OZONE PROJECTS PRIVATE LIMITED ar-2013...To appoint Statutory Auditors and to fix their remuneration ... appointment and in respect of whom the ... The Company has received the Revised

OZONE PROJECTS PRIVATE LIMITED

CIN: U70101TN2005PTC056894

REG. OFC: NEW NO.63, G.N.CHETTY ROAD, T. NAGAR, CHENNAI -600017

Notice is hereby given that the Ninth Annual General Meeting of the Members of Ozone Projects Private Limited “the Company” will be held on Monday the 30th day of September 2014, at 11.45 AM at the registered office of the Company at New No.63, G.N.Chetty Road, T. Nagar, Chennai -600017, for the purpose of transacting the following business: ORDINARY BUSINESS:

1. To receive, consider and adopt the financial statements of the Company for the year ended 31st March, 2014, including the audited Balance Sheet as at March 31, 2014 , Profit and Loss Account for the year ended as on that date and Report of the Auditors’ and Directors’ thereon.

2. To appoint Statutory Auditors and to fix their remuneration and in this

regard to consider and if thought fit, to pass with or without modification(s),the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 139 and other applicable provisions ,if any, of the Companies Act,2013 and relevant rules made thereunder, M/s CNGSN & Associates, Firm No. 004915S, Chartered Accountants, be and are hereby re-appointed as the Statutory Auditors of the Company, who shall hold office from the conclusion of this Annual General Meeting until the conclusion of the next Annual General Meeting at such remuneration as finalised by the Board of Directors in consultation with the Statutory Auditors.”

SPECIAL BUSINESS:

3. To consider and, if thought fit, to pass, with or without modification(s), the following Resolution as an Ordinary Resolution.

“RESOLVED THAT the appointment of Shri. Naresh Manohar Nadkarni, (DIN#

00448178) ;as an Additional Director effective 19.08.2014 by the Board of Directors and who holds office upto the date of this Annual General Meeting of the Company under section 161(1) of the Companies Act,2013(''the Act'') but who is eligible for appointment and in respect of whom the Company has received a notice in writing

under section 160(1) of the Act from a member proposing his candidature for the office of Director, be and is hereby appointed as a Director of the Company.''

BY ORDER OF THE BOARD OF DIRECTORS

DATE: 19.08.2014 Sd/-

PLACE: Mumbai Company Secretary

NOTE:

1) A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. PROXY SO APPOINTED SHALL BE ENTITLED TO VOTE ONLY ON A POLL. THE INSTRUMENT APPOINTING A PROXY SHOULD, HOWEVER, BE DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY BEFORE FORTY EIGHT HOURS OF THE COMMENCEMENT OF THE MEETING. A PERSON CAN ACT AS A PROXY ON BEHALF OF MEMBERS NOT EXCEEDING FIFTY AND HOLDING IN 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 MAY APPOINT A SINGLE PERSON AS PROXY AND SUCH PERSON SHALL NOT ACT AS A PROXY FOR ANY OTHER PERSON OR SHAREHOLDER.

2) CORPORATE MEMBERS INTENDING TO SEND THEIR AUTHORIZED

REPRESENTATIVES ARE ADVISED TO SEND A DULY CERTIFIED COPY OF THE BOARD RESOLUTION AUTHORIZING THEIR REPRESENTATIVE TO ATTEND AND VOTE AT THE MEETING.

3) 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.

4) THE REGISTER OF CONTRACTS OR ARRANGEMENTS IN WHICH

DIRECTORS ARE INTERESTED, MAINTAINED UNDER SECTION 189 OF

THE COMPANIES ACT, 2013 WILL BE AVAILABLE FOR INSPECTION BY

THE MEMBERS AT THE AGM.

5) MEMBERS MAY NOTE THAT THE NOTICE OF THE NINTH AGM AND THE ANNUAL REPORT WILL BE AVAILABLE ON THE COMPANY’S

WEBSITE WWW.METROZONE.IN . PHYSICAL COPIES WILL ALSO BE AVAILABLE AT THE COMPANY’S REGISTERED OFFICE FOR INSPECTION DURING NORMAL BUSINESS HOURS ON WORKING DAYS.


DATE: 19.08.2014 Sd/-


ANNEXURE TO THE NOTICE

(Statement pursuant to section 102(1) of the Companies Act, 2013)

The following statement sets out all material facts relating to the Special Business mentioned

in the accompanying Notice.

Item No: 3: The Board of Directors had appointed Shri. Naresh Manohar Nadkarni, (DIN# 00448178) as

Additional Director under section 161 of the Companies Act, 2013 with effect from

19.08.2014 In terms of section 161(1) of the Act, Shri. Naresh Manohar Nadkarni, holds

office only upto the date of the forthcoming Annual General Meeting but is eligible for

appointment as Director.

A notice under section 160(1) of the Act along with a deposit of Rs. 1,00,000 (Rupees One

Lac) has been received from a member signifying intention to propose Shri. Naresh

Manohar Nadkarni, as Director of the Company.

Shri. Naresh Manohar Nadkarni, has varied and rich experience. Keeping in view of his vast

expertise and knowledge it will be in the interest of the Company that he continues to be

appointed as Director.

The Board of Directors propose the appointment of Shri. Naresh Manohar Nadkarni, and

recommend the resolution as set out in Item No. 03 of the accompanying Notice for the

approval of the shareholders at the ensuing Annual General Meeting.

Shri. Naresh Manohar Nadkarni , is interested in the resolution mentioned at item number

03 of the Notice.

None of the Directors, Key Managerial Personnel or their relatives are concerned or

interested in the proposed Ordinary Resolution as set out in Item No. 03 of the

accompanying Notice.

None of the Directors holds more than 2% in the Share Capital of the Company.

This Special Business item is not related to or affects any other Company.


DATE: 19.08.2014 Sd/-


Form No. MGT-11

Proxy form [Pursuant to section 105(6) of the Companies Act, 2013 and rule 19(3) of the Companies (Management and Administration) Rules, 2014]

CIN: Name of the company: Registered Office: Name of the member(s): Registered address: Email id: Folio No./Client Id: DP Id:

I/We, being the Member(s) of .......shares of the above named Company, hereby appoint: 1. Name:.................................................................................................. Address:……………………………………………………………………………………………………………… E-mail Id: Signature:.......................... , or failing him 2. Name:.................................................................................................. Address:……………………………………………………………………………………………………………… E-mail Id: Signature:.......................... , or failing him 3. Name:.................................................................................................. Address:……………………………………………………………………………………………………………… E-mail Id: Signature:.......................... , or failing him as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 9th Annual General Meeting of the Company, to be held on

……………………….at ……………………………………………………………………………..and/or at any adjournment thereof in respect of such resolutions as are indicated below: Resolution No.

1. Adoption of Audited Financial Statements of the Company for the Financial Year ended 31st March 2014 together with the Report of the Board of Directors and Auditors thereon.

2. Appointment of M/s CNGSN & Associates, Firm No. 004915S, Chartered

Accountants as the Statutory Auditors of the Company and to authorize the Board of Directors to fix their remuneration.

3. To appoint Shri. Naresh Manohar Nadkarni, (DIN# 00448178) , as a Director of the Company

Signed this.........day of .............2014. Signature of shareholder(s) Signature of Proxy holder(s) Notes: This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the Company, not less than 48 hours before the commencement of the Meeting.

AFFIX

REVENUE

STAMP

OZONE PROJECTS PRIVATE LIMITED

CIN:U70101TN2005PTC056894

REG. OFFICE: NEW NO.63, G.N.CHETTY ROAD, T. NAGAR, CHENNAI -600017

DIRECTORS’ REPORT

Dear Members, Your Directors take pleasure in submitting the Ninth Annual Report on the operations of the Company together with the Audited results for the financial year ended March 31st, 2014.

Financial Results:

(Rs.in lakhs)

Particulars 2013-14 2012-13

INCOME

Revenue from operations 64549.11 33413.93

Other income 2.69 280.93

TOTAL REVENUE 64551.80 33694.87

TOTAL EXPENESE 71373.22 33529.27

Profit Before Tax (6821.41) 165.60

Tax Expenses

a) Current Tax --- 74.16

b) Deferred Tax 447.66 (3.50)

c) (Excess) /Short Income tax provision written back/ provided 0.52 (5.15)

Profit/ Loss for the year (6374.27) 100.13

Transferred to reserves ------ ------

Your directors do not recommend any dividend on Equity Shares for the year ended 31st March, 2014 on account of loss suffer by the Company.

Operations of the Company:

The Company has made substantial progress in construction of the residential component of the project.

The Company saw a slowdown in the sales of the residential component of the project during the year. The set back was mainly a trend which was seen throughout the Chennai real estate market. The Company was also under huge pressure to start with the construction of the commercial segment, but due to financial constraints, the Company could not take up the construction of the commercial sector on its own. The market sentiments clearly indicated that, the development of commercial portion will add value to the residential segment and also will boost the sales. In order to add value to the residential segment and to come out of huge financial commitments, the company decided to sell its undivided share in the project, demarking the commercial portion to SugamVanijya Holdings Pvt. Ltd.By selling 9,15,128sq.ft of FSI of commercial portion,the Company incurred a total loss of Rs. 145 Crores. Although, this decision was the need of the hour, the Company is confident and has already started seeing the progressive work in commercial front, which has boosted even the residential apartment values.

The Company has received the Revised Planning Permit from CMDA for its project during the year .

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 balance sheet relates and the date of this report:

The Company has issued and allotted 1730 Redeemable Non-Convertible Debentures “NCDs” of face value of Rs. 1,000,000/- (Rupees Ten Lakhs only) per NCD amounting to Rs.173/- crores (Rupees One Hundred Seventy Three Crores Only). These NCDs have been listed with National Stock Exchange of India, WDM segment w.e.f.May 26, 2014.

In terms of Clause 16(a) of the NSE listing agreement, the Company agrees that it has maintained 100% asset cover sufficient to discharge the principal amount at all times for the debt securities issued. The extent and the nature of security created and maintained are as below:

1. The Company Mortgaged Properties being mortgage on 87 units (Identified Units) of the Project "The Metrozone".

2. Sales Receipts and all contracts, insurances (if any), incorporeal rights and all amounts due to or received or receivable by the Company in connection with the Identified Units;

3. Transaction Accounts, and all monies lying to the credit of such accounts; and

4. All other properties and assets of the Company in connection with or related to Identified Units or any other property on which a Security Interest may be created in favour of the Debenture Trustee to secure the NCDs, pursuant to the Definitive Documents;

Particulars with respect to the Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and outgo as per Section 217(1)(e) of the Companies Act, 1956:

a) Conservation of Energy: The Company’s core activity is development of real estate which is not power intensive. The Company is making every effort to conserve the usage of power. During the year, the Company has not spent any amount with respect to the conservation of energy or technology absorption. However besides maintaining and consolidating on the efforts made earlier, the Company is taking continuous steps to reduce energy consumption and to save energy.

b) R & D Technology Absorption: Your Company continues to use the latest technologies for improving the productivity and quality of the Project and services.

c) Foreign Exchange Earnings and Outgo:The Company has not earned any amount in foreign exchange during the period.

Expenditure in Foreign Currency during the year:

Particulars 2013-2014 (in Rs.) 2012-2013 (in Rs.)

Towards Travelling expenses

Rs.675,878 Rs. 257,983

Consultancy services Nil Rs. 6,175,878

Materials Rs.38,77,142 Rs. 37,680,600

Particulars of Employees as required under Section 217(2A) of the Companies Act, 1956and rules made thereunder:

As required under the provisions of section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees), rules, 1975, as amended, a statement containing particulars of Company’s employees who were in receipt of remuneration of not less than Rs.60,00,000/- per annum during the year ended 31st March, 2014 or not less than Rs.5,00,000/- per month during any part of said year is given in the Annexure –I to this Report.

Directors’ Responsibility Statement:Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, with respect to the Directors’ Responsibility Statement, it is hereby conformed:

(i) That in the preparation of annual accounts for the year ended 31.03.2014, the applicable accounting standards have been followed along with proper explanations relating to material departures;

(ii) That the directors’ have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2014 and of theprofits of the Company for that period.

(iii) That the directors’ have taken proper and sufficient care for the 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 fraud and other irregularities.

(iv) That the directors’ have prepared the annual accounts on a going concern basis.

Deposits: During the year the Company has neither accepted any deposits from the public, within the meaning of Section 58A of the Companies Act, 1956 nor renewed any deposits during the year under reference. Directors: During the period, Shri. NareshManoharNadkarni, (DIN# 00448178) has been appointed as Director on the Board of the Company.

Internal audit: The Company has in place a comprehensive internal audit programme .M/sErnst& Young have acted as the internal auditor for the Company for the financial year ended 31st March 2014.

Vigil Mechanism Policy:The Company has adopted a Vigil Mechanism Policy which provides a formal mechanism for the Directors and employees of the Company to approach the Management of the Company and make protective disclosures to the Management about unethical behaviour, actual or suspected fraud. Auditors’:M/s CNGSN & Associates, Chartered Accountants, Chennai, who are the Statutory Auditors of the Company, retire at the forthcoming Annual General Meeting and being eligible, offer themselves for re-appointment. There are no qualifications or adverse remarks in the Auditors Report which require any explanation from the Board of Directors. Cost Compliance Report:The Board has appointed Ms.Seema Shri B.K.,employee of the Company,having membership no. 35047, to provide the Cost Compliance Report for the financial year 2013-14. Acknowledgement: Your Directors wish to place on record their sincere appreciation for the support to the Company by Bankers, Shareholders and Government authorities and look forward to their continued support in the future. Your Directors also wish to place on record their sincere appreciation for the dedicated services rendered by all the employees of the Company. BY ORDER OF THE BOARD OF

DIRECTORS

Sd/- DATE: 19.08.2014 S VASUDEVAN PLACE: Mumbai CHAIRMAN & MANAGING DIRECTOR

Annexure-1

Statement pursuant to Section 217(2A) of the Companies Act, 1956 and the Companies (Particulars of Employees) Rules, 1975 as amended from time to time

SI.No

Name Designation

Nature of employm

e-nt

Qualifica-tion

Age Date of Joining

Experien-

ce

(yrs)

Remuneration (Rs. In

Lakhs

Per annum)

Previous Employer and Designation

% of Equity Shares held

1 S Vasudevan

Managing Director

Full Time

B. Arch 47 27th July 2005

25 124.80 Architect NIL

1 Ravi Rangachari

President Operations

Full Time

B. Tech Civil

57 19th Sep, 2007

32 84.43 Senior VP-M/s. Orchid Infrastructures Developers P.L.

NIL

1. An employee would be qualified to be included in Category (A) or (B) on the following basis:

(A) if the aggregate remuneration drawn by him during the year was not less than Rs.60,00,000 per annum.

(B)

(B) if the aggregate remuneration drawn by him during the part of the year was not less than Rs. 5,00,000 per month.

2. None of the employees mentioned above are relatives of any Director of the Company

3. All the employees referred above are / were in full-time employment of the Company and there is no other employee who is in receipt of remuneration in terms of the provisions of Section 217 (2A) (a) (iii) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 as amended from time to time.


Sd/-

DATE: 19.08.2014 S VASUDEVAN

PLACE: Mumbai CHAIRMAN & MANAGING DIRECTOR

INDEPENDENT AUDITOR'S REPORT To The Members Ozone Projects Private Limited Chennai – 600 017 Report on the Financial Statements We have audited the accompanying financial statements of Ozone Projects Private Limited (the Company), which comprises the Balance Sheet as at March, 31 2014, 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 Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 (the Act). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and fair presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with the ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatements.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosure in the financial statements. These procedures selected depend on the auditor's judgment, including the assessment of the risk of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessment, the auditor considers internal control relevant to the Company's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances and not for the purpose of expressing opinion on the effectiveness of Company’s internal control. An audit also includes evaluating

the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India: a) In the case of the Balance Sheet, of the State of Affairs of the Company as at March, 31, 2014; b) In the case of Statement of Profit and Loss, of the LOSS 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 Report on Other Legal and Regulatory Requirements 1. As required by the Companies (Auditor's Report) Order, 2003 ( the Order), as amended, issued by the Central Government of India, in terms of sub-section (4A) of Section 227 of the Act, we give in the Annexure, a statement on the matters specified in paragraphs 4 and 5 of the Order. 2. As required by section 227(3) of the Act, we report that a. We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit; b. in our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books; c. the Balance Sheet, Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account;

d. in our opinion, the Balance sheet, Statement of Profit and Loss, and Cash Flow statement comply with the accounting standards referred to sub-section (3C) of Section 211 of the Act; e. on the basis of written representation received from the Directors as on March 31, 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director, in terms of clause (g) of sub-section (1) of section 274 of the Act;

f. since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441A of the Act, nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company.

for M/s CNGSN & ASSOCIATES CHARTERED ACCOUNTANTS

Firm Registration No: 004915S Place: Mumbai Date : 19th August, 2014

Sd/- S.NEELAKANTAN

Partner Membership No: 28656

ANNEXURE TO INDEPENDENT AUDITORS’ REPORT (Referred to in paragraph 1 of Report on Other Legal and Regulatory Requirements in our Independent Auditors’ Report of even date) (i) (a)The Company had maintained and updated during the current year

proper records showing full particulars including quantitative details and situation of fixed assets.

(b)The fixed assets have been physically verified by the management

during the period, which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets and no material discrepancies were noticed on such verification. (c)Substantial part of fixed assets has not been disposed off during the year.

(ii) (a)The inventory has been physically verified by the management at reasonable intervals.

(b) The procedure of physical verification of inventory followed by the management is reasonable and adequate in relation to the size of the Company and the nature of its business. (c) The Company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

(iii) a) In our opinion and according to the information and explanation given to us, the company has granted unsecured loan to Associate company, the party covered in the register maintained u/s 301 of the Act. The amount involved are Rs.10.44 lakhs paid, Rs.1.50 lakhs received and the outstanding balance is Rs.6313.04 lakhs. The rate of interest and other terms and conditions of the loan given are not prima facie prejudicial to the interest of the company. b) In our opinion and according to the information and explanation given to us, the company has not taken loans from the parties covered in the register maintained under section 301 of the Companies Act, 1956.

(iv) In our opinion and according to the information and explanations given to us, there are adequate internal control systems commensurate with the size of the company and the nature of its business, for purchases of fixed assets and for sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control systems.

(v) (a) According to the information and explanations given to us, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 have been entered in the

register maintained under that section. (b) In our opinion and according to the information and explanations

given to us, the transactions made in pursuance of such contracts or arrangements have been made at prices which are reasonable having regard to prevailing market prices at the relevant time.

(vi) In our opinion and according to the information and explanations given

to us, the company has not accepted any deposits from the public during the year as defined under section 58A of the Companies Act, 1956.

(vii) In our opinion, the company has an internal audit system to commensurate with the size of the company and nature of its business.

(viii) As per the information and explanations given to us, the company has maintained the cost records pursuant to the Rules made by the Central Government under clause (d) of sub-section (1) of Section 209 of the Companies Act, 1956.

(ix) (a) The company is regular in depositing with appropriate authorities, undisputed statutory dues including provident fund, income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other material statutory dues wherever applicable to it, except few delays in depositing Income Tax Deducted at Source, VAT and Service Tax. (b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, service tax, sales tax, customs duty, excise duty and cess were in arrears, as at 31st March, 2014 for a period of more than six months from the date they became payable, except TDS not paid Rs.1118.28 lakhs relating to June 2011 and interest on this TDS Rs.564.80 lakhs (during May, June and July 2014, TDS Rs.1118.28 lakhs paid and Interest on TDS Rs.231.72 lakhs paid). (c) According to the information and explanation given to us the following are the statutory dues which have not been deposited on account of dispute.

Nature Amount Period Dispute Pending before

Service Tax – Service Tax, Interest and penalty as per Order dt.31-01-2014

Rs.497.17 lakhs FY 2005-06 to 2010-11

Customs, Excise and Service Tax Appellate Tribunal, Chennai

Income Tax – Tax and interest on additions made in the Assessment Order dt.29-03-2014

Rs.135.62 lakhs AY 2011-12 Commissioner of Income Tax (Appeals),Chennai

(x) In our opinion, the accumulated loss as at the end of the financial year is more than 50% of its networth. The company has incurred cash losses during the financial year covered by our audit and not incurred cash losses during the immediately preceding financial year.

(xi) In our opinion and according to the information and explanations given to us the company has not defaulted in repayment of dues to a financial institution or bank or debenture holders.

(xii) In our opinion and according to the information and explanations given to us, the company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) In our opinion, the company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor’s Report) (Amendment) Order, 2004 are not applicable to the company.

(xiv) In our opinion, the company is not dealing in or trading in shares,

securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor’s Report) (Amendment) Order, 2004 are not applicable to the company.

(xv) In our opinion and according to the information and explanations given to us, the company has not given any guarantee for loans taken by others from bank or financial institutions.

(xvi) In our opinion and according to the information and explanations given to us, the term loans have been applied for the purpose for which they were obtained.

(xvii) According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we report that the no funds raised on short-term basis have been used for long-term investment.

(xviii) According to the information and explanations given to us, the company has not made preferential allotment of shares during the year.

(xix) According to the information and explanations given to us, the company has not issued any debentures and creation of security does not arise.

(xx) According to the information and explanations given to us, the company has not raised money by public issues and the disclosure of end use of money raised by public issues does not arise.

(xxi) According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

for M/s CNGSN & ASSOCIATES CHARTERED ACCOUNTANTS

Firm Registration No: 004915S Place: Mumbai Date : 19th August, 2014

Sd/-

S.NEELAKANTAN Partner

Membership No: 28656

31st Mar 2014 31st Mar 2013

Rs. Rs.

I. EQUITY AND LIABILITIES(1) Shareholders' Funds:

(a) Share Capital 2 1,435,770,000 1,435,770,000

(b) Reserves and Surplus 3 (365,179,253) 272,248,356

(c) Money Received against Share warrants - -

1,070,590,747 1,708,018,356

(2) Share application money pending allotment -

(3) Non-current liabilities:

(a) Long-term borrowings 4 7,993,578,041 6,379,932,203

(b) Deferred tax liabilities (Net) 5 - 3,249,381

(c) Other Long-term liabilities 6 - 1,000,000,000

(d) Long-term provisions 7 13,176,846 7,404,089

8,006,754,887 7,390,585,673

(4) Current liabilities:

(a) Short-term borrowings 8 - 12,934,853

(b) Trade payables 9 332,706,183 260,553,709

(c) Other current liabilities 10 5,740,813,098 7,073,438,961

(d) Short-term provisions 11 492,824 8,076,246

6,074,012,105 7,355,003,769

Total 15,151,357,739 16,453,607,798

II. ASSETS:(1) Non-current assets

(a) Fixed Assets

(i) Tangible assets 12 41,346,814 43,152,570

(ii) Intangible assets - -

(iii) Capital work-in-progress - -

(iv) Intangible assets under developemnt - -

(b) Non-current investments - -

(c) Deferred tax assets (Net) 41,516,812 -

(d) Long-term loans and advances 13 896,239,762 1,065,161,020

(e) Other non-current assets 14 12,545,344,441 15,081,483,876

13,524,447,829 16,189,797,466

(2) Current assets

(a) Current investments - -

(b) Inventories - -

(c) Trade receivables - -

(d) Cash and cash equivalents 15 68,676,965 58,683,684

(e) Short-term loans and advances 16 130,022,106 201,693,739

(f) Other current assets 17 46,669,329 3,432,909

245,368,400 263,810,332

Total 13,769,816,229 16,453,607,798

As per our Report of even date

For M/s CNGSN & ASSOCIATES

CHARTERED ACCOUNTANTS For Ozone Projects Private Limited

Firm Registration No. 004915S

Sd/- Sd/- Sd/-

Neelakantan S S Vasudevan C. P Bothra

Partner Managing Director Director

Membership No. 28656

Sd/- Sd/-

Place : Mumbai Anupa Sen Gupta Kusuma M

Date : 19.08.2014 Company Secretary Chief Financial Officer

Particulars Note No

Balance Sheet as at 31st March 2014

Ozone Projects Pvt. Ltd.

31-03-2014 31-03-2013

Rs. Rs.

A Cash Flow From Operating Activities

Net Profit/(Loss) before tax (682,141,313) 16,560,287

Adjustments for:

Dividend from Mutual Funds - (95,122)

Interest received (269,726) (27,998,230)

Interest Paid-Financial Charges (included in inventory) 1,256,107,107 1,257,208,745

Doubtful Advances Written off - 8,373,108

Depreciation 4,327,750 4,850,736

Provision for Gratuity & Leave Encashment 6,130,449 2,865,847

Provision for Wealth Tax 4,918 14,965

Loss of Sale of Fixed Assets. 247,713 33,118

584,406,897 1,261,813,454

Operating Profit/(Loss) before Working Capital Changes

Working Capital Changes :

(Increase)/Decrease in Long Term Loans & Advances 168,921,258 350,072,127

(Increase)/Decrease in Other Non current Assets 2,536,139,435 (165,519,678)

(Increase)/Decrease in Short term loans & advances 71,671,633 233,519,575

(Increase)/Decrease in Other Current Assets (6,372,284) 52,685,132

Increase/(Decrease) in Trade Payables 72,152,474 223,496,091

Increase/(Decrease) in Other Current Liabilities (314,167,373) (1,030,716,836)

Increase/(Decrease) in Other Long term Liabilties (1,000,000,000) 89,000,000

Increase/(Decrease) in Short Term Borrowings (12,934,853) 12,934,853

Cash Genereated from Operations 2,099,817,187 1,027,284,719

Income Tax paid (44,332,914) (32,308,896)

Wealth Tax paid (14,965) (7,319)

Employee Benefits paid (514,779) (266,876)

Net Cash (Used in) /From operating activities 2,054,954,531 994,701,628

B Cash Flow From Investing Activities

Purchase of Fixed Assets (3,436,519) (1,715,113)

Proceeds from Sale of Fixed Assets 666,812 -

Purchase of Investments in MF - (55,000,000)

Sales of Investment in MF - 55,000,000

Dividend Received 95,122

Interest Received 269,726 24,396,098

Net Cash (Used in)/from Investing Activities (2,499,981) 22,776,107

C Cash Flow from Financing Activities

Proceeds/(Repayment) from Secured Borrowings ( Net ) 595,187,348 229,580,312

Interest paid to Banks and others (1,256,107,107) (1,257,208,745)

Net Cash from Financing activities (660,919,759) (1,027,628,433)

Net Increase/(Decrease) in cash and Cash equivalents 1,391,534,791 (10,150,699)

Cash and Cash equivalents at the beginning of the year 58,683,684 68,834,383

Cash and Cash equivalents at the end of the year 1,450,218,475 58,683,684

As per our Report of Even Date

for M/s CNGSN & Associates for Ozone Projects Private Limited

Chartered Accountants

Firm Registration No. 004915S

Sd/- Sd/-

Sd/- S Vasudevan C. P Bothra

Neelakantan S Managing Director Director

Partner

Membership No. 28656 Sd/- Sd/-

Place: Mumbai Anupa Sen Gupta Kusuma M

Date: 19.08.2014 Company Secretary Chief Financial Officer

Ozone Projects Private Limited

CASH FLOW STATEMENT FOR THE YEAR ENDED

Ozone Projects Pvt. Ltd.,

Significant Accounting Policies

1. Basis of preparation of financial statements

The Financial Statements have been prepared on accrual basis under the historical cost convention and in accordance with the applicable

accounting standards prescribed by Companies (Accounting standards), Rules 2006. The Accounting policies have been consistently applied unless

otherwise stated.

2. Revenue Recognition

Revenue from the Projects:

Revenue from the sale of properties is recognized when the significant risks and rewards of ownership have been transferred to the customer,

which coincides with the entering into a legally binding agreement. Revenues from such contracts are recognized under the percentage of

completion method. Contract revenues represent the aggregate amounts of sale price for agreements entered in to and are accrued based on the

percentage that the actual construction cost incurred until the reporting date bears to the total estimated construction costs to completion.

Dividend : From Mutual funds are recognized up on right to receive the dividends are established.

Interest : Revenue is recognized on time proportion method.

3. Fixed Assets and Depreciation

Fixed Assets are stated at cost of acquisition less accumulated depreciation. All costs relating to the acquisition and installation of fixed assets are

capitalized and include financing costs relating to borrowed funds attributable to acquisition up to the date the assets are ready for use.

Depreciation is provided on straight-line method at the rates specified in SCHEDULE XIV to the Companies Act, 1956. Depreciation is provided on

pro-rata basis from the day on which the assets have been put to use and up to the day on which assets have been disposed off.

4. Inventory

Inventory is valued at cost or net realizable value whichever is lower. Cost of inventory includes Project Work in progress, the cost of land,

including under agreements to purchase, interest/finance costs, development costs, construction costs, construction materials etc.,

5. Retirement Benefits.

In accordance with the Payment of Gratuity Act, 1972, the Company provides for gratuity, a defined benefit retirement plan (the “Gratuity Plan”)

covering all employees. The company estimates its liability on actuarial valuation basis as of each year-end, and is charged to Profit and Loss

Account in accordance with AS-15 (revised).

Regarding the Provident Fund, both the Employee and the company make monthly contributions to the Regional Provident Fund equal to a

specified percentage of the covered employee’s basic salary. The Company has no further obligations under the plan beyond its monthly

contributions.

6. Taxation.

Provision for tax for the year comprises current income tax determined to be payable in respect of taxable income and deferred tax being the tax

effect of timing differences representing the difference between taxable income and accounting income that originate in one period, and are

capable of reversal in one or more subsequent period(s). Such deferred tax is quantified using rates and laws enacted or substantively enacted as

at the end of the financial year.


Significant Accounting Policies

7. Leases

The assets purchased under hire purchase agreements are included in the Fixed Assets block. The value of the asset purchased is capitalized in

the books. A liability for the same amount is created at the time of entering into the agreement. The payments are made to the HP vendors as

per the EMI’s given in the hire purchase agreements. The finance charges are debited to the profit & loss statement and the principal amount is

adjusted against the liability created for the vendor.

Lease rental in respect of operating lease arrangements are charged to expense on a straight line basis over the term of the related lease

agreement

8. Investments

Investments are valued at cost and are short-term in nature unless otherwise stated.

9. Borrowing Costs

Borrowing costs that are attributable to the acquisition or construction of qualifying assets are capitalized as part of the cost of such assets. A

qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use. Other Borrowing Costs are charged off to

revenue.

10. Intangible Assets

There are no Intangible assets as on the date of balance sheet.

11. Foreign Currency transactions

Foreign currency transactions during the year are translated at the exchange rates prevailing on the respective date of inward or outward

remittances.

Assets and liabilities outstanding in foreign currency as on the date of the Balance Sheet , are transalated at exchange rates prevailing as on the

last day of the relevant financial year. Differences rising out of such transalations are charged to the respective revenue accounts

12. Cash Flow Statement.

The Cash flow statement is prepared under the indirect method as per Accounting Standard 3 “Cash Flow Statements”.

13. Earning per Share.

The company reports basic and diluted earnings per share in accordance with the Accounting Standards – 20-‘Earnings per Share’.

14. Segmantal Information .

The Company is engaged in the development of construction of residential and commercial properties which is considered to be the only

reportable business segment as per Accounting Standard 17 on segment reporting. The Company operates primarily in India and there is no other

significant geographical segment.

15. Provision for Contingencies.

The Company creates a provision when there is a present obligation as a result of a past event that probably requires an outflow of resources and

a reliable estimate can be made of the amount of the obligation.

A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may , but probably will not , require

an outflow of resources .When there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources is

remote, then no provision or disclosure is made.

As at 31 Mar 2014 As at 31 Mar 2013

Rs. Rs.

Note: 2 SHARE CAPITAL

(A) Authorised, Issued, Subscribed and Paid-up share capital and par value per share

Authorised Share Capital

15,00,00,000 Equity Shares of Rs.10/- each 1,500,000,000 1,500,000,000

Issued, Subscribed and Paid Up

14,35,77,000 Equity shares of Rs.10/- Each Fully Paid up 1,435,770,000 1,435,770,000

1,435,770,000 1,435,770,000

(B) Reconciliation of number of equity shares outstanding at the beginning and

at the end of the year:

Number of equity shares outstanding as at the beginning of the year 143,577,000 143,577,000

Add: Number of Shares allotted during the year

Less: Number of Shares bought back

Number of equity shares outstanding as at the end of the year 143,577,000 143,577,000

(C) Rights, preferences and restrictions attaching

to various classes of shares NIL

(D)Shareholding in the company of the holding company and ultimate holding

company and their subsidiaries / associates NIL

(E) Shares in the company held by each shareholder holding more than 5%:

Name of shareholder No., & % of shares at

year end

No., & % of shares at

year end Ozone Propex Pvt Ltd 6,22,16,577 & 43.33% 6,22,16,577 & 43.33%

HDFC Venture Trustees Company Limited 3,58,94,300 & 25% 3,58,94,300 & 25%

Urban Infrastrusture Trustees Limited, Mumbai 2,15,36,600 & 15% 2,15,36,600 & 15%

Urban Infrastrusture Real Estate Fund, Mauritius 2,15,36,590 & 15% 2,15,36,590 & 15%

(F) Shares reserved for issue under options and contracts NIL NIL

(G) Commitments for sale of shares/ disvestment NIL NIL

(H) Details of allotment of shares for consideration other than cash,

allotments of bonus shares and shares bought back NIL NIL

(I) Details of securities convertible into equity / preference shares NIL NIL

Note: 3 RESERVES AND SURPLUS

a Surplus ( P&L a/c ) as under:

Profit / (Loss) A/c - Opening Balance 272,248,356 262,234,849

Profit / (Loss) for the year - From P & L (637,427,609) 10,013,507

Less: Proposed dividends

Tax on distributed profits

Balance of Profit / (Loss) (365,179,253) 272,248,356

Less: Transfer to/(from) Reserve - -

Profit / (Loss) A/c - Closing Balance (365,179,253) 272,248,356


Notes forming part of the Balance Sheet


Rs. Rs.



Note-4 LONG-TERM BORROWINGS:

a Term Loans:

From Other Financial Institutions

7,993,578,041 8,779,932,203

Less: Current Maturities of Long Term Debt (Refer Note 10)Sd/- (2,400,000,000)

7,993,578,041 6,379,932,203

Note-5 DEFFERRED TAX LIABILITIES

Opening Balance 3,249,381 3,600,347

Add/(Less): Current year provision (44,766,193) (350,966)

Closing Balance (41,516,812) 3,249,381

Note-6 OTHER LONG TERM LIABILITIES

Advances from Customers-Commercial - 1,000,000,000

- 1,000,000,000

Note-7 LONG TERM PROVISIONS

Employee Benefits 13,176,846 7,404,089

13,176,846 7,404,089

Note-8 SHORT TERM BORROWINGS

Loan from Tuscan Consultants & Developers Pvt. Ltd., - 12,934,853

- 12,934,853

Note-9 TRADE PAYABLE

a Sundry Creditors for trade 172,557,767 238,387,597

b Sundry Creditors for services 160,148,416 22,166,112

(Dues to Micro, Small, Medium Enterprises are NIL)

332,706,183 260,553,709

Note-10 OTHER CURRENT LIABILITIES

a Current Maturities of Long Term Debt

From Financial Institutions (Refer Note 4)

1,381,541,510 2,400,000,000

b Interest accrued and due on borrowings 3,207,598 3,207,598

c Customer Advances - Residential (Net of Revenue recognised for the year) 4,156,629,573 4,543,456,745

d Other payables

TDS payable 171,183,451 118,909,758

Service tax payable 20,193,908 923,709

VAT payable 8,057,058 6,941,151

5,740,813,098 7,073,438,961

Note-11 SHORT TERM PROVISIONS

a Provision for employee benefits 487,906 644,993

b Provision for income tax - 7,416,288

c Provision for wealth tax 4,918 14,965

492,824 8,076,246

Housing Development Finance Corporation Ltd.,

Housing Development Finance Corporation Ltd.,

(Secured by equitable mortgage of unsold stock in property financed on land admeasuring 42

acres 53 cents at “Metrozone” , Annanagar, Chennai including building under construction &

project receivables excluding land reserved for CMDA & Commercial land of 3,00,045sq.ft of

UDS. Further the loans are secured by the corporate guarantee of Ozone Propex Pvt.Ltd. and

also further secured by personal guarantee of Mr.S.Vasudevan, Managing Director.

(The HDFC has rescheduled the repayment terms and hence there are no overdue payments as

at 31st march 2014.)


Rs. Rs.



Note-13 LONG TERM LOANS AND ADVANCES

(Unsecured, Considered good)

a Security Deposits 79,010,000 79,010,000

b 631,303,921 727,546,173

c Project Loans & Advances 185,925,841 258,604,847

896,239,762 1,065,161,020

Note-14 OTHER NON CURRENT ASSETS

a Project Work-in-progress 12,545,344,441 15,081,483,876

12,545,344,441 15,081,483,876

Note-15 CASH AND CASH EQUIVALENTS

a Balance with banks 68,578,978 49,464,215

b Cash on hand 97,987 219,469

c Bank balances held as margin money for LC's - 9,000,000

68,676,965 58,683,684

Note-16 SHORT TERM LOANS AND ADVANCES

(Unsecured, Considered Good)

a Balances with statutory/government authorities 3,482,084 8,858,589

b Project and Other Loans & Advances 126,540,022 192,835,150

130,022,106 201,693,739

Note-17 OTHER CURRENT ASSETS

a Prepaid Expenses 8,641,351 1,481,016

b Advance income tax/TDS 38,027,978 1,951,893

46,669,329 3,432,909

Project work in progress is valued at cost or net realizable value whichever is lower. Cost of

inventory includes Project Work in progress, the cost of land, including under agreements to

purchase, interest/finance costs, development costs, construction costs, construction materials

etc.,

Loans and advances to Associate Company-Ozone Propex Pvt. Ltd.,

Note-12 :FIXED ASSETS - TANGIBLE Amount in Rs.

Land 244,450 - - 244,450 - - - - 244,450 244,450

Electrical Equipments 1,777,004 - - 1,777,004 670,528 113,000 - 783,528 993,476 1,106,476

Furniture & Fixtures 29,593,155 2,288,723 - 31,881,878 7,836,389 1,951,405 - 9,787,794 22,094,084 21,756,767

Vehicles 8,711,274 56,450 2,044,938 6,722,786 4,048,164 766,923 1,171,207 3,643,880 3,078,906 4,663,110

Computers 7,637,601 290,960 - 7,928,561 6,370,124 447,680 - 6,817,804 1,110,757 1,267,477

Office Equipments 8,681,768 800,386 - 9,482,154 2,698,918 588,726 - 3,287,644 6,194,510 5,982,850

Plant & Machinery 9,882,894 - 265,200 9,617,694 1,751,453 460,016 224,406 1,987,063 7,630,631 8,131,441

Total 66,528,146 3,436,519 2,310,138 67,654,527 23,375,576 4,327,750 1,395,613 26,307,713 41,346,814 43,152,570

Previous Year 65,316,326 1,715,113 503,293 66,528,146 18,995,015 4,850,736 470,175 23,375,576 43,152,570 46,321,311


Description

Gross Carrying Amount Accumulated Depreciation Net Carrying Amount

As at

31st Mar, 2013 Addition Deletion

As at

31st Mar,2014

As at

31st Mar, 2013 Addition Deletion

As at

31st Mar,2014

As at

31st Mar,2014

As at

31st Mar, 2013

NOTES TO THE ACCOUNTS AS AT 31ST MARCH 2014

Note-22 a Contingent liabilities & commitments:

i. Out of the total extent of 42 Acres of land at Annanagar, Chennai, title on 1.77 Acres extent was claimed by HR & CE department by way of a writ

petition filed before Supreme Court. The Supreme Court had remand back the case to Inams Tribunal with a direction to dispose the case. Inams

Tribunal has dismissed the claim of HR & CE department. However, the HR & CE department has preferred an appeal in High Court, and an

injunction order has been granted. The financial obligation thereon is not quantifiable.

Contingent liabilities not acknowledged as debt.

ii. The Commerical tax Office had passed an order for the financial year 2006-2007 to 2011-2012 demanding a sum of Rs. 193.68 Crores as against

which the company had filed a writ before the Hon. High Court, Chennai. The Hon. High Court vide its Order dated 3rd April 2014, had set aside the

order of the Commercial Tax Officer for fresh assessment. As on date the Commercial Tax officer has not passed any fresh order. The company

with the opinion from the legal council is confident the outcome of fresh assessment will be in favour of the company.

iii. The company has received an order from the Office of the Commissioner of Service Tax demanding Rs.497.17 Lakhs for the periods from

2005-2006 to 2010-2011. The Company has preferred an appeal before the Customs, Excise and Service Tax Appellate Tribunal and the same is

pending disposal. The company with the opinion from the legal council is confident the outcome of appeal will be in favour of the company.

iv. The company has received a demand for Rs. 135.62 Lakhs from the Income Tax Department for Assessment Year 2011-2012 . The Company

has preferred an appeal against the order before the Commissioner of Income Tax, Appeals, the same is pending disposal.

The Company is confident of deletion of additions made and foresees no liability in this regard.

Note-22 b Estimated amounts of contracts remaining to be executed on capital account and not provided for is NIL

Note-22 c Earnings in Foreign Exchange: NIL

Expenses in foreign currency -towards Travel: Rs. 675,878 (PY-Rs. 257,983); Consultancy services of Rs. Nil (Previous Year Rs. 6,175,878);

Import of materials of Rs. 38,77,142 (PY-37,680,600)

Note-22 d Earnings Per Share:

Amount in Rs.

Particulars As at 31st March 2014

As at 31st March

2013

Profit/ (Loss) available to Equity Shareholders (A) (637,427,609) 10,013,507

No. of Shares Outstanding(B) 143,577,000 143,577,000

Basic & Diluted EPS (A/B) (4.44) 0.07

Note-22 e Related Party Disclosures:

Key management personnel

Directors:

§ S. Vasudevan

§ C. P. Bothra

§ Parag Parkeh

§ Mathew Joseph

§ Keyur Shah

Shareholders:

> Ozone Propex Pvt Ltd

> HDFC Ventures Trustees Co. Ltd.

> Urban Infrastructure Trustees Pvt Ltd

> Jai Corp Ltd.

> Sharanya Trading Pvt.Ltd.

> Urban Infrastructure Real Estate Fund

Companies in which Directors interested

> Tuscan Consultants and Developers Pvt. Ltd.,

Relative of Directors

Dulichand Bothra (Relative of C.P. Bothra, Director)Sd/-

Leela Kanwar (Relative of C.P. Bothra, Director)

Priya Vasudevan (Relative of Mr. S. Vasudevan)

Deepa Saiprasad/Saiprasad (Relatives of Mr. S. Vasudevan)

Summary of Transactions with the related parties are as follows. ( Amount in Rs.)

Party Name & Nature of transactions

Mar 31,2014 Mar 31,2013 Mar 31,2014 Mar 31,2013

Director’s Remuneration ( S. Vasudevan ) 12,480,000 19,968,000 NIL NIL

Loans Receivable/(Payable):

Ozone Propex Pvt Ltd (96,242,252) (198,301,638) 631,303,921 727,546,173

Tuscan Consultants and Developers Pvt. Ltd., (12,934,853) 12,934,853 - (12,934,853)

Shared Expenses

Ozone Propex Pvt Ltd 59,957,721 128,769,734

Sale of stock in trade:

Tuscan Consultants & Developers Pvt. Ltd., 10,000,000 25,000,000 35,000,000 25,000,000

C.P. Bothra - 1,970,166 9,025,169 9,025,169

Dulichand Bothra 3,518,738 - 4,545,514 1,026,776

Leela Kanwar - 2,526,003 11,571,788 11,571,788

Priya Vasudevan 3,928,177 - 10,525,067 6,596,890

Deepa Saiprasad/Saiprasad (147,193) 7,442,247 15,730,763 15,877,956

Balance as at


Transactions for the year ended

NOTES TO THE ACCOUNTS AS AT 31ST MARCH 2014


Note-22 f Accounting Standard 15(R) disclosure are as follows:

Gratuity Plan (Unfunded): Amount in Rs.

I. PRINCIPAL ACTUARIAL ASSUMPTIONS

[Expressed as weighted averages] 31-Mar-14 31-Mar-13

Discount Rate 8.50% 8.50%

Salary escalation rate 8.00% 8.00%

Attrition rate 10.00% 10.00%

Expected rate of return on Plan Assets 0.00% 0.00%

31-Mar-14 31-Mar-13

PVO as at the beginning of the period 5,555,512 3,227,024

Interest Cost 441,674 274,297

Current service cost 1,397,889 888,190

Past service cost - (non vested benefits) - -

Past service cost - (vested benefits) - -

Benefits paid (69,186) -

Actuarial loss/(gain) on obligation (balancing

figure) (717,188) 1,166,001

PVO as at the end of the period 6,608,701 5,555,512

III. EXPENSES RECOGNISED IN THE

STATEMENT OF PROFIT AND LOSS:

31-Mar-14 31-Mar-13

Current service cost 1,397,889 888,190

Interest Cost 441,674 274,297

Expected return on plan assets - -

Net actuarial (gain)/loss recognised in the year (717,188) 1,166,001

Transitional Liability recognised in the year - -

Past service cost - non-vested benefits - -

Past service cost - vested benefits - -

Expenses recognized in the statement of profit

and loss 1,122,375 2,328,488 IV. MOVEMENTS IN THE LIABILITY

RECOGNIZED IN THE BALANCE SHEET

31-Mar-14 31-Mar-13

Opening net liability 5,555,512 3,227,024

Expense as above 1,122,375 2,328,488

Contribution paid (69,186) -

Closing net liability 6,608,701 5,555,512

Of the Above

Current Liability 487,906 389,402

Non Current Liability 6,120,795 5,166,110

The Company has provided for the leave encashment benefits of the employees as per the company's policies.

Note-22 g All Operating lease agreements are cancellable by giving 3 months notice. Lease rentals paid during the year are Rs.1,22,69,126.

Note-22 h Provision for Taxation:

i. Provision for Income Tax is not made for current financial year as there is no taxable income.

ii. As at 31st March 2014, Deferred tax liability on amount of depreciation is Rs. 32,02,374 and Deferred Tax Asset on account of Income tax Losses

will be Rs. 4,79,68,568. However, the net deferred tax asset of Rs. 4,80,15,574 has been recognised.

Note-22 i Confirmation of balances from trade payables, project & other loans & advances are being received / reconciled. In the opinion of the

Management, these are settled in the ordinary course of business.

Note-22 k Previous year figures have been regrouped wherever necessary to conform with the current year classifications.

As per our Report of even date

For M/s CNGSN & ASSOCIATES for Ozone Projects Private Limited

CHARTERED ACCOUNTANTS

Firm Registration No. 004915S Sd/- Sd/-

S Vasudevan C. P Bothra

Sd/- Managing Director Director

S.NEELAKANTAN

Partner

Membership No. 28656 Sd/- Sd/-

Place : Mumbai Kusuma M

Date : 19.08.2014 Chief Financial OfficerCompany Secretary

II. CHANGES IN THE PRESENT VALUE OF THE OBLIGATION (PVO) - RECONCILIATION

OF OPENING AND CLOSING BALANCES:

Anupa Sen Gupta