributable to :


Owners of the Holding Company (7,692.21) (9,011.36)
Non-controlling interests 38.85 32.28

Other comprehensive income attributable to :


Owners of the Holding Company 8,989.01 (110.12)
Non-controlling interests - -

8 Earnings per equity share (Face value of Rs. 2 per equity share)
(a) Basic (in Rs.) (1.69) (1.98)
(b) Diluted (in Rs.) (1.69) (1.98)

S-1
Indiabulls Real Estate Limited
Summary Standalone Financial Results
for the nine months ended 31 December 2021
Rs. in Lakhs
Year to date
Year to date
figures for
figures for
current period
Particulars previous period
ended
ended 31
31 December
December 2020
2021
1 Income
a) Revenue from operations 0.29 -
b) Other income 847.54 3,193.65
Total income 847.83 3,193.65
2 Expenses
a) Cost of sales/services - -
b) Employee benefits expense 532.14 203.66
c) Finance costs 3,325.22 14,469.72
d) Depreciation and amortisation expense 98.84 367.98
e) Other expenses 848.44 1,712.19
Total expenses 4,804.64 16,753.55
3 Loss before tax (1-2) (3,956.81) (13,559.90)
4 Tax expense
a) Current tax expense - including earlier years - -
b) Deferred tax (credit)/charge 134.91 26.89
5 Loss after tax for the period/year (3-4) (4,091.72) (13,586.79)
6 Other comprehensive income
(i) Items that will not be reclassified to profit or loss 10,623.93 2,190.50
(ii) Income tax relating to items that will not be reclassified to profit or loss - -
Other comprehensive income 10,623.93 2,190.50
7 Total comprehensive income for the period/year (5+6) 6,532.21 (11,396.29)
8 Earnings per equity share (Face value of Rs. 2 per equity share)
(a) Basic (in Rs.) (0.90) (2.99)
(b) Diluted (in Rs.) (0.90) (2.99)

S-2
Indiabulls Real Estate Limited
Summary Consolidated balance sheet as at 31 March 2021
31 March 2021 31 March 2020
(₹ in lakhs) (₹ in lakhs)
I ASSETS
Non-current assets
Property, plant and equipment 2,441.14 3,478.39
Investment property 6,041.98 6,140.88
Right of use assets 74.51 3,835.11
Intangible assets 39.28 71.24
Financial assets
Investments 14,404.60 13,029.84
Loans 572.59 1,853.65
Other financial assets 1,738.57 5,292.79
Deferred tax assets (net) 20,295.65 33,713.03
Non-current tax assets (net) 14,464.99 20,880.44
Other non-current assets 6,860.03 6,918.24
66,933.34 95,213.61
Current assets
Inventories 6,18,612.98 7,05,635.33
Financial assets
Investments 105.18 157.25
Trade receivables 30,019.04 8,015.01
Cash and cash equivalents 8,116.09 4,817.43
Other bank balances 11,599.86 32,706.21
Loans 23,461.05 91,974.41
Other financial assets 93,443.55 1,56,728.77
Other current assets 14,377.62 24,413.54
Assets held for sale 9,003.87 9,003.87
8,08,739.24 10,33,451.82
8,75,672.58 11,28,665.43

II EQUITY AND LIABILITIES


Equity
Equity share capital 9,030.77 9,093.28
Instruments entirely equity in nature 42,500.00 42,500.00
Other equity 2,96,693.87 3,04,202.24
Equity attributable to the owners of the Holding Company 3,48,224.64 3,55,795.52
Non-controlling interests 1,146.34 1,104.74
Total equity 3,49,370.98 3,56,900.26
Liabilities
Non-current liabilities
Financial liabilities
Borrowings 37,805.58 98,911.96
Lease liabilities - 2,376.02
Provisions 1,176.00 1,572.19
Other non-current liabilities 17,048.17 17,186.97
56,029.75 1,20,047.14

Current liabilities
Financial liabilities
Borrowings 69,600.00 -
Lease Liabilities 69.56 1,414.06
Trade payables
Total outstanding dues of micro enterprises and small enterprises 7,215.20 3,716.42
Total outstanding dues of creditors other than micro enterprises and small enterprises 22,847.99 41,011.79
Other financial liabilities 59,973.17 2,52,193.19
Other current liabilities 3,02,403.06 3,44,151.59
Provisions 7,732.51 7,239.44
Current tax liabilities (net) 430.36 1,991.54
4,70,271.85 6,51,718.03
8,75,672.58 11,28,665.43

S-3
Indiabulls Real Estate Limited
Summary Consolidated statement of profit and loss for the year ended 31 March 2021
For the year ended For the year ended
31 March 2021 31 March 2020
(₹ in lakhs) (₹ in lakhs)

Revenue
Revenue from operations 1,52,141.75 3,27,078.42
Other income 14,064.20 16,985.14
1,66,205.95 3,44,063.56

Expenses
Cost of revenue
Cost incurred during the year 24,304.66 1,33,804.83
Decrease in real estate properties 87,022.35 50,988.31
Employee benefits expense 5,206.97 11,381.77
Finance costs 22,789.01 48,116.19
Depreciation and amortization expense 1,725.01 3,076.20
Impairment losses on financial assets - 8,395.48
Other expenses 17,638.62 42,444.23
1,58,686.62 2,98,207.01

Profit before exceptional items, tax and share of (loss)/profit from joint ventures 7,519.33 45,856.55

Share of (loss)/profit from joint ventures - (158.14)


Profit before exceptional items and tax 7,519.33 45,698.41

Exceptional items - interest on income tax - 7,931.19


Profit before tax 7,519.33 37,767.22

Tax expense
Current tax (including earlier years) 546.41 5,032.72
Deferred tax charge 6,501.07 20,623.98
Net profit for the year 471.85 12,110.52

Other comprehensive income


Items that will not be reclassified to profit and loss
Re-measurement gain/(loss) on defined benefit plans 109.51 44.65
Income tax effect 0.11 (4.82)
Equity instruments through other comprehensive income 2,896.22 (3,258.25)
Share of other comprehensive income of joint ventures accounted for using the equity method - (46,122.81)
Items that will be reclassified to profit and loss
Exchange differences on translation of foreign operations (2,700.32) 7,573.75
(Loss)/gain on net investment hedge - (2,577.99)
Other comprehensive income 305.52 (44,345.47)
Total comprehensive income for the year 777.37 (32,234.95)

Net profit is attributable to


Owners of the Holding Company 430.25 12,069.23
Non-controlling interests 41.60 41.29
471.85 12,110.52

Other comprehensive income is attributable to


Owners of the Holding Company 305.52 (44,346.22)
Non-controlling interests - 0.75
305.52 (44,345.47)

Total comprehensive income is attributable to


Owners of the Holding Company 735.77 (32,276.99)
Non controlling interests 41.60 42.04
777.37 (32,234.95)

Earnings per equity share (face value ₹ 2 each)


Basic (₹) 0.10 2.67
Diluted (₹) 0.10 2.67

S-4
Indiabulls Real Estate Limited
Summary Consolidated cash flow statement for the year ended 31 March 2021

31 March 2021 31 March 2020


(₹ in lakhs) (₹ in lakhs)
A Cash flow from operating activities:
Profit before tax and share of (loss)/profit from joint ventures and after exceptional items 7,519.33 37,925.36
Adjustments for:
Interest expenses 22,634.78 47,939.75
Interest expense on taxation (including exceptional items) 99.60 7,931.19
Depreciation and amortization expenses 1,725.01 3,076.20
Other borrowing costs 54.63 176.44
Impairment for non-current investments 1,526.28 -
Impairment of inventory 805.00 13,569.67
Provision for expected loss - 2,480.93
Loss on sale of property, plants and equipment (net) 38.08 14.07
Interest income (5,496.44) (11,390.20)
Amortisation of derivative balance (difference between forward and spot element) - (154.67)
Excess provision/liabilities written back (2,013.56) (322.77)
Provision for employee benefits (86.93) (91.60)
Provision for claims and compensation 455.45 7,156.53
Share based payment expense 16.11 86.68
Share of loss/(profit) from joint ventures - 158.14
Amounts written off 90.01 355.46
Loans and non-current investments written off - 8,395.48
Impairment in other current assets - 1,132.77
Income on fair valuation of financial assets (1.06) -
Interest income on amortized cost financial assets (83.54) (494.39)
Profit on sale of investments in mutual funds (net) (173.97) (733.77)
Profit on sale of stake in joint ventures with underlying real estate business - (78,054.65)
Profit on sale of stake in subsidiaries with underlying real estate business - (4,182.42)
Net gain on settlement through merger scheme and fair value impact of assets held for sale - (21,406.90)
Profit on sale of investments in entity carrying out real estate business - (5,000.00)
Modification gain on de-recognition of lease contracts (398.24) (13.73)
Operating profit before working capital changes and other adjustments: 26,710.54 8,553.57
Working capital changes and other adjustments:

Inventories 92,057.64 95,940.17


Trade receivables (22,004.03) 18,952.49
Current and non-current loans 1,281.06 (17,682.63)
Other current and non-current assets 10,652.10 3,803.00
Other current and non-current financial assets 60,491.43 (12,537.29)
Trade payables (12,651.46) (56,796.95)
Other current and non-current financial liabilities (35,252.21) 20,685.37
Other current and non current liabilities (41,393.04) (92,623.33)
Cash used in operating activities 79,892.03 (31,705.60)
Income taxes refund / (paid) (net) 5,451.76 (11,483.30)
Net cash generated from / (used in) operating activities 85,343.79 (43,188.90)

B Cash flow from investing activities:


Purchase of property, plant and equipment, investment property and intangible assets (8.63) (925.31)
(including capital advances)
Proceeds from sale of property, plant and equipment and intangible assets 20.67 93.32
Movement in fixed deposits (net) 24,322.20 (11,118.00)
Proceed from sale of non-current investments - 3,17,849.96
Purchase of non-current investments - (1,891.00)
Proceed from sale of current investments (net) 227.10 735.64
Inter-corporate loans received back / (given) (net) 62,162.74 (32,877.19)
Interest received 10,358.17 5,995.95
Net cash generated from investing activities 97,082.25 2,77,863.37

C Cash flow from financing activities: (refer Note 52)


Proceeds from issue of equity share capital (including securities premium) - 2,171.06
Acquisition of treasury shares (1,393.22) -
Proceeds from borrowings from banks 714.00 43,498.10
Repayment of borrowings to banks (1,21,058.08) (37,941.70)
Proceeds from issue of debentures 5,000.00 35,000.00
Redemption of debentures (98,209.33) (76,791.00)
Proceeds from issue of commercial paper 8,000.00 1,01,500.00
Repayment of commercial paper (8,000.00) (2,03,000.00)
Proceeds of borrowings from others 4,20,500.00 -
Repayment of borrowings from others (3,55,900.00) -
Interest and other borrowing costs paid (28,067.60) (51,401.22)
Payment of lease liabilities (inclusive of interest paid amounting to ₹ 135.01 lakhs (31 (713.15) (2,072.95)
March 2020 ₹484.10 lakhs)
Net cash used in financing activities (1,79,127.38) (1,89,037.71)

S-5
Indiabulls Real Estate Limited
Summary Consolidated cash flow statement for the year ended 31 March 2021 (cont'd)
31 March 2021 31 March 2020
(₹ in lakhs) (₹ in lakhs)

D Opening cash and cash equivalents of subsidiaries acquired/sold (net) - (1,01,110.75)

E Net increase / (decrease) in cash and cash equivalents (A+B+C+D) 3,298.66 (55,473.99)
F Cash and cash equivalents at the beginning of the year 4,817.43 60,291.41
G Cash and cash equivalents at the end of the year (E+F) 8,116.09 4,817.42

Notes:
a) Cash and cash equivalents includes :
Cash on hand - 14.95
Balances with banks - in current accounts 8,116.09 4,777.32
Bank deposits with original maturity upto three months - 25.16
Total of cash and cash equivalents 8,116.09 4,817.43

S-6
Indiabulls Real Estate Limited
Summary Standalone Balance sheet as at 31 March 2021
31 March 2021 31 March 2020
(₹ in lakhs) (₹ in lakhs)
I ASSETS
Non-current assets
Property, plant and equipment 116.36 164.06
Right of use assets 23.03 1,849.40
Intangible assets - -
Financial assets
Investments 3,79,306.46 3,83,804.89
Loans 1.87 1,129.22
Other financial assets 603.45 5,048.00
Deferred tax assets (net) 275.67 308.69
Non-current tax assets (net) 6,004.78 11,322.85
Other non-current assets - 1.91
3,86,331.62 4,03,629.02

Current assets
Inventories 90.19 90.19
Financial assets
Investments - 1.12
Trade receivables - -
Cash and cash equivalents 645.70 1,480.71
Other bank balances 5,402.91 24,147.88
Loans 2,83,326.04 4,45,530.84
Other financial assets 1.50 1.01
Other current assets 1,476.42 1,313.68
Assets classified held for sale 9,003.87 9,003.87
2,99,946.63 4,81,569.30
6,86,278.25 8,85,198.32

II EQUITY AND LIABILITIES


Equity
Equity share capital 9,030.77 9,093.28
Other equity 6,23,169.54 6,35,843.50
6,32,200.31 6,44,936.78

Liabilities
Non-current liabilities
Financial liabilities
Borrowings 22,359.32 46,201.50
Lease liabilities - 859.88
Provisions 44.00 24.00
22,403.32 47,085.38

Current liabilities
Financial liabilities
Borrowings 17,907.45 11,973.45
Lease liabilities 10.19 769.71
Other financial liabilities 13,746.77 1,79,780.57
Other current liabilities 9.21 202.94
Provisions 1.00 2.64
Current tax liabilities (net) - 446.85
31,674.62 1,93,176.16
6,86,278.25 8,85,198.32

S-7
Indiabulls Real Estate Limited
Summary Standalone Statement of profit and loss for the year ended

31 March 2021 31 March 2020


(₹ in lakhs) (₹ in lakhs)
Revenue
Revenue from operations 596.41 36,284.73
Other income 4,121.99 27,216.87
4,718.40 63,501.60

Expenses
Cost of revenue - 7,042.57
Employee benefits expense 244.65 208.30
Finance costs 16,005.89 30,160.25
Depreciation and amortisation expense 388.43 960.76
Impairment losses on financial assets - 14,952.41
Other expenses 2,005.87 15,230.54
18,644.84 68,554.83

Loss before tax (13,926.44) (5,053.23)


Tax expenses
Current tax reversal - earlier years - (44.02)
Deferred tax charge 36.14 3,526.41
36.14 3,482.39
Loss after tax (13,962.58) (8,535.62)

Other comprehensive income


Items that will not be reclassified to profit and loss
Equity instruments through other comprehensive income 2,628.60 (2,957.18)
Re-measurement of defined benefit plans (12.39) 13.83
Income tax effect 3.12 (3.48)
Other comprehensive income 2,619.33 (2,946.83)
Total comprehensive income for the year (11,343.25) (11,482.45)

Earnings per equity share of (face value ₹ 2 each)


Basic (₹) (3.09) (1.88)
Diluted (₹) (3.09) (1.88)

S-8
Indiabulls Real Estate Limited
Summary Standalone Cash flow statement for the year ended
31 March 2021 31 March 2020
(₹ in lakhs) (₹ in lakhs)
A Cash flow from operating activities:
Loss before tax (13,926.44) (5,053.23)
Adjustments for:
Interest expense on income tax 0.41 1.16
Interest expense on borrowings 15,927.25 29,820.06
Depreciation and amortisation expenses 388.43 960.76
Interest on lease liabilities 56.48 217.03
Other borrowing costs 21.59 122.00
Profit on sale of property, plants and equipment (net) - (0.77)
Loss on Property, plant and equipment written off 0.49 -
Excess provision/liabilities written back (1,733.88) (294.63)
Loans and non current investment written off - 10,131.36
Impairment in value of investments 115.00 849.03
Impairment in value of other financial and non-financial assets - 5,696.05
Interest on income tax refund (402.20) -
Interest income (1,630.05) (26,159.11)
Provision for employee benefits 12.87 1.79
Share based payment expense 16.60 54.08
Balances Written Off 3.00 -
Income on fair valuation of financial assets - (0.08)
Mark to market loss/(gain) on forward contracts - 2,423.31
Profit on sale of investments in subsidiary (596.41) -
(Profit)/loss on sale of investments (net) (168.79) 7,468.27
Modification gain on de-recognition of lease contracts (172.14) (13.73)
Net gain on settlement through merger scheme and fair value impact of assets held for sale - (21,406.90)
Operating (loss)/profit before working capital changes and other adjustments: (2,087.79) 4,816.45
Working capital changes and other adjustments:
Inventories - 7,042.57
Trade receivables - 589.36
Current and non-current loans 1,127.35 16.67
Others current and non-current assets (160.83) 567.61
Other current and non-current financial assets 25.38 820.12
Other current financial liabilities (5,710.50) 1,699.36
Other current liabilities (192.95) (6,574.25)
Cash flow(used in)/from operating activities (6,999.34) 8,977.89
Income taxes refund (net) 5,719.86 2,160.12
Net cash (used in)/from operating activities (1,279.48) 11,138.01

B Cash flow from investing activities:


Purchase of property, plant and equipment and intangible assets (including capital advances) (1.09) (9.13)
Proceeds from sale of property, plant and equipment - 1.24
Movement in fixed deposits (net) 22,864.16 (14,547.30)
Proceeds from sale of investments - mutual funds (net) 169.91 668.58
Investment in subsidiary companies
Purchase of investments - equity shares - (42,500.00)
Purchase of investments - preference shares - (1,891.00)
Purchase of investments - others - (0.10)
Sale of investment in subsidiary companies
Proceeds from sale and buyback of investments - equity shares 7,591.76 2,48,759.09
Proceeds from sale of investments in joint ventures companies and others - equity shares - 19,500.64
Proceeds from sale of investments - debentures - 45,815.06
Proceeds from redemption of investments - preference shares and debentures - 0.01
Inter-corporate loans and advances received back/(given to) subsidiary companies (net) 1,61,309.21 (98,230.00)
Inter-corporate loans and advances received back/(given to) joint ventures (net) - 8,370.59
Inter-corporate loans and received back/(given to) others (net) 802.00 (1,081.23)
Interest received 1,835.10 24,868.07
Net cash generated from investing activities 1,94,571.05 1,89,724.52

S-9
Indiabulls Real Estate Limited
Summary Standalone Cash flow statement for the year ended
31 March 2021 31 March 2020
(₹ in lakhs) (₹ in lakhs)
C Cash flow from financing activities:
Proceeds from issue of equity share capital (including securities premium) - 2,171.05
Acquisition of treasury shares (1,393.22) -
Proceeds from borrowings from banks - 10,114.00
Repayment of borrowings to banks (1,18,800.00) (14,108.37)
Proceeds from issue of debentures 5,000.00 -
Redemption of debentures (64,000.00) (76,000.00)
Proceeds from issue of commercial paper 8,000.00 1,01,500.00
Repayment of commercial paper (8,000.00) (1,98,000.00)
Inter-corporate borrowings taken 2,66,759.05 2,13,693.00
Inter-corporate borrowings repaid (2,65,825.05) (2,12,049.00)
Interest paid on borrowings (15,558.84) (28,415.81)
Payment of lease liabilities {inclusive of interest paid amounting to ₹ 56.48 lakhs
(31 March 2020 ₹ 217.03 lakhs )} (286.93) (813.43)
Other borrowing costs (21.59) (121.99)
Net cash (used in)/flow from financing activities (1,94,126.58) (2,02,030.55)

D Net (decrease)/increase in cash and cash equivalents (A+B+C) (835.01) (1,168.02)


E Cash and cash equivalents at the beginning of the year (refer note a below) 1,480.71 2,648.73
F Cash and cash equivalents at the end of the year (D+E) 645.70 1,480.71

Note:
a) Cash and cash equivalents includes :
Cash on hand - 0.09
Balances with banks
In current accounts 645.70 1,480.62
645.70 1,480.71

S - 10
Indiabulls Real Estate Limited
Summary Consolidated balance sheet as at 31 March 2020
31 March 2020 31 March 2019
(₹ in lakhs) (₹ in lakhs)
I ASSETS
Non-current assets
Property, plant and equipment 3,478.39 5,130.61
Investment property 6,140.88 13,682.95
Right of use assets 3,835.11 -
Intangible assets 71.24 105.67
Investment accounted for using the equity method - 2,40,331.84
Financial assets
Investments 13,029.84 16,324.39
Loans 1,853.65 2,387.36
Other financial assets 5,292.79 23,922.97
Deferred tax assets (net) 33,713.03 61,367.07
Non-current tax assets (net) 20,880.44 21,318.70
Other non-current assets 6,918.24 17,367.32
95,213.61 4,01,938.88
Current assets
Inventories 7,05,635.33 9,84,886.43
Financial assets
Investments 157.25 159.12
Trade receivables 8,015.01 26,967.50
Cash and cash equivalents 4,817.43 60,291.41
Other bank balances 32,706.21 13,488.68
Loans 91,974.41 53,897.60
Other financial assets 1,56,728.77 933.22
Other current assets 24,413.54 41,912.20
Assets held for sale 9,003.87 34,706.36
10,33,451.82 12,17,242.52
11,28,665.43 16,19,181.40

II EQUITY AND LIABILITIES


Equity
Equity share capital 9,093.28 9,013.61
Instruments entirely equity in nature 42,500.00 1,04,828.00
Other equity 3,04,202.24 2,85,998.40
Equity attributable to the owners of the Holding Company 3,55,795.52 3,99,840.01
Non-controlling interests 1,104.74 1,062.70
Total equity 3,56,900.26 4,00,902.71
Liabilities
Non-current liabilities
Financial liabilities
Borrowings 98,911.96 3,40,530.96
Lease liabilities 2,376.02 -
Trade payables
Total outstanding dues of micro enterprises and small enterprises - -
Total outstanding dues of creditors other than micro enterprises and small enterprises - 11,764.29
Provisions 1,572.19 1,591.29
Other non-current liabilities 17,186.97 17,445.12
1,20,047.14 3,71,331.66

Current liabilities
Financial liabilities
Borrowings - 1,01,500.00
Lease Liabilities 1,414.06 -
Trade payables
Total outstanding dues of micro enterprises and small enterprises 3,716.42 4,632.57
Total outstanding dues of creditors other than micro enterprises and small enterprises 41,011.79 85,128.30
Other financial liabilities 2,52,193.19 1,65,819.01
Redeemable preference shares - 45,000.00
Other current liabilities 3,44,151.59 4,42,242.54
Provisions 7,239.44 155.41
Current tax liabilities (net) 1,991.54 2,469.20
6,51,718.03 8,46,947.03
11,28,665.43 16,19,181.40

S - 11
Indiabulls Real Estate Limited
Summary Consolidated statement of profit and loss for the year ended 31 March 2020
For the year ended For the year ended
31 March 2020 31 March 2019
(₹ in lakhs) (₹ in lakhs)

Revenue
Revenue from operations 3,27,078.42 4,94,388.89
Other income 16,985.14 9,190.87
Net gain on de-recognition of financial asset carried at amortised cost - 18,713.45
3,44,063.56 5,22,293.21

Expenses
Cost of revenue
Cost incurred during the year 1,33,804.83 2,02,619.70
Decrease in real estate properties 50,988.31 1,51,231.61
Employee benefits expense 11,381.77 13,848.42
Finance costs 48,116.19 46,431.69
Depreciation and amortization expense 3,076.20 1,744.56
Impairment losses on financial assets 8,395.48 -
Other expenses 42,444.23 22,438.91
2,98,207.01 4,38,314.89

Profit before exceptional items, tax and share of (loss)/profit from joint ventures 45,856.55 83,978.32

Share of (loss)/profit from joint ventures (158.14) 399.11


Profit before exceptional items and tax 45,698.41 84,377.43

Exceptional items - interest on income tax 7,931.19 -


Profit before tax 37,767.22 84,377.43

Tax expense
Current tax (including earlier years) 5,032.72 412.08
Deferred tax charge 20,623.98 33,533.83
Net profit for the year 12,110.52 50,431.52

Other comprehensive income


Items that will not be reclassified to profit and loss
Re-measurement gain/(loss) on defined benefit plans 44.65 (258.94)
Income tax effect (4.82) 33.14
Net loss on equity instruments through other comprehensive income (3,258.25) (5,913.12)
Share of other comprehensive income of joint ventures accounted for using the equity method (46,122.81) (411.20)
Items that will be reclassified to profit and loss
Exchange differences on translation of foreign operations 7,573.75 1,217.91
(Loss)/gain on net investment hedge (2,577.99) 2,577.99
Other comprehensive income (44,345.47) (2,754.22)
Total comprehensive income for the year (32,234.95) 47,677.30

Net profit is attributable to


Owners of the Holding Company 12,069.23 50,414.57
Non-controlling interests 41.29 16.95
12,110.52 50,431.52

Other comprehensive income is attributable to


Owners of the Holding Company (44,346.22) (2,757.28)
Non-controlling interests 0.75 3.06
(44,345.47) (2,754.22)

Total comprehensive income is attributable to


Owners of the Holding Company (32,276.99) 47,657.29
Non controlling interests 42.04 20.01
(32,234.95) 47,677.30
Earnings per equity share
Basic (₹) 2.67 11.04
Diluted (₹) 2.67 11.04

S - 12
Indiabulls Real Estate Limited
Summary Consolidated cash flow statement for the year ended 31 March 2020

31 March 2020 31 March 2019


(₹ in lakhs) (₹ in lakhs)
A Cash flow from operating activities:
Profit before tax and share of (loss)/profit from joint ventures and after exceptional items 37,925.36 83,978.32
Adjustments for:
Interest expenses 47,939.75 45,966.08
Interest expense on taxation (including exceptional items) 7,931.19 165.37
Depreciation and amortization expenses 3,076.20 1,744.56
Other borrowing costs 176.44 300.24
Impairment of inventory 13,569.67 72,380.00
Provision for expected loss 2,480.93 1,796.72
Loss on sale of property, plants and equipment (net) 14.07 463.75
Interest income (11,390.20) (4,268.30)
Amortisation of derivative balance (difference between forward and spot element) (154.67) (664.43)
Excess provision/liabilities written back (322.77) (737.19)
(Reversal)/provision for employee benefits (91.60) 481.76
Provision for claims and compensation 7,156.53 -
Share based payment expense 86.68 351.31
Share of loss/(profit) from joint ventures 158.14 (12.09)
Amounts written off 355.46 -
Loans and non-current investments written off 8,395.48 115.00
Impairment in other current assets 1,132.77 -
Interest income on amortized cost financial assets (494.39) (1,457.26)
Profit on sale of investments in mutual funds (net) (733.77) (1,624.48)
Profit on loss of control in subsidiaries and gain on fair valuation of remaining stake - (13,390.02)
Profit on sale of stake in joint ventures with underlying real estate business (78,054.65) -
Profit on sale of stake in subsidiaries with underlying real estate business (4,182.42) (1,414.67)
Net gain on settlement through merger scheme and fair value impact of assets held for sale (21,406.90) -
Profit on sale of investments in entity carrying out real estate business (5,000.00) (4,448.78)
Gain on amortized cost financial asset - (18,713.45)
Modification gain on de-recognition of lease contracts (13.73) -
Operating profit before working capital changes and other adjustments: 8,553.57 1,61,012.44
Working capital changes and other adjustments:

Inventories 95,940.17 85,187.02


Trade receivables 18,952.49 (25,761.05)
Current and non-current loans (17,682.63) 12,967.96
Other current and non-current assets 3,803.00 (11,357.24)
Other current and non-current financial assets (12,537.29) (16,249.08)
Trade payables (56,796.95) 36,026.04
Other current and non-current financial liabilities 20,685.37 33,201.48
Other current liabilities (92,623.33) (3,87,443.17)
Non-current liabilities and provisions - (14.76)
Cash used in operating activities (31,705.60) (1,12,430.36)
Income taxes paid (net) (11,483.30) (3,499.50)
Net cash used in operating activities (43,188.90) (1,15,929.86)

B Cash flow from investing activities:


Purchase of property, plant and equipment, investment property and intangible assets (925.31) (12,534.78)
(including capital advances)
Proceeds from sale of property, plant and equipment and intangible assets 93.32 8,910.77
Movement in fixed deposits (net) (11,118.00) (2,363.80)
Proceeds from redemption of investments - preference shares - 25,177.00
Proceed from sale of non-current investments 3,17,849.96 64,646.71
Purchase of non-current investments (1,891.00) (3,411.08)
Proceed from sale/(purchase) of current investments (net) 735.64 1,39,425.83
Inter-corporate loans given (net) (32,877.19) (45,167.19)
Interest received 5,995.95 3,800.11
Net cash flow from investing activities 2,77,863.37 1,78,483.57

C Cash flow from financing activities:


Proceeds from issue of equity share capital (including securities premium) 2,171.06 1,070.53
Buyback of equity shares - (44,766.26)
Proceeds from issue of preference shares - 45,000.00
Proceeds from borrowings from banks 43,498.10 3,77,155.35
Repayment of borrowings to banks (37,941.70) (3,78,223.41)
Proceeds from issue of debentures 35,000.00 49,732.00
Redemption of debentures (76,791.00) (1,62,500.00)
Proceeds from issue of commercial paper 1,01,500.00 4,23,000.00
Repayment of commercial paper (2,03,000.00) (4,14,000.00)
Interest and other borrowing costs paid (51,401.22) (66,004.33)
Payment of lease liabilities (inclusive of interest paid amounting to ₹ 484.10 lakhs) (2,072.95) -
Net cash used in financing activities (1,89,037.71) (1,69,536.12)

S - 13
Indiabulls Real Estate Limited
Summary Consolidated cash flow statement for the year ended 31 March 2020 (cont'd)
31 March 2020 31 March 2019
(₹ in lakhs) (₹ in lakhs)

D Opening cash and cash equivalents of subsidiaries acquired/sold (net) (1,01,110.75) (83.29)

E Net decrease in cash and cash equivalents (A+B+C+D) (55,473.99) (1,07,065.70)


F Cash and cash equivalents at the beginning of the year (refer note a below) 60,291.41 1,67,357.11
G Cash and cash equivalents at the end of the year (E+F) 4,817.42 60,291.41

Notes:
a) Cash and cash equivalents includes :
Cash on hand 14.95 11.46
Balances with banks - in current accounts 4,777.32 10,981.26
Bank deposits with original maturity upto three months 25.16 49,298.69
Total of cash and cash equivalents 4,817.43 60,291.41

S - 14
Indiabulls Real Estate Limited
Summary Standalone Balance sheet as at 31 March 2020

31 March 2020 31 March 2019


(₹ in lakhs) (₹ in lakhs)
I ASSETS
Non-current assets
Property, plant and equipment 164.06 221.12
Right of use assets 1,849.40 -
Intangible assets - 1.66
Financial assets
Investments 3,83,804.89 6,09,712.33
Loans 1,129.22 1,290.22
Other financial assets 5,048.00 16,920.24
Deferred tax assets (net) 308.69 3,838.58
Non-current tax assets (net) 11,322.85 10,666.87
Other non-current assets 1.91 58.85
4,03,629.02 6,42,709.87

Current assets
Inventories 90.19 7,132.76
Financial assets
Investments 1.12 1.04
Trade receivables - 589.36
Cash and cash equivalents 1,480.71 2,648.73
Other bank balances 24,147.88 5,970.75
Loans 4,45,530.84 3,69,207.25
Other financial assets 1.01 2.03
Other current assets 1,313.68 2,911.79
Assets held for sale 9,003.87 34,706.36
4,81,569.30 4,23,170.07
8,85,198.32 10,65,879.94

II EQUITY AND LIABILITIES


Equity
Equity share capital 9,093.28 9,013.61
Other equity 6,35,843.50 6,45,162.54
6,44,936.78 6,54,176.15

Liabilities
Non-current liabilities
Financial liabilities
Borrowings 46,201.50 2,10,143.94
Lease liabilities 859.88 -
Provisions 24.00 33.30
47,085.38 2,10,177.24
Current liabilities
Financial liabilities
Borrowings 11,973.45 1,06,829.45
Lease liabilities 769.71 -
Other financial liabilities 1,79,780.57 87,914.53
Other current liabilities 202.94 6,777.19
Provisions 2.64 5.38
Current tax liabilities (net) 446.85 -
1,93,176.16 2,01,526.55
8,85,198.32 10,65,879.94

S - 15
Indiabulls Real Estate Limited
Summary Standalone Statement of profit and loss for the year ended 31 March 2020

31 March 2020 31 March 2019


(₹ in lakhs) (₹ in lakhs)
Revenue
Revenue from operations 36,284.73 11,707.20
Other income 27,216.87 25,051.19
Net gain on de-recognition of financial asset carried at amortised cost - 18,713.45
63,501.60 55,471.84

Expenses
Cost of revenue 7,042.57 -
Employee benefits expense 208.30 633.51
Finance costs 30,160.25 33,042.13
Depreciation and amortisation expense 960.76 83.78
Impairment losses on financial assets 14,952.41 -
Other expenses 15,230.54 6,709.79
68,554.83 40,469.21

(Loss)/profit before tax (5,053.23) 15,002.63


Tax expenses
Current tax reversal - earlier years (44.02) -
Deferred tax charge 3,526.41 4,401.44
(Loss)/profit after tax (8,535.62) 10,601.19

Other comprehensive income


Items that will not be reclassified to profit and loss
Net loss on equity instruments through other comprehensive income (2,957.18) (5,366.73)
Re-measurement gains on defined benefit plans 13.83 0.53
Income tax effect (3.48) (0.18)
Other comprehensive income (2,946.83) (5,366.38)
Total comprehensive income for the year (11,482.45) 5,234.81

Earnings per equity share


Basic (₹) (1.88) 2.32
Diluted (₹) (1.88) 2.32

S - 16
Indiabulls Real Estate Limited
Summary Standalone Cash flow statement for the year ended 31 March 2020
31 March 2020 31 March 2019
(₹ in lakhs) (₹ in lakhs)
A Cash flow from operating activities:
(Loss)/profit before tax (5,053.23) 15,002.63
Adjustments for:
Interest on income tax 1.16 2.14
Interest on borrowings 29,820.06 32,779.96
Depreciation and amortisation expenses 960.76 83.78
Interest on lease liabilities 217.03 -
Other borrowing costs 122.00 260.03
Profit on sale of property, plants and equipment (net) (0.77) (1.32)
Excess provision/liabilities written back (294.63) (70.16)
Loans and non current investment written off 10,131.36 105.00
Impairment in value of investments 849.03 3,661.00
Impairment in value of other financial and non-financial assets 5,696.05 -
Interest income (26,159.11) (20,888.37)
Provision for employee benefits 1.79 6.49
Share based payment expense 54.08 237.39
Income on fair valuation of financial assets (0.08) (0.04)
Net gain on de-recognition of financial asset carried at amortised cost - (18,713.45)
Mark to market loss/(gain) on derivative contracts 2,423.31 (3,242.41)
Loss/(profit) on sale of investments (net) 7,468.27 (10,607.22)
Modification gain on de-recognition of lease contracts (13.73) -
Net gain on settlement through merger scheme and fair value impact of assets held for sale (21,406.90) -
Operating profit/(loss) before working capital changes and other adjustments: 4,816.45 (1,384.55)
Working capital changes and other adjustments:
Inventories 7,042.57 -
Trade receivables 589.36 (404.17)
Current and non-current loans 16.67 (17.85)
Others current and non-current assets 567.61 (874.41)
Other current and non-current financial assets 820.12 0.10
Other financial liabilities 1,699.36 (241.91)
Other current liabilities (6,574.25) 6,495.25
Cash flow from operating activities 8,977.89 3,572.46
Income taxes refund/(paid) (net) 2,160.12 (975.19)
Net cash flow from operating activities 11,138.01 2,597.27

B Cash flow from investing activities:


Purchase of property, plant and equipment and intangible assets (including capital advances) (9.13) (83.25)
Proceeds from sale of property, plant and equipment 1.24 1.34
Movement in fixed deposits (net) (14,547.30) (9,312.73)
Proceeds from sale of investments - mutual funds (net) 668.58 29,257.47
Share application money given - (5,000.00)
Investment in subsidiary companies
Purchase of investments - equity shares (42,500.00) (12,332.58)
Purchase of investments - debentures - (6.41)
Purchase of investments - preference shares (1,891.00) -
Purchase of investments - others (0.10) -
Sale of investment in subsidiary companies
Proceeds from sale and buyback of investments - equity shares 2,48,759.09 29,799.55
Proceeds from sale of investments in joint ventures companies and others - equity shares 19,500.64 -
Proceeds from sale of investments - debentures 45,815.06 -
Proceeds from redemption of investments - preference shares and debentures 0.01 25,177.00
Inter-corporate loans and advances given to subsidiary companies (net) (98,230.00) (73,650.67)
Inter-corporate loans and advances received back/(given to) joint ventures (net) 8,370.59 (8,370.59)
Inter-corporate loans and advances given to others (net) (1,081.23) -
Interest received 24,868.07 21,449.76
Net cash flow from/(used in) investing activities 1,89,724.52 (3,071.11)

S - 17
Indiabulls Real Estate Limited
Summary Standalone Cash flow statement for the year ended 31 March 2020 (cont'd)
31 March 2020 31 March 2019
(₹ in lakhs) (₹ in lakhs)
C Cash flow from financing activities:
Proceeds from issue of equity share capital (including securities premium) 2,171.05 1,093.36
Buyback of equity shares - (44,766.26)
Proceeds from borrowings from banks 10,114.00 98,000.00
Repayment of borrowings to banks (14,108.37) (10,013.77)
Proceeds from issue of debentures - 49,732.00
Redemption of debentures (76,000.00) (68,500.00)
Proceeds from issue of commercial paper 1,01,500.00 4,23,000.00
Repayment of commercial paper (1,98,000.00) (4,14,000.00)
Inter-corporate borrowings taken 2,13,693.00 3,86,752.20
Inter-corporate borrowings repaid (2,12,049.00) (3,86,835.25)
Interest paid on borrowings (28,415.81) (32,399.66)
Payment of lease liabilities (inclusive of interest paid amounting to ₹ 217.03 lakhs) (813.43) -
Other borrowing costs (121.99) (260.03)
Net cash (used in)/flow from financing activities (2,02,030.55) 1,802.59

D Net (decrease)/increase in cash and cash equivalents (A+B+C) (1,168.02) 1,328.75


E Cash and cash equivalents at the beginning of the year (refer note 16) 2,648.73 1,319.98
F Cash and cash equivalents at the end of the year (D+E) 1,480.71 2,648.73

31 March 2020 31 March 2019


(₹ in lakhs) (₹ in lakhs)
a) Cash and cash equivalents includes:
Cash on hand 0.09 0.12
Balances with banks
In current accounts 1,480.62 2,648.61
1,480.71 2,648.73

S - 18
RELATED PARTY TRANSACTIONS

For details of the related party transactions as per the requirements under Ind AS 24, as notified under section 133 of the
Companies Act, 2013 read with Ind AS rules as amended for (i) fiscal year ended March 31, 2021; (ii) fiscal year ended March
31, 2020; and (iii) fiscal year ended March 31, 2019, see “Financial Statements” on page 244.

39
RISK FACTORS

An investment in Equity Shares involves a high degree of risk. You should carefully consider all the information in this
Placement Document, including the risks and uncertainties described below, before making an investment in our Equity Shares.
The risks and uncertainties described below are not the only ones relevant to us or our Equity Shares, the industry and segments
in which we currently operate or propose to operate. Additional risks and uncertainties, not presently known to us or that we
currently deem immaterial may also impair our businesses, results of operations, financial condition and cash flows. If any of
the following risks, or other risks that are not currently known or are currently deemed immaterial, actually occur, our
businesses, results of operations, financial condition and cash flows could suffer, the trading price of our Equity Shares could
decline and you may lose all or part of your investment. To obtain a complete understanding of our Company, prospective
investors should read this section in conjunction with “Our Business”, “Industry Overview” and “Management’s Discussion
and Analysis of Financial Condition and Results of Operations” on pages 140, 109 and 83 respectively, as well as the financial,
statistical and other information contained in this Placement Document. For more information on our Proposed Merger (as
defined below) with NAM Estates and EOCDPL (each as defined below) and the Amalgamating Group (comprising of NAM
Estates, EOCDPL, Embassy East, Embassy One and Summit), prospective investors should read this section in conjunction
with “Proposed Merger of NAM Estates and EOCDPL with our Company”, “Industry Overview” and “Business of the
Amalgamating Group” on pages 179, 109 and 156, respectively. Further, the risk factors relating to the real estate business in
relation to the Group that are included below equally apply to the real estate business of the Amalgamating Group.
To the extent the COVID-19 pandemic adversely affects our business and results of operations, it may also have the effect of
heightening many of the other risks described in this section, including those relating to our levels of indebtedness, our ability
to comply with the covenants contained in the agreements that govern our indebtedness, our ability to obtain the relevant
approvals for undertaking construction on our projects in a timely manner (or at all) and our ability to complete and deliver
our projects in a timely manner (or at all). In making an investment decision, prospective investors must rely on their own
examination of us and the terms of the Issue including the merits and risks involved. You should consult your tax, financial and
legal advisers about the particular consequences to you of an investment in our Equity Shares.
Prospective investors should pay particular attention to the fact that our Company is incorporated under the laws of India and
is subject to a legal and regulatory environment, which may differ in certain respects from that of other countries. This
Placement Document also contains forward-looking statements that involve risks, assumptions, estimates and uncertainties.
Our actual results could differ materially from those anticipated in these forward-looking statements as a result of certain
factors, including the considerations described below and elsewhere in this Placement Document. For details, see “Forward-
Looking Statements” on page 19.
Certain information contained in this section is taken from the report titled “Real Estate Industry Report”, dated April 4, 2022
prepared by Anarock Property Consultants Private Limited and commissioned and paid for by our Company. The financial
information included in this section for financial years 2021, 2020 and 2019 has been extracted from our Audited Consolidated
Financial Statements and Audited Standalone Financial Statements beginning on pages F-1 and F-252, respectively. The
financial information included in this section for the nine months period ended December 31, 2021 and December 31, 2020 has
been extracted from our Limited Review Unaudited Consolidated Financial Statements and Limited Review Unaudited
Standalone Financial Statements beginning on pages F-451 and F-457, respectively.
Unless otherwise stated, references in this section to “we”, “us”, or “our” (including in the context of any financial or
operational information) are to Indiabulls Real Estate Limited, along with our Subsidiaries on a consolidated basis, and
references to “our Company” or “the Issuer” are to Indiabulls Real Estate Limited.
Unless specified or quantified in the relevant risk factors below, we are not in a position to quantify the financial or other
implications of any of the risks described in this section.
Internal Risk Factors

Business Risks

1. There is no assurance that the Proposed Merger will be completed in a timely manner or at all.

On August 18, 2020, the Board of our Company approved a scheme of amalgamation (the “Scheme”) amongst the
Amalgamating Group and our Company, pursuant to which NAM Estates and EOCDPL will merge with our Company
(such merged entity, the “Amalgamated Company”), as further described in “Proposed Merger of NAM Estates and
EOCDPL with our Company” on page 179. However, the Proposed Merger is subject to certain conditions precedents
which are described in the section entitled “Proposed Merger of NAM Estates and EOCDPL with our Company –
Conditions” on page 179.

As of the date of this Placement Document, we and the Amalgamating Group have obtained the following regulatory
approvals or as the case may be, completed the following conditions precedents:

40
• the approval by the requisite majorities of the classes of persons, including shareholders, creditors of NAM
Estates, EOCDPL and our Company;
• the approval by Competition Commission of India; and
• approvals by the National Stock Exchange of India Limited and BSE Limited (which was issued after the receipt
of observations and comments from SEBI acting through its designated exchange, BSE Limited).

As of the date of this Placement Document, the outstanding regulatory approvals or other conditions precedent include
the following:

• the sanctioning of the scheme by the NCLT, whether with any modifications or amendments as the NCLT may
deem fit or otherwise;
• compliance by NAM Estates, EOCDPL and our Company with any other conditions stipulated by any
governmental authority, including the sanctions and orders of the NCLT in a form and substance acceptable to
the Amalgamating Companies and Amalgamated Company; and
• other governmental approvals and regulatory filings, including filing certified copies of the NCLT orders
sanctioning the scheme with the Registrar of Companies.

Further, the Proposed Merger is also conditional upon completion of certain swap arrangements and other steps,
including inter alia,

(1) Acquisition of entire shareholding in Embassy East, Embassy One and Summit by NAM Estates: issuance of
equity shares of NAM Estates to the shareholders of Embassy East, Embassy One and Summit (collectively,
“Specified Companies”) in exchange for the securities held by them in the respective Specified Companies,
such that the Specified Companies become wholly owned subsidiaries of NAM Estates (“Acquisition of
Specified Companies”);

(2) Demerger of business relating to the information technology parks from IPPL: Demerger of one of the
businesses of IPPL pertaining to owning, operating and maintaining of the information technology parks
pursuant to a scheme of demerger (“IPPL Demerger”) whilst the other business in relation to construction and
development of residential apartments will continue to be part of IPPL; and

(3) Acquisition of entire shareholding in IPPL by EOCDPL post the IPPL Demerger and pursuant to Proposed
Merger: Upon completion of the IPPL Demerger and pursuant to the Proposed Merger, issuance of securities
of EOCDPL to the shareholders of IPPL in exchange for the securities held by them in IPPL, such that IPPL
becomes wholly owned subsidiary of EOCDPL (“IPPL Acquisition”).

For further details of the swap arrangements, see “Proposed Merger of NAM Estates and EOCDPL with our Company”
on page 179.

The aforementioned swap arrangements are subject to and conditional on, inter alia (a) terms of the respective swap
arrangements and completion of various conditions therein; (b) receipt of necessary lender consents and compliance with
conditions, if any, stipulated in such lender consents; and (c) relevant government and other approvals and no objection
certificates and compliance with conditions, if any, stipulated in such approvals. Further, aforesaid swap arrangement
involving Summit is conditional on acquisition by EPDPL or its affiliates, of certain securities of Summit which are
currently held by certain third-party investors. Any delays or inability to obtain relevant consents or approvals or in
completing various preconditions to the swap arrangements, including acquisition of securities from third party investors
of Summit may delay or adversely impact the ability to give effect to the swap arrangement and in turn, the Proposed
Merger.

While amalgamation of NAM Estates with our Company is severable and capable of being made effective independently,
the amalgamation of EOCDPL with our Company as contemplated under the Proposed Merger can only be made
effective once the amalgamation of NAM Estates with our Company is completed and made effective. Furthermore,
completion of amalgamation of NAM Estates with our Company as contemplated in the Proposed Merger is contingent
on completion of the Acquisition of the Specified Companies and completion of the amalgamation of EOCDPL as
contemplated in the Proposed Merger is contingent upon completion of the IPPL Acquisition. In the event the Scheme
is not implemented, the Company is obliged to acquire IPPL under certain contractual obligations.

For further details of the key terms of the Proposed Merger, see “Proposed Merger of Nam Estates and EOCDPL with
our Company” on page 179. There can be no assurance that we will receive the relevant approvals or satisfy the other
conditions precedent in a timely manner, or at all. In the event any of consents, approvals, permissions, resolutions,
agreements, sanctions or conditions enumerated in the Scheme are not obtained or complied with or for any other reason,
the Scheme cannot be implemented, the Proposed Merger shall become null and void, which may affect our or as the
case may be, the Amalgamating Group’s business, results of operations, financial condition, cash flows and trading price
41
of our or as the case may be, the Amalgamating Group’s Equity Shares.

2. Our Promoter and Promoter Group are in the process of being re-classified to the “public” category, and after
such reclassification becomes effective and before the completion of the Proposed Merger, we may become a
professionally managed company without an identifiable promoter or promoter group.

As per the terms of the Scheme, if the shareholding of the Promoter and Promoter Group of our Company in the
Amalgamated Company falls to or below 10% at any time including pursuant to the effectiveness of the Scheme, our
Company and the Promoter are required to take appropriate steps to reclassify the Promoter and Promoter Group of our
Company as ‘public shareholders’ in accordance with the applicable law. As on December 31, 2021, the total
shareholding of the Promoter and Promoter Group in our Company was equivalent to 0.26% of the total paid-up share
capital of our Company. The Promoter and Promoter group of our Company (“Outgoing Promoters”) have through
their request letter dated January 1, 2022 (“Request Letter”), sought reclassification from ‘promoter and promoter
group’ category to ‘public’ category in accordance with Regulation 31A of the SEBI Listing Regulations. Through the
Request Letter, the Outgoing Promoters have, inter alia, submitted that, (i) during the pendency of the Proposed Merger,
the day to day operations of our Company are being controlled and managed professionally by its Board of Directors
and the management team; and (ii) the Outgoing Promoters are not involved in the day to day management of our
Company, are not associated with our business, do not exercise control over our Company, directly or indirectly, nor do
they have any influence over the business and policy decisions of our Company. The Board of Directors and Shareholders
of our Company have considered and approved the request of Outgoing Promoters for re-classification from ‘promoter
and promoter group’ category to ‘public’ category in their meetings dated January 5, 2022 and February 7, 2022,
respectively subject to receipt of approval from the Stock Exchanges in accordance with SEBI Listing Regulations. Our
Company has filed applications, dated February 14, 2022 with the Stock Exchanges (“Re-classification Application”).
The Re-classification Application is subject to receipt of final approval from the Stock Exchanges in accordance with
the SEBI Listing Regulations. After receipt of approvals from Stock Exchanges, the Outgoing Promoters will cease to
be promoters of our Company and until the Scheme comes into effect and promoters of NAM Estates are classified as
“Promoters” of the Amalgamated Company, our Company will be considered as a “listed entity with no promoter”. If
the Proposed Merger is not completed or is subject to significant delays, our Company may become a professionally
managed company which does not have an identifiable promoter for an extended period of time. In such an event, there
can be no assurance that there would not be any adverse impact on our management and business operations. For further
information, please see “Proposed Merger of NAM Estates and EOCDPL with our Company – Re-classification of
Promoter and Promoter Group” on page 182.

3. The Proposed Merger is not yet effective and there are limitations on the information relating to the
Amalgamating Group disclosed in this Placement Document.

For the purpose of Issue, we have included certain information relating to the Amalgamating Group in this Placement
Document (including without limitation, under “Business of the Amalgamating Group”, “Legal Proceedings” and
“Financial Statements” on pages 156, 231 and 244, respectively.). The Proposed Merger is not yet effective and as such
the Company and its advisers have limited access to the information relating to the Amalgamating Group. There may be
risks associated with the Amalgamating Group which we are not aware of and any discovery of adverse information
concerning the Amalgamating Group may result in the information contained in this Placement Document being
inaccurate or inadequate and may materially and adversely affect our business, financial condition and results of
operations.

4. Assuming the completion of the Proposed Merger, if we are unable to successfully integrate the Amalgamating
Group to our business and realize the anticipated benefits of the Proposed Merger, our business, results of
operations, financial condition and cash flows may be adversely affected.

The success of the Proposed Merger (including the realization of benefits described in “Proposed Merger of NAM Estates
and EOCDPL with our Company – Rationale of the Proposed Merger” on page 179) will depend, in part, on our ability
to realize the anticipated growth opportunities and synergies from combining the businesses of the Amalgamating Group
with our business. Integrating companies of such size and complexity will be a challenging task that will require
substantial resources including time, expense and effort from the management. If the management’s attention is diverted
or there are any difficulties associated with integrating such businesses, our results of operations could be adversely
affected. In particular, the Proposed Merger increases the challenges relating to:

• developing and preserving a uniform culture, values and work environment in our operations;
• integrating, recruiting, training and retaining sufficient skilled management and employees;
• obtaining any consents or authorizations that may be required in respect of our integrated operations;
• developing and improving our internal administrative infrastructure, including our financial, operational,
technology and communications and other internal systems;
• integrating the work-force, network, service, distribution and operations of the businesses;
42
• operations in commercial real estate and in geographies such as Bengaluru with which we may be unfamiliar;
and
• any unanticipated or unidentified liabilities of the Amalgamated Group.

Upon completion of the Proposed Merger, the promoters of NAM Estates will undertake the necessary corporate actions
required to classify themselves as promoters of the Amalgamated Company, which will result in a new management
structure in the Amalgamated Company. There can be no assurance that the new management will be able to successfully
operate the Amalgamated Company.

Even if we or as the case may be, the Amalgamating Group are able to successfully combine the businesses and
operations, it may not be possible to realize the full benefits of the integration opportunities (including the benefits
described in “Proposed Merger of NAM Estates and EOCDPL with our Company – Rationale of the Proposed Merger”
on page 179), the synergies that we or as the case may be, the Amalgamating Group currently expect to result from the
Proposed Merger, or realize these benefits within the time frame that we currently expect. If we are unable to realize the
anticipated benefits of the Proposed Merger on time, or at all, our or as the case may be, the Amalgamating Group’s
business, results of operations, financial condition and cash flows could be adversely affected.

5. We, or as the case may be, the Amalgamating Group may not be able to successfully identify and acquire suitable
land or development rights, which may affect our business and growth prospects.

Our, or as the case may be, the Amalgamating Group’s ability to identify suitable parcels of land for development,
acquire development rights and subsequent sale of projects is a vital element of growing our or as the case may be, the
Amalgamating Group’s business and involves certain risks, including identifying land with clean title and at locations
that are preferred by the target customers. Our or as the case may be, the Amalgamating Group’s decision in relation to
the acquisition of development rights involves taking into account the size and location of the land, preferences of
potential customers, price of the land, economic potential of the region, the proximity of the land to civic amenities and
urban infrastructure, the willingness of landowners to sell the land to us on acceptable terms or as the case may be, the
ability to enter into an agreement to buy land from multiple owners, the availability and cost of financing such
acquisitions, encumbrances on identified land, government directives on land use, and obtaining permits and approvals
for land acquisition and development. Each of the Amalgamating Group and us has an internal assessment process for
land selection and acquisition and for the joint development rights, which includes a due diligence exercise to assess the
title of the land and its suitability for development and marketability. The internal assessment processes is based on
information that is available or accessible to us or as the case may be, the Amalgamating Group. There can be no
assurance that such information is accurate, complete or current, and any decision based on inaccurate, incomplete or
outdated information may result in certain risks and liabilities associated with the acquisition of such land or joint
development rights, which could adversely affect our or as the case may be, the Amalgamating Group’s business and
growth prospects.

We or as the case may be, the Amalgamating Group acquire parcels of land and joint development rights at various
locations, which can be subsequently consolidated to form a contiguous land area, upon which development can be
carried out. While in the past we and the Amalgamating Group have acquired contiguous parcels of land for development
activities, we or as the case may be, the Amalgamating Group may not be able to acquire such parcels of land in the
future or may not be able to acquire such parcels of land on acceptable terms, which may affect our or as the case may
be, the Amalgamating Group’s ability to consolidate these parcels of land into a contiguous land area. Failure to acquire
such parcels of land may cause a delay or force us or as the case may be, the Amalgamating Group to abandon or modify
the development of certain acquired parcels of land, which may result in a failure to realize profit on our or as the case
may be, the Amalgamating Group’s initial investment and also affect our or as the case may be, the Amalgamating
Group’s assessment of the Developable Area of our respective land bank. In connection with the acquisition of land,
disputes may arise between the local government and residents as to the applicable compensation payable or residents
may refuse to relocate. Such disputes could delay the resettlement process and the land acquisition and development
process. There can be no assurance that such disputes would be resolved in a timely manner or at all. Additionally, we
or as the case may be, the Amalgamating Group may be asked to pay premium amounts for acquiring certain large
parcels of land. If we or as the case may be, the Amalgamating Group are unable to make the deferred payment
consideration on time, or at all, on our respective current land bank or future land bank, it may result in disputes and
ultimately affect our respective ability to develop such land and may also result in a failure to realize profit on our
respective initial investment.

In addition, due to the increased demand for land in connection with the development of residential, commercial and
retail properties, we or as the case may be, the Amalgamating Group may experience increased competition in our
attempt to acquire land in our respective geographical areas of operations. For example, the supply of land in Mumbai
and particularly in south and central Mumbai is limited and acquisition of new land in these and other parts of Mumbai
poses substantial challenges and is highly competitive. Increased competition may result in a shortage of suitable land
that can be used for development and can increase the price of land. We or as the case may be, the Amalgamating Group
43
may not be able to or may decide not to acquire parcels of land due to various factors, such as the price of land.

Further, in relation to certain parcels of land in our land bank, we or as the case may be, the Amalgamating Group have
acquired only part of the undivided rights in the land and are in the process of acquiring the remaining undivided rights
from other co-owners. If we or as the case may be, the Amalgamating Group experience a delay or are unable to acquire
the remaining undivided rights from other co-owners, we or as the case may be, the Amalgamating Group may not be
able to gain full title and develop such land. Accordingly, our or as the case may be, the Amalgamating Group’s inability
to acquire parcels of land may adversely affect our respective business and growth prospects.

Moreover, the availability of land, as well as its use and development, is subject to regulations by various local
authorities. For example, if a specific parcel of land has been deemed as agricultural land, depending on its location, no
commercial or residential development may be permitted beyond certain specified timelines or without the prior approval
of the local authorities, as applicable. Further, certain land parcels can be subject to reservations, including reservations
for railway lines, dams, freight corridors and road widening, and accordingly, such reserved areas will be deducted from
the Developable Area. In addition, certain areas may fall under eco-sensitive or buffer or green or forest zone, and due
to such zoning, there may be restrictions on carrying out developmental activities in accordance with the applicable
development regulations. We or as the case may be, the Amalgamating Group may also be required by applicable laws
or court orders to incur expenditures and undertake activities in addition to real estate development on certain portions
of our respective land bank. Accordingly, our inability to acquire parcels of land or development rights or any restrictions
on use of our land or development thereof or as the case may be, the Amalgamating Group’s, may adversely affect our
respective business and growth prospects. Similarly, we have also entered into agreements related to sale of certain assets
and/or subsidiaries and we are obliged to comply with the conditions mentioned therein.

6. We and the Amalgamating Group are involved in certain legal and regulatory proceedings in India which, if
determined against us or as the case may be, the Amalgamating Group, may materially and adversely affect our
business, reputation, financial condition, results of operations and cash flows. Our Promoter and our Joint
Managing Director have been subject to regulatory proceedings in the past.

Each of the Amalgamating Group and us are involved in certain legal proceedings from time to time, mostly arising in
the ordinary course of business. These legal proceedings are primarily in the nature of, amongst others, civil suits
(including consumer complaints), title and land disputes, criminal cases, writ petitions, tax proceedings, regulatory and
statutory actions. These legal proceedings may have been initiated by us, the Amalgamating Group or by customers,
business partners, regulators, or other parties, and are pending at different levels of adjudication before various courts,
tribunals, enquiry officers and appellate tribunals (including respective state’s Real Estate Regulatory Authorities). The
details of the outstanding material litigation pending against us or as the case may be, the Amalgamating Group have
been disclosed in “Legal Proceedings” on page 231. In relation to such outstanding material litigation involving us or as
the case may be, the Amalgamating Group, while the amounts and interests levied thereon to the extent ascertainable
and involved in these matters have been mentioned therein, the amounts and interests involved in many pending
litigations are not ascertainable or quantifiable and are hence not disclosed. Further, we or as the case may be, the
Amalgamating Group do not consider the entire amount involved or unquantifiable amount in respect of outstanding
material litigations to be a present or a potential liability and hence contingency for the entire amount has not been
provided for in the books of ours or as the case may be, the Amalgamating Group’s. We, or as the case may be, the
Amalgamating Group may also be subject to regulatory proceedings and investigations by regulatory or other
government bodies. For example, in the past, certain fines have been imposed against the Amalgamating Group’s
associate, EPDPL, for non-compliances with certain SEBI Regulations relating to its non-submission of quarterly report
and financial results. While such non-compliances have been rectified and there are no such outstanding fines as of the
date hereof, there can be no assurance that we, or as the case may be, the Amalgamating Group would not violate any
rule, law and regulation in the future, which may lead to legal proceedings and investigations against us, or as the case
may be, the Amalgamating Group.

Such proceedings or investigations could divert management time and attention and consume financial resources in their
defense or prosecution. Should any new developments arise, such as any rulings against us or as the case may be, the
Amalgamating Group by appellate courts or tribunals, we or as the case may be, the Amalgamating Group may be
required to make payments to third parties or make provisions in our financial statements that could increase expenses
and current liabilities. Further, an adverse outcome in any of these proceedings or investigations may affect our or as the
case may be, the Amalgamating Group’s reputation, standing and future business, and could have an adverse effect on
our or as the case may be, the Amalgamating Group’s business, prospects, financial condition and results of operations.
There can be no assurance that these proceedings will be decided in favor of us or as the case may be, the Amalgamating
Group and, or that no further liability will arise out of these proceedings. We or as the case may be, the Amalgamating
Group may also be subject to inspections, investigations and fines in the future, which may affect our respective business
and operations.

Mr Sameer Gehlaut and certain entities promoted by him (“Noticees”) received show cause notice dated May 22, 2017

44
("Show Cause Notice") in connection with alleged violation of SEBI (Substantial Acquisition of Shares and Takeovers
Regulations) 2011 in the matter of Indiabulls Ventures Limited (now known as Dhani Services Limited). The Noticees
filed the application, dated January 19, 2018, in terms of the SEBI (Settlement of Administrative and Civil Proceedings)
Regulations, 2014, which was disposed-off by SEBI by way of settlement order dated December 10, 2018 and the
settlement charges of ₹4,793,473 was paid by Noticees, resulting in the disposal of the proposed adjudication
proceedings set out in the Show Cause Notice. The proceedings set out in the Show Cause Notice were accordingly
disposed-off vide settlement order dated December 10, 2018, and nothing is pending as on date in the matter.

In addition, SEBI had conducted an investigation and passed an order relating to the suspected insider trading activities
in the listed securities of Indiabulls Ventures Limited (“IVL”) by our Joint Managing Director Mehul Johnson, among
others, which was under appeal before the Securities Appellate Tribunal (“SAT”) and the SAT, pursuant to its order
dated April 8, 2022 allowed the appeal and held that Mehul Johnson was not in possession of unpublished price sensitive
information while purchasing the listed securities of IVL.

7. The extent to which the Coronavirus disease (COVID-19) may affect our or as the case may be, the Amalgamating
Group’s business and operations in the future is uncertain and cannot be predicted.

The COVID-19 pandemic has had, and may continue to have, significant repercussions across local, national and global
economies and financial markets. Central and state governments have imposed one or more lockdowns in response to
the pandemic.

The global impact of the COVID-19 pandemic has been rapidly evolving and public health officials and governmental
authorities have responded by taking measures, such as prohibiting people from assembling in large numbers, instituting
quarantines, restricting travel, issuing “stay-at-home” orders and restricting the types of businesses that may continue to
operate, among many others. In particular, there have been multiple waves of infections that have impacted certain
countries. India also experienced several waves of COVID-19, with each wave resulting in various lockdowns and other
restrictions in various parts of India. As a result of the detection of new strains and subsequent waves of COVID-19
infections in several states in India as well as throughout various parts of the world, we may be subject to further
lockdowns or other restrictions in the foreseeable future, which may adversely affect our business operations. While
certain lockdown restrictions have since been relaxed, there is no guarantee that there may not be further lockdowns and
curfews. The scope, duration, and frequency of such measures and the adverse effects of COVID-19 remain uncertain
and could be severe.

The COVID-19 pandemic has affected and may affect our or as the case may be, the Amalgamating Group’s business,
results of operations and financial condition in a number of ways, such as:

• it caused construction delays at our or as the case may be, the Amalgamating Group’s ongoing projects due to
several factors such as lockdowns enforced by government agencies, work-stoppage orders, disruptions in the
supply of materials and shortage of labour;

• it led to transition to a work-from-home model for us and the Amalgamating Group. We and the Amalgamating
Group resumed operations at our offices in a staggered manner in compliance with government guidelines; a
surge in the number of COVID-19 cases in the future could result in a complete or partial closure of, or other
operational issues at, our offices pursuant to government action;

• it may adversely impact our or as the case may be, the Amalgamating Group’s ability to access debt and equity
capital on acceptable terms, or at all, and further disruption and instability in the global financial markets,
deteriorations in credit and financing conditions, or downgrades of India’s credit ratings may affect our access
to capital and other sources of funding necessary for our or as the case may be, the Amalgamating Group’s
operations or for addressing maturing liabilities on a timely basis;

• it may result in the imposition of operational guidelines or other conditions on landlords to protect the health
and safety of personnel working at our or as the case may be, the Amalgamating Group’s commercial
developments, which may result in additional costs and demands on our or as the case may be, the
Amalgamating Group’s facility management team;

• it may affect our or as the case may be, the Amalgamating Group’s ability to execute our or as the case may be,
the Amalgamating Group’s growth strategies and expand into new markets;

45
• it may lead to inherent productivity, connectivity, and oversight challenges due to an increase in number of
individuals working from home;

• it increased vulnerability to cyber-security threats and potential breaches, including phishing attacks, malware
and impersonation tactics, resulting from the increase in numbers of individuals working from home;

• it may give rise to uncertainty as to whether and when government authorities would completely lift “stay-at-
home” orders; and

• it may negatively affect the health of our or as the case may be, the Amalgamating Group’s personnel,
particularly if a significant number of them are afflicted by COVID- 19, and could result in a deterioration in
our ability to ensure business continuity during this disruption.

The COVID-19 pandemic may cause additional disruptions to operations if our or as the case may be, the Amalgamating
Group’s employees or staff become sick, are quarantined, or are otherwise limited in their ability to travel or work at our
or as the case may be, the Amalgamating Group’s construction sites. To contain the spread of the virus, we or as the case
may be, the Amalgamating Group may be required to implement staggered shifts and other social distancing efforts at
our offices and construction sites, which could result in labour shortages and decreased productivity. All of the foregoing
developments may have a significant effect on our or as the case may be, the Amalgamating Group’s results of operations
and financial results.

There is significant uncertainty relating to the future development of COVID-19, and the impact on our or as the case
may be, the Amalgamating Group’s business may vary significantly from that estimated by our or as the case may be,
the Amalgamating Group’s management from time to time, and any action to contain or mitigate such impact, whether
government-mandated or opted by us, may not have the anticipated effect or may fail to achieve its intended purpose
altogether. Further, as a result of the detection of new strains, evolving variants such as the ‘Omicron variant’ and
subsequent waves of COVID-19 infections throughout the world, we or as the case may be, the Amalgamating Group
may be subject to further lockdowns or other restrictions in the foreseeable future, which may adversely affect our or as
the case may be, the Amalgamating Group’s business operations. Given the uncertainty relating to the severity of the
near-term and long-term adverse impact of the COVID-19 pandemic on the global and national economy and financial
markets, we or as the case may be, the Amalgamating Group are unable to accurately predict the near-term or long-term
impact of the COVID-19 pandemic on our respective businesses, but remain subject to a risk that it could have a material
adverse impact on our respective business, financial condition, results of operations and prospects

The impact of the COVID-19 pandemic on each of our and the Amalgamating Group’s consolidated results remains
uncertain and dependent on spread of COVID-19 and steps taken by the Government to mitigate the economic impact
and may differ from our or as the case may be, the Amalgamating Group’s estimates. Any intensification of the COVID-
19 pandemic or any future outbreak of another highly infectious or contagious disease may adversely affect our or as the
case may be, the Amalgamating Group’s business, results of operations and financial condition. Further, as COVID-19
adversely affects our or as the case may be, the Amalgamating Group’s business and results of operations, it may also
have the effect of exacerbating many of the other risks described in this “Risk Factors” section.

8. Each of us and the Amalgamating Group are subject to risks pertaining to development agreements.

As of December 31, 2021, the Amalgamating Group has entered into joint development agreements in relation to certain
land parcels amounting to a total of 13.5 million square feet of Developable Area, amounting to 24.4% of its planned
projects, on which the Amalgamating Group intends to undertake certain development activities. In addition, we may
enter into joint development agreements from time to time. See “Our Business” on page 140 and “Business of the
Amalgamating Group” at page 156. Such agreements confer rights on us or the Amalgamating Group to construct,
develop, market and eventually sell the Saleable Area to third party buyers. Such agreements generally will not convey
any interest in the title of the immovable property to us or the Amalgamating Group, as the case may be, and only the
development right would be transferred to us or the Amalgamating Group. Under these agreements, we or the
Amalgamating Group, as the case may be, would typically be entitled to a share in the developed property or a share of
the revenues or profits generated from the sale of the developed property, or a combination of the above entitlements
after adjusting the amount paid earlier, if any. Investments through development agreements involve risks, including the
possibility that our, or as the case may be, the Amalgamating Group’s development partners may fail to meet their
obligations under the development agreement such as fulfilment of certain financial obligations towards the development
of the project, procuring certain regulatory approvals (such as approvals for change in use of the land for residential or
commercial purposes), furnishing documents of title to lenders for securing financing, paying taxes and local levies on
the land, curing title defects and settling title litigation within a stipulated period of time, causing the whole project to
suffer. For instance, in connection with residential projects, the owner or lessee of the land is required to procure
transferable development rights (“TDR”) to facilitate the completion of its residential project. Embassy One currently
46
holds a residential project in Bengaluru and is in the process of procuring TDR from the appropriate authorities. Any
delay or failure to procure such TDR shall cause material impact on the project, and in turn to the overall business and
growth prospects of Embassy One. There can be no assurance that projects that will involve collaboration with third
parties will be completed as scheduled, or at all, or that the Amalgamating Group’s ventures with these parties will be
successful. Under most development agreements, we or as the case may be, the Amalgamating Group may be required
to provide the owners of the land with either a refundable deposit, which is generally refundable over the construction
cycle of the project. We or as the case may be, the Amalgamating Group may not be able to recover our respective
deposits made to the owners of the land in case of delays or otherwise, which could have an adverse effect on the our
respective, cash flows, financial condition and results of operations. Further, any delay or failure by counterparties to
fulfil their obligations under development agreements may have an adverse effect on our or as the case may be, the
Amalgamating Group’s ability to complete the project on time and realize cash flows, which could in turn have an
adverse effect on our or as the case may be, the Amalgamating Group’s results of operations and financial condition.

Further, such development agreements may permit us or as the case may be, the Amalgamating Group only partial
control over the operations of the development under certain circumstances. In the event we or the Amalgamating Group,
as the case may be, do not hold the entire interest in a development, it may be necessary for us or the Amalgamating
Group, as the case may be, to obtain consent from a development partner before the development partner makes or
implements a particular business development decision or distribute profits to us or the Amalgamating Group, as the
case may be. These and other factors may cause our or as the case may be, our or as the case may be, the Amalgamating
Group’s development partners to act in a way that is contrary to our or the Amalgamating Group’s interests, as the case
may be, or otherwise be unwilling to fulfil their obligations under their future development arrangements.

Further, we and the Amalgamating Group, as the case may be, may enter into memoranda of understanding, agreements
to sell and similar agreements with land owners to acquire lands or interest in the lands or to enter into joint development
agreements in the future. We or as the case may be, the Amalgamating Group may also make partial payments to such
land owners or entities and, upon the successful completion of due diligence investigations, we or as the case may be,
the Amalgamating Group would pay the remaining amount. Any inability to acquire such land or land development
rights, or failure to recover any payments with respect to such land, may adversely affect our, or as the case may be, the
Amalgamating Group’s business, financial condition and results of operations. In addition, failure to complete timely
registration of our or as the case may be, the Amalgamating Group’s joint development agreements with the relevant
regulatory authorities may have an adverse effect on our or as the case may be, the Amalgamating Group’s rights to
enforce such joint development agreements. For example, NAM Estates, through one of its subsidiaries, has executed a
joint development agreement with the owner of the land in connection with one of its planned projects, namely Embassy
Cornerstone Techvalley. However, this joint development agreement is pending registration subject to fulfilment of
certain conditions precedent by the owner of the land. Non-registration of the joint development agreement may
adversely impact NAM Estates’ ability to enforce its rights under the joint development agreement.

Disputes that may arise between us or as the case may be, the Amalgamating Group and our development partners may
cause delay in completion, suspension or complete abandonment of a project, which may adversely affect our or as the
case may be, the Amalgamating Group’s business, financial condition and results of operations. Additionally, any change
to our or as the case may be, the Amalgamating Group’s share of revenues and/or profits under any development
agreement may adversely affect our or as the case may be, the Amalgamating Group’s profitability from that particular
project, and may also adversely affect our respective business, financial condition and results of operations.

9. Our real estate development activities are geographically concentrated in and around the Mumbai Metropolitan
Region (“MMR”) and National Capital Region (“NCR”). Consequently, we are exposed to risks from economic,
regulatory and other changes as well as natural disasters in the MMR and NCR, which in turn may have an
adverse effect on our business, results of operations, cash flows and financial condition. Further, the real estate
development activities of the Amalgamating Group are geographically concentrated in and around Bengaluru
and, assuming the successful completion of the Proposed Merger, we will be exposed to concentration risks in
relation to Bengaluru.

Our real estate development activities are primarily focused in and around the MMR and NCR, which may perform
differently from, and may be subject to market conditions and regulatory developments that are different from, real estate
markets in other parts of India or the world. In addition, the MMR and NCR may be exposed to natural disasters and our
projects in these regions may be subject to such risks. As of December 31, 2021, our inventory amounted to a total
Saleable Area of 17.3 million square feet, out of which 10.0 million square feet was located in the MMR region and 4.6
million square feet was located in the NCR region. In addition, as of December 31, 2021, a significant proportion of our
land bank is located in MMR and NCR, respectively. For details of our projects, see “Our Business” beginning on page
140. The real estate market in the MMR and the NCR may be affected by various factors outside our control, including
prevailing local and economic conditions, changes in the supply and demand for properties comparable to those we
develop, changes in the applicable governmental regulations, economic conditions, demographic trends, employment
and income levels and interest rates, regional natural disasters, among other factors. These factors may contribute to

47
fluctuations in real estate prices, rate of sales and the availability of land in the MMR and the NCR and could also
adversely affect the demand for and valuation of our ongoing and planned projects. Consequently, our business, results
of operations, cash flows and financial condition have been and will continue to be heavily dependent on the performance
of, and the prevailing conditions affecting, the real estate market in the MMR and the NCR.

Further, the real estate development activities of the Amalgamating Group are primarily focused in Bengaluru. As of
December 31, 2021, the Amalgamating Group has nine planned residential development projects 1 (comprising of
projects wholly owned by the Amalgamating Group or the Amalgamating Group’s share of joint venture or, as the case
may be, joint development agreement projects) with a Saleable Area of 6.0 million square feet and six planned
commercial development projects 2 (comprising of projects wholly owned by the Amalgamating Group or the
Amalgamating Group’s share of joint venture or, as the case may be, joint development agreement projects) with a Gross
Leasable Area of 42.6 million square feet within Bengaluru. Accordingly, assuming the successful completion of the
Proposed Merger, we or as the case may be, the Amalgamating Group will be subject to risks relating to the concentration
of a significant portion of our or as the case may be, the Amalgamating Group’s portfolio in Bengaluru which is similar
to the risk described above.

10. This Placement Document does not contain any pro forma financial information to give pro forma effect to the
Proposed Merger.

This Placement Document does not contain any pro forma financial information to give pro forma effect to the Proposed
Merger. Further, the historical financial information for the Amalgamating Group and IPPL may not reflect the future
financial condition and results of operations of these entities or provide an understanding of our future financial condition
and results of operations, if the Proposed Merger is completed. There may also be differences between our accounting
policies and those of the Amalgamating Group and hence it is not possible to directly compare these financial statements.

Investors must exercise caution in relying upon the financial information of the Amalgamating Group included in this
Placement Document and in comparing this information to our or as the case may be, the Amalgamating Group’s
historical financial information.

11. Independent title reports or search reports have not been obtained for a large part of our land bank or as the
case may be, the Amalgamating Group’s land bank. In addition, title guarantee insurance is not available in India
at a commercially viable cost to guarantee title or development rights in respect of land.

Title to land in India is often fragmented and the land may, in many cases, have multiple owners. This also makes the
acquisition and development process more complicated and may expose us or as the case may be, the Amalgamating
Group to legal disputes and adversely affect our or as the case may be, the Amalgamating Group’s land valuations.
Typically, we or as the case may be, the Amalgamating Group conduct diligence and assessment exercises internally
prior to acquiring land, entering into development agreements with landowners and assessing the financial viability of
the projects on the basis of the documents made available. We or as the case may be, the Amalgamating Group may
thereafter engage local counsel to issue title reports. With regard to certain land parcels, it is often difficult for legal
counsels to satisfy themselves of certain technical requirements while assessing the title. In relation to the title search
reports issued with respect to the projects or land bank of our Company and the Amalgamating Group, no separate
litigation searches pertaining to the title disputes, claims or other title defects, either on the official sites (or other publicly
available searches on the internet) or perusal of court records has been carried out. In addition, with respect to certain of
our land parcels, certain encumbrance certificates were not available for review. Therefore, reliance has been placed on
the diligence, investigation or records internally prepared by the management of our Company or the Amalgamating
Group, as the case may be. There could be certain incremental suits, appeals or any other legal proceedings pending
against us, the Amalgamating Group or the original owners in connection with our or as the case may be, the
Amalgamating Group’s properties or land bank which we, or as the case may be, the Amalgamating Group may not have
been aware of. If any of such proceedings is determined adversely against the Amalgamating or us, as the case may be,
our, or as the case may be, the Amalgamating Group’s reputation, prospects, financial condition and results of operations
may be adversely affected.

For much of our and the Amalgamating Group’s purchased land, while we and the Amalgamating Group may have
undertaken diligence and investigation internally, we or as the case may be, the Amalgamating Group may not have
invited claims by issuing public notices, undertaken searches, verified the title of certain land parcels for the entirety of
a period of 30 years (including land registry search, search on the official database maintained by the Ministry of
Corporate Affairs and negative searches covering any litigation, suits etc., in the concerned courts or tribunals) or raised
requisition in relation to title of the land, in terms of the documents so executed and registered we or as the case may be,
the Amalgamating Group have rights/title to such pieces and parcels of lands. Also, since our land bank comprising SEZ

1
Includes residential projects within mixed use developments.
2
Includes residential projects within mixed use developments.
48
land in Nashik are large and fragmented and we do not have immediate plans to develop a substantial portion of these
reserves, we have not obtained legal opinions and search reports, written or otherwise, with respect to all parcels of land,
and the estimates of land owned are our own, without confirmation from any third party. For example, there may be
certain land parcels which do not comprise any of our ongoing, completed and planned projects, with respect to which
we may not have obtained independent title reports, or search report or the relevant title documents. Our failure to obtain
legal opinions and search reports in respect of our land bank may result in our inability to obtain financing or sell our
units constructed on such land bank in the future in a timely manner, which may adversely affect our business and results
of operations. Our or as the case may be, the Amalgamating Group’s failure to obtain legal opinions and search reports
in respect of our respective land bank may result in our inability to obtain financing or sell our respective units
constructed on such land bank in the future in a timely manner, which may adversely affect our respective business and
results of operations.

Further, title guarantee insurance is not available in India at a commercially viable cost to guarantee title or development
rights in respect of land. As a result, we or as the case may be, the Amalgamating Group may not obtain title guarantee
insurance or obtain inadequate coverage for the title guarantee insurance. This, coupled with difficulties in verifying title
to land, may increase our or as the case may be, the Amalgamating Group’s exposure to third parties claiming title to
the property. Consequently, we or as the case may be, the Amalgamating Group may be required to sell the property or
lose title to the relevant property, which could adversely affect our or as the case may be, the Amalgamating Group’s
business, results of operations and financial condition.

12. We and the Amalgamating Group rely on independent contractors to execute our respective projects and any
failure on their part to perform their obligations could adversely affect our or as the case may be, the
Amalgamating Group’s business, results of operations and cash flows.

We and the Amalgamating Group utilize independent contractors to execute our respective projects. If a contractor fails
to perform its obligations satisfactorily or within the prescribed time periods with regard to a project, or terminates its
arrangement with us or as the case may be, the Amalgamating Group, the relevant project may not be developed within
the intended timeframe and at the intended cost. If this occurs, additional cost or time may be incurred to develop the
property to appropriate quality standards in a manner consistent with our or as the case may be, the Amalgamating
Group’s development objective, which could result in reduced profits or, in some cases, significant penalties and losses,
which we may not be recovered from the relevant independent contractor. There can be no assurance that the services
rendered by any of our or as the case may be, the Amalgamating Group’s independent contractors will always be
satisfactory or match our requirements for quality. Further, we or as the case may be, the Amalgamating Group may be
subject to litigation challenging the quality of our respective projects, which may adversely affect our respective business
and reputation.

In addition, we or as the case may be, the Amalgamating Group may be subject to claims in the future in relation to
defaults and late payments to our respective contractors, which may adversely affect our respective business, results of
operations, and cash flows.

13. We, or as the case may be, the Amalgamating Group, may not be able to obtain additional funding in a timely
manner or at all in the future.

As of December 31, 2021, we had ₹ 12,868.9 million of aggregate outstanding borrowings on a consolidated basis, all
of which were secured borrowings. Our indebtedness could have important consequences and significant adverse effects
on our business, including the following:

• our ability to satisfy our obligations under our financing agreements may be limited;

• our vulnerability to adverse general economic and industry conditions may be increased;

• we must use a substantial portion of our cash flow from operations to pay interest on our indebtedness, which
will reduce the funds available to us for operations and other purposes;

• our ability to obtain additional financing for working capital, capital expenditure or general corporate purposes
may be impaired;

• our indebtedness could limit, along with the financial and other restrictive covenants of our indebtedness, our
ability to borrow additional funds and increase the cost of additional financing;

• our indebtedness could place us at a competitive disadvantage compared to our competitors that may have
proportionately less debt; and
49
• our flexibility in planning for, or reacting to, changes in our business and the industry in which we operate
may be limited.

In response to the COVID-19 pandemic, the RBI allowed banks and lending institutions to offer moratoriums to their
customers to defer payments under loan agreements until August 31, 2020. Pursuant to such measures, we availed a
moratorium offered by the banks and lending institutions to defer payments under the facilities for some of our
indebtedness. We cannot assure you that we will get such approvals in a timely manner, or at all. In the event, we are
unable to obtain such approvals, we will be required to repay such facilities in accordance with their existing terms. For
details with respect to maturity profile of our financial liabilities, see “Management’s Discussion and Analysis of
Financial Condition and Results of Operations – Indebtedness” on page 106.

The Amalgamating Group faces some or all of the restrictions to that described above in relation to its borrowings. For
more information on the Amalgamating Group’s borrowings, please see notes 24 and 28 of the NAM Estates Special
Purpose Consolidated Financial Statements at pages F-489 and F-494, respectively, notes 17 and 20 of Embassy One
audited financial statements for Fiscal 2021 at pages F-745 and F-746, respectively and notes 13 and 17 of the Embassy
East Audited Standalone Financial Statements beginning at page F-867.

We or as the case may be, the Amalgamating Group may not be successful in obtaining additional funds in a timely
manner, on favorable terms or at all. If we or as the case may be, the Amalgamating Group do not have access to funds
required, we or as the case may be, the Amalgamating Group may be required to delay or abandon some or all of our
respective planned projects or to reduce planned expenditure and advances to obtain land development rights and reduce
the scale of our respective operations. Additionally, we or as the case may be, the Amalgamating Group may not be
successful in maintaining or increasing the same growth rate while reducing our respective debt levels, and as a result,
our business, results of operations and financial condition could be adversely affected.

14. Our or as the case may be, the Amalgamating Group’s financing agreements impose certain restrictions on our
respective operations, and failure to comply with operational and financial covenants may adversely affect our
or as the case may be, the Amalgamating Group’s reputation, business and financial condition.

Certain of our financing arrangements impose restrictions on the utilization of the loan for certain specified purposes
only, such as for the purposes of meeting expenses for development and related activities and deposit of the receivables
arising from development of the mortgaged property in the escrow account in terms of the escrow arrangement between
the parties. We are required to obtain prior consent from some of our lenders under the relevant financing documents or
Debenture Trustees under the relevant debenture trust deeds for, among other matters, amending our articles of
association, change in name, principal place of business, change in shareholding, change in management control, our
capital structure, changing the composition of our management or Board of Directors, undertaking merger or
amalgamation, changing our constitution, issuance of further Equity Shares, making certain kinds of investments,
making certain payments (including payment of dividends, redemption of shares, prepayment of indebtedness, payment
of interest on unsecured loans and investments), undertaking any scheme of expansion or diversification, effecting any
change in the nature or scope of our projects or any change in the financing plan, creation of security interest in secured
properties and raising further indebtedness. We are also subject to certain other covenants, including requirements to
maintain certain financial ratios. We cannot assure you that we will comply with all our covenants in the future, or that
we can obtain necessary waivers for all non-compliances or remedy defaults in time or at all.

Moreover, under certain of our existing financing arrangements, the lenders have the right to withdraw their facilities in
the event of any change in circumstances. If the lenders exercise their right to recall a loan, it could have an adverse
effect on our reputation, business and financial position. If our future cash flows from operations and other capital
resources are insufficient to pay our debt obligations or our contractual obligations, or to fund other liquidity needs, we
may be forced to sell assets or attempt to restructure or refinance our existing indebtedness. Our ability to restructure or
refinance our debt will depend on the condition of the capital markets, our financial condition at such time and the terms
of other outstanding debt instruments. Any refinancing of our debt could be at higher interest rates and may require us
to comply with more onerous covenants, which could further restrict our business operations. The terms of existing or
future debt instruments may restrict us from adopting some of these alternatives. In addition, any failure to make
payments of interest or principal on our outstanding indebtedness on a timely basis would likely result in a reduction of
our creditworthiness or credit rating, which could harm our ability to incur additional indebtedness on acceptable terms.

Further, certain of our financing arrangements impose restrictions on making prepayments of such facility or other
outstanding facilities or undertaking capital expenditure. Further, any breach under our financing agreements could result
in acceleration of our loan repayments or trigger a cross-default under our other financing agreements. For further details,
see “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Indebtedness” on page
106.

The Amalgamating Group has certain financing facilities wherein the terms of such facilities may include some or all of

50
the restrictive covenants described above. For more information on the Amalgamating Group’s borrowings, please see
notes 24 and 28 of the NAM Estates Special Purpose Consolidated Financial Statements at pages F-489 and F-494,
respectively, notes 17 and 20 of Embassy One audited financial statements for Fiscal 2021 at pages F-745 and F-746,
respectively, notes 13 and 17 of the Embassy East Audited Standalone Financial Statements beginning at page F-867.

15. We or as the case may be, the Amalgamating Group’s may be subject to third-party indemnification, liability
claims, invocation of guarantees or repurchase obligations, which may adversely affect our respective business,
cash flows, results of operations and reputation.

Some of the agreements that we and Amalgamating Group have entered into with third parties place indemnity
obligations on us or as the case may be, the Amalgamating Group that require us or as the case may be, the Amalgamating
Group to compensate such third parties for loss or damage suffered by them on account of a default or breach by us or
as the case may be, the Amalgamating Group. In the event that such third parties successfully invoke these indemnity
clauses under their respective agreements, we or as the case may be, the Amalgamating Group may be liable to
compensate them for loss or damage suffered in respect of such agreements, which may adversely affect our or as the
case may be, the Amalgamating Group’s financial condition. We or as the case may be, the Amalgamating Group may
be subject to claims resulting from defects in our respective sold units forming part of the relevant residential projects,
including claims brought before the relevant authorities under the Real Estate (Regulation and Development) Act, 2016
(the “RERA”) and Consumer Protection Act, 2019, as the case may be. For details pertaining to consumer cases and
cases under the RERA, see “Legal Proceedings – Consumer Cases” and “Legal Proceedings – RERA Cases” each on
page 237. We or as the case may be, the Amalgamating Group may also be exposed to third-party liability claims for
injury or damage sustained on our respective properties or asset/equity sold to other third parties. We may also have to
re-purchase/buy back certain sold assets/equity due to occurrence of certain identified events under certain third party
agreements. These liabilities, costs and re-purchase obligations could have an adverse effect on our or as the case may
be, the Amalgamating Group’s business, cash flows, results of operations and reputation.

16. Unsold inventory in our or as the case may be, the Amalgamating Group’s projects if not sold in a timely manner
adversely affects our or as the case may be, the Amalgamating Group’s business, results of operations and
financial condition.

As of December 31, 2021, we had unsold inventory in residential projects comprising of projects with OC or near
completion amounting to 1.6 million square feet, ongoing projects amounting to 7.7 million square feet and planned
projects amounting to 6.1 million square feet. As of the same date, we had unsold inventory in commercial projects
comprising of projects with OC or near completion amounting to 0.5 million square feet, ongoing projects amounting to
0.1 million square feet and planned projects amounting to 1.4 million square feet. For further details, see “Our Business”
on page 140. If we are unable to sell such inventory at acceptable prices and in a timely manner, our business, results of
operations and financial condition could be adversely affected.

Further, as of December 31, 2021, the Amalgamating Group had unsold inventory in residential projects (including
planned residential projects to be transferred to the Amalgamating Group pursuant to the Amalgamation), comprising of
projects with OC or near completion amounting to 1.2 million square feet, ongoing projects amounting to 0.6 million
square feet and planned projects amounting to 4.1 million square feet. As of the same date, the Amalgamating Group
had unsold inventory in commercial projects comprising of three planned project amounting to 22.3 million square feet.
For further details, see “Business of the Amalgamating Group” on page 156. Assuming the successful completion of the
Proposed Merger, if the Amalgamating Group is unable to sell such inventory at acceptable prices and in a timely
manner, the Amalgamating Group’s business, results of operations and financial condition could be adversely affected.

17. Some or all of our or as the case may be, the Amalgamating Group’s ongoing and planned projects may not be
completed by their expected completion dates or at all. Such delays may adversely affect our or as the case may
be, the Amalgamating Group’s business, results of operations and financial condition.

As of December 31, 2021, our ongoing and planned projects accounted for an estimated Saleable Area of 12.6 million
square feet and 7.4 million square feet, respectively. As of December 31, 2021, the Amalgamating Group has a residential
property development portfolio 3 comprising a gross Saleable Area of 18.8 million square feet of which 0.9 million square
feet comprised completed projects, 7.6 million square feet comprised of projects with OC or are near completion, 2.1
million square feet comprised of ongoing projects and 8.2 million square feet comprised planned projects. Our or as the
case may be, the Amalgamating Group’s ongoing and planned projects may be subject to significant changes and
modifications from our or as the case may be, the Amalgamating Group’s currently estimated management plans and
timelines as a result of factors outside our or as the case may be, the Amalgamating Group’s control, including, among
others:

3
Includes residential projects within mixed use developments.
51
• defects or challenges to our or as the case may be, the Amalgamating Group’s land titles, including failure or
delay in obtaining consent of current occupants;

• expiration of agreements to develop land or leases, and our or as the case may be, the Amalgamating Group’s
inability to renew them in time or at all;

• lack of availability of financing;

• failure or delay in securing necessary statutory or regulatory approvals and permits for us or as the case may
be, the Amalgamating Group to develop some of our projects;

• natural disasters and weather conditions;

• outbreak of infectious diseases such as COVID-19;

• reliance on third-party contractors and the ability of third parties to complete their services on schedule and
in budget; and

• the risk of decreased market demand subsequent to the launch of a project.

Such changes and modifications to our or as the case may be, the Amalgamating Group’s timelines may have a significant
impact on our or as the case may be, the Amalgamating Group’s ongoing and planned projects, and consequently, we or
as the case may be, the Amalgamating Group may not develop these projects as contemplated, including quick
monetization of land parcels after their acquisition, or at all, which may have an adverse effect on our respective business,
results of operations and financial condition. Further, if there are any revisions made to the existing plans, approvals,
permits or licenses granted for our ongoing projects by relevant authorities, then we or as the case may be, the
Amalgamating Group may, as a result of such revisions, be required to undertake unplanned rework, including
demolition on such projects. Such an occurrence may result in time and cost overruns in our respective ongoing projects.

In addition, we or as the case may be, the Amalgamating Group may be required to pay compensation to our respective
customers in the event of a delay. Such compensation, if paid, may affect the overall profitability of the project and
therefore adversely affect our or as the case may be, the Amalgamating Group’s business, results of operation and
financial condition.

In addition, some of the sale agreements which we or as the case may be, the Amalgamating Group enter into with our
respective residential customers contain penalty clauses wherein we or as the case may be, the Amalgamating Group are
liable to pay interests payments to our or as the case may be, the Amalgamating Group’s customers due to completion
delays. Some of our or as the case may be, the Amalgamating Group’s customers in our or as the case may be, the
Amalgamating Group’s completed and ongoing projects have experienced delays in the past. These delays, in many
cases due to factors beyond our or as the case may be, the Amalgamating Group’s control, are generally less than 18
months but have in a few exceptional cases been up to 48 months. Further, a buyer of a residential unit may also terminate
his arrangements if we or as the case may be, the Amalgamating Group fail to deliver the unit as per the timelines
mentioned under the sale agreement, and we or as the case may be, the Amalgamating Group may be liable to refund
the amount along with interest. We or as the case may be, the Amalgamating Group might also be exposed to penalties
under the RERA. The aggregate penalties we or as the case may be, the Amalgamating Group may be liable to pay in
the event of delays may affect the overall profitability of the project and therefore adversely affect our respective
business, results of operations and financial condition.

18. Significant increases in prices of, or shortages of, or delay or disruption in supply of labor and key building
materials could affect our or as the case may be, the Amalgamating Group estimated construction cost and
timelines resulting in cost overruns or less profit.

We and the Amalgamating Group procure building materials for our projects, such as steel, cement, ready mix concrete,
flooring products, hardware, bitumen, sand and aggregates, doors and windows, bathroom fixtures and other interior
fittings, from third-party suppliers. The prices and supply of basic building materials and other raw materials depend on
factors outside our or as the case may be, the Amalgamating Group’s control, including cost of raw materials, general
economic conditions, competition, production costs and levels, transportation costs, indirect taxes and import duties.
Our or as the case may be, the Amalgamating Group’s ability to develop and construct projects profitably is dependent
on our respective ability to obtain adequate and timely supply of building materials within the relevant estimated budget.
As we or as the case may be, the Amalgamating Group source for building materials from third parties, our respective
supply chain may be interrupted by circumstances beyond our respective control. Poor quality roads and other
transportation-related infrastructure problems, inclement weather and road accidents may also disrupt the transportation
52
of supplies. Prices of certain building materials and, in particular, cement and steel prices, are susceptible to rapid
increases. Further, we or as the case may be, the Amalgamating Group operate in a labor-intensive industry and if we or
as the case may be, the Amalgamating Group or our contractors are unable to negotiate with the labor or their sub-
contractors, it could result in work stoppages or increased operating costs as a result of higher than anticipated wages or
benefits. In addition, it may be difficult to procure the required labor for ongoing or planned projects. Each of the
Amalgamating Group and us have experienced such instances in a limited manner in the past. For example, the
Amalgamating Group faced disruption in the supply of labor in 2020 including due to migration of labor as a result of
the COVID-19 pandemic and shortage of natural sand in 2015 due to regulatory orders which restricted the mining of
sand. These shortages impacted several projects being executed by the Amalgamating Group in the respective years.

During periods of shortages in the supply of building materials or labor, we or as the case may be, the Amalgamating
Group may not be able to complete projects according to previously determined time frames, at previously estimated
project costs, or at all, which may adversely affect our respective results of operations and reputation. In addition, during
periods where the prices of building materials or labor significantly increase, we or as the case may be, the Amalgamating
Group may not be able to pass these price increases on to our respective customers, which could reduce or eliminate the
profits we or as the case may be, the Amalgamating Group intend to gain from our respective projects. These factors
could adversely affect our or as the case may be, the Amalgamating Group’s business, results of operations and cash
flows.

19. Certain information contained in this Placement Document including that in relation to our and the
Amalgamating Group upcoming launches, ongoing projects, planned projects and the area expressed to be
covered by our or as the case may be, the Amalgamating Group projects are based on management estimates and
may be subject to change.

Certain statements contained in this Placement Document with respect to upcoming launches, completed projects,
ongoing projects and planned projects by each of the Amalgamating Group and us, such as the area of land or
development rights owned by us or as the case may be, the Amalgamating Group, the location and type of development,
the Saleable Area, the Leasable Area, the Developable Area, internal floor area and efficiency ratio, estimated
construction commencement and completion dates, target launch dates, estimated construction costs, the relevant
funding requirements, and our intended use of proceeds of this Issue, are based solely on assumptions, management
estimates and our business plan, and have not been verified by any bank or financial institution.

The total area of property that is ultimately developed and the actual total Saleable Area may differ from the descriptions
of the property presented herein and a particular project may not be completely booked, sold, leased or developed until
a date subsequent to the expected completion date. In certain instances, there may be a discrepancy between the areas
mentioned in the revenue records, the area mentioned in the title deeds or the actual physical area of some of our or as
the case may be, the Amalgamating Group’s land bank, thereby affecting the management estimates in terms of our
respective land bank. Further, we or as the case may be, the Amalgamating Group are yet to obtain requisite approvals
in relation to parts of the construction of certain of our respective projects as the development thereof is planned to be
carried out in a phased manner. The target launch date of our or as the case may be, the Amalgamating Group’s upcoming
launches are subject to receipt of regulatory approvals and other considerations, such as availability of financing and
real estate market conditions, among others, and may be postponed or delayed. We or as the case may be, the
Amalgamating Group have calculated the Saleable Area and Developable Area based on certain assumptions including
the current approvals obtained for other land parcels on which we or as the case may be, the Amalgamating Group have
completed projects, ongoing projects or planned projects that are or may be contiguous with our or as the case may be,
the Amalgamating Group’s land bank. However, there can be no assurance that we or as the case may be, the
Amalgamating Group will be able to acquire all or part of the contiguous land or obtain approvals in a form similar or
better in terms to our existing approvals in respect of our respective completed projects, ongoing projects and planned
projects for such land bank in time for its development or at all. Failure to obtain requisite approvals for any reason
including changes in law or development policy of the relevant authorities, may adversely affect our or as the case may
be, the Amalgamating Group’s calculations of Saleable Area and Developable Area in relation to our or as the case may
be, the Amalgamating Group’s land bank. As a result, we or as the case may be, the Amalgamating Group may have to
revise our funding estimates, development plans (including the type of proposed development) and the estimated
construction commencement and completion dates of our respective projects depending on future contingencies and
events, including:

• changes in laws and regulations;

• court orders restricting or impairing constructions;

• competition;

• receipt of statutory and regulatory approvals and permits in time, or at all;


53
• irregularities or claims with respect to title to land or agreements related to the acquisition of land;

• the ability of third parties to complete their services on schedule and within estimated budgets;

• delays, cost overruns or modifications to our ongoing and planned projects;

• natural disasters and force majeure events;

• outbreak of infectious diseases such as COVID-19;

• commencement of new projects and new initiatives; and

• changes in our or as the case may be, the Amalgamating Group’s business plans due to prevailing economic
and market conditions.

We or as the case may be, the Amalgamating Group have created mortgages over several properties forming part of our
respective ongoing projects (extending to both underlying land and unsold units). If we or as the case may be, the
Amalgamating Group are unable to satisfactorily clear these charges, the mortgages will be foreclosed against the
security (which is the underlying land and unsold units) and we or as the case may be, the Amalgamating Group will
lose title over the relevant properties and may not be able to recover the full value in respect of such properties.

In addition, historical profitability of our or as the case may be, the Amalgamating Group’s projects may not be indicative
of any future profitability of our respective ongoing and planned projects. The profitability of our or as the case may be,
the Amalgamating Group’s projects could fluctuate significantly over time based in part on the timing of the project
cycle. In addition, we or as the case may be, the Amalgamating Group may not develop all of our respective land bank,
and we or as the case may be, the Amalgamating Group may lease a portion of our respective land bank to other
development companies. Accordingly, our or as the case may be, the Amalgamating Group’s future revenue may not
correspond to the remaining land bank.

In addition, any delay to the scheduled launch, construction commencement or completion dates, as the case may be,
may cause a delay to our or as the case may be, the Amalgamating Group’s ability to sell or market our respective
respective projects, or as the case may be, ability to collect progress payments from our respective customers, which
may in turn have an adverse impact on our respective cash flows and financial condition. Any delay to the completion
dates may also expose us or as the case may be, the Amalgamating Group to claims or complaints by our respective
customers, which would adversely affect our respective brand and reputation.

20. While acquiring land parcels or other properties, we or as the case may be, the Amalgamating Group may not be
aware of legal uncertainties and defects, which may have an adverse impact on our respective ability to develop
and market projects on such lands.

We or as the case may be, the Amalgamating Group may purchase land or property directly, or acquire a company that
owns land or property, or enter into development agreements with the landowners which will subsequently be followed
by sale, or enter into lease or such other arrangements with government authorities as permissible under applicable law.
While making such purchases or acquisitions, we or as the case may be, the Amalgamating Group may be unable to
identify various legal defects and irregularities to the title of the land or properties being purchased. Property records in
India have not been fully computerized and are generally maintained and updated manually through physical records of
all land-related documents. This process may take a significant amount of time and result in inaccuracies or errors. For
example, there could be discrepancies in the land area in revenue records, the area in title deeds or the actual physical
area of some of our or as the case may be, the Amalgamating Group’s land. In certain cases, our or as the case may be,
the Amalgamating Group’s name may not have been updated in the land records (including revenue records, mutation
extracts and 7/12 extracts) as owners or lessees or developers of the land.

In addition, we or as the case may be, the Amalgamating Group may not be aware of all the risks associated with
acquisitions of land or property. It is often difficult for us to conduct a substantial independent due diligence review of
non-public information about the target company or property. We or as the case may be, the Amalgamating Group may
not have good and marketable title to some of our respective land as a result of non-execution, non-registration or
inadequate stamping of conveyance deeds and other acquisition documents, or not having obtained requisite approvals
from courts or concerned governmental authorities for acquisition of land or property, or may be subject to, or affected
by, encumbrances of which we or as the case may be, the Amalgamating Group may not be aware. We or as the case
may be, the Amalgamating Group may not therefore be able to assess or identify disputes, unregistered encumbrances
or adverse possession rights over title to real property in which we or as the case may be, the Amalgamating Group have
invested or may invest. Further, there may be premium (including lease premium) which may be pending to be paid by
us or as the case may be, the Amalgamating Group to the governmental authorities with respect to acquisition of certain
54
land or property, and we or as the case may be, the Amalgamating Group may also be exposed to risk of litigation on
account of acquisition of land or property without requisite approvals, which could affect our respective title to such
land or property. Legal disputes in respect of land title can take several years and considerable expense to resolve if they
become the subject of court proceedings and their outcome can be uncertain. If either we or as the case may be, the
Amalgamating Group or the owner of the land which is the subject of our or as the case may be, the Amalgamating
Group’s development agreements are unable to resolve such disputes with these claimants, we or as the case may be, the
Amalgamating Group may lose the relevant interest in the land. Further, failure to comply with the terms and conditions
of the development agreements may expose us, or the case may be, the Amalgamating Group to the risk of litigation,
termination or may result in loss of our respective interests in the land or property. Failure to obtain, or to prove that we
or as the case may be, the Amalgamating Group hold, good title to a particular plot of land may materially prejudice the
success of a development for which that plot is a critical part, may require the writing off expenditures in respect of that
development and may adversely affect our or as the case may be, the Amalgamating Group’s property valuations and
prospects.

Following the completion of a purchase or acquisition, we or as the case may be, the Amalgamating Group may have to
incur significant expenditure to maintain the assets we or as the case may be, the Amalgamating Group have acquired
and to comply with regulatory requirements. The costs and liabilities actually incurred in connection with such
acquisitions may exceed than those anticipated.

21. Our other financial assets include certain receivables relating to the sale of an investment made in financial year
2020, which are yet to be paid to us.

In financial year 2020, we sold our entire stake in our overseas property located in Hanover Square, London, United
Kingdom to an entity owned by the Promoter, for an aggregate consideration of £ 200 million (equivalent to
approximately ₹18.4 billion). We have already received a sum of £ 138.2 million (equivalent to ₹ 13.1 billion) and a
sum of £ 61.9 million (equivalent to approximately ₹ 6.2 billion) is outstanding as at December 31, 2021.

There is no assurance that this amount will be remitted to us in a timely manner or at all. If this amount or a portion of
it remains unpaid, we may need to recognize a write-off of such unpaid portion on our consolidated balance sheet and
consolidated statement of profit and loss.

22. Changing laws, rules and regulations and legal uncertainties, including the withdrawal of certain benefits or
adverse application of tax laws, may adversely affect our or as the case may be, the Amalgamating Group
business, prospects and results of operations.

In India, our or as the case may be, the Amalgamating Group business is governed by various laws and regulations
including the Right to Fair Compensation and Transparency in Land Acquisition, Rehabilitation and Resettlement Act,
2013, the RERA and the rules made thereunder, including state specific rules, the Maharashtra Tenancy and Agricultural
Lands Act, 1948, as amended, the Maharashtra Land Revenue Code, 1966, as amended, and rules made thereunder, the
Indian Stamp Act, 1899, as amended, the Maharashtra Regional and Town Planning Act, 1966, as amended, the
Maharashtra Stamp Act, 1958, as amended, the Indian Registration Act, 1908, as amended, the Maharashtra Ownership
of Flats (Regulation of the Promotion, Construction, Sale, Management and Transfer) Act, 1963, as amended, the
Environment (Protection) Act, 1986 and the Consumer Protection Act, 1986, as amended. Our or as the case may be, the
Amalgamating Group business could be adversely affected by any change in laws, municipal plans or interpretation of
existing laws, or promulgation of new laws, rules and regulations.

For example:

• The Government of India has implemented a comprehensive national goods and services tax under the Goods and
Services Tax Act, 2017, as amended, (“GST”) regime with effect from July 1, 2017 that combines multiple taxes
and levies by the Central and State Governments into a unified tax structure. Given that the various rules and
regulations regarding the new regime continue to evolve, we or as the case may be, the Amalgamating Group
cannot assure you as to any further changes and their impact on our respective business and operations. Further,
the General Anti-Avoidance Rules (“GAAR”) became effective from April 1, 2017. The tax consequences of the
GAAR provisions being applied to an arrangement could result in the denial of tax benefits to an arrangement,
among other consequences. In the absence of any such precedents on the subject, the application of these provisions
is uncertain. If the GAAR provisions are made applicable to us or as the case may be, the Amalgamating Group, it
may have an adverse tax impact on us or as the case may be, the Amalgamating Group.

• The Finance Act, 2020 (the “Finance Act”) which came into effect on July 1, 2020, has made various amendments.
The Finance Act stipulates the sale, transfer and issue of securities through exchanges, depositories or otherwise to
55
be charged with stamp duty. The Finance Act has also clarified that, in the absence of a specific provision under an
agreement, the liability to pay stamp duty in case of sale of securities through stock exchanges will be on the buyer,
while in other cases of transfer for consideration through a depository, the onus will be on the transferor. The stamp
duty for transfer of securities other than debentures, on a delivery basis is specified at 0.015% and on a non-delivery
basis is specified at 0.003% of the consideration amount. Further, the Government of India has notified the Finance
Act, 2021 which has introduced various amendments to taxation laws in India.

• In order to boost the demand in the real-estate sector and to enable the real-estate developers to liquidate their
unsold inventory at a lower rate to home buyers, as part of the Finance Act, 2021, the safe harbor threshold under
Section 43CA of the IT Act has been increased from the existing 10% to 20%, subject to compliance with certain
conditions. If the Government reduces or withdraws tax benefits and other incentives we or as the case may be, the
Amalgamating Group presently enjoy, our or as the case may be, the Amalgamating Group’s business and results
of operations may be adversely affected. There are also various tax benefits under the IT Act which are available
to us and the purchasers of residential premises who incur loans from banks or other financial institutions. For
further details, see “Taxation” on page 227. In addition, some of these benefits and incentives which we or as the
case may be, the Amalgamating Group currently enjoy could also be limited to specific periods, and there can be
no assurance that we or as the case may be, the Amalgamating Group can continue to avail of these benefits and
incentives beyond the relevant expiration periods.

• Unfavourable changes in or interpretations of existing, or the promulgation of new, laws, rules and regulations
including foreign investment laws governing our or as the case may be, the Amalgamating Group’s business,
operations and group structure could result in us or as the case may be, the Amalgamating Group being deemed to
be in contravention of such laws and may require the application for additional approvals. We or as the case may
be, the Amalgamating Group may incur increased costs and other burdens relating to compliance with such new
requirements, which may also require significant management time and other resources, and any failure to comply
may adversely affect our respective business, prospects and results of operations. Uncertainty in the applicability,
interpretation or implementation of any amendment to, or change in, governing law, regulation or policy, including
by reason of an absence, or a limited body, of administrative or judicial precedent may be time consuming as well
as costly for us or as the case may be, the Amalgamating Group to resolve and may affect our respective business,
prospects and results of operations.

• changes in Special Economic Zone (SEZ) Regulations from time to time may impact both business and profitability
if there are any withdrawal of tax benefits both direct and indirect taxes

We or as the case may be, the Amalgamating Group have not determined the impact of these recent and proposed laws
and regulations on our respective business. Uncertainty in the applicability, interpretation or implementation of any
amendment to, or change in, governing law, regulation or policy in the relevant jurisdictions, including by reason of an
absence, or a limited body, of administrative or judicial precedent may be time consuming as well as costly to resolve
and may impact the viability of our or as the case may be, the Amalgamating Group’s current business or restrict our or
as the case may be, the Amalgamating Group’s ability to grow our respective business in the future. For instance, the
Supreme Court of India has in a decision clarified the components of basic wages which need to be considered by
companies while making provident fund payments, which resulted in an increase in the provident fund payments to be
made by companies. We or as the case may be, the Amalgamating Group may incur increased costs and other burdens
relating to compliance with such new requirements, which may also require significant management time and other
resources, and any failure to comply may adversely affect respective business, results of operations, cash flows and
prospects. Further, if we or as the case may be, the Amalgamating Group are affected, directly or indirectly, by the
application or interpretation of any provision of such laws and regulations or any related proceedings, or are required to
bear any costs in order to comply with such provisions or to defend such proceedings, our respective business and
financial performance may be adversely affected.

23. Our or as the case may be, the Amalgamating Group residential business is subject to extensive regulation by the
Government of India, state governments and local authorities , in particular RERA and any non-compliance of
the provisions of RERA or the applicable state specific legislations may have an adverse effect on our respective
business, results of operations and financial condition.

The real estate industry in India is heavily regulated by the Government of India, state governments and local authorities,
in particular the RERA. The RERA has been introduced to regulate the real estate industry and to ensure, among others,
56
imposition of certain responsibilities on real estate developers and accountability toward customers and protection of
their interest. The RERA has imposed certain obligations on real estate developers, including us and the Amalgamating
Group, such as mandatory registration of real estate projects, not issuing any advertisements or accepting advances unless
real estate projects are registered under RERA, maintenance of a separate account for 70 per cent. of the amounts
received from the buyers of such real estate project and restrictions on withdrawal of amounts from such accounts and
taking customer approval for major changes in sanction plan. In addition, we and the Amalgamating Group will have to
comply with state-specific rules and regulations which have been enacted by the relevant state government where our
ongoing projects may be located. Further, we or as the case may be, the Amalgamating Group may face challenges in
interpreting and complying with the provisions of the RERA due to limited jurisprudence on them. In the event our or
as the case may be, the Amalgamating Group’s interpretation of provisions of the RERA differs from, or contradicts
with, any judicial pronouncements or clarifications issued by the Government in the future, we or as the case may be,
the Amalgamating Group may face regulatory actions or may be required to undertake remedial steps.

There are also various land ceiling legislations that regulate the amount of land that can be held under single ownership.
Prior to the commencement of construction, we or as the case may be, the Amalgamating Group are required to obtain
clearance from pollution control boards, approvals from local airports and air force bases and state telecommunications
authorities (in connection to the height of the construction), fire services as well state police authorities. After obtaining
all such clearances and approvals, we or as the case may be, the Amalgamating Group are required to obtain planning
permission from the relevant municipal authorities. We or as the case may be, the Amalgamating Group may have to
revise our respective strategies and plans to be able to adapt to new laws, regulations or policies that may come into
effect from time to time with respect to the real estate sector and which may result in significant additional monetary
costs. Although we or as the case may be, the Amalgamating Group believe that our respective projects are in compliance
with applicable laws and regulations, there could be instances of non-compliance, which may subject us or as the case
may be, the Amalgamating Group to regulatory action in the future, including penalties, seizure of land and other legal
proceedings. The planning permission granted by local municipal authorities is usually subject to compliance with the
terms and conditions of all licenses and permits granted in connection with the project. Any non-compliance of the
provisions of RERA, or any other state-specific legislations may result in penalties (including fines or imprisonment)
and revocation of registrations of our ongoing projects, or may result in proceedings initiated against us or as the case
may be, the Amalgamating Group, which may have an adverse effect on our respective business, results of operations,
cash flows and financial condition. Further, due to the possibility of unanticipated regulatory developments, the amount
and timing of future expenditure to comply with these regulatory requirements may vary substantially from those
currently in effect.

24. Our or as the case may be, the Amalgamating Group’s business and results of operations could be adversely
affected by the incidence and rate of property taxes and stamp duties.

As a property owning and development company, we or as the case may be, the Amalgamating Group are subject to the
property tax regime in the relevant states. We or as the case may be, the Amalgamating Group are also subject to stamp
duty for the agreements entered into in respect of the properties being purchased or sold. These taxes could increase in
the future, and new types of property taxes, stamp duties may be introduced which would increase our or as the case
may be, the Amalgamating Group’s overall costs. If these property taxes and stamp duties increase, the cost of buying
and selling properties may rise. Additionally, if stamp duties or higher stamp duties were to be levied on instruments
evidencing transactions which we or as the case may be, the Amalgamating Group believe are currently subject to nil or
lesser duties, our respective acquisition costs and sale values may be affected, resulting in a reduction of our profitability.
Any such changes in the incidence or rates of property taxes or stamp duties could have an adverse effect on our or as
the case may be, the Amalgamating Group’s business and results of operations. In addition, any increase in property tax
or stamp duty could also adversely affect demand for our or as the case may be, the Amalgamating Group’s respective
projects.

25. The fund requirements mentioned in the Net Proceeds of the Issue have not been appraised by any bank or
financial institution and we have not entered into definitive agreements in relation to the objects for which the
Net Proceeds shall be utilised. If there are delays or cost overruns in utilisation of Net Proceeds, our business,
financial condition, cash flows and results of operations may be materially and adversely affected.

We intend to utilize the Net Proceeds of the Issue towards general corporate purposes, as set forth in “Use of Proceeds”
on page 74. The fund requirement mentioned as a part of the “Use of Proceeds” is based on internal management
estimates and has not been appraised by any bank or financial institution. This is based on current conditions and is
subject to change in light of changes in external circumstances, costs, other financial condition or business strategies. As
a consequence of any increased costs, our actual deployment of funds may be higher than our management estimates
and may cause an additional burden on our finance plans, as a result of which, our business, financial condition, results
of operation and cash flows could be materially and adversely impacted.

57
26. Compliance with, and changes in, environmental, health and safety and labor laws and regulations could
adversely affect the development of our or as the case may be, the Amalgamating Group projects and our
respective financial condition.

We or as the case may be, the Amalgamating Group are subject to environmental, health and safety regulations in the
ordinary course of our respective businesses. If we or as the case may be, the Amalgamating Group face any
environmental concerns during the development of a project or if the government introduces more stringent regulations,
our respective projects may face delays or incur additional expenses. We or as the case may be, the Amalgamating Group
are subject to various national and local laws and regulations relating to the protection of the environment that may
require a current or previous owner of a property to investigate and clean-up hazardous or toxic substances at a property.
Under these laws, owners and operators of property may be liable for the costs of removal or remediation of certain
hazardous substances or other regulated materials on or in such property. Such laws often impose such liability without
regard to whether the owner or operator knew of, or was responsible for, any environmental damage or pollution and the
presence of such substances or materials. The cost of investigation, remediation or removal of these substances may be
substantial. Environmental laws including regulations pertaining to coastal regulation zone activities may also impose
compliance obligations on owners and operators of real property with respect to the management of hazardous materials
and other regulated substances. Failure to comply with these laws can result in penalties or other sanctions.

Environmental reports that we or as the case may be, the Amalgamating Group may request a third party to prepare with
respect to any of our respective properties may not reveal (i) all environmental liabilities, (ii) that any prior owner or
operator of our properties did not create or comply any material environmental condition not known to us or (iii) that a
material environmental condition does not otherwise exist as to any one or more of our properties. There also exists the
risk that material environmental conditions, liabilities or compliance concerns may have arisen after the review was
completed or may arise in the future. Finally, future laws, ordinances or regulations and future interpretations of existing
laws, ordinances or regulations may impose additional material environmental liability. We or as the case may be, the
Amalgamating Group may be subject to liabilities or penalties relating to environmental matters, which could adversely
affect the development of our projects and our financial condition.

27. The relevant reports of the auditors of NAM Estates, Embassy East and Summit, each of which are members of
the Amalgamating Group, contain certain qualifications or matters of emphasis.

Each of the auditor’s reports relating to:

• the audited financial statements for the financial years 2019, 2020 and 2021 of NAM Estates; and
• the audited financial statements for the financial year 2021 of Embassy East (erstwhile Concord India Private
Limited), a member of the Amalgamating Group,

contains a qualification to indicate non-compliance with the requirements of section 185 of the Companies Act in respect
of interest free loan(s) and security provided to then parent company of these entities, EPDPL. Under section 185 of the
Companies Act, no company shall, directly or indirectly, provide any loan, or give any guarantee or provide any security
to a person in whom a director is interested without complying with the relevant requirements of the Companies Act.
The interest free loan(s) or as the case may be, the security provided to EPDPL, was not provided in compliance with
the relevant requirements of the Companies Act. The impact of these non-compliances has not been quantified by the
Amalgamating Group. During financial year 2021, NAM Estates filed an application seeking composition of the offence
under section 331 of the Companies Act for violation of section 185 of the Companies Act. The application was
successful, and the offence has been compounded to a fine, which the Amalgamating Group has fully paid.

The Summit Limited Reviewed Unaudited Standalone Financial Results contained an emphasis of matter pertaining to
an event of default notice served by certain compulsory convertible debentures (“CCDs”) holders (the “CCD Holders”)
to Summit, a member of the Amalgamating Group, during financial year 2021. Summit, EPDPL and CCD Holders have
entered into a securities purchase agreement (“SPA”) whereby EPDPL will purchase the CCDs for an agreed
consideration (the “Consideration”) and the event of default notice has since been suspended. According to the SPA,
the purchase of the CCD was initially scheduled to be completed by March 31, 2021 (the “Original Closing Date”), but
the Original Closing Date was subsequently extended to June 30, 2022. For more information, please see note 4 to the
Summit Limited Reviewed Unaudited Standalone Financial Results. Further, the Summit Limited Reviewed Unaudited
Standalone Financial Results have been prepared on a going concern basis notwithstanding the fact that Summit had a
negative net worth of ₹ 10,613.13 million as at December 31, 2021 and had incurred a net loss of ₹ 116.0 million during
the nine months ended December 31, 2021. Summit’s current liabilities exceeded its current assets by ₹ 13,121.3 million
as at December 31, 2021. The Summit Limited Reviewed Unaudited Standalone Financial Results had been prepared on
a going concern basis because of the financial support committed to Summit by its holding company, NAM Estates. For
more information, please see note 2.05 to the Summit Limited Reviewed Unaudited Standalone Financial Results.

Investors should consider the abovementioned matters when evaluating the financial position, cash flow, and results of
58
operation of the Amalgamating Group, which may in turn affect the financial position, cash flow and results of operation
of the Amalgamated Company.

28. Any failure to protect or enforce our or as the case may be, the Amalgamating Group’s rights to own or use
trademarks and brand names and identities could have an adverse effect on our respective business and
competitive position.

As of December 31, 2021, we have 38 registered trademarks, for the various names and logos of our projects, under
various classes registered with the registrar of trademarks and has pending trademark applications relating to names of
our projects. In addition, the Amalgamating Group may make trademark applications relating to the names of its projects
from time to time. Any failure to renew registration of our or as the case may the Amalgamating Group’s registered
trademarks may affect respective right to use them in future. If we or as the case may be, the Amalgamating Group are
unable to register our respective trademarks for various reasons including the inability to remove objections to the
relevant trademark applications, or if any of our or as the case may be, the Amalgamating Group’s unregistered
trademarks are registered in favor of or used by a third party, we or as the case may be, the Amalgamating Group may
not be able to claim registered ownership of such trademarks and consequently, we or as the case may be, the
Amalgamating Group may not be able to seek remedies for infringement of those trademarks by third parties other than
relief against passing off by other entities, causing damage to our respective business prospects, reputation and goodwill.
Further, our or as the case may be, the Amalgamating Group’s efforts to protect our respective intellectual property may
not be adequate and any third party claim on any of our or as the case may be, the Amalgamating Group’s unprotected
brands may lead to erosion of our respective business value and reputation, which could adversely affect our respective
operations. Third parties may also infringe or copy our or as the case may be, the Amalgamating Group’s registered
trademarks. We or as the case may be, the Amalgamating Group’s may not be able to detect any unauthorized use or
take appropriate and timely steps to enforce or protect our respective trademarks.

Further, if we or as the case may be, the Amalgamating Group do not maintain our respective brand names and identity,
which we or as the case may be, the Amalgamating Group believe is a principal factor that differentiates us or as the
case may be, the Amalgamating Group from our respective competitors, there can be no assurance that we will be able
to maintain our respective competitive edge. Failure to compete effectively may result in a loss of customers, which
would negatively affect our or as the case may be, the Amalgamating Group’s financial performance and profitability.
Moreover, our or as the case may be, the Amalgamating Group’s ability to protect, enforce or utilize our respective
brands is subject to risks, including general litigation risks.

Finally, while we or as the case may be, the Amalgamating Group take care to ensure compliance with the intellectual
property rights of others, there can be no assurance that we or as the case may be, the Amalgamating Group have not or
will not infringe any existing third-party intellectual property rights, which may force us or as the case may be, the
Amalgamating Group to alter our respective offerings. We or as the case may be, the Amalgamating Group may also be
susceptible to claims from third parties asserting infringement and other related claims.

The Amalgamating Group has obtained a right to use the “Embassy” trademark and logo from certain members of the
Embassy Group under a trademark usage agreement. This trademark and logo is an important asset of the Amalgamating
Group’s business. The trademark usage agreement may be terminated under the terms of the trade usage agreement,
including breach by the Amalgamating Group of certain terms therein. There can be no assurance that the Amalgamating
Group will continue to have the uninterrupted use and enjoyment of the “Embassy” trademark or logo. Loss of use of
the “Embassy” trademark or logo may adversely affect the Amalgamating Group’s reputation, and consequently, its
results of operations.

29. Some of our and the Amalgamating Group’s projects are in the preliminary stages of planning and require us or,
as the case may be, the Amalgamating Group to obtain approvals or permits, and we or as the case may be, the
Amalgamating Group may be are required to fulfil certain conditions precedent in respect of some of them. We
and the Amalgamating Group also do not currently have all requisite approvals to develop our or as the case may
be, the Amalgamating Group’s land bank. Any failure to obtain the necessary approvals in time or at all may
result in material delays in our or as the case may be, the Amalgamating Group’s ongoing and planned projects,
or prejudice our or as the case may be, the Amalgamating Group’s ability to develop our or as the case may be,
the Amalgamating Group’s land bank, which may prejudice our growth strategy and could have an adverse
impact on our or as the case may be, the Amalgamating Group’s results of operation and prospects.

As of December 31, 2021, we had five ongoing and five planned projects. As of the same date, the Amalgamating
Group’s assets comprise of 14 residential, commercial and mixed use development projects. Our or as the case may be,
the Amalgamating Group’s building plans in relation to some of the planned projects are yet to be finalized and approved.
Further, we or as the case may be, the Amalgamating Group may need some additional approvals to complete our
ongoing projects. To successfully execute each of these projects, we or the Amalgamating Group, as the case may be,
may be required to obtain statutory and regulatory approvals, and permits and applications need to be made at appropriate
stages of the projects with various government authorities. For example, we or the Amalgamating Group, as the case
59
may be, may be required to obtain the approval of building plans and layout plans, no-objection certificates for
construction of high-rise projects, environmental consents and fire safety clearances. In addition, we or the
Amalgamating Group, as the case may be, may be required to obtain a certificate of change of land use in respect of
lands designated for purposes other than real estate development. Further, we, or the Amalgamating Group, as the case
may be, may be required to renew certain of our existing approvals. There can be no assurance that the relevant
authorities will issue any such approvals or renewals in the anticipated time frames or at all. Consequently, there can be
no assurance that we, or as the case may be, the Amalgamating Group will be able to monetize land which we acquire
in a timely manner, or at all. Any delay or failure to obtain the required approvals or renewals in accordance with our,
or as the case may be, the Amalgamating Group’s plans may adversely affect our, or as the case may be, the
Amalgamating Group’s ability to implement our, or as the case may be, the Amalgamating Group’s ongoing and planned
projects, or to exploit the development potential of such land parcels to the fullest and adversely affect our, or as the case
may be, the Amalgamating Group’s business and prospects.

Further, there is a large part of our land bank for which we or as the case may be, the Amalgamating Group do not yet
have the requisite approvals to commence development. This part is not included in our or as the case may be, the
Amalgamating Group’s ongoing or planned projects, although we or as the case may be, the Amalgamating Group
envisage developing such land bank in the longer term. When we or as the case may be, the Amalgamating Group set
out to actually develop such land bank, we or as the case may be, the Amalgamating Group will need to seek approvals
and permissions from granting authorities at the relevant time, which may not be obtained in time or at all. Any failure
to obtain requisite approvals and permissions in time or at all, may result in our failure to develop our or as the case may
be, the Amalgamating Group’s land bank in accordance with our respective future long-term plans and exploit the
estimated development potential on such land parcels, which may prejudice our respective growth strategy and could
have an adverse effect on our business and prospects.

In addition, certain land parcels partly fall under eco-sensitive zones, green zones and forest zones, for which we or as
the case may be, the Amalgamating Group are required to obtain special permission to develop the said property, apart
from the non-agriculture land order. There can be no assurance that such permissions will be obtained in a timely manner
or at all.

In certain cases, land required for projects are allotted by state owned bodies, which requires completion of various
applicable processes and procedures. For instance, Summit, one of the subsidiaries of NAM Estates is awaiting allotment
of land parcels from KAIDB, the state-owned industrial development body, including a land parcel, for which full
compensation aggregating to ₹ 1,946.28 million has been paid by Summit. Any allotment delays, changes in terms and
conditions of allotment (including terms relating to completion, tenure, divestment or sale, change in shareholding,
leasing, sub-leasing, development potential, mortgage and financing), or non-allotment of land by KIADB, or any non-
compliance with the conditions of allotment by the allottee, can delay the development process of the planned project or
materially impact the business, results of operations, financial condition, and cash flows of NAM Estates and/or its
subsidiaries.

30. Increase in competition in the Indian real estate sector may adversely affect our or as the case may be, the
Amalgamating Group’s profitability.

Our or as the case may be, the Amalgamating Group’s business faces competition from both national and local property
developers with respect to factors such as location, facilities and supporting infrastructure, services and pricing.
Intensified competition between property developers may result in increased land prices, oversupply of properties, lower
real estate prices, and lower sales at our respective properties, all of which may adversely affect our respective business.
This may in turn lead to increased competition for location, services and customers, resulting in lower real estate prices
and lower sales of our or as the case may be, the Amalgamating Group’s properties. Moreover, there can be no assurance
that we or as the case may be, the Amalgamating Group will be able to compete successfully in the future against our
respective competitors or that increased competition will not have an adverse effect on our respective profitability. For
details in relation to our competition, see “Our Business – Competition” on page 154.

31. It is difficult to compare our or as the case may be, the Amalgamating Group’s performance between periods, as
our revenues and expenses fluctuate significantly from period to period.

We or as the case may be, the Amalgamating Group derive income from the sale of residential units and the sale or lease
of office and retail spaces we have developed. We or as the case may be, the Amalgamating Group recognize revenue
as per Ind AS 115 “Revenue from Contracts with Customers”, which is applicable since April 1, 2018. This standard
specifies the accounting for an individual contract and establishes a five-step model to account for revenue arising from
contracts with customers, which includes, the following judgments: satisfaction of performance obligations;
determination of transaction prices; transfer of control in contracts with customers; and estimation process based on
allocation of transaction price to performance obligation in contracts with customers. In accordance with Ind AS 115,
revenue is recognized upon determination of the satisfaction of performance obligations at a point in time and upon
transfer of control of promised products to customer in an amount that reflects the consideration which the company
60
expects to receive in exchange for those products. In applying the input method, we or as the case may be, the
Amalgamating Group estimate the cost to complete the projects in order to determine the amount of revenue to be
recognized. These estimates include the cost of providing infrastructure, approval cost, construction cost, cost of land
and development right and the cost of meeting other contractual obligations to the customers. The revenues and profit
recognized are potentially subject to adjustments in subsequent periods based on refinements in estimated costs of project
completion that could affect our future revenues and profit. In addition, our or as the case may be, the Amalgamating
Group’s revenues and costs may fluctuate significantly from period to period due to a combination of other factors
beyond our respective control, including completion of the project or receipt of approvals on completion from relevant
authorities in a particular period, volatility in expenses such as costs to acquire land or development rights and
construction costs. For instance, if we or as the case may be, the Amalgamating Group do not receive the occupation
certificate for a particular project during a quarter, we or as the case may be, the Amalgamating Group will not be able
to recognize revenues and corresponding expenses (which could also be significant) for such project during the quarter
and would instead recognize revenue during the quarter in which we or as the case may be, the Amalgamating Group
receive the occupation certificate.

In addition, our or as the case may be, the Amalgamating Group’s accounting policies for revenue recognition may differ
from the Amalgamating Group, and the Pro Forma Financial Information does not reflect the adjustment on account of
aligning the accounting policies followed between us and the Amalgamating Group (including revenue recognition
policies). For more information, please see “Risk Factor – Internal Risk Factor - The pro forma financial information
included in this Placement Document may not accurately reflect the historical of future financial condition, results of
operations and business of the Amalgamating Group.”

Therefore, we or as the case may be, the Amalgamating Group believe that period-to-period comparisons of our or as
the case may be, the Amalgamating Group’s results of operations may not be indicative of our future performance.

32. We or as the case may be, the Amalgamating Group may suffer uninsured losses or experience losses exceeding
our respective insurance limits. Consequently, we or as the case may be, the Amalgamating Group may have to
make payments to cover our respective uninsured losses, which could have an adverse effect on our respective
financial condition.

We or as the case may be, the Amalgamating Group typically insure all our projects to the extent of their respective full
costs of construction. Our or as the case may be, the Amalgamating Group’s real estate projects could suffer physical
damage from fire or other causes, resulting in losses, which may not be fully compensated by insurance. In addition,
there are certain types of losses, such as those due to earthquakes, floods, other natural disasters, terrorism or acts of
war, which may be uninsurable or are not insurable at a reasonable premium. We or as the case may be, the
Amalgamating Group may also be subject to claims resulting from defects. In addition, we or as the case may be, the
Amalgamating Group may be subject to claims arising from accidents at our respective construction sites. The proceeds
of any insurance claim with respect to insurance that either we or as the case may be, the Amalgamating Group or our
respective contractors have taken may be insufficient to cover the relevant expenses, including higher rebuilding costs
as a result of inflation, changes in building regulations, environmental issues and other factors. Should an uninsured loss
or a loss in excess of insured limits occur, we or as the case may be, the Amalgamating Group may lose the capital
invested in and the anticipated revenue from the affected property. We or as the case may be, the Amalgamating Group
could also remain liable for any debt or other financial obligation related to that property. There can be no assurance that
losses in excess of insurance proceeds will not occur in the future.

In addition, any payments we or as the case may be, the Amalgamating Group may make to cover any uninsured loss
may have an adverse effect on our respective business, financial condition and results of operations. If we or as the case
may be, the Amalgamating Group suffer any losses, damages and liabilities in the course of our respective operations
and real estate development, we or as the case may be, the Amalgamating Group may not have sufficient insurance or
funds to cover any such losses. In addition, any payment we or as the case may be, the Amalgamating Group may make
to cover any uninsured losses, damages or liabilities could have an adverse effect on our respective business, financial
condition and results of operations. Further, we or as the case may be, the Amalgamating Group may not carry insurance
coverage for all our respective projects. We or as the case may be, the Amalgamating Group may have to bear additional
costs associated with any damage in respect of these uninsured projects or uninsured events.

33. Our or as the case may be, the Amalgamating Group success depends in large part upon our respective qualified
personnel, including our respective senior management, directors and key personnel and our ability to attract
and retain them when necessary.

Our or as the case may be, the Amalgamating Group operations are dependent on our respective ability to attract and
retain qualified personnel. While we or as the case may be, the Amalgamating Group believe that we or as the case may
be, the Amalgamating Group currently have adequate qualified personnel, we or as the case may be, the Amalgamating
Group may not be able to continuously attract or retain such personnel, or retain them on acceptable terms, given the
demand for such personnel. The loss of the services of such qualified personnel may adversely affect our or as the case
61
may be, the Amalgamating Group’s business, results of operations and financial condition. We or as the case may be,
the Amalgamating Group may require a long period of time to hire and train replacement personnel when qualified
personnel terminate their employment with our Company. We or as the case may be, the Amalgamating Group may also
be required to increase our levels of employee compensation more rapidly than in the past to remain competitive in
attracting the qualified employees that our respective business requires.

Further, our or as the case may be, the Amalgamating Group’s senior management team is integral to the success of our
respective business. However, there can be no assurance that we or as the case may be, the Amalgamating Group will
be able to retain any or all of our respective management team or successfully find and recruit qualified personnel to
replace any members of our respective senior management team who may leave in the future. Any loss of our or as the
case may be, the Amalgamating Group’s senior management or key personnel or failure to recruit further senior
managers or other key personnel could impede future growth by impairing our respective day-to-day operations and
hindering our respective development of ongoing and planned projects and our respective ability to develop, maintain
and expand customer relationships. Additionally, any leadership transition that results from the departure of any
members of our or as the case may be, the Amalgamating Group’s senior management team and the integration of new
personnel may be difficult to manage and may cause operational and administrative inefficiencies, decreased
productivity amongst our employees and loss of personnel with deep institutional knowledge, which could result in
significant disruptions to our operations. We or as the case may be, the Amalgamating Group will be required to
successfully integrate new personnel with the relevant existing teams in order to achieve the relevant operating objectives
and changes in our or as the case may be, the Amalgamating Group’s senior management team may affect our respective
results of operations as new personnel become familiar with our respective business.

34. Our or as the case may be, the Amalgamating Group’s business is capital intensive and is significantly dependent
on the availability of real estate financing in India. Difficult conditions in the global capital markets and the global
economy generally may adversely affect our or as the case may be, the Amalgamating Group’s business and
results of operations and may cause us or as the case may be, the Amalgamating Group to experience limited
availability of funds. There can be no assurance that we or as the case may be, the Amalgamating Group will be
able to raise sufficient financing on acceptable terms, or at all.

Our or as the case may be, the Amalgamating Group’s business is capital intensive, requiring substantial capital to
develop and market our respective ongoing and planned projects. The actual amount and timing of our or as the case
may be, the Amalgamating Group’s future capital requirements may also differ from estimates as a result of, among
other things, unforeseen delays or cost overruns in developing our respective projects, changes in business plans due to
prevailing economic conditions, unanticipated expenses, regulatory changes, and engineering design changes. To the
extent our or as the case may be, the Amalgamating Group’s planned expenditure requirements exceed our respective
available resources, we or as the case may be, the Amalgamating Group will be required to seek additional debt or equity
financing. Additional debt financing, if available, could increase our or as the case may be, the Amalgamating Group’s
interest cost and require us to comply with additional restrictive covenants in our respective financing agreements. In
addition, the Indian regulations on foreign investment in housing, built-up infrastructure and construction and
development projects impose significant restrictions on us or as the case may be, the Amalgamating Group, including
the types of financing activities we or as the case may be, the Amalgamating Group’s may engage in.

As of December 31, 2021, our total sales aggregated to ₹ 118,873.6 million. In relation to these sales, Indiabulls Housing
Finance Limited provided funding aggregating to ₹ 16,655.1 million (14.0% of our total sales) to purchasers of these
units. There can be no assurance Indiabulls Housing Finance Limited will continue to provide funding to purchasers of
our units on acceptable terms, or at all. Our ability to obtain additional financing on favorable commercial terms, if at
all, will depend on a number of factors, including:

• our results of operations and cash flows;

• the amount and terms of our existing indebtedness;

• general market conditions in the markets where we operate; and

• general condition of the debt and equity markets in India.

In addition, changes in the global and Indian credit and financial markets may affect the availability of credit to our
respective customers and decrease in demand for our respective development. Our or as the case may be, the
Amalgamating Group’s inability to obtain funding on reasonable terms, or at all, could affect our respective ability to
develop our respective ongoing and planned projects and would have an adverse effect on our respective business and
results of operations.

35. Any downgrade in our credit rating could adversely affect our business.
62
We have been awarded with a financial rating of IVR AA- (long term) and IVRA1+ (short term) by Infomerics Ratings,
BWR AA – (long term) by Brickwork Ratings and CARE A+ (long term) by CARE ratings. Our credit ratings reflect,
among other things, the rating agencies’ opinion of our financial strength, operating performance, strategic position, and
ability to meet our obligations. Our inability to obtain such credit ratings in a timely manner or any non-availability of
credit ratings, or poor ratings, or any downgrade in our ratings may increase borrowing costs and constrain our access
to capital and lending markets and, as a result, could adversely affect our business and results of operations. In addition,
non-availability of credit ratings could increase the possibility of additional terms and conditions being added to any
new or replacement financing arrangements.

36. We or as the case may be, the Amalgamating Group depend significantly on our residential development business,
the success of which is dependent on our ability to anticipate and respond to consumer requirements.

As of December 31, 2021, 92.9% of our Developable Area in ongoing and planned projects comprise residential projects.
As of December 31, 2021, 17.6% of the Amalgamating Group’s Developable Area in ongoing and planned projects
comprise residential projects. We categorize our residential developments into mid-income and premium and luxury
housing. Our sales for financial year 2021 and the nine months ended December 31, 2021 was ₹ 14,883.4 million and ₹
7,531.3 million, respectively. Our gross collections for the financial year 2021 and the nine months ended December 31,
2021 were ₹ 19,336.0 million and ₹ 7,815.0 million, respectively. The Amalgamating Group’s sales for financial year
2021 and the nine months ended December 31, 2021 was ₹ 4,417 million and ₹ 3,033 million, respectively. The
Amalgamating Group’s gross collections for the financial year 2021 and the nine months ended December 31, 2021
were ₹ 2,487.2 million and ₹ 2,578.0 million, respectively. We or as the case may be, the Amalgamating Group rely on
our ability to understand the preferences of our customers in each of these segments and to accordingly develop projects
that suit their tastes and preferences. The growing disposable income of India’s middle and upper classes has led to a
change in lifestyle resulting in substantial changes in the nature of their demands. As customers continue to seek better
housing amenities as part of their residential needs, we or as the case may be, the Amalgamating Group plan to continue
our focus on the development of quality residential accommodation with various amenities. Our or as the case may be,
the Amalgamating Group’s inability to provide customers with quality construction or failure to continually anticipate
and respond to customer needs may affect our respective business and prospects and could lead to the loss of significant
business to our respective competitors.

37. A significant portion of our or as the case may be, the Amalgamating Group’s working capital needs are funded
by presales. Any cancellation of sales or change in the laws or regulations governing the use of presales may affect
our working capital and financial position.

We or as the case may be, the Amalgamating Group typically focus on selling sizeable percentage of units within one
year from the launch of a project as well as prior to the receipt of the occupation certificate. Conducting presales, meaning
sales done during launch and construction of a project, have allowed us or as the case may be, the Amalgamating Group
to benefit from installment payments from our customers, which can be used as working capital and thereby allowing us
or as the case may be, the Amalgamating Group to maintain healthy levels of working capital and to reduce our respective
debt servicing costs. However, there can be no assurance that we or as the case may be, the Amalgamating Group will
be able to achieve sizeable percentage of presales in future. Any decrease in our or as the case may be, the Amalgamating
Group presales may cause our respective working capital needs to increase. While we or as the case may be, the
Amalgamating Group aim to sell over 80% of the Saleable Area of a project during the construction phase, there can be
no assurance that we or as the case may be, the Amalgamating Group will be able to meet such target with respect to all
our respective projects. In addition, our or as the case may be, the Amalgamating Group’s ability to use such presales to
meet our respective working capital needs may be affected by laws or regulations, or changes in the Government’s
interpretation or implementation thereof. We or as the case may be, the Amalgamating Group may be unable to timely
find alternative sources of working capital, which could have adverse effect on our respective financial positions.

38. We or as the case may be, the Amalgamating Group enter into certain related party transactions in the ordinary
course of our respective business and we or as the case may be, the Amalgamating Group cannot assure you that
such transactions will not have an adverse effect on our respective results of operation and financial condition.

We or as the case may be, the Amalgamating Group have entered into transactions with related parties in the past and
are likely to do so in the future. There can be no assurance that we or as the case may be, the Amalgamating Group could
not achieve more favorable terms if such transactions were not entered into with related parties. There can be no
assurance that such transactions, individually or in the aggregate, will not have an adverse effect on our or as the case
may be, the Amalgamating Group’s results of operations and financial condition.

Our or as the case may be, the Amalgamating Group’s ability to pay our respective obligations may depend on our
respective Subsidiaries and affiliates repaying the loans and advances which have been made to them on demand. Our
or as the case may be, the Amalgamating Group’s Subsidiaries and affiliates’ ability to make repayments will depend
on their operating results and will be subject to applicable laws and contractual restrictions. Further, our or as the case
may be, the Amalgamating Group’s ability to pay our respective obligations may be adversely affected by the
63
performance of these subsidiaries and affiliates. Our Company has given inter-corporate loans and corporate guarantees
of ₹ 28,793.3 million and ₹ 6,849.1 million, respectively, to related parties as of March 31, 2021, where all such loans
are unsecured. Some of our Subsidiaries to whom we have given such loans or for whose benefit we have provided
guarantees may incur losses which may in turn affect their ability to repay loans. For more information on the related
party transactions of the Amalgamating Group, see note 42 to the NAM Estates Audited Standalone Financial Statements
beginning on page F-506. There is no assurance that any failure or delay by our Company’s subsidiaries or affiliates to
repay such loans and advances to it will not result in an adverse effect on our or as the case may be, the Amalgamating
Group’s results of operation and financial condition.

39. Our Directors and Senior Management Personnel have interests in us other than the reimbursement of expenses
incurred and normal remuneration and benefits.

Our Directors and Senior Managerial Personnel may be deemed to be interested to the extent of Equity Shares held by
them, directly or indirectly, in our Company and its Subsidiaries, as well as to the extent of any dividends, bonuses or
other distributions on such shareholding. Additionally, some of our Directors and Senior Managerial Personnel may also
be regarded as interested to the extent of employee stock options and stock appreciation rights granted by our Company

We cannot assure you that the interests of our Directors and our Senior Managerial Personnel, if they are also our
shareholders, will not conflict with your interests or the interests of the other shareholders of our Company. For details,
see “Board of Directors and Senior Management Personnel” on page 184.

40. Our or as the case may be, the Amalgamating Group’s operations and workforce are exposed to various natural
disasters, hazards and risks that could result in material liabilities, increased expenses and diminished revenues.

We or as the case may be, the Amalgamating Group conduct various site studies prior to the acquisition of any area of
land and its construction and development. However, there are certain unanticipated or unforeseen risks that may arise
in the course of property development due to adverse weather and geological conditions such as storms, hurricanes,
lightning, floods, landslides and earthquakes. In particular, the MMR is prone to natural disasters and seismic activity
and could suffer significant damage should an earthquake occur.

Additionally, operations at construction sites are subject to hazards inherent in providing architectural and construction
services, such as the risk of equipment failure, work accidents, fire or explosion. Many of these hazards can cause injury
and loss of life, severe damage to and destruction of property and equipment and environmental damage. Occurrence of
any such events could adversely effect on our business and reputation. Certain employees of our sub-contractors have
suffered injuries and loss of life at our projects sites in the last three years. There can be no assurance that we, or as the
case may be, the Amalgamating Group will not bear any liability as a result of these hazards.

41. We have referred to the data derived from the industry report commissioned from Anarock Property Consultants
Private Limited.

We have commissioned the services of an independent third party research agency, Anarock Property Consultants
Private Limited and have relied on the report titled “Real Estate Industry Report” dated April 4, 2022 for industry related
data in this Placement Document. This report uses certain methodologies for market sizing and forecasting. Industry
sources and publications are also prepared based on information as of specific dates and may no longer be current or
reflect current trends. Industry sources and publications may also base their information on estimates, projections,
forecasts and assumptions that may prove to be incorrect. While industry sources take due care and caution while
preparing their reports, they do not guarantee the accuracy, adequacy or completeness of the data. Accordingly, investors
should not place undue reliance on, or base their investment decision solely on this information.

42. Any failure in our or as the case may be, the Amalgamating Group’s information technology systems could
adversely affect our or as the case may be, the Amalgamating Group’s business.

We or as the case may be, the Amalgamating Group use information and communication technologies for the execution
and management of our projects. Any delay in implementation or disruption of the functioning of our or as the case may
be, the Amalgamating Group’s information technology systems could affect our respective ability to assess the progress
of our respective projects, process financial information, manage creditors or debtors or engage in normal business
activities including online sales. Any such disruption could have an adverse effect on our or as the case may be, the
Amalgamating Group’s business.

43. Corrupt practices or fraud or improper conduct may delay the development of a project and adversely affect our
or as the case may be, the Amalgamating Group’s business and results of operations.

The real estate development and construction industries in India and elsewhere are not immune to the risks of corrupt
practices or fraud or improper practices. Large construction projects in all parts of the world provide opportunities for

64
corruption, fraud or improper conduct, including bribery, deliberate poor workmanship, theft or embezzlement by
employees, contractors or customers or the deliberate supply of low quality materials. If we or as the case may be, the
Amalgamating Group or any other persons involved in any of the projects are the victim of or involved in any such
practices, our respective reputation or ability to complete the relevant projects as contemplated may be disrupted, thereby
adversely affecting our respective business and results of operations.

44. The Promoters of NAM Estates will have the ability to exercise certain control over the Amalgamated Company,
which will allow them to influence the outcome of matters submitted for approval of our or as the case may be,
the Amalgamating Group’s shareholders.

Upon the completion of the amalgamation of NAM Estates with our Company, promoters of NAM Estates (the
“Incoming Promoters”) will become promoters of Amalgamated Company and will have the ability to exercise control
over the affairs of the Amalgamated Company. There can be no assurance that the Incoming Promoters will not have
conflicts of interest with each other, with other shareholders or with our Company. Any such conflict may adversely
affect our ability to execute our business strategy or to operate our business.

45. We have not been able to obtain certain records of the educational qualifications of a Director and have relied on
declarations and undertakings furnished by such individual for details of her profile included in this Placement
Document.

Our director, Justice Gyan Sudha Misra (Retd.) (Independent Director), erstwhile justice of the Supreme Court of India,
erstwhile Chief Justice of the Jharkhand High Court and erstwhile justice of such High Court, has been unable to trace
documents pertaining to her educational qualifications. Accordingly, our Company and the BRLMs have placed reliance
on the declarations and undertakings furnished by her and information disclosed on the websites of the Supreme Court
of India and such High Court to disclose details of her educational qualifications as part of this PPD. There can be no
assurance that our Director, Justice Gyan Sudha Misra (Retd.), will be able to trace documents pertaining to her
educational qualifications in the future or at all.

External Risk Factors

Risks Related to India

46. Our business and that of the Amalgamating Group is substantially affected by prevailing economic, political and
other prevailing conditions in India.

The Indian economy and capital markets are influenced by economic, political and market conditions in India and
globally, including adverse geopolitical conditions. We and the Amalgamating Group are incorporated in and
substantially all our and the Amalgamating Group’s operations are located in India. As a result, we and the
Amalgamating Group are highly dependent on prevailing economic conditions in India and our results of operations are
significantly affected by factors influencing the Indian economy. Factors that may adversely affect the Indian economy,
and hence our and the Amalgamating Group’s results of operations, may include:

• any increase in Indian interest rates or inflation;


• any exchange rate fluctuations;
• any scarcity of credit or other financing in India, resulting in an adverse impact on economic conditions in
India and scarcity of financing for our expansions;
• prevailing income conditions among Indian consumers and Indian corporates;
• volatility in, and actual or perceived trends in trading activity on, India’s principal stock exchanges;
• changes in India’s tax, trade, fiscal or monetary policies;
• political instability, terrorism or military conflict in India or in countries in the region or globally, including
in India’s various neighboring countries;
• occurrence of natural or man-made disasters;
• outbreak of an infectious disease such as COVID-19;
• prevailing regional or global economic conditions, including in India’s principal export markets;
• any downgrading of India’s debt rating by a domestic or international rating agency;
• financial instability in financial markets; and
• other significant regulatory or economic developments in or affecting India or its construction sector.

Moreover, a fall in the purchasing power of our customers, for any reason whatsoever, including rising consumer
65
inflation, availability of financing to our customers, changing governmental policies and a slowdown in economic growth
may have an adverse effect on our customers’ income, savings and could in turn negatively affect their demand for our
or as the case may be, the Amalgamating Group’s products. For example, in 2016, the Reserve Bank of India and the
Ministry of Finance of the Government of India introduced demonetization policies, leading to a short-term decrease in
liquidity of cash in India, which had in turn negatively affected consumer spending. Although there have been minimal
short-term effects on our or as the case may be, the Amalgamating Group’s day-to-day business, the medium-term and
long-term effects of demonetization on our respective business are uncertain and the effect thereof on our respective
business, results of operations, financial condition and prospects cannot be accurately predicted.

In addition, any slowdown or perceived slowdown in the Indian economy, or in specific sectors of the Indian economy,
could adversely affect our or as the case may be, the Amalgamating Group’s business, results of operations and financial
condition and the price of the Equity Shares.

47. Land is subject to compulsory acquisition by the government and compensation in lieu of such acquisition may
be inadequate.

The right to own property in India is subject to restrictions that may be imposed by the Government from time to time.
In particular, the Government under the provisions of the Right to Fair Compensation and Transparency in Land
Acquisition, Rehabilitation and Resettlement Act, 2013 (the “Land Acquisition Act”) has the right to compulsorily
acquire any land if such acquisition is for a “public purpose,” after providing compensation to the owner. However, the
compensation paid pursuant to such acquisition may not be adequate to compensate the owner for the loss of such
property. The likelihood of such acquisitions may increase as central and state governments seek to acquire land for the
development of infrastructure projects such as roads, railways, airports and townships. Additionally, we or as the case
may be, the Amalgamating Group may face difficulties in interpreting and complying with the provisions of the Land
Acquisition Act due to limited jurisprudence on them or if our interpretation differs from or contradicts any judicial
pronouncements or clarifications issued by the government. In the future, we or as the case may be, the Amalgamating
Group may face regulatory actions or may be required to undertake remedial steps. Any such action in respect of any of
the projects in which we or as the case may be, the Amalgamating Group are investing or may invest in the future may
adversely affect our respective business, financial condition or results of operations.

48. We or as the case may be, the Amalgamating Group may be subject to certain State land ceiling laws which
restrict our ability to purchase land for development.

Certain states in India have imposed certain statutory restrictions on the maximum land area that may be held by any
one legal entity in the said state. In the event that we or as the case may be, the Amalgamating Group decide to expand
our respective business operations into such states where these laws are applicable, we or as the case may be, the
Amalgamating Group will have to comply with these laws. Further, if a court of competent jurisdiction adjudicates that
we or as the case may be, the Amalgamating Group are in violation of applicable land ceiling laws, our respective
property rights, including those held through our respective Subsidiaries may be compulsorily acquired by the concerned
State government, which may have a material adverse effect on our respective business, financial condition and future
plans.

49. The real estate industry in India has witnessed significant downturns in the past, and any significant downturn
in the future could adversely affect our or as the case may be, the Amalgamating Group’s business, financial
condition and results of operations.

Economic developments within and outside India adversely affected the property market in India and our or as the case
may be, the Amalgamating Group’s overall business in the recent past. The global credit markets have experienced, and
may continue to experience, significant volatility and may continue to have an adverse effect on the availability of credit
and the confidence of the financial markets, globally as well as in India. As a result of the global downturn, the real
estate industry also experienced a downturn. It resulted in an industry-wide softening of demand for property due to a
lack of consumer confidence, decreased affordability, decreased availability of mortgage financing, and resulted in large
supplies of apartments. Even though the global credit and the Indian real estate markets have shown signs of recovery,
market volatility and economic turmoil may continue to exacerbate industry conditions or have other unforeseen
consequences, leading to uncertainty about future conditions in the real estate industry. These effects include, but are
not limited to, a decrease in the sale of, or market rates for, our or as the case may be, the Amalgamating Group’s
projects, delays in the release of certain of our or as the case may be, the Amalgamating Group’s projects in order to
take advantage of future periods of more robust real estate demand and the inability of our or as the case may be, the
Amalgamating Group’s contractors to obtain working capital. There can be no assurance that the government's responses
to the disruptions in the financial markets will restore consumer confidence, stabilize the real estate market or increase
liquidity and availability of credit. Any significant downturn in future would have an adverse effect on our or as the case
may be, the Amalgamating Group’s business, financial condition and results of operations.

50. Property litigation is common in India and may be prolonged over several years.
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Property litigation particularly litigation with respect to land ownership is common in India (including public interest
litigation) and is generally time consuming and involves considerable costs. If any property in which we or as the case
may be, the Amalgamating Group have invested is subject to any litigation or is subjected to any litigation in future, it
could delay a development project and/or have an adverse impact, financial or otherwise, on us or as the case may be,
the Amalgamating Group.

51. Investors may not be able to enforce a judgement of a foreign court against us.

We are incorporated under the laws of India. Our assets are primarily located in India and a majority of our Board of
Directors and Senior Management Personnel are residents of India. As a result, it may not be possible for investors to
effect service of process upon us or such persons in jurisdictions outside India, or to enforce against them judgments
obtained in courts outside India. Moreover, it is unlikely that a court in India would award damages on the same basis
as a foreign court if an action were brought in India or that an Indian court would enforce foreign judgments if it viewed
the amount of damages as excessive or inconsistent with Indian public policy.

52. Restrictions on foreign direct investments (“FDI”) and external commercial borrowings in the real estate sector
may hamper our ability to raise additional capital. Further, foreign investors are subject to certain restrictions
on transfer of shares.

While the Government has permitted FDI of up to 100% without prior regulatory approval in the development of
townships and in the construction of residential or commercial premises, industrial parks, roads or bridges, hotels, resorts,
hospitals, educational institutions, recreational facilities, city and regional level infrastructure, and townships, it has
issued a notification and imposed certain restrictions or conditionality on such investments pursuant to Press Notes,
circulars and regulations (including FEMA Rules) issued by the DPIIT or the RBI or the Ministry of Finance,
Government of India, from time to time, as the case may be (collectively, the “FEMA Norms”).

In accordance with the FEMA Rules, participation by non-residents in the Issue is restricted to participation by (i) FPIs
under Schedule II of the FEMA Rules, in the Issue subject to limit of the individual holding of an FPI below 10% of the
post- Issue paid-up capital of our Company and the aggregate limit for FPI investment currently not exceeding 100%
(sectoral limit); and (ii) eligible NRIs under Schedule III and Schedule IV of the FEMA Rules. Further, other non-
residents such as FVCIs and multilateral and bilateral development financial institutions are not permitted to participate
in the Issue. As per the existing policy of the Government, OCBs cannot participate in this Issue. For more information
on bids by FPIs, see “Issue Procedure” on page 196.

Further, under FEMA, transfers of shares between non-residents and residents are freely permitted, subject to certain
restrictions, if they comply with the pricing guidelines and reporting requirements specified under the FEMA Norms. If
the transfer of shares is not in compliance with such pricing guidelines or reporting requirements, prior regulatory
approval of the RBI will be required. There can be no assurance that any required approval from the RBI or any other
government agencies will be obtained on favorable terms, or at all.

Further, under current external commercial borrowing guidelines prescribed by the RBI, companies are required to abide
by restrictions including minimum maturity, permitted and non-permitted end-uses, maximum all-in-cost ceiling. Our
or as the case may be, the Amalgamating Group inability to raise additional capital as a result of these and other
restrictions could adversely affect our respective businesses and prospects.

53. Investors can be subject to Indian taxes arising out of capital gains on the sale of the Equity Shares or dividend
paid thereon.

Under current Indian tax laws, unless specifically exempted, capital gains arising from the sale of Equity Shares in an
Indian company are generally taxable in India. However, any gain realized on the sale of listed equity shares on or before
March 31, 2018 on a stock exchange held for more than 12 months will not be subject to long term capital gains tax in
India if securities transaction tax (“STT”) is paid on the sale transaction and additionally, as stipulated by the Finance
Act, 2017, STT had been paid at the time of acquisition of such equity shares on or after October 1, 2004, except in the
case of such acquisitions of equity shares which are not subject to STT, as notified by the Central Government under
notification no. 43/2017/F. No. 370142/09/2017-TPL on June 5, 2017. However, the Finance Act, 2018 levies taxes on
such long term capital gains exceeding ₹ 100,000 arising from sale of Equity Shares on or after April 1, 2018, while
continuing to exempt the unrealized capital gains earned up to January 31, 2018 on such Equity Shares. Accordingly, an
investor may be subject to payment of long term capital gains tax in India, in addition to payment of STT, on the sale of
any Equity Shares held for more than 12 months. STT will be levied on and collected by a domestic stock exchange on
which the Equity Shares are sold.

The Finance Act, 2020 has, amongst others things, provided a number of amendments to the direct and indirect tax
regime, including a simplified alternate direct tax regime and that dividend distribution tax (“DDT”) will not be payable
in respect of dividends declared, distributed or paid by a domestic company after March 31, 2020, and accordingly, such
67
dividends would not be exempt in the hands of the shareholders, both resident as well as non-resident and are likely be
subject to tax deduction at source. We may or may not grant the benefit of a tax treaty (where applicable) to a non-
resident shareholder for the purposes of deducting tax at source from such dividend. Investors should consult their own
tax advisors about the consequences of investing or trading in the Equity Shares.

Further, any gain realized on the sale of listed equity shares held for a period of 12 months or less will be subject to short
term capital gains tax in India. Capital gains arising from the sale of the Equity Shares will be exempt from taxation in
India in cases where the exemption from taxation in India is provided under a treaty between India and the country of
which the seller is resident. Generally, Indian tax treaties do not limit India’s ability to impose tax on capital gains. As a
result, residents of other countries may be liable for tax in India as well as in their own jurisdiction on a gain upon the
sale of the Equity Shares.

The Government of India has announced the union budget for financial year 2023 and there is no certainty on the impact
that the new union budget may have on our business and operations or on the industry in which we operate. Further, we
or as the case may be, the Amalgamating Group cannot predict whether any tax laws or other regulations impacting us
will be enacted, or predict the nature and impact of any such laws or regulations or whether, if at all, any laws or
regulations would have a material adverse effect our or as the case may be, the Amalgamating Group’s business, results
of operations and financial condition.

54. Rights of shareholders under Indian laws may be more limited than under the laws of other jurisdictions.

Indian legal principles related to corporate procedures, directors’ fiduciary duties and liabilities, and shareholders’ rights
may differ from those that would apply to a company in another jurisdiction. Shareholders’ rights including in relation
to class actions, under Indian law may not be as extensive as shareholders’ rights under the laws of other countries or
jurisdictions. Investors may have more difficulty in asserting their rights as shareholder in an Indian company than as
shareholder of a corporation in another jurisdiction.

55. We or as the case may be, the Amalgamating Group may be affected by competition law in India and any adverse
application or interpretation of the Competition Act could in turn adversely affect our respective business.

The Competition Act was enacted for the purpose of preventing practices that have or are likely to have an adverse effect
on competition in India and has mandated the CCI to regulate such practices. Under the Competition Act, any
arrangement, understanding or action, whether formal or informal, which causes or is likely to cause an appreciable
adverse effect on competition is void and attracts substantial penalties.

Further, any agreement among competitors which, directly or indirectly, involves determination of purchase or sale
prices, limits or controls production, or shares the market by way of geographical area or number of subscribers in the
relevant market is presumed to have an appreciable adverse effect in the relevant market in India and shall be void. The
Competition Act also prohibits abuse of a dominant position by any enterprise. On March 4, 2011, the Central
Government notified and brought into force the combination regulation (merger control) provisions under the
Competition Act with effect from June 1, 2011. These provisions require acquisitions of shares, voting rights, assets or
control or mergers or amalgamations that cross the prescribed asset and turnover based thresholds to be mandatorily
notified to, and pre-approved by, the CCI. Additionally, on May 11, 2011, the CCI issued the Competition Commission
of India (Procedure for Transaction of Business Relating to Combinations) Regulations, 2011, as amended, which sets
out the mechanism for implementation of the merger control regime in India. The Competition Act aims to, among other
things, prohibit all agreements and transactions which may have an appreciable adverse effect in India. Consequently,
all agreements entered into by us could be within the purview of the Competition Act. Further, the CCI has extra-
territorial powers and can investigate any agreements, abusive conduct or combination occurring outside of India if such
agreement, conduct or combination has an appreciable adverse effect in India. However, the impact of the provisions of
the Competition Act on the agreements entered into by us cannot be predicted with certainty at this stage. We or as the
case may be, the Amalgamating Group do not have any outstanding notices in relation to non-compliance with the
Competition Act or the agreements entered into by us.

However, if we or as the case may be, the Amalgamating Group are affected, directly or indirectly, by the application or
interpretation of any provision of the Competition Act, or any enforcement proceedings initiated by the CCI, or any
adverse publicity that may be generated due to scrutiny or prosecution by the CCI or if any prohibition or substantial
penalties are levied under the Competition Act, it would adversely affect our or as the case may be, the Amalgamating
Group’s business.

56. Significant differences exist between Ind AS used to prepare our and the Amalgamating Group’s financial
information and other accounting principles, such as IFRS and U.S. GAAP, with which investors may be more
familiar.

Our financial statements and those of the Amalgamating Group included in this Placement Document are prepared and
68
presented in conformity with Ind AS. Ind AS differ in certain respects from U.S. GAAP, IFRS and other accounting
principles and standards. We or as the case may be, the Amalgamating Group have not attempted to quantify the impact
of U.S. GAAP or IFRS on the financial information included in this Placement Document nor do we provide for a
reconciliation of the financial information included in this Placement Document to those of U.S. GAAP or IFRS.
Accordingly, the degree to which financial information included in this Placement Document will provide meaningful
information is entirely dependent on investor’s familiarity with Indian accounting principles. Any reliance by persons
not familiar with Indian accounting practices on the financial disclosures presented in this Placement Document should
accordingly be limited.

Risks Related to the Equity Shares and the Issue

57. Investors will be subject to market risks until the Equity Shares credited to the investor’s demat account are
listed and permitted to trade.

Investors can start trading the Equity Shares allotted to them only after they have been credited to an investor’s demat
account, are listed and permitted to trade. Since the Equity Shares are currently traded on the BSE and the NSE, investors
will be subject to market risk from the date they pay for the Equity Shares to the date when trading approval is granted
for the same. Further, there can be no assurance that the Equity Shares allocated to an investor will be credited to the
investor’s demat account in a timely manner or that trading in the Equity Shares will commence in a timely manner.

58. Conditions in the Indian securities market may affect the price or liquidity of the Equity Shares.

The Indian securities markets are smaller and more volatile than securities markets in more developed economies. The
Indian stock exchanges have in the past experienced substantial fluctuations in the prices of listed securities. The
governing bodies of the Indian stock exchanges have from time to time imposed restrictions on trading in certain
securities, limitations on price movements and margin requirements. The market price of the Equity Shares may decline
or fluctuate significantly due to a number of factors, some of which may be beyond our control, including:

• developments with respect to the spread or worsening of the COVID-19 pandemic;


• the impact of COVID-19 on our business operations and our ability to be able to service customers, and the
consequential impact on our operating results;
• actual or anticipated fluctuations in our operating results;
• announcements about our earnings that are not in line with analyst expectations;
• the public’s reaction to our press releases, other public announcements and filings with the regulator;
• significant liability claims, complaints from our customers, shortages or interruptions in the availability of
raw materials, or reports of incidents of tampering of raw materials;
• changes in senior management or key personnel;
• macroeconomic conditions in India;
• fluctuations of exchange rates;
• the operating and stock price performance of comparable companies;
• changes in our shareholder base;
• changes in our dividend policy;
• issuances, exchanges or sales, or expected issuances, exchanges or sales;
• changes in accounting standards, policies, guidance, interpretations or principles; and
• changes in the regulatory and legal environment in which we operate; or
• market conditions in the construction and development industry and the domestic and worldwide economies
as a whole, including in relation to the COVID-19 crisis.

Any of these factors may result in large and sudden changes in the volume and trading price of the Equity Shares. In the
past, following periods of volatility in the market price of a company’s securities, shareholders have often instituted
securities class action litigation against that company. If we were involved in a class action suit, it could divert the
attention of management, and, if adversely determined, have a material adverse effect on our business, results of
operations and financial condition.

59. The trading price of our Equity Shares may be subject to volatility and you may not be able to sell your Equity
Shares at or above the Issue Price

The price of our Equity Shares on the Stock Exchanges may fluctuate after this Issue as a result of several factors,
including:
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i. volatility in the Indian and global securities market or in the Rupee’s value relative to the U.S. Dollar, the
Euro and other foreign currencies;
ii. our profitability and performance;
iii. perceptions about our future performance or the performance of Indian companies in general;
iv. performance of our competitors and the perception in the market about investments in our industry;
v. adverse media reports about us or our industry;
vi. significant developments in India’s economic liberalization and deregulation policies;
vii. significant developments in India’s fiscal and environmental regulations; and
viii. changes in central banks’ monetary policies of developed economies, affecting the global liquidity scenario.

There can be no assurance that an active trading market for our Equity Shares will be sustained after this Issue, or that
the price at which our Equity Shares have historically traded will correspond to the price at which the Equity Shares are
offered in this Issue or the price at which our Equity Shares will trade in the market subsequent to this Issue. Our Equity
Share price may be volatile and may decline post listing.

60. There is no guarantee that the Equity Shares will be listed, or continue to be listed, on the Indian stock exchanges
in a timely manner, or at all, and prospective investors will not be able to immediately sell the Equity Shares held
by them on the Stock Exchange.

In accordance with Indian law and practice, final approval for listing and trading of our Equity Shares will not be granted
until after the Equity Shares have been issued and allotted. Such approval will require the submission of all other relevant
documents authorizing the issuance of the Equity Shares. Accordingly, there could be a failure or delay in listing the
Equity Shares on NSE and BSE, which would adversely affect your ability to sell the Equity Shares.

61. Any future issuance of Equity Shares, or convertible securities or other equity linked securities by us may dilute
your shareholding and any sale of Equity Shares by any of our significant shareholders may adversely affect the
trading price of the Equity Shares.

Any future issuance of the Equity Shares, convertible securities or securities linked to the Equity Shares by us, including
through exercise of employee stock options may dilute your shareholding in our Company, adversely affect the trading
price of the Equity Shares and our ability to raise capital through an issue of our securities. In addition, any perception
by investors that such issuances or sales might occur could also affect the trading price of the Equity Shares. We cannot
assure you that we will not issue additional Equity Shares. The disposal of Equity Shares by any of our significant
shareholders, or the perception that such sales may occur may significantly affect the trading price of the Equity Shares.

62. Holders of Equity Shares may be restricted in their ability to exercise pre-emptive rights under Indian law and
thereby suffer future dilution of their ownership position.

Under the Companies Act, a company incorporated in India must offer its equity shareholders pre-emptive rights to
subscribe and pay for a proportionate number of equity shares to maintain their existing ownership percentages prior to
issuance of any new equity shares, unless the pre-emptive rights have been waived by the adoption of a special resolution
by shareholders of such company.

However, if the law of the jurisdiction that you are in does not permit the exercise of such pre-emptive rights without us
filing an offering document or registration statement with the applicable authority in such jurisdiction, you will be unable
to exercise such pre-emptive rights, unless we make such a filing. To the extent that you are unable to exercise pre-
emptive rights granted in respect of the Equity Shares, your proportional interests in our Company may be reduced.

63. Our ability to pay dividends in the future will depend on our earnings, financial condition, working capital
requirements, capital expenditures and restrictive covenants of our financing arrangements.

Our Company has not declared dividends in the past. Our ability to pay dividends in the future will depend on our
earnings, financial condition, cash flow, working capital requirements, capital expenditure and restrictive covenants of
our financing arrangements. Any future determination as to the declaration and payment of dividends will be at the
discretion of our Board and will depend on factors that our Board deems relevant, including among others, our future
earnings, financial condition, cash requirements, business prospects and any other financing arrangements. We cannot
assure you that we will be able to pay dividends in the future.

64. There may be less information available about companies listed on Indian securities markets than companies
listed on securities markets in other countries.

There may be less publicly available information about Indian public companies, including our Company, than is
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regularly disclosed by public companies in other countries with more mature securities markets. There is a difference
between the level of regulation and monitoring of the Indian securities markets and the activities of investors, brokers
and other participants in those markets, and that of markets in other more developed economies. In India, while there are
certain regulations and guidelines on disclosure requirements, insider trading and other matters, there may be less
publicly available information about Indian companies than is regularly made available by public companies in many
developed economies. As a result, you may have access to less information about our business, results of operations and
financial condition, and those of our competitors that are listed on the Stock Exchanges, on an ongoing basis, than you
may in the case of companies subject to the reporting requirements of certain other countries.

65. Fluctuations in the exchange rate between the Rupee and the U.S. dollar could have an adverse effect on the value
of the Equity Shares, independent of our operating results.

The Equity Shares are quoted in Rupees on the Stock Exchanges. Any dividends in respect of the Equity Shares will be
paid in Rupees and subsequently converted into U.S. dollars for repatriation. Any adverse movement in exchange rates
during the time it takes to undertake such conversion may reduce the net dividend to investors. In addition, any adverse
movement in exchange rates during a delay in repatriating the proceeds from a sale of Equity Shares outside India, for
example, because of a delay in regulatory approvals that may be required for the sale of Equity Shares, may reduce the
net proceeds received by shareholders. The exchange rate between the Rupee and the U.S. dollar has changed
substantially in the last two decades and could fluctuate substantially in the future, which may have an adverse effect on
the value of the Equity Shares and returns from the Equity Shares, independent of our operating results.

66. An investor will not be able to sell any of the Equity Shares subscribed in the Issue other than on a recognized
Indian stock exchange for a period of one year from the date of allotment of such Equity Shares.

Pursuant to the SEBI ICDR Regulations, for a period of one year from the date of the allotment of the Equity Shares in
the Issue, investors subscribing the Equity Shares in the Issue may only sell such Equity Shares on NSE or BSE and may
not enter into any off-market trading in respect of such Equity Shares. We cannot be certain that these restrictions will
not have an impact on the price of the Equity Shares. Further, allotments made to venture capital funds and alternative
investment funds in the Issue are subject to the rules and regulations that are applicable to them, including in relation to
lock-in requirements. This may affect the liquidity of the Equity Shares subscribed by investors and it is uncertain
whether these restrictions will adversely impact the market price of the Equity Shares subscribed by investors.

67. Your ability to acquire and sell Equity Shares is restricted by the distribution and transfer restrictions set forth
in this Placement Document.

No actions have been taken to permit a public offering of the Equity Shares in any jurisdiction, including India. As such,
the Equity Shares have not and will not be registered under the U.S. Securities Act, any state securities laws or the law
of any jurisdiction other than India. Furthermore, the Equity Shares are subject to restrictions on transferability and
resale. You are required to inform yourself about and observe these restrictions, which are set forth in this Placement
Document under the heading “Selling Restrictions” on page 210 and “Purchaser Representations and Transfer
Restrictions” on page 218. We, our representatives and our agents will not be obligated to recognize any acquisition,
transfer or resale of the Equity Shares made other than in compliance with the restrictions set forth herein.

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MARKET PRICE INFORMATION

The Equity Shares have been listed on BSE and NSE since March 23, 2007. As on the date of this Placement Document,
456,115,896 (includes 392,544 Equity Shares represented by 392,544 GDRs) Equity Shares have been issued, subscribed and
paid up.

As of April 6, 2022, the closing price of the Equity Shares on BSE and NSE was ₹115.80 and ₹115.85 per Equity Share,
respectively. Since the Equity Shares are available for trading on BSE and NSE, the market price and other information for
each of BSE and NSE has been given separately.

(i) The following tables set forth the reported high, low, average market prices and the trading volumes of the Equity
Shares on the Stock Exchanges on the dates on which such high and low prices were recorded for the following periods:

(i) 12 month period commencing from April 1, 2021 and ending on March 31, 2022;
(ii) 12 month period commencing from April 1, 2020 and ending on March 31, 2021; and
(iii) 12 month period commencing from April 1, 2019 and ending on March 31, 2020.

BSE
Fiscal High Date of Number Total Low Date of Number Total Average Total Total
(₹) high of Equity volume of (₹) low of Equity volume of price for Volume of Turnover of
Shares Equity Shares Equity the year Equity Equity
traded on Shares traded on Shares (₹) Shares Shares
the date of traded on the date of traded on traded in traded in
high date of low date of low the the
high (₹ in (₹ in Fiscals Fiscals
million) million) (in (₹ in
number) million)
2022 Novemb 2,054,486 395.13 73.9 April 19, 699,098 51.86 133.56 272,415,867
191.10 er 09, 0 2021 37,010.68
2021
2021 March 39.6 April 01,
119.95 3,973,833 468.41 41,674 1.69 63.93 135,419,004 10,922.08
05, 2021 0 2020
2020 June 06, 38.7 March
131.60 2,530,422 323.52 2,739 0.11 83.35 265,409,231 28,879.39
2019 5 25, 2020
(Source: www.bseindia.com)
1. High, low and average prices are based on the daily closing prices.
2. In the case of a year, average represents the average of the closing prices of all trading days of each year presented.
3. In case of two days with the same high or low price, the date with the higher volume has been chosen

NSE
Fiscal High Date of Number Total Low Date of Number Total Average Total Total
(₹) high of Equity volume of (₹) low of Equity volume of price for Volume of Turnover of
Shares Equity Shares Equity the year Equity Equity
traded on Shares traded on Shares (₹) Shares Shares
the date of traded on the date of traded on traded in traded in
high date of low date of low the the
high (₹ in (₹ in Fiscals Fiscals
million) million) (in (₹ in million)
number)
Novemb
April 19, 3,312,265,43
2022 191.05 er 09, 20,040,324 3,857.81 74.0 5,947,172 440.67 133.57 4,49,701.00
2021 5
2021
March April 01, 1289,331,37
2021 120.10 19,518,704 2,317.40 39.8 1,592,992 64.39 63.94 1,00,260.56
05, 2021 2020 7
June 06, 38.7 March 1304,194,70
2020 131.40 25,652,917 3,268.19 47,419 1.84 83.40 1,25,744.55
2019 0 25, 2020 9
(Source: www.nseindia.com)
Note:
1. High, low and average prices are based on the daily closing prices.
2. In the case of a year, average represents the average of the closing prices of all trading days of each year presented.
3. In case of two days with the same high or low price, the date with the higher volume has been chosen.

(ii) The following tables set forth the reported high, low and average market prices and the trading volumes of the Equity
Shares on the Stock Exchanges on the dates on which such high and low prices were recorded and the total trading
turnover for the following periods during each of the last six months, as applicable:

72
BSE
Month, High Date of Number Total Low Date of low Number Total Avera Equity Shares traded
year (₹) high of Equity volume of (₹) of Equity volume of ge in the month
Shares Equity Shares Equity price Volume Turnove
traded on Shares traded on Shares for r (₹ in
date of traded on date of traded on the million)
high date of low date of low month
high (₹ in (₹ in (₹)
million) million)
March 110.95 March 17, 1,248,489 137.80 99.20 March 07, 1,191,067 119.19 105.07 21,115,038 2,227.53
2022 2022 2022
February 146.45 February 656,393 96.72 101.65 February 24, 2,038,296 213.15 128.10 22,781,898 2,748.77
2022 02, 2022 2022
January January 12, January 27,
173.50 961,171 167.83 141.95 1,452,029 205.56 160.00 15,280,444 2,447.63
2022 2022 2022
December December December
179.25 1,798,759 314.00 147.55 1,295,138 193.58 165.27 19,617,563 3,282.70
2021 10, 2021 20, 2021
November November November
191.1 2,054,486 395.13 161.45 893,651 142.15 177.38 28,912,721 5,143.21
2021 09, 2021 01, 2021
October October October 06,
174.6 1,753,724 312.30 147.4 1,094,589 165.92 155.99 21,878,603 3,486.21
2021 18, 2021 2021
(Source: www.bseindia.com)
1. High, low and average prices are based on the daily closing prices.
2. In case of two days with the same high or low price, the date with the higher volume has been chosen

NSE
Month, High Date of Number Total Low Date of Number Total Avera Equity Shares traded in
year (₹) high of Equity volume of (₹) low of Equity volume of ge the month
Shares Equity Shares Equity price volume Turnover
traded on Shares traded on Shares for (₹ in
date of traded on date of traded on the million)
high date of low date of month
high (₹ in low (₹ in (₹)
million) million)
March 111.00 March 17, 11,112,252 1,227.62 99.20 March 07, 12,154,667 1,217.46 105.07 234,346,819
2022 2022 2022 24,758.17
February, February February
146.45 7,023,290 1,034.75 101.75 25,121,613 2,628.55 128.09 297,959,308 35,732.16
2022 02, 2022 24, 2022
January January 12, January 27,
173.70 12,887,975 2,248.23 141.90 17,017,499 2,410.18 159.99 214,408,304 34,582.27
2022 2022 2022
December December December
179.10 22,477,130 3,937.75 147.8 15,295,099 2,295.74 165.30 245,384,035 41,031.39
2021 10, 2021 20, 2021
November November November
191.05 20,040,324 3,857.81 161.45 12,367,233 1,968.49 177.34 294,388,881 52,310.44
2021 09, 2021 01, 2021
October October October
174.45 29,862,107 5,318.39 147.6 10,186,745 1,540.18 155.96 248,125,957 39,621.53
2021 18, 2021 06, 2021
(Source: www.nseindia.com)
Note:
1. High, low and average prices are based on the daily closing prices.
2. In case of two days with the same high or low price, the date with the higher volume has been chosen.

(iii) The following tables set forth the market price on the Stock Exchanges on December 23, 2021 the first working day
following the approval of the Board for the Issue:

BSE
Open High Low Close Number of Equity Shares traded Turnover
(₹ in million)
163 165 159.25 159.95 697,749 113.19
(Source: www.bseindia.com)

NSE
Open High Low Close Number of Equity Shares traded Turnover
(₹ in million)
162.8 164.8 159.1 159.95 6,195,971 1,005.56
(Source: www.nseindia.com)

In the event the high or low or closing price of the Equity shares are the same on more than one day, the day on which there has
been higher volume of trading has been considered for the purposes of this chapter.

73
USE OF PROCEEDS

The gross proceeds of the Issue aggregates to approximately ₹8,650.06 million. After deducting the Issue expenses (including
fees and commissions) of approximately ₹250.00 million, the net proceeds of the Issue is approximately ₹8,400.06 million
(“Net Proceeds”).

Subject to compliance with applicable laws and regulations, our Company intends to maintain sufficient liquidity and use the
Net Proceeds for various purposes, including but not limited to capital expenditure (including acquisition of land, land
development rights or development rights), long-term working capital, refinancing/repayment/pre-payment of the borrowings
of the Company and/or its Subsidiaries and general corporate purposes.

We will have flexibility in deploying the Net Proceeds received from the Issue in our best interest and as permissible under
applicable laws and regulations. The amounts and timing of any expenditure will depend on, factors such as inter alia, the
amount of cash generated by our operations, competitive and market developments and the availability of acquisition or
investment opportunities on terms acceptable to us.

In accordance with applicable laws, we undertake to not utilize proceeds from the Issue unless Allotment is made and the
corresponding return of Allotment is filed with the RoC, and the final listing and trading approvals are received from each of
the Stock Exchanges, whichever is later. The Net Proceeds shall be kept by our Company in a separate bank account with a
scheduled bank and shall be utilised as approved by the Board and/ or a duly authorized committee of the Board, from time to
time only for such purposes, as permitted under the Companies Act and other applicable laws. Please also see “Risk Factors –
The fund requirements mentioned in the Net Proceeds of the Issue have not been appraised by any bank or financial institution
and we have not entered into definitive agreements in relation to the objects for which the Net Proceeds shall be utilised. If
there are delays or cost overruns in utilisation of Net Proceeds, our business, financial condition, cash flows and results of
operations may be materially and adversely affected” on page 57.

Our main objects clause and objects incidental or ancillary to the attainment of the main objects clauses of our Memorandum
of Association enables us to undertake the objects contemplated by us in this Issue.

Neither our Promoter, Promoter Group nor our Directors are making any contribution either as part of the Issue or separately
in furtherance of the objects of the Issue. Further, neither our Promoter nor our Directors shall receive any proceeds from the
Issue, whether directly or indirectly. Since the Issue is only made to QIBs, our Promoter, Directors or key managerial personnel
are not eligible to subscribe in the Issue.

Since the Net Proceeds are proposed to be utilised towards the purposes set forth above, and not being used towards
implementation of any project, the following disclosure requirements are not applicable: (i) break-up of cost of the project, (ii)
means of financing such project, and (iii) proposed deployment status of the proceeds at each stage of the project.

74
CAPITALISATION STATEMENT

The table below sets forth our Company’s capitalisation which has been derived from our Limited Reviewed Unaudited
Consolidated Financial Results for the nine months period ended December 31, 2021 and as adjusted to give effect to the receipt
of the gross proceeds of the Issue and the application thereof.

You should read this table together with the section "Management’s Discussion and Analysis of Financial Condition and Results
of Operations" on page 83 and Limited Reviewed Unaudited Consolidated Financial Results included in the section "Financial
Statements" beginning on page 244.
(₹ in million)
Sr. No. Particulars Pre-Issue Post-Issue
As at December 31, 2021 Amount after considering
(Consolidated) the Issue
(Refer Note-1 below) (Refer Note-2 below)
I Borrowings:
Debt securities 12,868.9 12,868.9
Borrowings (Other than debt securities) - -
Subordinated liabilities - -
Total borrowings 12,868.9 12,868.9

II Shareholders' fund
Share capital 906.0 906.0
Fresh shares pursuant to the Issue - 171.1

Instruments entirely equity in nature 4,250.0 4,250.0


Other equity (excluding securities premium (23,950.0) (23,950.0)
account)
Securities premium account 53,836.1 53,836.1
Securities premium account pursuant to the Issue - 8,478.9
Total shareholders' fund 35,042.1 43,692.2

III Total borrowings / shareholders' fund 0.37 0.29

Notes:
1. Amounts derived from the Limited Reviewed Unaudited Consolidated Financial Results for the nine months period ended
December 31, 2021.
2. The figures included under Post Issue column relating to the shareholder’s fund are derived after considering the impact due to
the issue of the Equity Shares only through the qualified institutions placement assuming that the Issue will be fully subscribed
and does not include any other transactions or movements/ issue related expenses.

75
CAPITAL STRUCTURE

The share capital of our Company as at the date of this Placement Document is set forth below:
(In ₹ million, except share data)
Aggregate value at face value#
A AUTHORISED SHARE CAPITAL
750,000,000 Equity Shares (having a face value of ₹2 each) 1,500.00
364,000,000 preference shares having a face value of ₹10 each 3,640.00

B ISSUED, SUBSCRIBED AND PAID UP CAPITAL BEFORE THE ISSUE


456,115,896 fully paid up Equity Shares(3) 912.23

C PRESENT ISSUE IN TERMS OF THIS PLACEMENT DOCUMENT


85,559,435 Equity Shares aggregating to approximately ₹8650.06 million(1)(2) 171.12

D ISSUED, SUBSCRIBED AND PAID-UP CAPITAL AFTER THE ISSUE


541,675,331 Equity Shares(3) 1083.35

E SECURITIES PREMIUM ACCOUNT


Before the Issue(4) 53,956.85
After the Issue(2) 62,435.79
(1)
The Issue has been authorised by the Board of Directors pursuant to its resolution passed on December 22, 2021. The Shareholders have authorised and
approved the Issue by way of a special resolution passed on February 7, 2022.
(2)
The amount has been calculated on the basis of gross proceeds from the Issue. Adjustments do not include Issue related expenses
(3)
This includes 392,544 Equity Shares represented by 392,544 GDRs.
(4)
As on April 7, 2022
#
Except for securities premium account

Equity share capital history of our Company

The following table sets forth the history of Equity Share capital of our Company since incorporation:

Date of Number of Cumulative Face Issue Nature of transaction Consideratio Cumulative


issue/allotme Equity Number of value price per n paid-up Equity
nt Shares Equity (in ₹) Equity (Cash/other Share capital
Shares Share (in than cash) (₹)
₹)
2 70 Allotment of Equity Cash 22,000,000
January 13,
11,000,000 11,000,000 Shares upon conversion
2007
of series I warrants(1)
2 Allotment of Equity
Shares to the
February 4,
168,675,378 179,675,378 2 shareholders of Cash 359,350,756
2007
Indiabulls Financial
Services Limited(2)
2 Allotment of Equity
Shares to Deutsche
July 10, 2007 38,759,688 218,435,066 416.76 Cash 436,870,132
Bank Trust Company
Americas(3)
2 Issue of Equity Shares to
July 21, 2007 11,500,000 229,935,066 138 Cash 459,870,132
Oberon Limited(4)
2 Allotment of Equity
November 5,
10,000,000 239,935,066 115.13 Shares upon conversion Cash 479,870,132
2007
of series II warrants(5)
January 23, 2 Allotment under ESOP
900,000 240,835,066 60 Cash 481,670,132
2008 2006
2 Issue of Equity Shares to
Other than
May 15, 2008 16,685,580 257,520,646 654.40 Deutsche Bank Trust 515,041,292
Cash
Company Americas(6)
2 Issue of Equity Shares
May 22, 2009 143,594,593 401,115,239 185 through private Cash 802,230,478
placement
August 11, 2 Allotment under ESOP
225,000 401,340,239 60 Cash 802,680,478
2009 2006
November 25, 2 Allotment under ESOP
135,000 401,475,239 60 Cash 802,950,478
2009 2006
March 15, Allotment under ESOP
64,000 401,539,239 2 60 Cash 803,078,478
2010 2006

76
Date of Number of Cumulative Face Issue Nature of transaction Consideratio Cumulative
issue/allotme Equity Number of value price per n paid-up Equity
nt Shares Equity (in ₹) Equity (Cash/other Share capital
Shares Share (in than cash) (₹)
₹)
Allotment under ESOP
April 19, 2010 15,000 401,554,239 2 60 Cash 803,108,478
2006
Allotment under ESOP
June 17, 2010 104,500 401,658,739 2 110.50 Cash 803,317,478
2008
August 26, Allotment under ESOP
122,000 401,780,739 2 60 Cash 803,561,478
2010 2006
August 26, Allotment under ESOP
10,000 401,790,739 2 110.50 Cash 803,581,478
2010 2008
January 4, 2 Allotment under ESOP
437,500 402,228,239 60 Cash 804,456,478
2011 2006
2 Allotment to eligible
January 4,
14,000 402,242,239 110.50 Employees under ESOP Cash 804,484,478
2011
2008
2 Allotment under ESOP
April 8, 2011 38,500 402,280,739 60 Cash 804,561,478
2006
2 Allotment under ESOP
July 4, 2011 630,000 402,910,739 60 Cash 805,821,478
2006
2 Conversion of warrants
November 28,
28,700,000 431,610,739 140.50 into partly paid-up Cash 820,171,478
2011
equity shares(7)
2 Forfeiture of partly
December 5, paid-up equity shares
(100,000) 431,510,739 N.A. N.A. 820,121,478
2011 due to non-payment of
call money
2 Receipt of first call
December 9,
- 431,510,739 - money on partly paid-up Cash 820,550,478
2011
equity shares
2 Allotment of Equity
December 12,
42,500,000 474,010,739 2 Shares to IBREL-IBL Cash 905,550,478
2011
Scheme Trust(8)
2 28,600,000 partly paid-
up equity shares were
February 24,
- 474,010,739 - made fully paid-up Cash 948,021,478
2012
pursuant to the full and
final call
May 11, 2012 (8,650,000) 465,360,739 2 - Buy-back Cash 930,721,478
May 22, 2012 (2,500,000) 462,860,739 2 - Buy-back Cash 925,721,478
June 1, 2012 (1,216,331) 461,644,408 2 - Buy-back Cash 923,288,816
June 13, 2012 (1,630,291) 460,014,117 2 - Buy-back Cash 920,028,234
June 29, 2012 (250,914) 459,763,203 2 - Buy-back Cash 919,526,406
July 13, 2012 (848,873) 458,914,330 2 - Buy-back Cash 917,828,660
August 9, 2 Buy-back Cash
(5,000) 458,909,330 - 917,818,660
2012
August 22, 2 Buy-back Cash
(10,759,995) 448,149,335 - 896,298,670
2012
August 30, 2 Buy-back Cash
(6,474,802) 441,674,533 - 883,349,066
2012
September 7, 2 Buy-back Cash
(3,498,818) 438,175,715 - 876,351,430
2012
September 18, 2 Buy-back Cash
(2,979,442) 435,196,273 - 870,392,546
2012
September 27, 2 Buy-back Cash
(3,185,534) 432,010,739 - 864,021,478
2012
October 6, 2 Buy-back Cash
(1,000,000) 431,010,739 - 862,021,478
2012
October 23, 2 Buy-back Cash
(7,000,000) 424,010,739 - 848,021,478
2012
2 Allotment under ESOP
June 9, 2014 862,000 424,872,739 60 Cash 849,745,478
2006
November20, 2 Allotment under ESOP
105,000 424,977,739 60 Cash 849,955,478
2014 2006
July 22, 2015 36,700,000 461,677,739 2 67 Preferential Allotment Cash 923,355,478
77
Date of Number of Cumulative Face Issue Nature of transaction Consideratio Cumulative
issue/allotme Equity Number of value price per n paid-up Equity
nt Shares Equity (in ₹) Equity (Cash/other Share capital
Shares Share (in than cash) (₹)
₹)
April 1, 2016 43,600,000 505,277,739 2 67 Conversion of warrants Cash 1,010,5,55,478
May 20, 2016 2 60 Allotment under ESOP 1,011,297,478
371,000 505,648,739 Cash
2006
September 12, 2 54.50 Allotment under ESOP 1,013,057,478
880,000 506,528,739 Cash
2016 2010
October 27, 2 54.50 Allotment under ESOP 1,013,328,678
135,600 506,664,339 Cash
2016 2010
December 27, 2 - Buy-back Cash 1,008,328,678
(2,500,000) 504,164,339
2016
January 4, 2 - Buy-back Cash 997,328,678
(5,500,000) 498,664,339
2017
January 11, 2 - Buy-back Cash 983,328,678
(7,000,000) 491,664,339
2017
January 23, 2 - Buy-back Cash 975,328,678
(4,000,000) 487,664,339
2017
February 22, 2 - Buy-back Cash 975,228,678
(50,000) 487,614,339
2017
March 9, 2017 (1,600,000) 486,014,339 2 - Buy-back Cash 972,028,678
March 23, 2 - Buy-back Cash 956,828,678
(7,600,000) 478,414,339
2017
April 14, 2017 (5,796,000) 472,618,339 2 - Buy-back Cash 945,236,678
May 8, 2017 2 60 Allotment under ESOP Cash 947,787,678
1,275,500 473,893,839
2006
May 8, 2017 2 110.50 Allotment under ESOP Cash 948,247,678
230,000 474,123,839
2008
May 8, 2017 2 54.50 Allotment under ESOP Cash 949,348,278
550,300 474,674,139
2010
May 8, 2018 2 54.50 Allotment under ESOP Cash 953,360,578
2,006,150 476,680,289
2010
June 20, 2018 (17,273,013) 459,407,276 2 - Buy-back Cash 918,814,552
June 30, 2018 (5,200,000) 454,207,276 2 - Buy-back Cash 908,414,552
July 10, 2018 (1,327,531) 452,879,745 2 - Buy-back Cash 905,759,490
July 18, 2018 (1,000,000) 451,879,745 2 - Buy-back Cash 903,759,490
July 28, 2018 (200,000) 451,679,745 2 - Buy-back Cash 903,359,490
August 24, 2 - Buy-back Cash 901,360,578
(999,456) 450,680,289
2018
May 31, 2019 2 54.50 Allotment under ESOP Cash 904,715,328
1,677,375 452,357,664
2010
June 28, 2019 2 54.50 Allotment under ESOP Cash 909,327,752
2,306,212 454,663,876
2010
November 30, 2 110.50 Allotment under ESOP Cash 909,447,752
60,000 454,723,876
2021 2008
November 30, 2 54.50 Allotment under ESOP Cash 912,231,792
1,392,020 456,115,896
2021 2010
Total 456,115,896* 912,231,792
*
This includes 392,544 Equity Shares represented by 392,544 GDRs.
(1)
Allotment of the Equity Shares was made upon conversion of series I warrants issued pursuant to the scheme of arrangement between
Indiabulls Financial Services Limited and our Company which was approved by an order dated November 24, 2006 of the High Court of
Delhi, New Delhi (“Approved Scheme, 2006”).
(2) Allotment of the Equity Shares was made to shareholders of Indiabulls Financial Services Limited as on January 9, 2007 in the ratio of

1:1, pursuant to the Approved Scheme, 2006.


(3) Allotment of the Equity Shares underlying and representing GDRs.
(4) Allotment of 11,500,000 Equity Shares pursuant to conversion of preference shares issued by the Company pursuant to the Approved

Scheme, 2006.
(5) Allotment of the Equity Shares was made upon conversion of series II warrants issued pursuant to the Approved Scheme, 2006.
(6) Allotment of the Equity Shares underlying and representing GDRs, pursuant to the scheme of arrangement between Dev Property

Development Plc. (“DPD”) and its shareholders providing for acquisition by the Company of 100% ordinary shares of DPD as approved by
an order dated May 7, 2008 of the Isle of Man Courts of Justice.
(7) Allotment of the Equity Shares was made upon conversion of warrants issued pursuant to the scheme of arrangement by and amongst our

Company, Indiabulls Infrastructure and Power Limited, Indiabulls Builders Limited, Indiabulls Power Limited, and Poena Power Supply
Limited and their respective shareholders and creditors which was approved by an order dated October 17, 2011 by the High Court of Delhi,

78
New Delhi (“Approved Scheme, 2011”).
(8) Allotment of the Equity Shares was made to IBREL-IBL Scheme Trust, an equity shareholder of Indiabulls Builders limited, pursuant to

the Approved Scheme, 2011.

Preference shares

As on the date of this Placement Document, there are no outstanding preference shares.

Warrants

The Company had allotted Equity Shares upon conversion of the warrants, as specifically indicated in the table above. As on
the date of this Placement Document, there are no outstanding warrants.

Employee stock option schemes

Our Company had implemented four stock option/employee benefit schemes, namely, Indiabulls Real Estate Limited
Employees Stock Option Scheme 2006, Indiabulls Real Estate Limited Employees Stock Option Scheme 2008 (II), Indiabulls
Real Estate Limited Employees Stock Option Scheme 2010 and Indiabulls Real Estate Limited Employees Stock Option
Scheme 2011, of which two stock option/employee benefit schemes are currently active, namely Indiabulls Real Estate Limited
Employees Stock Option Scheme 2010 and Indiabulls Real Estate Limited Employees Stock Option Scheme 2011 (collectively,
the “IBREL Stock Option Schemes”).

Further, our Company has settled a trust in the name of ‘Indiabulls Real Estate Limited – Employees Welfare Trust’ (“Trust”)
to efficiently manage the current as well as any future share-based employees benefits schemes, in accordance with the
provisions of Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021
(“SEBI Employee Benefit Regulations”).

Indiabulls Real Estate Limited Employees Stock Options Scheme 2010

Our Company introduced an employee stock option scheme namely, Indiabulls Real Estate Limited Employees Stock Option
Scheme 2010 (“ESOP 2010”), which was approved by the Board on November 26, 2010 and by the shareholders through postal
ballot, result of which was declared on December 29, 2010, to grant its employees and employees of our Subsidiaries up to
30,000,000 options, therefore entitling the option holders to purchase an equivalent number of equity shares of IBREL having
a face value of ₹2 each as per exercise price as stated in the said 2010 Plan. The purpose of the ESOP 2010 is to provide a
benefit to the employees eligible under the ESOP 2010 and to attract, reward and motivate the employees for their high level
of individual performance, by providing them an additional incentive.

The ESOP 2010 comprises of:

i. Indiabulls Real Estate Limited Employees Stock Option Scheme – 2010 (“Stock Option Scheme”);
ii. Indiabulls Real Estate Limited Employees Stock Purchase Plan 2010 (“Stock Purchase Plan”); and
iii. Indiabulls Real Estate Limited Stock Appreciation Rights Plan 2010 (“Stock Appreciation Rights Plan”).

The vesting of stock options granted thereunder the Stock Option Scheme commenced from June 26, 2016. However, all options
granted under the Stock Option Scheme are either fully exercised or lapsed and there are no stock options outstanding as on
date of this Placement Document. The ESOP 2010 was modified pursuant to the resolution of the Compensation Committee of
our Company on April 19, 2021, through which the stock appreciation rights (“SARs”) were included as part of the ESOP 2010.

In terms of the Stock Purchase Plan an offer of Equity Shares shall be made to the eligible employees based on the performance
of the participant or such other criteria as decided by the compensation committee. The offer of Equity Shares is required to
specify the number of Equity Shares offered under the Stock Purchase Plan, the share price at which the Equity Shares will be
transferred from the Trust to the employee, fulfilment of the performance and other conditions, if any, subject to which Equity
Shares shall be transferred and the other terms and conditions thereof.

In terms of the Stock Appreciation Rights Plan, the SARs shall be awarded by the Trust to the eligible employees of our
Company and/or Subsidiaries, which shall include recurring awards to the same employee, based upon the performance of the
participant or such other criteria as may be decided by the compensation committee. Under the Stock Appreciation Rights Plan,
the vesting period cannot be for a period less than one year from the date of awarding the SARs.

3,125,164 Equity Shares, acquired by the Trust from secondary market during financial year 2021 and currently held by the
Trust, have been appropriated/granted to the employees of our Company and/or our Subsidiaries, in pursuance and in
compliance with applicable SEBI Employee Benefit Regulations. As per the vesting schedule, 100% SARs shall vest at the
expiry of one year from the date of its grant and the rights can be exercised within a period of five years from such vesting date.

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Indiabulls Real Estate Limited Employees Stock Option Scheme 2011

Our Company had introduced an employee stock option scheme namely, Indiabulls Real Estate Limited Employees Stock
Option Scheme 2011 (“ESOP 2011”), which was approved by the Board on September 3, 2011 and by the shareholders on
September 30, 2011, to grant its employees up to 15,000,000 options, entitling the option holders to purchase an equivalent
number of equity shares of IBREL having a face value of ₹2 each as per exercise price as stated in the ESOP 2011. The purpose
of the ESOP 2011 is to provide benefit to the employees eligible under the ESOP 2011 and attract, retain and further motivate
the best talent by providing them an additional incentive in the form of stock options and thereby increasing the profitability of
our Company.

No stock options have been granted as on the date of this Placement Document under the ESOP 2011.

Details of the IBREL Stock Option Schemes as at December 31, 2021 are provided below:

Scheme Options Price per Options Options Options Options No. of


granted option (₹) vested exercised lapsed/forfeite outstandin Equity
d g Shares to be
allotted
upon
exercise of
outstanding
options
Indiabulls Real Estate 10,500,000 54.50 8,947,657 8,947,657 1,552,343 Nil Nil
Limited Employees Stock
Option Scheme 2010*
Indiabulls Real Estate Nil - - - - - -
Limited Employees Stock
Option Scheme 2011
*
In addition, an aggregate of 3,125,164 SARs have been granted under ESOP - 2010, which are still to be vested. No equity shares shall be
issued pursuant to exercise of SARs; the benefit / appreciation shall be settled by the Trust from the 3,125,164 Equity Shares, acquired by it.

Pre-Issue and post-Issue shareholding pattern

Sr. Category Pre-Issue as of December 31, 2021 Post-Issue*


No. Number of Equity % of Number of Equity % of
Shares held shareholding Shares held shareholding
A. Promoter’s holding#
1. Indian
Individual 1,200,000 0.26 150,000 0.03
Corporate 0 0.00 0 0.00
Sub-total (A) 1,200,000 0.26 150,000 0.03
B. Non - Promoter’s holding
2. Institutional investors 109,069,722 23.91 193,731,045*** 35.76
3. Non-institutional investors
a. Individual share capital upto Rs. 2 Lacs 141,364,392 30.99 171,643,873 31.69
b. Individual share capital in excess of Rs. 64,554,672 14.15 42,774,658 7.90
2 Lacs
c. NBFCs registered with RBI 50,087 0.01 70,087 0.01
d. Any Other [including Non-resident 136,359,315 29.90 129,787,960 23.96
Indians (NRIs) and clearing members]
Sub-total (B) 451,398,188 98.97 538,007,623 99.32
C. Non-Promoter- Non Public
shareholder
4. Custodian/DR Holder 392,544 0.09 392,544 0.07
5. Employee Benefit Trust 3,125,164 0.69 3,125,164 0.58
Sub-total (C) 3,517,708 0.77 3,517,708 0.65
Total (A+B+C) 456,115,896** 100.00 541,675,331** 100.00
* The post-Issue shareholding pattern of our Company reflects the shareholding of the institutional investors category on basis of the

Allocation made in the Issue, and reflects the shareholding of all other categories as of April 8, 2022.
# Includes shareholding of the members of the Promoter Group. The Promoter and Promoter group of our Company have through their

request letter dated January 1, 2022, sought reclassification from ‘promoter and promoter group’ category to ‘public’ category in accordance
with Regulation 31A of the SEBI Listing Regulations. Such re-classification is subject to receipt of approval from the Stock Exchanges in
accordance with SEBI Listing Regulations. For further information, please see “Proposed Merger of Nam Estates and EOCDPL with our
Company - Re-classification of Promoter and Promoter Group” on page 182.
** This includes 392,544 Equity Shares represented by 392,544 GDRs.
*** Assuming Allotment of the Equity Shares pursuant to the Issue

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There are no outstanding options or rights to convert debentures, loans or other instruments convertible into the Equity Shares
as on the date of this Placement Document.

No change in control in our Company will occur consequent to the Issue.

Except as disclosed in ‘Capital Structure - Equity share capital history of our Company’ on page 76, our Company has not
made any allotment of Equity Shares in the year immediately preceding the date of this Placement Document, including for
consideration other than cash, or pursuant to a preferential issue, private placement or a rights issue.

Our Equity Shares have been listed for a period of at least one year prior to the date of the issuance of the notice for the meeting
conducted through VC / OAVM facility on February 7, 2022, to the Shareholders for the approval of this Issue.

Our Company shall not make any subsequent qualified institutions placement until the expiry of two weeks from the date of
this Issue. Further, Equity Shares allotted pursuant to this Issue cannot be sold by the Allottee for a period of one year from the
date of allotment, except on the Stock Exchanges.

Proposed Allottees in the Issue

The names of the proposed Allottees, assuming that the Equity Shares are Allotted to them pursuant to the Issue, and the
percentage of post-Issue share capital that may be held by them is set forth in “Proposed Allottees in the Issue” on page 245.

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DIVIDENDS

The declaration and payment of dividend will be recommended by our Board of Directors and approved by our Shareholders at
their discretion. The dividend for any financial year shall be paid out of our Company’s profits for that year or accumulated
profits of any previous financial year(s) in accordance with provisions of the Companies Act the Articles of Association and
our Company's dividend distribution policy. The dividend policy of our Company specifies that financial parameters shall be
considered before declaration of dividend and consideration to (i) internal factors such as distributable profits and the
opportunities available for strengthening and growth of its business; and (ii) external factors such as macroeconomic conditions,
state of the economy, state of real estate sector and such other factors as deemed appropriate by the Board, shall be given before
declaring dividends.

Our Company has not declared any dividend for the current Fiscal and Fiscals 2022, 2021 and 2020.

The Equity Shares to be issued in connection with this Issue shall qualify for any dividend, including interim dividend, if any,
that is declared in respect of the Fiscal in which they have been allotted. For further information, please see the section entitled
“Description of the Equity Shares” on page 223.

Investors are cautioned not to rely on past dividends as an indication of the future performance of our Company or for an
investment in the Equity Shares offered in the Issue. The form, frequency and amount of future dividends declared by our
Company will depend on a number of internal and external factors, including, but not limited to, the factors set out in the
dividend distribution policy and such other factors that the Board may deem relevant in its discretion, subject to the approval
of our Shareholders.

The amounts paid as dividend in the past are not necessarily indicative of dividend which may be declared by our Company, if
any, in the future. There is no guarantee that any dividends will be declared or paid in the future. For a summary of some of the
restrictions that may materially affect our ability to declare or pay dividends, see “Risk Factors - Our ability to pay dividends
in the future will depend on our earnings, financial condition, working capital requirements, capital expenditures and restrictive
covenants of our financing arrangements” on page 70.

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

You should read the following discussion in conjunction with our unaudited but reviewed Consolidated Financial Statements
as of and for the nine months ended December 31, 2021 and 2020 and our audited Consolidated Financial Statements as of
and for the financial years ended March 31, 2021, 2020 and 2019, including the related notes, schedules and annexures. Our
Consolidated Financial Statements have been prepared under Indian Accounting Standards (“Ind AS”) notified under the
Companies (Indian Accounting Standards) Rules, 2015 read with Section 133 of the Companies Act 2013 to the extent
applicable.

Our financial year ends on March 31 of each year. Accordingly, all references to a particular financial year are to the 12-
month period ended March 31 of that year. Financial information for the nine months ended December 31, 2021 is not
annualized and not indicative of full year results, and is not comparable with annual financial statements presented in this
Placement Document.

This discussion contains forward-looking statements that involve risks and uncertainties and reflects our current view with
respect to future events and financial performance. Actual results may differ from those anticipated in these forward-looking
statements as a result of factors such as those set forth under “Forward-looking Statements” and “Risk Factors” on pages 19
and 40, respectively.

Certain information contained in this section is taken from the report titled “Real Estate Industry Report”, dated April 4, 2022
prepared by Anarock Property Consultants Private Limited and commissioned and paid for by our Company from Anarock (the
“Anarock Report”). Industry publications are also prepared based on information as of specific dates and may no longer be
current or reflect current trends.

Overview

We are a prominent real estate developer in the Mumbai Metropolitan Region (“MMR”) and the National Capital Region
(“NCR”) of India. We have a diversified presence in residential real estate developments across the Mid-income, Premium and
Luxury price categories. Geographically, our strategic focus is in our key markets of MMR and NCR. As of December 31,
2021, our inventory amounted to a total Saleable Area of 17.3 million square feet, out of which 10.0 million square feet was
located in the MMR region and 4.6 million square feet was located in the NCR region. Our flagship projects include Indiabulls
Blu Estate & Club residential towers in Worli, Mumbai. As of the date of this Placement Document, we have 11 residential
projects and 4 commercial projects in MMR, NCR, Jodhpur, Vadodara, Vizag and Indore in various stages of completion. Our
shares are listed on the BSE and the NSE. Our global depository receipts (“GDRs”) are also listed on the Luxembourg Stock Exchange.

Our core competency lies in managing the real estate value chain as we have in-house capabilities to deliver a project from
conceptualization to completion. We believe that a significant competitive differentiator for us has been our track record in
delivering strategically-located large scale projects with high quality construction and sustainable practices. Our adept technical
and design team aim to ensure efficient and quality developments. We believe we have the human capital and technology-
enabled systems to successfully manage large construction projects with timely and quality execution and delivery and years
of on the ground industry experience. We place an emphasis on safety in all phases of construction. We believe that our
understanding of the relevant real estate market, positive perception, innovative design and marketing and branding techniques
enable us to attract customers.

As of December 31, 2021, our projects with occupation certificates or near completion comprised of approximately 14.5 million
square feet of Saleable Area, of which, approximately 13.7 million square feet or 94.1% is in residential housing, and
approximately 0.9 million square feet or 5.9% comprises of commercial projects. Our ongoing projects comprised
approximately 12.6 million square feet of Saleable Area, of which approximately 12.1 million square feet or 95.8% is in
residential housing and 0.5 million square feet or 4.2% is in the commercial space. Our planned projects comprised
approximately 7.5 million square feet of Saleable Area, of which approximately 6.1 million square feet or 81.7% is in residential
housing and 1.4 million square feet or 18.3% are commercial developments. Our portfolio of ongoing projects include Blu
Estate and Club (Worli), Indiabulls Park (Panvel), One Indiabulls (Thane), One Indiabulls (Gurugram) and Indiabulls One 09
(Gurugram). Further, our planned projects comprise Arivali (Panvel), Indiabulls Golf City (Savroli), Silverlake Villas (Alibaug)
and Centrum (Indore).

We also have one of the largest land banks among listed Indian real estate developers (Source: Anarock Report). Our land
banks are located near major metropolitans, including the MMR, NCR and Chennai. We believe our significant land banks
allow us to seize potential market opportunities without the need to first spend time and resources locating and acquiring the
land. We also have the option to monetize certain part of our land banks in non-core locations, which in turn allows us to focus
on enhancing our presence in strategic locations.

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On August 18, 2020, the Board of our Company approved a scheme of amalgamation (the “Amalgamation”) amongst the
Amalgamating Group and our Company, pursuant to which NAM Estates and EOCDPL will merge with our Company (such
merged entity, the “Amalgamated Company”), as further described in “Proposed Merger of NAM Estates and EOCDPL with
our Company” on page 179. There can be no assurance we will receive all relevant regulatory approvals, satisfy all conditions
precedents or other requirements in a timely manner or at all. For more information, please see “Risk Factors – Internal Risk
Factors – There is no assurance that the Proposed Merger will be completed in a timely manner or at all” on page 40. For
details of the rationale of the amalgamation, please see “Proposed Merger of NAM Estates and EOCDPL with our Company –
Rationale of the Proposed Merger” on page 179. For details in relation to the combined post-amalgamation strategy, please see
“Our Strategy” on page 171. Further, for a description of the business of the Amalgamating Group, please see “Business of the
Amalgamating Group” on page 156.

The table below shows our key financial and operational metrics for our operations:

As of and for the nine months As of and for the financial year ended
Particulars
ended December 31, 2021 March 31, 2021 March 31, 2020 March 31, 2019
Sales(7) (Value in ₹ million) 7,531.3 14,883.4 7,056.3 7,230.4
Sales (Saleable Area (1)(7) in 1.0 1.1 0.8 1.1
million square feet)
Sales(7) (number of units) 542 565 539 845
Gross Collections(2) (₹ in 7,815.0 19,366.0 44,178,2 25,645.8
million)
Completed Built-up Area 0.7 0.3 0.8 10.3
(million square feet)
Debt to Equity Ratio(3) 0.4 0.4 0.8 1.4
Revenue from operations (₹ in 11,918.5 15,214.2 32,707.8 49,438.9
million)
EBITDA(4) (in ₹ million) 835.9 3,203.3 9,704.9 13,215.5
EBITDA Margin(5) 7.0% 21.1% 29.7% 26.7%
Profit/(Loss) for the period/year (765.3) 47.2 1,211.1 5,043.2
(in ₹ million)
Profit After Tax Margin(6) (6.4%) 0.3% 3.7% 10.2%

Notes:
(1) Saleable Area means the total carpet area in relation to each project along with appropriate loading to adjust for common areas, service and storage area
parking area, area for amenities and other open areas
(2) Gross collections comprises collections towards residential and commercial units and land, other charges, rebates given to customers, indirect taxes and
facility management charges. Includes collection from sales of apartments, plots, land and projects.
(3) Debt to Equity Ratio means total external borrowings divided by total shareholders’ fund
(4) EBITDA means Earnings before interest, taxes, depreciation, amortisation and impairment excluding other income
(5) EBITDA Margin means EBITDA as a percentage of revenue from operations
(6) Profit After Tax Margin means profit after tax as a percentage of revenue from operations
(7) For sales in terms of value, area and units considered classification based on active sales as at December 31, 2021
Gross collections, EBITDA, EBITDA Margin and Profit After Tax Margin are not recognized measures under Ind AS or other recognized accounting
standards.

Significant Factors Affecting Our Results of Operations and Financial Condition

Our results of operations and financial condition may be affected by a number of significant factors, including the following:

COVID-19 Pandemic

Our business and operations have been and could continue to be adversely affected by health epidemics, including the ongoing
COVID-19 pandemic. See “Risk Factors — Internal Risk Factors – The extent to which the Coronavirus disease (COVID-19)
may affect our or as the case may be, the Amalgamating Group’s business and operations in the future is uncertain and cannot
be predicted.” on page 45.

The COVID-19 pandemic has had, and may continue to have, significant repercussions across local, national and global
economies and financial markets. Central and state governments have imposed one or more lockdowns in response to the
pandemic.

The global impact of the COVID-19 pandemic has been rapidly evolving and public health officials and governmental
authorities have responded by taking measures, such as prohibiting people from assembling in large numbers, instituting
quarantines, restricting travel, issuing “stay-at-home” orders and restricting the types of businesses that may continue to operate,
among many others.

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Despite the lifting of the lockdowns, there remains significant uncertainty regarding the duration and long-term impact of the
COVID-19 pandemic, as well as possible future responses by the Government, which makes it impossible for us to predict with
certainty the impact that COVID-19 will have on our business and operations in the future.

The COVID-19 pandemic has affected and may affect our business, results of operations and financial condition in a number
of ways, such as the following:

• we saw some slowdown in the sales of our units, caused by material decline in general business activities in the real
estate sector in India and consequently there were slower collections from customers. These conditions prevailed in the
first half of financial year 2021 in particular.

• it caused construction delays at our ongoing projects due to several factors such as lockdowns enforced by government
agencies, work-stoppage orders, disruptions in the supply of materials and shortage of labour. We have gradually
resumed construction at our sites in compliance with the government guidelines;

• it led to a closure of our offices and we moved to a work-from-home model. We resumed operations at our offices in a
staggered manner in compliance with government guidelines; a surge in the number of COVID-19 cases in the future
could result in a complete or partial closure of, or other operational issues at, our offices pursuant to government action;

• it may adversely impact our ability to access debt and equity capital on acceptable terms, or at all, and further disruption
and instability in the global financial markets, deteriorations in credit and financing conditions, or downgrades of India’s
credit ratings may affect our access to capital and other sources of funding necessary for our operations or for addressing
maturing liabilities on a timely basis;

• it may result in the imposition of operational guidelines or other conditions on landlords to protect the health and safety
of personnel working at our commercial developments, which may result in additional costs and demands on our facility
management team;

• it may affect our ability to execute our growth strategies and expand into new markets;

• it may lead to inherent productivity, connectivity, and oversight challenges due to an increase in number of individuals
working from home;

• it increased vulnerability to cyber-security threats and potential breaches, including phishing attacks, malware and
impersonation tactics, resulting from the increase in numbers of individuals working from home;

• it may give rise to uncertainty as to whether and when government authorities would completely lift “stay-at-home”
orders; and

• it may negatively affect the health of our personnel, particularly if a significant number of them are afflicted by COVID-
19, and could result in a deterioration in our ability to ensure business continuity during this disruption.

Note 62 of our Audited Consolidated Financial Statements for financial year 2021 states that our operations are slowly and
gradually resuming, and we have considered the possible impact of COVID-19 in preparing the financial results including the
recoverable value of the assets and the liquidity position of the Group, based on internal and external information up to the date
of approval of the financial statements. We are continuously and closely observing the unfolding situation and will continue to
do so.

The COVID-19 pandemic may intensify, and there may be future outbreaks of other highly infectious or contagious diseases.
To the extent, the COVID-19 pandemic adversely affects us, it may also significantly increase the effect of the factors affecting
our results of operations mentioned below.

General Economic Conditions and the Condition and Performance of the Real Estate Sector in MMR and NCR, and India
generally

We derive substantially all of our revenue from our real estate activities in India. Accordingly, we are heavily dependent on
the state of the Indian real estate sector and the Indian economy in general. As demand for new residential and commercial
properties is driven by increased employment and increasing disposable income, any slowdown or perceived slowdown in the
Indian economy (including as a result of the COVID-19 pandemic), or in specific sectors of the Indian economy, could adversely
affect our business and financial performance. In addition, India’s real estate sector is cyclical in nature and is affected by
factors such as affordability, government duty, pricing, payment plans, interest rates and state and central government initiatives.

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If the real estate sector were in a downwards cycle, overall sales volume in the real estate sector may be lower as compared to
an upwards cycle, and vice versa.

Our real estate development activities are primarily focused in and around the MMR and NCR. As of December 31, 2021, our
inventory amounted to a total Saleable Area of 17.3 million square feet, out of which 10.0 million square feet was located in
the MMR region and 4.6 million square feet was located in the NCR region. These MMR and NCR real estate markets may
perform differently in terms of supply, absorption and average base selling price from the real estate markets in other parts of
India. Any change in the performance of these real estate markets, including as a result of other factors described in this section
may affect our results of operations and financial condition. For more details on the MMR and NCR real estate markets, please
see “Industry Overview”.

Fluctuations in Market Prices for our Projects

Our total income is affected by the sales price of our projects, which are affected by prevailing market conditions and prices in
the real estate sector in India generally (including market forces of supply and demand), the nature and location of our projects,
and other factors such as our brand and reputation and the design of the projects.

Supply and demand market conditions are affected by various factors outside our control, including:

• prevailing local economic, income and demographic conditions;


• availability of consumer financing (interest rates and eligibility criteria for loans);
• availability of and demand for projects comparable to those we develop;
• changes in governmental policies;
• changes in applicable regulatory schemes; and
• competition from other real estate developers.

Sales Volume and Rate of Progress of Construction and Development

We recognize revenue as per Ind AS 115 “Revenue from Contract with Customers”. This standard specifies that revenue from
sale of residential or commercial properties is recognized when the performance obligations are essentially complete. The
performance obligations are considered to be complete when the property is ready to be transferred to the buyer (occupancy
certificate received from the issuing authority) i.e. offer for possession can be issued to the buyers by issuing the possession
request letter. Further, the volume of bookings depends on our ability to design projects that will meet customer preferences
and market trends, and to timely market and pre-sell our projects, the preference of customers to pay for the projects or enter
into sale agreements well in advance of receiving possession of the projects in addition to general market conditions. We market
and pre-sell our projects in phases from the date of launch of the project after receiving requisite approvals, including those
required under the RERA, which is typically after acquisition of the land or land development rights and during the process of
planning and designing the project, up until the time we complete our project, depending on market conditions. Construction
progress depends on various factors, including any disruptions caused by lockdowns imposed by the government as a result of
the COVID-19 pandemic, the availability of labor and raw materials, the actual cost of construction (which is particularly
affected by fluctuations in the market price for steel and cement) and changes to the estimated total construction cost, the
competence of and priority given to our projects by our contractors, the receipt of approvals and regulatory clearances, access
to utilities such as electricity and water, and the absence of contingencies such as litigation and adverse weather conditions.

Ability to Develop our Land Reserves

Our growth is linked to the size of our land reserves and the availability of land in areas where we intend to develop projects
either by ourselves or under joint development or joint venture arrangements. We may also seek to monetize certain part of our
land reserves to recycle capital and fuel growth. For more information on our land reserves, please see “Our Business – Land
Reserves”.

The cost of acquiring land, which includes the amounts paid for freehold rights, leasehold rights, the cost of registration and
stamp duty, represents a substantial part of our project cost, and may sometimes determine whether we are able to acquire
certain parcels of land at all. We acquire land from private parties and also from the Government. We enter into a deed of
conveyance or a lease deed transferring title or leasehold rights in our favor. The registration charges and stamp duty are
payable by us. Additional costs include those incurred in complying with regulatory formalities, such as fees paid for change
of land use, infrastructure and development charges and premium.

Cost of Construction and Development

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Our cost of construction includes the cost of raw materials such as steel, cement, wood, flooring and other building materials
and labor costs. Raw material prices, particularly those of steel and cement, may be affected by price volatility caused by
various factors that affect the Indian and international commodity markets. If there are extraordinary price increases in
construction materials due to increases in demand for cement and steel, or shortages in supply, the contractors we hire for
construction or development work may be unable to fulfil their contractual obligations and may therefore be compelled to
increase their contract prices. As a result, increases in costs for any construction materials may affect our construction costs,
and consequently our margins unless we are able to pass on such costs by increasing the sales price for our projects. Further,
certain approval costs and premiums payable to Government authorities are linked to the ready reckoner rates announced by
the relevant government authorities periodically. Any increase in the ready reckoner rates increases our approval costs.

In addition, the timing and quality of construction of the projects we develop depends on the availability and skill of our
contractors and consultants, as well as contingencies affecting them, including labor and industrial actions, such as strikes and
lockouts. Such labor and industrial actions may cause significant delays to the construction timetables for our projects and we
may therefore be required to find replacement contractors and consultants at higher cost. As a result, any increase in prices
resulting from higher construction costs could adversely affect demand for our projects and our profit margins.

Cost of Financing and Changes in Interest Rates

We fund our property development activities through a combination of medium and long-term debt and internal accruals.
Accordingly, our ability to obtain financing, as well as the cost of such financing, affects our business.

Though we believe we are able to obtain funding at competitive interest rates, cost of financing is material for us. Our total
outstanding borrowings, on a consolidated basis was ₹12,868.9 million, ₹12,225.1 million, ₹26,992.0 million and ₹55,342.7
million as of December 31, 2021, March 31, 2021, March 31, 2020 and March 31, 2019, respectively, and our finance costs
were ₹855.2 million for the nine months ended December 31, 2021, and ₹2,278.9 million, ₹4,811.6 million and ₹4,643.2 million
for the financial years 2021, 2020 and 2019, respectively. One of the major drivers behind the growth of demand for housing
units is rising disposable income and availability of housing loans at affordable interest rates. Changes in interest rates also
affect the ability and willingness of our prospective real estate customers, particularly customers for our residential properties,
to obtain financing for their purchase of our developments. The interest rate at which our real estate customers may borrow
funds for the purchase of our properties affects the affordability and purchasing power of, and hence the market demand for,
our residential real estate developments.

Competition

The real estate development industry in India, while fragmented, is highly competitive. Our competitors include real estate
developers such as Godrej Properties Limited, Oberoi Realty Limited, Piramal Realty Private Limited, DLF Limited, Prestige
Estates Projects Limited, Wadhwa Group Holdings Private Limited, Dosti Realty Limited, Hiranandani Developers Private
Limited, L&T Realty Limited, Rustomjee Builders Private Limited, Kalpataru Limited and Tata Housing Development
Company Limited. We compete with these companies for the sale of our developments as well as entering into joint
development and joint venture opportunities.

Regulatory Framework

The real estate sector is highly regulated. Regulations applicable to our operations include standards regarding land acquisition,
the ratio of built-up area to land area, land usage, the suitability of building sites, road access, necessary community facilities,
open spaces, water supply, sewage disposal systems, electricity supply, environmental suitability and size of the project.
Approval of development plans is conditioned on, among other things, completion of the acquisition of the project site and
compliance with relevant conditions. Approvals must be obtained at both the national and local levels, and our results of
operations are expected to continue to be affected by the nature and extent of the regulation of our business, including the
relative time and cost involved in procuring approvals for each new project, which can vary from project to project. For
example, the RERA, which was notified in March 2016, has imposed certain obligations on real estate developers, including
us, such as mandatory registration of real estate projects, not issuing any advertisements or accepting advances unless real estate
projects are registered under RERA, restrictions on use of funds received from customers prior to project completion and taking
customer approval for major changes in sanction plan.

In addition, some of our affordable income housing real estate projects qualify for tax benefits. The continuation of these
benefits cannot be assured and if they are disputed or terminated, there could be a material effect on our results of operations.
The GST regime which took effect from July 1, 2017 and any new rules or regulations thereunder may also have a material
effect on our results of operations.

Strategic Divestments

87
In prior periods, we have carried out strategic divestments from time to time, which have affected our results of operations and
financial condition. During the financial year 2020, we recognized one-off revenues from certain divestments, including the
following:

• we sold one commercial asset/development at Mumbai to an entity controlled by Blackstone Group Inc. (“Blackstone”).
We recognized revenue amounting to ₹10,350.0 million from such sale;

• we sold our remaining stake in joint venture companies owning commercial assets in Lower Parel, Mumbai and Udyog
Vihar, Gurugram for an aggregate consideration of ₹27,170.0 million to entities controlled by Blackstone. We
recognized profit amounting to ₹7,805.5 million from such sale; and

• we divested our stake in One Indiabulls Park in Chennai to entities controlled by Blackstone by way of a scheme of
arrangement. Such scheme of arrangement aims to simplify our corporate structure and create economies in
administrative and managerial costs by consolidating operations. We recognized net gain amounting to ₹2,140.7 million
from the transaction.

Amalgamation with NAM Estates Private Limited and Embassy One Commercial Property Developments Private Limited

On August 18, 2020, the Board of our Company approved a scheme of amalgamation (the “Amalgamation”) amongst the
Amalgamating Group and our Company, pursuant to which NAM Estates and EOCDPL will merge with our Company (such
merged entity, the “Amalgamated Company”), as further described in “Proposed Merger of NAM Estates and EOCDPL with
our Company” on page 179. There can be no assurance we will receive all relevant regulatory approvals, satisfy all conditions
precedents or other requirements in a timely manner or at all. For more information, please see “Risk Factors – Internal Risk
Factors – There is no assurance that the Proposed Merger will be completed in a timely manner or at all” on page 40

If the Amalgamation is completed, there may be significant changes to our business, operations, assets and strategies, which
may in turn affect our results of operations and financial condition. The impact of such Amalgamation on our results of
operations and financial conditions will depend on numerous factors, including the size of the Amalgamating Group’s business
and operations, existing assets, supplier and customer base, the terms of the Amalgamation and our ability to realize the
anticipated growth opportunities and synergies from combining such business. There can be no assurance that we will realize
all anticipated growth opportunities and synergies after the Amalgamation. For more information, please see “Risk Factors –
Internal Risk Factors - Assuming the completion of the Proposed Merger, if we are unable to successfully integrate the
Amalgamating Group to our business and realize the anticipated benefits of the Proposed Merger, our business, results of
operations, financial condition and cash flows may be adversely affected”. In addition, there may be risks associated with the
Amalgamating Group that may materially and adversely affect our business, financial condition and results of operations which
we are not aware of. Please see “Risk Factors – Internal Risk Factors - The Proposed Merger is not yet effective and there are
limitations on the information relating to the Amalgamating Group disclosed in this Placement Document.”

Apart from affecting our future results of operations and financial condition, the Amalgamation makes it difficult to analyze
and evaluate our future results of operations and financial conditions based on our historical financial statements since the trends
in such results will not be reflected in our consolidated financial statements. For details of the rationale of the amalgamation,
please see “Rationale of the Proposed Merger”. For details in relation to the combined post-amalgamation strategy, please see
“Our Combined Strategy”. Further, for a description of the business of the Amalgamating Group, please see “Business of the
Amalgamating Group”.

Our Significant Accounting Policies

Our accounting policies are fully described in our Consolidated Financial Statements included in “Financial Statements” on
page 244.

Basis for preparation

Our consolidated financial statements have been prepared on going concern basis in accordance with accounting principles
generally accepted in India. Further, the financial statements have been prepared on historical cost basis except for certain
financial assets and financial liabilities and share based payments which are measured at fair values as explained in relevant
accounting policies. Fair valuations related to financial assets and financial liabilities are categorized into level 1, level 2 and
level 3 based on the degree to which the inputs to the fair value measurements are observable

Basis of consolidation

Subsidiaries

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Subsidiaries are all entities (including structured entities) over which we have control. We control an entity when we have
power over the investee and are exposed to, or have rights to, variable returns from its involvement with the entity and has the
ability to affect those returns through its power to direct the relevant activities of the entity. We have power over the investee
even if it owns less than majority voting rights i.e. rights arising from other contractual arrangements. Subsidiaries are fully
consolidated from the date on which control is transferred to us. They are deconsolidated from the date when control ceases.
Statement of profit and loss (including other comprehensive income (“OCI”)) of subsidiaries acquired or disposed of during
the period are recognized from the effective date of acquisition, or up to the effective date of disposal, as applicable. All the
consolidated subsidiaries have a consistent reporting date of March 31.

We combine the financial statements with our subsidiaries line by line adding together like items of assets, liabilities, equity,
income and expenses. Intercompany transactions, balances and unrealized gains/(losses) on transactions between group
companies are eliminated. We apply the accounting principles and policies consistently.

Non-controlling interests, presented as part of equity, represent the portion of a subsidiary’s statement of profit and loss and net
assets that is not held by us. Statement of profit and loss balance (including each component of OCI) is attributed to our equity
holders and to the non-controlling interests basis the respective ownership interests and the such balance is attributed even if
this results in the non-controlling interests having a deficit balance.

We treat transactions with non-controlling interests that do not result in a loss of control as transactions with our equity owners.
Such a change in ownership interest results in an adjustment between the carrying amounts of the controlling and non-
controlling interests to reflect their relative interests in the subsidiary. Any difference between the amount of the adjustment to
non-controlling interests and any consideration paid or received is recognized within equity.

Joint ventures

Investments in joint arrangements are classified as either Joint operations or Joint ventures. The classification depends on the
contractual rights and obligations of each investor, rather than the legal structure of the Joint arrangement. We have classified
our investment in joint arrangement as joint ventures.

Interest in joint venture are accounted for using the equity method, after initially being recognized at cost. The carrying amount
of the investment is adjusted thereafter for the post acquisition change in the share of net assets of the investee, adjusted where
necessary to ensure consistency with our accounting principles and policies. The consolidated statement of profit and loss
(including the other comprehensive income) includes our share of the results of the operations of the investee. Dividends
received or receivable from joint ventures are recognized as a reduction in the carrying amount of the investment.

On loss of joint control, the difference between proceeds from disposal (including fair value of any retained interests) and the
carrying amount of the investment in joint ventures is recognized in consolidated statement of profit and loss.

Business combination

We apply the acquisition method in accounting for business combinations. The consideration transferred by us to obtain control
of a subsidiary is calculated as the sum of the acquisition-date fair values of assets transferred, liabilities incurred by the former
owners of the acquired entity. Acquisition costs are generally recognized in the statement of profit and loss as incurred.

Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at
their acquisition-date fair values.

Goodwill is initially measured as excess of the aggregate of the consideration transferred and the amount recognized for non-
controlling interests, and any previous interest held, over the net identifiable assets acquired and liabilities assumed. If the fair
value of the net assets acquired is in excess of the aggregate consideration transferred and where exists clear evidence of
underlying reasons of classifying business combinations as bargain purchase, the difference is recognized in other
comprehensive income and accumulated in equity as capital reserve. However, if there is no clear evidence of bargain purchase,
the entity recognizes the gain directly in equity as capital reserve, without routing the same through other comprehensive
income.

Business combinations involving entities or businesses under common control have been accounted for using the pooling of
interests method. The assets and liabilities of the combining entities are reflected at their carrying amounts. No adjustments
have been made to reflect fair values, or to recognize any new assets or liabilities.

Revenue Recognition

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Revenue from sale of properties is recognized when the performance obligations are essentially complete. The performance
obligations are considered to be complete when the property is ready to be transferred to the buyer (occupancy certificate
received from the issuing authority) i.e. offer for possession can be issued to the buyers by issuing the possession request letter.

We consider the terms of the contract and its customary business practices to determine the transaction price. The transaction
price is the amount of consideration to which we expect to be entitled in exchange for transferring property to a customer,
excluding amounts collected on behalf of third parties (for example, indirect taxes). The consideration promised in a contract
with a customer may include fixed consideration, variable consideration (if reversal is less likely in future), or both.

For each performance obligation identified, we determine at contract inception whether it satisfies the performance obligation
over time or satisfies the performance obligation at a point in time. If an entity does not satisfy a performance obligation over
time, the performance obligation is satisfied at a point in time. We recognize a receivable when the control is transferred as
this is the case of point in time recognition where consideration is unconditional because only the passage of time is required.

When either party to a contract has performed, an entity shall present the contract in the balance sheet as a contract asset or a
contract liability, depending on the relationship between the entity’s performance and the customer’s payment.

The costs estimates are reviewed periodically and effect of any change in such estimate is recognized in the period such changes
are determined. However, when the total estimated cost exceeds total expected revenues from the contracts, the loss is
recognized immediately.

Revenue from construction contracts

Revenue and related expenditures in respect of short-term works contracts that are entered into and completed during the year
are accounted for on accrual basis as they are earned. Revenue and related expenditures in respect of long-term works contracts
are accounted for on the basis of ‘input method’ as the performance obligations are satisfied over time. In case of cost plus
contracts, revenue is recognized as per terms of specific contract, i.e. cost incurred plus an agreed profit margin. Further, we
consider the terms of the contract and its customary business practices to determine the transaction price. The consideration
promised in a contract with a customer may include fixed consideration, variable consideration (if reversal is less likely in
future), or both.

Revenue from sale of land

Revenue from sale of land is recognized in the year in which the underlying sale deed is executed and there exists no uncertainty
in the ultimate collection of consideration from buyer.

Base rent and amenities income

Base rent and amenities income are recognized on a straight-line basis over the terms of the lease, except for contingent rental
income, which is recognized when it arises. Base rent comprises rental income earned from the operating leases and finance
lease of the owned properties. Amenities income is rental revenue earned from the letting of space at the properties for amenities
(including canteen space and business center) is recognized in the period in which the services are being rendered.

Land lease income

Upfront lease premium received/receivable is recognized on operating lease basis i.e. on straight line basis over the lease term
of the lease/sub-lease arrangement. Annual lease rentals are recognized on an accrual basis.

Operations and maintenance income

Income arising from billing of maintenance charges to tenants/customers is recognized in the period in which the services are
being rendered. We recognize a receivable when the services are rendered as this is the case of point in time recognition where
consideration is unconditional because only the passage of time is required. Further, we consider the terms of the contract and
its customary business practices to determine the transaction price. The consideration promised in a contract with a customer
may include fixed consideration, variable consideration (if reversal is less likely in future), or both.

Profit on sale of investment with underlying real estate business

Profit on sale of investments of entities in the real estate business is recognized in the year in such investments are sold after
adjusting the consideration received with carrying value of investment. The said profit is recognized as part of other operating
income as in substance, such sale reflects the sale of real estate business. However, in case of loss on sale of such investments,
the same is recognized as part of other expense.
Gain on fair valuation of investment (remaining stake)
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Gain on fair valuation of investment is recognized in the year in which the remaining investment is fair valued basis the
consideration received for the proportionate stake sale. The said gain is recognized as part of other operating income as there
is underlying business of real estate development.

Revenue from real estate properties advisory and management services

Income arising from real estate properties advisory is recognized in the period in which the services are being rendered. We
consider the terms of the contract and its customary business practices to determine the transaction price. The consideration
promised in a contract with a customer may include fixed consideration, variable consideration (if reversal is less likely in
future), or both.

Revenue on account of settlement of existing project

Revenue from such settlement is recognized in the year in which the underlying executed documents are received and there
exists no uncertainty in the ultimate collection of consideration.

Interest income

Interest income is recorded on accrual basis using the effective interest rate (“EIR”) method.

Interest on delayed receipts, cancellation/forfeiture income and transfer fees from customers are recognized on accrual basis
except in cases where ultimate collection is considered doubtful.

Gain on amortised cost financial assets

Gain on de-recognition of financial asset carried at amortised cost is recognized in the year when the entire payment is received
against the outstanding balance of amortised cost financial assets.

Inventories

Land other than that transferred to real estate properties under development is valued at lower of cost or net realizable value.

Real estate properties (developed and under development) includes cost of land under development, internal and external
development costs, construction costs, and development/construction materials, borrowing costs and related overhead costs and
is valued at lower of cost or net realizable value.

Construction materials, stores and spares, tools and consumable are valued at lower of cost or net realizable value, on the basis
of first-in first-out method.

Net realizable value is the estimated selling price in the ordinary course of business less estimated costs of completion and
estimated costs of necessary to make the sale

Borrowing Costs

Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are capitalized during
the period of time that is necessary to complete and prepare the asset for its intended use or sale. A qualifying asset is one that
necessarily takes substantial period of time to get ready for its intended use. All other borrowing costs are charged to the
statement of profit and loss as incurred.

Property Plant and Equipment

Recognition and Initial Investment

Property, plant and equipment are stated at their cost of acquisition. The cost comprises purchase price, borrowing cost if
capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use.
Any trade discount and rebates are deducted in arriving at the purchase price. Subsequent costs are included in the asset’s
carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits
associated with the item will flow to our Group. All other repair and maintenance costs are recognized in statement of profit
and loss as incurred.
Subsequent measurement (depreciation and useful lives)

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Depreciation on property, plant and equipment is provided on the straight-line method, computed on the basis of useful lives
(as set out below) prescribed in Schedule II to the Companies Act, 2013:

Asset class Useful life


Building – temporary structures 1 – 3 years
Plant and equipment 12 – 15 years
Office equipment 5 years
Computers 3 – 6 years
Furniture and fixtures 10 years
Vehicles 8 years
Ship 13 years

Leasehold improvements

Leasehold improvements have finite useful life and, therefore, are capitalized separately and amortized over the lease period or
the estimated useful life of the leasehold improvements. Presently, the estimated useful life of the assets is less than the lease
period and is as below:

Asset class Useful life


Boundary wall 5 years
Water pipeline 12 years
Other infrastructure works 10 years
Electrical work 10 years

The residual values, useful lives and method of depreciation of are reviewed at the end of each financial year and adjusted
prospectively, if appropriate.

De-recognition

An item of property, plant and equipment and any significant part initially recognized is derecognized upon disposal or when
no future economic benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset
(calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is recognized in statement
of profit and loss when the asset is derecognized

Investment Property

Recognition and initial measurement

Investment properties are held to earn rentals or for capital appreciation, or both. Investment properties are measured initially
at their cost of acquisition. The cost comprises purchase price, borrowing cost if capitalization criteria are met and directly
attributable cost of bringing the asset to its working condition for the intended use. Any trade discount and rebates are deducted
in arriving at the purchase price. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset,
as appropriate, only when it is probable that future economic benefits associated with the item will flow to our Group. All other
repair and maintenance costs are recognized in statement of profit and loss as incurred.

Though we measure investment property using cost-based measurement, the fair value of investment property is disclosed in
the notes to the financial statements. Fair values are determined based on an annual valuation performed by an accredited
external independent valuer who holds a recognized and relevant professional qualification and has recent experience in the
location and category of the investment property being valued.

Subsequent measurement (depreciation and useful lives)

Depreciation on investment properties is provided on the straight-line method, computed on the basis of useful lives (as set out
below) prescribed in Schedule II to the Companies Act, 2013:

Asset class Useful life


Leasehold Land Over lease period
Building and related fixtures
Buildings 60 years
Fixtures 10 years
Plant and equipment 12 - 15 years
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The residual values, useful lives and method of depreciation of are reviewed at the end of each financial year and adjusted
prospectively, if appropriate.

De-recognition

Investment properties are derecognized either when they have been disposed of or when they are permanently withdrawn from
use and no future economic benefit is expected from their disposal. The difference between the net disposal proceeds and the
carrying amount of the asset is recognized in statement of profit and loss in the period of de-recognition.

Investment property under development

Investment property under development represents expenditure incurred in respect of capital projects are carried at cost. Cost
includes land, related acquisition expenses, development/construction costs, borrowing costs and other direct expenditure.

Right of use asset classified as investment property

We have taken a land on long-term lease for which it has recognized right of use assets. We then sub-lease the said right of use
assets under an operating lease and hence, this has been classified as investment property and measure accordingly.

Intangible assets

Recognition and initial measurement

Intangible assets (softwares) are stated at their cost of acquisition. The cost comprises purchase price, borrowing cost if
capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use.
Any trade discount and rebates are deducted in arriving at the purchase price.

Subsequent measurement (amortisation)

The cost of capitalized software is amortized over a useful life of 3 to 4 years from the date of its acquisition.

De-recognition

Intangible asset is de-recognized upon disposal or when no future economic benefits are expected from its use or disposal. Any
gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying
amount of the asset) is recognized in the statement of profit and loss, when the asset is derecognized.

Assets held for sale

Non-current assets are classified as held for sale if their sale is considered highly probable. They are measured at fair value less
cost to sell.

Lease

Where we are the lessee

Right of use assets and lease liabilities

Up until the financial year ended March 31, 2019, assets acquired on leases where a significant portion of risk and rewards of
ownership are retained by the lessor are classified as operating leases. Lease rental were charged to statement of profit and loss
on straight-line basis except where scheduled increase in rent compensate the lessor for expected inflationary costs.

For any new contracts entered into on or after 1 April 2019, we consider whether a contract is, or contains a lease (the transition
approach has been explained and disclosed in Note 41 of the Consolidated Financial Statements). A lease is defined as ‘a
contract, or part of a contract, that conveys the right to use an asset (the underlying asset) for a period of time in exchange for
consideration’.

Classification of leases

We enter into leasing arrangements for various assets. The assessment of the lease is based on several factors, including, but
not limited to, transfer of ownership of leased asset at end of lease term, lessee’s option to extend/purchase etc.

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Recognition and initial measurement

At lease commencement date, we recognize a right-of-use asset and a lease liability on the balance sheet. The right- of-use
asset is measured at cost, which is made up of the initial measurement of the lease liability, any initial direct costs we incur, an
estimate of any costs to dismantle and remove the asset at the end of the lease (if any), and any lease payments made in advance
of the lease commencement date (net of any incentives received).

Subsequent measurement

We depreciate the right-of-use assets on a straight-line basis from the lease commencement date to the earlier of the end of the
useful life of the right-of-use asset or the end of the lease term. We also assess the right-of-use asset for impairment when such
indicators exist.

At lease commencement date, we measure the lease liability at the present value of the lease payments unpaid at that date,
discounted using the interest rate implicit in the lease if that rate is readily available or our incremental borrowing rate. Lease
payments included in the measurement of the lease liability are made up of fixed payments (including in substance fixed
payments) and variable payments based on an index or rate. Subsequent to initial measurement, the liability will be reduced
for payments made and increased for interest. It is re-measured to reflect any reassessment or modification, or if there are
changes in in-substance fixed payments. When the lease liability is re-measured, the corresponding adjustment is reflected in
the right-of-use asset.

We have elected to account for short-term leases using the practical expedients. Instead of recognizing a right-of-use asset and
lease liability, the payments in relation to these are recognized as an expense in statement of profit and loss on a straight-line
basis over the lease term.

Where we are the lessor

Leases are classified as finance leases when we have transferred to the lessee substantially all of the risks and rewards of
ownership. Amounts due from lessees under finance leases are recorded as receivables at the our net investment in the leases.
Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate of return on the net investment
outstanding in respect of the lease.

Leases in which we do not transfer substantially all the risks and rewards of ownership of an asset are classified as operating
leases. Rental income from operating lease is recognized on a straight-line basis over the term of the relevant lease. Initial
direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and
recognized over the lease term on the same basis as rental income.

Impairment of non-financial assets

At each reporting date, we assess whether there is any indication that an asset may be impaired, based on internal or external
factors. If any such indication exists, the recoverable amount of the asset or the cash generating unit is estimated. If such
recoverable amount of the asset or cash generating unit to which the asset belongs is less than its carrying amount, the carrying
amount is reduced to its recoverable amount. The reduction is treated as an impairment loss and is recognized in the statement
of profit and loss. If, at the reporting date there is an indication that a previously assessed impairment loss no longer exists, the
recoverable amount is reassessed, and the asset is reflected at the recoverable amount. Impairment losses previously recognized
are accordingly reversed in the statement of profit and loss.

Financial instruments

Financial assets

Recognition and initial measurement

All financial assets are recognized initially at fair value and transaction cost that is attributable to the acquisition of the financial
asset is also adjusted.

Subsequent measurement

(i) Debt instruments at amortised cost – A ‘debt instrument’ is measured at the amortised cost if both the following
conditions are met:

• The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows;
and
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• Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and
interest (SPPI) on the principal amount outstanding.

After initial measurement, such financial assets are subsequently measured at amortised cost using the EIR method.

(ii) Equity investments – All equity investments in scope of Ind AS 109 Financial Instruments (“Ind AS 109”) are measured
at fair value. Equity instruments which are held for trading are generally classified as at fair value through profit and
loss (“FVTPL”). For all other equity instruments, we may decide to classify the same either as at fair value through
other comprehensive income (FVOCI) or FVTPL. We make such election on an instrument by instrument basis. The
classification is made on initial recognition and is irrevocable.

(iii) Mutual funds – All mutual funds in scope of Ind AS 109 are measured at FVTPL.

De-recognition of financial assets

A financial asset is primarily de-recognized when the rights to receive cash flows from the asset have expired or we have
transferred our rights to receive cash flows from the asset measured at amortized cost (or, depending on the business model, at
fair value through other comprehensive income).

Financial liabilities

Recognition and initial measurement

All financial liabilities are recognized initially at fair value and transaction cost that is attributable to the acquisition of the
financial liabilities is also adjusted.

Subsequent measurement – Amortised cost

Subsequent to initial recognition, most of the liabilities are measured at amortised cost using the effective interest method.

Recognition and initial and subsequent measurement – fair value

A financial liability is classified as FVTPL if it is designated as such upon initial recognition. Financial liabilities at FVTPL
are measured at fair value and net gains/losses, including any interest expense are recognized in statement of profit and loss.

De-recognition of financial liabilities

A financial liability is de-recognized when the obligation under the liability is discharged or cancelled or expires. When an
existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing
liability are substantially modified, such an exchange or modification is treated as the de-recognition of the original liability
and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the statement of profit
and loss.

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently
enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, to realize the assets and
settle the liabilities simultaneously.

Net investment hedge

We have entered into certain forward (derivative) contracts to hedge foreign currency risk. Derivative financial instruments are
accounted at FVTPL except for derivatives designated as hedging instruments. To qualify for hedge accounting, the hedging
relationship must meet conditions with respect to documentation, strategy and economic relationship of the hedged transaction.

Hedge of net investments in foreign operations are accounted for similar to cash flow hedges. The changes in fair value of
forward element is recognized in other comprehensive income and accumulated in net investment hedge reserve in equity. The
difference between forward and spot element at the date of designation of hedging instrument is amortised over the period of
hedge. Gains and losses accumulated in equity are reclassified to profit or loss on partial or full settlement.

Impairment of financial assets

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In accordance with Ind AS 109, we apply expected credit loss (“ECL”) model for measurement and recognition of impairment
loss for financial assets. We factor in historical trends and forward looking information to assess expected credit losses
associated with its assets and impairment methodology applied depends on whether there has been a significant increase in
credit risk.

Trade receivables

In respect of trade receivables, we apply the simplified approach of Ind AS 109, which requires measurement of loss allowance
at an amount equal to lifetime expected credit losses. Lifetime expected credit losses are the expected credit losses that result
from all possible default events over the expected life of a financial instrument.

Other financial assets

In respect of its other financial assets, we assess if the credit risk on those financial assets has increased significantly since initial
recognition. If the credit risk has not increased significantly since initial recognition, we measure the loss allowance at an
amount equal to 12-month expected credit losses, else at an amount equal to the lifetime expected credit losses. We assume
that the credit risk on a financial asset has not increased significantly since initial recognition, if the financial asset is determined
to have low credit risk at the balance sheet date.

Foreign currency

Functional and presentation currency

The consolidated financial statements are presented in Indian Rupee (‘INR’) which is also our functional and presentation
currency.
Transactions and balances

Foreign currency transactions are recorded in the functional currency, by applying to the exchange rate between the functional
currency and the foreign currency at the date of the transaction.

Foreign currency monetary items are converted to functional currency using the closing rate. Non-monetary items denominated
in a foreign currency which are carried at historical cost are reported using the exchange rate at the date of the transaction.

Exchange differences arising on monetary items on settlement, or restatement as at reporting date, at rates different from those
at which they were initially recorded, are recognized in the statement of profit and loss in the year in which they arise.

Translation of foreign operations

Functional and reporting currencies of foreign operations are different from our reporting currency. In respect of foreign
operations, assets and liabilities are translated at the exchange rate prevailing at the date of the balance sheet. The items in the
statement of profit and loss are translated at the average exchange rate (that approximates the actual exchange rates) during the
year. The exchange difference arising out of the translation are recognized in other comprehensive income and are accumulated
as foreign currency translation reserve, in the balance sheet until the disposal of the net investments at which time they are
recognized as income or as expenses.

Income taxes

Tax expense recognized in statement of profit and loss comprises the sum of current tax and deferred tax except the ones
recognized in other comprehensive income or directly in equity.

Current tax is determined as the tax payable in respect of taxable income for the year and is computed in accordance with
relevant tax regulations. Current income tax relating to items recognized outside profit or loss is recognized outside profit or
loss (either in other comprehensive income or in equity).

Minimum alternate tax (“MAT”) credit entitlement is recognized as an asset only when and to the extent there is convincing
evidence that normal income tax will be paid during the specified period. In the year in which MAT credit becomes eligible to
be recognized as an asset, the said asset is created by way of a credit to the statement of profit and loss and shown as MAT
credit entitlement. This is reviewed at each balance sheet date and writes down the carrying amount of MAT credit entitlement
to the extent it is not reasonably certain that normal income tax will be paid during the specified period.

Deferred tax is recognized in respect of temporary differences (including differences arising on account of consolidation)
between carrying amount of assets and liabilities for financial reporting purposes and corresponding amount used for taxation
purposes. Deferred tax assets on unrealized tax loss are recognized to the extent that it is probable that the underlying tax loss
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will be utilized against future taxable income. This is assessed based on the forecast of future operating results of respective
entity, adjusted for significant non-taxable income and expenses and specific limits on the use of any unused tax loss.
Unrecognized deferred tax assets are re-assessed at each reporting date and are recognized to the extent that it has become
probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized
or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
Deferred tax relating to items recognized outside statement of profit and loss is recognized outside statement of profit or loss
(either in other comprehensive income or in equity).

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand, demand deposits, other short-term highly liquid investments that are readily
convertible into known amounts of cash and which are subject to an insignificant risk of changes in value.

Employee benefits

Defined contribution plan

Our contribution to provident fund and employee state insurance schemes is charged to the statement of profit and loss or
inventorized as a part of real estate properties under development, as the case may be. Our contributions towards Provident
Fund are deposited with the Regional Provident Fund Commissioner under a defined contribution plan.

Defined benefit plan

We have unfunded gratuity as defined benefit plan where the amount that an employee will receive on retirement is defined by
reference to the employee’s length of service and final salary. The liability recognized in the balance sheet for defined benefit
plans as the present value of the defined benefit obligation (“DBO”) at the reporting date. Management estimates the DBO
annually with the assistance of independent actuaries. Actuarial gains/losses resulting from re-measurements of the liability
are included in other comprehensive income.

Other long-term employee benefits

We also provide the benefit of compensated absences to its employees which are in the nature of long -term benefit plan.
Liability in respect of compensated absences becoming due and expected to be availed more than one year after the balance
sheet date is estimated on the basis of an actuarial valuation performed by an independent actuary using the projected unit credit
method as on the reporting date. Actuarial gains and losses arising from experience adjustments and changes in actuarial
assumptions are recorded in the statement of profit and loss in the year in which such gains or losses arise.

Short-term employee benefits

Short-term employee benefits comprise of employee costs such as salaries, bonus etc. is recognized on the basis of the amount
paid or payable for the period during which services are rendered by the employee.

Share based payments

Share based compensation benefits are provided to employees via Employee Stock Option Plans (ESOPs). The employee
benefits expense is measured using the fair value of the employee stock options and is recognized over vesting period with a
corresponding increase in equity. The vesting period is the period over which all the specified vesting conditions are to be
satisfied. On the exercise of the employee stock options, the employees will be allotted equity shares of our holding company.

Provisions, contingent liabilities and contingent assets

Provisions are recognized only when there is a present obligation, as a result of past events, and when a reliable estimate of the
amount of obligation can be made at the reporting date. These estimates are reviewed at each reporting date and adjusted to
reflect the current best estimates. Provisions are discounted to their present values, where the time value of money is material.

Contingent liability is disclosed for:

• Possible obligations which will be confirmed only by future events not wholly within our control; or

• Present obligations arising from past events where it is not probable that an outflow of resources will be required to settle
the obligation or a reliable estimate of the amount of the obligation cannot be made.
97
Contingent assets are neither recognized nor disclosed. However, when realization of income is virtually certain, related asset
is recognized.

Earnings per share

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders (after
deducting attributable taxes) by the weighted average number of equity shares outstanding during the period. The weighted
average number of equity shares outstanding during the period is adjusted for events including a bonus issue.

For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders
and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential
equity shares.

Significant management judgment in applying accounting policies and estimation uncertainty

The preparation of our consolidated financial statements requires management to make judgements, estimates and assumptions
that affect the reported amounts of revenues, expenses, assets and liabilities, and the related disclosures.

Significant management judgments

• Recognition of deferred tax assets – The extent to which deferred tax assets can be recognized is based on an assessment
of the probability of the future taxable income against which the deferred tax assets can be utilized. In addition,
significant judgement is required in assessing the impact of any legal or economic limits or uncertainties in various tax
jurisdictions.

• Evaluation of indicators for impairment of assets – The evaluation of applicability of indicators of impairment of assets
requires assessment of several external and internal factors which could result in deterioration of recoverable amount of
the assets.

• Recoverability of advances/receivables – At each balance sheet date, based on historical default rates observed over
expected life, the management assesses the expected credit losses on outstanding receivables and advances.

• Provisions – At each balance sheet date basis the management judgment, changes in facts and legal aspects, we assess
the requirement of provisions against the outstanding contingent liabilities. However, the actual future outcome may be
different from this judgement.

• Classification of leases–We enter into leasing arrangements for various premises. The assessment (including
measurement) of the lease is based on several factors, including, but not limited to, transfer of ownership of leased asset
at end of lease term, lessee’s option to extend/terminate etc. After the commencement date, we reassess the lease term
if there is a significant event or change in circumstances that is within its control and affects its ability to exercise or not
to exercise the option to extend or to terminate.

Significant estimates

The following are significant estimates in applying our accounting policies that have the most significant effect on the financial
statements.

• Revenue and inventories – The estimates around total budgeted cost i.e. outcomes of underlying construction and service
contracts, which further require assessments and judgements to be made on changes in work scopes, claims and other
payments to the extent they are probable and they are capable of being reliably measured. For the purpose of making
estimates for claims, we used the available contractual and historical information. The estimates of the saleable area are
also reviewed periodically and effect of any changes in such estimates is recognized in the period such changes are
determined.

• Useful lives of depreciable/amortisable assets – Management reviews its estimate of the useful lives of depreciable/
amortisable assets at each reporting date, based on the expected utility of the assets. Uncertainties in these estimates
relate to technical and economic obsolescence that may change the utilization of asset.

• Defined benefit obligation (“DBO”) – Management’s estimate of the DBO is based on a number of critical underlying
assumptions such as standard rates of inflation, mortality, discount rate and anticipation of future salary increases.
Variation in these assumptions may significantly impact the DBO amount and the annual defined benefit expenses.
98
• Fair value measurements – Management applies valuation techniques to determine the fair value of financial instruments
(where active market quotes are not available) and non-financial assets. This involves developing estimates and
assumptions consistent with how market participants would price the instrument. Management uses the best information
available. Estimated fair values may vary from the actual prices that would be achieved in an arm’s length transaction
at the reporting date.

• Valuation of investment property – Investment property is stated at cost. However, as per Ind AS 40 there is a requirement
to disclose fair value as at the balance sheet date. We engage independent valuation specialists to determine the fair
value of its investment property as at reporting date. The determination of the fair value of properties requires the use of
estimates such as future cash flows from the assets (such as lettings, future revenue streams, capital values of fixtures
and fittings, any environmental matters and the overall repair and condition of the property) and discount rates applicable
to those assets. In addition, development risks (such as construction and letting risk) are also taken into consideration
when determining the fair value of the properties under construction. These estimates are based on local market
conditions existing at the balance sheet date.

Income and Expenses

Our income and expenses are reported in the following manner:

Income

Total income consists of revenue from operations and other income.

Revenue from Operations


Revenue from operations include:
• revenue from real estate properties;
• revenue from sale of land;
• revenue from real estate properties advisory and management services;
• rental and land lease;
• revenue from construction contracts; and
• Other operating revenue which primarily comprises revenue from sale of commercial undertaking, profit on sale of stake
in joint ventures with underlying real estate business, net gain on settlement through merger scheme and fair value impact
on assets held for sale, profit on sale of investments in entity carrying out real estate business, interest income on delayed
payments from customers and service receipts and forfeiture income.

Other Income.
Other income primarily comprises interest income on loans, bank deposits and others, foreign exchange gain (net) and excess
provision/liabilities written back.

Expenses

Our expenses consist of cost of projects, employee benefits expense, finance costs, depreciation, amortization and impairment
expenses, and other expenses.

Cost of Revenue:
Cost of projects primarily includes costs of land, developed properties and decrease in inventory of land and real estate
properties.

Employee Benefits Expenses:


Employee benefits expenses include salaries and wages, contributions to the provident fund and other employee-related funds
and staff welfare expenses and share based payment expenses.

Finance Costs:
Finance costs include interest expenses, interest on lease liabilities, lease on income taxes and other borrowing costs.

Depreciation and Amortization Expenses:


Our depreciation and amortization expenses relate to depreciation on property, plant and equipment, depreciation on
investment property, depreciation on right of use assets and amortization of intangible assets.

Other Expenses:
Other expenses primarily comprise rates and taxes, legal and professional expenses, brokerage and marketing expenses and
claims and compensations.
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Our Results of Operations

The following table sets out select financial data from our consolidated statements of profit and loss for the nine months ended
December 31, 2021 and 2020, the components of which are also expressed as a percentage of total income for such periods:

For the nine months ended December 31


2021 2020
Particulars
(% of Total (% of Total
(₹ in millions) (₹ in millions)
Income) Income)
Income:
Revenue from Operations 11,918.5 93.9% 7,896.8 87.5%
Other Income 770.2 6.1% 1,128.7 12.5%
Total Income 12,688.7 100.0% 9,025.5 100.0%
Expenses:
Cost of land plots, constructed properties and others 10,163.2 80.1% 5,944.5 65.9%
Employee Benefits Expense 561.9 4.4% 340.7 3.8%
Finance Costs 855.1 6.7% 1,937.4 21.5%
Depreciation and Amortisation Expense 86.8 0.7% 145.2 1.6%
Other Expenses 1,127.7 8.9% 1,269.0 14.1%
Total Expenses 12,794.8 100.8% 9,636.7 106.8%
Profit/(loss) Before Tax (106.0) (0.8%) (611.2) (6.8%)
Tax Expense: 659.3 5.2% 286.7 3.2%
Profit/(loss) for the Period (765.3) (6.0%) (897.9) (9.9%)

Nine months ended December 31, 2021 compared to nine months ended December 31, 2020

Total Income.
Total income increased by 40.6% to ₹ 12,688.7 million for the nine months ended December 31, 2021 from ₹ 9,025.5 million
for the nine months ended December 31, 2020, primarily due to increase in revenue from operations.

Revenue from Operations:


Revenue from operations increased by 50.9% to ₹ 11,918.50 million for the nine months ended December 31, 2021 from ₹
7,896.80 million for the nine months ended December 31, 2020, primarily due to increase in units qualifying for revenue
recognition as a result of units becoming ready for transfer to their respective buyers. For more information on our revenue
recognition, please see “Our Significant Accounting Policies – Revenue Recognition” above.

Other Income:
Other income decreased by 31.8% to ₹ 770.2 million for the nine months ended December 31, 2021 from ₹ 1,128.7 million for
the nine months ended December 31, 2020, primarily due to a decrease in interest bearing loans given to third parties.

Total Expenses:
Total expenses increased by 32.8% to ₹ 12,794.8 million for the nine months ended December 31, 2021 from ₹ 9,636.7 million
for the nine months ended December 31, 2020, primarily due to an increase in cost of revenue, in line with the increase in our
revenue from operations.

Cost of land plots, constructed properties and others:


The cost of land plots, constructed properties and others increased by 71.0% to ₹ 10,163.2 million for the nine months ended
December 31, 2021 from ₹ 5,944.5 million for the nine months ended December 31, 2020, primarily due to an increase in cost
of revenue during the nine months ended December 31, 2021, compared to the nine months ended December 31, 2020.

Employee Benefits Expense:


Employee benefits expense increased by 64.9% to ₹ 561.9 million for the nine months ended December 31, 2021 from ₹ 340.7
million for the nine months ended December 31, 2020 primarily due to an upward revision in salaries.

Finance Costs:
Finance costs decreased by 55.9% to ₹ 855.1 million for the nine months ended December 31, 2021 from ₹ 1,937.4 million for
the nine months ended December 31, 2020, primarily due to an overall reduction in the our debt.
Depreciation and Amortization:
Depreciation and amortization decreased by 40.2% to ₹ 86.8 million for the nine months ended December 31, 2021 from ₹
145.2 million for the nine months ended December 31, 2020, primarily due to a decrease in right to use assets and corresponding
decrease in amortization of right to use assets.

Other Expenses:
100
Other expenses decreased by 11.1% to ₹ 1,127.7 million for the nine months ended December 31, 2021 from ₹ 1,269.0 million
for the nine months ended December 31, 2020. Our other expenses were higher during the nine months ended December 31,
2020 primarily due to certain non-current investments being written off during the period.

Total Tax Expense:


Total Tax Expense increased by 130.0% to ₹ 659.3 million for the nine months ended December 31, 2021 from ₹ 286.7 million
for the nine months ended December 31, 2020, primarily due to an increase in taxable income of certain of our subsidiary
companies.

Net Loss for the Period:


Our loss for the year decreased by 14.8% to ₹ 765.3 million for the nine months ended December 31, 2021 from ₹ 897.9 million
for the nine months ended December 31, 2020.

The following table sets out select financial data from our consolidated statements of profit and loss for the financial years 2021,
2020 and 2019, the components of which are also expressed as a percentage of total income for such periods:

For the year ended March 31


2021 2020 2019
Particulars
( ₹ in (% of Total (% of Total ( ₹ in (% of Total
( ₹ in millions)
millions) Income) Income) millions) Income)
Income:
Revenue from Operations 15,214.2 91.5% 32,707.8 95.1% 49,438.9 94.6%
Other Income 1,406.4 8.5% 1,698.5 4.9% 919.1 1.8%
Net gain on de-recognition of financial
asset carried at amortised cost - - - - 1,871.3 3.6%
Total Income 16,620.6 100.0% 34,406.3 100.0% 52,229.3 100.0%
Expenses:
Cost of Revenue
Cost Incurred during the Year 2,430.4 14.6% 13,380.5 38.9% 20,262.0 38.8%
Decrease in Real Estate Properties 8,702.2 52.4% 5,098.8 14.8% 15,123.2 29.0%
Employee Benefits Expense 520.7 3.1% 1,138.2 3.3% 1,384.8 2.7%
Finance Costs 2,278.9 13.7% 4,811.6 14.0% 4,643.2 8.9%
Depreciation and Amortisation 172.5 1.0% 307.6 0.9% 174.5 0.3%
Impairment Losses on Financial Assets - - 839.5 2.4% - -
Other Expenses 1,763.9 10.6% 4,244.4 12.3% 2,243.9 4.3%
Total Expenses 15,868.6 95.4% 29,820.6 86.7% 43,831.6 83.9%
Profit before Exceptional Items, Tax
and Share of (Loss)/Profit from Joint
Ventures 752.0 4.6% 4,585.7 13.3% 8,397.9 16.1%
Share of Profit/ (Loss) in Associate and
Joint Venture - - (15.8) 0.0% 39.9 0.1%
Profit before Exceptional Items and
Tax 752.0 4.6% 4,569.9 13.3% 8,437.8 16.2%
Exceptional items - Interest on Income
Tax - - 793.1 2.3% - -
Profit Before Tax 752.0 4.6% 3,776.8 11.0% 8,437.8 16.2%
Tax Expense: 704.8 4.2% 2,565.7 7.5% 3,394.6 6.5%
Net Profit for the Year 47.2 0.4% 1,211.1 3.5% 5,043.2 9.7%

Financial Year 2021 compared to Financial Year 2020

Total Income:
Total income decreased by 51.7% to ₹16,620.6 million for the financial year 2021 from ₹34,406.3 million for the financial year
2020, primarily due to decrease in revenue from operations.

Revenue from Operations:


Revenue from operations decreased by 53.5% to ₹15,214.2 million for the financial year 2021 from ₹32,707.8 million for the
financial year 2020, primarily because there were one-off gains arising from certain divestments in the financial year 2020,
including the following:

• in financial year 2020, we recognized revenues amounting to ₹10,350.0 million arising from the sale of a commercial
asset/development in Mumbai to an entity controlled by Blackstone;

101
• in financial year 2020, we recognized profit amounting to ₹7,805.5 million arising from the sale of our stake in certain
joint venture companies owning commercial assets in Lower Parel, Mumbai and Udyog Vihar, Gurugram for an
aggregate consideration of ₹27,170.0 million to entities controlled by Blackstone; and

• in financial year 2020, we recognized net gains of ₹2,140.7 million arising from the divestment of our stake in One
Indiabulls Park in Chennai to entities controlled by Blackstone by way of a scheme of arrangement.

A decrease in revenue from construction contracts in financial year 2021, primarily as a result of a decrease in construction
contracts which are cyclical in nature and this also contributed to the decrease in revenue from operations.

The decrease was partially offset by an increase in revenue from real estate properties. Such increase was primarily due to a
one-off loss in the financial year 2020 arising from our subsidiary, Indiabulls Intraestate Limited which recorded cancellation
of multiple units in its projects. These units had been cancelled based on the terms of the agreement entered between the parties
on account of non-payment of certain outstanding dues, pertaining to those units. The refunds arising of these cancellations
had been duly paid to the customers/lenders where these units were mortgaged. The increase in revenue from real estate
properties was also due to an increase in units qualifying for revenue recognition during financial year 2021 compared with
financial year 2020, as a result of these units becoming ready for transfer to their respective buyers. For more information on
our revenue recognition, please see “Our Significant Accounting Policies – Revenue Recognition” above.

Other Income:
Other income decreased to ₹ 1,406.4 million for the financial year 2021 from ₹ 1,698.5 million for the financial year 2020,
primarily due to a decrease in interest income on loans, bank deposits and others, which was in turn caused by decrease in
interest bearing loans given to third parties. The decrease was partially offset by foreign exchange gain.

Total Expenses:
Total expenses decreased by 46.8% to ₹ 15,868.6 million for the financial year 2021 from ₹ 29,820.6 million for the financial
year 2020, primarily due to decrease in costs incurred during the year, finance costs and other expenses, partially offset by
increases in decrease in real estate properties and impairment losses on financial assets and an excess provision/liabilities written
back in financial year 2021.

Cost incurred during the year:


The costs incurred during the year decreased by 81.8% to ₹ 2,430.5 million for the financial year 2021 from ₹ 13,380.5 million
for the financial year 2020, primarily due a decrease in cost of land, developed properties and others, which was in turn caused
by an increase in projects reaching near completion stage.

Decrease in Real Estate Properties:


The decrease in real estate properties increased by 70.7% to ₹ 8,702.2 million for the financial year 2021 from ₹ 5,098.8 million
for the financial year 2020, primarily due to a decrease in inventory as a result of an increase in projects reaching near completion
stage in the financial year 2021.

Employee Benefits Expense:


Employee benefits expense decreased by 54.3% to ₹ 520.7 million for the financial year 2021 from ₹ 1,138.20 million for the
financial year 2020 primarily due to a decrease in salaries and wages, which was in turn caused by pay cut undertaken by the
senior management of the Company.

Finance Costs:
Finance costs decreased by 52.6% to ₹ 2,278.9 million for the financial year 2021 from ₹ 4,811.6 million for the financial year
2020, primarily due to a decrease in interest expenses, which was in turn caused by an overall reduction in the debt of the
Company.

Depreciation and Amortization:


Depreciation and amortization decreased by 43.9% to ₹ 172.5 million for the financial year 2021 from ₹ 307.6 million for the
financial year 2020, primarily due to lower depreciation on right of use assets.

Other Expenses:
Other expenses decreased by 58.4% to ₹ 1,763.9 million for the financial year 2021 from ₹ 4,244.4 million for the financial
year 2020, primarily due to a decrease in claims and compensations, legal and professional expenses and donations. The claims
and compensations in financial year 2020 was caused by provisioning made for expected outflows on account of certain RERA
orders against the Company. The legal and professional expenses relate to professional fees provided for on account of sale of
our stake in certain subsidiary companies and joint ventures.

Impairment losses on Financial Assets:

102
There was a one-off impairment financial loss on financial assets of ₹ 839.5 million for the financial year 2020, primarily due
to a one off impairment in value of loans (net) and loans written off.
Exceptional items - Interest on Income Tax. Exceptional item – interest on income tax was nil in financial year 2021 as
compared to ₹ 793.1 million in financial year 2020, primarily due to interest on income tax we had paid pursuant to a final order
(the “ITSC Order”) from the Income Tax Settlement Commission (the “ITSC”) in the financial year 2020. The ITSC Order
was issued in connection with certain tax liabilities from previous financial years. See note 55 of our Consolidated Financial
Statements for financial year 2020 for more information.

Total Tax Expense:


Total Tax Expense decreased by 72.5% to ₹ 704.8 million for the financial year 2021 from ₹ 2,565.7 for the financial year 2020.
For financial year 2021, we had a current tax expense of ₹ 54.6 million and a deferred tax expense of ₹ 650.1 million For the
financial year 2020, we had a current tax expense of ₹ 503.2 million and a deferred tax expense of ₹ 2,062.3 million. Our
effective tax rate (which represents the ratio of total tax expenses to profit before tax during the relevant period, expressed as a
percentage) was 93.7% and 55.9% for the financial years 2021 and 2020, respectively. The decrease in total tax expense was
partially offset by an one-off additional tax expense in financial year 2020 arising from the ITSC Order.

Net Profit for the Year:


Our profit for the year decreased by 96.1% to ₹ 47.2 million for the financial year 2021 from ₹ 1,211.1 million for the financial
year 2020.

Financial Year 2020 compared to Financial Year 2019

Total Income:
Total income decreased by 34.1% to ₹ 34,406.4 million for the financial year 2020 from ₹ 52,229.30 million for the financial
year 2019, primarily due to an decrease in revenue from operations.

Revenue from Operations:


Revenue from operations decreased by 33.8% to ₹ 32,707.8 million for the financial year 2020 from ₹ 49,438.90 million for
the financial year 2019, primarily due to a decrease in revenue from real estate properties. The revenue from real estate
properties is primarily dependent upon the receipt of occupancy certificates for the projects under development and revenues
are booked accordingly.

The decrease in revenue from real estate properties in financial year 2020 was also a result of our subsidiary, Indiabulls
Intraestate Limited, recording cancellation of multiple units in its projects. These units had been cancelled based on the terms
of the agreement entered between the parties on account of non-execution and registration of the agreements for sale, non-
payment of registration charges, stamp duty maintenance deposits and other dues from sale of those units. The refunds arising
of these cancellations had been duly paid to the customers/lenders where these units were mortgaged.

The decrease in revenue was partially offset by one-off gains arising from certain divestments in financial year 2020, including
the following:

• in financial year 2020, we recognized revenues amounting to ₹ 10,350.0 million arising from the sale of a commercial
asset/development in Mumbai to an entity controlled by Blackstone;

• in financial year 2020, we recognized profit amounting to ₹ 7,805.5 million arising from the sale of our stake in certain
joint venture companies owning commercial assets in Lower Parel, Mumbai and Udyog Vihar, Gurugram for an
aggregate consideration of ₹27,170.0 million to entities controlled by Blackstone; and

• in financial year 2020, we recognized net gain amounting to ₹ 2,140.7 million arising from the divestment of our stake
in One Indiabulls Park in Chennai to entities controlled by Blackstone by way of a scheme of arrangement.

Other Income:
Other income increased by 84.8% to ₹ 1,698.5 million for the financial year 2020 from ₹ 919.1 million for the financial year
2019, primarily due to an increase in interest income on loans, bank deposit and others which was in turn caused by an increase
in deployable cash on account of the divestments made during financial year 2020. A foreign exchange gain also contributed
to such increase in other income.

Total Expenses:
Total expenses decreased by 32.0% to ₹ 29,820.6 million for the financial year 2020 from ₹ 43,831.6 million for the financial
year 2019, primarily due to decrease in cost incurred during the year, decrease in real estate properties which was partially
offset by impairment losses on financial assets.

Cost Incurred During the Year:


103
The costs incurred during the year decreased by 34.0% to ₹ 13,380.5 million for the financial year 2020 from ₹ 20,262.0 million
for the financial year 2019, primarily on account of a decrease in cost of land, developed projects and others, which was in turn
caused by an increase in projects nearing completion.

Decrease in real estate properties:

The decrease in real estate properties decreased by 66.3% to ₹ 5,098.8 million for the financial year 2020 from ₹ 15,123.2
million for the financial year 2019, primarily due to an impact on our inventory on account of sale of certain subsidiaries in
financial year 2020.

Employee Benefits Expense: Employee benefits expense decreased by 17.8% to ₹ 1,138.2 million for the financial year 2020
from ₹ 1,384.8 million for the financial year 2019 primarily due to a decrease in salaries and wages, which was in turn caused
by attrition of project related employees on accounts of an increase in projects nearing completion.

Finance Costs:
Finance costs increased marginally by 3.6% to ₹ 4,811.6 million for the financial year 2020 from ₹4,643.2 million for the
financial year 2019, primarily due to an increase in interest expense.

Depreciation and Amortization Expenses:


Depreciation, amortization and impairment expenses increased by 76.3% to ₹ 307.6 million for the financial year 2020 from ₹
174.5 million for the financial year 2019, primarily due an increase in depreciation on right of use assets.

Impairment losses on Financial Assets:


There was an one-off impairment financial loss on financial assets of ₹ 8,395.5 million for the financial year 2020, primarily
due to impairment in value of loans (net) and loans written off.

Other Expenses:
Other expenses increased by 89.2% to ₹ 4,244.4 million for the financial year 2020 from ₹ 2,243.9 million for the financial year
2019, primarily on an increase in claims and compensations, legal and professional expenses and donations. The claims and
compensations in financial year 2020 was caused by provisioning made for expected outflows on account of certain RERA
orders against the Company, the legal and professional expenses relate to professional fees provided for on account of sale of
our stake in certain subsidiary companies and joint ventures.

Exceptional Items – Interest on Income Tax:

Exceptional items were ₹ 793.1 million during the financial year 2020 as compared to nil during the financial year 2019,
primarily due to interest on income tax we had paid pursuant to a final order (the “ITSC Order”) from the Income Tax
Settlement Commission (the “ITSC”) in the financial year 2020. The ITSC Order was issued in connection with certain tax
liabilities from previous financial years which were in dispute with the relevant Indian tax authorities. See note 55 of our
Consolidated Financial Statements for financial year 2020 for more information.

Total Tax Expense:

Our total tax expense decreased by 24.4% to ₹ 2,565.7 million for the financial year 2020 from ₹ 3,394.6 million for the financial
year 2019. For the financial year 2020, we had a current tax expense of ₹ 503.2 million and a deferred tax expense of ₹ 2,062.3
million. For the financial year 2019, we had a current tax expense of ₹ 41.2 million and a deferred tax expense of ₹ 3,353.3
million. Our effective tax rate (which represents the ratio of total tax expenses to profit before tax during the relevant period,
expressed as a percentage) was 55.9% and 40.4% for the financial years 2020 and 2019, respectively. Our decrease in tax
expense was partially offset by an one-off tax expense and interest expense pursuant to the ITSC Order.

Net Profit for the Year:


Our net profit for the year decreased by 76.0% to ₹ 1,211.1 million for the financial year 2020 from ₹ 5,043.2 million for the
financial year 2019.

Financial Condition, Liquidity and Capital Resources

Cash Flows

The table below summarizes our consolidated cash flows for the financial years 2021, 2020 and 2019:

(₹ in million)
For the year ended March 31
Particulars
2021 2020 2019
104
Net cash generated from/ (used in) operating activities 8,534.4 (4,318.9) (11,593.0)
Net cash flows from / (used in) Investing Activities 9,708.2 27,786.3 17,848.4
Net cash flows from / (used in) Financing Activities (17,912.7) (18,903.7) (16,953.7)
Opening cash and cash equivalent of subsidiaries acquired/(sold) - (10,111.1) (8.3)
(net)
Net Increase / (Decrease) in Cash and Cash Equivalents 329.9 (5,547.4) (10,706.6)

Operating Activities

Net cash generated from operating activities was ₹ 8,534.4 million for the financial year 2021. We had a profit before tax and
share of (loss)/profit from joint ventures and after exceptional items of ₹ 751.9 million, which was primarily adjusted for interest
expenses of ₹ 2,263.5 million and working capital adjustments such as decrease in inventories of ₹ 9,205.8 million, increase in
trade receivables of ₹ 2,200.4 million, decrease in other current and non-current assets of ₹ 1,065.2 million, decrease in other
current and non-current financial assets of ₹ 6,049.1 million, decrease in trade payables of ₹ 1,265.1 million, decrease in other
current and non-current liabilities of ₹ 3,525.2 million and decrease in other current and non-current liabilities of ₹ 4,139.3
million.

Net cash used in operating activities was ₹ 4,318.9 million for the financial year 2020. We had a profit before tax and share of
(loss)/profit from joint ventures and after exceptional items of ₹ 3,792.5 million, which was primarily adjusted for interest
expenses of ₹ 4,794.0 million, impairment of inventory of ₹ 1,357.0 million, interest income of ₹ 1,139.0 million, profit on sale
of stake in joint ventures with underlying real estate business of ₹ 7,805.5 million, net gain on settlement through merger scheme
and fair value impact of assets of ₹ 2,140.7 million and working capital adjustments such as decrease in inventories of ₹ 9,594.0
million, decrease in trade receivables of ₹ 1,895.2 million, increase in current and non-current loans of ₹1,253.7 million,
decrease in other current and non-current assets ₹ 380.3 million, increase in other current and non-current financial assets of
₹1,253.7 million, decrease in trade payables of ₹ 5,679.7 million, increase other current and non-current financial liabilities of
₹ 2,068.5 million and decrease in other current liabilities of ₹9,262.3 million.

Net cash used in operating activities was ₹ 11,593.0 million for the financial year 2019. We had a profit before tax and share
of (loss)/profit from joint ventures and after exceptional items of ₹ 8,397.8 million, which was primarily adjusted for interest
expenses of ₹ 4,596.7 million, impairment of inventory of ₹ 7,238.0 million, profit on loss of control in subsidiaries and gain
on fair valuation of remaining stake of ₹ 1,339.0 million, gain on amortized cost financial assets of ₹1,871.3 million and working
capital adjustments such as decrease in inventories of ₹ 8,518.7 million, increase of trade receivables of ₹ 2,576.1 million,
decrease in current and non-current loans of ₹ 1,296.8 million, increase in other current and non-current assets of ₹ 1,135.7
million, increase in other current and non-current assets of ₹ 1,624.9 million, increase in trade payables of ₹ 3,602.6 million,
increase in other current and non-current financial liabilities of ₹ 3,320.1 million and decrease in other current liabilities of
₹38,744.3 million.

Investing Activities

Net cash generated from investing activities was ₹ 9,708.2 million for the financial year 2021, which primarily related to
movement (inflow) in fixed deposits (net) of ₹ 2,432.2 million, inter-corporate loans received back of ₹ 6,216.3 million and
interest received of ₹ 1,035.8 million.

Net cash generated from investing activities was ₹ 27,786.3 million for the financial year 2020, which primarily related to
movement (outflow) in fixed deposits (net) of ₹ 1,111.8 million, proceeds from sale of non-current investments of ₹ 31,785.0
million and inter-corporate loans given of ₹ 3,287.7 million.

Net cash generated from investing activities was ₹ 17,848.4 million for the financial year 2019, which primarily related to
purchase of property, plant and equipment of ₹ 1,253.5 million, redemption from proceeds of investments – preference shares
of ₹ 2,517.7 million, proceed from sale of non-current investment of ₹ 6,464.7 million, proceed from sale of current investment
of ₹ 13,942.6 million and intercompany loans given of ₹ 4,516.7 million.

Financing Activities

Net cash used in financing activities was ₹ 17,912.7 million for the financial year 2021. This primarily resulted from repayment
of borrowings from banks of ₹12,105.8 million, redemption of debentures of ₹9,820.9 million, proceeds of borrowings from
others of ₹ 42,050.0 million, repayment of borrowing from others of ₹ 35,590.0 million and interest and other borrowing costs
paid of ₹ 2,806.8 million.

Net cash used in financing activities was ₹ 18,903.7 million for the financial year 2020. This primarily resulted from proceeds
from borrowing from banks of ₹ 4,349.8 million, repayment of borrowing from banks of ₹ 3,794.2 million, proceeds from
issuance of debentures of ₹ 3,500.0 million, redemption of debentures of ₹ 7,679.1 million, proceeds from issuance of

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commercial paper of ₹ 10,150.0 million, repayment of commercial paper of ₹ 20,300.0 million and interest and other borrowing
costs paid of ₹ 5,140.1 million.

Net cash used in financing activities was ₹ 16,953.7 million for the financial year 2019. This primarily resulted from buyback
from equity shares of ₹ 4,476.6 million, proceeds from issuance of preference of preference shares of ₹ 4,500.0 million, proceeds
from borrowings from banks of ₹ 37,715.5 million, repayment of borrowings to banks of ₹ 37,822.3, proceeds from issuance
of debenture of ₹ 4,973.2 million, redemption of debentures of ₹ 16,250.0 million, proceeds from issue of commercial paper of
₹ 42,300.0 million, repayment of commercial paper of ₹ 41,400.0 and interest and other borrowing costs paid of ₹ 6,600.4
million.

Opening cash and cash equivalent of subsidiaries acquired/(sold) (net)

Opening cash and cash equivalent of subsidiaries acquired/(sold) (net) was nil in financial year 2021, ₹ (10,111.1) million in
financial year 2020 and ₹ (8.3) million, primarily due to our disposal activities in these respective financial years.

Indebtedness

As of December 31, 2021 and March 31, 2021, our consolidated indebtedness is as set out below:
(₹ in million)
Particulars As of December 31, 2021 As of March 31, 2021
Current Borrowings 10,905.2 8,444.5
Non-Current Borrowings 1,963.8 3,780.6
Total 12,869.0 12,225.1

The maturity profile of our financial liabilities as of March 31, 2021 is as follows:
(₹ in million)
Particulars Less than one year 1 – 2 years 2 – 3 years More than 3 years Total
Borrowings (including interest accrued) 8,620.1 3,780.6 - - 12,400.7
Lease Liabilities 7.0 - - - 7.0
Trade Payables 3,006.3 - - - 3,006.3
Security Deposits 7.8 - - - 7.8
Other financial liabilities 4,329.3 - - - 4,329.3
Total 15,970.6 3,780.6 - - 19,751.2

As of December 31, 2021, we and our subsidiaries have not breached any provisions of our respective financing agreements,
including representations, warranties and covenants (financial or otherwise).

Contingent Liabilities

As of March 31, 2021, our contingent liabilities, on a consolidated basis, are as set out in the table below:

(₹ in million)
Particulars Amount
Corporate guarantees issued on behalf of other entities 2.6
Income tax demand (pending in appeals) 1,271.9
Income tax demand (pending for others) 55.9
Indirect tax cases demand 437.7
Total 1,768.1

As of December 31, 2021, we do not have any off-balance sheet arrangements, derivative instruments, swap transactions or
relationships with unconsolidated entities or financial partnerships that would have been established for the purpose of
facilitating off-balance sheet arrangements.

Commitments

There was no significant amount of contract remaining to be executed on capital account and not provided for as of March 31,
2021.

Capital Expenditures

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Our capital expenditures were ₹ 0.8 million, ₹ 6.8 million and ₹ 50.1 million for the financial years 2021, 2020 and 2019,
respectively. These capital expenditures primarily relate to acquisition of computers and office equipment, etc. There is no
projected or budgeted capital expenditure for financial year 2022.

Quantitative and Qualitative Disclosures about Market Risks

Our activities expose us to market risk, liquidity risk and credit risk. We have measures in place to mitigate these risks. There
have been no substantive changes in our exposure to financial instrument risks, our objectives, policies and processes for
managing those risks or the methods used to measure them from previous periods unless otherwise stated therein.

Credit risks

Credit risk is the risk that a counterparty fails to discharge its contractual obligation to us. Our exposure to credit risk is
influenced mainly by financial assets measured at amortized cost, trade receivables and cash and cash equivalents. We
continuously monitor defaults of customers and other counterparties and incorporate such information into our credit risk
controls.

We assess and manage credit risk of financial assets based on low, moderate and high credit risk categories arrived on the basis
of assumptions, inputs and factors specific to the class of financial assets.

In respect of trade receivables, we recognize a provision for lifetime expected credit loss. Trade receivables comprise of real
estate business receivables and rental business receivables. Given the nature of business operations, we do not except any credit loss
on our real estate business receivables because transfer of legal title of properties sold is generally passed on to the customer after we
receive the entire consideration. Therefore, real estate receivables have been considered as low credit risk assets. In addition, the
receivables from rental business has low credit risk because we hold security deposits against the premises given on rentals. For the
years ended March 31, 2019, 2020 and 2021, we did not record any material write offs of real estate receivables or rental receivables.

Credit risk related to cash and cash equivalents and bank deposits is managed by only accepting highly rated banks and
financial institutions and diversifying bank deposits and accounts in different banks. We consider credit risk to be low because
we deal with highly rated banks and financial institutions. Loans and other financial assets measured at amortized cost includes
long-term bank deposits, security deposits and other receivables. Credit risk related to these financial assets is managed by
monitoring the recoverability of such amounts continuously, while at the same time we have an internal control system in
place ensure the amounts are within defined limits. We consider credit risk to be low because we are in possession of the
underlying asset. Further, we create provision by assessing individual financial asset for expectation of any credit loss basis
12 month expected credit loss model.

Liquidity risk

Liquidity risk is the risk that we will encounter difficulty in meeting the obligations associated with our financial liabilities that are settled
by delivering cash or another financial asset. Our approach to managing liquidity is to ensure as far as possible, that we will have sufficient
liquidity to meet our liabilities when they are due. We monitor rolling forecasts of our liquidity position and cash and cash equivalents
on the basis of expected cash flows. We take into account the liquidity of the market in which we operate.

Market Risks

Market risk comprises of three types of risks; interest rate risk, foreign exchange risk and other price risks.

Interest rate risk

We currently have borrowings which are fixed rate and variable rate borrowings. Our fixed rate borrowings are not subject to
interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of
a change in market interest rates. However, we also have exposure to variable rate borrowings which are subject to fluctuations in
interest rate.

Foreign exchange risk

We have international transactions and therefore, we are exposed to foreign exchange risk arising from foreign currency transactions
(imports and exports). Foreign exchange risk arises from future commercial transactions and recognized assets and liabilities denominated
in a currency that is not our functional currency. We do not hedge our foreign exchange receivables/payables.

Price risk

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Our exposure to price risk arises from investments held and classified in the balance sheet either as fair value through other
comprehensive income or at fair value through profit or loss. To manage the price risk arising from investments, we aim to
diversify its portfolio of assets.

Related Party Transactions

We have in the past engaged, and in the future may engage, in transactions with related parties, including with our affiliates.
Such transactions could be for, among other things, joint ventures, managerial remuneration, share based payment, long term
employment benefits (leave encashment), post-employment benefits – gratuity and loans with key management personnel,
construction contracts and corporate guarantees. During the nine months ended December 31, 2021 and the financial years
2021, 2020 and 2019, we have not entered into any materially significant related party transaction with our promoters, key
managerial personnel or other designated persons which may have potential conflict with our interest at large.

For further details of our related party transactions in accordance with the requirements under Ind AS 24 issued by the ICAI,
see “Related Party Transactions” on page 39.

Total turnover in each major industry segment

We operate in a single segment (i.e., real estate properties) for which our financial statements prepared in accordance with Ind
AS.

Significant developments after December 31, 2021 that may affect our future results of operations

Except as disclosed in this Placement Document, to our knowledge no circumstances have arisen since December 31, 2021,
that could materially and adversely affect or are likely to affect, our operations or profitability, or the value of our assets or our
ability to pay our material liabilities within the next 12 months.

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INDUSTRY OVERVIEW

The information contained in this section is taken from the report titled “Real Estate Industry Report”, dated April 4, 2022
prepared by Anarock Property Consultants Private Limited (“Anarock”) and commissioned and paid for by our Company from
Anarock. Industry publications are also prepared based on information as of specific dates and may no longer be current or
reflect current trends.

Overview of the Indian Economy

GDP Growth

India has been one of the fastest growing economies in the world over the last few years. India’s gross domestic product
(“GDP”) grew by 8.3% in 2016, 6.8% in 2017, 6.5% in 2018 and 4% in 2019. In the first quarter of 2021, the International
Monetary Fund (“IMF”) estimated a dip of 10.3% in the real GDP growth rate of India in 2020. However, the real GDP
contracted to -7.3% showing an improvement of 3% from the estimates of IMF. 2021 has been With continuous quarter-on-
quarter growth and COVID-19 related vaccination going in the country, the Indian economy has shown a sharp rise in the real
GDP growth in 2021 at 9.5%, as per the IMF. Furtther, the GDP is estimated to achieve a real GDP of 8.5% in 2022.

The following graph sets forth Real GDP growth rate of India from 2014 to 2022 (forecasted):

GDP Growth Rate


15%
9.5% 8.5%
10% 7.4% 8.0% 8.3% 6.8% 6.5%
5% 4.0%
0%
-5% 2014 2015 2016 2017 2018 2019 2020 2021 2022F
-7.3%
-10%
Source: IMF
Note: All the figures in the above graph are as per Calendar Year (CY)

After the outbreak of the COVID-19 pandemic in India since March 2020, the future of the pandemic remains uncertain making
it difficult for businesses to plan their way forward. However, improvement in key economic indicators, such as the Goods and
Services Tax (“GST”) collections and electricity demand, published by the RBI in December 2020 indicated a positive outlook
in the coming quarters, which helped to strengthen the economy further. In response to the COVID-19 pandemic after the 1st
and 2nd wave, the Government has taken several initiatives, including financial packages, tax reliefs and relaxation in interest
payments, to drive recovery of the Indian economy. India has been one of the fastest growing economies of the world over the
last few years and is now among the top ten economies of the world. Despite the slowdown in 2020, the Indian economy
bounced back in 2021 with a growth rate of 9.5% and regain its position as one of the fastest growing emerging economies in
2021.

Penetration of Housing and Home Ownership

As per the Census figures and Ministry of Housing and Urban Affairs, number of households have increased from 191.96
million in 2001 to 246.69 million in 2011 which shows a 28% increase in number of households. Out of these households, home
ownership i.e., owned houses increased from 166.35 million in 2001 to 213.53 million in 2011.

Employment Rate Recovering to Pre-COVID Levels

According to the CMIE data, employment has gone up recently as businesses and offices started opening up.

Relative to pre-COVID levels, RBI has highlighted that several key economic indicators are pointing to the easing up of
contractions in various sectors of the economy and the emergence of signs of growth. RBI has announced measures towards
reviving the economy to:

(i) Enhance liquidity support for financial markets


(ii) Regulatory support to improve the flow of credit to specific sectors
(iii) Provide boost to exports; and
(iv) Deepen financial inclusion.

These measures are expected to bring economic recovery faster and further improve the employment rate.
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Urbanization and Urban Housing Shortage

It is a globally established fact that demographic shifts fundamentally affect the demand for real estate. India’s large population
base of over 1.37 bn provides a huge domestic demand base which attracts businesses from across the world to setup their
operations here. Along with rising population, India’s urbanization rate is also increasing at a fast pace. As per UNDP
projections, by 2046 approx. 50% of population in India will be urban. However, rapid urbanization is expected to drive the
demand for housing, offices and other real estate asset classes in the medium – long term. UNDP has projected that there will
be 8 cities with a population of 10 million & above by the year 2035 in India, highlighting the unmet housing demand.

The Ministry of Housing & Urban Poverty Alleviation estimated a housing shortage of 18.78 mn. houses during the 12th period
plan with 99% in the economically weaker section (EWS) and lower income group (LIG).

Demographic Dividend

As per a report by UNFPA, in 2011 India had 61% of its population in the age group of 15-59 years which is increasing and
will peak around 2036 when it will reach approx. 65%. With increase in young population, the dependency ratio has also been
declining and India has entered in the period of demographic dividend. Percentage of Urban population and age distribution
profile are one of the key demand drivers for real estate in a country. India along with an increasing urban population is relatively
a younger nation as compared to developed economies of the world and is likely to retain its position for future as well. This
indicates that India with one of the largest workforces will be a huge market for both residential as well as other asset classes.

Nuclearization of Families

India has been witnessing a reduction in overall household size in the past few decades. The trend is likely to continue further.
This is primarily because of increase in the nuclearization of the families. With the change in family dynamics towards a nuclear
set-up more households are getting added and hence consumption increasing, which in turn fuels the demand for housing.

Overview of India Residential Market

India Residential Real Estate Trends 2015 To 2021

The following graph sets forth supply and absorption trends in the Top Seven Indian Markets from 2015 to 2021 (in units):

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

The following graph sets forth unsold inventory and inventory overhang (in months) trends in the Top Seven Indian Markets
from 2015 to 2021:

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Source: Anarock Research
Notes:
(1) All the figures in the above graph are as per Calendar Year (CY).
(2) Unsold inventory is the net unsold inventory and does not include stalled projects.
(3) Units absorbed includes primary transactions only i.e. excluding resale transactions.

In the last five to six years, the real estate sector in India has witnessed several changes because of demonetization, the liquidity
crisis and the implementation of RERA and GST. Despite the spiraling COVID-19 pressure across the country, the Indian
residential sector made a significant comeback in 2021 with absorption rebounding to 171% as compared to 2020. The Mumbai
Metropolitan Region (“MMR”), Pune, Bengaluru, Hyderabad, the National Capital Region (“NCR”), Chennai and Kolkata
(“Top Seven Indian Markets”) recorded absorption of approximately 2.36 lakh units in 2021. New launches have jumped by
185% - from 127,800 units in 2020 to nearly 237,000 units in 2021. The unsold inventory across the top 7 cities in India has
remained stable on a yearly basis (638,194 units) as compared to unsold inventory in 2020 (638,018 units).

Supply and Absorption in the Top Seven Indian Markets in 2020 and 2021

With a share of 24% of total supply (56,883 units) and 32% of total absorption (76,396 units) in the Top Seven Indian Markets,
the MMR was the top performer in overall residential activity in 2021.

The following graph sets forth supply (by units) and absorption (by units) in the Top Seven Indian Markets in 2020 and 2021:

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

Capital Pricing Trends in Top Seven Indian Markets – 2015 to 2021

The capital prices remained within the range in all the markets during 2021. Developers launching new projects seemed to
adhere to the prevailing prices.

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From 2015 to 2021, the average base selling price in the MMR has been approximately ₹10,527 per square feet. Hyderabad
reflected the lowest average base selling price of ₹4,099 per square feet among the Top Seven Indian Markets in the same
period.

The following graph sets forth average base selling price trend across the Top Seven Indian Markets (₹ per square feet):

Source: Anarock Research


Notes:
(1) All the figures in the above graph are as per Calendar Year (CY)
(2) The above-mentioned prices are with respect to saleable area.

Overview of India Office Market

India Residential Real Estate Trends 2015 To 2021

The office real estate market in India has witnessed significant growth over the past few years, until the COVID-19 pandemic
hit the overall business in 2020. In 2020, net absorption and net supply in the Top Seven Indian Markets was approximately 40
million square feet and 46 million square feet, respectively. While during the first half of 2020, occupiers were cautious in
making any lease commitments with respect to their future office space plans, the second half of 2020 witnessed increased
activity with the gradual opening up of the economy. Absorption declined by approximately 40% to 45% in 2020 from 2019.
While the pandemic had led to several trends in office spaces such as technology enabled designs, focus on safety standards,
remote working in the short term, the office real estate market in India is expected to bounce back in the long term on account
of strong market fundamentals, sustained growth of the IT and IteS sector, emergence of other sectors as office occupiers and
increasing organized investment environment. 2021 showed an overall improvement with net absorption and net supply
increasing by 34% and 21% over the levels of 2020, thus showing that the office markets in Top 7 cities is witnessing a recovery.

Supply Trend and Forecast in the Top Seven Indian Markets

Overall Supply in the Top Seven Indian Markets saw a reduction from 2019 to 2020 as many office spaces witnessed delays in
their completions on account of lockdowns due to COVID-19 pandemic. However, overall supply increased gradually in 2021
and is further expected to increase gradually going forward. Approximately 175 to 180 million square feet of new Grade-A
office space is expected to be completed between 2022 and 2025.

The following graph sets forth Supply trend and forecast in the Top Seven Indian Markets (in million sq. ft.):

Source: Anarock Research


Notes:
(1) All the figures in the above graph are as per Calendar Year (CY)

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(2) Accuracy of forecast is subjected to unforeseen situations and circumstances, especially unpredictable nature of Covid-19 pandemic waves, which will
have impact on market performance.

The following graph sets forth Supply trend and forecast city wise for the Top Seven Indian Markets (in million sq. ft.):

Source: Anarock Research


Notes:
(1) All the figures in the above graph are as per Calendar Year (CY)
(2) Accuracy of forecast is subjected to unforeseen situations and circumstances, especially unpredictable nature of Covid-19 pandemic waves, which will
have impact on market performance.

Absorption Trend and Forecast in the Top Seven Indian Markets

Overall absorption in the Top Seven Indian Markets is expected to increase gradually, primarily on account of sustained growth
in IT and IteS, manufacturing, healthcare and bio-technology sectors. Approximately 145 to 150 million square feet of new
Grade-A office space is expected to be occupied between 2022 and 2025.

The following graph sets forth net absorption trend and forecast in the Top Seven Indian Markets (in million square feet):

Source: Anarock Research


Notes:
(1) All the figures in the above graph are as per Calendar Year (CY)
(2) Accuracy of forecast is subjected to unforeseen situations and circumstances, especially unpredictable nature of Covid-19 pandemic waves, which will
have impact on market performance.

The following graph sets forth absorption trend and forecast city wise for the Top Seven Indian Markets (in million square feet):

Source: Anarock Research


Notes:
(1) All the figures in the above graph are as per Calendar Year (CY)
(2) Accuracy of forecast is subjected to unforeseen situations and circumstances, especially unpredictable nature of Covid-19 pandemic waves, which will
have impact on market performance.

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Vacancy Trend and Forecast in the Top Seven Indian Markets

With gradual increase in the overall absorption in the Top Seven Indian Markets, overall vacancy levels are expected to reduce
in most of the markets.

The following graph sets forth vacancy trend and forecast in India (Top Seven Indian Markets):

Source: Anarock Research

The following graph sets forth vacancy trend and forecast city wise for the Top Seven Indian Markets:

Source: Anarock Research


Notes:
(1) All the figures in the above graph are as per Calendar Year (CY)
(2) Accuracy of forecast is subjected to unforeseen situations and circumstances, especially unpredictable nature of Covid-19 pandemic waves, which will
have impact on market performance.
(3) All the markets are expected to witness decline in vacancy levels with exception of Bengaluru where vacancy levels are forecasted to increase in 2024
and 2025. The is primarily owing to the strong supply and moderate absorption projected, especially for 2024 and 2025. With our past experience, we
understand that the supply would get rationalised once the vacancy levels cross 11%-12%. Hence, we anticipate that vacancy levels for Bengaluru may
witness a revision, going forward.

Rental Trend and Forecast in the Top Seven Indian Markets

The average rental trend in the Top Seven Indian Markets has been stable over the last few years, with a dip in 2020 and 2021
in few markets. Going forward, the average rental escalation is expected to remain modest, with the MMR, Pune and Bengaluru
likely to perform better than the other markets.

The following graph sets forth average rental trend and forecast city wise for the Top Seven Indian Markets:

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Source: Anarock Research
Notes:
(1) All the figures in the above graph are as per Calendar Year (CY)
(2) Accuracy of forecast is subjected to unforeseen situations and circumstances, especially unpredictable nature of Covid-19 pandemic waves, which will
have impact on market performance.

Key Reforms and Other Policy Level Initiatives

Changing Affordability Index

As per a report by HDFC, dated 2nd August 2021, government’s support at policy level and increase in household income have
improved the overall affordability levels to best in last two and a half decades. The increase in household income with almost
steady levels of the ticket prices have resulted in increasing the affordability of housing units. The following graph sets forth
housing affordability trend:

Source: HDFC Snapshot 2021


Note: All the figures in the above graph are as per Calendar Year (CY)

Home Loan Rates and growth in Home Loan Penetration

In order to infuse liquidity into the market, the RBI reduced the repo rate by 140 basis points from February 2020 to October
2020, which resulted in reduction in the home loan interest rates. Increase in household income coupled with steady ticket prices
have resulted in an increase in affordability of residential units.
While the home loan interest rate is falling, the rental yield from residential properties is increasing gradually, with an exception
in 2020. Hence, the difference between home loan interest rate and rental yield is at decadal low making home buying more
attractive than renting.

The following graph sets forth home loan interest rates versus rental yield from residential properties:

Source: Information published by various Nationalised Banks


Note: All the figures in the above graph are as per Financial Year (FY)

The net cost of home ownership over rental yield, adjusted for tax incentives on home loans, has reduced to less than 2% for
some buyers, which is amongst the lowest in the last two decades. With reduction in home loan rates coupled with other policy
level interventions by the Government, real estate has emerged as one of the favoured investment options in the country.

The following graph shows the housing finance penetration in India from 2011 – 2020:

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Source: RBI
Note: All the figures in the above graph are as per Calendar Year (CY)

There is a difference in the penetration of housing finance between urban and rural areas. While the finance penetration in rural
areas has lagged in past, it is catching up. The trend above suggests that rural areas could have a relatively greater share of
future growth in housing finance with urban areas almost reaching 50% of the total population and rural areas crossing 10%.

Government & RBI Initiatives for Residential Real Estate

The Central as well as State Governments along with RBI have been instrumental and supportive to ensure that the real estate
sector emerges stronger post the COVID-19 pandemic.

Following are some of the key actions taken by the Government bodies:

Repo Rate Cut by 140 bps in 2020

In order to infuse liquidity into the market, the RBI reduced the repo rate by 140 basis points from February 2020 to October
2020, which resulted in reduction in the home loan interest rates. Increase in household income coupled with steady ticket prices
have resulted in an increase in affordability of residential units.

Banks permitted to restructure loans of real estate companies at the project level

In August 2020, RBI further allowed a one-time restructuring of corporate and personal loans (including home loans). This
allowed real estate developers including suppliers of raw materials to rest their debt and provide a fresh lease of life to service
their debt prudently.

Specific window provided to push back repayment

Developers were provided an additional year to repay lenders which is over and above one year already available, so this will
help in the management of cash flows and reduce asset classification stress of Real Estate focused NBFCs. Further, a window
of INR 50,000 crore under Targeted Long Term Repo Operations (TLTRO) was meant to provide incremental liquidity to
NBFCs, MFIs which could be utilised for onward lending to the real estate sector.

INR 10,000 crore allotted to National Housing Bank

In August 2020, the central bank decided to allot INR 10,000 crore to National Housing Bank, which was meant to be a big
relief for the real estate sector reeling under a liquidity crisis. It was meant to provide capital to housing finance companies and
eventually provide major relief to developers battling liquidity issues in COVID-19 times.

GST

GST came into force with effect from July 1, 2017, to remove multiple taxations and seeks to transform India with its one
nation, one market and one tax principle. In the real estate sector, ready-to-move-in properties and land are exempt from GST.
Initially, for under-construction properties, GST was charged at 8% for affordable housing projects (under 60 square meters in
non-metro cities and 30 square meters in metro cities) and 12% for other under-construction housing projects with a provision
to receive an input tax credit (“ITC”). Post April 1, 2019, buyers of under-construction affordable housing projects (priced up
to ₹ 4.5 million both in metro as well as non-metro cities) are charged GST at 1% and 5% for other under-construction housing
projects, without the ITC benefit. Alternatively, for under-construction housing projects, where both construction and actual
booking have started before April 1, 2019 and which have not been completed by March 31, 2019, GST may be charged at the
old rates with the provision to receive the ITC benefit. The reduction in GST rates is likely to boost absorption in the affordable
housing category.

Real Estate (Regulation and Development) Act, 2016

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Real Estate (Regulation and Development) Act, 2016 (“RERA”) came into force with effect from May 2016. RERA was aimed
to improve transparency, financial discipline and accountability in the real estate sector in order to increase buyers’ confidence
and prevent developers from wilful misuse of funds that led to delay in project execution.

Some of the key features of RERA include:

(i) registration of projects post receipt of all requisite clearances;


(ii) advertisement of projects by developers post RERA registration;
(iii) opening of an escrow account for a project to avoid diversion of funds;
(iv) providing timeline for project completion; and
(v) consent requirement of 2/3rd of the allottees to modify the layout.

Benami Transactions (Prohibition) Amended Act, 2016

The objective of the Benami Transactions (Prohibition) Amended Act 2016 (“Benami Act”) was to curb the use of unaccounted
cash transactions associated with properties and bring transparency in the real estate sector. While the Benami Act is still in
nascent stage of implementation to estimate the impact on the overall real estate sector, it is likely to improve transparency and
increase institutional investments in future.

Demonetization

The Government of India banned all ₹ 500 and ₹ 1000 currency notes in November 2016, to curb black money and check the
circulation of fake currency. In the long term, this reform along with RERA has helped in organizing the real estate sector,
resulting in more institutional inflows in the sector.

No access to capital for tier-2 unbranded developers

Since 2012, non-banking financing companies (“NBFCs”) have been the largest lenders for the real estate projects.
Indiscriminate lending by NBFCs to tier-2 unbranded developers led to a significant increase in the supply of under-construction
projects. Due to lack of experience in executing and completing the projects, tier-2 unbranded developers delayed their projects
significantly, which resulted in loss of customer confidence. Further, in order to compete with tier-1 branded developers, tier-2
unbranded developers often resorted to price-cuts, which further eroded their profitability. However, they were able to continue
with this business model due to ample liquidity present in the system prior to 2018. While project delays jeopardised cash flows
for these projects, NBFCs continued to refinance and provide incremental capital for project completions. In September 2018,
the Infrastructure Leasing and Financial Services (“IL&FS”) crisis caused a severe liquidity crunch. Thereafter, NBFCs
significantly reduced real estate funding during the under-construction phase, which led to low sales and poor cash flow
management for the developers, especially smaller developers with limited access to bank loans. Since tier-1 branded developers
were able to sell substantially at the time of launch and throughout the under-construction phase, limited financing was required
for the completion of under-construction projects. Most of the tier-1 branded developers also had access to bank loans, and were
able to complete under-construction projects on time.

The dramatic fall in incremental credit from banks and NBFCs to developers resulted in most of the tier-2 unbranded developers
being unable to continue existing projects as well as launch new projects. Such tier-2 unbranded developers along with the
financial institutions who supported them are now looking at tier-1 branded developers to rescue those projects by taking over
existing projects or establishing tie-ups for their new land parcels.

JDA (Joint Development Arrangement) model once again picking up

Post IL&FS crisis and COVID-19 led lockdowns, several of the landowners and unorganized developers have come under
stress. Lenders associated with these entities along with the landowners are often approaching the tier-1 branded players to tie-
up JDA deals. Given the state of the industry, deals which are now being signed are win-win for both the parties. Typical JDAs
which are being signed up have the following characteristics from the lens of tier-1 branded players:

(i) Upfront investment: Typical JDAs require the tier-1 branded developers to deploy capital equivalent to 5%-6% of the GDV
(Gross Development Value) in markets like MMR & Pune. This is often in the form of refundable deposits.
(ii) Profit margin: A branded player with a good execution track record can generally achieve 18-20% PBT margin on such
projects. Typically, if the sales planning is good and execution is as per the plan then there is a potential to generate upwards
of 50% ROEs from such projects as the upfront investment requirement is low.

Impact of COVID-19 On Housing And Workplace Demand

Policies and Impact of COVID-19

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After the outbreak of the COVID-19 pandemic in India since March 2020, the future of the pandemic remains uncertain making
it difficult for businesses to plan their way forward. However, improvement in key economic indicators, such as the Goods and
Services Tax (“GST”) collections and electricity demand, published by the RBI in December 2020 indicated a positive outlook
in the coming quarters, which helped to strengthen the economy further. In response to the COVID-19 pandemic after the 1st
and 2nd wave, the Government has taken several initiatives, including financial packages, tax reliefs and relaxation in interest
payments, to drive recovery of the Indian economy. India has been one of the fastest growing economies of the world over the
last few years and is now among the top ten economies of the world. Despite the slowdown in 2020, the Indian economy
bounced back in 2021 with a growth rate of 9.5% and regain its position as one of the fastest growing emerging economies in
2021.
The following graph sets forth projected annual real GDP growth rate of the top world economies:

Projected Annual Real GDP Growth Rate ( Top


Economies)
8.5%
5.6%5.0%4.6%5.2% 6.6%
5.3%
3.2%
1.9%1.6%2.2%1.4%

2022F 2023F

India China UK Germany USA Japan

Source: IMF
Note: All the figures in the above graph are as per Calendar Year (CY)

Key trends relating to COVID-19

Signs of revival in the backdrop of economic recovery and demand

Like other sectors, Q4 2020 witnessed signs of revival in the real estate sector with key asset classes including residential,
warehousing and office spaces showing signs of recovery. The residential segment was quick to pick momentum in the last two
quarters of 2020 in the backdrop of growing homeownership sentiment, which was accentuated by the exigencies of the COVID-
19 pandemic. This pent-up demand was further accelerated by ongoing discounts and offers, low home loan interest rates, and
limited period of stamp duty cuts in states such as Maharashtra.

Demand re-configuration

With respect to office spaces, social distancing and hygiene norms are expected to increase per capita office allocations even
though a segment of employees continue to work from home. During the last decade, per capita office space allocation has
reduced from 100 to 125 square feet to 75 to 100 square feet in January 2020.

Additionally, there is an increase in demand for township projects in the residential sector. COVID-19 has made bigger & better
homes a key priority for many families. Since work from home has become a new normal for certain industries, homebuyers
are preferring spacious and flexible homes in a self-sustained environment at affordable prices in peripheral areas of the tier-1
cities and at developed locations in tier-2 cities.

Preference towards large, branded players with a proven track record

The COVID-19 pandemic has changed buyer preferences towards risk free investments. Developers with the ability to complete
projects on time and with the least execution risk are preferred even if the property is relatively high priced. On account of the
liquidity crunch being faced by smaller developers as well as a shift in buyers’ preference towards large, branded developers,
consolidation is likely to take place further in the real estate sector. Financially strong and organised players are expected to
have a majority of the market share in the coming years.

Housing Demand Impact

Apart from the structural longer term drivers, housing demand is likely at the cusp of a cyclical inflection point which could
potentially see a sustained volume as well pricing growth in the near to medium term. This is on account of:

• Sentiment changes due to forced lockdown and continued WFH and online schooling, people are now eyeing larger homes
or functional and flexible homes that can accommodate working spaces.
• Increase in affordability as the ratio of the home loan payment to income has been reducing over the years.
• Reduction in home loan rates which further increases the buying capacity of the end users,
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• Narrowing of gap of rental yield to home loan rates will further increase the preference of purchasing home over renting
it.
• Lack of safe fixed income savings avenues as Fixed Deposit rates have fallen significantly.

Office Real Estate Market Impact

During the initial months of the COVID-19 pandemic 1st Wave (i.e. April and May 2020), occupiers were adapting to the work-
from-home culture. During the period from July to August, select financial institutions and manufacturing occupiers
reconsidered working from office for better employee output. While work-from-home has certain positives such as saving travel
time, occupiers have experienced some negatives as well such as connectivity issues. Accordingly, Anarock expects work-
from-home and work-from-office to co-exist.

Grade-A developers have witnessed high rent recovery rates post Q3 2020. Although the work-from-home culture tends to
consolidate demand for office space, the COVID-19 pandemic has resulted in demand for larger office space per employee.

Commercial buildings are required to comply with strict health and safety guidelines, which is expected to result in a shift
towards more tech-enabled buildings to counter any safety and security issues in future. Grade-A developers are in a better
position to comply with such strict health and safety guidelines.

For a large metropolitan city such as Mumbai, decentralization of work-centres is inevitable. The COVID-19 pandemic has
further accentuated this requirement. New townships in the suburban areas of large cities have seen eventual development of
office spaces within such townships. Hiranandani Gardens in Mumbai, Lodha Palava in the MMR, Magarpatta City in Pune,
Mahindra World City in Chennai and New Town in Kolkata are few such examples.

Recently, office occupiers in the MMR have been exploring to set-up offices in proximity to the residential hotspots.

The occupiers are benefitting on three fronts:

(i) Rents in the suburban micro-markets are low as compared to central and secondary business districts
(ii) Large developers have quality developments with modern amenities
(iii) Employees can increase productivity by saving travel time.

Key Emerging Trends In The Indian Residential Real Estate Market

Homebuyers now prefer to buy units in projects launched by branded developers since such developers focus on delivering
quality units within committed timelines, thereby improving buyer’s confidence.

Branded developers command premium in terms of pricing and sales

Branded developers typically command a premium in the range of 10% to 20% over micro-market average capital price, on
account of better amenities, quality and brand trust among the buyers. The following chart provides select examples of the
micro-markets where branded developers are present along with the tier-2 developers and have been operating in a higher price
band as compared to the micro-market average:

Source: Anarock Research

Consolidation of Developers

The Indian real estate sector has witnessed consolidation in the past few years. With the implementation of RERA, the
financially weak developers were not able to adhere to compliance norms and were, therefore, either going out of business or
consolidating with larger players. The liquidity crisis further worsened the situation for such developers, which resulted in an
increase in share of new launches by branded developers. According to Anarock, the share of new launches by tier-1 developers
increased from approximately 41% in 2015 to approximately 56% in 2018, which further increased in 2019 on account of the
liquidity crisis.

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The following graph sets forth percentage decline in the number of developers in select Indian cities between 2012 and 2019:

According to Anarock, the consolidation of developers is likely to continue post the COVID-19 pandemic, with many weak
players ceasing to exist as the country emerges from this pandemic.

Post structural changes, consolidation is on a rise and the share of organized and branded players is rising.

Source: Companies, ANAROCK Research


Note: Sales share based on no. of units sold

Branded tier-1 developers are witnessing strong double-digit growth. It is likely that in the near to medium term consolidation
will further accelerate and listed players will see disproportionate growth vis. a vis. the industry.

JDA/JV deals and other land transactions done in recent times in Top 7 Cities of India

In 2021, Sunteck Realty has secured a 7-acre sea-facing land parcel in Mumbai’s western suburb of Borivali by entering into a
joint venture to develop the plot into a luxury residential project with a development potential of 1 million sq. ft.

In 2021, Sunteck Realty has entered into an agreement to jointly develop a prime 50-acre land parcel at Kalyan near Mumbai.
The company plans to develop an integrated residential township on the plot that has a total development potential of 10 million
sq ft.

Real estate developer Lodha Group has entered into an agreement with Pune-based developer Goel Ganga Developments to
jointly develop a 1.5 million sq ft. residential project on a 12-acre land parcel on NIBM Road in southern Pune. Sunteck Realty
has acquired a 110-acre river front land parcel at Pen-Khopoli Road near Mumbai through the asset-light strategy of joint
development agreement. With this, the company is planning to foray into plotted and bungalow developments.

Godrej Properties has entered into a joint venture (JV) with TDI group to build a luxury housing project at Connaught Place in
Central Delhi. In a regulatory filing, Godrej Properties informed that the project would have a development potential of about
1.25 lakh square feet saleable area.

Demand for Large and Functional Homes

With continued work from home and online schooling, people now prefer larger homes even if they need to move to the
peripheries to meet their budgetary requirements. There is high demand for 2.5 BHK and 3.5 BHK configurations so that the
extra space can be converted into a makeshift workspace. Changing consumer preferences have forced developers to introduce

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new home layouts. There is a requirement for functional and flexible homes that can accommodate working areas as work from
home is the temporary new normal.

Luxury Projects Garnering Interest Among Buyers

Buyers of luxury projects have not been impacted much by the COVID-19 pandemic. With ample time in hand to identify and
shortlist the house of their choice coupled with good deals being offered by developers, luxury projects are garnering interest
among the buyers.

Demand for Ready-To-Move-In Units

Ready-to-move-in property continues to be the most preferred (32% respondents) among the prospective buyers based on a
survey report published in July 2021. Interestingly, in this survey result published during July 2021, it was observed that
properties which would be ready within 6 months are the 2nd most preferred choice among more than 24% property seekers.
Meanwhile, 21% property seekers are now willing to purchase newly launched properties. This is 4% higher than the pre-
COVID-19 period survey conducted in July 2020.

Demand For Homes For Self-Use On The Rise

Nearly 71% property seekers are looking to buy a home for self-use amid the second wave based on the survey report published
in July 2021 while remaining 29% are looking for investment purpose. In comparison, during the COVID-19 first wave period
survey report published in July 2020, the share of investors was higher at 41%. The urge to live in alternate residence (home
away from home) amid greener and open spaces during the pandemic infused lockdowns could be another possible reason for
the change

Homebuyers eye city peripheries & suburban areas

Post COVID-19, the ‘walk-to-work’ concept has shed much of its popularity. Work from-home has become the next fulcrum
for home buying decisions. Resultantly, as per the survey report conducted in July 2021, whopping 68% respondents are looking
to shift to the peripheral or the suburban areas for bigger homes and a better lifestyle - at more affordable prices. Just 24% are
now looking to live within city limits – in proximity to office.

Mumbai Metropolitan Region (MMR) Real Estate Overview

Mumbai is the commercial and financial capital of India and houses the two stock exchanges, which account for most of the
securities trading in the country. With the busiest single-runway airport in India and two large seaports, Mumbai accounts for
over half of India’s foreign trade, generates 6% of India’s GDP and one-third of the country’s tax revenues. Home to a
flourishing media and film industry, the city also serves as the entertainment capital of the country. Its economic base is well
diversified with the Banking and Financial Services Industry (BFSI), engineering, services, and IT/IteS sectors, logistic
companies have their presence. Mumbai is one of the biggest real estate markets in India. It has various micro-markets along
with Mumbai City, suburbs, extended suburbs and neighboring areas such as Thane and Navi Mumbai. With the recent
infrastructure projects completing such as Mono and Metro (Line 1), Mumbai witnessed significant physical infrastructure
improvements. Upcoming projects in the medium term will improve the connectivity further.

Mumbai has a diverse base of industries and small and medium businesses. Mumbai creates employment opportunities across
the value chain for both front and back offices. On a qualitative basis, announce of addition of office space (employment
generation) in the city-centric and the suburban areas affect the select residential pockets of suburban areas (e.g. Ghodbunder
Road) with a lag of 2 – 3 years.
Extended nodes of Mumbai such as Panvel, Bhiwandi, and Kalyan have seen growth in logistics, e-commerce and warehousing
activities. The workforce working there has contributed to the housing demand for mid and affordable category at the projects
in Extended Eastern Suburbs, Thane & Navi Mumbai.

From a residential real estate perspective, the MMR can be broadly divided into seven different micro-markets based on
geography, profile of population and type of real estate development, as illustrated in the map below:

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7

6
4

3
5

Details for each of the 7 micro markets please refer to Annexure 1 of the Industry section.

Supply and Absorption Analysis

Supply and absorption declined in 2016 and 2017 in the MMR, primarily on account of the impact of demonetization, RERA
and GST. Post 2017, absorption of units grew steadily and outpaced supply of units. In 2020, the units launched were lower
than the units sold. Until Q3 2020, only select developers were launching projects with high inventory size in the MMR and the
buyers who visited sites before the lockdown were going ahead with their buying decision. Q4 2020 was better than earlier
quarters, on the back of the festive season, low interest rates and an improving employment scenario. Since the announcement
of reduction in the stamp duty by the Government of Maharashtra with effect from September 1, 2020, housing sales have
increased continuously month-on-month. There has been a steady increase in launches as well as absorption in 2021 as
compared to 2020 which shows a further improvement in the residential market dynamics of MMR.

The following graph sets forth supply and absorption trends (in units) in the MMR from 2015 to 2021:

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

The following table sets forth sale and absorption trends (in value terms) in the MMR from 2015 to 2021:

Particulars 2015 2016 2017 2018 2019 2020 2021


Supply (in ₹ crores) 124,716 95,296 61,719 60,766 64,690 38,105 50,156
Absorption (in ₹ crores) 83,272 87,060 68,974 79,507 95,962 53,140 97,985
Source: Anarock Research
Note: All the figures in the above graph are as per Calendar Year (CY)

Unsold Inventory

The overall unsold inventory gradually decreased from 2017 and is at its lowest in the last six years, on account of strong
absorption trends, which was higher than newly launched units and previously unsold inventory.

The following graph sets forth unsold inventory and inventory overhang (in months) trends in the MMR from 2015 to 2021:
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Source: Anarock Research
Note: All the figures in the above graph are as per Calendar Year (CY)

Capital Price Movement

There has been a stagnancy in the Capital Values of Overall Market of Mumbai from 2015 to 2021, with a minimal appreciation
from 2017 to 2020 at the rate of ~1% on a yearly basis. In 2020, the overall base prices have remained stagnated with the
comparison with 2019. However there has been an appreciation in prices in 2021 due to recovery in residential markets in
MMR.

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

MMR – Supply, Demand and Price Forecast and Outlook Till 2025

The following graph sets forth supply outlook for MMR from 2022 to 2025:

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

The following graph sets forth absorption outlook for MMR from 2022 to 2025:

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

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The following graph sets forth pricing forecast for MMR from 2022 to 2025:

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

The annual absorption in MMR in 2021 is almost nearing absorption levels recorded in 2019. Anarock expects that 2022
onwards, there is expected be a gradual increase in absorption until 2025. In-spite of 2021 witnessing relatively lower launches
as compared to 2019, Anarock anticipates launches to exceed 2019 levels from 2022 onwards. On account of disciplined supply
and healthy absorption levels, annual overhang is expected to hover around 2.2 years for next four years.

Accuracy of the forecast is subjected to unforeseen situations and circumstances, especially unpredictable nature of COVID-19
pandemic waves, which will have impact on market performance. Also, the projections may be re-visited by end of CY Q1, in
order to validate the projected performance of the remaining 3 quarters basis the performance of Q1.

Gurugram Region Real Estate Overview

Over the period of last two decades, Gurugram has emerged as the fastest growing suburb of Delhi-NCR. Superlative
accessibility and connectivity from the capital, locational advantage of being located along both sides of the National Highway
(NH8), availability of large land parcels, favourable development norms, and active Public Private Participation in the sphere
of township development; have all been instrumental in supporting the growth of Gurugram’s real estate market.

Major micro-markets and growth corridors have been established along the key peripheral roads of the city such as NH 8 (Delhi-
Gurugram Expressway), Mehrauli-Gurugram Road (MG Road), Golf Course Road and Sohna Road. The emerging micro-
markets are witnessing real estate development along the proposed link roads and arterial roads such as Golf Course Extension
Road, Dwarka Expressway (Northern Periphery Road), Southern Periphery Road, and the areas along NH 8 towards Manesar
(New Gurugram and IMT Manesar).

From a residential real estate perspective, the Gurugram can be broadly divided into seven different micro-markets based on
geography, profile of population and type of real estate development, as illustrated in the map below:

Source: Google Maps, Anarock Research

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Details for each of the 7 micro markets please refer to Annexure 2 of the Industry section.

The Millennium City of Gurugram has a very prominent place on India’s residential real estate map and is considered a
bellwether of the state of the market for NCR.

Located adjoining the South-West fringe of Delhi, Gurugram is one of the most rapidly developing cities of the NCR. Constraint
of space in Delhi led to new development in commercial and residential domains to be channeled into Gurugram. The city’s
proximity to the National Capital, well developed infrastructure and availability of Grade A real estate developments have
established Gurugram as the economic hub of the region.

The new residential growth comprising of multistoried apartments initially started along its major arterial roads of MG Road,
Golf Course Road and later spread down along the main highway connecting it to Delhi–NH-8.

Further along the way as the city started to grow its wings, newer areas were opened along the Golf Course Extension Road
and newer sectors opened up along the proposed Dwarka-Gurugram Expressway and both sides of the NH-8, beyond the second
toll plaza.

Each of these residential precincts has their own set of specifications, price points, and target segments. Gurugram boasts of
one of the highest white-collar workforces and with its homogeneous industry mix, it caters to all categories of home buyers –
from affordable to ultra-luxury

The newest residential corridors of New Gurugram (sectors on both sides of NH-8, beyond the toll plaza at Kherki Daula) and
Dwarka-Gurugram Expressway have been its highest contributors to supply and sales in the previous few years.

Gurugram benefited from connectivity and proximity to Delhi where the companies could tap into manpower residing in Delhi.
Presence of large developers with land banks to develop Grade A space at optimum price points provided impetus to the
commercial development Over the years, the increased level of commercial activity has brought with it residential, retail and
hospitality development as well. Today, in the commercial space segment, Gurugram accounts for the largest share in the
National Capital Region (NCR) in terms of annual development, and absorption of commercial space.

Prior to emerging as a commercial hub, the city was known as an industrial hub and today, along with Faridabad accounts for
a major share of industrial activity in the state of Haryana. It is home to various industry types like automobiles and automobile
ancillaries, electric goods, sports goods, rubber products, readymade garments, light engineering goods, pharmaceuticals, terry
towels, food items, air conditioners, shoes, pesticides, insecticides etc. Following are some of the key parameters driving growth
in residential real estate sector in the city.

Supply and Absorption Analysis

The new launches dwindled drastically post 2015 on the backdrop of declining sales velocity, structural policy changes and
liquidity crunch in the market. With improvement in market conditions in 2019, considerable number of launches were
witnessed, and the supply numbers almost touched 2015 levels.

However, with lockdowns during COVID-19 in H1 2020, market suffered a slowdown both in supply as well as absorption
numbers. With relaxations during H2 2020, decadal low interest rates for home loans, and incentives offered by the developers
in the form of different payment plans, homes loaded with white goods etc., the demand got revived.

The momentum was continued in 2021 as well, because of the economic revival, pent-up demand, and preference of home
ownership by buyers. Entire NCR saw housing sales increase by 73% – from 23,210 units in 2020 to 40,050 units in 2021. Back
in the pre-COVID-19 period of 2019, total sales in the region were approx. 46,920 units, thereby reaching 85% of the pre-
COVID-19 period. With this performance, NCR comes second only to MMR in terms of sales during the whole of 2021. MMR
witnessed housing sales of nearly 76,400 units in entire 2021 while NCR saw sales of approx.. 40,050 units.

Gurugram sold as many as 15,590 units in 2021, thereby seeing a yearly rise of 115%. Of the total units sold in NCR in 2021
(40,040 units), Gurugram comprised 39% share.

In terms of housing launches, NCR added 125pprox.. 31,710 new units in 2021 compared to 18,530 units in 2020 – a significant
rise of 71%. Back in 2019, the new supply stood at 125pprox.. 35,280 units. Gurugram added as many as 18,540 units in 2021,
thereby seeing a yearly rise of 66%. Of the total units launched in NCR in 2021 (31,710 units), Gurugram comprised a whopping
58% share. Many launches in the city were in the form of plotted projects and bigger unit sizes with study to address the need
driven by work from home concept

The following graph sets forth supply and absorption trends (in units) in the Gurugram from 2015 to 2021:

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Source: Anarock Research
Note: All the figures in the above graph are as per Calendar Year (CY)

The following table sets forth sale and absorption trends (in value terms) in Gurugram from 2015 to 2021:

Particulars 2015 2016 2017 2018 2019 2020 2,021


Supply (in ₹ crores) 21,786 11,611 7,755 10,394 15,640 7,110 14,206
Absorption (in ₹ crores) 12,453 10,145 7,506 10,654 12,194 5,913 12,154
Source: Anarock Research
Note: All the figures in the above graph are as per Calendar Year (CY)

Unsold Inventory

The overall unsold inventory has been increasing since 2015. This is primarily because of weak cumulative absorption during
2015-2018, which was lower than the total launches and the inventory available from previous launches. However, even though
the unsold inventory was at its peak in 2021 but the overall inventory hang, which is currently at 50 months, is lowest in the
last 6 years
The following graph sets forth unsold inventory trends in the Gurugram from 2015 to 2021:

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

Capital Price Movement

Gurugram which used to be an investor driven market is primarily shifting to an end-user market which is evident from the
price correction trends in the last few years After a dip in 2017 post structural policy changes by the government, the prices
have remained more or less stagnant.

In 2021 with overall recovery in market sentiments, there has been an increase of approx.. 2% in the average capital prices over
the past year.

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)
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Gurugram – Supply, Absorption and Pricing Forecast and Outlook Till 2025

The following graph sets forth supply outlook for Gurugram from 2022 to 2025:

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

The following graph sets forth absorption outlook for Gurugram from 2022 to 2025:

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

The following graph sets forth pricing forecast for Gurugram from 2022 to 2025:

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

The annual absorption in Bengaluru in 2021 is higher than the absorption levels recorded in 2019. Anarock expects that 2022
onwards, these absorption levels are expected to marginally increase until 2025. In-spite of 2021 witnessing slightly lower
launches as compared to 2019, Anarock anticipates launches to exceed 2019 levels from 2022 onwards. On account of relatively
higher supply and moderate absorption levels, annual overhang is expected to gradually increase in next four years.

The accuracy of forecast is subjected to unforeseen situations and circumstances, especially unpredictable nature of COVID-19
pandemic waves, which will have impact on market performance. Also, the projections may be re-visited by end of CY Q1, in
order to validate the projected performance of the remaining 3 quarters basis the performance of Q1.

Residential Real Estate Market in Bengaluru

From residential real estate perspective, Bengaluru can be broadly divided into five different micro-markets based on geography,
profile of population and type of real estate development, as illustrated in the map below:

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Details for each of the 5 micro markets please refer to Annexure 3 of the Industry section.

Supply, Absorption and Unsold Inventory Trends in Bengaluru

Supply and absorption declined in 2016 and 2017 in Bengaluru, primarily on account of the impact of demonetization, RERA
and GST. Post 2016, absorption of units grew steadily and outpaced supply of units. Until Q3 2020, only select developers were
launching projects with high inventory size in Bengaluru and the buyers who visited sites before the lockdown were going
ahead with their buying decision. With respect to absorption, Q4 2020 was better than earlier quarters, on the back of the festive
season, low interest rates and an improving employment scenario. Since the announcement of reduction in the stamp duty by
the Government of Karnataka in Q3 2021, housing sales have increased continuously month-on-month. There has been a steady
increase in launches as well as absorption in 2021 as compared to 2020 which shows a further improvement in the residential
market dynamics of Bengaluru.

The following graph sets forth supply and absorption trends (in units) in Bengaluru from 2015 to 2021:

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

The following table sets forth sale and absorption trends (in value terms) in Bengaluru from 2015 to 2021:

Particulars 2015 2016 2017 2018 2019 2020 2021


Supply (in ₹ crores) 53,047 37,701 10,185 26,340 24,846 12,741 24,751
Absorption (in ₹ crores) 46,138 30,930 30,158 40,375 32,157 16,425 22,525
Source: Anarock Research
Note: All the figures in the above graph are as per Calendar Year (CY)

The overall unsold inventory gradually decreased from 2016 and is at its lowest in the last six years, on account of strong
absorption trends, which was higher than newly launched units and previously unsold inventory.

Our Company and our amalgamating entity have our footprints in the fastest growing residential markets of Bengaluru, namely
East Bengaluru (Outer Ring Road) and North Bengaluru (Bellary Road, Hebbal and Yelahanka).
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The following graph sets forth unsold inventory and Inventory Overhang trends in Bengaluru from 2015 to 2021:

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

Bengaluru – Supply, Demand and Price Forecast and Outlook Till 2025

The following graph sets forth supply outlook for Bengaluru from 2022 to 2025:

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

The following graph sets forth absorption outlook for Bengaluru from 2022 to 2025:

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

The following graph sets forth pricing forecast for Bengaluru from 2022 to 2025:

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Source: Anarock Research
Note: All the figures in the above graph are as per Calendar Year (CY)

The annual absorption in Bengaluru in 2021 is marginally lower than the absorption levels recorded in 2019. Anarock expects
that 2022 onwards, there is expected be a gradual increase in absorption until 2025 however it would be challenging for the city
to attain 2019 absorption levels in next few years. In-spite of 2021 witnessing relatively lower launches as compared to 2019,
Anarock anticipates launches to exceed 2019 levels from 2022 onwards. On account of relatively higher supply and moderate
absorption levels, annual overhang is expected to gradually increase in next four years.

The accuracy of forecast is subjected to unforeseen situations and circumstances, especially unpredictable nature of COVID-19
pandemic waves, which will have impact on market performance. Also, the projections may be re-visited by end of CY Q1, in
order to validate the projected performance of the remaining 3 quarters basis the performance of Q1.

Bengaluru Commercial Real Estate Market Overview


Bengaluru has gained a special significance in the real estate market due to significant growth of Information Technology (IT)
and IT enabled services (IteS) industry in the last two decades. Other than IT and IteS, other sectors like automobile, garments,
BFSI and real estate have also witnessed remarkable growth over the past decade. The increasing demand for commercial sector
reflected in generation of more employment as well as higher disposable income apart from need for better residential
neighbourhoods and different formats of retail, leisure and entertainment.

Major Commercial Markets in Bengaluru

Source: Anarock Research

Bengaluru has grown in radial direction along the main corridors. The growth originated from Central Business District (CBD)
followed by the Secondary Business District (SBD). Other major commercial nodes in Bengaluru include Whitefield in the east,
Outer Ring Road in Northeast, East and Southeast and Electronic City in the South. North Market along Bellary Road has
become a rapidly emerging market in Bengaluru. Our Company and our amalgamating entity have our footprints, primarily for
greenfield projects, in the fastest growing commercial markets of Bengaluru, namely Whitefield and North Bengaluru.

Demand Drivers for Office Market

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Bengaluru is regarded as the ‘Silicon Valley of India’. The city has witnessed highest decadal growth rate among major 8 Tier
1 cities in India. The city has also performed well in Ease of Living Index, Global Talent Competitiveness Index, City
momentum index etc. Various factors attributing to the demand of office spaces in Bengaluru are briefly discussed below.

Industries

Bengaluru is the highest exporter of IT products in India. It has largest concentration of IT and IteS & BPO companies with
over 630 MNCs, 22000 IT companies, 220 BPOs and 200 Biotechnology companies. Bengaluru is the first city to have Aircraft
Manufacturing unit and Space Research Centre. City accounts for approximately 47% of the total biotech companies in India.

Apart from IT/IteS sector, recently Medical/Pharma sector has been gaining traction in Bengaluru commercial office market,
after the outbreak of COVID-19 pandemic.

Affordable Rentals

Bengaluru offers highly competitive rentals for office spaces compared to major cities Delhi and Mumbai. This is due to
availability of land parcels in competitive capital values in the outskirts of Bengaluru especially North, East and South
Bengaluru. Average office Rental in Mumbai is INR 133 per sq. ft. per month whereas for Delhi, it is INR 78 per sq. ft. per
month. Office rental in Bengaluru is INR 76 per sq. ft. per month on average.

Profile of the developers

Office supply in Bengaluru is dominated by Grade A developers like Prestige Group, RMZ Corp, Embassy, Brigade, etc. which
is known to supply majority of investment grade office spaces in Bengaluru. Embassy has recently listed their commercial
office portfolio along with Blackstone in REIT (being the first REIT in India); Brigade and Prestige are listed players among
the commercial real estate developers. RMZ Corp has also recently sold significant portion of their office and co-working
portfolio to Brookfield Asset Management and is expected to be get REIT listed in near future.

Transport Infrastructure

Bengaluru has robust transport infrastructure in place. Three National Highways pass through Bengaluru. Other major roads in
Bengaluru include Outer Ring Road, three Elevated corridors. Also, there are proposed road projects such as Peripheral Ring
Road and Satellite Town Ring Road which are expected to ease out the traffic within the city. Bengaluru also has Metro Rail
system which is currently under expansion. Bengaluru is also proposed to have sub-urban rail system. Bengaluru International
Airport started operations in 2008 and is the third busiest Airport by passenger traffic in India, after Delhi and Mumbai Airports.
The Airport is currently under expansion. The following map shows major existing and upcoming infrastructure in Bengaluru.

Infrastructure Map of Bengaluru

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Other Supporting Factors

• Political Environment: Bengaluru has low or no impact on real estate during change of Governments. The political
environment of Bengaluru is conducive for Real Estate developments.
• Climate: Bengaluru is known for its pleasant climate due to its high elevation.
• Large Talent Base: Bengaluru houses many reputed Educational and Research Institutes. About 100 thousand students
graduate annually in the city. Indian Institute of Science, National Institute of Mental Health and Neuro-physics are
prominent Institutes in Bengaluru. Another important factor is Bengaluru has good availability of service-oriented
workforce both within Bengaluru and from the surrounding states of Karnataka.

Quarterly Office Rentals and Vacancy Trends For The Last 2 Years

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

There have been fluctuations in office rentals in Bengaluru especially from 3rd quarter 2020. Rental dropped from INR 90 per
sq.ft. per month to INR 75 per sq. ft. per month from Q2 2020 to Q3 2020. However, it increased to INR 92 per sq. ft. per month
in the subsequent quarter. Bengaluru office rentals have shown bounce back after each drop in rental. The vacancy have been
increasing especially since Q3 2020. Q4 2021 has shown signs of recovery in vacancy with a marginal reduction.

Annual Office Absorption, Supply and Vacancy Trends For Last 5 Years & Future Outlook Till 2025

Source: Anarock Research


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Note: All the figures in the above graph are as per Calendar Year (CY)

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

Supply and Absorption witnessed a decrease in 2020 due to the COVID-19 pandemic outbreak. Year 2021 witnessed recovery
in supply and new absorption. Supply is expected to witness a peak in year 2022 with the completion of office buildings
especially in North and East markets of Bengaluru. Absorption is expected to come back to the pre-pandemic levels by the year
2025. The absorption projections have been made based on the following factors.

• The existing vacancy in the completed projects in Bengaluru


• The phasing of absorption in the upcoming year-on-year office supply
• The average y-o-y absorption in the pre-pandemic years

Break-Up Of Top Consumers For Commercial Absorption At Bengaluru City Level (Last 3 Years)\

Source: Anarock Research

Top consumer for office spaces in Bengaluru is IT/IteS companies, followed by manufacturing companies and co-working and
BFSI companies. Healthcare/Pharma companies started gaining traction especially after the outbreak of COVID-19 pandemic.

Around 10 million sq. ft. was transacted under IT/IteS category from year 2019 to 2021. Manufacturing sector witnessed around
2.1 million sq.ft. transactions whereas co-working sector witnessed around 1.8 million sq. ft. transaction. BFSI sector witnessed
1.6 million sq.ft. transactions.

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Source: Anarock Research
Note: All the figures in the above graph are as per Calendar Year (CY)

2020 being an exceptional year with respect to absorptions, considering the share of occupier from 2019 to 2021, there is a
marked increase in the manufacturing and BFSI sectors. There has been a reduction in the share of IT/IteS sector transactions.

Outlook With Forecast of Rental Movement Till 2025

Source: Anarock Research


Note: All the figures in the above graph are as per Calendar Year (CY)

Whitefield, Outer Ring Road, CBD and Electronic City are the major commercial nodes in Bengaluru. Currently Whitefield
has an average rental of INR 52 per sq. ft. per month. Outer Ring Road market fetches an average rent of INR 82 per sq. ft. per
month whereas CBD has a rental of INR 135 per sq. ft and Electronic City in the south has an average rental of INR 34 per sq.
ft. per month. North Bengaluru is a fast-emerging market in Bengaluru which fetches an average rental of INR 48 per sq.ft. per
month.

Year 2021 witnessed a decrease in office rentals in Bengaluru mainly due to the 2nd wave of COVID-19 pandemic. However,
market has started showing signs of recovery in rentals as the companies started regaining interest in bringing their workforce
back to office. The rental growth rate is expected to be at a lower side compared to pre-pandemic years considering the
following.

• Corporates are in discussions for considering a hybrid model of work-from-office and work-from-home
• There is uncertainty in the market with the emergence of Omicron variant. It is expected to dampen the market.
• A huge supply is envisaged in the upcoming years especially in East market and North market which is expected to result
in lower rental growth to boost absorption especially in these two markets.
• However, year 2023 is expected to witness an increase in average rental in Bengaluru reaching rental level of year 2020,
with the expected higher absorptions in Outer Ring Road market which commands second highest rental in Bengaluru after
CBD Market.

Impact of COVID-19 on Commercial Office Market at Bengaluru City Level

During the initial months of the COVID-19 pandemic (Q2 2020) occupiers were adapting to the work-from-home culture.
During the period from July to August, select financial institutions and manufacturing occupiers reconsidered working from
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office for better employee output. While work-from-home has certain pros such as saving travel time, occupiers have
experienced some cons as well such as internet connectivity issues, privacy issues etc. Accordingly, Anarock expects work-
from-home and work-from-office to co-exist (Hybrid work model).

First half of year 2020 witnessed a drop in absorption as well as supply of office spaces. Construction activities stopped across
the country during first country wide lock-down. It also witnessed a negative rental growth rate in some cases. Also, some of
the leases got discontinued/ deferred during 2020. However, Grade-A developers have witnessed higher rent recovery rates
from Q3 2020. Q2 2021 witnessed a drop in the rentals again due to the second wave of COVID-19.

Although the work-from-home culture tends to consolidate demand for office space, the COVID-19 pandemic has resulted in
demand for larger office space per employee. Co-working spaces gained momentum owing to the increased need of flexibility,
space and safety.

Commercial buildings are required to comply with strict health and safety guidelines, which is expected to result in a shift
towards more tech-enabled buildings to counter any safety and security issues in future. Grade-A developers are in a better
position to comply with such strict health and safety guidelines.

After the occurrence of 2nd wave of COVID-19 and with the increase in vaccination rates, absorptions and supply started
recovering in Q3 2021. Bengaluru accounted for highest no. of absorptions and supply in the country in 2021. Bengaluru is also
witnessing a positive growth in the rentals. Of late, occupiers have been keen on bringing the workforce back to office while
discussion around the hybrid model continues. There is also a factor of uncertainty with the appearance of new variant of the
virus.

Portfolio Snapshot of Our Company

The below table lists down the city wise residential projects of our Company and our amalgamating entity.

MMR

Project Name Location Micro Market Launch Period Total units launched
Indiabulls Blu Worli South Central Mumbai July 2012 381
Indiabulls Golf City Savroli Savroli Navi Mumbai July 2012 1288
Indiabulls Greens - Panvel Panvel Navi Mumbai March 2009 3147
Indiabulls Park - Panvel Panvel Navi Mumbai September 2009 3547
One Indiabulls Thane Thane Thane November 2016 390
Indiabulls Sky 882 Lower Parel South Central Mumbai September 2009 96
Indiabulls Sky Forest Lower Parel South Central Mumbai September 2010 438

Gurgaon

Total units
Project Name Location Micro Market Launch Period
launched
Enigma Tower –D Sector 110, Gurugram Dwarka Expressway April 2011 82
Indiabulls Centrum Park Sector 103, Gurugram Dwarka Expressway March 2009 1025
Indiabulls Enigma Sector 110, Gurugram Dwarka Expressway January 2010 397
INDIABULLS ONE 09 Sector 109, Gurugram Dwarka Expressway July 2015 522
One Indiabulls Gurgaon Sector 104, Gurugram Dwarka Expressway September 2016 502
The Westerlies Sector 108, Gurugram Dwarka Expressway March 2016 39

Bengaluru

Project Name Location Micro Market Launch Period Total units launched
Embassy Boulevard Yelahanka, Off. Bellary Road North Bengaluru November 2012 167
Embassy Grove Old Airport Road Central Bengaluru November 2012 106
Embassy ONE Ganganagar, Bellary Road North Bengaluru February 2016 109
Embassy Lake Terraces Hebbal North Bengaluru December 2013 467
Embassy Oasis Frazer Town Central Bengaluru June 2012 26
Embassy Pristine Bellandur, Off. Outer Ring Road East Bengaluru October 2011 424
Embassy EDGE Off. Bellary Road, Nr. KIAL Toll North Bengaluru May 2018 826
Embassy Springs Off. Bellary Road, Nr. AIAL Toll North Bengaluru June 2016 809

The Anarock Report presented below the peer analysis of our Company along with our amalgamating entity, with respect to,
our competing listed developers PAN India. The analysis has been presented under two categories:
135
• Current land banks (in acres) of each entity, reported as on CY Q3 2021
• Total residential stock delivered, under construction and planned (in million sq ft), reported as on CY Q3 2021

Sources: Our Company and our amalgamating entity related information are obtained from our Company. Information pertaining to other listed company are
procured from filings including investor presentations.
* Assuming FSI of 2.5 – DLF (152 MN SF, Puravankara (51 MN SF)
** Indicates developable Land area under Vikhroli land parcel for Godrej
^as indicated in March’20 Investor presentation, latest data unavailable
# Indicates area under development + FY22 launches for Godrej, unsold area unavailable
[1] Our Company has 89% economic interest in 1,424 acres of Nashik SEZ Land

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Annexure 1

Micro- Residential Category


Sr. No. Key Locations Micro-market Characteristics
market Served^
South Central Cuffe Parade, Colaba Lower Parel, The most premium micro-market with the Luxury and Ultra
1 Mumbai Prabhadevi, Dadar, Worli, Parel, costliest residential real estate. Lesser launches, Luxury
Mahalaxmi, Byculla, Sewri, Wadala predominantly redevelopment
Western Bandra, Khar, Andheri, Jogeshwari, Established residential suburbs with the coastal High End, Luxury
2 Suburbs Vile Parle, Goregaon, Malad, line on its west and Airport at its east. Trade at a and Ultra Luxury
Kandivali, Borivali little premium than eastern suburbs
Eastern Kurla, Powai, LBS Marg, Ghatkopar, Developed residential suburbs. Many office Mid End, High Ed
3 Suburbs Vikhroli, Mulund, Sion, Bhandup projects at walking distance of the residential and Luxury
developments
Thane Thane, Ghodbunder Road, Wagle Established Residential node catering to Mid Mid End, High End
4 Estate income categories. and Luxury

Navi Mumbai Vashi, Airoli, Belapur, Rabale, Erstwhile Industrial belt converted to office and Mid End, High End
5 Mahape, Turbhe, Ghansoli, Sanpada, residential development. Affordable real estate and Luxury
Kharghar, Panvel, Savroli compared with Mumbai
Extended Dombivali, Kalyan, Asangaon, Newly developed residential townships. Micro- Affordable and Mid
6 Eastern Badlapur, Titwala, Karjat market for affordable housing, Improving End
Suburbs infrastructure
Extended Vasai, Virar, Mira Road, Bhayander, Newly developed residential townships. Micro- Affordable and Mid
7 Western Naigaon market for affordable housing, Improving End
Suburbs infrastructure
Note:(1) The residential market can be broadly categorized based on ticket size as follows: the affordable category: having a ticket size of less than ₹ 4.0
million; the mid-end category: having a ticket size that ranges between ₹ 4.0 million to ₹ 8.0 million; the high-end category: having a ticket size that ranges
between ₹ 8.0 million to ₹ 15.0 million; the luxury category: having a ticket size that ranges between ₹ 15.0 million to ₹ 25.0 million; and the ultra-luxury
category: having a ticket size that is over ₹ 25.0 million.

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Annexure 2

S. MICRO- Residential
Key Locations Micro Market Characteristics
No MARKET Category Served^

MG Road Sector 24, 25, 26, 28 This arterial road connects Gurugram with South Delhi High End, Luxury
and the typology of development is Residential and Ultra Luxury
(comprising of farm houses), Commercial and Retail.
1 Running from IFFCO Chowk in Gurugram till Guru
Drona Charya Metro Station, the stretch forms the most
important retail precinct in the city of Gurugram and
thus houses many premium shopping malls.

Golf Course Road Sector 51, 52, 53, 54, 55, The most premium micro-market with the costliest Luxury and Ultra
2
56, 57, 58 ,59 residential real estate. Lesser launches Luxury

Golf Course Sector 60, 61, 62, 63, 64, An extension of the Golf Course Road, the Golf Course Mid End, High End
Extension Road 65, 66, 67 Extension Road is an upcoming micro-market which and Luxury
stands to benefit from the development of the Southern
Periphery Road (which will boost its connectivity with
3
NH8). Located in proximity to Sohna Road, this area is
witnessing large scale real estate development with the
typology mostly comprising of some Grade A offices
and many high-rise residential complexes.

Gurugram Sohna Sector 33, 48, 49, 67A, 68, The road connecting Gurugram with Sohna town in the Mid End and High
Road 74 South-Wes; Sohna Road is a fast-growing corridor. The End
area has witnessed large scale real estate activity and has
4
many group housing societies and Grade A and Grade B
office building. The support infrastructure in form of
retail malls is also fast developing.

Southern Sector 69, 70, 71, 72, 73 Stretching southwards from NH8 up to Golf Course Affordable and Mid
Peripheral Road Road, this corridor is one of the upcoming growth End
5
corridors of the city. The corridor mainly comprises of
residential and commercial developments

Dwarka Sector 37C, 37D, 88, 88B, One of the most promising emerging real estate Affordable and Mid
Expressway 99, 100, 101, 102, 103, 104, corridors of the region, the Northern Periphery Road End
105, 106, 107, 108, 109, will connect Dwarka in Delhi with Gurugram on NH 8.
6
110, 111, 112, 113, 114. The corridor mainly comprises of residential
developments offering a large variety of housing
options.

New Gurugram Sector 76, 77, 78, 79, 80, Strategically located at the intersection of NH8 and Affordable and Mid
81, 82, 83, 84, 85, 86, 87, Dwarka Expressway, in close proximity to Manesar. End
7
89, 90, 91, 92, 93, 94, 95 Newly developed residential townships. Micro-market
for affordable housing, Improving infrastructure
Note: (1) The residential market can be broadly categorized based on ticket size as follows: the affordable category: having a ticket size of less than ₹ 4.0
million; the mid-end category: having a ticket size that ranges between ₹ 4.0 million to ₹ 8.0 million; the high-end category: having a ticket size that ranges
between ₹ 8.0 million to ₹ 15.0 million; the luxury category: having a ticket size that ranges between ₹ 15.0 million to ₹ 25.0 million; and the ultra-luxury
category: having a ticket size that is over ₹ 25.0 million.

138
Annexure 3

Residential micro- Residential category


S. No. Key locations
markets in Bengaluru served(1)
1. Central Bengaluru Ashok Nagar, Shantala Nagar, Vasanth Nagar, Gandhi Nagar, MG Luxury and ultra-luxury
Road, Palace Road, Ulsoor, Cox Town, Frazer Town, Cunningham
Road, Lavelle Road, Old Airport Road
2. North Bengaluru Hebbal, Bellary Road, Nagavara, Yelahanka, Thanisandra Road, Mid-end, High-end and
Devanahalli, Doddaballapur luxury
3. East Bengaluru Whitefield, Outer Ring Road, KR Puram, Off-Old Madras Road, Mid-end, High-end and
Varthur, Sarjapur, Sarjapur Road luxury
4. South Bengaluru Electronic City, Bannerghatta Road, Hosur Road, Kanakpura Road, Mid-end, High-end and
Mysore Road, NICE Ring Road luxury
5. West Bengaluru Yeshwanthpur, Tumkur Road, Magadi Road Mid-end, High-end and
luxury
Note: The residential market can be broadly categorized based on ticket size as follows: the affordable category: having a ticket size of less than ₹ 4.0
million; the mid-end category: having a ticket size that ranges between ₹ 4.0 million to ₹ 8.0 million; the high-end category: having a ticket size that ranges
between ₹ 8.0 million to ₹ 15.0 million; the luxury category: having a ticket size that ranges between ₹ 15.0 million to ₹ 25.0 million; and the ultra-luxury
category: having a ticket size that is over ₹ 25.0 million.

139
OUR BUSINESS

Certain information contained in this section is taken from the report titled “Real Estate Industry Report”, dated April 4, 2022
prepared by Anarock Property Consultants Private Limited and commissioned and paid for by our Company (the “Anarock
Report”). Industry publications are also prepared based on information as of specific dates and may no longer be current or
reflect current trends.

In this section, unless the context otherwise indicates or implies, “we”, “us”, “our” and “our Company” refer to Indiabulls
Real Estate Limited and our subsidiaries.

Overview

We are a prominent real estate developer in the Mumbai Metropolitan Region (“MMR”) and the National Capital Region
(“NCR”) of India. We have a diversified presence in residential real estate developments across the Mid-income, Premium and
Luxury price categories. Geographically, our strategic focus is in our key markets of MMR and NCR. As of December 31,
2021, our inventory amounted to a total Saleable Area of 17.3 million square feet, out of which 10.0 million square feet was
located in the MMR region and 4.6 million square feet was located in the NCR region. Our flagship projects include Indiabulls
Blu Estate & Club residential towers in Worli, Mumbai. As of the date of this Placement Document, we have 11 residential
projects and 4 commercial projects in MMR, NCR, Jodhpur, Vadodara, Vizag and Indore in various stages of completion. Our
shares are listed on the BSE and the NSE.

Our core competency lies in managing the real estate value chain as we have in-house capabilities to deliver a project from
conceptualization to completion. We believe that a significant competitive differentiator for us has been our track record in
delivering strategically-located large scale projects with high quality construction and sustainable practices. Our adept technical
and design team aim to ensure efficient and quality developments. We believe we have the human capital and technology-
enabled systems to successfully manage large construction projects with timely and quality execution and delivery and years
of on the ground industry experience. We place an emphasis on safety in all phases of construction. We believe that our
understanding of the relevant real estate market, positive perception, innovative design and marketing and branding techniques
enable us to attract customers.

As of December 31, 2021, our projects with occupation certificates or that are near completion comprised of approximately
14.5 million square feet of Saleable Area, of which, approximately 13.7 million square feet or 94.5% is in residential housing,
and approximately 0.8 million square feet or 5.5% comprises of commercial projects. Our ongoing projects comprised
approximately 12.6 million square feet of Saleable Area, of which approximately 12.1 million square feet or 96.0% is in
residential housing and 0.5 million square feet or 4.0% is in the commercial space. Our planned projects comprised
approximately 7.5 million square feet of Saleable Area, of which approximately 6.1 million square feet or 81.3% is in residential
housing and 1.4 million square feet or 18.7% are commercial developments. Our portfolio of ongoing projects include Blu
Estate and Club (Worli), Indiabulls Park (Panvel), One Indiabulls (Thane), One Indiabulls (Gurugram) and Indiabulls One 09
(Gurugram). Further, our planned projects comprise Arivali (Panvel), Indiabulls Golf City (Savroli), Silverlake Villas (Alibaug)
and Centrum (Indore).

We also have one of the largest land banks among listed Indian real estate developers (Source: Anarock Report). Our land
banks are located near major metropolitans, including the MMR, NCR and Chennai. We believe our significant land banks
allow us to seize potential market opportunities without the need to first spend time and resources locating and acquiring the
land. We also have the option to monetize certain part of our land banks in non-core locations, which in turn allows us to focus
on enhancing our presence in strategic locations.

On August 18, 2020, the Board of our Company approved a scheme of amalgamation (the “Amalgamation”) amongst the
Amalgamating Group and our Company, pursuant to which NAM Estates and EOCDPL will merge with our Company (such
merged entity, the “Amalgamated Company”), as further described in “Proposed Merger of NAM Estates and EOCDPL with
our Company” on page 179. There can be no assurance we will receive all relevant regulatory approvals, satisfy all conditions
precedents or other requirements in a timely manner or at all. For more information, please see “Risk Factors – Internal Risk
Factors – There is no assurance that the Proposed Merger will be completed in a timely manner or at all” on page 40. For
details of the rationale of the amalgamation, please see “Proposed Merger of NAM Estates and EOCDPL with our Company –
Rationale of the Proposed Merger” on page 179. For details in relation to the combined post-amalgamation strategy, please see
“Our Strategy” on page 171. Further, for a description of the business of the Amalgamating Group, please see “Business of the
Amalgamating Group” on page 156.

The table below shows our key financial and operational metrics for our operations:

As of and for the nine months As of and for the financial year ended
Particulars
ended December 31, 2021 March 31, 2021 March 31, 2020 March 31, 2019
140
Sales(7) (Value in ₹ million) 7,531.3 14,883.4 7,056.3 7,230.4
Sales (Saleable Area (1) (7) in million
1.0 1.1 0.8 1.1
square feet)
Sales(7) (number of units) 542 565 539 845
Gross Collections(2) (₹ in million) 7,815.0 19,366.0 44,178,2 25,645.8
Completed Built-up Area (million
0.7 0.3 0.8 10.3
square feet)
Debt to Equity Ratio(3) 0.4 0.4 0.8 1.4
Revenue from operations (₹ in million) 11,918.5 15,214.2 32,707.8 49,438.9
EBITDA(4) (in ₹ million) 835.9 3,203.3 9,704.9 13,215.5
EBITDA Margin(5) 7.0% 21.1% 29.7% 26.7%
Profit/(Loss) for the period/year (₹ in
(765.3) 47.2 1,211.1 5,043.2
million)
Profit After Tax Margin(6) (6.4%) 0.3% 3.7% 10.2%

Notes:
(1) Saleable Area means the total carpet area in relation to each project along with appropriate loading to adjust for common areas, service and storage
area parking area, area for amenities and other open areas
(2) Gross collections comprises collections towards residential and commercial units and land, other charges, rebates given to customers, indirect taxes
and facility management charges. Includes collection from sales of apartments, plots, land and projects.
(3) Debt to Equity Ratio means total external borrowings divided by total shareholders’ fund
(4) EBITDA means Earnings before interest, taxes, depreciation, amortisation and impairment excluding other income
(5) EBITDA Margin means EBITDA as a percentage of revenue from operations
(6) Profit After Tax Margin means profit after tax as a percentage of revenue from operations
(7) For sales in terms of value, area and units considered classification based on active sales as at December 31, 2021
Gross collections, EBITDA, EBITDA Margin and Profit After Tax Margin are not recognized measures under Ind AS or other recognized accounting
standards.

Our Competitive Strengths

Our key competitive strengths are set out below:

Significant inventory of completed projects or projects with OC or are near completion

We believe that customers in India have started to prefer completed projects or projects with OC or projects that are near
completion. In a survey report published in July 2021, completed and near completed property was the most preferred (32%
respondents) among prospective buyers (Source: Anarock Report). We believe that the COVID-19 pandemic has further
accentuated this trend. As of December 31, 2021, we had approximately 2.1 million square feet of completed projects and
projects with OC received or that are near completion, which accounted for 20.8% of our total unsold inventory, by area. We
believe that our significant inventory of completed projects and projects with OC or projects that are near completion would
allow us to cater for the preferences of prospective buyers.

Strategically located projects in the attractive MMR and NCR markets

We have a track record of delivering a quality portfolio of assets, which is strategically located in the attractive markets of
MMR and NCR. As of December 31, 2021, our inventory amounted to a total Saleable Area of 17.3 million square feet, out of
which 10.0 million square feet was located in the MMR region and 4.6 million square feet was located in the NCR region. The
strategic locations of our projects offers significant competitive advantage in terms of higher absorption and higher average
base selling price.

The MMR is considered the most attractive real estate market in the Top Seven Indian Markets, having the largest share of
supply and absorption, as well as the highest average base selling price, of residential units from 2016 to 2021, catering to a
wide spectrum of income and demography. The NCR is also ranked in the Top Seven Indian Market in terms of supply,
absorption and average base selling price, of residential units from 2015 to 2021 (Source: Anarock Report) We believe that
each of the MMR and NCR has significant depth of demand for real estate developments across price points. We also believe
that each of the MMR and NCR real estate markets has high barriers to entry due to limited land availability, high prices of
land and knowledge of the regulatory and approval processes required for developing a project. As a result of our significant
land banks, industry knowledge and familiarity with the regulatory environment in the MMR and the NCR, we have ranked as
a prominent developer in South Central Mumbai, Thane and Navi Mumbai micro-markets of the MMR, and in the Dwarka
Expressway micro-markets of Gurugram City, NCR (Source: Anarock Report)

In addition, we have several planned projects in the MMR, which we believe will enable us to have a robust launch pipeline
over the next few years. Our planned residential projects are spread across several micro-markets in the MMR, such as Worli,
Panvel and Thane. We also believe that we are well positioned to benefit from the expected increase in real estate demand as
the Government commits infrastructure spending in the MMR.

141
Further, our ongoing and planned projects also benefit from the infrastructure developments within their vicinity, as set forth
below:

• Blu Estate & Club, Worli is located adjacent to the Acharya Atre Station on the Colaba-Seepz Metro corridor in
Mumbai;
• Our projects in Gurugram are located on National Highway-8 and the Dwarka Expressway;
• One Indiabulls Thane is located close to a proposed metro station and major arterial roads; and
• Indiabulls Greens Panvel is located close to the proposed Navi Mumbai International Airport and is connected to South
Mumbai via the proposed Mumbai Trans Harbour Link.

The performance of our projects is also driven by their respective micro-markets. We have localized teams from various
functions (including sales, liaisons and construction) within the MMR and NCR real estate markets with experience operating
in their respective micro-markets. Such experience in turn enables us to take advantage of any changes in the market conditions,
regulatory environment and overall demand in our respective micro-markets.

Strong Sales and Marketing Capabilities

Our marketing and sales team track market trends which enables us to position our projects appropriately in terms of location
and price points, and creates a cohesive marketing strategy catered for each project.

Our marketing team is divided into various cells, including brand management, customer and market insights and digital
marketing. Our brand management team focuses on establishing our corporate and product brands. The team has brand
managers who are responsible for media planning and executing marketing campaigns. Our customer and market insights team
relies on detailed market studies and surveys to understand various locations. Our digital marketing team creates brand
awareness and lead generation via digital and social media across brands. We have carried out several digital media led branding
campaigns.

We use differentiated sales strategies and multiple channels to sell our products. We have in-house sales teams which are
focused on outstation markets, MMR and NCR. In addition, we have recently adopted a digital sales channel, pursuant to which
a prospective customer is provided with the project related information through virtual meets as well as one-on-one meetings
with our sales manager prior to the site visit. We also have a distribution network of channel partners.

We believe that our strong sales and marketing capabilities, including the ability to anticipate customer demands, provide
customers services from booking a unit until handover, enables us to achieve strong sales of our units for our respective projects.

Focus on sustainable development

We believe in sustainable and environment-friendly practices, and have implemented the following practices across our
developments: solar energy systems, rainwater harvesting and percolation pits, eco-friendly landscaping, water saving features,
efficient façade designs that reduces glass reflection, thereby maximizing daylight and reducing energy consumption, efficient
water usage through sewage treatment plant recycling, organic waste treatment and energy efficient buildings with eco-friendly
equipment.

We promote the use of innovative technology such as green buildings and other energy efficient measures for the construction
of our projects. We continue to collaborate with contractors and partners to explore measures for conservation of energy and
resources, utilize alternate sources of energy and invest in energy conservation equipment. Some of our best practices are
comprehensive energy-modeling during the design stage to achieve energy conservation, passive techniques for cooling such
as optimum building envelope design, climate appropriate material, energy-saving LED light fixtures, replacement of lighting
system with LEDs in our offices and periodic training sessions for employees. Further, we have implemented an environment
management system which involves setting up organic waste management controls over several projects to monitor waste
management.

Near-term Focus

Our near term focus for the next 18 to 24 months from the date hereof is set out below:

• Development Projects: We aim to complete and sell 2.1 million square feet of projects with OC/near completion (including
Indiabulls Golf City and Mega Malls), collect sold receivables of ₹3,310 million and ramp up ongoing developments of
approximately 7.8 million square feet.

• Land banks / Commercial Development: We aim to monetize identified parcels of land to recycle capital and fuel growth,
including disposal of land parcel at Village Pawla Khusrupur, Sector 106, Tehsil and District Gurugram, Haryana for ₹

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5,800 million. For more information, please see “Recent Development – Disposal of Land Parcel at Gurugram”.

• New Launches: We aim to launch 6.4 million square feet of planned residential and commercial projects across MMR and
NCR within financial years 2023 and 2024. Our share of the Saleable Area was 5.5 million square feet. For more
information, please see “Upcoming Launches”.

• Inorganic growth strategies: We aim to carry out more joint development agreement (“JDA”), joint venture (“JV”) and
development fee management (“DM”) projects as part of our asset light growth strategy. For more information on JV,
JDA and DM projects, please see “Joint Venture, Joint Development and Development Management Projects” and “Our
Strategy – Continue to grow our business pursuant to joint development, joint venture or development management
approach” below.

Recent Development

Disposal of Land Parcel at Sector 106, Gurgaon

On January 25, 2022, we announced that we had entered into a term sheet dated the same day with a third party relating to a
disposal ("Disposal") of our interest in a land parcel at Sector 106, Gurgaon. Subsequently on April 8, 2022, we entered into a
share purchase agreement with the relevant party relating to the aforementioned Disposal, which is subject to the satisfaction
of certain conditions precedent. The proposed consideration for the Disposal amounted to approximately ₹5,800 million, subject
to necessary adjustment(s), if any, upon completion. However, there can be no assurance that the Disposal will be completed
in a timely manner, or at all.

Description of our Business

We have, for the purpose of describing our business, classified the description of our projects into the following categories: (a)
projects with occupation certificates/ near completion; (b) ongoing projects, (c) planned projects and (d) land banks. We believe
that real estate development primarily involves seven distinct steps: (i) land acquisition by way of outright purchase and/or by
way of entering into joint development arrangements with landowners, (ii) business plan of the project, (iii) design development
and other pre- construction activities, (iv) acquisition of applicable approvals, (v) project construction, (vi) launch of sales and
(vii) receipt of occupancy certificates and handover of units.

As of December 31, 2021, our property portfolio (comprising of projects with OC/near completion, ongoing projects and
planned projects) amounted to 34.6 million square feet, of which 58.7% and 30.4% of the total Saleable Area were located in
MMR and NCR, respectively.

The tables below provide an overview of our property portfolio (comprising of projects with OC/near completion, ongoing
projects and planned projects) in India, as of December 31, 2021:

Saleable Area (million square feet)


Portfolio
Residential Commercial
Projects with OC/near completion 13.7 0.9
Ongoing Projects 12.1 0.5
Planned Projects 6.1 1.4
Total 31.8 2.8
Note: The details in the tables above in relation to Saleable Area have been confirmed by Chaitali Maruti Desai, independent architect, pursuant to the certificate
dated April 4, 2022.

Our Residential Portfolio

Our primary focus has been on the residential portfolio, as we believe that there are significant growth opportunities in this
portfolio. As of December 31, 2021, our residential portfolio constituted 91.9% of Saleable Area of our total portfolio. We
categorize our residential developments into (i) ultra-luxury housing; (ii) luxury housing; (iii) mid-income housing; and (iv)
premium housing.

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The table below provides an overview of our projects with occupation certificates or are near completion:

Total Saleable Area Total SaleableArea Estimated Pending


Total Saleable Area Sold Receivables Average Selling Price
Project /ClusterName Location Year OC received sold unsold Costs
(million square feet) (₹ in million) (₹ per square feet)
(million square feet) (million square feet) (₹ in million)
Blu Estate & Club Mumbai 2021 1.4 1.4 0.1 310.0 (667.4) 29,853
Indiabulls Greens Mumbai 2022 4.1 4.1 0.1 20.0 493.7 4,557
Indiabulls Golf City Mumbai 2021 1.7 0.7 1.0 670.0 822.2 2,825
Enigma NCR 2021 1.8 1.7 0.0 360.0 918.8 4,821
Centrum Park NCR 2019 2.1 2.0 0.1 190.0 178.8 3,284
Indiabulls City NCR 2019 1.8 1.5 0.3 130.0 92.8 1,000
Indiabulls Sierra Vizag Near completion 0.8 0.8 0.1 550.0 576.9 4,050

Note: The details in the table above in relation to total Saleable Area, total Saleable Area sold, total Saleable Area unsold, estimated pending costs have been confirmed by Chaitali Maruti Desai, independent architect,
pursuant to the certificate dated April 4, 2022. The details in the table above in relation to sold receivables and average selling price have been confirmed by MRKS and Associates, chartered accountants, pursuant to their
certificate dated April 4, 2022.
The table below provides an overview of our ongoing residential projects, as of December 31, 2021:

Total SaleableArea Estimated Pending


Total SaleableArea Total Saleable Area sold Sold Receivables Average Selling Price (₹
Project / Cluster Name Location unsold Costs
(million square feet) (million square feet) (₹ in million) per square feet)
(million square feet) (₹ in million)
Blu Estate & Club, Worli /
Mumbai 0.9 0.0 0.9 9,070.0 - 29,853
Phase 2
Indiabulls Park, Panvel / Phase 2 Mumbai 4.8 3.7 1.2 12,010.0 11,666.3 4,053
One Indiabulls Thane Mumbai 2.6 0.5 2.1 11,850.0 2,990.3 6,967
One Indiabulls, Gurugram NCR 3.8 0.2 3.6 11,610.0 926.3 5,361

Note: The details in the table above in relation to total Saleable Area, total Saleable Area sold, total Saleable Area unsold, estimated pending costs have been confirmed by Chaitali Maruti Desai, independent architect,
pursuant to the certificate dated April 4, 2022. The details in the table above in relation to sold receivables and average selling price have been confirmed by MRKS and Associates, chartered accountants, pursuant to
their certificate dated April 4, 2022.
Our Planned Residential Projects

Our planned residential projects are spread across several locations in NCR, Mumbai and Indore. The land parcels for all of
these planned residential projects are fully paid for and owned by the Company .

In relation to the land parcels we own, we may develop our planned residential projects, subject to receipt of all relevant
approvals and other considerations. Alternatively, we may elect to carry out opportunistic sales of our planned residential
projects.

The table below provides an overview of our planned residential projects, as of December 31, 2021:

Project Name Location Total Saleable Area (million square feet)


Silverlake Villas, Alibaug Mumbai 0.3
Indiabulls Golf City, Savroli Mumbai 3.8
Centrum, Indore Indore 2.1
Note: The details in the table above in relation to total Saleable Area have been confirmed by Chaitali Maruti Desai, independent architect, pursuant to the
certificate dated April 4, 2022.

Set out below is a brief description of certain of our residential projects:

Blu Estate & Club, Worli

Blu Estate & Club is a project comprising luxury apartments on prime land in Worli, South Mumbai. The project comprises
four residential towers and greenery. We have received occupation certificates for all four residential towers of the project. Blu
Estate & Club is located in close proximity to the financial hubs of South Mumbai, Worli Sea Face, Mahalaxmi race course,
Four Seasons hotel and St. Regis hotel. Amenities for this project include double-height grand entrances for each residential
tower with a business lounge, football field, two tennis courts, an indoor heated pool, a clubhouse with spa, a fitness centre,
kids’ play area, a dedicated jogging and walking track, manicured lawns, a banquet hall and outdoor lawns for events.

One Indiabulls, Thane

One Indiabulls, Thane is a residential project with 2.6 million square feet across nine towers in Thane. It is strategically located
5 minutes from the approved Majiwada metro station, abutting the Eastern Expressway, adjacent to Singhania School, Viviana
Mall and Jupiter Hospital. This project has a double height grand entrance lobby, a direct view of Yeoor Hills, modular kitchen
and air conditioned homes Amenities include multi-purpose lawn, swimming pool and gymnasium.

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Indiabulls Park, Panvel

Indiabulls Park is a project strategically located in Panvel. This project encompasses residential towers. It has multipurpose
lawn, a gymnasium and multiple party areas, meditation and yoga center, swimming pool, dedicated play courts for basketball,
football and tennis court.

Indiabulls Greens, Panvel

Indiabulls Greens is a project strategically located in Panvel, which is 45 minutes from South Mumbai (via proposed Mumbai
Trans Harbour Link), 8 kilometers from the proposed new international airport, has access from National Highway-4 is located
in proximity to the Mumbai-Pune Expressway, and is at walking distance from the Somathane railway station. We have received
the OC for all 18 residential towers. Amenities for this project include exclusive landscape gardens with kids play area,
multipurpose party lawn, cricket pitch, sports facilities such as tennis, squash, badminton, hockey and football , jogging track
and a basketball court .

Enigma, Gurugram

Enigma is a residential project located in Sector 110, Gurugram, one of the premium sectors off the Dwarka Expressway,
surrounded by premium residential condominiums and luxury retail malls. The entrance of this project is in proximity to 150-
meter wide expressway. It close to a large convention center and diplomatic enclave and 20 minutes away from Indira Gandhi
airport and Dwarka sector 21 metro station. Amenities include full-feature clubhouse, themed landscapes, high-response
security systems, world-class fitness and sports facilities, green architecture, eco-friendly finish, extensive sculptures, and
imported marble fixtures.

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Indiabulls Golf City, Savroli

Indiabulls Golf City is a residential project with a 6-hole golf course, exclusive apartments with private garden merging into
the course and a unique master plan that provides golf course views to every apartment. It has convenient access via Mumbai-
Pune expressway after Khalapur Toll Naka near Imagica. Amenities include a gym, library, pool room, multipurpose party
lawn, indoor games, lockers, spa, swimming pool, lawn tennis and basketball court.

Centrum Park, Gurugram

Centrum Park is a residential project located in Sector 103, Gurugram. We have received occupation certificates for all units
for this project. It offers landscape views, tranquil spaces, serenity, style and comfort. Amenities include a cafeteria, a banquet
hall, a business center, a library with a reading lounge, exclusive clubhouse with swimming pool, hi-tech gym, children’s play
area, tennis and badminton courts, salon, spa and yoga and aerobics lounge.

Indiabulls Sierra, Vizag

Indiabulls Sierra is a residential project built on land purchased from the Vizag Urban Development Authority and the Greater
Visakhapatnam Municipal Corporation. This project is strategically located at a distance of 2.5 kilometers from the Vizag
information technology special economic zone, easily reachable from National Highway-5, 3 kilometer from Rushikonda
Beach, in proximity to local hospitals, the international cricket stadium and an international airport. Facilities include a
clubhouse, swimming pool and indoor and outdoor games facility.

Our Commercial Portfolio

We currently undertake office and retail developments under our commercial portfolio, and have completed, ongoing and
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planned commercial projects with a Saleable Area of 2.8 million square feet, as of December 31, 2021.

The following table provides an overview of our commercial projects, as of December 31, 2021:

Sales status
Total Saleable Area
Project Name Location Status (percentage of Saleable
(million square feet)
Area sold)
Mega Malls Jodhpur Projects with OC 54.0% 0.6
One Indiabulls Park Vadodara 26.1% 0.2
Indiabulls One 09 Phase 1 NCR Ongoing 86.8% 0.5
Indiabulls One 09 Phase 2 NCR Planned Sales not started 0.6
Arivali, Panvel Mumbai Planned Sales not started 0.8
Note: The details in the table above in relation to total Saleable Area have been confirmed by Chaitali Maruti Desai, independent architect, pursuant to the
certificate dated April 4, 2022. The details in the table above in relation to status have been confirmed by MRKS and Associates, chartered accountants, pursuant
to their certificate dated April 4, 2022.

We intend to sell all of the above projects.

Set out below is a brief description of certain commercial projects:

Mega Mall, Jodhpur

Mega Mall is a commercial and retail project located on NH-65 Pali Road in Vijaya Raje Nagar, Jodhpur opposite National
Geological Survey Office and adjacent to the new Rajasthan High Court. It is located in proximity to a railway station and a
bus stand. Mega Mall is the largest retail development in Jodhpur with approximately 600,000 square feet. We have received
the occupation certificates for the projects

Indiabulls One 09, Gurugram, Phase 1

Indiabulls One 09 Phase 1 is a commercial and retail project located in Sector 109, Gurugram, off Dwarka Expressway, 3
kilometers from New Delhi and 6 kilometers from the Indira Gandhi International Airport. It is also located in proximity from
the Dwarka Sector 21 metro station. It has an open and spacious design and gardens with water features, pathways and easy
access to amenities. This project has an integrated complex with food courts, retail shopping and multiplex.

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One Indiabulls Park, Vadodara

One Indiabulls Park is a commercial project located near a railway station and a proposed bullet train station. This development
has been completed and the OC has been granted. It also has a well-equipped fire safety arrangement. This project offers open
and covered parking space, organic waste converter system and 24/7 security system.

Other Development – Sky Forest

Set out below are certain information on Sky Forest, an ultra-luxury residential project.

Total Saleable Total Saleable Average


Total Saleable Estimated Sold
Project /Cluster Area sold Area unsold Selling Price
Location Status Area (million Pending Costs Receivables (₹
Name (million square (millionsquare (₹ per square
square feet) (₹ in million) in million)
feet) feet) feet)
Sky Forest, Lower Near
Mumbai 1.6 1.3 0.3 2,790.0 8,588.8 18,428
Parcel completion

Note: The details in the table above in relation to total Saleable Area, total Saleable Area sold, total Saleable Area unsold, estimated pending costs have been
confirmed by Chaitali Maruti Desai, independent architect, pursuant to the certificate dated April 4, 2022. The details in the table above in relation to sold
receivables and average selling price have been confirmed by MRKS and Associates, chartered accountants, pursuant to their certificate dated April 4, 2022.

This development offers duplex flats in Lower Parcel, Mumbai and luxurious homes in South Mumbai. It is situated near
commercial complexes, hotels, luxury retail stores and premium entertainment hubs. The first residence starts from the 10th
floor. Residents enjoy facilities such as pools and a clubhouse.

As of the date hereof, IPPL owns the project, and IPPL is in turn owned by certain third parties. IPPL also owns certain other
commercial projects, which are intended to be demerged to another entity pursuant to a scheme of arrangement (which is
currently subject to regulatory approvals) (the “IPPL Demerger”). There can be no assurance that the IPPL Demerger will be
completed in a timely manner or at all. If the IPPL Demerger is not consummated, we would have a right to purchase IPPL
(which will then hold only the Sky Forest project) from the then owners of IPPL.

Further, pursuant to Amalgamation, after completion of the IPPL Demerger, IPPL shall be acquired by EOCDPL which will in
turn merge with our Company. Accordingly, after giving effect to the Amalgamation, the Sky Forest project shall be transferred
to the Amalgamated Company. The Amalgamation is subject to the receipt of regulatory approvals and the completion of
conditions precedent. There can be no assurance we will receive such regulatory approvals or complete all conditions precedents
in a timely manner or at all. For more information, please see “Risk Factors – Internal Risk Factors – There is no assurance
that the Proposed Merger will be completed in a timely manner or at all” at page 40 and “Proposed Merger of NAM Estates
and EOCDPL with our Company” at page 179.

Upcoming Launches

The following projects are scheduled to launch within the financial years 2023 and 2024, subject to receipt of regulatory
approvals and other considerations.

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Total Saleable
Area Area for
Project Micro- Land Our Product / Target
Location (million launch
Name market (Acres) Share Category Launch Remarks
square (million
feet) square feet)
Proposed
Joint
Development
BLU Estate Agreement
High-rise, Ultra Financial
& Club – Mumbai Worli 2 0.9 JDA 0.9 with a
luxury year 2023
Phase 2 leading real
estate private
equity
investor
One
Indiabulls Wholly Financial Phased
Mumbai Thane 7 2.6 2.1 High-rise, Luxury
Thane - owned year 2023 launches
Phase 2
One Sector Wholly Financial
Gurugram 25 3.8 3.6 Residential Re-launch
Indiabulls 104 owned year 2023
Indiabulls Sector Wholly Financial
Gurugram 6 0.6 0.6 Retail/Commercial -
One 09 109 owned year 2023
Arivali, Wholly Financial Sub-market
Mumbai Panvel 4 0.8 0.8 Retail/Commercial
Panvel owned year 2024 Arivali
Sub-total 44 8.7 8.0

Land banks

We also have one of the largest land banks among listed Indian real estate developers (Source: Anarock Report). Our land
banks are located near major metropolitans, including the MMR, NCR and Chennai, as further set out in the map below.

(1)
We have a 89% economic interest in Nashik SEZ.

We believe our significant land banks allow us to seize potential market opportunities without the need to first spend time and
resources locating and acquiring the land. We also have the option to monetize certain part of our land banks in non-core
locations, which in turn allows us to focus on enhancing our presence in strategic locations

Key Business Processes

We have established a systematic process for land acquisition, designing and planning, project execution, customer marketing,
sales and customer care.

Land Acquisition

We use different ways to acquire land. Land can be acquired through auctions in the market by bidding for the auction or
directly through negotiations with the seller. It can also be acquired through acquisition, joint ventures or joint development
right arrangements with companies that hold the land parcels. For more information on JV, JDA and DM projects, please see
“Joint Venture, Joint Development and Development Management Projects” below.

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Joint Venture, Joint Development and Development Management Projects

In addition to outright acquisition of land, we also acquire land through JDAs or JVs with landowners of the proposed projects,
and in certain cases, with financial investors. We leverage on our strong relationships with these landowners and financial
investors and execution expertise to obtain these JDAs and JVs, and we believe that such arrangements allows us to reduce its
up-front cost. We also carry out DM projects, whereby we provide end-to-end real estate development services in relation to
timely and quality execution, branding, marketing and sales, collections and client management and facilitating financing
arrangements

As of the date hereof, we are in the process of negotiating a JDA in relation to Blu Estate & Club – Phase 2 with one of the
leading real estate private equity investors. Subject to the finalization of relevant terms, we may enter into a JDA with the
relevant real estate private equity investor. There can be no assurance that such JDA will be entered into in a timely manner, or
at all.

Design and Planning

As part of our design and planning process, we discuss the relevant assessment report internally and the heads of our internal
departments provide their inputs. Further, we submit a project brief in text format to an architect and the architect is responsible
for developing the conceptual design of the development. The conceptual design includes master-planning and landscaping
with orientation of buildings.

Concept Design

The output of the concept design phase is a master plan with a broad description of the planned development in the form of a
presentation. The design development phase involves further detailing of the concept design. Upon finalization of the design
drawing, we prepare another set of drawings called “good for construction drawings”. The “good for construction drawings”
include minute design details, such as dimensions, wall thickness, window dimensions, air conditioning connectionsand toilet
piping, and are a blueprint of the proposed development.

Design Development

The output of the concept design phase is a master plan with a broad description of the planned development in the form of a
presentation. The design development phase involves further detailing of the concept design. Upon finalization of the design
drawing, another set of drawings called “good for construction drawings” are prepared. The valid for construction drawings
include minute design details, such as dimensions, wall thickness, window dimensions, air conditioning connectionsand toilet
piping, and are a blueprint of the proposed development.

Project Execution

Each project is led by a project head and construction management team. The project planning and execution process
commences with the obtaining of requisite statutory and regulatory approvals, including environmental approvals, the approval
of building plans, layout plans and occasionally approvals for conversion of agricultural land to commercial or residential land.

Regulatory Approvals

We have a liaison team comprising qualified personnel whose function is to obtain approvals from various statutory authorities.
For our projects in the completed, near completion or ongoing categories, we have to obtain the necessary approvals and
certificates for the construction and development of our projects.

Site Development and Construction

We have a large construction management team working on various projects that employs advanced construction techniques
in our projects. A quality assurance team is present at every project site to carry out checks on all materials used in construction.
In order to assist our construction management team, we have installed SAP, an enterprise resource planning (“ERP”) software,
which enables the team to keep a constant check on the budgeted cost and actual costs incurred. We have a strong information
technology support system, using which we are able to track inventory at different sites and improve our inventory management
capabilities. We have a team of project engineers who manage and coordinate site development and construction activities.

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Our terms with contractors generally require them to obtain necessary approvals, permits and licenses for their part of work and
contain a standard defect liability period from takeover by our Company of their executed work.

Customer Marketing

Market Research

We rely on market research reports prepared by market research companies when assessing the nature of the project
contemplated and the price at which the proposed property is likely to sell, given our target customer groups for a project of
that particular type and location. Our team uses such information, the estimated cost of acquisition of the land and other project
development expenses, amongst other relevant factors, to evaluate the project.

Marketing and Branding

Our marketing team is divided into various cells, including brand management, customer and market insights and digital
marketing. Our brand management team focuses on establishing our corporate and product brands. The team has brand
managers who are responsible for media planning and executing marketing campaigns. Our customer and market insights team
relies on detailed market studies and surveys to understand various locations. Our digital marketing team creates brand
awareness and lead generation via digital and social media across brands. We have carried out several digital media led branding
campaigns.

Advertising

We carry out most of our advertising through our channel partners, utilizing a push strategy which aims to actively promote
and raise awareness of our developments. We also place ads on print media at regular intervals to promote brand/project recall.

Sales

We sell our apartments using direct sales teams and through channel partners. We also have teams, which are focused on
outstation markets. Our sales team is divided into various verticals, namely MMR and NCR. In addition, we have recently
adopted a digital sales channel, pursuant to which a prospective customer is provided with the project related information
through virtual meets as well as one-on-one meetings with our sales manager prior to the site visit.

Safety Measures

The structural design and construction of our buildings are certified by way of a structural stability certificate which attests to
the completion of the structural works of the relevant building based on site visits, the review of shop drawings, and letters of
completion issued by contractors.

We organize periodic fire safety and evacuation mock drills at our projects to improve fire safety awareness. Additionally,
inspections of our fire safety systems and equipment are carried out at regular intervals to ensure their operational effectiveness.

To ensure safety against flooding, we adopt suitable design measures, including the provision of storm water drainage systems
and raised plinth levels in the buildings.

We have employed various measures and technologies to maximize the life of buildings, such as use of quality waterproofing
of terraces, toilets and kitchens, use of quality textured paint to ensure that the walls remain leak proof for a longer period, use
of quality marble, sanitary ware and chrome plated fitting in the bathrooms to avoid water damage.

Environmental Matters

We are subject to various mandatory national, state and municipal environmental laws and regulations in India including the
coastal regulation zone laws. Our operations are also subject to inspections by government officials with regard to various
environmental issues. In addition to compliance with the requisite environment laws, we have chosen to take a lead on
environmentally sustainable development.

Technology

We have implemented applications to manage and automate our business processes to achieve higher level of efficiency, data
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integrity and data security. Some of our initiatives include the deployment of machines to substitute manual work, using LED
lighting for the common areas in our developments and office buildings and using timers for external lighting and basement
lighting in some of our projects configured to cater for peak and non-peak hours. We promote the use of electronic means of
communication with our shareholders by sending electronic communication for confirmation of payments and other similar
purposes. We also encourage the use of electronic mode of communications to and from all our stakeholders. Soft copies of the
annual report(s) along with the notice convening the Annual General Meeting(s) are sent to our shareholders to minimize the
cost and usage of paper.

We make extensive use of information and communication technologies for the execution and management of our projects. We
use ERP software to take care of processes in budgeting, construction management, procurement, accounts and finance, and
human resources, and a cloud-basedglobal sales tool to meet our customer relationship management requirements.

Insurance

We believe that we have robust risk management processes in place. Our insurance policies cover risks which we envisage for
each project, which may include physical loss or damage. We also procure policies relating to employee welfare and employee
related liabilities.

Competition

The real estate development industry in India, while fragmented, is highly competitive. Our competitors include real estate
developers such as Godrej Properties Limited, Oberoi Realty Limited, Piramal Realty Private Limited, DLF Limited, Prestige
Estates Projects Limited, Wadhwa Group Holdings Private Limited, Dosti Realty Limited, Hiranandani Constructions Private
Limited, L&T Realty Limited, Rustomjee Constructions Private Limited, TATA Realty and Infrastructure Ltd and Tata
Housing Development Company Limited (Source: Anarock Report).

Awards and Accolades

We have received several awards and recognition including:

• Top Selling Project in 2020 Mumbai – CRE Matrix, January 2021


• Asia’s most promising brand for the category of Real Estate - World Consulting and Research Corporation, 2017
• Developer of the Year (Luxury) – National Awards for Marketing Excellence (Excellence in Real Estate &
Infrastructure), 2017 (Indiabulls Real Estate)
• Luxury Project of the Year to Blu Estate and Club – National Awards for Marketing Excellence (Excellence in Real
Estate & Infrastructure), 2017 (Blu Estate & Club)

Employees

As of December 31, 2021, our business had 556 permanent employees across various functions.

Corporate Social Responsibility (“CSR”)

We have adopted a Corporate Social Responsibility policy in compliance with the requirementsof the Companies Act, 2013
and the Companies (Corporate Social Responsibility) Rules, 2014. Our CSR efforts focus on areas that could provide benefits
to the society at large such as improving awareness of communities towards education, health and rural development. We also
undertook CSR special projects during COVID-19 pandemic. For instance, Indiabulls Foundation, in association with
Gurugram administration, has donated COVID relief materials.

Some of our CSR programs include Jan Swasthya Kalyan Vahika (“JSK”), a mobile community healthcare project providing
free primary healthcare services to the underprivileged population in urban slums with JSK-mobile medical vans. Our Indiabulls
Foundation has also awarded scholarships to students to pursue further education.

In addition, we have implemented rain water harvesting across our projects. Further, we have installed solar energy plants in
tribal schools across Maharashtra to provide electricity to these schools. As part of our environmental initiatives, we have
implemented organic waste management control across our projects.

Properties

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Our corporate office is at WeWork Vaswani Chambers, 264/265, Dr. Annie Besant Road, Worli, Mumbai – 400025,
Maharashtra, located on leased premises, and our registered office is at Plot No. 448-451, Udyog Vihar, Phase V, Gurugram –
122016, Haryana, located on leased premises.

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BUSINESS OF THE AMALGAMATING GROUP

Certain information contained in this section is taken from the report titled “Real Estate Industry Report”, dated April 4, 2022
prepared by Anarock Property Consultants Private Limited and commissioned and paid for by the Indiabulls Real Estate
Limited from Anarock (the “Anarock Report”). Industry publications are also prepared based on information as of specific
dates and may no longer be current or reflect current trends.

Overview

NAM Estates, Embassy One, Summit, Embassy East and EOCDPL, in addition to their respective subsidiaries (together, the
“Amalgamating Group”) are engaged in the business of construction and development of real estate projects (both residential
and commercial) and related consulting services, related management services, leasing properties, making investment in joint
developments, investing in companies/firms which undertake real estate development projects.

As of the date of this Placement Document, the Amalgamating Group is part of the Embassy Group and the shareholding of the
Amalgamating Group is ultimately and indirectly owned by Mr. Jitendra Virwani and his immediate family. The Embassy
Group is one of the leading real estate developers in India known for its execution skills and strategic relationships with leading
institutional investors and financial institutions. The chairman and managing director of the Embassy Group is Mr. Jitendra
Virwani.

The Amalgamating Group’s assets comprise 14 residential, commercial and mixed use development projects, which are focused
regionally in Bengaluru and are also situated in Chennai and Mumbai. Certain of these projects in turn comprise of multiple
sub-projects in their respective stages of completion. These projects are associated with well-established brand names including
“Embassy Edge”, which is known for high-end and mid-end housing projects and “Embassy” which is known for high-end and
luxury housing projects and office spaces.

As of December 31, 2021, the Amalgamating Group has a residential property development portfolio 4 comprising a gross
Saleable Area of 18.8 million square feet of which 0.9 million square feet comprised completed projects, 7.6 million square feet
comprised of projects with OC or are near completion, 2.1 million square feet comprised of ongoing projects and 8.2 million
square feet comprised planned projects. Most of these projects are in the luxury and premium category. Further, the
Amalgamating Group has recently partnered with Columbia Pacific Communities to foray into the senior living segment.
Columbia Pacific Communities is India’s largest provider of services to senior living communities and benefits from over 40
years of experience in building, managing and operating senior living communities in India and other countries. The first senior
living facility will be located within the Amalgamating Group’s Embassy Springs project.

As of December 31, 2021, the Amalgamating Group has a planned commercial property portfolio 5 (comprising of projects
wholly owned by the Amalgamating Group or the Amalgamating Group’s share of joint venture or, as the case may be, joint
development agreement projects) with a total Leasable Area of 42.6 million square feet. All of these projects are located in the
peripheral business districts of Bengaluru.

The table below shows the Amalgamating Group’s key operational metrics for the periods indicated:

As of and for the nine months ended As of and for the financial year ended
Particulars
December 31, 2021 March 31, 2021
Sales(4) (Value in ₹ million) 3,033 4,417
Sales (Saleable Area(1)(4) in million square feet) 0.3 0.6
Sales(4) (number of units) 166.0 386.0
Gross Collections(2) (₹ in million) 2,487.2 2,578.0
Completed(3) Saleable Area (million square feet) 0.9 0.9

Notes:
(1) Saleable Area means the total carpet area in relation to each project along with appropriate loading to adjust for common areas, service and storage area
parking area, area for amenities and other open areas

(2) Gross collections comprises collections towards residential and commercial units and land, other charges, rebates given to customers, indirect taxes and
facility management charges. Includes collections from sales of apartments, plots, land and projects

(3) The category of “completed” projects includes residential and commercial, where the land (or rights thereto) has been acquired, the design development
and pre-construction activities have been completed in accordance with the approved business plan of the project and the occupancy certificates have

4
Includes residential projects within mixed-used developments.
5
Includes commercial projects within mixed-used developments.
156
been received from the competent authority for all units with respect to towers or buildings in the project and the process of handover of such units has
commenced
(4) For sales in terms of value, area and units considered classification based on active sales as at December 31, 2021

Gross collections, EBITDA, EBITDA Margin and Profit After Tax Margin are not recognized measures under Ind AS or other recognized accounting
standards.

Competitive Strengths

The Amalgamating Group’s key competitive strengths are set out below:

Strong presence in the Bengaluru market

The Bengaluru market is one of the “Top Seven Indian Markets”, having one of the largest share of supply and absorption,
catering to a wide spectrum of income and demography. The “Top Seven Indian Markets” comprise of MMR, Pune, Bengaluru,
Hyderabad, the NCR, Chennai and Kolkata (Source: Anarock Report). Bengaluru is regarded as the “Silicon Valley of India”.
Bengaluru has achieved first place in India for the Ease of Living Index, first place in India for Global Talent Competitiveness
Index and second place among Indian cities in the City Momentum Index in 2020 (Source: Anarock Report). In addition, post
2016 until December 31, 2021, absorption of residential unit grew steadily and outpaced supply of residential units in Bengaluru
(Source: Anarock Report).

Based on the abovementioned factors, the Bengaluru market has significant depth of demand for real estate developments across
price points. Further, the Bengaluru real estate market requires extensive knowledge of the regulatory and approval processes
required for developing a project. As a result of the Amalgamating Group’s portfolio of projects, industry knowledge and
familiarity with the regulatory environment in South India, the Amalgamating Group has attained a strong presence in the
Central Business District, East and North Bengaluru, with the largest share of supply (by units), absorption (by value) and
completion (by area) of residential and commercial developments, among the five largest developers in these micro-markets
(Source: Anarock Report).

The Amalgamating Group has several planned projects in Bengaluru, which it believes will enable it to have a robust launch
pipeline over the next few years. As of December 31, 2021, the Amalgamating Group has nine planned residential development
projects 6 (comprising of projects wholly owned by the Amalgamating Group or the Amalgamating Group’s share of joint
venture or, as the case may be, joint development agreement projects) with a Saleable Area of 6.0 million square feet and six
planned commercial development projects 7 (comprising of projects wholly owned by the Amalgamating Group or the
Amalgamating Group’s share of joint venture or, as the case may be, joint development agreement projects) with a Gross
Leasable Area of 42.6 million square feet within Bengaluru. In addition, as of December 31, 2021, the Amalgamating Group
had four residential projects 8 which were near completion or have attained OC, with a gross Saleable Area of 4.6 million square
feet within Bengaluru. This allows the Amalgamating Group to cater for end customers whose preference is to new units which
are near completion or have attained OC.

List of the Amalgamating Group’s Flagship Residential Projects in Bengaluru

Gross Developable Area


Project name Micro market
(in million square feet)
Embassy Lake Terraces, Hebbal 9 North 2.2
Embassy Boulevard, Yelahanka North 1.0
Embassy Grove, Old Airport Road East 0.5
Embassy Springs Plots, Airport Road Central 2.8
Embassy One, Bellary Road East 0.5
Embassy Pristine, Bellandur North 0.9
Note: The details in the table above in relation to gross Developable Area have been confirmed by Jayant Vaitha, independent architect, pursuant to his
certificate dated April 6, 2022.

One of the Amalgamating Group’s flagship projects in Bengaluru is Embassy Springs, a residential township Project located at
Kempegowda International Airport Road, Devanahalli Bengaluru. This mixed development project comprises luxury, premium
and mid-end housing projects in addition to commercial properties. Embassy Springs was awarded “Best Integrated Township
Project” by Times Business Award in 2020.

6
Includes residential projects within mixed-used developments.
7
Includes commercial projects within mixed-used developments.
8
Includes residential projects within mixed-used developments.
9
The Amalgamating Group owns 63.7% economic interest in the project.
157
Assets with well-established branding, resulting in premium pricing and ability to sell throughout the construction
phase

A strong and recognizable brand is a key attribute in the real estate industry, since it increases customer confidence, influences
buying decision and helps target premium pricing for products. The Amalgamating Group’s projects are associated with
established brand names including “Embassy Edge”, which is known for premium and mid-end housing projects and “Embassy”
which is known for premium and luxury housing projects and office spaces.

The Amalgamating Group leverages on the brand value of its assets and focuses on selling and leasing sizeable percentage of
units throughout the construction phase of its projects. Such sales help reduce the need for construction finance and enable the
Amalgamating Group to achieve optimal returns on its projects.

The following table sets forth details of the Saleable Area sold with respect to the Amalgamating Group’s ongoing residential
development projects and residential projects with OC or are near completion 10.

Gross Saleable Saleable Area sold, as of


% of Saleable Area sold,
Project Name Status Area (million December 31, 2021 (million
as of December 31, 2021
square feet) square feet)
Embassy Residency - Phase 1, Project with OC or is near
Perumbakkam 11 completion 1.1 1.1 98
Project with OC or is near
Embassy Grove, Old Airport Road
completion 0.5 0.2 48
Project with OC or is near
Embassy Boulevard, Yelahanka
completion 1.0 0.7 78
Project with OC or is near
Embassy Lake Terraces, Hebbal
completion 2.2 1.1 51
Project with OC or is near
Embassy Springs Plots, Airport Road
completion 2.8 2.3 82
Embassy One, Bellary Road Ongoing project 0.5 0.1 20
Embassy Springs Town Centre Plots, Ongoing project
Airport Road 0.5 0.0 5
Embassy Edge at Embassy Springs - Ongoing project
Phase 1, Airport Road 0.9 0.7 77
Note: The details in the table above in relation to total Saleable Area have been confirmed by Jayant Vaitha, independent architect, pursuant to his certificate
dated April 6, 2022. The details in the table above in relation to Saleable Area sold have been confirmed by NVSM & Associates, chartered accountants,
pursuant to their certificate dated April 7, 2022.

Assets characterised by strong sustainability features

The Amalgamating Group follows a comprehensive approach to sustainable development from an early design phase through
the construction period and works closely with designers to achieve sustainable designs and operations of its developments.
Many of its developments have been designed with sustainable features such as rain water harvesting and solar water heaters
and green landscaping. The Amalgamating Group believes that these sustainability features may lead to reduction in water and
operating energy costs during the entire lifecycle of its buildings.

Four of the Amalgamating Group’s projects, namely Embassy Lake Terraces, Embassy Pristine, Embassy Boulevard and
Embassy Grove have achieved the nationally recognized IGBC Green Homes rating awarded by the Indian Green Building
Council.

Scalable business model and long-standing relationships with consultants, contractors and strategic partners

The Amalgamating Group has a relatively lean organizational and staff structure. The Amalgamating Group has developed in-
house competencies for key stages in a real estate development life cycle, comprising of the following:

• business development inception, which involves identification of parcels of land and the conceptualization of the
development;
• land acquisition;
• liaisoning, which includes liaising with the relevant government bodies on regulatory approvals, and coordinating between

10
Includes residential projects within mixed-used developments.
11
The Amalgamating Group owns 78% economic interest in the project.
158
architects, consultants and other professional third parties;
• procurement, including procurement of materials for the project; and
• marketing and sales/leasing with its channel partners.

In addition to the Amalgamating Group’s in-house competencies, the Amalgamating Group also outsources certain activities
of the real estate development process to external professionals with specializations to match its wide range of operations, such
as interior designers, project managers and engineers for the development and management of its properties. The Amalgamating
Group believes that outsourcing these activities to external professionals and keeping its organizational and staff structure lean
have allowed it to increase the scale of its operations, while ensuring that it carries on its existing operations in an efficient and
timely manner.

It also believes that by establishing and nurturing relationships with leading companies in the various fields of real estate project
development, it is able to leverage on their specialized experience, expertise and manpower. In addition, selective outsourcing
to consultants and contractors facilitates effective capital and cash management, and reduces its overheads.

The Amalgamating Group has long-standing relationships with engineers, civil contractors, and electrical contractors . These
relationships enable the Amalgamating Group to better negotiate services from these consultants and contractors. It believes
this outsourcing model is key to the successful development of its projects.

The Amalgamating Group also has strategic partnerships with leading institutional investors to attract equity capital, in addition
to existing banking relationships with leading financial institutions. Set out below is a list of projects between the Amalgamating
Group and certain strategic investors:

• Embassy Bayview – The Amalgamating Group entered into its first residential project in Mumbai amounting to 0.5 million
square feet by way of a joint development agreement with the Naman Group. The Amalgamating Group share amounted
to 0.3 million square feet.
• Embassy Springs – The Amalgamating Group partnered with Columbia Pacific Communities to foray into the senior living
segment by partnering with Columbia Pacific Communities to develop Serene Amara at Embassy Springs, a project with
Saleable Area amounting to 0.3 million square feet. The Amalgamating Group’s share in the project amounted to 0.1
million square feet.
• Alternative Investment Fund (office development platform) – The Amalgamating Group and a leading Canadian
institutional fund launched AIF, an office development platform with an investment capacity of up to US$ 500 million.
The same Canadian institutional fund and the Amalgamating Group will be investing in an 80:20 ratio.

Strong execution expertise

The Amalgamating Group also has established effective cost management measures to constantly monitor its projects to ensure
that costs remain within budgeted amounts. The Amalgamating Group also has experience in carrying out detailed analysis and
market research to track market trends to enable the Amalgamating Group to position its projects appropriately in terms of
location and income segment. The Amalgamating Group’s in-house marketing and communication team has created a cohesive
marketing strategy designed to secure and build brand value and awareness while meeting with specific customer needs keeping
in mind operational efficiency. The Amalgamating Group’s sales and leasing team has dedicated sub-teams to focus on different
categories of client segments. Further, the Amalgamating Group also has a dedicated and experienced projects team. The
Amalgamating Group believe that its ability to anticipate the requirements of its customers and to provide them with essential
after-sales services increases customer satisfaction levels.

The Amalgamating Group’s understanding of the relevant real estate market, positive customer perception, product innovation,
innovative design and marketing and branding strategies enabled it to attract customers. Over time, the Amalgamating Group
has demonstrated its nimbleness in launching new projects once the land (or land development rights) has been acquired.

The Amalgamating Group believes that its execution capabilities comprising strong in-house competencies as supplemented by
long standing relationships with external professionals is a critical factor that has contributed to its leading position. For more
information, see “Competitive Strength - Scalable business model and long-standing relationships with consultants and
contractors” above.

Established track record in Joint Development Agreement and Joint Venture Projects

The Amalgamating Group carries out certain real estate developments through JDAs or JVs with landowners of the proposed
projects, and in certain cases, with financial investors. The Amalgamating Group believes that such arrangements allows the
159
Amalgamating Group to reduce its up-front cost.

Set out below is a list of the Amalgamating Group’s JDA and JV projects:

Gross Developable Amalgamating


Project Name Segment Location Area (million square Group’s Economic Nature
feet) Interest
Embassy Residency - Phase 1,
Residential Chennai 1.1 78% JV
Perumbakkam
Embassy Lake Terraces, Hebbal Residential Bengaluru 2.2 64% JDA
Embassy Bayview, Juhu Residential Mumbai 0.5 65% JDA
Serene Amara at Embassy
Residential Bengaluru 0.3 50% JV
Springs, Airport Road
Senior Living at Embassy
Residential Bengaluru 0.2 50% JV
Springs - Phase 2, Airport Road
Embassy Prism, Whitefield Commercial Bengaluru 0.5 68% JDA
Embassy East Business Park,
Commercial Bengaluru 1.4 20% JV
Whitefield - Phase 1
Embassy Cornerstone Tech
Commercial Bengaluru 12.5 74% JDA
Valley, Varthur
Note: The details in the table above in relation to gross Developable Area and the Amalgamating Group’s economic interest of Embassy Bayview have been
confirmed by EngiArch Consultants, independent architect, pursuant to its certificate dated February 10, 2022. The details in the table above in relation to
gross Developable Area and the Amalgamating Group’s economic interest of projects other than Embassy Bayview have been confirmed by Jayant Vaitha,
independent architect, pursuant to his certificate dated April 6, 2022.

The Amalgamating Group’s Business

The Amalgamating Group is engaged in the business of (a) construction and development of real estate projects (both residential
and commercial) and related consulting services, related management services, leasing properties; and (b) making investment
in joint developments and investing in companies/firms which undertake real estate development projects

For the purpose of describing the Amalgamating Group’s business, the Amalgamating Group’s projects have been classified into
the following categories: (i) completed projects, (ii) ongoing projects, (iii) projects with OC or near completion, and (iv) planned
projects.

The Amalgamating Group’s businesses can be classified into the following:

Residential Projects, consisting of:

• Ultra-luxury category. The ultra-luxury category is broadly categorized to have a ticket size of above ₹ 25.0 million;
• Luxury category. The luxury category is broadly categorized to have a ticket size of ₹ 15.0 million to ₹ 25.0 million;
• High-end category. The high-end category is broadly categorized to have a ticket size of ₹ 8.0 million to ₹ 15.0 million;
and
• Mid-end category. The mid-end category is broadly categorized to have a ticket size of between ₹ 4.0 million to ₹ 8.0
million; and

As of December 31, 2021, the Amalgamating Group’s assets comprised nine residential, three commercial and two mixed use
development projects.

As of December 31, 2021, the Amalgamating Group’s nine residential projects were Embassy Pristine, Embassy Lake Terraces,
Serene Amara at Embassy Springs, Embassy Edge at Embassy Springs, Embassy Boulevard, Embassy Residency, Embassy
Grove, Embassy One and Embassy Bayview. As of the same date, the Amalgamating Group’s three commercial projects
comprised of Embassy Prism, Embassy Cornerstone Tech Valley and Embassy East Business Park. Each of these projects are
further described in “Description of the Amalgamating Group’s Projects” below. In addition, each of these projects comprised
of their respective sub-projects, which were in different phases of development. Details of these sub-projects (including their
respective phases of developments) are set out in the “The Amalgamating Group’s Residential Projects” and “The
Amalgamating Group’s Commercial Projects” below. The table below provides an overview of these residential and
commercial projects, as of December 31, 2021:

Particulars Developable Area Saleable Area sold The Amalgamating Group’s Share of
160
(million square feet) (million square feet) unsold Saleable / leasable area (million
square feet)
Residential Projects
Completed Projects 0.9 0.9 -
Projects with OC or near completion 4.8 3.1 1.2
Ongoing Projects 1.4 0.8 0.6
Planned Projects 4.6 - 4.1
Total for Residential Projects 11.7 4.8 5.9
Commercial Projects
Planned Projects 22.3 - 17.8
Total for Commercial Projects 22.3 - 17.8

As of December 31, 2021, the Amalgamating Group’s inventory included two mixed use developments namely Embassy
Springs and Embassy Knowledge Park. Each of these mixed development projects are described in “Description of the
Amalgamating Group’s Projects” below. Each of these projects comprise of their respective sub-projects, which are in different
phases of development. Details of these sub-projects (including their respective phases of developments) are set out in the “The
Amalgamating Group’s Mixed Development Projects” below. The tables below provides an overview of the these mixed
development projects, as of December 31, 2021

Residential Commercial
Saleable The Amalgamating
Developable The Amalgamating Group’s
Particulars Area sold Leasable Area (million Group’s Share of
Area (million Share of unsold Saleable
(million square feet) leasable area (million
square feet) Area (million square feet)
square feet) square feet)
Projects with OC or
near completion 2.8 2.3 0.5 - -
Ongoing Projects 0.7 0.0 0.7 - -
Planned Projects 3.6 - 3.6 24.8 24.8
Total Mixed
Development
Projects 7.1 2.3 4.8 24.8 24.8

The Amalgamating Group either owns the abovementioned projects or holds a specified economic interest in them pursuant to
joint venture, joint development or as the case may be, development management arrangements with their respective landowners
or financial investors, as indicated below. Please see “Joint Venture, Joint Development and Development Management
Projects” below for more information.

The Amalgamating Group’s Residential Projects

As of December 31, 2021, the Amalgamating Group’s residential projects constituted 34.4% of Developable Area of its total
projects. Its flagship projects include Embassy Pristine, Embassy Lake Terraces, Embassy Edge at Embassy Springs, Embassy
Boulevard, Embassy Residency, Embassy Grove, Embassy One and Embassy Bayview.

161
The Amalgamating Group’s Completed Residential Projects

The Amalgamating Group has one completed residential project with a Saleable Area of 0.9 million square feet, as of December 31, 2021.

The table below provides an overview of the Amalgamating Group’s completed residential project that was fully sold out, as of December 31, 2021:

Saleable Area
Micro Project Start
Project name Location Category (in million square Project Completion date
market date
feet)
Embassy Pristine Bengaluru Luxury SBD 0.9 2011 2016
Note: The details in the table above in relation to gross Saleable Area have been confirmed by Jayant Vaitha, independent architect, pursuant to his certificate dated April 6, 2022 .

The Amalgamating Group’s Residential Projects with OC or are near completion

The tables below provides an overview of the Amalgamating Group’s residential projects with OC or are near completion (including residential projects to be transferred to the
Amalgamating Group pursuant to the Amalgamation), as of December 31, 2021:

The Amalgamating Group’s Share


Gross
Gross Gross Estimated
Saleable Saleable
Saleable Saleable Pending
Total Total Area Area
Total Area Area sold Sold Costs as of
Project name Location Category Micromarket units units unsold unsold
units (million (million Receivables December
sold unsold (million (million
square square (₹ in million) 31, 2021
square square
feet) feet) (₹ in milli
feet feet
on)
Embassy Residency -
Phase 1, Chennai Mid-end East 931 1.1 917 1.1 14 0.0 0.0 85 27
Perumbakkam 12
Embassy Grove, Old
Bengaluru Luxury East 106 0.5 51 0.2 51 0.3 0.3 645 700
Airport Road
Embassy Boulevard,
Bengaluru Luxury North 167 1.0 131 0.7 36 0.2 0.2 2,000 510
Yelahanka
Embassy Lake
Bengaluru Luxury North 467 2.2 249 1.1 218 1.1 0.7 876 1,177
Terraces, Hebbal 13
Total - - - 1,671 4.8 1,348 3.1 319 1.6 1.2 3,606 2,414
Note: The details in the table above in relation to gross Saleable Area and the Amalgamating Group’s share of estimated pending costs have been confirmed by Jayant Vaitha, independent architect, pursuant to his

• 12
The Amalgamating Group owns 77.7% economic interest in this joint venture project.
• 13
The Amalgamating Group owns 63.7% economic interest in this joint development agreement project.
162
certificate dated April 6, 2022. The details in the table above in relation to gross Saleable Area sold and sold receivables have been confirmed by NVSM & Associates, chartered accountants, pursuant to their certificate
dated April 7, 2022.

Ongoing Projects

The tables below provides an overview of the Amalgamating Group’s ongoing residential projects (including residential projects to be transferred to the Amalgamating Group
pursuant to the Amalgamation), as of December 31, 2021:

Estimated
Sold
Pending
Saleable Saleable Receivables
Saleable Total Cost as of
Total Total Area sold Area unsold as of
Project name Location Category Micromarket Area (million units December
units units sold (million (million December
square feet) unsold 31, 2021
square feet) square feet) 31, 2021
(₹ in milli
(₹ in million)
on)
Embassy One, Bellary Bengaluru Ultra-luxury North 109 0.5 33 0.1 76 0.4 478 1,350
Road
Embassy Edge at Embassy Bengaluru Mid-end North 826 0.9 651 0.7 175 0.2 3,607 2,645
Springs - Phase 1, Airport
Road
Total - - - 935 1.4 0.8 0.6 4,085 3,995
Note: The details in the table above in relation to gross Saleable Area and the Amalgamating Group’s share of estimated pending costs have been confirmed by Jayant Vaitha, independent architect, pursuant to his
certificate dated April 6, 2022. The details in the table above in relation to gross Saleable Area sold and sold receivables have been confirmed by NVSM & Associates, chartered accountants, pursuant to their certificate
dated April 7, 2022.

163
Planned Residential projects

The Amalgamating Group’s planned residential projects (including planned residential projects to be transferred to the
Amalgamating Group pursuant to the Amalgamation) are spread across several micro-markets in Bengaluru, Chennai
and Mumbai. The land parcels with respect to the Amalgamating Group’s planned residential projects have been fully
paid up.

The table below provides an overview of the Amalgamating Group’s planned residential projects (including planned
residential projects to be transferred to the Amalgamating Group pursuant to the Amalgamation), as of December 31,
2021:

The
Gross Amalgamating
Micro- Land Area Saleable Area Group’s Share
Project name Location Category
market (acres) (million of Saleable
square feet) Area (million
square feet)
Embassy Bayview 14 Mumbai Ultra-Luxury West 3 0.5 0.3
Embassy Residency -
Chennai Mid-end South 8 1.4 1.4
Phase 2, Perumbakkam
Serene Amara at
Embassy Springs, Bengaluru Mid-end North 2.5 0.3 0.1
Airport Road 15
Senior Living at
Embassy Springs - Phase Bengaluru High-end North 2 0.2 0.1
2, Airport Road 16
Embassy Edge at
Embassy Springs - Phase Bengaluru Mid-end North 6 0.5 0.5
2, Airport Road
Embassy Edge at
Embassy Springs - Phase Bengaluru Mid-end North 20 1.7 1.7
3 & 4, Airport Road
Total 41.5 4.6 4.1
Note: The details in the table above in relation to land area, gross Saleable Area and the Amalgamating Group’s share of Saleable Area for projects
other than Embassy Bayview have been confirmed by Jayant Vaitha, independent architect, pursuant to his certificate dated April 6, 2022. The details
in the table above in relation to land area, gross Saleable Area and the Amalgamating Group’s share of Saleable Area for Embassy Bayview have been
confirmed by EngiArch Consultants, independent architect, pursuant to its certificate dated February 10, 2022.

The Amalgamating Group’s Commercial Projects

The Amalgamating Group currently undertakes office developments under its commercial portfolio.

As of December 31, 2021, the Amalgamating Group did not have any completed or planned commercial projects.

Planned Commercial Projects

The following table provides an overview of the Amalgamating Group’s planned commercial projects (including planned
commercial projects to be transferred to the Amalgamating Group pursuant to the Amalgamation), as of December 31,
2021:

The Amalgamating
Gross Leasable Area
Group’s Share of
Project name Location Micromarket (in million square
Leasable Area (million
feet)
square feet)
Whitefield,
Embassy East Business Park East 9.3 8.2
Bengaluru
Embassy East Business Park, Whitefield, East 1.4 0.3

14
The Amalgamating Group owns 65% economic interest in the joint development agreement project.
15
The Amalgamating Group owns 50% economic interest in the joint venture project.
16
The Amalgamating Group owns 50% economic interest in the joint venture project.
164
The Amalgamating
Gross Leasable Area
Group’s Share of
Project name Location Micromarket (in million square
Leasable Area (million
feet)
square feet)
Whitefield - Phase 1 17 Bengaluru
Embassy East Business Park, Whitefield, East
7.9 7.9
Whitefield - Phase 2 Bengaluru
Varthur,
Embassy Cornerstone Tech Valley 18 East 12.5 9.2
Bengaluru
Whitefield,
Embassy Prism 19 East 0.5 0.4
Bengaluru
Total - - 22.3 17.8
Note: The details in the table above in relation to land area, gross Leasable Area and the Amalgamating Group’s share of Leasable Area have been
confirmed by Jayant Vaitha, independent architect, pursuant to his certificate dated April 6, 2022.

The Amalgamating Groups Mixed Development Portfolio

This mixed development project comprises housing projects in addition to commercial properties.

As of December 31, 2021, the Amalgamating Group did not have any completed mixed development project.

17
The Amalgamating Group owns 20% economic interest in the joint venture project.
18
The Amalgamating Group owns 74% economic interest in the joint development agreement project
19
The Amalgamating Group owns 68% economic interest in the joint development agreement project.
165
The Amalgamating Group’s mixed development projects with OC or is near completion

As of December 31, 2021, the Amalgamating Group had one mixed development project with OC or is near completion (including projects to be transferred to the Amalgamating
Group pursuant to the Amalgamation). The table below provides an overview of such project.

The Amalgamating Group’s Share


Gross Gross
Gross Estimated
Saleabl Saleable Sold
Total Saleable Total SaleableArea Pending
Total e Area Area Receiva
Project name Location Category Micromarket units Area sold units unsold Costs as of
units (million unsold bles
sold (million unsold (million December 31,
square (million (₹ in
square feet) square feet 2021
feet) square feet million)
(₹ in million)
Embassy Springs High-end
Bengaluru North 806 2.8 720 2.3 86 0.5 0.5 2,006 3610
Plots, Airport Road Residential
Note: The details in the table above in relation to gross Saleable Area and estimated Pending Costs have been confirmed by Jayant Vaitha, independent architect, pursuant to his certificate dated April 6, 2022. The details in the
table above in relation to gross Saleable Area sold, Saleable Area unsold and the Amalgamating Group’s share of sold receivables have been confirmed by NVSM & Associates, chartered accountants, pursuant to their certificate
dated April 7, 2022.

The Amalgamating Group’s ongoing mixed development projects

The tables below provides an overview of the Amalgamating Group’s ongoing mixed development projects (including projects to be transferred to the Amalgamating Group pursuant
to the Amalgamation), as of December 31, 2021:

Sold Estimated
Receivables Pending
Saleable Saleable
Saleable Area as of Cost as of
Micromark Total Area sold Total units Area unsold
Project name Location Category Total units (million December December
et units sold (million unsold (million
square feet) 31, 2021 31, 2021
square feet) square feet)
(₹ in milli (₹ in milli
on) on)
Embassy Springs
Town Centre Plots, Bengalur High-end
- North 142 0.5 10 0 132 0.5 161 242
Airport Road u Residential
Estate Plots, Airport Bengalur High-end
- North 16 0.2 - 0 16 0.2 - 30
Road u Residential
Total - - - 158 0.7 10 0 148 0.7 161 272
Notes: The details in the table above in relation to gross Saleable Area and estimated Pending Costs have been confirmed by Jayant Vaitha, independent architect, pursuant to his certificate dated April 6, 2022. The details in
the table above in relation to gross Saleable Area sold, Saleable Area unsold and the Amalgamating Group’s share of sold receivables have been confirmed by NVSM & Associates, chartered accountants, pursuant to their
certificate dated April 7, 2022.

166
The Amalgamating Group’s Planned Mixed Development Projects

The table below provides an overview of the Amalgamating Group’s planned mixed development projects (including planned
residential projects to be transferred to the Amalgamating Group pursuant to the Amalgamation), as of December 31, 2021:

Gross The Amalgamating Group’s


Land
Micro- Saleable/Leasable Share of Developable Area
Project name Location Category Area
market area (million square feet)
(acres)
(million square feet)
Embassy
Knowledge
Park(1)
Airport
Airport Road High-end
- Road, North 40 1.0 1.0
Plots Residential
Bengaluru
Airport
Airport Road Mid-end
- Road, North 14 1.5 1.5
Apartments Residential
Bengaluru
IVC Road,
- Commercial Commercial North 180 21.6 21.6
Bengaluru
Embassy Springs
Airport
High-end
- Row House Road, North 12 0.3 0.3
Residential
Bengaluru
Airport
Lakeside High-end
- Road, North 15 0.4 0.4
Apartments Residential
Bengaluru
Airport
Luxury
- Front Parcel Road, North 26 0.4 0.4
Residential
Bengaluru
Airport
- Commercial Road, Commercial North 26 3.2 3.2
Bengaluru
28.4 28.4
Note:
(1) Land is undergoing survey and the Amalgamating Group is pending receipt of the final report from the land surveyors.
(2) The details in the table above in relation to land area, gross Developable Area and the Amalgamating Group’s share of Developable Area have been
confirmed by Jayant Vaitha, independent architect, pursuant to his certificate dated April 6, 2022.

Upcoming Launches

The following projects are scheduled to launch within the financial years 2023 and 2024, subject to receipt of regulatory
approvals andother considerations.

The
Gross Nature / Amalgamati
Saleabl the ng Group’s
Micro- Land e Area Amalga area of Product / Target Partner /
Project Name Location
market (Acres) (million mating Saleable Category Launch Remarks
square Group’s Area
feet) Share (million
square feet)
Embassy Bayview Mumbai Juhu 3 0.5 JDA - 0.3 Low-rise, Financia Naman Group
65% Ultra luxury l year
2023
Serene Amara at Bengaluru Airport 2.4 0.3 JV - 50% 0.1 High-rise, Financia Columbia
Embassy Springs Road Mid-end l year Pacific
2023 Communities
Embassy Prism Bengaluru Whitefi 4 0.5 JDA - 0.4 Commercial Financia -
eld 68% l year
2023
Senior Living at Bengaluru Airport 2 0.2 JV - 50% 0.1 High-rise, Financia Columbia
Embassy Springs Road Mid-end l year Pacific
– Phase 2 2024 Communities
Total 11 1.5 0.9
Note: The details in the table above in relation to land area, gross Saleable Area and the Amalgamating Group’s share of Saleable Area for projects other
than Embassy Bayview have been confirmed by Jayant Vaitha, independent architect, pursuant to his certificate dated April 6, 2022. The details in the table
above in relation to land area, gross Saleable Area and the Amalgamating Group’s share of Saleable Area for Embassy Bayview have been confirmed by
EngiArch Consultants, independent architect, pursuant to its certificate dated February 10, 2022.

Near Term Focus


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The Amalgamating Group’s focus in the near term are set out below:

Completion and sales of projects with OC or are near completion, or ongoing projects amounting to 3.0 million square feet,
including Embassy One, Embassy Lake Terraces, Embassy Boulevard and Embassy Grove and collection of Sold Receivables
of approximately ₹ 9,972 million.

To explore the opportunity to convert part of the Amalgamating Group’s planned commercial portfolio into residential
developments, which may in turn help the Amalgamating Group realize cashflows more quickly. The Amalgamating Group’s
share of the Saleable Area amounted to 42.6 million square feet as of December 31, 2021.

To launch 1.5 million square feet of planned residential and commercial projects in MMR and Bengaluru. The Amalgamating
Group’s share of Saleable Area in these projects amounted to 0.9 million square feet as of December 31, 2021. These planned
projects are set out in “Upcoming Launches” above.

To carry out more JDAs, JV and Development Management projects as part of its asset light growth strategy. In addition to its
existing track record in JDAs and JVs, the Amalgamating Group aims to execute development management projects, where it
provides end-to-end real estate development services in relation to timely and quality execution, branding, marketing and sales,
collections and client management and facilitating financing arrangements, in the near term.

Description of the Amalgamating Group’s Projects

Set out below is a brief description of certain of the Amalgamating Group’s completed, ongoing and planned projects (including
residential and commercial projects to be transferred to the Amalgamating Group pursuant to the Amalgamation):

Residential Projects

Embassy Lake Terraces: This project is located in Hebbal, North Bengaluru. Spread across a 14.5 acres with 9 iconic towers
and 2.2 million square feet of gross Saleable Area, the design of Embassy Lake Terraces offers a departure from the regular
lines of modern architecture. The unique sky deck on the 11th floor, with a host of leisure amenities. In addition, the
development offers residents uninterrupted views.

Project visual: Embassy Lake Terraces


Embassy Edge at Embassy Springs: This 38-acre residential project comprises of several projects with a gross Saleable Area of
3.1 million square feet. It is located at Embassy Springs township Navarathna Agrahara Devanahalli Bengaluru. As part of
phase 1 of the project, approximately 826 units have been launched. Nestled within Embassy Springs, these homes (including
luxury two and three bedroom apartments) are a combination of sustainability and modernity.

Embassy Boulevard: This project spans over 51 acres of land, is located in Hisahalli Hunsamaranahalli, Post Bengaluru North,
near Yelahanka Air Force Base and comprises of a gross Saleable Area of 1.0 million square feet. Situated in a secure gated
community, these villas come with exclusive features like private elevators, club houses and resort style swimming pools. The
project houses these 167 units also includes green spaces and 28 parks. The villas have been designed by Andy Fisher Workshop
- an award-winning firm based in Singapore.

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Project visual: Embassy Boulevard

Embassy Residency: This project is a 27-acre premium township in Shollinganallur, Chennai with approximately 70% open
space and comprises of a gross Saleable Area of 2.5 million square feet. It is strategically located in proximity to a national
public school and hospital for its residents and has various amenities and environment-friendly features.

Embassy Grove: This project is spread over 8 acres, comprises of a gross Saleable Area of 0.5 million square feet and 106
duplex and triplex villaments ranging from 4,337 square feet to 6,346 square feet. Each villament comes with a private
garden/terrace garden. Every villa also has a private pool with a sundeck. Owners enjoy a series of privileges including
professionally managed club houses, property maintenance by Embassy Services and membership to Quintessentially, a leading
concierge service.

Project visual: Embassy Grove

Embassy Pristine: This project has a land area of 15 acres and comprises of a gross Saleable Area of 0.9 million square feet. It
is located off the Outer Ring Road, just 3 kilometers from Koramangala, with easy access to educational institutions, shopping
malls, hospitals and the main IT corridor. Such convenient location minimizes residents’ commute to work or school, yet offers
residents a pleasant and relaxed lifestyle at home. Designed to achieve IGBC Gold certification, Embassy Pristine includes eco-
sensitive features such as smart lighting, solar energy applications, rainwater harvesting, water treatment, among other features.

Project visual: Embassy Pristine

Embassy ONE: This project has a land area of 6.5 acres and comprises of a gross Saleable Area of 0.5 million square feet. The
land area includes hotel, office, retail, civic amenities and land given for road widening. It is located near Mekhri Circle, the
gateway to North Bengaluru. Spread over 6.5 acres, Embassy ONE combines Four Seasons hospitality and private residences
with luxury shopping, gourmet dining and corporate office spaces. This project comprises 109 residences spread across two
towers.

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Project visual:. Embassy ONE complex also comprises hotel asset, owned by Embassy REIT, an affiliate of the Amalgamating Group.

Embassy Bayview: This project has a land area of 2.6 acres and comprises of a gross Saleable Area of 0.5 million square feet.
The project is currently in the planning stage.

Serene Amara at Embassy Springs: This project has a land area of 2 acres and comprises of a gross Saleable Area of 0.3 million
square feet. The project is currently in the planning stage.

Commercial Projects

Embassy Prism: This project has a land area of 3.8 acres and comprises of a gross Leasable Area of 0.5 million square feet. It
is located within the Whitefield region, Bengaluru.

Embassy Cornerstone Tech Valley: This project has a land area of 80 acres and comprises of a gross Leasable Area of 12.5
million square feet.

Embassy East Business Park: This project has a land area of 60 acres and comprises of a gross Leasable Area of 9.3 million
square feet. The project has been allotted land for development and setting up of infrastructure facilities by the Karnataka
Industrial Areas Development Board.

Mixed Use Development Projects

Embassy Springs: This 288-acre mixed development project is located at Kempegowda International Airport Road, Devanahalli
Bengaluru, includes several residential projects with a gross Saleable Area of 10.4 million square feet. A large portion of the
land area has been used for greenery, landscaping, water bodies and amenities. The property comprises villa plots, villas, row
houses, apartments, schools, hospitals and commercial space of 3.2 million square feet.

Project visual: Embassy Springs

Embassy Knowledge park: This project has a land area of 53.5 acres and comprises of a gross saleable area of 2.6 million square
feet.. Embassy Knowledge Park will be an integrated IT park with IT/ITES work spaces and residential and other supporting
and allied services such as housekeeping, transport, logistics, travel, tourism and education.

Set out below is a map showing the Amalgamating Group’s projects (including projects to be transferred to the Amalgamating
Group pursuant to the Amalgamation) in Bengaluru as of December 31, 2021.

170
Properties

Each Amalgamating Company’s registered office is at 1st Floor, Embassy Point 150, Infantry Road Bangalore 560001,
Karnataka India, located on leased premises.

171
OUR STRATEGY

The key elements of strategy are set out below:

Focus on enhancing leadership position in residential developments by growing in the MMR and NCR

• We intend to continue to grow in MMR and NCR where a majority of our ongoing and planned projects are located.

• We intend to complete the remaining phase of the Indiabulls Blu project and our residential projects in Panvel, Savroli,
Thane and Gurugram.

Continue to grow our business pursuant to a joint development, joint venture or development management approach

• We intend to leverage market leadership position to grow our business by entering into joint development agreements,
joint ventures or development management arrangements with landowners and other smaller developers. We believe
that such an approach will enable us to be more capital efficient and reduce our upfront land acquisition costs.

• We intend to follow this strategy in MMR and NCR.

Utilise our land reserves

• We intend to seek opportunities to develop our existing land reserves by developing these as projects.

• We also intend to monetize identified land parcels. For example, on January 25, 2022, we entered into a term sheet
regarding the potential sale of a land parcel at Gurugram to a third party for approximately ₹ 5,800 million (the
"Disposal"). Subsequently on April 8, 2022, we entered into a share purchase agreement with the relevant party relating
to the aforementioned Disposal, which is subject to the satisfaction of certain conditions precedent. For more
information, please see “Our Business – Recent Development – Disposal of Land Parcel at Sector 106, Gurgaon” on
page 143.

Focus on execution to capitalise on industry trends

• According to the Anarock Report, apart from the structural longer term drivers, housing demand is likely at the cusp
of a cyclical inflection point which could potentially see a sustained volume as well pricing growth in the near to
medium term. This is on account of:

o Narrowing of gap of rental yield to home loan rates, which will further increase the preference of
purchasing home over renting it.

o An increase in household income coupled with steady ticket prices have resulted in an increase in
affordability of residential units.

• The Indian real estate sector has witnessed consolidation in the past few years. On account of the liquidity crunch
being faced by smaller developers in addition to a shift in buyers’ preference towards developers with strong execution
record, consolidation is likely to take place further in the real estate sector (Source: Anarock Report).

• We intend to capitalize on these industry trends by:

o focusing on the monetization of the existing inventory and completion of ongoing and planned projects within
delivery timelines.

o Further enhancing our execution capabilities and track record

Rationale for the Scheme and Integration

As per the Scheme, the rationale for the Proposed Merger includes the following:

• diversification across real estate asset classes and geographies

• consolidation of business resulting in synergies, reduction of operational costs and increase in operational efficiencies

• rationalization and streamlining of the management structure

• benefits of size and scale, which will in turn provide opportunities for new investments
172
• consolidation of resources

Assuming completion of the Proposed Merger, our Company will seek to operationalize the points above, as follows:

• Focus on core markets of MMR, NCR and Bengaluru to benefit from geographic and asset diversification

o The Proposed Merger will provide us with benefits of geographic diversification across key markets of MMR,
NCR and Bengaluru and a well-balanced portfolio of residential and commercial real estate.

o We believe our near term focus post completion of the Proposed Merger should be on the core markets of
MMR, NCR and Bengaluru.

o Further, within the residential asset class, the Proposed Merger will provide benefits of diversification
between high-value and high-volume assets.

• Focus on asset light growth under a joint development, joint venture or development fee management model

o We intend to leverage the benefits of scale that the Proposed Merger will provide to further grow our business
by entering into joint development agreements, joint ventures or development management arrangements with
landowners and other smaller developers. We believe that such an approach will enableus to be more capital
efficient and reduce our upfront land acquisition costs. We intend to follow this strategy in the MMR and
Bengaluru, especially in micro-markets where we have a limited presence.

• Focus on execution of ongoing and planned projects

o We will continue to focus on the monetization of the existing inventory and completion of ongoing and
planned projects within delivery timelines.

• Asset monetization of land reserves

o We will opportunistically consider monetizing land forming part of our land reserves, which is located in
“non-core” locations.

o We will also opportunistically consider monetizing our commercial assets to listed REITs and institutional
investors.

• Prudent capital management

o The Proposed Merger will result in greater efficiency in the cash management of the Amalgamated Company
and access to cash flow generated by the combined business, which can be deployed more efficiently to fund
growth opportunities.

o We will also consider opportunities to de-lever the balance sheet and further raise equity funding to reduce
the cost of debt.

• Focus on brand re-positioning and governance

o After the Proposed Merger, subject to receipt of the relevant approvals, the Amalgamated Company will be
renamed Embassy Developments Ltd. Subject to receipt of the relevant approvals, we will focus on re-
positioning under the “Embassy” brand name.

o After the consummation of the Proposed Merger, the promoters of NAM Estates will undertake necessary
corporate actions to classify themselves as promoters of the Amalgamated Company. We will focus on
aligning the Amalgamated Company’s business and operations with the strategies and vision of the New
Promoters.

Integration

Upon the receipt of all regulatory approvals and the completion of the conditions precedent related to the Proposed Merger, we
intend to work together with the Amalgamating Group to integrate the Amalgamating Group’s operations to our business and
derive synergies from the Proposed Merger. Both the Amalgamation Group and our Company have established integration
committees which have begun work to understand each other’s processes with respect to:

173
• Projects and Operations;

• Accounting and HR policies; and

• System and IT processes.

We have relocated our offices to WeWork Mumbai and Gurgaon.

However, there is no assurance that we will receive all required regulatory approvals for the merger or that the conditions
precedent that are required will be satisfied. For further details, please see “Risk Factors – Internal Risk Factors – There is no
assurance that the Proposed Merger will be completed in a timely manner or at all” on page 40.

174
ORGANIZATIONAL STRUCTURE

Corporate history

Our Company was incorporated as Indiabulls Real Estate Limited, under the Companies Act, 1956 pursuant to a certificate of
incorporation dated April 4, 2006 issued by the Registrar of Companies, National Capital Territory of Delhi and Haryana at
Delhi (“RoC”) and commenced its business on May 24, 2006 pursuant to a certificate of commencement of business issued by
RoC.

As of the date of this Placement Document, we have 184 Subsidiaries comprising of 173 Indian Subsidiaries and 11 foreign
Subsidiaries. For further details regarding the organizational structure, see “Financial Statements” on page 244.

Subsidiaries:

# Name of direct and indirect Subsidiary Shareholding of our Company


Indian Subsidiaries
1. Aedos Real Estate Company Limited 100.00%*
2. Airmid Developers Limited 100.00%
3. Airmid Properties Limited 100.00%*
4. Airmid Real Estate Limited 100.00%*
5. Albasta Developers Limited 100.00%*
6. Albasta Infrastructure Limited 100.00%*
7. Albasta Properties Limited 100.00%
8. Albasta Real Estate Limited 100.00%
9. Albina Properties Limited 100.00%
10. Albina Real Estate Limited 100.00%*
11. Amadis Land Development Limited 100.00%*
12. Angles Constructions Limited 100.00%
13. Apesh Constructions Limited 100.00%
14. Apesh Properties Limited 100.00%
15. Apesh Real Estate Limited 100.00%
16. Ashkit Constructions Limited 100.00%*
17. Athena Builders and Developers Limited 100.00%
18. Athena Buildwell Limited 100.00%
19. Athena Infrastructure Limited 100.00%
20. Athena Land Development Limited 100.00%
21. Aurora Builders and Developers Limited 100.00%
22. Bridget Builders and Developers Limited 100.00%
23. Catherine Builders and Developers 100.00%
Limited
24. Ceres Constructions Limited 100.00%*
25. Ceres Estate Limited 100.00%
26. Ceres Infrastructure Limited 100.00%*
27. Ceres Land Development Limited 100.00%
28. Ceres Properties Limited 100.00%
29. Chloris Real Estate Limited 100.00%*
30. Citra Developers Limited 100.00%
31. Citra Properties Limited 100.00%
32. Cobitis Real Estate Limited 100.00%
33. Corus Real Estate Limited 100.00%*
34. Devona Developers Limited 100.00%
35. Devona Infrastructure Limited 100.00%*
36. Devona Properties Limited 100.00%*
37. Diana Infrastructure Limited 100.00%
38. Diana Land Development Limited 100.00%*
39. Edesia Constructions Limited 100.00%
40. Edesia Developers Limited 100.00%
41. Edesia Infrastructure Limited 100.00%
42. Elena Constructions Limited 100.00%
43. Elena Properties Limited 100.00%
44. Fama Builders and Developers Limited 100.00%*
45. Fama Construction Limited 100.00%*
46. Fama Estate Limited 100.00%*
47. Fama Infrastructure Limited 100.00%*
48. Fama Land Development Limited 100.00%*
49. Fama Properties Limited 100.00%

175
# Name of direct and indirect Subsidiary Shareholding of our Company
50. Flora Land Development Limited 100.00%
51. Fornax Constructions Limited 100.00%*
52. Fornax Real Estate Limited 100.00%
53. Galium Builders and Developers Limited 100.00%*
54. Hermes Builders and Developers Limited 100.00%
55. Hermes Properties Limited 100.00%*
56. IB Assets Limited 100.00%*
57. IB Holdings Limited 100.00%
58. Indiabulls Buildcon Limited 100.00%
59. Indiabulls Commercial Estate Limited 100.00%*
60. Indiabulls Commercial Properties 100.00%*
Limited
61. Indiabulls Constructions Limited 100.00%
62. Indiabulls Engineering Limited 100.00%*
63. Indiabulls Estate Limited 100.00%
64. Indiabulls Housing and Land 100.00%
Development Limited
65. Indiabulls Housing Developers Limited 100.00%
66. Indiabulls Industrial Infrastructure 89.01%
Limited
67. Indiabulls Infraestate Limited 100.00%
68. Indiabulls Infrastructure Projects Limited 100.00%*
69. Indiabulls Land Holdings Limited 100.00%*
70. Indiabulls Lands Limited 100.00%
71. Indiabulls Multiplex Services Limited 100.00%
72. Indiabulls Projects Limited 100.00%
73. Indiabulls Realty Company Limited 100.00%
74. Ivonne Infrastructure Limited 100.00%
75. Juventus Constructions Limited 100.00%*
76. Juventus Estate Limited 100.00%
77. Juventus Infrastructure Limited 100.00%*
78. Juventus Land Development Limited 100.00%*
79. Juventus Properties Limited 100.00%*
80. Kailash Buildwell Limited 100.00%*
81. Kaltha Developers Limited 100.00%*
82. Karakoram Buildwell Limited 100.00%*
83. Karakoram Properties Limited 100.00%*
84. Kenneth Builders and Developers 100.00%*
Limited
85. Lavone Builders and Developers Limited 100.00%*
86. Lenus Constructions Limited 100.00%
87. Lenus Infrastructure Limited 100.00%
88. Lenus Properties Limited 100.00%
89. Linnet Constructions Limited 100.00%
90. Linnet Developers Limited 100.00%
91. Linnet Infrastructure Limited 100.00%
92. Linnet Properties Limited 100.00%
93. Linnet Real Estate Limited 100.00%
94. Lorena Builders Limited 100.00%
95. Lorena Constructions Limited 100.00%*
96. Lorena Developers Limited 100.00%*
97. Lorena Infrastructure Limited 100.00%*
98. Lorena Real Estate Limited 100.00%*
99. Lorita Developers Limited 100.00%*
100. Lucina Builders and Developers Limited 100.00%*
101. Lucina Buildwell Limited 100.00%*
102. Lucina Estate Limited 100.00%
103. Lucina Land Development Limited 100.00%*
104. Lucina Properties Limited 100.00%
105. Mabon Constructions Limited 100.00%*
106. Mabon Infrastructure Limited 100.00%*
107. Mabon Properties Limited 100.00%
108. Majesta Builders Limited 100.00%*
109. Majesta Constructions Limited 100.00%*
110. Majesta Developers Limited 100.00%*
111. Majesta Infrastructure Limited 100.00%*
176
# Name of direct and indirect Subsidiary Shareholding of our Company
112. Majesta Properties Limited 100.00%*
113. Makala Infrastructure Limited 100.00%
114. Manjola Infrastructure Limited 100.00%
115. Mariana Constructions Limited 100.00%
116. Mariana Developers Limited 100.00%
117. Mariana Properties Limited 100.00%*
118. Mariana Real Estate Limited 100.00%
119. Milkyway Buildcon Limited 100.00%*
120. Nerissa Constructions Limited 100.00%*
121. Nerissa Developers Limited 100.00%*
122. Nerissa Infrastructure Limited 100.00%*
123. Nerissa Properties Limited 100.00%*
124. Nerissa Real Estate Limited 100.00%*
125. Nilgiri Buildwell Limited 100.00%*
126. Nilgiri Infraestate Limited 100.00%*
127. Nilgiri Infrastructure Development 100.00%
Limited
128. Nilgiri Infrastructure Limited 100.00%*
129. Nilgiri Infrastructure Projects Limited 100.00%
130. Nilgiri Land Development Limited 100.00%*
131. Nilgiri Land Holdings Limited 100.00%*
132. Nilgiri Lands Limited 100.00%*
133. Noble Realtors Limited 100.00%*
134. Paidia Infrastructure Limited 100.00%*
135. Parmida Properties Limited 100.00%
136. Platane Infrastructure Limited 100.00%*
137. Selene Buildwell Limited 100.00%*
138. Selene Constructions Limited 100.00%
139. Selene Infrastructure Limited 100.00%
140. Selene Land Development Limited 100.00%
141. Selene Properties Limited 100.00%*
142. Sentia Constructions Limited 100.00%
143. Sentia Developers Limited 100.00%*
144. Sentia Infrastructure Limited 100.00%
145. Sentia Real Estate Limited 100.00%
146. Sepset Developers Limited 100.00%
147. Sepset Real Estate Limited 100.00%*
148. Serida Infrastructure Limited 100.00%*
149. Serida Properties Limited 100.00%*
150. Serpentes Constructions Limited 100.00%
151. Shivalik Properties Limited 100.00%*
152. Sophia Constructions Limited 100.00%
153. Sophia Real Estate Limited 100.00%
154. Sylvanus Properties Limited 100.00%
155. Tapir Constructions Limited 100.00%
156. Tefia Land Development Limited 100.00%*
157. Triton Buildwell Limited 100.00%*
158. Triton Infrastructure Limited 100.00%*
159. Triton Properties Limited 100.00%
160. Varali Constructions Limited 100.00%
161. Varali Developers Limited 100.00%*
162. Varali Infrastructure Limited 100.00%
163. Varali Properties Limited 100.00%
164. Varali Real Estate Limited 100.00%
165. Vindhyachal Buildwell Limited 100.00%*
166. Vindhyachal Developers Limited 100.00%*
167. Vindhyachal Infrastructure Limited 100.00%*
168. Vindhyachal Land Development Limited 100.00%
169. Vonnie Real Estate Limited 100.00%*
170. Zeus Builders And Developers Limited 100.00%*
171. Zeus Buildwell Limited 100.00%
172. Zeus Estate Limited 100.00%
173. Zeus Properties Limited 100.00%*
Foreign Subsidiaries
174. Ariston Investments Limited 100.00%*
175. Ariston Investments Sub C Limited 100.00%*
177
# Name of direct and indirect Subsidiary Shareholding of our Company
176. Brenformexa Limited 100.00%*
177. Dev Property Development Limited 100.00%
178. Grand Limited 100.00%
179. Indiabulls Property Management Trustee 100.00%*
Pte. Limited. (applied for strike-off)
180. M Holdco 1 Limited 100.00%*
181. M Holdco 2 Limited 100.00%*
182. M Holdco 3 Limited 100.00%*
183. Navilith Holdings Limited 100.00%*
184. Shoxell Holdings Limited (applied for 100.00%
strike-off)
* Step-down subsidiary

As on date of this Placement Document, Ceres Estate Limited, Indiabulls Infraestate Limited and Indiabulls Constructions
Limited are the Material Subsidiaries of our Company.

Holding company

As on date of this Placement document, our Company does not have any holding company.

Associate company

As on the date of this Placement document, our Company does not have any associate company.

178
PROPOSED MERGER OF NAM ESTATES AND EOCDPL WITH OUR COMPANY

The Board of our Company in its meeting held on August 18, 2020 approved the scheme of amalgamation under Sections 230
to 232 and other applicable provisions of the Companies Act (“Scheme”) for the amalgamation of NAM Estates Private Limited
(“NAM Estates” or “Amalgamating Company 1”) and Embassy One Commercial Property Developments Private Limited
(“EOCDPL” or Amalgamating Company 2” and along with Amalgamating Company 1, the “Amalgamating Companies”)
and their respective shareholders and creditors, with our Company (“Amalgamated Company”), based on the swap ratio
recommended by two independent registered valuers and an independent chartered accountant through their valuation reports
and the fairness opinion report issued by a SEBI registered Category I merchant banker (“Proposed Merger”).

Further, the Scheme also provides for, inter alia (a) transfer of the entire authorized share capital of Amalgamating Companies
to the Amalgamated Company; and (b) dissolution of the Amalgamating Companies without winding up and (c) the name of
the Amalgamated Company shall stand changed to “Embassy Developments Limited” or such other name as may be acceptable
to the Amalgamating Company 1 subject to name being available with the MCA and any other procedural requirements under
the Companies Act.

Our Company filed first motion application under Sections 230 to 232 of the Companies Act in the National Company Law
Tribunal, Chandigarh Bench (“NCLT, Chandigarh”) on August 16, 2021. Through its order dated December 23, 2021, NCLT,
Chandigarh dispensed with meeting of secured and unsecured creditors of our Company and directed our Company to convene
a meeting of the shareholders of our Company on February 12, 2022, through video conference or by way of any other audio
visual, under the chairmanship of chairperson appointed by the NCLT, Chandigarh. The shareholders of our Company at the
NCLT, Chandigarh convened meeting held on February 12, 2022, have approved the Scheme. Further, our Company has filed
a company petition (second motion) under Sections 230 to 232 of the Companies Act in the NCLT, Chandigarh on February
23, 2022. Through its order dated April 8, 2022, the NCLT, Chandigarh has listed the hearing on May 27, 2022.

The Amalgamating Companies filed a joint company application under Sections 230 to 232 in the National Company Law
Tribunal, Bengaluru Bench (“NCLT, Bengaluru”) on August 13, 2021. Through its order dated January 12, 2022, NCLT,
Bengaluru dispensed with meeting of shareholders, secured and unsecured creditors of the Amalgamating Companies, where
applicable. Further, the Amalgamating Companies have filed joint company petition (second motion) under Sections 230 to
232 of the Companies Act in the NCLT, Bengaluru on January 28, 2022. The matter was heard on April 8, 2022 and the order
of the NCLT, Bengaluru is currently awaited.

The Scheme is pending the approval of the NCLT, Chandigarh and NCLT, Bengaluru.

Competition Commission of India (“CCI”) has approved the Scheme through its letter dated February 24, 2021, and BSE and
NSE have approved the Scheme through their approvals dated February 19, 2021 and February 23, 2021, respectively.

Rationale of the Proposed Merger

Our Company believes that pursuant to the Proposed Merger, the Amalgamated Company, amongst others, shall realise the
following benefits:

i. have a pan India presence across key markets of Mumbai, Bangalore, Chennai and the National Capital Region and have
diversified real estate asset classes (commercial and residential);

ii. creation of stronger base for future growth and accrete shareholder value as a result of consolidation of business and
operations of Amalgamating Companies with Amalgamated Company and enabling optimal utilization of resources due
to pooling of financial, managerial, technical and human resources of both the Amalgamating Companies and the
Amalgamated Company;

iii. greater efficiency in cash management and access to cash flow generated by the Amalgamated Company; and

iv. improved economies of scale and enabling provision of better services and facilities to the customers and suppliers.

Conditions

The effectiveness of the Scheme is subject to the following:

i. approval by the requisite majority of the classes of persons, including shareholders, creditors of the Amalgamating
Companies and Amalgamated Company as may be directed by the NCLT, Chandigarh and NCLT, Bengaluru under
Sections 230 to 232 of the Companies Act. Further, the Scheme shall be acted upon only if the votes cast by the public
shareholders of the Amalgamated Company in favour of the Scheme are more than votes cast against it.

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It is to be noted that (i) shareholders of our Company at NCLT, Chandigarh convened meeting held on February 12,
2022 have approved the Scheme as per the prescribed procedure and the votes cast by the public shareholders of our
Company in favour of the Scheme were more than votes cast against it; and (ii) the meeting of the secured and unsecured
creditors of our Company was dispensed with by the NCLT, Chandigarh. Further, the meetings of the shareholders,
secured and unsecured creditors of Amalgamating Companies, where applicable, were dispensed with by the NCLT,
Bengaluru;

ii. receipt of the approvals from the CCI, SEBI, NSE and BSE, as may be required. As specified above, the requisite
approvals from CCI, NSE and BSE have been obtained;

iii. approval(s) from Real Estate Regulatory Authority, as applicable;

iv. approval from the Luxemburg Stock Exchange, if applicable;

v. other sanctions and approvals required to be obtained by law, including the sanction of any government or regulatory
authority;

vi. due compliance by the Amalgamating Companies and Amalgamated Company with any other conditions stipulated by
any governmental authority, including the sanctions and orders of the NCLT, Chandigarh and NCLT, Bengaluru in a
form and substance acceptable to the Amalgamating Companies and Amalgamated Company; and

vii. certified copies of the orders of the NCLT, Chandigarh and NCLT, Bengaluru sanctioning the Scheme being filed by the
Amalgamating Companies and the Amalgamated Company with their respective Registrar of Companies with regard to
the amalgamation of Amalgamating Companies with Amalgamated Company, pursuant to the exchange of securities, as
specified in Step 1 and Step 3 below, and other conditions as prescribed in the Scheme.

Mechanics of the Proposed Merger

Upon receipt of the order of the NCLT, Chandigarh and NCLT, Bengaluru, it is proposed that the Scheme shall be effective
with respect to:

(i) amalgamation of the Amalgamating Company 1 into Amalgamated Company (“Step 2”) on the date on which the
last of the conditions (as specified under heading “Conditions” above) are fulfilled or waived, as may be permitted
by applicable law (“Effective Date 1”); and
(ii) amalgamation of the Amalgamating Company 2 into Amalgamated Company (“Step 4”) on the (a) Effective Date
1 or (b) 30th day from the effectiveness of the proposed demerger of one of the two businesses of Indiabulls
Properties Private Limited (“IPPL”) with respect to owning, operating and maintaining of the information
technology parks, pursuant to a scheme of demerger filed before the NCLT, Chandigarh, whilst the other business
in relation to construction and development of residential apartments will remain part of IPPL (the “IPPL
Demerger” and such date, the “Effective Date 2”).

Step 1

Upon the Scheme being approved by NCLT, Chandigarh and NCLT, Bengaluru, but prior to Effective Date 1, Embassy One
Developers Private Limited (“Embassy One”), Embassy East Business Park Private Limited (formerly known as Concord India
Private Limited) (“Embassy East”) and Summit Developments Private Limited (“Summit” and together with Embassy One
and Embassy East, the “Specified Companies”) shall become wholly owned subsidiaries of the Amalgamating Company 1,
pursuant to the following exchange of securities in accordance with the respective swap agreements executed amongst the
relevant parties:

i. equity shares of Amalgamating Company 1 will be issued to shareholders of Embassy One (“Embassy One
Shareholders”), in exchange for the securities held by them in Embassy One;

ii. equity shares of Amalgamating Company 1 will be issued to shareholders of Embassy East (“Embassy East
Shareholders”) in exchange for securities held by them in Embassy East; and

iii. equity shares of Amalgamating Company 1 will be issued to shareholders of Summit (“Summit Shareholders”) in
exchange for securities held by them in Summit.

To the extent any securities of Specified Companies are held by the Amalgamating Company 1, there will be no corresponding
issuance of equity shares of Amalgamating Company 1 to itself under the respective swap arrangements.

If one or more of the aforementioned exchange of securities is not undertaken or if one or more of the swap agreement(s) is
180
terminated or if for any reason whatsoever, the entire shareholding of the Specified Companies is not held by Amalgamating
Company 1, then the Amalgamating Company 1 shall, notwithstanding anything to the contrary provided in the swap
agreement(s) or the Scheme or in any other agreement to which Amalgamating Company 1 is a party, ensure that the promoters
of Amalgamating Company 1 (and/or their affiliates) (“NAM Promoters”) shall acquire the entire shareholding of Embassy
One Shareholders, Embassy East Shareholders and Summit Shareholders held in the respective Specified Companies (“NAM
Promoter Acquisition”) and subsequent to such NAM Promoter Acquisition, the NAM Promoters shall (and Amalgamating
Company 1 shall ensure that the NAM Promoters shall) undertake exchange of securities of the relevant Specified Companies
with the Amalgamating Company 1, as applicable, on the same terms as entered into between the Amalgamating Company 1
and Embassy One Shareholders, Embassy East Shareholders and Summit Shareholders, respectively, such that upon the
amalgamation of Amalgamating Company 1 with Amalgamated Company, the Specified Companies shall become the wholly
owned subsidiary (directly or indirectly) of the Amalgamated Company and the Amalgamating Company 1 shall also ensure
(a) that the consideration as provided in section titled “Consideration and other costs” below is not affected and remains
unchanged; and (b) that the Amalgamating Company 1 and the NAM Promoters fulfil their obligation by duly complying with
the provisions of Companies Act.

Upon acquisition of the entire shareholding of Specified Companies by NAM Promoters, (a) the relevant Embassy One
Shareholders, Embassy East Shareholders and Summit Shareholders being the transferors shall no longer (directly or indirectly)
be entitled to any issue and allotment of equity shares of the Amalgamated Company in connection with (and in lieu of) their
shareholding in the relevant Specified Companies; and (b) on and after the Effective Date 1, such securities held by the NAM
Promoters shall form part of, and be aggregated towards, the holding of the ‘promoter and promoter group’ of the Amalgamated
Company.

Step 2

Upon coming into effect of Step 2 of the Scheme and as on the Effective Date 1, the Amalgamating Company 1 together with
inter alia all its present and future properties, including movable and immovable property, tangible and intangible assets,
investments, borrowings, guarantees extended (including corporate guarantees given in respect of all assets of the
Amalgamating Company 1 or its subsidiaries), approvals, consents, registrations, permits, benefits, privileges, insurance covers
or claims, records, rights, interests, employees, contracts, agreements, obligations, proceedings, liabilities (including contingent
liabilities) and powers of every kind and description, shall amalgamate with and shall stand transferred to the Amalgamated
Company as a going concern.

All equity shares held by the Amalgamating Company 1 in the share capital of the Amalgamated Company as on the Effective
Date 1, shall stand cancelled in accordance with the provisions of Companies Act, without any payment to any person, upon
Step 1 of the Scheme becoming effective.

Step 3

Upon the Scheme being approved by NCLT, Chandigarh and NCLT, Bengaluru, but prior to Effective Date 2 and subject to (i)
completion of the IPPL Demerger; (ii) the swap agreement executed amongst the shareholders of IPPL, the following exchange
of securities shall be undertaken:

i. equity shares of Amalgamating Company 2 will be issued to shareholders of IPPL in exchange for the securities held by
them in IPPL,

such that prior to the Effective Date 2, the shareholders of IPPL shall become equity shareholders in the Amalgamating
Company 2 and IPPL shall become the wholly owned subsidiary of the Amalgamating Company 2 and consequently of the
Amalgamated Company on the Effective Date 2 pursuant to the Step 4 below. It is to be noted that the Shareholders of IPPL
shall be classified as ‘public shareholders’ in the Amalgamated Company.

Step 4

Upon coming into effect of Step 2 of the Scheme and as on the Effective Date 2, the Amalgamating Company 2, together with
inter alia all its present and future properties, including movable and immovable property, tangible and intangible assets,
investments, borrowings, guarantees extended (including corporate guarantees given in respect of all assets of the
Amalgamating Company 2 and/or its subsidiaries), approvals, consents, registrations, permits, benefits, privileges, insurance
covers or claims, records, rights, interests, employees, contracts, agreements, obligations, proceedings, liabilities (including
contingent liabilities) and powers of every kind and description, shall amalgamate with and shall stand transferred to the
Amalgamated Company as a going concern.

All equity shares held by the Amalgamating Company 1 (or the Amalgamated Company as the successor of Amalgamating
Company 1 with effect from Effective Date 1) in the share capital of the Amalgamating Company 2 as on the Effective Date 2,
shall stand cancelled in accordance with the provisions of Companies Act, without any payment to any person, upon Step 2 of
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the Scheme becoming effective.

While Step 2 and Step 4 are severable and can be made effective independently subject to compliance with relevant provisions
of the Scheme and requisite corporate approvals, however, Step 4 of the Scheme can only be made effective if Step 2 of the
Scheme has been made effective and Step 2 is capable of being brought into effect irrespective of coming into effect of Step 4
of the Scheme.

The Scheme may be amended in a mutually agreeable manner by the Amalgamating Companies and the Amalgamated
Company (acting through their respective boards of directors) or in manner deemed fit or directed or imposed by the NCLT,
Chandigarh, NCLT, Bengaluru and/or any other authorities or which may otherwise be considered necessary or desirable for
settling any question or doubt or difficulty that may arise for implementing and/or carrying out this Scheme

Consideration and other costs

In consideration of the Proposed Merger, the Amalgamated Company is required to issue and allot new equity shares to the
shareholders of the Amalgamating Companies, without any further payment each free and each clear of all encumbrances,
validly issued and fully paid-up, as follows:

i. Upon coming into effect of the Step 2, the shareholders of the Amalgamating Company 1, whose names are recorded in
the register of members of the Amalgamating Company 1 as holding equity shares on the record date (i.e., the date fixed
by the board of directors of the Amalgamating Company 1 and Amalgamated Company for the purpose of determining
the members of the Amalgamating Company 1 to whom shares will be allotted pursuant to the Proposed Scheme) shall
be allotted 6,619 equity shares of the Amalgamated Company having a face value of ₹2 each for every 10,000 equity
shares having a face value of ₹10 each held in Amalgamating Company 1; and

ii. Upon coming into effect of the Step 4, the shareholders of the Amalgamating Company 2, whose names are recorded in
the register of members of the Amalgamating Company 2 as holding equity shares on the record date (i.e., the date fixed
by the board of directors of the Amalgamating Company 2 and Amalgamated Company for the purpose of determining
the members of the Amalgamating Company 2, to whom shares will be allotted pursuant to the Proposed Scheme) shall
be allotted 5,406 equity shares of the Amalgamated Company having a face value of ₹2 each for every 10,000 equity
shares having a face value of ₹10 each held in Amalgamating Company 2.

Except as otherwise expressly provided in the Scheme or otherwise agreed between the Amalgamated Company and
Amalgamating Companies, the Amalgamating Companies and the Amalgamated Company shall bear their respective costs,
charges and expenses in connection with the Scheme, except in case of the stamp duty, if any, payable on the Scheme, which
shall be borne by the Amalgamated Company.

Upon the Scheme becoming effective, all taxes, levies and all other expenses, if any (save as expressly otherwise agreed) of the
Amalgamating Companies and Amalgamated Company arising out of or incurred in connection with and implementing the
Scheme and matters incidental thereto shall be borne by the Amalgamated Company.

Re-classification of Promoter and Promoter Group

The Scheme provides that upon coming into effect of Step 2 and pursuant to the allotment of the new equity shares to
shareholders of Amalgamating Company 1 in accordance with the Scheme and the applicable law, the promoters of the
Amalgamating Company 1 as of the record date (i.e. the date fixed by the board of directors of the Amalgamating Company 1
and the Amalgamated Company for the purpose of determining the members of the Amalgamating Company 1 to whom shares
will be allotted pursuant to the Scheme), shall together with the Promoter and Promoter Group of our Company, be also
classified as ‘promoter and promoter group’ of the Amalgamated Company. However, if the shareholding of the Promoter and
Promoter Group of our Company in the Amalgamated Company falls to or below 10% at any time including pursuant to the
effectiveness of the Scheme, our Company and the Promoter are required to take appropriate steps to reclassify the Promoter
and Promoter Group of our Company as ‘public shareholders’ in accordance with the applicable law.

As on December 31, 2021, the total shareholding of the Promoter and Promoter Group in our Company was equivalent to 0.26%
of the total paid-up share capital of our Company. Accordingly, the Promoter and Promoter group of our Company (“Outgoing
Promoters”) have through their request letter dated January 1, 2022 (“Request Letter”), sought reclassification from ‘promoter
and promoter group’ category to ‘public’ category in accordance with Regulation 31A of the SEBI Listing Regulations. Through
the Request Letter, the Outgoing Promoters have, inter alia, submitted that, (i) during the pendency of the Proposed Merger,
the day to day operations of our Company is being controlled and managed professionally by its Board of Directors and the
management team; (ii) the Outgoing Promoters are not involved in the day to day management of our Company, are not
associated with our business, do not exercise control over our Company, directly or indirectly, nor do they have any influence
over the business and policy decisions of our Company. The Board of Directors and shareholders of our Company have
considered and approved the request of Outgoing Promoters for re-classification from ‘promoter and promoter group’ category
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to ‘public’ category in their meetings dated January 5, 2022 and February 7, 2022, respectively, subject to receipt of approval
from the Stock Exchanges in accordance with SEBI Listing Regulations. Our Company has filed applications, each dated
February 14, 2022 with BSE and NSE, respectively (“Re-classification Applications”). The re-classification is subject to
receipt of final approval from BSE and NSE in accordance with the SEBI Listing Regulations. Please see “Risk Factors - Our
Promoter and Promoter Group are in the process of being re-classified to the “public” category, and after such reclassification
becomes effective and before the completion of the Proposed Merger, we may become a professionally managed company
without an identifiable promoter or promoter group” on page 42.

For details of risks pertaining to the non-completion of the Proposed Merger, please refer to “Risk Factors - There is no
assurance that the Proposed Merger will be completed in a timely manner or at all” on page 40.

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BOARD OF DIRECTORS AND SENIOR MANAGEMENT PERSONNEL

Board of Directors

The general supervision, direction and management of our Company, its operations and business are vested in the Board, which
exercises its powers subject to the Memorandum of Association and Articles of Association and as per the requirements of the
applicable laws. The composition of our Board is governed by the provisions of the Companies Act, the Articles of Association
and the SEBI Listing Regulations. The Articles of Association provides that the number of directors shall not be less than three
and not more than 12. At present, our Company has six Directors on its Board, comprising of two Executive Directors and four
Non-Executive Independent Directors, inclusive of one woman Independent Director.

Pursuant to the provisions of the Companies Act and in accordance with the Articles of Association, at least two-third of the
total number of Directors, excluding Independent Directors, are liable to retire by rotation, with one-third of such number
retiring at each AGM. Additionally, if the number of Directors retiring is not three or a multiple of three, then the nearest
number to one-third are liable to retire by rotation. A retiring Director is eligible for reappointment. Further, as per the provisions
of Companies Act, an Independent Director may be appointed for a maximum of two consecutive terms of up to five consecutive
years each. However, the reappointment of an Independent Director for a second consecutive term shall, amongst other things,
be on the basis of the performance evaluation report and approved by the Shareholders by way of a special resolution.

The following table sets forth details regarding the Board of Directors as of the date of this Placement Document:

S.No. Name, Address, Occupation, DIN, Term and Age Designation


Nationality
1. Kulumani Gopalratnam Krishnamurthy 65 Non-Executive Chairman and Independent
Director*

Address:

403, Meru Heights, 268


Telang Road, Matunga East
Behind Poddar College, Matunga
Mumbai – 400 019
Maharashtra, India

Occupation: Retired

DIN: 00012579

Term: Period of three years with effect from


November 9, 2021*

Nationality: Indian
2. Mehul Johnson 50 Joint Managing Director

Address:
2804/ 28th Floor, Indiabulls Sky, Senapati Bapat
Marg, Plot No - 882 Jupiter Mill, Elphinstone,
Mumbai – 400 013
Maharashtra, India

Occupation: Service

DIN: 00016075

Term: For a period of five years, with effect


from December 31, 2020

Nationality: Indian
3. Gurbans Singh 60 Joint Managing Director

Address:
C-552 2nd Floor
Defence Colony,
Delhi – 110 024
India

Occupation: Service
184
S.No. Name, Address, Occupation, DIN, Term and Age Designation
Nationality

DIN: 06667127

Term: Period of five years with effect from


September 29, 2019

Nationality: Indian
4. Justice Gyan Sudha Misra (Retd.) 72 Independent Director

Address:
D-78, Panchsheel Enclave
New Delhi – 110 017
Delhi, India

Occupation: Consultant

DIN: 07577265

Term: Period of five years with effect from


September 29, 2018

Nationality: Indian
5. Praveen Kumar Tripathi 69 Independent Director

Address:

K-80 S/F Internal Street


Hauz Khas, near Kailash Pati Mandir
New Delhi – 110 016
Delhi, India

Occupation: Former Chief Secretary of


Government of Delhi

DIN: 02167497

Term: Period of three years with effect from


March 31, 2022

Nationality: Indian
6. Gurinder Singh 73 Independent Director

Address:

#94, Sector-10-A, Chandigarh


Sector-11, Chandigarh – 160 011
India

Occupation: Retired Indian Police Services


officer

DIN: 08183046

Term: Period of three years with effect from


March 31, 2022

Nationality: Indian
*
Kulumani Gopalratnam Krishnamurthy was designated as the Non-Executive Chairman of the Board with effect from February 1, 2022.

Biographies of our Directors

Kulumani Gopalratnam Krishnamurthy is the Non-Executive Chairman and Independent Director of our Company. He
holds a bachelor’s degree in architecture from Indian Institute of Technology, Kharagpur and a diploma in administrative
management from University of Bombay. He has over 30 years of experience in the real estate sector and has held various
leadership positions during his tenure at Housing Development Finance Corporation, including as the managing director and
chief executive officer of HDFC Property Ventures Limited and of HDFC Venture Capital Limited.
185
Mehul Johnson is the Joint Managing Director of our Company. He holds a bachelor’s degree in arts from Punjab University.
He has over 20 years of experience in infrastructure, construction and real estate industry. He has been associated with our
Group since its inception at various senior positions.

Gurbans Singh is the Joint Managing Director of our Company. He holds a bachelor’s degree in arts from Punjab University
and a master’s degree in economics from Punjab University. He was a recipient of the British Chevening scholarship awarded
by the Foreign and Commonwealth Office in the year 1993-1994 and during which he completed his master of science in fiscal
studies from the University of Bath, United Kingdom. He is a retired Indian Revenue Services (“IRS”) (Customs and Central
Excise) officer and in his career as an IRS officer spanning over 22 years, he held senior level positions with the Government
of India in the areas of customs and central excise, including as the Commissioner of Customs, Delhi.

Justice Gyan Sudha Misra (Retd.) is an Independent Director of our Company. She is a retired Judge of the Supreme Court
of India and before her elevation to the Supreme Court of India, she was the Chief Justice of Jharkhand High Court, prior to
which she has also served as a Judge of the Patna High Court and of the Rajasthan High Court. Before joining the judiciary, she
practiced law over two decades in the Supreme Court of India specializing in civil, criminal and constitutional matters. She was
also associated with the activities of the lawyers and the legal profession and served as a Treasurer, Joint Secretary, and Member
Executive Committee of the Supreme Court Bar Association, several times. She holds a bachelors’ degree in law and masters’
degree in political science from the Patna University.

Praveen Kumar Tripathi is an Independent Director of our Company. In his career as an Indian Administrative Services
officer, he held various key senior positions at state and center level including (i) the chief secretary, Government of NCT Delhi;
(ii) advisor to Government of NCT Delhi on reforms and innovation in governance; (iii) chief executive officer, Delhi Jal Board;
and (iv) chairman, Public Grievances Commission, Government of NCT of Delhi.

Gurinder Singh is an Independent Director of our Company. He holds a bachelor’s degree in law from Punjab University. In
his career as Indian Police Services officer spanning over 36 years, he handled various key positions at state, centre and at
international levels including (i) counsellor in the Embassy of India in Vienna; (ii) counsellor in the Embassy of India in Cairo;
and (iii) minister in the High Commission of India in London. He also assisted the Prime Minister of Mauritius as his National
Security Advisor. He was awarded the Police Medal for his meritorious services and the Sarvottam Seva Praman Patra for
distinguished service, for the year 2002.

Relationship amongst the Directors

None of our Directors are related to each other.

Borrowing powers of the Board

Our Company has, pursuant to a special resolution dated May 26, 2014 passed under section 180(1)(c) of Companies Act,
2013, subject to the provisions of our Articles of Association and applicable laws, authorised the Board of Directors to borrow
any sum or sums of money from time to time, which together with the money already borrowed (apart from temporary loans
obtained/to be obtained from our Company’s bankers in the ordinary course of business as defined under explanation to
section 180(1)(c) of the Companies Act) by our Company may exceed the aggregate of the paid-up share capital and free
reserves (i.e., reserves not set apart for any specific purpose) of our Company provided, however, that the total amount
borrowed and outstanding at any point of time shall not, at any time exceed the sum of ₹7,500 crores (Rupees seven thousand
five hundred crores only).

Interest of the Directors

Our Executive Directors are interested to the extent of remuneration paid to them for services rendered by them. All of our
Non-Executive Directors may be deemed to be interested to the extent of sitting fees being paid to them for attending
Board meetings and commission or incentive, if any, payable to them pursuant to the authorization of our shareholders in
their meeting dated February 7, 2022.

Certain of our Directors, may also be regarded as interested in our Company to the extent of the Equity Shares, stock options,
SARs, if any, held by them and also to the extent of any dividend payable to them and other distributions in respect of such
Equity Shares held by them.

Other than as disclosed in this Placement Document, there are no outstanding transactions other than in the ordinary course
of business undertaken by our Company in which the Directors are interested parties.

Certain of our Directors may also be regarded as interested in the Equity Shares held by, or subscribed by and allotted to,
the companies, firms and trusts, in which they are interested as directors, members, partners or trustees.
186
Except as otherwise stated in this Placement Document, our Company has not entered into any contract, agreement or
arrangement during the preceding two years from the date of this Placement Document in which any of the Directors are
interested, directly or indirectly, and no payments have been made to them in respect of any such contracts, agreements,
arrangements which are proposed to be made with them. Further, as on date of this Placement Document, no Director has
taken any loans from our Company.

Shareholding of Directors

The following table sets forth details regarding the shareholding of the Directors as on April 8, 2022:

Name of the Director Number of Equity Number of Stock


Shares Options/SARs
Kulumani Gopalratnam Krishnamurthy Nil Nil
Mehul Johnson 252,620 1,200,000
Gurbans Singh Nil 600,000
Justice Gyan Sudha Misra (Retd.) Nil Nil
Praveen Kumar Tripathi Nil Nil
Gurinder Singh Nil Nil

Remuneration of the Directors

Terms of appointment and remuneration of our Executive Directors:

Mehul Johnson

Mehul Johnson was appointed as an Executive Director and Key Managerial Personnel, designated as Joint Managing Director
of our Company for a period of five years with effect from December 31, 2020 at a remuneration recommended by the
Nomination and Remuneration Committee and approved by the Board, subject to the overall ceiling of remuneration prescribed
in the Companies Act. However, as of the date of this Placement Document no recommendation to the Board has been made by
the Nomination and Remuneration Committee regarding payment of remuneration to Mehul Johnson in Fiscal 2022.

Gurbans Singh

Gurbans Singh was appointed as an Executive Director and Key Managerial Personnel, designated as Joint Managing Director
of our Company for a period of five years with effect from September 29, 2019 at a remuneration recommended by the
Nomination and Remuneration Committee and approved by the Board, subject to the overall ceiling of remuneration prescribed
in the Companies Act. However, as of the date of this Placement Document no recommendation to the Board has been made
by the Nomination and Remuneration Committee regarding payment of remuneration to Gurbans Singh in Fiscal 2022.

Remuneration paid to our Executive Directors

The following tables set forth the details of remuneration paid by our Company to the Executive Directors of our Company
during the current Fiscal and Fiscals 2022, 2021 and 2020:
(In ₹ millions)
Name Fiscal 2022^ Fiscal 2021^ Fiscal 2020^
Mehul Johnson* Nil(1) Nil(2) -
Gurbans Singh Nil(3) Nil(4) Nil(5)
^ Exclusive of employee stock option/SARs benefit.
* Appointed as Joint Managing Director with effect from December 31, 2020.
(1) ₹25.00 million paid to Mehul Johnson by one of our Subsidiaries as remuneration in his capacity as the executive director.
(2) ₹7.24 million paid to Mehul Johnson by one of our Subsidiaries as remuneration in his capacity as its executive director.
(3) ₹35.07 million paid to Gurbans Singh by one of our Subsidiaries as remuneration in his capacity as its executive director.
(4) ₹35.80 million paid to Gurbans Singh by one of our Subsidiaries as remuneration in his capacity as its executive director.
(5) ₹62.43 million paid to Gurbans Singh by one of our Subsidiaries as remuneration in his capacity as its executive director.

No remuneration was paid to any of the directors in Fiscal 2023.

Compensation of our Non-Executive Directors

Our Company pays a sitting fee of ₹ 1,00,000 per meeting of the Board. In addition to the sitting fee and/or reimbursement of
expenses for attending meetings of the Board, our Board may approve payment of remuneration to our Non-Executive Directors,
including Independent Directors, subject to an overall ceiling of 1% of the net profits of our Company, or such other prescribed
limits under the Companies Act, for each financial year. No sitting fee is paid for attending the committee meetings.

187
The following table sets forth the sitting fee paid by our Company to the Non-Executive Directors for attending the Board
meetings during the current Fiscal and Fiscals 2022, 2021 and 2020:
(In ₹ millions)
Name Fiscal 2022 Fiscal 2021 Fiscal 2020
Kulumani Gopalratnam 0.30 - -
Krishnamurthy*
Justice Gyan Sudha Misra 0.70 0.80 0.60
(Retd.)
Praveen Kumar Tripathi** 0.70 0.80 0.60
Gurinder Singh** 0.70 0.70 0.60
*Appointed as Independent Director with effect from November 9, 2021 and designated as the Non-Executive Chairman with effect from

February 1, 2022.
** Appointed as Independent Director with effect from March 31, 2019.

No sitting fees was paid to any of the Directors in Fiscal 2023.

Senior Management Personnel

The details of our Senior Management Personnel as on the date of this Placement Document, are set out below:

# Name Age Designation


1. Mehul Johnson* 50 Joint Managing Director
2. Gurbans Singh* 60 Joint Managing Director
3. Sachin Shah 46 President
4. Anil Mittal* 51 Chief Financial Officer
5. Ravi Telkar* 49 Company Secretary and Compliance Officer
6. Atul Chandra 45 Senior Vice President
7. Niraj Tyagi 55 Executive Vice President (Legal)
* Key Managerial Personnel in accordance with the provisions of the Companies Act.

Biographies of our Senior Management Personnel

For biographies of the Joint Managing Directors see “- Biographies of our Directors” on page 185:

Sachin Shah was appointed as the President with effect from November 10, 2021. He holds a bachelor’s degree in science from
Babson College and an MBA from Harvard Business School. He has over 20 years of experience in investment advisory
services. Prior to joining our Company, he was associated with Embassy Office Parks REIT as the chief investment officer –
investor relations, the Blackstone Group, Samsara Fund Advisors Private Limited and Starwood Capital Group.

Anil Mittal was appointed as the Chief Financial Officer of our Company with effect from April 23, 2014. He holds a bachelor’s
degree in commerce from Kurukshetra University and is a fellow of the Institute of Chartered Accountants of India. He has
over 15 years of experience in accounting, fund raising, bank financing treasury, management information system and
commercial functions.

Ravi Telkar was appointed as the Company Secretary and Compliance Officer with effect from February 15, 2007. He holds
a bachelor’s degree in commerce from Osmania University and is an associate of the Institute of Company Secretaries of India.
He has over 27 years of experience in diverse corporate secretarial areas, including in his current role in our Group. Prior to
joining our Company, he was associated with Jet Airways (I) Limited, Saven Technologies Limited, Infotech Enterprises
Limited and SOL Pharmaceuticals Limited.

Atul Chandra was appointed as the Senior Vice President of our Company with effect from April 10, 2021. He holds a
bachelor’s degree in commerce from Jiwaji University, Gwalior. He is a qualified chartered accountant and is an associate
member of the Institute of Chartered Accountants of India. He has over 19 years of experience in audit, accounting and
investment advisory. Prior to joining our Company, he was associated with Samsara Finance Private Limited as the chief
investment officer, Capri Global Capital Limited (formerly Money Matters), ICICI Bank Limited, Union Bank of India, and
Corporation Bank.

Niraj Tyagi was appointed as the Executive Vice President (Legal) of our Company with effect from August 1, 2015. He holds
a bachelor’s degrees in commerce and law from Meerut University and Chaudhary Charan Singh University, Meerut,
respectively, a master’s degree in commerce from Chaudhary Charan Singh University, Meerut and a post-graduate diploma in
business management from Institute of Management Technology, Ghaziabad. He has over 25 years of experience in legal and
compliance domain. Prior to joining our Company, he was associated with Bharti Teletech Limited.

Shareholding of Senior Management Personnel


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The following table sets forth details regarding the shareholding of the Senior Management Personnel in our Company
as on April 8, 2022:

Name Number of Equity Number of stock


Shares options/SARs
Mehul Johnson 252,620 1,200,000
Gurbans Singh Nil 600,000
Sachin Shah Nil Nil
Anil Mittal Nil 250,000
Ravi Telkar 40,152 Nil
Atul Chandra Nil Nil
Niraj Tyagi 178,000 Nil

Relationship amongst the Senior Management Personnel

None of our Senior Management Personnel are related to each other.

Interest of Senior Management Personnel

None of the Senior Management Personnel have any interest in our Company other than to the extent of the remuneration or
benefits to which they are entitled to as per their terms of appointment and reimbursement of expenses incurred by them and to
the extent of the Equity Shares or stock options held by them or their dependants in our Company, if any, and any dividend
payable to them and other distributions in respect of such Equity Shares.

Corporate governance

The Board of Directors presently consists of six Directors. In compliance with the requirements of the SEBI Listing Regulations,
the Board of Directors has four Independent Directors including one independent woman Director. Our Company is in
compliance with the corporate governance requirements including the constitution of Board and committees thereof, as
prescribed under the SEBI Listing Regulations.

Committees of the Board of Directors

The Board of Directors have constituted committees, in accordance with the relevant provisions of the Companies Act and the
SEBI Listing Regulations.

The following table sets forth the members of the aforesaid committees as of the date of this Placement Document:

Committee Members
Audit Committee Praveen Kumar Tripathi (Chairman);
Justice Gyan Sudha Misra (Retd.);
Gurinder Singh; and
Gurbans Singh.
Nomination and Remuneration Committee Praveen Kumar Tripathi (Chairman);
Justice Gyan Sudha Misra (Retd.); and
Gurinder Singh.
Stakeholders’ Relationship Committee Gurinder Singh (Chairman);
Gurbans Singh; and
Mehul Johnson.
Risk Management Committee Mehul Johnson (Chairman);
Gurbans Singh; and
Praveen Kumar Tripathi.
Corporate Social Responsibility Committee Mehul Johnson (Chairman);
Gurbans Singh; and
Gurinder Singh.

Additionally, our Company has constituted various committees of its Board, namely, compensation committee, operations
committee, restructuring committee and reorganisation committee.

Policy on disclosures and internal procedure for prevention of insider trading

Our Company has adopted a code of conduct for prevention of insider trading (“Insider Code”) with a view to regulate trading
in securities by the directors and employees of our Company. The Insider Code requires pre-clearance for dealing in our
189
Company’s shares and prohibits the purchase or sale of our Company’s shares by the directors and employees while in
possession of unpublished price sensitive information in relation to our Company or its securities. Our Company has appointed
a compliance officer to ensure compliance of the Insider Code by all the directors and employees likely to have access to
unpublished price sensitive information. Further, our Company has also adopted the code of practices and procedures for fair
disclosure of unpublished price sensitive information (“UPSI”) to regulate and monitor the flow of UPSI.

Other confirmations

None of the Directors, Promoter, or Senior Management Personnel of our Company have any financial or other material interest
in the Issue.

All our Senior Management Personnel are permanent employees of our Company.

Our Company does not have any bonus or profit-sharing plan with its Directors and Senior Management Personnel.

None of the Directors or the companies with which they are or were associated as promoter or director, are debarred from
accessing the capital markets under any order or direction passed by the SEBI or any other governmental authority. Neither our
Company, nor our Promoter or the companies with which our Promoter is or has been associated with a promoter or a person in
control have been debarred from accessing capital markets under any order or direction passed by SEBI or any other
governmental authority.

Neither our Company, nor any of our Directors or Promoter have been declared as a Wilful Defaulter or Fraudulent Borrower.

None of our Directors or Promoter have been declared as a Fugitive Economic Offender.

Related Party Transactions

For details in relation to the related party transactions entered by our Company during the last three Fiscal Years immediately
preceding the date of this Placement Document, please see the section “Related Party Transactions” on page 39.

Employee stock option schemes

For details with respect the employee stock option schemes of our Company, please see the section "Capital Structure - Employee
stock option schemes" on page 79.

190
SHAREHOLDING PATTERN OF OUR COMPANY

The following table sets forth the details regarding the equity shareholding pattern of our Company as on December 31, 2021:

Category & Name of the No. of No. of fully No. of Total No. of Shareholding No. of Total as No. of Shares Shareholding as a % Number of
Shareholder Sharehol paid-up Shares Shares as a % of Voting a % of Underlying assuming full equity shares
ders equity Underlying Held total no. of Rights (A+B+ Outstanding conversion of held in
shares held Depository shares C) convertible convertible Securities dematerialize
Receipts (calculated as securities (as a percentage of d form
per SCRR, (Including diluted share capital)
1957) As a % Warrants) (XI)= (VII)+(X) As a
of (A+B+C2) % of (A+B+C2)

(A) Promoter & Promoter


Group 1 1,200,000 0 1,200,000 0.26 1,200,000 0.26 0 0.26 1,200,000
(B) Public 270,562 451,398,188 0 451,398,188 99.05 451,398,188 98.97 0 99.05 451,396,460
(C) Non-Promoter Non-Public:
(C1) Shares underlying DRs 1 0 392,544 392,544 NA 392,544 0.09 0 NA 392,544
(C2) Shares held by Employee
Trusts 1 3,125,164 0 3,125,164 0.69 3,125,164 0.69 0 0.69 3,125,164
Total: 270,565 455,723,352 392,544 456,115,896 100.00 456,115,896 100.00 0 100.00 456,114,168

The following table sets forth the details regarding the equity shareholding pattern of our Promoter and Promoter Group as on December 31, 2021:

Category & Name of the No. of No. of fully No. of Shares Total No. Shareholding as a No. of Total as a No. of Shares Shareholding as a % Number of
Shareholder* Shareholde paid-up Underlying of Shares % of total no. of Voting % of Underlying assuming full equity shares
rs equity shares Depository Held shares Rights (A+B+C) Outstanding conversion of held in
held Receipts (calculated as per convertible convertible Securities dematerialized
SCRR, 1957) As a securities (as a percentage of form
% of (A+B+C2) (Including diluted share capital)
Warrants) (XI)= (VII)+(X) As a %
of (A+B+C2)

Sameer Gehlaut 1 1,200,000 0 1,200,000 0.26 1,200,000 0.26 0 0.26 1,200,000


SG Infralands Private Limited 0 0 0 0 0 0 0 0 0 0
SG Devbuild Private Limited 0 0 0 0 0 0 0 0 0 0
Jyestha Infrastructure Private 0 0 0 0 0 0 0 0 0 0
Limited
Kritikka Infrastructure Private 0 0 0 0 0 0 0 0 0 0
Limited
Dahlia Infrastructure Private 0 0 0 0 0 0 0 0 0 0
Limited
Powerscreen Media Private 0 0 0 0 0 0 0 0 0 0
Limited

191
Category & Name of the No. of No. of fully No. of Shares Total No. Shareholding as a No. of Total as a No. of Shares Shareholding as a % Number of
Shareholder* Shareholde paid-up Underlying of Shares % of total no. of Voting % of Underlying assuming full equity shares
rs equity shares Depository Held shares Rights (A+B+C) Outstanding conversion of held in
held Receipts (calculated as per convertible convertible Securities dematerialized
SCRR, 1957) As a securities (as a percentage of form
% of (A+B+C2) (Including diluted share capital)
Warrants) (XI)= (VII)+(X) As a %
of (A+B+C2)

IBREL IBL Scheme Trust# 0 0 0 0 0 0 0 0 0 0


Karanbhumi Estates Private 0 0 0 0 0 0 0 0 0 0
Limited
Meru Minerals Private Limited 0 0 0 0 0 0 0 0 0 0
Galax Minerals Private Limited 0 0 0 0 0 0 0 0 0 0
Total 1 1,200,000 0 1,200,000 0.26 1,200,000 0.26 0 0.26 1,200,000
*
The Promoter and Promoter group of our Company have through their request letter dated January 1, 2022, sought reclassification from ‘promoter and promoter group’ category to ‘public’ category in
accordance with Regulation 31A of the SEBI Listing Regulations. Such re-classification is subject to receipt of approval from the Stock Exchanges in accordance with SEBI Listing Regulations. For further
information, please see “Proposed Merger of Nam Estates and EOCDPL with our Company - Re-classification of Promoter and Promoter Group” on page 182.

The following table sets forth the details regarding the equity shareholding of the members of the public as on December 31, 2021:

Category & Name of the Shareholder No. of No. of fully paid- No. of Shares Total No. of Shareholding No. of Voting Total as a No. of Shareholding as a Number of
Sharehol up equity shares Underlying Shares Held as a % of Rights % of Shares % assuming full equity shares
ders held Depository total no. of (A+B+C) Underlying conversion of held in
Receipts shares Outstandin convertible dematerialized
(calculated g Securities (as a form
as per SCRR, convertible percentage of
1957) As a % securities diluted share
of (A+B+C2) (Including capital) (XI)=
Warrants) (VII)+(X) As a %
of (A+B+C2)

(1) Institutions
(a) Mutual Funds 7 18,140,060 0 18,140,060 3.98 18,140,060 3.98 0 3.98 18,140,060
Quant Capital Trustee Ltd A/C Quant
Mutual Fund-Tax Plan 1 9,510,400 0 9,510,400 2.09 9,510,400 2.09 0 2.09 9,510,400
Nippon Life India Trustee Ltd-A/C
Nippon India Nifty Small Cap 250
Index Fund 1 5,665,131 0 5,665,131 1.24 5,665,131 1.24 0 1.24 5,665,131
(b) Venture Capital Funds 0 0 0 0 0.00 0 0.00 0 0.00 0
(c) Alternate Investment Funds 5 338,492 0 338,492 0.07 338,492 0.07 0 0.07 338,492
(d) Foreign Venture Capital
Investors 0 0 0 0 0.00 0 0.00 0 0.00 0
(e) Foreign Portfolio Investors: 114 90,590,534 0 90,590,534 19.88 90,590,534 19.86 0 19.88 90,590,534

192
Category & Name of the Shareholder No. of No. of fully paid- No. of Shares Total No. of Shareholding No. of Voting Total as a No. of Shareholding as a Number of
Sharehol up equity shares Underlying Shares Held as a % of Rights % of Shares % assuming full equity shares
ders held Depository total no. of (A+B+C) Underlying conversion of held in
Receipts shares Outstandin convertible dematerialized
(calculated g Securities (as a form
as per SCRR, convertible percentage of
1957) As a % securities diluted share
of (A+B+C2) (Including capital) (XI)=
Warrants) (VII)+(X) As a %
of (A+B+C2)

Baillie Gifford Pacific Fund A Sub


Fund of Baillie 1 33,504,140 0 33,504,140 7.35 33,504,140 7.35 0 7.35 33,504,140
Pacific Horizon Investment Trust Plc 1 8,429,162 0 8,429,162 1.85 8,429,162 1.85 0 1.85 8,429,162
Jupiter India Fund 1 5,045,315 0 5,045,315 1.11 5,045,315 1.11 0 1.11 5,045,315
(f) Financial Institutions/Banks 3 636 0 636 0.00 636 0.00 0 0.00 636
(g) Insurance Companies 0 0 0 0 0.00 0 0.00 0 0.00 0
(h) Provident Funds/Pension Funds 0 0 0 0 0.00 0 0.00 0 0.00 0
(i) Any Other: - - - - - - - - - -
Sub Total (1) 129 109,069,722 0 109,069,722 23.93 109,069,722 23.91 0 23.93 109,069,722
(2) Central Government/State
Government(s)/ President of India 0 0 0 0 0.00 0 0.00 0 0.00 0
Sub Total (2) 0 0 0 0 0.00 0 0.00 0 0.00 0
(3) Non-Institutions
(a) i. Individual shareholders holding
nominal share capital up to Rs.2
lakhs 260,042 141,364,392 0 141,364,392 31.02 141,364,392 30.99 0 31.02 141,362,664
ii. Individual shareholders
holding nominal share capital in
excess of Rs. 2 Lakhs 162 64,554,672 0 64,554,672 14.17 64,554,672 14.15 0 14.17 64,554,672
Dishant Milanbhai Parikh 1 6,818,683 0 6,818,683 1.50 6,818,683 1.49 0 1.50 6,818,683
Rakesh Jhunjhunwala 1 5,000,000 0 5,000,000 1.10 5,000,000 1.10 0 1.10 5,000,000
(b) NBFCs Registered with RBI 5 50,087 0 50,087 0.01 50,087 0.01 0 0.01 50,087
(c) Any Other: 10,224 136,359,315 0 136,359,315 29.92 136,359,315 29.90 0 29.92 136,359,315
(i) Non Resident Indians 2,622 6,736,702 0 6,736,702 1.48 6,736,702 1.48 0 1.48 6,736,702
(ii) Clearing Members 181 3,348,270 0 3,348,270 0.73 3,348,270 0.73 0 0.73 3,348,270
(iii) Bodies Corporates 1,821 113,886,663 0 113,886,663 24.99 113,886,663 24.97 0 24.99 113,886,663
Embassy Realty Ventures
Private Limited 1 63,095,240 0 63,095,240 13.85 63,095,240 13.83 0 13.85 63,095,240
(iv) IEPF 1 296,218 0 296,218 0.06 296,218 0.06 0 0.06 296,218
(v) HUF 5,599 12,091,462 0 12,091,462 2.65 12,091,462 2.65 0 2.65 12,091,462

193
Category & Name of the Shareholder No. of No. of fully paid- No. of Shares Total No. of Shareholding No. of Voting Total as a No. of Shareholding as a Number of
Sharehol up equity shares Underlying Shares Held as a % of Rights % of Shares % assuming full equity shares
ders held Depository total no. of (A+B+C) Underlying conversion of held in
Receipts shares Outstandin convertible dematerialized
(calculated g Securities (as a form
as per SCRR, convertible percentage of
1957) As a % securities diluted share
of (A+B+C2) (Including capital) (XI)=
Warrants) (VII)+(X) As a %
of (A+B+C2)

Sub Total (3) 270,433 342,328,466 0 342,328,466 75.12 342,328,466 75.05 0 75.12 342,326,738
Total Public Shareholding =
(1)+(2)+(3) 270,562 451,398,188 0 451,398,188 99.05 451,398,188 98.97 0 99.05 451,396,460

The following table sets forth the details of our non-promoter, non-public shareholders as on December 31, 2021:

Category & Name of the No. of Shareholders No. of fully No. of Shares Total No. Shareholding as a No. of Total No. of Shares Shareholding as a % Number of
Shareholder paid-up Underlying of Shares % of total no. of Voting as a % Underlying assuming full equity shares
equity shares Depository Held shares Rights of Outstanding conversion of held in
held Receipts (calculated as per (A+B+ convertible convertible Securities dematerialized
SCRR, 1957) As a C) securities (as a percentage of form
% of (A+B+C2) (Including diluted share capital)
Warrants) (XI)= (VII)+(X) As a %
of (A+B+C2)

(1) Custodian/DR Holder


Deutsche Bank Trust Company
Americas* 1 0 392,544 392,544 NA 392,544 0.09 0 NA 392,544
(2) Employee Benefit Trust
Indiabulls Real Estate Limited
- Employees Welfare Trust 1 3,125,164 0 3,125,164 0.69 3,125,164 0.69 0 0.69 3,125,164
Total Non-Promoter Non-
Public Shareholding =
(1)+(2) 2 3,125,164 392,544 3,517,708 0.69 3,517,708 0.77 0 0.69 3,517,708
*
Equity shares underlying Global Depository Receipts (GDRs) held by the depository

The following table sets forth the details of disclosure made by the trading members holding 1% or more of the total number of shares of our Company as on December 31, 2021:

Sl. No Name of the trading member Name of the beneficial owner Number of shares held % of total number of shares Date of reporting by the trading
member

1 Nil Nil Nil Nil Nil

The following table shows the details of the significant beneficial owners as of December 31, 2021:

194
Details of the SBO (I) Details of the registered owner (II) Details of holding/ exercise of right of the SBO in the reporting Date of creation /
company, whether direct or indirect*: (III) acquisition of
significant
beneficial
interest# (IV)

Name PAN/ Nationalit Name PAN / Passport Nationality Whether by virtue of:
Passport No. y No. in case of a Share Voting Rights on Exercise Exercise of
in case of a foreign s rights distributable of significant
foreign national dividend or any control influence
national other distribution
Jitendra Virwani AAVPV0738 Indian Embassy Realty Ventures Private AAECE9186A Indian 13.83 13.83 13.83 No No June 7, 2019
P Limited Company

Details of Depository Receipts as of December 31, 2021:

SL. No. Type of Outstanding Depository Receipt(s) No. of Outstanding Depository Receipts No. of shares underlying the Outstanding Shares underlying Outstanding
Depository Receipts Depository Receipts as % of total no. of
shares

1. Global Depository Receipts (GDRs) 392,544 392,544 0.09


Total 392,544 392,544 0.09

195
ISSUE PROCEDURE

The following is a summary intended to present a general outline of the procedure relating to the Bidding, application, payment
of Bid Amount, Allocation and Allotment of the Equity Shares. The procedure followed in the Issue may differ from the one
mentioned below and Bidders are assumed to have apprised themselves of the same from our Company or the BRLMs. Bidders
are advised to inform themselves of any restrictions or limitations that may be applicable to them and are required to consult
their respective advisers in this regard. Eligible QIBs that apply in the Issue will be required to confirm and will be deemed to
have represented to our Company, the BRLMs and their respective directors, officers, agents, affiliates and representatives
that they are eligible under all applicable laws, rules, regulations, guidelines and approvals to acquire the Equity Shares. Also
see “Selling Restrictions” and “Purchaser Representations and Transfer Restrictions” on pages 210 and 218, respectively.

Our Company, the BRLMs and their respective directors, officers, agents, advisors, shareholders, employees, counsel, affiliates
and representatives are not liable for any amendment or modification or change to applicable laws or regulations, which may
occur after the date of this Placement Document. Eligible QIBs are advised to make their independent investigations and satisfy
themselves that they are eligible to apply. Eligible QIBs are advised to ensure that any single Bid from them does not exceed
the investment limits or maximum number of Equity Shares that can be held by them under applicable law or regulation or as
specified in this Placement Document. Further, Eligible QIBs are required to satisfy themselves that their Bids would not result
in triggering an open offer under the SEBI Takeover Regulations and shall be solely responsible for compliance with all the
applicable provisions of the SEBI Takeover Regulations, the SEBI Insider Trading Regulations, and other applicable laws.

Qualified Institutions Placement

THE ISSUE IS MEANT ONLY FOR ELIGIBLE QIBs ON A PRIVATE PLACEMENT BASIS AND IS NOT AN
OFFER TO THE PUBLIC OR TO ANY OTHER CLASS OF INVESTORS.

The Preliminary Placement Document and this Placement Document has not been, and will not be, filed as a prospectus with
the RoC and, no Equity Shares will be offered in India or overseas to the public or any members of the public or any other class
of investors, other than Eligible QIBs.

The Issue is being made to Eligible QIBs in reliance upon Chapter VI of the SEBI ICDR Regulations and Section 42 and other
applicable provisions of the Companies Act, through the mechanism of a QIP. Under Chapter VI of the SEBI ICDR Regulations
and Section 42 of the Companies Act and other applicable provisions of the Companies Act, a listed company may issue equity
shares to Eligible QIBs provided that certain conditions are met by our Company. Some of these conditions are set out below:

• the Shareholders have passed a special resolution approving the Issue. Such special resolution must inter alia specify
that, (a) the allotment of the Equity Shares is proposed to be made pursuant to the QIP, and (b) the Relevant Date;

• the explanatory statement to the notice to the Shareholders for convening the general meeting must disclose, among
other things, the particulars of the issue including the date of passing the board resolution, the kind of securities being
offered and the price at which they are offered, amount which our Company intends to raise by way of such securities
and the material terms of raising such securities, proposed Issue schedule, the purpose or objects of Issue, the
contribution made by the Promoter or Directors either as part of the Issue or separately in furtherance of the objects,
and the basis or justification for the price (including premium, if any) at which the Issue or invitation is being made;

• under Regulation 172(1)(b) of the SEBI ICDR Regulations, the Equity Shares of the same class of our Company,
which are proposed to be allotted through the Issue, are listed on Stock Exchange for a period of at least one year prior
to the date of issuance of notice to our Shareholders for convening the meeting to seek approval of our Shareholders
for the above-mentioned special resolution;

• invitation to apply in the Issue must be made through a private placement offer-cum-application form, serially
numbered and addressed specifically to the Eligible QIBs to whom the Issue is made either in writing or in electronic
mode, within 30 days of recording the name of such person in accordance with applicable law;

• our Company shall have completed allotments with respect to any offer or invitation made by our Company or has
withdrawn or abandoned any such invitation or offer, however, our Company may, at any time, make more than one
issue of securities to such class of identified persons as may be prescribed;

• our Company shall not make any subsequent QIP until the expiry of two weeks from the date of the previous QIP;

• an offer to Eligible QIBs will not be subject to a limit of 200 persons. Prior to circulating the private placement offer-
cum-application (i.e., the Preliminary Placement Document), our Company must prepare and record a list of Eligible
QIBs to whom the Issue will be made. The Issue must be made only to such Eligible QIBs whose names are recorded
by our Company prior to the invitation to subscribe;

196
• in accordance with the SEBI ICDR Regulations, the Equity Shares will be issued and Allotment shall be made only in
dematerialized form to the Allottees;

• our Company acknowledges that the offering of securities by issue of public advertisements or utilisation of any media,
marketing or distribution channels or agents to inform the public about the Issue is prohibited; and

• our Promoter and Directors are not Fugitive Economic Offenders.

At least 10.00 % of the Equity Shares issued to Eligible QIBs shall be available for Allocation to Mutual Funds, provided that,
if this portion, or any part thereof to be allotted to Mutual Funds remains unsubscribed, it may be allotted to other Eligible
QIBs.

Bidders are not allowed to withdraw or revise their Bids downwards after the Bid/ Issue Closing Date.

Additionally, there is a minimum pricing requirement under the SEBI ICDR Regulations. The floor price of the equity shares
issued under the QIP is not less than the average of the weekly high and low of the closing prices of the issuer’s equity shares
of the same class quoted on the stock exchanges during the two weeks preceding the relevant date as calculated in accordance
with Chapter VI of the SEBI ICDR Regulations. Our Company has also offered a discount of ₹5.28 per Equity Share in
accordance with and in terms of Regulation 176 of the SEBI ICDR Regulations and pursuant to approval of our Board through
its resolution dated December 22, 2021, and our Shareholders through a special resolution dated February 7, 2022.

The “Relevant Date” referred to above means the date of the meeting in which the Board or Fund Raising Committee decides
to open the Issue and “stock exchange” means any of the recognized stock exchanges on which the Equity Shares of the same
class are listed and on which the highest trading volume in such Equity Shares has been recorded during the two weeks
immediately preceding the Relevant Date.

The Equity Shares will be Allotted within 365 days from the date of the Shareholders’ resolution approving the Issue and also
within 60 days from the date of receipt of subscription money from the relevant Eligible QIBs.

The Equity Shares issued pursuant to the Issue must be issued on the basis of the Preliminary Placement Document and this
Placement Document that shall contain all material information including the information specified in Schedule VII of the SEBI
ICDR Regulations and the requirements prescribed under PAS Rules and Form PAS-4. The Preliminary Placement Document
and this Placement Document are private documents provided to only select Eligible QIBs through serially numbered copies
and are required to be placed on the website of the concerned Stock Exchanges and of our Company with a disclaimer to the
effect that it is in connection with an issue to Eligible QIBs and no offer is being made to the public or to any other category of
investors. Please note that if you do not receive a serially numbered copy of the Preliminary Placement Document and this
Placement Document addressed to you, you may not rely on the Preliminary Placement Document or this Placement Document
uploaded on the website of the Stock Exchanges or our Company for making an application to subscribe to Equity Shares
pursuant to the Issue.

The minimum number of allottees for each QIP shall not be less than:

• two, where the issue size is less than or equal to ₹2,500 million; and

• five, where the issue size is greater than ₹2,500 million.

No single Allottee shall be Allotted more than 50% of the Issue Size. Eligible QIBs that belong to the same group or that are
under common control shall be deemed to be a single Allottee for the purpose of the Issue. For details of what constitutes “same
group” or “common control”, see “—Bid Process—Application Form” on page 203.

Equity Shares being Allotted pursuant to the Issue shall not be sold for a period of one year from the date of Allotment, except
on the floor of a recognised stock exchange.

We have applied for and received the in-principle approval of the Stock Exchanges under Regulation 28(1)(a) of the SEBI
Listing Regulations for listing of the Equity Shares to be issued pursuant to the Issue on the Stock Exchanges. We have filed a
copy of the Preliminary Placement Document and will file a copy of this Placement Document with the Stock Exchanges.

We shall also make the requisite filings with the RoC within the stipulated period as required under the Companies Act and the
PAS Rules.

The Issue has been authorised and approved by our Board on December 22, 2021, and our Shareholders through a special
resolution on February 7, 2022.

Allotments made to VCFs and AIFs in the Issue are subject to the rules and regulations that are applicable to each of
them respectively, including in relation to lock-in requirement. VCFs and AIFs should independently consult their own
counsel and advisors as to investment in and related matters concerning the Issue.

197
The Equity Shares offered hereby have not been and will not be registered under the U.S. Securities Act, or the securities
laws of any state of the United States and may not be offered or sold within the United States except pursuant to an
exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable
state securities laws. Accordingly, the Equity Shares are being offered and sold only outside the United States in offshore
transactions in reliance on Regulation S under the U.S. Securities Act. For a description of certain restrictions on
transfer of the Equity Shares, see “Purchaser Representations and Transfer Restrictions” on page 218.

The Equity Shares issued pursuant to this Issue have not been and will not be registered, listed or otherwise qualified
in any other jurisdiction outside India and may not be offered or sold, and Bids may not be made by persons in any such
jurisdiction, except in compliance with the applicable laws of such jurisdiction.

Issue Procedure

1. On Bid / Issue Opening Date, our Company in consultation with the BRLMs have circulated serially numbered copies
of the Preliminary Placement Document and the serially numbered Application Form, either in electronic or physical
form to Eligible QIBs and the Application Form will be specifically addressed to such Eligible QIBs. In terms of
Section 42(3) of the Companies Act, our Company shall maintain complete records of Eligible QIBs in the form and
manner prescribed under the PAS Rules, to whom the Preliminary Placement Document and the serially numbered
Application Form was dispatched or circulated, as the case may be. Our Company will make the requisite filings with
RoC within the stipulated time period as required under the Companies Act.

2. The list of Eligible QIBs to whom the Application Form was delivered, was determined by our Company in
consultation with the BRLMs. Unless a serially numbered Preliminary Placement Document along with the
serially numbered Application Form, which includes the details of the bank account wherein the Bid Amount
is to be deposited, is addressed to a particular Eligible QIB, no invitation to subscribe shall be deemed to have
been made to such Eligible QIB. Even if such documentation were to come into the possession of any person other
than the intended recipient, no offer or invitation to offer shall be deemed to have been made to such person and any
application that does not comply with this requirement shall be treated as invalid.

3. The Application Form may be signed physically or digitally, if required under applicable law in the relevant
jurisdiction applicable to each Eligible QIB and as permitted under such applicable law. An Eligible QIB may submit
an unsigned copy of the Application Form, as long as the Bid Amount is paid along with submission of the Application
Form within the Bid/Issue Period. Once a duly filled Application Form is submitted by an Eligible QIB, whether
signed or not, and the Bid Amount has been transferred to the Escrow Account, such Application Form constitutes an
irrevocable offer and cannot be withdrawn or revised downwards after the Bid/Issue Closing Date. In case of an upward
revision before the Issue Closing Date, an additional amount shall be required to be deposited towards the Bid Amount
in the Escrow Account along with the submission of such revised Bid. In case Bids are being made on behalf of the
Eligible QIB and this Application Form is unsigned, it shall be assumed that the person submitting the Application
Form and providing necessary instructions for transfer of the Bid Amount to the Escrow Account, on behalf of the
Eligible QIB is authorised to do so.

4. Eligible QIBs may submit an Application Form, including any revisions thereof, along with the Bid Amount
transferred to the escrow account specified in the application form and a copy of the PAN card or PAN allotment letter
and/or any other documents mentioned in the Application Form, during the Bid/ Issue Period to the BRLMs.

5. Bidders will be required to indicate the following in the Application Form:

• a representation that it is outside the United States acquiring the Equity Shares in an offshore transaction
under Regulation S and it has agreed to certain other representations set forth in the Application Form;

• full official name of the Eligible QIB to whom Equity Shares are to be Allotted, complete address, e-mail id,
PAN details (if applicable), phone number and bank account details;

• number of Equity Shares Bid for;

• price at which they are agreeable to subscribe for the Equity Shares and the aggregate Bid Amount for the
number of Equity Shares Bid for;

• Equity Shares held by the Bidder in our Company prior to the Issue;

• details of the beneficiary account maintained by the Depository Participant to which the Equity Shares should
be credited pursuant to the Issue; and

• it has agreed to certain other representations set forth in the Application Form and this Placement Document.

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NOTE: Eligible FPIs are required to indicate their SEBI FPI registration number in the Application Form. The Bids
made by the asset management companies or custodian of Mutual Funds shall specifically state the names of the
concerned schemes for which the Bids are made. In case of a Mutual Fund, a separate Bid can be made in respect of
each scheme of the Mutual Fund registered with SEBI and such Bids in respect of more than one scheme of the Mutual
Fund will not be treated as multiple Bids provided that the Bids clearly indicate the scheme for which the Bid has been
made. Application by various schemes or funds of a Mutual Fund will be treated as one application from the Mutual
Fund. Bidders are advised to ensure that any single Bid from them does not exceed the investment limits or maximum
number of Equity Shares that can be held by them under applicable laws.

6. Eligible QIBs were required to make the entire payment of the Bid Amount for the Equity Shares Bid for, along with
the Application Form, only through electronic transfer to the Escrow Account opened in the name of “INDIABULLS
REAL ESTATE LIMITED – QIP ESCROW A/C” with the Escrow Agent, within the Issue Period as specified in the
Application Form sent to the respective Bidders. Please note that any payment of Bid Amount for the Equity Shares
was required to be made from the bank accounts of the relevant Bidders and our Company has kept the record of the
bank account from where such payment has been received. No payment were made in the Issue by the Bidders in cash.
Bid Amount payable on Equity Shares to be held by joint holders was required to be paid from the bank account of
the person whose name appears first in the Application Form. Until Allotment, and the filing of return of Allotment
by our Company with the RoC, or receipt of final listing and trading approvals from the Stock Exchanges, whichever
is later, Bid Amount received for subscription of the Equity Shares shall be kept by our Company in a separate bank
account with a scheduled bank and shall be utilised only for the purposes permitted under the Companies Act.
Notwithstanding the above, in the event (a) any Bidder is not Allocated Equity Shares in the Issue, (b) the number of
Equity Shares Allotted to a Bidder is lower than the number of Equity Shares applied for through the Application Form
and towards which Bid Amount has been paid by such Bidder, (c) the Bid Amount has been arrived at using an
indicative price higher than the Issue Price, or (d) any Eligible QIB lowers or withdraws their Bid after submission of
the Application Form but prior to the Bid/Issue Closing Date, the excess Bid Amount will be refunded to the same
bank account from which it was remitted, in the form and manner set out in the section titled “- Refunds” on page 207.

7. Once a duly completed Application Form was submitted by a Bidder, whether signed or not, and the Bid Amount is
transferred to the Escrow Account, such Application Form constituted an irrevocable offer and the Bid could not have
been withdrawn or revised downwards after the Bid/ Issue Closing Date. In case of an upward revision before the Bid/
Issue Closing Date, an additional amount shall be required to be deposited towards the Bid Amount in the Escrow
Account along with the submission of such revised Bid. The Bid/ Issue Closing Date was notified to the Stock
Exchanges and the Eligible QIBs shall be deemed to have been given notice of such date after receipt of the Application
Form.

8. Upon receipt of the duly completed Application Form and the Bid Amount in the Escrow Account, on or before the
Bid/ Issue Closing Date, our Company has, in consultation with BRLMs determined the final terms, including the
Issue Price of the Equity Shares to be issued pursuant to the Issue and Allocation. Upon such determination, the
BRLMs on behalf of our Company will send the serially numbered CAN and this Placement Document to the
Successful Bidders. The dispatch of a CAN, and this Placement Document to a Successful Bidder shall be deemed a
valid, binding and irrevocable contract for the Successful Bidders to subscribe to the Equity Shares Allocated to such
Successful Bidders at an aggregate price equivalent to the product of the Issue Price and Equity Shares Allocated to
such Successful Bidders. The CAN shall contain details such as the number of Equity Shares Allocated to the
Successful Bidders, Issue Price and the aggregate amount received towards the Equity Shares Allocated. In case of
Bids being made on behalf of the Eligible QIB where the Application Form is unsigned, it shall be assumed that the
person submitting the Application Form and providing necessary instructions for transfer of the Application Amount
to the Escrow Account, on behalf of the Eligible QIB is authorised to do so. The Issue Closing Date shall be notified
to the Stock Exchanges and the Eligible QIBs shall be deemed to have been given notice of such date after receipt of
the Application Form. Please note that the Allocation will be at the absolute discretion of our Company and shall
be in consultation with the BRLMs.

9. The Bidder acknowledges that in terms of the requirements of the Companies Act, upon Allocation, our Company will
be required disclose the names of proposed Allottees and the percentage of their post-Issue shareholding in this
Placement Document and consents to such disclosure, if any Equity Shares are Allocated to it.

10. Bids made by asset management companies or custodians of Mutual Funds shall specifically state the names of the
concerned schemes for which the Bids are made. In case of a Mutual Fund, a separate Bid can be made in respect of
each scheme of the Mutual Fund registered with SEBI.

11. Upon determination of the Issue Price and before Allotment of Equity Shares to the Successful Bidders, the BRLMs,
shall, on our behalf, send a serially numbered Placement Document either in electronic form or through physical
delivery to each of the Successful Bidders who have been Allocated Equity Shares pursuant to dispatch of a serially
numbered CAN.

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12. Upon dispatch of the serially numbered Placement Document, our Company shall Allot Equity Shares as per the details
in the CANs sent to the Successful Bidders. Our Company will inform the Stock Exchanges of the details of the
Allotment.

13. After passing the resolution for Allotment and prior to crediting the Equity Shares into the beneficiary account of the
Successful Bidders maintained by the Depository Participant, as specified in the records of the depositories or as
indicated in their respective Application Form, our Company shall apply to the Stock Exchanges for listing approvals
in respect of the Equity Shares Allotted pursuant to the Issue.

14. After receipt of the listing approvals of the Stock Exchanges, our Company shall credit the Equity Shares Allotted
pursuant to this Issue into the beneficiary accounts of the respective Allottees.

15. Our Company will then apply for the final trading approvals from the Stock Exchanges.

16. The Equity Shares that would have been credited to the beneficiary account with the Depository Participant of the
Successful Bidders shall be eligible for trading on the Stock Exchanges only upon the receipt of final trading and
listing approvals from the Stock Exchanges.

17. As per applicable law, the Stock Exchanges will notify the final listing and trading approvals, which are ordinarily
available on their websites, and our Company may communicate the receipt of the listing and trading approvals to
those Eligible QIBs to whom the Equity Shares have been Allotted. Our Company and the BRLMs shall not be
responsible for any delay or non-receipt of the communication of the final trading and listing permissions from the
Stock Exchanges or any loss arising from such delay or non-receipt. Investors are advised to apprise themselves of the
status of the receipt of the permissions from the Stock Exchanges or our Company.

Eligible QIBs

Only Eligible QIBs were eligible to invest in the Equity Shares pursuant to the Issue, provided that with respect to foreign
portfolio investors, only Eligible FPIs applying under Schedule II of the FEMA Rules was considered as Eligible QIBs. FVCIs
and non-resident multinational and bilateral development financial institutions were not permitted to participate in the Issue.
Currently, QIBs, who are eligible to participate in the Issue and also as defined under Regulation 2(1)(ss) of the SEBI ICDR
Regulations, are set forth below:

• Eligible FPIs;

• insurance companies registered with the Insurance Regulatory and Development Authority of India;

• insurance funds set up and managed by army, navy or air force of the Union of India;

• insurance funds set up and managed by the Department of Posts, India;

• multilateral and bilateral development financial institutions (which are resident in India);

• Mutual Funds, VCFs, AIFs, each registered with SEBI;

• pension funds with minimum corpus of ₹250 million;

• provident funds with minimum corpus of ₹250 million;

• public financial institutions as defined under Section 2(72) of the Companies Act;

• scheduled commercial banks;

• state industrial development corporations;

• systemically important non-banking financial companies; and

• the National Investment Fund set up by resolution no. F. No. 2/3/2005-DDII dated November 23, 2005 of the
Government published in the Gazette of India.

ELIGIBLE FPIs WERE PERMITTED TO PARTICIPATE UNDER SCHEDULE II OF FEMA RULES IN THIS
ISSUE. ELIGIBLE FPIs WERE PERMITTED TO PARTICIPATE IN THE ISSUE SUBJECT TO COMPLIANCE
WITH ALL APPLICABLE LAWS AND SUCH THAT THE SHAREHOLDING OF THE FPIs DO NOT EXCEED
SPECIFIED LIMITS AS PRESCRIBED UNDER APPLICABLE LAWS IN THIS REGARD. FVCIS WERE NOT
PERMITTED TO PARTICIPATE IN THIS ISSUE.

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Allotments made to VCFs and AIFs in the Issue are subject to the rules and regulations that are applicable to each of
them respectively, including in relation to lock-in requirement. VCFs and AIFs should independently consult their own
counsel and advisors as to investment in and related matters concerning the Issue.

In terms of the SEBI FPI Regulations, the Equity Shares issued to a single Eligible FPI or an investor group (multiple entities
registered as FPIs and directly or indirectly, having common ownership of more than fifty per cent or common control) should
not exceed 10% of post-Issue Equity Share capital of our Company. Further, in terms of the FEMA Rules, the total holding of
each FPI or an investor group shall be below 10% of the post-issue total paid-up Equity Share capital of our Company on a
fully diluted basis.

Further, with effect from April 1, 2020, the limit of total holdings of all Eligible FPIs put together shall be the sectoral cap
applicable to our Company, currently being 100% under the automatic route. As of December 31, 2021, the aggregate FPI
shareholding in our Company is 19.86% of our Company’s paid-up Equity Share capital on a fully diluted basis. For further
details, see “Shareholding Pattern of our Company” on page 191.

In case the holding of an FPI including its investor group increases to 10% or more of the total paid-up equity capital, on a fully
diluted basis, the FPI including its investor group is required to divest the excess holding within five trading days from the date
of settlement of the trades resulting in the breach. In the event that such divestment of excess holding is not done, the total
investment made by such FPI together with its investor group will be re-classified as FDI as per the procedure specified by
SEBI and the FPI and its investor group will be prohibited from making any further portfolio investment in our Company under
the SEBI FPI Regulations. However, in accordance with Regulation 22(4) of the SEBI FPI Regulations, the FPIs who are: (a)
appropriately regulated public retail funds; (b) public retail funds where the majority is owned by appropriately regulated public
retail fund on look through basis; or (c) public retail funds and investment managers of such foreign portfolio investors are
appropriately regulated, the aggregation of the investment limits of such FPIs having common control, shall not be applicable.
As per the circular issued by SEBI dated November 5, 2019 (circular no. IMD/FPI&C/CIR/P/2019/124), these investment
restrictions shall also apply to subscribers of Offshore Derivative Instruments. Two or more subscribers of Offshore Derivative
Instruments having a common beneficial owner shall be considered together as a single subscriber of the Offshore Derivative
Instruments. In the event an investor has investments as an FPI and as a subscriber of Offshore Derivative Instruments, these
investment restrictions shall apply on the aggregate of the FPI and Offshore Derivative Instruments investments held in the
underlying company.

Pursuant to the SEBI Circular dated April 5, 2018 (Circular No: IMD/FPIC/CIR/P/2018/61), our Company has appointed NSDL
as the designated depository to monitor the level of FPI / NRI shareholding in our Company on a daily basis and once the
aggregate foreign investment of a company reaches a cut-off point, which is 3% below the overall limit a red flag shall be
activated. SEBI however, pursuant to its Circular dated May 17, 2018 (Circular No: SEBI/HO/IMD/FPIC/CIR/P/2018/81),
directed that this system of monitoring foreign investment limits in Indian listed companies be made operational with effect
from June 1, 2018. The depository is then required to inform the Stock Exchanges about the activation of the red flag. The stock
exchanges are then required to issue the necessary circulars/ public notifications on their respective websites. Once a red flag
is activated, the FPIs must trade cautiously, because in the event that there is a breach of the sectoral cap, the FPIs will be under
an obligation to disinvest the excess holding within five trading days from the date of settlement of the trades.

Eligible FPIs are permitted to participate in the Issue subject to compliance with conditions and restrictions which may be
specified by the Government from time to time.

In terms of the FEMA Rules, for calculating the aggregate holding of FPIs in a company, holding of all registered FPIs shall be
included. For a description of the restrictions applicable to the offer and sale of the Equity Shares in the Issue in certain
jurisdictions, see “Selling Restrictions” and “Purchaser Representations and Transfer Restrictions” on page 210 and 218,
respectively.

Currently, 100% FDI is permitted under the automatic route in the companies which are engaged in construction-development
projects (including development of townships, construction of residential / commercial premises, roads or bridges, hotels,
resorts, hospitals, educational institutions, recreational facilities, city and regional level infrastructure and townships) and
industrial parks, subject to compliance with prescribed conditions. The conditions prescribed are as follows:

ii. Each phase of the construction development project would be considered as a separate project;
iii. The investor will be permitted to exit on completion of the project or after development of trunk infrastructure i.e. roads,
water supply, street lighting, drainage and sewerage. However, a person resident outside India will be permitted to exit
and repatriate foreign investment before the completion of project under automatic route, provided that a lock-in period
of three years, calculated with reference to each tranche of foreign investment has been completed. Further, transfer of
stake from a person resident outside India to another person resident outside India, without repatriation of foreign
investment will neither be subject to any lock-in period nor to any government approval;

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iv. The project shall conform to the norms and standards, including land use requirements and provision of community
amenities and common facilities, as laid down in the applicable building control regulations, bye-laws, rules, and other
regulations of the State Government or municipal or local body concerned;
v. The Indian investee company will be permitted to sell only developed plots, i.e. plots where trunk infrastructure i.e.
roads, water supply, street lighting, drainage and sewerage, have been made available;
vi. The Indian investee company shall be responsible for obtaining all necessary approvals, including those of the building/
layout plans, developing internal and peripheral areas and other infrastructure facilities, payment of development,
external development and other charges and complying with all other requirements as prescribed under applicable rules/
bye-laws/ regulations of the State Government/ Municipal/ Local Body concerned; and
vii. The State Government / municipal / local body concerned, which approves the building/ development plans, will monitor
compliance of the above conditions by the developer.

Condition of lock-in period provided in (ii) above, does not apply to hotels and tourist resorts, hospitals, special economic
zones, educational institutions, old age homes and investment by NRIs.

Additionally, foreign investment up to 100% under automatic route is permitted in completed projects for operating and
managing townships, malls / shopping complexes and business centres. Consequent to such foreign investment, transfer of
ownership and/or control of the investee company from persons resident in India to persons resident outside India is also
permitted. However, there would be a lock-in-period of three years, calculated with reference to each tranche of foreign
investment and transfer of immovable property or part thereof is not permitted during this period. Completion of the project
will be determined as per the local bye-laws / rules and other regulations of State Governments.

Further, foreign investment in industrial parks (being a project in which quality infrastructure in the form of plots of developed
land or built up space or a combination with common facilities, is developed and made available to all the allottee units for the
purposes of industrial activity), in terms of the FEMA Rules, shall not be subject to the conditionalities applicable for
construction development projects, provided the industrial parks meet the following conditions: (a) it shall comprise of a
minimum of 10 units and no single unit shall occupy more than 50% of the allocable area; (b) the minimum percentage of the
area to be allocated for industrial activity shall not be less than 66% of the total allocable area.

Please note that participation by non-residents in the Issue is restricted to participation by FPIs under Schedule II of the FEMA
Rules, in the Issue subject to limit of the individual holding of an FPI below 10% of the post-Issue paid-up capital of our
Company and the aggregate limit for FPI investment currently not exceeding 100% (sectoral limit). Other non-residents such
as FVCIs and multilateral and bilateral development financial institutions are not permitted to participate in the Issue.

Restriction on Allotment

Pursuant to Regulation 179(2)(b) of the SEBI ICDR Regulations, no Allotment shall be made pursuant to the Issue, either
directly or indirectly, to any Eligible QIB being our Promoter, or any person related to, the Promoter. QIBs, which have all or
any of the following rights, shall be deemed to be persons related to the Promoter:

• rights under a shareholders’ agreement or voting agreement entered into with the Promoter or members of the Promoter
Group;

• veto rights; or

• a right to appoint any nominee director on the Board.

Provided, however, that an Eligible QIB which does not hold any Equity Shares and which has acquired the aforesaid rights in
the capacity of a lender shall not be deemed to be related to the promoter.

Our Company, the BRLMs and any of their respective shareholders, employees, counsel, officers, directors,
representatives, agents, advisors or affiliates shall not be liable for any amendment or modification or change to
applicable laws or regulations, which may occur after the date of this Placement Document. Eligible QIBs are advised
to make their independent investigations and satisfy themselves that they are eligible to apply. Eligible QIBs were
advised to ensure that any single application from them does not exceed the investment limits or maximum number of
Equity Shares that can be held by them under applicable law or regulation or as specified in the Preliminary Placement
Document or this Placement Document. Further, Eligible QIBs are required to satisfy themselves that their Bids would
not eventually result in triggering a tender offer under the SEBI Takeover Regulations, and ensure compliance with
applicable laws.

A minimum of 10.00% of the Equity Shares offered in the Issue shall be Allotted to Mutual Funds. In case of
undersubscription in such portion, such portion or part thereof may be Allotted to other Eligible QIBs.

Note: Affiliates or associates of the BRLMs who are Eligible QIBs may participate in the Issue in compliance with applicable
laws.

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Bid Process

Application Form

Eligible QIBs shall only use the serially numbered Application Forms (which are addressed to them) supplied by our Company
and the BRLMs in either electronic form or by physical delivery for the purpose of making a Bid (including revision of a Bid)
in terms of the Preliminary Placement Document and this Placement Document. The Application Form may be signed
physically or digitally, if required under applicable law in the relevant jurisdiction applicable to each Eligible QIB and as
permitted under such applicable law. An Eligible QIB may submit an unsigned copy of the Application Form, as long as the
Bid Amount is paid along with submission of the Application Form within the Issue Period.

By making a Bid (including the revision thereof) for Equity Shares through Application Forms and pursuant to the terms of this
the Preliminary Placement Document, the Eligible QIB has been deemed to have made all the following representations and
warranties and the representations, warranties and agreements made under “Notice to Investors”, “Representations by
Investors”, “Selling Restrictions” and “Purchaser Representations and Transfer Restrictions” on pages 4, 6, 210 and 218,
respectively:

1. Each Eligible QIB confirms that it is a QIB in terms of Regulation 2(1)(ss) of the SEBI ICDR Regulations and is not
excluded under Regulation 179(2)(b) of the SEBI ICDR Regulations, has a valid and existing registration under the
applicable laws in India (as applicable) and is eligible to participate in this Issue;

2. Each Eligible QIB confirms that it is not a Promoter and is not a person related to the Promoter, either directly or
indirectly and its Application Form does not directly or indirectly represent the Promoter or promoter group or persons
related to the Promoter;

3. Each Eligible QIB confirms that it has no rights under a shareholders’ agreement or voting agreement with the
Promoter or members of the Promoter Group, no veto rights or right to appoint any nominee director on the Board
other than those acquired in the capacity of a lender not holding any Equity Shares which shall not be deemed to be a
person related to the promoter;

4. Each Bidder confirms that in the event it is resident outside India, it is an Eligible FPI, having a valid and existing
registration with SEBI under the applicable laws in India and is eligible to invest in India under applicable law,
including the FEMA Rules, as amended, and any notifications, circulars or clarifications issued thereunder, and has
not been prohibited by SEBI or any other regulatory authority, from buying, selling, dealing in securities or otherwise
accessing the capital markets and is not an FVCI;

5. Each Eligible QIB acknowledges that it has no right to withdraw or revise its Bid downwards after the Bid / Issue
Closing Date;

6. Each Eligible QIB confirms that if Equity Shares are Allotted through this Issue, it shall not, for a period of one year
from Allotment, sell such Equity Shares otherwise than on the Stock Exchanges;

7. Each Eligible QIB confirms that the Eligible QIB is eligible to Bid and hold Equity Shares so Allotted together with
any Equity Shares held by it prior to the Issue, if any. Each Eligible QIB further confirms that the holding of the
Eligible QIB, does not and shall not, exceed the level permissible as per any applicable regulations applicable to the
Eligible QIB;

8. The Bidder confirms that in the event it is resident outside India, it is not an FVCI or a non-resident multilateral or
bilateral development financial institution;

9. Each Eligible QIB confirms that its Bids would not eventually result in triggering an open offer under the SEBI
Takeover Regulations;

10. Each Eligible QIB agrees that it will make payment of its Bid Amount along with submission of the Application Form
within the Issue Period. Each Eligible QIB agrees that once a duly filled Application Form is submitted by an Eligible
QIB, whether signed or not, and the Bid Amount has been transferred to the Escrow Account, such Application Form
constitutes an irrevocable offer and cannot be withdrawn or revised downwards after the Bid/Issue Closing Date;

11. Each Eligible QIB agrees that although the Bid Amount is required to be paid by it along with the Application Form
within the Issue Period in terms of provisions of the Companies Act, our Company reserves the right to Allocate and
Allot Equity Shares pursuant to this Issue on a discretionary basis in consultation with the BRLMs. The Eligible QIB
further acknowledges and agrees that the payment of Bid Amount does not guarantee Allocation and/or Allotment of
Equity Shares Bid for in full or in part;

12. Each Eligible QIB acknowledges that in terms of the requirements of the Companies Act, upon Allocation, our
Company has disclosed names as “proposed Allottees” and percentage of post-Issue shareholding of the proposed

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Allottees in this Placement Document and such QIB consents of such disclosure, if any Equity Shares are Allocated
to it. However, the Eligible QIB further acknowledges and agrees that, disclosure of such details as “proposed
Allottees” in this Placement Document does not guarantee Allotment to them, as Allotment in the Issue shall continue
to be at the sole discretion of our Company, in consultation with the BRLMs.

13. Each Eligible QIB confirms that the number of Equity Shares Allotted to it pursuant to the Issue, together with other
Allottees that belong to the same group or are under common control, shall not exceed 50% of the Issue. For the
purposes of this representation:

(a) QIBs “belonging to the same group” shall mean entities where (a) any of them controls, directly or indirectly,
through its subsidiary or holding company, not less than 15% of the voting rights in the other; (b) any of
them, directly or indirectly, by itself, or in combination with other persons, exercise control over the others;
or (c) there is a common director, excluding nominee and Independent Directors, amongst an Eligible QIB,
its subsidiary(ies) or holding company and any other QIB; and

(b) ‘Control’ shall have the same meaning as is assigned to it by Regulation 2(1)(e) of the SEBI Takeover
Regulations;

14. Each Eligible QIBs acknowledge that no Allocation shall be made to them if the price at which they have Bid for in
the Issue is lower than the Issue Price.

15. Each Eligible QIB confirms that it shall not undertake any trade in the Equity Shares credited to its beneficiary account
maintained with the Depository Participant until such time that the final listing and trading approvals for the Equity
Shares are issued by the Stock Exchanges.

16. Each QIB acknowledges, represents and agrees that its total voting rights in our Company does not exceed 10% of the
total issued share capital of our Company.

17. Each Eligible FPI, confirms that it will participate in the Issue only under and in conformity with Schedule II of FEMA
Rules. Further, each Eligible FPI acknowledges that Eligible FPIs may invest in such number of Equity Shares such
that the individual investment of the Eligible FPI or its investor group (multiple entities registered as FPIs and directly
or indirectly, having common ownership of more than fifty per cent or common control) in our Company does not
exceed 10% of the post-Issue paid-up capital of our Company on a fully diluted basis.

18. Each Eligible QIB confirms that it, individually or together with its investor group, is not restricted from making
further investments in our Company through the portfolio investment route, in terms of Regulation 22(3) of the SEBI
FPI Regulations.

ELIGIBLE QIBs MUST PROVIDE THEIR NAME, COMPLETE ADDRESS, PHONE NUMBER, EMAIL ID, BANK
ACCOUNT DETAILS, BENEFICIARY ACCOUNT DETAILS, PAN (IF APPLICABLE), DEPOSITORY
PARTICIPANT’S NAME, DEPOSITORY PARTICIPANT IDENTIFICATION NUMBER AND BENEFICIARY
ACCOUNT NUMBER IN THE APPLICATION FORM. ELIGIBLE QIBs MUST ENSURE THAT THE NAME
GIVEN IN THE APPLICATION FORM IS EXACTLY THE SAME AS THE NAME IN WHICH THEIR
BENEFICIARY ACCOUNT IS HELD.

IF SO REQUIRED BY THE BRLMs, THE ELIGIBLE QIBs SUBMITTING A BID, ALONG WITH THE
APPLICATION FORM, WILL ALSO HAVE TO SUBMIT REQUISITE DOCUMENT(S) TO THE BRLMs TO
EVIDENCE THEIR STATUS AS A "QIB" AS DEFINED HEREINABOVE.

IF SO REQUIRED BY THE BRLMs, ESCROW AGENT OR ANY STATUTORY OR REGULATORY AUTHORITY


IN THIS REGARD, INCLUDING AFTER BID/ISSUE CLOSING DATE, THE ELIGIBLE QIBs SUBMITTING A
BID AND/OR BEING ALLOTTED EQUITY SHARES IN THE ISSUE, WILL ALSO HAVE TO SUBMIT
REQUISITE DOCUMENT(S) TO FULFILL THE APPLICABLE KNOW YOUR CUSTOMER (KYC) NORMS.

Demographic details such as address and bank account will be obtained from the Depositories as per the Depository Participant
account details provided in the Application Form. However, for the purposes of refund of all or part of the Bid Amount
submitted by the Bidder, the bank details as mentioned in the Application Form from which the Bid Amount shall be remitted
for the Equity Shares applied for in the Issue, will be considered.

The submission of an Application Form, whether signed or not, and payment of the Bid Amount pursuant to the Application
Form by a Bidder shall be deemed a valid, binding and irrevocable offer for such Bidder and becomes a binding contract on a
Successful Bidder upon issuance of the CAN and this Placement Document by our Company (by itself or through the BRLMs)
in favour of the Successful Bidder.

Submission of Application Form

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All Application Forms were required to be duly completed with information including the number of Equity Shares applied for
along with proof of payment and a copy of the PAN card or PAN allotment letter. The Bid Amount has to be deposited in the
Escrow Account as is specified in the Application Form and the Application Form has to be submitted to the BRLMs either
through electronic form or through physical delivery at the following address(s):

Name Address Contact Person Website and Email Phone (Telephone)


Axis Capital 1st Floor, Axis House Sanjay Kathale Website: www.axiscapital.co.in Tel: +91 22 4325 5585
Limited C-2, Wadia International E-mail: [email protected]
Centre Investor Grievance E-mail:
P.B. Marg, Worli, [email protected]
Mumbai – 400 025
Maharashtra, India
IIFL 10th Floor, IIFL Centre Harsh Shah Website: www.iiflcap.com Tel : +91 22 4646 4728
Securities Kamala City, Senapati E-mail: [email protected]
Limited Bapat Marg Investor Grievance E-mail:
Lower Parel (West), [email protected]
Mumbai – 400 013
Maharashtra, India
Jefferies India 42/43, 2 North Avenue Aman Puri Website: www.jefferies.com Tel: +91 22 4356 6000
Private Maker Maxity, Bandra- E-mail: [email protected]
Limited Kurla Complex (BKC) Investor Grievance E-mail:
Bandra (East), Mumbai – [email protected]
400 051
Maharashtra, India
JM Financial 7th Floor, Cnergy Prachee Dhuri Website: www.jmfl.com Tel: +91 22 6630 3030
Limited Appasaheb Marathe E-mail: [email protected] and
Marg Investor Grievance E-mail: +91 22 6630 3262
Prabhadevi, Mumbai – [email protected]
40025
Maharashtra, India
SBI Capital 202, Maker Tower “E” Akhilesh Yadav Website: www.sbicaps.com Tel: +91 22 2217 8300
Markets Cuffe Parade E-mail: [email protected]
Limited Mumbai – 400 005 Investor Grievance E-mail:
Maharashtra, India [email protected]

The BRLMs shall not be required to provide any written acknowledgement of the receipt of the Application Form and the Bid
Amount.

Bidders Bidding in the Issue, were required to pay the entire Bid Amount along with the submission of the duly completed
Application Form, within the Issue Period.

Payment of Bid Amount

Our Company has opened the Escrow Account in the name of “INDIABULLS REAL ESTATE LIMITED – QIP ESCROW A/C”
with the Escrow Agent, in terms of the Escrow Agreement. Each Bidder will be required to deposit the Bid Amount payable
for the Equity Shares Bid by it along with the submission of the Application Form and during the Bidding Period. Bidders can
make payment of the Bid Amount only through electronic transfer of funds from their own bank account.

Note: Payments are to be made only through electronic fund transfer. Payments made through cash or cheques are
liable to be rejected. Further, if the payment is not made favouring the Escrow Account, the Application Form is liable
to be rejected.

Pending Allotment, our Company undertakes to utilise the amount deposited in “INDIABULLS REAL ESTATE LIMITED – QIP
ESCROW A/C” only for the purposes of (i) adjustment against Allotment of Equity Shares in the Issue; or (ii) repayment of Bid
Amount if our Company is not able to Allot Equity Shares in the Issue. Notwithstanding the above, in the event, a Bidder is not
Allocated Equity Shares in the Issue, or the number of Equity Shares Allocated to a Bidder, is lower than the number of Equity
Shares applied for through the Application Form and towards which Application Amount has been paid by such Bidder, the
excess Application Amount will be refunded to the same bank account from which Application Amount was remitted, in the
form and manner set out in the section titled “- Refunds” on page 207.

Pricing and Allocation

There is a minimum pricing requirement under the SEBI ICDR Regulations. The Floor Price shall not be less than the average
of the weekly high and low of the closing prices of the Equity Shares quoted on the stock exchange during the two weeks
preceding the Relevant Date. Our Company has also offered a discount of ₹5.28 per Equity Share in accordance with the
approval of our Shareholders, accorded through their special resolution passed on February 7, 2022 and in terms of Regulation
176(1) of the SEBI ICDR Regulations.

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The “Relevant Date” referred to above will be the date of the meeting in which the Board (or a duly constituted committee
thereof) decides to open the Issue and “stock exchange” means any of the recognized stock exchanges in India on which the
Equity Shares of the issuer of the same class are listed and on which the highest trading volume in such Equity Shares has been
recorded during the two weeks immediately preceding the Relevant Date. After finalisation of the Issue Price, our Company
has updated the Preliminary Placement Document with the Issue details and is filing such document with the Stock Exchanges
as this Placement Document.

Build up of the Book

The Eligible QIBs has submitted their Bids through the Application Forms within the Issue Period to the BRLMs. Such Bids
was not withdrawn or revised downwards after the Bid/ Issue Closing Date. The book shall be maintained by the BRLMs.

Method of Allocation

Our Company shall determine the Allocation in consultation with the BRLMs on a discretionary basis and in compliance with
Chapter VI of the SEBI ICDR Regulations.

Application Forms received from the Eligible QIBs at or above the Issue Price shall be grouped together to determine the total
demand. The Allocation to all such Eligible QIBs will be made at the Issue Price. Allocation to Mutual Funds for up to a
minimum of 10.00% of the Issue Size shall be undertaken subject to valid Bids being received at or above the Issue Price.

In case of cancellations or default by the Bidders, Company in consultation with BRLMs have the right to reallocate the Equity
Shares at the Issue Price among existing or new Bidders at their sole and absolute discretion subject to the applicable laws.

THE DECISION OF OUR COMPANY IN CONSULTATION WITH THE BRLMs IN RESPECT OF ALLOCATION
SHALL BE FINAL AND BINDING ON ALL ELIGIBLE QIBs. ELIGIBLE QIBs MAY NOTE THAT ALLOCATION
OF EQUITY SHARES IS AT THE SOLE AND ABSOLUTE DISCRETION OF OUR COMPANY IN
CONSULTATION WITH THE BRLMs AND ELIGIBLE QIBs MAY NOT RECEIVE ANY ALLOCATION EVEN IF
THEY HAVE SUBMITTED VALID APPLICATION FORMS AND PAID THE ENTIRE BID AMOUNT AT OR
ABOVE THE ISSUE PRICE WITHIN THE ISSUE PERIOD. NEITHER OUR COMPANY NOR THE BRLMs ARE
OBLIGED TO ASSIGN ANY REASON FOR ANY NON-ALLOCATION.

CAN

Based on receipt of the serially numbered Application Forms and Bid Amount, our Company, in consultation with the BRLMs,
in their sole and absolute discretion, shall decide the Successful Bidders to whom the serially numbered CAN shall be
dispatched, pursuant to which the details of the Equity Shares Allocated to them, the Issue Price and the Bid Amount for the
Equity Shares Allocated to them shall be notified to such Successful Bidders. Additionally, the CAN will include the details of
amount to be refunded, if any, probable Designated Date, being the date of credit of the Equity Shares to the Bidders’ account,
as applicable to the respective Bidder.

The Successful Bidders would also be sent a serially numbered Placement Document (which will include the names of the
proposed Allottees along with the percentage of their post-Issue Shareholding in our Company) either in electronic form or by
physical delivery.

The dispatch of the serially numbered CAN and this Placement Document (when dispatched), to the Eligible QIBs shall be
deemed a valid, binding and irrevocable contract for the Eligible QIBs to subscribe to the Equity Shares Allocated to such
Successful Bidders. Subsequently, our Board will approve the Allotment of the Equity Shares to the Allottees in consultation
with the BRLMs.

Eligible QIBs are advised to instruct their Depository Participant to accept the Equity Shares that may be Allotted to
them pursuant to the Issue.

By submitting the Application Form, an Eligible QIB would have deemed to have made the representations and warranties as
specified in section “Notice to Investors” on page 4 and further that such Eligible QIB shall not undertake any trade on the
Equity Shares credited to its Depository Participant account pursuant to the Issue until such time as the final listing and trading
approval is issued by Stock Exchanges.

Designated Date and Allotment of Equity Shares

1. Subject to the satisfaction of the terms and conditions of the Placement Agreement, our Company will ensure that the
Allotment of the Equity Shares is completed by the Designated Date provided in the CAN.

2. In accordance with the SEBI ICDR Regulations, Equity Shares will be issued and Allotment shall be made only in the
dematerialized form to the Allottees. Allottees will have the option to re-materialize the Equity Shares, if they so

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desire, as per the provisions of the Companies Act and the Depositories Act. However, no transfer in physical form is
permitted as per Regulation 40 of the SEBI Listing Regulations.

3. Our Company, at its sole discretion, reserves the right to cancel the Issue at any time up to Allotment without assigning
any reasons whatsoever.

4. Following the Allotment of the Equity Shares pursuant to the Issue, our Company shall apply to the Stock Exchanges
for listing approvals and post receipt of the listing approvals from the Stock Exchanges, our Company shall credit the
Equity Shares into the beneficiary accounts of the Eligible QIBs.

5. Following the credit of Equity Shares into the successful Bidders’ beneficiary accounts with the Depository
Participants, our Company will apply for the final listing and trading approvals from the Stock Exchanges.

6. The monies lying to the credit of the Escrow Account shall not be released until the final listing and trading approvals
of the Stock Exchanges for the listing and trading of the Equity Shares issued pursuant to this Issue are received by
our Company and our Company files the return of Allotment in connection with the Issue with the RoC within the
prescribed timelines under the Companies Act.

7. After finalization of the Issue Price, our Company has updated the Preliminary Placement Document with the Issue
details and is filing such document with the Stock Exchanges as this Placement Document, which includes names of
the proposed Allottees and the percentage of their post-Issue shareholding in our Company. Pursuant to a circular
dated March 5, 2010 issued by the SEBI, Stock Exchanges are required to make available on their websites the details
of those Allottees in Issue who have been allotted more than 5% of the Equity Shares offered in the Issue, namely, the
names of the Allottees, and number of Equity Shares Allotted to each of them, pre and post Issue shareholding pattern
of our Company along with this Placement Document.

Refunds

In the event that the number of Equity Shares Allocated to a Bidder is lower than the number of Equity Shares applied for
through the Application Form and towards which Bid Amount has been paid by such Bidder, or the Bidder has deposited the
Bid Amount arrived at using a price higher than the Issue Price or Equity Shares are not Allocated to a Bidder for any reasons
or the Issue is cancelled prior to Allocation, or a Bidder lowers or withdraws the Bid prior to the Bid/ Issue Closing Date, any
excess Bid Amount paid by such Bidder will be refunded to the same bank account from which Bid Amount was remitted as
set out in the Application Form. The Refund Amount will be transferred to the relevant Bidders within two Working Days from
the issuance of the CAN. In the event that we are unable to issue and Allot the Equity Shares offered in the Issue or if the Issue
is cancelled within 60 days from the date of receipt of application monies, our Company shall repay the application monies
within 15 days from the expiry of 60 days, failing which our Company shall repay that monies with interest at the rate of 12%
p.a. from expiry of the sixtieth day. The application monies to be refunded by us shall be refunded to the same bank account
from which application monies was remitted by the Bidders, as mentioned in the Application Form.

In accordance with the SEBI ICDR Regulations, Equity Shares will be issued and Allotment shall be made only in
dematerialised form to the Allottees. Allottees will have the option to re-materialise the Equity Shares, if they so desire, as per
the provisions of the Companies Act, the Depositories Act and other applicable laws.

We, at our sole discretion, reserve the right to cancel the Issue at any time up to Allotment without assigning any reason
whatsoever.

Following the Allotment and credit of Equity Shares into the Eligible QIBs’ Depository Participant accounts, we will apply for
final trading and listing approvals from the Stock Exchanges. In the event of any delay in the Allotment or credit of Equity
Shares, or receipt of trading or listing approvals or cancellation of the Issue, no interest or penalty would be payable by us.

Release of Funds to our Company

The monies lying to the credit of the Escrow Account shall not be released until the final listing and trading approvals of the
Stock Exchanges for the listing and trading of the Equity Shares issued pursuant to this Issue are received by our Company and
our Company files the return of Allotment in connection with the Issue with the RoC.

Other Instructions

Submission of Documents

A physical copy of the Application Form and relevant documents as required to be provided along with the Application Form
shall be submitted as soon as practicable.

Permanent Account Number or PAN

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Each Bidder should mention its PAN (except Bids from any category of Bidders, which may be exempted from specifying their
PAN for transacting in the securities market) allotted under the Income Tax Act, 1961. A copy of PAN card is required to be
submitted with the Application Form. Further, the Application Forms without this information will be considered incomplete
and are liable to be rejected. It is to be specifically noted that applicants should not submit the GIR number instead of the PAN
as the Application Form is liable to be rejected on this ground.

Bank account details

Each Bidder shall mention the details of the bank account from which the payment of Bid Amount has been made along with
confirmation that such payment has been made from such account.

Right to Reject Applications

Our Company, in consultation with the BRLMs, may reject Bids, in part or in full, without assigning any reason whatsoever.
The decision of our Company in consultation with the BRLMs in relation to the rejection of Bids shall be final and binding. In
the event the Bid is rejected by our Company, the Bid Amount paid by the Bidder shall be refunded to the same bank account
from which the Bid Amount was remitted by such Bidder as set out in the Application Form. For details, see “ - Bid Process”
and “- Refunds” on pages 203 and 207, respectively.

Equity Shares in dematerialised form with NSDL or CDSL

The Allotment of the Equity Shares in this Issue shall be only in dematerialised form (i.e., not in physical certificates but be
fungible and be represented by the statement issued through the electronic mode).

An Eligible QIB applying for Equity Shares to be issued pursuant to the Issue must have at least one beneficiary account with
a Depository Participant of either NSDL or CDSL prior to making the Bid. Equity Shares Allotted to a Successful Bidder will
be credited in electronic form directly to the beneficiary account (with the Depository Participant) of the Successful Bidder, as
indicated in the Application Form.

Equity Shares in electronic form can be traded only on the stock exchanges having electronic connectivity with NSDL and
CDSL. The Stock Exchanges have electronic connectivity with NSDL and CDSL.

The trading of the Equity Shares to be issued pursuant to the Issue would be in dematerialised form only for all QIBs in the
demat segment of the respective Stock Exchanges.

Our Company and the BRLMs shall not be responsible or liable for the delay in the credit of Equity Shares to be issued pursuant
to the Issue due to errors in the Application Form or otherwise on the part of the Bidders.

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PLACEMENT

Placement

The BRLMs have entered into the Placement Agreement with our Company, pursuant to which the BRLMs have agreed to
procure subscription for the Equity Shares to be issued pursuant to the Issue.

The Equity Shares will be placed with the QIBs pursuant to this Issue under Chapter VI of the SEBI ICDR Regulations and
Section 42 of the Companies Act and the rules made thereunder. The Placement Agreement contains customary representations,
warranties and indemnities from our Company and it is subject to termination in accordance with the terms contained therein.

Applications shall be made to list the Equity Shares issued pursuant to this Issue and admit them to trading on the Stock
Exchanges. No assurance can be given as to the liquidity or sustainability of the trading market for such Equity Shares, the
ability of holders of the Equity Shares to sell their Equity Shares or the price at which holders of the Equity Shares will be able
to sell their Equity Shares.

The BRLMs and their affiliates may engage in transactions with and perform services for our Company and our Subsidiaries
or affiliates in the ordinary course of business and have engaged, or may in the future engage, in commercial banking and
investment banking transactions with our Company and our Subsidiaries or affiliates, for which they would have received
compensation and may in the future receive compensation.

Affiliates of the BRLMs which are Eligible FPIs may purchase, to the extent permissible under law, the Equity Shares in the
Issue, and may issue Offshore Derivative Instruments in respect thereof. See “Offshore Derivative Instruments” and
“Representations by Investors” on pages 12 and 6, respectively.

Relationship with the Book Running Lead Managers

Affiliates of the Book Running Lead Managers may purchase the Equity Shares or be Allotted Equity Shares for proprietary
purposes and not with a view to distribute or in connection with the issuance of Offshore Derivative Instruments. Please see the
section “Offshore Derivative Instruments”. From time to time, the Book Running Lead Managers, and their affiliates and
associates have engaged in or may in the future engage in transactions with and perform services including but not limited to
investment banking, advisory, banking, trading services for our Company, our Subsidiaries, group companies, affiliates and the
Shareholders, as well as to their respective associates and affiliates, pursuant to which fees and commissions have been paid or
will be paid to the Book Running Lead Managers and their respective affiliates and associates.

Lock-up

Our Company has undertaken that it will not for a period of 90 days from the date of Allotment under the Issue, without
the prior written consent of the Book Running Lead Managers, directly or indirectly, (a) purchase, lend, sell, offer, issue,
contract to issue, issue or offer any option or contract to purchase, purchase any option or contract to sell, grant any
option, right or warrant to purchase, or otherwise transfer or dispose of, any Equity Shares or any securities convertible
into or exercisable for Equity Shares (including, without limitation, securities convertible into or exercisable or
exchangeable for Equity Shares which may be deemed to be beneficially owned), or file any registration statement under
the U.S. Securities Act, with respect to any of the foregoing; or (b) enter into any swap or other agreement or any
transaction that transfers, in whole or in part, directly or indirectly, any of the economic consequences associated with
the ownership of any of the Equity Shares or any securities convertible into or exercisable or exchangeable for Equity
Shares (regardless of whether any of the transactions described in clause (a) or (b) is to be settled by the delivery of
Equity Shares or such other securities, in cash or otherwise), or (c) deposit Equity Shares with any other depositary in
connection with a depositary receipt facility, (d) enter into any transaction (including a transaction involving derivatives)
having an economic effect similar to that of an issue, offer, sale or deposit of the Equity Shares in any depository receipt
facility, or (e) publicly announce any intention to enter into any transaction falling within (a) to (d) above or enter into
any transaction (including a transaction involving derivatives) having an economic effect similar to that of an issue or
offer or deposit of Equity Shares in any depositary receipt facility or publicly announce any intention to enter into any
transaction falling within (a) to (d) above. Provided that, the foregoing restriction shall not apply to (a) the amount
unsubscribed against the Issue Size and (b) the actions taken in connection with the Proposed Merger.

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SELLING RESTRICTIONS

The distribution of the Preliminary Placement Document and this Placement Document and the offer, sale or delivery of the
Equity Shares in this Issue is restricted by law in certain jurisdictions. Therefore, persons who may come into possession of the
Preliminary Placement Document and this Placement Document are advised to consult with their own legal advisors as to what
restrictions may be applicable to them and to observe such restrictions. The Preliminary Placement Document and this
Placement Document may not be used for the purpose of an offer or invitation in any circumstances in which such offer or
invitation is not authorised.

General

No action has been taken or will be taken that would permit a public offering of the Equity Shares to occur in any jurisdiction
other than India, or the possession, circulation or distribution of the Preliminary Placement Document and this Placement
Document or any other material relating to our Company or the Equity Shares in any jurisdiction where action for such
purpose is required. Accordingly, the Equity Shares may not be offered or sold, directly or indirectly, and neither the
Preliminary Placement Document and this Placement Document nor any offering materials or advertisements in connection
with the Equity Shares may be distributed or published in or from any country or jurisdiction except under circumstances
that will result in compliance with any applicable rules and regulations of any such country or jurisdiction. The Issue
will be made in compliance with the applicable SEBI ICDR Regulations, Section 42 of the Companies Act read with Rule
14 of the PAS Rules and other applicable provisions of the Companies Act and the rules made thereunder. Each purchaser of
the Equity Shares in the Issue will be deemed to have made acknowledgments and agreements as described under “Purchaser
Representations and Transfer Restrictions” on page 218.

Republic of India
The Preliminary Placement Document and this Placement Document may not be distributed directly or indirectly in India or
to residents of India and any Equity Shares may not be offered or sold directly or indirectly in India to, or for the account or
benefit of, any resident of India except as permitted by applicable Indian laws and regulations, under which an offer is strictly
on a private and confidential basis and is limited to Eligible QIBs and is not an offer to the public. The Preliminary Placement
Document and this Placement Document has not been and will not be registered as a prospectus with the RoC, and will not be
circulated or distributed to the public in India or any other jurisdiction, and will not constitute a public offer in India or any
other jurisdiction.

Australia
This Placement Document does not constitute a prospectus or other disclosure document under the Corporations Act 2001
(Cth) (“Australian Corporations Act”) and does not purport to include the information required of a disclosure document
under the Australian Corporations Act. This Placement Document has not been lodged with the Australian Securities and
Investments Commission (“ASIC”) and no steps have been taken to lodge it as such with ASIC. Any offer in Australia of the
Equity Shares under this Placement Document may only be made to persons who are “sophisticated investors” (within the
meaning of section 708(8) of the Australian Corporations Act), to “professional investors” (within the meaning of section
708(11) of the Australian Corporations Act) or otherwise pursuant to one or more exemptions under section 708 of the
Australian Corporations Act so that it is lawful to offer the Equity Shares in Australia without disclosure to investors under
Part 6D.2 of the Australian Corporations Act.

Any offer of the Equity Shares for on-sale that is received in Australia within 12 months after their issue by our Company, or
within 12 months after their sale by a selling security holder (or a Book Running Lead Manager) under the Issue, as applicable,
is likely to need prospectus disclosure to investors under Part 6D.2 of the AustralianCorporations Act, unless such offer for on-
sale in Australia is conducted in reliance on a prospectus disclosure exemption under section 708 of the Australian Corporations
Act or otherwise. Any persons acquiring the Equity Shares should observe such Australian on-sale restrictions.

Bahrain
All applications for investment should be received, and any allotments should be made, in each case from outsideBahrain. This
Placement Document has been prepared for private information purposes of intended investors only who will be high net worth
individuals and institutions. The Issuer has not made and will not make any invitation to the public in the Kingdom of Bahrain
and this Placement Document will not be issued, passed to, or made available to the public generally. The Bahrain Monetary
Agency (“BMA”) has not reviewed, nor has it approved,this Placement Document or the marketing of Equity Shares in the
Kingdom of Bahrain. Accordingly, Equity Shares may not be offered or sold in Bahrain or to residents thereof except as
permitted by Bahrain law.

Cayman Islands
This Placement Document does not constitute a public offer of the Equity Shares, whether by way of sale or subscription, in
the Cayman Islands. Each Book Running Lead Manager has represented and agreed that it has not offered or sold,and will not
offer or sell, directly or indirectly, any Equity Shares to any member of the public in the Cayman Islands.

People’s Republic of China

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This Placement Document may not be circulated or distributed in the People’s Republic of China (the “PRC”) and the Equity
Shares may not be offered or sold directly or indirectly to any resident of the PRC, or offered or sold to any person for reoffering
or resale directly or indirectly to any resident of the PRC except pursuant to applicable laws and regulations of the PRC. Neither
this offering circularnor any advertisement or other offering material may be distributed or published in the PRC, except under
circumstances that will result in compliance with any applicable laws and regulations.

European Economic Area


In relation to each Member State of the European Economic Area (each a “Relevant State”), no Equity Shares have been
offered or will be offered pursuant to the Issue to the public in that Relevant State prior to the publication of a prospectus in
relation to the Equity Shares which has been approved by the competent authority in that Relevant State or, where appropriate,
approved in another Relevant State and notified to the competent authority in that Relevant State, all in accordance with the
Prospectus Regulation), except that offers of Equity Shares may be made to the public in that Relevant State at any time under
the following exemptions under the Prospectus Regulation:

(a) to any legal entity which is a qualified investor as defined under the Prospectus Regulation;
(b) to fewer than 150 natural or legal persons (other than qualified investors as defined under the Prospectus Regulation),
subject to obtaining the prior consent of Book Running Lead Managers for any such offer; or
(c) in any other circumstances falling within Article 1(4) of the Prospectus Regulation,

provided that no such offer of Shares shall require the Issuer or the Book Running Lead Managers to publish a prospectus
pursuant to Article 3 of the Prospectus Regulation or supplement a prospectus pursuant to Article 23 of the Prospectus
Regulation. For the purposes of this provision, the expression an “offer to the public” in relation to any Equity Shares in any
Relevant State means the communication in any form and by any means of sufficient information on the terms of the offer and
any Equity Shares to be offered so as to enable an investor to decide to purchase or subscribe for any Equity Shares, and the
expression "Prospectus Regulation” means Regulation (EU) 2017/1129.

Hong Kong
This Placement Document has not been delivered for registration to the registrar of companies in Hong Kong, and its contents
have not been reviewed or authorized by any regulatory authority in Hong Kong. Accordingly: (i) (a) the Equity Shares have not
been and will not be offered or sold in Hong Kong, by means of any document, other than to persons that are considered
“professional investors” within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong (“SFO”) and any
rules made under the SFO, or (b) in other circumstances which do not result in this document being a “prospectus” as defined in
the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32) of Hong Kong or which do not constitute an
offer to the public within the meaning of the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32) of
Hong Kong and as permitted under the SFO; and (ii) no invitation, advertisement or other document relating to the Equity Shares
has been or will be issued (or possessed for the purpose of issue), whether in Hong Kong or elsewhere, which is directed at, or the
contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities
laws of Hong Kong) other than with respect to the Equity Shares which are or are intended to be disposed of only to persons
outside Hong Kong or only to “professional investors” within the meaning of the SFO and any rules made thereunder.

WARNING: The contents of this Placement Document have not been reviewed by any regulatory authority in Hong Kong. You
are advised to exercise caution in relation to the Issue. If you are in any doubt about any of the contents of this document, you
should obtain independent professional advice.

Japan
The Equity Shares have not been and will not be registered under the Financial Instruments and Exchange Act of Japan (Law.
No. 25 of 1948 as amended) (the “FIEA”) and disclosure under the FIEA has not been and will not be made with respect to the
Equity Shares. No Equity Shares have, directly or indirectly, been offered or sold, andmay not, directly or indirectly, be offered
or sold in Japan or to, or for the benefit of, any resident of Japan as defined in the first sentence of Article 6, Paragraph 1, Item
5 of the Foreign Exchange and Foreign Trade Law ofJapan (“Japanese Resident”) or to others for re-offering or re-sale, directly
or indirectly in Japan or to, or for thebenefit of, any Japanese Resident except (i) pursuant to an exemption from the registration
requirements of the FIEA and (ii) in compliance with any other relevant laws, regulations and governmental guidelines of
Japan.

If an offeree does not fall under a “qualified institutional investor” (tekikaku kikan toshika), as defined in Article10, Paragraph
1 of the Cabinet Office Ordinance Concerning Definition Provided in Article 2 of the Financial Instruments and Exchange Act
(the “Qualified Institutional Investor”), the Equity Shares will be offered in Japan by a private placement to small number of
investors (shoninzu muke kanyu), as provided under Article 23-13, Paragraph 4 of the FIEA, and accordingly, the filing of a
securities registration statement for a public offering pursuan to Article 4, Paragraph 1 of the FIEA has not been made.

If an offeree falls under the Qualified Institutional Investor, the Equity Shares will be offered in Japan by a privateplacement to
the Qualified Institutional Investors (tekikaku kikan toshikamuke kanyu), as provided under Article23-13, Paragraph 1 of the
FIEA, and accordingly, the filing of a securities registration statement for a public offering pursuant to Article 4, Paragraph 1
of the FIEA has not been made. To subscribe the Equity Shares (the “QII Equity Shares”) such offeree will be required to

211
agree that it will be prohibited from selling, assigning, pledging or otherwise transferring the QII Equity Shares other than to
another Qualified Institutional Investor.

Jordan
The Equity Shares are being offered in Jordan on a cross border basis based on a private one-on-one contacts to no more than
30 pre-identified potential investors and accordingly the Equity Shares will not be registered with the Jordanian Securities
Commission and a local prospectus is not required. This Placement Document may not be used for a public offering in Jordan
of the Equity Shares.

Republic of Korea
We are not making any representation with respect to the eligibility of any recipients of this Placement Document to acquire
the Equity Shares therein under the laws of Korea, including, but without limitation, the Foreign Exchange Transaction Law
and Regulations thereunder. The Equity Shares have not been and will not be registered under the Financial Investment Services
and Capital Markets Act of Korea (the “FSCMA”). Accordingly, the Equity Shares may not be offered, sold or delivered, or
offered or sold to any person for re-offering or resale, directly or indirectly, in Korea or to, or for the account or benefit of, any
resident of Korea (as such term is defined under theForeign Exchange Transaction Law of Korea and its Enforcement Decree),
for a period of one year from the dateof issuance of the Equity Shares, except (i) where relevant requirements are satisfied, the
Equity Shares may be offered, sold or delivered to or for the account or benefit of a Korean resident which falls within certain
categories of qualified professional investors as specified in the FSCMA, its Enforcement Decree and the Regulation on
Securities Issuance and Disclosure promulgated thereunder, or (ii) as otherwise permitted under applicable Korean laws and
regulations.

Furthermore, the Equity Shares may not be re-sold to Korea residents unless the purchaser of the Equity Shares complies with
all applicable regulatory requirements (including, but not limited to, governmental approval requirements under the Foreign
Exchange Transaction Law and its subordinate decrees and regulations) in connection with purchase of the Equity Shares.

Kuwait
This Placement Document is not for circulation in Kuwait and does not constitute an offer to sell, or the solicitation of an offerto
subscribe for or buy, the Equity Shares in Kuwait. The Equity Shares have not been licensed for offering in Kuwait by the
Kuwait Capital Markets Authority, the Ministry of Commerce and Industry or the Central Bank of Kuwait or any other relevant
Kuwaiti government agency. The offering of the Equity Shares in Kuwait on the basis of a private placement or public offering
is, therefore, restricted in accordance with Decree Law No. 31 of 1990 and the implementing regulations thereto (as amended),
Ministerial Order No. 113 of 1992 and Law No. 7 of 2010and the bylaws thereto (as amended). No private or public offering of
the Equity Shares is being made in Kuwait,and no agreement relating to the sale of the Equity Shares will be concluded in Kuwait.
No marketing or solicitation or inducement activities are being used to offer or market the Equity Shares in Kuwait.

Luxembourg

The Equity Shares offered in the Placement Document may not be offered, sold or delivered to the public within the Grand
Duchy of Luxembourg. This document is only intended for institutional investors. It is personal to each offeree and does not
constitute an offer to any other person or to the public generally in Luxembourg to subscribe for or otherwise acquire the Equity
Shares. Distribution of the Placement Document to any person other than the offeree and those persons, if any, retained to
advise such offeree with respect thereto is unauthorised and any disclosure of any of its contents, without our prior written
consent, is prohibited.

Malaysia
No prospectus or other offering material or document in connection with the offer and sale of the Equity Shares has been or
will be registered with the Securities Commission of Malaysia (“Commission”) for the Commission’sapproval pursuant to the
Capital Markets and Services Act 2007. Accordingly, this Placement Document and any other document or material in
connection with the offer or sale, or invitation for subscription or purchase, of the Equity Shares may not be circulated or
distributed, nor may the Equity Shares be offered or sold, or be made the subject of an invitation for subscription or purchase,
whether directly or indirectly, to persons in Malaysia other than (i) a closed end fund approved by the Commission; (ii) a holder
of a Capital Markets Services Licence; (iii) a person who acquires the Equity Shares, as principal, if the offer is on terms that
the Equity Shares may only be acquired at a consideration of not less than RM250,000 (or its equivalent in foreign currencies)
for each transaction; (iv) an individual whose total net personal assets or total net joint assets with his or her spouse exceeds
RM3 million (or its equivalent in foreign currencies), excluding thevalue of the primary residence of the individual; (v) an
individual who has a gross annual income exceeding RM300,000 (or its equivalent in foreign currencies) per annum in the
preceding twelve months; (vi) an individualwho, jointly with his or her spouse, has a gross annual income of RM400,000 (or
its equivalent in foreign currencies), per annum in the preceding twelve months; (vii) a corporation with total net assets
exceeding RM10million (or its equivalent in a foreign currencies) based on the last audited accounts; (viii) a partnership with
totalnet assets exceeding RM10 million (or its equivalent in foreign currencies); (ix) a bank licensee or insurance licensee as
defined in the Labuan Financial Services and Securities Act 2010; (x) an Islamic bank licensee or takaful licensee as defined
in the Labuan Financial Services and Securities Act 2010; and (xi) any other person asmay be specified by the Commission;
provided that, in the each of the preceding categories (i) to (xi), the distribution of the Equity Shares is made by a holder of a
Capital Markets Services Licence who carries on the business of dealing in securities. The distribution in Malaysia of the

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Placement Document t is subject to Malaysian laws. This Placement Document do not constitute and may not be used for the
purpose of public offering or an issue, offer for subscription or purchase, invitation to subscribe for or purchase any securities
requiring the registration of a prospectus with the Commission under the Capital Markets and Services Act 2007.

Mauritius
The Equity Shares may not be offered, distributed or sold, directly or indirectly, in Mauritius or to any resident ofMauritius,
except as permitted by applicable Mauritius law, including but not limited to the Mauritius Securities Act. No offer or
distribution of securities will be made to the public in Mauritius.

New Zealand
This Placement Document are not a prospectus. It has not been prepared or registered in accordance with the Securities Act 1978
of New Zealand (the “New Zealand Securities Act”). This Placement Document are being distributed in New Zealand only
to persons whose principal business is the investment of money or who, in the course of and for the purposes of their business,
habitually invest money, within the meaning of section 3(2)(a)(ii) of the New Zealand Securities Act (“Habitual Investors”).
By accepting the Placement Document, each investor represents and warrants that if they receive the Placement Document in
New Zealand they are a Habitual Investor and you will not disclose this Placement Document to any person who is not also a
Habitual Investor.

Sultanate of Oman
This Placement Document and the Equity Shares to which it relates may not be advertised, marketed, distributed or otherwise
made available to any person in Oman without the prior consent of the Capital Market Authority (“CMA”) and then only in
accordance with any terms and conditions ofsuch consent. In connection with the offering of Equity Shares, no prospectus has
been filed with the CMA. The offering and sale of Equity Shares described in this Placement Document will not take place
inside Oman. This Placement Document strictly private and confidential and is being issued to a limited number of sophisticated
investors, and may neither be reproduced, used for any other purpose, nor provided to any other person than the intended
recipient hereof

Qatar (excluding the Qatar Financial Centre)


This Placement Document and the offering of the Equity Shares have not been, and will not be: (i) lodged or registered with,
or reviewed or approved by, the Qatar Central Bank, the QatarFinancial Markets Authority the Ministry of Business and Trade
or any other governmental authority in the Stateof Qatar or (ii) authorized, permitted or licensed for offering or distribution in
Qatar, and the information containedin this Placement Document does not, and is not intended to, constitute a public or general
offer or other invitation in respectto the Equity Shares in the State of Qatar. Accordingly, the Equity Shares are not being, and
will not be, offered,issued or sold in the State of Qatar, and this Placement Document is not being, and will not be, distributed
in the State of Qatar. The offering, marketing, issue and sale of the Equity Shares and distribution of this Placement Document
is being made in, and is subject to the laws, regulations and rules of jurisdictions outside of the State of Qatar. No application
has been or will be made for the Equity Shares to be listed or traded on the Qatar Exchange or the QEVenture Market.

This Placement Document is strictly private and confidential, and is being sent to a limited number of institutional and/or
sophisticated investors (a) upon their request and confirmation that they understand the statements above; and (b) on the
condition that it will not be provided to any person other than the original recipient, and is not for general circulation and may
not be reproduced or used for any other purpose.

Qatar Financial Centre


This Placement Document do not, and is not intended to, constitute aninvitation or offer of securities from or within the Qatar
Financial Centre (the “QFC”), and accordingly should not be construed as such. This Placement Document has not been
reviewed or approved by or registered with the Qatar Financial Centre Authority, the Qatar Financial Centre Regulatory
Authority or any other competent legal body in the QFC. This Placement Document is strictly private and confidential, and
may not be reproduced or used for any other purpose, nor provided to any person other than the recipient thereof. Our Company
has not been approved or licensed by or registered with any licensing authorities within the QFC.

Saudi Arabia
Any investor in the Kingdom of Saudi Arabia or who is a Saudi person (a “Saudi Investor”) who acquires EquityShares pursuant
to the Issue should note that the offer of Equity Shares is an offer to “Sophisticated Investors” (as defined in Article 11 of the
“Offer of Securities Regulations” as issued by the Board of the Capital Market Authority resolution number 2-11-2004 dated
October 4, 2004 and amended by the Board of the Capital Market Authority resolution number 1-28-2008 dated August 18,
2008 (the “KSA Regulations”)) for the purposes of Article 9 of the KSA Regulations. Each Book Running Lead Manager has
represented, warranted and agreed that the offer of the Equity Shares will only be directed at Sophisticated Investors.
Prospective purchasers of the securities offered hereby should conduct their own due diligence on the accuracy of the
information relating to the securities. If you do not understand the contents of this Placement Document, you should consult
an authorised financial adviser.

The offer of Equity Shares shall not therefore constitute a “public offer” pursuant to the KSA Regulations, but issubject to the
restrictions on secondary market activity under Article 17 of the KSA Regulations. Any Saudi Investor who has acquired

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Equity Shares as a Sophisticated Investor may not offer or sell those Equity Shares to any person unless the offer or sale is
made through an authorised person appropriately licensed by the Saudi Arabian Capital Market Authority and (a) the Equity
Shares are offered or sold to a Sophisticated Investor; (b) theprice to be paid for the Equity Shares in any one transaction is
equal to or exceeds Saudi Arabian Riyal 1 million or an equivalent amount; or (c) the offer or sale is otherwise in compliance
with Article 17 of the KSA Regulations.

South Africa
Due to restrictions under the securities laws of South Africa, the Equity Shares are not offered, and the offer shall not be
transferred, sold, renounced or delivered, in South Africa or to a person with an address in South Africa, unless one or other of
the following exemptions applies:

i. the offer, transfer, sale, renunciation or delivery is to:


(a) persons whose ordinary business is to deal in securities, as principal or agent;
(b) the South African Public Investment Corporation;
(c) persons or entities regulated by the Reserve Bank of South Africa;
(d) authorised financial service providers under South African law;
(e) financial institutions recognised as such under South African law;
(f) a wholly-owned subsidiary of any person or entity contemplated in (c), (d) or (e), acting as agent in the capacity of an
authorised portfolio manager for a pension fund or collective investment scheme (in each caseduly registered as such
under South African law); or
(g) any combination of the person in (a) to (f); or

ii. the total contemplated acquisition cost of the securities, for any single addressee acting as principal, is equalto or greater
than ZAR1,000,000.

No “offer to the public” (as such term is defined in the South African Companies Act, No. 71 of 2008 (as amendedor re-enacted)
(the “South African Companies Act”)) in South Africa is being made in connection with the issue of the Equity Shares.
Accordingly, this Placement Document does not, nor is it intended to, constitute a "registered prospectus" (as that term is
defined in the South African Companies Act) prepared and registered under the SouthAfrican Companies Act and the South
African Companies Act Regulations of 2011 and has not been approved by, or filed with, the South African Companies and
Intellectual Property Commission or any other regulatory authority in South Africa. Any issue or offering of the Equity Shares
in South Africa constitutes an offer of the Equity Shares in South Africa for subscription or sale in South Africa only to persons
who fall within the exemption from “offers to the public” set out in section 96(1)(a) or (b) of the South African Companies
Act. Accordingly, this Placement Document must not be acted on or relied on by persons in South Africa who do not fall within
section 96(1)(a) or (b) of the South African Companies Act (such persons being referred to as “SA Relevant Persons”). Any
investment or investment activity to which this Placement Document relates is available in South Africa onlyto SA Relevant
Persons and will be engaged in South Africa only with SA Relevant Persons.

The information contained in this Placement Document constitutes factual information as contemplated in section 1(3)(a) of
the South African Financial Advisory and IntermediaryServices Act, No. 37 of 2002 (as amended or re-enacted) and should
not be construed as an express or implied recommendation, guidance or proposal that any particular transaction in respect of the
Equity Shares is appropriate to the particular investment objectives, financial situations or needs of a prospective investor, and
nothing in this Placement Document should be construed as constituting the canvassing for, or marketing or advertising of,
financial services in South Africa.

No South African resident or offshore subsidiary of a South African resident may subscribe for or purchase any of the Equity
Shares or beneficially own or hold any of the Equity Shares unless specific approval has been obtained from the financial
surveillance department of the South African Reserve Bank (the “SARB”) by such persons or such subscription, purchase or
beneficial holding or ownership is otherwise permitted under the SouthAfrican Exchange Control Regulations or the rulings
promulgated thereunder (including, without limitation, the rulings issued by the SARB providing for foreign investment
allowances applicable to persons who are residentsof South Africa under the applicable exchange control laws of South Africa).

Switzerland
The Equity Shares may not be publicly offered in Switzerland and will not be listed on the SIX Swiss Exchange (“SIX”) or on
any other stock exchange or regulated trading facility in Switzerland. This Placement Document has been prepared without
regard to the disclosure standards for issuance prospectuses under Article 652a or Article 1156of the Swiss Code of Obligations
or the disclosure standards for listing prospectuses under Articles 27 ff. of the SIX Listing Manual or the listing rules of any
other stock exchange or regulated trading facility in Switzerland. Neither this Placement Document nor any other offering or
marketing material relating to the Equity Shares or the Issue maybe publicly distributed or otherwise made publicly available
in Switzerland.

Neither this Placement Document nor any other offering or marketing material relating to the Equity Shares or the Issue or us
have been or will be filed with or approved by any Swiss regulatory authority. In particular, this Placement Document willnot
be filed with, and the Issue will not be supervised by, the Swiss Financial Market Supervisory Authority FINMA (“FINMA”),

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and the Issue has not been and will not be authorized under the Swiss Federal Act onCollective Investment Schemes
(“CISA”). The investor protection afforded to acquirers of interests in collectiveinvestment schemes under the CISA does not
extend to acquirers of the Equity Shares.

The Equity Shares are being offered in Switzerland by way of a private placement, i.e., to a small number of selected investors
only, without any public offer and only to investors who do not purchase the Equity Shares with the intention to distribute them
to the public. The investors will be individually approached from time to time. This Placement Document, as well as any other
offering or marketing material relating to the Equity Shares, is confidential and it is exclusively for the use of the individually
addressed investors in connection with the offer of the EquityShares in Switzerland and it does not constitute an offer to any
other person. This Placement Document may only be used bythose investors to whom it has been handed out in connection
with the Issue described herein and may neither directly nor indirectly be distributed or made available to other persons without
our express consent. It may not be used in connection with any other offer and shall in particular not be copied and/or distributed
to the public inor from Switzerland.

United Arab Emirates (excluding the Dubai International Financial Centre)


This Placement Document does not constitute or contain an offer of securities to the general public in the UAE. No offering,
marketing, promotion, advertising or distribution (together, “Promotion”) of this Placement Document or the Equity Shares
may be made to the general public in the United Arab Emirates (the “UAE”) unless: (a) such Promotion has beenapproved by
the UAE Securities and Commodities Authority (the “SCA”) and is made in accordance with the lawsand regulations of the UAE,
including SCA Board of Directors’ Chairman Decision no. (3/R.M.) of 2017 (the “Promotion and Introduction
Regulations”), and is made by an entity duly licensed to conduct such Promotion activities in the UAE; or (b) such Promotion is
conducted by way of private placement made: (i) only to non-natural person “Qualified Investors” (as such term is defined in
the Promotion and Introduction Regulations); or (ii) otherwise in accordance with the laws and regulations of the UAE; or (c)
such Promotion is carried out by way ofreverse solicitation only upon an initiative made in writing by an investor in the UAE.
None of the SCA, the UAE Central Bank, the UAE Ministry of Economy or any other regulatory authority in the UAE has reviewed
or approved the contents of this Placement Document nor does any such entity accept any liability for the contents of this
Placement Document.

In relation to its use in the UAE, this Placement Document is strictly private and confidential and is being distributed to a limited
number of investors and must not be provided to any person other than the original recipient, and maynot be reproduced or used
for any other purpose. If you do not understand the contents of this Placement Document, you should consult an authorised
financial adviser.

Dubai International Financial Centre


The Placement Document relate to an Exempt Offer in accordance with the Markets Rules Module of the Dubai Financial
Services Authority (“DFSA”) Rulebook. This Placement Document are intended for distribution only to persons of a type
specified in the Markets Rules Module. It must not be delivered to, or relied on by, any other person. The DFSAhas no
responsibility for reviewing or verifying any documents in connection with Exempt Offers. The DFSA hasnot approved this
Placement Document nor taken steps to verify the information set forth herein and has no responsibility for this Placement
Document. The securities to which this Placement Document relate may be illiquid and/or subject to restrictions on their resale.
Prospective purchasers of the securities offered should conduct their own due diligence on the securities. If you do not understand
the contents of this Placement Document you should consult an authorized financial advisor.

In relation to its use in the DIFC, this Placement Document are strictlyprivate and confidential and is being distributed to a
limited number of investors and must not be provided to anyperson other than the original recipient, and may not be reproduced
or used for any other purpose. The interests in the securities may not be offered or sold directly or indirectly to the public in
the DIFC

Singapore
This Placement Document has not been and will not be registered as a prospectus with the Monetary Authority of Singapore.
Accordingly, this Placement Document and any other document or material in connection with the offer or sale, or invitation
for subscription or purchase, of the Equity Shares may not be circulated or distributed, nor may the Equity Shares be offered
or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to any person in
Singapore other than (i) to an institutional investor (as defined in Section 4A of the Securities and Futures Act 2001 (2020
Revised Edition) of Singapore, as modified or amended from time to time (the “SFA”)) pursuant to Section 274 of the SFA,
(ii) to a relevant person (as defined in Section 275(2) of the SFA) pursuant to Section 275(1) of the SFA, or any person pursuant
to Section 275(1A) of the SFA, and in accordance with the conditions specified in Section 275 of the SFA, or (iii) otherwise
pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA.

Where the Equity Shares are subscribed or purchased under Section 275 of the SFA by a relevant person which is:

(a) a corporation (which is not an accredited investor (as defined in Section 4A of the SFA)) the sole business of which is to
hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited
investor; or

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(b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary of
the trust is an individual who is an accredited investor,

securities or securities-based derivatives contracts (each term as defined in Section 2(1) of the SFA) of that corporation or the
beneficiaries’ rights and interest (howsoever described) in that trust shall not be transferred within six months after that
corporation or that trust has acquired the Equity Shares pursuant to an offer made under Section 275 of the SFA except:

(a) to an institutional investor or to a relevant person, or to any person arising from an offer referred to in Section 275(1A)
or Section 276(4)(c)(ii) of the SFA;
(b) where no consideration is or will be given for the transfer;
(c) where the transfer is by operation of law;
(d) as specified in Section 276(7) of the SFA; or
(e) as specified in Regulation 37A of the Securities and Futures (Offers of Investments) (Securities and Securities-based
Derivatives Contracts) Regulations 2018.

Notification under Section 309B(1) of the Securities and Futures Act 2001 (2020 Revised Edition) of Singapore – - The Equity
Shares are prescribed capital markets products (as defined in the Securities and Futures (Capital Markets Products) Regulations
2018) and Excluded Investment Products (as defined in MAS Notice SFA 04-N12: Notice on the Sale of Investment Products
and MAS Notice FAA-N16: Notice on Recommendations on Investment Products).

United Kingdom
In relation to the United Kingdom, no Equity Shares have been offered or will be offered pursuant to the Issue to the public in
the United Kingdom, except that offers of Equity Shares may be made to the public in the United Kingdom at any time under
the following exemptions under the UK Prospectus Regulation:

(a) to any legal entity which is a qualified investor as defined under the UK Prospectus Regulation;
(b) to fewer than 150 natural or legal persons (other than qualified investors as defined under the UK Prospectus Regulation),
subject to obtaining the prior consent of Book Running Lead Managers for any such offer; or
(c) in any other circumstances falling within Section 86 of the Financial Services and Markets Act (“FSMA”),

provided that no such offer of Shares shall require the Issuer or the Book Running Lead Managers to publish a prospectus
pursuant to Section 85 of FSMA or supplement a prospectus pursuant to Article 23 of the UK Prospectus Regulation. For the
purposes of this provision, the expression an “offer to the public” in relation to any Equity Shares in any Relevant State means
the communication in any form and by any means of sufficient information on the terms of the offer and any Equity Shares to
be offered so as to enable an investor to decide to purchase or subscribe for any Equity Shares, and the expression "UK
Prospectus Regulation” means Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the European Union
(Withdrawal) Act.

Other restrictions

This Placement Document does not constitute an approved prospectus for the purposes of and as defined in section 85 of
Financial Services and Markets Act 2000 (“FSMA”), has not been prepared in accordance with the prospectus rules issued by
the Financial Conduct Authority (“FCA”) pursuant to section 73A of the FSMA and has not been approved by or filed with
the FCA. The Equity Shares may not be offered or sold and will not be offered or sold to the public in the United Kingdom
(within the meaning of section 85 and 102B of the FSMA) save in the circumstances where it is lawful to do so without an
approved prospectus (within the meaning of section 85 of the FSMA) being made available to the public before the offer is
made.

This Placement Document is not to be distributed, delivered or passed on to any person resident in the United Kingdom, unless
it is being made only to, or directed only at (a) persons falling within the categories of “investment professionals” as defined
in Article 19(5) of the Financial Services and Markets Act (Financial Promotion) Order 2005 as amended (the “Financial
Promotion Order”), (b) persons falling within any of the categories of persons described in Article 49(2) of the Financial
Promotion Order (high net worth companies, unincorporated associations etc), or (c) any other person to whom it may otherwise
lawfully be made (all such persons together being referred to as “relevant persons”).

This Placement Document must not be acted on or relied on by persons who are not relevant persons. Any investment or
investment activity to which this communication relates is available only to relevant persons and will be engaged in only with
relevant persons. Persons of any other description in the United Kingdom may not receive and should not act or rely on this
Placement Document or any other marketing materials relating to the Equity Shares.

Potential investors in the United Kingdom are advised that all, or most, of the protections afforded by the United Kingdom
regulatory system will not apply to an investment in the Equity Shares and that compensation will not be available under the
United Kingdom Financial Services Compensation Scheme.

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If the recipient of this Placement Document is in any doubt about the investment to which this Placement Document relates,
they should consult a person authorized under the FSMA who specializes in advising on investing in securities.

United States
The Equity Shares have not been and will not be registered under the United States Securities Act of 1933, as amended and
may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to,
the registration requirements of the U.S. Securities Act and applicable state securities laws. Accordingly, the Equity Shares are
being offered and outside the United States only in an “offshore transaction” in reliance on Regulation S.

Other Jurisdictions
The distribution of this Placement Document and the offer and sale of the Equity Shares may be restricted by law in certain
jurisdictions. Persons into whose possession this Placement Document come are required to inform themselves about, and to
observe, any such restrictions to the extent applicable.

217
PURCHASER REPRESENTATIONS AND TRANSFER RESTRICTIONS

Due to the following restrictions, Bidders are advised to consult legal counsel prior to Bidding for the Equity Shares or making
any offer, resale, pledge or transfer of the Equity Shares.

The Equity Shares Allotted in the Issue are not permitted to be sold for a period of one year from the date of Allotment, except
on floor of the BSE or the NSE. Due to the following restrictions, investors are advised to consult legal counsel prior to making
any resale, pledge or transfer of the Equity Shares, except if the resale of the Equity Shares is by way of a regular sale on the
BSE or the NSE.

The Equity Shares have not been and will not be registered under the U.S. Securities Act and may not be offered or sold within
the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the
U.S. Securities Act and the applicable securities laws of all states and other jurisdictions of the United States.

Each other purchaser of the Equity Shares is deemed to have represented, agreed and acknowledged as follows:

1. You are outside the United States and are purchasing the Equity Shares in an “offshore transaction” as defined in
Regulation S.

2. You are not an affiliate of our Company or a person acting on behalf of an affiliate of our Company.

3. You are not purchasing the Equity Shares as a result of any directed selling efforts (as defined in Regulation S), or any
general solicitation or general advertising (as defined in Regulation D).

4. You will base your investment decision on a copy of the Preliminary Placement Document and this Placement
Document. You acknowledge that neither our Company nor any of its affiliates nor any other person (including the
BRLMs) or any of their respective affiliates have made or will make any representations, express or implied, to you with
respect to our Company, the Issue, the Equity Shares or the accuracy, completeness or adequacy of any financial or other
information concerning our Company, the Issue or the Equity Shares, other than (in the case of our Company and its
affiliates only) the information contained in the Preliminary Placement Document and this Placement Document. You
acknowledge that you have not relied on and will not rely on any investigation by, or on any information contained in
any research reports prepared by the BRLMs or any of their respective affiliates.

5. You acknowledge (or if acting for the account of another person, such person has confirmed that they acknowledge) that
the Equity Shares have not been and will not be registered under the U.S. Securities Act or with any securities regulatory
authority of any state or other jurisdiction of the United States.

6. You agree, on your own behalf and on behalf of any accounts for which you are acting, that you will not reoffer, resell,
pledge or otherwise transfer the Equity Shares, except in an offshore transaction on a recognized Indian stock exchange
in compliance with Regulation S.

7. None of you, any of your affiliates nor any person acting on behalf of you or any of your affiliates, has made or shall
make any directed selling efforts (as defined in Regulation S), or any general solicitation or general advertising (as
defined in Regulation D), with respect to the Equity Shares.

8. You agree that, prior to any sale of the Equity Shares, you shall notify the purchaser of such Equity Shares or the
executing broker, as applicable, (a) of any transfer restrictions that are applicable to the Equity Shares being sold, and
(b) that the Equity Shares have not been and will not be registered under the U.S. Securities Act.

9. You shall notify the executing broker and any other agent involved in any resale of the Equity Shares of the forgoing
restrictions applicable to the Equity Shares and instruct such broker or agent to abide by such restrictions.

10. You understand and acknowledge that our Company shall have no obligation to recognize any offer, sale, pledge or
other transfer made other than in compliance with the restrictions on transfer set forth and described herein and that our
Company may make notation on its records or give instructions to any transfer agent of the Equity Shares.

11. You agree to indemnify and hold our Company and the BRLMs and their respective affiliates harmless from any and all
costs, claims, liabilities and expenses (including legal fees and expenses) arising out of or in connection with any breach
of these representations, warranties or agreements. You agree that the indemnity set forth in this paragraph shall survive
the resale of the Equity Shares.

12. You understand that the foregoing representations, warranties, agreements, undertakings and acknowledgements are
required in connection with United States and other securities laws and that our Company, BRLMs and their respective
affiliates and others are entitled to rely upon the truth and accuracy of the representations, warranties, agreements,
undertakings or acknowledgements contained herein. You agree that if any of the representations, warranties,

218
agreements, undertakings and acknowledgements made herein are no longer accurate, you shall promptly notify our
Company and the BRLMs in writing. All representations, warranties, agreements, undertakings and acknowledgements
you have made in this document shall survive the execution and delivery hereof.

Any resale or other transfer, or attempted resale or other transfer, of the Equity Shares made other than in compliance with the
above-stated restrictions shall not be recognized by our Company.

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THE SECURITIES MARKET OF INDIA

The information in this section has been extracted from documents available on the website of SEBI and the Stock Exchanges
and has not been prepared or independently verified by our Company, the BRLMs or any of their respective affiliates or
advisors.

The Indian Securities Market

India has a long history of organised securities trading. In 1875, the first stock exchange was established in Mumbai. The BSE
and the NSE together hold a dominant position among the stock exchanges in terms of the number of listed companies, market
capitalisation and trading activity.

Stock Exchanges Regulation

Indian stock exchanges are regulated primarily by SEBI, as well as by the Government acting through the Ministry of Finance,
Capital Markets Division, under the SCRA and the SCRR. SEBI, in exercise of its powers under the SCRA and the SEBI Act,
notified the SCR (SECC) Rules, which regulate inter alia the recognition, ownership and internal governance of stock
exchanges and clearing corporations in India together with providing for minimum capitalisation requirements for stock
exchanges. The SCRA, the SCRR and the SCR (SECC) Rules along with various rules, bye-laws and regulations of the
respective stock exchanges, regulate the recognition of stock exchanges, the qualifications for membership thereof and the
manner, in which contracts are entered into, settled and enforced between members of the stock exchanges.

The SEBI Act empowers SEBI to regulate the Indian securities markets, including stock exchanges and intermediaries in the
capital markets, promote and monitor self-regulatory organisations and prohibit fraudulent and unfair trade practices.
Regulations and guidelines concerning minimum disclosure requirements by public companies, rules and regulations
concerning investor protection, insider trading, substantial acquisitions of shares and takeover of companies, buy-backs of
securities, employee stock option schemes, stockbrokers, merchant bankers, underwriters, mutual funds, foreign portfolio
investors, credit rating agencies and other capital market participants have been notified by the relevant regulatory authority.

Listing and Delisting of Securities

The listing of securities on a recognised Indian stock exchange is regulated by the applicable Indian laws including the
Companies Act, the SCRA, the SCRR, the SEBI Act, SEBI Listing Regulations and various guidelines and regulations issued
by the SEBI and the stock exchanges. The SCRA empowers the governing body of each recognised stock exchange to suspend
trading of or withdraw admission to dealings in a listed security for breach of or non-compliance with any conditions or breach
of company’s obligations under the SEBI Listing Regulations or for any reason, subject to the issuer receiving prior written
notice of the intent of the exchange and upon granting of a hearing in the matter. SEBI also has the power to amend the SEBI
Listing Regulations and bye-laws of the stock exchanges in India, to overrule a stock exchange’s governing body and withdraw
recognition of a recognized stock exchange.

SEBI has notified the Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021, in relation to the
voluntary and compulsory delisting of equity shares from the stock exchanges. In addition, certain amendments to the SCRR
have also been notified in relation to delisting.

Minimum Level of Public Shareholding

All listed companies are required to ensure a minimum public shareholding at 25%. Further, where the public shareholding in
a listed company falls below 25% at any time, such company is required to bring the public shareholding to 25% within a
maximum period of 12 months from the date of such fall. Consequently, a listed company may be delisted from the stock
exchanges for not complying with the above-mentioned requirement. Our Company is in compliance with this minimum public
shareholding requirement.

Index-Based Market-Wide Circuit Breaker System

In order to restrict abnormal price volatility in any particular stock, the SEBI has instructed stock exchanges to apply daily
circuit breakers which do not allow transactions beyond a certain level of price volatility. The index-based market-wide circuit
breaker system (equity and equity derivatives) applies at three stages of the index movement, at 10%, 15% and 20%. These
circuit breakers, when triggered, bring about a co-ordinated trading halt in all equity and equity derivative markets nationwide.
The market-wide circuit breakers are triggered by movement of either the SENSEX of the BSE or the S&P CNX NIFTY of the
NSE, whichever is breached earlier.

In addition to the market-wide index-based circuit breakers, there are currently in place individual scrip-wise circuit breakers.
However, no price bands are applicable on scrips on which derivative products are available or scrips included in indices on
which derivative products are available.

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The stock exchanges in India can also exercise the power to suspend trading during periods of market volatility. Margin
requirements are imposed by stock exchanges that are required to be paid by the stockbrokers.

BSE

Established in 1875, it is the oldest stock exchange in India. In 1956, it became the first stock exchange in India to obtain
permanent recognition from the Government under the SCRA. Pursuant to the BSE (Corporatization and Demutualization)
Scheme 2005 of SEBI, with effect from August 19, 2005, BSE was incorporated as a company under the Companies Act, 1956.
BSE was listed on NSE with effect from February 3, 2017. It has evolved over the years into its present status as one of the
premier stock exchanges of India.

NSE

The NSE was established by financial institutions and banks to provide nationwide online, satellite-linked, screen-based trading
facilities with market-makers and electronic clearing and settlement for securities including government securities, debentures,
public sector bonds and units. It has evolved over the years into its present status as one of the premier stock exchanges of India.
The NSE was recognised as a stock exchange under the SCRA in April 1993 and commenced operations in the wholesale debt
market segment in June 1994. The capital market (equities) segment commenced operations in November 1994 and operations
in the derivatives segment commenced in June 2000. NSE launched the NSE 50 Index, now known as S&P CNX NIFTY, on
April 22, 1996 and the Mid-cap Index on January 1, 1996.

Internet-based Securities Trading and Services

Internet trading takes place through order routing systems, which route client orders to exchange trading systems for execution.
Stockbrokers interested in providing this service are required to apply for permission to the relevant stock exchange and also
have to comply with certain minimum conditions stipulated by SEBI. The NSE became the first exchange to grant approval to
its members for providing internet-based trading services. Internet trading is possible on both the “equities” as well as the
“derivatives” segments of the NSE.

Trading Hours

Trading on both the NSE and the BSE occurs from Monday to Friday, between 9:15 a.m. and 3:30 p.m. IST (excluding the 15
minutes pre-open session from 9:00 a.m. to 9:15 a.m.). The BSE and the NSE are closed on public holidays. The recognised
stock exchanges have been permitted to set their own trading hours (in the cash and derivatives segments) subject to the
condition that (i) the trading hours are between 9.00 a.m. and 5.00 p.m.; and (ii) the stock exchange has in place a risk
management system and infrastructure commensurate to the trading hours.

Trading Procedure

In order to facilitate smooth transactions, the BSE replaced its open outcry system with BSE On-line Trading (“BOLT”) facility
in 1995. This totally automated screen based trading in securities was put into practice nation-wide. This has enhanced
transparency in dealings and has assisted considerably in smoothening settlement cycles and improving efficiency in back-
office work. In the year 2014, BSE introduced its new generation trading platform, BOLT Plus.

NSE has introduced a fully automated trading system called National Exchange for Automated Trading (“NEAT”), which
operates on strict time/price priority besides enabling efficient trade. NEAT has provided depth in the market by enabling large
number of members all over India to trade simultaneously, narrowing the spreads.

SEBI Listing Regulations

Public listed companies are required under the SEBI Listing Regulations to prepare and circulate to their shareholders audited
annual accounts which comply with the disclosure requirements and regulations governing their manner of presentation and
which include sections relating to corporate governance, related party transactions and management’s discussion and analysis
as required under the SEBI Listing Regulations. In addition, a listed company is subject to continuing disclosure requirements
pursuant to the terms of the SEBI Listing Regulations.

SEBI Takeover Regulations

Disclosure and mandatory bid obligations for listed Indian companies are governed by the SEBI Takeover Regulations which
provide specific regulations in relation to substantial acquisition of shares and takeover. The SEBI Takeover Regulations
prescribes certain thresholds or trigger points in the shareholding a person or entity has in the listed Indian company, which
give rise to certain obligations on part of the acquirer. Acquisitions up to a certain threshold prescribed under the SEBI Takeover
Regulations mandate specific disclosure requirements, while acquisitions crossing particular thresholds may result in the
acquirer having to make an open offer of the shares of the target company. The SEBI Takeover Regulations also provides for
the possibility of indirect acquisitions, imposing specific obligations on the acquirer in case of such indirect acquisition. The

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SEBI Takeover Regulations also provides certain general exemptions which exempt certain acquisitions from the obligation to
make an open offer.

SEBI Insider Trading Regulations

The SEBI Insider Trading Regulations have been notified to prohibit and penalise insider trading in India. An insider is, among
other things, prohibited from dealing in the securities of a listed company when in possession of unpublished price sensitive
information (“UPSI”). The SEBI Insider Trading Regulations, inter alia, impose certain restrictions on the communication of
information by listed companies. Under the SEBI Insider Trading Regulations, (i) no insider shall communicate, provide or
allow access to any UPSI relating to such companies and securities to any person including other insiders; and (ii) no person
shall procure or cause the communication by any insider of UPSI relating to such companies and securities, except in furtherance
of legitimate purposes, performance of duties or discharge of legal obligations. However, UPSI may be communicated, provided
or allowed access to or procured, under certain circumstances specified in the SEBI Insider Trading Regulations. The SEBI
Insider Trading Regulations make it compulsory for listed companies and certain other entities that are required to handle UPSI
in the course of business operations to establish an internal code of practices and procedures for fair disclosure of UPSI and to
regulate, monitor and report trading by insiders. To this end, the SEBI Insider Trading Regulations provide principles of fair
disclosure for purposes of code of practices and procedures for fair disclosure of UPSI and minimum standards for code of
conduct to regulate, monitor and report trading by insiders. There are also initial and continuing shareholding disclosure
obligations under the SEBI Insider Trading Regulations. The SEBI Insider Trading Regulations also provides for disclosure
obligations for promoters, employees and directors, with respect to their shareholding in the company, and the changes therein.
The board of directors of all listed companies are required to formulate and publish on the company’s website a code of
procedure for fair disclosure of UPSI along with a code of conduct for its employees for compliances with the SEBI Insider
Trading Regulations. Insider Trading Regulations prescribe that the board of directors or head(s) of listed companies shall
ensure that a structured digital database be maintained, containing the nature of unpublished price sensitive information, the
names and details of persons who have shared the information and the names and details person with whom information is
shared.

Depositories

The Depositories Act provides a legal framework for the establishment of depositories to record ownership details and effect
transfer in book-entry form. Further, SEBI framed regulations in relation to the registration of such depositories, the registration
of participants as well as the rights and obligations of the depositories, participants, companies and beneficial owners. The
depository system has significantly improved the operation of the Indian securities markets.

Derivatives (Futures and Options)

Trading in derivatives is governed by the SCRA, the SCRR and the SEBI Act. The SCRA was amended in February 2000 and
derivatives contracts were included within the term “securities”, as defined by the SCRA. Trading in derivatives in India takes
place either on separate and independent derivatives exchanges or on a separate segment of an existing stock exchange. The
derivatives exchange or derivatives segment of a stock exchange functions as a self-regulatory organisation under the
supervision of the SEBI.

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DESCRIPTION OF THE EQUITY SHARES

The following is information relating to the Equity Shares including a brief summary of the Memorandum and Articles of
Association and the Companies Act. Bidders are urged to read the Memorandum and Articles of Association carefully, and
consult with their advisers, as the Memorandum and Articles of Association and applicable Indian law, and not this summary,
govern the rights attached to the Equity Shares.

Share capital

The authorized share capital of our Company is ₹5,140,000,000 divided into 750,000,000 equity shares having a face value of
₹2 each and 364,000,000 preference shares having a face value of ₹10 each. For further details please see the section “Capital
Structure” on page 76.

Dividends

Under Indian law, a company pays dividends upon a recommendation by its board of directors and approval by a majority of
the shareholders at the AGM held each Fiscal. Subject to certain conditions laid down by Section 123 of the Companies Act, no
dividend can be declared or paid by a company for any Fiscal except out of the profits of the company for that year, calculated
in accordance with the provisions of the Companies Act or out of the profits of the company for any previous Fiscal(s) arrived
in a manner laid down by the Companies Act and remaining undistributed or out of both or out of money provided by the
Central Government or a State Government for the payment of dividend by the company in pursuance of a guarantee given by
that Government.

Further, as per the Companies Act read with the Companies (Declaration and Payment of Dividend) Rules, 2014, in the event
of inadequacy or absence of profits in any year, a company may declare dividend out of free reserves, provided: (a) the rate of
dividend declared shall not exceed the average of the rates at which dividend was declared by it in the three years immediately
preceding that year; provided, this shall not apply to a company, which has not declared any dividend in each of the three
preceding financial years (b) the total amount to be drawn from such accumulated profits shall not exceed one-tenth of the sum
of the paid up share capital of the company and free reserves of the company as per the most recent audited financial statement;
(c) the amount so drawn shall be first utilised to set off the losses incurred by the company in the financial year in which the
dividend is declared before any dividend in respect of equity shares is declared; and (d) the balance of reserves of the company
after such withdrawal shall not fall below 15% of the company's paid up share capital as per the most recent audited financial
statement of the company.

Our Board may retain any dividends on which our Company may have a lien and may apply the same towards the satisfaction
of the debts or liabilities or engagement in respect of which the lien exists. No member shall be entitled to receive payment of
interest and dividend in respect of his Equity Shares while any money may be due or owing from him to our Company and our
Board may deduct from any dividend payable to any member all sums of money, if any, payable by him to our Company on
account of calls in relation to the Equity Shares of our Company or otherwise. A transfer of Equity Shares shall not pass the
right to any dividend declared therein before the registration of the transfer unless the registered holder of the Equity Shares
authorises our Company to pay the dividend to the transferee.

According to the Articles of Association, dividends may be paid to the members according to their respective rights but the
amount of dividend shall not exceed the amount recommended by our Board of Directors. However, our Company may declare
a smaller dividend in the general meeting.

Unclaimed and unpaid dividend shall not be forfeited by our Company. Subject to applicable provisions of the Companies Act,
if our Company has declared a dividend but which has not been paid or claimed or dividend warrant or such other instrument
has not been posted within 30 days from the date of declaration to any member entitled to the payment of the dividend, our
Company shall within seven days from the date of the expiry of the aforesaid 30 days period transfer the total amount of
dividend which remains unpaid or unclaimed to a special account to be opened in that behalf in any scheduled bank called
unpaid dividend account.

The Equity Shares issued pursuant to the Preliminary Placement Document shall rank pari passu with the existing Equity Shares
in all respects including entitlements to any dividends that may be declared by our Company.

Capitalisation of Profits and issue of bonus shares

In addition to permitting dividends to be paid out of current or retained earnings as described above, the Companies Act permits
the board of directors of a company subject to approval of shareholders in a general meeting to issue fully paid up bonus shares
to its members out of (a) the free reserves of the company, (b) the securities premium account, or (c) the capital redemption
reserve account. However, a company may capitalise its profits or reserves for issue of fully paid up bonus shares, provided:
(a) its authorised by articles, (b) it has been, on the recommendation of the board of directors, been authorised by the
shareholders in a general meeting, (c) it has not defaulted in payment of interest or principal in respect of fixed deposits or debt

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securities issued by it, (d) it has not defaulted on payment of statutory dues such as contribution to provident fund, gratuity and
bonus(e) there are no partly paid-up shares. The issue of bonus shares once declared cannot be withdrawn.

These bonus shares must be distributed to shareholders in proportion to the number of ordinary shares owned by them as
recommended by the board of directors. No issue of bonus shares may be made by capitalising reserves created by revaluation
of assets, and no bonus shares shall be issued in lieu of dividend. Further, any issue of bonus shares would be subject to the
SEBI ICDR Regulations.

Our Company may by a resolution passed in a general meeting of the Shareholders, upon a recommendation by the Board,
resolve to capitalise whole or any part of the amount for the time being standing to the credit of any of our Company’s reserve
accounts or to the credit of the statement of profit and loss or otherwise available for distribution and distribute amongst such
of the shareholders as would be entitled to receive the same if distributed by way of dividend and in the same proportions and
that all or any part of such capitalized fund shall be applied on behalf of such shareholders in paying up any amounts for the
time being unpaid on any Equity Shares held by such Shareholders and/or in paying up in full, unissued shares of our Company
to be allotted and distributed, credited as fully paid up in the proportion aforesaid, provided that a share premium account and
a capital redemption reserve fund may, for the purposes of the Article, be applied in the paying of any unissued shares to be
issued to members of our Company as fully paid bonus shares.

Pre-Emptive Rights and Alteration of Share Capital

Subject to the provisions of the Companies Act, our Company may increase its share capital by issuing new shares on such
terms and with such rights as it, by action of its shareholders in a general meeting may determine. According to Section 62(1)(a)
of the Companies Act such new shares shall be offered to existing Shareholders in proportion to the amount paid up on those
shares at that date. The offer shall be made by notice specifying the number of shares offered and the date (being not less than
15 days and not exceeding 30 days from the date of the offer) within which the offer, if not accepted, will be deemed to have
been declined. After such date the board may dispose of the shares offered in respect of which no acceptance has been received
which shall not be disadvantageous to the Shareholders. The offer is deemed to include a right exercisable by the person
concerned to renounce the shares offered to him in favour of any other person.

Under the provisions of Section 62(1)(c) of the Companies Act, new shares may be offered to any persons whether or not those
persons include existing shareholders, either for cash or for a consideration other than cash, if the price of such shares is
determined by the valuation report of a registered valuer subject to such conditions as may be prescribed, if a special resolution
to that effect is passed by our shareholders in a general meeting.

The Articles of Association provide that our Company, subject to compliance with requirements under the Companies Act, or
any other applicable law in force in the general meeting, from time to time, may consolidate, divide or sub-divide its share
capital.

Our Articles of Association permit our Company, pursuant to an ordinary resolution in a general meeting, to sub‐divide or
consolidate its shares, or any of them, and the resolution whereby any share is sub‐divided, may determine that, as between the
holders of the shares resulting from such sub‐division one or more of such shares shall have some preference or special
advantage as regards dividend, payment of capital or voting or otherwise over or as compared with the other or others. Subject
as aforesaid, our Company in general meeting may also cancel shares which have not been taken or agreed to be taken by any
person and diminish the amount of its share capital by the amount of shares so cancelled.

General Meetings of Shareholders

There are two types of general meetings of the shareholders, namely, AGM and EGM. Our Company is required to hold its
AGM within six months after the expiry of each Fiscal provided that not more than 15 months shall elapse between two AGMs,
unless extended by the RoC at its request for any special reason for a period not exceeding three months. Our Board of Directors
may convene an EGM suo motu when it deems fit.

Notices, along with statement containing material facts concerning each special item, either in writing or through electronic
mode, convening a meeting setting out the date, day, hour, place and agenda of the meeting must be given to every member or
the legal representative of a deceased member, auditors of the company and every director of the company, at least 21 clear
days prior to the date of the proposed meeting. A general meeting may be called after giving shorter notice if consent is received,
in writing or electronic mode, from not less than 95% of the shareholders entitled to vote. Further, a general meeting, other than
an annual general meeting may be called after giving a shorter notice if consent is received, by the majority in number of
shareholders of the company who are entitled to vote and who represent not less than 95% of the paid up share capital of the
company. Unless, the Articles of Association provide for a larger number, (i) five shareholders present in person, if the number
of shareholders as on the date of meeting is not more than 1,000; (ii) 15 shareholders present in person, if the number of
shareholders as on the date of the meeting is more than 1,000 but up to 5,000; and (iii) 30 shareholders present in person, if the
number of shareholders as on the date of meeting exceeds 5,000, shall constitute a quorum for a general meeting of our
Company, whether AGM or EGM. The quorum. requirements applicable to shareholder meetings under the Companies Act

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have to be physically complied with, unless exempted by appropriate authority.

Due to the outbreak of COVID-19 pandemic and the restrictions imposed on gathering of people through social distancing
norms, the MCA, by way of its, General Circular No. 14/ 2020 dated April 8, 2020, General Circular No. 17/2020 dated April
13, 2020, General Circular No. 20/2020 dated May 5, 2020 General Circular No. 33/2020 dated September 28, 2020, General
Circular No. 39/2020 dated December 31, 2020, General Circular No. 10/2021 dated June 23, 2021 and General Circular No.
20/2021 dated December 8, 2021, MCA has permitted companies to hold annual general meetings through video conferencing
or other audio visual means.

A company intending to pass a resolution relating to matters such as, but not limited to, amendments to the objects clause of
the Memorandum, a variation of the rights attached to a class of shares or debentures or other securities, buy-backs of shares,
giving loans or extending guarantees in excess of limits prescribed, is required to obtain the resolution passed by means of a
postal ballot instead of transacting the business in our Company’s general meeting. A notice to all the shareholders shall be sent
along with a draft resolution explaining the reasons thereof and requesting them to send their assent or dissent in writing on a
postal ballot within a period of 30 days from the date of posting the letter. Postal ballot includes voting by electronic mode.

Voting Rights

At a general meeting, every member holding shares is entitled to vote through e-voting process. Upon a poll, the voting rights
of each shareholder entitled to vote and present in person or by proxy is in the same proportion as the capital paid up on each
share held by such holder bears to our Company’s total paid up capital. The Chairman of the meeting has a casting vote or
second vote.

Ordinary resolutions may be passed by simple majority of those present and voting. Special resolutions require that the votes
cast in favour of the resolution must be at least three times the votes cast against the resolution. A shareholder may exercise his
voting rights by proxy to be given in the form prescribed. The instrument appointing a proxy is required to be lodged with our
Company at least 48 hours before the time of the meeting. A proxy may not vote except on a poll and does not have a right to
speak at meetings.

Transfer of shares

Shares held through depositories are transferred in the form of book entries or in electronic form in accordance with the
regulations laid down by SEBI. These regulations provide the regime for the functioning of the depositories and the participants
and set out the manner in which the records are to be kept and maintained and the safeguards to be followed in this system.
Transfers of beneficial ownership of shares held through a depository are exempt from stamp duty. Our Company has entered
into an agreement for such depository services with the NSDL and CDSL. SEBI requires that the shares for trading and
settlement purposes be in book-entry form for all investors, except for transactions that are not made on a stock exchange and
transactions that are not required to be reported to the stock exchange.

Pursuant to the SEBI Listing Regulations, in the event our Company has not effected the transfer of shares within 15 days or
where our Company has failed to communicate to the transferee any valid objection to the transfer within the stipulated time
period of 15 days, it is required to compensate the aggrieved party for the opportunity loss caused during the period of the delay.
The Equity Shares shall be freely transferable, subject to applicable laws.

Directors

The Articles of Association provide that the number of Directors on the Borad shall not be less than three and not more than
12. The Articles of Association also permit our Directors to appoint any other person as a director as an addition to the Board
but so that the total number of Directors shall not at any time exceed the maximum number of 12, as fixed under the Articles
of Association. However, any director so appointed shall hold office only up to the date of the next following annual general
meeting of our Company but shall be eligible for re-election at such meeting.

Buy-back

Our Company may buy back its own Equity Shares or other specified securities subject to the provisions of the Companies Act,
2013 and any related SEBI guidelines issued in connection therewith.

Registration of Transfers and Register of Members

Our Company is required to maintain a register of members wherein the particulars of the members of our Company are entered.
We recognize as shareholders only those persons whose names appear on the register of shareholders and cannot recognize any
person holding any share or part of it upon any express, implied or constructive trust, except as permitted by law. In respect of
electronic transfers, the depository transfers shares by entering the name of the purchaser in its books as the beneficial owner
of the shares. In turn, the name of the depository is entered into our records as the registered owner of the shares. The beneficial

225
owner is entitled to all the rights and benefits as well as the liabilities with respect to the shares held by a depository. For the
purpose of determining the shareholders, entitled to corporate benefits declared by our Company, the register may be closed
for such period not exceeding 45 days in any one year or 30 days at any one time at such times, as the Board of Directors may
deem expedient in accordance with the provisions of the Companies Act. Under the SEBI Listing Regulations of the stock
exchanges on which our Company’s outstanding Equity Shares are listed, our Company may, upon at least seven working days’
(excluding the date of intimation and the record date) advance notice to such stock exchanges, set a record date and/or close the
register of shareholders in order to ascertain the identity of shareholders. The trading of Equity Shares and the delivery of
certificates in respect thereof may continue while the register of shareholders is closed.

Liquidation Rights

In the event of our winding up, if the assets available for distribution among the members as such shall be insufficient to
repay the whole of the paid up capital, such assets shall be distributed so that as nearly as may be, the losses shall be borne
by the members in proportion to the capital paid up, or which ought to have been paid up, at the commencement of the
winding up, on the shares held by them respectively. And if in a winding up the assets available for distribution among the
members shall be more than sufficient to repay the whole of the capital paid up at the commencement of the winding up, the
excess shall be distributed amongst the members in proportion to the capital, at the commencement of the winding up, paid
up or which ought to have been paid up on the shares issued upon special terms and conditions. On winding up, the preference
shares issued by our Company shall rank in priority to Equity Shares but shall not be entitled to any further participation in
profits or assets.

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TAXATION

STATEMENT OF POSSIBLE SPECIAL TAX BENEFITS AVAILABLE TO OUR COMPANY AND OUR
SHAREHOLDERS UNDER THE APPLICABLE LAWS IN INDIA

April 5, 2022

The Board of Directors


Indiabulls Real Estate Limited
Plot No. 448-451
Udyog Vihar, Phase V
Gurugram -122016
Haryana, India
(the “Company”)

Sub: Qualified Institutions Placement of equity shares of face value ₹ 2 each (“Equity Shares”) (such placement, the
“Issue”) by Indiabulls Real Estate Limited (the “Company”) under Chapter VI of the Securities and Exchange Board
of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the “SEBI ICDR
Regulations”) and Sections 42 and 62 of the Companies Act, 2013.

1. The accompanying Statement of Possible Special Tax Benefits available to the Company and its Shareholders
(hereinafter referred to as “the Statement”) under the Income Tax Act, 1961 (read with Income Tax Rules, circulars,
notifications) as amended by the Finance Act, 2022 (hereinafter referred to as the “Income Tax Regulations”) has
been prepared by the management of the Company in connection with the Issue, which we have attached for
identification purposes.

Management’s Responsibility

2. The preparation of this Statement as of the date of our report which is to be included in the preliminary placement
document and placement document, as amended or supplemented thereto (together, the “Placement Documents”) to
be filed by the Company with the stock exchanges, the Securities and Exchange Board of India, and the Registrar of
Companies, and any other authority (the “Offer Document”) is the responsibility of the management of the Company
for the purpose set out in paragraph 10 below.

3. The management’s responsibility includes designing, implementing and maintaining internal control relevant to the
preparation and presentation of the Statement, and applying an appropriate basis of preparation; and making estimates
that are reasonable in the circumstances. The Management is also responsible for identifying and ensuring that the
Company complies with the laws and regulations applicable to its activities.

Auditor’s Responsibility

4. Our work has been carried out in accordance with Standards on Auditing, the ‘Guidance Note on Reports or
Certificates for Special Purposes (Revised 2016) and other applicable authoritative pronouncements issued by the
Institute of Chartered Accountants of India.

5. Pursuant to the SEBI ICDR Regulations and the Companies Act 2013 (“Act”), it is our responsibility to report whether
the Statement prepared by the Company, presents, in all material respects, the possible special tax benefits available
as of April 5, 2022 to the Company, the shareholders of the Company, in accordance with the Income Tax Regulations
as at the date of our report.

6. Our work was performed solely to assist you in meeting your responsibilities in relation to your compliance with the
Act and the SEBI ICDR Regulations in connection with the Issue.

Inherent Limitations

7. We draw attention to the fact that the Statement includes certain inherent limitations that can influence the reliability
of the information.

The benefits mentioned in the accompanying statement in Annexure A are not exhaustive. Several of the benefits
mentioned in Annexure A are dependent on the Company or its shareholders fulfilling the conditions prescribed under
the relevant provisions of the tax laws. Hence, the ability of the Company or its shareholders to derive the tax benefits
is dependent upon fulfilling such conditions, which may or may not be fulfilled.

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The Statement is only intended to provide general information to the investors and is neither designed nor intended to
be a substitute for professional tax advice. In view of the individual nature of the tax consequences and the changing
tax laws, each investor is advised to consult his or her own tax consultant with respect to the specific tax implications
arising out of their participation in the Issue.

Further, we give no assurance that the Revenue Authorities/ Courts will concur with our views expressed herein. Our
views are based on the existing provisions of law and its interpretation, which are subject to change from time to time.
We do not assume responsibility to update the views consequent to such changes.

Opinion

8. In our opinion, the Statement prepared by the Company presents, in all material respects, the possible special tax
benefits available as of April 5, 2022 to the Company and its shareholders, in accordance with the Income Tax
Regulations as at the date of our report.

9. Considering the matter referred to in paragraph 7 above, we are unable to express any opinion or provide any assurance
as to whether:

(i) The Company or its shareholders will continue to obtain the benefits per the Statement in future; or

(ii) The conditions prescribed for availing the benefits per the Statement have been/ would be met with.

(iii) The revenue authorities / courts will concur with the views expressed herein.

Restriction on distribution or Use

10. This report is addressed to and is provided to enable the Board of Directors of the Company to include this report in
the Offer Document, prepared in connection with the Issue to be filed by the Company with the concerned stock
exchanges and should not be used by any other person or for any other purpose and is not designed nor intended to be
a substitute for professional tax advice. Further it should not be used, referred to or distributed for any other purpose
or to any other party without our prior written consent. We will not accept or assume any liability or any duty of care
for any other purpose for which or to any other person to whom the annexed certificates are shown or into whose hands
it may come without our prior consent in writing.

For Agarwal Prakash & Co.


Chartered Accountants
Firm Registration Number: 005975N

Prakash Agarwal
Partner
Membership No:084964
UDIN : 22084964AGKSVW7728
Place: New Delhi
Date: April 5, 2022

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Annexure

THE STATEMENT OF POSSIBLE SPECIAL TAX BENEFITS AVAILABLE TO THE COMPANY AND ITS
SHAREHOLDERS UNDER THE INCOME TAX ACT, 1961 (HEREINAFTER REFERRED TO AS THE “ACT”).

A. Special tax benefits available to the Company

1. Benefit available under section 115BAA of the IT Act

• Section 115BAA of the IT Act, provides that a domestic company can opt for a tax rate of 22% (plus applicable
surcharge and cess) from financial year (‘FY’) 2019-20 [relevant to assessment year (‘AY’) 2020-21] onwards,
provided the total income of such company is computed without claiming certain specified incentives/ deductions, as
specified under section 115BAA(2)(i), carry forward and set-off of certain losses in relation to deductions referred to
in 115BAA(2)(i), additional depreciation, etc. and claiming of depreciation determined in the prescribed manner under
section 115BAA(3) of the Act.

• Further, in case the Company opts for section 115BAA of the IT Act, the provisions of Minimum Alternate Tax
(‘MAT’) under Section 115JB of the IT Act do not apply and the MAT credit of the earlier year(s) is not available for
carry forward and set-off.

2. Deduction in respect of inter corporate dividends - under section 80M of the IT Act

• A company availing the option under section 115BAA of IT Act is eligible to claim deduction under section 80M of
the Act.

• In accordance with the provisions of Section 80M of the IT Act, deduction is available to a company against dividend
income received from a domestic company or a foreign company or a business trust, to the extent dividend is distributed
by the company up to one month prior to due date of furnishing the income-tax return under section 139(1) of IT Act
for the relevant year.

• Further, no deduction is available against such sum in any other year.

3. Deduction under section 80JJAA of the IT Act

• In accordance with and subject to fulfilment of conditions as laid out under section 80JJAA of the IT Act, the Company
may be entitled to claim deduction of an amount equal to thirty per cent of additional employee cost (relating to
specified category of employees) incurred in the course of business in the previous year, for three assessment years
including the assessment year relevant to the previous year in which such employment is provided.

B. Special tax benefits available to Shareholders

1. There are no special tax benefits which may be available to the shareholders of the Company as per the provisions of the
Act.

Notes:

1. These special tax benefits are dependent on the Company or its shareholders fulfilling the conditions prescribed under the
relevant provisions of the Act. Hence, the ability of the Company or its shareholders or material subsidiaries to derive
the tax benefits is dependent upon fulfilling such conditions, which based on the business imperatives, the Company or
its shareholders may or may not choose to fulfil.

2. The special tax benefits discussed in the Statement are not exhaustive and is only intended to provide general information
to the investors and hence, is neither designed nor intended to be a substitute for professional tax advice. In view of the
individual nature of the tax consequences aid the changing tax laws, each investor is advised to consult his or her own tax
consultant with respect to the specific tax implications arising out of their participation in the issue.

3. The Statement is prepared on the basis of information available with the Management of the Company and there is no
assurance that:

i. the Company or its shareholders or material subsidiaries will continue to obtain these benefits in
future;
ii. the conditions prescribed for availing the benefits have been/ would be met with; and
iii. the revenue authorities/courts will concur with the view expressed herein.

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4. The above views are based on the existing provisions of law and its interpretation, which are subject to change from
time to time.

For Indiabulls Real Estate Limited

Anil Mittal

Chief Financial Officer

Place: Gurgaon
Date: April 5, 2022

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LEGAL PROCEEDINGS

We are, from time to time, involved in various litigation proceedings in the ordinary course of our business. These legal
proceedings are primarily in the nature of, amongst others, civil suits (including consumer complaints), title and land disputes,
criminal cases, writ petitions, tax proceedings, regulatory and statutory actions. These legal proceedings may have been
initiated by us or by customers, business partners, regulators, or other parties, and are pending at different levels of
adjudication before various courts, tribunals, enquiry officers and appellate tribunals (including respective state’s Real Estate
Regulatory Authorities). We assess each such legal proceeding filed by or against us and monitor the legal position on an
ongoing basis.

There are no outstanding legal proceedings which have been considered material in accordance with our Company’s ‘Policy
on Determination of Materiality’ framed in accordance with Regulation 30 of the SEBI Listing Regulations and adopted by our
Board pursuant to its resolution dated October 21, 2015. Additionally, solely for the purpose of the Issue, the following
outstanding legal proceedings have been disclosed in this section of the Placement Document: (i) any outstanding actions
(including show-cause notices) initiated by any regulatory and/ or statutory authorities such as SEBI and the Real Estate
Regulatory Authority (“RERA”) (other than any consumer cases) or such similar authorities or Stock Exchanges, involving
our Company, our Subsidiaries or our Directors; (ii) all outstanding criminal litigation involving (which includes cases filed
by and against) our Company, our Subsidiaries and our Directors; (iii) all outstanding civil litigation involving (which includes
cases filed by and against) our Company, our Subsidiaries and Directors, where the amount involved exceeds 1.00% of the
consolidated Net Worth of our Company for the financial year ended March 31, 2021 being ₹ 34,937.10 million , which is
approximately equivalent to ₹349.37 million or above (“Materiality Threshold” and such proceedings “Material Civil
Proceedings”). The Materiality Threshold was adopted by our Fund Raising Committee solely for the purpose of the Issue
pursuant to its resolution dated April 7, 2022; (iv) a consolidated disclosure of all outstanding tax proceedings (including show
cause notices) involving our Company and our Subsidiaries; and (v) any other litigation whether or not involving our Company,
our Subsidiaries or our Directors, which may be considered material by our Company for the purposes of disclosure in this
section of this Placement Document (“Other Material Proceedings”).

Except as disclosed elsewhere, this section of the Placement Document also discloses (i) any inquiries, inspections or
investigations initiated or conducted (for which notices have been issued) under the Companies Act in the last three years
preceding the year of this Placement Document involving our Company, our Subsidiaries, and any prosecutions filed (whether
pending or not), fines imposed, compounding of offences in the last three years immediately preceding the year of this Placement
Document involving our Company or our Subsidiaries; (ii) any material fraud committed against our Company in the last three
years, and if so, the action taken by our Company; (iii) any significant and material order passed by the regulators, courts and
tribunals impacting the going concern of our Company or its future operations; (iv) any default by our Company (on a
consolidated basis) including therein the amount involved, duration of default and present status, in repayment of: (a) statutory
dues; (b) debentures and interest thereon; (c) deposits and interest thereon; or (d) loan from any bank or financial institution
and interest thereon; (v) any default in annual filing of our Company under the Companies Act or the rules made thereunder;
and (vi) any litigation or legal actions, pending or taken, by any ministry or department of the government or a statutory
authority against the Promoter of our Company during the last three years and any direction issued by such ministry or
department or statutory authority upon conclusion of such litigation or legal action, if any, will be disclosed.

It is clarified that for the purposes of the above, pre-litigation notices received by our Company, our Subsidiaries and our
Directors as the case may be, have not been considered as litigation until such time that the above-mentioned entities are not
impleaded as a defendant in litigation proceedings before any judicial forum.

We are in the process of undergoing a scheme of amalgamation under Sections 230 to 232 and other applicable provisions of
the Companies Act for the amalgamation of NAM Estates Private Limited (“NAM Estates”) and Embassy One Commercial
Property Developments Private Limited (“EOCDPL” and along with NAM Estates, “Amalgamating Companies”).

For the purpose of disclosure in this section of the Placement Document, the following legal proceedings have been considered
material and have been disclosed in connection with the Amalgamating Companies, Embassy East Business Park Private
Limited (“Embassy East”), Embassy One Developers Private Limited (“Embassy One”) and Summit Developers Private
Limited (“Summit”) (collectively, the “Amalgamating Group”): (i) all material outstanding criminal litigation involving
(which includes cases filed by and against any of the Amalgamating Group (“Material Criminal Proceedings - Amalgamating
Group”); (ii) all outstanding civil litigation involving (which includes cases filed by and against) any of the Amalgamating
Group, where the amount involved exceeds 1.00% of the consolidated Net worth of our Company for the financial year ended
March 31, 2021 being ₹ 34,937.10 million, which is approximately equivalent to ₹349.37 million or above;(iii) any outstanding
litigation proceedings involving any of the Amalgamating Group, where no amount is involved is not quantifiable but, where
an adverse outcome would, materially and adversely affect the business, operations, prospects, reputation or financial position
of Amalgamating Group; (iv) all outstanding litigation involving the entities forming part of the Amalgamating Group, that
may have an adverse impact on the Proposed Merger; (v) all outstanding actions (including show-cause notices) initiated by
any regulatory and/or statutory authorities such as SEBI, the Real Estate Regulatory Authority (other than any consumer cases)
or such similar authorities or Stock Exchanges, involving the Amalgamating Group; (vi) a consolidated disclosure of all
outstanding tax proceedings (including show cause notices) involving the Amalgamating Group; and (vii) any other litigation

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, which may be considered material by the Amalgamating Group for the purposes of disclosure in this section of this Placement
Document. Further, a consolidated disclosure of all outstanding civil matters where the nature of the litigation being with
respect to title or ownership of land/property of the Amalgamating Group have also been included.

It is clarified that for the purposes of the above, pre-litigation notices received by any of the Amalgamating Group as the case
may be, have not been considered as litigation until such time that the above-mentioned entities are not impleaded as a
defendant in litigation proceedings before any judicial forum.

I. Litigation Involving our Company

Criminal proceedings against our Company

1. Deepak Gupta Education Trust through its Managing Trustee (“Complainant”) filed a complaint under Section 156(3) of
the Code of Criminal Procedure, 1974 before the Chief Metropolitan Magistrate, Patiala House Court, New Delhi
(“Patiala House Court”) against our Company, our Subsidiary Athena Infrastructure Limited and others (collectively
“Accused”) seeking directions to be issued to station house officer of Connaught Place Police Station (“P.S. Connaught
Place”) to register a first information report (“FIR”) for alleged offences punishable under Sections 403, 405, 406, 415,
418, 420 and 120-B of the Indian Penal Code for dishonestly and fraudulently inducing the Complainant to purchase a
residential unit with respect to project “Indiabulls Enigma”. The Patiala House Court through its order dated November
9, 2020 (“Impugned Order”) dismissed the complaint filed before it. Aggrieved by the Impugned Order, the Complainant
filed a revision petition before the District and Sessions Judge, Patiala House Court against the Accused, seeking to inter-
alia (i) set aside the Impugned Order; and (ii) pass an order directing P.S. Connaught Place to register an FIR against the
Accused.

Criminal proceedings by our Company

Please see “Litigation Involving our Company – Other Material Proceedings involving our Company” on page 232 for
details regarding the first information report filed by our Company against Veritas Investment Research Corporation.

Material Civil Proceedings against our Company

As on the date of this Placement Document, there are no civil proceedings initiated against our Company which are above
₹349.37 million.

Material Civil Proceedings by our Company

Please see “Litigation Involving our Company - Other Material Proceedings involving our Company” below, for details
regarding the suit for defamation filed by our Company in the High Court of Delhi at New Delhi against Veritas Investment
Research Corporation and Neeraj Monga.

Other Material Proceedings involving our Company

1. On August 8, 2012, Veritas Investment Research Corporation (“Veritas”) published a report co-authored by Neeraj
Monga dated August 1, 2012 and titled “Bilking India” (“Report”). It was submitted that the Report was based on factually
incorrect data pertaining to our Company and Indiabulls Financial Services Limited (“IFSL”) (now merged with
Indiabulls Housing Finance Limited (“IHFL”)) (collectively, “Indiabulls Group”), and thereby adversely impacted the
price of the publicly traded shares of IHFL. A criminal complaint dated August 8, 2012 was registered at Police Station,
Cyber Cell, Mumbai and a first information report was also registered by our Company on August 8, 2012 at the Police
Station, Udyog Vihar, Gurgaon against Veritas, Neeraj Monga and another stating, inter alia, that Neeraj Monga
threatened to publish the Report if the Indiabulls Group failed to pay him USD 50,000. Further, IHFL also published a
press release on August 8, 2012, stating that the allegations made in the Report were factually incorrect and misleading.
Subsequently, on August 5, 2014, Veritas and Neeraj Monga filed a claim in the Superior Court of Justice, Ontario, (“SCJ,
Ontario”) against the Indiabulls Group claiming an aggregate of 110 lakhs Canadian Dollars as punitive damages on the
grounds that the press release dated August 8, 2012 was false and defamatory. A motion challenging the jurisdiction of
SCJ, Ontario has been filed by our Company and IHFL on February 27, 2015, which is currently pending in the SCJ,
Ontario.

Additionally, our Company and IHFL had filed two civil suits for permanent injunction in the High Court of Delhi at New
Delhi (“Delhi High Court”) praying for, inter-alia, the following directions (i) to permanently retrain Veritas and Neeraj
Monga (collectively, “Defendants”) from continuing the proceedings initiated in the SCJ Ontario; and (ii) to permanently
retrain them form initiating any other proceedings in the SCJ Ontario or any other Court. The Delhi High Court through
its orders dated September 25, 2014 and October 27, 2014 granted interim relief by restraining the Defendants from
proceeding with the suit filed in the SCJ, Ontario. However, by an order dated April 29, 2019, the Delhi High Court
dismissed both the civil suits. IHFL has filed a regular first appeal in the Delhi High Court challenging the order dated

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April 29, 2019.

Further, on May 16, 2014 our Company has filed a suit for defamation in the Delhi High Court against the Defendants in
view of the false defamatory and malicious statements by them in the Report and have sought for (i) payment of damages
aggregating to ₹ 2,000 million; (ii) declaration that the affidavits along with annexures filed by the Defendants and Nitin
Mangal in the SCJ, Ontario be refrained from being referring to in the SCJ, Ontario and be set aside and declared null and
void. The Delhi High Court through its order dated May 20, 2015 issued summons to the Defendants. The matter is
currently ongoing. Subsequently, the Defendants filed an anti-suit injunction before the SCJ Ontario which was dismissed
by the SCJ, Ontario by an order dated October 2, 2015, followed by order dated November 4, 2015, wherein the SCJ,
Ontario imposed cost of 27,500 Canadian dollars to be paid in the favour of our Company and IHFL.

Regulatory and/or statutory proceedings involving our Company

As on the date of this Placement Document, there are no regulatory and/or statutory proceedings involving our Company.

Tax proceedings involving our Company

Nature of cases Number of cases Amount involved (in ₹ million)*

Direct Tax 6 110.52


Indirect Tax 4 270
*
To the extent quantifiable

II. Litigation Involving our Subsidiaries

Criminal proceedings against our Subsidiaries

1. Satkul Enterprises Limited (“Complainant”) filed a complaint dated November 12, 2014 (“Complaint”) before the
Ahmedabad Metropolitan Magistrate Court (“Magistrate Court”) against Indiabulls Limited, our Subsidiary Albina
Real Estate Limited and others (“Respondents”) alleging inter-alia commission of criminal breach of trust, cheating
and dishonestly inducing delivery of property under sections 406 and 412 respectively of the Indian Penal Code (“IPC”)
for collecting money from the public at large under the guise of booking in “Indiabulls Riverside” (“Project”) in May
2010. The Magistrate Court through its order dated November 19, 2014, directed the registration of a first information
report (“FIR”) against the Respondents. Subsequently, the Madhavpur Police Station registered an FIR on November
23, 2014 against Narendra Balwan Singh (in the capacity as the joint managing director of Indiabulls Limited), Vipun
Bansal (in the capacity as the chief executive officer of Indiabulls Limited), Omprakash H. Agarwal (in the capacity as
the director of Indiabulls Limited) and Ashish Jaswantrai Mehta (in the capacity as the director of Albina Real Estate
Limited) (collectively, “Petitioners”) for offences punishable under Sections 406, 409, 420, 120(B) and 506(1) of IPC.
The Petitioners have filed a criminal petition in the High Court of Gujarat at Ahmedabad (“Gujarat High Court”) for
quashing the proceedings initiated before the Magistrate Court and thereby filed an application praying for a stay on
further proceedings. The Gujarat High Court by its order dated December 21, 2017 (“Impugned Order”) ordered for
quashing the Complaint filed by the Complainant. The Complainant has challenged the Impugned Order by filing a
special leave petition in the Supreme Court of India. The petition is yet to be listed before the Supreme Court of India

2. Raghani Property Holdings Private Limited (“RPHPL”) filed a complaint dated April 19, 2017 before the Chief
Metropolitan Magistrate, Calcutta (“CMM, Calcutta”) against our Subsidiary Lucina Land Development Limited
(“LLDL”), certain employees of LLDL, Indiabulls Housing Finance Limited (“IBHFL”), and the directors, the
promoter and certain key managerial persons of IHFL at the time, including Sameer Gehlaut, (collectively “Accused”),
alleging commission of offences punishable under Sections 406, 409, 506, and 420 read with Sections 34 and 120-B of
the IPC in relation to repayment of a loan extended by IHFL and unilaterally modifying the terms of the ‘interest
subvention scheme’ under which RPHPL had availed loan from IBHFL for purchase of two apartments at “Indiabulls
Greens” situated at Raigad, Maharashtra . The CMM, Calcutta took cognizance of the matter and transferred the matter
to the Metropolitan Magistrate, 19th Court, Calcutta (“MM Court, Calcutta”) for enquiry and disposal. By an order
dated April 25, 2017 (“Impugned Order”), the MM Court, Calcutta issued process against the Accused, LLDL and
certain directors and executives of LLDL. Subsequently, the Accused filed a revision petition in the High Court of
Calcutta, Criminal Revisional Jurisdiction (“Calcutta High Court”) seeking to: (i) quash the Impugned Order and the
proceedings before the CMM, Calcutta; and (ii) to stay the proceedings before the MM Court, Calcutta. By an order
dated July 5, 2017 (“Stay Order”), the Calcutta High Court granted a stay on proceedings for six weeks or until further
orders with liberty to apply for extension of the stay order. The stay granted through the Stay Order was periodically
extended by the orders of the Calcutta High Court and the Accused have submitted an application seeking grant of
further extension of the stay. The application is currently pending with the Calcutta High Court.

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3. Please see “Litigation Involving our Company – Criminal proceedings against our Company” on page 232 for details
regarding the criminal proceedings initiated by Deepak Gupta Education Trust against Athena Infrastructure Limited under
Sections 156(3) of the Code of Criminal Procedure, 1974.

Criminal proceedings by our Subsidiaries

1. One of our Subsidiaries, Zeus Estate Limited (“Complainant”) filed two criminal complaints under section 138 of the
Negotiable Instruments Act before Chief Metropolitan Magistrate Court, New Delhi, against G. Samuel (“Accused”), in
relation to dishonor of two cheques: (i) a cheque for an amount of ₹ 0.025 million dated January 22, 2008 and (ii) a cheque
for an amount of ₹ 1,750 million dated April 1, 2008 (together as “Cheques”). The Complainant had entered into a
memorandum of understanding dated June 14, 2007 (“MOU”) with the Accused for purchase of 300 acres spread in three
villages situated at Superumbudur Taluk, Kanchipuram for a total consideration of ₹ 1,980 million. As per the conditions
in the MOU and supplementary memorandum of understanding dated July 13, 2007 (“Supplementary MOU”), an
advance amount of ₹ 20 million (“Advance Amount”) was paid to the Accused through two separate demand drafts
amounting to ₹ 10 million each. The Complainant terminated the MOU and the Supplementary MOU and claimed a refund
of the Advance Amount together with interest on account of the Accused failing to perform his part of the obligations
under the MOU and the Supplementary MOU. The Accused promised to return the refund amount by issuing the Cheques
and upon these payments becoming due, the Cheques were dishonored on account of payment stopped by the drawer in
the corresponding bank account.

2. One of our Subsidiaries, Fama Land Development Limited (“Complainant”) filed a criminal complaint dated June 21,
2012 (“Complaint”) against K. Ponnuswamy (“Accused”) before the District Crime Branch, Thiruvallur District, Tamil
Nadu (“Thiruvallur Crime Branch”) alleging commission of offences under Sections 420 and 468 of the Indian Penal
Code for dishonestly selling a land parcel situated at Elavur village of Thiruvallur District (“Disputed Land”) by the
Accused to the Complainant, Kailas Buildwell Private Limited, Karakoram Buildwell Private Limited, Kakoram Land
Development Private Limited, Lucina Estate Private Limited, Triton Infrastructure Private Limited (collectively,
“Subsidiaries”). Based on the aforementioned Complaint, a first information report dated May 21, 2013 was filed in
Thiruvallur Crime Branch. The investigation officer, upon the conclusion of the investigation, filed his final report dated
February 16, 2015 (“Final Report”) before the Judicial Magistrate-I, Ponneri (“Judicial Magistrate”), treating the
Complaint as ‘mistake of fact’. Aggrieved by the Final Report, the Complainant filed a protest petition under section
173(8) of the Code of Criminal Procedure, 1974 in the Judicial Magistrate Court, Ponneri court seeking inter-alia (i) to
reject the Final Report and (ii) order further reinvestigation of the case by the Thiruvallur Crime Branch.

Material Civil Proceedings against our Subsidiaries

1. Imagine Reality Private Limited (“IRPL”) has initiated an arbitration proceeding against Indiabulls Infraestate Limited
(“IIL”) (together with IRPL as “Parties”) before the sole arbitrator, Justice Deepak Verma, under the six application
forms executed between IRPL and IIL (“Application Forms”) pursuant to which six apartments (“Apartments”) of the
residential project “Indiabulls Blu” (“Project”) were reserved in favor of IRPL for a sale price.

Further, IRPL had also executed five loan agreements (“Loan Agreements”) with Indiabulls Housing Finance Limited
(“IHFL”) amounting to an aggregate of ₹ 3,420 million. The loans advanced to IRPL were loans against the Apartments
and the proceeds from the Loan Agreements were utilised for the purpose of making payment towards the sale
consideration of the Apartments. Both IIL and IRPL, as mortgagors, jointly executed two mortgage deeds and, as
hypothecators, jointly executed two hypothecation deed each dated August 20, 2019 in favour of IHFL. Thus, upon
execution of the Application Forms, and IRPL paying the entire sale price of the Apartments to IIL, the Application Forms
constituted a final and binding agreement between the Parties.

Due to inordinate delays, deficiencies and sub-standard work by IIL, and further, IHFL issuing loan recall notices to IRPL
and their respective co-borrowers and guarantors, including Rana Kapoor and his relatives, each dated March 9, 2020
(“Recall Notices”), on account of occurrence of a material adverse event as contemplated under the relevant facility
documents.

Upon issuance of Recall Notices, IIL through its email dated March 25, 2020 (“Email”) to IRPL, called upon IRPL to (a)
pay the stamp duty, registration charges and complete the formalities of the agreements of sale in respect of the
Apartments; and (b) pay an amount of ₹ 12.50 million towards the outstanding dues/deposits of the Apartments.

Thereafter, IIL terminated the Application Forms as IRPL failed to fulfil the demands made by it in the Email. IRPL has
demanded compensation along with interest for wrongful loss and unjust enrichment to itself and illegal termination of
the Application Forms by IIL. The matter is currently pending.

2. Bliss Habitat Private Limited (“BHPL”) has initiated an arbitration proceeding against Indiabulls Infraestate Limited
(“IIL”) (together with BHPL as “Parties”) before the sole arbitrator, Justice Deepak Verma, under the six application

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forms executed between BHPL and IIL (“Application Forms”) pursuant to which six apartments (“Apartments”) of the
residential project “Indiabulls Blu” (“Project”) were reserved in favor of BHPL for a sale price.

Further, BHPL had also executed five loan agreements (“Loan Agreements”) with Indiabulls Housing Finance Limited
(“IHFL”) amounting to an aggregate of ₹ 3,100 million. The loans advanced to BHPL were loans against the Apartments
and the proceeds from the Loan Agreements were utilised for the purpose of making payment towards the sale
consideration of the Apartments. Both IIL and BHPL, as mortgagors, jointly executed two mortgage deeds and, as
hypothecators, jointly executed two hypothecation deed, each deed dated August 20, 2019 in favour of IHFL. Thus, upon
execution of the Application Forms, and BHPL paying the entire sale price of the Apartments to IIL, the Application
Forms constituted a final and binding agreement between the Parties.

Due to inordinate delays, deficiencies and sub-standard work by IIL, and further, IHFL issuing loan recall notices to BHPL
and their respective co-borrowers and guarantors, including Rana Kapoor and his relatives, each dated March 9, 2020
(“Recall Notices”), on account of occurrence of a material adverse event as contemplated under the relevant facility
documents.

Upon issuance of Recall Notices, IIL through its email dated March 25, 2020 (“Email”) to BHPL, called upon BHPL to
(a) pay the stamp duty, registration charges. and complete the formalities of the agreements of sale in respect of the
Apartments; and (b) pay an amount of approximately ₹ 11.76 million towards the outstanding dues/deposits of the
Apartments.

Thereafter, IIL terminated the Application Forms as BHPL failed to fulfil the demands made by it in the Email. BHPL has
demanded compensation along with interest for wrongful loss and unjust enrichment to itself and illegal termination of
the Application Forms by IIL. The matter is currently pending.

Material Civil Proceedings by our Subsidiaries

1. Fornax Real Estate Limited (“Petitioner”) entered into an agreement to sell dated February 4, 2008 with Chandigarh Spun
Pipe Company and others (“Respondents”) (together with the Petitioner, “Parties”) for purchase of two industrial plot in
Chandigarh for the development of a commercial complex (“Property”) for a value of ₹ 1,750 million (“Deposit
Money”). The Petitioner made a part payment of ₹ 175 million to the Respondents (“Part Payment”) and the balance
amount was to be paid in 6 months after conversion of plot from Industrial use to commercial use from Chandigarh
Administration (“Administration”) by the Respondents upon payment of conversion fee. The Petitioner paid ₹ 49.3
million to the Administration as part conversion fee (“Conversion Fee”) for the conversion of Plots from industrial to
commercial use. However, upon failure by the Respondents to get the Property converted within the stipulated time and
the exorbitant increase in the Conversion Fee by the Administration, the Petitioners were constrained to terminate the
Agreement and thus sought refund of the Part Payment from the Respondents and the Conversion Fee from the
Administration.

Upon reference of the dispute to the sole arbitrator, S.D. Sinha (“Sole Arbitrator”) the Sole Arbitrator through his Award
dated January 21, 2013 as modified on March 1, 2013 (“Arbitral Award”) awarded (i) forfeiture of the Deposit Money
by the Respondents; (ii) additional damages to the tune of ₹ 4,534 million along with an interest rate of 9% per annum on
account of loss in the value of property to the Respondents; (iii) a sum of ₹ 1 million by way of costs; and (iv) refund of
the Conversion Fee, in favour of the Petitioner.

Pursuant to the Arbitral Award passed by the Sole Arbitrator, (i) a petition under Section 34 of the Arbitration and
Conciliation Act, 1996 (“Arbitration Act”) before the Additional District Judge, Chandigarh (“Commercial Court”)
was filed by the Petitioner; (ii) applications under section 9 of the Arbitration Act (“Applications”) before the District
Judge, Chandigarh (“District Judge”), for grant of additional interim protection was filed by the Respondents; and (iii)
an execution petition seeking enforcement of the Arbitral Award before the District Court of Chandigarh (“Executing
Court”) was filed by the Respondents.

The Commercial Court through its order dated November 14, 2017 (“Impugned Judgment”), partially allowed the
petition under Section 34 of the Act, by modifying the Arbitration Amount to the extent that the Deposit Money was set
aside. Aggrieved by the Impugned Judgment, both the Parties have filed their respective appeals under Section 37 of the
Act and are currently pending adjudication before the High Court of Punjab and Haryana (“High Court”).

The District Judge through his order dated September 14, 2015 dismissed the Application and directed the Petitioner to
furnish a bank guarantee of ₹ 550 million within a period of one month, the failure of which will disclose the Unique
Identification Numbers of the debentures and that a first charge will automatically be created on the debentures in favour
of the Respondents. On appeal, the High Court through its order dated August 28, 2017, dismissed the prayer of the
Respondent to deposit the debentures in physical form by the Petitioner and held that the rights of the Respondent stands
protected by the creation of an automatic charge over the debentures valuing ₹ 1114.10 million.

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On the other hand, the Executing Court through its order dated February 15, 2020, directed, the Petitioner to physically
deposit the debentures within 10 days and the Estate Officer, Chandigarh was directed to deposit the fixed deposit receipt
of the Conversion Fee, which was in complete violation and ignorance of the earlier order dated August 28, 2017, passed
by the High Court, whereby the prayer of the Respondent to deposit debentures in physical form had been categorically
declined.

On appeal, the High Court pursuant to its order dated March 13, 2020 (“Impugned Order”) directed the Petitioner to
deposit a Bank Guarantee of ₹ 400 million before the Executing Court within one month, pursuant to which no action will
be taken against the Petitioner. Aggrieved, the Petitioner filed an SLP against the Impugned Order before the Supreme
Court of India (“Supreme Court”). By an order dated January 19, 2021 (“SC Order”), the Supreme Court directed the
Parties to maintain a status quo of the Impugned Order. Further, through an order dated March 29, 2022, the Supreme
Court has disposed of the SLP and has directed the Parties to continue to maintain a status quo as directed through the SC
order.

2. Sophia Real Estate Limited (“Applicant”) has filed a suit for declaration of title and permanent injunction against the
State of Madhya Pradesh, National Textile Corporation Limited and Indore Municipal Corporation (together as
“Defendants”) before the District Judge, Indore (“District Judge”) against alienation of property situated at Swadeshi
Mills. Through an order dated June 18, 2014 (“Impugned Order”), the District Judge dismissed the application filed by
the Applicant. Aggrieved by the Impugned Order, the Applicant has filed a revision petition dated July 16, 2014 in the
High Court of Madhya Pradesh, Jabalpur (“MP High Court”) seeking to set aside the Impugned Order.

Other Material Proceedings involving our Subsidiaries

As on the date of this Placement Document, there are no Other Material Proceedings involving our Subsidiaries.

Regulatory and/or statutory proceedings involving our Subsidiaries

1. Andhra Pradesh Real Estate Regulatory Authority (“Authority”) has issued a show-cause notice dated March 9,
2020(“SCN”) to Airmid Real Estate Limited (“AREL”) and the promoters of AREL in terms of section 35 of the Real
Estate (Regulation and Development) Act, 2016 (“RERA Act”). The SCN calls for an explanation in writing for the alleged
irregularities committed by AREL with respect to the construction of the project “Indiabulls Sierra” (“Project”), which are
alleged to be in violation of the RERA Act and the Andhra Pradesh Real Estate (Regulation and Development) Rules,
2017. The alleged irregularities inter-alia pertains to making a false submission by the promoters of AREL, stating that
there is no delay in constructing the Project and thereby misleading the customers by saying that the Authority has given
timeline to complete the Project till 2020. The SCN further states that the failure in submission of explanation in writing
would result in the Authority initiating appropriate legal proceedings against the promoter and imposing penalty. AREL
filed its response to the SCN on August 13, 2020. The matter is currently pending.

2. Airmid Real Estate Limited (“AREL”) received a notice of demand dated October 26, 2018 (“Demand Notice 1”) from
Greater Vishakhapatnam Municipal Corporation (“GVMC”) with respect to the plot situated at Madhurawada village,
Chinagadila Madal, Vishakhapatnam (“Subject Land”), directing AREL to make payment towards vacant land tax
(“VLT”) under Section 199(3) of the Greater Hyderabad Municipal Corporation Act, 1955 for an amount ₹ 5.485 million
along with interest, for the financial years 2017 to 2019. Through its response dated November 16, 2018 (“Response 1”),
AREL submitted that they are not liable to pay vacant land tax as (i) AREL had already obtained the building permit from
GVMC with respect to the Subject Land and (ii) that the Subject Land was never vacant from September 2015 onwards
and VLT for the period up to the financial year 2016 has already been paid by AREL. Moreover, Response 1 placed reliance
on the order (“Order”) passed by the High Court of Andhra Pradesh (“AP High Court”) in the petition filed by Blue Nile
Developers Private Limited (“Petitioner”) against GVMC, wherein the AP High Court held that the Petitioner is not liable
to pay VLT for the period after the grant of the building permission by GVMC. Aggrieved by the Order, GVMC has filed
an appeal (“Appeal”) in the AP High Court and that AREL shall conclude matter raised through the Demand Notice 1 post
the disposal of the Appeal or any further appeal thereto. Subsequently, AREL received another notice of demand dated
February 14, 2019 (“Demand Notice 2”) from GVMC with respect to the Subject Land directing AREL to make a payment
towards VLT for ₹ 4.56 million along with interest for the financial year 2019. Through its letter dated February 23, 2019,
AREL reiterated that they await the final order of the aforementioned proceedings against GVMC filed by the Petitioner.
The matter is currently pending.

3. The Directorate of Enforcement, Ahmedabad (“ED”) recorded a case against Sigma Forex Private Limited (“SFPL”),
Ankurbhai G Patel (in the capacity as the director of SFPL), Inaben Patel and others (collectively, “Accused”) and initiated
further investigation under the provisions of the Prevention of Money Laundering Act, 2002 (“PMLA, 2002”) in relation
to the alleged commission of offences under Sections 120-B and 420 of the Indian Penal Code for duping the general public
to invest with false promise of high return of investments aggregating to an amount of ₹ 77.60 million (“Invested
Amount”). During the investigation carried out by the ED, it was noted that Ankurbhai G Patel purchased an immovable
property from our Subsidiary Sentia Infrastructrure Limited (“SIL”) for an amount of ₹ 3.00 million (“Purchase Amount”)
and the payment of such Purchase Amount was made from the Invested Amount. The ED, upon the conclusion of the

236
investigation, passed a provisional attachment order dated July 7, 2018 (“Provisional Attachment Order”), directing the
Accused and SIL (collectively “Respondents”) to deposit the Purchase Amount in the form of Fixed Deposit with HDFC
Bank Limited, Mumbai branch and standing to the credit of SIL. Subsequently, ED has filed a complaint under section
5(5) of the PMLA, 2002 (“Complaint”) before the Adjudicating Authority against the Respondents.

Tax proceedings involving our Subsidiaries

Nature of cases Number of cases Amount involved (in ₹ million)*

Direct Tax 29 451.78


Indirect Tax 27 312.21
*
To the extent quantifiable

Consumer Cases

There are 149 consumer cases involving our Subsidiaries. Out of the 149 consumer cases, our Company is jointly involved
with our Subsidiaries in 45 cases. These matters have been initiated under various provisions of the Consumer Protection
Act, 1986, which are pending at the various Consumer Fora. These matters, inter-alia pertain to performance of certain
contractual terms, compensation for alleged non-performance of our Company’s duties, alleged deficiency of service,
interest claims for delay in handing over property, damages, etc.

RERA Cases

There are 173 legal proceedings involving our Subsidiaries. Out of the 173 RERA cases, our Company is jointly involved
with our Subsidiaries in 6 cases. These matters have been initiated by our customers, business partners, regulators, or other
parties, and are pending at different levels of adjudication before various courts, adjudicating officers as provided under
sections 18 and 19 of the Real Estate (Regulation and Development) Act, 2016, including respective State’s Real Estate
Regulatory Authorities and the Real Estate Appellate Tribunal.

Other material litigation which are considered to be material by our Company

1. Trafigura Global Services Private Limited (“Complainant”) initiated an arbitration proceeding against Indiabulls
Properties Private Limited (“IPPL”), an erstwhile subsidiary of our Company, before the arbitral tribunal comprising of
retired Justice V. Khare, retired Justice S.P Bharucha and retired Justice Deepak Verma (collectively, the “Arbitral
Tribunal”), in relation to the termination of the lease deed dated June 20, 2014 (“Lease Deed”) before the expiry of the
lock-in period by the Complainant for taking on lease certain floors of the project “Indiabulls Center”, situated at Mumbai
(“Property”), which was managed by IPPL citing fundamental and structural design defects in the Property, which has
rendered it unfit or not safe for occupation and/or use. The Complainant is seeking, inter-alia, (i) that the termination of
the Lease Deed be made valid; and (ii) an award for a sum amounting to ₹ 1536.15 million along with interest be paid by
IPPL. Subsequently, IPPL has made a counter claim of ₹ 3073.02 million along with interest for unpaid rent for the balance
lock-in period, damages caused as a result of fit-outs, brokerage, stamp duty and compensation for loss of goodwill and
reputation, etc. In connection with the transfer of shares held by our Company in IPPL, our Company has indemnified the
acquirer of any obligations attached to the outcome of the foregoing legal proceeding.

2. Inspector General of Registration, Pune has issued a show-cause notice dated December 20, 2017demanding payment of ₹
28.00 million from Indiabulls Properties Private Limited (“IPPL”), an erstwhile subsidiary of our Company, towards
alleged deficit stamp duty in relation to an agreement for sale dated March 12, 2012 entered into between IPPL and National
Textile Corporation Limited. In connection with the transfer of shares held by our Company in IPPL, our Company has
indemnified the acquirer of any obligations attached to the outcome of the foregoing legal proceeding.

III. Litigation involving our Directors

Criminal proceedings against our Directors

Except as disclosed below, there are no criminal proceedings involving our Directors.

Mehul Johnson

1. Lease Plan India Private Limited and another (“Complainants”) filed a complaint in the Court of Chief Metropolitan
Magistrate, New Delhi (“CMM, New Delhi”), against Store One Retail India Limited (erstwhile Indiabulls Retail Services
Limited and Piramyd Retail Limited) (“Store One”), Sameer Gehlaut, Shamsher Singh Ahlawat, Prem Prakash Mirdha,
Anil Lepps, Mehul C. Johnson, Aishwarya Katoch, Mukul Bansal and Karan Singh, each impleaded in their capacity as
directors of Store One (collectively, “Accused”), alleging the commission of offence punishable under Sections 406, 420

237
and 120-B of the IPC and seeking to issue summons to the Accused to face trial and award compensation in terms of
Section 357 of CrPC. Additionally, the Complainants filed an application dated April 24, 2012 before the Chief Judicial
Magistrate, New Delhi, seeking for directions to be given to the concerned police station to register a first information
report. By an order dated March 30, 2017 (“Impugned Order”), the CMM New Delhi dismissed the complaint filed
before it. Subsequently, the Complainants have filed an application in the High Court of Delhi, New Delhi, seeking to
quash the Impugned Order and issue summons to the Accused to face trial for offences under Sections 406, 420 and 120-
B the IPC.

Criminal proceedings by our Directors

As on the date of this Placement Document, there are no criminal proceedings initiated by our Directors.

Material Civil Proceedings against our Directors

As on the date of this Placement Document, there are no civil proceedings initiated against our Directors which are above
₹349.37 million.

Material Civil Proceedings by our Directors

As on the date of this Placement Document, there are no civil proceedings initiated by our Directors which are above
₹349.37 million.

Other Material Proceedings involving our Directors

As on the date of this Placement Document, there are no Other Material Proceedings involving the Directors.

Regulatory proceedings involving our Directors

As on the date of this Placement Document, there are no regulatory proceedings involving our Directors.

IV. Except as disclosed below, there are no litigation, inquiries, inspections or investigations initiated or conducted under
the Companies Act against our Company and / or our Subsidiaries in the last three years preceding the year of this
Placement Document:

Please see “V. Prosecutions filed against, fines imposed on, or compounding of offences by our Company and/or our
Subsidiaries under the Companies Act in the last three years preceding the date of this Placement Document” below, for
details pertaining to the 10 show cause notices issued by the Office of Registrar of Companies, NCT of Delhi and Haryana,
Ministry of Corporate Affairs, Government of India, Northern Region, New Delhi.

V. Except as disclosed below, there are no prosecutions filed against, fines imposed on, or compounding of offences by
our Company and/or our Subsidiaries under the Companies Act in the last three years preceding the year of this
Placement Document

1. The Office of Regional Director, Ministry of Corporate Affairs, Government of India, Northern Region, New Delhi,
(“Regional Director, MCA”), conducted inspection of the records and documents pertaining to the financial years 2015
to 2017 of our Company under Section 206 (5) of the Companies Act. The Regional Director, MCA identified certain
non-compliances under Sections 77, 79, 92 read with 62, 118, 129, 133, 134, 139, 153, 184 and 203 of the Companies
Act, 2013 (“Companies Act”) and certain applicable rules made thereunder, certain applicable accounting standards
issued by the Institute of Chartered Accountants of India (“ICAI”) and certain applicable secretarial standards issued by
the Institute of Company Secretaries of India (“ICSI”) pertaining to the financial years 2015 to 2019.

Pursuant to the inspection, RoC, NCT of Delhi and Haryana, Ministry of Corporate Affairs, Government of India, Northern
Region, New Delhi, (“RoC, MCA”) issued 10 show cause notices, each dated February 17, 2021 (“Show Cause Notices”)
addressed to our Company, seeking clarification from our Company, along with documentary evidence within 10 days
from date of issue of the Show Cause Notices.

Subsequently, our Company filed (i) 12 compounding applications under Section 441 of the Companies Act
(“Compounding Applications”) for the eight show-cause notices received from the RoC, MCA; and (ii) two adjudicating
applications under Section 454 of the Companies Act (“Adjudicating Applications”) for two show-cause notice received
from the RoC, MCA.

The Regional Director, MCA disposed the Compounding Applications with directions to our Company to pay
compounding fees of (i) ₹ 67,000 for the offence committed under Section 153 of the Companies Act; (ii) ₹ 40,000 for
the offence committed under Section 139 of the Companies Act read with Rule 3 of Companies (Audit and Auditors)

238
Rules, 2014; (iii) ₹ 10,000 for the offence committed under Section 92 read with Section 62 of the Companies Act; (iv) ₹
1,15,000 for the offence committed under Section 203(3) of the Companies Act; (v) ₹ 2,00,000 for the offence committed
under Section 77 of the Companies Act; (vi) ₹ 2,00,000 for the offence committed under Section 79 of the Companies
Act; (vii) ₹ 500 for the offence committed under Section 118 of the Companies Act read with SS-1 issued by ICSI; (viii)
₹ 2,01,000 each for the five compounding applications, each filed for the offence committed under Section 134 of the
Companies Act read with Rule 8 of the Companies (Accounts) Rules, 2014.

Further, with respect to the Adjudicating Applications, the Adjudicating Officer, RoC, NCT of Delhi and Haryana through
an order directed to pay a penalty of: (i) ₹ 1,50,000 for non-compliance of Section 118 read with Section 454(3) of the
Companies Act; and (ii) ₹ 1,50,000 for non-compliance of Section 118 of the Companies Act read with Secretarial
Standards issued by ICSI.

VI. As on the date of this Placement document, there have not been any acts of material frauds committed against our
Company in the last three years preceding the year of this Placement Document.

VII. There have been no defaults by our Company (on a consolidated basis) in respect of repayment of (i) statutory dues;
(ii) debentures (including interest thereon); (ii) deposits (including interest thereon); and (iv) loans (including interest
thereon), as on the date of this Placement Document.

VIII. There is no litigation or legal action pending or taken against our Promoter by any ministry or department of the
government or any statutory authority in the last three years immediately preceding the year of circulation of this
Placement Document and directions issued by such ministry or department of the government or statutory authority
upon conclusion of such litigation or legal action.

IX. As on the date of this Placement Document, our Company has not defaulted in submitting the annual filings under the
Companies Act or rules made thereunder.

X. As on the date of this Placement Document, neither us, nor our Promoter or Directors are willful defaulters or
fraudulent borrowers.

XI. As on the date of this Placement Document, none of the Promoter or Directors of our Company are fugitive economic
offenders.

XII. There have been no significant and material orders passed by the regulators, courts and tribunals impacting the going
concern status of our Company and its future operations.

XIII. There are no reservations or qualifications or adverse remarks of auditors of our Company in the last five financial
years immediately preceding the year of this Placement Document.

XIV. Litigation involving the Amalgamating Group

Material Criminal Proceedings - Amalgamating Group

1. Dasamma N.S. and Ramachandra (“Petitioners”) have filed a suit of partition and separate possession of land situated at
Nagamangala Village, Kundan Hobli, Devanahalli Taluk, Bangalore Rural District (“Property”) in the Court of Principal
Civil Judge, Devanhalli (“Devanhalli Trial Court”) against Embassy group of companies, Nagaraj and others
(“Defendants”). Through an order dated September 28, 2015 (“Impugned Order 1”), the Devanhalli Trial Court held
that each of the Petitioners were entitled to one-eight share in the Property. Aggrieved by the Impugned Order, the
Defendants filed an appeal in the Court of the Senior Civil Judge (“Devanhalli Appellate Court”), seeking to set aside
the Impugned Order. Through an order dated November 02, 2017 (“Impugned Order 2”), the Devanhalli Appellate Court
admitted the appeal and granted a stay on the Impugned Order 1. Aggrieved by the Impugned Order 2, the Petitioners filed
an appeal in the High Court of Karnataka (“Karnataka High Court”). The Defendants, along with certain third parties,
have also initiated a separate appeal in the Karnataka High Court challenging the Impugned Order 1.

While the aforementioned appeals were pending adjudication, the Petitioners filed a criminal complaint against the
Defendants before the Judicial Magistrate First Class, Devanhalli (“JMFC”) alleging commission of offences under
Sections 120-B, 144, 415, 416, 420, 423, 429, 431, 432, 463, 464, 466, 467, 468 and 471 of the Indian Penal Code for
fraudulently executing a sale deed with respect to the Project in favor of Embassy group of companies. The JMFC through
its order dated July 23, 2016 directed the Viswanathapura Police Station to investigate further into the matter.
Subsequently, the Embassy group of companies has filed a petition before the Karnataka High Court praying to quash the
Complaint.

Civil Proceedings involving the Amalgamating Group

Please see “Litigation Involving the Amalgamating Group –Material Criminal Proceedings - Amalgamating Group” on

239
page 239 for details regarding the civil suit of partition and separate possession of land filed by Dasamma N.S. and
Ramachandra against the Embassy group of companies.

Regulatory and/or statutory proceedings involving the Amalgamating Group

1. Karnataka Real Estate Regulatory Authority has issued a show-cause notice dated March 7, 2022 (“SCN”) to NAM Estates
in terms of section 35 of the Real Estate (Regulation and Development) Act, 2016 with respect to the status of progress of
Project Embassy Springs, Phase-1 (“Project”), seeking clarification along with documentary evidence within 10 days
from the date of issue of the SCN for the non-completion of the Project and that no Occupancy Certificate has been
obtained by NAM Estates within the period of validity of registration. NAM Estates has submitted its response through
its letter dated March 30, 2022, to the SCN.

2. Karnataka Real Estate Regulatory Authority has issued a show-cause notice dated March 7, 2022 (“SCN”) to Embassy
One in terms of section 35 of the Real Estate (Regulation and Development) Act, 2016 with respect to the status of progress
of Project Embassy One (“Project”), seeking clarification along with documentary evidence within 10 days from the date
of issue of the SCN for the non-completion of the Project and that no Occupancy Certificate has been obtained by Embassy
One within the period of validity of registration. Embassy One has submitted its response through its letter dated March
30, 2022, to the SCN

Tax Proceedings involving the Amalgamating Group

Nature of cases Number of cases Amount involved (in ₹ million)*

Direct Tax 5 542.90


Indirect Tax 1 57.32
*
To the extent quantifiable.

Other civil proceedings

1. NAM Estates

There are 119 civil matters where the nature of the litigation being with respect to title or ownership of land/property of
NAM Estates, and the amount involved in these matters cannot be quantified. Further, none of these outstanding
proceedings involving the NAM Estates are material in nature.

2. Embassy East

There are five civil matters where the nature of the litigation being with respect to title or ownership of land/property of
Embassy East, and the amount involved in these matters cannot be quantified. Further, none of these outstanding
proceedings involving the Embassy East are material in nature.

240
OUR STATUTORY AUDITORS

Our Company’s Statutory Auditors, Agarwal Prakash & Co., Chartered Accountants, are independent auditors with respect to
our Company, as required by the Companies Act and in accordance with the guidelines issued by the ICAI.

The Limited Reviewed Unaudited Consolidated Financial Results, Limited Reviewed Unaudited Standalone Financial Results,
audited consolidated financial statements and audited standalone financial statements for Fiscal 2021 have been reviewed and
audited, as applicable, by our Statutory Auditors.

The audited consolidated financial statements and audited standalone financial statements for Fiscals 2020 and 2019 have been
audited by our erstwhile statutory auditors, Walker Chandiok & Co LLP.

241
GENERAL INFORMATION

• Our Company was incorporated as Indiabulls Real Estate Limited, under the Companies Act, 1956 pursuant to a
certificate of incorporation dated April 4, 2006 issued by the Registrar of Companies, National Capital Territory of
Delhi and Haryana at Delhi (“RoC”) and commenced its business on May 24, 2006 pursuant to a certificate of
commencement of business issued by RoC.

• Our registered office is located at Plot No. 448-451, Udyog Vihar, Phase V, Gurugram -122016, Haryana, India.

• The address of our Company’s registered office was changed from M-62&63, First Floor, Connaught Place, New
Delhi – 110 001, to Plot No. 448-451, Udyog Vihar, Phase V, Gurugram -122016, Haryana, India with effect from
February 26, 2021.

• Our CIN is L45101HR2006PLC095409. The website of our Company is www.indiabullsrealestate.com.

• Our corporate office is located at WeWork, Vaswani Chambers, 264/265, Dr. Annie Besant Road, Worli, Mumbai –
400 030, Maharashtra, India.

• Our Equity Shares are listed on BSE and NSE since March 23, 2007.

• The Issue was authorised and approved by our Board of Directors on December 22, 2021. Our Shareholders have
approved the Issue by way of a special resolution on February 7, 2022.

• Our Company has received in-principle approvals in terms of Regulation 28(1) of the SEBI Listing Regulations from
each of BSE and NSE on April 7, 2022, to list the Equity Shares issued pursuant to the Issue on the Stock Exchange.
We will apply for final listing and trading approvals of the Equity Shares to be issued pursuant to the Issue on the
Stock Exchanges after Allotment of the Equity Shares in the Issue.

• Our Global Depository Receipts are listed on the Luxembourg Stock Exchange.

• Copies of our Memorandum and Articles of Association will be available for inspection between 10:00 am to 5:00 pm
on any weekday (except Saturdays and public holidays) during the Issue Period at our Registered Office and Corporate
Office.

• Except as disclosed in this Placement Document, there has been no material adverse change in our financial position
since December 31, 2021, the date of the Limited Reviewed Unaudited Consolidated Financial Results included in
this Placement Document.

• Our Company confirms that it is in compliance with the minimum public shareholding requirements as specified in
the SCRR.

• The Floor Price is ₹106.38 per Equity Share, calculated in accordance with the provisions of Chapter VI of the SEBI
ICDR Regulations. Our Company has also offered a discount of ₹5.28 (being equivalent to 4.96% of the Floor Price)
per Equity Share in accordance with the approval of our Shareholders accorded through their special resolution passed
on February 7, 2022 and in terms of Regulation 176(1) of the SEBI ICDR Regulations.

• Our Company has obtained necessary consents, approvals and authorizations required in connection with the Issue.

• Except as disclosed in this Placement Document, there are no material litigation pending against or affecting us, or
our assets or revenues, nor are we aware of any pending or threatened litigation or arbitration proceedings, which may
have a material adverse effect on the Issue. For further details, see “Legal Proceedings” on page 231.

• The Company and the BRLMs accept no responsibility for statements made otherwise than in this Placement
Document and anyone placing reliance on any other source of information, including our website, would be doing it
at his or her own risk.

• Ravi Telkar is the Company Secretary and Compliance Officer of our Company. His details are as follows:

WeWork, Vaswani Chambers, 264/265


Dr. Annie Besant Road
Worli, Mumbai – 400 030
Maharashtra, India
Telephone: + 91 22 6189 1740

242
Fax: +91 22 3086 6002
E-mail: [email protected]

243
FINANCIAL STATEMENTS

Sl. No. Financial Information Page No.


1. Audited consolidated financial statements for Fiscal 2021 F 1 – F 77
2. Audited consolidated financial statements for Fiscal 2020 F 78 – F 163
3. Audited consolidated financial statements for Fiscal 2019 F 164 – F 251
4. Audited standalone financial statements for Fiscal 2021 F 252 – F 312
5. Audited standalone financial statements for Fiscal 2020 F 313 – F 378
6. Audited standalone financial statements for Fiscal 2019 F 379 – F 450
7. Limited Reviewed Unaudited Consolidated Financial Results F 451 – F 456
8. Limited Reviewed Unaudited Standalone Financial Results F 457 -F 460
9. NAM Estates Special Purpose Consolidated Financial Statements F 461 – F 505
10. NAM Estates audited financial statements for Fiscal 2021 F 506 – F 555
11. NAM Estates audited financial statements for Fiscal 2020 F 556 – F 596
12. NAM Estates audited financial statements for Fiscal 2019 F 597 – F 632
13. Unaudited NAM Estates Limited Reviewed Special Purpose Interim Consolidated Financial F 633 – F 647
Statements
14. EOCDPL audited standalone financial statements for Fiscal 2021 F 648 – F 669
15. EOCDPL audited standalone financial statements for Fiscal 2020 F 670 – F 690
16. EOCDPL audited standalone financial statements for Fiscal 2019 F 691 – F 711
17. EOCDPL Limited Reviewed Unaudited Special Purpose Standalone Financial Statements F 712 – F 718
18. Embassy One audited financial statements for Fiscal 2021 F 719 – F 758
19. Embassy One audited financial statements for Fiscal 2020 F 759 – F 808
20. Embassy One audited financial statements for Fiscal 2019 F 809 – F 856
21. Embassy One Limited Reviewed Unaudited Special Purpose Interim Standalone Financial Statements F 857 – F 866
22. Embassy East audited financial statements for Fiscal 2021 F 867 – F 896
23. Embassy East audited financial statements for Fiscal 2020 F 897 – F 926
24. Embassy East audited financial statements for Fiscal 2019 F 927 – F 955
25. Embassy East Limited Reviewed Unaudited Special Purpose Interim Financial Statements F 956 – F 963
26. Summit audited financial statements for Fiscal 2021 F 964 – F 998
27. Summit audited financial statements for Fiscal 2020 F 999 – F 1034
28. Summit audited financial statements for Fiscal 2019 F 1035 – F 1064
29. Summit Limited Reviewed Unaudited Special Purpose Interim Financial Statements F 1065 - F 1071
30. IPPL audited standalone financial statements for Fiscal 2021 F 1072 – F 1111
31. IPPL audited standalone financial statements for Fiscal 2020 F 1112- F 1154
32. IPPL audited standalone financial statements for Fiscal 2019 F 1155- F 1190
33. IPPL Limited Reviewed Unaudited Standalone Financial Results F 1191- F 1197

244
INDEPENDENT AUDITOR’S REPORT

To the Members of Indiabulls Real Estate Limited

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the accompanying Consolidated Financial Statements of Indiabulls Real Estate Limited
(hereinafter referred to as the “Holding Company”) and its subsidiaries (Holding Company and its
subsidiaries together referred to as “the Group”), which comprise the Consolidated Balance Sheet as at 31
March 2021, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income),
the Consolidated Statement of Changes in Equity and Consolidated Statement of Cash Flows for the year
then ended, and notes to the Consolidated Financial Statements, including a summary of significant
accounting policies and other explanatory information (hereinafter referred to as "the Consolidated
Financial Statements").

In our opinion and to the best of our information and according to the explanations given to us, the
aforesaid Consolidated Financial Statements give the information required by the Companies Act, 2013
(„the Act‟) in the manner so required and give a true and fair view in conformity with the accounting
principles generally accepted in India including Indian Accounting Standards („Ind AS‟) specified under
section 133 of the Act, of the Consolidated state of affairs of the Group as at 31 March 2021, its
Consolidated profit and Consolidated total comprehensive income, it‟s Consolidated changes in equity
and its Consolidated cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section
143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in
the Auditor‟s Responsibilities for the Audit of the Consolidated Financial Statements section of our
report. We are independent of the Group in accordance with the Code of Ethics issued by the Institute of
Chartered Accountants of India together with the ethical requirements that are relevant to our audit of
the Consolidated Financial Statements under the provisions of the Act and the Rules thereunder, and we
have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of
Ethics. We believe that the audit evidence we have obtained and the audit evidence obtained by the other
auditors in terms of their reports referred to in paragraph of the Other Matters section below, is sufficient
and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the financial statements of the current period. These matters were addressed in the context of our
audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do
not provide a separate opinion on these matters.

F-1
We have determined the matters described below to be the key audit matters to be communicated in our
report:

Key audit matter How our audit addressed the key audit matter
Assessing the carrying value of inventory

The accounting policies for Inventories are set Our procedures in relation to the valuation of
out in Note 4.4 to the consolidated financial inventory held by the group included, but not limited
statements. to the followings:

Inventories of the Group comprise of real estate  Obtained an understanding of the management
properties (including land) are disclosed under process for identification of possible
Note 15. impairment indicators and process performed
by the management for impairment testing and
Impairment assessment of inventory is the management process of determining the
considered as a significant risk as there is a risk Net Realisable Value (NRV);
that recoverability of the carrying value of the
inventory could not be established, and potential  Enquired of the management and inspected the
impairment charge might be required to be internal controls related to inventory valuation
recorded in the consolidated financial statements. along with the process followed to
Management‟s assessment of the recoverable recover/adjust these and assessed whether
amounts is a judgmental process which requires impairment is required;
the estimation of the net realisable value, which
takes into account the valuations of the  All material properties under development as at
properties held and cash flow projections of real 31 March 2021 were discussed on case to case
estate properties under development. basis with the management for their plan of
recovery/adjustment;
On account of the above assessment, an
impairment loss of ₹ 805.00 lakhs have been  For real estate properties under development,
recognized in the current year. obtained and assessed the management
evaluation of the NRV. We also assessed the
Due to their materiality in the context of the management‟s valuation methodology applied
Group‟s financial statements as a whole and in determining the recoverable amount and
significant degree of judgement and subjectivity tested the underlying assumptions used by the
involved in the estimates and key assumptions management in arriving at those projections;
used in determining the cash flows used in the
impairment evaluation, this is considered to be  We challenged the management on the
the area which had the greatest effect on our underlying assumptions used for the cash flow
overall audit strategy and allocation of resources projections, considering evidence available to
in planning and completing our audit. support these assumptions and our
understanding of the business;
 Where the management involved specialists to
perform valuations, evaluated the objectivity
and independence of those specialists;

 For land parcels, obtained and verified the


valuation of land parcels as per the government
prescribed circle rates, wherever necessary;

 Tested the arithmetical accuracy of the cash


flow projections; and

 We assessed the appropriateness and adequacy


of the disclosures made by the management for
the impairment losses recognized in accordance
with applicable accounting standards.

F-2
Key audit matter How our audit addressed the key audit matter
Revenue recognition

The Group‟s policies on revenue recognition is Our audit procedures related to the revenue
set out in Note 4.3 to the consolidated financial recognition included, but not limited to the
statements. following:

As per the principles of Ind AS 115 “Revenue  Evaluated the appropriateness of the Group‟s
from Contracts with Customers”, revenue from revenue recognition policies with respect to the
sale of residential/commercial properties is principles of Ind AS 115;
recognized when the performance obligations are
essentially complete.  Enquiring from the management and inspecting
the internal controls related to revenue
The performance obligations are considered to recognition for ensuring the completeness of the
be complete when control over the property has customer sales, issue of possession letters and the
been transferred to the buyer i.e. offer for recording of customer receipts;
possession of properties have been issued to the
customers.  We have performed the following procedures for
revenue recognition:
The amount of revenue and cost thereon on a. Verification of the possession letters issued
contracts with customers forms a substantial part on sample basis along with the proof of
of the consolidated statement of profit and loss deliveries to ensure completeness;
and management judgement is also involved in b. Verification of the collection from customers
the interpretation of these conditions. for the units sold from the statement of
accounts on a sample basis to ensure receipt
The above transaction required audit focus due of the amount; and
to the significant impact of the same on the c. Performing cut-off procedures and other
accompanying consolidated financial statement analytical procedures like project wise
of the Group. The matter has been considered to variance analysis and margin analysis to find
be of most significance to the audit and any anomalies.
accordingly, has been considered as a key audit
matter for the current year audit.
 Ensured that the disclosure requirements of Ind
AS 115 have been complied with.

Valuation of investments held by subsidiary


entities in equity instruments
The Group‟s policies on valuation of Our procedures in relation to the valuation of
Investments is set out in Note 4.12 to the investments held by the Group included, but not
consolidated financial statements. limited to the following:

At the balance sheet date 31 March 2021, the  Understood the nature of transaction i.e.
Group held ₹ 1,967.56 lakhs of investments in understanding the approach used for valuation
equity instruments of third parties which are and assessing the proposed accounting treatment
carried at fair value through profit and loss in relation to the accounting policies and
(„FVTPL‟) in the consolidated financial relevant Ind AS;
statements. Any changes in estimates,  We obtained an understanding of the
assumptions and judgements involved may result management process for identification of
in material changes in the valuation of possible impairment indicators and process
investment and hence it required significant audit performed by the management for impairment
attention. testing.
Any change in the fair value of the  Enquired of the management and inspected the
abovementioned investments will result in a internal controls related to completeness of the
change in the profit or loss in consolidated list of investments along with the process
financial statements. followed to recover/adjust these;

F-3
Key audit matter How our audit addressed the key audit matter

The management‟s valuation is dependent upon  We challenged the managements on the


the market conditions carried out by underlying assumptions used for the cash flow
management‟s valuer, which can be difficult to projections, considering evidence available to
predict and be influenced by economic and other support these assumptions and our
factors. understanding of the business;
 Evaluating the management‟s independent
Any errors or changes in the management/ professional valuer‟s competence, capabilities
management‟s valuer judgement or assumptions and objectivity;
can impact the assessment of the carrying values
of the investment. Therefore, it has been  Assessing the valuation methodology used by
considered as a key audit matter. the independent professional valuer to estimate
the fair value of the investments;

 Testing the mathematical accuracy of the cash


flows projection; and

 Ensured that the disclosure requirements of


accounting standards have been complied with.
Assessing the carrying value of certain
outside group advances
The Group‟s policies on the impairment Our procedures in relation to assessment of
assessment of the advances is set out in Note impairment for said interest-bearing advances
4.13 to the consolidated financial statements. included, but not limited to:
 Obtained an understanding of the management
During the year, one of the wholly owned
process for identification of possible
subsidiary of the Group has advanced an
impairment indicators and processes followed
interest-bearing sum of ₹ 22,500.00 lakhs outside by the management for assessing the
the group of which ₹ 22,500.00 lakhs is recoverability of these advances;
outstanding as at 31 March 2021 as presented
under Note 10B.  Enquired of the management and inspected the
internal controls related to process followed to
Impairment assessment of these advances is recover these and assess whether impairment is
considered as a significant risk as there is a risk required;
that recoverability of these advances could not be
established, and any potential impairment charge  Inspected underlying supporting documents
might be required. Management‟s assessment of and agreements entered between the parties for
the recoverability of these advances is a the advances made during the year;
judgmental process which takes into account the  Assessed breach in terms of these advances as
fair valuation and an assessment of the financial per agreement, if any;
statements of the entities to which these amounts
have been advanced.  Obtained direct independent confirmations for
the said advances outstanding as at 31 March
Due to the materiality of these advances in the 2021;
context of the Group‟s financial statements as a
 Discussed with the management with respect to
whole and significant degree of judgement and their plan of recovery and review of recent
subjectivity involved in management‟s communications related to the said outstanding
assessment of recoverability, this has been advances as at 31 March 2021;
considered to be a key audit matter.
 Checked of subsequent recoveries, if any; and
 We checked the appropriateness and adequacy
of the disclosures made by the management for
these interest bearing advances in accordance
with Ind AS.

F-4
Information Other than the Consolidated Financial Statements and Auditor's Report thereon

The Company‟s Board of Directors is responsible for the other information. The other information
comprises the information included in the Annual Report, but does not include the Standalone Financial
Statements and our auditor‟s report thereon. The Annual Report is expected to be made available to us
after the date of this auditor's report.

Our opinion on the Consolidated Financial Statements does not cover the other information and we do
not express any form of assurance conclusion thereon.

In connection with our audit of the Consolidated Financial Statements, our responsibility is to read the
other information and, in doing so, consider whether the other information is materially inconsistent with
the Consolidated Financial Statements or our knowledge obtained in the audit, or otherwise appears to
be materially misstated.

If, based on the work we have performed on the other information obtained prior to the date of this
auditor‟s report, we conclude that there is a material misstatement of this other information, we are
required to report that fact. Reporting under this section is not applicable as no other information is
obtained at the date of this auditor‟s report.

Management’s Responsibility for the Consolidated Financial Statements

The accompanying consolidated financial statements have been approved by the Holding Company‟s
Board of Directors. The Holding Company‟s Board of Directors is responsible for the matters stated in
section 134(5) of the Act with respect to the preparation of these Consolidated Financial Statements that
give a true and fair view of the Consolidated financial position, Consolidated financial performance,
Consolidated total comprehensive income, Consolidated changes in equity and Consolidated cash flows
of the Group in accordance with the accounting principles generally accepted in India, including the Ind
AS specified under section 133 of the Act. This responsibility also includes maintenance of adequate
accounting records in accordance with the provisions of the Act for safeguarding of the assets of the
Group and for preventing and detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and
design, implementation and maintenance of adequate internal financial controls, that were operating
effectively for ensuring the accuracy and completeness of the accounting records, relevant to the
preparation and presentation of the Consolidated Financial Statements that give a true and fair view and
are free from material misstatement, whether due to fraud or error , which have been used for the
purpose of preparation of Consolidated Financial Statements by the Directors of the Holding Company,
as aforesaid.

In preparing the Consolidated Financial Statements, the respective Board of Directors of the companies
included in the Group are responsible for assessing the ability of the Group to continue as a going
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless management either intends to liquidate the Group or to cease operations, or has no
realistic alternative but to do so.

The respective Board of Directors of the companies are also responsible for overseeing financial
reporting process of the Group.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the Consolidated Financial Statements
as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor‟s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with SAs will always detect a material misstatement when it exists.

F-5
Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these Consolidated Financial Statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional
skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the Consolidated Financial Statements,
whether due to fraud or error, design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of
not detecting a material misstatement resulting from fraud is higher than for one resulting from error,
as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible
for expressing our opinion on whether the Holding Company has adequate internal financial controls
system with reference to Consolidated Financial Statements in place and the operating effectiveness of
such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.

• Conclude on the appropriateness of management‟s use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the ability of the Group to continue as a going concern.
If we conclude that a material uncertainty exists, we are required to draw attention in our auditor‟s
report to the related disclosures in the Consolidated Financial Statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to
the date of our auditor‟s report. However, future events or conditions may cause the Group to cease
to continue as a going concern.

• Evaluate the overall presentation, structure and content of the Consolidated Financial Statements,
including the disclosures, and whether the Consolidated Financial Statements represent the underlying
transactions and events in a manner that achieves fair presentation.

• Obtain sufficient appropriate audit evidence regarding the financial information of the entities within
the Group, to express an opinion on the financial statements. We are responsible for the direction,
supervision and performance of the audit of financial statements of such entities included in the
financial statements, of which we are the independent auditors. For the other entities included in the
financial statements, which have been audited by the other auditors, such other auditors remain
responsible for the direction, supervision and performance of the audits carried out by them. We
remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.

From the matters communicated with those charged with governance, we determine those matters that
were of most significance in the audit of the Consolidated Financial Statements of the current year and
are therefore the key audit matters. We describe these matters in our auditor‟s report unless law or

F-6
regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse consequences of
doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matters

We did not audit the annual financial statements of certain subsidiaries, whose financial statements
reflects total assets ₹ 342,577.43 lakhs and net assets of ₹ 95,996.36 lakhs as at 31 March 2021, total
revenues of ₹ 19,836.40 lakhs, total net profit after tax of ₹ 4,898.96 lakhs total comprehensive income of
₹ 2,466.25 lakhs and cash outflows (net) of ₹ 489.27 lakhs for the year ended on that date, as considered
in the Consolidated Financial Statements. These annual financial statements have been audited by other
auditors, whose audit report have been furnished to us by the management, and our opinion in so far as it
relates to the amounts and disclosures included in respect of these subsidiaries are based solely on the
audit reports of such other auditors.

Further, these subsidiaries are located outside India, whose financial statements and other financial
information have been prepared in accordance with accounting principles generally accepted in their
respective countries and which have been audited by other auditor under generally accepted auditing
standards applicable in their respective countries. The Holding Company‟s management has converted
the financial statements of such subsidiaries from accounting principles generally accepted in their
respective countries to accounting principles generally accepted in India. We have audited these
conversion adjustments made by the Holding Company‟s management. Our opinion on the Consolidated
Financial Statements in so far as it relates to the balances and affairs of such subsidiaries located outside
India is based on the report of other auditors and the conversion adjustments prepared by the
management of the Holding Company and audited by us.

The Consolidated Financial Statements of the Group for the year ended 31 March 2020, were audited by
another auditor who expressed an unmodified opinion vide its report dated 14 May 2020.

Our opinion on the Consolidated Financial Statements, and our report on other legal and regulatory
requirements below, are not modified in respect of the above matters with respect to our reliance on the
work done by and the reports of the other auditors.

Report on Other Legal and Regulatory Requirements

As required by Section 143 (3) of the Act, based on our audit and on the consideration of the reports of
the other auditors on separate financial statements and other financial information of the subsidiaries, we
report, to the extent applicable, that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge
and belief were necessary for the purposes of our audit of the aforesaid Consolidated Financial
Statements.
(b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid
Consolidated Financial Statements have been kept so far as it appears from our examination of those
books and the reports of the other auditors.
(c) The Consolidated Financial Statements dealt with by this Report are in agreement with the books of
account maintained for the purpose of preparation of the consolidated financial statements.
(d) In our opinion, the aforesaid Consolidated Financial Statements comply with Ind AS specified under
Section 133 of the Act.

(e) On the basis of the written representations received from the directors of the Holding Company and
taken on record by the Board of Directors of the Holding Company and the audit reports of its
subsidiary companies covered under the Act, none of the directors of the Group companies covered

F-7
under the Act, are disqualified as on 31 March 2021 from being appointed as a director in terms of
Section 164(2) of the Act.

(f) With respect to the adequacy of the internal financial controls with reference to financial statements of
the Holding Company and its subsidiary companies covered under the Act, and the operating
effectiveness of such controls, refer to our separate Report in „Annexure A‟.
(g) With respect to the other matters to be included in the Auditor‟s Report in accordance with Rule 11 of
the Companies (Audit and Auditors) Rules, 2014 (as amended), in our opinion and to the best of our
information and according to the explanations given to us:

i. The Group has disclosed the impact of pending litigations on its financial position in its
Consolidated Financial Statements as at 31 March 2021– Refer Note 44 to the Consolidated
Financial Statements.
ii. The Group did not have any long-term contracts including derivative contracts for which there
were any material foreseeable losses as at 31 March 2021.
iii. There were no amounts which were required to be transferred to the Investor Education and
Protection Fund by the Holding Company and its subsidiaries during the year ended 31 March
2021.

(h) As required by section 197(16) of the Act, based on our audit, we report that 2 subsidiary companies
covered under the Act paid remuneration to its directors during the year in accordance with the
provisions of and limits laid down under section 197 read with Schedule V to the Act. Further, we
report that the Holding Company and other subsidiary companies covered under the Act have not
paid or provided for any managerial remuneration during the year. Accordingly, reporting under
section 197(16) of the Act is not applicable in respect of Holding Company and such other subsidiary
companies.

For Agarwal Prakash & Co.


Chartered Accountants
Firm‟s Registration No.: 005975N

Prakash Agarwal
Partner
Membership No.: 084964

UDIN: 21084964AAAAAO7908

Place: New Delhi


Date: 23 April 2021

F-8
Annexure A to the Independent Auditor's Report

With reference to the Annexure A referred to in the Independent Auditor's Report to the members of the
Indiabulls Real Estate Limited on the Consolidated Financial Statements for the year ended 31 March
2021 of even date.

Independent Auditor’s report on the Internal Financial Controls under Clause (i) of Sub-section 3
of Section 143 of the Companies Act, 2013 (‘the Act’)

We have audited the internal financial controls with reference to Consolidated Financial Statements of
Indiabulls Real Estate Limited (hereinafter referred to as the “Holding Company”) and its subsidiaries
(the Holding Company and its subsidiaries together referred to as „the Group‟), as of 31 March 2021 in
conjunction with our audit of the Consolidated Financial Statements of the Company for the year ended
on that date.

Management’s Responsibility for Internal Financial Controls

The respective Board of Directors of the Holding Company and its subsidiary companies, which are
companies covered under the Act, are responsible for establishing and maintaining internal financial
controls based on the internal control over financial reporting criteria established by the respective
company considering the essential components of internal control stated in the Guidance Note on Audit
of Internal Financial Controls over Financial Reporting (the "Guidance Note") issued by the Institute of
Chartered Accountants of India ("ICAI"). These responsibilities include the design, implementation and
maintenance of adequate internal financial controls that were operating effectively for ensuring the
orderly and efficient conduct of the Company‟s business, including adherence to Company‟s policies, the
safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and
completeness of the accounting records, and the timely preparation of reliable financial information, as
required under the Act.

Auditors’ Responsibility

Our responsibility is to express an opinion on the internal financial controls with reference to financial
statements of the Holding Company and its subsidiary companies as aforesaid, based on our audit. We
conducted our audit in accordance with the Guidance Note and the Standards on Auditing, issued by
ICAI prescribed under section 143(10) of the Act, to the extent applicable to an audit of internal financial
controls, both applicable to an audit of Internal Financial Controls and both, issued by ICAI. Those
Standards and the Guidance Note require that we comply with ethical requirements and plan and perform
the audit to obtain reasonable assurance about whether adequate internal financial controls with reference
to Consolidated Financial Statements was established and maintained and if such controls operated
effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal
financial control system with reference to financial statements and their operating effectiveness. Our audit
of internal financial controls with reference to financial statements includes obtaining an understanding of
such internal financial controls, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. The
procedures selected depend on the auditor‟s judgement, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or error.

F-9
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our audit opinion on the internal financial controls with reference to financial statements of the Holding
Company and its subsidiary companies as aforesaid.

Meaning of Internal Financial Controls with reference to Consolidated Financial Statements

A Company's internal financial controls with reference to financial statements is a process designed to
provide reasonable assurance regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with generally accepted accounting principles. A
Company's internal financial controls with reference to financial statements includes those policies and
procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance
that transactions are recorded as necessary to permit preparation of financial statements in accordance
with generally accepted accounting principles, and that receipts and expenditures of the Company are
being made only in accordance with authorisations of management and directors of the company; and (3)
provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or
disposition of the Company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls with reference to Consolidated Financial


Statements

Because of the inherent limitations of internal financial controls with reference to financial statements,
including the possibility of collusion or improper management override of controls, material
misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of
the internal financial controls with reference to financial statements to future periods are subject to the
risk that the internal financial controls with reference to financial statements may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may
deteriorate.

Opinion

In our opinion, the Holding Company, its subsidiary companies have, in all material respects, adequate
internal financial controls with reference to financial statements and such controls were operating
effectively as at 31 March 2021, based on the internal control over financial reporting criteria established
by the respective Company considering the essential components of internal control stated in the
Guidance Note issued by ICAI.

For Agarwal Prakash & Co.


Chartered Accountants
Firm‟s Registration No.: 005975N

Prakash Agarwal
Partner
Membership No.: 084964

UDIN: 21084964AAAAAO7908

Place: New Delhi


Date: 23 April 2021

F - 10
Indiabulls Real Estate Limited
Consolidated balance sheet as at 31 March 2021
Note 31 March 2021 31 March 2020
(₹ in lakhs) (₹ in lakhs)
I ASSETS
Non-current assets
Property, plant and equipment 5 2,441.14 3,478.39
Investment property 6 6,041.98 6,140.88
Right of use assets 7 74.51 3,835.11
Intangible assets 8 39.28 71.24
Financial assets
Investments 9A 14,404.60 13,029.84
Loans 10A 572.59 1,853.65
Other financial assets 11A 1,738.57 5,292.79
Deferred tax assets (net) 12 20,295.65 33,713.03
Non-current tax assets (net) 13 14,464.99 20,880.44
Other non-current assets 14A 6,860.03 6,918.24
66,933.34 95,213.61
Current assets
Inventories 15 618,612.98 705,635.33
Financial assets
Investments 9B 105.18 157.25
Trade receivables 16 30,019.04 8,015.01
Cash and cash equivalents 17 8,116.09 4,817.43
Other bank balances 18 11,599.86 32,706.21
Loans 10B 23,461.05 91,974.41
Other financial assets 11B 93,443.55 156,728.77
Other current assets 14B 14,377.62 24,413.54
Assets held for sale 19 9,003.87 9,003.87
808,739.24 1,033,451.82
875,672.58 1,128,665.43

II EQUITY AND LIABILITIES


Equity
Equity share capital 20A 9,030.77 9,093.28
Instruments entirely equity in nature 20C 42,500.00 42,500.00
Other equity 21 296,693.87 304,202.24
Equity attributable to the owners of the Holding Company 348,224.64 355,795.52
Non-controlling interests 1,146.34 1,104.74
Total equity 349,370.98 356,900.26
Liabilities
Non-current liabilities
Financial liabilities
Borrowings 22A 37,805.58 98,911.96
Lease liabilities 23A - 2,376.02
Provisions 25A 1,176.00 1,572.19
Other non-current liabilities 26A 17,048.17 17,186.97
56,029.75 120,047.14

Current liabilities
Financial liabilities
Borrowings 22B 69,600.00 -
Lease Liabilities 23B 69.56 1,414.06
Trade payables
Total outstanding dues of micro enterprises and small enterprises 24 (i) 7,215.20 3,716.42
Total outstanding dues of creditors other than micro enterprises and small enterprises 24 (ii) 22,847.99 41,011.79
Other financial liabilities 27 59,973.17 252,193.19
Other current liabilities 26B 302,403.06 344,151.59
Provisions 25B 7,732.51 7,239.44
Current tax liabilities (net) 28 430.36 1,991.54
470,271.85 651,718.03
875,672.58 1,128,665.43
Summary of significant accounting policies 4
The accompanying notes are integral part of the consolidated financial statements.
This is the consolidated balance sheet referred to in our report of even date.

For Agarwal Prakash & Co. For and on behalf of the Board of Directors
Chartered Accountants
Firm's Registration No.: 005975N

Prakash Agarwal Gurbans Singh Mehul Johnson


Partner Joint Managing Director Joint Managing Director
Membership No. 084964 [DIN: 06667127] [DIN: 00016075]
Place: New Delhi Place: New Delhi Place: Mumbai
Date: 23 April 2021 Date: 23 April 2021 Date: 23 April 2021

Anil Mittal Ravi Telkar


Chief Financial Officer Company Secretary
Place: Gurugram Place: Mumbai
Date: 23 April 2021 Date: 23 April 2021

F - 11
Indiabulls Real Estate Limited
Consolidated statement of profit and loss for the year ended 31 March 2021
For the year ended For the year ended
Note 31 March 2021 31 March 2020
(₹ in lakhs) (₹ in lakhs)

Revenue
Revenue from operations 29 152,141.75 327,078.42
Other income 30 14,064.20 16,985.14
166,205.95 344,063.56

Expenses
Cost of revenue 31
Cost incurred during the year 24,304.66 133,804.83
Decrease in real estate properties 87,022.35 50,988.31
Employee benefits expense 32 5,206.97 11,381.77
Finance costs 33 22,789.01 48,116.19
Depreciation and amortization expense 34 1,725.01 3,076.20
Impairment losses on financial assets 35A - 8,395.48
Other expenses 35B 17,638.62 42,444.23
158,686.62 298,207.01

Profit before exceptional items, tax and share of (loss)/profit from joint ventures 7,519.33 45,856.55

Share of (loss)/profit from joint ventures - (158.14)


Profit before exceptional items and tax 7,519.33 45,698.41

Exceptional items - interest on income tax - 7,931.19


Profit before tax 7,519.33 37,767.22

Tax expense 36
Current tax (including earlier years) 546.41 5,032.72
Deferred tax charge 6,501.07 20,623.98
Net profit for the year 471.85 12,110.52

Other comprehensive income


Items that will not be reclassified to profit and loss
Re-measurement gain/(loss) on defined benefit plans 109.51 44.65
Income tax effect 0.11 (4.82)
Equity instruments through other comprehensive income 2,896.22 (3,258.25)
Share of other comprehensive income of joint ventures accounted for using the equity method - (46,122.81)
Items that will be reclassified to profit and loss
Exchange differences on translation of foreign operations (2,700.32) 7,573.75
(Loss)/gain on net investment hedge - (2,577.99)
Other comprehensive income 305.52 (44,345.47)
Total comprehensive income for the year 777.37 (32,234.95)

Net profit is attributable to


Owners of the Holding Company 430.25 12,069.23
Non-controlling interests 41.60 41.29
471.85 12,110.52

Other comprehensive income is attributable to


Owners of the Holding Company 305.52 (44,346.22)
Non-controlling interests - 0.75
305.52 (44,345.47)

Total comprehensive income is attributable to


Owners of the Holding Company 735.77 (32,276.99)
Non controlling interests 41.60 42.04
777.37 (32,234.95)

Earnings per equity share (face value ₹ 2 each) 37


Basic (₹) 0.10 2.67
Diluted (₹) 0.10 2.67

Summary of significant accounting policies 4


The accompanying notes are integral part of the consolidated financial statements.

This is the consolidated statement of profit and loss referred to in our report of even date.

For Agarwal Prakash & Co. For and on behalf of the Board of Directors
Chartered Accountants
Firm's Registration No.: 005975N

Prakash Agarwal Gurbans Singh Mehul Johnson


Partner Joint Managing Director Joint Managing Director
Membership No. 084964 [DIN: 06667127] [DIN: 00016075]

Place: New Delhi Place: New Delhi Place: Mumbai


Date: 23 April 2021 Date: 23 April 2021 Date: 23 April 2021

Anil Mittal Ravi Telkar


Chief Financial Officer Company Secretary
Place: Gurugram Place: Mumbai
Date: 23 April 2021 Date: 23 April 2021

F - 12
Indiabulls Real Estate Limited
Consolidated cash flow statement for the year ended 31 March 2021

31 March 2021 31 March 2020


(₹ in lakhs) (₹ in lakhs)
A Cash flow from operating activities:
Profit before tax and share of (loss)/profit from joint ventures and after exceptional items 7,519.33 37,925.36
Adjustments for:
Interest expenses 22,634.78 47,939.75
Interest expense on taxation (including exceptional items) 99.60 7,931.19
Depreciation and amortization expenses 1,725.01 3,076.20
Other borrowing costs 54.63 176.44
Impairment for non-current investments 1,526.28 -
Impairment of inventory 805.00 13,569.67
Provision for expected loss - 2,480.93
Loss on sale of property, plants and equipment (net) 38.08 14.07
Interest income (5,496.44) (11,390.20)
Amortisation of derivative balance (difference between forward and spot element) - (154.67)
Excess provision/liabilities written back (2,013.56) (322.77)
Provision for employee benefits (86.93) (91.60)
Provision for claims and compensation 455.45 7,156.53
Share based payment expense 16.11 86.68
Share of loss/(profit) from joint ventures - 158.14
Amounts written off 90.01 355.46
Loans and non-current investments written off - 8,395.48
Impairment in other current assets - 1,132.77
Income on fair valuation of financial assets (1.06) -
Interest income on amortized cost financial assets (83.54) (494.39)
Profit on sale of investments in mutual funds (net) (173.97) (733.77)
Profit on sale of stake in joint ventures with underlying real estate business - (78,054.65)
Profit on sale of stake in subsidiaries with underlying real estate business - (4,182.42)
Net gain on settlement through merger scheme and fair value impact of assets held for sale - (21,406.90)
Profit on sale of investments in entity carrying out real estate business - (5,000.00)
Modification gain on de-recognition of lease contracts (398.24) (13.73)
Operating profit before working capital changes and other adjustments: 26,710.54 8,553.57
Working capital changes and other adjustments:

Inventories 92,057.64 95,940.17


Trade receivables (22,004.03) 18,952.49
Current and non-current loans 1,281.06 (17,682.63)
Other current and non-current assets 10,652.10 3,803.00
Other current and non-current financial assets 60,491.43 (12,537.29)
Trade payables (12,651.46) (56,796.95)
Other current and non-current financial liabilities (35,252.21) 20,685.37
Other current and non current liabilities (41,393.04) (92,623.33)
Cash used in operating activities 79,892.03 (31,705.60)
Income taxes refund / (paid) (net) 5,451.76 (11,483.29)
Net cash generated from / (used in) operating activities 85,343.79 (43,188.89)

B Cash flow from investing activities:


Purchase of property, plant and equipment, investment property and intangible assets (8.63) (925.31)
(including capital advances)
Proceeds from sale of property, plant and equipment and intangible assets 20.67 93.32
Movement in fixed deposits (net) 24,322.20 (11,118.00)
Proceed from sale of non-current investments - 317,849.96
Purchase of non-current investments - (1,891.00)
Proceed from sale of current investments (net) 227.10 735.64
Inter-corporate loans received back / (given) (net) 62,162.74 (32,877.19)
Interest received 10,358.17 5,995.95
Net cash generated from investing activities 97,082.25 277,863.37

C Cash flow from financing activities: (refer Note 52)


Proceeds from issue of equity share capital (including securities premium) - 2,171.06
Acquisition of treasury shares (1,393.22) -
Proceeds from borrowings from banks 714.00 43,498.10
Repayment of borrowings to banks (121,058.08) (37,941.70)
Proceeds from issue of debentures 5,000.00 35,000.00
Redemption of debentures (98,209.33) (76,791.00)
Proceeds from issue of commercial paper 8,000.00 101,500.00
Repayment of commercial paper (8,000.00) (203,000.00)
Proceeds of borrowings from others 420,500.00 -
Repayment of borrowings from others (355,900.00) -
Interest and other borrowing costs paid (28,067.60) (51,401.22)
Payment of lease liabilities (inclusive of interest paid amounting to ₹ 135.01 lakhs (31 (713.15) (2,072.95)
March 2020 ₹484.10 lakhs) s
Net cash used in financing activities (179,127.38) (189,037.71)

F - 13
Indiabulls Real Estate Limited
Consolidated cash flow statement for the year ended 31 March 2021 (cont'd)
31 March 2021 31 March 2020
(₹ in lakhs) (₹ in lakhs)

D Opening cash and cash equivalents of subsidiaries acquired/sold (net) - (101,110.75)

E Net increase / (decrease) in cash and cash equivalents (A+B+C+D) 3,298.66 (55,473.98)
F Cash and cash equivalents at the beginning of the year 4,817.43 60,291.41
G Cash and cash equivalents at the end of the year (E+F) 8,116.09 4,817.43

Notes:
a) Cash and cash equivalents includes (refer note 17) :
Cash on hand - 14.95
Balances with banks - in current accounts 8,116.09 4,777.32
Bank deposits with original maturity upto three months - 25.16
Total of cash and cash equivalents 8,116.09 4,817.43

The accompanying notes are integral part of the consolidated financial statements.

This is the consolidated cash flow statement referred to in our report of even date.

For Agarwal Prakash & Co. For and on behalf of the Board of Directors
Chartered Accountants
Firm's Registration No.: 005975N

Prakash Agarwal Gurbans Singh Mehul Johnson


Partner Joint Managing Director Joint Managing Director
Membership No. 084964 [DIN: 06667127] [DIN: 00016075]
Place: New Delhi Place: New Delhi Place: Mumbai
Date: 23 April 2021 Date: 23 April 2021 Date: 23 April 2021

Anil Mittal Ravi Telkar


Chief Financial Officer Company Secretary
Place: Gurugram Place: Mumbai
Date: 23 April 2021 Date: 23 April 2021

F - 14
Indiabulls Real Estate Limited
Consolidated statement of changes in equity for the year ended 31 March 2021

A Equity share capital* (₹ in lakhs)

Add : Issue of Less:


Balance as at equity share Balance as at 31 Acquisition of Balance as at 31
Particulars
1 April 2019 capital during March 2020 treasury shares March 2021
the year during the year

Equity share capital 9,013.61 79.67 9,093.28 (62.51) 9,030.77


9,013.61 79.67 9,093.28 (62.51) 9,030.77

B Instruments entirely equity in nature** (₹ in lakhs)

Balance as at Movement Balance as at 31 Movement Balance as at 31


Particulars
1 April 2019 during the year March 2020 during the year March 2021

Optionally convertible redeemable preference shares 104,828.00 (62,328.00) 42,500.00 - 42,500.00 346,518.95
104,828.00 (62,328.00) 42,500.00 - 42,500.00
C Other equity*** (₹ in lakhs)
Reserves and surplus Other comprehensive income
Equity
Foreign attributable
Debenture Capital Share options Fair valuation Non-controlling
Description Securities Net investment currency to owners Total equity
General reserve Capital reserve redemption redemption outstanding Retained earnings of equity interests
premium hedge reserve translation of Holding
reserve reserve account instruments Company
reserve
Balance as at 01 April 2019 (restated)^ 53,312.65 27,720.50 32,375.04 2,200.92 2,113.86 534,903.32 (341,838.43) (28,673.31) 2,577.99 1,305.86 285,998.40 1,062.70 287,061.10
Profit for the year - - - - - - 12,069.23 - - - 12,069.23 41.29 12,110.52
Other comprehensive income
Re-measurement losses on defined benefit plans (net of tax) - - - - - - 39.08 - - - 39.08 0.75 39.83
Equity instruments through other comprehensive income - - - - - - - (3,258.25) - - (3,258.25) - (3,258.25)
Share of other comprehensive income of joint ventures accounted for using the equity - - - - - - - (46,122.81) - - (46,122.81) - (46,122.81)
method
Exchange differences on translation of foreign operations - - - - - - - - - 7,573.75 7,573.75 - 7,573.75
Loss on settlement of net investment hedge - - - - - - - - (2,577.99) - (2,577.99) - (2,577.99)
Amount transferred to retained earnings - - - - - - (46,534.01) 46,534.01 - - - - -
Impact of purchase of optionally convertible redeemable preference shares of subsidiary - - - - - - 55,328.00 - - - 55,328.00 - 55,328.00
company from
Share based third party
payment shareholders
expense - - - - 86.68 - - - - - 86.68 - 86.68
Issue of equity shares (including exercise of stock options) - - - - (1,366.36) 3,457.75 - - - - 2,091.39 - 2,091.39
Transfer to retained earnings on account of stock options lapsed - - - - (19.33) - 19.33 - - - - - -
Impact of change in effective tax rate on deferred tax assets created consequent to - - - - - - (7,025.24) - - - (7,025.24) - (7,025.24)
adoption of Ind AS 115
Balance as at 31 March 2020 53,312.65 27,720.50 32,375.04 2,200.92 814.85 538,361.07 (327,942.04) (31,520.36) - 8,879.61 304,202.24 1,104.74 305,306.98
Profit for the year - - - - - - 430.25 - - - 430.25 41.60 471.85
Other comprehensive income
Re-measurement losses on defined benefit plans (net of tax) - - - - - - 109.62 - - - 109.62 - 109.62
Equity instruments through other comprehensive income - - - - - - - 2,896.22 - - 2,896.22 - 2,896.22
Exchange differences on translation of foreign operations - - - - - - - - - (2,700.32) (2,700.32) - (2,700.32)
Acquisition of treasury shares - - - - - (1,330.71) - - - - (1,330.71) - (1,330.71)
Transfer from debenture redemption reserve to general reserve 2,500.04 - (2,500.04) - - - - - - - - - -
Transfer to retained earnings on account of stock options lapsed - - - - (64.94) - 70.70 - - - 5.76 - 5.76
Impact of change in effective tax rate on deferred tax assets created consequent to - - - - - - (6,919.19) - - - (6,919.19) - (6,919.19)
adoption of Ind AS 115
Balance as at 31 March 2021 55,812.69 27,720.50 29,875.00 2,200.92 749.91 537,030.36 (334,250.66) (28,624.14) - 6,179.29 296,693.87 1,146.34 297,840.21

*Refer note 20A for details


**Refer note 20C for details
***Refer note 21 for details

The accompanying notes are integral part of the consolidated financial statements.

This is the consolidated statement of changes in equity referred to in our report of even date.

For Agarwal Prakash & Co. For and on behalf of the Board of Directors
Chartered Accountants
Firm's Registration No.: 005975N

Prakash Agarwal Gurbans Singh Mehul Johnson Anil Mittal Ravi Telkar
Partner Joint Managing Director Joint Managing Director Chief Financial Officer Company Secretary
Membership No. 084964 [DIN: 06667127] [DIN: 00016075]
Place: New Delhi Place: New Delhi Place: Mumbai Place: Gurugram Place: Mumbai
Date: 23 April 2021 Date: 23 April 2021 Date: 23 April 2021 Date: 23 April 2021 Date: 23 April 2021

F - 15
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

1. Group information and nature of principal activities


Indiabulls Real Estate Limited („the Holding Company‟) was incorporated on 04 April 2006 with the main objects
of carrying on the business of real estate project advisory, project marketing, maintenance of completed projects,
engineering, industrial and technical consultancy, construction and development of real estate properties and
other related and ancillary activities. The Holding Company is domiciled in India.

During the year, the Holding Company has shifted it‟s registered office from M-62&63, First Floor, Connaught
Place, New Delhi 110 001, to Plot No. 448-451, Udyog Vihar, Phase-V, Gurugram - 122016, Haryana.

Indiabulls Real Estate Limited („the Holding Company‟) and its subsidiaries (the Holding Company and its
subsidiaries together referred to as “the Group”) in the following notes.

2. General information and statement of compliance with Ind AS


The consolidated financial statements of the Group have been prepared in accordance with the Indian
Accounting Standards as notified under section 133 of the Companies Act 2013 read with the Companies (Indian
Accounting Standards) Rules 2015 (by Ministry of Corporate Affairs („MCA‟)), as amended and other relevant
provisions of the Act. The Group has uniformly applied the accounting policies during the periods presented.

These consolidated financial statements for the year ended 31 March 2021 were authorized and approved for
issue by the Board of Directors on 23 April 2021. The revisions to the consolidated financial statements is
permitted by the Board of Directors of the Holding Company after obtaining necessary approvals or at the
instance of regulatory authorities as per provisions of the Act.

Recent accounting pronouncement


MCA vide notification dated 24 March 2021, makes certain amendments related to disclosure requirements in
Schedule III of the Companies Act, 2013 which will be effective for financial year starting 01 April 2021.

3. Basis of preparation
The consolidated financial statements have been prepared on going concern basis in accordance with accounting
principles generally accepted in India. Further, the financial statements have been prepared on historical cost basis
except for certain financial assets and financial liabilities and share based payments which are measured at fair
values as explained in relevant accounting policies. Fair valuations related to financial assets and financial liabilities
are categorised into level 1, level 2 and level 3 based on the degree to which the inputs to the fair value
measurements are observable.

4. Summary of significant accounting policies


The consolidated financial statements have been prepared using the significant accounting policies and
measurement bases summarised below. These were used throughout all periods presented in the consolidated
financial statements.

4.1 Basis of consolidation

Subsidiaries
Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls
an entity when the Group has power over the investee and is exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect those returns through its power to direct the relevant
activities of the entity. The Group has power over the investee even if it owns less than majority voting rights i.e.
rights arising from other contractual arrangements. Subsidiaries are fully consolidated from the date on which
control is transferred to the Group. They are deconsolidated from the date when control ceases. Statement of
profit and loss (including other comprehensive income („OCI‟)) of subsidiaries acquired or disposed of during the
period are recognised from the effective date of acquisition, or up to the effective date of disposal, as applicable.
All the consolidated subsidiaries have a consistent reporting date of 31 March 2021.
The Group combines the financial statements of the Holding Company and its subsidiaries line by line adding
together like items of assets, liabilities, equity, income and expenses. Intercompany transactions, balances and

F - 16
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

unrealised gains/(losses) on transactions between group companies are eliminated. The accounting principles and
policies have been consistently applied by the Group.

Non-controlling interests, presented as part of equity, represent the portion of a subsidiary‟s statement of profit
and loss and net assets that is not held by the Group. Statement of profit and loss balance (including each
component of OCI) is attributed to the equity holders of the Holding Company and to the non-controlling
interests basis the respective ownership interests and the such balance is attributed even if this results in the non-
controlling interests having a deficit balance.

The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions
with equity owners of the Group. Such a change in ownership interest results in an adjustment between the
carrying amounts of the controlling and non-controlling interests to reflect their relative interests in the
subsidiary. Any difference between the amount of the adjustment to non-controlling interests and any
consideration paid or received is recognised within equity.

Joint ventures
Investments in joint arrangements are classified as either Joint operations or Joint ventures. The classification
depends on the contractual rights and obligations of each investor, rather than the legal structure of the Joint
arrangement. The Group has classified its investment in joint arrangement as joint ventures.

Interest in joint venture are accounted for using the equity method, after initially being recognized at cost. The
carrying amount of the investment is adjusted thereafter for the post acquisition change in the share of net assets
of the investee, adjusted where necessary to ensure consistency with the accounting principles and policies of the
Group. The consolidated statement of profit and loss (including the other comprehensive income) includes the
Group‟s share of the results of the operations of the investee. Dividends received or receivable from joint
ventures are recognized as a reduction in the carrying amount of the investment.

On loss of joint control, the difference between proceeds from disposal (including fair value of any retained
interests) and the carrying amount of the investment in joint ventures is recognised in consolidated statement of
profit and loss.

4.2 Business combination

The Group applies the acquisition method in accounting for business combinations. The consideration
transferred by the Group to obtain control of a subsidiary is calculated as the sum of the acquisition-date fair
values of assets transferred, liabilities incurred by the former owners of the acquired entity. Acquisition costs are
generally recognized in the statement of profit and loss as incurred.

Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are
measured initially at their acquisition-date fair values.

Goodwill is initially measured as excess of the aggregate of the consideration transferred and the amount
recognised for non-controlling interests, and any previous interest held, over the net identifiable assets acquired
and liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration
transferred and where exists clear evidence of underlying reasons of classifying business combinations as bargain
purchase, the difference is recognised in other comprehensive income and accumulated in equity as capital
reserve. However, if there is no clear evidence of bargain purchase, the entity recognises the gain directly in equity
as capital reserve, without routing the same through other comprehensive income.

Business combinations involving entities or businesses under common control have been accounted for using the
pooling of interests method. The assets and liabilities of the combining entities are reflected at their carrying
amounts. No adjustments have been made to reflect fair values, or to recognise any new assets or liabilities.

F - 17
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

4.3 Revenue recognition

Revenue is recognised when control is transferred and is accounted net of rebate and taxes. The Group applies
the revenue recognition criteria to each nature of the revenue transaction as set out below:

Revenue from sale of properties


Revenue from sale of properties is recognized when the performance obligations are essentially complete. The
performance obligations are considered to be complete when the property is ready to be transferred to the buyer
(occupancy certificate received from the issuing authority) i.e. offer for possession can be issued to the buyers by
issuing the possession request letter.

The Group considers the terms of the contract and its customary business practices to determine the transaction
price. The transaction price is the amount of consideration to which the Group expects to be entitled in exchange
for transferring property to a customer, excluding amounts collected on behalf of third parties (for example,
indirect taxes). The consideration promised in a contract with a customer may include fixed consideration,
variable consideration (if reversal is less likely in future), or both.

For each performance obligation identified, the Group determines at contract inception whether it satisfies the
performance obligation over time or satisfies the performance obligation at a point in time. If an entity does not
satisfy a performance obligation over time, the performance obligation is satisfied at a point in time. A receivable
is recognised by the Group when the control is transferred as this is the case of point in time recognition where
consideration is unconditional because only the passage of time is required.

When either party to a contract has performed, an entity shall present the contract in the balance sheet as a
contract asset or a contract liability, depending on the relationship between the entity‟s performance and the
customer‟s payment.

The costs estimates are reviewed periodically and effect of any change in such estimate is recognized in the period
such changes are determined. However, when the total estimated cost exceeds total expected revenues from the
contracts, the loss is recognized immediately.

Revenue from construction contracts


Revenue and related expenditures in respect of short-term works contracts that are entered into and completed
during the year are accounted for on accrual basis as they are earned. Revenue and related expenditures in respect
of long-term works contracts are accounted for on the basis of „input method‟ as the performance obligations are
satisfied over time. In case of cost plus contracts, revenue is recognised as per terms of specific contract, i.e. cost
incurred plus an agreed profit margin. Further, the Group considers the terms of the contract and its customary
business practices to determine the transaction price. The consideration promised in a contract with a customer
may include fixed consideration, variable consideration (if reversal is less likely in future), or both.

Revenue from sale of land


Revenue from sale of land is recognised in the year in which the underlying sale deed is executed and there exists
no uncertainty in the ultimate collection of consideration from buyer.

Base rent and amenities income


Base rent and amenities income are recognised on a straight-line basis over the terms of the lease, except for
contingent rental income, which is recognised when it arises. Base rent comprises rental income earned from the
operating leases and finance lease of the owned properties. Amenities income is rental revenue earned from the
letting of space at the properties for amenities (including canteen space and business centre) is recognised in the
period in which the services are being rendered.

Land lease income


Upfront lease premium received/receivable is recognized on operating lease basis i.e. on straight line basis over
the lease term of the lease/sub-lease arrangement. Annual lease rentals are recognized on an accrual basis.

F - 18
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

Operations and maintenance income


Income arising from billing of maintenance charges to tenants/customers is recognised in the period in which the
services are being rendered. A receivable is recognised by the Group when the services are rendered as this is the
case of point in time recognition where consideration is unconditional because only the passage of time is
required. Further, the Group considers the terms of the contract and its customary business practices to
determine the transaction price. The consideration promised in a contract with a customer may include fixed
consideration, variable consideration (if reversal is less likely in future), or both.

Profit on sale of investment with underlying real estate business


Profit on sale of investments of entities in the real estate business is recognised in the year in such investments are
sold after adjusting the consideration received with carrying value of investment. The said profit is recognised as
part of other operating income as in substance, such sale reflects the sale of real estate business. However, in case
of loss on sale of such investments, the same is recognised as part of other expense.

Gain on fair valuation of investment (remaining stake)


Gain on fair valuation of investment is recognised in the year in which the remaining investment is fair valued
basis the consideration received for the proportionate stake sale. The said gain is recognised as part of other
operating income as there is underlying business of real estate development.

Revenue from real estate properties advisory and management services


Income arising from real estate properties advisory is recognised in the period in which the services are being
rendered. The Group considers the terms of the contract and its customary business practices to determine the
transaction price. The consideration promised in a contract with a customer may include fixed consideration,
variable consideration (if reversal is less likely in future), or both.

Revenue on account of settlement of existing project


Revenue from such settlement is recognised in the year in which the underlying executed documents are received
and there exists no uncertainty in the ultimate collection of consideration.

Interest income
Interest income is recorded on accrual basis using the effective interest rate (EIR) method.
Interest on delayed receipts, cancellation/forfeiture income and transfer fees from customers are recognized on
accrual basis except in cases where ultimate collection is considered doubtful.

Gain on amortised cost financial assets


Gain on de-recognition of financial asset carried at amortised cost is recognised in the year when the entire
payment is received against the outstanding balance of amortised cost financial assets.

4.4 Inventories

Land other than that transferred to real estate properties under development is valued at lower of cost or net
realizable value.

Real estate properties (developed and under development) includes cost of land under development, internal and
external development costs, construction costs, and development/construction materials, borrowing costs and
related overhead costs and is valued at lower of cost or net realizable value.

Construction materials, stores and spares, tools and consumable are valued at lower of cost or net realisable value,
on the basis of first-in first-out method.

Net realisable value is the estimated selling price in the ordinary course of business less estimated costs of
completion and estimated costs of necessary to make the sale.

F - 19
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

4.5 Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are
capitalized during the period of time that is necessary to complete and prepare the asset for its intended use or
sale. A qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use. All
other borrowing costs are charged to the statement of profit and loss as incurred.

4.6 Property, plant and equipment (PPE)

Recognition and initial measurement


Property, plant and equipment are stated at their cost of acquisition. The cost comprises purchase price,
borrowing cost if capitalization criteria are met and directly attributable cost of bringing the asset to its working
condition for the intended use. Any trade discount and rebates are deducted in arriving at the purchase price.
Subsequent costs are included in the asset‟s carrying amount or recognised as a separate asset, as appropriate, only
when it is probable that future economic benefits associated with the item will flow to the Group. All other repair
and maintenance costs are recognised in statement of profit and loss as incurred.

Subsequent measurement (depreciation and useful lives)


Depreciation on property, plant and equipment is provided on the straight-line method, computed on the basis of
useful lives (as set out below) prescribed in Schedule II to the Companies Act, 2013:

Asset class Useful life


Building – temporary structures 1 – 3 years
Plant and equipment 12 – 15 years
Office equipment 5 years
Computers 3 – 6 years
Furniture and fixtures 10 years
Vehicles 8 years
Ship 13 years

Leasehold improvements
Leasehold improvements have finite useful life and, therefore, are capitalised separately and amortised over the
lease period or the estimated useful life of the leasehold improvements. Presently, the estimated useful life of the
assets is less than the lease period and is as below:

Asset class Useful life


Boundary wall 5 years
Water pipeline 12 years
Other infrastructure works 10 years
Electrical work 10 years

The residual values, useful lives and method of depreciation of are reviewed at the end of each financial year and
adjusted prospectively, if appropriate.

De-recognition
An item of property, plant and equipment and any significant part initially recognised is derecognised upon
disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on
de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying
amount of the asset) is recognised in statement of profit and loss when the asset is derecognised.

F - 20
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

4.7 Investment property

Recognition and initial measurement


Investment properties are held to earn rentals or for capital appreciation, or both. Investment properties are
measured initially at their cost of acquisition. The cost comprises purchase price, borrowing cost if capitalization
criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use.
Any trade discount and rebates are deducted in arriving at the purchase price. Subsequent costs are included in
the asset‟s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future
economic benefits associated with the item will flow to the Group. All other repair and maintenance costs are
recognised in statement of profit and loss as incurred.

Though the Group measures investment property using cost-based measurement, the fair value of investment
property is disclosed in the notes. Fair values are determined based on an annual valuation performed by an
accredited external independent valuer who holds a recognised and relevant professional qualification and has
recent experience in the location and category of the investment property being valued.

Subsequent measurement (depreciation and useful lives)


Depreciation on investment properties is provided on the straight-line method, computed on the basis of useful
lives (as set out below) prescribed in Schedule II to the Companies Act, 2013:

Asset class Useful life


Leasehold Land Over lease period
Building and related fixtures
Buildings 60 years
Fixtures 10 years
Plant and equipment 12 - 15 years

The residual values, useful lives and method of depreciation of are reviewed at the end of each financial year and
adjusted prospectively, if appropriate.

De-recognition
Investment properties are derecognised either when they have been disposed of or when they are permanently
withdrawn from use and no future economic benefit is expected from their disposal. The difference between the
net disposal proceeds and the carrying amount of the asset is recognised in statement of profit and loss in the
period of de-recognition.

Investment property under development


Investment property under development represents expenditure incurred in respect of capital projects are carried
at cost. Cost includes land, related acquisition expenses, development/construction costs, borrowing costs and
other direct expenditure.

Right of use asset classified as investment property

The Group has taken a land on long-term lease for which it has recognised right of use assets. The Group has
then sub-leased the said right of use assets under an operating lease and hence, this has been classified as
investment property and measure accordingly.

4.8 Intangible assets

Recognition and initial measurement


Intangible assets (softwares) are stated at their cost of acquisition. The cost comprises purchase price, borrowing
cost if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for
the intended use. Any trade discount and rebates are deducted in arriving at the purchase price.

F - 21
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

Subsequent measurement (amortisation)


The cost of capitalized software is amortized over a useful life of 3 to 4 years from the date of its acquisition.

De-recognition
Intangible asset is de-recognised upon disposal or when no future economic benefits are expected from its use or
disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net
disposal proceeds and the carrying amount of the asset) is recognized in the statement of profit and loss, when
the asset is derecognised.

4.9 Assets held for sale

Non-current assets are classified as held for sale if their sale is considered highly probable. They are measured at
fair value less cost to sell.

4.10 Lease

Where the Group is the lessee

Right of use assets and lease liabilities

Till previous year, assets acquired on leases where a significant portion of risk and rewards of ownership are
retained by the lessor are classified as operating leases. Lease rental are charged to statement of profit and loss on
straight-line basis except where scheduled increase in rent compensate the lessor for expected inflationary costs.

For any new contracts entered into on or after 1 April 2019, the Group considers whether a contract is, or
contains a lease (the transition approach has been explained and disclosed in Note 41). A lease is defined as „a
contract, or part of a contract, that conveys the right to use an asset (the underlying asset) for a period of time in
exchange for consideration‟.

Classification of leases
The Group enters into leasing arrangements for various assets. The assessment of the lease is based on several
factors, including, but not limited to, transfer of ownership of leased asset at end of lease term, lessee‟s option to
extend/purchase etc.

Recognition and initial measurement


At lease commencement date, the Group recognises a right-of-use asset and a lease liability on the balance sheet.
The right-of-use asset is measured at cost, which is made up of the initial measurement of the lease liability, any
initial direct costs incurred by the Group, an estimate of any costs to dismantle and remove the asset at the end of
the lease (if any), and any lease payments made in advance of the lease commencement date (net of any incentives
received).

Subsequent measurement
The Group depreciates the right-of-use assets on a straight-line basis from the lease commencement date to the
earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The Group also assesses
the right-of-use asset for impairment when such indicators exist.

At lease commencement date, the Group measures the lease liability at the present value of the lease payments
unpaid at that date, discounted using the interest rate implicit in the lease if that rate is readily available or the
Group‟s incremental borrowing rate. Lease payments included in the measurement of the lease liability are made
up of fixed payments (including in substance fixed payments) and variable payments based on an index or rate.
Subsequent to initial measurement, the liability will be reduced for payments made and increased for interest. It is
re-measured to reflect any reassessment or modification, or if there are changes in in-substance fixed payments.
When the lease liability is re-measured, the corresponding adjustment is reflected in the right-of-use asset.

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Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

The Group has elected to account for short-term leases using the practical expedients. Instead of recognising a
right-of-use asset and lease liability, the payments in relation to these are recognised as an expense in statement of
profit and loss on a straight-line basis over the lease term.

Where the Group is the lessor

Leases are classified as finance leases when substantially all of the risks and rewards of ownership transfer from
the Group to the lessee. Amounts due from lessees under finance leases are recorded as receivables at the
Group‟s net investment in the leases. Finance lease income is allocated to accounting periods so as to reflect a
constant periodic rate of return on the net investment outstanding in respect of the lease.

Leases in which the Group does not transfer substantially all the risks and rewards of ownership of an asset are
classified as operating leases. Rental income from operating lease is recognised on a straight-line basis over the
term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to
the carrying amount of the leased asset and recognised over the lease term on the same basis as rental income.

4.11 Impairment of non-financial assets

At each reporting date, the Group assesses whether there is any indication that an asset may be impaired, based
on internal or external factors. If any such indication exists, the recoverable amount of the asset or the cash
generating unit is estimated. If such recoverable amount of the asset or cash generating unit to which the asset
belongs is less than its carrying amount, the carrying amount is reduced to its recoverable amount. The reduction
is treated as an impairment loss and is recognised in the statement of profit and loss. If, at the reporting date there
is an indication that a previously assessed impairment loss no longer exists, the recoverable amount is reassessed,
and the asset is reflected at the recoverable amount. Impairment losses previously recognized are accordingly
reversed in the statement of profit and loss.

4.12 Financial instruments

Financial assets

Recognition and initial measurement


All financial assets are recognised initially at fair value and transaction cost that is attributable to the acquisition of
the financial asset is also adjusted.

Subsequent measurement

i. Debt instruments at amortised cost – A „debt instrument‟ is measured at the amortised cost if both the
following conditions are met:
 The asset is held within a business model whose objective is to hold assets for collecting contractual
cash flows; and
 Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of
principal and interest (SPPI) on the principal amount outstanding.

After initial measurement, such financial assets are subsequently measured at amortised cost using the
effective interest rate (EIR) method.

ii. Equity investments – All equity investments in scope of Ind AS 109 Financial Instruments („Ind AS 109‟)
are measured at fair value. Equity instruments which are held for trading are generally classified as at fair
value through profit and loss (FVTPL). For all other equity instruments, the Group decides to classify the
same either as at fair value through other comprehensive income (FVOCI) or fair value through profit and
loss (FVTPL). The Group makes such election on an instrument by instrument basis. The classification is
made on initial recognition and is irrevocable.

F - 23
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

iii. Mutual funds – All mutual funds in scope of Ind AS 109 are measured at fair value through profit and loss
(FVTPL).

De-recognition of financial assets


A financial asset is primarily de-recognised when the rights to receive cash flows from the asset have expired or
the Group has transferred its rights to receive cash flows from the asset measured at amortized cost (or,
depending on the business model, at fair value through other comprehensive income).

Financial liabilities

Recognition and initial measurement


All financial liabilities are recognised initially at fair value and transaction cost that is attributable to the acquisition
of the financial liabilities is also adjusted.

Subsequent measurement – Amortised cost


Subsequent to initial recognition, most of the liabilities are measured at amortised cost using the effective interest
method.

Recognition and initial and subsequent measurement – fair value


A financial liability is classified as fair value through profit and loss („FVTPL‟) if it is designated as such upon
initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains/losses, including any
interest expense are recognised in statement of profit and loss.

De-recognition of financial liabilities


A financial liability is de-recognised when the obligation under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another from the same lender on substantially different terms, or
the terms of an existing liability are substantially modified, such an exchange or modification is treated as the de-
recognition of the original liability and the recognition of a new liability. The difference in the respective carrying
amounts is recognised in the statement of profit and loss.

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a
currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis,
to realise the assets and settle the liabilities simultaneously.

Net investment hedge

The Holding Company has entered into certain forward (derivative) contracts to hedge foreign currency risk.
Derivative financial instruments are accounted at FVTPL except for derivatives designated as hedging
instruments. To qualify for hedge accounting, the hedging relationship must meet conditions with respect to
documentation, strategy and economic relationship of the hedged transaction.

Hedge of net investments in foreign operations are accounted for similar to cash flow hedges. The changes in fair
value of forward element is recognised in other comprehensive income and accumulated in net investment hedge
reserve in equity. The difference between forward and spot element at the date of designation of hedging
instrument is amortised over the period of hedge. Gains and losses accumulated in equity are reclassified to profit
or loss on partial or full settlement.

4.13 Impairment of financial assets

In accordance with Ind AS 109, the Group applies expected credit loss (ECL) model for measurement and
recognition of impairment loss for financial assets. The Group factors historical trends and forward looking

F - 24
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

information to assess expected credit losses associated with its assets and impairment methodology applied
depends on whether there has been a significant increase in credit risk.

Trade receivables
In respect of trade receivables, the Group applies the simplified approach of Ind AS 109, which requires
measurement of loss allowance at an amount equal to lifetime expected credit losses. Lifetime expected credit
losses are the expected credit losses that result from all possible default events over the expected life of a financial
instrument.

Other financial assets


In respect of its other financial assets, the Group assesses if the credit risk on those financial assets has increased
significantly since initial recognition. If the credit risk has not increased significantly since initial recognition, the
Group measures the loss allowance at an amount equal to 12-month expected credit losses, else at an amount
equal to the lifetime expected credit losses. The Group assumes that the credit risk on a financial asset has not
increased significantly since initial recognition, if the financial asset is determined to have low credit risk at the
balance sheet date.

4.14 Foreign currency

Functional and presentation currency


The consolidated financial statements are presented in Indian Rupee („INR‟) which is also the functional and
presentation currency of the Holding Company.

Transactions and balances


Foreign currency transactions are recorded in the functional currency, by applying to the exchange rate between
the functional currency and the foreign currency at the date of the transaction.

Foreign currency monetary items are converted to functional currency using the closing rate. Non-monetary items
denominated in a foreign currency which are carried at historical cost are reported using the exchange rate at the
date of the transaction.

Exchange differences arising on monetary items on settlement, or restatement as at reporting date, at rates
different from those at which they were initially recorded, are recognized in the statement of profit and loss in the
year in which they arise.

Translation of foreign operations


Functional and reporting currencies of foreign operations are different from the reporting currency of the
Holding Company. In respect of foreign operations, assets and liabilities are translated at the exchange rate
prevailing at the date of the balance sheet. The items in the statement of profit and loss are translated at the
average exchange rate (that approximates the actual exchange rates) during the year. The exchange difference
arising out of the translation are recognized in other comprehensive income and are accumulated as foreign
currency translation reserve, in the balance sheet until the disposal of the net investments at which time they are
recognised as income or as expenses.

4.15 Income taxes

Tax expense recognized in statement of profit and loss comprises the sum of current tax and deferred tax except
the ones recognized in other comprehensive income or directly in equity.

Current tax is determined as the tax payable in respect of taxable income for the year and is computed in
accordance with relevant tax regulations. Current income tax relating to items recognised outside profit or loss is
recognised outside profit or loss (either in other comprehensive income or in equity).

Minimum alternate tax („MAT‟) credit entitlement is recognised as an asset only when and to the extent there is
convincing evidence that normal income tax will be paid during the specified period. In the year in which MAT

F - 25
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

credit becomes eligible to be recognised as an asset, the said asset is created by way of a credit to the statement of
profit and loss and shown as MAT credit entitlement. This is reviewed at each balance sheet date and writes down
the carrying amount of MAT credit entitlement to the extent it is not reasonably certain that normal income tax
will be paid during the specified period.

Deferred tax is recognised in respect of temporary differences (including differences arising on account of
consolidation) between carrying amount of assets and liabilities for financial reporting purposes and
corresponding amount used for taxation purposes. Deferred tax assets on unrealised tax loss are recognised to the
extent that it is probable that the underlying tax loss will be utilised against future taxable income. This is assessed
based on the forecast of future operating results of respective entity, adjusted for significant non-taxable income
and expenses and specific limits on the use of any unused tax loss. Unrecognised deferred tax assets are re-
assessed at each reporting date and are recognised to the extent that it has become probable that future taxable
profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the
asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively
enacted at the reporting date. Deferred tax relating to items recognised outside statement of profit and loss is
recognised outside statement of profit or loss (either in other comprehensive income or in equity).

4.16 Cash and cash equivalents

Cash and cash equivalents comprise cash on hand, demand deposits, other short-term highly liquid investments
that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes
in value.

4.17 Employee benefits

Defined contribution plan


The Group‟s contribution to provident fund and employee state insurance schemes is charged to the statement of
profit and loss or inventorized as a part of real estate properties under development, as the case may be. The
Group‟s contributions towards Provident Fund are deposited with the Regional Provident Fund Commissioner
under a defined contribution plan.

Defined benefit plan


The Group has unfunded gratuity as defined benefit plan where the amount that an employee will receive on
retirement is defined by reference to the employee‟s length of service and final salary. The liability recognised in
the balance sheet for defined benefit plans as the present value of the defined benefit obligation (DBO) at the
reporting date. Management estimates the DBO annually with the assistance of independent actuaries. Actuarial
gains/losses resulting from re-measurements of the liability are included in other comprehensive income.

Other long-term employee benefits


The Group also provides benefit of compensated absences to its employees which are in the nature of long -term
benefit plan. Liability in respect of compensated absences becoming due and expected to be availed more than
one year after the balance sheet date is estimated on the basis of an actuarial valuation performed by an
independent actuary using the projected unit credit method as on the reporting date. Actuarial gains and losses
arising from experience adjustments and changes in actuarial assumptions are recorded in the statement of profit
and loss in the year in which such gains or losses arise.

Short-term employee benefits


Short-term employee benefits comprise of employee costs such as salaries, bonus etc. is recognized on the basis
of the amount paid or payable for the period during which services are rendered by the employee.

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Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

4.18 Share based payments

Share based compensation benefits are provided to employees via Employee Stock Option Plans (ESOPs). The
employee benefits expense is measured using the fair value of the employee stock options and is recognised over
vesting period with a corresponding increase in equity. The vesting period is the period over which all the
specified vesting conditions are to be satisfied. On the exercise of the employee stock options, the employees will
be allotted equity shares of the Holding Company.

4.19 Provisions, contingent liabilities and contingent assets

Provisions are recognized only when there is a present obligation, as a result of past events, and when a reliable
estimate of the amount of obligation can be made at the reporting date. These estimates are reviewed at each
reporting date and adjusted to reflect the current best estimates. Provisions are discounted to their present values,
where the time value of money is material.

Contingent liability is disclosed for:


 Possible obligations which will be confirmed only by future events not wholly within the control of the
Group; or
 Present obligations arising from past events where it is not probable that an outflow of resources will be
required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.

Contingent assets are neither recognized nor disclosed. However, when realization of income is virtually certain,
related asset is recognized.

4.20 Earnings per share

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity
shareholders (after deducting attributable taxes) by the weighted average number of equity shares outstanding
during the period. The weighted average number of equity shares outstanding during the period is adjusted for
events including a bonus issue.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity
shareholders and the weighted average number of shares outstanding during the period are adjusted for the
effects of all dilutive potential equity shares.

4.21 Significant management judgement in applying accounting policies and estimation uncertainty

The preparation of the Group‟s consolidated financial statements requires management to make judgements,
estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the
related disclosures.

Significant management judgements

Recognition of deferred tax assets – The extent to which deferred tax assets can be recognized is based on an
assessment of the probability of the future taxable income against which the deferred tax assets can be utilized. In
addition, significant judgement is required in assessing the impact of any legal or economic limits or uncertainties
in various tax jurisdictions.

Evaluation of indicators for impairment of assets – The evaluation of applicability of indicators of


impairment of assets requires assessment of several external and internal factors which could result in
deterioration of recoverable amount of the assets.

Recoverability of advances/receivables – At each balance sheet date, based on historical default rates observed
over expected life, the management assesses the expected credit losses on outstanding receivables and advances.

F - 27
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

Provisions – At each balance sheet date basis the management judgment, changes in facts and legal aspects, the
Group assesses the requirement of provisions against the outstanding contingent liabilities. However, the actual
future outcome may be different from this judgement.

Classification of leases The Group enters into leasing arrangements for various premises. The assessment
(including measurement) of the lease is based on several factors, including, but not limited to, transfer of
ownership of leased asset at end of lease term, lessee‟s option to extend/terminate etc. After the commencement
date, the Group reassesses the lease term if there is a significant event or change in circumstances that is within its
control and affects its ability to exercise or not to exercise the option to extend or to terminate.

Significant estimates

The following are significant estimates in applying the accounting policies of the Group that have the most
significant effect on the financial statements.

Revenue and inventories – The estimates around total budgeted cost i.e. outcomes of underlying construction
and service contracts, which further require assessments and judgements to be made on changes in work scopes,
claims and other payments to the extent they are probable and they are capable of being reliably measured. For
the purpose of making estimates for claims, the Group used the available contractual and historical information.
The estimates of the saleable area are also reviewed periodically and effect of any changes in such estimates is
recognised in the period such changes are determined.

Useful lives of depreciable/amortisable assets – Management reviews its estimate of the useful lives of
depreciable/amortisable assets at each reporting date, based on the expected utility of the assets. Uncertainties in
these estimates relate to technical and economic obsolescence that may change the utilization of asset.

Defined benefit obligation (DBO) – Management‟s estimate of the DBO is based on a number of critical
underlying assumptions such as standard rates of inflation, mortality, discount rate and anticipation of future
salary increases. Variation in these assumptions may significantly impact the DBO amount and the annual defined
benefit expenses.

Fair value measurements – Management applies valuation techniques to determine the fair value of financial
instruments (where active market quotes are not available) and non-financial assets. This involves developing
estimates and assumptions consistent with how market participants would price the instrument. Management uses
the best information available. Estimated fair values may vary from the actual prices that would be achieved in an
arm‟s length transaction at the reporting date.

Valuation of investment property – Investment property is stated at cost. However, as per Ind AS 40 there is a
requirement to disclose fair value as at the balance sheet date. The Group engaged independent valuation
specialists to determine the fair value of its investment property as at reporting date. The determination of the fair
value of properties requires the use of estimates such as future cash flows from the assets (such as lettings, future
revenue streams, capital values of fixtures and fittings, any environmental matters and the overall repair and
condition of the property) and discount rates applicable to those assets. In addition, development risks (such as
construction and letting risk) are also taken into consideration when determining the fair value of the properties
under construction. These estimates are based on local market conditions existing at the balance sheet date.

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F - 28
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Note - 5
Property, plant and equipment (₹ in lakhs)
Leasehold Building - Plant and Office Computers Furniture and Vehicles Ships Total
improvements temporary equipment equipment fixtures
structure
Gross block
As at 1 April 2019 3,425.23 211.20 4,682.83 202.00 459.06 1,545.61 1,713.90 78.55 12,318.38
Additions - 2.07 12.05 14.87 25.08 8.81 5.47 - 68.34
Adjustments/disposals# - 8.30 300.89 12.91 11.99 1,033.75 386.39 - 1,754.22
As at 31 March 2020 3,425.23 204.97 4,393.99 203.96 472.15 520.67 1,332.98 78.55 10,632.50
Additions - - 4.05 1.35 2.87 - - - 8.27
Adjustments/disposals - 17.64 37.61 30.62 6.61 35.72 92.15 - 220.35
Balance as at 31 March 2021 3,425.23 187.33 4,360.42 174.69 468.42 484.95 1,240.83 78.55 10,420.43

Accumulated depreciation
As at 1 April 2019 1,260.36 194.71 3,367.36 89.99 340.30 892.57 1,015.59 26.89 7,187.77
Charge for the year 504.42 6.66 321.63 46.36 65.43 189.99 146.88 6.04 1,287.40
Adjustments/disposals# - 8.30 269.39 9.04 10.40 673.78 350.15 - 1,321.06
As at 31 March 2020 1,764.78 193.07 3,419.60 127.31 395.33 408.78 812.32 32.93 7,154.11
Charge for the year 504.42 6.70 229.87 34.71 48.09 49.59 114.27 6.04 993.70
Adjustments/disposals - 17.64 20.50 30.17 7.32 31.26 61.64 - 168.53
Balance as at 31 March 2021 2,269.20 182.13 3,628.97 131.84 436.10 427.12 864.95 38.97 7,979.28

Net block as at 31 March 2020 1,660.45 11.90 974.39 76.65 76.82 111.89 520.66 45.62 3,478.39
Net block as at 31 March 2021 1,156.03 5.19 731.45 42.85 32.32 57.84 375.88 39.58 2,441.14

# This also includes property, plant and equipment of subsidiaries where controlling stake was disposed off during the previous year.

Notes :
(i) During the year, depreciation of ₹ 105.75 lakhs (31 March 2020: ₹ 134.24 lakhs) has been inventorized as part of real estate properties under development.

F - 29
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Note - 6
Investment property (₹ in lakhs)
Leasehold land Building and Total
related fixtures
Gross block
At 1 April 2019 - - -
Additions - 25.19 25.19
Addition on account of transition to Ind AS 116$ 6,189.60 - 6,189.60
Balance as at 31 March 2020 6,189.60 25.19 6,214.79
Additions - - -
Disposal - (25.19) (25.19)
Balance as at 31 March 2021 6,189.60 - 6,189.60

Accumulated depreciation
At 1 April 2019 - - -
Charge for the year 73.91 - 73.91
Balance as at 31 March 2020 73.91 - 73.91
Charge for the year 73.71 - 73.71
Balance as at 31 March 2021 147.62 - 147.62

Net block as at 31 March 2020 6,115.69 25.19 6,140.88


Net block as at 31 March 2021 6,041.98 - 6,041.98

$Pursuant to applicability of Ind AS 116 'Leases' from 1 April 2019, one of the subsidiary company has reclassified 'Prepayment for Land' balance amounting to ₹
6,189.60 from 'Other non-current assets' to 'Investment property'. The underlying contract is for land taken on lease by the said subsidiary company, which has then
sub-leased to another party under an operating lease.

# This also includes investment property of subsidiaries where controlling stake was disposed off during the previous year.

(i) Investment property pledged as security


None of the above investment property has been pledged as security by the Group.

(ii) Amounts recognised in statement of profit and loss for investment property
31 March 2021 31 March 2020
(₹ in lakhs) (₹ in lakhs)

Rental income (including maintenance and car park income) 151.15 151.15
Less: Direct operating expenses generating rental income (including repair and maintenance) - -
Less: Direct operating expenses that do not generate rental income (including repair and maintenance) - -
Profit from leasing of investment properties before depreciation 151.15 151.15
Less: Depreciation 73.71 73.91
Profit from leasing of investment properties 77.44 77.24

(iii) Fair value


31 March 2021 31 March 2020
(₹ in lakhs) (₹ in lakhs)

Investment property 10,685.91 6,140.88

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F - 30
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

Note - 7 (Refer note 41)


Right of use assets (₹ in lakhs)
Building Total
Gross block
As at 1 April 2019 5,566.81 5,566.81
Adjustments during the year 295.93 295.93
De-recognition on account of early termination of lease contract 289.54 289.54
Balance as at 31 March 2020 5,573.20 5,573.20
Adjustments during the year - -
De-recognition on account of early termination of lease contract 4,113.53 4,113.53
Balance as at 31 March 2021 1,459.67 1,459.67

Accumulated depreciation
As at 1 April 2019 - -
Charge for the year 1,808.61 1,808.61
De-recognition on account of early termination of lease contract 70.52 70.52
Balance as at 31 March 2020 1,738.09 1,738.09
Charge for the year 731.10 731.10
De-recognition on account of early termination of lease contract 1,084.03 1,084.03
Balance as at 31 March 2021 1,385.16 1,385.16

Net block as at 31 March 2020 3,835.11 3,835.11


Net block as at 31 March 2021 74.51 74.51

Note - 8
Intangible assets (₹ in lakhs)
Computer Total
softwares
Gross block amount
As at 1 April 2019 647.36 647.36
Additions 14.17 14.17
Adjustment for disposals# (refer note 48) 12.27 12.27
As at 31 March 2020 649.26 649.26
Additions 0.36 0.36
Adjustment for disposals 0.17 0.17
Balance as at 31 March 2021 649.45 649.45

Accumulated amortisation
As at 1 April 2019 541.69 541.69
Charge for the year 40.51 40.51
Adjustment for disposals# (refer note 48) 4.18 4.18
As at 31 March 2020 578.02 578.02
Charge for the year 32.25 32.25
Adjustment for disposals 0.10 0.10
Balance as at 31 March 2021 610.17 610.17

Net block as at 31 March 2020 71.24 71.24


Net block as at 31 March 2021 39.28 39.28

#This also includes intangible assets of subsidiaries where controlling stake was disposed off during the
previous year.

F - 31
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021
Note - 9
A Investments - non-current 31 March 2021 31 March 2020
(i) Investment in equity shares - others Number Amount Number Amount
Quoted (₹ in lakhs) (₹ in lakhs)
RattanIndia Power Limited (face value of ₹ 10 each)# 241,351,470 6,154.46 241,351,470 3,258.24
Unquoted*
Avinash Bhosale Infrastructure Private Limited (face value of ₹ 100 each) 2,090,000 1,967.56 2,090,000 1,976.80
Good Morning India Media Private Limited (face value of ₹ 10 each) 2,500,000 - 2,500,000 217.32
Jagati Publications Limited (face value of ₹ 10 each) 1,972,221 - 1,972,221 977.12
(ii) Investment in preference shares - others
Unquoted*
Westend Propmart Private Limited (6% non-cumulative optionally convertible preference shares ₹ 10 each) 3,350,000 - 3,350,000 317.70
(iii) Investment in bonds - others^^
Unquoted
HDFC Bank Limited (Coupon rate 8.44%) 8 878.78 8 878.92
Housing Development Finance Corporation Limited (Coupon rate 8.45%) 20 2,148.64 20 2,148.06
Housing Development Finance Corporation Limited (Coupon rate 8.46%) 12 1,294.43 12 1,294.64
Housing Development Finance Corporation Limited (Coupon rate 8.35%) 10 1,098.65 10 1,098.82
Housing Development Finance Corporation Limited (Coupon rate 8.46%) 7 752.09 7 752.21
LIC Housing Finance Limited (Coupon rate 8.47% and face value of ₹ 1,000,000 each) 10 109.99 10 110.01
14,404.60 13,029.84

Aggregate amount of unquoted investments (net) 8,250.14 9,771.60


Aggregate amount of quoted investments and market value 6,154.46 3,258.24
#This investment (being strategic in nature) is measured at fair value through other comprehensive income. The above values represents the fair values as at the end of the respective reporting year. No dividends have been
received from such investments during the year.
*All the investments are designated as fair value through profit and loss, unless otherwise stated.
^^Face value of ₹ 10,000,000 each unless otherwise stated

B Investments - current
Investment in mutual funds (quoted)
Indiabulls Liquid Fund - Direct Plan - Growth 105.18 150.58
[5,242.628 (31 March 2020 7,762.659) units]
Indiabulls Savings Fund - Direct Plan - Growth - 6.67
[Nil (31 March 2020 : 100) units]
105.18 157.25

Aggregate amount of quoted investments and market value 105.18 157.25

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F - 32
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021
31 March 2021 31 March 2020
(₹ in lakhs) (₹ in lakhs)
Note - 10
A Loans - non current#
(Unsecured, considered good)
Security deposits 572.59 1,853.65
572.59 1,853.65

B Loans - current#
(Unsecured, considered good)
Security deposits 452.93 1,010.91
Inter-corporate loans (inclusive of interest accrued ₹ 69.80 lakhs (previous year ₹ 5,862.44 lakhs)) 23,008.12 90,963.50
23,461.05 91,974.41
#The Company does not have any loans which are either credit impaired or where there is significant increase in credit risk.

Note - 11
A Other financial assets - non-current
(Unsecured, considered good)
Bank deposits with maturity of more than 12 months (inclusive of interest accrued ₹ 4.74 lakhs (previous year ₹ 54.51 lakhs)) (refer note 17) 1,735.12 5,292.79
Other advances* 3.45 -
1,738.57 5,292.79
*Bombay stock exchange limited debt recovery security fund

B Other financial assets - current


(Unsecured, considered good)
Earnest money deposit 1.00 1.00
Receivable against sale of investments (refer note 48) 92,896.51 155,868.31
Loans to employees 91.08 383.36
Other advances 454.96 476.10
93,443.55 156,728.77

Note - 12
Deferred tax assets (net)
Deferred tax asset arising on account of :
Property plant and equipment, investment property and intangible assets - depreciation and amortization 122.87 67.83
Right of use assets and lease liability - 84.71
Employee benefits 484.53 553.79
Reversal of revenue and related costs as per Ind AS 115 19,500.26 25,395.35
Unrealised margin on inventories - 6,919.19
Impairment for investments, financial and non-financial assets 187.99 692.16
20,295.65 33,713.03

(i) The Group has unabsorbed business losses and unabsorbed depreciation on which no deferred tax asset is created as there is no convincing evidence which demonstrates probability of realization
of deferred tax asset in the near future.
Deferred tax asset is recognized to the extent that it is probable that future taxable profits will be available against which the deductible temporary differences and carried forward tax losses can be
utilised. Further tax losses are available for offset for maximum period of eight years from the incurrence of loss.

(ii) The Group did not recognise deferred tax liability of ₹ 45,044.66 lakhs (31 March 2020: ₹ 40,066.98 lakhs) with respect to unremitted retained earnings of Group subsidiaries wherever it controls the
timing of the distribution of profits and it is probable that the subsidiaries will not distribute the profits in the foreseeable future.

(iii) Caption wise movement in deferred tax assets is as follows (₹ in lakhs)


Particulars 01 April 2019 Recognised in Recognised in Recognised in other 31 March 2020
other statement of equity
comprehensive profit and loss
income
Assets
Property plant and equipment, investment property and intangible assets - 69.46 - (1.63) - 67.83
depreciation and amortization
Right of use assets and lease liability - - 84.71 - 84.71
Employee benefits 1,081.47 (4.82) (522.86) - 553.79
Interest expense - adjustment arising on account of Income Computation and 582.92 - (582.92) - -
Disclosure Standards
Impairment for investments, financial and non-financial assets 1,919.20 - (1,227.04) - 692.16
Unabsorbed long-term capital losses 2,684.94 - (2,684.94) - -
Unrealised margin on inventories 14,409.57 - (7,490.38) (7,025.24) 6,919.19
Reversal of revenue and related costs as per Ind AS 115 40,688.34 - (8,267.75) - 25,395.35
Liabilities
Derivative assets - mark to market gain on derivative contract (1,133.03) - 1,133.03 - -
Fair valuation gain on investments (1,918.36) - 1,918.36 - -
Sub-total 58,384.51 (4.82) (17,641.42) (7,025.24) 33,713.03
Minimum alternative tax credit entitlement 2,982.56 - (2,982.56) - -
Total 61,367.07 (4.82) (20,623.98) (7,025.24) 33,713.03

F - 33
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021
Particulars 01 April 2020 Recognised in Recognised in Recognised in other 31 March 2021
other statement of equity
comprehensive profit and loss
income
Assets
Property plant and equipment, investment property and intangible assets - 67.83 - 55.04 - 122.87
depreciation and amortization
Right of use assets and lease liability 84.71 - (84.71) - -
Employee benefits 553.79 0.11 (69.37) - 484.53
Impairment for investments, financial and non-financial assets 692.16 - (504.17) - 187.99
Unrealised margin on inventories 6,919.19 - - (6,919.19) -
Reversal of revenue and related costs as per Ind AS 115 25,395.35 - (5,895.09) 19,500.26
Total 33,713.03 0.11 (6,498.30) (6,919.19) 20,295.65

31 March 2021 31 March 2020


(₹ in lakhs) (₹ in lakhs)
Note - 13
Non-current tax assets (net)
Advance income tax, including tax deducted at source (net of provisions) 14,464.99 20,880.44
14,464.99 20,880.44

Note - 14
A Other non-current assets
(Unsecured, considered good)
Capital advances to suppliers 0.08 0.22
Prepaid expenses 30.08 84.69
Security deposits# 6,500.00 6,500.00
Balances with statutory and government authorities 329.87 333.33
6,860.03 6,918.24
#to be adjusted with purchase of land.

B Other current assets


(Unsecured, considered good unless otherwise stated)
Mobilization advances 2,492.13 2,882.38
Advance to suppliers/service providers (doubtful balance of ₹ 509.27 lakhs (31 March 2020: ₹ 509.27 lakhs)) 5,156.93 7,270.93
Prepaid expenses 234.91 199.77
Balances with statutory and government authorities (doubtful balance of ₹ 875.00 lakhs (31 March 2020: ₹ 875.00 lakhs) 6,057.15 6,356.03
Stamp paper in hand - 4.50
Land advances (doubtful advance of ₹ 17.07 lakhs (31 March 2020: ₹ 17.07 lakhs) 1,577.07 7,517.07
Other advances 260.77 1,584.20
15,778.96 25,814.88
Less: Impairment for non-financial assets (1,401.34) (1,401.34)
14,377.62 24,413.54

Note - 15
Inventories
A Real estate properties under development (at cost)
Cost of properties under development 1,196,985.52 1,194,952.62
Less: Transferred to developed properties (723,397.86) (706,745.51)
473,587.66 488,207.11
Less: Impairment of inventories (805.00) -
472,782.66 488,207.11

B Real estate properties - developed (at cost)


Cost of developed properties 723,397.86 706,745.51
Less: Cost of revenue recognized till date (581,620.22) (489,045.21)
141,777.64 217,700.30
Less: Provision for expected loss (3,430.47) (5,911.40)
138,347.17 211,788.90

C Construction materials in stock (at cost) 7,483.15 5,639.32

618,612.98 705,635.33

F - 34
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Notes :
(i) During the year ended 31 March 2021, the Group has inventorised borrowing cost of ₹ 5,824.49 lakhs (31 March 2020: ₹ 3,988.05 lakhs) to cost of real estate project under development. The Group
entities has capitalised the interest expense related to specific borrowings obtained for real estate properties under development.
(ii) The weighted average rate of interest capitalisation is in the range of 10.00% to 16.65% basis the underlying borrowings of respective entities.
(iii) Inventories amounting to ₹ 408,983.28 lakhs (31 March 2020: ₹ 414,542.76) lakhs have been pledged/mortgaged as security for liabilities.

31 March 2021 31 March 2020


Note - 16 (₹ in lakhs) (₹ in lakhs)
Trade receivables
(Unsecured considered good, unless otherwise stated)
Trade receivables considered good - unsecured 30,019.04 8,015.01
Trade receivables - credit impaired 34.62 33.04
30,053.66 8,048.05
Less: Impairment for trade receivables (expected credit loss) (34.62) (33.04)
30,019.04 8,015.01

Note : Trade receivables amounting to ₹ 26,339.94 lakhs (31 March 2020: ₹ 4,184.15 lakhs) have been pledged/mortgaged as security for liabilities.

Note - 17
Cash and cash equivalents
Cash on hand - 14.95
Balances with banks - in current accounts 8,116.09 4,777.32
Bank deposits with original maturity upto three months - 25.16
8,116.09 4,817.43

Notes with respect to bank deposits (including bank deposits under Note 11A and Note 18) :
(i) Bank deposits of ₹ 6,762.98 lakhs (excluding interest accrued) (31 March 2020: ₹ 5,157.08 lakhs) have been pledged against bank guarantees and overdraft facility.
(ii) Bank deposits of ₹ Nil (excluding interest accrued) (31 March 2020: ₹ 2,875.48 lakhs) have been lien marked as a security for servicing of term loan and debentures interest.
(iii) Bank deposits of ₹ 168.00 lakh (excluding interest accrued) (31 March 2020: ₹ 168.00 lakhs) to maintain debt service reserve account.
(iv) Bank deposits of ₹ 741.99 lakhs (excluding interest accrued) (31 March 2020: ₹ 201.62 lakhs) have been lien marked as a security for valued added tax registration, for fire no objection certificate and
for other government authorities.
(v) Bank deposits of ₹ 5,000.00 lakhs (excluding interest accrued) (31 March 2020: ₹ 25,000.00) have been lien marked to third party as a security to fulfill certain business obligations.

Note - 18
Other bank balances
Balances with banks - in unclaimed dividend accounts* 9.42 38.74
Bank deposits with maturity of more than three months and upto twelve months
(inclusive of interest accrued ₹ 136.78 lakhs (previous year ₹ 399.52 lakhs)) (refer
note 17) 11,590.44 32,667.47
11,599.86 32,706.21

* Unclaimed dividend account pertains to dividend not claimed by equity shareholders and the Holding Company does not have any right on the said money.

Note - 19
Assets held for sale
Assets held for sale (refer note 48(iii) and 56) 9,003.87 9,003.87
9,003.87 9,003.87

(This space has been intentionally left blank)

F - 35
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021
Note - 20
A Equity share capital 31 March 2021 31 March 2020
(₹ in lakhs) (₹ in lakhs)
i Authorised Number Amount Number Amount
Equity share capital of face value of ₹ 2 each 750,000,000 15,000.00 750,000,000 15,000.00
750,000,000 15,000.00 750,000,000 15,000.00

ii Issued, subscribed and fully paid up


Equity share capital of face value of ₹ 2 each fully paid up 451,538,712 9,030.77 454,663,876 9,093.28
9,030.77 9,093.28

iii Reconciliation of number of equity shares outstanding at the beginning and at the end of the year
Equity shares
Balance at the beginning of the year 454,663,876 9,093.28 450,680,289 9,013.61
Add: Issued during the year - - 3,983,587 79.67
Less: Investment in Treasury Shares (Own Shares) 3,125,164 62.51 - -
Balance at the end of the year 451,538,712 9,030.77 454,663,876 9,093.28

iv Rights, preferences and restrictions attached to equity and preference shares


The holders of equity shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at meetings of the Holding Company. In the event of liquidation of
the Holding Company, all preferential amounts, if any, shall be discharged by the Holding Company. The remaining assets of the Holding Company shall be distributed to the holders of equity
shares in proportion to the number of shares held to the total equity shares outstanding as on that date. All shares rank equally with regard to the Holding Company‟s residual assets, except that
holders of preference shares participate only to the extent of the face value of the shares.

v Details of shareholder holding more than 5% share capital 31 March 2021


Name of the equity shareholder Number of shares
Embassy Property Developments Private Limited 63,095,240
SG Infralands Private Limited -
SG Devbuild Private Limited -
Morgan Stanley Asia (Singapore) PTE -

31 March 2020
Name of the equity shareholder Number of shares
Embassy Property Developments Private Limited 63,095,240
SG Infralands Private Limited 43,600,000
SG Devbuild Private Limited 25,100,000
Morgan Stanley Asia (Singapore) PTE 23,356,826

vi Aggregate number of shares issued for consideration other than cash


No shares have been issued for other than cash during the period of five years immediately preceding 31 March 2021.

vii During the year ended 31 March 2021, the Holding Company, through its established trust “Indiabulls Real Estate Limited – Employees Welfare Trust” (the “Trust”) had in compliance with SEBI
(Share Based Employee Benefits) Regulations, 2014 purchased its 3,125,164 Equity shares from the open market, for the implementation and administration of its employees benefit schemes. The
face value of these shares have been deducted from the paid-up share capital of the Holding Company, and the excess of amount paid over face value for their acquisition have been adjusted in the
other equity.

viii Aggregate number of shares bought back


a. During the year ended 31 March 2019, 26,000,000 equity shares were bought back at an average price of ₹ 170.85 per share from the open market through stock exchanges using electronic trading
facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and all other applicable provisions, if any, of the Companies Act,
2013 and SEBI Regulation 2018 (as amended).
b During the year ended 31 March 2018, 5,796,000 equity shares were bought back at an average price of ₹ 89.76 per share from the open market through stock exchanges using electronic trading
facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and all other applicable provisions, if any, of the Companies Act,
2013 and SEBI Regulation 2018 (as amended).
c During the year ended 31 March 2017, 28,250,000 equity shares were bought back at an average price of ₹ 78.01 per share from the open market through stock exchanges using electronic trading
facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and all other applicable provisions, if any, of the Companies Act,
2013 and SEBI Regulation 2018 (as amended).

ix Shares reserved for issue under options


For details of shares reserved for issue under the Employee Stock Option Plan (ESOP) of the Holding Company, refer note 46.

B Preference share capital


31 March 2021 31 March 2020
Number Amount Number Amount
i Authorised (₹ in lakhs) (₹ in lakhs)
Preference share capital of face value of ₹ 10 each# 364,000,000 36,400.00 364,000,000 36,400.00
36,400.00 36,400.00
# Since the Holding Company has not issued preference shares, hence, other disclosures are not presented.

C Instruments entirely equity in nature


31 March 2021 31 March 2020
Number Amount Number Amount
i Authorised (₹ in lakhs) (₹ in lakhs)
0.00001% Optionally convertible redeemable preference shares of face value of ₹ 10 each 1,050,000,000 105,000.00 1,050,000,000 105,000.00
105,000.00 105,000.00

ii Issued, subscribed and fully paid up


0.00001% Optionally convertible redeemable preference shares of face value of ₹ 10 each 425,000,000 42,500.00 425,000,000 42,500.00
42,500.00 42,500.00

iii Reconciliation of number of optionally convertible redeemable preference shares outstanding at the beginning and at the end of the year

Balance at the beginning of the year 425,000,000 42,500.00 1,048,280,000 104,828.00


Less: Adjusted during the year* - - (623,280,000) (62,328.00)
Balance at the end of the year 425,000,000 42,500.00 425,000,000 42,500.00
* During the previous year, these shares were acquired by Holding Company and hence, eliminated in consolidated financial statements.

F - 36
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

iv Rights, preferences and restrictions attached to optionally convertible redeemable preference shares ("OCRPS")
0.00001% Optionally convertible redeemable preference shares of face value of ₹ 10 each fully paid up, the payment of dividend shall be on non cumulative basis. Subject to the provisions of the
Companies Act 2013, the OCRPS shall be optionally convertible, at sole discretion of the issuer company, at any time in one or more tranches within a period not exceeding 20 years from the date
of allotment at the price which shall be the face value of the equity shares of the issuer company.
Subject to the provisions of the Companies Act 2013, the OCRPS shall be redeemable, at cash, on the expiry of 20 years from the date of allotment, at the lower of either (i) an appropriate
discount to the fair value of the equity shares (on the date of such redemption) of the issuer company, assuming conversion, OR (ii) issue price of OCRPS (including securities premium, if any).

v Details of shareholders holding more than 5% share capital 31 March 2021 31 March 2020
Name of the preference shareholder Number of shares Number of shares
Indiabulls Properties Private Limited 425,000,000 425,000,000

vi Aggregate number of preference shares issued for consideration other than cash
No preference shares have been issued for consideration other than cash during the period of five years immediately preceding 31 March 2021.

vii Aggregate number of preference shares bought back


No preference shares have been bought back during the period of five years immediately preceding 31 March 2021.

31 March 2021 31 March 2020


(₹ in lakhs) (₹ in lakhs)
Note - 21
Other equity
Reserves and surplus
General reserve 55,812.69 53,312.65
Capital reserve 27,720.50 27,720.50
Debenture redemption reserve 29,875.00 32,375.04
Capital redemption reserve 2,200.92 2,200.92
Share options outstanding account 749.91 814.85
Securities premium 537,030.36 538,361.07
Retained earnings (334,250.66) (327,942.04)
Other comprehensive income
Fair valuation of equity instruments (28,624.14) (31,520.36)
Foreign currency translation reserve 6,179.29 8,879.61
296,693.87 304,202.24
Nature and purpose of other reserves
General reserve
The Holding Company is required to create a general reserve out of the profits when the Company declares dividend to shareholders.

Capital reserve
The Holding Company has issued share warrants in the earlier years. This reserve is created on account of forfeiture of share application money received on account of issuance of share warrants as
share warrants holders did not exercise their rights.

Debenture redemption reserve


The Holding Company and its subsidiaries (wherever debenture balances are outstanding) are required to create a debenture redemption reserve out of the profits which are available for redemption
of debentures.

Capital redemption reserve


The same has been created in accordance with provisions of the Companies Act, 2013 for the buy back of equity shares from the market.

Share options outstanding account


The reserve is used to recognized the expense related to stock options issued to employees under Holding Company's employee stock option plans.

Securities premium
Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with provisions of the Companies Act, 2013.

Retained earnings
Retained earnings is used to record balance of statement of profit and loss.

Fair valuation of equity instruments


The Holding Company andcetain subsidiaries of the Company has elected to recognise the fair value of certain investments in equity shares in other comprehensive income. These changes are
accumulated within this reserve under the head equity. The Company transfers amounts from this reserve to retained earnings when the relevant equity instruments are derecognised.

Treasury Shares
The Company had created “Indiabulls Real Estate Limited – Employees Welfare Trust” (the “Trust”) for the implementation of schemes namely employees stock options plans, employees stock
purchase plan and stock appreciation rights plan. The Company treats the trust as its extension and the Company‟s own shares held by the trust are treated as treasury shares. The premium over
face value of the acquired treasury shares are presented as a deduction from the securities premium reserve. The original cost of treasury shares and the proceeds of any subsequent sale are
presented as movements in equity.

Foreign currency translation reserve


In case of foreign subsidiaries, revenue items are consolidated at the average rate prevailing during the year. All assets and liabilities are converted at rates prevailing at the end of the year. Any
exchange difference arising on consolidation is recognised in the Foreign currency translation reserve (FCTR).

F - 37
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

31 March 2021 31 March 2020


Note - 22 (₹ in lakhs) (₹ in lakhs)
A Borrowings - non-current
Secured loans
Debentures
Non-convertible debentures (redeemable) (refer note (i) below) 34,340.54 97,942.85
Less: current maturities of non-current borrowings (refer note 27) (11,981.22) (51,741.34)
22,359.32 46,201.51
Bonds
Non-convertible bonds (refer note (ii) below) - 34,192.33
Less: current maturities of non-current borrowings (refer note 27) - (1,234.00)
- 32,958.33
Term loans
From banks (refer note (iii) below) 18,310.29 137,784.63
Less: current maturities of non-current borrowings (refer note 27) (2,864.03) (118,032.51)
15,446.26 19,752.12

37,805.58 98,911.96

(i) Repayment terms (including current maturities) and security details for term loan from non-convertible debentures:
Security 31 March 2021 31 March 2020
Particulars Maturity date
₹ in lakhs ₹ in lakhs
1 190 Redeemable non-convertible debentures issued on 9 September 2016 for ₹ Secured by mortgage on immovable 8 July 2022 1,892.07 1,886.50
1,900 lakhs @ 9.85% of face value ₹ 1,000,000 each properties situated at Panvel & Savroli-
Khalapur held and owned by the Holding
Company and its certain subsidiary companies
respectively by way of pari-passu charge

2 250 Redeemable non-convertible debentures issued on 7 September 2016 for ₹ Secured by mortgage on immovable 7 July 2022 2,488.60 2,480.60
2,500 lakhs @ 9.80% of face value ₹ 1,000,000 each properties situated at Panvel & Savroli-
Khalapur held and owned by the Holding
Company and its certain subsidiary companies
respectively by way of pari-passu charge

3 300 Redeemable non-convertible debentures issued on 16 August 2016 for ₹ Secured by mortgage on immovable 16 June 2022 2,980.65 2,966.42
3,000 lakhs @ 10.00% of face value ₹ 1,000,000 each properties situated at Panvel & Savroli-
Khalapur held and owned by the Holding
Company and its certain subsidiary companies
respectively by way of pari-passu charge

4 200 Redeemable non-convertible debentures issued on 18 July 2016 for ₹ 2,000 Secured by mortgage on immovable 18 May 2022 1,986.68 1,975.82
lakhs @ 10.00% of face value ₹ 1,000,000 each properties situated at Panvel & Savroli-
Khalapur held and owned by the Holding
Company and its certain subsidiary companies
respectively by way of pari-passu charge

5 250 Redeemable non-convertible debentures issued on 12 July 2016 for ₹ 2,500 Secured by mortgage on immovable 12 May 2022 2,483.34 2,469.78
lakhs @ 10.00% of face value ₹ 1,000,000 each properties situated at Panvel & Savroli-
Khalapur held and owned by the Holding
Company and its certain subsidiary companies
respectively by way of pari-passu charge

6 150 Redeemable non-convertible debentures issued on 8 July 2016 for ₹ 1,500 Secured by mortgage on immovable 6 May 2022 1,490.01 1,481.87
lakhs @ 10.00% of face value ₹ 1,000,000 each properties situated at Panvel & Savroli-
Khalapur held and owned by the Holding
Company and its certain subsidiary companies
respectively by way of pari-passu charge

7 160 Redeemable non-convertible debentures issued on 8 July 2016 for ₹ 1,600 Secured by mortgage on immovable 6 May 2022 1,589.34 1,580.66
lakhs @ 10.00% of face value ₹ 1,000,000 each properties situated at Panvel & Savroli-
Khalapur held and owned by the Holding
Company and its certain subsidiary companies
respectively by way of pari-passu charge

8 750 Redeemable non-convertible debentures issued on 29 June 2016 for ₹ 7,500 Secured by mortgage on immovable 29 April 2022 7,448.63 7,406.01
lakhs @ 10.00% of face value ₹ 1,000,000 each properties situated at Panvel & Savroli-
Khalapur held and owned by the Holding
Company and its certain subsidiary companies
respectively by way of pari-passu charge

9 4,800 Redeemable non-convertible debentures issued on 27 June 2018 for ₹ Mortgage on immovable properties situated at 27 June 2021 11,981.22 47,773.47
48,000 lakhs @ 9.50% of face value ₹ 1,000,000 each Panvel & Gurugram held and owned by the and
Holding Company and its certain subsidiary 26 June 2020
companies by way of pari-passu charge

10 100 Redeemable non-convertible debentures issued on 18 March 2016 for ₹ 1,000 Mortgage on immovable properties situated at 18 March 2021 - 993.06
lakhs @ 10.75% of face value ₹ 1,000,000 each Panvel and Savroli held and owned by the
Holding Company and its certain subsidiary
companies by way of pari-passu charge

F - 38
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021
11 200 Redeemable non-convertible debentures issued on 18 March 2016 for ₹ 2,000 Mortgage on immovable properties situated at 18 March 2021 - 1,979.07
lakhs @ 10.75% of face value ₹ 1,000,000 each Panvel and Savroli held and owned by the
Holding Company and its certain subsidiary
companies by way of pari-passu charge

12 5,000 Redeemable non-convertible debentures issued on 29 June 2017 for ₹ Secured by mortgage on immovable 29 June 2020 - 24,949.59
50,000 lakhs @ 9.00% of face value ₹ 1,000,000 each properties situated at Gurugram and Savroli and
held and owned by the Holding Company and 28 June 2019
its certain subsidiary companies by way of pari-
passu charge

* Non-convertible debentures are listed on Wholesale Debt Market (WDM) segment of BSE Limited.

F - 39
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

(ii) Repayment terms (including current maturities) and security details for non-convertible bonds :
Particulars Maturity date Security details 31 March 2021 31 March 2020
(₹ in lakhs) (₹ in lakhs)
Redeemable non-convertible bonds issued on 31 December 2019 for ₹ 35,000.00 Repayable in 35 monthly installments of ₹ Refer Note 1 - 34,192.33
lakhs of face value ₹ 1,000,000 each. This carries interest rate of 10.85%. 135.00 lakhs starting on 31 January 2020 and below
bullet payment of ₹ 30,275.00 lakhs at the end
of 36 months.During the year ended 31
March, 2021 the company has repaid the
entire outstanding Non-convertible bonds.

* These non-convertible bonds were listed on the Wholesale Debt Market segment of BSE Limited.

Note 1
Details of security offered by such subsidiary:
(i) First ranking and exclusive mortgage on the -
a) Unsold units of the project;
b) Chargeable receivables and the insurance policies;
c) Chargeable account assets;
d) Inter-corporate deposits (current loans);
e) Floor space index (FSI), balance TDR/Fungible FSI to be consumed on the project, and other rights, title, benefit and interest arising out of or loaded over/ in respect of the project property,
both present and future, pursuant to or in connection with the construction and development of the project;
f) Present and future fixed movable assets of the subsidiary company pertaining to the Project; and
g) All present and future current assets of the subsidiary company pertaining to the Project, including without limitation the subsidiary company‟s cash in hand, stocks, raw materials, book debts,
inventories, claims, bills, outstanding monies receivables, all investments, other receivables of the subsidiary company;
(collectively called the “Company Mortgaged Properties”);
(ii) First ranking and exclusive mortgage on the subsidiary company additional mortgage properties;
(iii) First ranking and exclusive charge by way of hypothecation on Indiabulls Distribution Services Limited ('IDSL') hypothecated properties (i.e all right, title, benefits, claims and demands, present
and future, whatsoever of IDSL, in, to, under or in respect of, the IDSL subordinated debt and the IDSL transaction documents; and IDSL trade receivables); however these properties have been
cancelled in the month of March 2020;
(iv) First ranking and exclusive charge by way of hypothecation on corporate guarantor (Holding Company) subordinated debt hypothecated properties; and
(v) Frst ranking and exclusive pledge over the equity shares and other securities of the subsidiary company constituting 100% of the total issued and paid up share capital of the subsidiary company
along with voting rights (on a fully diluted basis), but excluding 6 equity shares held by nominees of the corporate guarantor ('pledged securities').

(iii) Repayment terms (including current maturities) and security details for term loan from banks:
(a) During the year ended 31 March 2020, the Holding Company had availed term loan of ₹ 10,400.00 lakhs from RBL Bank Limited and interest payable monthly, secured by exclusive charge by way
of registered mortgage over 19 identified unsold properties in Tower - A of the project "BLU Estate and Club" (project in one of the subsidiary company) along with proportionate undivided share
of land, common area, common amenities and car parks pertaining to said properties. The loan was repayable in 12 equal monthly installments post the principal moratorium period of 6 months
altough the entire loan has been repaid during the current year. The rate of interest was 11.50% p.a. (RBL Bank's MCLR plus spread). The outstanding balance as at 31 March 2021 is ₹ Nil (31
March 2020: ₹ 7,715.63 lakhs).

(b) During the year ended 31 March 2019, the Holding Company had availed term loan of ₹ 100,000.00 lakhs from Yes Bank Limited and interest payable monthly, secured by first pari passu charge by
way of equitable mortgage on immovable properties located at various locations and owned by certain subsidiary companies. The loan was repayable in three installments at 30%, 35% and 35% at
the end of 21st month, 24th month and 27th month from the date of first disbursement altough the entire loan has been repaid during the current year. The rate of interest was 10.90% p.a. (Yes
Bank's MCLR plus spread). The outstanding balance as at 31 March 2021 is ₹ Nil (31 March 2020: ₹ 99,350.46 lakhs).

(c) During the year ended 31 March 2018, the Holding Company had availed term loan of ₹ 10,000.00 lakhs from RBL Bank Limited and interest payable monthly, secured by first pari passu charge by
way of equitable mortgage on immovable properties located at Savroli and owned by certain subsidiary companies. The loan was repayable in three installments at 20%, 30% and 50% at the end of
one year, two year and three year from the date of disbursement altough the entire loan has been repaid during the current year. The rate of interest was 11.35% p.a. (RBL Bank's overnight MCLR).
The outstanding balance as at 31 March 2021 is ₹ Nil (31 March 2020: ₹ 4,987.05 lakhs).
(d) During the year ended 31 March 2018, the Holding Company had availed term loan of ₹ 5,000.00 lakhs from RBL Bank Limited and interest payable monthly, secured by exclusive charge by way of
equitable mortgage on immovable properties located at Gurugram and owned by certain subsidiary companies. The loan was repayable in three installments at 20%, 30% and 50% at the end of one
year, two year and three year from the date of disbursement altough the entire loan has been repaid during the current year. The rate of interest was 11.35% p.a. (RBL Bank's overnight MCLR). The
outstanding balance as at 31 March 2021 is ₹ Nil (31 March 2020: ₹ 2,493.68 lakhs).

(e) During the year ended 31 March 2015, the Holding Company had availed term loan of ₹ 28,000.00 lakhs from Axis Bank Limited and interest payable monthly, primarily secured by mortgage on
immovable properties situated at Savroli held and owned by the certain subsidiary companies. The loan was further secured by collateral security on immovable properties of certain subsidiary
companies. Additionally, the aforesaid term loan was also secured by way of pari-passu charge on all the project related receivables, if any, of its certain subsidiary companies. Further, there was
corporate guarantee issued by its certain subsidiary Companies. The loan was repayable in 16 equal quarterly installments after moratorium period of two years from date of first disbursement
altough the entire loan has been repaid during the current year. The rate of interest was 9.55% p.a. (Axis Bank's six month MCLR plus spread). The outstanding balance as at 31 March 2021 is ₹ Nil
(31 March 2020: ₹ 3,485.69 lakhs).
(f) During the year ended March 31,2019, one of the subsidiary company entered into borrowing arrangement to finance the construction and development of the real estate project by signing a
Construction Term Loan arrangement with Indusind Bank Limited( "INDUSIND") of ₹ 20,000.00 lakh as per under mentioned table

(₹ in lakhs)
Particulars # Year Sanction Drawdown Outstanding
Indusind Bank 31-03-2020 20,000.00 20,000.00 19,752.17
31-03-2021 20,000.00 20,000.00 18,310.29

# The rates are determined on the basis of Bank's MCLR rate and bank's margin.
## The Loan are secured by Pari-passu charge by way of registered mortgage of all buildings & structures, title and rights of the borrower for residential project "Indiabulls Greens and Park"
having saleable area of 87,31,226 sq.ft. First pari passu charge by way of hypothecation on the project sold & unsold receivables for the residential project "Indiabulls Green and Park" having
saleable area of 87,31,226 sq.ft. and the borrower will maintain an escrow account with indusind bank till repayment of their facility. For the aboresaid loan corporate guarantee given by Indiabulls
Real Estate Limited and Diana Infrastructure limited ( land owner). Term Loan of ₹ 20,000.00 Lakh shall be repayable in 8 structured quarterly instalments starting from the end of 33 months from
the date of disbursement of loan.

31 March 2021 31 March 2020


(₹ in lakhs) (₹ in lakhs)
B Borrowings - current
Secured Loans
Debentures*
Non-convertible debentures (redeemable) (refer note (i) below) 5,000.00 -
Borrowings from financial institutions ** 64,600.00 -
69,600.00 -

F - 40
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

i Repayment terms and security details for non-convertible debentures:


Particulars Security Maturity date 31 March 2021 31 March 2020
(₹ in lakhs) (₹ in lakhs)
500 Redeemable non-convertible debentures issued on 12 Nov 2020 for ₹ Secured by mortgage on immovable 12 Nov 2021 5,000.00 -
5,000.00 lakhs @ 10.50% of face value ₹ 1,000,000 each properties situated at Panvel held and owned
by a subsidiary company.

*Non-convertible debentures are listed on Wholesale Debt Market (WDM) segment of BSE Limited.
**During the financial year ended 31 March 2021, certain subsidiaries of the company have availed ₹ 64,600.00 lakhs loan from Non Banking Financial Companies (NBFC), which are secured by
exclusive charge on respective project under development and unsold developed properties/units and all revenue receivables of such subsidiaries. These loans carry interest rates varying between
10% to 12%. These loans are repayable on demand.

Note - 23
A Lease liabilities - non-current
Lease liabilities (Refer note 41) - 2,376.02
- 2,376.02

B Lease liabilities - current


Lease liabilities (Refer note 41) 69.56 1,414.06
69.56 1,414.06

Note - 24

Trade payables - current


(i) Total outstanding dues of micro enterprises and small enterprises* 7,215.20 3,716.42
7,215.20 3,716.42

*Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006 (“MSMED Act, 2006”) as at 31 March 2021 and 31 March 2020 :
31 March 2021 31 March 2020
Particulars
(₹ in lakhs) (₹ in lakhs)
i) the principal amount remaining unpaid to any supplier as at the end of each accounting year; 7,215.20 3,716.42
ii) Interest due thereon - -
iii) the amount of interest paid by the buyer in terms of section 16, along with the amounts of the payment made to the supplier - -
beyond the appointed day during each accounting year;
iv) the amount of interest due and payable for the period of delay in making payment (which have been paid but beyond the - -
appointed day during the year) but without adding the interest specified under this Act;
v) the amount of interest accrued and remaining unpaid at the end of each accounting year; and - -
vi) the amount of further interest remaining due and payable even in the succeeding years, until such date when the interest dues as - -
above are actually paid to the small enterprise, for the purpose of disallowance as a deductible expenditure under section 23.

The above information regarding Micro, Small and Medium Enterprises has been determined to the extent such parties have been identified on the basis of information available with the Group.

31 March 2021 31 March 2020


(₹ in lakhs) (₹ in lakhs)
Note - 24 (cont'd)
Trade payables - current
(ii) Total outstanding dues of creditors other than micro enterprises and small enterprises
Due to others 11,059.64 24,705.26
Retention money 11,788.35 16,306.53
22,847.99 41,011.79

Note - 25
A Provisions - non-current
Provision for employee benefits:
Gratuity (refer note 45) 907.74 1,162.18
Compensated absences (refer note 45) 268.26 410.01
1,176.00 1,572.19

B Provisions - current
Provision for claims and compensation 7,611.97 7,156.53
Provision for employee benefits:
Gratuity (refer note 45) 70.17 62.19
Compensated absences (refer note 45) 50.37 20.72
7,732.51 7,239.44

Note - 26
A Other non-current liabilities
Deferred revenue 10,548.17 10,685.41
Advance received for land 6,500.00 6,501.56
17,048.17 17,186.97

B Other current liabilities


Payable to statutory and government authorities 597.15 3,151.43
Advance from customers 283,721.63 324,105.59
Deferred revenue 188.82 188.82
Liability against development rights 5,600.00 5,600.00
Other advances received# 9,000.00 9,000.00
Other liabilities 3,295.46 2,105.75
302,403.06 344,151.59

# In the current and previous year, the balance of ₹ 9,000 lakhs represents advance received against the assets held for sale.

F - 41
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

31 March 2021 31 March 2020


(₹ in lakhs) (₹ in lakhs)
Note - 27
Other financial liabilities - current
Current maturities of long-term borrowings
Non-convertible debentures 11,981.22 51,741.34
Bonds - 1,234.00
Term loans 2,864.03 118,032.51
Interest accrued on borrowings 1,756.15 2,561.49
Unpaid dividend on equity shares* 9.43 38.75
Security deposits from customers 78.37 84.39
Book overdraft^ 36,672.87 63,253.26
Payable for investment** - 5,109.00
Advance refundable to customers$ 730.08 1,062.24
Expenses payable 5,881.02 9,076.21
59,973.17 252,193.19
*Not due for credit to 'Investor Education and Protection Fund'
^ Subsequent to the year-end, this has been adjusted with loan money received on 07 April 2021 (Previous year 03 April 2020 and 08 April 2020). This loan was pre-approved before the year-end.
**During the previous year, this amount was payable against purchase of an investment
$On account of cancellation of properties.

Note - 28
Current tax liabilities (net)
Provision for income tax, net of advance tax and tax deducted at source 430.36 1,991.54
430.36 1,991.54

F - 42
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

31 March 2021 31 March 2020


(₹ in lakhs) (₹ in lakhs)
Note - 29
Revenue from operations
Revenue from real estate properties (refer note 55) 150,683.34 78,623.45
Revenue on account of settlement of existing project (refer note 58) - 13,707.00
Revenue from real estate properties advisory and management services - 1,170.83
Revenue from sale of land 299.50 -
Rental and land lease 151.15 151.15
Revenue from construction contracts 44.16 20,043.77
Other operating income
Revenue from sale of commercial undertaking (refer note 48(iv)) - 103,500.00
Profit on sale of stake in joint ventures with underlying real estate business (refer note 48(ii)) - 78,054.65
Profit on sale of stake in subsidiaries with underlying real estate business (refer note 48 and 49) - 4,182.42
Net gain on settlement through merger scheme and fair value impact of assets held for sale (refer note 56) - 21,406.90
Profit on sale of investments in entity carrying out real estate business - 5,000.00
Income from advisory services - 4.72
Interest income on delayed payments from customers 24.27 219.93
Service receipts and forfeiture income 939.33 1,013.60
152,141.75 327,078.42

Note - 30
Other income
Interest income on loans, bank deposits and others 5,496.44 11,390.20
Interest income on other amortised cost financial assets 84.60 494.39
Profit on sale of investments in mutual funds (net) 173.97 733.77
Foreign exchange gain (net) 5,458.28 3,498.48
Amortisation of derivative balance (difference between forward and spot element) - 154.67
Excess provision/liabilities written back 2,013.56 322.77
Modification gain on de-recognition of lease contracts 398.24 13.73
Miscellaneous income 439.11 377.13
14,064.20 16,985.14

Note - 31
Cost of revenue
Cost of land, developed properties and others 24,304.66 133,804.83

Decrease in inventory of land and real estate properties#


Opening stock 705,635.33 984,886.43
Impact on inventory on account of sale of subsidiaries - (228,262.79)
Closing stock (618,612.98) (705,635.33)
87,022.35 50,988.31

111,327.01 184,793.14
#this includes impairment of inventories amounting to ₹ 805.00 lakhs (31 March 2020 ₹ 13,569.67 lakhs)

Note - 32
Employee benefits expense
Salaries and wages 5,119.62 11,100.31
Contribution to provident fund and other funds 66.76 124.20
Staff welfare expenses 4.48 70.58
Share based payment expense (refer note 46) 16.11 86.68
5,206.97 11,381.77

Note - 33
Finance costs
Interest expenses 22,499.68 47,455.65
Interest on lease liabilities 135.01 484.10
Interest on income taxes 99.60 -
Other borrowing costs 54.72 176.44
22,789.01 48,116.19

Note - 34
Depreciation and amortization expense
Depreciation on property, plant and equipment 887.95 1,153.17
Depreciation on investment property 73.71 73.91
Depreciation on right of use assets 731.10 1,808.61
Amortization of intangible assets 32.25 40.51
1,725.01 3,076.20

F - 43
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

31 March 2021 31 March 2020


(₹ in lakhs) (₹ in lakhs)
Note - 35
A. Impairment losses on financial assets
Loans written off - 8,395.48
- 8,395.48

B. Other expenses
Rent expenses 36.30 146.10
Rates and taxes 1,580.86 932.88
Legal and professional expenses 2,357.84 4,722.24
Amounts written off 90.01 355.46
Advertisement expenses 40.59 725.26
Electricity and water charges 37.35 102.95
Communication expenses 29.18 125.50
Director sitting fees 47.31 39.51
Insurance expenses 25.17 92.49
Printing and stationery 35.28 94.98
Traveling and conveyance expenses 78.59 1,362.00
Repairs and maintenance expenses
Vehicles 19.94 98.97
Buildings 78.55 379.33
Others 221.59 680.65
Security expenses 20.08 61.55
Membership and subscription fees 10.32 18.50
Loss on sale/write off of property, plant and equipment (net) 38.08 14.07
Corporate social responsibility expenses (Refer Note (i) below) 806.86 1,033.00
Brokerage and marketing expenses 3,337.70 1,699.24
Claims and compensations 6,775.18 18,992.08
Software expenses 15.16 18.13
Donations - 7,500.31
Non current investments written off 1,526.28 -
Foreign exchange loss (net) 3.04 117.32
Impairment in other current assets# - 1,132.77
Indemnity charges^ 320.00 1,654.12
Miscellaneous expenses 107.36 344.82
17,638.62 42,444.23

(i) Corporate social responsibility expenses


Gross amount required to be spent by the group during the year is ₹ 806.86 lakhs (31 March 2020: ₹ 1,033.00 lakhs). This amount is paid to trust. (₹ in lakhs)

Particulars Yet to be paid in


Period In cash Total
cash
31 March 2021 - - -
(i) Construction/acquisition of any asset
31 March 2020 - - -
31 March 2021 806.86 - 806.86
(ii) On purposes other than (i) above
31 March 2020 1,033.00 - 1,033.00

# In previous year includes amount ₹ 875.00 lakhs which pertain to provision recognised for non-recoverable/adjustable goods and services tax input credit.
^ In the earlier years, the Holding Company had sold one of the subsidiary and the underlying agreement prescribed to indemnify the buyer for any liability arising out of all the litigation outstanding at the time of the sale. With this
background, during the previous year, the Holding Company has made certain outflows which were disclosed as indemnity charges.
31 March 2021 31 March 2020
(₹ in lakhs) (₹ in lakhs)
Note - 36
Tax expenses
Current tax (including earlier years) 546.41 5,032.72
Deferred tax charge 6,501.07 20,623.98
Income tax expense reported in the statement of profit and loss 7,047.48 25,656.70

The Holding Company and certain subsidiaries of the Group have elected to exercise the option permitted under section 115BAA of the Income-tax Act, 1961 as introduced by the Taxation Laws
(Amendment) Ordinance, 2019. Accordingly, the Holding Company and certain subsidiaries have re-measured its deferred tax assets/liabilities as at 31 March 2020 basis the rate prescribed in the
aforesaid section.
The major components of expected tax expense based on the domestic effective tax rate of the Group at 25.168% (most of the subsidiaries in the Group has this tax rate) and the reported tax
expense in statement of profit and loss are as follows:

Reconciliation of tax expense and the accounting profit multiplied by India's tax rate
Accounting profit before tax from continuing operations (inclusive of loss/profit from joint ventures) 7,519.33 45,856.55
Accounting profit before income tax 7,519.33 45,856.55

At statutory income tax rate of 25.168% (31 March 2020: 25.168% ) 1,892.46 11,541.18

Tax effect of amounts which are not deductible (taxable) in calculating taxable income:
Tax impact of exempted income - (5,817.27)
Tax impact of indexation benefit under Income Tax Act, 1961 (246.74) (32,747.73)
Deferred tax impact on 'Reversal of revenue and related costs as per Ind AS 115' (5,895.09) (6,399.02)
Tax impact of expenses which will never be allowed 25.07 2,010.25
Tax impact of unrecognised deferred tax on unabsorbed business and capital losses 10,322.13 49,947.06
Tax impact of earlier year items - 4,365.01
Others 949.64 2,757.22
Income tax expense 7,047.48 25,656.70

F - 44
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

31 March 2021 31 March 2020


(₹ in lakhs) (₹ in lakhs)

Note - 37
Earnings per share (EPS)

The Group's Earnings per Share ('EPS') is determined based on the net profit attributable to the shareholders' of the Holding Company. Basic earnings per share is computed using the weighted
average number of shares outstanding during the year. Diluted earnings per share is computed using the weighted average number of common and dilutive common equivalent shares outstanding
during the year including share options, except where the result would be anti-dilutive. Weighted average number of equity shares includes the impact of buy back of equity shares during the year.

The following reflects the income and share data used in the basic and diluted EPS computations:

Profit attributable to equity shareholders of the Holding Company(₹ in lakhs) 430.25 12,069.23

Nominal value of equity share (₹) 2.00 2.00


Total number of equity shares outstanding at the beginning of the year 454,663,876 450,680,289
Total number of equity shares outstanding at the end of the year 451,538,712 454,663,876

Weighted average number of equity shares for basic earning per share 452,024,375 453,834,397
Add: Share based options* - -
Weighted average number of equity shares adjusted for diluted earning per share 452,024,375 453,834,397

Earnings per equity share:


Basic 0.10 2.67
Diluted 0.10 2.67

*Potential equity shares are anti-dilutive in nature, hence they have not been considered for calculating weighted average number of equity shares used to compute diluted earnings per share.

(This space has been intentionally left blank)

F - 45
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Note - 38
Fair value measurement
(i) Fair value hierarchy
Financial assets and financial liabilities measured at fair value in the statement of financial position are grouped into three Levels of a fair value hierarchy. The three Levels are defined based on the observability of
significant inputs to the measurement, as follows:

Level 1: quoted prices (unadjusted) in active markets for financial instruments.


Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3: unobservable inputs for the asset or liability.

(ii) Financial assets measured at fair value – recurring fair value measurements (₹ in lakhs)
31 March 2021 Level 1 Level 2 Level 3 Total
Financial assets
Financial instruments at FVTPL
Unquoted equity instruments - - 1,967.56 1,967.56
Mutual funds 105.18 - - 105.18
Financial instruments at FVOCI
Quoted equity instruments 6,154.46 - - 6,154.46
Total financial assets 6,259.64 - 1,967.56 8,227.20

31 March 2020 Level 1 Level 2 Level 3 Total


Financial assets
Financial instruments at FVTPL
Unquoted equity instruments - - 3,171.24 3,171.24
Optionally convertible preference shares - - 317.70 317.70
Mutual funds 157.25 - - 157.25
Financial instruments at FVOCI
Quoted equity instruments 3,258.24 - - 3,258.24
Total financial assets 3,415.49 - 3,488.94 6,904.43

(iii) Valuation process and technique used to determine fair value


Financial assets
a) Traded (market) price basis recognised stock exchange for quoted equity instruments.
b) Use of net asset value for mutual funds on the basis of the statement received from investee party.
c) For unquoted equity instruments and optionally convertible preference shares, the Group has used adjusted net asset value method which factors fair value of assets and liabilities of investee entity with an
adjustment of factors such as lack of liquidity, time elapsed from date of investment etc.

The following table summarises the quantitative information about the significant unobservable inputs used in level 3 fair value measurements.
Fair value (₹ in lakhs) Data inputs
Significant unobservable
Particulars 31 March 31 March 31 March 31 March Sensitivity analysis
inputs
2021 2020 2021 2020
Unquoted equity instrument - adjusted net asset value 1,967.56 3,171.24 Liquidity factor 40% 40% Change of +/-1% in liquidity factor has following
method impacts -
31 March 2021
+1% loss of ₹ (19.68) lakhs
-1% gain of ₹ 19.68 lakhs
31 March 2020
+1% loss of ₹ (31.71) lakhs
-1% gain of ₹ 31.71 lakhs

Optionally convertible preference shares - 317.70 Liquidity factor - 40% Change of +/-1% in liquidity factor has following
impacts -
31 March 2021
N.A.
31 March 2020
+1% loss of ₹ (3.18) lakhs
-1% gain of ₹ 3.18 lakhs

(iv) The following table presents the changes in level 3 items for the year ended 31 March 2021 and 31 March 2020: (₹ in lakhs)
Particulars Unquoted Optionally
equity convertible
instrument preference shares

As at 1 April 2019 3,182.27 345.96


Loss recognised on account of fair valuation of investments in statement of profit and loss (11.03) (28.26)
Profit on sale of investments 5,000.00 -
Amount received on disposal of investments (5,000.00) -
As at 31 March 2020 3,171.24 317.70
Loss recognised on account of impairment of investments in statement of profit and loss (1,203.68) (317.70)
As at 31 March 2021 1,967.56 -

F - 46
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Note - 39
Financial risk management
i) Financial instruments by category
(₹ in lakhs)
31 March 2021 31 March 2020
FVTPL FVOCI Amortized cost FVTPL FVOCI Amortized cost
Financial assets
Investments
Equity instruments# 1,967.56 6,154.46 - 3,171.24 3,258.24 -
Optionally convertible preference shares* - - - 317.70 - -
Mutual funds* 105.18 - - 157.25 - -
Bonds - - 6,282.58 - - 6,282.66
Trade receivables - - 30,019.04 - - 8,015.01
Loans - - 23,008.12 - - 90,963.50
Cash and cash equivalents - - 8,116.09 - - 4,817.43
Other bank balances - - 11,599.86 - - 32,706.21
Security deposits - - 1,025.52 - - 2,864.56
Other financial assets - - 95,182.12 - - 162,021.56
Total financial assets 2,072.74 6,154.46 175,233.33 3,646.19 3,258.24 307,670.93

(₹ in lakhs)
31 March 2021 31 March 2020
FVTPL FVOCI Amortized cost FVTPL FVOCI Amortized cost
Financial liabilities
Borrowings (including interest accrued) - - 124,006.98 - - 272,481.30
Lease liabilities - - 69.56 - - 3,790.08
Trade payables - - 30,063.19 - - 44,728.21
Security deposits - - 78.37 - - 84.39
Other financial liabilities - - 43,293.40 - - 78,539.46
Total financial liabilities - - 197,511.50 - - 399,623.44

* These financial assets are mandatorily measured at fair value.


# These financial assets represents investment in equity instruments designated as such upon initial recognition.

ii) Fair value of instruments measured at amortised cost (₹ in lakhs)


31 March 2021 31 March 2020
Particulars Level
Carrying value Fair value Carrying value Fair value
Financial assets
Investment in bonds Level 3 6,282.58 6,282.58 6,282.66 6,282.66
Security deposits Level 3 572.59 572.59 1,853.65 1,853.65
Other financial assets Level 3 1,738.57 1,738.57 5,292.79 5,292.79
Total financial assets 8,593.74 8,593.74 13,429.10 13,429.10
Financial liabilities
Borrowings* Level 3 37,805.58 37,805.58 98,911.96 98,911.96
Total financial liabilities 37,805.58 37,805.58 98,911.96 98,911.96

The above disclosures is presented for non-current financial assets and non-current financial liabilities. Carrying value of current financial assets and current
financial liabilities (trade receivables, cash and cash equivalents, other bank balances, loans, other financial assets, borrowings, trade payables, other current
financial liabilities and redeemable preference shares) represents the best estimate of fair value.
* This includes non-convertible redeemable debentures issued by the Holding Company which are listed on stock exchange and there is no comparable
instrument having the similar terms and conditions with related security being pledged and hence the carrying value of the debentures and bonds represents the
best estimate of fair value.

iii) Risk Management


The Group‟s activities expose it to market risk, liquidity risk and credit risk. The board of directors has overall responsibility for the establishment and oversight
of the risk management framework. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the related
impact in the financial statements.

(A) Credit risk


Credit risk is the risk that a counterparty fails to discharge its obligation to the Group. The Group's exposure to credit risk is influenced mainly by cash and
cash equivalents, trade receivables and financial assets measured at amortized cost. The Group continuously monitors defaults of customers and other
counterparties and incorporates this information into its credit risk controls.

a) Credit risk management


i) Credit risk rating
The Group assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to
A: Low credit risk
B: Moderate credit risk
C: High credit risk

Asset group Basis of categorisation Provision for expenses credit loss


A: Low credit risk Investments, trade receivables, cash and cash 12 month expected credit loss/Life
equivalents, other bank balances, loans and other time expected credit loss
financial assets
B: High credit risk Trade receivables Life time expected credit loss or
fully provided for

In respect of trade receivables, the Group recognises a provision for lifetime expected credit loss.
Based on business environment in which the Group operates, a default on a financial asset is considered when the counter party fails to make payments within
the agreed time period as per contract. Loss rates reflecting defaults are based on actual credit loss experience and considering differences between current and
historical economic conditions.
Assets are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or a litigation decided against the Group. The
Group continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognised in statement of
profit and loss.
Credit risk related to cash and cash equivalents and bank deposits is managed by only accepting highly rated banks and financial institutions and diversifying
bank deposits and accounts in different banks. Credit risk is considered low because the Company deals with highly rated banks and financial institution. Loans
and other financial assets measured at amortized cost includes long-term bank deposits, security deposits and other receivables. Credit risk related to these
financial assets is managed by monitoring the recoverability of such amounts continuously, while at the same time internal control system in place ensure the
amounts are within defined limits. Credit risk is considered low because the Company is in possession of the underlying asset. Further, the Company creates
provision by assessing individual financial asset for expectation of any credit loss basis 12 month expected credit loss model.

Assets under credit risk – (₹ in lakhs)


Credit rating Particulars 31 March 2021 31 March 2020
A: Low credit risk Investments, trade receivables, cash and cash equivalents, other bank 175,267.95 300,524.49
balances, loans and other financial assets
B: High credit risk Trade receivables 34.62 33.04

F - 47
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

ii) Concentration of financial assets


The Group's principal business activities are development of real estate properties and rental income. Loans and other financial assets majorly represents money
advanced for business purposes. The Group's exposure to credit risk for trade receivables is presented below.
(₹ in lakhs)
Particulars 31 March 2021 31 March 2020
Real estate project receivables 30,019.04 8,015.01

b) Credit risk exposure


Provision for expected credit losses
The Group provides for 12 month expected credit losses or lifetime expected credit losses for following financial assets –

As at 31 March 2021 (₹ in lakhs)


Particulars Estimated Expected credit Carrying
gross losses amount net of
carrying impairment
amount at provision
default

Investments (bonds) 6,282.58 - 6,282.58


Trade receivables 30,053.66 34.62 30,019.04
Cash and cash equivalents 8,116.09 - 8,116.09
Other bank balances 11,599.86 - 11,599.86
Loans 23,008.12 - 23,008.12
Security deposit 1,025.52 - 1,025.52
Other financial assets 95,182.12 - 95,182.12

As at 31 March 2020 (₹ in lakhs)


Particulars Estimated Expected credit Carrying
gross losses amount net of
carrying impairment
amount at provision
default

Investments (bonds) 6,282.66 - 6,282.66


Trade receivables 8,048.05 33.04 8,015.01
Cash and cash equivalents 4,817.43 - 4,817.43
Other bank balances 32,706.21 - 32,706.21
Loans 90,963.50 - 90,963.50
Security deposit 2,864.56 - 2,864.56
Other financial assets 162,021.56 - 162,021.56

Expected credit loss for trade receivables under simplified approach


Real estate business receivables
The Group considers provision for lifetime expected credit loss. Given the nature of business operations, the Group‟s receivables from real estate business
does not have any expected credit loss as transfer of legal title of properties sold is generally passed on to the customer, once the Group receives the entire
consideration and hence, these are been considered as low credit risk assets. Further, during the periods presented, the Group has made no write-offs of
receivables.

Rental business receivables


The Group considers provision for lifetime expected credit loss. Given the nature of business operations, the receivables from rental business has low credit
risk as the Group holds security deposits against the premises given on rentals. Further, historical trends indicate some shortfall between such deposits held by
the Group and amounts due from customers. Hence, with the historical loss experience and forward looking information, the Group has provided expected
credit loss in relation to receivables from rental business. Further, during the periods presented, the Group has made no write-offs of receivables.
(₹ in lakhs)
Reconciliation of loss allowance Trade receivables
Loss allowance as on 1 April 2019 33.04
Allowance for expected credit loss -
Loss allowance on 31 March 2020 33.04
Allowance for expected credit loss 1.58
Loss allowance on 31 March 2021 34.62

(B) Liquidity risk


Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering
cash or another financial asset. The Group's approach to managing liquidity is to ensure as far as possible, that it will have sufficient liquidity to meet its
liabilities when they are due.

Management monitors rolling forecasts of the Group‟s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Group takes
into account the liquidity of the market in which the entity operates.

Maturities of financial liabilities


The tables below analyse the Group's financial liabilities into relevant maturity groupings based on their contractual maturities.
(₹ in lakhs)
31 March 2021 Less than 1 1-2 years 2-3 years More than 3 Total
year years
Borrowings (including interest accrued) 86,201.40 37,805.58 - - 124,006.98
Lease liabilities 69.56 - 69.56
Trade payable 30,063.19 - - - 30,063.19
Security deposits 78.37 - - - 78.37
Other financial liabilities 43,293.40 - - - 43,293.40
Total 159,705.92 37,805.58 - - 197,511.51

(₹ in lakhs)
31 March 2020 Less than 1 1-2 years 2-3 years More than 3 Total
year years
Borrowings (including interest accrued) 173,569.34 30,120.00 68,791.96 - 272,481.30
Lease liabilities 1,918.62 2,109.40 440.91 - 4,468.93
Trade payable 44,728.21 - - - 44,728.21
Security deposits 84.39 - - - 84.39
Other financial liabilities 78,539.46 - - - 78,539.46
Total 298,840.02 32,229.40 69,232.87 - 400,302.29

F - 48
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

(C) Market risk


(i) Interest rate risk
The Group fixed rate borrowings are not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will
fluctuate because of a change in market interest rates.

The Group variable rate borrowing is subject to interest rate. Below is the overall exposure of the borrowing: (₹ in lakhs)
Particulars 31 March 2021 31 March 2020
Variable rate borrowing 23,310.29 97,942.85
Fixed rate borrowing 98,940.54 171,976.96
Total borrowings 122,250.83 269,919.81

Sensitivity
Profit or loss is sensitive to higher/lower interest expense from variable rate borrowings as a result of changes in interest rates.
(₹ in lakhs)
Particulars 31 March 2021 31 March 2020
Interest rates – increase by 1% (31 March 2020 : 1%) 233.10 979.43
Interest rates – decrease by 1% (31 March 2020 : 1%) (233.10) (979.43)

(ii) Foreign exchange risk


The Group has international transactions and is exposed to foreign exchange risk arising from foreign currency transactions (imports and exports). Foreign
exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the Group‟s functional
currency. The Group does not hedge its foreign exchange receivables/payables.

Foreign currency risk exposure: (₹ in lakhs)


Particulars Currency 31 March 2021 31 March 2020
Trade payables EURO - 10.74

Sensitivity
The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency denominated financial instruments.
(₹ in lakhs)
Particulars Exchange rate increase by 1% Exchange rate decrease by 1%
Currency
31 March 2021 31 March 2020 31 March 2021 31 March 2020
Trade payables EURO - 0.11 - (0.11)

(iii) Price risk


The Group exposure price risk arises from investments held and classified in the balance sheet either as fair value through other comprehensive income or at
fair value through profit or loss. To manage the price risk arising from investments, the Group diversifies its portfolio of assets.

Sensitivity
Profit or loss and equity is sensitive to higher/lower prices of instruments on the Group profit for the periods - (₹ in lakhs)
Particulars 31 March 2021 31 March 2020
Price sensitivity
Mutual fund
Price increase by (2%) - FVTPL instrument 2.10 3.15
Price decrease by (2%) - FVTPL instrument (2.10) (3.15)
Unquoted equity instruments
Price increase by (2%) - FVTPL instrument 39.35 63.42
Price decrease by (2%) - FVTPL instrument (39.35) (63.42)
Optionally convertible preference shares
Price increase by (2%) - FVTPL instrument - 6.35
Price decrease by (2%) - FVTPL instrument - (6.35)
Quoted equity instruments
Price increase by (10%) - FVOCI instrument 615.45 325.82
Price increase by (10%) - FVOCI instrument (615.45) (325.82)

(This space has been intentionally left blank)

F - 49
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Note - 40
Revenue related disclosures
A Disaggregation of revenue
Set out below is the disaggregation of the Company‟s revenue from contracts with customers:
(₹ in lakhs)
Particulars Year Ended Year Ended
31 March 2021 31 March 2020
Revenue from contracts with customers
(i) Revenue from operations
(a) Revenue from real estate properties 150,683.34 78,623.45
(b) Revenue on account of settlement of existing project - 13,707.00
(c) Revenue from real estate properties advisory and management services - 1,170.83
(d) Revenue from sale of land 299.50 -
(f) Revenue from construction contracts (refer note F below) 44.16 20,043.77
(ii) Other operating income (advisory services, Interest income on delayed payments from customers, service 963.60 1,238.25
receipts and forfeiture income)
Total revenue covered under Ind AS 115 151,990.60 114,783.30

B Contract balances
The following table provides information about receivables and contract liabilities from contract with customers:
(₹ in lakhs)
Particulars As at As at
31 March 2021 31 March 2020
Contract liabilities
Advance from customers 283,721.63 324,105.59
Total contract liabilities 283,721.63 324,105.59

Receivables
Trade receivables 30,019.04 8,015.01
Total receivables 30,019.04 8,015.01

Contract asset is the right to consideration in exchange for goods or services transferred to the customer. Contract liability is the entity's obligation to transfer goods or
services to a customer for which the entity has received consideration from the customer in advance. Contract assets (unbilled receivables) are transferred to
receivables when the rights become unconditional and contract liabilities are recognised as and when the performance obligation is satisfied.

C Significant changes in the contract liabilities balances during the year are as follows:
(₹ in lakhs)
Particulars As at 31 March 2021 As at 31 March 2020
Contract liabilities Contract liabilities
Advances from customers Advances from customers
Opening balance 324,105.59 422,062.24
Additions/(refunds) during the year - net 80,624.00 (7,304.44)
Adjustment on account of revenue recognised during the year (121,007.96) (90,652.21)
Closing balance 283,721.63 324,105.59

D The aggregate amount of transaction price allocated to the unsatisfied performance obligations as at 31 March 2021 is ₹ 283,721.63 lakhs (31 March 2020 was ₹
324,105.59 lakhs). This balance represents the advance received from customers (gross) against real estate properties under development. The management expects to
further bill and collect the remaining balance of total consideration in the coming years. These balances will be recognised as revenue in future years as per the policy
of the Company.

E Reconciliation of revenue from sale of real estate properties and on account of settlement of existing project :

Particulars Year ended Year ended


31 March 2021 31 March 2020
Contract revenue 153,447.20 96,176.14
Adjustment for:
- Subvention cost* (2,763.86) (3,845.69)
Revenue from sale of real estate properties and on account of settlement of existing project 150,683.34 92,330.45
* Subvention cost represent the expected cash outflow under the arrangement determined basis time elapsed.

F One of the subsidiary company of the group earns revenue from construction contracts. Revenue and related expenditures in respect of short-term works contracts
that are entered into and completed during the year are accounted for on accrual basis as they are earned. Revenue and related expenditures in respect of long-term
works contracts are accounted for on the basis of „input method‟ as the performance obligations are satisfied over time. For the purpose of revenue recognition, as
part of the input method, the percentage of completion is arrived basis the cost incurred as compared the total budgeted cost for the contract. In case of cost plus
contracts, revenue is recognised as per terms of specific contract, i.e. cost incurred plus an agreed profit margin.

F - 50
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Note – 41
Lease related disclosures

(i) The group as lessee

I Disclosures related to lease for office premises

The Group has leases for office premises. With the exception of short-term leases and leases of low-value underlying assets, each lease is reflected on the
balance sheet as a right-of-use asset and a lease liability. Variable lease payments which do not depend on an index or a rate are excluded from the initial
measurement of the lease liability and right of use assets. The Group has presented its right-of-use assets in in the balance sheet separately from other
assets.

Each lease generally imposes a restriction that, unless there is a contractual right for the Group to sublease the asset to another party, the right-of-use
asset can only be used by the Group. Some leases contain an option to extend the lease for a further term. The Group is prohibited from selling or
pledging the underlying leased assets as security. For leases over office buildings, the Group must keep those properties in a good state of repair and
return the properties in their original condition at the end of the lease. Further, the Group is required to pay maintenance fees in accordance with the
lease contracts.

During the financial year 2020-21, 3 out of 5 leases for office premises were terminated between the Group and the lessors.

a Lease payments not included in measurement of lease liability


The expense relating to payments not included in the measurement of the lease liability is as follows:
(₹ in lakhs)
Particulars 31 March 2021 31 March 2020
Short-term leases 36.30 146.10

b Total cash outflow for leases for the year ended 31 March 2021 was ₹ 713.15 lakhs (31 March 2020 ₹ 2,072.95 lakhs).

c Total expense recognised during the year (₹ in lakhs)

Particulars 31 March 2021 31 March 2020


Interest on lease liabilities 135.01 484.10
Depreciation on right of use assets 731.10 1,808.61

d Maturity of lease liabilities


The lease liabilities are secured by the related underlying assets. Future minimum lease payments were as follows:
(₹ in lakhs)
31 March 2021 Minimum lease payments due
Less than 1 1-2 years 2-3 years More than 3 years Total
year
Lease payments 69.56 - - - 69.56
Interest expense - - - - -
Net present values 69.56 - - - 69.56

(₹ in lakhs)
31 March 2020 Minimum lease payments due
Less than 1 1-2 years 2-3 years More than 3 years Total
Lease payments year
1,918.62 2,109.40 440.91 - 4,468.93
Interest expense 504.56 62.24 112.05 - 678.85
Net present values 1,414.06 2,047.16 328.86 - 3,790.08

e Bifurcation of lease liabilities at the end of the year in current and non-current (₹ in lakhs)
Particulars 31 March 2021 31 March 2020
a) Current liability (amount due within one year) 69.56 1,414.06
b) Non-current liability (amount due over one year) - 2,376.02
Total lease liabilities at the end of the year 69.56 3,790.08

f Information about extension and termination options for year ended 31 March 2021
Right of use assets Number of Range of Average Number of leases Number of leases Number of leases
leases remaining remaining lease with extension with purchase with termination
term term option option option
(in years) (in years)
Office premises 2 0.50 to 0.58 0.54 2 - 2

Information about extension and termination options for year ended 31 March 2020
Right of use assets Number of Range of Average Number of leases Number of leases Number of leases
leases remaining remaining lease with extension with purchase with termination
term term option option option
(in years) (in years)
Office premises 5 1.59 to 2.44 1.98 1 - 5

F - 51
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

Note – 42
Capital management

The Group‟s objectives when managing capital are:


 To ensure Group‟s ability to continue as a going concern, and
 To provide adequate return to shareholders

Management assesses the capital requirements in order to maintain an efficient overall financing structure. The Group
manages the capital structure and makes adjustment to it in the light of changes in economic conditions and the risk
characteristics of the underlying assets. The Group manages its capital requirements by overseeing the following ratios–

Debt equity ratio (₹ in lakhs)


31 March 2021 31 March 2020
Net debt* 100,845.52 226,946.14
Total equity 349,370.98 356,900.26
Net debt to equity ratio 0.29 0.64

* Net debt includes non-current borrowings + current borrowings + current maturities of non-current borrowings - cash
and cash equivalents (including bank deposits and other liquid securities).

Note – 43
Related party transactions

Relationship Name of the related parties

Joint ventures  Indiabulls Properties Private Limited (from 29 March 2018


and till 25 September 2019)
 One International Centre Private Limited (Formely known as
Indiabulls Real Estate Company Private Limited) (from 29
March 2018 and till 25 September 2019)
 Opcore Services Limited (formerly Indiabulls Realty
Developers Limited) (from 29 March 2018 and till 25
September 2019)
 One Qube Realtors Limited (formerly Ashkit Properties
Limited) (from 28 December 2018 and till 25 September 2019)
 Yashita Buildcon Limited (from 28 December 2018 and till 25
September 2019)
 Concepts International India Private Limited (from 28
December 2018 and till 25 September 2019)

Key management personnel  Mr. Mehul Johnson (Joint Managing Director) from 31
December 2020
 Mr. Vishal Gaurishankar Damani (Joint Managing Director)
till 31 December 2020
 Mr. Gurbans Singh (Joint Managing Director)

F - 52
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

a.) Transactions with key management personnel and joint ventures


(₹ in lakhs)
Nature of transactions 31 March 2021 31 March 2020
Managerial remuneration
Mr. Vishal Gaurishankar Damani 114.87 285.68
Mr. Gurbans Singh 357.98 624.32
Mr. Mehul Johnson 72.37 -

Share based payment


Mr. Vishal Gaurishankar Damani - 17.78
Mr. Gurbans Singh - 10.66

Other long-term employment benefits - leave encashment


Mr. Vishal Gaurishankar Damani - 6.14
Mr. Gurbans Singh (23.44) 1.59
Mr. Mehul Johnson (7.40) -

Post-employment benefits – gratuity


Mr. Vishal Gaurishankar Damani - 1.65
Mr. Gurbans Singh 0.28 0.57
Mr. Mehul Johnson 0.47 -

Post-employment benefits – gratuity (Paid)


Mr. Vishal Gaurishankar Damani 20.00 -

Salary advance received back (net)


Mr. Mehul Johnson 22.61 -

Loans given/(received back) (net)


One Qube Realtors Limited (formerly Ashkit Properties Limited) - (3,304.26)
Indiabulls Properties Private Limited - (3,369.51)
One International Centre Private Limited (formerly - 136.00
Indiabulls Real Estate Company Private Limited)

Interest income
One Qube Realtors Limited (formerly Ashkit Properties Limited) - 246.29
Indiabulls Properties Private Limited - 41.26

Income from administration, legal and management fee and


marketing commission
Opcore Services Limited (formerly Indiabulls Realty Developers Limited) - 1,144.32
Yashita Buildcon Limited - 26.52

Depreciation on right of use assets


One International Centre Private Limited (formerly - 730.86
Indiabulls Real Estate Company Private Limited)

Interest on lease liabilities


One International Centre Private Limited (formerly - 229.60-
Indiabulls Real Estate Company Private Limited)

F - 53
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

(₹ in lakhs)
Nature of transactions 31 March 2021 31 March 2020

Maintenance expenses
One International Centre Private Limited (formerly Indiabulls Real Estate - 94.55
Company Private Limited)

Electricity expenses
One International Centre Private Limited (formerly Indiabulls Real Estate - 43.98
Company Private Limited)

Revenue from construction contracts (excluding taxes)


Indiabulls Properties Private Limited - 7,318.26
One International Centre Private Limited (formerly Indiabulls Real Estate - 6,802.86
Company Private Limited)

Corporate guarantees (settled)/given


Indiabulls Properties Private Limited - (256,452.78)
One International Centre Private Limited (formerly Indiabulls Real Estate - (246,909.35)
Company Private Limited)

b.) Statement of balances outstanding of key management personnel (₹ in lakhs)


Particulars of balances in respect of related party transactions 31 March 2021 31 March 2020

Post-employment benefits – gratuity


Mr. Vishal Gaurishankar Damani - 16.49
Mr. Gurbans Singh 19.88 19.60
Mr. Mehul Johnson 17.65 -

Post-employment benefits – leave encashment


Mr. Vishal Gaurishankar Damani - 23.55
Mr. Gurbans Singh 30.07 53.51
Mr. Mehul Johnson 17.18 -

Salary Advance Given


Mr. Mehul Johnson 112.90 -

Note – 44
Contingent liabilities and commitments

As per the policy of the Group, at each year end, the Group assesses the possible future outcome of the matters
disputed with Direct tax, Indirect Tax and other Regulatory authorities. The assessment is made after considering
the facts of the case and applicable statutory provisions. Apart from the cases where possibility of a negative
outcome is remote are either provided for or disclosed as contingent liability as per management's assessment.

Summary of contingent liabilities

i. Corporate guarantee issued by Holding Company on behalf of other entities amounting to ₹ 26.48 lakhs (31 March
2020: ₹ 5,084.06 lakhs).

F - 54
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

ii. Contingent liabilities in respect of income-tax demands for which appeals have been filed ₹ 12,719.04 lakhs (31
March 2020: ₹ 12,617.09 lakhs)

iii. Contingent liabilities in respect of income-tax demands for others ₹ 558.63 lakhs (31 March 2020: ₹ 698.28 lakhs)

iv. Contingent liabilities in respect of indirect tax cases demand for which appeals have been filed ₹ 4,377.22 lakhs (31
March 2020: ₹ 4,289.09 lakhs)

v. The Group has certain litigations involving customers. Management believes that these claims may be payable as and
when the outcome of matters are finally determined. Based on past trends and internal legal analysis, the management
believes that no material liability will devolve on the Group in respect of these litigations.

Note – 45

Employee benefits

Defined contribution plan


The Group has made ₹ 66.76 lakhs (31 March 2020 - ₹ 124.20 lakhs) contribution in respect of provident fund and other
funds.

Defined Benefit Plan


The Group has the following Defined Benefit Plans:
 Compensated absences (Unfunded)
 Gratuity (Unfunded)

Risks associated with plan provisions


Discount rate risk Reduction in discount rate in subsequent valuations can increase the plan‟s liability.
Mortality risk Actual death & liability cases proving lower or higher than assumed in the valuation
can impact the liabilities.
Salary risk Actual salary increase will increase the Plan‟s liability. Increase in salary increase rate
assumption in future valuations will also increase the liability.
Withdrawal risk Actual withdrawals proving higher or lower than assumed withdrawals and change
of withdrawal rates at subsequent valuations can impact Plan‟s liability.

Compensated absences
The leave obligations cover the Group's liability for permitted leaves. The amount of provision of ₹ 50.37 lakhs (31
March 2020 ₹ 20.72 lakhs) is presented as current, since the Group does not have an unconditional right to defer
settlement for any of these obligations. However, based on past experience, the Group does not expect all employees to
take the full amount of accrued leave or require payment within the next 12 months, therefore based on the independent
actuarial report, only a certain amount of provision has been presented as current and remaining as non-current. The
weighted average duration of the defined benefit obligation is in the range of 12.45 to 17.66 years (31 March 2020 - 14.35
to 17.21 years.

Actuarial loss on obligation: (₹ in lakhs)


Particulars 31 March 2021 31 March 2020
Actuarial loss on arising from change in demographic assumption - 6.01
Actuarial (gain)/loss on arising from change in financial assumptions 5.48 (30.77)
Actuarial gain on arising from change in experience adjustment (153.34) (108.92)

F - 55
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

Particulars 31 March 2021 31 March 2020


Total (147.87) (133.68)

Amount recognised in the statement of profit and loss is as under: (₹ in lakhs)


31 March 2021 31 March 2020
Service cost 45.08 67.27
Net interest cost 30.06 35.71
Actuarial gain for the year (186.57) (133.68)
Expense recognized in the statement of profit and loss (111.43) (30.70)
Movement in the liability recognized in the balance sheet is as under: (₹ in lakhs)
31 March 2021 31 March 2020
Present value of defined benefit obligation at the beginning of the year 430.72 471.27
Adjustment on account of disposal/acquisition of entities -
Service cost 45.08 67.27
Net interest cost 30.05 35.71
Actuarial gain for the year (186.56) (133.68)
Benefits paid (0.65) (9.84)
Present value of defined benefit obligation at the end of the year 318.65 430.73

Bifurcation of projected benefit obligation at the end of the year in current and non-current (₹ in lakhs)
Particulars 31 March 2021 31 March 2020
a) Current liability (amount due within one year) 50.37 20.72
b) Non - current liability (amount due over one year) 268.26 410.01
Total projected benefit obligation at the end of the year 318.63 430.73

For determination of the liability of the Group, the following actuarial assumptions were used:
Particulars Compensated absences
31 March 2021 31 March 2020
Discount rate 6.83% 6.99%
Salary escalation rate 5.50% 5.50%
Indian Assured Indian Assured
Mortality table Lives Mortality Lives Mortality
(2012 -14) (2012 -14)

As the Group does not have any plan assets for compensated absences, the movement of present value of defined benefit
obligation and fair value of plan assets has not been presented.
These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount
factors are determined close to each year-end by reference to government bonds of relevant economic markets and that
have terms to maturity approximating to the terms of the related obligation. Other assumptions are based on
management‟s historical experience.
Maturity plan (₹ in lakhs)
Year 31 March 2021 Year 31 March 2020
a) April 2021 – March 2022 50.37 April 2020 – March 2021 21.13
b) April 2022 – March 2023 6.14 April 2021 – March 2022 70.39
c) April 2023 – March 2024 9.31 April 2022 – March 2023 7.68

F - 56
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

Year 31 March 2021 Year 31 March 2020


d) April 2024 – March 2025 5.86 April 2023 – March 2024 21.65
e) April 2025 – March 2026 7.68 April 2024 – March 2025 14.08
f) April 2026 – March 2027 20.76 April 2025 – March 2026 11.25
g) April 2027 onwards 219.02 April 2026 onwards 591.42
Sensitivity analysis for compensated absences (₹ in lakhs)
Particulars 31 March 2021 31 March 2020
Impact of the change in discount rate
Present value of obligation at the end of the year 318.64 430.73
a) Impact due to increase of 0.50 % (16.23) (23.04)
b) Impact due to decrease of 0.50 % 17.52 24.75
Impact of the change in salary increase
Present value of obligation at the end of the year 318.64 430.73
a) Impact due to increase of 0.50 % 18.37 25.13
b) Impact due to decrease of 0.50 % (16.99) (25.84)

Sensitivities due to mortality and withdrawal are not material and hence impact of change not calculated.

Gratuity

The Group provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in
continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/
termination is the employee‟s last drawn basic salary per month computed proportionately for 15 days‟ salary multiplied
for the number of years of service. Gratuity plan is a non-funded plan. The weighted average duration of the defined
benefit obligation is in the range of 14.35 to 17.66 years (31 March 2020: 14.35 to 17.21 years)

Actuarial (gain)/loss on obligation recognised in other comprehensive income (₹ in lakhs)


Particulars 31 March 2021 31 March 2020
Actuarial gain on arising from change in demographic assumption - (0.93)
Actuarial loss on arising from change in financial assumptions 16.15 87.53
Actuarial (gain)/loss on arising from change in experience adjustment (108.44) (131.25)
Total (92.28) (44.65)

Amount recognised in the statement of profit and loss is as under: (₹ in lakhs)


31 March 2021 31 March 2020
Service cost 120.16 174.23
Net interest cost 85.35 96.59
Expense recognized in the statement of profit and loss 205.51 270.82

Movement in the liability recognized in the balance sheet is as under: (₹ in lakhs)


31 March 2021 31 March 2020
Present value of defined benefit obligation at the beginning of the 1224.36 1,275.43
year
Service cost 117.40 174.23
Adjustment on account of disposal of entities -
Net interest cost 88.11 96.59
Actuarial loss for the year (141.07) (44.65)
Benefits paid (310.91) (277.23)
Present value of defined benefit obligation at the end of the year 977.90 1,224.37

F - 57
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

Bifurcation of projected benefit obligation at the end of the year in current and non-current (₹ in lakhs)
Particulars 31 March 2021 31 March 2020
a) Current liability (amount due within one year) 70.17 62.19
b) Non - current liability (amount due over one year) 907.74 1,162.18
Total projected benefit obligation at the end of the year 977.91 1,224.37
For determination of the liability of the Group, the following actuarial assumptions were used:
Particulars Gratuity
31 March 2021 31 March 2020
Discount rate 6.83% 6.99%
Salary escalation rate 5.50% 5.50%
Mortality table Indian Assured Indian Assured
Lives Mortality Lives Mortality
(2012 -14) (2012 -14)

These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount
factors are determined close to each year-end by reference to government bonds of relevant economic markets and that
have terms to maturity approximating to the terms of the related obligation. Other assumptions are based on
management‟s historical experience.

Maturity plan (₹ in lakhs)


Year 31 March 2021 Year 31 March 2020
a) April 2021 – March 2022 70.17 April 2020 – March 2021 63.40
b) April 2022 – March 2023 31.08 April 2021 – March 2022 57.56
c) April 2023 – March 2024 31.80 April 2022 – March 2023 26.53
d) April 2024 – March 2025 18.94 April 2023 – March 2024 54.94
e) April 2025 – March 2026 26.60 April 2024 – March 2025 39.27
f) April 2026 – March 2027 65.65 April 2025 – March 2026 40.18
g) April 2027 onwards 733.70 April 2026 onwards 1,851.60

Sensitivity analysis for gratuity (₹ in lakhs)


Particulars 31 March 2021 31 March 2020
Impact of the change in discount rate
Present value of obligation at the end of the year 977.90 1,224.37
a) Impact due to increase of 0.50 % (53.38) (74.62)
b) Impact due to decrease of 0.50 % 61.37 81.76
Impact of the change in salary increase
Present value of obligation at the end of the year 977.90 1,224.37
a) Impact due to increase of 0.50 % 60.93 82.07
b) Impact due to decrease of 0.50 % (53.35) (75.52)
Sensitivities due to mortality and withdrawal are not material and hence impact of change not calculated.

Note – 46
Share based payments

Indiabulls Real Estate Limited Employees Stock Options Scheme 2008 (II)
During the year ended 31 March 2009, the Holding Company established the Indiabulls Real Estate Limited Employees
Stock Options Scheme - 2008 (II) (“IBREL ESOS-II” or “Plan-II”). Under Plan II, the Holding Company issued equity
settled options to its eligible employees and of its subsidiary companies to subscribe upto 2,000,000 stock options
representing an equal number of equity shares of face value of ₹ 2 each in the Holding Company, at an exercise price of ₹

F - 58
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

110.50 per option, being the closing market price on the National Stock Exchange of India Limited, as at 29 January
2009. The stock options so granted, shall vest in the eligible employees within 10 years beginning from 31 January 2010,
the first vesting date. The stock options granted under each of the slabs, are exercisable by the option holders within a
period of five years from the relevant vesting date.

Following is a summary of options granted under the plan:


Particulars 31 March 2021 31 March 2020
Opening balance 126,000 165,000
Granted during the year - -
Exercised during the year - -
Forfeited during the year 48,000 39,000
Closing balance 78,000 126,000
Vested and exercisable 78,000 126,000
Weighted average share exercised price during the year ended 31 March 2021: ₹ Nil (31 March 2020: ₹ Nil)

The fair value of the option under Plan II using the black scholes model, based on the following parameters is ₹ 62.79 per
option, as certified by an independent valuer.
Particulars Plan – II
Fair market value of option on the date of grant ₹ 62.79
Exercise price ₹ 110.50
Expected volatility 86%
Expected forfeiture percentage on each vesting date Nil
Expected option life (weighted average) 10.5 Years
Expected dividend yield 3.92%
Risk free interest rate 6.50%

The expected volatility was determined based on historical volatility data of the Holding Company's shares listed on the
National Stock Exchange of India Limited.

Indiabulls Real Estate Limited Employees Stock Options Plan 2010 (III)
During the year ended 31 March 2011, the Board of Directors and shareholders of the Holding Company have given
their consent to create, issue, offer and allot to the eligible employees of the Holding Company and its subsidiary
companies, stock options not exceeding 30,000,000 in number, representing 30,000,000 equity shares of face value of ₹2
each of the Holding Company, accordingly the Employee Stock Option Plan - 2010 (“IBREL ESOP 2010” or “Plan-
III”)) has been formed. As per the scheme exercise price will be the market price of the equity shares of the Holding
Company, being the latest available closing price, prior to the date of grant or as the case may be decided by the board of
directors or compensation committee. During the year ended 31 March 2016, board of directors of the Holding Company
at its meeting held on 26 June 2015, re-granted (original grant was of date 14 November 2015) under the “Indiabulls Real
Estate Limited Employees Stock Options Plan - 2010”, 10,500,000 stock options to eligible employees of the Holding
Company and its subsidiary companies representing an equal number of equity shares of face value of ₹ 2 each in the
Holding Company, at an exercise price of ₹ 54.50, being the closing market price of previous day on the National Stock
Exchange of India Limited. The stock options so granted, shall vest within 5 years beginning from 26 June 2016, the first
vesting date. The options vested under each of the slabs, can be exercised within a period of five years from the relevant
vesting date.

Following is a summary of options granted under the plan –


Particulars 31 March 2021 31 March 2020
Opening balance 1,708,788 6,042,950
Granted during the year - -
Exercised during the year - 3,983,587

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Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

Forfeited during the year 263,100 350,575


Closing balance 1,445,688 1,708,788
Vested and exercisable 1,445,688 28,668
Weighted average share exercised price during the year ended 31 March 2021: ₹ Nil (31 March 2020: ₹ 119.29)

The fair value of the option under Plan III using the black scholes model, based on the following parameters is ₹ 34.30
per option, as certified by an independent valuer.

Particulars Plan – III


Fair market value of option on the date of grant ₹ 34.30
Exercise price ₹ 54.50
Expected volatility 89%
Expected forfeiture percentage on each vesting date Nil
Expected option life (weighted average) 8 Years
Expected dividend yield 3.45%
Risk free interest rate 8.03%

The expected volatility was determined based on historical volatility data of the Holding Company's shares listed on the
National Stock Exchange of India Limited.

Indiabulls Real Estate Limited Employees Stock Options Plan 2011 (IV)
During the year ended 31 March 2012, the board of directors and shareholders of the Holding Company have given their
consent to create, issue, offer and allot, to the eligible employees of the Holding Company and its subsidiary companies,
stock options not exceeding 15,000,000 in number, representing 15,000,000 equity shares of face value of ₹2 each, and
accordingly the Employee Stock Option Scheme 2011 (“IBREL ESOS 2011”) has been formed. As per the scheme
exercise price will be the market price of the equity shares of the Holding Company, being the latest available closing
price, prior to the date of grant or as may be decided by the board or compensation committee. However, compensation
committee of the board has not yet granted any options under IBREL ESOP 2011 Scheme.

Note – 47
Group information

Information about subsidiaries


The information about subsidiaries of the Holding Company is as follows. The below table includes the information
about step down subsidiaries as well.

Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2021 31 March 2020
Aedos Real Estate Company Limited India 100.00% 100.00%
Airmid Developers Limited India 100.00% 100.00%
Airmid Properties Limited India 100.00% 100.00%
Airmid Real Estate Limited India 100.00% 100.00%
Albasta Constructions Limited India 100.00% 100.00%
Albasta Developers Limited India 100.00% 100.00%
Albasta Infrastructure Limited India 100.00% 100.00%
Albasta Properties Limited India 100.00% 100.00%

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Summary of significant accounting policies and other explanatory information for the year ended 31
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Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2021 31 March 2020
Albasta Real Estate Limited India 100.00% 100.00%
Albina Properties Limited India 100.00% 100.00%
Albina Real Estate Limited India 100.00% 100.00%
Amadis Land Development Limited India 100.00% 100.00%
Angina Properties Limited India 100.00% 100.00%
Angles Constructions Limited India 100.00% 100.00%
Apesh Constructions Limited India 100.00% 100.00%
Apesh Properties Limited India 100.00% 100.00%
Apesh Real Estate Limited India 100.00% 100.00%
Ashkit Constructions Limited India 100.00% 100.00%
Athena Builders and Developers Limited India 100.00% 100.00%
Athena Buildwell Limited India 100.00% 100.00%
Athena Infrastructure Limited India 100.00% 100.00%
Athena Land Development Limited India 100.00% 100.00%
Aurora Builders and Developers Limited India 100.00% 100.00%
Bridget Builders and Developers Limited India 100.00% 100.00%
Catherine Builders and Developers Limited India 100.00% 100.00%
Ceres Constructions Limited India 100.00% 100.00%
Ceres Estate Limited India 100.00% 100.00%
Ceres Infrastructure Limited India 100.00% 100.00%
Ceres Land Development Limited India 100.00% 100.00%
Ceres Properties Limited India 100.00% 100.00%
Chloris Real Estate Limited India 100.00% 100.00%
Citra Developers Limited India 100.00% 100.00%
Citra Properties Limited India 100.00% 100.00%
Cobitis Buildwell Limited India 100.00% 100.00%
Cobitis Real Estate Limited India 100.00% 100.00%
Corus Real Estate Limited India 100.00% 100.00%
Devona Developers Limited India 100.00% 100.00%
Devona Infrastructure Limited India 100.00% 100.00%
Devona Properties Limited India 100.00% 100.00%
Diana Infrastructure Limited India 100.00% 100.00%
Diana Land Development Limited India 100.00% 100.00%
Edesia Constructions Limited India 100.00% 100.00%
Edesia Developers Limited India 100.00% 100.00%
Edesia Infrastructure Limited India 100.00% 100.00%
Elena Constructions Limited India 100.00% 100.00%
Elena Properties Limited India 100.00% 100.00%

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Summary of significant accounting policies and other explanatory information for the year ended 31
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Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2021 31 March 2020
Fama Builders and Developers Limited India 100.00% 100.00%
Fama Construction Limited India 100.00% 100.00%
Fama Estate Limited India 100.00% 100.00%
Fama Infrastructure Limited India 100.00% 100.00%
Fama Land Development Limited India 100.00% 100.00%
Fama Properties Limited India 100.00% 100.00%
Flora Land Development Limited India 100.00% 100.00%
Fornax Constructions Limited India 100.00% 100.00%
Fornax Real Estate Limited India 100.00% 100.00%
Galium Builders And Developers Limited India 100.00% 100.00%
Hecate Power and Land Development Limited India 100.00% 100.00%
Hermes Builders and Developers Limited India 100.00% 100.00%
Hermes Properties Limited India 100.00% 100.00%
IB Assets Limited India 100.00% 100.00%
IB Holdings Limited India 100.00% 100.00%
Indiabulls Buildcon Limited India 100.00% 100.00%
Indiabulls Commercial Assets Limited India 100.00% 100.00%
Indiabulls Commercial Estate Limited India 100.00% 100.00%
Indiabulls Commercial Properties Limited India 100.00% 100.00%
Indiabulls Commercial Properties Management Limited India 100.00% 100.00%
Indiabulls Communication Infrastructure Limited India 100.00% 100.00%
Indiabulls Constructions Limited India 100.00% 100.00%
Indiabulls Engineering Limited India 100.00% 100.00%
Indiabulls Estate Limited India 100.00% 100.00%
Indiabulls Hotel Properties Limited India 100.00% 100.00%
Indiabulls Housing and Constructions Limited India 100.00% 100.00%
Indiabulls Housing and Land Development Limited India 100.00% 100.00%
Indiabulls Housing Developers Limited India 100.00% 100.00%
Indiabulls Industrial Infrastructure Limited India 89.01% 89.01%
Indiabulls Infraestate Limited India 100.00% 100.00%
Indiabulls Infrastructure Projects Limited India 100.00% 100.00%
Indiabulls Infratech Limited India 100.00% 100.00%
Indiabulls Land Holdings Limited India 100.00% 100.00%
Indiabulls Lands Limited India 100.00% 100.00%
Indiabulls Multiplex Services Limited India 100.00% 100.00%
Indiabulls Natural Resources Limited India 100.00% 100.00%
Indiabulls Projects Limited India 100.00% 100.00%
Indiabulls Real Estate Builders Limited India 100.00% 100.00%

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Summary of significant accounting policies and other explanatory information for the year ended 31
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Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2021 31 March 2020
Indiabulls Real Estate Developers Limited India 100.00% 100.00%
Indiabulls Realty Company Limited India 100.00% 100.00%
Indiabulls Software Parks Limited India 100.00% 100.00%
Ivonne Infrastructure Limited India 100.00% 100.00%
Juventus Constructions Limited India 100.00% 100.00%
Juventus Estate Limited India 100.00% 100.00%
Juventus Infrastructure Limited India 100.00% 100.00%
Juventus Land Development Limited India 100.00% 100.00%
Juventus Properties Limited India 100.00% 100.00%
Kailash Buildwell Limited India 100.00% 100.00%
Kaltha Developers Limited India 100.00% 100.00%
Karakoram Buildwell Limited India 100.00% 100.00%
Karakoram Properties Limited India 100.00% 100.00%
Kenneth Builders and Developers Limited India 100.00% 100.00%
Lakisha Infrastructure Limited India 100.00% 100.00%
Lavone Builders And Developers Limited India 100.00% 100.00%
Lenus Constructions Limited India 100.00% 100.00%
Lenus Infrastructure Limited India 100.00% 100.00%
Lenus Properties Limited India 100.00% 100.00%
Linnet Constructions Limited India 100.00% 100.00%
Linnet Developers Limited India 100.00% 100.00%
Linnet Infrastructure Limited India 100.00% 100.00%
Linnet Properties Limited India 100.00% 100.00%
Linnet Real Estate Limited India 100.00% 100.00%
Loon Infrastructure Limited India 100.00% 100.00%
Lorena Builders Limited India 100.00% 100.00%
Lorena Constructions Limited India 100.00% 100.00%
Lorena Developers Limited India 100.00% 100.00%
Lorena Infrastructure Limited India 100.00% 100.00%
Lorena Real Estate Limited India 100.00% 100.00%
Lorita Developers Limited India 100.00% 100.00%
Lucina Builders and Developers Limited India 100.00% 100.00%
Lucina Buildwell Limited India 100.00% 100.00%
Lucina Constructions Limited India 100.00% 100.00%
Lucina Estate Limited India 100.00% 100.00%
Lucina Land Development Limited India 100.00% 100.00%
Lucina Properties Limited India 100.00% 100.00%
Mabon Constructions Limited India 100.00% 100.00%

F - 63
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Summary of significant accounting policies and other explanatory information for the year ended 31
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Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2021 31 March 2020
Mabon Infrastructure Limited India 100.00% 100.00%
Mabon Properties Limited India 100.00% 100.00%
Majesta Builders Limited India 100.00% 100.00%
Majesta Constructions Limited India 100.00% 100.00%
Majesta Developers Limited India 100.00% 100.00%
Majesta Infrastructure Limited India 100.00% 100.00%
Majesta Properties Limited India 100.00% 100.00%
Makala Infrastructure Limited India 100.00% 100.00%
Manjola Infrastructure Limited India 100.00% 100.00%
Manjola Real Estate Limited India 100.00% 100.00%
Mariana Constructions Limited India 100.00% 100.00%
Mariana Developers Limited India 100.00% 100.00%
Mariana Properties Limited India 100.00% 100.00%
Mariana Real Estate Limited India 100.00% 100.00%
Milkyway Buildcon Limited India 100.00% 100.00%
Nerissa Constructions Limited India 100.00% 100.00%
Nerissa Developers Limited India 100.00% 100.00%
Nerissa Infrastructure Limited India 100.00% 100.00%
Nerissa Properties Limited India 100.00% 100.00%
Nerissa Real Estate Limited India 100.00% 100.00%
Nilgiri Buildwell Limited India 100.00% 100.00%
Nilgiri Infraestate Limited India 100.00% 100.00%
Nilgiri Infrastructure Development Limited India 100.00% 100.00%
Nilgiri Infrastructure Limited India 100.00% 100.00%
Nilgiri Infrastructure Projects Limited India 100.00% 100.00%
Nilgiri Land Development Limited India 100.00% 100.00%
Nilgiri Land Holdings Limited India 100.00% 100.00%
Nilgiri Lands Limited India 100.00% 100.00%
Nilgiri Resources Limited India 100.00% 100.00%
Noble Realtors Limited India 100.00% 100.00%
Paidia Infrastructure Limited India 100.00% 100.00%
Parmida Constructions Limited India 100.00% 100.00%
Parmida Developers Limited India 100.00% 100.00%
Parmida Properties Limited India 100.00% 100.00%
Platane Infrastructure Limited India 100.00% 100.00%
Selene Builders and Developers Limited India 100.00% 100.00%
Selene Buildwell Limited India 100.00% 100.00%
Selene Constructions Limited India 100.00% 100.00%

F - 64
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
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Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2021 31 March 2020
Selene Infrastructure Limited India 100.00% 100.00%
Selene Land Development Limited India 100.00% 100.00%
Selene Properties Limited India 100.00% 100.00%
Sentia Constructions Limited India 100.00% 100.00%
Sentia Developers Limited India 100.00% 100.00%
Sentia Infrastructure Limited India 100.00% 100.00%
Sentia Real Estate Limited India 100.00% 100.00%
Sepset Developers Limited India 100.00% 100.00%
Sepset Real Estate Limited India 100.00% 100.00%
Serida Infrastructure Limited India 100.00% 100.00%
Serida Properties Limited India 100.00% 100.00%
Serpentes Constructions Limited India 100.00% 100.00%
Shivalik Properties Limited India 100.00% 100.00%
Sophia Constructions Limited India 100.00% 100.00%
Sophia Real Estate Limited India 100.00% 100.00%
Sylvanus Properties Limited India 100.00% 100.00%
Tapir Constructions Limited India 100.00% 100.00%
Tapir Land Development Limited India 100.00% 100.00%
Tefia Land Development Limited India 100.00% 100.00%
Triton Buildwell Limited India 100.00% 100.00%
Triton Estate Limited India 100.00% 100.00%
Triton Infrastructure Limited India 100.00% 100.00%
Triton Properties Limited India 100.00% 100.00%
Varali Constructions Limited India 100.00% 100.00%
Varali Developers Limited India 100.00% 100.00%
Varali Infrastructure Limited India 100.00% 100.00%
Varali Properties Limited India 100.00% 100.00%
Varali Real Estate Limited India 100.00% 100.00%
Vindhyachal Buildwell Limited India 100.00% 100.00%
Vindhyachal Developers Limited India 100.00% 100.00%
Vindhyachal Infrastructure Limited India 100.00% 100.00%
Vindhyachal Land Development Limited India 100.00% 100.00%
Vonnie Real Estate Limited India 100.00% 100.00%
Zeus Builders And Developers Limited India 100.00% 100.00%
Zeus Buildwell Limited India 100.00% 100.00%
Zeus Estate Limited India 100.00% 100.00%
Zeus Properties Limited India 100.00% 100.00%
Arianca Limited Cyprus 100.00% 100.00%

F - 65
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2021 31 March 2020
Ariston Investments Limited Mauritius 100.00% 100.00%
Ariston Investments Sub C Limited Mauritius 100.00% 100.00%
Brenformexa Limited Cyprus 100.00% 100.00%
Dev Property Development Limited Isle of Man 100.00% 100.00%
Foundvest Limited Cyprus 100.00% 100.00%
Grand Limited Jersey 100.00% 100.00%
Grapene Limited Cyprus 100.00% 100.00%
Indiabulls Properties Investment Trust Singapore 100.00% 100.00%
Indiabulls Property Management Trustee Pte. Limited. Singapore 100.00% 100.00%
M Holdco 1 Limited Mauritius 100.00% 100.00%
M Holdco 2 Limited Mauritius 100.00% 100.00%
M Holdco 3 Limited Mauritius 100.00% 100.00%
Navilith Holdings Limited Cyprus 100.00% 100.00%
Shoxell Holdings Limited Cyprus 100.00% 100.00%

Note – 48

(i) During the year ended 31 March 2020, the Holding Company had sold the entire stake in Century Limited (which
indirectly owns Hanover Square property, London) to Clivedale Overseas Limited, an entity owned by the
Promoters, for an aggregate consideration of ₹ 183,693.00 Lakhs (GBP 200 Million), based on an independent
valuation and accordingly, the Group has recognized gain on sale amounting to ₹ 2,347.33 lakhs in the consolidated
financial statements for the year ended 31 March 2020.

(ii) During the year ended 31 March 2020, the Group had sold the remaining stake in existing joint venture companies
namely Indiabulls Properties Private Limited (including its subsidiary Opcore Services Limited (formerly Indiabulls
Realty Developers Limited)) and One International Centre Private Limited (formerly known as Indiabulls Real
Estate Company Private Limited) (both owning assets in Mumbai) and Yashita Buildcon Limited (including its
subsidiary Concepts International India Private Limited) and One Qube Realtors Limited (formerly Ashkit
Properties Limited) (both owning assets in Gurugram) to the entities controlled by Blackstone Group Inc.
(„Blackstone‟) for an aggregate consideration of ₹ 271,700.00 lakhs and accordingly, the Group has recognized gain
on sale amounting to ₹ 78,054.65 lakhs in the consolidated financial statements for the year ended 31 March 2020.

(iii) During the year ended 31 March 2020, the Holding Company had executed definitive transaction agreement with
entity controlled by the Blackstone Group Inc. ('Purchaser') to divest its 100% stake in one of the subsidiary
company namely Mariana Infrastructure Limited ('Mariana'), which holds commercial asset at Gurgaon at a
consideration of ₹ 13,564.93 lakhs. As part of the said transaction, the Holding Company has divested partial stake
of the Holding Company in Mariana which has resulted in loss of control in Mariana and accordingly Mariana has
been de-consolidated resulting in loss amounting to ₹ 223.69 lakhs recognised in the consolidated financial
statements for the year ended 31 March 2020. Further, the remaining investment had also been classified as held for
sale.

(iv) During the year ended 31 March 2020, Indiabulls Infraestate Limited, one of the wholly owned subsidiary
companies of the Group had entered into definitive transaction agreement and had sold one of the commercial

F - 66
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

asset/developments at Mumbai to one of the entity controlled by the Blackstone Group Inc. („Purchaser‟) for a
consideration of ₹ 67,500.00 lakhs. Part of this consideration had been settled by transferring existing liability
pertaining to debentures of ₹ 45,815.06 lakhs. Additionally, accrued liability of ₹ 36,000.00 lakhs pertaining to
government expenses had also been extinguished in connection with this transaction. Accordingly, the Subsidiary
Company had recognized related revenue of ₹ 103,500.00 lakhs and charged off the inventory of ₹ 87,287.51 lakhs
in respect of said commercial asset/development, in the consolidated financial statements for the year ended 31
March 2020.

Note – 49

(i) During the year ended 31 March 2020, the Holding Company had sold its entire stake in one of its wholly owned
subsidiaries, namely Lakisha Real Estate Limited for an aggregate consideration of ₹ 2,079.21 lakhs and accordingly,
the Group had recognised gain on sale amounting to ₹ 3,106.06 lakhs in the consolidated financial statements for
the year ended 31 March 2020.

(ii) During the year ended 31 March 2020, the Holding Company had sold its entire stake in its wholly owned
subsidiary, Loon Land Development Limited for an aggregate consideration of ₹ 5.00 lakhs.

(iii) During the year ended 31 March 2020, the group had sold the entire stake in a subsidiary namely IPMT Limited, to
Clivedale Overseas Limited, an entity owned by the Promoters, for an aggregate consideration of GBP 1.

Note – 50
Subsidiaries with material non-controlling interest (‘NCI’)

The group includes following subsidiaries, with material non-controlling interests, as mentioned below:
Description Country 31 March 2021 31 March 2020
Indiabulls Industrial Infrastructure Limited India 10.99% 10.99%

The summarised financial information of the subsidiaries before inter-group eliminations are set out below:
Indiabulls Industrial Infrastructure Limited
Balance sheet (₹ in lakhs)
Description 31 March 2021 31 March 2020
Non-current assets 13,789.42 14,477.71
Current assets 14,124.99 13,164.83
Total assets 27,914.41 27,642.54

Non-current liabilities 17,081.17 17,242.12


Current liabilities 402.50 348.20
Total liabilities 17,483.67 17,590.32

Net assets/total equity 10,430.74 10,052.22


Attributable to:
Controlling interests 9,284.40 8,947.48
Non-controlling interests 1,146.34 1,104.74

Statement of profit and loss (₹ in lakhs)


Description 31 March 2021 31 March 2020

F - 67
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

Revenue and other income 1,311.05 1,226.61


Profit for the year 356.32 380.73
Total comprehensive income 378.18 380.67
Attributable to non-controlling interests 41.60 41.29

Cash flow information (₹ in lakhs)


Description 31 March 2021 31 March 2020
Cash used in operating activities (218.39) (210.98)
Cash flow from investing activities 219.10 210.16
Net decrease in cash and cash equivalents 0.71 (0.82)

Note – 51

Information about erstwhile Joint Ventures


S.No Name of Entity Principal Country of Proportion of Proportion
activities incorporation/ ownership of ownership
principal place (%) as at 31 (%) as at 31
of business March 2021 March 2020
1 One International Centre Private Real estate India - -
Limited (formerly Indiabulls Real Estate development and
Company Private Limited) (from 29 leasing
March 2018 to 25 September 2019)
2 Indiabulls Properties Private Limited Real estate India - -
(from 29 March 2018 to 25 September development and
2019) leasing
3 Opcore Services Limited (formerly Maintenance of India - -
Indiabulls Realty Developers Limited) real estate
(from 29 March 2018 to 25 September properties
2019)
4 One Qube Realtors Limited (formerly Real estate India - -
Ashkit Properties Limited) (from 28 development and
December 2018 to 25 September 2019) leasing
5 Yashita Buildcon Limited (from 28 Maintenance of India - -
December 2018 to 25 September 2019) real estate
properties
6 Concepts International India Private Real estate India - -
Limited (from 28 December 2018 to 25 development and
September 2019) leasing

Summarised financial information for joint ventures – (₹ in lakhs)


Description 31 March 2021 31 March 2020*
Share of loss including other comprehensive income in joint ventures (net) - (46,419.22)
– Material
Share of profit including other comprehensive income in joint ventures - 138.27
(net) - Non-material
Total share of loss from joint ventures (including other - (46,280.95)
comprehensive income)
* Numbers are included till the date of sale of stake i.e. 25 September 2019.

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Summary of significant accounting policies and other explanatory information for the year ended 31
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The tables below provide summarised financial information for those joint ventures that are material to the Group. The
information disclosed reflects the amounts presented in the financial statements of the relevant joint ventures.

(₹ in lakhs)
Particulars Indiabulls Properties Private One International Centre
Limited Private Limited (Formely
known as Indiabulls Real
Estate Company Private
Limited)
31 March 2021 Till 25 31 March 2021 Till 25
September 2019 September
2019
Statement of profit and loss
Revenue - 18,531.07 - 16,082.33
Interest income - 1,675.55 - 2,057.70
Other income - 291.58 - 94.19
Total revenue (A) - 20,498.20 - 18,234.22
Cost of revenue - 13,022.55 - 1,757.19
Employee benefit expense - 2.00 - -
Finance costs - 3,711.02 - 6,719.18
Depreciation and amortisation - 1,821.62 - 1,731.12
Other expense 8,447.02 - 1,320.73
Total expenses (B) - 27,004.21 - 11,528.84
(Loss)/profit before tax (C = A-B) - (6,506.01) - 6,706.00
Tax expense (D) - 869.05 - 48.59
(Loss)/profit for the year (E = C- - (7,375.06) - 6,656.79
D)
Other comprehensive income (F) - (37,406.58) - (54,839.03)
Total comprehensive income - (44,781.64) - (48,182.24)
(E+F)
Share of (loss)/profit for the year - (22,390.82) - (24,091.12)

(₹ in lakhs)
Particulars One Qube Realtors Limited Concepts International India
(formerly Ashkit Properties Private Limited
Limited)
31 March 2021 Till 25 31 March 2021 Till 25
September September
2019 2019
Statement of profit and loss
Revenue - - - 1,157.23
Other income - 2.67 - 20.57

F - 69
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

(₹ in lakhs)
Particulars One Qube Realtors Limited Concepts International India
(formerly Ashkit Properties Private Limited
Limited)
31 March 2021 Till 25 31 March 2021 Till 25
September September
2019 2019
Statement of profit and loss
Total revenue (A) - 2.67 - 1,177.80
Employee benefit expense - - - -
Finance costs - - - 658.61
Depreciation and amortisation - 1.37 - 162.89
Other expense - 44.57 - 297.91
Total expenses (B) - 45.94 - 1,119.49
(Loss)/profit before tax (C = A-B) - (43.27) - 58.34
Tax expense (D) - (0.13) - (110.19)
(Loss)/profit for the year (E = C-D) - (43.14) - 168.58
Other comprehensive income (F) - - - -
Total comprehensive income (E+F) - (43.14) - 168.53
Share of (loss)/profit for the year - (21.57) - 84.29

Note – 52
Reconciliation of liabilities arising from financing activities pursuant to Ind AS 7 - Cash flows.

A. The changes in the Group’s liabilities arising from financing activities can be classified as follows:
(₹ lakhs)
Non-current
borrowings
Current
(including current Total
borrowings
maturities and
interest accrued)
Net debt as at 01 April 2019 454,316.39 101,500.00 555,816.39
Proceeds from current/non-current borrowings
78,498.10 101,500.00 179,998.10
(including current maturities)
Repayment of current/non-current borrowings
(114,732.70) (203,000.00) (317,732.70)
(including current maturities)
Non-cash movement arising on account of disposal of
(145,781.18) - (145,781.18)
subsidiaries
Non-cash movement arising on account of
(345.38) - (345.38)
amortisation of upfront fees and others
Interest expense 51,927.29 - 51,927.29
Interest paid (51,401.22) - (51,401.22)
Net debt as at 31 March 2020 272,481.30 - 272,481.30

F - 70
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

Proceeds from current/non-current borrowings


426,214.00 8,000.00 434,214.00
(including current maturities)
Repayment of current/non-current borrowings
(575,167.41) (8,000.00) (583,167.41)
(including current maturities)
Non-cash movement arising on account of
(284.13) - (284.13)
amortisation of upfront fees and others
Interest expense 28,830.82 - 28,830.82
Interest paid (28,067.60) - (28,067.60)
Net debt as at 31 March 2021 124,006.98 - 124,006.98

B. The changes in the Group’s lease liabilities arising from financing activities can be classified as follows:

(₹ in lakhs)
Lease liabilities as at 1 April 2019 (current and non-current) 5,339.90
Interest on lease liabilities 484.10
Payment of lease liabilities (2,072.95)
Impact on account of termination of lease contract during the year (226.26)
Non-cash movement 265.29
Lease liabilities as at 31 March 2020 (current and non-current) 3,790.08
Interest on lease liabilities 135.01
Payment of lease liabilities (826.03)
Impact on account of termination of lease contract during the year (3,029.50)
Lease liabilities as at 31 March 2021 (current and non-current) 69.56

Note – 53

During the previous year ended 31 March 2020, the Board of Directors („the Board‟) of the Holding Company at its
meeting held on 31 January 2020, have discussed and approved in-principally the proposal of the merger of certain on-
going, completed and planned residential and commercial projects of Embassy Property Developments Private Limited
(„Embassy‟) with the Holding Company. The Board had constituted a Reorganization Committee to examine and evaluate
the options to implement the aforementioned merger proposal, including appointment of valuers, merchant bankers, and
other intermediaries to prepare and present a draft scheme and related documents, including the valuation reports,
fairness opinion, share swap ratio etc., to be placed before the Board for its consideration and final approval.
Additionally, Embassy has also reached at an advanced stage of discussions with certain foreign financial investors
(„investors‟) for an investment of up to USD 200 million.
Subsequently in the Current year, the Board of Directors of the Holding Company had considered and approved the
proposal of merger of NAM Estates Private Limited ("NAM Estates") and Embassy One Commercial Property
Development Private Limited ("NAM Opco") both Embassy group entities with the Company ("Amalgamation"). The
proposed Amalgamation will be achieved through a cashless composite scheme of amalgamation of NAM Estates and
NAM Opco into the Company, in accordance with Section 230-232 of the Companies Act, 2013 read with the rules
framed thereunder, as amended, and the Securities and Exchange Board of India circular no. CFD/DIL3/CIR/2017/21
dated 10 March 2017, as amended and other applicable regulations and provisions, subject to necessary statutory and
other approvals ("Scheme"). Upon effectiveness of the Scheme, the Holding Company will issue its equity shares, in
accordance with the approved share swap ratios, to the shareholders of NAM Estates and NAM Opco, which will include

F - 71
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

Embassy promoter and promoter entities, Embassy institutional investors and other shareholders. For the proposed
Amalgamation and arriving to share swap ratio, IBREL is valued at ₹ 92.50 per share.
During the year, the Scheme has been granted approval by Competition Commission of India ("CCI") and SEBI/Stock
exchanges.

Note – 54

The proposed buy-back of Equity Shares of the Holding Company has been withdrawn by the board during the current
financial year.
The buy-back was announced after the Holding Company obtained approval of Board of Directors („the Board‟) to buy-
back up to 5 crore fully paid-up equity shares of face value ₹ 2 each of the Holding Company, representing approximately
11% of its total existing paid-up equity capital, at ₹ 100 per equity share, aggregating to total buyback size of ₹ 50,000
lakhs, through the “Tender Offer” route, as prescribed under SEBI (Buy-Back of Securities) Regulations, 2018 and the
Companies Act, 2013 and rules made thereunder, as amended (hereinafter referred to as the “Buyback”), post completion
of on-going scheme of arrangement of Chennai assets, which has been filed by the Company with Registrar of
Companies on 19 March 2020, the Holding Company is now eligible to launch the buy-back and hence the Board
constituted Buyback Committee and has advised the Company's management to initiate the process of obtaining Holding
Company‟s shareholders approval through the process of postal ballot to implement the proposed buy-back.

Note – 55

During the year ended 31 March 2020, Indiabulls Infraestate Limited, one of the wholly owned subsidiary companies of
the Group had recorded cancellation of multiple units in its project. The related revenue of ₹ 87,791.17 lakhs and cost of
₹ 47,073.97 lakhs had been recognised in the consolidated financial statements for the year ended 31 March 2020. These
units had been cancelled based on the terms of the agreement entered between the parties on account of non-payment of
certain outstanding dues, pertaining to those units. The refunds arising of these cancellations had been duly paid to the
customers/lenders where these units were mortgaged.

Note – 56

During the year ended 31 March 2020, the Holding Company had received the approval of the National Company Law
Tribunal („Hon‟ble NCLT‟), Principal Bench, New Delhi to the Scheme of Arrangement ('the Scheme') between
Indiabulls Real Estate Limited („petitioner/transferee company‟), India Land and Properties Limited („transferor
company‟), Indiabulls Infrastructure Limited („resulting company‟) and their respective shareholders and creditors,
pursuant to Sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The Holding Company has
filed the Scheme with Registrar of Companies („ROC‟) on 19 March 2020. Pursuant to the Scheme, during the financial
year 2019-20, the Holding Company had acquired redeemable preference shares amounting to ₹ 45,000.00 lakhs issued by
one of the wholly owned subsidiary of the Holding Company and other assets amounting to ₹ 1,520.00 lakhs from the
transferor company. The approval of the Scheme was part of overall transaction to divest 100% stake in resulting
company (owning Chennai assets). Further, the Holding Company has also valued the remaining stake in resulting
company (classified as assets held for sale) at fair value and thus, recognising net gain on the said transaction amounting
to ₹ 21,406.90 lakhs in the consolidated financial statements for the year ended 31 March 2020.

F - 72
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

Note – 57

Segment Reporting
The Group's primary business segment is reflected based on principal business activities carried on by the Group. As per
Indian Accounting Standard 108 as notified under the Companies (Indian Accounting Standards) Rules, 2015 as specified
in Section 133 of the Companies Act, 2013, the Group operates in one reportable business segment i.e. real estate project
advisory and construction and development of infrastructure/real estate projects and is primarily operating in India and
hence, considered as single geographical segment.

Note – 58

During the previous year ended 31 March 2020, the Holding Company had received a fixed consideration amounting to ₹
13,707.00 lakhs as full and final settlement against one of its projects. As a result of this, the Holding Company had
surrendered and relinquished all its rights, titles and interest of any nature in respect of the said project. Accordingly, the
Holding Company had recognized revenue of ₹ 13,707.00 lakhs and written off the carrying cost of the inventory of ₹
7,042.57 as cost of sales in the consolidated financial statements for the year ended 31 March 2020.

Note – 59

The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the
Group towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released draft rules for the
Code on Social Security, 2020 on November 13, 2020, and has invited suggestions from stake holders which are under
active consideration by the Ministry. Based on an initial assessment by the Group, the additional impact on Provident
Fund contributions by the Group is not expected to be material, whereas, the likely additional impact on Gratuity
liability/ contributions by the Group could be material. The Group will complete their evaluation once the subject rules
are notified and will give appropriate impact in the financial results in the period in which, the Code becomes effective
and the related rules to determine the financial impact are published.

Note – 60

During the year, one of the wholly owned subsidiary of the Group has advanced an interest-bearing sum of ₹ 22,500.00
lakhs to a party outside the group of which ₹ 22,500.00 lakhs is outstanding as at 31 March 2021. During the previous
year, two of the wholly owned subsidiaries of the Group had advanced an interest-bearing sum of ₹ 105,141.00 lakhs to
parties outside the group of which ₹ 89,755.26 lakhs is outstanding as at 31 March 2020 (inclusive of interest on such
loans amounting to ₹ 5,847.26 lakhs). Based on the terms of these loans, confirmations received by the management from
these third parties and recoverability assessment done by the management, no impairment has been considered necessary
in these consolidated financial statements.

F - 73
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Note - 61
Additional information as required by paragraph 2 of the general instructions for preparation of consolidated financial statements to Schedule III to the Companies Act, 2013.
Name of the entity Net assets i.e. total assets minus Share in profit or loss Share in other comprehensive income Share in total comprehensive income
total liabilities
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated net (₹ in lakhs) consolidated (₹ in lakhs) consolidated figures (₹ in lakhs) consolidated figures (₹ in lakhs)
assets figures
Holding Company
Indiabulls Real Estate Limited (1.61%) (5,629.33) (3081.41%) (13,257.75) 856.31% 2,616.21 (1446.31%) (10,641.54)
Indian subsidiaries -
Sylvanus Properties Limited 3.92% 13,696.04 (883.09%) (3,799.51) 0.00% - (516.40%) (3,799.51)
Lucina Land Development Limited (0.27%) (931.63) 35.85% 154.24 (11.76%) (35.94) 16.08% 118.30
Athena Infrastructure Limited 3.29% 11,502.92 (550.39%) (2,368.04) 6.26% 19.14 (319.24%) (2,348.90)
Selene Constructions Limited 1.21% 4,227.61 (108.80%) (468.12) (0.06%) (0.17) (63.65%) (468.29)
Indiabulls Infraestate Limited 36.65% 128,030.51 5146.11% 22,141.15 9.63% 29.41 3013.25% 22,170.56
Varali Properties Limited (0.36%) (1,273.62) 51.03% 219.57 0.00% - 29.84% 219.57
Noble Realtors Limited (0.07%) (250.00) (0.05%) (0.20) 0.00% - (0.03%) (0.20)
Nilgiri Infrastructure Development Limited (0.00%) (0.04) (0.07%) (0.31) 0.00% - (0.04%) (0.31)
Vindhyachal Infrastructure Limited 0.29% 1,024.46 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Ceres Constructions Limited 0.10% 362.13 (0.04%) (0.19) 0.00% - (0.03%) (0.19)
Shivalik Properties Limited 0.11% 375.72 (0.02%) (0.08) 0.00% - (0.01%) (0.08)
Corus Real Estate Limited 0.19% 662.65 (3.84%) (16.54) 0.00% - (2.25%) (16.54)
Airmid Properties Limited 0.19% 670.20 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Fama Infrastructure Limited 0.04% 141.19 (0.02%) (0.10) 0.00% - (0.01%) (0.10)
Chloris Real Estate Limited 0.41% 1,429.60 (3.84%) (16.53) 0.00% - (2.25%) (16.53)
Albina Real Estate Limited (0.01%) (41.04) (0.18%) (0.76) 0.00% - (0.10%) (0.76)
Devona Infrastructure Limited 0.00% 0.07 (0.02%) (0.08) 0.00% - (0.01%) (0.08)
Serida Properties Limited (0.00%) (0.03) (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Indiabulls Infratech Limited 0.00% - 10.90% 46.92 0.00% - 6.38% 46.92
Indiabulls Estate Limited 2.79% 9,754.79 12.79% 55.05 1.53% 4.68 8.12% 59.73
Indiabulls Land Holdings Limited 0.09% 297.03 (0.10%) (0.41) 0.00% - (0.06%) (0.41)
Nilgiri Land Development Limited 0.07% 260.92 (1.91%) (8.23) 0.00% - (1.12%) (8.23)
Indiabulls Commercial Estate Limited 0.12% 432.94 (1.87%) (8.06) 0.00% - (1.10%) (8.06)
Indiabulls Engineering Limited 0.11% 383.43 (0.79%) (3.38) 0.00% - (0.46%) (3.38)
Indiabulls Infrastructure Projects Limited 0.03% 105.21 (0.10%) (0.42) 0.00% - (0.06%) (0.42)
Nilgiri Lands Limited 0.13% 444.00 (1.31%) (5.65) 0.00% - (0.77%) (5.65)
Nilgiri Land Holdings Limited 0.28% 972.72 (1.73%) (7.44) 0.00% - (1.01%) (7.44)
Nilgiri Infrastructure Limited 0.08% 265.89 (0.04%) (0.17) 0.00% - (0.02%) (0.17)
Indiabulls Commercial Properties Limited 0.07% 230.78 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Airmid Developers Limited 7.87% 27,498.25 1.29% 5.55 0.00% - 0.75% 5.55
Citra Properties Limited (0.19%) (647.25) (481.36%) (2,071.05) 10.88% 33.25 (276.96%) (2,037.81)
Juventus Estate Limited 11.13% 38,868.06 327.78% 1,410.29 (0.39%) (1.20) 191.51% 1,409.09
IB Holdings Limited 0.00% 1.35 (0.07%) (0.31) 0.00% - (0.04%) (0.31)
Platane Infrastructure Limited (0.00%) (0.05) (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Ashkit Constructions Limited 0.00% 3.41 (0.07%) (0.31) 0.00% - (0.04%) (0.31)
Paidia Infrastructure Limited 0.00% 3.78 (0.07%) (0.31) 0.00% - (0.04%) (0.31)
Lorita Developers Limited 0.01% 35.86 0.21% 0.89 0.00% - 0.12% 0.89
Serida Infrastructure Limited (0.00%) (0.03) (0.04%) (0.16) 0.00% - (0.02%) (0.16)
Vonnie Real Estate Limited 0.00% 0.20 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Ib Assets Limited 0.00% 0.36 (0.08%) (0.33) 0.00% - (0.05%) (0.33)
Fama Builders and Developers Limited 0.09% 304.27 (0.37%) (1.58) 0.00% - (0.21%) (1.58)
Fama Construction Limited 0.24% 846.51 (0.04%) (0.16) 0.00% - (0.02%) (0.16)
Fama Estate Limited 0.39% 1,360.21 (0.02%) (0.08) 0.00% - (0.01%) (0.08)
Fama Land Development Limited 0.16% 555.17 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Lavone Builders and Developers Limited 0.20% 713.55 (1.80%) (7.75) 0.00% - (1.05%) (7.75)
Juventus Infrastructure Limited 0.10% 343.65 (0.15%) (0.64) 0.00% - (0.09%) (0.64)
Juventus Properties Limited 0.09% 322.32 (1.54%) (6.64) 0.00% - (0.90%) (6.64)
Kailash Buildwell Limited 0.08% 290.71 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Karakoram Buildwell Limited 0.17% 598.04 (0.03%) (0.14) 0.00% - (0.02%) (0.14)
Kaltha Developers Limited 0.00% 11.45 (0.03%) (0.14) 0.00% - (0.02%) (0.14)
Amadis Land Development Limited 0.11% 400.19 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Karakoram Properties Limited 0.00% 16.73 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Aedos Real Estate Company Limited 0.07% 228.01 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Lucina Builders and Developers Limited 0.09% 323.82 (1.29%) (5.54) 0.00% - (0.75%) (5.54)
Lucina Buildwell Limited 0.49% 1,702.76 (0.99%) (4.27) 0.00% - (0.58%) (4.27)
Lucina Estate Limited 0.17% 589.13 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Lucina Properties Limited 0.08% 287.18 (0.39%) (1.66) 0.00% - (0.23%) (1.66)
Nilgiri Buildwell Limited 0.01% 37.84 (0.03%) (0.14) 0.00% - (0.02%) (0.14)
Selene Buildwell Limited 0.07% 243.85 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Selene Properties Limited 0.03% 120.53 (0.03%) (0.14) 0.00% - (0.02%) (0.14)
Galium Builders and Developers Limited 0.02% 81.15 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Triton Buildwell Limited 0.23% 788.46 (0.04%) (0.16) 0.00% - (0.02%) (0.16)
Triton Infrastructure Limited 0.16% 556.15 (0.03%) (0.14) 0.00% - (0.02%) (0.14)
Tefia Land Development Limited 0.02% 56.80 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Varali Developers Limited 0.34% 1,188.49 (0.14%) (0.59) 0.00% - (0.08%) (0.59)
Vindhyachal Developers Limited 0.17% 594.89 (1.98%) (8.52) 0.00% - (1.16%) (8.52)
Vindhyachal Buildwell Limited 1.25% 4,383.55 (0.07%) (0.31) 0.00% - (0.04%) (0.31)
Zeus Builders and Developers Limited 0.02% 86.86 0.03% 0.13 0.00% - 0.02% 0.13
Zeus Properties Limited 0.27% 932.24 (0.03%) (0.14) 0.00% - (0.02%) (0.14)
Albasta Constructions Limited 0.00% - (0.15%) (0.65) 0.00% - (0.09%) (0.65)
Angles Constructions Limited 0.00% 0.07 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Albasta Developers Limited 0.00% 2.03 (0.04%) (0.16) 0.00% - (0.02%) (0.16)
Albasta Infrastructure Limited (0.00%) (0.07) (75.70%) (325.68) 0.00% - (44.26%) (325.68)
Albasta Real Estate Limited 0.06% 196.32 (0.04%) (0.16) 0.00% - (0.02%) (0.16)

F - 74
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Note - 61 (Cont'd)
Additional information as required by paragraph 2 of the general instructions for preparation of consolidated financial statements to Schedule III to the Companies Act, 2013.
Name of the entity Net assets i.e. total assets minus Share in profit or loss Share in other comprehensive income Share in total comprehensive income
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated net (₹ in lakhs) consolidated (₹ in lakhs) consolidated figures (₹ in lakhs) consolidated figures (₹ in lakhs)
assets figures

Albasta Properties Limited 0.59% 2,074.65 (0.03%) (0.14) 0.00% - (0.02%) (0.14)
Albina Properties Limited 0.80% 2,801.38 (0.04%) (0.18) 0.00% - (0.02%) (0.18)
Angina Properties Limited 0.00% - 9.81% 42.20 0.00% - 5.74% 42.20
Apesh Properties Limited 0.06% 223.87 (0.07%) (0.31) 0.00% - (0.04%) (0.31)
Apesh Real Estate Limited 0.00% 0.07 (0.04%) (0.16) 0.00% - (0.02%) (0.16)
Athena Land Development Limited 0.20% 692.12 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Athena Builders and Developers Limited 0.03% 115.73 6.75% 29.05 0.00% - 3.95% 29.05
Athena Buildwell Limited 0.00% 3.60 (2.40%) (10.32) 0.00% - (1.40%) (10.32)
Aurora Builders and Developers Limited (0.00%) (0.06) (0.01%) (0.06) 0.00% - (0.01%) (0.06)
Citra Developers Limited 0.00% 2.01 (0.09%) (0.40) 0.00% - (0.06%) (0.40)
Ceres Estate Limited 6.41% 22,382.81 (37.29%) (160.46) 0.00% - (21.81%) (160.46)
Ceres Infrastructure Limited 0.10% 355.88 (0.04%) (0.18) 0.00% - (0.03%) (0.18)
Ceres Land Development Limited 0.14% 486.13 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Ceres Properties Limited 0.12% 435.57 (0.22%) (0.97) 0.00% - (0.13%) (0.97)
Devona Developers Limited 0.32% 1,125.90 (0.24%) (1.03) 0.00% - (0.14%) (1.03)
Diana Infrastructure Limited 0.43% 1,513.88 (1.12%) (4.83) 0.00% - (0.66%) (4.83)
Diana Land Development Limited 0.02% 62.93 (0.04%) (0.17) 0.00% - (0.02%) (0.17)
Elena Constructions Limited 0.00% 11.52 0.00% 0.01 0.00% - 0.00% 0.01
Elena Properties Limited 0.00% 3.23 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Fornax Constructions Limited 0.20% 710.94 (0.03%) (0.14) 0.00% - (0.02%) (0.14)
Fama Properties Limited 0.06% 209.11 (0.29%) (1.25) 0.00% - (0.17%) (1.25)
Flora Land Development Limited 0.31% 1,074.37 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Fornax Real Estate Limited (0.00%) (11.65) (5.17%) (22.26) 0.00% - (3.03%) (22.26)
Hermes Builders and Developers Limited 0.00% 0.01 (0.02%) (0.08) 0.00% - (0.01%) (0.08)
Hermes Properties Limited 0.03% 110.17 (0.04%) (0.16) 0.00% - (0.02%) (0.16)
Indiabulls Buildcon Limited (0.00%) (0.26) (0.01%) (0.06) 0.00% - (0.01%) (0.06)
Makala Infrastructure Limited 2.07% 7,237.59 (3.98%) (17.13) 0.00% - (2.33%) (17.13)
Indiabulls Communication Infrastructure Limited 0.00% - 0.00% - 0.00% - 0.00% -
Indiabulls Industrial Infrastructure Limited (1.11%) (3,889.38) (181.77%) (782.05) 7.15% 21.86 (103.32%) (760.19)
Indiabulls Constructions Limited (24.42%) (85,303.92) (183.21%) (788.27) 14.55% 44.45 (101.09%) (743.82)
Mabon Constructions Limited 0.00% 0.26 (0.06%) (0.26) 0.00% - (0.04%) (0.26)
Mabon Properties Limited 0.04% 153.06 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Mabon Infrastructure Limited 0.00% 0.05 (50.59%) (217.68) 0.00% - (29.59%) (217.68)
Manjola Infrastructure Limited 0.00% 0.42 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Indiabulls Housing Developers Limited (0.00%) (0.06) (0.02%) (0.08) 0.00% - (0.01%) (0.08)
Indiabulls Housing and Land Development Limited (0.00%) (0.06) (0.01%) (0.06) 0.00% - (0.01%) (0.06)
Indiabulls Hotel Properties Limited 0.00% - 0.00% - 0.00% - 0.00% -
Lakisha Infrastructure Limited 0.00% - 0.00% - 0.00% - 0.00% -
Indiabulls Software Parks Limited 0.00% - 0.00% - 0.00% - 0.00% -
Ivonne Infrastructure Limited 0.00% 0.69 (0.78%) (3.38) 0.00% - (0.46%) (3.38)
Indiabulls Lands Limited (0.00%) (0.05) (0.06%) (0.26) 0.00% - (0.04%) (0.26)
Indiabulls Multiplex Services Limited (0.00%) (0.06) (0.07%) (0.32) 0.00% - (0.04%) (0.32)
Indiabulls Natural Resources Limited 0.00% - 0.00% - 0.00% - 0.00% -
Indiabulls Projects Limited (0.00%) (11.45) (4.15%) (17.84) 0.00% - (2.42%) (17.84)
Indiabulls Realty Company Limited (0.00%) (10.85) (7.66%) (32.94) 0.00% - (4.48%) (32.94)
Manjola Real Estate Limited 0.00% - 0.00% - 0.00% - 0.00% -
Juventus Constructions Limited 0.08% 279.53 (0.05%) (0.20) 0.00% - (0.03%) (0.20)
Juventus Land Development Limited 0.09% 329.11 (0.02%) (0.10) 0.00% - (0.01%) (0.10)
Lenus Constructions Limited (0.00%) (0.20) (0.07%) (0.30) 0.00% - (0.04%) (0.30)
Lucina Constructions Limited 0.00% - 6.64% 28.59 0.00% - 3.89% 28.59
Lenus Infrastructure Limited (0.00%) (0.04) (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Lenus Properties Limited (0.00%) (0.01) (0.03%) (0.14) 0.00% - (0.02%) (0.14)
Mariana Constructions Limited (0.00%) (0.03) (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Mariana Developers Limited 1.45% 5,055.23 (0.02%) (0.08) 0.00% - (0.01%) (0.08)
Milkyway Buildcon Limited 0.00% 15.96 (0.03%) (0.15) 0.00% - (0.02%) (0.15)
Mariana Properties Limited (0.00%) (3.09) (1.23%) (5.31) 0.00% - (0.72%) (5.31)
Mariana Real Estate Limited (0.00%) (0.03) (0.02%) (0.08) 0.00% - (0.01%) (0.08)
Nilgiri Infraestate Limited 0.00% 3.49 (0.04%) (0.16) 0.00% - (0.02%) (0.16)
Nilgiri Infrastructure Projects Limited 0.88% 3,064.96 (0.13%) (0.54) 0.00% - (0.07%) (0.54)
Nilgiri Resources Limited 0.00% - (0.12%) (0.50) 0.00% - (0.07%) (0.50)
Selene Builders and Developers Limited 0.00% - 0.00% - 0.00% - 0.00% -
Sentia Constructions Limited 0.14% 477.28 (0.04%) (0.18) 0.00% - (0.02%) (0.18)
Sentia Developers Limited (0.00%) (0.07) (227.16%) (977.37) 0.00% - (132.84%) (977.37)
Sepset Developers Limited (0.00%) (0.04) (0.02%) (0.08) 0.00% - (0.01%) (0.08)
Sentia Infrastructure Limited 0.14% 479.12 (42.82%) (184.22) (0.00%) (0.00) (25.04%) (184.22)
Selene Infrastructure Limited (0.05%) (184.67) (0.71%) (3.07) 0.00% - (0.42%) (3.07)
Selene Land Development Limited 0.17% 606.49 (1.42%) (6.13) 0.00% - (0.83%) (6.13)
Sentia Real Estate Limited 0.00% 6.97 6.25% 26.89 0.00% - 3.65% 26.89
Sophia Constructions Limited 0.09% 313.70 (16.43%) (70.68) 0.00% - (9.61%) (70.68)
Sophia Real Estate Limited 3.46% 12,100.00 4.39% 18.91 0.00% - 2.57% 18.91
Triton Estate Limited 0.00% - 0.00% - 0.00% - 0.00% -
Triton Properties Limited 0.11% 376.65 (0.20%) (0.84) 0.00% - (0.11%) (0.84)
Varali Constructions Limited 0.00% 0.05 (0.10%) (0.43) 0.00% - (0.06%) (0.43)

F - 75
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Note - 61 (Cont'd)
Additional information as required by paragraph 2 of the general instructions for preparation of consolidated financial statements to Schedule III to the Companies Act, 2013.
Name of the entity Net assets i.e. total assets minus Share in profit or loss Share in other comprehensive income Share in total comprehensive income
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated net (₹ in lakhs) consolidated (₹ in lakhs) consolidated figures (₹ in lakhs) consolidated figures (₹ in lakhs)
assets figures
Varali Infrastructure Limited 0.56% 1,967.55 (3.34%) (14.38) 0.00% - (1.95%) (14.38)
Varali Real Estate Limited (0.00%) (0.05) (0.02%) (0.08) 0.00% - (0.01%) (0.08)
Vindhyachal Land Development Limited 0.72% 2,514.67 (0.07%) (0.31) 0.00% - (0.04%) (0.31)
Zeus Estate Limited (0.00%) (0.05) (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Hecate Power and Land Development Limited 0.00% - 19.43% 83.59 0.00% - 11.36% 83.59
Apesh Constructions Limited (0.00%) (17.35) (55.69%) (239.60) 0.00% - (32.57%) (239.60)
Linnet Infrastructure Limited 0.00% 4.11 (0.02%) (0.08) 0.00% - (0.01%) (0.08)
Linnet Constructions Limited 0.00% 3.47 (0.07%) (0.31) 0.00% - (0.04%) (0.31)
Linnet Developers Limited 0.00% 3.35 (0.09%) (0.38) 0.00% - (0.05%) (0.38)
Linnet Real Estate Limited 0.16% 547.70 (83.66%) (359.95) 0.00% - (48.92%) (359.95)
Linnet Properties Limited 0.39% 1,376.63 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Edesia Constructions Limited 0.00% 4.31 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Edesia Developers Limited 0.00% 4.24 (0.04%) (0.16) 0.00% - (0.02%) (0.16)
Edesia Infrastructure Limited 0.00% 4.15 (0.06%) (0.24) 0.00% - (0.03%) (0.24)
Indiabulls Commercial Assets Limited 0.00% - 0.35% 1.50 0.00% - 0.20% 1.50
Indiabulls Housing and Constructions Limited 0.00% - 0.00% - 0.00% - 0.00% -
Indiabulls Real Estate Developers Limited 0.00% - 0.00% - 0.00% - 0.00% -
Indiabulls Real Estate Builders Limited 0.00% - 0.00% - 0.00% - 0.00% -
Parmida Constructions Limited 0.00% - (0.18%) (0.79) 0.00% - (0.11%) (0.79)
Parmida Developers Limited (0.00%) (0.01) 1.55% 6.66 0.00% - 0.90% 6.66
Lorena Builders Limited 0.00% 0.05 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Parmida Properties Limited 0.45% 1,574.29 (0.04%) (0.16) 0.00% - (0.02%) (0.16)
Nerissa Infrastructure Limited 0.24% 847.51 (3.84%) (16.54) 0.00% - (2.25%) (16.54)
Devona Properties Limited 0.13% 457.56 (0.04%) (0.16) 0.00% - (0.02%) (0.16)
Lorena Constructions Limited 0.23% 809.56 (0.06%) (0.26) 0.00% - (0.04%) (0.26)
Lorena Developers Limited 0.19% 663.35 (0.04%) (0.17) 0.00% - (0.02%) (0.17)
Lorena Infrastructure Limited 0.18% 643.05 (0.06%) (0.24) 0.00% - (0.03%) (0.24)
Lorena Real Estate Limited 0.23% 805.72 (0.06%) (0.26) 0.00% - (0.04%) (0.26)
Majesta Builders Limited 0.23% 819.71 (0.04%) (0.16) 0.00% - (0.02%) (0.16)
Majesta Constructions Limited 0.24% 827.69 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Majesta Developers Limited 0.08% 262.25 (0.12%) (0.51) 0.00% - (0.07%) (0.51)
Majesta Infrastructure Limited 0.24% 822.21 (0.06%) (0.26) 0.00% - (0.04%) (0.26)
Majesta Properties Limited 0.19% 665.77 (0.03%) (0.14) 0.00% - (0.02%) (0.14)
Nerissa Constructions Limited 0.22% 755.15 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Nerissa Developers Limited 0.05% 187.62 (0.18%) (0.77) 0.00% - (0.10%) (0.77)
Nerissa Properties Limited 0.03% 99.11 (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Nerissa Real Estate Limited 0.12% 403.59 (0.08%) (0.34) 0.00% - (0.05%) (0.34)
Tapir Land Development Limited 0.00% - 18.21% 78.37 0.00% - 10.65% 78.37
Indiabulls Commercial Properties Management Limited 0.00% - 0.00% - 0.00% - 0.00% -
Cobitis Real Estate Limited 0.00% 4.14 (0.03%) (0.12) 0.00% - (0.02%) (0.12)
Loon Infrastructure Limited 0.00% - 0.00% - 0.00% - 0.00% -
Serpentes Constructions Limited 0.00% 0.63 (0.04%) (0.17) 0.00% - (0.02%) (0.17)
Tapir Constructions Limited (1.22%) (4,274.57) (528.53%) (2,274.00) 0.12% 0.35 (309.02%) (2,273.65)
Cobitis Buildwell Limited 0.00% - (1.04%) (4.46) 0.00% - (0.61%) (4.46)
Catherine Builders & Developers Limited (0.00%) (3.16) (0.02%) (0.07) 0.00% - (0.01%) (0.07)
Kenneth Builders & Developers Limited 0.87% 3,046.70 0.30% 1.29 0.00% - 0.17% 1.29
Bridget Builders and Developers Limited 0.00% 9.21 (0.03%) (0.13) 0.00% - (0.02%) (0.13)
Zeus Buildwell Limited 0.00% 0.04 (0.11%) (0.48) 0.00% - (0.06%) (0.48)
Airmid Real Estate Limited (0.54%) (1,894.06) (40.75%) (175.33) 1.94% 5.92 (23.02%) (169.41)
Sepset Real Estate Limited 4.04% 14,114.86 7.38% 31.75 0.05% 0.15 4.34% 31.90
Foreign subsidiaries -
Foundvest Limited 0.00% 0.87 (5.23%) (22.52) 146.25% 446.82 57.67% 424.30
Arianca Limited 0.00% 0.86 (0.67%) (2.88) 3.44% 10.51 1.04% 7.63
Indiabulls Property Management Trustee Pte ltd 0.08% 275.16 (177.44%) (763.42) (125.84%) (384.47) (156.01%) (1,147.89)
Shoxell Holdings Limited 0.00% 4.21 (1.66%) (7.15) (5.95%) (18.18) (3.44%) (25.34)
Grapene Limited 0.00% 1.19 (0.35%) (1.50) 0.12% 0.38 (0.15%) (1.12)
Dev Property Development Limited 0.00% 3.89 (3.49%) (15.02) 0.04% 0.13 (2.02%) (14.89)
Ariston Investment Limited 0.00% 6.51 (2.06%) (8.85) (2.81%) (8.60) (2.37%) (17.45)
Ariston Investments Sub C Limited 0.16% 569.04 (2.95%) (12.70) 90.80% 277.41 35.98% 264.71
Grand Limited (0.01%) (21.51) (0.59%) (2.56) (0.21%) (0.65) (0.44%) (3.20)
M Holdco I Limited 7.98% 27,885.83 (1.60%) (6.89) 13.72% 41.92 4.76% 35.03
M Holdco II Limited (0.00%) (1.80) 75.40% 324.39 6.83% 20.86 46.92% 345.25
M Holdco III Limited (0.00%) (2.32) (1.31%) (5.66) (1.87%) (5.70) (1.54%) (11.36)
Navilith Holdings Limited 2.46% 8,601.86 52.89% 227.54 (19.01%) (58.09) 23.03% 169.45
Indiabulls Properties Investment Trust (0.00%) (13.64) (0.00%) (0.00) (347.49%) (1,061.64) (144.29%) (1,061.64)
Brenformexa Limited 16.12% 56,301.38 1207.10% 5,193.56 (554.23%) (1,693.29) 475.73% 3,500.27

Non-controlling interest in subsidiary 0.33% 1,146.34 (9.67%) (41.60) 0.00% - (5.65%) (41.60)

Total 100.00% 349,370.98 100.00% 430.25 100.00% 305.52 100.00% 735.77

F - 76
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2021

Note – 62

The pandemic of Corona Virus (COVID-19) has caused unprecedented havoc to the economic activity all around the
Globe. The complete lock down announced on 24 March 2020 by the Government of India brought the wheels of
economic activity to a grinding halt. The operations are slowly and gradually resuming and expected to reach pre –
COVID 19 level in due course of time. The Group is continuously and closely observing the unfolding situation and will
continue to do so. The Group has considered the possible impact of COVID-19 in preparing the financial results
including the recoverable value of its assets and its liquidity position based on internal and external information upto the
date of approval of these financial statements.

Note 63
Previous year numbers have been regrouped/reclassified wherever considered necessary.

For Agarwal Prakash & Co. For and on behalf of the Board of Directors
Chartered Accountants
Firm's Registration No.: 005975N

Prakash Agarwal Gurbans Singh Mehul Johnson


Partner Joint Managing Director Joint Managing Director
Membership No. 084964 [DIN: 06667127] [DIN: 00016075]

Place: New Delhi Place: New Delhi Place: Mumbai


Date: 23 April 2021 Date: 23 April 2021 Date: 23 April 2021

Anil Mittal Ravi Telkar


Chief Financial Officer Company Secretary

Place: Gurugram Place: Mumbai


Date: 23 April 2021 Date: 23 April 2021

F - 77
Independent Auditor’s Report

To the Members of Indiabulls Real Estate Limited

Report on the Audit of the Consolidated Financial Statements

Opinion

1. We have audited the accompanying consolidated financial statements of Indiabulls Real Estate Limited („the
Holding Company‟) and its subsidiaries (the Holding Company and its subsidiaries together referred to as
„the Group‟) and its joint ventures, as listed in Annexure 1, which comprise the Consolidated Balance Sheet
as at 31 March 2020, the Consolidated Statement of Profit and Loss (including Other Comprehensive
Income), the Consolidated Cash Flow Statement and the Consolidated Statement of Changes in Equity for
the year then ended, and a summary of the significant accounting policies and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us and based
on the consideration of the reports of the other auditors on separate financial statements and on the other
financial information of the subsidiaries, the aforesaid consolidated financial statements give the information
required by the Companies Act, 2013 („Act‟) in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India including Indian Accounting Standards
(„Ind AS‟) specified under section 133 of the Act, of the consolidated state of affairs of the Group and its
joint ventures as at 31 March 2020, and their consolidated loss (including other comprehensive income),
consolidated cash flows and the consolidated changes in equity for the year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the
Act. Our responsibilities under those standards are further described in the Auditor‟s Responsibilities for the
Audit of the Consolidated Financial Statements section of our report. We are independent of the Company in
accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India („ICAI‟)
together with the ethical requirements that are relevant to our audit of the financial statements under the
provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in
accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have
obtained and the audit evidence obtained by the other auditors in terms of their reports referred to in
paragraph 16 of the Other Matter section below, is sufficient and appropriate to provide a basis for our
opinion.

F - 78
Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on the
consolidated financial statements for the year ended 31 March 2020 - cont’d

Emphasis of Matter

4. We draw attention to following notes to the consolidated financial statements for the year ended 31 March
2020 –

a. Note 59 regarding the reclassification of the capital reserve arising on consolidation to retained earnings
(i.e. within other equity) as at 1 April 2018 with corresponding impact as at 31 March 2019, as per the
principle of Ind AS 8.

b. Note 65, which describes the uncertainties due to the outbreak of „Covid-2019‟ pandemic and the
management‟s evaluation of the same on the consolidated financial statements of the Group as at the
balance sheet date. In view of these uncertainties, the impact on the Group‟s financial performance is
significantly dependent on future developments.

This above matter (b) has also been reported as emphasis of matter in the audit reports issued by us and
other firms of chartered accountants on the standalone financial statements of 5 subsidiary companies
for the year ended 31 March 2020.

Our opinion is not modified in respect of these matters.

Key Audit Matters

5. Key audit matters are those matters that, in our professional judgment and based on the consideration of the
reports of the other auditors on separate financial statements and on the other financial information of the
subsidiaries, were of most significance in our audit of the financial statements of the current period. These
matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in
forming our opinion thereon, and we do not provide a separate opinion on these matters.

6. We have determined the matters described below to be the key audit matters to be communicated in our
report:

Key audit matter How our audit addressed the key audit matter
Sale of stake in group entities and sale of
commercial asset on slump sale basis

The Group‟s policies on the accounting for sale Our procedures in relation to the accounting for sale
of investments/assets is set out in Note 4.3 to of stake in group entities included, but not limited to
the consolidated financial statements. the following:

During the year, the Group has entered into  Understood the contract terms of multiple
following transactions (as explained in Note 50): agreements relevant to the proposed accounting
treatment of the transactions under such
 The Group has executed definitive agreements arrangements;
to divest entire stake in one of its wholly
owned subsidiary (which indirectly owns real  Tested the design and operating effectiveness of
estate property in London) for an aggregate management‟s control over ensuring
consideration of ` 183,693.00 lakhs (GBP completeness of conditions precedent to the
200.00 million) and the Group has recognized transactions before recording the transactions;
gain on sale amounting to ` 2,347.33 lakhs as
presented under Note 31 in the consolidated  Tested the completeness and accuracy of the data
financial statements; used in the computation of profit on sale of
investments/assets, gain on fair valuation of
 The Group has entered into definitive remaining stake; and
agreements for divestment of remaining stake
in all of its existing joint venture companies

F - 79
Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on the
consolidated financial statements for the year ended 31 March 2020 - cont’d

Key audit matter How our audit addressed the key audit matter
(owning rental assets in Mumbai and  Ensured appropriate disclosures in the
Gurugram) for an aggregate consideration of ` consolidated financial statements with respect to
271,700.00 lakhs and the Group has sale of stake in group entities.
recognized gain on sale amounting to `
78,054.65 lakhs as presented under Note 31 in
the consolidated financial statements; and

 The Group has executed definitive agreement


to divest its entire stake in its another wholly
owned subsidiary (owning commercial asset at
Gurugram) for an aggregate consideration of `
13,564.93 lakhs. As part of the said
transaction, the Group has divested partial
stake in the said subsidiary, which has resulted
in loss of control. Accordingly, the said
subsidiary has been de-consolidated resulting
in loss amounting to ` 223.69 lakhs as
presented under Note 31 in the consolidated
financial statements. Further, the remaining
investment has also been classified as
„Investments held for sale‟ and presented
under Note 20.

 One of the wholly owned subsidiary of the


Group has entered into definitive agreement
and has sold one of the commercial
asset/development at Mumbai for an
aggregate consideration of ` 67,500.00 lakhs.
Accordingly, the Group has recognized net
gain of ` 16,212.49 lakhs as presented under
Note 31 in the consolidated financial
statements by recognizing revenue and
charging off inventory in respect of said
commercial asset/development.

All these transactions required significant audit


focus due to complex contractual terms included
in multiple agreements that involved significant
management judgement and due to the material
impact on the accompanying consolidated
financial statement. The matter has been
considered to be of most significance to the audit
and accordingly, has been considered as a key
audit matter for the current year audit.

Accounting for demerger scheme

Refer note 58 to the consolidated financial Our audit procedures to assess the appropriateness
statements for the detailed impact of the Scheme. of the accounting treatment of the Scheme and
overall transaction, included, but were not limited to
In the previous year, the Holding Company had the following:
executed a definitive arrangement with a third
party investor to divest its 100% stake in its  Understood the contract terms of definitive
wholly owned subsidiary, Indiabulls

F - 80
Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on the
consolidated financial statements for the year ended 31 March 2020 - cont’d

Key audit matter How our audit addressed the key audit matter
Infrastructure Limited („IIL‟) in tranches and as arrangement with the third party for relevant
part of said arrangement, the Holding Company accounting treatment of the transactions under
had divested partial stake in IIL in the previous such arrangement;
year through a combination of sale and buy back
transactions, and transferred the control over the  Obtained and read the Scheme and final order
board of directors of IIL to the third party, passed by NCLT to determine the effective date
resulting into loss of control, while remaining of the Scheme and evaluated appropriateness of
investment amounting to ` 34,706.33 lakhs was the accounting treatment prescribed by the
classified as „Investments held for sale‟ as at 31 scheme in accordance the requirements of the
March 2019. accounting standards;

Further, pursuant to the definitive arrangement,  Tested the design and operating effectiveness of
the Holding Company had also filed a composite management‟s control over ensuring
scheme of arrangement („the Scheme‟) before the completeness of conditions precedent to the
National Company Law Tribunal („NCLT‟), transactions before recording the transactions in
whereby a step-down subsidiary of IIL was to be accordance with the Scheme;
demerged for the „demerged undertaking‟ as
identified in such scheme to be merged with IIL  Involved an auditor valuation specialist to
while „residual undertaking‟ was to be merged evaluate appropriateness of the valuation
into the Holding Company. methodology and valuation assumptions
including discount rates adopted by the
In the current year, as described in note 58 to the management expert in determining fair valuation
consolidated financial statements, NCLT of the said redeemable preference shares. Further,
approved the Scheme on 03 March 2020 which assessed the objectivity, independence and
has been filed with Registrar of Companies on 19 competency of the management expert involved;
March 2020. Accordingly, the Holding Company
has recognised the assets acquired under the  Tested the underlying cash flow projections of
scheme, i.e., redeemable preference shares and the investee company used in aforesaid fair
income tax assets amounting to ` 45,000.00 lakhs valuation by evaluating the appropriateness of
and ` 1,520.00 lakhs, respectively, in the assumptions including growth rates basis our
accompanying consolidated financial statements, understanding of the business of such company
which have been recorded at fair value. The and macro-economic factors including the
Holding Company has also adjusted/revalued assessment of the impact of Covid-2019;
remaining „Investments held for sale‟
transferrable to the third party at the transaction  Tested the completeness and accuracy of the data
price which was subject to approval of the used in the computation of net gain on the
Scheme, and recognized a net gain on settlement settlement of overall transaction; and
of the aforesaid transactions aggregating to `
21,406.90 lakhs in the accompanying  Ensured appropriate disclosures in the
consolidated financial statements as disclosed consolidated financial statements with respect to
under note 31. the Scheme and overall transaction.
The fair valuation of the redeemable preference
shares acquired under the scheme was performed
by a management appointed valuation expert
using „Discounted Cash Flow Model‟ of the
investee company. Such valuation involved
significant management judgement and
assumptions such as growth rates and other
factors affecting cash flow projections and
discount rates.

The aforementioned transactions and valuation


under the said arrangement required significant

F - 81
Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on the
consolidated financial statements for the year ended 31 March 2020 - cont’d

Key audit matter How our audit addressed the key audit matter
audit focus due to complex contractual terms
and the material impact on the accompanying
consolidated financial statements. The matter has
been considered to be of most significance to the
audit and accordingly, has been considered as a
key audit matter for the current year audit.
Assessing the carrying value of inventory

The accounting policies for Inventories are set Our procedures in relation to the valuation of
out in Note 4.4 to the consolidated financial inventory held by the group included, but not limited
statements. to the followings:

Inventories of the Group comprise of real estate  Obtained an understanding of the management
properties (including land) are disclosed under process for identification of possible
Note 16. impairment indicators and process performed
by the management for impairment testing and
Impairment assessment of inventory is the management process of determining the
considered as a significant risk as there is a risk Net Realisable Value (NRV);
that recoverability of the carrying value of the
inventory could not be established, and potential  Enquired of the management and inspected the
impairment charge might be required to be internal controls related to inventory valuation
recorded in the consolidated financial statements. along with the process followed to
Management‟s assessment of the recoverable recover/adjust these and assessed whether
amounts is a judgmental process which requires impairment is required;
the estimation of the net realisable value, which
takes into account the valuations of the  All material properties under development as at
properties held and cash flow projections of real 31 March 2020 were discussed on case to case
estate properties under development. basis with the management for their plan of
recovery/adjustment;
On account of the above assessment, an
impairment loss of ` 13,569.67 lakhs have been  For real estate properties under development,
recognized in the current year. obtained and assessed the management
evaluation of the NRV. We also assessed the
Due to their materiality in the context of the management‟s valuation methodology applied
Group‟s financial statements as a whole and in determining the recoverable amount and
significant degree of judgement and subjectivity tested the underlying assumptions used by the
involved in the estimates and key assumptions management in arriving at those projections;
used in determining the cash flows used in the
impairment evaluation, this is considered to be
 We challenged the management on the
the area which had the greatest effect on our
underlying assumptions used for the cash flow
overall audit strategy and allocation of resources
projections, considering evidence available to
in planning and completing our audit.
support these assumptions and our
understanding of the business;

 Where the management involved specialists to


perform valuations, evaluated the objectivity
and independence of those specialists;

 For land parcels, obtained and verified the


valuation of land parcels as per the government
prescribed circle rates, wherever necessary;

 Tested the arithmetical accuracy of the cash

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Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on the
consolidated financial statements for the year ended 31 March 2020 - cont’d

Key audit matter How our audit addressed the key audit matter
flow projections; and

 We assessed the appropriateness and adequacy


of the disclosures made by the management for
the impairment losses recognized in accordance
with applicable accounting standards.
Revenue recognition

The Group‟s policies on revenue recognition is Our audit procedures related to the revenue
set out in Note 4.3 to the consolidated financial recognition included, but not limited to the
statements. following:

As per the principles of Ind AS 115 “Revenue  Evaluated the appropriateness of the Group‟s
from Contracts with Customers”, revenue from revenue recognition policies with respect to the
sale of residential/commercial properties is principles of Ind AS 115;
recognized when the performance obligations are
essentially complete and credit risks have been  Enquiring from the management and inspecting
significantly eliminated. the internal controls related to revenue
recognition for ensuring the completeness of the
The performance obligations are considered to customer sales, issue of possession letters and the
be complete when control over the property has recording of customer receipts;
been transferred to the buyer i.e. offer for
possession of properties have been issued to the  We have performed the following procedures for
customers. Further, management considers that revenue recognition:
credit risks to have been significantly eliminated a. Verification of the possession letters issued
when substantial sales consideration is received on sample basis along with the proof of
from the customers. In the current year, there deliveries to ensure completeness;
have been cancellations of multiple units in one b. Verification of the collection from customers
of the Group‟s projects, which has resulted in for the units sold from the statement of
reversal of revenue previously recognized of ` accounts on a sample basis to ensure receipt
87,791.17 lakhs as disclosed in Note 57 to the of substantial sales consideration; and
accompanying consolidated financial statements. c. Performing cut-off procedures and other
analytical procedures like project wise
The amount of revenue and cost thereon on variance analysis and margin analysis to find
contracts with customers forms a substantial part any anomalies.
of the consolidated statement of profit and loss
and management judgement is also involved in  We have performed the following procedures in
the interpretation of these conditions. respect of cancellations:
a. Verified cancellation request from the
The above transaction required audit focus due customer or the termination notice sent due
to the significant impact of the same on the to reasons such as non-execution and
accompanying consolidated financial statement registration of the agreements for sale, non-
of the Group. The matter has been considered to payment of registration charges, stamp duty
be of most significance to the audit and maintenance deposits and other dues;
accordingly, has been considered as a key audit b. Verified the cancellation terms agreed
matter for the current year audit. between the group company owning the
project and customers;
c. Evaluated the process related to specific
approvals in respect of such cancellations
and appropriateness of the accounting
treatment of such reversals; and
d. Traced refund of money given to
customers/ lenders (in case of property
pledged with lender) from the bank

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Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on the
consolidated financial statements for the year ended 31 March 2020 - cont’d

Key audit matter How our audit addressed the key audit matter
statement;

 Ensured that the disclosure requirements of Ind


AS 115 have been complied with.

The following key audit matter to the audit opinion on the financial statements of Varali Infrastructure
Limited, Mabon Infrastructure Limited and Sentia Developers Limited, subsidiaries of the Holding Company
has been reported by an independent firm of Chartered Accountants in response to the group instructions
reproduced by us as under:

Key audit matter How our audit addressed the key audit matter
Valuation of investments held by subsidiary
entities in equity instruments

The Group‟s policies on valuation of Our procedures in relation to the valuation of


Investments is set out in Note 4.12 to the investments held by the Group included, but not
consolidated financial statements. limited to the following:

At the balance sheet date 31 March 2020, the  Understood the nature of transaction i.e.
Group held ` 3,176.14 lakhs of investments in understanding the approach used for valuation
equity instruments of third parties which are and assessing the proposed accounting treatment
carried at fair value through profit and loss in relation to the accounting policies and
(„FVTPL‟) in the consolidated financial relevant Ind AS;
statements. Any changes in estimates,
assumptions and judgements involved may result  We obtained an understanding of the
in material changes in the valuation of management process for identification of
investment and hence it required significant audit possible impairment indicators and process
attention. performed by the management for impairment
testing.
Any change in the fair value of the  Enquired of the management and inspected the
abovementioned investments will result in a internal controls related to completeness of the
change in the profit or loss in consolidated list of investments along with the process
financial statements. followed to recover/adjust these;
The management‟s valuation is dependent upon  We challenged the managements on the
the market conditions carried out by underlying assumptions used for the cash flow
management‟s valuer, which can be difficult to projections, considering evidence available to
predict and be influenced by economic and other support these assumptions and our
factors. understanding of the business;

Any errors or changes in the management/  Evaluating the management‟s independent


management‟s valuer judgement or assumptions professional valuer‟s competence, capabilities
can impact the assessment of the carrying values and objectivity;
of the investment. Therefore, it has been  Assessing the valuation methodology used by
considered as a key audit matter. the independent professional valuer to estimate
the fair value of the investments;

 Testing the mathematical accuracy of the cash


flows projection; and
 Ensured that the disclosure requirements of
accounting standards have been complied with.

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Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on the
consolidated financial statements for the year ended 31 March 2020 - cont’d

The following key audit matter to the audit opinion on the financial statements of Sylvanus Properties
Limited and Juventus Estate Limited, subsidiaries of the Holding Company has been reported by an
independent firm of Chartered Accountants in response to the group instructions reproduced by us as under:

Assessing the carrying value of certain


outside group advances

The Group‟s policies on the impairment Our procedures in relation to assessment of


assessment of the advances is set out in Note impairment for said interest-bearing advances
4.13 to the consolidated financial statements. included, but not limited to:

During the year, two of the wholly owned  Obtained an understanding of the management
subsidiaries of the Group has advanced an process for identification of possible
interest-bearing sum of ` 105,141.00 lakhs impairment indicators and processes followed
outside the group of which ` 89,755.26 lakhs is by the management for assessing the
outstanding as at 31 March 2020 (inclusive of recoverability of these advances;
interest on such loans amounting to ` 5,847.26
lakhs) as presented under Note 11B.  Enquired of the management and inspected the
internal controls related to process followed to
Impairment assessment of these advances is recover these and assess whether impairment is
considered as a significant risk as there is a risk required;
that recoverability of these advances could not be
established, and any potential impairment charge  We made specific instructions and enquiries
might be required. Management‟s assessment of with the auditors of the subsidiaries from which
the recoverability of these advances is a these amounts have been advanced with respect
judgmental process which takes into account the to their assessment of the recoverability of these
fair valuation and an assessment of the financial advances. Our instructions and enquiries of the
statements of the entities to which these amounts auditors of these subsidiaries included the
have been advanced. following;

Due to the materiality of these advances in the a. Inspection of underlying supporting


context of the Group‟s financial statements as a documents and agreements entered
whole and significant degree of judgement and between the parties for the advances made
subjectivity involved in management‟s during the year;
assessment of recoverability, this has been b. Assessment of breach in terms of these
considered to be a key audit matter. advances as per agreement, if any;
c. Obtaining direct independent
confirmations for the said advances
outstanding as at 31 March 2020;
d. Discussion with the management with
respect to their plan of recovery and
review of recent communications related
to the said outstanding advances as at 31
March 2020; and
e. Checking of subsequent recoveries, if any.

 We checked the appropriateness and adequacy


of the disclosures made by the management for
these interest bearing advances in accordance
with Ind AS.

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Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on the
consolidated financial statements for the year ended 31 March 2020 - cont’d

Information other than the Consolidated Financial Statements and Auditor’s Report thereon

7. The Holding Company‟s Board of Directors are responsible for the other information. The other
information comprises the information included in the Annual Report, but does not include the consolidated
financial statements and our auditor‟s report thereon. The Annual Report is expected to be made available to
us after the date of this auditor's report.

Our opinion on the consolidated financial statements does not cover the other information and we will not
express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other
information identified above when it becomes available and, in doing so, consider whether the other
information is materially inconsistent with the consolidated financial statements or our knowledge obtained
in the audit or otherwise appears to be materially misstated.

When we read the Annual Report, if we conclude that there is a material misstatement therein, we are
required to communicate the matter to those charged with governance.

Responsibilities of Management and Those Charged with Governance for the Consolidated
Financial Statements

8. The accompanying consolidated financial statements have been approved by the Holding Company‟s Board
of Directors. The Holding Company‟s Board of Directors is responsible for the matters stated in section
134(5) of the Act with respect to the preparation of these consolidated financial statements that give a true
and fair view of the consolidated state of affairs (consolidated financial position), consolidated profit or loss
(consolidated financial performance including other comprehensive income), consolidated changes in equity
and consolidated cash flows of the Group including its joint ventures in accordance with the accounting
principles generally accepted in India, including the Ind AS specified under section 133 of the Act. The
Holding Company‟s Board of Directors is also responsible for ensuring accuracy of records including
financial information considered necessary for the preparation of consolidated Ind AS financial statements.
Further, in terms of the provisions of the Act, the respective Board of Directors/management of the
companies included in the Group and its joint venture companies covered under the Act are responsible for
maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding
the assets and for preventing and detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and
design, implementation and maintenance of adequate internal financial controls, that were operating
effectively for ensuring the accuracy and completeness of the accounting records, 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. These financial statements have been used for the purpose of
preparation of the consolidated financial statements by the Directors of the Holding Company, as aforesaid.

9. In preparing the consolidated financial statements, the respective Board of Directors of the companies
included in the Group and of its joint ventures are responsible for assessing the ability of the Group and of
its joint ventures to continue as a going concern, disclosing, as applicable, matters related to going concern
and using the going concern basis of accounting unless the Board of Directors either intend to liquidate the
Group or to cease operations, or has no realistic alternative but to do so.

10. Those Board of Directors are also responsible for overseeing the financial reporting process of the
companies included in the Group and of its joint ventures.

Auditor’s Responsibilities for the Audit of the Financial Statements

11. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free
from material misstatement, whether due to fraud or error, and to issue an auditor‟s report that includes our
opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in

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Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on the
consolidated financial statements for the year ended 31 March 2020 - cont’d

accordance with Standards on Auditing will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of these
financial statements.

12. As part of an audit in accordance with Standards on Auditing, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:

 Identify and assess the risks of material misstatement of the financial statements, whether due to fraud
or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that
is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;

 Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for
expressing our opinion on whether the Holding Company has adequate internal financial controls with
reference to financial statements in place and the operating effectiveness of such controls;

 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management;

 Conclude on the appropriateness of management‟s use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the ability of the Group and its joint ventures to continue
as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention
in our auditor‟s report to the related disclosures in the financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the
date of our auditor‟s report. However, future events or conditions may cause the Group and its joint
ventures to cease to continue as a going concern;

 Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and events in a
manner that achieves fair presentation; and

 Obtain sufficient appropriate audit evidence regarding the financial information of the entities within
the Group and its joint ventures, to express an opinion on the financial statements. We are responsible
for the direction, supervision and performance of the audit of financial statements of such entities
included in the financial statements, of which we are the independent auditors. For the other entities
included in the financial statements, which have been audited by the other auditors, such other auditors
remain responsible for the direction, supervision and performance of the audits carried out by them. We
remain solely responsible for our audit opinion.

13. We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.

14. We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that
may reasonably be thought to bear on our independence, and where applicable, related safeguards.

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Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on the
consolidated financial statements for the year ended 31 March 2020 - cont’d

15. From the matters communicated with those charged with governance, we determine those matters that were
of most significance in the audit of the financial statements of the current period and are therefore the key
audit matters. We describe these matters in our auditor‟s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not
be communicated in our report because the adverse consequences of doing so would reasonably be expected
to outweigh the public interest benefits of such communication.

Other Matter

16. We did not audit the financial statements of certain subsidiaries, whose financial statements reflect total assets
of ₹ 2,854,528.43 lakhs and net assets of ₹ 973,092.86 lakhs as at 31 March 2020, total revenues of ₹
137,041.46 lakhs and net cash outflows amounting to ₹ 49,339.10 lakhs for the year ended on that date, as
considered in the consolidated financial statements. These financial statements have been audited by other
auditors whose reports have been furnished to us by the management and our opinion on the consolidated
financial statements, in so far as it relates to the amounts and disclosures included in respect of these
subsidiaries, and our report in terms of sub-section (3) of Section 143 of the Act, in so far as it relates to the
aforesaid subsidiaries, is based solely on the reports of the other auditors.

Further, of these subsidiaries, certain subsidiaries are located outside India whose financial statements and
other financial information have been prepared in accordance with accounting principles generally accepted
in their respective countries and which have been audited by other auditors under generally accepted auditing
standards applicable in their respective countries. The Holding Company‟s management has converted the
financial statements of such subsidiaries located outside India from accounting principles generally accepted
in their respective countries to accounting principles generally accepted in India. We have audited these
conversion adjustments made by the Holding Company‟s management. Our opinion on the consolidated
financial statements in so far as it relates to the balances and affairs of such subsidiaries located outside India
is based on the report of other auditors and the conversion adjustments prepared by the management of the
Holding Company and audited by us.

Our opinion above on the consolidated financial statements, and our report on other legal and regulatory
requirements below, are not modified in respect of the above matters with respect to our reliance on the
work done by and the reports of the other auditors.

Report on Other Legal and Regulatory Requirements

17. As required by section 197(16) of the Act, based on our audit and on the consideration of the reports of the
other auditor, referred to in paragraph 16, on separate financial statements of the subsidiaries, we report that
1 subsidiary company covered under the Act paid remuneration to its directors during the year in accordance
with the provisions of and limits laid down under section 197 read with Schedule V to the Act. Further, we
report that the Holding Company, certain subsidiary companies and certain joint venture companies covered
under the Act have not paid or provided for any managerial remuneration during the year. Accordingly,
reporting under section 197(16) of the Act is not applicable in respect of such subsidiary companies and joint
venture companies.

18. As required by Section 143 (3) of the Act, based on our audit and on the consideration of the reports of the
other auditors on separate financial statements and other financial information of the subsidiaries, we report,
to the extent applicable, that:

a) we have sought and obtained all the information and explanations which to the best of our knowledge
and belief were necessary for the purpose of our audit of the aforesaid consolidated financial statements;

b) in our opinion, proper books of account as required by law relating to preparation of the aforesaid
consolidated financial statements have been kept so far as it appears from our examination of those
books and the reports of the other auditors;

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Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on the
consolidated financial statements for the year ended 31 March 2020 - cont’d

c) the consolidated financial statements dealt with by this report are in agreement with the relevant books
of account maintained for the purpose of preparation of the consolidated financial statements;

d) in our opinion, the aforesaid consolidated financial statements comply with Ind AS specified under
section 133 of the Act;

e) the matter described in paragraph 4 (b) under the Emphasis of Matter, in our opinion, may have an
adverse effect on the functioning of the Group;

f) on the basis of the written representations received from the directors of the Holding Company and
taken on record by the Board of Directors of the Holding Company and the reports of the statutory
auditors of its subsidiary companies and joint venture companies covered under the Act, none of the
directors of the Group companies and joint venture companies covered under the Act, are disqualified
as on 31 March 2020 from being appointed as a director in terms of Section 164(2) of the Act;

g) with respect to the adequacy of the internal financial controls with reference to financial statements of
the Holding Company, its subsidiary companies and joint venture companies covered under the Act,
and the operating effectiveness of such controls, refer to our separate report in „Annexure A‟; and

h) with respect to the other matters to be included in the Auditor‟s Report in accordance with rule 11 of
the Companies (Audit and Auditors) Rules, 2014 (as amended), in our opinion and to the best of our
information and according to the explanations given to us and based on the consideration of the report
of the other auditors on separate financial statements as also the other financial information of the
subsidiaries:

i. the consolidated financial statements disclose the impact of pending litigations on the consolidated
financial position of the Group and its joint ventures as detailed in Note 46A(iii), Note 46A(iv),
Note 46A(v) and Note 46A(vi) to the consolidated financial statements.;

ii. the Holding Company and its joint ventures did not have any long-term contracts including
derivative contracts for which there were any material foreseeable losses as at 31 March 2020;

iii. there has been no delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the Holding Company, its subsidiary companies and its joint
venture companies during the year ended 31 March 2020; and

iv. the disclosure requirements relating to holdings as well as dealings in specified bank notes were
applicable for the period from 8 November 2016 to 30 December 2016, which are not relevant to
these consolidated financial statements. Hence, reporting under this clause is not applicable.

For Walker Chandiok & Co LLP


Chartered Accountants
Firm‟s Registration No.: 001076N/N500013

Neeraj Sharma
Partner
Membership No.: 502103

UDIN: 20502103AAAABB1521

Place: New Delhi


Date: 14 May 2020

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Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on the
consolidated financial statements for the year ended 31 March 2020 - cont’d

Annexure 1

List of subsidiaries included in the consolidated financial statements

Athena Land Development Limited, Athena Builders and Developers Limited, Athena Buildwell Limited,
Athena Infrastructure Limited, Ceres Constructions Limited, Ceres Estate Limited, Ceres Infrastructure
Limited, Ceres Land Development Limited, Ceres Properties Limited, Diana Infrastructure Limited, Diana
Land Development Limited, Fama Infrastructure Limited, Fama Properties Limited, Flora Land
Development Limited, Hermes Builders And Developers Limited, Hermes Properties Limited, Indiabulls
Buildcon Limited, Makala Infrastructure Limited, Indiabulls Constructions Limited, Indiabulls Lands
Limited, Indiabulls Hotel Properties Limited, Indiabulls Natural Resources Limited, Ivonne Infrastructure
Limited, Indiabulls Estate Limited, Indiabulls Commercial Estate Limited, Indiabulls Engineering Limited,
Indiabulls Land Holdings Limited, Indiabulls Infrastructure Projects Limited, Indiabulls Commercial
Properties Limited, Lakisha Real Estate Limited (till 29 June 2019), Manjola Real Estate Limited, Manjola
Infrastructure Limited, Indiabulls Infraestate Limited, Indiabulls Software Parks Limited, Indiabulls Infratech
Limited, Juventus Constructions Limited, Juventus Estate Limited, Juventus Land Development Limited,
Lucina Constructions Limited, Lucina Land Development Limited, Nilgiri Infraestate Limited, Nilgiri
Infrastructure Development Limited, Nilgiri Infrastructure Projects Limited, Nilgiri Resources Limited,
Noble Realtors Limited, Nilgiri Land Holdings Limited, Nilgiri Lands Limited, Nilgiri Land Development
Limited, Nilgiri Infrastructure Limited, Selene Constructions Limited, Selene Infrastructure Limited, Selene
Land Development Limited, Selene Builders And Developers Limited, Shivalik Properties Limited, Sylvanus
Properties Limited, Triton Estate Limited, Triton Properties Limited, Vindhyachal Land Development
Limited, Vindhyachal Infrastructure Limited, Zeus Buildwell Limited, Zeus Estate Limited, Hecate Power
And Land Development Limited, Angina Properties Limited, Devona Properties Limited, Sentia Real Estate
Limited, Sophia Real Estate Limited, Sophia Constructions Limited, Albina Real Estate Limited, Airmid
Properties Limited, Albasta Properties Limited, Varali Real Estate Limited, Varali Constructions Limited,
Aurora Builders And Developers Limited, Citra Properties Limited, Apesh Real Estate Limited, Apesh
Properties Limited, Albina Properties Limited, Corus Real Estate Limited, Fornax Constructions Limited,
Chloris Real Estate Limited, IB Holdings Limited, Elena Properties Limited, Elena Constructions Limited,
Fornax Real Estate Limited, Indiabulls Multiplex Services Limited, Airmid Developers Limited, Sentia
Developers Limited, Sentia Constructions Limited, Citra Developers Limited, Devona Developers Limited,
Indiabulls Realty Company Limited, Indiabulls Projects Limited, Indiabulls Housing Developers Limited,
Lakisha Infrastructure Limited, Lenus Properties Limited, Lenus Constructions Limited, Sentia
Infrastructure Limited, Sepset Developers Limited, Devona Infrastructure Limited, Varali Infrastructure
Limited, Mariana Constructions Limited, Mariana Developers Limited, Indiabulls Communication
Infrastructure Limited, Indiabulls Housing And Land Development Limited, Mariana Real Estate Limited,
Albasta Developers Limited, Albasta Constructions Limited, Albasta Infrastructure Limited, Albasta Real
Estate Limited, Angles Constructions Limited, Lenus Infrastructure Limited, Mariana Infrastructure Limited
(till 27 December 2019), Mariana Properties Limited, Serida Properties Limited, Mabon Constructions
Limited, Mabon Properties Limited, Mabon Infrastructure Limited, Milky Way Buildcon Limited, Indiabulls
Industrial Infrastructure Limited, Varali Properties Limited, Apesh Constructions Limited, IB Assets
Limited, Fama Builders And Developers Limited, Juventus Infrastructure Limited, Kailash Buildwell
Limited, Kaltha Developers Limited, Nilgiri Buildwell Limited, Serida Infrastructure Limited, Ashkit
Constructions Limited, Vonnie Real Estate Limited, Fama Land Development Limited, Amadis Land
Development Limited, Karakoram Buildwell Limited, Karakoram Properties Limited, Aedos Real Estate
Company Limited, Lucina Estate Limited, Triton Infrastructure Limited, Vindhyachal Buildwell Limited,
Zeus Builders And Developers Limited, Paidia Infrastructure Limited, Fama Estate Limited, Lucina Builders
And Developers Limited, Lorita Developers Limited, Fama Construction Limited, Lavone Builders And

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Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on the
consolidated financial statements for the year ended 31 March 2020 - cont’d

Developers Limited, Juventus Properties Limited, Lucina Buildwell Limited, Lucina Properties Limited,
Selene Buildwell Limited, Selene Properties Limited, Tefia Land Development Limited, Vindhyachal
Developers Limited, Zeus Properties Limited, Varali Developers Limited, Platane Infrastructure Limited,
Triton Buildwell Limited, Galium Builders And Developers Limited, Linnet Infrastructure Limited, Linnet
Constructions Limited, Linnet Developers Limited, Linnet Real Estate Limited, Linnet Properties Limited,
Edesia Constructions Limited, Edesia Developers Limited, Edesia Infrastructure Limited, Indiabulls
Commercial Assets Limited, Indiabulls Housing and Constructions Limited, Indiabulls Real Estate
Developers Limited, Indiabulls Real Estate Builders Limited, Lorena Developers Limited, Lorena Builders
Limited, Lorena Infrastructure Limited, Lorena Constructions Limited, Lorena Real Estate Limited, Parmida
Properties Limited, Parmida Developers Limited, Parmida Constructions Limited, Majesta Developers
Limited, Majesta Infrastructure Limited, Majesta Builders Limited, Majesta Properties Limited, Majesta
Constructions Limited, Nerissa Infrastructure Limited, Nerissa Real Estate Limited, Nerissa Developers
Limited, Nerissa Properties Limited, Nerissa Constructions Limited, Tapir Land Development Limited,
Indiabulls Commercial Properties Management Limited, Cobitis Real Estate Limited, Loon Infrastructure
Limited, Tapir Constructions Limited, Serpentes Constructions Limited, Loon Land Development Limited
(till 28 September 2019), Cobitis Buildwell Limited, Airmid Real Estate Limited, Sepset Real Estate Limited,
Kenneth Builders & Developers Limited, Catherine Builders & Developers Limited, Bridget Builders and
Developers Limited, Dev Property Development Limited, Foundvest Limited, Shoxell Holdings Limited,
Brenformexa Limited, Century Limited (till 1 November 2019), Nesoi Limited (till 1 November 2019), Titan
Limited (till 1 November 2019), Rhea Limited (till 1 November 2019), Eros Limited (till 1 November 2019),
Grand Limited, Arianca Limited, Indiabulls Property Management Trustee Pte. Ltd., Ariston Investments
Limited, Ariston Investments Sub C Limited, Grapene Limited, Indiabulls Properties Investment Trust,
IPMT Limited (till 1 November 2019), M Holdco 1 Limited, M Holdco 2 Limited, M Holdco 3 Limited,
Navilith Holdings Limited, Indiabulls Real Estate Limited – Employees Welfare Trust (incorporated on 19
Feb 2020).

List of joint ventures included in the consolidated financial statements

Indiabulls Properties Private Limited (till 25 September 2019), Indiabulls Real Estate Company Private
Limited (till 25 September 2019), Opcore Services Limited (formerly Indiabulls Realty Developers Limited)
(till 25 September 2019), One Qube Realtors Limited (formerly Ashkit Properties Limited) (till 25 September
2019), Yashita Buildcon Limited (till 25 September 2019), Concepts International India Private Limited
(from 7 June 2019 till 25 September 2019) and Concepts International India LLP (till 6 June 2019).

F - 91
Annexure A to the Independent Auditor’s Report of even date to the members of Indiabulls Real
Estate Limited on the consolidated financial statements for the year ended 31 March 2020
Independent Auditor’s Report on the internal financial controls with reference to financial
statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (‘the Act’)

1. In conjunction with our audit of the consolidated financial statements of Indiabulls Real Estate Limited (‘the
Holding Company’) and its subsidiaries (the Holding Company and its subsidiaries together referred to as ‘the
Group’), and joint ventures as at and for the year ended 31 March 2020, we have audited the internal
financial controls with reference to financial statements of the Holding Company, its subsidiary companies
and its joint venture companies, which are companies covered under the Act, as at that date.

Responsibilities of Management and Those Charged with Governance for Internal Financial
Controls

2. The respective Board of Directors of the Holding Company, its subsidiary companies and joint venture
companies, which are companies covered under the Act, are responsible for establishing and maintaining
internal financial controls based on the internal control over financial reporting criteria established by the
respective company considering the essential components of internal control stated in the Guidance Note on
Audit of Internal Financial Controls over Financial Reporting (the ‘Guidance Note’) issued by the Institute of
Chartered Accountants of India (‘ICAI’). These responsibilities include the design, implementation and
maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly
and efficient conduct of the Company’s business, including adherence to the Company’s policies, the
safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness
of the accounting records, and the timely preparation of reliable financial information, as required under the
Act.

Auditor’s Responsibility for the Audit of the Internal Financial Controls with Reference to Financial
Statements

3. Our responsibility is to express an opinion on the internal financial controls with reference to financial
statements of the Holding Company, its subsidiary companies and joint venture companies as aforesaid,
based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the ICAI
prescribed under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls
with reference to financial statements, and the Guidance Note issued by the ICAI. Those Standards and the
Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether adequate internal financial controls with reference to financial statements
were established and maintained and if such controls operated effectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal
financial controls with reference to financial statements and their operating effectiveness. Our audit of
internal financial controls with reference to financial statements includes obtaining an understanding of such
internal financial controls, assessing the risk that a material weakness exists, and testing and evaluating the
design and operating effectiveness of internal control based on the assessed risk. The procedures selected
depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error.

5. We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in
terms of their reports referred to in the Other Matter paragraph below, is sufficient and appropriate to
provide a basis for our audit opinion on the internal financial controls with reference to financial statements
of the Holding Company, its subsidiary companies and joint venture companies as aforesaid.

Meaning of Internal Financial Controls with Reference to Financial Statements

6. A company's internal financial controls with reference to financial statements is a process designed to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements
for external purposes in accordance with generally accepted accounting principles. A company's internal
financial controls with reference to financial statements include those policies and procedures that (1) pertain
to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as

F - 92
Annexure A to the Independent Auditor’s Report of even date to the members of Indiabulls Real
Estate Limited on the consolidated financial statements for the year ended 31 March 2020 - cont’d

necessary to permit preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the company are being made only in accordance with
authorisations of management and directors of the company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that
could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls with Reference to Financial Statements

7. Because of the inherent limitations of internal financial controls with reference to financial statements,
including the possibility of collusion or improper management override of controls, material misstatements
due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal
financial controls with reference to financial statements to future periods are subject to the risk that the
internal financial controls with reference to financial statements may become inadequate because of changes
in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

8. In our opinion and based on the consideration of the reports of the other auditors on internal financial
controls with reference to financial statements of the subsidiary companies, the Holding Company, its
subsidiary companies and its joint venture companies, which are companies covered under the Act, have in all
material respects, adequate internal financial controls with reference to financial statements and such controls
were operating effectively as at 31 March 2020, based on the internal control over financial reporting criteria
established by the respective Company considering the essential components of internal control stated in the
Guidance Note issued by the ICAI .

Other Matter

9. We did not audit the internal financial controls with reference to financial statements in so far as it relates to
certain subsidiary companies, which are companies covered under the Act, whose financial statements reflect
total assets of ₹ 1,392,626.14 lakhs and net assets of ₹ 24,895.19 lakhs as at 31 March 2020, total revenues of
₹ 51,920.94 lakhs and net cash inflows amounting to ₹ 119.66 lakhs for the year ended on that date, as
considered in the consolidated financial statements. The internal financial controls with reference to financial
statements in so far as it relates to such subsidiary companies have been audited by other auditors whose
reports have been furnished to us by the management and our report on the adequacy and operating
effectiveness of the internal financial controls with reference to financial statements for the Holding
Company, its subsidiary companies and joint venture companies, as aforesaid, under Section 143(3)(i) of the
Act in so far as it relates to such subsidiary companies is based solely on the reports of the auditors of such
companies. Our opinion is not modified in respect of this matter with respect to our reliance on the work
done by and on the reports of the other auditors.

For Walker Chandiok & Co LLP


Chartered Accountants
Firm’s Registration No.: 001076N/N500013

Neeraj Sharma
Partner
Membership No.: 502103

UDIN: 20502103AAAABB1521

Place: New Delhi


Date: 14 May 2020

F - 93
Indiabulls Real Estate Limited
Consolidated statement of profit and loss for the year ended 31 March 2020
For the year ended For the year ended
Note 31 March 2020 31 March 2019
(₹ in lakhs) (₹ in lakhs)

Revenue
Revenue from operations 31 327,078.42 494,388.89
Other income 32 16,985.14 9,190.87
Net gain on de-recognition of financial asset carried at amortised cost 70 - 18,713.45
344,063.56 522,293.21

Expenses
Cost of revenue 33
Cost incurred during the year 133,804.83 202,619.70
Decrease in real estate properties 50,988.31 151,231.61
Employee benefits expense 34 11,381.77 13,848.42
Finance costs 35 48,116.19 46,431.69
Depreciation and amortization expense 36 3,076.20 1,744.56
Impairment losses on financial assets 37A 8,395.48 -
Other expenses 37B 42,444.23 22,438.91
298,207.01 438,314.89

Profit before exceptional items, tax and share of (loss)/profit from joint ventures 45,856.55 83,978.32

Share of (loss)/profit from joint ventures (158.14) 399.11


Profit before exceptional items and tax 45,698.41 84,377.43

Exceptional items - interest on income tax (refer note 55) 7,931.19 -


Profit before tax 37,767.22 84,377.43

Tax expense 38
Current tax (including earlier years) (refer note 55) 5,032.72 412.08
Deferred tax charge 20,623.98 33,533.83
Net profit for the year 12,110.52 50,431.52

Other comprehensive income


Items that will not be reclassified to profit and loss
Re-measurement gain/(loss) on defined benefit plans 44.65 (258.94)
Income tax effect (4.82) 33.14
Net loss on equity instruments through other comprehensive income (3,258.25) (5,913.12)
Share of other comprehensive income of joint ventures accounted for using the equity method (46,122.81) (411.20)
Items that will be reclassified to profit and loss
Exchange differences on translation of foreign operations 7,573.75 1,217.91
(Loss)/gain on net investment hedge (2,577.99) 2,577.99
Other comprehensive income (44,345.47) (2,754.22)
Total comprehensive income for the year (32,234.95) 47,677.30

Net profit is attributable to


Owners of the Holding Company 12,069.23 50,414.57
Non-controlling interests 41.29 16.95
12,110.52 50,431.52

Other comprehensive income is attributable to


Owners of the Holding Company (44,346.22) (2,757.28)
Non-controlling interests 0.75 3.06
(44,345.47) (2,754.22)

Total comprehensive income is attributable to


Owners of the Holding Company (32,276.99) 47,657.29
Non controlling interests 42.04 20.01
(32,234.95) 47,677.30
Earnings per equity share 39
Basic (₹) 2.67 11.04
Diluted (₹) 2.67 11.04

Summary of significant accounting policies 4


The accompanying notes are integral part of the consolidated financial statements.

This is the consolidated statement of profit and loss referred to in our report of even date.

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani


Partner Joint Managing Director Joint Managing Director
Membership No. 502103 [DIN: 06667127] [DIN: 00358082]
Place: New Delhi Place: Mumbai
Place: New Delhi Date: 14 May 2020 Date: 14 May 2020
Date: 14 May 2020

Anil Mittal Ravi Telkar


Chief Financial Officer Company Secretary
Place: Gurugram Place: Mumbai
Date: 14 May 2020 Date: 14 May 2020

F - 94
Indiabulls Real Estate Limited
Consolidated balance sheet as at 31 March 2020
Note 31 March 2020 31 March 2019
(₹ in lakhs) (₹ in lakhs)
I ASSETS
Non-current assets
Property, plant and equipment 5 3,478.39 5,130.61
Investment property 6 6,140.88 13,682.95
Right of use assets 7 3,835.11 -
Intangible assets 8 71.24 105.67
Investment accounted for using the equity method 9 - 240,331.84
Financial assets
Investments 10A 13,029.84 16,324.39
Loans 11A 1,853.65 2,387.36
Other financial assets 12A 5,292.79 23,922.97
Deferred tax assets (net) 13 33,713.03 61,367.07
Non-current tax assets (net) 14 20,880.44 21,318.70
Other non-current assets 15A 6,918.24 17,367.32
95,213.61 401,938.88
Current assets
Inventories 16 705,635.33 984,886.43
Financial assets
Investments 10B 157.25 159.12
Trade receivables 17 8,015.01 26,967.50
Cash and cash equivalents 18 4,817.43 60,291.41
Other bank balances 19 32,706.21 13,488.68
Loans 11B 91,974.41 53,897.60
Other financial assets 12B 156,728.77 933.22
Other current assets 15B 24,413.54 41,912.20
Assets held for sale 20 9,003.87 34,706.36
1,033,451.82 1,217,242.52
1,128,665.43 1,619,181.40

II EQUITY AND LIABILITIES


Equity
Equity share capital 21A 9,093.28 9,013.61
Instruments entirely equity in nature 21C 42,500.00 104,828.00
Other equity 22 304,202.24 285,998.40
Equity attributable to the owners of the Holding Company 355,795.52 399,840.01
Non-controlling interests 1,104.74 1,062.70
Total equity 356,900.26 400,902.71
Liabilities
Non-current liabilities
Financial liabilities
Borrowings 23A 98,911.96 340,530.96
Lease liabilities 24A 2,376.02 -
Trade payables 25A
Total outstanding dues of micro enterprises and small enterprises - -
Total outstanding dues of creditors other than micro enterprises and small enterprises - 11,764.29
Provisions 26A 1,572.19 1,591.29
Other non-current liabilities 27A 17,186.97 17,445.12
120,047.14 371,331.66

Current liabilities
Financial liabilities
Borrowings 23B - 101,500.00
Lease Liabilities 24B 1,414.06 -
Trade payables
Total outstanding dues of micro enterprises and small enterprises 25B(i) 3,716.42 4,632.57
Total outstanding dues of creditors other than micro enterprises and small enterprises 25B(ii) 41,011.79 85,128.30
Other financial liabilities 28 252,193.19 165,819.01
Redeemable preference shares 29 - 45,000.00
Other current liabilities 27B 344,151.59 442,242.54
Provisions 26B 7,239.44 155.41
Current tax liabilities (net) 30 1,991.54 2,469.20
651,718.03 846,947.03
1,128,665.43 1,619,181.40
Summary of significant accounting policies 4
The accompanying notes are integral part of the consolidated financial statements.
This is the consolidated balance sheet referred to in our report of even date.

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani


Partner Joint Managing Director Joint Managing Director
Membership No. 502103 [DIN: 06667127] [DIN: 00358082]
Place: New Delhi Place: Mumbai
Place: New Delhi Date: 14 May 2020 Date: 14 May 2020
Date: 14 May 2020

Anil Mittal Ravi Telkar


Chief Financial Officer Company Secretary
Place: Gurugram Place: Mumbai
Date: 14 May 2020 Date: 14 May 2020

F - 95
Indiabulls Real Estate Limited
Consolidated cash flow statement for the year ended 31 March 2020

31 March 2020 31 March 2019


(₹ in lakhs) (₹ in lakhs)
A Cash flow from operating activities:
Profit before tax and share of (loss)/profit from joint ventures and after exceptional items 37,925.36 83,978.32
Adjustments for:
Interest expenses 47,939.75 45,966.08
Interest expense on taxation (including exceptional items) 7,931.19 165.37
Depreciation and amortization expenses 3,076.20 1,744.56
Other borrowing costs 176.44 300.24
Impairment of inventory 13,569.67 72,380.00
Provision for expected loss 2,480.93 1,796.72
Loss on sale of property, plants and equipment (net) 14.07 463.75
Interest income (11,390.20) (4,268.30)
Amortisation of derivative balance (difference between forward and spot element) (154.67) (664.43)
Excess provision/liabilities written back (322.77) (737.19)
(Reversal)/provision for employee benefits (91.60) 481.76
Provision for claims and compensation 7,156.53 -
Share based payment expense 86.68 351.31
Share of loss/(profit) from joint ventures 158.14 (12.09)
Amounts written off 355.46 -
Loans and non-current investments written off 8,395.48 115.00
Impairment in other current assets 1,132.77 -
Interest income on amortized cost financial assets (494.39) (1,457.26)
Profit on sale of investments in mutual funds (net) (733.77) (1,624.48)
Profit on loss of control in subsidiaries and gain on fair valuation of remaining stake - (13,390.02)
Profit on sale of stake in joint ventures with underlying real estate business (78,054.65) -
Profit on sale of stake in subsidiaries with underlying real estate business (4,182.42) (1,414.67)
Net gain on settlement through merger scheme and fair value impact of assets held for sale (21,406.90) -
Profit on sale of investments in entity carrying out real estate business (5,000.00) (4,448.78)
Gain on amortized cost financial asset - (18,713.45)
Modification gain on de-recognition of lease contracts (13.73) -
Operating profit before working capital changes and other adjustments: 8,553.57 161,012.44
Working capital changes and other adjustments:

Inventories 95,940.17 85,187.02


Trade receivables 18,952.49 (25,761.05)
Current and non-current loans (17,682.63) 12,967.96
Other current and non-current assets 3,803.00 (11,357.24)
Other current and non-current financial assets (12,537.29) (16,249.08)
Trade payables (56,796.95) 36,026.04
Other current and non-current financial liabilities 20,685.37 33,201.48
Other current liabilities (92,623.33) (387,443.17)
Non-current liabilities and provisions - (14.76)
Cash used in operating activities (31,705.60) (112,430.36)
Income taxes paid (net) (11,483.30) (3,499.50)
Net cash used in operating activities (43,188.90) (115,929.86)

B Cash flow from investing activities:


Purchase of property, plant and equipment, investment property and intangible assets (925.31) (12,534.78)
(including capital advances)
Proceeds from sale of property, plant and equipment and intangible assets 93.32 8,910.77
Movement in fixed deposits (net) (11,118.00) (2,363.80)
Proceeds from redemption of investments - preference shares - 25,177.00
Proceed from sale of non-current investments 317,849.96 64,646.71
Purchase of non-current investments (1,891.00) (3,411.08)
Proceed from sale/(purchase) of current investments (net) 735.64 139,425.83
Inter-corporate loans given (net) (32,877.19) (45,167.19)
Interest received 5,995.95 3,800.11
Net cash flow from investing activities 277,863.37 178,483.57

C Cash flow from financing activities:


Proceeds from issue of equity share capital (including securities premium) 2,171.06 1,070.53
Buyback of equity shares - (44,766.26)
Proceeds from issue of preference shares - 45,000.00
Proceeds from borrowings from banks 43,498.10 377,155.35
Repayment of borrowings to banks (37,941.70) (378,223.41)
Proceeds from issue of debentures 35,000.00 49,732.00
Redemption of debentures (76,791.00) (162,500.00)
Proceeds from issue of commercial paper 101,500.00 423,000.00
Repayment of commercial paper (203,000.00) (414,000.00)
Interest and other borrowing costs paid (51,401.22) (66,004.33)
Payment of lease liabilities (inclusive of interest paid amounting to ₹ 484.10 lakhs) (2,072.95) -
Net cash used in financing activities (189,037.71) (169,536.12)

F - 96
Indiabulls Real Estate Limited
Consolidated cash flow statement for the year ended 31 March 2020 (cont'd)
31 March 2020 31 March 2019
(₹ in lakhs) (₹ in lakhs)

D Opening cash and cash equivalents of subsidiaries acquired/sold (net) (101,110.75) (83.29)

E Net decrease in cash and cash equivalents (A+B+C+D) (55,473.99) (107,065.70)


F Cash and cash equivalents at the beginning of the year (refer note a below) 60,291.41 167,357.11
G Cash and cash equivalents at the end of the year (E+F) 4,817.42 60,291.41

Notes:
a) Cash and cash equivalents includes (refer note 18) :
Cash on hand 14.95 11.46
Balances with banks - in current accounts 4,777.32 10,981.26
Bank deposits with original maturity upto three months 25.16 49,298.69
Total of cash and cash equivalents 4,817.43 60,291.41

The accompanying notes are integral part of the consolidated financial statements.

This is the consolidated cash flow statement referred to in our report of even date.

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani


Partner Joint Managing Director Joint Managing Director
Membership No. 502103 [DIN: 06667127] [DIN: 00358082]
Place: New Delhi Place: Mumbai
Place: New Delhi Date: 14 May 2020 Date: 14 May 2020
Date: 14 May 2020

Anil Mittal Ravi Telkar


Chief Financial Officer Company Secretary
Place: Gurugram Place: Mumbai
Date: 14 May 2020 Date: 14 May 2020

F - 97
Indiabulls Real Estate Limited
Consolidated statement of changes in equity for the year ended 31 March 2020

A Equity share capital* (₹ in lakhs)


Buyback of
Issue of equity Issue of equity
Balance as at equity share Balance as at Balance as at
Particulars share capital share capital
1 April 2018 capital during 31 March 2019 31 March 2020
during the year during the year
the year

Equity share capital 9,493.48 40.13 520.00 9,013.61 79.67 9,093.28


9,493.48 40.13 520.00 9,013.61 79.67 9,093.28

B Instruments entirely equity in nature** (₹ in lakhs)

Balance as at Movement Balance as at 31 Movement Balance as at 31


Particulars
1 April 2018 during the year March 2019 during the year March 2020

Optionally convertible redeemable preference shares 104,828.00 - 104,828.00 (62,328.00) 42,500.00 346,518.95
104,828.00 - 104,828.00 (62,328.00) 42,500.00
C Other equity*** (₹ in lakhs)
Reserves and surplus Other comprehensive income
Equity
Foreign attributable
Debenture Capital Share options Fair valuation Non-controlling
Description Securities Retained earnings Net investment currency to owners Total equity
General reserve Capital reserve redemption redemption outstanding of equity interests
premium (refer note 59) hedge reserve translation of Holding
reserve reserve account instruments Company
reserve
Balance as at 01 April 2018 (restated)^ 53,312.65 27,720.50 31,437.54 1,680.92 2,570.20 577,311.54 (386,760.30) (22,348.99) - 87.95 285,012.01 1,042.69 286,054.70
Profit for the year - - - - - - 50,414.57 - - 50,414.57 16.95 50,431.52
Other comprehensive income
Re-measurement losses on defined benefit plans (net of tax) - - - - - - (228.84) - - - (228.84) 3.06 (225.78)
Net loss on equity instruments through other comprehensive income - - - - - - - (5,913.12) - - (5,913.12) - (5,913.12)
Share of other comprehensive income of joint ventures accounted for using the equity - - - - - - - (411.20) - - (411.20) - (411.20)
method
Exchange differences on translation of foreign operations - - - - - - - - - 1,217.91 1,217.91 - 1,217.91
Gain on net investment hedge - - - - - - (3,806.36) - 2,577.99 - (1,228.37) - (1,228.37)
Share based payment expense - - - - 351.31 - - - - - 351.31 - 351.31
Issue of equity shares (including exercise of stock options) - - - - (807.65) 1,838.04 - - - - 1,030.39 - 1,030.39
Transfer from retained earnings on account of buy back of equity shares and creation of - - 937.50 520.00 - - (1,457.50) - - - - - -
debenture redemption reserve/capital redemption reserve
Buyback of equity shares - - - - - (44,246.26) - - - - (44,246.26) - (44,246.26)
Balance as at 31 March 2019 (restated)^ 53,312.65 27,720.50 32,375.04 2,200.92 2,113.86 534,903.32 (341,838.43) (28,673.31) 2,577.99 1,305.86 285,998.40 1,062.70 287,061.10
Profit for the year - - - - - - 12,069.23 - - - 12,069.23 41.29 12,110.52
Other comprehensive income
Re-measurement losses on defined benefit plans (net of tax) - - - - - - 39.08 - - - 39.08 0.75 39.83
Net loss on equity instruments through other comprehensive income - - - - - - - (3,258.25) - - (3,258.25) - (3,258.25)
Share of other comprehensive income of joint ventures accounted for using the equity - - - - - - - (46,122.81) - - (46,122.81) - (46,122.81)
method
Exchange differences on translation of foreign operations - - - - - - - - - 7,573.75 7,573.75 - 7,573.75
Loss on settlement of net investment hedge - - - - - - - - (2,577.99) - (2,577.99) - (2,577.99)
Amount transferred to retained earnings - - - - - - (46,534.01) 46,534.01 - - - - -
Impact of purchase of optionally convertible redeemable preference shares of subsidiary - - - - - - 55,328.00 - - - 55,328.00 - 55,328.00
company from third party shareholders
Share based payment expense - - - - 86.68 - - - - - 86.68 - 86.68
Issue of equity shares (including exercise of stock options) - - - - (1,366.36) 3,457.75 - - - - 2,091.39 - 2,091.39
Transfer to retained earnings on account of stock options lapsed - - - - (19.33) - 19.33 - - - - - -
Impact of change in effective tax rate on deferred tax assets created consequent to - - - - - - (7,025.24) - - - (7,025.24) - (7,025.24)
adoption of Ind AS 115
Balance as at 31 March 2020 53,312.65 27,720.50 32,375.04 2,200.92 814.85 538,361.07 (327,942.04) (31,520.36) - 8,879.61 304,202.24 1,104.74 305,306.98
*Refer note 21A for details
**Refer note 21C for details
***Refer note 22 for details
^ Refer note 59 for the reclassification related information

The accompanying notes are integral part of the consolidated financial statements.

This is the consolidated statement of changes in equity referred to in our report of even date.

For Walker Chandiok & Co LLP For and on behalf of the board of directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani Anil Mittal Ravi Telkar
Partner Joint Managing Director Joint Managing Director Chief Financial Officer Company Secretary
Membership No :502103 [DIN: 06667127] [DIN: 00358082]
Place: New Delhi Place: Mumbai Place: Gurugram Place: Mumbai
Place: New Delhi Date: 14 May 2020 Date: 14 May 2020 Date: 14 May 2020 Date: 14 May 2020
Date: 14 May 2020

F - 98
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2020

1. Nature of principal activities


Indiabulls Real Estate Limited („the Holding Company‟) was incorporated on 04 April 2006 with the main objects
of carrying on the business of real estate project advisory, project marketing, maintenance of completed projects,
engineering, industrial and technical consultancy, construction and development of real estate properties and
other related and ancillary activities. The Holding Company is domiciled in India and its registered office is
situated at M-62 and 63, First Floor, Connaught Place, New Delhi – 110001.

Indiabulls Real Estate Limited („the Holding Company‟), its subsidiaries and joint ventures (the Holding
Company, its subsidiaries and joint ventures together referred to as “the Group”) in the following notes.

2. General information and statement of compliance with Ind AS


The consolidated financial statements of the Group have been prepared in accordance with the Indian
Accounting Standards as notified under section 133 of the Companies Act 2013 read with the Companies (Indian
Accounting Standards) Rules 2015 (by Ministry of Corporate Affairs („MCA‟)), as amended and other relevant
provisions of the Act. The Group has uniformly applied the accounting policies during the periods presented.

These consolidated financial statements for the year ended 31 March 2020 were authorized and approved for
issue by the Board of Directors on 14 May 2020. The revisions to the consolidated financial statements is
permitted by the Board of Directors of the Holding Company after obtaining necessary approvals or at the
instance of regulatory authorities as per provisions of the Act.

3. Basis of preparation
The consolidated financial statements have been prepared on going concern basis in accordance with accounting
principles generally accepted in India. Further, the financial statements have been prepared on historical cost basis
except for certain financial assets and financial liabilities and share based payments which are measured at fair
values as explained in relevant accounting policies. Fair valuations related to financial assets and financial liabilities
are categorised into level 1, level 2 and level 3 based on the degree to which the inputs to the fair value
measurements are observable.

4. Summary of significant accounting policies


The consolidated financial statements have been prepared using the significant accounting policies and
measurement bases summarised below. These were used throughout all periods presented in the consolidated
financial statements.

4.1 Basis of consolidation

Subsidiaries
Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls
an entity when the Group has power over the investee and is exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect those returns through its power to direct the relevant
activities of the entity. The Group has power over the investee even if it owns less than majority voting rights i.e.
rights arising from other contractual arrangements. Subsidiaries are fully consolidated from the date on which
control is transferred to the Group. They are deconsolidated from the date when control ceases. Statement of
profit and loss (including other comprehensive income („OCI‟)) of subsidiaries acquired or disposed of during the
period are recognised from the effective date of acquisition, or up to the effective date of disposal, as applicable.
All the consolidated subsidiaries have a consistent reporting date of 31 March 2020.
The Group combines the financial statements of the Holding Company and its subsidiaries line by line adding
together like items of assets, liabilities, equity, income and expenses. Intercompany transactions, balances and
unrealised gains/(losses) on transactions between group companies are eliminated. The accounting principles and
policies have been consistently applied by the Group.

Non-controlling interests, presented as part of equity, represent the portion of a subsidiary‟s statement of profit
and loss and net assets that is not held by the Group. Statement of profit and loss balance (including each
component of OCI) is attributed to the equity holders of the Holding Company and to the non-controlling

F - 99
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2020

interests basis the respective ownership interests and the such balance is attributed even if this results in the non-
controlling interests having a deficit balance.

The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions
with equity owners of the Group. Such a change in ownership interest results in an adjustment between the
carrying amounts of the controlling and non-controlling interests to reflect their relative interests in the
subsidiary. Any difference between the amount of the adjustment to non-controlling interests and any
consideration paid or received is recognised within equity.

Joint ventures
Investments in joint arrangements are classified as either Joint operations or Joint ventures. The classification
depends on the contractual rights and obligations of each investor, rather than the legal structure of the Joint
arrangement. The Group has classified its investment in joint arrangement as joint ventures.

Interest in joint venture are accounted for using the equity method, after initially being recognized at cost. The
carrying amount of the investment is adjusted thereafter for the post acquisition change in the share of net assets
of the investee, adjusted where necessary to ensure consistency with the accounting principles and policies of the
Group. The consolidated statement of profit and loss (including the other comprehensive income) includes the
Group‟s share of the results of the operations of the investee. Dividends received or receivable from joint
ventures are recognized as a reduction in the carrying amount of the investment.

On loss of joint control, the difference between proceeds from disposal (including fair value of any retained
interests) and the carrying amount of the investment in joint ventures is recognised in consolidated statement of
profit and loss.

4.2 Business combination

The Group applies the acquisition method in accounting for business combinations. The consideration
transferred by the Group to obtain control of a subsidiary is calculated as the sum of the acquisition-date fair
values of assets transferred, liabilities incurred by the former owners of the acquired entity. Acquisition costs are
generally recognized in the statement of profit and loss as incurred.

Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are
measured initially at their acquisition-date fair values.

Goodwill is initially measured as excess of the aggregate of the consideration transferred and the amount
recognised for non-controlling interests, and any previous interest held, over the net identifiable assets acquired
and liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration
transferred and where exists clear evidence of underlying reasons of classifying business combinations as bargain
purchase, the difference is recognised in other comprehensive income and accumulated in equity as capital
reserve. However, if there is no clear evidence of bargain purchase, the entity recognises the gain directly in equity
as capital reserve, without routing the same through other comprehensive income.

Business combinations involving entities or businesses under common control have been accounted for using the
pooling of interests method. The assets and liabilities of the combining entities are reflected at their carrying
amounts. No adjustments have been made to reflect fair values, or to recognise any new assets or liabilities.

4.3 Revenue recognition

Revenue is recognised when control is transferred and is accounted net of rebate and taxes. The Group applies
the revenue recognition criteria to each nature of the revenue transaction as set out below:

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Revenue from sale of properties


Revenue from sale of properties is recognized when the performance obligations are essentially complete and
credit risks have been significantly eliminated. The performance obligations are considered to be complete when
control over the property has been transferred to the buyer i.e. offer for possession (possession request letter) of
properties have been issued to the customers and substantial sales consideration is received from the customers.

The Group considers the terms of the contract and its customary business practices to determine the transaction
price. The transaction price is the amount of consideration to which the Group expects to be entitled in exchange
for transferring property to a customer, excluding amounts collected on behalf of third parties (for example,
indirect taxes). The consideration promised in a contract with a customer may include fixed consideration,
variable consideration (if reversal is less likely in future), or both.

For each performance obligation identified, the Group determines at contract inception whether it satisfies the
performance obligation over time or satisfies the performance obligation at a point in time. If an entity does not
satisfy a performance obligation over time, the performance obligation is satisfied at a point in time. A receivable
is recognised by the Group when the control is transferred as this is the case of point in time recognition where
consideration is unconditional because only the passage of time is required.

When either party to a contract has performed, an entity shall present the contract in the balance sheet as a
contract asset or a contract liability, depending on the relationship between the entity‟s performance and the
customer‟s payment.

The costs estimates are reviewed periodically and effect of any change in such estimate is recognized in the period
such changes are determined. However, when the total estimated cost exceeds total expected revenues from the
contracts, the loss is recognized immediately.

Revenue from construction contracts


Revenue and related expenditures in respect of short-term works contracts that are entered into and completed
during the year are accounted for on accrual basis as they are earned. Revenue and related expenditures in respect
of long-term works contracts are accounted for on the basis of „input method‟ as the performance obligations are
satisfied over time. In case of cost plus contracts, revenue is recognised as per terms of specific contract, i.e. cost
incurred plus an agreed profit margin. Further, the Group considers the terms of the contract and its customary
business practices to determine the transaction price. The consideration promised in a contract with a customer
may include fixed consideration, variable consideration (if reversal is less likely in future), or both.

Revenue from sale of land


Revenue from sale of land is recognised in the year in which the underlying sale deed is executed and there exists
no uncertainty in the ultimate collection of consideration from buyer.

Base rent and amenities income


Base rent and amenities income are recognised on a straight-line basis over the terms of the lease, except for
contingent rental income, which is recognised when it arises. Base rent comprises rental income earned from the
operating leases and finance lease of the owned properties. Amenities income is rental revenue earned from the
letting of space at the properties for amenities (including canteen space and business centre) is recognised in the
period in which the services are being rendered.

Land lease income


Upfront lease premium received/receivable is recognized on operating lease basis i.e. on straight line basis over
the lease term of the lease/sub-lease arrangement. Annual lease rentals are recognized on an accrual basis.

Operations and maintenance income


Income arising from billing of maintenance charges to tenants/customers is recognised in the period in which the
services are being rendered. A receivable is recognised by the Group when the services are rendered as this is the
case of point in time recognition where consideration is unconditional because only the passage of time is
required. Further, the Group considers the terms of the contract and its customary business practices to

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determine the transaction price. The consideration promised in a contract with a customer may include fixed
consideration, variable consideration (if reversal is less likely in future), or both.

Profit on sale of investment with underlying real estate business


Profit on sale of investments of entities in the real estate business is recognised in the year in such investments are
sold after adjusting the consideration received with carrying value of investment. The said profit is recognised as
part of other operating income as in substance, such sale reflects the sale of real estate business. However, in case
of loss on sale of such investments, the same is recognised as part of other expense.

Gain on fair valuation of investment (remaining stake)


Gain on fair valuation of investment is recognised in the year in which the remaining investment is fair valued
basis the consideration received for the proportionate stake sale. The said gain is recognised as part of other
operating income as there is underlying business of real estate development.

Revenue from real estate properties advisory and management services


Income arising from real estate properties advisory is recognised in the period in which the services are being
rendered. The Group considers the terms of the contract and its customary business practices to determine the
transaction price. The consideration promised in a contract with a customer may include fixed consideration,
variable consideration (if reversal is less likely in future), or both.

Revenue on account of settlement of existing project


Revenue from such settlement is recognised in the year in which the underlying executed documents are received
and there exists no uncertainty in the ultimate collection of consideration.

Interest income
Interest income is recorded on accrual basis using the effective interest rate (EIR) method.
Interest on delayed receipts, cancellation/forfeiture income and transfer fees from customers are recognized on
accrual basis except in cases where ultimate collection is considered doubtful.

Gain on amortised cost financial assets


Gain on de-recognition of financial asset carried at amortised cost is recognised in the year when the entire
payment is received against the outstanding balance of amortised cost financial assets.

4.4 Inventories

Land other than that transferred to real estate properties under development is valued at lower of cost or net
realizable value.

Real estate properties (developed and under development) includes cost of land under development, internal and
external development costs, construction costs, and development/construction materials, borrowing costs and
related overhead costs and is valued at lower of cost or net realizable value.

Construction materials, stores and spares, tools and consumable are valued at lower of cost or net realisable value,
on the basis of first-in first-out method.

Net realisable value is the estimated selling price in the ordinary course of business less estimated costs of
completion and estimated costs of necessary to make the sale.

4.5 Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are
capitalized during the period of time that is necessary to complete and prepare the asset for its intended use or
sale. A qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use. All
other borrowing costs are charged to the statement of profit and loss as incurred.

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4.6 Property, plant and equipment (PPE)

Recognition and initial measurement


Property, plant and equipment are stated at their cost of acquisition. The cost comprises purchase price,
borrowing cost if capitalization criteria are met and directly attributable cost of bringing the asset to its working
condition for the intended use. Any trade discount and rebates are deducted in arriving at the purchase price.
Subsequent costs are included in the asset‟s carrying amount or recognised as a separate asset, as appropriate, only
when it is probable that future economic benefits associated with the item will flow to the Group. All other repair
and maintenance costs are recognised in statement of profit and loss as incurred.

Subsequent measurement (depreciation and useful lives)


Depreciation on property, plant and equipment is provided on the straight-line method, computed on the basis of
useful lives (as set out below) prescribed in Schedule II to the Companies Act, 2013:

Asset class Useful life


Building – temporary structures 1 – 3 years
Plant and equipment 12 – 15 years
Office equipment 5 years
Computers 3 – 6 years
Furniture and fixtures 10 years
Vehicles 8 years
Ship 13 years

Leasehold improvements
Leasehold improvements have finite useful life and, therefore, are capitalised separately and amortised over the
lease period or the estimated useful life of the leasehold improvements. Presently, the estimated useful life of the
assets is less than the lease period and is as below:

Asset class Useful life


Boundary wall 5 years
Water pipeline 12 years
Other infrastructure works 10 years
Electrical work 10 years

The residual values, useful lives and method of depreciation of are reviewed at the end of each financial year and
adjusted prospectively, if appropriate.

De-recognition
An item of property, plant and equipment and any significant part initially recognised is derecognised upon
disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on
de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying
amount of the asset) is recognised in statement of profit and loss when the asset is derecognised.

4.7 Investment property

Recognition and initial measurement


Investment properties are held to earn rentals or for capital appreciation, or both. Investment properties are
measured initially at their cost of acquisition. The cost comprises purchase price, borrowing cost if capitalization
criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use.
Any trade discount and rebates are deducted in arriving at the purchase price. Subsequent costs are included in
the asset‟s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future

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economic benefits associated with the item will flow to the Group. All other repair and maintenance costs are
recognised in statement of profit and loss as incurred.

Though the Group measures investment property using cost-based measurement, the fair value of investment
property is disclosed in the notes. Fair values are determined based on an annual valuation performed by an
accredited external independent valuer who holds a recognised and relevant professional qualification and has
recent experience in the location and category of the investment property being valued.

Subsequent measurement (depreciation and useful lives)


Depreciation on investment properties is provided on the straight-line method, computed on the basis of useful
lives (as set out below) prescribed in Schedule II to the Companies Act, 2013:

Asset class Useful life


Building and related fixtures
Buildings 60 years
Fixtures 10 years
Plant and equipment 12 - 15 years

The residual values, useful lives and method of depreciation of are reviewed at the end of each financial year and
adjusted prospectively, if appropriate.

De-recognition
Investment properties are derecognised either when they have been disposed of or when they are permanently
withdrawn from use and no future economic benefit is expected from their disposal. The difference between the
net disposal proceeds and the carrying amount of the asset is recognised in statement of profit and loss in the
period of de-recognition.

Investment property under development


Investment property under development represents expenditure incurred in respect of capital projects are carried
at cost. Cost includes land, related acquisition expenses, development/construction costs, borrowing costs and
other direct expenditure.

Right of use asset classified as investment property

The Group has taken a land on long-term lease for which it has recognised right of use assets. The Group has
then sub-leased the said right of use assets under an operating lease and hence, this has been classified as
investment property and measure accordingly.

4.8 Intangible assets

Recognition and initial measurement


Intangible assets (softwares) are stated at their cost of acquisition. The cost comprises purchase price, borrowing
cost if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for
the intended use. Any trade discount and rebates are deducted in arriving at the purchase price.

Subsequent measurement (amortisation)


The cost of capitalized software is amortized over a useful life of 3 to 4 years from the date of its acquisition.

De-recognition
Intangible asset is de-recognised upon disposal or when no future economic benefits are expected from its use or
disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net
disposal proceeds and the carrying amount of the asset) is recognized in the statement of profit and loss, when
the asset is derecognised.

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4.9 Assets held for sale

Non-current assets are classified as held for sale if their sale is considered highly probable. They are measured at
fair value less cost to sell.

4.10 Lease

Where the Group is the lessee

Right of use assets and lease liabilities

Till previous year, assets acquired on leases where a significant portion of risk and rewards of ownership are
retained by the lessor are classified as operating leases. Lease rental are charged to statement of profit and loss on
straight-line basis except where scheduled increase in rent compensate the lessor for expected inflationary costs.

For any new contracts entered into on or after 1 April 2019, the Group considers whether a contract is, or
contains a lease (the transition approach has been explained and disclosed in Note 43). A lease is defined as „a
contract, or part of a contract, that conveys the right to use an asset (the underlying asset) for a period of time in
exchange for consideration‟.

Classification of leases
The Group enters into leasing arrangements for various assets. The assessment of the lease is based on several
factors, including, but not limited to, transfer of ownership of leased asset at end of lease term, lessee‟s option to
extend/purchase etc.

Recognition and initial measurement


At lease commencement date, the Group recognises a right-of-use asset and a lease liability on the balance sheet.
The right-of-use asset is measured at cost, which is made up of the initial measurement of the lease liability, any
initial direct costs incurred by the Group, an estimate of any costs to dismantle and remove the asset at the end of
the lease (if any), and any lease payments made in advance of the lease commencement date (net of any incentives
received).

Subsequent measurement
The Group depreciates the right-of-use assets on a straight-line basis from the lease commencement date to the
earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The Group also assesses
the right-of-use asset for impairment when such indicators exist.

At lease commencement date, the Group measures the lease liability at the present value of the lease payments
unpaid at that date, discounted using the interest rate implicit in the lease if that rate is readily available or the
Group‟s incremental borrowing rate. Lease payments included in the measurement of the lease liability are made
up of fixed payments (including in substance fixed payments) and variable payments based on an index or rate.
Subsequent to initial measurement, the liability will be reduced for payments made and increased for interest. It is
re-measured to reflect any reassessment or modification, or if there are changes in in-substance fixed payments.
When the lease liability is re-measured, the corresponding adjustment is reflected in the right-of-use asset.

The Group has elected to account for short-term leases using the practical expedients. Instead of recognising a
right-of-use asset and lease liability, the payments in relation to these are recognised as an expense in statement of
profit and loss on a straight-line basis over the lease term.

Where the Group is the lessor

Leases are classified as finance leases when substantially all of the risks and rewards of ownership transfer from
the Group to the lessee. Amounts due from lessees under finance leases are recorded as receivables at the

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Group‟s net investment in the leases. Finance lease income is allocated to accounting periods so as to reflect a
constant periodic rate of return on the net investment outstanding in respect of the lease.

Leases in which the Group does not transfer substantially all the risks and rewards of ownership of an asset are
classified as operating leases. Rental income from operating lease is recognised on a straight-line basis over the
term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to
the carrying amount of the leased asset and recognised over the lease term on the same basis as rental income.

4.11 Impairment of non-financial assets

At each reporting date, the Group and its joint ventures assesses whether there is any indication that an asset may
be impaired, based on internal or external factors. If any such indication exists, the recoverable amount of the
asset or the cash generating unit is estimated. If such recoverable amount of the asset or cash generating unit to
which the asset belongs is less than its carrying amount, the carrying amount is reduced to its recoverable amount.
The reduction is treated as an impairment loss and is recognised in the statement of profit and loss. If, at the
reporting date there is an indication that a previously assessed impairment loss no longer exists, the recoverable
amount is reassessed, and the asset is reflected at the recoverable amount. Impairment losses previously
recognized are accordingly reversed in the statement of profit and loss.

4.12 Financial instruments

Financial assets

Recognition and initial measurement


All financial assets are recognised initially at fair value and transaction cost that is attributable to the acquisition of
the financial asset is also adjusted.

Subsequent measurement

i. Debt instruments at amortised cost – A „debt instrument‟ is measured at the amortised cost if both the
following conditions are met:
 The asset is held within a business model whose objective is to hold assets for collecting contractual
cash flows; and
 Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of
principal and interest (SPPI) on the principal amount outstanding.

After initial measurement, such financial assets are subsequently measured at amortised cost using the
effective interest rate (EIR) method.

ii. Equity investments – All equity investments in scope of Ind AS 109 Financial Instruments („Ind AS 109‟)
are measured at fair value. Equity instruments which are held for trading are generally classified as at fair
value through profit and loss (FVTPL). For all other equity instruments, the Group decides to classify the
same either as at fair value through other comprehensive income (FVOCI) or fair value through profit and
loss (FVTPL). The Group makes such election on an instrument by instrument basis. The classification is
made on initial recognition and is irrevocable.

iii. Mutual funds – All mutual funds in scope of Ind AS 109 are measured at fair value through profit and loss
(FVTPL).

De-recognition of financial assets


A financial asset is primarily de-recognised when the rights to receive cash flows from the asset have expired or
the Group has transferred its rights to receive cash flows from the asset measured at amortized cost (or,
depending on the business model, at fair value through other comprehensive income).

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Financial liabilities

Recognition and initial measurement


All financial liabilities are recognised initially at fair value and transaction cost that is attributable to the acquisition
of the financial liabilities is also adjusted.

Subsequent measurement – Amortised cost


Subsequent to initial recognition, most of the liabilities are measured at amortised cost using the effective interest
method.

Recognition and initial and subsequent measurement – fair value


A financial liability is classified as fair value through profit and loss („FVTPL‟) if it is designated as such upon
initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains/losses, including any
interest expense are recognised in statement of profit and loss.

De-recognition of financial liabilities


A financial liability is de-recognised when the obligation under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another from the same lender on substantially different terms, or
the terms of an existing liability are substantially modified, such an exchange or modification is treated as the de-
recognition of the original liability and the recognition of a new liability. The difference in the respective carrying
amounts is recognised in the statement of profit and loss.

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a
currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis,
to realise the assets and settle the liabilities simultaneously.

Net investment hedge

The Holding Company has entered into certain forward (derivative) contracts to hedge foreign currency risk.
Derivative financial instruments are accounted at FVTPL except for derivatives designated as hedging
instruments. To qualify for hedge accounting, the hedging relationship must meet conditions with respect to
documentation, strategy and economic relationship of the hedged transaction.

Hedge of net investments in foreign operations are accounted for similar to cash flow hedges. The changes in fair
value of forward element is recognised in other comprehensive income and accumulated in net investment hedge
reserve in equity. The difference between forward and spot element at the date of designation of hedging
instrument is amortised over the period of hedge. Gains and losses accumulated in equity are reclassified to profit
or loss on partial or full settlement.

4.13 Impairment of financial assets

In accordance with Ind AS 109, the Group applies expected credit loss (ECL) model for measurement and
recognition of impairment loss for financial assets. The Group factors historical trends and forward looking
information to assess expected credit losses associated with its assets and impairment methodology applied
depends on whether there has been a significant increase in credit risk.

Trade receivables
In respect of trade receivables, the Group applies the simplified approach of Ind AS 109, which requires
measurement of loss allowance at an amount equal to lifetime expected credit losses. Lifetime expected credit
losses are the expected credit losses that result from all possible default events over the expected life of a financial
instrument.

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Other financial assets


In respect of its other financial assets, the Group assesses if the credit risk on those financial assets has increased
significantly since initial recognition. If the credit risk has not increased significantly since initial recognition, the
Group measures the loss allowance at an amount equal to 12-month expected credit losses, else at an amount
equal to the lifetime expected credit losses. The Group assumes that the credit risk on a financial asset has not
increased significantly since initial recognition, if the financial asset is determined to have low credit risk at the
balance sheet date.

4.14 Foreign currency

Functional and presentation currency


The consolidated financial statements are presented in Indian Rupee („INR‟) which is also the functional and
presentation currency of the Holding Company.

Transactions and balances


Foreign currency transactions are recorded in the functional currency, by applying to the exchange rate between
the functional currency and the foreign currency at the date of the transaction.

Foreign currency monetary items are converted to functional currency using the closing rate. Non-monetary items
denominated in a foreign currency which are carried at historical cost are reported using the exchange rate at the
date of the transaction.

Exchange differences arising on monetary items on settlement, or restatement as at reporting date, at rates
different from those at which they were initially recorded, are recognized in the statement of profit and loss in the
year in which they arise.

Translation of foreign operations


Functional and reporting currencies of foreign operations are different from the reporting currency of the
Holding Company. In respect of foreign operations, assets and liabilities are translated at the exchange rate
prevailing at the date of the balance sheet. The items in the statement of profit and loss are translated at the
average exchange rate (that approximates the actual exchange rates) during the year. The exchange difference
arising out of the translation are recognized in other comprehensive income and are accumulated as foreign
currency translation reserve, in the balance sheet until the disposal of the net investments at which time they are
recognised as income or as expenses.

4.15 Income taxes

Tax expense recognized in statement of profit and loss comprises the sum of current tax and deferred tax except
the ones recognized in other comprehensive income or directly in equity.

Current tax is determined as the tax payable in respect of taxable income for the year and is computed in
accordance with relevant tax regulations. Current income tax relating to items recognised outside profit or loss is
recognised outside profit or loss (either in other comprehensive income or in equity).

Minimum alternate tax („MAT‟) credit entitlement is recognised as an asset only when and to the extent there is
convincing evidence that normal income tax will be paid during the specified period. In the year in which MAT
credit becomes eligible to be recognised as an asset, the said asset is created by way of a credit to the statement of
profit and loss and shown as MAT credit entitlement. This is reviewed at each balance sheet date and writes down
the carrying amount of MAT credit entitlement to the extent it is not reasonably certain that normal income tax
will be paid during the specified period.

Deferred tax is recognised in respect of temporary differences (including differences arising on account of
consolidation) between carrying amount of assets and liabilities for financial reporting purposes and
corresponding amount used for taxation purposes. Deferred tax assets on unrealised tax loss are recognised to the
extent that it is probable that the underlying tax loss will be utilised against future taxable income. This is assessed

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based on the forecast of future operating results of respective entity, adjusted for significant non-taxable income
and expenses and specific limits on the use of any unused tax loss. Unrecognised deferred tax assets are re-
assessed at each reporting date and are recognised to the extent that it has become probable that future taxable
profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the
asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively
enacted at the reporting date. Deferred tax relating to items recognised outside statement of profit and loss is
recognised outside statement of profit or loss (either in other comprehensive income or in equity).

4.16 Cash and cash equivalents

Cash and cash equivalents comprise cash on hand, demand deposits, other short-term highly liquid investments
that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes
in value.

4.17 Employee benefits

Defined contribution plan


The Group‟s contribution to provident fund and employee state insurance schemes is charged to the statement of
profit and loss or inventorized as a part of real estate properties under development, as the case may be. The
Group‟s contributions towards Provident Fund are deposited with the Regional Provident Fund Commissioner
under a defined contribution plan.

Defined benefit plan


The Group has unfunded gratuity as defined benefit plan where the amount that an employee will receive on
retirement is defined by reference to the employee‟s length of service and final salary. The liability recognised in
the balance sheet for defined benefit plans as the present value of the defined benefit obligation (DBO) at the
reporting date. Management estimates the DBO annually with the assistance of independent actuaries. Actuarial
gains/losses resulting from re-measurements of the liability are included in other comprehensive income.

Other long-term employee benefits


The Group also provides benefit of compensated absences to its employees which are in the nature of long -term
benefit plan. Liability in respect of compensated absences becoming due and expected to be availed more than
one year after the balance sheet date is estimated on the basis of an actuarial valuation performed by an
independent actuary using the projected unit credit method as on the reporting date. Actuarial gains and losses
arising from experience adjustments and changes in actuarial assumptions are recorded in the statement of profit
and loss in the year in which such gains or losses arise.

Short-term employee benefits


Short-term employee benefits comprise of employee costs such as salaries, bonus etc. is recognized on the basis
of the amount paid or payable for the period during which services are rendered by the employee.

4.18 Share based payments

Share based compensation benefits are provided to employees via Employee Stock Option Plans (ESOPs). The
employee benefits expense is measured using the fair value of the employee stock options and is recognised over
vesting period with a corresponding increase in equity. The vesting period is the period over which all the
specified vesting conditions are to be satisfied. On the exercise of the employee stock options, the employees will
be allotted equity shares of the Holding Company.

4.19 Provisions, contingent liabilities and contingent assets

Provisions are recognized only when there is a present obligation, as a result of past events, and when a reliable
estimate of the amount of obligation can be made at the reporting date. These estimates are reviewed at each

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reporting date and adjusted to reflect the current best estimates. Provisions are discounted to their present values,
where the time value of money is material.

Contingent liability is disclosed for:


 Possible obligations which will be confirmed only by future events not wholly within the control of the
Group; or
 Present obligations arising from past events where it is not probable that an outflow of resources will be
required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.

Contingent assets are neither recognized nor disclosed. However, when realization of income is virtually certain,
related asset is recognized.

4.20 Earnings per share

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity
shareholders (after deducting attributable taxes) by the weighted average number of equity shares outstanding
during the period. The weighted average number of equity shares outstanding during the period is adjusted for
events including a bonus issue.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity
shareholders and the weighted average number of shares outstanding during the period are adjusted for the
effects of all dilutive potential equity shares.

4.21 Significant management judgement in applying accounting policies and estimation uncertainty

The preparation of the Group‟s consolidated financial statements requires management to make judgements,
estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the
related disclosures.

Significant management judgements

Recognition of deferred tax assets – The extent to which deferred tax assets can be recognized is based on an
assessment of the probability of the future taxable income against which the deferred tax assets can be utilized. In
addition, significant judgement is required in assessing the impact of any legal or economic limits or uncertainties
in various tax jurisdictions.

Evaluation of indicators for impairment of assets – The evaluation of applicability of indicators of


impairment of assets requires assessment of several external and internal factors which could result in
deterioration of recoverable amount of the assets.

Recoverability of advances/receivables – At each balance sheet date, based on historical default rates observed
over expected life, the management assesses the expected credit losses on outstanding receivables and advances.

Provisions – At each balance sheet date basis the management judgment, changes in facts and legal aspects, the
Group assesses the requirement of provisions against the outstanding contingent liabilities. However, the actual
future outcome may be different from this judgement.

Classification of leases The Group enters into leasing arrangements for various premises. The assessment
(including measurement) of the lease is based on several factors, including, but not limited to, transfer of
ownership of leased asset at end of lease term, lessee‟s option to extend/terminate etc. After the commencement
date, the Group reassesses the lease term if there is a significant event or change in circumstances that is within its
control and affects its ability to exercise or not to exercise the option to extend or to terminate.

F - 110
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2020

Significant estimates

The following are significant estimates in applying the accounting policies of the Group that have the most
significant effect on the financial statements.

Revenue and inventories – The estimates around total budgeted cost i.e. outcomes of underlying construction
and service contracts, which further require assessments and judgements to be made on changes in work scopes,
claims and other payments to the extent they are probable and they are capable of being reliably measured. For
the purpose of making estimates for claims, the Group used the available contractual and historical information.
The estimates of the saleable area are also reviewed periodically and effect of any changes in such estimates is
recognised in the period such changes are determined.

Useful lives of depreciable/amortisable assets – Management reviews its estimate of the useful lives of
depreciable/amortisable assets at each reporting date, based on the expected utility of the assets. Uncertainties in
these estimates relate to technical and economic obsolescence that may change the utilization of asset.

Defined benefit obligation (DBO) – Management‟s estimate of the DBO is based on a number of critical
underlying assumptions such as standard rates of inflation, mortality, discount rate and anticipation of future
salary increases. Variation in these assumptions may significantly impact the DBO amount and the annual defined
benefit expenses.

Fair value measurements – Management applies valuation techniques to determine the fair value of financial
instruments (where active market quotes are not available) and non-financial assets. This involves developing
estimates and assumptions consistent with how market participants would price the instrument. Management uses
the best information available. Estimated fair values may vary from the actual prices that would be achieved in an
arm‟s length transaction at the reporting date.

Valuation of investment property – Investment property is stated at cost. However, as per Ind AS 40 there is a
requirement to disclose fair value as at the balance sheet date. The Group engaged independent valuation
specialists to determine the fair value of its investment property as at reporting date. The determination of the fair
value of properties requires the use of estimates such as future cash flows from the assets (such as lettings, future
revenue streams, capital values of fixtures and fittings, any environmental matters and the overall repair and
condition of the property) and discount rates applicable to those assets. In addition, development risks (such as
construction and letting risk) are also taken into consideration when determining the fair value of the properties
under construction. These estimates are based on local market conditions existing at the balance sheet date.

(This space has been intentionally left blank)

F - 111
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Note - 5
Property, plant and equipment (₹ in lakhs)
Leasehold Building - Plant and Office Computers Furniture and Vehicles Ships Total
improvements temporary equipment equipment fixtures
structure
Gross block
As at 1 April 2018 3,425.23 210.54 4,852.28 334.19 414.92 1,516.80 1,476.94 78.55 12,309.45
Additions - 18.03 45.02 49.49 102.87 34.82 250.54 - 500.77
Adjustments/disposals# (refer note 51(iv)) - 17.37 214.47 181.68 58.73 6.01 13.58 - 491.84
As at 31 March 2019 3,425.23 211.20 4,682.83 202.00 459.06 1,545.61 1,713.90 78.55 12,318.38
Additions - 2.07 12.05 14.87 25.08 8.81 5.47 - 68.34
Adjustments/disposals# (refer note 50(i), 50(iii) and 51(iv)) - 8.30 300.89 12.91 11.99 1,033.75 386.39 - 1,754.22
Balance as at 31 March 2020 3,425.23 204.97 4,393.99 203.96 472.15 520.67 1,332.98 78.55 10,632.50

Accumulated depreciation
As at 1 April 2018 755.94 208.74 3,160.75 222.50 321.96 729.20 857.98 20.85 6,277.92
Charge for the year 504.42 3.34 362.48 43.66 72.79 169.38 170.03 6.04 1,332.14
Adjustments/disposals# (refer note 51(iv)) - 17.37 155.87 176.17 54.45 6.01 12.42 - 422.29
As at 31 March 2019 1,260.36 194.71 3,367.36 89.99 340.30 892.57 1,015.59 26.89 7,187.77
Charge for the year 504.42 6.66 321.63 46.36 65.43 189.99 146.88 6.04 1,287.41
Adjustments/disposals# (refer note 50(i), 50(iii) and 51(iv)) - 8.30 269.39 9.04 10.40 673.78 350.15 - 1,321.06
Balance as at 31 March 2020 1,764.78 193.07 3,419.60 127.31 395.33 408.78 812.32 32.93 7,154.12

Net block as at 31 March 2019 2,164.87 16.49 1,315.47 112.01 118.76 653.04 698.31 51.66 5,130.61
Net block as at 31 March 2020 1,660.45 11.90 974.39 76.65 76.82 111.89 520.66 45.62 3,478.39

# This also includes property, plant and equipment of subsidiaries where controlling stake is disposed off during the year.

Notes :
(i) During the year, depreciation of ₹ 134.24 lakhs (31 March 2019: ₹ 116.22 lakhs) has been inventorized as part of real estate properties under development.
(ii) Refer note 23A for details of property, plant and equipment pledged as security.

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F - 112
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Note - 6
A Completed investment property (₹ in lakhs)
Leasehold land Building and Plant and Total
related fixtures equipment*
Gross block
At 1 April 2018 9,367.49 35,906.81 9,069.26 54,343.56
Additions on account of acquisition of subsidiary 1,564.61 5,394.41 2,707.57 9,666.59
Adjustments/disposals# (refer note 51(iv)) 10,932.10 41,301.22 11,776.83 64,010.15
Balance as at 31 March 2019 - - - -
Additions - 25.19 - 25.19
Addition on account of transition to Ind AS 116$ 6,189.60 - - 6,189.60
Balance as at 31 March 2020 6,189.60 25.19 - 6,214.79

Accumulated depreciation
At 1 April 2018 - 664.59 1,409.53 2,074.12
Charge for the year - 302.64 196.76 499.40
Adjustments/disposals# (refer note 51(iv)) - 967.23 1,606.29 2,573.52
Balance as at 31 March 2019 - - - -
Charge for the year 73.91 - - 73.91
Balance as at 31 March 2020 73.91 - - 73.91

Net block as at 31 March 2019 - - - -


Net block as at 31 March 2020 6,115.69 25.19 - 6,140.88

B Investment property under development


Gross block
At 1 April 2018 15,008.68 21,830.24 - 36,838.92
Additions 8,952.91 3,996.21 - 12,949.12
Adjustments/disposals# (refer note 51(iv)) 22,453.25 13,651.84 - 36,105.09
Balance as at 31 March 2019 1,508.34 12,174.61 - 13,682.95
Additions - 842.80 - 842.80
Adjustments/disposals# (refer note 50(iii)) 1,508.34 13,017.41 - 14,525.75
Balance as at 31 March 2020 - - - -

C Total of investment property (A+B)


Net block as at 31 March 2019 1,508.34 12,174.61 - 13,682.95
Net block as at 31 March 2020 6,115.69 25.19 - 6,140.88
* These plant and equipment were ancillary to buildings.

#This also includes property, plant and equipment of subsidiaries where controlling stake is disposed off during the year.

$Pursuant to applicability of Ind AS 116 'Leases' from 1 April 2019, one of the subsidiary company has reclassified 'Prepayment for Land' balance amounting to ₹ 6,189.60 from 'Other non-
current assets' to 'Investment property'. The underlying contract is for land taken on lease by the said subsidiary company, which has then sub-leased to another party under an operating lease.

(i) Capitalisation of borrowing costs


During the year, borrowing cost of ₹ Nil (31 March 2019: ₹ 598.44) has been inventorized as part of investment property under development.

(ii) Contractual obligations


Refer to note 46B(i) for disclosure of contractual commitments for investment property.

(iii) Investment property pledged as security


None of the above investment property has been pledged as security by the Group.

(iv) Amounts recognised in statement of profit and loss for investment property
31 March 2020 31 March 2019
(₹ in lakhs) (₹ in lakhs)

Rental income (including maintenance and car park income) 151.15 1,986.94
Less: Direct operating expenses generating rental income (including repair and maintenance) - 979.46
Less: Direct operating expenses that do not generate rental income (including repair and maintenance) - 153.52
Profit from leasing of investment properties before depreciation 151.15 853.96
Less: Depreciation 73.91 499.40
Profit from leasing of investment properties 77.24 354.56

(v) Leasing arrangements


Certain investment properties are leased to tenants under long-term operating leases with rentals payable monthly. Refer note 43 for details on future minimum lease rentals.

(vi) Fair value


31 March 2020 31 March 2019
(₹ in lakhs) (₹ in lakhs)

Investment property 10,869.82 13,682.95

Estimation of fair value


The Group has determined that fair value of the investment property under construction to be reliably measurable when construction gets completed, hence book value has been assumed to be
fair value. This is applicable for previous year.

F - 113
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Note - 7 (Refer note 43)


Right of use assets (₹ in lakhs)
Building Total
Gross block
As at 1 April 2019 5,566.81 5,566.81
Adjustments during the year 295.93 295.93
De-recognition on account of early termination of lease contract 289.54 289.54
Balance as at 31 March 2020 5,573.20 5,573.20

Accumulated depreciation
As at 1 April 2019 - -
Charge for the year 1,808.61 1,808.61
De-recognition on account of early termination of lease contract 70.52 70.52
Balance as at 31 March 2020 1,738.09 1,738.09

Net block as at 31 March 2020 3,835.11 3,835.11

Note - 8
Intangible assets (₹ in lakhs)
Computer softwares Total
Gross block amount
As at 1 April 2018 566.73 566.73
Additions 86.43 86.43
Adjustment for disposals 5.80 5.80
As at 31 March 2019 647.36 647.36
Additions 14.17 14.17
Adjustment for disposals# (refer note 50) 12.27 12.27
Balance as at 31 March 2020 649.26 649.26

Accumulated amortisation
As at 1 April 2018 518.22 518.22
Charge for the year 29.24 29.24
Adjustment for disposals 5.77 5.77
As at 31 March 2019 541.69 541.69
Charge for the year 40.51 40.51
Adjustment for disposals# (refer note 50) 4.18 4.18
Balance as at 31 March 2020 578.02 578.02

Net block as at 31 March 2019 105.67 105.67


Net block as at 31 March 2020 71.24 71.24

#This also includes intangible assets of subsidiaries where controlling stake is disposed off during the year.

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F - 114
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020
31 March 2020 31 March 2019
(₹ in lakhs) (₹ in lakhs)
Note - 9 Number Amount Number Amount
Investment accounted for using the equity method^#
In Joint ventures (unquoted)
In equity shares
Indiabulls Real Estate Company Private Limited (from 29 March 2018 till 25 September 2019)$ - - 1,916,979 95,000.00
Indiabulls Properties Private Limited (from 29 March 2018 till 25 September 2019) $ - - 1,625,681 130,000.00
One Qube Realtors Limited (formerly Ashkit Properties Limited ) (from 28 December 2018 till 25 September 2019) $ - - 67,603 10,100.00

Yashita Buildcon Limited (from 28 December 2018 till 25 September 2019) $ - - 50,000 6,120.34
- 241,220.34
Less: Share of loss from joint ventures accounted using the equity method - (894.91)
- 240,325.43

In compulsorily convertible debentures*


Yashita Buildcon Limited (face value of ₹10 each and Nil coupon rate) (from 28 December 2018 till 25 - - 100 6.41
September 2019) $ - 6.41

Total - 240,331.84

Aggregate book value of unquoted investments - 240,331.84


Aggregate book value and market value of quoted investments - -
^ All equity shares have face value ₹ 10 each unless otherwise stated.
# These investments are accounted using equity method and investment value represents fair value of underlying assets and liabilities and related goodwill.
$ Refer note no. 50 and 51
* Till the pervious year the compulsory convertible debentures (CCDs) were convertible in equity at fixed ratio. During the current year, these compulsory convertible debentures have been converted into 100 optionally
convertible debentures (OCDs) of face value of ₹ 10 each and subsequent to this change, the Holding Company has redeemed these OCDs at face value.

Note - 10
A Investments - non-current
(i) Investment in equity shares - others
Quoted
RattanIndia Power Limited (face value of ₹ 10 each)# 241,351,470 3,258.24 241,351,470 6,516.49
Unquoted*
Avinash Bhosale Infrastructure Private Limited (face value of ₹ 100 each) 2,090,000 1,976.80 2,090,000 1,988.76
Good Morning India Media Private Limited (face value of ₹ 10 each) 2,500,000 217.32 2,500,000 217.32
Jagati Publications Limited (face value of ₹ 10 each) 1,972,221 977.12 1,972,221 976.19
Oriental Buildtech Private Limited (face value of ₹ 10 each)** - - 569 -
(ii) Investment in preference shares - others
Unquoted*
3,350,000 317.70 3,350,000 345.96
Westend Propmart Private Limited (6% non-cumulative optionally convertible preference shares ₹ 10 each)

(iii) Investment in bonds - others^^


Unquoted
HDFC Bank Limited (Coupon rate 8.44%) 8 878.92 8 878.41
Housing Development Finance Corporation Limited (Coupon rate 8.45%) 20 2,148.06 20 2,147.71
Housing Development Finance Corporation Limited (Coupon rate 8.46%) 12 1,294.64 12 1,293.87
Housing Development Finance Corporation Limited (Coupon rate 8.35%) 10 1,098.82 10 1,097.97
Housing Development Finance Corporation Limited (Coupon rate 8.46%) 7 752.21 7 751.77
LIC Housing Finance Limited (Coupon rate 8.47% and face value of ₹ 1,000,000 each) 10 110.01 10 109.94
13,029.84 16,324.39

Aggregate amount of unquoted investments (net) 9,771.60 9,807.90


Aggregate amount of quoted investments and market value 3,258.24 6,516.49
#This investment (being strategic in nature) is measured at fair value through other comprehensive income. The above values represents the fair values as at the end of the respective reporting year. No dividends have been
received from such investments during the year.
*All the investments are designated as fair value through profit and loss, unless otherwise stated.
**Fair value of investment in Oriental Buildtech Private Limited in previous year is ₹ Nil and this has been sold during the year ended 31 March 2020.
^^Face value of ₹ 10,000,000 each unless otherwise stated

B Investments - current
(i) Investment in mutual funds (quoted)
Indiabulls Liquid Fund - Direct Plan - Growth 150.58 141.10
[7,762.659 (31 March 2019 7,844.221) units]
Indiabulls Liquid Fund - Daily Dividend Option - 11.30
[Nil (31 March 2019 : 832.961) units]
Reliance Liquid Fund - Daily Dividend Option - 5.68
[Nil (31 March 2019 : 124.521) units]
Indiabulls Savings Fund - Direct Plan - Growth 6.67 1.04
[600 (31 March 2019 : 100) units]
157.25 159.12

Aggregate amount of quoted investments and market value 157.25 159.12

F - 115
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020
31 March 2020 31 March 2019
(₹ in lakhs) (₹ in lakhs)
Note - 11
A Loans - non current#
(Unsecured, considered good)
Security deposits 1,853.65 2,387.36
1,853.65 2,387.36

B Loans - current#
(Unsecured, considered good)
Security deposits 1,010.91 1,205.55
Loan component of redeemable financial instruments - 7,524.73
Inter-corporate loans (inclusive of interest accrued ₹ 5,862.44 lakhs (previous year ₹ 468.18 lakhs)) (refer note 71) 90,963.50 45,167.32
91,974.41 53,897.60
#The Company does not have any loans which are either credit impaired or where there is significant increase in credit risk.

Note - 12
A Other financial assets - non-current
(Unsecured, considered good)
Bank deposits with maturity of more than 12 months (refer note 18) 5,292.79 20,680.56
Derivative assets - 3,242.41
5,292.79 23,922.97

B Other financial assets - current


(Unsecured, considered good)
Earnest money deposit 1.00 1.00
Receivable against sale of investments (refer note 50) 155,868.31 -
Loans to employees 383.36 280.79
Other advances 476.10 651.43
156,728.77 933.22

Note - 13
Deferred tax assets (net)
Deferred tax asset arising on account of :
Property plant and equipment, investment property and intangible assets - depreciation and amortization 67.83 69.46
Right of use assets and lease liability 84.71 -
Employee benefits 553.79 1,081.47
Interest expense - adjustment arising on account of Income Computation and Disclosure Standards - 582.92
Reversal of revenue and related costs as per Ind AS 115 25,395.35 40,688.34
Unabsorbed long-term capital losses - 2,684.94
Unrealised margin on inventories 6,919.19 14,409.57
Impairment for investments, financial and non-financial assets 692.16 1,919.20

Deferred tax liabilities arising on account of :


Derivative assets - mark to market gain on derivative contract - (1,133.03)
Fair valuation gain on investments - (1,918.36)

Minimum alternative tax credit entitlement - 2,982.56


33,713.03 61,367.07

(i) The Group has unabsorbed business losses and unabsorbed depreciation of ₹ 427,161.82 lakhs (31 March 2019: ₹ 243,510.02 lakhs) on which no deferred tax asset is created as there is no convincing
evidence which demonstrates probability of realization of deferred tax asset in the near future.
(ii) The Group did not recognise deferred tax liability of ₹ 40,066.98 lakhs (31 March 2019: ₹ 62,203.85 lakhs) with respect to unremitted retained earnings of Group subsidiaries wherever it controls the
timing of the distribution of profits and it is probable that the subsidiaries will not distribute the profits in the foreseeable future.

(iii) Caption wise movement in deferred tax assets is as follows (₹ in lakhs)


Particulars 01 April 2018 Recognised in Recognised in Utilised/adjusted 31 March 2019
other statement of during the year^^
comprehensive profit and loss
income
Assets
Property plant and equipment, investment property and intangible assets - 125.54 - (56.08) - 69.46
depreciation and amortization
Employee benefits 804.83 33.14 243.50 - 1,081.47
Interest expense - adjustment arising on account of Income Computation and 577.31 - 5.61 - 582.92
Disclosure Standards
Impairment for investments, financial and non-financial assets 87.04 - 1,832.16 - 1,919.20
Unabsorbed long-term capital losses - - 2,684.94 - 2,684.94
Unrealised margin on inventories 5,218.03 - 9,191.54 - 14,409.57
Loans and other financial assets 5,661.23 - (5,661.23) - -
Reversal of revenue and related costs as per Ind AS 115 78,478.43 - (38,623.85) 833.76 40,688.34
Others 102.08 - (102.08) - -
Liabilities
Derivative assets - mark to market gain on derivative contract - - (1,133.03) - (1,133.03)
Fair valuation gain on investments - - (1,918.36) - (1,918.36)
Sub-total 91,054.49 33.14 (33,536.88) 833.76 58,384.51
Minimum alternative tax credit entitlement 8,577.67 - 3.05 (5,598.16) 2,982.56
Total 99,632.16 33.14 (33,533.83) (4,764.40) 61,367.07

F - 116
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Particulars 01 April 2019 Recognised in Recognised in Recongnised in other 31 March 2020


other statement of equity#
comprehensive profit and loss
income
Assets
Property plant and equipment, investment property and intangible assets - 69.46 - (1.63) - 67.83
depreciation and amortization
Right of use assets and lease liability - - 84.71 - 84.71
Employee benefits 1,081.47 (4.82) (522.86) - 553.79
Interest expense - adjustment arising on account of Income Computation and 582.92 - (582.92) - -
Disclosure
ImpairmentStandards
for investments, financial and non-financial assets 1,919.20 - (1,227.04) - 692.16
Unabsorbed long-term capital losses 2,684.94 - (2,684.94) - -
Unrealised margin on inventories 14,409.57 - (7,490.38) - 6,919.19
Loans and other financial assets - - - - -
Reversal of revenue and related costs as per Ind AS 115 40,688.34 - (8,267.75) (7,025.24) 25,395.35
Liabilities -
Derivative assets - mark to market gain on derivative contract (1,133.03) - 1,133.03 - -
Fair valuation gain on investments (1,918.36) - 1,918.36 - -
Sub-total 58,384.51 (4.82) (17,641.42) (7,025.24) 33,713.03
Minimum alternative tax credit entitlement 2,982.56 - (2,982.56) - -
Total 61,367.07 (4.82) (20,623.98) (7,025.24) 33,713.03

^^This includes movement on account of subsidiary companies which were sold during the year.
#This is adjusted in retained earnings on account of change in tax rate for some of the group entities. This is the deferred tax impact on Ind AS 115 adjustments, whereby deferred tax was recognised in retained earnings in last year on
transition to Ind AS 115.
31 March 2020 31 March 2019
(₹ in lakhs) (₹ in lakhs)
Note - 14
Non-current tax assets (net)
Advance income tax, including tax deducted at source (net of provisions) 20,880.44 21,318.70
20,880.44 21,318.70

Note - 15
A Other non-current assets
(Unsecured, considered good)
Advances to suppliers 0.22 29.06
Prepaid expenses 84.69 218.24
Security deposits# 6,500.00 6,500.00
Balances with statutory and government authorities 333.33 4,430.42
Prepayment for land* - 6,189.60
6,918.24 17,367.32
#to be adjusted with purchase of land.
*During the year, Ind AS 116 became applicable and the Group has applied modified retrospective approach. One of the subsidiary company had made one time lease payment amounting to ₹
6,189.60 lakhs to Maharashtra Industrial Development Corporation („MIDC‟) during the earlier years as upfront payments towards lease of SEZ land parcel. The Group has then sub-leased some
portion of this land to third parties and intends to sub-lease the remaining area as well. Accordingly, this amount has been transferred to investment property.

B Other current assets


(Unsecured, considered good unless otherwise stated)
Mobilization advances 2,882.38 3,173.48
Advance to suppliers/service providers (doubtful balance of ₹ 509.27 lakhs (31 March 2019: ₹ 251.50)) 7,270.93 9,433.21
Prepaid expenses 199.77 3,767.32
Balances with statutory and government authorities (doubtful balance of ₹ 875.00 lakhs (31 March 2019: ₹ Nil) 6,356.03 9,638.00
Stamp paper in hand 4.50 2.40
Land advances 7,517.07 11,212.71
Other advances* 1,567.13 4,936.58
25,797.81 42,163.70
Less: Impairment for non-financial assets (1,384.27) (251.50)
24,413.54 41,912.20

*this includes deposits lying with solicitor against property sold amounting to ₹ Nil lakhs (31 March 2019 : ₹ 4,192.09 lakhs).

Note - 16
Inventories
A Real estate properties under development (at cost)
Cost of properties under development 1,194,952.62 1,358,212.15
Less: Transferred to developed properties (706,745.51) (507,232.86)
488,207.11 850,979.29
Less: Impairment of inventories - (72,380.00)
Less: Provision for expected loss - (483.29)
488,207.11 778,116.00

B Real estate properties - developed (at cost)


Cost of developed properties 706,745.51 507,232.86
Less: Cost of revenue recognized till date (489,045.21) (306,733.00)
217,700.30 200,499.86
Less: Provision for expected loss (5,911.40) (2,947.18)
211,788.90 197,552.68

C Construction materials in stock (at cost) 5,639.32 9,217.75

705,635.33 984,886.43

F - 117
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Notes :
(i) During the year ended 31 March 2020, the Group has inventorised borrowing cost of ₹ 3,988.05 lakhs (31 March 2019: ₹ 6,914.20 lakhs) to cost of real estate project under development. The Group
entities has capitalised the interest expense related to specific borrowings obtained for real estate properties under development.
(ii) The weighted average rate of interest capitalisation is in the range of 9.00% to 11.50% basis the underlying borrowings of respective entities.
(iii) Inventories amounting to ₹414,542.76 lakhs (31 March 2019: ₹ 473,818.99) lakhs have been pledged/mortgaged as security for liabilities.

31 March 2020 31 March 2019


Note - 17 (₹ in lakhs) (₹ in lakhs)
Trade receivables
(Unsecured considered good, unless otherwise stated)
Trade receivables considered good - unsecured 8,015.01 26,967.50
Trade receivables - credit impaired 33.04 33.04
8,048.05 27,000.54
Less: Impairment for trade receivables (expected credit loss) (33.04) (33.04)
8,015.01 26,967.50

Note : Trade receivables amounting to ₹ 4,184.15 (31 March 2019: ₹ 22,903.95 lakhs) have been pledged/mortgaged as security for liabilities.

Note - 18
A Cash and cash equivalents
Cash on hand 14.95 11.46
Balances with banks - in current accounts 4,777.32 10,981.26
Bank deposits with original maturity upto three months 25.16 49,298.69
4,817.43 60,291.41

Notes with respect to bank deposits (including bank deposits under Note 12A and Note 19) :
(i) Bank deposits of ₹ 5,157.08 lakhs (excluding interest accrued) (31 March 2019: ₹ 11,901.57 lakhs) have been pledged against bank guarantees, letter of credit and overdraft facility.
(ii) Bank deposits of ₹ 3,043.48. lakh (excluding interest accrued) (31 March 2019: ₹ 11,987.78 lakhs) have been lien marked as a security for servicing of term loan, debentures interest and hedge margin.

(iii) Bank deposits of ₹ 201.62 lakhs (excluding interest accrued) (31 March 2019: ₹ 23.69 lakhs) have been lien marked as a security for valued added tax registration, for fire no objection certificate and for
other government authorities.
(iv) Bank deposits of ₹ 25,000.00 lakhs (excluding interest accrued) (31 March 2019: ₹ Nil) have been lien marked to third party as a security to fulfill certain business obligations.

Note - 19
Other bank balances
Balances with banks - in unclaimed dividend accounts* 38.74 38.75
Bank deposits with maturity of more than three months and upto twelve months (refer note 18) 32,667.47 13,449.93
32,706.21 13,488.68

* Unclaimed dividend account pertains to dividend not claimed by equity shareholders and the Holding Company does not have any right on the said money.

Note - 20
Assets held for sale
Assets held for sale (refer note 50(iii) and 58) 9,003.87 34,706.36
9,003.87 34,706.36

(This space has been intentionally left blank)

F - 118
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020
Note - 21
A Equity share capital 31 March 2020 31 March 2019
(₹ in lakhs) (₹ in lakhs)
i Authorised Number Amount Number Amount
Equity share capital of face value of ₹ 2 each 750,000,000 15,000.00 750,000,000 15,000.00
750,000,000 15,000.00 750,000,000 15,000.00

ii Issued, subscribed and fully paid up


Equity share capital of face value of ₹ 2 each fully paid up 454,663,876 9,093.28 450,680,289 9,013.61
9,093.28 9,013.61

iii Reconciliation of number of equity shares outstanding at the beginning and at the end of the year
Equity shares
Balance at the beginning of the year 450,680,289 9,013.61 474,674,139 9,493.48
Add: Issued during the year 3,983,587 79.67 2,006,150 40.13
Less: Buyback during the year - - 26,000,000 520.00
Balance at the end of the year 454,663,876 9,093.28 450,680,289 9,013.61

iv Rights, preferences and restrictions attached to equity and preference shares


The holders of equity shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at meetings of the Holding Company. In the event of liquidation of
the Holding Company, all preferential amounts, if any, shall be discharged by the Holding Company. The remaining assets of the Holding Company shall be distributed to the holders of equity shares
in proportion to the number of shares held to the total equity shares outstanding as on that date. All shares rank equally with regard to the Holding Company‟s residual assets, except that holders of
preference shares participate only to the extent of the face value of the shares.

v Details of shareholder holding more than 5% share capital 31 March 2020


Name of the equity shareholder Number of shares
Embassy Property Developments Private Limited 63,095,240
SG Infralands Private Limited 43,600,000
SG Devbuild Private Limited 25,100,000
Morgan Stanley Asia (Singapore) PTE 23,356,826

31 March 2019
Name of the equity shareholder Number of shares
Jyestha Infrastructure Private Limited 49,755,973
SG Infralands Private Limited 43,600,000
SG Devbuild Private Limited 36,700,000

vi Aggregate number of shares issued for consideration other than cash


No shares have been issued for other than cash during the period of five years immediately preceding 31 March 2020.

vii Aggregate number of shares bought back


a. During the year ended 31 March 2019, 26,000,000 equity shares were bought back at an average price of ₹ 170.85 per share from the open market through stock exchanges using electronic trading
facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and all other applicable provisions, if any, of the Companies Act, 2013
and SEBI Regulation 2018 (as amended).
b During the year ended 31 March 2018, 5,796,000 equity shares were bought back at an average price of ₹ 89.76 per share from the open market through stock exchanges using electronic trading
facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and all other applicable provisions, if any, of the Companies Act, 2013
and SEBI Regulation 2018 (as amended).
c During the year ended 31 March 2017, 28,250,000 equity shares were bought back at an average price of ₹ 78.01 per share from the open market through stock exchanges using electronic trading
facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and all other applicable provisions, if any, of the Companies Act, 2013
and SEBI Regulation 2018 (as amended).

viii Shares reserved for issue under options


For details of shares reserved for issue under the Employee Stock Option Plan (ESOP) of the Holding Company, refer note 48.

B Preference share capital


31 March 2020 31 March 2019
Number Amount Number Amount
i Authorised (₹ in lakhs) (₹ in lakhs)
Preference share capital of face value of ₹ 10 each# 364,000,000 36,400.00 364,000,000 36,400.00
36,400.00 36,400.00
# Since the Holding Company has not issued preference shares, hence, other disclosures are not presented.

C Instruments entirely equity in nature


31 March 2020 31 March 2019
Number Amount Number Amount
i Authorised (₹ in lakhs) (₹ in lakhs)
0.00001% Optionally convertible redeemable preference shares of face value of ₹ 10 each 1,050,000,000 105,000.00 1,050,000,000 105,000.00
105,000.00 105,000.00

ii Issued, subscribed and fully paid up


0.00001% Optionally convertible redeemable preference shares of face value of ₹ 10 each 425,000,000 42,500.00 1,048,280,000 104,828.00
42,500.00 104,828.00

iii Reconciliation of number of optionally convertible redeemable preference shares outstanding at the beginning and at the end of the year

Balance at the beginning of the year 1,048,280,000 104,828.00 1,048,280,000 104,828


Add: Issued during the year - - - -
Less: Adjusted during the year* (623,280,000) (62,328.00) - -
Balance at the end of the year 425,000,000 42,500.00 1,048,280,000 104,828.00
* During the year, these shares were acquired by Holding Company and hence, eliminated in consolidated financial statements.

F - 119
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

iv Rights, preferences and restrictions attached to optionally convertible redeemable preference shares ("OCRPS")
0.00001% Optionally convertible redeemable preference shares of face value of ₹ 10 each fully paid up, the payment of dividend shall be on non cumulative basis. Subject to the provisions of the
Companies Act 2013, the OCRPS shall be optionally convertible, at sole discretion of the issuer company, at any time in one or more tranches within a period not exceeding 20 years from the date of
allotment at the price which shall be the face value of the equity shares of the issuer company.
Subject to the provisions of the Companies Act 2013, the OCRPS shall be redeemable, at cash, on the expiry of 20 years from the date of allotment, at the lower of either (i) an appropriate discount to
the fair value of the equity shares (on the date of such redemption) of the issuer company, assuming conversion, OR (ii) issue price of OCRPS (including securities premium, if any).

v Details of shareholders holding more than 5% share capital 31 March 2020 31 March 2019
Name of the preference shareholder Number of shares Number of shares
Indiabulls Properties Private Limited 425,000,000 425,000,000
Indiabulls Real Estate Company Private Limited - 623,280,000

vi Aggregate number of preference shares issued for consideration other than cash
No preference shares have been issued for consideration other than cash during the period of five years immediately preceding 31 March 2020.

vii Aggregate number of preference shares bought back


No preference shares have been bought back during the period of five years immediately preceding 31 March 2020.

31 March 2020 31 March 2019


(₹ in lakhs) (₹ in lakhs)
Note - 22
Other equity
Reserves and surplus
General reserve 53,312.65 53,312.65
Capital reserve 27,720.50 27,720.50
Debenture redemption reserve 32,375.04 32,375.04
Capital redemption reserve 2,200.92 2,200.92
Share options outstanding account 814.85 2,113.86
Securities premium 538,361.07 534,903.32
Retained earnings (327,942.04) (342,249.63)
Other comprehensive income
Fair valuation of equity instruments (31,520.36) (28,262.11)
Net investment hedge reserve - 2,577.99
Foreign currency translation reserve 8,879.61 1,305.86
304,202.24 285,998.40
Nature and purpose of other reserves
General reserve
The Holding Company is required to create a general reserve out of the profits when the Company declares dividend to shareholders.

Capital reserve
The Holding Company has issued share warrants in the earlier years. This reserve is created on account of forfeiture of share application money received on account of issuance of share warrants as
share warrants holders did not exercise their rights.

Debenture redemption reserve


The Holding Company and its subsidiaries (wherever debenture balances are outstanding) are required to create a debenture redemption reserve out of the profits which are available for redemption of
debentures.

Capital redemption reserve


The same has been created in accordance with provisions of the Companies Act, 2013 for the buy back of equity shares from the market.

Share options outstanding account


The reserve is used to recognized the expense related to stock options issued to employees under Holding Company's employee stock option plans.

Securities premium
Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with provisions of the Companies Act, 2013.

Retained earnings
Retained earnings is used to record balance of statement of profit and loss.

31 March 2020 31 March 2019


Note - 23 (₹ in lakhs) (₹ in lakhs)
A Borrowings - non-current
Secured loans
Debentures
Non-convertible debentures 97,942.85 173,185.96
Less: current maturities of non-current borrowings (refer note 28) (51,741.34) (72,358.36)
46,201.51 100,827.60
Bonds
Non-convertible bonds 34,192.33 -
Less: current maturities of long-term borrowings (refer note 28) (1,234.00) -
32,958.33 -
Term loans
From banks 137,784.63 278,741.25
Less: current maturities of non-current borrowings (refer note 28) (118,032.51) (39,037.89)
19,752.12 239,703.36
Vehicle loans
From banks - 8.37
Less: current maturities of non-current borrowings (refer note 28) - (8.37)
- -

98,911.96 340,530.96

F - 120
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

(i) Repayment terms (including current maturities) and security details for term loan from non-convertible debentures:
Security 31 March 2020 31 March 2019
Particulars Maturity date
₹ in lakhs ₹ in lakhs
1 190 Redeemable non-convertible debentures issued on 9 September 2016 for ₹ Secured by mortgage on immovable properties 8 July 2022 1,886.50 1,881.46
1,900 lakhs @ 9.85% of face value ₹ 1,000,000 each situated at Panvel & Savroli-Khalapur held and
owned by the Holding Company and its
certain subsidiary companies respectively by
way of pari-passu charge

2 250 Redeemable non-convertible debentures issued on 7 September 2016 for ₹ Secured by mortgage on immovable properties 7 July 2022 2,480.60 2,473.34
2,500 lakhs @ 9.80% of face value ₹ 1,000,000 each situated at Panvel & Savroli-Khalapur held and
owned by the Holding Company and its
certain subsidiary companies respectively by
way of pari-passu charge

3 300 Redeemable non-convertible debentures issued on 16 August 2016 for ₹ 3,000 Secured by mortgage on immovable properties 16 June 2022 2,966.42 2,953.57
lakhs @ 10.00% of face value ₹ 1,000,000 each situated at Panvel & Savroli-Khalapur held and
owned by the Holding Company and its
certain subsidiary companies respectively by
way of pari-passu charge

4 200 Redeemable non-convertible debentures issued on 18 July 2016 for ₹ 2,000 Secured by mortgage on immovable properties 18 May 2022 1,975.82 1,966.03
lakhs @ 10.00% of face value ₹ 1,000,000 each situated at Panvel & Savroli-Khalapur held and
owned by the Holding Company and its
certain subsidiary companies respectively by
way of pari-passu charge

5 250 Redeemable non-convertible debentures issued on 12 July 2016 for ₹ 2,500 Secured by mortgage on immovable properties 12 May 2022 2,469.78 2,457.53
lakhs @ 10.00% of face value ₹ 1,000,000 each situated at Panvel & Savroli-Khalapur held and
owned by the Holding Company and its
certain subsidiary companies respectively by
way of pari-passu charge

6 150 Redeemable non-convertible debentures issued on 8 July 2016 for ₹ 1,500 Secured by mortgage on immovable properties 6 May 2022 1,481.87 1,474.52
lakhs @ 10.00% of face value ₹ 1,000,000 each situated at Panvel & Savroli-Khalapur held and
owned by the Holding Company and its
certain subsidiary companies respectively by
way of pari-passu charge

7 160 Redeemable non-convertible debentures issued on 8 July 2016 for ₹ 1,600 Secured by mortgage on immovable properties 6 May 2022 1,580.66 1,572.82
lakhs @ 10.00% of face value ₹ 1,000,000 each situated at Panvel & Savroli-Khalapur held and
owned by the Holding Company and its
certain subsidiary companies respectively by
way of pari-passu charge

8 750 Redeemable non-convertible debentures issued on 29 June 2016 for ₹ 7,500 Secured by mortgage on immovable properties 29 April 2022 7,406.01 7,367.55
lakhs @ 10.00% of face value ₹ 1,000,000 each situated at Panvel & Savroli-Khalapur held and
owned by the Holding Company and its
certain subsidiary companies respectively by
way of pari-passu charge

9 4,800 Redeemable non-convertible debentures issued on 27 June 2018 for ₹ 48,000 Mortgage on immovable properties situated at 25 June 2021 47,773.47 47,465.26
lakhs @ 9.50% of face value ₹ 1,000,000 each Gurugram held and owned by the Holding and
Company and its certain subsidiary companies 26 June 2020
by way of pari-passu charge

10 100 Redeemable non-convertible debentures issued on 18 March 2016 for ₹ 1,000 Mortgage on immovable properties situated at 18 March 2021 993.06 986.60
lakhs @ 10.75% of face value ₹ 1,000,000 each Panvel and Savroli held and owned by the
Holding Company and its certain subsidiary
companies by way of pari-passu charge

11 200 Redeemable non-convertible debentures issued on 18 March 2016 for ₹ 2,000 Mortgage on immovable properties situated at 18 March 2021 1,979.07 1,959.64
lakhs @ 10.75% of face value ₹ 1,000,000 each Panvel and Savroli held and owned by the
Holding Company and its certain subsidiary
companies by way of pari-passu charge

12 150 Redeemable non-convertible debentures issued on 21 August 2015 for ₹ 1,500 Secured by mortgage on immovable properties 21 August 2020 - 1,477.53
lakhs @ 11.50% of face value ₹ 1,000,000 each situated at Panvel and Savroli held and owned
by the Holding Company and its certain
subsidiary companies by way of pari-passu

13 200 Redeemable non-convertible debentures issued on 21 August 2015 for ₹ 2,000 Secured by mortgage on immovable properties 21 August 2020 - 1,983.82
lakhs @ 11.50% of face value ₹ 1,000,000 each situated at Panvel and Savroli held and owned
by the Holding Company's and its certain
subsidiary companies by way of pari-passu
charge

14 5,000 Redeemable non-convertible debentures issued on 29 June 2017 for ₹ 50,000 Secured by mortgage on immovable properties 29 June 2020 24,949.59 49,666.29
lakhs @ 9.00% of face value ₹ 1,000,000 each situated at Gurugram and Savroli held and and
owned by the Holding Company and its 28 June 2019
certain subsidiary companies by way of pari-
passu charge

F - 121
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Security 31 March 2020 31 March 2019


Particulars Maturity date
₹ in lakhs ₹ in lakhs
15 250 Redeemable non-convertible debentures issued on 27 September 2018 for ₹ Secured by mortgage on immovable properties 28 September 2019 - 2,500.00
2,500 lakhs @ 10.25% of face value ₹ 1,000,000 each situated at Mule-Alibaug held and owned by
the Holding Company's and its certain
subsidiary companies by way of pari-passu
charge

16 9,000 Redeemable non-convertible debentures issued on 6 June 2014 for ₹ 90,000 Secured by mortgage on immovable properties 6 June 2019 and - 45,000.00
lakhs @ 11.10% of face value ₹ 1,000,000 each ** situated at Gurugram, Panvel, Chennai, Savroli 6 June 2018
and Chawne held and owned by the Holding
Company and its certain subsidiary companies

** These non-convertible debentures are listed on Wholesale Debt Market (WDM) segment of National Stock Exchange of India Limited and remaining non-convertible debentures are listed on Wholesale Debt Market (WDM)
segment of BSE Limited.

(ii) Repayment terms (including current maturities) and security details for non-convertible bonds :
Particulars Maturity date Security details 31 March 2020 31 March 2019
(₹ in lakhs) (₹ in lakhs)
Redeemable non-convertible bonds issued on 31 December 2019 by as subsidiary Repayable in 35 monthly installments of ₹ Refer note 1 Below 34,192.33 -
company for ₹ 35,000.00 lakhs of face value ₹ 10 lakhs each.^^ This carries 135.00 lakhs starting on 31 January 2020 and
interest rate of 10.85%. bullet payment of ₹ 30,275.00 lakhs at the end
of 36 months.

^^ These non-convertible bonds are listed on the Wholesale Debt Market segment of BSE Limited.
Note 1
Details of security offered by such subsidiary company:
(i) First ranking and exclusive mortgage on the -
a) Unsold units of the project;
b) Chargeable receivables and the insurance policies;
c) Chargeable account assets;
d) Inter-corporate deposits (current loans);
e) Floor space index (FSI), balance TDR/Fungible FSI to be consumed on the project, and other rights, title, benefit and interest arising out of or loaded over/ in respect of the project property, both
present and future, pursuant to or in connection with the construction and development of the project;
f) Present and future fixed movable assets of the Company pertaining to the Project; and
g) All present and future current assets of the said subsidiary company pertaining to the Project, including without limitation the subsidiary company‟s cash in hand, stocks, raw materials, book debts,
inventories, claims, bills, outstanding monies receivables, all investments, other receivables of the subsidiary company;
(collectively called the “Company Mortgaged Properties”);
(ii) First ranking and exclusive mortgage on the subsidiary company's additional mortgage properties;
(iii) First ranking and exclusive charge by way of hypothecation on Indiabulls Distribution Services Limited ('IDSL') hypothecated properties (i.e. all right, title, benefits, claims and demands, present
and future, whatsoever of IDSL, in, to, under or in respect of, the IDSL subordinated debt and the IDSL transaction documents; and IDSL trade receivables); however these properties have been
cancelled in the month of March 2020;
(iv) First ranking and exclusive charge by way of hypothecation on corporate guarantor (Holding Company) subordinated debt hypothecated properties; and
(v) First ranking and exclusive pledge over the equity shares and other securities of the said subsidiary company constituting 100% of the total issued and paid up share capital of the subsidiary
company along with voting rights (on a fully diluted basis), but excluding 6 equity shares held by nominees of the corporate guarantor ('pledged securities').

(iii) Repayment terms (including current maturities) and security details for term loan from banks:
(a) During the year ended 31 March 2020, the Holding Company has availed term loan of ₹ 10,400.00 lakhs from RBL Bank Limited and interest payable monthly, secured by exclusive charge by way of
registered mortgage over 19 identified unsold properties in Tower - A of the project "BLU Estate and Club" (project in one of the subsidiary company) along with proportionate undivided share of
land, common area, common amenities and car parks pertaining to said properties. The loan is repayable in 12 equal monthly installments post the principal moratorium period of 6 months. The rate
of interest as on 31 March 2020 is 11.50% p.a. (RBL Bank's MCLR plus spread). The outstanding balance as at 31 March 2020 is ₹ 7,715.63 lakhs (31 March 2019: ₹ Nil).

(b) During the year ended 31 March 2019, the Holding Company has availed term loan of ₹ 100,000.00 lakhs from Yes Bank Limited and interest payable monthly, secured by first pari passu charge by
way of equitable mortgage on immovable properties located at various locations and owned by certain subsidiary companies. The loan is repayable in three installments at 30%, 35% and 35% at the
end of 21st month, 24th month and 27th month from the date of first disbursement. The rate of interest as on 31 March 2020 is 10.90% p.a. (Yes Bank's MCLR plus spread). The outstanding balance
as at 31 March 2020 is ₹ 99,350.46 lakhs (31 March 2019: ₹ 98,349.92).

`(c) During the year ended 31 March 2018, the Holding Company has availed term loan of ₹ 10,000.00 lakhs from RBL Bank Limited and interest payable monthly, secured by first pari passu charge by
way of equitable mortgage on immovable properties located at Savroli and owned by certain subsidiary companies. The loan is repayable in three installments at 20%, 30% and 50% at the end of one
year, two year and three year from the date of disbursement. The rate of interest as on 31 March 2020 is 11.35% p.a. (RBL Bank's overnight MCLR). The outstanding balance as at 31 March 2020 is ₹
4,987.05 lakhs (31 March 2019: ₹ 7,961.72 lakhs).
(d) During the year ended 31 March 2018, the Holding Company has availed term loan of ₹ 5,000.00 lakhs from RBL Bank Limited and interest payable monthly, secured by exclusive charge by way of
equitable mortgage on immovable properties located at Gurugram and owned by certain subsidiary companies. The loan is repayable in three installments at 20%, 30% and 50% at the end of one year,
two year and three year from the date of disbursement. The rate of interest as on 31 March 2020 is 11.35% p.a. (RBL Bank's overnight MCLR). The outstanding balance as at 31 March 2020 is ₹
2,493.68 lakhs (31 March 2019: ₹ 3,980.95 lakhs).

`(e) During the year ended 31 March 2015, the Holding Company has availed term loan of ₹ 28,000.00 lakhs from Axis Bank Limited and interest payable monthly, primarily secured by mortgage on
immovable properties situated at Savroli held and owned by the certain subsidiary companies. The loan is further secured by collateral security on immovable properties of certain subsidiary companies.
Additionally, the aforesaid term loan is also secured by way of pari-passu charge on all the project related receivables, if any, of its certain subsidiary companies. The loan is repayable in 16 equal
quarterly installments after moratorium period of two years from date of first disbursement. The rate of interest as on 31 March 2020 is 9.55% p.a. (Axis Bank's six month MCLR plus spread). The
outstanding balance as at 31 March 2020 is ₹ 3,485.69 lakhs (31 March 2019: ₹ 10,403.44 lakhs).

(f) During the financial year ended 31 March 2017, one of the subsidiary company have availed ₹ 10,000.00 lakhs term loan from Ratnakar Bank limited secured against immovable properties both present
and future, exclusive and/or Pari passu mortgage/assignment by way of security of all rights, title, interest, claims, benefits and demands under the project documents. Loan was further secured by
irrevocable and repayable in 6 fixed half yearly installments from the date of disbursement. The outstanding balance as at 31 March 2020 is ₹ Nil lakhs (31 March 2019 ₹ 3,326.31 lakhs)

(g) During the year ended 31 March 2019, one of the subsidiary company entered into borrowing arrangement to finance the construction and development of the real estate project by signing a
construction term loan arrangement with Indusind Bank Limited ("IndusInd") for ₹ 20,000.00 lakh as per under mentioned table. The rate of interest as on 31 March 2020 is 9.80% p.a.(31 March 2019
is 9.80% p.a.)
(` in lakhs)
Particulars# Year Sanction Drawdown Outstanding
Indusind Bank 31 March 2020 20,000.00 20,000.00 19,752.12
31 March 2019 20,000.00 20,000.00 20,000.00

# The Loan are secured by Pari-passu charge (along with Bank of India) by way of registered mortgage of all buildings & structures, title and rights of the borrower for residential project "Indiabulls
Greens and Park" having saleable area of 87,31,226 sq.ft. First pari passu charge (along with bank of India) by way of hypothecation on the project sold & unsold receivables for the residential project
"Indiabulls Green and Park" having saleable area of 87,31,226 sq.ft. and the borrower will continue, establish and maintain an escrow account with bank of India till repayment of their facility. Term
Loan of ₹ 20,000.00 Lakh shall be repayable in 8 structured quarterly instalments starting from the end of 33 months from the date of disbursement of loan.

F - 122
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020
(h) During the year ended 31 March 2018, one of the subsidiary company entered into borrowing arrangement to finance the construction and development of the real estate project by signing a
construction Term Loan arrangement with Bank of India Limited ("BOI") for ₹ 50,000.00 lakh as per under mentioned table. The rate of interest as on 31 March 2020 is 9.50% p.a. (31 March 2019 is
9.15% p.a.)

(` in lakhs)
Particulars# Year Sanction Drawdown Outstanding
Bank of India 31 March 2020 - - -
31 March 2019 50,000.00 30,000.00 20,142.67

# The Loan are secured by Pari-passu first charge on all the present and future movable fixed assets and immovable property of the project in proportion to the unsold area of 12.85 Lakh square feet
(as on 14 September 2017) together with the saleable FSI and present/future transferable development right to be constructed on all that pieces and parcels of land. Pari-passu first charge by way of
hypothecation of all current assets of the project. Pari-passu first charge/assignment of all revenues receivables and escrow account of the project to be maintained with the Bank. Assignment
/Agreement to assign by way of charge in favor of security trustee, all the rights, titles, benefit and interest of the project from all contract, Insurance, licenses in, to, and under all assets of the project
and project documents (including but not limited to the right to use agreement, etc.). Term Loan of ₹ 30,000.00 lakhs shall repayable in 12 structured instalments from the last day of the quarter from
the disbursement of loan. The same has been repaid in its entirety during the year.

(i) During the year ended 31 March 2018, one of the subsidiary company has availed ₹ 10,000.00 lakhs term loan from Ratnakar Bank limited secured against immovable properties both present and
future, exclusive and/or pari passu mortgage/assignment by way of security of all rights, title, interest, claims, benefits and demands under the project (One Indiabulls Commercial, sector 104,
Gurugram) documents. Loan repayable in 9 fixed quarterly installments from the date of disbursement. The rate of interest as on 31 March 2019 was 11.00% p.a. The outstanding balance as at 31
March 2020 is ₹ Nil (31 March 2019 ₹ 8,928.57 lakhs) as subsidiary company is sold off during the year.

(j) During the year ended 31 March 2019, one of the subsidiary company had availed GBP 200 million secured term loan from Bank of Baroda/Canara bank to refinance existing indebtness in respect of
22 and 23 Hanover Square, London. The repayment was due on 31 December 2021. The rate of interest for the year ending 31 March 2020 was LIBOR plus 3% margin (31 March 2019 was LIBOR
plus 3% margin). The outstanding balance as at 31 March 2020 is ₹ Nil (31 March 2019 ₹ 50,909.92 lakhs) as subsidiary company is sold off during the year .

(k) During the year ended 31 March 2019, one of the subsidiary company had availed GBP 625 million secured term loan from starwood European finance partners limited to refinance existing indebtness
in respect of 22 and 23 Hanover Square, London. The repayment was due on 31 December 2021. The rate of interest as on 31 March 2019 was 8.50% Margin. The outstanding balance as at 31 March
2020 is ₹ Nil (31 March 2019 ₹ 54,737.74 lakhs) as subsidiary company is sold off during the year .

(iv) Repayment terms (including current maturities) and security details for vehicle loans:
During the year ended 31 March 2015, the Company has availed vehicle loan of ₹ 60.00 lakhs from Axis Bank Limited and interest payable monthly, secured by way of hypothecation on vehicle
purchased. These loan is repayable in 60 equated monthly installments starting from 15 November 2014. The outstanding balance as at 31 March 2020 is ₹ Nil (31 March 2019: ₹ 8.37 lakhs).

31 March 2020 31 March 2019


(₹ in lakhs) (₹ in lakhs)
B Borrowings - current
Unsecured loans
Commercial paper*
Subscribed by banks - 5,000.00
Subscribed by others - 96,500.00
- 101,500.00

*Maximum balance outstanding during the year is ₹ 101,500.00 lakhs (31 March 2019: ₹ 120,000.00 lakhs).

Note - 24
A Lease liabilities - non-current
Lease liabilities (Refer note 43) 2,376.02 -
2,376.02 -

B Lease liabilities - current


Lease liabilities (Refer note 43) 1,414.06 -
1,414.06 -

Note - 25
A Trade payables - non current

Total outstanding dues of micro enterprises and small enterprises* - -


Total outstanding dues of creditors other than micro enterprises and small enterprises - 11,764.29
- 11,764.29

B Trade payables - current


(i) Total outstanding dues of micro enterprises and small enterprises* 3,716.42 4,632.57
3,716.42 4,632.57

*Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006 (“MSMED Act, 2006”) as at 31 March 2020 and 31 March 2019 :
31 March 2020 31 March 2019
Particulars
(₹ in lakhs) (₹ in lakhs)
i) the principal amount remaining unpaid to any supplier as at the end of each accounting year; 3,716.42 4,632.57
ii) Interest due thereon - -
iii) the amount of interest paid by the buyer in terms of section 16, along with the amounts of the payment made to the supplier - -
beyond the appointed day during each accounting year;
iv) the amount of interest due and payable for the period of delay in making payment (which have been paid but beyond the appointed - -
day during the year) but without adding the interest specified under this Act;
v) the amount of interest accrued and remaining unpaid at the end of each accounting year; and - -
vi) the amount of further interest remaining due and payable even in the succeeding years, until such date when the interest dues as - -
above are actually paid to the small enterprise, for the purpose of disallowance as a deductible expenditure under section 23.

The above information regarding Micro, Small and Medium Enterprises has been determined to the extent such parties have been identified on the basis of information available with the Group.

F - 123
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

31 March 2020 31 March 2019


(₹ in lakhs) (₹ in lakhs)
Note - 25 (cont'd)
B Trade payables - current
(ii) Total outstanding dues of creditors other than micro enterprises and small enterprises
Due to others 24,705.26 66,476.98
Retention money 16,306.53 18,651.32
41,011.79 85,128.30

Note - 26
A Provisions - non-current
Provision for employee benefits:
Gratuity (refer note 47) 1,162.18 1,162.18
Compensated absences (refer note 47) 410.01 429.11
1,572.19 1,591.29

B Provisions - current
Provision for claims and compensation 7,156.53 -
Provision for employee benefits:
Gratuity (refer note 47) 62.19 113.25
Compensated absences (refer note 47) 20.72 42.16
7,239.44 155.41

Note - 27
A Other non-current liabilities
Deferred revenue 10,685.41 10,822.64
Advance received for land 6,501.56 6,622.48
17,186.97 17,445.12

B Other current liabilities


Payable to statutory and government authorities 3,151.43 1,538.83
Advance from customers 324,105.59 422,062.24
Deferred revenue 188.82 137.73
Liability against development rights 5,600.00 10,275.00
Other advances# 9,000.00 6,600.00
Other liabilities 2,105.75 1,628.74
344,151.59 442,242.54

# In the current year, the balance of ` 9,000 lakhs represents advance received against the assets held for sale. In the previous year, the balance of ` 6,600 lakhs represents advance received for proposed
business transaction.

Note - 28
Other financial liabilities - current
Current maturities of long-term borrowings
Non-convertible debentures 51,741.34 72,358.36
Bonds 1,234.00 -
Term loans 118,032.51 39,037.89
Vehicle loans - 8.37
Interest accrued on borrowings 2,561.49 2,380.82
Deposits lying with solicitor against property sold - 4,192.08
Unpaid dividend on equity shares* 38.75 38.94
Security deposits from customers 84.39 82.38
Book overdraft^ 63,253.26 -
Earnest money deposit - 37,500.00
Payable for investment** 5,109.00 -
Advance refundable to customers$ 1,062.24 809.79
Expenses payable 9,076.21 9,410.38
252,193.19 165,819.01
*Not due for credit to 'Investor Education and Protection Fund'
^ Subsequent to the year-end, this has been adjusted with the loan money received on 3 April 2020 and 8 April 2020. This loan was pre-approved before the year-end.
**This is payable against purchase of an investment
$On account of cancellation of properties.

Note - 29
Redeemable preference shares
Redeemable preference shares - 45,000.00
- 45,000.00

Note : During the previous year ended 31 March 2019, one of the subsidiary company issued 0.001% Redeemable preference shares (RPS) of face value of ₹ 10 each fully paid up. The payment of
dividend shall be on non cumulative basis. Subject to the provisions of the Companies Act 2013, the RPS shall be redeemable, at sole discretion of the issuer company, at any time in one or more
tranches within a period not exceeding 20 years from the date of allotment.
In pursuant to the Scheme of Arrangement (merger), the Holding Company has acquired these redeemable preference shares amounting to ₹ 45,000.00 lakhs and accordingly eliminated in consolidated
financial statements. Refer note 58 for details.

Note - 30
Current tax liabilities (net)
Provision for income tax, net of advance tax and tax deducted at source 1,991.54 2,469.20
1,991.54 2,469.20

F - 124
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

31 March 2020 31 March 2019


(₹ in lakhs) (₹ in lakhs)
Note - 31
Revenue from operations
Revenue from real estate properties (refer note 57) 78,623.45 452,111.61
Revenue on account of settlement of existing project (refer note 62) 13,707.00 -
Revenue from real estate properties advisory and management services 1,170.83 1,919.61
Revenue from sale of land - 306.60
Rental and land lease 151.15 1,695.15
Revenue from maintenance services - 474.44
Revenue from construction contracts 20,043.77 16,586.83
Other operating income
Revenue from sale of commercial undertaking (refer note 50(iv)) 103,500.00 -
Profit on loss of control in subsidiaries and gain on fair valuation of remaining stake (refer note 51(iv)) - 13,390.02
Profit on sale of stake in joint ventures with underlying real estate business (refer note 50(ii)) 78,054.65 -
Profit on sale of stake in subsidiaries with underlying real estate business (refer note 50 and 51) 4,182.42 1,414.67
Net gain on settlement through merger scheme and fair value impact of assets held for sale (refer note 58) 21,406.90 -
Profit on sale of investments in entity carrying out real estate business 5,000.00 4,448.78
Income from advisory services 4.72 115.20
Interest income on delayed payments from customers 219.93 303.29
Service receipts and forfeiture income 1,013.60 1,622.69
327,078.42 494,388.89

Note - 32
Other income
Interest income on loans, bank deposits and others 11,390.20 4,268.30
Interest income on other amortised cost financial assets 494.39 1,457.26
Profit on sale of investments in mutual funds (net) 733.77 1,624.48
Foreign exchange gain (net) 3,498.48 -
Amortisation of derivative balance (difference between forward and spot element) 154.67 664.43
Excess provision/liabilities written back 322.77 737.19
Modification gain on de-recognition of lease contracts 13.73 -
Miscellaneous income 377.13 439.21
16,985.14 9,190.87

Note - 33
Cost of revenue
Cost of land, developed properties and others 133,804.83 202,619.70

Decrease in inventory of land and real estate properties#


Opening stock 984,886.43 1,136,118.04
Impact on inventory on account of sale of subsidiaries (228,262.79) -
Closing stock (705,635.33) (984,886.43)
50,988.31 151,231.61

184,793.14 353,851.31
#this includes impairment of inventories amounting to ₹ 13,569.67 lakhs (31 March 2019 ₹ 72,380.00 lakhs)

Note - 34
Employee benefits expense
Salaries and wages 11,100.31 13,328.89
Contribution to provident fund and other funds 124.20 67.88
Staff welfare expenses 70.58 100.34
Share based payment expense (refer note 48) 86.68 351.31
11,381.77 13,848.42

Note - 35
Finance costs
Interest expenses 47,455.65 45,966.08
Interest on lease liabilities 484.10 -
Interest on income taxes - 165.37
Other borrowing costs 176.44 300.24
48,116.19 46,431.69

Note - 36
Depreciation and amortization expense
Depreciation on property, plant and equipment 1,153.17 1,215.92
Depreciation on investment property 73.91 499.40
Depreciation on right of use assets 1,808.61 -
Amortization of intangible assets 40.51 29.24
3,076.20 1,744.56

F - 125
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

31 March 2020 31 March 2019


(₹ in lakhs) (₹ in lakhs)
Note - 37
A. Impairment losses on financial assets
Loans written off 8,395.48 -
8,395.48 -

B. Other expenses
Rent expenses 146.10 2,145.67
Rates and taxes 932.88 1,263.49
Legal and professional expenses 4,722.24 3,459.28
Amounts written off 355.46 -
Advertisement expenses 725.26 3,722.20
Electricity and water charges 102.95 250.55
Communication expenses 125.50 132.73
Director sitting fees 39.51 23.00
Insurance expenses 92.49 121.70
Printing and stationery 94.98 87.40
Traveling and conveyance expenses 1,362.00 1,867.57
Repairs and maintenance expenses
Vehicles 98.97 146.20
Buildings 379.33 461.49
Others 680.65 591.70
Security expenses 61.55 31.65
Membership and subscription fees 18.50 15.40
Loss on sale of property, plant and equipment (net) 14.07 463.75
Corporate social responsibility expenses 1,033.00 452.69
Brokerage and marketing expenses 1,699.24 1,535.73
Claims and compensations 18,992.08 5,003.32
Software expenses 18.13 13.64
Donations$ 7,500.31 1.75
Investments written off* - 115.00
Foreign exchange loss (net) 117.32 277.28
Impairment in other current assets# 1,132.77 -
Indemnity charges^ 1,654.12 -
Miscellaneous expenses 344.82 255.72
42,444.23 22,438.91

* In previous year, the amount is on account of few wholly owned subsidiaries of the Group being voluntarily dissolved and struck off from the register of companies.
# Includes amount ₹ 875.00 which pertain to provision recognised for non-recoverable/adjustable goods and services tax input credit.
$ The Group has contributed ₹ 7,500.31 lakhs (31 March 2019 ₹ nil) as political contribution via an electoral trust.
^ In the earlier years, the Holding Company had sold one of the subsidiary and the underlying agreement prescribed to indemnify the buyer for any liability arising out of all the litigation outstanding at the time of the sale. With this
background, during the current year, the Holding Company has made certain outflows which are disclosed as indemnity charges.

31 March 2020 31 March 2019


(₹ in lakhs) (₹ in lakhs)
Note - 38
Tax expenses
Current tax (including earlier years) (refer note 55) 5,032.72 412.08
Deferred tax charge 20,623.98 33,533.83
Income tax expense reported in the statement of profit and loss 25,656.70 33,945.91

The Holding Company and certain subsidiaries of the Group have elected to exercise the option permitted under section 115BAA of the Income-tax Act, 1961 as introduced by the Taxation Laws
(Amendment) Ordinance, 2019. Accordingly, the Holding Company and certain subsidiaries have re-measured its deferred tax assets/liabilities as at 31 March 2020 basis the rate prescribed in the
aforesaid section.
The major components of expected tax expense based on the domestic effective tax rate of the Group at 25.168% (most of the subsidiaries in the Group has this tax rate) and the reported tax
expense in statement of profit and loss are as follows:

Reconciliation of tax expense and the accounting profit multiplied by India's tax rate
Accounting profit before tax from continuing operations (inclusive of loss/profit from joint ventures) 45,856.55 83,978.32
Accounting profit before income tax 45,856.55 83,978.32

At statutory income tax rate of 25.17% (31 March 2019: 34.944% ) 11,541.18 29,345.38

Tax effect of amounts which are not deductible (taxable) in calculating taxable income:
Tax impact of exempted income (5,817.27) (13,030.24)
Tax impact of indexation benefit under Income Tax Act, 1961 (32,747.73) (5,116.24)
Deferred tax impact on 'Reversal of revenue and related costs as per Ind AS 115' (6,399.02) (29,911.38)
Tax impact of expenses which will never be allowed 2,010.25 504.75
Tax impact of unrecognised deferred tax on unabsorbed business and capital losses 49,947.06 49,368.96
Tax impact of earlier year items (refer note 55) 4,365.01 2.44
Others 2,757.22 2,782.23
Income tax expense 25,656.70 33,945.91

F - 126
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

31 March 2020 31 March 2019


(₹ in lakhs) (₹ in lakhs)

Note - 39
Earnings per share (EPS)

The Group's Earnings per Share ('EPS') is determined based on the net profit attributable to the shareholders' of the Holding Company. Basic earnings per share is computed using the weighted
average number of shares outstanding during the year. Diluted earnings per share is computed using the weighted average number of common and dilutive common equivalent shares outstanding
during the year including share options, except where the result would be anti-dilutive. Weighted average number of equity shares includes the impact of buy back of equity shares during the year.

The following reflects the income and share data used in the basic and diluted EPS computations:

Profit attributable to equity shareholders of the Holding Company(₹ in lakhs) 12,069.23 50,414.57

Nominal value of equity share (₹) 2.00 2.00


Total number of equity shares outstanding at the beginning of the year 450,680,289 474,674,139
Total number of equity shares outstanding at the end of the year 454,663,876 450,680,289

Weighted average number of equity shares for basic earning per share 453,834,397 456,666,283
Add: Share based options* - -
Weighted average number of equity shares adjusted for diluted earning per share 453,834,397 456,666,283

Earnings per equity share:


Basic 2.67 11.04
Diluted 2.67 11.04

*Potential equity shares are anti-dilutive in nature, hence they have not been considered for calculating weighted average number of equity shares used to compute diluted earnings per share.

(This space has been intentionally left blank)

F - 127
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Note - 40
Fair value measurement
(i) Fair value hierarchy
Financial assets and financial liabilities measured at fair value in the statement of financial position are grouped into three Levels of a fair value hierarchy. The three Levels are defined based on the observability of
significant inputs to the measurement, as follows:

Level 1: quoted prices (unadjusted) in active markets for financial instruments.


Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3: unobservable inputs for the asset or liability.

(ii) Financial assets measured at fair value – recurring fair value measurements (₹ in lakhs)
31 March 2020 Level 1 Level 2 Level 3 Total
Financial assets
Financial instruments at FVTPL
Unquoted equity instruments - - 3,171.24 3,171.24
Optionally convertible preference shares - - 317.70 317.70
Mutual funds 157.25 - - 157.25
Financial instruments at FVOCI
Quoted equity instruments 3,258.24 - - 3,258.24
Total financial assets 3,415.49 - 3,488.94 6,904.43

31 March 2019 Level 1 Level 2 Level 3 Total


Financial assets
Financial instruments at FVTPL
Unquoted equity instruments - - 3,182.27 3,182.27
Optionally convertible preference shares - - 345.96 345.96
Mutual funds 159.12 - - 159.12
Financial instruments at FVOCI
Quoted equity instruments 6,516.49 - - 6,516.49
Total financial assets 6,675.61 - 3,528.23 10,203.84

(iii) Valuation process and technique used to determine fair value


Financial assets
a) Traded (market) price basis recognised stock exchange for quoted equity instruments.
b) Use of net asset value for mutual funds on the basis of the statement received from investee party.
c) For unquoted equity instruments and optionally convertible preference shares, the Group has used adjusted net asset value method which factors fair value of assets and liabilities of investee entity with an
adjustment of factors such as lack of liquidity, time elapsed from date of investment etc.

The following table summarises the quantitative information about the significant unobservable inputs used in level 3 fair value measurements.
Fair value (₹ in lakhs) Data inputs
Significant unobservable
Particulars 31 March 31 March 31 March 31 March Sensitivity analysis
inputs
2020 2019 2020 2020
Unquoted equity instrument - adjusted net asset value 3,171.24 3,182.27 Liquidity factor 40% 40% Change of +/-1% in liquidity factor has following
method impacts -
31 March 2020
+1% loss of ₹ (31.71) lakhs
-1% gain of ₹ 31.71 lakhs
31 March 2019
+1% loss of ₹ (31.82) lakhs
-1% gain of ₹ 31.82 lakhs

Optionally convertible preference shares 317.70 345.96 Liquidity factor 40% 40% Change of +/-1% in liquidity factor has following
impacts -
31 March 2020
+1% loss of ₹ (3.18) lakhs
-1% gain of ₹ 3.18 lakhs
31 March 2019
+1% loss of ₹ (3.46) lakhs
-1% gain of ₹ 3.46 lakhs

(iv) The following table presents the changes in level 3 items for the year ended 31 March 2020 and 31 March 2019: (₹ in lakhs)
Particulars Unquoted Optionally
equity convertible
instrument preference shares

As at 1 April 2018 3,592.16 335.00


Gain recognised on account of fair valuation of investments in statement of profit and loss 141.33 10.96
Profit on sale of investments 4,448.78 -
Amount received on disposal of investments (5,000.00) -
As at 31 March 2019 3,182.27 345.96
Loss recognised on account of fair valuation of investments in statement of profit and loss (11.03) (28.26)
Profit on sale of investments 5,000.00 -
Amount received on disposal of investments (5,000.00) -
As at 31 March 2020 3,171.24 317.70

F - 128
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Note - 41
Financial risk management
i) Financial instruments by category
(₹ in lakhs)
31 March 2020 31 March 2019
FVTPL FVOCI Amortized cost FVTPL FVOCI Amortized cost
Financial assets
Investments
Equity instruments# 3,171.24 3,258.24 - 3,182.27 6,516.49 -
Optionally convertible preference shares* 317.70 - - 345.96 - -
Mutual funds* 157.25 - - 159.12 - -
Bonds - - 6,282.66 - - 6,279.67
Trade receivables - - 8,015.01 - - 26,967.50
Loans - - 90,963.50 - - 52,692.05
Cash and cash equivalents - - 4,817.43 - - 60,291.41
Other bank balances - - 32,706.21 - - 13,488.68
Security deposits - - 2,864.56 - - 3,592.91
Derivative assets - - - 3,242.41 - -
Other financial assets - - 162,021.56 - - 21,613.78
Total financial assets 3,646.19 3,258.24 307,670.93 6,929.76 6,516.49 184,926.00

(₹ in lakhs)
31 March 2020 31 March 2019
FVTPL FVOCI Amortized cost FVTPL FVOCI Amortized cost
Financial liabilities
Borrowings (including interest accrued) - - 272,481.30 - - 555,816.40
Lease liabilities - - 3,790.08 - - -
Trade payables - - 44,728.21 - - 101,525.16
Security deposits - - 84.39 - - 82.38
Redeemable preference shares - - - - - 45,000.00
Other financial liabilities - - 78,539.46 - - 51,951.19
Total financial liabilities - - 399,623.44 - - 754,375.13

* These financial assets are mandatorily measured at fair value.


# These financial assets represents investment in equity instruments designated as such upon initial recognition.

ii) Fair value of instruments measured at amortised cost (₹ in lakhs)


31 March 2020 31 March 2019
Particulars Level
Carrying value Fair value Carrying value Fair value
Financial assets
Investment in bonds Level 3 6,282.66 6,282.66 6,279.67 6,279.67
Security deposits Level 3 1,853.65 1,853.65 2,387.36 2,387.36
Other financial assets Level 3 5,292.79 5,292.79 20,680.56 20,680.56
Total financial assets 13,429.10 13,429.10 29,347.59 29,347.59
Financial liabilities
Borrowings* Level 3 98,911.96 98,911.96 340,530.96 340,530.96
Trade payables Level 3 - - 11,764.29 11,764.29
Total financial liabilities 98,911.96 98,911.96 352,295.25 352,295.25

The above disclosures is presented for non-current financial assets and non-current financial liabilities. Carrying value of current financial assets and current financial liabilities (trade receivables, cash and cash
equivalents, other bank balances, loans, other financial assets, borrowings, trade payables, other current financial liabilities and redeemable preference shares) represents the best estimate of fair value.
* This includes non-convertible redeemable debentures and non-convertible redeemable bonds issued by the Holding Company and one of the subsidiary companies respectively which are listed on stock exchange and
there is no comparable instrument having the similar terms and conditions with related security being pledged and hence the carrying value of the debentures and bonds represents the best estimate of fair value.

iii) Risk Management


The Group‟s activities expose it to market risk, liquidity risk and credit risk. The board of directors has overall responsibility for the establishment and oversight of the risk management framework. This note explains
the sources of risk which the entity is exposed to and how the entity manages the risk and the related impact in the financial statements.

(A) Credit risk


Credit risk is the risk that a counterparty fails to discharge its obligation to the Group. The Group's exposure to credit risk is influenced mainly by cash and cash equivalents, trade receivables and financial assets
measured at amortized cost. The Group continuously monitors defaults of customers and other counterparties and incorporates this information into its credit risk controls.

a) Credit risk management


i) Credit risk rating
The Group assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of financial assets.
A: Low credit risk
B: Moderate credit risk
C: High credit risk

Asset group Basis of categorisation Provision for expenses credit loss


A: Low credit risk Investments, trade receivables, cash and cash equivalents, other bank balances, 12 month expected credit loss/Life time expected
loans and other financial assets credit loss
B: High credit risk Trade receivables Life time expected credit loss or fully provided for

In respect of trade receivables, the Group recognises a provision for lifetime expected credit loss.
Based on business environment in which the Group operates, a default on a financial asset is considered when the counter party fails to make payments within the agreed time period as per contract. Loss rates reflecting
defaults are based on actual credit loss experience and considering differences between current and historical economic conditions.

Assets are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or a litigation decided against the Group. The Group continues to engage with parties whose balances
are written off and attempts to enforce repayment. Recoveries made are recognised in statement of profit and loss.

Credit risk related to cash and cash equivalents and bank deposits is managed by only accepting highly rated banks and financial institutions and diversifying bank deposits and accounts in different banks. Credit risk is
considered low because the Company deals with highly rated banks and financial institution. Loans and other financial assets measured at amortized cost includes long-term bank deposits, security deposits and other
receivables. Credit risk related to these financial assets is managed by monitoring the recoverability of such amounts continuously, while at the same time internal control system in place ensure the amounts are within
defined limits. Credit risk is considered low because the Company is in possession of the underlying asset. Further, the Company creates provision by assessing individual financial asset for expectation of any credit loss
basis 12 month expected credit loss model.

Assets under credit risk – (₹ in lakhs)


Credit rating Particulars 31 March 2020 31 March 2019
A: Low credit risk Investments, trade receivables, cash and cash equivalents, other bank balances, loans and other financial assets 307,861.22 188,360.57

C: High credit risk Trade receivables 33.04 33.04

F - 129
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

ii) Concentration of financial assets


The Group's principal business activities are development of real estate properties and rental income. Loans and other financial assets majorly represents money advanced for business purposes. The Group's exposure
to credit risk for trade receivables is presented below.
(₹ in lakhs)
Particulars 31 March 2020 31 March 2019
Real estate project receivables 8,015.01 26,022.39
Rental receivables - 945.11

b) Credit risk exposure


Provision for expected credit losses
The Group provides for 12 month expected credit losses or lifetime expected credit losses for following financial assets –

As at 31 March 2020 (₹ in lakhs)


Particulars Estimated gross Expected credit Carrying amount net of
carrying amount at losses impairment provision
default

Investments (bonds) 6,282.66 - 6,282.66


Trade receivables 8,048.05 33.04 8,015.01
Cash and cash equivalents 4,817.43 - 4,817.43
Other bank balances 32,706.21 - 32,706.21
Loans 90,963.50 - 90,963.50
Security deposit 2,864.56 - 2,864.56
Other financial assets 162,021.56 - 162,021.56

As at 31 March 2019 (₹ in lakhs)


Particulars Estimated gross Expected credit Carrying amount net of
carrying amount at losses impairment provision
default
Investments (bonds) 6,279.67 - 6,279.67
Trade receivables 27,000.54 33.04 26,967.50
Cash and cash equivalents 60,291.41 - 60,291.41
Other bank balances 13,488.68 - 13,488.68
Loans 52,692.05 - 52,692.05
Security deposit 3,592.91 - 3,592.91
Other financial assets 21,613.78 - 21,613.78

Expected credit loss for trade receivables under simplified approach


Real estate business receivables
The Group considers provision for lifetime expected credit loss. Given the nature of business operations, the Group‟s receivables from real estate business does not have any expected credit loss as transfer of legal title
of properties sold is generally passed on to the customer, once the Group receives the entire consideration and hence, these are been considered as low credit risk assets. Further, during the periods presented, the
Group has made no write-offs of receivables.

Rental business receivables


The Group considers provision for lifetime expected credit loss. Given the nature of business operations, the receivables from rental business has low credit risk as the Group holds security deposits against the
premises given on rentals. Further, historical trends indicate some shortfall between such deposits held by the Group and amounts due from customers. Hence, with the historical loss experience and forward looking
information, the Group has provided expected credit loss in relation to receivables from rental business. Further, during the periods presented, the Group has made no write-offs of receivables.

(₹ in lakhs)
Reconciliation of loss allowance Trade receivables
Loss allowance as on 1 April 2018 33.04
Allowance for expected credit loss -
Loss allowance on 31 March 2019 33.04
Allowance for expected credit loss -
Loss allowance on 31 March 2020 33.04

(B) Liquidity risk


Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group's approach to
managing liquidity is to ensure as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due.

Management monitors rolling forecasts of the Group‟s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Group takes into account the liquidity of the market in which the entity
operates.

Maturities of financial liabilities


The tables below analyse the Group's financial liabilities into relevant maturity groupings based on their contractual maturities.
(₹ in lakhs)
31 March 2020 Less than 1 year 1-2 years 2-3 years More than 3 years Total
Borrowings (including interest accrued) 173,569.34 30,120.00 68,791.96 - 272,481.30
Lease liabilities 1,918.62 2,109.40 440.91 - 4,468.93
Trade payable 44,728.21 - - - 44,728.21
Security deposits 84.39 - - - 84.39
Other financial liabilities 78,539.46 - - - 78,539.46
Total 298,840.02 32,229.40 69,232.87 - 400,302.30

(₹ in lakhs)
31 March 2019 Less than 1 year 1-2 years 2-3 years More than 3 years Total
Borrowings (including interest accrued) 215,424.61 169,187.16 133,805.68 37,398.95 555,816.40
Trade payable 89,760.87 8,571.43 2,142.86 1,050.00 101,525.16
Security deposits 82.38 - - - 82.38
Redeemable preference shares 45,000.00 - - - 45,000.00
Other financial liabilities 51,951.19 - - - 51,951.19
Total 402,219.05 177,758.59 135,948.54 38,448.95 754,375.12

F - 130
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

(C) Market risk


(i) Interest rate risk
The Group fixed rate borrowings are not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.

The Group variable rate borrowing is subject to interest rate. Below is the overall exposure of the borrowing: (₹ in lakhs)
Particulars 31 March 2020 31 March 2019
Variable rate borrowing 97,942.85 224,074.93
Fixed rate borrowing 171,976.96 329,360.65
Total borrowings 269,919.81 553,435.58

Sensitivity
Profit or loss is sensitive to higher/lower interest expense from variable rate borrowings as a result of changes in interest rates.
(₹ in lakhs)
Particulars 31 March 2020 31 March 2019
Interest rates – increase by 1% (31 March 2019 : 1%) 979.43 2,240.75
Interest rates – decrease by 1% (31 March 2019 : 1%) (979.43) (2,240.75)

(ii) Foreign exchange risk


The Group has international transactions and is exposed to foreign exchange risk arising from foreign currency transactions (imports and exports). Foreign exchange risk arises from future commercial transactions and
recognised assets and liabilities denominated in a currency that is not the Group‟s functional currency. The Group does not hedge its foreign exchange receivables/payables.

Foreign currency risk exposure: (₹ in lakhs)


Particulars Currency 31 March 2020 31 March 2019
Trade payables USD - 2.49
Trade payables EURO 10.74 -

Sensitivity
The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency denominated financial instruments.
(₹ in lakhs)
Particulars Exchange rate increase by 1% Exchange rate decrease by 1%
Currency
31 March 2020 31 March 2019 31 March 2020 31 March 2019
Trade payables USD - 0.02 - (0.02)
Trade payables EURO 0.11 - (0.11) -

(iii) Price risk


The Group exposure price risk arises from investments held and classified in the balance sheet either as fair value through other comprehensive income or at fair value through profit or loss. To manage the price risk
arising from investments, the Group diversifies its portfolio of assets.

Sensitivity
Profit or loss and equity is sensitive to higher/lower prices of instruments on the Group profit for the periods - (₹ in lakhs)
Particulars 31 March 2020 31 March 2019
Price sensitivity
Mutual fund
Price increase by (2%) - FVTPL instrument 3.15 3.18
Price decrease by (2%) - FVTPL instrument (3.15) (3.18)
Unquoted equity instruments
Price increase by (2%) - FVTPL instrument 63.42 63.65
Price decrease by (2%) - FVTPL instrument (63.42) (63.65)
Optionally convertible preference shares
Price increase by (2%) - FVTPL instrument 6.35 6.92
Price decrease by (2%) - FVTPL instrument (6.35) (6.92)
Quoted equity instruments
Price increase by (10%) - FVOCI instrument 325.82 651.65
Price increase by (10%) - FVOCI instrument (325.82) (651.65)

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F - 131
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Note - 42
(I) Revenue related disclosures
A Disaggregation of revenue
Set out below is the disaggregation of the Company‟s revenue from contracts with customers:
(₹ in lakhs)
Particulars Year Ended Year Ended
31 March 2020 31 March 2019
Revenue from contracts with customers
(i) Revenue from operations
(a) Revenue from real estate properties 78,623.45 452,111.61
(b) Revenue on account of settlement of existing project 13,707.00 -
(c) Revenue from real estate properties advisory and management services 1,170.83 1,919.61
(d) Revenue from sale of land - 306.60
(e) Revenue from maintenance services - 474.44
(f) Revenue from construction contracts (refer note F below) 20,043.77 16,586.83
(ii) Other operating income (advisory services, car parking and forfeiture income) 1,238.25 2,041.18
Total revenue covered under Ind AS 115 114,783.30 473,440.27

B Contract balances
The following table provides information about receivables and contract liabilities from contract with customers:
(₹ in lakhs)
Particulars As at As at
31 March 2020 31 March 2019
Contract liabilities
Advance from customers 324,105.59 422,062.24
Total contract liabilities 324,105.59 422,062.24

Receivables
Trade receivables 8,015.01 26,022.39
Total receivables 8,015.01 26,022.39

Contract asset is the right to consideration in exchange for goods or services transferred to the customer. Contract liability is the entity's obligation to transfer goods or
services to a customer for which the entity has received consideration from the customer in advance. Contract assets (unbilled receivables) are transferred to
receivables when the rights become unconditional and contract liabilities are recognised as and when the performance obligation is satisfied.

C Significant changes in the contract liabilities balances during the year are as follows:
(₹ in lakhs)
Particulars As at 31 March 2020 As at 31 March 2019
Contract liabilities Contract liabilities
Advances from customers Advances from customers
Opening balance 422,062.24 802,856.90
(Refunds)/additions during the year - net (7,304.44) 61,881.39
Revenue recognised during the year (90,652.21) (442,676.05)
Closing balance 324,105.59 422,062.24

D The aggregate amount of transaction price allocated to the unsatisfied performance obligations as at 31 March 2020 is ₹ 324,105.59 lakhs (31 March 2019 was ₹
422,062.24 lakhs). This balance represents the advance received from customers (gross) against real estate properties under development. The management expects to
further bill and collect the remaining balance of total consideration in the coming years. These balances will be recognised as revenue in future years as per the policy
of the Company.

E Reconciliation of revenue from sale of real estate properties and on account of settlement of existing project :

Particulars Year ended Year ended


31 March 2020 31 March 2019
Contract revenue 96,176.14 463,257.45
Adjustment for:
- Subvention cost* (3,845.69) (11,145.84)
Revenue from sale of real estate properties and on account of settlement of existing project 92,330.45 452,111.61
* Subvention cost represent the expected cash outflow under the arrangement determined basis time elapsed.

F One of the subsidiary company of the group earns revenue from construction contracts. Revenue and related expenditures in respect of short-term works contracts
that are entered into and completed during the year are accounted for on accrual basis as they are earned. Revenue and related expenditures in respect of long-term
works contracts are accounted for on the basis of „input method‟ as the performance obligations are satisfied over time. For the purpose of revenue recognition, as
part of the input method, the percentage of completion is arrived basis the cost incurred as compared the total budgeted cost for the contract. In case of cost plus
contracts, revenue is recognised as per terms of specific contract, i.e. cost incurred plus an agreed profit margin.

F - 132
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Note – 43
Lease related disclosures

(i) The group as lessee

I Disclosures related to lease for office building

The Group has leases for office building. With the exception of short-term leases and leases of low-value underlying assets, each lease is reflected on the
balance sheet as a right-of-use asset and a lease liability. Variable lease payments which do not depend on an index or a rate are excluded from the initial
measurement of the lease liability and right of use assets. The Group has presented its right-of-use assets in in the balance sheet separately from other
assets.

Each lease generally imposes a restriction that, unless there is a contractual right for the Group to sublease the asset to another party, the right-of-use
asset can only be used by the Group. Some leases contain an option to extend the lease for a further term. The Group is prohibited from selling or
pledging the underlying leased assets as security. For leases over office buildings, the Group must keep those properties in a good state of repair and
return the properties in their original condition at the end of the lease. Further, the Group is required to pay maintenance fees in accordance with the
lease contracts.

a Lease payments not included in measurement of lease liability


The expense relating to payments not included in the measurement of the lease liability is as follows:
(` in lakhs)
Particulars 31 March 2020
Short-term leases 146.10

b Total cash outflow for leases for the year ended 31 March 2020 was ` 2,072.95 lakhs.

c Total expense recognised during the year (` in lakhs)

Particulars 31 March 2020


Interest on lease liabilities 484.10
Depreciation on right of use assets 1,808.61

d Maturity of lease liabilities


The lease liabilities are secured by the related underlying assets. Future minimum lease payments were as follows:
(` in lakhs)
31 March 2020 Minimum lease payments due
Less than 1 1-2 years 2-3 years More than 3 years Total
year
Lease payments 1,918.62 2,109.40 440.91 - 4,468.93
Interest expense 504.56 62.24 112.05 - 678.85
Net present values 1,414.06 2,047.16 328.86 - 3,790.08

e Bifurcation of lease liabilities at the end of the year in current and non-current (` in lakhs)
Particulars 31 March 2020
a) Current liability (amount due within one year) 1,414.06
b) Non-current liability (amount due over one year) 2,376.02
Total lease liabilities at the end of the year 3,790.08

f Information about extension and termination options


Right of use assets Number of Range of Average Number of leases Number of leases Number of leases
leases remaining remaining lease with extension with purchase with termination
term term option option option
(in years) (in years)
Office premises 5 1.59 to 2.44 1.98 1 - 5

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F - 133
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

g Impact on transition
1 Effective 1 April 2019, the Group has adopted Ind AS 116 "Leases" and applied modified retrospective approach to all lease contracts existing as at 1
April 2019. On transition, the adoption of new standard resulted in recognition of lease liability of ` 5,339.90 lakhs and corresponding right of use asset of
` 5,566.81 lakhs (excluding the impact of prepaid balance on account of discounting of the security deposits given for such leases amounting to ` 170.91
lakhs).

2 For contracts in place as at 1 April 2019, Group has elected to apply the definition of a lease from Ind AS 17 and has not applied Ind AS 116 to
arrangements that were previously not identified as lease under Ind AS 17.

3 The Group has elected not to include initial direct costs in the measurement of the right-of-use asset for operating leases in existence at the date of initial
application of Ind AS 116, being 1 April 2019.

4 Instead of performing an impairment review on the right-of-use assets at the date of initial application, the Group has relied on its historic assessment as
to whether leases were onerous immediately before the date of initial application of Ind AS 116.

5 On transition, for leases previously accounted for as operating leases with a remaining lease term of less than 12 months and for leases of low-value assets
the Group has applied the optional exemptions to not recognise right-of-use assets but to account for the lease expense on a straightline basis over the
remaining lease term.

6 The Company has benefited from the use of hindsight for determining the lease term when considering options to extend and terminate leases.

7 On transition to Ind AS 116 the weighted average incremental borrowing rate applied to lease liabilities recognised was 10.50%.

8 The following is a reconciliation of total operating lease commitments at 31 March 2019 (as disclosed in the financial statements for the year ended 31
March 2019) to the lease liabilities recognised at 1 April 2019:

Particulars (` in lakhs)
Total operating lease commitments disclosed as at 31 March 2019 1,369.64
Other adjustments relating to lease commitment disclosures 4,925.77
Operating lease liabilities before discounting 6,295.41
Discounting impact (using incremental borrowing rate) (955.51)
Operating lease liabilities 5,339.90
Finance lease obligations under Ind AS 17 -
Total lease liabilities recognised under Ind AS 116 at 1 April 2019 5,339.90

II Disclosures related to lease for land


The Group has taken a land on long-term lease for which it has recognised right of use assets. The Group has then sub-leased the said right of use assets
under an operating lease and hence, this has been classified as investment property and measured accordingly. The Group has paid the entire
consideration for said lease arrangement and hence, there is no lease liabilities. The other relevant information for this lease arrangement is presented
below -
Right of use assets Number of Range of Average Number of leases Number of leases Number of leases
leases remaining remaining lease with extension with purchase with termination
term term option option option
(in years) (in years)
Leasehold land 2 82.75-87.00 84.88 - - 2

(ii) The group as lessor


One of the subsidiary of the group has leased out land on operating lease basis and lease rent of ` 151.15 lakhs (31 March 2019: `1,695.15 lakhs) in
respect of the same has been recognised as income in the statement of profit and loss for the year ended 31 March 2020. The minimum lease rent
receivable in respect of such lease is as under:

Particulars 31 March 2020 31 March 2019


Within one year 13.92 13.92
Later than one year but not later than five years 55.70 55.70
Later than five years 1,046.29 1,060.21

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F - 134
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Note – 44
Capital management

The Group‟s objectives when managing capital are:


 To ensure Group‟s ability to continue as a going concern, and
 To provide adequate return to shareholders

Management assesses the capital requirements in order to maintain an efficient overall financing structure. The Group
manages the capital structure and makes adjustment to it in the light of changes in economic conditions and the risk
characteristics of the underlying assets. The Group manages its capital requirements by overseeing the following ratios–

Debt equity ratio (₹ in lakhs)


31 March 2020 31 March 2019
Net debt* 226,946.14 459,099.28
Total equity 356,900.26 400,902.71
Net debt to equity ratio 0.64 1.15

* Net debt includes non-current borrowings + current borrowings + current maturities of non-current borrowings - cash
and cash equivalents (including bank deposits and other liquid securities).
The Group has access to the undrawn borrowing facilities of ₹ Nil lakhs (31 March 2019: ₹ 20,000.00 lakhs) for the year
ended 31 March 2020.

Note – 45
Related party transactions

Relationship Name of the related parties

Joint ventures  Indiabulls Properties Private Limited (from 29 March 2018


and till 25 September 2019)
 Indiabulls Real Estate Company Private Limited (from 29
March 2018 and till 25 September 2019)
 Opcore Services Limited (formerly Indiabulls Realty
Developers Limited) (from 29 March 2018 and till 25
September 2019)
 One Qube Realtors Limited (formerly Ashkit Properties
Limited) (from 28 December 2018 and till 25 September 2019)
 Yashita Buildcon Limited (from 28 December 2018 and till 25
September 2019)
 Concepts International India Private Limited (from 28
December 2018 and till 25 September 2019)

Key management personnel  Mr. Vishal Gaurishankar Damani (Joint Managing Director)
 Mr. Gurbans Singh (Joint Managing Director)

a.) Transactions with key management personnel and joint ventures


(` in lakhs)
Nature of transactions 31 March 2020 31 March 2019
Managerial remuneration
Mr. Vishal Gaurishankar Damani 285.68 364.39
Mr. Gurbans Singh 624.32 655.58

Share based payment


Mr. Vishal Gaurishankar Damani 17.78 36.80
Mr. Gurbans Singh 10.66 21.76
F - 135
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
(` in lakhs)
Nature of transactions 31 March 2020 31 March 2019

Other long-term employment benefits - leave encashment


Mr. Vishal Gaurishankar Damani 6.14 5.37
Mr. Gurbans Singh 1.59 14.22

Post-employment benefits – gratuity


Mr. Vishal Gaurishankar Damani 1.65 1.50
Mr. Gurbans Singh 0.57 0.93

Loans given/(received back) (net)


One Qube Realtors Limited (formerly Ashkit Properties Limited) (3,304.26) (11,000.00)
Yashita Buildcon Limited - (15,616.49)
Indiabulls Properties Private Limited (3,369.51) 4,344.51
Indiabulls Real Estate Company Private Limited 136.00 -

Interest income
One Qube Realtors Limited (formerly Ashkit Properties Limited) 246.29 76.02
Indiabulls Properties Private Limited 41.26 791.89
Indiabulls Real Estate Company Private Limited - 30.18

Income from administration, legal and management fee and


marketing commission
Opcore Services Limited (formerly Indiabulls Realty Developers Limited) 1,144.32 1,906.33
Yashita Buildcon Limited 26.52 13.28

Rent expenses#
Indiabulls Real Estate Company Private Limited - 1,528.08

Depreciation on right of use assets


Indiabulls Real Estate Company Private Limited 730.86 -

Interest on lease liabilities


Indiabulls Real Estate Company Private Limited 229.60 -

Maintenance expenses
Indiabulls Real Estate Company Private Limited 94.55 191.01

Electricity expenses
Indiabulls Real Estate Company Private Limited 43.98 96.14

Expenses paid on behalf of


Indiabulls Real Estate Company Private Limited - 27.10
Indiabulls Properties Private Limited - 76.37

Revenue from construction contracts (excluding taxes)


Indiabulls Properties Private Limited 7,318.26 9,725.16
Indiabulls Real Estate Company Private Limited 6,802.86 7,100.80

Corporate guarantees (settled)/given


Indiabulls Properties Private Limited (256,452.78) (38,377.53)
Indiabulls Real Estate Company Private Limited (246,909.35) 27,951.62
# Effective 1 April 2019, the Company has applied Ind AS 116 and accordingly, for leases covered under Ind AS 116, "Depreciation on
right of use asset" and "Interest on lease liabilities" has been presented as related party transactions. The related rent expense for the year is `
790.02 lakhs.
F - 136
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
b.) Statement of balances outstanding of key management personnel and joint ventures (₹ in lakhs)
Particulars of balances in respect of related party transactions 31 March 2020 31 March 2019
Advance from customers
Indiabulls Properties Private Limited - 90,791.27
Indiabulls Real Estate Company Private Limited - 29,528.68

Inter-corporate loans given


Indiabulls Properties Private Limited - 4,737.13
One Qube Realtors Limited (formerly Ashkit Properties Limited) - 3,633.45

Security deposits
Indiabulls Real Estate Company Private Limited - 1,401.43

Trade receivables
Opcore Services Limited (formerly Indiabulls Realty Developers Limited) - 574.96
Yashita Buildcon Limited - 14.34

Post-employment benefits – gratuity


Mr. Vishal Gaurishankar Damani 23.55 14.84
Mr. Gurbans Singh 53.51 19.03

Post-employment benefits – leave encashment


Mr. Vishal Gaurishankar Damani 16.49 17.41
Mr. Gurbans Singh 19.60 51.92

Investments in equity shares


Indiabulls Properties Private Limited - 130,000.00
Indiabulls Real Estate Company Private Limited - 95,000.00
One Qube Realtors Limited (formerly Ashkit Properties Limited) - 3,416.08
Yashita Buildcon Limited - 5.00

Other receivables
Indiabulls Real Company Private Limited - 0.93
Indiabulls Properties Private Limited - 0.93

Investments in compulsorily convertible debentures


Yashita Buildcon Limited - 6.41

Optionally convertible preference shares issued


Indiabulls Properties Private Limited - 42,500.00
Indiabulls Real Estate Company Private Limited - 62,328.00

Corporate guarantees given


Indiabulls Real Estate Company Private Limited - 246,909.35
Indiabulls Properties Private Limited - 256,452.78

Note – 46
Contingent liabilities and commitments
A) Summary of contingent liabilities

i. Corporate guarantee issued by Holding Company on behalf of joint ventures amounting to ₹ Nil lakhs (31 March
2019: ₹ 503,362.13 lakhs).

ii. Corporate guarantee issued by Holding Company on behalf of other entities amounting to ₹ 5,084.06 lakhs (31
March 2019: ₹ Nil lakhs).

F - 137
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
iii. Contingent liabilities in respect of income-tax demands for which appeals have been filed ₹ 12,617.09 lakhs (31
March 2019: ₹ 9,032.96 lakhs)

iv. Contingent liabilities in respect of income-tax demands for others ₹ 698.28 lakhs (31 March 2019: ₹ Nil lakhs)

v. Contingent liabilities in respect of indirect tax cases demand for which appeals have been filed ₹ 4,289.09 lakhs (31
March 2019: ₹ 3,175.81 lakhs)

vi. The Group has certain litigations involving customers. Management believes that these claims may be payable as and
when the outcome of matters are finally determined. Based on past trends and internal legal analysis, the management
believes that no material liability will devolve on the Group in respect of these litigations.

B) Commitments

i. Letter of credit issued amounting to ₹ Nil lakhs (31 March 2019: ₹ 5,124.07 lakhs)

ii. The Holding Company had given Sponsors Support Undertaking (“SSU”) to fund the required equity and any
shortfall in means of finance by subscription to the shares of RattanIndia Power Limited, a company together
promoted by Rattan India Infrastructure Limited and RR Infra Land Private Limited, for term loan facility sanctioned
to RattanIndia Power Limited (“RPL”) in the event of inability of RPL to arrange the required equity support for
Amravati Power Project Phase II. Under the SSU, the Holding Company had also guaranteed to meet RPL‟s debt
obligations in respect of Amravati Power Project Phase II in the event coal linkage for the project is
cancelled/deferred and RPL fails to make any alternate arrangement of required coal six months prior to the
scheduled commercial operation date of unit I of Amravati Power Project Phase II. Pursuant to the demerger of the
power business from the Holding Company vide order dated 17 October 2011 passed by the Hon‟ble Delhi High
Court in Company Petition No 295 of 2011, all the liabilities and obligations of the Holding Company in relation to
the power business stood transferred and vested into RattanIndia Infrastructure Limited. Furthermore, the promoters
of RPL have subsequently undertaken not to drawdown any funds from such debt facilities with respect to Amravati
Power Project Phase II.

Note – 47
Employee benefits

Defined contribution plan

The Group has made ₹ 124.20 lakhs (31 March 2019 - ₹ 67.88 lakhs) contribution in respect of provident fund and other
funds.

Defined Benefit Plan


The Group has the following Defined Benefit Plans:
 Compensated absences (Unfunded)
 Gratuity (Unfunded)

Risks associated with plan provisions


Discount rate risk Reduction in discount rate in subsequent valuations can increase the plan‟s liability.
Mortality risk Actual death & liability cases proving lower or higher than assumed in the valuation
can impact the liabilities.
Salary risk Actual salary increase will increase the Plan‟s liability. Increase in salary increase rate
assumption in future valuations will also increase the liability.
Withdrawal risk Actual withdrawals proving higher or lower than assumed withdrawals and change
of withdrawal rates at subsequent valuations can impact Plan‟s liability.

F - 138
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Compensated absences
The leave obligations cover the Group's liability for permitted leaves. The amount of provision of ₹ 20.72 lakhs (31
March 2019 - ₹ 42.16 lakhs) is presented as current, since the Group does not have an unconditional right to defer
settlement for any of these obligations. However, based on past experience, the Group does not expect all employees to
take the full amount of accrued leave or require payment within the next 12 months, therefore based on the independent
actuarial report, only a certain amount of provision has been presented as current and remaining as non-current. The
weighted average duration of the defined benefit obligation is in the range of 14.35 to 17.21 years (31 March 2019: 13.02
to 20.84 years).

Actuarial loss on obligation: (₹ in lakhs)


Particulars 31 March 2020 31 March 2019
Actuarial loss on arising from change in demographic assumption 6.01 -
Actuarial (gain)/loss on arising from change in financial assumptions (30.77) 23.84
Actuarial gain on arising from change in experience adjustment (108.92) (36.33)
Total (133.68) (12.49)

Amount recognised in the statement of profit and loss is as under: (₹ in lakhs)


31 March 2020 31 March 2019
Service cost 67.27 85.12
Net interest cost 35.71 20.88
Actuarial gain for the year (133.68) (12.50)
Expense recognized in the statement of profit and loss (30.70) 93.50

Movement in the liability recognized in the balance sheet is as under: (₹ in lakhs)


31 March 2020 31 March 2019
Present value of defined benefit obligation at the beginning of the year 471.27 273.58
Adjustment on account of disposal/acquisition of entities - 104.18
Service cost 67.27 85.12
Net interest cost 35.71 20.88
Actuarial gain for the year (133.68) (12.49)
Benefits paid (9.84) -
Present value of defined benefit obligation at the end of the year 430.73 471.27

Bifurcation of projected benefit obligation at the end of the year in current and non-current (₹ in lakhs)
Particulars 31 March 2020 31 March 2019
a) Current liability (amount due within one year) 20.72 42.16
b) Non - current liability (amount due over one year) 410.01 429.11
Total projected benefit obligation at the end of the year 430.73 471.27

For determination of the liability of the Group, the following actuarial assumptions were used:
Particulars Compensated absences
31 March 2020 31 March 2019
Discount rate 6.99% 7.71%
Salary escalation rate 5.50% 5.50%
Indian Assured
Indian Assured
Lives Mortality
Mortality table Lives Mortality
100% of (2006 -
(2012 -14)
08)

As the Group does not have any plan assets for compensated absences, the movement of present value of defined benefit
obligation and fair value of plan assets has not been presented.

F - 139
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020

These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount
factors are determined close to each year-end by reference to government bonds of relevant economic markets and that
have terms to maturity approximating to the terms of the related obligation. Other assumptions are based on
management‟s historical experience.

Maturity plan (₹ in lakhs)


Year 31 March 2020 Year 31 March 2019
a) April 2020 – March 2021 21.13 April 2019 – March 2020 42.16
b) April 2021 – March 2022 70.39 April 2020 – March 2021 8.33
c) April 2022 – March 2023 7.68 April 2021 – March 2022 60.02
d) April 2023 – March 2024 21.65 April 2022 – March 2023 7.37
e) April 2024 – March 2025 14.08 April 2023 – March 2024 23.90
f) April 2025 – March 2026 11.25 April 2024 – March 2025 11.68
g) April 2026 onwards 591.42 April 2025 onwards 317.81

Sensitivity analysis for compensated absences (₹ in lakhs)


Particulars 31 March 2020 31 March 2019
Impact of the change in discount rate
Present value of obligation at the end of the year 430.73 471.27
a) Impact due to increase of 0.50 % (23.04) (25.08)
b) Impact due to decrease of 0.50 % 24.75 27.40
Impact of the change in salary increase
Present value of obligation at the end of the year 430.73 471.27
a) Impact due to increase of 0.50 % 25.13 27.86
b) Impact due to decrease of 0.50 % (15.84) (25.70)

Sensitivities due to mortality and withdrawal are not material and hence impact of change not calculated.

Gratuity

The Group provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in
continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/
termination is the employee‟s last drawn basic salary per month computed proportionately for 15 days‟ salary multiplied
for the number of years of service. Gratuity plan is a non-funded plan. The weighted average duration of the defined
benefit obligation is in the range of 14.35 to 17.21 years (31 March 2019: 13.02 to 20.84 years)

Actuarial (gain)/loss on obligation recognised in other comprehensive income (₹ in lakhs)


Particulars 31 March 2020 31 March 2019
Actuarial gain on arising from change in demographic assumption (0.93) -
Actuarial loss on arising from change in financial assumptions 87.53 89.26
Actuarial (gain)/loss on arising from change in experience adjustment (131.25) 169.68
Total (44.65) 258.94

Amount recognised in the statement of profit and loss is as under: (₹ in


lakhs)
31 March 2020 31 March 2019
Service cost 174.23 202.14
Net interest cost 96.59 58.54
Expense recognized in the statement of profit and loss 270.82 260.68

F - 140
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Movement in the liability recognized in the balance sheet is as under: (₹ in lakhs)
31 March 2020 31 March 2019
Present value of defined benefit obligation at the beginning of the 1,275.43 762.15
year
Service cost 174.23 202.14
Adjustment on account of disposal of entities - 103.63
Net interest cost 96.59 58.54
Actuarial loss for the year (44.65) 258.94
Benefits paid (277.23) (109.97)
Present value of defined benefit obligation at the end of the year 1,224.37 1,275.43

Bifurcation of projected benefit obligation at the end of the year in current and non-current (₹ in lakhs)
Particulars 31 March 2020 31 March 2019
a) Current liability (amount due within one year) 62.19 113.25
b) Non - current liability (amount due over one year) 1,162.18 1,162.18
Total projected benefit obligation at the end of the year 1,224.37 1,275.43

For determination of the liability of the Group, the following actuarial assumptions were used:
Particulars Gratuity
31 March 2020 31 March 2019
Discount rate 6.99% 7.71%
Salary escalation rate 5.50% 5.50%
Mortality table Indian Assured Indian Assured
Lives Mortality Lives Mortality
(2012 -14) 100% of (2006 -08)

These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount
factors are determined close to each year-end by reference to government bonds of relevant economic markets and that
have terms to maturity approximating to the terms of the related obligation. Other assumptions are based on
management‟s historical experience.

Maturity plan (₹ in lakhs)


Year 31 March 2020 Year 31 March 2019
a) April 2020 – March 2021 63.40 April 2019 – March 2020 113.25
b) April 2021 – March 2022 57.56 April 2020 – March 2021 25.05
c) April 2022 – March 2023 26.53 April 2021 – March 2022 23.21
d) April 2023 – March 2024 54.94 April 2022 – March 2023 43.71
e) April 2024 – March 2025 39.27 April 2023 – March 2024 21.23
f) April 2025 – March 2026 40.18 April 2024 – March 2025 50.05
g) April 2026 onwards 1,851.60 April 2025 onwards 998.93

Sensitivity analysis for gratuity (₹ in lakhs)


Particulars 31 March 2020 31 March 2019
Impact of the change in discount rate
Present value of obligation at the end of the year 1,224.37 1,275.43
a) Impact due to increase of 0.50 % (74.62) (73.76)
b) Impact due to decrease of 0.50 % 81.76 80.85
Impact of the change in salary increase
Present value of obligation at the end of the year 1,224.37 1275.43
a) Impact due to increase of 0.50 % 82.07 82.21
b) Impact due to decrease of 0.50 % (75.52) (75.58)
Sensitivities due to mortality and withdrawal are not material and hence impact of change not calculated.

F - 141
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Note – 48
Share based payments

Indiabulls Real Estate Limited Employees Stock Options Scheme 2008 (II)
During the year ended 31 March 2009, the Holding Company established the Indiabulls Real Estate Limited Employees
Stock Options Scheme - 2008 (II) (“IBREL ESOS-II” or “Plan-II”). Under Plan II, the Holding Company issued equity
settled options to its eligible employees and of its subsidiary companies to subscribe upto 2,000,000 stock options
representing an equal number of equity shares of face value of ₹ 2 each in the Holding Company, at an exercise price of ₹
110.50 per option, being the closing market price on the National Stock Exchange of India Limited, as at 29 January
2009. The stock options so granted, shall vest in the eligible employees within 10 years beginning from 31 January 2010,
the first vesting date. The stock options granted under each of the slabs, are exercisable by the option holders within a
period of five years from the relevant vesting date.

Following is a summary of options granted under the plan:


Particulars 31 March 2020 31 March 2019
Opening balance 165,000 165,000
Granted during the year - -
Exercised during the year - -
Forfeited during the year 39,000 -
Closing balance 126,000 165,000
Vested and exercisable 126,000 165,000
Weighted average share exercised price during the year ended 31 March 2020: ₹ Nil (31 March 2019: ₹ Nil)

The fair value of the option under Plan II using the black scholes model, based on the following parameters is ₹ 62.79 per
option, as certified by an independent valuer.
Particulars Plan – II
Fair market value of option on the date of grant ₹ 62.79
Exercise price ₹ 110.50
Expected volatility 86%
Expected forfeiture percentage on each vesting date Nil
Expected option life (weighted average) 10.5 Years
Expected dividend yield 3.92%
Risk free interest rate 6.50%

The expected volatility was determined based on historical volatility data of the Holding Company's shares listed on the
National Stock Exchange of India Limited.

Indiabulls Real Estate Limited Employees Stock Options Plan 2010 (III)
During the year ended 31 March 2011, the Board of Directors and shareholders of the Holding Company have given
their consent to create, issue, offer and allot to the eligible employees of the Holding Company and its subsidiary
companies, stock options not exceeding 30,000,000 in number, representing 30,000,000 equity shares of face value of ₹2
each of the Holding Company, accordingly the Employee Stock Option Plan - 2010 (“IBREL ESOP 2010” or “Plan-
III”)) has been formed. As per the scheme exercise price will be the market price of the equity shares of the Holding
Company, being the latest available closing price, prior to the date of grant or as the case may be decided by the board of
directors or compensation committee. During the year ended 31 March 2016, board of directors of the Holding Company
at its meeting held on 26 June 2015, re-granted (original grant was of date 14 November 2015) under the “Indiabulls Real
Estate Limited Employees Stock Options Plan - 2010”, 10,500,000 stock options to eligible employees of the Holding
Company and its subsidiary companies representing an equal number of equity shares of face value of ₹ 2 each in the
Holding Company, at an exercise price of ₹ 54.50, being the closing market price of previous day on the National Stock
Exchange of India Limited. The stock options so granted, shall vest within 5 years beginning from 26 June 2016, the first
vesting date. The options vested under each of the slabs, can be exercised within a period of five years from the relevant
vesting date.

F - 142
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Following is a summary of options granted under the plan –
Particulars 31 March 2020 31 March 2019
Opening balance 6,042,950 8,049,100
Granted during the year - -
Exercised during the year 3,983,587 2,006,150
Forfeited during the year 350,575 -
Closing balance 1,708,788 6,042,950
Vested and exercisable 28,668 2,196,950
Weighted average share exercised price during the year ended 31 March 2020: ₹ 119.29 (31 March 2019: ₹ 178.24)

The fair value of the option under Plan III using the black scholes model, based on the following parameters is ₹ 34.30
per option, as certified by an independent valuer.

Particulars Plan – III


Fair market value of option on the date of grant ₹ 34.30
Exercise price ₹ 54.50
Expected volatility 89%
Expected forfeiture percentage on each vesting date Nil
Expected option life (weighted average) 8 Years
Expected dividend yield 3.45%
Risk free interest rate 8.03%

The expected volatility was determined based on historical volatility data of the Holding Company's shares listed on the
National Stock Exchange of India Limited.

Indiabulls Real Estate Limited Employees Stock Options Plan 2011 (IV)
During the year ended 31 March 2012, the board of directors and shareholders of the Holding Company have given their
consent to create, issue, offer and allot, to the eligible employees of the Holding Company and its subsidiary companies,
stock options not exceeding 15,000,000 in number, representing 15,000,000 equity shares of face value of ₹2 each, and
accordingly the Employee Stock Option Scheme 2011 (“IBREL ESOS 2011”) has been formed. As per the scheme
exercise price will be the market price of the equity shares of the Holding Company, being the latest available closing
price, prior to the date of grant or as may be decided by the board or compensation committee. However, compensation
committee of the board has not yet granted any options under IBREL ESOP 2011 Scheme.

Note – 49
Group information

Information about subsidiaries


The information about subsidiaries of the Holding Company is as follows. The below table includes the information
about step down subsidiaries as well.

Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2020 31 March 2019
Aedos Real Estate Company Limited India 100.00% 100.00%
Airmid Developers Limited India 100.00% 100.00%
Airmid Properties Limited India 100.00% 100.00%
Airmid Real Estate Limited India 100.00% 100.00%
Albasta Constructions Limited India 100.00% 100.00%
Albasta Developers Limited India 100.00% 100.00%
Albasta Infrastructure Limited India 100.00% 100.00%
Albasta Properties Limited India 100.00% 100.00%
Albasta Real Estate Limited India 100.00% 100.00%

F - 143
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2020 31 March 2019
Albina Properties Limited India 100.00% 100.00%
Albina Real Estate Limited India 100.00% 100.00%
Amadis Land Development Limited India 100.00% 100.00%
Angina Properties Limited India 100.00% 100.00%
Angles Constructions Limited India 100.00% 100.00%
Apesh Constructions Limited India 100.00% 100.00%
Apesh Properties Limited India 100.00% 100.00%
Apesh Real Estate Limited India 100.00% 100.00%
Ashkit Constructions Limited India 100.00% 100.00%
Athena Builders and Developers Limited India 100.00% 100.00%
Athena Buildwell Limited India 100.00% 100.00%
Athena Infrastructure Limited India 100.00% 100.00%
Athena Land Development Limited India 100.00% 100.00%
Aurora Builders and Developers Limited India 100.00% 100.00%
Bridget Builders and Developers Limited India 100.00% 100.00%
Catherine Builders and Developers Limited India 100.00% 100.00%
Ceres Constructions Limited India 100.00% 100.00%
Ceres Estate Limited India 100.00% 100.00%
Ceres Infrastructure Limited India 100.00% 100.00%
Ceres Land Development Limited India 100.00% 100.00%
Ceres Properties Limited India 100.00% 100.00%
Chloris Real Estate Limited India 100.00% 100.00%
Citra Developers Limited India 100.00% 100.00%
Citra Properties Limited India 100.00% 100.00%
Cobitis Buildwell Limited India 100.00% 100.00%
Cobitis Real Estate Limited India 100.00% 100.00%
Corus Real Estate Limited India 100.00% 100.00%
Devona Developers Limited India 100.00% 100.00%
Devona Infrastructure Limited India 100.00% 100.00%
Devona Properties Limited India 100.00% 100.00%
Diana Infrastructure Limited India 100.00% 100.00%
Diana Land Development Limited India 100.00% 100.00%
Edesia Constructions Limited India 100.00% 100.00%
Edesia Developers Limited India 100.00% 100.00%
Edesia Infrastructure Limited India 100.00% 100.00%
Elena Constructions Limited India 100.00% 100.00%
Elena Properties Limited India 100.00% 100.00%
Fama Builders and Developers Limited India 100.00% 100.00%
Fama Construction Limited India 100.00% 100.00%
Fama Estate Limited India 100.00% 100.00%
Fama Infrastructure Limited India 100.00% 100.00%
Fama Land Development Limited India 100.00% 100.00%
Fama Properties Limited India 100.00% 100.00%
F - 144
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2020 31 March 2019
Flora Land Development Limited India 100.00% 100.00%
Fornax Constructions Limited India 100.00% 100.00%
Fornax Real Estate Limited India 100.00% 100.00%
Galium Builders And Developers Limited India 100.00% 100.00%
Hecate Power and Land Development Limited India 100.00% 100.00%
Hermes Builders and Developers Limited India 100.00% 100.00%
Hermes Properties Limited India 100.00% 100.00%
IB Assets Limited India 100.00% 100.00%
IB Holdings Limited India 100.00% 100.00%
Indiabulls Buildcon Limited India 100.00% 100.00%
Indiabulls Commercial Assets Limited India 100.00% 100.00%
Indiabulls Commercial Estate Limited India 100.00% 100.00%
Indiabulls Commercial Properties Limited India 100.00% 100.00%
Indiabulls Commercial Properties Management Limited India 100.00% 100.00%
Indiabulls Communication Infrastructure Limited India 100.00% 100.00%
Indiabulls Constructions Limited India 100.00% 100.00%
Indiabulls Engineering Limited India 100.00% 100.00%
Indiabulls Estate Limited India 100.00% 100.00%
Indiabulls Hotel Properties Limited India 100.00% 100.00%
Indiabulls Housing and Constructions Limited India 100.00% 100.00%
Indiabulls Housing and Land Development Limited India 100.00% 100.00%
Indiabulls Housing Developers Limited India 100.00% 100.00%
Indiabulls Industrial Infrastructure Limited India 89.01% 89.01%
Indiabulls Infraestate Limited India 100.00% 100.00%
Indiabulls Infrastructure Projects Limited India 100.00% 100.00%
Indiabulls Infratech Limited India 100.00% 100.00%
Indiabulls Land Holdings Limited India 100.00% 100.00%
Indiabulls Lands Limited India 100.00% 100.00%
Indiabulls Multiplex Services Limited India 100.00% 100.00%
Indiabulls Natural Resources Limited India 100.00% 100.00%
Indiabulls Projects Limited India 100.00% 100.00%
Indiabulls Real Estate Builders Limited India 100.00% 100.00%
Indiabulls Real Estate Developers Limited India 100.00% 100.00%
Indiabulls Realty Company Limited India 100.00% 100.00%
Indiabulls Real Estate Limited - Employees Welfare Trust
India 100.00% -
(w.e.f. 19 February 2020)
Indiabulls Software Parks Limited India 100.00% 100.00%
Ivonne Infrastructure Limited India 100.00% 100.00%
Juventus Constructions Limited India 100.00% 100.00%
Juventus Estate Limited India 100.00% 100.00%
Juventus Infrastructure Limited India 100.00% 100.00%
Juventus Land Development Limited India 100.00% 100.00%
Juventus Properties Limited India 100.00% 100.00%

F - 145
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2020 31 March 2019
Kailash Buildwell Limited India 100.00% 100.00%
Kaltha Developers Limited India 100.00% 100.00%
Karakoram Buildwell Limited India 100.00% 100.00%
Karakoram Properties Limited India 100.00% 100.00%
Kenneth Builders and Developers Limited India 100.00% 100.00%
Lakisha Infrastructure Limited India 100.00% 100.00%
Lakisha Real Estate Limited (till 29 June 2019) India - 100.00%
Lavone Builders And Developers Limited India 100.00% 100.00%
Lenus Constructions Limited India 100.00% 100.00%
Lenus Infrastructure Limited India 100.00% 100.00%
Lenus Properties Limited India 100.00% 100.00%
Linnet Constructions Limited India 100.00% 100.00%
Linnet Developers Limited India 100.00% 100.00%
Linnet Infrastructure Limited India 100.00% 100.00%
Linnet Properties Limited India 100.00% 100.00%
Linnet Real Estate Limited India 100.00% 100.00%
Loon Infrastructure Limited India 100.00% 100.00%
Loon Land Development Limited (till 30 September 2019) India - 100.00%
Lorena Builders Limited India 100.00% 100.00%
Lorena Constructions Limited India 100.00% 100.00%
Lorena Developers Limited India 100.00% 100.00%
Lorena Infrastructure Limited India 100.00% 100.00%
Lorena Real Estate Limited India 100.00% 100.00%
Lorita Developers Limited India 100.00% 100.00%
Lucina Builders and Developers Limited India 100.00% 100.00%
Lucina Buildwell Limited India 100.00% 100.00%
Lucina Constructions Limited India 100.00% 100.00%
Lucina Estate Limited India 100.00% 100.00%
Lucina Land Development Limited India 100.00% 100.00%
Lucina Properties Limited India 100.00% 100.00%
Mabon Constructions Limited India 100.00% 100.00%
Mabon Infrastructure Limited India 100.00% 100.00%
Mabon Properties Limited India 100.00% 100.00%
Majesta Builders Limited India 100.00% 100.00%
Majesta Constructions Limited India 100.00% 100.00%
Majesta Developers Limited India 100.00% 100.00%
Majesta Infrastructure Limited India 100.00% 100.00%
Majesta Properties Limited India 100.00% 100.00%
Makala Infrastructure Limited India 100.00% 100.00%
Manjola Infrastructure Limited India 100.00% 100.00%
Manjola Real Estate Limited India 100.00% 100.00%
Mariana Constructions Limited India 100.00% 100.00%
Mariana Developers Limited India 100.00% 100.00%
F - 146
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2020 31 March 2019
Mariana Infrastructure Limited (till 27 December 2019) India - 100.00%
Mariana Properties Limited India 100.00% 100.00%
Mariana Real Estate Limited India 100.00% 100.00%
Milkyway Buildcon Limited India 100.00% 100.00%
Nerissa Constructions Limited India 100.00% 100.00%
Nerissa Developers Limited India 100.00% 100.00%
Nerissa Infrastructure Limited India 100.00% 100.00%
Nerissa Properties Limited India 100.00% 100.00%
Nerissa Real Estate Limited India 100.00% 100.00%
Nilgiri Buildwell Limited India 100.00% 100.00%
Nilgiri Infraestate Limited India 100.00% 100.00%
Nilgiri Infrastructure Development Limited India 100.00% 100.00%
Nilgiri Infrastructure Limited India 100.00% 100.00%
Nilgiri Infrastructure Projects Limited India 100.00% 100.00%
Nilgiri Land Development Limited India 100.00% 100.00%
Nilgiri Land Holdings Limited India 100.00% 100.00%
Nilgiri Lands Limited India 100.00% 100.00%
Nilgiri Resources Limited India 100.00% 100.00%
Noble Realtors Limited India 100.00% 100.00%
Paidia Infrastructure Limited India 100.00% 100.00%
Parmida Constructions Limited India 100.00% 100.00%
Parmida Developers Limited India 100.00% 100.00%
Parmida Properties Limited India 100.00% 100.00%
Platane Infrastructure Limited India 100.00% 100.00%
Selene Builders and Developers Limited India 100.00% 100.00%
Selene Buildwell Limited India 100.00% 100.00%
Selene Constructions Limited India 100.00% 100.00%
Selene Infrastructure Limited India 100.00% 100.00%
Selene Land Development Limited India 100.00% 100.00%
Selene Properties Limited India 100.00% 100.00%
Sentia Constructions Limited India 100.00% 100.00%
Sentia Developers Limited India 100.00% 100.00%
Sentia Infrastructure Limited India 100.00% 100.00%
Sentia Real Estate Limited India 100.00% 100.00%
Sepset Developers Limited India 100.00% 100.00%
Sepset Real Estate Limited India 100.00% 100.00%
Serida Infrastructure Limited India 100.00% 100.00%
Serida Properties Limited India 100.00% 100.00%
Serpentes Constructions Limited India 100.00% 100.00%
Shivalik Properties Limited India 100.00% 100.00%
Sophia Constructions Limited India 100.00% 100.00%
Sophia Real Estate Limited India 100.00% 100.00%
Sylvanus Properties Limited India 100.00% 100.00%
F - 147
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2020 31 March 2019
Tapir Constructions Limited India 100.00% 100.00%
Tapir Land Development Limited India 100.00% 100.00%
Tefia Land Development Limited India 100.00% 100.00%
Triton Buildwell Limited India 100.00% 100.00%
Triton Estate Limited India 100.00% 100.00%
Triton Infrastructure Limited India 100.00% 100.00%
Triton Properties Limited India 100.00% 100.00%
Varali Constructions Limited India 100.00% 100.00%
Varali Developers Limited India 100.00% 100.00%
Varali Infrastructure Limited India 100.00% 100.00%
Varali Properties Limited India 100.00% 100.00%
Varali Real Estate Limited India 100.00% 100.00%
Vindhyachal Buildwell Limited India 100.00% 100.00%
Vindhyachal Developers Limited India 100.00% 100.00%
Vindhyachal Infrastructure Limited India 100.00% 100.00%
Vindhyachal Land Development Limited India 100.00% 100.00%
Vonnie Real Estate Limited India 100.00% 100.00%
Zeus Builders And Developers Limited India 100.00% 100.00%
Zeus Buildwell Limited India 100.00% 100.00%
Zeus Estate Limited India 100.00% 100.00%
Zeus Properties Limited India 100.00% 100.00%
Arianca Limited Cyprus 100.00% 100.00%
Ariston Investments Limited Mauritius 100.00% 100.00%
Ariston Investments Sub C Limited Mauritius 100.00% 100.00%
Brenformexa Limited Cyprus 100.00% 100.00%
Century Limited (till 1 November 2019) Jersey - 100.00%
Dev Property Development Limited Isle of Man 100.00% 100.00%
Eros Limited (till 1 November 2019) Jersey - 100.00%
Foundvest Limited Cyprus 100.00% 100.00%
Grand Limited Jersey 100.00% 100.00%
Grapene Limited Cyprus 100.00% 100.00%
Indiabulls Properties Investment Trust Singapore 100.00% 100.00%
Indiabulls Property Management Trustee Pte. Limited. Singapore 100.00% 100.00%
United
IPMT Limited (till 1 November 2019) - 100.00%
Kingdom
M Holdco 1 Limited Mauritius 100.00% 100.00%
M Holdco 2 Limited Mauritius 100.00% 100.00%
M Holdco 3 Limited Mauritius 100.00% 100.00%
Navilith Holdings Limited Cyprus 100.00% 100.00%
Nesoi Limited (till 1 November 2019) Jersey - 100.00%
Rhea Limited (till 1 November 2019) Jersey - 100.00%
Shoxell Holdings Limited Cyprus 100.00% 100.00%
Titan Limited (till 1 November 2019) Jersey - 100.00%

F - 148
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Note – 50

(i) During the year ended 31 March 2020, the Holding Company has sold the entire stake in Century Limited (which
indirectly owns Hanover Square property, London) to Clivedale Overseas Limited, an entity owned by the
Promoters, for an aggregate consideration of ₹ 183,693.00 Lakhs (GBP 200 Million), based on an independent
valuation and accordingly, the Group has recognized gain on sale amounting to ₹ 2,347.33 lakhs in these
consolidated financial statements.

(ii) During the year ended 31 March 2020, the Group has sold the remaining stake in existing joint venture companies
namely Indiabulls Properties Private Limited (including its subsidiary Opcore Services Limited (formerly Indiabulls
Realty Developers Limited)) and Indiabulls Real Estate Company Private Limited (both owning assets in Mumbai)
and Yashita Buildcon Limited (including its subsidiary Concepts International India Private Limited) and One Qube
Realtors Limited (formerly Ashkit Properties Limited) (both owning assets in Gurugram) to the entities controlled
by Blackstone Group Inc. („Blackstone‟) for an aggregate consideration of ₹ 271,700.00 lakhs and accordingly, the
Group has recognized gain on sale amounting to ₹ 78,054.65 lakhs in these consolidated financial statements.

(iii) During the year, the Holding Company has executed definitive transaction agreement with entity controlled by the
Blackstone Group Inc. ('Purchaser') to divest its 100% stake in one of the subsidiary company namely Mariana
Infrastructure Limited ('Mariana'), which holds commercial asset at Gurgaon at a consideration of ₹ 13,564.93 lakhs.
As part of the said transaction, the Holding Company has divested partial stake of the Holding Company in Mariana
which has resulted in loss of control in Mariana and accordingly Mariana has been de-consolidated resulting in loss
amounting to ` 223.69 lakhs. Further, the remaining investment has also been classified as held for sale.

(iv) During the year ended 31 March 2020, Indiabulls Infraestate Limited, one of the wholly owned subsidiary
companies of the Group has entered into definitive transaction agreement and has sold one of the commercial
asset/developments at Mumbai to one of the entity controlled by the Blackstone Group Inc. („Purchaser‟) for a
consideration of ₹ 67,500.00 lakhs. Part of this consideration has been settled by transferring existing liability
pertaining to debentures of ₹ 45,815.06 lakhs. Additionally, accrued liability of ₹ 36,000.00 lakhs pertaining to
government expenses has also been extinguished in connection with this transaction. Accordingly, the Subsidiary
Company has recognized related revenue of ₹ 103,500.00 lakhs and charged off the inventory ₹ 87,287.51 lakhs in
respect of said commercial asset/development.

Note – 51

(i) During the year ended 31 March 2020, the Holding Company has sold its entire stake in one of its wholly owned
subsidiaries, namely Lakisha Real Estate Limited for an aggregate consideration of ₹ 2,079.21 lakhs and accordingly,
the Group has recognised gain on sale amounting to ₹ 3,106.06 lakhs in these consolidated financial statements for
the year ended 31 March 2020.

(ii) During the year ended 31 March 2020, the Holding Company has sold its entire stake in its wholly owned subsidiary,
Loon Land Development Limited for an aggregate consideration of ₹ 5.00 lakhs.

(iii) During the year ended 31 March 2020, the group has sold the entire stake in a subsidiary namely IPMT Limited, to
Clivedale Overseas Limited, an entity owned by the Promoters, for an aggregate consideration of GBP 1.

(iv) During the year ended 31 March 2019, the Group had divested 50% stake in two of its wholly owned subsidiaries
namely One Qube Realtors Limited (formerly Ashkit Properties Limited) and Yashita Buildcon Limited (including
Concepts International India Private Limited, a wholly owned subsidiary of Yashita Buildcon Limited), which was
acquired during the previous year) which are owning office in Udyog Vihar, Gurugram (aggregating 784,000 square
feet leasable office space) at an aggregate enterprise value of approximately ₹ 46,400.00 lakhs to the entities
controlled by The Blackstone Group LP. With this, these wholly owned subsidiaries had become joint ventures and
accordingly, the Group had recognised profit on sale of investment/fair value impact of existing stake amounting to
₹ 13,390.02 lakhs in the consolidated financial statements for year ended 31 March 2019.

F - 149
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Note – 52
Subsidiaries with material non-controlling interest (‘NCI’)

The group includes following subsidiaries, with material non-controlling interests, as mentioned below:
Description Country 31 March 2020 31 March 2019
Indiabulls Industrial Infrastructure Limited India 10.99% 10.99%

The summarised financial information of the subsidiaries before inter-group eliminations are set out below:
Indiabulls Industrial Infrastructure Limited
Balance sheet (₹ in lakhs)
Description 31 March 2020 31 March 2019
Non-current assets 14,477.71 14,863.05
Current assets 13,164.83 12,402.80
Total assets 27,642.54 27,265.85

Non-current liabilities 17,242.12 17,371.78


Current liabilities 348.20 224.38
Total liabilities 17,590.32 17,596.16

Net assets/total equity 10,052.22 9,669.69


Attributable to:
Controlling interests 8,947.48 8,606.99
Non-controlling interests 1,104.74 1,062.70

Statement of profit and loss (₹ in lakhs)


Description 31 March 2020 31 March 2019
Revenue and other income 1,226.61 1,154.87
Profit for the year 380.73 181.11
Total comprehensive income 380.67 178.24
Attributable to non-controlling interests 41.29 16.95

Cash flow information (₹ in lakhs)


Description 31 March 2020 31 March 2019
Cash used in operating activities (210.98) (293.11)
Cash flow from investing activities 210.16 291.05
Net decrease in cash and cash equivalents (0.82) (2.06)

Note – 53

Information about Joint Ventures


S.No Name of Entity Principal Country of Proportion of Proportion
activities incorporation/ ownership of ownership
principal place (%) as at 31 (%) as at 31
of business March 2020 March 2019
1 Indiabulls Real Estate Company Private Real estate India - 50.00%
Limited (from 29 March 2018 to 25 development and
September 2019) leasing
2 Indiabulls Properties Private Limited Real estate India - 50.00%
(from 29 March 2018 to 25 September development and
2019) leasing
3 Opcore Services Limited (formerly Maintenance of India - 50.00%
Indiabulls Realty Developers Limited) real estate
(from 29 March 2018 to 25 September properties
2019)
4 One Qube Realtors Limited (formerly Real estate India - 50.00%
F - 150
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
S.No Name of Entity Principal Country of Proportion of Proportion
activities incorporation/ ownership of ownership
principal place (%) as at 31 (%) as at 31
of business March 2020 March 2019
Ashkit Properties Limited) (from 28 development and
December 2018 to 25 September 2019) leasing
5 Yashita Buildcon Limited (from 28 Maintenance of India - 50.05%
December 2018 to 25 September 2019) real estate
properties
6 Concepts International India Private Real estate India - 50.05%
Limited (from 28 December 2018 to 25 development and
September 2019) leasing

Summarised financial information for joint ventures – (₹ in lakhs)


Description 31 March 2020* 31 March 2019
Share of loss including other comprehensive income in joint ventures (net) (46,419.22) (312.84)
– Material
Share of profit including other comprehensive income in joint ventures 138.27 300.74
(net) - Non-material
Total share of loss from joint ventures (including other (46,280.95) (12.09)
comprehensive income)
* Numbers are included till the date of sale of stake i.e. 25 September 2019.

The tables below provide summarised financial information for those joint ventures that are material to the Group. The
information disclosed reflects the amounts presented in the financial statements of the relevant joint ventures.

(₹ in lakhs)
Particulars Indiabulls Properties Private Indiabulls Real Estate
Limited Company Private Limited
Balance sheet 31 March 2020 31 March 2019 31 March 2020 31 March 2019
Cash and cash equivalents - 2,818.70 - 1,509.05
Other current financial and non- - 388,462.04 - 63,814.68
financial assets
Current assets (A) - 391,280.74 - 65,323.73
Non-current assets (B) - 178,414.53 - 273,645.05
Current financial liabilities (excluding - 54,392.41 - 6,846.82
trade payables and provisions)
Trade payables and provisions - 3,990.82 - 1,189.95
Other current liabilities - 161,577.04 - 1,460.86
Current liabilities (C) - 219,960.27 - 9,497.63
Non-current financial liabilities - 256,121.63 - 251,023.40
(excluding trade payables and
provisions)
Other non-current liabilities - 1,175.54 - 1,172.37
Non-current liabilities (D) - 257,297.17 - 252,195.77
Net assets (A+B-C-D) - 92,437.83 - 77,275.38

(₹ in lakhs)
Particulars Indiabulls Properties Private Indiabulls Real Estate
Limited Company Private Limited
Till 25 31 March 2019 Till 25 31 March
September 2019 September 2019 2019
F - 151
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Statement of profit and loss
Revenue 18,531.07 43,365.63 16,082.33 33,106.61
Interest income 1,675.55 283.28 2,057.70 2,097.82
Other income 291.58 34.76 94.19 254.66
Total revenue (A) 20,498.20 43,683.67 18,234.22 35,459.09
Cost of revenue 13,022.55 26,395.63 1,757.19 3,614.87
Employee benefit expense 2.00 3.57 - 0.01
Finance costs 3,711.02 8,905.67 6,719.18 15,278.49
Depreciation and amortisation 1,821.62 3,656.89 1,731.12 3,534.76
Other expense 8,447.02 16,286.04 1,320.73 1,443.38
Total expenses (B) 27,004.21 55,247.80 11,528.84 23,871.51
(Loss)/profit before tax (C = A-B) (6,506.01) (11,564.13) 6,706.00 11,587.58
Tax expense (D) 869.05 16.48 48.59 -
(Loss)/profit for the year (E = C- (7,375.06) (11,580.61) 6,656.79 11,587.58
D)
Other comprehensive income (F) (37,406.58) (333.42 ) (54,839.03) (488.97)
Total comprehensive income (44,781.64) (11,914.03) (48,182.24) 11,098.61
(E+F)
Share of (loss)/profit for the year (22,390.82) (5,957.02) (24,091.12) 5,549.31
Capital and other commitments - - - 13.03
(capital contracts remaining to be
executed)
Other information (contingent liability)
Service tax demand in excess of - 2,573.00 - -
provisions (pending in appeals)

(₹ in lakhs)
Particulars One Qube Realtors Limited Concepts International India
(formerly Ashkit Properties Private Limited
Limited)
Balance sheet 31 March 2020 31 March 2019 31 March 2020 31 March 2019
Cash and cash equivalents - 24.01 - 60.60
Other current financial and non- - 380.87 - 587.00
financial assets
Current assets (A) - 404.88 - 647.60
Non-current assets (B) - 19,844.39 - 10,082.70
Current financial liabilities (excluding - 4,275.83 - -
trade payables and provisions)
Trade payables and provisions - - - 429.08
Other current liabilities - 10.06 - 301.83
Current liabilities (C) - 4,285.89 - 730.19
Non-current financial liabilities - - - 12,309.13
(excluding trade payables and
provisions)
Other non-current liabilities - - - 467.97
Non-current liabilities (D) - - - 12,777.10
Net assets (A+B-C-D) - 15,963.38 - (2,777.71)

F - 152
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
(₹ in lakhs)
Particulars One Qube Realtors Limited Concepts International India
(formerly Ashkit Properties Private Limited
Limited)
Till 25 31 March 2019 Till 25 31 March 2019
September 2019 September 2019
Statement of profit and loss
Revenue - - 1,157.23 809.20
Other income 2.67 4.09 20.57 14.56
Total revenue (A) 2.67 4.09 1,177.80 823.76
Employee benefit expense - 0.49 - -
Finance costs - - 658.61 402.15
Depreciation and amortisation 1.37 0.70 162.89 82.49
Other expense 44.57 12.68 297.91 136.48
Total expenses (B) 45.94 13.87 1,119.49 621.12
(Loss)/profit before tax (C = A-B) (43.27) (9.78) 58.34 202.64
Tax expense (D) - 3.12
(0.13)
(110.19)
(Loss)/profit for the year (E = C-D) (43.14) (9.78) 168.58 199.52
Other comprehensive income (F) - - - -
Total comprehensive income (E+F) (43.14) (9.78) 168.53 199.52
Share of (loss)/profit for the year (21.57) (4.89) 84.29 99.76
Capital and other commitments - - - 3,776.28
(capital contracts remaining to be
executed)
Other information (contingent liability)
31 March 2020 - -
31 March 2019 The joint venture company had a -
pending litigation involving one of
its vendors. However, the
management did not expect any
unfavourable outcome resulting in
material adverse effect on the
financial statements of the joint
venture company.

Note – 54
Reconciliation of liabilities arising from financing activities pursuant to Ind AS 7 - Cash flows.

A. The changes in the Group’s liabilities arising from financing activities can be classified as follows:
(₹ lakhs)
Non-current
borrowings
Current
(including current Total
borrowings
maturities and
interest accrued)
Net debt as at 01 April 2018 582,067.94 92,500.00 674,567.94
Proceeds from current/non-current borrowings
426,887.36 423,000.00 849,887.36
(including current maturities)

F - 153
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Repayment of current/non-current borrowings
(491,717.49) (414,000.00) (905,717.43)
(including current maturities)
Non-cash movement arising on account of disposal of
(49,006.00) - (49,006.00)
subsidiaries
Non-cash movement arising on account of
(1,697.03) - (1,697.03)
amortisation of upfront fees and others
Interest expense 53,485.64 - 53,485.64
Interest paid (65,704.09) - (65,704.09)
Net debt as at 31 March 2019 454,316.39 101,500.00 555,816.39
Proceeds from current/non-current borrowings
78,498.10 101,500.00 179,998.10
(including current maturities)
Repayment of current/non-current borrowings
(114,732.70) (203,000.00) (317,732.70)
(including current maturities)
Non-cash movement arising on account of disposal of
(145,781.18) - (145,781.18)
subsidiaries
Non-cash movement arising on account of
(345.38) - (345.38)
amortisation of upfront fees and others
Interest expense 51,927.29 - 51,927.29
Interest paid (51,401.22) - (51,401.22)
Net debt as at 31 March 2020 272,481.30 - 272,481.30

B. The changes in the Group’s lease liabilities arising from financing activities can be classified as follows:
(` in lakhs)
Particulars Amount
Lease liabilities as at 1 April 2019 (current and non-current) 5,339.90
Interest on lease liabilities 484.10
Payment of lease liabilities (2,072.95)
Impact on account of termination of lease contract during the year (226.26)
Non-cash movement 265.29
Lease liabilities as at 31 March 2020 (current and non-current) 3,790.08

Note – 55

(i) During the year, the Settlement Commission passed final orders under section 245D(4) in respect of the applications
made to the Settlement Commission dated 3 October 2017. Pursuant to the orders, additional tax expense of ₹
15,072.00 lakhs (including interest of ` 7,931.10 lakhs) have been determined and recorded in the Consolidated
Financial Statements. Additionally, the Group has also booked interest expense of ₹ 385.50 lakhs due to payment of
above additional tax expense on an instalment basis.

(ii) During the year ended 31 March 2020, one of the subsidiary company of the Group has recorded a reversal of the tax
provision amounting to ₹ 2,775.89 lakhs basis the development on the income tax matters and advice of the legal
counsel.

Note – 56

During the year ended 31 March 2020, the Holding Company has set up an employees welfare trust titled “Indiabulls Real
Estate Limited – Employees Welfare Trust” (the “Trust”) to efficiently manage the current as well as any future share
based employees benefits schemes.

F - 154
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Note – 57

During the year ended 31 March 2020, Indiabulls Infraestate Limited, one of the wholly owned subsidiary companies of
the Group has recorded cancellation of multiple units in its project. The related revenue of ₹ 87,791.17 lakhs and cost of
₹ 47,073.97 lakhs have been recognised in these consolidated financial statements. These units have been cancelled based
on the terms of the agreement entered between the parties on account of non-payment of certain outstanding dues,
pertaining to those units. The refunds arising of these cancellations have been duly paid to the customers/lenders where
these units were mortgaged.

Note – 58

During the year ended 31 March 2020, the Holding Company has received the approval of the National Company Law
Tribunal („Hon‟ble NCLT‟), Principal Bench, New Delhi to the Scheme of Arrangement ('the Scheme') between
Indiabulls Real Estate Limited („petitioner/transferee company‟), India Land and Properties Limited („transferor
company‟), Indiabulls Infrastructure Limited („resulting company‟) and their respective shareholders and creditors,
pursuant to Sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The Holding Company has
filed the Scheme with Registrar of Companies („ROC‟) on 19 March 2020. Pursuant to the Scheme, the Holding
Company has acquired redeemable preference shares amounting to ₹ 45,000.00 lakhs issued by one of the wholly owned
subsidiary of the Holding Company and other assets amounting to ₹ 1,520.00 lakhs from the transferor company. The
approval of the Scheme was part of overall transaction to divest 100% stake in resulting company (owning Chennai
assets). Further, the Holding Company has also valued the remaining stake in resulting company (classified as assets held
for sale) at fair value and thus, recognising net gain on the said transaction amounting to ₹ 21,406.90 lakhs in these
consolidated financial statements.

Note – 59
Capital reserve on consolidation

The Group has reclassified capital reserve arising on consolidation amounting to ₹ 104,232.79 lakhs to retained earnings
and accordingly, restated its consolidated financial statements as at 31 March 2019 as per the principles of Ind AS 8. The
above reclassification does not have any impact on other equity balance in the consolidated financial statements.

There is no change in basic and diluted earnings per share on account of above classification.

Note – 60

Previous year figures have been regrouped/reclassified, where necessary, to confirm to this year‟s classification, as below

(₹ in lakhs)
Balance sheet 31 March 2019 Adjustments 31 March 2019
(Reported) (Reclassified)
Assets
Minimum alternative tax credit entitlement 5,967.59 (2,985.03) 2,982.56
Non-current tax assets 18,333.67 2,985.03 21,318.70

Note - 61
A. Risk management strategy
During the previous year, the Group had entered into certain forward contracts to hedge its net assets in foreign
currency. The risk being hedged was the risk of potential gain/loss due to fluctuation in foreign currency rates. The use of
forward contracts is covered by the Group‟s overall risk strategy. As per the hedging policy of the Group, hedge
effectiveness is determined at the inception of hedge relationship and through periodic prospective effectiveness
assessments to ensure that an economic relationship exists between the hedged item and hedging instrument.

F - 155
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
B. Other hedge related disclosures
(i) The maturity profile of hedging instrument is as follows: (₹ in lakhs)
Particulars Hedge effectiveness Maturity date Weighted average rate (range)
31 March 2020 N.A. N.A. N.A.
31 March 2019 Effective 24 January 2022 to 103.80 to 110.17
04 April 2022
(ii) Disclosure of effects of hedge accounting on financial performance: (₹ in lakhs)
Particulars Nominal Carrying Hedge related Amount Line item of
value amount of gains/(losses) charged to statement of
hedging recognised in statement of profit and loss
instrument OCI profit and loss where the
impact is
included
31 March 2020 - - (2,577.99) 154.67 Amortisation
of derivative
balance
(difference
between
forward and
spot element)

31 March 2019
Net investment hedge 99,908.00 3,242.41 2,577.99 664.43 Amortisation
of derivative
balance
(difference
between
forward and
spot element)

Note – 62

During the year ended 31 March 2020, the Holding Company has got a fixed consideration amounting to ₹ 13,707.00
lakhs to the Holding Company as full and final settlement against one of its projects. As a result of this, the Holding
Company has surrendered and relinquished all its rights, titles and interest of any nature in respect of the said project.
Accordingly, the Holding Company has recognized revenue of ₹ 13,707.00 lakhs and written off the carrying cost of the
inventory of ₹ 7,042.57 as cost of sales in these consolidated financial statements.

Note – 63

The Hon'ble Supreme Court India has passed a judgement dated 28 February 2019 and it was held that basic wages, for
the purpose of provident fund, to include allowances which are common for all employees. However, there is uncertainty
with respect to the applicability of the judgement and period from which the same applies. Currently, the Group has not
considered any impact in these consolidated financial statements.

Note – 64

During the year, two of the wholly owned subsidiaries of the Group has advanced an interest-bearing sum of ₹
105,141.00 lakhs to parties outside the group of which ₹ 89,755.26 lakhs is outstanding as at 31 March 2020 (inclusive of
interest on such loans amounting to ₹ 5,847.26 lakhs). Based on the terms of these loans, confirmations received by the

F - 156
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
management from these third parties and recoverability assessment done by the management, no impairment has been
considered necessary in these consolidated financial statements.

Note – 65

The outbreak of „Covid-19‟ has severely impact businesses around the world. In many countries, including India, there
has been severe disruption of regular business operations due to lock down restrictions and other emergency measures
imposed by the Government. The management has made a detailed assessment of its liquidity position, including
recoverability/carrying values of its trade receivables, business and other advances, inventory and investments as at
balance sheet date. The Group is monitoring the situation closely and will resume construction activities on the ongoing
projects in a phased manner as per the Government‟s directives. Further, the actual impact of Covid-19 pandemic on the
Group‟s financial statements remains uncertain and dependant on spread of Covid-19 and steps taken by the
Government to mitigate the economic impact and may differ from that estimated as at the date of approval of these
consolidated financial statements.

Note – 66

Acquisitions of business during the previous year ended 31 March 2019

The Group had acquired 100% stake (with voting interests) of Concept International India LLP (acquisition date 3
October 2018), Indian Limited Liability Partnership into real estate development and rental business. The acquisition was
made to enhance the Group's rental assets in Northern Region of the India. Concept International India LLP mainly had
assets pertaining to land and building with respect to its rental assets, for which consideration was paid. Further the
Group diluted its stake in Yashita Buildcon Limited and Concept International India LLP on 27 December 2018 (refer
note 51 above).

Goodwill
The goodwill does not arise on account of mentioned acquisitions. The entire surplus in purchase consideration is
absorbed by the related assets and liabilities acquired.

Contribution to the group


Concept International India LLP had contributed ₹ Nil of revenue and ₹ Nil to profit before tax since 3 October 2018 to
27 December 2018. Had the acquisition taken place at the beginning of previous year i.e. 01 April 2018, the Group's
revenue for the year ended 31 March 2019 had ₹ 522,293.37 lakhs and the profit before tax had₹ 83,978.48 lakhs.

F - 157
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Note - 67
Additional information as required by paragraph 2 of the general instructions for preparation of consolidated financial statements to Schedule III to the Companies Act, 2013.
Name of the entity Net assets i.e. total assets minus Share in profit or loss Share in other comprehensive income Share in total comprehensive income
total liabilities
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated net (₹ in lakhs) consolidated (₹ in lakhs) consolidated figures (₹ in lakhs) consolidated figures (₹ in lakhs)
assets figures
Holding Company
Indiabulls Real Estate Limited (45.38%) (161,957.33) (55.58%) (6,707.86) 12.46% (5,524.81) 37.90% (12,232.67)
Indian subsidiaries -
Sylvanus Properties Limited 8.01% 28,575.85 (31.99%) (3,861.51) (0.05%) 20.86 11.90% (3,840.65)
Lucina Land Development Limited (1.82%) (6,489.54) (171.47%) (20,695.22) (0.07%) 29.37 64.03% (20,665.85)
Athena Infrastructure Limited 4.27% 15,246.95 (93.40%) (11,273.00) 0.01% (4.73) 34.94% (11,277.72)
Selene Constructions Limited 2.05% 7,322.26 (42.91%) (5,178.44) 0.00% (0.89) 16.05% (5,179.33)
Indiabulls Infraestate Limited 38.96% 139,039.26 60.00% 7,240.97 0.01% (4.78) (22.42%) 7,236.19
Varali Properties Limited 0.57% 2,031.13 (5.77%) (696.30) 0.00% - 2.16% (696.30)
Noble Realtors Limited (0.07%) (249.79) (0.00%) (0.13) 0.00% - 0.00% (0.13)
Nilgiri Infrastructure Development Limited (0.00%) (1.93) (0.02%) (2.14) 0.00% - 0.01% (2.14)
Vindhyachal Infrastructure Limited 0.29% 1,024.53 (0.00%) (0.15) 0.00% - 0.00% (0.15)
Ceres Constructions Limited 0.10% 362.31 (0.01%) (0.97) 0.00% - 0.00% (0.97)
Shivalik Properties Limited 0.11% 375.79 (0.01%) (0.98) 0.00% - 0.00% (0.98)
Corus Real Estate Limited 0.19% 661.27 (0.00%) (0.15) 0.00% - 0.00% (0.15)
Airmid Properties Limited 0.19% 670.19 (0.01%) (0.76) 0.00% - 0.00% (0.76)
Fama Infrastructure Limited 0.04% 141.21 (0.01%) (0.74) 0.00% - 0.00% (0.74)
Chloris Real Estate Limited 0.40% 1,428.37 (0.00%) (0.51) 0.00% - 0.00% (0.51)
Albina Real Estate Limited (0.01%) (43.43) 0.44% 53.55 0.00% - (0.17%) 53.55
Devona Infrastructure Limited 0.00% 0.04 (2.45%) (295.25) 0.00% - 0.91% (295.25)
Serida Properties Limited 0.00% 0.04 (0.00%) (0.15) 0.00% - 0.00% (0.15)
Indiabulls Infratech Limited 0.00% 0.48 (0.04%) (4.45) 0.00% - 0.01% (4.45)
Indiabulls Estate Limited 3.30% 11,766.02 (21.85%) (2,637.32) 0.00% (1.11) 8.17% (2,638.42)
Indiabulls Land Holdings Limited 0.08% 297.24 (0.00%) (0.34) 0.00% - 0.00% (0.34)
Nilgiri Land Development Limited 0.07% 261.05 (0.03%) (3.42) 0.00% - 0.01% (3.42)
Indiabulls Commercial Estate Limited 0.12% 433.00 (0.00%) (0.35) 0.00% - 0.00% (0.35)
Indiabulls Engineering Limited 0.11% 383.81 (0.00%) (0.34) 0.00% - 0.00% (0.34)
Indiabulls Infrastructure Projects Limited 0.03% 105.29 (0.01%) (1.73) 0.00% - 0.01% (1.73)
Nilgiri Lands Limited 0.12% 444.44 (0.02%) (2.26) 0.00% - 0.01% (2.26)
Nilgiri Land Holdings Limited 0.27% 972.91 (0.00%) (0.34) 0.00% - 0.00% (0.34)
Nilgiri Infrastructure Limited 0.07% 265.94 (0.04%) (4.83) 0.00% - 0.01% (4.83)
Indiabulls Commercial Properties Limited 0.06% 230.80 (0.00%) (0.15) 0.00% - 0.00% (0.15)
Airmid Developers Limited 7.82% 27,895.34 0.16% 19.52 0.00% - (0.06%) 19.52
Citra Properties Limited 3.93% 14,018.93 (17.81%) (2,149.53) 0.01% (5.03) 6.68% (2,154.57)
Juventus Estate Limited 24.12% 86,069.99 19.49% 2,352.78 0.03% (14.37) (7.24%) 2,338.41
IB Holdings Limited 0.00% 0.84 (0.01%) (1.06) 0.00% - 0.00% (1.06)
Platane Infrastructure Limited (0.00%) (0.02) (0.00%) (0.18) 0.00% - 0.00% (0.18)
Ashkit Constructions Limited 0.00% 3.72 (0.00%) (0.28) 0.00% - 0.00% (0.28)
Paidia Infrastructure Limited 0.00% 4.08 (0.00%) (0.28) 0.00% - 0.00% (0.28)
Lorita Developers Limited 0.01% 34.47 0.01% 1.13 0.00% - (0.00%) 1.13
Serida Infrastructure Limited 0.00% 0.13 (0.00%) (0.18) 0.00% - 0.00% (0.18)
Vonnie Real Estate Limited 0.00% 0.25 (0.00%) (0.18) 0.00% - 0.00% (0.18)
Ib Assets Limited 0.00% 0.60 (0.00%) (0.20) 0.00% - 0.00% (0.20)
Fama Builders and Developers Limited 0.09% 304.24 (0.04%) (4.86) 0.00% - 0.02% (4.86)
Fama Construction Limited 0.24% 846.67 0.17% 20.62 0.00% - (0.06%) 20.62
Fama Estate Limited 0.38% 1,360.22 (0.00%) (0.16) 0.00% - 0.00% (0.16)
Fama Land Development Limited 0.16% 555.24 (0.01%) (1.27) 0.00% - 0.00% (1.27)
Lavone Builders and Developers Limited 0.20% 713.44 (0.02%) (2.52) 0.00% - 0.01% (2.52)
Juventus Infrastructure Limited 0.10% 343.64 (0.01%) (0.72) 0.00% - 0.00% (0.72)
Juventus Properties Limited 0.09% 322.26 (0.02%) (1.87) 0.00% - 0.01% (1.87)
Kailash Buildwell Limited 0.08% 290.78 (0.01%) (1.00) 0.00% - 0.00% (1.00)
Karakoram Buildwell Limited 0.17% 598.14 (0.00%) (0.16) 0.00% - 0.00% (0.16)
Kaltha Developers Limited 0.00% 11.59 (0.01%) (0.88) 0.00% - 0.00% (0.88)
Amadis Land Development Limited 0.11% 400.26 (0.01%) (1.02) 0.00% - 0.00% (1.02)
Karakoram Properties Limited 0.00% 16.80 (0.01%) (0.88) 0.00% - 0.00% (0.88)
Aedos Real Estate Company Limited 0.06% 228.08 (0.01%) (0.97) 0.00% - 0.00% (0.97)
Lucina Builders and Developers Limited 0.09% 323.66 (0.02%) (2.67) 0.00% - 0.01% (2.67)
Lucina Buildwell Limited 0.48% 1,703.03 (0.02%) (2.17) 0.00% - 0.01% (2.17)
Lucina Estate Limited 0.17% 589.20 (0.00%) (0.15) 0.00% - 0.00% (0.15)
Lucina Properties Limited 0.08% 286.85 (0.01%) (1.54) 0.00% - 0.00% (1.54)
Nilgiri Buildwell Limited 0.01% 37.99 (0.00%) (0.16) 0.00% - 0.00% (0.16)
Selene Buildwell Limited 0.07% 243.92 (0.00%) (0.31) 0.00% - 0.00% (0.31)
Selene Properties Limited 0.03% 120.67 (0.01%) (1.35) 0.00% - 0.00% (1.35)
Galium Builders and Developers Limited 0.02% 81.17 (0.11%) (13.28) 0.00% - 0.04% (13.28)
Triton Buildwell Limited 0.22% 788.58 (0.01%) (1.06) 0.00% - 0.00% (1.06)
Triton Infrastructure Limited 0.16% 556.29 (0.01%) (0.88) 0.00% - 0.00% (0.88)
Tefia Land Development Limited 0.02% 56.87 (0.00%) (0.16) 0.00% - 0.00% (0.16)
Varali Developers Limited 0.33% 1,188.45 (0.00%) (0.15) 0.00% - 0.00% (0.15)
Vindhyachal Developers Limited 0.06% 200.56 (0.02%) (2.25) 0.00% - 0.01% (2.25)
Vindhyachal Buildwell Limited 1.23% 4,383.60 (0.00%) (0.33) 0.00% - 0.00% (0.33)
Zeus Builders and Developers Limited 0.02% 86.73 (0.00%) (0.17) 0.00% - 0.00% (0.17)
Zeus Properties Limited 0.26% 932.38 (0.00%) (0.16) 0.00% - 0.00% (0.16)
Albasta Constructions Limited 0.00% 4.27 (0.00%) (0.38) 0.00% - 0.00% (0.38)
Angles Constructions Limited 0.00% 0.07 (0.01%) (0.75) 0.00% - 0.00% (0.75)
Albasta Developers Limited 0.00% 2.18 (0.01%) (0.77) 0.00% - 0.00% (0.77)
Albasta Infrastructure Limited 0.09% 317.78 41.19% 4,971.20 0.00% - (15.40%) 4,971.20
Albasta Real Estate Limited 0.06% 196.48 (0.00%) (0.51) 0.00% - 0.00% (0.51)

F - 158
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Note - 67 (Cont'd)
Additional information as required by paragraph 2 of the general instructions for preparation of consolidated financial statements to Schedule III to the Companies Act, 2013.
Name of the entity Net assets i.e. total assets minus Share in profit or loss Share in other comprehensive income Share in total comprehensive income
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated net (₹ in lakhs) consolidated (₹ in lakhs) consolidated figures (₹ in lakhs) consolidated figures (₹ in lakhs)
assets figures

Albasta Properties Limited 0.58% 2,074.74 (0.28%) (33.76) 0.00% - 0.10% (33.76)
Albina Properties Limited 0.78% 2,801.41 (1.29%) (156.13) 0.00% - 0.48% (156.13)
Angina Properties Limited 0.00% 0.17 (0.00%) (0.15) 0.00% - 0.00% (0.15)
Apesh Properties Limited 0.06% 223.78 (0.00%) (0.56) 0.00% - 0.00% (0.56)
Apesh Real Estate Limited 0.00% 0.16 (0.00%) (0.16) 0.00% - 0.00% (0.16)
Athena Land Development Limited 0.19% 692.19 (0.00%) (0.15) 0.00% - 0.00% (0.15)
Athena Builders and Developers Limited 0.04% 141.68 (0.01%) (1.47) 0.00% - 0.00% (1.47)
Athena Buildwell Limited 0.00% 2.92 (0.01%) (0.79) 0.00% - 0.00% (0.79)
Aurora Builders and Developers Limited 0.00% 0.00 (0.04%) (4.87) 0.00% - 0.02% (4.87)
Citra Developers Limited 0.00% 1.41 0.05% 5.66 0.00% - (0.02%) 5.66
Ceres Estate Limited (0.04%) (155.48) 12.69% 1,531.96 0.00% - (4.75%) 1,531.96
Ceres Infrastructure Limited 0.10% 356.03 (0.01%) (1.15) 0.00% - 0.00% (1.15)
Ceres Land Development Limited 0.14% 486.15 (0.01%) (0.75) 0.00% - 0.00% (0.75)
Ceres Properties Limited 0.12% 435.53 (0.01%) (1.03) 0.00% - 0.00% (1.03)
Devona Developers Limited 0.32% 1,125.85 (0.02%) (2.25) 0.00% - 0.01% (2.25)
Diana Infrastructure Limited 0.42% 1,513.72 (0.03%) (3.26) 0.00% - 0.01% (3.26)
Diana Land Development Limited 0.02% 63.10 (0.01%) (0.69) 0.00% - 0.00% (0.69)
Elena Constructions Limited 0.00% 11.52 (0.00%) (0.10) 0.00% - 0.00% (0.10)
Elena Properties Limited 0.00% 3.30 (0.00%) (0.13) 0.00% - 0.00% (0.13)
Fornax Constructions Limited 0.20% 711.09 (0.01%) (0.71) 0.00% - 0.00% (0.71)
Fama Properties Limited 0.06% 209.37 (0.03%) (3.87) 0.00% - 0.01% (3.87)
Flora Land Development Limited 0.30% 1,074.38 (0.00%) (0.15) 0.00% - 0.00% (0.15)
Fornax Real Estate Limited (0.00%) (0.09) (0.27%) (32.06) 0.00% - 0.10% (32.06)
Hermes Builders and Developers Limited 0.00% 0.09 (0.00%) (0.60) 0.00% - 0.00% (0.60)
Hermes Properties Limited 0.03% 110.33 (0.01%) (0.67) 0.00% - 0.00% (0.67)
Indiabulls Buildcon Limited (0.00%) (0.19) (0.02%) (2.60) 0.00% - 0.01% (2.60)
Makala Infrastructure Limited 2.03% 7,232.77 (0.06%) (7.02) 0.00% - 0.02% (7.02)
Indiabulls Communication Infrastructure Limited 0.00% - (0.04%) (4.23) 0.00% - 0.01% (4.23)
Indiabulls Industrial Infrastructure Limited (0.85%) (3,025.96) (5.62%) (678.02) 0.00% (0.05) 2.10% (678.07)
Indiabulls Constructions Limited (29.43%) (105,049.34) (52.32%) (6,314.63) (0.02%) 10.49 19.53% (6,304.14)
Mabon Constructions Limited 0.00% 0.30 (0.01%) (0.80) 0.00% - 0.00% (0.80)
Mabon Properties Limited 0.04% 153.13 (0.00%) (0.15) 0.00% - 0.00% (0.15)
Mabon Infrastructure Limited 0.06% 217.51 (0.01%) (1.09) 0.00% - 0.00% (1.09)
Manjola Infrastructure Limited 0.00% 0.49 (0.00%) (0.55) 0.00% - 0.00% (0.55)
Indiabulls Housing Developers Limited 0.00% 0.02 (0.04%) (4.58) 0.00% - 0.01% (4.58)
Indiabulls Housing and Land Development Limited 0.00% 0.01 (0.04%) (4.26) 0.00% - 0.01% (4.26)
Indiabulls Hotel Properties Limited 0.00% - (0.04%) (4.31) 0.00% - 0.01% (4.31)
Lakisha Infrastructure Limited 0.00% - (0.04%) (4.58) 0.00% - 0.01% (4.58)
Indiabulls Software Parks Limited 0.00% - (0.04%) (4.52) 0.00% - 0.01% (4.52)
Ivonne Infrastructure Limited 0.00% 2.49 (0.02%) (2.99) 0.00% - 0.01% (2.99)
Indiabulls Lands Limited 0.00% 0.16 (0.00%) (0.48) 0.00% - 0.00% (0.48)
Indiabulls Multiplex Services Limited 0.00% 0.06 (0.02%) (2.37) 0.00% - 0.01% (2.37)
Indiabulls Natural Resources Limited 0.00% - (0.04%) (4.33) 0.00% - 0.01% (4.33)
Indiabulls Projects Limited (0.00%) (16.01) (0.76%) (91.47) 0.00% - 0.28% (91.47)
Indiabulls Realty Company Limited 0.00% 3.65 (0.21%) (24.84) 0.00% - 0.08% (24.84)
Lakisha Real Estate Limited 0.00% - (0.02%) (2.79) 0.00% - 0.01% (2.79)
Manjola Real Estate Limited 0.00% - (0.04%) (4.25) 0.00% - 0.01% (4.25)
Juventus Constructions Limited 0.08% 279.66 (0.00%) (0.21) 0.00% - 0.00% (0.21)
Juventus Land Development Limited 0.09% 329.21 (0.01%) (0.87) 0.00% - 0.00% (0.87)
Lenus Constructions Limited 1.68% 5,999.50 (0.29%) (34.77) 0.00% - 0.11% (34.77)
Lucina Constructions Limited 0.00% 0.05 (0.01%) (0.66) 0.00% - 0.00% (0.66)
Lenus Infrastructure Limited (0.00%) (0.01) (0.00%) (0.15) 0.00% - 0.00% (0.15)
Lenus Properties Limited 0.00% 0.08 (0.00%) (0.16) 0.00% - 0.00% (0.16)
Mariana Constructions Limited (0.00%) (0.10) (0.00%) (0.15) 0.00% - 0.00% (0.15)
Mariana Developers Limited 1.59% 5,662.46 (0.01%) (0.95) 0.00% - 0.00% (0.95)
Mariana Infrastructure Limited 0.00% - 13.23% 1,596.38 0.00% - (4.95%) 1,596.38
Milkyway Buildcon Limited 0.00% 15.93 (0.01%) (1.06) 0.00% - 0.00% (1.06)
Mariana Properties Limited (0.00%) (2.58) (0.04%) (4.75) 0.00% - 0.01% (4.75)
Mariana Real Estate Limited (0.00%) (0.02) (0.00%) (0.36) 0.00% - 0.00% (0.36)
Nilgiri Infraestate Limited 0.00% 3.65 (0.01%) (1.00) 0.00% - 0.00% (1.00)
Nilgiri Infrastructure Projects Limited 0.86% 3,063.50 0.03% 3.44 0.00% - (0.01%) 3.44
Nilgiri Resources Limited 0.00% 3.22 (0.00%) (0.59) 0.00% - 0.00% (0.59)
Selene Builders and Developers Limited 0.00% - (0.01%) (0.96) 0.00% - 0.00% (0.96)
Sentia Constructions Limited 0.13% 477.46 (0.00%) (0.16) 0.00% - 0.00% (0.16)
Sentia Developers Limited 0.27% 977.20 0.00% 0.59 0.00% - (0.00%) 0.59
Sepset Developers Limited 0.00% 0.01 (0.01%) (0.79) 0.00% - 0.00% (0.79)
Sentia Infrastructure Limited 1.95% 6,943.31 (1.20%) (144.72) 0.00% (0.98) 0.45% (145.70)
Selene Infrastructure Limited 0.01% 31.51 (0.15%) (18.60) (0.00%) 0.02 0.06% (18.58)
Selene Land Development Limited 0.17% 606.12 (0.01%) (1.62) 0.00% - 0.01% (1.62)
Sentia Real Estate Limited 0.03% 109.03 (0.72%) (87.41) 0.00% - 0.27% (87.41)
Sophia Constructions Limited 0.22% 772.88 4.65% 561.74 0.00% - (1.74%) 561.74
Sophia Real Estate Limited 3.72% 13,267.69 0.15% 17.59 0.00% - (0.05%) 17.59
Triton Estate Limited 0.00% - (0.01%) (1.39) 0.00% - 0.00% (1.39)
Triton Properties Limited 0.11% 376.69 (0.01%) (0.79) 0.00% - 0.00% (0.79)
Varali Constructions Limited 0.00% 0.48 (0.00%) (0.16) 0.00% - 0.00% (0.16)

F - 159
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Note - 67 (Cont'd)
Additional information as required by paragraph 2 of the general instructions for preparation of consolidated financial statements to Schedule III to the Companies Act, 2013.
Name of the entity Net assets i.e. total assets minus Share in profit or loss Share in other comprehensive income Share in total comprehensive income
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated net (₹ in lakhs) consolidated (₹ in lakhs) consolidated figures (₹ in lakhs) consolidated figures (₹ in lakhs)
assets figures
Varali Infrastructure Limited 0.56% 1,981.72 (0.10%) (12.38) 0.00% - 0.04% (12.38)
Varali Real Estate Limited (0.00%) (0.12) (0.01%) (1.07) 0.00% - 0.00% (1.07)
Vindhyachal Land Development Limited 0.70% 2,514.18 (0.01%) (1.21) 0.00% - 0.00% (1.21)
Zeus Estate Limited (0.00%) (0.06) (0.00%) (0.15) 0.00% - 0.00% (0.15)
Hecate Power and Land Development Limited 0.00% 0.31 (0.64%) (76.91) 0.00% - 0.24% (76.91)
Apesh Constructions Limited 0.13% 449.17 (0.65%) (78.54) 0.00% - 0.24% (78.54)
Linnet Infrastructure Limited 0.00% 4.18 (0.00%) (0.31) 0.00% - 0.00% (0.31)
Linnet Constructions Limited 0.00% 3.78 (0.00%) (0.41) 0.00% - 0.00% (0.41)
Linnet Developers Limited 0.00% 3.73 (0.00%) (0.43) 0.00% - 0.00% (0.43)
Linnet Real Estate Limited 0.41% 1,453.45 (0.00%) (0.46) 0.00% - 0.00% (0.46)
Linnet Properties Limited 0.39% 1,376.70 (0.00%) (0.41) 0.00% - 0.00% (0.41)
Edesia Constructions Limited 0.00% 4.38 (0.00%) (0.25) 0.00% - 0.00% (0.25)
Edesia Developers Limited 0.00% 4.40 (0.00%) (0.25) 0.00% - 0.00% (0.25)
Edesia Infrastructure Limited 0.00% 4.40 (0.00%) (0.26) 0.00% - 0.00% (0.26)
Indiabulls Commercial Assets Limited 0.00% 2.00 (0.01%) (0.68) 0.00% - 0.00% (0.68)
Indiabulls Housing and Constructions Limited 0.00% - (0.04%) (4.37) 0.00% - 0.01% (4.37)
Indiabulls Real Estate Developers Limited 0.00% - (0.04%) (4.35) 0.00% - 0.01% (4.35)
Indiabulls Real Estate Builders Limited 0.00% - (0.04%) (4.34) 0.00% - 0.01% (4.34)
Parmida Constructions Limited 0.00% 6.49 (0.00%) (0.08) 0.00% - 0.00% (0.08)
Parmida Developers Limited 0.00% 0.44 (0.00%) (0.15) 0.00% - 0.00% (0.15)
Lorena Builders Limited 0.00% 0.12 (0.00%) (0.30) 0.00% - 0.00% (0.30)
Parmida Properties Limited 0.44% 1,574.43 (0.00%) (0.15) 0.00% - 0.00% (0.15)
Nerissa Infrastructure Limited 0.24% 843.36 (0.00%) (0.07) 0.00% - 0.00% (0.07)
Devona Properties Limited 0.13% 457.67 (0.02%) (2.19) 0.00% - 0.01% (2.19)
Lorena Constructions Limited 0.23% 809.80 (0.00%) (0.15) 0.00% - 0.00% (0.15)
Lorena Developers Limited 0.19% 663.52 (0.17%) (20.59) 0.00% - 0.06% (20.59)
Lorena Infrastructure Limited 0.18% 643.24 (0.00%) (0.16) 0.00% - 0.00% (0.16)
Lorena Real Estate Limited 0.23% 805.94 (0.00%) (0.15) 0.00% - 0.00% (0.15)
Majesta Builders Limited 0.23% 819.87 (0.00%) (0.47) 0.00% - 0.00% (0.47)
Majesta Constructions Limited 0.23% 827.76 (0.03%) (3.02) 0.00% - 0.01% (3.02)
Majesta Developers Limited 0.07% 262.27 (0.00%) (0.44) 0.00% - 0.00% (0.44)
Majesta Infrastructure Limited 0.23% 822.44 (0.00%) (0.29) 0.00% - 0.00% (0.29)
Majesta Properties Limited 0.19% 665.92 (0.00%) (0.16) 0.00% - 0.00% (0.16)
Nerissa Constructions Limited 0.21% 755.22 (0.00%) (0.50) 0.00% - 0.00% (0.50)
Nerissa Developers Limited 0.05% 188.30 (0.01%) (0.81) 0.00% - 0.00% (0.81)
Nerissa Properties Limited 0.03% 99.15 (0.00%) (0.15) 0.00% - 0.00% (0.15)
Nerissa Real Estate Limited 0.11% 403.73 (0.01%) (1.58) 0.00% - 0.00% (1.58)
Tapir Land Development Limited 0.00% 0.23 (0.14%) (16.80) 0.00% - 0.05% (16.80)
Serpentes Buildwell Limited 0.00% - (0.04%) (4.83) 0.00% - 0.01% (4.83)
Cobitis Real Estate Limited 0.00% 4.26 (0.00%) (0.37) 0.00% - 0.00% (0.37)
Loon Infrastructure Limited 0.00% - (0.04%) (4.88) 0.00% - 0.02% (4.88)
Serpentes Constructions Limited 0.00% 0.80 (0.00%) (0.02) 0.00% - 0.00% (0.02)
Loon Land Developement Limited 0.00% - (0.24%) (28.93) 0.00% - 0.09% (28.93)
Tapir Constructions Limited 6.80% 24,268.90 (1.98%) (239.40) 0.00% - 0.74% (239.40)
Cobitis Buildwell Limited 0.01% 32.00 0.01% 1.25 0.00% - (0.00%) 1.25
Catherine Builders and Developers Limited (0.00%) (0.26) (0.00%) (0.14) 0.00% - 0.00% (0.14)
Kenneth Builders and Developers Limited 0.85% 3,029.75 (0.47%) (56.59) 0.00% - 0.18% (56.59)
Bridget Builders and Developers Limited 0.00% 9.34 (0.00%) (0.04) 0.00% - 0.00% (0.04)
Zeus Buildwell Limited 0.00% 0.32 (0.00%) (0.27) 0.00% - 0.00% (0.27)
Airmid Real Estate Limited (0.54%) (1,920.76) (0.25%) (30.76) 0.00% (1.76) 0.10% (32.53)
Sepset Real Estate Limited 3.98% 14,193.04 2.18% 263.02 0.00% (0.18) (0.81%) 262.84
Foreign subsidiaries -
Foundvest Limited 0.08% 297.42 (0.99%) (119.48) (0.10%) 45.82 0.23% (73.66)
Arianca Limited (0.00%) (1.30) (0.04%) (4.23) 0.23% (101.37) 0.33% (105.60)
Indiabulls Properties Management Trustee Pte. Ltd. 0.01% 19.05 (4.12%) (497.85) (0.60%) 266.46 0.72% (231.39)
Shoxell Holdings Limited (0.00%) (2.55) (0.04%) (5.08) (1.21%) 535.83 (1.64%) 530.75
Grapene Limited 0.01% 17.90 (0.06%) (6.86) (2.87%) 1,271.54 (3.92%) 1,264.68
Dev Property Devlopement Limited 0.00% 0.31 (0.28%) (34.16) 6.55% (2,905.98) 9.11% (2,940.14)
Ariston Investment Limited (0.08%) (292.43) (0.13%) (15.55) (0.48%) 210.99 (0.61%) 195.44
Ariston Investments Sub C Limited 0.08% 299.85 (0.17%) (21.02) 0.77% (340.90) 1.12% (361.92)
Grand Limited 0.01% 20.84 (0.01%) (0.62) 0.00% (0.60) 0.00% (1.22)
Century Limited 0.00% - 113.92% 13,749.14 (21.37%) 9,478.91 (71.96%) 23,228.05
Nesoi Limited 0.00% - (114.35%) (13,801.35) 0.44% (196.10) 43.37% (13,997.45)
Titan Limited 0.00% - (29.56%) (3,568.24) 2.61% (1,155.81) 14.64% (4,724.06)
Rhea Limited 0.00% - 0.00% - (0.00%) 0.00 (0.00%) 0.00
Eros Limited 0.00% - (126.96%) (15,323.01) 2.08% (922.08) 50.33% (16,245.09)
M Holdco 1 Limited 0.20% 702.48 623.19% 75,214.16 0.00% - (233.03%) 75,214.16
M Holdco 2 Limited 8.26% 29,474.61 0.00% - 0.00% - 0.00% -
M Holdco 3 Limited 0.00% 1.01 0.00% - 0.00% - 0.00% -
Navilith Holdings Limited 2.38% 8,497.70 0.00% - 0.00% - 0.00% -
Indiabulls Properties Investment Trust 0.28% 1,017.16 3.53% 426.25 (0.96%) 427.76 (2.65%) 854.00
IPMT Limited 0.00% - (15.67%) (1,891.72) 0.42% (185.48) 6.44% (2,077.20)
Brenformexa Limited 33.04% 117,935.98 11.66% 1,407.81 (1.91%) 846.29 (6.98%) 2,254.11

Non-controlling interest in subsidiary 0.31% 1,104.74 (0.34%) (41.29) 0.00% (0.75) 0.13% (42.04)

Joint venture investment as per equity method 0.00% - (1.31%) (158.14) 104.01% (46,122.81) 1.43 (46,280.95)

Total 100.00% 356,900.25 100.00% 12,069.23 100.00% (44,346.22) 100.00% (32,276.99)

F - 160
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Note - 68
Segment reporting
(i) General information
An operating segment is a component of a Group that engages in business activities from which it earns revenue and incurs expenses and for which separate
financial information is available. The Group has two operating and reportable segments which are Group's strategic business units. These operating segments
are monitored by Chief Operating decision maker to assess performance and evaluate strategic decisions.
Real estate sector
The Group has prime focus on construction and development of residential, commercial and SEZ projects across major Indian cities.

Rental sector
The Group has rental structure on which the Group has locked in rental for future years. In last three years, the Group has divested its stake in the entities owing
rental assets.

(ii) Segment information


Year ended 31 March 2020 (₹ in lakhs)
Particulars Real estate Rental Total of segments Adjustments and Consolidated
eliminations
Revenue
External customers 327,078.42 - 327,078.42 - 327,078.42
Inter - segment - - - - -
Total revenue 327,078.42 - 327,078.42 - 327,078.42
Segment expenses 286,825.24 - 286,825.24 - 286,825.24
Segment profit 40,253.18 - 40,253.18 - 40,253.18
Segment assets 1,021,681.14 6,115.69 1,027,796.83 - 1,027,796.83
Segment liabilities 741,068.11 10,685.41 751,753.52 - 751,753.52

Year ended 31 March 2019 (₹ in lakhs)


Particulars Real estate Rental Total of segments Adjustments and Consolidated
eliminations
Revenue
External customers 492,401.95 1,986.94 494,388.89 - 494,388.89
Inter - segment - - - - -
Total revenue 492,401.95 1,986.94 494,388.89 - 494,388.89
Segment expenses 421,989.56 2,476.91 424,466.47 - 424,466.47
Segment profit 70,412.39 (489.97) 69,922.42 - 69,922.42
Segment assets 1,439,814.49 13,657.77 1,453,472.26 - 1,453,472.26
Segment liabilities 1,202,249.84 9,523.50 1,211,773.34 - 1,211,773.34

Reconciliations to amounts reflected in the financial statements


(₹ in lakhs)
(i) Reconciliation of profit 31 March 2020 31 March 2019
Segment profit 40,253.18 69,922.42
Unallocated income 16,985.14 27,904.32
Exceptional items - interest on income tax (refer note 55) 7,931.19 -
Unallocated expense (27,244.15) (13,848.42)
Income-tax expense (25,656.70) (33,945.91)
Share of (loss)/profit of joint venture (158.14) 399.11
Profit after tax 12,110.52 50,431.52
(₹ in lakhs)
(ii) Reconciliation of assets 31 March 2020 31 March 2019
Segment operating assets 1,027,796.83 1,453,472.26
Other unallocable assets 100,868.60 165,709.14
1,128,665.43 1,619,181.40

(₹ in lakhs)
(iii) Reconciliation of liabilities 31 March 2020 31 March 2019
Segment operating liabilities 751,753.52 1,211,773.34
Other unallocable liabilities 20,011.65 6,505.35
771,765.17 1,218,278.69

(This space has been intentionally left blank)

F - 161
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Note – 69

During the previous year ended 31 March 2019, Century Limited has redeemed on 30 April 2018 (the 'Redemption
Date'), all of the outstanding US$175,000,000 10.25% Senior Notes due 2019 ('Securities'), which were issued by Century
Limited under an indenture dated 12 November 2014 and guaranteed by the Holding Company along with its certain
subsidiaries. These Securities had been redeemed at redemption price i.e. amount equal to 105.125% of US$175,000,000.
Upon redemption of the Securities, the Securities were cancelled and delisted from the SGX-ST.

Note – 70

During the previous year ended 31 March 2019, the Holding Company had exercised its option to redeem one of its
investments made in redeemable preference shares which were measured at amortised cost. The Holding Company had
de-recognised these during the previous year and related gain amounting to ₹ 18,713.45 lakhs was recognised in statement
of profit and loss.

Note – 71

The Holding Company has already obtained approval of Board of Directors („the Board‟) to buy-back up to 5 crore fully
paid-up equity shares of face value ₹ 2 each of the Holding Company, representing approximately 11% of its total existing
paid-up equity capital, at ₹ 100 per equity share, aggregating to total buyback size of ₹ 50,000.00 lakhs, through the
“Tender Offer” route, as prescribed under SEBI (Buy-Back of Securities) Regulations, 2018 and the Companies Act, 2013
and rules made thereunder, as amended (hereinafter referred to as the “Buyback”), post completion of on-going scheme
of arrangement of Chennai assets, which has been filed by the Holding Company with Registrar of Companies on 19
March 2020, the Holding Company is now eligible to launch the buy-back and hence the Board constituted Buyback
Committee and has advised the Holding Company's management to initiate the process of obtaining Holding Company‟s
shareholders approval through the process of postal ballot to implement the proposed buy-back. The proposed buy-back
is expected to be completed in the subsequent quarters.

(This space has been intentionally left blank)

F - 162
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31
March 2020
Note – 72

During the year ended 31 March 2020, the Board of Directors („the Board‟) of the Holding Company at its meeting held
on 31 January 2020, have discussed and approved in-principally the proposal of the merger of certain ongoing, completed
and planned residential and commercial projects of Embassy Property Developments Private Limited („Embassy‟) with
the Holding Company. The Board has constituted a Reorganization Committee to examine and evaluate the options to
implement the aforementioned merger proposal, including appointment of valuers, merchant bankers, and other
intermediaries to prepare and present a draft scheme and related documents, including the valuation reports, fairness
opinion, share swap ratio etc., to be placed before the Board for its consideration and final approval. Additionally,
Embassy has also reached at an advanced stage of discussions with certain foreign financial investors („investors‟) for an
investment of up to USD 200 million.

For Walker Chandiok & Co LLP For and on behalf of board of directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishankar Damani


Partner Joint Managing Director Joint Managing Director
Membership No. 502103 [DIN: 06667127] [DIN: 00358082]

Place : New Delhi Place : Mumbai


Date: 14 May 2020 Date: 14 May 2020

Anil Mittal Ravi Telkar


Chief Financial Officer Company Secretary

Place: New Delhi Place :Gurugram Place : Mumbai


Date: 14 May 2020 Date: 14 May 2020 Date: 14 May 2020

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Independent Auditor’s Report

To the Members of Indiabulls Real Estate Limited

Report on the Audit of the Consolidated Financial Statements

Opinion

1. We have audited the accompanying consolidated financial statements of Indiabulls Real Estate Limited
(„the Holding Company‟) and its subsidiaries (the Holding Company and its subsidiaries together referred
to as „the Group‟) and joint ventures, which comprise the Consolidated Balance Sheet as at 31 March
2019, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), the
Consolidated Cash Flow Statement and the Consolidated Statement of Changes in Equity for the year
then ended, and a summary of the significant accounting policies and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us and
based on the consideration of the reports of the other auditors on separate financial statements and on
the other financial information of the subsidiaries, the aforesaid consolidated financial statements give the
information required by the Companies Act, 2013 („Act‟) in the manner so required and give a true and
fair view in conformity with the accounting principles generally accepted in India including Indian
Accounting Standards („Ind AS‟) specified under section 133 of the Act, of the consolidated state of
affairs (consolidated financial position) of the Group as at 31 March 2019, and its consolidated profit
(consolidated financial performance including other comprehensive income), its consolidated cash flows
and the consolidated changes in equity for the year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of
the Act. Our responsibilities under those standards are further described in the Auditor‟s Responsibilities
for the Audit of the Consolidated Financial Statements section of our report. We are independent of the
Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of
India („ICAI‟) together with the ethical requirements that are relevant to our audit of the financial
statements under the provisions of the Act and the rules thereunder, and we have fulfilled our other
ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the
audit evidence we have obtained by the other auditors in terms of their reports referred to in paragraph
16 of the Other Matter section below, is sufficient and appropriate to provide a basis for our opinion.

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Emphasis of Matter

4. We draw attention to Note 41 (II) to the consolidated financial statements for the year ended 31 March
2019 and the following Emphasis of Matter given by other auditor in their audit report dated 15 April
2019:

The Group has restated its financial statements as at 1 April 2017 with a corresponding impact as at 31
March 2018 as per the principles of Ind AS 8 for foreseeable losses in respect of one of its project. Our
opinion is not modified with respect to this matter.

Key Audit Matters

5. Key audit matters are those matters that, in our professional judgment and based on the consideration of
the reports of the other auditors on separate financial statements and on the other financial information
of the subsidiaries, were of most significance in our audit of the consolidated financial statements of the
current period. These matters were addressed in the context of our audit of the consolidated financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on
these matters.

6. We have determined the matters described below to be the key audit matters to be communicated in our
report:

Key audit matter How our audit addressed the key audit matter
Revenue recognition Our audit procedures related to the revenue
recognition included, but not limited to the
The Group‟s policies on revenue recognition is following:
set out in Note 5.3 to the consolidated financial
statements.  Assessed the applicability of Ind AS 115 in
consonance with applicability of relevant laws
Effective 1 April 2018, the Group has adopted specific to real estate;
Ind AS 115 “Revenue from Contracts with
Customers” using the full retrospective transition  Evaluated the appropriateness of the Group‟s
method. As per the principles of Ind AS 115, revenue recognition policies with respect to the
revenue from sale of residential/commercial principles of Ind AS 115;
properties is recognized when the performance
obligations are essentially complete and credit  Enquiring from the management and inspecting
risks have been significantly eliminated. the internal controls related to revenue
recognition for ensuring the completeness of the
The performance obligations are considered to customer sales, issue of possession letters and the
be complete when control over the property has recording of customer receipts;
been transferred to the buyer i.e. offer for
possession of properties have been issued to the
 Assessed the impact of change in policy from
customers. Further, management considers that
percentage of completion method to point in
credit risks to have been significantly eliminated
time recognition in previous periods as the
when substantial sales consideration is received
Group has adopted full retrospective approach
from the customers.
and accordingly, restated the previous periods.
For this assessment, we have ensured the
The amount of revenue and cost thereon on
followings :
contracts with customers forms a substantial part
a. Verification of the possession letters issued
of the consolidated statement of profit and loss
on sample basis along with the proof of
and management judgement is also involved in
deliveries to ensure completeness;
the interpretation of these conditions. Further,
b. Verification of the collection from customers
there are material changes to various captions of
for the units sold from the statement of

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Key audit matter How our audit addressed the key audit matter
the financial statements (as explained in note 41 accounts on a sample basis to ensure receipt
(I)) on transition to Ind AS 115, including the of substantial sales consideration; and
change from percentage of completion method c. Performing cut-off procedures and other
to point in time recognition of revenue analytical procedures like project wise
recognition. variance analysis and margin analysis to find
any anomalies.
Considering this shift in the revenue recognition
principles and its significant impact on the  Ensured that the disclosure requirements of Ind
consolidated financial statements of the Group, AS 115 have been complied with.
it has been considered as a key audit matter in
the current year.

Accounting for sale of stake in a subsidiary Our procedures in relation to the accounting for sale
of stake in subsidiary included, but not limited to the
The Group‟s policies on the accounting for sale followings :
of investments is set out in Note 5.3 to the
consolidated financial statements.  Understood the nature of transaction i.e.
understanding of the contract terms of multiple
During the year, the Group has executed agreements with respect to the sale and assessing
definitive agreement to divest 100% stake in the proposed accounting treatment in relation to
tranches in one of its wholly owned subsidiary, the accounting policies and relevant Ind AS;
Indiabulls Infrastructure Limited and as part of
said transaction, the Group has divested partial  Reviewed the management‟s process for review
stake (through sale and buy back) in the said and implementation of such transactions;
subsidiary, which has resulted in loss of control.
 Tested the completeness and accuracy of the data
Above loss of control accounting as per Ind AS used in the computation of profit on sale of
103, resulted in recognition of profit on sale of investments, gain on fair valuation of the
investments amounting to ₹ 1,414.67 lakhs, as remaining stake;
presented under the Note 30 in the consolidated
financial statements.  Ensured that the fair value of the remaining stake,
both for initial and subsequent measurement, has
As at 31 March 2019, remaining stake amounting been appropriately computed, based on the
to ₹ 34,706.36 lakhs is classified as „Investments multiple sale agreements; and
held for sale‟ and presented under the Note 20 in
the consolidated financial statements.
 Ensured appropriate disclosures in the
consolidated financial statements with respect to
The above transaction required audit focus due
sale of stake in the subsidiary.
to complex contractual terms, multiple
agreements (judgement involved) and the
significant impact on consolidated financial
statement, the matter has been considered to be
of most significance to the audit and accordingly,
has been considered as a key audit matter for the
current year audit.

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Key audit matter How our audit addressed the key audit matter
Valuation of investments held by joint Our procedures in relation to the valuation of
venture entities in optionally convertible Investments held by Joint Venture Entities included,
preference shares but not limited to the followings :

The Group‟s policies on the valuation of  Understood the nature of transaction i.e.
investments is set out in Note 5.11 to the understanding the approach used for valuation
consolidated financial statements. and assessing the proposed accounting treatment
in relation to the accounting policies and relevant
At the balance sheet date 31 March 2019, two Ind AS;
joint ventures of the Group held ₹ 104,828.00
lakhs of investments in optionally convertible  Enquired of the management and inspected the
preference shares of one of the subsidiary of the internal controls related to completeness of the
Group which are carried at fair value through list of investment along with the process
profit and loss in the standalone financial followed to recover/adjust these;
statements of the joint venture entities. Any
changes in estimates, assumptions and  Assessing the reasonableness of cash flows
judgements involved may result in material projection, challenging and performing audit
changes in the valuation of investment and hence procedures on management‟s assumptions; We
it required significant audit attention. challenged the management on the underlying
assumptions used for the cash flow projections,
The Group accounts for investment in joint considering evidence available to support these
venture entities as per the equity method. The assumptions and our understanding of the
carrying amount of the investment is adjusted for business;
the post acquisition change in the share of net
assets of the investee. The consolidated  Evaluating the management‟s independent
statement of profit and loss (including the other professional valuer‟s competence, capabilities
comprehensive income) includes the Group‟s and objectivity;
share of the profit/loss of the operations of the
investee. Hence, any change in the fair value of  Involved valuation specialists to review the
the investment in optionally convertible preference process used by the management to determine
shares in the standalone financial statements of the estimates and to test the judgments applied by
joint ventures will result in a change in the management in developing the accounting
profit/loss pick up in consolidated financial estimates;
statements.
 Testing the mathematical accuracy of the cash
The management‟s valuation, carried out by an flows projection; and
independent valuer on behalf of the
management, is dependent upon the market  Ensured that the disclosure requirements of
conditions, which can be difficult to predict and accounting standards have been complied with.
be influenced by economic and other factors.

Any errors or changes in the management/


management‟s valuer judgement or assumptions
can impact the assessment of the carrying values
of the investment. Therefore, it has been
considered as a key audit matter.

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Key audit matter How our audit addressed the key audit matter
Valuation of investments held by subsidiary Our procedures in relation to the valuation of
entities in equity instruments Investments held by the Group included, but not
limited to the followings :
The Group‟s policies on valuation of
Investments is set out in Note 5.11 to the  Understood the nature of transaction i.e.
consolidated financial statements. understanding the approach used for valuation
and assessing the proposed accounting treatment
At the balance sheet date 31 March 2019, the in relation to the accounting policies and
Group held ₹ 3,182.27 lakhs of investments in relevant Ind AS;
equity instruments of third parties which are
carried at fair value through profit and loss  Enquired of the management and inspected the
(„FVTPL‟) in the consolidated financial internal controls related to completeness of the
statements. Any changes in estimates, list of investments along with the process
assumptions and judgements involved may result followed to recover/adjust these;
in material changes in the valuation of
investment and hence it required significant audit  We challenged the managements on the
attention. underlying assumptions used for the cash flow
projections, considering evidence available to
Any change in the fair value of the support these assumptions and our
abovementioned investments will result in a understanding of the business;
change in the profit or loss in consolidated
financial statements.  Evaluating the management‟s independent
professional valuer‟s competence, capabilities
The management‟s valuation is dependent upon and objectivity;
the market conditions carried out by
management‟s valuer, which can be difficult to  Assessing the valuation methodology used by
predict and be influenced by economic and other the independent professional valuer to estimate
factors. the fair value of the investments;

Any errors or changes in the management/  Testing the mathematical accuracy of the cash
management‟s valuer judgement or assumptions flows projection; and
can impact the assessment of the carrying values
of the investment. Therefore, it has been  Ensured that the disclosure requirements of
considered as a key audit matter. accounting standards have been complied with.

Assessing the carrying value of inventory Our procedures in relation to the valuation of
inventory held by the group included, but not limited
The accounting policies for Inventories are set to the followings :
out in Note 5.4 to the consolidated financial
statements.  Obtained an understanding of the management
process for identification of possible
Inventories of the Group comprise of real estate impairment indicators and process performed
properties (including land) are disclosed under by the management for impairment testing and
note 16. the management process of determining the
Net Realisable Value (NRV);
Impairment assessment of inventory is
considered as a significant risk as there is a risk  Enquired of the management and inspected the
that recoverability of the carrying value of the internal controls related to inventory valuation
inventory could not be established, and potential along with the process followed to

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Key audit matter How our audit addressed the key audit matter
impairment charge might be required to be recover/adjust these and assessed whether
recorded in the consolidated financial statements. impairment is required;
Management‟s assessment of the recoverable
amounts is a judgmental process which requires  For real estate properties under development,
the estimation of the net realisable value, which obtained and assessed the management
takes into account the valuations of the evaluation of the NRV. We also assessed the
properties held and cash flow projections of real management‟s valuation methodology applied
estate properties under development. in determining the recoverable amount and
tested the underlying assumptions used by the
Due to their materiality in the context of the management in arriving at those projections;
Group‟s financial statements as a whole and
significant degree of judgement and subjectivity  We challenged the management on the
involved in the estimates and key assumptions underlying assumptions used for the cash flow
used in determining the cash flows used in the projections, considering evidence available to
impairment evaluation, this is considered to be support these assumptions and our
the area which had the greatest effect on our understanding of the business;
overall audit strategy and allocation of resources
in planning and completing our audit.  Where the management involved specialists to
perform valuations, evaluated the objectivity
and independence of those specialists;

 For land parcels, obtained and verified the


valuation of land parcels as per the government
prescribed circle rates, wherever necessary;

 Tested the arithmetical accuracy of the cash


flow projections; and

 We assessed the appropriateness and adequacy


of the disclosures made by the management for
the impairment losses recognized in accordance
with applicable accounting standards.

Information other than the Consolidated Financial Statements and Auditor’s Report thereon

7. The Holding Company‟s Board of Directors is responsible for the other information. The other
information comprises the information included in the Annual Report, but does not include the
consolidated financial statements and our auditor‟s report thereon. The Annual Report is expected to be
made available to us after the date of this auditor's report.

Our opinion on the consolidated financial statements does not cover the other information and we will
not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the
other information identified above when it becomes available and, in doing so, consider whether the
other information is materially inconsistent with the consolidated financial statements or our knowledge
obtained in the audit or otherwise appears to be materially misstated.

When we read the Annual Report, if we conclude that there is a material misstatement therein, we are
required to communicate the matter to those charged with governance.

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Responsibilities of Management and Those Charged with Governance for the Consolidated
Financial Statements

8. The Holding Company‟s Board of Directors is responsible for the matters stated in section 134(5) of the
Act with respect to the preparation of these consolidated financial statements that give a true and fair
view of the consolidated state of affairs (consolidated financial position), consolidated profit or loss
(consolidated financial performance including other comprehensive income), consolidated changes in
equity and consolidated cash flows of the Group including its joint ventures in accordance with the
accounting principles generally accepted in India, including the Ind AS specified under section 133 of the
Act. The Holding Company‟s Board of Directors is also responsible for ensuring accuracy of records
including financial information considered necessary for the preparation of consolidated Ind AS financial
statements. Further, in terms of the provisions of the Act, the respective Board of Directors
/management of the companies included in the Group, and its joint venture companies covered under
the Act are responsible for maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for ensuring the accuracy and completeness of
the accounting records, 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. These financial
statements have been used for the purpose of preparation of the consolidated financial statements by the
Directors of the Holding Company, as aforesaid.

9. In preparing the consolidated financial statements, the respective Board of Directors of the companies
included in the Group and joint ventures are responsible for assessing the ability of the Group and joint
ventures to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the Board of Directors either intends to liquidate the
Group or to cease operations, or has no realistic alternative but to do so.

10. Those Board of Directors are also responsible for overseeing the financial reporting process of the
companies included in the Group and of its joint ventures.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

11. Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as
a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor‟s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with Standards on Auditing will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material if,
individually or in the aggregate, they could reasonably be expected to influence the economic decisions of
users taken on the basis of these consolidated financial statements.

12. As part of an audit in accordance with Standards on Auditing, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:

 Identify and assess the risks of material misstatement of the consolidated financial statements,
whether due to fraud or error, design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk
of not detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control;

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 Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible
for expressing our opinion on whether the Group and joint ventures (covered under the Act) have
adequate internal financial controls system in place and the operating effectiveness of such controls;

 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management;

 Conclude on the appropriateness of management‟s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the ability of the Group and its joint ventures to
continue as a going concern. If we conclude that a material uncertainty exists, we are required to
draw attention in our auditor‟s report to the related disclosures in the consolidated financial
statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based
on the audit evidence obtained up to the date of our auditor‟s report. However, future events or
conditions may cause the Group and its joint ventures to cease to continue as a going concern; and

 Evaluate the overall presentation, structure and content of the consolidated financial statements,
including the disclosures, and whether the consolidated financial statements represent the underlying
transactions and events in a manner that achieves fair presentation.

13. We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.

14. We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.

15. From the matters communicated with those charged with governance, we determine those matters that
were of most significance in the audit of the consolidated financial statements of the current period and
are therefore the key audit matters. We describe these matters in our auditor‟s report unless law or
regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse consequences of
doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matter

16. We did not audit the financial statements of certain subsidiaries, whose financial statements reflects total
assets of ₹ 3,147,162.57 lakhs and net assets of ₹ 934,034.57 lakhs as at 31 March 2019, total revenues of
₹ 168,094.81 lakhs and net cash inflows amounting to ₹ 34,010.55 lakhs for the year ended on that date,
as considered in the consolidated financial statements. These financial statements have been audited by
other auditors whose reports have been furnished to us by the management and our opinion on the
consolidated financial statements, in so far as it relates to the amounts and disclosures included in respect
of these subsidiaries, and our report in terms of sub-section (3) of Section 143 of the Act, in so far as it
relates to the aforesaid subsidiaries, is based solely on the reports of the other auditors.

Further, of these subsidiaries, certain subsidiaries are located outside India whose financial statements and
other financial information have been prepared in accordance with accounting principles generally
accepted in their respective countries and which have been audited by other auditors under generally
accepted auditing standards applicable in their respective countries. The Holding Company‟s management
has converted the financial statements of such subsidiaries located outside India from accounting

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principles generally accepted in their respective countries to accounting principles generally accepted in
India. We have audited these conversion adjustments made by the Holding Company‟s management. Our
opinion, and matters identified and disclosed under key audit matters section above, in so far as it relates
to the balances and affairs of such subsidiaries and joint ventures located outside India is based on the
report of other auditors and the conversion adjustments prepared by the management of the Holding
Company and audited by us.

Our opinion above on the consolidated financial statements, and our report on other legal and regulatory
requirements below, are not modified in respect of the above matters with respect to our reliance on the
work done by and the reports of the other auditors.

Report on Other Legal and Regulatory Requirements

17. As required by section 197(16) of the Act, based on our audit and on the consideration of the reports of
the other auditor, referred to in paragraph 16, on separate financial statements of the subsidiaries, we
report that the Holding Company and certain subsidiary companies covered under the Act paid
remuneration to their respective directors during the year in accordance with the provisions of and limits
laid down under section 197 read with Schedule V to the Act. Further, we report that certain subsidiary
companies and certain joint venture companies covered under the Act have not paid or provided for any
managerial remuneration during the year.

18. As required by Section 143 (3) of the Act, based on our audit and on the consideration of the reports of
the other auditors on separate financial statements and other financial information of the subsidiaries, we
report, to the extent applicable, that:

a) We have sought and obtained all the information and explanations which to the best of our
knowledge and belief were necessary for the purpose of our audit of the aforesaid consolidated
financial statements;

b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid
consolidated financial statements have been kept so far as it appears from our examination of those
books and the reports of the other auditors;

c) The consolidated financial statements dealt with by this report are in agreement with the relevant
books of account maintained for the purpose of preparation of the consolidated financial
statements;

d) In our opinion, the aforesaid consolidated financial statements comply with Ind AS specified under
section 133 of the Act;

e) On the basis of the written representations received from the directors of the Holding Company and
taken on record by the Board of Directors of the Holding Company and the reports of the other
statutory auditors of its subsidiary companies and joint venture companies covered under the Act,
none of the directors of the Group companies and joint venture companies covered under the Act,
are disqualified as on 31 March 2019 from being appointed as a director in terms of Section 164(2) of
the Act;

f) With respect to the adequacy of the internal financial controls over financial reporting of the
Holding Company, its subsidiary companies and joint venture companies covered under the Act, and
the operating effectiveness of such controls, refer to our separate report in „Annexure A‟;

g) With respect to the other matters to be included in the Auditor‟s Report in accordance with rule 11
of the Companies (Audit and Auditors) Rules, 2014 (as amended), in our opinion and to the best of
our information and according to the explanations given to us and based on the consideration of the

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report of the other auditors on separate financial statements as also the other financial information
of the subsidiaries and joint ventures:

i. The consolidated financial statements disclose the impact of pending litigations on the
consolidated financial position of the Group and its joint ventures as detailed in Note 44A(ii),
Note 44A(iii), Note 44A(iv), and Note 44A(v) to the consolidated financial statements.;

ii. The Holding Company and its joint ventures did not have any long-term contracts including
derivative contracts for which there were any material foreseeable losses as at 31 March 2019;

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the Holding Company, its subsidiary companies and joint
venture companies during the year ended 31 March 2019; and

iv. The disclosure requirements relating to holdings as well as dealings in specified bank notes were
applicable for the period from 8 November 2016 to 30 December 2016, which are not relevant
to these consolidated financial statements. Hence, reporting under this clause is not applicable.

For Walker Chandiok & Co LLP


Chartered Accountants
Firm‟s Registration No.: 001076N/N500013

Neeraj Sharma
Partner
Membership No.: 502103

Place: Gurugram
Date: 23 April 2019

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Annexure A to the Independent Auditor’s Report of even date to the members of Indiabulls Real Estate
Limited, on the consolidated financial statements for the year ended 31 March 2019
Annexure A

Independent Auditor’s report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section
143 of the Companies Act, 2013 (“the Act”)

1. In conjunction with our audit of the consolidated financial statements of the Indiabulls Real Estate Limited (“the
Holding Company”), and its subsidiaries, (the Holding Company and its subsidiaries together referred to as “the
Group”) and its joint ventures as of and for the year ended 31 March 2019, we have audited the internal financial
controls over financial reporting (IFCoFR) of the Holding Company, its subsidiary companies and its joint venture
companies, which are companies incorporated in India, as of that date.

Management’s Responsibility for Internal Financial Controls

2. The respective Board of Directors of the Holding Company, its subsidiary companies and its joint venture
companies, which are companies incorporated in India, are responsible for establishing and maintaining internal
financial controls based on the internal control over financial reporting criteria established by the respective company
considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial
Controls over Financial Reporting (the „Guidance Note‟) issued by the Institute of Chartered Accountants of India
(ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial
controls that were operating effectively for ensuring the orderly and efficient conduct of the respective company‟s
business, including adherence to the respective company‟s policies, the safeguarding of the respective company‟s
assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records,
and the timely preparation of reliable financial information, as required under the Act.

Auditors’ Responsibility

3. Our responsibility is to express an opinion on the IFCoFR of the Holding Company, its subsidiary companies and its
joint venture companies as aforesaid, based on our audit. We conducted our audit in accordance with the Standards
on Auditing, issued by the ICAI and deemed to be prescribed under section 143(10) of the Act, to the extent
applicable to an audit of IFCoFR, and the Guidance Note issued by the ICAI. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance
about whether adequate IFCoFR were established and maintained and if such controls operated effectively in all
material respects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the IFCoFR and their
operating effectiveness. Our audit of IFCoFR included obtaining an understanding of IFCoFR, assessing the risk that
a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based
on the assessed risk. The procedures selected depend on the auditor‟s judgement, including the assessment of the
risks of material misstatement of the financial statements, whether due to fraud or error.

5. We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms
of their reports referred to in the Other Matter paragraph below, is sufficient and appropriate to provide a basis for
our audit opinion on the IFCoFR of the Holding Company, its subsidiary companies and its joint venture companies
as aforesaid.

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Annexure A to the Independent Auditor’s Report of even date to the members of Indiabulls Real Estate
Limited, on the consolidated financial statements for the year ended 31 March 2019
Meaning of Internal Financial Controls over Financial Reporting

6. A company's IFCoFR is a process designed to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in accordance with generally accepted
accounting principles. A company's IFCoFR includes those policies and procedures that (1) pertain to the
maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the
assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with authorisations of management and directors of
the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised
acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

7. Because of the inherent limitations of IFCoFR, including the possibility of collusion or improper management
override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of
any evaluation of the IFCoFR to future periods are subject to the risk that the IFCoFR may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

8. In our opinion, the Holding Company, its subsidiary companies and its joint venture companies, which are
companies incorporated in India, have, in all material respects, adequate internal financial controls over financial
reporting and such internal financial controls over financial reporting were operating effectively as at 31 March 2019,
based on the internal control over financial reporting criteria established by the respective Company considering the
essential components of internal control stated in the Guidance Note issued by the ICAI.

Other Matter

9. We did not audit the IFCoFR in so far as it relates to certain subsidiary companies, which are companies incorporated
in India, whose financial statements reflect total assets of ₹ 1,515,125.11 lakhs and net assets of ₹ (161,620.60) lakhs
as at 31 March 2019 total revenues of ₹ 164,940.40 lakhs and net cash outflows amounting to ₹ (12,534.76) lakhs for
the year ended on that date as considered in the consolidated financial statements. The IFCoFR in so far as it relates
to such subsidiary companies have been audited by other auditors whose reports have been furnished to us by the
management and our report on the adequacy and operating effectiveness of the IFCoFR for the Holding Company
and its subsidiary companies, which are companies incorporated in India, under Section 143(3)(i) of the Act in so far
as it relates to the aforesaid subsidiary companies, which are companies incorporated in India, is solely based on the
corresponding reports of the auditors of such companies. Our opinion is not modified in respect of the above matter
with respect to our reliance on the work done by and the reports of the other auditors.

For Walker Chandiok & Co LLP


Chartered Accountants
Firm‟s Registration No.: 001076N/N500013

Neeraj Sharma
Partner
Membership No.: 502103

Place: Gurugram
Date: 23 April 2019

F - 175
Indiabulls Real Estate Limited
Consolidated balance sheet as at 31 March 2019
Note 31 March 2019 31 March 2018 01 April 2017
(` in lakhs) (` in lakhs) (` in lakhs)
I ASSETS (Restated)* (Restated)*
Non-current assets
Property, plant and equipment 6 5,130.61 6,031.53 12,865.50
Capital work-in-progress - - 96.03
Investment property 7 13,682.95 89,108.36 365,781.63
Intangible assets 8 105.67 48.51 55.27
Investment accounted for using the equity method 9 240,331.84 224,515.70 -
Financial assets
Investments 10A 16,324.39 22,636.20 34,201.36
Loans 11A 2,387.36 14,960.81 6,237.48
Other financial assets 12A 23,922.97 403.22 626.93
Deferred tax assets (net) 13 64,352.10 99,632.16 125,396.90
Non-current tax assets (net) 14 18,333.67 19,300.15 31,487.94
Other non-current assets 15A 17,367.32 17,446.86 19,530.08
401,938.88 494,083.50 596,279.12
Current assets
Inventories 16 984,886.43 1,136,118.04 1,315,546.49
Financial assets
Investments 10B 159.12 138,715.47 53,321.13
Trade receivables 17 26,967.50 1,433.06 7,022.23
Cash and cash equivalents 18 60,291.41 167,357.11 35,209.45
Other bank balances 19 13,488.68 12,037.43 19,792.34
Loans 11B 53,897.60 15,454.02 16,827.17
Other financial assets 12B 933.22 8,103.41 119.35
Other current assets 15B 41,912.20 34,691.88 57,519.33
Assets held for sale 20 34,706.36 - -
1,217,242.52 1,513,910.42 1,505,357.49
1,619,181.40 2,007,993.92 2,101,636.61

II EQUITY AND LIABILITIES


Equity
Equity share capital 21A 9,013.61 9,493.48 8,718.29
Instruments entirely equity in nature 21C 104,828.00 104,828.00 -
Other equity 22 285,998.40 285,012.01 49,061.66
Equity attributable to the owners of the Holding Company 399,840.01 399,333.49 57,779.95
Non-controlling interests 1,062.70 1,042.69 71,089.44
Total equity 400,902.71 400,376.18 128,869.39
Liabilities
Non-current liabilities
Financial liabilities
Borrowings 23A 340,530.96 299,997.74 749,174.32
Trade payables 24A
Total outstanding dues of micro enterprises and small enterprises - - -
Total outstanding dues of creditors other than micro enterprises and small enterprises 11,764.29 20,439.22 31,826.82
Other financial liabilities 25A - 3,908.42 33,752.96
Provisions 26A 1,591.29 955.80 866.28
Other non-current liabilities 27A 17,445.12 17,459.87 21,819.09
371,331.66 342,761.05 837,439.47

Current liabilities
Financial liabilities
Borrowings 23B 101,500.00 92,500.00 50,800.00
Trade payables
Total outstanding dues of micro enterprises and small enterprises 24B(i) 4,632.57 - -
Total outstanding dues of creditors other than micro enterprises and small enterprises 24B(ii) 85,128.30 45,221.09 30,937.19
Other financial liabilities 25B 165,819.01 304,729.29 205,323.34
Redeemable preference shares 28 45,000.00 - -
Other current liabilities 27B 442,242.54 817,917.14 834,458.56
Provisions 26B 155.41 79.93 55.19
Current tax liabilities (net) 29 2,469.20 4,409.24 13,753.47
846,947.03 1,264,856.69 1,135,327.75
1,619,181.40 2,007,993.92 2,101,636.61
Summary of significant accounting policies 5
The accompanying notes are integral part of the consolidated financial statements.

*Refer note 41 (I) for details about restatement on account of changes in accounting policies consequent to adoption of Ind AS 115.
This is the consolidated balance sheet referred to in our report of even date.

For Walker Chandiok & Co LLP For and on behalf of the board of directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani


Partner Joint Managing Director Joint Managing Director
Membership No :502103 [DIN: 06667127] [DIN: 00358082]

Place: Gurugram Anil Mittal Ravi Telkar


Date: 23 April 2019 Chief Financial Officer Company Secretary

F - 176
Indiabulls Real Estate Limited
Consolidated statement of profit and loss for the year ended 31 March 2019
For the year ended For the year ended
Note 31 March 2019 31 March 2018
(` in lakhs) (` in lakhs)
(Restated)*
Revenue
Revenue from operations (in previous year, inclusive of gain as referred to in note 55) 30 494,388.89 450,266.52
Other income 31 9,190.87 22,917.55
Net gain on de-recognition of financial asset carried at amortised cost 67 18,713.45 -
522,293.21 473,184.07

Expenses
Cost of revenue 32
Cost incurred during the year 202,619.70 49,214.72
Decrease/(increase) in real estate properties 151,231.61 (11,705.82)
Employee benefits expense 33 13,848.42 12,808.57
Finance costs 34 46,431.69 74,422.70
Depreciation and amortization expense 35 1,744.56 9,650.79
Other expenses 36 22,438.91 68,869.47
438,314.89 203,260.43

Profit before tax and share of profit/(loss) from joint ventures 83,978.32 269,923.64

Share of profit/(loss) from joint ventures 399.11 (484.30)


Profit before tax 84,377.43 269,439.34

Tax expense 37
Current tax (including earlier years) (refer note 53) 412.08 13,390.85
Less: Minimum alternate tax credit entitlement (3.05) (1,038.98)
Deferred tax charge 33,536.88 21,131.36
Net profit for the year 50,431.52 235,956.11

Other comprehensive income


Items that will not be reclassified to profit and loss
Re-measurement loss on defined benefit plans (258.94) (16.80)
Income tax effect 33.14 6.57
Net loss on equity instruments through other comprehensive income (5,913.12) (7,239.32)
Share of other comprehensive income of joint ventures accounted for using the equity method (411.20) -
Items that will be reclassified to profit and loss
Exchange differences on translation of foreign operations 1,217.91 12,638.61
Gain on net investment hedge 2,577.99 -
Other comprehensive income (2,754.22) 5,389.06
Total comprehensive income for the year 47,677.30 241,345.17

Net profit is attributable to


Owners of the Holding Company 50,414.57 237,284.52
Non-controlling interests 16.95 (1,328.41)
50,431.52 235,956.11

Other comprehensive income is attributable to


Owners of the Holding Company (2,757.28) 5,386.81
Non-controlling interests 3.06 2.25
(2,754.22) 5,389.06

Total comprehensive income is attributable to


Owners of the Holding Company 47,657.29 242,671.33
Non controlling interests 20.01 (1,326.16)
47,677.30 241,345.17

Earnings per equity share 38


Basic (`) 11.04 50.00
Diluted (`) 11.04 49.42

Summary of significant accounting policies 5


The accompanying notes are integral part of the consolidated financial statements.

*Refer note 41 (I) for details about restatement on account of changes in accounting policies consequent to adoption of Ind AS 115.

This is the consolidated statement of profit and loss referred to in our report of even date.

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani


Partner Joint Managing Director Joint Managing Director
Membership No :502103 [DIN: 06667127] [DIN: 00358082]

Place: Gurugram Anil Mittal Ravi Telkar


Date: 23 April 2019 Chief Financial Officer Company Secretary

F - 177
Indiabulls Real Estate Limited
Consolidated statement of changes in equity for the year ended 31 March 2019

A Equity share capital* (` in lakhs)

Issue of equity Buyback of equity Issue of equity Buyback of equity


Balance as at Sale of treasury Balance as at 31 Balance as at 31
Particulars share capital share capital share capital share capital
1 April 2017 shares March 2018 March 2019
during the year during the year during the year during the year

Equity share capital 9,568.29 41.11 115.92 - 9,493.48 40.13 520.00 9,013.61
Less: Treasury shares (refer note 54) (850.00) - - 850.00 - - - -
8,718.29 41.11 115.92 850.00 9,493.48 40.13 520.00 9,013.61

B Instruments entirely equity in nature** (` in lakhs)


Balance as at Movement during Balance as at 31 Movement during Balance as at 31
Particulars
1 April 2017 the year March 2018 the year March 2019
Optionally convertible redeemable preference shares - 104,828.00 104,828.00 - 104,828.00 346,518.95
- 104,828.00 104,828.00 - 104,828.00
C Other equity*** (` in lakhs)
Reserves and surplus Other comprehensive income
Equity
attributable
Deferred employee Non-controlling
Description Debenture Capital Securities Capital reserve on Fair valuation of Net investment hedge Foreign currency to owners Total equity
General reserve Capital reserve compensation Retained earnings interests
redemption reserve redemption reserve premium consolidation equity instruments reserve translation reserve of Holding
reserve Company

Balance as at 1 April 2017 (Restated)^^ 53,312.65 27,720.50 28,937.54 1,565.00 2,972.60 492,901.09 103,836.65 (634,524.04) (15,109.67) - (12,550.66) 49,061.66 71,089.44 120,151.10
Profit for the year - - - - - - - 237,284.52 - - - 237,284.52 (1,328.41) 235,956.11
Other comprehensive income
Re-measurement losses on defined benefit plans (net of tax) - - - - - - - (10.23) - - - (10.23) 2.25 (7.98)
Net loss on equity instruments through other comprehensive - - - - - - - - (7,239.32) - - (7,239.32) - (7,239.32)
income
Exchange differences on translation of foreign operations - - - - - - - - - - 12,638.61 12,638.61 - 12,638.61
Share based payment expense - - - - 419.72 - - - - - - 419.72 - 419.72
Issue of equity shares (including exercise of stock options) - - - - (592.88) 2,126.19 - - - - - 1,533.31 - 1,533.31
Sale of treasury shares (refer note 54) - - - - - 87,365.01 - - - - - 87,365.01 - 87,365.01
Transfer from retained earnings on account of buy back of - - 2,500.00 115.92 - - - (2,615.92) - - - - - -
equity shares and creation of debenture redemption
reserve/capital redemption reserve
Buyback of equity shares - - - - - (5,080.75) - - - - - (5,080.75) - (5,080.75)
Loss of control in subsidiaries - - - - - - 396.14 (90,320.92) - - - (89,924.78) (64,460.34) (154,385.12)
Acquisition of non-controlling interests - - - - - - - (1,035.74) - - - (1,035.74) (4,260.25) (5,295.99)
Transfer to retained earnings on account of stock options lapsed - - - - (229.24) - - 229.24 - - - - - -
Balance as at 31 March 2018 (Restated)^^ 53,312.65 27,720.50 31,437.54 1,680.92 2,570.20 577,311.54 104,232.79 (490,993.09) (22,348.99) - 87.95 285,012.01 1,042.69 286,054.70
Profit for the year - - - - - - - 50,414.57 - - 50,414.57 16.95 50,431.52
Other comprehensive income
Re-measurement losses on defined benefit plans (net of tax) - - - - - - - (228.84) - - - (228.84) 3.06 (225.78)
Net loss on equity instruments through other comprehensive - - - - - - - - (5,913.12) - - (5,913.12) - (5,913.12)
income
Share of other comprehensive income of joint ventures - - - - - - - (411.20) - - - (411.20) - (411.20)
accounted for using the equity method
Exchange differences on translation of foreign operations - - - - - - - - - - 1,217.91 1,217.91 - 1,217.91
Gain on net investment hedge - - - - - - - (3,806.36) - 2,577.99 - (1,228.37) - (1,228.37)
Share based payment expense - - - - 351.31 - - - - - - 351.31 - 351.31
Issue of equity shares (including exercise of stock options) - - - - (807.65) 1,838.04 - - - - - 1,030.39 - 1,030.39
Transfer from retained earnings on account of buy back of - - 937.50 520.00 - - - (1,457.50) - - - - - -
equity shares and creation of debenture redemption
reserve/capital redemption reserve
Buyback of equity shares - - - - - (44,246.26) - - - - - (44,246.26) - (44,246.26)
Balance as at 31 March 2019 53,312.65 27,720.50 32,375.04 2,200.92 2,113.86 534,903.32 104,232.79 (446,482.42) (28,262.11) 2,577.99 1,305.86 285,998.40 1,062.70 287,061.12
*Refer note 21A for details
**Refer note 21C for details
***Refer note 22 for details
^^Refer note 41 (I) for details about restatement on account of changes in accounting policies consequent to adoption of Ind AS 115.

This is the consolidated statement of changes in equity referred to in our report of even date.

For Walker Chandiok & Co LLP For and on behalf of the board of directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani Anil Mittal Ravi Telkar
Partner Joint Managing Director Joint Managing Director Chief Financial Officer Company Secretary
Membership No :502103 [DIN: 06667127] [DIN: 00358082]

Place: Gurugram
Date: 23 April 2019

F - 178
Indiabulls Real Estate Limited
Consolidated cash flow statement for the year ended 31 March 2019
31 March 2019 31 March 2018
(` in lakhs) (` in lakhs)
(Restated)*
A Cash flow from operating activities:
Profit before tax and share of profit/(loss) from joint ventures 83,978.32 269,923.64
Adjustments for:
Interest expenses 45,966.08 69,553.47
Depreciation and amortization expenses 1,744.56 9,650.79
Other borrowing costs 300.24 526.85
Impairment for non-financial assets - 4,321.24
Impairment of inventory 72,380.00 -
Provision for expected loss 1,796.72 -
Loss/(profit) on sale of property, plants and equipment (net) 463.75 (105.54)
Interest income (4,268.30) (9,726.14)
Dividend income - (615.53)
Amortisation of derivative balance (difference between forward and spot element) (664.43) -
Excess provision/liabilities written back (737.19) -
Provision for employee benefits 481.76 269.71
Share based payment expense 351.31 419.72
Share of (profit)/loss from joint ventures (12.09) 484.30
Land advances written off - 20,138.05
Investments written off 115.00 1,984.00
Loans written off - 917.63
Gain on fair valuation of financial instruments (1,457.26) (616.08)
Profit on sale of investments in mutual funds (net) (1,624.48) (2,798.84)
Profit on sale of guaranteed senior notes (net) - (8,179.46)
Profit on loss of control in subsidiaries and gain on fair valuation of remaining stake (13,390.02) (277,712.85)
Profit on sale of investments (4,448.78) (26,133.51)
Profit on sale of stake in subsidiaries (1,414.67) (4,678.51)
Gain on amortized cost financial asset (18,713.45) -
Operating profit before working capital changes and other adjustments: 160,847.07 47,622.94
Working capital changes and other adjustments:
Decrease/(increase) in inventories 85,187.02 (93,983.60)
Increase in trade receivables (25,761.05) (63,918.78)
Decrease in current and non-current loans 12,967.96 1,083.34
Increase in other current and non-current assets (11,357.24) (16,222.58)
Increase in other current and non-current financial assets (16,249.08) (8,103.03)
Increase in trade payables 36,026.04 22,237.26
Increase in other current and non-current financial liabilities 33,201.48 2,325.92
(Decrease)/increase in other current liabilities (387,443.17) 49,180.02
Decrease in non-current liabilities and provisions (14.76) (5,356.74)
Cash used in operating activities (112,595.73) (65,135.25)
Income taxes paid (net) (3,334.13) (23,919.54)
Net cash used in operating activities (115,929.86) (89,054.79)

B Cash flow from investing activities:


Purchase of property, plant and equipment, investment property and intangible assets (12,534.78) (20,900.40)
Proceeds from sale of property, plant and equipment and intangible assets 8,910.77 -
Dividend received - 615.53
Movement in fixed deposits (net) (2,363.80) 6,687.02
Proceeds from redemption of investments - preference shares 25,177.00 -
Proceed from sale of non-current investments 64,646.71 297,480.25
Purchase of non-current investments (3,411.08) (177,659.12)
Proceed from sale/(purchase) of current investments (net) 139,425.83 (88,541.02)
Inter-corporate loans given (net) (45,167.19) (1,324.20)
Interest received 3,800.11 5,817.24
Net cash flow from investing activities 178,483.57 22,175.30

C Cash flow from financing activities:


Proceeds from issue of equity share capital (including securities premium) 1,070.53 89,789.43
Buyback of equity shares (44,766.26) (5,196.67)
Proceeds from issue of preference shares 45,000.00 -
Proceeds from issue of instruments entirely in the nature of equity by subsidiary company - 104,828.00
Proceeds from borrowings from banks 377,155.35 41,910.31
Repayment of borrowings to banks (378,223.41) (18,354.99)
Proceeds from issue of debentures 49,732.00 156,350.69
Redemption of debentures (162,500.00) (110,000.00)
Proceeds from issue of commercial paper 423,000.00 711,500.00
Repayment of commercial paper (414,000.00) (664,000.00)
Interest paid (65,704.09) (100,548.35)
Other borrowing costs (300.24) (548.43)
Net cash (used in)/flow from financing activities (169,536.12) 205,729.99

D Opening cash and cash equivalents of subsidiaries acquired/sold (net) (83.29) (6,702.84)

F - 179
Indiabulls Real Estate Limited
Consolidated cash flow statement for the year ended 31 March 2019 (cont'd)
31 March 2019 31 March 2018
(` in lakhs) (` in lakhs)
(Restated)*

E Net (decrease)/increase in cash and cash equivalents (A+B+C+D) (107,065.70) 132,147.66


F Cash and cash equivalents at the beginning of the year 167,357.11 35,209.45
G Cash and cash equivalents at the end of the year (E+F) 60,291.41 167,357.11

Notes:
a) Cash and cash equivalents includes (refer note 18) :
Cash on hand 11.46 28.19
Balances with banks
In current accounts 10,981.26 153,569.96
Bank deposits with original maturity upto three months 49,298.69 13,758.96
Total of cash and cash equivalents 60,291.41 167,357.11

This is the consolidated cash flow statement referred to in our report of even date.
*Refer note 41 (I) for details about restatement on account of changes in accounting policies consequent to adoption of Ind AS 115.

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani


Partner Joint Managing Director Joint Managing Director
Membership No :502103 [DIN: 06667127] [DIN: 00358082]

Place: Gurugram Anil Mittal Ravi Telkar


Date: 23 April 2019 Chief Financial Officer Company Secretary

F - 180
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2019

1. Nature of principal activities


Indiabulls Real Estate Limited („the Holding Company‟) was incorporated on 04 April 2006 with the main objects
of carrying on the business of real estate project advisory, project marketing, maintenance of completed projects,
engineering, industrial and technical consultancy, construction and development of real estate properties and
other related and ancillary activities. The Holding Company is domiciled in India and its registered office is
situated at M-62 and 63, First Floor, Connaught Place, New Delhi – 110001.

Indiabulls Real Estate Limited („the Holding Company‟), its subsidiaries and joint ventures (the Holding
Company, its subsidiaries and joint ventures together referred to as “the Group”) in the following notes.

2. General information and statement of compliance with Ind AS


The consolidated financial statements of the Group have been prepared in accordance with the Indian
Accounting Standards as notified under section 133 of the Companies Act 2013 read with the Companies (Indian
Accounting Standards) Rules 2015 (by Ministry of Corporate Affairs („MCA‟)), as amended and other relevant
provisions of the Act. The Group has uniformly applied the accounting policies during the periods presented.

These consolidated financial statements for the year ended 31 March 2019 were authorized and approved for
issue by the Board of Directors on 23 April 2019. The revisions to the consolidated financial statements is
permitted by the Board of Directors of the Holding Company after obtaining necessary approvals or at the
instance of regulatory authorities as per provisions of the Act.

3. Basis of preparation
The consolidated financial statements have been prepared on going concern basis in accordance with accounting
principles generally accepted in India. Further, the financial statements have been prepared on historical cost basis
except for certain financial assets and financial liabilities and share based payments which are measured at fair
values as explained in relevant accounting policies. Fair valuations related to financial assets and financial liabilities
are categorised into level 1, level 2 and level 3 based on the degree to which the inputs to the fair value
measurements are observable.

4. Recent accounting pronouncement

Ind AS 116, Leases

On 30 March 2019, Ministry of Corporate Affairs („MCA‟) has clarified that Ind AS 116 is effective for annual
periods beginning on or after 1 April 2019 and it replaces Ind AS 17 Leases, including appendices thereto. Ind AS
116 sets out the principles for the recognition, measurement, presentation and disclosure of leases and requires
lessees to account for all leases under a single on-balance sheet model similar to the accounting for finance leases
under Ind AS 17. The standard includes two recognition exemptions for lessees - leases of 'low-value' assets and
short-term leases (i.e., leases with a lease term of 12 months or less). At the commencement date of a lease, a
lessee will recognise a liability to make lease payments (i.e., the lease liability) and an asset representing the right to
use the underlying asset during the lease term (i.e., the right-of-use asset). Lessees will be required to separately
recognise the interest expense on the lease liability and the depreciation expense on the right-of-use asset. Further,
in case of an operating lease, lessors are required to record lease income on straight line basis. The Group is
evaluating the requirements of the amendments and their impact on the financial statements.

Amendment to Ind AS 12, Income taxes

On 30 March 2019, Ministry of Corporate Affairs ("MCA") has notified Appendix C to Ind-AS 12 Income taxes
– “Uncertainty over Income Tax Treatments”. The amendment to Ind AS 12 requires the entities to consider
recognition and measurement requirements when there is uncertainty over income tax treatments. In such a
circumstance, an entity shall recognise and measure its current or deferred tax asset or liability accordingly. The
effective date of amendment is 1 April 2019. Further, there has been amendments in relevant paragraphs in Ind-
AS 12 "Income Taxes" which clarifies that an entity shall recognize the income tax consequences of dividends in
profit or loss, other comprehensive income or equity according to where the entity originally recognized those

F - 181
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2019

past transactions or events in accordance with Ind-AS 109. The Group is evaluating the requirements of the
amendments and their impact on the consolidated financial statements.
Amendment to Ind AS 19, Employee benefits

On 30 March 2019, Ministry of Corporate Affairs ("MCA") has issued an amendment to Ind AS 19 which
requires the entities to determine current service cost using actuarial assumptions and net interest using discount
rate determined at the start of the annual reporting period. However, if an entity re-measures the net defined
benefit liability (asset) as per the requirement of the standard, it shall determine current service cost and net
interest for the remainder of the annual reporting period after the plan amendment, curtailment or settlement
using the actuarial assumptions used to re-measure the net defined benefit liability (asset). The effective date of
amendment is April 1, 2019. The Group is evaluating the requirements of the amendments and their impact on
the consolidated financial statements.

Amendment to Ind AS 23, Borrowing costs

On 30 March 2019, Ministry of Corporate Affairs ("MCA") issued an amendment to Ind-AS 23 "Borrowing
Costs" clarifies that if any specific borrowing remains outstanding after the related asset is ready for its intended
use or sale, that borrowing becomes part of the funds that an entity borrows generally when calculating the
capitalization rate on general borrowings. This amendment is effective for annual periods beginning on or after 1
April 2019. The Group is evaluating the requirements of the amendments and their impact on the consolidated
financial statements.

Amendment to Ind AS 109, Financial instruments

On 30 March 2019, Ministry of Corporate Affairs ("MCA") issued an amendment to Ind-AS 109 in respect of
prepayment features with negative compensation, which amends the existing requirements in Ind-AS 109
regarding termination rights in order to allow measurement at amortized cost (or, depending on the business
model, at fair value through other comprehensive income) even in the case of negative compensation payments.
This amendment is effective for annual periods beginning on or after 1 April 2019. The Group is evaluating the
requirements of the amendments and their impact on the consolidated financial statements.

Amendment to Ind AS 28, Investments in associates and joint ventures

On March 30, 2019, Ministry of Corporate Affairs ("MCA") issued an amendment to Ind-AS 28 “Investments in
Associates and Joint Ventures” in relation to long-term interests in associates and joint ventures. The amendment
clarifies that an entity applies Ind-AS 109 to long-term interests in an associate or joint venture that form part of
the net investment in the associate or joint venture but to which the equity method is not applied. This
amendment is effective for annual periods beginning on or after April 1, 2019. The Group is evaluating the
requirements of the amendments and their impact on the consolidated financial statements.

Amendment to Ind AS 103, Business combinations

On March 30, 2019, Ministry of Corporate Affairs ("MCA") issued an amendment to Ind-AS 103, "Business
Combinations". The amendment clarifies that when an entity obtains control of a business that is a joint
operation, it shall need to re-measure the previously held interests in that business. This amendment is effective
for annual periods beginning on or after April 1, 2019. The Group is evaluating the requirements of the
amendments and their impact on the consolidated financial statements.

Amendment to Ind AS 111, Joint arrangements

On March 30, 2019, Ministry of Corporate Affairs ("MCA") issued an amendment to Ind-AS 111, "Joint
Arrangements". The amendment clarifies that when an entity obtains joint control of a business that is a joint
operation, the entity shall not re-measure previously held interests in that business. This amendment is effective

F - 182
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
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for annual periods beginning on or after April 1, 2019. The Group is evaluating the requirements of the
amendments and their impact on the consolidated financial statements.

5. Summary of significant accounting policies

The consolidated financial statements have been prepared using the significant accounting policies and
measurement bases summarised below. These were used throughout all periods presented in the consolidated
financial statements.

5.1 Basis of consolidation

Subsidiaries
Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls
an entity when the Group has power over the investee and is exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect those returns through its power to direct the relevant
activities of the entity. The Group has power over the investee even if it owns less than majority voting rights i.e.
rights arising from other contractual arrangements. Subsidiaries are fully consolidated from the date on which
control is transferred to the Group. They are deconsolidated from the date when control ceases. Statement of
profit and loss (including other comprehensive income („OCI‟)) of subsidiaries acquired or disposed of during the
period are recognised from the effective date of acquisition, or up to the effective date of disposal, as applicable.
All the consolidated subsidiaries have a consistent reporting date of 31 March 2019.
The Group combines the financial statements of the parent and its subsidiaries line by line adding together like
items of assets, liabilities, equity, income and expenses. Intercompany transactions, balances and unrealised
gains/(losses) on transactions between group companies are eliminated. The accounting principles and policies
have been consistently applied by the Group.
Non-controlling interests, presented as part of equity, represent the portion of a subsidiary‟s statement of profit
and loss and net assets that is not held by the Group. Statement of profit and loss balance (including each
component of OCI) is attributed to the equity holders of the Holding Company and to the non-controlling
interests basis the respective ownership interests and the such balance is attributed even if this results in the non-
controlling interests having a deficit balance.

The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions
with equity owners of the Group. Such a change in ownership interest results in an adjustment between the
carrying amounts of the controlling and non-controlling interests to reflect their relative interests in the
subsidiary. Any difference between the amount of the adjustment to non-controlling interests and any
consideration paid or received is recognised within equity.

Joint ventures
Investments in joint arrangements are classified as either Joint operations or Joint ventures. The classification
depends on the contractual rights and obligations of each investor, rather than the legal structure of the Joint
arrangement. The Group has classified its investment in joint arrangement as joint ventures.

Interest in joint venture are accounted for using the equity method, after initially being recognized at cost. The
carrying amount of the investment is adjusted thereafter for the post acquisition change in the share of net assets
of the investee, adjusted where necessary to ensure consistency with the accounting principles and policies of the
Group. The consolidated statement of profit and loss (including the other comprehensive income) includes the
Group‟s share of the results of the operations of the investee. Dividends received or receivable from joint
ventures are recognized as a reduction in the carrying amount of the investment.

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5.2 Business combination

The Group applies the acquisition method in accounting for business combinations. The consideration
transferred by the Group to obtain control of a subsidiary is calculated as the sum of the acquisition-date fair
values of assets transferred, liabilities incurred by the former owners of the acquired entity. Acquisition costs are
generally recognized in the statement of profit and loss as incurred.

Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are
measured initially at their acquisition-date fair values.

Goodwill is initially measured as excess of the aggregate of the consideration transferred and the amount
recognised for non-controlling interests, and any previous interest held, over the net identifiable assets acquired
and liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration
transferred and where exists clear evidence of underlying reasons of classifying business combinations as bargain
purchase, the difference is recognised in other comprehensive income and accumulated in equity as capital
reserve. However, if there is no clear evidence of bargain purchase, the entity recognises the gain directly in equity
as capital reserve, without routing the same through other comprehensive income.

Business combinations involving entities or businesses under common control have been accounted for using the
pooling of interests method. The assets and liabilities of the combining entities are reflected at their carrying
amounts. No adjustments have been made to reflect fair values, or to recognise any new assets or liabilities.

5.3 Revenue recognition

Revenue is recognised when control is transferred and is accounted net of rebate and taxes. The Group applies
the revenue recognition criteria to each nature of the revenue transaction as set out below:

Revenue from sale of properties


Revenue from sale of properties is recognized when the performance obligations are essentially complete and
credit risks have been significantly eliminated. The performance obligations are considered to be complete when
control over the property has been transferred to the buyer i.e. offer for possession (possession request letter) of
properties have been issued to the customers and substantial sales consideration is received from the customers.

The Group considers the terms of the contract and its customary business practices to determine the transaction
price. The transaction price is the amount of consideration to which the Group expects to be entitled in exchange
for transferring property to a customer, excluding amounts collected on behalf of third parties (for example,
indirect taxes). The consideration promised in a contract with a customer may include fixed consideration,
variable consideration (if reversal is less likely in future), or both.

For each performance obligation identified, the Group determines at contract inception whether it satisfies the
performance obligation over time or satisfies the performance obligation at a point in time. If an entity does not
satisfy a performance obligation over time, the performance obligation is satisfied at a point in time. A receivable
is recognised by the Group when the control is transferred as this is the case of point in time recognition where
consideration is unconditional because only the passage of time is required.

When either party to a contract has performed, an entity shall present the contract in the balance sheet as a
contract asset or a contract liability, depending on the relationship between the entity‟s performance and the
customer‟s payment.

The costs estimates are reviewed periodically and effect of any change in such estimate is recognized in the period
such changes are determined. However, when the total estimated cost exceeds total expected revenues from the
contracts, the loss is recognized immediately.

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Revenue from construction contracts


Revenue and related expenditures in respect of short-term works contracts that are entered into and completed
during the year are accounted for on accrual basis as they are earned. Revenue and related expenditures in respect
of long-term works contracts are accounted for on the basis of „input method‟ as the performance obligations are
satisfied over time. In case of cost plus contracts, revenue is recognised as per terms of specific contract, i.e. cost
incurred plus an agreed profit margin. Further, the Group considers the terms of the contract and its customary
business practices to determine the transaction price. The consideration promised in a contract with a customer
may include fixed consideration, variable consideration (if reversal is less likely in future), or both.

Revenue from sale of land


Revenue from sale of land is recognised in the year in which the underlying sale deed is executed and there exists
no uncertainty in the ultimate collection of consideration from buyer.

Base rent and amenities income


Base rent and amenities income are recognised on a straight-line basis over the terms of the lease, except for
contingent rental income, which is recognised when it arises and where scheduled increase in rent compensates
the lessor for expected inflationary costs. Base rent comprises rental income earned from the operating leases and
finance lease of the owned properties. Amenities income is rental revenue earned from the letting of space at the
properties for amenities (including canteen space and business centre) is recognised in the period in which the
services are being rendered.

Land lease income


Upfront lease premium received/receivable is recognized on operating lease basis i.e. on straight line basis over
the lease term of the lease/sub-lease arrangement. Annual lease rentals are recognized on an accrual basis.

Operations and maintenance income


Income arising from billing of maintenance charges to tenants/customers is recognised in the period in which the
services are being rendered. A receivable is recognised by the Group when the services are rendered as this is the
case of point in time recognition where consideration is unconditional because only the passage of time is
required. Further, the Group considers the terms of the contract and its customary business practices to
determine the transaction price. The consideration promised in a contract with a customer may include fixed
consideration, variable consideration (if reversal is less likely in future), or both.

Profit on sale of investment with underlying business


Profit on sale of investments of entities in the real estate business is recognised in the year in such investments are
sold after adjusting the consideration received with carrying value of investment. The said profit is recognised as
part of other operating income as in substance, such sale reflects the sale of real estate business.

Gain on fair valuation of investment (remaining stake)


Gain on fair valuation of investment is recognised in the year in which the investment fair valued basis the
consideration received for the proportionate stake sale. The said gain is recognised as part of other operating
income as there is underlying business of real estate development.

Service revenue
Income from real estate advisory services is recognized on accrual basis when services are completed, except in
cases where ultimate collection is considered doubtful.

Interest income
Interest income is recorded on accrual basis using the effective interest rate (EIR) method.
Interest on delayed receipts, cancellation/forfeiture income and transfer fees from customers are recognized on
accrual basis except in cases where ultimate collection is considered doubtful.

Car parking income


Car park income is recognised in the period in which the services are rendered.

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Dividend income
Dividend income is recognised at the time when right to receive the payment is established, which is generally
when the shareholders of the investee entity approve the dividend.

Gain on de-recognition of financial asset carried at amortised cost


Gain on de-recognition of financial asset carried at amortised cost is recognised in the year when the entire
payment is received against the outstanding balance of amortised cost financial assets.

5.4 Inventories

Land other than that transferred to real estate properties under development is valued at lower of cost or net
realizable value.

Real estate properties (developed and under development) includes cost of land under development, internal and
external development costs, construction costs, and development/construction materials, borrowing costs and
related overhead costs and is valued at lower of cost or net realizable value.

Construction materials, stores and spares, tools and consumable are valued at lower of cost or net realisable value,
on the basis of first-in first-out method.

Net realisable value is the estimated selling price in the ordinary course of business less estimated costs of
completion and estimated costs of necessary to make the sale.

5.5 Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are
capitalized during the period of time that is necessary to complete and prepare the asset for its intended use or
sale. A qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use. All
other borrowing costs are charged to the statement of profit and loss as incurred.

5.6 Property, plant and equipment

Recognition and initial measurement


Property, plant and equipment are stated at their cost of acquisition. The cost comprises purchase price,
borrowing cost if capitalization criteria are met and directly attributable cost of bringing the asset to its working
condition for the intended use. Any trade discount and rebates are deducted in arriving at the purchase price.
Subsequent costs are included in the asset‟s carrying amount or recognised as a separate asset, as appropriate, only
when it is probable that future economic benefits associated with the item will flow to the Group. All other repair
and maintenance costs are recognised in statement of profit and loss as incurred.

Capital work-in progress


Capital work-in progress excludes capital advances but includes property, plant and equipment under construction
and not ready for intended use as on balance sheet date.

Subsequent measurement (depreciation and useful lives)


Depreciation on property, plant and equipment is provided on the straight-line method, computed on the basis of
useful lives (as set out below) prescribed in Schedule II to the Companies Act, 2013:

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Asset class Useful life


Building – temporary structures 1 – 3 years
Plant and equipment 12 – 15 years
Office equipment 5 years
Computers 3 – 6 years
Furniture and fixtures 10 years
Vehicles 8 years
Ship 13 years

Leasehold improvements
Leasehold improvements have finite useful life and, therefore, are capitalised separately and amortised over the
lease period or the estimated useful life of the leasehold improvements. Presently, the estimated useful life of the
assets is less than the lease period and is as below:

Asset class Useful life


Boundary wall 5 years
Water pipeline 12 years
Other infrastructure works 10 years
Electrical work 10 years

The residual values, useful lives and method of depreciation of are reviewed at the end of each financial year and
adjusted prospectively, if appropriate.

De-recognition
An item of property, plant and equipment and any significant part initially recognised is derecognised upon
disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on
de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying
amount of the asset) is recognised in statement of profit and loss when the asset is derecognised.

5.7 Investment property

Recognition and initial measurement


Investment properties are held to earn rentals or for capital appreciation, or both. Investment properties are
measured initially at their cost of acquisition. The cost comprises purchase price, borrowing cost if capitalization
criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use.
Any trade discount and rebates are deducted in arriving at the purchase price. Subsequent costs are included in
the asset‟s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future
economic benefits associated with the item will flow to the Group. All other repair and maintenance costs are
recognised in statement of profit and loss as incurred.

Though the Group measures investment property using cost based measurement, the fair value of investment
property is disclosed in the notes. Fair values are determined based on an annual valuation performed by an
accredited external independent valuer who holds a recognised and relevant professional qualification and has
recent experience in the location and category of the investment property being valued.

Subsequent measurement (depreciation and useful lives)


Depreciation on investment properties is provided on the straight-line method, computed on the basis of useful
lives (as set out below) prescribed in Schedule II to the Companies Act, 2013:

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Asset class Useful life


Building and related fixtures
Buildings 60 years
Fixtures 10 years
Plant and equipment 12 - 15 years

The residual values, useful lives and method of depreciation of are reviewed at the end of each financial year and
adjusted prospectively, if appropriate.

De-recognition
Investment properties are derecognised either when they have been disposed of or when they are permanently
withdrawn from use and no future economic benefit is expected from their disposal. The difference between the
net disposal proceeds and the carrying amount of the asset is recognised in statement of profit and loss in the
period of de-recognition.

Investment property under development


Investment property under development represents expenditure incurred in respect of capital projects are carried
at cost. Cost includes land, related acquisition expenses, development/construction costs, borrowing costs and
other direct expenditure.

5.8 Intangible assets

Recognition and initial measurement


Intangible assets (softwares) are stated at their cost of acquisition. The cost comprises purchase price, borrowing
cost if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for
the intended use. Any trade discount and rebates are deducted in arriving at the purchase price.

Subsequent measurement (amortisation)


The cost of capitalized software is amortized over a useful life of 3 to 4 years from the date of its acquisition.

De-recognition
Intangible asset is de-recognised upon disposal or when no future economic benefits are expected from its use or
disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net
disposal proceeds and the carrying amount of the asset) is recognized in the statement of profit and loss, when
the asset is derecognised.

5.9 Leases

Where the Group is the lessee

A lease is classified at the inception date as a finance lease or an operating lease. A lease that transfers substantially
all the risks and rewards incidental to ownership to the Group is classified as a finance lease.

Finance leases are capitalised at the commencement of the lease at the inception date fair value of the leased
property or, if lower, at the present value of the minimum lease payments. Lease payments are apportioned
between finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the
remaining balance of the liability. Finance charges are recognised in finance costs in the statement of profit and
loss, unless they are directly attributable to qualifying assets, in which case they are capitalized in accordance with
the Group‟s general policy on the borrowing costs. Contingent rentals are recognised as expenses in the periods
in which they are incurred.

A leased asset is depreciated over the useful life of the asset. However, if there is no reasonable certainty that the
Group will obtain ownership by the end of the lease term, the asset is depreciated over the shorter of the
estimated useful life of the asset and the lease term.

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Lease other than finance lease is treated as operating lease. Operating lease payments are recognised as an expense
in the statement of profit and loss on a straight-line basis over the lease term, except when the lease rentals,
increase are in line with expected inflationary costs.

Where the Group is the lessor

Leases are classified as finance leases when substantially all of the risks and rewards of ownership transfer from
the Group to the lessee. Amounts due from lessees under finance leases are recorded as receivables at the
Group‟s net investment in the leases. Finance lease income is allocated to accounting periods so as to reflect a
constant periodic rate of return on the net investment outstanding in respect of the lease.

Leases in which the Group does not transfer substantially all the risks and rewards of ownership of an asset are
classified as operating leases. Rental income from operating lease is recognised on a straight-line basis over the
term of the relevant lease except for contingent rental income, which is recognised when it arises and where
scheduled increase in rent compensates the lessor for expected inflationary costs. Initial direct costs incurred in
negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised
over the lease term on the same basis as rental income. Contingent rents are recognised as revenue in the period
in which they are earned.

5.10 Impairment of non-financial assets

At each reporting date, the Group and its joint ventures assesses whether there is any indication that an asset may
be impaired, based on internal or external factors. If any such indication exists, the recoverable amount of the
asset or the cash generating unit is estimated. If such recoverable amount of the asset or cash generating unit to
which the asset belongs is less than its carrying amount, the carrying amount is reduced to its recoverable amount.
The reduction is treated as an impairment loss and is recognised in the statement of profit and loss. If, at the
reporting date there is an indication that a previously assessed impairment loss no longer exists, the recoverable
amount is reassessed and the asset is reflected at the recoverable amount. Impairment losses previously
recognized are accordingly reversed in the statement of profit and loss.

5.11 Financial instruments

Financial assets

Recognition and initial measurement


All financial assets are recognised initially at fair value and transaction cost that is attributable to the acquisition of
the financial asset is also adjusted.

Subsequent measurement

i. Debt instruments at amortised cost – A „debt instrument‟ is measured at the amortised cost if both the
following conditions are met:
 The asset is held within a business model whose objective is to hold assets for collecting contractual
cash flows; and
 Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of
principal and interest (SPPI) on the principal amount outstanding.

After initial measurement, such financial assets are subsequently measured at amortised cost using the
effective interest rate (EIR) method.

ii. Equity investments – All equity investments in scope of Ind AS 109 Financial Instruments („Ind AS 109‟)
are measured at fair value. Equity instruments which are held for trading are generally classified as at fair
value through profit and loss (FVTPL). For all other equity instruments, the Group decides to classify the
same either as at fair value through other comprehensive income (FVOCI) or fair value through profit and

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loss (FVTPL). The Group makes such election on an instrument by instrument basis. The classification is
made on initial recognition and is irrevocable.

iii. Mutual funds – All mutual funds in scope of Ind AS 109 are measured at fair value through profit and loss
(FVTPL).

De-recognition of financial assets


A financial asset is primarily de-recognised when the rights to receive cash flows from the asset have expired or
the Group has transferred its rights to receive cash flows from the asset.

Financial liabilities

Recognition and initial measurement


All financial liabilities are recognised initially at fair value and transaction cost that is attributable to the acquisition
of the financial liabilities is also adjusted.

Subsequent measurement – Amortised cost


Subsequent to initial recognition, most of the liabilities are measured at amortised cost using the effective interest
method.

Recognition and initial and subsequent measurement – fair value


A financial liability is classified as fair value through profit and loss („FVTPL‟) if it is designated as such upon
initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains/losses, including any
interest expense are recognised in statement of profit and loss.

De-recognition of financial liabilities


A financial liability is de-recognised when the obligation under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another from the same lender on substantially different terms, or
the terms of an existing liability are substantially modified, such an exchange or modification is treated as the de-
recognition of the original liability and the recognition of a new liability. The difference in the respective carrying
amounts is recognised in the statement of profit and loss.

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a
currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis,
to realise the assets and settle the liabilities simultaneously.

Net investment hedge

The Holding Company has entered into certain forward (derivative) contracts to hedge foreign currency risk.
Derivative financial instruments are accounted at FVTPL except for derivatives designated as hedging
instruments. To qualify for hedge accounting, the hedging relationship must meet conditions with respect to
documentation, strategy and economic relationship of the hedged transaction.

Hedge of net investments in foreign operations are accounted for similar to cash flow hedges. The changes in fair
value of forward element is recognised in other comprehensive income and accumulated in foreign currency
translation reserve in equity. The difference between forward and spot element at the date of designation of
hedging instrument is amortised over the period of hedge. Gains and losses accumulated in equity are reclassified
to profit or loss when the foreign operation is partially disposed of or sold.

5.12 Impairment of financial assets

In accordance with Ind AS 109, the Group applies expected credit loss (ECL) model for measurement and
recognition of impairment loss for financial assets. The Group factors historical trends and forward looking

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information to assess expected credit losses associated with its assets and impairment methodology applied
depends on whether there has been a significant increase in credit risk.

Trade receivables
In respect of trade receivables, the Group applies the simplified approach of Ind AS 109, which requires
measurement of loss allowance at an amount equal to lifetime expected credit losses. Lifetime expected credit
losses are the expected credit losses that result from all possible default events over the expected life of a financial
instrument.

Other financial assets


In respect of its other financial assets, the Group assesses if the credit risk on those financial assets has increased
significantly since initial recognition. If the credit risk has not increased significantly since initial recognition, the
Group measures the loss allowance at an amount equal to 12-month expected credit losses, else at an amount
equal to the lifetime expected credit losses. The Group assumes that the credit risk on a financial asset has not
increased significantly since initial recognition, if the financial asset is determined to have low credit risk at the
balance sheet date.

5.13 Foreign currency

Functional and presentation currency


The consolidated financial statements are presented in Indian Rupee („INR‟) which is also the functional and
presentation currency of the Holding Company.

Transactions and balances


Foreign currency transactions are recorded in the functional currency, by applying to the exchange rate between
the functional currency and the foreign currency at the date of the transaction.

Foreign currency monetary items are converted to functional currency using the closing rate. Non-monetary items
denominated in a foreign currency which are carried at historical cost are reported using the exchange rate at the
date of the transaction.

Exchange differences arising on monetary items on settlement, or restatement as at reporting date, at rates
different from those at which they were initially recorded, are recognized in the statement of profit and loss in the
year in which they arise.

Translation of foreign operations


Functional and reporting currencies of foreign operations are different from the reporting currency of the
Holding Company. In respect of foreign operations, assets and liabilities are translated at the exchange rate
prevailing at the date of the balance sheet. The items in the statement of profit and loss are translated at the
average exchange rate (that approximates the actual exchange rates) during the year. The exchange difference
arising out of the translation are recognized in other comprehensive income and are accumulated as foreign
currency translation reserve, in the balance sheet until the disposal of the net investments at which time they are
recognised as income or as expenses.

5.14 Income taxes

Tax expense recognized in statement of profit and loss comprises the sum of current tax and deferred tax except
the ones recognized in other comprehensive income or directly in equity.

Current tax is determined as the tax payable in respect of taxable income for the year and is computed in
accordance with relevant tax regulations. Current income tax relating to items recognised outside profit or loss is
recognised outside profit or loss (either in other comprehensive income or in equity).

Minimum alternate tax („MAT‟) credit entitlement is recognised as an asset only when and to the extent there is
convincing evidence that normal income tax will be paid during the specified period. In the year in which MAT

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credit becomes eligible to be recognised as an asset, the said asset is created by way of a credit to the statement of
profit and loss and shown as MAT credit entitlement. This is reviewed at each balance sheet date and writes down
the carrying amount of MAT credit entitlement to the extent it is not reasonably certain that normal income tax
will be paid during the specified period.

Deferred tax is recognised in respect of temporary differences (including differences arising on account of
consolidation) between carrying amount of assets and liabilities for financial reporting purposes and
corresponding amount used for taxation purposes. Deferred tax assets on unrealised tax loss are recognised to the
extent that it is probable that the underlying tax loss will be utilised against future taxable income. This is assessed
based on the forecast of future operating results of respective entity, adjusted for significant non-taxable income
and expenses and specific limits on the use of any unused tax loss. Unrecognised deferred tax assets are re-
assessed at each reporting date and are recognised to the extent that it has become probable that future taxable
profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the
asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively
enacted at the reporting date. Deferred tax relating to items recognised outside statement of profit and loss is
recognised outside statement of profit or loss (either in other comprehensive income or in equity).

5.15 Cash and cash equivalents

Cash and cash equivalents comprise cash on hand, demand deposits, other short-term highly liquid investments
that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes
in value.

5.16 Employee benefits

Defined contribution plan


The Group‟s contribution to provident fund and employee state insurance schemes is charged to the statement of
profit and loss or inventorized as a part of real estate properties under development, as the case may be. The
Group‟s contributions towards Provident Fund are deposited with the Regional Provident Fund Commissioner
under a defined contribution plan.

Defined benefit plan


The Group has unfunded gratuity as defined benefit plan where the amount that an employee will receive on
retirement is defined by reference to the employee‟s length of service and final salary. The liability recognised in
the balance sheet for defined benefit plans as the present value of the defined benefit obligation (DBO) at the
reporting date. Management estimates the DBO annually with the assistance of independent actuaries. Actuarial
gains/losses resulting from re-measurements of the liability are included in other comprehensive income.

Other long-term employee benefits


The Group also provides benefit of compensated absences to its employees which are in the nature of long -term
benefit plan. Liability in respect of compensated absences becoming due and expected to be availed more than
one year after the balance sheet date is estimated on the basis of an actuarial valuation performed by an
independent actuary using the projected unit credit method as on the reporting date. Actuarial gains and losses
arising from experience adjustments and changes in actuarial assumptions are recorded in the statement of profit
and loss in the year in which such gains or losses arise.

Short-term employee benefits


Short-term employee benefits comprise of employee costs such as salaries, bonus etc. is recognized on the basis
of the amount paid or payable for the period during which services are rendered by the employee.

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5.17 Share based payments

Share based compensation benefits are provided to employees via Employee Stock Option Plans (ESOPs). The
employee benefits expense is measured using the fair value of the employee stock options and is recognised over
vesting period with a corresponding increase in equity. The vesting period is the period over which all the
specified vesting conditions are to be satisfied. On the exercise of the employee stock options, the employees will
be allotted equity shares of the Holding Company.

5.18 Provisions, contingent liabilities and contingent assets

Provisions are recognized only when there is a present obligation, as a result of past events, and when a reliable
estimate of the amount of obligation can be made at the reporting date. These estimates are reviewed at each
reporting date and adjusted to reflect the current best estimates. Provisions are discounted to their present values,
where the time value of money is material.

Contingent liability is disclosed for:


 Possible obligations which will be confirmed only by future events not wholly within the control of the
Group; or
 Present obligations arising from past events where it is not probable that an outflow of resources will be
required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.

Contingent assets are neither recognized nor disclosed. However, when realization of income is virtually certain,
related asset is recognized.

5.19 Earnings per share

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity
shareholders (after deducting attributable taxes) by the weighted average number of equity shares outstanding
during the period. The weighted average number of equity shares outstanding during the period is adjusted for
events including a bonus issue.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity
shareholders and the weighted average number of shares outstanding during the period are adjusted for the
effects of all dilutive potential equity shares.

5.20 Significant management judgement in applying accounting policies and estimation uncertainty

The preparation of the Group‟s consolidated financial statements requires management to make judgements,
estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the
related disclosures.

Significant management judgements

Recognition of deferred tax assets – The extent to which deferred tax assets can be recognized is based on an
assessment of the probability of the future taxable income against which the deferred tax assets can be utilized. In
addition, significant judgement is required in assessing the impact of any legal or economic limits or uncertainties
in various tax jurisdictions.

Evaluation of indicators for impairment of assets – The evaluation of applicability of indicators of


impairment of assets requires assessment of several external and internal factors which could result in
deterioration of recoverable amount of the assets.

Classification of leases – The Group enters into leasing arrangements for various assets. The classification of
the leasing arrangement as a finance lease or operating lease is based on an assessment of several factors,
including, but not limited to, transfer of ownership of leased asset at end of lease term, lessee‟s option to purchase

F - 193
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2019

and estimated certainty of exercise of such option, proportion of lease term to the asset‟s economic life,
proportion of present value of minimum lease payments to fair value of leased asset and extent of specialized
nature of the leased asset.

Recoverability of advances/receivables – At each balance sheet date, based on historical default rates observed
over expected life, the management assesses the expected credit losses on outstanding receivables and advances.

Provisions – At each balance sheet date basis the management judgment, changes in facts and legal aspects, the
Group assesses the requirement of provisions against the outstanding contingent liabilities. However, the actual
future outcome may be different from this judgement.

Significant estimates

The following are significant estimates in applying the accounting policies of the Group that have the most
significant effect on the financial statements.

Revenue and inventories – The estimates around total budgeted cost i.e. outcomes of underlying construction
and service contracts, which further require assessments and judgements to be made on changes in work scopes,
claims and other payments to the extent they are probable and they are capable of being reliably measured. For
the purpose of making estimates for claims, the Group used the available contractual and historical information.
The estimates of the saleable area are also reviewed periodically and effect of any changes in such estimates is
recognised in the period such changes are determined.

Useful lives of depreciable/amortisable assets – Management reviews its estimate of the useful lives of
depreciable/amortisable assets at each reporting date, based on the expected utility of the assets. Uncertainties in
these estimates relate to technical and economic obsolescence that may change the utilization of asset.

Defined benefit obligation (DBO) – Management‟s estimate of the DBO is based on a number of critical
underlying assumptions such as standard rates of inflation, mortality, discount rate and anticipation of future
salary increases. Variation in these assumptions may significantly impact the DBO amount and the annual defined
benefit expenses.

Fair value measurements – Management applies valuation techniques to determine the fair value of financial
instruments (where active market quotes are not available) and non-financial assets. This involves developing
estimates and assumptions consistent with how market participants would price the instrument. Management uses
the best information available. Estimated fair values may vary from the actual prices that would be achieved in an
arm‟s length transaction at the reporting date.

Valuation of investment property – Investment property is stated at cost. However, as per Ind AS 40 there is a
requirement to disclose fair value as at the balance sheet date. The Group engaged independent valuation
specialists to determine the fair value of its investment property as at reporting date. The determination of the fair
value of properties requires the use of estimates such as future cash flows from the assets (such as lettings, future
revenue streams, capital values of fixtures and fittings, any environmental matters and the overall repair and
condition of the property) and discount rates applicable to those assets. In addition, development risks (such as
construction and letting risk) are also taken into consideration when determining the fair value of the properties
under construction. These estimates are based on local market conditions existing at the balance sheet date.

(This space has been intentionally left blank)

F - 194
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

6 Property, plant and equipment


(` in lakhs)
Leasehold Building - Plant and Office Computers Furniture and Vehicles Ships Total
improvements temporary equipment equipment fixtures
structure
Gross block
At 1 April 2017 3,425.23 320.84 13,539.06 1,167.65 867.47 3,231.39 1,629.94 78.55 24,260.13
Additions - 1.05 260.18 65.99 90.57 441.93 411.18 - 1,270.90
Adjustment for disposals# (refer note 55) - 111.35 8,946.96 899.45 543.12 2,156.52 564.18 - 13,221.58
Balance as at 31 March 2018 3,425.23 210.54 4,852.28 334.19 414.92 1,516.80 1,476.94 78.55 12,309.45
Additions - 18.03 45.02 49.49 102.87 34.82 250.54 - 500.77
Adjustment for disposals# (refer note 59 and 60) - 17.37 214.47 181.68 58.73 6.01 13.58 - 491.84
Balance as at 31 March 2019 3,425.23 211.20 4,682.83 202.00 459.06 1,545.61 1,713.90 78.55 12,318.38

Accumulated depreciation
At 1 April 2017 251.52 315.23 6,548.59 881.33 667.44 1,765.40 950.31 14.81 11,394.63
Charge for the year 504.42 4.86 1,410.24 114.34 117.14 370.69 197.05 6.04 2,724.78
Adjustments for disposals# (refer note 55) - 111.35 4,798.08 773.17 462.62 1,406.89 289.38 - 7,841.49
Balance as at 31 March 2018 755.94 208.74 3,160.75 222.50 321.96 729.20 857.98 20.85 6,277.92
Charge for the year 504.42 3.34 362.48 43.66 72.79 169.38 170.03 6.04 1,332.14
Adjustment for disposals# (refer note 59 and 60) - 17.37 155.87 176.17 54.45 6.01 12.42 - 422.29
Balance as at 31 March 2019 1,260.36 194.71 3,367.36 89.99 340.30 892.57 1,015.59 26.89 7,187.77

Net block as at 31 March 2018 2,669.29 1.80 1,691.53 111.69 92.96 787.60 618.96 57.70 6,031.53
Net block as at 31 March 2019 2,164.87 16.49 1,315.47 112.01 118.76 653.04 698.31 51.66 5,130.61

# This also includes property, plant and equipment of subsidiaries where controlling stake is disposed off during the year.

Notes :
1 During the year, depreciation of ` 116.22 lakhs (31 March 2018: ` 836.53 lakhs) has been inventorized as part of real estate properties under development.
2 Refer note 23A for details of property, plant and equipment pledged as security.

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F - 195
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

7 Investment property
A Completed investment property (` in lakhs)
Land Building and Plant and Total
related fixtures equipment*
Gross block
At 1 April 2017 59,705.97 218,715.31 35,859.85 314,281.13
Additions - 2,840.36 397.55 3,237.91
Adjustments for disposals# (refer note 55) 50,338.48 185,648.86 27,188.14 263,175.48
Balance as at 31 March 2018 9,367.49 35,906.81 9,069.26 54,343.56
Additions on account of acquisition of subsidiary 1,564.61 5,394.41 2,707.57 9,666.59
Adjustment for disposals# (refer note 59 and 60) 10,932.10 41,301.22 11,776.83 64,010.15
Balance as at 31 March 2019 - - - -

Accumulated depreciation
At 1 April 2017 - 17,120.73 12,081.14 29,201.87
Charge for the year - 3,689.11 4,042.64 7,731.75
Adjustments for disposals# (refer note 55) - 20,145.25 14,714.25 34,859.50
Balance as at 31 March 2018 - 664.59 1,409.53 2,074.12
Charge for the year - 302.64 196.76 499.40
Adjustment for disposals# (refer note 59 and 60) - 967.23 1,606.29 2,573.52
Balance as at 31 March 2019 - - - -

Net block as at 31 March 2018 9,367.49 35,242.22 7,659.73 52,269.44


Net block as at 31 March 2019 - - - -

B Investment property under development


Gross block
At 1 April 2017 - 80,702.37 - 80,702.37
Additions 13,500.34 7,958.79 - 21,459.13
Additions## 1,508.34 6,879.19 - 8,387.53
Adjustment for disposals (refer note 55) - 73,710.11 - 73,710.11
Balance as at 31 March 2018 15,008.68 21,830.24 - 36,838.92
Additions 8,952.91 3,996.21 - 12,949.12
Adjustment for disposals# (refer note 59 and 60) 22,453.25 13,651.84 - 36,105.09
Balance as at 31 March 2019 1,508.34 12,174.61 - 13,682.95

C Total of investment property (A+B)


Net block as at 31 March 2018 24,376.17 57,072.46 7,659.73 89,108.36
Net block as at 31 March 2019 1,508.34 12,174.61 - 13,682.95
*These plant and equipments are ancillary to buildings

#This also includes property, plant and equipment of subsidiaries where controlling stake is disposed off during the year.

##During the previous year ended 31 March 2018, Mariana Infrastructure Limited, a wholly owned subsidiary of the Holding Company has transferred entire inventory to investment property under
development, in the view of the intent of the management to convert the development of residential property to development of commercial property for long term lease. The details of amount transferred are
as follows:
Particular Amount
(₹ in lakhs)
Opening balance of inventory as at 1 April 2017 4,095.34
Add: Cost on reversal of revenue 4,292.19
Transfer to investment property 8,387.53

(i) Capitalisation of borrowing costs


During the year, borrowing cost of ` 598.44 lakhs (31 March 2018: ` Nil) has been inventorized as part of investment property under development.

(ii) Contractual obligations


Refer to note 44B(i) for disclosure of contractual commitments for investment property.

(iii) Investment property pledged as security


All the above investment property has been pledged as security by the Group.
31 March 2019 31 March 2018
(` in lakhs) (` in lakhs)
(iv) Amounts recognised in statement of profit or loss for investment properties
Rental income (including maintenance and car park income) 1,986.94 66,585.31
Less: Direct operating expenses generating rental income (including repair and maintenance) 979.46 24,067.66
Less: Direct operating expenses that do not generate rental income (including repair and maintenance) 153.52 109.80
Profit from leasing of investment properties before depreciation and indirect expenses 853.96 42,407.85
Less: Depreciation 499.40 7,731.75
Profit from leasing of investment properties before indirect expenses 354.56 34,676.10

(v) Leasing arrangements


Certain investment properties are leased to tenants under long-term operating leases with rentals payable monthly. Refer note 45 for details on future minimum lease rentals.

(vi) Fair value 31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
Investment property 13,682.95 89,222.84

Estimation of fair value


The Group has determined that fair value of the investment property under construction to be reliably measurable when construction gets completed, hence book value has been assumed to be fair value.

F - 196
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

8 Other intangible assets (` in lakhs)


Computer softwares Total
Gross block
At 1 April 2017 652.77 652.77
Additions 36.29 36.29
Adjustment for disposals# 122.33 122.33
Balance as at 31 March 2018 566.73 566.73
Additions 86.43 86.43
Adjustment for disposals# 5.80 5.80
Balance as at 31 March 2019 647.36 647.36

Accumulated amortization
At 1 April 2017 597.50 597.50
Charge for the year 30.79 30.79
Adjustment for disposals# 110.07 110.07
Balance as at 31 March 2018 518.22 518.22
Charge for the year 29.24 29.24
Adjustment for disposals# 5.77 5.77
Balance as at 31 March 2019 541.69 541.69

Net block as at 31 March 2018 48.51 48.51


Net block as at 31 March 2019 105.67 105.67

# This also includes property, plant and equipment of subsidiaries where controlling stake is disposed off during the year.

(This space has been intentionally left blank.)

F - 197
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019
31 March 2019 31 March 2018
(` in lakhs) (` in lakhs)
Note - 9 Number Amount Number Amount
Investment accounted for using the equity method^#
In Joint ventures (unquoted)
In equity shares
Indiabulls Real Estate Company Private Limited (from 29 March 2018) 1,916,979 95,000.00 1,916,979 95,000.00
Indiabulls Properties Private Limited (from 29 March 2018) 1,625,681 130,000.00 1,625,681 130,000.00
Ashkit Properties Limited (from 28 December 2018) @ 67,603 10,100.00 - -
Yashita Buildcon Limited (from 28 December 2018) @ 50,000 6,120.34 - -
241,220.34 225,000.00
Less: Share of loss from joint ventures accounted using the equity method (894.91) (484.30)
240,325.43 224,515.70
In compulsorily convertible debentures*
Yashita Buildcon Limited (face value of `10 each and Nil coupon rate) (from 28 100 6.41 - -
December 2018) @ 6.41 -

Total 240,331.84 224,515.70

Aggregate book value of unquoted investments 240,331.84 224,515.70


Aggregate book value and market value of quoted investments - -
^ All equity shares have face value ` 10 each unless otherwise stated.
# These investments are accounted using equity method and investment value represents fair value of underlying assets and liabilities and related goodwill.
@During the year, the Holding Company has divested 50% stake at an aggregate enterprises value of approximately ` 46,400 lakhs to the entities controlled by the Blackstone Group
L.P. with this, these wholly owned subsidiaries have become Joint Ventures.
* The compulsory convertible debentures (CCDs) are convertible in equity at fixed ratio.

Note - 10
A Investments - non-current
(i) Investment in equity shares - others
Quoted
RattanIndia Power Limited (face value of ` 10 each)# 241,351,470 6,516.49 241,351,470 12,429.60
Unquoted*
Charmy Real Estate Private Limited (face value of ` 10 each) - - 12,500 551.23
Avinash Bhosale Infrastructure Private Limited (face value of ` 100 each) 2,090,000 1,988.76 2,090,000 1,879.46
Good Morning India Media Private Limited (face value of ` 10 each) 2,500,000 217.32 2,500,000 194.74
Jagati Publications Limited (face value of ` 10 each) 1,972,221 976.19 1,972,221 966.73
Oriental Buildtech Private Limited (face value of ` 10 each)** 569 - 569 -
(ii) Investment in preference shares - others
Unquoted*
Westend Propmart Private Limited (6% non-cumulative optionally convertible 3,350,000 345.96 3,350,000 335.00
preference shares ` 10 each)
(iii) Investment in bonds - others^^
Unquoted
HDFC Bank Limited (Coupon rate 8.44%) 8 878.41 8 878.41
Housing Development Finance Corporation Limited (Coupon rate 8.45%) 20 2,147.71 20 2,147.71
Housing Development Finance Corporation Limited (Coupon rate 8.46%) 12 1,293.87 12 1,293.87
Housing Development Finance Corporation Limited (Coupon rate 8.35%) 10 1,097.97 10 1,097.74
Housing Development Finance Corporation Limited (Coupon rate 8.46%) 7 751.77 7 751.77
LIC Housing Finance Limited (Coupon rate 8.47% and face value of ` 1,000,000 each) 10 109.94 10 109.94

16,324.39 22,636.20

Aggregate book value of unquoted investments 9,807.90 10,206.60


Aggregate book value and market value of quoted investments 6,516.49 12,429.60
#This investment (being strategic in nature) is measured at fair value through other comprehensive income. The above values represents the fair values as at the end of the respective
reporting year. No dividends have been received from such investments during the year.
*All the investments are designated as fair value through profit and loss, unless otherwise stated.
**Fair value of investment in Oriental Buildtech Private Limited is ` Nil.
^^Face value of ` 10,000,000 each unless otherwise stated

B Investments - current
(i) Investment in mutual funds (quoted)
Indiabulls Mutual Fund - Indiabulls Liquid Fund - Direct Plan Growth 141.10 90,433.54
[7,844.221 (31 March 2018 5,325,108.215) units]
Indiabulls Mutual Fund - Indiabulls Liquid Fund - Direct Plan Daily dividend 11.30 -
[832.961 (31 March 2018 : Nil) units]
Reliance Liquid Fund - Daily Dividend Option 5.68 -
[124.521 (31 March 2018 : Nil) units]
Indiabulls Savings Fund - Direct Plan - Growth 1.04 -
[100 (31 March 2018 : Nil) units]
Reliance Liquid Fund - Treasury Plan - Growth Option - 40,065.93
[Nil (31 March 2018: 944,839.513) units]
DHFL Pramerica Insta Cash Plus fund Direct Plan - Annual Bonus - 8,216.00
[Nil (31 March 2018: 6,020,462.161) units]
159.12 138,715.47

Aggregate book value and market value of quoted investments F - 198 159.12 138,715.47
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019
31 March 2019 31 March 2018
(` in lakhs) (` in lakhs)
Note - 11
A Loans - non current#
(Unsecured, considered good)
Security deposits 2,387.36 2,271.16
Amounts due on redeemable financial instruments - 12,689.65
2,387.36 14,960.81

B Loans - current#
(Unsecured, considered good)
Security deposits 1,205.55 2,373.02
Loan component of redeemable financial instruments 7,524.73 -
Inter-corporate loans 45,167.32 13,081.00
53,897.60 15,454.02
#The Company does not have any loans which are either credit impaired or where there is significant increase in credit risk.

Note - 12
A Other financial assets - non-current
(Unsecured, considered good)
Bank deposits with maturity of more than 12 months 20,680.56 403.22
Derivative assets 3,242.41 -
23,922.97 403.22

B Other financial assets - current


(Unsecured, considered good)
Earnest money deposit 1.00 6.00
Amount recoverable* - 8,000.42
Other advances 932.22 96.99
933.22 8,103.41
*This pertained to partial amount held back by buyers on account of sale of controlling stake in subsidiary companies, which has been received during the year.

31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
(Restated)*
Note - 13
Deferred tax assets (net)
Deferred tax asset arising on account of :
Property plant and equipment, investment property and intangible assets - depreciation and amortization 761.62 125.54
Employee benefits 1,081.47 804.83
Interest expense - adjustment arising on account of Income Computation and Disclosure Standards 582.92 577.31
Reversal of revenue and related costs as per Ind AS 115 (refer nore 41) 40,688.34 78,478.43
Unabsorbed long-term capital losses 2,684.94 -
Unrealised margin on inventories 14,409.57 5,218.03
Loans and other financial assets - 5,661.23
Impairment for investments, financial and non-financial assets 1,227.04 87.04
Others - 102.08

Deferred tax liabilities arising on account of :


Derivative assets - mark to market gain on derivative contract (1,133.03) -
Fair valuation gain on investments (1,918.36) -

Minimum alternative tax credit entitlement 5,967.59 8,577.67

64,352.10 99,632.16

(i) The Group has unabsorbed business losses and unabsorbed depreciation of ` 243,510.02 lakhs (31 March 2018: ` 117,507.96 lakhs) on which no deferred tax asset is created as there is no
convincing evidence which demonstrates probability of realization of deferred tax asset in the near future.
(ii) The Group did not recognise deferred tax liability ` 62,203.85 lakhs (31 March 2018: ` 62,108.85 lakhs) with respect to unremitted retained earnings of Group subsidiaries wherever it
controls the timing of the distribution of profits and it is probable that the subsidiaries will not distribute the profits in the foreseeable future.

(iii) Caption wise movement in deferred tax assets is as follows (` in lakhs)


Particulars 1 April 2017 Recognised in Recognised in Utilised/adjusted 31 March 2018
(Restated)* other statement of during the year^^ (Restated)*
comprehensive profit and loss
income
Assets
Property plant and equipment, investment property and intangible assets - - 125.54 - 125.54
- depreciation and amortization
Employee benefits 956.24 - (151.41) - 804.83
Interest expense - adjustment arising on account of Income 824.46 6.57 (253.72) - 577.31
Computation and Disclosure Standards
Impairment for investments, financial and non-financial assets - - 87.04 - 87.04
Unabsorbed business losses and unabsorbed depreciation 13,192.99 - (13,192.99) - -
Unrealised margin on inventories 6,469.22 - (1,251.19) - 5,218.03
Loans and other financial assets 5,992.73 - (331.50) - 5,661.23
Reversal of revenue and related costs as per Ind AS 115 87,593.21 - (6,554.04) (2,560.74) 78,478.43
Others 12.15 - 114.69 (24.76) 102.08
Liabilities
Amortization of upfront fees (193.42) - 193.42 - -
Property plant and equipment, investment property and intangible assets (82.80) - 82.80 - -
Sub-total 114,764.78 6.57 (21,131.36) (2,585.50) 91,054.49
Minimum alternative tax credit entitlement 10,632.13 - 1,038.98 (3,093.44) 8,577.67
Total 125,396.91 6.57 (20,092.38) (5,678.94) 99,632.16

F - 199
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019
(` in lakhs)
Particulars 31 March 2018 Recognised in Recognised in Utilised/adjusted 31 March 2019*
(Restated)* other statement of during the year^^
comprehensive profit and loss
income
Assets
Property plant and equipment, investment property and intangible assets 125.54 - 636.08 - 761.62
- depreciation and amortization
Employee benefits 804.83 33.14 243.50 - 1,081.47
Interest expense - adjustment arising on account of Income 577.31 - 5.61 - 582.92
Computation and Disclosure Standards
Impairment for investments, financial and non-financial assets 87.04 - 1,140.00 - 1,227.04
Unabsorbed long-term capital losses - - 2,684.94 - 2,684.94
Unrealised margin on inventories 5,218.03 - 9,191.54 - 14,409.57
Loans and other financial assets 5,661.23 - (5,661.23) - -
Reversal of revenue and related costs as per Ind AS 115 78,478.43 - (38,623.85) 833.76 40,688.34
Others 102.08 - (102.08) - -
Liabilities -
Derivative assets - mark to market gain on derivative contract - - (1,133.03) - (1,133.03)
Fair valuation gain on investments - - (1,918.36) - (1,918.36)
Sub-total 91,054.49 33.14 (33,536.88) 833.76 58,384.51
Minimum alternative tax credit entitlement 8,577.67 - 3.05 (2,613.13) 5,967.59
Total 99,632.16 33.14 (33,533.83) (1,779.37) 64,352.10

^^This includes movement on account of subsidiary companies which were sold during the year.
*Refer note 41 (I) for details about restatement on account of changes in accounting policies consequent to adoption of Ind AS 115.

31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
Note - 14
Non-current tax assets (net)
Advance income tax, including tax deducted at source (net of provisions) 18,333.67 19,300.15
18,333.67 19,300.15

Note - 15
A Other non-current assets
(Unsecured, considered good)
Advances to suppliers 29.06 190.96
Prepaid expenses 218.24 253.94
Security deposits# 6,500.00 6,500.00
Balances with statutory and government authorities 4,430.42 3,787.08
Prepayment for land* 6,189.60 6,263.31
Rent equalisation reserve - 451.57
17,367.32 17,446.86
#to be adjusted with purchase of land.
*this land is accounted under operating lease as per Ind AS 17, for details refer note 45.

B Other current assets


(Unsecured, considered good unless otherwise stated)
Mobilization advances 3,173.48 2,208.07
Advance to suppliers/service providers (doubtful balance of ` 251.50 lakhs (31 March 2018: ` 251.50)) 9,433.21 9,050.99
Prepaid expenses 3,767.32 1,811.69
Balances with statutory and government authorities 9,638.00 12,364.66
Stamp paper in hand 2.40 -
Land advances (doubtful advance of ` Nil (31 March 2018: ` 4,086.81 lakhs) 11,212.71 8,597.81
Rent equalisation reserve - 731.99
Other advances* 4,936.58 4,264.98
42,163.70 39,030.19
Less: Impairment for non-financial assets (251.50) (4,338.31)
41,912.20 34,691.88

*this includes deposits lying with solicitor against property sold amounting to ` 4,192.09 lakhs (31 March 2018 : ` 4,138.52 lakhs).

31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
Note - 16 (Restated)*
Inventories
A Real estate properties under development (at cost)
Cost of properties under development 1,358,212.15 1,350,829.29
Less: Transferred to developed properties (507,232.86) (79,813.93)
850,979.29 1,271,015.36
Less: Impairment of inventories (72,380.00) -
Less: Provision for expected loss (483.29) (281.45)

778,116.00 1,270,733.90

B Real estate properties - developed (at cost)


Cost of developed properties 507,232.86 79,813.93
Less: Cost of revenue recognized till date (306,733.00) (27,058.41)
200,499.86 52,755.52
Less: Provision for expected loss (2,947.18) (1,352.30)
197,552.68 51,403.22

C Construction materials in stock (at cost) 9,217.75 5,115.18

Sub-total (A+B+C) 984,886.43 1,327,252.31

Less: Change in inventory due to Ind AS 115 pertaining to entities where the entity no longer held controlling stake - (191,134.27)

984,886.43 1,136,118.04

*Refer note 41 (I) for details about restatement on account of changes in accounting policies consequent to adoption of Ind AS 115.

Notes :
(i) During the year ended 31 March 2019, the Group has inventorised borrowing cost of ` 6,914.20 lakhs (31 March 2018: ` 19,655.92 lakhs) to cost of real estate project under development.
The Group entities has capitalised the interest expense related to specific borrowings obtained for real estate properties under development.
(ii) The weighted average rate of interest capitalisation is in the range of 3.80% to 11.50% basis the underlying borrowings of respective entities.

F - been
(iii) Inventories amounting to ` 473,818.99 lakhs (31 March 2018: ` 638,326.40) lakhs have 200pledged/mortgaged as security for liabilities.
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

31 March 2019 31 March 2018


Note - 17 (` in lakhs) (` in lakhs)
Trade receivables (Restated)*
Trade receivables considered good - unsecured 26,967.50 1,433.06
Trade receivables - credit impaired 33.04 33.04
27,000.54 1,466.10
Less: Impairment for trade receivables (expected credit loss) (33.04) (33.04)
26,967.50 1,433.06
Note : Trade receivables amounting to ₹ 22,903.95 (31 March 2018: ` 133.24 lakhs) have been pledged/mortgaged as security for liabilities.
*Refer note 41 (I) for details about restatement on account of changes in accounting policies consequent to adoption of Ind AS 115.

Note - 18
A Cash and cash equivalents
Cash on hand 11.46 28.19
Balances with banks - in current accounts 10,981.26 153,569.96
Bank deposits with original maturity upto three months 49,298.69 13,758.96
60,291.41 167,357.11

Notes :
(i) Bank deposits (including bank deposits included under Note 12A and Note 19) of ₹ 11,901.57 lakhs (31 March 2018: ` 8,438.60 lakhs) have been pledged against bank guarantees, letter of
credit and overdraft facility.
(ii) Bank deposits (including bank deposits included under Note 12A and Note 19) of ₹ 19,909.99 lakh (31 March 2018: ` 2,415.50 lakhs) have been lien marked as a security for servicing of
term loan, debentures interest and hedge margin.
(iii) Bank deposits (including bank deposits included under Note 12A and Note 19) of ₹ 23.69 lakhs (31 March 2018: ` 21.00 lakhs) have been lien marked as a security for valued added tax
registration and for fire no objection certificate.

Note - 19
Other bank balances

Balances with banks - in unclaimed dividend accounts* 38.75 40.53


Bank deposits with maturity of more than three months and upto twelve months 13,449.93 11,996.90
13,488.68 12,037.43

* Unclaimed dividend account pertains to dividend not claimed by equity shareholders and the Holding Company does not have any right on the said money.

Note - 20
Assets held for sale
Investment held for sale (refer note 60) 34,706.36 -
34,706.36 -

Note - 21
A Equity share capital 31 March 2019 31 March 2018
(` in lakhs) (` in lakhs)

i Authorised Number Amount Number Amount


Equity share capital of face value of ` 2 each 750,000,000 15,000.00 750,000,000 15,000.00
750,000,000 15,000.00 750,000,000 15,000.00

ii Issued, subscribed and fully paid up


Equity share capital of face value of ` 2 each fully paid up 450,680,289 9,013.61 474,674,139 9,493.48
9,013.61 9,493.48

iii Reconciliation of number of equity shares outstanding at the beginning and at the end of the year
Balance at the beginning of the year 474,674,139 9,493.48 478,414,339 9,568.29
Add: Issued during the year 2,006,150 40.13 2,055,800 41.11
Less: Buyback during the year 26,000,000 520.00 5,796,000 115.92
Balance at the end of the year 450,680,289 9,013.61 474,674,139 9,493.48

iv Rights, preferences and restrictions attached to equity and preference shares


The holders of equity shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at meetings of the Holding Company. In the event of
liquidation of the Holding Company, all preferential amounts, if any, shall be discharged by the Holding Company. The remaining assets of the Holding Company shall be distributed to
the holders of equity shares in proportion to the number of shares held to the total equity shares outstanding as on that date. All shares rank equally with regard to the Holding Company‟s
residual assets, except that holders of preference shares participate only to the extent of the face value of the shares.

v Details of shareholder holding more than 5% share capital 31 March 2019


Name of the equity shareholder Number of shares
Jyestha Infrastructure Private Limited 49,755,973
SG Infralands Private Limited 43,600,000
SG Devbuild Private Limited 36,700,000

31 March 2018
Name of the equity shareholder Number of shares
Jyestha Infrastructure Private Limited 49,755,973
SG Infralands Private Limited 43,600,000
SG Devbuild Private Limited 36,700,000

vi Aggregate number of shares issued for consideration other than cash


No shares have been issued for other than cash during the period of five years immediately preceding 31 March 2019.

vii Aggregate number of shares bought back


a. During the year ended 31 March 2019, 26,000,000 equity shares were bought back at an average price of ` 170.85 per share from the open market through stock exchanges using electronic
trading facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and all other applicable provisions, if any, of the
Companies Act, 2013 and SEBI Regulation 1998.
b During the year ended 31 March 2018, 5,796,000 equity shares were bought back at an average price of ` 89.76 per share from the open market through stock exchanges using electronic
trading facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and all other applicable provisions, if any, of the
Companies Act, 2013 and SEBI Regulation 1998.
c During the year ended 31 March 2017, 28,250,000 equity shares were bought back at an average price of ` 78.01 per share from the open market through stock exchanges using electronic
trading facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and all other applicable provisions, if any, of the
Companies Act, 2013 and SEBI Regulation 1998.

viii Shares reserved for issue under options


For details of shares reserved for issue under the Employee Stock Option Plan (ESOP) of the Holding Company, refer note 47.

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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

B Preference share capital


31 March 2019 31 March 2018
Number Amount Number Amount
i Authorised (` in lakhs) (` in lakhs)
Preference share capital of face value of ` 10 each# 364,000,000 36,400.00 364,000,000 36,400.00
36,400.00 36,400.00
# Since the Holding Company has not issued preference shares, hence, other disclosures are not presented.

C Instruments entirely equity in nature


31 March 2019 31 March 2018
Number Amount Number Amount
i Authorised (` in lakhs) (` in lakhs)

0.00001% Optionally convertible redeemable preference shares of face value of ` 10 each 1,050,000,000 105,000.00 1,050,000,000 105,000.00
105,000.00 105,000.00

ii Issued, subscribed and fully paid up


0.00001% Optionally convertible redeemable preference shares of face value of ` 10 each 1,048,280,000 104,828.00 1,048,280,000 104,828.00
104,828.00 104,828.00

iii Reconciliation of number of optionally convertible redeemable preference shares outstanding at the beginning and at the end of the year

Balance at the beginning of the year 1,048,280,000 104,828.00 - -


Add: Issued during the year - - 1,048,280,000 104,828.00
Balance at the end of the year 1,048,280,000 104,828.00 1,048,280,000 104,828.00

iv Rights, preferences and restrictions attached to optionally convertible redeemable preference shares ("OCRPS")
0.00001% Optionally convertible redeemable preference shares of face value of ` 10 each fully paid up, the payment of dividend shall be on non cumulative basis. Subject to the provisions
of the Company Act 2013, the OCRPS shall be optionally convertible, at sole discretion of the issuer company, at any time in one or more tranches within a period not exceeding 20 years
from the date of allotment at the price which shall be the face value of the equity shares of the issuer company.
Subject to the the provisions of the Company Act 2013, the OCRPS shall be redeemable, at cash, on the expiry of 20 years from the date of allotment, at the lower of either (i) an
appropriate discount to the fair value of the equity shares (on the date of such redemption) of the issuer company, assuming conversion, OR (ii) issue price of OCRPS (including securities
premium, if any).

v Details of shareholders holding more than 5% share capital 31 March 2019 31 March 2018
Name of the preference shareholder Number of shares Number of shares
Indiabulls Properties Private Limited 425,000,000 425,000,000
Indiabulls Real Estate Company Private Limited 623,280,000 623,280,000

vi Aggregate number of preference shares issued for consideration other than cash
No preference shares have been issued for consideration other than cash during the period of five years immediately preceding 31 March 2019.

vii Aggregate number of preference shares bought back


No preference shares have been bought back during the period of five years immediately preceding 31 March 2019.

viii Shares reserved for issue under options


No preference shares have been reserved for issue under options.

(This space has been intentionally left blank.)

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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
Note - 22 (Restated)*
Other equity
Reserves and surplus
General reserve 53,312.65 53,312.65
Capital reserve 27,720.50 27,720.50
Debenture redemption reserve 32,375.04 31,437.54
Capital redemption reserve 2,200.92 1,680.92
Deferred employee compensation reserve 2,113.86 2,570.20
Securities premium 534,903.32 577,311.54
Capital reserve on consolidation 104,232.79 104,232.79
Retained earnings (446,482.42) (490,993.09)
Other comprehensive income
Fair valuation of equity instruments (28,262.11) (22,348.99)
Net investment hedge reserve 2,577.99 -
Foreign currency translation reserve 1,305.86 87.95
285,998.40 285,012.01
Nature and purpose of other reserves
General reserve
The Holding Company is required to create a general reserve out of the profits when the Company declares dividend to shareholders.

Capital reserve
The Holding Company has issued share warrants in the earlier years. This reserve is created on account of forfeiture of share application money received on account of issuance of share
warrants as share warrants holders did not exercise their rights.

Debenture redemption reserve


The Holding Company and its subsidiaries (wherever debenture balances are outstanding) are required to create a debenture redemption reserve out of the profits which are available for
redemption of debentures.

Capital redemption reserve


The same has been created in accordance with provisions of the Companies Act, 2013 for the buy back of equity shares from the market.

Deferred employee compensation reserve


The reserve is used to recognized the expense related to stock options issued to employees under Holding Company's employee stock option plans.

Securities premium
Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with provisions of the Companies Act, 2013.

Capital reserve on consolidation


This is on acquisition/dilution of investment in subsidiaries by the Group at different point in time. It has resulted in a capital reserve on consolidation (after netting off goodwill arising on
such acquisitions).

*Refer note 41 (I) for details about restatement on account of changes in accounting policies consequent to adoption of Ind AS 115.
31 March 2019 31 March 2018
(` in lakhs) (` in lakhs)
Note - 23
A Borrowings - non-current
Secured loans
Debentures
Non-convertible debentures 173,185.96 295,048.47
Less: current maturities of non-current borrowings (refer note 25B) (72,358.36) (88,441.11)
100,827.60 206,607.36
Term loans
From banks 278,741.25 164,523.80
Less: current maturities of non-current borrowings (refer note 25B) (39,037.89) (71,141.79)
239,703.36 93,382.01
Guaranteed senior notes
From others - 107,874.25
Less: current maturities of non-current borrowings (refer note 25B) - (107,874.25)
- -
Vehicle loans
From banks 8.37 22.14
Less: current maturities of non-current borrowings (refer note 25B) (8.37) (13.77)
- 8.37

340,530.96 299,997.74

(This space has been intentionally left blank)

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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

(i) Repayment terms (including current maturities) and security details for term loan from non-convertible debentures:
31 March 2019 31 March 2018
Particulars Security Maturity date
` in lakhs ` in lakhs
1 190 Redeemable non-convertible debentures issued on 9 September Secured by mortgage on immovable properties 8 July 2022 1,881.46 1,876.92
2016 for ` 1,900 lakhs @ 9.85% of face value ` 1,000,000 situated at Panvel and Savroli-Khalapur held
and owned by the Holding Company and its
certain subsidiary companies respectively by
way of pari-passu charge.

2 250 Redeemable non-convertible debentures issued on 7 September Secured by mortgage on immovable properties 7 July 2022 2,473.34 2,466.79
2016 for ` 2,500 lakhs @ 9.80% of face value ` 1,000,000 situated at Panvel and Savroli-Khalapur held
and owned by the Holding Company and its
certain subsidiary companies respectively by
way of pari-passu charge.

3 300 Redeemable non-convertible debentures issued on 16 August 2016 Secured by mortgage on immovable properties 16 June 2022 2,953.57 2,942.03
for ` 3,000 lakhs @ 10.00% of face value ` 1,000,000 situated at Panvel and Savroli-Khalapur held
and owned by the Holding Company and its
certain subsidiary companies respectively by
way of pari-passu charge

4 200 Redeemable non-convertible debentures issued on 18 July 2016 for ` Secured by mortgage on immovable properties 18 May 2022 1,966.03 1,957.23
2,000 lakhs @ 10.00% of face value ` 1,000,000 situated at Panvel and Savroli-Khalapur held
and owned by the Holding Company and its
certain subsidiary companies respectively by
way of pari-passu charge

5 250 Redeemable non-convertible debentures issued on 12 July 2016 for ` Secured by mortgage on immovable properties 12 May 2022 2,457.53 2,446.54
2,500 lakhs @ 10.00% of face value ` 1,000,000 situated at Panvel and Savroli-Khalapur held
and owned by the Holding Company and its
certain subsidiary companies respectively by
way of pari-passu charge

6 150 Redeemable non-convertible debentures issued on 8 July 2016 for ` Secured by mortgage on immovable properties 6 May 2022 1,474.52 1,467.93
1,500 lakhs @ 10.00% of face value ` 1,000,000 situated at Panvel & Savroli-Khalapur held
and owned by the Holding Company and its
certain subsidiary companies respectively by
way of pari-passu charge

7 150 Redeemable non-convertible debentures issued on 8 July 2016 for ` Secured by mortgage on immovable properties 6 May 2022 1,572.82 1,565.79
1,500 lakhs @ 10.00% of face value ` 1,000,000 situated at Panvel and Savroli-Khalapur held
and owned by the Holding Company and its
certain subsidiary companies respectively by
way of pari-passu charge

8 4,800 Redeemable non-convertible debentures issued on 27 June 2018 Mortgage on immovable properties situated at 25 June 2021 47,465.26 -
for ` 48,000 lakhs @ 9.50% of face value ` 1,000,000 Gurugram held and owned by the Holding and
Company and its certain subsidiary companies 26 June 2020
by way of pari-passu charge

9 750 Redeemable non-convertible debentures issued on 29 June, 2016 for Secured by mortgage on immovable properties 29 April 2022 7,367.55 7,333.05
` 7,500 lakhs @ 10.00% of face value ` 1,000,000 situated at Panvel and Savroli-Khalapur held
and owned by the Holding Company and its
certain subsidiary companies respectively by
way of pari-passu charge

10 100 Redeemable non-convertible debentures issued on 18 March 2016 Mortgage on immovable properties situated at 18 March 2021 986.60 980.84
for ` 1,000 lakhs @ 10.75% of face value ` 1,000,000 Panvel and Savroli held and owned by the
Holding Company and its certain subsidiary
companies by way of pari-passu charge

11 200 Redeemable non-convertible debentures issued on 18 March 2016 Mortgage on immovable properties situated at 18 March 2021 1,959.64 1,942.41
for ` 2,000 lakhs @ 10.75% of face value ` 1,000,000 Panvel and Savroli held and owned by the
Holding Company and its certain subsidiary
companies by way of pari-passu charge

12 150 Redeemable non-convertible debentures issued on 21 August 2015 Secured by mortgage on immovable properties 21 August 2020 1,477.53 1,463.67
for ` 1,500 lakhs @ 11.50% of face value ` 1,000,000 situated at Panvel and Savroli held and owned
by the Holding Company and its certain
subsidiary companies by way of pari-passu
charge

13 200 Redeemable non-convertible debentures issued on 21 August 2015 Secured by mortgage on immovable properties 21 August 2020 1,983.82 1,961.68
for ` 2,000 lakhs @ 11.50% of face value ` 1,000,000 situated at Panvel and Savroli held and owned
by the Holding Company's and its certain
subsidiary companies by way of pari-passu
charge

14 5,000 Redeemable non-convertible debentures issued on 29 June 2017 Secured by mortgage on immovable properties 29 June 2020 49,666.29 49,211.80
for ` 50,000 lakhs @ 9.00% of face value ` 1,000,000 situated at Gurgaon and Savroli held and and
owned by the Holding Company's and its 28 June 2019
certain subsidiary companies by way of pari-
passu charge

15 250 Redeemable non-convertible debentures issued on 27 September Secured by mortgage on immovable properties 28 September 2,500.00 -
2018 for ` 2,500 lakhs @ 10.25% of face value ` 1,000,000 situated at Mule-Alibaug held and owned by 2019
the Holding Company's and its certain
subsidiary companies by way of pari-passu
charge
16 9,000 Redeemable non-convertible debentures issued on 6 June 2014 for Secured by mortgage on immovable properties 6 June 2019 and 6 45,000.00 90,000.00
` 90,000 lakhs @ 11.10% of face value ` 1,000,000 ** situated at Gurgaon, Panvel, Chennai, Savroli June 2018
and Chawne held and owned by the Holding
Company and its certain subsidiary companies

F - 204
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019
17 50 Redeemable non-convertible debentures issued on 21 August 2015 Secured by mortgage on immovable properties 21 August 2018 - 498.31
for ` 500 lakhs @ 11.80% of face value ` 1,000,000 situated at Panvel and Savroli held and owned
by the Holding Company and its certain
subsidiary companies by way of pari-passu
charge

F - 205
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31 March 2019 31 March 2018


Particulars Security Maturity date
` in lakhs ` in lakhs
18 750 Redeemable non-convertible debentures issued on 8 June 2017 for ` Secured by mortgage on immovable properties 06 July 2018 - 7,500.00
7,500 lakhs @ 9.45% of face value ` 1,000,000 situated at Panvel and Savroli held and owned
by the Holding Company and its certain
subsidiary companies by way of pari-passu
charge

19 1,000 Redeemable non-convertible debentures issued on 11 December These non-convertible debentures are secured 30 June 2018 - 9,962.86
2015 for ` 10,000 lakhs @ 9.5% of face value ` 1,000,000 by mortgage of land in possession of eight
subsidiaries

20 200 Redeemable non-convertible debentures issued on 28 March 2016 Secured by mortgage on immovable properties 27 April 2018 - 1,998.52
for ` 2,000 lakhs @ 10.50% of face value ` 1,000,000 situated at Panvel and Savroli held and owned
by the Holding Company and its certain
subsidiary companies by way of pari-passu
charge

21 150 Redeemable non-convertible debentures issued on 28 March 2016 Secured by mortgage on immovable properties 27 April 2018 - 1,498.24
for ` 1,500 lakhs @ 10.50% of face value ` 1,000,000 situated at Panvel and Savroli held and owned
by the Holding Company and its certain
subsidiary companies by way of pari-passu
charge

22 1,000 Redeemable non-convertible debentures issued on 22 March 2017 Secured by mortgage on immovable properties 20 April 2018 - 9,994.90
for ` 10,000 lakhs @ 9.02% of face value ` 1,000,000 in Panvel held and owned by the Holding
Company and its certain subsidiary companies
respectively by way of pari-passu charge
23 200 Redeemable non-convertible debentures issued on 18 March 2016 Secured by mortgage on immovable properties 18 April 2018 - 1,997.66
for ` 2,000 lakhs @ 10.50% of face value ` 1,000,000 situated at Panvel and Savroli held and owned
by the Holding Company and its certain
subsidiary companies by way of pari-passu
charge

24 Redeemable non-convertible debentures issued on 26 September 2017 Secured by a first ranking and exclusive Repayable in - 93,981.31
for ` 100,000 lakhs @ 9.05% of face value ` 10 lakhs each charge over the following: quarterly
(i) English mortgage over the mortgaged installments
property together with all building and starting on 26
structures, fixtures, etc. thereon attached to December 2017
the earth or permanently fastened to anything
attached on the earth or attached to anything
permanently fastened to earth as being created
hereinafter;
(ii) charge on the receivables and the escrow
account of the subsidiary as being created
under the deed of hypothecation;
(iii) alternate security/any additional security,
as may be deemed necessary by the debenture
trustee, to secure the secured obligations or as
may be required to maintain minimum security
cover.

** These non-convertible debentures are listed on Wholesale Debt Market (WDM) segment of National Stock Exchange of India Limited and remaining non-convertible debentures are listed on Wholesale Debt Market
(WDM) segment of BSE Limited.

(ii) Repayment terms (including current maturities) and security details for term loan from banks:
a During the year ended 31 March 2019, the Holding Company has availed term loan of ` 100,000.00 lakhs from Yes Bank Limited and interest payable monthly, secured by first pari passu
charge by way of equitable mortgage on immovable properties located at various locations and owned by certain subsidiary companies. The loan is repayable in three installments at 30%,
35% and 35% at the end of 21st month, 24th month and 27th month from the date of first disbursement. The rate of interest as on 31 March 2019 is 11.00% p.a. (Yes Bank's MCLR plus
spread). The outstanding balance as at 31 March 2019 is ` 98,349.92 lakhs (31 March 2018: ` Nil).

b During the year ended 31 March 2019, one of the subsidiary company entered into borrowing arrangement to finance the construction and development of the under construction real
estate properties by signing a construction term loan arrangement with Indusind Bank Limited ("Indusind") of ` 20,000.00 lakh as per below details. The rate of interest as on 31 March
2019 is 9.80% p.a.
(` in lakhs)
Particulars# Year Sanction Drawdown Outstanding
Indusind Bank 31 March 2019 20,000.00 20,000.00 20,000.00
31 March 2018 - - -

# The Loan are secured by Pari-passu charge (along with Bank of india) by way of registered mortgage of all buildings and structures, title and rights of the borrower for residential project
"Indiabulls Greens and Park" having saleable area of 8,731,226 sq.ft. First pari passu charge (along with Bank of India) by way of hypothecation on the project sold and unsold receivables
for the said project "Indiabulls Green and Park" having saleable area of 8,731,226 sq.ft. and the borrower will continue, establish and maintain an escrow account with Bank of India till
repayment of their facility. Term Loan of ` 20,000.00 lakhs shall be repayable in 8 structured quarterly instalments starting from the end of 33 months from the date of disbursement of
loan.

c During the year ended 31 March 2018, the subsidiary company entered into borrowing arrangement to finance the construction and development of the real estate project by signing a
construction term loan arrangement with Bank of India Limited ("BOI") of ` 50,000.00 lakh as per below details. The rate of interest as on 31 March 2019 is 9.50% p.a. (31 March 2018 is
9.10% p.a.)
(` in lakhs)
Particulars# Year Sanction Drawdown Outstanding
Bank of India 31 March 2019 50,000.00 30,000.00 20,142.67
31 March 2018 50,000.00 30,000.00 26,000.00

# The Loan are secured by Pari-passu first charge on all the present and future movable fixed assets and immovable property of the project in proportion to the unsold area of 12.85 Lakh
Sq ft (as on 14 September 2017) together with the saleable FSI and present/future transferable development right to be constructed on all that pieces and parcels of land. Pari-passu first
charge by way of hypothecation of all current assets of the project. Pari-passu first charge /assignment of all revenues receivables and escrow account of the project to be maintained with
the Bank. Assignment /Agreement to assign by way of charge in favour of security trustee, all the rights, titles, benefit and interest of the project from all contract, Insurance, licenses in,
to, and under all assets of the project and project documents (including but not limited to the right to use agreement, etc.). Term Loan of ` 30,000.00 lakhs shall be repayable in 12
structured instalments from the last day of the quarter from the disbursement of loan.

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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

d During the year ended 31 March 2018, one of the subsidiary company had availed GBP 55 million secured term loan from Deutsche Bank Luxembourg S.A. to refinance existing
indebtness in respect of 22 and 23 Hanover Square, London. The facility is due on 19 December 2018. The borrowing entity has an option to prepay the whole or any part of the facility
within 5 business days‟ prior notice (but, if in part, being an amount that reduces the amount of the loan by a minimum amount of GBP 1,000,000). The facility was secured by way of
pledge over 22-23 Hanover Square. The term loan was prepaid during the year ended 31 March 2019.

e During the year ended 31 March 2019, one of the subsidiary company had availed GBP 200 million secured term loan from Bank of Baroda/ Canara bank to refinance existing indebtness
in respect of 22 and 23 Hanover Square, London. The repayment is due on 31 December 2021. The rate of interest as on 31 March 2019 is LIBOR plus 3% margin (31 March 2018: Nil ).
The outstanding balance as at 31 March 2019 is ` 50,909.92 lakhs (31 March 2018 ` Nil).

f During the year ended 31 March 2019, one of the subsidiary company had availed GBP 625 million secured term loan from starwood European finance partners limited to refinance
existing indebtness in respect of 22 and 23 Hanover Square, London. The repayment is due on 31 December 2021. The rate of interest as on 31 March 2019 is 8.50% Margin (31 March
2018: Nil). The outstanding balance as at 31 March 2019 is ` 54,737.74 lakhs (31 March 2018 ` Nil).

g During the year ended 31 March 2017, one of the subsidiary company have availed ` 10,000.00 lakhs term loan from Ratnakar Bank limited secured against immovable properties both
present and future, exclusive and/or pari passu mortgage/assignment by way of security of all rights, title, interest, claims, benefits and demands under the project documents. Loan is
repayable in 6 fixed half yearly installments from the date of disbursement. The rate of interest as on 31 March 2019 is 9.05% p.a.(31 March 2018: 9.05% p.a.). The outstanding balance as
at 31 March 2019 is ` 3,326.31 lakhs (31 March 2018 ` 6,642.87 lakhs).

h During the year ended 31 March 2018, the Holding Company has availed term loan of ` 10,000.00 lakhs from Ratnakar Bank Limited and interest payable monthly, secured by first pari
passu charge by way of equitable mortgage on immovable properties located at Savroli and owned by certain subsidiary companies. The loan is repayable in three installments at 20%, 30%
and 50% at the end of one year, two years and three years from the date of disbursement. The rate of interest as on 31 March 2019 is 11.00% p.a.(31 March 2018: 9.00% p.a.). The
outstanding balance as at 31 March 2019 is ` 7,961.72 lakhs (31 March 2018: ` 9,928.52 lakhs).

i During the year ended 31 March 2018, the Holding Company has availed term loan of ` 5,000.00 lakhs from Ratnakar Bank Limited and interest payable monthly, secured by exclusive
charge by way of equitable mortgage on immovable properties located at Gurugram and owned by certain subsidiary companies. The loan is repayable in three installments at 20%, 30%
and 50% at the end of one year, two years and three years from the date of disbursement. The rate of interest as on 31 March 2019 is 11.00% p.a.(31 March 2018: 9.00% p.a.). The
outstanding balance as at 31 March 2019 is ` 3,980.95 lakhs (31 March 2018: ` 4,964.17 lakhs).

j During the year ended 31 March 2015, the Holding Company has availed term loan of ` 28,000.00 lakhs from Axis Bank Limited and interest payable monthly, primarily secured by
mortgage on immovable properties situated at Savroli held and owned by the certain subsidiary companies. The loan is further secured by collateral security on immovable properties of
certain subsidiary companies. Additionally, the aforesaid term loan is also secured by way of pari-passu charge on all the project related receivables, if any, of its certain subsidiary
companies. The loan is repayable in 16 equal quarterly installments after moratorium period of two years from date of first disbursement. The rate of interest as on 31 March 2019 is
10.25% p.a. (31 March 2018: 9.65% p.a.). The outstanding balance as at 31 March 2019 is ` 10,403.44 lakhs (31 March 2018: ` 17,256.61 lakhs).

k During the year ended 31 March 2019, one of the subsidiary has taken a new term loan of ` 50,000.00 lakhs from Oriental Bank of Commerce against (a) exclusive mortgage charge over
the project 'One Indiabulls Park' (Immovable properties) and hypothecation charge on all the other movable property, plant and equipment (present and future) of the project, (b)
exclusive hypothecation charge upon receivable from tenants/lessees in respect of commercial space at One Indiabulls Park, Chennai and (c) exclusive charge on all escrow and common
account maintenance (CAM) charges accounts opened in relation to the facility. The loan is repayable in 144 structured monthly installments from the date of disbursement. The rate of
interest as on 31 March 2018 was 8.44% p.a. The balance outstanding is ` Nil (31 March 2018: ` 48,996.36 lakhs).

l During the year ended 31 March 2018, one of the subsidiary company has availed ₹ 10,000.00 lakhs term loan from Ratnakar Bank limited secured against immovable properties both
present and future, exclusive and/or pari passu mortgage/assignment by way of security of all rights, title, interest, claims, benefits and demands under the project (One Indiabulls
Commercial, sector 104, Gurugram) documents. Loan repayable in 9 fixed quarterly installments from the date of disbursement. The rate of interest as on 31 March 2019 was 11.00% p.a.
The outstanding balance as at 31 March 2019 is ₹ 8,928.57 lakhs (31 March 2018 ₹ Nil).

(iii) Repayment terms (including current maturities) and security details for Guaranteed senior notes:
During the year ended 31 March 2015, one of the overseas subsidiary company has issued 10.25% Guaranteed Senior Notes due 2019 of an aggregate principal amount of US$175 million,
which are listed and traded on the Singapore Exchange Securities Trading Limited (the “Notes”). During the previous year, the subsidiary company has decided to recall these notes. The
outstanding amount of these note as on 31 March 2018 is ` 107,874.25 lakhs. These senior notes are listed on the Singapore Exchange Securities Trading Limited („SGX-ST‟). During the
current year ended 31 March 2019, the subsidiary company has elected to, and redeemed, on 30 April 2018 (the „Redemption Date‟), all of the outstanding USD 175 million, 10.25%
Senior Notes due 2019 („Securities‟), which were issued by Century Limited under an indenture dated 12 November 2014. During the year ended 31 March 2019, upon redemption of the
Securities, the Securities have been cancelled and delisted from the SGX-ST.

(iv) Repayment terms (including current maturities) and security details for vehicle loans:
During the year ended 31 March 2015, the Company has availed vehicle loan of ` 60.00 lakhs from Axis Bank Limited and interest payable monthly at 10.35%, secured by way of
hypothecation on vehicle purchased. These loan is repayable in 60 equated monthly installments starting from 15 November 2014. The outstanding balance as at 31 March 2019 is ` 8.37
lakhs (31 March 2018: ` 22.14 lakhs).

31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
B Borrowings - current
Unsecured loans
Commercial paper*
Subscribed by banks 5,000.00 5,000.00
Subscribed by others 96,500.00 87,500.00
101,500.00 92,500.00

*Maximum balance outstanding during the year is ` 120,000.00 lakhs (31 March 2018: ` 99,500.00 lakhs).

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F - 207
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019
31 March 2019 31 March 2018
Note - 24 (` in lakhs) (` in lakhs)
A Trade payables - non current

Total outstanding dues of micro enterprises and small enterprises* - -


Total outstanding dues of creditors other than micro enterprises and small enterprises 11,764.29 20,439.22
11,764.29 20,439.22

B Trade payables - current


(i) Total outstanding dues of micro enterprises and small enterprises* 4,632.57 -
4,632.57 -

*Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006 (“MSMED Act, 2006”) as at 31 March 2019 and 31 March 2018 :
31 March 2019 31 March 2018
Particulars
(` in lakhs) (` in lakhs)
i) the principal amount remaining unpaid to any supplier as at the end of each accounting year; 4,632.57 -
ii) Interest due thereon - -
iii) the amount of interest paid by the buyer in terms of section 16, along with the amounts of the payment made to the - -
supplier beyond the appointed day during each accounting year;
iv) the amount of interest due and payable for the period of delay in making payment (which have been paid but beyond - -
the appointed day during the year) but without adding the interest specified under this Act;
v) the amount of interest accrued and remaining unpaid at the end of each accounting year; and - -
vi) the amount of further interest remaining due and payable even in the succeeding years, until such date when the interest - -
dues as above are actually paid to the small enterprise, for the purpose of disallowance as a deductible expenditure under
section 23.
The above information regarding Micro, Small and Medium Enterprises has been determined to the extent such parties have been identified on the basis of information available with the
Group.
31 March 2019 31 March 2018
(` in lakhs) (` in lakhs)

(ii) Total outstanding dues of creditors other than micro enterprises and small enterprises
Due to others 66,476.98 32,645.07
Retention money 18,651.32 12,576.02
85,128.30 45,221.09

Note - 25
A Other financial liabilities - non current
Security deposits from customers - 3,908.42
- 3,908.42

B Other financial liabilities - current


Current maturities of long-term borrowings
Non-convertible debentures 72,358.36 88,441.11
Term loans 39,037.89 71,141.79
Guaranteed senior notes - 107,874.25
Vehicle loans 8.37 13.77
Interest accrued on borrowings 2,380.82 14,599.28
Debenture redemption premium payable - 4,227.75
Deposits lying with solicitor against property sold 4,192.08 -
Unpaid dividend on equity shares* 38.94 40.83
Security deposits from customers 82.38 789.60
Earnest money deposit 37,500.00 -
Expenses payable 10,220.17 17,600.91
165,819.01 304,729.29

* Not due for credit to 'Investor Education and Protection fund.

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F - 208
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019
31 March 2019 31 March 2018
(` in lakhs) (` in lakhs)
Note - 26
A Provisions - non-current
Provision for employee benefits:
Gratuity (refer note 46) 1,162.18 706.15
Compensated absences (refer note 46) 429.11 249.65
1,591.29 955.80

B Provisions - current
Provision for employee benefits:
Gratuity (refer note 46) 113.25 56.00
Compensated absences (refer note 46) 42.16 23.93
155.41 79.93

Note - 27
A Other non-current liabilities
Deferred revenue 10,822.64 10,959.87
Advance received for land 6,622.48 6,500.00
17,445.12 17,459.87

31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
(Restated)*
B Other current liabilities
Payable to statutory and government authorities 1,538.83 4,045.19
Advance from customers 422,062.24 802,856.90
Deferred revenue 137.73 137.72
Liability against development rights 10,275.00 10,275.00
Other advances# 6,600.00 -
Other liabilities 1,628.74 602.33
442,242.54 817,917.14
*Refer note 41 (I) for details about restatement on account of changes in accounting policies consequent to adoption of Ind AS 115.
#The Group has received this advance for proposed business transaction.

Note - 28
Redeemable preference shares
Redeemable preference shares 45,000.00 -
45,000.00 -

Note : During the year ended 31 March 2019, one of the subsidiary company issued 0.001% Redeemable preference shares (RPS) of face value of ` 10 each fully paid up. The payment of
dividend shall be on non cumulative basis. Subject to the provisions of the Companies Act 2013, the RPS shall be redeemable, at sole discretion of the issuer company, at any time in one
or more tranches within a period not exceeding 20 years from the date of allotment at the price which shall be the face value of equity shares of the issuer company.

Note - 29
Current tax liabilities (net)
Provision for income tax, net of advance tax and tax deducted at source 2,469.20 4,409.24
2,469.20 4,409.24

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F - 209
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
Note - 30 (Restated)*
Revenue from operations
Revenue from real estate properties 452,111.61 32,513.27
Revenue from real estate properties advisory and management services 1,919.61 -
Revenue from sale of land 306.60 20,822.51
Rental and land lease 1,695.15 58,136.20
Revenue from maintenance services 474.44 8,137.74
Revenue from construction contracts 16,586.83 336.36
Other operating income
Profit on loss of control in subsidiaries and gain on fair valuation of remaining stake (refer note 59 and 55) 13,390.02 282,477.38
Profit on sale of stake in subsidiaries (refer note 60 and 56) 1,414.67 4,678.51
Profit on sale of investments 4,448.78 26,133.51
Income from advisory services 115.20 14,500.00
Interest income on delayed payments from customers 303.29 121.43
Forfeiture income 1,622.69 1,590.09
Income from car parking - 819.52
494,388.89 450,266.52
*Refer note 41 (I) for details about restatement on account of changes in accounting policies consequent to adoption of Ind AS 115.

31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
Note - 31
Other income
Dividend income* - 615.53
Interest income 4,268.30 9,726.14
Profit on sale of investments in mutual funds (net) 1,624.48 2,798.84
Profit on sale of guaranteed senior notes (net) - 8,179.46
Profit on sale of property, plant and equipment (net) - 105.54
Foreign exchange gain (net) - 247.41
Gain on fair valuation of financial instruments 1,457.26 616.08
Amortisation of derivative balance (difference between forward and spot element) 664.43 -
Excess provision/liabilities written back 737.19 -
Miscellaneous income 439.21 628.55
9,190.87 22,917.55

* The company did not receive any dividend from the equity instruments designated as FVOCI.
31 March 2019 31 March 2018
(` in lakhs) (` in lakhs)
(Restated)*
Note - 32
Cost of revenue
Cost of land, developed properties and others 202,619.70 49,214.72
Decrease/(increase) in inventory of land and real estate properties#
Opening stock 1,136,118.04 1,315,546.49
Closing stock (984,886.43) (1,327,252.31)
151,231.61 (11,705.82)

353,851.31 37,508.90
*Refer note 41 (I) for details about restatement on account of changes in accounting policies consequent to adoption of Ind AS 115.
#this includes impairment of inventories amounting to ` 72,380 lakhs in current year

31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
Note - 33
Employee benefits expense
Salaries and wages 13,328.89 12,210.84
Contribution to provident fund and other funds 67.88 70.39
Staff welfare expenses 100.34 107.62
Share based payment expense (Refer note 47) 351.31 419.72
13,848.42 12,808.57

Note - 34
Finance costs
Interest expenses 45,966.08 69,553.47
Interest on income taxes 165.37 4,342.38
Other borrowing costs 300.24 526.85
46,431.69 74,422.70

Note - 35
Depreciation and amortization expense
Depreciation on property, plant and equipment 1,215.92 1,888.25
Depreciation on investment property 499.40 7,731.75
Amortization of intangible assets 29.24 30.79
1,744.56 9,650.79

F - 210
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
Note - 36
Other expenses
Rent expenses 2,145.67 584.60
Rates and taxes 1,263.49 2,714.53
Legal and professional expenses 3,459.28 10,168.62
Advertisement expenses 3,722.20 7,186.47
Electricity and water charges 250.55 494.44
Communication expenses 132.73 120.21
Director sitting fees 23.00 26.05
Insurance expenses 121.70 271.95
Printing and stationery 87.40 102.19
Traveling and conveyance expenses 1,867.57 1,417.08
Repairs and maintenance expenses
Vehicles 146.20 87.99
Buildings 461.49 7,247.74
Others 591.70 1,757.80
Security expenses 31.65 32.73
Membership and subscription fees 15.40 16.77
Loss on sale of property, plant and equipment (net) 463.75 -
Impairment of non-financial assets - 4,321.24
Corporate social responsibility expenses 452.69 869.80
Brokerage and marketing expenses 1,535.73 4,839.67
Customer incentive and other charges 5,003.32 2,497.92
Software expenses 13.64 9.88
Donations (refer note (i) below) 1.75 12.15
Land advances written off - 20,138.05
Investments written off* 115.00 1,984.00
Loans written off - 917.63
Foreign exchange loss (net) 277.28 -
Miscellaneous expenses 255.72 1,049.96
22,438.91 68,869.47

* In the current year, the amount is on account of few wholly owned subsidiaries of the Group being voluntarily dissolved and struck off from the register of companies.
(i) The Group has contributed ` Nil (31 March 2018: ` 500.00 lakhs) as political contribution via an Electoral Trust.
31 March 2019 31 March 2018
(` in lakhs) (` in lakhs)
(Restated)*
Note - 37
Tax expenses:
Current tax (including earlier years) (refer note 53) 412.08 13,390.85
Less: Minimum alternate tax credit entitlement (including earlier years) (3.05) (1,038.98)
Deferred tax charge 33,536.88 21,131.36
Income tax expense reported in the statement of profit or loss 33,945.91 33,483.23

The major components of income tax expense and the reconciliation of expected tax expense based on the domestic effective tax rate of the Group at 34.944% (most of the subsidiaries in the
Group has this tax rate) and the reported tax expense in statement of profit and loss are as follows:

Reconciliation of tax expense and the accounting profit multiplied by India's tax rate
Accounting profit before tax from continuing operations (inclusive of loss/profit from joint ventures) 83,978.32 269,923.64
Accounting profit before income tax 83,978.32 269,923.64

At statutory income tax rate of 34.944% (31 March 2018: 34.608%) 29,345.38 93,415.17

Tax effect of amounts which are not deductible (taxable) in calculating taxable income:
Tax impact of exempted income (13,030.24) (103,654.27)
Tax impact of indexation benefit under Income Tax Act, 1961 (5,116.24) -
Deferred tax impact on 'Reversal of revenue and related costs as per Ind AS 115' (29,911.38) (9,010.83)
Tax impact of expenses which will never be allowed 504.75 1,736.23
Tax impact of subsidiary companies charged at different tax rate 233.69 (724.59)
Tax impact of unrecognised deferred tax on unabsorbed losses 49,368.96 40,667.03
Tax impact of earlier year items (refer note 53) 2.44 9,322.03
Others 2,548.54 1,732.46
Income tax expense 33,945.91 33,483.23

*Refer note 41 (I) for details about restatement on account of changes in accounting policies consequent to adoption of Ind AS 115.

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F - 211
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
(Restated)*
Note - 38
Earnings per share (EPS)

The Group's Earnings per Share ('EPS') is determined based on the net profit attributable to the shareholders' of the Holding Company. Basic earnings per share is computed using the
weighted average number of shares outstanding during the year. Diluted earnings per share is computed using the weighted average number of common and dilutive common equivalent shares
outstanding during the year including share options, except where the result would be anti-dilutive. Weighted average number of equity shares includes the impact of buy back of equity shares
during the year.

The following reflects the income and share data used in the basic and diluted EPS computations:

Profit attributable to equity shareholders of the Holding Company(` in lakhs) 50,414.57 237,284.52

Nominal value of equity share (`) 2.00 2.00


Total number of equity shares outstanding at the beginning of the year 478,414,339 478,414,339
Total number of equity shares outstanding at the end of the year 450,680,289 478,414,339

Weighted average number of equity shares for basic earning per share 456,666,283 474,583,918
Add: Share based options* - 6,261,518
Weighted average number of equity shares adjusted for diluted earning per share 456,666,283 480,845,436

Earnings per equity share:


Basic 11.04 50.00
Diluted 11.04 49.42

*During the year, potential equity shares are anti-dilutive in nature, hence they have not been considered for calculating weighted average number of equity shares used to compute diluted
earnings per share.
*Refer note 41 (I) for details about restatement on account of changes in accounting policies consequent to adoption of Ind AS 115.

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F - 212
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

Note - 39
Fair value measurement
(i) Fair value hierarchy
Financial assets and financial liabilities measured at fair value in the statement of financial position are grouped into three Levels of a fair value hierarchy. The three Levels are defined based on the observability of
significant inputs to the measurement, as follows:

Level 1: quoted prices (unadjusted) in active markets for financial instruments.


Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly
Level 3: unobservable inputs for the asset or liability.

(ii) Financial assets measured at fair value – recurring fair value measurements (` in lakhs)
31 March 2019 Level 1 Level 2 Level 3 Total
Financial assets
Financial instruments at FVTPL
Unquoted equity instruments - - 3,182.27 3,182.27
Optionally convertible preference shares - - 345.96 345.96
Mutual funds 159.12 - - 159.12
Financial instruments at FVOCI
Quoted equity instruments 6,516.49 - - 6,516.49
Total financial assets 6,675.61 - 3,528.23 10,203.84

31 March 2018 Level 1 Level 2 Level 3 Total


Financial assets
Financial instruments at FVTPL
Unquoted equity instruments - - 3,592.16 3,592.16
Optionally convertible preference shares - - 335.00 335.00
Mutual funds 138,715.47 - - 138,715.47
Financial instruments at FVOCI
Quoted equity instruments 12,429.60 - - 12,429.60
Total financial assets 151,145.07 - 3,927.16 155,072.23

(iii) Valuation process and technique used to determine fair value


Financial assets
a) Traded (market) price basis recognised stock exchange for quoted equity instruments.
b) Use of net asset value for mutual funds on the basis of the statement received from investee party.
c) For unquoted equity instruments (except one mentioned in point (d) below) and optionally convertible preference shares, the Group has used adjusted net asset value method which factors fair value of assets and
liabilities of investee entity with an adjustment of factors such as lack of liquidity, time elapsed from date of investment etc.
d) One of the unquoted equity instruments is measured using net present value of future cash flow (income approach) discounted at a rate to reflect the risk involved in the business and other critical factors.

The following table summarises the quantitative information about the significant unobservable inputs used in level 3 fair value measurements.
Fair value (` in lakhs) Data inputs
Significant unobservable
Particulars 31 March 31 March 31 March 31 March Sensitivity analysis
inputs
2019 2018 2019 2018
Unquoted equity instrument - adjusted net asset value 3,182.27 3,592.16 Liquidity factor 40% 40% Change of +/-1% in liquidity factor has following
method impacts -
31 March 2019
+1% loss of ` (31.82) lakhs
-1% gain of ` 31.82 lakhs
31 March 2018
+1% loss of ` (35.92) lakhs
-1% gain of ` 35.92 lakhs

Optionally convertible preference shares 345.96 335.00 Liquidity factor 40% 40% Change of +/-1% in liquidity factor has following
impacts -
31 March 2019
+1% loss of ` (3.46) lakhs
-1% gain of ` 3.46 lakhs
31 March 2018
+1% loss of ` (3.35) lakhs
-1% gain of ` 3.35 lakhs

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F - 213
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

(iv) The following table presents the changes in level 3 items for the year ended 31 March 2019 and 31 March 2018: (` in lakhs)
Particulars Unquoted Optionally
equity convertible
instrument preference shares

As at 1 April 2017 7,769.99 480.00


Profit on sale of investments 18,278.51 7,855.00
Amount received on disposal of investments (22,456.34) (8,000.00)
As at 31 March 2018 3,592.16 335.00
Gain recognised on account of fair valuation of investments in statement of profit and loss 141.33 10.96
Profit on sale of investments 4,448.78 -
Amount received on disposal of investments (5,000.00) -
As at 31 March 2019 3,182.27 345.96

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F - 214
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

Note - 40
Financial risk management
i) Financial instruments by category
(` in lakhs)
31 March 2019 31 March 2018
FVTPL FVOCI Amortized cost FVTPL FVOCI Amortized cost
Financial assets
Investments
Equity instruments# 3,182.27 6,516.49 - 3,592.16 12,429.60 -
Optionally convertible preference shares* 345.96 - - 335.00 - -
Mutual funds* 159.12 - - 138,715.47 - -
Bonds - - 6,279.67 - - 6,279.44
Trade receivables - - 26,967.50 - - 1,433.06
Loans - - 52,692.05 - - 25,770.65
Cash and cash equivalents - - 60,291.41 - - 167,357.11
Other bank balances - - 13,488.68 - - 12,037.43
Security deposits - - 3,592.91 - - 4,644.18
Derivative assets 3,242.41 - - - - -
Other financial assets - - 21,613.78 - - 8,506.63
Total financial assets 6,929.76 6,516.49 184,926.00 142,642.63 12,429.60 226,028.50

(` in lakhs)
31 March 2019 31 March 2018
FVTPL FVOCI Amortized cost FVTPL FVOCI Amortized cost
Financial liabilities
Borrowings (including interest accrued) - - 555,816.40 - - 674,567.94
Trade payables - - 101,525.16 - - 65,660.31
Security deposits - - 82.38 - - 4,698.02
Redeemable preference shares - - 45,000.00 - - -
Other financial liabilities - - 51,951.19 - - 21,869.49
Total financial liabilities - - 754,375.13 - - 766,795.76

* These financial assets are mandatorily measured at fair value.


# These financial assets represents investment in equity instruments designated as such upon initial recognition.

ii) Fair value of instruments measured at amortised cost (` in lakhs)


31 March 2019 31 March 2018
Particulars Level
Carrying value Fair value Carrying value Fair value
Financial assets
Investment in bonds Level 3 6,279.67 6,279.67 6,279.44 6,279.44
Loans Level 3 - - 12,689.65 12,689.65
Security deposits Level 3 2,387.36 2,387.36 2,271.16 2,271.16
Other financial assets Level 3 20,680.56 20,680.56 403.22 403.22
Total financial assets 29,347.59 29,347.59 21,643.47 21,643.47
Financial liabilities
Borrowings* Level 3 340,530.96 340,530.96 299,997.74 299,997.74
Trade payables Level 3 11,764.29 11,764.29 20,439.22 20,439.22
Security deposits Level 3 - - 3,908.42 3,908.42
Total financial liabilities 352,295.25 352,295.25 324,345.38 324,345.38

The above disclosures is presented for non-current financial assets and non-current financial liabilities. Carrying value of current financial assets and current financial liabilities (trade receivables, cash and cash
equivalents, other bank balances, loans, other financial assets, borrowings, trade payables, other current financial liabilities and redeemable preference shares) represents the best estimate of fair value.

* A part of the non-convertible redeemable debentures issued by the Company are listed on stock exchange and there is no comparable instrument having the similar terms and conditions with related security
being pledged and hence the carrying value of the debentures represents the best estimate of fair value.

iii) Risk Management


The Group‟s activities expose it to market risk, liquidity risk and credit risk. The board of directors has overall responsibility for the establishment and oversight of the risk management framework. This note
explains the sources of risk which the entity is exposed to and how the entity manages the risk and the related impact in the financial statements.

(A) Credit risk


Credit risk is the risk that a counterparty fails to discharge its obligation to the Group. The Group's exposure to credit risk is influenced mainly by cash and cash equivalents, trade receivables and financial assets
measured at amortized cost. The Group continuously monitors defaults of customers and other counterparties and incorporates this information into its credit risk controls.

a) Credit risk management


i) Credit risk rating
The Group assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of financial assets.

A: Low credit risk


B: Moderate credit risk
C: High credit risk

Asset group Basis of categorisation Provision for expenses credit loss


A: Low credit risk Investments, trade receivables, cash and cash equivalents, other bank balances, 12 month expected credit loss/Life time expected
loans and other financial assets credit loss
B: High credit risk Trade receivables Life time expected credit loss or fully provided for

In respect of trade receivables, the Group recognises a provision for lifetime expected credit loss.
Based on business environment in which the Group operates, a default on a financial asset is considered when the counter party fails to make payments within the agreed time period as per contract. Loss rates
reflecting defaults are based on actual credit loss experience and considering differences between current and historical economic conditions.

Assets are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or a litigation decided against the Group. The Group continues to engage with parties whose
balances are written off and attempts to enforce repayment. Recoveries made are recognised in statement of profit and loss.

Credit risk related to cash and cash equivalents and bank deposits is managed by only accepting highly rated banks and financial institutions and diversifying bank deposits and accounts in different banks. Credit
risk is considered low because the Company deals with highly rated banks and financial institution. Loans and other financial assets measured at amortized cost includes long-term bank deposits, security deposits
and other receivables. Credit risk related to these financial assets is managed by monitoring the recoverability of such amounts continuously, while at the same time internal control system in place ensure the
amounts are within defined limits. Credit risk is considered low because the Company is in possession of the underlying asset. Further, the Company creates provision by assessing individual financial asset for
expectation of any credit loss basis 12 month expected credit loss model.

Assets under credit risk – (` in lakhs)


Credit rating Particulars 31 March 2019 31 March 2018
A: Low credit risk Investments, trade receivables, cash and cash equivalents, other bank balances, loans and other financial assets 188,360.57 364,710.93
C: High credit risk Trade receivables 33.04 33.04

F - 215
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

ii) Concentration of financial assets


The Group's principal business activities are development of real estate properties and rental income. Loans and other financial assets majorly represents money advanced for business purposes. The Group's
exposure to credit risk for trade receivables is presented below.
(` in lakhs)
Particulars 31 March 2019 31 March 2018
Real estate project receivables 26,022.39 311.02
Rental receivables 945.11 1,122.04

b) Credit risk exposure


Provision for expected credit losses
The Group provides for 12 month expected credit losses or lifetime expected credit losses for following financial assets –

As at 31 March 2019 (` in lakhs)


Particulars Estimated gross Expected credit Carrying amount net of
carrying amount at losses impairment provision
default
Investments (bonds) 6,279.67 - 6,279.67
Trade receivables 27,000.54 33.04 26,967.50
Cash and cash equivalents 60,291.41 - 60,291.41
Other bank balances 13,488.68 - 13,488.68
Loans 52,692.05 - 52,692.05
Security deposit 3,592.91 - 3,592.91
Other financial assets 21,613.78 - 21,613.78

As at 31 March 2018 (` in lakhs)


Particulars Estimated gross Expected credit Carrying amount net of
carrying amount at losses impairment provision
default
Investments (bonds) 6,279.44 - 6,279.44
Trade receivables 1,466.10 33.04 1,433.06
Cash and cash equivalents 167,357.11 - 167,357.11
Other bank balances 12,037.43 - 12,037.43
Loans 25,770.65 - 25,770.65
Security deposit 4,644.18 - 4,644.18
Other financial assets 8,506.63 - 8,506.63

Expected credit loss for trade receivables under simplified approach


Real estate business receivables
The Group considers provision for lifetime expected credit loss. Given the nature of business operations, the Group‟s receivables from real estate business does not have any expected credit loss as transfer of legal
title of properties sold is generally passed on to the customer, once the Group receives the entire consideration and hence, these are been considered as low credit risk assets. Further, during the periods presented,
the Group has made no write-offs of receivables.

Rental business receivables


The Group considers provision for lifetime expected credit loss. Given the nature of business operations, the receivables from rental business has low credit risk as the Group holds security deposits against the
premises given on rentals. Further, historical trends indicate some shortfall between such deposits held by the Group and amounts due from customers. Hence, with the historical loss experience and forward
looking information, the Group has provided expected credit loss in relation to receivables from rental business.
(` in lakhs)
Reconciliation of loss allowance Trade receivables
Loss allowance on 1 April 2017 719.36
Allowance for expected credit loss (72.38)
Adjustment on account of sale of subsidiaries (613.94)
Loss allowance on 31 March 2018 33.04
Allowance for expected credit loss -
Loss allowance on 31 March 2019 33.04

(B) Liquidity risk


Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group's approach
to managing liquidity is to ensure as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due.

Management monitors rolling forecasts of the Group‟s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Group takes into account the liquidity of the market in which the
entity operates.

Maturities of financial liabilities


The tables below analyse the Group's financial liabilities into relevant maturity groupings based on their contractual maturities.
(` in lakhs)
31 March 2019 Less than 1 year 1-2 years 2-3 years More than 3 years Total

Borrowings (including interest accrued) 215,424.61 169,187.16 133,805.68 37,398.95 555,816.40


Trade payable 89,760.87 8,571.43 2,142.86 1,050.00 101,525.16
Security deposits 82.38 - - - 82.38
Redeemable preference shares 45,000.00 - - - 45,000.00
Other financial liabilities 51,951.19 - - - 51,951.19
Total 402,219.05 177,758.59 135,948.54 38,448.95 754,375.13

(` in lakhs)
31 March 2018 Less than 1 year 1-2 years 2-3 years More than 3 years Total

Borrowings (including interest accrued) 371,260.66 152,264.47 83,998.33 67,044.48 674,567.94


Trade payable 45,221.09 8,674.94 8,571.43 3,192.85 65,660.31
Security deposits 789.60 3,908.42 - - 4,698.02
Other financial liabilities 21,869.49 - - - 21,869.49
Total 439,140.84 164,847.83 92,569.76 70,237.33 766,795.76

F - 216
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

(C) Market risk


(i) Interest rate risk
The Group fixed rate borrowings are not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.

The Group variable rate borrowing is subject to interest rate. Below is the overall exposure of the borrowing: (` in lakhs)
Particulars 31 March 2019 31 March 2018
Variable rate borrowing 224,074.93 215,280.33
Fixed rate borrowing 329,360.65 444,688.33
Total borrowings 553,435.58 659,968.66

Sensitivity
Profit or loss is sensitive to higher/lower interest expense from variable rate borrowings as a result of changes in interest rates.
(` in lakhs)
Particulars 31 March 2019 31 March 2018
Interest rates – increase by 1% (31 March 2018 : 1%) 2,240.75 2,152.80
Interest rates – decrease by 1% (31 March 2018 : 1%) (2,240.75) (2,152.80)

(ii) Foreign exchange risk


The Group has international transactions and is exposed to foreign exchange risk arising from foreign currency transactions (imports and exports). Foreign exchange risk arises from future commercial transactions
and recognised assets and liabilities denominated in a currency that is not the Group‟s functional currency. The Group does not hedge its foreign exchange receivables/payables.

Foreign currency risk exposure: (` in lakhs)


Particulars Currency 31 March 2019 31 March 2018
Trade payables USD 2.49 614.67

Advances GBP - 610.06

Sensitivity
The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency denominated financial instruments.
(` in lakhs)
Particulars Exchange rate increase by 1% Exchange rate decrease by 1%
Currency
31 March 2019 31 March 2018 31 March 2019 31 March 2018
Trade payables USD 0.02 6.15 (0.02) (6.15)
Advances GBP - 6.10 - (6.10)

(iii) Price risk


The Group exposure price risk arises from investments held and classified in the balance sheet either as fair value through other comprehensive income or at fair value through profit or loss. To manage the price
risk arising from investments, the Group diversifies its portfolio of assets.

Sensitivity
Profit or loss and equity is sensitive to higher/lower prices of instruments on the Group profit for the periods - (` in lakhs)
Particulars 31 March 2019 31 March 2018
Price sensitivity
Mutual fund
Price increase by (2%) - FVTPL instrument 3.18 2,774.31
Price decrease by (2%) - FVTPL instrument (3.18) (2,774.31)
Unquoted equity instruments
Price increase by (2%) - FVTPL instrument 63.65 71.84
Price decrease by (2%) - FVTPL instrument (63.65) (71.84)
Optionally convertible preference shares
Price increase by (2%) - FVTPL instrument 6.92 6.70
Price decrease by (2%) - FVTPL instrument (6.92) (6.70)
Quoted equity instruments
Price increase by (2%) - FVOCI instrument 130.33 248.59
Price increase by (2%) - FVOCI instrument (130.33) (248.59)

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F - 217
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

Note - 41
(I) Revenue related disclosures
A Disaggregation of revenue
Set out below is the disaggregation of the Company‟s revenue from contracts with customers:
(` in lakhs)
Particulars Year Ended Year Ended
31 March 2019 31 March 2018
Revenue from contracts with customers
(i) Revenue from operations
(a) Revenue from real estate properties 452,111.61 32,513.27
(b) Revenue from real estate properties advisory and management services 1,919.61 -
(c) Revenue from sale of land 306.60 20,822.51
(d) Revenue from maintenance services 474.44 8,137.74
(e) Revenue from construction contracts (refer note F below) 16,586.83 336.36
(ii) Other operating income (advisory services, car parking and forfeiture income) 21,294.65 330,320.44
Total revenue covered under Ind AS 115 492,693.74 392,130.32

B Contract balances
The following table provides information about receivables and contract liabilities from contract with customers:
(` in lakhs)
Particulars As at As at
31 March 2019 31 March 2018
Contract liabilities
Advance from customers 422,062.24 802,856.90
Total contract liabilities 422,062.24 802,856.90

Receivables
Trade receivables 26,022.39 311.02
Total receivables 26,022.39 311.02

Contract asset is the right to consideration in exchange for goods or services transferred to the customer. Contract liability is the entity's obligation to transfer goods or
services to a customer for which the entity has received consideration from the customer in advance. Contract assets (unbilled receivables) are transferred to
receivables when the rights become unconditional and contract liabilities are recognised as and when the performance obligation is satisfied.

C Significant changes in the contract liabilities balances during the year are as follows:
(` in lakhs)
Particulars As at 31 March 2019 As at 31 March 2018
Contract liabilities Contract liabilities
Advances from customers Advances from customers
Opening balance 802,856.90 818,785.60
Addition during the year 45,294.56 16,273.55
Revenue recognised during the year (426,089.22) (32,202.25)
Closing balance 422,062.24 802,856.90

D The aggregate amount of transaction price allocated to the unsatisfied performance obligations as at 31 March 2019 is ` 428,662.24 lakhs. This balance represents the
advance received from customers (gross) against real estate properties under development. The management expects to further bill and collect the remaining balance
of total consideration in the coming years. These balances will be recognised as revenue in future years as per the policy of the Company. Further, as permitted under
the transitional provisions of Ind AS 115, the transaction price allocated to the unsatisfied performance obligations as at 31 March 2018 is not disclosed.

E Reconciliation of revenue from sale of properties with contract revenue:

Particulars Year ended Year ended


31 March 2019 31 March 2018
Contract revenue 463,257.45 33,057.99
Adjustment for:
- Subvention cost* (11,145.84) (544.72)
Revenue from sale of properties 452,111.61 32,513.27
* Subvention cost represent the expected cash outflow under the arrangement determined basis time elapsed.

F - 218
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

F One of the subsidiary company of the group earns revenue from construction contracts. Revenue and related expenditures in respect of short-term works contracts
that are entered into and completed during the year are accounted for on accrual basis as they are earned. Revenue and related expenditures in respect of long-term
works contracts are accounted for on the basis of „input method‟ as the performance obligations are satisfied over time. For the purpose of revenue recognition, as
part of the input method, the percentage of completion is arrived basis the cost incurred as compared the total budgeted cost for the contract. In case of cost plus
contracts, revenue is recognised as per terms of specific contract, i.e. cost incurred plus an agreed profit margin.

G Ind AS 115 „Revenue from Contracts with Customers‟, mandatory for reporting periods beginning on or after 1 April 2018, replaces existing revenue recognition
requirements. The application of Ind AS 115 has impacted the Company's accounting for recognition of revenue from real estate projects. The Company has applied
full retrospective approach in adopting the new standard and accordingly restated the previous period numbers basis completion of contract for all the real estate
projects across India. The following table summarises the impact on transition to Ind AS 115 on each individual line items. Line items that are not affected by changes
have not been included.

(a) Balance sheet (` in lakhs)


31 March 2018 31 March 2017
31 March 2018 1 April 2017
Particulars As originally Change As originally Change
As restated As restated
presented presented
Non-current assets
Deferred tax assets (net) 21,153.73 78,478.43 99,632.16 37,803.69 87,593.21 125,396.90

Current assets
Inventories (refer note II below) 607,691.16 528,426.88 1,136,118.04 782,862.46 532,684.03 1,315,546.49
Trade receivables 281,196.43 (279,763.37) 1,433.06 382,422.86 (375,400.63) 7,022.23

Current liabilities
Other current liabilities 182,192.66 635,724.48 817,917.14 243,063.00 591,395.56 834,458.56

Other equity 593,594.55 (308,582.54) 285,012.01 395,580.61 (346,518.95) 49,061.66

(b) Statement of profit and loss (` in lakhs)


31 March 2018 Change 31 March 2018
Particulars As originally As restated
presented
Revenue
Revenue from operations 592,653.18 (142,386.66) 450,266.52

Expenses
(Increase) in real estate project under development 175,171.30 (186,877.12) (11,705.82)

Profit before tax 225,433.18 44,490.46 269,923.64

Tax expense
Deferred tax expense 14,577.32 6,554.04 21,131.36

Profit for the year 198,019.49 37,936.62 235,956.11

Net profit attributable to


Owners of the Holding Company 201,515.09 35,769.43 237,284.52
Non-controlling interests (3,495.60) 2,167.19 (1,328.41)

Impact on basic earnings per share 42.46 7.54 50.00


Impact on diluted earnings per share 41.99 7.43 49.42

(II) One of the wholly-owned subsidiary of the Group has provided for losses amounting to ` 60,197.00 lakhs in respect of one of its project pertaining to earlier years.
Accordingly, the Group has restated its financial results as at 1 April 2017 with a corresponding impact as on 31 March 2018 as per the principles of Ind AS 8. This
has no impact on the financial results for the year ended 31 March 2019.

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F - 219
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Note – 42
Capital management

The Group‟s objectives when managing capital are:


 To ensure Group‟s ability to continue as a going concern, and
 To provide adequate return to shareholders

Management assesses the capital requirements in order to maintain an efficient overall financing structure. The Group
manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk
characteristics of the underlying assets. The Group manages its capital requirements by overseeing the following ratios–

Debt equity ratio (₹ in lakhs)


31 March 2019 31 March 2018
(restated)
Net debt* 459,099.28 341,858.65
Total equity 400,902.71 400,376.18
Net debt to equity ratio 1.15 0.85

* Net debt includes non-current borrowings + current borrowings + current maturities of non-current borrowings - cash
and cash equivalents (including bank deposits and other liquid securities).
The Group has access to the undrawn borrowing facilities of ₹ 20,000.00 lakhs (31 March 2018: ₹ 20,500.00 lakhs) for the
year ended 31 March 2019.

Note – 43
Related party transactions

Relationship Name of the related parties

Joint ventures  Indiabulls Properties Private Limited (from 29 March 2018)


 Indiabulls Real Estate Company Private Limited (from 29
March 2018)
 Indiabulls Realty Developers Limited (from 29 March 2018)
 Ashkit Properties Limited (from 28 December 2018)
 Yashita Buildcon Limited (from 28 December 2018)
 Concepts International India LLP (from 28 December 2018)

Key management personnel  Mr. Vishal Gaurishankar Damani (Joint Managing Director)
 Mr. Gurbans Singh (Joint Managing Director)

a.) Transactions with key management personnel and joint ventures (₹ in lakhs)
Nature of transactions 31 March 2019 31 March 2018
Managerial remuneration
Mr. Vishal Gaurishankar Damani 364.39 274.42
Mr. Gurbans Singh 655.58 518.90

Share based payment


Mr. Vishal Gaurishankar Damani 36.80 44.38
Mr. Gurbans Singh 21.76 26.06

Other long-term employment benefits - Leave encashment


Mr. Vishal Gaurishankar Damani 5.37 2.36
Mr. Gurbans Singh 14.22 10.92

F - 220
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Nature of transactions 31 March 2019 31 March 2018
Post-employment benefits- gratuity
Mr. Vishal Gaurishankar Damani 1.50 6.68
Mr. Gurbans Singh 0.93 9.29

Loans given/(received back) (net)


Ashkit Properties Limited (11,000.00) -
Yashita Buildcon Limited (15,616.49) -
Indiabulls Properties Private Limited 4,344.51 -

Interest income
Ashkit Properties Limited 76.02 -
Indiabulls Properties Private Limited 791.89 -
Indiabulls Real Estate Company Private Limited 30.18 -

Income from administration, legal and management fee and


marketing commission
Indiabulls Realty Developers Limited 1,906.33 -
Yashita Buildcon Limited 13.28 -

Rent expenses
Indiabulls Real Estate Company Private Limited 1,528.08 -

Maintenance expenses
Indiabulls Real Estate Company Private Limited 191.01 -

Electricity expenses
Indiabulls Real Estate Company Private Limited 96.14 -

Expenses paid on behalf of


Indiabulls Real Estate Company Private Limited 27.10 -
Indiabulls Properties Private Limited 76.37 -

Revenue from construction contracts (excluding taxes)


Indiabulls Properties Private Limited 9,725.16 -
Indiabulls Real Estate Company Private Limited 7,100.80 -

Corporate guarantees (settled)/given


Indiabulls Properties Private Limited (38,377.53) -
Indiabulls Real Estate Company Private Limited 27,951.62 -

b.) Statement of balances outstanding of key management personnel and joint ventures (₹ in lakhs)
Particulars of balances in respect of related party transactions 31 March 2019 31 March 2019
Advance from customers
Indiabulls Properties Private Limited 90,791.27 102,187.80
Indiabulls Real Estate Company Private Limited 29,528.68 38,073.90

Inter-corporate loans given


Indiabulls Properties Private Limited 4,737.13 -
Ashkit Properties Limited 3,633.45 -

Security deposits
Indiabulls Real Estate Company Private Limited 1,401.43 1,236.64
F - 221
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Particulars of balances in respect of related party transactions 31 March 2019 31 March 2019

Trade receivables
Indiabulls Realty Developers Limited 574.96 -
Yashita Buildcon Limited 14.34 -
Indiabulls Real Estate Company Private Limited - 182.98
Indiabulls Properties Private Limited - 2.21

Post-employment benefits – gratuity


Mr. Vishal Gaurishankar Damani 14.84 13.34
Mr. Gurbans Singh 19.03 18.09

Post-employment benefits – leave encashment


Mr. Vishal Gaurishankar Damani 17.41 12.04
Mr. Gurbans Singh 51.92 37.70

Investments in equity shares


Indiabulls Properties Private Limited 130,000.00 130,000.00
Indiabulls Real Estate Company Private Limited 95,000.00 95,000.00
Ashkit Properties Limited 3,416.08 -
Yashita Buildcon Limited 5.00 -

Other receivables
Indiabulls Real Company Private Limited 0.93 -
Indiabulls Properties Private Limited 0.93 -

Investments in compulsorily convertible debentures


Yashita Buildcon Limited 6.41 -

Optionally convertible preference shares issued


Indiabulls Properties Private Limited 42,500.00 42,500.00
Indiabulls Real Estate Company Private Limited 62,328.00 62,328.00

Corporate guarantees given


Indiabulls Real Estate Company Private Limited 246,909.35 218,957.72
Indiabulls Properties Private Limited 256,452.78 294,830.31

Note – 44
Contingent liabilities and commitments
A) Summary of contingent liabilities
i. Corporate guarantee issued by Holding Company on behalf of joint ventures amounting to ₹ 503,362.13 lakhs (31
March 2018: ₹ 513,788.03 lakhs)

ii. Contingent liabilities in respect of income-tax demands for which appeals have been filed ₹ 9,032.96 lakhs (31 March
2018: ₹ 7,903.79 lakhs)

iii. Contingent liabilities in respect of property-tax demands for which appeals have been filed ₹ Nil (31 March 2018: ₹
730.43 lakhs)

iv. Contingent liabilities in respect of service tax demands for which appeals have been filed ₹ 3,175.81 lakhs (31 March
2018: ₹ 2,064.13)

v. The Group has certain litigations involving customers. Management believes that these claims may be payable as and
when the outcome of matters are finally determined. Based on past trends and internal legal analysis, the management
believes that no material liability will devolve on the Group in respect of these litigations.
F - 222
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019

B) Commitments
i. Letter of credit issued amounting to ₹ 5,124.07 lakhs (31 March 2018: ₹ 714.93 lakhs)

ii. The Holding Company had given Sponsors Support Undertaking (“SSU”) to meet any shortfalls in the funding
requirement of project and towards cost overrun to financial institution/banks for term loan sanctioned to
RattanIndia Nasik Power Limited, a subsidiary of RattanIndia Power Limited in the event of inability of RattanIndia
Nasik Power Limited (“RNPL”) to arrange required equity support for Nasik Thermal Power Project Phase II.
Pursuant to the demerger of the power business from the Holding Company vide order dated 17 October 2011 passed
by the Hon‟ble Delhi High Court in Holding Company Petition No 295 of 2011, all the liabilities and obligations of
the Holding Company in relation to the power business stood transferred and vested into RattanIndia Infrastructure
Limited. Furthermore, the promoters of RattanIndia Power Limited (“RPL”) have subsequently undertaken not to
drawdown any funds from such debt facilities with respect to Nashik Thermal Power Project Phase II.

iii. The Holding Company had given Sponsors Support Undertaking (“SSU”) to fund the required equity and any shortfall
in means of finance by subscription to the shares of RattanIndia Power Limited, a company together promoted by
RattanIndia Infrastructure Limited and RR Infra Land Private Limited, for term loan facility sanctioned to RattanIndia
Power Limited (“RPL”) in the event of inability of RPL to arrange the required equity support for Amravati Power
Project Phase II. Under the SSU, the Holding Company had also guaranteed to meet RPL‟s debt obligations in respect
of Amravati Power Project Phase II in the event coal linkage for the project is cancelled/deferred and RPL fails to
make any alternate arrangement of required coal six months prior to the scheduled commercial operation date of unit I
of Amravati Power Project Phase II. Pursuant to the demerger of the power business from the Holding Company vide
order dated 17th October 2011 passed by the Hon‟ble Delhi High Court in Holding Company Petition No 295 of
2011, all the liabilities and obligations of the Holding Company in relation to the power business stood transferred and
vested into RattanIndia Infrastructure Limited. Furthermore, the promoters of RPL have subsequently undertaken not
to drawdown any funds from such debt facilities with respect to Amravati Power Project Phase II.

Note – 45

A) Operating leases

i) Group as lessee
The Group has taken various premises on operating leases and lease rent of ₹ 2,145.67 lakhs (31 March 2018: ₹ 584.60
lakhs) in respect of the same has been charged to statement of profit and loss for the year ended 31 March 2019. The
underlying agreements are executed for a period generally ranging from three to five years, renewable on mutual consent
and are cancellable in some cases, by either party giving notice generally of 30 to 180 days. There are no restrictions
imposed by such leases and there are no subleases. The minimum lease rentals payable in respect of such operating leases
are as under:
(₹ in lakhs)
31 March 2019 31 March 2018
Within one year 1,182.85 1,091.69
Later than one year but not later than five years 186.79 933.93
Later than five years - -

ii) Group as lessor


The Group has leased out land (previous year land and various properties) on operating lease basis and lease rent of ₹
1,663.65 lakhs (31 March 2018: ₹ 58,136.20 Lakhs) in respect of the same has been recognised as income in the statement
of profit and loss for the year ended 31 March 2019. The minimum lease rent receivable in respect of such operating leases
are as under:
(₹ in lakhs)
Particulars 31 March 2019 31 March 2018
Within one year 13.92 5,292.82
Later than one year but not later than five years 55.69 4,359.56
Later than five years 1,060.21 1,085.12

F - 223
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019

Note – 46
Employee benefits
Defined contribution plan
The Group has made ₹ 67.88 lakhs (31 March 2018 - ₹ 70.39 lakhs) contribution in respect of provident fund and other
funds.
Defined Benefit Plan
The Group has the following Defined Benefit Plans:
 Compensated absences (Unfunded)
 Gratuity (Unfunded)
Risks associated with plan provisions
Discount rate risk Reduction in discount rate in subsequent valuations can increase the plan‟s liability.
Mortality risk Actual death & liability cases proving lower or higher than assumed in the valuation
can impact the liabilities.
Salary risk Actual salary increase will increase the Plan‟s liability. Increase in salary increase rate
assumption in future valuations will also increase the liability.
Withdrawal risk Actual withdrawals proving higher or lower than assumed withdrawals and change
of withdrawal rates at subsequent valuations can impact Plan‟s liability.

Compensated absences

The leave obligations cover the Group's liability for permitted leaves. The amount of provision of ₹ 42.16 lakhs (31 March
2018 - ₹ 23.93 lakhs) is presented as current, since the Group does not have an unconditional right to defer settlement for
any of these obligations. However, based on past experience, the Group does not expect all employees to take the full
amount of accrued leave or require payment within the next 12 months, therefore based on the independent actuarial
report, only a certain amount of provision has been presented as current and remaining as non-current. The weighted
average duration of the defined benefit obligation is in the range of 13.02 to 20.84 years (31 March 2018: 11.90 to 22.14
years).

Actuarial (gain)/loss on obligation: (₹ in lakhs)


Particulars 31 March 2019 31 March 2018
Actuarial loss/(gain) on arising from change in financial assumptions 23.84 (4.81)
Actuarial gain on arising from change in experience adjustment (36.33) (21.68)
Total (12.49) (26.49)

Amount recognised in the statement of profit and loss is as under: (₹ in lakhs)


31 March 2019 31 March 2018
Service cost 85.12 56.54
Net interest cost 20.88 14.88
Actuarial (gain) for the year (12.50) (26.49)
Expense recognized in the statement of profit and loss 93.50 44.93
Movement in the liability recognized in the balance sheet is as under: (₹ in lakhs)
31 March 2019 31 March 2018
Present value of defined benefit obligation at the beginning of the year 273.58 312.45
Adjustment on account of disposal/acquisition of entities 104.19 (83.82)
Current service cost 85.12 56.54
Interest cost 20.88 14.88
Actuarial gain on obligation (12.50) (26.49)
Benefits paid - -
Present value of defined benefit obligation at the end of the year 471.27 273.58

F - 224
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Bifurcation of projected benefit obligation at the end of the year in current and non-current (₹ in lakhs)
Particulars 31 March 2019 31 March 2018
a) Current liability (amount due within one year) 42.16 23.93
b) Non - current liability (amount due over one year) 429.11 249.65
Total projected benefit obligation at the end of the year 471.27 273.58

For determination of the liability of the Group, the following actuarial assumptions were used:
Particulars Compensated absences
31 March 2019 31 March 2018
Discount rate 7.71% 7.93%
Salary escalation rate 5.50% 5.25%
Indian Assured Indian Assured
Mortality table Lives Mortality Lives Mortality
100% of (2006 -08) 100% of (2006 -08)

As the Group does not have any plan assets for compensated absences, the movement of present value of defined benefit
obligation and fair value of plan assets has not been presented.
These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount
factors are determined close to each year-end by reference to government bonds of relevant economic markets and that
have terms to maturity approximating to the terms of the related obligation. Other assumptions are based on
management‟s historical experience.

Maturity plan (₹ in lakhs)


Year 31 March 2019 Year 31 March 2018
a) April 2019 – March 2020 42.16 April 2018 – March 2019 23.93
b) April 2020 – March 2021 8.33 April 2019 – March 2020 6.31
c) April 2021 – March 2022 60.02 April 2020 – March 2021 7.70
d) April 2022 – March 2023 7.37 April 2021 – March 2022 4.55
e) April 2023 – March 2024 23.90 April 2022 – March 2023 5.08
f) April 2024 – March 2025 11.68 April 2023 – March 2024 17.10
g) April 2025 onwards 317.81 April 2024 onwards 208.92

Sensitivity analysis for compensated absences (₹ in lakhs)


Particulars 31 March 2019 31 March 2018
Impact of the change in discount rate
Present value of obligation at the end of the year 471.27 273.58
a) Impact due to increase of 0.50 % (25.08) (15.95)
b) Impact due to decrease of 0.50 % 27.40 17.46
Impact of the change in salary increase
Present value of obligation at the end of the year 471.27 273.58
a) Impact due to increase of 0.50 % 27.86 17.83
b) Impact due to decrease of 0.50 % (25.70) (16.42)

Sensitivities due to mortality and withdrawal are not material and hence impact of change not calculated.

Gratuity

The Group provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in
continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/
termination is the employee‟s last drawn basic salary per month computed proportionately for 15 days‟ salary multiplied for
the number of years of service. Gratuity plan is a non-funded plan. The weighted average duration of the defined benefit
obligation is in the range of 13.02 to 20.84 years (31 March 2018: 11.96 to 22.14 years)

F - 225
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Actuarial (gain)/loss on obligation recognised in other comprehensive income (₹ in lakhs)
Particulars 31 March 2019 31 March 2018
Actuarial loss/(gain) on arising from change in financial assumptions 89.26 (13.58)
Actuarial loss on arising from change in experience adjustment 169.68 30.38
Total 258.94 16.80

Amount recognised in the statement of profit and loss is as under: (₹ in lakhs)


31 March 2019 31 March 2018
Service cost 202.14 133.61
Net interest cost 58.54 36.97
Expense recognized in the statement of profit and loss 260.68 170.58

Movement in the liability recognized in the balance sheet is as under: (₹ in lakhs)


31 March 2019 31 March 2018
Present value of defined benefit obligation at the beginning of the 762.15 609.02
year
Current service cost 202.14 133.61
Past service cost - 104.00
Adjustment on account of disposal of entities 103.63 (116.81)
Interest cost 58.54 36.97
Actuarial loss on obligation 258.94 16.80
Benefits paid (109.97) (21.44)
Present value of defined benefit obligation at the end of the year 1,275.43 762.15

Bifurcation of projected benefit obligation at the end of the year in current and non-current (₹ in lakhs)
Particulars 31 March 2019 31 March 2018
a) Current liability (amount due within one year) 113.25 56.00
b) Non - current liability (amount due over one year) 1,162.18 706.15
Total projected benefit obligation at the end of the year 1,275.43 762.15

For determination of the liability of the Group, the following actuarial assumptions were used:
Particulars Gratuity
31 March 2019 31 March 2018
Discount rate 7.71% 7.93%
Salary escalation rate 5.50% 5.25%
Mortality table Indian Assured Indian Assured
Lives Mortality Lives Mortality
100% of (2006 -08) 100% of (2006 -08)

These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount
factors are determined close to each year-end by reference to government bonds of relevant economic markets and that
have terms to maturity approximating to the terms of the related obligation. Other assumptions are based on
management‟s historical experience.
Maturity plan (₹ in lakhs)
Year 31 March 2019 Year 31 March 2018
a) April 2019 – March 2020 113.25 April 2018 – March 2019 56.00
b) April 2020 – March 2021 25.05 April 2019 – March 2020 30.22
c) April 2021 – March 2022 23.21 April 2020 – March 2021 25.77
d) April 2022 – March 2023 43.71 April 2021 – March 2022 15.63
e) April 2023 – March 2024 21.23 April 2022 – March 2023 13.04
f) April 2024 – March 2025 50.05 April 2023 – March 2024 38.25
g) April 2025 onwards 998.93 April 2024 onwards 583.24
Sensitivity analysis for gratuity (₹ in lakhs)
Particulars 31 March 2019 31 March 2018

F - 226
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Impact of the change in discount rate
Present value of obligation at the end of the year 1,275.43 762.15
a) Impact due to increase of 0.50 % (73.76) (44.84)
b) Impact due to decrease of 0.50 % 80.85 49.14
Impact of the change in salary increase
Present value of obligation at the end of the year 1,275.43 762.15
a) Impact due to increase of 0.50 % 82.21 50.21
b) Impact due to decrease of 0.50 % (75.58) (46.14)
Sensitivities due to mortality and withdrawal are not material and hence impact of change not calculated.

Note – 47
Share based payments
Indiabulls Real Estate Limited Employees Stock Options Scheme – 2006 (I)
During the year ended 31 March 2007, the Holding Company established the Indiabulls Real Estate Limited Employees
Stock Options Scheme (“IBREL ESOS-I” or “Plan-I”). Under the Plan- I, the Holding Company issued 9,000,000 equity
settled options to its eligible employees and its subsidiary companies which gave them a right to subscribe up to 9,000,000
stock options representing an equal number of equity shares of face value of ₹ 2 each of the Holding Company at an
exercise price of ₹ 60 per option, subject to the requirements of vesting. These options vest uniformly over a period of 10
years, commencing one year after from the date of grant. A compensation committee constituted by the Board of
Directors of the Holding Company administers the Plan- I. The stock options so granted, shall vest in the eligible
employees within 10 years beginning from 1 November 2007, the first vesting date. The stock options granted under each
of the slabs are exercisable by the option holders within a period of five years from the relevant vesting date.

Following is a summary of options granted under the plan


Particulars 31 March 2019 31 March 2018
Opening balance - 1,481,000
Granted during the year - -
Exercised during the year - 1,275,500
Forfeited during the year - 205,500
Closing balance - -
Vested and exercisable - -
Weighted average share exercised price during the year ended 31 March 2019: ₹ Nil (31 March 2018: ₹ 87.38)

Indiabulls Real Estate Limited Employees Stock Options Scheme 2008 (II)
During the year ended 31 March 2009, the Holding Company established the Indiabulls Real Estate Limited Employees
Stock Options Scheme - 2008 (II) (“IBREL ESOS-II” or “Plan-II”). Under Plan II, the Holding Company issued equity
settled options to its eligible employees and of its subsidiary companies to subscribe upto 2,000,000 stock options
representing an equal number of equity shares of face value of ₹ 2 each in the Holding Company, at an exercise price of ₹
110.50 per option, being the closing market price on the National Stock Exchange of India Limited, as at 29 January 2009.
The stock options so granted, shall vest in the eligible employees within 10 years beginning from 31 January 2010, the first
vesting date. The stock options granted under each of the slabs, are exercisable by the option holders within a period of
five years from the relevant vesting date.

Following is a summary of options granted under the plan:


Particulars 31 March 2019 31 March 2018
Opening balance 165,000 406,000
Granted during the year - -
Exercised during the year - 230,000
Forfeited during the year - 11,000
Closing balance 165,000 165,000
Vested and exercisable 165,000 112,500
Weighted average share exercised price during the year ended 31 March 2019: ₹ Nil (31 March 2018: ₹ 92.28)
The fair value of the option under Plan II using the black scholes model, based on the following parameters is ₹ 62.79 per
option, as certified by an independent valuer.
Particulars Plan – II

F - 227
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Fair market value of option on the date of grant ₹ 62.79
Exercise price ₹ 110.50
Expected volatility 86%
Expected forfeiture percentage on each vesting date Nil
Expected option life (weighted average) 10.5 Years
Expected dividend yield 3.92%
Risk free interest rate 6.50%
The expected volatility was determined based on historical volatility data of the Holding Company's shares listed on the
National Stock Exchange of India Limited.

Indiabulls Real Estate Limited Employees Stock Options Plan 2010 (III)
During the year ended 31 March 2011, the Board of Directors and shareholders of the Holding Company have given their
consent to create, issue, offer and allot to the eligible employees of the Holding Company and its subsidiary companies,
stock options not exceeding 30,000,000 in number, representing 30,000,000 equity shares of face value of ₹2 each of the
Holding Company, accordingly the Employee Stock Option Plan - 2010 (“IBREL ESOP 2010” or “Plan-III”)) has been
formed. As per the scheme exercise price will be the market price of the equity shares of the Holding Company, being the
latest available closing price, prior to the date of grant or as the case may be decided by the board of directors or
compensation committee. During the year ended 31 March 2016, board of directors of the Holding Company at its
meeting held on 26 June 2015, re-granted (original grant was of date 14 November 2015) under the “Indiabulls Real Estate
Limited Employees Stock Options Plan - 2010”, 10,500,000 stock options to eligible employees of the Holding Company
and its subsidiary companies representing an equal number of equity shares of face value of ₹ 2 each in the Holding
Company, at an exercise price of ₹ 54.50, being the closing market price of previous day on the National Stock Exchange
of India Limited. The stock options so granted, shall vest within 5 years beginning from 26 June 2016, the first vesting
date. The options vested under each of the slabs, can be exercised within a period of five years from the relevant vesting
date.

Following is a summary of options granted under the plan –


Particulars 31 March 2019 31 March 2018
Opening balance 8,049,100 8,599,400
Granted during the year - -
Exercised during the year 2,006,150 550,300
Forfeited during the year - -
Closing balance 6,042,950 8,049,100
Vested and exercisable 2,196,950 2,280,100
Weighted average share exercised price during the year ended 31 March 2019: ₹ 178.24 (31 March 2018: ₹ 95.14)
The fair value of the option under Plan III using the black scholes model, based on the following parameters is ₹ 34.30
per option, as certified by an independent valuer.

Particulars Plan – III


Fair market value of option on the date of grant ₹ 34.30
Exercise price ₹ 54.50
Expected volatility 89%
Expected forfeiture percentage on each vesting date Nil
Expected option life (weighted average) 8 Years
Expected dividend yield 3.45%
Risk free interest rate 8.03%

The expected volatility was determined based on historical volatility data of the Holding Company's shares listed on the
National Stock Exchange of India Limited.

Indiabulls Real Estate Limited Employees Stock Options Plan 2011 (IV)
During the year ended 31 March 2012, the board of directors and shareholders of the Holding Company have given their
consent to create, issue, offer and allot, to the eligible employees of the Holding Company and its subsidiary companies,
stock options not exceeding 15,000,000 in number, representing 15,000,000 equity shares of face value of ₹2 each, and
accordingly the Employee Stock Option Scheme 2011 (“IBREL ESOS 2011”) has been formed. As per the scheme
exercise price will be the market price of the equity shares of the Holding Company, being the latest available closing price,

F - 228
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
prior to the date of grant or as may be decided by the board or compensation committee. However, compensation
committee of the board has not yet granted any options under IBREL ESOP 2011 Scheme.

Note – 48
Capital reserve on consolidation

On acquisition of investments in subsidiaries by the Group at different point in time, it has resulted in (after netting off the
goodwill arising on such acquisition) a capital reserve on consolidation of ₹ 104,232.79 lakhs (31 March 2018: ₹ 104,232.79
lakhs) which is shown under reserves and surplus head of other equity.

Note – 49
Group information

Information about subsidiaries and joint ventures


The information about subsidiaries and joint ventures of the Holding Company is as follows. The below table includes the
information about step down subsidiaries and joint ventures as well.
Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2019 31 March 2018
Aedos Real Estate Company Limited India 100.00% 100.00%
Airmid Developers Limited India 100.00% 100.00%
Airmid Properties Limited India 100.00% 100.00%
Airmid Real Estate Limited India 100.00% 100.00%
Albasta Constructions Limited India 100.00% 100.00%
Albasta Developers Limited India 100.00% 100.00%
Albasta Infrastructure Limited India 100.00% 100.00%
Albasta Properties Limited India 100.00% 100.00%
Albasta Real Estate Limited India 100.00% 100.00%
Albina Properties Limited India 100.00% 100.00%
Albina Real Estate Limited India 100.00% 100.00%
Amadis Land Development Limited India 100.00% 100.00%
Angina Properties Limited India 100.00% 100.00%
Angles Constructions Limited India 100.00% 100.00%
Apesh Constructions Limited India 100.00% 100.00%
Apesh Properties Limited India 100.00% 100.00%
Apesh Real Estate Limited India 100.00% 100.00%
Ashkit Constructions Limited India 100.00% 100.00%
Athena Builders and Developers Limited India 100.00% 100.00%
Athena Buildwell Limited India 100.00% 100.00%
Athena Infrastructure Limited India 100.00% 100.00%
Athena Land Development Limited India 100.00% 100.00%
Aurora Builders and Developers Limited India 100.00% 100.00%
Bridget Builders and Developers Limited India 100.00% 100.00%
Catherine Builders and Developers Limited India 100.00% 100.00%
Ceres Constructions Limited India 100.00% 100.00%
Ceres Estate Limited India 100.00% 100.00%
Ceres Infrastructure Limited India 100.00% 100.00%
Ceres Land Development Limited India 100.00% 100.00%

F - 229
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2019 31 March 2018
Ceres Properties Limited India 100.00% 100.00%
Chloris Real Estate Limited India 100.00% 100.00%
Citra Developers Limited India 100.00% 100.00%
Citra Properties Limited India 100.00% 100.00%
Cobitis Buildwell Limited India 100.00% 100.00%
Cobitis Real Estate Limited India 100.00% 100.00%
Corus Real Estate Limited India 100.00% 100.00%
Devona Developers Limited India 100.00% 100.00%
Devona Infrastructure Limited India 100.00% 100.00%
Devona Properties Limited India 100.00% 100.00%
Diana Infrastructure Limited India 100.00% 100.00%
Diana Land Development Limited India 100.00% 100.00%
Edesia Constructions Limited India 100.00% 100.00%
Edesia Developers Limited India 100.00% 100.00%
Edesia Infrastructure Limited India 100.00% 100.00%
Elena Constructions Limited India 100.00% 100.00%
Elena Properties Limited India 100.00% 100.00%
Fama Builders and Developers Limited India 100.00% 100.00%
Fama Construction Limited India 100.00% 100.00%
Fama Estate Limited India 100.00% 100.00%
Fama Infrastructure Limited India 100.00% 100.00%
Fama Land Development Limited India 100.00% 100.00%
Fama Properties Limited India 100.00% 100.00%
Flora Land Development Limited India 100.00% 100.00%
Fornax Constructions Limited India 100.00% 100.00%
Fornax Real Estate Limited India 100.00% 100.00%
Galium Builders And Developers Limited India 100.00% 100.00%
Hecate Power and Land Development Limited India 100.00% 100.00%
Hermes Builders and Developers Limited India 100.00% 100.00%
Hermes Properties Limited India 100.00% 100.00%
IB Assets Limited India 100.00% 100.00%
IB Holdings Limited India 100.00% 100.00%
Indiabulls Buildcon Limited India 100.00% 100.00%
Indiabulls Commercial Assets Limited India 100.00% 100.00%
Indiabulls Commercial Estate Limited India 100.00% 100.00%
Indiabulls Commercial Properties Limited India 100.00% 100.00%
Indiabulls Commercial Properties Management Limited India 100.00% 100.00%
Indiabulls Communication Infrastructure Limited India 100.00% 100.00%
Indiabulls Constructions Limited India 100.00% 100.00%
Indiabulls Engineering Limited India 100.00% 100.00%
Indiabulls Estate Limited India 100.00% 100.00%
Indiabulls Hotel Properties Limited India 100.00% 100.00%

F - 230
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2019 31 March 2018
Indiabulls Housing and Constructions Limited India 100.00% 100.00%
Indiabulls Housing and Land Development Limited India 100.00% 100.00%
Indiabulls Housing Developers Limited India 100.00% 100.00%
Indiabulls Industrial Infrastructure Limited India 89.01% 89.01%
Indiabulls Infraestate Limited India 100.00% 100.00%
Indiabulls Infrastructure Projects Limited India 100.00% 100.00%
Indiabulls Infratech Limited India 100.00% 100.00%
Indiabulls Land Holdings Limited India 100.00% 100.00%
Indiabulls Lands Limited India 100.00% 100.00%
Indiabulls Multiplex Services Limited India 100.00% 100.00%
Indiabulls Natural Resources Limited India 100.00% 100.00%
Indiabulls Projects Limited India 100.00% 100.00%
Indiabulls Real Estate Builders Limited India 100.00% 100.00%
Indiabulls Real Estate Developers Limited India 100.00% 100.00%
Indiabulls Realty Company Limited India 100.00% 100.00%
Indiabulls Software Parks Limited India 100.00% 100.00%
Ivonne Infrastructure Limited India 100.00% 100.00%
Juventus Constructions Limited India 100.00% 100.00%
Juventus Estate Limited India 100.00% 100.00%
Juventus Infrastructure Limited India 100.00% 100.00%
Juventus Land Development Limited India 100.00% 100.00%
Juventus Properties Limited India 100.00% 100.00%
Kailash Buildwell Limited India 100.00% 100.00%
Kaltha Developers Limited India 100.00% 100.00%
Karakoram Buildwell Limited India 100.00% 100.00%
Karakoram Properties Limited India 100.00% 100.00%
Kenneth Builders and Developers Limited India 100.00% 100.00%
Lakisha Infrastructure Limited India 100.00% 100.00%
Lakisha Real Estate Limited India 100.00% 100.00%
Lavone Builders And Developers Limited India 100.00% 100.00%
Lenus Constructions Limited India 100.00% 100.00%
Lenus Infrastructure Limited India 100.00% 100.00%
Lenus Properties Limited India 100.00% 100.00%
Linnet Constructions Limited India 100.00% 100.00%
Linnet Developers Limited India 100.00% 100.00%
Linnet Infrastructure Limited India 100.00% 100.00%
Linnet Properties Limited India 100.00% 100.00%
Linnet Real Estate Limited India 100.00% 100.00%
Loon Infrastructure Limited India 100.00% 100.00%
Loon Land Development Limited India 100.00% 100.00%
Lorena Builders Limited India 100.00% 100.00%
Lorena Constructions Limited India 100.00% 100.00%

F - 231
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2019 31 March 2018
Lorena Developers Limited India 100.00% 100.00%
Lorena Infrastructure Limited India 100.00% 100.00%
Lorena Real Estate Limited India 100.00% 100.00%
Lorita Developers Limited India 100.00% 100.00%
Lucina Builders and Developers Limited India 100.00% 100.00%
Lucina Buildwell Limited India 100.00% 100.00%
Lucina Constructions Limited India 100.00% 100.00%
Lucina Estate Limited India 100.00% 100.00%
Lucina Land Development Limited India 100.00% 100.00%
Lucina Properties Limited India 100.00% 100.00%
Mabon Constructions Limited India 100.00% 100.00%
Mabon Infrastructure Limited India 100.00% 100.00%
Mabon Properties Limited India 100.00% 100.00%
Majesta Builders Limited India 100.00% 100.00%
Majesta Constructions Limited India 100.00% 100.00%
Majesta Developers Limited India 100.00% 100.00%
Majesta Infrastructure Limited India 100.00% 100.00%
Majesta Properties Limited India 100.00% 100.00%
Makala Infrastructure Limited India 100.00% 100.00%
Manjola Infrastructure Limited India 100.00% 100.00%
Manjola Real Estate Limited India 100.00% 100.00%
Mariana Constructions Limited India 100.00% 100.00%
Mariana Developers Limited India 100.00% 100.00%
Mariana Infrastructure Limited India 100.00% 100.00%
Mariana Properties Limited India 100.00% 100.00%
Mariana Real Estate Limited India 100.00% 100.00%
Milkyway Buildcon Limited India 100.00% 100.00%
Nerissa Constructions Limited India 100.00% 100.00%
Nerissa Developers Limited India 100.00% 100.00%
Nerissa Infrastructure Limited India 100.00% 100.00%
Nerissa Properties Limited India 100.00% 100.00%
Nerissa Real Estate Limited India 100.00% 100.00%
Nilgiri Buildwell Limited India 100.00% 100.00%
Nilgiri Infraestate Limited India 100.00% 100.00%
Nilgiri Infrastructure Development Limited India 100.00% 100.00%
Nilgiri Infrastructure Limited India 100.00% 100.00%
Nilgiri Infrastructure Projects Limited India 100.00% 100.00%
Nilgiri Land Development Limited India 100.00% 100.00%
Nilgiri Land Holdings Limited India 100.00% 100.00%
Nilgiri Lands Limited India 100.00% 100.00%
Nilgiri Resources Limited India 100.00% 100.00%
Noble Realtors Limited India 100.00% 100.00%

F - 232
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2019 31 March 2018
Paidia Infrastructure Limited India 100.00% 100.00%
Parmida Constructions Limited India 100.00% 100.00%
Parmida Developers Limited India 100.00% 100.00%
Parmida Properties Limited India 100.00% 100.00%
Platane Infrastructure Limited India 100.00% 100.00%
Selene Builders and Developers Limited India 100.00% 100.00%
Selene Buildwell Limited India 100.00% 100.00%
Selene Constructions Limited India 100.00% 100.00%
Selene Infrastructure Limited India 100.00% 100.00%
Selene Land Development Limited India 100.00% 100.00%
Selene Properties Limited India 100.00% 100.00%
Sentia Constructions Limited India 100.00% 100.00%
Sentia Developers Limited India 100.00% 100.00%
Sentia Infrastructure Limited India 100.00% 100.00%
Sentia Real Estate Limited India 100.00% 100.00%
Sepset Developers Limited India 100.00% 100.00%
Sepset Real Estate Limited India 100.00% 100.00%
Serida Infrastructure Limited India 100.00% 100.00%
Serida Properties Limited India 100.00% 100.00%
Serpentes Constructions Limited India 100.00% 100.00%
Shivalik Properties Limited India 100.00% 100.00%
Sophia Constructions Limited India 100.00% 100.00%
Sophia Real Estate Limited India 100.00% 100.00%
Sylvanus Properties Limited India 100.00% 100.00%
Tapir Constructions Limited India 100.00% 100.00%
Tapir Land Development Limited India 100.00% 100.00%
Tefia Land Development Limited India 100.00% 100.00%
Triton Buildwell Limited India 100.00% 100.00%
Triton Estate Limited India 100.00% 100.00%
Triton Infrastructure Limited India 100.00% 100.00%
Triton Properties Limited India 100.00% 100.00%
Varali Constructions Limited India 100.00% 100.00%
Varali Developers Limited India 100.00% 100.00%
Varali Infrastructure Limited India 100.00% 100.00%
Varali Properties Limited India 100.00% 100.00%
Varali Real Estate Limited India 100.00% 100.00%
Vindhyachal Buildwell Limited India 100.00% 100.00%
Vindhyachal Developers Limited India 100.00% 100.00%
Vindhyachal Infrastructure Limited India 100.00% 100.00%
Vindhyachal Land Development Limited India 100.00% 100.00%
Vonnie Real Estate Limited India 100.00% 100.00%
Zeus Builders And Developers Limited India 100.00% 100.00%

F - 233
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2019 31 March 2018
Zeus Buildwell Limited India 100.00% 100.00%
Zeus Estate Limited India 100.00% 100.00%
Zeus Properties Limited India 100.00% 100.00%
Arianca Limited Cyprus 100.00% 100.00%
Ariston Investments Limited Mauritius 100.00% 100.00%
Ariston Investments Sub C Limited Mauritius 100.00% 100.00%
Brenformexa Limited Cyprus 100.00% 100.00%
Century Limited Jersey 100.00% 100.00%
Dev Property Development Limited Isle of Man 100.00% 100.00%
Eros Limited Jersey 100.00% 100.00%
Foundvest Limited Cyprus 100.00% 100.00%
Grand Limited Jersey 100.00% 100.00%
Grapene Limited Cyprus 100.00% 100.00%
Indiabulls Properties Investment Trust Singapore 100.00% 100.00%
Indiabulls Property Management Trustee Pte. Limited. Singapore 100.00% 100.00%
United
IPMT Limited 100.00% 100.00%
Kingdom
M Holdco 1 Limited Mauritius 100.00% 100.00%
M Holdco 2 Limited Mauritius 100.00% 100.00%
M Holdco 3 Limited Mauritius 100.00% 100.00%
Navilith Holdings Limited Cyprus 100.00% 100.00%
Nesoi Limited Jersey 100.00% 100.00%
Rhea Limited Jersey 100.00% 100.00%
Shoxell Holdings Limited Cyprus 100.00% 100.00%
Titan Limited Jersey 100.00% 100.00%

Alexander Transport Solutions Limited (till 9 August 2018) @ India - 100.00%

Ashkit Developers Limited (till 8 March 2019) @ India - 100.00%


Ashkit Properties Limited (till 27 December 2018) # India - 100.00%
Ashkit Real Estate Limited (till 8 March 2019) @ India - 100.00%
Chloris Constructions Limited (till 8 March 2019) @ India - 100.00%
Concepts India International LLP (from 3 October 2018 till 27
India - -
December 2019)
Echo Facility Services Limited (till 8 March 2019) @ India - 100.00%
Edesia Properties Limited (till 8 March 2019) @ India - 100.00%
Edesia Real Estate Limited (till 9 August 2018) @ India - 100.00%
Elena Real Estate Limited (till 9 August 2018) @ India - 100.00%
India Land and Properties Limited (till 6 July 2018) (Refer note
India - 100.00%
60)
Indiabulls Developers and Infrastructure Limited (till 8 March
India - 100.00%
2019) @
Indiabulls Energy Limited (till 8 March 2019) @ India - 100.00%

F - 234
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2019 31 March 2018
Indiabulls Home Developers Limited (till 9 August 2018) @ India - 100.00%

Indiabulls Infrabuild Limited (till 8 March 2019) @ India - 100.00%


Indiabulls Infrastructure Limited (till 6 July 2018) (Refer note
India - 100.00%
60)
Indiabulls Malls Limited (till 8 March 2019) @ India - 100.00%

Indiabulls Property Developers Limited (till 8 March 2019) @ India - 100.00%

Indiabulls Road and Infrastructure Services Limited (till 8


India - 100.00%
March 2019) @
Ivonne Developers Limited (till 8 March 2019) @ India - 100.00%
Ivonne Real Estate Limited (till 8 March 2019) @ India - 100.00%
Jwalaji Buildtech Limited (till 8 March 2019) @ India - 100.00%
Lakisha Developers Limited (till 9 August 2018) @ India - 100.00%
Lenus Developers Limited (till 8 March 2019) @ India - 100.00%
Lenus Real Estate Limited (till 9 August 2018) @ India - 100.00%
Mabon Developers Limited (till 8 March 2019) @ India - 100.00%
Mabon Real Estate Limited (till 8 March 2019) @ India - 100.00%
Maximus Entertainments Limited (till 8 March 2019) @ India - 100.00%
Nav Vahan Autotech Limited (till 9 August 2018) @ India - 100.00%
Parmida Infrastructure Limited (till 9 August 2018) @ India - 100.00%
Parmida Real Estate Limited (till 8 March 2019) @ India - 100.00%
Serida Constructions Limited (till 8 March 2019) @ India - 100.00%
Serpentes Builders and Developers Limited (till 8 March 2019)
India - 100.00%
@
Tapir Realty Developers Limited (till 8 March 2019) @ India - 100.00%
Yashita Buildcon Limited (till 27 December 2018) # India - 100.00%

Proportion of Proportion of
Country of ownership ownership
Name of Joint Venture
incorporation interest as at interest as at
31 March 2019 31 March 2018
Indiabulls Properties Private Limited (from 29 March 2018)$ India 50.00% 50.00%
Indiabulls Real Estate Company Private Limited (from 29 March
India 50.00% 50.00%
2018)$
Indiabulls Realty Developers Limited (from 29 March 2018)$ India 50.00% 50.00%
Ashkit Properties Limited (from 28 December 2018) # India 50.00% -
Concepts International India LLP (from 28 December 2018) # India 50.05% -
Yashita Buildcon Limited (from 28 December 2018) # India 50.05% -

@During the year, these wholly owned subsidiaries of the Group have been voluntarily dissolved and have been struck off
from the register of companies maintained by the Registrar of Companies.

#During the year, the Group has divested 50% stake in these entities controlled by the Blackstone Group L.P. with this,
these wholly owned subsidiaries have become Joint Ventures.

F - 235
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
$ M Holdco 1 (a wholly owned subsidiary of the Holding Company) has divested its stake in certain step down subsidiaries
(namely FIM Holdco I Limited, FIM Holdco II Limited, Ariston Investments Sub A Limited and Ariston Investments Sub
B Limited) in favour of entities BREP Asia SBS L&T Holding (NQ) Ltd, BREP VIII SBS L&T Holding (NQ) Ltd and
BREP Asia SG L&T Holding (NQ) Pte Ltd, there by indirectly divesting 50% stake in Indiabulls Properties Private
Limited („IPPL‟), Indiabulls Real Estate Company Private Limited („IRECPL‟) and Indiabulls Realty Developers Limited
(„IRDL‟). Further to the terms of arrangement of the above divestiture, IPPL, IRECPL and IRDL have been assessed as
Joint Ventures in compliance with Indian Accounting Standards („Ind AS‟).

Note – 50
Subsidiaries with material non-controlling interest (‘NCI’)

The group includes following subsidiaries, with material non-controlling interests, as mentioned below:
Description Country 31 March 2019 31 March 2018
Indiabulls Industrial Infrastructure Limited India 10.99% 10.99%

The summarised financial information of the subsidiaries before inter-group eliminations are set out below:

Indiabulls Industrial Infrastructure Limited


Balance sheet (₹ in lakhs)
Description 31 March 2019 31 March 2018
Non-current assets 14,863.04 15,537.64
Current assets 12,402.80 11,774.44
Total assets 27,265.85 27,312.08

Non-current liabilities 17,371.78 17,498.70


Current liabilities 224.38 325.74
Total liabilities 17,596.16 17,824.44

Net assets/total equity 9,669.69 9,487.64


Attributable to:
Controlling interests 8,606.99 8,444.94
Non-controlling interests 1,062.70 1,042.69

Statement of profit and loss (₹ in lakhs)


Description 31 March 2019 31 March 2018
Revenue and other income 1,154.87 1,112.30
Profit for the year 181.11 166.81
Total comprehensive income 178.24 166.49
Attributable to non-controlling interests 16.95 18.30

Cash flow information (₹ in lakhs)


Description 31 March 2019 31 March 2018
Cash used in operating activities (293.11) (204.43)
Cash flow from investing activities 291.05 203.01
Net decrease in cash and cash equivalents (2.06) (1.42)
Note – 51
Information about Joint Ventures
S.No Name of Entity Principal Country of Proportion of Proportion of
activities incorporation/ ownership ownership
principal place (%) as at 31 (%) as at 31
of business March 2019 March 2018
1 Indiabulls Real Estate Company Private Real estate India 50.00% 50.00%
Limited development and
leasing

F - 236
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
2 Indiabulls Properties Private Limited Real estate India 50.00% 50.00%
development and
leasing
3 Indiabulls Realty Developers Limited Maintenance of India 50.00% 50.00%
real estate
properties
4 Ashkit Properties Limited (from 28 Real estate India 50.00% -
December 2018) development and
leasing
5 Yashita Buildcon Limited (from 28 Maintenance of India 50.05% -
December 2018) real estate
properties
6 Concepts International India LLP (from Real estate India 50.05% -
28 December 2018) development and
leasing

Summarised financial information for joint ventures – (₹ in lakhs)


Description 31 March 2019 31 March 2018
Share of loss including other comprehensive income in joint ventures (312.84) (484.30)
(net)- Material
Share of profit including other comprehensive income in joint ventures 300.74 -
(net)- Non-material
Total share of loss from joint ventures (including other (12.09) (484.30)
comprehensive income)
The tables below provide summarised financial information for those joint ventures that are material to the Group. The
information disclosed reflects the amounts presented in the financial statements of the relevant joint ventures.
(₹ in lakhs)
Particulars Indiabulls Properties Private Indiabulls Real Estate Company
Limited Private Limited
Balance sheet 31 March 2019 31 March 2018 31 March 2019 31 March 2018
Cash and cash equivalents 2,818.70 2,601.34 1,509.05 534.73
Other current financial and non- 388,462.04 403,096.60 63,814.68 49,517.13
financial assets
Current assets (A) 391,280.74 405,697.93 65,323.73 50,051.86
Non-current assets (B) 178,414.53 179,877.97 273,645.05 258,716.65
Current financial liabilities 54,392.41 24,528.09 6,846.82 24,028.25
(excluding trade payables and
provisions)
Trade payables and provisions 3,990.82 2,983.44 1,189.95 2,461.76
Other current liabilities 161,577.04 173,641.22 1,460.86 1,297.36
Current liabilities (C) 219,960.27 201,152.75 9,497.63 27,787.37
Non-current financial liabilities 256,121.63 278,837.38 251,023.40 213,932.99
(excluding trade payables and
provisions)
Trade payables and provisions - 182.75 - 27.12
Other non-current liabilities 1,175.54 1,416.35 1,172.37 1,402.37
Non-current liabilities (D) 257,297.17 280,253.74 252,195.77 215,362.48
Net assets (A+B-C-D) 92,437.83 103,986.66 77,275.38 65,618.57

F - 237
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Particulars Indiabulls Properties Private Indiabulls Real Estate Company
Limited Private Limited
31 March 2019 31 March 2018 31 March 2019 31 March 2018
Statement of profit and loss
Revenue 43,365.63 (2.17) 33,106.61 20.25
Interest income 283.28 54.36 2,097.82 4.85
Other income 34.76 (51.45) 254.66 336.49
Total revenue (A) 43,683.67 0.74 35,459.09 361.59
Cost of revenue 26,395.63 45.23 3,614.87 -
Employee benefit expense 3.57 21.80 0.01 3.33
Finance costs 8,905.67 271.50 15,278.49 219.38
Depreciation and amortisation 3,656.89 35.86 3,534.76 -
Other expense 16,286.04 86.61 1,443.38 354.53
Total expenses (B) 55,247.80 461.00 23,871.51 577.24
(Loss)/profit before tax (C = A-B) (11,564.13) (460.26) 11,587.58 (215.65)
Tax expense (D) 16.48 295.04 - -
(Loss)/profit for the year (E = C-D) (11,580.61) (755.30) 11,587.58 (215.65)
Other comprehensive income (F) (333.42 ) 1.34 (488.97) 0.99
Total comprehensive income (E+F) (11,914.03) (753.95) 11,098.61 (214.66)
Share of (loss)/profit for the year (5,957.02) (376.97) 5,549.31 (107.33)
Capital and other commitments - 167.54 13.03 327.09
(capital contracts remaining to be
executed)
Other information (contingent liability)
Service tax demand in excess of 2,573.00 2,573.00 - -
provisions (pending in appeals)
The joint venture companies have certain litigations involving customers. Management believes that these claims may
be payable as and when the outcome of matters are finally determined and hence not disclosed above. Based on
internal legal analysis, the management believes that no material liability will devolve on the joint venture companies in
respect of these litigations.

Particulars Ashkit Properties Limited Concepts India International


LLP
Balance sheet 31 March 2019 31 March 2018 31 March 2019 31 March 2018
Cash and cash equivalents 24.01 - 60.60 -
Other current financial and non- 380.87 - 587.00 -
financial assets
Current assets (A) 404.88 - 647.60 -
Non-current assets (B) 19,844.39 - 10,082.70 -
Current financial liabilities 4,275.83 - - -
(excluding trade payables and
provisions)
Trade payables and provisions - - 429.08 -
Other current liabilities 10.06 - 301.83 -
Current liabilities (C) 4,285.89 - 730.19 -
Non-current financial liabilities - - 12,309.13 -
(excluding trade payables and
provisions)

F - 238
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Particulars Ashkit Properties Limited Concepts India International
LLP
Other non-current liabilities - - 467.97 -
Non-current liabilities (D) - - 12,777.10 -
Net assets (A+B-C-D) 15,963.38 - (2,777.71) -

Particulars Ashkit Properties Limited Concepts India International


LLP
31 March 2019 31 March 2018 31 March 2019 31 March 2018
Statement of profit and loss
Revenue - - 809.20 -
Other income 4.09 - 14.56 -
Total revenue (A) 4.09 - 823.76 -
Employee benefit expense 0.49 - - -
Finance costs - - 402.15 -
Depreciation and amortisation 0.70 - 82.49 -
Other expense 12.68 - 136.48 -
Total expenses (B) 13.87 - 621.12 -
(Loss)/profit before tax (C = A-B) (9.78) - 202.64 -
Tax expense (D) - - 3.12 -
(Loss)/profit for the year (E = C-D) (9.78) - 199.52 -
Other comprehensive income (F) - - - -
Total comprehensive income (E+F) (9.78) - 199.52 -
Share of (loss)/profit for the year (4.89) - 99.76 -
Capital and other commitments - - 3,776.28 -
(capital contracts remaining to be
executed)
Other information (contingent liability)
The joint venture company has a
pending litigation involving one of
its vendors. However, the
management does not expect any
unfavourable outcome resulting in
material adverse effect on the
financial statements of the joint
venture company.

Note – 52

Reconciliation of liabilities arising from financing activities pursuant to Ind AS 7 - Cash flows. The changes in the Group‟s
liabilities arising from financing activities can be classified as follows:
(₹ lakhs)
Non-current Current Total
borrowings (including borrowings
current maturities and
interest accrued)
Net debt as at 1 April 2017 904,167.56 50,800.00 954,967.56

F - 239
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Proceeds from current/non-current
borrowings (including current maturities) 305,250.16 711,500.00 1,016,750.16
Repayment of current/non-current
borrowings (including current maturities) (222,039.41) (669,800.00) (891,839.41)
Non-cash movement arising on account
(405,787.80) - (405,918.00)
of loss of control
Non-cash movement arising on account
108.78 - 108.78
of foreign currency translation reserve
Non-cash movement arising on account
(219.27) - (219.27)
of amortisation of upfront fees and others
Interest expense 101,136.27 - 101,136.27
Interest paid (100,548.35) - (100,548.35)
Net debt as at 31 March 2018 582,067.94 92,500.00 674,567.94
Proceeds from current/non-current
426,887.36 423,000.00 849,887.36
borrowings (including current maturities)
Repayment of current/non-current
(491,717.43) (414,000.00) (905,717.43)
borrowings (including current maturities)
Non-cash movement arising on account
(49,006.00) - (49,006.00)
of loss of control
Non-cash movement arising on account
of amortisation of upfront fees and others (1,697.03) - (1,697.03)
Interest expense 53,485.64 - 53,485.64
Interest paid (65,704.09) - (65,704.09)
Net debt as at 31 March 2019 454,316.39 101,500.00 553,435.57

Note – 53

A search was conducted by the competent authority under section 132(1) of the Income Tax Act, 1961 ('the Act') at
premises of the group Companies in the financial year ended 31 March 2017. Consequently, in order to avoid protracted
tax litigation, the Group Companies filed an application under Section 245C (1) of the Act before the Hon'ble Income Tax
Settlement Commission ('ITSC') in October 2017 and deposited taxes thereon. As at 31 March 2019, the matter was
pending before the Hon'ble ITSC for final determination.

Note – 54

During the year ended 31 March 2018, IBREL-IBL Scheme Trust, of which the Holding Company is the sole beneficiary,
has sold 425 lakh shares of the Holding Company for ₹ 88,215.00 lakhs. Hence, the Holding Company adjusted the related
investment in IBREL-IBL Scheme Trust and money received is recognised as share premium.

Note – 55

During the year ended 31 March 2018, M Holdco 1 Limited (a wholly owned subsidiary of the Holding Company) has
divested its stake in certain step down subsidiaries in favour of entities BREP Asia SBS L&T Holding (NQ) Ltd, BREP
VIII SBS L&T Holding (NQ) Ltd and BREP Asia SG L&T Holding (NQ) Pte Ltd, there by indirectly divesting 50% stake
in Indiabulls Properties Private Limited („IPPL‟) and Indiabulls Real Estate Company Private Limited („IRECPL‟) at an
agreed enterprise value of ₹ 950,000.00 lakhs as taken on record by the Board of Directors. Further to the terms of
transaction of the above divestiture, IPPL and IRECPL have been assessed as joint ventures in compliance with Indian
Accounting Standards („Ind AS‟) and accordingly, the Group has recognised gain/fair value impact on such divestiture
transaction amounting to ₹ 282,477.38 lakhs in the consolidated financial statements for the year ended 31 March 2018.

F - 240
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Note - 56

During the year ended 31 March 2018, the Holding Company has sold its entire stake in two of its wholly owned
subsidiaries, namely Selene Estate Limited and Airmid Infrastructure Limited (owned residential assets in Chennai) for an
aggregate consideration of ₹ 28,500.00 lakhs and accordingly, the Group has recognised gain on sale amounting to ₹
4,678.51 lakhs in the consolidated financial statements for the year ended 31 March 2018.

F - 241
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

Note - 57
Additional information as required by paragraph 2 of the general instructions for preparation of consolidated financial statements to Schedule III to the Companies Act, 2013.
Name of the entity Net assets i.e. total assets minus Share in profit or loss Share in other comprehensive income Share in total comprehensive income
total liabilities
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated (` in lakhs) consolidated (` in lakhs) consolidated profit (` in lakhs) consolidated profit (` in lakhs)
net assets profit
Holding Company
Indiabulls Real Estate Limited (68.76%) (275,641.08) 0.67% 337.89 101.14% (2,788.75) (5.14%) (2,450.86)
Indian subsidiaries -
Sylvanus Properties Limited 9.62% 38,551.22 (2.14%) (1,080.64) 1.03% (28.33) (2.33%) (1,108.97)
Lucina Land Development Limited (5.54%) (22,191.06) 97.44% 49,124.29 0.40% (11.13) 103.05% 49,113.16
Athena Infrastructure Limited 4.13% 16,561.64 (2.50%) (1,261.43) 0.29% (8.08) (2.66%) (1,269.51)
Selene Constructions Limited 2.98% 11,941.97 (0.29%) (147.01) 0.01% (0.23) (0.31%) (147.24)
Indiabulls Infraestate Limited 31.93% 128,015.78 174.20% 87,824.21 0.91% (25.00) 184.23% 87,799.21
Varali Properties Limited 0.28% 1,127.97 1.36% 685.89 0.00% - 1.44% 685.89
Noble Realtors Limited (0.09%) (376.57) (0.03%) (16.00) 0.00% - (0.03%) (16.00)
Nilgiri Infrastructure Development Limited 0.00% 0.41 (0.00%) (0.68) 0.00% - (0.00%) (0.68)
Vindhyachal Infrastructure Limited 0.26% 1,033.68 (0.00%) (0.16) 0.00% - (0.00%) (0.16)
Ceres Constructions Limited 0.09% 363.28 (0.00%) (0.19) 0.00% - (0.00%) (0.19)
Shivalik Properties Limited 0.09% 376.87 (0.00%) (1.00) 0.00% - (0.00%) (1.00)
Corus Real Estate Limited 0.18% 715.42 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Airmid Properties Limited 0.17% 670.75 (0.00%) (0.15) 0.00% - (0.00%) (0.15)
Fama Infrastructure Limited 0.04% 141.85 (0.00%) (0.15) 0.00% - (0.00%) (0.15)
Chloris Real Estate Limited 0.36% 1,456.67 (0.00%) (0.18) 0.00% - (0.00%) (0.18)
Albina Real Estate Limited (0.06%) (239.78) (0.06%) (30.56) 0.00% - (0.06%) (30.56)
Devona Infrastructure Limited 0.07% 295.30 (0.00%) (0.16) 0.00% - (0.00%) (0.16)
Serida Properties Limited (0.00%) (0.01) (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Indiabulls Infratech Limited (0.00%) (4.76) 0.08% 39.03 0.00% - 0.08% 39.03
Indiabulls Estate Limited 3.48% 13,966.68 (3.36%) (1,696.36) 0.05% (1.48) (3.56%) (1,697.84)
Indiabulls Land Holdings Limited 0.07% 297.18 (0.00%) (0.32) 0.00% - (0.00%) (0.32)
Nilgiri Land Development Limited 0.07% 264.27 (0.01%) (4.23) 0.00% - (0.01%) (4.23)
Indiabulls Commercial Estate Limited 0.11% 433.01 (0.01%) (4.79) 0.00% - (0.01%) (4.79)
Indiabulls Engineering Limited 0.10% 386.96 (0.00%) (1.80) 0.00% - (0.00%) (1.80)
Indiabulls Infrastructure Projects Limited 0.03% 106.62 (0.00%) (0.32) 0.00% - (0.00%) (0.32)
Nilgiri Lands Limited 0.11% 446.90 (0.01%) (2.88) 0.00% - (0.01%) (2.88)
Nilgiri Land Holdings Limited 0.24% 972.85 (0.01%) (3.84) 0.00% - (0.01%) (3.84)
Nilgiri Infrastructure Limited 0.07% 270.52 (0.00%) (0.15) 0.00% - (0.00%) (0.15)
Indiabulls Commercial Properties Limited 0.06% 230.75 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Airmid Developers Limited 7.02% 28,151.29 0.03% 13.57 0.00% - 0.03% 13.57
Citra Properties Limited 3.26% 13,087.65 (3.39%) (1,706.79) 1.06% (29.24) (3.64%) (1,736.03)
Juventus Estate Limited 7.81% 31,304.04 (1.95%) (984.49) 0.26% (7.13) (2.08%) (991.62)
Selene Estate Limited (0.21%) (822.23) 1.74% 877.25 0.00% - 1.84% 877.25
IB Holdings Limited 0.00% 2.89 (0.00%) (0.30) 0.00% - (0.00%) (0.30)
Platane Infrastructure Limited (0.00%) (0.09) (0.00%) (0.10) 0.00% - (0.00%) (0.10)
Ashkit Constructions Limited 0.00% 5.40 (0.00%) (0.27) 0.00% - (0.00%) (0.27)
Paidia Infrastructure Limited 0.00% 4.57 (0.00%) (0.25) 0.00% - (0.00%) (0.25)
Lorita Developers Limited 0.01% 32.34 0.00% 1.66 0.00% - 0.00% 1.66
Serida Infrastructure Limited 0.00% 0.91 (0.00%) (0.13) 0.00% - (0.00%) (0.13)
Vonnie Real Estate Limited 0.00% 0.13 (0.00%) (0.13) 0.00% - (0.00%) (0.13)
Ib Assets Limited 0.00% 0.62 (0.00%) (0.67) 0.00% - (0.00%) (0.67)
Fama Builders and Developers Limited 0.08% 303.96 (0.00%) (1.86) 0.00% - (0.00%) (1.86)
Fama Construction Limited 0.21% 825.41 (0.00%) (1.34) 0.00% - (0.00%) (1.34)
Fama Estate Limited 0.33% 1,342.06 (0.00%) (2.41) 0.00% - (0.01%) (2.41)
Fama Land Development Limited 0.14% 554.29 (0.00%) (1.69) 0.00% - (0.00%) (1.69)
Lavone Builders and Developers Limited 0.18% 709.37 (0.01%) (3.13) 0.00% - (0.01%) (3.13)
Juventus Infrastructure Limited 0.09% 343.48 (0.00%) (0.78) 0.00% - (0.00%) (0.78)
Juventus Properties Limited 0.08% 322.89 (0.00%) (1.83) 0.00% - (0.00%) (1.83)
Kailash Buildwell Limited 0.07% 291.58 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Karakoram Buildwell Limited 0.15% 598.30 (0.00%) (0.35) 0.00% - (0.00%) (0.35)
Kaltha Developers Limited 0.00% 12.77 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Amadis Land Development Limited 0.10% 401.09 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Karakoram Properties Limited 0.00% 17.69 (0.00%) (0.16) 0.00% - (0.00%) (0.16)
Aedos Real Estate Company Limited 0.06% 228.85 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Lucina Builders and Developers Limited 0.08% 324.07 (0.00%) (2.27) 0.00% - (0.00%) (2.27)
Lucina Buildwell Limited 0.42% 1,703.60 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Lucina Estate Limited 0.15% 619.15 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Lucina Properties Limited 0.07% 287.29 (0.00%) (1.57) 0.00% - (0.00%) (1.57)
Nilgiri Buildwell Limited 0.01% 38.85 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Selene Buildwell Limited 0.06% 244.23 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Selene Properties Limited 0.03% 123.04 (0.00%) (0.19) 0.00% - (0.00%) (0.19)
Galium Builders and Developers Limited 0.02% 94.28 (0.00%) (0.12) 0.00% - (0.00%) (0.12)
Triton Buildwell Limited 0.20% 788.92 (0.00%) (0.28) 0.00% - (0.00%) (0.28)
Triton Infrastructure Limited 0.14% 556.44 (0.00%) (0.21) 0.00% - (0.00%) (0.21)
Triton Land Development Limited 0.01% 56.73 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Varali Developers Limited 0.29% 1,181.35 (0.00%) (1.09) 0.00% - (0.00%) (1.09)
Vindhyachal Developers Limited 0.05% 200.98 (0.00%) (2.14) 0.00% - (0.00%) (2.14)
Vindhyachal Buildwell Limited 1.09% 4,383.50 (0.00%) (0.92) 0.00% - (0.00%) (0.92)
Zeus Builders and Developers Limited 0.02% 86.70 (0.00%) (0.16) 0.00% - (0.00%) (0.16)
Zeus Properties Limited 0.23% 933.35 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Albasta Constructions Limited 0.00% 11.54 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Angles Constructions Limited 0.00% 0.63 (0.00%) (0.16) 0.00% - (0.00%) (0.16)
Albasta Developers Limited 0.00% 2.95 (0.00%) (0.15) 0.00% - (0.00%) (0.15)
Albasta Infrastructure Limited 0.09% 379.76 0.11% 54.44 0.00% - 0.11% 54.44
Albasta Real Estate Limited 0.05% 197.99 (0.00%) (0.15) 0.00% - (0.00%) (0.15)
Albasta Properties Limited 0.53% 2,108.25 (0.00%) (0.22) 0.00% - (0.00%) (0.22)
Albina Properties Limited 0.73% 2,922.69 (0.01%) (6.95) 0.00% - (0.01%) (6.95)
Alexander Transport Solutions Limited 0.00% - 0.00% - 0.00% - 0.00% -

F - 242
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

Note - 57 (Cont'd)
Additional information as required by paragraph 2 of the general instructions for preparation of consolidated financial statements to Schedule III to the Companies Act, 2013.
Name of the entity Net assets i.e. total assets minus Share in profit or loss Share in other comprehensive income Share in total comprehensive income
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated (` in lakhs) consolidated (` in lakhs) consolidated profit (` in lakhs) consolidated profit (` in lakhs)
net assets profit
Angina Properties Limited 0.00% 11.52 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Apesh Properties Limited 0.05% 218.68 (0.00%) (1.27) 0.00% - (0.00%) (1.27)
Apesh Real Estate Limited 0.00% 0.32 (0.00%) (0.15) 0.00% - (0.00%) (0.15)
Athena Land Development Limited 0.18% 703.55 (0.00%) (0.16) 0.00% - (0.00%) (0.16)
Athena Builders and Developers Limited 0.03% 134.15 0.09% 45.97 0.00% - 0.10% 45.97
Athena Buildwell Limited (0.00%) (0.19) (0.01%) (4.04) 0.00% - (0.01%) (4.04)
Aurora Builders and Developers Limited 0.00% 4.87 (0.00%) (0.15) 0.00% - (0.00%) (0.15)
Chloris Constructions Limited 0.00% - (0.01%) (5.10) 0.00% - (0.01%) (5.10)
Citra Developers Limited (0.00%) (4.25) (0.00%) (0.32) 0.00% - (0.00%) (0.32)
Ceres Estate Limited 0.00% 1.38 (0.00%) (0.75) 0.00% - (0.00%) (0.75)
Ceres Infrastructure Limited 0.09% 356.98 (0.00%) (0.19) 0.00% - (0.00%) (0.19)
Ceres Land Development Limited 0.12% 486.70 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Ceres Properties Limited 0.11% 435.55 (0.00%) (1.03) 0.00% - (0.00%) (1.03)
Devona Developers Limited 0.28% 1,139.11 (0.00%) (1.01) 0.00% - (0.00%) (1.01)
Diana Infrastructure Limited 0.38% 1,516.87 (0.00%) (0.33) 0.00% - (0.00%) (0.33)
Diana Land Development Limited 0.02% 64.89 (0.00%) (0.15) 0.00% - (0.00%) (0.15)
Elena Constructions Limited 0.00% 11.74 (0.00%) (0.13) 0.00% - (0.00%) (0.13)
Elena Properties Limited 0.00% 3.64 (0.00%) (0.16) 0.00% - (0.00%) (0.16)
Fornax Constructions Limited 0.18% 714.23 (0.00%) (0.47) 0.00% - (0.00%) (0.47)
Fama Properties Limited 0.07% 261.84 (0.02%) (9.58) 0.00% - (0.02%) (9.58)
Flora Land Development Limited 0.27% 1,078.23 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Fornax Real Estate Limited 0.00% 11.86 (0.03%) (13.80) 0.00% - (0.03%) (13.80)
Hermes Builders and Developers Limited 0.00% 0.49 (0.00%) (0.16) 0.00% - (0.00%) (0.16)
Hermes Properties Limited 0.03% 110.74 (0.00%) (0.18) 0.00% - (0.00%) (0.18)
Indiabulls Buildcon Limited 0.00% 0.11 (0.00%) (0.20) 0.00% - (0.00%) (0.20)
Makala Infrastructure Limited 1.79% 7,190.91 0.05% 22.90 0.00% - 0.05% 22.90
Indiabulls Road and Infrastructure Services Limited 0.00% - (0.01%) (4.52) 0.00% - (0.01%) (4.52)
Indiabulls Communication Infrastructure Limited 0.00% 4.23 (0.00%) (0.15) 0.00% - (0.00%) (0.15)
Indiabulls Industrial Infrastructure Limited (0.43%) (1,726.91) (1.65%) (833.98) 0.10% (2.87) (1.76%) (836.85)
Indiabulls Constructions Limited (45.41%) (182,031.35) (7.93%) (3,999.36) 3.47% (95.70) (8.59%) (4,095.06)
Indiabulls Developers and Infrastructure Limited 0.00% - (0.01%) (4.89) 0.00% - (0.01%) (4.89)
Indiabulls Energy Limited 0.00% - (0.01%) (4.83) 0.00% - (0.01%) (4.83)
Serida Constructions Limited 0.00% - 0.01% 3.48 0.00% - 0.01% 3.48
Ashkit Real Estate Limited (0.00%) (0.01) (0.01%) (5.15) 0.00% - (0.01%) (5.15)
Ashkit Properties Limited 0.00% - (0.13%) (65.07) 0.00% - (0.14%) (65.07)
Mabon Constructions Limited 0.00% 0.81 (0.00%) (0.17) 0.00% - (0.00%) (0.17)
Mabon Properties Limited 0.04% 154.08 (0.00%) (0.15) 0.00% - (0.00%) (0.15)
Mabon Infrastructure Limited 0.05% 218.10 0.04% 22.44 0.00% - 0.05% 22.44
Mabon Real Estate Limited 0.00% - (0.01%) (4.70) 0.00% - (0.01%) (4.70)
Ashkit Developers Limited 0.00% - (0.01%) (5.00) 0.00% - (0.01%) (5.00)
Mabon Developers Limited 0.00% - (0.01%) (4.71) 0.00% - (0.01%) (4.71)
Indiabulls Malls Limited 0.00% - (0.01%) (5.49) 0.00% - (0.01%) (5.49)
Ivonne Developers Limited 0.00% - (0.01%) (4.50) 0.00% - (0.01%) (4.50)
Manjola Infrastructure Limited 0.00% 2.69 (0.01%) (3.59) 0.00% - (0.01%) (3.59)
Indiabulls Housing Developers Limited 0.00% 4.60 (0.00%) (0.15) 0.00% - (0.00%) (0.15)
Indiabulls Housing and Land Development Limited 0.00% 4.27 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Indiabulls Hotel Properties Limited 0.00% 4.31 (0.00%) (0.19) 0.00% - (0.00%) (0.19)
Lakisha Infrastructure Limited 0.00% 4.58 (0.00%) (0.15) 0.00% - (0.00%) (0.15)
Indiabulls Software Parks Limited 0.00% 4.52 (0.00%) (0.11) 0.00% - (0.00%) (0.11)
Ivonne Infrastructure Limited 0.03% 133.53 (0.01%) (6.40) 0.00% - (0.01%) (6.40)
Indiabulls Lands Limited 0.00% 0.39 (0.00%) (0.19) 0.00% - (0.00%) (0.19)
Indiabulls Multiplex Services Limited 0.00% 2.22 (0.00%) (0.43) 0.00% - (0.00%) (0.43)
Indiabulls Natural Resources Limited 0.00% 4.33 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Indiabulls Property Developers Limited 0.00% - (0.01%) (4.98) 0.00% - (0.01%) (4.98)
Indiabulls Projects Limited 0.02% 67.17 (0.00%) (0.67) 0.00% - (0.00%) (0.67)
Indiabulls Realty Company Limited 0.00% 15.44 0.00% 0.48 0.00% - 0.00% 0.48
Lakisha Real Estate Limited 0.87% 3,496.72 (0.00%) (0.68) 0.00% - (0.00%) (0.68)
Manjola Real Estate Limited 0.00% 4.25 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Ivonne Real Estate Limited 0.00% - (0.01%) (4.73) 0.00% - (0.01%) (4.73)
Juventus Constructions Limited 0.07% 279.97 (0.00%) (0.18) 0.00% - (0.00%) (0.18)
Juventus Land Development Limited 0.08% 330.17 (0.00%) (0.17) 0.00% - (0.00%) (0.17)
Lenus Constructions Limited 0.01% 33.86 0.00% 0.39 0.00% - 0.00% 0.39
Lucina Constructions Limited 0.00% 2.86 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Lenus Developers Limited 0.00% - (0.01%) (5.02) 0.00% - (0.01%) (5.02)
Lenus Infrastructure Limited (0.00%) (0.06) (0.00%) (0.15) 0.00% - (0.00%) (0.15)
Lenus Properties Limited 0.00% 0.23 (0.00%) (0.15) 0.00% - (0.00%) (0.15)
Mariana Constructions Limited 0.00% 7.07 (0.00%) (1.14) 0.00% - (0.00%) (1.14)
Mariana Developers Limited 1.31% 5,268.43 (0.10%) (49.76) 0.00% - (0.10%) (49.76)
Maximus Entertainments Limited 0.00% - (0.01%) (4.69) 0.00% - (0.01%) (4.69)
Mariana Infrastructure Limited 1.09% 4,354.24 (0.81%) (407.38) 0.22% (6.11) (0.87%) (413.49)
Milkyway Buildcon Limited 0.00% 16.79 (0.00%) (0.15) 0.00% - (0.00%) (0.15)
Mariana Properties Limited 0.05% 190.14 0.04% 21.01 0.00% - 0.04% 21.01
Mariana Real Estate Limited 0.00% 0.09 8.82% 4,448.54 0.00% - 9.33% 4,448.54
Nilgiri Infraestate Limited 0.00% 5.01 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Nilgiri Infrastructure Projects Limited 0.77% 3,085.76 (0.00%) (0.50) 0.00% - (0.00%) (0.50)
Nilgiri Resources Limited 0.01% 26.64 (0.00%) (0.26) 0.00% - (0.00%) (0.26)
Selene Builders and Developers Limited 0.00% 1.38 (0.00%) (0.16) 0.00% - (0.00%) (0.16)
Sentia Constructions Limited 0.12% 477.42 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Sentia Developers Limited 0.24% 977.31 0.12% 61.92 0.00% - 0.13% 61.92
Sepset Developers Limited 0.00% 0.60 (0.00%) (0.14) 0.00% - (0.00%) (0.14)

F - 243
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

Note - 57 (Cont'd)
Additional information as required by paragraph 2 of the general instructions for preparation of consolidated financial statements to Schedule III to the Companies Act, 2013.
Name of the entity Net assets i.e. total assets minus Share in profit or loss Share in other comprehensive income Share in total comprehensive income
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated (` in lakhs) consolidated (` in lakhs) consolidated profit (` in lakhs) consolidated profit (` in lakhs)
net assets profit
Sentia Infrastructure Limited 1.74% 6,982.93 (1.55%) (781.78) 0.03% (0.75) (1.64%) (782.53)
Selene Infrastructure Limited (0.01%) (58.67) (0.02%) (9.99) 0.00% - (0.02%) (9.99)
Selene Land Development Limited 0.15% 608.74 (0.01%) (2.65) 0.00% - (0.01%) (2.65)
Sentia Real Estate Limited 0.03% 129.56 (0.04%) (21.69) 0.00% - (0.05%) (21.69)
Sophia Constructions Limited 0.28% 1,106.24 (0.03%) (14.58) 0.00% - (0.03%) (14.58)
Sophia Real Estate Limited 3.11% 12,459.74 (0.17%) (84.63) 0.00% - (0.18%) (84.63)
Triton Estate Limited 0.00% 1.39 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Triton Properties Limited 0.09% 379.58 (0.00%) (0.17) 0.00% - (0.00%) (0.17)
Varali Constructions Limited 0.00% 0.54 (0.00%) (0.19) 0.00% - (0.00%) (0.19)
Varali Infrastructure Limited 0.74% 2,974.98 0.47% 234.65 0.00% - 0.49% 234.65
Varali Real Estate Limited 0.00% 0.96 (0.00%) (0.16) 0.00% - (0.00%) (0.16)
Vindhyachal Land Development Limited 0.63% 2,513.74 (0.00%) (1.20) 0.00% - (0.00%) (1.20)
Zeus Estate Limited 0.00% 9.70 (0.00%) (0.66) 0.00% - (0.00%) (0.66)
Hecate Power and Land Development Limited 0.02% 76.93 (0.00%) (0.22) 0.00% - (0.00%) (0.22)
Echo Facility Services Limited 0.00% - (0.01%) (5.09) 0.00% - (0.01%) (5.09)
Apesh Constructions Limited 0.06% 242.04 (0.25%) (125.91) 0.00% - (0.26%) (125.91)
Linnet Infrastructure Limited 0.00% 4.50 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Linnet Constructions Limited 0.00% 4.20 (0.00%) (0.31) 0.00% - (0.00%) (0.31)
Linnet Developers Limited 0.00% 4.16 (0.00%) (0.33) 0.00% - (0.00%) (0.33)
Linnet Real Estate Limited 0.36% 1,453.70 (0.00%) (0.31) 0.00% - (0.00%) (0.31)
Linnet Properties Limited 0.34% 1,378.10 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Edesia Constructions Limited 0.00% 4.63 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Edesia Developers Limited 0.00% 4.66 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Edesia Infrastructure Limited 0.00% 4.66 (0.00%) (0.17) 0.00% - (0.00%) (0.17)
Edesia Properties Limited 0.00% - (0.01%) (4.76) 0.00% - (0.01%) (4.76)
Indiabulls Commercial Assets Limited 0.00% 7.18 (0.01%) (5.18) 0.00% - (0.01%) (5.18)
Indiabulls Housing and Constructions Limited 0.00% 4.37 (0.00%) (0.26) 0.00% - (0.00%) (0.26)
Indiabulls Real Estate Developers Limited 0.00% 4.35 (0.00%) (0.09) 0.00% - (0.00%) (0.09)
Indiabulls Infrabuild Limited 0.00% - (0.01%) (4.62) 0.00% - (0.01%) (4.62)
Indiabulls Real Estate Builders Limited 0.00% 4.34 (0.00%) (0.09) 0.00% - (0.00%) (0.09)
Parmida Constructions Limited 0.00% 6.20 0.00% 0.29 0.00% - 0.00% 0.29
Parmida Developers Limited (0.00%) (0.02) (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Lorena Builders Limited 0.00% 4.22 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Parmida Properties Limited 0.39% 1,574.33 (0.00%) (0.18) 0.00% - (0.00%) (0.18)
Parmida Real Estate Limited 0.00% - (0.01%) (2.62) 0.00% - (0.01%) (2.62)
Nerissa Infrastructure Limited 0.22% 879.37 0.04% 18.10 0.00% - 0.04% 18.10
Devona Properties Limited 0.11% 457.96 (0.00%) (0.16) 0.00% - (0.00%) (0.16)
Lorena Constructions Limited 0.20% 809.75 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Lorena Developers Limited 0.17% 663.71 (0.00%) (0.24) 0.00% - (0.00%) (0.24)
Lorena Infrastructure Limited 0.16% 643.20 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Lorena Real Estate Limited 0.20% 805.89 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Majesta Builders Limited 0.21% 834.13 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Majesta Constructions Limited 0.21% 828.88 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Majesta Developers Limited 0.07% 262.50 (0.00%) (0.26) 0.00% - (0.00%) (0.26)
Majesta Infrastructure Limited 0.21% 837.48 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Majesta Properties Limited 0.17% 665.77 (0.00%) (1.50) 0.00% - (0.00%) (1.50)
Nerissa Constructions Limited 0.19% 755.12 (0.00%) (0.23) 0.00% - (0.00%) (0.23)
Nerissa Developers Limited 0.05% 186.82 (0.00%) (0.14) 0.00% - (0.00%) (0.14)
Nerissa Properties Limited 0.03% 125.09 (0.00%) (0.15) 0.00% - (0.00%) (0.15)
Nerissa Real Estate Limited 0.11% 423.30 (0.00%) (0.99) 0.00% - (0.00%) (0.99)
Tapir Land Development Limited 0.00% 0.33 (0.13%) (66.57) 0.00% - (0.14%) (66.57)
Tapir Realty Developers Limited (0.00%) (0.01) (0.01%) (4.88) 0.00% - (0.01%) (4.88)
Serpentes Buildwell Limited 0.00% 5.02 (0.00%) (0.07) 0.00% - (0.00%) (0.07)
Serpentes Builders and Developers Limited 0.00% - (0.01%) (4.98) 0.00% - (0.01%) (4.98)
Cobitis Real Estate Limited 8.90% 35,700.05 (0.00%) (0.34) 0.00% - (0.00%) (0.34)
Loon Infrastructure Limited 0.00% 4.88 (0.00%) (0.10) 0.00% - (0.00%) (0.10)
Serpentes Constructions Limited 0.00% 0.83 (0.00%) (0.01) 0.00% - (0.00%) (0.01)
Loon Land Developement Limited 16.79% 67,294.09 0.06% 29.23 0.00% - 0.06% 29.23
Tapir Constructions Limited 6.17% 24,716.28 (1.05%) (528.65) 0.00% - (1.11%) (528.65)
Cobitis Buildwell Limited 0.01% 30.34 0.00% 2.25 0.00% - 0.00% 2.25
Jwalaji Buildtech Limited 0.00% - (0.01%) (5.58) 0.00% - (0.01%) (5.58)
Yashita Buildcon Limited (0.00%) (14.34) (0.05%) (25.03) 0.00% - (0.05%) (25.03)
Catherine Builders and Developers Limited (0.00%) (4.93) (0.00%) (0.16) 0.00% - (0.00%) (0.16)
Kenneth Builders and Developers Limited 0.80% 3,188.62 (0.00%) (2.42) 0.00% - (0.01%) (2.42)
Bridget Builders and Developers Limited 0.00% 9.38 (0.00%) (0.57) 0.00% - (0.00%) (0.57)
Zeus Buildwell Limited 0.00% 9.99 (0.00%) (0.24) 0.00% - (0.00%) (0.24)
Airmid Real Estate Limited (0.24%) (977.28) (1.52%) (764.62) 0.38% (10.61) (1.63%) (775.23)
Sepset Real Estate Limited 3.76% 15,087.38 (0.29%) (148.19) 0.04% (1.13) (0.31%) (149.32)

F - 244
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

Note - 57 (Cont'd)
Additional information as required by paragraph 2 of the general instructions for preparation of consolidated financial statements to Schedule III to the Companies Act, 2013.
Name of the entity Net assets i.e. total assets minus Share in profit or loss Share in other comprehensive income Share in total comprehensive income
total liabilities
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated (` in lakhs) consolidated (` in lakhs) consolidated profit (` in lakhs) consolidated profit (` in lakhs)
net assets profit
Foreign subsidiaries -
Foundvest Limited 0.00% 1.29 (0.47%) (236.19) (9.29%) 256.26 0.04% 20.07
Arianca Limited 0.00% 0.42 (0.01%) (3.28) 1.69% (46.58) (0.10%) (49.86)
Indiabulls Properties Management Trustee Pte. Ltd. (0.06%) (224.51) (1.74%) (879.67) (37.61%) 1,037.12 0.33% 157.45
Shoxell Holdings Limited (0.00%) (1.94) (0.01%) (6.02) (19.26%) 531.01 1.10% 524.99
Grapene Limited 0.00% 17.22 (0.02%) (10.83) 108.18% (2,982.72) (6.28%) (2,993.55)
Dev Property Devlopement Limited 0.00% 3.56 (0.03%) (15.74) (21.78%) 600.57 1.23% 584.83
Ariston Investment Limited 0.01% 49.79 (0.03%) (15.24) (309.98%) 8,546.95 17.90% 8,531.71
Ariston Investments Sub C Limited 0.12% 478.01 (0.04%) (17.82) 20.93% (577.22) (1.25%) (595.04)
Grand Limited 0.01% 20.87 (0.00%) (1.94) 0.00% (0.03) (0.00%) (1.97)
Century Limited 12.33% 49,436.58 (93.72%) (47,246.77) (181.39%) 5,001.34 (88.64%) (42,245.43)
Nesoi Limited 0.76% 3,027.44 31.96% 16,111.61 358.28% (9,878.70) 13.08% 6,232.91
Titan Limited (11.60%) (46,514.13) (2.71%) (1,365.99) 51.04% (1,407.21) (5.82%) (2,773.20)
Rhea Limited 0.00% - 0.00% - 0.00% - 0.00% -
Eros Limited 29.11% 116,683.96 (83.18%) (41,934.94) 58.80% (1,621.37) (91.39%) (43,556.31)
M Holdco 1 Limited 33.86% 135,749.34 0.66% 332.37 (618.03%) 17,040.88 36.45% 17,373.25
M Holdco 2 Limited (0.00%) (2.12) (0.01%) (7.17) 0.16% (4.40) (0.02%) (11.57)
M Holdco 3 Limited (0.00%) (2.05) (0.01%) (7.33) 11.10% (306.09) (0.66%) (313.42)
Navilith Holdings Limited 22.24% 89,141.48 (0.02%) (11.03) (0.05%) 1.33 (0.02%) (9.70)
Indiabulls Properties Investment Trust 0.03% 120.21 0.00% - 0.28% (7.80) (0.02%) (7.80)
IPMT Limited 0.17% 672.20 (6.81%) (3,435.71) (35.24%) 971.74 (5.17%) (2,463.97)
Brenformexa Limited 0.01% 40.17 (0.01%) (6.45) 597.86% (16,484.62) (34.60%) (16,491.07)
Non-contorlling interest in all subsidiaries 0.27% 1,062.70 (0.03%) (16.95) 0.00% - (0.04%) (16.95)
Joint venture investment as per equity method 0.00% - 0.79% 399.11 14.91% (411.20) (0.00) (12.09)
Total 100.00% 400,902.71 100.00% 50,414.57 100.00% (2,757.28) 100.00% 47,657.29

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F - 245
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

Note - 58
Segment reporting
(i) General information
An operating segment is a component of a Group that engages in business activitiesd from which it earns revenue and incurs exenses and for which separate
financial information is available. The Group has two operating and reportable segments which are Group's strategic business units. These operating segments
are monitored by Chief Operating decision maker to assess performance and evaluate strategic decisions.
Real estate sector
The Group has prime focus on construction and development of residential, commercial and SEZ projects across major Indian cities and United Kingdom.

Rental sector
The Group has rental structure on which the Group has locked in rental for future years. In last two years, the Group has divested its stake in the entities owing
rental assets and these entities are now joint ventures of the Group.

(ii) Segment information


Year ended 31 March 2019 (` in lakhs)
Particulars Real estate Rental Total of segments Adjustments and Consolidated
eliminations
Revenue
External customers 492,401.95 1,986.94 494,388.89 - 494,388.89
Inter - segment - - - - -
Total revenue 492,401.95 1,986.94 494,388.89 - 494,388.89
Segment expenses 421,989.56 2,476.91 424,466.47 - 424,466.47
Segment profit 70,412.39 (489.97) 69,922.42 - 69,922.42
Segment assets 1,439,814.49 13,657.77 1,453,472.26 - 1,453,472.26
Segment liabilities 1,202,249.84 9,523.50 1,211,773.34 - 1,211,773.34

Year ended 31 March 2018 (` in lakhs)


Particulars Real estate Rental* Total of segments Adjustments and Consolidated
(Restated) (Restated) eliminations (Restated)
(Restated)
Revenue
External customers 105,611.36 344,655.16 450,266.52 - 450,266.52
Inter - segment 2,165.97 1,444.94 3,610.91 (3,610.91) -
Total revenue 107,777.33 346,100.10 453,877.43 (3,610.91) 450,266.52
Segment expenses 132,940.44 42,182.75 175,123.19 (3,610.91) 171,512.28
Segment profit (25,163.11) 303,917.35 278,754.24 - 278,754.24
Segment assets 1,682,095.07 138,214.98 1,820,310.05 - 1,820,310.05
Segment liabilities 1,537,042.34 54,193.50 1,591,235.84 - 1,591,235.84
*Rental revenue from external customer also include gain on dilution of stake and fair valuation impact of remaining stake.

Reconciliations to amounts reflected in the financial statements


(` in lakhs)
31 March 2019 31 March 2018
(i) Reconciliation of profit (Restated)
Segment profit 69,922.42 278,754.24
Unallocated income 27,904.32 22,917.55
Unallocated expense (13,848.42) (31,748.15)
Income-tax expense (33,945.91) (33,483.23)
Share of profit/ (loss) of joint venture 399.11 (484.30)
Profit after tax 50,431.52 235,956.11
(` in lakhs)
31 March 2019 31 March 2018
(ii) Reconciliation of assets (Restated)
Segment operating assets 1,453,472.26 1,820,310.05
Other unallocable assets 165,709.14 187,683.87
1,619,181.40 2,007,993.92

(` in lakhs)
31 March 2019 31 March 2018
(iii) Reconciliation of liabilities (Restated)
Segment operating liabilities 1,211,773.34 1,591,235.84
Other unallocable liabilities 6,505.35 16,381.90
1,218,278.69 1,607,617.74

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F - 246
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Note – 59

During the year ended 31 March 2019, the Group has divested 50% stake in two of its wholly owned subsidiaries namely
Ashkit Properties Limited and Yashita Buildcon Limited (including Concepts International India LLP, a wholly owned
subsidiary of Yashita Buildcon Limited), which was acquired during the year) which are owing office in Udyog Vihar,
Gurugram (aggregating 784,000 square feet leasable office space) at an aggregate enterprise value of approximately ₹
46,400.00 lakhs to the entities controlled by The Blackstone Group LP. With this, these wholly owned subsidiaries have
become joint ventures and accordingly, the Group has recognised profit on sale of investment/fair value impact of existing
stake amounting to ₹ 13,390.02 lakhs in these consolidated financial statements.

Note – 60

During the year ended 31 March 2019, the Holding Company has executed definitive transactions document to divest its
100% stake in tranches in one of its subsidiary Indiabulls Infrastructure Limited („IIL‟) whose wholly owned subsidiary
India Land and Properties Limited („IIPL‟) holds commercial asset at Chennai. As part of the said transaction, the Holding
Company has divested partial stake by way of sale and buyback, thereby reducing Holding Company‟s stake in IIL by
30.59%. The remaining stake has been classified under the head “Assets held for sale”. To facilitate the agreed divestment
of Chennai Assets, the Board of the Company had approved a composite scheme of arrangement amongst the Company,
IIL and ILPL (“Scheme”) and post receipt of regulatory clearances from SEBI and Stock Exchanges filed the same with
the jurisdictional National Company Law Tribunal. As part of the said transaction, the Holding Company has divested
partial stake by way of sale and buyback, thereby reducing Company‟s stake in IIL by 30.59 %. Accordingly, IIL has not
been consolidated and the Holding Company has recognised gain/fair value impact on such divestiture transaction
amounting to ₹ 1,414.67 lakhs.

Note – 61

Acquisitions of business during the year ended 31 March 2019

The Group had acquired 100% equity stake (with voting interests) of Concept International India LLP (acquisition date 3
October 2018), Indian Limited Liability Partnership into real estate development and rental business. The acquisition was
made to enhance the Group's rental assets in Northern Region of the India. Concept International India LLP mainly had
assets pertaining to land and building with respect to its rental assets, for which consideration was paid. Further the Group
diluted its stake in Yashita Buildcon Limited and Concept International India LLP on 27 December 2018 (refer note 59
above).

Goodwill
The goodwill does not arise on account of mentioned acquisitions. The entire surplus in purchase consideration is
absorbed by the related assets and liabilities acquired.

Contribution to the group


Concept International India LLP has contributed ₹ Nil of revenue and ₹ Nil to profit before tax since 3 October 2018 to
27 December 2018. Had the acquisition taken place at the beginning of year i.e. 01 April 2018, the Group's revenue for the
year ended 31 March 2019 would have been ₹ 522,293.37 lakhs and the profit before tax would have been ₹ 83,978.48
lakhs.

F - 247
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Note – 62

Previous year figures have been regrouped/reclassified, where necessary, to confirm to this year‟s classification, as below -
(₹ in lakhs)
Balance sheet 31 March 2018 Adjustments 31 March 2018
(Reported) (Reclassified)
Liabilities
Borrowings 303,307.28 (3,309.54) 299,997.74
Other financial liabilities – current 301,419.75 3,309.54 304,729.29

Note – 63

During the year ended 31 March 2019, Century Limited has redeemed on 30 April 2018 (the 'Redemption Date'), all of the
outstanding US$175,000,000 10.25% Senior Notes due 2019 ('Securities'), which were issued by Century Limited under an
indenture dated 12 November 2014 and guaranteed by the Holding Company along with its certain subsidiaries. These
Securities have been redeemed at redemption price i.e. amount equal to 105.125% of US$175,000,000. Upon redemption
of the Securities, the Securities were cancelled and delisted from the SGX-ST.

Note – 64

During the year ended 31 March 2019, Indiabulls Infraestate Limited, a wholly owned subsidiary of the Holding Company,
has executed a non-binding term sheet with Oricon Enterprises Limited ('OEL') for execution of definitive agreements for
joint development of a commercial building at OEL's land parcel admeasuring approximately 3,512 square meters plot
situated at Dr. E. Moses Road, Worli, Mumbai – 400018. Upon execution of the definitive agreements, Indiabulls
Infraestate Limited received exclusive ownership rights of approx. 2.55 lakhs square feet of leasable area.

Note - 65

A. Risk management strategy

The Group has entered into certain forward contracts to hedge its net assets in foreign currency. The risk being hedged is
the risk of potential gain/loss due to fluctuation in foreign currency rates. The use of forward contracts is covered by the
Group‟s overall risk strategy. As per the hedging policy of the Group, hedge effectiveness is determined at the inception of
hedge relationship and through periodic prospective effectiveness assessments to ensure that an economic relationship
exists between the hedged item and hedging instrument.

B. Other hedge related disclosures

(i) The maturity profile of hedging instrument is as follows: (₹ in lakhs)


Particulars* Hedge effectiveness Maturity date Weighted average rate (range)
31 March 2019 Effective 24 January 2022 to 103.80 to 110.17
04 April 2022

(ii) Disclosure of effects of hedge accounting on financial performance: (₹ in lakhs)


F - 248
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Particulars* Nominal Carrying Hedge related Amount Line item of
value amount of gains/(losses) charged to statement of
hedging recognised in statement of profit and loss
instrument OCI profit and loss where the
impact is
included
31 March 2019
Net investment hedge 99,908.00 3,242.41 2,577.99 664.43 Amortisation
of derivative
balance
(difference
between
forward and
spot element)
* The Company has entered into forward contracts during the year and hence, the comparative disclosures are not presented.

F - 249
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Note – 66

During the year ended 31 March 2019, a wholly owned subsidiary of the Group, Loon Development Limited, has entered
into definitive agreement(s) to acquire a land parcel/development rights of approximately 140 acres of land, situated at
Sector 79, Manesar, Gurugram, for development of integrated township and commercial building.

Note – 67

During the year ended 31 March 2019, the Holding Company has exercised its option to redeem its investments made in
redeemable preference shares which were measured at amortised cost. The Company has de-recognised these during the
year and related gain amounting to ₹ 18,713.45 lakhs is recognised in statement of profit and loss.

(This space has been intentionally left blank.)

F - 250
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the consolidated
financial statements for the year ended 31 March 2019
Note – 68

Pursuant to recent judgement by the Hon'ble Supreme Court of India dated 28 February 2019, it was held that basic
wages, for the purpose of provident fund, to include allowances which are common for all employees. However, there is
uncertainty with respect to the applicability of the judgement and period from which the same applies and accordingly, the
Group has not provided for any liability on account of this.

For Walker Chandiok & Co LLP For and on behalf of board of directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishankar Damani


Partner Joint Managing Director Joint Managing Director
Membership No. 502103 [DIN: 06667127] [DIN: 00358082]

Place: Gurugram Anil Mittal Ravi Telkar


Date: 23 April 2019 Chief Financial Officer Company Secretary

F - 251
INDEPENDENT AUDITOR’S REPORT

To the Members of Indiabulls Real Estate Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of Indiabulls Real Estate Limited (‘the
Company’), which comprise the Balance Sheet as at 31 March 2021, the Statement of Profit and Loss
(including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of
Cash Flow for the year then ended, and a summary of the significant accounting policies and other
explanatory information (hereinafter referred to as ‘standalone financial statements’).

In our opinion and to the best of our information and according to the explanations given to us, the
aforesaid standalone financial statements give the information required by the Companies Act, 2013 (‘the
Act’) in the manner so required and give a true and fair view in conformity with the accounting principles
generally accepted in India including Indian Accounting Standards (‘Ind AS’) specified under section 133
of the Act, of the state of affairs of the Company as at 31 March 2021, and its loss and total
comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (“SA’s”) specified under section
143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor’s
Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are
independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered
Accountants of India (‘ICAI’) together with the ethical requirements that are relevant to our audit of the
standalone financial statements under the provisions of the Act and the Rules made thereunder, and we
have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s
Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the Standalone Financial Statements of the current period. These matters were addressed in the
context of our audit of the Standalone Financial Statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters.

We have determined the matters described below to be the key audit matters to be communicated in our
report.

F - 252
Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on
the standalone financial statements for the year ended 31 March 2021 (cont’d)

Key audit matter How our audit addressed the key audit matter

Impairment assessment of investments and


loans made to its subsidiaries Our procedures in relation to the impairment
assessment of investments and loans included, but
The Company’s policies on the impairment not limited to the following:
assessment of the investments and loans are set
out in Note 4.13 to the Standalone Financial  Assessed the appropriateness of the
Statements. Company’s accounting policy by comparing
with applicable Ind AS;
The Company has investments amounting to `
367,438.10 lakhs (net of impairment) and has  We obtained an understanding of the
outstanding loans amounting to ` 282,878.39 management process for identification of
lakhs (net of impairment) to its subsidiaries as at possible impairment indicators and process
31 March 2021 as disclosed under the Note 8A performed by the management for impairment
and 9B to the standalone financial statements. testing;

Impairment assessment of these investments  Enquired of the management and understood


and loans is considered as a significant risk as the internal controls related to completeness of
there is a risk that recoverability of the the list of loans and investment along with the
investments and loans could not be established, process followed to recover/adjust these and
and potential impairment charge might be assessed whether further provisioning is
required to be recorded in the standalone required;
financial statements. The recoverability of these
investments is inherently subjective due to  Performed test of details:
reliance on either the net worth of investee or
valuations of the properties held or cash flow a. For all significant additions made during the
projections of real estate properties in these year, underlying supporting documents
investee companies. were verified to ensure that the transaction
has been accurately recorded in the
However, due to their materiality in the context standalone financial statement;
of the Company’s standalone financial
statements as a whole and significant degree of b. For all significant investments and loans
judgement and subjectivity involved in the outstanding as at 31 March 2021,
estimates and key assumptions used in confirmations were circulated and received.
determining the cash flows used in the Further, all the significant reconciling items
impairment evaluation, this is considered to be were tested;
the area to be of most significance to the audit
and accordingly, has been considered as a key c. All material investments and significant
audit matter for the current year audit. loans as at 31 March 2021 were discussed
on case to case basis with the management
for their plan of recovery/adjustment;

d. Compared the carrying value of material


investments and significant loans to the net
assets of the underlying entity, to identify
whether the net assets, being an
approximation of their minimum
recoverable amount, were in excess of their
carrying amount; and

e. Wherever the net assets were lower than the


recoverable amount, for material amounts:

F - 253
Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on
the standalone financial statements for the year ended 31 March 2021 (cont’d)

Key audit matter How our audit addressed the key audit matter

i. We obtained and verified the


management certified cash flow
projections of real estate properties and
tested the underlying assumptions used
by the management in arriving at those
projections;

ii. We challenged the managements on the


underlying assumptions used for the
cash flow projections, considering
evidence available to support these
assumptions and our understanding of
the business;

iii. We obtained and verified the valuation


of land parcels as per the government
prescribed circle rates; and

iv. We assessed the appropriateness and


adequacy of the disclosures made by
the management for the impairment
losses recognized in accordance with
applicable accounting standards.

Information other than the Financial Statements and Auditor’s Report thereon

The Company’s Board of Directors is responsible for the other information. The other information
comprises the information included in the Annual Report, but does not include the Standalone Financial
Statements and our auditor’s report thereon. The Annual Report is expected to be made available to us
after the date of this auditor's report.

Our opinion on the Standalone Financial Statements does not cover the other information and we will
not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other
information identified above when it becomes available and, in doing so, consider whether the other
information is materially inconsistent with the standalone financial statements or our knowledge obtained
in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed on the other information obtained prior to the date of this
auditor’s report, we conclude that there is a material misstatement of this other information, we are
required to report that fact. Reporting under this section is not applicable as no other information is
obtained at the date of this auditor’s report.

Management’s Responsibility for the Standalone Financial Statements

The accompanying standalone financial statements have been approved by the Company’s Board of
Directors. The Company’s Board of Directors is responsible for the matters stated in section 134(5) of
the Act with respect to the preparation of these standalone financial statements that give a true and fair
view of the financial position, financial performance, total comprehensive income, changes in equity and
cash flows of the Company in accordance with the accounting principles generally accepted in India,
including the Ind AS specified under section 133 of the Act. This responsibility also includes maintenance

F - 254
Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on
the standalone financial statements for the year ended 31 March 2021 (cont’d)

of adequate accounting records in accordance with the provisions of the Act for safeguarding of the
assets of the Company and for preventing and detecting frauds and other irregularities; selection and
application of appropriate accounting policies; making judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of adequate internal financial controls, that were
operating effectively for ensuring the accuracy and completeness of the accounting records, 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.

In preparing the financial statements, management is responsible for assessing the Company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless management either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the Standalone Financial Statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with SAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these Standalone Financial Statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional
skepticism throughout the audit. We also:

 Identify and assess the risks of material misstatement of the Standalone Financial Statements,
whether due to fraud or error, design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk
of not detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control;

 Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible
for expressing our opinion on whether the Company has adequate internal financial controls with
reference to financial statements system in place and the operating effectiveness of such controls;

 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management;

 Conclude on the appropriateness of management’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Company’s ability to continue as a going concern.
If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the Standalone Financial Statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to
the date of our auditor’s report. However, future events or conditions may cause the Company to
cease to continue as a going concern; and

F - 255
Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on
the standalone financial statements for the year ended 31 March 2021 (cont’d)

 Evaluate the overall presentation, structure and content of the Standalone Financial Statements,
including the disclosures, and whether the financial statements represent the underlying transactions
and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.

From the matters communicated with those charged with governance, we determine those matters that
were of most significance in the audit of the Standalone Financial Statements of the current period and
are therefore the key audit matters. We describe these matters in our auditor’s report unless law or
regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse consequences of
doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditor’s Report) Order, 2016 (‘the Order’) issued by the Central
Government of India in terms of section 143(11) of the Act, we give in the ‘Annexure A’, a statement on
the matters specified in paragraphs 3 and 4 of the Order.

As required by section 143(3) of the Act, bases on our audit, we report, to the extent applicable, that:

a) We have sought and 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 it appears from our examination of those books;

c) The standalone financial statements dealt with by this report are in agreement with the books of
account;

d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified
under section 133 of the Act;

e) On the basis of the written representations received from the directors and taken on record by the
Board of Directors as on 31 March 2021, none of the directors is disqualified as on 31 March 2021
from being appointed as a director in terms of section 164(2) of the Act;

f) With respect to the adequacy of the internal financial controls over financial reporting of the
Company and the operating effectiveness of such controls, refer to our separate Report in ‘Annexure
B’. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the
Company’s internal financial controls over financial reporting;

F - 256
Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on
the standalone financial statements for the year ended 31 March 2021 (cont’d)

g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11
of the Companies (Audit and Auditors) Rules, 2014 (as amended), in our opinion and to the best of
our information and according to the explanations given to us:

i. the Company, as detailed in Note 41(A) to the standalone financial statements, has disclosed
the impact of pending litigations on its financial position as at 31 March 2021;

ii. the Company did not have any long-term contracts including derivative contracts for which
there were any material foreseeable losses as at 31 March 2021;

iii. there has been no delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the Company during the year ended 31 March 2021; and

h) With respect to the matter to be included in the Auditor’s Report in accordance with the
requirements of section 197(16) of the Act, as amended:

In our opinion and to the best of our information and according to the explanations given to us, the
Company did not pay any remuneration to its Directors during the year.

For Agarwal Prakash & Co.


Chartered Accountants
Firm’s Registration No.: 005975N

Prakash Agarwal
Partner
Membership No.: 084964

UDIN: 21084964AAAAAN6898

Place: New Delhi


Date: 23 April 2021

F - 257
Annexure A to the Independent Auditor’s Report

With reference to the Annexure A referred to in the Independent Auditor's Report to the members of the
Company on the financial statements for the year ended 31 March 2021, based on the audit procedures
performed for the purpose of reporting a true and fair view on the financial statements of the Company and
taking into consideration the information and explanations given to us and the books of account and other
records examined by us in the normal course of audit, and to the best of our knowledge and belief, we report
that:

(i) (a) The Company has maintained proper records showing full particulars, including quantitative
details and situation of property, plant and equipment, right of use assets and intangible assets.

(b) The property, plant and equipment have been physically verified by the management during the
year and no material discrepancies were noticed on such verification. In our opinion, the
frequency of verification of the property, plant and equipment is reasonable having regard to
the size of the Company and the nature of its assets.

(c) The lease deeds of all the immovable properties (which are included under the head ‘right of use
assets’) are held in the name of the Company. The Company does not hold any immovable
property (in the nature of ‘property, plant and equipment’).

(ii) In our opinion, the management has conducted physical verification of inventory at reasonable
intervals during the year and no material discrepancies between physical inventory and book
records were noticed on physical verification.

(iii) The Company has granted interest free as well as interest bearing unsecured loans to companies
covered in the register maintained under Section 189 of the Act; and with respect to the same:

(a) in our opinion the terms and conditions of grant of such loans are not, prima facie,
prejudicial to the Company’s interest.

(b) the schedule of repayment of principal has been stipulated wherein the principal amounts
are repayable on demand and since the repayment of such loans has not been demanded, in
our opinion, repayment of the principal amount and the interest are regular, except for the
loans given to the companies which are interest free; and

(c) there is no overdue amount in respect of loans granted to such companies .

(iv) In our opinion, the Company has complied with the provisions of Sections 185 and 186 of the Act in
respect of loans, investments, guarantees and security.

(v) In our opinion, the Company has not accepted any deposits within the meaning of Sections 73
to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended).
Accordingly, the provisions of clause 3(v) of the Order are not applicable.

(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the
Rules made by the Central Government for the maintenance of cost records under sub -section
(1) of Section 148 of the Act in respect of Company’s products/services and are of the opinion
that, prima facie, the prescribed accounts and records have been made and maintained.
However, we have not made a detailed examination of the cost records with a view to determine
whether they are accurate or complete.

(vii)(a) The Company is regular in depositing undisputed statutory dues including provident fund,
employees’ state insurance, income-tax, service tax, duty of customs, duty of excise, value added
tax, goods and services tax, cess and other material statutory dues, as applicable, to the
appropriate authorities. Further, no undisputed amounts payable in respect thereof were
outstanding at the year-end for a period of more than six months from the date they become
payable.

F - 258
Annexure A to the Independent Auditor’s Report

(b) The dues outstanding in respect of income-tax, sales-tax, service-tax, duty of customs, duty of
excise, value added tax and goods and services tax on account of any dispute, are as follows:

Statement of Disputed Dues


Name of Nature of dues Amount Amount paid Period to which Forum where
the (₹ in under protest the amount dispute is pending
statute lakhs) (₹ in lakhs) relates
Income- Disallowance 146.26 - Assessment Year Hon’ble High Court
tax Act, under section 2009-10 of Mumbai
1961 14A
Income- Disallowance 161.88 - Assessment Year Hon’ble High Court
tax Act, under section 2010-11 of Mumbai
1961 14A
Income- Disallowance 213.05 - Assessment Year Hon’ble High Court
tax Act, under section 2011-12 of Mumbai
1961 14A
Income- Disallowance 38.43 - Assessment Year Income Tax
tax Act, under section 2013-14 Appellate Tribunal
1961 14A
The Denial of 1,695.25 - Assessment year Assistant
Finance service tax input 2011-12 to 2014- Commissioner of
Act, 2004 credit 15 Service Tax
and
Service
tax rules
The Denial of 1,019.00 - Assessment year Deputy
Finance service tax input 2016-17 to June Commissioner of
Act, 2004 credit 2017 Service Tax
and
Service
tax rules

(viii) The Company has not defaulted in repayment of loans or borrowings to any bank or any dues
to debenture holders during the year. The Company did not have any loans or borrowings
payable to financial institution or government during the year.

(ix) The Company did not raise moneys by way of initial public offer or further public offer (including
debt instruments). In our opinion, The Company has applied moneys raised by way of the term loans
for the purposes for which these were obtained, though idle/surplus funds which were not required
for immediate utilisation have been invested in liquid investments, payable on demand.

(x) No fraud by the Company or on the Company by its officers or employees has been noticed or
reported during the period covered by our audit.

(xi) The Company has not paid or provided for any managerial remuneration. Accordingly, the provisions
of Clause 3(xi) of the Order are not applicable.

(xii) In our opinion, the Company is not a Nidhi Company. Accordingly, provisions of clause 3(xii) of the
Order are not applicable.

(xiii) In our opinion all transactions with the related parties are in compliance with Sections 177 and 188 of
Act, where applicable, and the requisite details have been disclosed in the financial statements etc., as
required by the applicable Ind AS.

F - 259
Annexure A to the Independent Auditor’s Report

(xiv) During the year, the Company has not made any preferential allotment or private placement of shares
or fully or partly convertible debentures.

(xv) In our opinion, the Company has not entered into any non-cash transactions with the directors or
persons connected with them covered under Section 192 of the Act.

(xvi) As detailed in Note 52 to the financial statements, the Company is not required to be registered under
Section 45-IA of the Reserve Bank of India Act, 1934.

For Agarwal Prakash & Co.


Chartered Accountants
Firm’s Registration No.: 005975N

Prakash Agarwal
Partner
Membership No.: 084964
UDIN: 21084964AAAAAN6898

Place: New Delhi


Date: 23 April 2021

F - 260
Annexure B to the Independent Auditor’s Report

With reference to the Annexure B referred to in the Independent Auditor's Report to the members of
the Company on the financial statements for the year ended 31 March 2021 of even date.

Independent Auditor’s Report on the internal financial controls with reference to the
standalone financial statements under Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (‘the Act’)

We have audited the internal financial controls with reference to standalone financial statements of
Indiabulls Real Estate Limited (‘the Company’) as of 31 March 2021 in conjunction with our audit of
the standalone financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Company’s Board of Directors is responsible for establishing and maintaining internal financial
controls based on the internal control over financial reporting criteria established by the Company
considering the essential components of internal control stated in the Guidance Note on Audit of
Internal Financial Controls over Financial Reporting (the ‘Guidance Note’) issued by the Institute of
Chartered Accountants of India (the ‘ICAI’). These responsibilities include the design, implementation
and maintenance of adequate internal financial controls that were operating effectively for ensuring the
orderly and efficient conduct of the Company’s business, including adherence to the Company’s
policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy
and completeness of the accounting records, and the timely preparation of reliable financial
information, as required under the Act.

Auditors’ Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls with reference
to these standalone financial statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the ICAI prescribed under Section 143(10) of the Act, to the
extent applicable to an audit of internal financial controls with reference to these standalone financial
statements, and the Guidance Note issued by the ICAI. Those Standards and the Guidance Note
require that we comply with ethical requirements and plan and perform the audit to obtain reasonable
assurance about whether adequate internal financial controls with reference to these standalone
financial statements were established and maintained and if such controls operated effectively in all
material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal
financial controls with reference to these standalone financial statements and their operating
effectiveness. Our audit of internal financial controls with reference to these standalone financial
statements includes obtaining an understanding of such internal financial controls, assessing the risk
that a material weakness exists, and testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk. The procedures selected depend on the auditor’s
judgement, including the assessment of the risks of material misstatement of the financial statements,
whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our audit opinion on the Company’s internal financial controls with reference to these standalone
financial statements.

Meaning of Internal Financial Controls with reference to Financial Statements

A company's internal financial controls with reference to these standalone financial statements is a
process designed to provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with generally accepted

F - 261
Annexure B to the Independent Auditor’s Report

accounting principles. A company's internal financial controls with reference to these standalone
financial statements include those policies and procedures that (1) pertain to the maintenance of
records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the
assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to
permit preparation of financial statements in accordance with generally accepted accounting principles,
and that receipts and expenditures of the company are being made only in accordance with
authorisations of management and directors of the company; and (3) provide reasonable assurance
regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the
company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls with Reference to these Standalone


Financial Statements

Because of the inherent limitations of internal financial controls with reference to these standalone
financial statements, including the possibility of collusion or improper management override of
controls, material misstatements due to error or fraud may occur and not be detected. Also,
projections of any evaluation of the internal financial controls with reference to these standalone
financial statements to future periods are subject to the risk that the internal financial controls with
reference to financial statements may become inadequate because of changes in conditions, or that the
degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, adequate internal financial controls with
reference to these standalone financial statements and such controls were operating effectively as at 31
March 2021, based on the internal control over financial reporting criteria established by the Company
considering the essential components of internal control stated in the Guidance Note issued by the
ICAI.

For Agarwal Prakash & Co.


Chartered Accountants
Firm’s Registration No.: 005975N

Prakash Agarwal
Partner
Membership No.: 084964

UDIN: 21084964AAAAAN6898

Place: New Delhi


Date: 23 April 2021

F - 262
Indiabulls Real Estate Limited
Balance sheet as at
Note 31 March 2021 31 March 2020
(` in lakhs) (` in lakhs)
I ASSETS
Non-current assets
Property, plant and equipment 5 116.36 164.06
Right of use assets 6 23.03 1,849.40
Intangible assets 7 - -
Financial assets
Investments 8 A 379,306.46 383,804.89
Loans 9 A 1.87 1,129.22
Other financial assets 10 A 603.45 5,048.00
Deferred tax assets (net) 11 275.67 308.69
Non-current tax assets (net) 12 6,004.78 11,322.85
Other non-current assets 13 A - 1.91
386,331.62 403,629.02

Current assets
Inventories 14 90.19 90.19
Financial assets
Investments 8 B - 1.12
Trade receivables 15 - -
Cash and cash equivalents 16 645.70 1,480.71
Other bank balances 17 5,402.91 24,147.88
Loans 9 B 283,326.04 445,530.84
Other financial assets 10 B 1.50 1.01
Other current assets 13 B 1,476.42 1,313.68
Assets classified held for sale 18 9,003.87 9,003.87
299,946.63 481,569.30
686,278.25 885,198.32

II EQUITY AND LIABILITIES


Equity
Equity share capital 19 A 9,030.77 9,093.28
Other equity 20 623,169.54 635,843.50
632,200.31 644,936.78

Liabilities
Non-current liabilities
Financial liabilities
Borrowings 21 A 22,359.32 46,201.50
Lease liabilities 22 A - 859.88
Provisions 23 A 44.00 24.00
22,403.32 47,085.38

Current liabilities
Financial liabilities
Borrowings 21 B 17,907.45 11,973.45
Lease liabilities 22 B 10.19 769.71
Other financial liabilities 24 13,746.77 179,780.57
Other current liabilities 25 9.21 202.94
Provisions 23 B 1.00 2.64
Current tax liabilities (net) 26 - 446.85
31,674.62 193,176.16
686,278.25 885,198.32

Summary of significant accounting policies 4


The accompanying notes are an integral part of the standalone financial statements

This is the standalone balance sheet referred to in our report of even date.

For Agarwal Prakash & Co. For and on behalf of the board of directors
Chartered Accountants
Firm's Registration No.: 005975N

Prakash Agarwal Gurbans Singh Mehul Johnson


Partner Joint Managing Director Joint Managing Director
Membership No. 084964 [DIN: 06667127] [DIN: 00016075]
Place: New Delhi Place: New Delhi Place: Mumbai
Date: 23 April 2021 Date: 23 April 2021 Date: 23 April 2021

Anil Mittal Ravi Telkar


Chief Financial Officer Company Secretary
Place: Gurugram Place: Mumbai
Date: 23 April 2021 Date: 23 April 2021

F - 263
Indiabulls Real Estate Limited
Statement of profit and loss for the year ended

Note 31 March 2021 31 March 2020


(` in lakhs) (` in lakhs)
Revenue
Revenue from operations 27 596.41 36,284.73
Other income 28 4,121.99 27,216.87
4,718.40 63,501.60

Expenses
Cost of revenue 29 - 7,042.57
Employee benefits expense 30 244.65 208.30
Finance costs 31 16,005.89 30,160.25
Depreciation and amortisation expense 32 388.43 960.76
Impairment losses on financial assets 33 A - 14,952.41
Other expenses 33 B 2,005.87 15,230.54
18,644.84 68,554.83

Loss before tax (13,926.44) (5,053.23)


Tax expenses 34
Current tax reversal - earlier years - (44.02)
Deferred tax charge 36.14 3,526.41
36.14 3,482.39
Loss after tax (13,962.58) (8,535.62)

Other comprehensive income


Items that will not be reclassified to profit and loss
Equity instruments through other comprehensive income 2,628.60 (2,957.18)
Re-measurement of defined benefit plans (12.39) 13.83
Income tax effect 3.12 (3.48)
Other comprehensive income 2,619.33 (2,946.83)
Total comprehensive income for the year (11,343.25) (11,482.45)

Earnings per equity share of (face value ` 2 each) 35


Basic (`) (3.09) (1.88)
Diluted (`) (3.09) (1.88)

Summary of significant accounting policies 4


The accompanying notes are an integral part of the standalone financial statements

This is the standalone statement of profit and loss referred to in our report of even date.

For Agarwal Prakash & Co. For and on behalf of the board of directors
Chartered Accountants
Firm's Registration No.: 005975N

Prakash Agarwal Gurbans Singh Mehul Johnson


Partner Joint Managing Director Joint Managing Director
Membership No. 084964 [DIN: 06667127] [DIN: 00016075]

Place: New Delhi Place: New Delhi Place: Mumbai


Date: 23 April 2021 Date: 23 April 2021 Date: 23 April 2021

Anil Mittal Ravi Telkar


Chief Financial Officer Company Secretary
Place: Gurugram Place: Mumbai
Date: 23 April 2021 Date: 23 April 2021

F - 264
Indiabulls Real Estate Limited
Cash flow statement for the year ended
31 March 2021 31 March 2020
(` in lakhs) (` in lakhs)
A Cash flow from operating activities:
Loss before tax (13,926.44) (5,053.23)
Adjustments for:
Interest expense on income tax 0.41 1.16
Interest expense on borrowings 15,927.25 29,820.06
Depreciation and amortisation expenses 388.43 960.76
Interest on lease liabilities 56.48 217.03
Other borrowing costs 21.59 122.00
Profit on sale of property, plants and equipment (net) - (0.77)
Loss on Property, plant and equipment written off 0.49 -
Excess provision/liabilities written back (1,733.88) (294.63)
Loans and non current investment written off - 10,131.36
Impairment in value of investments 115.00 849.03
Impairment in value of other financial and non-financial assets - 5,696.05
Interest on income tax refund (402.20) -
Interest income (1,630.05) (26,159.11)
Provision for employee benefits 12.87 1.79
Share based payment expense 16.60 54.08
Balances Written Off 3.00 -
Income on fair valuation of financial assets - (0.08)
Mark to market loss/(gain) on forward contracts - 2,423.31
Profit on sale of investments in subsidiary (596.41) -
(Profit)/loss on sale of investments (net) (168.79) 7,468.27
Modification gain on de-recognition of lease contracts (172.14) (13.73)
Net gain on settlement through merger scheme and fair value impact of assets held for sale - (21,406.90)
Operating (loss)/profit before working capital changes and other adjustments: (2,087.79) 4,816.45
Working capital changes and other adjustments:
Inventories - 7,042.57
Trade receivables - 589.36
Current and non-current loans 1,127.35 16.67
Others current and non-current assets (160.83) 567.61
Other current and non-current financial assets 25.38 820.12
Other current financial liabilities (5,710.50) 1,699.36
Other current liabilities (192.95) (6,574.25)
Cash flow(used in)/from operating activities (6,999.34) 8,977.89
Income taxes refund (net) 5,719.86 2,160.12
Net cash (used in)/from operating activities (1,279.48) 11,138.01

B Cash flow from investing activities:


Purchase of property, plant and equipment and intangible assets (including capital advances) (1.09) (9.13)
Proceeds from sale of property, plant and equipment - 1.24
Movement in fixed deposits (net) 22,864.16 (14,547.30)
Proceeds from sale of investments - mutual funds (net) 169.91 668.58
Investment in subsidiary companies
Purchase of investments - equity shares - (42,500.00)
Purchase of investments - preference shares - (1,891.00)
Purchase of investments - others - (0.10)
Sale of investment in subsidiary companies
Proceeds from sale and buyback of investments - equity shares 7,591.76 248,759.09
Proceeds from sale of investments in joint ventures companies and others - equity shares - 19,500.64
Proceeds from sale of investments - debentures - 45,815.06
Proceeds from redemption of investments - preference shares and debentures - 0.01
Inter-corporate loans and advances received back/(given to) subsidiary companies (net) 161,309.21 (98,230.00)
Inter-corporate loans and advances received back/(given to) joint ventures (net) - 8,370.59
Inter-corporate loans and received back/(given to) others (net) 802.00 (1,081.23)
Interest received 1,835.10 24,868.07
Net cash generated from investing activities 194,571.05 189,724.52

F - 265
Indiabulls Real Estate Limited
Cash flow statement for the year ended
31 March 2021 31 March 2020
(` in lakhs) (` in lakhs)
C Cash flow from financing activities: (refer note 45)
Proceeds from issue of equity share capital (including securities premium) - 2,171.05
Acquisition of treasury shares (1,393.22) -
Proceeds from borrowings from banks - 10,114.00
Repayment of borrowings to banks (118,800.00) (14,108.37)
Proceeds from issue of debentures 5,000.00 -
Redemption of debentures (64,000.00) (76,000.00)
Proceeds from issue of commercial paper 8,000.00 101,500.00
Repayment of commercial paper (8,000.00) (198,000.00)
Inter-corporate borrowings taken 266,759.05 213,693.00
Inter-corporate borrowings repaid (265,825.05) (212,049.00)
Interest paid on borrowings (15,558.84) (28,415.81)
Payment of lease liabilities {inclusive of interest paid amounting to ` 56.48 lakhs
(31 March 2020 ` 217.03 lakhs )} (286.93) (813.43)
Other borrowing costs (21.59) (121.99)
Net cash (used in)/flow from financing activities (194,126.58) (202,030.55)

D Net (decrease)/increase in cash and cash equivalents (A+B+C) (835.01) (1,168.02)


E Cash and cash equivalents at the beginning of the year (refer note a below) 1,480.71 2,648.73
F Cash and cash equivalents at the end of the year (D+E) 645.70 1,480.71

Note:
a) Cash and cash equivalents includes :(refer note 16)
Cash on hand - 0.09
Balances with banks
In current accounts 645.70 1,480.62
645.70 1,480.71

This is the standalone cash flow statement referred to in our report of even date.

For Agarwal Prakash & Co. For and on behalf of board of directors
Chartered Accountants
Firm's Registration No.: 005975N

Prakash Agarwal Gurbans Singh Mehul Johnson


Partner Joint Managing Director Joint Managing Director
Membership No. 084964 [DIN: 06667127] [DIN: 00016075]

Place: New Delhi Place: New Delhi Place: Mumbai


Date: 23 April 2021 Date: 23 April 2021 Date: 23 April 2021

Anil Mittal Ravi Telkar


Chief Financial Officer Company Secretary
Place: Gurugram Place: Mumbai
Date: 23 April 2021 Date: 23 April 2021

F - 266
Indiabulls Real Estate Limited
Statement of changes in equity for the year ended 31 March 2021

A Equity share capital* (` in lakhs)


Issue of equity Issue of equity Investment in
Balance as at Balance as at Balance as at
Particulars share capital share capital Treasury Shares
1 April 2019 31 March 2020 31 March 2021
during the year during the year (Own Shares)
Equity share capital 9,013.61 79.67 9,093.28 - (62.51) 9,030.77

B Other equity** (` in lakhs)


Other comprehensive
Reserves and surplus
income
Description Debenture Capital Total
Share options Securities Retained Fair valuation of equity
General reserve Capital reserve redemption redemption
outstanding account premium earnings instruments
reserve reserve
Balance as at 1 April 2019 51,265.03 27,720.50 27,062.50 2,200.92 1,951.67 534,779.82 767.75 (585.65) 645,162.54
Loss for the year - - - - - - (8,535.62) - (8,535.62)
Other comprehensive income
Re-measurement of defined benefit plans (net of tax) - - - - - - 10.35 - 10.35
Equity instruments through other comprehensive income - - - - - - - (2,957.18) (2,957.18)
Share based options for employees of subsidiaries - - - - 17.93 - - - 17.93
Issue of equity shares (including exercise of stock options) - - - - (1,366.37) 3,457.75 - - 2,091.38
Share based payment expense - - - - 54.10 - - - 54.10
Transfer to retained earnings on account of stock options lapsed - - - - (19.33) - 19.33 - -
Balance as at 31 March 2020 51,265.03 27,720.50 27,062.50 2,200.92 638.00 538,237.57 (7,738.19) (3,542.83) 635,843.50
Loss for the year - - - - - - (13,962.58) - (13,962.58)
Other comprehensive income
Re-measurement of defined benefit plans (net of tax) - - - - - - (9.27) - (9.27)
Equity instruments through other comprehensive income - - - - - - - 2,628.60 2,628.60
Investment in Treasury Shares (Own Shares) - - - - - (1,330.71) - - (1,330.71)
Share based options for employees of subsidiaries - - - - (16.60) - - - (16.60)
Transfer to retained earnings on account of stock options lapsed - - - - (73.26) - 73.26 - -
Share based payment expense - - - - 16.60 - - - 16.60
Balance as at 31 March 2021 51,265.03 27,720.50 27,062.50 2,200.92 564.74 536,906.86 (21,636.78) (914.23) 623,169.54
*Refer note 19A for details
**Refer note 20 for details

This is the standalone statement of changes in equity referred to in our report of even date.

For Agarwal Prakash & Co. For and on behalf of the board of directors
Chartered Accountants
Firm's Registration No.: 005975N

Prakash Agarwal Gurbans Singh Mehul Johnson Anil Mittal Ravi Telkar
Partner Joint Managing Director Joint Managing Director Chief Financial Officer Company Secretary
Membership No. 084964 [DIN: 06667127] [DIN: 00016075]

Place: New Delhi Place: New Delhi Place: Mumbai Place: Gurugram Place: Mumbai
Date: 23 April 2021 Date: 23 April 2021 Date: 23 April 2021 Date: 23 April 2021 Date: 23 April 2021

F - 267
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

1. Company information and nature of principal activities


Indiabulls Real Estate Limited (‘the Company’) was incorporated on 04 April 2006 with the main objects of
carrying on the business of real estate properties advisory, properties marketing, maintenance of completed
properties, engineering, industrial and technical consultancy, construction and development of real estate
properties and other related and ancillary activities. The Company is domiciled in India.

During the year, the Company has shifted it’s registered office from M-62&63, First Floor, Connaught Place, New
Delhi 110 001, to Plot No. 448-451, Udyog Vihar, Phase-V, Gurugram - 122016, Haryana.

2. General information and statement of compliance with Ind AS


These standalone financial statements (‘financial statements’) of the Company have been prepared in accordance
with the Indian Accounting Standards as notified under section 133 of the Companies Act 2013 read with the
Companies (Indian Accounting Standards) Rules 2015 (by Ministry of Corporate Affairs (‘MCA’)), as amended and
other relevant provisions of the Act. The Company has uniformly applied the accounting policies during the
periods presented.

The financial statements for the year ended 31 March 2021 were authorized and approved for issue by the Board
of Directors on 23 April 2021. The revisions to the financial statements is permitted by the Board of Directors
after obtaining necessary approvals or at the instance of regulatory authorities as per provisions of the Act.

Recent accounting pronouncement


MCA vide notification dated 24 March 2021, makes certain amendments related to disclosure requirements in
Schedule III of the Companies Act, 2013 which will be effective for financial year starting 1 April 2021.

3. Basis of accounting
The financial statements have been prepared on going concern basis in accordance with accounting principles
generally accepted in India. Further, the financial statements have been prepared on historical cost basis except for
certain financial assets and financial liabilities and share based payments which are measured at fair values as
explained in relevant accounting policies. Fair valuations related to financial assets and financial liabilities are
categorised into level 1, level 2 and level 3 based on the degree to which the inputs to the fair value measurements
are observable.

4. Summary of significant accounting policies


The financial statements have been prepared using the significant accounting policies and measurement bases
summarised below. These were used throughout all periods presented in the financial statements.

4.1 Current versus non-current classification

All assets and liabilities have been classified as current or non-current as per the Company’s normal operating cycle
and other criteria set out in Companies Act 2013. Deferred tax assets and liabilities are classified as non-current
assets and non-current liabilities, as the case may be.

4.2 Property, plant and equipment (PPE)

Recognition and initial measurement


Property, plant and equipment are stated at their cost of acquisition. The cost comprises purchase price, borrowing
cost if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for
the intended use. Any trade discount and rebates are deducted in arriving at the purchase price. Subsequent costs
are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is
probable that future economic benefits associated with the item will flow to the Company. All other repair and
maintenance costs are recognised in Statement of Profit and Loss as incurred.

F - 268
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

Subsequent measurement (depreciation and useful lives)

Depreciation on property, plant and equipment is provided on the straight-line method, computed on the basis of
useful lives (as set out below) prescribed in Schedule II to the Companies Act, 2013.

Asset class Useful life


Plant and equipment 12 – 15 years
Office equipment 5 years
Computers 3 – 6 years
Furniture and fixtures 10 years
Vehicles 8 years

The residual values, useful lives and method of depreciation are reviewed at the end of each financial year.

De-recognition
An item of property, plant and equipment initially recognised is de-recognised upon disposal or when no future
economic benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset
(calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is recognised
in statement of profit and loss when the asset is derecognised.

4.3 Intangible assets


Recognition and initial measurement
Intangible assets (software’s) are stated at their cost of acquisition. The cost comprises purchase price, borrowing
cost if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for
the intended use. Any trade discount and rebates are deducted in arriving at the purchase price.

Subsequent measurement (amortisation)


The cost of capitalized software is amortized over a period in the four years from the date of its acquisition.

De-recognition
Intangible assets are de-recognised upon disposal or when no further economic benefits are expected from its use
or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net
disposal proceeds and the carrying amount of the asset) is recognised in the statement of profit and loss, when the
asset is de-recognised.

4.4 Asset classified as held for sale

Non-current assets are classified as held for sale if their sale is considered highly probable. They are measured at
fair value less cost to sell.

4.5 Inventories

Land other than that transferred to real estate properties under development is valued at lower of cost or net
realizable value.

Real estate properties (developed and under development) includes cost of land under development, internal and
external development costs, construction costs, and development/construction materials, borrowing costs and
related overhead costs and is valued at lower of cost or net realizable value.

Net realisable value is the estimated selling price in the ordinary course of business less estimated costs of
completion and estimated costs of necessary to make the sale.

F - 269
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

4.6 Revenue recognition

Revenue is recognised when control is transferred and is accounted net of rebate and taxes. The Company applies
the revenue recognition criteria to each nature of the revenue transaction as set out below.

Revenue from real estate properties advisory and management services


Income arising from real estate properties advisory services is recognised in the period in which the services are
being rendered. The Company considers the terms of the contract and its customary business practices to
determine the transaction price. The consideration promised in a contract with a customer may include fixed
consideration, variable consideration (if reversal is less likely in future), or both.

Profit on sale of investment with underlying business


Profit on sale of investments of entities in the real estate business is recognised when such investments are sold
after adjusting the consideration received with carrying value of investment. The said profit is recognised as part of
other operating income as in substance, such sale reflects the sale of real estate business. However, in case of loss
on sale of such investments, the same is recognised as part of other expense.

Interest income
Interest income is recorded on accrual basis using the effective interest rate (EIR) method.

Gain on amortised cost financial assets


Gain on de-recognition of amortised cost financial assets is recognised in the year when the entire payment is
received against the outstanding balance of amortised cost financial assets.

4.7 Borrowing costs

A qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use. All other
borrowing costs are charged to the statement of profit and loss as incurred.

Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are
capitalized during the period of time that is necessary to complete and prepare the asset for its intended use or sale.

If any specific borrowing remains outstanding after the related asset is ready for its intended use or sale, that
borrowing becomes part of the funds that an entity borrows generally when calculating the capitalization rate on
general borrowings.

4.8 Right of use assets and lease liabilities

For any new contracts entered into on or after 1 April 2019, the Company considers whether a contract is, or
contains a lease. A lease is defined as ‘a contract, or part of a contract, that conveys the right to use an asset (the
underlying asset) for a period of time in exchange for consideration’.

Classification of leases
The Company enters into leasing arrangements for various assets. The assessment of the lease is based on several
factors, including, but not limited to, transfer of ownership of leased asset at end of lease term, lessee’s option to
extend/purchase etc.

Recognition and initial measurement


At lease commencement date, the Company recognises a right-of-use asset and a lease liability on the balance
sheet. The right-of-use asset is measured at cost, which is made up of the initial measurement of the lease liability,
any initial direct costs incurred by the Company, an estimate of any costs to dismantle and remove the asset at the
end of the lease (if any), and any lease payments made in advance of the lease commencement date (net of any
incentives received).

F - 270
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

Subsequent measurement

The Company depreciates the right-of-use assets on a straight-line basis from the lease commencement date to the
earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The Company also
assesses the right-of-use asset for impairment when such indicators exist.

At lease commencement date, the Company measures the lease liability at the present value of the lease payments
unpaid at that date, discounted using the interest rate implicit in the lease if that rate is readily available or the
Company’s incremental borrowing rate. Lease payments included in the measurement of the lease liability are made
up of fixed payments (including in substance fixed payments) and variable payments based on an index or rate.
Subsequent to initial measurement, the liability will be reduced for payments made and increased for interest. It is
re-measured to reflect any reassessment or modification, or if there are changes in in-substance fixed payments.
When the lease liability is re-measured, the corresponding adjustment is reflected in the right-of-use asset.

The Company has elected to account for short-term leases and leases of low-value assets using the practical
expedients. Instead of recognising a right-of-use asset and lease liability, the payments in relation to these are
recognised as an expense in statement of profit and loss on a straight-line basis over the lease term.

4.9 Impairment of non-financial assets

At each reporting date, the Company assesses whether there is any indication that an asset may be impaired, based
on internal or external factors. If any such indication exists, the recoverable amount of the asset or the cash
generating unit is estimated. If such recoverable amount of the asset or cash generating unit to which the asset
belongs is less than its carrying amount, the carrying amount is reduced to its recoverable amount. The reduction is
treated as an impairment loss and is recognised in the statement of profit and loss. If, at the reporting date there is
an indication that a previously assessed impairment loss no longer exists, the recoverable amount is reassessed and
the asset is reflected at the recoverable amount. Impairment losses previously recognized are accordingly reversed
in the Statement of Profit and Loss.

4.10 Foreign currency

Functional and presentation currency


The financial statements are presented in Indian Rupee (‘INR’ or ‘`’) which is also the functional and presentation
currency of the Company.

Transactions and balances


Foreign currency transactions are recorded in the functional currency, by applying to the exchange rate between
the functional currency and the foreign currency at the date of the transaction.

Foreign currency monetary items are converted to functional currency using the closing rate. Non-monetary items
denominated in a foreign currency which are carried at historical cost are reported using the exchange rate at the
date of the transaction.

Exchange differences arising on monetary items on settlement, or restatement as at reporting date, at rates
different from those at which they were initially recorded, are recognized in the Statement of Profit and Loss when
they arise.

4.11 Investments
Investment in equity instruments of subsidiaries and joint ventures are measured at cost as per Ind AS 27 'Separate
Financial Statements'.

F - 271
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

4.12 Financial instruments

Non-derivative financial assets

Recognition and initial measurement


All financial assets are recognised initially at fair value and transaction cost that is attributable to the acquisition of
the financial asset is also adjusted.

Subsequent measurement
i. Debt instruments at amortised cost – A ‘debt instrument’ is measured at the amortised cost if both the
following conditions are met:
 The asset is held within a business model whose objective is to hold assets for collecting contractual
cash flows, and
 Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of
principal and interest (SPPI) on the principal amount outstanding.

After initial measurement, such financial assets are subsequently measured at amortised cost using the
effective interest rate (EIR) method.

ii. Equity investments – All equity investments in scope of ‘Ind AS 109 Financial Instruments’ (‘Ind AS 109’)
are measured at fair value. Equity instruments which are held for trading are generally classified as at fair
value through profit and loss (FVTPL). For all other equity instruments, the Company decides to classify the
same either as at fair value through other comprehensive income (FVOCI) or fair value through profit and
loss (FVTPL).

iii. Mutual funds – All mutual funds in scope of Ind AS 109 are measured at fair value through profit and loss
(FVTPL).

De-recognition of financial assets


A financial asset is primarily de-recognised when the rights to receive cash flows from the asset have expired or the
Company has transferred its rights to receive cash flows from the asset measured at amortized cost (or, depending
on the business model, at fair value through other comprehensive income).

Non-derivative financial liabilities

Recognition and initial measurement


All financial liabilities are recognised initially at fair value and transaction cost that is attributable to the acquisition
of the financial liabilities is also adjusted.

Subsequent measurement
Subsequent to initial recognition, financial liabilities are measured at amortised cost using the effective interest
method.

De-recognition of financial liabilities


A financial liability is de-recognised when the obligation under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another from the same lender on substantially different terms, or
the terms of an existing liability are substantially modified, such an exchange or modification is treated as the de-
recognition of the original liability and the recognition of a new liability measured at amortized cost (or, depending
on the business model, at fair value through other comprehensive income). The difference in the respective
carrying amounts is recognised in the Statement of Profit and Loss.

F - 272
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Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

Derivatives

The Company has entered into certain forward (derivative) contracts to hedge risks. These derivatives are initially
recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured to their
fair value at the end of each reporting period. Any profit or loss arising on cancellation or renewal of such
derivative contract is recognised as income or as expense for the period.

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a
currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis,
to realise the assets and settle the liabilities simultaneously.

4.13 Impairment of financial assets

In accordance with Ind AS 109, the Company applies expected credit loss (ECL) model for measurement and
recognition of impairment loss for financial assets. The Company factors historical trends and forward looking
information to assess expected credit losses associated with its assets and impairment methodology applied
depends on whether there has been a significant increase in credit risk.

Trade receivables
In respect of trade receivables, the Company applies the simplified approach of Ind AS 109, which requires
measurement of loss allowance at an amount equal to lifetime expected credit losses. Lifetime expected credit
losses are the expected credit losses that result from all possible default events over the expected life of a financial
instrument.

Other financial assets


In respect of its other financial assets, the Company assesses if the credit risk on those financial assets has
increased significantly since initial recognition. If the credit risk has not increased significantly since initial
recognition, the Company measures the loss allowance at an amount equal to 12-month expected credit losses, else
at an amount equal to the lifetime expected credit losses. The Company assumes that the credit risk on a financial
asset has not increased significantly since initial recognition, if the financial asset is determined to have low credit
risk at the balance sheet date.

4.14 Income taxes

Tax expense recognized in Statement of Profit and Loss comprises the sum of deferred tax and current tax except
the ones recognized in other comprehensive income or directly in equity.

Current tax is determined as the tax payable in respect of taxable income for the year and is computed in
accordance with relevant tax regulations. Current income tax relating to items recognised outside profit or loss is
recognised outside profit or loss (either in other comprehensive income or in equity).

Deferred tax is recognised in respect of temporary differences between carrying amount of assets and liabilities for
financial reporting purposes and corresponding amount used for taxation purposes. Deferred tax assets on
unrealised tax loss are recognised to the extent that it is probable that the underlying tax loss will be utilised against
future taxable income. This is assessed based on the Company’s forecast of future operating results, adjusted for
significant non-taxable income and expenses and specific limits on the use of any unused tax loss. Unrecognised
deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become
probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset
is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted

F - 273
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Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

at the reporting date. Deferred tax relating to items recognised outside statement of profit and loss is recognised
outside Statement of Profit or Loss (either in other comprehensive income or in equity).

When there is uncertainty over income tax treatments, in such a circumstance, current or deferred tax asset or
liability is recognised and measured accordingly. For example, current and deferred tax asset or liability on
dividends in profit or loss, other comprehensive income or equity accordingly.

4.15 Cash and cash equivalents

Cash and cash equivalents comprise cash on hand, demand deposits and other short-term highly liquid investments
that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes in
value.

4.16 Employee benefits

Defined contribution plan


The Company’s contribution to provident fund is charged to the statement of profit and loss or inventorized as a
part of real estate properties under development, as the case may be. The Company’s contributions towards
provident fund are deposited with the regional provident fund commissioner under a defined contribution plan.

Defined benefit plan


The Company has unfunded gratuity as defined benefit plan where the amount that an employee will receive on
retirement is defined by reference to the employee’s length of service and final salary. The liability recognised in the
balance sheet for defined benefit plans as the present value of the defined benefit obligation (DBO) at the
reporting date. Management estimates the DBO annually with the assistance of independent actuaries.

Current service cost is computed using actuarial assumptions and net interest using discount rate determined at the
start of the annual reporting period. However, if an entity re-measures the net defined benefit liability (asset), it
determines current service cost and net interest for the remainder of the annual reporting period after the plan
amendment, curtailment or settlement using the actuarial assumptions used to re-measure the net defined benefit
liability (asset). Actuarial gains/losses resulting from re-measurements of the liability are included in other
comprehensive income.

Other long-term employee benefits


The Company also provides benefit of compensated absences to its employees which are in the nature of long -
term employee benefit plan. Liability in respect of compensated absences becoming due and expected to be availed
more than one year after the balance sheet date is estimated on the basis of an actuarial valuation performed by an
independent actuary using the projected unit credit method as on the reporting date. Actuarial gains and losses
arising from experience adjustments and changes in actuarial assumptions are recorded in the statement of profit
and loss in the year in which such gains or losses arise.

Short-term employee benefits


Short-term employee benefits comprise of employee costs such as salaries, bonus etc. is recognized on the basis of
the amount paid or payable for the period during which services are rendered by the employee.

4.17 Share based payments

Share based compensation benefits are provided to employees via Employee Stock Option Plans (ESOPs). The
employee benefit expense is measured using the fair value of the employee stock options and is recognised over
vesting period with a corresponding increase in equity. The vesting period is the period over which all the specified
vesting conditions are to be satisfied. On the exercise of the employee stock options, the employees of will be
allotted equity shares of the Company.

F - 274
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Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

4.18 Provisions, contingent liabilities and contingent assets

Provisions are recognized only when there is a present obligation, as a result of past events, and when a reliable
estimate of the amount of obligation can be made at the reporting date. These estimates are reviewed at each
reporting date and adjusted to reflect the current best estimates. Provisions are discounted to their present values,
where the time value of money is material.

Contingent liability is disclosed for:


 Possible obligations which will be confirmed only by future events not wholly within the control of the
Company or
 Present obligations arising from past events where it is not probable that an outflow of resources will be
required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.

Contingent assets are neither recognized nor disclosed. However, when realization of income is virtually certain,
related asset is recognized.

4.19 Earnings per share

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity
shareholders (after deducting attributable taxes) by the weighted average number of equity shares outstanding
during the period. The weighted average number of equity shares outstanding during the period is adjusted for
events including a bonus issue.

For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity
shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects
of all dilutive potential equity shares.

4.20 Significant management judgement in applying accounting policies and estimation uncertainty

The preparation of the Company’s financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the related
disclosures.

Significant management judgements

Recognition of deferred tax assets – The extent to which deferred tax assets can be recognized is based on an
assessment of the probability of the Company’s future taxable income against which the deferred tax assets can be
utilized.

Evaluation of indicators for impairment of assets – The evaluation of applicability of indicators of impairment
of assets requires assessment of several external and internal factors which could result in deterioration of
recoverable amount of the assets.

Recoverability of advances/receivables – At each balance sheet date, based on historical default rates observed
over expected life, the management assesses the expected credit losses on outstanding receivables and advances.

Provisions – At each balance sheet date basis the management judgment, changes in facts and legal aspects, the
Company assesses the requirement of provisions against the outstanding contingent liabilities. However, the actual
future outcome may be different from this judgement.

Significant estimates

Useful lives of depreciable/amortisable assets – Management reviews its estimate of the useful lives of
depreciable/amortisable assets at each reporting date, based on the expected utility of the assets. Uncertainties in
these estimates relate to technical and economic obsolescence that may change the utilisation of assets.

F - 275
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Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2021

Defined benefit obligation (DBO) – Management’s estimate of the DBO is based on a number of underlying
assumptions such as standard rates of inflation, mortality, discount rate and anticipation of future salary increases.
Variation in these assumptions may significantly impact the DBO amount and the annual defined benefit expenses.

Fair value measurements – Management applies valuation techniques to determine the fair value of financial
instruments (where active market quotes are not available). This involves developing estimates and assumptions
consistent with how market participants would price the instrument.

(This space has been intentionally left blank)

F - 276
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Note - 5
Property, plant and equipment (` in lakhs)
Plant and Office equipment Computers Furniture and Vehicles Total
equipment fixtures
Gross block
As at 1 April 2019 1,204.86 34.99 41.94 229.36 602.16 2,113.31
Additions - 4.79 - 4.34 - 9.13
Disposals/adjustments - - - - 164.37 164.37
As at 31 March 2020 1,204.86 39.78 41.94 233.70 437.79 1,958.07
Additions - - 1.09 - - 1.09
Disposals/adjustments - 2.54 - 1.54 22.09 26.17
Balance as at 31 March 2021 1,204.86 37.24 43.03 232.16 415.70 1,932.99

Accumulated depreciation
As at 1 April 2019 1,198.86 26.32 38.02 142.54 486.45 1,892.19
Charge for the year 3.84 5.25 2.15 25.33 29.15 65.72
Disposals/adjustments - - - - 163.90 163.90
As at 31 March 2020 1,202.70 31.57 40.17 167.87 351.70 1,794.01
Charge for the year 0.57 2.58 1.10 18.58 25.46 48.29
Disposals/adjustments - 2.54 - 1.04 22.09 25.67
Balance as at 31 March 2021 1,203.27 31.61 41.27 185.41 355.07 1,816.63

Net block as at 31 March 2020 2.16 8.21 1.77 65.83 86.09 164.06
Net block as at 31 March 2021 1.59 5.63 1.76 46.75 60.63 116.36

Note - 6
Right of use assets (refer note 42) (` in lakhs)
Building Total
Gross block
As at 1 April 2019 2,672.55 2,672.55
Adjustments during the year 289.25 289.25
De-recognition on account of early termination of lease contract 289.54 289.54
Balance as at 31 March 2020 2,672.26 2,672.26
Adjustments during the year - -
De-recognition on account of early termination of lease contract 2,570.26 2,570.26
Balance as at 31 March 2021 102.00 102.00

Accumulated depreciation
As at 1 April 2019 - -
Charge for the year 893.38 893.38
De-recognition on account of early termination of lease contract 70.52 70.52
Balance as at 31 March 2020 822.86 822.86
Charge for the year 340.14 340.14
De-recognition on account of early termination of lease contract 1,084.03 1,084.03
Balance as at 31 March 2021 78.97 78.97

Net block as at 31 March 2020 1,849.40 1,849.40


Net block as at 31 March 2021 23.03 23.03

Note - 7
Intangible assets (` in lakhs)
Softwares Total
Gross block
As at 1 April 2019 368.62 368.62
Additions - -
Disposals/assets written off - -
As at 31 March 2020 368.62 368.62
Additions - -
Disposals/assets written off - -
Balance as at 31 March 2021 368.62 368.62

Accumulated amortisation
As at 1 April 2019 366.96 366.96
Charge for the year 1.66 1.66
Disposals/assets written off - -
As at 31 March 2020 368.62 368.62
Charge for the year - -
Disposals/assets written off - -
Balance as at 31 March 2021 368.62 368.62

Net block as at 31 March 2020 - -


Net block as at 31 March 2021 - -

F - 277
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

31 March 2021 31 March 2020


Number Amount Number Amount
Note - 8 (` in lakhs) (` in lakhs)
A Investments - non-current*
(i) Investment in equity shares**
Others - quoted
RattanIndia Power Limited# 219,050,000 5,585.78 219,050,000 2,957.17

Subsidiaries - unquoted
Airmid Developers Limited 98,039 18.00 98,039 18.00
Albasta Constructions Limited 50,000 5.00 50,000 5.00
Albasta Properties Limited 50,000 5.00 50,000 5.00
Albasta Real Estate Limited 50,000 5.00 50,000 5.00
Albina Properties Limited 50,000 5.00 50,000 5.00
Angina Properties Limited 50,000 5.00 50,000 5.00
Angles Constructions Limited 50,000 5.00 50,000 5.00
Apesh Constructions Limited 50,000 5.00 50,000 5.00
Apesh Properties Limited 50,000 5.00 50,000 5.00
Apesh Real Estate Limited 50,000 5.00 50,000 5.00
Athena Builders and Developers Limited 50,000 5.00 50,000 5.00
Athena Buildwell Limited 50,000 137.71 50,000 137.71
Athena Infrastructure Limited^^^ 98,039 142.50 98,039 144.73
Athena Land Development Limited 50,000 5.00 50,000 5.00
Aurora Builders and Developers Limited 50,000 5.00 50,000 5.00
Bridget Builders and Developers Limited 50,000 4,670.20 50,000 4,670.20
Catherine Builders and Developers Limited 50,000 4,251.30 50,000 4,251.30
Ceres Estate Limited 75,000,000 14,995.00 75,000,000 14,995.00
Ceres Land Development Limited 50,000 5.00 50,000 5.00
Ceres Properties Limited 50,000 5.00 50,000 5.00
Citra Developers Limited 50,000 5.00 50,000 5.00
Citra Properties Limited 98,039 14.61 98,039 14.61
Cobitis Buildwell Limited 50,000 5.00 50,000 5.00
Cobitis Real Estate Limited 50,000 5.00 50,000 5.00
Dev Property Development Plc (face value Pence 1) (Refer note (b) below) 380,428 301.00 380,428 301.00
Devona Developers Limited 50,000 5.00 50,000 5.00
Diana Infrastructure Limited 50,000 5.00 50,000 5.00
Edesia Constructions Limited 50,000 5.00 50,000 5.00
Edesia Developers Limited 50,000 5.00 50,000 5.00
Edesia Infrastructure Limited 50,000 5.00 50,000 5.00
Elena Constructions Limited 50,000 5.00 50,000 5.00
Elena Properties Limited 50,000 5.00 50,000 5.00
Fama Properties Limited 50,000 5.00 50,000 5.00
Flora Land Development Limited 50,000 5.00 50,000 5.00
Fornax Real Estate Limited 98,039 9.80 98,039 9.80
Grand Limited (face value of GBP 1 each) 1,000 0.99 1,000 0.99
Hecate Power and Land Development Limited 50,000 5.00 50,000 5.00
Hermes Builders and Developers Limited 50,000 5.00 50,000 5.00
IB Holdings Limited 50,000 5.00 50,000 5.00
Indiabulls Buildcon Limited 668,920 5,404.95 668,920 5,404.95
Indiabulls Commercial Assets Limited 50,000 5.00 50,000 5.00
Indiabulls Communication Infrastructure Limited 50,000 5.00 50,000 5.00
Indiabulls Constructions Limited^^^ 50,000 133.57 50,000 132.58
Indiabulls Estate Limited 3,274,734 8,353.25 3,274,734 8,353.25
Indiabulls Hotel Properties Limited 50,000 5.00 50,000 5.00
Indiabulls Housing and Constructions Limited 50,000 5.00 50,000 5.00
Indiabulls Housing and Land Development Limited 50,000 5.00 50,000 5.00
Indiabulls Housing Developers Limited 50,000 5.00 50,000 5.00
Indiabulls Industrial Infrastructure Limited^^^ 65,000,000 6,536.02 65,000,000 6,535.67
Balance carried forward 50,729.68 48,101.96

F - 278
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

31 March 2021 31 March 2020


Number Amount Number Amount
(` in lakhs) (` in lakhs)

Balance carried over 50,729.68 48,101.96


Indiabulls Infraestate Limited 227,440 162,620.95 227,440 162,620.95
Indiabulls Infratech Limited 50,000 5.00 50,000 5.00
Indiabulls Lands Limited 50,000 5.00 50,000 5.00
Indiabulls Multiplex Services Limited 50,000 67.36 50,000 67.36
Indiabulls Natural Resources Limited 50,000 5.00 50,000 5.00
Indiabulls Projects Limited 100,000,000 10,000.00 100,000,000 10,000.00
Indiabulls Real Estate Builders Limited 50,000 5.00 50,000 5.00
Indiabulls Real Estate Developers Limited 50,000 5.00 50,000 5.00
Indiabulls Realty Company Limited 50,000 5.00 50,000 5.00
Indiabulls Software Parks Limited 50,000 5.00 50,000 5.00
Ivonne Infrastructure Limited 50,000 5.00 50,000 5.00
Juventus Estate Limited^^^ 98,039 107.26 98,039 113.91
Lakisha Infrastructure Limited 50,000 5.00 50,000 5.00
Lenus Constructions Limited 50,000 5.00 50,000 5.00
Lenus Infrastructure Limited 50,000 5.00 50,000 5.00
Lenus Properties Limited 50,000 5.00 50,000 5.00
Linnet Constructions Limited 50,000 5.00 50,000 5.00
Linnet Developers Limited 50,000 5.00 50,000 5.00
Linnet Infrastructure Limited 50,000 5.00 50,000 5.00
Linnet Properties Limited 50,000 5.00 50,000 5.00
Linnet Real Estate Limited 50,000 5.00 50,000 5.00
Loon Infrastructure Limited 50,000 5.00 50,000 5.00
Lorena Builders Limited 50,000 5.00 50,000 5.00
Lucina Constructions Limited 50,000 5.00 50,000 5.00
Lucina Land Development Limited^^^ 50,000 203.31 50,000 200.79
Mabon Constructions Limited 50,000 40.68 50,000 40.68
Mabon Properties Limited 50,000 5.00 50,000 5.00
Makala Infrastructure Limited 50,000 5.00 50,000 5.00
Manjola Infrastructure Limited 50,000 5.00 50,000 5.00
Manjola Real Estate Limited 50,000 5.00 50,000 5.00
Mariana Constructions Limited 50,000 21.12 50,000 21.12
Mariana Developers Limited 50,000 5.00 50,000 5.00
Mariana Real Estate Limited 50,000 612.99 50,000 612.99
Nilgiri Infraestate Limited 50,000 5.00 50,000 5.00
Nilgiri Infrastructure Projects Limited 50,000 5.00 50,000 5.00
Nilgiri Resources Limited 50,000 5.00 50,000 5.00
Parmida Constructions Limited 50,000 5.00 50,000 5.00
Parmida Developers Limited 50,000 5.00 50,000 5.00
Parmida Properties Limited 50,000 5.00 50,000 5.00
Selene Builders and Developers Limited 50,000 5.00 50,000 5.00
Selene Constructions Limited^^^ 98,039 37.79 98,039 38.29
Selene Infrastructure Limited 10,000,000 1,000.00 10,000,000 1,000.00
Selene Land Development Limited 50,000 5.00 50,000 5.00
Sentia Constructions Limited 50,000 39.00 50,000 39.00
Sentia Infrastructure Limited 50,000 5.00 50,000 5.00
Sentia Real Estate Limited 50,000 5.00 50,000 5.00
Sepset Developers Limited 50,000 5.00 50,000 5.00
Serpentes Constructions Limited 50,000 5.00 50,000 5.00
Shoxell Holding Limited (face value Euro 1) (refer note a below) 1,000 0.63 1,040 6,995.88
Sophia Constructions Limited 50,000 5.00 50,000 5.00
Sophia Real Estate Limited 50,000 5.00 50,000 5.00
Sylvanus Properties Limited^^^ 10,000,000 1,213.72 10,000,000 1,224.81
Balance carried forward 226,889.49 231,272.74

F - 279
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

31 March 2021 31 March 2020


Number Amount Number Amount
(` in lakhs) (` in lakhs)

Balance carried over 226,889.49 231,272.74


Tapir Constructions Limited 50,000 5.00 50,000 5.00
Tapir Land Development Limited 50,000 5.00 50,000 5.00
Triton Estate Limited 50,000 5.00 50,000 5.00
Triton Properties Limited 50,000 5.00 50,000 5.00
Varali Constructions Limited 50,000 5.00 50,000 5.00
Varali Infrastructure Limited 50,000 1,441.22 50,000 1,441.22
Varali Properties Limited 50,000 5.00 50,000 5.00
Varali Real Estate Limited 50,000 5.00 50,000 5.00
Vindhyachal Land Development Limited 50,000 5.00 50,000 5.00
Zeus Buildwell Limited 50,000 5.00 50,000 5.00
Zeus Estate Limited 50,000 5.00 50,000 5.00
Sub-total 228,380.71 232,763.96
Less: Impairment in the value of investments 216.11 101.11
Sub-total (A) 228,164.60 232,662.85

(ii) Investment in trust


Indiabulls Real Estate Limited - Employees Welfare Trust (Refer note (c) below) - 0.10
Sub-total (B) - 0.10

(iii) Investment in preference shares##


Subsidiaries - unquoted
Airmid Developers Limited (0.0001% compulsorily convertible preference shares) 592,664 160.43 592,664 160.43
Athena Infrastructure Limited (0.0001% compulsorily convertible preference shares) 314,099 38.63 314,099 38.63
Citra Properties Limited (0.0001% compulsorily convertible preference shares) 170,284 34.06 170,284 34.06
Fornax Real Estate Limited (0.0001% compulsorily convertible preference shares) 547,632 5,476.32 547,632 5,476.32
Indiabulls Estate Limited (14% optionally convertible preference shares) 20,633,954 0.77 20,633,954 0.77
Juventus Estate Limited (0.0001% compulsorily convertible preference shares) 355,627 117.43 355,627 117.43
Selene Constructions Limited (0.0001% compulsorily convertible preference shares) 391,519 49.23 391,519 49.23
Indiabulls Constructions Limited (0.00001% optionally convertible redeemable 623,280,000 7,000.00 623,280,000 7,000.00
preference shares, face value of ` 10 each)
Indiabulls Constructions Limited (0.001% non-convertible redeemable preference 450,000,000 45,000.00 450,000,000 45,000.00
shares, face value of ` 10 each) (refer note 47)
Makala Infrastructure Limited (0.001% non-convertible redeemable preference shares, face value 9,000,000 900.00 9,000,000 900.00
of ` 10 each)
Sub-total (C) 58,776.87 58,776.87

(iv) Investment in debentures


Subsidiaries - unquoted
Optionally convertible debentures^
Airmid Developers Limited 1,210,500 32,031.22 1,210,500 32,031.22
Athena Infrastructure Limited 642,000 7,718.94 642,000 7,718.94
Citra Properties Limited 348,500 6,813.18 348,500 6,813.18
Indiabulls Estate Limited 317,081 6,961.46 317,081 6,961.46
Juventus Estate Limited 1,096,893 27,158.96 1,096,893 27,158.96
Selene Constructions Limited 800,000 9,833.69 800,000 9,833.69
Sub-total 90,517.45 90,517.45
Less: Impairment in the value of investments 4,435.04 4,435.04
Sub-total (D) 86,082.41 86,082.41
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F - 280
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

31 March 2021 31 March 2020


Number Amount Number Amount
(` in lakhs) (` in lakhs)
(v) Investment in bonds^^
Others - unquoted###
HDFC Bank Limited (Coupon rate 8.44%) 8 878.78 8 878.92
Housing Development Finance Corporation Limited (Coupon rate 8.45%) 20 2,148.64 20 2,148.06
Housing Development Finance Corporation Limited (Coupon rate 8.46%) 12 1,294.43 12 1,294.64
Housing Development Finance Corporation Limited (Coupon rate 8.35%) 10 1,098.65 10 1,098.82
Housing Development Finance Corporation Limited (Coupon rate 8.46%) 7 752.09 7 752.21
LIC Housing Finance Limited (Coupon rate 8.47% and face value of ` 1,000,000 each) 10 109.99 10 110.01
Sub-total (E) 6,282.58 6,282.66
Grand Total (A+B+C+D+E) 379,306.46 383,804.89

Aggregate amount of unquoted investments (net) 373,720.68 380,847.72


Aggregate amount of quoted investments and market value 5,585.78 2,957.17
Aggregate amount of impairment in the value of investments 4,651.15 4,536.15

Notes:
(a) During the year, a wholly owned subsidiary of the Company namely Shoxell Holding Limited has bought back 40 shares from the Company for an aggregate consideration of
` 7591.76 lakhs and accordingly, the Company has recognized profit on buyback amounting to ` 596.41 lakhs in these financials statements.
(b) During the previous year, a wholly owned subsidiary of the Company namely Dev Property Development Plc (‘DPD’) has bought back 137,619,572 shares from the Company
for an aggregate consideration of ` 84,959.50 lakhs and accordingly, the Company has recognized loss on buyback amounting to ` 23,929.92 lakhs in these financials
statements.
(c) During the previous year ended 31 march 2020, the Company has set up an employees welfare trust titled “Indiabulls Real Estate Limited – Employees Welfare Trust” (the
“Trust”) to efficiently manage the current as well as any future share based employees benefits schemes. Please refer note 19A(iii) and 19A(vii).

*All the investment in subsidiaries are measured at cost as per Ind AS 27 'Separate Financial Statements'
**Face value of ` 10 each unless otherwise stated.
#This investment (being strategic in nature) is measured at fair value through other comprehensive income ('FVOCI'). The above values represents the fair values as at the end of the respective reporting
period. No dividends have been received from such investments during the year.
## Face value of ` 1,000 each unless otherwise stated
^ Face value of ` 1,000 each and coupon rate is 0.0001%, unless otherwise stated
^^Face value of ` 10,000,000 each unless otherwise stated and pledge against Non-convertible debentures
^^^The investments include the investment booked for subsidiaries on account of stock options issued to employees of those subsidiaries
### including interest accrued on bonds
Number Amount Number Amount
B Investments - current (` in lakhs) (` in lakhs)
Investment in mutual funds (quoted)
Indiabulls Savings Fund - Direct Plan-Growth - 1.12
Nil (previous year: 100) units, NAV: `Nil (previous year: NAV: ` 1,116.045 ) per unit]
- 1.12
- 1.12

Aggregate amount of quoted investments and market value - 1.12


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F - 281
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

31 March 2021 31 March 2020


(` in lakhs) (` in lakhs)
Note - 9
A Loans - non current
Loans receivables considered good - unsecured
Security deposits given to others 1.87 1,129.22
1.87 1,129.22

B Loans - current
Loans receivables considered good - unsecured
Security deposits 20.00 20.00
Inter-corporate loans to subsidiaries (refer note 40) 282,878.39 444,302.60
Inter-corporate loans to other parties 427.65 1,208.24
Loans receivables - credit impaired
Inter-corporate loans to subsidiaries (refer note 40) 5,054.88 5,054.88
288,380.92 450,585.72
Less: Impairment for loans (expected credit loss) (5,054.88) (5,054.88)
283,326.04 445,530.84
Note - 10
A Other financial assets - non-current
Bank deposits with maturity of more than 12 months (refer note (a) (b) below) 600.00 5,048.00
Other advances* 3.45 -
* Bombay stock exchange limited debt securities recovery expense fund 603.45 5,048.00
Notes:
(a) Bank deposits of ` 600.00 lakhs (31 March 2020: ` Nil) have been lien marked agianst overdraft facility.
(b) Bank deposits of ` Nil (excluding interest accrued) (31 March 2020: ` 5,000.00 lakhs) have been lien marked to third party as a security to fulfill certain business
obligations.

B Other financial assets - current


Earnest money deposit 1.00 1.00
Other advances* 0.50 0.01
* Bombay stock exchange limited debt securities recovery expense fund 1.50 1.01

Note - 11
Deferred tax assets (net)
Deferred tax asset arising on account of:
Property, plant and equipment and intangible assets - depreciation and amortisation 90.59 98.29
Right of use assets and lease liability - 35.52
Loans and other financial instruments - debt instruments 68.05 0.84
Employee benefits
Gratuity and compensated absences 11.33 6.71
Share based payment 171.50 167.33
341.47 308.69
Deferred tax liabilities arising on account of:
Right of use assets and lease liability (65.80) -
(65.80) -

275.67 308.69

(i) The Company has unabsorbed business losses amounting to ` 29,905.66 lakhs (31 March 2020: ` 22,153.84 lakhs) on which no deferred tax asset is recognised
considering there is no probability which demonstrate realisation of deferred tax asset in the near future. Further these losses are available for offset for maximum period
of eight years from the date of incurrence of loss.

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F - 282
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

(ii) Caption wise movement in deferred tax assets as follows: ( ` in lakhs)


Particulars 31 March 2019 Recognised in Recognised in 31 March 2020
other Statement of profit
comprehensive and loss
income
Assets
Property, plant and equipment and intangible assets 144.85 - (46.56) 98.29
Right of use assets and lease liability - - 35.52 35.52
Loans and other financial assets 8.98 - (8.14) 0.84
Impairment for investments, financial and non-financial assets 1,227.04 - (1,227.04) -
Employee benefits 561.51 (3.48) (383.99) 174.04
Unabsorbed capital losses 2,684.94 - (2,684.94) -

Liabilities
Derivate assets - mark to market gain on derivative contract (1,133.03) - 1,133.03 -
Fair valuation gain of investments (1,918.36) - 1,918.36 -

Sub-total 1,575.93 (3.48) (1,263.76) 308.69


Minimum alternate tax credit entitlement 2,262.65 - (2,262.65) -
Total 3,838.58 (3.48) (3,526.41) 308.69
( ` in lakhs)
Particulars 31 March 2020 Recognised in Recognised in 31 March 2021
other Statement of profit
comprehensive and loss
income

Assets
Property, plant and equipment and intangible assets 98.29 - (7.70) 90.59
Loans and other financial assets 0.84 - 67.21 68.05
Employee benefits 174.04 3.12 5.67 182.83
Liabilities
Right of use assets and lease liability 35.52 - (101.32) (65.80)

Sub-total 308.69 3.12 (36.14) 275.67


Total 308.69 3.12 (36.14) 275.67

31 March 2021 31 March 2020


(` in lakhs) (` in lakhs)
Note - 12
Non-current tax assets (net)
Advance income tax, including tax deducted at source (net of provisions) 6,004.78 11,322.85
6,004.78 11,322.85

Note - 13
A Other non-current assets
(Unsecured, considered good)
Prepaid expenses - 1.91
- 1.91

B Other current assets


(Unsecured, considered good, unless otherwise stated)
Advance to employees 0.61 0.65
Advance to suppliers/service providers (doubtful balance of ` 179.27 lakhs (31 March 2020: ` 179.27 lakhs)) 195.01 186.89
Prepaid expenses 31.87 22.57
Balances with statutory authorities (doubtful balance of ` 875.00 lakhs (31 March 2020: ` 875.00 lakhs))* 2,303.20 2,153.34
Stamp paper in hands - 4.50
2,530.69 2,367.95
Less: Impairment for non-financial assets (1,054.27) (1,054.27)
1,476.42 1,313.68
*includes ` 154.94 lakhs (31 March 2020: ` 139.66 lakhs) paid under protest to income tax authorities.

F - 283
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Note - 14
Inventories
Land* 90.19 90.19
Real estate properties under development (at cost)
Cost of properties under development - 7,042.57
Less: Cost of revenue recognised till date (refer note 48) - (7,042.57)
- -
90.19 90.19
* The above land is mortgage as security against non-convertible debentures issued by the Company.

Note - 15
Trade receivables
Trade receivables - credit impaired 33.04 33.04
33.04 33.04
Less: Impairment for trade receivables (expected credit loss) (33.04) (33.04)
- -

Note - 16
Cash and cash equivalents
Cash in hand - 0.09
Balances with banks
In current accounts 645.70 1,480.62
645.70 1,480.71

Note - 17
Other bank balances
Balances with banks
In unclaimed dividend accounts (refer note (a) below) 9.42 38.74
Bank deposits - with maturity of more than three months and upto twelve months (refer note (b), (c) below) 5,330.00 23,794.16
Interest Accrued on bank deposits 63.49 314.98
5,402.91 24,147.88
Notes:
(a) Unclaimed dividend account pertains to dividend not claimed by equity shareholders and the Company does not have any right on the said money.
(b) Bank deposits of ` 5,330.00 lakhs (excluding interest accrued) (31 March 2020: ` 20,000.00 lakhs) have been lien marked to third party as a security to fulfill certain
business obligations.
(c) Bank deposits of ` Nil (excluding interest accrued) (31 March 2020: ` 3,794.17 lakhs) have been pledged with banks against guarantees, overdraft facilities and loan given
by banks.

Note - 18
Assets classified held for sale
Investment held for sale (refer note 47)* 9,003.87 9,003.87
9,003.87 9,003.87

*During the previous year ended 31 March 2020, the Company had executed definitive transaction agreement with entity controlled by the Blackstone Group Inc.
('Purchaser') to divest its 100% stake in one of its subsidiary namely Mariana Infrastructure Limited ('Mariana'), which holds commercial asset at Gurgaon at a
consideration of ` 13,564.93 lakhs. As part of the said transaction, the Company has divested partial stake of Company in Mariana which has resulted in loss of control in
Mariana and accordingly Mariana have been de-consolidated. Further, the remaining investment of ` 3.75 lakhs has also been classified as held for sale.

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F - 284
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Note - 19 31 March 2021 31 March 2020


A Equity share capital (` in lakhs) (` in lakhs)
i Authorised Number Amount Number Amount
Equity share capital of face value of ` 2 each 750,000,000 15,000.00 750,000,000 15,000.00
15,000.00 15,000.00

ii Issued, subscribed and fully paid up


Equity share capital of face value of ` 2 each fully paid up 451,538,712 9,030.77 454,663,876 9,093.28
9,030.77 9,093.28

iii Reconciliation of number of equity shares outstanding at the beginning and at the end of the year
Balance at the beginning of the year 454,663,876 9,093.28 450,680,289 9,013.61
Add: Issued during the year - - 3,983,587 79.67
Less: Investment in Treasury Shares (Own Shares) 3,125,164 62.51 - -
Balance at the end of the year 451,538,712 9,030.77 454,663,876 9,093.28

iv Rights, preferences and restrictions attached to equity and preference shares


The holders of equity shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at meetings of the Company. In the
event of liquidation of the Company, all preferential amounts, if any, shall be discharged by the Company. The remaining assets of the Company shall be distributed to the
holders of equity shares in proportion to the number of shares held to the total equity shares outstanding as on that date. All shares rank equally with regard to the
Company’s residual assets, except that holders of preference shares participate only to the extent of the face value of the shares.

v Details of shareholder holding more than 5% share capital 31 March 2021


Name of the equity shareholder Number of shares
Embassy Property Developments Private Limited 63,095,240
SG Infralands Private Limited -
SG Devbuild Private Limited -
Morgan Stanley Asia (Singapore) PTE -

31 March 2020
Name of the equity shareholder Number of shares
Embassy Property Developments Private Limited 63,095,240
SG Infralands Private Limited 43,600,000
SG Devbuild Private Limited 25,100,000
Morgan Stanley Asia (Singapore) PTE 23,356,826

vi Aggregate number of shares issued for consideration other than cash


No shares have been issued for other than cash during the period of five years immediately preceding 31 March 2021.

vii During the year ended 31 March 2021, the Company, through its established trust “Indiabulls Real Estate Limited – Employees Welfare Trust” (the “Trust”) had in
compliance with SEBI (Share Based Employee Benefits) Regulations, 2014 purchased its 31,25,164 Equity shares from the open market, for the implementation and
administration of its employees benefit schemes. The face value of these shares have been deducted from the paid-up share capital of the Company, and the excess of
amount paid over face value for their acquisition have been adjusted in the other equity

viii Aggregate number of shares bought back


a. During the year ended 31 March 2019, 26,000,000 equity shares were bought back at an average price of ` 170.85 per share from the open market through stock exchanges
using electronic trading facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and all other
applicable provisions, if any, of the Companies Act, 2013 and SEBI Regulation 1998.
b. During the year ended 31 March 2018, 5,796,000 equity shares were bought back at an average price of ` 89.76 per share from the open market through stock exchanges
using electronic trading facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and all other
applicable provisions, if any, of the Companies Act, 2013 and SEBI Regulation 1998.
c. During the year ended 31 March 2017, 28,250,000 equity shares were bought back at an average price of ` 78.01 per share from the open market through stock exchanges
using electronic trading facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and all other
applicable provisions, if any, of the Companies Act, 2013 and SEBI Regulation 1998.

ix Shares reserved for issue under options


For details of shares reserved for issue under the Employee Stock Option Plan (ESOP) of the Company, refer note 44.

31 March 2021 31 March 2020


B Preference share capital (` in lakhs) (` in lakhs)
i Authorised Number Amount Number Amount
Preference share capital of face value of ` 10 each# 364,000,000 36,400.00 364,000,000 36,400.00
36,400.00 36,400.00
# Since the Company has not issued preference shares, hence, other disclosures are not presented.

F - 285
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Note - 20
Other equity 31 March 2021 31 March 2020
Reserves and surplus (` in lakhs) (` in lakhs)
General reserve 51,265.03 51,265.03
Capital reserve 27,720.50 27,720.50
Debenture redemption reserve 27,062.50 27,062.50
Capital redemption reserve 2,200.92 2,200.92
Share options outstanding account 564.74 638.00
Securities premium 536,906.86 538,237.57
Retained earnings (21,636.78) (7,738.19)
Other comprehensive income
Fair valuation of equity instruments (914.23) (3,542.83)
623,169.54 635,843.50

Nature and purpose of other reserves


General reserve
The Company is required to create a general reserve out of the profits when the Company declares dividend to shareholders.

Capital reserve
The Company has issued share warrants in the earlier years. This reserve is created on account of forfeiture of share application money received on account of issuance of
share warrants as share warrants holders did not exercise their rights.

Debenture redemption reserve


The Company is required to create a debenture redemption reserve out of the profits which are available for redemption of debentures.

Capital redemption reserve


The same has been created in accordance with provisions of Companies Act for the buy back of equity shares from the market.

Deferred employee compensation reserve


The reserve is used to recognised the grant date fair value of the options issued to employees under Company's employee stock option plan.

Securities premium reserve


Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with provisions of the Companies Act 2013.

Retained earnings
Retained earnings is used to record balance of statement of profit and loss.

Fair valuation of equity instruments


The Company has elected to recognise the fair value of certain investments in equity shares in other comprehensive income. These changes are accumulated within this
reserve under the head equity. The Company transfers amounts from this reserve to retained earnings when the relevant equity instruments are derecognised.
Treasury Shares

The Company had created “Indiabulls Real Estate Limited – Employees Welfare Trust” (the “Trust”) for the implementation of schemes namely employees stock options
plans, employees stock purchase plan and stock appreciation rights plan. The Company treats the trust as its extension and the Company’s own shares held by the trust are
treated as treasury shares. The premium over face value of the acquired treasury shares are presented as a deduction from the securities premium reserve. The original cost
of treasury shares and the proceeds of any subsequent sale are presented as movements in equity.

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F - 286
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

31 March 2021 31 March 2020


Note - 21 (` in lakhs) (` in lakhs)
A Borrowings - non-current
Secured loans
Debentures*
Non-convertible debentures (redeemable) (refer note (i) below) 34,340.54 97,942.84
Less: Current maturities of non-current borrowings (refer note 24) (11,981.22) (51,741.34)

Term loans
From banks (refer note (ii) below) - 118,032.51
Less: Current maturities of non-current borrowings (refer note 24) - (118,032.51)

22,359.32 46,201.50

i Repayment terms (including current maturities) and security details for non-convertible debentures:
Particulars Security Maturity date 31 March 2021 31 March 2020
(` in lakhs) (` in lakhs)
1 190 Redeemable non-convertible debentures Secured by mortgage on immovable properties 8 July 2022 1,892.07 1,886.50
issued on 9 September 2016 for ` 1,900 lakhs @ situated at Panvel & Savroli-Khalapur held and
9.85% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of
pari-passu charge

2 250 Redeemable non-convertible debentures Secured by mortgage on immovable properties 7 July 2022 2,488.60 2,480.60
issued on 7 September 2016 for ` 2,500 lakhs @ situated at Panvel & Savroli-Khalapur held and
9.80% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of
pari-passu charge
3 300 Redeemable non-convertible debentures Secured by mortgage on immovable properties 16 June 2022 2,980.65 2,966.42
issued on 16 August 2016 for ` 3,000 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of
pari-passu charge
4 200 Redeemable non-convertible debentures Secured by mortgage on immovable properties 18 May 2022 1,986.68 1,975.82
issued on 18 July 2016 for ` 2,000 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of
pari-passu charge

5 250 Redeemable non-convertible debentures Secured by mortgage on immovable properties 12 May 2022 2,483.34 2,469.78
issued on 12 July 2016 for ` 2,500 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of
pari-passu charge

6 150 Redeemable non-convertible debentures Secured by mortgage on immovable properties 6 May 2022 1,490.01 1,481.87
issued on 8 July 2016 for ` 1,500 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of
pari-passu charge

7 160 Redeemable non-convertible debentures Secured by mortgage on immovable properties 6 May 2022 1,589.34 1,580.66
issued on 8 July 2016 for ` 1,600 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of
pari-passu charge

8 750 Redeemable non-convertible debentures Secured by mortgage on immovable properties 29 April 2022 7,448.63 7,406.01
issued on 29 June 2016 for ` 7,500 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of
pari-passu charge

9 4,800 Redeemable non-convertible debentures Mortgage on immovable properties situated at 27 June 2021 11,981.22 47,773.47
issued on 27 June 2018 for ` 48,000 lakhs @ Panvel & Gurugram held and owned by the and
9.50% of face value ` 1,000,000 each Company and its certain subsidiary companies 26 June 2020
by way of pari-passu charge

F - 287
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Particulars Security Maturity date 31 March 2021 31 March 2020


(` in lakhs) (` in lakhs)
10 100 Redeemable non-convertible debentures Mortgage on immovable properties situated at 18 March 2021 - 993.06
issued on 18 March 2016 for ` 1,000 lakhs @ Panvel and Savroli held and owned by the
10.75% of face value ` 1,000,000 each Company and its certain subsidiary companies
by way of pari-passu charge

11 200 Redeemable non-convertible debentures Mortgage on immovable properties situated at 18 March 2021 - 1,979.07
issued on 18 March 2016 for ` 2,000 lakhs @ Panvel and Savroli held and owned by the
10.75% of face value ` 1,000,000 each Company and its certain subsidiary companies
by way of pari-passu charge

12 5,000 Redeemable non-convertible debentures Secured by mortgage on immovable properties 29 June 2020 - 24,949.58
issued on 29 June 2017 for ` 50,000 lakhs @ situated at Panvel & Gurugram and Savroli and
9.00% of face value ` 1,000,000 each held and owned by the Company's and its 28 June 2019
certain subsidiary companies by way of pari-
passu charge

* Non-convertible debentures are listed on Wholesale Debt Market (WDM) segment of BSE Limited.

ii Repayment terms (including current maturities) and security details for term loan from banks:
a During the year ended 31 March 2020, the Company had availed term loan of ` 10,400.00 lakhs from RBL Bank Limited and interest payable monthly, secured by
exclusive charge by way of registered mortgage over 19 identified unsold properties in Tower - A of the project "BLU Estate and Club" (project in one of the subsidiary
company) along with proportionate undivided share of land, common area, common amenities and car parks pertaining to said properties. The loan was repayable in 12
equal monthly installments post the principal moratorium period of 6 months altough the entire loan has been repaid during the current year. The rate of interest was
11.50% p.a. (RBL Bank's MCLR plus spread). The outstanding balance as at 31 March 2021 is ` Nil (31 March 2020: ` 7,715.63 lakhs).

b During the year ended 31 March 2019, the Company had availed term loan of ` 100,000.00 lakhs from Yes Bank Limited and interest payable monthly, secured by first
pari passu charge by way of equitable mortgage on immovable properties located at various locations and owned by certain subsidiary companies. The loan was repayable
in three installments at 30%, 35% and 35% at the end of 21st month, 24th month and 27th month from the date of first disbursement altough the entire loan has been
repaid during the current year. The rate of interest was 10.90% p.a. (Yes Bank's MCLR plus spread). The outstanding balance as at 31 March 2021 is ` Nil (31 March 2020:
` 99,350.46 lakhs).
c During the year ended 31 March 2018, the Company had availed term loan of ` 10,000.00 lakhs from RBL Bank Limited and interest payable monthly, secured by first pari
passu charge by way of equitable mortgage on immovable properties located at Savroli and owned by certain subsidiary companies. The loan was repayable in three
installments at 20%, 30% and 50% at the end of one year, two year and three year from the date of disbursement altough the entire loan has been repaid during the current
year. The rate of interest was 11.35% p.a. (RBL Bank's overnight MCLR). The outstanding balance as at 31 March 2021 is ` Nil (31 March 2020: ` 4,987.05 lakhs).

d During the year ended 31 March 2018, the Company had availed term loan of ` 5,000.00 lakhs from RBL Bank Limited and interest payable monthly, secured by exclusive
charge by way of equitable mortgage on immovable properties located at Gurugram and owned by certain subsidiary companies. The loan was repayable in three
installments at 20%, 30% and 50% at the end of one year, two year and three year from the date of disbursement altough the entire loan has been repaid during the current
year. The rate of interest was 11.35% p.a. (RBL Bank's overnight MCLR). The outstanding balance as at 31 March 2021 is ` Nil (31 March 2020: ` 2,493.68 lakhs).
e During the year ended 31 March 2015, the Company had availed term loan of ` 28,000.00 lakhs from Axis Bank Limited and interest payable monthly, primarily secured
by mortgage on immovable properties situated at Savroli held and owned by the certain subsidiary companies. The loan was further secured by collateral security on
immovable properties of certain subsidiary companies. Additionally, the aforesaid term loan was also secured by way of pari-passu charge on all the project related
receivables, if any, of its certain subsidiary companies. Further, there was corporate guarantee issued by its certain subsidiary Companies. The loan was repayable in 16
equal quarterly installments after moratorium period of two years from date of first disbursement altough the entire loan has been repaid during the current year. The rate
of interest was 9.55% p.a. (Axis Bank's six month MCLR plus spread). The outstanding balance as at 31 March 2021 is ` Nil (31 March 2020: ` 3,485.69 lakhs).

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F - 288
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

31 March 2021 31 March 2020


(` in lakhs) (` in lakhs)

B Borrowings - current
Secured loans
Debentures*
Non-convertible debentures (redeemable) (refer note (i) below) 5,000.00 -
Unsecured loans
Commercial paper (refer note a below) - -
Loans from related parties (refer note b below and 40) 12,907.45 11,973.45
17,907.45 11,973.45
i Repayment terms and security details for non-convertible debentures:
Particulars Security Maturity date 31 March 2021 31 March 2020
(` in lakhs) (` in lakhs)
500 Redeemable non-convertible debentures Secured by mortgage on immovable properties 12 Nov 2021 5,000.00 -
issued on 12 Nov 2020 for ` 5,000.00 lakhs @ situated at Panvel held and owned by a
10.50% of face value ` 1,000,000 each subsidiary company.

*Non-convertible debentures are listed on Wholesale Debt Market (WDM) segment of BSE Limited.
a. Maximum balance outstanding during the year is ` 8,000.00 lakhs (31 March 2020: ` 96,500.00 lakhs).
b. Carrying interest rate of 9.50% per annum as at 31 March 2021 (31 March 2020: 9.50% per annum).

Note - 22
A Lease liabilities - non-current
Lease liabilities (refer note 42) - 859.88
- 859.88

B Lease liabilities - current


Lease liabilities (refer note 42) 10.19 769.71
10.19 769.71

Note - 23
A Provisions - non-current
Provision for employee benefits:
Gratuity (refer note 43) 27.03 17.65
Compensated absences (refer note 43) 16.97 6.35
44.00 24.00

B Provisions - current
Provision for employee benefits:
Gratuity (refer note 43) 0.70 2.52
Compensated absences (refer note 43) 0.30 0.12
1.00 2.64

Note - 24
Other financial liabilities - current
Current maturities of non-current borrowings
Non-convertible debentures (redeemable) 11,981.22 51,741.34
Term loans - 118,032.51
Interest accrued on non-convertible debentures and term loans from banks 1,756.13 2,552.92
Unpaid dividend on equity shares* 9.42 38.74
Retention money payable - 5.28
Payable for investment** - 5,109.00
Expenses payable - 2,300.78
13,746.77 179,780.57
*Not due for credit to 'Investor Education and Protection Fund'
**This is payable against purchase of an investment

Note - 25
Other current liabilities
Payable to statutory authorities 9.21 202.94
9.21 202.94

Note - 26
Current tax liabilities (net)
Provision for income tax - 446.85
- 446.85

F - 289
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

31 March 2021 31 March 2020


(` in lakhs) (` in lakhs)
Note - 27
Revenue from operations
Revenue on account of settlement of existing project (refer note 48) - 13,707.00
Revenue from real estate properties advisory and management services - 1,170.83
Other operating income
Net gain on settlement through merger scheme and fair value impact of assets held for sale - 21,406.90
(refer note 47)
Profit on sale of investments in subsidiary 596.41 -
596.41 36,284.73

Note - 28
Other income
Interest income on
Inter-corporate loans given to:
Subsidiaries (refer note 40) - 18,587.92
Joint ventures (refer note 40) - 287.55
Others 60.94 314.54
Debentures (refer note 40) 0.04 3,901.23
Bank deposits 1,007.73 1,286.91
Amortised cost financial assets 73.12 481.65
Others 890.42 1,299.31
Profit on sale of investments (net)# 168.79 668.59
Profit on sale of property, plant and equipment (net) - 0.77
Modification gain on de-recognition of lease contracts 172.14 13.73
Business support income 14.86 69.93
Income on fair valuation of financial assets - 0.08
Excess provision/liabilities written back 1,733.88 294.63
Foreien Excahnge - gain (net) 0.07 -
Miscellaneous income - 10.03
4,121.99 27,216.87
# Profit recognised on sale of investments in mutual funds

Note - 29
Cost of revenue
Decrease/(increase) in real estate properties
Opening stock 90.19 7,132.76
Closing stock (90.19) (90.19)
- 7,042.57

Note - 30
Employee benefits expense
Salaries and wages 218.57 147.76
Contribution to provident fund and other funds 8.40 1.94
Staff welfare expenses 1.08 4.52
Share based payment expense (refer note 44) 16.60 54.08
244.65 208.30

Note - 31
Finance costs
Interest expense
On borrowings- related party (refer note 40 ) 1,186.24 1,058.74
On borrowings- others 14,741.17 28,761.32
On income tax 0.41 1.16
Interest on lease liabilities 56.48 217.03
Other borrowing costs 21.59 122.00
16,005.89 30,160.25

Note - 32
Depreciation and amortisation expense
Depreciation on property, plant and equipment 48.29 65.72
Depreciation on right of use asset 340.14 893.38
Amortisation of intangible assets - 1.66
388.43 960.76

F - 290
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

31 March 2021 31 March 2020


(` in lakhs) (` in lakhs)

Note - 33
A. Impairment losses on financial assets
Impairment in value of loans (net) - 4,821.05
Loans written off - 10,131.36
- 14,952.41

B. Other expenses
Advertisement expenses 3.11 32.33
Auditor's remuneration
Audit fees 50.06 136.00
Certification and other services 2.00 25.00
Out of pocket expenses - 4.38
Business support expenses - 53.17
Communication expenses 7.43 48.93
Director sitting fees 31.00 24.00
Insurance expenses 12.20 47.73
Legal and professional charges 361.50 460.87
Membership and subscription charges 9.99 12.70
Loss on Property, plant and equipment written off 0.49 -
Power and fuel expenses 10.36 46.22
Printing and stationery 13.76 38.16
Rates and taxes 973.49 60.37
Rent expenses - 0.28
Repairs and maintenance
Vehicles 0.74 14.22
Buildings 27.51 112.69
Others 37.72 63.64
Brokerage and marketing expenses 4.51 8.73
Travelling and conveyance expenses 10.02 41.69
Loss on sale of investments in subsidiaries and joint ventures (net) - 8,136.86
Mark to market loss on forward contracts (net) - 2,423.31
Indemnity charges 320.00 1,654.12
Impairment in other current assets$ - 875.00
Impairment in value of investments (net) 115.00 849.03
Miscellaneous expenses 14.98 61.11
2,005.87 15,230.54
$ This provision recongnised for non-recoverable/adjustable gooods and serivces tax input credit.

Note - 34
Tax expenses
Current tax reversal - earlier years - (44.02)
Deferred tax charge 36.14 3,526.41
Income tax expense reported in the statement of profit or loss 36.14 3,482.39

The major components of the reconciliation of expected tax expense based on the domestic effective tax rate of the Company at 25.168% and the
reported tax expense in the statement of profit or loss are as follows:

Reconciliation of tax expense and the accounting profit multiplied by India's tax rate
Accounting (loss)/profit before tax from continuing operations (13,926.44) (5,053.23)
Accounting profit before income tax (13,926.44) (5,053.23)
At statutory income tax rate of 25.168% (31 March 2020: 25.168%) (3,505.01) (1,271.80)
Tax effect of amounts which are not deductible (taxable) in calculating taxable income:
Tax impact of exempted income - (5,817.27)
Tax impact of expenses which will never be allowed 0.23 417.26
Tax impact of unrecognised deferred tax on temporary difference - 3,561.82
Tax impact on indexation benefits under Income Tax Act, 1961 (246.74) (32,747.73)
Tax impact of unrecognised deferred tax on capital losses 96.64 37,009.12
Tax impact of unrecognised deferred tax on unabsorbed losses 3,897.64 408.73
Reversal of minimum alternate credit entitlement - 2,262.65
Others (206.62) (340.39)
Income tax expense 36.14 3,482.39

F - 291
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

31 March 2021 31 March 2020


(` in lakhs) (` in lakhs)
Note - 35
Earnings per share (EPS)
Earnings per Share ('EPS') is determined based on the net profit attributable to the shareholders' of the Company. Basic earnings per share is
computed using the weighted average number of shares outstanding during the year. Diluted earnings per share is computed using the weighted
average number potential equity shares outstanding during the year including share options, except where the result would be anti-dilutive. Weighted
average number of equity shares includes impact of buy back of equity shares during the year.

The following reflects the income and share data used in the basic and diluted EPS computations:
31 March 2021 31 March 2020
Loss attributable to equity holders (` in lakhs) (13,962.58) (8,535.62)

Nominal value of equity share (`) 2.00 2.00


Total number of equity shares outstanding at the beginning of the year 454,663,876 450,680,289
Total number of equity shares outstanding at the end of the year 451,538,712 454,663,876
Weighted average number of equity shares for basic earning per share 452,024,375 453,834,397
Add: Share based options* - -
Weighted average number of equity shares adjusted for diluted earning per share 452,024,375 453,834,397

Earnings per equity share of (face value ` 2 each)


Basic (`) (3.09) (1.88)
Diluted (`) (3.09) (1.88)

*Potential equity shares are anti-dilutive in nature, hence they have not been considered for calculating weighted average number of equity shares used
to compute diluted earnings per share.

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F - 292
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Note - 36
Fair value measurements
(i) Fair value hierarchy
Financial assets and financial liabilities measured at fair value in the financial statements are grouped into three Levels of a fair value hierarchy. The three Levels are
defined based on the observability of significant inputs to the measurement, as follows:

Level 1: quoted prices (unadjusted) in active markets for financial instruments.


Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly
Level 3: unobservable inputs for the asset or liability.

(ii) Financial assets measured at fair value (` in lakhs)


31 March 2021 Level 1 Level 2 Level 3 Total
Financial instruments at FVTPL
Mutual funds - - - -
Financial instruments at FVOCI
Quoted equity instruments 5,585.78 - - 5,585.78
Total financial assets 5,585.78 - - 5,585.78

Financial assets measured at fair value (` in lakhs)


31 March 2020 Level 1 Level 2 Level 3 Total
Financial instruments at FVTPL
Mutual funds 1.12 - - 1.12
Financial instruments at FVOCI
Quoted equity instruments 2,957.17 - - 2,957.17
Total financial assets 2,958.29 - - 2,958.29

(iii) Valuation process and technique used to determine fair value


Specific valuation techniques used to value financial instruments include -
(i) Traded (market) price basis recognised stock exchange for equity shares.
(ii) Use of net asset value for mutual funds on the basis of the statement received from investee party.

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F - 293
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Note - 37
Financial risk management
i) Financial instruments by category
(` in lakhs)
31 March 2021 31 March 2020
Particulars FVTPL* FVOCI# Amortised cost FVTPL* FVOCI# Amortised cost
Financial assets
Investments
Equity instruments - 5,585.78 - - 2,957.17 -
Bonds - - 6,282.58 - - 6,282.66
Mutual funds - - - 1.12 - -
Trade receivables - - - - - -
Cash and cash equivalents - - 645.70 - - 1,480.71
Other bank balances - - 5,402.91 - - 24,147.88
Loans - - 283,306.04 - - 445,510.84
Security deposits - - 21.87 - - 1,149.22
Other financial assets - - 604.95 - - 5,049.01
Total financial assets - 5,585.78 296,264.05 1.12 2,957.17 483,620.32

(` in lakhs)
31 March 2021 31 March 2020
Particulars FVTPL FVOCI Amortised cost FVTPL FVOCI Amortised cost
Financial liabilities
Borrowings - - 52,247.99 - - 227,948.80
Lease liabilities - - 10.19 - - 1,629.59
Other financial liabilities - - 1,765.55 - - 10,006.72
Total financial liabilities - - 54,023.73 - - 239,585.11

Investment in subsidiaries are measured at cost as per Ind AS 27, 'Separate financial statements'.
* These financial assets are mandatorily measured at fair value.
# These financial assets represents investment in equity instruments designated as such upon initial recognition.

ii) Fair value of instruments measured at amortised cost


(` in lakhs)
31 March 2021 31 March 2020
Particulars Level
Carrying value Fair value Carrying value Fair value
Financial assets
Investments (bonds) Level 3 6,282.58 6,282.58 6,282.66 6,282.66
Loans Level 3 1.87 1.87 1,129.22 1,129.22
Other financial assets Level 3 603.45 603.45 5,048.00 5,048.00
Total financial assets 6,887.90 6,887.90 12,459.88 12,459.88
Financial liabilities
Borrowings* Level 3 22,359.32 22,359.32 46,201.50 46,201.50
Total financial liabilities 22,359.32 22,359.32 46,201.50 46,201.50

The above disclosures is presented for non-current financial assets and non-current financial liabilities. Carrying value of current financial assets and current financial
liabilities (investments, trade receivables, cash and cash equivalents, other bank balances, loans, other financial assets, borrowings, lease liabilities and other current financial
liabilities) represents the best estimate of fair value.
*A part of the non-convertible redeemable debentures issued by the Company are listed on stock exchange and there is no comparable instrument having the similar terms
and conditions with related security being pledged and hence the carrying value of the debentures represents the best estimate of fair value.

iii) Risk Management


The Company’s activities expose it to market risk, liquidity risk and credit risk. The Company's board of directors has overall responsibility for the establishment and
oversight of the Company's risk management framework. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the
related impact in the financial statements.

(A) Credit risk


Credit risk is the risk that a counterparty fails to discharge its obligation to the Company. The Company's exposure to credit risk is influenced mainly by cash and cash
equivalents, trade receivables and financial assets measured at amortised cost. The Company continuously monitors defaults of customers and other counterparties and
incorporates this information into its credit risk controls.

a) Credit risk management


i) Credit risk rating
The Company assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of
financial assets.
A: Low credit risk
B: Moderate credit risk
C: High credit risk

Asset group Basis of categorisation Provision for expenses credit loss


A: Low credit risk Investments, trade receivables, cash and cash 12 month expected credit loss/Life time expected credit
equivalents, other bank balances, loans and other loss
financial assets
C: High credit risk Trade receivables and loans Life time expected credit loss/fully provided for

F - 294
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

Based on business environment in which the Company operates, a default on a financial asset is considered when the counter party fails to make payments within the agreed
time period as per contract. Loss rates reflecting defaults are based on actual credit loss experience and considering differences between current and historical economic
conditions.
Assets are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or a litigation decided against the Company. The Company
continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognised in statement of profit and loss.

Assets under credit risk – (` in lakhs)


Credit rating Particulars 31 March 2021 31 March 2020
A: Low credit risk Investments, trade receivables, cash and cash equivalents, other bank 301,351.97 488,708.24
balances, loans and other financial assets
C: High credit risk Trade receivables and loans 5,087.92 5,087.92

ii) Concentration of financial assets


The Company's principal business activities are real estate project advisory, construction and development of real estate properties and all other related activities. The
Company's outstanding receivables are for real estate project advisory business. Loans and other financial assets majorly represents loans to subsidiaries and deposits given
for business purposes.

b) Credit risk exposure


Provision for expected credit losses
The Company provides for 12 month expected credit losses for following financial assets –

As at 31 March 2021 (` in lakhs)


Particulars Estimated gross Expected credit Carrying amount net of impairment
carrying amount at default losses provision
Investments 6,282.58 - 6,282.58
Trade receivables 33.04 33.04 -
Cash and cash equivalents 645.70 - 645.70
Other bank balances 5,402.91 - 5,402.91
Loans 288,360.92 5,054.88 283,306.04
Security deposit 21.87 - 21.87
Other financial assets 604.95 - 604.95

As at 31 March 2020 (` in lakhs)


Particulars Estimated gross Expected credit Carrying amount net of impairment
carrying amount at default losses provision
Investments 6,282.66 - 6,282.66
Trade receivables 33.04 33.04 -
Cash and cash equivalents 1,480.71 - 1,480.71
Other bank balances 24,147.88 - 24,147.88
Loans 450,565.72 5,054.88 445,510.84
Security deposit 1,149.22 - 1,149.22
Other financial assets 5,049.01 - 5,049.01

Expected credit loss for trade receivables under simplified approach


The Company's outstanding trade receivables are less than six months old and the Company expects that money will be received in due course.

Reconciliation of loss provision (` in lakhs)


Trade
Reconciliation of loss allowance Loans
receivables
Loss allowance on 31 March 2019 33.04 233.83
Impairment loss recognised during the year - 4,821.05
Loss allowance on 31 March 2020 33.04 5,054.88
Impairment loss recognised during the year - -
Loss allowance on 31 March 2021 33.04 5,054.88

(B) Liquidity risk


Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or
another financial asset. The Company's approach to managing liquidity is to ensure as far as possible, that it will have sufficient liquidity to meet its liabilities when they are
due.
Management monitors rolling forecasts of the Company’s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into
account the liquidity of the market in which the entity operates.

Maturities of financial liabilities


The tables below analyse the Company’s financial liabilities into relevant maturity groupings based on their contractual maturities.
(` in lakhs)
31 March 2021 Less than 1 year 1-2 years 2-3 years More than 3 Total
years
Non-derivatives
Borrowings 17,907.45 34,500.00 - - 52,407.45
Lease liabilities 10.19 - - - 10.19
Other financial liabilities 1,765.55 - - - 1,765.55
Total 19,683.19 34,500.00 - - 54,183.19

F - 295
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2021

(` in lakhs)
31 March 2020 Less than 1 year 1-2 years 2-3 years More than 3 Total
years
Non-derivatives
Borrowings 182,773.45 24,000.00 22,500.00 - 229,273.45
Lease liabilities 816.68 834.85 187.44 - 1,838.97
Other financial liabilities 10,006.72 - - - 10,006.72
Total 193,596.85 24,834.85 22,687.44 - 241,119.14

(C) Market risk


(i) Interest rate risk
The Company’s fixed rate borrowings are not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate
because of a change in market interest rates.

The Company’s variable rate borrowing is subject to interest rate. Below is the overall exposure of the borrowing: (` in lakhs)
Particulars 31 March 2021 31 March 2020
Variable rate borrowing 12,907.45 130,005.96
Fixed rate borrowing 39,340.54 97,942.84
Total borrowings 52,247.99 227,948.80

Sensitivity
Profit or loss is sensitive to higher/lower interest expense from variable rate borrowings as a result of changes in interest rates. (` in lakhs)
Particulars 31 March 2021 31 March 2020
Interest rates – increase by 1% (31 March 2020: 1%) 129.07 1,300.06
Interest rates – decrease by 1% (31 March 2010: 1%) (129.07) (1,300.06)

(ii) Price risk


The Company’s exposure price risk arises from investments held and classified in the balance sheet either as fair value through other comprehensive income or at fair value
through profit or loss. To manage the price risk arising from investments in equity securities, the Company diversifies its portfolio of assets.

Sensitivity
Profit or loss and equity is sensitive to higher/lower prices of instruments on the Company’s profit for the periods - (` in lakhs)
Particulars 31 March 2021 31 March 2020
Price sensitivity
Price increase by (10%) - FVOCI instrument 558.58 295.72
Price decrease by (10%) - FVOCI instrument (558.58) (295.72)
Price increase by (2%) - FVTPL instrument - 0.02
Price decrease by (2%) - FVTPL instrument - (0.02)

(iii) Foreign exchange risk


The Company does not have any foreign exchange risk arising from derivative contracts.

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F - 296
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Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2021

Note – 38
Capital management

The Company’s objectives when managing capital are:


 To ensure Company’s ability to continue as a going concern, and
 To provide adequate return to shareholders

Management assesses the capital requirements in order to maintain an efficient overall financing structure. The Company manages the capital structure and makes adjustments to it in the light of
changes in economic conditions and the risk characteristics of the underlying assets. The Company manages its capital requirements by overseeing the following ratios –

Debt equity ratio (` in lakhs)


31 March 2021 31 March 2020
Net debt * 45,599.38 197,271.09
Total equity 632,200.31 644,936.78
Net debt to equity ratio 0.07 0.31

* Net debt includes non-current borrowings plus current borrowings plus current maturities of non-current borrowings less cash and cash equivalents (including bank deposits and other liquid
securities).

Debt service coverage ratio (` in lakhs)


31 March 2021 31 March 2020
Earnings before interest and tax 2,000.97 24,766.83
Interest expense for the year + Principal repayments of non-current borrowings during the year 198,727.41 119,928.43
Debt service coverage ratio 0.01 0.21

The Company does not have any undrawn borrowing facilities.

Note – 39
Information about subsidiaries and joint ventures
The information about subsidiaries of the Company is as follows. The below table includes the information about step down subsidiaries .

Proportion of Proportion of
Country of ownership interest as ownership interest as
Name of subsidiary
incorporation at at
31 March 2021 31 March 2020
Aedos Real Estate Company Limited India 100.00% 100.00%
Airmid Developers Limited India 100.00% 100.00%
Airmid Properties Limited India 100.00% 100.00%
Airmid Real Estate Limited India 100.00% 100.00%
Albasta Constructions Limited India 100.00% 100.00%
Albasta Developers Limited India 100.00% 100.00%
Albasta Infrastructure Limited India 100.00% 100.00%
Albasta Properties Limited India 100.00% 100.00%
Albasta Real Estate Limited India 100.00% 100.00%
Albina Properties Limited India 100.00% 100.00%
Albina Real Estate Limited India 100.00% 100.00%
Amadis Land Development Limited India 100.00% 100.00%
Angina Properties Limited India 100.00% 100.00%
Angles Constructions Limited India 100.00% 100.00%
Apesh Constructions Limited India 100.00% 100.00%
Apesh Properties Limited India 100.00% 100.00%
Apesh Real Estate Limited India 100.00% 100.00%
Ashkit Constructions Limited India 100.00% 100.00%
Athena Builders and Developers Limited India 100.00% 100.00%
Athena Buildwell Limited India 100.00% 100.00%
Athena Infrastructure Limited India 100.00% 100.00%
Athena Land Development Limited India 100.00% 100.00%
Aurora Builders and Developers Limited India 100.00% 100.00%
Bridget Builders and Developers Limited India 100.00% 100.00%
Catherine Builders and Developers Limited India 100.00% 100.00%
Ceres Constructions Limited India 100.00% 100.00%
Ceres Estate Limited India 100.00% 100.00%
Ceres Infrastructure Limited India 100.00% 100.00%
Ceres Land Development Limited India 100.00% 100.00%
Ceres Properties Limited India 100.00% 100.00%
Chloris Real Estate Limited India 100.00% 100.00%
Citra Developers Limited India 100.00% 100.00%
Citra Properties Limited India 100.00% 100.00%
Cobitis Buildwell Limited India 100.00% 100.00%
Cobitis Real Estate Limited India 100.00% 100.00%
Corus Real Estate Limited India 100.00% 100.00%
Devona Developers Limited India 100.00% 100.00%
Devona Infrastructure Limited India 100.00% 100.00%
Devona Properties Limited India 100.00% 100.00%
Diana Infrastructure Limited India 100.00% 100.00%
Diana Land Development Limited India 100.00% 100.00%
Edesia Constructions Limited India 100.00% 100.00%

F - 297
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Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2021

Proportion of Proportion of
Country of ownership interest as ownership interest as
Name of subsidiary
incorporation at at
31 March 2021 31 March 2020
Edesia Developers Limited India 100.00% 100.00%
Edesia Infrastructure Limited India 100.00% 100.00%
Elena Constructions Limited India 100.00% 100.00%
Elena Properties Limited India 100.00% 100.00%
Fama Builders and Developers Limited India 100.00% 100.00%
Fama Construction Limited India 100.00% 100.00%
Fama Estate Limited India 100.00% 100.00%
Fama Infrastructure Limited India 100.00% 100.00%
Fama Land Development Limited India 100.00% 100.00%
Fama Properties Limited India 100.00% 100.00%
Flora Land Development Limited India 100.00% 100.00%
Fornax Constructions Limited India 100.00% 100.00%
Fornax Real Estate Limited India 100.00% 100.00%
Galium Builders And Developers Limited India 100.00% 100.00%
Hecate Power and Land Development Limited India 100.00% 100.00%
Hermes Builders and Developers Limited India 100.00% 100.00%
Hermes Properties Limited India 100.00% 100.00%
IB Assets Limited India 100.00% 100.00%
IB Holdings Limited India 100.00% 100.00%
Indiabulls Buildcon Limited India 100.00% 100.00%
Indiabulls Commercial Assets Limited India 100.00% 100.00%
Indiabulls Commercial Estate Limited India 100.00% 100.00%
Indiabulls Commercial Properties Limited India 100.00% 100.00%
Indiabulls Commercial Properties Management Limited India 100.00% 100.00%
Indiabulls Communication Infrastructure Limited India 100.00% 100.00%
Indiabulls Constructions Limited India 100.00% 100.00%
Indiabulls Engineering Limited India 100.00% 100.00%
Indiabulls Estate Limited India 100.00% 100.00%
Indiabulls Hotel Properties Limited India 100.00% 100.00%
Indiabulls Housing and Constructions Limited India 100.00% 100.00%
Indiabulls Housing and Land Development Limited India 100.00% 100.00%
Indiabulls Housing Developers Limited India 100.00% 100.00%
Indiabulls Industrial Infrastructure Limited India 89.01% 89.01%
Indiabulls Infraestate Limited India 100.00% 100.00%
Indiabulls Infrastructure Projects Limited India 100.00% 100.00%
Indiabulls Infratech Limited India 100.00% 100.00%
Indiabulls Land Holdings Limited India 100.00% 100.00%
Indiabulls Lands Limited India 100.00% 100.00%
Indiabulls Multiplex Services Limited India 100.00% 100.00%
Indiabulls Natural Resources Limited India 100.00% 100.00%
Indiabulls Projects Limited India 100.00% 100.00%
Indiabulls Real Estate Builders Limited India 100.00% 100.00%
Indiabulls Real Estate Developers Limited India 100.00% 100.00%
Indiabulls Realty Company Limited India 100.00% 100.00%
Indiabulls Software Parks Limited India 100.00% 100.00%
Ivonne Infrastructure Limited India 100.00% 100.00%
Juventus Constructions Limited India 100.00% 100.00%
Juventus Estate Limited India 100.00% 100.00%
Juventus Infrastructure Limited India 100.00% 100.00%
Juventus Land Development Limited India 100.00% 100.00%
Juventus Properties Limited India 100.00% 100.00%
Kailash Buildwell Limited India 100.00% 100.00%
Kaltha Developers Limited India 100.00% 100.00%
Karakoram Buildwell Limited India 100.00% 100.00%
Karakoram Properties Limited India 100.00% 100.00%
Kenneth Builders and Developers Limited India 100.00% 100.00%
Lakisha Infrastructure Limited India 100.00% 100.00%
Lavone Builders And Developers Limited India 100.00% 100.00%
Lenus Constructions Limited India 100.00% 100.00%
Lenus Infrastructure Limited India 100.00% 100.00%
Lenus Properties Limited India 100.00% 100.00%
Linnet Constructions Limited India 100.00% 100.00%
Linnet Developers Limited India 100.00% 100.00%
Linnet Infrastructure Limited India 100.00% 100.00%
Linnet Properties Limited India 100.00% 100.00%
Linnet Real Estate Limited India 100.00% 100.00%
Loon Infrastructure Limited India 100.00% 100.00%

F - 298
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Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2021

Proportion of Proportion of
Country of ownership interest as ownership interest as
Name of subsidiary
incorporation at at
31 March 2021 31 March 2020
Lorena Builders Limited India 100.00% 100.00%
Lorena Constructions Limited India 100.00% 100.00%
Lorena Developers Limited India 100.00% 100.00%
Lorena Infrastructure Limited India 100.00% 100.00%
Lorena Real Estate Limited India 100.00% 100.00%
Lorita Developers Limited India 100.00% 100.00%
Lucina Builders and Developers Limited India 100.00% 100.00%
Lucina Buildwell Limited India 100.00% 100.00%
Lucina Constructions Limited India 100.00% 100.00%
Lucina Estate Limited India 100.00% 100.00%
Lucina Land Development Limited India 100.00% 100.00%
Lucina Properties Limited India 100.00% 100.00%
Mabon Constructions Limited India 100.00% 100.00%

Mabon Infrastructure Limited India 100.00% 100.00%


Mabon Properties Limited India 100.00% 100.00%
Majesta Builders Limited India 100.00% 100.00%
Majesta Constructions Limited India 100.00% 100.00%
Majesta Developers Limited India 100.00% 100.00%
Majesta Infrastructure Limited India 100.00% 100.00%
Majesta Properties Limited India 100.00% 100.00%
Makala Infrastructure Limited India 100.00% 100.00%
Manjola Infrastructure Limited India 100.00% 100.00%
Manjola Real Estate Limited India 100.00% 100.00%
Mariana Constructions Limited India 100.00% 100.00%
Mariana Developers Limited India 100.00% 100.00%
Mariana Properties Limited India 100.00% 100.00%
Mariana Real Estate Limited India 100.00% 100.00%
Milkyway Buildcon Limited India 100.00% 100.00%
Nerissa Constructions Limited India 100.00% 100.00%
Nerissa Developers Limited India 100.00% 100.00%
Nerissa Infrastructure Limited India 100.00% 100.00%
Nerissa Properties Limited India 100.00% 100.00%
Nerissa Real Estate Limited India 100.00% 100.00%
Nilgiri Buildwell Limited India 100.00% 100.00%
Nilgiri Infraestate Limited India 100.00% 100.00%
Nilgiri Infrastructure Development Limited India 100.00% 100.00%
Nilgiri Infrastructure Limited India 100.00% 100.00%
Nilgiri Infrastructure Projects Limited India 100.00% 100.00%
Nilgiri Land Development Limited India 100.00% 100.00%
Nilgiri Land Holdings Limited India 100.00% 100.00%
Nilgiri Lands Limited India 100.00% 100.00%
Nilgiri Resources Limited India 100.00% 100.00%
Noble Realtors Limited India 100.00% 100.00%
Paidia Infrastructure Limited India 100.00% 100.00%
Parmida Constructions Limited India 100.00% 100.00%
Parmida Developers Limited India 100.00% 100.00%
Parmida Properties Limited India 100.00% 100.00%
Platane Infrastructure Limited India 100.00% 100.00%
Selene Builders and Developers Limited India 100.00% 100.00%
Selene Buildwell Limited India 100.00% 100.00%
Selene Constructions Limited India 100.00% 100.00%
Selene Infrastructure Limited India 100.00% 100.00%
Selene Land Development Limited India 100.00% 100.00%
Selene Properties Limited India 100.00% 100.00%
Sentia Constructions Limited India 100.00% 100.00%
Sentia Developers Limited India 100.00% 100.00%
Sentia Infrastructure Limited India 100.00% 100.00%
Sentia Real Estate Limited India 100.00% 100.00%
Sepset Developers Limited India 100.00% 100.00%
Sepset Real Estate Limited India 100.00% 100.00%
Serida Infrastructure Limited India 100.00% 100.00%
Serida Properties Limited India 100.00% 100.00%
Serpentes Constructions Limited India 100.00% 100.00%
Shivalik Properties Limited India 100.00% 100.00%
Sophia Constructions Limited India 100.00% 100.00%
Sophia Real Estate Limited India 100.00% 100.00%
Sylvanus Properties Limited India 100.00% 100.00%

F - 299
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2021

Proportion of Proportion of
Country of ownership interest as ownership interest as
Name of subsidiary
incorporation at at
31 March 2021 31 March 2020
Tapir Constructions Limited India 100.00% 100.00%
Tapir Land Development Limited India 100.00% 100.00%
Tefia Land Development Limited India 100.00% 100.00%
Triton Buildwell Limited India 100.00% 100.00%
Triton Estate Limited India 100.00% 100.00%
Triton Infrastructure Limited India 100.00% 100.00%
Triton Properties Limited India 100.00% 100.00%
Varali Constructions Limited India 100.00% 100.00%
Varali Developers Limited India 100.00% 100.00%
Varali Infrastructure Limited India 100.00% 100.00%
Varali Properties Limited India 100.00% 100.00%
Varali Real Estate Limited India 100.00% 100.00%
Vindhyachal Buildwell Limited India 100.00% 100.00%
Vindhyachal Developers Limited India 100.00% 100.00%
Vindhyachal Infrastructure Limited India 100.00% 100.00%
Vindhyachal Land Development Limited India 100.00% 100.00%
Vonnie Real Estate Limited India 100.00% 100.00%
Zeus Builders And Developers Limited India 100.00% 100.00%
Zeus Buildwell Limited India 100.00% 100.00%
Zeus Estate Limited India 100.00% 100.00%
Zeus Properties Limited India 100.00% 100.00%
Arianca Limited Cyprus 100.00% 100.00%
Ariston Investments Limited Mauritius 100.00% 100.00%
Ariston Investments Sub C Limited Mauritius 100.00% 100.00%
Brenformexa Limited Cyprus 100.00% 100.00%
Dev Property Development Limited Isle of Man 100.00% 100.00%
Foundvest Limited Cyprus 100.00% 100.00%
Grand Limited Jersey 100.00% 100.00%
Grapene Limited Cyprus 100.00% 100.00%
Indiabulls Properties Investment Trust Singapore 100.00% 100.00%
Indiabulls Property Management Trustee Pte. Limited. Singapore 100.00% 100.00%
M Holdco 1 Limited Mauritius 100.00% 100.00%
M Holdco 2 Limited Mauritius 100.00% 100.00%
M Holdco 3 Limited Mauritius 100.00% 100.00%
Navilith Holdings Limited Cyprus 100.00% 100.00%
Shoxell Holdings Limited Cyprus 100.00% 100.00%

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F - 300
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2021

Note – 40
Related party transactions

Subsidiaries
Details in reference to subsidiaries are presented in Note 39.
Joint Ventures
One Qube Realtors Limited (Formerly Ashkit Properties Limited)(from 28 December 2018 till 25 September 2019)
Concepts International India Private Limited (from 28 December 2018 till 25 September 2019)
Indiabulls Properties Private Limited (from 29 March 2018 till 25 September 2019)
One International Centre Private Limited (Formely known as Indiabulls Real Estate Company Private Limited)(from 29 March 2018 till 25 September 2019)
Indiabulls Realty Developers Limited (from 29 March 2018 till 25 September 2019)
Yashita Buildcon Limited (from 28 December 2018 till 25 September 2019)
Key management personnel
Mr. Mehul Johnson (Joint Managing Director) from 31 December 2020
Mr. Vishal Gaurishankar Damani (Joint Managing Director) till date 31 December 2020
Mr. Gurbans Singh (Joint Managing Director)

The transaction with key management personnel are listed below: (` in lakhs)
Nature of transactions 31 March 2021 31 March 2020
Managerial remuneration
Share based payment
Mr. Vishal Gaurishankar Damani - 17.78
Mr. Gurbans Singh - 10.66

(i) Statement of transactions with related parties (` in lakhs)


31 March 2021 31 March 2020
Particulars Subsidiary Subsidiary
Companies Companies
Investment in equity shares (including share based options for employees of subsidiaries amounting to ` Nil (31 March 2020: ` 17.93 lakhs )) - 47,517.93

Sale of equity shares - 162,102.74


Buyback of equity shares 7,591.76 84,959.49
Inter-corporate loans and advances given* 565,444.79 587,072.15
Inter-corporate loans and advances taken* 71,521.24 128,462.45
Interest income on debentures - 3,901.19
Interest income on inter corporate loan - 18,587.92
Business support income - 69.93
Business support expenses - 53.17
Interest expenses 1,186.24 1,058.74
Reimbursement of expenses - 20.96
Corporate guarantees given/(settled) 567.35 (131,572.27)
*Maximum balance outstanding at any time during the year.
(` in lakhs)
31 March 2021 31 March 2020
Particulars
Joint venture Joint venture
Income from administration, legal and management fees and marketing commission - 1,170.83
Interest income - 287.55
Depreciation on right of use asset - 326.83
Interest on lease liabilities - 98.95
Maintenance expenses - 47.85
Electricity expenses - 23.35
Inter-corporate loans and advances given* - 14,868.33
Corporate guarantees settled - (503,362.13)
*Maximum balance outstanding at any time during the year.

(ii) Statement of balances outstanding: (` in lakhs)


31 March 2021 31 March 2020
Particulars Subsidiary Subsidiary
Companies Companies
Inter-corporate loans given (including impairment of ` 5,054.88 lakhs (31 March 2020: ` 5,054.88 lakhs)) 287,933.27 449,357.48
Inter-corporate loans and advances taken 12,907.45 11,973.45
Non-current investment* (including impairment of ` 4,651.15 lakhs (31 March 2020: ` 4,536.15 lakhs)) 367,438.10 374,565.06
Corporate guarantee 68,491.27 61,923.92
*For details refer note 8.

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F - 301
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2021

(iii) Disclosures in respect of transactions with identified related parties are given only for such period during which such relationships existed.

Information related to material related party transactions: (` in lakhs)


31 March 2021 31 March 2020
Particulars Subsidiary Subsidiary
Companies Companies
Investment in equity shares
Century Limited# - 47,500.00
Sale of equity shares
Brenformexa Limited - 162,102.74
Buyback of equity shares
Dev Property Development Limited - 84,959.49
Shoxell Holding Limited 7,591.76 -
Interest income on inter corporate loan
Indiabulls Constructions Limited - 5,922.58
Tapir Constructions Limited - 3,577.33
Juventus Estate Limited - 1,185.86
Sylvanus Properties Limited - 6,424.24
Makala Infrastructure Limited - 637.35
Nerissa Infrastructure Limited - 837.93
Mariana Infrastructure Limited - 2.63
Interest income on Debentures
Indiabulls Infraestate Limited - 3,901.19
Business support income
Indiabulls Estate Limited - 7.97
Sentia Infrastructure Limited - 7.97
Apesh Constructions Limited - 7.97
Aurora Builders And Developers Limited - 3.52
Indiabulls Communication Infrastructure Limited - 3.27
Indiabulls Hotel Properties Limited - 3.21
Indiabulls Housing and Constructions Limited - 3.31
Indiabulls Housing and Land Development Limited - 3.29
Indiabulls Housing Developers Limited - 3.61
Indiabulls Natural Resources Limited - 3.22
Indiabulls Real Estate Builders Limited - 3.54
Indiabulls Real Estate Developers Limited - 3.55
Indiabulls Software Parks Limited - 3.44
Lakisha Infrastructure Limited - 3.61
Loon Infrastructure Limited - 4.05
Manjola Real Estate Limited - 3.08
Selene Builders And Developers Limited - 0.63
Triton Estate Limited - 0.68
Business support expenses
Indiabulls Construction Limited - 53.17
Interest expenses
Indiabulls Industrial Infrastructure Limited 1,138.37 1,058.74
Makala Infrastructure Limited 9.42 -
Corus Real Estate Limited 15.91 -
Chloris Real Estate Limited 15.27 -
Nerissa Infrastructure Limited 7.27 -
Reimbursement of expenses
Indiabulls Infraestate Limited - 20.96
Corporate guarantees (settled)/given
Airmid Developers Limited (405.16) -
Citra Properties Limited 14,929.77 (273.70)
Tapir Constructions Limited 25,600.00 -
Eros Limited# - (66,437.44)
Indiabulls Constructions Limited - (4,628.74)
Indiabulls Infraestate Limited (34,209.00) 33,888.63
Indiabulls Estate Limited (389.72) -
Juventus Estate Limited (330.71) (88.63)
Lucina Land Development Limited (1,544.08) (20,500.00)
Mariana Infrastructure Limited - (4,257.50)
Sylvanus Properties Limited (10.00) (8,333.00)
Titan Limited# - (60,955.95)
Sophia Real Estate Limited (1,209.44) -
Athena Infrastructure Limited (712.10) 188.74
Selene Constructions Limited (1,152.21) (174.68)

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F - 302
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2021

31 March 2021 31 March 2020


Particulars
Joint venture Joint venture
Income from administration, legal and management fees
Indiabulls Reality Developers Limited - 1,144.32
Yashita Buildcon Limited - 26.52
Interest income
One Qube Realtors Limited (Formerly Ashkit Properties Limited) - 246.29
Indiabulls Properties Private Limited - 41.26
Depreciation on right of use asset
One International Centre Private Limited (Formely known as Indiabulls Real Estate Company Private Limited) - 326.83
Interest on lease liabilities
One International Centre Private Limited (Formely known as Indiabulls Real Estate Company Private Limited) - 98.95
Maintenance expenses
One International Centre Private Limited (Formely known as Indiabulls Real Estate Company Private Limited) - 47.85
Electricity expenses
One International Centre Private Limited (Formely known as Indiabulls Real Estate Company Private Limited) - 23.35
Corporate guarantees (settled)/given
Indiabulls Properties Private Limited - (256,452.78)
One International Centre Private Limited (Formely known as Indiabulls Real Estate Company Private Limited) - (246,909.35)

Information related to material related parties maximum balance outstanding and closing balances:
31 March 2021 31 March 2020
Subsidiary Companies Subsidiary Companies
Particulars
Maximum balance Maximum balance
Closing Balance Closing Balance
outstanding outstanding
Inter-corporate loans and advances given
Airmid Properties Limited 670.45 670.45 670.37 670.37
Albasta Infrastructure Limited 7.83 7.83 - -
Albasta Properties Limited 2,104.34 2,104.34 2,104.29 2,104.29
Amadis Land Development Limited 397.30 397.30 397.30 397.30
Athena Infrastructure Limited 19,757.00 18,165.25 19,757.00 19,757.00
Ceres Constructions Limited 358.88 358.88 358.88 358.88
Ceres Infrastructure Limited 353.00 353.00 352.97 352.97
Ceres Land Development Limited 482.35 482.35 482.29 482.29
Ceres Properties Limited 430.55 430.55 429.55 429.55
Chloris Real Estate Limited 1,440.77 1,426.77 1,452.27 1,424.27
Citra Properties Limited 24,552.20 2,854.44 25,901.95 24,522.20
Citra Developers Limited 1.00 1.00 - -
Corus Real Estate Limited 658.49 643.99 696.19 641.99
Devona Developers Limited 1,128.28 1,128.28 1,138.21 1,127.21
Diana Infrastructure Limited 481.70 481.70 481.60 480.70
Fama Construction Limited 860.89 860.89 860.89 860.89
Fama Estate Limited 1,374.25 1,374.25 1,374.18 1,374.18
Fama Land Development Limited 557.52 557.52 557.52 557.52
Fornax Constructions Limited 716.34 716.34 718.94 716.34
Indiabulls Constructions Limited 195,329.62 130,971.62 165,003.00 125,478.00
Indiabulls Estate Limited - - 217.50 -
Indiabulls Infraestate Limited 114,400.00 1,626.00 97,446.00 97,446.00
Juventus Estate Limited 14,948.21 14,948.21 15,274.21 14,948.21
Juventus Land Development Limited 325.72 325.72 326.02 325.72
Karakoram Buildwell Limited 603.20 603.20 603.16 603.16
Lakisha Real Estate Limited - - 4,520.79 -
Linnet Properties Limited 1,372.50 1,372.50 1,373.50 1,372.50
Linnet Real Estate Limited 1,449.90 903.90 1,449.70 1,449.70
Lucina Buildwell Limited 1,728.08 1,728.08 1,724.48 1,724.08
Lucina Estate Limited 596.27 596.27 626.27 596.27
Makala Infrastructure Limited 8,558.37 8,549.87 8,537.37 8,537.37
Mariana Infrastructure Limited - - 7,795.80 -
Nerissa Infrastructure Limited 11,167.08 11,161.08 11,146.58 11,146.58
Nilgiri Infrastructure Projects Limited 3,138.81 3,138.81 3,162.51 3,136.81
Parmida Properties Limited 1,575.51 1,575.51 1,575.49 1,575.49
Selene Infrastructure Limited 11.80 11.80 12.00 4.00
Sentia Infrastructure Limited 8,225.14 2,225.14 8,887.82 8,221.14
Sophia Constructions Limited 400.20 11.70 1,295.30 400.20
Sylvanus Properties Limited 98,068.95 52,736.45 129,359.20 68,964.95
Tapir Constructions Limited 39,759.30 14,979.30 59,636.90 39,717.30
Triton Buildwell Limited 785.98 785.98 785.93 785.93
Triton Infrastructure Limited 553.07 553.07 553.07 553.07
Varali Developers Limited 1,173.87 1,173.87 1,173.24 1,173.24
Varali Infrastructure Limited - - 1,902.10 -
Vindhyachal Buildwell Limited 2,955.15 2,955.15 2,954.89 2,954.89
Vindhyachal Infrastructure Limited 1,023.81 1,023.81 1,033.01 1,023.81
Zeus Properties Limited 961.11 961.11 961.91 961.11
Inter-corporate loans and advances taken
Makala Infrastructure Limited 11,458.63 - - -
Corus Real Estate Limited 19,358.01 - - -
Nerissa Infrastructure Limited 8,849.42 - - -
Chloris Real Estate Limited 18,575.73 - - -
Indiabulls Constructions Limited - - 116,489.00 -
Indiabulls Industrial Infrastructure Limited 12,909.45 12,907.45 11,973.45 11,973.45

F - 303
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2021

31 March 2021 31 March 2020


Joint Ventures Joint Ventures
Particulars
Maximum balance Maximum balance
Closing Balance Closing Balance
outstanding outstanding
Inter-corporate loans and advances given
One Qube Realtor Limited ( Formerly Ashkit Properties Limited) - - 4,707.33 -
Indiabulls Properties Private Limited - - 8,800.00 -
One International Centre Private Limited (Formely known as Indiabulls Real Estate
- - 1,361.00 -
Company Private Limited)

Information related to material related party balance outstanding: (` in lakhs)


31 March 2021 31 March 2020
Particulars Subsidiary Subsidiary
Companies Companies
Corporate guarantee
Airmid Developers Limited 315.21 720.38
Athena Infrastructure Limited 405.00 1,117.10
Citra Properties Limited 15,000.00 70.23
Tapir Constructions Limited 25,600.00 -
Indiabulls Estate Limited 326.88 716.59
Indiabulls Infraestate Limited - 34,209.00
Juventus Estate Limited 2,306.00 2,636.71
Lucina Land Development Limited 18,480.92 20,025.00
Makala Infrastructure Limited 27.81 27.81
Selene Constructions Limited 24.45 1,176.66
Sophia Real Estate Limited 5.00 1,214.44
Sentia Infrastructure Limited 6,000.00 -
Sylvanus Properties Limited - 10.00

#Till 1 November 2019


Note 8 also suffice the requirements of schedule V (for investments) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 in relation to investments.

Note – 41
Contingent liabilities and commitments
As per the policy at each year end, the Company assesses the possible future outcome of the matters disputed with Direct tax, Indirect Tax and other Regulatory authorities. The assessment is
made after considering the facts of the case and applicable statutory provisions. Apart from the cases where possibility of a negative outcome is remote are either provided for or disclosed as
contingent liability as per management's assessment.
A. Summary of contingent liabilities (` in lakhs)
Particulars 31 March 2021 31 March 2020
Contingent liabilities
i) Corporate guarantees issued by the Company on behalf of subsidiary companies (refer note 40) 68,491.27 61,923.92
ii) Corporate guarantees issued by the Company on behalf of other entities 26.48 5,084.06
iii) Income tax demand (pending in appeals)* 1,118.25 1,257.91
iv) Service tax demand 2,714.25 2,714.25
* Out of this, ` 558.63 lakhs (31 March 2020: ` 698.28) pertains to Mariana Infrastructure Limited (erstwhile wholly owned subsidiary) which has been sold during the financial year 2019-20 and as per definitive
agreement, any tax demands relating to periods prior to the date of definitive agreement shall be borne by the Company.
Legal Case :
The Company is subject to legal proceedings and claims, which have arisen in the ordinary course of business. The Company’s Management reasonably expects that these legal actions, when
ultimately concluded and determined, will not have a material and adverse effect on the Company’s results of operations or financial condition.
B. Commitments
The Company has undertaken to provide Continued financials supports to certain subsidiaries as and when requried.

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F - 304
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2021

Note – 42
Lease related disclosures as per Ind AS 116
During the financial year 2019-20, the Company had leases for office premises.. With the exception of short-term leases and leases of low-value
underlying assets, each lease is reflected on the balance sheet as a right-of-use asset and a lease liability. Variable lease payments which do not depend
on an index or a rate are excluded from the initial measurement of the lease liability and right of use assets. The Company has presented its right-of-
use assets in in the balance sheet separately from other assets.

Each lease generally imposes a restriction that, unless there is a contractual right for the Company to sublease the asset to another party, the right-of-
use asset can only be used by the Company. Some leases contain an option to extend the lease for a further term. The Company is prohibited from
selling or pledging the underlying leased assets as security. For leases over office buildings, the Company must keep those properties in a good state
of repair and return the properties in their original condition at the end of the lease. Further, the Company is required to pay maintenance fees in
accordance with the lease contracts.
During the financial year 2020-21, the 2 out of 3 leases for office premises were terminated between the Company and the lessors.

A Lease payments not included in measurement of lease liability


The expense relating to payments not included in the measurement of the lease liability is as follows:
(` in lakhs)
Particulars 31 March 2021 31 March 2020
Short-term leases - 0.28

B Total cash outflow for leases for the year ended 31 March 2021 was ` 286.93 lakhs (31 March 2020: `813.43 lakhs)

C Total expense recognised during the year


(` in lakhs)
Particulars 31 March 2021 31 March 2020
Interest on lease liabilities 56.48 217.03
Depreciation on right of use asset 340.14 893.38

D Maturity of lease liabilities


The lease liabilities are secured by the related underlying assets. Future minimum lease payments were as follows:
(` in lakhs)
31 March 2021 Minimum lease payments due
Less than 1 1-2 years 2-3 years More than 3 years Total
year
Lease payments 10.19 - - - 10.19
Interest expense - - - - -
Net present values 10.19 - - - 10.19

(` in lakhs)
31 March 2020 Minimum lease payments due
Less than 1 1-2 years 2-3 years More than 3 years Total
year
Lease payments 816.68 834.85 187.44 - 1,838.97
Interest expense 46.97 54.73 107.68 - 209.38
Net present values 769.71 780.12 79.76 - 1,629.59

E Information about extension and termination options

31 March 2021
Right of use assets Number of Range of Average Number of Number of leases Number of leases
leases remaining remaining leases with with purchase with termination
term lease term extension option option option
(in years) (in years)
Office premises 1 0.58 0.58 1 - 1

31 March 2020
Right of use assets Number of Range of Average Number of Number of leases Number of leases
leases remaining remaining leases with with purchase with termination
term lease term extension option option option
(in years) (in years)
Office premises 3 1.59 to 2.44 2.09 2 - 3

F Bifurcation of lease liabilities at the end of the year in current and non-current (` in lakhs)
Particulars 31 March 2021 31 March 2020
a) Current liability (amount due within one year) 10.19 769.71
b) Non-current liability (amount due over one year) - 859.88
Total lease liabilities at the end of the year 10.19 1,629.59

F - 305
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2021

Note – 43
Employee benefits
Defined contribution plan
The Company has made ` 0.90 lakhs (31 March 2020 - ` 1.94 lakhs) contribution in respect of provident fund.

Defined Benefit Plan


The Company has the following Defined Benefit Plans:
- Gratuity (Unfunded)
- Compensated absences (Unfunded)

Risks associated with plan provisions


Discount rate risk Reduction in discount rate in subsequent valuations can increase the liability.
Mortality risk Actual death and liability cases proving lower or higher than assumed in the valuation can
impact the liabilities.
Salary risk Actual salary increase will increase the Plan’s liability. Increase in salary increase rate assumption
in future valuations will also increase the liability.
Withdrawal risk Actual withdrawals proving higher or lower than assumed withdrawals and change of withdrawal
rates at subsequent valuations can impact liability.

Compensated absences
The leave obligations cover the Company's liability for permitted leaves. The amount of provision of ` 0.30 lakhs (31 March 2020 - ` 0.12 lakhs) is presented as current,
since the Company does not have an unconditional right to defer settlement for any of these obligations. However based on past experience, the Company does not expect
all employees to take the full amount of accrued leave or require payment within the next 12 months, therefore based on the independent actuarial report, only a certain
amount of provision has been presented as current and remaining as non-current. The weighted average duration of the defined benefit obligation is 15.00 years (31 March
2020: 14.81 years).

Actuarial (gain)/loss on obligation: (` in lakhs)


Particulars 31 March 2021 31 March 2020
Actuarial (gain)/loss on arising from change in financial assumptions 0.25 0.52
Actuarial (gain) on arising from change in experience adjustment 8.87 (2.02)

Amount recognised in the statement of profit and loss is as under: (` in lakhs)


Particulars 31 March 2021 31 March 2020
Service cost 1.23 0.60
Net interest cost 0.45 0.53
Actuarial loss/(gain) for the year 9.12 (1.50)
Expense recognized in the statement of profit and loss 10.80 (0.37)

Movement in the liability recognized in the balance sheet is as under: (` in lakhs)


Particulars 31 March 2021 31 March 2020
Present value of defined benefit obligation at the beginning of the year 6.47 6.84
Current service cost 1.23 0.60
Interest cost 0.45 0.53
Actuarial loss/(gain) on obligation 9.12 (1.50)
Benefits paid - -
Present value of defined benefit obligation at the end of the year 17.27 6.47

Bifurcation of projected benefit obligation at the end of the year in current and non-current (` in lakhs)
Particulars 31 March 2021 31 March 2020
a) Current liability (amount due within one year) 0.30 0.12
b) Non-current liability (amount due over one year) 16.97 6.35
Total projected benefit obligation at the end of the year 17.27 6.47

For determination of the liability of the Company, the following actuarial assumptions were used:
Particulars Compensated absences
31 March 2021 31 March 2020
Discount rate 6.83% 6.99%
Salary escalation rate 5.50% 5.50%
Mortality table Indian Assured Lives Indian Assured Lives
Mortality (2012 -14) Mortality (2012 -14)

F - 306
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2021

As the Company does not have any plan assets, the movement of present value of defined benefit obligation and fair value of plan assets has not been presented.

These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount factors are determined close to each year-end by
reference to government bonds of relevant economic markets and that have terms to maturity approximating to the terms of the related obligation. Other assumptions are
based on management’s historical experience.

Maturity plan of Defined Benefit Obligation (` in lakhs)


Year 31 March 2021 Year 31 March 2020
a) April 2021 – March 2022 0.30 April 2020 – March 2021 0.12
b) April 2022 – March 2023 0.27 April 2021 – March 2022 0.11
c) April 2023 – March 2024 0.28 April 2022 – March 2023 0.12
d) April 2024 – March 2025 0.28 April 2023 – March 2024 0.12
e) April 2025 – March 2026 0.28 April 2024 – March 2025 0.13
f) April 2026 – March 2027 0.29 April 2025 – March 2026 0.14
g) April 2027 onwards 15.57 April 2026 onwards 12.69

Sensitivity analysis for compensated absences liability (` in lakhs)


Particulars 31 March 2021 31 March 2020
Impact of the change in discount rate
Present value of obligation at the end of the year 17.27 6.47
a) Impact due to increase of 0.50 % (0.77) (0.37)
b) Impact due to decrease of 0.50 % 0.80 0.39
Impact of the change in salary increase
Present value of obligation at the end of the year 17.27 6.47
a) Impact due to increase of 0.50 % 0.81 0.40
b) Impact due to decrease of 0.50 % (0.77) (0.37)
Sensitivities due to mortality and withdrawal are not material and hence impact of change not calculated.

Gratuity
The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are
eligible for gratuity. The amount of gratuity payable on retirement/termination is the employee's last drawn basic salary per month computed proportionately for 15 days
salary multiplied for the number of years of service. Gratuity plan is a non-funded plan. The weighted average duration of the defined benefit obligation is 15.00 years (31
March 2020: 14.81 years)

Actuarial (gain)/loss on obligation: (` in lakhs)


Particulars 31 March 2021 31 March 2020
Actuarial (gain)/loss on arising from change in demographic assumption - (0.01)
Actuarial (gain)/loss on arising from change in financial assumptions 0.43 1.49
Actuarial (gain) on arising from change in experience adjustment 11.96 (15.31)
Actuarial gain recognized in the other comprehensive income 12.39 (13.83)

Amount recognised in the statement of profit and loss is as under: (` in lakhs)


Particulars 31 March 2021 31 March 2020
Service cost 0.66 1.31
Net interest cost 1.41 2.46
Expense recognized in the statement of profit and loss 2.07 3.77

Movement in the liability recognized in the balance sheet is as under: (` in lakhs)


Particulars 31 March 2021 31 March 2020
Present value of defined benefit obligation at the beginning of the year 20.17 31.84
Current service cost 0.66 2.46
Interest cost 1.41 1.31
Actuarial gain on obligation 12.39 (13.83)
Benefit paid (6.90) (1.61)
Present value of defined benefit obligation at the end of the year 27.73 20.17

Bifurcation of projected benefit obligation at the end of the year in current and non-current (` in lakhs)
Particulars 31 March 2021 31 March 2020
a) Current liability (amount due within one year) 0.70 2.52
b) Non-current liability (amount due over one year) 27.03 17.65
Total projected benefit obligation at the end of the year 27.73 20.17

F - 307
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2021

For determination of the liability of the Company, the following actuarial assumptions were used:
Particulars Gratuity
31 March 2021 31 March 2020
Discount rate 6.83% 6.99%
Salary escalation rate 5.50% 5.50%
Mortality table Indian Assured Lives Indian Assured Lives
Mortality (2012 -14) Mortality (2012 -14)

As the Company does not have any plan assets, the movement of present value of defined benefit obligation and fair value of plan assets has not been presented.

These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount factors are determined close to each year-end by
reference to government bonds of relevant economic markets and that have terms to maturity approximating to the terms of the related obligation. Other assumptions are
based on management’s historical experience.

Maturity plan of Defined Benefit Obligation (` in lakhs)


Year 31 March 2021 Year 31 March 2020
a) April 2021 – March 2022 0.70 April 2020 – March 2021 2.58
b) April 2022 – March 2023 0.45 April 2021 – March 2022 0.34
c) April 2023 – March 2024 0.44 April 2022 – March 2023 0.35
d) April 2024 – March 2025 0.45 April 2023 – March 2024 0.35
e) April 2025 – March 2026 0.44 April 2024 – March 2025 0.38
f) April 2026 – March 2027 0.45 April 2025 – March 2026 0.40
g) April 2027 onwards 24.80 April 2026 onwards 35.13

Sensitivity analysis for gratuity liability (` in lakhs)


Particulars 31 March 2021 31 March 2020
Impact of the change in discount rate
Present value of obligation at the end of the year 27.73 20.17
a) Impact due to increase of 0.50 % (1.32) (1.05)
b) Impact due to decrease of 0.50 % 1.41 1.14
Impact of the change in salary increase
Present value of obligation at the end of the year 27.73 20.17
a) Impact due to increase of 0.50 % 0.47 0.66
b) Impact due to decrease of 0.50 % (0.43) (0.60)
Sensitivities due to mortality and withdrawal are not material and hence impact of change not calculated.

Note – 44
Share based payments
Indiabulls Real Estate Limited Employees Stock Options Scheme 2008 (II)
During the year ended 31 March 2009, the Company established the Indiabulls Real Estate Limited Employees Stock Options Scheme - 2008 (II) (“IBREL ESOS-II” or
“Plan-II”). Under Plan II, the Company issued equity settled options to its eligible employees and of its subsidiary companies to subscribe upto 2,000,000 stock options
representing an equal number of equity shares of face value of ` 2 each in the Company, at an exercise price of ` 110.50 per option, being the closing market price on the
National Stock Exchange of India Limited, as at 29 January 2009. The stock options so granted, shall vest in the eligible employees within 10 years beginning from 31
January 2010, the first vesting date. The stock options granted under each of the slabs, are exercisable by the option holders within a period of five years from the relevant
vesting date.

Following is a summary of options granted under the plan


Particulars 31 March 2021 31 March 2020
Opening balance 126,000 165,000
Granted during the year - -
Exercised during the year - -
Forfeited during the year 48,000 39,000
Closing balance 78,000 126,000
Vested and exercisable 78,000 126,000
Weighted average share exercised price during the year ended 31 March 2021: ` Nil (31 March 2020: ` Nil)

The fair value of the option under Plan II using the black scholes model, based on the following parameters is ` 62.79 per option, as certified by an independent valuer.

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Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2021

Particulars Plan – II
Fair market value of option on the date of grant ` 62.79
Exercise price ` 110.50
Expected volatility 86%
Expected forfeiture percentage on each vesting date Nil
Expected option life (weighted average) 10.5 Years
Expected dividend yield 3.92%
Risk free interest rate 6.50%

The expected volatility was determined based on historical volatility data of the Company's shares listed on the National Stock Exchange of India Limited.

Indiabulls Real Estate Limited Employees Stock Options Plan 2010 (III)
During the year ended 31 March 2011, the board of directors and shareholders of the Company have given their consent to create, issue, offer and allot to the eligible
employees of the Company and its subsidiary companies, stock options not exceeding 30,000,000 in number, representing 30,000,000 equity shares of face value of `2 each
of the Company, accordingly the Employee Stock Option Plan - 2010 (“IBREL ESOP 2010” or “Plan-III”)) has been formed. As per the scheme exercise price will be the
market price of the equity shares of the Company, being the latest available closing price, prior to the date of grant or as the case may be decided by the board of directors or
compensation committee. During the year ended 31 March 2016, board of directors of the Company at its meeting held on 26 June 2015, re-granted (original grant was of
date 14 November 2015) under the “Indiabulls Real Estate Limited Employees Stock Options Plan - 2010”, 10,500,000 stock options to eligible employees of the Company
and its subsidiary companies representing an equal number of equity shares of face value of ` 2 each in the Company, at an exercise price of ` 54.50, being the closing
market price of previous day on the National Stock Exchange of India Limited. The stock options so granted, shall vest within 5 years beginning from 26 June 2016, the
first vesting date. The options vested under each of the slabs, can be exercised within a period of five years from the relevant vesting date.

Following is a summary of options granted under the plan –


Particulars 31 March 2021 31 March 2020
Opening balance 1,708,788 6,042,950
Granted during the year - -
Exercised during the year - 3,983,587
Forfeited during the year 263,100 350,575
Closing balance 1,445,688 1,708,788
Vested and exercisable 1,445,688 28,668
Weighted average share exercised price during the year ended 31 March 2021: ` Nil (31 March 2020: ` 119.29)

The fair value of the option under Plan III using the black scholes model, based on the following parameters is `34.30 per option, as certified by an independent valuer.

Particulars Plan – III


Fair market value of option on the date of grant ` 34.30
Exercise price ` 54.50
Expected volatility 89%
Expected forfeiture percentage on each vesting date Nil
Expected option life (weighted average) 8 Years
Expected dividend yield 3.45%
Risk free interest rate 8.03%

The expected volatility was determined based on historical volatility data of the Company's shares listed on the National Stock Exchange of India Limited.

Indiabulls Real Estate Limited Employees Stock Options Plan 2011 (IV)
During the year ended 31 March 2012, the board of directors and shareholders of the Company have given their consent to create, issue, offer and allot, to the eligible
employees of the Company and its subsidiary companies, stock options not exceeding 15,000,000 in number, representing 15,000,000 equity shares of face value of ` 2 each,
and accordingly the Employee Stock Option Scheme 2011 (“IBREL ESOS 2011”) has been formed. As per the scheme exercise price will be the market price of the equity
shares of the Company, being the latest available closing price, prior to the date of grant or as may be decided by the board or compensation committee. However,
compensation committee of the board has not yet granted any options under IBREL ESOP 2011 Scheme.

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Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2021

Note – 45
Reconciliation of liabilities arising from financing activities pursuant to Ind AS 7 - Cash flows. The changes in the Company’s liabilities arising from financing activities can
be classified as follows:
A. The changes in the Company’s borrowings arising from financing activities can be classified as follows: (` in lakhs)
Non-current
borrowings
Particulars Current borrowings Interest accrued Total
(including current
maturities)
Net debt as at 1 April 2019 293,890.36 106,829.45 3,228.02 403,947.83
Proceeds from current/non-current borrowings (including current 10,114.00 315,193.00 - 325,307.00
maturities)
Repayment of current/non-current borrowings (including current (90,108.37) (410,049.00) - (500,157.37)
maturities)
Non-cash movement arising on account of amortisation of upfront fees 2,079.35 - (2,079.35) -
and others
Interest expense - - 29,820.06 29,820.06
Interest paid - - (28,415.81) (28,415.81)
Net debt as at 31 March 2020 215,975.34 11,973.45 2,552.92 230,501.71
Proceeds from current/non-current borrowings (including current - 279,759.05 - 279,759.05
maturities)
Repayment of current/non-current borrowings (including current (182,800.00) (273,825.05) - (456,625.05)
maturities)
Non-cash movement arising on account of amortisation of upfront fees 1,165.20 - (1,165.20) -
and others
Interest expense - - 15,927.25 15,927.25
Interest paid - - (15,558.84) (15,558.84)
Net debt as at 31 March 2021 34,340.54 17,907.45 1,756.13 54,004.12

B. The changes in the Company’s lease liabilities arising from financing activities can be classified as follows: (` in lakhs)
Particulars Amount
Lease liabilities as at 1 April 2019 (current and non-current) 2,452.25
Interest on lease liabilities 217.03
Payment of lease liabilities (813.43)
Impact on account of termination of lease contract during the year (226.26)
Lease liabilities as at 31 March 2020 (current and non-current) 1,629.59
Interest on lease liabilities 56.48
Payment of lease liabilities (286.93)
Impact on account of termination of lease contract during the year (1,388.95)
Lease liabilities as at 31 March 2021 (current and non-current) 10.19

Note – 46
Segment reporting
The Company's primary business segment is reflected based on principal business activities carried on by the Company i.e. purchase, sale, real estate properties advisory,
construction and development of real estate properties and all other related activities which as per Ind AS 108 on ‘Operating Segments” is considered to be the only
reportable business segment. The Company derives its major revenues from real estate properties advisory business (largely from related parties). The Company is operating
in India which is considered as a single geographical segment.

Note – 47
During the previous year 31 March 2020, the Company had received the approval of the National Company Law Tribunal (‘Hon’ble NCLT’), Principal Bench, New Delhi
to the Scheme of Arrangement ('the Scheme') between Indiabulls Real Estate Limited (‘petitioner/transferee company’), India Land and Properties Limited (‘transferor
company’), Kosmo One Indiabulls Business Park Limited (Formerly known as Indiabulls Infrastructure Limited) (‘resulting company’) and their respective shareholders and
creditors, pursuant to Sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The Company has filed the Scheme with Registrar of Companies
(‘ROC’) on 19 March 2020. In pursuant to the Scheme, the Company has acquired redeemable preference shares amounting to ` 45,000.00 lakhs issued by one of the
wholly owned subsidiary of the Company and other assets amounting to ` 1,520.00 lakhs from the transferor company. The approval of the Scheme was part of overall
transaction to divest 100% stake in resulting company (owning Chennai assets). Further, the Company has also valued the remaining stake in resulting company (classified as
assets held for sale) at fair value of ` 9,000.12 lakhs and thus, recognised net gain on the said transaction amounting to ` 24,313.64 lakhs in these financial statements.

Note – 48
During the previous year ended 31 March 2020, the Company had got a fixed consideration amounting to `13,707.00 lakhs to the Company as full and final settlement
against one of its projects. As a result of this, the Company had surrendered and relinquished all its rights, titles and interest of any nature in respect of the said project.
Accordingly, the Company has recognized revenue of ` 13,707.00 lakhs and written off the carrying cost of the inventory of ` 7,042.57 as cost of sales in these standalone
financial statements.

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Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2021

Note – 49
During the previous year ended 31 March 2020, the Board of Directors (‘the Board’) of the Company at its meeting held on 31 January 2020, have discussed and approved
in-principally the proposal of the merger of certain ongoing, completed and planned residential and commercial projects of Embassy Property Developments Private
Limited (‘Embassy’) with the Company. The Board had constituted a Reorganization Committee to examine and evaluate the options to implement the aforementioned
merger proposal, including appointment of valuers, merchant bankers, and other intermediaries to prepare and present a draft scheme and related documents, including the
valuation reports, fairness opinion, share swap ratio etc., to be placed before the Board for its consideration and final approval. Additionally, Embassy has also reached at an
advanced stage of discussions with certain foreign financial investors (‘investors’) for an investment of up to USD 200 million.

Subsequently in the Current year, the Board of Directors of the Company had considered and approved the proposal of merger of NAM Estates Private Limited ("NAM
Estates") and Embassy One Commercial Property Development Private Limited ("NAM Opco") both Embassy group entities with the Company ("Amalgamation"). The
proposed Amalgamation will be achieved through a cashless composite scheme of amalgamation of NAM Estates and NAM Opco into the Company, in accordance with
Section 230-232 of the Companies Act, 2013 read with the rules framed thereunder, as amended, and the Securities and Exchange Board of India circular no.
CFD/DIL3/CIR/2017/21 dated 10 March 2017, as amended and other applicable regulations and provisions, subject to necessary statutory and other approvals
("Scheme"). Upon effectiveness of the Scheme, the Company will issue its equity shares, in accordance with the approved share swap ratios, to the shareholders of NAM
Estates and NAM Opco, which will include Embassy promoter and promoter entities, Embassy institutional investors and other shareholders. For the proposed
Amalgamation and arriving to share swap ratio, IBREL is valued at Rs 92.50 per share.
During the year, the Scheme has been granted approval by Competition Commission of India ("CCI") and SEBI/Stock exchanges.

Note – 50
The Company has already obtained approval of Board of Directors (‘the Board’) to buy-back up to 5 crore fully paid-up equity shares of face value Rs. 2 each of the
Company, representing approximately 11% of its total existing paid-up equity capital, at Rs. 100 per equity share, aggregating to total buyback size of Rs. 50,000 lakhs,
through the “Tender Offer” route, as prescribed under SEBI (Buy-Back of Securities) Regulations, 2018 and the Companies Act, 2013 and rules made thereunder, as
amended (hereinafter referred to as the “Buyback”), post completion of on-going scheme of arrangement of Chennai assets, which has been filed by the Company with
Registrar of Companies on 19 March 2020, the Company is now eligible to launch the buy-back and hence the Board constituted Buyback Committee and has advised the
Company's management to initiate the process of obtaining Company’s shareholders approval through the process of postal ballot to implement the proposed buy-back.
The proposed buy-back has been withdrawn by the board during the current financial year.

Note – 51
The pandemic of Corona Virus (COVID-19) has caused unprecedented havoc to the economic activity all around the Globe. The complete lock down announced on 24
March 2020 by the Government of India brought the wheels of economic activity to a grinding halt. The operations are slowly and gradually resuming and expected to reach
pre – COVID 19 level in due course of time. The Company is continuously and closely observing the unfolding situation and will continue to do so. The Company has
considered the possible impact of COVID-19 in preparing the financial statements including the recoverable value of its assets and its liquidity position based on internal
and external information up to the date of approval of these financial statements

Note – 52
As at 31 March 2021, the Company’s financial assets are more than 50 per cent of its total assets (netted of by intangible assets) and income from financial assets is more
than 50 per cent of the gross income of the Company. However, basis consolidated financial position, the Company’s financial assets and income from financial assets does
not meet the said criteria. The Company was incorporated with an objective of carrying on the business of construction and development of real estate properties and has
been carrying the above business in line with the objects clauses stated in its articles of association. Accordingly, the Management basis the legal opinion obtained from an
independent legal expert believes that the principal business of the Company is not that of Non-Banking Financial Company and hence it is not required to obtain certificate
of registration as a Non-Banking Financial Company under section 45IA of the Reserve Bank of India Act, 1934.

Note – 53
A. Disaggregation of revenue
Set out below is the disaggregation of the Company’s revenue from contracts with customers:
(` in lakhs)
Year ended Year ended
Particulars
31 March 2021 31 March 2020
Revenue from contracts with customers
Revenue on account of settlement of existing project - 13,707.00
Revenue from real estate properties advisory and management services - 1,170.83

B. Contract balances
There is no contract asses and liabilities from contract with customers:
Contract asset is the right to consideration in exchange for goods or services transferred to the customer. Contract assets (unbilled receivables) are transferred to receivables
when the rights become unconditional and contract liabilities are recognised as and when the performance obligation is satisfied.

Note – 54
The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the Company towards Provident Fund and Gratuity. The
Ministry of Labour and Employment has released draft rules for the Code on Social Security, 2020 on November 13, 2020, and has invited suggestions from stake holders
which are under active consideration by the Ministry. Based on an initial assessment by the Company, the additional impact on Provident Fund contributions by the
Company is not expected to be material, whereas, the likely additional impact on Gratuity liability/ contributions by the Company could be material. The Company will
complete their evaluation once the subject rules are notified and will give appropriate impact in the financial results in the period in which, the Code becomes effective and
the related rules to determine the financial impact are published.

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Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2021

Note – 55
Previous year numbers have been regrouped/reclassified wherever considered necessary.

For Agarwal Prakash & Co. For and on behalf of the board of directors
Chartered Accountants
Firm's Registration No.: 005975N

Prakash Agarwal Gurbans Singh Mehul Johnson


Partner Joint Managing Director Joint Managing Director
Membership No. 084964 [DIN: 06667127] [DIN: 00016075]

Place: New Delhi Place: New Delhi Place: Mumbai


Date: 23 April 2021 Date: 23 April 2021 Date: 23 April 2021

Anil Mittal Ravi Telkar


Chief Financial Officer Company Secretary
Place: Gurugram Place: Mumbai
Date: 23 April 2021 Date: 23 April 2021

F - 312
Independent Auditor’s Report

To the Members of Indiabulls Real Estate Limited

Report on the Audit of the Standalone Financial Statements

Opinion

1. We have audited the accompanying standalone financial statements of Indiabulls Real Estate Limited (‘the
Company’), which comprise the Balance Sheet as at 31 March 2020, the Statement of Profit and Loss
(including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in
Equity for the year then ended, and a summary of the significant accounting policies and other
explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us, the
aforesaid standalone financial statements give the information required by the Companies Act, 2013
(‘Act’) in the manner so required and give a true and fair view in conformity with the accounting
principles generally accepted in India including Indian Accounting Standards (‘Ind AS’) specified under
section 133 of the Act, of the state of affairs of the Company as at 31 March 2020, and its loss (including
other comprehensive income), its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of
the Act. Our responsibilities under those standards are further described in the Auditor’s Responsibilities
for the Audit of the Financial Statements section of our report. We are independent of the Company in
accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (‘ICAI’)
together with the ethical requirements that are relevant to our audit of the financial statements under the
provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in
accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter

4. We draw attention to Note 52 of the standalone financial statements, which describes the uncertainties
due to the outbreak of Covid-2019 pandemic and the management’s evaluation of the same on the
standalone financial statements of the Company as at the balance sheet date. In view of these
uncertainties, the impact on the Company’s standalone financial statements is significantly dependent on
future developments.

Our opinion is not modified in respect of this matter.

F - 313
Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on
the standalone financial statements for the year ended 31 March 2020 (cont’d)

Key Audit Matters

5. Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the standalone financial statements of the current period. These matters were addressed in the
context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we
do not provide a separate opinion on these matters.

6. We have determined the matters described below to be the key audit matters to be communicated in our
report.
Key audit matter How our audit addressed the key audit matter
Accounting for demerger scheme

Refer note 47 to the standalone financial Our audit procedures to assess the appropriateness
statements for the detailed impact of the of the accounting treatment of the Scheme and
Scheme. overall transaction, included, but were not limited
to the following:
In the previous year, the Company had executed
a definitive transaction document to divest its  Understood the nature of transaction i.e.
100% stake in tranches in one of its wholly understanding of the contract terms of
owned subsidiary and as part of said transaction, definitive transaction document for the
the Company had divested partial stake (through proposed accounting treatment in relation to the
sale and buy back) which had resulted in loss of accounting policies and relevant Ind AS;
control. In previous year, investment held for
remaining stake amounting to ` 34,706.33 lakhs  Obtained and read the Scheme and final order
was classified as ‘Investments held for sale’. In passed by NCLT;
parallel, the Company had also filed composite
scheme of arrangement (‘the Scheme’) whereby  Tested the appropriateness of management’s
step down subsidiary of the said wholly owned control over ensuring completeness of
subsidiary will be demerged into ‘demerged conditions precedent to the transactions before
undertaking’ and ‘residual transferor company’ recording the transactions;
and residual transferor company will then merge
into the Company. The Scheme was also a part  Reviewed the management’s process for review
of definitive transaction document. It was also
and implementation of such transactions;
agreed that, the Holding Company will transfer
the ‘Investments held for sale’ once the Scheme  Understood from the management, the
is approved and accounted. accounting treatment prescribed in the
approved Scheme including the determination
As described in note 47 to the standalone
of effective date;
financial statements, National Company Law
Tribunal (‘NCLT’) approved the Scheme on 03
 Tested the completeness and accuracy of the
March 2020, which has been filed with Registrar
data used in the computation of net gain on the
of Companies on 19 March 2020.
settlement of overall transaction; and
Accordingly, the Holding Company has
recognised the assets acquired i.e. redeemable  Ensured appropriate disclosures in the
preference shares and income tax assets standalone financial statements with respect to
amounting to ` 45,000.00 lakhs and ` 1,520.00 the Scheme and overall transaction.
lakhs in standalone financial statements. Further,
the Company has also adjusted/revalued
‘Investments held for sale’ and recognized a net
gain on settlement of overall transaction
amounting to ` 21,406.90 lakhs in standalone
financial statements as presented under note 27.

The above transaction required audit focus due


to complex contractual terms and due to the
significant impact on standalone financial

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Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on
the standalone financial statements for the year ended 31 March 2020 (cont’d)

Key audit matter How our audit addressed the key audit matter
statement. The matter has been considered to be
of most significance to the audit and
accordingly, has been considered as a key audit
matter for the current year audit.

Impairment assessment of investments and


loans made to its subsidiaries

The Company’s policies on the impairment Our procedures in relation to the impairment
assessment of the investments and loans is set assessment of investments and loans included, but
out in Note 4.12 to the standalone financial not limited to the following:
statements.
 Assessed the appropriateness of the
The Company has investments amounting to ` Company’s accounting policy by comparing
374,565.05 lakhs (net of impairment) and has with applicable Ind AS;
outstanding loans amounting to ` 444,302.40
lakhs (net of impairment) to its subsidiaries as at  We obtained an understanding of the
31 March 2020 as disclosed under the Note 8A management process for identification of
and 9B to the standalone financial statements. possible impairment indicators and process
performed by the management for impairment
Impairment assessment of these investments testing;
and loans is considered as a significant risk as
there is a risk that recoverability of the  Enquired of the management and understood
investments and loans could not be established, the internal controls related to completeness of
and potential impairment charge might be the list of loans and investment along with the
required to be recorded in the standalone process followed to recover/adjust these and
financial statements. The recoverability of these assessed whether further provisioning is
investments is inherently subjective due to required;
reliance on either the net worth of investee or
valuations of the properties held or cash flow  Performed test of details:
projections of real estate properties in these
investee companies. a. For all significant additions made during the
year, underlying supporting documents
However, due to their materiality in the context were verified to ensure that the transaction
of the Company’s standalone financial has been accurately recorded in the
statements as a whole and significant degree of standalone financial statement;
judgement and subjectivity involved in the
estimates and key assumptions used in b. For all significant investments and loans
determining the cash flows used in the outstanding as at 31 March 2020,
impairment evaluation, this is considered to be confirmations were circulated and received.
the area to be of most significance to the audit Further, all the significant reconciling items
and accordingly, has been considered as a key were tested;
audit matter for the current year audit.
c. All material investments and significant
loans as at 31 March 2020 were discussed
on case to case basis with the management
for their plan of recovery/adjustment;

d. Compared the carrying value of material


investments and significant loans to the net
assets of the underlying entity, to identify
whether the net assets, being an
approximation of their minimum
recoverable amount, were in excess of their

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Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on
the standalone financial statements for the year ended 31 March 2020 (cont’d)

Key audit matter How our audit addressed the key audit matter
carrying amount; and

e. Wherever the net assets were lower than the


recoverable amount, for material amounts:

i. We obtained and verified the


management certified cash flow
projections of real estate properties and
tested the underlying assumptions used
by the management in arriving at those
projections;

ii. We challenged the managements on the


underlying assumptions used for the
cash flow projections, considering
evidence available to support these
assumptions and our understanding of
the business;

iii. We obtained and verified the valuation


of land parcels as per the government
prescribed circle rates; and

iv. We assessed the appropriateness and


adequacy of the disclosures made by
the management for the impairment
losses recognized in accordance with
applicable accounting standards.

(This space has been intentionally left blank)

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Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on
the standalone financial statements for the year ended 31 March 2020 (cont’d)

Information other than the Financial Statements and Auditor’s Report thereon

7. The Company’s Board of Directors is responsible for the other information. The other information
comprises the information included in the Annual Report, but does not include the standalone financial
statements and our auditor’s report thereon. The Annual Report is expected to be made available to us
after the date of this auditor's report.

Our opinion on the standalone financial statements does not cover the other information and we will not
express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other
information identified above when it becomes available and, in doing so, consider whether the other
information is materially inconsistent with the standalone financial statements or our knowledge obtained
in the audit or otherwise appears to be materially misstated.

When we read the Annual Report, if we conclude that there is a material misstatement therein, we are
required to communicate the matter to those charged with governance.

Responsibilities of Management and Those charged with governance for the Standalone
Financial Statements

8. The accompanying standalone financial statements have been approved by the Company’s Board of
Directors. The Company’s Board of Directors is responsible for the matters stated in section 134(5) of
the Act with respect to the preparation of these standalone financial statements that give a true and fair
view of the financial position, financial performance including other comprehensive income, changes in
equity and cash flows of the Company in accordance with the accounting principles generally accepted in
India, including the Ind AS specified under section 133 of the Act. This responsibility also includes
maintenance of adequate accounting records in accordance with the provisions of the Act for
safeguarding of the assets of the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for ensuring the accuracy and completeness of
the accounting records, 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.

9. In preparing the financial statements, management is responsible for assessing the Company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless management either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.

10. Those Board of Directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

11. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with Standards on Auditing will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually or
in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on
the basis of these financial statements.

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Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on
the standalone financial statements for the year ended 31 March 2020 (cont’d)

12. As part of an audit in accordance with Standards on Auditing, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:

 Identify and assess the risks of material misstatement of the financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control;

 Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible
for expressing our opinion on whether the Company has adequate internal financial controls with
reference to financial statements system in place and the operating effectiveness of such controls;

 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management;

 Conclude on the appropriateness of management’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Company’s ability to continue as a going concern.
If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the financial statements or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause the Company to cease to continue
as a going concern; and

 Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and events in
a manner that achieves fair presentation.

13. We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.

14. We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.

15. From the matters communicated with those charged with governance, we determine those matters that
were of most significance in the audit of the financial statements of the current period and are therefore
the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes
public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.

F - 318
Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on
the standalone financial statements for the year ended 31 March 2020 (cont’d)

Report on Other Legal and Regulatory Requirements

16. Based on our audit, we report that the Company has not paid or provided for any managerial
remuneration during the year. Accordingly, reporting under section 197(16) of the Act is not applicable.

17. As required by the Companies (Auditor’s Report) Order, 2016 (‘the Order’) issued by the Central
Government of India in terms of section 143(11) of the Act, we give in the Annexure A a statement on
the matters specified in paragraphs 3 and 4 of the Order.

18. Further to our comments in Annexure A, as required by section 143(3) of the Act, bases on our audit, we
report, to the extent applicable, that:

a) we have sought and obtained all the information and explanations which to the best of our
knowledge and belief were necessary for the purpose of our audit of the accompanying standalone
financial statements;

b) in our opinion, proper books of account as required by law have been kept by the Company so far as
it appears from our examination of those books;

c) the standalone financial statements dealt with by this report are in agreement with the books of
account;

d) in our opinion, the aforesaid standalone financial statements comply with Ind AS specified under
section 133 of the Act;

e) on the basis of the written representations received from the directors and taken on record by the
Board of Directors, none of the directors is disqualified as on 31 March 2020 from being appointed
as a director in terms of section 164(2) of the Act;

f) the matter described in paragraph 4 under the Emphasis of Matter, in our opinion, may have an
adverse effect on the functioning of the Company;

g) we have also audited the internal financial controls with reference to financial reporting (IFCoFR) of
the Company as on 31 March 2020 in conjunction with our audit of the standalone financial
statements of the Company for the year ended on that date and our report dated 14 May 2020 as per
Annexure B expressed unmodified opinion; and

h) with respect to the other matters to be included in the Auditor’s Report in accordance with rule 11
of the Companies (Audit and Auditors) Rules, 2014 (as amended), in our opinion and to the best of
our information and according to the explanations given to us:

i. the Company, as detailed in Note 41A to the standalone financial statements, has disclosed the
impact of pending litigations on its financial position as at 31 March 2020;

ii. the Company did not have any long-term contracts including derivative contracts for which
there were any material foreseeable losses as at 31 March 2020;

iii. there has been no delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the Company during the year ended 31 March 2020; and

F - 319
Independent Auditor’s Report of even date to the members of Indiabulls Real Estate Limited on
the standalone financial statements for the year ended 31 March 2020 (cont’d)

iv. the disclosure requirements relating to holdings as well as dealings in specified bank notes were
applicable for the period from 8 November 2016 to 30 December 2016, which are not relevant
to these standalone financial statements. Hence, reporting under this clause is not applicable.

For Walker Chandiok & Co LLP


Chartered Accountants
Firm’s Registration No.: 001076N/N500013

Neeraj Sharma
Partner
Membership No.: 502103

UDIN: 20502103AAAAAY9865

Place: New Delhi


Date: 14 May 2020

F - 320
Annexure A to the Independent Auditor’s Report of even date to the members of Indiabulls Real
Estate Limited, on the standalone financial statements for the year ended 31 March 2020

Based on the audit procedures performed for the purpose of reporting a true and fair view on the financial
statements of the Company and taking into consideration the information and explanations given to us and the
books of account and other records examined by us in the normal course of audit, and to the best of our
knowledge and belief, we report that:

(i) (a) The Company has maintained proper records showing full particulars, including quantitative
details and situation of property, plant and equipment, right of use assets and intangible assets.

(b) The property, plant and equipment have been physically verified by the management during the
year and no material discrepancies were noticed on such verification. In our opinion, the
frequency of verification of the property, plant and equipment is reasonable having regard to
the size of the Company and the nature of its assets.

(c) The lease deeds of all the immovable properties (which are included under the head ‘right of use
assets’) are held in the name of the Company. The Company does not hold any immovable
property (in the nature of ‘property, plant and equipment’).

(ii) In our opinion, the management has conducted physical verification of inventory at reasonable
intervals during the year and no material discrepancies between physical inventory and book
records were noticed on physical verification.

(iii) The Company has granted interest free as well as interest bearing unsecured loans to companies
covered in the register maintained under Section 189 of the Act; and with respect to the same:

(a) in our opinion the terms and conditions of grant of such loans are not, prima facie,
prejudicial to the Company’s interest.

(b) the schedule of repayment of principal has been stipulated wherein the principal amounts
are repayable on demand and since the repayment of such loans has not been demanded, in
our opinion, repayment of the principal amount and the interest are regular, except for the
loans given to the companies which are interest free; and

(c) there is no overdue amount in respect of loans granted to such companies .

(iv) In our opinion, the Company has complied with the provisions of Sections 185 and 186 of the Act in
respect of loans, investments, guarantees and security.

(v) In our opinion, the Company has not accepted any deposits within the meaning of Sections 73
to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended).
Accordingly, the provisions of clause 3(v) of the Order are not applicable.

(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the
Rules made by the Central Government for the maintenance of cost records under sub -section
(1) of Section 148 of the Act in respect of Company’s products/services and are of the opinion
that, prima facie, the prescribed accounts and records have been made and maintained.
However, we have not made a detailed examination of the cost records with a view to determine
whether they are accurate or complete.

(vii)(a) The Company is regular in depositing undisputed statutory dues including provident fund,
employees’ state insurance, income-tax, service tax, duty of customs, duty of excise, value added
tax, goods and services tax, cess and other material statutory dues, as applicable, to the
appropriate authorities. Further, no undisputed amounts payable in respect thereof were
outstanding at the year-end for a period of more than six months from the date they become
payable.

F - 321
Annexure A to the Independent Auditor’s Report of even date to the members of Indiabulls Real
Estate Limited, on the standalone financial statements for the year ended 31 March 2020

(b) The dues outstanding in respect of income-tax, sales-tax, service-tax, duty of customs, duty of
excise, value added tax and goods and services tax on account of any dispute, are as follows:
Statement of Disputed Dues

Name of Nature of dues Amount Amount paid Period to which Forum where
the (₹ in under protest the amount dispute is pending
statute lakhs) (₹ in lakhs) relates
Income- Disallowance 146.26 - Assessment Year Hon’ble High Court
tax Act, under section 2009-10 of Mumbai
1961 14A
Income- Disallowance 161.88 - Assessment Year Hon’ble High Court
tax Act, under section 2010-11 of Mumbai
1961 14A
Income- Disallowance 213.05 - Assessment Year Hon’ble High Court
tax Act, under section 2011-12 of Mumbai
1961 14A
Income- Disallowance 38.43 - Assessment Year Income Tax
tax Act, under section 2013-14 Appellate Tribunal
1961 14A
The Denial of 1,695.25 - Assessment year Assistant
Finance service tax input 2011-12 to 2014- Commissioner of
Act, 2004 credit 15 Service Tax
and
Service
tax rules
The Denial of 1,019.00 - Assessment year Deputy
Finance service tax input 2016-17 to June Commissioner of
Act, 2004 credit 2017 Service Tax
and
Service
tax rules

(viii) The Company has not defaulted in repayment of loans or borrowings to any bank or any dues
to debenture holders during the year. The Company did not have any loans or borrowings
payable to financial institution or government during the year.

(ix) The Company did not raise moneys by way of initial public offer or further public offer (including
debt instruments). In our opinion, The Company has applied moneys raised by way of the term loans
for the purposes for which these were obtained, though idle/surplus funds which were not required
for immediate utilisation have been invested in liquid investments, payable on demand.

(x) No fraud by the Company or on the Company by its officers or employees has been noticed or
reported during the period covered by our audit.

(xi) The Company has not paid or provided for any managerial remuneration. Accordingly, the provisions
of Clause 3(xi) of the Order are not applicable.

(xii) In our opinion, the Company is not a Nidhi Company. Accordingly, provisions of clause 3(xii) of the
Order are not applicable.

(xiii) In our opinion all transactions with the related parties are in compliance with Sections 177 and 188 of
Act, where applicable, and the requisite details have been disclosed in the financial statements etc., as
required by the applicable Ind AS.

F - 322
Annexure A to the Independent Auditor’s Report of even date to the members of Indiabulls Real
Estate Limited, on the standalone financial statements for the year ended 31 March 2020

(xiv) During the year, the Company has not made any preferential allotment or private placement of shares
or fully or partly convertible debentures.
(xv) In our opinion, the Company has not entered into any non-cash transactions with the directors or
persons connected with them covered under Section 192 of the Act.

(xvi) As detailed in Note 53 to the financial statements, the Company is not required to be registered under
Section 45-IA of the Reserve Bank of India Act, 1934.

For Walker Chandiok & Co LLP


Chartered Accountants
Firm’s Registration No.: 001076N/N500013

Neeraj Sharma
Partner
Membership No.: 502103

UDIN: 20502103AAAAAY9865

Place: New Delhi


Date: 14 May 2020

F - 323
Annexure B to the Independent Auditor’s Report of even date to the members of Indiabulls
Real Estate Limited on the standalone financial statements for the year ended 31 March 2020

Independent Auditor’s Report on the internal financial controls with reference to the
standalone financial statements under Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (‘the Act’)

1. In conjunction with our audit of the standalone financial statements of Indiabulls Real Estate Limited
(‘the Company’) as at and for the year ended 31 March 2020, we have audited the internal financial
controls financial statements of the Company as at that date.

Responsibilities of Management and Those Charged with Governance for Internal Financial
Controls

2. The Company’s Board of Directors is responsible for establishing and maintaining internal financial
controls based on the internal control over financial reporting criteria established by the Company
considering the essential components of internal control stated in the Guidance Note on Audit of
Internal Financial Controls over Financial Reporting (the ‘Guidance Note’) issued by the Institute of
Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and
maintenance of adequate internal financial controls that were operating effectively for ensuring the
orderly and efficient conduct of the Company’s business, including adherence to the Company’s
policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy
and completeness of the accounting records, and the timely preparation of reliable financial
information, as required under the Act.

Auditor’s Responsibility for the Audit of the Internal Financial Controls with Reference to
Financial Statements

3. Our responsibility is to express an opinion on the Company's internal financial controls with reference
to financial statements based on our audit. We conducted our audit in accordance with the Standards
on Auditing issued by the ICAI prescribed under Section 143(10) of the Act, to the extent applicable
to an audit of internal financial controls with reference to financial statements, and the Guidance Note
issued by the ICAI. Those Standards and the Guidance Note require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether adequate
internal financial controls with reference to financial statements were established and maintained and if
such controls operated effectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal
financial controls with reference to financial statements and their operating effectiveness. Our audit of
internal financial controls with reference to financial statements includes obtaining an understanding of
such internal financial controls, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. The
procedures selected depend on the auditor’s judgement, including the assessment of the risks of
material misstatement of the financial statements, whether due to fraud or error.

5. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our audit opinion on the Company’s internal financial controls with reference to financial statements.

Meaning of Internal Financial Controls with Reference to Financial Statements

6. A company's internal financial controls with reference to financial statements is a process designed to
provide reasonable assurance regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with generally accepted accounting principles.
A company's internal financial controls with reference to financial statements include those policies
and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and
fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable

F - 324
Annexure B to the Independent Auditor’s Report of even date to the members of Indiabulls
Real Estate Limited on the standalone financial statements for the year ended 31 March 2020

assurance that transactions are recorded as necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles, and that receipts and expenditures of the
company are being made only in accordance with authorisations of management and directors of the
company; and (3) provide reasonable assurance regarding prevention or timely detection of
unauthorised acquisition, use, or disposition of the company's assets that could have a material effect
on the financial statements.

Inherent Limitations of Internal Financial Controls with Reference to Financial Statements

7. Because of the inherent limitations of internal financial controls with reference to financial statements,
including the possibility of collusion or improper management override of controls, material
misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation
of the internal financial controls with reference to financial statements to future periods are subject to
the risk that the internal financial controls with reference to financial statements may become
inadequate because of changes in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.

Opinion

8. In our opinion, the Company has, in all material respects, adequate internal financial controls with
reference to financial statements and such controls were operating effectively as at 31 March 2020,
based on the internal control over financial reporting criteria established by the Company considering
the essential components of internal control stated in the Guidance Note issued by the ICAI.

For Walker Chandiok & Co LLP


Chartered Accountants
Firm’s Registration No.: 001076N/N500013

Neeraj Sharma
Partner
Membership No.: 502103

UDIN: 20502103AAAAAY9865

Place: New Delhi


Date: 14 May 2020

F - 325
Indiabulls Real Estate Limited
Balance sheet as at 31 March 2020
Note 31 March 2020 31 March 2019
(` in lakhs) (` in lakhs)
I ASSETS
Non-current assets
Property, plant and equipment 5 164.06 221.12
Right of use assets 6 1,849.40 -
Intangible assets 7 - 1.66
Financial assets
Investments 8 A 383,804.89 609,712.33
Loans 9 A 1,129.22 1,290.22
Other financial assets 10 A 5,048.00 16,920.24
Deferred tax assets (net) 11 308.69 3,838.58
Non-current tax assets (net) 12 11,322.85 10,666.87
Other non-current assets 13 A 1.91 58.85
403,629.02 642,709.87
Current assets
Inventories 14 90.19 7,132.76
Financial assets
Investments 8 B 1.12 1.04
Trade receivables 15 - 589.36
Cash and cash equivalents 16 1,480.71 2,648.73
Other bank balances 17 24,147.88 5,970.75
Loans 9 B 445,530.84 369,207.25
Other financial assets 10 B 1.01 2.03
Other current assets 13 B 1,313.68 2,911.79
Assets held for sale 18 9,003.87 34,706.36
481,569.30 423,170.07
885,198.32 1,065,879.94

II EQUITY AND LIABILITIES


Equity
Equity share capital 19 A 9,093.28 9,013.61
Other equity 20 635,843.50 645,162.54
644,936.78 654,176.15

Liabilities
Non-current liabilities
Financial liabilities
Borrowings 21 A 46,201.50 210,143.94
Lease liabilities 22 A 859.88 -
Provisions 23 A 24.00 33.30
47,085.38 210,177.24
Current liabilities
Financial liabilities
Borrowings 21 B 11,973.45 106,829.45
Lease liabilities 22 B 769.71 -
Other financial liabilities 24 179,780.57 87,914.53
Other current liabilities 25 202.94 6,777.19
Provisions 23 B 2.64 5.38
Current tax liabilities (net) 26 446.85 -
193,176.16 201,526.55
885,198.32 1,065,879.94

Summary of significant accounting policies 4


The accompanying notes are an integral part of the standalone financial statements

This is the standalone balance sheet referred to in our report of even date.

For Walker Chandiok & Co LLP For and on behalf of the board of directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani


Partner Joint Managing Director Joint Managing Director
Membership No. 502103 [DIN: 06667127] [DIN: 00358082]
Place: New Delhi Place: New Delhi Place: Mumbai
Date: 14 May 2020 Date: 14 May 2020 Date: 14 May 2020

Anil Mittal Ravi Telkar


Chief Financial Officer Company Secretary
Place: Gurugram Place: Mumbai
Date: 14 May 2020 Date: 14 May 2020

F - 326
Indiabulls Real Estate Limited
Statement of profit and loss for the year ended 31 March 2020

Note 31 March 2020 31 March 2019


(` in lakhs) (` in lakhs)
Revenue
Revenue from operations 27 36,284.73 11,707.20
Other income 28 27,216.87 25,051.19
Net gain on de-recognition of financial asset carried at amortised cost (refer note 52) - 18,713.45
63,501.60 55,471.84

Expenses
Cost of revenue 29 7,042.57 -
Employee benefits expense 30 208.30 633.51
Finance costs 31 30,160.25 33,042.13
Depreciation and amortisation expense 32 960.76 83.78
Impairment losses on financial assets 33 A 14,952.41 -
Other expenses 33 B 15,230.54 6,709.79
68,554.83 40,469.21

(Loss)/profit before tax (5,053.23) 15,002.63


Tax expenses 34
Current tax reversal - earlier years (refer note 49) (44.02) -
Deferred tax charge 3,526.41 4,401.44
3,482.39 4,401.44
(Loss)/profit after tax (8,535.62) 10,601.19

Other comprehensive income


Items that will not be reclassified to profit and loss
Net loss on equity instruments through other comprehensive income (2,957.18) (5,366.73)
Re-measurement gains on defined benefit plans 13.83 0.53
Income tax effect (3.48) (0.18)
Other comprehensive income (2,946.83) (5,366.38)
Total comprehensive income for the year (11,482.45) 5,234.81

Earnings per equity share 35


Basic (`) (1.88) 2.32
Diluted (`) (1.88) 2.32

Summary of significant accounting policies 4


The accompanying notes are an integral part of the standalone financial statements

This is the standalone statement of profit and loss referred to in our report of even date.

For Walker Chandiok & Co LLP For and on behalf of the board of directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani


Partner Joint Managing Director Joint Managing Director
Membership No. 502103 [DIN: 06667127] [DIN: 00358082]
Place: New Delhi Place: New Delhi Place: Mumbai
Date: 14 May 2020 Date: 14 May 2020 Date: 14 May 2020

Anil Mittal Ravi Telkar


Chief Financial Officer Company Secretary
Place: Gurugram Place: Mumbai
Date: 14 May 2020 Date: 14 May 2020

F - 327
Indiabulls Real Estate Limited
Cash flow statement for the year ended 31 March 2020
31 March 2020 31 March 2019
(` in lakhs) (` in lakhs)
A Cash flow from operating activities:
(Loss)/profit before tax (5,053.23) 15,002.63
Adjustments for:
Interest on income tax 1.16 2.14
Interest on borrowings 29,820.06 32,779.96
Depreciation and amortisation expenses 960.76 83.78
Interest on lease liabilities 217.03 -
Other borrowing costs 122.00 260.03
Profit on sale of property, plants and equipment (net) (0.77) (1.32)
Excess provision/liabilities written back (294.63) (70.16)
Loans and non current investment written off 10,131.36 105.00
Impairment in value of investments 849.03 3,661.00
Impairment in value of other financial and non-financial assets 5,696.05 -
Interest income (26,159.11) (20,888.37)
Provision for employee benefits 1.79 6.49
Share based payment expense 54.08 237.39
Income on fair valuation of financial assets (0.08) (0.04)
Net gain on de-recognition of financial asset carried at amortised cost - (18,713.45)
Mark to market loss/(gain) on forward contracts 2,423.31 (3,242.41)
Termination of lease Loss/(profit) on sale of investments (net) 7,468.27 (10,607.22)
Modification gain on de-recognition of lease contracts (13.73) -
Net gain on settlement through merger scheme and fair value impact of assets held for sale (21,406.90) -
Operating profit/(loss) before working capital changes and other adjustments: 4,816.45 (1,384.55)
Working capital changes and other adjustments:
Inventories 7,042.57 -
Trade receivables 589.36 (404.17)
Current and non-current loans 16.67 (17.85)
Others current and non-current assets 567.61 (874.41)
Other current and non-current financial assets 820.12 0.10
Other current financial liabilities 1,699.36 (241.91)
Other current liabilities (6,574.25) 6,495.25
Cash flow from operating activities 8,977.89 3,572.46
Income taxes refund/(paid) (net) 2,160.12 (975.19)
Net cash flow from operating activities 11,138.01 2,597.27

B Cash flow from investing activities:


Purchase of property, plant and equipment and intangible assets (including capital advances) (9.13) (83.25)
Proceeds from sale of property, plant and equipment 1.24 1.34
Movement in fixed deposits (net) (14,547.30) (9,312.73)
Proceeds from sale of investments - mutual funds (net) 668.58 29,257.47
Share application money given - (5,000.00)
Investment in subsidiary companies
Purchase of investments - equity shares (42,500.00) (12,332.58)
Purchase of investments - debentures - (6.41)
Purchase of investments - preference shares (1,891.00) -
Purchase of investments - others (0.10) -
Sale of investment in subsidiary companies
Proceeds from sale and buyback of investments - equity shares 248,759.09 29,799.55
Proceeds from sale of investments in joint ventures companies and others - equity shares 19,500.64 -
Proceeds from sale of investments - debentures 45,815.06 -
Proceeds from redemption of investments - preference shares and debentures 0.01 25,177.00
Inter-corporate loans and advances given to subsidiary companies (net) (98,230.00) (73,650.67)
Inter-corporate loans and advances received back/(given to) joint ventures (net) 8,370.59 (8,370.59)
Inter-corporate loans and advances given to others (net) (1,081.23) -
Interest received 24,868.07 21,449.76
Net cash flow from/(used in) investing activities 189,724.52 (3,071.11)

(This space has been intentionally left blank)

F - 328
Indiabulls Real Estate Limited
Cash flow statement for the year ended 31 March 2020 (cont'd)
31 March 2020 31 March 2019
(` in lakhs) (` in lakhs)
C Cash flow from financing activities:
Proceeds from issue of equity share capital (including securities premium) 2,171.05 1,093.36
Buyback of equity shares - (44,766.26)
Proceeds from borrowings from banks 10,114.00 98,000.00
Repayment of borrowings to banks (14,108.37) (10,013.77)
Proceeds from issue of debentures - 49,732.00
Redemption of debentures (76,000.00) (68,500.00)
Proceeds from issue of commercial paper 101,500.00 423,000.00
Repayment of commercial paper (198,000.00) (414,000.00)
Inter-corporate borrowings taken 213,693.00 386,752.20
Inter-corporate borrowings repaid (212,049.00) (386,835.25)
Interest paid on borrowings (28,415.81) (32,399.66)
Payment of lease liabilities (inclusive of interest paid amounting to ` 217.03 lakhs) (813.43) -
Other borrowing costs (121.99) (260.03)
Net cash (used in)/flow from financing activities (202,030.55) 1,802.59

D Net (decrease)/increase in cash and cash equivalents (A+B+C) (1,168.02) 1,328.75


E Cash and cash equivalents at the beginning of the year (refer note a below) 2,648.73 1,319.98
F Cash and cash equivalents at the end of the year (D+E) 1,480.71 2,648.73

31 March 2020 31 March 2019


(` in lakhs) (` in lakhs)
Note:
a) Cash and cash equivalents includes (refer note 16):
Cash on hand 0.09 0.12
Balances with banks
In current accounts 1,480.62 2,648.61
1,480.71 2,648.73

This is the standalone cash flow statement referred to in our report of even date.

For Walker Chandiok & Co LLP For and on behalf of board of directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani


Partner Joint Managing Director Joint Managing Director
Membership No. 502103 [DIN: 06667127] [DIN: 00358082]
Place: New Delhi Place: New Delhi Place: Mumbai
Date: 14 May 2020 Date: 14 May 2020 Date: 14 May 2020

Anil Mittal Ravi Telkar


Chief Financial Officer Company Secretary
Place: Gurugram Place: Mumbai
Date: 14 May 2020 Date: 14 May 2020

F - 329
Indiabulls Real Estate Limited
Statement of changes in equity for the year ended 31 March 2020

A Equity share capital* (` in lakhs)


Buyback of
Issue of equity Issue of equity share
Balance as at equity share Balance as at Balance as at
Particulars share capital capital during the
1 April 2018 capital during 31 March 2019 31 March 2020
during the year year
the year
Equity share capital 9,493.48 40.13 (520.00) 9,013.61 79.67 9,093.28

B Other equity** (` in lakhs)


Other comprehensive
Reserves and surplus
income
Description Debenture Capital Total
Share options Securities Retained Fair valuation of equity
General reserve Capital reserve redemption redemption
outstanding account premium earnings instruments
reserve reserve
Balance as at 1 April 2018 51,265.03 27,720.50 26,125.00 1,680.92 2,385.17 577,188.04 (8,376.29) 4,781.08 682,769.45
Profit for the year - - - - - - 10,601.19 - 10,601.19
Other comprehensive income
Re-measurement losses on defined benefit plans (net of tax) - - - - - - 0.35 - 0.35
Net loss on equity instruments through other comprehensive - - - - - - - (5,366.73) (5,366.73)
income (net of tax)
Share based options for employees of subsidiaries - - - - 113.92 - - - 113.92
Issue of equity shares (including exercise of stock options) - - - - (784.81) 1,838.04 - - 1,053.23
Buy back of equity shares - - - - - (44,246.26) - - (44,246.26)
Transfer from retained earnings on account of buyback of equity - - - 520.00 - - (520.00) - -
shares
Transfer from retained earnings on account of creation of - - 937.50 - - - (937.50) - -
debenture redemption reserve
Share based payment expense - - - - 237.39 - - - 237.39
Balance as at 31 March 2019 51,265.03 27,720.50 27,062.50 2,200.92 1,951.67 534,779.82 767.75 (585.65) 645,162.54
Loss for the year - - - - - - (8,535.62) - (8,535.62)
Other comprehensive income
Re-measurement losses on defined benefit plans (net of tax) - - - - - - 10.35 - 10.35
Net loss on equity instruments through other comprehensive - - - - - - - (2,957.18) (2,957.18)
income (net of tax)
Share based options for employees of subsidiaries - - - - 17.93 - - - 17.93
Issue of equity shares (including exercise of stock options) - - - - (1,366.37) 3,457.75 - - 2,091.38
Share based payment expense - - - - 54.10 - - - 54.10
Transfer to retained earnings on account of stock options lapsed - - - - (19.33) - 19.33 - -
Balance as at 31 March 2020 51,265.03 27,720.50 27,062.50 2,200.92 638.00 538,237.57 (7,738.19) (3,542.83) 635,843.50
*Refer note 19A for details
**Refer note 20 for details

This is the standalone statement of changes in equity referred to in our report of even date.

For Walker Chandiok & Co LLP For and on behalf of the board of directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani Anil Mittal Ravi Telkar
Partner Joint Managing Director Joint Managing Director Chief Financial Officer Company Secretary
Membership No. 502103 [DIN: 06667127] [DIN: 00358082]

Place: New Delhi Place: New Delhi Place: Mumbai Place: Gurugram Place: Mumbai
Date: 14 May 2020 Date: 14 May 2020 Date: 14 May 2020 Date: 14 May 2020 Date: 14 May 2020

F - 330
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Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2020

1. Nature of principal activities


Indiabulls Real Estate Limited (‘the Company’) was incorporated on 04 April 2006 with the main objects of
carrying on the business of real estate properties advisory, properties marketing, maintenance of completed
properties, engineering, industrial and technical consultancy, construction and development of real estate
properties and other related and ancillary activities. The Company is domiciled in India and its registered office is
situated at M-62 and 63, First Floor, Connaught Place, New Delhi – 110001.

2. General information and statement of compliance with Ind AS


These standalone financial statements (‘financial statements’) of the Company have been prepared in accordance
with the Indian Accounting Standards as notified under section 133 of the Companies Act 2013 read with the
Companies (Indian Accounting Standards) Rules 2015 (by Ministry of Corporate Affairs (‘MCA’)), as amended and
other relevant provisions of the Act. The Company has uniformly applied the accounting policies during the
periods presented.

The financial statements for the year ended 31 March 2020 were authorized and approved for issue by the Board
of Directors on 14 May 2020. The revisions to the financial statements is permitted by the Board of Directors after
obtaining necessary approvals or at the instance of regulatory authorities as per provisions of the Act.

3. Basis of accounting
The financial statements have been prepared on going concern basis in accordance with accounting principles
generally accepted in India. Further, the financial statements have been prepared on historical cost basis except for
certain financial assets and financial liabilities and share based payments which are measured at fair values as
explained in relevant accounting policies. Fair valuations related to financial assets and financial liabilities are
categorised into level 1, level 2 and level 3 based on the degree to which the inputs to the fair value measurements
are observable.

4. Summary of significant accounting policies


The financial statements have been prepared using the significant accounting policies and measurement bases
summarised below. These were used throughout all periods presented in the financial statements.

4.1 Current versus non-current classification

All assets and liabilities have been classified as current or non-current as per the Company’s normal operating cycle
and other criteria set out in Companies Act 2013. Deferred tax assets and liabilities are classified as non-current
assets and non-current liabilities, as the case may be.

4.2 Property, plant and equipment (PPE)

Recognition and initial measurement


Property, plant and equipment are stated at their cost of acquisition. The cost comprises purchase price, borrowing
cost if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for
the intended use. Any trade discount and rebates are deducted in arriving at the purchase price. Subsequent costs
are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is
probable that future economic benefits associated with the item will flow to the Company. All other repair and
maintenance costs are recognised in statement of profit and loss as incurred.

Subsequent measurement (depreciation and useful lives)


Depreciation on property, plant and equipment is provided on the straight-line method, computed on the basis of
useful lives (as set out below) prescribed in Schedule II to the Companies Act, 2013.

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Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2020

Asset class Useful life


Plant and equipment 12 – 15 years
Office equipment 5 years
Computers 3 – 6 years
Furniture and fixtures 10 years
Vehicles 8 years

The residual values, useful lives and method of depreciation are reviewed at the end of each financial year.

De-recognition
An item of property, plant and equipment initially recognised is de-recognised upon disposal or when no future
economic benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset
(calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is recognised
in statement of profit and loss when the asset is derecognised.

4.3 Intangible assets


Recognition and initial measurement
Intangible assets (softwares) are stated at their cost of acquisition. The cost comprises purchase price, borrowing
cost if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for
the intended use. Any trade discount and rebates are deducted in arriving at the purchase price.

Subsequent measurement (amortisation)


The cost of capitalized software is amortized over a period in the four years from the date of its acquisition.

De-recognition
Intangible assets are de-recognised upon disposal or when no further economic benefits are expected from its use
or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net
disposal proceeds and the carrying amount of the asset) is recognised in the statement of profit and loss, when the
asset is de-recognised.

4.4 Asset held for sale

Non-current assets are classified as held for sale if their sale is considered highly probable. They are measured at
fair value less cost to sell.

4.5 Inventories

Land other than that transferred to real estate properties under development is valued at lower of cost or net
realizable value.

Real estate properties (developed and under development) includes cost of land under development, internal and
external development costs, construction costs, and development/construction materials, borrowing costs and
related overhead costs and is valued at lower of cost or net realizable value.

Net realisable value is the estimated selling price in the ordinary course of business less estimated costs of
completion and estimated costs of necessary to make the sale.

4.6 Revenue recognition

Revenue is recognised when control is transferred and is accounted net of rebate and taxes. The Company applies
the revenue recognition criteria to each nature of the revenue transaction as set out below.

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Revenue on account of settlement of existing project


Revenue from such settlement is recognised in the year in which the underlying executed documents are received
and there exists no uncertainty in the ultimate collection of consideration.

Revenue from real estate properties advisory and management services


Income arising from real estate properties advisory services is recognised in the period in which the services are
being rendered. The Company considers the terms of the contract and its customary business practices to
determine the transaction price. The consideration promised in a contract with a customer may include fixed
consideration, variable consideration (if reversal is less likely in future), or both.

Profit on sale of investment with underlying business


Profit on sale of investments of entities in the real estate business is recognised when such investments are sold
after adjusting the consideration received with carrying value of investment. The said profit is recognised as part of
other operating income as in substance, such sale reflects the sale of real estate business. However, in case of loss
on sale of such investments, the same is recognised as part of other expense.

Interest income
Interest income is recorded on accrual basis using the effective interest rate (EIR) method.

Gain on amortised cost financial assets


Gain on de-recognition of amortised cost financial assets is recognised in the year when the entire payment is
received against the outstanding balance of amortised cost financial assets.

4.7 Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are
capitalized during the period of time that is necessary to complete and prepare the asset for its intended use or sale.
A qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use. All other
borrowing costs are charged to the statement of profit and loss as incurred.

4.8 Right of use assets and lease liabilities

Till previous year, assets acquired on leases where a significant portion of risk and rewards of ownership are
retained by the lessor are classified as operating leases. Lease rental are charged to statement of profit and loss on
straightline basis except where scheduled increase in rent compensate the lessor for expected inflationary costs.

For any new contracts entered into on or after 1 April 2019, the Company considers whether a contract is, or
contains a lease (the transition approach has been explained and disclosed in Note 42). A lease is defined as ‘a
contract, or part of a contract, that conveys the right to use an asset (the underlying asset) for a period of time in
exchange for consideration’.

Classification of leases
The Company enters into leasing arrangements for various assets. The assessment of the lease is based on several
factors, including, but not limited to, transfer of ownership of leased asset at end of lease term, lessee’s option to
extend/purchase etc.

Recognition and initial measurement


At lease commencement date, the Company recognises a right-of-use asset and a lease liability on the balance
sheet. The right-of-use asset is measured at cost, which is made up of the initial measurement of the lease liability,
any initial direct costs incurred by the Company, an estimate of any costs to dismantle and remove the asset at the
end of the lease (if any), and any lease payments made in advance of the lease commencement date (net of any
incentives received).

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ended 31 March 2020

Subsequent measurement
The Company depreciates the right-of-use assets on a straight-line basis from the lease commencement date to the
earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The Company also
assesses the right-of-use asset for impairment when such indicators exist.

At lease commencement date, the Company measures the lease liability at the present value of the lease payments
unpaid at that date, discounted using the interest rate implicit in the lease if that rate is readily available or the
Company’s incremental borrowing rate. Lease payments included in the measurement of the lease liability are made
up of fixed payments (including in substance fixed payments) and variable payments based on an index or rate.
Subsequent to initial measurement, the liability will be reduced for payments made and increased for interest. It is
re-measured to reflect any reassessment or modification, or if there are changes in in-substance fixed payments.
When the lease liability is re-measured, the corresponding adjustment is reflected in the right-of-use asset.

The Company has elected to account for short-term leases using the practical expedients. Instead of recognising a
right-of-use asset and lease liability, the payments in relation to these are recognised as an expense in statement of
profit and loss on a straight-line basis over the lease term.

4.9 Impairment of non-financial assets

At each reporting date, the Company assesses whether there is any indication that an asset may be impaired, based
on internal or external factors. If any such indication exists, the recoverable amount of the asset or the cash
generating unit is estimated. If such recoverable amount of the asset or cash generating unit to which the asset
belongs is less than its carrying amount, the carrying amount is reduced to its recoverable amount. The reduction is
treated as an impairment loss and is recognised in the statement of profit and loss. If, at the reporting date there is
an indication that a previously assessed impairment loss no longer exists, the recoverable amount is reassessed and
the asset is reflected at the recoverable amount. Impairment losses previously recognized are accordingly reversed
in the statement of profit and loss.

4.10 Foreign currency

Functional and presentation currency


The financial statements are presented in Indian Rupee (‘INR’ or ‘`’) which is also the functional and presentation
currency of the Company.

Transactions and balances


Foreign currency transactions are recorded in the functional currency, by applying to the exchange rate between
the functional currency and the foreign currency at the date of the transaction.

Foreign currency monetary items are converted to functional currency using the closing rate. Non-monetary items
denominated in a foreign currency which are carried at historical cost are reported using the exchange rate at the
date of the transaction.

Exchange differences arising on monetary items on settlement, or restatement as at reporting date, at rates
different from those at which they were initially recorded, are recognized in the statement of profit and loss when
they arise.

4.11 Investments
Investment in equity instruments of subsidiaries and joint ventures are measured at cost as per Ind AS 27 'Separate
Financial Statements'.

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Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2020

4.12 Financial instruments

Non-derivative financial assets

Recognition and initial measurement


All financial assets are recognised initially at fair value and transaction cost that is attributable to the acquisition of
the financial asset is also adjusted.

Subsequent measurement
i. Debt instruments at amortised cost – A ‘debt instrument’ is measured at the amortised cost if both the
following conditions are met:
 The asset is held within a business model whose objective is to hold assets for collecting contractual
cash flows, and
 Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of
principal and interest (SPPI) on the principal amount outstanding.

After initial measurement, such financial assets are subsequently measured at amortised cost using the
effective interest rate (EIR) method.

ii. Equity investments – All equity investments in scope of ‘Ind AS 109 Financial Instruments’ (‘Ind AS 109’)
are measured at fair value. Equity instruments which are held for trading are generally classified as at fair
value through profit and loss (FVTPL). For all other equity instruments, the Company decides to classify the
same either as at fair value through other comprehensive income (FVOCI) or fair value through profit and
loss (FVTPL).

iii. Mutual funds – All mutual funds in scope of Ind AS 109 are measured at fair value through profit and loss
(FVTPL).

De-recognition of financial assets


A financial asset is primarily de-recognised when the rights to receive cash flows from the asset have expired or the
Company has transferred its rights to receive cash flows from the asset measured at amortized cost (or, depending
on the business model, at fair value through other comprehensive income).

Non-derivative financial liabilities

Recognition and initial measurement


All financial liabilities are recognised initially at fair value and transaction cost that is attributable to the acquisition
of the financial liabilities is also adjusted.

Subsequent measurement
Subsequent to initial recognition, financial liabilities are measured at amortised cost using the effective interest
method.

De-recognition of financial liabilities


A financial liability is de-recognised when the obligation under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another from the same lender on substantially different terms, or
the terms of an existing liability are substantially modified, such an exchange or modification is treated as the de-
recognition of the original liability and the recognition of a new liability measured at amortized cost (or, depending
on the business model, at fair value through other comprehensive income). The difference in the respective
carrying amounts is recognised in the statement of profit and loss.

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Summary of significant accounting policies and other explanatory information for the year
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Derivatives

The Company has entered into certain forward (derivative) contracts to hedge risks. These derivatives are initially
recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured to their
fair value at the end of each reporting period. Any profit or loss arising on cancellation or renewal of such
derivative contract is recognised as income or as expense for the period.

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a
currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis,
to realise the assets and settle the liabilities simultaneously.

4.13 Impairment of financial assets

In accordance with Ind AS 109, the Company applies expected credit loss (ECL) model for measurement and
recognition of impairment loss for financial assets. The Company factors historical trends and forward looking
information to assess expected credit losses associated with its assets and impairment methodology applied
depends on whether there has been a significant increase in credit risk.

Trade receivables
In respect of trade receivables, the Company applies the simplified approach of Ind AS 109, which requires
measurement of loss allowance at an amount equal to lifetime expected credit losses. Lifetime expected credit
losses are the expected credit losses that result from all possible default events over the expected life of a financial
instrument.

Other financial assets


In respect of its other financial assets, the Company assesses if the credit risk on those financial assets has
increased significantly since initial recognition. If the credit risk has not increased significantly since initial
recognition, the Company measures the loss allowance at an amount equal to 12-month expected credit losses, else
at an amount equal to the lifetime expected credit losses. The Company assumes that the credit risk on a financial
asset has not increased significantly since initial recognition, if the financial asset is determined to have low credit
risk at the balance sheet date.

4.14 Income taxes

Tax expense recognized in statement of profit and loss comprises the sum of deferred tax and current tax except
the ones recognized in other comprehensive income or directly in equity.

Current tax is determined as the tax payable in respect of taxable income for the year and is computed in
accordance with relevant tax regulations. Current income tax relating to items recognised outside profit or loss is
recognised outside profit or loss (either in other comprehensive income or in equity).

Minimum alternate tax (‘MAT’) credit entitlement is recognised as an asset only when and to the extent there is
convincing evidence that normal income tax will be paid during the specified period. In the year in which MAT
credit becomes eligible to be recognised as an asset, the said asset is created by way of a credit to the statement of
profit and loss and shown as MAT credit entitlement. This is reviewed at each balance sheet date and writes down
the carrying amount of MAT credit entitlement to the extent it is not reasonably certain that normal income tax
will be paid during the specified period.

Deferred tax is recognised in respect of temporary differences between carrying amount of assets and liabilities for
financial reporting purposes and corresponding amount used for taxation purposes. Deferred tax assets on
unrealised tax loss are recognised to the extent that it is probable that the underlying tax loss will be utilised against
future taxable income. This is assessed based on the Company’s forecast of future operating results, adjusted for
significant non-taxable income and expenses and specific limits on the use of any unused tax loss. Unrecognised

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Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2020

deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become
probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset
is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted
at the reporting date. Deferred tax relating to items recognised outside statement of profit and loss is recognised
outside statement of profit or loss (either in other comprehensive income or in equity).

4.15 Cash and cash equivalents

Cash and cash equivalents comprise cash on hand, demand deposits and other short-term highly liquid investments
that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes in
value.

4.16 Employee benefits

Defined contribution plan


The Company’s contribution to provident fund is charged to the statement of profit and loss or inventorized as a
part of real estate properties under development, as the case may be. The Company’s contributions towards
provident fund are deposited with the regional provident fund commissioner under a defined contribution plan.

Defined benefit plan


The Company has unfunded gratuity as defined benefit plan where the amount that an employee will receive on
retirement is defined by reference to the employee’s length of service and final salary. The liability recognised in the
balance sheet for defined benefit plans as the present value of the defined benefit obligation (DBO) at the
reporting date. Management estimates the DBO annually with the assistance of independent actuaries. Actuarial
gains/losses resulting from re-measurements of the liability are included in other comprehensive income.

Other long-term employee benefits


The Company also provides benefit of compensated absences to its employees which are in the nature of long -
term employee benefit plan. Liability in respect of compensated absences becoming due and expected to be availed
more than one year after the balance sheet date is estimated on the basis of an actuarial valuation performed by an
independent actuary using the projected unit credit method as on the reporting date. Actuarial gains and losses
arising from experience adjustments and changes in actuarial assumptions are recorded in the statement of profit
and loss in the year in which such gains or losses arise.

Short-term employee benefits


Short-term employee benefits comprise of employee costs such as salaries, bonus etc. is recognized on the basis of
the amount paid or payable for the period during which services are rendered by the employee.

4.17 Share based payments

Share based compensation benefits are provided to employees via Employee Stock Option Plans (ESOPs). The
employee benefit expense is measured using the fair value of the employee stock options and is recognised over
vesting period with a corresponding increase in equity. The vesting period is the period over which all the specified
vesting conditions are to be satisfied. On the exercise of the employee stock options, the employees of will be
allotted equity shares of the Company.

4.18 Provisions, contingent liabilities and contingent assets

Provisions are recognized only when there is a present obligation, as a result of past events, and when a reliable
estimate of the amount of obligation can be made at the reporting date. These estimates are reviewed at each
reporting date and adjusted to reflect the current best estimates. Provisions are discounted to their present values,
where the time value of money is material.

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Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2020

Contingent liability is disclosed for:


 Possible obligations which will be confirmed only by future events not wholly within the control of the
Company or
 Present obligations arising from past events where it is not probable that an outflow of resources will be
required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.

Contingent assets are neither recognized nor disclosed. However, when realization of income is virtually certain,
related asset is recognized.

4.19 Earnings per share

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity
shareholders (after deducting attributable taxes) by the weighted average number of equity shares outstanding
during the period. The weighted average number of equity shares outstanding during the period is adjusted for
events including a bonus issue.

For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity
shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects
of all dilutive potential equity shares.

4.20 Significant management judgement and estimates in applying accounting policies

The preparation of the Company’s financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the related
disclosures.

Significant management judgements

Recognition of deferred tax assets – The extent to which deferred tax assets can be recognized is based on an
assessment of the probability of the Company’s future taxable income against which the deferred tax assets can be
utilized.

Evaluation of indicators for impairment of assets – The evaluation of applicability of indicators of impairment
of assets requires assessment of several external and internal factors which could result in deterioration of
recoverable amount of the assets.

Recoverability of advances/receivables – At each balance sheet date, based on historical default rates observed
over expected life, the management assesses the expected credit losses on outstanding receivables and advances.

Provisions – At each balance sheet date basis the management judgment, changes in facts and legal aspects, the
Company assesses the requirement of provisions against the outstanding contingent liabilities. However, the actual
future outcome may be different from this judgement.

Classification of leases – The Company enters into leasing arrangements for various premises. The assessment
(including measurement) of the lease is based on several factors, including, but not limited to, transfer of
ownership of leased asset at end of lease term, lessee’s option to extend/terminate etc. After the commencement
date, the Company reassesses the lease term if there is a significant event or change in circumstances that is within
its control and affects its ability to exercise or not to exercise the option to extend or to terminate.

Significant estimates

Useful lives of depreciable/amortisable assets – Management reviews its estimate of the useful lives of
depreciable/amortisable assets at each reporting date, based on the expected utility of the assets. Uncertainties in
these estimates relate to technical and economic obsolescence that may change the utilisation of assets.

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Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2020

Defined benefit obligation (DBO) – Management’s estimate of the DBO is based on a number of underlying
assumptions such as standard rates of inflation, mortality, discount rate and anticipation of future salary increases.
Variation in these assumptions may significantly impact the DBO amount and the annual defined benefit expenses.

Fair value measurements – Management applies valuation techniques to determine the fair value of financial
instruments (where active market quotes are not available). This involves developing estimates and assumptions
consistent with how market participants would price the instrument.

(This space has been intentionally left blank)

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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Note - 5
Property, plant and equipment (` in lakhs)
Plant and Office equipment Computers Furniture and Vehicles Total
equipment fixtures
Gross block
As at 1 April 2018 1,246.81 32.62 40.51 218.31 551.61 2,089.86
Additions - 3.57 3.29 11.05 61.09 79.00
Disposals/adjustments 41.95 1.20 1.86 - 10.54 55.55
As at 31 March 2019 1,204.86 34.99 41.94 229.36 602.16 2,113.31
Additions - 4.79 - 4.34 - 9.13
Disposals/adjustments - - - - 164.37 164.37
Balance as at 31 March 2020 1,204.86 39.78 41.94 233.70 437.79 1,958.07

Accumulated depreciation
As at 1 April 2018 1,228.45 21.59 35.45 117.16 468.42 1,871.07
Charge for the year 12.36 5.91 4.43 25.38 28.57 76.65
Disposals/adjustments 41.95 1.18 1.86 - 10.54 55.53
As at 31 March 2019 1,198.86 26.32 38.02 142.54 486.45 1,892.19
Charge for the year 3.84 5.25 2.15 25.33 29.15 65.72
Disposals/adjustments - - - - 163.90 163.90
Balance as at 31 March 2020 1,202.70 31.57 40.17 167.87 351.70 1,794.01

Net block as at 31 March 2019 6.00 8.67 3.92 86.82 115.71 221.12
Net block as at 31 March 2020 2.16 8.21 1.77 65.83 86.09 164.06

Note - 6
Right of use assets (refer note 42) (` in lakhs)
Building Total
Gross block
As at 1 April 2019 2,672.55 2,672.55
Adjustments during the year 289.25 289.25
De-recognition on account of early termination of lease contract 289.54 289.54
Balance as at 31 March 2020 2,672.26 2,672.26

Accumulated depreciation
As at 1 April 2019 - -
Charge for the year 893.38 893.38
De-recognition on account of early termination of lease contract 70.52 70.52
Balance as at 31 March 2020 822.86 822.86

Net block as at 31 March 2020 1,849.40 1,849.40

Note - 7
Intangible assets (` in lakhs)
Softwares Total
Gross block
As at 1 April 2018 368.62 368.62
Additions - -
As at 31 March 2019 368.62 368.62
Additions - -
Balance as at 31 March 2020 368.62 368.62

Accumulated amortisation
As at 1 April 2018 359.83 359.83
Charge for the year 7.13 7.13
As at 31 March 2019 366.96 366.96
Charge for the year 1.66 1.66
Balance as at 31 March 2020 368.62 368.62

Net block as at 31 March 2019 1.66 1.66


Net block as at 31 March 2020 - -

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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

31 March 2020 31 March 2019


Number Amount Number Amount
Note - 8 (` in lakhs) (` in lakhs)
A Investments - non-current*
(i) Investment in equity shares**
Others - quoted
RattanIndia Power Limited# 219,050,000 2,957.17 219,050,000 5,914.35

Subsidiaries - unquoted
Airmid Developers Limited 98,039 18.00 98,039 18.00
Albasta Constructions Limited 50,000 5.00 50,000 5.00
Albasta Properties Limited 50,000 5.00 50,000 5.00
Albasta Real Estate Limited 50,000 5.00 50,000 5.00
Albina Properties Limited 50,000 5.00 50,000 5.00
Angina Properties Limited 50,000 5.00 50,000 5.00
Angles Constructions Limited 50,000 5.00 50,000 5.00
Apesh Constructions Limited 50,000 5.00 50,000 5.00
Apesh Properties Limited 50,000 5.00 50,000 5.00
Apesh Real Estate Limited 50,000 5.00 50,000 5.00
Athena Builders and Developers Limited 50,000 5.00 50,000 5.00
Athena Buildwell Limited 50,000 137.71 50,000 137.71
Athena Infrastructure Limited^^^ 98,039 144.73 98,039 142.76
Athena Land Development Limited 50,000 5.00 50,000 5.00
Aurora Builders and Developers Limited 50,000 5.00 50,000 5.00
Bridget Builders and Developers Limited 50,000 4,670.20 50,000 4,670.20
Catherine Builders and Developers Limited 50,000 4,251.30 50,000 4,251.30
Century Limited (face value of GBP 1 each) (Refer note (a) below) - - 127,052,057 114,980.28
Ceres Estate Limited 75,000,000 14,995.00 75,000,000 14,995.00
Ceres Land Development Limited 50,000 5.00 50,000 5.00
Ceres Properties Limited 50,000 5.00 50,000 5.00
Citra Developers Limited 50,000 5.00 50,000 5.00
Citra Properties Limited 98,039 14.61 98,039 14.61
Cobitis Buildwell Limited 50,000 5.00 50,000 5.00
Cobitis Real Estate Limited 50,000 5.00 50,000 5.00
Dev Property Development Plc (face value Pence 1) (Refer note (b) below) 380,428 301.00 138,000,000 109,190.44
Devona Developers Limited 50,000 5.00 50,000 5.00
Diana Infrastructure Limited 50,000 5.00 50,000 5.00
Edesia Constructions Limited 50,000 5.00 50,000 5.00
Edesia Developers Limited 50,000 5.00 50,000 5.00
Edesia Infrastructure Limited 50,000 5.00 50,000 5.00
Elena Constructions Limited 50,000 5.00 50,000 5.00
Elena Properties Limited 50,000 5.00 50,000 5.00
Fama Properties Limited 50,000 5.00 50,000 5.00
Flora Land Development Limited 50,000 5.00 50,000 5.00
Fornax Real Estate Limited 98,039 9.80 98,039 9.80
Grand Limited (face value of GBP 1 each) 1,000 0.99 1,000 0.99
Hecate Power and Land Development Limited 50,000 5.00 50,000 5.00
Hermes Builders and Developers Limited 50,000 5.00 50,000 5.00
IB Holdings Limited 50,000 5.00 50,000 5.00
Indiabulls Buildcon Limited 668,920 5,404.95 668,920 5,404.95
Indiabulls Commercial Assets Limited 50,000 5.00 50,000 5.00
Indiabulls Communication Infrastructure Limited 50,000 5.00 50,000 5.00
Indiabulls Constructions Limited^^^ 50,000 132.58 50,000 127.54
Indiabulls Estate Limited 3,274,734 8,353.25 3,274,734 8,353.25
Indiabulls Hotel Properties Limited 50,000 5.00 50,000 5.00
Indiabulls Housing and Constructions Limited 50,000 5.00 50,000 5.00
Indiabulls Housing and Land Development Limited 50,000 5.00 50,000 5.00
Indiabulls Housing Developers Limited 50,000 5.00 50,000 5.00
Indiabulls Industrial Infrastructure Limited^^^ 65,000,000 6,535.67 65,000,000 6,533.82
Balance carried forward 48,101.96 274,920.00

F - 341
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

31 March 2020 31 March 2019


Number Amount Number Amount
(` in lakhs) (` in lakhs)

Balance carried over 48,101.96 274,920.00


Indiabulls Infraestate Limited 227,440 162,620.95 227,440 162,620.95
Indiabulls Infratech Limited 50,000 5.00 50,000 5.00
Indiabulls Lands Limited 50,000 5.00 50,000 5.00
Indiabulls Multiplex Services Limited 50,000 67.36 50,000 67.36
Indiabulls Natural Resources Limited 50,000 5.00 50,000 5.00
Indiabulls Projects Limited 100,000,000 10,000.00 100,000,000 10,000.00
Indiabulls Real Estate Builders Limited 50,000 5.00 50,000 5.00
Indiabulls Real Estate Developers Limited 50,000 5.00 50,000 5.00
Indiabulls Realty Company Limited 50,000 5.00 50,000 5.00
Indiabulls Software Parks Limited 50,000 5.00 50,000 5.00
Ivonne Infrastructure Limited 50,000 5.00 50,000 5.00
Juventus Estate Limited^^^ 98,039 113.91 98,039 112.82
Lakisha Infrastructure Limited 50,000 5.00 50,000 5.00
Lakisha Real Estate Limited (Refer note (c) below) - - 10,000,000 1,000.00
Lenus Constructions Limited 50,000 5.00 50,000 5.00
Lenus Infrastructure Limited 50,000 5.00 50,000 5.00
Lenus Properties Limited 50,000 5.00 50,000 5.00
Linnet Constructions Limited 50,000 5.00 50,000 5.00
Linnet Developers Limited 50,000 5.00 50,000 5.00
Linnet Infrastructure Limited 50,000 5.00 50,000 5.00
Linnet Properties Limited 50,000 5.00 50,000 5.00
Linnet Real Estate Limited 50,000 5.00 50,000 5.00
Loon Infrastructure Limited 50,000 5.00 50,000 5.00
Loon Land Development Limited (Refer note (d) below) - - 50,000 5.00
Lorena Builders Limited 50,000 5.00 50,000 5.00
Lucina Constructions Limited 50,000 5.00 50,000 5.00
Lucina Land Development Limited^^^ 50,000 200.79 50,000 193.43
Mabon Constructions Limited 50,000 40.68 50,000 40.68
Mabon Properties Limited 50,000 5.00 50,000 5.00
Makala Infrastructure Limited 50,000 5.00 50,000 5.00
Manjola Infrastructure Limited 50,000 5.00 50,000 5.00
Manjola Real Estate Limited 50,000 5.00 50,000 5.00
Mariana Constructions Limited 50,000 21.12 50,000 21.12
Mariana Developers Limited 50,000 5.00 50,000 5.00
Mariana Infrastructure Limited (Refer note (e) below) - - 50,000 5.00
Mariana Real Estate Limited 50,000 612.99 50,000 612.99
Nilgiri Infraestate Limited 50,000 5.00 50,000 5.00
Nilgiri Infrastructure Projects Limited 50,000 5.00 50,000 5.00
Nilgiri Resources Limited 50,000 5.00 50,000 5.00
Parmida Constructions Limited 50,000 5.00 50,000 5.00
Parmida Developers Limited 50,000 5.00 50,000 5.00
Parmida Properties Limited 50,000 5.00 50,000 5.00
Selene Builders and Developers Limited 50,000 5.00 50,000 5.00
Selene Constructions Limited^^^ 98,039 38.29 98,039 38.41
Selene Infrastructure Limited 10,000,000 1,000.00 10,000,000 1,000.00
Selene Land Development Limited 50,000 5.00 50,000 5.00
Sentia Constructions Limited 50,000 39.00 50,000 39.00
Sentia Infrastructure Limited 50,000 5.00 50,000 5.00
Sentia Real Estate Limited 50,000 5.00 50,000 5.00
Sepset Developers Limited 50,000 5.00 50,000 5.00
Serpentes Constructions Limited 50,000 5.00 50,000 5.00
Shoxell Holding Limited (face value Euro 1) 1,040 6,995.88 1,040 6,995.88
Sophia Constructions Limited 50,000 5.00 50,000 5.00
Sophia Real Estate Limited 50,000 5.00 50,000 5.00
Sylvanus Properties Limited^^^ 10,000,000 1,224.81 10,000,000 1,224.05
Balance carried forward 231,272.74 459,091.69

F - 342
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

31 March 2020 31 March 2019


Number Amount Number Amount
(` in lakhs) (` in lakhs)

Balance carried over 231,272.74 459,091.69


Tapir Constructions Limited 50,000 5.00 50,000 5.00
Tapir Land Development Limited 50,000 5.00 50,000 5.00
Triton Estate Limited 50,000 5.00 50,000 5.00
Triton Properties Limited 50,000 5.00 50,000 5.00
Varali Constructions Limited 50,000 5.00 50,000 5.00
Varali Infrastructure Limited 50,000 1,441.22 50,000 1,441.22
Varali Properties Limited 50,000 5.00 50,000 5.00
Varali Real Estate Limited 50,000 5.00 50,000 5.00
Vindhyachal Land Development Limited 50,000 5.00 50,000 5.00
Zeus Buildwell Limited 50,000 5.00 50,000 5.00
Zeus Estate Limited 50,000 5.00 50,000 5.00

Joint ventures - unquoted


Yashita Buildcon Limited (Refer note (f) below) - - 50,000 5.00
One Qube Realtors Limited (formerly Ashkit Properties Limited) (Refer note (f) below) - - 67,603 3,416.08
Sub-total 232,763.96 464,003.99
Less: Impairment in the value of investments 101.11 3,687.12
Sub-total (A) 232,662.85 460,316.87

(ii) Investment in trust


Subsidiaries - unquoted
Indiabulls Real Estate Limited - Employees Welfare Trust (Refer note (i) below) 0.10 -
Sub-total (B) 0.10 -

(iii) Investment in preference shares##


Subsidiaries - unquoted
Airmid Developers Limited (0.0001% compulsorily convertible preference shares) 592,664 160.43 592,664 160.43
Athena Infrastructure Limited (0.0001% compulsorily convertible preference shares) 314,099 38.63 314,099 38.63
Citra Properties Limited (0.0001% compulsorily convertible preference shares) 170,284 34.06 170,284 34.06
Fornax Real Estate Limited (0.0001% compulsorily convertible preference shares) 547,632 5,476.32 547,632 5,476.32
Indiabulls Estate Limited (14% optionally convertible preference shares) 20,633,954 0.77 20,633,954 0.77
Juventus Estate Limited (0.0001% compulsorily convertible preference shares) 355,627 117.43 355,627 117.43
Selene Constructions Limited (0.0001% compulsorily convertible preference shares) 391,519 49.23 391,519 49.23
Indiabulls Constructions Limited (0.00001% optionally convertible redeemable 623,280,000 7,000.00 - -
preference shares, face value of ` 10 each)
Indiabulls Constructions Limited (0.001% non-convertible redeemable preference 450,000,000 45,000.00 - -
shares, face value of ` 10 each) (refer note 47)
Makala Infrastructure Limited (0.001% non-convertible redeemable preference shares, face value 9,000,000 900.00 9,000,000 900.00
of ` 10 each)
Sub-total (B) 58,776.87 6,776.87
(iv) Investment in debentures
Subsidiaries - unquoted
Optionally convertible debentures^
Airmid Developers Limited 1,210,500 32,031.22 1,210,500 32,031.22
Athena Infrastructure Limited 642,000 7,718.94 642,000 7,718.94
Citra Properties Limited 348,500 6,813.18 348,500 6,813.18
Indiabulls Estate Limited 317,081 6,961.46 317,081 6,961.46
Juventus Estate Limited 1,096,893 27,158.96 1,096,893 27,158.96
Selene Constructions Limited 800,000 9,833.69 800,000 9,833.69
Compulsorily convertible debentures
Indiabulls Infraestate Limited (face value `10 each and 12% coupon rate) (Refer note (g) below) - - 458,150,617 45,815.06
Joint ventures - unquoted
Compulsorily convertible debentures
Yashita Buildcon Limited (face value `10 each and Nil coupon rate) (Refer note (h) below) - - 100 6.41
Sub-total 90,517.45 136,338.92
Less: Impairment in the value of investments 4,435.04 -
Sub-total (C) 86,082.41 136,338.92

F - 343
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

31 March 2020 31 March 2019


Number Amount Number Amount
(` in lakhs) (` in lakhs)
(v) Investment in bonds^^
Others - unquoted
HDFC Bank Limited (Coupon rate 8.44%) 8 878.92 8 878.41
Housing Development Finance Corporation Limited (Coupon rate 8.45%) 20 2,148.06 20 2,147.71
Housing Development Finance Corporation Limited (Coupon rate 8.46%) 12 1,294.64 12 1,293.87
Housing Development Finance Corporation Limited (Coupon rate 8.35%) 10 1,098.82 10 1,097.97
Housing Development Finance Corporation Limited (Coupon rate 8.46%) 7 752.21 7 751.77
LIC Housing Finance Limited (Coupon rate 8.47% and face value of ` 1,000,000 each) 10 110.01 10 109.94
Sub-total (D) 6,282.66 6,279.67
Grand Total (A+B+C+D) 383,804.89 609,712.33
Aggregate amount of unquoted investments (net) 380,847.72 603,797.97
Aggregate amount of quoted investments and market value 2,957.17 5,914.35
Aggregate amount of impairment in the value of investments 4,536.15 3,687.12

Notes:
(a) During the year, the Company has sold its entire stake in its wholly owned subsidiary, Century Limited, to a group company for an aggregate consideration of ` 162,102.74
lakhs and accordingly, the Company has recognized loss on sale amounting to ` 377.53 lakhs in these financial statements.
(b) During the year, a wholly owned subsidiary of the Company namely Dev Property Development Plc (‘DPD’) has bought back 137,619,572 shares from the Company for an
aggregate consideration of ` 84,959.50 lakhs and accordingly, the Company has recognized loss on buyback amounting to ` 23,929.92 lakhs in these financials statements.
(c) During the year, the Company has sold its entire stake in its wholly owned subsidiary, Lakisha Real Estate Limited for an aggregate consideration of ` 2,079.21 lakhs and
accordingly, the Company has recognised gain on sale amounting to ` 1,079.21 lakhs in these standalone financial statements.
(d) During the year, the Company has sold its entire stake in its wholly owned subsidiary, Loon Land Development Limited for an aggregate consideration of ` 5.00 lakhs.
(e) During the year, the Company has executed definitive transaction agreement with entity controlled by the Blackstone Group Inc. ('Purchaser') to divest its 100% stake in one of
its subsidiary namely Mariana Infrastructure Limited ('Mariana'), which holds commercial asset at Gurgaon at a consideration of ` 13,564.93 lakhs. As part of the said
transaction, the Company has divested partial stake of Company in Mariana which has resulted in loss of control in Mariana and accordingly Mariana have been de-
consolidated. Further, the remaining investment of ` 3.75 lakhs has also been classified as held for sale.
(f) During the year, the Company has sold the remaining stake in existing joint venture companies namely Yashita Buildcon Limited and One Qube Realtors Limited (formerly
Ashkit Properties Limited) (both owning assets in Gurugram) to the entities controlled by Blackstone Group Inc. (‘Purchaser’) for an aggregate consideration of ` 19,000.00
lakhs (gross of selling expenses of ` 481.14 lakhs) and accordingly, the Company has recognized gain on sale amounting to ` 15,097.79 lakhs in these financial statements.
(g) During the year, these compulsory convertible debentures has been converted into 458,150,617 non-interest bearing optionally convertible debentures (OCD's) of face value of
` 10 each and subsequent to this change, the Company has early redeemed these OCD's at face value.
(h) During the year, these compulsory convertible debentures has been converted into 100 optionally convertible debentures (OCD's) of face value of ` 10 each and subsequent to
this change, the Company has early redeemed these OCD's at face value.
(i) During the year, the Company has set up an employees welfare trust titled “Indiabulls Real Estate Limited – Employees Welfare Trust” (the “Trust”) to efficiently manage the
current as well as any future share based employees benefits schemes.

*All the investment in subsidiaries and joint ventures are measured at cost as per Ind AS 27 'Separate Financial Statements'
**Face value of ` 10 each unless otherwise stated.
#This investment (being strategic in nature) is measured at fair value through other comprehensive income ('FVOCI'). The above values represents the fair values as at the end of the respective reporting
period. No dividends have been received from such investments during the year.
## Face value of ` 1,000 each unless otherwise stated
^ Face value of ` 1,000 each and coupon rate is 0.0001%, unless otherwise stated
^^Face value of ` 10,000,000 each unless otherwise stated
^^^The investments include the investment booked for subsidiaries on account of stock options issued to employees of those subsidiaries

Number Amount Number Amount


B Investments - current (` in lakhs) (` in lakhs)
Investment in mutual funds (quoted)
Indiabulls Savings Fund - Direct Plan-Growth 1.12 1.04
[100 units (31 March 2019: 100 units)]
1.12 1.04
1.12 1.04
Aggregate amount of quoted investments and market value 1.12 1.04

F - 344
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

31 March 2020 31 March 2019


(` in lakhs) (` in lakhs)
Note - 9
A Loans - non current
Loans receivables considered good - unsecured
Security deposits given to joint ventures (refer note 40) - 1,260.46
Security deposits given to others 1,129.22 29.76
1,129.22 1,290.22

B Loans - current
Loans receivables considered good - unsecured
Security deposits 20.00 21.40
Inter-corporate loans to subsidiaries (refer note 40) 444,302.60 352,629.53
Inter-corporate loans to joint ventures (refer note 40) - 8,370.59
Inter-corporate loans to other parties 1,208.24 661.00
Loan component of redeemable financial instruments - 7,524.73
Loans receivables - credit impaired
Inter-corporate loans to subsidiaries (refer note 40) 5,054.88 233.83
450,585.72 369,441.08
Less: Impairment for loans (expected credit loss) (5,054.88) (233.83)
445,530.84 369,207.25

Note - 10
A Other financial assets - non-current
Bank deposits with maturity of more than 12 months (refer note (a), (b) and (c) below) 5,048.00 8,677.83
Share application money pending allotment (refer note (d) below) - 5,000.00
Derivative assets - 3,242.41
5,048.00 16,920.24
Notes:
(a) Bank deposits of ` 5,000.00 lakhs (excluding interest accrued) (31 March 2019: ` Nil) have been lien marked to third party as a security to fulfill certain business
obligations.
(b) Bank deposits of ` Nil (excluding interest accrued) (31 March 2019: ` 435.00 lakhs) have been pledged with banks against loan given by banks.
(c) Bank deposits of ` Nil (excluding interest accrued) (31 March 2019: ` 8,175.00 lakhs) have been lien marked as a security for margin on forward contracts booked with
Barclays Banks.
(d) During the previous year, the Company has paid share application money amounting to ` 5,000.00 lakhs to one of its wholly owned subsidiary namely Century Limited.
During the year, 5,458,515 shares were issued on 28 May 2019 against the share application money.

B Other financial assets - current


Earnest money deposit 1.00 1.00
Other advances 0.01 1.03
1.01 2.03

Note - 11
Deferred tax assets (net)
Deferred tax asset arising on account of:
Property, plant and equipment and intangible assets - depreciation and amortisation 98.29 144.85
Right of use assets and lease liability 35.52 -
Loans and other financial instruments - debt instruments 0.84 8.98
Impairment for investments, financial and non-financial assets - 1,227.04
Employee benefits
Gratuity and compensated absences 6.71 13.52
Share based payment 167.33 547.99
Unabsorbed long-term capital losses - 2,684.94
308.69 4,627.32
Deferred tax liabilities arising on account of:
Derivate assets - mark to market gain on derivative contract - (1,133.03)
Fair valuation gain of investments - (1,918.36)
- (3,051.39)
Minimum alternate tax credit entitlement (refer note 34) - 2,262.65

308.69 3,838.58

(i) The Company has unabsorbed business losses including unabsorbed depreciation amounting to ` 22,153.84 lakhs (31 March 2019: ` 20,502.47 lakhs) on which no
deferred tax asset is recognised considering there is no probability which demonstrate realisation of deferred tax asset in the near future. Further these losses are available
for offset for maximum period of eight years from the date of incurrence of loss.

(ii) Expiry date of minimum alternate credit


Expiry financial year
1 April 2028 - 31 March 2029 - 846.65
1 April 2029 - 31 March 2030 - 148.88
1 April 2030 - 31 March 2031 - 1,267.12
- 2,262.65

F - 345
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

(ii) Caption wise movement in deferred tax assets as follows: ( ` in lakhs)


Particulars 31 March 2018 Recognised in Recognised in 31 March 2019
other Statement of profit
comprehensive and loss
income
Assets
Property, plant and equipment and intangible assets 150.49 - (5.64) 144.85
Loans and other financial assets 4,977.99 - (4,969.01) 8.98
Impairment for investments, financial and non-financial assets 189.12 - 1,037.92 1,227.04
Employee benefits 659.95 (0.18) (98.26) 561.51
Unabsorbed capital losses - - 2,684.94 2,684.94

Liabilities
Derivate assets - mark to market gain on derivative contract - - (1,133.03) (1,133.03)
Fair valuation gain of investments - - (1,918.36) (1,918.36)

Sub-total 5,977.55 (0.18) (4,401.44) 1,575.93


Minimum alternate tax credit entitlement 2,262.65 - - 2,262.65
Total 8,240.20 (0.18) (4,401.44) 3,838.58
( ` in lakhs)
Particulars 31 March 2019 Recognised in Recognised in 31 March 2020
other Statement of profit
comprehensive and loss
income

Assets
Property, plant and equipment and intangible assets 144.85 - (46.56) 98.29
Right of use assets and lease liability - - 35.52 35.52
Loans and other financial assets 8.98 - (8.14) 0.84
Impairment for investments, financial and non-financial assets 1,227.04 - (1,227.04) -
Employee benefits 561.51 (3.48) (383.99) 174.04
Unabsorbed capital losses 2,684.94 - (2,684.94) -

Liabilities
Derivate assets - mark to market gain on derivative contract (1,133.03) - 1,133.03 -
Fair valuation gain of investments (1,918.36) - 1,918.36 -

Sub-total 1,575.93 (3.48) (1,263.76) 308.69


Minimum alternate tax credit entitlement 2,262.65 - (2,262.65) -
Total 3,838.58 (3.48) (3,526.41) 308.69

(This space has been intentionally left blank)

F - 346
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

31 March 2020 31 March 2019


(` in lakhs) (` in lakhs)

Note - 12
Non-current tax assets (net)
Advance income tax, including tax deducted at source (net of provisions) 11,322.85 10,666.87
11,322.85 10,666.87

Note - 13
A Other non-current assets
(Unsecured, considered good)
Capital advances - 4.25
Prepaid expenses 1.91 54.60
1.91 58.85

B Other current assets


(Unsecured, considered good, unless otherwise stated)
Advance to employees 0.65 1.69
Advance to suppliers/service providers (doubtful balance of ` 179.27 lakhs (31 March 2019: ` 251.50 lakhs)) 186.89 271.88
Prepaid expenses 22.57 1,601.52
Balances with statutory authorities (doubtful balance of ` 875.00 lakhs (31 March 2019: ` Nil))* 2,153.34 1,285.80
Stamp paper in hands 4.50 2.40
2,367.95 3,163.29
Less: Impairment for non-financial assets (1,054.27) (251.50)
1,313.68 2,911.79
*includes ` 139.66 lakhs (31 March 2019: ` Nil) paid under protest to income tax authorities.

Note - 14
Inventories
Land* 90.19 90.19
Real estate properties under development (at cost)
Cost of properties under development 7,042.57 7,042.57
Less: Cost of revenue recognised till date (refer note 48) (7,042.57) -
- 7,042.57
90.19 7,132.76
* The above land is mortgage as security against non-convertible debentures issued by the Company.

Note - 15
Trade receivables
Trade receivables considered good - unsecured
Joint ventures (refer note 40) - 589.30
Others - 0.06
Trade receivables - credit impaired 33.04 33.04
33.04 622.40
Less: Impairment for trade receivables (expected credit loss) (33.04) (33.04)
- 589.36

Note - 16
Cash and cash equivalents
Cash in hand 0.09 0.12
Balances with banks
In current accounts 1,480.62 2,648.61
1,480.71 2,648.73

Note - 17
Other bank balances
Balances with banks
In unclaimed dividend accounts (refer note (a) below) 38.74 38.75
Bank deposits - with maturity of more than three months and upto twelve months (refer note (b), (c) and (d) below) 24,109.14 5,932.00
24,147.88 5,970.75
Notes:
(a) Unclaimed dividend account pertains to dividend not claimed by equity shareholders and the Company does not have any right on the said money.
(b) Bank deposits of ` 20,000.00 lakhs (excluding interest accrued) (31 March 2019: ` Nil) have been lien marked to third party as a security to fulfill certain business
obligations.
(c) Bank deposits of ` 3,794.17 lakhs (excluding interest accrued) (31 March 2019: ` 3,927.11 lakhs) have been pledged with banks against guarantees, overdraft facilities and
loan given by banks.
(d) Bank deposits of ` Nil (excluding interest accrued) (31 March 2019: ` 1,916.78 lakhs) have been lien marked as a security for servicing of non-convertible debentures
interest.

Note - 18
Assets held for sale
Investment held for sale (refer note 8(e) and 47) 9,003.87 34,706.36
9,003.87 34,706.36

F - 347
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Note - 19 31 March 2020 31 March 2019


A Equity share capital (` in lakhs) (` in lakhs)
i Authorised Number Amount Number Amount
Equity share capital of face value of ` 2 each 750,000,000 15,000.00 750,000,000 15,000.00
15,000.00 15,000.00

ii Issued, subscribed and fully paid up


Equity share capital of face value of ` 2 each fully paid up 454,663,876 9,093.28 450,680,289 9,013.61
9,093.28 9,013.61

iii Reconciliation of number of equity shares outstanding at the beginning and at the end of the year
Balance at the beginning of the year 450,680,289 9,013.61 474,674,139 9,493.48
Add: Issued during the year 3,983,587 79.67 2,006,150 40.13
Less: Buy back during the year - - 26,000,000 520.00
Balance at the end of the year 454,663,876 9,093.28 450,680,289 9,013.61

iv Rights, preferences and restrictions attached to equity and preference shares


The holders of equity shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at meetings of the Company. In the
event of liquidation of the Company, all preferential amounts, if any, shall be discharged by the Company. The remaining assets of the Company shall be distributed to
the holders of equity shares in proportion to the number of shares held to the total equity shares outstanding as on that date. All shares rank equally with regard to the
Company’s residual assets, except that holders of preference shares participate only to the extent of the face value of the shares.

v Details of shareholder holding more than 5% share capital 31 March 2020


Name of the equity shareholder Number of shares
Embassy Property Developments Private Limited 7.21 63,095,240
SG Infralands Private Limited 10.43 43,600,000
SG Devbuild Private Limited 18.11 25,100,000
Morgan Stanley Asia (Singapore) PTE 19.47 23,356,826

31 March 2019
Name of the equity shareholder Number of shares
Jyestha Infrastructure Private Limited 49,755,973
SG Infralands Private Limited 43,600,000
SG Devbuild Private Limited 36,700,000

vi Aggregate number of shares issued for consideration other than cash


No shares have been issued for other than cash during the period of five years immediately preceding 31 March 2020.

vii Aggregate number of shares bought back


a. During the year ended 31 March 2019, 26,000,000 equity shares were bought back at an average price of ` 170.85 per share from the open market through stock
exchanges using electronic trading facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and
all other applicable provisions, if any, of the Companies Act, 2013 and SEBI Regulation 2018 (as amended).
b. During the year ended 31 March 2018, 5,796,000 equity shares were bought back at an average price of ` 89.76 per share from the open market through stock exchanges
using electronic trading facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and all other
applicable provisions, if any, of the Companies Act, 2013 and SEBI Regulation 2018 (as amended).
c. During the year ended 31 March 2017, 28,250,000 equity shares were bought back at an average price of ` 78.01 per share from the open market through stock
exchanges using electronic trading facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and
all other applicable provisions, if any, of the Companies Act, 2013 and SEBI Regulation 2018 (as amended).

viii Shares reserved for issue under options


For details of shares reserved for issue under the Employee Stock Option Plan (ESOP) of the Company, refer note 44.

31 March 2020 31 March 2019


B Preference share capital (` in lakhs) (` in lakhs)
i Authorised Number Amount Number Amount
Preference share capital of face value of ` 10 each# 364,000,000 36,400.00 364,000,000 36,400.00
36,400.00 36,400.00
# Since the Company has not issued preference shares, hence, other disclosures are not presented.

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F - 348
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Note - 20
Other equity 31 March 2020 31 March 2019
Reserves and surplus (` in lakhs) (` in lakhs)
General reserve 51,265.03 51,265.03
Capital reserve 27,720.50 27,720.50
Debenture redemption reserve 27,062.50 27,062.50
Capital redemption reserve 2,200.92 2,200.92
Share options outstanding account 638.00 1,951.67
Securities premium 538,237.57 534,779.82
Retained earnings (7,738.19) 767.75
Other comprehensive income
Fair valuation of equity instruments (3,542.83) (585.65)
635,843.50 645,162.54

Nature and purpose of other reserves


General reserve
The Company is required to create a general reserve out of the profits when the Company declares dividend to shareholders.

Capital reserve
The Company has issued share warrants in the earlier years. This reserve is created on account of forfeiture of share application money received on account of issuance
of share warrants as share warrants holders did not exercise their rights.

Debenture redemption reserve


The Company is required to create a debenture redemption reserve out of the profits which are available for redemption of debentures.

Capital redemption reserve


The same has been created in accordance with provisions of Companies Act for the buy back of equity shares from the market.

Deferred employee compensation reserve


The reserve is used to recognised the grant date fair value of the options issued to employees under Company's employee stock option plan.

Securities premium reserve


Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with provisions of the Companies Act 2013.

Retained earnings
Retained earnings is used to record balance of statement of profit and loss.

Fair valuation of equity instruments


The Company has elected to recognise the fair value of certain investments in equity shares in other comprehensive income. These changes are accumulated within this
reserve under the head equity. The Company transfers amounts from this reserve to retained earnings when the relevant equity instruments are derecognised.

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F - 349
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

31 March 2020 31 March 2019


Note - 21 (` in lakhs) (` in lakhs)
A Borrowings - non-current
Secured loans
Debentures
Non-convertible debentures (redeemable) (refer note (i) below) 97,942.84 173,185.96
Less: Current maturities of non-current borrowings (refer note 24) (51,741.34) (72,358.36)

Term loans
From banks (refer note (ii) below) 118,032.51 120,696.03
Less: Current maturities of non-current borrowings (refer note 24) (118,032.51) (11,379.69)

Vehicle loans
From banks (refer note (iii) below) - 8.37
Less: Current maturities of non-current borrowings (refer note 24) - (8.37)
46,201.50 210,143.94

i Repayment terms (including current maturities) and security details for non-convertible debentures:
Particulars Security Maturity date 31 March 2020 31 March 2019
(` in lakhs) (` in lakhs)
1 190 Redeemable non-convertible debentures Secured by mortgage on immovable properties 8 July 2022 1,886.50 1,881.46
issued on 9 September 2016 for ` 1,900 lakhs situated at Panvel & Savroli-Khalapur held and
@ 9.85% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of
pari-passu charge

2 250 Redeemable non-convertible debentures Secured by mortgage on immovable properties 7 July 2022 2,480.60 2,473.34
issued on 7 September 2016 for ` 2,500 lakhs situated at Panvel & Savroli-Khalapur held and
@ 9.80% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of
pari-passu charge
3 300 Redeemable non-convertible debentures Secured by mortgage on immovable properties 16 June 2022 2,966.42 2,953.57
issued on 16 August 2016 for ` 3,000 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of
pari-passu charge
4 200 Redeemable non-convertible debentures Secured by mortgage on immovable properties 18 May 2022 1,975.82 1,966.03
issued on 18 July 2016 for ` 2,000 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of
pari-passu charge

5 250 Redeemable non-convertible debentures Secured by mortgage on immovable properties 12 May 2022 2,469.78 2,457.53
issued on 12 July 2016 for ` 2,500 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of
pari-passu charge

6 150 Redeemable non-convertible debentures Secured by mortgage on immovable properties 6 May 2022 1,481.87 1,474.52
issued on 8 July 2016 for ` 1,500 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of
pari-passu charge

7 160 Redeemable non-convertible debentures Secured by mortgage on immovable properties 6 May 2022 1,580.66 1,572.82
issued on 8 July 2016 for ` 1,600 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of
pari-passu charge

8 750 Redeemable non-convertible debentures Secured by mortgage on immovable properties 29 April 2022 7,406.01 7,367.55
issued on 29 June 2016 for ` 7,500 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of
pari-passu charge

9 4,800 Redeemable non-convertible debentures Mortgage on immovable properties situated at 25 June 2021 47,773.47 47,465.26
issued on 27 June 2018 for ` 48,000 lakhs @ Gurugram held and owned by the Company and
9.50% of face value ` 1,000,000 each and its certain subsidiary companies by way of 26 June 2020
pari-passu charge

F - 350
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Particulars Security Maturity date 31 March 2020 31 March 2019


(` in lakhs) (` in lakhs)
10 100 Redeemable non-convertible debentures Mortgage on immovable properties situated at 18 March 2021 993.06 986.60
issued on 18 March 2016 for ` 1,000 lakhs @ Panvel and Savroli held and owned by the
10.75% of face value ` 1,000,000 each Company and its certain subsidiary companies
by way of pari-passu charge

11 200 Redeemable non-convertible debentures Mortgage on immovable properties situated at 18 March 2021 1,979.07 1,959.64
issued on 18 March 2016 for ` 2,000 lakhs @ Panvel and Savroli held and owned by the
10.75% of face value ` 1,000,000 each Company and its certain subsidiary companies
by way of pari-passu charge

12 150 Redeemable non-convertible debentures Secured by mortgage on immovable properties 21 August 2020 - 1,477.53
issued on 21 August 2015 for ` 1,500 lakhs @ situated at Panvel and Savroli held and owned
11.50% of face value ` 1,000,000 each by the Company and its certain subsidiary
companies by way of pari-passu

13 200 Redeemable non-convertible debentures Secured by mortgage on immovable properties 21 August 2020 - 1,983.82
issued on 21 August 2015 for ` 2,000 lakhs @ situated at Panvel and Savroli held and owned
11.50% of face value ` 1,000,000 each by the Company's and its certain subsidiary
companies by way of pari-passu charge

14 5,000 Redeemable non-convertible debentures Secured by mortgage on immovable properties 29 June 2020 24,949.58 49,666.29
issued on 29 June 2017 for ` 50,000 lakhs @ situated at Gurugram and Savroli held and and
9.00% of face value ` 1,000,000 each owned by the Company's and its certain 28 June 2019
subsidiary companies by way of pari-passu
charge

15 250 Redeemable non-convertible debentures Secured by mortgage on immovable properties 28 September 2019 - 2,500.00
issued on 27 September 2018 for ` 2,500 lakhs situated at Mule-Alibaug held and owned by
@ 10.25% of face value ` 1,000,000 each the Company's and its certain subsidiary
companies by way of pari-passu charge

16 9,000 Redeemable non-convertible debentures Secured by mortgage on immovable properties 06 June 2019 - 45,000.00
issued on 6 June 2014 for ` 90,000 lakhs @ situated at Gurugram, Panvel, Chennai, Savroli
11.10% of face value ` 1,000,000 each ** and Chawne held and owned by the Company
and its certain subsidiary companies

** These non-convertible debentures are listed on Wholesale Debt Market (WDM) segment of National Stock Exchange of India Limited and remaining non-convertible debentures are listed on Wholesale
Debt Market (WDM) segment of BSE Limited.

ii Repayment terms (including current maturities) and security details for term loan from banks:
a During the year ended 31 March 2020, the Company has availed term loan of ` 10,400.00 lakhs from RBL Bank Limited and interest payable monthly, secured by
exclusive charge by way of registered mortgage over 19 identified unsold properties in Tower - A of the project "BLU Estate and Club" (project in one of the subsidiary
company) along with proportionate undivided share of land, common area, common amenities and car parks pertaining to said properties. The loan is repayable in 12
equal monthly installments post the principal moratorium period of 6 months. The rate of interest as on 31 March 2020 is 11.50% p.a. (RBL Bank's MCLR plus spread).
The outstanding balance as at 31 March 2020 is ` 7,715.63 lakhs (31 March 2019: ` Nil).

b During the year ended 31 March 2019, the Company has availed term loan of ` 100,000.00 lakhs from Yes Bank Limited and interest payable monthly, secured by first
pari passu charge by way of equitable mortgage on immovable properties located at various locations and owned by certain subsidiary companies. The loan is repayable
in three installments at 30%, 35% and 35% at the end of 21st month, 24th month and 27th month from the date of first disbursement. The rate of interest as on 31
March 2020 is 10.90% p.a. (Yes Bank's MCLR plus spread). The outstanding balance as at 31 March 2020 is ` 99,350.46 lakhs (31 March 2019: ` 98,349.92).
c During the year ended 31 March 2018, the Company has availed term loan of ` 10,000.00 lakhs from RBL Bank Limited and interest payable monthly, secured by first
pari passu charge by way of equitable mortgage on immovable properties located at Savroli and owned by certain subsidiary companies. The loan is repayable in three
installments at 20%, 30% and 50% at the end of one year, two year and three year from the date of disbursement. The rate of interest as on 31 March 2020 is 11.35% p.a.
(RBL Bank's overnight MCLR). The outstanding balance as at 31 March 2020 is ` 4,987.05 lakhs (31 March 2019: ` 7,961.72 lakhs).
d During the year ended 31 March 2018, the Company has availed term loan of ` 5,000.00 lakhs from RBL Bank Limited and interest payable monthly, secured by
exclusive charge by way of equitable mortgage on immovable properties located at Gurugram and owned by certain subsidiary companies. The loan is repayable in three
installments at 20%, 30% and 50% at the end of one year, two year and three year from the date of disbursement. The rate of interest as on 31 March 2020 is 11.35% p.a.
(RBL Bank's overnight MCLR). The outstanding balance as at 31 March 2020 is ` 2,493.68 lakhs (31 March 2019: ` 3,980.95 lakhs).
e During the year ended 31 March 2015, the Company has availed term loan of ` 28,000.00 lakhs from Axis Bank Limited and interest payable monthly, primarily secured
by mortgage on immovable properties situated at Savroli held and owned by the certain subsidiary companies. The loan is further secured by collateral security on
immovable properties of certain subsidiary companies. Additionally, the aforesaid term loan is also secured by way of pari-passu charge on all the project related
receivables, if any, of its certain subsidiary companies. Further, there is corporate guarantee issued by its certain subsidiary Companies. The loan is repayable in 16 equal
quarterly installments after moratorium period of two years from date of first disbursement. The rate of interest as on 31 March 2020 is 9.55% p.a. (Axis Bank's six
month MCLR plus spread). The outstanding balance as at 31 March 2020 is ` 3,485.69 lakhs (31 March 2019: ` 10,403.44 lakhs).

F - 351
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

iii Repayment terms (including current maturities) and security details for vehicle loans:
During the year ended 31 March 2015, the Company has availed vehicle loan of ` 60.00 lakhs from Axis Bank Limited and interest payable monthly, secured by way of
hypothecation on vehicle purchased. These loan is repayable in 60 equated monthly installments starting from 15 November 2014. The outstanding balance as at 31
March 2020 is ` Nil (31 March 2019: ` 8.37 lakhs).
31 March 2020 31 March 2019
(` in lakhs) (` in lakhs)

B Borrowings - current
Unsecured loans
Commercial paper (refer note a below) - 96,500.00
Loans from related parties (refer note b below and 40) 11,973.45 10,329.45
11,973.45 106,829.45

a. Maximum balance outstanding during the year is ` 96,500.00 lakhs (31 March 2019: ` 115,000.00 lakhs).
b. Carrying interest rate of 9.50% per annum as at 31 March 2020 (31 March 2019: 9.50% per annum).

Note - 22
A Lease liabilities - non-current
Lease liabilities (refer note 42) 859.88 -
859.88 -

B Lease liabilities - current


Lease liabilities (refer note 42) 769.71 -
769.71 -

Note - 23
A Provisions - non-current
Provision for employee benefits:
Gratuity (refer note 43) 17.65 27.06
Compensated absences (refer note 43) 6.35 6.24
24.00 33.30

B Provisions - current
Provision for employee benefits:
Gratuity (refer note 43) 2.52 4.78
Compensated absences (refer note 43) 0.12 0.60
2.64 5.38

Note - 24
Other financial liabilities - current
Current maturities of non-current borrowings
Non-convertible debentures (redeemable) 51,741.34 72,358.36
Term loans 118,032.51 11,379.69
Vehicle loans - 8.37
Interest accrued on borrowings from subsidiary (refer note 40) - 894.00
Interest accrued on non-convertible debentures and term loans from banks 2,552.92 2,334.01
Unpaid dividend on equity shares* 38.74 38.75
Security deposits received - 4.00
Retention money payable 5.28 4.64
Payable for investment** 5,109.00 -
Expenses payable 2,300.78 892.71
179,780.57 87,914.53
*Not due for credit to 'Investor Education and Protection Fund'
**This is payable against purchase of an investment

Note - 25
Other current liabilities
Payable to statutory authorities 202.94 177.19
Other advances* - 6,600.00
202.94 6,777.19
* In the previous year, the Company has received this advance for proposed business transaction.

Note - 26
Current tax liabilities (net)
Provision for income tax 446.85 -
446.85 -

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F - 352
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

31 March 2020 31 March 2019


(` in lakhs) (` in lakhs)
Note - 27
Revenue from operations
Revenue on account of settlement of existing project (refer note 48) 13,707.00 -
Revenue from real estate properties advisory and management services 1,170.83 1,919.61
Other operating income
Net gain on settlement through merger scheme and fair value impact of assets held for sale 21,406.90 -
(refer note 47)
Profit on sale of investments in subsidiaries having project - 9,787.59
36,284.73 11,707.20

Note - 28
Other income
Interest income on
Inter-corporate loans given to:
Subsidiaries (refer note 40) 18,587.92 11,910.19
Joint ventures (refer note 40) 287.55 898.09
Others 314.54 1.54
Debentures (refer note 40) 3,901.23 5,497.85
Bank deposits 1,286.91 628.28
Amortised cost financial assets 481.65 1,428.75
Others 1,299.31 523.67
Profit on sale of investments (net)# 668.59 819.63
Profit on sale of property, plant and equipment (net) 0.77 1.32
Modification gain on de-recognition of lease contracts 13.73 -
Business support income 69.93 26.36
Income on fair valuation of financial assets 0.08 0.04
Excess provision/liabilities written back 294.63 70.16
Mark to market gain on forward contracts - 3,242.41
Miscellaneous income 10.03 2.90
27,216.87 25,051.19
# Profit recognised on sale of investments in mutual funds

Note - 29
Cost of revenue
Decrease/(increase) in real estate properties
Opening stock 7,132.76 7,132.76
Closing stock (90.19) (7,132.76)
7,042.57 -

Note - 30
Employee benefits expense
Salaries and wages 147.76 389.87
Contribution to provident fund and other funds 1.94 3.05
Staff welfare expenses 4.52 3.20
Share based payment expense (refer note 44) 54.08 237.39
208.30 633.51

Note - 31
Finance costs
Interest expense
On borrowings 29,820.06 32,779.96
On income tax 1.16 2.14
Interest on lease liabilities 217.03 -
Other borrowing costs 122.00 260.03
30,160.25 33,042.13

Note - 32
Depreciation and amortisation expense
Depreciation on property, plant and equipment 65.72 76.65
Depreciation on right of use asset 893.38 -
Amortisation of intangible assets 1.66 7.13
960.76 83.78

F - 353
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31 March 2020 31 March 2019


(` in lakhs) (` in lakhs)

Note - 33
A. Impairment losses on financial assets
Impairment in value of loans (net) 4,821.05 -
Loans written off 10,131.36 -
14,952.41 -

B. Other expenses
Advertisement expenses 32.33 431.48
Auditor's remuneration
Audit fees$ 136.00 144.00
Certification and other services 25.00 3.00
Out of pocket expenses 4.38 3.96
Business support expenses 53.17 107.64
Communication expenses 48.93 46.79
Director sitting fees 24.00 23.00
Insurance expenses 47.73 60.16
Legal and professional charges 460.87 554.94
Membership and subscription charges 12.70 13.68
Power and fuel expenses 46.22 49.72
Printing and stationery 38.16 6.39
Rates and taxes 60.37 167.61
Rent expenses 0.28 1,004.27
Repairs and maintenance
Vehicles 14.22 32.04
Buildings 112.69 120.60
Others 63.64 55.60
Brokerage and marketing expenses 8.73 50.36
Travelling and conveyance expenses 41.69 38.12
Loss on sale of investments in subsidiaries and joint ventures (net) 8,136.86 -
Mark to market loss on forward contracts (net) 2,423.31 -
Indemnity charges 1,654.12 -
Impairment in other current assets# 875.00 -
Non current investment written off* - 105.00
Impairment in value of investments (net) 849.03 3,661.00
Miscellaneous expenses 61.11 30.43
15,230.54 6,709.79
$ including fee for additional efforts
# This is provision recognised for non-recoverable/adjustable goods and services tax input credit.
* During the previous year, the amount written off was on account of few wholly owned subsidiaries of the Company being voluntarily dissolved and struck off from the register of
companies.

Note - 34
Tax expenses
Current tax reversal - earlier years (refer note 49) (44.02) -
Deferred tax charge 3,526.41 4,401.44
Income tax expense reported in the statement of profit or loss 3,482.39 4,401.44
The Company has elected to exercise the option permitted under section 115BAA of the Income-tax Act, 1961 as introduced by the Taxation Laws
(Amendment) Ordinance, 2019. Accordingly, the Company has recognised provision for income tax for the period ended 31 March 2020 and re-
measured its deferred tax assets/liabilities basis the rate prescribed in the aforesaid section.

The major components of the reconciliation of expected tax expense based on the domestic effective tax rate of the Company at 25.168% and the
reported tax expense in the statement of profit or loss are as follows:

F - 354
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

31 March 2020 31 March 2019


(` in lakhs) (` in lakhs)
Reconciliation of tax expense and the accounting profit multiplied by India's tax rate
Accounting (loss)/profit before tax from continuing operations (5,053.23) 15,002.63
Accounting profit before income tax (5,053.23) 15,002.63
At statutory income tax rate of 25.168% (31 March 2019: 34.944%) (1,271.80) 5,242.53
Tax effect of amounts which are not deductible (taxable) in calculating taxable income:
Tax impact of exempted income (5,817.27) (829.11)
Tax impact of expenses which will never be allowed 417.26 2.70
Tax impact of unrecognised deferred tax on temporary difference 3,561.82 -
Tax impact of capital loss/(gain) charged at different rate - (261.32)
Tax impact on indexation benefits under Income Tax Act, 1961 (32,747.73) (5,116.24)
Tax impact of unrecognised deferred tax on capital losses 37,009.12 -
Tax impact of unrecognised deferred tax on unabsorbed losses 408.73 5,763.67
Reversal of minimum alternate credit entitlement 2,262.65 -
Others (340.39) (400.79)
Income tax expense 3,482.39 4,401.44

Note - 35
Earnings per share (EPS)
Earnings per Share ('EPS') is determined based on the net profit attributable to the shareholders' of the Company. Basic earnings per share is
computed using the weighted average number of shares outstanding during the year. Diluted earnings per share is computed using the weighted
average number potential equity shares outstanding during the year including share options, except where the result would be anti-dilutive. Weighted
average number of equity shares includes impact of buy back of equity shares during the year.

The following reflects the income and share data used in the basic and diluted EPS computations:
31 March 2020 31 March 2019
(Loss)/profit attributable to equity holders (` in lakhs) (8,535.62) 10,601.19

Nominal value of equity share (`) 2.00 2.00


Total number of equity shares outstanding at the beginning of the year 450,680,289 474,674,139
Total number of equity shares outstanding at the end of the year 454,663,876 450,680,289
Weighted average number of equity shares for basic earning per share 453,834,397 456,666,283
Add: Share based options* - -
Weighted average number of equity shares adjusted for diluted earning per share 453,834,397 456,666,283

Earnings per equity share:


Basic (`) (1.88) 2.32
Diluted (`) (1.88) 2.32

*Potential equity shares are anti-dilutive in nature, hence they have not been considered for calculating weighted average number of equity shares used
to compute diluted earnings per share.

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F - 355
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Note - 36
Fair value measurements
(i) Fair value hierarchy
Financial assets and financial liabilities measured at fair value in the financial statements are grouped into three Levels of a fair value hierarchy. The three Levels are
defined based on the observability of significant inputs to the measurement, as follows:

Level 1: quoted prices (unadjusted) in active markets for financial instruments.


Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly
Level 3: unobservable inputs for the asset or liability.

(ii) Financial assets measured at fair value (` in lakhs)


31 March 2020 Level 1 Level 2 Level 3 Total
Financial instruments at FVTPL
Mutual funds 1.12 - - 1.12
Financial instruments at FVOCI
Quoted equity instruments 2,957.17 - - 2,957.17
Total financial assets 2,958.29 - - 2,958.29

Financial assets measured at fair value (` in lakhs)


31 March 2019 Level 1 Level 2 Level 3 Total
Financial instruments at FVTPL
Mutual funds 1.04 - - 1.04
Financial instruments at FVOCI
Quoted equity instruments 5,914.35 - - 5,914.35
Derivative asset at FVTPL
Forward contract - 3,242.41 - 3,242.41
Total financial assets 5,915.39 3,242.41 - 9,157.80

(iii) Valuation process and technique used to determine fair value


Specific valuation techniques used to value financial instruments include -
(i) Traded (market) price basis recognised stock exchange for equity shares.
(ii) Use of net asset value for mutual funds on the basis of the statement received from investee party.
(iii) The value of derivative contracts are determined using forward exchange rates at balance sheet date.

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F - 356
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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Note - 37
Financial risk management
i) Financial instruments by category
(` in lakhs)
31 March 2020 31 March 2019
Particulars FVTPL* FVOCI# Amortised cost FVTPL* FVOCI# Amortised cost
Financial assets
Investments
Equity instruments - 2,957.17 - - 5,914.35 -
Bonds - - 6,282.66 - - 6,279.67
Mutual funds 1.12 - - 1.04 - -
Trade receivables - - - - - 589.36
Cash and cash equivalents - - 1,480.71 - - 2,648.73
Other bank balances - - 24,147.88 - - 5,970.75
Loans - - 445,510.84 - - 369,185.85
Security deposits - - 1,149.22 - - 1,311.62
Derivative assets - - - 3,242.41 - -
Other financial assets - - 5,049.01 - - 8,679.86
Total financial assets 1.12 2,957.17 483,620.32 3,243.45 5,914.35 394,665.84

(` in lakhs)
31 March 2020 31 March 2019
Particulars FVTPL FVOCI Amortised cost FVTPL FVOCI Amortised cost
Financial liabilities
Borrowings - - 227,948.80 - - 400,719.81
Security deposits - - - - - 4.00
Lease liabilities - - 1,629.59 - - -
Other financial liabilities - - 10,006.72 - - 4,164.11
Total financial liabilities - - 239,585.11 - - 404,887.92

Investment in subsidiaries and joint ventures are measured at cost as per Ind AS 27, 'Separate financial statements'.
* These financial assets are mandatorily measured at fair value.
# These financial assets represents investment in equity instruments designated as such upon initial recognition.

ii) Fair value of instruments measured at amortised cost


(` in lakhs)
31 March 2020 31 March 2019
Particulars Level
Carrying value Fair value Carrying value Fair value
Financial assets
Investments (bonds) Level 3 6,282.66 6,282.66 6,279.67 6,279.67
Loans Level 3 1,129.22 1,129.22 1,290.22 1,290.22
Other financial assets Level 3 5,048.00 5,048.00 8,677.83 8,677.83
Total financial assets 12,459.88 12,459.88 16,247.72 16,247.72
Financial liabilities
Borrowings* Level 3 46,201.50 46,201.50 210,143.94 210,143.94
Total financial liabilities 46,201.50 46,201.50 210,143.94 210,143.94

The above disclosures is presented for non-current financial assets and non-current financial liabilities. Carrying value of current financial assets and current financial
liabilities (investments, trade receivables, cash and cash equivalents, other bank balances, loans, other financial assets, borrowings, lease liabilities and other current financial
liabilities) represents the best estimate of fair value.
*A part of the non-convertible redeemable debentures issued by the Company are listed on stock exchange and there is no comparable instrument having the similar terms
and conditions with related security being pledged and hence the carrying value of the debentures represents the best estimate of fair value.

iii) Risk Management


The Company’s activities expose it to market risk, liquidity risk and credit risk. The Company's board of directors has overall responsibility for the establishment and
oversight of the Company's risk management framework. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the
related impact in the financial statements.

(A) Credit risk


Credit risk is the risk that a counterparty fails to discharge its obligation to the Company. The Company's exposure to credit risk is influenced mainly by cash and cash
equivalents, trade receivables and financial assets measured at amortised cost. The Company continuously monitors defaults of customers and other counterparties and
incorporates this information into its credit risk controls.

a) Credit risk management


i) Credit risk rating
The Company assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of
financial assets.
A: Low credit risk
B: Moderate credit risk
C: High credit risk

Asset group Basis of categorisation Provision for expenses credit loss


A: Low credit risk Investments, trade receivables, cash and cash 12 month expected credit loss/Life time expected credit
equivalents, other bank balances, loans and other loss
financial assets
C: High credit risk Trade receivables and loans Life time expected credit loss/fully provided for

F - 357
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

Based on business environment in which the Company operates, a default on a financial asset is considered when the counter party fails to make payments within the agreed
time period as per contract. Loss rates reflecting defaults are based on actual credit loss experience and considering differences between current and historical economic
conditions.
Assets are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or a litigation decided against the Company. The Company
continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognised in statement of profit and loss.

Assets under credit risk – (` in lakhs)


Credit rating Particulars 31 March 2020 31 March 2019
A: Low credit risk Investments, trade receivables, cash and cash equivalents, other bank 488,708.24 394,932.71
balances, loans and other financial assets
C: High credit risk Trade receivables and loans 5,087.92 266.87

ii) Concentration of financial assets


The Company's principal business activities are real estate project advisory, construction and development of real estate properties and all other related activities. The
Company's outstanding receivables are for real estate project advisory business. Loans and other financial assets majorly represents loans to subsidiaries and deposits given
for business purposes.

b) Credit risk exposure


Provision for expected credit losses
The Company provides for 12 month expected credit losses for following financial assets –

As at 31 March 2020 (` in lakhs)


Particulars Estimated gross Expected credit Carrying amount net of impairment
carrying amount at default losses provision
Investments 6,282.66 - 6,282.66
Trade receivables 33.04 33.04 -
Cash and cash equivalents 1,480.71 - 1,480.71
Other bank balances 24,147.88 - 24,147.88
Loans 450,565.72 5,054.88 445,510.84
Security deposit 1,149.22 - 1,149.22
Other financial assets 5,049.01 - 5,049.01

As at 31 March 2019 (` in lakhs)


Particulars Estimated gross Expected credit Carrying amount net of impairment
carrying amount at default losses provision
Investments 6,279.67 - 6,279.67
Trade receivables 622.40 33.04 589.36
Cash and cash equivalents 2,648.73 - 2,648.73
Other bank balances 5,970.75 - 5,970.75
Loans 369,419.68 233.83 369,185.85
Security deposit 1,311.61 - 1,311.61
Other financial assets 8,679.86 - 8,679.86

Expected credit loss for trade receivables under simplified approach


The Company's outstanding trade receivables are less than six months old and the Company expects that money will be received in due course.

Reconciliation of loss provision (` in lakhs)


Trade
Reconciliation of loss allowance Loans
receivables
Loss allowance on 31 March 2018 33.04 233.83
Impairment loss recognised during the year - -
Loss allowance on 31 March 2019 33.04 233.83
Impairment loss recognised during the year - 4,821.05
Loss allowance on 31 March 2020 33.04 5,054.88

(B) Liquidity risk


Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or
another financial asset. The Company's approach to managing liquidity is to ensure as far as possible, that it will have sufficient liquidity to meet its liabilities when they are
due.
Management monitors rolling forecasts of the Company’s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into
account the liquidity of the market in which the entity operates.

Maturities of financial liabilities


The tables below analyse the Company’s financial liabilities into relevant maturity groupings based on their contractual maturities.
(` in lakhs)
31 March 2020 Less than 1 year 1-2 years 2-3 years More than 3 Total
years
Non-derivatives
Borrowings 182,773.45 24,000.00 22,500.00 - 229,273.45
Lease liabilities 816.68 834.85 187.44 - 1,838.97
Other financial liabilities 10,006.72 - - - 10,006.72
Total 193,596.85 24,834.85 22,687.44 - 241,119.14

F - 358
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020

(` in lakhs)
31 March 2019 Less than 1 year 1-2 years 2-3 years More than 3 Total
years
Non-derivatives
Borrowings 190,837.82 166,500.00 24,000.00 22,500.00 403,837.82
Other financial liabilities 4,168.11 - - - 4,168.11
Total 195,005.93 166,500.00 24,000.00 22,500.00 408,005.93

(C) Market risk


(i) Interest rate risk
The Company’s fixed rate borrowings are not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate
because of a change in market interest rates.

The Company’s variable rate borrowing is subject to interest rate. Below is the overall exposure of the borrowing: (` in lakhs)
Particulars 31 March 2020 31 March 2019
Variable rate borrowing 130,005.96 131,025.48
Fixed rate borrowing 97,942.84 269,694.33
Total borrowings 227,948.80 400,719.81

Sensitivity
Profit or loss is sensitive to higher/lower interest expense from variable rate borrowings as a result of changes in interest rates. (` in lakhs)
Particulars 31 March 2020 31 March 2019
Interest rates – increase by 1% (31 March 2019: 1%) 1,300.06 1,310.25
Interest rates – decrease by 1% (31 March 2019: 1%) (1,300.06) (1,310.25)

(ii) Price risk


The Company’s exposure price risk arises from investments held and classified in the balance sheet either as fair value through other comprehensive income or at fair value
through profit or loss. To manage the price risk arising from investments in equity securities, the Company diversifies its portfolio of assets.

Sensitivity
Profit or loss and equity is sensitive to higher/lower prices of instruments on the Company’s profit for the periods - (` in lakhs)
Particulars 31 March 2020 31 March 2019
Price sensitivity
Price increase by (10%) - FVOCI instrument 295.72 591.44
Price decrease by (10%) - FVOCI instrument (295.72) (591.44)
Price increase by (2%) - FVTPL instrument 0.02 0.02
Price decrease by (2%) - FVTPL instrument (0.02) (0.02)

(iii) Foreign exchange risk


The Company is exposed to foreign exchange risk arising from derivative contracts.

Foreign currency risk exposure: (` in lakhs)


Particulars Currency 31 March 2020 31 March 2019
Derivative assets GBP - 3,242.41

Sensitivity
The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency denominated financial instruments.

Foreign currency risk exposure:


Particulars Currency Exchange rate increase by 1% Exchange rate decrease by 1%
31 March 2020 31 March 2019 31 March 2020 31 March 2019
Derivative assets GBP - 32.42 - (32.42)

(This space has been intentionally left blank)

F - 359
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

Note – 38
Capital management

The Company’s objectives when managing capital are:


 To ensure Company’s ability to continue as a going concern, and
 To provide adequate return to shareholders

Management assesses the capital requirements in order to maintain an efficient overall financing structure. The Company manages the capital structure and makes adjustments to it in the light of
changes in economic conditions and the risk characteristics of the underlying assets. The Company manages its capital requirements by overseeing the following ratios –

Debt equity ratio (` in lakhs)


31 March 2020 31 March 2019
Net debt * 197,271.09 383,421.46
Total equity 644,936.78 654,176.15
Net debt to equity ratio 0.31 0.59

* Net debt includes non-current borrowings plus current borrowings plus current maturities of non-current borrowings less cash and cash equivalents (including bank deposits and other liquid
securities).

Debt service coverage ratio (` in lakhs)


31 March 2020 31 March 2019
Earnings before interest and tax 24,766.83 47,782.59
Interest expense for the year + Principal repayments of non-current borrowings during the year 119,928.43 111,293.73
Debt service coverage ratio 0.21 0.43

The Company does not have any undrawn borrowing facilities.

Note – 39
Information about subsidiaries and joint ventures
The information about subsidiaries and joint ventures of the Company is as follows. The below table includes the information about step down subsidiaries and joint ventures as well.

Proportion of Proportion of
Country of ownership interest as ownership interest as
Name of subsidiary
incorporation at at
31 March 2020 31 March 2019
Aedos Real Estate Company Limited India 100.00% 100.00%
Airmid Developers Limited India 100.00% 100.00%
Airmid Properties Limited India 100.00% 100.00%
Airmid Real Estate Limited India 100.00% 100.00%
Albasta Constructions Limited India 100.00% 100.00%
Albasta Developers Limited India 100.00% 100.00%
Albasta Infrastructure Limited India 100.00% 100.00%
Albasta Properties Limited India 100.00% 100.00%
Albasta Real Estate Limited India 100.00% 100.00%
Albina Properties Limited India 100.00% 100.00%
Albina Real Estate Limited India 100.00% 100.00%
Amadis Land Development Limited India 100.00% 100.00%
Angina Properties Limited India 100.00% 100.00%
Angles Constructions Limited India 100.00% 100.00%
Apesh Constructions Limited India 100.00% 100.00%
Apesh Properties Limited India 100.00% 100.00%
Apesh Real Estate Limited India 100.00% 100.00%
Ashkit Constructions Limited India 100.00% 100.00%
Athena Builders and Developers Limited India 100.00% 100.00%
Athena Buildwell Limited India 100.00% 100.00%
Athena Infrastructure Limited India 100.00% 100.00%
Athena Land Development Limited India 100.00% 100.00%
Aurora Builders and Developers Limited India 100.00% 100.00%
Bridget Builders and Developers Limited India 100.00% 100.00%
Catherine Builders and Developers Limited India 100.00% 100.00%

F - 360
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

Proportion of Proportion of
Country of ownership interest as ownership interest as
Name of subsidiary
incorporation at at
31 March 2020 31 March 2019
Ceres Constructions Limited India 100.00% 100.00%
Ceres Estate Limited India 100.00% 100.00%
Ceres Infrastructure Limited India 100.00% 100.00%
Ceres Land Development Limited India 100.00% 100.00%
Ceres Properties Limited India 100.00% 100.00%
Chloris Real Estate Limited India 100.00% 100.00%
Citra Developers Limited India 100.00% 100.00%
Citra Properties Limited India 100.00% 100.00%
Cobitis Buildwell Limited India 100.00% 100.00%
Cobitis Real Estate Limited India 100.00% 100.00%
Corus Real Estate Limited India 100.00% 100.00%
Devona Developers Limited India 100.00% 100.00%
Devona Infrastructure Limited India 100.00% 100.00%
Devona Properties Limited India 100.00% 100.00%
Diana Infrastructure Limited India 100.00% 100.00%
Diana Land Development Limited India 100.00% 100.00%
Edesia Constructions Limited India 100.00% 100.00%
Edesia Developers Limited India 100.00% 100.00%
Edesia Infrastructure Limited India 100.00% 100.00%
Elena Constructions Limited India 100.00% 100.00%
Elena Properties Limited India 100.00% 100.00%
Fama Builders and Developers Limited India 100.00% 100.00%
Fama Construction Limited India 100.00% 100.00%
Fama Estate Limited India 100.00% 100.00%
Fama Infrastructure Limited India 100.00% 100.00%
Fama Land Development Limited India 100.00% 100.00%
Fama Properties Limited India 100.00% 100.00%
Flora Land Development Limited India 100.00% 100.00%
Fornax Constructions Limited India 100.00% 100.00%
Fornax Real Estate Limited India 100.00% 100.00%
Galium Builders And Developers Limited India 100.00% 100.00%
Hecate Power and Land Development Limited India 100.00% 100.00%
Hermes Builders and Developers Limited India 100.00% 100.00%
Hermes Properties Limited India 100.00% 100.00%
IB Assets Limited India 100.00% 100.00%
IB Holdings Limited India 100.00% 100.00%
Indiabulls Buildcon Limited India 100.00% 100.00%
Indiabulls Commercial Assets Limited India 100.00% 100.00%
Indiabulls Commercial Estate Limited India 100.00% 100.00%
Indiabulls Commercial Properties Limited India 100.00% 100.00%
Indiabulls Commercial Properties Management Limited India 100.00% 100.00%
Indiabulls Communication Infrastructure Limited India 100.00% 100.00%
Indiabulls Constructions Limited India 100.00% 100.00%
Indiabulls Engineering Limited India 100.00% 100.00%
Indiabulls Estate Limited India 100.00% 100.00%
Indiabulls Hotel Properties Limited India 100.00% 100.00%
Indiabulls Housing and Constructions Limited India 100.00% 100.00%
Indiabulls Housing and Land Development Limited India 100.00% 100.00%
Indiabulls Housing Developers Limited India 100.00% 100.00%
Indiabulls Industrial Infrastructure Limited India 89.01% 89.01%
Indiabulls Infraestate Limited India 100.00% 100.00%
Indiabulls Infrastructure Projects Limited India 100.00% 100.00%
Indiabulls Infratech Limited India 100.00% 100.00%
Indiabulls Land Holdings Limited India 100.00% 100.00%
Indiabulls Lands Limited India 100.00% 100.00%
Indiabulls Multiplex Services Limited India 100.00% 100.00%
Indiabulls Natural Resources Limited India 100.00% 100.00%
Indiabulls Projects Limited India 100.00% 100.00%
Indiabulls Real Estate Builders Limited India 100.00% 100.00%
Indiabulls Real Estate Developers Limited India 100.00% 100.00%
Indiabulls Real Estate Limited - Employees Welfare Trust (w.e.f. 19 February 2020) India 100.00% 0.00%
Indiabulls Realty Company Limited India 100.00% 100.00%
Indiabulls Software Parks Limited India 100.00% 100.00%
Ivonne Infrastructure Limited India 100.00% 100.00%

F - 361
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Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

Proportion of Proportion of
Country of ownership interest as ownership interest as
Name of subsidiary
incorporation at at
31 March 2020 31 March 2019
Juventus Constructions Limited India 100.00% 100.00%
Juventus Estate Limited India 100.00% 100.00%
Juventus Infrastructure Limited India 100.00% 100.00%
Juventus Land Development Limited India 100.00% 100.00%
Juventus Properties Limited India 100.00% 100.00%
Kailash Buildwell Limited India 100.00% 100.00%
Kaltha Developers Limited India 100.00% 100.00%
Karakoram Buildwell Limited India 100.00% 100.00%
Karakoram Properties Limited India 100.00% 100.00%
Kenneth Builders and Developers Limited India 100.00% 100.00%
Lakisha Infrastructure Limited India 100.00% 100.00%
Lakisha Real Estate Limited (till 29 June 2019) (refer note 8(c)) India - 100.00%
Lavone Builders And Developers Limited India 100.00% 100.00%
Lenus Constructions Limited India 100.00% 100.00%
Lenus Infrastructure Limited India 100.00% 100.00%
Lenus Properties Limited India 100.00% 100.00%
Linnet Constructions Limited India 100.00% 100.00%
Linnet Developers Limited India 100.00% 100.00%
Linnet Infrastructure Limited India 100.00% 100.00%
Linnet Properties Limited India 100.00% 100.00%
Linnet Real Estate Limited India 100.00% 100.00%
Loon Infrastructure Limited India 100.00% 100.00%
Loon Land Development Limited (till 30 September 2019) (refer note 8(d)) India - 100.00%
Lorena Builders Limited India 100.00% 100.00%
Lorena Constructions Limited India 100.00% 100.00%
Lorena Developers Limited India 100.00% 100.00%
Lorena Infrastructure Limited India 100.00% 100.00%
Lorena Real Estate Limited India 100.00% 100.00%
Lorita Developers Limited India 100.00% 100.00%
Lucina Builders and Developers Limited India 100.00% 100.00%
Lucina Buildwell Limited India 100.00% 100.00%
Lucina Constructions Limited India 100.00% 100.00%
Lucina Estate Limited India 100.00% 100.00%
Lucina Land Development Limited India 100.00% 100.00%
Lucina Properties Limited India 100.00% 100.00%
Mabon Constructions Limited India 100.00% 100.00%
Mabon Infrastructure Limited India 100.00% 100.00%
Mabon Properties Limited India 100.00% 100.00%
Majesta Builders Limited India 100.00% 100.00%
Majesta Constructions Limited India 100.00% 100.00%
Majesta Developers Limited India 100.00% 100.00%
Majesta Infrastructure Limited India 100.00% 100.00%
Majesta Properties Limited India 100.00% 100.00%
Makala Infrastructure Limited India 100.00% 100.00%
Manjola Infrastructure Limited India 100.00% 100.00%
Manjola Real Estate Limited India 100.00% 100.00%
Mariana Constructions Limited India 100.00% 100.00%
Mariana Developers Limited India 100.00% 100.00%
Mariana Infrastructure Limited (till 27 December 2019) (refer note 8(e)) India - 100.00%
Mariana Properties Limited India 100.00% 100.00%
Mariana Real Estate Limited India 100.00% 100.00%
Milkyway Buildcon Limited India 100.00% 100.00%
Nerissa Constructions Limited India 100.00% 100.00%
Nerissa Developers Limited India 100.00% 100.00%
Nerissa Infrastructure Limited India 100.00% 100.00%
Nerissa Properties Limited India 100.00% 100.00%
Nerissa Real Estate Limited India 100.00% 100.00%
Nilgiri Buildwell Limited India 100.00% 100.00%
Nilgiri Infraestate Limited India 100.00% 100.00%
Nilgiri Infrastructure Development Limited India 100.00% 100.00%
Nilgiri Infrastructure Limited India 100.00% 100.00%
Nilgiri Infrastructure Projects Limited India 100.00% 100.00%
Nilgiri Land Development Limited India 100.00% 100.00%
Nilgiri Land Holdings Limited India 100.00% 100.00%

F - 362
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

Proportion of Proportion of
Country of ownership interest as ownership interest as
Name of subsidiary
incorporation at at
31 March 2020 31 March 2019
Nilgiri Lands Limited India 100.00% 100.00%
Nilgiri Resources Limited India 100.00% 100.00%
Noble Realtors Limited India 100.00% 100.00%
Paidia Infrastructure Limited India 100.00% 100.00%
Parmida Constructions Limited India 100.00% 100.00%
Parmida Developers Limited India 100.00% 100.00%
Parmida Properties Limited India 100.00% 100.00%
Platane Infrastructure Limited India 100.00% 100.00%
Selene Builders and Developers Limited India 100.00% 100.00%
Selene Buildwell Limited India 100.00% 100.00%
Selene Constructions Limited India 100.00% 100.00%
Selene Infrastructure Limited India 100.00% 100.00%
Selene Land Development Limited India 100.00% 100.00%
Selene Properties Limited India 100.00% 100.00%
Sentia Constructions Limited India 100.00% 100.00%
Sentia Developers Limited India 100.00% 100.00%
Sentia Infrastructure Limited India 100.00% 100.00%
Sentia Real Estate Limited India 100.00% 100.00%
Sepset Developers Limited India 100.00% 100.00%
Sepset Real Estate Limited India 100.00% 100.00%
Serida Infrastructure Limited India 100.00% 100.00%
Serida Properties Limited India 100.00% 100.00%
Serpentes Constructions Limited India 100.00% 100.00%
Shivalik Properties Limited India 100.00% 100.00%
Sophia Constructions Limited India 100.00% 100.00%
Sophia Real Estate Limited India 100.00% 100.00%
Sylvanus Properties Limited India 100.00% 100.00%
Tapir Constructions Limited India 100.00% 100.00%
Tapir Land Development Limited India 100.00% 100.00%
Tefia Land Development Limited India 100.00% 100.00%
Triton Buildwell Limited India 100.00% 100.00%
Triton Estate Limited India 100.00% 100.00%
Triton Infrastructure Limited India 100.00% 100.00%
Triton Properties Limited India 100.00% 100.00%
Varali Constructions Limited India 100.00% 100.00%
Varali Developers Limited India 100.00% 100.00%
Varali Infrastructure Limited India 100.00% 100.00%
Varali Properties Limited India 100.00% 100.00%
Varali Real Estate Limited India 100.00% 100.00%
Vindhyachal Buildwell Limited India 100.00% 100.00%
Vindhyachal Developers Limited India 100.00% 100.00%
Vindhyachal Infrastructure Limited India 100.00% 100.00%
Vindhyachal Land Development Limited India 100.00% 100.00%
Vonnie Real Estate Limited India 100.00% 100.00%
Zeus Builders And Developers Limited India 100.00% 100.00%
Zeus Buildwell Limited India 100.00% 100.00%
Zeus Estate Limited India 100.00% 100.00%
Zeus Properties Limited India 100.00% 100.00%
Arianca Limited Cyprus 100.00% 100.00%
Ariston Investments Limited Mauritius 100.00% 100.00%
Ariston Investments Sub C Limited Mauritius 100.00% 100.00%
Brenformexa Limited Cyprus 100.00% 100.00%
Century Limited (till 1 November 2019) # Jersey - 100.00%
Dev Property Development Limited Isle of Man 100.00% 100.00%
Eros Limited (till 1 November 2019) # Jersey - 100.00%
Foundvest Limited Cyprus 100.00% 100.00%
Grand Limited Jersey 100.00% 100.00%
Grapene Limited Cyprus 100.00% 100.00%
Indiabulls Properties Investment Trust Singapore 100.00% 100.00%
Indiabulls Property Management Trustee Pte. Limited. Singapore 100.00% 100.00%
IPMT Limited (till 1 November 2019) # United Kingdom - 100.00%
M Holdco 1 Limited Mauritius 100.00% 100.00%
M Holdco 2 Limited Mauritius 100.00% 100.00%
M Holdco 3 Limited Mauritius 100.00% 100.00%
Navilith Holdings Limited Cyprus 100.00% 100.00%
Nesoi Limited (till 1 November 2019) # Jersey - 100.00%
Rhea Limited (till 1 November 2019) # Jersey - 100.00%
Shoxell Holdings Limited Cyprus 100.00% 100.00%
Titan Limited (till 1 November 2019) # Jersey - 100.00%

F - 363
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

Proportion of Proportion of
Country of ownership interest as ownership interest as
Name of Joint Venture
incorporation at at
31 March 2020 31 March 2019
One Qube Realtors Limited (formerly Ashkit Properties Limited) (from 28 December 2018 till 25 September 2019) @ India - 50.00%
Concepts International India Private Limited (from 28 December 2018 till 25 September 2019) @ India - 50.05%
Indiabulls Properties Private Limited (from 29 March 2018 till 25 September 2019) @ India - 50.00%
Indiabulls Real Estate Company Private Limited (from 29 March 2018 till 25 September 2019) @ India - 50.00%
Opcore Services Limited (formerly Indiabulls Realty Developers Limited) (from 29 March 2018 till 25 September 2019) @ India - 50.00%
Yashita Buildcon Limited (from 28 December 2018 till 25 September 2019) @ India - 50.05%

@ During the year, the remaining stake in these joint ventures has been sold to the entities controlled by Blackstone Group Inc. (‘Blackstone’).
# During the year, the Company has sold the entire stake in Century Limited (which indirectly owns Hanover Square property, London and has investments in subsidiaries Eros Limited, Nesoi Limited, Rhea Limited and Titan
Limited) to another wholly owned subsidiary Brenformexa Limited which subsequently sold the entire stake along with another indirect subsidiary namely IPMT Limited UK, to Clivedale Overseas Limited, an entity owned by the
Promoters.

Note – 40
Related party transactions

Subsidiaries and joint ventures


Details in reference to subsidiaries and joint ventures are presented in Note 39.

Key management personnel


Mr. Vishal Gaurishankar Damani (Joint Managing Director)
Mr. Gurbans Singh (Joint Managing Director)

The transaction with key management personnel are listed below: (` in lakhs)
Nature of transactions 31 March 2020 31 March 2019
Managerial remuneration
Mr. Vishal Gaurishankar Damani - 85.16
Mr. Gurbans Singh - 120.00
Share based payment
Mr. Vishal Gaurishankar Damani 17.78 36.80
Mr. Gurbans Singh 10.66 21.76

(i) Statement of transactions with related parties (` in lakhs)


31 March 2020 31 March 2019
Particulars Subsidiary Subsidiary
Companies Companies
Investment in equity shares (including share based options for employees of subsidiaries amounting to ` 17.93 lakhs (31 March 2019: ` 113.92 lakhs)) 47,517.93 12,446.50

Sale of equity shares 162,102.74 15,000.00


Buyback of equity shares 84,959.49 -
Investment in debentures - 6.41
Inter-corporate loans and advances given* 587,072.15 500,527.92
Inter-corporate loans and advances taken* 128,462.45 131,687.00
Share application money paid - 5,000.00
Interest income 18,587.92 17,408.04
Business support income 69.93 26.36
Business support expenses 53.17 107.64
Interest expenses 1,058.74 993.34
Reimbursement of expenses 20.96 143.37
Corporate guarantees (settled)/given (131,572.27) (227,703.00)
*Maximum balance outstanding at any time during the year.
(` in lakhs)
31 March 2020 31 March 2019
Particulars
Joint venture Joint venture
Income from administration, legal and management fees and marketing commission 1,170.83 1,919.61
Interest income 287.55 898.09
Rent expenses - 780.93
Depreciation on right of use asset 326.83 -
Interest on lease liabilities 98.95 -
Maintenance expenses 47.85 97.62
Electricity expenses 23.35 45.99
Reimbursement of expenses - 2.50
Inter-corporate loans and advances given* 14,868.33 182,575.82
Corporate guarantees settled (503,362.13) (10,425.91)
*Maximum balance outstanding at any time during the year.

F - 364
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

(ii) Statement of balances outstanding: (` in lakhs)


31 March 2020 31 March 2019
Particulars Subsidiary Subsidiary
Companies Companies
Inter-corporate loans given (including impairment of ` 5,054.88 lakhs (31 March 2019: ` 233.83 lakhs)) 449,357.48 352,863.36
Interest accrued on borrowing - 894.00
Inter-corporate loans and advances taken 11,973.45 10,329.45
Non-current investment* 374,565.06 594,090.82
Expenses payables - 86.61
Corporate guarantee 61,923.92 198,580.25
*For details refer note 8.
(` in lakhs)
31 March 2020 31 March 2019
Particulars
Joint venture Joint venture
Inter-corporate loans given - 8,370.59
Security deposits - 1,260.46
Non-current investment* - 3,427.49
Trade receivables - 589.30
Corporate guarantee - 503,362.13
*For details refer note 8.

(iii) Disclosures in respect of transactions with identified related parties are given only for such period during which such relationships existed.

Information related to material related party transactions: (` in lakhs)


31 March 2020 31 March 2019
Particulars Subsidiary Subsidiary
Companies Companies
Investment in equity shares
Century Limited 47,500.00 -
One Qube Realtors Limited (formerly Ashkit Properties Limited) - 3,411.08
Indiabulls Infrastructure Limited - 8,921.50
Sale of equity shares
Brenformexa Limited 162,102.74 -
Indiabulls Infrastructure Limited - 15,000.00
Buyback of equity shares
Dev Property Development Limited 84,959.49 -
Investment in debentures
Yashita Buildcon Limited - 6.41
Share application money paid
Century Limited - 5,000.00
Interest income
Lucina Land Development Limited - 142.94
Indiabulls Constructions Limited 5,922.58 599.98
Indiabulls Infraestate Limited - 5,497.81
Tapir Constructions Limited 3,577.33 4,412.41
Juventus Estate Limited 1,185.86 1,227.19
Airmid Developers Limited - 1,181.79
Sylvanus Properties Limited 6,424.24 2,301.75
Varali Properties Limited - 33.82
Makala Infrastructure Limited 637.35 592.96
Catherine Builders and Developers Limited - 25.21
Nerissa Infrastructure Limited 837.93 859.15
Sepset Real Estate Limited - 532.91
Milkyway Buildcon Limited - 0.07
Mariana Infrastructure Limited 2.63 -
Business support income
Indiabulls Estate Limited 7.97 8.79
Sentia Infrastructure Limited 7.97 8.79
Apesh Constructions Limited 7.97 8.78
Aurora Builders And Developers Limited 3.52 -
Indiabulls Communication Infrastructure Limited 3.27 -
Indiabulls Hotel Properties Limited 3.21 -
Indiabulls Housing and Constructions Limited 3.31 -
Indiabulls Housing and Land Development Limited 3.29 -
Indiabulls Housing Developers Limited 3.61 -
Indiabulls Natural Resources Limited 3.22 -
Indiabulls Real Estate Builders Limited 3.54 -
Indiabulls Real Estate Developers Limited 3.55 -
Indiabulls Software Parks Limited 3.44 -
Lakisha Infrastructure Limited 3.61 -
Loon Infrastructure Limited 4.05 -
Manjola Real Estate Limited 3.08 -
Selene Builders And Developers Limited 0.63 -
Triton Estate Limited 0.68 -

F - 365
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

31 March 2020 31 March 2019


Particulars Subsidiary Subsidiary
Companies Companies
Business support expenses
Indiabulls Construction Limited 53.17 107.64
Interest expenses
Indiabulls Industrial Infrastructure Limited 1,058.74 993.34
Reimbursement of expenses
Indiabulls Infraestate Limited 20.96 74.45
Sentia Infrastructure Limited - 68.92
Corporate guarantees (settled)/given
Century Limited - (227,654.35)
Citra Properties Limited (273.70) 199.95
Eros Limited (66,437.44) 66,437.44
Indiabulls Constructions Limited (4,628.74) 4,628.74
Indiabulls Infraestate Limited 33,888.63 (94,394.56)
India Land and Properties Limited - (49,006.00)
Juventus Estate Limited (88.63) (346.18)
Lucina Land Development Limited (20,500.00) 14,135.24
Mariana Infrastructure Limited (4,257.50) 9,283.98
Sylvanus Properties Limited (8,333.00) (13,333.67)
Titan Limited (60,955.95) 60,955.95
Athena Infrastructure Limited 188.74 642.14
Selene Constructions Limited (174.68) 748.32

31 March 2020 31 March 2019


Particulars
Joint venture Joint venture
Income from administration, legal and management fees
Indiabulls Reality Developers Limited 1,144.32 1,906.33
Yashita Buildcon Limited 26.52 13.28
Interest income
One Qube Realtors Limited (formerly Ashkit Properties Limited) 246.29 76.02
Indiabulls Properties Private Limited 41.26 791.89
Indiabulls Real Estate Company Private Limited - 30.18
Rent expenses#
Indiabulls Real Estate Company Private Limited - 780.93
Depreciation on right of use asset
Indiabulls Real Estate Company Private Limited 326.83 -
Interest on lease liabilities
Indiabulls Real Estate Company Private Limited 98.95 -
Maintenance expenses
Indiabulls Real Estate Company Private Limited 47.85 97.62
Electricity expenses
Indiabulls Real Estate Company Private Limited 23.35 45.99
Reimbursement of expenses
Concepts International India Private Limited - 2.50
Corporate guarantees (settled)/given
Indiabulls Properties Private Limited (256,452.78) (38,377.53)
Indiabulls Real Estate Company Private Limited (246,909.35) 27,951.62
# Effective 1 April 2019, the Company has applied Ind AS 116 and accordingly, for leases covered under Ind AS 116, "Depreciation on right of use asset" and "Interest on lease liabilities" has been presented as related party
transactions. The related of rent expense for the year is ` 382.83 lakhs.
Information related to material related parties maximum balance outstanding and closing balances:
31 March 2020 31 March 2019
Subsidiary Companies Subsidiary Companies
Particulars
Maximum balance Maximum balance
Closing Balance Closing Balance
outstanding outstanding
Inter-corporate loans and advances given
Aedos Real Estate Company Limited - - 224.51 -
Airmid Developers Limited - - 24,339.90 -
Airmid Infrastructure Limited - - - -
Airmid Properties Limited 670.37 670.37 670.17 670.17
Airmid Real Estate Limited - - 7,183.90 -
Albasta Constructions Limited - - 6.67 -
Albasta Developers Limited - - - -
Albasta Properties Limited 2,104.29 2,104.29 2,104.04 2,104.04
Albasta Real Estate Limited - - 193.30 -
Albina Real Estate Limited - - - -
Amadis Land Development Limited 397.30 397.30 397.10 397.10
Angina Properties Limited - - 53.35 -
Angles Constructions Limited - - - -
Apesh Constructions Limited - - 1,208.11 -
Apesh Properties Limited - - 58.99 -
Apesh Real Estate Limited - - 415.98 -
One Qube Realtors Limited (formerly Ashkit Properties Limited) - - 17,979.41 -
Athena Builders and Developers Limited - - 106.03 -
Athena Buildwell Limited - - 0.50 -
Athena Infrastructure Limited 19,757.00 19,757.00 8,809.75 -

F - 366
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

31 March 2020 31 March 2019


Subsidiary Companies Subsidiary Companies
Particulars
Maximum balance Maximum balance
Closing Balance Closing Balance
outstanding outstanding
Athena Land Development Limited - - 47.80 -
Catherine Builders and Developers Limited - - 408.91 -
Ceres Constructions Limited 358.88 358.88 358.88 358.88
Ceres Estate Limited - - 53.69 -
Ceres Infrastructure Limited 352.97 352.97 352.77 352.77
Ceres Land Development Limited 482.29 482.29 482.09 482.09
Ceres Properties Limited 429.55 429.55 428.55 428.55
Chloris Real Estate Limited 1,452.27 1,424.27 1,452.07 1,452.07
Citra Properties Limited 25,901.95 24,522.20 24,571.80 24,134.80
Cobitis Buildwell Limited - - - -
Corus Real Estate Limited 696.19 641.99 695.99 695.99
Devona Developers Limited 1,138.21 1,127.21 1,138.21 1,138.21
Devona Infrastructure Limited - - 300.51 -
Diana Infrastructure Limited 481.60 480.70 484.10 481.60
Diana Land Development Limited - - 60.32 -
Elena Properties Limited - - 0.20 -
Elena Real Estate Limited - - - -
Fama Construction Limited 860.89 860.89 860.89 860.89
Fama Estate Limited 1,374.18 1,374.18 1,373.98 1,373.98
Fama Infrastructure Limited - - 137.48 -
Fama Land Development Limited 557.52 557.52 555.82 555.82
Fama Properties Limited - - 222.14 -
Fornax Constructions Limited 718.94 716.34 718.74 718.74
Fornax Real Estate Limited - - - -
Galium Builders and Developers Limited - - 90.61 -
Hecate Power and Land Development Limited - - 82.96 -
Hermes Builders and Developers Limited - - 0.30 -
Hermes Properties Limited - - 109.64 -
Ib Holdings Limited - - 45.65 -
Indiabulls Buildcon Limited - - 17.76 -
Indiabulls Commercial Assets Limited - - 8.00 -
Indiabulls Commercial Estate Limited - - 4.00 -
Indiabulls Constructions Limited 165,003.00 125,478.00 86,349.60 83,803.44
Indiabulls Engineering Limited - - 2.00 -
Indiabulls Estate Limited 217.50 - 1,880.45 128.50
Indiabulls Home Developers Limited - - - -
Indiabulls Infraestate Limited 97,446.00 97,446.00 37,500.00 37,500.00
Indiabulls Infrastructure Limited - - 9,330.16 -
Indiabulls Infratech Limited - - 345.36 -
Indiabulls Lands Limited - - - -
Indiabulls Malls Limited - - 0.02 -
Indiabulls Multiplex Services Limited - - 506.75 -
Indiabulls Projects Limited - - 66.50 -
Ivonne Infrastructure Limited - - - -
Ivonne Real Estate Limited - - 0.08 -
Juventus Constructions Limited - - 274.48 -
Juventus Estate Limited 15,274.21 14,948.21 15,807.06 15,467.91
Juventus Land Development Limited 326.02 325.72 325.82 325.82
Kailash Buildwell Limited - - 287.14 -
Kaltha Developers Limited - - 10.40 -
Karakoram Buildwell Limited 603.16 603.16 603.16 603.16
Karakoram Properties Limited - - 18.54 -
Lakisha Developers Limited - - - -
Lakisha Real Estate Limited 4,520.79 - 4,520.79 4,520.79
Lenus Constructions Limited - - 93.38 -
Lenus Infrastructure Limited - - - -
Lenus Properties Limited - - 0.57 -
Lenus Real Estate Limited - - - -
Linnet Properties Limited 1,373.50 1,372.50 1,373.50 1,373.50
Linnet Real Estate Limited 1,449.70 1,449.70 1,449.50 1,449.50
Loon Land Development Limited - - 6.20 -
Lorena Builders Limited - - 1,984.85 -
Lucina Buildwell Limited 1,724.48 1,724.08 1,722.58 1,722.48
Lucina Constructions Limited - - 30.57 -
Lucina Estate Limited 626.27 596.27 626.07 626.07
Lucina Land Development Limited - - 6,017.50 -
Mabon Constructions Limited - - - -
Mabon Infrastructure Limited - - 1.13 -
Makala Infrastructure Limited 8,537.37 8,537.37 7,863.87 7,851.13
Manjola Infrastructure Limited - - 1,472.12 -
Mariana Constructions Limited - - 132.92 -
Mariana Infrastructure Limited 7,795.80 - 11,353.00 3,897.60
Mariana Properties Limited - - - -

F - 367
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

31 March 2020 31 March 2019


Subsidiary Companies Subsidiary Companies
Particulars
Maximum balance Maximum balance
Closing Balance Closing Balance
outstanding outstanding
Mariana Real Estate Limited - - 21.07 -
Milkyway Buildcon Limited - - 12.10 -
Nav Vahan Autotech Limited - - - -
Nerissa Infrastructure Limited 11,146.58 11,146.58 11,449.88 10,388.69
Nerissa Real Estate Limited - - 0.50 -
Nilgiri Buildwell Limited - - 104.67 -
Nilgiri Infraestate Limited - - 0.13 -
Nilgiri Infrastructure Projects Limited 3,162.51 3,136.81 3,162.51 3,162.51
Nilgiri Land Development Limited - - 4.00 -
Nilgiri Lands Limited - - 3.00 -
Nilgiri Resources Limited - - 22.82 -
Noble Realtors Limited - - 0.10 -
Paidia Infrastructure Limited - - 0.20 -
Parmida Constructions Limited - - 1,001.56 -
Parmida Developers Limited - - 6.47 -
Parmida Properties Limited 1,575.49 1,575.49 1,575.24 1,575.24
Selene Buildwell Limited - - 241.11 -
Selene Constructions Limited - - 15,395.10 -
Selene Infrastructure Limited 12.00 4.00 39.97 -
Selene Properties Limited - - 121.82 -
Sentia Constructions Limited - - 279.83 -
Sentia Developers Limited - - 0.78 -
Sentia Infrastructure Limited 8,887.82 8,221.14 8,742.62 8,742.62
Sentia Real Estate Limited - - 518.06 -
Sepset Developers Limited - - - -
Sepset Real Estate Limited - - 12,949.50 -
Serida Constructions Limited - - 4.65 -
Shivalik Properties Limited - - 421.97 -
Sophia Constructions Limited 1,295.30 400.20 2,073.80 1,295.30
Sophia Real Estate Limited - - 65.54 -
Sylvanus Properties Limited 129,359.20 68,964.95 63,516.31 63,516.31
Tapir Constructions Limited 59,636.90 39,717.30 59,343.79 59,343.79
Tapir Land Development Limited - - 9.10 -
Tapir Realty Developers Limited - - 0.30 -
Tefia Land Development Limited - - 69.43 -
Triton Buildwell Limited 785.93 785.93 785.93 785.93
Triton Infrastructure Limited 553.07 553.07 552.87 552.87
Varali Constructions Limited - - 31.47 -
Varali Developers Limited 1,173.24 1,173.24 1,172.99 1,172.99
Varali Infrastructure Limited 1,902.10 - 1,902.10 1,902.10
Varali Properties Limited - - 1,541.20 -
Varali Real Estate Limited - - 101.25 -
Vindhyachal Buildwell Limited 2,954.89 2,954.89 4,444.49 2,954.69
Vindhyachal Infrastructure Limited 1,033.01 1,023.81 1,032.81 1,032.81
Yashita Buildcon Limited - - 15,906.50 -
Zeus Builders and Developers Limited - - 91.89 -
Zeus Buildwell Limited - - 72.94 -
Zeus Estate Limited - - - -
Zeus Properties Limited 961.91 961.11 961.91 961.91
Inter-corporate loans and advances taken
Indiabulls Constructions Limited 116,489.00 - 110,950.00 -
Indiabulls Industrial Infrastructure Limited 11,973.45 11,973.45 10,589.00 10,329.45
Lucina Land Development Limited - - 10,148.00 -

31 March 2020 31 March 2019


Joint Ventures Joint Ventures
Particulars
Maximum balance Maximum balance
Closing Balance Closing Balance
outstanding outstanding
Inter-corporate loans and advances given
One Qube Realtors Limited (formerly Ashkit Properties Limited) 4,707.33 - 14,559.33 3,633.45
Indiabulls Properties Private Limited 8,800.00 - 30,000.00 4,737.14
Indiabulls Real Estate Company Private Limited 1,361.00 - 122,400.00 -
Yashita Buildcon Limited - - 15,616.49 -

F - 368
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

Information related to material related party balance outstanding: (` in lakhs)


31 March 2020 31 March 2019
Particulars Subsidiary Subsidiary
Companies Companies
Interest payable
Indiabulls Industrial Infrastructure Limited - 894.00
Expenses payable
Indiabulls Infraestate Limited - 12.18
Sentia Infrastructure Limited - 74.43
Corporate guarantee
Airmid Developers Limited 720.38 720.38
Athena Infrastructure Limited 1,117.10 928.36
Citra Properties Limited 70.23 343.93
Eros Limited - 66,437.44
Indiabulls Constructions Limited - 4,628.74
Indiabulls Estate Limited 716.59 716.59
Indiabulls Infraestate Limited 34,209.00 320.37
Juventus Estate Limited 2,636.71 2,725.34
Lucina Land Development Limited 20,025.00 40,525.00
Makala Infrastructure Limited 27.81 27.81
Mariana Infrastructure Limited - 9,341.56
Selene Constructions Limited 1,176.66 1,351.34
Sophia Real Estate Limited 1,214.44 1,214.44
Sylvanus Properties Limited 10.00 8,343.00
Titan Limited - 60,955.95

(` in lakhs)
31 March 2020 31 March 2019
Particulars
Joint Ventures Joint Ventures
Security deposits
Indiabulls Real Estate Company Private Limited - 1,260.46
Trade receivables
Opcore Services Limited (formerly Indiabulls Realty Developers Limited) - 574.96
Yashita Buildcon Limited - 14.34
Corporate guarantee
Indiabulls Properties Private Limited - 256,452.78
Indiabulls Real Estate Company Private Limited - 246,909.35

Note 8 also suffice the requirements of schedule V (for investments) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 in relation to investments.

Note – 41
Contingent liabilities and commitments

A. Summary of contingent liabilities (` in lakhs)


Particulars 31 March 2020 31 March 2019
Contingent liabilities
i) Corporate guarantees issued by the Company on behalf of subsidiary companies (refer note 40) 61,923.92 701,942.38
ii) Corporate guarantees issued by the Company on behalf of other entities 5,084.06 -
iii) Income tax demand (pending in appeals)* 1,257.91 2,041.06
iv) Service tax demand 2,714.25 1,695.25
* Out of this, ` 698.28 lakhs (31 March 2019: ` Nil) pertains to Mariana Infrastructure Limited (erstwhile wholly owned subsidiary) which has been sold during the year and as per definitive agreement, any tax demands relating
to periods prior to the date of definitive agreement shall be borne by the Company.

B. Commitments

i. The Company had given Sponsors Support Undertaking (“SSU”) to fund the required equity and any shortfall in means of finance by subscription to the shares of RattanIndia Power Limited, a
company together promoted by RattanIndia Infrastructure Limited and RR Infra Land Private Limited, for term loan facility sanctioned to RattanIndia Power Limited (“RPL”) in the event of inability
of RPL to arrange the required equity support for Amravati Power Project Phase II. Under the SSU, the Company had also guaranteed to meet RPL’s debt obligations in respect of Amravati Power
Project Phase II in the event coal linkage for the project is cancelled/deferred and RPL fails to make any alternate arrangement of required coal six months prior to the scheduled commercial
operation date of unit I of Amravati Power Project Phase II. Pursuant to the demerger of the power business from the Company vide order dated 17 October 2011 passed by the Hon’ble Delhi High
Court in Company Petition No 295 of 2011, all the liabilities and obligations of the Company in relation to the power business stood transferred and vested into RattanIndia Infrastructure Limited.
Furthermore, the promoters of RPL have subsequently undertaken not to drawdown any funds from such debt facilities with respect to Amravati Power Project Phase II.

ii. The Company has undertaken to provide continued financial support to certain subsidiaries as and when required.

F - 369
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

Note – 42
Lease related disclosures as per Ind AS 116
The Company has leases for office building. With the exception of short-term leases and leases of low-value underlying assets, each lease is reflected
on the balance sheet as a right-of-use asset and a lease liability. Variable lease payments which do not depend on an index or a rate are excluded
from the initial measurement of the lease liability and right of use assets. The Company has presented its right-of-use assets in in the balance sheet
separately from other assets.

Each lease generally imposes a restriction that, unless there is a contractual right for the Company to sublease the asset to another party, the right-of-
use asset can only be used by the Company. Some leases contain an option to extend the lease for a further term. The Company is prohibited from
selling or pledging the underlying leased assets as security. For leases over office buildings, the Company must keep those properties in a good state
of repair and return the properties in their original condition at the end of the lease. Further, the Company is required to pay maintenance fees in
accordance with the lease contracts.

A Lease payments not included in measurement of lease liability


The expense relating to payments not included in the measurement of the lease liability is as follows:
(` in lakhs)
Particulars 31 March 2020
Short-term leases 0.28

B Total cash outflow for leases for the year ended 31 March 2020 was ` 813.43 lakhs.

C Total expense
recognised (` in lakhs)
Particulars 31 March 2020
Interest on lease liabilities 217.03
Depreciation on right of use asset 893.38

D Maturity of lease liabilities


The lease liabilities are secured by the related underlying assets. Future minimum lease payments were as follows:
(` in lakhs)
31 March 2020 Minimum lease payments due
Less than 1 1-2 years 2-3 years More than 3 years Total
year
Lease payments 816.68 834.85 187.44 - 1,838.97
Interest expense 141.66 65.16 2.56 - 209.38
Net present values 675.02 769.69 184.88 - 1,629.59

E Information about extension and termination options


Right of use assets Number of Range of Average Number of Number of leases Number of leases
leases remaining remaining leases with with purchase with termination
term lease term extension option option option
(in years) (in years)
Office premises 3 1.59 to 2.44 2.09 2 - 3

(This space has been intentionally left blank)

F - 370
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

F Impact on transition
1 Effective 1 April 2019, the Company has adopted Ind AS 116 "Leases" and applied modified retrospective approach to all lease contracts existing
as at 1 April 2019. On transition, the adoption of new standard resulted in recognition of lease liabilities of ` 2,452.25 lakhs and corresponding right
of use asset of ` 2,672.55 lakhs.

2 For contracts in place as at 1 April 2019, Company has elected to apply the definition of a lease from Ind AS 17 and has not applied Ind AS 116 to
arrangements that were previously not identified as lease under Ind AS 17.

3 The Company has elected not to include initial direct costs in the measurement of the right-of-use asset for operating leases in existence at the date
of initial application of Ind AS 116, being 1 April 2019.

4 Instead of performing an impairment review on the right-of-use assets at the date of initial application, the Company has relied on its historic
assessment as to whether leases were onerous immediately before the date of initial application of Ind AS 116.

5 On transition, for leases previously accounted for as operating leases with a remaining lease term of less than 12 months, the Company has applied
the optional exemptions to not recognise right-of-use assets but to account for the lease expense on a straight-line basis over the remaining lease
term.

6 The Company has benefited from the use of hindsight for determining the lease term when considering options to extend and terminate leases.

7 On transition to Ind AS 116 the weighted average incremental borrowing rate applied to lease liabilities recognised was 10.50%.

8 The following is a reconciliation of total operating lease commitments at 31 March 2019 (as disclosed in the financial statements for the year ended
31 March 2019) to the lease liabilities recognised at 1 April 2019:
(` in lakhs)
Particulars Amount
Total operating lease commitments disclosed as at 31 March 2019 435.70
Other adjustments relating to lease commitment disclosures 2,470.08
Operating lease liabilities before discounting 2,905.78
Discounting impact (using incremental borrowing rate) (453.53)
Operating lease liabilities 2,452.25
Finance lease obligations under Ind AS 17 -
Total lease liabilities recognised under Ind AS 116 at 1 April 2019 2,452.25

9 Bifurcation of lease liabilities at the end of the year in current and non-current (` in lakhs)
Particulars 31 March 2020
a) Current liability (amount due within one year) 769.71
b) Non-current liability (amount due over one year) 859.88
Total lease liabilities at the end of the year 1,629.59

(This space has been intentionally left blank)

F - 371
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

Note – 43
Employee benefits
Defined contribution plan
The Company has made ` 1.94 lakhs (31 March 2019 - ` 3.05 lakhs) contribution in respect of provident fund.

Defined Benefit Plan


The Company has the following Defined Benefit Plans:
- Gratuity (Unfunded)
- Compensated absences (Unfunded)

Risks associated with plan provisions


Discount rate risk Reduction in discount rate in subsequent valuations can increase the liability.
Mortality risk Actual death and liability cases proving lower or higher than assumed in the valuation can
impact the liabilities.
Salary risk Actual salary increase will increase the Plan’s liability. Increase in salary increase rate
assumption in future valuations will also increase the liability.
Withdrawal risk Actual withdrawals proving higher or lower than assumed withdrawals and change of
withdrawal rates at subsequent valuations can impact liability.

Compensated absences
The leave obligations cover the Company's liability for permitted leaves. The amount of provision of ` 0.12 lakhs (31 March 2019 - ` 0.60 lakhs) is presented as current,
since the Company does not have an unconditional right to defer settlement for any of these obligations. However based on past experience, the Company does not
expect all employees to take the full amount of accrued leave or require payment within the next 12 months, therefore based on the independent actuarial report, only a
certain amount of provision has been presented as current and remaining as non-current. The weighted average duration of the defined benefit obligation is 14.81 years
(31 March 2019: 13.02 years).

Actuarial (gain)/loss on obligation: (` in lakhs)


Particulars 31 March 2020 31 March 2019
Actuarial (gain)/loss on arising from change in financial assumptions 0.52 0.36
Actuarial (gain) on arising from change in experience adjustment (2.02) (0.35)

Amount recognised in the statement of profit and loss is as under: (` in lakhs)


Particulars 31 March 2020 31 March 2019
Service cost 0.60 0.74
Net interest cost 0.53 0.45
Actuarial loss/(gain) for the year (1.50) 0.01
Expense recognized in the statement of profit and loss (0.37) 1.20

Movement in the liability recognized in the balance sheet is as under: (` in lakhs)


Particulars 31 March 2020 31 March 2019
Present value of defined benefit obligation at the beginning of the year 6.84 5.64
Current service cost 0.60 0.74
Interest cost 0.53 0.45
Actuarial loss/(gain) on obligation (1.50) 0.01
Benefits paid - -
Present value of defined benefit obligation at the end of the year 6.47 6.84

Bifurcation of projected benefit obligation at the end of the year in current and non-current (` in lakhs)
Particulars 31 March 2020 31 March 2019
a) Current liability (amount due within one year) 0.12 0.60
b) Non-current liability (amount due over one year) 6.35 6.24
Total projected benefit obligation at the end of the year 6.47 6.84

For determination of the liability of the Company, the following actuarial assumptions were used:
Particulars Compensated absences
31 March 2020 31 March 2019
Discount rate 6.99% 7.71%
Salary escalation rate 5.50% 5.50%
Mortality table Indian Assured Lives Indian Assured Lives
Mortality (2012 -14) Mortality (2006 -08)

F - 372
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

As the Company does not have any plan assets, the movement of present value of defined benefit obligation and fair value of plan assets has not been presented.

These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount factors are determined close to each year-end by
reference to government bonds of relevant economic markets and that have terms to maturity approximating to the terms of the related obligation. Other assumptions
are based on management’s historical experience.

Maturity plan of Defined Benefit Obligation (` in lakhs)


Year 31 March 2020 Year 31 March 2019
a) April 2020 – March 2021 0.12 April 2019 – March 2020 0.60
b) April 2021 – March 2022 0.11 April 2020 – March 2021 0.10
c) April 2022 – March 2023 0.12 April 2021 – March 2022 0.10
d) April 2023 – March 2024 0.12 April 2022 – March 2023 0.10
e) April 2024 – March 2025 0.13 April 2023 – March 2024 0.10
f) April 2025 – March 2026 0.14 April 2024 – March 2025 0.10
g) April 2026 onwards 12.69 April 2025 onwards 5.74

Sensitivity analysis for compensated absences liability (` in lakhs)


Particulars 31 March 2020 31 March 2019
Impact of the change in discount rate
Present value of obligation at the end of the year 6.47 6.84
a) Impact due to increase of 0.50 % (0.37) (0.38)
b) Impact due to decrease of 0.50 % 0.39 0.41
Impact of the change in salary increase
Present value of obligation at the end of the year 6.47 6.84
a) Impact due to increase of 0.50 % 0.40 0.41
b) Impact due to decrease of 0.50 % (0.37) (0.39)
Sensitivities due to mortality and withdrawal are not material and hence impact of change not calculated.

Gratuity
The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years
are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employee's last drawn basic salary per month computed proportionately for 15
days salary multiplied for the number of years of service. Gratuity plan is a non-funded plan. The weighted average duration of the defined benefit obligation is 14.81
years (31 March 2019: 13.02 years)

Actuarial (gain)/loss on obligation: (` in lakhs)


Particulars 31 March 2020 31 March 2019
Actuarial (gain)/loss on arising from change in demographic assumption (0.01) -
Actuarial (gain)/loss on arising from change in financial assumptions 1.49 1.50
Actuarial (gain) on arising from change in experience adjustment (15.31) (2.02)
Actuarial gain recognized in the other comprehensive income (13.83) (0.52)

Amount recognised in the statement of profit and loss is as under: (` in lakhs)


Particulars 31 March 2020 31 March 2019
Service cost 1.31 3.15
Net interest cost 2.46 2.15
Expense recognized in the statement of profit and loss 3.77 5.30

Movement in the liability recognized in the balance sheet is as under: (` in lakhs)


Particulars 31 March 2020 31 March 2019
Present value of defined benefit obligation at the beginning of the year 31.84 27.08
Current service cost 2.46 3.15
Interest cost 1.31 2.14
Actuarial gain on obligation (13.83) (0.53)
Benefit paid (1.61) -
Present value of defined benefit obligation at the end of the year 20.17 31.84

Bifurcation of projected benefit obligation at the end of the year in current and non-current (` in lakhs)
Particulars 31 March 2020 31 March 2019
a) Current liability (amount due within one year) 2.52 4.78
b) Non-current liability (amount due over one year) 17.65 27.06
Total projected benefit obligation at the end of the year 20.17 31.84

F - 373
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

For determination of the liability of the Company, the following actuarial assumptions were used:
Particulars Gratuity
31 March 2020 31 March 2019
Discount rate 6.99% 7.71%
Salary escalation rate 5.50% 5.50%
Mortality table Indian Assured Lives Indian Assured Lives
Mortality (2012 -14) Mortality (2006 -08)

As the Company does not have any plan assets, the movement of present value of defined benefit obligation and fair value of plan assets has not been presented.

These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount factors are determined close to each year-end by
reference to government bonds of relevant economic markets and that have terms to maturity approximating to the terms of the related obligation. Other assumptions
are based on management’s historical experience.

Maturity plan of Defined Benefit Obligation (` in lakhs)


Year 31 March 2020 Year 31 March 2019
a) April 2020 – March 2021 2.58 April 2019 – March 2020 4.78
b) April 2021 – March 2022 0.34 April 2020 – March 2021 0.41
c) April 2022 – March 2023 0.35 April 2021 – March 2022 0.43
d) April 2023 – March 2024 0.35 April 2022 – March 2023 0.44
e) April 2024 – March 2025 0.38 April 2023 – March 2024 0.43
f) April 2025 – March 2026 0.40 April 2024 – March 2025 0.99
g) April 2026 onwards 35.13 April 2025 onwards 24.36

Sensitivity analysis for gratuity liability (` in lakhs)


Particulars 31 March 2020 31 March 2019
Impact of the change in discount rate
Present value of obligation at the end of the year 20.17 31.84
a) Impact due to increase of 0.50 % (1.05) (1.57)
b) Impact due to decrease of 0.50 % 1.14 1.69
Impact of the change in salary increase
Present value of obligation at the end of the year 20.17 31.84
a) Impact due to increase of 0.50 % 0.66 1.72
b) Impact due to decrease of 0.50 % (0.60) (1.61)
Sensitivities due to mortality and withdrawal are not material and hence impact of change not calculated.

Note – 44
Share based payments
Indiabulls Real Estate Limited Employees Stock Options Scheme 2008 (II)
During the year ended 31 March 2009, the Company established the Indiabulls Real Estate Limited Employees Stock Options Scheme - 2008 (II) (“IBREL ESOS-II” or
“Plan-II”). Under Plan II, the Company issued equity settled options to its eligible employees and of its subsidiary companies to subscribe upto 2,000,000 stock options
representing an equal number of equity shares of face value of ` 2 each in the Company, at an exercise price of ` 110.50 per option, being the closing market price on
the National Stock Exchange of India Limited, as at 29 January 2009. The stock options so granted, shall vest in the eligible employees within 10 years beginning from
31 January 2010, the first vesting date. The stock options granted under each of the slabs, are exercisable by the option holders within a period of five years from the
relevant vesting date.

Following is a summary of options granted under the plan


Particulars 31 March 2020 31 March 2019
Opening balance 165,000 165,000
Granted during the year - -
Exercised during the year - -
Forfeited during the year 39,000 -
Closing balance 126,000 165,000
Vested and exercisable 126,000 165,000
Weighted average share exercised price during the year ended 31 March 2020: ` Nil (31 March 2019: ` Nil)

The fair value of the option under Plan II using the black scholes model, based on the following parameters is ` 62.79 per option, as certified by an independent valuer.

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Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

Particulars Plan – II
Fair market value of option on the date of grant ` 62.79
Exercise price ` 110.50
Expected volatility 86%
Expected forfeiture percentage on each vesting date Nil
Expected option life (weighted average) 10.5 Years
Expected dividend yield 3.92%
Risk free interest rate 6.50%

The expected volatility was determined based on historical volatility data of the Company's shares listed on the National Stock Exchange of India Limited.

Indiabulls Real Estate Limited Employees Stock Options Plan 2010 (III)
During the year ended 31 March 2011, the board of directors and shareholders of the Company have given their consent to create, issue, offer and allot to the eligible
employees of the Company and its subsidiary companies, stock options not exceeding 30,000,000 in number, representing 30,000,000 equity shares of face value of ` 2
each of the Company, accordingly the Employee Stock Option Plan - 2010 (“IBREL ESOP 2010” or “Plan-III”)) has been formed. As per the scheme exercise price will
be the market price of the equity shares of the Company, being the latest available closing price, prior to the date of grant or as the case may be decided by the board of
directors or compensation committee. During the year ended 31 March 2016, board of directors of the Company at its meeting held on 26 June 2015, re-granted (original
grant was of date 14 November 2015) under the “Indiabulls Real Estate Limited Employees Stock Options Plan - 2010”, 10,500,000 stock options to eligible employees
of the Company and its subsidiary companies representing an equal number of equity shares of face value of ` 2 each in the Company, at an exercise price of ` 54.50,
being the closing market price of previous day on the National Stock Exchange of India Limited. The stock options so granted, shall vest within 5 years beginning from
26 June 2016, the first vesting date. The options vested under each of the slabs, can be exercised within a period of five years from the relevant vesting date.

Following is a summary of options granted under the plan –


Particulars 31 March 2020 31 March 2019
Opening balance 6,042,950 8,049,100
Granted during the year - -
Exercised during the year 3,983,587 2,006,150
Forfeited during the year 350,575 -
Closing balance 1,708,788 6,042,950
Vested and exercisable 28,668 2,196,950
Weighted average share exercised price during the year ended 31 March 2020: ` 119.29 (31 March 2019: ` 178.24)

The fair value of the option under Plan III using the black scholes model, based on the following parameters is `34.30 per option, as certified by an independent valuer.

Particulars Plan – III


Fair market value of option on the date of grant ` 34.30
Exercise price ` 54.50
Expected volatility 89%
Expected forfeiture percentage on each vesting date Nil
Expected option life (weighted average) 8 Years
Expected dividend yield 3.45%
Risk free interest rate 8.03%

The expected volatility was determined based on historical volatility data of the Company's shares listed on the National Stock Exchange of India Limited.

Indiabulls Real Estate Limited Employees Stock Options Plan 2011 (IV)
During the year ended 31 March 2012, the board of directors and shareholders of the Company have given their consent to create, issue, offer and allot, to the eligible
employees of the Company and its subsidiary companies, stock options not exceeding 15,000,000 in number, representing 15,000,000 equity shares of face value of ` 2
each, and accordingly the Employee Stock Option Scheme 2011 (“IBREL ESOS 2011”) has been formed. As per the scheme exercise price will be the market price of
the equity shares of the Company, being the latest available closing price, prior to the date of grant or as may be decided by the board or compensation committee.
However, compensation committee of the board has not yet granted any options under IBREL ESOP 2011 Scheme.

F - 375
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

Note – 45
Reconciliation of liabilities arising from financing activities pursuant to Ind AS 7 - Cash flows. The changes in the Company’s liabilities arising from financing activities
can be classified as follows:
A. The changes in the Company’s borrowings arising from financing activities can be classified as follows: (` in lakhs)
Non-current
borrowings
Particulars Current borrowings Interest accrued Total
(including current
maturities)
Net debt as at 1 April 2018 223,275.74 97,912.50 4,244.11 325,432.35
Proceeds from current/non-current borrowings (including current 147,732.00 809,752.20 - 957,484.20
maturities)
Repayment of current/non-current borrowings (including current (78,513.77) (800,835.25) - (879,349.02)
maturities)
Non-cash movement arising on account of amortisation of upfront fees 1,396.39 - (1,396.39) -
and others
Interest expense - - 32,779.96 32,779.96
Interest paid - - (32,399.66) (32,399.66)
Net debt as at 31 March 2019 293,890.36 106,829.45 3,228.02 403,947.83
Proceeds from current/non-current borrowings (including current 10,114.00 315,193.00 - 325,307.00
maturities)
Repayment of current/non-current borrowings (including current (90,108.37) (410,049.00) - (500,157.37)
maturities)
Non-cash movement arising on account of amortisation of upfront fees 2,079.35 - (2,079.35) -
and others
Interest expense - - 29,820.06 29,820.06
Interest paid - - (28,415.81) (28,415.81)
Net debt as at 31 March 2020 215,975.34 11,973.45 2,552.92 230,501.71

B. The changes in the Company’s lease liabilities arising from financing activities can be classified as follows: (` in lakhs)
Particulars Amount
Lease liabilities as at 1 April 2019 (current and non-current) 2,452.25
Interest on lease liabilities 217.03
Payment of lease liabilities (813.43)
Impact on account of termination of lease contract during the year (226.26)
Lease liabilities as at 31 March 2020 (current and non-current) 1,629.59

Note – 46
Segment reporting
The Company's primary business segment is reflected based on principal business activities carried on by the Company i.e. purchase, sale, real estate properties advisory,
construction and development of real estate properties and all other related activities which as per Ind AS 108 on ‘Operating Segments” is considered to be the only
reportable business segment. The Company derives its major revenues from real estate properties advisory business (largely from related parties). The Company is
operating in India which is considered as a single geographical segment.

Note – 47
During the year, the Company has received the approval of the National Company Law Tribunal (‘Hon’ble NCLT’), Principal Bench, New Delhi to the Scheme of
Arrangement ('the Scheme') between Indiabulls Real Estate Limited (‘petitioner/transferee company’), India Land and Properties Limited (‘transferor company’),
Indiabulls Infrastructure Limited (‘resulting company’) and their respective shareholders and creditors, pursuant to Sections 230 to 232 and other applicable provisions of
the Companies Act, 2013. The Company has filed the Scheme with Registrar of Companies (‘ROC’) on 19 March 2020. In pursuant to the Scheme, the Company has
acquired redeemable preference shares amounting to ` 45,000.00 lakhs issued by one of the wholly owned subsidiary of the Company and other assets amounting to `
1,520.00 lakhs from the transferor company. The approval of the Scheme was part of overall transaction to divest 100% stake in resulting company (owning Chennai
assets). Further, the Company has also valued the remaining stake in resulting company (classified as assets held for sale) at fair value of ` 9,000.12 lakhs and thus,
recognising net gain on the said transaction amounting to ` 24,313.64 lakhs in these financial statements.

Note – 48
During the year, the Company has got a fixed consideration amounting to ` 13,707.00 lakhs to the Company as full and final settlement against one of its projects. As a
result of this, the Company has surrendered and relinquished all its rights, titles and interest of any nature in respect of the said project. Accordingly, the Company has
recognized revenue of ` 13,707.00 lakhs and written off the carrying cost of the inventory of ` 7,042.57 as cost of sales in these standalone financial statements.

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Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

Note – 49
During the year, the Settlement Commission passed final orders under section 245D(4) in respect of the applications made to the Settlement Commission dated 3
October 2017. Pursuant to the orders, there has been reversal of current tax amounting to ` 44.02 lakhs.

Note – 50
During the year, the Board of Directors (‘the Board’) of the Company at its meeting held on 31 January 2020, have discussed and approved in-principally the proposal of
the merger of certain ongoing, completed and planned residential and commercial projects of Embassy Property Developments Private Limited (‘Embassy’) with the
Company. The Board has constituted a Reorganization Committee to examine and evaluate the options to implement the aforementioned merger proposal, including
appointment of valuers, merchant bankers, and other intermediaries to prepare and present a draft scheme and related documents, including the valuation reports,
fairness opinion, share swap ratio etc., to be placed before the Board for its consideration and final approval. Additionally, Embassy has also reached at an advanced
stage of discussions with certain foreign financial investors (‘investors’) for an investment of up to USD 200 million.

Note – 51
The Company has already obtained approval of Board of Directors (‘the Board’) to buy-back up to 5 crore fully paid-up equity shares of face value Rs. 2 each of the
Company, representing approximately 11% of its total existing paid-up equity capital, at Rs. 100 per equity share, aggregating to total buyback size of Rs. 50,000 lakhs,
through the “Tender Offer” route, as prescribed under SEBI (Buy-Back of Securities) Regulations, 2018 and the Companies Act, 2013 and rules made thereunder, as
amended (hereinafter referred to as the “Buyback”), post completion of on-going scheme of arrangement of Chennai assets, which has been filed by the Company with
Registrar of Companies on 19 March 2020, the Company is now eligible to launch the buy-back and hence the Board constituted Buyback Committee and has advised
the Company's management to initiate the process of obtaining Company’s shareholders approval through the process of postal ballot to implement the proposed buy-
back. The proposed buy-back is expected to be completed in the subsequent year.

Note – 52
The outbreak of Covid-19 has severely impact businesses around the world. In many countries, including India, there has been severe disruption of regular business
operations due to lock down restrictions and other emergency measures imposed by the Government. The management has made a detailed assessment of its liquidity
position, including recoverability/carrying values of its investments and business and other advances as at balance sheet date, however, the actual impact of Covid-19
pandemic on the Company’s results remains uncertain and dependent on spread of Covid-19 and steps taken by the Government to mitigate the economic impact and
may differ from that estimated as at the date of approval of these standalone financial statements.

Note – 53
As at 31 March 2020, the Company’s financial assets are more than 50 per cent of its total assets (netted of by intangible assets) and income from financial assets is more
than 50 per cent of the gross income of the Company. However, basis consolidated financial position, the Company’s financial assets and income from financial assets
does not meet the said criteria. The Company was incorporated with an objective of carrying on the business of construction and development of real estate properties
and has been carrying the above business in line with the objects clauses stated in its articles of association. Accordingly, the Management basis the legal opinion
obtained from an independent legal expert believes that the principal business of the Company is not that of Non-Banking Financial Company and hence it is not
required to obtain certificate of registration as a Non-Banking Financial Company under section 45IA of the Reserve Bank of India Act, 1934.

Note – 54
During the year ended 31 March 2019, the Company has entered into various derivative contract with Barclays Bank PLC for sale of GBP 925.00 lakhs @ 108.01
(weighted average rate). The carrying value of underlying investments (including share application money) as at 31 March 2019 was ` 119,980.28 lakhs. In the current
year, the Company has ended the contract.

Note – 55
During the year ended 31 March 2019, the Company has exercised its option to redeem its investments made in redeemable preference shares which were measured at
amortised cost. The Company has de-recognised these during the year and related gain is recognised in statement of profit and loss.

(This space has been intentionally left blank)

F - 377
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial statements for the year ended 31 March 2020

Note – 56
A. Disaggregation of revenue
Set out below is the disaggregation of the Company’s revenue from contracts with customers:
(` in lakhs)
Year ended Year ended
Particulars
31 March 2020 31 March 2019
Revenue from contracts with customers
Revenue on account of settlement of existing project 13,707.00 -
Revenue from real estate properties advisory and management services 1,170.83 1,919.61

B. Contract balances
The following table provides information about receivables and contract liabilities from contract with customers:
(` in lakhs)
As at As at
Particulars
31 March 2020 31 March 2019
Receivables
Trade receivables - 589.36
Total receivables - 589.36

Contract asset is the right to consideration in exchange for goods or services transferred to the customer. Contract assets (unbilled receivables) are transferred to
receivables when the rights become unconditional and contract liabilities are recognised as and when the performance obligation is satisfied.

Note – 57
The Hon'ble Supreme Court of India has passed a judgement dated 28 February 2019 and it was held that basic wages, for the purpose of provident fund, to include
allowances which are common for all employees. However, there is uncertainty with respect to the applicability of the judgement and period from which the same
applies. Currently, the Company has not considered any impact in these financial statements.

Note – 58
Previous year numbers have been regrouped/reclassified wherever considered necessary.

For Walker Chandiok & Co LLP For and on behalf of the board of directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani


Partner Joint Managing Director Joint Managing Director
Membership No. 502103 [DIN: 06667127] [DIN: 00358082]
Place: New Delhi Place: New Delhi Place: Mumbai
Date: 14 May 2020 Date: 14 May 2020 Date: 14 May 2020

Anil Mittal Ravi Telkar


Chief Financial Officer Company Secretary
Place: Gurugram Place: Mumbai
Date: 14 May 2020 Date: 14 May 2020

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Independent Auditor’s Report

To the Members of Indiabulls Real Estate Limited

Report on the Audit of the Standalone Financial Statements

Opinion

1. We have audited the accompanying standalone financial statements of Indiabulls Real Estate Limited (‘the
Company’), which comprise the Balance Sheet as at 31 March 2019, the Statement of Profit and Loss
(including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in
Equity for the year then ended, and a summary of the significant accounting policies and other
explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us, the
aforesaid standalone financial statements give the information required by the Companies Act, 2013
(‘Act’) in the manner so required and give a true and fair view in conformity with the accounting
principles generally accepted in India including Indian Accounting Standards (‘Ind AS’) specified under
section 133 of the Act, of the state of affairs (financial position) of the Company as at 31 March 2019,
and its profit (financial performance including other comprehensive income), its cash flows and the
changes in equity for the year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of
the Act. Our responsibilities under those standards are further described in the Auditor’s Responsibilities
for the Audit of the Financial Statements section of our report. We are independent of the Company in
accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (‘ICAI’)
together with the ethical requirements that are relevant to our audit of the financial statements under the
provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in
accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

4. Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the standalone financial statements of the current period. These matters were addressed in the
context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we
do not provide a separate opinion on these matters.

5. We have determined the matters described below to be the key audit matters to be communicated in our
report.

F - 379
Key audit matter How our audit addressed the key audit matter
Accounting for sale of stake in a
subsidiary

The Company’s policies on the accounting Our audit procedures in relation to the accounting for
for sale of investments is set out in note 5.6 sale of stake in a subsidiary included, but not limited to
to the standalone financial statements. the following:

During the year, the Company has executed  Understood the nature of transaction i.e.
definitive agreement to divest 100% stake in understanding of the contract terms of multiple
tranches in one of its wholly owned agreements with respect to the sale and assessing the
subsidiary and as part of said transaction, proposed accounting treatment in relation to the
during the year, the Company has divested accounting policies and relevant Ind AS;
partial stake (through sale and buy back) in
the said subsidiary which has resulted in loss  Reviewed the management’s process for review and
of control. implementation of such transactions;
The sale resulted in recognition of profit on  Tested the completeness and accuracy of the data
sale of investments amounting to ` 9,787.59 used in the computation of profit on sale of
lakhs as presented in note 25 to the investments and gain on fair valuation of the
standalone financial statements. remaining stake; and
Investment held for remaining stake
 Ensured appropriate disclosures in the standalone
amounting to ` 29,216.56 lakhs is classified financial statements with respect to sale of stake in
as ‘Investments held for sale’ as presented in the subsidiary.
note 18 to the standalone financial
statements. This was fair valued on the basis
of the agreed total sales consideration for
the entity, and has resulted in a gain on fair
valuation of ` 5,489.80 lakhs as disclosed in
note 18 to the standalone financial
statements.

The above transaction required audit focus


due to complex contractual terms, multiple
agreements (judgement involved) and due to
the significant impact on standalone
financial statement, the matter has been
considered to be of most significance to the
audit and accordingly, has been considered
as a key audit matter for the current year
audit.

Impairment assessment of investments


and loans made to its subsidiaries and
joint ventures

The Company’s policies on the impairment Our procedures in relation to the impairment
assessment of the investments and loans is assessment of investments and loans included, but not
set out in note 5.12 to the standalone limited to the following:
financial statements.
 Assessed the appropriateness of the Company’s
The Company has made investments accounting policy by comparing with applicable Ind
amounting to ` 597,518.31 lakhs and has AS.

F - 380
Key audit matter How our audit addressed the key audit matter
given loans amounting to ` 361,000.12 lakhs  We obtained an understanding of the management
to its subsidiaries and joint ventures as at 31 process for identification of possible impairment
March 2019 as disclosed under the note 8A, indicators and process performed by the management for
8B and note 9B to the standalone financial impairment testing.
statements.
 Enquired of the management and understood the
Impairment assessment of these investments internal controls related to completeness of the list
and loans is considered as a significant risk of loans and investment along with the process
as there is a risk that recoverability of the followed to recover/adjust these and assessed
investments and loans could not be whether further provisioning is required.
established, and potential impairment charge
might be required to be recorded in the  Performed test of details:
standalone financial statements. The a. For all significant additions made during the
recoverability of these investments is year, underlying supporting documents were
inherently subjective due to reliance on verified to ensure that the transaction has been
either the net worth of investee or accurately recorded in the standalone financial
valuations of the properties held or cash statement;
flow projections of real estate properties in b. For all significant investments and loans
these investee companies. outstanding as at 31 March 2019, confirmations
were circulated and received. Further, all the
However, due to their materiality in the significant reconciling items were tested;
context of the Company’s financial c. All material investments and significant loans as
statements as a whole and significant degree of at 31 March 2019 were discussed on case to case
judgement and subjectivity involved in the basis with the management for their plan of
estimates and key assumptions used in recovery/adjustment;
determining the cash flows used in the d. Compared the carrying value of material
impairment evaluation, this is considered to be investments and significant loans to the net
the area to be of most significance to the assets of the underlying entity, to identify
audit and accordingly, has been considered whether the net assets, being an approximation
as a key audit matter for the current year of their minimum recoverable amount, were in
audit. excess of their carrying amount; and
e. Wherever the net assets were lower than the
recoverable amount, for material amounts:
i. We obtained and verified the management
certified cash flow projections of real estate
properties and tested the underlying
assumptions used by the management in
arriving at those projections;
ii. We challenged the managements on the
underlying assumptions used for the cash
flow projections, considering evidence
available to support these assumptions and
our understanding of the business;
iii. We obtained and verified the valuation of
land parcels as per the government
prescribed circle rates; and
iv. We assessed the appropriateness and
adequacy of the disclosures made by the
management for the impairment losses
recognized in accordance with applicable
accounting standards.

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Information other than the Financial Statements and Auditor’s Report thereon

6. The Company’s Board of Directors is responsible for the other information. The other information
comprises the information included in the Annual Report, but does not include the financial statements
and our auditor’s report thereon. The Annual Report is expected to be made available to us after the date
of this auditor's report.

Our opinion on the financial statements does not cover the other information and we will not express any
form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other
information identified above when it becomes available and, in doing so, consider whether the other
information is materially inconsistent with the financial statements or our knowledge obtained in the audit
or otherwise appears to be materially misstated.

When we read the Annual Report, if we conclude that there is a material misstatement therein, we are
required to communicate the matter to those charged with governance.

Responsibilities of Management and Those charged with governance for the Standalone
Financial Statements

7. The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with
respect to the preparation of these standalone financial statements that give a true and fair view of the
state of affairs (financial position), profit or loss (financial performance including other comprehensive
income), changes in equity and cash flows of the Company in accordance with the accounting principles
generally accepted in India, including the Ind AS specified under section 133 of the Act. This
responsibility also includes maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting
frauds and other irregularities; selection and application of appropriate accounting policies; making
judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of
adequate internal financial controls, that were operating effectively for ensuring the accuracy and
completeness of the accounting records, 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.

8. In preparing the financial statements, management is responsible for assessing the Company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless management either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.

9. Those Board of Directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

10. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with Standards on Auditing will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually or
in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on
the basis of these financial statements.

11. As part of an audit in accordance with Standards on Auditing, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:

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 Identify and assess the risks of material misstatement of the financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control;

 Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible
for expressing our opinion on whether the Company has adequate internal financial controls system
in place and the operating effectiveness of such controls;

 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management;

 Conclude on the appropriateness of management’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Company’s ability to continue as a going concern.
If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the financial statements or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause the Company to cease to continue
as a going concern; and

 Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and events in
a manner that achieves fair presentation.

12. We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.

13. We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.

14. From the matters communicated with those charged with governance, we determine those matters that
were of most significance in the audit of the financial statements of the current period and are therefore
the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes
public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

15. As required by section 197(16) of the Act, we report that the Company has paid remuneration to its
directors during the year in accordance with the provisions of and limits laid down under section 197 read
with Schedule V to the Act.

16. As required by the Companies (Auditor’s Report) Order, 2016 (‘the Order’) issued by the Central
Government of India in terms of section 143(11) of the Act, we give in the Annexure A a statement on
the matters specified in paragraphs 3 and 4 of the Order.

F - 383
17. Further to our comments in Annexure A, as required by section 143(3) of the Act, we report that:

a) we have sought and 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
it appears from our examination of those books;

c) the standalone financial statements dealt with by this report are in agreement with the books of
account;

d) in our opinion, the aforesaid standalone financial statements comply with Ind AS specified under
section 133 of the Act;

e) on the basis of the written representations received from the directors and taken on record by the
Board of Directors, none of the directors is disqualified as on 31 March 2019 from being appointed
as a director in terms of section 164(2) of the Act;

f) we have also audited the internal financial controls over financial reporting (IFCoFR) of the
Company as on 31 March 2019 in conjunction with our audit of the standalone financial statements
of the Company for the year ended on that date and our report dated 23 April 2019 as per Annexure
B expressed unmodified opinion; and

g) with respect to the other matters to be included in the Auditor’s Report in accordance with rule 11
of the Companies (Audit and Auditors) Rules, 2014 (as amended), in our opinion and to the best of
our information and according to the explanations given to us:

i. the Company, as detailed in note 38A to the standalone financial statements, has disclosed the
impact of pending litigations on its financial position as at 31 March 2019;

ii. the Company did not have any long-term contracts including derivative contracts for which
there were any material foreseeable losses as at 31 March 2019;

iii. there has been no delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the Company during the year ended 31 March 2019; and

iv. the disclosure requirements relating to holdings as well as dealings in specified bank notes were
applicable for the period from 8 November 2016 to 30 December 2016, which are not relevant
to these standalone financial statements. Hence, reporting under this clause is not applicable.

For Walker Chandiok & Co LLP


Chartered Accountants
Firm’s Registration No.: 001076N/N500013

Neeraj Sharma
Partner
Membership No.: 502103

Place: Gurugram
Date: 23 April 2019

F - 384
Annexure A to the Independent Auditor’s Report of even date to the members of Indiabulls Real
Estate Limited, on the standalone financial statements for the year ended 31 March 2019

Based on the audit procedures performed for the purpose of reporting a true and fair view on the financial
statements of the Company and taking into consideration the information and explanations given to us and
the books of account and other records examined by us in the normal course of audit, and to the best of our
knowledge and belief, we report that:

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

(b) The property, plant and equipment have been physically verified by the management during the year
and no material discrepancies were noticed on such verification. In our opinion, the frequency of
verification of the property, plant and equipment is reasonable having regard to the size of the
Company and the nature of its assets.

(c) The Company does not hold any immovable property (in the nature of ‘property, plant and
equipment’). Accordingly, the provisions of clause 3(i)(c) of the Order are not applicable.

(ii) In our opinion, the management has conducted physical verification of inventory at reasonable
intervals during the year and no material discrepancies between physical inventory and book records
were noticed on physical verification.

(iii) The Company has granted interest free as well as interest bearing unsecured loans to companies
covered in the register maintained under Section 189 of the Act; and with respect to the same:

(a) in our opinion the terms and conditions of grant of such loans are not, prima facie, prejudicial to
the Company’s interest.

(b) the schedule of repayment of principal has been stipulated wherein the principal amounts are
repayable on demand and since the repayment of such loans has not been demanded, in our
opinion, repayment of the principal amount and the interest are regular, except for the loans
given to the companies which are interest free; and

(c) there is no overdue amount in respect of loans granted to such companies.

(iv) In our opinion, the Company has complied with the provisions of Sections 185 and 186 of the Act in
respect of loans, investments, guarantees and security.

(v) In our opinion, the Company has not accepted any deposits within the meaning of Sections 73 to 76
of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, the
provisions of clause 3(v) of the Order are not applicable.

(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the Rules
made by the Central Government for the maintenance of cost records under sub-section (1) of
Section 148 of the Act in respect of Company’s products/services and are of the opinion that, prima
facie, the prescribed accounts and records have been made and maintained. However, we have not
made a detailed examination of the cost records with a view to determine whether they are
accurate or complete.

(vii)(a) The Company is generally regular in depositing undisputed statutory dues including provident fund,
employees’ state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value
added tax, goods and services tax, cess and other material statutory dues, as applicable, to the
appropriate authorities. Further, no undisputed amounts payable in respect thereof were outstanding
at the year-end for a period of more than six months from the date they become payable.

(b) The dues outstanding in respect of income-tax, sales-tax, service-tax, duty of customs, duty of excise
and value added tax on account of any dispute, are as follows:

F - 385
Annexure A to the Independent Auditor’s Report of even date to the members of Indiabulls Real
Estate Limited, on the standalone financial statements for the year ended 31 March 2019

Statement of Disputed Dues

Name of Nature of dues Amount Amount paid Period to which Forum where
the (₹ in under protest the amount dispute is pending
statute lakhs) (₹ in lakhs) relates
Income- Disallowance 146.26 - Assessment Year Hon’ble High Court
tax Act, under section 2009-10 of Mumbai
1961 14A
Income- Disallowance 161.88 - Assessment Year Hon’ble High Court
tax Act, under section 2010-11 of Mumbai
1961 14A
Income- Disallowance 213.05 - Assessment Year Hon’ble High Court
tax Act, under section 2011-12 of Mumbai
1961 14A
Income- Disallowance 1,272.21 - Assessment Year Income Tax
tax Act, under section 2012-13 Appellate Tribunal
1961 14A and
interest under
section 234C
Income- Disallowance of 247.66 - Assessment Year Commissioner of
tax Act, employee stock 2013-14 Income Tax
1961 option expense (Appeals)
under section
14A and section
32
The Denial of 1,695.25 - Assessment year Assistant
Finance service tax input 2011-12 to 2014- Commissioner of
Act, 2004 credit 15 Service Tax
and
Service
tax rules

(viii) The Company has not defaulted in repayment of loans or borrowings to any bank or any dues to
debenture-holders during the year. Further, the Company has no loans or borrowings payable to
financial institution or government during the year.

(ix) The Company did not raise moneys by way of initial public offer or further public offer (equity
instruments). In our opinion, the Company has applied money raised by issuance of non-convertible
debt instruments and the term loans for the purposes for which those were raised.

(x) No fraud by the Company or on the Company by its officers or employees has been noticed or
reported during the period covered by our audit.

(xi) Managerial remuneration has been paid and provided by the Company in accordance with the
requisite approvals mandated by the provisions of Section 197 of the Act read with Schedule V to the
Act.

(xii) In our opinion, the Company is not a Nidhi Company. Accordingly, provisions of clause 3(xii) of the
Order are not applicable.

(xiii) In our opinion all transactions with the related parties are in compliance with Sections 177 and 188
of Act, where applicable, and the requisite details have been disclosed in the financial statements etc.,
as required by the applicable Ind AS.

F - 386
Annexure A to the Independent Auditor’s Report of even date to the members of Indiabulls Real
Estate Limited, on the standalone financial statements for the year ended 31 March 2019

(xiv) During the year, the Company has not made any preferential allotment or private placement of
shares or fully or partly convertible debentures.

(xv) In our opinion, the Company has not entered into any non-cash transactions with the directors or
persons connected with them covered under Section 192 of the Act.

(xvi) As detailed in Note 44 to the financial statement, the Company is not required to be registered under
Section 45-IA of the Reserve Bank of India Act, 1934.

For Walker Chandiok & Co LLP


Chartered Accountants
Firm’s Registration No.: 001076N/N500013

Neeraj Sharma
Partner
Membership No.: 502103

Place: Gurugram
Date: 23 April 2019

F - 387
Annexure B to the Independent Auditor’s Report of even date to the members of Indiabulls
Real Estate Limited, on the standalone financial statements for the year ended 31 March 2019

Independent Auditor’s Report on the Internal Financial Controls under Clause (i) of Sub-
section 3 of Section 143 of the Companies Act, 2013 (‘the Act’)

1. In conjunction with our audit of the standalone financial statements of Indiabulls Real Estate Limited
(‘the Company’) as at and for the year ended 31 March 2019, we have audited the internal financial
controls over financial reporting (‘IFCoFR’) of the Company as at that date.

Management’s Responsibility for Internal Financial Controls

2. The Company’s Board of Directors is responsible for establishing and maintaining internal financial
controls based on the internal control over financial reporting criteria established by the Company
considering the essential components of internal control stated in the Guidance Note on Audit of
Internal Financial Controls over Financial Reporting (the ‘Guidance Note’) issued by the Institute of
Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and
maintenance of adequate internal financial controls that were operating effectively for ensuring the
orderly and efficient conduct of the Company’s business, including adherence to the Company’s
policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy
and completeness of the accounting records, and the timely preparation of reliable financial information,
as required under the Act.

Auditor’s Responsibility

3. Our responsibility is to express an opinion on the Company's IFCoFR based on our audit. We
conducted our audit in accordance with the Standards on Auditing issued by the ICAI and deemed to be
prescribed under Section 143(10) of the Act, to the extent applicable to an audit of IFCoFR, and the
Guidance Note issued by the ICAI. Those Standards and the Guidance Note require that we comply
with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether
adequate IFCoFR were established and maintained and if such controls operated effectively in all
material respects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the IFCoFR
and their operating effectiveness. Our audit of IFCoFR includes obtaining an understanding of IFCoFR,
assessing the risk that a material weakness exists, and testing and evaluating the design and operating
effectiveness of internal control based on the assessed risk. The procedures selected depend on the
auditor’s judgement, including the assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error.

5. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our audit opinion on the Company’s IFCoFR.

Meaning of Internal Financial Controls over Financial Reporting

6. A company's IFCoFR is a process designed to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles. A company's IFCoFR include those policies and procedures
that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial statements in accordance with
generally accepted accounting principles, and that receipts and expenditures of the company are being
made only in accordance with authorisations of management and directors of the company; and

F - 388
Annexure B to the Independent Auditor’s Report of even date to the members of Indiabulls
Real Estate Limited, on the standalone financial statements for the year ended 31 March 2019

(3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition,
use, or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

7. Because of the inherent limitations of IFCoFR, including the possibility of collusion or improper
management override of controls, material misstatements due to error or fraud may occur and not be
detected. Also, projections of any evaluation of the IFCoFR to future periods are subject to the risk that
the IFCoFR may become inadequate because of changes in conditions, or that the degree of compliance
with the policies or procedures may deteriorate.

Opinion

8. In our opinion, the Company has, in all material respects, adequate internal financial controls over
financial reporting and such controls were operating effectively as at 31 March 2019, based on the
internal control over financial reporting criteria established by the Company considering the essential
components of internal control stated in the Guidance Note issued by the ICAI.

For Walker Chandiok & Co LLP


Chartered Accountants
Firm’s Registration No.: 001076N/N500013

Neeraj Sharma
Partner
Membership No.: 502103

Place: Gurugram
Date: 23 April 2019

F - 389
Indiabulls Real Estate Limited
Balance sheet as at 31 March 2019

Note 31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
I ASSETS
Non-current assets
Property, plant and equipment 6 221.12 218.79
Intangible assets 7 1.66 8.79
Financial assets
Investments 8 A 608,812.33 660,210.24
Loans 9 A 1,290.22 13,814.11
Other financial assets 10 A 16,920.24 -
Deferred tax assets (net) 11 3,838.58 8,240.20
Non-current tax assets (net) 12 10,666.87 9,693.82
Other non-current assets 13 A 58.85 129.12
641,809.87 692,315.07

Current assets
Inventories 14 7,132.76 7,132.76
Financial assets
Investments 8 B 901.04 29,338.84
Trade receivables 15 589.36 185.19
Cash and cash equivalents 16 2,648.73 1,319.98
Other bank balances 17 5,970.75 5,420.05
Loans 9 B 369,207.25 281,587.01
Other financial assets 10 B 2.03 2.13
Other current assets 13 B 2,911.79 1,962.86
Assets held for sale 18 34,706.36 -
424,070.07 326,948.82
1,065,879.94 1,019,263.89

II EQUITY AND LIABILITIES


Equity
Equity share capital 19 A 9,013.61 9,493.48
Other equity 20 645,162.54 682,769.45
654,176.15 692,262.93

Liabilities
Non-current liabilities
Financial liabilities
Borrowings 21 A 210,143.94 144,971.15
Provisions 22 A 33.30 29.78
210,177.24 145,000.93

Current liabilities
Financial liabilities
Borrowings 21 B 106,829.45 97,912.50
Other financial liabilities 23 87,914.53 83,802.65
Other current liabilities 24 6,777.19 281.94
Provisions 22 B 5.38 2.94
201,526.55 182,000.03
1,065,879.94 1,019,263.89

Summary of significant accounting policies 5


The accompanying notes are an integral part of the standalone financial statements

This is the standalone balance sheet referred to in our report of even date.

For Walker Chandiok & Co LLP For and on behalf of the board of directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani


Partner Joint Managing Director Joint Managing Director
Membership No. 502103 [DIN: 06667127] [DIN: 00358082]

Place: Gurugram Anil Mittal Ravi Telkar


Date: 23 April 2019 Chief Financial Officer Company Secretary

F - 390
Indiabulls Real Estate Limited
Statement of profit and loss for the year ended 31 March 2019

Note 31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
Revenue
Revenue from operations 25 11,707.20 8,235.59
Other income 26 25,051.19 30,085.50
Net gain on de-recognition of financial asset carried at amortised cost 49 18,713.45 -
55,471.84 38,321.09

Expenses
Employee benefits expense 27 633.51 573.07
Finance costs 28 33,042.13 36,089.11
Depreciation and amortisation expense 29 83.78 97.56
Other expenses 30 6,709.79 3,177.56
40,469.21 39,937.30

Profit /(loss) before tax 15,002.63 (1,616.21)


Tax expenses 31
Current tax (refer note 45) - 141.22
Deferred tax charge 4,401.44 217.92
Profit /(loss) after tax 10,601.19 (1,975.35)

Other comprehensive income


Items that will not be reclassified to profit and loss
Net loss on equity instruments through other comprehensive income (5,366.73) (6,571.50)
Re-measurement gains on defined benefit plans 0.53 1.23
Income tax effect (0.18) (0.42)
Other comprehensive income (5,366.38) (6,570.69)
Total comprehensive income for the year 5,234.81 (8,546.04)

Earnings per equity share 32


Basic (`) 2.32 (0.42)
Diluted (`) 2.32 (0.42)

Summary of significant accounting policies 5


The accompanying notes are an integral part of the standalone financial statements

This is the standalone statement of profit and loss referred to in our report of even date.

For Walker Chandiok & Co LLP For and on behalf of the board of directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani


Partner Joint Managing Director Joint Managing Director
Membership No. 502103 [DIN: 06667127] [DIN: 00358082]

Place: Gurugram Anil Mittal Ravi Telkar


Date: 23 April 2019 Chief Financial Officer Company Secretary

F - 391
Indiabulls Real Estate Limited
Cash flow statement for the year ended 31 March 2019
31 March 2019 31 March 2018
(` in lakhs) (` in lakhs)
A Cash flow from operating activities:
Profit/(loss) before tax 15,002.63 (1,616.21)
Adjustments for:
Interest on income tax 2.14 39.94
Interest on borrowings 32,779.96 35,864.17
Depreciation and amortisation expenses 83.78 97.56
Other borrowing costs 260.03 185.00
Profit on sale of property, plant and equipment (net) (1.32) (2.89)
Excess provision/liabilities written back (70.16) (0.47)
Impairment of non-financial assets - 251.50
Non current investment written off 105.00 -
Impairment in value of investments 3,661.00 61.12
Impairment of loans (expected credit loss) - 233.83
Interest income (20,888.37) (27,495.62)
Dividend income - (615.53)
Provision for employee benefits 6.49 10.67
Share based payment expense 237.39 400.33
Income on fair valuation of financial assets (0.04) (547.97)
Net gain on de-recognition of financial asset carried at amortised cost (18,713.45) -
Mark to market gain on derivative contracts (3,242.41) -
Profit on sale of investments (net) (10,607.22) (2,278.30)
Operating (loss)/profit before working capital changes and other adjustments: (1,384.55) 4,587.13
Working capital changes and other adjustments:
(Increase)/decrease in trade receivables (404.17) 3.39
Increase in loans (17.85) (8,198.24)
Increase in others current and non-current assets (874.41) (489.31)
Decrease/(increase) in other current and non-current financial assets 0.10 (1.13)
Decrease in other financial liabilities (241.91) (81.93)
Increase in other current liabilities 6,495.25 37.74
Cash flow from/(used in) operating activities 3,572.46 (4,142.35)
Income taxes paid (net) (975.19) (1,589.33)
Net cash flow from/(used in) operating activities 2,597.27 (5,731.68)

B Cash flow from investing activities:


Purchase of property, plant and equipment and intangible assets (including capital advances) (83.25) -
Proceeds from sale of property, plant and equipment 1.34 2.97
Dividend received - 615.53
Movement in fixed deposits (net) (9,312.73) 3,573.56
Proceeds from sale/(purchase) of investments - mutual funds (net) 29,257.47 (18,968.82)
Share application money given (5,000.00) -
Sale of investments - bonds - 1.80
Investment in subsidiary companies
Purchase of investments - equity shares (12,332.58) (69,932.05)
Purchase of investments - debentures (6.41) (3,587.76)
Investment in subsidiary companies
Proceeds from sale of investments - equity shares 29,799.55 7,410.00
Proceeds from sale of investments - preference shares - 24.11
Proceeds from sale of investment - beneficiary trust - 88,215.00
Proceeds from redemption of investments - debentures - 13,350.70
Proceeds from redemption of investments - preference shares 25,177.00 -
Inter-corporate loans and advances (given to)/received back from subsidiary companies (net) (73,650.67) 21,103.90
Inter-corporate loans and advances given to joint ventures (net) (8,370.59) -
Inter-corporate loans and advances received back from others (net) - 923.00
Interest received 21,449.76 29,272.29
Net cash (used in)/flow from investing activities (3,071.11) 72,004.23

(This space has been intentionally left blank)

F - 392
Indiabulls Real Estate Limited
Cash flow statement for the year ended 31 March 2019 (cont'd)
31 March 2019 31 March 2018
(` in lakhs) (` in lakhs)
C Cash flow from financing activities:
Proceeds from issue of equity share capital (including securities premium) 1,093.36 1,319.36
Buyback of equity shares (44,766.26) (5,196.67)
Proceeds from borrowings from banks 98,000.00 14,878.40
Repayment of borrowings to banks (10,013.77) (12,812.42)
Proceeds from issue of debentures 49,732.00 56,369.37
Redemption of debentures (68,500.00) (104,000.00)
Proceeds from issue of commercial paper 423,000.00 706,500.00
Repayment of commercial paper (414,000.00) (659,000.00)
Inter-corporate borrowings taken 386,752.20 370,545.44
Inter-corporate borrowings repaid (386,835.25) (398,323.94)
Interest paid (32,399.66) (39,428.20)
Other borrowing costs (260.03) (185.00)
Net cash flow from/(used in) financing activities 1,802.59 (69,333.66)

D Net increase/(decrease) in cash and cash equivalents (A+B+C) 1,328.75 (3,061.11)


E Cash and cash equivalents at the beginning of the year 1,319.98 4,381.09
F Cash and cash equivalents at the end of the year (D+E) 2,648.73 1,319.98

31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
a) Cash and cash equivalents includes (refer note 16):
Cash on hand 0.12 -
Balances with banks
In current accounts 2,648.61 1,319.98
2,648.73 1,319.98

This is the standalone cash flow statement referred to in our report of even date.

For Walker Chandiok & Co LLP For and on behalf of board of directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani


Partner Joint Managing Director Joint Managing Director
Membership No. 502103 [DIN: 06667127] [DIN: 00358082]

Place: Gurugram Anil Mittal Ravi Telkar


Date: 23 April 2019 Chief Financial Officer Company Secretary

F - 393
Indiabulls Real Estate Limited
Statement of changes in equity for the year ended 31 March 2019

A Equity share capital* (` in lakhs)

Issue of equity Buyback of equity Issue of equity Buyback of equity


Balance as at Balance as at Balance as at
Particulars share capital share capital share capital share capital
1 April 2017 31 March 2018 31 March 2019
during the year during the year during the year during the year

Equity share capital 9,568.29 41.11 (115.92) 9,493.48 40.13 (520.00) 9,013.61

B Other equity** (` in lakhs)

Reserves and surplus Other comprehensive


income
Description Deferred Total
Debenture Capital
employee Securities Fair valuation of equity
General reserve Capital reserve redemption redemption Retained earnings
compensation premium instruments
reserve reserve
reserve
Balance as at 1 April 2017 51,265.03 27,720.50 26,125.00 1,565.00 2,915.23 492,777.61 (6,515.07) 11,352.58 607,205.87
Loss for the year - - - - - - (1,975.35) - (1,975.35)
Other comprehensive income
Re-measurement gain on defined benefit plans (net of tax) - - - - - - 0.81 - 0.81
Net loss on equity instruments through other comprehensive - - - - - - - (6,571.50) (6,571.50)
income
Share based options for employees of subsidiaries - - - - 146.79 - - - 146.79
Issue of equity shares (including exercise of stock options) - - - - (847.94) 2,126.18 - - 1,278.24
Sale of treasury shares (refer note 48) - - - - - 87,365.00 - - 87,365.00
Buy back of equity shares - - - - - (5,080.75) - - (5,080.75)
Transfer from retained earnings on account of buyback of equity - - - 115.92 - - (115.92) - -
shares
Share based payment expense - - - - 400.33 - - - 400.33
Transfer to retained earnings on account of stock options lapsed - - - - (229.24) - 229.24 - -
Balance as at 31 March 2018 51,265.03 27,720.50 26,125.00 1,680.92 2,385.17 577,188.04 (8,376.29) 4,781.08 682,769.45
Profit for the year - - - - - - 10,601.19 - 10,601.19
Other comprehensive income
Re-measurement gain on defined benefit plans (net of tax) - - - - - - 0.35 - 0.35
Net loss on equity instruments through other comprehensive - - - - - - - (5,366.73) (5,366.73)
income
Share based options for employees of subsidiaries - - - - 113.92 - - - 113.92
Issue of equity shares (including exercise of stock options) - - - - (784.81) 1,838.04 - - 1,053.23
Buy back of equity shares - - - - - (44,246.26) - - (44,246.26)
Transfer from retained earnings on account of buyback of equity - - - 520.00 - - (520.00) - -
shares
Transfer from retained earnings on account of creation of debenture - - 937.50 - - - (937.50) - -
redemption reserve
Share based payment expense - - - - 237.39 - - - 237.39
Balance as at 31 March 2019 51,265.03 27,720.50 27,062.50 2,200.92 1,951.67 534,779.82 767.75 (585.65) 645,162.54
*Refer note 19 for details
**Refer note 20 for details

This is the standalone statement of changes in equity referred to in our report of even date.

For Walker Chandiok & Co LLP For and on behalf of the board of directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani Anil Mittal Ravi Telkar
Partner Joint Managing Director Joint Managing Director Chief Financial Officer Company Secretary
Membership No. 502103 [DIN: 06667127] [DIN: 00358082]

Place: Gurugram
Date: 23 April 2019

F - 394
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2019

1. Nature of principal activities


Indiabulls Real Estate Limited (‘the Company’) was incorporated on 04 April 2006 with the main objects of
carrying on the business of real estate properties advisory, properties marketing, maintenance of completed
properties, engineering, industrial and technical consultancy, construction and development of real estate
properties and other related and ancillary activities. The Company is domiciled in India and its registered office is
situated at M-62 and 63, First Floor, Connaught Place, New Delhi – 110001.

2. General information and statement of compliance with Ind AS


These standalone financial statements (‘financial statements’) of the Company have been prepared in accordance
with the Indian Accounting Standards as notified under section 133 of the Companies Act 2013 read with the
Companies (Indian Accounting Standards) Rules 2015 (by Ministry of Corporate Affairs (‘MCA’)), as amended and
other relevant provisions of the Act. The Company has uniformly applied the accounting policies during the
periods presented.

The financial statements for the year ended 31 March 2019 were authorized and approved for issue by the Board
of Directors on 23 April 2019. The revisions to the financial statements is permitted by the Board of Directors
after obtaining necessary approvals or at the instance of regulatory authorities as per provisions of the Act.

3. Basis of accounting
The financial statements have been prepared on going concern basis in accordance with accounting principles
generally accepted in India. Further, the financial statements have been prepared on historical cost basis except for
certain financial assets and financial liabilities and share based payments which are measured at fair values as
explained in relevant accounting policies. Fair valuations related to financial assets and financial liabilities are
categorised into level 1, level 2 and level 3 based on the degree to which the inputs to the fair value measurements
are observable.

4. Recent accounting pronouncement

Ind AS 116, Leases

On 30 March 2019, Ministry of Corporate Affairs (‘MCA’) has clarified that Ind AS 116 is effective for annual
periods beginning on or after 1 April 2019 and it replaces Ind AS 17 Leases, including appendices thereto. Ind AS
116 sets out the principles for the recognition, measurement, presentation and disclosure of leases and requires
lessees to account for all leases under a single on-balance sheet model similar to the accounting for finance leases
under Ind AS 17. The standard includes two recognition exemptions for lessees - leases of 'low-value' assets and
short-term leases (i.e., leases with a lease term of 12 months or less). At the commencement date of a lease, a lessee
will recognise a liability to make lease payments (i.e., the lease liability) and an asset representing the right to use the
underlying asset during the lease term (i.e., the right-of-use asset). Lessees will be required to separately recognise
the interest expense on the lease liability and the depreciation expense on the right-of-use asset. The Company is
evaluating the requirements of the amendment and the effect on the financial statements is being evaluated.

Amendment to Ind AS 12, Income taxes

On 30 March 2019, Ministry of Corporate Affairs ("MCA") has notified Appendix C to Ind-AS 12 Income taxes –
“Uncertainty over Income Tax Treatments”. The amendment to Ind AS 12 requires the entities to consider
recognition and measurement requirements when there is uncertainty over income tax treatments. In such a
circumstance, an entity shall recognise and measure its current or deferred tax asset or liability accordingly. The
effective date of amendment is 1 April 2019. Further, there has been amendments in relevant paragraphs in Ind-AS
12 "Income Taxes" which clarifies that an entity shall recognize the income tax consequences of dividends in profit
or loss, other comprehensive income or equity according to where the entity originally recognized those past
transactions or events in accordance with Ind-AS 109. The Company is evaluating the requirements of the
amendments and their impact on the financial statements.

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Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2019

Amendment to Ind AS 19, Employee benefits

On 30 March 2019, Ministry of Corporate Affairs ("MCA") has issued an amendment to Ind AS 19 which requires
the entities to determine current service cost using actuarial assumptions and net interest using discount rate
determined at the start of the annual reporting period. However, if an entity re-measures the net defined benefit
liability (asset) as per the requirement of the standard, it shall determine current service cost and net interest for the
remainder of the annual reporting period after the plan amendment, curtailment or settlement using the actuarial
assumptions used to re-measure the net defined benefit liability (asset). The effective date of amendment is April 1,
2019. The Company is evaluating the requirements of the amendments and their impact on the financial
statements.

Amendment to Ind AS 23, Borrowing costs

On 30 March 2019, Ministry of Corporate Affairs ("MCA") issued an amendment to Ind-AS 23 "Borrowing Costs"
clarifies that if any specific borrowing remains outstanding after the related asset is ready for its intended use or
sale, that borrowing becomes part of the funds that an entity borrows generally when calculating the capitalization
rate on general borrowings. This amendment is effective for annual periods beginning on or after 1 April 2019.
The Company is evaluating the requirements of the amendments and their impact on the financial statements.

Amendment to Ind AS 109, Financial instruments

On 30 March 2019, Ministry of Corporate Affairs ("MCA") issued an amendment to Ind-AS 109 in respect of
prepayment features with negative compensation, which amends the existing requirements in Ind-AS 109 regarding
termination rights in order to allow measurement at amortized cost (or, depending on the business model, at fair
value through other comprehensive income) even in the case of negative compensation payments. This
amendment is effective for annual periods beginning on or after 1 April 2019. The Company is evaluating the
requirements of the amendments and their impact on the financial statements.

5. Summary of significant accounting policies


The financial statements have been prepared using the significant accounting policies and measurement bases
summarised below. These were used throughout all periods presented in the financial statements.

5.1 Current versus non-current classification

All assets and liabilities have been classified as current or non-current as per the Company’s normal operating cycle
and other criteria set out in Companies Act 2013. Deferred tax assets and liabilities are classified as non-current
assets and non-current liabilities, as the case may be.

5.2 Property, plant and equipment (PPE)

Recognition and initial measurement


Property, plant and equipment are stated at their cost of acquisition. The cost comprises purchase price, borrowing
cost if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for
the intended use. Any trade discount and rebates are deducted in arriving at the purchase price. Subsequent costs
are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is
probable that future economic benefits associated with the item will flow to the Company. All other repair and
maintenance costs are recognised in Statement of Profit and Loss as incurred.

Subsequent measurement (depreciation and useful lives)


Depreciation on property, plant and equipment is provided on the straight-line method, computed on the basis of
useful lives (as set out below) prescribed in Schedule II to the Companies Act, 2013.

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Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2019

Asset class Useful life


Plant and equipment 12 – 15 years
Office equipment 5 years
Computers 3 – 6 years
Furniture and fixtures 10 years
Vehicles 8 years

The residual values, useful lives and method of depreciation are reviewed at the end of each financial year.

De-recognition
An item of property, plant and equipment initially recognised is de-recognised upon disposal or when no future
economic benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset
(calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is recognised
in statement of profit and loss when the asset is derecognised.

5.3 Intangible assets


Recognition and initial measurement
Intangible assets (softwares) are stated at their cost of acquisition. The cost comprises purchase price, borrowing
cost if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for
the intended use. Any trade discount and rebates are deducted in arriving at the purchase price.

Subsequent measurement (amortisation)


The cost of capitalized software is amortized over a period in the four years from the date of its acquisition.

De-recognition
Intangible asset is de-recognised upon disposal or when no future economic benefits are expected from its use or
disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net
disposal proceeds and the carrying amount of the asset) is recognized in the statement of profit and loss, when the
asset is derecognised.

5.4 Asset held for sale

Non-current assets are classified as held for sale if their sale is considered highly probable. They are measured at
fair value less cost to sell.

5.5 Inventories

Land other than that transferred to real estate properties under development is valued at lower of cost or net
realizable value.

Real estate properties (developed and under development) includes cost of land under development, internal and
external development costs, construction costs, and development/construction materials, borrowing costs and
related overhead costs and is valued at lower of cost or net realizable value.

Net realisable value is the estimated selling price in the ordinary course of business less estimated costs of
completion and estimated costs of necessary to make the sale.

5.6 Revenue recognition

Revenue is recognised when control is transferred and is accounted net of rebate and taxes. The Company applies
the revenue recognition criteria to each nature of the revenue transaction as set out below.

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Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2019

Revenue from real estate properties advisory and management services


Income arising from real estate properties advisory services is recognised in the period in which the services are
being rendered. The Company considers the terms of the contract and its customary business practices to
determine the transaction price. The consideration promised in a contract with a customer may include fixed
consideration, variable consideration (if reversal is less likely in future), or both.

Profit on sale of investment with underlying business


Profit on sale of investments of entities in the real estate business is recognised in the year in such investments are
sold after adjusting the consideration received with carrying value of investment. The said profit is recognised as
part of other operating income as in substance, such sale reflects the sale of real estate business.

Dividend income
Dividend income is recognised at the time when right to receive the payment is established, which is generally
when the shareholders approve the dividend.

Interest income
Interest income is recorded on accrual basis using the effective interest rate (EIR) method.

Gain on amortised cost financial assets


Gain on de-recognition of amortised cost financial assets is recognised in the year when the entire payment is
received against the outstanding balance of amortised cost financial assets.

5.7 Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are
capitalized during the period of time that is necessary to complete and prepare the asset for its intended use or sale.
A qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use. All other
borrowing costs are charged to the statement of profit and loss as incurred.

5.8 Operating leases

Assets acquired on leases where a significant portion of risk and rewards of ownership are retained by the lessor
are classified as operating leases. Lease rental are charged to statement of profit and loss on straightline basis
except where scheduled increase in rent compensate the lessor for expected inflationary costs.

5.9 Impairment of non-financial assets

At each reporting date, the Company assesses whether there is any indication that an asset may be impaired, based
on internal or external factors. If any such indication exists, the recoverable amount of the asset or the cash
generating unit is estimated. If such recoverable amount of the asset or cash generating unit to which the asset
belongs is less than its carrying amount, the carrying amount is reduced to its recoverable amount. The reduction is
treated as an impairment loss and is recognised in the statement of profit and loss. If, at the reporting date there is
an indication that a previously assessed impairment loss no longer exists, the recoverable amount is reassessed and
the asset is reflected at the recoverable amount. Impairment losses previously recognized are accordingly reversed
in the Statement of Profit and Loss.

5.10 Foreign currency

Functional and presentation currency


The financial statements are presented in Indian Rupee (‘INR’ or ‘`’) which is also the functional and presentation
currency of the Company.

Transactions and balances


Foreign currency transactions are recorded in the functional currency, by applying to the exchange rate between
the functional currency and the foreign currency at the date of the transaction.

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Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2019

Foreign currency monetary items are converted to functional currency using the closing rate. Non-monetary items
denominated in a foreign currency which are carried at historical cost are reported using the exchange rate at the
date of the transaction.

Exchange differences arising on monetary items on settlement, or restatement as at reporting date, at rates
different from those at which they were initially recorded, are recognized in the Statement of Profit and Loss in the
year in which they arise.

5.11 Investments
Investment in equity instruments of subsidiaries and joint ventures are measured at cost as per Ind AS 27 'Separate
Financial Statements'.

5.12 Financial instruments

Non-derivative financial assets

Recognition and initial measurement


All financial assets are recognised initially at fair value and transaction cost that is attributable to the acquisition of
the financial asset is also adjusted.

Subsequent measurement
i. Debt instruments at amortised cost – A ‘debt instrument’ is measured at the amortised cost if both the
following conditions are met:
 The asset is held within a business model whose objective is to hold assets for collecting contractual
cash flows, and
 Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of
principal and interest (SPPI) on the principal amount outstanding.

After initial measurement, such financial assets are subsequently measured at amortised cost using the
effective interest rate (EIR) method.

ii. Equity investments – All equity investments in scope of ‘Ind AS 109 Financial Instruments’ (‘Ind AS 109’)
are measured at fair value. Equity instruments which are held for trading are generally classified as at fair
value through profit and loss (FVTPL). For all other equity instruments, the Company decides to classify the
same either as at fair value through other comprehensive income (FVOCI) or fair value through profit and
loss (FVTPL).

iii. Mutual funds – All mutual funds in scope of Ind AS 109 are measured at fair value through profit and loss
(FVTPL).

De-recognition of financial assets


A financial asset is primarily de-recognised when the rights to receive cash flows from the asset have expired or the
Company has transferred its rights to receive cash flows from the asset.

Non-derivative financial liabilities

Recognition and initial measurement


All financial liabilities are recognised initially at fair value and transaction cost that is attributable to the acquisition
of the financial liabilities is also adjusted.

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Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2019

Subsequent measurement
Subsequent to initial recognition, financial liabilities are measured at amortised cost using the effective interest
method.

De-recognition of financial liabilities


A financial liability is de-recognised when the obligation under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another from the same lender on substantially different terms, or
the terms of an existing liability are substantially modified, such an exchange or modification is treated as the de-
recognition of the original liability and the recognition of a new liability. The difference in the respective carrying
amounts is recognised in the Statement of Profit and Loss.

Derivatives

The Company has entered into certain forward (derivative) contracts to hedge risks. These derivatives are initially
recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured to their
fair value at the end of each reporting period. Any profit or loss arising on cancellation or renewal of such
derivative contract is recognised as income or as expense for the period.

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a
currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis,
to realise the assets and settle the liabilities simultaneously.

5.13 Impairment of financial assets

In accordance with Ind AS 109, the Company applies expected credit loss (ECL) model for measurement and
recognition of impairment loss for financial assets. The Company factors historical trends and forward looking
information to assess expected credit losses associated with its assets and impairment methodology applied
depends on whether there has been a significant increase in credit risk.

Trade receivables
In respect of trade receivables, the Company applies the simplified approach of Ind AS 109, which requires
measurement of loss allowance at an amount equal to lifetime expected credit losses. Lifetime expected credit
losses are the expected credit losses that result from all possible default events over the expected life of a financial
instrument.

Other financial assets


In respect of its other financial assets, the Company assesses if the credit risk on those financial assets has
increased significantly since initial recognition. If the credit risk has not increased significantly since initial
recognition, the Company measures the loss allowance at an amount equal to 12-month expected credit losses, else
at an amount equal to the lifetime expected credit losses. The Company assumes that the credit risk on a financial
asset has not increased significantly since initial recognition, if the financial asset is determined to have low credit
risk at the balance sheet date.

5.14 Income taxes

Tax expense recognized in Statement of Profit and Loss comprises the sum of deferred tax and current tax except
the ones recognized in other comprehensive income or directly in equity.

Current tax is determined as the tax payable in respect of taxable income for the year and is computed in
accordance with relevant tax regulations. Current income tax relating to items recognised outside profit or loss is
recognised outside profit or loss (either in other comprehensive income or in equity).

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Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2019

Minimum alternate tax (‘MAT’) credit entitlement is recognised as an asset only when and to the extent there is
convincing evidence that normal income tax will be paid during the specified period. In the year in which MAT
credit becomes eligible to be recognised as an asset, the said asset is created by way of a credit to the statement of
profit and loss and shown as MAT credit entitlement. This is reviewed at each balance sheet date and writes down
the carrying amount of MAT credit entitlement to the extent it is not reasonably certain that normal income tax
will be paid during the specified period.

Deferred tax is recognised in respect of temporary differences between carrying amount of assets and liabilities for
financial reporting purposes and corresponding amount used for taxation purposes. Deferred tax assets on
unrealised tax loss are recognised to the extent that it is probable that the underlying tax loss will be utilised against
future taxable income. This is assessed based on the Company’s forecast of future operating results, adjusted for
significant non-taxable income and expenses and specific limits on the use of any unused tax loss. Unrecognised
deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become
probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset
is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted
at the reporting date. Deferred tax relating to items recognised outside statement of profit and loss is recognised
outside Statement of Profit or Loss (either in other comprehensive income or in equity).

5.15 Cash and cash equivalents

Cash and cash equivalents comprise cash on hand, demand deposits and other short-term highly liquid investments
that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes in
value.

5.16 Employee benefits

Defined contribution plan


The Company’s contribution to provident fund is charged to the statement of profit and loss or inventorized as a
part of real estate properties under development, as the case may be. The Company’s contributions towards
provident fund are deposited with the regional provident fund commissioner under a defined contribution plan.

Defined benefit plan


The Company has unfunded gratuity as defined benefit plan where the amount that an employee will receive on
retirement is defined by reference to the employee’s length of service and final salary. The liability recognised in the
balance sheet for defined benefit plans as the present value of the defined benefit obligation (DBO) at the
reporting date. Management estimates the DBO annually with the assistance of independent actuaries. Actuarial
gains/losses resulting from re-measurements of the liability are included in other comprehensive income.

Other long-term employee benefits


The Company also provides benefit of compensated absences to its employees which are in the nature of long -
term employee benefit plan. Liability in respect of compensated absences becoming due and expected to be availed
more than one year after the balance sheet date is estimated on the basis of an actuarial valuation performed by an
independent actuary using the projected unit credit method as on the reporting date. Actuarial gains and losses
arising from experience adjustments and changes in actuarial assumptions are recorded in the statement of profit
and loss in the year in which such gains or losses arise.

Short-term employee benefits


Short-term employee benefits comprise of employee costs such as salaries, bonus etc. is recognized on the basis of
the amount paid or payable for the period during which services are rendered by the employee.

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Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2019

5.17 Share based payments

Share based compensation benefits are provided to employees via Employee Stock Option Plans (ESOPs). The
employee benefit expense is measured using the fair value of the employee stock options and is recognised over
vesting period with a corresponding increase in equity. The vesting period is the period over which all the specified
vesting conditions are to be satisfied. On the exercise of the employee stock options, the employees of will be
allotted equity shares of the Company.

5.18 Provisions, contingent liabilities and contingent assets

Provisions are recognized only when there is a present obligation, as a result of past events, and when a reliable
estimate of the amount of obligation can be made at the reporting date. These estimates are reviewed at each
reporting date and adjusted to reflect the current best estimates. Provisions are discounted to their present values,
where the time value of money is material.

Contingent liability is disclosed for:


 Possible obligations which will be confirmed only by future events not wholly within the control of the
Company or
 Present obligations arising from past events where it is not probable that an outflow of resources will be
required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.

Contingent assets are neither recognized nor disclosed. However, when realization of income is virtually certain,
related asset is recognized.

5.19 Earnings per share

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity
shareholders (after deducting attributable taxes) by the weighted average number of equity shares outstanding
during the period. The weighted average number of equity shares outstanding during the period is adjusted for
events including a bonus issue.

For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity
shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects
of all dilutive potential equity shares.

5.20 Significant management judgement in applying accounting policies and estimation uncertainty

The preparation of the Company’s financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the related
disclosures.

Significant management judgements

Recognition of deferred tax assets – The extent to which deferred tax assets can be recognized is based on an
assessment of the probability of the Company’s future taxable income against which the deferred tax assets can be
utilized.

Evaluation of indicators for impairment of assets – The evaluation of applicability of indicators of impairment
of assets requires assessment of several external and internal factors which could result in deterioration of
recoverable amount of the assets.

Recoverability of advances/receivables – At each balance sheet date, based on historical default rates observed
over expected life, the management assesses the expected credit losses on outstanding receivables and advances.

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Summary of significant accounting policies and other explanatory information for the year
ended 31 March 2019

Provisions – At each balance sheet date basis the management judgment, changes in facts and legal aspects, the
Company assesses the requirement of provisions against the outstanding contingent liabilities. However, the actual
future outcome may be different from this judgement.

Significant estimates

Useful lives of depreciable/amortisable assets – Management reviews its estimate of the useful lives of
depreciable/amortisable assets at each reporting date, based on the expected utility of the assets. Uncertainties in
these estimates relate to technical and economic obsolescence that may change the utilisation of assets.

Defined benefit obligation (DBO) – Management’s estimate of the DBO is based on a number of underlying
assumptions such as standard rates of inflation, mortality, discount rate and anticipation of future salary increases.
Variation in these assumptions may significantly impact the DBO amount and the annual defined benefit expenses.

Fair value measurements – Management applies valuation techniques to determine the fair value of financial
instruments (where active market quotes are not available). This involves developing estimates and assumptions
consistent with how market participants would price the instrument.

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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

Note - 6
Property, plant and equipment (` in lakhs)
Building Plant and Office equipment Computers Furniture and Vehicles Total
equipment fixtures
Gross block amount
As at 1 April 2017 0.63 1,247.19 186.04 205.40 262.65 573.63 2,475.54
Additions - - - - - - -
Disposals/assets written off 0.63 0.38 153.42 164.89 44.34 22.02 385.68
As at 31 March 2018 - 1,246.81 32.62 40.51 218.31 551.61 2,089.86
Additions - - 3.57 3.29 11.05 61.09 79.00
Disposals/assets written off - 41.95 1.20 1.86 - 10.54 55.55
Balance as at 31 March 2019 - 1,204.86 34.99 41.94 229.36 602.16 2,113.31

Accumulated depreciation
As at 1 April 2017 0.63 1,211.48 166.48 188.93 131.36 467.42 2,166.30
Charge for the year - 17.35 8.49 11.41 30.11 23.02 90.38
Disposals/assets written off 0.63 0.38 153.38 164.89 44.31 22.02 385.61
As at 31 March 2018 - 1,228.45 21.59 35.45 117.16 468.42 1,871.07
Charge for the year - 12.36 5.91 4.43 25.38 28.57 76.65
Disposals/assets written off - 41.95 1.18 1.86 - 10.54 55.53
Balance as at 31 March 2019 - 1,198.86 26.32 38.02 142.54 486.45 1,892.19

Net block as at 31 March 2018 - 18.36 11.03 5.06 101.15 83.19 218.79
Net block as at 31 March 2019 - 6.00 8.67 3.92 86.82 115.71 221.12

Note - 7
Intangible assets (` in lakhs)
Softwares Total
Gross block amount
As at 1 April 2017 422.84 422.84
Additions - -
Disposals/assets written off 54.22 54.22
As at 31 March 2018 368.62 368.62
Additions - -
Disposals/assets written off - -
Balance as at 31 March 2019 368.62 368.62

Accumulated amortisation
As at 1 April 2017 406.87 406.87
Charge for the year 7.18 7.18
Disposals/assets written off 54.22 54.22
As at 31 March 2018 359.83 359.83
Charge for the year 7.13 7.13
Balance as at 31 March 2019 366.96 366.96

Net block as at 31 March 2018 8.79 8.79


Net block as at 31 March 2019 1.66 1.66

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Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

31 March 2019 31 March 2018


Number Amount Number Amount
Note - 8 (` in lakhs) (` in lakhs)
A Investments - non-current*
(i) Investment in equity shares**
Others - quoted
RattanIndia Power Limited# 219,050,000 5,914.35 219,050,000 11,281.08

Subsidiaries - unquoted
Airmid Developers Limited 98,039 18.00 98,039 18.00
Albasta Constructions Limited 50,000 5.00 50,000 5.00
Albasta Properties Limited 50,000 5.00 50,000 5.00
Albasta Real Estate Limited 50,000 5.00 50,000 5.00
Albina Properties Limited 50,000 5.00 50,000 5.00
Angina Properties Limited 50,000 5.00 50,000 5.00
Angles Constructions Limited 50,000 5.00 50,000 5.00
Apesh Constructions Limited 50,000 5.00 50,000 5.00
Apesh Properties Limited 50,000 5.00 50,000 5.00
Apesh Real Estate Limited 50,000 5.00 50,000 5.00
Athena Builders and Developers Limited 50,000 5.00 50,000 5.00
Athena Buildwell Limited 50,000 137.71 50,000 137.71
Athena Infrastructure Limited^^^ 98,039 142.76 98,039 127.91
Athena Land Development Limited 50,000 5.00 50,000 5.00
Aurora Builders and Developers Limited 50,000 5.00 50,000 5.00
Bridget Builders and Developers Limited@@@ (from 12 June 2018) 50,000 4,670.20 0 -
Catherine Builders and Developers Limited@@@ (from 12 June 2018) 50,000 4,251.30 0 -
Ceres Estate Limited 75,000,000 14,995.00 75,000,000 14,995.00
Ceres Land Development Limited 50,000 5.00 50,000 5.00
Ceres Properties Limited 50,000 5.00 50,000 5.00
Citra Developers Limited 50,000 5.00 50,000 5.00
Citra Properties Limited 98,039 14.61 98,039 14.61
Cobitis Buildwell Limited 50,000 5.00 50,000 5.00
Cobitis Real Estate Limited 50,000 5.00 50,000 5.00
Devona Developers Limited 50,000 5.00 50,000 5.00
Diana Infrastructure Limited 50,000 5.00 50,000 5.00
Edesia Constructions Limited 50,000 5.00 50,000 5.00
Edesia Developers Limited 50,000 5.00 50,000 5.00
Edesia Infrastructure Limited 50,000 5.00 50,000 5.00
Elena Constructions Limited 50,000 5.00 50,000 5.00
Elena Properties Limited 50,000 5.00 50,000 5.00
Fama Properties Limited 50,000 5.00 50,000 5.00
Flora Land Development Limited 50,000 5.00 50,000 5.00
Fornax Real Estate Limited 98,039 9.80 98,039 9.80
Hecate Power and Land Development Limited 50,000 5.00 50,000 5.00
Hermes Builders and Developers Limited 50,000 5.00 50,000 5.00
IB Holdings Limited 50,000 5.00 50,000 5.00
Indiabulls Buildcon Limited 668,920 5,404.95 668,920 5,404.95
Indiabulls Commercial Assets Limited 50,000 5.00 50,000 5.00
Indiabulls Communication Infrastructure Limited 50,000 5.00 50,000 5.00
Indiabulls Constructions Limited^^^ 50,000 127.54 50,000 116.01
Indiabulls Estate Limited 3,274,734 8,353.25 3,274,734 8,353.25
Indiabulls Hotel Properties Limited 50,000 5.00 50,000 5.00
Indiabulls Housing and Constructions Limited 50,000 5.00 50,000 5.00
Indiabulls Housing And Land Development Limited 50,000 5.00 50,000 5.00
Indiabulls Housing Developers Limited 50,000 5.00 50,000 5.00
Indiabulls Industrial Infrastructure Limited^^^ 65,000,000 6,533.82 65,000,000 6,530.00
Indiabulls Infraestate Limited 227,440 162,620.95 227,440 162,620.95
Indiabulls Infratech Limited 50,000 5.00 50,000 5.00
Indiabulls Lands Limited 50,000 5.00 50,000 5.00
Indiabulls Multiplex Services Limited 50,000 67.36 50,000 67.36
Indiabulls Natural Resources Limited 50,000 5.00 50,000 5.00
Indiabulls Projects Limited 100,000,000 10,000.00 100,000,000 10,000.00
Indiabulls Real Estate Builders Limited 50,000 5.00 50,000 5.00
Indiabulls Real Estate Developers Limited 50,000 5.00 50,000 5.00
Indiabulls Realty Company Limited 50,000 5.00 50,000 5.00
Indiabulls Software Parks Limited 50,000 5.00 50,000 5.00
Ivonne Infrastructure Limited 50,000 5.00 50,000 5.00
Juventus Estate Limited^^^ 98,039 112.82 98,039 102.92
Lakisha Infrastructure Limited 50,000 5.00 50,000 5.00
Lakisha Real Estate Limited 10,000,000 1,000.00 10,000,000 1,000.00
Balance carried forward 224,594.42 220,999.55

F - 405
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

31 March 2019 31 March 2018


Number Amount Number Amount
(` in lakhs) (` in lakhs)
Balance carried over 224,594.42 220,999.55

Lenus Constructions Limited 50,000 5.00 50,000 5.00


Lenus Infrastructure Limited 50,000 5.00 50,000 5.00
Lenus Properties Limited 50,000 5.00 50,000 5.00
Linnet Constructions Limited 50,000 5.00 50,000 5.00
Linnet Developers Limited 50,000 5.00 50,000 5.00
Linnet Infrastructure Limited 50,000 5.00 50,000 5.00
Linnet Properties Limited 50,000 5.00 50,000 5.00
Linnet Real Estate Limited 50,000 5.00 50,000 5.00
Loon Infrastructure Limited 50,000 5.00 50,000 5.00
Loon Land Development Limited 50,000 5.00 50,000 5.00
Lorena Builders Limited 50,000 5.00 50,000 5.00
Lucina Constructions Limited 50,000 5.00 50,000 5.00
Lucina Land Development Limited^^^ 50,000 193.43 50,000 162.63
Mabon Constructions Limited 50,000 40.68 50,000 40.68
Mabon Properties Limited 50,000 5.00 50,000 5.00
Makala Infrastructure Limited 50,000 5.00 50,000 5.00
Manjola Infrastructure Limited 50,000 5.00 50,000 5.00
Manjola Real Estate Limited 50,000 5.00 50,000 5.00
Mariana Constructions Limited 50,000 21.12 50,000 21.12
Mariana Developers Limited 50,000 5.00 50,000 5.00
Mariana Infrastructure Limited 50,000 5.00 50,000 5.00
Mariana Real Estate Limited 50,000 612.99 50,000 612.99
Nilgiri Infraestate Limited 50,000 5.00 50,000 5.00
Nilgiri Infrastructure Projects Limited 50,000 5.00 50,000 5.00
Nilgiri Resources Limited 50,000 5.00 50,000 5.00
Parmida Constructions Limited 50,000 5.00 50,000 5.00
Parmida Developers Limited 50,000 5.00 50,000 5.00
Parmida Properties Limited 50,000 5.00 50,000 5.00
Selene Builders and Developers Limited 50,000 5.00 50,000 5.00
Selene Constructions Limited^^^ 98,039 38.41 98,039 35.33
Selene Infrastructure Limited 10,000,000 1,000.00 10,000,000 1,000.00
Selene Land Development Limited 50,000 5.00 50,000 5.00
Sentia Constructions Limited 50,000 39.00 50,000 39.00
Sentia Infrastructure Limited 50,000 5.00 50,000 5.00
Sentia Real Estate Limited 50,000 5.00 50,000 5.00
Sepset Developers Limited 50,000 5.00 50,000 5.00
Serpentes Constructions Limited 50,000 5.00 50,000 5.00
Sophia Constructions Limited 50,000 5.00 50,000 5.00
Sophia Real Estate Limited 50,000 5.00 50,000 5.00
Sylvanus Properties Limited^^^ 10,000,000 1,224.05 10,000,000 1,184.11
Tapir Constructions Limited 50,000 5.00 50,000 5.00
Tapir Land Development Limited 50,000 5.00 50,000 5.00
Triton Estate Limited 50,000 5.00 50,000 5.00
Triton Properties Limited 50,000 5.00 50,000 5.00
Varali Constructions Limited 50,000 5.00 50,000 5.00
Varali Infrastructure Limited 50,000 1,441.22 50,000 1,441.22
Varali Properties Limited 50,000 5.00 50,000 5.00
Varali Real Estate Limited 50,000 5.00 50,000 5.00
Vindhyachal Land Development Limited 50,000 5.00 50,000 5.00
Zeus Buildwell Limited 50,000 5.00 50,000 5.00
Zeus Estate Limited 50,000 5.00 50,000 5.00
Century Limited (face value of GBP 1 each) 127,052,057 114,980.28 127,052,057 114,980.28
Dev Property Development Limited (face value Pence 1) 138,000,000 109,190.44 138,000,000 109,190.44
Grand Limited (face value of GBP 1 each) 1,000 0.99 1,000 0.99
Shoxell Holdings Limited (face value Euro 1) 1,040 6,995.88 1,040 6,995.88
Alexander Transport Solutions Limited@@ - - 50,000 5.00
Ashkit Developers Limited@@ - - 50,000 5.00
Chloris Constructions Limited@@ - - 50,000 5.00
Echo Facility Services Limited@@ - - 50,000 5.00
Edesia Properties Limited@@ - - 50,000 5.00
Elena Real Estate Limited@@ - - 50,000 5.00
Balance carried forward 460,582.91 456,944.22

F - 406
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

31 March 2019 31 March 2018


Number Amount Number Amount
(` in lakhs) (` in lakhs)
Balance carried over 460,582.91 456,944.22

Indiabulls Developers and Infrastructure Limited@@ - - 50,000 5.00


Indiabulls Energy Limited@@ - - 50,000 5.00
Indiabulls Home Developers Limited@@ - - 50,000 5.00
Indiabulls Infrabuild Limited@@ - - 50,000 5.00
Indiabulls Infrastructure Limited (refer note 46) - - 7,609,093 54,718.32
Indiabulls Malls Limited@@ - - 50,000 5.00
Indiabulls Property Developers Limited@@ - - 50,000 5.00
Indiabulls Road and Infrastructure Services Limited@@ - - 50,000 5.00
Ivonne Developers Limited@@ - - 50,000 5.00
Ivonne Real Estate Limited@@ - - 50,000 5.00
Jwalaji Buildtech Limited@@ - - 50,000 5.00
Lakisha Developers Limited@@ - - 50,000 5.00
Lenus Developers Limited@@ - - 50,000 5.00
Lenus Real Estate Limited@@ - - 50,000 5.00
Mabon Developers Limited@@ - - 50,000 5.00
Mabon Real Estate Limited@@ - - 50,000 5.00
Maximus Entertainments Limited@@ - - 50,000 5.00
Nav Vahan Autotech Limited@@ - - 50,000 5.00
Parmida Infrastructure Limited@@ - - 50,000 5.00
Parmida Real Estate Limited@@ - - 50,000 5.00
Serida Constructions Limited@@ - - 50,000 5.00
Serpentes Builders and Developers Limited@@ - - 50,000 5.00
Tapir Realty Developers Limited@@ - - 50,000 5.00
Ashkit Properties Limited@ (till 27 December 2018) - - 50,000 5.00
Yashita Buildcon Limited@ (till 27 December 2018) - - 50,000 5.00

Joint Ventures - unquoted


Yashita Buildcon Limited@ (from 28 December 2018) 50,000 5.00 - -
Ashkit Properties Limited@ (from 28 December 2018) 67,603 3,416.08 - -

Sub-total 464,003.99 511,782.54


Less: Impairment in the value of investments 3,687.12 61.12
Sub-total (A) 460,316.87 511,721.42

(ii) Investment in preference shares##


Subsidiaries - unquoted
Airmid Developers Limited (0.0001% compulsorily convertible preference shares) 592,664 160.43 592,664 160.43
Athena Infrastructure Limited (0.0001% compulsorily convertible preference shares) 314,099 38.63 314,099 38.63
Citra Properties Limited (0.0001% compulsorily convertible preference shares) 170,284 34.06 170,284 34.06
Fornax Real Estate Limited (0.0001% compulsorily convertible preference shares) 547,632 5,476.32 547,632 5,476.32
Indiabulls Estate Limited (14% optionally convertible preference shares) 20,633,954 0.77 20,633,954 0.77
Juventus Estate Limited (0.0001% compulsorily convertible preference shares) 355,627 117.43 355,627 117.43
Selene Constructions Limited (0.0001% compulsorily convertible preference shares) 391,519 49.23 391,519 49.23
Sub-total (B) 5,876.87 5,876.87

F - 407
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

31 March 2019 31 March 2018


Number Amount Number Amount
(` in lakhs) (` in lakhs)
(iii) Investment in debentures
Subsidiaries - unquoted
Optionally convertible debentures^
Airmid Developers Limited 1,210,500 32,031.22 1,210,500 32,031.22
Athena Infrastructure Limited 642,000 7,718.94 642,000 7,718.94
Citra Properties Limited 348,500 6,813.18 348,500 6,813.18
Indiabulls Estate Limited 317,081 6,961.46 317,081 6,961.46
Juventus Estate Limited 1,096,893 27,158.96 1,096,893 27,158.96
Selene Constructions Limited 800,000 9,833.69 800,000 9,833.69
Compulsorily convertible debentures
Indiabulls Infraestate Limited (face value of `10 each and 12% coupon rate) 458,150,617 45,815.06 458,150,617 45,815.06

Joint ventures - unquoted


Compulsorily convertible debentures
Yashita Buildcon Limited (face value of `10 each and Nil coupon rate) (from 28 December 2018) 100 6.41 - -

Sub-total (C) 136,338.92 136,332.51

(iv) Investment in bonds^^


Others - unquoted
HDFC Bank Limited (Coupon rate 8.44%) 8 878.41 8 878.41
Housing Development Finance Corporation Limited (Coupon rate 8.45%) 20 2,147.71 20 2,147.71
Housing Development Finance Corporation Limited (Coupon rate 8.46%) 12 1,293.87 12 1,293.87
Housing Development Finance Corporation Limited (Coupon rate 8.35%) 10 1,097.97 10 1,097.74
Housing Development Finance Corporation Limited (Coupon rate 8.46%) 7 751.77 7 751.77
LIC Housing Finance Limited (Coupon rate 8.47% and face value of ` 1,000,000 each) 10 109.94 10 109.94
Sub-total (D) 6,279.67 6,279.44

Grand Total (A+B+C+D) 608,812.33 660,210.24

Aggregate book value of unquoted investments 602,897.98 648,929.16


Aggregate book value and market value of quoted investments 5,914.35 11,281.08
Impairment in the value of investments 3,687.12 61.12

*All the investment in subsidiaries and joint ventures are measured at cost as per Ind AS 27 'Separate Financial Statements'
**Face value of ` 10 each unless otherwise stated.
#This investment (being strategic in nature) is measured at fair value through other comprehensive income ('FVOCI'). The above values represents the fair values as at the end of the respective reporting year. No
dividends have been received from such investments during the year.
## Face value of ` 1,000 each unless otherwise stated
^ Face value of ` 1,000 each and coupon rate is 0.0001%, unless otherwise stated
^^Face value of ` 10,000,000 each unless otherwise stated
^^^The investments include the investment booked for subsidiaries on account of stock options issued to employees of those subsidiaries
@During the year, the Company has divested 50% stake at an aggregate enterprises value of approximately ` 46,400 lakhs to the entities controlled by the Blackstone Group L.P. with this, these wholly owned
subsidiaries have become Joint Ventures.
@@During the year, these wholly owned subsidiaries of the Company have been voluntarily dissolved and have been struck off from the register of companies.
@@@During the year, the Company has made direct investments in these companies which were earlier held by its then wholly owned subsidiary Indiabulls Infrastructure Limited.

B Investments - current
(i) Investment in in preference shares
Subsidiaries - unquoted
31 March 2019 31 March 2018
Number Amount Number Amount
(` in lakhs) (` in lakhs)
Makala Infrastructure Limited (0.001% non-convertible redeemable preference shares, face value of 9,000,000 900.00 9,000,000 900.00
` 10 each)
900.00 900.00
(ii) Investment in mutual funds (quoted)
DHFL Pramerica Insta Cash Plus fund Direct Plan - Annual Bonus - 8,216.00
[Nil unit (31 March 2018: 6,020,462.16 units)]
Indiabulls Mutual Fund - 20,222.84
[Nil unit (31 March 2018: 1,190,806.46 units)]
Indiabulls Savings Fund - Direct Plan- Growth 1.04 -
[100 units (31 March 2018: Nil unit)]
1.04 28,438.84
901.04 29,338.84
Aggregate book value of unquoted investments 900.00 900.00
Aggregate book value and market value of quoted investments 1.04 28,438.84

F - 408
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
Note - 9
A Loans - non current
Loans receivables considered good - unsecured
Security deposits given to joint ventures (refer note 37) 1,260.46 1,107.36
Security deposits given to others 29.76 17.09
Loan component of redeemable financial instruments - 12,689.66
1,290.22 13,814.11

B Loans - current
Loans receivables considered good - unsecured
Security deposits 21.40 39.20
Inter-corporate loans to subsidiaries (refer note 37) 352,629.53 280,886.81
Inter-corporate loans to joint ventures (refer note 37) 8,370.59 -
Inter-corporate loans to other parties 661.00 661.00
Loan component of redeemable financial instruments 7,524.73 -
Loans receivables - credit impaired
Inter-corporate loans to subsidiaries (refer note 37) 233.83 233.83
369,441.08 281,820.84
Less: Impairment for loans (expected credit loss) (233.83) (233.83)
369,207.25 281,587.01

Note - 10
A Other financial assets - non-current
Bank deposits with maturity of more than 12 months* 8,677.83 -
Share application money pending allotment** 5,000.00 -
Derivative assets 3,242.41 -
16,920.24 -

* Bank deposits of ` 435.00 lakhs (excluding accrued interest) (31 March 2018: ` Nil) have been pledged against loan given by banks and bank deposits of ` 8,175.00 lakhs
(excluding accrued interest) (31 March 2018: ` Nil) have been lien marked as a security for margin on forward contracts booked with Barclays Bank PLC.
** During the year, the Company has paid share application money amounting to ` 5,000.00 lakhs to one of its wholly owned subsidiary.

B Other financial assets - current


Earnest money deposit 1.00 1.00
Other advances 1.03 1.13
2.03 2.13

Note - 11
Deferred tax assets (net)
Deferred tax asset arising on account of:
Property, plant and equipment and intangible assets - depreciation and amortisation 144.85 150.49
Loans and other financial instruments - debt instruments 8.98 4,977.99
Impairment for investments, financial and non-financial assets 1,227.04 189.12
Employee benefits
Gratuity and compensated absences 13.52 11.32
Share based payment 547.99 648.63
Unabsorbed long-term capital losses 2,684.94 -
4,627.32 5,977.55
Deferred tax liabilities arising on account of:
Derivative assets - mark to market gain on derivative contract (1,133.03) -
Fair valuation gain on investments (1,918.36) -
(3,051.39) -

Minimum alternative tax credit entitlement 2,262.65 2,262.65

3,838.58 8,240.20

(i) The Company has unabsorbed business losses including unabsorbed depreciation amounting to ` 20,502.47 lakhs (31 March 2018: ` 7,396.57 lakhs) on which no deferred tax
asset is recognised considering there is no probability which demonstrate realisation of deferred tax asset in the near future. Further these losses are available for offset for
maximum period of eight years from the incurrence of loss.

(ii) Expiry date of minimum alternative tax credit


Expiry financial year
1 April 2028 - 31 March 2029 846.65 846.65
1 April 2029 - 31 March 2030 148.88 148.88
1 April 2030 - 31 March 2031 1,267.12 1,267.12
2,262.65 2,262.65

F - 409
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

(iii) Caption wise movement in deferred tax assets as follows:


( ` in lakhs)
Particulars 31 March 2017 Recognised in other Recognised in Statement 31 March 2018
comprehensive of profit and loss
income
Assets
Property, plant and equipment and intangible assets 157.13 - (6.64) 150.49
Loans and other financial assets 5,312.77 - (334.78) 4,977.99
Impairment for investments, financial and non-financial assets - - 189.12 189.12
Employee benefits 725.99 (0.42) (65.62) 659.95
Unabsorbed Capital losses - - - -
Sub-total 6,195.89 (0.42) (217.92) 5,977.55
Minimum alternative tax credit entitlement 2,262.65 - - 2,262.65
Total 8,458.54 (0.42) (217.92) 8,240.20

( ` in lakhs)
Particulars 31 March 2018 Recognised in other Recognised in Statement 31 March 2019
comprehensive of profit and loss
income

Assets
Property, plant and equipment and intangible assets 150.49 - (5.64) 144.85
Loans and other financial assets 4,977.99 - (4,969.01) 8.98
Impairment for investments, financial and non-financial assets 189.12 - 1,037.92 1,227.04
Employee benefits 659.95 (0.18) (98.26) 561.51
Unabsorbed long-term capital losses - - 2,684.94 2,684.94

Liabilities
Derivative assets- Mark to market gain on - - (1,133.03) (1,133.03)
derivative contract
Fair valuation gain on investments - - (1,918.36) (1,918.36)

Sub-total 5,977.55 (0.18) (4,401.44) 1,575.93


Minimum alternative tax credit entitlement 2,262.65 - - 2,262.65
Total 8,240.20 (0.18) (4,401.44) 3,838.58

31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)

Note - 12
Non-current tax assets (net)
Advance income tax, including tax deducted at source (net of provisions) 10,666.87 9,693.82
10,666.87 9,693.82

Note - 13
A Other non-current assets
(Unsecured, considered good)
Capital advance 4.25 -
Prepaid expenses 54.60 129.12
58.85 129.12

B Other current assets


(Unsecured, considered good)
Advance to employees 1.69 0.78
Advance to suppliers/service providers (doubtful balance of ` 251.50 lakhs (31 March 2018: ` 251.50 lakhs)) 271.88 255.10
Prepaid expenses 1,601.52 1,380.35
Balances with statutory authorities 1,285.80 578.13
Stamp paper in hand 2.40 -
3,163.29 2,214.36
Less: Impairment for non-financial assets (251.50) (251.50)
2,911.79 1,962.86

Note - 14
Inventories
Land* 90.19 90.19
Real estate properties under development (at cost)
Cost of materials, construction cost and other overheads 7,042.57 7,042.57
7,132.76 7,132.76
* The above land is mortgage as security against non-convertible debentures issued by Company.

Note - 15
Trade receivables
Trade receivables considered good - unsecured
Joint ventures (refer note 37) 589.30 185.19
Others 0.06 -
Trade receivables - credit impaired 33.04 33.04
622.40 218.23
Less: Impairment for trade receivables (expected credit loss) (33.04) (33.04)
589.36 185.19

Note - 16
Cash and cash equivalents
Cash in hand 0.12 -
Balances with banks
In current accounts 2,648.61 1,319.98
2,648.73 1,319.98

F - 410
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)

Note - 17
Other bank balances
Balances with banks
In unclaimed dividend accounts^ 38.75 40.53
Bank deposits - with maturity of more than three months and upto twelve months** 5,932.00 5,379.52
5,970.75 5,420.05

^ Unclaimed dividend account pertains to dividend not claimed by equity shareholders and the Company does not have any right on the said money.
** Bank deposits of ` 3,927.11 lakhs (excluding accrued interest) (31 March 2018: ` 3,399.00 lakhs) have been pledged with banks against guarantees, overdraft facilities and loan
given by banks and bank deposits of ` 1,916.78 lakhs (excluding accrued interest) (31 March 2018: ` 1,907.00 lakhs) have been lien marked as a security for servicing of non-
convertible debentures interest.

Note - 18
Assets held for sale
Investment held for sale (refer note 46) 34,706.36 -
34,706.36 -

Note - 19 31 March 2019 31 March 2018


A Equity share capital (` in lakhs) (` in lakhs)
i Authorised Number Amount Number Amount
Equity share capital of face value of ` 2 each 750,000,000 15,000.00 750,000,000 15,000.00
15,000.00 15,000.00

ii Issued, subscribed and fully paid up


Equity share capital of face value of ` 2 each fully paid up 450,680,289 9,013.61 474,674,139 9,493.48
9,013.61 9,493.48

iii Reconciliation of number of equity shares outstanding at the beginning and at the end of the year
Balance at the beginning of the year 474,674,139 9,493.48 478,414,339 9,568.29
Add: Issued during the year 2,006,150 40.13 2,055,800 41.11
Less: Buy back during the year 26,000,000 520.00 5,796,000 115.92
Balance at the end of the year 450,680,289 9,013.61 474,674,139 9,493.48

iv Rights, preferences and restrictions attached to equity and preference shares


The holders of equity shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at meetings of the Company. In the event of
liquidation of the Company, all preferential amounts, if any, shall be discharged by the Company. The remaining assets of the Company shall be distributed to the holders of
equity shares in proportion to the number of shares held to the total equity shares outstanding as on that date. All shares rank equally with regard to the Company’s residual
assets, except that holders of preference shares participate only to the extent of the face value of the shares.

v Details of shareholder holding more than 5% share capital 31 March 2019


Name of the equity shareholder Number of shares
Jyestha Infrastructure Private Limited 49,755,973
SG Infralands Private Limited 43,600,000
SG Devbuild Private Limited 36,700,000

31 March 2018
Name of the equity shareholder Number of shares
Jyestha Infrastructure Private Limited 49,755,973
SG Infralands Private Limited 43,600,000
SG Devbuild Private Limited 36,700,000

vi Aggregate number of shares issued for consideration other than cash


No shares have been issued for consideration other than cash during the period of five years immediately preceding 31 March 2019.

vii Aggregate number of shares bought back


a. During the year ended 31 March 2019, 26,000,000 equity shares were bought back at an average price of ` 170.85 per share from the open market through stock exchanges using
electronic trading facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and all other applicable
provisions, if any, of the Companies Act, 2013 and SEBI Regulation 1998.
b. During the year ended 31 March 2018, 5,796,000 equity shares were bought back at an average price of ` 89.76 per share from the open market through stock exchanges using
electronic trading facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and all other applicable
provisions, if any, of the Companies Act, 2013 and SEBI Regulation 1998.
c. During the year ended 31 March 2017, 28,250,000 equity shares were bought back at an average price of ` 78.01 per share from the open market through stock exchanges using
electronic trading facilities of BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') in accordance with section 68, 69 and 70 and all other applicable
provisions, if any, of the Companies Act, 2013 and SEBI Regulation 1998.

viii Shares reserved for issue under options


For details of shares reserved for issue under the Employee Stock Option Plan (ESOP) of the Company, refer note 41.

F - 411
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

31 March 2019 31 March 2018


B Preference share capital (` in lakhs) (` in lakhs)
i Authorised Number Amount Number Amount
Preference share capital of face value of ` 10 364,000,000 36,400.00 364,000,000 36,400.00
each#
36,400.00 36,400.00
# Since the Company has not issued preference shares, hence, other disclosures are not presented.

Note - 20
Other equity 31 March 2019 31 March 2018
Reserves and surplus (` in lakhs) (` in lakhs)
General reserve 51,265.03 51,265.03
Capital reserve 27,720.50 27,720.50
Debenture redemption reserve 27,062.50 26,125.00
Capital redemption reserve 2,200.92 1,680.92
Deferred employee compensation reserve 1,951.67 2,385.17
Securities premium 534,779.82 577,188.04
Retained earnings 767.75 (8,376.29)
Other comprehensive income
Fair valuation of equity instruments (585.65) 4,781.08
645,162.54 682,769.45

Nature and purpose of other reserves


General reserve
The Company is required to create a general reserve out of the profits when the Company declares dividend to shareholders.

Capital reserve
The Company has issued share warrants in the earlier years. This reserve is created on account of forfeiture of share application money received on account of issuance of share
warrants as share warrants holders did not exercise their rights.

Debenture redemption reserve


The Company is required to create a debenture redemption reserve out of the profits which are available for redemption of debentures.

Capital redemption reserve


The same has been created in accordance with provisions of Companies Act for the buy back of equity shares from the market.

Deferred employee compensation reserve


The reserve is used to recognised the grant date fair value of the options issued to employees under Company's employee stock option plan.

Securities premium
Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with provisions of the Companies Act 2013.

(This space has been intentionally left blank)

F - 412
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

31 March 2019 31 March 2018


Note - 21 (` in lakhs) (` in lakhs)
A Borrowings - non-current
Secured loans
Debentures
Non-convertible debentures (redeemable) 173,185.96 191,104.30
Less: Current maturities of non-current borrowings (refer note 23) (72,358.36) (68,487.63)

Term loans
From banks 120,696.03 32,149.30
Less: Current maturities of non-current borrowings (refer note 23) (11,379.69) (9,803.19)

Vehicle loans
From banks 8.37 22.14
Less: Current maturities of non-current borrowings (refer note 23) (8.37) (13.77)
210,143.94 144,971.15

i Repayment terms (including current maturities) and security details for non-convertible debentures:
Particulars Security Maturity date 31 March 2019 31 March 2018
(` in lakhs) (` in lakhs)
1 190 Redeemable non-convertible debentures Secured by mortgage on immovable properties 8 July 2022 1,881.46 1,876.91
issued on 9 September 2016 for ` 1,900 lakhs @ situated at Panvel & Savroli-Khalapur held and
9.85% of face value ` 1,000,000 each owned by the Company and its certain
subsidiary companies respectively by way of pari-
passu charge

2 250 Redeemable non-convertible debentures Secured by mortgage on immovable properties 7 July 2022 2,473.34 2,466.79
issued on 7 September 2016 for ` 2,500 lakhs @ situated at Panvel & Savroli-Khalapur held and
9.80% of face value ` 1,000,000 owned by the Company and its certain
subsidiary companies respectively by way of pari-
passu charge

3 300 Redeemable non-convertible debentures Secured by mortgage on immovable properties 16 June 2022 2,953.57 2,942.03
issued on 16 August 2016 for ` 3,000 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 owned by the Company and its certain
subsidiary companies respectively by way of pari-
passu charge

4 200 Redeemable non-convertible debentures Secured by mortgage on immovable properties 18 May 2022 1,966.03 1,957.23
issued on 18 July 2016 for ` 2,000 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 owned by the Company and its certain
subsidiary companies respectively by way of pari-
passu charge

5 250 Redeemable non-convertible debentures Secured by mortgage on immovable properties 12 May 2022 2,457.53 2,446.54
issued on 12 July 2016 for ` 2,500 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 owned by the Company and its certain
subsidiary companies respectively by way of pari-
passu charge

6 150 Redeemable non-convertible debentures Secured by mortgage on immovable properties 6 May 2022 1,474.52 1,467.93
issued on 8 July 2016 for ` 1,500 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 owned by the Company and its certain
subsidiary companies respectively by way of pari-
passu charge

7 160 Redeemable non-convertible debentures Secured by mortgage on immovable properties 6 May 2022 1,572.82 1,565.79
issued on 8 July 2016 for ` 1,600 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 owned by the Company and its certain
subsidiary companies respectively by way of pari-
passu charge

8 750 Redeemable non-convertible debentures Secured by mortgage on immovable properties 29 April 2022 7,367.55 7,333.05
issued on 29 June 2016 for ` 7,500 lakhs @ situated at Panvel & Savroli-Khalapur held and
10.00% of face value ` 1,000,000 owned by the Company and its certain
subsidiary companies respectively by way of pari-
passu charge

9 4,800 Redeemable non-convertible debentures Mortgage on immovable properties situated at 25 June 2021 47,465.26 -
issued on 27 June 2018 for ` 48,000 lakhs @ Gurugram held and owned by the Company and and
9.50% of face value ` 1,000,000 its certain subsidiary companies by way of pari- 26 June 2020
passu charge

F - 413
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

Particulars Security Maturity date 31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
10 100 Redeemable non-convertible debentures Mortgage on immovable properties situated at 18 March 2021 986.60 980.84
issued on 18 March 2016 for ` 1,000 lakhs @ Panvel and Savroli held and owned by the
10.75% of face value ` 1,000,000 Company and its certain subsidiary companies
by way of pari-passu charge

11 200 Redeemable non-convertible debentures Mortgage on immovable properties situated at 18 March 2021 1,959.64 1,942.41
issued on 18 March 2016 for ` 2,000 lakhs @ Panvel and Savroli held and owned by the
10.75% of face value ` 1,000,000 Company and its certain subsidiary companies
by way of pari-passu charge

12 150 Redeemable non-convertible debentures Secured by mortgage on immovable properties 21 August 2020 1,477.53 1,463.67
issued on 21 August 2015 for ` 1,500 lakhs @ situated at Panvel and Savroli held and owned
11.50% of face value ` 1,000,000 by the Company and its certain subsidiary
companies by way of pari-passu

13 200 Redeemable non-convertible debentures Secured by mortgage on immovable properties 21 August 2020 1,983.82 1,961.68
issued on 21 August 2015 for ` 2,000 lakhs @ situated at Panvel and Savroli held and owned
11.50% of face value ` 1,000,000 by the Company's and its certain subsidiary
companies by way of pari-passu charge

14 5,000 Redeemable non-convertible debentures Secured by mortgage on immovable properties 29 June 2020 49,666.29 49,211.80
issued on 29 June 2017 for ` 50,000 lakhs @ situated at Gurugram and Savroli held and and
9.00% of face value ` 1,000,000 owned by the Company's and its certain 28 June 2019
subsidiary companies by way of pari-passu
charge

15 250 Redeemable non-convertible debentures Secured by mortgage on immovable properties 28 September 2019 2,500.00 -
issued on 27 September 2018 for ` 2,500 lakhs situated at Mule-Alibaug held and owned by the
@ 10.25% of face value ` 1,000,000 Company's and its certain subsidiary companies
by way of pari-passu charge

16 9,000 Redeemable non-convertible debentures Secured by mortgage on immovable properties 6 June 2019 and 45,000.00 90,000.00
issued on 6 June 2014 for ` 90,000 lakhs @ situated at Gurugram, Panvel, Chennai, Savroli 6 June 2018
11.10% of face value ` 1,000,000 ** and Chawne held and owned by the Company
and its certain subsidiary companies

17 50 Redeemable non-convertible debentures Secured by mortgage on immovable properties 21 August 2018 - 498.31
issued on 21 August 2015 for ` 500 lakhs @ situated at Panvel and Savroli held and owned
11.80% of face value ` 1,000,000 by the Company and its certain subsidiary
companies by way of pari-passu charge

18 750 Redeemable non-convertible debentures Secured by mortgage on immovable properties 06 July 2018 - 7,500.00
issued on 8 June 2017 for ` 7,500 lakhs @ 9.45% situated at Panvel, Khalapur and Alibagh held
of face value ` 1,000,000 and owned by the Company and its certain
subsidiary companies by way of pari-passu
charge

19 200 Redeemable non-convertible debentures Secured by mortgage on immovable properties 27 April 2018 - 1,998.52
issued on 28 March 2016 for ` 2,000 lakhs @ situated at Panvel and Savroli held and owned
10.50% of face value ` 1,000,000 by the Company and its certain subsidiary
companies by way of pari-passu

20 150 Redeemable non-convertible debentures Secured by mortgage on immovable properties 27 April 2018 - 1,498.24
issued on 28 March 2016 for ` 1,500 lakhs @ situated at Panvel and Savroli held and owned
10.50% of face value ` 1,000,000 by the Company and its certain subsidiary
companies by way of pari-passu charge

21 1,000 Redeemable non-convertible debentures Secured by mortgage on immovable properties 20 April 2018 - 9,994.90
issued on 22 March 2017 for ` 10,000 lakhs @ in Panvel held and owned by the Company and
9.02% of face value ` 1,000,000 its certain subsidiary companies respectively by
way of pari-passu charge

22 200 Redeemable non-convertible debentures Secured by mortgage on immovable properties 18 April 2018 - 1,997.66
issued on 18 March 2016 for ` 2,000 lakhs @ situated at Panvel and Savroli held and owned
10.50% of face value ` 1,000,000 by the Company and its certain subsidiary
companies by way of pari-passu charge

** These non-convertible debentures are listed on Wholesale Debt Market (WDM) segment of National Stock Exchange of India Limited and remaining non-convertible debentures are listed on Wholesale Debt
Market (WDM) segment of BSE Limited.

F - 414
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

ii Repayment terms (including current maturities) and security details for term loan from banks:
a During the year ended 31 March 2019, the Company has availed term loan of ` 100,000.00 lakhs from Yes Bank Limited and interest payable monthly, secured by first pari passu
charge by way of equitable mortgage on immovable properties located at varoius locations and owned by certain subsidiary companies. The loan is repayable in three installments
at 30%, 35% and 35% at the end of 21st month, 24th month and 27th month from the date of first disbursement. The rate of interest as on 31 March 2019 is 11.00% p.a. (Yes
Bank's MCLR plus spread). The outstanding balance as at 31 March 2019 is ` 98,349.92 lakhs (31 March 2018: ` Nil).
b During the year ended 31 March 2018, the Company has availed term loan of ` 10,000.00 lakhs from Ratnakar Bank Limited and interest payable monthly, secured by first pari
passu charge by way of equitable mortgage on immovable properties located at Savroli and owned by certain subsidiary companies. The loan is repayable in three installments at
20%, 30% and 50% at the end of one year, two years and three years from the date of disbursement. The rate of interest as on 31 March 2019 is 11.00% p.a. (RBL Bank's
overnight MCLR). The outstanding balance as at 31 March 2019 is ` 7,961.72 lakhs (31 March 2018: ` 9,928.52 lakhs).
c During the year ended 31 March 2018, the Company has availed term loan of ` 5,000.00 lakhs from Ratnakar Bank Limited and interest payable monthly, secured by exclusive
charge by way of equitable mortgage on immovable properties located at Gurugram and owned by certain subsidiary companies. The loan is repayable in three installments at
20%, 30% and 50% at the end of one year, two years and three years from the date of disbursement. The rate of interest as on 31 March 2019 is 11.00% p.a. (RBL Bank's
overnight MCLR). The outstanding balance as at 31 March 2019 is ` 3,980.95 lakhs (31 March 2018: ` 4,964.17 lakhs).
d During the year ended 31 March 2015, the Company has availed term loan of ` 28,000.00 lakhs from Axis Bank Limited and interest payable monthly, primarily secured by
mortgage on immovable properties situated at Savroli held and owned by the certain subsidiary companies. The loan is further secured by collateral security on immovable
properties of certain subsidiary companies. Additionally, the aforesaid term loan is also secured by way of pari-passu charge on all the project related receivables, if any, of its
certain subsidiary companies. Further, there is corporate guarantee issued by its certain subsidiary Companies. The loan is repayable in 16 equal quarterly installments after
moratorium period of two years from date of first disbursement. The rate of interest as on 31 March 2019 is 10.25% p.a. (Axis Bank's six month MCLR plus spread). The
outstanding balance as at 31 March 2019 is ` 10,403.44 lakhs (31 March 2018: ` 17,256.61 lakhs).

iii Repayment terms (including current maturities) and security details for vehicle loans:
During the year ended 31 March 2015, the Company has availed vehicle loan of ` 60.00 lakhs from Axis Bank Limited and interest payable monthly at 10.35%, secured by way of
hypothecation on vehicle purchased. These loan is repayable in 60 equated monthly installments starting from 15 November 2014. The outstanding balance as at 31 March 2019 is
` 8.37 lakhs (31 March 2018: ` 22.14 lakhs).

31 March 2019 31 March 2018


B Borrowings - current (` in lakhs) (` in lakhs)
Unsecured loans

Commercial paper (refer note a below) 96,500.00 87,500.00


Loans from subsidiary (refer note b below and 37) 10,329.45 10,412.50
106,829.45 97,912.50

a. Maximum balance outstanding during the year is ` 115,000.00 lakhs (31 March 2018: ` 99,500.00 lakhs).
b. Carrying interest rate of 9.50% p.a as at 31 March 2019 (31 March 2018: 9.50% p.a).

Note - 22
A Provisions - non-current
Provision for employee benefits:
Gratuity (refer note 40) 27.06 24.60
Compensated absences (refer note 40) 6.24 5.18
33.30 29.78

B Provisions - current
Provision for employee benefits:
Gratuity (refer note 40) 4.78 2.48
Compensated absences (refer note 40) 0.60 0.46
5.38 2.94

Note - 23
Other financial liabilities - current
Current maturities of non-current borrowings
Non-convertible debentures (redeemable) 72,358.36 68,487.63
Term loans 11,379.69 9,803.19
Vehicle loans 8.37 13.77
Interest accrued on borrowings from subsidiary (refer note 37) 894.00 207.53
Interest accrued on borrowings from others 2,334.01 4,036.58
Unpaid dividend on equity shares* 38.75 40.53
Security deposits received 4.00 4.50
Retention money payable 4.64 4.87
Expenses payable 892.71 1,204.05
87,914.53 83,802.65
*Not due for credit to 'Investor Education and Protection Fund'

Note - 24
Other current liabilities
Payable to statutory authorities 177.19 281.94
Other advances* 6,600.00 -
6,777.19 281.94

*The Company has received this advance for proposed business transaction.

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F - 415
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

31 March 2019 31 March 2018


(` in lakhs) (` in lakhs)
Note - 25
Revenue from operations
Revenue from real estate properties advisory and management services 1,919.61 7,188.48
Other operating income
Profit on sale of investments 9,787.59 1,047.11
11,707.20 8,235.59

Note - 26
Other income
Dividend income* - 615.53
Interest income on
Inter-corporate loans given to:
Subsidiaries (refer note 37) 11,910.19 19,775.38
Joint ventures (refer note 37) 898.09 -
Others 1.54 49.93
Debentures (refer note 37) 5,497.85 5,693.16
Bank deposits 628.28 627.40
Amortised cost financial assets 1,428.75 716.44
Others 523.67 795.40
Profit on sale of investments (net)# 819.63 1,231.20
Profit on sale of property, plant and equipment (net) 1.32 2.97
Business support income 26.36 29.64
Income on fair valuation of financial assets 0.04 547.97
Excess provision/liabilities written back 70.16 0.47
Mark to market gain on derivative contracts 3,242.41 -
Miscellaneous income 2.90 0.01
25,051.19 30,085.50
* The Company did not receive any dividend from the equity instruments designated as FVOCI.
# Profit recognised on sale of investments in mutual funds

Note - 27
Employee benefits expense
Salaries and wages 389.87 168.34
Contribution to provident fund and other funds 3.05 2.86
Staff welfare expenses 3.20 1.54
Share based payment expense (refer note 41) 237.39 400.33
633.51 573.07

Note - 28
Finance costs
Interest expense
On borrowings 32,779.96 35,864.17
On income tax 2.14 39.94
Other borrowing costs 260.03 185.00
33,042.13 36,089.11

Note - 29
Depreciation and amortisation expense
Depreciation on property, plant and equipment 76.65 90.38
Amortisation on intangible assets 7.13 7.18
83.78 97.56

F - 416
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019
31 March 2019 31 March 2018
(` in lakhs) (` in lakhs)
Note - 30
Other expenses
Advertisement expenses 431.48 7.83
Auditor's remuneration
Audit fees 144.00 144.00
Certification and other services 3.00 -
Out of pocket expenses 3.96 4.00
Business support expenses 107.64 -
Communication expenses 46.79 32.58
Director sitting fees 23.00 26.05
Insurance expenses 60.16 59.82
Legal and professional charges 554.94 657.44
Membership and subscription charges 13.68 13.94
Power and fuel expenses 49.72 51.74
Printing and stationery 6.39 1.87
Rates and taxes 167.61 111.09
Rent expenses 1,004.27 846.27
Repairs and maintenance
Vehicles 32.04 22.62
Buildings 120.60 103.62
Others 55.60 21.77
Brokerage and marketing expenses 50.36 434.95
Travelling and conveyance expenses 38.12 31.49
Impairment of non-financial assets - 251.50
Non current investment written off* 105.00 -
Impairment in value of investments 3,661.00 61.12
Impairment of loans (expected credit loss) - 233.83
Miscellaneous expenses 30.43 60.03
6,709.79 3,177.56

* The amount is on account of few wholly owned subsidiaries of the Company being voluntarily dissolved and struck off from the register of companies.

Note - 31
Tax expenses
Current tax - 141.22
Deferred tax charge 4,401.44 217.92
Income tax expense reported in the statement of profit or loss 4,401.44 359.14

The major components of income tax expense and the reconciliation of expected tax expense based on the domestic effective tax rate of the
Company at 34.944% and the reported tax expense in the statement of profit or loss are as follows:

Reconciliation of tax expense and the accounting profit multiplied by India's tax rate
Accounting profit before tax from continuing operations 15,002.63 (1,616.21)
Accounting profit before income tax 15,002.63 (1,616.21)

At statutory income tax rate of 34.944% (31 March 2018: 34.608%) 5,242.52 (559.33)

Tax effect of amounts which are not deductible (taxable) in calculating taxable income:
Tax impact of exempted income (829.11) (615.06)
Tax impact of expenses which will never be allowed 2.70 -
Tax impact of capital gain charged at different rate (261.32) (72.46)
Tax impact on indexation benefit under Income Tax Act, 1961 (5,116.24) -
Tax impact of unrecognised deferred tax on unabsorbed business losses 5,763.67 1,449.50
Tax impact of differential allowance on share based payment expense (567.44) -
Tax impact on account of change in income tax rates (58.03) -
Tax paid in respect of earlier years (refer note 45) - 141.22
Others 224.68 15.27
Income tax expense 4,401.44 359.14

F - 417
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019
Note - 32
Earnings per share (EPS)
Earnings per Share ('EPS') is determined based on the net profit attributable to the shareholders' of the Company. Basic earnings per share is
computed using the weighted average number of shares outstanding during the year. Diluted earnings per share is computed using the
weighted average number potential equity shares outstanding during the year including share options, except where the result would be anti-
dilutive. Weighted average number of equity shares includes impact of buy back of equity shares during the year.

The following reflects the income and share data used in the basic and diluted EPS computations:
31 March 2019 31 March 2018
Profit/(loss) attributable to equity holders (` in lakhs) 10,601.19 (1,975.35)

Nominal value of equity share (`) 2.00 2.00


Total number of equity shares outstanding at the beginning of the year 474,674,139 478,414,339
Total number of equity shares outstanding at the end of the year 450,680,289 474,674,139

Weighted average number of equity shares for basic earning per share 456,666,283 474,583,918
Add: Share based options* - -
Weighted average number of equity shares adjusted for diluted earning per share 456,666,283 474,583,918

Earnings per equity share:


Basic (`) 2.32 (0.42)
Diluted (`) 2.32 (0.42)

*Potential equity shares are anti-dilutive in nature, hence they have not been considered for calculating weighted average number of equity
shares used to compute diluted earnings per share.

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F - 418
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

Note - 33
Fair value measurements
(i) Fair value hierarchy
Financial assets and financial liabilities measured at fair value in the financial statements are grouped into three Levels of a fair value hierarchy. The three Levels are defined
based on the observability of significant inputs to the measurement, as follows:

Level 1: quoted prices (unadjusted) in active markets for financial instruments.


Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly
Level 3: unobservable inputs for the asset or liability.

(ii) Financial assets measured at fair value (` in lakhs)


31 March 2019 Level 1 Level 2 Level 3 Total
Financial instruments at FVTPL
Mutual funds 1.04 - - 1.04
Financial instruments at FVOCI
Quoted equity instruments 5,914.35 - - 5,914.35
Derivative asset at FVTPL
Forward contract - 3,242.41 - 3,242.41
Total financial assets 5,915.39 3,242.41 - 9,157.80

Financial assets measured at fair value (` in lakhs)


31 March 2018 Level 1 Level 2 Level 3 Total
Financial instruments at FVTPL
Mutual funds 28,438.84 - - 28,438.84
Financial instruments at FVOCI
Quoted equity instruments 11,281.08 - - 11,281.08
Total financial assets 39,719.92 - - 39,719.92

(iii) Valuation process and technique used to determine fair value


Specific valuation techniques used to value financial instruments include -
(i) Traded (market) price basis recognised stock exchange for equity shares
(ii) Use of net asset value for mutual funds on the basis of the statement received from investee party.
(iii) The value of derivative contracts are determined using forward exchange rates at balance sheet date.

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F - 419
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

Note - 34
Financial risk management
i) Financial instruments by category
(` in lakhs)
31 March 2019 31 March 2018
Particulars FVTPL* FVOCI# Amortised cost FVTPL* FVOCI# Amortised cost
Financial assets
Investments
Equity instruments - 5,914.35 - - 11,281.08 -
Bonds and preference shares - - 7,179.67 - - 7,179.44
Mutual funds 1.04 - - 28,438.84 - -
Trade receivables - - 589.36 - - 185.19
Cash and cash equivalents - - 2,648.73 - - 1,319.98
Other bank balances - - 5,970.75 - - 5,420.05
Loans - - 369,215.61 - - 294,237.47
Security deposits - - 1,281.86 - - 1,163.65
Derivative assets 3,242.41 - - - - -
Other financial assets - - 8,679.86 - - 2.13
Total financial assets 3,243.45 5,914.35 395,565.84 28,438.84 11,281.08 309,507.91

(` in lakhs)
31 March 2019 31 March 2018
Particulars FVTPL FVOCI Amortised cost FVTPL FVOCI Amortised cost
Financial liabilities
Borrowings - - 400,719.81 - - 321,188.24
Security deposits - - 4.00 - - 4.50
Other financial liabilities - - 4,164.11 - - 5,493.56
Total financial liabilities - - 404,887.92 - - 326,686.30

Investment in subsidiaries and associates are measured at cost as per Ind AS 27, 'Separate financial statements'.
* These financial assets are mandatorily measured at fair value.
# These financial assets represents investment in equity instruments designated as such upon initial recognition.

ii) Fair value of instruments measured at amortised cost


(` in lakhs)
31 March 2019 31 March 2018
Particulars Level
Carrying value Fair value Carrying value Fair value
Financial assets
Investments (bonds) Level 3 7,179.67 7,179.67 7,179.44 7,179.44
Loans Level 3 1,290.22 1,290.22 13,814.11 13,814.11
Other financial assets Level 3 8,677.83 8,677.83 - -
Total financial assets 17,147.72 17,147.72 20,993.55 20,993.55
Financial liabilities
Borrowings* Level 3 210,143.94 210,143.94 144,971.15 144,971.15
Total financial liabilities 210,143.94 210,143.94 144,971.15 144,971.15

The above disclosures is presented for non-current financial assets and non-current financial liabilities. Carrying value of current financial assets and current financial liabilities
(investments, trade receivables, cash and cash equivalents, other bank balances, loans, other financial assets, borrowings and other current financial liabilities) represents the best
estimate of fair value.
* A part of the non-convertible redeemable debentures issued by the Company are listed on stock exchange and there is no comparable instrument having the similar terms and
conditions with related security being pledged and hence the carrying value of the debentures represents the best estimate of fair value.

iii) Risk management


The Company’s activities expose it to market risk, liquidity risk and credit risk. The Company's board of directors has overall responsibility for the establishment and oversight of
the Company's risk management framework. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the related impact in
the financial statements.

(A) Credit risk


Credit risk is the risk that a counterparty fails to discharge its obligation to the Company. The Company's exposure to credit risk is influenced mainly by cash and cash
equivalents, other bank balances, trade receivables and financial assets measured at amortised cost. The Company continuously monitors defaults of customers and other
counterparties and incorporates this information into its credit risk controls.

a) Credit risk management


i) Credit risk rating
The Company assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of
financial assets.
A: Low credit risk
B: Moderate credit risk
C: High credit risk

Asset group Basis of categorisation Provision for expenses credit loss


A: Low credit risk Investments, trade receivables, cash and cash 12 month expected credit loss/Life time expected credit
equivalents, other bank balances, loans and other loss
financial assets
C: High credit risk Trade receivables and loans Life time expected credit loss/fully provided for

F - 420
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

Based on business environment in which the Company operates, a default on a financial asset is considered when the counter party fails to make payments within the agreed time
period as per contract. Loss rates reflecting defaults are based on actual credit loss experience and considering differences between current and historical economic conditions.

Assets are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or a litigation decided against the Company. The Company
continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognised in statement of profit and loss.

Assets under credit risk – (` in lakhs)


Credit rating Particulars 31 March 2019 31 March 2018
A: Low credit risk Investments, trade receivables, cash and cash equivalents, other bank 395,832.71 309,774.77
balances, loans and other financial assets
C: High credit risk Trade receivables and loans 266.87 266.87

ii) Concentration of financial assets


The Company's principal business activities are real estate properties advisory, construction and development of real estate properties and all other related activities. The
Company's outstanding receivables are for real estate properties advisory business. Loans and other financial assets majorly represents loans to subsidiaries and deposits given for
business purposes.

b) Credit risk exposure


Provision for expected credit losses
The Company provides for 12 month expected credit losses for following financial assets –

As at 31 March 2019 (` in lakhs)


Particulars Estimated gross Expected credit Carrying amount net of impairment
carrying amount losses provision
Investments (bonds and redeemable preference shares) 8,079.67 - 8,079.67
Trade receivables 622.40 33.04 589.36
Cash and cash equivalents 2,648.73 - 2,648.73
Other bank balances 5,970.75 - 5,970.75
Loans 369,449.44 233.83 369,215.61
Security deposit 1,281.86 - 1,281.86
Other financial assets 8,679.86 - 8,679.86

As at 31 March 2018 (` in lakhs)


Particulars Estimated gross Expected credit Carrying amount net of impairment
carrying amount losses provision
Investments (bonds and redeemable preference shares) 8,079.44 - 8,079.44
Trade receivables 218.23 33.04 185.19
Cash and cash equivalents 1,319.98 - 1,319.98
Other bank balances 5,420.05 - 5,420.05
Loans 294,471.30 233.83 294,237.47
Security deposit 1,163.64 - 1,163.64
Other financial assets 2.13 - 2.13

Expected credit loss for trade receivables under simplified approach


The Company's outstanding trade receivables are less than six months old and the Company expects that money will be received in due course.

Reconciliation of loss provision (` in lakhs)


Trade
Reconciliation of loss allowance Loans
receivables
Loss allowance on 31 March 2017 33.04 -
Impairment loss recognised during the year - 233.83
Loss allowance on 31 March 2018 33.04 233.83
Impairment loss recognised during the year - -
Loss allowance on 31 March 2019 33.04 233.83

(B) Liquidity risk


Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another
financial asset. The Company's approach to managing liquidity is to ensure as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due.
Management monitors rolling forecasts of the Company’s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into account
the liquidity of the market in which the entity operates.

Maturities of financial liabilities


The tables below analyse the Company’s financial liabilities into relevant maturity groupings based on their contractual maturities.
(` in lakhs)
31 March 2019 Less than 1 year 1-2 years 2-3 years More than 3 Total
years
Non-derivatives
Borrowings 190,837.82 166,500.00 24,000.00 22,500.00 403,837.82
Other financial liabilities 4,168.11 - - - 4,168.11
Total 195,005.93 166,500.00 24,000.00 22,500.00 408,005.93

F - 421
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2019

(` in lakhs)
31 March 2018 Less than 1 year 1-2 years 2-3 years More than 3 Total
years
Non-derivatives
Borrowings 176,426.27 81,508.37 42,500.00 22,500.00 322,934.64
Other financial liabilities 5,498.06 - - - 5,498.06
Total 181,924.33 81,508.37 42,500.00 22,500.00 328,432.70

(C) Market risk


(i) Interest rate risk
The Company’s fixed rate borrowings are not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate
because of a change in market interest rates.

The Company’s variable rate borrowing is subject to interest rate. Below is the overall exposure of the borrowing: (` in lakhs)
Particulars 31 March 2019 31 March 2018
Variable rate borrowing 131,025.48 42,561.80
Fixed rate borrowing 269,694.33 278,626.44
Total borrowings 400,719.81 321,188.24

Sensitivity
Profit or loss is sensitive to higher/lower interest expense from variable rate borrowings as a result of changes in interest rates. (` in lakhs)
Particulars 31 March 2019 31 March 2018
Interest rates – increase by 1% (31 March 2018 : 1% ) 1,310.25 425.62
Interest rates – decrease by 1% (31 March 2018 : 1%) (1,310.25) (425.62)

(ii) Price risk


The Company’s exposure price risk arises from investments held and classified in the balance sheet either as fair value through other comprehensive income or at fair value
through statement of profit or loss. To manage the price risk arising from investments in equity securities, the Company diversifies its portfolio of assets.

Sensitivity
Profit or loss and equity is sensitive to higher/lower prices of instruments on the Company’s profit for the periods - (` in lakhs)
Particulars 31 March 2019 31 March 2018
Price sensitivity
Price increase by (2%) - FVOCI instrument 118.29 225.62
Price decrease by (2%) - FVOCI instrument (118.29) (225.62)
Price increase by (2%) - FVTPL instrument 0.02 568.78
Price decrease by (2%) - FVTPL instrument (0.02) (568.78)

(iii) Foreign exchange risk


The Company is exposed to foreign exchange risk arising from derivative contracts.

Foreign currency risk exposure: (` in lakhs)


Particulars Currency 31 March 2019 31 March 2018
Derivative assets GBP 3,242.41 -

Sensitivity
The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency denominated financial instruments.

Foreign currency risk exposure:


Particulars Currency Exchange rate increase by 1% Exchange rate decrease by 1%
31 March 2019 31 March 2018 31 March 2019 31 March 2018
Derivative assets GBP 32.42 - (32.42) -

(This space has been intentionally left blank)

F - 422
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Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

Note – 35
Capital management

The Company’s objectives when managing capital are:


 To ensure Company’s ability to continue as a going concern, and
 To provide adequate return to shareholders

Management assesses the capital requirements in order to maintain an efficient overall financing structure. The
Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and
the risk characteristics of the underlying assets. The Company manages its capital requirements by overseeing the
following ratios –

Debt equity ratio (` in lakhs)


31 March 2019 31 March 2018
Net debt * 383,421.46 286,009.36
Total equity 654,176.15 692,262.94
Net debt to equity ratio 0.59 0.41

* Net debt includes non-current borrowings + current borrowings + current maturities of non-current borrowings net
off with cash and cash equivalents (including bank deposits and other liquid securities).

Debt service coverage ratio (` in lakhs)


31 March 2019 31 March 2018
Earnings before interest and tax 47,782.59 34,247.96
Interest expense for the year + Principal repayments of non-current 111,293.73 146,916.53
borrowings during the year
Debt service coverage ratio 0.43 0.23

The Company does not have any undrawn borrowing facilities.

Note – 36
Information about subsidiaries and joint ventures
The information about subsidiaries and joint ventures of the Company is as follows. The below table includes the
information about step down subsidiaries and joint ventures as well.

Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2019 31 March 2018
Aedos Real Estate Company Limited India 100.00% 100.00%
Airmid Developers Limited India 100.00% 100.00%
Airmid Properties Limited India 100.00% 100.00%
Airmid Real Estate Limited India 100.00% 100.00%
Albasta Constructions Limited India 100.00% 100.00%
Albasta Developers Limited India 100.00% 100.00%
Albasta Infrastructure Limited India 100.00% 100.00%
Albasta Properties Limited India 100.00% 100.00%
Albasta Real Estate Limited India 100.00% 100.00%
Albina Properties Limited India 100.00% 100.00%
Albina Real Estate Limited India 100.00% 100.00%

F - 423
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Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2019 31 March 2018
Amadis Land Development Limited India 100.00% 100.00%
Angina Properties Limited India 100.00% 100.00%
Angles Constructions Limited India 100.00% 100.00%
Apesh Constructions Limited India 100.00% 100.00%
Apesh Properties Limited India 100.00% 100.00%
Apesh Real Estate Limited India 100.00% 100.00%
Ashkit Constructions Limited India 100.00% 100.00%
Athena Builders and Developers Limited India 100.00% 100.00%
Athena Buildwell Limited India 100.00% 100.00%
Athena Infrastructure Limited India 100.00% 100.00%
Athena Land Development Limited India 100.00% 100.00%
Aurora Builders and Developers Limited India 100.00% 100.00%
Bridget Builders and Developers Limited India 100.00% 100.00%
Catherine Builders and Developers Limited India 100.00% 100.00%
Ceres Constructions Limited India 100.00% 100.00%
Ceres Estate Limited India 100.00% 100.00%
Ceres Infrastructure Limited India 100.00% 100.00%
Ceres Land Development Limited India 100.00% 100.00%
Ceres Properties Limited India 100.00% 100.00%
Chloris Real Estate Limited India 100.00% 100.00%
Citra Developers Limited India 100.00% 100.00%
Citra Properties Limited India 100.00% 100.00%
Cobitis Buildwell Limited India 100.00% 100.00%
Cobitis Real Estate Limited India 100.00% 100.00%
Corus Real Estate Limited India 100.00% 100.00%
Devona Developers Limited India 100.00% 100.00%
Devona Infrastructure Limited India 100.00% 100.00%
Devona Properties Limited India 100.00% 100.00%
Diana Infrastructure Limited India 100.00% 100.00%
Diana Land Development Limited India 100.00% 100.00%
Edesia Constructions Limited India 100.00% 100.00%
Edesia Developers Limited India 100.00% 100.00%
Edesia Infrastructure Limited India 100.00% 100.00%
Elena Constructions Limited India 100.00% 100.00%
Elena Properties Limited India 100.00% 100.00%
Fama Builders and Developers Limited India 100.00% 100.00%
Fama Construction Limited India 100.00% 100.00%
Fama Estate Limited India 100.00% 100.00%
Fama Infrastructure Limited India 100.00% 100.00%
Fama Land Development Limited India 100.00% 100.00%

F - 424
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Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2019 31 March 2018
Fama Properties Limited India 100.00% 100.00%
Flora Land Development Limited India 100.00% 100.00%
Fornax Constructions Limited India 100.00% 100.00%
Fornax Real Estate Limited India 100.00% 100.00%
Galium Builders And Developers Limited India 100.00% 100.00%
Hecate Power and Land Development Limited India 100.00% 100.00%
Hermes Builders and Developers Limited India 100.00% 100.00%
Hermes Properties Limited India 100.00% 100.00%
IB Assets Limited India 100.00% 100.00%
IB Holdings Limited India 100.00% 100.00%
Indiabulls Buildcon Limited India 100.00% 100.00%
Indiabulls Commercial Assets Limited India 100.00% 100.00%
Indiabulls Commercial Estate Limited India 100.00% 100.00%
Indiabulls Commercial Properties Limited India 100.00% 100.00%
Indiabulls Commercial Properties Management Limited India 100.00% 100.00%
Indiabulls Communication Infrastructure Limited India 100.00% 100.00%
Indiabulls Constructions Limited India 100.00% 100.00%
Indiabulls Engineering Limited India 100.00% 100.00%
Indiabulls Estate Limited India 100.00% 100.00%
Indiabulls Hotel Properties Limited India 100.00% 100.00%
Indiabulls Housing and Constructions Limited India 100.00% 100.00%
Indiabulls Housing and Land Development Limited India 100.00% 100.00%
Indiabulls Housing Developers Limited India 100.00% 100.00%
Indiabulls Industrial Infrastructure Limited India 89.01% 89.01%
Indiabulls Infraestate Limited India 100.00% 100.00%
Indiabulls Infrastructure Projects Limited India 100.00% 100.00%
Indiabulls Infratech Limited India 100.00% 100.00%
Indiabulls Land Holdings Limited India 100.00% 100.00%
Indiabulls Lands Limited India 100.00% 100.00%
Indiabulls Multiplex Services Limited India 100.00% 100.00%
Indiabulls Natural Resources Limited India 100.00% 100.00%
Indiabulls Projects Limited India 100.00% 100.00%
Indiabulls Real Estate Builders Limited India 100.00% 100.00%
Indiabulls Real Estate Developers Limited India 100.00% 100.00%
Indiabulls Realty Company Limited India 100.00% 100.00%
Indiabulls Software Parks Limited India 100.00% 100.00%
Ivonne Infrastructure Limited India 100.00% 100.00%
Juventus Constructions Limited India 100.00% 100.00%
Juventus Estate Limited India 100.00% 100.00%
Juventus Infrastructure Limited India 100.00% 100.00%

F - 425
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Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2019 31 March 2018
Juventus Land Development Limited India 100.00% 100.00%
Juventus Properties Limited India 100.00% 100.00%
Kailash Buildwell Limited India 100.00% 100.00%
Kaltha Developers Limited India 100.00% 100.00%
Karakoram Buildwell Limited India 100.00% 100.00%
Karakoram Properties Limited India 100.00% 100.00%
Kenneth Builders and Developers Limited India 100.00% 100.00%
Lakisha Infrastructure Limited India 100.00% 100.00%
Lakisha Real Estate Limited India 100.00% 100.00%
Lavone Builders And Developers Limited India 100.00% 100.00%
Lenus Constructions Limited India 100.00% 100.00%
Lenus Infrastructure Limited India 100.00% 100.00%
Lenus Properties Limited India 100.00% 100.00%
Linnet Constructions Limited India 100.00% 100.00%
Linnet Developers Limited India 100.00% 100.00%
Linnet Infrastructure Limited India 100.00% 100.00%
Linnet Properties Limited India 100.00% 100.00%
Linnet Real Estate Limited India 100.00% 100.00%
Loon Infrastructure Limited India 100.00% 100.00%
Loon Land Development Limited India 100.00% 100.00%
Lorena Builders Limited India 100.00% 100.00%
Lorena Constructions Limited India 100.00% 100.00%
Lorena Developers Limited India 100.00% 100.00%
Lorena Infrastructure Limited India 100.00% 100.00%
Lorena Real Estate Limited India 100.00% 100.00%
Lorita Developers Limited India 100.00% 100.00%
Lucina Builders and Developers Limited India 100.00% 100.00%
Lucina Buildwell Limited India 100.00% 100.00%
Lucina Constructions Limited India 100.00% 100.00%
Lucina Estate Limited India 100.00% 100.00%
Lucina Land Development Limited India 100.00% 100.00%
Lucina Properties Limited India 100.00% 100.00%
Mabon Constructions Limited India 100.00% 100.00%
Mabon Infrastructure Limited India 100.00% 100.00%
Mabon Properties Limited India 100.00% 100.00%
Majesta Builders Limited India 100.00% 100.00%
Majesta Constructions Limited India 100.00% 100.00%
Majesta Developers Limited India 100.00% 100.00%
Majesta Infrastructure Limited India 100.00% 100.00%
Majesta Properties Limited India 100.00% 100.00%

F - 426
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Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2019 31 March 2018
Makala Infrastructure Limited India 100.00% 100.00%
Manjola Infrastructure Limited India 100.00% 100.00%
Manjola Real Estate Limited India 100.00% 100.00%
Mariana Constructions Limited India 100.00% 100.00%
Mariana Developers Limited India 100.00% 100.00%
Mariana Infrastructure Limited India 100.00% 100.00%
Mariana Properties Limited India 100.00% 100.00%
Mariana Real Estate Limited India 100.00% 100.00%
Milkyway Buildcon Limited India 100.00% 100.00%
Nerissa Constructions Limited India 100.00% 100.00%
Nerissa Developers Limited India 100.00% 100.00%
Nerissa Infrastructure Limited India 100.00% 100.00%
Nerissa Properties Limited India 100.00% 100.00%
Nerissa Real Estate Limited India 100.00% 100.00%
Nilgiri Buildwell Limited India 100.00% 100.00%
Nilgiri Infraestate Limited India 100.00% 100.00%
Nilgiri Infrastructure Development Limited India 100.00% 100.00%
Nilgiri Infrastructure Limited India 100.00% 100.00%
Nilgiri Infrastructure Projects Limited India 100.00% 100.00%
Nilgiri Land Development Limited India 100.00% 100.00%
Nilgiri Land Holdings Limited India 100.00% 100.00%
Nilgiri Lands Limited India 100.00% 100.00%
Nilgiri Resources Limited India 100.00% 100.00%
Noble Realtors Limited India 100.00% 100.00%
Paidia Infrastructure Limited India 100.00% 100.00%
Parmida Constructions Limited India 100.00% 100.00%
Parmida Developers Limited India 100.00% 100.00%
Parmida Properties Limited India 100.00% 100.00%
Platane Infrastructure Limited India 100.00% 100.00%
Selene Builders and Developers Limited India 100.00% 100.00%
Selene Buildwell Limited India 100.00% 100.00%
Selene Constructions Limited India 100.00% 100.00%
Selene Infrastructure Limited India 100.00% 100.00%
Selene Land Development Limited India 100.00% 100.00%
Selene Properties Limited India 100.00% 100.00%
Sentia Constructions Limited India 100.00% 100.00%
Sentia Developers Limited India 100.00% 100.00%
Sentia Infrastructure Limited India 100.00% 100.00%
Sentia Real Estate Limited India 100.00% 100.00%
Sepset Developers Limited India 100.00% 100.00%

F - 427
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Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2019 31 March 2018
Sepset Real Estate Limited India 100.00% 100.00%
Serida Infrastructure Limited India 100.00% 100.00%
Serida Properties Limited India 100.00% 100.00%
Serpentes Constructions Limited India 100.00% 100.00%
Shivalik Properties Limited India 100.00% 100.00%
Sophia Constructions Limited India 100.00% 100.00%
Sophia Real Estate Limited India 100.00% 100.00%
Sylvanus Properties Limited India 100.00% 100.00%
Tapir Constructions Limited India 100.00% 100.00%
Tapir Land Development Limited India 100.00% 100.00%
Tefia Land Development Limited India 100.00% 100.00%
Triton Buildwell Limited India 100.00% 100.00%
Triton Estate Limited India 100.00% 100.00%
Triton Infrastructure Limited India 100.00% 100.00%
Triton Properties Limited India 100.00% 100.00%
Varali Constructions Limited India 100.00% 100.00%
Varali Developers Limited India 100.00% 100.00%
Varali Infrastructure Limited India 100.00% 100.00%
Varali Properties Limited India 100.00% 100.00%
Varali Real Estate Limited India 100.00% 100.00%
Vindhyachal Buildwell Limited India 100.00% 100.00%
Vindhyachal Developers Limited India 100.00% 100.00%
Vindhyachal Infrastructure Limited India 100.00% 100.00%
Vindhyachal Land Development Limited India 100.00% 100.00%
Vonnie Real Estate Limited India 100.00% 100.00%
Zeus Builders And Developers Limited India 100.00% 100.00%
Zeus Buildwell Limited India 100.00% 100.00%
Zeus Estate Limited India 100.00% 100.00%
Zeus Properties Limited India 100.00% 100.00%
Arianca Limited Cyprus 100.00% 100.00%
Ariston Investments Limited Mauritius 100.00% 100.00%
Ariston Investments Sub C Limited Mauritius 100.00% 100.00%
Brenformexa Limited Cyprus 100.00% 100.00%
Century Limited Jersey 100.00% 100.00%
Dev Property Development Limited Isle of Man 100.00% 100.00%
Eros Limited Jersey 100.00% 100.00%
Foundvest Limited Cyprus 100.00% 100.00%
Grand Limited Jersey 100.00% 100.00%
Grapene Limited Cyprus 100.00% 100.00%
Indiabulls Properties Investment Trust Singapore 100.00% 100.00%

F - 428
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Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2019 31 March 2018
Indiabulls Property Management Trustee Pte. Limited. Singapore 100.00% 100.00%
United
IPMT Limited 100.00% 100.00%
Kingdom
M Holdco 1 Limited Mauritius 100.00% 100.00%
M Holdco 2 Limited Mauritius 100.00% 100.00%
M Holdco 3 Limited Mauritius 100.00% 100.00%
Navilith Holdings Limited Cyprus 100.00% 100.00%
Nesoi Limited Jersey 100.00% 100.00%
Rhea Limited Jersey 100.00% 100.00%
Shoxell Holdings Limited Cyprus 100.00% 100.00%
Titan Limited Jersey 100.00% 100.00%

Alexander Transport Solutions Limited (till 9 August 2018) @ India - 100.00%

Ashkit Developers Limited (till 8 March 2019) @ India - 100.00%


Ashkit Properties Limited (till 27 December 2018) # India - 100.00%
Ashkit Real Estate Limited (till 8 March 2019) @ India - 100.00%
Chloris Constructions Limited (till 8 March 2019) @ India - 100.00%
Concept India International LLP (from 3 October 2018 till 27
India - -
December 2019)
Echo Facility Services Limited (till 8 March 2019) @ India - 100.00%
Edesia Properties Limited (till 8 March 2019) @ India - 100.00%
Edesia Real Estate Limited (till 9 August 2018) @ India - 100.00%
Elena Real Estate Limited (till 9 August 2018) @ India - 100.00%
India Land and Properties Limited (till 6 July 2018) (Refer note
India - 100.00%
46)
Indiabulls Developers and Infrastructure Limited (till 8 March
India - 100.00%
2019) @
Indiabulls Energy Limited (till 8 March 2019) @ India - 100.00%

Indiabulls Home Developers Limited (till 9 August 2018) @ India - 100.00%

Indiabulls Infrabuild Limited (till 8 March 2019) @ India - 100.00%


Indiabulls Infrastructure Limited (till 6 July 2018) (Refer note
India - 100.00%
46)
Indiabulls Malls Limited (till 8 March 2019) @ India - 100.00%

Indiabulls Property Developers Limited (till 8 March 2019) @ India - 100.00%

Indiabulls Road and Infrastructure Services Limited (till 8


India - 100.00%
March 2019) @
Ivonne Developers Limited (till 8 March 2019) @ India - 100.00%
Ivonne Real Estate Limited (till 8 March 2019) @ India - 100.00%
Jwalaji Buildtech Limited (till 8 March 2019) @ India - 100.00%

F - 429
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Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

Proportion of Proportion of
Country of ownership ownership
Name of subsidiary
incorporation interest as at interest as at
31 March 2019 31 March 2018
Lakisha Developers Limited (till 9 August 2018) @ India - 100.00%
Lenus Developers Limited (till 8 March 2019) @ India - 100.00%
Lenus Real Estate Limited (till 9 August 2018) @ India - 100.00%
Mabon Developers Limited (till 8 March 2019) @ India - 100.00%
Mabon Real Estate Limited (till 8 March 2019) @ India - 100.00%
Maximus Entertainments Limited (till 8 March 2019) @ India - 100.00%
Nav Vahan Autotech Limited (till 9 August 2018) @ India - 100.00%
Parmida Infrastructure Limited (till 9 August 2018) @ India - 100.00%
Parmida Real Estate Limited (till 8 March 2019) @ India - 100.00%
Serida Constructions Limited (till 8 March 2019) @ India - 100.00%
Serpentes Builders and Developers Limited (till 8 March 2019)
India - 100.00%
@
Tapir Realty Developers Limited (till 8 March 2019) @ India - 100.00%
Yashita Buildcon Limited (till 27 December 2018) # India - 100.00%

Proportion of Proportion of
Country of ownership ownership
Name of Joint Venture
incorporation interest as at interest as at
31 March 2019 31 March 2018
Ashkit Properties Limited (from 28 December 2018) # India 50.00% -
Concept International India LLP (from 28 December 2018) # India 50.05% -
Indiabulls Properties Private Limited (from 29 March 2018)$ India 50.00% 50.00%
Indiabulls Real Estate Company Private Limited (from 29 March 50.00%
India 50.00%
2018)$
Indiabulls Realty Developers Limited (from 29 March 2018)$ India 50.00% 50.00%
Yashita Buildcon Limited (from 28 December 2018) # India 50.05% -

@During the year, these wholly owned subsidiaries of the Company have been voluntarily dissolved and have been
struck off from the register of companies maintained by the Registrar of Companies.

#During the year, the Company has divested 50% stake in these entities to the entities controlled by Blackstone Group
L.P. Further to the terms of arrangement, these entities have been assessed as Joint Ventures in compliance with Indian
Accounting Standards (‘Ind AS’).

$ M Holdco 1 (a wholly owned subsidiary of the Holding Company) has divested its stake in certain step down
subsidiaries (namely FIM Holdco I Limited, FIM Holdco II Limited, Ariston Investments Sub A Limited and Ariston
Investments Sub B Limited) in favour of entities BREP Asia SBS L&T Holding (NQ) Ltd, BREP VIII SBS L&T
Holding (NQ) Ltd and BREP Asia SG L&T Holding (NQ) Pte Ltd, there by indirectly divesting 50% stake in
Indiabulls Properties Private Limited (‘IPPL’), Indiabulls Real Estate Company Private Limited (‘IRECPL’) and
Indiabulls Realty Developers Limited (‘IRDL’). Further to the terms of arrangement of the above divestiture, IPPL,
IRECPL and IRDL have been assessed as Joint Ventures in compliance with Indian Accounting Standards (‘Ind AS’).

F - 430
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Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

Note – 37

Related party transactions

Subsidiaries and joint ventures


Details in reference to subsidiaries and joint ventures are presented in Note 36.

Key management personnel


Mr. Vishal Gaurishankar Damani (Joint Managing Director)
Mr. Gurbans Singh (Joint Managing Director)

The transaction with key management personnel are listed below: (` in lakhs)
Nature of transactions 31 March 2019 31 March 2018
Managerial remuneration
Mr. Vishal Gaurishankar Damani 85.16 -
Mr. Gurbans Singh 120.00 -
Share based payment
Mr. Vishal Gaurishankar Damani 36.80 44.38
Mr. Gurbans Singh 21.76 26.06

(i) Statement of transactions with related parties (` in lakhs)


31 March 2019 31 March 2018
Particulars Subsidiary Subsidiary
Companies Companies
Investment in equity shares (including share based options for employees of 12,446.50 42,409.29
subsidiaries amounting to ` 113.92 lakhs (31 March 2018: ` 146.79 lakhs))
Saleof equity shares 15,000.00 15.00
Investment in debentures 6.41 -
Redemption of debentures - 8,528.00
Inter-corporate loans and advances given* 500,527.92 710,097.48
Inter-corporate loans and advances taken* 131,687.00 291,510.94
Share application money paid 5,000.00 -
Interest income 17,408.04 25,579.71
Income from real estate properties advisory services - 22.50
Income from administration, legal and management fees and marketing - 2,165.97
commission
Business support income 26.36 29.64
Rent expenses - 747.69
Maintenance expenses - 82.12
Electricity expenses - 49.14
Business support expenses 107.64 -
Interest expenses 993.34 921.761
Reimbursement of expenses 143.37 -
Corporate guarantees (settled)/given (227,703.00) 184,031.93

*Maximum balance outstanding at any time during the year.

F - 431
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Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

(` in lakhs)
31 March 2019 31 March 2018
Particulars
Joint venture Joint venture
Income from administration, legal and management fees and marketing 1,919.61 -
commission
Interest income 898.09 -
Rent expenses 780.93 -
Maintenance expenses 97.62 -
Electricity expenses 45.99 -
Reimbursement of expenses 2.50 -
Inter-corporate loans and advances given* 182,575.82 -
Corporate guarantees settled (10,425.91) -
*Maximum balance outstanding at any time during the year.

(ii) Statement of balances outstanding: (` in lakhs)


31 March 2019 31 March 2018
Particulars Subsidiary Subsidiary
Companies Companies
Inter-corporate loans given (net of impairment of ` 233.83 lakhs (31 March 352,629.53 280,886.81
2018: ` 233.83 lakhs))
Interest payable 894.00 207.53
Inter-corporate loans and advances taken 10,329.45 10,412.50
Non-current investment* 593,190.82 642,649.73
Current investment* 900.00 900.00
Expenses payables 86.61 -
Corporate guarantee 198,580.25 426,283.25

(` in lakhs)
31 March 2019 31 March 2018
Particulars
Joint venture Joint venture
Inter-corporate loans given 8,370.59 -
Security deposits 1,260.46 1,107.36
Non-current investment* 3,427.49 -
Trade receivables 589.30 185.19
Corporate guarantee 503,362.13 513,788.03
*For details refer note 8.

(This space has been intentionally left blank)

F - 432
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Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

(iii) Disclosures in respect of transactions with identified related parties are given only for such period during which
such relationships existed.

Information related to material related party transactions: (` in lakhs)


31 March 2019 31 March 2018
Particulars Subsidiary Subsidiary
Companies Companies
Investment in equity shares
Century Limited - 42,257.50
Indiabulls Commercial Assets Limited - 5.00
Ashkit Properties Limited 3,411.08 -
Indiabulls Infrastructure Limited 8,921.50 -

Sale of equity shares


Ceres Estate Limited - 10.00
Indiabulls Commercial Assets Limited - 5.00
Indiabulls Infrastructure Limited 15,000.00 -

Investment in debentures
Yashita Buildcon Limited 6.41 -

Redemption of debentures
Indiabulls Infraestate Limited - 8,528.00

Share application money paid


Century Limited 5,000.00 -

Interest income
Lucina Land Development Limited 142.94 2,452.77
Indiabulls Constructions Limited 599.98 316.55
Indiabulls Infraestate Limited 5,497.81 5,693.12
Tapir Constructions Limited 4,412.41 6,327.43
Juventus Estate Limited 1,227.19 1,175.74
Airmid Developers Limited 1,181.79 2,995.07
Sylvanus Properties Limited 2,301.75 1,110.78
Varali Properties Limited 33.82 98.41
Makala Infrastructure Limited 592.96 963.60
Catherine Builders and Developers Limited 25.21 -
Nerissa Infrastructure Limited 859.15 1,402.50
Ashkit Properties Limited - 475.25
Sepset Real Estate Limited 532.91 1,109.42
Indiabulls Real Estate Company Private Limited - 112.65
Indiabulls Infrastructure Limited - 1,208.17
Milkyway Buildcon Limited 0.07 -

F - 433
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

31 March 2019 31 March 2018


Particulars Subsidiary Subsidiary
Companies Companies
Income from real estate properties advisory services
Parmida Infrastructure Limited - 3.75
Nav Vahan Autotech Limited - 5.85
Alexander Transport Solutions Limited - 8.42
Edesia Real Estate Limited - 4.50

Income from administration, legal and management fees and


marketing commission
Indiabulls Real Estate Company Private Limited - 1,111.47
Indiabulls Properties Private Limited - 1,054.51

Business support income


Indiabulls Estate Limited 8.79 7.17
Sentia Infrastructure Limited 8.79 7.17
Indiabulls Infraestate Limited - 8.15
Apesh Constructions Limited 8.78 7.17

Rent expenses
Indiabulls Real Estate Company Private Limited - 747.69

Maintenance expenses
Indiabulls Real Estate Company Private Limited - 82.12

Electricity expenses
Indiabulls Real Estate Company Private Limited - 49.14

Business support expenses


Indiabulls Construction Limited 107.64 -

Interest expenses
Indiabulls Industrial Infrastructure Limited 993.34 921.76

Reimbursement of expenses
Indiabulls Infraestate Limited 74.45 -
Sentia Infrastructure Limited 68.92 -

Corporate guarantees (settled)/given


Airmid Developers Limited - (1,837.84)
Century Limited (227,654.35) 719.25
Citra Properties Limited 199.95 -
Eros Limited 66,437.44 -
Indiabulls Constructions Limited 4,628.74 -

F - 434
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

31 March 2019 31 March 2018


Particulars Subsidiary Subsidiary
Companies Companies
Indiabulls Estate Limited - (1,698.79 )
Indiabulls Infraestate Limited (94,394.56) 81,358.92
Indiabulls Properties Private Limited - 38,863.49
Indiabulls Real Estate Company Private Limited - 73,122.98
India Land and Properties Limited (49,006.00) 8,743.00
Juventus Estate Limited (346.18) 2,306.00
Lucina Land Development Limited 14,135.24 (2,624.47)
Mariana Infrastructure Limited 9,283.98 -
Makala Infrastructure Limited - (245.83)
Sylvanus Properties Limited (13,333.67) (3,333.33)
Titan Limited 60,955.95 -
Athena Infrastructure Limited 642.14 (434.76)
Varali Properties Limited - (174.79)
Sepset Real Estate Limited - (177.53)
Selene Construction Limited 748.32 (2,316.79)
Selene Estate Limited - (8,237.58)

31 March 2019 31 March 2018


Particulars
Joint venture Joint venture
Interest income
Ashkit Properties Limited 76.02 -
Indiabulls Properties Private Limited 791.89 -
Indiabulls Real Estate Company Private Limited 30.18 -

Income from administration, legal and management fees


Indiabulls Reality Developers Limited 1,906.33 -
Yashita Buildcon Limited 13.28 -

Rent expenses
Indiabulls Real Estate Company Private Limited 780.93 -

Maintenance expenses
Indiabulls Real Estate Company Private Limited 97.62 -

Electricity expenses
Indiabulls Real Estate Company Private Limited 45.99 -

Reimbursement of expenses
Concept India International LLP 2.50 -

F - 435
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

31 March 2019 31 March 2018


Particulars
Joint venture Joint venture
Corporate guarantees (settled)/given
Indiabulls Properties Private Limited (38,377.53) -
Indiabulls Real Estate Company Private Limited 27,951.62 -

Information related to material related parties maximum balance outstanding and closing balances:

31 March 19 31 March 18
Subsidiary Companies Subsidiary Companies
Particulars Maximum Maximum
Closing Closing
balance balance
Balance Balance
outstanding outstanding
Inter-corporate loans and advances given
Aedos Real Estate Company Limited 224.51 - 224.39 224.39
Airmid Developers Limited 24,339.90 - 22,611.11 22,611.11
Airmid Infrastructure Limited - - 5,766.28 -
Airmid Properties Limited 670.17 670.17 670.05 670.05
Airmid Real Estate Limited 7,183.90 - 7,653.30 5,472.30
Albasta Constructions Limited 6.67 - 6.67 6.67
Albasta Developers Limited - - 1.90 -
Albasta Properties Limited 2,104.04 2,104.04 2,103.82 2,103.82
Albasta Real Estate Limited 193.30 - 193.30 193.30
Albina Real Estate Limited - - 1,756.43 -
Amadis Land Development Limited 397.10 397.10 396.98 396.98
Angina Properties Limited 53.35 - 53.35 53.35
Angles Constructions Limited - - 1,996.04 -
Apesh Constructions Limited 1,208.11 - 1,189.46 1,187.96
Apesh Properties Limited 58.99 - 58.99 58.99
Apesh Real Estate Limited 415.98 - 415.98 415.98
Ashkit Properties Limited 17,979.41 - 13,425.00 34.00
Athena Builders and Developers Limited 106.03 - 118.03 106.03
Athena Buildwell Limited 0.50 - 1,096.07 -
Athena Infrastructure Limited 8,809.75 - 10,144.50 5,453.00
Athena Land Development Limited 47.80 - 47.80 47.80
Catherine Builders and Developers Limited 408.91 - - -
Ceres Constructions Limited 358.88 358.88 358.88 358.88
Ceres Estate Limited 53.69 - 53.59 53.59
Ceres Infrastructure Limited 352.77 352.77 352.67 352.67
Ceres Land Development Limited 482.09 482.09 481.87 481.87
Ceres Properties Limited 428.55 428.55 427.23 427.23
Chloris Real Estate Limited 1,452.07 1,452.07 1,451.85 1,451.85
Citra Properties Limited 24,571.80 24,134.80 19,587.60 19,498.80
Cobitis Buildwell Limited - - 2.20 -

F - 436
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

31 March 19 31 March 18
Subsidiary Companies Subsidiary Companies
Particulars Maximum Maximum
Closing Closing
balance balance
Balance Balance
outstanding outstanding
Corus Real Estate Limited 695.99 695.99 695.77 695.77
Devona Developers Limited 1,138.21 1,138.21 1,137.21 1,137.21
Devona Infrastructure Limited 300.51 - 300.51 300.51
Diana Infrastructure Limited 484.10 481.60 490.60 484.10
Diana Land Development Limited 60.32 - 60.32 60.32
Elena Properties Limited 0.20 - 0.20 0.20
Elena Real Estate Limited - - 3.73 -
Fama Construction Limited 860.89 860.89 859.37 859.37
Fama Estate Limited 1,373.98 1,373.98 1,373.98 1,373.98
Fama Infrastructure Limited 137.48 - 137.36 137.36
Fama Land Development Limited 555.82 555.82 555.60 555.60
Fama Properties Limited 222.14 - 351.84 209.84
Fornax Constructions Limited 718.74 718.74 718.24 718.24
Fornax Real Estate Limited - - 111.61 -
Galium Builders And Developers Limited 90.61 - 90.61 90.61
Hecate Power and Land Development Limited 82.96 - 82.97 82.96
Hermes Builders and Developers Limited 0.30 - 0.30 0.30
Hermes Properties Limited 109.64 - 109.42 109.42
Ib Holdings Limited 45.65 - 44.85 44.85
Indiabulls Buildcon Limited 17.76 - 17.76 17.76
Indiabulls Commercial Assets Limited 8.00 - 8.00 8.00
Indiabulls Commercial Estate Limited 4.00 - 4.05 4.05
Indiabulls Constructions Limited 86,349.60 83,803.46 69,546.96 22,279.56
Indiabulls Engineering Limited 2.00 - 2.02 2.02
Indiabulls Estate Limited 1,880.45 128.50 2,655.25 1,655.95
Indiabulls Home Developers Limited - - 4.10 -
Indiabulls Infraestate Limited 37,500.00 37,500.00 - -
Indiabulls Infrastructure Limited 9,330.16 - 9,206.05 9,206.05
Indiabulls Infratech Limited 345.36 - 345.36 345.36
Indiabulls Lands Limited - - 285.71 -
Indiabulls Malls Limited 0.02 - 0.02 0.02
Indiabulls Multiplex Services Limited 506.75 - 506.45 506.45
Indiabulls Projects Limited 66.50 - 66.50 66.50
Indiabulls Properties Private Limited - - 189,500.00 -
Indiabulls Real Estate Company Private Limited - - 2,000.00 -
Ivonne Infrastructure Limited - - 804.95 -
Ivonne Real Estate Limited 0.08 - 0.08 0.08
Juventus Constructions Limited 274.48 - 274.26 274.26
Juventus Estate Limited 15,807.06 15,467.91 14,294.64 14,294.64
Juventus Land Development Limited 325.82 325.82 325.60 325.60

F - 437
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

31 March 19 31 March 18
Subsidiary Companies Subsidiary Companies
Particulars Maximum Maximum
Closing Closing
balance balance
Balance Balance
outstanding outstanding
Kailash Buildwell Limited 287.14 - 287.02 287.02
Kaltha Developers Limited 10.40 - 10.40 10.40
Karakoram Buildwell Limited 603.16 603.16 601.76 601.76
Karakoram Properties Limited 18.54 - 18.54 18.54
Lakisha Developers Limited - - 11.48 -
Lakisha Real Estate Limited 4,520.79 4,520.79 4,522.59 4,520.09
Lenus Constructions Limited 93.38 - 92.88 92.88
Lenus Infrastructure Limited - - 1,371.24 -
Lenus Properties Limited 0.57 - 0.57 0.57
Lenus Real Estate Limited - - 6.26 -
Linnet Properties Limited 1,373.50 1,373.50 - -
Linnet Real Estate Limited 1,449.50 1,449.50 - -
Loon Land Development Limited 6.20 - - -
Lorena Builders Limited 1,984.85 - 1,984.63 1,984.63
Lucina Buildwell Limited 1,722.58 1,722.48 1,722.58 1,722.58
Lucina Constructions Limited 30.57 - 30.57 30.57
Lucina Estate Limited 626.07 626.07 625.95 625.95
Lucina Land Development Limited 6,017.50 - 113,980.00 1,000.92
Mabon Constructions Limited - - 290.94 -
Mabon Infrastructure Limited 1.13 - 1.13 1.13
Makala Infrastructure Limited 7,863.87 7,851.13 7,309.06 7,309.06
Manjola Infrastructure Limited 1,472.12 - - -
Mariana Constructions Limited 132.92 - 132.80 132.80
Mariana Infrastructure Limited 11,353.00 3,897.60 9,865.00 9,865.00
Mariana Properties Limited - - 3,298.00 -
Mariana Real Estate Limited 21.07 - 5,020.97 21.07
Milkyway Buildcon Limited 12.10 - 12.31 12.31
Nav Vahan Autotech Limited - - 0.60 -
Nerissa Infrastructure Limited 11,449.88 10,388.69 10,602.87 10,602.87
Nerissa Real Estate Limited 0.50 - - -
Nilgiri Buildwell Limited 104.67 - 104.55 104.55
Nilgiri Infraestate Limited 0.13 - 0.13 0.13
Nilgiri Infrastructure Projects Limited 3,162.51 3,162.51 3,161.91 3,161.91
Nilgiri Land Development Limited 4.00 - 4.05 4.05
Nilgiri Lands Limited 3.00 - 3.03 3.03
Nilgiri Resources Limited 22.82 - 22.82 22.82
Noble Realtors Limited 0.10 - - -
Paidia Infrastructure Limited 0.20 - 0.20 0.20
Parmida Constructions Limited 1,001.56 - 1,001.56 1,001.56
Parmida Developers Limited 6.47 - 6.80 5.87

F - 438
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

31 March 19 31 March 18
Subsidiary Companies Subsidiary Companies
Particulars Maximum Maximum
Closing Closing
balance balance
Balance Balance
outstanding outstanding
Parmida Properties Limited 1,575.24 1,575.24 1,575.12 1,575.12
Selene Buildwell Limited 241.11 - 240.99 240.99
Selene Constructions Limited 15,395.10 - 14,296.50 14,136.60
Selene Infrastructure Limited 39.97 - 37.97 37.97
Selene Properties Limited 121.82 - 121.82 121.82
Sentia Constructions Limited 279.83 - 279.61 279.61
Sentia Developers Limited 0.78 - 0.78 0.78
Sentia Infrastructure Limited 8,742.62 8,742.62 7,395.62 7,395.62
Sentia Real Estate Limited 518.06 - 515.86 515.86
Sepset Developers Limited - - 4,002.06 -
Sepset Real Estate Limited 12,949.50 - 12,140.86 12,140.86
Serida Constructions Limited 4.65 - 4.65 4.65
Shivalik Properties Limited 421.97 - 421.97 421.97
Sophia Constructions Limited 2,073.80 1,295.30 2,250.80 1,924.80
Sophia Real Estate Limited 65.54 - 13,551.04 65.54
Sylvanus Properties Limited 63,516.31 63,516.31 20,610.00 12,074.46
Tapir Constructions Limited 59,343.79 59,343.79 54,312.79 54,312.79
Tapir Land Development Limited 9.10 - - -
Tapir Realty Developers Limited 0.30 - 0.30 0.30
Tefia Land Development Limited 69.43 - 69.43 69.43
Triton Buildwell Limited 785.93 785.93 785.93 785.93
Triton Infrastructure Limited 552.87 552.87 552.75 552.75
Varali Constructions Limited 31.47 - 33.00 31.47
Varali Developers Limited 1,172.99 1,172.99 1,172.87 1,172.87
Varali Infrastructure Limited 1,902.10 1,902.10 7,575.40 1,728.40
Varali Properties Limited 1,541.20 - 2,503.80 1,137.21
Varali Real Estate Limited 101.25 - 101.03 101.03
Vindhyachal Buildwell Limited 4,444.49 2,954.69 4,444.49 4,444.49
Vindhyachal Infrastructure Limited 1,032.81 1,032.81 1,032.59 1,032.59
Yashita Buildcon Limited 15,906.50 - 3,036.14 3,036.14
Zeus Builders and Developers Limited 91.89 - 91.89 91.89
Zeus Buildwell Limited 72.94 - 72.94 72.94
Zeus Estate Limited - - 181.74 -
Zeus Properties Limited 961.91 961.91 961.91 961.91

Inter-corporate loans and advances taken


Indiabulls Constructions Limited 110,950.00 - 169,800.00 -
Indiabulls Industrial Infrastructure Limited 10,589.00 10,329.45 10,412.50 10,412.50
Indiabulls Infraestate Limited - - 32,600.00 -
Juventus Estate Limited - - 14,333.44 -
Lucina Land Development Limited 10,148.00 - 64,365.00 -

F - 439
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

(` in lakhs)
31 March 19 31 March 18
Joint Ventures Joint Ventures
Particulars Maximum Maximum
Closing Closing
balance balance
Balance Balance
outstanding outstanding
Ashkit Properties Limited 14,559.33 3,633.45 - -
Indiabulls Properties Private Limited 30,000.00 4,737.14 - -
Indiabulls Real Estate Company Private Limited 122,400.00 - - -
Yashita Buildcon Limited 15,616.49 - - -

Information related to material related balance outstanding: (` in lakhs)


31 March
31 March 2019
2018
Particulars
Subsidiary Subsidiary
Companies Companies
Interest payable
Indiabulls Industrial Infrastructure Limited 894.00 207.53

Expenses payable
Indiabulls Infraestate Limited 12.18 -
Sentia Infrastucture Limited 74.43 -

Corporate guarantee
Airmid Developers Limited 720.38 720.38
Athena Infrastructure Limited 928.36 286.22
Century Limited - 227,654.35
Citra Properties Limited 343.93 143.98
Eros Limited 66,437.44 -
India Land Properties Limited - 49,006.00
Indiabulls Constructions Limited 4,628.74 -
Indiabulls Estate Limited 716.59 716.59
Indiabulls Infraestate Limited 320.37 94,714.93
Juventus Estate Limited 2,725.34 3,071.52
Lucina Land Development Limited 40,525.00 26,389.77
Makala Infrastructure Limited 27.81 27.81
Mariana Infrastructure Limited 9,341.56 57.58
Selene Construction Limited 1,351.34 603.02
Sophia Real Estate Limited 1,214.44 1,214.44
Sylvanus Properties Limited 8,343.00 21,676.67
Titan Limited 60,955.95 -

F - 440
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

(` in lakhs)
31 March 2019 31 March 2018
Particulars
Joint Ventures Joint Ventures
Security deposits
Indiabulls Real Estate Company Private Limited 1,260.46 1,107.36

Trade receivables
Indiabulls Properties Private Limited - 2.21
Indiabulls Real Estate Company Private Limited - 182.98
Indiabulls Realty Developers Limited 574.96 -
Yashita Buildcon Limited 14.34 -

Corporate guarantee
Indiabulls Properties Private Limited 256,452.78 294,830.30
Indiabulls Real Estate Company Private Limited 246,909.35 218,957.73

Note 8 also suffice the requirements of schedule V (for investments) of Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 in relation to investments.

Note – 38
Contingent liabilities and commitments

A. Summary of contingent liabilities (` in lakhs)


Particulars 31 March 2019 31 March 2018
Contingent liabilities
i) Corporate guarantees issued by the Company on behalf of subsidiary
701,942.38 940,071.28
companies and other entities (refer note 37)
ii) Income tax demand (pending in appeals) 2,041.06 2,041.06
iii) Service tax demand 1,695.25 1,823.82

B. Commitments

i. The Company had given Sponsors Support Undertaking (“SSU”) to meet any shortfalls in the funding requirement
of project and towards cost overrun to financial institution/banks for term loan sanctioned to RattanIndia Nasik
Power Limited, a subsidiary of RattanIndia Power Limited in the event of inability of RattanIndia Nasik Power
Limited (“RNPL”) to arrange required equity support for Nasik Thermal Power Project Phase II. Pursuant to the
demerger of the power business from the Company vide order dated 17 October 2011 passed by the Hon’ble Delhi
High Court in Company Petition No 295 of 2011, all the liabilities and obligations of the Company in relation to the
power business stood transferred and vested into RattanIndia Infrastructure Limited. Furthermore, the promoters of
RattanIndia Power Limited (“RPL”) have subsequently undertaken not to drawdown any funds from such debt
facilities with respect to Nashik Thermal Power Project Phase II.

ii. The Company had given Sponsors Support Undertaking (“SSU”) to fund the required equity and any shortfall in
means of finance by subscription to the shares of RattanIndia Power Limited, a company together promoted by
RattanIndia Infrastructure Limited and RR Infra Land Private Limited, for term loan facility sanctioned to
RattanIndia Power Limited (“RPL”) in the event of inability of RPL to arrange the required equity support for
Amravati Power Project Phase II. Under the SSU, the Company had also guaranteed to meet RPL’s debt obligations
in respect of Amravati Power Project Phase II in the event coal linkage for the project is cancelled/deferred and
RPL fails to make any alternate arrangement of required coal six months prior to the scheduled commercial

F - 441
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

operation date of unit I of Amravati Power Project Phase II. Pursuant to the demerger of the power business from
the Company vide order dated 17th October 2011 passed by the Hon’ble Delhi High Court in Company Petition
No 295 of 2011, all the liabilities and obligations of the Company in relation to the power business stood transferred
and vested into RattanIndia Infrastructure Limited. Furthermore, the promoters of RPL have subsequently
undertaken not to drawdown any funds from such debt facilities with respect to Amravati Power Project Phase II.

iii. The Company has given an undertaking to banks for various loans availed by the subsidiary companies and other
entities to meet the shortfall requirement in case they are not able to service the said loans.

iv. The Company has undertaken to provide continued financial support to certain subsidiaries as and when required.

Note – 39

Operating leases
The Company has taken various premises on operating leases and lease rent of ` 1,004.27 lakhs (31 March 2018: `
846.27 lakhs) in respect of the same has been charged to statement of profit and loss for the year ended 31 March 2019.
The underlying agreements are executed for a period generally ranging from three to five years, renewable on mutual
consent and are cancellable in some cases, by either party giving notice generally of 30 to 180 days. There are no
restrictions imposed by such leases and there are no subleases. The minimum lease rentals payable in respect of such
operating leases are as under:

(` in lakhs)
Particulars 31 March 2019 31 March 2018
Within one year 435.70 344.54
Later than one year but not later than five years - -
Later than five years - -

Note – 40
Employee benefits
Defined contribution plan
The Company has made ` 3.05 lakhs (31 March 2018 - ` 2.86 lakhs) contribution in respect of provident fund.

Defined Benefit Plan


The Company has the following Defined Benefit Plans:
 Gratuity (Unfunded)
 Compensated absences (Unfunded)

Risks associated with plan provisions


Discount rate risk Reduction in discount rate in subsequent valuations can increase the liability.
Mortality risk Actual death and liability cases proving lower or higher than assumed in the
valuation can impact the liabilities.
Salary risk Actual salary increase will increase the Plan’s liability. Increase in salary increase rate
assumption in future valuations will also increase the liability.
Withdrawal risk Actual withdrawals proving higher or lower than assumed withdrawals and change
of withdrawal rates at subsequent valuations can impact liability.
Compensated absences
The leave obligations cover the Company's liability for permitted leaves. The amount of provision of ` 0.60 lakhs (31
March 2018 - ` 0.46 lakhs) is presented as current, since the Company does not have an unconditional right to defer
settlement for any of these obligations. However based on past experience, the Company does not expect all employees
to take the full amount of accrued leave or require payment within the next 12 months, therefore based on the
independent actuarial report, only a certain amount of provision has been presented as current and remaining as non-
current. The weighted average duration of the defined benefit obligation is 13.02 years (31 March 2018: 14.09 years).

F - 442
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

Actuarial (gain)/loss on obligation: (` in lakhs)


Particulars 31 March 2019 31 March 2018
Actuarial (gain)/loss on arising from change in financial assumptions 0.36 (0.11)
Actuarial (gain) on arising from change in experience adjustment (0.35) (0.01)

Amount recognised in the statement of profit and loss is as under: (` in lakhs)


Particulars 31 March 2019 31 March 2018
Service cost 0.74 0.72
Net interest cost 0.45 0.35
Actuarial loss/(gain) for the year 0.01 (0.12)
Expense recognized in the statement of profit and loss 1.20 0.95

Movement in the liability recognized in the balance sheet is as under: (` in lakhs)


Particulars 31 March 2019 31 March 2018
Present value of defined benefit obligation at the beginning of the year 5.64 4.69
Current service cost 0.74 0.72
Interest cost 0.45 0.35
Actuarial loss/(gain) on obligation 0.01 (0.12)
Benefits paid - -
Present value of defined benefit obligation at the end of the year 6.84 5.64

Bifurcation of projected benefit obligation at the end of the year in current and non-current (` in lakhs)
Particulars 31 March 2019 31 March 2018
a) Current liability (amount due within one year) 0.60 0.46
b) Non-current liability (amount due over one year) 6.24 5.18
Total projected benefit obligation at the end of the year 6.84 5.64

For determination of the liability of the Company, the following actuarial assumptions were used:
Compensated absences
Particulars
31 March 2019 31 March 2018
Discount rate 7.71% 7.93%
Salary escalation rate 5.50% 5.25%
Indian Assured Indian Assured
Mortality table Lives Mortality Lives Mortality
(2006 -08) (2006 -08)
As the Company does not have any plan assets, the movement of present value of defined benefit obligation and fair
value of plan assets has not been presented.

These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount
factors are determined close to each year-end by reference to government bonds of relevant economic markets and that
have terms to maturity approximating to the terms of the related obligation. Other assumptions are based on
management’s historical experience.

Maturity plan of Defined Benefit Obligation (` in lakhs)


Year 31 March 2019 Year 31 March 2018
a) April 2019 – March 2020 0.60 April 2018 – March 2019 0.46
b) April 2020 – March 2021 0.10 April 2019 – March 2020 0.11
c) April 2021 – March 2022 0.10 April 2020 – March 2021 0.08
d) April 2022 – March 2023 0.10 April 2021 – March 2022 0.08
e) April 2023 – March 2024 0.10 April 2022 – March 2023 0.08
f) April 2024 – March 2025 0.10 April 2023 – March 2024 0.08
g) April 2025 onwards 5.74 April 2024 onwards 4.75

F - 443
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

Sensitivity analysis for compensated absences liability (` in lakhs)


Particulars 31 March 2019 31 March 2018
Impact of the change in discount rate
Present value of obligation at the end of the year 6.84 5.64
a) Impact due to increase of 0.50 % (0.38) (0.33)
b) Impact due to decrease of 0.50 % 0.41 0.36
Impact of the change in salary increase
Present value of obligation at the end of the year 6.84 5.64
a) Impact due to increase of 0.50 % 0.41 0.37
b) Impact due to decrease of 0.50 % (0.39) (0.34)
Sensitivities due to mortality and withdrawal are not material and hence impact of change not calculated.
Gratuity
The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who
are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on
retirement/termination is the employee's last drawn basic salary per month computed proportionately for 15 days salary
multiplied for the number of years of service. Gratuity plan is a non-funded plan. The weighted average duration of the
defined benefit obligation is 13.02 years (31 March 2018: 14.09 years)

Actuarial (gain)/loss on obligation: (` in lakhs)


Particulars 31 March 2019 31 March 2018
Actuarial (gain)/loss on arising from change in financial assumptions 1.50 (0.48)
Actuarial (gain) on arising from change in experience adjustment (2.02) (0.74)

Amount recognised in the statement of profit and loss is as under: (` in lakhs)


Particulars 31 March 2019 31 March 2018
Service cost 3.15 9.54
Net interest cost 2.15 1.40
Expense recognized in the statement of profit and loss 5.30 10.94

Movement in the liability recognized in the balance sheet is as under: (` in lakhs)


Particulars 31 March 2019 31 March 2018
Present value of defined benefit obligation at the beginning of the year 27.08 18.58
Current service cost 3.15 9.54
Interest cost 2.14 1.40
Actuarial gain on obligation (0.53) (1.23)
Benefit paid - (1.21)
Present value of defined benefit obligation at the end of the year 31.84 27.08

Bifurcation of projected benefit obligation at the end of the year in current and non-current (` in lakhs)
Particulars 31 March 2019 31 March 2018
a) Current liability (amount due within one year) 4.78 2.48
b) Non-current liability (amount due over one year) 27.06 24.60
Total projected benefit obligation at the end of the year 31.84 27.08

(This space has been intentionally left blank)

F - 444
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

For determination of the liability of the Company, the following actuarial assumptions were used:
Gratuity
Particulars 31 March 2019 31 March 2018
Discount rate 7.71% 7.93%
Salary escalation rate 5.50% 5.25%
Indian Assured Indian Assured
Mortality table Lives Mortality Lives Mortality
(2006 -08) (2006 -08)

As the Company does not have any plan assets, the movement of present value of defined benefit obligation and fair
value of plan assets has not been presented.
These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount
factors are determined close to each year-end by reference to government bonds of relevant economic markets and that
have terms to maturity approximating to the terms of the related obligation. Other assumptions are based on
management’s historical experience.

Maturity plan of Defined Benefit Obligation (` in lakhs)


Year 31 March 2019 Year 31 March 2018
a) April 2019 – March 2020 4.78 April 2018 – March 2019 2.47
b) April 2020 – March 2021 0.41 April 2019 – March 2020 0.38
c) April 2021 – March 2022 0.43 April 2020 – March 2021 1.84
d) April 2022 – March 2023 0.44 April 2021 – March 2022 0.37
e) April 2023 – March 2024 0.43 April 2022 – March 2023 0.36
f) April 2024 – March 2025 0.99 April 2023 – March 2024 0.36
g) April 2025 onwards 24.36 April 2024 onwards 21.29

Sensitivity analysis for gratuity liability (` in lakhs)


Particulars 31 March 2019 31 March 2018
Impact of the change in discount rate
Present value of obligation at the end of the year 31.84 27.07
a) Impact due to increase of 0.50 % (1.57) (1.40)
b) Impact due to decrease of 0.50 % 1.69 1.51
Impact of the change in salary increase
Present value of obligation at the end of the year 31.84 27.07
a) Impact due to increase of 0.50 % 1.72 1.54
b) Impact due to decrease of 0.50 % (1.61) (1.44)
Sensitivities due to mortality and withdrawal are not material & hence impact of change not calculated.

Note – 41
Share based payments
Indiabulls Real Estate Limited Employees Stock Options Scheme – 2006 (I)
During the year ended 31 March 2007, the Company established the Indiabulls Real Estate Limited Employees Stock
Options Scheme (“IBREL ESOS-I” or “Plan-I”). Under the Plan- I, the Company issued 9,000,000 equity settled
options to its eligible employees and its subsidiary companies which gave them a right to subscribe up to 9,000,000
stock options representing an equal number of equity shares of face value of ` 2 each of the Company at an exercise
price of ` 60 per option, subject to the requirements of vesting. These options vest uniformly over a period of 10 years,
commencing one year after from the date of grant. A compensation committee constituted by the Board of Directors
of the Company administers the Plan- I. The stock options so granted, shall vest in the eligible employees within 10
years beginning from 1 November 2007, the first vesting date. The stock options granted under each of the slabs are
exercisable by the option holders within a period of five years from the relevant vesting date.

F - 445
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

Following is a summary of options granted under the plan


Particulars 31 March 2019 31 March 2018
Opening balance - 1,481,000
Granted during the year - -
Exercised during the year - 1,275,500
Forfeited during the year - 205,500
Closing balance - -
Vested and exercisable - -
Weighted average share exercised price during the year ended 31 March 2019: ` Nil (31 March 2018: ` 87.38)

Indiabulls Real Estate Limited Employees Stock Options Scheme 2008 (II)
During the year ended 31 March 2009, the Company established the Indiabulls Real Estate Limited Employees Stock
Options Scheme - 2008 (II) (“IBREL ESOS-II” or “Plan-II”). Under Plan II, the Company issued equity settled
options to its eligible employees and of its subsidiary companies to subscribe upto 2,000,000 stock options representing
an equal number of equity shares of face value of ` 2 each in the Company, at an exercise price of ` 110.50 per option,
being the closing market price on the National Stock Exchange of India Limited, as at 29 January 2009. The stock
options so granted, shall vest in the eligible employees within 10 years beginning from 31 January 2010, the first vesting
date. The stock options granted under each of the slabs, are exercisable by the option holders within a period of five
years from the relevant vesting date.

Following is a summary of options granted under the plan


Particulars 31 March 2019 31 March 2018
Opening balance 165,000 406,000
Granted during the year - -
Exercised during the year - 230,000
Forfeited during the year - 11,000
Closing balance 165,000 165,000
Vested and exercisable 165,000 112,500
Weighted average share exercised price during the year ended 31 March 2019: ` Nil (31 March 2018: ` 92.28)

The fair value of the option under Plan II using the black scholes model, based on the following parameters is ` 62.79
per option, as certified by an independent valuer.

Particulars Plan – II
Fair market value of option on the date of grant ` 62.79
Exercise price ` 110.50
Expected volatility 86%
Expected forfeiture percentage on each vesting date Nil
Expected option life (weighted average) 10.5 Years
Expected dividend yield 3.92%
Risk free interest rate 6.50%

The expected volatility was determined based on historical volatility data of the Company's shares listed on the National
Stock Exchange of India Limited.
Indiabulls Real Estate Limited Employees Stock Options Plan 2010 (III)
During the year ended 31 March 2011, the board of directors and shareholders of the Company have given their
consent to create, issue, offer and allot to the eligible employees of the Company and its subsidiary companies, stock
options not exceeding 30,000,000 in number, representing 30,000,000 equity shares of face value of `2 each of the
Company, accordingly the Employee Stock Option Plan - 2010 (“IBREL ESOP 2010” or “Plan-III”)) has been
formed. As per the scheme exercise price will be the market price of the equity shares of the Company, being the latest
available closing price, prior to the date of grant or as the case may be decided by the board of directors or
compensation committee. During the year ended 31 March 2016, board of directors of the Company at its meeting held
on 26 June 2015, re-granted (original grant was of date 14 November 2015) under the “Indiabulls Real Estate Limited

F - 446
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

Employees Stock Options Plan - 2010”, 10,500,000 stock options to eligible employees of the Company and its
subsidiary companies representing an equal number of equity shares of face value of ` 2 each in the Company, at an
exercise price of ` 54.50, being the closing market price of previous day on the National Stock Exchange of India
Limited. The stock options so granted, shall vest within 5 years beginning from 26 June 2016, the first vesting date. The
options vested under each of the slabs, can be exercised within a period of five years from the relevant vesting date.

Following is a summary of options granted under the plan –


Particulars 31 March 2019 31 March 2018
Opening balance 8,049,100 8,599,400
Granted during the year - -
Exercised during the year 2,006,150 550,300
Forfeited during the year - -
Closing balance 6,042,950 8,049,100
Vested and exercisable 2,196,950 2,280,100
Weighted average share exercised price during the year ended 31 March 2019: ` 178.24 (31 March 2018: ` 95.14)

The fair value of the option under Plan III using the black scholes model, based on the following parameters is `34.30
per option, as certified by an independent valuer.

Particulars Plan – III


Fair market value of option on the date of grant ` 34.30
Exercise price ` 54.50
Expected volatility 89%
Expected forfeiture percentage on each vesting date Nil
Expected option life (weighted average) 8 Years
Expected dividend yield 3.45%
Risk free interest rate 8.03%

The expected volatility was determined based on historical volatility data of the Company's shares listed on the National
Stock Exchange of India Limited.

Indiabulls Real Estate Limited Employees Stock Options Plan 2011 (IV)
During the year ended 31 March 2012, the board of directors and shareholders of the Company have given their
consent to create, issue, offer and allot, to the eligible employees of the Company and its subsidiary companies, stock
options not exceeding 15,000,000 in number, representing 15,000,000 equity shares of face value of `2 each, and
accordingly the Employee Stock Option Scheme 2011 (“IBREL ESOS 2011”) has been formed. As per the scheme
exercise price will be the market price of the equity shares of the Company, being the latest available closing price, prior
to the date of grant or as may be decided by the board or compensation committee. However, compensation
committee of the board has not yet granted any options under IBREL ESOP 2011 Scheme.

Note – 42
Segment reporting
The Company's primary business segment is reflected based on principal business activities carried on by the Company
i.e. purchase, sale, real estate properties advisory, construction and development of real estate properties and all other
related activities which as per Ind AS 108 on ‘Operating Segments” is considered to be the only reportable business
segment. The Company derives its major revenues from real estate properties advisory business (largely from related
parties). The Company is operating in India which is considered as a single geographical segment.

Note – 43
During the year ended 31 March 2019, the Company has entered into various derivative contract with Barclays Bank
PLC for sale of GBP 925.00 lakhs @ 108.01 (weighted average rate). The carrying value of underlying investments
(including share application money) is ` 119,980.28 lakhs.

F - 447
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

Note – 44
As at 31 March 2019, the Company’s financial assets are more than 50 per cent of its total assets (netted of by
intangible assets) and income from financial assets is more than 50 per cent of the gross income of the Company.
However, basis consolidated financial position, the Company’s financial assets and income from financial assets does
not meet the said criteria. The Company was incorporated with an objective of carrying on the business of construction
and development of real estate properties and has been carrying the above business in line with the objects clauses
stated in its articles of association. Accordingly, the Management basis the legal opinion obtained from an independent
legal expert believes that the principal business of the Company is not that of Non-Banking Financial Company and
hence it is not required to obtain certificate of registration as a Non-Banking Financial Company under section 45IA of
the Reserve Bank of India Act, 1934.

Note – 45
A search was conducted by the competent authority under section 132(1) of the Income Tax Act, 1961 ('the Act') at
premises of the Company in the financial year ended 31 March 2017. Consequently, in order to avoid protracted tax
litigation, the Company filed an application under Section 245C (1) of the Act before the Hon'ble Income Tax
Settlement Commission ('ITSC') in October 2017 and deposited taxes thereon. As at 31 March 2019, the matter was
pending before the Hon'ble ITSC for final determination.

Note – 46
During the year, the Company had executed definitive transactions document to divest its 100% stake in tranches in
one of its subsidiary Indiabulls Infrastructure Limited ('IIL'), whose wholly owned subsidiary India Land and Properties
Limited ('ILPL') holds commercial asset at Chennai (“Chennai Assets”), to the entities controlled by the Blackstone
Group L.P. (“Blackstone”). As part of the said transaction, the Company has divested partial stake by way of sale and
buyback, thereby reducing Company’s stake in IIL by 30.59%. The Company has recognised gain/fair value impact on
such divestiture transaction amounting to ` 9,787.59 lakhs. The remaining stake has been classified under the head
“Assets held for sale”. To facilitate the above divestment of Chennai Assets, the Board of the Company had approved a
composite scheme of arrangement amongst the Company, IIL and ILPL (“Scheme”) and post receipt of regulatory
clearances from SEBI and Stock Exchanges filed the same with the jurisdictional National Company Law Tribunal. The
entire transaction is likely to be completed by 30 September 2019.

(This space has been intentionally left blank)

F - 448
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

Note – 47
Reconciliation of liabilities arising from financing activities pursuant to Ind AS 7 - Cash flows. The changes in the
Company’s liabilities arising from financing activities can be classified as follows:
(` in lakhs)
Particulars Non-current Current Interest Total
borrowings (including borrowings accrued
current maturities)
Net debt as at 1 April 2017 261,411.04 83,991.00 9,437.49 354,839.53
Proceeds from current/non- 71,247.77 1,077,045.44 - 1,148,293.21
current borrowings (including
current maturities)
Repayment of current/non- (111,012.42) (1,063,123.94) - (1,174,136.36)
current borrowings (including
current maturities)
Non-cash movement arising 1,629.35 - (1,629.35) -
on account of amortisation of
upfront fees and others
Interest expense - - 35,864.17 35,864.17
Interest paid - - (39,428.20) (39,428.20)
Net debt as at 31 March 2018 223,275.74 97,912.50 4,244.11 325,432.35
Proceeds from current/non- 147,732.00 809,752.20 957,484.20
current borrowings (including -
current maturities)
Repayment of current/non- (78,513.77) (800,835.25) - (879,349.02)
current borrowings (including
current maturities)
Non-cash movement arising 1,396.39 - (1,396.39) -
on account of amortisation of
upfront fees and others
Interest expense - - 32,779.96 32,779.96
Interest paid - - (32,399.66) (32,399.66)
Net debt as at 31 March 2019 293,890.36 106,829.45 3,228.01 403,947.82

Note – 48
During the year ended 31 March 2018, IBREL-IBL Scheme Trust, of which the Company is the sole beneficiary, has
sold 425.00 lakh shares of the Company for ` 88,215.00 lakhs. Hence, the Company adjusted the related investment in
IBREL-IBL Scheme Trust and money received is recognised as share premium.

Note – 49
During the year, the Company has exercised its option to redeem its investments made in redeemable preference shares
which were measured at amortised cost. The Company has de-recognised these during the year and related gain is
recognised in statement of profit and loss.

F - 449
Indiabulls Real Estate Limited
Summary of significant accounting policies and other explanatory information to the financial
statements for the year ended 31 March 2019

Note – 50

A. Disaggregation of revenue

Set out below is the disaggregation of the Company’s revenue from contracts with customers:
(` in lakhs)
Particulars Year ended Year ended
31 March 2019 31 March 2018
Revenue from contracts with customers
Revenue from real estate properties advisory and management services 1,919.61 7,188.48

B. Contract balances

The following table provides information about receivables and contract liabilities from contract with customers:
(` in lakhs)
Particulars As at As at
31 March 2019 31 March 2018
Receivables
Trade receivables 589.36 185.19
Total receivables 589.36 185.19

Contract asset is the right to consideration in exchange for goods or services transferred to the customer. Contract
assets (unbilled receivables) are transferred to receivables when the rights become unconditional and contract liabilities
are recognised as and when the performance obligation is satisfied.

C. Ind AS 115 ‘Revenue from Contracts with Customers’, mandatory for reporting periods beginning on or after 1
April 2018, replaces existing revenue recognition requirements. The Company has applied the full retrospective
approach, however, there is no impact of this standard on these standalone financial statements.

Note – 51
Pursuant to recent judgement by the Hon'ble Supreme Court of India dated 28 February 2019, it was held that basic
wages, for the purpose of provident fund, to include allowances which are common for all employees. However, there
is uncertainty with respect to the applicability of the judgement and period from which the same applies and
accordingly, the Company has not provided for any liability on account of this.

For Walker Chandiok & Co LLP For and on behalf of board of directors
Chartered Accountants
Firm's Registration No.: 001076N/N500013

Neeraj Sharma Gurbans Singh Vishal Gaurishanker Damani


Partner Joint Managing Director Joint Managing Director
Membership No. 502103 [DIN: 06667127] [DIN: 00358082]

Place: Gurugram Anil Mittal Ravi Telkar


Date: 23 April 2019 Chief Financial Officer Company Secretary

F - 450
Independent Auditor's Review Report on Consolidated Unaudited Quarterly Financial
Results and Year to Date Results of the of Company Pursuant to the Regulation 33 of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

To The Board of Directors of Indiabulls Real Estate Limited

1. We have reviewed the accompanying statement of unaudited consolidated financial results ('the
Statement') of Indiabulls Real Estate Limited ('the Holding Company') and its subsidiaries (the
Holding Company and its subsidiaries together referred to as 'the Group') (refer Annexure 1 for
the list of subsidiaries included in the Statement) for the quarter ended 31 December 2021 and
the consolidated year to date results for the period 1 April 2021 to 31 December 2021, being
submitted by the Holding Company pursuant to the requirement of Regulation 33 of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), including
relevant circulars issued by the SEBI from time to time.

2. The Statement, which is the responsibility of the Holding Company's management and approved
by the Holding Company's Board of Directors, has been prepared in accordance with the
recognition and measurement principles laid down in Indian Accounting Standard 34, Interim
Financial Reporting ('Ind AS 34'), prescribed under section 133 of the Companies Act, 2013 ('the
Act'), read with relevant rules issued thereunder and other accounting principles generally
accepted in India. Our responsibility is to express a conclusion on the Statement based on our
review.

3. We conducted our review of the Statement in accordance with the Standard on Review
Engagement (SRE) 2410, Review of Interim Financial Information Performed by the
Independent Auditor of the Entity, issued by the Institute of Chartered Accountants of India. A
review of interim financial information consists of making inquiries, primarily of persons
responsible for financial and accounting matters, and applying analytical and other review
procedures. A review is substantially less in scope than an audit conducted in accordance with
the Standards on Auditing specified under section 143(10) of the Act, and consequently, does
not enable us to obtain assurance that we would become aware of all significant matters that
might be identified in an audit. Accordingly, we do not express an audit opinion.

We also performed procedures in accordance with SEBI Circular CIR/CFD/CMD1/44/2019


dated 29 March 2019 issued by the SEBI under Regulation 33 (8) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations 2015 (as amended), to the extent
applicable.

4. Based on our review conducted and procedures performed as stated in paragraph 3 above,
nothing has come to our attention that causes us to believe that the accompanying Statement,
prepared in accordance with recognition and measurement principles laid down in Ind AS 34,
prescribed under Section 133 of the Act, read with relevant rules issued thereunder and other
accounting principles generally accepted in India, has not disclosed the information required to
be disclosed in accordance with the requirements of Regulation 33 of the SEBI (Listing

F - 451
Independent Auditor's Review Report on Consolidated Unaudited Quarterly Financial
Results and Year to Date Results of the of Company Pursuant to the Regulation 33 of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)
(Cont’d)

Obligations and Disclosure Requirements) Regulations, 2015 (as amended), including the
manner in which it is to be disclosed, or that it contains any material misstatement.

5. We did not review the interim financial results of certain subsidiaries included in the Statement
whose financial information reflects total assets of ₹168,616.58 lakhs as at 31 December 2021,
and total revenues of ₹4,958.13 lakhs and ₹8,074.67 lakhs, total net profit after tax of ₹4,679.82
lakhs and ₹7,204.65 lakhs, total comprehensive income of ₹4,777.29 lakhs and ₹5,569.73 lakhs,
for the quarter and year to date period ended on 31 December 2021, respectively, as considered
in the Statement. These interim financial statements/ financial information/ financial results
have been reviewed by other auditor whose review report has been furnished to us by the
management, and our conclusion in so far as it relates to the amount and disclosures included in
respect of the subsidiary is based solely on the review report of such other auditor and the
procedures performed by us as stated in paragraph 3 above. Our conclusion is not modified in
respect of this matter with respect to our reliance on the work done by and the report of the
other auditor.

Further, these subsidiaries are located outside India, whose interim financial information have
been prepared in accordance with accounting principles generally accepted in their respective
countries and which have been reviewed by other auditor under generally accepted auditing
standards applicable in their respective countries. The Holding Company’s management has
converted the financial information of such subsidiaries from accounting principles generally
accepted in their respective countries to accounting principles generally accepted in India. We
have reviewed these conversion adjustments made by the Holding Company’s management. Our
conclusion, in so far as it relates to the amounts and disclosures included in respect of these
subsidiaries is based on the review report of other auditor and the conversion adjustments
prepared by the management of the Holding Company and reviewed by us.

For Agarwal Prakash & Co.


Chartered Accountants
Firm's Registration No.: 005975N

Prakash Agarwal
Partner
Membership No.: 084964
UDIN: 22084964AAAAAJ3284

Place: Mumbai
Date: 25 January 2022

F - 452
Independent Auditor's Review Report on Consolidated Unaudited Quarterly Financial
Results and Year to Date Results of the of Company Pursuant to the Regulation 33 of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)
(Cont’d)

Annexure 1

List of subsidiaries included in the Statement

Athena Land Development Limited, Athena Builders and Developers Limited, Athena Buildwell
Limited, Athena Infrastructure Limited, Ceres Constructions Limited, Ceres Estate Limited, Ceres
Infrastructure Limited, Ceres Land Development Limited, Ceres Properties Limited, Diana
Infrastructure Limited, Diana Land Development Limited, Fama Infrastructure Limited, Fama
Properties Limited, Flora Land Development Limited, Hermes Builders And Developers Limited,
Hermes Properties Limited, Indiabulls Buildcon Limited, Makala Infrastructure Limited, Indiabulls
Constructions Limited, Indiabulls Lands Limited, Ivonne Infrastructure Limited, Indiabulls Estate
Limited, Indiabulls Commercial Estate Limited, Indiabulls Engineering Limited, Indiabulls Land
Holdings Limited, Indiabulls Infrastructure Projects Limited, Indiabulls Commercial Properties
Limited, Manjola Infrastructure Limited, Indiabulls Infraestate Limited, Indiabulls Infratech
Limited, Juventus Constructions Limited, Juventus Estate Limited, Juventus Land Development
Limited, Lucina Constructions Limited, Lucina Land Development Limited, Nilgiri Infraestate
Limited, Nilgiri Infrastructure Development Limited, Nilgiri Infrastructure Projects Limited, Nilgiri
Resources Limited, Noble Realtors Limited, Nilgiri Land Holdings Limited, Nilgiri Lands Limited,
Nilgiri Land Development Limited, Nilgiri Infrastructure Limited, Selene Constructions Limited,
Selene Infrastructure Limited, Selene Land Development Limited, Selene Builders And Developers
Limited, Shivalik Properties Limited, Sylvanus Properties Limited, Triton Estate Limited, Triton
Properties Limited, Vindhyachal Land Development Limited, Vindhyachal Infrastructure Limited,
Zeus Buildwell Limited, Zeus Estate Limited, Hecate Power And Land Development Limited,
Angina Properties Limited, Devona Properties Limited, Sentia Real Estate Limited, Sophia Real
Estate Limited, Sophia Constructions Limited, Albina Real Estate Limited, Airmid Properties
Limited, Albasta Properties Limited, Varali Real Estate Limited, Varali Constructions Limited,
Aurora Builders And Developers Limited, Citra Properties Limited, Apesh Real Estate Limited,
Apesh Properties Limited, Albina Properties Limited, Corus Real Estate Limited, Fornax
Constructions Limited, Chloris Real Estate Limited, IB Holdings Limited, Elena Properties
Limited, Elena Constructions Limited, Fornax Real Estate Limited, Indiabulls Multiplex Services
Limited, Airmid Developers Limited, Sentia Developers Limited, Sentia Constructions Limited,
Citra Developers Limited, Devona Developers Limited, Indiabulls Realty Company Limited,
Indiabulls Projects Limited, Indiabulls Housing Developers Limited, Lenus Properties Limited,
Lenus Constructions Limited, Sentia Infrastructure Limited, Sepset Developers Limited, Devona
Infrastructure Limited, Varali Infrastructure Limited, Mariana Constructions Limited, Mariana
Developers Limited, Indiabulls Housing And Land Development Limited, Mariana Real Estate
Limited, Albasta Developers Limited, Albasta Constructions Limited, Albasta Infrastructure
Limited, Albasta Real Estate Limited, Angles Constructions Limited, Lenus Infrastructure Limited,
Mariana Properties Limited, Serida Properties Limited, Mabon Constructions Limited, Mabon
Properties Limited, Mabon Infrastructure Limited, Milky Way Buildcon Limited, Indiabulls
Industrial Infrastructure Limited, Varali Properties Limited, Apesh Constructions Limited,

F - 453
Independent Auditor's Review Report on Consolidated Unaudited Quarterly Financial
Results and Year to Date Results of the of Company Pursuant to the Regulation 33 of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)
(Cont’d)

IB Assets Limited, Fama Builders And Developers Limited, Juventus Infrastructure Limited,
Kailash Buildwell Limited, Kaltha Developers Limited, Nilgiri Buildwell Limited, Serida
Infrastructure Limited, Ashkit Constructions Limited, Vonnie Real Estate Limited, Fama Land
Development Limited, Amadis Land Development Limited, Karakoram Buildwell Limited,
Karakoram Properties Limited, Aedos Real Estate Company Limited, Lucina Estate Limited, Triton
Infrastructure Limited, Vindhyachal Buildwell Limited, Zeus Builders And Developers Limited,
Paidia Infrastructure Limited, Fama Estate Limited, Lucina Builders And Developers Limited,
Lorita Developers Limited, Fama Construction Limited, Lavone Builders And Developers Limited,
Juventus Properties Limited, Lucina Buildwell Limited, Lucina Properties Limited, Selene Buildwell
Limited, Selene Properties Limited, Tefia Land Development Limited, Vindhyachal Developers
Limited, Zeus Properties Limited, Varali Developers Limited, Platane Infrastructure Limited, Triton
Buildwell Limited, Galium Builders And Developers Limited, Linnet Infrastructure Limited, Linnet
Constructions Limited, Linnet Developers Limited, Linnet Real Estate Limited, Linnet Properties
Limited, Edesia Constructions Limited, Edesia Developers Limited, Edesia Infrastructure Limited,
Indiabulls Commercial Assets Limited, Lorena Developers Limited, Lorena Builders Limited,
Lorena Infrastructure Limited, Lorena Constructions Limited, Lorena Real Estate Limited, Parmida
Properties Limited, Parmida Developers Limited, Parmida Constructions Limited, Majesta
Developers Limited, Majesta Infrastructure Limited, Majesta Builders Limited, Majesta Properties
Limited, Majesta Constructions Limited, Nerissa Infrastructure Limited, Nerissa Real Estate
Limited, Nerissa Developers Limited, Nerissa Properties Limited, Nerissa Constructions Limited,
Tapir Land Development Limited, Cobitis Real Estate Limited, Tapir Constructions Limited,
Serpentes Constructions Limited, Cobitis Buildwell Limited, Airmid Real Estate Limited, Sepset
Real Estate Limited, Kenneth Builders & Developers Limited, Catherine Builders & Developers
Limited, Bridget Builders and Developers Limited, Dev Property Development Limited, Foundvest
Limited, Shoxell Holdings Limited, Brenformexa Limited, Grand Limited, Arianca Limited,
Indiabulls Property Management Trustee Pte. Ltd., Ariston Investments Limited, Ariston
Investments Sub C Limited, Grapene Limited, Indiabulls Properties Investment Trust, M Holdco 1
Limited, M Holdco 2 Limited, M Holdco 3 Limited, Navilith Holdings Limited, Indiabulls Real
Estate Limited – Employees Welfare Trust.

F - 454
Indiabulls Real Estate Limited
Statement of Unaudited Consolidated Financial Results
for the quarter and nine months ended 31 December 2021
Rs. in Lakhs
Year to date
Year to date
Preceding 3 Corresponding figures for
3 months ended figures for Previous year
months ended 3 months ended current period
Particulars 31 December previous period ended
30 September 31 December ended
2021 ended 31 31 March 2021
2021 2020 31 December
December 2020
2021
Unaudited Unaudited Unaudited Unaudited Unaudited Audited
1 Income
a) Revenue from operations 32,282.14 34,931.76 72,167.51 119,185.21 78,967.96 152,141.75
b) Other income 3,277.02 3,193.00 3,513.72 7,701.83 11,287.22 14,064.20
Total income 35,559.16 38,124.76 75,681.23 126,887.04 90,255.18 166,205.95
2 Expenses
a) Cost of land, plots, constructed properties and others 31,589.74 27,526.04 53,709.02 101,631.63 59,444.86 111,327.01
b) Employee benefits expense 2,131.70 1,806.51 1,086.52 5,618.78 3,406.65 5,206.97
c) Finance costs 2,886.93 2,797.45 5,309.83 8,551.91 19,373.78 22,789.01
d) Depreciation and amortisation expense 285.62 291.37 326.51 867.98 1,451.96 1,725.01
e) Other expenses 4,207.72 3,355.96 4,481.48 11,277.27 12,689.98 17,638.62
Total expenses 41,101.71 35,777.33 64,913.36 127,947.57 96,367.23 158,686.62
3 Profit/(loss) before tax (1-2) (5,542.55) 2,347.43 10,767.87 (1,060.53) (6,112.05) 7,519.33
4 Tax expense
a) Current tax expense - including earlier years 294.86 352.68 73.35 951.21 253.76 546.41
b) Deferred tax charge/(credit) 2,867.19 1,430.14 2,625.22 5,641.62 2,613.27 6,501.07
5 Net Profit/(Loss) after tax for the period/year (3-4) (8,704.60) 564.61 8,069.30 (7,653.36) (8,979.08) 471.85
6 Other comprehensive income
(i) Items that will not be reclassified to profit or loss 6,461.98 (8,129.82) (482.71) 11,606.49 2,413.51 3,005.73
(ii) Income tax relating to items that will not be reclassified to profit or loss - - - - 2.79 0.11
- -
(iii) Items that will be reclassified to profit or loss 97.47 (1,240.12) (2,225.19) (2,617.48) (2,526.42) (2,700.32)
(iv) Income tax relating to items that will be reclassified to profit or loss - - - - - -
Other comprehensive income 6,559.45 (9,369.94) (2,707.90) 8,989.01 (110.12) 305.52
7 Total comprehensive income for the period/year (5+6) (2,145.15) (8,805.33) 5,361.40 1,335.65 (9,089.20) 777.37

Net Profit/(loss) attributable to :


Owners of the Holding Company (8,721.97) 553.52 8,058.96 (7,692.21) (9,011.36) 430.25
Non-controlling interests 17.37 11.09 10.34 38.85 32.28 41.60

Other comprehensive income attributable to :


Owners of the Holding Company 6,559.45 (9,369.94) (2,707.90) 8,989.01 (110.12) 305.52
Non-controlling interests - - - - - -

8 Earnings per equity share (Face value of Rs. 2 per equity share)
(a) Basic (in Rs.) (1.92) 0.12 1.77 (1.69) (1.98) 0.10
(b) Diluted (in Rs.) (1.92) 0.12 1.77 (1.69) (1.98) 0.10

9 Paid-up equity share capital (face value of Rs. 2 per equity share) 9,059.81 9,030.77 9,030.77 9,059.81 9,030.77 9,030.77
10 Other equity (including non-controlling interest) 340,340.21
Notes to the consolidated financial results :
1 Indiabulls Real Estate Limited ('the Company' or „the Holding Company‟) and its subsidiaries are together referred as „the Group‟ in the following notes. The Holding Company conducts its
operations along with its subsidiaries. The consolidated financial results are prepared in accordance with the recognition and measurement principles of Indian Accounting Standards as
notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended) as specified in Section 133 of the Companies Act, 2013.

2 The consolidated financial results of the Group for the quarter and nine months ended 31 December 2021 have been reviewed by the Audit Committee and approved by the Board of
Directors (‟the Board‟) at its meeting held on 25 January 2022 and have been subjected to a limited review by the Statutory Auditors.
3 The management has made an assessment of the Impact of COVID-19 on the Group's operations, financial performance and position as at and for the quarter & nine months ended 31
December 2021 and has concluded that the impact is primarily on the operational aspects of the business. In making the assessment management has considered the recoverability of trade
receivables, investment and other assets and also considered the external and internal information available up to the date of approval of these financial results Including status of existing
and future customer orders, cash flow projections etc. and concluded that there is no significant Impact which is required to be recognized in the financial results. Accordingly, no
adjustments have been made to the financial results.

4 Balance Sheet as at 31 December 2021 (Consolidated - Unaudited) Rs. in Lakhs


As at As at
31 December 31 March
Particulars 2021 2021

(Unaudited) (Audited)
ASSETS
Non-current assets
Property, plant and equipment and intangible assets
Property, plant and equipment 3,999.89 2,515.65
Intangible assets 18.31 39.28
Investment property 5,986.45 6,041.98
Financial assets
Investments 24,339.21 14,404.60
Other financial assets 1,747.40 2,311.16
Deferred tax assets (net) 14,654.03 20,295.65
Non-current tax assets (net) 11,335.05 14,464.99
Other non-current assets 6,827.88 6,860.03
Total of non-current assets 68,908.22 66,933.34

F - 455
Current assets
Inventories 548,784.43 618,612.98
Financial assets
Investments 6,128.58 105.18
Trade receivables 36,829.42 30,019.04
Cash and cash equivalents 6,873.55 8,116.09
Other bank balances 12,608.80 11,599.86
Loans 229.77 23,008.12
Other financial assets 96,590.38 93,896.48
Other current assets 13,556.14 14,377.62
Assets classified as held for sale 3.75 9,003.87
Total of current assets 721,604.82 808,739.24
Total of Assets 790,513.04 875,672.58

EQUITY AND LIABILITIES


Equity
Equity share capital 9,059.81 9,030.77
Instruments entirely in the nature of equity 42,500.00 42,500.00
Other equity 298,861.51 296,693.87
Total of Equity (for controlling shareholders of Holding Company) 350,421.32 348,224.64
Non-controlling interests 1,185.19 1,146.34
Total of Equity 351,606.51 349,370.98
Liabilities
Non-current liabilities
Financial liabilities
Borrowings 19,637.56 37,805.58
Lease liabilities 1,444.01 -
Provisions 1,234.02 1,176.00
Other non-current liabilities 16,945.24 17,048.17
Total of non-current liabilities 39,260.83 56,029.75
Current liabilities
Financial liabilities
Borrowings 109,051.50 84,445.26
Lease liabilities 637.56 69.56
Trade payables
Total outstanding dues of micro enterprises and small enterprises 6,132.50 7,215.20
Total outstanding dues of creditors other than micro enterprises and small enterprises 22,743.76 22,847.99
Other financial liabilities 10,893.92 45,127.91
Other current liabilities 246,084.33 302,403.06
Provisions 2,738.22 7,732.51
Current tax liabilities (net) 1,363.91 430.36
Total of current liabilities 399,645.70 470,271.85
Total of Equity and Liabilities 790,513.04 875,672.58

5 Code on Social Security, 2020 ('Code') has been notified in the Official Gazette of India on 29 December 2020, which could impact the contributions of the Group towards certain
employment benefits. Effective date from which changes are applicable is yet to be notified and the rules are yet to be framed. Impact, if any, of change will be assessed and accounted for
in the period of notification of relevant provisions.
6 The Group's primary business segment is reflected based on principal business activities carried on by the Group. As per Indian Accounting Standard 108 as notified under the Companies
(Indian Accounting Standards) Rules, 2015 as specified in Section 133 of the Companies Act, 2013, the Group operates in one reportable business segment i.e. real estate project advisory
and construction and development of infrastructure/real estate projects and is primarily operating in India and hence, considered as single geographical segment.

7 Previous period/year numbers have been regrouped/reclassified wherever considered necessary.

F - 456
Independent Auditor's Review Report on Standalone Unaudited Quarterly Financial
Results and Year to Date Results of the Company Pursuant to the Regulation 33 of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

To The Board of Directors of Indiabulls Real Estate Limited

1. We have reviewed the accompanying statement of standalone unaudited financial results ('the
Statement') of Indiabulls Real Estate Limited ('the Company') for the quarter ended 31
December 2021 and the year to date results for the period 1 April 2021 to 31 December 2021,
being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), including
relevant circulars issued by the SEBI from time to time.

2. The Statement, which is the responsibility of the Company's management and approved by the
Company's Board of Directors, has been prepared in accordance with the recognition and
measurement principles laid down in Indian Accounting Standard 34, Interim Financial
Reporting ('Ind AS 34'), prescribed under section 133 of the Companies Act, 2013 ('the Act'),
read with relevant rules issued thereunder and other accounting principles generally accepted in
India. Our responsibility is to express a conclusion on the Statement based on our review.

3. We conducted our review of the Statement in accordance with the Standard on Review
Engagement (SRE) 2410, Review of Interim Financial Information Performed by the
Independent Auditor of the Entity, issued by the Institute of Chartered Accountants of India. A
review of interim financial information consists of making inquiries, primarily of persons
responsible for financial and accounting matters, and applying analytical and other review
procedures. A review is substantially less in scope than an audit conducted in accordance with
the Standards on Auditing specified under section 143(10) of the Act, and consequently, does
not enable us to obtain assurance that we would become aware of all significant matters that
might be identified in an Audit. Accordingly, we do not express an audit opinion.

4. Based on our review conducted as above, nothing has come to our attention that causes us to
believe that the accompanying Statement, prepared in accordance with recognition and
measurement principles laid down in Ind AS 34, prescribed under Section 133 of the Act, read
with relevant rules issued thereunder and other accounting principles generally accepted in India,
has not disclosed the information required to be disclosed in accordance with the requirements
of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,

F - 457
Independent Auditor's Review Report on Standalone Unaudited Quarterly Financial
Results and Year to Date Results of the Company Pursuant to the Regulation 33 of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

2015 (as amended), including the manner in which it is to be disclosed, or that it contains any
material misstatement.

For Agarwal Prakash & Co.


Chartered Accountants
Firm's Registration No.: 005975N

Prakash Agarwal
Partner
Membership No.: 084964
UDIN: 22084964AAAAAI9225

Place: Mumbai
Date: 25 January 2022

F - 458
Indiabulls Real Estate Limited
Statement of Unaudited Standalone Financial Results
for the quarter and nine months ended 31 December 2021
Rs. in Lakhs
Year to date
Year to date
Preceding 3 Corresponding figures for
3 months ended figures for Previous year
months ended 3 months ended current period
Particulars 31 December previous period ended
30 September 31 December ended
2021 ended 31 31 March 2021
2021 2020 31 December
December 2020
2021
Unaudited Unaudited Unaudited Unaudited Unaudited Audited
1 Income
a) Revenue from operations - 0.29 - 0.29 - 596.41
b) Other income 275.96 228.65 403.90 847.54 3,193.65 4,121.99
Total income 275.96 228.94 403.90 847.83 3,193.65 4,718.40
2 Expenses
a) Cost of sales/services - - - - - -
b) Employee benefits expense 180.99 237.95 41.01 532.14 203.66 244.65
c) Finance costs 1,099.53 1,038.02 3,259.32 3,325.22 14,469.72 16,005.89
d) Depreciation and amortisation expense 55.65 22.99 44.14 98.84 367.98 388.43
e) Other expenses 192.62 124.04 147.41 848.44 1,712.19 2,005.87
Total expenses 1,528.79 1,423.00 3,491.88 4,804.64 16,753.55 18,644.84
3 Loss before tax (1-2) (1,252.83) (1,194.06) (3,087.98) (3,956.81) (13,559.90) (13,926.44)
4 Tax expense
a) Current tax expense - including earlier years - - - - - -
b) Deferred tax (credit)/charge 132.12 (11.15) 10.67 134.91 26.89 36.14
5 Loss after tax for the period/year (3-4) (1,384.95) (1,182.91) (3,098.65) (4,091.72) (13,586.79) (13,962.58)
6 Other comprehensive income
(i) Items that will not be reclassified to profit or loss 6,461.98 (7,885.80) (438.10) 10,623.93 2,190.50 2,616.21
(ii) Income tax relating to items that will not be reclassified to profit or loss - - - - - 3.12
Other comprehensive income 6,461.98 (7,885.80) (438.10) 10,623.93 2,190.50 2,619.33
7 Total comprehensive income for the period/year (5+6) 5,077.03 (9,068.71) (3,536.75) 6,532.21 (11,396.29) (11,343.25)
8 Earnings per equity share (Face value of Rs. 2 per equity share)
(a) Basic (in Rs.) (0.30) (0.26) (0.68) (0.90) (2.99) (3.09)
(b) Diluted (in Rs.) (0.30) (0.26) (0.68) (0.90) (2.99) (3.09)

9 Paid-up equity share capital (face value of Rs. 2 per equity share) 9,059.81 9,030.77 9,030.77 9,059.81 9,030.77 9,030.77
10 Net worth 639,744.97 633,780.49 632,147.25 639,744.97 632,147.25 632,200.31
11 Debenture redemption reserve 6,875.00 6,875.00 27,062.50 6,875.00 27,062.50 27,062.50
12 Outstanding redeemable preference share - - - - - -
Ratios
13 Debt equity ratio 0.08 0.06 0.15 0.08 0.15 0.08
14 Debt service coverage ratio (0.14) (0.15) 0.00 (0.04) 0.01 0.01
15 Interest service coverage ratio (0.14) (0.15) 0.05 (0.19) 0.06 0.13
16 Current ratio 19.89 6.87 16.18 19.89 16.18 9.47
17 Long term debt to working capital 0.13 0.10 0.25 0.13 0.25 0.12
18 Bad debt to account receivable ratio - - - - - -
19 Current liability ratio 0.28 1.00 0.21 0.28 0.21 0.59
20 Debtor turnover ratio - - - - - -
21 Inventory turnover ratio - - - - - -
22 Operating margin - 0.00 - 0.00 - 0.13
23 Net profit margin (5.02) (5.17) (7.67) (4.83) (4.25) (2.96)
Notes to the standalone financial results:
1 The standalone financial results of Indiabulls Real Estate Limited ('IBREL' or 'the Company') for the quarter and nine months ended 31 December 2021 have been reviewed by the Audit
Committee and approved by the Board of Directors ('the Board') at its meeting held on 25 January 2022. These standalone financial results have been subjected to a limited review by the
Statutory Auditors of the Company.

2 The standalone financial results are prepared in accordance with the recognition and measurement principles of Indian Accounting Standards as notified under the Companies (Indian
Accounting Standards) Rules, 2015 (as amended) as specified in Section 133 of the Companies Act, 2013.
3 Balance Sheet as at 31 December 2021 (Standalone - Unaudited) Rs. in Lakhs
As at As at
31 December 31 March
Particulars 2021 2021

(Unaudited) (Audited)
ASSETS
Non-current assets
Property, plant and equipment 647.94 139.39
Financial assets
Investments 389,809.12 379,306.46
Other financial assets 57.26 605.32
Deferred tax assets (net) 140.76 275.67
Non-current tax assets (net) 4,083.26 6,004.78
Total of non-current assets 394,738.34 386,331.62
Current assets
Inventories 90.19 90.19
Financial assets
Investments 4,600.38 -
Cash and cash equivalents 1,463.03 645.70
Other bank balances 5,653.73 5,402.91
Loans 284,570.20 283,326.04
Other financial assets 5.59 21.50
Other current assets 1,511.64 1,456.42
Assets classified as held for sale 3.75 9,003.87
Total of current assets 297,898.51 299,946.63
Total of Assets 692,636.85 686,278.25

F - 459
EQUITY AND LIABILITIES
Equity
Equity share capital 9,059.81 9,030.77
Other equity 630,685.16 623,169.54
Total of equity 639,744.97 632,200.31
Liabilities
Non-current liabilities
Financial liabilities
Borrowings - 22,359.32
Lease liabilities 365.65 -
Provisions 48.64 44.00
Total of non-current liabilities 414.29 22,403.32
Current liabilities
Financial liabilities
Borrowings 50,253.30 29,888.67
Lease liabilities 151.60 10.19
Other financial liabilities 2,032.88 1,765.55
Other current liabilities 38.81 9.21
Provisions 1.00 1.00
Total of current liabilities 52,477.59 31,674.62
Total of Equity and Liabilities 692,636.85 686,278.25

4 During second quarter of the previous year, the Board of Directors of the Company had considered and approved the proposal of merger of NAM Estates Private Limited ("NAM Estates")
and Embassy One Commercial Property Development Private Limited ("NAM Opco") both Embassy group entities with the Company ("Amalgamation"). The proposed Amalgamation will be
achieved through a cashless composite scheme of amalgamation of NAM Estates and NAM Opco into the Company, in accordance with Section 230-232 of the Companies Act, 2013 read
with the rules framed thereunder, as amended, and the Securities and Exchange Board of India circular no. CFD/DIL3/CIR/2017/21 dated 10 March 2017, as amended and other applicable
regulations and provisions, subject to necessary statutory and other approvals ("Scheme"). Upon effectiveness of the Scheme, IBREL will issue its equity shares, in accordance with the
approved share swap ratios, to the shareholders of NAM Estates and NAM Opco, which will include Embassy promoter and promoter entities, Embassy institutional investors and other
shareholders. For the proposed Amalgamation and arriving to share swap ratio, IBREL is valued at Rs 92.50 per share. During the last quarter of the previous year, the Scheme had been
granted approval by Competition Commission of India ("CCI") and SEBI/Stock exchanges. During the previous quarter, the Company had filed the requisite joint application with jurisdictional
bench of NCLT, for its approval to the Scheme of Merger.
During the quarter, the Hon‟ble National Company Law Tribunal, Chandigarh Bench (“NCLT”), NCLT vide its order dated December 23, 2021, has directed the Company to convene a
meeting of its shareholder on February 12, 2022, through Video Conference/Other Audio Visual Means, under the Chairmanship of NCLT appointed Chairperson, to seek approval of
shareholders of the Company to the proposed Scheme of Merger.
Subsequent to the quarter end, the Company had completed the dispatch of the Notice of EGM through e-mail on January 13, 2022, to all its shareholders, holding equity shares of the
Company as on December 31, 2021, and whose email IDs are registered with the Company/Depositories.

5 In order to augment the long-term resources of the Company and to maintain sufficient liquidity for meeting funding requirements for business activities, existing and new projects and future
business growth, the Board of Directors of the Company, during the quarter has, inter alia, approved raising of funds, aggregating upto Rs. 1,500 Crores or its equivalent in any other
currency(ies) (inclusive of such premium as may be fixed on such securities), through one or more Qualified Institutions Placement in terms of Chapter VI of Securities and Exchange Board
of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the “ICDR Regulations”) and/or any other permissible mode(s), in accordance with the ICDR
Regulations and other applicable regulations, through public and/or private offerings of equity shares and/or any other convertible or exchangeable securities, including Global Depository
Receipts, and/or American Depository Receipts and/or Foreign Currency Convertible Bonds, and/or Foreign Currency Exchangeable Bonds and/or warrants with or without non-convertible
debentures with the rights exercisable by the warrant holders to exchange such warrants with equity shares and/or any other financial instruments/ securities convertible into or linked to
equity shares, or any combination thereof, in one or more tranches and/or one or more issuances simultaneously or otherwise, subject to necessary approvals including the approval of the
members of the Company and such other regulatory/ statutory approvals as may be required.
6 During the quarter, the Company has issued and allotted 14,52,020 (Fourteen Lakh Fifty Two Thousand and Twenty only) fully paid-up Equity shares of face value Rs. 2/- each, to eligible
employees upon exercise of options vested in their favour under various ESOP Schemes of the Company. Consequent to the said allotment, the paid-up Equity share capital of the
Company stands increased from Rs. 90,93,27,752/- divided into 45,46,63,876 Equity shares of face value Rs.2/- each, to Rs.91,22,31,792/- divided into 45,61,15,896 Equity shares of face
value Rs.2/- each.
7 The management has made an assessment of the Impact of COVID-19 on the Company's operations, financial performance and position as at and for the quarter & nine months ended 31
December 2021 and has concluded that the impact is primarily on the operational aspects of the business. In making the assessment management has considered the recoverability of trade
receivables, investment and other assets and also considered the external and internal information available up to the date of approval of these financial results Including status of existing
and future customer orders, cash flow projections etc. and concluded that there is no significant Impact which is required to be recognized in the financial results. Accordingly, no
adjustments have been made to the financial results.
8 Code on Social Security, 2020 ('Code') has been notified in the Official Gazette of India on 29 December 2020, which could impact the contributions of the Company towards certain
employment benefits. Effective date from which changes are applicable is yet to be notified and the rules are yet to be framed. Impact, if any, of change will be assessed and accounted for
in the period of notification of relevant provisions.
9 During the quarter, eleven wholly owned subsidiaries of the Company have been voluntarily dissolved and have been struck off from the register of companies maintained by the Registrar of
Companies.
10 The listed non convertible debentures of the Company are secured by way of first mortgage/charge on the Company and its subsidiaries properties and asset cover thereof exceeds 100%
of the principal amount of the said debentures.
11 There is no material deviation in the use of the proceeds of issue of non convertible debts from the objects stated in the respective offer documents.
12 The Company's primary business segment is reflected based on principal business activities carried on by the Company. As per Indian Accounting Standard 108 as notified under the
Companies (Indian Accounting Standards) Rules, 2015 as specified in Section 133 of the Companies Act, 2013, the Company operates in one reportable business segment i.e. real estate
project advisory and construction and development of infrastructure/real estate projects and is primarily operating in India and hence, considered as single geographical segment.

13 Previous period/year numbers have been regrouped/reclassified wherever considered necessary.

Registered Office : Plot No. 448-451, Udyog Vihar, Phase-V, Gurugram - 122016, Haryana
Corporate Identity Number (CIN) : L45101HR2006PLC095409
FOR AND ON BEHALF OF BOARD OF DIRECTORS

Place : Gurugram Mehul Johnson


Date : 25 January 2022 Joint Managing Director

F - 460
INDEPENDENT AUDITOR’S REPORT

To the Board of Directors of NAM Estates Private Limited

Report on the Audit of the Special Purpose Consolidated Financial Statements

Opinion

We have audited the accompanying special purpose consolidated financial statements of NAM Estates Private
Limited (the “Holding Company”) and its subsidiaries (the Holding Company and its subsidiaries together
referred to as “the Group”) and its joint venture, which comprise the special purpose consolidated balance
sheet as at March 31, 2021, the special purpose consolidated statement of profit and loss (including other
comprehensive income) for year ended on that date and the special purpose consolidated statement of changes
in equity for the year ended on that date, and a summary of the significant accounting policies and other
explanatory information (hereinafter referred to as the “Special Purpose Consolidated Financial Statements”).
The Special Purpose Consolidated Financial Statements have been prepared by the management in accordance
with Note 2 on the basis of the preparation of the Special Purpose Consolidated Financial Statements.

In our opinion and to the best of our information and according to the explanations given to us, and based on
the consideration of reports of other auditors on separate financial statements and on the other financial
information of the subsidiaries and joint venture, the aforesaid Special Purpose Consolidated Financial
Statements give a true and fair view, in accordance with the basis of preparation as specified in Note 2 to the
Special Purpose Consolidated Financial Statements, of the financial position of the Group and its joint venture
as at March 31, 2021, and its financial performance including other comprehensive income, and the changes in
equity for the year ended as on that date.

Basis for Opinion

We conducted our audit of the Special Purpose Consolidated Financial Statements in accordance with the
Standards on Auditing issued by the Institute of Chartered Accountants of India (‘SAs’). Our responsibilities
under those Standards are further described in the Auditor’s Responsibilities for the Audit of the Special
Purpose Consolidated Financial Statements section of our report. We are independent of the Group and joint
venture in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India
(‘ICAI’) together with the ethical requirements that are relevant to our audit of the Special Purpose
Consolidated Financial Statements under the provisions of the Act and the Rules made thereunder, and we
have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of
Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion on the Special Purpose Consolidated Financial Statements.

F - 461
Emphasis of Matter

In respect of the Holding Company, we draw attention to note 40(a) to the Special Purpose Consolidated
Financial Statements, which details the pending litigation with respect to Holding Company’s investment in
Embassy East Business Parks Private Limited (erstwhile known as Concord India Private Limited). Our
opinion is not modified in respect of this matter.
In respect of Summit Developments Private Limited (a subsidiary of the Holding Company), we draw attention
to the sub-note 2(B) under note 24 of the Special Purpose Consolidated Financial Statements, which describes
the effects on the Special Purpose Consolidated Financial Statements due to event of default notice served by
the Compulsory Convertible Debentures (CCD) holders issued by Summit Developments Private Limited. Our
opinion is not modified in respect of this matter.

Management’s Responsibility for the Special Purpose Consolidated Financial Statements

The Holding Company’s Board of Directors is responsible for the preparation of these Special Purpose
Consolidated Financial Statements that give a true and fair view of the financial position, financial
performance including other comprehensive income, and changes in equity of the Group and joint venture in
accordance with basis described in Note 2 of the Special Purpose Consolidated Financial Statements and in
accordance with Ind AS and other accounting principles generally accepted in India.
The respective Board of Directors of the companies included in the Group and its joint venture are responsible
for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding
the assets of the Group and its joint venture and for preventing and detecting frauds and other irregularities;
selection and application of appropriate accounting policies; making judgments and estimates that are
reasonable and prudent and design, implementation and maintenance of adequate internal financial controls,
that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant
to the preparation and presentation of the Special Purpose Consolidated Financial Statements that give a true
and fair view and are free from material misstatement, whether due to fraud or error, which have been used for
the purpose of preparation of the consolidated financial statements by the Directors of the Holding Company,
as aforesaid.

In preparing the Special Purpose Consolidated Financial Statements, the respective Board of Directors of the
companies included in Group and its joint venture are responsible for assessing the ability of the Group and its
joint venture to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless Management either intends to liquidate the Group or to
cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group and its joint venture, are responsible
for overseeing the financial reporting process of the Group and its joint venture.

Auditor’s Responsibilities for the Audit of the Special Purpose Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the Special Purpose Consolidated Financial
Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an
auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of
these Special Purpose Consolidated Financial Statements.

F - 462
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional
skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the Special Purpose Consolidated Financial
Statements, whether due to fraud or error, design and perform audit procedures responsive to those
risks and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.
The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting
from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.

• Obtain an understanding of internal financial control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion
on the effectiveness of the Company’s internal control.

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If
we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the Consolidated financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the
date of our auditor’s report. However, future events or conditions may cause the Company to cease to
continue as a going concern.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management. Evaluate the overall presentation, structure
and content of the Special Purpose Consolidated Financial Statements, including the disclosures, and
whether the Special Purpose Consolidated Financial Statements represent the underlying transactions
and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the Special Purpose Consolidated Financial Statements that,
individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable
user of the Special Purpose Consolidated Financial Statements may be influenced. We consider quantitative
materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of
our audit work; and (ii) to evaluate the effect of any identified misstatements in the Special Purpose
Consolidated Financial Statements.

Other matters

We did not audit the financial statements of five subsidiaries, whose financial statements reflect total assets of
28,641.98 millions (before consolidation adjustments) as at March 31, 2021, total revenues of Rs 249.75
millions (before consolidation adjustments) and net loss amounting to (512.51) millions for the year ended on
that date, as considered in the consolidated financial statements. The consolidated financial statements also
include the Group’s share of net profit of 15.16 millions for the year ended March 31, 2021, as considered in
the consolidated financial statements, in respect of an joint venture, whose financial statements have not been
audited by us. These financial statements have been audited by other auditors whose reports have been
furnished to us by the Management and our opinion on the consolidated financial statements, in so far as it
relates to the amounts and disclosures included in respect of these subsidiaries and joint venture, is based
solely on the reports of the other auditors.

F - 463
Basis of Preparation and Restriction on Use

Without modifying our opinion, we draw attention to note 2 to Special Purpose Consolidated Financial
Statements, which describes the basis of preparation.
These Special Purpose Consolidated Financial Statements have been prepared by the management of NAM
Estates Private Limited, and this report thereon issued, solely for the purpose of the management to enable
them to be presented in the private placement document, on a standalone basis, for the proposed fund raise by
Indiabulls Real Estate Limited. Accordingly, this report should not be used, referred to or distributed for any
other purpose without our prior written consent.

for N S V M & Associates


Chartered Accountants
Firm registration number: 010072S

D N Sree Hari
Partner
Membership No: 027388

UDIN: 22027388AEYWRC6097

Place: Bengaluru
Date: March 14, 2022

F - 464
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Special purpose consolidated balance sheet
(all amounts in ₹ millions unless otherwise stated)
Notes As at
31 March 2021
ASSETS
Non-current assets
Property, plant and equipment 4 51.86
Intangible assets 5 0.74
Investment property 6 14,786.52
Investment property under development 7 6,177.78
Goodwill on consolidation 14.15
Investment in joint ventures and associates 8 (a) 0.10
Financial assets
Other Investments 8 (b) 5,126.47
Loans 9 46.25
Other financial assets 10 1,264.78
Non-current tax assets (net) 11 73.88
Other non-current assets 12 33,753.31
Total non-current assets 61,295.84
Current assets
Inventories 13 32,111.11
Financial assets
Trade receivables 14 2,203.19
Cash and cash equivalents 15 360.48
Bank balances other than cash and cash equivalent 16 11.70
Loans 17 1,062.02
Other financial assets 18 796.20
Other current assets 19 1,162.11
Total current assets 37,706.81
Assets held for sale 20 -
Total assets 99,002.65

EQUITY AND LIABILITIES


Equity
Equity share capital 21 0.70
Other equity 22 6,290.46
Equity attributable to equity holders of the Holding Company 6,291.16
Non-controlling interest 6,728.13
Total equity 13,019.29
Non-current liabilities
Deferred tax liability 23 4,129.63
Financial liabilities
Borrowings 24 16,285.79
Other financial liabilities 25 471.99
Provisions 26 22.05
Other non current liabilities 27 0.66
Total non-current liabilities 20,910.12
Current liabilities
Financial liabilities
Borrowings 28 19,502.52
Trade payables
Dues to micro, small and medium enterprises 29 327.70
Dues to parties other than micro, small and medium enterprises 29 1,983.23
Other financial liabilities 30 27,935.30
Provisions 31 2.24
Other non financial liabilities 32 15,322.25
Total current liabilities 65,073.23
Total liabilities 85,983.36
Total equity and liabilities 99,002.65
Significant accounting policies 3
The notes referred to above form an integral part of these special purpose consolidated financial statements
As per our report of even date attached
for N S V M & Associates for and on behalf of the Board of Directors of
Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D N Sree Hari P R Ramakrishnan Rajesh Bajaj


Partner Director Director
Membership No. 027388 DIN: 00055416 DIN: 00738227
Place: Bengaluru Place: Bengaluru Place: Bengaluru
Date : March 14, 2022 F - 465 Date : March 14, 2022 Date : March 14, 2022
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Special purpose consolidated statement of profit and loss
(all amounts in ₹ millions unless otherwise stated)
Notes Year ended
March 31, 2021
Income
Revenue from operations 33 2,503.21
Other income 34 331.84
Total income 2,835.05
Expenses
Land, material and contract cost 35 2,112.27
Employee benefit expense 36 187.39
Other expenses 39 7,439.82
9,739.48
Earnings before finance costs, depreciation, amortization and tax (6,904.43)
Finance costs 37 5,387.81
Depreciation and amortization 38 31.37
Profit/(loss) before exceptional items (12,323.61)
Exceptional items
Write off of goodwill 343.35
Profit/(loss) before tax (12,666.96)
Tax expense:
Current tax -
Tax adjustments relating to previous year (9.36)
Deferred tax (1,448.41)
Profit /(loss) after tax before share of associate/ joint venture net profit (11,209.19)
Share of net profit/(loss) in associates and joint ventures (1.47)

Profit /(loss) after share of associate/ joint venture net profit (11,210.66)

Other comprehensive income


Items that will not be reclassified subsequently to profit or loss:
- Remeasurement of defined benefit(liability)/asset -
- Fair value of investments in equity instruments 2,549.05
Income tax relating to items that will not be reclassified subsequent to profit or loss (296.90)
Other comprehensive income for the year, net of tax 2,252.15
Total comprehensive income/ (loss) for the year (8,958.51)
Profit/(loss) for the year, net of tax attributable to :
Equity holders of the Holding Company (11,072.16)
Non-controlling interest (138.50)
Total comprehensive income for the year, net of tax attributable to:
Equity holders of the Holding Company (8,820.01)
Non-controlling interest (138.50)
Earnings per equity share:
Equity shares of par value of ₹ 10 each
Basic (₹ per share) 46 (27.69)
Diluted (₹ per share) 46 (27.69)
Significant accounting policies 3
The notes referred to above form an integral part of these special purpose consolidated financial statements
As per our report of even date attached
for N S V M & Associates for and on behalf of the Board of Directors of
Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D N Sree Hari P R Ramakrishnan Rajesh Bajaj


Partner Director Director
Membership No. 027388 DIN: 00055416 DIN: 00738227
Place: Bengaluru Place: Bengaluru Place: Bengaluru
Date : March 14, 2022 Date : March 14, 2022 Date : March 14, 2022

F - 466
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Special purpose consolidated statement of changes in equity as at March 31, 2021
(all amounts in ₹ millions unless otherwise stated)

A. Equity share capital

Particulars
Balance as at 1 April 2020 0.70
Add: issued during the year -
Balance as at March 31, 2021 0.70
Refer Note 21

B. Other equity

Particulars Reserves and surplus Other equity Total other equity


Capital Retained earnings
reserve
Balance as at April 1, 2020 (652.22) (2,627.36) (293.47) (3,573.05)
Equity component of compulsorily convertible debentures - - 1,789.90 1,789.90
Capital reserve generated due to de-merger 3,054.02 - - 3,054.02
Capital reserve on consolidation 9,742.66 - - 9,742.66
Loss for the year attributable to equity holders of the Holding Company - (8,820.01) - (8,820.01)
Equity portion of coporate guarantee received - - 99.53 99.53
Equity shares issued as consideration for demerger - - 3,997.41 3,997.41
Balance as at March 31, 2021 12,144.46 (11,447.37) 5,593.37 6,290.46

Significant accounting policies

The notes referred to above form an integral part of these special purpose consolidated financial statements
As per our report of even date attached
for N S V M & Associates for and on behalf of the Board of Directors of
Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D N Sree Hari P R Ramakrishnan Rajesh Bajaj


Partner Director Director
Membership No. 027388 DIN: 00055416 DIN: 00738227

Place: Bengaluru Place: Bengaluru Place: Bengaluru


Date : March 14, 2022 Date : March 14, 2022 Date : March 14, 2022

F - 467
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)

1 Overview of the Group


The special purpose consolidated financial statements comprise financial statements of NAM Estates Private Limited (,'the Company', 'the Parent Company' or
'Holding Company') together with its subsidiaries (collectively termed as 'the Group') and joint ventires (collectively termed as the 'Consolidated Entities') for
the year ended March 31, 2021. Nam Estates Private Limited was incorporated on June 02, 1995. The Group is engaged in the business of real estate
development of commercial, residential, hospitality ,development of township and related activities.

2 Basis of preparation of special purpose consolidated financial statements


These special purpose consolidated financial statements have been prepared to be presented in the private placement document, for the proposed fund raise by
Indiabulls Real Estate Limited. The Holding Company had not presented its consolidated financial statements for year ended March 31, 2021 in its Annual
General Meeting for the year then ended, as it had claimed exemption from preparation under paragraph 4(a) from Ind AS 110. These special purpose
consolidated financial statements have now been prepared giving effect to the Scheme of Arrangement amongst the Holding Company and Embassy Property
Developments Private Limited (EPDPL) and their respective shareholders and creditors (“the Scheme”) for the demerger of the identified residential /
commercial projects and investments of EPDPL, either held directly or as investments in subsidiaries of EPDPL approved by the Regional Director (“RD”),
South East Region, on August 04, 2021.The Scheme became effective from the appointed date April 1, 2020 upon filing of the certified copies of the RD
Orders with the respective jurisdictional Registrar of Companies.
This financial statements have been prepared in accordance with the recognition and measurement principles prescribed under Section 133 of the Companies
Act, 2013 read with relevant rules issued there under and other accounting principles generally accepted in India. Selected notes have been included that are
significant for the understanding of the changes in the Company’s financial position and performance since the last annual financial statements, wherever
applicable.

2.01 Statement of compliance


The special purpose consolidated financial statements of the Group have been prepared in accordance with the Indian Accounting Standard (Ind AS) as
prescribed under Section 133 of the Companies Act, 2013 ('the Act') read together with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015,
Companies (Indian Accounting Standards) Amendment Rules, 2016,Companies (Indian Accounting Standards) Amendment Rules, 2018 and other relevant
provisions of the Act.
The Group’s financial statements have been prepared on a going concern basis. The appropriateness of the going concern assumption on the basis of which
these financial statements have been prepared is based on the market value of the underlying inventory and Investment Properties held by the Group.
These financial statements, therefore, do not include any adjustments relating to recoverability and classification of asset amounts and classification of
liabilities that may be necessary if the Group was unable to continue as a going concern.

2.02 Principles for consolidation


1) Business Combinations
Business combinations are accounted for using the Acquisition method. The acquisition date is the date on which control is transferred to the acquirer. The
cost of an acquisition is measured as the aggregate of the consideration transferred measured at acquisition date fair value and the amount of any non-
controlling interests in the acquiree. For each business combination, the Group elects whether to measure the non-controlling interests in the acquiree at fair
value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition-related costs are expensed as incurred.
At the acquisition date, the identifiable assets acquired and the liabilities assumed are at their acquisition date fair value. For this purpose, the liabilities
assumed include contingent liabilities representing present obligation and they are measured at their acquisition fair values irrespective of the fact that outflow
of resources embodying economic benefits is not probable. However, the following assets and liabilities acquired in a business combination are measured at
the basis indicated below:
- Deferred tax assets or liabilities, and the assets or liabilities related to employee benefit arrangements are recognised and measured in accordance with Ind
AS 12 Income Tax and Ind AS 19 Employee Benefits respectively
- Assets (or disposal Groups) that are classified as held for sale in accordance with Ind AS 105 Non-current Assets Held for Sale and Discontinued Operations
are measured in accordance with that standard.
When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with
the contractual terms, economic circumstances and pertinent conditions as at the acquisition date. If the business combination is achieved in stages, any
previously held equity interest is re-measured at its acquisition date fair value and any resulting gain or loss is recognised in profit or loss or OCI, as
appropriate.
Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling
interests, and any previous interest held, over the net identifiable assets acquired and liabilities assumed. If the fair value of the net assets acquired is in excess
of the aggregate consideration transferred, the Group re-assesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed
and reviews the procedures used to measure the amounts to be recognised at the acquisition date. If the reassessment still results in an excess of the fair value
of net assets acquired over the aggregate consideration transferred, then the gain is recognised in OCI and accumulated in equity as capital reserve. However,
if there is no clear evidence of bargain purchase, the entity recognises the gain directly in equity as capital reserve, without routing the same through OCI.
After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a
business combination is, from the acquisition date, allocated to each of the Group’s cash-generating units that are expected to benefit from the combination,
irrespective of whether other assets or liabilities of the acquiree are assigned to those units.
If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the Group reports
provisional amounts for the items for which the accounting is incomplete. Those provisional amounts are adjusted through goodwill during the measurement
period, or additional assets or liabilities are recognised, to reflect new information obtained about facts and circumstances that existed at the acquisition date
that, if known, would have affected the amounts recognised at that date. These adjustments are called as measurement period adjustments. The measurement
period does not exceed one year from the acquisition date.

2) Subsidiaries
The Consolidated Financial Statements relate to NAM Estates Private Limited and its consolidated entities:
Subsidiaries are all entities over which NAM Estates Private Limited exercises control. The Holding Group exercises control if and only if it has the following:
- Power over the entity
- exposure, or rights, to variable returns from its involvement with the entity; and
- the ability to use its power over the entity to affect the amount of its returns.

F - 468
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)

The financial statements of all entities used for the purpose of consolidation are drawn up to same reporting date as that of the Parent Company, i.e., year
ended on March 31. Consolidated financial statements are prepared using uniform accounting policies for like transactions and other events in similar
circumstances. If a member of the Group uses accounting policies other than those adopted in the consolidated financial statements for like transactions and
events in similar circumstances, appropriate adjustments are made to that Group member’s financial statements in preparing the consolidated financial
statements to ensure conformity with the Group’s accounting policies.

F - 469
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)

2) Subsidiaries (continued)
The Consolidated Financial Statements have been prepared on the following basis:
The Financial Statements of the Group have been combined on a line-by-line basis by adding together the book values of like items of assets,
liabilities, income and expenses, after fully eliminating intra-Group balances and intra-group transactions and resulting unrealised profits. Unrealised
losses resulting from intra-group transactions are eliminated unless cost cannot be recovered.
The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions with equity owners of the Group. A
change in ownership interest results in an adjustment between the carrying amounts of the controlling and non-controlling interests to reflect their
relative interests in the subsidiary. Any difference between the amount of the adjustment to non-controlling interests and any consideration paid or
received is recognised within equity.
The Financial Statements of the subsidiaries used for the purpose of consolidation are drawn up to the same reporting date as of the Group.
The Consolidated Financial Statements have been prepared using uniform accounting policies for like transactions and other events in similar
circumstance and are presented to the extent possible, in the same manner, as the Group’s Financial Statements.
Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity holders of the parent of the Group and to the non-
controlling interests, even if this results in the non-controlling interests having a deficit balance. When necessary, adjustments are made to the financial
statements of subsidiaries to bring their accounting policies into line with the Group’s accounting policies. All intra-Group assets and liabilities, equity,
income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation.

3) Investment in joint ventures (accounted under equity method)


A joint venture is a type of joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the joint venture.
Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous
consent of the parties sharing control. The considerations made in determining whether joint control are similar to those necessary to determine control over
the subsidiaries. The Group’s investments in its joint venture are accounted for using the equity method. Under the equity method,
the investment in a joint venture is initially recognised at cost. The carrying amount of the investment is adjusted to recognise changes in the Group’s share of
net assets of the joint venture since the acquisition date.
The consolidated statement of profit and loss reflects the Group’s share of the results of operations of the joint venture. Any change in OCI of those investees
is presented as part of the Group’s OCI. In addition, when there has been a change recognised directly in the equity of the joint venture, the Group recognises
its share of any changes, when applicable, in the statement of changes in equity. Unrealised gains and losses resulting from transactions between the Group
and the joint venture are eliminated to the extent of the interest in the joint venture.
If an entity’s share of losses of a joint venture equals or exceeds its interest in the joint venture (which includes any long term interest that, in substance, form
part of the Group’s net investment in the joint venture), the entity discontinues recognising its share of further losses. Additional losses are recognised only to
the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the joint venture. If the joint venture subsequently
reports profits, the entity resumes recognising its share of those profits only after its share of the profits equals the share of losses not recognised.

F - 470
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)

2.03 Functional and presentation currency


These special purpose consolidated financial statements are presented in Indian Rupees, which is also the Group’s functional currency. All the amounts have
been rounded- off to the nearest millions, unless otherwise indicated.

2.04 Basis of measurement


The special purpose consolidated financial statements have been prepared on a historical cost basis, except for certain investments in equity instruments which
is measured at fair value.
Items Measurement basis
Certain financial assets and liabilities Fair value
2.05 Use of estimates and judgements
The preparation of special purpose consolidated financial statements in conformity with Indian Accounting Standards("IND AS") requires the management to
make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets, liabilities and the disclosure of contingent
liabilities, at the end of the reporting period. Although these estimates are based on the management’s best knowledge of current events and actions,
uncertainty about these assumptions and estimates could result in the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities
in future periods.

Accounting policies have been consistently applied except whereas newly issued accounting standard is initially adopted or a revision to an existing
accounting standard requires a change in the accounting policy hitherto in use.

Judgments
Information about judgments in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements is
included in the following notes:
(i) Classification of assets as investment property or as property, plant and equipment.- refer note 3.16
(ii) Determination of the amount and timing of revenue from contracts with customers - refer note 3.01
(iii) Valuation of fair value of OCD - period taken until scheme approval

2.06 Fair value measurement


The Group measures financial instruments, such as, derivatives at fair value at each balance sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between marked participants at the
measurement date.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that
market participants act in their economic best interest.
The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient date are available to measure fair value, maximizing
the use of relevant observable inputs and minimizing the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as
follows, based on the lowest level input that is significant to the fair value measurement as a whole:
- Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities.
- Level 2 - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e.
derived from prices).
- Level 3 - Inputs for the asset or liability that are not based on observable market data (unobservable inputs).
The management regularly reviews significant unobservable inputs and valuation adjustments.

When measuring the fair value of an asset or a liability, the Group uses observable market data as far as possible. If the inputs used to measure the fair value of
an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorized in its entirety in the same level of the
fair value hierarchy as the lowest level input that is significant to the fair value measurement as a whole at the end of the reporting period.

F - 471
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)

2.07 Current versus non-current classification


The Group presents assets and liabilities in the balance sheet based on current/non-current classification.
An asset is treated as current when it is:
- Expected to be realized within twelve months after the reporting period, or
- Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period
All other assets are classified as non-current.
A liability is current when it is:
- Due to be settled within twelve months after the reporting period, or
- There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.
The Group classifies all other liabilities as non-current. Deferred tax assets and liabilities are classified as non- current assets and liabilities.
3 Significant accounting policies
3.01 Revenue recognition
Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured.

i. Proceeds from sale of plotted development and constructed property


Revenue is recognized upon transfer of control of units of plots to customers and on completion of critical obligation as per the customer contract, in an
amount that reflects the consideration the Group expects to receive in exchange for those units of plots. The Group shall determine the performance
obligations associated with the contract with customers at contract inception and also determine whether they satisfy the performance obligation over time or
at a point in time. In case of plotted development, the Group satisfies the performance obligation and recognises revenue at a point in time i.e., upon handover
of the units of plots for residential use which coincides with the execution of sale deed.
To estimate the transaction price in a contract, the Group adjusts the promised amount of consideration for the time value of money if that contract contains a
significant financing component. The Group when adjusting the promised amount of consideration for a significant financing component is to recognise
revenue at an amount that reflects the cash selling price of the transferred unit of plots.

ii. Recognition of revenue from transfer of assignment rights


Revenue from transfer of assignment rights is recognised upon transfer of all significant risks and rewards of ownership of such real estate/ property, as per
the terms of the contracts entered into with buyers, which generally coincides with the firming of the sales contracts/ agreements. Revenue from transfer of
assignment rights is only recognised when transfer of legal title to the buyer is not a condition precedent for transfer of significant risks and rewards of
ownership to the buyer.
iii. Guarantee Income
Financial guarantees issued by the Group are recognised initially at fair value, and the financial guarantee is recognised in P&L over the tenure of the
guarantee.
iv. Interest income
Interest income is recognised on a time proportion basis as and when accrued. Interest income on financial instruments are recognised using the effective
interest rate method. The effective interest rate is the rate that exactly discounts the estimated future cash receipts through the expected life of the financial
asset to the gross carrying amount of the asset.

v. Dividend income
Dividends is recognised when the share holder's or unit holder's right to receive the payment is established, which is generally when shareholders approve the
dividend.

3.02 Investment properties


i. Recognition and measurement
Investment properties are properties held to earn rentals or for capital appreciation, or both. Investment properties are measured initially at their cost of
acquisition. The cost comprises purchase price, borrowing cost, if capitalization criteria are met and directly attributable cost of bringing the asset to its
working condition for the intended use. Any trade discount and rebates are deducted in arriving at the purchase price. The cost of the assets not ready for their
intended use before such date, are disclosed as Investment property under development.

Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic
benefits associated with the item will flow to the Group. All other repair and maintenance costs are recognized in statement of profit or loss as incurred.
Investment properties are depreciated on straight-line method over their estimated useful lives. However, where the Management’s estimate of the remaining
useful life of the assets on a review subsequent to the time of acquisition is different, then depreciation is provided over the remaining useful life based on the
revised useful life. The residual values, useful lives and methods of depreciation are reviewed at each financial year end and adjusted prospectively.
ii. Subsequent expenditure
Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with the expenditure will flow to the Group and the
cost of the investment property can be measured reliably.

F - 472
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)

iii. Depreciation
Based on an independent assessment, the management has estimated the useful lives of the following class of assets. Depreciation is provided on straight line
method as per the following useful life of the assets estimated by the management:
Asset Useful life
Building 5-60 years
Plant and equipment/Electrical equipment 15 years
Furniture and fixtures 10 years
Computer 3 years
Operational supplies 2 years
Office equipment 1-5 years
Electrical equipment 10 years
The residual values, useful lives and method of depreciation are reviewed at the end of each financial year. In case of assets taken over through demerger, the
balance useful life of the assets in the transferor entity have been considered as the useful life of the assets in the Company.

iv. Derecognition
Investment properties are de-recognized either when they have been disposed off or when they are permanently withdrawn from use and no future economic
benefit is expected from their disposal. The difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss in
the period of de-recognition.

3.03 Property, plant and equipment


Property, plant and equipment are stated at cost, less accumulated depreciation/impairment losses if any. Cost comprises of the purchase price and any
attributable cost of bringing the asset to its working condition for its intended use. Borrowing costs relating to acquisition of assets which takes substantial
period of time to get ready for its intended use is capitalised up to the date the assets are ready for commercial use.

Subsequent expenditure relating to an item of the asset is added to its book value only if it increases the future benefits from the existing asset beyond its
previously assessed standard of performance. All other related expenses, including day to day repair and maintenance expenditure and cost of replacing parts,
are charged to the statement of profit and loss (P&L) for the period during which such expenses are incurred.
An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal or when no future economic benefits are
expected from its use or disposal. Any gains or losses arising from derecognition of the asset are measured as differences between the net disposal proceeds
and the carrying amount of the asset and are recognised in the statement of profit and loss when the asset is derecognised.
Depreciation
Based on an independent assessment, the management has estimated the useful lives of the following class of assets. Depreciation is provided on straight line
method as per the following useful life of the assets:
Asset Useful life
Motor Vehicles 5-8 years
Computers 3 years
Furniture and fixtures 5-10 years
Office equipment 1-5 years
A leased asset is depreciated on a straight-line basis over the useful life of the asset. However, if there is no reasonable certainty that the Group will obtain the
ownership by the end of the lease term, the capitalized asset is depreciated on a straight-line basis over the shorter of the estimated useful life of the asset or
the lease term.

In case of assets taken over through demerger, the balance useful life of the assets in the transferor entity have been considered as the useful life of the assets
in the Company.

3.04 Inventories
Related to real estate activities
Direct expenditure relating to construction activity is inventorised. Other expenditure (including borrowing costs) during construction period is inventorised to
the extent the expenditure is directly attributable cost of bringing the asset to its working condition for its intended use. Other expenditure (including
borrowing costs) incurred during the construction period which is not directly attributable for bringing the asset to its working condition for its intended use is
charged to the statement of profit and loss. Direct and other expenditure is determined based on specific identification to the construction and real estate
activity. Cost incurred/ items purchased specifically for projects are taken as consumed as and when incurred/ received.
i.Work-in-progress - Real estate projects (including land inventory): Represents cost incurred in respect of unsold area of the real estate development projects
or cost incurred on projects where the revenue is yet to be recognised. Real estate work-in-progress is valued at lower of cost and net realisable value.
ii.Finished goods - Plots: Valued at lower of cost and net realisable value.
iii.Land inventory: Valued at lower of cost and net realisable value.
3.05 Impairment of assets
Non-financial assets
The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment
testing for an asset is required, the Group estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-
generating unit’s (CGU) fair value less costs of disposal and its value in use. The recoverable amount is determined for an individual asset, unless the asset
does not generate cash inflows that are largely independent of those from other assets or Group's of assets. Where the carrying amount of an asset or CGU
exceeds its recoverable amount, the asset is considered impaired and is written down to arrive at its recoverable amount. In assessing value in use, the
estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of
money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account, if available. If no
such transactions can be identified, an appropriate valuation model is used.
The Group bases its impairment calculation on detailed budgets and forecast calculations which are prepared separately for each of the Group’s cash-
generating units to which the individual assets are allocated. These budgets and forecast calculations are generally covering a period of five years.

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Nam Estates Private Limited
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Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)

For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is any indication that previously recognised
impairment losses may no longer exist or may have decreased. If such indication exists, the Group estimates the asset’s or CGU's recoverable amount. A
previously recognised impairment loss is reversed only if there has been a change in the assumptions used to determine the asset’s recoverable amount since
the last impairment loss was recognised. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed
the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal
is recognised in the statement of profit and loss unless the asset is carried at a revalued amount, in which case the reversal is treated as a revaluation increase.
Financial assets
The Group recognises loss allowances using the expected credit loss (ECL) model for the financial assets which are not fair valued through profit or loss. The
Group tests for impairment using the ECL model for financial assets such as loans and advances to be settled in cash.
Loss allowance for loans with no significant financing component is measured at an amount equal to lifetime ECL. Life time ECL are the expected credit
losses resulting from all possible default events over the expected life of a financial instrument. The 12 month ECL is a portion of the lifetime ECL which
results from default events on a financial instrument that are possible within 12 months after the reporting date.
ECL impairment loss allowance (or reversal) recognised during the period is recognised as income/expense in the statement of profit and loss (P&L). This
amount is reflected in a separate line in the P&L as an impairment gain or loss. For financial assets measured at amortised cost, ECL is presented as an
allowance which reduces the net carrying amount of the financial asset.
3.06 Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
Initial recognition and measurement
All financial assets are recognised initially at fair value plus, transaction costs that are attributable to the acquisition of the financial asset except in the case of
financial assets recorded at fair value through profit or loss.
Financial liabilities are classified as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or as derivatives designated as
hedging instruments in an effective hedge, as appropriate. All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings
and payables, net of directly attributable transaction costs.
Subsequent measurement
(i) Financial assets carried at amortised cost
A financial asset is subsequently measured at amortised cost if it is held within a business model whose objective is to hold the asset in order to collect
contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and
interest on the principal amount outstanding.
(ii) Financial assets at fair value through other comprehensive income (FVTOCI)
A financial asset is subsequently measured at fair value through other comprehensive income if it is held within a business model whose objective is achieved
by both collecting contractual cash flows and selling financial assets and the contractual terms of the financial asset give rise on specified dates to cash flows
that are solely payments of principal and interest on the principal amount outstanding. Further, in cases where the Group has made an irrevocable election
based on its business model, for its investments which are classified as equity instruments, the subsequent changes in fair value are recognised in other
comprehensive income.

(iii) Financial assets at fair value through profit or loss (FVTPL)


A financial asset which is not classified in any of the above categories are subsequently fair valued through profit or loss.
(iv)Equity investments
All equity investments in scope of Ind AS 109 are measured at fair value. Equity instruments which are held for trading and contingent consideration
recognised by an acquirer in a business combination to which Ind AS 103 applies are classified as at FVTPL. Equity instruments included within the FVTPL
category are measured at fair value with all changes recognised in the P&L.
(v)Financial liabilities
Financial liabilities are subsequently carried at amortised cost using the effective interest method, except for contingent consideration recognised in a business
combination which is subsequently measured at fair value through profit and loss. For trade and other payables maturing within one year from the balance
sheet date, the carrying amounts approximate the fair value due to the short maturity of these instruments.
Interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in statement of
profit or loss when the liabilities are derecognised as well as through the EIR amortisation process. Amortised cost is calculated by taking into account any
discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of
profit and loss.

Reclassification of financial assets


The Group determines classification of financial assets and liabilities on initial recognition. After initial recognition, no reclassification is made for financial
assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a change
in the business model for managing those assets. Changes to the business model are expected to be infrequent. The Group’s senior management determines
change in the business model as a result of external or internal changes which are significant to the Group’s operations. A change in the business model occurs
when the Group either begins or ceases to perform an activity that is significant to its operations. If the Group reclassifies financial assets, it applies the
reclassification prospectively from the reclassification date which is the first day of the immediately next reporting period following the change in business
model. The Group does not restate any previously recognised gains, losses (including impairment gains or losses) or interest.

The following table shows various reclassifications and how they are accounted for:
Original classification Revised Accounting treatment
classification
Amortized cost FVTPL Fair value is measured at reclassification date. Difference between previous
amortized cost and fair value is recognized in P&L.
FVTPL Amortized cost Fair value at reclassification date becomes its new gross carrying amount. EIR is
calculated based on the new gross carrying amount.

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Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)

Amortized cost FVTOCI Fair value is measured at reclassification date. Difference between previous
amortized cost and fair value is recognized in OCI. No change in EIR due to
reclassification.
FVTOCI Amortized cost Fair value at reclassification date becomes its new amortized cost carrying
amount. However, cumulative gain or loss in OCI is adjusted against fair value.
Consequently, the asset is measured as if it had always been measured at
amortized cost.
FVTPL FVTOCI Fair value at reclassification date becomes its new carrying amount. No other
adjustment is required.
FVTOCI FVTPL Assets continue to be measured at fair value. Cumulative gain or loss previously
recognized in OCI is reclassified to P&L at the reclassification date.

Offsetting of financial instruments


Financial assets and financial liabilities are offset and the net amount is reported in the consolidated balance sheet if there is a currently enforceable legal right
to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

Derecognition of financial instrument


A financial asset is primarily derecognised when:
- the rights to receive the cash flows from the asset have expired or
- the Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material
delay to a third party under a 'pass-through' arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the
Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
When the Group has transferred its right to receive the cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what
extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor
transferred control of the asset, the Group continues to recognise the transferred asset to the extent of the Group's continuing involvement. In that case, the
Group also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations
that the Group has retained.
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is
replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or
modification is treated as derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is
recognised in the statement of profit or loss.

3.07 Borrowing costs


Borrowing costs are interest and other costs incurred in connection with borrowings of funds. Borrowing costs directly attributable to acquisition/ construction
of qualifying assets are capitalised until the time all substantial activities necessary to prepare the qualifying assets for their intended use are complete. A
qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use/ sale. All other borrowing costs not eligible for
inventorisation/ capitalisation are charged to statement of profit and loss.
In case of extended periods during which activities necessary for bringing the asset ready for its intended use are not undertaken, the Group suspends the
capitalisation of borrowing cost to the asset.

3.08 Cash and cash equivalents


Cash and cash equivalents in the balance sheet comprise cheques in hand and cash at bank and in hand and short-term deposits with an original maturity of
three months or less. For the purposes of the cash flow statement, cash and cash equivalents include cash on hand, in banks and demand deposits with banks,
net of outstanding book overdrafts that are repayable on demand are considered part of the Group’s cash management system.

3.09 Foreign currency


i. Functional currency
The Group’s financial statements are presented in INR, which is also the Group’s functional currency.
ii. Transactions and balances
Transactions in foreign currencies are initially recorded by the Group’s entities at their respective functional currency spot rates at the date transaction
first qualifies for recognition.
Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date.
Transactions in foreign currencies are initially recorded by the Group at their respective functional currency spot rates at the date transaction first
qualifies for recognition.
Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date.

Exchange differences arising on settlement or translation of monetary items are recognised in profit or loss with the exception of exchange differences arising
on monetary items that are designated as part of the hedge of the Group’s net investment of a foreign operation. These are recognised in OCI until the net
investment is disposed of, at which time, the cumulative amount is reclassified to profit or loss. Tax charges and credits attributable to exchange differences
on those monetary items are also recorded in OCI.

Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial
transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is
determined. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with recognition of the gain or loss on the
change in fair value of the item (i.e. translation differences on items whose fair value gain or loss is recognised in OCI or profit or loss are also recognised in
OCI or profit or loss, respectively).

3.10 Income taxes


Current income tax
Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. Current income tax is
measured at the amount expected to be paid to the tax authorities in accordance with the Income Tax Act, 1961.

F - 475
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)

Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other comprehensive income or in equity).
Current tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions
taken in the tax returns with respect to situation in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.
Deferred tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for
financial reporting purposes as the reporting date.
Deferred tax liabilities are recognised for all taxable temporary differences, except:
- When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in transaction that is not a business combination and, at
the time of the transaction, affects neither the accounting profit nor taxable profit or loss.
- In respect of taxable temporary differences associated with investments in subsidiaries, associates and interest in joint ventures, when the timing of the
reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax
assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry
forward of unused tax credits and unused tax losses can be utilised, except:
- When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction
that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.
- In respect of deductible temporary differences associated with investments in subsidiaries, associates and interest in joint ventures, deferred tax assets are
recognized only to the extent that is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against
which the temporary differences can be utilized.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that is no longer probable that sufficient taxable profit
will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are
recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based
on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in the OCI or in the equity). Deferred tax items are
recognised in correlation to the underlying transaction either in OCI or directly in equity.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the
deferred taxes related to the same taxable entity and the same taxation authority.
3.11 Earnings per share
Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of
equity shares outstanding during the year. Partly paid equity shares are treated as a fraction of an equity share to the extent that they were entitled to
participate in dividends relative to a fully paid equity share during the reporting period. The weighted average number of equity shares outstanding during the
year is adjusted for events of bonus issue; bonus element in a rights issue to existing shareholders; share split; and reverse share split.

For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average number
of shares outstanding during the year are adjusted for the effects of all potentially dilutive securities.
3.12 Provisions
A provision is recognised when the enterprise has a present obligation (legal or constructive) as a result of a past event and it is probable that an outflow of
resources embodying economic benefit will be required to settle the obligation, and a reliable estimate can be made of the amount of obligation. Provisions
are not discounted to their present value and are determined based on best estimate required to settle the obligation at the balance sheet date. These are
reviewed at each balance sheet date and adjusted to reflect the current best estimates.

3.13 Contingent liabilities


A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or
more uncertain future events beyond the control of the Group or a present obligation that is not recognised because it is not probable that an outflow of
resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognised
because it cannot be measured reliably. The Group does not recognise a contingent liability but discloses its existence in the financial statements.

3.14 Onerous contracts


A contract is considered to be onerous when the expected economic benefits to be derived by the Group from the contract are lower than the unavoidable cost
of meeting its obligations under the contract. The provision for an onerous contract is measured at the present value of the lower of the expected cost of
terminating the contract and the expected net cost of continuing with the contract. Before such a provision is made, the Group recognises any impairment loss
on the assets associated with that contract.

3.15 Significant accounting judgements, estimates and assumptions


The preparation of financial statements in conformity with the recognition and measurement principles of Ind AS requires management to make judgements,
estimates and assumptions that affect the reported balances of revenues, expenses, assets and liabilities and the acGrouping disclosures, and the disclosure of
contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of
assets or liabilities affected in future periods.

i) Judgements
In the process of applying the accounting policies, management has made the following judgements, which have the most significant effect on the amounts
recognised in the financial statements:
a) Classification of property
The Group determines whether a property is classified as investment property or inventory:
The Group is developing a township project containing various types of real estate development. Based on the intention of use, the land property and related
development cost have been classified as either investment property, property plant & equipment or have been inventorised.

F - 476
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)

Investment property comprises land and buildings (principally offices, commercial and school property) that are not occupied substantially for use by, or in the
operations of, the Group, nor for sale in the ordinary course of business, but are held primarily to earn rental income and capital appreciation. These buildings
are substantially rented or intended to be rented to tenants and not intended to be sold in the ordinary course of business. Inventory property comprises of
property that is held for sale in the ordinary course of business. Principally, this is residential property that the Group develops and intends to sell before or on
completion of construction/development.

The Group based its assumptions and estimates on parameters available on the reporting period about future developments. The above judgements may
change due to market changes or circumstances arising that are beyond the control of the Group. Such changes are reflected in the assumptions when they
occur.

3.16 Earnings before finance costs, depreciation, amortisation and tax

The Group has elected to present earnings before finance cost, depreciation, amortisation and tax as a separate line item on the face of the Statement of Profit
and Loss. The Group measures earnings before finance cost, depreciation, amortisation and tax on the basis of profit/ (loss) from continuing operations.

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F - 477
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

4 Property, plant and equipment


Reconciliation of carrying amount for the year ended March 31, 2021
Particulars Tangible, owned
Office Furniture Vehicles Computers Total
Equipments and fixtures
Gross Block (Cost or deemed cost)

Balance as at April 1, 2020 1.31 0.03 1.67 - 3.01


Acquired as part of demerger 0.05 0.20 - - 0.25
Additions - - 51.36 0.73 52.09
Deletions - - - - -
Balance as at March 31, 2021 1.35 0.24 53.03 0.73 55.35

Accumulated depreciation

Balance as at April 1, 2020 1.00 0.03 0.85 - 1.88


Acquired as part of demerger 0.01 0.03 - - 0.04
Charge for the year 0.13 0.02 1.31 0.10 1.57
Balance as at March 31, 2021 1.14 0.08 2.16 0.10 3.49

Carrying amounts (net):


Balance as at March 31, 2021 0.21 0.15 50.87 0.63 51.86

Notes:
1) Refer note no 24 for information on the charge created

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F - 478
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

5 Intangible assets
Reconciliation of carrying amount for the year ended March 31, 2021
Intangible
Particulars
Software Total
Gross Block (Cost or deemed cost)

Balance as at April 1, 2020 4.71 4.71


Acquired as part of demerger - -
Additions - -
Deletions - -
Balance as at March 31, 2021 4.71 4.71

Accumulated depreciation

Balance as at April 1, 2020 3.02 3.02


Acquired as part of demerger - -
Charge for the year 0.95 0.95
Balance as at March 31, 2021 3.97 3.97

Carrying amounts (net):


Balance as at March 31, 2021 0.74 0.74

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F - 479
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

6 Investment property
Reconciliation of carrying amount for the year ended March 31, 2021

Particulars Building Plant & Electrical Office Equipments Furniture Computers Operating Leasehold land Freehold land Total
Machinery Equipments and fixtures supplies (Note 1 and 2)

Gross Block

Balance as at 1 April 2020 - - - - - - - 13,923.28 204.27 14,127.55


Acquired as part of demerger 273.86 63.14 87.88 0.08 89.31 0.19 61.83 - 246.32 822.61
Additions during the year - - - - - - - - - -
Disposal/Other Adjustments - - - - - - - - - -
Balance as at 31 March 2021 273.86 63.14 87.88 0.08 89.31 0.19 61.83 13,923.28 450.59 14,950.16

Accumulated depreciation

Balance as at 1 April 2020 - - - - - - - - - -


Acquired as part of demerger 16.29 10.62 22.43 0.02 23.50 0.10 61.83 - - 134.79
Charge for the year 6.29 4.21 8.83 0.02 9.44 0.06 - - - 28.85
Balance as at 31 March 2021 22.58 14.83 31.25 0.04 32.95 0.16 61.83 - - 163.64

Carrying amounts (net):


As at 31 March 2021 251.28 48.32 56.63 0.04 56.36 0.03 - 13,923.28 450.59 14,786.52

F - 480
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

Notes:
1) Value of Leasehold Land
The value of Leasehold Property comprises of fair value amount as on April 01, 2020 assigned by Independent Valuer on demerger of the same from Embassy Property Developments Private Limited and cost incurred
subsequently.
2) Restriction on realisability
a) Karnataka Industrial Area Development Board (KIADB) has allotted 78.2219 acres of land to the Group on lease-cum-sale basis. Of the above, 58 acres of land is leased for a period of 20 years and 20.2219 acres is for a
period of 11 years. Subsequent to the year end, KIADB extended the 20.2219 acres lease period 20 years from 11 years of intital lease period. The allotment is to develop infrastructure facilities for IT/ITES companies. In
accordance with the terms of agreement with KIADB, a consideration of Rs 398.76 million has been paid to KIADB and Rs 33.7 million towards stamp duty. The agreement gives a right to the Group to acquire land at the end
of the lease term for no additional consideration. However, if KIADB incurs any further cost towards settlement to the previous owners, KIADB has the right to recover the additional consideration from the Group. During the
period of the lease term till transfer of ownership, the Group is required to pay a nominal rent of Rs 78,550 per annum. As at the balance sheet date, as KIADB has not intimated any additional consideration, the Management
believes that no further cost is required to be paid to KIADB.
The above land includes 18 acres of land which has been sub-leased to a party for a total consideration of Rs 333.23 million under a lease cum sale agreement. Accordingly, the proportionate cost of such 18 acres of land has
been classifed as assets held for sale.
During the current year the Group has filed an application with Managing Director of Karnataka Udyoga Mitra for the change in activities as compared to the original lease cum sale agreement.
b) The aforementioned parcel of land was subject to litigation between the Range Forest Officer, Bangalore and the Group. The Range Forest Officer had issued notice vide No. 176/2007-2008 to the Group alleging that the
land allotted by KIADB to the Group is a forest land and the Group is in unauthorised occupation of the forest land. Aggrieved by the said notice, the Group had filed a writ petition before the Honourable High Court of
Karnataka appealing for quashing of the said notice issued by the Forest Department. The Honourable High Court of Karnataka on 25 May 2012 has allowed the writ petition no. 7200/2008 filed by the Group confirming that
the land allotted by KIADB is not a forest land. Aggrieved by the said order dated 25 May 2012, the Forest Department has filed an appeal vide W.A. 4283/2012 before the Honourable High Court of Karnataka. The Group has
also filed an appeal vide W.A. 4205/2012 seeking certain clarifications on certain observations made in the order dated 25 May 2012. The Honourable High Court of Karnataka, on 23 July 2019 has dismissed the appeal filed by
the Forest Department vide W.A. 4283/2012 and also disposed of the appeal filed by the Group vide W.A. 4205/2012.

Further the Range Officer,Bengaluru filed an appeal with the Honourable Supreme Court of India and the appeal was dismissed on 19 November 2020.

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F - 481
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

7 Investment property under development

Particulars As at
March 31, 2021
-
Embassy Springs (refer note (i) below) 782.94
Embassy East Business Park (refer note (i) below) 3.02
Embassy Knowledge Park (refer note (i) below) 23.39
Embassy Cornerstone Tech Valley (refer note (ii) below) 4,769.20
Embassy Prism (refer note (iii) below) 591.81
Embassy Boulevard - Club House (refer note (iii) below) 7.42
6,177.78
i) Investment property under development for Embassy Springs, Embassy East Business Park and Embassy Knowledge Park comprises of
infrastructure cost incurred for the development of property predominantly for the club house, school development in Springs and other
commercial developments.
ii) Investment property under development for Embassy Cornerstone Tech Valley comprises of fair value amount as on April 01, 2020 as
assigned by Independent Valuer on demerger of the same from Embassy Property Developments Private Limited (refer note 42 for details
Scheme of Arrangement)
iii) Investment property under development for Embassy Prism and Embassy Boulevard - Club House comprises of fair value amount as on April
01, 2020 assigned by Independent Valuer on demerger of the same from Embassy Property Developments Private Limited and cost incurred
subsequently.(refer note 42 for details Scheme of Arrangement)

8 Non current investments


8 (a) Investments in joint venture and associates
Particulars As at
March 31, 2021
Investment in partnership firm / LLP
Embassy Investment MGT Services LLP - - 0.10
0.10

Aggregate amount of quoted investment -


Aggregate amount of unquoted investments 0.10
Aggregate amount of impairment in value of investments -

Investment carried at cost 0.10


Investment carried at amortised cost -
Investment carried at Fair value through Other Comprehensive Income -
Investment carried at Fair value through Statement of Profit & Loss -

8 (b) Other investments


Particulars Face value Numbers As at
per share March 31, 2021
Quoted
Investments carried at fair value through other comprehensive income
Investments in equity instruments
Indiabulls Real Estate Limited 2 6,30,95,240 5,126.47
5,126.47

Aggregate amount of quoted investment 5,126.47


Aggregate amount of unquoted investments -
Aggregate amount of impairment in value of investments -

Investment carried at cost -


Investment carried at amortised cost -
Investment carried at Fair value through Other Comprehensive Income 5,126.47
Investment carried at Fair value through Statement of Profit & Loss -

F - 482
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

9 Non-current loans
Particulars As at
March 31, 2021

Unsecured, considered good


Security deposits
Others 44.27
Loans to employees 1.98
46.25

10 Non-current financial assets


Particulars As at
March 31, 2021
Refundable security deposit for joint development project 1,050.00
Deposits with banks (original maturity more than 12 months)(refer note 1 below) 192.30
Interest accrued but not due on fixed Deposits 22.48
1,264.78
Note 1: The deposit is held as margin money deposit under lien to banks

11 Non-current tax assets (net)


Particulars As at
March 31, 2021
Advance tax, net of provision for tax 73.88
73.88

12 Other non-current assets


Particulars As at
March 31, 2021
Capital advances
- Advances paid for purchase of land (refer note 1 below) 33,747.03
- Others 1.64
Other than Capital Advances
Prepaid guarantee expenditure 4.64
33,753.31
Note 1: The advance paid for land includes the amount paid and the fair value of the land to be acquired under Summit Developments Private
Limited

13 Inventories(valued at lower of cost and net realizable value)


Particulars As at
March 31, 2021
Cost of land, infrastructure development and stock of constructed properties 30,428.21
Rights in plots/apartments 1,682.90
32,111.11

The cost of inventory includes cost of land and development cost for Embassy Springs and projects being demerged from Embassy Property
Developments Private Limited (EPDPL). The value of inventory as on 31 March 2021 for Projects being demerged from EPDPL comprises of
fair value amount as as on April 01, 2020 assigned by Independent Valuer and cost incurred subsequently.(refer note 42 for details of Scheme of
Arrangement)

F - 483
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

14 Trade receivables
Particulars As at
March 31, 2021
Unsecured
Considered good 2,210.50
Having significant increase in credit risk -
Credit impaired -
2,210.50
Less: Allowance for impairment loss (7.31)
2,203.19

Of the above trade receivables from related parties are as below:


As at
Particulars
March 31, 2021
Trade receivables considered good - unsecured 27.81
Loss allowance -
27.81

15 Cash and cash equivalents


As at
Particulars
March 31, 2021
Balances with banks
- in current accounts 225.64
- in escrow account (Refer note (i) below) 107.42
Cash on hand 27.42
360.48
Note:
(i)₹ 107.42 millions is held in escrow account with HDFC Bank Limited for repayment of term loans (Refer note 24)

16 Bank balances other than cash and cash equivalents


As at
Particulars
March 31, 2021
Deposits with Banks (original maturity less than 12 months)
- Remaining maturity more than three months but less than twelve months 11.70
11.70

17 Loans
As at
Particulars
March 31, 2021
Unsecured, considered good
Inter corporate deposit to related party (refer note 41)* 1,024.40
Inter corporate deposit to others 25.20
Current Account balance with Partnership firm 7.92
Loans to employees 4.50
1,062.02
*Refer note 41 for details of transactions with related parties

F - 484
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

18 Other financial assets


As at
Particulars
March 31, 2021
Unsecured, considered good
Interest accrued but not due on
- Intercorporate deposits to related party (refer note 41) 77.04
- Intercorporate deposits to others 5.58
Refundable security deposit for joint development project 288.42
Recoverable advance to employees 2.09
Receivable on account of slump sale 303.44
Other receivable from related parties (Refer note 41) 119.63
796.20

19 Other current assets

Particulars As at
March 31, 2021
Unbilled revenue 3.85
Prepaid guarantee expenditure 15.80
Prepayments 0.37
Advance for supply of goods and rendering of services 521.32
Balance with government authorities 620.77
1,162.11

20 Assets held for sale

Particulars As at
March 31, 2021
Investment Property held for sale (refer note below) -
-

Note:
The Group has entered into an agreement with Mandava Holdings Private Limited for sub-lease cum sale of 18 acres of the total 78 acres of land
obtained on lease-cum-sale basis from Karnataka Industrial Area Development Board (KIADB) for a total consideration of ₹ 333.23 million
which has already been received by the Group.
As at the balance sheet date, the assets held for sale has been stated at fair value as on April 01, 2020 assigned by Independent Valuer on
demerger of the same from Embassy Property Developments Private Limited. Completion of the transaction is dependent on obtaining NOC
from KIADB for sublease of the said land.

F - 485
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

21 Equity share capital

As at
Particulars
March 31, 2021
Authorised Capital
200,000 equity shares of Rs 10 each 2.00
2.00
Issued, subscribed and paid up
70,002 equity shares of Rs 10 each, fully paid up 0.70
0.70

(i) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the reporting year is given below

As at 31 March 2021
No of shares Amount
Number of equity shares outstanding at the beginning of the year 70,002 0.70
Number of equity shares issued during the year - -
Number of equity shares outstanding at the end of the year 70,002 0.70

(ii) Rights, preferences and restrictions attached to equity shares


The Holding Company has only one class of share referred to as equity shares having a par value of ₹ 10. Each holder of the equity share, as
reflected in the records of the Holding Company as of the date of the shareholder meeting, is entitled to one vote in respect of each share held for
all matters submitted to vote in the shareholder meeting. The Holding Company declares and pays dividends in Indian rupees. The dividend
proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the HoldingCompany, the holders of equity shares will be entitled to receive any of the remaining assets of the
Holding Company after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the
shareholders.

(iii) Equity shareholders holding more than 5 percent equity shares of the Group:

The following is the details of equity shareholders holding more than 5 percent equity shares as per Register of Members as on 31 March 2021

As at 31 March 2021
Name of the share holder
No of shares % holding
Embassy Property Developments Private Limited * 70,002 100%
70,002 100%
* 1 Share is jointly held with Mr. Jitendra Virwani

F - 486
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

(iii) Equity shareholders holding more than 5 percent equity shares of the Group (continued):
The following is the details of equity shareholders holding more than 5 percent voting post the Scheme of Arrangement (the appointed date
being April 01, 2020)

As at 31 March 2021
Name of the share holder
No of shares % holding
Embassy Property Developments Private Limited (refer note 1 below) 70,002 0.02%
JV Holding Private Limited (refer note 2 below) 36,74,28,509 91.90%
Aditya Virwani (refer note 2 below) 1,02,50,000 2.56%
Karan Virwani (refer note 2 below) 1,02,50,000 2.56%
Neel Virwani (refer note 2 below) 1,02,50,000 2.56%
Others (refer note 2 below) 15,62,880 0.39%
39,98,11,391 100.00%
Note 1: 1 Share is jointly held with Mr. Jitendra Virwani
Note 2: 39,97,41,389 shares has been issued as consideration under the Scheme of Arrangement (refer note 42)

(iv) Buy back of shares and shares allotted by way of bonus shares
There have been no buy back of shares, issue of shares by way of bonus shares or issue of shares pursuant to contract without payment being
received in cash for the period of five years immediately preceding the balance sheet.

(v) Issue of securities convertible into equity shares (refer note 22)

(This space has been left blank intentionally)

F - 487
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

22 Other equity
Particulars As at
March 31, 2021
Capital reserve
At the commencement of the year (652.22)
Add: Additions during the year 12,796.68
At the end of the year 12,144.46
Retained earnings
At the commencement of the year (2,627.36)
Add: Net (loss) for the year (8,820.01)
At the end of the year (11,447.37)
Equity portion of Interest free loans
At the commencement of the year (264.67)
Add: Additions during the year -
At the end of the year (264.67)
Equity portion of Corporate guarantee
At the commencement of the year (28.80)
Add: Additions during the year 99.53
At the end of the year 70.73
Equity issued as consideration for demerger
At the commencement of the year -
Add: Additions during the year 3,997.41
At the end of the year 3,997.41
Equity component of compulsorily convertible debentures
At the commencement of the year -
Add: Additions during the year 1,789.90
At the end of the year 1,789.90

6,290.46
Nature and purpose of other reserves:
Capital reserve
The Holding Company vide Scheme of Amalgamation ('the Scheme') in the year 2016-2017 merged its wholly-owned subsidiary Swire
Investments Private Limited ('SIPL'). Given that SIPL was a wholly-owned subsidiary of the Holding Company there is no consideration
payable for the amalgamation of SIPL with the Holding Company and the consequent transfer of the undertaking, properties, assets and
liabilities of SIPL to the Holding Company. The difference of the value of the assets over the liabilities of SIPL vested in the Holding
Company has been accounted as capital reserves in the Holding Company.
As detailed in note 42 identified residential / commercial projects and investments of Embassy Property Developments Private Limited has
been demerged to the Holding Company. The Holding Company has recognised the effect of the demerger on April 1, 2020 and accounted the
assets and liabilities taken over at fair value in accordance with Ind AS 103 Business Combination. The difference in the fair value of the net
assets of the specified undertaking demerged and the consideration issued, is recognised as capital reserve.

Retained earnings
The cumulative gain or loss arising from the operations which is retained by the Group is presented under the heading of retained earnings. At
the end of the year, the profit/(loss) after tax is transferred from the statement of profit and loss to retained earnings.
Equity portion of interest free loans
It represents the equity component arising on fair valuation of the said loans as required under Ind AS 109.
Equity portion of corporate guarantee
It represents the equity component arising on fair valuation of the corporate guarantee on loan taken by erstwhile holding Company as required
under Ind AS 109.

F - 488
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

22 Other equity (continued)

Equity issued as consideration for demerger


As per the approved Scheme of Arrangement with Embassy Property Developments Private Limited, all the shareholders of the Demerged
Company (EPDPL) are allotted 41 fully paid-up equity share of Rs. 10 each in the Holding Company, for every 100 fully paid-up equity share
of Rs 10 each held by them in EPDPL.
The abovesaid process of issue of equity shares has been completed post receipt of the Order dated August 04, 2021. The Holding Company
has reflected the increase in equity capital under other equity, until the actual issuance of shares, in these special purpose consolidated
financial statements as the scheme came into effect on April 01, 2020.

23 Deferred tax liability


Particulars As at
March 31, 2021
Deferred tax liability 4,129.63
4,129.63

24 Non-current borrowings

Particulars As at
March 31, 2021
Debentures
Unsecured:
Optionally convertible debentures (refer note 1 below) 2,783.73
Compulsorily convertible debentures (refer note 2 below) 0.01
Non convertible debentures (refer note 3 below) 930.00
Term Loans
from banks and financial institutions and others (refer note 4 below) 12,533.93

Vehicle Loan
from financial institution (refer note 5 below) 24.70
from banks (refer note 5 below) 13.42
16,285.79

Note 1 : Terms and conditions for issue of Optionally convertible debentures


A 0 % unsecured fully paid optionally convertible debentures (OCDs):
During the year ended, 31 March 2021, the Group issued 30,000,000 optionally convertible debentures of ₹100 each. The term of the
debentures is maximum 10 years from the allotment date unless redeemed or converted earlier. The OCDs carry coupon of 0%.
Conversion terms:
Unless redeemed earlier, at any time during the term, convertible at the option of either issuer/holder into such number of equity shares of face
value Rs. 10 each based on higher of:
(a) Fair market value determined on the date of conversion or
(b) Rs. 10
On expiry of the term, at the option of the Group, the OCDs shall be converted into such number of equity shares as decided above. On receipt
of CCI approval and approval of scheme by the tribunal, the OCDs will become CCDs and will be compulsorily convertible as mentioned
above.

Name of debenture holder As at March 31, 2021


Amount
No. of debentures
(in millions)
Embassy Property Developments Private Limited 3,00,00,000 3,000.00

F - 489
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

Note 2 : Terms and conditions for issue of Compulsorily Convertible Debentures


A 0.0001% fully and compulsorily convertible debentures (CCDs)
The CCD shall carry an annual coupon rate of 0.0001% per annum from the date of issue and allotment. The coupon shall be payable on an
annual basis and be paid 15 calendar days from the end of each year ("Coupon Payment Date"), unless otherwise agreed to between the
parties.
The CCD holders shall have right to convert any or all of the CCD's, any time during the tenure of the CCDs into 10 Equity Shares of Rs 10/-
each fully paid up of the Group in respect of every 1(One) CCD of Rs 100/- each.
The term of the debentures is maximum 10 years from the allotment date. CCD's do not carry any voting rights. The investor shall have right
to convert any or all of the CCD's,any time during the tenure of the CCD. Equity shares pursuant to conversion shall rank pari passu in all
respects with the existing shares of the Group.
Name of debenture holder As at March 31, 2021
Amount
No. of debentures
(in millions)
Udhyaman Investments Private Limited 1,10,76,675 1,107.67
OMR Investments LLP 68,22,419 682.24

B 5% fully and compulsorily convertible debentures (CCDs)


The debentures shall carry interest at 5% per annum on the principal amount till the date of conversion. Interest shall be payable as on 31
March of each year ("Payment date"). All payments of interest rate shall be made net of any applicable withholding tax, payable in relation to
such amounts. The interest is payable subject to availability of distributable cash flow from the projects and the balance unpaid interest shall
be carried forward and paid on the next payment date.
The debentures shall be compulsorily converted into equity shares in the following manner on expiry of 30 April 2021 (31 July 2020 prior to
execution of the fifth amendment to Securities Subscription and Shareholders agreement dated 29 July 2019) or in the event of default, as
defined in securities subscription and shareholders agreement dated 17 August 2011, whichever is earlier.
(i) At any time after the expiry of 30 April 2021 the holder of the debentures shall be entitled to convert the debentures into equity shares such
that the number of equity shares issued and allotted upon such conversion represents 18.59% of the share capital of the Company on a fully
diluted basis as on the date of conversion.
(ii) at any time after the occurrence of an event of default, the holders of the debentures shall be entitled to convert the debentures into equity
shares such that the number of equity shares issued and allotted on such conversion represents 51% of the share capital of the Company on a
fully diluted basis as on the date of the conversion.
While the CCDs are mandatorily convertible into equity shares at any time after the expiry of 30 April 2021 as per the extended agreement
dated 30 July 2020, in accordance with the requirements of Guidance Note on Schedule III to the Companies Act, 2013, the conversion of
CCDs into equity shares are considered as a means of settlement of the liability and since the investors have a right to convert after the expiry
of 30 April 2021, these CCDs are classified as other current financial liabilities as at 31 March 2021.

During the year ended March 31, 2021, the CCD holders have issued an 'event of default' notice under the provisions of the Securities
Subscription and Shareholders Agreement dated August 17,2011 . Subsequently, one of the Subsidiary Companies , Embassy Property
Development Private Limited (EPDPL) and the CCD holders have entered into an agreement whereby EPDPL will buy out the CCD's for an
agreed consideration. According to the terms of the SPA, the purchase of the CCDs was to be completed by 31 March 2021 (Closing date).
However, the CCD holders served an NOC towards the Demerger Scheme of EPDPL and Nam Estates Private Limited, whereby it is stated
that the Closing date or the Long stop date shall stand extended to 31 August 2021.

Consequent to the Long Stop Date, the CCD holders have intimated the management of the subsidiary company proposing a further extension
of the "Closing date" and a revision of the previously agreed consideration. The Closing date is proposed to be extended up to 31 March 2022
and the consideration is under the process of negotiation between the Parties to the SPA.

F - 490
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

B 5% fully and compulsorily convertible debentures (CCDs) (continued)


The interest on 5% fully and compulsorily convertible debentures of INR 10 each is payable subject to availability of distributable cash flow
from the projects and the balance unpaid interest shall be carried forward and paid on the next payment date. The Management believes that
there will not be any availability of distributable cash flow as the projects are yet to commence and hence the interest accrued till date on the
same has been classified under "Other current financial liabilities".

Name of debenture holder As at March 31, 2021


Amount
No. of debentures
(in millions)
Pollhater Investments Limited 27,79,20,741 2,779.21
HDFC Ventures Trustee Company Limited on behalf of HDFC Investment Trust 2,34,33,452 234.33

Note 3: Terms and conditions for issue of Non-Convertible Debentures


A 14.5% fully and Non Convertible Debentures (NCDs)
During the year ended March 31, 2021, the Group has issued 1130 secured, unrated, redeemable, unlisted, non-convertible debentures of
nominal value of Rs. 10,00,000 each on a private placement basis to Asia Real Estate Capital with Interest rate of 14.5% pa. and the same is
secured by way of second charge. Receipts utilised to repay Piramal Capital & Housing Finance Limited (Piramal) loan.
1. Charge by way of mortgage of the Project (Land along with all structure standing thereon)
2. Charge by way of hypothecation in developer's share of Projects receivables.
3. Escrow of developer's share of receivables from the Project.
4. Demand Promissory Note

Note 4 : Terms and conditions for Term Loans


A Indiabulls Housing Finance Limited - balance as at 31 March 2021, including current maturities of long-term debt: ₹ 8,393.62
millions (31 March 2020: ₹. Nil).
1. POA in relation to Pledge of 6,30,95,240 shares of Indiabulls Real Estate Limited shares
2. POA in relation Surplus enforcement proceeds with respect to the 9,12,94,500 units of embassy office parks REIT held by its erstwhile
holding company ('Embassy Property Developments Private Limited)
3. Hypothecation of Surplus enforcement proceeds with respect to the 9,12,94,570 units of embassy office parks REIT held by its erstwhile
holding company ('Embassy Property Developments Private Limited' or 'EPDPL')
4. Registered equitable mortgage on various land parcels and rights in land held by EPDPL and other group companies.
5. Hypothecation of receivables from sale/lease/transfer/construction of all mortgaged properties.
6. POA in relation to the pledge of Shares of Embassy Constructions Private Limited held by J V Holdings Private Limited and a Director of
the Embassy Property Developments Private Limited.
The term loan is repayable in quarterly instalments from August 2023 to February 2025. The loan carries an interest rate of 14.25% p.a.
(March 31, 2020: nil).

F - 491
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

B HDFC Limited - balance as at 31 March 2021, including current maturities of long-term debt: ₹ 4,250.00 millions.
The Group has availed a term loan of Rs. 4,250.00 millions from a financial institution for the purpose of working capital. The loan is
repayable in one bullet payment of Rs. 4,250.00 millions at the end of 75th month from the date of first disbursement. The interest rate is
11.50% per annum.

The loan is secured against undivided share of land at Rachenahalli Village, Krishnarajapuram Hobli, Bangalore East Taluk and building
constructed or to be constructed thereon, belonging to a group Group. An exclusive charge on the scheduled receivables (receivables or cash
flows or revenues including booking amounts arising out of or in connection with or relating to above the projects.

Any other security of similar or higher value acceptable to the financial institution) of sold and unsold units under the documents entered into
with the customers of the projects to be financed, all insurance proceeds, both present and future, corporate guarantee from the holding Group
and personal guarantee of the promoter. The loan outstanding as on March 31, 2021 is Rs. 4,250.00 millions.

C HDFC Limited - balance as at 31 March 2021, including current maturities of long-term debt: ₹ 3,499.95 millions
Tranche 1 Of ₹. 7,370.00 millions
1 Mortgage of piece and parcel of land admeasuring 196.69 acres situated at Heggenahalli & Nagamangala villages
2 An exclusive charge has been created on the scheduled receivable of sold and unsold units under the documents entered into with the
customers of the projects. Scheduled receivable are the receivable/cash flows/revenues including booking amounts arising out of or in
connection with or relating to the above projects.
3 Personal guarantee of director of Embassy Property Developments Private Limited.

As at
Repayment and interest terms
March 31, 2021

Repayable in 60 months and to be settled by June 2021. The loan carries an interest rate of 11.70% p.a linked to HDFC
3,269.95
corporate prime lending rate. With effect from 1st October, 2018 the corporate prime lending rate stands at 13.30%

The Group shall maintain an escrow account and a designated account in HDFC Limited or any other bank acceptable to
HDFC Limited. All collections related to plot purchases are to be routed through this escrow account.

The Group has applied and received moratorium towards Interest and Principal amount for both the loans as per RBI notification for the
month of March 2020 till August 2020.
As per the terms of loan agreement, out of the total outstanding amount as at March 2021, the Group had to repay ₹ 1,500.00 millions during
the period January 2021 to March 2021. Subsequently, the Group had repaid the entire loan.

Tranche 2 of ₹ 2,300.00 millions


1 Mortgage of piece and parcel of land admeasuring 196.69 acres situated at Heggenahalli & Nagamangala villages
2 An exclusive charge has been created on the scheduled receivable of sold and unsold units under the documents entered into with the
customers of the projects. Scheduled receivable are the receivable/cash flows/revenues including booking amounts arising out of or in
connection with or relating to the above projects.
3 Personal guarantee of director of the Embassy Property Developments Private Limited.

F - 492
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

C HDFC Limited (continued)

As at
Repayment and interest terms
March 31, 2021
Repayable in one instalment by December 2020. The loan carries an interest rate of 11.80% p.a linked to HDFC
corporate prime lending rate. 230.00
With effect from 1st October, 2018 the corporate prime lending rate stands at 13.30%
The Group had applied and received moratorium towards Interest and Principal amount for the loan as per RBI notification for the period of
March 2020 till August 2020. Subsequently, the Group had repaid the entire loan.

Note 4 : Terms and conditions for Vehicle loans from Banks and Financial Institutions
A Vehicle Loans from HDFC Bank- amounting to: ₹ 16.35 million - including current maturities of non-current borrowings
(i) Secured by hypothecation of motor vehicles.
(ii) These loans carry an interest rate of 7.75% to 8.50%.
(iii) The principal amount has to be repaid in 60 equated monthly instalments.

B Vehicle Loans from Kotak Mahindra Prime Limited - amounting to: ₹ 30.02 millions - including current maturities of non-current borrowings

(i) Secured by hypothecation of motor vehicles.


(ii) These loans carry an interest rate of 8.13% to 8.30%.
(iii) The principal amount has to be repaid in 60 equated monthly instalments.

25 Other financial liabilities

Particulars As at
March 31, 2021
Retention money towards project cost 405.96
Amount payable to association 66.03
471.99

26 Provisions

Particulars As at
March 31, 2021
Provision for employee benefits (refer note 46 and 47) 22.05
22.05

F - 493
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

27 Other non current liabilities

Particulars As at
March 31, 2021
Deferred revenue/guarantee income 0.66
0.66
The Holding Company had provided its land as security for a loan taken by its erstwhile holding company, Embassy Property Developments
Private Limited. However, the said loan is demerged to the Company vide the Scheme of Arrangement (refer note 42) and consequently the
guarantee stands absolved.

* Refer Note 41 for details of balances with related party


28 Current borrowings

Particulars As at
March 31, 2021
Unsecured
Intercorporate deposit
-from related parties (refer note 1 below)* 1,076.40
Other loans
- to banks (refer note 2 below) 18,426.12
19,502.52
* Refer Note 41 for details of balances with related party
Note 1: Intercorporate deposit
The loans from related parties carry nil rate of interest which are repayable on demand

Note 2: Terms and conditions for Other Loans


The Group has availed a revised loan facility of ₹ 24,000.00 millions from a financial institution. Tranche 1 of the loan amounting to ₹
12,000.00 millions is repayable within 78 months from the first drawdown date of Tranche 1 disbursement. Tranche 2 of the loan amounting
to ₹ 3,000.0 millions is repayable within 78 months from the first drawdown date of Tranche 1 disbursement. Tranche 3 of the loan amounting
to ₹ 3,000.00 millions is repayable within 78 months from the first drawdown date of Tranche 1 disbursement. Tranche 4 of the loan
amounting to ₹ 6,000.0 millions is repayable within 78 months from the first drawdown date of Tranche 1 disbursement. The final repayment
month is April 2021. The loan carries an interest rate linked to the lender's CPLR (Corporate Prime Lending rate) with a negative spread. The
loan is secured against mortgage of developer's share of an identified project in Bangalore, mortgage of developer's share of unsold units
along with undivided share of land and construction thereon in 5 projects located in Bangalore along with receivables from the above projects,
charge on Group LLP's share of sale receivables of the 56 units of the a project and personal guarantee of a Director. The outstanding amount
as at March 31, 2021 is ₹ 13,318.50 millions .

The Group has availed a revised loan facility of ₹ 6,000.0 millions from a financial institution. Tranche 1 of the loan amounting to ₹ 5,000.00
millions and Tranche 2 of the loan amounting to ₹ 1,000.00 millions is to repaid in a single bullet payment at the end of 60th month from the
date of first disbursement ie. August 2023. The loan carries an interest rate linked to the lender's CPLR (Corporate Prime Lending rate) with a
negative spread of 590 basis points payable on monthly basis. The loan is secured against mortgage of developer's share of an identified
project in Bangalore, mortgage of developer's share of unsold units along with undivided share of land and construction thereon in 4 projects
located in Bangalore along with receivables from the above projects, mortgage of land parcel of the project of a subsidiary and group company
and personal guarantee of a Director. The outstanding amount as at March 31, 2021 is Rs 5,137.43 millions.

29 Trade payables

Particulars As at
March 31, 2021
Trade payables to MSME 327.70
Trade payables to other than MSME 1,983.23
2,310.93

F - 494
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

30 Other financial liabilities

As at
Particulars
March 31, 2021
Current maturities of long-term debt (refer note 24)
- of term loans 3,789.77
- of 5% compulsorily convertible debentures 11,632.15
Accrued payroll 2.76
Book overdraft 24.66
Interest accrued and due
- on term loan from financial institution 722.85
Interest accrued but not due
- on term loan from financial institution 487.25
- on debentures/others 1,359.71
Current account balance with partnership firm 1.69
Provision for onerous contracts 46.05
Lease Deposits 9.73
Provision for expenses 70.64
Payable for purchase of investment properties 21.95
Other payables 9,766.09
27,935.30

31 Provisions
Particulars As at
March 31, 2021
Provision for employee benefits (refer note 46 and 47) 1.99
Provision for current tax 0.25
2.24

32 Other non-financial liabilities


Particulars As at
March 31, 2021
Advance received from customers 32.15
Deferred revenue 15,129.73
Statutory dues 159.87
Deferred guarantee income* 0.49
15,322.24
* Refer Note 41 for details of balances with related party

F - 495
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

33 Revenue from operations


Particulars Year ended
March 31, 2021
Proceeds from sale of land and properties under construction 2,457.70
Other operating income 22.35
Facility rental 23.16
2,503.21

34 Other income
Particulars Year ended
March 31, 2021
Interest income
- from banks 7.91
- from others 86.91
- from income tax 0.77

Fair value gain on financial instruments 216.27


Other non-operating income
Guarantee fee income 0.59
Termination of guarantee income 18.00
Miscellaneous income 1.39
331.84

35 Land,material and contract cost

Particulars Year ended


March 31, 2021
Land, material and contract cost 2,112.27
2,112.27

36 Employee benefits expense


Particulars Year ended
March 31, 2021
Salaries,wages and other benefits 162.26
Contribution to provident and other funds 7.12
Gratuity expense 18.01
Staff welfare expenses 0.00
187.39

F - 496
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

37 Finance cost
Particulars Year ended
March 31, 2021
Interest expense
- term loan 5,179.41
- debentures 150.68
- on others 40.76
Corporate guarantee fee 16.96
5,387.81

38 Depreciation and amortization


Particulars Year ended
March 31, 2021
Depreciation of property, plant and equipment (refer note 4) 1.57
Amortisation of intangible asset (refer note 5) 0.95
Depreciation of investment property (refer note 6) 28.85
31.37

39 Other expenses

Particulars Year ended


March 31, 2021
Brokerage and commission 66.37
Legal and professional fees 134.03
Provision for Onerous Contract 10.84
Advertisement expenses 9.24
Business promotion expenses 14.78
Marketing expenses 1.92
Rates and taxes 36.15
Rent 0.24
Software and internet usage charges 2.14
Franking charges 2.86
Foreign exchange loss,net 1.74
Repairs and maintenance 382.20
Travel and conveyance expenses 16.90
Transportation charges 0.04
Bank charges 0.69
Office maintenance 3.83
Interest on TDS/GST 0.80
Power & Fuel 17.58
Fair value gain or loss on financial instruments 6,670.85
Miscellaneous expenses 66.62
7,439.82

F - 497
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

40 Contingent liabilities, capital commitments and contingent assets(to the extent not provided for)
Year ended
Particulars
March 31, 2021

Contingent liabilities*
Outstanding dues to MSME (refer note b below) -
Income tax matters (refer note c below) -
Service tax matters 28.86
Others:
The Group has given its leasehold land, i.e. investment property as an exclusive security for a loan taken by Embassy 4,715.80
Property Developments Private Limited. (refer note (e) below)

Capital and other commitments


Estimated specific committed cost towards its capital expenditure (net of advances) and not provided for 872.02
Commitment for joint development - refundable deposit 950.00
Stamp duty and registeration charges for assets transferred under the Scheme of Arrangement (refer note (f) below)
-

Other disputes
The Group has several cases pending against it towards the title of land acquired by it. Management, based on legal advice obtained and also
based on the court rulings (in favour of the Group), believe that the title to the land held by it is good and marketable. The future expected cash
outflow out of the above pending cases/litigations cannot be ascertained , hence no amounts has been quantified.

(a) The Holding Company has investments of ₹ 22,503.15 million in subsidiaries, joint ventures and associates (as on standalone basis), which
includes a sum of ₹ 7,014.94 millions, representing shares in Embassy East Business Parks Private Limited (previously known as Concord India
Private Limited) ("EEBPPL"). The shares in EEBPPL has arisen under a scheme of demerger with Embassy Property Developments Private
Limited approved by the Regional Director (“RD”), South East Region, on August 06, 2021.
A case has been filed by some parties against various respondents including EPDPL, claiming ownership to part of the shareholding. The Court
has granted an interim stay to maintain the status quo pending further hearing in the case.
The Holding Company is of the view that the outcome of the case will not impact the shareholding of EEBPPL by the Holding Company or its
valuation.

(b) The Group has a system for maintenance of documents and other relevant information in respect of amounts due by it to parties who are registered
as micro and small enterprises. As at 31 March 2021, the amounts due to micro and small enterprises is ₹ 327.70 million . As per the MSME Act
2006 Section 16, Where any buyer fails to make payment of the amount to the supplier, as required under section 15, the buyer shall,
notwithstanding anything contained in any agreement between the buyer and the supplier or in any law for the time being in force, be liable to pay
compound interest with monthly rests to the supplier on that amount from the appointed day or, as the case may be, from the date immediately
following the date agreed upon, at three times of the bank rate notified by the Reserve Bank. In this case, the management contends that the
creditors has not raised any interest demand yet and the Group has not paid interest during the year, and hence the interest accrued under section
16 of the MSME Act is not provided for.

(c) The Income Tax department has launched the proceedings u/s 276B against the Group and the principle officer of the group entity in respect of
defaults in payment of Tax deducted at source. The Group is contesting the proceedings initiated before the Honourable High court of Karnataka.
The quantification of financial default is not ascertainable pending final judgement at this point of time. Hence the amount couldn't be quantified
at the balance sheet date and not provided for.
(d) The Group had made an application to Karnataka Industrial Area Development Board (KIADB) towards acquisition of 216 acres of land in
Bangalore. The Group had made an advance payment of ₹ 1,217.49 millions in earlier years in accordance with the demand request raised by
KIADB. The State government has issued a notification on 28 February 2018 declaring the subject land as industrial area. Pursuant to this, the
Company has approached the relevant regulatory authorities to carry out the subsequent steps for acquisition of land. Further to this, KIADB has
send a demand letter of ₹ 728.78 millions on 13 January 2021 as final compensation to be paid for acquisition of land after adjusting the deposit
already placed with KIADB by the Group. The Group has paid the said amount during the period ended 31 December 2021.

( e) The Group has given its leasehold land, i.e. investment property as an exclusive security for a loan taken by Embassy Property Developments
Private Limited - ₹ 4715.80 millions. The said loan for which security is provided has been closed as on the reporting date.

(f) The Group is the process of transferring title of the assets and liabilities under the scheme of demerger as on the reporting date. The amount of
charges to be paid has not yet been crystalised

F - 498
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)
41 Related party transactions
(i) Names of related parties and description of relationship:
Enterprises where control exists
Ultimate Holding company JV Holding Private Limited

(i) Enterprises which is a joint venture


Investment in partnership firm / consortium Embassy Investment MGT Services LLP

(ii) Other related parties with whom transactions have taken place during the year
Udhyaman Investments Private Limited
1. Enterprises owned or significantly influenced by
Embassy Services Private Limited
individuals having substantial voting interest and their
Embassy Property Developments Private Limited
relatives
Lounge Hospitality LLP
Paledium Security Services LLP
Collaborative Workspace Consultants LLP
Technique Control Facility Management Private Limited
We Work India Management Private Limited
OMR Investments LLP
Embassy International Riding School Private Limited
Embassy Interiors Private Limited
Southern Paradise Stud and Development Farms Private Limited

2. Enterprises owned or significantly influenced Babbler Marketing Private Limited


by holding or ultimate holding company Bangalore Paints Private Limited
Embassy Real Estate Developments and Services Private Limited

3. Key management personnel/Directors of holding Rajesh Ramchand Bajaj


company/Relatives of directors of holding company P.R. Ramakrishnan
Narpat Singh Choraria
Manisha Rajesh Bajaj
Anmol Rajesh Bajaj
Karan Virwani (w.e.f 18/12/2020)
Aditya Virwani (w.e.f 18/12/2020)

(iii) Details of related party transactions during the year


Year ended
Particulars March 31, 2021

Proceeds from sale of plots Udhyaman Investments Private Limited 70.16


Manisha Rajesh Bajaj 52.00
Anmol Rajesh Bajaj 52.00
Rajesh Bajaj 16.64

Guarantee fee income Embassy Property Developments Private Limited 18.37

Brokerage income Narpat Singh Choraria 0.55

Interest Income Embassy Property Developments Private Limited 83.29

Facility rental Embassy International Riding School Private Limited 0.50

Other operating income Lounge Hospitality LLP 9.49

Legal and professional fees Lounge Hospitality LLP 41.42

Business promotion Lounge Hospitality LLP 10.85


JV Holdings Private Limited 4.78

Repairs and maintenance Embassy Services Private Limited 160.67


Embassy Interiors Private Limited 0.43
Lounge Hospitality LLP 32.92
Technique Control Facility Management Private Limited 1.91

Security charges Paledium Security Services LLP 2.07

F - 499
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

(iii) Details of related party transactions during the year (continued)

Year ended
Particulars
March 31, 2021
Project cost Babbler Marketing Pvt Ltd 39.50
Embassy Property Developments Private Limited 10.46
Collaborative Workspace Consultants 2.07

Other reimbursements Embassy Property Developments Private Limited 17.14


We Work India Management Private Limited 0.02
JV Holdings Private Limited 0.09
Embassy Real Estate Developments Private Limited 7.50
Loan given/(repaid) Embassy Property Developments Private Limited 127.70
OMR Investments LLP 5.00
Loan taken Embassy Property Developments Private Limited 106.93
Udhyaman Investments Private Limited 913.83
Issue of debentures OMR Investments LLP 1,789.91
Advance paid for land acquisition Embassy Property Developments Private Limited 4,109.45
Receipt of rights in apartments OMR Investments LLP 1,682.90
Corporate Guarantee Received Embassy Property Developments Private Limited 4250.00

(iv) Amount outstanding as at the balance sheet date :


Particulars As at
March 31, 2021
Other non-current assets - Capital advances others
Babbler Marketing Private Limited 44.66

Other non-current assets - Capital advances - Advances


paid for purchase of land Embassy Property Developments Private Limited 4109.45

Trade receivables Udhyaman Investments Private Limited 14.51


Lounge Hospitality LLP 11.05
Embassy International Riding School Private Limited 2.25
Current Loans - Inter corporate deposit OMR Investments LLP 5.00
Embassy Buildcon LLP 19.40
Udhyaman Investments Private Limited 1,000.00

Current Other financial assets - Interest accrued and


Embassy Property Developments Private Limited 77.04
not due

Other receivable from related parties - current OMR Investments LLP 119.63

Current Other financial assets - Receivable on account


Embassy International Riding School Private Limited 303.45
of slump sale

Other current assets - Advance for supply of goods and


Babbler Marketing Private Limited 14.02
rendering of services
We Work India Management Private Limited 0.02
Bangalore Paints Private Limited 25.73

Non current Borrowings - Liability component of


Embassy Property Developments Private Limited 2,783.73
Optionally convertible debentures

Other financial liabilities - Retention money towards


Babbler Marketing Private Limited 7.80
project cost
Bangalore Paints Private Limited 3.10

Current Borrowings Udhyaman Investments Private Limited 969.47

Embassy Property Developments Private Limited 106.93

F - 500
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

(iv) Amount outstanding as at the balance sheet date (continued):


Particulars As at
March 31, 2021
Trade payables Synergy Property Development Services Private Limited 16.09
Embassy Services Private Limited 450.05
Lounge Hospitality LLP 5.88
JV Holdings Private Limited 1.29
Embassy Property Developments Private Limited 142.74
Babbler Marketing Private Limited 41.71
Bangalore Paints Private Limited 16.74
Paledium Security Services LLP 0.34
Embassy Interiors Private Limited 4.19
Nam Estates Private Limited 1.00
Udhyaman Investments Private Limited 0.57

Southern Paradise Stud and Development Farms Private Limited 2.01

Technique Control Facility Management Private Limited 2.10

Other financial liabilities - Payable for purchase of


Babbler Marketing Private Limited 0.79
Investment Property
Bangalore Paints Private Limited 0.09
Embassy Interiors Private Limited 2.39
Paledium Security Services LLP 0.11

Other financial liabilities - Other payable Embassy Property Developments Private Limited 9,766.29

Other non-financial liabilities - Advance received from


Rajesh Bajaj 0.27
customers
Anmol Rajesh Bajaj 0.77
Loan outstanding Rs.
Details of outstanding security received Embassy Property Developments Private Limited
4250.00 millions
Details of Outstanding security received (refer note Loan outstanding Rs
Embassy Property Developments Private Limited
below) 8,393.62 millions

As part of Scheme of Arrangement, the loan from Indiabulls Housing Finance Limited has been demerged from Embassy Property Developments Private
Limited ('EPDPL'). The loan has been secured against certain assets held by the Company, EPDPL and subsequently held by Embassy East Business Park Private
Limited. Gurantee expense for the security provided has not been provided as on March 31, 2021 as the obligation under the loan of the Company ceases as 21
July, 2021 by virtue of Novation Agreement entered into between EPDPL and Embassy East Business Park Private Limited.

(this space is left blank intentioanlly)

F - 501
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

42 Scheme of Arrangement with Embassy Property Developments Private Limited


The Regional Director (“RD”), South East Region, on August 04, 2021, approved the Scheme of Arrangement amongst the Holding Company and
Embassy Property Developments Private Limited (EPDPL) and their respective shareholders and creditors (“the Scheme”) for the demerger of the
identified residential / commercial projects and investments of EPDPL ("Demerged Undertaking"), either held directly or as investments in subsidiaries of
EPDPL. The Scheme became effective from the appointed date April 1, 2020 upon filing of the certified copies of the RD Orders with the respective
jurisdictional Registrar of Companies. Pursuant to the Scheme becoming effective, the specified undertaking as defined under the Scheme, is demerged
from EPDPL and transferred to and vested in the Holding Company with effect from April 1, 2020 i.e. the Appointed Date.As a consideration for the
demerger, all the shareholders of the Demerged Holding Company (EPDPL) are allotted 41 fully paid-up equity share of Rs. 10 each in the Holding
Company, for every 100 fully paid-up equity share of ₹ 10 each held by them in EPDPL.
As per the clarification issued by Ministry of Corporate Affairs vide Circular no. 09/2019 dated August 21, 2019 (MCA Circular), the Holding Company
has recognised the effect of the demerger on April 1, 2020 and accounted the assets and liabilities taken over at fair value in accordance with Ind AS 103
Business Combination. The difference in the fair value of the net assets of the specified undertaking demerged as at April 1, 2020 and the consideration
issued, is recognised as capital reserve. Any inter-Holding Company balances between the EPDPL and the Holding Company relating to Demerged
Undertaking, if any, in the books of the Holding Company shall stand cancelled.
The Holding Company is the process of transferring title of the assets and liabilities under the scheme of demerger as on the reporting date. Due to the
above demerger the comparable (March 31, 2020) is not comparable.

The summary of effect of the demerger is as under:


Carrying Value of the Fair Value of the Assets
Particulars Assets and Liabilities in and Liabilities as on
books of EPDPL appointed date

Assets transferred and vested on demerger


- Investment properties 688.78 686.54
- Investments in subsidiaries, joint venture and associates 12,850.86 23,352.63
- Investment in Others 8,650.20 2,577.54
- Inventories 26,775.29 26,238.33
- Advance towards joint development projects (reflected under investment property under
development to the extent in excess of any refundable amounts) 3,966.01 9,294.93

- Other Assets 6,017.57 5,873.58


58,948.70 68,023.55

Less: Liabilities transferred and vested on demerger


- Borrowings (33,819.92) (33,819.92)
- Deferred revenue / provision for onerous losses (18,912.31) (18,912.31)
- Other current liabilities (2,213.72) (2,958.75)
(54,945.95) (55,690.98)

Net assets transferred and vested on demerger (a) 12,332.57

Face value of fully paid-up equity shares issued to the shareholders of demerged company (b) 3,997.41
Net amount adjusted against the capital reserve (a) - (b) 8,335.16

The Holding Company has recognised deferred tax liability of ₹ 5,281.14 millions arising on account of acquisition of the de-merged undertaking and it
has been adjusted against capital reserve of ₹ 8,335.16 millions.

43 Acquisition-related costs
The Group has incurred ₹ 49.42 millions towards various professionals for finalising the Demerger scheme as stipulated in note 42 and other restructing
activities. In accordance with Ind AS 103 and other relevant accounting standards, the costs incurred have been charged to Statement of Profit and Loss
in the year of incurring the same. The same is reflected in note 39 under the head "Legal and Professional Charge"

F - 502
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

44 Note on Security provided by the Group to another Company


On 6th July 2018, the Group has provided leasehold land of 60 acres held by the Group as a security for loan taken by a Private Limited
Company in which a director of the holding company is interested. As per the requirement of Section 185 of the Companies Act, 2013, no
company shall directly or indirectly provide any loan, or give any guarantee or provide any security to a person in whom a Director is
interested without passing a special resolution prior to providing the loan,security and guarantee. Accordingly the aforesaid guarantee given
by the Group is not in compliance with the requirement of the Act. However, the above loan has been repaid before balance sheet signing
date.

45 Investment in subsidiaries, joint ventures and associates

a) Investment in susidiaries (Entities in which control exists)


Country of Percentage of holding
Particulars incorporation As at March 31, 2021
Embassy Infra Developers Private Limited India 99.99%
Embassy Orange Developers Private Limited India 99.99%
Embassy Realty Ventures Private Limited India 99.99%
Embassy One Commercial Property Developments Private Limited (refer note below) India 99.99%
Summit Developments Private Limited (refer note below) India 99.00%
Embassy East Business Parks Private Limited (refer note below) India 51.00%
RGE Constructions and Developments Private Limited (refer note below) India 77.72%
Saphire Realtors Private Limited India 99.00%
Grove Ventures (Investment in Partnership Firm) (refer note below) India 99.00%

Note : The Investments in the said entities are held by the Holding Company with effect from April 01, 2020 demerged to the Holding
Company under the Scheme of Arrangement entered with Embassy Property Developments Private Limited.

b) Investment in joint ventures


Country of
Particulars
incorporation

Embassy Investment MGT Services LLP India

c) Particulars of partners of the partnership firm, capital contribution and the profit sharing ratio are as follows :

Particulars Name of Partners Share of Profit Capital

Embassy Investment MGT Services LLP NAM Estates Private Limited 99% 0.00
Aditya Virwani 1% 0.00

Grove Ventures NAM Estates Private Limited 99% 99.00


Embassy International Riding 1% 1.00
School Private Limited (erstwhile
known as Embassy Projects
Private Limited)

F - 503
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

d) Analysis of Net assets i.,e total assets minus total liabilities

Particulars Percentage Amount

NAM Estates Private Limited 16.29% 2,120.31


Embassy Infra Developers Private Limited 13.75% 1,789.81
Embassy Orange Developers Private Limited -0.43% (56.20)
Embassy Realty Ventures Private Limited 0.15% 19.50
Embassy One Commercial Property Developments Private Limited 0.00% (0.22)
Summit Developments Private Limited -80.63% (10,497.02)
Embassy East Business Parks Private Limited -0.66% (86.11)
RGE Constructions and Developments Private Limited -7.71% (1,003.89)
Saphire Realtors Private Limited 2.91% 379.27
Grove Ventures (Investment in Partnership Firm) 0.77% 100.42
Impact on net assets due to fair valuation on business combination 155.56% 20,253.38
Inter - Company eliminations 0.00% 0.03
100.00% 13,019.29

e) Profit/(loss) for the year, net of tax

Particulars Percentage Amount

NAM Estates Private Limited 32.21% (3,610.92)


Embassy Infra Developers Private Limited 0.00% (0.19)
Embassy Orange Developers Private Limited 1.31% (147.17)
Embassy Realty Ventures Private Limited 0.00% (0.09)
Embassy One Commercial Property Developments Private Limited 0.00% (0.08)
Summit Developments Private Limited 60.97% (6,833.80)
Embassy East Business Parks Private Limited 0.15% (16.26)
RGE Constructions and Developments Private Limited 2.49% (279.11)
Saphire Realtors Private Limited 0.01% (0.77)
Grove Ventures (Investment in Partnership Firm) 0.00% 0.42
Impact on net assets due to fair valuation 2.87% (321.25)
Inter - Company elimations 0.00% 0.03
100.00% (11,209.19)

f) Total comprehensive income for the year, net of tax attributable

Particulars Percentage Amount

NAM Estates Private Limited 100.00% 2,252.15


100.00% 2,252.15

Note: The above amounts / percentage of net assets and net profit or (loss) in respect of the Holding Company, and its subsidiaries, are
determined based on the amounts of the respective entities included in consolidated financial statements before inter-company eliminations /
consolidation adjustments.

F - 504
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose consolidated financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

46 Earnings/ (loss) per share


Basic earnings/(loss) per share amounts are calculated by dividing the profit/(loss) for the year attributable to equity holders by the
number of equity shares outstanding during the year. Diluted Earnings per share ("EPS") amounts are calculated by dividing the
profit/(loss) attributable to equity holders

i. Reconciliation of earnings used in calculating earnings per share:

Year ended
Particulars
March 31, 2021
Total profit/(loss) for the year attributabe to equity shareholders of the holding company as per statement of profit
(11,072.16)
and loss
(11,072.16)

ii. Reconciliation of basic and diluted shares used in computing earnings per share

Year ended
Particulars
March 31, 2021
Number of equity shares at the 70,002
beginning
Add: of the year
Number of equity shares issued during the year 39,97,41,389
Number of equity shares for basic and diluted EPS 39,98,11,391

iii.(Loss) per share:

Year ended
Particulars
March 31, 2021
Basic (27.69)
Diluted (27.69)

For the year ended 31 March 2021, optionally convertible debentures were excluded from the calculation of diluted weighted average
number of equity shares as their effect would have been anti-dilutive.

for N S V M & Associates


Chartered Accountants for and on behalf of the Board of Directors of
Firm registration number: 010072S Nam Estates Private Limited

D N Sree Hari P R Ramakrishnan Rajesh Bajaj


Partner Director Director
Membership No. 027388 DIN: 00055416 DIN: 00738227

Place: Bengaluru Place: Bengaluru Place: Bengaluru


Date : March 14, 2022 Date : March 14, 2022 Date : March 14, 2022

F - 505
INDEPENDENT AUDITORS’ REPORT

To the Members of NAM Estates Private Limited

Report on the Audit of the Financial Statements

Qualified Opinion

We have audited the financial statements of NAM Estates Private Limited (“the Company”), which comprise the
Balance Sheet as at 31st March 2021, and the Statement of Profit and Loss, Statement of Changes in Equity and
Statement of Cash Flows for the year then ended, and notes to the financial statements, including a summary of
significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, except for the
effects of the matter described in the Basis for Qualified Opinion section of our report, the aforesaid financial
statements give a true and fair view in conformity with the accounting principles generally accepted in India, of
the state of affairs of the Company as at March 31st 2021 and loss, changes in equity and its cash flows for the
year ended on that date.

Basis for Qualified Opinion

As stated in note 36 to the financial statements, the Company has extended its land as security for a loan taken by
its Holding Company in which, a director is interested.

As per the requirement of Section 185 of the Companies Act, 2013 ('Act'), no company shall, directly or indirectly,
provide any loan, or give any guarantee or provide any security to a person in whom a director is interested without
complying with the provisions as laid down in the said section of the Act. Accordingly, security provided is not
in compliance with the requirements of the Act. The impact of this non-compliance has not been quantified by the
Company.

During the year, the Company has passed a special resolution approving the continuity of extension of security
for the charge created for loan obtained by Holding Company. Further, the Company has filed an application
seeking compounding of offence under Section 441 of the Companies Act, 2013 for violation of section 185 of
the said Act.

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of
the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditor’s
Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the
Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together
with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the

F - 506
Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in
accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained
is sufficient and appropriate to provide a basis for our qualified opinion.

Information Other than the Financial Statements and Auditor’s Report Thereon

The Company’s Board of Directors is responsible for the other information. The other information comprises the
information included in the Annual report, but does not include the financial statements and our auditor’s report
thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the financial statements or our
knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have
performed, we conclude that there is a material misstatement of this other information, we are required to report
that fact. We have nothing to report in this regard.

Responsibilities of Management and those charged with governance for the Financial Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act,
2013 (“the Act”) with respect to the preparation of these financial statements that give a true and fair view of the
financial position, financial performance, changes in equity and cash flows of the Company in accordance with
the accounting principles generally accepted in India, including the accounting Standards specified under section
133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with
the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds
and other irregularities; selection and application of appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal
financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting
records, 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.

In preparing the financial statements, management is responsible for assessing the Company’s ability to continue
as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis
of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic
alternative but to do so.

Those Board of Directors are also responsible for overseeing the company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error
and are considered material if, individually or in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these financial statements.

F - 507
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional
scepticism throughout the audit. We also:

 Identify and assess the risks of material misstatement of the financial statements, whether due to fraud
or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
 Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also
responsible for expressing our opinion on whether the company has adequate internal financial controls
system in place and the operating effectiveness of such controls.
 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by management.
 Conclude on the appropriateness of management’s use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions
that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude
that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related
disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However,
future events or conditions may cause the Company to cease to continue as a going concern.
 Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and events in a
manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”), issued by the Central
Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the
“Annexure A” a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

2. As required by Section 143(3) of the Act, we report that:

a. except for the matters described in the basis of qualified opinion paragraph, we have sought and obtained
all the information and explanations which to the best of our knowledge and belief were necessary for the
purposes of our audit.
b. except for the possible effects of the matters described in the basis of qualified opinion paragraph above,
in our opinion proper books of account as required by law have been kept by the Company so far as it
appears from our examination of those books.
c. The Balance Sheet, the Statement of Changes in Equity, the Statement of Profit and Loss, and the Cash
Flow Statement dealt with by this Report are in agreement with the books of account.

F - 508
d. In our opinion, except for the matters described in the basis of qualified opinion paragraph, the aforesaid
financial statements comply with the Accounting Standards specified under Section 133 of the Act, read
with Rule 7 of the Companies (Accounts) Rules, 2014.
e. On the basis of the written representations received from the directors as on 31st March, 2021 taken on
record by the Board of Directors, none of the directors is disqualified as on 31st March, 2021 from being
appointed as a director in terms of Section 164 (2) of the Act.
f. in our opinion the matters described in the basis of qualified opinion paragraphs above, may have an
adverse effect on the functioning of the Company.
g. With respect to the adequacy of the internal financial controls over financial reporting of the Company
and the operating effectiveness of such controls, refer to our separate Report in “Annexure B”.
h. With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its financial
statements as disclosed in note 28 to the financial statements. The Company has cases pending against
it towards the title of land acquired by it. The Management, based on legal advice, believe that the
title to the land held by it is good and marketable. The future expected cash outflow out of the above
pending cases/litigations cannot be ascertained, hence the amount has not been quantified.
ii. The Company did not have any long-term contracts including derivative contracts for which there were
any foreseeable losses; and
iii. There were no amounts which were required to be transferred to the Investor Education and Protection
Fund by the Company.

For NSVM & Associates


Chartered Accountants
Firm registration number: 010072S

D.N Sree Hari


Partner
Membership No: 027388

Place: Bengaluru
Date: 27 July, 2021

UDIN: 21027388AAAABQ5195

F - 509
Annexure A to the Independent Auditors’ Report

The Annexure referred to in paragraph 1 under ‘Report on other Legal and Regulatory Requirements’ in the
Independent Auditors’ Report to the Members of Nam Estates Private Limited (‘the Company’) for the year
ended 31 March 2021,
We report that:
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details
and situation of property, plant and equipment and investment properties.
(b) The Company has a regular program of verification of it’s property, plant and equipment and
investment properties which, in our opinion, 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) According to the information and explanations given to us and on the basis of our examination of
the records of the Company and subject to the matters mentioned in Note 19, the title deeds of
immovable properties are held in the name of the Company.

(ii) The Company is engaged in the business of real estate development and related services and holds
inventories in the form of land, properties under development and constructed properties. The management
has conducted physical verification of inventory at reasonable intervals and no material discrepancies were
noticed during the such physical verification.

(iii) The Company has granted deposit to companies covered in the register maintained under Section 189 of
the Companies Act, 2013 (‘the Act’).
(a) According to the information and explanations given to us and on the basis of our examination of the
records of the Company, in our opinion, the terms and conditions of the deposit granted by the Company
to the company covered in the register maintained under section 189 of the Companies Act, 2013 are
not prejudicial to the interest of the Company. The details have been disclosed below.
(b) In the case of the loans granted to the company listed in the register under Sec 189 of the Act, the
stipulation as to repayment of principle and interest is as specified below.
(c) There are no amounts of loans granted to companies, firms or other parties listed in the register
maintained under section 189 of the Companies Act, 2013 which are overdue for more than ninety
days. The deposit granted is repayable on demand, and as on balance sheet date no amount has been
demanded.

F - 510
Name of the company Amount advanced Amount as at Terms
during the year 31 March 2021
(Rs. In thousand) (Rs. In thousand)
Embassy Property Interest free Inter
Developments Private Limited Corporate Deposit (loan)
(Holding Company holding 20,20,466.00 13,72,635.92 repayable on demand
100% equity shares)

(iv) In our opinion and according to the information and explanations given to us, the Company has complied
with the provisions of section 185 and 186 of the Act, with respect to the loans, deposit and investments
made, except as disclosed below:
The Company has extended its land as security for a loan taken by its Holding Company in which, a director
is interested.
As per the requirement of Section 185 of the Companies Act, 2013 ('Act'), no company shall, directly or
indirectly, provide any loan, or give any guarantee or provide any security to a person in whom a director
is interested without complying with the provisions as laid down in the said section of the Act. Accordingly,
the aforementioned loan given and security provided is not in compliance with the requirements of the Act.
The impact of this non-compliance has not been quantified by the Company.
During the year, the Company has passed a special resolution approving the continuity of extension of
security for the charge created for loan obtained by Holding Company. Further, the Company has filed an
application seeking compounding of offence under Section 441 of the Companies Act, 2013 for violation
of section 185 of the said Act.

(v) The Company has not accepted any deposits from public within the meaning of the directives issued by
Reserve Bank of India, provisions of Section 73 to 76 of the Act, any other relevant provisions of the Act
and the relevant rules framed thereunder.

(vi) The Central Government has prescribed the maintenance of cost records under section 148(1) of the Act
and we are of the opinion that prima facie, the prescribed accounts and records have been made and
maintained.

(vii) (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 Income-Tax, Goods & Service Tax, Provident Fund and other
statutory dues have been regularly deposited during the year by the Company with the appropriate
authorities. As explained to us, the Company does not have any dues on account of Employee State
Insurance’, Duty of Customs and Duty of Excise.

F - 511
According to the information and explanations given to us, no undisputed amounts payable in
respect of Income-Tax, Goods & Service Tax, Provident Fund and other statutory dues were in
arrears as at 31 March 2021 for a period of more than six months from the date they became
payable.

(b) According to the information and explanations given to us, there are no dues of Income Tax, Sales
Tax, VAT, Service Tax, Custom Duty, Excise Duty and Cess which have not been deposited with
the appropriate authorities on account of any dispute.

(viii) In our opinion and according to the information and explanations given to us, the Company has not
defaulted in repayment of dues to bankers or financial institutions other than detailed below. The Company
did not have any outstanding dues to debenture holders or government during the year.

Particulars Amount of Default Period of Default Remarks


(INR)

1 day default as on
Principal Amount ₹ 50,00,00,000 Subsequently repaid
Balance sheet date

31 days default as
Principal Amount ₹ 50,00,00,000 on Balance sheet Subsequently repaid
date
60 days default as
Principal Amount ₹ 50,00,00,000 on Balance sheet Subsequently repaid
date

Based on RBI notification dated 23rd March 2020, the Company has applied for moratorium towards interest
and principal repayments falling due for the month of March 2020. The said application was approved and
the relief in payment of Interest and principal amount was approved for the Moratorium period ended on
31 May, 2020. Further, based on RBI’s subsequent notification dated 23 May, 2020 the moratorium was
extended till 31 Aug 2020.

(ix) According to the information and explanations given to us, the Company has not raised any money by way
of public issue or further public offer (including debt instruments) during the year

(x) According to the information and explanations given to us, no material fraud on the Company by its officers
or employees or a fraud by the Company has been noticed or reported during the course of our audit.

F - 512
(xi) The Company is a private limited company. Thus, paragraph 3(xi) of the Order relating to provisions of
Section 197 is not applicable.

(xii) In our opinion and according to the information and explanations given to us, the Company is not a Nidhi
Company. Thus, paragraph 3(xii) of the Order is not applicable.

(xiii) According to the information and explanations given to us the Company is not required to constitute
an Audit Committee in accordance with Section 177. According to the information and explanations
given to us and based on our examination of the records of the Company, transactions with the related parties
are in compliance with section 188 of the Act where applicable and details of such transactions have been
disclosed in the financial statements as required by the applicable accounting standards.

(xiv) According to the information and explanations given to us and based on our examination of the records of
the Company, the Company has not made any preferential allotment or private placements of shares during
the year. In respect of debentures, the requirement of Section 42 and section 62 (1)(c) of Companies Act
2013 has been complied by the Company and the money raised has been utilized for the stated purpose.

(xv) According to the information and explanations given to us and based on our examination of the records of
the Company, the Company has not entered into non-cash transactions with directors or persons connected
with him. Thus, paragraph 3(xv) of the Order is not applicable.
(xvi) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act 1934.

for N S V M & Associates


Chartered Accountants
Firm registration number: 010072S

D N Sree Hari
Partner
Membership No: 027388

UDIN: 21027388AAAABQ5195
Place: Bengaluru
Date: 27 July, 2021

F - 513
Annexure – B to the Independent auditor’s report of even date on the financial statements of NAM
Estates Private Limited
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of
the Companies Act, 2013 (“the Act”)

Qualified Opinion

We have audited the internal financial controls over financial reporting of NAM Estates Private Limited
(“the Company”) as of March 31, 2021, in conjunction with our audit of the financial statements
of the Company for the year ended on that date.

In our opinion and according to the information and explanation given to us and based on our audit, the
following material weakness have been identified as at March 31, 2021

The company did not have adequate internal control system to ensure compliance with respect to the legal
and regulatory framework applicable to the company, which has resulted in the non-compliance as stated
in Basis of qualified opinion paragraph of our audit report. However, the Company has undertaken remedial
actions towards rectification of the non-compliance.

A ’ Material weakness’ is a deficiency, or a combination of deficiencies, in internal financial control over


financial reporting, such that there is reasonable possibility that a material misstatement of the company’s
annual financial statements will not be prevented or detected on a timely basis.

In our opinion, except for the possible effects of the material weakness described above on the achievement
of the objectives of the control criteria , the company has, in all material respects, adequate internal
financial controls with reference to financial statements and such internal financial control were operating
effectively as at 31 March 2021, based on the internal financial controls with reference to financial
statements criteria established by the company considering the essential components of internal control
stated in the Guidance note on Audit of Internal Financial Controls Over Financial Reporting issued by
the Institute of Chartered Accountants of India (the “Guidance Note”).

Management’s Responsibility for Internal Financial Controls


The Company’s management is responsible for establishing and maintaining internal financial controls
based on the internal control over financial reporting criteria established by the Company considering the
considering the essential components of internal control stated in the Guidance Note on Audit of Internal
Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India”
These responsibilities include the design, implementation and maintenance of adequate internal financial

1
F - 514
controls that were operating effectively for ensuring the orderly and efficient conduct of its business,
including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of
frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of
reliable financial information, as required under the Companies Act, 2013 (hereinafter referred to as the
“Act”).

Auditors’ Responsibility
Our responsibility is to express an opinion on the Company's internal financial controls over financial
reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of
Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing,
issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the
extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial
Controls and, both issued by the Institute of Chartered Accountants of India
Those Standards and the Guidance Note require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance about whether adequate internal financial controls over
financial reporting was established and maintained and if such controls operated effectively in all material
respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal
financial controls system over financial reporting and their operating effectiveness. Our audit of internal
financial controls over financial reporting included obtaining an understanding of internal financial
controls over financial reporting, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. 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.
We believe that the audit evidence, we have obtained is sufficient and appropriate to provide a basis for
our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting


A company's internal financial control over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles. A company's internal
financial control over financial reporting includes those policies and procedures that

(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company.
(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of
financial statements in accordance with generally accepted accounting principles, and that receipts
and expenditures of the company are being made only in accordance with authorizations of
management and directors of the company; and

2
F - 515
(3) Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition,
use, or disposition of the company's assets that could have a material effect on the financial
statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting


Because of the inherent limitations of internal financial controls over financial reporting, including the
possibility of collusion or improper management override of controls, material misstatements due to error
or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial
controls over financial reporting to future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.

for N S V M & Associates


Chartered Accountants
Firm Reg. No. 010072S

D N Sree Hari
Partner
Membership No. 027388

UDIN: 21027388AAAABQ5195

Place: Bengaluru
Date: 27th July , 2021

3
F - 516
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Balance sheet
(all amounts in ₹. thousands unless otherwise stated)
As at As at
Notes 31 March 2021 31 March 2020
ASSETS
Non-current assets
Property, plant and equipment 4 50,875.58 -
Investment property 5 1,61,876.77 1,61,876.77
Investment property under development 6 7,82,941.39 7,81,219.05
Financial assets
Investments 7 20,348.48 -
Loans 8 1,987.42 11.00
Non-current tax assets (net) 9 46,074.91 32,616.80
Other non-current assets 10 1,38,084.32 1,37,584.32
Total non-current assets 12,02,188.87 11,13,307.94
Current assets
Inventories 11 37,36,586.46 39,53,270.96
Financial assets
Trade receivables 12 8,17,504.32 17,06,737.10
Cash and cash equivalents 13 2,32,025.17 31,198.72
Loans 14 13,77,133.07 -
Other financial assets 15 80,131.24 4,83,139.24
Other current assets 16 1,64,998.84 2,86,571.42
Total current assets 64,08,379.10 64,60,917.44
Total assets 76,10,567.98 75,74,225.38
EQUITY AND LIABILITIES
Equity
Equity share capital 17 700.02 700.02
Other equity 18 (40,60,138.86) (35,73,054.36)
Total equity (40,59,438.84) (35,72,354.34)
Non-current liabilities
Financial liabilities
Borrowings 19 28,21,850.74 -
Other financial liabilities 20 57,132.69 59,968.24
Provisions 21 22,046.02 -
Other non current liabilities 22 6,436.67 11,854.78
Total non-current liabilities 29,07,466.12 71,823.02
Current liabilities
Financial liabilities
Borrowings 23 9,13,827.41 -
Trade Payables
Dues to micro, small and medium enterprises 24 75,741.84 33,127.82
Dues to parties other than micro, small and medium enterprises 24 6,23,704.53 5,72,441.36
Other financial liabilities 25 37,42,324.34 67,67,883.90
Provisions 26 1,985.30 -
Other current liabilities 27 34,04,957.28 37,01,303.62
Total current liabilities 87,62,540.70 1,10,74,756.70
Total liabilities 1,16,70,006.82 1,11,46,579.72
Total equity and liabilities 76,10,567.98 75,74,225.38

Significant accounting policies 3


The notes referred to above form an integral part of these financial statements
As per our report of even date attached
for N S V M & Associates for and on behalf of the Board of Directors of
Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D N Sree Hari P R Ramakrishnan Rajesh Bajaj


Partner Director Director
Membership No. 027388 DIN: 00055416 DIN: 00738227
Place: Bengaluru Place: Bengaluru Place: Bengaluru
Date: 27th July 2021 Date: 27th July 2021 Date: 27th July 2021

F - 517
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Statement of profit and loss
(all amounts in ₹. thousands unless otherwise stated)
Year ended Year ended
Notes
March 31, 2021 March 31, 2020
Income
Revenue from operations 28 5,90,866.45 4,36,232.18
Other income 29 3,06,773.37 12,300.77
Total income 8,97,639.82 4,48,532.95

Expenses
Land, material and contract cost 30 2,79,606.53 1,92,875.90
Employee benefit expense 31 1,49,089.26 -
Other expenses 34 2,30,774.35 3,59,064.37
6,59,470.14 5,51,940.27

Earnings before finance costs, depreciation, amortization and tax 2,38,169.68 (1,03,407.33)

Finance costs 32 7,33,754.07 65,829.12


Depreciation and amortization 33 1,215.58 -

Profit/(loss) before tax (4,96,799.97) (1,69,236.45)

Tax expense:
Current tax 37 - -
Tax adjustments relating to previous year 37 (9,715.47) -
Deferred tax 37 - -

Profit/ (loss) for the year (4,87,084.50) (1,69,236.45)

Other comprehensive income


Items that will not be reclassified subsequently to profit or loss:
Remeasurement of defined benefit(liability)/asset - -
Income tax relating to items that will not be reclassified subsequent to profit or - -
loss
Other comprehensive income for the year, net of tax - -

Total comprehensive income/ (loss) for the year (4,87,084.50) (1,69,236.45)

Earnings per equity share:


Equity shares of par value of ₹ 10 each
Basic (₹ per share) 38 (6,958.15) (2,417.59)
Diluted (₹ per share) 38 (6,958.15) (2,417.59)

Significant accounting policies 3

The notes referred to above form an integral part of these financial statements
As per our report of even date attached

for N S V M & Associates for and on behalf of the Board of Directors of


Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D N Sree Hari P R Ramakrishnan Rajesh Bajaj


Partner Director Director
Membership No. 027388 DIN: 00055416 DIN: 00738227

Place: Bengaluru Place: Bengaluru Place: Bengaluru


Date: 27th July 2021 Date: 27th July 2021 Date: 27th July 2021

F - 518
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Statement of changes in equity
(all amounts in ₹. thousands unless otherwise stated)

A. Equity share capital

Particulars
Equity shares of Rs. 10 each issued, subscribed and fully paid
Balance as at April 1, 2019 700.02
Add: issued during the year -
Balance as at the March 31, 2020 700.02

Balance as at 1 April 2020 700.02


Add: issued during the year -
Balance as at March 31, 2021 700.02
Refer Note 17

B. Other equity

Reserves and surplus


Particulars Other equity Total other equity
Capital reserve* Retained earnings

Balance as at April 1, 2019 (6,52,223.80) (24,58,122.99) (2,64,674.11) (33,75,020.90)


Transactions recorded directly in equity
- equity portion of corporate guarantee - - (28,797.01) (28,797.01)
Loss for the year - (1,69,236.45) - (1,69,236.45)
Balance as at March 31, 2020 (6,52,223.80) (26,27,359.44) (2,93,471.12) (35,73,054.36)

Balance as at April 1, 2020 (6,52,223.80) (26,27,359.44) (2,93,471.12) (35,73,054.36)


Loss for the year - (4,87,084.50) - (4,87,084.50)
Balance as at March 31, 2021 (6,52,223.80) (31,14,443.94) (2,93,471.12) (40,60,138.86)
Refer note 18

* On March 19, 2015, the Board of directors of the Company passed a resolution to merge into the Company, Swire Investments Private Limited
('SIPL'), its wholly-owned subsidiary. Pursuant to this, on July 14, 2015, the Company filed a Scheme of Amalgamation ('the Scheme') with the
Honourable High Court of Karnataka, with an appointed date of April 1, 2015. The scheme was approved by the Honourable High Court on
August 29, 2017 effective April 1, 2015 and hence the merger has been effected as on April 1, 2015 during the financial year 2016-17.

As per the aforementioned scheme, the assets and liabilities of SIPL have been merged with the Company. Given that SIPL is a wholly-owned
subsidiary of the Company there is no consideration payable for the amalgamation of SIPL with the Company and the consequent transfer of the
undertaking, properties, assets and liabilities of SIPL to the Company. The difference of the value of the assets over the liabilities of SIPL vested
in the Company has been accounted as capital reserves in the Company.

Significant accounting policies

The notes referred to above form an integral part of these financial statements
As per our report of even date attached

for N S V M & Associates for and on behalf of the Board of Directors of


Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D N Sree Hari P R Ramakrishnan Rajesh Bajaj


Partner Director Director
Membership No. 027388 DIN: 00055416 DIN: 00738227

Place: Bengaluru Place: Bengaluru Place: Bengaluru


Date: 27th July 2021 Date: 27th July 2021 Date: 27th July 2021

F - 519
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Statement of cash flows
(all amounts in ₹. thousands unless otherwise stated)

Year ended Year ended


March 31, 2021 March 31, 2020
Cash flow from operating activities
Profit / (loss) before tax (4,96,799.97) (1,69,236.45)
Adjustments for:
Non cash and other adjustments:
Fair value gain on financial instruments (2,16,270.00) -
Finance costs 7,33,754.07 65,829.12
Interest income (83,285.86) (1,499.97)
Depreciation and amortization 1,215.58 -
Guarantee income (6,141.43) (10,800.80)
Amount written back (642.64) -
Provision for expenses 41,853.51 28,755.99
Provision for onerous contract 4,253.79 27,293.00
Operating cash flow before working capital changes (22,062.94) (59,659.11)
Working capital adjustments
(Increase) / decrease in inventories* 2,16,684.50 (4,22,609.92)
(Increase) / decrease in non - current and current loans (6,473.57) 4,43,028.53
(Increase) / decrease in Other non - current and current financial assets 4,80,047.41 23,102.13
(Increase) / decrease in current assets and non current assets 1,21,572.58 50,730.74
(Increase) / decrease in trade receivables 8,89,232.78 (4,32,021.43)
Increase / (decrease) in other non-financial liabilities (2,95,623.00) 2,58,359.73
Increase / (decrease) in trade payables 94,519.82 1,54,773.07
Increase / (decrease) in other non-current and current financial liabilities (4,07,797.51) 3,92,444.79
Increase / (decrease) in provisions 24,031.32 -
Cash generated from operating activities before taxes 10,94,131.38 4,08,148.54
Income taxes paid(net of refund) 2,503.81 (2,645.62)
Net cash generated from operating activities 10,96,635.18 4,05,502.92

Cash flow from investing activities:


Interest income - 1,661.34
Inter corporate deposit given (13,72,635.92) -
Investment in subsidiaries, associates, firms and joint ventures (20,348.48) -
Payment for purchase of property plant and equipment (54,313.50) (59,461.99)
Net cash (used in) investing activities (14,47,297.90) (57,800.65)

Cash flow from financing activities:


Proceeds from borrowings 41,59,640.28 -
Repayments of borrowings (27,99,492.69) (3,81,481.94)
Finance costs paid (8,08,658.42) -
Net cash generated from / (used in) financing activities 5,51,489.17 (3,81,481.94)

Net increase / (decrease) in cash and cash equivalents 2,00,826.45 (33,779.68)


Cash and bank balances at the beginning of the year 31,198.72 64,978.40
Cash and cash equivalents at the end of the year 2,32,025.17 31,198.72

Components of cash and cash equivalents (refer note 13)


Balances with banks
- in current accounts 2,08,046.74 21,096.55
- in escrow account 23,978.43 10,102.17
Other bank balances
- in fixed deposits - -
2,32,025.17 31,198.72

Note 1 : Book overdraft are considered to be an integral part of the cash management system and are therefore taken into consideration for determining the net cash
flows of the Company
Note 2: For the year ended 31 March 2020, the movement in Inventory includes cash flows arising from payment of interest cost which have been inventorised.

Note 3 : Cash flows are reported using the indirect method, whereby profit for the year is adjusted for the effects of transactions of a non-cash nature, any deferrals or
accruals of past or future operating cash receipts or payments and item of income or expenses associated with investing or financing cash flows. The cash flows from
operating, investing and financing activities of the Company are segregated.
Significant accounting policies 3
The notes referred to above form an integral part of these financial statements
As per our report of even date attached

for N S V M & Associates for and on behalf of the Board of Directors of


Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D N Sree Hari P R Ramakrishnan Rajesh Bajaj


Partner Director Director
Membership No. 027388 DIN: 00055416 DIN: 00738227
Place: Bengaluru Place: Bengaluru Place: Bengaluru
Date: 27th July 2021 Date: 27th July 2021 Date: 27th July 2021

F - 520
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)

1 Company overview
Nam Estates Private Limited ('the Company') was incorporated on June 02, 1995. The Company engaged in the business of real estate development of
commercial, residential, hospitality ,development of township and related activities.
2 Basis of preparation
2.01 Statement of compliance
The financial statements of the Company have been prepared in accordance with the Indian Accounting Standard (Ind AS) as prescribed under Section 133 of the
Companies Act, 2013('the Act') read together with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015,Companies (Indian Accounting
Standards) Amendment Rules, 2016,Companies (Indian Accounting Standards) Amendment Rules, 2018 and other relevant provisions of the Act.

The Company’s financial statements have been prepared on a going concern basis. The appropriateness of the going concern assumption on the basis of which
these financial statements have been prepared is based on the market value of the underlying inventory and Investment Properties held by the Company.
These financial statements, therefore, do not include any adjustments relating to recoverability and classification of asset amounts and classification of liabilities
that may be necessary if the Company was unable to continue as a going concern.

2.02 Functional and presentation currency


These financial statements are presented in Indian Rupees, which is also the Company’s functional currency. All the amounts have been rounded- off to the
nearest thousand, unless otherwise indicated.

2.03 Basis of measurement


The financial statements have been prepared on a historical cost basis, except for certain investments in equity instruments which is measured at fair value.

Items Measurement basis


Certain financial assets and liabilities Fair value
2.04 Use of estimates and judgements
The preparation of financial statements in conformity with Indian Accounting Standards("IND AS") requires the management to make judgments, estimates and
assumptions that affect the reported amounts of revenues, expenses, assets, liabilities and the disclosure of contingent liabilities, at the end of the reporting
period. Although these estimates are based on the management’s best knowledge of current events and actions, uncertainty about these assumptions and
estimates could result in the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in future periods.

Accounting policies have been consistently applied except whereas newly issued accounting standard is initially adopted or a revision to an existing accounting
standard requires a change in the accounting policy hitherto in use.

Judgments
Information about judgments in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements is
included in the following notes:
(i) Classification of assets as investment property or as property, plant and equipment.- refer note 3.16
(ii) Determination of the amount and timing of revenue from contracts with customers - refer note 3.01
(iii) Valuation of fair value of OCD - period taken until scheme approval

Assumptions and estimation and uncertainties


Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment in the year ended 31 March 2021 or
subsequent year/ years is included in the following notes:
(i) Valuation of financial instruments - refer note 46
(ii) Non-Recognition of deferred tax asset on carried forward losses and availability of future taxable profit against which tax losses carried forward can be used -
refer note 37
2.05 Fair value measurement
The Company measures financial instruments, such as, derivatives at fair value at each balance sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between marked participants at the
measurement date.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that
market participants act in their economic best interest.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient date are available to measure fair value, maximizing
the use of relevant observable inputs and minimizing the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as
follows, based on the lowest level input that is significant to the fair value measurement as a whole:
- Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities.
- Level 2 - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e.
derived from prices).
- Level 3 - Inputs for the asset or liability that are not based on observable market data (unobservable inputs).
The management regularly reviews significant unobservable inputs and valuation adjustments.

When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible. If the inputs used to measure the fair value
of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorized in its entirety in the same level of the
fair value hierarchy as the lowest level input that is significant to the fair value measurement as a whole at the end of the reporting period.

F - 521
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)

2.06 Current versus non-current classification


The Company presents assets and liabilities in the balance sheet based on current/non-current classification.
An asset is treated as current when it is:
- Expected to be realized within twelve months after the reporting period, or
- Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period
All other assets are classified as non-current.
A liability is current when it is:
- Due to be settled within twelve months after the reporting period, or
- There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.
The Company classifies all other liabilities as non-current. Deferred tax assets and liabilities are classified as non- current assets and liabilities.
3 Significant accounting policies
3.01 Revenue recognition
Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured.

i. Proceeds from sale of plotted development and constructed property


Revenue is recognized upon transfer of control of units of plots to customers and on completion of critical obligation as per the customer contract, in an amount
that reflects the consideration the Company expects to receive in exchange for those units of plots. The Company shall determine the performance obligations
associated with the contract with customers at contract inception and also determine whether they satisfy the performance obligation over time or at a point in
time. In case of plotted development, the Company satisfies the performance obligation and recognises revenue at a point in time i.e., upon handover of the units
of plots for residential use which coincides with the execution of sale deed.
To estimate the transaction price in a contract, the Company adjusts the promised amount of consideration for the time value of money if that contract contains a
significant financing component. The Company when adjusting the promised amount of consideration for a significant financing component is to recognise
revenue at an amount that reflects the cash selling price of the transferred unit of plots.

ii. Recognition of revenue from transfer of assignment rights


Revenue from transfer of assignment rights is recognised upon transfer of all significant risks and rewards of ownership of such real estate/ property, as per the
terms of the contracts entered into with buyers, which generally coincides with the firming of the sales contracts/ agreements. Revenue from transfer of
assignment rights is only recognised when transfer of legal title to the buyer is not a condition precedent for transfer of significant risks and rewards of
ownership to the buyer.

iii. Guarantee Income


Financial guarantees issued by the company are recognised initially at fair value, and the financial guarantee is recognised in P&L over the tenure of the
guarantee.

iv. Interest income


Interest income is recognised on a time proportion basis as and when accrued. Interest income on financial instruments are recognised using the effective interest
rate method. The effective interest rate is the rate that exactly discounts the estimated future cash receipts through the expected life of the financial asset to the
gross carrying amount of the asset.
v. Dividend income
Dividends is recognised when the share holder's or unit holder's right to receive the payment is established, which is generally when shareholders approve the
dividend.

3.02 Investment properties


i. Recognition and measurement
Investment properties are properties held to earn rentals or for capital appreciation, or both. Investment properties are measured initially at their cost of
acquisition. The cost comprises purchase price, borrowing cost, if capitalization criteria are met and directly attributable cost of bringing the asset to its working
condition for the intended use. Any trade discount and rebates are deducted in arriving at the purchase price. The cost of the assets not ready for their intended
use before such date, are disclosed as Investment property under development.

Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic
benefits associated with the item will flow to the Company. All other repair and maintenance costs are recognized in statement of profit or loss as incurred.

Investment properties are depreciated on straight-line method over their estimated useful lives. However, where the Management’s estimate of the remaining
useful life of the assets on a review subsequent to the time of acquisition is different, then depreciation is provided over the remaining useful life based on the
revised useful life. The residual values, useful lives and methods of depreciation are reviewed at each financial year end and adjusted prospectively.

The fair value of investment property is disclosed in the note 4. Fair values is determined by an independent valuer who holds a recognized and relevant
professional qualification and has recent experience in the location and category of the investment property being valued.
ii. Subsequent expenditure
Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with the expenditure will flow to the company and the
cost of the investment property can be measured reliably.

F - 522
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
iii. Depreciation
Based on an independent assessment, the management has estimated the useful lives of the following class of assets. Depreciation is provided on straight line
method as per the following useful life of the assets estimated by the management:
Asset Useful life
Building 5-60 years
The residual values, useful lives and method of depreciation are reviewed at the end of each financial year.

iv. Derecognition
Investment properties are de-recognized either when they have been disposed off or when they are permanently withdrawn from use and no future economic
benefit is expected from their disposal. The difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss in
the period of de-recognition.

3.03 Property, plant and equipment


Property, plant and equipment are stated at cost, less accumulated depreciation/impairment losses if any. Cost comprises of the purchase price and any
attributable cost of bringing the asset to its working condition for its intended use. Borrowing costs relating to acquisition of assets which takes substantial period
of time to get ready for its intended use is capitalised up to the date the assets are ready for commercial use.

Subsequent expenditure relating to an item of the asset is added to its book value only if it increases the future benefits from the existing asset beyond its
previously assessed standard of performance. All other related expenses, including day to day repair and maintenance expenditure and cost of replacing parts, are
charged to the statement of profit and loss (P&L) for the period during which such expenses are incurred.

An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal or when no future economic benefits are
expected from its use or disposal. Any gains or losses arising from derecognition of the asset are measured as differences between the net disposal proceeds and
the carrying amount of the asset and are recognised in the statement of profit and loss when the asset is derecognised.

Depreciation
Based on an independent assessment, the management has estimated the useful lives of the following class of assets. Depreciation is provided on straight line
method as per the following useful life of the assets:
Asset Useful life
Motor Vehicles 8 years
Computers 3 years
A leased asset is depreciated on a straight-line basis over the useful life of the asset. However, if there is no reasonable certainty that the company will obtain the
ownership by the end of the lease term, the capitalized asset is depreciated on a straight-line basis over the shorter of the estimated useful life of the asset or the
lease term.

3.04 Inventories
Related to real estate activities
Direct expenditure relating to construction activity is inventorised. Other expenditure (including borrowing costs) during construction period is inventorised to
the extent the expenditure is directly attributable cost of bringing the asset to its working condition for its intended use. Other expenditure (including borrowing
costs) incurred during the construction period which is not directly attributable for bringing the asset to its working condition for its intended use is charged to
the statement of profit and loss. Direct and other expenditure is determined based on specific identification to the construction and real estate activity. Cost
incurred/ items purchased specifically for projects are taken as consumed as and when incurred/ received.

i.Work-in-progress - Real estate projects (including land inventory): Represents cost incurred in respect of unsold area of the real estate development projects or
cost incurred on projects where the revenue is yet to be recognised. Real estate work-in-progress is valued at lower of cost and net realisable value.

ii.Finished goods - Plots: Valued at lower of cost and net realisable value.
iii.Land inventory: Valued at lower of cost and net realisable value.
3.05 Impairment of assets
Non-financial assets
The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment
testing for an asset is required, the Company estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-
generating unit’s (CGU) fair value less costs of disposal and its value in use. The recoverable amount is determined for an individual asset, unless the asset does
not generate cash inflows that are largely independent of those from other assets or Company's of assets. Where the carrying amount of an asset or CGU exceeds
its recoverable amount, the asset is considered impaired and is written down to arrive at its recoverable amount. In assessing value in use, the estimated future
cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks
specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account, if available. If no such transactions can be
identified, an appropriate valuation model is used.

The Company bases its impairment calculation on detailed budgets and forecast calculations which are prepared separately for each of the Company’s cash-
generating units to which the individual assets are allocated. These budgets and forecast calculations are generally covering a period of five years.

For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is any indication that previously recognised impairment
losses may no longer exist or may have decreased. If such indication exists, the company estimates the asset’s or CGU's recoverable amount. A previously
recognised impairment loss is reversed only if there has been a change in the assumptions used to determine the asset’s recoverable amount since the last
impairment loss was recognised. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying
amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in
the statement of profit and loss unless the asset is carried at a revalued amount, in which case the reversal is treated as a revaluation increase.

F - 523
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
Financial assets
The Company recognises loss allowances using the expected credit loss (ECL) model for the financial assets which are not fair valued through profit or loss. The
Company tests for impairment using the ECL model for financial assets such as loans and advances to be settled in cash.
Loss allowance for loans with no significant financing component is measured at an amount equal to lifetime ECL. Life time ECL are the expected credit losses
resulting from all possible default events over the expected life of a financial instrument. The 12 month ECL is a portion of the lifetime ECL which results from
default events on a financial instrument that are possible within 12 months after the reporting date.
ECL impairment loss allowance (or reversal) recognised during the period is recognised as income/expense in the statement of profit and loss (P&L). This
amount is reflected in a separate line in the P&L as an impairment gain or loss. For financial assets measured at amortised cost, ECL is presented as an allowance
which reduces the net carrying amount of the financial asset.
3.06 Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
Initial recognition and measurement
All financial assets are recognised initially at fair value plus, transaction costs that are attributable to the acquisition of the financial asset except in the case of
financial assets recorded at fair value through profit or loss.
Financial liabilities are classified as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or as derivatives designated as
hedging instruments in an effective hedge, as appropriate. All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings
and payables, net of directly attributable transaction costs.
Subsequent measurement
(i) Financial assets carried at amortised cost
A financial asset is subsequently measured at amortised cost if it is held within a business model whose objective is to hold the asset in order to collect
contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest
on the principal amount outstanding.
(ii) Financial assets at fair value through other comprehensive income (FVTOCI)
A financial asset is subsequently measured at fair value through other comprehensive income if it is held within a business model whose objective is achieved by
both collecting contractual cash flows and selling financial assets and the contractual terms of the financial asset give rise on specified dates to cash flows that are
solely payments of principal and interest on the principal amount outstanding. Further, in cases where the Company has made an irrevocable election based on its
business model, for its investments which are classified as equity instruments, the subsequent changes in fair value are recognised in other comprehensive
income.

(iii) Financial assets at fair value through profit or loss (FVTPL)


A financial asset which is not classified in any of the above categories are subsequently fair valued through profit or loss.
(iv)Equity investments
All equity investments in scope of Ind AS 109 are measured at fair value. Equity instruments which are held for trading and contingent consideration recognised
by an acquirer in a business combination to which Ind AS 103 applies are classified as at FVTPL. Equity instruments included within the FVTPL category are
measured at fair value with all changes recognised in the P&L.
(v)Financial liabilities
Financial liabilities are subsequently carried at amortised cost using the effective interest method, except for contingent consideration recognised in a business
combination which is subsequently measured at fair value through profit and loss. For trade and other payables maturing within one year from the balance sheet
date, the carrying amounts approximate the fair value due to the short maturity of these instruments.
Interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in statement of profit
or loss when the liabilities are derecognised as well as through the EIR amortisation process. Amortised cost is calculated by taking into account any discount or
premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit and loss.

Reclassification of financial assets


The Company determines classification of financial assets and liabilities on initial recognition. After initial recognition, no reclassification is made for financial
assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a change in
the business model for managing those assets. Changes to the business model are expected to be infrequent. The Company’s senior management determines
change in the business model as a result of external or internal changes which are significant to the Company’s operations. A change in the business model
occurs when the Company either begins or ceases to perform an activity that is significant to its operations. If the Company reclassifies financial assets, it
applies the reclassification prospectively from the reclassification date which is the first day of the immediately next reporting period following the change in
business model. The Company does not restate any previously recognised gains, losses (including impairment gains or losses) or interest.

The following table shows various reclassifications and how they are accounted for:
Original classification Revised Accounting treatment
classification
Amortized cost FVTPL Fair value is measured at reclassification date. Difference between previous
amortized cost and fair value is recognized in P&L.
FVTPL Amortized cost Fair value at reclassification date becomes its new gross carrying amount. EIR is
calculated based on the new gross carrying amount.
Amortized cost FVTOCI Fair value is measured at reclassification date. Difference between previous
amortized cost and fair value is recognized in OCI. No change in EIR due to
reclassification.
FVTOCI Amortized cost Fair value at reclassification date becomes its new amortized cost carrying
amount. However, cumulative gain or loss in OCI is adjusted against fair value.
Consequently, the asset is measured as if it had always been measured at
amortized cost.

F - 524
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
FVTPL FVTOCI Fair value at reclassification date becomes its new carrying amount. No other
adjustment is required.
FVTOCI FVTPL Assets continue to be measured at fair value. Cumulative gain or loss previously
recognized in OCI is reclassified to P&L at the reclassification date.

Offsetting of financial instruments


Financial assets and financial liabilities are offset and the net amount is reported in the consolidated balance sheet if there is a currently enforceable legal right to
offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

Derecognition of financial instrument


A financial asset is primarily derecognised when:
- the rights to receive the cash flows from the asset have expired or
- the Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material
delay to a third party under a 'pass-through' arrangement; and either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the
Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
When the Company has transferred its right to receive the cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what
extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor
transferred control of the asset, the Company continues to recognise the transferred asset to the extent of the Company's continuing involvement. In that case, the
Company also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations
that the Company has retained.
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced
by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or
modification is treated as derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is
recognised in the statement of profit or loss.

3.07 Borrowing costs


Borrowing costs are interest and other costs incurred in connection with borrowings of funds. Borrowing costs directly attributable to acquisition/ construction of
qualifying assets are capitalised until the time all substantial activities necessary to prepare the qualifying assets for their intended use are complete. A qualifying
asset is one that necessarily takes substantial period of time to get ready for its intended use/ sale. All other borrowing costs not eligible for inventorisation/
capitalisation are charged to statement of profit and loss.
In case of extended periods during which activities necessary for bringing the asset ready for its intended use are not undertaken, the company suspends the
capitalisation of borrowing cost to the asset.

3.08 Cash and cash equivalents


Cash and cash equivalents in the balance sheet comprise cheques in hand and cash at bank and in hand and short-term deposits with an original maturity of three
months or less. For the purposes of the cash flow statement, cash and cash equivalents include cash on hand, in banks and demand deposits with banks, net of
outstanding book overdrafts that are repayable on demand are considered part of the Company’s cash management system.

3.09 Cash flow statements


Cash flows are reported using the indirect method, whereby profit for the year is adjusted for the effects of transactions of a non-cash nature, any deferrals or
accruals of past or future operating cash receipts or payments and item of income or expenses associated with investing or financing cash flows. The cash flows
from operating, investing and financing activities of the Company are segregated.

3.10 Foreign currency


i. Functional currency
The Company’s financial statements are presented in INR, which is also the company’s functional currency.
ii. Transactions and balances
Transactions in foreign currencies are initially recorded by the Company’s entities at their respective functional currency spot rates at the date
transaction first qualifies for recognition.
Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date.

Transactions in foreign currencies are initially recorded by the Company at their respective functional currency spot rates at the date transaction first
qualifies for recognition.
Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date.

Exchange differences arising on settlement or translation of monetary items are recognised in profit or loss with the exception of exchange differences arising on
monetary items that are designated as part of the hedge of the Company’s net investment of a foreign operation. These are recognised in OCI until the net
investment is disposed of, at which time, the cumulative amount is reclassified to profit or loss. Tax charges and credits attributable to exchange differences on
those monetary items are also recorded in OCI.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial
transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is
determined. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with recognition of the gain or loss on the
change in fair value of the item (i.e. translation differences on items whose fair value gain or loss is recognised in OCI or profit or loss are also recognised in
OCI or profit or loss, respectively).

3.11 Income taxes


Current income tax
Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. Current income tax is
measured at the amount expected to be paid to the tax authorities in accordance with the Income Tax Act, 1961.

F - 525
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other comprehensive income or in equity).
Current tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions
taken in the tax returns with respect to situation in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Deferred tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for
financial reporting purposes as the reporting date.
Deferred tax liabilities are recognised for all taxable temporary differences, except:
- When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in transaction that is not a business combination and, at the
time of the transaction, affects neither the accounting profit nor taxable profit or loss.
- In respect of taxable temporary differences associated with investments in subsidiaries, associates and interest in joint ventures, when the timing of the reversal
of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax
assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry
forward of unused tax credits and unused tax losses can be utilised, except:
- When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction
that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.
- In respect of deductible temporary differences associated with investments in subsidiaries, associates and interest in joint ventures, deferred tax assets are
recognized only to the extent that is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against
which the temporary differences can be utilized.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that is no longer probable that sufficient taxable profit
will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are
recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on
tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in the OCI or in the equity). Deferred tax items are
recognised in correlation to the underlying transaction either in OCI or directly in equity.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the
deferred taxes related to the same taxable entity and the same taxation authority.
3.12 Earnings per share
Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of equity
shares outstanding during the year. Partly paid equity shares are treated as a fraction of an equity share to the extent that they were entitled to participate in
dividends relative to a fully paid equity share during the reporting period. The weighted average number of equity shares outstanding during the year is adjusted
for events of bonus issue; bonus element in a rights issue to existing shareholders; share split; and reverse share split.

For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average number
of shares outstanding during the year are adjusted for the effects of all potentially dilutive securities.
3.13 Provisions
A provision is recognised when the enterprise has a present obligation (legal or constructive) as a result of a past event and it is probable that an outflow of
resources embodying economic benefit will be required to settle the obligation, and a reliable estimate can be made of the amount of obligation. Provisions are
not discounted to their present value and are determined based on best estimate required to settle the obligation at the balance sheet date. These are reviewed at
each balance sheet date and adjusted to reflect the current best estimates.
3.14 Contingent liabilities
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more
uncertain future events beyond the control of the Company or a present obligation that is not recognised because it is not probable that an outflow of resources
will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognised because it
cannot be measured reliably. The Company does not recognise a contingent liability but discloses its existence in the financial statements.

3.15 Onerous contracts


A contract is considered to be onerous when the expected economic benefits to be derived by the Company from the contract are lower than the unavoidable cost
of meeting its obligations under the contract. The provision for an onerous contract is measured at the present value of the lower of the expected cost of
terminating the contract and the expected net cost of continuing with the contract. Before such a provision is made, the Company recognises any impairment loss
on the assets associated with that contract.

3.16 Significant accounting judgements, estimates and assumptions


The preparation of financial statements in conformity with the recognition and measurement principles of Ind AS requires management to make judgements,
estimates and assumptions that affect the reported balances of revenues, expenses, assets and liabilities and the accompanying disclosures, and the disclosure of
contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of
assets or liabilities affected in future periods.

i) Judgements
In the process of applying the accounting policies, management has made the following judgements, which have the most significant effect on the amounts
recognised in the financial statements:
a) Classification of property
The Company determines whether a property is classified as investment property or inventory:

F - 526
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
The company is developing a township project containing various types of real estate development. Based on the intention of use, the land property and related
development cost have been classified as either investment property, property plant & equipment or have been inventorised.

Investment property comprises land and buildings (principally offices, commercial and school property) that are not occupied substantially for use by, or in the
operations of, the Company, nor for sale in the ordinary course of business, but are held primarily to earn rental income and capital appreciation. These buildings
are substantially rented or intended to be rented to tenants and not intended to be sold in the ordinary course of business. Inventory property comprises of
property that is held for sale in the ordinary course of business. Principally, this is residential property that the Company develops and intends to sell before or
on completion of construction/development.

The Company based its assumptions and estimates on parameters available on the reporting period about future developments. The above judgements may
change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reflected in the assumptions when they
occur.

3.17 Earnings before finance costs, depreciation, amortisation and tax

The Company has elected to present earnings before finance cost, depreciation, amortisation and tax as a separate line item on the face of the Statement of Profit
and Loss. The Company measures earnings before finance cost, depreciation, amortisation and tax on the basis of profit/ (loss) from continuing operations.

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F - 527
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)

4 Property, plant and equipment


Reconciliation of carrying amount for the year ended 31 March 2021 and 31 March 2020

Tangible, owned
Particulars Furniture
Vehicles Computers Total
and fixtures
Gross Block (Cost or deemed cost)
Balance as at April 1, 2019 3.80 - - 3.80
Additions - - - -
Deletions - - - -
Balance as at March 31, 2020 3.80 - - 3.80

Balance as at April 1, 2020 3.80 - - 3.80


Additions - 51,359.72 731.45 52,091.17
Deletions - - - -
Balance as at March 31, 2021 3.80 51,359.72 731.45 52,094.97

Accumulated depreciation
Balance as at April 1, 2019 3.80 - - 3.80
Charge for the year - - - -
Balance as at March 31, 2020 3.80 - - 3.80

Balance as at April 1, 2020 3.80 - - 3.80


Charge for the year - 1,111.09 104.50 1,215.58
Balance as at March 31, 2021 3.80 1,111.09 104.50 1,219.38

Carrying amounts (net):


Balance as at March 31, 2020 - - - -
Balance as at March 31, 2021 - 50,248.63 626.95 50,875.58

Notes:
1) Refer note no 19 for information on the charge created

(This space has been left blank intentionally)

F - 528
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)

5 Investment property
Reconciliation of carrying amount for the year ended 31 March 2021 and 31 March 2020

Particulars Freehold land Total

Gross Block
Balance as at 1 April 2019 1,72,031.91 1,72,031.91
Additions during the year 500.26 500.26
Disposal/Other Adjustments (refer note 1 below) (10,655.40) (10,655.40)
Balance as at 31 March 2020 1,61,876.77 1,61,876.77

Balance as at 1 April 2020 1,61,876.77 1,61,876.77


Additions during the year - -
Disposal/Other Adjustments - -
Balance as at 31 March 2021 1,61,876.77 1,61,876.77

Accumulated depreciation
Balance as at 1 April 2019 - -
Charge for the year - -
Balance as at 31 March 2020 - -

Balance as at 1 April 2020 - -


Charge for the year - -
Balance as at 31 March 2021 - -

Carrying amounts (net):


As at 31 March 2020 1,61,876.77 1,61,876.77
As at 31 March 2021 1,61,876.77 1,61,876.77

Fair values: ₹ in thousands


As at 31 March 2020 69,30,000
As at 31 March 2021 69,38,000

Notes
1) Investment property comprises of cost of freehold land. During the previous year, there is a change in value of Investment Property due
to change in nature of holding from Investment property to Inventory.

(a) Amounts Recognised in Statement of Profit and Loss for Investment Property :
Particulars For the year ended For the year ended
March 31, 2021 March 31, 2020
Rental income derived from investment properties - -
Less: Direct operating expenses from property generated rental income (including
- -
repairs and maintenance)
Less: Direct operating expenses from property that did not generate rental income
876.96 500.63
(including repairs and maintenance)
Profit/(loss) arising from investment properties before depreciation and indirect (876.96) (500.63)
Less: Depreciation - -
Loss Arising from Investment Properties before indirect expenses (876.96) (500.63)

F - 529
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)
(b) Determination of Fair value
The fair value of investment property has been determined by external independent property valuers, having appropriate recognised
professional qualifications and recent experience in the location and category of the property being valued. The independent valuers
provide the fair value of the investment property annually.

The Company has used "Direct Comparison" method approach for assessing the fair value of the property as on 31 March 2021 and as on
31 March 2020.
The "Direct Comparison Approach" is based on the comparison of the property to similar positioned properties in the region. Wherein,
the property is accorded premium / discounts based on various factors to arrive at achievable market value of the property as on the date
of valuation. The result is the best estimate of value, the valuer can attribute and is an estimate. This methodology uses market
information such as quoted / transacted value of various comparable.

Para 97 of Ind AS 113 Fair value measurements states that for each class of assets and liabilities not measured at fair value in the balance
sheet but for which the fair value is disclosed, an entity shall disclose the information required by paragraph 93(b), (d) and (i). However,
the said para states that an entity is not required to provide the quantitative disclosures about significant unobservable inputs used in fair
value measurements categorised within Level 3 of the fair value hierarchy required by paragraph 93(d). Therefore, no disclosure in
relation to sensitivity analysis of significant unobservable inputs used in fair value measurements of Investment property and Investment
property under development (including capital advances) has been provided in the financial statements.

The fair value measurement for all of the investment property has been categorised as a Level 3 fair value based on the inputs to the
valuation technique used.

(c) Restriction on realisability


The above said property is placed as collateral security for the secured loan availed from the financial institution by the company.
Further, it is placed as secondary collateral for the loan availed by its holding company.
Refer note numbers 19 and 42 for information on charge created .

(This space has been left blank intentionally)

F - 530
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)

6 Investment property under development

As at As at
Particulars 31 March 2021 31 March 2020
Investment property under development (refer note (i) below) 7,82,941.39 7,81,219.05
7,82,941.39 7,81,219.05
i) Investment property under development comprises of infrastructure cost incurred for the development of property predominantly for the club house , school
development and other commercial developments

7 Non current investments

Face value As at As at
Particulars Numbers
per share 31 March 2021 31 March 2020
Unquoted
Investments in equity instruments;
- in subsidiaries (refer note (a) below):
Embassy Infra Developers Private Limited 10.00 9,999 99.99 -
Embassy Orange Developers Private Limited (refer note (b) below) 10.00 9,999 99.99 -
Embassy Realty Ventures Private Limited (refer note (c) below) 10.00 20,00,000 20,049.50 -
Investment in partnership firm / consortium
Embassy Investment MGT Services LLP - - 99.00 -
20,348.48 -

Aggregate amount of quoted investment - -


Aggregate amount of unquoted investments 20,348.48 -
Aggregate amount of impairment in value of investments - -

Investment carried at cost 20,348.48 -


Investment carried at amortised cost - -
Investment carried at Fair value through Other Comprehensive Income - -
Investment carried at Fair value through Statement of Profit & Loss - -

Investment in Partnership firms


Share of Profit/(loss) Capital as on
Name of the Firm:Embassy Investment MGT Services LLP
Financial Year 2020-21 31 March 2021
NAM Estates Private Limited -99% (31 March 2020: nil) - 0.99
Aditya Virwani 1% (31 March 2020: nil) - 0.01
- 1.00

Note (a) : The Company has opted to account for investments in subsidiaries, associate and joint venture at cost as per Ind-AS 27 'Separate financial statements (refer
note 51)
Note (b) : The Company has placed the shares held as security against loan taken by Embassy Orange Developers Private Limited
Note (c): 1 share in Embassy Realty Ventures Private Limited is held by one of the directors, the Company is the beneficial owner of the share.

8 Non-current loans

As at As at
Particulars
31 March 2021 31 March 2020

Unsecured, considered good


Security deposits
Others 11.00 11.00
Loans to employees 1,976.42 -

1,987.42 11.00

9 Non-current tax assets (net)


As at As at
Particulars
31 March 2021 31 March 2020

Advance tax, net of provision for tax 46,074.91 32,616.80


46,074.91 32,616.80

10 Other non-current assets

As at As at
Particulars
31 March 2021 31 March 2020
Capital advances:
Advances paid for purchase of land 1,38,084.32 1,37,584.32
1,38,084.32 1,37,584.32

11 Inventories(valued at lower of cost and net realizable value)

As at As at
Particulars
31 March 2021 31 March 2020
Cost of land and infrastructure development 37,36,586.46 39,53,270.96
37,36,586.46 39,53,270.96
The cost of inventory includes cost of land which has been pledged as a security for the secured loan availed by the company. Further, it is placed as secondary collateral
for the loan availed by its holding company. ( Refer Note 19 and 42)

F - 531
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)

12 Trade receivables

As at As at
Particulars
31 March 2021 31 March 2020
Unsecured
Considered good 8,17,504.32 17,06,737.10
Having significant increase in credit risk - -
Credit impaired - -
8,17,504.32 17,06,737.10
Less:allowance for impairment loss - -
8,17,504.32 17,06,737.10

Of the above trade receivables from related parties are as below:


As at As at
Particulars
31 March 2021 31 March 2020
Trade receivables considered good - unsecured (refer note 42) 14,514.40 7,60,480.48
Loss allowance - -
14,514.40 7,60,480.48
The Company's exposure to credit and currency risks, and loss allowances related to trade receivables are disclosed in note 48

13 Cash and cash equivalents

As at As at
Particulars
31 March 2021 31 March 2020
Balances with banks
- in current accounts 2,08,046.74 21,096.55
- in escrow account (Refer note (i) below) 23,978.43 10,102.17
2,32,025.17 31,198.72
Note:
(i)₹ 23,978.43 thousands March 31, 2020: ₹10,102.17 thousands) is held in escrow account with HDFC Bank Limited for repayment of term loans (Refer note 19)

14 Loans

As at As at
Particulars
31 March 2021 31 March 2020

Unsecured, considered good


Inter corporate deposit to related party (refer note 43)* 13,72,635.92 -
Loans to employees 4,497.15 -
13,77,133.07 -

*Refer note 42 for details of transactions with related parties

15 Other financial assets

As at As at
Particulars
31 March 2021 31 March 2020
Unsecured, considered good
Interest accrued on
- on Intercorporate deposits to related party (refer note 43)* 77,039.41 -
Recoverable advance to employees 2,091.83 -
Other receivable from related parties (Refer note 42) 1,000.00 4,83,139.24
80,131.24 4,83,139.24
*Refer note 42 for details of transactions with related parties

16 Other current assets

As at As at
Particulars
31 March 2021 31 March 2020

Advances other than capital advances:


Prepayments 3,266.85 357.62
Advance for supply of goods and rendering of services 1,61,702.00 2,86,183.80
Balance with government authorities 30.00 30.00
1,64,998.84 2,86,571.42

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F - 532
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)

17 Equity share capital

As at As at
Particulars
31 March 2021 31 March 2020
Authorised
200,000 (March 31, 2020: 200,000) equity shares of Rs 10 each 2,000.00 2,000.00
Issued, subscribed and paid up
70,002 (March 31, 2020: 70,002) equity shares of Rs 10 each, fully paid up 700.02 700.02
700.02 700.02
(i) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the reporting year is given below

As at 31 March 2021 As at 31 March 2020


No of shares Amount No. of shares Amount
Number of equity shares outstanding at the beginning of the year 70,002 700.02 70,002 700.02
Number of equity shares issued during the year - - - -
Number of equity shares outstanding at the end of the year 70,002 700.02 70,002 700.02
(ii) Rights, preferences and restrictions attached to equity shares
The Company has only one class of share referred to as equity shares having a par value of ₹ 10. Each holder of the equity share, as reflected in the records of the Company as
of the date of the shareholder meeting, is entitled to one vote in respect of each share held for all matters submitted to vote in the shareholder meeting. The Company declares
and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the 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.

(iii) Equity shareholders holding more than 5 percent equity shares of the Company:

Name of the share holder As at 31 March 2021 As at 31 March 2020


No. of shares % holding No. of shares % holding
Embassy Property Developments Private Limited (holding company)* 70,002 100.00% 70,002 100.00%
70,002 100.00% 70,002 100.00%
* 1 Share is jointly held with Mr. Jitendra Virwani
(iv) Buy back of shares and shares allotted by way of bonus shares
There have been no buy back of shares, issue of shares by way of bonus shares or issue of shares pursuant to contract without payment being received in cash for the period of
five years immediately preceding the balance sheet.

(v) Issue of securities convertible into equity shares ( Refer note 19)

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F - 533
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)

18 Other equity

As at As at
Particulars
31 March 2021 31 March 2020
Capital reserve
At the commencement of the year (6,52,223.80) (6,52,223.80)
Add: Additions during the year - -
At the end of the year (6,52,223.80) (6,52,223.80)
Retained earnings
At the commencement of the year (26,27,359.45) (24,58,123.01)
Add: Net (loss) for the year (4,87,084.50) (1,69,236.45)
At the end of the year (31,14,443.95) (26,27,359.45)
Equity portion of Interest free loans
At the commencement of the year (2,64,674.11) (2,64,674.11)
Add: Additions during the year - -
At the end of the year (2,64,674.11) (2,64,674.11)
Equity portion of Corporate guarantee
At the commencement of the year (28,797.01) -
Add: Additions during the year - (28,797.01)
At the end of the year (28,797.01) (28,797.01)
(40,60,138.88) (35,73,054.38)
Nature and purpose of other reserves:
Capital reserve
The company vide Scheme of Amalgamation ('the Scheme') merged its wholly-owned subsidiary Swire Investments Private Limited ('SIPL'). Given that
SIPL is a wholly-owned subsidiary of the Company there is no consideration payable for the amalgamation of SIPL with the Company and the
consequent transfer of the undertaking, properties, assets and liabilities of SIPL to the Company. The difference of the value of the assets over the
liabilities of SIPL vested in the Company has been accounted as capital reserves in the Company.

Retained earnings
The cumulative gain or loss arising from the operations which is retained by the Company is presented under the heading of retained earnings. At the end
of the year, the profit/(loss) after tax is transferred from the statement of profit and loss to retained earnings.

Equity portion of interest free loans


It represents the equity component arising on fair valuation of the said loans as required under Ind AS 109.
Equity portion of corporate guarantee
It represents the equity component arising on fair valuation of the corporate guarantee on loan taken by holding Company as required under Ind AS 109.

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F - 534
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)
19 Borrowings - non current

As at As at
Particulars
31 March 2021 31 March 2020
Debentures
Unsecured:
Liability component of optionally convertible debentures of ₹.100 each (Refer note (i)) 27,83,730.00 -
Secured:
Vehicle Loan
from financial institution (Refer note (ii)) 24,696.89 -
from banks (Refer note (ii)) 13,423.84
28,21,850.74 -

(i) 0 % unsecured fully paid optionally convertible debentures (OCDs):


During the year ended, 31 March 2021, the Company issued 30,000,000 optionally convertible debentures of ₹100 each. The term of the debentures is
maximum 10 years from the allotment date unless redeemed or converted earlier. The OCDs carry coupon of 0%.
Conversion terms:
Unless redeemed earlier, at any time during the term, convertible at the option of either issuer/holder into such number of equity shares of face value Rs.
10 each based on higher of:
(a) Fair market value determined on the date of conversion or
(b) Rs. 10
On expiry of the term, at the option of the Company, the OCDs shall be converted into such number of equity shares as decided above
On receipt of CCI approval and approval of scheme by the tribunal, the OCDs will become CCDs and will be compulsorily convertible as mentioned
above.

(in ₹. thousands, except number of debentures)


As at 31 March 2021 As at 31 March 2020
Name of debenture holder
No. of debentures Amount No. of debentures Amount
Embassy Property Developments Private Limited 3,00,00,000 3,00,000.00 - -

(ii) Vehicle Loans from HDFC Bank- amounting to: ₹ 16,351.30 thousands (31 March 2020: Nil ) - including current maturities of non-current
borrowings
(i) Secured by hypothecation of motor vehicles.
(ii) These loans carry an interest rate of 7.75% to 8.50%.
(iii) The principal amount has to be repaid in 60 equated monthly instalments.

Vehicle Loans from Kotak Mahindra Prime Limited - amounting to: ₹ 30,021.89 thousands (31 March 2020: Nil ) - including current
maturities of non-current borrowings
(i) Secured by hypothecation of motor vehicles.
(ii) These loans carry an interest rate of 8.13% to 8.30%.
(iii) The principal amount has to be repaid in 60 equated monthly instalments.

(iii) HDFC Limited - balance as at 31 March 2020, including current maturities of long-term debt: ₹ 34,99,946.93 thousands (31 March 2020: ₹.
61,00,000.00 thousands).
Tranch 1 Of ₹. 73,70,000 thousand
1 Mortgage of piece and parcel of land admeasuring 196.69 acres situated at Heggenahalli & Nagamangala villages
An exclusive charge has been created on the scheduled receivable of sold and unsold units under the documents entered into with the customers of the
2 projects. Scheduled receivable are the receivable/cash flows/revenues including booking amounts arising out of or in connection with or relating to the
above projects.
3 Personal guarantee of director of Holding Company

As at As at
Repayment and interest terms
31 March 2021 31 March 2020
Repayable in 60 months and to be settled by June 2021. The loan carries an interest rate of 11.70% p.a
linked to HDFC corporate prime lending rate. With effect from 1st October, 2018 the corporate prime 32,69,946.93 58,70,000.00
lending rate stands at 13.30%
The company shall maintain an escrow account and a designated account in HDFC Limited or any other
bank acceptable to HDFC Limited.All collections related to plot purchases are to be routed through this
escrow account.

The Company has applied and received moratorium towards Interest and Principal amount for both the loans as per RBI notification for the month of
March 2020 till August 2020.
As per the terms of loan agreement, out of the total outstanding amount as at March 2021, the Company had to repay ₹15,00,000.00 thousands during
the period January 2021 to March 2021. Subsequently, the Company had repaid the entire loan.

F - 535
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)

Tranch 2 of ₹ 2,30,000 thousands


1 Mortgage of piece and parcel of land admeasuring 196.69 acres situated at Heggenahalli & Nagamangala villages
An exclusive charge has been created on the scheduled receivable of sold and unsold units under the documents entered into with the customers of the
2 projects. Scheduled receivable are the receivable/cash flows/revenues including booking amounts arising out of or in connection with or relating to the
above projects.
3 Personal guarantee of director of the Holding Company

As at As at
Repayment and interest terms
31 March 2021 31 March 2020
Repayable in one installment by December 2020. The loan carries an interest rate of 11.80% p.a linked to
HDFC corporate prime lending rate. 2,30,000.00 2,30,000.00
With effect from 1st October, 2018 the corporate prime lending rate stands at 13.30%
The Company had applied and received moratorium towards Interest and Principal amount for the loan as per RBI notification for the period of March
2020 till August 2020

20 Other financial liabilities

As at As at
Particulars
31 March 2021 31 March 2020
Retention money towards project cost 57,132.69 59,968.24
57,132.69 59,968.24

21 Provisions

As at As at
Particulars
31 March 2021 31 March 2020
Provision for employee benefits (refer note 44 and 45) 22,046.02 -
22,046.02 -

22 Other non current liabilities

As at As at
Particulars
31 March 2021 31 March 2020
Deferred guarantee income* 6,436.67 11,854.78
6,436.67 11,854.78
* Refer Note 42 for details of balances with related party

23 Borrowings -current

As at As at
Particulars
31 March 2021 31 March 2020
Unsecured
Intercorporate deposit
-From related parties (Refer note 43)* 9,13,827.41 -
9,13,827.41 -
* Refer Note 42 for details of balances with related party

24 Trade payables

As at As at
Particulars
31 March 2021 31 March 2020
Trade payables to MSME 75,741.84 33,127.82
Trade payables to other than MSME 6,23,704.53 5,72,441.36
6,99,446.37 6,05,569.18

Of the above trade payables to related parties are as below:


As at As at
Particulars
31 March 2021 31 March 2020
Trade payables to related parties (Refer note 42) 2,36,977.37 2,19,907.92
2,36,977.37 2,19,907.92
The Company's exposure to currency and liquidity risks related to trade payables is disclosed in note 48

F - 536
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)
Dues to Micro, small and medium enterprises
As at As at
Particulars
31 March 2021 31 March 2020
The principal amount and the interest due thereon remaining unpaid to any supplier as at the end of each
accounting year;
(a) (i) Principal 75,741.84 33,127.82
(ii) Interest - -
(b) The amount of interest paid by the Company in terms of Section 16 of the Micro, Small and Medium
Enterprises Development Act, 2006, along with the amounts of the payment made to the supplier beyond
the appointed day during the year^;
(i) Interest - -
(ii) Payment - -
(c) The amount of interest due and payable for the period of delay in making payment (which have been
paid but beyond the appointed day during the year) but without adding the interest specified under the - -
Micro, Small and Medium Enterprises Development Act, 2006
(d) The amount of interest accrued and remaining unpaid at the end of the year - -
(e) The amount of further interest remaining due and payable even in the succeeding years, until such
date when the interest dues above are actually paid to the small enterprise, for the purpose of
- -
disallowance of a deductible expenditure under Section 23 of the Micro, Small and Medium Enterprises
Development Act, 2006
^ No interest has been paid by the Company during the year.

25 Other financial liabilities

As at As at
Particulars
31 March 2021 31 March 2020
Current maturities of long-term debt (Refer note 19) 35,06,758.25 60,89,720.63
Accrued payroll 2,763.29 -
Book overdraft - 4,05,130.44
Interest accrued and due on term loan
- to financial institution 1,31,176.33 1,41,704.73
Interest accrued but not due on term loan
- to financial institution - 73,214.11
Provision for onerous contracts 29,359.47 27,293.00
Provision for expenses 70,609.50 28,755.99
Other payables 1,657.50 2,065.00
37,42,324.34 67,67,883.90

26 Provisions

Particulars As at As at
31 March 2021 31 March 2020
Provision for employee benefits (refer note 44 and 45) 1,985.30 -
1,985.30 -

27 Other non-financial liabilities

Particulars As at As at
31 March 2021 31 March 2020
Advance received from customers 8,724.63 17,710.77
Deferred revenue 33,81,913.78 36,69,241.96
Statutory dues 8,900.76 8,209.46
Deferred guarantee income* 5,418.11 6,141.43
34,04,957.28 37,01,303.62
* Refer Note 42 for details of balances with related party

(This space has been left blank intentionally)

F - 537
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)

28 Revenue from operations

Year ended Year ended


Particulars 31 March 2021 March 31, 2020

Proceeds from sale of plots 5,90,567.43 4,34,602.89


Other operating income 299.02 1,629.29
5,90,866.46 4,36,232.18

29 Other income

Year ended Year ended


Particulars
31 March 2021 March 31, 2020
Interest income
- from fixed deposits - 1,499.97
- from related parties 83,285.86 -
- from income tax refund 433.44 -

Fair value gain on financial instruments 2,16,270.00 -


Other non-operating income
Guarantee fee income 6,141.43 10,800.80
Miscellaneous income 642.64 -
3,06,773.37 12,300.77

30 Land,material and contract cost

Year ended Year ended


Particulars 31 March 2021 March 31, 2020

Land, material and contract cost 2,79,606.53 1,92,875.90


2,79,606.53 1,92,875.90

31 Employee benefits expense

Year ended Year ended


Particulars
31 March 2021 March 31, 2020
Salaries,wages and other benefits 1,24,657.01 -
Contribution to provident and other funds 6,418.85 -
Gratuity Expense 18,009.72 -
Staff welfare expenses 3.67 -
1,49,089.26 -

32 Finance cost

Year ended Year ended


Particulars 31 March 2021 March 31, 2020

Interest expense
- term loan 7,24,554.18 64,757.84
- on vehicle loan from financial institutions 201.26 -
- on vehicle loan from banks 160.47 -
- on others 8,838.17 1,071.28
7,33,754.08 65,829.12

33 Depreciation and amortization

Year ended Year ended


Particulars 31 March 2021 March 31, 2020

Depreciation of property, plant and equipment (refer note 4) 1,215.58 -


1,215.58 -

34 Other expenses

Year ended Year ended


Particulars 31 March 2021 March 31, 2020

Brokerage and commission 41,097.43 31,321.25


Legal and professional fees (refer note 54) 64,851.79 10,324.52
Provision for Onerous Contract 4,253.79 27,293.00
Advertisement expenses 1.36 20.98
Business promotion expenses 14,782.29 39,421.67
Marketing expenses 1,923.11 210.29
Rates and taxes 6,184.77 2,342.70
Incentive 13,403.15 16,823.51
Software and internet usage charges 657.37 554.60
Franking charges 347.45 188.85
Foreign exchange loss,net 1,562.02 17.05
Repairs and maintenance 53,847.88 70,756.20
Contribution to political parties - electoral bonds - 1,55,000.00
Travel and conveyance expenses 16,791.76 14.81
Transportation charges 40.00 -
Bank charges 645.64 77.91
Office maintenance 3,830.37 1,130.49
Interest on TDS/GST 776.51 292.22
Miscellaneous expenses 5,777.64 3,274.32
2,30,774.35 3,59,064.37

F - 538
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)

35 Auditors’ remuneration excluding applicable taxes(Included in legal and professional charges)

Year ended Year ended


Particulars
March 31, 2021 March 31, 2020
Statutory audit fees 1,770.00 1,770.00
Tax audit fees 295.00 295.00
Reimbursement of out-of-pocket expenses - 76.42
Total 2,065.00 2,141.42

36 Contingent liabilities, capital commitments and contingent assets(to the extent not provided for)
Year ended Year ended
Particulars
March 31, 2021 March 31, 2020

Contingent liabilities*
Corporate guarantee given (refer note a below) - -
Outstanding dues to MSME (refer note b below) - -

Capital commitments
Estimated specific committed cost towards its capital expenditure (net of advances) and not provided for 62,959.67 61,658.77

Other disputes
The Company has several cases pending against it towards the title of land acquired by it. Management, based on legal advice obtained and also based on the court rulings (in
favour of the Company), believe that the title to the land held by it is good and marketable. The future expected cash outflow out of the above pending cases/litigations cannot
be ascertained , hence no amounts has been quantified.

(a) The Company has extended mortgage of unsold plots in Embassy Springs and land measuring 70.74 acres of land for a comprehensive loan borrowed by its holding Company
for various projects executed by its holding Company and charge is created on the receivables in the project Embassy Springs being developed. The loan balance outstanding
as on March 31, 2021 is ₹ 5,137,435 thousands.

(b) The Company has a system for maintenance of documents and other relevant information in respect of amounts due by it to parties who are registered as micro and small
enterprises. As at 31 March 2021, the amounts due to micro and small enterprises is ₹ 75,741.84 thousand (₹ 33,127.82 thousand ). As per the MSME Act 2006 Section 16,
Where any buyer fails to make payment of the amount to the supplier, as required under section 15, the buyer shall, notwithstanding anything contained in any agreement
between the buyer and the supplier or in any law for the time being in force, be liable to pay compound interest with monthly rests to the supplier on that amount from the
appointed day or, as the case may be, from the date immediately following the date agreed upon, at three times of the bank rate notified by the Reserve Bank. In this case, the
management contends that the creditors has not raised any interest demand yet and the company has not paid interest during the year, and hence the interest accrued under
section 16 of the MSME Act is not provided for.

(This space has been left blank intentionally)

F - 539
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)

37 Income taxes

A No income tax expense was recognised in the statement of profit and loss account.

B Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate:

Year ended Year ended


Particulars
March 31, 2021 March 31, 2020
Loss before tax (4,96,799.97) (1,69,236.45)
Tax at the Indian tax rate of 26% (March 31, 2020: 26%) (1,29,167.99) (44,001.48)

Effect of:
Income/(Expenditure) on account of application of Ind AS not allowable under Income Tax 56,720.99 4,287.97
Profit recognised as per Ind AS 115 offered for taxation in preceding years (21,774.35) (42,306.49)
Permanent disallowance 343.07 43,791.06
Temporary Disallowance for non payment/non-deduction of withholding taxes 2,014.55 5,460.71
Allowance of certain expenditure on payment basis 10,200.85 15,339.59
Other taxable amounts / (allowances) - (3.43)
Tax refund received for earlier period 9,715.47 -
Tax using the Company’s domestic tax rate - -

Deferred tax asset not created on business losses 71,947.41 17,432.06


At the effective income tax rate Nil (March 31, 2020: Nil) - -
Income tax expense reported in the statement of profit and loss - -

C Recognised deferred tax assets and liabilities


As at 31 March 2021 As at 31 March 2020
Particulars
Gross amount Tax asset/ (liability) Gross amount Tax asset/ (liability)

Deferred tax liabilities


Property, plant and equipment 3,060.32 795.68 - -
Others 10,279.37 2,672.64

Deferred tax assets


Tax losses 4,380.91 1,139.04 - -
Others 8,958.79 2,329.28

Net deferred tax (assets) liabilities - - - -

D Unrecognised deferred tax assets


Deferred Tax assets have been created to the extent of deferred tax liability. Deferred tax assets have not been recognised on accumulated
losses, because it is not probable that sufficient future taxable profit will be available against which the Company can set it off within the
time limit prescribed to set off the accumulated business loss as per the Income Tax Act.
The company is developing a township project which comprises of multiple projects and the same will take a considerable amount of time to
complete. With many projects in the pipeline for which development has not yet started, the Company has not recognised Deferred Tax asset
as there is no probability to earn enough profits within the restricted time limit of carry forward and set off of losses.

Year ended Year ended


Particulars
March 31, 2021 March 31, 2020
Tax Losses 3,27,857.56 1,28,908.11
Others 1,35,348.35 20,639.25
4,63,205.91 1,49,547.36

*The impact of unutilised tax losses is based on details available with the Company at as the date of signing of financial statements

F - 540
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)

38 Earnings/ (loss) per share


Basic earnings/(loss) per share amounts are calculated by dividing the profit/(loss) for the year attributable to equity holders by the number
of equity shares outstanding during the year. Diluted Earnings per share ("EPS") amounts are calculated by dividing the profit/(loss)
attributable to equity holders

i. Reconciliation of earnings used in calculating earnings per share:

Year ended Year ended


Particulars
March 31, 2021 March 31, 2020
Total comprehensive income/(loss) as per statement of profit and loss (4,87,084.50) (1,69,236.45)
Total comprehensive income/(loss) as per statement of profit and loss (4,87,084.50) (1,69,236.45)

ii. Reconciliation of basic and diluted shares used in computing earnings per share

Year ended Year ended


Particulars
March 31, 2021 March 31, 2020
Number of equity shares at the 70,002 70,002
Add:
Number of equity shares issued during the year - -
Number of equity shares for basic and diluted EPS 70,002 70,002
Weighted average number of shares 70,002 70,002

iii.(Loss) per share:

Year ended Year ended


Particulars
March 31, 2021 March 31, 2020
Basic (6,958.15) (2,417.59)
Diluted (6,958.15) (2,417.59)

For the year ended 31 March 2021, optionally convertible debentures were excluded from the calculation of diluted weighted average
number of equity shares as their effect would have been anti-dilutive.

39 Contract with customers

A Revenue Recognised

Year ended Year ended


Particulars
March 31, 2021 March 31, 2020
Project revenue recognised during the
- Revenue recognised at a point in time 5,90,567.43 4,34,602.89
- Revenue recognised over a period of time - -

B Contract Balances

Year ended Year ended


Particulars
March 31, 2021 March 31, 2020
Contract Assets -
Contract Liabilities (refer note 27) 33,81,913.78 36,69,241.96
Trade Receivables (refer note 12) 8,17,504.32 17,06,737.10
Advance received from customers (refer note 27) 8,724.63 17,710.77

Impairment losses recognised on receivables or contract assets - -

Contract Liabilities include amount received or receivable from customers as per the instalments stipulated in the buyer agreement to deliver
properties and are recognised as revenue once the performance obligations are completed and control is transferred to customers.

F - 541
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)

C Movement on Contract Balances


Year ended Year ended
Particulars
March 31, 2021 March 31, 2020
Amounts included in contract liabilities at the beginning of the year 36,69,241.96 14,70,530.78
Amount received/adjusted against contract liability during the year 3,03,239.25 26,33,314.07
Less: Performance obligations satisfied in the current year (5,90,567.43) (4,34,602.89)
Amounts included in contract liabilities at the end of the year 33,81,913.78 36,69,241.96

40 Segment reporting
In accordance with the requirements of Ind AS 108 - "Segment Reporting", the Company is primarily engaged in the business of real estate
development and has no other primary reportable segments. The Board of Directors of the Company allocate the resources and assess the
performance of the Company, thus are the Chief Operating Decision Maker (CODM). The CODM monitors the operating results of the
business as a single segment, hence no separate segment needs to be disclosed. Thus the segment revenue, segment result, total carrying
amount of segment assets, total carrying amount of segment liabilities, total cost incurred to acquire segments assets, the total amount of
charge for depreciation and amortisation during the year are all as reflected in the financial statements. As the Company operates in India
alone, no separate geographical segment is disclosed.

41 Expenditure on corporate social responsibility activities


Since the Company does not meet the criteria specified in Section 135 of the Companies Act, 2013, the Company is not required to spend
any amount on activities related to corporate social responsibility for the year ended March 31, 2021.

F - 542
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)
42 Related party transactions
(i) Names of related parties and description of relationship:
Enterprises where control exists
Ultimate Holding company JV Holding Private Limited
Holding company Embassy Property Developments Private Limited

Subsidiary companies Embassy Infra Developers Private Limited


Embassy Orange Developers Private Limited
Embassy Realty Ventures Private Limited

Investment in partnership firm / consortium Embassy Investment MGT Services LLP

(ii) Other related parties with whom transactions have taken place during the year
1. Enterprises owned or significantly influenced by Udhyaman Investments Private Limited
individuals having substantial voting interest and Embassy Services Private Limited
their relatives Lounge Hospitality LLP

2. Enterprises owned or significantly influenced Babbler Marketing Private Limited


by holding or ultimate holding company Bangalore Paints Private Limited
Embassy Real estate developments Private Limited

3. Key management personnel Rajesh Ramchand Bajaj


P.R. Ramakrishnan
Karan Virwani (w.e.f 18/12/2020)
Aditya Virwani (w.e.f 18/12/2020)

(iii) Details of related party transactions during the year


Year ended Year ended
Particulars March 31, 2021 March 31, 2020

Proceeds from sale of plots Udhyaman Investments Private Limited 70,158.83 16,283.80

Guarantee fee income Embassy Property Developments Private Limited 6,141.43 10,800.80

Interest Income Embassy Property Developments Private Limited 83,285.86 -

Legal and professional fees JV Holdings Private Limited - 103.00

Advertisement Charges Embassy Property Developments Private Limited - -

Business promotion Lounge Hospitality LLP 10,819.91 10,833.18


JV Holdings Private Limited 4,777.66 6,931.89

Incentives Embassy Property Developments Private Limited - 16,823.51

Repairs and maintenance Embassy Services Private Limited 60,684.61 85,472.18

Business consultancy fee Embassy Property Developments Private Limited - 52,835.31

Reimbursement of project cost and expenses Udhyaman Investments Private Limited 30,759.75 3,05,201.72
Embassy Property Developments Private Limited 3,060.00 2.02

Other reimbursements Embassy Infra Developers Private Limited 32.13 -


RGE Constructions and Development Private Limited 11.10 -
Embassy Property Developments Private Limited 13,778.93 -
We Work India Management Private Limited 19.26 -
JV Holdings Private Limited 91.84
Embassy Real Estate Developments Private Limited 7,495.64

Material and contract cost Synergy Property Development Services Private - 40,806.26

F - 543
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)

(iii) Details of related party transactions during the year (continued)

Year ended Year ended


Particulars
March 31, 2021 March 31, 2020

Loan given/(repaid) Embassy Property Developments Private Limited 13,72,635.92 (4,43,028.53)


Udhyaman Investments Private Limited (4,83,139.24) -
Loan taken Embassy Property Developments Private Limited - 3,21,409.03
Udhyaman Investments Private Limited 9,13,827.41 -
Loan (repaid) Embassy Property Developments Private Limited - (3,21,409.03)
Demand raised for sale of plots Udhyaman Investments Private Limited - 10,910.78

The Company has no transaction with Key Managerial Personnel

(iv) Amount outstanding as at the balance sheet date :


Particulars As at March 31, 2021 As at March 31, 2020

Loans - current Embassy Property Developments Private Limited 13,72,635.92 -

Interest accrued and not due - current Embassy Property Developments Private Limited 77,039.41
-

Other receivable from related parties - current Embassy Orange Developers Private Limited 1,000.00
-
Udhyaman Investments Private Limited - 4,83,139.24
Advance for supply of goods and rendering of
Babbler Marketing Private Limited 762.89 762.89
services
We Work India Management 19.26 -
Embassy Infra Developers Private Limited 32.13 -
Trade receivables Udhyaman Investments Private Limited 14,514.40 7,60,480.48
Investments in Subsidiaries/JVs Embassy Investment MGT Services LLP 99.00 -
Embassy Infra Developers Private Limited 99.00 -
Embassy Buildcon LLP 19,800.00 -

Retention money towards project cost Babbler Marketing Private Limited 101.10 101.10

Liability component of Optionally connvertible


Embassy Property Developments Private Limited 27,83,730.00 -
debentures
Liability component of guarantee income (non-
Embassy Property Developments Private Limited 6,436.67 11,854.78
current)
Borrowings - current Udhyaman Investments Private Limited 9,13,827.41 -

Liability component of guarantee income


Embassy Property Developments Private Limited 5,418.11 6,141.43
(current)
Trade payables Synergy Property Development Services Private Limited 16,091.35 36,663.49
Embassy Services Private Limited 1,42,262.81 84,023.50
Lounge Hospitality LLP 5,881.81 4,082.12
JV Holdings Private Limited 1,287.06 29,963.97
Embassy Property Developments Private Limited 71,035.42 64,755.91
Babbler Marketing Private Limited 354.89 354.89
Bangalore Paints Private Limited 64.03 64.03

Outstanding value of security given (refer note


Embassy Property Developments Private Limited 51,37,435.00 59,40,000.00
1 below)
Note:
(1) The Company has given its land as a secondary security for a loan of ₹ 51,37,435 thousands taken by Embassy Property Developments Private Limited, the holding
company.

F - 544
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)

43 Details of inter-corporate loans given:

(a) Terms and conditions on which inter-corporate loans have been given:

Party name Nature of relationship Interest Repayment Purpose


rate (p.a) terms

General corporate
Embassy Properties Developments Private Limited Holding company 13.80% on demand
purpose

(b) Reconciliation of inter-company deposits/loans given as at the beginning and as at the end of the year:
Party name As at As at
31 March 2021 31 March 2020

Embassy Property Developments Private Limited At the commencement of the year - -


Add: given during the year 20,26,690.00 -
Add: interest accrued during the year 77,039.41 -
Less: interest received during the year - -
Less: repaid during the year (6,54,054.08) -
At the end of the year 14,49,675.33 -

Note 14: Inter-Corporate Deposit 13,72,635.92


Note 15: Interest accrued on Inter-Corporate deposit 77,039.41
14,49,675.33 -

(this space is intentionally left blank)

F - 545
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)
44 Employee benefits obligations
A. Defined contribution plan
A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into a separate
entity and will have no legal or constructive obligation to pay further amounts. The Company makes specified monthly
contributions towards Government administered provident fund scheme. Obligations for contributions to defined
contribution plans are recognised as an employee benefit expense in profit or loss in the periods during which the related
services are rendered by employees.

Particulars As at As at
31 March 2021 31 March 2020
Employer's Contribution to Provident Fund 5,487.07 -
Employer's Contribution to Employee State Insurance Corporation - -
Employer's Pension Fund 931.78 -
Expense recognised during the year 6,418.85 -
B. Defined benefit plan
Gratuity
The Company has a defined benefit gratuity plan in India, governed by the Payment of Gratuity Act, 1972. The plan entitles
an employee, who has rendered at least five years of continuous service, to gratuity at the rate of fifteen days wages for every
completed year of service or part thereof in excess of six months, based on the rate of wages last drawn by the employee
concerned. The gratuity plan is unfunded.

(i) Changes in present value of obligation:


Particulars As at As at
31 March 2021 31 March 2020
Obligations at the beginning of the year - -
Service cost -
- Current service cost 2,546.74 -
- Prior service cost 15,462.98 -
Interest expense or cost - -
Actuarial (gains) losses recognised in other comprehensive income - -
- due to changes in financial assumptions - -
- due to changes in demographic assumptions - -
- due to experience adjustments - -
Benefits settled - -
Obligations at year end 18,009.72 0.00
(ii) Value of assets and liabilities as at Balance sheet date
Particulars As at As at
31 March 2021 31 March 2020
Net defined benefit assets - -
Net defined benefit liability 18,009.72 -
Net liability: 18,009.72
Non-current 16,831.05 -
Current 1,178.67 -

F - 546
(iii) Expense recognised in statement of profit and loss

Particulars For the year For the year ended


ended 31 March 2020
31 March 2021

Current service cost 2,546.74 -


Interest cost - -
Past service cost 15,462.98 -
Expected return on plan assets - -
Net gratuity cost 18,009.72 -

(iv) Remeasurements recognised in other comprehensive income

Particulars For the year For the year ended


ended 31 March 2020
31 March 2021
Actuarial (gains) / losses on defined benefit obligation - -
Actuarial (gains) / losses on plan assets excluding interest income - -
- -
(v) Actuarial assumptions
(a) Principal actuarial assumptions at the reporting date:
Particulars As at As at
31 March 2021 31 March 2020

Financial assumptions
Discount Rate 6.35% -
Mortality Rate 0.092% to 2.40% -
Salary growth rate 8% -
Normal retirement age 60 Years -
Attrition / Withdrawal rate (per annum) 7.80% -

(b) Sensitivity analysis


Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions
constant, would have reflected the defined benefit obligation as the amounts shown below.

Particulars As at As at
31 March 2021 31 March 2020

Present value of obligation at the end of the period 18,009.72 -

Particulars For the year ended For the year ended


31 March 2021 31 March 2020
Increase Decrease Increase Decrease
Discount rate (Impact due
(853.84) 920.30 - -
to 0.50%)
Future salary growth
901.57 (846.46) - -
(Impact due to 0.50%)
Attrition rate (Impact due
1,170.63 (774.42)
to 50%)
Sensitivities due to mortality & withdrawals are not material & hence impact of change not calculated.
Sensitivities as to rate of inflation, rate of increase of pensions in payment, rate of increase of pensions before retirement &
life expectancy are not applicable being a lump sum benefit on retirement.
(vi) Maturity Profile of Defined Benefit Obligation

Expected cash flows over the next (valued on undiscounted basis): As at March 2021

Apr 2022- Mar 2023 1,178.67


Apr 2023- Mar 2027 5,243.21
Apr 2027- Mar 2032 6,875.86
Apr 2032 onwards 24,493.11

F - 547
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)
45 Employee benefits obligations - Compensated Absences
Compensated Absences
Compensated Absences have been provided for based on acturial valuation based on leave encashment policy of the Company.

(i) Changes in present value of obligation:


Particulars As at As at
31 March 2021 31 March 2020
Obligations at the beginning of the year - -
Service cost -
- Current service cost and prior service Cost 6,021.60 -
Interest expense or cost - -
Actuarial (gains) losses recognised in other comprehensive income - -
- due to changes in financial assumptions - -
- due to changes in demographic assumptions - -
- due to experience adjustments - -
Benefits settled - -
Obligations at year end 6,021.60 0.00

(ii) Value of assets and liabilities as at Balance sheet date


Particulars As at As at
31 March 2021 31 March 2020
Net defined benefit assets - -
Net defined benefit liability 6,021.60 -
Net liability: 6,021.60
Non-current 5,214.97 -
Current 806.63 -

F - 548
(iii) Expense recognised in statement of profit and loss

Particulars For the year ended For the year ended


31 March 2021 31 March 2020
Current service cost and Past service cost 6,021.60 -
Interest cost - -
Expected return on plan assets - -
Net cost 6,021.60 -

(iv) Remeasurements recognised in other comprehensive income

Particulars For the year ended For the year ended


31 March 2021 31 March 2020
Actuarial (gains) / losses on defined benefit obligation - -
Actuarial (gains) / losses on plan assets excluding interest income - -
- -
(v) Actuarial assumptions
(a) Principal actuarial assumptions at the reporting date:
Particulars As at As at
31 March 2021 31 March 2020

Financial assumptions
Discount Rate 6.35% -
Mortality Rate 0.092% to 2.40% -
Salary growth rate 8% -
Normal retirement age 60 Years -
Attrition / Withdrawal rate (per annum) 7.80% -

F - 549
(b) Sensitivity analysis
Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant,
would have reflected the defined benefit obligation as the amounts shown below.

Particulars As at As at
31 March 2021 31 March 2020
Present value of obligation at the end of the period 6,021.60 -

Particulars For the year ended For the year ended


31 March 2021 31 March 2020
Increase Decrease Increase Decrease
Discount rate (Impact due
(189.26) 200.28 - -
to 0.50%)
Future salary growth
196.20 (187.28) - -
(Impact due to 0.50%)
Attrition rate (Impact due
(1,236.04) 1,872.56
to 50%)
Sensitivities due to mortality & withdrawals are not material & hence impact of change not calculated.
Sensitivities as to rate of inflation, rate of increase of pensions in payment, rate of increase of pensions before retirement & life
expectancy are not applicable being a lump sum benefit on retirement.

F - 550
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)

46 Financial instruments - Fair value measurements and category


As at 31 March 2021 As at 31 March 2020
Particulars
Carrying value Fair Value Carrying value Fair Value
Financial assets measured at amortised cost:
Loans (current and non-current) 13,79,120.49 - 11.00 -
Trade receivables 8,17,504.32 - 17,06,737.10 -
Cash and cash equivalents 2,32,025.17 - 31,198.72 -
Other financial assets (current and non-current) 80,131.24 - 4,83,139.24 -
Total 25,08,781.23 - 22,21,086.06 -

Financial assets measured at cost (refer note 7)


Investments 20,348.48 - - -
Total 20,348.48 - - -

Financial liabilities measured at amortised cost:


Borrowings (current and non-current) 44,60,147.59 - 61,00,000.00 -
Trade payable 6,99,446.37 - 6,05,569.18 -
Other financial liabilities (current and non current) 2,92,698.78 - 7,38,131.50 -
Total 54,52,292.74 - 74,43,700.68 -
Financial liabilities measured at fair value through profit and loss:
Borrowings (current and non-current) 27,83,730.00 - - -
Total 27,83,730.00 - - -

47 Financial instruments - Fair value hierarchy

(a) Accounting classification and fair value


The following table shows the carrying amounts and fair values of financial liabilities, including their levels in the fair value hierarchy.

As at As at
Particulars
31 March 2021 31 March 2020
Borrowings (current and non-current)
- 0 % unsecured fully paid optionally convertible debentures (OCDs) 27,83,730.00 -
Total 27,83,730.00 -

Particulars Level 1 Level 2 Level 3 Total

0 % unsecured fully paid optionally convertible debentures (OCDs) - - 27,83,730.00 27,83,730.00


- - 27,83,730.00 27,83,730.00

Significant unobservable inputs used in measuring fair value

Fair Value as at Significant unobservable


Particulars Valuation technique Methodoly adopted
31 March 2021 Inputs

0 % unsecured fully paid optionally 27,83,730.00 Market approach using 1. Equity valuation of the 1. 4000 possible equity price
convertible debentures (OCDs) comparable trading company paths are modeled
multiples 2. Equity price history of 2. For each of these paths,
comparable companies the equity price is
3. Risk free rate as determined
represented by G Sec yields 3. For each of these equity
over balance tenor as at the prices, the value of the
date of valuation as sourced CCDs is determined based
from FIBL on the conversion formula
4. These 4,000 CCD prices
are averaged

48 Financial instruments - risk management


The Company's financial assets majorly comprise of loans to related parties, other receivable from related parties, trade receivables and cash & cash equivalents. The Company's financial
liabilities majorly comprises of borrowings, trade payables.
The Company is exposed to credit risk, liquidity risk and interest rate risk arising out of operations and the use of financial instruments. The Board of Directors have overall responsibility for
establishment and review of the Company's risk management framework.
The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence
to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions affecting business operations and the Company's activities.

F - 551
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)
(a) Credit risk
In order to mitigate the credit risk on receivables, the Company does business only with recognised third parties thereby reducing the credit risk. Credit risk on cash and cash equivalent is
limited as the Company generally transacts with banks and financial institutions with high credit ratings assigned by international and domestic credit rating agencies.

Loss allowance measured at 12 month expected credit loss for financial assets for which credit risk has not increased significantly since initial recognition

For year ended 31 March 2021


Estimated gross carrying Expected probability Expected credit Carrying amount,
Particulars
amount of default losses net of provision
Loan to related parties 13,72,635.92 - - 13,72,635.92
Security deposits 11.00 - - 11.00
Loan to employees 6,473.57 - - 6,473.57
13,79,120.49 - - 13,79,120.49

For year ended 31 March 2020


Estimated gross carrying Expected probability Expected credit Carrying amount,
Particulars
amount of default losses net of provision
Loan to related parties - - - -
Security deposits 11.00 - - 11.00
Loan to employees - - - -
11.00 - - 11.00

(b) Interest rate risk


Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in
market interest rates relates primarily to its long-term debt obligations with floating interest rates.

Exposure to interest rate risk:


The interest rate profile of the Company's interest-bearing financial instruments as reported to the management of the Company is as follows:

As at As at
Particulars
31 March 2021 31 March 2020
Fixed-rate instruments:
Financial assets
Inter-corporate loans given 13,72,635.92 -
Financial liabilities - -
Vehicle Loans obtained 46,373.19

As at As at
Particulars
31 March 2021 31 March 2020
Variable instruments:
Financial assets - -
Financial liabilities 34,99,946.99 60,89,720.63
Total 34,99,946.99 60,89,720.63

Fair value sensitivity analysis for fixed-rate instruments


The Company does not account for any fixed-rate financial assets or financial liabilities at fair value through profit or loss. Therefore, a change in interest rates at the reporting date would not
affect profit or loss.
Sensitivity analysis for variable rate instruments
A reasonably possible change of 1% in interest rates at the reporting date would have increased/ (decreased) equity and profit and loss by the amounts shown below. This analysis assumes
that all other variables, in particular foreign currency exchange rates, remain constant.

F - 552
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)

Profit or loss Equity net of tax


Particulars
1% increase 1% decrease 1% increase 1% decrease
Loans & Borrowings
31 March 2021
Variable rate instruments 2,63,153.91 (2,63,153.91) 1,94,733.89 (1,94,733.89)

31 March 2020
Variable rate instruments 4,58,646.62 (4,58,646.62) 3,39,398.50 (3,39,398.50)

(c) Liquidity risk


Liquidity risk is the risk that the Company will encounter difficulty in meeting financial obligations due to shortage of funds. The Company’s exposure to liquidity risk arises primarily from
mismatches of the maturities of financial assets and liabilities. The Company’s objective is to maintain a balance between continuity of funding and flexibility. The Company has a dedicated
treasury management team which monitors on a daily basis the fund positions/requirements of the Company. The treasury management team plans the cash flows of the Company by planning
and identifying future mismatches in funds availability and reports the planned & current liquidity position to the top management and board of directors of the Company.

Exposure to liquidity risk


The table below summarises the maturity profile of the Company’s financial assets and liabilities at the end of the reporting period based on contractual undiscounted cash flows:

For the year ending 31 March 2021

Particulars Total Less than 1 year 1 to 5 years more than 5 years

Financial assets
Loans 13,79,120.49 13,77,133.07 1,987.42 -
Trade receivable 8,17,504.32 8,17,504.32 - -
Cash and cash equivalents 2,32,025.17 2,32,025.17 - -
Other financial assets 80,131.24 80,131.24 - -
25,08,781.22 25,06,793.80 1,987.42 -
Financial Liabilities
Zero percent unsecured fully paid optionally convertible debentures 30,00,000.00 - 30,00,000.00 -
Borrowings (Current and Non-current) 44,60,147.59 35,08,199.47 9,51,948.12 -
Trade payable 6,99,446.37 6,99,446.37 - -
Other financial liabilities (current and non current) 2,92,698.78 2,35,566.09 57,132.69 -
84,52,292.74 44,43,211.93 40,09,080.81 -

For the year ending 31 March 2020

Particulars Total Less than 1 year 1 to 5 years more than 5 years

Financial assets
Loans 11.00 - 11.00 -
Trade receivable 17,06,737.10 17,06,737.10 - -
Cash and cash equivalents 31,198.72 31,198.72 - -
Other financial assets 4,83,139.24 4,83,139.24 - -
22,21,086.06 22,21,075.06 11.00 -

Non-derivative financial liabilities


Borrowings (Current and Non-current) 61,00,000.00 61,00,000.00 - -
Trade payable 6,05,569.18 6,05,569.18 - -
Other financial liabilities (current and non current) 7,38,131.50 6,78,163.26 59,968.24 -
74,43,700.68 73,83,732.45 59,968.24 -

F - 553
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)
49 Reconciliation of movements of liabilities to cash flows arising from financing activities:

Opening balance Cash flows Non cash movement Closing balance


Particulars
1 April 2020 Proceeds Repayments Fair value changes 31 March 2021
For the year ended 31 March 2021* (60,89,720.63) 41,59,640.28 (27,99,492.69) (2,07,431.83) (72,42,436.39)
For the year ended 31 March 2020* (64,61,859.58) - (3,81,481.94) 9,342.99 (60,89,720.63)

* Includes current obligations under borrowings classified under “Other current financial liabilities”

50 Capital management
For the purpose of the Company’s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the parent. The
primary objective of the Company’s capital management is to maximise the shareholder value.
The Company manages the capital structure based on an adequate gearing which yields higher share holder value which is driven by the business requirements for capital expenditure and cash
flow requirements for operations and plans of business expansion and consolidation. Accordingly based on the relative gearing and effective operating cash flows generated, the Company
manages the capital either by raising required funds through debt, equity or through payment of dividends.

The capital and net debt position of the company is as follows:

Particulars As at As at
31 March 2021 31 March 2020
Total Debts * 72,42,436.39 60,89,720.63
Total equity (40,59,438.84) (35,72,354.34)
Capital and net debt 31,82,997.55 25,17,366.29
* It includes non-current borrowings, current borrowings and current maturities of long term borrowings

51 Separate financials statements


a. Exemption from preparation of consolidated financials statements:
As per Ind AS 110, paragraph 4(a), a Parent company need not present consloidated financials statements if it meets following conditions:

i) It is a wholly owned subsidiary or is a partialy owned subsidiary of another company and all its other members, including those not otherwise entitled to vote, have been intimated in writing
and for which the proof of delivery of such intimation is available with the company, do not object to the company not presenting consolidated financial statements.

ii) Its ultimate or intermediate holding company files the consolidated financial statements with the registrar which are in compliance with the applicable accounting standards.
The financials statements are seperate financial statments and the exemption from consolidation has been used, as the parent company informed the other shareholders about its intention of
not presenting consolidated financial statements.

b. List of significant investment in subsidiaries, joint ventures and associates:

Proportion of ownership
Sl No Name of the investees Principal place of business Method used to account
interest

1 Embassy Infra Developers Private Limited 99.99% Bengaluru Carried at cost


2 Embassy Orange Developers Private Limited 99.99% Bengaluru Carried at cost
3 Embassy Realty Ventures Private Limited 100% Bengaluru Carried at cost
4 Embassy Investment MGT Services LLP 99% Bengaluru Carried at cost

F - 554
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2021 (continued)
(all amounts in ₹. thousands unless otherwise stated)
52 Uncertainty relating to the global health pandemic on COVID-19:
The Company has considered the possible effects that may result from the pandemic relating to COVID-19 on revenue recognition, investment property (including under development),
property, plant and equipment, capital work in progress, and receivables. In developing the assumptions relating to the possible future uncertainties in the global economic conditions because
of this pandemic, the Company , as at the date of approval of these financial statements has used internal and external sources of information, economic forecasts and consensus estimates
from market sources on the expected future performance of the Company and have compared the actual performance with the projections and expects the carrying amount of these assets as
reflected in the balance sheet as at 31 March 2021 will be recovered. The management has also estimated the future cash flows with the possible effects that may result from the COVID-19
pandemic and does not foresee any adverse impact on realising its assets and in meeting its liabilities as and when they fall due. The impact of COVID-19 on the Company's financial
statements may differ from that estimated as at the date of approval of these financial statements.

53 During the year ended March 31, 2021, the Board of Directors of the Company in its meeting held on July 06, 2020 have approved the Scheme of Arrangement ('Demerger Scheme') between
the Company and its holding company i.e., Embassy Property Developments Private Limited under section 233 and other applicable provisions of the Companies Act, 2013 for demerger of
certain assets and liabilities forming part of the Demerged Undertaking from the holding Company to the Company. The Demerger Scheme is subject to approval by the Regional Director
(South Eastern Region), Registrar of Companies (Karnataka), shareholders and creditors of the Company. As part of the regulatory process, the Company has already issued notices to
applicable regulatory authorities on September 14, 2020. Further, the shareholders of the Company have approved the Demerger Scheme in the extraordinary general meeting held on June
12, 2021 and the Company has filed the application with the Regional Director and Registrar of Companies for approval of the Demerger Scheme on June 14, 2021.

54 The Company has incurred Rs 49,427.52 thousands towards various professionals for finalising the Demerger scheme as stipulated in note 52 and other restructing activities. In accordance
with Ind AS 103 and other relevant accounting standards, the costs incurred have been charged to Statement of Profit and Loss in the year of incurring the same. The same is reflected in note
33 under the head "Legal and Professional Charge"

for N S V M & Associates for and on behalf of the Board of Directors of


Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D N Sree Hari P R Ramakrishnan Rajesh Bajaj


Partner Director Director
Membership No. 027388 DIN: 00055416 DIN: 00738227

Place: Bengaluru Place: Bengaluru Place: Bengaluru


Date: 27th July 2021 Date: 27th July 2021 Date: 27th July 2021

F - 555
INDEPENDENT AUDITORS’ REPORT

To the Members of NAM Estates Private Limited

Report on the Audit of the Financial Statements

Qualified Opinion

We have audited the financial statements of NAM Estates Private Limited (“the Company”), which comprise the
Balance Sheet as at 31st March 2020, and the Statement of Profit and Loss, Statement of Changes in Equity and
Statement of Cash Flows for the year then ended, and notes to the financial statements, including a summary of
significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, except for the
effects of the matter described in the Basis for Qualified Opinion section of our report, the aforesaid financial
statements give a true and fair view in conformity with the accounting principles generally accepted in India, of
the state of affairs of the Company as at March 31st 2020 and loss, changes in equity and its cash flows for the
year ended on that date.

Basis for Qualified Opinion

As stated in note 28 to the financial statements, the Company has extended its land as security for a loan taken by
its Holding Company in which, a director is interested. Further, as stated in note 11 to the financial statements,
the Company has extended loans to its Holding Company. The Outstanding balance as on 31st March, 2020 is Nil
(31st of March 2019 is Rs. 4,43,028.53 thousands). The entire loan has been repaid in full during the year.

As per the requirement of Section 185 of the Companies Act, 2013 ('Act'), no company shall, directly or indirectly,
provide any loan, or give any guarantee or provide any security to a person in whom a director is interested without
complying with the provisions as laid down in the said section of the Act. Accordingly, the aforementioned loan
given and security provided is not in compliance with the requirements of the Act. The impact of this non-
compliance has not been quantified by the Company.

During the year, the Company has undertaken remedial actions and consequently has passed a special resolution
approving the continuity of extension of security for the charge created for loan obtained by Holding Company.
Further, the Company has filed an application seeking compounding of offence under Section 441 of the
Companies Act, 2013 for violation of section 185 of the said Act.

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of
the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditor’s
Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the
Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together
with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the
Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in
accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained
is sufficient and appropriate to provide a basis for our qualified opinion.

F - 556
Information Other than the Financial Statements and Auditor’s Report Thereon

The Company’s Board of Directors is responsible for the other information. The other information comprises the
information included in the Annual report, but does not include the financial statements and our auditor’s report
thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the financial statements or our
knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have
performed, we conclude that there is a material misstatement of this other information, we are required to report
that fact. We have nothing to report in this regard.

Responsibilities of Management and those charged with governance for the Financial Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act,
2013 (“the Act”) with respect to the preparation of these financial statements that give a true and fair view of the
financial position, financial performance, changes in equity and cash flows of the Company in accordance with
the accounting principles generally accepted in India, including the accounting Standards specified under section
133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with
the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds
and other irregularities; selection and application of appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal
financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting
records, 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.

In preparing the financial statements, management is responsible for assessing the Company’s ability to continue
as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis
of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic
alternative but to do so.

Those Board of Directors are also responsible for overseeing the company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error
and are considered material if, individually or in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional
scepticism throughout the audit. We also:

 Identify and assess the risks of material misstatement of the financial statements, whether due to fraud
or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

F - 557
 Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also
responsible for expressing our opinion on whether the company has adequate internal financial controls
system in place and the operating effectiveness of such controls.
 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by management.
 Conclude on the appropriateness of management’s use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions
that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude
that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related
disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However,
future events or conditions may cause the Company to cease to continue as a going concern.
 Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and events in a
manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”), issued by the Central
Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the
“Annexure A” a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

2. As required by Section 143(3) of the Act, we report that:

a. except for the matters described in the basis of qualified opinion paragraph, we have sought and obtained
all the information and explanations which to the best of our knowledge and belief were necessary for the
purposes of our audit.
b. except for the possible effects of the matters described in the basis of qualified opinion paragraph above,
in our opinion proper books of account as required by law have been kept by the Company so far as it
appears from our examination of those books.
c. The Balance Sheet, the Statement of Changes in Equity, 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, except for the matters described in the basis of qualified opinion paragraph, the aforesaid
financial statements comply with the Accounting Standards specified under Section 133 of the Act, read
with Rule 7 of the Companies (Accounts) Rules, 2014.
e. On the basis of the written representations received from the directors as on 31st March, 2020 taken on
record by the Board of Directors, none of the directors is disqualified as on 31st March, 2020 from being
appointed as a director in terms of Section 164 (2) of the Act.
f. in our opinion the matters described in the basis of qualified opinion paragraphs above, may have an
adverse effect on the functioning of the Company.
g. With respect to the adequacy of the internal financial controls over financial reporting of the Company
and the operating effectiveness of such controls, refer to our separate Report in “Annexure B”.
h. With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us:

F - 558
i. The Company has disclosed the impact of pending litigations on its financial position in its financial
statements as disclosed in note 28 to the financial statements. The Company has cases pending against
it towards the title of land acquired by it. The Management, based on legal advice, believe that the
title to the land held by it is good and marketable. The future expected cash outflow out of the above
pending cases/litigations cannot be ascertained, hence the amount has not been quantified.
ii. The Company did not have any long-term contracts including derivative contracts for which there were
any foreseeable losses; and
iii. There were no amounts which were required to be transferred to the Investor Education and Protection
Fund by the Company.

For NSVM & Associates


Chartered Accountants
Firm registration number: 010072S

D N Sree Hari
Partner
Membership No: 027388

UDIN: 20027388AAAAAP7529
Place: Bengaluru
Date: 04th August, 2020

F - 559
Annexure A to the Independent Auditors’ Report

The Annexure referred to in paragraph 1 under ‘Report on other Legal and Regulatory Requirements’ in the
Independent Auditors’ Report to the Members of Nam Estates Private Limited (‘the Company’) for the year
ended 31 March 2020,
We report that:
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details
and situation of investment properties.
(b) The Company is engaged in the business of real estate and all items of Investment property consists
of land parcels. The Company has a regular program of verification which, in our opinion, 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) According to the information and explanations given to us and on the basis of our examination of
the records of the Company and subject to the matters mentioned in Note 26, the title deeds of
immovable properties are held in the name of the Company.

(ii) The Company is engaged in the business of real estate development and related services and holds
inventories in the form of land, properties under development and constructed properties. The management
has conducted physical verification of inventory at reasonable intervals and no material discrepancies were
noticed during the such physical verification.

(iii) The Company has granted deposit to one company covered in the register maintained under Section 189 of
the Companies Act, 2013 (‘the Act’). The deposit was repaid and closed during the year.
(a) According to the information and explanations given to us and on the basis of our examination of the
records of the Company, in our opinion, the terms and conditions of the deposit granted by the Company
to the company covered in the register maintained under section 189 of the Companies Act, 2013 are
prejudicial to the interest of the Company, as disclosed below:
(b) in the case of the loans granted to the company listed in the register under Sec 189 of the Act, the
stipulation as to repayment of principle and interest is as specified below. The repayments of
principal amounts and interest have been made as per stipulations.
(c) There are no amounts of loans granted to companies, firms or other parties listed in the register
maintained under section 189 of the Companies Act, 2013 which are overdue.

F - 560
Name of the company Amount advanced Amount as at Terms
during the year 31 March 2020
(Rs. In thousand) (Rs. In
thousand)
Embassy Property Nil Nil Interest free Inter
Developments Private Limited Corporate Deposit
(Holding Company holding (loan)
100% equity shares)

(iv) In our opinion and according to the information and explanations given to us, the Company has complied
with the provisions of section 185 and 186 of the Act, with respect to the loans, deposit and investments
made, except as disclosed below:
The Company has extended its land as security for a loan taken by its Holding Company in which, a director
is interested. Further, as stated in note 11 to the financial statements, the Company has extended loans to
its Holding Company. The Outstanding balance as on 31st March, 2020 is Nil (31st of March 2019 is Rs.
4,43,028.53 thousands). The entire loan has been repaid in full during the year.
As per the requirement of Section 185 of the Companies Act, 2013 ('Act'), no company shall, directly or
indirectly, provide any loan, or give any guarantee or provide any security to a person in whom a director
is interested without complying with the provisions as laid down in the said section of the Act. Accordingly,
the aforementioned loan given and security provided is not in compliance with the requirements of the Act.
The impact of this non-compliance has not been quantified by the Company.
The maximum amount outstanding during the year in relation to loan given was Rs 4,43,028.53 thousand
and the amount outstanding as at 31 March 2020 is Nil.
During the year, the Company has passed a special resolution approving the continuity of extension of
security for the charge created for loan obtained by Holding Company. Further, the Company has filed an
application seeking compounding of offence under Section 441 of the Companies Act, 2013 for violation
of section 185 of the said Act.

(v) The Company has not accepted any deposits from public within the meaning of the directives issued by
Reserve Bank of India, provisions of Section 73 to 76 of the Act, any other relevant provisions of the Act
and the relevant rules framed thereunder.

(vi) The Central Government has prescribed the maintenance of cost records under section 148(1) of the Act
and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained.

F - 561
(vii) (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 Income-Tax, Goods & Service Tax and other statutory dues
have been regularly deposited during the year by the Company with the appropriate authorities. As
explained to us, the Company does not have any dues on account of Provident Fund, Employees’
State Insurance, Cess, Duty of Customs and Duty of Excise.
According to the information and explanations given to us, no undisputed amounts payable in
respect of Income-Tax, Goods & Service Tax and other statutory dues were in arrears as at 31
March 2020 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no dues of Income Tax, Sales
Tax, VAT, Service Tax, Custom Duty, Excise Duty and Cess which have not been deposited with
the appropriate authorities on account of any dispute.

(viii) In our opinion and according to the information and explanations given to us, the Company has not
defaulted in repayment of dues to bankers or financial institutions other than detailed below. The Company
did not have any outstanding dues to debenture holders or government during the year.

Particulars Amount of Default Period of Default Remarks


(INR)
Loan taken from HDFC Bank
Based on details available
91 days default as with the Company, ₹
Principal Amount ₹ 11,85,18,061 on Balance sheet 11,85,18,061 has been
date repaid during the month
of April 2020
Based on details available
with the Company, ₹
60 days default as
36,45,50,181 has been
Principal Amount ₹ 50,00,00,000 on Balance sheet
subsequently repaid
date
during the month of April
and June 2020
31 days default as
Principal Amount ₹ 50,00,00,000 on Balance sheet None
date

F - 562
Based on RBI notification dated 23rd March 2020, the Company has applied for moratorium towards interest
and principal repayments falling due for the month of March 2020. The said application was approved and
the relief in payment of Interest and principal amount was approved for the Moratorium period ended on
31 May, 2020.
Further, based on RBI’s subsequent notification dated 23 May, 2020, the Company has requested for further
extension of moratorium ending on 31 Aug, 2020. The said application is pending approval from the Bank.

(ix) According to the information and explanations given to us, the Company has not raised any money by way
of public issue or further public offer (including debt instruments) during the year

(x) According to the information and explanations given to us, no material fraud on the Company by its officers
or employees or a fraud by the Company has been noticed or reported during the course of our audit.

(xi) The Company is a private limited company. Thus, paragraph 3(xi) of the Order relating to provisions of
Section 197 is not applicable.

(xii) In our opinion and according to the information and explanations given to us, the Company is not a Nidhi
Company. Thus, paragraph 3(xii) of the Order is not applicable.

(xiii) According to the information and explanations given to us the Company is not required to constitute
an Audit Committee in accordance with Section 177. According to the information and explanations
given to us and based on our examination of the records of the Company, transactions with the related parties
are in compliance with section 188 of the Act where applicable and details of such transactions have been
disclosed in the financial statements as required by the applicable accounting standards.

(xiv) According to the information and explanations given to us and based on our examination of the records of
the Company, the Company has not made any preferential allotment or private placements of shares or
debentures during the year. Thus, paragraph 3(xiv) of the Order is not applicable.

(xv) According to the information and explanations given to us and based on our examination of the records of
the Company, the Company has not entered into non-cash transactions with directors or persons connected
with him. Thus, paragraph 3(xv) of the Order is not applicable.

F - 563
(xvi) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act 1934.

for N S V M & Associates


Chartered Accountants
Firm registration number: 010072S

D N Sree Hari
Partner
Membership No: 027388

UDIN: 20027388AAAAAP7529
Place: Bengaluru
Date: 04th August, 2020

F - 564
Annexure – B to the Independent auditor’s report of even date on the financial statements of NAM
Estates Private Limited
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (“the Act”)

Qualified Opinion

We have audited the internal financial controls over financial reporting of NAM Estates Private Limited
(“the Company”) as of March 31, 2020, in conjunction with our audit of the financial statements of
the Company for the year ended on that date.

In our opinion and according to the information and explanation given to us and based on our audit, the
following material weakness have been identified as at 31 March 2020

The company did not have adequate internal control system to ensure compliance with respect to the legal
and regulatory framework applicable to the company, which has resulted in the non-compliance as stated in
Basis of qualified opinion paragraph of our audit report. However, the Company has undertaken remedial actions
towards rectification of the non-compliance.

A ’ Material weakness’ is a deficiency, or a combination of deficiencies, in internal financial control over


financial reporting, such that there is reasonable possibility that a material misstatement of the company’s
annual financial statements will not be prevented or detected on a timely basis.

In our opinion, except for the possible effects of the material weakness described above on the achievement
of the objectives of the control criteria , the company has, in all material respects, adequate internal financial
controls with reference to financial statements and such internal financial control were operating effectively
as at 31 March 2020, based on the internal financial controls with reference to financial statements criteria
established by the company considering the essential components of internal control stated in the Guidance
note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered
Accountants of India(the “Guidance Note”).

Management’s Responsibility for Internal Financial Controls


The Company’s management is responsible for establishing and maintaining internal financial controls based
on the internal control over financial reporting criteria established by the Company considering the considering
the essential components of internal control stated in the Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India” These
responsibilities include the design, implementation and maintenance of adequate internal financial controls
that were operating effectively for ensuring the orderly and efficient conduct of its business, including
adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and
errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable
financial information, as required under the Companies Act, 2013 (hereinafter referred to as the “Act”).
F - 565
Auditors’ Responsibility
Our responsibility is to express an opinion on the Company's internal financial controls over financial
reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of
Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing,
issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the
extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial
Controls and, both issued by the Institute of Chartered Accountants of India
Those Standards and the Guidance Note require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance about whether adequate internal financial controls over
financial reporting was established and maintained and if such controls operated effectively in all material
respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal
financial controls system over financial reporting and their operating effectiveness. Our audit of internal
financial controls over financial reporting included obtaining an understanding of internal financial
controls over financial reporting, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. 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.
We believe that the audit evidence, we have obtained is sufficient and appropriate to provide a basis for
our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting


A company's internal financial control over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles. A company's internal
financial control over financial reporting includes those policies and procedures that

(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company.
(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of
financial statements in accordance with generally accepted accounting principles, and that receipts
and expenditures of the company are being made only in accordance with authorizations of
management and directors of the company; and
(3) Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition,
use, or disposition of the company's assets that could have a material effect on the financial
statements.

2
F - 566
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the
possibility of collusion or improper management override of controls, material misstatements due to error
or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial
controls over financial reporting to future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.

for N S V M & Associates


Chartered Accountants
Firm Reg. No. 010072S

D N Sree Hari
Partner
Membership No. 027388

UDIN: 20027388AAAAAP7529

Place: Bengaluru

Date: 04th August, 2020

3
F - 567
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Balance sheet
(all amounts in ₹. thousands unless otherwise stated)
As at As at
Notes 31 March 2020 31 March 2019
ASSETS
Non-current assets
Property, plant and equipment 4 - -
Investment property 5 1,61,876.77 1,72,031.91
Investment property under development 6 7,81,219.06 7,11,601.92
Financial assets
Other financial assets 7 11.00 11.00
Other non-current assets 8 1,70,201.12 1,67,555.50
Total non-current assets 11,13,307.95 10,51,200.33
Current assets
Inventories 9 39,53,270.96 33,81,571.32
Financial assets
Trade receivables 10 17,06,737.10 12,74,715.67
Loans 11 - 4,43,028.53
Cash and cash equivalents 12 31,198.72 32,046.67
Other bank balances 13 - 32,931.73
Other financial assets 14 4,83,139.24 5,06,402.73
Other Current assets 15 2,86,571.42 3,37,302.17
Total current assets 64,60,917.44 60,07,998.82

Total assets 75,74,225.38 70,59,199.15

EQUITY AND LIABILITIES


Equity
Equity share capital 16 700.02 700.02
Other equity 17 (35,73,054.36) (33,75,020.90)
Total equity (35,72,354.34) (33,74,320.88)

Non-current liabilities
Financial liabilities
Borrowings 18 - 44,65,724.71
Other financial liabilities 19 59,968.24 84,061.87
Other non current liabilities 20 11,854.78 -
Total non-current liabilities 71,823.02 45,49,786.58

Current liabilities
Financial liabilities
Trade Payables
Dues to micro, small and medium enterprises 21 33,127.82 11,073.40
Dues to parties other than micro, small and medium enterprises 21 5,72,441.36 4,39,722.71
Other financial liabilities 22 67,67,883.90 19,96,134.87
Other non-financial liabilities 23 37,01,303.63 34,36,802.47
Total current liabilities 1,10,74,756.71 58,83,733.45

Total liabilities 1,11,46,579.73 1,04,33,520.03

Total equity and liabilities 75,74,225.38 70,59,199.15

Significant accounting policies 3

The accompanying notes referred to above form an integral part of the financial statements
As per our report of even date attached

for N S V M & Associates for and on behalf of the Board of Directors of


Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D.N Sree Hari P. R. Ramakrishnan Rajesh Ramchand Bajaj


Partner Director Director
Membership number: 027388 DIN: 00055416 DIN: 00738227
Place: Bengaluru Place: Bengaluru Place: Bengaluru
Date: August 04, 2020 Date: August 04, 2020 Date: August 04, 2020

F - 568
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Statement of profit and loss
(all amounts in ₹. thousands unless otherwise stated)
Year ended Year ended
Notes
March 31, 2020 March 31, 2019
Income
Revenue from operations 24 4,36,232.18 789.99
Sale of plots - 28,582.31
Other income 25 12,300.77 54,003.32
Total Income 4,48,532.95 83,375.62

Expenses
Cost of inventories sold
Land, material and contract cost 1,92,875.90 -
Purchase of plots - 27,161.74
Finance costs 26 65,829.12 1,39,432.40
Other expenses 27 3,59,064.38 3,87,944.61
Depreciation and amortization -
Total expenses 6,17,769.40 5,54,538.75

Profit/ (Loss) before tax (1,69,236.45) (4,71,163.13)

Tax expense:
Current tax 29 - -
Deferred tax 29 - -

Loss for the year (1,69,236.45) (4,71,163.13)

Other comprehensive income


Items that will not be reclassified subsequently to profit or loss: - -

Income tax relating to items that will not be reclassified subsequent to profit or loss - -

Other comprehensive income for the year, net of tax - -

Total comprehensive income/ (loss) for the year (1,69,236.45) (4,71,163.13)

Loss per equity share:


Equity shares of par value of ₹ 10 each
Basic (₹ per share) 31 (2,417.59) (6,730.71)
Diluted (₹ per share) 31 (2,417.59) (6,730.71)

Significant accounting policies 3

The accompanying notes referred to above form an integral part of the financial statements
As per our report of even date attached

for N S V M & Associates for and on behalf of the Board of Directors of


Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D.N Sree Hari P. R. Ramakrishnan Rajesh Ramchand Bajaj


Partner Director Director
Membership number: 027388 DIN: 00055416 DIN: 00738227

Place: Bengaluru Place: Bengaluru Place: Bengaluru


Date: August 04, 2020 Date: August 04, 2020 Date: August 04, 2020

F - 569
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Statement of cash flow
(all amounts in ₹. thousands unless otherwise stated)

Year ended Year ended


March 31, 2020 March 31, 2019
Cash flow from operating activities
Loss before tax (1,69,236.45) (4,71,163.13)
Adjustments for:
Non cash and other adjustments:
Interest income(Fair value adjustments) - (51,686.13)
Interest expense 65,829.12 1,39,432.40
Interest income (1,499.97) (1,946.40)
Gurantee Income (10,800.80) -
Provision for Expenses 28,755.99 -
Provision for Onerous Contract 27,293.00 -
Profit from redemption of mutual funds - (370.80)
Operating cash flow before working capital changes (59,659.11) (3,85,734.06)
Changes in working capital
- (Increase) / decrease in inventories* (4,22,609.92) (8,37,502.96)
- (Increase) / decrease in loans 4,43,028.53 9,94,888.89
- (Increase) / decrease in Other non - current & current financial assets 23,102.13 22,782.54
- (Increase) / decrease in current assets and non current assets 50,730.74 8,95,494.83
- (Increase) / decrease in trade receivables (4,32,021.43) (3,05,996.95)
- Increase / (decrease) in other non-financial liabilities 2,58,359.73 (1,11,940.41)
- Increase / (decrease) in trade payables 1,54,773.07 2,24,074.15
- Increase / (decrease) in other non-current & Current financial liabilities 3,92,444.79 1,022.03
Cash generated from operating activities before taxes 4,08,148.53 4,97,088.06
Income taxes paid(net of refund) (2,645.62) (5,975.73)
Net cash generated from operating activities 4,05,502.91 4,91,112.33

Cash flow from investing activities:


Interest income 1,661.34 1,912.93
Purchase of Mutual Fund - (40,000.00)
Proceeds from Sale of Mutual Fund - 40,370.80
Payment for purchase of property plant and equipment (59,461.99) (2,88,673.31)
Net cash (used in) investing activities (57,800.65) (2,86,389.58)

Cash flow from financing activities:


Repayments of borrowings (3,81,481.94) (3,75,505.71)
Net cash (used in) financing activities (3,81,481.94) (3,75,505.71)

Net increase / (decrease) in cash and cash equivalents (33,779.68) (1,70,782.96)


Cash and bank balances at the begining of the year 64,978.40 2,35,761.36
Cash and bank balances at the end of the year 31,198.71 64,978.40

Components of cash and cash equivalents (refer note 12)


Balances with banks
- in current accounts 21,096.55 20,071.62
- in escrow account 10,102.17 11,975.05
Other bank balances
- in fixed deposits - 32,931.73
31,198.72 64,978.40

Books overdraft are considered to be an integral part of the cash management system and are therefore taken into consideration for determining the net cash flows of the
Company
*Includes cash flows arising from payment of interest cost which have been inventorised

Significant accounting policies 3


The accompanying notes referred to above form an integral part of the financial statements
As per our report of even date attached

for N S V M & Associates for and on behalf of the Board of Directors of


Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D.N Sree Hari P. R. Ramakrishnan Rajesh Ramchand Bajaj


Partner Director Director
Membership number: 027388 DIN: 00055416 DIN: 00738227

Place: Bengaluru Place: Bengaluru Place: Bengaluru


Date: August 04, 2020 Date: August 04, 2020 Date: August 04, 2020

F - 570
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Statement of changes in equity for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)

A. Equity share capital

Amount
Equity shares of Rs. 10 each issued, subscribed and fully paid
Balance as at April 1, 2018 700.02
Add: issued during the year -
Balance as at the March 31, 2019 700.02
Add: issued during the year -
Balance as at March 31, 2020 700.02
Also Refer Note 16

B. Other equity

Attributable to owners of the company


Capital
Reserves and surplus
reserve*
Total other equity
Retained earnings Other equity

Balance as at April 1, 2018 (6,52,223.80) (11,17,941.78) (2,64,674.11) (20,34,839.69)


On accout of adoption of IND AS 115 - (8,69,018.10) - (8,69,018.10)
Loss for the year - (4,71,163.11) - (4,71,163.11)
Balance as at March 31, 2019 (6,52,223.80) (24,58,122.99) (2,64,674.11) (33,75,020.90)

Balance as at April 1, 2019 (6,52,223.80) (24,58,122.99) (2,64,674.11) (33,75,020.90)


Transactions recorded directly in equity
- equity portion of corporate gurantee - - (28,797.01) (28,797.01)
Loss for the year - (1,69,236.45) - (1,69,236.45)
Balance as at March 31, 2020 (6,52,223.80) (26,27,359.44) (2,93,471.12) (35,73,054.36)
Also refer note 17

* On March 19, 2015, the Board of directors of the Company passed a resolution to merge into the Company, Swire Investments Private Limited ('SIPL'), its wholly-owned
subsidiary. Pursuant to this, on July 14, 2015, the Company filed a Scheme of Amalgamation ('the Scheme') with the Honourable High Court of Karnataka, with an
appointed date of April 1, 2015. The scheme was approved by the High Court on August 29, 2017 effective April 1, 2015 and hence the merger has been effected as on
April 1, 2015 during the financial year 2016-17.

As per the aforementioned scheme, the assets and liabilities of SIPL have been merged with the Company. Given that SIPL is a wholly-owned subsidiary of the Company
there is no consideration payable for the amalgamation of SIPL with the Company and the consequent transfer of the undertaking, properties, assets and liabilities of SIPL
to the Company. The difference of the value of the assets over the liabilities of SIPL vested in the Company has been accounted as capital reserves in the Company.

Significant accounting policies

The accompanying notes referred to above form an integral part of the financial statements
As per our report of even date attached
for N S V M & Associates for and on behalf of the Board of Directors of
Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D.N Sree Hari P. R. Ramakrishnan Rajesh Ramchand Bajaj


Partner Director Director
Membership number: 027388 DIN: 00055416 DIN: 00738227
Place: Bengaluru Place: Bengaluru Place: Bengaluru
Date: August 04, 2020 Date: August 04, 2020 Date: August 04, 2020

F - 571
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)

1 Company overview
Nam Estates Private Limited ('the Company') was incorporated on June 02, 1995. The Company engaged in the business of real estate development of
commercial, residential, hospitality ,development of township and related activities.

2 Basis of preparation
2.01 Statement of compliance
The financial statements of the Company have been prepared in accordance with the Indian Accounting Standard (Ind AS) as prescribed under Section 133 of the
Companies Act, 2013('the Act') read together with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015,Companies (Indian Accounting
Standards) Amendment Rules, 2016,Companies (Indian Accounting Standards) Amendment Rules, 2018 and other relevant provisions of the Act.

The Company’s financial statements have been prepared on a going concern basis. The appropriateness of the going concern assumption on the basis of which
these financial statements have been prepared is based on the market value of the underlying inventory and Investment Properties held by the Company.
These financial statements, therefore, do not include any adjustments relating to recoverability and classification of asset amounts and classification of liabilities
that may be necessary if the Company was unable to continue as a going concern.

2.02 Functional and presentation currency


These financial statements are presented in Indian Rupees, which is also the Company’s functional currency. All the amounts have been rounded- off to the
nearest thousand, unless otherwise indicated.

2.03 Basis of measurement


The financial statements have been prepared on a historical cost basis, except for certain investments in equity instruments which is measured at fair value.

Items Measurement basis


Certain financial assets and liabilities Fair value

2.04 Use of estimates and judgements


The preparation of financial statements in conformity with Indian Accounting Standards("IND AS") requires the management to make judgments, estimates and
assumptions that affect the reported amounts of revenues, expenses, assets, liabilities and the disclosure of contingent liabilities, at the end of the reporting
period. Although these estimates are based on the management’s best knowledge of current events and actions, uncertainty about these assumptions and
estimates could result in the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in future periods.

Accounting policies have been consistently applied except whereas newly issued accounting standard is initially adopted or a revision to an existing accounting
standard requires a change in the accounting policy hitherto in use.

Judgments
Information about judgments in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements is
included in the following notes:
(i) Classification of assets as investment property or as property, plant and equipment.- refer note 3.15
(ii) Determination of the amount and timing of revenue from contracts with customers - refer note 3.01

Assumptions and estimation and uncertainties


Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment in the year ended 31 March 2020 or
subsequent year/ years is included in the following notes:
(i) Valuation of financial instruments - refer note 38
(ii) Non-Recognition of deferred tax asset on carried forward losses and availability of future taxable profit against which tax losses carried forward can be used -
refer note 29
2.05 Fair value measurement
The Company measures financial instruments, such as, derivatives at fair value at each balance sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between marked participants at the
measurement date.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that
market participants act in their economic best interest.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient date are available to measure fair value, maximizing
the use of relevant observable inputs and minimizing the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as
follows, based on the lowest level input that is significant to the fair value measurement as a whole:
- Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities.
- Level 2 - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e.
derived from prices).
- Level 3 - Inputs for the asset or liability that are not based on observable market data (unobservable inputs).
The management regularly reviews significant unobservable inputs and valuation adjustments.

When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible. If the inputs used to measure the fair value
of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorized in its entirety in the same level of the
fair value hierarchy as the lowest level input that is significant to the fair value measurement as a whole at the end of the reporting period.

F - 572
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)

2.06 Current versus non-current classification


The Company presents assets and liabilities in the balance sheet based on current/non-current classification.
An asset is treated as current when it is:
- Expected to be realized within twelve months after the reporting period, or
- Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period
All other assets are classified as non-current.
A liability is current when it is:
- Due to be settled within twelve months after the reporting period, or
- There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.
The Company classifies all other liabilities as non-current. Deferred tax assets and liabilities are classified as non- current assets and liabilities.
3 Significant accounting policies
3.01 Revenue recognition
Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured.
i. Proceeds from sale of plotted development and constructed property
Revenue is recognized upon transfer of control of units of plots to customers and on completion of critical obligation as per the customer contract, in an amount
that reflects the consideration the Company expects to receive in exchange for those units of plots. The Company shall determine the performance obligations
associated with the contract with customers at contract inception and also determine whether they satisfy the performance obligation over time or at a point in
time. In case of plotted development, the Company satisfies the performance obligation and recognises revenue at a point in time i.e., upon handover of the units
of plots for residential use which coincides with the execution of sale deed.
To estimate the transaction price in a contract, the Company adjusts the promised amount of consideration for the time value of money if that contract contains a
significant financing component. The Company when adjusting the promised amount of consideration for a significant financing component is to recognise
revenue at an amount that reflects the cash selling price of the transferred unit of plots.

ii. Recognition of revenue from transfer of assignment rights


Revenue from transfer of assignment rights is recognised upon transfer of all significant risks and rewards of ownership of such real estate/ property, as per the
terms of the contracts entered into with buyers, which generally coincides with the firming of the sales contracts/ agreements. Revenue from transfer of
assignment rights is only recognised when transfer of legal title to the buyer is not a condition precedent for transfer of significant risks and rewards of
ownership to the buyer.

iii. Guarantee Income


Financial guarantees issued by the company are recognised initially at fair value, and the financial guarantee is recognised in P&L over the tenure of the
iv. Interest income
Interest income is recognised on a time proportion basis as and when accrued. Interest income on financial instruments are recognised using the effective interest
rate method. The effective interest rate is the rate that exactly discounts the estimated future cash receipts through the expected life of the financial asset to the
gross carrying amount of the asset.
v. Dividend income
Dividends is recognised when the share holders or unit holder right to receive the payment is established, which is generally when shareholders approve the
dividend.

3.02 Investment properties


i. Recognition and measurement
Investment properties are properties held to earn rentals or for capital appreciation, or both. Investment properties are measured initially at their cost of
acquisition. The cost comprises purchase price, borrowing cost, if capitalization criteria are met and directly attributable cost of bringing the asset to its working
condition for the intended use. Any trade discount and rebates are deducted in arriving at the purchase price. The cost of the assets not ready for their intended
use before such date, are disclosed as Investment property under development.

Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic
benefits associated with the item will flow to the Company. All other repair and maintenance costs are recognized in statement of profit or loss as incurred.

Investment properties are depreciated on straight-line method over their estimated useful lives. However, where the Management’s estimate of the remaining
useful life of the assets on a review subsequent to the time of acquisition is different, then depreciation is provided over the remaining useful life based on the
revised useful life. The residual values, useful lives and methods of depreciation are reviewed at each financial year end and adjusted prospectively.

The fair value of investment property is disclosed in the note 4. Fair values is determined by an independent valuer who holds a recognized and relevant
professional qualification and has recent experience in the location and category of the investment property being valued.
ii. Subsequent expenditure
Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with the expenditure will flow to the company and the
cost of the investment property can be measured reliably.

F - 573
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)
iii. Depreciation
Based on an independent assessment, the management has estimated the useful lives of the following class of assets. Depreciation is provided on straight line
method as per the following useful life of the assets estimated by the management:
Asset Useful life
Building 5-60 years
The residual values, useful lives and method of depreciation are reviewed at the end of each financial year.

iv. Derecognition
Investment properties are de-recognized either when they have been disposed off or when they are permanently withdrawn from use and no future economic
benefit is expected from their disposal. The difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss in
the period of de-recognition.

3.03 Inventories
Related to real estate activities
Direct expenditure relating to construction activity is inventorised. Other expenditure (including borrowing costs) during construction period is inventorised to
the extent the expenditure is directly attributable cost of bringing the asset to its working condition for its intended use. Other expenditure (including borrowing
costs) incurred during the construction period which is not directly attributable for bringing the asset to its working condition for its intended use is charged to
the statement of profit and loss. Direct and other expenditure is determined based on specific identification to the construction and real estate activity. Cost
incurred/ items purchased specifically for projects are taken as consumed as and when incurred/ received.

i.Work-in-progress - Real estate projects (including land inventory): Represents cost incurred in respect of unsold area of the real estate development projects or
cost incurred on projects where the revenue is yet to be recognised. Real estate work-in-progress is valued at lower of cost and net realisable value.

ii.Finished goods - Plots: Valued at lower of cost and net realisable value.
iii.Land inventory: Valued at lower of cost and net realisable value.
3.04 Impairment of assets
Non-financial assets
The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment
testing for an asset is required, the Company estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-
generating unit’s (CGU) fair value less costs of disposal and its value in use. The recoverable amount is determined for an individual asset, unless the asset does
not generate cash inflows that are largely independent of those from other assets or Company's of assets. Where the carrying amount of an asset or CGU exceeds
its recoverable amount, the asset is considered impaired and is written down to arrive at its recoverable amount. In assessing value in use, the estimated future
cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks
specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account, if available. If no such transactions can be
identified, an appropriate valuation model is used.

The Company bases its impairment calculation on detailed budgets and forecast calculations which are prepared separately for each of the Company’s cash-
generating units to which the individual assets are allocated. These budgets and forecast calculations are generally covering a period of five years.

For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is any indication that previously recognised impairment
losses may no longer exist or may have decreased. If such indication exists, the company estimates the asset’s or CGU's recoverable amount. A previously
recognised impairment loss is reversed only if there has been a change in the assumptions used to determine the asset’s recoverable amount since the last
impairment loss was recognised. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying
amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in
the statement of profit and loss unless the asset is carried at a revalued amount, in which case the reversal is treated as a revaluation increase.

Financial assets
The Company recognises loss allowances using the expected credit loss (ECL) model for the financial assets which are not fair valued through profit or loss. The
Company tests for impairment using the ECL model for financial assets such as loans and advances to be settled in cash.
Loss allowance for loans with no significant financing component is measured at an amount equal to lifetime ECL. Life time ECL are the expected credit losses
resulting from all possible default events over the expected life of a financial instrument. The 12 month ECL is a portion of the lifetime ECL which results from
default events on a financial instrument that are possible within 12 months after the reporting date.
ECL impairment loss allowance (or reversal) recognised during the period is recognised as income/expense in the statement of profit and loss (P&L). This
amount is reflected in a separate line in the P&L as an impairment gain or loss. For financial assets measured at amortised cost, ECL is presented as an allowance
which reduces the net carrying amount of the financial asset.

F - 574
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)
3.05 Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
Initial recognition and measurement
All financial assets are recognised initially at fair value plus, transaction costs that are attributable to the acquisition of the financial asset except in the case of
financial assets recorded at fair value through profit or loss.
Financial liabilities are classified as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or as derivatives designated as
hedging instruments in an effective hedge, as appropriate. All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings
and payables, net of directly attributable transaction costs.
Subsequent measurement
(i) Financial assets carried at amortised cost
A financial asset is subsequently measured at amortised cost if it is held within a business model whose objective is to hold the asset in order to collect
contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest
on the principal amount outstanding.
(ii) Financial assets at fair value through other comprehensive income (FVTOCI)
A financial asset is subsequently measured at fair value through other comprehensive income if it is held within a business model whose objective is achieved by
both collecting contractual cash flows and selling financial assets and the contractual terms of the financial asset give rise on specified dates to cash flows that are
solely payments of principal and interest on the principal amount outstanding. Further, in cases where the Company has made an irrevocable election based on its
business model, for its investments which are classified as equity instruments, the subsequent changes in fair value are recognised in other comprehensive
income.

(iii) Financial assets at fair value through profit or loss (FVTPL)


A financial asset which is not classified in any of the above categories are subsequently fair valued through profit or loss.
(iv)Equity investments
All equity investments in scope of Ind AS 109 are measured at fair value. Equity instruments which are held for trading and contingent consideration recognised
by an acquirer in a business combination to which Ind AS 103 applies are classified as at FVTPL. Equity instruments included within the FVTPL category are
measured at fair value with all changes recognised in the P&L.
(v)Financial liabilities
Financial liabilities are subsequently carried at amortised cost using the effective interest method, except for contingent consideration recognised in a business
combination which is subsequently measured at fair value through profit and loss. For trade and other payables maturing within one year from the balance sheet
date, the carrying amounts approximate the fair value due to the short maturity of these instruments.
Interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in statement of profit
or loss when the liabilities are derecognised as well as through the EIR amortisation process. Amortised cost is calculated by taking into account any discount or
premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit and loss.

Reclassification of financial assets


The Company determines classification of financial assets and liabilities on initial recognition. After initial recognition, no reclassification is made for financial
assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a change in
the business model for managing those assets. Changes to the business model are expected to be infrequent. The Company’s senior management determines
change in the business model as a result of external or internal changes which are significant to the Company’s operations. A change in the business model
occurs when the Company either begins or ceases to perform an activity that is significant to its operations. If the Company reclassifies financial assets, it
applies the reclassification prospectively from the reclassification date which is the first day of the immediately next reporting period following the change in
business model. The Company does not restate any previously recognised gains, losses (including impairment gains or losses) or interest.

The following table shows various reclassifications and how they are accounted for:
Original classification Revised Accounting treatment
classification
Amortized cost FVTPL Fair value is measured at reclassification date. Difference between previous
amortized cost and fair value is recognized in P&L.
FVTPL Amortized cost Fair value at reclassification date becomes its new gross carrying amount. EIR is
calculated based on the new gross carrying amount.
Amortized cost FVTOCI Fair value is measured at reclassification date. Difference between previous
amortized cost and fair value is recognized in OCI. No change in EIR due to
reclassification.
FVTOCI Amortized cost Fair value at reclassification date becomes its new amortized cost carrying
amount. However, cumulative gain or loss in OCI is adjusted against fair value.
Consequently, the asset is measured as if it had always been measured at
amortized cost.
FVTPL FVTOCI Fair value at reclassification date becomes its new carrying amount. No other
adjustment is required.
FVTOCI FVTPL Assets continue to be measured at fair value. Cumulative gain or loss previously
recognized in OCI is reclassified to P&L at the reclassification date.

F - 575
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the consolidated balance sheet if there is a currently enforceable legal right to
offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

Derecognition of financial instrument


A financial asset is primarily derecognised when:
- the rights to receive the cash flows from the asset have expired or
- the Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material
delay to a third party under a 'pass-through' arrangement; and either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the
Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
When the Company has transferred its right to receive the cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what
extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor
transferred control of the asset, the Company continues to recognise the transferred asset to the extent of the Company's continuing involvement. In that case, the
Company also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations
that the Company has retained.
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced
by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or
modification is treated as derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is
recognised in the statement of profit or loss.

3.06 Borrowing costs


Borrowing costs are interest and other costs incurred in connection with borrowings of funds. Borrowing costs directly attributable to acquisition/ construction of
qualifying assets are capitalised until the time all substantial activities necessary to prepare the qualifying assets for their intended use are complete. A qualifying
asset is one that necessarily takes substantial period of time to get ready for its intended use/ sale. All other borrowing costs not eligible for inventorisation/
capitalisation are charged to statement of profit and loss.
In case of extended periods during which activities necessary for bringing the asset ready for its intended use are not undertaken, the company suspends the
capitalisation of borrowing cost to the asset.

3.07 Cash and cash equivalents


Cash and cash equivalents in the balance sheet comprise cheques in hand and cash at bank and in hand and short-term deposits with an original maturity of three
months or less. For the purposes of the cash flow statement, cash and cash equivalents include cash on hand, in banks and demand deposits with banks, net of
outstanding book overdrafts that are repayable on demand are considered part of the Company’s cash management system.

3.08 Cash Flow Statements


Cash flows are reported using the indirect method, whereby profit for the year is adjusted for the effects of transactions of a non-cash nature, any deferrals or
accruals of past or future operating cash receipts or payments and item of income or expenses associated with investing or financing cash flows. The cash flows
from operating, investing and financing activities of the Company are segregated.

3.09 Foreign currency


i. Functional currency
The Company’s financial statements are presented in INR, which is also the company’s functional currency.
ii. Transactions and balances
Transactions in foreign currencies are initially recorded by the Company’s entities at their respective functional currency spot rates at the date
transaction first qualifies for recognition.
Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date.

Transactions in foreign currencies are initially recorded by the Company at their respective functional currency spot rates at the date transaction first
qualifies for recognition.
Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date.

Exchange differences arising on settlement or translation of monetary items are recognised in profit or loss with the exception of exchange differences arising on
monetary items that are designated as part of the hedge of the Company’s net investment of a foreign operation. These are recognised in OCI until the net
investment is disposed of, at which time, the cumulative amount is reclassified to profit or loss. Tax charges and credits attributable to exchange differences on
those monetary items are also recorded in OCI.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial
transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is
determined. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with recognition of the gain or loss on the
change in fair value of the item (i.e. translation differences on items whose fair value gain or loss is recognised in OCI or profit or loss are also recognised in
OCI or profit or loss, respectively).

F - 576
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)
3.10 Income taxes
Current income tax
Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. Current income tax is
measured at the amount expected to be paid to the tax authorities in accordance with the Income Tax Act, 1961.
Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other comprehensive income or in equity).
Current tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions
taken in the tax returns with respect to situation in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Deferred tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for
financial reporting purposes as the reporting date.
Deferred tax liabilities are recognised for all taxable temporary differences, except:
- When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in transaction that is not a business combination and, at the
time of the transaction, affects neither the accounting profit nor taxable profit or loss.
- In respect of taxable temporary differences associated with investments in subsidiaries, associates and interest in joint ventures, when the timing of the reversal
of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax
assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry
forward of unused tax credits and unused tax losses can be utilised, except:
- When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction
that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.
- In respect of deductible temporary differences associated with investments in subsidiaries, associates and interest in joint ventures, deferred tax assets are
recognized only to the extent that is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against
which the temporary differences can be utilized.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that is no longer probable that sufficient taxable profit
will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are
recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on
tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in the OCI or in the equity). Deferred tax items are
recognised in correlation to the underlying transaction either in OCI or directly in equity.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the
deferred taxes related to the same taxable entity and the same taxation authority.
3.11 Earnings per share
Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of equity
shares outstanding during the year. Partly paid equity shares are treated as a fraction of an equity share to the extent that they were entitled to participate in
dividends relative to a fully paid equity share during the reporting period. The weighted average number of equity shares outstanding during the year is adjusted
for events of bonus issue; bonus element in a rights issue to existing shareholders; share split; and reverse share split.

For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average number
of shares outstanding during the year are adjusted for the effects of all potentially dilutive securities.
3.12 Provisions
A provision is recognised when the enterprise has a present obligation (legal or constructive) as a result of a past event and it is probable that an outflow of
resources embodying economic benefit will be required to settle the obligation, and a reliable estimate can be made of the amount of obligation. Provisions are
not discounted to their present value and are determined based on best estimate required to settle the obligation at the balance sheet date. These are reviewed at
each balance sheet date and adjusted to reflect the current best estimates.
3.13 Contingent liabilities
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more
uncertain future events beyond the control of the Company or a present obligation that is not recognised because it is not probable that an outflow of resources
will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognised because it
cannot be measured reliably. The Company does not recognise a contingent liability but discloses its existence in the financial statements.

3.14 Onerous contracts


A contract is considered to be onerous when the expected economic benefits to be derived by the Company from the contract are lower than the unavoidable cost
of meeting its obligations under the contract. The provision for an onerous contract is measured at the present value of the lower of the expected cost of
terminating the contract and the expected net cost of continuing with the contract. Before such a provision is made, the Company recognises any impairment loss
on the assets associated with that contract.

F - 577
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)
3.15 Significant accounting judgements, estimates and assumptions
The preparation of financial statements in conformity with the recognition and measurement principles of Ind AS requires management to make judgements,
estimates and assumptions that affect the reported balances of revenues, expenses, assets and liabilities and the accompanying disclosures, and the disclosure of
contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of
assets or liabilities affected in future periods.

i) Judgements
In the process of applying the accounting policies, management has made the following judgements, which have the most significant effect on the amounts
recognised in the financial statements:
a) Classification of property
The Company determines whether a property is classified as investment property or inventory:

The company is developing a township project containing various types of real estate development. Based on the intention of use, the land property and related
development cost have been classified as either investment property, property plant & equipment or have been inventorised.

Investment property comprises land and buildings (principally offices, commercial and school property) that are not occupied substantially for use by, or in the
operations of, the Company, nor for sale in the ordinary course of business, but are held primarily to earn rental income and capital appreciation. These buildings
are substantially rented or intended to be rented to tenants and not intended to be sold in the ordinary course of business. Inventory property comprises of
property that is held for sale in the ordinary course of business. Principally, this is residential property that the Company develops and intends to sell before or
on completion of construction/development.

The Company based its assumptions and estimates on parameters available on the reporting period about future developments. The above judgements may
change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reflected in the assumptions when they
occur.

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F - 578
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to the financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)

4 Property, plant and equipment


Reconciliation of carrying amount for the year ended 31 March 2019 and 31 March 2020

Description Tangible, owned


Furniture and fixtures
Gross Block (Cost or deemed cost)
Balance as at April 1, 2018 3.80
Additions during the year -
Disposals -
Balance as at March 31, 2019 3.80

Balance as at April 1, 2019 3.80


Additions during the year -
Disposals -
Balance as at March 31, 2020 3.80

Accumulated depreciation
Balance as at April 1, 2018 3.80
Depreciation for the year -
Balance as at March 31, 2019 3.80

Balance as at April 1, 2019 3.80


Depreciation for the year -
Balance as at March 31, 2020 3.80

Carrying amounts (net):


Balance as at March 31, 2019 -
Balance as at March 31, 2020 -

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F - 579
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)

5 Investment property

Reconciliation of carrying amount for the year ended 31 March 2019 and 31 March 2020

Description
Freehold land Total

Gross Block (Cost or deemed cost)

Balance as at 1 April 2018 1,63,792.25 1,63,792.25


Additions during the year 8,239.66 8,239.66
Balance as at 31 March 2019 1,72,031.91 1,72,031.91

Balance as at 1 April 2019 1,72,031.91 1,72,031.91


Additions during the year 500.26 500.26
Other Adjustments* (10,655.40) (10,655.40)
Balance as at 31 March 2020 1,61,876.77 1,61,876.77

Accumulated depreciation

Balance as at 1 April 2018 - -


Charge for the year - -
Balance as at 31 March 2019 - -

Balance as at 1 April 2019 - -


Charge for the year - -
Balance as at 31 March 2020 - -

Carrying amounts (net):


As at 31 March 2019 1,72,031.91 1,72,031.91
As at 31 March 2020 1,61,876.77 1,61,876.77

*Investment property comprises of cost of freehold land. During the previous year, there is a change in value of Investment Property due to change in
nature of holding from Investment property to Inventory

(b) Amounts Recognised in Statement of Profit and Loss for Investment Property

For the year ended For the year ended


Particulars
March 31, 2020 March 31, 2019

Income derived from investment properties - -


Less: Direct operating expenses from property that did not generate rental income (including
500.63 837.78
repairs and maintenance)
Profit/(loss) arising from investment properties before depreciation and indirect expenses
(500.63) (837.78)
Less: Depreciation - -

Loss Arising from Investment Properties before indirect expenses (500.63) (837.78)

F - 580
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)
(c) Determination of Fair value

The fair value of investment property has been determined by external independent property valuers, having appropriate recognised professional
qualifications and recent experience in the location and category of the property being valued. The independent valuers provide the fair value of the
investment property annually.
Fair value: ₹ in thousands
As at 31 March 2019 55,41,000
As at 31 March 2020 69,30,000

The fair value measurement for all of the investment property has been categorised as a Level 3 fair value based on the inputs to the valuation technique
used.
The Company has used "Direct Comparison" method approach for assessing the fair value of the property as on 31 March 2020 and has used "Direct
Comparison" method and "Discounted cash flow" approach for assessing the fair value of the property as on 31 March 2019

The "Direct Comparison Approach" is based on the comparison of the property to similar positioned properties in the region. Wherein, the property is
accorded premium / discounts based on various factors to arrive at achievable market value of the property as on the date of valuation. The result is the
best estimate of value, the valuer can attribute and is an estimate. This methodology uses market information such as quoted / transacted value of various
comparable.
In the "Discounted Cash Flow" method, the future cash flows from the property are forecasted using precisely stated assumptions. This method allows for
the explicit modelling of income associated with the property. These future financial benefits are then discounted to a present day value at an appropriate
discount rate.

Para 97 of Ind AS 113 Fair value measurements states that for each class of assets and liabilities not measured at fair value in the balance sheet but for
which the fair value is disclosed, an entity shall disclose the information required by paragraph 93(b), (d) and (i). However, the said para states that an
entity is not required to provide the quantitative disclosures about significant unobservable inputs used in fair value measurements categorised within
Level 3 of the fair value hierarchy required by paragraph 93(d). Therefore, no disclosure in relation to sensitivity analysis of significant unobservable
inputs used in fair value measurements of Investment property and Investment property under development (including capital advances) has been provided
in the financial statements.

(d) Restriction on realisability


The above said property is placed as collateral security for the secured loan availed from the financial institution by the company. Further, it is placed as
secondary collateral for the loan availed by its holding company.

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F - 581
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)

6 Investment property under development

As at As at
Particulars 31 March 2020 31 March 2019

Investment property under development (refer note (i) below) 7,81,219.06 7,11,601.92
7,81,219.06 7,11,601.92

i) Investment property under development comprises of infrastructure cost incurred for the development of property.

7 Other financial assets

As at As at
Particulars 31 March 2020 31 March 2019
Unsecured, considered good
Security Deposits 11.00 11.00
11.00 11.00

8 Other non-current assets

As at As at
Particulars 31 March 2020 31 March 2019

Advances paid for purchase of land 1,37,584.32 1,37,584.32


Advances other than capital advances:
Advance tax, net of provision for tax 32,616.80 29,971.18

1,70,201.12 1,67,555.50
9 Inventories(valued at lower of cost and net realizable value)

As at As at
Particulars 31 March 2020 31 March 2019
Cost of land and infrastructure development 39,53,270.96 33,81,571.32
39,53,270.96 33,81,571.32
10 Trade receivables

As at As at
Particulars 31 March 2020 31 March 2019
Trade Receivables considered good - Secured - -
Trade Receivables considered good - unsecured (refer note 36) 17,06,737.10 12,74,715.67
Trade receivables which have significant increase in Credit Risk - -
Trade receivables - credit impaired - -
17,06,737.10 12,74,715.67
Less:allowance for impairment loss - -

17,06,737.10 12,74,715.67

11 Loans

As at As at
Particulars 31 March 2020 31 March 2019
Unsecured, considered good
Loan to related parties (Refer note no.36) - 4,43,028.53
- 4,43,028.53

The Company had extended loans to it's Holding Company, in which a director is interested, in the preceding years. The amount outstandng as on 31
March 2020 is Nil (31 March 2019 is ₹ 4,43,028.53). As per the requirements of Section 185 of the Companies Act, 2013 (“Act”), no company shall
directly or indirectly provide any loan, or give any guarantee or provide any security to a person in whom a Director is interested. Accordingly the
aforementioned loan given by the Company is not in compliance with the requirements of the Act.

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F - 582
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)
12 Cash and cash equivalents

As at As at
Particulars 31 March 2020 31 March 2019
Cash and cash equivalents
Balances with banks
- in current accounts 21,096.55 20,071.62
- in escrow account (refer note (i) below) 10,102.17 11,975.05
31,198.72 32,046.67

31,198.72 32,046.67

(i) Rs 10,102,17 (March 31, 2019: Rs 11,975.05) thousands is held in escrow account with HDFC Limited for repayment of term loans.

13 Other bank balances

As at As at
Particulars
31 March 2020 31 March 2019

Other bank balances


Fixed deposit accounts with banks with original maturity of more than three months - 32,931.73
- 32,931.73

- 32,931.73

13 Other financial assets

As at As at
Particulars 31 March 2020 31 March 2019
Unsecured,considered Good
Receivable from related parties (Refer note no.36) 4,83,139.24 5,06,241.36
Interest accrued on fixed deposits - 161.37
4,83,139.24 5,06,402.73

14 Other current assets

As at As at
Particulars 31 March 2020 31 March 2019
Unsecured, considered good
Advance for supply of goods and rendering of services 2,86,183.80 2,97,176.62
Prepayments 357.62 209.86
Balance with government authorities 30.00 39,915.69
2,86,571.42 3,37,302.17

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F - 583
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)

16 Equity share capital

As at As at
Particulars
31 March 2020 31 March 2019
Authorised
200,000 (March 31, 2019: 200,000) equity shares of Rs 10 each 2,000.00 2,000.00
Issued, subscribed and paid up
70,002 (March 31, 2019: 70,002) equity shares of Rs 10 each, fully paid up 700.02 700.02
700.02 700.02

(i) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the reporting year is given below

As at March 31, 2020 As at March 31, 2019


No of shares Amount No. of shares Amount
Number of equity shares outstanding at the beginning of the year 70,002 700.02 70,002 700.02
Number of equity shares issued during the year - - - -
Number of equity shares outstanding at the end of the year 70,002 700.02 70,002 700.02
(ii) Rights, preferences and restrictions attached to equity shares
The Company has only one class of share referred to as equity shares having a par value of ₹ 10. Each holder of the equity share, as reflected in the records
of the Company as of the date of the shareholder meeting, is entitled to one vote in respect of each share held for all matters submitted to vote in the
shareholder meeting. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval
of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the 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.

(iii) Equity shareholders holding more than 5 percent equity shares of the Company:

Name of the share holder As at March 31, 2020 As at March 31, 2019
No. of shares % holding No. of shares % holding
Embassy Property Developments Private Limited (holding company)*
70,002 100.00% 65,742 93.91%

70,002 100.00% 65,742 93.91%


* 1 Share is jointly held with Mr.Jitendra Virwani
(iv) Buy back of shares and shares allotted by way of bonus shares
There have been no buy back of shares, issue of shares by way of bonus shares or issue of shares pursuant to contract without payment being received in cash
for the period of five years immediately preceding the balance sheet.

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F - 584
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)

17 Other Equity

As at As at
Particulars
31 March 2020 31 March 2019

Capital reserve
At the commencement of the year (6,52,223.80) (6,52,223.80)
Add: Additions during the year - -
At the end of the year (6,52,223.80) (6,52,223.80)

Retained earnings
At the commencement of the year (24,58,123.01) (11,17,941.78)
Add:On accout of adoption of IND AS 115 - (8,69,018.10)
Add: Net (loss) for the year (1,69,236.45) (4,71,163.13)
At the end of the year (26,27,359.46) (24,58,123.01)

Equity portion of Interest free loans


At the commencement of the year (2,64,674.11) (2,64,674.11)
Add: Additions during the year - -
At the end of the year (2,64,674.11) (2,64,674.11)

Equity portion of Corporate Guarantee


At the commencement of the year - -
Add: Additions during the year (28,797.01) -
At the end of the year (28,797.01) -

(35,73,054.38) (33,75,020.92)

Nature and purpose of other reserves:

Capital reserve

The company vide Scheme of Amalgamation ('the Scheme') merged its wholly-owned subsidiary Swire Investments Private Limited ('SIPL'). Given that
SIPL is a wholly-owned subsidiary of the Company there is no consideration payable for the amalgamation of SIPL with the Company and the consequent
transfer of the undertaking, properties, assets and liabilities of SIPL to the Company. The difference of the value of the assets over the liabilities of SIPL
vested in the Company has been accounted as capital reserves in the Company.

Retained earnings

The cumulative gain or loss arising from the operations which is retained by the Company is presented under the heading of retained earnings. At the end of
the year, the profit/(loss) after tax is transferred from the statement of profit and loss to retained earnings.

Equity portion of Interest free loans

It represents the equity component arising on fair valuation of the said loans as required under Ind AS 109.

Equity portion of Corporate Guarantee

It represents the equity component arising on fair valuation of the corporate guarantee on loan taken by holding company as required under Ind AS 109.

(This space has been left blank intentionally)

F - 585
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)
18 Borrowings - non current

As at As at
Particulars
31 March 2020 31 March 2019

Secured:
Term Loan:
from financial institution (refer note below) - 44,65,724.71

- 44,65,724.71

Details of security, repayment and interest of term loans (including current maturities of long - term debt):
(i) HDFC Limited [balance as at 31 March 2020, including current maturities of long-term debt: ₹. 61,00,000.00 thousands (Previous year: ₹.
64,81,481.94 thousands)].

Tranch 1 Of ₹.73,70,000 thousand


1 Mortgage of piece and parcel of land admeasuring 196.69 acres situated at Heggenahalli & Nagamangala villages
An exclusive charge has been created on the scheduled receivable of sold and unsold units under the documents entered into with the customers of the
2 projects. Scheduled receivable are the receivable/cash flows/revenues including booking amounts arising out of or in connection with or relating to the
above projects.
3 Personal guarantee of director of Holding Company

As at As at
Repayment and interest terms
31 March 2020 31 March 2019

Repayable in 60 months and to be settled by December 2020. The loan carries an interest rate of
11.70% p.a linked to HDFC corporate prime lending rate. With effect from 1st October, 2018 the 58,70,000.00 62,51,481.94
corporate prime lending rate stands at 13.30%

4 As per the terms of loan agreement, out of the total outstanding amount as at March 2020, the Company had to repay ₹11,18,518.06 thousands during the
period December 2019 to February 2020. Subsequently, the Company has repaid ₹ 4,83,068.24 thousands towards the said loan.

Tranch 2 of ₹.2,30,000 thousands


1 Mortgage of piece and parcel of land admeasuring 196.69 acres situated at Heggenahalli & Nagamangala villages
An exclusive charge has been created on the scheduled receivable of sold and unsold units under the documents entered into with the customers of the
2 projects. Scheduled receivable are the receivable/cash flows/revenues including booking amounts arising out of or in connection with or relating to the
above projects.
3 Personal guarantee of director of the Holding Company

Repayment and interest terms As at As at


31 March 2020 31 March 2019

Repayable in one installment by December 2020. The loan carries an interest rate of 11.80% p.a linked
to HDFC corporate prime lending rate. 2,30,000.00 2,30,000.00
With effect from 1st October, 2018 the corporate prime lending rate stands at 13.30%

The Company has applied for moratorium towards Interest and Principal amount for both the loans as per RBI notification for the month of March 2020
(refer note 22)

19 Other financial liabilities

As at As at
Particulars 31 March 2020 31 March 2019
Retention money towards project cost 59,968.24 84,061.87

59,968.24 84,061.87

F - 586
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)
20 Other non current liabilities

As at As at
Particulars
31 March 2020 31 March 2019
Deferred guarantee income(refer note 36) 11,854.78

11,854.78 -

21 Trade Payables

Particulars As at As at
31 March 2020 31 March 2019
Trade payables to micro and small enterprises (Refer note 34 and note 36) 33,127.82 11,073.40
Trade payables to other than MSME (Refer note 36) 5,72,441.36 4,41,297.71
6,05,569.18 4,52,371.11

22 Other financial liabilities

As at As at
Particulars
31 March 2020 31 March 2019
Current maturities of long-term debt (Refer note 18)* 60,89,720.63 19,96,134.87
Book overdraft 4,05,130.44 -
Interest accrued and due on term loan
- to financial institution 1,41,704.73 -
Interest accrued but not due on term loan
- to financial institution 73,214.11 -
Provision for onerous contracts 27,293.00 -
Provision for expenses 28,755.99 -
Other payables 2,065.00 -
67,67,883.90 19,96,134.87

* Based on RBI notification dated 23rd March 2020, the Company has applied for moratorium towards interest and principal repayments falling due for the
month of March 2020 to May 2020. The said application for relief in payment of Interest and principal amount was approved by the Financial Institution for
the Moratorium period ended on 31 May, 2020.

Further, based on RBI’s subsequent notification dated 23 May, 2020, the Company has requested for further extension of moratorium for further period till
31 August, 2020. The said application is pending approval from the Financial Institution.

Since the application for the further extension is pending approval from the Financial Institution, the company has classified the entire loan outstanding as
current maturities based on the existing repayment schedule and moratorium approval provided by the Financial Institution till May-2020.

23 Other non-financial liabilities

Particulars As at As at
31 March 2020 31 March 2019
Advance received from customers 17,710.77 21,399.26
Deferred revenue 36,69,241.96 34,01,798.57
Statutory dues 8,209.47 13,604.64
Deferred guarantee income (refer note 36) 6,141.43 -
37,01,303.63 34,36,802.47

(This space has been left blank intentionally)

F - 587
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)

24 Revenue from operations

Year ended Year ended


Particulars March 31, 2020 March 31, 2019

Proceeds from sale of plots 4,34,602.89 -


Other Operating Income 1,629.29 789.99
4,36,232.18 789.99
25 Other income

Year ended Year ended


Particulars
March 31, 2020 March 31, 2019
Interest income
- from fixed deposits 1,499.97 1,946.40
- from related parties - 51,686.13
Profit from redemption of mutual funds - 370.80
Guarantee fee income 10,800.80 -

12,300.77 54,003.33

26 Finance cost
-
Year ended Year ended
Particulars March 31, 2020 March 31, 2019

Interest expense
- term loan 64,757.84 1,38,099.00
- others 1,071.28 1,333.40
65,829.12 1,39,432.40

27 Other expenses

Year ended Year ended


Particulars March 31, 2020 March 31, 2019

Brokerage and commission 31,321.25 17,695.71


Legal and professional fees 10,324.52 10,045.27
Provision for Onerous Contract 27,293.00 -
Advertisement expenses 20.98 25,449.82
Business promotion expenses 39,421.67 74,645.80
Marketing expenses 210.29 12,308.93
Rates and taxes 2,342.70 4,138.48
Incentive 16,823.51 5,762.36
Software and internet usage charges 554.60 1,639.55
Franking charges 188.85 635.56
Foreign exchange loss,net 17.05 462.72
Repairs and maintenance 70,756.20 61,847.92
Contribution to political parties - electoral bonds 1,55,000.00 1,65,000.00
Travel and conveyance expenses 14.81 95.19
Bank charges 77.91 630.31
Office maintenance 1,130.49 1,483.14
Interest on TDS/GST 292.22 88.47
Miscellaneous expenses 3,274.33 6,015.37
3,59,064.38 3,87,944.60

F - 588
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)

28 Contingent liabilities, capital commitments and contingent assets(to the extent not provided for)

Year ended Year ended


Particulars
March 31, 2020 March 31, 2019

Contingent liabilities*
Corporate Guarantee given(refer note a below) - -
Outstanding dues to MSME(refer note b below) - -

Capital commitments
Estimated specific committed cost towards its capital expenditure (net of advances) and not provided for 61,658.77 23,394.93

Other disputes
The Company has several cases pending against it towards the title of land acquired by it. Management, based on legal advice obtained and also based on the court rulings
(in favour of the Company), believe that the title to the land held by it is good and marketable. The future expected cash outflow out of the above pending cases/litigations
cannot be ascertained , hence no amounts has been quantified.

(a) The Company has extended mortagage of unsold plots in Embassy Springs and land measuring 70.74 acres of land for a comprehensive loan borrowed by its holding
Company for various projects executed by its holding Company and charge is created on the receivables in the project Embassy Springs being developed. The loan balance
outstanding as on March 31, 2020 is ₹ 59,40,000 thousands.

(b) The Company has a system for maintenance of documents and other relevent information in respect of amounts due by it to parties who are registered as micro and small
enterprises. As at 31 March 2020, the amounts due to micro and small enterprises is ₹ 33,127.82 thousand out of which ₹ 26,246.67 thousand is outstanding for more then
45 days from the appointed day(as defined in the 2(b) of the MSME Act 2006). As per the MSME Act 2006 Section 16, Where any buyer fails to make payment of the
amount to the supplier, as required under section 15, the buyer shall, notwithstanding anything contained in any agreement between the buyer and the supplier or in any law
for the time being in force, be liable to pay compound interest with monthly rests to the supplier on that amount from the appointed day or, as the case may be, from the date
immediately following the date agreed upon, at three times of the bank rate notified by the Reserve Bank. In this case, the management contends that the creditors has not
raised any interest demand yet and the company has not paid interest during the year, and hence the interest accured under section 16 of the MSME Act is not provided for.

29 Income taxes

A No income tax expense was recognised in the statement of profit and loss account.

B Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate:

Year ended Year ended


Particulars
March 31, 2020 March 31, 2019
Loss before tax (1,69,236.45) (4,71,163.13)
Tax at the Indian tax rate of 26% (March 31, 2020: 26%) (44,001.48) (1,22,502)

Effect of:
Income/(Expenditure) on account of application of Ind AS not allowable under Income Tax 4,287.97 (13,438.39)
Profit recognised as per Ind AS 115 offered for taxation in preceding years (42,306.49) -
Permanent disallowance 43,791.06 80,548.45
Temporary Disallowance for non payment/non-deduction of withholding taxes 5,460.71 59.94
Allowance of certain expenditure on payment basis 15,339.59 -
Other taxable amounts / (allowances) (3.43) (4.02)

Tax using the Company’s domestic tax rate - -

Deferred tax asset not created on business losses 17,432.06 55,336.43


At the effective income tax rate Nil (March 31, 2019: Nil) 0.00 0.00
Income tax expense reported in the statement of profit and loss - -

C Unrecognised deferred tax assets


Deferred tax assets have not been recognised on accumulated losses, because it is not probable that sufficient future taxable profit will be available against which the
Company can set it off within the time limit prescribed to set off the accumulated business loss as per the Income Tax Act.
The company is developing a township project which comprises of multiple projects and the same will take a considerable amount of time to complete. With many projects
in the pipeline for which development has not yet started, the Company has not recognised Deferred Tax asset as there is no probability to earn enough profits within the
restricted time limit of carry forward and set off of losses.

Year ended Year ended


Particulars
March 31, 2020 March 31, 2019
Impact of Unutilised tax losses* 1,28,908.11 1,09,878.28
Others 20,639.25 -
1,49,547.36 1,09,878.28

*The impact of unutilised tax losses is based on details available with the Company at as the date of signing of financial statements

F - 589
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)
30 Auditors’ remuneration including applicable taxes(Included in legal and professional charges)

Year ended Year ended


Particulars
March 31, 2020 March 31, 2019
Statutory audit fees 1,770.00 1,770.00
Tax audit fees 295.00 295.00
Reimbursement of out-of-pocket expenses 76.42 -
Total 2,141.42 2,065.00

31 Earnings/ (loss) per share

Basic earnings/(loss) per share amounts are calculated by dividing the profit/(loss) for the year attributable to equity holders by the number of equity shares outstanding
during the year. Diluted Earnings per share ("EPS") amounts are calculated by dividing the profit/(loss) attributable to equity holders

i. Reconciliation of earnings used in calculating earnings per share:

Year ended Year ended


Particulars
March 31, 2020 March 31, 2019
Total comprehensive income/(loss) as per statement of profit and loss (1,69,236.45) (4,71,163.13)

Total comprehensive income/(loss) as per statement of profit and loss (1,69,236.45) (4,71,163.13)

ii. Reconciliation of basic and diluted shares used in computing earnings per share

Year ended Year ended


Particulars
March 31, 2020 March 31, 2019
Number of equity shares at the beginning of the year 70,002 70,002

Add:
Number of equity shares issued during the year
Number of equity shares for basic and diluted EPS 70,002 70,002
Weighted average number of shares 70,002 70,002

iii.(Loss) per share:


Year ended Year ended
Particulars
March 31, 2020 March 31, 2019
Basic (₹ per share) (2,417.59) (6,730.71)
Diluted (₹ per share) (2,417.59) (6,730.71)

32 Contract with customers

A Revenue Recognised

Year ended Year ended


Particulars
March 31, 2020 March 31, 2019

Project revenue recognised during the year


- Revenue recognised at a point in time 4,34,602.89 -
- Revenue recognised over a period of time - -

B Contract Balances
-
Year ended Year ended
Particulars
March 31, 2020 March 31, 2019

Contract Assets - -
Contract Liabilities (refer note 23) 36,69,241.96 34,01,798.57
Trade Receivables (refer note 10) 17,06,737.10 12,74,715.67
Advance received from customers (refer note 23) 17,710.77 21,399.26

Impairment losses recognised on receivables or - -


contract assets

Contract Liabilities include amount received or receivable from customers as per the instalments stipulated in the buyer agreement to deliver properties and are recognised
as revenue once the performance obligations are completed and control is transferred to customers

F - 590
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)
C Movement on Contract Balances

Year ended
Particulars
March 31, 2020

Amounts included in contract liabilities at the beginning of the year 34,01,798.57


Amount received/adjusted against contract liability during the year 7,02,046.28
Less: Performance obligations satisfied in the current year (4,34,602.89)
Amounts included in contract liabilities at the end of the year 36,69,241.96

33 The Company carries out real estate development activities and outsources its management/construction/technology assistance requirements and hence does not have any
employees on its rolls and does not incur any employee related benefits/ costs.

34 Dues to Micro, small and medium enterprises

The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated August 26, 2008 which recommends that the Micro and Small Enterprises
should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated after filing of the Memorandum in accordance with the
‘Micro, Small and Medium Enterprises Development Act, 2006’ (‘the MSMED Act’). Accordingly, the disclosure in respect of the amounts payable to such enterprises as at
March 31, 2020 (March 31, 2019) has been made in the financial statements based on information received and available with the Company.

No interest has been paid by the Company during the year. The Company has not received any claim for interest during the year ended 31 March 2020 and 31 March 2019.
(Refer note 28(b))

Year ended Year ended


Particulars
March 31, 2020 March 31, 2019
The principal amount and the interest due thereon
remaining unpaid to any supplier as at the end of each
accounting year;
(a) (i) Principal 33,127.82 11,073.40
(ii) Interest - -
(b) The amount of interest paid by the Company in
terms of Section 16 of the Micro, Small and Medium
Enterprises Development Act, 2006, along with the
amounts of the payment made to the supplier beyond
the appointed day during the year*;

(i) Interest - -
(ii) Payment - -
(c) The amount of interest due and payable for the
period of delay in making payment (which have been
paid but beyond the appointed day during the year) but
without adding the interest specified under the Micro,
Small and Medium Enterprises Development Act,
2006 - -
(d) The amount of interest accrued and remaining
unpaid at the end of the year - -
(e) The amount of further interest remaining due and
payable even in the succeeding years, until such date
when the interest dues above are actually paid to the
small enterprise, for the purpose of disallowance of a
deductible expenditure under section 23 of the Micro,
Small and Medium Enterprises Development Act,
2006 - -
* No interest has been paid by the Company during the year.

35 Segment reporting

The Company is primarily engaged in the business of real estate development, which as per Indian Accounting Standard – 108 on ‘Operating Segments’ is considered to be
the only reportable business segment. The Company is operating in India. which is considered as a single geographical segment.

F - 591
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)
36 Related parties
(i) Names of related parties and description of
Enterprises where control exists
Ultimate Holding company JV Holding Private Limited
Holding company Embassy Property Developments Private Limited
(ii) Other related parties with whom transactions have taken place during the year
1. Enterprises owned or significantly influenced by
individuals having substantial voting interest and their
relatives Udhyaman Investments Private Limited
Synergy Property Development Services Private Limited (upto 15.10.19)
Embassy Services Private Limited
Lounge Hospitality LLP

2. Enterprises owned or significantly influenced by


holding or ultimate holding company Babbler Marketing Private Limited
Bangalore Paints Private Limited

3. Key management personnel Rajesh Ramchand Bajaj


P.R. Ramakrishnan

Details of related party transactions during the


(iii) year

Year ended Year ended


Particulars March 31, 2020 March 31, 2019

Proceeds from sale of plots Udhyaman Investments Private Limited 16,283.80 -

Guarantee fee income Embassy Property Developments Private Limited 10,800.80 -

Interest Income Embassy Property Developments Private Limited - 51,686.13

Purchase of rights in Plots Udhyaman Investments Private Limited - 27,161.74

Legal and professional fees JV Holdings Private Limited 103.00 -

Advertisement Charges Embassy Property Developments Private Limited - 35,861.74

Business Promotion Lounge Hospitality LLP 10,833.18 7,611.56


JV Holdings Private Limited 6,931.89 18,309.02

Incentives Embassy Property Developments Private Limited 16,823.51 5,762.36

Repairs and maintenance Embassy Services Private Limited 85,472.18 66,398.65

Business Consultancy Fee Embassy Property Developments Private Limited 52,835.31 51,496.96

Reimbursement of project cost and expenses Udhyaman Investments Private Limited 3,05,201.72 1,08,984.41
Embassy Property Developments Private Limited 2.02 -

Material and contract cost Synergy Property Development Services Private Limited 40,806.26 48,147.43

F - 592
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)

(iii) Details of related party transactions during the year (continued)

Year ended Year ended


Particulars
March 31, 2020 March 31, 2019

Loan given/(refund) Embassy Property Developments Private Limited (4,43,028.53) (9,43,202.77)

Loan taken Embassy Property Developments Private Limited 3,21,409.03 -

Loan (repaid) Embassy Property Developments Private Limited (3,21,409.03) -

Demand raised for sale of plots Udhyaman Investments Private Limited 10,910.78 4,67,486.51

The Company has no transaction with Key Managerial Personnel

(iv) Amount outstanding as at the balance sheet date

Particulars As at March 31, 2020 As at March 31, 2019

Financial assets - Loans (current) Embassy Property Developments Private Limited - 4,43,028.53

Other Financial assets - current Udhyaman Investments Private Limited 4,83,139.24 5,06,241.36

Trade receivables Udhyaman Investments Private Limited 7,60,480.48 7,59,253.93

Advance for supply of goods and rendering of


Babbler Marketing Private Limited 762.89 762.89
services

Retention money towards project cost Babbler Marketing Private Limited 101.10 101.10

Other equity component of guarantee fee income


Embassy Property Developments Private Limited 28,797.01 -

Liability component of guarantee income (non-


Embassy Property Developments Private Limited
current) 11,854.78 -

Liability component of guarantee income (current)


Embassy Property Developments Private Limited 6,141.43 -

Trade payables Synergy Property Development Services Private Limited 36,663.49 46,536.98
Embassy Services Private Limited 84,023.50 70,318.27
Lounge Hospitality LLP 4,082.12 5,097.89
JV Holdings Private Limited 29,963.97 15,991.15
Embassy Property Developments Private Limited 64,755.91 -
Babbler Marketing Private Limited 354.89 354.89
Bangalore Paints Private Limited 64.03 64.03

The Company has given its land as a secondary security for a loan of ₹ 59,40,000 thousands taken by Embassy Property Developments Private Limited, the holding
company.

37 Expenditure on corporate social responsibility activities


Since the Company does not meet the criteria specified in Section 135 of the Companies Act, 2013, the Company is not required to spend any amount on activities related to
corporate social responsibility for the year ended March 31, 2020.

F - 593
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)

38 Disclosure on financial assets and financial liabilities

Particulars As at 31 March 2020 As at 31 March 2019

Carrying value Fair Value Carrying value Fair Value


Financial assets measured at amortised cost:
Loans (current and non-current) - - 4,43,028.53 -
Trade receivables 17,06,737.10 - 12,74,715.67 -
Fixed deposits with banks - - 32,931.73 -
Cash and cash equivalents 31,198.72 - 32,046.67 -
Other financial assets (current and non-current) 4,83,150.24 - 5,06,413.73 -
Total 22,21,086.06 22,89,136.33

Financial liabilities measured at amortised cost:


Borrowings(current and non-current) 60,89,720.63 - 64,61,859.58 -
Trade payable 6,05,569.18 - 4,50,796.11 -
Other financial liabilities ( Current and non current) 7,38,131.50 - 84,061.87 -
Total 74,33,421.31 69,96,717.56

39 Financial instruments - risk management


The Company's financial assets majorly comprise of loans to related parties, other receivable from related parties, trade receivables and cash & cash equivalents. The Company's financial liabilities
majorly comprises of borrowings, trade payables.
The Company is exposed to credit risk, liquidity risk and interest rate risk arising out of operations and the use of financial instruments. The Board of Directors have overall responsibility for
establishment and review of the Company's risk management framework.
The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to
limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions affecting business operations and the Company's activities.

(a) Credit risk


Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or loans given leading to financial loss. The Company’s exposure to credit risk arises from its
operating and financing activities. The credit risk arises primarily from loans given.
In order to mitigate the credit risk on receivables, the Company does business only with recognised third parties thereby reducing the credit risk. For other financial assets (including loans, cash and
cash equivalents), the Company minimises credit risk by dealing exclusively with related parties and high credit rating counterparties.

(b) Interest rate risk


Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in market
interest rates relates primarily to its long-term debt obligations with floating interest rates.

Exposure to interest rate risk:


The interest rate profile of the Company's interest-bearing financial instruments as reported to the management of the Company is as follows:

Particulars
As at 31 March 2020 As at 31 March 2019
Fixed-rate instruments:
Financial assets - 32,931.73
Financial liabilities - -
Total - 32,931.73

Particulars
As at 31 March 2020 As at 31 March 2019
Variable instruments:
Financial assets - -
Financial liabilities 60,89,720.63 64,61,859.58
Total 60,89,720.63 64,61,859.58

Fair value sensitivity analysis for fixed-rate instruments


The Company does not account for any fixed-rate financial assets or financial liabilities at fair value through profit or loss. Therefore, a change in interest rates at the reporting date would not affect
profit or loss.
Sensitivity analysis for variable rate instruments
A reasonably possible change of 1% in interest rates at the reporting date would have increased/ (decreased) equity and profit and loss by the amounts shown below. This analysis assumes that all
other variables, in particular foreign currency exchange rates, remain constant.

F - 594
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)

Particulars Profit or loss Equity net of tax


1% increase 1% decrease 1% increase 1% decrease
Loans & Borrowings
31 March 2020
Variable rate instruments 4,58,646.62 (4,58,646.62) 3,39,398.50 (3,39,398.50)

31 March 2019
Variable rate instruments 4,87,329.47 (4,87,329.47) 3,60,623.81 (3,60,623.81)

31 March 2018
Variable rate instruments 4,98,443.15 (4,98,443.15) 4,05,582.52 (4,05,582.52)

(c) Liquidity risk


Liquidity risk is the risk that the Company will encounter difficulty in meeting financial obligations due to shortage of funds. The Company’s exposure to liquidity risk arises primarily from
mismatches of the maturities of financial assets and liabilities. The Company’s objective is to maintain a balance between continuity of funding and flexibility. The Company has a dedicated treasury
management team which monitors on a daily basis the fund positions/requirements of the Company. The treasury management team plans the cash flows of the Company by planning and identifying
future mismatches in funds availability and reports the planned & current liquidity position to the top management and board of directors of the Company.

Exposure to liquidity risk


The table below summarises the maturity profile of the Company’s financial assets and liabilities at the end of the reporting period based on contractual undiscounted cash flows:

Less than 1
As at 31 March 2020 Total 1 to 5 years more than 5 years
year
Financial assets
Trade receivable 17,06,737.10 17,06,737.10 - -
Cash and cash equivalents 31,198.72 31,198.72 - -
Other financial assets 4,83,150.24 4,83,139.24 11.00 -
22,21,086.06 22,21,075.06 11.00 -

Less than 1
As at 31 March 2020 Total 1 to 5 years more than 5 years
year
Non-derivative financial liabilities
Borrowings (Current and Non-current) 61,00,000.00 61,00,000.00 - -
Trade payable 6,05,569.18 6,05,569.18 - -
Other financial liabilities (current and non current) 7,38,131.50 6,78,163.27 59,968.24 -
74,43,700.68 73,83,732.45 59,968.24 -

Less than 1
As at 31 March 2019 Total 1 to 5 years more than 5 years
year
Financial assets
Loans 4,43,028.53 4,43,028.53 - -
Trade receivable 12,74,715.67 12,74,715.67 - -
Fixed deposits with banks 32,931.73 32,931.73 - -
Cash and cash equivalents 32,046.67 32,046.67 - -
Other financial assets 5,06,413.73 5,06,402.73 11.00 -
22,89,136.33 22,89,125.33 11.00 -

Less than 1
As at 31 March 2019 Total 1 to 5 years more than 5 years
year
Non-derivative financial liabilities
Borrowings (Current and Non-current) 64,81,481.94 20,00,000.00 44,81,481.94 -
Trade payable 4,50,796.11 4,50,796.11 - -
Other financial liabilities (current and non current) 84,061.87 - 84,061.87 -
70,16,339.92 24,50,796.11 45,65,543.81 -

F - 595
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2020
(all amounts in ₹. thousands unless otherwise stated)
40 Reconciliation of movements of liabilities to cash flows arising from financing activities:

Opening balance Cash flows Non cash movement Closing balance


Particulars
1 April 2019 Proceeds Repayments Fair value changes 31 March 2020

Proceeds from borrowings* (64,61,859.58) - (3,81,481.94) 9,342.99 (60,89,720.63)

* Includes current obligations under borrowings classified under “Other current financial liabilities”

41 Capital management
For the purpose of the Company’s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the parent. The primary
objective of the Company’s capital management is to maximise the shareholder value.
The Company manages the capital structure based on an adequate gearing which yields higher share holder value which is driven by the business requirements for capital expenditure and cash flow
requirements for operations and plans of business expansion and consolidation. Accordingly based on the relative gearing and effective operating cash flows generated, the Company manages the
capital either by raising required funds through debt, equity or through payment of dividends.

The capital and net debt position of the company is as follows:

Particulars
As at 31 March 2020 As at 31 March 2019
Total Debts * 60,89,720.63 64,61,859.58
Total equity (35,72,354.34) (33,74,320.88)
Capital and net debt 25,17,366.29 30,87,538.70
* It includes non-current borrowings, current borrowings and current maturities of long term borrowings

42 Impact of COVID 19
The Company has considered the possible effects that may result from the pandemic relating to COVID-19 on the carrying amount of its trade receivables and other receivables from related party. In
developing the assumptions relating to the possible future uncertainties in the global economic conditions because of this pandemic, the Company, as at the date of approval of these financial
statements has used internal and external sources of information including credit reports and related information, economic forecasts. The Company has performed sensitivity analysis on the
assumptions used and based on current estimates expects the carrying amount of these assets will be recovered. Credit risk on cash and cash equivalents is limited as the Company generally invest in
deposits with banks and financial institutions with high ratings assigned by international and domestic credit rating agencies. Ratings are monitored periodically and the Company has considered the
latest available credit ratings in view of COVID – 19 as at the date of approval of these financial statements. The impact of COVID-19 on the Company's financial statements may differ from that
estimated as at the date of approval of these financial statements.

for N S V M & Associates for and on behalf of the Board of Directors of


Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D N Sree Hari P. R. Ramakrishnan Rajesh Ramchand Bajaj


Partner Director Director
Membership No. 027388 DIN: 00055416 DIN: 00738227

Place: Bengaluru Place: Bengaluru Place: Bengaluru


Date: August 04, 2020 Date: August 04, 2020 Date: August 04, 2020

F - 596
INDEPENDENT AUDITORS’ REPORT

To the Members of NAM Estates Private Limited

Report on the Audit of the Financial Statements

Qualified Opinion

We have audited the financial statements of NAM Estates Private Limited (“the Company”), which
comprise the Balance Sheet as at 31st March 2019, and the Statement of Profit and Loss, Statement of
Changes in Equity and Statement of Cash Flows for the year then ended, and notes to the financial
statements, including a summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, except for
the effects of the matter described in the Basis for Qualified Opinion section of our report, the aforesaid
financial statements give a true and fair view in conformity with the accounting principles generally
accepted in India, of the state of affairs of the Company as at March 31st 2019 and loss, changes in equity
and its cash flows for the year ended on that date.

Basis for Qualified Opinion

As stated in note 6 & 11 to the financial statements, the Company has, prior to June 2018, given loans to
its Holding Company having Common Directors. The Outstanding balance as on 31 st of March 2019 is Rs.
3,53,028.53 thousand. As per the requirements of erstwhile section 185 of the Companies Act, 2013
('Act'), no company shall directly or indirectly provide any loan, or give any guarantee or provide any
security to a person in whom a director is interested, and accordingly the above loan given by the
Company is not in compliance with the requirements of Section 185 of the Act.

Further, the Company has given a loan of Rs 90,000 thousand during year ended 31 March 2019 to a
private company, in which the director is interested, for which no special resolution was passed. As per
the requirements of section 185 of the Companies (Amendment) Act, 2017, no company shall, directly or
indirectly, provide any loan, or give any guarantee or provide any security to a person in whom a director
is interested without passing a special resolution. Accordingly, the aforementioned loan given is not in
compliance with the requirements of section 185.

Further, the loan given to the holding company is interest-free, which in our view, is not at arm’s length,
and is prejudicial to the interests of the Company. The impact of this non-compliance has not been
quantified by the Company.

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section
143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in
the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are
independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered
Accountants of India together with the ethical requirements that are relevant to our audit of the financial
statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have
fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our qualified opinion.

F - 597
Information Other than the Financial Statements and Auditor’s Report Thereon

The Company’s Board of Directors is responsible for the other information. The other information
comprises the information included in the Annual report, but does not include the financial statements
and our auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the
financial statements or our knowledge obtained in the audit or otherwise appears to be materially
misstated. If, based on the work we have performed, we conclude that there is a material misstatement of
this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and those charged with governance for the Standalone Financial
Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the
Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone financial statements
that give a true and fair view of the financial position, financial performance, changes in equity and cash
flows of the Company in accordance with the accounting principles generally accepted in India, including
the accounting Standards specified under section 133 of the Act. This responsibility also includes
maintenance of adequate accounting records in accordance with the provisions of the Act for
safeguarding of the assets of the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for ensuring the accuracy and completeness of
the accounting records, 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.

In preparing the financial statements, management is responsible for assessing the Company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless management either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with SAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional
scepticism throughout the audit. We also:

 Identify and assess the risks of material misstatement of the financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.

F - 598
 Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies
Act, 2013, we are also responsible for expressing our opinion on whether the company has
adequate internal financial controls system in place and the operating effectiveness of such
controls.
 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.
 Conclude on the appropriateness of management’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Company’s ability to continue as a
going concern. If we conclude that a material uncertainty exists, we are required to draw
attention in our auditor’s report to the related disclosures in the financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor’s report. However, future events or conditions
may cause the Company to cease to continue as a going concern.
 Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”), issued by the Central
Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give
in the “Annexure A” a statement on the matters specified in paragraphs 3 and 4 of the Order, to the
extent applicable.

2. As required by Section 143(3) of the Act, we report that:

a. except for the matters described in the basis of qualified opinion paragraph, we have sought and
obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purposes of our audit.
b. except for the possible effects of the matters described in the basis of qualified opinion paragraph
above, in our opinion proper books of account as required by law have been kept by the Company
so far as it appears from our examination of those books.
c. The Balance Sheet, the Statement of Changes in Equity, 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, except for the matters described in the basis of qualified opinion paragraph, the
aforesaid financial statements comply with the Accounting Standards specified under Section 133
of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
e. On the basis of the written representations received from the directors as on 31st March, 2019
taken on record by the Board of Directors, none of the directors is disqualified as on 31st March,
2019 from being appointed as a director in terms of Section 164 (2) of the Act.
f. in our opinion the matters described in the basis of qualified opinion paragraphs above, may have
an adverse effect on the functioning of the Company.

F - 599
g. With respect to the adequacy of the internal financial controls over financial reporting of the
Company and the operating effectiveness of such controls, refer to our separate Report in
“Annexure B”.
h. With respect to the other matters to be included in the Auditor’s Report in accordance with Rule
11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our
information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its
financial statements – Refer note 27 to the financial statements; The Company has several
cases pending against it towards the title of land acquired by it. Management, based on legal
advice obtained and also based on the court rulings (in favour of the Company), believe that the
title to the land held by it is good and marketable. The future expected cash outflow out of the
above pending cases/litigations cannot be ascertained, hence no amounts quantified.
ii. The Company did not have any long-term contracts including derivative contracts for which
there were any foreseeable losses; and
iii. There were no amounts which were required to be transferred to the Investor Education and
Protection Fund by the Company.

For NSVM & Associates


Chartered Accountants
Firm registration number: 010072S

-Sd-

D N Sree Hari
Partner
Membership No: 027388

Place: Bengaluru
Date: 05th September, 2019

UDIN: 19027388AAAAAL7082

F - 600
Annexure A to the Independent Auditors’ Report

The Annexure referred to in paragraph 1 under ‘Report on other Legal and Regulatory Requirements’ in the
Independent Auditors’ Report to the Members of Nam Estates Private Limited (‘the Company’) for the year
ended 31 March 2019,
We report that:

(i) (a) The Company has maintained proper records showing full particulars, including quantitative details
and situation of investment properties.
(b) The Company has a regular programme of physical verification of its fixed assets by which fixed
assets are verified in a phased manner over a period of three years. During the year, the Company has
carried out a physical verification of all of its investment properties. In our opinion, this periodicity of
physical verification is reasonable having regard to the size of the Company and the nature of its
investment properties. No material discrepancies were noticed on such verification.
(c) According to the information and explanations given to us and on the basis of our examination of the
records of the Company and subject to the matters mentioned in Note 27, the title deeds of
immovable properties are held in the name of the Company.

(ii) The Company currently does not hold any physical inventory, except for parcels of land and development
thereof. Thus, paragraph 3(ii) of the Order is not applicable to the Company.

(iii) The Company has granted deposit to one company covered in the register maintained under Section 189 of
the Companies Act, 2013 (‘the Act’).
(a) According to the information and explanations given to us and on the basis of our examination of the
records of the Company, in our opinion, the terms and conditions of the deposit granted by the Company
to the company covered in the register maintained under section 189 of the Companies Act, 2013 are
prejudicial to the interest of the Company, as disclosed below:
(b) in the case of the loans granted to the company listed in the register under Sec 189 of the Act, the
stipulation as to repayment of principle and interest is as specified below.

(c) the principal and interest repayable at the maturity of the loan and hence, there is no overdue as on date
in the case of the loans granted to the company listed in the register under Sec 189 of the Act.
Name of the company Amount advanced Amount as at Terms
during the year 31 March 2019
(Rs. In thousand) (Rs. In thousand)
Embassy Property Rs.90,000/- Rs. 4,43,028.53 Repayable within 12
Developments Private Limited months from the
reporting period.

F - 601
(iv) In our opinion and according to the information and explanations given to us, the Company has complied with
the provisions of section 185 and 186 of the Act, with respect to the loans, deposit and investments made,
except as disclosed below:
The Company has given a loan outstanding at Rs 3,53,028.53 thousand as at 31 March 2019 to a private
company, in which the director is interested. As per the requirements of erstwhile section 185 of the Act, no
company shall, directly or indirectly, provide any loan, or give any guarantee or provide any security to a
person in whom a director is interested. Accordingly, the aforementioned loan given is not in compliance
with the requirements of section 185. The maximum amount outstanding during the year in relation to loan
given was Rs 14,37,917.428 thousand and the amount outstanding as at 31 March 2019 was Rs 3,53,028.53
thousand
Further, the Company has given a loan of Rs 90,000 thousand during year ended 31 March 2019 to a private
company, in which the director is interested, for which no special resolution was passed. As per the
requirements of section 185 of the Companies (Amendment) Act, 2017, no company shall, directly or
indirectly, provide any loan, or give any guarantee or provide any security to a person in whom a director is
interested without passing a special resolution. Accordingly, the aforementioned loan given is not in
compliance with the requirements of section 185. The maximum amount outstanding during the year in
relation to loan given was Rs 90,000 thousand and the amount outstanding as at 31 March 2019 was Rs Rs
90,000 thousand .

(v) The Company has not accepted any deposits from public within the meaning of the directives issued by
Reserve Bank of India, provisions of Section 73 to 76 of the Act, any other relevant provisions of the Act and
the relevant rules framed thereunder.

(vi) The Central Government has prescribed the maintenance of cost records under section 148(1) of the Act and
are of the opinion that prima facie, the prescribed accounts and records have been made and maintained.

(vii) (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 Income-Tax, Goods & Service Tax and other statutory dues have
been regularly deposited during the year by the Company with the appropriate authorities. As
explained to us, the Company does not have any dues on account of Provident Fund, Employees’ State
Insurance, Cess, Sales Tax, Value-Added Tax, Service tax, Duty of Customs and Duty of Excise.
According to the information and explanations given to us, no undisputed amounts payable in
respect of Income-Tax, Service Tax, Goods & Service Tax and other statutory dues were in arrears as
at 31 March 2019 for a period of more than six months from the date they became payable.
(b) According to the information and explanations given to us, there are no dues of Income Tax, Sales
Tax, VAT, Service Tax, Custom Duty, Excise Duty and Cess which have not been deposited with the
appropriate authorities on account of any dispute.

(viii) In our opinion and according to the information and explanations given to us, the Company has not defaulted
in repayment of dues to bankers or financial institutions. The Company did not have any outstanding dues to
debenture holders or government during the year.

F - 602
(ix) According to the information and explanations given to us, the Company has not raised any money by way of
public issue or further public offer (including debt instruments) during the year.

(x) According to the information and explanations given to us, no material fraud on the Company by its officers
or employees or a fraud by the Company has been noticed or reported during the course of our audit.

(xi) The Company is a private limited company. Thus, paragraph 3(xi) of the Order relating to provisions of
Section 197 is not applicable.

(xii) In our opinion and according to the information and explanations given to us, the Company is not a Nidhi
Company. Thus, paragraph 3(xii) of the Order is not applicable.

(xiii) According to the information and explanations given to us the Company is not required to constitute an
Audit Committee in accordance with Section 177. According to the information and explanations given to us
and based on our examination of the records of the Company, transactions with the related parties are in
compliance with section 188 of the Act where applicable and details of such transactions have been disclosed
in the financial statements as required by the applicable accounting standards.

(xiv) According to the information and explanations given to us and based on our examination of the records of the
Company, the Company has not made any preferential allotment or private placements of shares or
debentures during the year. Thus, paragraph 3(xiv) of the Order is not applicable.

(xv) According to the information and explanations given to us and based on our examination of the records of the
Company, the Company has not entered into non-cash transactions with directors or persons connected with
him. Thus, paragraph 3(xv) of the Order is not applicable.

(xvi) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act 1934.

for N S V M & Associates


Chartered Accountants
Firm registration number: 010072S

-sd-

D N Sree Hari
Partner
Membership No: 027388

Place: Bengaluru
Date: 05th September, 2019
UDIN: 19027388AAAAAL7082

F - 603
Annexure B to the Independent Auditors’ Report

(Referred to paragraph 2(g) under ‘Report on other regulatory requirements’ Section of our report to the
members of Nam Estates Private Limited of even date)

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (‘the Act’)

We have audited the internal financial controls over financial reporting of Nam Estates Private Limited
(“the Company”) as of 31 March 2019 in conjunction with our audit of the financial statements of the
Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Company’s Board of Directors is responsible for establishing and maintaining internal financial
controls based on the internal control over financial reporting criteria established by the Company
considering the essential components of internal control stated in the Guidance Note on Audit of Internal
Financial Controls over Financial Reporting (the ‘Guidance Note’) issued by the Institute of Chartered
Accountants of India. These responsibilities include the design, implementation and maintenance of
adequate internal financial controls that were operating effectively for ensuring the orderly and efficient
conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the
prevention and detection of frauds and errors, the accuracy and completeness of the accounting records,
and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditor’s Responsibility

Our responsibility is to express an opinion on the internal financial controls over financial reporting of
the company based on our audit. We conducted our audit in accordance with the Guidance Note on audit
of internal financial controls and the Standards on Auditing, issued by Institute of Chartered Accountants
of India and deemed to be prescribed under Section 143(10) of the Companies Act, 2013, to the extent
applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that
we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance
about whether adequate internal financial controls over financial reporting was established and
maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal
financial controls system over financial reporting and their operating effectiveness. Our audit of internal
financial controls over financial reporting included obtaining an understanding of internal financial
controls over financial reporting, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. The
procedures selected depend on the auditor’s judgement, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our audit opinion on the Company’s internal financial controls system over financial reporting.

F - 604
Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles. A company's internal
financial control over financial reporting includes those policies and procedures that: (1) pertain to the
maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded
as necessary to permit preparation of financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the company are being made only in
accordance with authorizations of management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the
company's assets that could have a material effect on the financial statements.

Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the
possibility of collusion or improper management override of controls, material misstatements due to error
or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial
controls over financial reporting to future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.

Qualified opinion

According to the information and explanations given to us and based on our audit, the following material
weakness has been identified as at March 31, 2019:

The Company did not have an appropriate internal control system for inter-company transactions which
could potentially result in the Company not complying with statutory regulations.

A ‘material weakness’ is a deficiency, or a combination of deficiencies, in internal financial control over


financial reporting, such that there is a reasonable possibility that a material misstatement of the
company's annual or interim financial statements will not be prevented or detected on a timely basis.

In our opinion, the Company has, in all material respects, an adequate internal financial controls system
over financial reporting as at 31 March 2019, based on the internal control over financial reporting criteria
established by the Company considering the essential components of internal control stated in the
Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of
Chartered Accountants of India and except for the possible effects of the material weakness described
above on the achievement of the objectives of the control criteria, the Company’s internal financial controls
over financial reporting were operating effectively as at 31 March 2019.

F - 605
We have considered the qualification reported above in determining the nature, timing, and extent of audit
tests applied in our audit of the standalone financial statements of the Company, and the qualification
above in relation to controls around inter-company transactions has affected our opinion on the financial
statements of the Company and we have issued a qualified opinion on the financial statements.

for N S V M & Associates


Chartered Accountants
Firm registration number: 010072S

-sd-

D N Sreehari
Partner
Membership No: 027388

UDIN: 19027388AAAAAL7082

Place: Bengaluru
Date:05th September, 2019

F - 606
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Balance sheet as at March 31,2019
(Rs. in thousands)
Notes March 31, 2019 March 31, 2018
ASSETS
Non-current assets
Property, plant and equipment 3 - -
Investment property 4 1,72,031.91 1,63,792.25
Investment property under development 5 7,11,601.92 4,31,168.28
Financial assets
Loans 6 - 6,49,072.22
Other non-current financial assets 7 11.00 1,039.16
Other non-current assets 8 1,67,555.50 1,61,579.77
Total non-current assets 10,51,200.33 14,06,651.68
Current assets
Inventories 9 33,81,571.62 14,81,818.95
Financial assets
Trade receivables 10 12,74,715.67 9,68,718.72
Loans 11 4,43,028.53 7,37,159.08
Cash and bank balances 12 64,978.40 2,35,761.36
Other current financial assets 13 5,06,402.73 5,28,123.65
Other Current assets 14 3,37,302.17 12,32,797.00
Total current assets 60,07,999.12 51,84,378.76
Total assets 70,59,199.45 65,91,030.44

EQUITY AND LIABILITIES


Equity
Equity share capital 15 700.02 700.02
Other equity (33,75,020.90) (20,34,839.69)
Total equity (33,74,320.88) (20,34,139.67)

Non-current liabilities
Financial liabilities
Borrowings 16 44,65,724.71 44,21,039.75
Other financial liabilities 17 84,061.87 83,039.85
Total non-current liabilities 45,49,786.58 45,04,079.60
Current liabilities
Financial liabilities
Borrowings 18 - 68,639.02
Trade Payable
Dues to micro, small and medium enterprises 19 11,073.40 4,247.04
Dues to creditors other than micro, small and 19 4,39,722.71 2,22,474.92
medium enterprises
Other financial liabilities 20 19,96,134.87 22,08,254.13
Other non-financial liabilities 21 34,36,802.77 16,17,475.40
Total current liabilities 58,83,733.75 41,21,090.51
Total equity and liabilities 70,59,199.45 65,91,030.44
Summary of significant accounting policies (refer note 2)
The accompanying notes are an integral part of the financial statements.
As per our report of even date attached
for N S V M & Associates for and on behalf of the Board of Directors of
Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D N Sree Hari P. R. Ramakrishnan Rajesh Ramchand Bajaj


Partner Director Director
Membership number: 027388 DIN: 00055416 DIN: 00738227
Place: Bengaluru Place: Bengaluru Place: Bengaluru
Date: September 05, 2019 Date: September 05, 2019 Date: September 05, 2019

F - 607
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Statement of profit and loss for the year ended March 31, 2019
(Rs. in thousands)

Year ended Year ended


Notes
March 31, 2019 March 31, 2018

Income
Revenue from operations 22 789.99 10,29,467.15
Sale of plots 28,582.31 27,223.39
Other income 23 54,003.33 1,02,435.33
Total Income 83,375.63 11,59,125.87
Expenses
Land, material and contract cost 24 - 8,17,870.78
Purchase of plots 27,161.74 20,102.72
Finance costs 25 1,39,432.40 4,60,642.52
Other expenses 26 3,87,944.60 1,65,168.54
5,54,538.74 14,63,784.56
Loss before tax (4,71,163.11) (3,04,658.69)

Tax expense:
Current tax - 1,752.77
Deferred tax charge - -
Loss for the year (4,71,163.11) (3,06,411.46)
Other comprehensive income
Items that will not be reclassified subsequently to profit or loss: - -
Income tax relating to items that will not be reclassified subsequent - -
to profit or loss
Other comprehensive income for the year, net of income tax - -

Total comprehensive income for the year (4,71,163.11) (3,06,411.46)


Earning per equity share (nominal value of Rs. 10)
- Basic and diluted (Rs.) 30 (6,730.71) (4,377.18)
Summary of significant accounting policies (refer note 2)
The accompanying notes are an integral part of the financial statements.

As per our report of even date attached

for N S V M & Associates for and on behalf of the Board of Directors of


Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D N Sree Hari P. R. Ramakrishnan Rajesh Ramchand Bajaj


Partner Director Director
Membership No. 027388 DIN: 00055416 DIN: 00738227
Place: Bengaluru Place: Bengaluru Place: Bengaluru
Date: September 05, 2019 Date: September 05, 2019 Date: September 05, 2019

F - 608
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Statement of changes in equity for the year ended March 31, 2019
A. Equity share capital
(Rs. in thousands)
Amount
Equity shares of Rs. 10 each issued, subscribed and fully paid
Balance as at April 1, 2017 700.02
Changes during the year -
Balance as at the March 31, 2018 700.02
Changes during the year -
Balance as at March 31, 2019 700.02
B. Other equity
(Rs. in thousands)

Attributable to owners of the company


Securities Capital
Reserves and surplus
premium reserve*
Total other equity
Retained earnings Other equity
Balance as at April 1, 2017 11,64,836.45 (6,52,223.80) (8,11,530.32) (2,64,674.11) (5,63,591.78)
Premium on redemption of debentures (11,64,836.45) - - - (11,64,836.45)
Loss for the year - - (3,06,411.46) - (3,06,411.46)
Balance as at March 31, 2018 - (6,52,223.80) (11,17,941.78) (2,64,674.11) (20,34,839.69)

Balance as at April 1, 2018 - (6,52,223.80) (11,17,941.78) (2,64,674.11) (20,34,839.69)


On accout of adoption of IND AS 115 (Refer Note 2.2.1 i ) (8,69,018.10) (8,69,018.10)
Loss for the year - - (4,71,163.11) - (4,71,163.11)
Balance as at March 31, 2019 - (6,52,223.80) (24,58,122.99) (2,64,674.11) (33,75,020.90)

* On March 19, 2015, the Board of directors of the Company passed a resolution to merge into the Company, Swire Investments Private Limited ('SIPL'), its wholly-
owned subsidiary. Pursuant to this, on July 14, 2015, the Company filed a Scheme of Amalgamation ('the Scheme') with the Honourable High Court of Karnataka,
with an appointed date of April 1, 2015. The scheme was approved by the High Court on August 29, 2017 effective April 1, 2015 and hence the merger has been
effected as on April 1, 2015 during the financial year 2016-17.

As per the aforementioned scheme, the assets and liabilities of SIPL have been merged with the Company. Given that SIPL is a wholly-owned subsidiary of the
Company there is no consideration payable for the amalgamation of SIPL with the Company and the consequent transfer of the undertaking, properties, assets and
liabilities of SIPL to the Company. The difference of the value of the assets over the liabilities of SIPL vested in the Company has been accounted as capital reserves
in the Company.

Summary of significant accounting policies (refer note 2)

The accompanying notes are an integral part of the financial statements.


As per our report of even date attached
for N S V M & Associates for and on behalf of the Board of Directors of
Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D N Sree Hari P. R. Ramakrishnan Rajesh Ramchand Bajaj


Partner Director Director
Membership No. 027388 DIN: 00055416 DIN: 00738227
Place: Bengaluru Place: Bengaluru Place: Bengaluru
Date: September 05, 2019 Date: September 05, 2019 Date: September 05, 2019

F - 609
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Cash flow statement for the year ended March 31, 2019

Year ended Year ended


March 31, 2019 March 31, 2018

Cash flow from operating activities


Loss before tax (4,71,163.11) (3,04,658.69)
Adjustments:
Interest income(Fair value adjustments) (51,686.13) (99,749.11)
Interest expense 1,39,432.40 4,60,642.52
Interest income (1,946.40) (1,348.15)
Profit from redemption of mutual funds (370.80)
Operating cash flow before working capital changes (3,85,734.04) 54,886.57
Changes in working capital
- (Increase) / decrease in inventories (8,37,502.98) 5,12,123.43
- (Increase) / decrease in loans 9,94,888.90 31,14,731.33
- (Increase) / decrease in Other non - current & current financial assets 22,782.54 (2,77,994.95)
- (Increase) / decrease in current assets and non current assets 8,95,494.83 (11,06,426.52)
- (Increase) / decrease in trade receivables (3,05,996.95) (6,68,381.87)
- Increase / (decrease) in other non-financial liabilities (1,11,940.41) 11,81,379.59
- Increase / (decrease) in trade payables 2,24,074.15 (42,932.58)
- Increase / (decrease) in other financial liabilities 1,022.02 24,020.75
Cash flow from operationig activities 4,97,088.06 27,91,405.75
Income taxes paid(net of refund) (5,975.73) 3,520.94
Net cash flow (used in)/ generated from operating activities 4,91,112.33 27,94,926.69
Cash flow from investing activities:
Interest income 1,912.94 1,246.42
Purchase of Mutual Fund (40,000.00) -
Proceeds from Sale of Mutual Fund 40,370.80 -
Purchase of Investment Property (2,88,673.30) (5,94,960.53)
Net cash flow from / (used in) investing activities (2,86,389.56) (5,93,714.11)
Cash flow from financing activities:
Repayment of borrowings (Net) (1,67,434.31) (3,61,436.94)
Redemption of debentures (including Interest) - (11,64,959.96)
Interest expense (2,08,071.42) (5,20,417.53)
Net cash flow from /(used in) financing activities (3,75,505.73) (20,46,814.43)
Net increase / (decrease) in Cash and bank balances (1,70,782.96) 1,54,398.15
Cash and bank balances at the begining of the year(refer note 12) 2,35,761.36 81,363.21
Cash and bank balances at the end of the year(refer note 12) 64,978.40 2,35,761.36
Cash and bank balances comprise of:
Balances with banks
- in current accounts 20,071.62 32,054.70
- in escrow account 11,975.05 1,72,493.21
Other bank balances
- in fixed deposits 32,931.73 31,213.45
64,978.40 2,35,761.36
Summary of significant accounting policies (refer note 2)
The accompanying notes are an integral part of the financial statements.
As per our report of even date attached
for N S V M & Associates for and on behalf of the Board of Directors of
Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D N Sree Hari P. R. Ramakrishnan Rajesh Ramchand Bajaj


Partner Director Director
Membership No. 027388 DIN: 00055416 DIN: 00738227

Place: Bengaluru Place: Bengaluru Place: Bengaluru


Date: September 05, 2019 Date: September 05, 2019 Date: September 05, 2019

F - 610
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2019
1 Company overview
Nam Estates Private Limited ('the Company') was incorporated on June 02, 1995. The Company engaged in the business of real estate development of
commercial, residential, hospitality ,development of township and related activities.
2 Significant accounting policies
2.1 Basis of preparation
2.1.1 Statement of compliance
The financial statements of the Company have been prepared in accordance with the Indian Accounting Standard (Ind AS) as prescribed under Section 133
of the Companies Act, 2013('the Act') read together with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015,Companies (Indian
Accounting Standards) Amendment Rules, 2016,Companies (Indian Accounting Standards) Amendment Rules, 2018 and other relevant provisions of the
Act.

2.1.2 Functional and presentation currency


These financial statements are presented in Indian Rupees, which is also the Company’s functional currency. All the amounts have been rounded- off to the
nearest thousand, unless otherwise indicated.
2.1.3 Basis of measurement
The financial statements have been prepared on a historical cost basis, except for certain investments in equity instruments which is measured at fair value.

Items Measurement basis


Certain financial assets and liabilities Fair value

2.1.4 Use of estimates and judgements


The preparation of financial statements in conformity with Ind AS requires the management to make judgments, estimates and assumptions that affect the
reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent liabilities, at the end of the reporting period. Although these
estimates are based on the management’s best knowledge of current events and actions, uncertainty about these assumptions and estimates could result in
the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in future periods.

Accounting policies have been consistently applied except whereas newly issued accounting standard is initially adopted or a revision to an existing
accounting standard requires a change in the accounting policy hitherto in use.

Judgments
Information about judgments in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements is
included in the following notes:
(i) Classification of assets as investment property or as property, plant and equipment.- Refer Note 2.2.13 (a)

Assumptions and estimation and uncertainities


Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment in the year ended 31 March
2019 or subsequent year/ years is included in the following notes:
i) Valuation of financial instruments - refer note 39
ii) Non-Recognition of deferred tax asset on carried forward losses and availability of future taxable profit against which tax losses carried forward can be
used - Refer Note 28
2.1.5 Fair value measurement
The Company measures financial instruments, such as, derivatives at fair value at each balance sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between marked participants at the
measurement date.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming
that market participants act in their economic best interest.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient date are available to measure fair value,
maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described
as follows, based on the lowest level input that is significant to the fair value measurement as a whole:
 Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities.
 Level 2 - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e.
derived from prices).
 Level 3 - Inputs for the asset or liability that are not based on observable market data (unobservable inputs).
The management regularly reviews significant unobservable inputs and valuation adjustments.
When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible. If the inputs used to measure the fair
value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorized in its entirety in the same
level of the fair value hierarchy as the lowest level input that is significant to the fair value measurement as a whole at the end of the reporting period.

F - 611
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2019
2.1.6 Current versus non-current classification
The Company presents assets and liabilities in the balance sheet based on current/non-current classification.
An asset is treated as current when it is:
- Expected to be realized within twelve months after the reporting period, or
- Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period
All other assets are classified as non-current.
A liability is current when it is:
- Due to be settled within twelve months after the reporting period, or
- There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.
The Company classifies all other liabilities as non-current. Deferred tax assets and liabilities are classified as non- current assets and liabilities.
2.2 Summary of significant accounting policies
2.2.1 Revenue recognition
Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured.
i. Proceeds from sale of plotted development and constructed property
Ind AS 115 Revenue from Contracts with Customers is mandatorily applicable from reporting period beginning on or after April 1, 2018. Ind AS 115
replaces existing the existing standard on revenue recognition Ind AS 18 ("Revenue recognition") and Ind AS 11 ("Construction Contracts") . The
application of Ind AS 115 has impacted the Company's accounting for recognition of revenue from sale of plots. The Company has applied the modified
retrospective approach to contracts for sale of plots that were not completed as of 1 April 2018 and has given impact of transition to Ind AS 115 by
adjusting Rs 869,018.10 thousands in the opening balance of retained earnings as on 1 April 2018. Accordingly the comparatives have not been restated
and hence not comparable with previous period figures. Due to the application of Ind AS 115 for the year ended 31 March 2019, revenue from sale of plots
is lower by Rs. 423,318.13 thousands and Net loss is higher by Rs.256,100.95 thousands, vis-a-vis the amounts if replaced standards were applicable. The
basic and diluted EPS for the year is (Rs.6730.71) instead of (Rs. 3072.23) per share respectively.

Revenue is recognized upon transfer of control of units of plots to customers and on completion of critical obligation as per the customer contract, in an
amount that reflects the consideration the Company expects to receive in exchange for those units of plots. The Company shall determine the performance
obligations associated with the contract with customers at contract inception and also determine whether they satisfy the performance obligation over time
or at a point in time. In case of plotted development, the Company satisfies the performance obligation and recognises revenue at a point in time i.e., upon
handover of the units of plots for residential use and on completion of critical obligations as per the customer contract.

To estimate the transaction price in a contract, the Company adjusts the promised amount of consideration for the time value of money if that contract
contains a significant financing component. The Company when adjusting the promised amount of consideration for a significant financing component is
to recognise revenue at an amount that reflects the cash selling price of the transferred unit of plots.

ii. Recognition of revenue from transfer of assigment rights


Revenue from transfer of assigment rights is recognised upon transfer of all significant risks and rewards of ownership of such real estate/ property, as per
the terms of the contracts entered into with buyers, which generally coincides with the firming of the sales contracts/ agreements. Revenue from transfer of
assigment rights is only recognised when transfer of legal title to the buyer is not a condition precedent for transfer of significant risks and rewards of
ownership to the buyer.

iii. Interest income


Interest income is recognised on a time proportion basis as and when accrued. Interest income on financial instruments are recognised using the effective
interest rate method. The effective interest rate is the rate that exactly discounts the estimated future cash receipts through the expected life of the financial
asset to the gross carrying amount of the asset.

iv. Dividend income


Dividends is recognised when the share holders or unit holder right to receive the payment is established, which is generally when shareholders approve the
dividend.
2.2.2 Investment properties
i. Recognition and measurement
Investment properties are properties held to earn rentals or for capital appreciation, or both. Investment properties are measured initially at their cost of
acquisition. The cost comprises purchase price, borrowing cost, if capitalization criteria are met and directly attributable cost of bringing the asset to its
working condition for the intended use. Any trade discount and rebates are deducted in arriving at the purchase price. The cost of the assets not ready for
their intended use before such date, are disclosed as Investment property under development.

Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future
economic benefits associated with the item will flow to the Company. All other repair and maintenance costs are recognized in statement of profit or loss
as incurred.

Investment properties are depreciated on straight-line method over their estimated useful lives. However, where the Management’s estimate of the
remaining useful life of the assets on a review subsequent to the time of acquisition is different, then depreciation is provided over the remaining useful life
based on the revised useful life. The residual values, useful lives and methods of depreciation are reviewed at each financial year end and adjusted
prospectively.
The fair value of investment property is disclosed in the note 4. Fair values is determined by an independent valuer who holds a recognized and relevant
professional qualification and has recent experience in the location and category of the investment property being valued.
ii. Subsequent expenditure

F - 612
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2019
Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with the expenditure will flow to the company and
the cost of the investment property can be measured reliably.

iii. Depreciation
Based on an independent assessment, the management has estimated the useful lives of the following class of assets. Depreciation is provided on straight
line method as per the following useful life of the assets estimated by the management:
Asset Useful life
Building 5-60 years
The residual values, useful lives and method of depreciation are reviewed at the end of each financial year.
A leased asset is depreciated on a straight-line basis over the useful life of the asset. However, if there is no reasonable certainty that the company will
obtain the ownership by the end of the lease term, the capitalized asset is depreciated on a straight-line basis over the shorter of the estimated useful life of
the asset or the lease term.
iv. Depreciation
Investment properties are de-recognized either when they have been disposed off or when they are permanently withdrawn from use and no future
economic benefit is expected from their disposal. The difference between the net disposal proceeds and the carrying amount of the asset is recognized in
profit or loss in the period of de-recognition.
2.2.3 Inventories
Related to real estate activities
Direct expenditure relating to construction activity is inventorised. Other expenditure (including borrowing costs) during construction period is
inventorised to the extent the expenditure is directly attributable cost of bringing the asset to its working condition for its intended use. Other expenditure
(including borrowing costs) incurred during the construction period which is not directly attributable for bringing the asset to its working condition for its
intended use is charged to the statement of profit and loss. Direct and other expenditure is determined based on specific identification to the construction
and real estate activity. Cost incurred/ items purchased specifically for projects are taken as consumed as and when incurred/ received.

i.Work-in-progress - Real estate projects (including land inventory): Represents cost incurred in respect of unsold area of the real estate development
projects or cost incurred on projects where the revenue is yet to be recognised. Real estate work-in-progress is valued at lower of cost and net realisable
value.

ii.Finished goods - Plots: Valued at lower of cost and net realisable value.
iii.Land inventory: Valued at lower of cost and net realisable value.
2.2.4 Impairment of assets
Non-financial assets
The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any indication exists, or when annual
impairment testing for an asset is required, the Company estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an
asset’s or cash-generating unit’s (CGU) fair value less costs of disposal and its value in use. The recoverable amount is determined for an individual asset,
unless the asset does not generate cash inflows that are largely independent of those from other assets or Companys of assets. Where the carrying amount
of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to arrive at its recoverable amount. In assessing
value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of
the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into
account, if available. If no such transactions can be identified, an appropriate valuation model is used.

The Company bases its impairment calculation on detailed budgets and forecast calculations which are prepared separately for each of the Company’s cash-
generating units to which the individual assets are allocated. These budgets and forecast calculations are generally covering a period of five years.

For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is any indication that previously recognised
impairment losses may no longer exist or may have decreased. If such indication exists, the company estimates the asset’s or CGU's recoverable amount. A
previously recognised impairment loss is reversed only if there has been a change in the assumptions used to determine the asset’s recoverable amount
since the last impairment loss was recognised. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor
exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years.
Such reversal is recognised in the statement of profit and loss unless the asset is carried at a revalued amount, in which case the reversal is treated as a
revaluation increase.

Financial assets
The Company recognises loss allowances using the expected credit loss (ECL) model for the financial assets which are not fair valued through profit or
loss. The Company tests for impairment using the ECL model for financial assets such as loans and advances to be settled in cash.
Loss allowance for loans with no significant financing component is measured at an amount equal to lifetime ECL. Life time ECL are the expected credit
losses resulting from all possible default events over the expected life of a financial instrument. The 12 month ECL is a portion of the lifetime ECL which
results from default events on a financial instrument that are possible within 12 months after the reporting date.
ECL impairment loss allowance (or reversal) recognised during the period is recognised as income/expense in the statement of profit and loss (P&L). This
amount is reflected in a separate line in the P&L as an impairment gain or loss. For financial assets measured at amortised cost, ECL is presented as an
allowance which reduces the net carrying amount of the financial asset.

F - 613
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2019
2.2.5 Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
Initial recognition and measurement
All financial assets are recognised initially at fair value plus, transaction costs that are attributable to the acquisition of the financial asset except in the case
of financial assets recorded at fair value through profit or loss.
Financial liabilities are classified as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or as derivatives designated as
hedging instruments in an effective hedge, as appropriate. All financial liabilities are recognised initially at fair value and, in the case of loans and
borrowings and payables, net of directly attributable transaction costs.
Subsequent measurement
(i) Financial assets carried at amortised cost
A financial asset is subsequently measured at amortised cost if it is held within a business model whose objective is to hold the asset in order to collect
contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and
interest on the principal amount outstanding.
(ii) Financial assets at fair value through other comprehensive income (FVTOCI)
A financial asset is subsequently measured at fair value through other comprehensive income if it is held within a business model whose objective is
achieved by both collecting contractual cash flows and selling financial assets and the contractual terms of the financial asset give rise on specified dates to
cash flows that are solely payments of principal and interest on the principal amount outstanding. Further, in cases where the Company has made an
irrevocable election based on its business model, for its investments which are classified as equity instruments, the subsequent changes in fair value are
recognised in other comprehensive income.

(iii) Financial assets at fair value through profit or loss (FVTPL)


A financial asset which is not classified in any of the above categories are subsequently fair valued through profit or loss.
(iv)Equity investments
All equity investments in scope of Ind AS 109 are measured at fair value. Equity instruments which are held for trading and contingent consideration
recognised by an acquirer in a business combination to which Ind AS 103 applies are classified as at FVTPL. Equity instruments included within the
FVTPL category are measured at fair value with all changes recognised in the P&L.
(v)Financial liabilities
Financial liabilities are subsequently carried at amortised cost using the effective interest method, except for contingent consideration recognised in a
business combination which is subsequently measured at fair value through profit and loss. For trade and other payables maturing within one year from the
balance sheet date, the carrying amounts approximate the fair value due to the short maturity of these instruments.
Interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in statement of
profit or loss when the liabilities are derecognised as well as through the EIR amortisation process. Amortised cost is calculated by taking into account any
discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement
of profit and loss.

Reclassification of financial assets


The Company determines classification of financial assets and liabilities on initial recognition. After initial recognition, no reclassification is made for
financial assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if
there is a change in the business model for managing those assets. Changes to the business model are expected to be infrequent. The Company’s senior
management determines change in the business model as a result of external or internal changes which are significant to the Company’s operations. A
change in the business model occurs when the Company either begins or ceases to perform an activity that is significant to its operations. If the Company
reclassifies financial assets, it applies the reclassification prospectively from the reclassification date which is the first day of the immediately next
reporting period following the change in business model. The Company does not restate any previously recognised gains, losses (including impairment
gains or losses) or interest.

The following table shows various reclassifications and how they are accounted for:
Original classification Revised Accounting treatment
classification
Amortized cost FVTPL Fair value is measured at reclassification date. Difference between previous
amortized cost and fair value is recognized in P&L.
FVTPL Amortized cost Fair value at reclassification date becomes its new gross carrying amount. EIR is
calculated based on the new gross carrying amount.
Amortized cost FVTOCI Fair value is measured at reclassification date. Difference between previous
amortized cost and fair value is recognized in OCI. No change in EIR due to
reclassification.
FVTOCI Amortized cost Fair value at reclassification date becomes its new amortized cost carrying
amount. However, cumulative gain or loss in OCI is adjusted against fair value.
Consequently, the asset is measured as if it had always been measured at
amortized cost.
FVTPL FVTOCI Fair value at reclassification date becomes its new carrying amount. No other
adjustment is required.
FVTOCI FVTPL Assets continue to be measured at fair value. Cumulative gain or loss previously
recognized in OCI is reclassified to P&L at the reclassification date.

F - 614
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2019
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the consolidated balance sheet if there is a currently enforceable legal
right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

Derecognition of financial instrument


A financial asset is primarily derecognised when:
- the rights to receive the cash flows from the asset have expired or
- the Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without
material delay to a third party under a 'pass-through' arrangement; and either (a) the Company has transferred substantially all the risks and rewards of the
asset, or (b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
When the Company has transferred its right to receive the cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to
what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the
asset, nor transferred control of the asset, the Company continues to recognise the transferred asset to the extent of the Company's continuing involvement.
In that case, the Company also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the
rights and obligations that the Company has retained.
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is
replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange
or modification is treated as derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts
is recognised in the statement of profit or loss.
2.2.5 Borrowing costs
Borrowing costs are interest and other costs incurred in connection with borrowings of funds. Borrowing costs directly attributable to acquisition/
construction of qualifying assets are capitalised until the time all substantial activities necessary to prepare the qualifying assets for their intended use are
complete. A qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use/ sale. All other borrowing costs not
eligible for inventorisation/ capitalisation are charged to statement of profit and loss.

2.2.6 Cash and cash equivalents


Cash and cash equivalents in the balance sheet comprise cheques in hand and cash at bank and in hand and short-term deposits with an original maturity of
three months or less. For the purpose of the statement of cash flows, cash and bank balance consist of cash and bank balances and short-term deposits, as
defined above, net of outstanding bank overdrafts and cash credit facilities.

2.2.7 Foreign currency


i. Functional currency
The Company’s financial statements are presented in INR, which is also the company’s functional currency.
ii. Transactions and balances
Transactions in foreign currencies are initially recorded by the Company’s entities at their respective functional currency spot rates at the date
transaction first qualifies for recognition.
Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date.

Transactions in foreign currencies are initially recorded by the Company at their respective functional currency spot rates at the date transaction
first qualifies for recognition.
Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date.

Exchange differences arising on settlement or translation of monetary items are recognised in profit or loss with the exception of exchange differences
arising on monetary items that are designated as part of the hedge of the Company’s net investment of a foreign operation. These are recognised in OCI
until the net investment is disposed of, at which time, the cumulative amount is reclassified to profit or loss. Tax charges and credits attributable to
exchange differences on those monetary items are also recorded in OCI.

Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial
transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is
determined. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with recognition of the gain or loss on
the change in fair value of the item (i.e. translation differences on items whose fair value gain or loss is recognised in OCI or profit or loss are also
recognised in OCI or profit or loss, respectively).

F - 615
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2019
2.2.8 Income taxes
Current income tax
Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. Current income tax
is measured at the amount expected to be paid to the tax authorities in accordance with the Income Tax Act, 1961.
Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other comprehensive income or in
equity). Current tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates
positions taken in the tax returns with respect to situation in which applicable tax regulations are subject to interpretation and establishes provisions where
appropriate.

Deferred tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for
financial reporting purposes as the reporting date.
Deferred tax liabilities are recognised for all taxable temporary differences, except:
- When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in transaction that is not a business combination and,
at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.
- In respect of taxable temporary differences associated with investments in subsidiaries, associates and interest in joint ventures, when the timing of the
reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax
assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry
forward of unused tax credits and unused tax losses can be utilised, except:
- When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a
transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.
- In respect of deductible temporary differences associated with investments in subsidiaries, associates and interest in joint ventures, deferred tax assets are
recognized only to the extent that is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available
against which the temporary differences can be utilized.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that is no longer probable that sufficient taxable
profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date
and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled,
based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in the OCI or in the equity). Deferred tax items
are recognised in correlation to the underlying transaction either in OCI or directly in equity.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the
deferred taxes related to the same taxable entity and the same taxation authority.
2.2.9 Earnings per share
Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of
equity shares outstanding during the year. Partly paid equity shares are treated as a fraction of an equity share to the extent that they were entitled to
participate in dividends relative to a fully paid equity share during the reporting period. The weighted average number of equity shares outstanding during
the year is adjusted for events of bonus issue; bonus element in a rights issue to existing shareholders; share split; and reverse share split.

For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average
number of shares outstanding during the year are adjusted for the effects of all potentially dilutive securities.
2.2.10 Provisions
A provision is recognised when the enterprise has a present obligation (legal or constructive) as a result of a past event and it is probable that an outflow of
resources embodying economic benefit will be required to settle the obligation, and a reliable estimate can be made of the amount of obligation. Provisions
are not discounted to their present value and are determined based on best estimate required to settle the obligation at the balance sheet date. These are
reviewed at each balance sheet date and adjusted to reflect the current best estimates.

2.2.11 Contingent liabilities


A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or
more uncertain future events beyond the control of the Company or a present obligation that is not recognised because it is not probable that an outflow of
resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be
recognised because it cannot be measured reliably. The Company does not recognise a contingent liability but discloses its existence in the financial
statements.
2.2.12 Onerous contracts
A contract is considered to be onerous when the expected economic benefits to be derived by the Company from the contract are lower than the
unavoidable cost of meeting its obligations under the contract. The provision for an onerous contract is measured at the present value of the lower of the
expected cost of terminating the contract and the expected net cost of continuing with the contract. Before such a provision is made, the Company
recognises any impairment loss on the assets associated with that contract.

F - 616
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to financial statements for the year ended March 31, 2019
2.2.13 Significant accouting judgements, estimates and assumptions
The preparation of financial statements in conformity with the recognition and measurement principles of Ind AS requires management to make
judgements, estimates and assumptions that affect the reported balances of revenues, expenses, assets and liabilities and the accompanying disclosures, and
the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to
the carrying amount of assets or liabilities affected in future periods.

i) Judgements
In the process of applying the accounting policies, management has made the following judgements, which have the most significant effect on the amounts
recognised in the financial statements:
a) Classification of property
The Company determines whether a property is classified as investment property or inventory:

The company is developing a township project containing various type of real estate development. Based on the intention of use, the land property and
related development cost have been classified as either investment property, property plant & equipment or inventoried.

Investment property comprises land and buildings (principally offices, commercial and retail property) that are not occupied substantially for use by, or
in the operations of, the Company, nor for sale in the ordinary course of business, but are held primarily to earn rental income and capital appreciation.
These buildings are substantially rented to tenants and not intended to be sold in the ordinary course of business. Inventory property comprises property
that is held for sale in the ordinary course of business. Principally, this is residential property that the Company develops and intends to sell before or on
completion of construction/development.

The Company based its assumptions and estimates on parameters available on the reporting period about future developments the above judgements are
considered, however, may change due tomarket changes or circumstances arising that are beyond the control of the Company. Such changes are
reflected in the assumptions when they occur.

2.2.14 Recent accounting pronouncements (Standards issued but not yet effective)
Ind AS 116 Leases was notified in March 30, 2019 and it replaces Ind AS 17 Leases , including appendices thereto. Ind AS 116 is effective for annual
periods beginning on or after April 1, 2019. Ind AS 116 sets out the principles for the recognition, measurement, presentation and disclosure of leases and
requires lessees to account for all leases under a single on-balance sheet model similar to the accounting for finance leases under Ind AS 17. The standard
includes two recognition exemptions for lessees – leases of ‘low-value’ assets (e.g., personal computers) and short-term leases (i.e., leases with a lease
term of 12 months or less). At the commencement date of a lease, a lessee will recognise a liability to make lease payments (i.e., the lease liability) and an
asset representing the right to use the underlying asset during the lease term (i.e., the right-of-use asset). Lessees will be required to separately recognise the
interest expense on the lease liability and the depreciation expense on the right-of-use asset.

Lessees will be also required to remeasure the lease liability upon the occurrence of certain events (e.g., a change in the lease term, a change in future lease
payments resulting from a change in an index or rate used to determine those payments). The lessee will generally recognise the amount of the
remeasurement of the lease liability as an adjustment to the right-of-use asset.

Lessor accounting under Ind AS 116 is substantially unchanged from today’s accounting under Ind AS 17. Lessors will continue to classify all leases using
the same classification principle as in Ind AS 17 and distinguish between two types of leases: operating and finance leases.

The Company intends to adopt these standards, if applicable, when they become effective. As the Company does not have any material leases, therefore the
adoption of this standard is not likely to have a material impact in its standalone Ind AS financial statements.

F - 617
Nam Estates Private Limited
Notes to the financial statements for the year ended March 31, 2019

3 Property, plant and equipment


(Rs. in thousands)
Description Tangible, owned
Furniture and fixtures
Cost or Deemed Cost
Balance as at April 1, 2017 3.80
Additions during the year -
Disposals -
Balance as at March 31, 2018 3.80

Balance as at April 1, 2018 3.80


Additions during the year -
Disposals -
Balance as at March 31, 2019 3.80

Accumulated depreciation
Balance as at April 1, 2017 3.80
Depreciation for the year -
Balance as at March 31, 2018 3.80

Balance as at April 1, 2018 3.80


Depreciation for the year -
Balance as at March 31, 2019 3.80

Carrying amount
Balance as at March 31, 2018 -
Balance as at March 31, 2019 -

F - 618
Nam Estates Private Limited
Notes to financial statements for the year ended March 31, 2019
4 Investment property
(Rs. in thousands)
Freehold land Total

Cost or deemed cost


Balance as at 1 April 2017 - -
Additions during the year (Refer Note (a) below) 1,63,792.25 1,63,792.25
Balance as at 31 March 2018 1,63,792.25 1,63,792.25

Balance as at 1 April 2018 1,63,792.25 1,63,792.25


Additions during the year 8,239.66 8,239.66
Balance as at 31 March 2019 1,72,031.91 1,72,031.91
Accumulated depreciation
Balance as at 1 April 2017 - -
Charge for the year - -
Balance as at 31 March 2018 - -
Balance as at 1 April 2018 - -
Charge for the year - -
Balance as at 31 March 2019 - -
Carrying Amount:
As at 31 March 2018 1,63,792.25 1,63,792.25
As at 31 March 2019 1,72,031.91 1,72,031.91
(a) Investment property comprises of cost of freehold land which is reclassified during the previous year as investment property.
(Rs. in thousands)
(b) Amounts Recognised in Statement of Profit and Loss for Investment March 31, 2019 March 31, 2018
Property

Income derived from investment properties - -


Direct operating expenses (including repairs and maintenance) generating
837.78 702.71
didn't generate rental income during the period
Profit/(loss) arising from investment properties before depreciation and
(837.78) (702.71)
indirect expenses
Less: Depreciation - -
Loss Arising from Investment Properties (837.78) (702.71)
(c) Determination of Fair value
The fair value of investment property has been determined by external, independent property valuers, having appropriate recognised
professional qualifications and recent experience in the location and category of the property being valued. The independent valuers
provide the fair value of the investment property annually.
Fair value: Rs in thousands
As at 31 March 2018 51,53,000
As at 31 March 2019 55,41,000
The fair value measurement for all of the investment property has been categorised as a Level 3 fair value based on the inputs to the
valuation technique used.
The Company has used "Direct Comparison" method and "Discounted cash flow" approach for assessing the fair value of the
The "Direct Comparison Approach" is based on the comparison of the property to similar positioned properties in the region.
Wherein, the property is accorded premium / discounts based on various factors to arrive at achievable market value of the property
as on the date of valuation. The result is the best estimate of value, the valuer can attribute and is an estimate. This methodology
uses market information such as quoted / transacted value of various comparable.
In the "Discounted Cash Flow" method, the future cash flows from the property are forecasted using precisely stated assumptions.
This method allows for the explicit modelling of income associated with the property. These future financial benefits are then
discounted to a present day value at an appropriate discount rate.
Para 97 of Ind AS 113 Fair value measurements states that for each class of assets and liabilities not measured at fair value in the
balance sheet but for which the fair value is disclosed, an entity shall disclose the information required by paragraph 93(b), (d) and
(i). However, the said para states that an entity is not required to provide the quantitative disclosures about significant unobservable
inputs used in fair value measurements categorised within Level 3 of the fair value hierarchy required by paragraph 93(d).
Therefore, no disclosure in relation to sensitivity analysis of significant unobservable inputs used in fair value measurements of
Investment property and Investment property under development (including capital advances) has been provided in these financial
statements.
(d) Restriction on realisability
The above said property is placed as collateral security for the secured loan availed from the financial institution by the company
and its holding company as well.

F - 619
Nam Estates Private Limited
Notes to financial statements for the year ended March 31, 2019
5 Investment property under development
(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018
Investment property under development ((refer note (i) below) 7,11,601.92 4,31,168.28
7,11,601.92 4,31,168.28
i) Investment property under development comprises of infrastructure cost incurred for the development of property.
6 Loans - Non current
(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018

Unsecured,considered Good
Loans to related parties(Refer Note 35) - 6,49,072.22
- 6,49,072.22
7 Other financial assets - Non-current
(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018
Deposits 11.00 1,039.16
11.00 1,039.16

8 Other non-current assets


(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018
Balance with government authorities - -
Advance tax, net of provision for tax 29,971.18 23,995.45
Advances paid for purchase of land 1,37,584.32 1,37,584.32
1,67,555.50 1,61,579.77
9 Inventories(valued at lower of cost and net realizable value)
(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018
Cost of land and infrastructure development 33,81,571.62 14,81,818.95
33,81,571.62 14,81,818.95
10 Trade receivables
(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018
Trade Receivables considered good - Secured - -
Trade Receivables considered good - unsecured(Refer note no.35) 12,74,715.67 9,68,718.72
Trade receivables which have significant increase in Credit Risk - -
Trade receivables - credit impaired - -
12,74,715.67 9,68,718.72
11 Loans - current
(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018
Unsecured, considered good
Loan to related parties(Refer note no.35) 4,43,028.53 7,37,159.08
4,43,028.53 7,37,159.08
12 Cash and bank balances
(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018
Cash and cash equivalents
Balances with banks
- in current accounts 20,071.62 32,054.70
- in escrow account (refer note (i) below) 11,975.05 1,72,493.21
32,046.67 2,04,547.91
Other bank balances
- in fixed deposits 32,931.73 31,213.45
32,931.73 31,213.45
64,978.40 2,35,761.36

(i) Rs 11,975.05 (March 31, 2018: Rs 1,72,493.21) thousands is held in escrow account with HDFC Limited for repayment of term loans.

F - 620
Nam Estates Private Limited
Notes to financial statements for the year ended March 31, 2019

13 Other financial assets - current


(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018
Unsecured,considered Good
Receivable from related parties(refer note 35) 5,06,241.36 5,27,995.74
Interest accrued on fixed deposits 161.37 127.91
5,06,402.73 5,28,123.65

14 Other current assets


(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018
Advance to suppliers 2,97,176.62 3,17,077.35
Unbilled revenue - 8,68,916.39
Prepaid expenses 209.86 -
Balance with government authorities 39,915.69 46,803.26
3,37,302.17 12,32,797.00

F - 621
Nam Estates Private Limited
Notes to financial statements for the year ended March 31, 2019
15 Equity share capital
(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018
Authorised capital
200,000 (March 31, 2018: 200,000) equity shares of Rs 10 each 2,000.00 2,000.00
Issued, subscribed and paid up capital
70,002 (March 31, 2018: 70,002) equity shares of Rs 10 each, fully paid up 700.02 700.02
700.02 700.02
(i) Equity shareholders holding more than 5 percent equity shares of the Company:
Name of the share holder March 31, 2019 March 31, 2018
No. of shares % holding No. of shares % holding
Embassy Property Developments Private Limited
65,742 93.91% 65,742 93.91%
(holding company)
HB Jairaj - - 4,260 6.09%
65,742 93.91% 70,002 100.00%
(ii) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the reporting year is given below

March 31, 2019 March 31, 2018


No of shares Amount No of shares Amount
Number of equity shares outstanding at the
70,002 700.02 70,002 700.02
beginning of the year
Number of equity shares issued during the year -
- - -
Number of equity shares outstanding at the end of
70,002 700.02 70,002 700.02
the year
(iii) Rights, preferences and restrictions attached to equity shares
The Company has only one class of share referred to as equity shares having a par value of Rs 10. Each holder of the equity share, as
reflected in the records of the Company as of the date of the shareholder meeting, is entitled to one vote in respect of each share held
for all matters submitted to vote in the shareholder meeting. The Company declares and pays dividends in Indian rupees. The dividend
proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event
of liquidation of the Company, the holders of equity shares will be entitled to receive any of the 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.

(iv) Buy back of shares and shares allotted by way of bonus shares
There have been no buy back of shares, issue of shares by way of bonus shares or issue of shares pursuant to contract without payment
being received in cash for the period of five years immediately preceding the balance sheet.

F - 622
Nam Estates Private Limited
Notes to financial statements for the year ended March 31, 2019
16 Borrowings - non current
(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018

Secured:
Term Loan:*
from financial institution (refer note below) 44,65,724.71 44,21,039.75
44,65,724.71 44,21,039.75

Details of security, repayment and interest of term loans (including current maturities of long - term debt):
(i) HDFC Limited [balance as at 31 March 2019, including current maturities of long-term debt: Rs. 64,81,481.94 Thousand
(Previous year: Rs 66,58,254.13 Thousand)].
Tranch 1 Of Rs.73,70,000 thousand
1 Mortgage of piece and parcel of land admeasuring 196.69 acres situated at Heggenahalli & Nagamangala villages
An exclusive charge has been created on the scheduled receivable of sold and unsold units under the documents entered into with the
2 customers of the projects. Scheduled receivable are the receivable/cash flows/revenues including booking amounts arising out of or in
connection with or relating to the above projects.
3 Personal guarantee of director of Holding Company
(Rs. in thousands)
Repayment and interest terms As at 31 March 2019 As at 31 March 2018
Repayable in 60 months and to be settled by December 2020. The loan carries an
interest rate of 11.70% p.a linked to HDFC corporate prime lending rate. With
62,51,481.94 64,28,254.13
effect from 1st October, 2018 the corporate prime lending rate stands at 13.30%

Tranch 2 of Rs.2,30,000 thousand


1 Mortgage of piece and parcel of land admeasuring 196.69 acres situated at Heggenahalli & Nagamangala villages
An exclusive charge has been created on the scheduled receivable of sold and unsold units under the documents entered into with the
2 customers of the projects. Scheduled receivable are the receivable/cash flows/revenues including booking amounts arising out of or in
connection with or relating to the above projects.
3 Personal guarantee of director of Holding Company
(Rs. in thousands)
Repayment and interest terms As at 31 March 2019 As at 31 March 2018
Repayable in one installment by December 2020. The loan carries an interest rate
of 11.80% p.a linked to HDFC corporate prime lending rate.
2,30,000.00 2,30,000.00
With effect from 1st October, 2018 the corporate prime lending rate stands at
13.30%

17 Other financial liabilities - non current


(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018
Retention money towards project cost 84,061.87 83,039.85
84,061.87 83,039.85
18 Borrowings -current
(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018
Interest accrued and due on term loan
- to financial institutions - 68,639.02
- 68,639.02

F - 623
Nam Estates Private Limited
Notes to financial statements for the year ended March 31, 2019
19 Trade Payables
(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018
Trade payables to MSME (refer note 33) 11,073.40 4,247.04
Trade payables to other than MSME (refer note 33) 4,39,722.71 2,22,474.92
4,50,796.11 2,26,721.96
20 Other financial liabilities - current
(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018
Current maturities of long-term debt (Refer note 16) 19,96,134.87 22,08,254.13
19,96,134.87 22,08,254.13

21 Other non-financial liabilities - current


(Rs. in thousands)
Particulars As at 31 March 2019 As at 31 March 2018
Advance received from customers 21,399.56 16,01,721.40
Deferred revenue 34,01,798.57 -
Statutory payables 13,604.64 15,754.00
34,36,802.77 16,17,475.40

(This space has been left blank intentionally)

F - 624
Nam Estates Private Limited
Notes to financial statements for the year ended March 31, 2019
22 Revenue from operation
(Rs. in thousands)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Proceeds from sale of plots - 10,29,268.15
Other Operating Income 789.99 199.00
789.99 10,29,467.15
23 Other income
(Rs. in thousands)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Interest income
- from IT refund - 1,338.07
- from fixed deposits 1,946.40 1,348.15
- from related party(refer note 35) 51,686.13 99,749.11
Profit from redemption of mutual funds 370.80 -

54,003.33 1,02,435.33
24 Land,material and contract cost
(Rs. in thousands)
Year ended Year ended
Particulars March 31, 2019 March 31, 2018
Land, material and contract cost - 8,17,870.78
- 8,17,870.78
25 Finance cost
(Rs. in thousands)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Interest expense
- term loan 1,38,099.00 3,69,029.10
- others 1,333.40 9,275.91
- debentures( refer note 35) - 82,337.51
1,39,432.40 4,60,642.52
26 Other expenses
(Rs. in thousands)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Brokerage and commission 17,695.71 17,284.16
Legal and professional fees 10,045.27 32,204.27
Advertisement expenses 25,449.82 31,373.44
Business promotion expenses 74,645.80 48,053.48
Marketing expenses 12,308.93
Rates and taxes 4,138.48 3,042.18
Incentive 5,762.36 6,416.43
Software and internet usage charges 1,639.55 355.21
Franking charges 635.56 110.95
Foreign exchange loss,net 462.72 551.00
Repairs and maintenance 61,847.92 19,639.01
Contribution to political parties - electoral bonds 1,65,000.00 1,388.18
Travel and conveyance expenses 95.19 419.08
Bank charges 630.31 243.07
Office maintenance 1,483.14 697.88
Interest on TDS/GST 88.47 1,490.01
Miscellaneous expenses 6,015.37 1,631.13
3,87,944.60 1,65,168.54

F - 625
Nam Estates Private Limited
Notes to financial statements for the year ended March 31, 2019
27 Contingent liabilities, capital commitments and contingent assets
Capital commitment as at March 31, 2019 is Rs.23,394.93 thousands (March 31, 2018 - Rs. 24,678.61 thousands)
The Company has several cases pending against it towards the title of land acquired by it. Management, based on legal advice obtained and also based on the
court rulings (in favour of the Company), believe that the title to the land held by it is good and marketable. The future expected cash outflow out of the above
pending cases/litigations cannot be ascertained , hence no amounts quantified.

The Company has extended mortagage of 196.69 acres of land situated at Heggenahalli and Nagamangala for a comprehensive loan borrowed by its holding
Company for various projects executed by its holding Company and charge is created on the receivables in the project Embassy Springs being developed. The
loan balance outstanding as on March 31, 2019 is Rs.53,90,000 thousands.

28 Income taxes
Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate:
(Rs. in thousands)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Loss before tax (4,71,163.11) (3,04,658.69)
Tax at the Indian tax rate of 26% (March 31, 2018: 25.75%) (1,22,502.41) (78,449.61)
Effect of:
Permanent disallowance 80,548.45 1,18,615.45
Deferred tax asset not created on business losses 41,953.96 (38,413.07)
At the effective income tax rate Nil (March 31, 2018: Nil) - 1,752.77
Income tax expense reported in the statement of profit and loss - 1,752.77
Unrecognised deferred tax assets
Deferred tax assets have not been recognised on accumulated losses, because it is not probable that sufficient future taxable profit will be available against
which the Company can set it off within the time limit prescribed to set off the accumalated business loss as per the Income Tax Act.
With many projects in the pipeline for which development has not yet started, the Company has not recognised Deferred Tax asset as there is no probability to
earn enough profits within the restricted time limit of carry forward and set off of losses.
(Rs. in thousands)
March 31, 2019 March 31, 2018
Impact of accumulated tax losses 1,09,878.28 51,045.84
Others - 14.38
1,09,878.28 51,060.22
29 Auditors’ remuneration including applicable taxes(Included in legal and professional charges)
(Rs. in thousands)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Statutory audit fees 1,770.00 1,770.00
Tax audit fees 295.00 295.00
Total 2,065.00 2,065.00

30 Earnings/ (loss) per share


The following reflects the profit / (loss) and weighted average number of shares data used in the basic and diluted EPS computation:

i. Reconciliation of earnings used in calculating earnings per share:


(Rs. in thousands)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Total comprehensive income as per statement of profit and loss (4,71,163.11) (3,06,411.46)

Total comprehensive income as per statement of profit and loss (4,71,163.11) (3,06,411.46)

ii. Reconciliation of basic and diluted shares used in computing earnings per share
(Rs. in thousands)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
No. of equity shares at the beginning of the year 70,002.00 70,002.00
Add/Less: movement during the year
No. of equity shares at the end of the year 70,002.00 70,002.00

Weighted average number of equity shares of Rs 10 each used for calculation of basic earnings
(6,730.71) (4,377.18)
per share

F - 626
Nam Estates Private Limited
Notes to financial statements for the year ended March 31, 2019

31 Details of Projects in progress


(Rs. in thousands)
Year ended
Particulars
March 31, 2018
Project revenue recognised during the year 10,29,268.15
In respect of projects in progress at the year end:
(a) Aggregate costs incurred and recognised profits (less recognised 19,31,068.79
losses) up to the balance sheet date (from inception of the projects)
(b) Amount due from customers to the extent of work done 18,37,635.11
(c) Amount due to customer to the extent of amount received in excess of 16,01,721.40
work done
32 The Company carries out real estate development activities and outsources its management/construction/technology assistance requirements and hence does
not have any employees on its rolls and does not incur any employee related benefits/ costs.

33 Dues to Micro, small and medium enterprises


The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated August 26, 2008 which recommends that the Micro and Small
Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated after filing of the Memorandum
in accordance with the ‘Micro, Small and Medium Enterprises Development Act, 2006’ (‘the MSMED Act’). Accordingly, the disclosure in respect of the
amounts payable to such enterprises as at March 31, 2019 (March 31, 2018) has been made in the financial statements based on information received and
available with the Company. Further in view of the Management, the impact of interest, if any, that may be payable in accordance with the provisions of the
MSMED Act is not expected to be material. The Company does not have any interest dues to micro and small enterprises as at March 31, 2019 (March 31,
2018 - Nil), the details of principal payment has been made below.
(Rs. in thousands)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
The principal amount and the interest due thereon remaining unpaid to any
supplier as at the end of each accounting year;
(a) (i) Principal 11,073.40 4,247.04
(ii) Interest - -
(b) The amount of interest paid by the Company in terms of Section 16 of
the Micro, Small and Medium Enterprises Development Act, 2006, along
with the amounts of the payment made to the supplier beyond the
appointed day during the year*;
(i) Interest - -
(ii) Payment - -
(c) The amount of interest due and payable for the period of delay in
making payment (which have been paid but beyond the appointed day
during the year) but without adding the interest specified under the Micro,
Small and Medium Enterprises Development Act, 2006 - -
(d) The amount of interest accrued and remaining unpaid at the end of the
year - -
(e) The amount of further interest remaining due and payable even in the
succeeding years, until such date when the interest dues above are actually
paid to the small enterprise, for the purpose of disallowance of a deductible
expenditure under section 23 of the Micro, Small and Medium Enterprises
Development Act, 2006 - -
* No interest has been paid by the Company during the year.
34 Segment reporting
The Company is primarily engaged in the business of real estate development, which as per Indian Accounting Standard – 108 on ‘Operating Segments’ is
considered to be the only reportable business segment. The Company is operating in India. which is considered as a single geographical segment.

35 Related parties
(i) Names of related parties and description of relationship:
Enterprises where control exists
Ultimate Holding company JV Holding Private Limited
Holding company Embassy Property Developments Private Limited
(ii) Other related parties with whom transactions have taken place during the
1. Enterprises owned or significantly influenced by individuals having
substantial voting interest and their relatives
Udhyaman Investments Private Limited
Synergy Property Development Services Private Limited
Embassy Services Private Limited
Lounge Hospitality LLP
2. Key management personnel Rajesh Bajaj
P.R. Ramakrishnan

F - 627
Nam Estates Private Limited
Notes to financial statements for the year ended March 31, 2019
(iii) Details of related party transactions during the year
(Rs. in thousands)
Year ended Year ended
Particulars March 31, 2019 March 31, 2018
Loan given/(refund)
Embassy Property Developments Private Limited (9,43,202.77) (30,12,482.22)

Demand raised for sale of plots


Udhyaman Investments Private Limited 4,67,486.51 4,27,422.17

Interest Income
Embassy Property Developments Private Limited 51,686.13 99,749.11

Reimbursement of project cost and expenses


Udhyaman Investments Private Limited 1,08,984.41 3,88,351.12

Material and contract cost


Synergy Property Development Services Private Limited 48,147.43 24,904.20
Embassy Services Private Limited 66,398.65 33,154.13

Redemption of debentures including Interest


Embassy Property Developments Private Limited - (11,64,959.96)

Business Promotion
Lounge Hospitality LLP 7,611.56 -
JV Holdings Private Limited 18,309.02 -

Business Consultancy Fee


Embassy Property Developments Private Limited 51,496.96 34,481.51

Purchase of rights in Plots


Udhyaman Investments Private Limited 27,161.74 -

Incentives
Embassy Property Developments Private Limited 5,762.36 5,317.02

Advertisement Charges
Embassy Property Developments Private Limited 35,861.74 -

Interest expense
Embassy Property Developments Private Limited - 82,337.51

(iv) Amount outstanding as at the balance sheet date


(Rs. in thousands)
Particulars March 31, 2019 March 31, 2018
Financial assets - non current
Embassy Property Developments Private Limited - 6,49,072.22

Financial assets - current


Embassy Property Developments Private Limited 4,43,028.53 7,37,159.08

Financial assets - current


Udhyaman Investments Private Limited 5,06,241.36 5,27,995.74

Trade receivables
Udhyaman Investments Private Limited 7,59,253.93 3,32,422.17

Trade payables
Synergy Property Development Services Private Limited 46,536.98 8,823.60
Embassy Services Private Limited 70,318.27 39,108.41
Lounge Hospitality LLP 5,097.89 -
JV Holdings Private Limited 15,991.15

F - 628
Nam Estates Private Limited
Notes to financial statements for the year ended March 31, 2019
36 Expenditure on corporate social responsibility activities
Since the Company does not meet the criteria specified in Section 135 of the Companies Act, 2013, the Company is not required to spend any amount on
activities related to corporate social responsibility for the year ended March 31, 2019.
37 Impact of applying IND AS 115

The Company has applied the modified retrospective approach to its real estate residential contracts that were not completed as of 1 April 2018 and has given
impact of adoption of Ind AS 115 by debiting to retained earnings as at the said date by Rs. 869,018 thousands. Accordingly the comparatives have not been
restated and hence, the current year figures are not comparable to the previous year figures for
On account of adoption of Ind AS 115, the following accounts have an impact on their opening balance as at 1 April 2018:
Particulars (Rs. in thousands)
A) Retained Earnings
As at 31 March, 2018 (11,17,941.78)
Revenue on account of adoption of Ind AS 115 (19,31,267.79)
Cost on account of adoption of Ind AS 115 10,62,249.69
As at 1st April, 2018 (19,86,959.88)
B) Inventories
As at 31 March, 2018 14,81,818.95
Cost on account of adoption of Ind AS 115 10,62,249.69
As at 1st April, 2018 25,44,068.64
C) Deferred Revenue
As at 31 March, 2018 16,01,721.40
On account of adoption of Ind AS 115 19,31,267.79
As at 1st April, 2018 35,32,989.19

(This space has been left blank intentionally)

F - 629
Nam Estates Private Limited
Notes to financial statements for the year ended March 31, 2019
38 Disclosure on financial assets and financial liabilities
(Rs. in thousands)
Carrying value Carrying value
Particulars
March 31, 2019 March 31, 2018
Financial assets measured at amortised cost:
Loans (current and non-current) 4,43,028.53 13,86,231.30
Trade receivables 12,74,715.67 9,68,718.72
Fixed deposits with banks 32,931.73 31,213.45
Cash and cash equivalents 32,046.67 2,04,547.91
Other financial assets (current and non-current) 5,06,413.73 5,29,162.81
Total 22,89,136.33 31,19,874.19
Financial liabilities measured at amortised cost:
Borrowings(current and non-current) 44,65,724.71 44,89,678.77
Trade payable 4,50,796.11 2,26,721.96
Other financial liabilities ( Current and non current) 20,80,196.74 22,91,293.98
Total 69,96,717.56 70,07,694.71

39 Financial instruments - risk management


The Company's financial assets majorly comprise of loans to related parties, other receivable from related parties, trade receivables and cash & cash
equivalents. The Company's financial liabilities majorly comprises of borrowings, trade payables.
The Company is exposed to credit risk, liquidity risk and interest rate risk arising out of operations and the use of financial instruments. The Board
of Directors have overall responsibility for establishment and review of the Company's risk management framework.
The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and
controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market
conditions affecting business operations and the Company's activities.
(a) Credit risk
Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or loans given leading to financial loss. The
Company’s exposure to credit risk arises from its operating and financing activities. The credit risk arises primarily from loans given.
In order to mitigate the credit risk on receivables, the Company does business only with recognised third parties thereby reducing the credit risk. For
other financial assets (including loans, cash and cash equivalents), the Company minimises credit risk by dealing exclusively with related parties and
high credit rating counterparties.
(b) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting financial obligations due to shortage of funds. The Company’s
exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and liabilities. The Company’s objective is to
maintain a balance between continuity of funding and flexibility. The Company has a dedicated treasury management team which monitors on a
daily basis the fund positions/requirements of the Company. The treasury management team plans the cash flows of the Company by planning and
identifying future mismatches in funds availability and reports the planned & current liquidity position to the top management and board of directors
of the Company.
(c ) Interest rate risk

Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The
Company’s exposure to the risk of changes in market interest rates relates primarily to its long-term debt obligations with floating interest rates.

(This space has been left blank intentionally)

F - 630
Nam Estates Private Limited
Notes to financial statements for the year ended March 31, 2019
(d) Exposure to interest rate risk:

The interest rate profile of the Company's interest-bearing financial instruments as reported to the management of the Company is as follows:
(Rs. in thousands)
Particulars March 31, 2019 March 31, 2018
Fixed-rate instruments:
Financial assets 32,931.73 31,213.45
Financial liabilities -
Total 32,931.73 31,213.45

(Rs. in thousands)
Particulars March 31, 2019 March 31, 2018
Variable instruments:
Financial assets - -
Financial liabilities 64,61,859.58 66,97,932.90
Total 64,61,859.58 66,97,932.90

Fair value sensitivity analysis for fixed-rate instruments


The Company does not account for any fixed-rate financial assets or financial liabilities at fair value through profit or loss. Therefore, a change in
interest rates at the reporting date would not affect profit or loss.
Sensitivity analysis for variable rate instruments
A reasonably possible change of 1% in interest rates at the reporting date would have increased/ (decreased) equity and profit and loss by the
amounts shown below. This analysis assumes that all other variables, in particular foreign currency exchange rates, remain constant.

(Rs. in thousands)
Particulars Profit or loss Equity net of tax
1% increase 1% decrease 1% increase 1% decrease
Loans & Borrowings
31 March 2019
Variable rate instruments 4,85,854.10 -4,85,854.10 3,59,532.03 -3,59,532.03

31 March 2018
Variable rate instruments 5,03,603.98 -5,03,603.98 4,11,024.48 -4,11,024.48

(This space has been left blank intentionally)

F - 631
Nam Estates Private Limited
Notes to financial statements for the year ended March 31, 2019
Exposure to liquidity risk
The table below summarises the maturity profile of the Company’s financial assets and liabilities at the end of the reporting period based on
contractual undiscounted cash flows:
(Rs. in thousands)
March 31, 2019 Total Less than 1 year 1 to 5 years more than 5 years
Financial assets
Loans 4,43,028.53 4,43,028.53 - -
Trade receivable 12,74,715.67 12,74,715.67 - -
Fixed deposits with banks 32,931.73 32,931.73 - -
Cash and cash equivalents 32,046.67 32,046.67 - -
Other financial assets 5,06,413.73 5,06,402.73 11.00 -
22,89,136.33 22,89,125.33 11.00 -

(Rs. in thousands)
March 31, 2019 Total Less than 1 year 1 to 5 years more than 5 years
Non-derivative financial liabilities
Borrowings 44,65,724.71 - 44,65,724.71 -
Trade payable 4,50,796.11 4,50,796.11 - -
Other financial liabilities (current and non current) 20,80,196.74 19,96,134.87 84,061.87 -
69,96,717.56 24,46,930.98 45,49,786.58 -
(Rs. in thousands)
March 31, 2018 Total Less than 1 year 1 to 5 years more than 5 years
Financial assets
Loans 13,86,231.30 7,37,159.08 6,49,072.22 -
Trade receivable 9,68,718.72 9,68,718.72 - -
Fixed deposits with banks 31,213.45 31,213.45 - -
Cash and bank balances 2,04,547.91 2,04,547.91 - -
Other financial assets 5,29,162.81 5,28,123.65 1,039.16 -
31,19,874.19 24,69,762.81 6,50,111.38 -
(Rs. in thousands)
March 31, 2018 Total Less than 1 year 1 to 5 years more than 5 years
Non-derivative financial liabilities
Borrowings 44,89,678.77 68,639.02 44,21,039.75 -
Trade payable 2,26,721.96 2,26,721.96 - -
Other financial liabilities (current and non current) 22,91,293.98 22,08,254.13 83,039.85 -
70,07,694.71 25,03,615.11 45,04,079.60 -
40 Capital management
For the purpose of the Company’s capital management, capital includes issued equity capital, share premium and all other equity reserves
attributable to the equity holders of the parent. The primary objective of the Company’s capital management is to maximise the shareholder value.
The Company manages the capital structure based on an adequate gearing which yields higher share holder value which is driven by the business
requirements for capital expenditure and cash flow requirements for operations and plans of business expansion and consolidation. Accordingly
based on the relative gearing and effective operating cash flows generated, the Company manages the capital either by raising required funds
through debt, equity or through payment of dividends.

The capital and net debt position of the company is as follows:


(Rs. in thousands)
March 31, 2019 March 31, 2018
Borrowings - Net debt 44,65,724.71 44,89,678.77
Total equity (33,74,320.88) (20,34,139.67)
Capital and net debt 10,91,403.83 24,55,539.10

for N S V M & Associates for and on behalf of the Board of Directors of


Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D N Sree Hari P. R. Ramakrishnan Rajesh Ramchand Bajaj


Partner Director Director
Membership No. 027388 DIN: 00055416 DIN: 00738227

Place: Bengaluru Place: Bengaluru Place: Bengaluru


Date: September 05, 2019 Date: September 05, 2019 Date: September 05, 2019

F - 632
Independent Auditor’s Review Report

To the Board of Directors of Nam Estates Private Limited

Report on Unaudited Special Purpose Interim Consolidated Financial Statements

1. We have reviewed the accompanying Unaudited Special Purpose Interim Consolidated Financial
Statements of Nam Estates Private Limited (the “Holding Company”) and its subsidiaries ( the
Holding Company and its subsidiaries together referred to as the “Group”) and its joint ventures
which comprise the Unaudited Special Purpose Interim Consolidated Balance Sheet as at December
31, 2021, the Unaudited Special Purpose Interim Consolidated Statement of Profit and Loss
(including Other Comprehensive Income) for nine months period ended on that date and other
relevant explanatory notes and information (hereinafter referred to as the “Unaudited Special
Purpose Interim Consolidated Financial Statements”). The Unaudited Special Purpose Interim
Consolidated financial statements have been prepared by the management in accordance with the
basis of preparation as stipulated in Note 2 of the Unaudited Special Purpose Interim Consolidated
financial statements.

2. This Unaudited Special Purpose Interim Consolidated Financial Statements, which is the
responsibility of the Holding Company’s management, and which is approved by the Holding
Company’s Board of Directors, has been prepared by the Holding Company’s management in
accordance with the basis of preparation as stipulated in Note 2 of the Unaudited Special Purpose
Interim Consolidated financial statements, and applicable Indian Accounting Standards (“IND-AS”)
issued by the Institute of Chartered Accountants of India (ICAI) and other recognised accounting
practices and policies in India. The Unaudited Special Purpose Interim Consolidated Financial
Statements are the responsibility of the Holding Company's management. Our responsibility is to
express a conclusion on the Unaudited Special Purpose Interim Consolidated Financial Statements
based on our review.

Scope of Review

3. We conducted our review in accordance with Standard on Review Engagements (SRE) 2410,
“Review of Interim Financial Information Performed by the Independent Auditor of the Entity”. A
review of Unaudited Special Purpose Interim Consolidated financial statements consists of making
inquiries, primarily of persons responsible for financial and accounting matters, and applying
analytical and other review procedures. A review is substantially less in scope than an audit
conducted in accordance with Standards on Auditing and consequently does not enable us to obtain

F - 633
assurance that we would become aware of all significant matters that might be identified in an audit.
Accordingly, we do not express an audit opinion.

4. The Unaudited Interim Consolidated Financial Statement includes the financial statements of the
following entities

Embassy Infra Developers Private Limited Subsidiary


Embassy Orange Developers Private Limited Subsidiary
Embassy Realty Ventures Private Limited Subsidiary
Vigor Developments Private Limited Subsidiary
Embassy Columbia Pacific ASL Private Limited Subsidiary
Embassy One Commercial Property Development Subsidiary
Private Limited
Logus Projects Private Limited Subsidiary
Birch Real Estate Private Limited Subsidiary of Embassy Realty Private
Limited
Summit Developments Private Limited Subsidiary
Saphire Realtors Private Limited Subsidiary of Summit Developments Private
Limited
Embassy East Business Parks Private Limited Subsidiary
Grove Ventures Investment in Partnership Firm (Subsidiary)
RGE Constructions and Development Private Limited Subsidiary
Ardor Investment Private Limited Subsidiary
Basal Projects Private Limited Subsidiary of Vigor Developments Private
Limited
Embassy Investment MGT LLP Investment in Partnership LLP (Joint
Venture)
Embassy One Developers Private Limited Joint Venture

Opinion

5. Based on our review conducted as above, nothing has come to our attention that causes us to believe
that the accompanying Unaudited Special Purpose Interim Consolidated Financial Statements have
not been prepared in all material respects by the management in accordance with the basis of
preparation as stipulated in Note 2 of the Unaudited Special Purpose Interim Consolidated financial
statements and applicable Indian accounting standards issued by Institute of Chartered Accountants
of India (ICAI) and other recognized accounting practices and policies in India.

F - 634
Emphasis of Matter

6. In respect of the Holding Company and its subsidiary Embassy East Business Parks Private Limited,
we draw attention to Note 3(a) to the Unaudited Special Purpose Interim Consolidated Financials
Statements, which details the pending litigation with respect to Embassy East Business Parks Private
Limited (erstwhile known as Concord India Private Limited). Our opinion is not modified in the
respect of this matter.

7. In respect of Summit Developments Private Limited (a subsidiary of the Holding Company), we


draw attention to Note 4 of the Unaudited Special Purpose Interim Consolidated Financial
Statements, which describes the effects on the Unaudited Special Purpose Interim Consolidated
Financial Statements due to the event of default notice served by the Compulsory Convertible
Debentures (CCD) holders issued by Summit Developments Private Limited. Our opinion is not
qualified in the respect of this matter.

Other matters

8. We did not audit the financial statements of ten subsidiary entities, whose financial statements reflect
total assets of Rs. 23,956.77 millions (before consolidation adjustments) as at December 31, 2021,
Total Revenues of Rs. 318.76 millions (before consolidation adjustments) and net loss of Rs.
(293.67) millions for the year ended on that date, as considered in the unaudited special purpose
interim consolidated financial statements. The consolidated financial statements also include the
Group’s share of net profit of Rs. (164.21) millions for the year ended December 31, 2021, as
considered in the unaudited special purpose interim consolidated financial statements in respect of
two joint ventures, whose financial statements have not been audited by us. These financial
statements have been reviewed by other auditors whose reports have been furnished to us by the
Management and our opinion on the unaudited interim consolidated financial statements, in so far
as it relates to the amounts and disclosures included in respect of these subsidiaries and joint venture,
is based solely on the reports of the other auditors.

Basis of Preparation

9. Without modifying our opinion, we draw attention to note 2 to the Unaudited Special Purpose
Interim Consolidated Financial Statements, which describes the basis of preparation of the
Unaudited Special Purpose Interim Consolidated Financial Statements.

F - 635
Restriction to use

10. This review report is issued at the request of the management of the Holding Company for use by
them in the process of placement of equity shares of Rs 2 in an institutional placement in India to be
issued by Indiabulls Real Estate Private Limited. These Unaudited Special Purpose Interim
Consolidated Financial Statements should not be used for any other purpose without our prior written
consent.

For NSVM & Associates


Chartered Accountants
Firm registration number: 010072S

D N Sree Hari
Partner
Membership No:027388

UDIN: 22027388AFKXRS8495

Place: Bengaluru
Date: 23rd March 2022

F - 636
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Special Purpose Interim Consolidated balance sheet
(all amounts in ₹ millions unless otherwise stated)
As at As at
December 31, 2021 March 31, 2021
ASSETS
Non-current assets
Property, plant and equipment 140.81 51.86
Intangible assets 0.04 0.74
Investment property 14,765.05 14,786.52
Investment property under development 6,183.53 6,177.78
Goodwill on consolidation 14.26 14.15
Investment in joint ventures and associates 1,341.40 0.10
Financial assets
Other Investments 9,950.12 5,126.47
Loans 47.80 46.25
Other financial assets 5,681.49 1,264.78
Non-current tax assets (net) 79.68 73.88
Other non-current assets 34,484.65 33,753.31
Total non-current assets 72,688.83 61,295.84
Current assets
Inventories 36,260.91 32,111.11
Financial assets
Trade receivables 2,351.65 2,203.19
Cash and cash equivalents 2,909.90 360.48
Bank balances other than cash and cash equivalent 443.87 11.70
Loans 1,598.94 1,062.02
Other financial assets 720.05 796.20
Other current assets 1,564.19 1,162.11
Total current assets 45,849.51 37,706.81
Assets held for sale - -
Total assets 1,18,538.34 99,002.65

EQUITY AND LIABILITIES


Equity
Equity share capital 3,998.11 0.70
Other equity 4,555.22 6,290.46
Equity attributable to equity holders of the Holding Company 8,553.34 6,291.16
Non-controlling interest 6,459.53 6,728.13
Total equity 15,012.87 13,019.29
Non-current liabilities
Deferred tax liability 4,161.80 4,129.63
Financial liabilities
Borrowings 47,168.68 16,285.79
Other financial liabilities 412.13 471.99
Provisions 24.03 22.05
Other non current liabilities 11.71 0.66
Total non-current liabilities 51,778.35 20,910.12
Current liabilities
Financial liabilities
Borrowings 9,160.09 19,502.52
Trade Payables
Dues to micro, small and medium enterprises 250.66 327.70
Dues to parties other than micro, small and medium enterprises 1,857.59 1,983.23
Other financial liabilities 23,155.66 27,935.30
Provisions 4.47 2.24
Other non financial liabilities 17,317.13 15,322.25
Current Tax Liabilities (Net) 1.52 -
Total current liabilities 51,747.12 65,073.23
Total liabilities 1,03,525.47 85,983.35
Total equity and liabilities 1,18,538.34 99,002.65

As per our report of even date attached


for N S V M & Associates for and on behalf of the Board of Directors of
Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D N Sree Hari P R Ramakrishnan Rajesh Bajaj


Partner Director Director
Membership No. 027388 DIN: 00055416 DIN: 00738227
Place: Bengaluru Place: Bengaluru Place: Bengaluru
Date : March 21, 2022 Date : March 21, 2022 Date : March 21, 2022
F - 637
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Special Purpose Interim Consolidated statement of profit and loss
(all amounts in ₹ millions unless otherwise stated)
Period ended Year ended
December 31, 2021 March 31, 2021
Income
Revenue from operations 2,153.82 2,503.21
Other income 61.35 331.84
Total income 2,215.17 2,835.05

Expenses
Land, material and contract cost 1,959.92 2,112.27
Employee benefit expense 186.40 187.39
Other expenses 742.11 7,439.82
2,888.43 9,739.49

Earnings before finance costs, depreciation, amortization and tax (673.26) (6,904.43)

Finance costs 3,886.88 5,387.81


Depreciation and amortization 30.49 31.37
Profit/(loss) before exceptional items (4,590.63) (12,323.61)

Exceptional items - 343.35

Profit /(loss) before tax (4,590.63) (12,666.96)


Tax expense:
Current tax 1.89 -
Tax adjustments relating to previous year (3.16) (9.36)
Deferred tax (564.39) (1,448.41)
Profit /(loss) after tax before share of associate/ joint venture net profit (4,024.97) (11,209.19)

Share of net profit/(loss) in associates and joint ventures (164.21) (1.47)

Profit /(loss) after share of associate/ joint venture net profit (4,189.18) (11,210.66)

Other comprehensive income


Items that will not be reclassified subsequently to profit or loss:
Remeasurement of defined benefit(liability)/asset - -
Fair value of investments in equity instruments 4,823.63 2,549.05
Income tax relating to items that will not be reclassified (596.56) (296.90)
subsequent to profit or loss
Other comprehensive income for the year, net of tax 4,227.07 2,252.15

Total comprehensive income/ (loss) for the year 37.89 (8,958.51)

Profit/(loss) for the year, net of tax attributable to :


Equity holders of the Company (3,920.59) (11,072.16)
Non-controlling interest (268.60) (138.50)

Total comprehensive income for the year, net of tax attributable to:
Equity holders of the Company 306.49 (8,820.01)
Non-controlling interest (268.60) (138.50)

Earnings per equity share:


Equity shares of par value of ₹ 10 each
Basic (₹ per share) (9.21) (27.69)
Diluted (₹ per share) (9.21) (27.69)

As per our report of even date attached


for N S V M & Associates for and on behalf of the Board of Directors of
Chartered Accountants Nam Estates Private Limited
Firm registration number: 010072S

D N Sree Hari P R Ramakrishnan Rajesh Bajaj


Partner Director Director
Membership No. 027388 DIN: 00055416 DIN: 00738227
Place: Bengaluru Place: Bengaluru Place: Bengaluru
Date : March 21, 2022 Date : March 21, 2022 Date : March 21, 2022

F - 638
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to consolidated financial statements for the period ended December 31, 2021 (continued)

1 Overview of the Group


The special purpose consolidated financial statements comprise financial statements of NAM Estates Private Limited ('the Company", "the Parent Company'
or 'Holding Company') together with its subsidiaries (collectively termed as 'the Group') and joint ventures (collectively termed as the 'Consolidated Entities')
for the period ended December 31, 2021. The Holding Company was incorporated on June 02, 1995. The Group is engaged in the business of real estate
development of commercial, residential, hospitality ,development of township and related activities.

2 Basis of preparation of special purpose consolidated financial statements


The Holding Company had not presented its consolidated interim financial statements for the period ended December 31, 2021, as the Company is not
statutorily required to present the same for any compliance.These special purpose consolidated interim financial statements have been prepared to be
presented in the private placement document, for the proposed fund raise by Indiabulls Real Estate Limited. This financial statements have been prepared in
accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 “Interim Financial reporting “(“Ind AS 34”),
prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued there under and other accounting principles generally accepted in
India. The comparative information as required by Ind AS 34 have not been presented. Selected notes have been included that are significant for the
understanding of the changes in the Group’s financial position and performance since the last annual financial statements, wherever applicable.

The Group’s financial statements have been prepared on a going concern basis. The appropriateness of the going concern assumption on the basis of which
these financial statements have been prepared is based on the market value of the underlying inventory and Investment Properties held by the Group.
These financial statements, therefore, do not include any adjustments relating to recoverability and classification of asset amounts and classification of
liabilities that may be necessary if the Group was unable to continue as a going concern.

2.01 Functional and presentation currency


These financial statements are presented in Indian Rupees, which is also the Group’s functional currency. All the amounts have been rounded- off to the
nearest thousand, unless otherwise indicated.

2.02 Basis of measurement


The financial statements have been prepared on a historical cost basis, except for certain investments in equity instruments which is measured at fair value.

Items Measurement basis


Certain financial assets and liabilities Fair value

2.03 Use of estimates and judgements


The preparation of financial statements in conformity with Indian Accounting Standards("IND AS") requires the management to make judgments, estimates
and assumptions that affect the reported amounts of revenues, expenses, assets, liabilities and the disclosure of contingent liabilities, at the end of the
reporting period. Although these estimates are based on the management’s best knowledge of current events and actions, uncertainty about these assumptions
and estimates could result in the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in future periods.

Accounting policies have been consistently applied except whereas newly issued accounting standard is initially adopted or a revision to an existing
accounting standard requires a change in the accounting policy hitherto in use.

The significant accounting policies adopted in the preparation of these Special Purpose Interim financial statements has been consistently adopted from the
previous audited financials statements.

(This space has been left blank intentionally)

F - 639
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose interim consolidated financial statements for the period ended December 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

3 Contingent liabilities, capital commitments and contingent assets(to the extent not provided for)
Period ended Year ended
Particulars
December 31, 2021 March 31, 2021

Contingent liabilities*
Outstanding dues to MSME (refer note (b) below) - -
Income tax matters (refer note (c) below) -
Service tax matters 28.86 28.86
Others:
The Group has given its leasehold land and other assets and corporate guarantees' an exclusive
security for loans taken by Embassy Property Developments Private Limited, Embassy Inn Private 11,334.37 4,715.80
Limited and LJ-Victoria Properties Private Limited. The outstanding value of loan is :
Liability regarding the Pay order towards BWSSB for the NOC and treated water fees 9.25 -

Capital and other commitments -


Estimated specific committed cost towards its capital expenditure (net of advances) and not 223.75 872.02
provided for
Commitment for joint development - refundable deposit 1,216.00 950.00
Stamp duty and registration charges for assets transferred under the Scheme of Arrangement (refer - -
note ( e) below)

Other disputes
The Group has several cases pending against it towards the title of land acquired by it. Management, based on legal advice obtained and also based
on the court rulings (in favour of the Group), believe that the title to the land held by it is good and marketable. The future expected cash outflow out
of the above pending cases/litigations cannot be ascertained , hence no amounts has been quantified.

(a) A writ petition has been filed by certain parties against the Embassy East Business Parks Private Limited (previously known as Concord India Private
Limited) ("EEBPPL") (a subsidiary entity of the Company) and other respondents including KIADB and Embassy Property Developments Private
Limited claiming ownership to certain shareholding of EEBPPL. Further, the petitioners have also alleged that EEBPPL and other respondents have
borrowed funds against the leasehold land held by EEBPPL not in line with the terms and conditions of the lease cum sale agreement with KIADB.

The Holding Company has investments of ₹ 25,756.49 million (as at 31 March, 2021 : ₹ 22,503.15 million) in subsidiaries, joint ventures and
associates (as on standalone basis), which includes a sum of ₹ 7,014.94 millions, representing shares in EEBPPL. The shares in EEBPPL has arisen
under a scheme of demerger with Embassy Property Developments Private Limited approved by the Regional Director (“RD”), South East Region, on
August 04, 2021. The value of the shares has been fair valued as per Ind AS 103 Business Combinations as on April 01, 2020.

On October 29, 2021, the Hon’ble Court had issued an interim order directing EEBPPL not to create any further interest in the Schedule Property, and
directed the KIADB not to issue NOCs for creating any further mortgages on the Schedule Property.
As per the legal opinion obtained by the management, the Group is of the view that the writ petitions filed by the petitioners do not have any merit as
they are seeking to resolve a private dispute through the means of a writ petition. Further the Group based on the legal opinion obtained is of the view
that the legal proceeding shall not have adverse effect on ownership or possession of the leasehold land allotted by the KIADB.

(b) The Group has a system for maintenance of documents and other relevant information in respect of amounts due by it to parties who are registered as
micro and small enterprises. As at 31 December 2021, the amounts due to micro and small enterprises is ₹ 250.66 millions (As at 31 March, 2021 ₹
327.70 million) . As per the MSME Act 2006 Section 16, Where any buyer fails to make payment of the amount to the supplier, as required under
section 15, the buyer shall, notwithstanding anything contained in any agreement between the buyer and the supplier or in any law for the time being
in force, be liable to pay compound interest with monthly rests to the supplier on that amount from the appointed day or, as the case may be, from the
date immediately following the date agreed upon, at three times of the bank rate notified by the Reserve Bank. In this case, the management contends
that the creditors has not raised any interest demand yet and the Group has not paid interest during the year, and hence the interest accrued under
section 16 of the MSME Act is not provided for.

(c) The Income Tax department has launched the proceedings u/s 276B against the Group and the principle officer of the group entity in respect of
defaults in payment of Tax deducted at source. The Group is contesting the proceedings initiated before the Honourable High court of Karnataka. The
quantification of financial default is not ascertainable pending final judgement at this point of time. Hence the amount couldn't be quantified at the
balance sheet date and not provided for.
(d) The Group had made an application to Karnataka Industrial Area Development Board (KIADB) towards acquisition of 216 acres of land in
Bangalore. The Group had made an advance payment of ₹ 1,217.49 millions in earlier years in accordance with the demand request raised by
KIADB. The State government has issued a notification on 28 February 2018 declaring the subject land as industrial area. Pursuant to this, the
Company has approached the relevant regulatory authorities to carry out the subsequent steps for acquisition of land. Further to this, KIADB has send
a demand letter of ₹ 728.78 millions on 13 January 2021 as final compensation to be paid for acquisition of land after adjusting the deposit already
placed with KIADB by the Group. The Group has paid the said amount during the period ended 31 December 2021.

F - 640
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose interim consolidated financial statements for the period ended December 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

(e) The Group is the process of transferring title of the assets and liabilities under the scheme of demerger as on the reporting date. The amount of charges
to be paid has not yet been crystalised

(f) The Group has entered into a Joint Venture Agreement with the holding company, CP Senior Housing (India) LLC and Columbia Pacific
Communities Private Limited. The subsidiary will acquire land from holding company on which they will develop and manage senior living project in
the name 'Serene'. The Joint Venture Agreement has been executed on 2 December 2021. Other commercials pertaining to the project has not been
decided between the parties yet and hence no amount has been disclosed in Capital Commitment for the reporting period.

4 Event of Default under the provisions of the Securities Subscription and Shareholders Agreement
During the year ended March 31, 2021, the CCD holders (CCD issued by one of subsidiary entities, Summit Developments Private Limited) have
issued an 'event of default' notice under the provisions of the Securities Subscription and Shareholders Agreement (SSSHA) dated August 17,2011. As
per the terms of the SSSHA, upon the occurrence of an event of default, the debenture holders will be entitled to convert the debentures into equity
shares such that it represents 51% of the share capital of one of the subsidiary Company, Summit Developments Private Limited
Subsequently, the subsidiary company, Embassy Property Development Private Limited (EPDPL) and the CCD holders have entered into a Securities
Purchase Agreement (SPA) whereby EPDPL will buy out the CCD's for an agreed consideration. According to the terms of the SPA, the purchase of
the CCDs was to be completed by 31st March 2021 (Closing date). However, the CCD holders issued a NOC towards the Demerger scheme, whereby
they have stated the Closing date or the Long Stop Date shall stand extended to 31 August 2021.
Consequent to the Long Stop Date, the CCD holders have intimated the management of the subsidiary Company proposing a further extension of the
"Closing date" and a revision of the previously agreed consideration. The Closing date is proposed to be extended up to 31 March 2022 and the
consideration is under the process of negotiation between the Parties to the SPA. Due to this, the revised value cannot be rigidly determined and hence
the effect of any variation in the value has not been given in the Special Purpose Interim consolidated financial statements as on December 31, 2021.

F - 641
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose interim consolidated financial statements for the period ended December 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

5 Investment in subsidiaries, joint ventures and associates

a) Investment in subsidiaries (Entities in which control exists)

Country of Percentage of holding Percentage of holding


Particulars incorporation As at December 31, 2021 As at March 31, 2021

Embassy Infra Developers Private Limited India 99.99% 99.99%


Embassy Orange Developers Private Limited India 99.99% 99.99%
Embassy Realty Ventures Private Limited India 99.99% 99.99%
Embassy One Commercial Property Developments Private Limited (refer note
India 99.99% 99.99%
below)
Summit Developments Private Limited (refer note below) India 99.00% 99.00%
Embassy East Business Parks Private Limited (refer note below) India 51.00% 51.00%
RGE Constructions and Developments Private Limited (refer note below) India 77.72% 77.72%
Saphire Realtors Private Limited India 99.00% 99.00%
Grove Ventures (Investment in Partnership Firm) (refer note below) India 99.00% 99.00%
Ardor Projects Private Limited India 99.99% -
Vigor Developments Private Limited India 99.99% -
Embassy-Columbia Pacific ASL Private Limited India 99.99% -
Logus Projects Private Limited India 99.99% -
Birch Real Estate Private Limited India 99.99% -
Basal Projects Private Limited India 99.99% -

Note : The Investments in the said entities are held by the Holding Company with effect from April 01, 2020 demerged to the Holding Company under the
Scheme of Arrangement entered with Embassy Property Developments Private Limited.

b) Investment in joint ventures

Country of Percentage of holding Percentage of holding


Particulars
incorporation As at December 31, 2021 As at March 31, 2021

Embassy Investment MGT Services LLP India 99% 99%


Embassy One Developers Private Limited India 45% -

c) Particulars of partners of the partnership firm, capital contribution and the profit sharing ratio are as follows :

Particulars Name of Partners Share of Profit Capital

Embassy Investment MGT Services LLP NAM Estates Private Limited 99% 49.60
Aditya Virwani 1% 0.50

Grove Ventures NAM Estates Private Limited 99% 99.00


1% 1.00
Embassy International Riding School Private Limited
(erstwhile known as Embassy Projects Private Limited)

F - 642
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose interim consolidated financial statements for the period ended December 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

6 Business Transfer Agreement with Udhyaman Investments Private Limited ('UIPL')

The Holding Company has entered into a business transfer agreement during the period ended December 31, 2021 with Udhyaman Investments Private Limited
(UIPL) for transfer of certain specified assets and liabilities as envisioned in the agreement. The Holding Company has recognised the effect of the Business
transfer agreement on August 10, 2021 and accounted the assets and liabilities taken over at fair value in accordance with Ind AS 103 Business Combination. The
difference in the fair value of the net assets of the assets and liabilities transferred and the consideration issued, is recognised as capital reserve. Any inter-
company balances between the UIPL and the Holding Company relating to assets transferred, if any, in the books of the Holding Company shall stand cancelled.
The Holding Company is in the process of transferring title of the assets and liabilities under the agreement as on the reporting date

The summary of effect of the agreement is as under:

Carrying Value of the Assets Fair Value of the Assets and


Particulars and Liabilities in books of Liabilities as on the date of
UIPL transfer

Assets transferred and vested on demerger


Inventories 3,703.77 6,013.28
Investment in Compulsorily Convertible Debentures for Embassy Infra Developers 1,107.67 1,077.75
Private Limited
Trade receivables 282.55 282.55
Other assets 148.57 148.57
5,242.56 7,522.15

Liabilities transferred and vested on demerger


Borrowings (1,551.57) (1,551.57)
Trade payables (537.68) (537.68)
Provision for onerous losses (1,047.58) (1,047.58)
Deferred Revenue (1,634.39) (1,634.39)
(4,771.22) (4,771.22)

Payable to Udhyaman Investments Private Limited (5.00)

Capital Reserve 471.33 2,745.92

7 Scheme of Arrangement with Indiabulls Real Estate Limited (IBREL)


The Board of Directors of the Holding Company in its meeting held on August 18, 2020 have approved the Scheme of Arrangement ('Scheme') amongst the
Company, Embassy One Commercial Property Developments Private Limited and Indiabulls Real Estate Limited under sections 230 to 232 and other applicable
provisions of the Companies Act, 2013. The Scheme provides for amalgamation of the Holding Company, Embassy One Commercial Property Developments
Private Limited into Indiabulls Real Estate Limited and the Holding Company has filed an application with the National Company Law Tribunal (Bengaluru
Bench) for the approval of the Scheme.

F - 643
Nam Estates Private Limited
CIN:U85110KA1995PTC017950
Notes to special purpose interim consolidated financial statements for the period ended December 31, 2021 (continued)
(all amounts in ₹ millions unless otherwise stated)

8 Related party transactions

(i) Names of related parties where control exists


Ultimate Holding company JV Holding Private Limited

Investment in partnership firm / consortium/Joint


venture Embassy Investment MGT Services LLP
Embassy One Developers Private Limited

(ii) Other related parties with whom transactions have taken place during the year
1. Enterprises owned or significantly influenced by Udhyaman Investments Private Limited
individuals having substantial voting interest and their Embassy Services Private Limited
relatives Embassy Property Developments Private Limited
Lounge Hospitality LLP
Paledium Security Services LLP
Collaborative Workspace Consultants LLP
Technique Control Facility Management Private Limited
We Work India Management Private Limited
OMR Investments LLP
Embassy International Riding School Private Limited
Embassy Interiors Private Limited
Embassy Real Estate Developments and Services Private Limited
Southern Paradise Stud and Development Farms Private Limited
LJ-Victoria Properties Private Limited

2. Enterprises owned or significantly influenced Babbler Marketing Private Limited


by holding or ultimate holding company Bangalore Paints Private Limited
Quadron Business Parks Private Limited

3. Key management personnel/Directors of holding Rajesh Ramchand Bajaj


company P.R. Ramakrishnan
Narpat Singh Choraria
Karan Virwani (w.e.f 18/12/2020)
Aditya Virwani (w.e.f 18/12/2020)

4. Relatives of directors of holding company Manisha Rajesh Bajaj


Anmol Rajesh Bajaj

(iii) Details of related party transactions during the year

For the period ended For the year ended


Particulars December 31, 2021 March 31, 2021

Proceeds from sale of plots Udhyaman Investments Private Limited 31.38 70.16
Manisha Rajesh Bajaj - 52.00
Anmol Rajesh Bajaj - 52.00
Rajesh Bajaj - 16.64

Brokerage income Narpat Singh Choraria - 0.55

Guarantee fee income Embassy Property Developments Private Limited 0.86 18.59
Embassy Inn Private Limited 4.40 -
LJ-Victoria Properties Private Limited 2.14 -

Other operating income Lounge Hospitality LLP 14.43 9.49

Facility rental income Embassy International Riding School Private Limited 0.38
0.50

Interest Income Embassy Property Developments Private Limited 13.49 83.29

Legal and professional fees JV Holdings Private Limited - -


Lounge Hospitality LLP 57.41 41.42
Embassy Property Developments Private Limited 0.10 -

19.31
Business promotion and Advertisement Charges Lounge Hospitality LLP 10.85
JV Holdings Private Limited 14.84 4.78

Software Charges/(IT & Hardware) Embassy Property Developments Private Limited 20.26 -

F - 644
(iii) Details of related party transactions during the year (continued)
For the period ended For the year ended
Particulars December 31, 2021 March 31, 2021

Repairs and maintenance Embassy Services Private Limited 231.80 160.67


Embassy Property Developments Private Limited 5.65 -
Technique Control Facility Management Private Limited 1.13 1.91
Embassy Interiors Private Limited - 0.43
Lounge Hospitality LLP - 32.92

Security Charges Paledium Security Services LLP - 2.07

Project Cost Babbler Marketing Private Limited - 39.50


Collaborative Workspace Consultants LLP 1.55 2.07
Embassy Property Developments Private Limited - 10.46

Rent Embassy Property Developments Private Limited 19.26 -

Guarantee expense Embassy Property Developments Private Limited 22.28 -


JV Holdings Private Limited 5.87 -
Embassy Property Developments Private Limited 10.44 -
OMR Investments LLP 5.87 -
Udhyaman Investments Private Limited 10.44 -

Reimbursement of Insurance Charges Embassy Office Parks Management Private Limited


0.03 -

Other reimbursements Embassy Property Developments Private Limited 51.71 17.14


We Work India Management Private Limited - 0.02
LJ-Victoria Properties Private Limited 1.03 -
Embassy Real Estate Developments Private Limited - 7.50
Embassy Office Parks Management Private Limited 0.96 -
Quadron Business Parks Private Limited 0.01 -
JV Holdings Private Limited - 0.09

Purchase of Investments Embassy Inn Private Limited (purchase of stake in 1,443.55


Embassy One Developers Private Limited - Equity
shares and all series of Compulsorily convertible
debentures ) -
OMR Investments LLP (purchase of 68,22,419 682.24
compulsorily convertible debentures) -

Receipt of rights in apartments Udhyaman Investments Private Limited 48.59 -


OMR Investments LLP - 1,682.90

Advance from Customer Manisha Rajesh Bajaj 0.30 -

Corporate Guarantee Received Embassy Property Developments Private Limited - 4,250.00

Issuance of Compulsorily Convertible Debentures 682.24


OMR Investments LLP
1,789.91

Contribution to Partner's Capital Account Embassy Investment Management Services LLP 49.50 -

Contribution to Partner's Current Account Embassy Investment Management Services LLP 18.00 -

Loan given/(repaid) Embassy Property Developments Private Limited 520.80 127.70


JV Holdings Private Limited 19.87 -
OMR Investments LLP 5.00 5.00

Loan (taken)/repaid to borrower Udhyaman Investments Private Limited (203.94) 913.83


Embassy Property Developments Private Limited 412.48 106.93

Loan taken over under Business Transfer


Agreement Embassy Inn Private Limited (Inter-Corporate deposit (1,442.05) -
with Udhyaman Investments Private Limited)

Advance paid for land acquisition Embassy Property Developments Private Limited - 4,109.45

Business Transfer Agreement Udhyaman Investments Private Limited (Net off Asset
5.00 -
& Liabilities)

F - 645
(iv) Amount outstanding as at the balance sheet date :

Particulars As at As at
December 31, 2021 March 31, 2021
Other non-assets- Advance paid for land Embassy Property Developments Private Limited
4,109.45 4,109.45
acquisition

Other non-current assets - Capital advances others


0.06 44.66
Babbler Marketing Private Limited

Trade receivables Lounge Hospitality LLP 25.48 11.05


Embassy International Riding School Private Limited 2.62 2.25
Narpat Singh Chorari 1.26 -
Jyoti Choraria 2.72 -
Jitu Family Trust 25.22 -
Udhyaman Investments Private Limited - 14.51

Current Loans - Inter corporate deposit Embassy Property Developments Private Limited 520.80 -
JV Holdings Private Limited 19.87 -
Embassy Buildcon LLP 19.40 19.40
OMR Investments LLP 10.00 5.00
Udhyaman Investments Private Limited 1,000.00 1,000.00

Current Other financial assets - Interest accrued


and not due Embassy Property Developments Private Limited 13.49 77.04

18.00
Current Account Balance with Partnership Firm
Embassy Investment Management Services LLP -

Current Other financial assets - other receivable Embassy Real Estate Development Private Limited 0.46 -
from related parties OMR Investments LLP 117.46 119.63

Current Other financial assets - receivable for sale


of business Embassy International Riding School Private Limited 303.45 303.45

Other current assets - Advance for supply of goods Babbler Marketing Private Limited 25.94 14.02
and rendering of services Bangalore Paints Private Limited 38.70 25.73
We Work India Management Private Limited - 0.02

Non current Borrowings - Liability component of


Optionally convertible debentures 2,879.22
Embassy Property Developments Private Limited 2,783.73

Retention money towards project cost Babbler Marketing Private Limited 0.61 7.80
Bangalore Paints Private Limited - 3.10

Current Borrowings Udhyaman Investments Private Limited 2,559.81 969.47


Embassy Property Developments Private Limited 519.41 106.93

Trade payables Embassy Services Private Limited 370.08 450.05


Embassy Interiors Private Limited 4.12 4.19
Lounge Hospitality LLP 34.12 5.88
JV Holdings Private Limited - 1.29
We Work India Management Private Limited 0.02 -
Embassy Office Parks Management Private Limited 0.98 -
Embassy Property Developments Private Limited 93.51 142.74
Quadron Business Parks Private Limited 0.01 -
Babbler Marketing Private Limited 12.63 41.71
Collaborative Workspace Consultants LLP 1.13 -
Technique Control Facility Management Private Limited 3.40 2.10
Udhyaman Investments Private Limited 0.57 0.57
Southern Paradise Stud and Development Farms Private Limited 2.01 2.01
Bangalore Paints Private Limited 7.28 16.74
Paledium Security Services LLP 0.83 0.34
Synergy Property Development Services Private Limited - 16.09

Other financial Liabilities - Payable for purchase of


Embassy Property Developments Private Limited 0.20 -
stake/investment
Embassy Inn Private Limited 1.50 -

F - 646
(iv) Amount outstanding as at the balance sheet date (continued) :

Particulars As at As at
December 31, 2021 March 31, 2021

Other financial liabilities - Payable for purchase of


Babbler Marketing Private Limited - 0.79
Investment Property
Bangalore Paints Private Limited - 0.09
Embassy Interiors Private Limited - 2.39
Paledium Security Services LLP - 0.11

Other financial Liabilities - Other payables Embassy Property Developers Private Limited 8,629.53 9,766.29
Udhyaman Investments Private Limited 5.00 -

Other non-financial liabilities - Advance received


Rajesh Bajaj - 0.27
from customers
Manisha Rajesh Bajaj 0.30 -
Anmol Rajesh Bajaj - 0.77

Outstanding value of security and guarantee Loan outstanding Rs. Loan outstanding Rs.
received Embassy Property Development Private Limited 4250.00 millions 4250.00 millions

Loan outstanding Rs.


Outstanding value of security and guarantee given Embassy Property Development Private Limited 7425 million -

Outstanding value of security and guarantee Loan outstanding Rs. Loan outstanding Rs
received (refer note 1 below) Embassy Property Development Private Limited 8394.12 million 8,393.62 millions

Outstanding value of security and guarantee JV Holdings Private Limited


received (refer note 2 below) Embassy Property Development Private Limited Loan outstanding Rs
-
Udhyaman Investments Private Limited 17,450.00 millions
OMR Investments LLP

Outstanding value of security and guarantee Embassy Property Development Private Limited Debenture outstanding
received (refer note 3 below) Udhyaman Investments Private Limited Rs 10,000 millions -

Outstanding value of security and guarantee Embassy Property Development Private Limited - -
received (refer note 4 below) Udhyaman Investments Private Limited - -

Outstanding value of security and guarantee given


(refer note 5 below) Embassy Property Development Private Limited - -

Outstanding value of security and guarantee given Loan outstanding Rs.


(refer note 6 below) Embassy Inn Private Limited 3009.37 million -
Loan outstanding Rs.
LJ-Victoria Properties Private Limited
900 million -

Other equity component of compulsorily


convertible debentures OMR Investments LLP 682.24

Note:
(1) As part of Scheme of Arrangement, the loan from Indiabulls Housing Finance Limited has been demerged from Embassy Property Developments Private Limited
('EPDPL'). The loan has been secured against certain assets held by the Holding Company, EPDPL and subsequently held by Embassy East Business Park Private
Limited.
(2) The Group has received Corporate Guarantee and certain security from the parties stated above for a loan taken from HDFC Limited during the year. The loan
outstanding as on reporting date is Rs 17,450.00 million
(3) The Group has received Corporate Guarantee and certain security from the parties stated above for listed, secured debentures issued during the year. The loan
outstanding as on reporting date is Rs 10,000.00 million. The guarantee of Embassy Property Development Private Limited and Udhyaman Infra Private Limited
is till the date of approval of scheme of merger with Indiabulls Real Estate Limited. (refer note 7)

(4) The Group has received corporate guarantee and security from parties listed above for certain short term loans taken by the Group during the year. As on
December 31, 2021 the loan for which corporate guarantee and security was received is nil, other than that stipulated in note 2 and 3 above.

(5) The Group has provided corporate guarantee and security from parties listed above for certain short term loans taken by the said entities during the year. As on
December 31, 2021 the loan for which corporate guarantee and security was received is nil, other than that stipulated in note 2 and 3 above or the asset against
which it was secured was transferred to another entity
(6) The Group has given its leasehold land as a secondary security for a loan of ₹ 900 millions taken by L J Victoria Properties Private Limited, fellow subsidiary and
₹ 4780 millions taken by Embassy Inn Private Limited . The closing balance as on December 31, 2021 is ₹ 3909.37 millions.

F - 647
INDEPENDENT AUDITOR’S REPORT

To the Members of Embassy One Commercial Property Developments Private Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the standalone financial statements of Embassy One Commercial Property
Developments Private Limited (“the Company”), which comprise the balance sheet as at 31st March
2021, and the statement of Profit and Loss, statement of changes in equity and statement of cash flows
for the year then ended, and notes to the financial statements, including a summary of significant
accounting policies and other explanatory information

In our opinion and to the best of our information and according to the explanations given to us, the
aforesaid standalone financial statements give the information required by the Companies Act, 2013 in
the manner so required and give a true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as at March 31, 2021, and its loss,
changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section
143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described
in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are
independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered
Accountants of India together with the ethical requirements that are relevant to our audit of the financial
statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have
fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.

Other Information

The Company’s Board of Directors is responsible for the other information. The other information
comprises the Director’s report but does not include the financial statements and our auditor’s report
thereon.

Our opinion on the financial statements does not cover the other information and we do not express any
form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the
financial statements or our knowledge obtained in the audit or otherwise appears to be materially
misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.

F - 648
Responsibilities of Management and Those Charged with Governance for the Standalone
Financial Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the
Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone financial
statements that give a true and fair view of the financial position, financial performance, changes in
equity and cash flows of the Company in accordance with the accounting principles generally accepted
in India, including the accounting Standards specified under section 133 of the Act. This responsibility
also includes maintenance of adequate accounting records in accordance with the provisions of the Act
for safeguarding of the assets of the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for ensuring the accuracy and completeness
of the accounting records, 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.

In preparing the financial statements, the Board of Directors is responsible for assessing the Company’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the Board of Directors either intends to liquidate the
Company or to cease operations, or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with SA’s will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain
professional skepticism throughout the audit.

We also:

 Identify and assess the risks of material misstatement of the financial statements, whether due
to fraud or error, design and perform audit procedures responsive to those risks, and obtain
audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of
not detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.

 Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances. but not for the purpose of expressing an
opinion on the effectiveness of the entity’s internal control

F - 649
 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.

 Conclude on the appropriateness of management’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Company’s ability to continue as a
going concern. If we conclude that a material uncertainty exists, we are required to draw
attention in our auditor’s report to the related disclosures in the financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor’s report. However, future events or conditions
may cause the Company to cease to continue as a going concern.

 Evaluate the overall presentation, structure and content of the financial statements, including
the disclosures, and whether the financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and significant audit findings, including any significant deficiencies in
internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.

Report on Other Legal and Regulatory Requirements

1. This report does not include a statement on matters specified in the Companies (Auditor’s
Report) Order, 2016 (“the Order”) issued by the Central Government of India in terms of sub-
section (11) of section 143 of the Companies Act, 2013, since in our opinion and according to
explanation given to us, the said order is not applicable to the Company.

2. As required by Section 143(3) of the Act, we report that:

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

b) In our opinion, proper books of account as required by law have been kept by the Company so
far as it appears from our examination of those books

c) The Balance Sheet, the Statement of Profit and Loss, the Statement of Changes in Equity and
the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d) In our opinion, the aforesaid standalone financial statements comply with the Accounting
Standards specified under Section 133 of the Act, read with Rule 7 of the Companies
(Accounts) Rules, 2014.

F - 650
e) On the basis of the written representations received from the directors as on 31st March, 2021
taken on record by the Board of Directors, none of the directors is disqualified as on 31st March,
2021 from being appointed as a director in terms of Section 164(2) of the Act.

f) The Company has been exempted from the requirement of its auditor reporting on whether the
company has adequate internal financial controls in place and the operating effectiveness of
such controls (clause (i) of section 143 (3)).

g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule
11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our
information and according to the explanations given to us:

i. The Company does not have any pending litigations which would impact its financial
position.

ii. The Company did not have any long-term contracts including derivative contracts for
which there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred to the Investor Education and
Protection Fund by the Company.

for H R A & Co.


Chartered Accountants
Firm Registration Number: 010005S

Shreedevi C
Partner
Membership Number: 221563
UDIN: 21221563AAAABZ5543

Date: July 29, 2021


Place: Bengaluru

F - 651
Embassy One Commercial Property Developments Private Limited
Balance sheet as at March 31, 2021
(Rs. in thousands)
Particulars Note March 31, 2021 March 31, 2020
Assets
Current assets
Financial assets
- Cash and cash equivalents 3 - 117.68
- Trade receivables 4 11,051.64 -
Other non-financial assets 5 1,841.35 -
Total current assets 12,892.99 117.68
Total assets 12,892.99 117.68
Equity and liabilities
Equity
Equity share capital 6 100.00 100.00
Other equity 7 (319.79) (241.46)
Total equity (219.79) (141.46)

Liabilities
Current liabilities
Financial liabilities
Trade payables
'Total outstanding dues to micro enterprises and small enterprises 8 30.94 21.88
'Total outstanding dues to creditors other than micro enterprises
11,279.90 236.16
and small enterprises
Other non-financial liabilities 9 1,801.94 1.10
Total current liabilities 13,112.78 259.14
Total equity and liabilities 12,892.99 117.68
Summary of significant accounting policies (refer note 2)
The accompanying notes are an integral part of the financial statements.

As per our report of even date


for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments Private Limited
Firm Registration number : 010005S

Sreedevi C Narpat Singh Choraria Shaina Ganapathy


Partner Director Director
Membership No: 221563 DIN: 00027580 DIN: 001777973

Place : Bengaluru Place : Bengaluru


Date : July 29, 2021 Date : July 29, 2021

F - 652
Embassy One Commercial Property Developments Private Limited
Statement of profit and loss for the year ended March 31, 2021
(Rs. in thousands)
For the year ended For the year ended
Particulars Note
March 31, 2021 March 31, 2020

Revenue from operations 10 9,486.38 -


Expenses
Maintenance expenses 11 9,439.19 -
Other expenses 12 125.52 169.71
Total expenses 9,564.71 169.71
Profit/(loss) before tax (78.33) (169.71)
Tax expense
Current tax - -
Profit/(loss) for the year (78.33) (169.71)
Other comprehensive income (OCI)
- Profit/(loss) for the year (78.33) (169.71)
- Not to be reclassified to statement of profit and loss in subsequent periods - -
Total comprehensive income for the period (78.33) (169.71)
Earning per share (equity shares, par value of Rs. 10 each)
Basic and diluted (Rs.) (7.83) (16.97)
Summary of significant accounting policies (refer note 2)
The accompanying notes are an integral part of the financial statements.
As per our report of even date
for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments Private Limited
Firm Registration number : 010005S

Sreedevi C Narpat Singh Choraria Shaina Ganapathy


Partner Director Director
Membership No: 221563 DIN: 00027580 DIN: 001777973

Place : Bengaluru Place : Bengaluru


Date : July 29, 2021 Date : July 29, 2021

F - 653
Embassy One Commercial Property Developments Private Limited
Cash flow statement for the year ended March 31, 2021
(Rs. in thousands)

For the year ended For the year ended


Particulars
March 31, 2021 March 31, 2020

Cash flow from operating activities:


Profit / (loss) before tax (78.33) (169.71)
Operating cash flow before working capital changes (78.33) (169.71)
Changes in
- Increase / (decrease) in trade payable 11,052.80 212.64
- Increase / (decrease) in other non-financial liabilities 1,800.85 1.10
- (Increase) / decrease in trade receivable (11,051.64) -
- (Increase) / decrease in other non-financial assets (1,699.06) -
Cash (used in)/ generated from operations 24.62 44.03
- Direct taxes paid (net of refunds) (142.30) -
Net cash generated /(used in) operating activities (117.68) 44.03
Cash flow from financing activities:
- Proceeds from issue of share capital - -
Net cash generated from financing activities - -

Net (decrease)/ increase in cash and cash equivalents (117.68) 44.03


Cash and cash equivalents at the beginning of the period 117.68 73.65
Cash and cash equivalents at the end of the year (refer note 3) 0.00 117.68
Summary of significant accounting policies (refer note 2)
The accompanying notes are an integral part of the financial statements.
As per our report of even date
for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments Private Limited
Firm Registration number : 010005S

Sreedevi C Narpat Singh Choraria Shaina Ganapathy


Partner Director Director
Membership No: 221563 DIN: 00027580 DIN: 001777973
Place : Bengaluru Place : Bengaluru
Date : July 29, 2021 Date : July 29, 2021

F - 654
Embassy One Commercial Property Developments Private Limited
Statement of changes in equity for the year ended March 31, 2021
(A) Equity share capital
(Rs. in thousands)
Particulars Amount
Equity shares of Rs. 10 each issued, subscribed and fully paid up
Balance as at April 1, 2019 100.00
Changes during the year -
Balance as at March 31, 2020 100.00
Balance as at April 1, 2020 100.00
Changes during the year -
Balance as at March 31, 2021 100.00

(B) Other equity


(Rs. in thousands)
Reserves and
Surplus
Particulars Total other equity
Retained earnings

Balance as at April 1, 2019 (71.75) (71.75)


Profit/(loss) for the year (169.71) (169.71)
Balance as at March 31, 2020 (241.46) (241.46)

Balance as at April 1, 2020 (241.46) (241.46)


Profit/(loss) for the year (78.33) (78.33)
Balance as at March 31, 2021 (319.79) (319.79)

As per our report of even date


for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments Private Limited
Firm Registration number : 010005S

Sreedevi C Narpat Singh Choraria Shaina Ganapathy


Partner Director Director
Membership No: 221563 DIN: 00027580 DIN: 001777973

Place : Bengaluru Place : Bengaluru


Date : July 29, 2021 Date : July 29, 2021

F - 655
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2021
Note 1: Company overview
Embassy One Commercial Property Developments Private Limited ('the Company') was incorporated on July 03, 2018.
The Company has been formed primarily for carrying on business of real estate development.The company
identification number of the Company is U70109TG2018PTC133487. The Company is incorporated in India and the
registered office is at Bengaluru, India.
Note 2: Significant accounting policies
a. Basis of preparation
The financial statements of the Company have been prepared in accordance with the Indian Accounting Standard (Ind
AS) as prescribed under Section 133 of the Companies Act, 2013 read together with Rule 3 of the Companies (Indian
Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016.
Financial statements for the year ended March 31, 2019 are the Company's first financials and have been prepared in Ind-
AS financial statements. The Company has adopted all the applicable Ind-AS standards.
The financial statements have been prepared on a historical cost basis, except for certain financial assets which is
measured at fair value. The financial statements are presented in INR and all values are rounded to the nearest thousand,
except when otherwise stated.
b. Use of estimates
The preparation of financial statements in conformity with Ind AS requires the management to make judgments,
estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the
disclosure of contingent liabilities, at the end of the reporting period. Although these estimates are based on the
management’s best knowledge of current events and actions, uncertainty about these assumptions and estimates could
result in the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in future periods.
c. Current versus non-current classification
The Company presents assets and liabilities in the balance sheet based on current and non-current classification.
An asset is treated as current when it is:
Expected to be realized within twelve months after the reporting period, or
Cash or cash equivalents unless restricted from being exchanged or used to settle a liability for at least twelve
months after the reporting period.
All other assets are classified as non-current.
A liability is current when it is:
Due to be settled within twelve months after the reporting period, or
There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting
period.
The Company classifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non- current assets and liabilities.
d. Investment properties
Recognition and initial measurement
Investment properties are properties held to earn rentals or for capital appreciation, or both. Investment properties
are measured initially at their cost of acquisition. The cost comprises purchase price, borrowing cost, if
capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the
intended use. Any trade discount and rebates are deducted in arriving at the purchase price.
Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only
when it is probable that future economic benefits associated with the item will flow to the Company. All other repair
and maintenance costs are recognized in statement of profit and loss as incurred.
Subsequent measurement (depreciation and useful life)
Investment properties are subsequently measured at cost less accumulated depreciation and impairment losses.
Depreciation on investment properties is provided on the straight-line method, computed on the basis of useful life
prescribed in Schedule II to the Act.
F - 656
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2021
De-recognition
Investment properties are de-recognized either when they have been disposed off or when they are permanently
withdrawn from use and no future economic benefit is expected from their disposal. The difference between the net
disposal proceeds and the carrying amount of the asset is recognized in statement of profit and loss in the period of
de-recognition.
e. Impairment of assets
Non-financial assets
The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any
indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset’s
recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) fair
value less costs of disposal and its value in use. The recoverable amount (ie, the higher of the fair value less cost to
sell and the value-in-use) is determined on an individual asset basis unless the asset does not generate cash flows that
are largely independent of those from other assets. Where the carrying amount of an asset or cash-generating unit’s
exceeds its recoverable amount, the asset is considered impaired and is written down to arrive at its recoverable
amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-
tax discount rate that reflects current market assessments of the time value of money and the risks specific to the
asset. In determining fair value less costs of disposal, recent market transactions are taken into account, if available.
If no such transactions can be identified, an appropriate valuation model is used.
The Company bases its impairment calculation on detailed budgets and forecast calculations which are prepared
separately for each of the Company’s cash-generating units to which the individual assets are allocated. These
budgets and forecast calculations are generally covering a period of five years.
For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is any
indication that previously recognised impairment losses may no longer exist or may have decreased. If such
indication exists, the Company estimates the asset’s or CGU's recoverable amount. A previously recognised
impairment loss is reversed only if there has been a change in the assumptions used to determine the asset’s
recoverable amount since the last impairment loss was recognised. The reversal is limited so that the carrying
amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been
determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is
recognised in the statement of profit and loss unless the asset is carried at a revalued amount, in which case the
reversal is treated as a revaluation increase.
Financial assets
The Company recognises loss allowances using the expected credit loss (ECL) model for the financial assets which
are not fair valued through statement of profit and loss. The Company tests for impairment using the expected credit
loss model for financial assets such as loans and advances to be settled in cash.
Loss allowance for loans with no significant financing component is measured at an amount equal to lifetime
Expected Credit Loss. Life time Expected Credit Loss are the expected credit losses resulting from all possible
default events over the expected life of a financial instrument. The 12 month Expected Credit Loss is a portion of the
lifetime Expected Credit Loss which results from default events on a financial instrument that are possible within 12
months after the reporting date.
Impairment loss allowance (or reversal) recognised during the period is recognised as income/expense in the
statement of profit and loss. This amount is reflected in a separate line in the statement of profit and loss as an
impairment gain or loss. For financial assets measured at amortised cost, expected credit loss is presented as an
allowance which reduces the net carrying amount of the financial asset.
f. Borrowing costs
Borrowing costs are recognised in the statement of profit and loss in the period in which they are incurred, except where
the cost is incurred during the construction of an asset that takes a substantial period to get ready for its intended use in
which case it is capitalised. Borrowing costs consist of interest and other costs that an entity incurs in connection with
the borrowing of funds.
g. Revenue recognition
Revenue from contracts with customers is recognised when control of the goods or services are transferred to the
customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those
goods or services. F - 657
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2021
Interest income
Interest income is recognised on a time proportion basis as and when accrued. Interest income on financial
instruments are recognised using the effective interest rate method. The effective interest rate is the rate that exactly
discounts the estimated future cash receipts through the expected life of the financial asset to the gross carrying
amount of the asset.
Dividends
Dividends is recognised when the Company's right to receive the payment is established, which is generally when
shareholders of the Investee Company approve the dividend.
h. Foreign currency
Functional currency
The Company’s financial statements are presented in INR, which is also the Company’s functional currency.
Transactions and balances
Transactions in foreign currencies are initially recorded at their respective functional currency spot rates at the
date transaction first qualifies for recognition.
Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates
of exchange at the reporting date.
Exchange differences arising on settlement or translation of monetary items are recognised in statement of profit and
loss with the exception of exchange differences arising on monetary items that are designated as part of the hedge of
the Company’s net investment of foreign operations. These are recognised in other comprehensive income until the
net investment is disposed of, at which time, the cumulative amount is reclassified to statement of profit and loss.
Tax charges and credits attributable to exchange differences on those monetary items are also recorded in other
comprehensive income.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the
exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign
currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss
arising on translation of non-monetary items measured at fair value is treated in line with recognition of the gain or
loss on the change in fair value of the item.
i. Income taxes
Current income tax
Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the
taxation authorities. Current income tax is measured at the amount expected to be paid to the tax authorities in
accordance with the Indian income tax act, 1961.
Current income tax relating to items recognised outside statement of profit and loss is recognised outside statement of
profit and loss (either in other comprehensive income or in equity). Current income tax items are recognised in
correlation to the underlying transaction either in other comprehensive income or directly in equity. Management
periodically evaluates positions taken in the tax returns with respect to situation in which applicable tax regulations are
subject to interpretation and establishes provisions where appropriate.
Deferred tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and
liabilities and their carrying amounts in the financial statements.
Deferred tax liabilities are recognised for all taxable temporary differences, except:
When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in transaction
that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable
profit or loss.
In respect of taxable temporary differences associated with investments in subsidiaries, associates and interest in
joint ventures, when the timing of the reversal of the temporary differences can be controlled and it is probable that
the temporary differences will not reverse in the foreseeable future.

F - 658
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2021
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and
any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be
available against which the deductible temporary differences, and the carry forward of unused tax credits and unused
tax losses can be utilised, except:
When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an
asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither
the accounting profit nor taxable profit or loss;
In respect of deductible temporary differences associated with investments in subsidiaries, associates and interest in
joint ventures, deferred tax assets are recognized only to the extent that is probable that the temporary differences
will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can
be utilized.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that is no longer
probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised.
Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has
become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is
realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the
reporting date.
Deferred tax relating to items recognised outside statement of profit and loss is recognised outside statement of profit
and loss (either in the other comprehensive income or in the equity). Deferred tax items are recognised in correlation to
the underlying transaction either in other comprehensive income or directly in equity.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets
against current tax liabilities and the deferred taxes related to the same taxable entity and the same taxation authority.
j. Earnings per share
Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders
by the weighted average number of equity shares outstanding during the year. Partly paid equity shares are treated as a
fraction of an equity share to the extent that they were entitled to participate in dividends relative to a fully paid equity
share during the reporting period. The weighted average number of equity shares outstanding during the year is adjusted
for events of bonus issue; bonus element in a rights issue to existing shareholders; share split; and reverse share split.
For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity
shareholders and the weighted average number of shares outstanding during the year are adjusted for the effects of all
potentially dilutive securities.
k. Provisions
A provision is recognised when the enterprise has a present obligation (legal or constructive) as a result of a past event
and it is probable that an outflow of resources embodying economic benefit will be required to settle the obligation, and
a reliable estimate can be made of the amount of obligation. Provisions are not discounted to their present value and are
determined based on best estimate required to settle the obligation at the balance sheet date. These are reviewed at each
balance sheet date and adjusted to reflect the current best estimates.
l. Cash and cash equivalents
Cash and cash equivalents in the balance sheet comprise cheques in hand and cash at bank and in hand and short-term
deposits with an original maturity of three months or less. For the purpose of the statement of cash flows, cash and bank
balance consist of cash and cash equivalents and short-term deposits, as defined above, net of outstanding bank
overdrafts and cash credit facilities.
m. Contingent liabilities
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the
occurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a present
obligation that is not recognised because it is not probable that an outflow of resources will be required to settle the
obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognised
because it cannot be measured reliably. The Company does not recognise a contingent liability but discloses its
existence in the financial statements.
n. Fair value measurement F - 659
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2021
The Company measures financial instruments, such as, derivatives at fair value at each balance sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when
pricing the asset or liability, assuming that market participants act in their economic best interest.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are
available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of
unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within
the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value
measurement as a whole:
Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities;
Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement
is directly or indirectly observable;
Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement
is unobservable.
o. Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity
instrument of another entity.
Initial recognition and measurement
All financial assets are recognised initially at fair value plus transaction costs that are attributable to the acquisition of
the financial asset except in the case of financial assets recorded at fair value through statement of profit and loss.
Financial liabilities are classified as financial liabilities at fair value through statement of profit and loss, loans and
borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. All
financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of
directly attributable transaction costs.
Subsequent measurement
(i) Financial assets carried at amortised cost
A financial asset is subsequently measured at amortised cost if it is held within a business model whose objective is
to hold the asset in order to collect contractual cash flows and the contractual terms of the financial asset give rise on
specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
(ii) Financial assets at fair value through other comprehensive income
A financial asset is subsequently measured at fair value through other comprehensive income if it is held within a
business model whose objective is achieved by both collecting contractual cash flows and selling financial assets
and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of
principal and interest on the principal amount outstanding. Further, in cases where the Company has made an
irrevocable election based on its business model, for its investments which are classified as equity instruments, the
subsequent changes in fair value are recognised in other comprehensive income.
(iii) Financial assets at fair value through statement of profit and loss
A financial asset which is not classified in any of the above categories are subsequently fair valued through
statement of profit and loss.
(iv) Equity investments
All equity investments with the scope of Ind AS 109 are measured at fair value. Equity instruments which are held
for trading and contingent consideration recognised by an acquirer in a business combination to which Ind AS 103
applies are classified as financial assets at fair value through statement of profit and loss. Equity instruments
included within the financial assets at fair value through statement of profit and loss category are measured at fair
value with all changes recognised in the statement of profit and loss.
(v) Financial liabilities
F - 660
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2021
Financial liabilities are subsequently carried at amortised cost using the effective interest method, except for
contingent consideration recognised in a business combination which is subsequently measured at fair value through
statement of profit and loss. For trade and other payables maturing within one year from the balance sheet date, the
carrying amounts approximate the fair value due to the short maturity of these instruments.
Interest-bearing loans and borrowings are subsequently measured at amortised cost using the effective interest rate
method. Gains and losses are recognised in statement of profit and loss when the liabilities are derecognised as well
as through the effective interest rate amortisation process. Amortised cost is calculated by taking into account any
discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate. The
effective interest rate amortisation is included as finance costs in the statement of profit and loss.
Reclassification of financial assets
The Company determines classification of financial assets and liabilities on initial recognition. After initial recognition,
no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial assets
which are debt instruments, a reclassification is made only if there is a change in the business model for managing those
assets. Changes to the business model are expected to be infrequent. The Company’s senior management determines
change in the business model as a result of external or internal changes which are significant to the Company’s
operations. A change in the business model occurs when the Company either begins or ceases to perform an activity that
is significant to its operations. If the Company reclassifies financial assets, it applies the reclassification prospectively
from the reclassification date which is the first day of the immediately next reporting period following the change in
business model. The Company does not restate any previously recognised gains, losses (including impairment gains or
losses) or interest.
The following table shows various reclassifications and how they are accounted for:
Original classification Revised classification Accounting treatment
Amortized cost Financial assets at fair Fair value is measured at reclassification date. Difference
value through statement between previous amortized cost and fair value is
of profit and loss recognized in statement of profit and loss.
Financial assets at fair value Amortized cost Fair value at reclassification date becomes its new gross
through statement of profit carrying amount. Effective interest rate is calculated based
and loss on the new gross carrying amount.
Amortized cost Financial assets at fair Fair value is measured at reclassification date. Difference
value through other between previous amortized cost and fair value is
comprehensive income recognized in other comprehensive income. No change in
effective interest rate due to reclassification.
Financial assets at fair value Amortized cost Fair value at reclassification date becomes its new
through other comprehensive amortized cost carrying amount. However, cumulative gain
income or loss in other comprehensive income is adjusted against
fair value. Consequently, the asset is measured as if it had
always been measured at amortized cost.
Financial assets at fair value Financial assets at fair Fair value at reclassification date becomes its new carrying
through statement of profit value through other amount. No other adjustment is required.
and loss comprehensive income
Financial assets at fair value Financial assets at fair Assets continue to be measured at fair value. Cumulative
through other comprehensive value through statement gain or loss previously recognized in other Comprehensive
income of profit and loss income is reclassified to statement of profit and loss at the
reclassification date.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the consolidated balance sheet if
there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net
basis, to realise the assets and settle the liabilities simultaneously.
Derecognition of financial instrument
A financial asset is primarily derecognised when:
The rights to receive the cash flows from the asset have expired or
F - 661
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2021
The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the
received cash flows in full without material delay to a third party under a pass-through arrangement; and either (a)
the Company has transferred substantially all the risks and rewards of the asset, or (b) the Company has neither
transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
When the Company has transferred its right to receive the cash flows from an asset or has entered into a pass-through
arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither
transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the
Company continues to recognise the transferred asset to the extent of the Company's continuing involvement. In that
case, the Company also recognises an associated liability. The transferred asset and the associated liability are measured
on a basis that reflects the rights and obligations that the Company has retained.
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When
an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms
of an existing liability are substantially modified, such an exchange or modification is treated as derecognition of the
original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised
in the statement of profit and loss.
p. Share capital
Ordinary Shares are classified as equity. Incremental costs directly attributable to the issuance of new ordinary shares
are recognised as a deduction from equity, net of any tax effects.
q. Recent accounting pronouncements (standards issued but not yet effective)

a. The accounting policies adopted and methods of computation followed are consistent with those of the previous
financial year, except for items disclosed below. There were several new and amendments to standards and
interpretations which are applicable for the first time for the year ended March 31, 2021, but either not relevant or do
not have an impact on the financial statements of the Company. The Company has not early adopted any standard,
interpretation or amendment that has been issued but is not yet effective.

b. Amendments to Ind AS 103: Definition of a Business: The amendment to Ind AS 103 Business Combinations
clarifies that to be considered a business, an integrated set of activities and assets must include, at a minimum, an input
and a substantive process that, together, significantly contribute to the ability to create output. Furthermore, it clarifies
that a business can exist without including all of the inputs and processes needed to create outputs. The other key
amendments include, adding an optional concentration test that permits a simplified assessment of whether an acquired
set of activities and assets is not a business and narrowing the definitions of business and outputs by focusing on goods
or services provided to customers and by removing the reference to an ability to reduce costs. These amendments had no
impact on the financial statements of the Company.

c. Amendments to Ind AS 1 and Ind AS 8: Definition of Material: The amendments provides a new definition of
material that states, “information is material if omitting, misstating or obscuring it could reasonably be expected to
influence decisions that the primary users of general purpose financial statements make on the basis of those financial
statements, which provide financial information about a specific reporting entity.” The amendments clarify that
materiality will depend on the nature or magnitude of information, either individually or in combination with other
information, in the context of the financial statements. A misstatement of information is material if it could reasonably
be expected to influence decisions made by the primary users. These amendments had no impact on the financial
statements of, nor is there expected to be any future impact to the Company.

d. Several other amendments apply for the first time for the year ending March 31, 2021, but does not have an impact
on the financial statements of the Company.

F - 662
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2021
(Rs. in thousands)
Particulars March 31, 2021 March 31, 2020
Note 3: Cash and cash equivalents
Balances with banks
- In current accounts - 117.68

- 117.68

(Rs. in thousands)
Particulars March 31, 2021 March 31, 2020
Note 4: Trade receivables
- Trade receivables 11,051.64 -
11,051.64 -
(Rs. in thousands)
Particulars March 31, 2021 March 31, 2020
Note 5: Other non-financial assets
Balances with government authorities 1,699.06 -
Advance tax, net of provision for tax 142.30 -
1,841.36 -

(Rs. in thousands)
Particulars March 31, 2021 March 31, 2020
Note 6: Equity share capital
Authorised
10,000 (March 31, 2020 - 10,000) equity shares of Rs. 10/- each 100.00 100.00
100.00 100.00
Issued, subscribed and fully paid-up capital
10,000 (March 31, 2020 - 10,000) equity shares of Rs. 10/- each 100.00 100.00
100.00 100.00
(a) The details of shareholder holding more than 5 percent equity shares in the Company is as below:
March 31, 2021 March 31, 2020
Name of the shareholder
No. of shares % holding No. of shares % holding
Embassy Property Developments Private
9,999 99.99% 9,999 99.99%
Limited (Holding Company)
9,999 99.99% 9,999 99.99%
(b) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the year is as given below:

March 31, 2021 March 31, 2020


Particulars
No. of shares Rs. in thousands No. of shares Rs. in thousands
At the beginning of the year 10,000 100.00 10,000 100.00
Issued during the year - - - -
Outstanding at the end of the year 10,000 100.00 10,000 100.00

(c) Rights, entitlements and obligations attached to equity shares:


The Company has only one class of equity shares having par value of Rs. 10 each. Each holder of the equity share, as reflected in the records of
the Company as of the date of the shareholders' meeting, is entitled to one vote in respect of each share held for all matters submitted to vote in
the shareholders' meeting.
The Company declares and pays dividends in Indian Rupees. The dividend proposed by the board of directors is subject to the approval of the
shareholders in the ensuing general meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the 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.
(d) Buy back of equity shares and equity shares allotted by way of bonus shares or for consideration other than cash:

There have been no buy back of shares, issue of shares by way of bonus share or issue of share pursuant to contract without payment being
received in cash from the date of incorporation till date.

F - 663
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2021
(Rs. in thousands)
Particulars March 31, 2021 March 31, 2020
Note 7: Other equity
Retained earnings (refer note a below)
At the beginning of the year (241.46) (71.75)
Profit/(loss) during the year (78.33) (169.71)
At the end of the year (319.79) (241.46)
(319.79) (241.46)
(a) The cumulative gain or loss arising from the operations which is retained by the Company is recognised and accumulated under the heading
of retained earnings. At the end of the year, the profit/(loss) after tax is transferred from the statement of profit and loss to retained earnings.
(Rs. in thousands)
Particulars March 31, 2021 March 31, 2020
Note 8: Trade payables
Total outstanding dues to micro enterprises and small enterprises 30.94 21.88
Total outstanding dues to creditors other than micro enterprises and
11,279.90 236.16
small enterprises
11,310.84 258.04

(Rs. in thousands)
Particulars March 31, 2021 March 31, 2020
Note 9: Other non-financial liabilities
Statutory dues 1,801.94 1.10

1,801.94 1.10

F - 664
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2021
(Rs. in thousands)

For the year ended For the year ended


Particulars
March 31, 2021 March 31, 2020

Note 10: Revenue from operations


Common area maintenance 9,486.38 -
9,486.38 -

Note 11: Maintenance expenses


Maintenance charges 9,439.19 -
9,439.19 -

Note 12: Other expenses


Professional fees 64.29 104.17
Audit fees 10.00 10.00
Rates and taxes 6.42 5.01
Miscellaneous expenses 44.81 28.98
Advertisement charges - 21.55
125.52 169.71
Note 13: Contingent liabilities, commitments and contingent assets
There are no contingent liabilities and there are no contracts remaining to be executed on capital account and not provided for as at
the balance sheet date. Further, there are no commitments as on March 31, 2021 (March 31, 2020- Nil)
Note 14: A: Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate:
(Rs. in thousands)

For the year ended For the year ended


Particulars
March 31, 2021 March 31, 2020

Accounting profit / (loss) before income tax (78.33) (169.71)


Tax at the Indian tax rate of 26% (March 31, 2020 - 26%) (20.37) (44.12)
Effect of:
Deferred tax asset not created on losses 20.37 44.12
At the effective income tax rate is nil (0) -
Income tax expense reported in the statement of profit and loss - -
B: Unrecognised deferred tax assets:
Deferred tax assets have not been recognised in respect of the following items, because it is not probable that future taxable profit
will be available against which the Company can use the benefits there from
Tax losses 83.15 62.78

F - 665
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2021
Note 15: Earnings per share (EPS)

The following reflects the profit/(loss) and weighted average number of shares data used in the basic and diluted Earnings Per
Share computation:

For the year ended For the year ended


Particulars
March 31, 2021 March 31, 2020
Profir/(loss) for the period for calculating basic and diluted earnings per share
(78.33) (169.71)
(Rs. in thousands)
Weighted average number of equity shares for calculating basic and diluted
10,000 10,000
earnings per share

Note 16: Segment information

The Company is primarily engaged in the business of real estate development, which as per Indian Accounting Standard – 108 on
‘Operating Segments’ is considered to be the only reportable business segment. The Company is operating in India. which is
considered as a single geographical segment.
Note 17: Expenditure on corporate social responsibility activities

Since the Company does not meet the criteria specified in Section 135 of the Companies Act, 2013, the Company is not required to
spend any amount on activities related to corporate social responsibility for the year ended March 31, 2021.

F - 666
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2021
Note 18: Related party disclosure:
(a) Names of related parties where control exists irrespective of whether transactions have occurred or not:
Ultimate holding company J V Holding Private Limited
Holding company Embassy Property Developments Pvt Ltd

Entities with which transaction exists Embassy Services Private Limited


Lounge Hospitality LLP

(b) Transactions with Related Parties :

Particulars (Rs. in thousands)


March 31, 2021 March 31, 2020

Loan taken/(Reimburesement of expenses)


Embassy Property Developments Pvt Ltd 9.28 211.46

Common Area Maintenance Charges


Embassy Services Private Limited 9,439.19 -

Revenue from operations - common area maintenance services


Lounge Hospitality LLP 9,486.38 -

(c) Balances at the end of the year:


Particulars (Rs. in thousands)
March 31, 2021 March 31, 2020

Other payables
Embassy Property Developments Pvt Ltd 220.74 211.46

Trade payables
Embassy Services Private Limited 11,053.85 -

Trade receivables
Lounge Hospitality LLP 11,051.64 -

Note 19:
The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated 26 August 2008 which
recommends that the Micro, small and medium enterprises should mention in their correspondence with its customers the
Entrepreneur Memorandum Number as allocated after filing of the Memorandum in accordance with the MSMED Act.
Accordingly the disclosure in respect of the amounts payable to such enterprises as at March 31, 2021 has been made in
the financial statements based on the information received and available with the Company.

Note 20: Disclosure on financial assets and financial liabilities


(Rs. in thousands)
Particulars Carrying Carrying
value as at March value as at March
31, 2021 31, 2020
Financial assets measured at amortised cost:
- Cash and cash equivalents - 117.68
- Trade receivables 11,051.64 -
11,051.64 117.68
Financial liabilities measured at amortised cost:
- Trade Payables 11,310.84 258.04
11,310.84 258.04
The management assessed that the carrying value of the cash and cash equivalents and other current financial liabilities
approximate their fair values.

F - 667
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2021
Note 21: Financial instruments - risk management
The Company's financial assets majorly comprise of cash & cash equivalents.
The Company is exposed to credit risk, liquidity risk and market risk arising out of operations and the use of financial
instruments. The Board of Directors have overall responsibility for establishment and review of the Company's risk
management framework.
The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set
appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are
reviewed regularly to reflect changes in market conditions affecting business operations and the Company's activities.
(a) Credit risk
Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or loans given leading to
financial loss. Cash and bank deposits are placed with banks and financial institutions which are regulated. Management
does not expect any of its counterparties to fail to meet its obligations.
(b) Market risk
Market risk is the risk which will affect the Company’s income or the value of its holding of financial instruments on
account of changes in market prices, foreign exchange rates, interest rates and equity prices
a. Currency risk
Majority of the transactions entered into by the company are denominated in INR. Accordingly the company does not
have any currency risk.
b. Interest rate risk
Interest rate is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market
interest rates. The company does not have any long term debt obligations with floating interest rates. Accordingly the
company does not have any interest rate risk.
( c) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting financial obligations due to shortage of
funds. The Company’s exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and
liabilities. The Company’s objective is to maintain a balance between continuity of funding and flexibility. The Company
has a dedicated treasury management team on a group level which monitors on a daily basis the fund positions/requirements
of the Company. The treasury management team plans the cash flows of the Company by planning and identifying future
mismatches in funds availability and reports the planned & current liquidity position to the top management and Board of
Directors of the Company.
Exposure to liquidity risk
The table below summarises the maturity profile of the Company’s financial assets and liabilities at the end of the reporting
period based on contractual undiscounted cash flows:

(Rs. in thousands)
Less than More than
March 31, 2021 1 to 5 years Total
1 year 5 years
Financial assets
- Cash and cash equivalents - - - -
- Trade receivables 11,051.64 - - 11,051.64
11,051.64 - - 11,051.64
Non-derivative financial liabilities
- Trade Payables 11,310.84 - - 11,310.84
11,310.84 - - 11,310.84
(Rs. in thousands)
Less than More than
March 31, 2020 1 to 5 years Total
1 year 5 years
Financial assets
- Cash and cash equivalents 117.68 - - 117.68
- Trade receivables - - - -
117.68 - - 117.68

Non-derivative financial liabilities


- Trade Payables 258.04 - - 258.04
258.04 - - 258.04

F - 668
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2021
Note 22: Auditors’ remuneration:
(Rs. in thousands)
Particulars March 31, 2021 March 31, 2020
Statutory audit fees (exclusive of applicable taxes) 10.00 10.00
Note 23: Capital management
For the purpose of the Company’s capital management, capital includes issued equity capital, share premium and all other
equity reserves attributable to the equity holders of the parent. The primary objective of the Company’s capital management is
to optimize the shareholder value.
The Company manages the capital structure based on an adequate gearing which yields higher share holder value which is
driven by the business requirements for capital expenditure and cash flow requirements for operations and plans of business
expansion and consolidation. Accordingly based on the relative gearing and effective operating cash flows generated, the
Company manages the capital either by raising required funds through debt or equity. The current capital and net debt position
is as follows:
(Rs. in thousands)
Particulars March 31, 2021 March 31, 2020
Borrowings - -
Net debt - -
Capital - equity attributable to the equity holders (219.79) (141.46)
Capital and net debt (219.79) (141.46)

Note 24: Uncertainty relating to the global health pandemic on COVID-19:


The Company has considered the possible effects that may result from the pandemic relating to COVID-19 on revenue
recognition, investment property (including under development), property, plant and equipment, capital work in progress, and
receivables. In developing the assumptions relating to the possible future uncertainties in the global economic conditions
because of this pandemic, the Company , as at the date of approval of these financial statements has used internal and external
sources of information, economic forecasts and consensus estimates from market sources on the expected future performance
of the Company and have compared the actual performance with the projections and expects the carrying amount of these
assets as reflected in the balance sheet as at March 31, 2021 will be recovered. The management has also estimated the future
cash flows with the possible effects that may result from the COVID-19 pandemic and does not foresee any adverse impact on
realising its assets and in meeting its liabilities as and when they fall due. The impact of COVID-19 on the Company's financial
statements may differ from that estimated as at the date of approval of these financial statements.

As per our report of even date


for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments Private Limited
Firm Registration number : 010005S

Sreedevi C Narpat Singh Choraria Shaina Ganapathy


Partner Director Director
Membership No: 221563 DIN: 00027580 DIN: 001777973

Place : Bengaluru Place : Bengaluru


Date : July 29, 2021 Date : July 29, 2021

F - 669
INDEPENDENT AUDITOR’S REPORT

To the Members of Embassy One Commercial Property Developments Private Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the standalone financial statements of Embassy One Commercial Property
Developments Private Limited (“the Company”), which comprise the balance sheet as at 31st March
2020, and the statement of Profit and Loss, statement of changes in equity and statement of cash flows
for the year then ended, and notes to the financial statements, including a summary of significant
accounting policies and other explanatory information

In our opinion and to the best of our information and according to the explanations given to us, the
aforesaid standalone financial statements give the information required by the Companies Act, 2013 in
the manner so required and give a true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as at March 31, 2020, and its loss,
changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section
143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described
in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are
independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered
Accountants of India together with the ethical requirements that are relevant to our audit of the financial
statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have
fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.

Other Information

The Company’s Board of Directors is responsible for the other information. The other information
comprises the Director’s report but does not include the financial statements and our auditor’s report
thereon.

Our opinion on the financial statements does not cover the other information and we do not express any
form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the
financial statements or our knowledge obtained in the audit or otherwise appears to be materially
misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.

F - 670
Responsibilities of Management and Those Charged with Governance for the Standalone
Financial Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the
Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone financial
statements that give a true and fair view of the financial position, financial performance, changes in
equity and cash flows of the Company in accordance with the accounting principles generally accepted
in India, including the accounting Standards specified under section 133 of the Act. This responsibility
also includes maintenance of adequate accounting records in accordance with the provisions of the Act
for safeguarding of the assets of the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for ensuring the accuracy and completeness
of the accounting records, 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.

In preparing the financial statements, the Board of Directors is responsible for assessing the Company’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the Board of Directors either intends to liquidate the
Company or to cease operations, or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with SA’s will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain
professional skepticism throughout the audit.

We also:

 Identify and assess the risks of material misstatement of the financial statements, whether due
to fraud or error, design and perform audit procedures responsive to those risks, and obtain
audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of
not detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.

 Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances. but not for the purpose of expressing an
opinion on the effectiveness of the entity’s internal control

 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.

F - 671
 Conclude on the appropriateness of management’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Company’s ability to continue as a
going concern. If we conclude that a material uncertainty exists, we are required to draw
attention in our auditor’s report to the related disclosures in the financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor’s report. However, future events or conditions
may cause the Company to cease to continue as a going concern.

 Evaluate the overall presentation, structure and content of the financial statements, including
the disclosures, and whether the financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and significant audit findings, including any significant deficiencies in
internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.

Report on Other Legal and Regulatory Requirements

1. This report does not include a statement on matters specified in the Companies (Auditor’s
Report) Order, 2016 (“the Order”) issued by the Central Government of India in terms of sub-
section (11) of section 143 of the Companies Act, 2013, since in our opinion and according to
explanation given to us, the said order is not applicable to the Company.

2. As required by Section 143(3) of the Act, we report that:

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

b) In our opinion, proper books of account as required by law have been kept by the Company so
far as it appears from our examination of those books

c) The Balance Sheet, the Statement of Profit and Loss, the Statement of Changes in Equity and
the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d) In our opinion, the aforesaid standalone financial statements comply with the Accounting
Standards specified under Section 133 of the Act, read with Rule 7 of the Companies
(Accounts) Rules, 2014.

e) On the basis of the written representations received from the directors as on 31st March, 2020
taken on record by the Board of Directors, none of the directors is disqualified as on 31st March,
2020 from being appointed as a director in terms of Section 164(2) of the Act.

F - 672
f) The Company has been exempted from the requirement of its auditor reporting on whether the
company has adequate internal financial controls in place and the operating effectiveness of
such controls (clause (i) of section 143 (3)).

g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule
11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our
information and according to the explanations given to us:

i. The Company does not have any pending litigations which would impact its financial
position.

ii. The Company did not have any long-term contracts including derivative contracts for
which there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred to the Investor Education and
Protection Fund by the Company.

for H R A & Co.


Chartered Accountants
Firm Registration Number: 010005S

Ravindranath. N
Partner
Membership Number: 209961
UDIN: 20209961AAAAHP8495

Date: May 22, 2020


Place: Bengaluru

F - 673
Embassy One Commercial Property Developments Private Limited
Balance sheet as at March 31, 2020
(Rs. in thousands)
Particulars Note March 31, 2020 March 31, 2019
Assets
Current assets
Financial assets
- Cash and cash equivalents 3 117.68 73.65
Total current assets 117.68 73.65
Total assets 117.68 73.65
Equity and liabilities
Equity
Equity share capital 4 100.00 100.00
Other equity 5 (241.46) (71.75)
Total equity (141.46) 28.25

Liabilities
Current liabilities
Financial liabilities
- Other financial liabilities 6 258.04 45.40
Other Non-financial liabilities 7 1.10 -
Total current liabilities 259.14 45.40
Total equity and liabilities 117.68 73.65
Summary of significant accounting policies (refer note 2)
The accompanying notes are an integral part of the financial statements.

As per our report of even date


for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments Private Limited
Firm Registration number : 010005S

Ravindranath N Narpat Singh Choraria Shaina Ganapathy


Partner Director Director
Membership No: 209961 DIN: 00027580 DIN: 001777973

Place : Bengaluru Place : Bengaluru


Date : May 22, 2020 Date : May 22, 2020

F - 674
Embassy One Commercial Property Developments Private Limited
Statement of profit and loss for the year ended March 31, 2020
(Rs. in thousands)
For the period from July
For the year ended
Particulars Note 3, 2018 to March 31,
March 31, 2020
2019
Total income - -
Expenses
Other expenses 8 169.71 71.75
Total expenses 169.71 71.75
Profit/(loss) before tax (169.71) (71.75)
Tax expense
Current tax - -
Profit/(loss) for the year (169.71) (71.75)
Other comprehensive income (OCI)
- Profit/(loss) for the year (169.71) (71.75)
- Not to be reclassified to statement of profit and loss in subsequent periods - -
Total comprehensive income for the period (169.71) (71.75)
Earning per share (equity shares, par value of Rs. 10 each)
Basic and diluted (Rs.) (16.97) (9.66)
Summary of significant accounting policies (refer note 2)
The accompanying notes are an integral part of the financial statements.
As per our report of even date
for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments Private Limited
Firm Registration number : 010005S

Ravindranath N Narpat Singh Choraria Shaina Ganapathy


Partner Director Director
Membership No: 209961 DIN: 00027580 DIN: 001777973

Place : Bengaluru Place : Bengaluru


Date : May 22, 2020 Date : May 22, 2020

F - 675
Embassy One Commercial Property Developments Private Limited
Cash flow statement for the year ended March 31, 2020
(Rs. in thousands)
For the period from
For the year ended
Particulars July 3, 2018 to
March 31, 2020
March 31, 2019
Cash flow from operating activities:
Profit / (loss) before tax (169.71) (71.75)
Operating cash flow before working capital changes (169.71) (71.75)
Changes in
- Increase / (decrease) in other financial liabilities 212.64 45.40
- Increase / (decrease) in other non-financial liabilities 1.10 -
Cash (used in)/ generated from operations 44.03 (26.35)
- Direct taxes paid (net of refunds) - -
Net cash generated /(used in) operating activities 44.03 (26.35)
Cash flow from financing activities:
- Proceeds from issue of share capital - 100.00
Net cash generated from financing activities - 100.00
Net (decrease)/ increase in cash and cash equivalents 44.03 73.65
Cash and cash equivalents at the beginning of the period 73.65 -
Cash and cash equivalents at the end of the year (refer note 3) 117.68 73.65
Summary of significant accounting policies (refer note 2)
The accompanying notes are an integral part of the financial statements.
As per our report of even date
for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments Private Limited
Firm Registration number : 010005S

Ravindranath N Narpat Singh Choraria Shaina Ganapathy


Partner Director Director
Membership No: 209961 DIN: 00027580 DIN: 001777973
Place : Bengaluru Place : Bengaluru
Date : May 22, 2020 Date : May 22, 2020

F - 676
Embassy One Commercial Property Developments Private Limited
Statement of changes in equity for the year ended March 31, 2020
(A) Equity share capital
(Rs. in thousands)
Particulars Amount
Equity shares of Rs. 10 each issued, subscribed and fully paid up
Balance as at July 03, 2018 -
Changes during the period 100.00
Balance as at March 31, 2019 100.00
Particulars Amount
Balance as at April 1, 2019 100.00
Changes during the year -
Balance as at March 31, 2020 100.00

(B) Other equity


(Rs. in thousands)
Reserves and
Surplus
Particulars Total other equity
Retained earnings
Balance as at July 03, 2018 - -
Profit/(loss) for the period (71.75) (71.75)
Balance as at the March 31, 2019 (71.75) (71.75)

Balance as at April 1, 2019 (71.75) (71.75)


Profit/(loss) for the year (169.71) (169.71)
Balance as at March 31, 2020 (241.46) (241.46)

As per our report of even date


for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments Private Limited
Firm Registration number : 010005S

Ravindranath N Narpat Singh Choraria Shaina Ganapathy


Partner Director Director
Membership No: 209961 DIN: 00027580 DIN: 001777973

Place : Bengaluru Place : Bengaluru


Date : May 22, 2020 Date : May 22, 2020

F - 677
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2020
Note 1: Company overview
Embassy One Commercial Property Developments Private Limited ('the Company') was incorporated on July 03, 2018.
The Company has been formed primarily for carrying on business of real estate development.The company
identification number of the Company is U70109TG2018PTC133487. The Company is incorporated in India and the
registered office is at Bengaluru, India.
Note 2: Significant accounting policies
a. Basis of preparation
The financial statements of the Company have been prepared in accordance with the Indian Accounting Standard (Ind
AS) as prescribed under Section 133 of the Companies Act, 2013 read together with Rule 3 of the Companies (Indian
Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016.
Financial statements for the year ended March 31, 2019 are the Company's first financials and have been prepared in Ind-
AS financial statements. The Company has adopted all the applicable Ind-AS standards.
The financial statements have been prepared on a historical cost basis, except for certain financial assets which is
measured at fair value. The financial statements are presented in INR and all values are rounded to the nearest thousand,
except when otherwise stated.
b. Use of estimates
The preparation of financial statements in conformity with Ind AS requires the management to make judgments,
estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the
disclosure of contingent liabilities, at the end of the reporting period. Although these estimates are based on the
management’s best knowledge of current events and actions, uncertainty about these assumptions and estimates could
result in the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in future periods.
c. Current versus non-current classification
The Company presents assets and liabilities in the balance sheet based on current and non-current classification.
An asset is treated as current when it is:
Expected to be realized within twelve months after the reporting period, or
Cash or cash equivalents unless restricted from being exchanged or used to settle a liability for at least twelve
months after the reporting period.
All other assets are classified as non-current.
A liability is current when it is:
Due to be settled within twelve months after the reporting period, or
There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting
period.
The Company classifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non- current assets and liabilities.
d. Investment properties
Recognition and initial measurement
Investment properties are properties held to earn rentals or for capital appreciation, or both. Investment properties
are measured initially at their cost of acquisition. The cost comprises purchase price, borrowing cost, if
capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the
intended use. Any trade discount and rebates are deducted in arriving at the purchase price.
Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only
when it is probable that future economic benefits associated with the item will flow to the Company. All other repair
and maintenance costs are recognized in statement of profit and loss as incurred.
Subsequent measurement (depreciation and useful life)
Investment properties are subsequently measured at cost less accumulated depreciation and impairment losses.
Depreciation on investment properties is provided on the straight-line method, computed on the basis of useful life
prescribed in Schedule II to the Act.
F - 678
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2020
De-recognition
Investment properties are de-recognized either when they have been disposed off or when they are permanently
withdrawn from use and no future economic benefit is expected from their disposal. The difference between the net
disposal proceeds and the carrying amount of the asset is recognized in statement of profit and loss in the period of
de-recognition.
e. Impairment of assets
Non-financial assets
The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any
indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset’s
recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) fair
value less costs of disposal and its value in use. The recoverable amount (ie, the higher of the fair value less cost to
sell and the value-in-use) is determined on an individual asset basis unless the asset does not generate cash flows that
are largely independent of those from other assets. Where the carrying amount of an asset or cash-generating unit’s
exceeds its recoverable amount, the asset is considered impaired and is written down to arrive at its recoverable
amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-
tax discount rate that reflects current market assessments of the time value of money and the risks specific to the
asset. In determining fair value less costs of disposal, recent market transactions are taken into account, if available.
If no such transactions can be identified, an appropriate valuation model is used.
The Company bases its impairment calculation on detailed budgets and forecast calculations which are prepared
separately for each of the Company’s cash-generating units to which the individual assets are allocated. These
budgets and forecast calculations are generally covering a period of five years.
For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is any
indication that previously recognised impairment losses may no longer exist or may have decreased. If such
indication exists, the Company estimates the asset’s or CGU's recoverable amount. A previously recognised
impairment loss is reversed only if there has been a change in the assumptions used to determine the asset’s
recoverable amount since the last impairment loss was recognised. The reversal is limited so that the carrying
amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been
determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is
recognised in the statement of profit and loss unless the asset is carried at a revalued amount, in which case the
reversal is treated as a revaluation increase.
Financial assets
The Company recognises loss allowances using the expected credit loss (ECL) model for the financial assets which
are not fair valued through statement of profit and loss. The Company tests for impairment using the expected credit
loss model for financial assets such as loans and advances to be settled in cash.
Loss allowance for loans with no significant financing component is measured at an amount equal to lifetime
Expected Credit Loss. Life time Expected Credit Loss are the expected credit losses resulting from all possible
default events over the expected life of a financial instrument. The 12 month Expected Credit Loss is a portion of the
lifetime Expected Credit Loss which results from default events on a financial instrument that are possible within 12
months after the reporting date.
Impairment loss allowance (or reversal) recognised during the period is recognised as income/expense in the
statement of profit and loss. This amount is reflected in a separate line in the statement of profit and loss as an
impairment gain or loss. For financial assets measured at amortised cost, expected credit loss is presented as an
allowance which reduces the net carrying amount of the financial asset.
f. Borrowing costs
Borrowing costs are recognised in the statement of profit and loss in the period in which they are incurred, except where
the cost is incurred during the construction of an asset that takes a substantial period to get ready for its intended use in
which case it is capitalised. Borrowing costs consist of interest and other costs that an entity incurs in connection with
the borrowing of funds.
g. Revenue recognition
Revenue from contracts with customers is recognised when control of the goods or services are transferred to the
customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those
goods or services. F - 679
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2020
Interest income
Interest income is recognised on a time proportion basis as and when accrued. Interest income on financial
instruments are recognised using the effective interest rate method. The effective interest rate is the rate that exactly
discounts the estimated future cash receipts through the expected life of the financial asset to the gross carrying
amount of the asset.
Dividends
Dividends is recognised when the Company's right to receive the payment is established, which is generally when
shareholders of the Investee Company approve the dividend.
h. Foreign currency
Functional currency
The Company’s financial statements are presented in INR, which is also the Company’s functional currency.
Transactions and balances
Transactions in foreign currencies are initially recorded at their respective functional currency spot rates at the
date transaction first qualifies for recognition.
Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates
of exchange at the reporting date.
Exchange differences arising on settlement or translation of monetary items are recognised in statement of profit and
loss with the exception of exchange differences arising on monetary items that are designated as part of the hedge of
the Company’s net investment of foreign operations. These are recognised in other comprehensive income until the
net investment is disposed of, at which time, the cumulative amount is reclassified to statement of profit and loss.
Tax charges and credits attributable to exchange differences on those monetary items are also recorded in other
comprehensive income.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the
exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign
currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss
arising on translation of non-monetary items measured at fair value is treated in line with recognition of the gain or
loss on the change in fair value of the item.
i. Income taxes
Current income tax
Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the
taxation authorities. Current income tax is measured at the amount expected to be paid to the tax authorities in
accordance with the Indian income tax act, 1961.
Current income tax relating to items recognised outside statement of profit and loss is recognised outside statement of
profit and loss (either in other comprehensive income or in equity). Current income tax items are recognised in
correlation to the underlying transaction either in other comprehensive income or directly in equity. Management
periodically evaluates positions taken in the tax returns with respect to situation in which applicable tax regulations are
subject to interpretation and establishes provisions where appropriate.
Deferred tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and
liabilities and their carrying amounts in the financial statements.
Deferred tax liabilities are recognised for all taxable temporary differences, except:
When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in transaction
that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable
profit or loss.
In respect of taxable temporary differences associated with investments in subsidiaries, associates and interest in
joint ventures, when the timing of the reversal of the temporary differences can be controlled and it is probable that
the temporary differences will not reverse in the foreseeable future.

F - 680
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2020
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and
any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be
available against which the deductible temporary differences, and the carry forward of unused tax credits and unused
tax losses can be utilised, except:
When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an
asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither
the accounting profit nor taxable profit or loss;
In respect of deductible temporary differences associated with investments in subsidiaries, associates and interest in
joint ventures, deferred tax assets are recognized only to the extent that is probable that the temporary differences
will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can
be utilized.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that is no longer
probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised.
Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has
become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is
realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the
reporting date.
Deferred tax relating to items recognised outside statement of profit and loss is recognised outside statement of profit
and loss (either in the other comprehensive income or in the equity). Deferred tax items are recognised in correlation to
the underlying transaction either in other comprehensive income or directly in equity.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets
against current tax liabilities and the deferred taxes related to the same taxable entity and the same taxation authority.
j. Earnings per share
Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders
by the weighted average number of equity shares outstanding during the year. Partly paid equity shares are treated as a
fraction of an equity share to the extent that they were entitled to participate in dividends relative to a fully paid equity
share during the reporting period. The weighted average number of equity shares outstanding during the year is adjusted
for events of bonus issue; bonus element in a rights issue to existing shareholders; share split; and reverse share split.
For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity
shareholders and the weighted average number of shares outstanding during the year are adjusted for the effects of all
potentially dilutive securities.
k. Provisions
A provision is recognised when the enterprise has a present obligation (legal or constructive) as a result of a past event
and it is probable that an outflow of resources embodying economic benefit will be required to settle the obligation, and
a reliable estimate can be made of the amount of obligation. Provisions are not discounted to their present value and are
determined based on best estimate required to settle the obligation at the balance sheet date. These are reviewed at each
balance sheet date and adjusted to reflect the current best estimates.
l. Cash and cash equivalents
Cash and cash equivalents in the balance sheet comprise cheques in hand and cash at bank and in hand and short-term
deposits with an original maturity of three months or less. For the purpose of the statement of cash flows, cash and bank
balance consist of cash and cash equivalents and short-term deposits, as defined above, net of outstanding bank
overdrafts and cash credit facilities.
m. Contingent liabilities
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the
occurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a present
obligation that is not recognised because it is not probable that an outflow of resources will be required to settle the
obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognised
because it cannot be measured reliably. The Company does not recognise a contingent liability but discloses its
existence in the financial statements.
n. Fair value measurement F - 681
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2020
The Company measures financial instruments, such as, derivatives at fair value at each balance sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when
pricing the asset or liability, assuming that market participants act in their economic best interest.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are
available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of
unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within
the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value
measurement as a whole:
Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities;
Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement
is directly or indirectly observable;
Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement
is unobservable.
o. Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity
instrument of another entity.
Initial recognition and measurement
All financial assets are recognised initially at fair value plus transaction costs that are attributable to the acquisition of
the financial asset except in the case of financial assets recorded at fair value through statement of profit and loss.
Financial liabilities are classified as financial liabilities at fair value through statement of profit and loss, loans and
borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. All
financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of
directly attributable transaction costs.
Subsequent measurement
(i) Financial assets carried at amortised cost
A financial asset is subsequently measured at amortised cost if it is held within a business model whose objective is
to hold the asset in order to collect contractual cash flows and the contractual terms of the financial asset give rise on
specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
(ii) Financial assets at fair value through other comprehensive income
A financial asset is subsequently measured at fair value through other comprehensive income if it is held within a
business model whose objective is achieved by both collecting contractual cash flows and selling financial assets
and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of
principal and interest on the principal amount outstanding. Further, in cases where the Company has made an
irrevocable election based on its business model, for its investments which are classified as equity instruments, the
subsequent changes in fair value are recognised in other comprehensive income.
(iii) Financial assets at fair value through statement of profit and loss
A financial asset which is not classified in any of the above categories are subsequently fair valued through
statement of profit and loss.
(iv) Equity investments
All equity investments with the scope of Ind AS 109 are measured at fair value. Equity instruments which are held
for trading and contingent consideration recognised by an acquirer in a business combination to which Ind AS 103
applies are classified as financial assets at fair value through statement of profit and loss. Equity instruments
included within the financial assets at fair value through statement of profit and loss category are measured at fair
value with all changes recognised in the statement of profit and loss.
(v) Financial liabilities
F - 682
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2020
Financial liabilities are subsequently carried at amortised cost using the effective interest method, except for
contingent consideration recognised in a business combination which is subsequently measured at fair value through
statement of profit and loss. For trade and other payables maturing within one year from the balance sheet date, the
carrying amounts approximate the fair value due to the short maturity of these instruments.
Interest-bearing loans and borrowings are subsequently measured at amortised cost using the effective interest rate
method. Gains and losses are recognised in statement of profit and loss when the liabilities are derecognised as well
as through the effective interest rate amortisation process. Amortised cost is calculated by taking into account any
discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate. The
effective interest rate amortisation is included as finance costs in the statement of profit and loss.
Reclassification of financial assets
The Company determines classification of financial assets and liabilities on initial recognition. After initial recognition,
no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial assets
which are debt instruments, a reclassification is made only if there is a change in the business model for managing those
assets. Changes to the business model are expected to be infrequent. The Company’s senior management determines
change in the business model as a result of external or internal changes which are significant to the Company’s
operations. A change in the business model occurs when the Company either begins or ceases to perform an activity that
is significant to its operations. If the Company reclassifies financial assets, it applies the reclassification prospectively
from the reclassification date which is the first day of the immediately next reporting period following the change in
business model. The Company does not restate any previously recognised gains, losses (including impairment gains or
losses) or interest.
The following table shows various reclassifications and how they are accounted for:
Original classification Revised classification Accounting treatment
Amortized cost Financial assets at fair Fair value is measured at reclassification date. Difference
value through statement between previous amortized cost and fair value is
of profit and loss recognized in statement of profit and loss.
Financial assets at fair value Amortized cost Fair value at reclassification date becomes its new gross
through statement of profit carrying amount. Effective interest rate is calculated based
and loss on the new gross carrying amount.
Amortized cost Financial assets at fair Fair value is measured at reclassification date. Difference
value through other between previous amortized cost and fair value is
comprehensive income recognized in other comprehensive income. No change in
effective interest rate due to reclassification.
Financial assets at fair value Amortized cost Fair value at reclassification date becomes its new
through other comprehensive amortized cost carrying amount. However, cumulative gain
income or loss in other comprehensive income is adjusted against
fair value. Consequently, the asset is measured as if it had
always been measured at amortized cost.
Financial assets at fair value Financial assets at fair Fair value at reclassification date becomes its new carrying
through statement of profit value through other amount. No other adjustment is required.
and loss comprehensive income
Financial assets at fair value Financial assets at fair Assets continue to be measured at fair value. Cumulative
through other comprehensive value through statement gain or loss previously recognized in other Comprehensive
income of profit and loss income is reclassified to statement of profit and loss at the
reclassification date.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the consolidated balance sheet if
there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net
basis, to realise the assets and settle the liabilities simultaneously.
Derecognition of financial instrument
A financial asset is primarily derecognised when:
The rights to receive the cash flows from the asset have expired or
F - 683
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2020
The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the
received cash flows in full without material delay to a third party under a pass-through arrangement; and either (a)
the Company has transferred substantially all the risks and rewards of the asset, or (b) the Company has neither
transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
When the Company has transferred its right to receive the cash flows from an asset or has entered into a pass-through
arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither
transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the
Company continues to recognise the transferred asset to the extent of the Company's continuing involvement. In that
case, the Company also recognises an associated liability. The transferred asset and the associated liability are measured
on a basis that reflects the rights and obligations that the Company has retained.
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When
an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms
of an existing liability are substantially modified, such an exchange or modification is treated as derecognition of the
original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised
in the statement of profit and loss.
p. Share capital
Ordinary Shares are classified as equity. Incremental costs directly attributable to the issuance of new ordinary shares
are recognised as a deduction from equity, net of any tax effects.
q. Recent accounting pronouncements (standards issued but not yet effective)
The amendments are proposed to be effective for reporting periods beginning on or after 1 April 2020.
(A) Issue of Ind AS 117
Insurance Contracts Ind AS 117 supersedes Ind AS 104 Insurance contracts. It establishes the principles for the
recognition, measurement, presentation and disclosure of insurance contracts within the scope of the standard. Under
the Ind AS 117 model, insurance contract liabilities will be calculated as the present value of future insurance cash
flows with a provision for risk. Application of this standard is not expected to have any impact on the Company’s
financial statements.

(B) Amendments to existing Standards


Ministry of Corporate Affairs has carried out amendments of the following accounting standards:
1. Ind AS 103 – Business Combination
2. Ind AS 1, Presentation of Financial Statements and Ind AS 8, Accounting Policies, Changes in Accounting Estimates
and Errors
3. Ind AS 40 – Investment Property

The Company is in the process of evaluating the impact of the new amendments issued but not yet effective.

F - 684
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2020
(Rs. in thousands)
Particulars March 31, 2020 March 31, 2019
Note 3: Cash and cash equivalents
Balances with banks
- In current accounts 117.68 73.65
117.68 73.65
(Rs. in thousands)
Particulars March 31, 2020 March 31, 2019
Note 4: Equity share capital
Authorised
10,000 equity shares of Rs. 10/- each 100.00 100.00
100.00 100.00
Issued, subscribed and fully paid-up capital
10,000 equity shares of Rs. 10/- each 100.00 100.00
100.00 100.00
(a) The details of shareholder holding more than 5 percent equity shares in the Company is as below:
March 31, 2020 March 31, 2019
Name of the shareholder
No. of shares % holding No. of shares % holding
Embassy Property Developments Private
9,999 99.99% 9,999 99.99%
Limited (Holding Company)
9,999 99.99% 9,999 99.99%
(b) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the year is as given below:

March 31, 2020 March 31, 2019


Particulars
No. of shares Rs. in thousands No. of shares Rs. in thousands
At the beginning of the year 10,000 100.00 - -
Issued during the year - - 10,000 100.00
Outstanding at the end of the year 10,000 100.00 10,000 100.00

(c) Rights, entitlements and obligations attached to equity shares:


The Company has only one class of equity shares having par value of Rs. 10 each. Each holder of the equity share, as reflected in the records
of the Company as of the date of the shareholders' meeting, is entitled to one vote in respect of each share held for all matters submitted to vote
in the shareholders' meeting.
The Company declares and pays dividends in Indian Rupees. The dividend proposed by the board of directors is subject to the approval of the
shareholders in the ensuing general meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the 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.
(d) Buy back of equity shares and equity shares allotted by way of bonus shares or for consideration other than cash:

There have been no buy back of shares, issue of shares by way of bonus share or issue of share pursuant to contract without payment being
received in cash from the date of incorporation till date.

F - 685
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2020
(Rs. in thousands)
Particulars March 31, 2020 March 31, 2019
Note 5: Other equity
Retained earnings (refer note a below)
At the beginning of the year (71.75) -
Profit/(loss) during the year (169.71) (71.75)
At the end of the year (241.46) (71.75)
(241.46) (71.75)
(a) The cumulative gain or loss arising from the operations which is retained by the Company is recognised and accumulated under the heading
of retained earnings. At the end of the year, the profit/(loss) after tax is transferred from the statement of profit and loss to retained earnings.
(Rs. in thousands)
Particulars March 31, 2020 March 31, 2019
Note 6: Other financial liabilities

Other payables
Total outstanding dues to micro enterprises and small enterprises 11.88 -
Total outstanding dues to creditors other than micro enterprises and
236.16 35.40
small enterprises
Provision for expenses 10.00 10.00
258.04 45.40

(Rs. in thousands)
Particulars March 31, 2020 March 31, 2019
Note 7: Other non-financial liabilities
Statutory dues 1.10 -

1.10 -

F - 686
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2020
(Rs. in thousands)
For the period from
For the year ended
Particulars July 3, 2018 to
March 31, 2020
March 31, 2019
Note 8: Other expenses
Professional fees 104.17 57.39
Audit fees 10.00 10.00
Rates and taxes 5.01 4.24
Miscellaneous expenses 28.98 0.12
Advertisement Charges 21.55 -
169.71 71.75
Note 9: Contingent liabilities, commitments and contingent assets
There are no contingent liabilities and there are no contracts remaining to be executed on capital account and not provided for as at
the balance sheet date. Further, there are no commitments as on March 31, 2020 (March 31, 2019 - Nil)
Note 10: A: Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate:
(Rs. in thousands)

For the period from


For the year ended
Particulars July 3, 2018 to
March 31, 2020
March 31, 2019

Accounting profit / (loss) before income tax (169.71) (71.75)


Tax at the Indian tax rate of 26% (March 31, 2019 - 26%) (44.12) (18.66)
Effect of:
Deferred tax asset not created on losses 44.12 18.66
At the effective income tax rate is nil - -
Income tax expense reported in the statement of profit and loss - -
B: Unrecognised deferred tax assets:
Deferred tax assets have not been recognised in respect of the following items, because it is not probable that future taxable profit
will be available against which the Company can use the benefits there from
Tax losses 62.78 18.66
Note 11: Earnings per share (EPS)

The following reflects the profit/(loss) and weighted average number of shares data used in the basic and diluted Earnings Per
Share computation:

For the year ended For the period ended


Particulars
March 31, 2020 March 31, 2019
Profir/(loss) for the period for calculating basic and diluted earnings per share
(169.71) (71.75)
(Rs. in thousands)
Weighted average number of equity shares for calculating basic and diluted
10,000 7,425
earnings per share

Note 12: Segment information

The Company is primarily engaged in the business of real estate development, which as per Indian Accounting Standard – 108 on
‘Operating Segments’ is considered to be the only reportable business segment. The Company is operating in India. which is
considered as a single geographical segment.
Note 13: Expenditure on corporate social responsibility activities

Since the Company does not meet the criteria specified in Section 135 of the Companies Act, 2013, the Company is not required to
spend any amount on activities related to corporate social responsibility for the year ended March 31, 2020

F - 687
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2020
Note 14: Related party disclosure:
(a) Names of related parties where control exists irrespective of whether transactions have occurred or not:
Ultimate holding company J V Holding Private Limited
Holding company Embassy Property Developments Pvt Ltd

(b) Transactions with Related Parties :

Particulars (Rs. in thousands)


March 31, 2020 March 31, 2019
Reimburesement of expenses
Embassy Property Developments Pvt Ltd 211.46 -

(c) Balances at the end of the year:


Particulars (Rs. in thousands)
March 31, 2020 March 31, 2019

Other payables
Embassy Property Developments Pvt Ltd 211.46 -

Note 15:
The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated 26 August 2008 which
recommends that the Micro, small and medium enterprises should mention in their correspondence with its customers the
Entrepreneur Memorandum Number as allocated after filing of the Memorandum in accordance with the MSMED Act.
Accordingly the disclosure in respect of the amounts payable to such enterprises as at March 31, 2020 has been made in
the financial statements based on the information received and available with the Company.

Note 16: Disclosure on financial assets and financial liabilities


(Rs. in thousands)
Particulars Carrying Carrying
value as at March value as at March
31, 2020 31, 2019
Financial assets measured at amortised cost:
- Cash and cash equivalents 117.68 73.65
117.68 73.65
Financial liabilities measured at amortised cost:
- Other financial liabilities 258.04 45.40
258.04 45.40
The management assessed that the carrying value of the cash and cash equivalents and other current financial liabilities
approximate their fair values.

F - 688
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2020
Note 17: Financial instruments - risk management
The Company's financial assets majorly comprise of cash & cash equivalents.
The Company is exposed to credit risk, liquidity risk and market risk arising out of operations and the use of financial
instruments. The Board of Directors have overall responsibility for establishment and review of the Company's risk
management framework.
The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set
appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are
reviewed regularly to reflect changes in market conditions affecting business operations and the Company's activities.
(a) Credit risk
Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or loans given leading to
financial loss. Cash and bank deposits are placed with banks and financial institutions which are regulated. Management
does not expect any of its counterparties to fail to meet its obligations.
(b) Market risk
Market risk is the risk which will affect the Company’s income or the value of its holding of financial instruments on
account of changes in market prices, foreign exchange rates, interest rates and equity prices
a. Currency risk
Majority of the transactions entered into by the company are denominated in INR. Accordingly the company does not
have any currency risk.
b. Interest rate risk
Interest rate is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market
interest rates. The company does not have any long term debt obligations with floating interest rates. Accordingly the
company does not have any interest rate risk.
( c) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting financial obligations due to shortage of
funds. The Company’s exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and
liabilities. The Company’s objective is to maintain a balance between continuity of funding and flexibility. The Company
has a dedicated treasury management team on a group level which monitors on a daily basis the fund positions/requirements
of the Company. The treasury management team plans the cash flows of the Company by planning and identifying future
mismatches in funds availability and reports the planned & current liquidity position to the top management and Board of
Directors of the Company.
Exposure to liquidity risk
The table below summarises the maturity profile of the Company’s financial assets and liabilities at the end of the reporting
period based on contractual undiscounted cash flows:
(Rs. in thousands)
Less than More than
March 31, 2020 1 to 5 years Total
1 year 5 years
Financial assets
- Cash and cash equivalents 117.68 - - 117.68
117.68 - - 117.68
Non-derivative financial liabilities
- Other financial liabilities 258.04 - - 258.04
258.04 - - 258.04
(Rs. in thousands)
Less than More than
March 31, 2019 1 to 5 years Total
1 year 5 years
Financial assets
- Cash and cash equivalents 73.65 - - 73.65
73.65 - - 73.65

Non-derivative financial liabilities


- Other financial liabilities 45.40 - - 45.40
45.40 - - 45.40
F - 689
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the year ended March 31, 2020
Note 18: Auditors’ remuneration:
(Rs. in thousands)
Particulars March 31, 2020 March 31, 2019
Statutory audit fees (exclusive of applicable taxes) 10.00 10.00
Note 19: Capital management
For the purpose of the Company’s capital management, capital includes issued equity capital, share premium and all other
equity reserves attributable to the equity holders of the parent. The primary objective of the Company’s capital management is
to optimize the shareholder value.
The Company manages the capital structure based on an adequate gearing which yields higher share holder value which is
driven by the business requirements for capital expenditure and cash flow requirements for operations and plans of business
expansion and consolidation. Accordingly based on the relative gearing and effective operating cash flows generated, the
Company manages the capital either by raising required funds through debt or equity. The current capital and net debt position
is as follows:
(Rs. in thousands)
Particulars March 31, 2020 March 31, 2019
Borrowings - -
Net debt - -
Capital - equity attributable to the equity holders (141.46) 28.25
Capital and net debt (141.46) 28.25

Note 20:
Impact of COVID 19
The Company has considered the possible effects that may result from the pandemic relating to COVID-19.
In developing the assumptions relating to the possible future uncertainties in the global economic conditions because of this
pandemic, the Company, as at the date of approval of these financial statements has used internal and external sources of
information including credit reports and related information, economic forecasts. The Company has performed sensitivity
analysis on the assumptions used and based on current estimates expects the carrying amount of these assets will be recovered.
Credit risk on cash and cash equivalents is limited as the Company generally invest in deposits with banks and financial
institutions with high ratings assigned by international and domestic credit rating agencies. Ratings are monitored periodically
and the Company has considered the latest available credit ratings in view of COVID – 19 as at the date of approval of these
financial statements.
The impact of COVID-19 on the Company's financial statements may differ from that estimated as at the date of approval of
these financial statements

As per our report of even date


for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments Private Limited
Firm Registration number : 010005S

Ravindranath N Narpat Singh Choraria Shaina Ganapathy


Partner Director Director
Membership No: 209961 DIN: 00027580 DIN: 001777973

Place : Bengaluru Place : Bengaluru


Date : May 22, 2020 Date : May 22, 2020

F - 690
INDEPENDENT AUDITOR’S REPORT

To the Members of Embassy One Commercial Property Developments Private Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the standalone financial statements of Embassy One Commercial Property
Developments Private Limited (“the Company”), which comprise the balance sheet as at 31st March
2019, and the statement of Profit and Loss, statement of changes in equity and statement of cash flows
for the period July 03, 2018 to March 31, 2019, and notes to the financial statements, including a
summary of significant accounting policies and other explanatory information

In our opinion and to the best of our information and according to the explanations given to us, the
aforesaid standalone financial statements give the information required by the Companies Act, 2013 in
the manner so required and give a true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as at March 31, 2019, and its loss,
changes in equity and its cash flows for the period July 03, 2018 to March 31, 2019.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section
143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described
in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are
independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered
Accountants of India together with the ethical requirements that are relevant to our audit of the financial
statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have
fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.

Responsibilities of Management and Those Charged with Governance for the Standalone
Financial Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the
Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone financial
statements that give a true and fair view of the financial position, financial performance, changes in
equity and cash flows of the Company in accordance with the accounting principles generally accepted
in India, including the accounting Standards specified under section 133 of the Act. This responsibility
also includes maintenance of adequate accounting records in accordance with the provisions of the Act
for safeguarding of the assets of the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for ensuring the accuracy and completeness
of the accounting records, 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.

F - 691
In preparing the financial statements, the Board of Directors is responsible for assessing the Company’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the Board of Directors either intends to liquidate the
Company or to cease operations, or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with SA’s will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain
professional skepticism throughout the audit.

We also:

 Identify and assess the risks of material misstatement of the financial statements, whether due
to fraud or error, design and perform audit procedures responsive to those risks, and obtain
audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of
not detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.

 Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances. but not for the purpose of expressing an
opinion on the effectiveness of the entity’s internal control

 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.

 Conclude on the appropriateness of management’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Company’s ability to continue as a
going concern. If we conclude that a material uncertainty exists, we are required to draw
attention in our auditor’s report to the related disclosures in the financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor’s report. However, future events or conditions
may cause the Company to cease to continue as a going concern.

 Evaluate the overall presentation, structure and content of the financial statements, including
the disclosures, and whether the financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.

F - 692
We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and significant audit findings, including any significant deficiencies in
internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.

Report on Other Legal and Regulatory Requirements

1. This report does not include a statement on matters specified in the Companies (Auditor’s
Report) Order, 2016 (“the Order”) issued by the Central Government of India in terms of sub-
section (11) of section 143 of the Companies Act,2013, since in our opinion and according to
explanation given to us, the said order is not applicable to the Company.

2. As required by Section 143(3) of the Act, we report that:

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

b) In our opinion, proper books of account as required by law have been kept by the Company so
far as it appears from our examination of those books

c) The Balance Sheet, the Statement of Profit and Loss, the Statement of Changes in Equity and
the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d) In our opinion, the aforesaid standalone financial statements comply with the Accounting
Standards specified under Section 133 of the Act, read with Rule 7 of the Companies
(Accounts) Rules, 2014.

e) On the basis of the written representations received from the directors as on 31st March, 2019
taken on record by the Board of Directors, none of the directors is disqualified as on 31st March,
2019 from being appointed as a director in terms of Section 164(2) of the Act.

f) The Company has been exempted from the requirement of its auditor reporting on whether the
company has adequate internal financial controls in place and the operating effectiveness of
such controls (clause (i) of section 143 (3)).

g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule
11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our
information and according to the explanations given to us:

i. The Company does not have any pending litigations which would impact its financial
position.

ii. The Company did not have any long-term contracts including derivative contracts for
which there were any material foreseeable losses.

F - 693
iii. There were no amounts which were required to be transferred to the Investor Education and
Protection Fund by the Company.

for H R A & Co.


Chartered Accountants
Firm Registration Number: 010005S

Ravindranath. N
Partner
Membership Number: 209961

Date: May 06, 2019


Place: Bengaluru

F - 694
Embassy One Commercial Property Developments Private Limited
Balance sheet as at March 31, 2019
(Rs. in thousands)
Particulars Note March 31, 2019
Assets
Current assets
Financial assets
- Cash and cash equivalents 3 73.65
Total current assets 73.65
Total assets 73.65
Equity and liabilities
Equity
Equity share capital 4 100.00
Other equity 5 (71.75)
Total equity 28.25
Liabilities
Current liabilities
Financial liabilities
- Other financial liabilities 6 45.40
Total current liabilities 45.40
Total equity and liabilities 73.65
Summary of significant accounting policies (refer note 2)
The accompanying notes are an integral part of the financial statements.

As per our report of even date


for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments Private Limited
Firm Registration number : 010005S

Ravindranath N Narpat Singh Choraria Aditya Virwani


Partner Director Director
Membership No: 209961 DIN: 00027580 DIN: 06480521

Place : Bengaluru Place : Bengaluru


Date : May 06, 2019 Date : May 06, 2019

F - 695
Embassy One Commercial Property Developments Private Limited
Statement of profit and loss for the period ended March 31, 2019
(Rs. in thousands)
For the period
Particulars Note from July 3, 2018
to March 31, 2019
Total income -
Expenses
Other expenses 7 71.75
Total expenses 71.75
Profit/(loss) before tax (71.75)
Tax expense
Current tax 9 -
Profit/(loss) for the period (71.75)
Other comprehensive income (OCI)
- Not to be reclassified to statement of profit and loss in subsequent periods -
Total comprehensive income for the period (71.75)
Earning per share (equity shares, par value of Rs. 10 each)
Basic and diluted (Rs.) 10 (9.66)
Summary of significant accounting policies (refer note 2)
The accompanying notes are an integral part of the financial statements.
As per our report of even date
for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments Private Limited
Firm Registration number : 010005S

Ravindranath N Narpat Singh Choraria Aditya Virwani


Partner Director Director
Membership No: 209961 DIN: 00027580 DIN: 06480521

Place : Bengaluru Place : Bengaluru


Date : May 06, 2019 Date : May 06, 2019

F - 696
Embassy One Commercial Property Developments Private Limited
Cash flow statement for the period ended March 31, 2019
(Rs. in thousands)
For the period from
Particulars July 3, 2018 to
March 31, 2019
Cash flow from operating activities:
Profit / (loss) before tax (71.75)
Operating cash flow before working capital changes (71.75)
Changes in
- Increase / (decrease) in other financial liabilities 45.40
Cash (used in)/ generated from operations (26.35)
- Direct taxes paid (net of refunds) -
Net cash generated /(used in) operating activities (26.35)
Cash flow from financing activities:
- Proceeds from issue of share capital 100.00
Net cash generated from financing activities 100.00
Net (decrease)/ increase in cash and cash equivalents 73.65
Cash and cash equivalents at the beginning of the period -
Cash and cash equivalents at the end of the period (refer note 3) 73.65
Summary of significant accounting policies (refer note 2)
The accompanying notes are an integral part of the financial statements.
As per our report of even date
for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments Private Limited
Firm Registration number : 010005S

Ravindranath N Narpat Singh Choraria Aditya Virwani


Partner Director Director
Membership No: 209961 DIN: 00027580 DIN: 06480521
Place : Bengaluru Place : Bengaluru
Date : May 06, 2019 Date : May 06, 2019

F - 697
Embassy One Commercial Property Developments Private Limited
Statement of changes in equity for the period ended March 31, 2019
(A) Equity share capital
(Rs. in thousands)
Particulars Amount
Equity shares of Rs. 10 each issued, subscribed and fully paid up
Balance as at July 03, 2018 -
Changes during the period 100.00
Balance as at March 31, 2019 100.00
(B) Other equity
(Rs. in thousands)
Reserves and
Surplus
Particulars Total other equity
Retained earnings
Balance as at July 03, 2018 - -
Profit/(loss) for the period (71.75) (71.75)
Balance as at the March 31, 2019 (71.75) (71.75)
As per our report of even date
for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments Private Limited
Firm Registration number : 010005S

Ravindranath N Narpat Singh Choraria Aditya Virwani


Partner Director Director
Membership No: 209961 DIN: 00027580 DIN: 06480521

Place : Bengaluru Place : Bengaluru


Date : May 06, 2019 Date : May 06, 2019

F - 698
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the period ended March 31, 2019
Note 1: Company overview
Embassy One Commercial Property Developments Private Limited ('the Company') was incorporated on July 03, 2018.
The Company has been formed primarily for carrying on business of real estate development.The company
identification number of the Company is U70109KA2018PTC114487. The Company is incorporated in India and the
registered office is at Bengaluru, India.
Note 2: Significant accounting policies
a. Basis of preparation
The financial statements of the Company have been prepared in accordance with the Indian Accounting Standard (Ind
AS) as prescribed under Section 133 of the Companies Act, 2013 read together with Rule 3 of the Companies (Indian
Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016.
Financial statements for the year ended March 31, 2019 are the Company's first financials and have been prepared in Ind-
AS financial statements. The Company has adopted all the applicable Ind-AS standards.
The financial statements have been prepared on a historical cost basis, except for certain financial assets which is
measured at fair value. The financial statements are presented in INR and all values are rounded to the nearest thousand,
except when otherwise stated.
b. Use of estimates
The preparation of financial statements in conformity with Ind AS requires the management to make judgments,
estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the
disclosure of contingent liabilities, at the end of the reporting period. Although these estimates are based on the
management’s best knowledge of current events and actions, uncertainty about these assumptions and estimates could
result in the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in future periods.
c. Current versus non-current classification
The Company presents assets and liabilities in the balance sheet based on current and non-current classification.
An asset is treated as current when it is:
Expected to be realized within twelve months after the reporting period, or
Cash or cash equivalents unless restricted from being exchanged or used to settle a liability for at least twelve
months after the reporting period.
All other assets are classified as non-current.
A liability is current when it is:
Due to be settled within twelve months after the reporting period, or
There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting
period.
The Company classifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non- current assets and liabilities.
d. Investment properties
Recognition and initial measurement
Investment properties are properties held to earn rentals or for capital appreciation, or both. Investment properties
are measured initially at their cost of acquisition. The cost comprises purchase price, borrowing cost, if
capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the
intended use. Any trade discount and rebates are deducted in arriving at the purchase price.
Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only
when it is probable that future economic benefits associated with the item will flow to the Company. All other repair
and maintenance costs are recognized in statement of profit and loss as incurred.
Subsequent measurement (depreciation and useful life)
Investment properties are subsequently measured at cost less accumulated depreciation and impairment losses.
Depreciation on investment properties is provided on the straight-line method, computed on the basis of useful life
prescribed in Schedule II to the Act.
F - 699
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the period ended March 31, 2019
De-recognition
Investment properties are de-recognized either when they have been disposed off or when they are permanently
withdrawn from use and no future economic benefit is expected from their disposal. The difference between the net
disposal proceeds and the carrying amount of the asset is recognized in statement of profit and loss in the period of
de-recognition.
e. Impairment of assets
Non-financial assets
The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any
indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset’s
recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) fair
value less costs of disposal and its value in use. The recoverable amount (ie, the higher of the fair value less cost to
sell and the value-in-use) is determined on an individual asset basis unless the asset does not generate cash flows that
are largely independent of those from other assets. Where the carrying amount of an asset or cash-generating unit’s
exceeds its recoverable amount, the asset is considered impaired and is written down to arrive at its recoverable
amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-
tax discount rate that reflects current market assessments of the time value of money and the risks specific to the
asset. In determining fair value less costs of disposal, recent market transactions are taken into account, if available.
If no such transactions can be identified, an appropriate valuation model is used.
The Company bases its impairment calculation on detailed budgets and forecast calculations which are prepared
separately for each of the Company’s cash-generating units to which the individual assets are allocated. These
budgets and forecast calculations are generally covering a period of five years.
For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is any
indication that previously recognised impairment losses may no longer exist or may have decreased. If such
indication exists, the Company estimates the asset’s or CGU's recoverable amount. A previously recognised
impairment loss is reversed only if there has been a change in the assumptions used to determine the asset’s
recoverable amount since the last impairment loss was recognised. The reversal is limited so that the carrying
amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been
determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is
recognised in the statement of profit and loss unless the asset is carried at a revalued amount, in which case the
reversal is treated as a revaluation increase.
Financial assets
The Company recognises loss allowances using the expected credit loss (ECL) model for the financial assets which
are not fair valued through statement of profit and loss. The Company tests for impairment using the expected credit
loss model for financial assets such as loans and advances to be settled in cash.
Loss allowance for loans with no significant financing component is measured at an amount equal to lifetime
Expected Credit Loss. Life time Expected Credit Loss are the expected credit losses resulting from all possible
default events over the expected life of a financial instrument. The 12 month Expected Credit Loss is a portion of the
lifetime Expected Credit Loss which results from default events on a financial instrument that are possible within 12
months after the reporting date.
Impairment loss allowance (or reversal) recognised during the period is recognised as income/expense in the
statement of profit and loss. This amount is reflected in a separate line in the statement of profit and loss as an
impairment gain or loss. For financial assets measured at amortised cost, expected credit loss is presented as an
allowance which reduces the net carrying amount of the financial asset.
f. Borrowing costs
Borrowing costs are recognised in the statement of profit and loss in the period in which they are incurred, except where
the cost is incurred during the construction of an asset that takes a substantial period to get ready for its intended use in
which case it is capitalised. Borrowing costs consist of interest and other costs that an entity incurs in connection with
the borrowing of funds.
g. Revenue recognition
Revenue from contracts with customers is recognised when control of the goods or services are transferred to the
customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those
goods or services. F - 700
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the period ended March 31, 2019
Interest income
Interest income is recognised on a time proportion basis as and when accrued. Interest income on financial
instruments are recognised using the effective interest rate method. The effective interest rate is the rate that exactly
discounts the estimated future cash receipts through the expected life of the financial asset to the gross carrying
amount of the asset.
Dividends
Dividends is recognised when the Company's right to receive the payment is established, which is generally when
shareholders of the Investee Company approve the dividend.
h. Foreign currency
Functional currency
The Company’s financial statements are presented in INR, which is also the Company’s functional currency.
Transactions and balances
Transactions in foreign currencies are initially recorded at their respective functional currency spot rates at the
date transaction first qualifies for recognition.
Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates
of exchange at the reporting date.
Exchange differences arising on settlement or translation of monetary items are recognised in statement of profit and
loss with the exception of exchange differences arising on monetary items that are designated as part of the hedge of
the Company’s net investment of foreign operations. These are recognised in other comprehensive income until the
net investment is disposed of, at which time, the cumulative amount is reclassified to statement of profit and loss.
Tax charges and credits attributable to exchange differences on those monetary items are also recorded in other
comprehensive income.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the
exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign
currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss
arising on translation of non-monetary items measured at fair value is treated in line with recognition of the gain or
loss on the change in fair value of the item.
i. Income taxes
Current income tax
Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the
taxation authorities. Current income tax is measured at the amount expected to be paid to the tax authorities in
accordance with the Indian income tax act, 1961.
Current income tax relating to items recognised outside statement of profit and loss is recognised outside statement of
profit and loss (either in other comprehensive income or in equity). Current income tax items are recognised in
correlation to the underlying transaction either in other comprehensive income or directly in equity. Management
periodically evaluates positions taken in the tax returns with respect to situation in which applicable tax regulations are
subject to interpretation and establishes provisions where appropriate.
Deferred tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and
liabilities and their carrying amounts in the financial statements.
Deferred tax liabilities are recognised for all taxable temporary differences, except:
When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in transaction
that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable
profit or loss.
In respect of taxable temporary differences associated with investments in subsidiaries, associates and interest in
joint ventures, when the timing of the reversal of the temporary differences can be controlled and it is probable that
the temporary differences will not reverse in the foreseeable future.

F - 701
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the period ended March 31, 2019
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and
any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be
available against which the deductible temporary differences, and the carry forward of unused tax credits and unused
tax losses can be utilised, except:
When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an
asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither
the accounting profit nor taxable profit or loss;
In respect of deductible temporary differences associated with investments in subsidiaries, associates and interest in
joint ventures, deferred tax assets are recognized only to the extent that is probable that the temporary differences
will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can
be utilized.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that is no longer
probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised.
Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has
become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is
realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the
reporting date.
Deferred tax relating to items recognised outside statement of profit and loss is recognised outside statement of profit
and loss (either in the other comprehensive income or in the equity). Deferred tax items are recognised in correlation to
the underlying transaction either in other comprehensive income or directly in equity.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets
against current tax liabilities and the deferred taxes related to the same taxable entity and the same taxation authority.
j. Earnings per share
Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders
by the weighted average number of equity shares outstanding during the year. Partly paid equity shares are treated as a
fraction of an equity share to the extent that they were entitled to participate in dividends relative to a fully paid equity
share during the reporting period. The weighted average number of equity shares outstanding during the year is adjusted
for events of bonus issue; bonus element in a rights issue to existing shareholders; share split; and reverse share split.
For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity
shareholders and the weighted average number of shares outstanding during the year are adjusted for the effects of all
potentially dilutive securities.
k. Provisions
A provision is recognised when the enterprise has a present obligation (legal or constructive) as a result of a past event
and it is probable that an outflow of resources embodying economic benefit will be required to settle the obligation, and
a reliable estimate can be made of the amount of obligation. Provisions are not discounted to their present value and are
determined based on best estimate required to settle the obligation at the balance sheet date. These are reviewed at each
balance sheet date and adjusted to reflect the current best estimates.
l. Cash and cash equivalents
Cash and cash equivalents in the balance sheet comprise cheques in hand and cash at bank and in hand and short-term
deposits with an original maturity of three months or less. For the purpose of the statement of cash flows, cash and bank
balance consist of cash and cash equivalents and short-term deposits, as defined above, net of outstanding bank
overdrafts and cash credit facilities.
m. Contingent liabilities
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the
occurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a present
obligation that is not recognised because it is not probable that an outflow of resources will be required to settle the
obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognised
because it cannot be measured reliably. The Company does not recognise a contingent liability but discloses its
existence in the financial statements.
n. Fair value measurement F - 702
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the period ended March 31, 2019
The Company measures financial instruments, such as, derivatives at fair value at each balance sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when
pricing the asset or liability, assuming that market participants act in their economic best interest.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are
available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of
unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within
the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value
measurement as a whole:
Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities;
Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement
is directly or indirectly observable;
Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement
is unobservable.
o. Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity
instrument of another entity.
Initial recognition and measurement
All financial assets are recognised initially at fair value plus transaction costs that are attributable to the acquisition of
the financial asset except in the case of financial assets recorded at fair value through statement of profit and loss.
Financial liabilities are classified as financial liabilities at fair value through statement of profit and loss, loans and
borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. All
financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of
directly attributable transaction costs.
Subsequent measurement
(i) Financial assets carried at amortised cost
A financial asset is subsequently measured at amortised cost if it is held within a business model whose objective is
to hold the asset in order to collect contractual cash flows and the contractual terms of the financial asset give rise on
specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
(ii) Financial assets at fair value through other comprehensive income
A financial asset is subsequently measured at fair value through other comprehensive income if it is held within a
business model whose objective is achieved by both collecting contractual cash flows and selling financial assets
and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of
principal and interest on the principal amount outstanding. Further, in cases where the Company has made an
irrevocable election based on its business model, for its investments which are classified as equity instruments, the
subsequent changes in fair value are recognised in other comprehensive income.
(iii) Financial assets at fair value through statement of profit and loss
A financial asset which is not classified in any of the above categories are subsequently fair valued through
statement of profit and loss.
(iv) Equity investments
All equity investments with the scope of Ind AS 109 are measured at fair value. Equity instruments which are held
for trading and contingent consideration recognised by an acquirer in a business combination to which Ind AS 103
applies are classified as financial assets at fair value through statement of profit and loss. Equity instruments
included within the financial assets at fair value through statement of profit and loss category are measured at fair
value with all changes recognised in the statement of profit and loss.
(v) Financial liabilities
F - 703
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the period ended March 31, 2019
Financial liabilities are subsequently carried at amortised cost using the effective interest method, except for
contingent consideration recognised in a business combination which is subsequently measured at fair value through
statement of profit and loss. For trade and other payables maturing within one year from the balance sheet date, the
carrying amounts approximate the fair value due to the short maturity of these instruments.
Interest-bearing loans and borrowings are subsequently measured at amortised cost using the effective interest rate
method. Gains and losses are recognised in statement of profit and loss when the liabilities are derecognised as well
as through the effective interest rate amortisation process. Amortised cost is calculated by taking into account any
discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate. The
effective interest rate amortisation is included as finance costs in the statement of profit and loss.
Reclassification of financial assets
The Company determines classification of financial assets and liabilities on initial recognition. After initial recognition,
no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial assets
which are debt instruments, a reclassification is made only if there is a change in the business model for managing those
assets. Changes to the business model are expected to be infrequent. The Company’s senior management determines
change in the business model as a result of external or internal changes which are significant to the Company’s
operations. A change in the business model occurs when the Company either begins or ceases to perform an activity that
is significant to its operations. If the Company reclassifies financial assets, it applies the reclassification prospectively
from the reclassification date which is the first day of the immediately next reporting period following the change in
business model. The Company does not restate any previously recognised gains, losses (including impairment gains or
losses) or interest.
The following table shows various reclassifications and how they are accounted for:
Original classification Revised classification Accounting treatment
Amortized cost Financial assets at fair Fair value is measured at reclassification date. Difference
value through statement between previous amortized cost and fair value is
of profit and loss recognized in statement of profit and loss.
Financial assets at fair value Amortized cost Fair value at reclassification date becomes its new gross
through statement of profit carrying amount. Effective interest rate is calculated based
and loss on the new gross carrying amount.
Amortized cost Financial assets at fair Fair value is measured at reclassification date. Difference
value through other between previous amortized cost and fair value is
comprehensive income recognized in other comprehensive income. No change in
effective interest rate due to reclassification.
Financial assets at fair value Amortized cost Fair value at reclassification date becomes its new
through other comprehensive amortized cost carrying amount. However, cumulative gain
income or loss in other comprehensive income is adjusted against
fair value. Consequently, the asset is measured as if it had
always been measured at amortized cost.
Financial assets at fair value Financial assets at fair Fair value at reclassification date becomes its new carrying
through statement of profit value through other amount. No other adjustment is required.
and loss comprehensive income
Financial assets at fair value Financial assets at fair Assets continue to be measured at fair value. Cumulative
through other comprehensive value through statement gain or loss previously recognized in other Comprehensive
income of profit and loss income is reclassified to statement of profit and loss at the
reclassification date.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the consolidated balance sheet if
there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net
basis, to realise the assets and settle the liabilities simultaneously.
Derecognition of financial instrument
A financial asset is primarily derecognised when:
The rights to receive the cash flows from the asset have expired or
F - 704
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the period ended March 31, 2019
The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the
received cash flows in full without material delay to a third party under a pass-through arrangement; and either (a)
the Company has transferred substantially all the risks and rewards of the asset, or (b) the Company has neither
transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
When the Company has transferred its right to receive the cash flows from an asset or has entered into a pass-through
arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither
transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the
Company continues to recognise the transferred asset to the extent of the Company's continuing involvement. In that
case, the Company also recognises an associated liability. The transferred asset and the associated liability are measured
on a basis that reflects the rights and obligations that the Company has retained.
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When
an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms
of an existing liability are substantially modified, such an exchange or modification is treated as derecognition of the
original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised
in the statement of profit and loss.
p. Share capital
Ordinary Shares are classified as equity. Incremental costs directly attributable to the issuance of new ordinary shares
are recognised as a deduction from equity, net of any tax effects.
q. Recent accounting pronouncements (standards issued but not yet effective)
Ind AS 116 Leases was notified in March 30, 2019 and it replaces Ind AS 17 Leases , including appendices thereto. Ind
AS 116 is effective for annual periods beginning on or after April 1, 2019. Ind AS 116 sets out the principles for the
recognition, measurement, presentation and disclosure of leases and requires lessees to account for all leases under a
single on-balance sheet model similar to the accounting for finance leases under Ind AS 17. The standard includes two
recognition exemptions for lessees – leases of ‘low-value’ assets (e.g., personal computers) and short-term leases (i.e.,
leases with a lease term of 12 months or less). At the commencement date of a lease, a lessee will recognise a liability to
make lease payments (i.e., the lease liability) and an asset representing the right to use the underlying asset during the
lease term (i.e., the right-of-use asset). Lessees will be required to separately recognise the interest expense on the lease
liability and the depreciation expense on the right-of-use asset.
Lessees will be also required to remeasure the lease liability upon the occurrence of certain events (e.g., a change in the
lease term, a change in future lease payments resulting from a change in an index or rate used to determine those
payments). The lessee will generally recognise the amount of the remeasurement of the lease liability as an adjustment
to the right-of-use asset.
Lessor accounting under Ind AS 116 is substantially unchanged from today’s accounting under Ind AS 17. Lessors will
continue to classify all leases using the same classification principle as in Ind AS 17 and distinguish between two types
of leases: operating and finance leases.
The Company intends to adopt these standards, if applicable, when they become effective. As the Company does not
have any material leases, the adoption of this standard is not likely to have a material impact in its standalone Ind AS
financial statements.

F - 705
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the period ended March 31, 2019
(Rs. in thousands)
Particulars March 31, 2019
Note 3: Cash and cash equivalents
Balances with banks
- In current accounts 73.65
73.65
(Rs. in thousands)
Particulars March 31, 2019
Note 4: Equity share capital
Authorised
10,000 equity shares of Rs. 10/- each 100.00
100.00
Issued, subscribed and fully paid-up capital
10,000 equity shares of Rs. 10/- each 100.00
100.00
(a) The details of shareholder holding more than 5 percent equity shares in the Company is as below:
March 31, 2019
Name of the shareholder
No. of shares % holding
Embassy Property Developments Private Limited (Holding Company) 9,999 99.99%
9,999 99.99%
Reconciliation of the number of equity shares outstanding at the beginning and at the end of the year is
(b)
as given below:
March 31, 2019
Particulars
No. of shares Rs. in thousands
At the beginning of the year - -
Issued during the year 10,000 100.00
Outstanding at the end of the year 10,000 100.00

(c) Rights, entitlements and obligations attached to equity shares:


The Company has only one class of equity shares having par value of Rs. 10 each. Each holder of the equity
share, as reflected in the records of the Company as of the date of the shareholders' meeting, is entitled to one
vote in respect of each share held for all matters submitted to vote in the shareholders' meeting.
The Company declares and pays dividends in Indian Rupees. The dividend proposed by the board of directors
is subject to the approval of the shareholders in the ensuing general meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the
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.
Buy back of equity shares and equity shares allotted by way of bonus shares or for consideration other
(d)
than cash:
There have been no buy back of shares, issue of shares by way of bonus share or issue of share pursuant to
contract without payment being received in cash for the current period.

F - 706
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the period ended March 31, 2019
(Rs. in thousands)
Particulars March 31, 2019
Note 5: Other equity
Retained earnings (refer note a below)
At the beginning of the year -
Profit/(loss) during the year (71.75)
At the end of the year (71.75)
(71.75)
(a) The cumulative gain or loss arising from the operations which is retained by the Company is recognised
and accumulated under the heading of retained earnings. At the end of the year, the profit/(loss) after tax is
transferred from the statement of profit and loss to retained earnings.
(Rs. in thousands)
Particulars March 31, 2019
Note 6: Other financial liabilities
Other payable 45.40
45.40

F - 707
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the period ended March 31, 2019
(Rs. in thousands)
For the period
from July 3, 2018
Particulars
to
March 31, 2019
Note 7: Other expenses
Professional fees 57.39
Audit fees 10.00
Rates and taxes 4.24
Miscellaneous expenses 0.12
71.75
Note 8: Contingent liabilities, commitments and contingent assets
There are no contingent liabilities and there are no contracts remaining to be executed on capital account and
not provided for as at the balance sheet date. Further, there are no commitments as on March 31, 2019.
Note 9: A: Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate:
(Rs. in thousands)
For the period
from July 3, 2018
Particulars
to
March 31, 2019
Accounting profit / (loss) before income tax (71.75)
Tax at the Indian tax rate of 26% (18.66)
Effect of:
Deferred tax asset not created on losses 18.66
At the effective income tax rate is nil -
Income tax expense reported in the statement of profit and loss -
B: Unrecognised deferred tax assets:
Deferred tax assets have not been recognised in respect of the following items, because it is not probable that
future taxable profit will be available against which the Company can use the benefits there from
Tax losses 18.66
Note 10: Earnings per share (EPS)

The following reflects the profit/(loss) and weighted average number of shares data used in the basic and
diluted Earnings Per Share computation:

Period ended
Particulars
March 31, 2019
Profir/(loss) for the period for calculating basic and diluted earnings per share (Rs. in
(71.75)
thousands)
Weighted average number of equity shares for calculating basic and diluted earnings per
7,425
share
Note 11: Segment information
The Company is primarily engaged in the business of real estate development, which as per Indian Accounting
Standard – 108 on ‘Operating Segments’ is considered to be the only reportable business segment. The
Company is operating in India. which is considered as a single geographical segment.
Note 12: Expenditure on corporate social responsibility activities
Since the Company does not meet the criteria specified in Section 135 of the Companies Act, 2013, the
Company is not required to spend any amount on activities related to corporate social responsibility for the year
ended March 31, 2019.

F - 708
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the period ended March 31, 2019
Note 13: Related party disclosure:
(a) Names of related parties where control exists irrespective of whether transactions have occurred or not:
Ultimate holding company J V Holding Private Limited
Holding company Embassy Property Developments Pvt Ltd

(b) There are no transactions with related parties


Note 14: The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated 26 August 2008
which recommends that the Micro, small and medium enterprises should mention in their correspondence with its
customers the Entrepreneur Memorandum Number as allocated after filing of the Memorandum in accordance
with the MSMED Act. Accordingly the disclosure in respect of the amounts payable to such enterprises as at
March 31, 2019 has been made in the financial statements based on the information received and available with
the Company. The Company does not have any dues to Micro, small and Medium enterprises as at March 31,
2019. Hence no disclosures are required for the same.

Note 15: Disclosure on financial assets and financial liabilities


(Rs. in thousands)
Particulars Carrying
value as at March
31, 2019
Financial assets measured at amortised cost:
- Cash and cash equivalents 73.65
73.65
Financial liabilities measured at amortised cost:
- Other financial liabilities 45.40
45.40
The management assessed that the carrying value of the cash and cash equivalents and other current financial
liabilities approximate their fair values.

F - 709
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the period ended March 31, 2019
Note 16: Financial instruments - risk management
The Company's financial assets majorly comprise of cash & cash equivalents.
The Company is exposed to credit risk, liquidity risk and market risk arising out of operations and the use of financial
instruments. The Board of Directors have overall responsibility for establishment and review of the Company's risk
management framework.
The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set
appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are
reviewed regularly to reflect changes in market conditions affecting business operations and the Company's activities.
(a) Credit risk
Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or loans given leading
to financial loss. Cash and bank deposits are placed with banks and financial institutions which are regulated.
Management does not expect any of its counterparties to fail to meet its obligations.
(b) Market risk
Market risk is the risk which will affect the Company’s income or the value of its holding of financial instruments on
account of changes in market prices, foreign exchange rates, interest rates and equity prices
a. Currency risk
Majority of the transactions entered into by the company are denominated in INR. Accordingly the company does not
have any currency risk.
b. Interest rate risk
Interest rate is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market
interest rates. The company does not have any long term debt obligations with floating interest rates. Accordingly the
company does not have any interest rate risk.
( c) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting financial obligations due to shortage of
funds. The Company’s exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and
liabilities. The Company’s objective is to maintain a balance between continuity of funding and flexibility. The Company
has a dedicated treasury management team on a group level which monitors on a daily basis the fund
positions/requirements of the Company. The treasury management team plans the cash flows of the Company by planning
and identifying future mismatches in funds availability and reports the planned & current liquidity position to the top
management and Board of Directors of the Company.
Exposure to liquidity risk
The table below summarises the maturity profile of the Company’s financial assets and liabilities at the end of the reporting
period based on contractual undiscounted cash flows:
(Rs. in thousands)
Less than More than
March 31, 2019 1 to 5 years Total
1 year 5 years
Financial assets
- Cash and cash equivalents 73.65 - - 73.65
73.65 - - 73.65
Non-derivative financial liabilities
- Other financial liabilities 45.40 - - 45.40
45.40 - - 45.40

Note 17: Auditors’ remuneration:


(Rs. in thousands)
Particulars March 31, 2019
Statutory audit fees (exclusive of applicable taxes) 10.00

F - 710
Embassy One Commercial Property Developments Private Limited
Notes to financial statements for the period ended March 31, 2019
Note 18: Capital management
For the purpose of the Company’s capital management, capital includes issued equity capital, share premium and all other
equity reserves attributable to the equity holders of the parent. The primary objective of the Company’s capital management
is to optimize the shareholder value.
The Company manages the capital structure based on an adequate gearing which yields higher share holder value which is
driven by the business requirements for capital expenditure and cash flow requirements for operations and plans of business
expansion and consolidation. Accordingly based on the relative gearing and effective operating cash flows generated, the
Company manages the capital either by raising required funds through debt or equity. The current capital and net debt
position is as follows:
(Rs. in thousands)
Particulars March 31, 2019
Borrowings -
Net debt -
Capital - equity attributable to the equity holders 28.25
Capital and net debt 28.25
The current year financial statements are the first financial statements of the Company. The financial statements have been
Note 19:
prepared for the period from July 03, 2018 to March 31, 2019 and hence there are no comparitives.
As per our report of even date
for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments Private Limited
Firm Registration number : 010005S

Ravindranath N Narpat Singh Choraria Aditya Virwani


Partner Director Director
Membership No: 209961 DIN: 00027580 DIN: 06480521

Place : Bengaluru Place : Bengaluru


Date : May 06, 2019 Date : May 06, 2019

F - 711
Report On Review of Special Purpose Financial Statements

To,
Board of Directors
Embassy One Commercial Property Developments Private Limited
No.150, Embassy Point, 1st Floor, Infantry Road, Bengaluru – 560 001

We have reviewed the accompanying Special Purpose financial statements of Embassy One Commercial Property
Developments Private Limited (“the Company”) which comprise the Special purpose Balance Sheet as at December 31,
2021, the Special purpose Statement of Profit and Loss (including Other Comprehensive Income) for nine months period
ended on that date, the Special purpose Statement of Changes in Equity and the Special purpose Statement of Cash Flows
for the nine months period ended on that date, and a summary of the significant accounting policies and other
explanatory information (hereinafter referred to as the “Special purpose financial statements”). The special purpose
financial statements have been prepared by the management in accordance with Note 2 on the basis of the preparation
of the special purpose financial statements.

The Company’s Board of Directors is responsible for the preparation of these special purpose financial statements that
give a true and fair view of the financial position, financial performance including other comprehensive income, cash
flows and changes in equity in accordance with the basis as described in Note 2 of the special purpose financial
statements.

Our responsibility is to express a conclusion on this special purpose financial statements based on our review.

We conducted our review in accordance with Standard on Review Engagements (SRE) 2410, “Review of Interim
Financial Information Performed by the Independent Auditor of the Entity”. A review of interim financial information
consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying
analytical and other review procedures.

A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and
consequently does not enable us to obtain assurance that we would become aware of all significant matters that might
be identified in an audit. Accordingly, we do not express an audit opinion.

Based on our review, nothing has come to our attention that causes us to believe that the accompanying special purpose
financial statements is not prepared, in all material respects, in accordance with Note 2 to the special purpose financial
statements.

These special purpose financial statements have been prepared by the management of Embassy One Commercial
Property Developments Private Limited, and this report thereon issued, solely for the purpose of the management to be
included in the special purpose consolidated financial statement of Nam Estates Private Limited to be presented in the
private placement document for the proposed fund raise by Indiabulls Real Estate Limited. Accordingly, this report
should not be used, referred to or distributed for any other purpose without our prior written consent.

For HRA & Co.


Chartered Accountants
Firm Registration No. 0100005S

Ravindranath N
Partner
Membership No: 209961

UDIN: 22209961ADUQVZ2805
Place: Bengaluru
Date: February 22, 2022

F - 712
Embassy One Commercial Property Developments Private Limited
Special purpose interim balance sheet as at December 31, 2021
(Rs. in thousands)
Particulars December 31,
2021
Assets
Current assets
Financial assets
- Trade receivables 25,480.90
Other non-financial assets 1,841.36
Total current assets 27,322.26

Total assets 27,322.26

Equity and liabilities


Equity
Equity share capital 100.00
Other equity (319.14)
Total equity (219.14)

Liabilities
Current liabilities
Financial liabilities
Trade payables
Total outstanding dues to micro enterprises and small enterprises 50.94
Total outstanding dues to creditors other than micro enterprises
and small enterprises 27,489.96
Other non-financial liabilities 0.50
Total current liabilities 27,541.40

Total equity and liabilities 27,322.26

The accompanying notes are an integral part of the special purpose interim financial statements.

As per our report of even date


for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments
Firm Registration number : 010005S Private Limited

Ravindranath N Narpat Singh Choraria Shaina Ganapathy


Partner Director Director
Membership No: 209961 DIN: 00027580 DIN: 01777973

Place : Bengaluru Place : Bengaluru


Date : February 22, 2022 Date : February 22, 2022

F - 713
Embassy One Commercial Property Developments Private Limited
Special purpose interim statement of profit and loss for the period ended December 31, 2021
(Rs. in thousands)
Particulars December 31,
2021

Revenue from operations 14,429.28

Expenses
Maintenance expenses 14,358.48
Other expenses 70.15

Total expenses 14,428.63

Profit/(loss) before tax 0.65

Tax expense
Current tax -

Profit/(loss) for the period/year 0.65

Other comprehensive income (OCI)


- Profit/(loss) for the period/year 0.65
- Not to be reclassified to statement of profit and loss in subsequent periods -
Total comprehensive income for the period 0.65

Earning per share (equity shares, par value of Rs. 10 each)


Basic and diluted (Rs.) 0.07

The accompanying notes are an integral part of the special purpose interim financial statements.

As per our report of even date


for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments
Firm Registration number : 010005S Private Limited

Ravindranath N Narpat Singh Choraria Shaina Ganapathy


Partner Director Director
Membership No: 209961 DIN: 00027580 DIN: 01777973

Place : Bengaluru Place : Bengaluru


Date : February 22, 2022 Date : February 22, 2022

F - 714
Embassy One Commercial Property Developments Private Limited
Special purpose cash flow statement for the period ended December 31, 2021
(Rs. in thousands)
Particulars December 31,
2021
Cash flow from operating activities:
Profit / (loss) before tax 0.65
Adjustments:
- Time value adjustment - preference shares -
Operating cash flow before working capital changes 0.65
Changes in
- Increase / (decrease) in trade payable 16,230.05
- Increase / (decrease) in other non-financial liabilities (1,801.44)
- (Increase) / decrease in trade receivable (14,429.26)
- (Increase) / decrease in other non-financial assets -
Cash (used in)/ generated from operations -
- Direct taxes paid (net of refunds) -
Net cash generated /(used in) operating activities -

Net Cash (used in) Investing Activities -

Net cash generated from financing activities -

Net (decrease)/ increase in cash and cash equivalents -


Cash and cash equivalents at the beginning of the period -

Cash and cash equivalents at the end of the period/year (refer note 3) -

The accompanying notes are an integral part of the special purpose interim financial statements.

As per our report of even date


for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments
Firm Registration number : 010005S Private Limited

Ravindranath N Narpat Singh Choraria Shaina Ganapathy


Partner Director Director
Membership No: 209961 DIN: 00027580 DIN: 01777973

Place : Bengaluru Place : Bengaluru


Date : February 22, 2022 Date : February 22, 2022

F - 715
Embassy One Commercial Property Developments Private Limited
Special purpose interim statement of changes in equity for the period ended December 31, 2021

A. Equity share capital (Rs. in thousands)


Particulars Amount
Balance as at April 01, 2021 100.00
Changes during the period -
Balance as at December 31, 2021 100.00

B. Other equity (Rs. in thousands)


Particulars Reserves and Total other equity
Surplus
Retained
earnings
Balance as at April 01, 2021 (319.79) (319.79)
Profit/(loss) for the period 0.65 0.65
Balance as at December 31, 2021 (319.14) (319.14)

The accompanying notes are an integral part of the special purpose interim financial statements.

As per our report of even date

for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments
Firm Registration number : 010005S Private Limited

Ravindranath N Narpat Singh Choraria Shaina Ganapathy


Partner Director Director
Membership No: 209961 DIN: 00027580 DIN: 01777973

Place : Bengaluru Place : Bengaluru


Date : February 22, 2022 Date : February 22, 2022

F - 716
Embassy One Commercial Property Developments Private Limited
Notes to special purpose interim financial statements for the period ended December 31, 2021

Note 1: Basis of preparation


These special purpose interim financial information of the Company comprise of the special purpose interim balance sheet as at
December 31, 2021, the special purpose interim statement of profit and loss (including other comprehensive income) and the
special purpose interim statement of changes in equity for the nine months period then ended and other explanatory information
(together hereinafter referred to as the “Special Purpose Interim Financial Information”) and have been prepared by the
Company’s management, in connection with the proposed equity offering of the Company’s proposed Ultimate Holding Company
(Indiabulls Real Estate Limited) through Qualified Institutional Placement to be submitted to Securities and Exchange Board of
India (SEBI), the National Stock Exchange of India Limited and the BSE Limited (together, the “Stock Exchanges”) and Registrar of
Companies, National Capital Territory of Delhi and Haryana at New Delhi (‘ROC’) as per the Securities and Exchange Board of India
(Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (‘SEBI ICDR Regulations’) and Sections 42 and 62 of
the Act, read with Rule 14 of the Companies (Prospectus and Allotment of Securities) Rules, 2014, as amended. Subject to relevant
government approvals of the composite scheme of amalgamation between NAM Estates Private Limited and Embassy One
Commercial Property Developments Private Limited with Indiabulls Real Estate Limited, the Company will become a wholly owned
subsidiary of Indiabulls Real Estate Limited.

These Special Purpose Interim Financial Information of the Company have been prepared as per the recognition and measurement
principles of Indian Accounting Standard (Ind AS) 34 “Interim Financial Reporting” prescribed under Section 133 of the Companies
Act, 2013 (‘the Act’) read with relevant rules issued thereunder and other accounting principles generally accepted in India.
Further, comparative figures have not been included in these Special Purpose Interim Financial Information as per the
requirements of Ind AS 34, since these are prepared for the limited purposes as specified above. The accounting policies followed in
preparation of the Special Purpose Interim Financial Information are consistent with those followed in the most recent annual
financial statements of the Company, i.e., for the year ended March 31, 2021.

Note 2: Contingent liabilities, commitments and contingent assets


There are no contingent liabilities and there are no contracts remaining to be executed on capital account and not provided for as
at the balance sheet date. Further, there are no commitments as on December 31, 2021 (March 31, 2021 - Nil)

Note 3: Disclosure relating to Micro, small and medium enterprises


The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated August 26, 2008 which
recommends that the Micro, small and medium enterprises should mention in their correspondence with its customers the
Entrepreneur Memorandum Number as allocated after filing of the Memorandum in accordance with the MSMED Act. Accordingly
the disclosure in respect of the amounts payable to such enterprises as at December 31, 2021 has been made in the financial
statements based on the information received and available with the Company.

-------- This space has been intentionally left blank --------

F - 717
Embassy One Commercial Property Developments Private Limited
Notes to special purpose interim financial statements for the period ended December 31, 2021

Note 4: Related party disclosure:

A. Names of related parties where control exists irrespective of whether transactions have occurred or not:
Ultimate holding company J V Holding Private Limited
Holding company NAM Estates Private Limited

Entities with which transaction exists Embassy Services Private Limited


Lounge Hospitality LLP

Entities where control exists by the holding company Embassy Property Developments Private Limited

B. Transactions with Related Parties :


(Rs. in thousands)
Particulars December 31, March 31,
2021 2021
Loan taken/Reimbursement of expenses
Embassy Property Developments Pvt Ltd 1,897.52 9.28

Common Area Maintenance Charges


Embassy Services Private Limited 14,358.48 9,439.19

Revenue from operations - common area maintenance services


Lounge Hospitality LLP 14,429.28 9,486.38

C. Balances at the end of the year:


(Rs. in thousands)
Particulars December 31, March 31,
2021 2021
Trade payables
Embassy Services Private Limited 25,339.40 11,053.85
Embassy Property Developments Private Ltd 2,118.26 220.74

Trade receivables
Lounge Hospitality LLP 25,480.90 11,051.64

As per our report of even date


for HRA & Co., For and on behalf of the board of directors of
Chartered Accountants Embassy One Commercial Property Developments
Firm Registration number : 010005S Private Limited

Ravindranath N Narpat Singh Choraria Shaina Ganapathy


Partner Director Director
Membership No: 209961 DIN: 00027580 DIN: 01777973

Place : Bengaluru Place : Bengaluru


Date : February 22, 2022 Date : February 22, 2022

F - 718
Independent Auditor’s Report

To the Members of Embassy One Developers Private Limited.

Report on the Audit of the Financial Statements

Opinion

1. We have audited the accompanying financial statements of Embassy One Developers Private Limited (‘the
Company’), which comprise the Balance sheet as at 31 March 2021, the Statement of profit and loss (including
other comprehensive income), the Statement of cash flow and the Statement of changes in equity for the year
then ended, and a summary of the significant accounting policies and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us the aforesaid
financial statements give the information required by the Companies Act, 2013 (‘Act’) in the manner so required
and give a true and fair view in conformity with the accounting principles generally accepted in India including
Indian Accounting Standards (‘Ind AS’) specified under section 133 of the Act, of the state of affairs of the
Company as at 31 March 2021, and its loss (including other comprehensive income), its cash flows and the
changes in equity for the year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the
Act. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the
Audit of the Financial Statements section of our report. We are independent of the Company in accordance
with the Code of Ethics issued by the Institute of Chartered Accountants of India (‘ICAI’) together with the
ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act
and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these
requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.

Information other than the Financial Statements and Auditor’s Report thereon

4. The Company’s Board of Directors are responsible for the other information. The other information comprises
the information included in the Board Report, but does not include the financial statements and our auditor’s
report thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form
of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and,
in doing so, consider whether the other information is materially inconsistent with the financial statements or
our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we
have performed, we conclude that there is a material misstatement of this other information, we are required
to report that fact.

F - 719
The Board report is not made available to us at the date of this auditor’s report. We have nothing to report in
this regard.

Responsibilities of Management for the Financial Statements

5. The accompanying financial statements have been approved by the Company’s Board of Directors. The
Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to
the preparation of these financial statements that give a true and fair view of the financial position, financial
performance including other comprehensive income, changes in equity and cash flows of the Company in
accordance with the accounting principles generally accepted in India, including the Ind AS specified under
section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing
and detecting frauds and other irregularities; selection and application of appropriate accounting policies;
making judgments and estimates that are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy
and completeness of the accounting records, 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.

6. In preparing the financial statements, management is responsible for assessing the Company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless management either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.

7. Those Board of Directors is also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

8. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with Standards on Auditing will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of these
financial statements.

9. As part of an audit in accordance with Standards on Auditing, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:

 Identify and assess the risks of material misstatement of the financial statements, whether due to fraud
or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that
is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;

 Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for
expressing our opinion on whether the Company has adequate internal financial controls with reference
to financial statements in place and the operating effectiveness of such controls;

 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management;

F - 720
 Conclude on the appropriateness of management’s use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the
related disclosures in the financial statements or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report.
However, future events or conditions may cause the Company to cease to continue as a going concern;

 Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and events in a
manner that achieves fair presentation;

10. We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.

Other Matter

11. The financial statements of the Company for the year ended 31 March 2020 were audited by the predecessor
auditor, NSVM & Associates, who have expressed an unmodified opinion on those financial statements vide
their audit report dated 03 August 2020.

Report on Other Legal and Regulatory Requirements

12. Based on our audit we report that the provisions of section 197 read with Schedule V to the Act are not
applicable to the Company since the Company is not a public company as defined under section 2(71) of the
Act. Accordingly, reporting under section 197(16) is not applicable.

13. As required by the Companies (Auditor’s Report) Order, 2016 (‘the Order’) issued by the Central Government
of India in terms of section 143(11) of the Act, we give in the Annexure I, a statement on the matters specified
in paragraphs 3 and 4 of the Order.

14. Further to our comments in Annexure I, as required by section 143(3) of the Act, based on our audit, we report,
to the extent applicable, that:

a) we have sought and obtained all the information and explanations which to the best of our knowledge
and belief were necessary for the purpose of our audit of the accompanying financial statements;

b) in our opinion, proper books of account as required by law have been kept by the Company so far as it
appears from our examination of those books;

c) the financial statements dealt with by this report are in agreement with the books of account;

d) in our opinion, the aforesaid financial statements comply with Ind AS specified under section 133 of the
Act;

e) on the basis of the written representations received from the directors and taken on record by the Board
of Directors, none of the directors is disqualified as on 31 March 2021 from being appointed as a director
in terms of section 164(2) of the Act;

f) we have also audited the internal financial controls with reference to financial statements of the Company
as on 31 March 2021 in conjunction with our audit of the financial statements of the Company for the year

F - 721
ended on that date and our report dated 30 July 2021 as per Annexure II expressed unmodified opinion;
and

g) with respect to the other matters to be included in the Auditor’s Report in accordance with rule 11 of the
Companies (Audit and Auditors) Rules, 2014 (as amended), in our opinion and to the best of our
information and according to the explanations given to us:

i. the Company, as detailed in note 32 to the financial statements, has disclosed the impact of pending
litigations on its financial position as at 31 March 2021,

ii. the Comp

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