Statement to Notes to Account

II Reconciliation of Statement of Profit and Loss for the year ended March 31, 2017

Notes to first time adoption

Note 1: Remeasurements of post employment benefit obligations

Under the previous GAAP, cost relating to post employment benefit obligations including actuarial gain/losses were recognised in Profit & Loss. Under Ind AS, actuarial gain/losses on the net defined benefit liability are recognised in other comprehensive income instead of profit & loss.

Note 2: Deposit

Under the previous GAAP, interest free refundable security deposits are recorded at transaction price. Under Ind AS All financial liabilities are required to be recognised at fair value. Accordingly, the Company has fair valued the security deposits and the difference between the fair value and transaction value of the security deposit has been recognised in the retained earnings.

Note 3: Fair Valuation of Investments

Under previous GAAP, investment in equity instruments were classified into long term and current investments. Long term investments were carried at cost less provision other than temporary in nature. Current investments were carried at lower of cost or fair value. Under Ind AS, these investments are require to be measured at fair value either through OCI (FVTOCI) or through Profit & loss (FVTPL). The Company has opted to fair value these investments through Profit & loss (FVTOCI). Accordingly, resulting fair value change of these investments have been recognised in retained earnings as at the date of transition and subsequently in the profit & loss account (FVTOCI).

Note 4: Discount

Under previous GAAP, the Company accounted for revenue net of trade discounts, sales taxes and excise duties. Under Ind AS, the Company will recognise revenue at fair value of consideration received or receivable. Any sales incentive or rebates in any form given to customers will be considered as reductions from revenue.

Note 5: Deferred Tax

Under previous GAAP, deferred taxes were recognised based on Profit & loss approach i.e. tax impact on difference between the accounting income and taxable income. Under Ind AS, deferred tax is recognised by following balance sheet approach i.e. tax impact on temporary difference between the carrying value of asset and liabilities in the books and their respective tax base.The impact of the aforesaid change has been adjusted in unrecognised deferred tax asset (Refer note 30).

The Company has reviewed all its pending litigations and proceedings and has made adequate provisions, wherever required and disclosed the contingent liabilities, wherever applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a material impact on its financial statements

38 COMMITMENTS

a) Capital committment of Rs.110 Lakhs (as at March 31, 2017 Rs.Nil; as at April 1, 2016 Rs.Nil) net of advance of Rs. 25 Lakhs (as at March 31, 2017 Rs. Nil and as at April 1. 2016 Rs. Nil)

b) The Company has taken various residential / commercial premises under cancelable Operating Leases. The Lease Agreements are usually renewable by mutual consent on mutually agreeable terms

c) The rental expense in respect of Operating Leases is charged as rent under Note 29

39 The Company as a part of development activities of Realty Division :-

a) Vile Parle-Mumbai

The Company had entered into Memorandum of Understanding (MOU) in December, 2009 with M/s Sheth Developers Pvt. Ltd. and Suraksha Realty Ltd. (Developers) and had received advances in earlier years aggregating to Rs. 13,200 Lakhs (as at March 31, 2017 Rs. Rs. 13,200 Lakhs; as at April 1, 2016 Rs 13,200 Lakhs) to jointly develop its Vile Parle property. However, on Intervention Application filed by Sheth Developers Pvt Ltd and Suraksha Realty Ltd (the interveners), in the SLP filed by the Income Tax Department before the Hon'ble Supreme Court, the Hon'ble Court vide its order dated 12.05.2016 held that MOU entered into by the Company with them was in violation of the Sanctioned BIFR Scheme 2002. Therefore, such MOU with the aforesaid interveners entered into by the Company loses its legal force and no right would accrue to these interveners on the basis of said MOU. Thus the Hon'ble Court dismissed their plea. Consequently the title deeds of the property lying in Escrow Account with the Solicitor will be released in due course.The said developers have also filed an appeal u/s 9 and 11 of the Arbitration and Conciliation Act before the Hon'ble Bombay High Court which is pending. The Hon'ble High Court Gujarat at Ahmedabad vide it's order dated 05-05-2015 restrained the Company from transferring its Vile Parle property pursuant to a petition filed by a group of minority shareholders pending with NCLT. The Company had received advances of Rs.4075 Lakhs ( as at March 31, 2017 Rs. 4075 Lakhs; as at April 1, 2016 Rs. 4075 Lakhs) from a strategic investor for development of the said property. The strategic investor, however, has filed a recovery suit along-with interest before Hon'ble Bombay High Court against which the Company has filed counter claim for more than their recovery amount which is pending

b) Hyderabad

The Company had entered into a development agreement in September, 2007 and supplemental agreement in October, 2008, March, 2014 and September, 2016 with a developer to jointly develop its Hyderabad property. The Company has received an interest free security deposit, balance as on March 31, 2018 Rs. 732.15 Lakhs (as at March 31, 2017 Rs. 638.02 Lakhs; as at April 1, 2016 Rs.556.00 Lakhs). The project's construction activities are in full swing and are expected to be completed in stipulated time frame in due course.

c) Chattarpur-New Delhi

The Company had given advances aggregating to Rs. 16,393.10 Lakhs (as at March 31, 2017 Rs. 16,389.78 Lakhs; as at April 1, 2016 Rs.16,484.78 Lakhs) to Golden Realty and Infrastructure Limited ( a subsidiary of the Company) which in turn has utilized the same to acquire certain development rights in a plot of land situated in Chattarpur - New Delhi for Joint Development pursuant to Development Agreement in this regard.

d) Guntur-Andhra Pradesh

In March 2018, land situated at Guntur, Andhra-Pradesh hitherto held as fixed assets was converted into "Stock in Trade" at the book value of Rs. 3969. Further, the Company has received an advance of Rs.1,875 Lakhs towards proposed MOU to be entered in respect of the said land. In respect of the said land, the Company has received a Show Cause Notice dated 28.06.2017 from WAQF Board, Vijayawada, Andhra Pradesh, claiming 11.57 acres Company's land situated at Guntur having book value of Rs.3,234. The Company, however has challenged the same before the Division bench of Hon'ble Hyderabad High Court which is pending. However, based on the legal advice and favorable orders in similar cases, the Company is expecting favorable decisions

40 DISCLOSURE ON RELATED PARTY TRANSACTIONS

Names of related parties and description of relationship: Parties where controls exists Subsidiaries

Western Express Industries Limited, Golden Investment (Sikkim) Private Limited, Golden Realty & Infrastructure Limited

GTC Inc B.V, Netherland

Raigarh Papers Limited -Step Down Subsidiary

Key Managerial Personnel and their relatives:

Relatives : Shri Amit Joshi, Shri Ashwin Joshi, Smt. Ivleen Khurana, Smt. Ritu Srivastava, Smt. Savita Malsaria

During the year, the following transactions were carried out with the above related parties in the ordinary course of business and outstanding balances as on March 31, 2018

*ln respect of excess managerial remuneration aggregating to " 22.27 Lakhs paid or provided during the period from 27 September 2015 to September 12, 2016, the Company has made necessary application to the Central Government for its approval. The Management is confident of receiving the same in due course.

in Lakhs

Notes:

a) Related party relationship is as identified by the management and relied upon by the auditors.

b) No amounts in respect of related parties have been written off/written back during the year and no provision has been made for doubtful debts/ receivable except as disclosed above

41 In terms of Ind As 108 "Operating Segments", segment information has been provided in the notes to Consolidated Financial Statements.

42 Assets provided as security

The carrying amounts of assets provided as security for current and non-current borrowings are:

in Lakhs

Note:

Working Capital Facilities are secured by way of :

(a) Working capital facilities and non fund based limits of " 1000 Lakhs (Previous Year " 1000 Lakhs) are secured by hypothecation of inventories and book debts and further secured by way of mortgage of second charges on immovable property at Baroda and first charge on immovable property at Guntur.

(b) Guarantees given by the Company's Bankers are secured/to be secured by hypothecation of stocks, book debts, fixed deposits with banks and certain machineries, equitable mortgage of certain immovable properties at Baroda subject to prior charge in favour of Trustees for the debenture holders and /or pledge of fixed deposit receipts.

(c) In respect of 12% Secured Redeemable Non-Convertible Debentures privately placed with IFCI Limited Company had in the previous year repaid the entire amount of debentures. However, till date the Company has not received the "No Due Certificate" from IFCI in view of their unsustainable claim, therefore, the Company could not file the form for satisfaction of charge which was created on Company's property situated at village Dhanot in the State of Gujarat and a first charge by way of hypothecation of the Company's movable properties subject to prior charge on specified movables in favour of the Company's Bankers for Working Capital facilities and was further secured by equitable mortgage of the Company's immovable properties at Baroda, Gujarat ranking pari passu with the Bankers who have given working capital term loan.

(d) Canara Bank, lead banker on behalf of the consortium bankers has initiated action u/s 13(4) of the SARFAESI Act for recovery of their dues in respect of Company's properties situated at Guntur (where 1st charge was provided) and Vadodara property (where 2nd charge was provided). The Company has challenged the said action of the bankers before the DRT, Mumbai which is pending. Further, Allahabad Bank has also taken action u/s 13(4) of the SARFAESI Act for recovery of their dues in respect of Palghar property where they have been provided security as first charge. The Company has challenged the said action of the bankers before the DRT, Mumbai which is also pending.Now, the Company's offer for One Time Settlement (OTS) was accepted by the secured bank lenders for" 4,603.36 Lakhs on the different dates of becoming NPA as against their dues of" 7,195.99 Lakhs. In compliance with the terms and conditions, the Company has paid 1315 Lakhs till 31st March, 2018 and the balance dues are to be paid upto July, 2018. Certain lenders are yet to provide necessary approvals. Pending compliance of the remaining terms and conditions as also receipt of approvals, no impact of the waiver has been accounted for One of member of the consortium bank (namely vijaya bank) has filed a petition under Insolvency and Bankruptcy Code before the NCLT, Ahmedabad prior to the Company's offer of OTS. Subsequently OTS has been accepted by the said bank. The Bank has confirmed that the said petition will be withdrawn.

(e) Indiabulls Housing Finance Limited has initiated action u/s 13(4) of the SARFESI Act in respect of property to be constructed at Hyderabd land included in Stock in Trade for availing loan facility and the same is being challenged before DRT.

43 The Company's net worth had been entirely eroded. The Company has prepared these financial statements on a going concern basis as the management is hopeful to turn around the Company's business performance especially in the realty business segment where one of the project's construction activities has commenced and is expected to be completed in stipulated time frame in due course.

44 Income Tax proceedings in respect of earlier years decided in the Company's favour by the Appellate Authorities against which the Department is in further appeals is exempted from disclosure of contingent liabilities in terms of para 28 of Ind AS 37 - Provisions, Contingent Liabilities and Contingent Assets.

46 In the opinion of the management, assets other than fixed assets and non-current investments have a value on realization in the ordinary course of business at least equal to the amount at which they are stated.The Accounts of certain Trade Receivables, Trade Payables, Non-operative Banks / Lenders and Loans & Advances are however, subject to formal confirmations / reconciliations and consequent adjustments, if any. The management does not expect any material difference affecting the current year's financial statements.