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TWENTY SEVENTH ANNUAL REPORT 2014 - 2015 MAPLLE INFRAPROJECTS LTD. (CIN NO: L25209MH1988PLC048084 ) maplle

(CIN NO: L25209MH1988PLC048084 ) - Bombay Stock Exchange€¦ · (CIN NO: L25209MH1988PLC048084 ) ... Management Discussion & Analyses 33 4. Audit Report 39 ... stipulated in Clause

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TWENTY SEVENTH ANNUAL REPORT 2014 - 2015

MAPLLE INFRAPROJECTS LTD.(CIN NO: L25209MH1988PLC048084 )

maplle

MAPLLE INFRAPROJECTS LIMITED

TWENTY SEVENTH ANNUAL REPORT (2014-2015)

MAPLLE INFRAPROJECTS LIMITED

BOARD OF DIRECTORS

AUDITORS

M/s. Mak & Associates

Chartered Accountants

REGISTERED OFFICE

G-1, Parekh Plaza,Vallabhbhai Road,Vile Parle (West),Mumbai-400 056Email: [email protected]: www.mapllegroup.co.in

CONTENTS

1. Notice to the Members 1

2. Director's Report & Annexure 9

3. Management Discussion & Analyses 33

4. Audit Report 39

5. Annexure to Auditor's Report 42

6. Balance Sheet 44

7. Profit & Loss Account 45

8. Notes to the Accounts 47

Registration no: 3060-C

Mr. Atul L. Parekh Managing Director (DIN No. 1280456)

Mr. Aditya Parekh Non executive Director (DIN No. 01485535) Mr. Ravi Seth Non executive Independent Director (DIN No. 02427404) Mr. Jaysukh Mashru Non executive Independent Director (DIN No. 02652516)

MAPLLE INFRAPROJECTS LIMITED

NOTICE TO THE MEMBERS

thNOTICE is hereby given that the 27 Annual General Meeting of the Members of MAPLLE thINFRAPROJECTS LIMITED will be held on Wednesday, 30 September 2015 at 10.30 a.m. at G-1, Parekh

Plaza, Vallabhbhai Road, Vile Parle (West), Mumbai – 400056 to transact, with or without modification(s) the following business:

ORDINARY BUSINESS:

1. To receive, consider and adopt the financial statements of the Company for the year ended March 31, 2015, including the audited Balance Sheet as at March 31, 2015, the Statement of Profit and Loss for the year ended on that date and the Reports of the Board of Directors and Auditors thereon.

2. To appoint a Director in place of Aditya Parekh, (DIN 01485535) who retires by rotation and being eligible, offers himself for re-appointment.

3. To appoint Auditors & fix their remuneration and in this regard to consider and, if thought fit, to pass with

or without modifications, the following resolution:

“RESOLVED THAT pursuant to the provisions of Section 139, 142 and all other relevant provisions of the Companies Act, 2013 and the Rules made thereunder, (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), the appointment of M/s. MAK &Associates, Chartered Accountants, Indore (Firm Registration Number 3060C) as Statutory Auditors of the Company, by resolution passed at the 26th AGM until the conclusion of 29th AGM, be and is hereby ratified for the balance term and accordingly they continue to hold office from the conclusion of the 27th AGM until the conclusion of the 29th on such remuneration as may be agreed upon by the Audit Committee/ Board of Directors in consultation with the Auditors.”

SPECIAL BUSINESS:

4. To consider and, if thought fit, to pass with or without modification, if any, the following resolution as a Special Resolution:- “RESOLVED THAT pursuant to the provisions of section 5 and 14 of Companies Act, 2013 (‘the Act’), Schedule I made thereunder, read with the Companies (Incorporation) Rules, 2014 and all other applicable provisions, if any, of the Act (including any statutory modification(s) or re-enactment thereof for the time being in force), the new set of Articles of Association pursuant to the Act primarily based on the Form of Table F under the Act, be and is hereby approved and adopted as new set of Articles of Association in the place of existing Articles of Association of the Company. RESOLVED FURTHER THAT for the purpose of giving full effect to this resolution, the Board be and is hereby authorised on behalf of the Company to do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary, expedient, proper or desirable and to settle all questions, difficulties or doubts that may arise in this regard at any stage without requiring the Board to secure any further consent or approval of the Members of the Company to the end and intent that they shall be deemed to have given their approval thereto expressly by the authority of this resolution. RESOLVED FURTHER THAT the Board and/or the Company Secretary be and are hereby jointly or severally authorized to do all such acts, deeds and things that may be necessary, proper, expedient or incidental for the purpose of giving effect to the aforesaid resolution.”

For MAPLLE INFRAPROJECTS LIMITED

Atul Parekh – Managing Director (DIN: 01280456)

Registered Office:Parekh Plaza, Vallabhbhai Road, Vile Parle (West)Mumbai - 400 056.

thDated: 30 May, 2015

ANNUAL REPORT 2014 – 2015

Sd/-

1

NOTES:

1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE AGM IS ENTITLED TO APPOINT ONE OR MORE PROXIES TO ATTEND AND VOTE IN THE MEETING INSTEAD OF HIMSELF/HERSELF, AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY.

THE INSTRUMENT APPOINTING THE PROXY, DULY COMPLETED, MUST BE DEPOSITED AT THE COMPANY’S REGISTERED OFFICE NOT LESS THAN 48 HOURS BEFORE THE COMMENCEMENT OF THE MEETING. A PROXY FORM FOR THE AGM IS ENCLOSED.

A person can act as a proxy on behalf of members not exceeding fifty and holding in the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A member holding more than ten percent of the total share capital of the Company carrying voting rights may appoint a single person as proxy and such person shall not act as a proxy for any other person or shareholder.

2. The business set out in the Notice will be transacted through electronic voting system and the Company is providing facility for voting by electronic means. Instructions and other information relating to e-voting are given in this Notice under Note No. 21. The Company will also send communication relating to remote e-voting which inter alia would contain details about User ID and password along with a copy of this Notice to the members, separately.

3. The Explanatory Statement pursuant to Section 102(1) of the Companies Act, 2013 read with Rule 22 of the Companies (Management and Administration) rules, 2014, setting out all material facts and the reasons for the proposed Special Resolutions are appended herein.

4. Corporate members intending to send their authorized representatives to attend the Meeting pursuant to Section 113 of the Companies Act, 2013 are requested to send to the Company a certified copy of the relevant Board Resolution together with their respective specimen signatures authorizing their representative(s) to attend and vote on their behalf at the Meeting.

5. In case of joint holders attending the Meeting, only such joint holder who is higher in order of names will be entitled to vote.

6. A statement giving the details of the Directors seeking reappointment, nature of their expertise in specific functional areas, names of the companies in which they hold directorships, memberships / chairmanships for Board / Committees, shareholding and relationship between Directors inter-se as stipulated in Clause 49 of the Listing Agreement with Stock Exchange, are provided in the Annexure.

7. The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Companies Act, 2013, will be available for inspection by the members at the AGM.

8. The Register of Members and the Share Transfer Books of the Company will remain closed from Friday, th th 25 September, 2015 to Tuesday, 29 September, 2015 (both days inclusive) for determining the names

of members eligible for dividend on Equity Shares, if declared at the Annual General Meeting.

9. Members desirous of seeking any information concerning the Accounts of the Company are requested to address their queries in writing to the Company at least seven days before the date of the meeting so that the requested information can be made available at the time of the meeting.

10. Members / Proxies are requested to please bring their copies of the Annual Report to the meeting.

11. The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit their PAN to the Depository Participants with whom they maintain their demat accounts. Members holding shares in physical form should submit their PAN to the Registrar/Company.

12. The shares of the Company are listed on BSE Limited , Delhi Stock Exchange Limited and Ahmedabad Stock Exchange Limited.

2

MAPLLE INFRAPROJECTS LIMITED

13. In view of Circular issued by the SEBI for appointing common agency for both the modes of transfers i.e. physical as well as Demat, the Company has already appointed M/s. Adroit Corporate Services Private Limited as Registrar & Transfer Agent for both the modes of transfer i.e. physical as well as Demat. Members are therefore requested to send their grievances to them for early disposal at the address given below.

Adroit Corporate Services Private Limited [Unit: Maplle Infraprojects Limited] 19, Jaffer Bhai Industrial Estate,

st 1 Floor, Makwana Road, Marol Naka, Andheri (East), Mumbai – 400 059. Tel: 28594060/6060 E-mail: [email protected]

14. Members holding Shares in physical form are requested to notify immediately any change in their address with PIN CODE to the Registrar and Transfer Agent of the Company at the address given below AND in case their shares are held in Demat, this information should be passed on directly to their respective Depository Participants and not to the Company.

15. Relevant documents referred to in the Notice and in the Explanatory Statements are open for inspection at the registered office of the Company during office hours on all working days except public holidays between 11.00 a.m. and 1.00 p.m. upto the date of the Annual General Meeting.

16. Members/Proxies holding their Shares in physical mode are requested to fill the enclosed attendance slip and handover the same at the entrance with signature. In the absence thereof, they may not be admitted to the meeting venue.

17. Members who are holding shares in dematerialized form are requested to bring their Client ID and DP ID numbers for easy identification at the meeting.

18. In all correspondence with the Company, members are requested to quote their Folio No. and in case their shares are held in Demat form, they must quote their Client ID and DP ID numbers.

19. The Company is concerned about the environment and utilizes natural resources in a sustainable way. We request you to update your email address with the Depository Participant to enable us to send you the quarterly reports and other communications via email.

20. Members who have not registered their e-mail addresses so far are requested to register their e-mail address for receiving all communication including Annual Report, Notices, Circulars, etc. from the Company electronically.

21. Voting through electronic means:

SHAREHOLDER INSTRUCTIONS FOR E-VOTING

i. Pursuant to Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 as amended by the Companies (Management and Administration) Amendment Rules, 2015 and Clause 35B of the Listing Agreement, the Company will be providing members facility to exercise their right to vote on resolutions proposed to be considered at the ensuing Annual General Meeting (AGM) by electronic means and the business may be transacted through e- voting services. The facility of casting the votes by the members using an electronic voting system from a place other than venue of the AGM (“remote e-voting”) will be provided by Central Depository Securities Limited (CDSL). The detailed procedure to be followed in this regard has been given below. The members are requested to go through them carefully.

ii. The Board of Directors of the Company has appointed Mr. Prabhat Maheshwari, Partner, GMJ & Associates, Company Secretaries, Mumbai as Scrutinizer to scrutinise the e-voting and remote e-voting process in a fair and transparent manner and he has communicated his willingness to be appointed and will be available for same purpose.

3

ANNUAL REPORT 2014 – 2015

iii. The facility for voting through e-voting system shall be made available at the Meeting and the members attending the Meeting who have not cast their vote by remote e-voting shall be able to vote at the Meeting through e-voting.

iv. The members who have cast their vote by remote e-voting may also attend the Meeting but shall not be entitled to cast their vote again.

v. The Company has engaged the services of Central Depository Services Limited (CDSL) as the Agency to provide e-voting facility.

vi. Voting rights shall be reckoned on the paid up value of shares registered in the name of the member / beneficial owner (in case of electronic shareholding) as on the cut-off date i.e. Thursday,

th 24 September, 2015.

vii. A person, whose name is recorded in the register of members or in the register of beneficial owners th maintained by the depositories as on the cut-off date, i.e. Thursday, 24 September, 2015 only shall be

entitled to avail the facility of e-voting / remote e-voting.

viii. Any person who becomes a member of the Company after dispatch of the Notice of the Meeting and th holding shares as on the cut-off date i.e. Thursday, 24 September, 2015 may obtain the User ID and

password from Adroit Corporate Services Private Limited (Registrars & Transfer Agents of the Company).

ix. The Scrutinizer, after scrutinising the votes cast at the meeting and through remote e-voting, will, not later than three days of conclusion of the Meeting, make a consolidated scrutinizer’s report and submit the same to the Chairman. The results declared along with the consolidated scrutinizer’s report shall be placed on the website of the Company (www.mapllegroup.co.in) and on the website of CDSL https://www.evotingindia.com. The results shall simultaneously be communicated to the Stock Exchange.

x. Subject to receipt of requisite number of votes, the Resolutions shall be deemed to be passed on the th date of the Meeting, i.e. 30 September,2015.

xi. The instructions for members voting electronically are as under:

h The voting period begins on Sunday, 27 September, 2015 at 9.00 a.m. (IST) and ends on Tuesday, th 29 September, 2015 at 5.00 p.m. (IST) During this period shareholders of the Company, holding

shares either in physical form or in dematerialized form, as on the cut-off date (record date) of th 24 September, 2015 may cast their vote electronically. The e-voting module shall be disabled by CDSL

for voting thereafter.

a. Log on to the e-voting website www.evotingindia.com during the voting period

b. Click on “Shareholders” tab

c. Now, select the “MAPLLE INFRAPROJECTS LIMITED” from the drop down menu and click on “SUBMIT”

d. Now Enter your User ID

i) For CDSL: 16 digits beneficiary ID, ii) For NSDL: 8 Character DP ID followed by 8 Digits Client ID, (to be deleted) iii) Members holding shares in Physical Form should enter Folio Number registered with the Company.

e. Next enter the Image Verification as displayed and Click on Login.

f. If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier voting of any company, then your existing password is to be used.

4

MAPLLE INFRAPROJECTS LIMITED

g. If you are a first time user follow the steps given below:

For Members holding shares in Demat Form and Physical Form

PAN* Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders)· Members who have not updated their PAN with the Company/Depository Participant are requested to use the first two letters of their name and the last 8 digits of the demat account/folio number in the PAN field.·

In case the folio number is less than 8 digits enter the applicable number of 0’s before the number after the first two characters of the name in CAPITAL letters. Eg. If your name is Ramesh Kumar with folio number 100 then enter RA00000100 in the PAN field.

DOB# Enter the Date of Birth as recorded in your demat account or in the company records for the said demat account or folio in dd/mm/yyyy format.

Dividend Enter the Dividend Bank Details as recorded in your demat account or in the company Bank records for the said demat account or folio.Details# • Please enter the DOB or Dividend Bank Details in order to login. If the details are not recorded with the depository or company please enter the number of shares held by you as on the cut off date in the Dividend Bank details field.

h. After entering these details appropriately, click on “SUBMIT” tab.

i. Members hold ing shares in physical form wi l l then reach di rect ly the Company selection screen. However, members holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

j. For Members holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.

k. Click on the EVSN for “MAPLLE INFRAPROJECTS LIMITED”

l. On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.

m. Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.

n. After selecting the resolution you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.

o. Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.

p. You can also take out print of the voting done by you by clicking on “Click here to print” option on the Voting page.

q. If Demat account holder has forgotten the changed password then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.

r. Note for Non – Individual Shareholders and Custodians

5

ANNUAL REPORT 2014 – 2015

l Non – Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodian are required to log on to https://www.evotingindia.co.in and register themselves as Corporate.

l A scanned copy of the Registration Form bearing the stamp and sign of the entity to [email protected].

l After receiving the login details a compliance user should be created using the admin login and password. The Compliance user would be able to link the account(s) which they wish to vote on.

l The list of accounts should be mailed to [email protected] and on approval of the accounts they would be able to cast their vote.

l A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.

s. In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions (“FAQs”) and e-voting manual available at www.evotingindia.com, under help section or write an email to [email protected].

6

MAPLLE INFRAPROJECTS LIMITED

ANNEXURE TO NOTICE

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

Item No. 4 :

The Articles of Association (“AoA”) of the Company is presently in force since incorporation. The existing Articles of Association was in line with the erstwhile Companies Act 1956, which is no longer in full conformity with the Companies Act, 2013 (’New Act’). The New Act is now largely in force and substantive sections of the Act which deals with the general working of companies stand notified. With the coming into force of the New Act several articles of the existing Articles of Association of the Company require alteration / deletions. Given this position, it is considered expedient to wholly replace the existing Articles of Association by a new set of Articles. It is thus expedient to adopt new set of Articles of Association (primarily based on Table F set out under the Companies Act, 2013), in place of existing Articles of Association of the Company instead of amending the Articles of Association by alteration/incorporation of provisions of the Companies Act, 2013. Hence the Board of Directors has decided to adopt new set of Articles in place of existing Articles of Association of the Company and seek shareholders’ approval for the same. In terms of section 5 and 14 of the Companies Act, 2013, the consent of the members by way of special resolution is required for adoption of new set of Articles of Association of the Company.

Your approval is sought by voting via e-Voting in terms of the provisions of inter-alia, Section 14 of the Companies Act, 2013, read with the Companies (Incorporation) Rules, 2014. A copy of the proposed set of new Articles of Association of the Company would be available for inspection, for the members at the Registered Office of the Company during the office hours on any working day, between 11.00 a.m. to 1.00 p.m.

None of the Directors / Key Managerial Personnel of the Company / their relatives is/are in any way, concerned or interested, financially or otherwise, in the Special Resolution, except as shareholders of the Company.

For MAPLLE INFRAPROJECTS LIMITED

Atul Parekh – Managing Director (DIN: 01280456)

Registered Office:Parekh Plaza, Vallabhbhai Road, Vile Parle (West)Mumbai - 400 056.

thDated: 30 May, 2015.

Sd/-

7

ANNUAL REPORT 2014 – 2015

DETAILS OF DIRECTORS SEEKING RE-APPOINTMENT PURSUANT TO CLAUSE 49 OF THE LISTING AGREEMENT

Name Mr. Aditya Parekh

Directors Identification Number (DIN) 01485535

Age 32 Years

Qualification B.A., U.S.A

Expertise in Specific Area Economics and Business Administration

Date of first Appointment on the thBoard of the Company 30 April, 2006

Shareholding in Maplle Infraprojects Limited 30,000

List of Directorship held in other companies Nil

Membership/Chairmanships of Audit and Stakeholders Remuneration Committee Audit Committee – MemberStakeholder Remuneration Committee - Member

For MAPLLE INFRAPROJECTS LIMITED

Atul Parekh – Managing Director (DIN: 01280456)

Registered Office:Parekh Plaza, Vallabhbhai Road, Vile Parle (West)Mumbai - 400 056.

thDated: 30 May, 2015

Sd/-

8

MAPLLE INFRAPROJECTS LIMITED

0

10

10

20

30

40

50

60

Tex Revenue

ProfitBefore Dep.

and amor.

depreciationsand

amortization

ProfitBefore

exceptionalitem & tax.

ProfitBefore tax.

Tax Expense

NetProfitafter tax

exceptionalitem

Figure in Lacs 31.03.2015

Figure in Lacs 31.03.2014

DIRECTORS’ REPORT

thYour Directors have great pleasure in presenting the 27 Annual Report together with the Audited Accounts for the year ended March 31, 2015.

1. FINANCIAL PERFORMANCE /HIGHLIGHTS:

Particulars Year ended Year ended 31.03.2015 31.03.2014 (In Rs) (In Rs)

Sales & Other Income 18,890,779 5,227,078

Profit / (Loss) before tax and appropriations 368,515 1,232,726

Profit / (Loss) after tax 138,663 1,210,400

Add : Balance brought forward from previous year (27,654,683) (27,765,083)

Less: Difference of earlier years Depreciation 0 0

Profit / (Loss) available for disposal (27,654,683) (27,765,083)

Proposed Dividend 0 0

Corporate Tax on Proposed Dividend 0 0

Transfer to General Reserve 0 0

Profit carried forward (27,516,020) (27,654,683)

9

ANNUAL REPORT 2014 – 2015

2. OPERATIONAL REVIEW &STATE OF AFFAIRS: Total revenue of your Company, during the year under review is Rs. 188.90 lacs as against the total revenue of 52.27 lacs in the previous year. Your Company has been able to earn net profit after tax of 1.38 lacs for the year as against the net profit after tax of 12.10 lacs in the previous year.

st The financial year ended 31 March 2015, was another successful year, where despite a challenging environment, our business grew well., Your Company based on its core strengths and sincere efforts of all the team members, performed well. During the year the work at Jogeshwari site was commenced after receipt of all the approvals. The work is expected to be completed by December 2016. Further, the Company has also initiated process for obtaining approvals for the second phase of Jogeshwari project and the same is likely to be received by December 2015. The Directors are hopeful of starting the second phase of Jogeshwari and Juhu project in financial year 2015-16. The Board expects that major revenue from phase I of Jogeshwari project will be received in financial year 2015-16. .

3. DIVIDEND & TRANSFER TO RESERVES: To consolidate the financial position of the Company, the Board does not propose any dividend for the year ended March 31, 2015. The Board does not propose to transfer any amount to General Reserves for the aforesaid financial year.

4. SHARE CAPITAL OF THE COMPANY: During the Financial Year 2014-15, your Company has not increased its Authorised Share Capital. The Paid up Equity Share Capital, as at 31st March, 2015 was Rs. 52,602,000/- divided into 5,260,200 Equity shares, having face value of Rs. 10/- each fully paid up.

5. SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES: The Company does not have any subsidiaries, joint ventures or associate companies.

6. CHANGE IN THE NATURE OF BUSINESS: There was no change in the nature of business activities during the financial year 2014-15.

7. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL: Your Company has four Directors of which two (2) are Independent Directors

All Independent Directors have given declaration that they meet the criteria of independence as laid under Section 149(6) of the Companies Act, 2013 and Clause 49 of Listing Agreement. During the year under review, the Company has appointed Mr. Atul Parekh as Managing Director i.e. Key Managerial Person of the Company for a term of 5 years.

8. DIRECTORS RESPONSIBILITY STATEMENT : To the best of our knowledge and belief and according to the information and explanations obtained, Directors make the following statement in terms of Section Section 134 (3)(c) of the Companies Act, 2013: (a) that in the preparation of the Annual Accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any;

(b) that the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;

(c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d) the Directors had prepared the annual accounts on a going concern basis;

(e) the Directors, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

10

MAPLLE INFRAPROJECTS LIMITED

(f) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

9. COMMITTEES OF THE BOARD:

9.1 AUDIT COMMITTEE: The Company has a qualified and independent Audit Committee comprising of Independent and Executive Directors constituted in compliance with the provisions of Section 177 of the Companies Act, 2013 and the Listing Agreement with the Stock Exchange. The Audit Committee acts in accordance with the terms of reference specified from time to time by the Board.

The particulars of Members of Audit Committee and their attendance at the Meetings are as under:

Name of the Designation Category of No. of Meetings Director Directorship during the year

Held Attended

Mr. Ravi Seth Chairman Non-Executive, Independent Director 4 4

Mr. Jaysukh Mashru Member Non-Executive, Independent Director 4 4

Mr. Aditya Parekh Member Non-Executive Director 4 4

The Audit Committee meetings were held on 26.05.2014, 28.08.2014, 17.11.2014, 16.02.2015 and all the members of Audit Committee were present.

9.2 NOMINATION AND REMUNERATION COMMITTEE: The Company has renamed the existing “Remuneration Committee” to “Nomination and Remuneration Committee” pursuant to Section 178 of the Companies Act, 2013. The Board of Directors has framed a policy which lays down a framework in relation to remuneration of Directors, Key Managerial Personnel and Senior Management of the Company. The policy lays down the criteria determining qualifications, positive attributes, independence of a director and other matters pursuant to the provisions of sub-section (3) of Section 178 of the Companies Act, 2013.

The particulars of Members of Nomination & Remuneration Committee and their attendance at the Meetings are as under:

Name of the Designation Category of No. of Meetings during Director Directorship the year Held Attended

Mr. Jaysukh Mashru Chairman Non-Executive, Independent Director 1 1

Mr. Ravi Seth Member Non-Executive, Independent Director 1 1

Mr. Aditya Parekh Member Non-Executive Director 1 1

The Nomination & Remuneration Committee meetings were held on 26.05.2014 and all the members of Nomination & Remuneration Committee were present.

9.3 STAKEHOLDERS RELATIONSHIP COMMITTEE: The Board of Directors of the Company has re-named Share Holders Grievance/ Share Transfer Committee as ‘Stakeholders Relationship Committee’ in order to align it with the provisions of Section 178 of the Companies Act, 2013. The Committee has been constituted to strengthen the investor relations and to inter-alia, look into issues relating to shareholders grievances pertaining to

11

ANNUAL REPORT 2014 – 2015

transfer of shares, non- receipt of declared dividends, non-receipt of Annual Report, issues concerning de-materialization etc.

Details of Investors Complaints received during the year:

Sr. Nature of Complaints Received Pending DisposedNo.

1. Non receipt of Annual Report - - -

2. Non Receipt of Share Certificates after transfer - - -

3. Non Receipt of Demat Rejected S/C’s - - -

4. Others - - -

Total - - -

There were no complaints pending for action as on 31st March, 2015.

The particulars of Members of Audit Committee and their attendance at the Meetings are as under:

Name of the Designation Category of No. of Meetings Director Directorship during the year

Held Attended

Mr. Aditya Parekh Member Non-Executive Director 4 4

Mr. Ravi Seth Chairman Non-Executive, Independent Director 4 4

Mr. Jaysukh Mashru Member Non-Executive, Independent Director 4 4

The Stakeholders Relationship Committee meetings were held on 26.05.2014, 28.08.2014, 17.11.2014, 16.02.2015 and all the members of Stakeholders Relationship Committee were present.

10. VIGIL MECHANISM / WHISTLE BLOWER POLICY : The Company has a Vigil Mechanism / Whistle Blower policy to report genuine concerns, grievances, frauds and mismanagements, if any. The Vigil Mechanism /Whistle Blower policy has been posted on the website of the Company http://www.mapllegroup.co.in

11. BOARD EVALUATION: Pursuant to the provisions of the Companies Act, 2013 and Clause 49 of the Listing Agreement, the Board has carried out an evaluation after taking into consideration various aspects of the Board’s functioning, composition of the Board and its Committees, culture, execution and performance of specific duties, remuneration, obligations and governance.

The performance evaluation of the Independent Directors was completed. The performance evaluation of the Chairman and Managing Director was carried out by the Independent Directors at

th their meeting held on 30 May, 2015. The Board of Directors expressed their satisfaction with the evaluation process.

The Company has held 5 Board meetings as on 26.05.2014, 28.08.2014, 17.11.2014, 16.02.2015, 10.03.2015 during the financial year under review. The details are as follows:

12

MAPLLE INFRAPROJECTS LIMITED

Name of the Category of Directorship No. of meetings Director during the year

Held Attended

Atul Lalitbhai Parekh Executive , Managing Director 5 5

Ravi Kumar Kishan Chand Seth Non-executive ,Independent Director 5 1

Jaysukh Maganlal Mashru Non-Executive, Independent Director 5 5

Aditya Atul Parekh Non-executive ,Director 5 5

REMUNERATION AND SITTING FEES.

The details of Remuneration paid or Sitting fees paid as applicable are as follows :

Name of the Director Category of Directorship Remuneration Sitting fees paid paid to the to the Director Director

Atul Lalitbhai Parekh Executive , Managing Director 9,00,000.00 NIL

Ravi Kumar Kishan Chand Seth Non-executive ,Independent Director NIL NIL

Jaysukh Maganlal Mashru Non-Executive, Independent Director NIL NIL

Aditya Atul Parekh Non-executive ,Director NIL NIL

12. CODE OF CONDUCT:

Your Company is committed to conducting its business in accordance with the applicable laws, rules

and regulations and highest standards of business ethics. In recognition thereof, the Board of

Directors has implemented a Code of Conduct for adherence by the Directors (including

Independent Directors), Senior Management Personnel and Employees of the Company. This will

help in dealing with ethical issues and also foster a culture of accountability and integrity. The Code

has been posted on the Company’s website: All the Board Members and www.mapllegroup.co.in

Senior Management Personnel have confirmed compliance with the Code.

13. FIXED DEPOSITS: Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

14. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS: The Company has not made loans or given guarantees or made any investments, during the financial year 2014-15, therefore, the provisions of section 186 of the Companies Act, 2013 are not attracted.

15. S I G N I F I C A N T A N D M AT E R I A L O R D E R S PA S S E D B Y T H E R E G U L ATO R S OR COURTS: There are no significant and material orders passed by the Regulators or Courts that would impact the going status of the Company and i ts future operations.

13

ANNUAL REPORT 2014 – 2015

16. EXTRACT OF ANNUAL RETURN: The details forming part of the extract of the Annual Return in form MGT-9, as required under Section 92 of the Companies Act, 2013, is included in this Report as Annexure ‘A’ and forms an integral part of this Report.

17. RELATED PARTY TRANSACTIONS: The disclosure in Form AOC-2 is given as per Annexure ‘B’. Further, there are no material ly significant related party transact ions made by the company with Promoters, Key Managerial Personnel or other designated persons which may have potential conflict with interest of the company at large.

18. STATUTORY AUDITOR: M/s MAK & Associates, Chartered Accountants, (Firm Registrat ion No 3060-C)

th were appointed as the Statutory Auditors of the Company at the AGM held on 29 September, 2014 to hold office until the conclusion of the third consecutive AGM, are recommended for ratification of appointment for the Financial Year 2015-16. As required under the provisions of Section 139 of the Companies Act, 2013, the

t h Company has obta ined wr i t ten confirmat ion f rom 25 August , 2014 that thei r appointment, if made, would be in conformity with the limits specified in the said Section.

19. SECRETARIAL AUDIT: Pursuant to provisions of Section 204 of the Companies Act, 2013 and the Rules made thereunder, the Company has appointed GMJ & Associates to undertake the Secretarial Audit of the Company. The Secretarial Audit report is annexed herewith as Annexure ‘C’ and forms an integral part to this Report.

20. COST AUDIT: Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with Rules made thereunder, Cost Audi t is not appl icable to the Company for the financial year 2014-15 and 2015-16.

21. AUDITOR’S REPORT/ SECRETARIAL AUDIT REPORT: The observations of the auditors contained in their Report have been adequately dealt with in the Notes to the Accounts which are self explanatory and, therefore, do not call for any further comments. As required under section 204 (1) of the Companies Act, 2013 the Company has obtained a secretarial audit report. Certain observations made in the report with regard to non filing of some forms were mainly due to ambiguity and uncertainty of the applicability of the same for the relevant period. However, the company would ensure in fu ture that a l l the prov is ions are compl ied wi th the fu l lest extent .

22. ANTI-SEXUAL HARASSMENT POLICY: The Company has constituted an Internal Complaint Committee as required under Sec t i on 4 o f t he Sexua l Harassmen t o f Women a t Workp lace (P reven t i on , Prohibition and Redressal) Act, 2013 and the Rules made thereunder. During the year under review, no complaints were reported.

23. RISK MANAGEMENT POLICY: Your Company recognizes that risk is an integral part of business and is committed t o manag ing the r i sks i n a p roac t i ve and e ffic ien t manner ; you r Company periodically assesses risks in the internal and external environment, along with the cost of treating risks and incorporates risk treatment plans in its strategy, business and operational plans.

During the year, your Directors has framed a Risk Management Pol icy (a) to ensure that all the current and future material risk exposures of the Company are identified, assessed, quantified, appropriately mitigated, minimized and managed i.e. to ensure adequate systems for risk management (b) to establish a framework

14

MAPLLE INFRAPROJECTS LIMITED

for the company’s risk management process and to ensure its implementation (c) to enable compliance with appropriate regulations, wherever applicable, through the adoption of best practices (d) to assure business growth with financial stability. There are no risks which threaten the existence of the Company.

24. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY: The Company has an Internal Control System, commensurate with the size, scale and complexity of i ts operations. The scope and authority of the Internal Audit func t ion i s defined by the Aud i t Commi t tee . To ma in ta in i t s ob jec t i v i t y and independence, the Internal Audit function reports to the Chairman of the Audit Committee of the Board & to the Managing Director.

The Internal Audit Department monitors and evaluates the efficacy and adequacy of internal control system in the Company, its compliance with operating systems, accounting procedures and policies of the Company.

Based on the report of internal audit function, the Company undertakes corrective action in their respective areas and thereby strengthens the controls. Significant audit observations and recommendations along with corrective actions thereon are presented to the Audit Committee of the Board.

25. DEPOSITORY SERVICES: The Company’s Equity Shares have been admitted to the depository mechanism of the Central Depository Services Limited (CDSL). As a result the investors have an option to hold the shares of the Company in a dematerialised form in either of the two Depositories. The Company has been allotted ISIN No. INE809D01010

Shareholders’ therefore are requested to take full benefit of the same and lodge their holdings with Depository Participants [DPs] with whom they have their Demat Accounts for getting their holdings in electronic form.

26. PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY

ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO:

As there were no business activities during the year under review, the requisite information with

regard to conservation of energy and technology absorption as required under Section 134 of the

Companies Act, 2013 read with Companies (Account) Rules, 2014 is not applicable to the Company

during the year under review.

The Company has not earned and spent any Foreign Exchange during the Financial

Year 2014 – 2015.

27. PARTICULARS OF EMPLOYEES: None of the employees have drawn remuneration more than Rs. 5,00,000/- p.m., if employed for the part of the year and Rs. 60,00,000/- p.a., if employed throughout the Year.

28. C O R P O R A T E G O V E R N A N C E & M A N A G E M E N T D I S C U S S I O N A N D ANALYSIS REPORT: The Amended Clause 49 of the Listing Agreement on Corporate Governance is not appl icable to the Company for the Financia l Year 2014-15 and Management Discussion And Analysis Report is attached as Annexure ‘D’

29. LISTING: The Shares of the Company are listed on the Stock Exchanges at BSE Limited, Delhi and Ahmedabad. The trading in the share is suspended. The Directors have completed most of the formalities to get the suspension revoked and are hopeful of getting the suspension revoked soon.

15

ANNUAL REPORT 2014 – 2015

30. EVENTS SUBSEQUENT TO THE DATE OF FINANCIAL STATEMENTS: There were no material changes and commitments, affecting the financial position of the Company which have occurred between the end of the financial year of the Company to which the financial statements related and the date of the report.

31. CORPORATE SOCIAL RESPONSIBILITY : The P rov i s i ons o f Sec t i on 135 o f t he Compan ies Ac t , 2013 read w i t h t he Compan ies (Corpo ra te Soc ia l Respons ib i l i t y Po l i cy ) Ru les 2014 , we re no t applicable to the Company for the Financial Year 2014-15.

32. ENVIRONMENT AND SAFETY: The Company is aware of the importance of envi ronmental ly c lean and safe operat ions. The Company ’s po l icy requ i res conduct o f operat ions in such a manner, so as to ensure safety of al l concerned, compl iances, environmental regulations and preservation of natural resources at the Plant.

33. ACKNOWLEDGMENT: The Directors wish to convey their appreciation to the Company’s shareholders, customers, suppliers, bankers and distributors for the support they have given to the Company and the confidence, which they have reposed in its management and the employees for the commitment and dedication shown by them.

For and on behalf of the Board

MAPLLE INFRAPROJECTS LIMITED

Atul Parekh (DIN: 01280456) Managing Director

Registered Office:Parekh Plaza, Vallabhbhai Road,Vile Parle (W)Mumbai - 400 056.

thDated: 30 May, 2015

Sd/-

16

MAPLLE INFRAPROJECTS LIMITED

FORM NO. MGT 9

Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1)

of the Company (Management & Administration ) Rules, 2014.

EXTRACT OF ANNUAL RETURN

As on the financial year ended on March 2015

I

i

ii

iii

iv

v

vi

vii

REGISTRATION & OTHER DETAILS:

II. PRINCIPAL BUSINESS ACTIVITY OF THE COMPANY

All the business activities contributing 10 % or more of the total turnoverof the company shall be stated:-

Income from Construction Projects

Name and Description of main products / services

Income from Construction Projects

NIC Code of the Product / service

43299

% to total turnover of the company

95.19

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES -

No. of Companies for which information is being filled

N.A.

S. No.

S. No.

NAME AND ADDRESS OF THE COMPANY

CIN/GLNHOLDING/

SUBSIDIARY /ASSOCIATE

% of shares

held

Applicable Section

NA

CIN

Registration Date

Name of the Company

Category of the Company

Address :

Town / City :

State :

Country Name :

Telephone (with STD Code) :

Fax Number :

Email Address :

Website, if any:

Whether listed company

Name of RTA:

Address :

Town / City :

State :

Pin Code:

Telephone :

Fax Number :

Email Address :

L25209MH1988PLC048084

12.07.1988

Maplle Infraprojects Limited

Company limited by shares

G-1, Parekh Plaza, Vallabhbhai Road

Vile Parle (West), Mumbai 400 056

Maharashtra

India

022 - 26124411

022-26126595

[email protected]

www.mapllegroup.co.in

Yes

Adroit Corporate Service Pvt. Ltd.

19/20 Jaferbhoy Industrial Estate, 1st Floor,

Makwana Road, Marol Naka , Mumbai 400 059

Maharashtra

400 059

022 -28594060

[email protected]

Address of the Registered office & contact details

Name and Address of Registrar & Transfer Agents ( RTA ):-

17

ANNUAL REPORT 2014 – 2015

No

.of

Sh

ares

hel

d a

t th

e b

egin

nin

g o

f th

e ye

arN

o.o

f S

har

es h

eld

at

the

end

of

the

year

- - - - - - - - - - - - - - - - - -

500 0

8300

0 0 083

500

8350

0

0 0 012

1720

0 0

2963

1013

7792

028

9143

0 0 0 012

0000 0 0 0 0 0

1200

00

3433

00 0

1413

670

2090

00

1993

0021

6527

022

8527

0

0 0 012

1720

0 0

2963

1013

7792

028

9143

0 0 0 012

0000 0 0 0 0 0

1200

00

3438

00 0

1496

670

2090

00

1993

0022

4877

023

6877

0

0.00

0.00

0.00

23.1

40.

00

5.63

26.2

054

.97

0.00

0.00

0.00

2.28

0.00

0.00

0.00

0.00

0.00

2.28

6.54

0.00

28.4

53.

97

3.79

42.7

545

.03

0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0

500 0

9420

0 0 094

700

9470

0

0 0 012

1720

0 0

2963

1013

7792

028

9143

0 0 0 012

0000 0 0 0 0 0

1200

00

3433

00 0

1402

470

2090

00

1993

0021

5407

022

7407

0

0 0 012

1720

0 0

2963

1013

7792

028

9143

0 0 0 012

0000 0 0 0 0 0

1200

00

3438

00 0

1496

670

2090

00

1993

0022

4877

023

6877

0

0.00

0.00

23.1

40.

00

5.63

26.2

054

.97

0.00

0.00

0.00

2.28

0.00

0.00

0.00

0.00

0.00

2.28

6.54

0.00

28.4

53.

97

3.79

42.7

545

.03

- - - - - - - - - - - - - - - - - - - - - - - - -

- - -

8350

0

- - -

5176

700

- - -

5260

200

- - -

100

- - -

9470

0

- - -

5165

500

- - -

5260

200

- - -

100

- - - -

% C

hang

e du

ring

the

year

% o

f To

tal

Sha

res

Cat

egor

y of

Sha

reho

lder

s

A.

Pro

mo

ters

(1)

Ind

ian

a) In

divi

dual

/HU

Fb)

Cen

tral

Gov

t. c)

Sta

te G

ovt(

s)d)

Bod

ies

Cor

p.e)

Ban

ks /F

If)

Any

oth

erf-

1) D

IRE

CTO

RS

RE

LAT

IVE

Sf-

2) D

IRE

CTO

RS

Tota

l Sh

areh

old

ing

of

pro

mo

ter

(A)

- B.P

ub

lic S

har

eho

ldin

g(1

) In

stit

uti

on

sa)

Mut

ual F

unds

b) B

anks

/ F

Ic)

Cen

tral

Gov

t.d)

Sta

te G

ovt(

s)e)

Ven

ture

Cap

ital F

unds

f) In

sura

nce

Com

pani

esg)

FIIs

h) F

orei

gn V

entu

re C

apita

l Fun

dsi)

Oth

ers

(Spe

cify

)S

ub

-to

tal (

B)

(1)

- (2)

No

n -

Inst

itu

tio

ns

a) B

odie

s C

orp.

i) In

dian

ii) O

vers

eas

b) In

divi

dual

s i)

Indi

vidu

al s

hare

hold

ers

hold

ing

nom

inal

sha

re c

apita

l upt

o R

s.1

lakh

ii)

Indi

vidu

al s

hare

hold

ers

hold

ing

nom

inal

sha

re c

apita

l in

excd

ess

of R

s.1

lakh

c) O

ther

s (S

peci

fy)

c-1)

NO

N R

ES

IDE

NT

IND

IAN

S(I

ND

IVID

UA

LS)

Su

b-t

ota

l (B

)(2)

Tota

l Pu

blic

Sh

areh

old

ing

(B)=

(B

)(1)

+(B

)(2)

C. S

har

es h

eld

by

Cu

sto

dia

n f

or

GD

Rs

& A

DR

s.P

rom

oter

and

Pro

mot

er G

roup

P

ublic

-S

ub

-to

tal (

C)

Gra

nd

To

tal (

A+B

+C)

SH

AR

EH

OL

DIN

G P

AT

TE

RN

(Eq

uit

y S

hare

Cap

ital B

reaku

p a

s P

erc

en

tag

e o

f To

tal

Eq

uit

y)

MA

PL

LE

IN

FR

AP

RO

JE

CT

S L

IMIT

ED

-

Cate

go

ry-w

ise S

hare

Ho

ldin

g

Dem

atP

hysi

cal

Tota

lP

hysi

cal

Dem

at%

of

Tota

l S

hare

sTo

tal

18

Shareholding of Promoters

Sl No.

Shareholder’s Name

No.of Shares held at the beginning of the year

No. of Shares

No. of Shares

% of total Shares of

the company

% of total Shares of

the company

%of Shares Pledged /

encumbered to

total shares

%of Shares Pledged /

encumbered to

total shares

No.of Shares held at the end of the year

% Change during

the year

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

Aditya A Parekh

Aditya A. Parekh

Ashmi A. Parekh

Ashmi Parekh

Atul L Parekh

Atul L. Parekh

Dadar Plywood Pvt Limited

Kulin Nalinkant Shah

Lalit T. Parekh

Lalit T.parekh

Lalitbhai T Parekh

Lata S. Achharya

Nilesh L Parekh

Nilesh L. Parekh

Nirali A Parekh

Nirali A. Parekh

Pankaj T. Parekh

Parekh Laminates Pvt Ltd

Parekhsons Builders Pvt Limited

Ranjanaben L Parekh

Sanjay S. Achharya

Shiv N Parekh

Shiv N.parekh

Shivkumar C. Achharya

Sipista Communications Pvt Ltd

Sipista Constructions Pvt Ltd

Sipista Publications Pvt Ltd

Soha N Parekh

Total

15000

15000

25000

25000

238300

240410

150000

500

225310

19200

244200

10000

235000

236500

15000

15000

10

150000

150000

50000

10000

15000

4800

10000

255400

256400

255400

25000

2891430

0.29

0.29

0.48

0.48

4.53

4.57

2.85

0.01

4.28

0.37

4.64

0.19

4.47

4.50

0.29

0.29

0.00

2.85

2.85

0.95

0.19

0.29

0.09

0.19

4.86

4.87

4.86

0.48

54.97

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

15000

15000

25000

25000

238300

240410

150000

500

225310

19200

244200

10000

235000

236500

15000

15000

10

150000

150000

50000

10000

15000

4800

10000

255400

256400

255400

25000

2891430

0.29

0.29

0.48

0.48

4.53

4.57

2.85

0.01

4.28

0.37

4.64

0.19

4.47

4.50

0.29

0.29

0.00

2.85

2.85

0.95

0.19

0.29

0.09

0.19

4.86

4.87

4.86

0.48

54.97

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

19

Dat

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ise

Incr

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4787

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N.A

.

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.

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N.A

.

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.

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.

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.

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.

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N.A

.

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.

No

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nge

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.

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.

N.A

.

4787

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.

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.

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.

25

V I

ND

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DN

ES

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f th

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l year

i) P

rinci

pal A

mount

ii) Inte

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iii)

Inte

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+ii+

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* A

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26

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-time Directors and/or Manager:

1

2

3

4

5

Gross salary

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961

(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961

Stock Option

Sweat Equity

Commission

- as % of profit

- others, specify

Others, please specify

Total (A)

Ceiling as per the Act

9.00

-

-

-

-

-

-

-

-

-

9.00

9.00

-

-

-

-

-

-

-

-

-

9.00

Sl. no. Particulars of RemunerationName of MD/WTD/ Manager

Atul Parekh- Managing Director Total Amount

B. Remuneration to other directors:

1

2

Fee for attending board committee meetings

Commission

Others, please specify

Total (1)

Other Non-Executive Directors

Fee for attending board committee meetings

Commission

Others, please specify

Total (2)

Total (B)=(1+2)

Total Managerial Remuneration

Overall Ceiling as per the Act

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

Name of Directors

ADITYA ATUL

PAREKH

RAVI KUMAR KISHAN CHAND

SETH

JAYSUKH MAGANLAL

MASHRUSl. no. Independent Directors

27

ANNUAL REPORT 2014 – 2015

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD

1

2

3

4

5

Gross salary

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961

(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961

Stock Option

Sweat Equity

Commission

- as % of profit

- others, specify

Others, please specify

Total (A)

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

Sl. no. Particulars of RemunerationCEO Company Secretary

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Key Managerial Personnel

A. COMPANY

B. DIRECTORS

Penalty

Penalty

Penalty

Punishment

Punishment

Punishment

Compounding

Compounding

Compounding

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

Details of Penalty / Punishment/

Compounding fees imposed

Authority[RD / NCLT/

COURT]Type

Appeal made,if any (give

Details)

C. OTHER OFFICERS IN DEFAULT

28

MAPLLE INFRAPROJECTS LIMITED

ANNEXURE ‘B’

FORM NO. AOC -2(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the

Companies (Accounts) Rules, 2014.

Form for Disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub section (1) of section 188 of the Companies Act, 2013 including certain arm’s length transaction under third proviso thereto.

1. Details of contracts or arrangements or transactions not at Arm’s length basis. NA2. Details of contracts or arrangements or transactions at Arm’s length basis.

Particulars

Name (s) of the related party & nature of relationship

Nature of contracts / arrangements /transaction

Duration of the contracts/ arrangements/transaction

Salient terms of the contracts or arrangements or transaction including the value, if any

Date of approval by the Board

Amount paid as advances, if any

(1)

Ashmi Parekh

Rent

Repetitive during the year

Rs. 6,00,000.

th26 May, 2014

Nil

(2)

Nirali Parekh

Salary

Repetitive during the year

Rs. 1,80,000.

26th May, 2014

Nil

Registered Office: For and on behalf of the BoardG-1, Parekh Plaza, Vallabhbhai Road, MAPLLE INFRAPROJECTS LIMITEDVile Parle (West)Mumbai - 400 056. Atul Parekh - Managing Director � (DIN: 01280456)

thDate : 30 May, 2015.

Sd/-

29

ANNUAL REPORT 2014 – 2015

ANNEXURE- C

FORM MR-3

SECRETARIAL AUDIT REPORTstFOR THE FINANCIAL YEAR ENDED 31 MARCH, 2015

(Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014)

To, The Members,MAPLLE INFRAPROJECTS LIMITEDG-1,Parekh Plaza, Vallabhbhai Road,Vile Parle (West),Mumbai- 400 056,

We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate practices byMaplle Infraprojects Limited(hereinafter called the company). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

Based on our verification of the company’s books, papers, minute books, forms and returns filed and other records maintained by the company and also the information provided by the company, its officers, agents and authorized representatives during the conduct of secretarial audit, We hereby report that in our opinion,

stthe company has, during the audit period covering the financial year ended on31 March, 2015 complied with the statutory provisions listed hereunder and also that the company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter :

We have examined the books, papers, minute books, forms and returns filed and other records maintained by stthe Company, for the financial year ended on 31 March, 2015 according to the provisions of:

i.� The Companies Act, 2013and the rules made thereunder;ii.� The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;iii.� The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;iv.� The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (“SEBI Act”), viz :

a.� The Securities and Exchange Board of India (Substantial acquisition of Shares and Takeover)

Regulations, 2011

b.� The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992;

c.� The Securities and Exchange Board of India (Registrars to an issue and Share Transfer Agents)

Regulations, 1993 regarding the Companies Act and dealing with client;

We have relied on the representation made by the company and its officers for systems and mechanism

formed by the company for compliances under other applicable Acts, Laws and Regulationswith respect to

The Bombay Shops & Establishment Act, 1948, Municipality Laws to the extent applicable, Direct and Indirect

Tax Laws, Land Laws of respective States,Property related laws and other local Laws as applicable.

We have also examined compliance with the applicable clauses of The Listing Agreements entered into by the Company with BSE Limited,Delhi Stock Exchange Limitedand Ahmedabad Stock Exchange Limited.

During the year under review, the company has complied with the provisions of the Act, Rules, Regulations, Guidelines, etc. mentioned above except that the Company has not filed documents as required under Listing Agreement with the Stock Exchanges. The Company is under the process of appointing Key

30

MAPLLE INFRAPROJECTS LIMITED

Managerial Personnel and a Woman Director as per the provisions of the Companies Act, 2013.

We further report that:

The Board of Directors of the company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the year under review were carried out in compliance with the provisions of the Act.

Adequate notice is given to all Directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

All decisions are carried out unanimously at Board Meetings and Committee Meetings and recorded in the minutes of the meetings of the Board of Directors or Committee of the Board, as the case may be.

We further report that there are adequate systems and processes in the company commensurate with the size and operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

We further report that during the year under report, the company has not undertaken event/action having a major bearing on the company’s affairs in pursuance of the above referred laws, rules, regulations, guidelines, etc. referred to above.

For GMJ & ASSOCIATESCompany Secretaries

� � �

[CS P. MAHESHWARI]PARTNERFCS No. : 2405COP No. : 1432

Place:� Mumbai�� � � � � � � �thDate:30 May, 2015

Note: This report is to be read with our letter of even date that is annexed as Annexure I and forms an integral part of this report.

Sd/-

31

ANNUAL REPORT 2014 – 2015

ANNEXURE I

To, The Members, MAPLLE INFRAPROJECTS LIMITED G-1, Parekh Plaza, Vallabhbhai Road,Vile Parle (West),Mumbai- 400 056,

Our report of even date is to be read along with this letter.

1.� Maintenance of secretarial records is the responsibility of management of the company. Our responsibility is to express an opinion on these secretarial records based on our audit.

2.� We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.

3.� We have not verified the correctness and appropriateness of financial records and books of accounts of the company.

4.� Wherever required, we have obtained the Management Representation about the compliance of laws, rules and regulations and happening of events, etc.

5.� The compliance of the provisions of corporate and other applicable laws, rules and regulations,

standards is the responsibility of the management. Our examination was limited to the verification of

procedures on test basis.

6.� The Secretarial Audit Report is neither an assurance as to the future viability of the company nor of the

efficacy or effectiveness with which the management has conducted the affairs of the company.

For GMJ & ASSOCIATES

Company Secretaries

� � � �[CS P. MAHESHWARI]

PARTNER

FCS No. : 2405

COP No. : 1432

Place:� Mumbai�� � � � � � � �thDate:30 May, 2015

Sd/-

32

MAPLLE INFRAPROJECTS LIMITED

MANAGEMENT DISCUSSIONS & ANALYSISManagement discussion and analysis report is given in a separate section forming part of the Directors’ Report in this annual report.

STEPS FOR PREVENTION OF INSIDE TRADING In compliance of the SEBI (Prevention of insider Trading) Regulations as amended in 2002, the Company has issued comprehensive guidelines advising and cautioning management staff and other relevant business associates on the procedure to be followed while dealing in equity shares of the Company and disclosure requirements in this regard. Company believes that “The Code of Internal Procedure and Conduct” and “The Code of Internal Procedure and Conduct” and ‘The Code of Corporate Disclosures Policies’ framed by it in this regard will help in ensuring compliance of the amended SEBI regulations.

DISCLOSURES:The necessary disclosures regarding the transactions entered into with the related parties are given in the notes to the accounts. There were no transactions of the material value with related parties viz., Promoters, Directors, or the Management or Relatives having any potential conflict with the interest of the company.

NON-COMPLIANCES:There were no instances of non compliance on any matter related to the capital market during the last three years. No penalties or strictures were imposed on the company by any Stock Exchange or SEBI or any other statutory authority on any matter related to capital market during last three years.

Details of compliance with mandatory requirement and adoption of non mandatory requirement.The Company has complied with all mandatory requirement of Clause 49 of the Listing Agreement with the Stock Exchange and has implemented the following non mandatory requirements:

1. AUDIT QUALIFICATION: It is always the companies endeavor to present unqualified financial statements. There are no audit qualifications in the company’s financial statement for the year under review.

2. TRAINING OF BOARD MEMBERS: Directors are fully briefed about all business related matters risks assessment market conditions of the product manufactured by the company, competition and new initiative proposed by the company.

CEO / CFO CERTIFICATION:As required under Clause 49 of the Listing Agreement a Certificate duly signed by Mr. Atul Parekh, Managing Director has been obtained. The certificate is annexed to this report.

DECLARATION:I, Mr. Atul Parekh, Chairman and Managing Director of Maplle Infraprojects Limited hereby affirm and declare, to the best of my knowledge and belief, and on behalf of the Board of Directors of the Company and senior management personnel, that:The Board of Directors has laid down a code of conduct for all Board members and senior management of the Company [‘the code of conduct’] and the code of conduct has been complied with.

4. GENERAL BODY MEETINGS: The last three Annual General Meetings were held as under:

Financial Year� Date� Time� Venue

31.03.2014� 29.09.2014� 10.00 a.m.� Parekh Plaza, Vallabhbhai Road, Vile Parle (West), Mumbai – 400 056

31.03.2013� 30.09.2013� 10.00 a.m.� Parekh Plaza, Vallabhbhai Road, Vile Parle (West), Mumbai – 400 056

31.03.2012� 29.09.2012� 10.00 a.m.� Parekh Plaza, Vallabhbhai Road, Vile Parle (West), Mumbai – 400 056

33

ANNUAL REPORT 2014 – 2015

Special resolution passed in the previous three General Meeting are as below:

2011-12 -N.A.�

2012-13 -� N.A.

2013-14 : a) Appointment of Mr. Ravikumar Seth (Din no: 02427404) as an Independent Director for a term , of 5 years commencing from April 01 2014 to March 31, 2019 as per the provisions of Section

149 and 152 and other applicable provisions of the Companies Act 2013 and the Rules made thereunder with Schedule IV of the said Act.

b) Appointment of Mr. Jaysukh Mashru (Din no: 02652516) as an Independent Director for a term , of 5 years commencing from April 01 2014 to March 31, 2019 as per the provisions of Section

149 and 152 and other applicable provisions of the Companies Act 2013 and the Rules made thereunder with Schedule IV of the said Act.

c) Ratify appointment of Mr. Atul Parekh (Din no: 01280456) as the Managing Director for a term of 5 years commencing from June 29,2011 as per the provisions of Section 196 and 197, and

other applicable provisions of the Companies Act 2013 and the Rules made thereunder with Schedule V of the said Act.

d) In suppression of the earlier resolutions passed, authorising the Board of Directors under Section 180(1)(c) of the Companies Act, 2013 and other applicable provisions, if any, of the Companies Act, 2013, (including any statutory modifications or re-enactments thereof for the lime being in force) and the Articles of Association of the Company for borrowing, whether by way of Term Loan I Equipment Finance I Cash Credit facilities/ Project finance or the like from time to time, any sum or sums at its discretion from Financial Institutions I Banks/ Others on such terms and conditions and with or without security as the Board of Directors may think fit, which together with the moneys already borrowed by the Company (apart from temporary loans obtained from the bankers of the Company in the ordinary course of business) not exceeding in the aggregate at any time exceed Rs. 25 Crores (Rupees Twenty Five Crores Only).

e) Authorising the Board of Directors pursuant to Section 180(1)(a) of the Companies Act, 2013 and other applicable provisions, if any, of the Companies Act, 2013 to create such charges, mortgages and hypothecations on such movable and immovable properties of the Company, both present and future and in such manner as the Board may deem fit, together with the power to take over the substantial assets of the Company in certain events in favour of the Financial Inst i tut ions/Banks/any other investing agencies/trustees for the holders of debentures/bonds/other instruments which may be issued to and subscribed by all or any other person(s) bodies corporate by way of private placement or otherwise, to secure rupee/foreign currency loans, debentures, bonds or other instruments (hereinafter collectively referred to as “Loans”) provided that the total amount of Loans together with interest thereon, additional interest, compound interest, costs, charges, expenses and all other monies payable by the Company in respect of the said Loans, not exceeding, at any time exceed Rs. 25 Crores (Rupees Twenty Five Crores Only).

All the matters as set out in the respective notices were passed by the shareholders. No special resolution was required to be put through postal ballot at last Annual General Meeting nor is proposed for ensuing Annual General Meeting.

5.� DISCLOSURES:(i)� No funds have been raised through issue of equity or debt in the form of public or rights or preferential issues during the year under review.

(ii)� Though there is no formal Whistle Blower Policy, the company takes cognizance of complainants made and suggestions given by the employees and others. Even anonymous complaints are looked into and whenever necessary, suitable corrective steps are taken. No employees of the company have been denied access to the Audit Committee of the Board of Directors of the company.

34

MAPLLE INFRAPROJECTS LIMITED

(iii)� The company has a periodic review and reporting to the Board of Directors of the company of risk assessment by senior executives with a view to minimize risk.

(iv)� Certificate from Mr. Atul L. Parekh, Managing Director in terms of clause 49 (V) of the listing agreements st with the stock exchanges for the financial year ended 31 March 2015 was placed before the board of

th directors of the company in its meeting held on 30 May 2015.

6. MEANS OF COMMUNICATION (i)� Quarterly results are submitted to the stock exchanges where the shares of the company are listed.

(ii)� All items required to be covered in the Management Discussion and Analysis has been included in the Annexure to the Directors’ Report.

(iii)� No formal presentations were made to the institutional investors and analysts during the year under review.

(iv)� The Company has its own website i.e. www.maplleinfraproects.com and all the vital information relating to the Company and its products are displayed on the web site.

7. GENERAL SHAREHOLDERS INFORMATION:

th 7.1. �ANNUAL GENERAL MEETING� :� 27 Annual General Meeting.th DAY & DATE� � � � :� 29 September, 2015.

TIME� � � � � :� 10.00 A.M. VENUE � :� G-1, Parekh Plaza, Vallabhbhai Road � Vile Parle (west), Mumbai-400 056.

7.2. FINANCIAL CALENDAR:

* Financial reporting for the quarter ended June 30, 2014 : 21st July, 2015 * Financial reporting for the quarter ended Sept.30, 2014 : Mid November 2015 * Financial reporting for the quarter ended Dec. 31, 2014� : Mid February 2016 * Financial reporting for the year ended March 31, 2014 : Mid May 2016 * Annual General Meeting for the year ended March 31, 2014 : end Sept., 2016

th th 7.3. DATE OF BOOK CLOSURE : From 27 September 2015 to 29 September 2015 (Both days inclusive).

7.4. LISTING: Equity Shares Listed on Script Code: 531200 (suspended presently) i) Bombay Stock Exchange Ltd. ii) The Delhi Stock Exchange Ltd. iii) Ahmedabad Stock Exchange,

� 7.5. STOCK CODE OF THE COMPANY: Bombay Stock Exchange Ltd Scrip Name � :� Maplle Infraprojects Limited Scrip Code � : � .531200 Electronic Mode � : � .INE809D01010

7.6� STOCK PRICES DATA & PERFORMANCE IN COMPARISION TO BSE SENSEX: [AS OBTAINED FROM BSE WEBSITE] During the whole year 2014-2015, the Shares of the Company were not traded on Stock Exchange, hence the information is not available.

nd Last traded price on 22 Aug 2015 Rs. 5/- per share in Direct transaction.

35

ANNUAL REPORT 2014 – 2015

7.7.� REGISTRAR & TRANFER AGENTS UNDER PHYSICAL AND DEMAT MODE: � ADROIT CORPORATE SERVICE PVT. LTD.� 19/20, Jaferbhoy Industrial Estate,� 1st floor, Makwana Road,� Marol Naka, Mumbai - 400 059. � email : [email protected]

7.8. � SHARE TRANSFER SYSTEM :

Share transfer requests are received at the registered office of the company as well as directly at

RTA’s office. RTA does the verification and processing of documents. In order to comply with the

requirements of SEBI’s circular Nos. SMD/POLICY/CIR-10/02 dated May 7, 2002 to effect

transfer of shares within one month, the RTA has been authorised to process, approve and effect

transfer of shares on behalf of the company at fortnightly intervals. The share certificates duly

endorsed for transfer are returned to shareholders within stipulated time of 30 days.

The turnaround time for completion of transfer of shares in physical mode is generally 15 days, if the documents are clear in all respects.

7.9.� COMPLIANCE OFFICER: Mr. Atul Parekh.

st 7.10. Share Holding Pattern as on 31 March 2015:

Category� No. of Share held� % of Share holding

A. Holding of Promoter and Promoter Group� � 1. Promoter Group i) Directors 1377920 26.20

ii) Directors & Relatives 296310 5.63

iii) Bodies Corporate 1217200 23.14

2.�Foreign� 0.00� 0.00

Sub Total: A (1+2)� 2891430� 54.97

B. Public Shareholding Pattern� � 1. Institutions i) Central Govt./State Govt. 120000 2.28

2.�Non-Institutions i) Bodies Corporate 343800 6.54

ii) Individuals – upto Rs. 1 Lakh 1496670 28.45

iii) Individuals - excess of Rs. 1 Lakh 209000 3.97

iv) NRIs � 199300� 3.79

Sub Total: B (1+2)� 2368770� 45.03

Grand Total (A+B)� 5260200� 100.00

36

MAPLLE INFRAPROJECTS LIMITED

ST7.11.� DISTRIBUTION OF SHAREHOLDING AS ON 31 MARCH, 2015:

No. of Equity Shares held� No. of Shareholders� No. of Shares held� % of Equity Capital

Upto 100� 52� 4840� 0.09

101-500� 627� 288150� 5.48

501-1000� 810� 701600� 13.34

1001-2000� 134� 215000� 4.09

2001-3000� 34� 89410� 1.70

3001-4000� 11� 40100� 0.76

4001-5000� 25� 118900� 2.26

5001-10000� 23� 193800� 3.68

10001 - 20000� 23� 374900� 7.13

20001 – 50000� 10� 310100� 5.90

50001 & Above� 15� 2923400� 55.58

Total � 1764� 5260200� 100

7.12.� DEMATERIALISATION OF SHARES: Trading in equity shares of the Company is permitted only in dematerialized form with effect from

th 29 January, 2001 as per notification issued by Security Exchange Board of India (SEBI). As on th 30 June, 2015 out of total Equity Capital 83700 i.e. 1.59% Shares are held in dematerialized

form with CDSL. As per the request of many share holders the company is in the process of obtaining registration of NSDL.

Transfer cum Demat facility is available to all shareholders of the Company who request for such facility.

7.13� OUTSTANDING GDRs/ ADRs/ WARRANTS OR ANY CONVERTIBLE INSTRUMENTS: The Company has not issued any GDRs / ADRs / Warrants or any other convertible instruments.

7.14. ADDRESS FOR CORRESPONDENCE: Maplle Infraprojects Limited G-1, Parekh Plaza, Vallabhbhai Road, Vile Parle (West), Mumbai-400 056 Email : [email protected] Telephone Nos: +91 22 26124411 / 12 Fax No : +91 22 26106595

7.15. COMPLIANCE: A certificate has been obtained from the Statutory Auditors of the company regarding compliance of conditions of Corporate Governance and is attached to this report.

8.� CODE OF CONDUCT FOR BOARD MEMBERS AND SENIOR MENAGEMENT: The board of directors has laid down the Code of Conduct for all the board members and members of senior management of the company. Certificate from the Managing Director affirming compliance of the said code by all the board members and members of senior management of the company to whom the code is applicable is annexed separately to this report.

37

ANNUAL REPORT 2014 – 2015

9. NON-MANDATORY REQUIREMENTS

(i)� CHAIRMAN OF THE BOARD: The company has an Executive Chairman and hence the requirement pertaining to reimbursement of expenses to a non-executive chairman does not arise.

(ii)� REMUNERATION COMMITTEE: Please refer item no. 3.2 under Mandatory Requirements.

(iii)� SHAREHOLDERS RIGHTS:

The company furnishes the quarterly and half yearly results on receipt of a request from the

shareholders.

(iv)� POSTAL BALLOT:

The provision relating to Postal Ballot will be complied with in respect of matters, wherever

applicable.

�FOR AND ON BEHALF OF BOARD

Atul Parekh – Managing Director(DIN : 01280456)

Registered Office:Parekh Plaza, Vallabhbhai Road,Vile Parle (West)Mumbai 400 05

thDated : 30 May, 2015

Sd/-

38

MAPLLE INFRAPROJECTS LIMITED

INDEPENDENT AUDITOR’S REPORT

To The Members of Maplle Infraprojects Limited

Report on the Financial Statements

We have audited the accompanying financial statements of Maplle Infraprojects Limited, which comprise the Balance Sheet as at March 31, 2015, the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Financial Statements

The management and Board of Directors of the Company are 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 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, read with rule 7 of Companies (Accounts) Rules, 2014. This responsibility includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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; design, implementation and maintenance of adequate internal financial controls, that are 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.

Auditor’s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act.

Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements, that give a true and fair view, in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Company’s management and Board of Directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

39

ANNUAL REPORT 2014 – 2015

sta. In the case of Balance Sheet, of the state of affairs of the Company as at 31 March 2015.

b. In the case of Statement of Profit and Loss Profits of the company, for the year ended on that date; and

c. In the case of Cash Flow statement, of the cash flows for the year ended on that date.

40

MAPLLE INFRAPROJECTS LIMITED

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditor’s Report) Order, 2015 (“the Order”) issued by the Central Government of India in terms of sub-section (11) of section143 of the Act, we give in the Annexure a statement on the matters Specified in paragraphs 3 and 4 of the Order.

As required by section 143(3) of the Act, we further 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 appears from our examination of those books;c. the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement dealt with by this Report are in agreement with the books of account;d. in our opinion, the aforesaid financial statements comply with the applicable Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules 2014e. on the basis of written representations received from the directors as on March 31, 2015, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2015, from being appointed as a director in terms of Section 164(2) of the Actf. In our opinion and to the best of our information and according to the explanations given to us, we report as under with respect to other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014: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; as such the question of commenting on any material foreseeable losses thereon does not arise;iii. There has not been an occasion in case of the Company during the year under report to transfer any sums to the Investor Education and Protection Fund. The question of delay in transferring such sums does not arise.

For MAK & ASSOCIATESChartered AccountantsFirm Registration No 3060C

Sd/-L.K. KHATRIPartner (M.NO.073345) Place: Mumbai

thDated: 30 May 2015

41

ANNUAL REPORT 2014 – 2015

Annexure referred to in Our Report of even date to the members of Maplle Infraprojects Limited on the accounts of the company for the

year ended 31st March, 2015

On the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of our audit, we report that:

(i)� (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets;

(b) As explained to us, fixed assets have been physically verified by the management at regular intervals; as informed to us no material discrepancies were noticed on such verification;

(ii)� (a) The Company does not have any stocks/inventories except work in progress at site, which also includes small stocks of building materials.

(b) As informed by the management, the stocks are verified by the management during regular intervals. In our opinion and according to the information and explanations given to us, the procedures of physical verification of other inventories followed by the management are reasonable and adequate in relation to the size of the company and nature of its business.

(c) The Company has maintained proper records of inventories. As explained to us, however no devaluation in the value could be accounted for deterioration in quality and value of stocks in during the year by the management. However there was no material discrepancies noticed on physical verification of inventory as compared to book records.

(iii)� The company has neither taken, nor granted any loans, in the nature of loan, either secured or unsecured to/from companies, firms or other parties covered in the register maintained under section 189 of the Act.

However there were financial transactions with such part ies, which have been squared up at the end of the year, and in our opinion and according to explanations given to us, the amount transacted is in regular course of business and is without any interest, and other terms and conditions are not prima facie prejudicial to the interest of the company.

(iv)� In our opinion and according to the information and explanations given to us, there is adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of fixed assets and for the sale of services.

Further, on the basis of our examination of the books and records of the Company and according to the information and explanations given to us, no major weakness has not been noticed or reported.(v)� The Company has not accepted any deposi ts f rom the publ ic covered under Section 73 to 76 of the Companies Act, 2013.

(vi)� As informed to us, the Central Government has not prescribed maintenance of cost records under sub-section (1) of Section 148 of the Act.

(vii)� � (a) According to the information and explanations given to us and based on the records of the company examined by us, the company has not been regular in d e p o s i t i n g t h e u n d i s p u t e d s t a t u t o r y d u e s , i n c l u d i n g P r o v i d e n t F u n d , Employees’ State Insurance, Income-tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty and other material statutory dues, as applicable, with the appropriate authorities in India. ; According to information and explanations given to us, the following undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March, 2015 for a period of more than six months from the date of becoming payable:

42

MAPLLE INFRAPROJECTS LIMITED

VAT 4% Rs. 143710.26 (2008-09) Professional Tax Rs. 110800.00 (2008-09 to Nov. 2014) TDS Rs. 287679.00 (Nov. 2014)

(b) According to the information and explanations given to us and based on the records of the company examined by us, there are no dues of Income Tax, Wealth Tax, Service Tax, Sales Tax, Customs Duty and Excise Duty which have not been deposited on account of any disputes.

(c) There has not been an occasion in case of the Company during the year under report to transfer any sums to the Investor Education and Protection Fund. The ques t i on o f r epo r t i ng de lay i n t r ans fe r r i ng such sums does no t a r i se .

(viii)� The Company has not incurred any cash losses during the year, or in the immediate preceding financial year. The accumulated losses of the company at the end of financial year are Rs. 27351483/-, which are more than 50% of the Net worth of the company.

(ix)� The company has avai led work ing capi ta l finance for i ts ongoing real estate projects during the year and there is no default in repayment of interest or principal dues. Besides, the company has also availed temporary overdraft facilities against fixed depos i t s a l so . Fu r the r t he company has no t i s sued any deben tu res .

(x)� In our opinion, and according to the information and explanations given to us, the Company has not given any guarantee for loan taken by others from a bank or financial institution during the year.

(xi)� In our opinion, and according to the information and explanations given to us, the company has not raised any term loans during the year.

(xii)� During the course of our examination of the books and records of the company, carried in accordance with the auditing standards generally accepted in India, we have neither come across any instance of fraud on or by the Company noticed or reported during the course of our audit nor have we been informed of any such instance by the Management

For MAK & ASSOCIATES Chartered Accountants Firm Registration No 3060C

Sd/-L.K. KHATRIPartner (073345) Place: MUMBAI

thDated: 30 May 2015

43

ANNUAL REPORT 2014 – 2015

I. EQUITY AND LIABILITIES� � �� � �(1) Shareholder’s Funds� � � (a) Share Capital� 2� 5,26,02,000� 5,26,02,000 (b) Reserves and Surplus� 3� (2,75,16,020)� (2,76,54,683) (c) Money received against share warrants� � -� -(2) Share application money pending allotment� � -� -(3) Non-Current Liabilities� � � (a) Long-term borrowings� 4� 4,40,97,016� 1,31,27,042 (b) Deferred tax liabilities (Net)� � -� - (c) Other Long term liabilities� � -� - (d) Long term provisions� � -� -(4) Current Liabilities� 5� � (a) Short-term borrowings� � -� - (b) Trade payables� � � 4,02,16,339� 4,88,72,907 (c) Other current liabilities� � � 11,92,839� 8,73,832 (d) Short-term provisions� � � 95,329� 52,390

Total� � 11,06,87,503� 8,78,73,488II. Assets� � �(1) Non-current assets� 6� � (a) Fixed assets� � � (i) Tangible assets� � � 29,23,933� 34,83,040 (ii) Intangible assets� � � 11,95,590� 11,95,590 (iii) Capital work-in-progress� � -� - (iv) Intangible assets under development� � -� - (b) Non-current investments� � -� - (c) Deferred tax assets (net)� � -� - 1,34,523 (d) Long term loans and advances� 7� 11,25,731� 11,25,731 (e) Other non-current assets� � -� -(2) Current assets� 8� � (a) Current investments� � -� - (b) Inventories� � � 8,42,90,644� 5,59,15,764 (c) Trade receivables� � � 35,48,650� 10,59,840 (d) Cash and cash equivalents� � � 6,80,856� 1,40,142 (e) Short-term loans and advances� � � 1,69,22,098� 2,48,18,859 (f) Other current assets� � -� - Total� � 11,06,87,503� 8,78,73,488

SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS� 1� �

MAPLLE INFRAPROJECTS LIMITED(Formerly known as Maple Infraprojects Ltd.)

Balance Sheet as at 31st March, 2015

Particulars Note No. AMOUNT as at31st March 2015

AMOUNT as at31st March 2014

As per Our Report of Even DateFor MAK & AssociatesChartered Accountants

(Registration No. 3060-C)

Sd/-L K Khatri

PartnerM.NO. 073345

Mumbai, Dated: 30th May 2015

For and On Behalf of Board

Sd/- Sd/-���

Atul L. Parekh Aditya A. ParekhDirector Director

Mumbai, Dated: 30th May 2015

44

MAPLLE INFRAPROJECTS LIMITED

MAPLLE INFRAPROJECTS LIMITED(Formerly known as Maple Infraprojects Ltd.)

Profit and Loss statement for the year ended 31st March, 2015

I. Revenue from operations� 9� 18,873,750� -II. Other Income� 10� 17,029� 52,27,078

III. Total Revenue (I +II)� � 1,88,90,779� 52,27,078

IV. Expenses:� � � Cost of materials consumed� 11� 3,94,34,473� 1,62,64,409 Changes in inventories of finished goods, work-in-progress and Stock-in-Trade� 12� (2,83,74,880)� (1,73,64,409) Employee benefit expense� 13� 17,56,362� 14,82,330 Financial costs� 14� 6,40,885� 5,65,622 Depreciation and amortization expense� 15� 7,56,895� 4,43,440 Other expenses� 16� 43,08,529� 26,02,960

Total Expenses� � 1,85,22,264� 39,94,352

V. Profit before exceptional and extraordinary items and tax (III - IV)� � 3,68,515� 12,32,726VI. Exceptional Items� � -� -VII. Profit before extraordinary items and tax (V - VI)� � 3,68,515� 12,32,726VIII. Extraordinary Items� � -� -IX. Profit before tax (VII - VIII)� � 3,68,515� 12,32,726X. Tax expense:� � � (1) Current tax� � � 95,329� 52,390 (2) Deferred tax� � 1,34,523� (30,064)XI. Profit(Loss) from the period from continuing operations (IX - X)� � 1,38,663� 12,10,400XII. Profit/(Loss) from discontinuing operations� � � -� -XIII. Tax expense of discounting operations� � -� -XIV. Profit/(Loss) from Discontinuing operations (XII - XIII)� � � -� -XV. Profit/(Loss) for the period (XI + XIV)� � � 1,38,663� 12,10,400XVI. Earning per equity share:� � � (1) Basic� � � 0.03� 0.23 (2) Diluted� � -�

SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS� 1� �

Particulars Note No. AMOUNT as at31st March 2015

AMOUNT as at31st March 2014

As per Our Report of Even DateFor MAK & AssociatesChartered Accountants

(Registration No. 3060-C)

Sd/-L K Khatri

PartnerM.NO. 073345

Mumbai, Dated: 30th May 2015

For and On Behalf of Board

Sd/- Sd/-���

Atul L. Parekh Aditya A. ParekhDirector Director

Mumbai, Dated: 30th May 2015

45

ANNUAL REPORT 2014 – 2015

Auditor’s Certificate We have examined the attached Cash Flow Statement of Maplle Infraprojects Limited (Formerly known as Maple Infraprojects Limited) for the year ended on 31st March, 2015. The statement has been prepared by the Company in accordance with the listing requirements of the listing agreement with the stock exchange and is based on and derived from audited accounts of the company for the year ended on 31st March 2015.

For MAK & AssociatesChartered Accountants(Registration No. 3060-C)

Sd/-L K KhatriPartnerM.NO. 073345Mumbai, Dated: 30th May 2015

CASH FLOW STATEMENT FOR THE YEAR ENDED ON 31ST MARCH, 2015

Sd/- Sd/-���

Atul L. Parekh Aditya A. ParekhDirector Director

Mumbai, Dated: 30th May 2015

PARTICULARS� 31.03.2015� 31.03.2014

A. CASH FLOW FROM OPERATING ACTIVITIES� � Net profit before tax and extraordinary items� 3,68,515� 1,32,726 Adjustments for :� � Depreciation� 7,56,895� 4,43,440 Interest Paid� 6,40,885� 5,65,622 Income Tax � (95,329)� (52,390) � � Operating Profits before working capital changes� 16,70,966� 10,89,398 Adjustments for :� � Decrease / (increase) in Stocks and work in progress� (2,83,74,880)� (1,73,64,409) Decrease/ (Increase) in Trade & Other Receivables (incl.Advances)� 54,07,951� (17,28,422) Decrease/ (Increase) in Security Deposits Given (Nett)� -� - Increase/ (Decrease) Other Liabilities� (82,94,623)� 55,94,607 Cash Generated from operation� (2,95,90,586)� (1,24,08,826) Provisions written back� -� - Cash flow from extra ordinary items� -� - Net Cash from Operating Activities (A)� (2,95,90,586)� (1,24,08,826) � �B. CASH FLOW FROM INVESTING ACTIVITIES� � Sale/Purchases of Fixed Assets� (1,97,789)� - Trade Investments/ Other Investments� -� (11,95,590) Movement of Loans� 3,14,62,382� 1,10,00,000 Interest/ other income� -� - Net Cash used in Investing activities (B)� 3,12,64,593� 98,04,410 � �C. CASH FLOW FROM FINANCING ACTIVITIES � � Repayment of Long Term Borrowings� (4,92,408)� (4,45,998) Proceeds from short term borrowings� -� - Interest paid� (6,40,885)� (5,65,622) Net cash used in financing activities ( C )� (11,33,293)� (10,11,621) � �D. Net Increase in Cash or Cash equivelents� 5,40,714� (36,16,037) Cash & cash Equivelent at 31st March 2014 opening balance� 1,40,142� 37,56,179 Cash & cash Equivelent at 31st March 2015 closing balance� 6,80,856� 1,40,142

46

MAPLLE INFRAPROJECTS LIMITED

SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS STFOR THE YEAR ENDED ON 31 MARCH, 2015

Note No.1SIGNIFICANT ACCOUNTING POLICIES:1.1 The financial statements have been prepared under historical cost convention in accordance with the generally accepted accounting principles and the provisions of the Companies Act, 2013 as adopted consistently by the company.

1.2 FIXED ASSETS AND DEPRECIATION: a. Fixed Assets are stated at Cost. b. Depreciation on Fixed Assets is provided on the Straight Line Method based on their useful life as specified from time to time in Schedule I I to the Companies Act, 2013. c. Depreciation on additions to assets or on sale of assets is calculated pro-rata from the date of such addition or up to the date of such sale, as the case may be.

1.3 INVESTMENTS Investments are stated at the cost of acquisition.

1.4 VALUATION OF INVENTORIES Inventories are valued at cost, other than finished goods, which are valued at lower of cost or market value.

1.5 INCOME AND EXPENDITURE Revenue/Income and cost/expenditures are generally accounted on accrual basis as they are earned or incurred, except those with significant uncertainties.

1.6 Revenue Recognition The Company follows percentage completion method for accounting of construction contracts/projects. The revenue under a construction project is recognized with reference to the stage of completion of the contract activity at the end of each accounting period. The stage of completion is determined as a proportion of cost incurred-to-date to the total estimated contract cost. Provision is made for foreseeable losses when current estimates of total contract costs and revenues indicate a loss.

Sale of Goods is recognized on transfer of property in goods as per agreed terms. Sales represent the invoice value of goods sold.

1.7 RETIREMENT BENEFITS a. The company does not have employees who have completed more than five years of service and is hence of the opinion that the provisions of the Payment of Gratuity Act, 1972 are not applicable.

b. The monetary value of Leave encasement benefit is provided on the assumption that such benefit is payable at end of the year.

1.8 DEFERRED REVENUE EXPENSES: a. Deferred revenue expenses are written off over a period of three years, beginning from the financial year in which incurred. b. Preliminary expenses and Public Issue expenses are to be written off over a period of Ten years.

1.9 FOREIGN CURRENCY TRANSACTIONS Sales, Purchases and other expenses in Foreign Currency are converted at the rate prevailing on the date of transactions.

47

ANNUAL REPORT 2014 – 2015

Amount as Amount as at 31-Mar-2015 at 31-Mar-2014

Note No. 2 SHARE CAPITAL Authorised: 55,00,000 Eqity Shares Of Rs.10/- each 5,50,00,000 5,50,00,000 [Previous year 55,00,000 Equity Shares of Rs. 10/- each] Issued, Subscribed and Paidup 52,60,200 Equity Shares Of Rs.10/-each 5,26,02,000 5,26,02,000 [Previous year 52,60,200 Equity Shares of Rs. 10/- each] Total 5,26,02,000 5,26,02,000

Note No. 3 RESERVES AND SURPLUS Profit and Loss Account Balance Brought forward for the year (2,76,54,683) (2,77,65,083)Add: Profit for the Year 1,38,663 1,10,400 Balance for the year carried to Balance Sheet (2,75,16,020) (2,76,54,683)

Note No. 4 NON CURRENT LIABILITIES LONG TERM BORROWINGS a. Secured Term Loan from Union Bank of India Secured against Mortgage of project land at CTS 252, 252/1 to 35 of Village Bandivali, Jogeshwari (East) Mumbai, WIP of project andreceivables of saleable area of the Project. Also Unit No. G-1 /A Mourya Landmark-3, Mourya Classic of Navkar Premises Co-op Society Ltd. New Link Road, Andheri, Mumbai and also Guranteed by the Directors Mr. Atul L parekh and Mr. Aditya Parekh and M/s BaseraSecurity services Pvt. Ltd. 1,08,18,433 10,00,000

The Loan is repayable in 12 Monthly instalments of Rs. 0.42 Crores from Dec. 2015. Car Loan from AUDI Finance Secured against Hypothecation of Car and Payble in monthly 16,34,634 21,27,042 Instalements and Guaranteed by one of the Director b. Unsecured - - From Directors and relatives of Director 2,86,55,550 1,00,00,000 [See Note No. 27 for Details] From Others 29,88,399 - Total 4,40,97,016 1,31,27,042

Note No. 5 CURRENT LIABILITIES Short-term borrowings - - Trade payables - Sundry Creditors 72,30,714 50,50,092 - Advances from Customers 3,29,85,625 4,38,22,815

Sub-Total 4,02,16,339 4,88,72,907 Other current liabilities - Government Dues and Payables 11,92,839 8,73,832 Short-term provisions - - - Provision for Income Tax 95,329 52,390 Grand Total 4,15,04,507 4,97,99,130 Note No. 6 NON CURRENT ASSETS a. TANGIBLE FIXED ASSETS Gross block 48,43,494 48,43,494 Additions during the Year 1,97,789 - Sub-Total 50,41,283 48,43,494 Less: Depreciation upto date 21,17,350 13,60,454

Net block 29,23,933 34,83,040 [See Note No. 6a for Detailed information annexed seperately]

MAPLLE INFRAPROJECTS LIMITED

48

�DEPRECIATION OF FIXED ASSETS

PARTICULARS COMPUTER COMPUTER (Server & network) OFFICE EQUIPMENT VEHICLES FURNITURE & FITTINGS AIR CONDITIONERS TOTAL PREVIOUS YEAR

COST AS AT

01.04.14

96,820

-

54,915

43,72,354

2,23,800

95,605

48,43,494

48,43,494

Additions During

the Yr

1,05,013

92,776

-

-

-

-

1,97,789

-

Deletions During

the yr

-

-

-

-

-

-

-

BAL. AS AT

31.03.15

2,01,833

92,776

54,915

43,72,354

2,23,800

95,605

50,41,283

48,43,494

GROSS BLOCK

UPTO 31.03.14

94,613

-

15,650

9,95,663

2,23,800

30,729

13,60,455

9,17,014

FOR THE PERIOD

16,992

14,156

36,519

6,81,185

-

8,043

7,56,895

4,43,440

DEPRECIATION

NOTE: 6.2 During the year under review method of charging depreciation has been changed from standard rate of depreciation at the rates specified at Schedule XIV of Companies Act, 1956 to New method based on useful life of assets as specified in Schedule II to Companies Act, 2013 and therefore depreciation has been provided for amortizing the value of assets during remaining life of assets after considering 5% of the residual value.

Deduc- tions

-

-

-

-

-

-

-

-

NET BLOCK

AS ON AT

31.03.15

1,11,605

14,156

52,169

16,76,848

2,23,800

38,772

21,17,350

13,60,454

AS ON AT

31.03.15

90,228

78,620

2,746

26,95,506

-

56,833

29,23,933

34,83,040

AS ON 31.03.14

2,207

-

39,265

33,76,691

-

64,876

34,83,039

39,26,480

NOTE: 6.1��������

ANNUAL REPORT 2014 – 2015

49

� Amount as � Amount as � at 31-Mar-2015 � at 31-Mar-2014

b. INTANGIBLE ASSETS� � Market Development Expenditures� � Balance Brought forward from previous year� 11,95,590� - Expenditure capitalized during the year� -� 11,95,590 Sub-Total� 11,95,590� 11,95,590 Less: Expenses amortized and charged to Profit and Loss� -� - Statement during the year� � Total� 11,95,590� 11,95,590Note No. 7� �LONG TERM LOANS AND ADVANCES� � Unscured, considered Good� � Security deposits� � - Security deposits� 1,25,731� 1,25,731 - Rent deposit� 10,00,000� 10,00,000 [With one of the relative of the Directors]� � Total� 11,25,731� 11,25,731Note No. 8� �CURRENT ASSETS� �a. INVENTORIES� � (As Valued and certified by management)� � (i) Stocks of Goods traded� -� - (ii) Work in Progress� � Construction Projects Under Development� -� - (a) Project Borivali (Samhita)� � Opening Balance� 1,51,72,350� 1,43,82,350 Cost Incurred during the year� -� 7,90,000 Less: Proportionate cost of construction charged to Profit� � & Loss Account for the year against revenue receipts� -� - Balance Cost of Work in Progress at Borivali Site� 1,51,72,350� 1,51,72,350 (b) Project Jogeshwari (Maple Plaza)� � Opening Balance� 1,67,87,911� 99,74,847 Cost Incurred during the year� 3,49,84,626� 68,13,063 Balance Cost of Work in Progress at Jogeshwari Site� 5,17,72,537� 1,67,87,911 Less: Proportionate cost of construction charged to Profit� � & Loss Account for the year against revenue receipts1� ,08,96,980� - Balance Cost of Work in Progress at Jogeshwari (Maple Plaza) Site� 4,08,75,557� 1,67,87,911 (c)Project Jogeshwari (Maple IV)� � Opening Balance� 2,39,55,503� 1,41,94,158 Cost Incurred during the uear� 42,87,234� 97,61,345 Balance Cost of Work in Progress at Maple IV Site� 2,82,42,737� 2,39,55,503 Sub-Total Work in progress� 8,42,90,644� 5,59,15,764 Total � 8,42,90,644� 5,59,15,764

b. TRADE RECEIVABLES� � [Unscured Considered Good)� � - Outstanding for a period more then six months from the � 1,34,840� 2,84,840 date due for payment� � - Others � 34,13,810� 7,75,000

Total� 35,48,650� 10,59,840

c. CASH & CASH EQUIVELENTS� � BANK BALANCES� 380� 1,300 On current Account with Scheduled Commercial Banks� � Cash On Hand� 2,78,476� 1,36,842 Fixed Depsoit� 4,02,000� 2,000 With Scheduled Commercial banks� � Total� 6,80,856� 1,40,142

MAPLLE INFRAPROJECTS LIMITED

50

� Amount as � Amount as � at 31-Mar-2015 � at 31-Mar-2014

d. SHORT TERM LOANS & ADVANCES� � Advances receivable in cash or kind� � Unsecured Considered good� � (i) Loans & Advances to related parties� -� - [See Note No.27 For details]� � (ii) Other Trade Advances� 1,57,33,049� 2,36,10,310 (iii) Other recoverables� 11,89,049� 12,08,549

Total� 1,69,22,098� 2,48,18,859

GRAND TOTAL OF CURRENT ASSETS 10,54,42,248� 8,19,34,605Note No. 9� �REVENUE FROM OPERATIONS� � - Sales of Transferable Development Rights� -� - - Income From Construction project completed/construction� 1,75,00,000� - - Income From small Construction work� 4,83,750� - Brokerage on TDR/property deals� 8,90,000� - � � Total� 1,88,73,750� -Note No. 10� �OTHER INCOME� �Misc. Income � - 31,21,579Sundry Bal. W.off� 17,029� 15,499Dismentling receipts� -� 20,90,000Interest on Fixed Deposits� -� - Total� 17,029� 52,27,078

Note No. 11� �COST OF MATERIALS CONSUMED� �Cost on Construction/ Materials consumed� 1,62,613� -A. PROJECT SAMHITA-BORIVALI� � Purchases for construction Materials� � Boriwali project� -� - Sub-total� -� - Development expenditures� � Misc. site exp.� -� - Legal Expenses� -� 25,000 Total� -� 25,000 Add: Dismentling Receipts reverted� -� 7,65,000 Total - 7,90,000PROJECT JOGESHWARI (MAPLE PLAZA) Land 2,00,000 3,00,000 Purchase of Construction Materials 38,76,961 27,969 Legal exp Deptt. fee etc 53,87,122 - Brokerage 1,14,89,483 1,08,120 Construction Expenses 75,000 - Compensation 31,57,000 - Misc. expenses 4,15,059 2,60,024 Professional fee (Architect & others) 16,38,406 16,88,975 Electricity Expenses 57,020 - Rent 56,66,500 26,50,000 Security Charges 2,69,919 14,189 Sales Promotion 3,86,914 3,60,000 Interest and Finance charges on the Project 23,65,242 8,53,786 Sub-Total 3,49,84,626 62,63,063 Add: Dismentling receipts reverted - 5,50,000

Total� 3,49,84,626� 57,13,063

ANNUAL REPORT 2014 – 2015

51

� Amount as � Amount as � at 31-Mar-2015 � at 31-Mar-2014 � � PROJECT JOGESHWARI (MAPLE IV)� � Land� 5,85,000� 93,68,734 Purchase of Construction Materials � -� - Legal Expenses Deptt. Fee etc� 11,25,000� 3,58,321 Professional fee� 24,41,854� - Misc. expenses� 1,35,200� 34,291 Electricity Expenses� 180� Total� 42,87,234� 97,61,345 � � Total Cost on Projects under development (a)� 3,94,34,473� 1,62,64,409 � � Total� 3,94,34,473� 1,62,64,409 � �Note No. 12� �CHANGES IN STOCKS IN TRADE, WORK-IN-PROGRESS &� �INVENTORIES� �Opening Balance of work in Progress� 5,59,15,764� 3,85,51,355Clsoing balance of Work in progress� 8,42,90,644� 5,59,15,764 Total� (2,83,74,880)� (1,73,64,409)

Note No. 13� �EMPLOYEES BENEFITS EXPENSE� � � �Director’s Remuneration� 9,00,000� 6,00,000Salary and Wages� 8,48,593� 8,75,319Staff Welfare expenses� 7,769� 7,011

Total� 17,56,362� 14,82,330Note No. 14� �FINANCIAL COSTS� �Interest on Bank Term Loan� -� -Bank Charges� 77,574� 24,307Interest and Finance Charges� 5,63,311� 5,41,315

Total� 6,40,885� 5,65,622Note No. 15� �DEPRECIATION & AMORTIZATION OF EXPENSES� �Depreciation for the year� 7,56,895� 4,43,440[See Details as per Detailed Note on 6a Tangible Fixed assets]� � � � Total� 7,56,895� 4,43,440Note No. 16� �OTHER EXPENSES� �Travelling & Conveyance Expenses� 20,27,439� 6,68,419Stationery & Printing Exp.� 74,887� 66,211Auditor’s Remuneration� 76,000� 60,000[See Details on Note No. 23]� �Rent office Premises� 6,00,000� 6,00,000Courier and Postage expenses� 46,102� 18,397Vehicle Running and Maintenance Expenses� 5,80,970� 3,18,279Legal & Professional Exp� 2,10,664� 2,04,524Repair & Maintainance Expenses� 74,848� 1,51,870Telephone Expenses� 1,96,123� 1,91,548Miscelleneous Expenses� 3,39,780� 2,49,401Electricity Expenses� 81,715� 74,310� � Total� 43,08,529� 26,02,960

MAPLLE INFRAPROJECTS LIMITED

52

17. Estimated amount of Contracts remaining to be Executed on Capital Account and not provided for (Net of Advances)

18. Contingent Liabilities not provided for

19. Additional Information a. CIF Value of Imports b. Expenditures in Foreign Currency on Traveling c. Earnings in Foreign Currency

20. a. Sales of Traded Goods TDR (Sq. Mtrs) b. Purchases of Traded Goods TDR (Sq. Mtrs)

21. Managerial remuneration

22. Balances in Debtor’s, Creditors and Deposits accounts are subject to confirmation. The adjustments, if any, in respect of such confirmation or any consequent scrutiny arising there from, will be made in the subsequent year.

23. Remuneration to Auditors 2014-15 2013-2014 l Audit Fee Rs. 60000.00 Rs. 60000.00 l Tax Audit fee Rs. 10000.00 Rs. 0.00 l Other services Rs. 6000.00 Rs. 0.00

24. In the opinion of the Board of Directors, the current assets, loans and advances have a value on realization in ordinary course of Business. At least equal to the amount at which they are stated.

25. Taxation In compliance with the Accounting Standard (AS) 22 “Accounting for Taxes on Income” the company has provided Income-Tax (MAT) of Rs. 95329/-. Further the company has recognized net Deferred Tax Liability of Rs. 134523/- (previous year Deferred Tax Liability Rs. 30064/-) in the profit and loss account for the year.

21. Earnings Per share 2014-15 2013-14 Net Profit /Loss after Tax but before 138663 110400 Prior Year Tax Adjustments if any – used as numerator in Calculating basic/diluted Earnings per Share

Number of Equity Shares 5260200 5260200 (Face value Rs. 10/-)

Earnings Per Share (Basic and Diluted) 0.03 0.02

2014-2015

Rs. 900,000.00

NIL

NIL

Rs. Nil Rs. Nil Rs. Nil

NilNil

NilNil

NIL

NIL

Rs. Nil Rs. Nil Rs. Nil

NilNil

NilNil

2013-2014

Rs. 6,00,000/-

ANNUAL REPORT 2014 – 2015

53

27. Related Party Disclosures:

Associate companies

MAPLE PUBLICATIONS PVT LTD

PAREKH LAMINATES PVT LTD

MAPLE COMMUNICATIONS PVT. LTD.

PAREKHSONS BUILDERS PVT. LTD.

MAPLE REALTORS PVT LTD

BASERA SECURITY SERVICES PVT LTD

KESARIYA SECURITY SERVICES PVT LTD

Directors & relatives

ATUL PAREKH

ASHMI PAREKH

NIRALI PAREKH

ASHMI PAREKH & OTHERS

ATUL L. PAREKH HUF

ADITYA PAREKH

B. Related Party Transactions

Loans Taken

Short Term Borrowings

Mr. Atul L ParekhBasera Security Services Pvt. Ltd.

Kesaria Security Services Pvt. Ltd.

Maple Realtors Pvt. Ltd.

Parekh Laminates Pvt. Ltd.Maple Communications Pvt. Ltd.

Parekhsons Builders Pvt. Ltd.Loans Given (Unsecured Considered Good)

Short Term Advances

M/s Ashmi Parekh & Others

Mrs. Ashmi ParekhMr. Aditya Parekh

Mr. Atul ParekhMaple Publications Pvt. Ltd.

Maple Realtors Pvt. Ltd.

Maple Communications Pvt. Ltd.

Parekh Laminates Pvt. Ltd.

Parekhsons Builders Pvt. Ltd.

Balance as at

31.3.2015

2014-15 2013-14

Maximum Balance

during the year

Maximum Balance

during the year

2215550

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

3173728

524880

121500

0

258400

1743325

1085500

190000

1343656

895684

0

1075000

5098600

0

0

190000

0

0

0

1085000

0

0

0

6180000

2842228

120000

1760955

1013000

0

820070

500500

6180000

0

0

0

0

0

0

0

0

0

0

0

0

0

Cr 352800

0

0

Balance as at

31.3.2014

2014-15 2013-14

a. Advertisement Contract Through Maple Communications Pvt. Ltd. - 360000

b. Rent paidPaid to Mrs. Ashmi Parekh Wife of One of the director 600000 600000

c. RemunerationPaid to Director Mr. Atul Parekh 900000 600000

d. SalaryPaid to Nirali Parekh Daughter of one of the director 180000 180000

e. Short Term Loans/advances

MAPLLE INFRAPROJECTS LIMITED

54

ANNUAL REPORT 2014 – 2015

28. Segment Reporting The company had been engaged in real estate development activities as well trading of Transferrable development Rights (TDRs). Considering real estate development and dealing in TDRs, related to real estates, company has only one single segment of real estates and therefore no separate segment reporting is furnished.

29. As per Best estimates of the management, no provision is required to be made as per Accounting Standard (AS 29) “Provisions, Contingent Liabilities and Contingent Assets” issued by the Institute of Chartered Accountants of India, in respect of any present obligation as a result of past event that could lead to a probable outflow of resources, which would be required to settle the obligation.

19. Previous year figures have been re-grouped/ re-arranged/ re-worked wherever necessary. Figures in brackets pertain to previous year.

As per our report of even date. For and on Behalf of the Board

For MAK & Associates Chartered Accountants Registration No. 3060-C]

Sd/- L.K. Khatri Partner M. No. 073345Mumbai, Mumbai

th thDated: 30 May 2015 Dated: 30 May 2015

Sd/-

Atul L. ParekhDirector

Sd/-

Aditya A. ParekhDirector

55