Delta Corp 2011
Delta Corp 2011
Delta Corp 2011
Board of Directors
Mr. Jaydev Mody Chairman
Mr. Ashish Kapadia Managing Director
Mr. Mahesh Gupta
Mr. Rajeev Piramal
Mr. Rajesh Jaggi
Mr. Rakesh Jhunjhunwala
Lt. Gen. (Retd.) Noble Thamburaj
Mr. Sudarshan Bajoria
Registered Office
Clover Classic, G-4,
Ground Floor, North Main Road,
Koregaon Park, Pune - 411 001, Maharashtra.
Website: www.deltacorp.in
Statutory Auditors
M/s. Haribhakti & Co
Chartered Accountants
Bankers
Axis Bank Limited
Shares Listed on
Bombay Stock Exchange Limited
National Stock Exchange of India Limited
Notice is hereby given that the 20th Annual General Meeting of Members of Delta Corp Limited will be
held on Monday, 26th September, 2011 at 2.00 p.m. at Peninsula Centre, No. 4, Galaxy Co-Op.
Housing Society, Off Dhole Patil Road, Pune - 411 001, Maharashtra, to transact the following business:
Ordinary Business:
1. To receive, consider and adopt the Audited Profit and Loss Account for the year ended 31st March,
2011 and the Balance Sheet as at that date together with the Reports of the Board of Directors and
the Auditors thereon.
2. To declare dividend on Preference Shares and Equity Shares.
3. To appoint a Director in place of Mr. Sudarshan Bajoria , who retires by rotation and being eligible,
offers himself for re-appointment.
4. To appoint a Director in place of Mr. Mahesh Gupta, who retires by rotation and being eligible, offers
himself for re-appointment.
5. To appoint a Director in place of Lt. Gen. (Retd.) Nobel Thamburaj, who retires by rotation and being
eligible, offers himself for re-appointment.
6. To appoint auditors and to fix their remuneration.
Special Business:
7. 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 257 and all other applicable provisions,
if any, of the Companies Act, 1956 (including any statutory modification or re- enactment thereof
for the time being in force), Mr. Rakesh Jhunjhunwala, who was appointed as an Additional Director
of the Company pursuant to the provisions of Section 260 of the Companies Act, 1956 and Articles of
Association of the Company and whose term of office expires at the commencement of this meeting
and in respect of whom notice under Section 257 of the Companies Act, 1956, has been received
from a member, signifying his intention to propose Mr. Rakesh Jhunjhunwala, as a candidate for
the office of the Director of the Company, together with necessary deposits, be and is hereby
appointed as Director of the Company, liable to retire by rotation.”
8. To consider and if thought fit, to pass, with or without modification (s), the following resolution as a
Special Resolution:
“RESOLVED THAT pursuant to the authority of the members of the Company received through
Postal Ballot on 7th December, 2009, for approving the DELTACORP ESOS 2009, (the Scheme) the
consent of the members of the Company be and is hereby accorded that the Company will be using
intrinsic method of valuation to value Options under the DELTACORP ESOS 2009.
RESOLVED FURTHER THAT all other terms and conditions of the Scheme and the authority
conferred on the Board while approving the Scheme shall remain same.”
Notes:
1. A MEMBER ENTITLED TO ATTEND AND VOTE IS ENTITLED TO APPOINT ONE OR MORE
PROXIES TO ATTEND AND VOTE INSTEAD OF HIMSELF ONLY ON A POLL AND A PROXY
NEED NOT BE A MEMBER. THE INSTRUMENT APPOINTING A PROXY SHOULD HOWEVER
BE DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY NOT LESS THAN FORTY-
EIGHT HOURS BEFORE THE COMMENCEMENT OF THE MEETING.
2. Explanatory Statements Pursuant to Section 173 (2) of the Companies Act, 1956 is annexed to this
notice.
22
Notice
3. Corporate members intending to send their authorised representatives to attend the Meeting
are requested to send to the Company a certified copy of the Board Resolution authorising their
representative to attend and vote on their behalf at the Meeting.
4. In terms of the Articles of Association of the Company, read with Section 256 of the Companies Act,
1956, Mr. Sudarshan Bajoria, Mr. Mahesh Gupta and Lt. Gen. (Retd.) Nobel Thamburaj, Directors,
retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for re-
appointment. The Board of Directors of the Company recommends their respective re-appointments.
5. Brief resume of all Directors including those proposed to be appointed, nature of their expertise in
specific functional areas, names of the companies in which they hold directorships an memberships/
chairmanships of Board Committees, shareholding and relationships between directors inter-se
as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges are attached as
Annexure to this notice.
6. Members are requested to bring their attendance slip duly completed and signed along with their copy
of annual report to the Meeting.
7. In case of joint holders attending the Meeting, only such joint holder who is higher in the order of names
will be entitled to vote.
8. The Register of Beneficial Owners, Register of Members and Share Transfer Books of the Company
will remain closed from Wednesday the 21st day of September, 2011 To Monday, the 26th day
of September, 2011 (both days inclusive), for determining the eligibility for payment of dividend, if
declared at the Meeting.
9. The dividend on Equity Shares, if declared at the Meeting, will be paid on or before 25th October,
2011, to those Members or their mandates:
(a) whose name appears at the end of the business hours on 20th September, 2011, in the list of
Beneficial Owners to be furnished by Depositories (NSDL and CDSL) in respect of the shares held
in dematerialized form ; and
(b) whose names appear as Members on the Company’s Register of Members after giving effect to
valid share transfer request in physical form lodged with Share Transfer Agents (STA) of the
Company on or before 20th September, 2011.
10. Members holding shares in electronic form are requested to intimate immediately any change in
their address, email ID or bank mandates to their Depository Participants with whom they are
maintaining their demat accounts. Members holding shares in physical form are requested to advise
any change of address immediately to the Company / STA.
11. Non-Resident Indian Members are requested to inform STA of the Company, immediately of:
a) Change in their residential status on return to India for permanent settlement.
b) Particulars of their bank account maintained in India with complete name, branch, account type,
account number and address of the bank with pin code number, if not furnished earlier.
12. Members may please note that, Securities and Exchange Board of India (SEBI) has made Permanent
Account Number (PAN) as the sole identification number for all participants transacting in the securities
market, irrespective of the amount of such transactions. SEBI has also mandated that for securities
market transactions and off market/ private transactions involving transfer of shares in physical
form, it shall be necessary for the transferee(s) to furnish copy of PAN card to the Company/STA for
registration of such transfer of shares.
Members may please note that, SEBI has also made it mandatory for submission of PAN in the
following cases viz., (i) Deletion of name of the deceased shareholder(s) (ii) Transmission of shares
to the legal heir(s) and (iii) Transposition of shares.
13. Section 109A of the Companies Act, 1956, permits nomination by shareholders of the Company in
prescribed Form No. 2B. Shareholders are requested to avail this facility. The duly filled in and signed
Form No.2B should be sent to the STA of the Company at their Nasik address.
14. In order to render better and efficient services, we request you to consolidate the multiple folios which
are in the same names and in identical order. Consolidation of folios does not amount to transfer
of shares and therefore no stamp duty or other expenses are payable by you. In case you decide
to consolidate your folios, you are requested to forward your share certificates to the STA of the
Company at their Nasik address.
15. The Company, consequent upon the introduction of the Depository System (DS), entered into
agreements with National Securities Depository Limited (NSDL) and Central Depository Services
(India) Limited (CDSL). The Members, therefore, have the option of holding and dealing in the shares
of the Company in electronic form through NSDL or CDSL. In view of the numerous advantages
offered by the Depository System, members holding shares of the Company in physical form are
requested to avail of the facility of dematerialization.
16. To prevent fraudulent transactions, we urge the Members to exercise due diligence and notify the
Company of any change in address/stay in abroad or demise of any shareholder as soon as possible.
Members are requested not to leave their demat account dormant for long. Periodic statement of
holdings should be obtained from the concerned Depository Participant and holdings should be
verified.
17. Members desirous of asking any questions at the Annual General Meeting are requested to send in
their questions so as to reach the Company at least 10 days before the Annual General Meeting, so
that the same can be suitably replied.
18. The Ministry of Corporate Affairs (MCA), has taken a “Green Initiative in Corporate Governance”
(Circular No. 17/2011 dated 21.04.2011 and Circular No. 18/2011 dated 29.04.2011) allowing
paperless compliances by companies through electronic mode. Companies are now permitted to
send various notices /documents to its shareholders through electronic mode to the registered e-mail
addresses of shareholders. Members of the Company are requested to support this green initiative
by registering / updating their email addresses, in respect of shares held in dematerialized form with
their respective Depositary Participants and in respect of shares held in physical form with STA of the
Company, M/s. Freedom Registry Limited.
19. The Certificate from one of the Joint Auditors of the Company M/s. Amit Desai & Co., with regard to
DELTACORP ESOS 2009 will be available for inspection at the Annual General Meeting.
HITESH KANANI
General Manager
Company Secretary and Legal
Registered Office:
Clover Classic, G-4,
Ground Floor, North Main Road,
Koregaon Park, Pune - 411 001,
Maharashtra.
24
EXPLANATORY STATEMENT PURSUANT TO
SECTION 173 (2) OF THE COMPANIES ACT, 1956
Item No. 7
The Board of Directors appointed Mr. Rakesh Jhunjhunwala, as an Additional Director of the Company
with effect from 29th October, 2010, at their Meeting held on 29th October, 2010.
Under Section 260 of the Companies Act, 1956, Mr. Rakesh Jhunjhunwala holds office as Director up to
the date of the forthcoming Annual General Meeting.
The Company has received notice from a member, under Section 257 of the Companies Act, 1956,
signifying his intention to propose the appointment of Mr. Rakesh Jhunjhunwala as Director of the
Company.
Mr. Rakesh Jhunjhunwala is not disqualified from being appointed as Director in terms of Section 274 (1)
(g) of the Companies Act, 1956.
Brief profile of Mr. Rakesh Jhunjhunwala, as required under Clause 49 of the Listing Agreement entered
with the Stock Exchanges, is forming a part of this Notice.
Save and except, Mr. Rakesh Jhunjhunwala, no other Directors of the Company are interested in the
resolution except to the extent of their shareholding.
The Board recommends the Ordinary Resolution set out in the Notice for approval by the members.
Item No. 8
The members of the Company have approved the DELTACORP ESOS 2009 through Postal Ballot
on 7th December, 2009. In terms of Clause 6.2(j) of the SEBI (Employees Stock Option Scheme and
Employees Stock Purchase Scheme) Guidelines, 1999, the Board hereby proposes to value its options
under DELTACORP ESOS 2009 on intrinsic value.
Further, the difference between the employee compensation cost so computed and the employee
compensation cost that shall have been recognized if it had used the fair value of the options instead of
intrinsic value, shall be disclosed in the Directors Report and also the impact of this difference on profits
and on Earnings Per Share (EPS) of the Company shall be disclosed in the Directors Report.
Your approval is sought by on the said matter by a Special Resolution.
None of the Directors are concerned or interested in the resolution except to the extent of their shareholding.
HITESH KANANI
General Manager
Company Secretary and Legal
Registered Office:
Clover Classic, G-4,
Ground Floor, North Main Road,
Koregaon Park, Pune - 411 001,
Maharashtra.
Name of Director
Mr. Sudarshan Bajoria
Date of Birth
18th January, 1974
Date of Appointment
19th May, 2008
Qualification
B.E, MOM (Master of Management)
26
Brief Resume of Directors seeking appointment/
reappointment at this Annual General Meeting
(In pursuance of Clause 49 of the Listing Agreement)
Name of Director
Mr. Mahesh Gupta
Date of Birth
30th June, 1956
Date of Appointment
15th March, 2007
Qualification
Mr. Mahesh Gupta holds an Honours degree in B.Com, L.L.B. (Gen.), Fellow Member of the Institute of
Chartered Accountants of India and also the Institute of Company Secretaries of India.
28
Brief Resume of Directors seeking appointment/
reappointment at this Annual General Meeting
(In pursuance of Clause 49 of the Listing Agreement)
Name of Director
Lt. Gen. (Retd.) Noble Thamburaj
Date of Birth
09th September, 1949
Date of Appointment
28th July, 2010
Qualification
B. Tech. Civil Engineering ,CME Pune, M. Tech Bldg Sc IIT Delhi
M.Sc Defence Studies Madras University, M.Phil Defence Studies Indore University
Name of Director
Mr. Rakesh Jhunjhunwala
Date of Birth
5th July, 1960
Date of Appointment
29th Ocotber, 2010
Qualification
Chartered Accountant
30
DIRECTORS’ REPORT
Your Directors present their Twentieth Annual Report together with the Audited Statement of Accounts for
the year ended 31st March 2011.
Financial Highlights
(` in Lacs)
Particulars Standalone Consolidated
Year ended Year ended Year ended Year ended
31.03.2011 31.03.2010 31.03.2011 31.03.2009
Income for the year 26,723 5,460 38,263 13,328
Profit before Interest, Depreciation and Tax 13,717 4,420 19,148 4,674
Finance Charges 475 2,403 1,281 1,868
Profit before Depreciation and Taxes 13,242 2,017 17,867 2,806
Depreciation 39 42 597 561
Provisions for Taxation/ Deferred Tax (340) (509) 709 (820)
Prior Period Items / Extra Ordinary Items - (109) (41) (157)
Minority Interest - - (50) (56)
Net Profit for the Current Year 12,863 1,357 16,571 1,211
Earlier Years Balance Brought forward 803 386 163 117
Net Profit available for Appropriation 13,665 1,743 16,734 1,327
Appropriation:
Proposed dividend on Equity Shares (605) (418) (605) (418)
Proposed dividend on Preference Shares (98) (98) (98) (98)
Dividend on Equity Shares - (33) - (33)
Dividend Distribution Tax (114) (91) (114) (91)
Transfer to General Reserves (2,000) (300) (2,000) (300)
Due to Merger Effect - - - (224)
Balance carried to Balance Sheet 10,848 803 13,917 163
DIVIDEND
Your Directors are glad to recommend dividend @ 8% on the Preference Share Capital (i.e. ` 0.80 per
Preference Share of ` 10/- each) and @ 30% on the Equity Share Capital (i.e. ` 0.30 per Equity Share of
` 1/- each) of the Company.
OPERATIONS
During the year under review, your Company recorded a total income of ` 38,263 Lacs (Consolidated) and
Net Profit of ` 16,571 Lacs (Consolidated). For further information, kindly refer to Management Discussion
and Analysis Report, forming part of this Annual report.
Subsidiary companies
The Ministry of Corporate Affairs has vide General Circular No. 2/2011 dated February 8, 2011 granted
general exemption from attaching the accounts and financial statements of subsidiary Companies as
provided under Section 212 (8) of the Companies Act, 1956, provided conditions specified in the said
circular are fulfilled. The Company has complied with all the conditions mentioned in the above circular.
Therefore, Annual Accounts of subsidiaries of the Company have not been annexed to this report. However,
the same are open for the inspection at the Registered as well as Corporate Office of the Company. Any
member desirous of obtaining the same may request the Company in writing.
PARTICULARS OF EMPLOYEES
There are no employees in the Company drawing remuneration above the limit specified in terms of
provisions of Section 217 (2A) of the Companies Act, 1956, read with the Companies (Particulars of
Employees) Rules, 1975 during the year.
DIRECTORS
The Board of Directors of the Company have appointed Mr. Rakesh Jhunjhunwala as an Additional
Director of the Company with effect from 29th October, 2010 in accordance with Section 260 of the
Companies Act, 1956 and Articles of Association of the Company. Mr. Rakesh Jhunjhunwala hold office
as an Additional Director of the Company upto the date of the ensuing Annual General Meeting.
At the ensuing Annual General Meeting Mr. Sudarshan Bajoria, Mr. Mahesh Gupta and Lt. Gen. (Retd.)
Noble Thamburaj, Directors will retire by rotation and being eligible, offer themselves for re-appointment,
in terms of provisions of Articles of Association of the Company.
The brief resume/details relating to Directors, who are proposed to be appointed/ re-appointed are
furnished as an Annexure to the notice of the ensuing Annual General Meeting.
Your Directors recommend their appointment/reappointment at the ensuing Annual General Meeting.
32
DIRECTORS’ REPORT
1. in the preparation of the annual accounts for the financial year ended March 31, 2011, the applicable
accounting standards have been followed alongwith proper explanation relating to material departures;
2. the Directors have selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view of the
state of affairs as at 31st March, 2011 and of the profit of the Company for the year under review;
3. the Directors have taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of
the Company and for preventing and detecting fraud and other irregularities.
4. the Directors have prepared the accounts for the financial year ended 31st March, 2011 on ‘going
concern’ basis.
FIXED DEPOSITS
During the year under review, the Company has not accepted any fixed deposits from the public.
AUDITORS
The Board of Directors recommends to re-appoint M/s. Haribhakti & Co., Chartered Accountants and M/s.
Amit Desai & Co., Chartered Accountant as Joint Statutory Auditors of the Company who retire at the
conclusion of forthcoming Annual General Meeting and are eligible for re-appoinment. M/s. Haribhakti &
Co. and M/s. Amit Desai & Co. have given their consent to act as Joint Statutory Auditors, if re-appointed.
Members are requested to consider their re-appointment . The Auditors comments on the Company’s
accounts for the year ended on 31st March, 2011 are self explanatory in nature and do not require any
explanation as per the provisions of Section 217(3) of the Companies Act, 1956.
ACKNOWLEDGEMENTS
Your Directors express their sincere appreciation of the co-operation received from shareholders, bankers
and other business constituents during the year under review. Your Directors also wish to place on record
their deep sense of appreciation for the commitment displayed by all executives, officers and staff, resulting
in the successful performance of the Company during the year.
Jaydev Mody
Chairman
Mumbai, 27th July, 2011
Regd. Office:
G-4, Clover Classic,
Ground Floor, North Main Road,
Koregaon Park, Pune - 411 001,
Maharashtra.
Annexure A
The following are the persons constituting group (within the meaning of group defined in Monopolies and Restrictive
Trade Practices Act, 1969) for the purpose of claiming exemption from applicability of the provisions of Regulations
10 and 12 of the Securities & Exchange Board of India (Substantial Acquisition of Shares and Takeovers)
Regulations, 1997.
34
DIRECTORS’ REPORT
Annexure B
Information to be disclosed under the Securities and Exchange Board of India (Employee Stock Option
Scheme and Employee Stock Purchase Scheme) Guidelines, 1999:
(a) Options granted 62,00,000
(b) The pricing formula a) 31,00,000 options were granted at a
consideration of ` 30/- per option.
b) 31,00,000 options were granted at a
consideration of ` 51/- per option.
(c) Options vested 7,25,000
(d) Options exercised 7,25,000
(e) The total number of shares arising as a result of 7,25,000
exercise of option
(f) Options lapsed NIL
(g) Variation of terms of options NIL
(h) Money realised by exercise of options ` 2,17,50,000
(i) Total number of options in force 54,75,000
(j) Employee-wise details of options granted to:
(i) Senior managerial personnel ; As per Annexure – A
(ii) Any other employee who receives a grant in NIL
any one year of option amounting to 5% or more of
option granted during that year;
(iii) Identified employees who were granted option, NIL
during any one year, equal to or exceeding 1% of the
issued capital (excluding outstanding warrants and
conversions) of the company at the time of grant;
(k) Diluted Earnings Per Share (EPS) pursuant to 6.82
issue of shares on exercise of option calculated
in accordance with Accounting Standard (AS) 20
‘Earnings per Share’
(l) Where the Company has calculated the employee Had the compensation cost for the
compensation cost using the intrinsic value of the Company’s stock based compensation plan
stock options, the difference between the employee been determined in the manner consistent
compensation cost so computed and the employee with the fair value approach as described in
compensation cost that shall have been recognised the Guidance note, the Company’s net Profit
if it had used the fair value of the options, shall be would be lower by ` 137.88 Lacs (previous
disclosed. year lower by ` Nil).
The impact of this difference on profits and on EPS Basic EPS Before Adjustment ` 7.01
of the company shall also be disclosed. Adjusted EPS ` 6.94
Diluted EPS Before Adjustment ` 6.82
Adjusted EPS ` 6.75
(m) Weighted-average exercise prices and weighted- As per Annexure – B
average fair values of options shall be disclosed
separately for options whose exercise price either
equals or exceeds or is less than the market price
of the stock.
(n) A description of the method and significant As per Annexure – C
assumptions used during the year to estimate the fair
values of options, including the following weighted-
average information:
(i) risk-free interest rate,
(ii) expected life,
(iii) expected volatility,
(iv) expected dividends, and
(v) the price of the underlying share in market at the
time of option grant.
Annual Report | 2010-2011 35
DIRECTORS’ REPORT
ANNEXURE - A
Name of Senior Managerial Persons to whom Stock Options have Options granted in 2010
been granted
Mr. Ashish Kapadia 17,05,000
Mr. Hardik Dhebar 6,00,000
Mr. Anil Malani 5,00,000
Mr. Narinder Punj 5,00,000
Note: The Company has granted the aforesaid options at the meeting of the Compensation Committee of
the Board of Directors of the Company held on 8th July, 2010 and 30th November, 2010.
Annexure – B
Weighted Average exercise price of option granted whose:
Sr. No. Particulars 8th July, 2010 30th November, 2010
A Exercise Price equals the Market Price NA NA
B Exercise Price is greater than the Market Price NA NA
C Exercise Price is less than the Market Price 30 51
Weighted Average fair value of option granted whose:
Sr. No. Particulars 8th July, 2010 30th November, 2010
A Exercise Price equals the Market Price NA NA
B Exercise Price is greater than the Market Price 23.25 NA
C Exercise Price is less than the Market Price NA 76.66
Annexure – C
Variables Date of Grant : 8th July, 2010
Vest 1 Vest 2 Vest 3 Vest 4
8th July, 2011 8th July, 2012 8th July, 2013 8th July, 2014
Risk Free Interest Rate 6.96% 7.23% 7.45% 7.62%
Expected Life (Years) 3.50 4.50 5.50 6.50
Expected Volatility 61.24% 61.24% 61.24% 61.24%
Dividend Yield 0.83% 0.83% 0.83% 0.83%
Price of the underlying share in 38.15 38.15 38.15 38.15
market at the time of option granted
36
Management Discussion and Analysis
Economic Overview
The year 2010 turned out to be a much better year for the global economy. According to information
contained in the new report by the International Monetary Fund’s (IMF) World Economic Outlook, the
world GDP grew by 4.2% which is well above the trend rate and a lot faster than what was forecasted 12
months ago.
The US economy grew at about 3.1% backed by more stability in the housing markets and the Japanese
economy grew at 1.9%, but the effects of the devastating tsunami are expected to last for some more
time. The euro-zone continued to struggle as the debt-crisis severely hit Greece, looming large on other
countries like Portugal, Ireland and Spain.
The momentum of growth has clearly shifted to emerging economies, more so to countries like China and
India and they continue to surge ahead relentlessly in spite of fears of inflation. China grew at almost 10%
while India grew at 8.8% p.a.
The Indian economy muscles ahead in spite of recent scams and corruption. The GDP continued its
impressive performance backed by strong revival of consumer confidence, accelerated spending,
governmental spending, growth in manufacturing, services and agricultural sectors. According to IMF
estimates, GDP will grow in excess of 8% for the year 2011.
India continues to remain an attractive destination for foreign investors and was ranked fourth in the
top five most attractive FDI destinations in an Ernst & Young’s 2010 European Attractiveness Survey.
According to the UNCTAD report, India was the second most important FDI destination (after China) for
transnational corporations, and will remain in the top 5 most attractive destinations during the 2010- 2012
period.
Industry Overview
over the period 2006-10. In comparison, the Chinese and South Korean gaming sectors grew at a CAGR
of 22.3% and 6.3% over the same period reaching USD 72.1 billion and 10.4 billion respectively in 2010.
According to the report, the Asia-Pacific sector is forecasted to increase to USD 222.4 billion by 2015,
indicating a growth of 35%.
Within the casino and gaming sector, sports betting and related activities constitute the highest share at
27.4% followed by lottery at 25.7% and casinos at 20.7%.
38
Management Discussion and Analysis
The casino and gaming sector has also been affected by the economic downturn, even though it was
long thought to be recession proof. Like other industries, gaming revenue is also driven by consumer
spending behaviours that depend upon disposable income to survive and thrive. As the balance of
economic growth clearly shifts to the Asia-Pacific region, the casino and gaming industry is forecast to
continue its impressive growth in the region. Newer centres are opening up in the region and are fast
emerging as alternate gaming destinations. As attitudes toward casinos and gaming start changing, and
as governments become more accommodating, this region is clearly poised for a high growth phase.
India
In India, casinos and gaming are still at a very ripe stage. It is estimated that Indians wager close to
USD 15 billion annually. However, legalised gaming is allowed in a very restricted manner to lotteries
and betting on horse races. It is estimated that the lottery segment is by far the largest segment valued
at almost USD 12.5 billion, followed by horse-racing at about USD 250 million. However, there is huge
demand for casinos and gaming in the country, with upcoming gaming destinations like Nepal and Sri
Lanka, and even Singapore and Macau being top on the list for eager and willing players.
Goa was the first state in India to legalise casinos and it is widely considered to be the best place for
casinos and gaming being one of the top tourist destinations. With its sandy beaches, ideal summer
climate and facilities, it attracts over 2 million tourists annually and is fast emerging as a 365 day holiday
destination. With 6 offshore casinos and 14 on-shore casinos, it is the gaming capital of the country.
Besides Goa, Daman is also being developed as a gaming destination. Here, in house casinos and
gaming is also allowed, making it an ideal location for joint development of hotels and resorts with in-
house casino and gaming facilities.
India continues to be a preferred destination for international tourists with tourist arrivals increasing every
year. The Indian hospitality sector is expected to grow to USD 275 billion in the next 10 years and is also
expected to see investments of over USD 11 billion in the next two or three years. By 2011-12, as many
as 40 international brands are expected to be present in the Indian hospitality space.
Kenya
Kenya has the largest economy in East Africa and is the fifth largest of all African economies with its
impressive GDP (nominal) of USD 39 billion in 2010, its capital Nairobi is fast emerging as one of the top
cities in East Africa to attract new investments. Having a population of 3 million, Nairobi is already the
largest city in East Africa and its airport, the busiest, serving almost 5 million passengers every year.
With the recent growth, the city is under tremendous pressure to meet the demand for both, office and
residential space. The commercial hub of the city located in the Central Business of Nairobi is already
overcrowded, forcing many organisations to re-locate to the satellite regions bordering the main city.
Amongst these, areas like Upper Hill, Wastelands, Kilimani and Mombasa Road are fast emerging as new
commercial centres. The heart of Nairobi formed by the rectangular zone of Kenyatta Avenue, University
Way, Uhuru Highway and Moi Avenue continue to attract high rentals and yet have the maximum
occupancy rates.
Business Overview
Delta Corp Limited (Delta Corp) is a fast growing Indian company operating primarily in three business
segments – Entertainment & Gaming, Hospitality and Real Estate. Delta Corp is the largest Gaming
company in the country and the only listed company in this space. Delta has entered the Hospitality
segment with the mission to provide an international casino experience in India. The Company is also an
emerging player in the Real Estate segment in East Africa where it is operating through a 40:60 JV with a
wholly owned subsidiary of Reliance Industries Limited. Delta Corp has a robust financial track record with
a strong balance sheet and is professionally and carefully managed by a dedicated, skilled and focussed
team. The Company has more than 60,000 shareholders and is actively traded on the Indian Markets.
Hospitality
Hospitality is an integral part of the gaming & entertainment business and provides for a complete holistic
experience for visitors. Besides, this also opens an additional revenue stream for the company.
The Company has ambitious plans to expand its hospitality business. The Company has two projects
in Goa that are expected to be completed in the near future. These are The Dolphin Floatel, Goa’s first
floating hotel with 14 all-suite rooms and expected to commence operations in FY 2012. The Dolphin
Floatel expects to be highly sought after by the ‘high rolling’ visitors. The Company is also developing
Marvel Resorts in Goa which is expected to launch by early 2014. When completed, Marvel Resorts will
have approximately 300 luxury rooms with around 20,000 sq.ft. gaming space.
In Daman, the Company is developing Thunderbird Resorts, one of the largest integrated resort in Daman,
spread over 10 acres. It will have 179 five-star rooms, a approximately 29,000 sq.ft. indoor event and
meeting area and around 70,000 sq.ft. outdoor pools and events area. This will be tastefully coupled by
three bars, four restaurants and world-class shopping facilities. Thunderbird Resorts is expected to be
operational by FY 2012.
As reported earlier, the Company through its subsidiary continues to hold a 35% equity investment in
Advani Hotels and Resorts India Limited (“AHRIL”) which owns and operates Ramada Caravela Beach
Resort in Goa.
Real Estate
The Company’s real estate business is in East Africa and is a 40:60 joint venture investment with Reliance
Industries Limited, specifically in the Kenyan capital city of Nairobi. Nairobi has excellent growth potential
with Kenya witnessing a revival of economic growth and substantial investments lined up in the near
future.
40
Management Discussion and Analysis
Delta Corp East Africa Limited (DCEAL) has already invested Rs.2 billion and acquired 10 plots of
prime land in top locations in Nairobi. This land bank has a development potential of 1.2 million sq.ft. of
commercial and residential assets. With four projects currently under execution and quality land bank in
possession, DCEAL is a leading real estate player in Kenya.
In June 2011, DCEAL consummated the sale of “Delta Centre” to the World Bank for USD 22.8 million and
has also successfully leased one property to the Kenyan Ministry of Justice and Development.
Opportunities
The gaming industry is all set to get back to healthy growth, particularly in the Asia-Pacific region. The
gravity of growth is expected to shift to the Asia-Pacific region as the US and the EMEA markets continue
their struggle of low growth and difficult overall economic situation.
The Asia-Pacific region has seen a dynamic growth in gaming in the last few years which has been fuelled
by the strong economic growth the region is currently undergoing. The rise of Macau as the largest gaming
market in the world is reconfirming the fact that growth within the gaming industry is likely to be contributed
by the Asia-Pacific region.
The gaming industry in India is prepared for a big leap in growth for the coming years and despite being in
its early stage, the prospects of growth within the sector are tremendous. Till now, due to the absence of
world-class gaming destinations, Indians have been forced to travel to places like Macau, Singapore and
Nepal, but with world-class gaming destinations now available in India, the industry too is ready to tack
a giant leap ahead. Lottery and horse-racing are the only legalised forms of gaming and betting in India,
but with newer gaming and casino destinations offering international games like Black Jack, Roulette,
Baccarat and Poker in India, and with the development of hospitality infrastructure built around the gaming
destinations, this segment is sure to pose a challenge to gaming destinations like Macau and Singapore.
It is predicted that Goa is to become the gaming capital of India as it is already a top tourist destination with
over 131 kms. of beaches and attracts more than two million tourists a year. With the government issuing
gaming licenses, there are now 6 offshore live casinos and 14 onshore casinos in Goa offering top class
gaming and entertainment facilities.
Daman is the next gaming destination that promises a lot of growth and is the only gaming destination
in India where in-house gaming and casinos are allowed. Sri Lanka, the emerald island that is so close
to India, also holds excellent growth prospects for the gaming industry as it legalised casino gambling in
November 2010.
The number of tourists arriving in India is increasing every year and it is estimated that more than 40
international brands of hotels will start operations in India in the next few years.
Kenya is coming up as one of the fastest and most attractive countries in East Africa. It already has a 8%
growth rate and an expanding middle class with growing disposable income. As more companies line-up
investments in Kenya, there is bound to be a strong growth in the real estate industry backed by strong
demand for commercial and residential properties.
Outlook
Delta Corp is expected to leverage its position and strength as the leader in the gaming space in India,
reaping maximum benefits from the investments and effort it has put in over the past years. As the gaming
sector opens up, Delta Corp finds itself in an enviable position holding three of the six licenses issued in
the state of Goa. With no more licenses likely to be issued for Goa, Delta Corp is truly the King of Hearts
for gaming in Goa. Moreover, the Kings Casino is also expected to re-start operation on board vessel
Horseshoe later during the year. In Daman too, Delta Corp will be the leading player with one of the largest
casino-resort conventions expected to launch soon. The Company is also in an advanced stage to expand
its ambitions and operations in Sri Lanka, and is all set to develop one of the largest contiguous integrated
resort in Colombo in the coming years.
The Company has excellent prospects in the hospitality space. As more and more tourists flock to India,
the Company will have the first floating hotel in Goa - Dolphin Floatel and a 300 room luxury hotel - Marvel
Resorts in Goa. In Daman, the Company is currently developing one of the largest integrated resort
convention complex with Thunderbird Resorts.
In the real estate space, Delta is a dominant player in Kenya through its joint venture - DCEAL. It currently
has four live projects under execution. The recent sale of Delta Centre to the World Bank for USD 22.8
million has established DCEAL as a prominent real estate player in East Africa. DCEAL is looking at
increasing its already impressive land bank to further enhance its operations in East Africa.
Economic Risk
Like any other business, the Company’s businesses are also open to risks arising from adverse economic
conditions. Both gaming, as well as the real estate businesses have a strong co-relation with the disposable
income, economic stability and overall confidence in the economy. Any adverse change in economic
conditions is likely to affect the business of the Company. However, the Indian economy is strong and
well positioned to maintain its momentum of growth for many years. As the world slowly recovers from
recession, the Indian economy continues to march ahead aggressively.
Regulatory Risk
The gaming business of the Company can be negatively impacted in case of any abrupt changes in the
regulatory policies of the Government. Moreover, any delays on part of the Government to issue licenses
or approvals or permissions would also mean a delay in launching the operations of the Company -
thereby affecting its revenues and profitability. The Company believes that it has sufficient experience
to handle such situations and manage this with advance and adequate planning and precautions, thus
mitigating this risk to a large extent.
Competition Risk
There is always a risk of competition - other gaming centres being located close to Delta’s gaming
destinations. However, the Company firmly believes that the entire holistic gaming and entertainment
experience it provides its visitors differentiates it from its competitors and has also been one of the first in
the industry and enjoys a good reputation with visitors. It is the only listed gaming company in India, and
owns 3 of the 6 gaming licenses issued in Goa. The combination of experience, learning and dominance
fairly insulates the Company against the risk of competitors.
42
Management Discussion and Analysis
and has a well-defined organisational structure with a clearly defined matrix of responsibilities and areas.
All major expenses are strictly monitored and controlled to ensure that they are in accordance with the
budgetary allotments.
Cautionary statement
This report contains forward looking statements that involves risks and uncertainties, including, but not
limited to, risk inherent in the Company’s growth strategy, acquisition plans, dependence on certain
businesses, dependence on availability of qualified and trained manpower and other factors. Actual results,
performances or achievements could differ materially from those expressed or implied in such forward
looking statements. This report should be read in conjunction with the financial statements included herein
and the notes thereto.
Board of Directors
B. Board Procedure
A detailed Agenda folder is sent to each Director in advance of Board and Committee meetings. The
Board members, in consultation with the Chairman, may bring up any matter for the consideration
of the Board. All major agenda items are backed by comprehensive background notes and other
material information to enable the Board to take informed decisions. Agenda papers are circulated
atleast a week in advance to the Board meeting.
44
Corporate Governance
8. Any issue, which involves possible public or product liability claims of substantial nature, including
any judgement or order which, may have passed strictures on the Conduct of the Company or
taken an adverse view regarding another enterprise that can have negative implications on the
Company.
9. Details of any joint venture or collaboration agreement.
10. Transactions that involve substantial payment towards goodwill, brand equity or intellectual
property.
11. Significant labour problems and their proposed solutions. Any significant development in Human
Resources/ Industrial Relations front.
12. Sale of material nature, of investments, subsidiaries, assets, which is not in normal course of
business.
13. Quarterly details of foreign exchange exposures and the steps taken by management to limit the
risks of adverse exchange rate movement, if material.
14. Non-compliance of any regulatory, statutory or listing requirements and shareholders service
such as non-payment of dividend, delay in share transfer etc.
E. Board Support
The Company Secretary of the Company attends all the meetings of the Board and its Committees
and advises / assures the Board and Committee on compliance and governance principles.
F. Code of Conduct
The Board has laid down Code of Conduct for the Board members and for senior Management and
Employees of the Company. The same has been posted on the website of the Company. All Board
members and Senior Management Personnel have affirmed compliance with this Code.
I. Attendance at the Board Meetings and at Annual General Meeting (AGM), no. of Directorship
in other Public Companies, no. of Committee positions held in other Public Companies
The current composition of the Board of Directors as on date and attendance of the Directors at the
Board Meetings as well as their directorship/membership in Committees of Public Companies as on
31st March, 2011, is as follows:
(Other Directorships do not include Alternate Directorships, Directorships of Private Limited
Companies, Unlimited Companies, Section 25 Companies and of Companies incorporated outside
India. Chairmanships/Memberships of Board Committees include only Audit and Shareholders/
Investors Grievance Committees of other Public Companies.)
* Mr. Rakesh Jhunjhunwala has been appointed as an additional Director of the Company with effect
from 29th October, 2010.
# Dr. Vrajesh Udani and Ms. Ambika Kothari have resigned as Directors of the Company with effect
from 28 July, 2010.
** Lt.Gen. (Retd.) Noble Thamburaj has been appointed as an additional Director of the Company with
effect from 28th July, 2010.
46
Corporate Governance
A. Audit Committee
The Audit Committee acts as a link between Statutory and internal Auditors and the Board of Directors.
The Audit Committee provides reassurance to the Board regarding the existence of an effective
internal control environment that ensures:
• Efficiency and effectiveness of operations.
• Safeguarding of assets and adequacy of provisions for all liabilities;
• Reliability of financial and other management information and adequacy of disclosures;
• Compliance with all relevant statutes.
Powers
The Audit Committee is empowered, pursuant to its terms of reference, to:
• Investigate any activity within its terms of reference
• Seek any information it requires from any employee
• Obtain legal or other independent professional advice and
• Secure the attendance of outsiders with relevant experience and expertise, when considered
necessary.
Terms of Reference
The terms of reference of Audit Committee are in accordance with Section 292A of the Companies
Act, 1956 and the guidelines set out in Clause 49 of the Listing Agreement with the Stock Exchanges.
The Audit Committee is entrusted with the responsibility to supervise the Company’s financial control
and reporting process and inter-alia perform the following functions:
• Overseeing the Company’s financial reporting process and the disclosure of its financial information
to ensure that the financial statements are correct, sufficient and credible;
• Recommending to the Board the appointment and removal of external auditors, fixation of audit
fees and approval of payment of fees for any other services rendered by the auditors;
• Reviewing with the management the quarterly and annual financial statements before submission
to the Board for approval ;
• Reviewing with the management, the statement of uses / application of funds raised through
an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for
purposes other than those stated in the offer document/prospectus/notice and the report submitted
by the monitoring agency monitoring the utilisation of proceeds of a public or rights issue, and
making appropriate recommendations to the Board to take up steps in this matter;
• Reviewing with the management performance of statutory and internal auditors, the adequacy of
internal control systems;
• Reviewing the adequacy of the internal audit function, including the structure of the internal audit
department, staffing and seniority of the official heading the department, reporting structure,
coverage and frequency of internal audit;
• Discussion with internal auditors any significant finding and follow up thereon;
• Reviewing reports of internal audit and discussion with internal auditors on any significant findings
and follow-up thereon;
• Reviewing the findings of any internal investigations by the internal auditors and the executive
management’s response on matters where there is suspected fraud or irregularity or failure of
internal control systems of a material nature and reporting the matter to the Board;
• Discussion with the statutory auditors, before the audit commences, on nature and scope of
audit, as well as after conclusion of the audit, to ascertain any areas of concern and review the
comments contained in their management letter;
• Reviewing the Company’s financial and risk management policies;
• Looking into the reasons for substantial defaults, if any, in payment to shareholders (in case of
non-payment of declared dividends) and creditors;
• Approval of appointment of CFO;
• Considering such other matters as may be required by the Board;
• Reviewing any other areas which may be specified as role of the Audit Committee under the
Listing Agreement, Companies Act and
• other statutes, as amended from time to time.
Review of Information
The Company has systems and procedures in place to ensure that the Audit Committee mandatorily
reviews:
• Management discussion and analysis of financial condition and results of operations;
• Statement of significant related party transactions (as defined by the audit committee), submitted
by management;
• Management letters / letters of internal control weaknesses issued by the statutory auditors;
• Internal audit reports relating to internal control weaknesses; and
• The appointment, removal and terms of remuneration of the Chief internal auditor;
• Financial statements as well as investments made by unlisted subsidiaries.
Composition
The Audit Committee of the Company presently comprises of three Directors i.e. Mr. Mahesh Gupta,
Mr. Rajesh Jaggi and Mr. Ashish Kapadia, majority of whom are independent directors. The constitution
of the Committee is in line with Clause 49 of the Listing Agreement with the Stock Exchanges read
with Section 292A of the Companies Act, 1956.
The Chairman of the Committee is Mr. Mahesh Gupta, who is an Independent Director. The Group
C.F.O., Internal Auditors and the Statutory Auditors are invitee to the meetings of the Audit Committee.
The Secretary of the Company acts as the Secretary to the Committee. All the members of the
Committee are financially literate and have accounting and financial management expertise.
48
Corporate Governance
The maximum gap between any two meetings of the Audit Committee of the Company was not more
than four months.
The previous Annual General Meeting of the Company held on Friday, 27th September, 2010 was
attended by Mr. Mahesh Gupta, Chairman of the Audit Committee.
Terms of reference
• Recommending remuneration including periodic revision, performance bonus, incentives,
commission, stock options, other services, perquisites and benefits payable to the executive
directors;
• Formulation of the detailed terms and conditions of stock options, granting of administration and
superintendence thereof;
• Such other matters as the Board may from time to time request the Compensation Committee to
examine and recommend / approve.
Composition
The Compensation (Remuneration) Committee as on date comprises of four members i.e.
Mr. Mahesh Gupta, Mr. Jaydev Mody, Mr. Rajesh Jaggi, Mr. Rajeev Piramal. All of them are Non
Executive Directors. The Chairman of the Committee is Mr. Mahesh Gupta, who is a Non-Executive
and Independent Director. The Remuneration Committee was re-constituted during the period.
Remuneration Policy
The remuneration policy of the Company for the Executive Directors is based on the following criteria:
Executive Director
Name Relationship Salary Benefits, Commission Contribution Stock Option
with other perks and to Provident granted upto
Directors allowances Fund 31st March,
(`) (`) (`) (`) 2011
Mr. Ashish None 86,28,000 - 0.25% of Net NIL 17,05,000
Kapadia Profit (after tax)
50
Corporate Governance
Composition
The Investors Grievance Committee as on date comprises of three members i.e. Mr. Jaydev Mody, Mr.
Rajeev Piramal and Mr. Ashish Kapadia. Majority of them are Non-Executive Directors. The Chairman
of the Committee is Mr. Jaydev Mody. The Committee was reconstituted during the period.
Compliance officer
Mr. Hitesh Kanani, Company Secretary is the Compliance Officer for complying with the requirements
of SEBI Regulations and the Listing Agreement with the Stock Exchnages.
Listing fees:
The Company has paid the listing fees to all the Stock Exchanges till 31st March, 2011.
During the financial year under review, total 8 investors’ complaints were received and resolved. No
investor complaints were pending as at the end of the financial year.
Disclosures
a) During the financial year 2010-2011 there were no materially significant transactions entered into
between the Company and its promoters, Directors or the management or relatives etc. that may
havex potential conflict with the interests of the Company at large.
The Register of Contracts detailing the transactions, in which the Directors are interested, is placed
before the Board /Audit Committee regularly. Transactions with related parties are disclosed by
way of Notes to the Accounts, which forms part of this Annual Report.
b) The Company has complied with the requirements of Stock Exchanges, SEBI and all other statutory
authorities on all matters related to the capital markets during the last three years. There were
no penalty imposed nor did any strictures pass on the Company by Stock Exchanges, SEBI and
all other statutory authorities relating to above.
c) The Company has adopted a Code of Conduct for its Directors and Employees. This Code of
Conduct has been communicated to each of them. The Code of Conduct has also been put on
the Company’s website www.deltacorp.in .
d) The Company is fully compliant with the applicable mandatory requirements of Clause 49 of the
Listing Agreement. As far as Non-mandatory requirements are concerned, the Company has
constituted Compensation (Remuneration) Committee.
The financial statements of the Company are unqualified. The Company has not adopted other
non-mandatory requirements.
52
Corporate Governance
Stock Market Price data : High /Low during each month for the financial year ended 31st
March, 2011
Months Bombay Stock Exchange Ltd. National Stock Exchange of India Ltd.
22,000.00 150
21,500.00 140
21,000.00 130
20,500.00 120
110
Delta Corp Limited
20,000.00
BSE SENSEX
100
19,500.00
90
19,000.00
80
18,500.00
70
18,000.00 60
17,500.00 50
17,000.00 40
16,500.00 30
16,000.00 20
Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar
10 10 10 10 10 10 10 10 10 11 11 11
Months
54
Corporate Governance
Plant Location
The Company has no manufacturing plant.
Investor Correspondence
Shareholders can contact the following official for secretarial matters of the Company.
56
Corporate Governance
DECLARATION
I, Ashish Kapadia, Managing Director of Delta Corp Limited hereby declare that all the members of
the Board of Directors and Senior Management Personnel have affirmed Compliance with the Code of
Conduct, applicable to them as laid down by the Board of Directors in terms of Clause 49(1)(D)(ii) of the
Listing Agreement entered into with the Stock Exchanges, for the year ended 31st March, 2011.
Ashish Kapadia
Managing Director
Date : 27th July, 2011
To
The Members of
Delta Corp Limited
We have examined the compliance of conditions of Corporate Governance by Delta Corp Limited for the
year ended 31st March 2011 as stipulated in Clause 49 of the Listing Agreement of the Company with the
Stock Exchanges.
The compliance of conditions of Corporate Governance is the responsibility of the Management. Our
examination was limited to a review of the procedures and implementation thereof, adopted by the
Company for ensuring compliance with the conditions of Corporate Governance. It is neither an audit nor
an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us and the
representations made by the Directors and the Management, we certify that the Company has generally
complied with the conditions of the Corporate Governance as stipulated in the above mentioned Listing
Agreement.
We further state that such compliance is neither an assurance as to the future viability of the Company nor
of the efficiency or effectiveness with which the Management has conducted the affairs of the Company.
Hitesh Buch
Proprietor
For, Hitesh Buch Associates
Company Secretaries
FCS 3145; COP No. 8195
Date: 27th July, 2011
Place: Ahmedabad
58
ANNEXURE TO AUDITORS’ REPORT
Referred to in paragraph 3 of the Auditors’ Report there exists an adequate internal control
of even date to the members of DELTA CORP system commensurate with the size of the
LIMITED on the financial statements for the year Company and the nature of its business
ended 31st March, 2011 with regard to purchase of fixed assets
and with regard to the sale of goods and
(i) (a) The Company has maintained proper
services. During the course of our audit,
records showing full particulars, including
we have not observed any continuing
quantitative details and situation of fixed
failure to correct major weakness in
assets.
internal control system of the Company.
(b) As explained to us, the Company has a
(v) (a) According to the information and
policy to carry out a physical verification
explanations given to us, we are of the
of fixed assets in a phased manner at
opinion that the particulars of contracts or
regular intervals which, in our opinion, is
arrangements referred to in Section 301 of
reasonable having regard to the size of the
the Companies Act, 1956 that need to be
Company and the nature of its assets. We
entered into the register maintained under
are informed that no material discrepancies
section 301 have been so entered.
were noticed on such verification.
(c) In our opinion and according to the (b) In our opinion and according to the
information and explanations given to us, information and explanations given to us
a substantial part of fixed assets has not there are transactions made in pursuance
been disposed of by the Company during of contracts or arrangements exceeding
the year. the value of Rupees Five Lacs and the
same are made at the prices which are
(ii) The Company is not having any inventory; reasonable having regards to the prevailing
hence clause (ii) of the Order is not market price at the relevant time.
applicable.
(vi) The Company has not accepted any
(iii) (a) As informed, the Company has not granted deposits from the public within the
any loans, secured or unsecured to meaning of Sections 58A and 58AA or any
companies, firms or other parties covered other relevant provisions of the Act and the
in the register maintained under Section rules framed there under.
301 of the Companies Act, 1956.
(vii) In our opinion, the Company has an
Accordingly, clause (iii) (b), (c) and (d) of internal audit system commensurate with
the Companies (Auditor’s Report) Order, the size and nature of its business.
2003 (as amended) is not applicable to the
Company and hence, not reported upon. (viii) The Central Government of India has
not prescribed the maintenance of cost
(e) As informed, the Company has not taken
records under clause (d) of sub-section
any loans, secured or unsecured from
(1) of Section 209 of the Act for any of the
companies, firms or other parties covered
products of the Company.
in the register maintained under Section
301 of the Companies Act, 1956. (ix) (a) The Company is regular in depositing
with appropriate authorities undisputed
Accordingly, clause (iii) (f) and (g) of the
statutory dues including provident fund,
Companies (Auditor’s Report) Order, 2003
investor education and protection fund,
(as amended) is not applicable to the
employees’ state insurance, income-tax,
Company and hence, not reported upon.
sales-tax, wealth-tax, service tax, customs
(iv) In our opinion and according to the duty, and other material statutory dues
information and explanations given to us, applicable to it.
60
ANNEXURE TO AUDITORS’ REPORT
the price at which these equity shares generally accepted auditing practices in
and warrants have been issued is not India, and according to the information
prejudicial to the interest of the Company. and explanations given to us, there is one
fraud on the company noticed and reported
(xix) The Company has not issued debentures by the Company during the year. We have
during the year. been informed that a party attempted
to misappropriate funds amounting to
(xx) During the year the Company has not
` 45 Lacs during the year under audit.
raised any money by way of public issue.
There has been no loss of any amount
(xxi) During the course of our examination of to the Company. The Company has filed
the books and records of the Company, appropriate police complain against a party
carried out in accordance with the and investigation has been in progress.
(` in Lacs)
As at As at
Particulars Schedules
31st March, 2011 31st March, 2010
Sources Of Funds
Shareholders' Funds
Share Capital 1 3,241.94 2,895.46
Reserves & Surplus 2 53,282.46 23,915.07
Equity Share Warrants 2,719.58 -
Employee Stock Options 3 196.82 -
59,440.79 26,810.53
Loan Funds
Secured Loans 4 6,568.99 17,494.06
Total 66,009.78 44,304.59
Application Of Funds
Fixed Assets 5
Gross Block 366.74 383.41
Less: Depreciation (221.34) (195.18)
Net Block 145.40 188.23
Add: Capital Work In Progress
(Including Capital Advance) 2,061.26 2,206.65 1,190.17 1,378.40
Investments 6 12,881.51 24,474.76
Deferred Tax Assets (Net) 35.68 25.90
Current Assets, Loans And Advances
Sundry Debtors 7 176.77 276.83
Cash & Bank Balances 8 4,682.42 447.71
Loans & Advances 9 45,684.64 20,846.69
Other Current Assets 10 1,549.33 -
52,093.15 21,571.24
Less: Current Liabilities And Provisions 11
Current Liabilities 327.52 2,384.33
Provisions 879.70 761.38
1,207.22 3,145.71
Net Current Assets 50,885.93 18,425.52
Total 66,009.78 44,304.59
Significant Accounting Policies 18
Notes to the Financial Statements 18
As Per Our Report of Even Date For and on Behalf of Board of Directors
For Haribhakti & Co For Amit Desai & Co
Jaydev Mody Chairman
Chartered Accountants Chartered Accountants
Ashish Kapadia Managing Director
Mahesh Gupta Director
Rajeev Piramal Director
Chetan Desai Amit Desai
Rajesh Jaggi Director
Partner Proprietor
Lt. Gen. N. Thamburaj Director
Place : Mumbai Hitesh Kanani Company Secretary
Date : 26th April, 2011
62
Profit & Loss Account
For The Year Ended 31st March, 2011
(` in Lacs)
Year ended Year ended
Particulars Schedules
31st March, 2011 31st March, 2010
Income
Sales / Operating Income 12 26,163.04 5,409.84
Other Income 13 560.02 49.92
26,723.06 5,459.76
Expenditure
Cost of Premises / Inventory Sold 14 8,259.31 -
Staff Costs 15 412.30 197.52
Administrative & Other Expenses 16 1,095.25 663.28
Loss on Sale of Investment in Shares 3,239.06 178.89
13,005.93 1,039.69
(` in Lacs)
Year ended Year ended
Particulars
31st March, 2011 31st March, 2010
1 Cash Flow from Operating Activities
Net Profit Before Tax and Extraordinary Items 13,202.49 1,974.60
Adjustments for:
Depreciation 39.49 42.10
(Profit)/ Loss on Sale of Fixed Assets 13.63 (1.88)
Amortisation of Expenses - 17.84
Sundry Balance Written Off 14.36 4.52
Fixed Assets Written Off 0.40 -
Provision for Employee Benefit 0.35 (4.71)
Provision for Doubtful Recovery 8.40 -
Employee Stock Compensation Expenses 196.82 -
Prior Period Expenses - (108.89)
Interest Paid 1,236.77 2,907.13
Interest Income (761.62) (503.76)
Dividend Income (554.18) (48.05)
(Profit)/Loss on Sales of Investment 3,233.22 178.89
Operating Profit before Working Capital Changes 16,630.13 4,457.80
Adjustments For :
Trade and Other Receivables 100.07 815.61
Loans & Advances (1,948.04) (4,418.32)
Trade Payable (202.15) (100.59)
Other Liabilities (1,854.66) 29.27
Cash Generated from Operation 12,725.34 783.78
Taxes Paid (2,515.67) (456.67)
Net Cash Flow From Operating Activities (A) 10,209.67 327.10
II Cash Flow From Investing Activities
Purchase of Fixed Assets (10.82) (40.41)
Purchase of Fixed Assets (Capital Work in Progress) (871.09) -
Sales of Fixed Assets 0.13 14.73
Dividend Income 554.18 48.05
Interest Income 761.62 503.76
Inter Corporate Deposits (22,393.99) (5,903.97)
Investment in Subsidiary Companies (1,546.08) (29.00)
Other Investments (105,915.44) (17,493.83)
Sale of Investment 115,821.56 17,727.45
Net Cash Flow from Investing Activities (B) (13,599.93) (5,173.22)
64
Cash Flow Statement
For the Year Ended 31st March, 2011
(` in Lacs)
Year ended Year ended
Particulars
31st March, 2011 31st March, 2010
III Cash Flow From Financing Activities
Proceeds From Issuance of Share Capital 17,670.00 13,794.40
Proceeds From issue of Warrants 2,719.58 -
Share Issue Expenses (1.28) (528.18)
Interest Paid (1,236.77) (2,907.13)
Dividend Paid (515.81) (432.23)
Dividend & Distribution Tax Paid (85.68) (84.06)
Proceeds From Long Term Borrowing 2,034.08 10,490.58
Repayment of Long Term Borrowing (12,959.15) (4,006.76)
Proceeds From Short Term Borrowing - 1,331.18
Repayment of Short Term Borrowing - (12,497.32)
Net Cash Flow from Financing Activities (C) 7,624.97 5,160.48
Increase/ (Decrease) in Cash and Cash Equivalents (D= A+B+C) 4,234.71 314.36
Cash & Cash Equivalents as at Beginning of Year 447.71 93.51
Add: on Amalgamation - 39.84
Cash & Cash Equivalents as at End of the Year 4,682.42 447.71
Cash and Cash Equivalent includes
Cash and Cheques in Hand 19.41 4.58
Balance with Scheduled Banks
In Current Accounts 165.71 403.55
In Fixed Deposit Accounts 4,451.28 -
In Unclaimed Dividend Account 46.02 39.58
Notes:
1) The above Cash Flow Statement has been prepared under the ‘Indirect Method’ as set out in the
Accounting Standard - 3 issued by The Institute of Chartered Accountants of India.
2) Figures in bracket indicate cash outflow.
As Per Our Report of Even Date For and on Behalf of Board of Directors
For Haribhakti & Co For Amit Desai & Co
Jaydev Mody Chairman
Chartered Accountants Chartered Accountants
Ashish Kapadia Managing Director
Mahesh Gupta Director
Rajeev Piramal Director
Chetan Desai Amit Desai
Rajesh Jaggi Director
Partner Proprietor
Lt. Gen. N. Thamburaj Director
Place : Mumbai Hitesh Kanani Company Secretary
Date : 26th April, 2011
(` in Lacs)
As at As at
Particulars
31st March, 2011 31st March, 2010
Schedule No. 1
Share Capital
Authorised
35,00,00,000 (35,00,00,000) Equity Shares Of `1/- Each 3,500.00 3,500.00
10,00,000 (10,00,000) 10% Non Cumulative Redeemable
Preference Shares Of ` 10/- Each 100.00 100.00
1,30,00,000 (1,30,00,000) 8% Non Cumulative Redeemable
Preference Shares ` 10/- Each 1,300.00 1,300.00
Total 4,900.00 4,900.00
Issued, Subscribed And Paid-Up
20,18,08,189 (P.Y. 16,71,61,130) Equity Shares Of ` 1/- Fully
Paid Up 2,018.08 1,671.61
1,22,38,535 (P.Y.1,22,38,535) 8% Non Cumulative Redeemable
Preference Shares Of ` 10/- Each Fully Paid Up 1,223.85 1,223.85
Total 3,241.94 2,895.46
1) During the F.Y 2010-11 Company issued and allotted 3,46,47,059 Equity Share of ` 1/- each issued
at a price of ` 51 per Equity Share on Preferential basis to Promoter Group and Selected investors
as per the approval of share holders and applicable statutory provisions.
2) In terms of approval by the Shareholders of the Company and as per the applicable statutory
provisions, in the F.Y. 2007-08 of the Company had issued and allotted 150,00,000 warrants to
promoter entitling warrant holders to acquire equivalent number of fully paid up equity shares of Re
1/- each of the Company at price of ` 40.50 per Equity Share. As per the entitlement, the warrant
holders applied for and allotted 150,00,000 Equity shares of the Company during the Financial Year
2009-2010.
3) During the F.Y. 2009-10, the Company issued and allotted 1,66,33,000 Equity Shares of ` 1/- each
issued at price of ` 50.0625 per share to Qualified Institutional Buyer.
66
Schedules
Forming Part of the Balance Sheet As At 31st March, 2011
(` in Lacs)
As at As at
Particulars
31st March, 2011 31st March, 2010
Schedule No. 2
Reserves & Surplus
Security Premium Account
As per Last Balance Sheet 20,517.20 11,507.55
Add: Addition during the year 17,323.53 14,085.57
Less: Share Issue And Other Expenses (1.28) (528.18)
Less: Adjustment Pursuant of Scheme of Arrangement &
Amalgamation - (4,547.74)
37,839.45 20,517.20
General Reserves
As per Last Balance Sheet 2,413.93 2,113.93
Add : Transfer From Profit & Loss Account 2,000.00 300.00
4,413.93 2,413.93
Capital Redemption Reserves 181.03 181.03
Schedule No. 3
Employee Stock Options Outstanding
Option Granted During the Year 2,074.45 -
Less: Deferred Employee Compensation 1,877.63 -
Total 196.82 -
(` in Lacs)
As at As at
Particulars
31st March, 2011 31st March, 2010
Schedule No. 4
Secured Loans
From a Bank
Term Loan 6,557.04 6,153.92
Interest accrued and due - 3.00
(Secured against the mortgage of Immovable Property of the
Company at Bayside Mall, Mumbai and Ship belonging to the
step down Subsidiary Company)
From a Company
Vehicle Loan 11.94 17.68
(Secured by way of hypothecation of a Motor Vehicle)
68
Schedule No. 5
Fixed Assets & Depreciation
(` in Lacs)
Gross Block Depreciation Net Block
Particulars As at Merger/ As at As at Merger/ As at As at As at
Schedules
(` in Lacs)
Current Previous Face As at As at
Particulars Year Year Value 31st March, 31st March,
Nos. Nos. ` 2011 2010
Schedule No. 6
Investments
Long Term Investment
I) Trade Investments (at cost)
Fully Paid Equity Shares
A) Quoted
Peninsula Land Limited 48,000 48,000 2 2.64 2.64
(Aggregate Market Value ` 28.46 Lacs -
L.Y. ` 35.26 Lacs)
B) Unquoted
Aero Port & Infrastructure Project Private Limited 43,750 43,750 10 4.38 4.38
J M Township and Real Estate Private Limited - 175,000 10 - 17.50
Peninsula Mega Properties Private Limited - 2,600 10 - 0.26
II) Investments in Subsidiary Companies (at cost)
Unquoted Equity Shares Fully Paid
Delta Pan Africa Limited 889,143 889,143 1000 Kshs 5,397.60 5,397.60
Richtime Realty Private Limited - 5,001 10 - 0.50
Delta Holding (USA) Inc. 100,000 100,000 $ 10 428.20 428.20
AAA Aviation Private limited - 1,800,000 10 - 180.00
Highstreet Cruises & Entertainment Private Limited - 1,200,000 10 - 1,200.00
Delta Hospitality & Entertainment Private Limited - 51,910 10 - 77.65
Delta Adventure & Entertainment Private Limited 10,000 10,000 10 1.00 1.00
Delta Leisure & Entertainment Private Limited 10,000 10,000 10 1.00 1.00
Delta Hospitality & Leisure Pvt. Ltd. 9,700 - 10 0.97 -
Advani Pleasure Cruises Company Private Limited 2,218,500 - 10 289.87 -
Delta Offshore Developers Private Limited 1,200 - $ 100 54.20 -
Delta Lifestyle & Entertainment Private Limited 10,000 10,000 10 1.00 1.00
III) Non Trade / Other Investments (at cost)
(A) Fully Paid Equity Shares
i) Quoted
Piramal Healthcare Limited 423 423 2 0.10 0.10
Victoria Mills Limited 40 40 100 0.02 0.02
Advani Hotels & Resorts Limited - 16,127,706 2 - 8,869.82
Arrow Textiles Limited 1 1 10 0.00 0.00
70
Schedules
Forming Part of the Balance Sheet As At 31st March, 2011
(` in Lacs)
Current Previous Face As at As at
Particulars Year Year Value 31st March, 31st March,
Nos. Nos. ` 2011 2010
(` in Lacs)
As at 31st March, 2011 As at 31st March, 2010
Particulars Book Market Book Market
Value Value Value Value
(` in Lacs)
As at As at
Particulars
31st March, 2011 31st March, 2010
Schedule No. 7
Sundry Debtors
(Unsecured And Considered Good)
Outstanding For More Than Six Months 145.27 246.43
Others 31.50 30.41
Total 176.77 276.83
Note :
Above includes dues from a Subsidiary Company
Advani Pleasure Cruises Company Private Limited 7.98 -
Schedule No. 8
Cash And Bank Balances
Cash On Hand and Cheques on hand 19.41 4.58
Balances With Schedule Banks
In Current Accounts 165.71 403.55
In Fixed Deposit Accounts 4,451.28 -
In Unclaimed Dividend Accounts 46.02 39.58
4,663.00 443.13
Total 4,682.42 447.71
Schedule No. 9
Loans & Advances
Unsecured And Considered Good:
Loans and Advances to Subsidiary Companies & Associates 35,241.37 12,847.38
Loans and Advances to Others 7,305.01 6,916.90
Deposits 51.55 63.71
Advance Tax (net of tax provision of ` 4,219.99 Lacs,
L.Y `1,142.39 Lacs) 909.29 1,018.70
MAT Credit Entitlement 2,177.41 -
Total 45,684.64 20,846.69
(` in Lacs)
As at As at
Particulars
31st March, 2011 31st March, 2010
Schedule No. 10
Other Current Assets
Share Application Money 1,549.33 -
Total 1,549.33 -
Schedule No. 11
Current Liabilities
Sundry Creditors
- Micro, Small and Medium Enterprise 0.08 0.08
- Others 68.71 270.86
Deposits 181.21 1,899.99
Other Liabilities 31.44 169.50
Interest accrued but not due 0.06 4.31
Unclaimed Dividends * 46.02 39.58
*(Amount due and outstanding to be credited to Investor
Education Protection Fund - Current Year : NIL,
Previous Year : NIL)
327.52 2,384.33
Provisions
Proposed Dividend on Preference Shares 97.91 97.91
Proposed Dividend on Equity Shares 605.42 417.90
Provision for Dividend Tax 114.10 85.68
Provision for Taxation(net of advance tax of ` 37.80 Lacs,
L.Y ` 493.43 Lacs) 51.06 149.03
Provision for Employee Benefits 11.21 10.86
879.70 761.38
Total 1,207.22 3,145.71
74
Schedules Forming Part of the
Profit & loss Account for the year ended 31st March, 2011
(` in Lacs)
Year ended Year ended
Particulars
31st March, 2011 31st March, 2010
Schedule No. 12
Sales / Operational Income
Sale of Property 25,000.00 -
Lease Rentals 849.94 2,457.82
Revenue Sharing & Consultancy Income - 2,401.12
Compensation Income & Other Operational Income 313.10 550.90
Total 26,163.04 5,409.84
Schedule No. 13
Other Income
Dividend Income from
- Trade Investment 0.72 0.43
- Non - Trade Investment 553.46 47.62
Profit On Sale Of Assets - 1.88
Profit On Sale of Mutual Fund 5.85 -
Total 560.02 49.92
Schedule No. 14
Cost of Premises / Inventory Sold
As per Last Balance Sheet - -
Add: Investment Converted in to Stock in Trade 8,259.31 -
8,259.31 -
Less: Closing Stock - -
Total 8,259.31 -
Schedule No. 15
Staff Costs
Salaries and Incentives 206.97 183.26
Employee Stock Compensation Expenses 196.82 -
Contribution to Provident & Other Funds 3.94 8.33
Gratuity Fund Contributions 1.82 3.21
Staff Welfare Expenses 2.76 2.72
Total 412.30 197.52
(` in Lacs)
76
Schedules Forming Part of the
Profit & loss Account for the year ended 31st March, 2011
(` in Lacs)
Schedule 18
I. Statement of Significant Accounting Policies
b) Revenue Recognition
i. Sale of Properties & Services are recognized when significant risks and rewards of ownership are
passed on to customers or when the full / complete services have been provided. Sales are stated
at contractual realizable value.
ii. Interest income is generally recognized on a time proportion method.
iii. Dividend income is recognized when the right to receive dividend is established.
iv. Claims for price variation/exchange rate variation in case of contracts are accounted for on
acceptance.
v. Rent income is accounted on accrual basis.
c) Fixed Assets
Fixed Assets are stated at cost less accumulated depreciation. Cost comprises the purchase price
and any attributable cost of bringing the asset to its working condition for its intended use. Finance
cost relates to acquisition of fixed assets are included to the extent they relate to the period till
such assets are ready to be put to intended use.
Capital Work-In-Progress
Expenses incurred for acquisition of Capital Assets along with advances towards the acquisition
of Fixed Assets outstanding at each balance sheet date are disclosed under Capital Work-in-
Progress.
d) Depreciation
Depreciation is provided on Written Down Value (WDV) method as prescribed in Schedule XIV of
the Companies Act, 1956. Depreciation is provided from the date of acquisition till the date of sale
/ disposal of Assets.
e) Investments
Investments that are readily realizable and intended to be held but not more than a year are
classified as Current Investments. All other investments are classified as Long Term Investment.
Carrying amount of the individual investment is determined on the basis of the average carrying
amount of the total holding of the investments.
Long-Term Investments are stated at cost less provision for other than temporary diminution in
value. Investments in Immovable Properties include purchase price, duties, interest and cost of
improvements. Current investments are carried at lower of cost and fair value.
f) Employee Benefits
Liability is provided for retirement benefits for provident fund, gratuity and leave encashment
78
SCHEDULE ANNEXED TO AND FORMING PART OF THE
BALANCE SHEET AND PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31st MARCH, 2011
in respect of all eligible employees. Contributions under the defined contribution schemes are
charged to revenue. The liability in respect of defined benefit schemes like gratuity and leave
encashment is provided in the accounts on the basis of actuarial valuations as at the year end.
i) Taxation
Tax expenses are the aggregate of current tax and deferred tax charged or credited in the
statement of profit and loss for the period.
a) Current Tax
The current charge for income tax is calculated in accordance with the relevant tax regulations
applicable to the company.
b) Deferred Tax
Deferred tax charge or credit reflects the tax effects of timing differences between accounting
income and taxable income for the period. The deferred tax charge or credit and the
corresponding deferred tax liabilities or assets are recognized using the tax rates that have
been enacted or substantively enacted by the balance sheet date. Deferred tax assets are
recognized only to the extent there is reasonable certainty that the assets can be realized in
future; however, where there is unabsorbed depreciation or carry forward of losses, deferred
tax assets are recognized only if there is virtual certainty of realization of such assets. Deferred
tax assets are reviewed at each balance sheet date.
j) Impairment of Assets
The Company evaluates all its assets for assessing any impairment and accordingly recognizes
the impairment, wherever applicable, as provided in Accounting Standard 28, “Impairment of
Assets”.
m) Operating Leases
Rental applicable to operating leases where substantially all of the benefits and risks of
ownership remain with the lessor are charged against Profit & Loss Account as per the terms
of lease agreement over the period of lease term.
n) Miscellaneous Expenditure
Preliminary expenditures are fully charged off in the year in which it has incurred.
b) Contingent Liabilities
Claims against the Company not acknowledged as debts:
• Income Tax Liabilities for Ass. Year 2007-08: ` 146.22 Lacs (Previous year ` 146.22 Lacs).
• Corporate Guarantee given: ` 1,836.40 Lacs (Previous year ` 1,000.00 Lacs).
c) Estimated amount of contracts remaining to be executed on capital account not provided for (net
of advance) ` 147.13 Lacs (Previous Year ` NIL)
d) Segment Disclosures
As per Accounting Standard (AS) 17 on “Segment Reporting”, segment information has been
provided under notes to Consolidated Financial Statements.
80
SCHEDULE ANNEXED TO AND FORMING PART OF THE
BALANCE SHEET AND PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31st MARCH, 2011
e) Acquisitions / Divestments
• Acquisitions:
During the year, the Company has formed/ acquired following subsidiary Companies:
Delta Offshore Developers Ltd, (Mauritius) having paid up Equity share capital of US$
1.20 Lacs comprising of 1,200 equity Shares of US$ 100 for ` 54.20 Lacs each and share
application money paid for Investment made in 0% Optionally Convertible Redeemable
34,300 Preference shares @ 100 US$ for ` 1,549.33 Lacs .
The Board of Directors and Investment Committee of the Company has at their meeting held
on 19th January, 2010, approved the purchase of 50.99% Equity Shares (22,18,400 Equity
Shares of ` 10/- each) of Advani Pleasure Cruise Company Private Limited (APCCPL) upon
terms and conditions agreed in the Share Purchase Agreement (SPA) between the Company
and Advani Hotels and Resorts (India) Limited (AHRIL). Accordingly, on 20th September,
2010 the Company has acquired 22,18,500 shares of APCCPL from AHRIL and thereby said
Company becomes the Subsidiary Company.
During the year, the Company has acquired 10,000 equity shares of ` 10 each amounting to
` 1 Lacs each of Goodluck Renewable Energy Resources Private Limited and Delta Hospitality
& Leisure Private Limited (earlier known as PLL Delta Hotels Private Limited).
• Disinvestments:
The Company disinvested 1,38,00,000 equity shares of ` 10/- each amounting to ` 1,380
Lacs of its Subsidiary Company namely AAA Aviation Private Ltd, thereby the said Company
ceased to remain subsidiary of the Company.
The Company disinvested 10,000 equity shares of ` 10/- each amounting to ` 1 Lacs of
its Subsidiary Company namely Goodluck Renewable Energy Resources Private Limited,
thereby the said Company ceased to remain subsidiary of the Company.
Under corporate restructuring plan, the Company has transferred shares of following directly
owned Subsidiaries Companies to its wholly owned Subsidiaries Companies at cost and
thereby it becomes step down subsidiaries;
a. Highstreet Cruises & Entertainment Private Limited
b. Delta Hospitality & Entertainment Private Limited
c. Richtime Realty Private Limited
d. Delta Hospitality & Leisure Private Limited
Under corporate restructuring plan, the Company has transferred shares of 1,60,29,946
equity shares of ` 2/- of Advani Hotels & Resorts (India) Limited to its subsidiary company at
` 39 per share as per SEBI Order dated 10th February, 2011. In standalone financial, company
has booked loss of ` 2,559.55 Lacs.
share of ` 1/- each. The option shall vest in four equal installments. Details of options granted
during the year duly approved by the Compensation Committee under the said scheme are
as under:
The particulars of option granted and lapsed under the scheme are tabulated herein below;
Note : The no of shares granted on 08.07.2010 was 31 Lacs. Out of the said shares 2 Lacs
shares were cancelled as an employee to whom it was allotted resigned from the employment.
Accordingly the said 2 Lacs shares were re-granted on 30th November, 2010. The No. of
option granted became 33 Lacs (including 2 Lacs which got cancel earlier).
82
SCHEDULE ANNEXED TO AND FORMING PART OF THE
BALANCE SHEET AND PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31st MARCH, 2011
Subsidiaries:
• AAA Aviation Private Limited (AAPL) (till 13.09.2010)
• Advani Pleasure Cruise Company Private Limited (APCCPL) (from 20.09.2010)
• Delta Adventures and Entertainment Private Limited (DAEPL)
• Delta Holding (USA) Inc. (DHUSA)
• Delta Hospitality & Leisure Private Ltd (DHLPL) (from 30.04.2010)
• Delta Hospitality and Entertainment Private Limited (DHEPL) (till 25.05.2010)
• Delta Leisure and Entertainment Private Limited (earlier known as Delta Cruises and
Entertainment Private Limited) (DLENPL)
• Delta Lifestyle and Entertainment Private limited (DLEPL)
• Delta Offshore Developers Ltd (DODL) (from 15.12.2010)
• Delta Pan Africa Limited (DPAL)
• Goodluck Renewable Energy Resources Private Limited (GRERPL) (from 08.09.10 to 20.01.11)
• Highstreet Cruises & Entertainment Private Limited (HCEPL) (till 15.05.2010)
• Richtime Realty Private Limited (RRPL) (till 15.05.2010)
84
SCHEDULE ANNEXED TO AND FORMING PART OF THE
BALANCE SHEET AND PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31st MARCH, 2011
Joint Venture:
• Highstreet Riviera Leisure (Goa) Private Ltd (HRLGPL) (through its Subsidiary Company
DLEPL)
(ii) Individuals owning directly or indirectly an Interest in the voting power that gives them
significant influence:
• Mr. Jaydev Mody (JM) - Chairman
• Mrs. Zia Mody (ZM)
(iii) Key Management Personnels:
• Mr. Ashish Kapadia (AK) – Managing Director
• Mr. Hardik Dhebar (HD) - Group C.F.O.
(iv) Enterprises over which persons mentioned in (ii) and (iii) above exercise significant
influence:
• Aarti Management Consultancy Private Limited (AMCLP)
• Aarti J Mody Trust
• Aditi Management Consultancy Private Limited (ADMPL)
• Aditi J Mody Trust
• Anjoss J Mody Trust
• Anjoss Trading Private Limited (ATPL)
• Arrow Textiles Limited (ATL)
• AZB & Partners (AZB)
• Dacapo Brokerage India Private Limited (DBIPL)
• Delta Magnets Limited (DML)
• Freedom Aviation Private Limited (FAPL)
• Freedom Registry Limited (FRPL)
• J M Realty Management Private Limited (JMRMPL)
• J M Township Real Estate Private Limited (JMTPL)
• Peninsula Facility Management Services Private Limited (PFMS)
• Peninsula Land Ltd (PLL)
Details of transactions carried out with related parties in the ordinary course of business
(` in Lacs)
Key Management Enterprises over
Subsidiary/
Personnel / Individual which Individuals/
Sr. Fellow Subsidiary
Nature of Transactions owning directly or Key Management Total
No. Company/
indirectly interest in Personnel exercise
Associates
voting power significant influence
10-11 09-10 10-11 09-10 10-11 09-10 10-11 09-10
1 Sale of Fixed Assets
HCEPL - 5.66 - - - - - 5.66
AAPL - 2.96 - - - - - 2.96
- 8.63 - - - - - 8.63
2 Consultancy Income - -
PLL - - - - - 408.43 - 408.43
- - - - - 408.43 - 408.43
3 Revenue Sharing Income
PLL - - - - - 1,992.69 - 1,992.69
- - - - - 1,992.69 - 1,992.69
4 Interest Paid
DML - - - - - 13.73 - 13.73
DBIPL - - - - - 0.52 - 0.52
PLL - - - - - 241.71 - 241.71
- - - - - 255.96 - 255.96
5 Travelling Expenses
AAPL - 1.43 - - - - - 1.43
- 1.43 - - - - - 1.43
6 Maintenance Charges
and Other reimbursement
PFMS - - - - 58.34 61.52 58.34 61.52
- - - - 58.34 61.52 58.34 61.52
7 Directors Sitting Fess
AK - - - 0.18 - - - 0.18
JM - - 0.50 0.50 - - 0.50 0.50
- - 0.50 0.68 - - 0.50 0.68
8 Professional Fees Paid
FRPL - - - - 4.60 1.25 4.60 1.25
AZB - - - - 28.76 110.28 28.76 110.28
- - - - 33.36 111.53 33.36 111.53
9 Remuneration Paid
AK - - 99.94 72.37 - - 99.94 72.37
HD - - 0.10 - - - 0.10 -
- - 100.04 72.37 - - 100.04 72.37
10 Other Expenses Paid
DBIPL - - - - 0.01 0.33 0.01 0.33
- - - - 0.01 0.33 0.01 0.33
86
SCHEDULE ANNEXED TO AND FORMING PART OF THE
BALANCE SHEET AND PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31st MARCH, 2011
(` in Lacs)
Key Management Enterprises over
Subsidiary/
Personnel / Individual which Individuals/
Sr. Fellow Subsidiary
Nature of Transactions owning directly or Key Management Total
No. Company/
indirectly interest in Personnel exercise
Associates
voting power significant influence
10-11 09-10 10-11 09-10 10-11 09-10 10-11 09-10
11 Lease Rent Received
APCCPL 63.33 - - - - - 63.33 -
63.33 - - - - - 63.33 -
12 Interest Received
HCEPL 587.33 442.84 - - - - 587.33 442.84
AAPL 14.92 21.20 - - - - 14.92 21.20
ATL - - - - - 22.35 - 22.35
APCCPL 64.03 - - - - - 64.03 -
666.28 464.04 - - - 22.35 666.28 486.39
13 Loans Taken
AMCLP - - - - - 591.83 - 591.83
ADMPL - - - - - 122.83 - 122.83
ATPL - - - - - 129.83 - 129.83
JM - - - 225.00 - - - 225.00
- - - 225.00 - 844.49 - 1,069.49
14 Loans Repayment
(Including Interest)
AMCLP - - - - - 591.83 - 591.83
ADMPL - - - - - 122.83 - 122.83
ATPL - - - - - 129.83 - 129.83
DBIPL - - - - - 101.51 - 101.51
DML - - - - - 147.18 - 147.18
PLL - - - - - 4,251.64 - 4,251.64
JM - - - 225.00 - - - 225.00
- - - 225.00 - 5,344.82 - 5,569.82
15 Loans Given
AAPL 114.50 568.83 - - - - 114.50 568.83
DHEPL 319.50 4,436.80 - - - - 319.50 4,436.80
HCEPL 6,827.89 2,313.45 - - - - 6,827.89 2,313.45
ATL - - - - - 20.00 - 20.00
APCCPL 1,752.61 - - - - - 1,752.61 -
DAEPL 3,053.60 - - - - - 3,053.60 -
DLEPL 8,545.41 - - - - - 8,545.41 -
GRERPL 102.23 - - - - - 102.23 -
DHLPL 12,458.26 - - - - - 12,458.26 -
33,174.00 7,319.08 - - - 20.00 33,174.00 7,339.08
(` in Lacs)
Key Management Enterprises over
Subsidiary/
Personnel / Individual which Individuals/
Sr. Fellow Subsidiary
Nature of Transactions owning directly or Key Management Total
No. Company/
indirectly interest in Personnel exercise
Associates
voting power significant influence
10-11 09-10 10-11 09-10 10-11 09-10 10-11 09-10
16 Loans Received Back
(Including Interest)
AAPL 42.69 67.30 - - - - 42.69 67.30
HCEPL 5,307.05 2,299.98 - - - - 5,307.05 2,299.98
ATL - - - - 220.35 - 220.35
DHEPL 4,736.30 - - - - - 4,736.30 -
APCCPL 621.39 - - - - - 621.39 -
DAEPL 279.60 - - - - - 279.60 -
GRERPL 102.23 - - - - - 102.23 -
DHLPL 8.00 - - - - - 8.00 -
11,097.26 2,367.28 - - - 220.35 11,097.26 2,587.63
17 Corporate Guarantee
given
HCEPL 1,000.00 1,000.00 - - - - 1,000.00 1,000.00
APCCPL 836.40 - - - - - 836.40 -
1,836.40 1,000.00 - - - - 1,836.40 1,000.00
18 ESOP Granted (nos. of
options)
AK - - 17.05 - - - 17.05 -
HD - - 6.00 - - - 6.00 -
- - 23.05 - - - 23.05 -
19 Hypothecation of Fixed
Assets of Subsidiary
Company
HCEPL (fair value) 4,100.00 4,100.00 - - - - 4,100.00 4,100.00
4,100.00 4,100.00 - - - - 4,100.00 4,100.00
20 Dividend On Equity
Shares Paid
JM - - 49.02 39.21 - - 49.02 39.21
ZM - - 150.78 120.63 - - 150.78 120.63
- - 199.80 159.84 - - 199.80 159.84
21 Dividend On Preference
Shares Paid
JM - - 48.95 48.95 - - 48.95 48.95
ZM - - 48.95 48.95 - - 48.95 48.95
- - 97.90 97.90 - - 97.90 97.90
88
SCHEDULE ANNEXED TO AND FORMING PART OF THE
BALANCE SHEET AND PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31st MARCH, 2011
(` in Lacs)
Key Management Enterprises over
Subsidiary/
Personnel / Individual which Individuals/
Sr. Fellow Subsidiary
Nature of Transactions owning directly or Key Management Total
No. Company/
indirectly interest in Personnel exercise
Associates
voting power significant influence
10-11 09-10 10-11 09-10 10-11 09-10 10-11 09-10
22 Deposit refunded back
PLL - - - - - 150.00 - 150.00
- - - - - 150.00 - 150.00
23 Amount Received for
Shares Warrants
Aarti J Mody Trust - - - - 233.32 - 233.32 -
Aditi J Mody Trust - - - - 233.32 - 233.32 -
Anjoss J Mody Trust - - - - 233.32 - 233.32 -
JM - - - 2,602.22 - - - 2,602.22
- - - 2,602.22 699.96 - 699.96 2,602.22
24 Amount Received for
Equity Shares
Aarti J Mody Trust - - - - 1,400.80 - 1,400.80 -
Aditi J Mody Trust - - - - 1,400.80 - 1,400.80 -
Anjoss J Mody Trust - - - - 1,400.80 - 1,400.80 -
- - - - 4,202.40 - 4,202.40 -
25 Advance given for
Properties
RRPL 953.00 268.50 - - - - 953.00 268.50
953.00 268.50 - - - - 953.00 268.50
26 Investments in Shares
DCEPL - 1.00 - - - - - 1.00
DLEPL - 1.00 - - - - - 1.00
DAEPL - 1.00 - - - - - 1.00
DODL 54.20 - - - - - 54.20 -
AAPL 1,200.00 - - - - - 1,200.00 -
DHLPL 1.00 - - - - - - -
GREPL 1.00 - - - - - - -
1,256.20 3.00 - - - - 1,254.20 3.00
27 Sale of Shares
DCEPL 1,200.03 - - - - - 1,200.03 -
DAEPL 18.00 - - - - - 18.00 -
DHLPL 77.65 - - - - - 77.65 -
PLL - - - - 0.26 - 0.26 -
1,295.68 - - - 0.26 - 1,295.94 -
28 Share Application Money
DODL - Preference
Shares 1,549.33 - - - - - 1,549.33 -
ATL - - - - 0.00 - 0.00 -
1,549.33 - - - 0.00 - 1,549.33 -
(` in Lacs)
Key Management Enterprises over
Subsidiary/
Personnel / Individual which Individuals/
Sr. Fellow Subsidiary
Nature of Transactions owning directly or Key Management Total
No. Company/
indirectly interest in Personnel exercise
Associates
voting power significant influence
10-11 09-10 10-11 09-10 10-11 09-10 10-11 09-10
29 Acquisition of Fixed Assets
PLL - - - - 322.14 - 322.14 -
- - - - 322.14 - 322.14 -
30 Deposit Received back
JM - - - 150.00 - - - 150.00
- - - 150.00 - - - 150.00
31 Purchase of Shares
PLL - - - - - 26.00 - 26.00
- - - - - 26.00 - 26.00
32 Sundry Balance Written off
AAPL - - - - 16.16 - 16.16 -
- - - - 16.16 - 16.16 -
33 Reimbursement of
Expenses
AAPL 0.54 7.64 - - - 0.54 7.64
AMCLP - - - - - 9.19 - 9.19
ATL - - - - 0.01 0.04 0.01 0.04
DBIPL - - - - - 0.52 - 0.52
DAEPL 0.08 0.08 - - - - 0.08 0.08
DCEPL 0.06 0.00 - - - - 0.06 0.00
DHEPL 0.02 0.76 - - - - 0.02 0.76
DLEPL - 0.01 - - - - - 0.01
DML - - - - 0.37 0.12 0.37 0.12
FAPL - - - - - 1.79 - 1.79
FRPL - - - - - 0.07 - 0.07
HCEPL 127.67 125.17 - - - - 127.67 125.17
HREPL - 0.01 - - - - - 0.01
HRLGPL - 0.01 - - - - - 0.01
JM - - - 3.99 - - - 3.99
JMRMPL - - - - - 0.00 - 0.00
JMTPL - - - - - 0.78 - 0.78
RRPL 0.15 0.33 - - - - 0.15 0.33
VHML 0.00 0.01 - - - - 0.00 0.01
128.52 134.02 - 3.99 0.38 12.51 128.90 150.52
34 Sharing of Resources of
Others*
ZM - - - - - - - -
ATPL - - - - - - - -
- - - - - - - -
90
SCHEDULE ANNEXED TO AND FORMING PART OF THE
BALANCE SHEET AND PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31st MARCH, 2011
(` in Lacs)
Key Management Enterprises over
Subsidiary/
Personnel / Individual which Individuals/
Sr. Fellow Subsidiary
Nature of Transactions owning directly or Key Management Total
No. Company/
indirectly interest in Personnel exercise
Associates
voting power significant influence
10-11 09-10 10-11 09-10 10-11 09-10 10-11 09-10
Outstanding Balance as
on 31st March
35 Professional Fees
Payable
AZB - - - - 0.01 10.55 0.01 10.55
FRPL - - - - 1.73 0.14 1.73 -
- - - - 1.74 10.69 1.74 10.55
36 Other Receivable
VHML - 400.00 - - - - - 400.00
AAPL - 610.00 - - - - - 610.00
- 1,010.00 - - - - - 1,010.00
37 Loans Given (Incl.
Interest)
AAPL - 520.93 - - - - - 520.93
DHEPL 20.00 4,436.80 - - - - 20.00 4,436.80
HCEPL 8,883.67 6,834.23 - - - - 8,883.67 6,834.23
APCCPL 2,566.08 - - - - - 2,566.08 -
DAEPL 2,774.00 - - - - - 2,774.00 -
DLEPL 8,545.41 - - - - - 8,545.41 -
DHLPL 12,450.26 - - - - - 12,450.26 -
35,239.41 11,791.96 - - - - 35,239.41 11,791.96
38 Sundry Creditor
PLL - - - - 36.79 100.83 36.79 100.83
PFMS - - - - 6.90 9.21 6.90 9.21
- - - - 43.69 110.04 43.69 110.04
39 Reimbursement of
Expenses
AAPL - 1.86 - - - - - 1.86
DBIPL - - - - - 0.22 - 0.22
DHEPL - 0.52 - - - - - 0.52
HCEPL - 43.45 - - - - - 43.45
HREPL - 0.01 - - - - - 0.01
HRLGPL - 0.01 - - - - - 0.01
JMTPL - - - - - 0.21 - 0.21
RRPL - 0.09 - - - - - 0.09
VHML - 0.01 - - - - - 0.01
- 45.95 - - - 0.43 - 46.38
* Transactions are of non monetary consideration.
h) Employee Benefits
Disclosure required under Accounting Standard – 15 (revised 2005) for “employee benefits” are
as under:
i) The Company has recognized the expected liability arising out of the compensated absence
and gratuity as at 31st March, 2011 based on actuarial valuation carried out using the Project
Credit Method.
ii) The below disclosure have been obtained from independent actuary. The other disclosures
are made in accordance with AS – 15 (revised) pertaining to the Defined Benefit Plan is as
given below :
(` In Lacs)
92
SCHEDULE ANNEXED TO AND FORMING PART OF THE
BALANCE SHEET AND PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31st MARCH, 2011
(` In Lacs)
Gratuity Leave Encashment
Sr. Unfunded Unfunded
Particulars
No.
2011 2010 2011 2010
4 Actuarial Gain/Loss recognized :
Actuarial (Gain)/Loss for the year –
Obligation (2.10) 1.28 (3.11) 0.83
Actuarial (Gain)/Loss for the year - plan
assets - 0.33 - -
Total (Gain)/Loss for the year (2.10) 1.60 (3.11) 0.83
Actuarial (Gain)/Loss recognized in the year (2.10) 1.60 (3.11) 0.83
5 Amount recognized in the Balance Sheet:
Liability at the end of the year 9.36 7.80 1.85 3.06
Fair value of Plan Assets at the end of the
year - - - -
Difference 9.36 7.80 1.85 3.06
Amount recognized in the Balance Sheet 9.36 7.80 1.85 3.06
6 Expenses recognized in the Profit and
Loss Account:
Current Service Cost 3.27 1.45 1.98 0.46
Interest Cost 0.64 0.48 0.25 0.21
Expected return on Plan assets - (0.33) - -
Past Service Cost (non-vested benefit)
recognized - - - -
Past Service Cost (vested benefit)
recognized - - - -
Recognition of Transition Liability - - - -
Actuarial (Gain) or Loss (2.10) 1.60 (3.11) 0.83
Expenses recognized in the Profit and
Loss Account 1.82 3.21 (0.88) 1.50
7 Balance Sheet Reconciliation :
Opening Liability 7.80 0.51 3.06 2.74
Funded Assets Taken by Other Company - 4.08 - -
Expenses as above 1.82 3.21 (0.88 ) 1.50
Employer’s Contribution 0.26 - 0.33 1.18
Closing Net Liability 9.36 7.80 1.85 3.06
8 Data :
No of Employees 15 - 13 -
Avg. Age of Employees 39 Yrs - 38 Yrs -
Avg. Salary of Employees Per Month 8.37 - 3.02 -
i) Disclosure required by clause 32 of the Listing Agreement and as per Section 370 (1B) of
Companies Act, 1956
Amount of Loans and Advances in the nature of Loans outstanding to Subsidiaries /Step down
Subsidiaries / Associates etc.
a) Loans and Advances in the nature of Loans
(` In Lacs)
Notes:
• Loans and Advances shown above, to subsidiaries and associates fall under the category
of Loans and Advances in nature of Loans where there is no repayment schedule and are
re-payable on demand.
• Loan to employees as per Company’s policy is not considered.
b) Investment by the loanee in the share of the Company
None of the loanees and loanees of subsidiary companies has, per se, made investments in
shares of the Company.
94
SCHEDULE ANNEXED TO AND FORMING PART OF THE
BALANCE SHEET AND PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31st MARCH, 2011
During the year Company has sold the Delta Plaza, immovable property at Prabhadevi, Mumbai
and hence disclosure about future minimum lease income from Delta plaza is not given.
The Company has taken Bareboat - M. V. Caravela from Waterways Shipyard Private Limited
which is sub lease to its subsidiary - Advani Pleasure Cruises & Entertainment
The future minimum lease income is as under:
(` In Lacs)
*Other Terms
i) The Operating lease arrangements extend for a maximum of 5 years from their respective
dates of inception and relate to rented premises and moveable property.
ii) Additional amount of applicable taxes will be paid on these rentals as per the applicable rates
existing at the time of receipts and payments.
The components of Deferred Tax Assets to the extent recognized and Deferred Tax Liabilities
as on 31st March, 2011 are as follows:
(` In Lacs)
* Excluding Contribution to Gratuity Fund and provision for leave encashment, as separate figures
cannot be quantified.
96
SCHEDULE ANNEXED TO AND FORMING PART OF THE
BALANCE SHEET AND PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31st MARCH, 2011
Computation of Net Profit in accordance with Section 198 of the Companies Act, 1956:
(` in Lacs)
n) Auditors Remuneration:
(` In Lacs)
98
SCHEDULE ANNEXED TO AND FORMING PART OF THE
BALANCE SHEET AND PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31st MARCH, 2011
r) During the year Company has raised ` 17,670 Lacs through allotment of 3,46,47,059 equity
shares of ` 1 each at a price of ` 51 per equity share on preferential basis to promoter group and
selected investors. Further, Company has received ` 2,719.58 Lacs towards 25% payment of ` 51
per warrant for 2,13,30,000 warrant (face value of ` 1) issued to promoter group and to selected
investors. After period of 18 months and subject to realization of balance payment of 75% above
2,13,30,000 warrants will be converted into Equity Shares of ` 1. The details of utilization of both
the above proceeds are as under:
Particulars ` In Lacs
Investment in Equity and Preference Share of Delta Offshore Developers Ltd 1,604
Advance given for Investment in Share 345
ICD given to Subsidiary Companies for its Operation 7,405
Advance Tax Payment 750
Fixed Deposit 3,600
Amount lying in Mutual Fund 6,686
Total 20,390
I. REGISTRATION DETAILS:
Registration No.: 58817 State Code: 11
Balance Sheet Date: 11
Date Month Year
100
Financial Information of Subsidiary Companies
Profit Provision Profit Country
Sr. Reporting Total Total Proposed
Name of Subsidiary Companies Capital Reserves Investment Turnover before for after of
No. Currency Liabilities Assets Dividend
taxation Taxation Taxation Company
1. Delta Adventures & Entertainment Pvt. Ltd. INR 1.00 (0.84) 2,774.17 1,915.66 858.66 - (0.56) - (0.56) - India
2. Richtime Realty Private Limited INR 1.00 1,056.72 3,363.98 4,421.70 - - (20.47) 12.51 (7.96) - India
3. Aman Infrastructure Private Limited INR 1.00 (0.92) 274.87 274.95 - 1.20 (0.92) - (0.92) - India
4. Argyll Hotel Private Limited INR 1.00 (0.43) 87.64 88.21 - 0.80 (0.43) - (0.43) - India
5. AAA Township Private Limited INR 1.00 (4.45) 4.00 0.05 0.50 35.00 (2.25) (1.31) (3.56) - India
6. Samarpan Properties and Construction
Pvt. Ltd. INR 1.00 (0.28) 0.78 1.00 0.50 - (0.28) - (0.28) - India
7. Samarpan Township Pvt. Ltd. INR 1.00 (0.28) 0.28 1.00 - - (0.28) - (0.28) - India
8. Shree Mangesh Realty Pvt. Ltd. INR 1.00 (0.60) 81.65 82.05 - - (0.60) - (0.60) - India
9. Advani Pelasure Cruises Company Pvt. Ltd. INR 435.00 (541.80) 4,302.07 4,195.27 - 1,207.51 (493.64) 200.00 (293.64) - India
10. Delta Leisure and Entertainment Pvt. Ltd. INR 1.00 (3.54) 8,545.59 31.51 8,511.54 - (3.27) - (3.27) - India
11. Highstreet Cruises & Entertainment Pvt Ltd. INR 1,500.00 5,648.25 10,886.72 15,676.22 2,358.75 8,964.90 1,821.78 (641.35) 1,180.43 - India
12. Victor Hotels and Motels Limited INR 150.00 (206.80) 3,546.71 3,489.91 - 673.37 4.90 4.24 9.13 - India
13. Caravela Casino (Goa) Pvt. Ltd. INR 1.00 (0.29) 0.11 0.82 - - (0.29) - (0.29) - India
14. Delta Hospitality and Leisure Pvt. Ltd. INR 1.00 (5.14) 12,450.51 6,034.21 6,412.15 0.04 (5.10) - (5.10) - India
15. Marvel Resorts Pvt. Ltd. INR 1.00 - 5,655.72 5,656.72 - - - - - - India
16. Coastal Sports Ventures Private Limited INR 1.00 (37.56) 164.14 127.58 - 9.50 (27.21) 7.98 (19.23) - India
17. Delta Hospitality and Entertainment Pvt. Ltd. INR 51.91 (146.89) 1,236.67 1,141.69 - 1.38 2.34 (8.54) (6.20) - India
18. Delta Lifestyle & Entertainment Pvt. Ltd. INR 1.00 (0.68) 0.11 0.43 - - (0.41) - (0.41) - India
19. Delta Holdings USA Inc. INR 455.50 (73.12) 2.01 384.40 - - (27.28) (0.58) (27.86) - USA
USD 10.00 (1.61) 0.04 8.44 - - (0.53) (0.01) (0.54) -
20. Delta PAN Africa Limited INR 4,801.37 (57.39) 0.63 11.78 4,732.83 0.77 (2.74) (0.20) (2.94) - Kenya
KSHS 8,891.43 (106.28) 1.16 21.81 8,764.50 1.37 (4.89) (0.37) (5.25) -
21. Delta Corp East Africa Limited INR 8,821.66 2,516.49 11,778.06 21,950.19 1,166.01 1,492.33 (8.18) 21.50 13.32 - Kenya
KSHS 16,336.40 4,582.85 21,811.21 40,571.18 2,159.29 2,763.58 (92.46) 39.81 (52.65) -
22. Delta Square Ltd. INR 0.54 (29.46) 376.41 347.50 - 0.03 (0.68) - (0.68) - Kenya
KSHS 1.00 (54.74) 699.57 645.82 - 0.06 (1.20) - (1.20) -
Financial Information of SubsidiarY Companies
23. Delta Offshore Developer Limited INR 4.54 (0.55) 1,607.71 1,611.70 - - (0.55) - (0.55) - Mauritius
USD 1.20 (0.01) 34.31 35.50 - - (0.01) - (0.01) -
* Exchange rate as on 31.03.2011 1 KSHS =Closing Rate ` 0.54 Average Rate ` 0.56
* Exchange rate as on 31.03.2011 1 USD =Closing Rate ` 45.40 Average Rate ` 45.45
101
AUDITOR’S REPORT
ON CONSOLIDATED FINANCIAL STATEMENTS To the Board
of Directors of Delta Corp Limited
To The Board of Directors of Delta Corp Ltd. on the total net revenues of ` 9,229.96 Lacs
Consolidated Financial Statements and net cash inflows of ` 1,274.56 Lacs
for the year then ended were audited by
1. We have audited the attached Consolidated
one of the joint auditors M/s Amit Desai &
Balance Sheet of Delta Corp Ltd. (“the
Co who has furnished their report to other
Company”) and it’s Subsidiaries (collectively
joint auditor. The other joint auditor has not
referred to as “the group”) as at 31st March,
audited the financial statements of these
2011 and also the Consolidated Profit and
standalone and consolidated subsidiaries/
Loss Account and the Consolidated Cash Flow
fellow subsidiaries / joint venture and their
Statement for the year ended on that date
opinion is based solely on the report of the
annexed thereto. These financial statements
first joint auditor.
are the responsibility of the Company’s
Management and have been prepared by the b) The consolidated financial statement
Management on the basis of separate financial of one of the foreign subsidiary, (which
statements and other financial information comprises consolidation of three fellow
regarding components. Our responsibility is subsidiaries), which reflect total net assets
to express an opinion on these consolidated of ` 25,280.01 Lacs as at 31st March, 2011,
financial statements based on our audit. total net revenues of ` 1,410.99 Lacs and
net cash outflows of ` 2,343.24 Lacs for
2. We conducted our audit in accordance with the year then ended were audited by other
the auditing standards generally accepted in auditor who have furnished their report to
India. Those Standards require that we plan us. We have not audited the consolidated
and perform the audit to obtain reasonable financial statement of this subsidiary and
assurance about whether the financial our opinion is based solely on the report of
statements are free of material misstatement. the auditor.
An audit includes examining, on a test
c) The financial statements of two of the
basis, evidence supporting the amounts and
foreign subsidiary in which one of the
disclosures in the financial statements. An
subsidiary reflect total net assets of
audit also includes assessing the accounting
` 384.39 Lacs as at 31st December,
principles used and significant estimates made
2010, total net revenues of ` Nil and net
by management, as well as evaluating the
cash outflows of ` 7.49 Lacs for the year
overall financial statement presentation. We
then ended and other subsidiary total
believe that our audit provides a reasonable
net assets of ` 1,617.02 Lacs as at 31st
basis for our opinion.
March, 2011, total net revenues of ` Nil
3. We (jointly) did not audit the financial and net cash inflows of ` 1.09 Lacs for the
statements of the following subsidiaries whose year then ended, were approved by the
financial statement reflect total net assets of management of these subsidiaries, which
` 73,270.51 Lacs as at 31st March, 2011, total have been furnished to us. We have not
net revenues of ` 11,625.35 Lacs and net cash audited the financial statements of these
outflows of ` 706.45 Lacs for the year then subsidiaries and have relied on such
ended: approved unaudited Financial Statements.
a) The standalone financial statements of 4. We report that the consolidated financial
four of the subsidiaries, which reflect statements have been prepared by the
total net assets of ` 4,195.70 Lacs as at Company’s Management in accordance with
31st March, 2011, total net revenues of the requirements of Accounting Standards
` 984.40 Lacs and net cash inflows of (AS) 21, “Consolidated financial statements”,
` 368.64 Lacs and consolidated financial and Accounting standard (AS) 27, “Financial
statements of three of the subsidiaries, Reporting of Interests in Joint Ventures” as
(which comprises consolidation of notified pursuant to the Companies (Accounting
thirteen fellow subsidiaries and one joint Standards) Rules, 2006 and on the basis of the
venture), which reflect total net assets of separate financial statements of the Company,
` 41,793.39 Lacs as at 31st March, 2011, its subsidiaries and joint venture.
102
AUDITOR’S REPORT
ON CONSOLIDATED FINANCIAL STATEMENTS To the Board
of Directors of Delta Corp Limited
5. Without qualifying our opinion, attention is in conformity with the accounting principles
invited to note no. (ii) J of II of schedule 21 of generally accepted in India:
consolidated financial statement, with regards
to MAT Credit Entitlement of ` 2,357.41 Lacs, (a) in the case of the Consolidated Balance
which is based on judgment of management. Sheet, of the state of affairs of the Group
as at 31st March, 2011;
6. Based on our audit and on consideration
of reports of other auditors on separate (b) in the case of the Consolidated Profit and
financial statements and on the other Loss Account ,of the profit for the year
financial information of the components, and ended on that date; and
to the best of our information and according
to the explanations given to us, we are of (c) in the case of the Consolidated Cash Flow
the opinion that the attached consolidated Statement , of the cash flows of the Group
financial statements give a true and fair view for the year ended on that date.
(` in Lacs)
As at As at
Particulars Schedules
31st March, 2011 31st March, 2010
Sources Of Funds
Shareholders' Funds
Share Capital 1 3,241.94 2,895.46
Reserves & Surplus 2 55,703.90 23,053.70
Equity Share Warrants 2,719.58 -
Employee Stock Options 3 196.82 -
61,862.23 25,949.17
Loan Funds
Secured Loans 4 13,290.70 19,377.05
Unsecured Loans 5 6,875.70 20,166.40 6,987.79 26,364.83
Minority Interest 5,934.79 7,079.93
Total 87,963.43 59,393.93
Application Of Funds
Fixed Assets 6
Gross Block 16,522.36 10,790.62
Less: Depreciation (1,535.76) (1,026.06)
Net Block 14,986.60 9,764.57
Add: Capital Work In Progress 8,263.36 23,249.96 3,005.39 12,769.95
Goodwill 4,219.06 189.33
Investments 7 16,283.95 17,187.81
Deferred Tax Assets 2.89 264.22
Current Assets, Loans And Advances
Inventories 8 24,928.40 18,807.65
Sundry Debtors 9 289.13 525.80
Cash & Bank Balances 10 6,441.80 4,598.24
Loans & Advances 11 19,262.05 12,609.38
Other Current Asset 12 0.00 -
50,921.38 36,541.07
Less: Current Liabilities And Provisions 13
Current Liabilities 5,373.10 6,600.68
Provisions 1,340.72 957.77
6,713.83 7,558.45
Net Current Assets 44,207.56 28,982.62
Total 87,963.43 59,393.93
Significant Accounting Policies 21
Notes to the Financial Statements 21
As Per Our Report of Even Date For and on Behalf of Board of Directors
For Haribhakti & Co For Amit Desai & Co
Jaydev Mody Chairman
Chartered Accountants Chartered Accountants
Ashish Kapadia Managing Director
Mahesh Gupta Director
Rajeev Piramal Director
Chetan Desai Amit Desai
Rajesh Jaggi Director
Partner Proprietor
Lt. Gen. N. Thamburaj Director
Place : Mumbai Hitesh Kanani Company Secretary
Date : 26th April, 2011
104
Consolidated Profit & Loss Account
For The Year Ended 31st March, 2011
(` in Lacs)
Year ended Year ended
Particulars Schedules
31st March, 2011 31st March, 2010
Income
Sales / Operating Income 14 37,601.30 13,245.82
Other Income 15 662.06 82.59
38,263.36 13,328.42
Expenditure
Raw Materials Consumed 16 2,012.88 1,547.82
Cost of Premises/Inventory Sold 8,259.31 -
Operational Expenses 17 3,463.02 2,958.42
Staff Costs 18 2,406.36 1,977.35
Administrative & Other Expenses 19 2,740.98 1,991.96
Loss on Sale of Shares 232.85 178.89
19,115.40 8,654.44
(` in Lacs)
Year ended Year ended
Particulars
31st March, 2011 31st March, 2010
A Cash Flow from Operating Activities
Net Profit Before Tax and Extraordinary Items (Net
of Prior Period Item) 17,229.70 2,087.06
Adjustments for :
Employee Stock Compensation Expenses 196.82 -
Depreciation 596.77 561.28
(Profit)/Loss on Sale of Fixed Assets 13.57 (1.36)
Provision for Employee Benefits 36.85 28.61
Amortisation of Expenses - 23.87
Interest Paid 1,485.21 3,079.37
Interest Income (204.48) (1,210.89)
Dividend Income (554.18) (48.06)
(Profit)/Loss on Sales of Investment 227.01 178.89
Sundry Balance W/off. 14.36 4.52
Provision for Doubtful Recovery 8.40 -
Exchange Difference arising on Consolidation (745.93) (809.02)
Operating Profit before Working Capital Changes 18,304.09 3,894.27
Adjustments For :
Trade and Other Receivables 236.67 638.54
Inventories (6,120.75) 4,639.40
Loans & Advances (3,869.02) (4,566.93)
Trade Payable (579.60) (291.88)
Other Liabilities (647.98) 1,079.93
Cash Generated from Operation 7,323.42 5,393.33
Taxes Paid (2,733.61) (751.64)
Net Cash Generated From Operating Activities (A) 4,589.81 4,641.69
B Cash Flow from Investing Activities
Purchase of Fixed Assets (6,763.94) (1,344.49)
Purchase of Fixed Assets (Capital Work in Progress) (5,257.97) (344.18)
Purchase of Intangible Assets (4,704.38) (2,882.61)
Sales of Fixed Assets 4.03 14.72
Dividend Income 554.18 48.06
Interest Income 204.48 1,210.89
Sale of Investment 108,253.21 17,744.91
Inter Corporate Deposit (525.81) (1,404.63)
Investment in Shares, Debentures & Mutual Fund (106,613.45) (17,533.84)
Net Cash Generated from Investing Activities (B) (14,849.66) (4,491.17)
106
Consolidated Cash Flow Statement
For the Year Ended 31st March, 2011
(` in Lacs)
Year ended Year ended
Particulars
31st March, 2011 31st March, 2010
C Cash Flow from Financing Activities
Proceeds From Issuance of Share Capital 17,670.00 13,794.40
Proceeds From Issuance of Share Warrants 2,719.58 -
Share Issue Expenses (1.28) (528.18)
Interest Paid (1,485.21) (3,079.37)
Dividend Paid (including Dividend Distribution Tax) (601.49) (505.69)
Minority Interest 0.24 (1,350.81)
Proceeds From Long Term Borrowing 5,241.85 12,939.83
Repayment of Long Term Borrowing (11,328.19) (3,896.17)
Proceeds From Short Term Borrowing 673.75 2,274.52
Repayment of Short Term Borrowing (785.83) (16,747.14)
Net Cash Generated From Financing Activities (C) 12,103.42 2,901.39
Increase/ (Decrease) in Cash and Cash Equivalents (A+B+C) 1,843.57 3,051.91
Cash & Cash Equivalents as at Beginning of Year 4,598.24 1,546.33
Cash & Cash Equivalents as at End of the Year 6,441.80 4,598.24
Cash and Cash Equivalent includes
Cash and Cheques in Hand 905.65 982.44
Balance with Scheduled Banks
In Current Accounts 754.67 1,151.09
In Unclaimed Dividend Accounts 46.02 39.58
In Call Deposits 4,638.44 200.37
Balance with Non - Scheduled Banks 97.02 2,224.76
Notes:
1) The above Cash Flow Statement has been prepared under the ‘Indirect Method’ as set out in the
Accounting Standard - 3 on Cash Flow Statement issued by The Institute of Chartered Accountants
of India.
2) Figures in bracket indicate cash outflow.
3) Cash and Cash Equivalents includes ` 181.09 Lacs pledged to various authorities which are not
available for use by the Company.
As Per Our Report of Even Date For and on Behalf of Board of Directors
For Haribhakti & Co For Amit Desai & Co
Jaydev Mody Chairman
Chartered Accountants Chartered Accountants
Ashish Kapadia Managing Director
Mahesh Gupta Director
Rajeev Piramal Director
Chetan Desai Amit Desai
Rajesh Jaggi Director
Partner Proprietor
Lt. Gen. N. Thamburaj Director
Place : Mumbai Hitesh Kanani Company Secretary
Date : 26th April, 2011
(` in Lacs)
As at As at
Particulars
31st March, 2011 31st March, 2010
Schedule No. 1
Share Capital
Authorised
35,00,00,000 (35,00,00,000) Equity Shares of `1/- Each 3,500.00 3,500.00
10,00,000 (10,00,000) 10% Non Cumulative Redeemable
Preference Shares of ` 10/- Each 100.00 100.00
1,30,00,000 (1,30,00,000) 8% Non Cumulative Redeemable
Preference Shares ` 10/- Each 1,300.00 1,300.00
Total 4,900.00 4,900.00
Issued, Subscribed And Paid-Up
20,18,08,189 (16,71,61,130) Equity Shares of ` 1/-
Fully Paid Up 2,018.08 1,671.61
1,22,38,535 (1,22,38,535) 8% Non Cumulative Redeemable
Preference Shares of ` 10/- Each Fully Paid Up 1,223.85 1,223.85
Total 3,241.94 2,895.46
1) During the F.Y 2010-11 Company issued and allotted 3,46,47,059 Equity Share of ` 1/- each issued
at a price of ` 51/- per Equity Share on Preferential basis to Promoter Group and Selected investors
as per the approval of share holders and applicable statutory provisions.
2) In terms of approval by the Shareholders of the Company and as per the applicable statutory
provisions, in the F.Y. 2007-08 of the Company had issued and allotted 1,50,00,000 warrants to
promoter entitling warrant holders to acquire equivalent numbers of fully paid up equity shares of Re
1/- each of the Company at price of ` 40.50 per Equity Share. As per the entitlement, the warrant
holders applied for and are allotted 1,50,00,000 equity shares of the Company during the Financial
Year 2009-2010.
3) During the F.Y. 2009-10, the Company issued and allotted 1,66,33,000 Equity Shares of ` 1/- each
issued at price of ` 50.0625 per share to Qualified Institutional Buyers.
108
Schedules Forming Part of the
Consolidated Balance Sheet As At 31st March, 2011
(` in Lacs)
As at As at
Particulars
31st March, 2011 31st March, 2010
Schedule No. 2
Reserves & Surplus
Security Premium Account
Opening Balance 20,517.20 11,507.55
Add: Addition During the Year 17,323.53 14,085.57
Less: Share Issue And Other Expenses (1.28) (528.18)
Less: Adjustment pursuant of Scheme of Arrangement &
Amalgamation - (4,547.74)
37,839.45 20,517.20
General Reserves
Opening Balance 2,413.93 2,113.93
Add : Transfer From Profit & Loss Account 2,000.00 300.00
4,413.93 2,413.93
Capital Redemption Reserves 181.03 181.03
Schedule No. 3
Employee Stock Options Outstanding
Option Granted During the Year 2,074.45 -
Less: Deferred Employee Compensation Expense 1,877.63 -
Total 196.82 -
(` in Lacs)
As at As at
Particulars
31st March, 2011 31st March, 2010
Schedule No. 4
Secured Loans
From Banks (Term Loan)
Secured by First legal charge on the property LR 209/11399
at Nairobi, Kenya 3,275.97 984.12
Fixed and Floating charge over the development of Land
at Crouch End, at United Kingdom 1,998.86 898.87
Secured against mortgage of Immovable Property
at Bayside Mall, Mumbai and Ship at Goa 6,557.04 6,153.92
Secured by Equitable Mortgage of free hold jetty land
at Goa, hypothecation of the Ship, M V Majesty, Stocks & Debts 1,446.88 -
Interest Accrued and Due - 3.00
Schedule No. 5
Unsecured Loans (ShoRt Term)
Inter Corporate 5,820.10 6,600.54
Others 1,055.60 381.85
Interest Accrued and Due - 5.40
Total 6,875.70 6,987.79
110
Schedule No. 6
Fixed Assets & Depreciation
(` in Lacs)
Gross Block Depreciation Net Block
(` in Lacs)
Current Previous Face As at As at
Particulars Year Year Value 31st March, 31st March,
Nos Nos ` 2011 2010
Schedule No. 7
Investments
I) Trade Investments (at cost)
Fully Paid Equity Shares
A) Quoted
Peninsula Land Limited 48,000 48,000 2 2.64 2.64
(Aggregate Market Value ` 28.46 Lacs -
L.Y. ` 35.26 Lacs)
B) Unquoted
Aero Port & Infrastructure Project Private
Limited 43,750 43,750 10 4.38 4.38
J M Township and Real Estate Private Limited 175,000 175,000 10 17.50 17.50
Peninsula Mega Properties Private Limited - 2,600 10 - 0.26
II) Non Trade Other Investments (at cost)
A) Fully Paid Equity Shares
i) Quoted
Piramal Healthcare Limited (formerly known as
Nicholas Piramal Limited) 423 423 2 0.10 0.10
Victoria Mills Limited 40 40 100 0.02 0.02
Piramal Glass Limited * 19 19 10 - -
Piramal Life Science Limited * 42 42 10 - -
Arrow Textiles Limited 1 1 10 0.00 0.00
Advani Hotels & Resorts Limited 16,132,021 16,127,706 2 8,851.78 8,869.82
(Aggregate Market Value ` 5,657.21
Lacs L.Y.` 6,470.41 Lacs)
*Issued free against holding of shares of
Piramal Healthcare Limited
ii) Unquoted
Freedom Aviation Private Limited 120 120 10 0.01 0.01
The Saraswat Co.op. Bank Limited 2,500 2,500 10 0.25 0.25
The Shamrao Vithal Co.Op. Bank Limited 2,100 2,100 25 0.53 0.53
B) Fully Paid Debenture (Unquoted)
Advent Investment & Finance Co. Private
Limited - 330,000 100 - 33.00
J M Township and Real Estate Private Limited 7,070,000 - 10 707.00 -
112
Schedules Forming Part of the
Consolidated Balance Sheet As At 31st March, 2011
(` in Lacs)
Current Previous Face As at As at
Particulars Year Year Value 31st March, 31st March,
Nos Nos ` 2011 2010
III) Investment in Mutual Fund (Unquoted)
Birla Dynamic Bond 9,635,388 - 10.5223 1,013.86 -
(` in Lacs)
As at 31st March, 2011 As at 31st March, 2010
Particulars Book Market Book Market
Value Value Value Value
Total - - - - 59,972,244 17,489.32 594,462,990 105,906.45 59,972,244 17,489.32 538,182,419 99,206.71 - - 56,280,571 6,699.74
Schedules Forming Part of the
Consolidated Balance Sheet As At 31st March, 2011
(` in Lacs)
As at As at
Particulars
31st March, 2011 31st March, 2010
Schedule No. 8
Inventories
(At Cost/Net Realisable Value whichever is
Lower as Certified by the Management)
Realty Work-In-Process 24,611.08 18,537.99
Stores and Operating Supplies 290.49 247.91
Food and Beverages 26.83 21.75
Total 24,928.40 18,807.65
Schedule No. 9
Sundry Debtors
(Unsecured And Considered Good)
Outstanding For More Than Six Months 146.35 315.57
Others 142.78 210.23
Total 289.13 525.80
Schedule No. 10
Cash And Bank Balances
Cash and Cheques on Hand 905.65 982.44
Balances With Scheduled Banks
In Current Accounts 754.67 1,151.09
In Unclaimed Dividend Accounts 46.02 39.58
In Fixed Deposit Accounts 4,638.44 200.37
Balance in Foreign Banks (Non Scheduled)
In Current Accounts 97.02 147.11
In Fixed Deposit Accounts - 2,077.65
5,536.16 3,615.80
Total 6,441.80 4,598.24
(` in Lacs)
As at As at
Particulars
31st March, 2011 31st March, 2010
Schedule No. 11
Loans & Advances
(Recoverable in Cash or in Kind or for Value to be Received)
Unsecured And Considered Good
Loans and Advances to Others 6,890.33 4,386.42
Deposits 578.46 206.24
Advance Tax 992.01 1,068.82
MAT Credit Entitlement 2,357.41 -
Others 8,443.84 6,947.90
Total 19,262.05 12,609.38
Schedule No. 12
Other Current Asset
Advance Share Application Money Paid 0.00 -
Total 0.00 -
Schedule No. 13
Current Liabilities
Sundry Creditors
- Micro Small and Medium Enterprise 0.08 0.08
- Others 1,741.36 2,320.95
Interest Accrued but not due 0.06 4.31
Deposits 181.21 1,899.99
Unclaimed Dividends * 46.06 39.58
Other Liabilities 3,404.34 2,335.76
5,373.10 6,600.68
*(Amount due and outstanding to be credited to Investor Education
Protection Fund - Current Year : Nil, Previous Year : Nil)
Provisions
Provision for Taxation 430.52 300.36
Proposed Dividend on Preference Shares 97.91 97.91
Proposed Dividend on Equity Shares 605.42 417.90
Provision for Dividend Tax 114.10 85.68
Provision for Employee Benefits 92.77 55.92
1,340.72 957.77
Total 6,713.82 6,881.60
116
Schedules Forming Part of the Consolidated Profit and
Loss Account for the year ended 31st March, 2011
(` in Lacs)
Year ended Year ended
Particulars
31st March, 2011 31st March, 2010
Schedule No. 14
Operational Income
Real Estate Division
Consultancy and Revenue Sharing Income - 2,405.06
Sale Of Property & Compensation Income 26,591.04 897.83
Profit on Sale of Shares - 552.90
26,591.04 3,855.79
Hospitality and Gaming Division
Income From Casino 9,801.31 6,213.21
Sale of Foods & Beverages 214.23 338.84
Income from Cruising, Advertisement & Revenue Sharing 8.88 18.41
10,024.42 6,570.46
Income from Chartering 31.18 185.24
Lease Rental Income 954.66 2,634.33
Total 37,601.30 13,245.82
Schedule No. 15
Other Income
Dividend Income
- Trade 0.72 0.69
- Non Trade 553.46 47.36
Profit On Sale Of Assets 0.05 1.36
Profit On Sale Of Shares 5.85 -
Foreign Exchange Gain 38.53 8.15
Other Income 63.45 25.03
Total 662.06 82.59
(` in Lacs)
Year ended Year ended
Particulars
31st March, 2011 31st March, 2010
Schedule No. 16
Raw Materials/Others Consumed
Opening Stocks 18,559.74 22,339.11
Add: Purchases 8,091.05 (2,231.54)
26,650.79 20,107.57
Less: Closing Stocks (24,637.91) (18,559.74)
Total 2,012.88 1,547.82
Schedule No. 17
Operating Expenses
Gaming and Entertainment Tax 965.56 604.15
Insurance Charges 27.32 35.22
Landing, Navigation and Other Airport Charges 3.28 8.00
License Fees and Registration Charges 1,319.45 1,060.14
Other Operating expenses 300.49 245.97
Power & Fuel Expenses 411.72 362.77
Professional and Management Fees 150.11 369.65
Rates & Taxes 45.36 35.76
Repair & Maintenance - Plant & Machinery 217.60 236.73
Total 3,463.02 2,958.42
Schedule No. 18
Staff Costs
Salaries and Incentives 1,960.06 1,682.51
Employee Stock Compensation Expenses 196.82 -
Contribution to Provident & Other Funds 86.74 59.01
Employee Benefits 36.85 28.61
Staff Welfare Expenses 125.89 207.22
Total 2,406.36 1,977.35
118
Schedules Forming Part of the Consolidated Profit and
Loss Account for the year ended 31st March, 2011
(` in Lacs)
Year ended Year ended
Particulars
31st March, 2011 31st March, 2010
Schedule No. 19
Administration and Other Expenses
Advertisement Expenses 299.73 230.23
Auditor's Remuneration 50.28 27.63
Conveyance 20.97 5.89
Director Sitting Fees 20.45 4.03
Donations 12.68 11.91
Electricity Charges 33.05 29.81
Exchange Fluctuations Loss 36.20 -
Insurance 17.05 17.37
Legal & Professional Fees 859.97 610.14
Licence Fees & Registration Charges 0.54 0.69
Loss on Sale of Asset 13.63 -
Miscellaneous & General Expenses 123.04 96.06
Postage & Telephone 62.51 60.79
Preliminary Expenses Written off 1.89 21.54
Printing And Stationery 46.56 47.91
Property Tax 13.06 52.33
Rates & Taxes 31.73 4.32
Rent 151.76 49.10
Repairs & Maintenance - Building 74.53 124.15
Repairs & Maintenance - Others 32.15 30.80
Sales Promotion Expenses 291.83 289.69
Travelling Expenses 446.35 195.88
Vehicle Expenses 101.02 81.68
Total 2,740.98 1,991.96
Schedule No. 20
Finance Charges
Interest on Term Loan from Financial Institution 1,229.84 2,427.80
Interest on Unsecured Loan from a Bank 69.80 380.18
Interest on Loan from Others 74.70 197.46
Other Financial Charges 110.86 73.93
1,485.21 3,079.37
Less : Interest Received
On Inter Corporate Deposits 100.78 57.66
[TDS ` 9.21 Lacs, Previous Year ` 5.46 Lacs]
Other Interest 103.70 1,153.23
[TDS ` 3.12 Lacs, Previous Year ` 1.28 Lacs] 204.48 1,210.89
Total 1,280.73 1,868.47
Schedule 21
I. Statement of Significant Accounting Policies
a) Basis of Accounting
The consolidated financial statements have been prepared and presented on the accrual basis
of accounting principles in India (“GAAP”) and comply with accounting standard prescribed in
Companies (Accounting Standards) Rules, 2006 to the extent applicable.
b) Principles of Consolidation
The consolidated financial statements related to Delta Corp Limited (‘the Company’) and its
subsidiary companies have been prepared on following basis:
i) The financial statements of the Company and its subsidiary companies have been combined
on a line-by-line basis by adding together like items of assets, liabilities, income and expenses,
after fully eliminating intra-group balances and intra group transactions in accordance with
Accounting Standard (AS) 21 – “Consolidated Financial Statements”.
ii) In case of foreign subsidiaries, being non-integral foreign operations, revenue items are
consolidated at the average rate prevailing during the year. All assets and liabilities are
converted at rates prevailing at the end of the year. Any exchange difference arising on
consolidation is recognized in the foreign currency translation reserve.
iii) The difference between the cost of the investment in the subsidiaries, over the net assets at
the time of acquisition of shares in the subsidiaries is recognized in the financial statements
as Goodwill or Capital Reserve as the case may be.
iv) The difference between the proceeds from disposal of investment in a subsidiary and the
carrying amount of its assets less liabilities as of the date of the disposal is recognized in the
consolidated statement of Profit and Loss account.
v) Minority Interest’s share of net profit of consolidated subsidiaries for the year is identified and
adjusted against the income of the group in order to arrive at the net income attributable to
shareholders of the Company.
vi) Minority Interest’s share of net assets of consolidated subsidiaries is identified and presented
in the consolidated balance sheet separate from liabilities and the equity of the Company’s
shareholders.
vii) Interest in Joint Venture have been accounted by using the proportionate consolidation
method as per Accounting Standard (AS) - 27 – “Financial Reporting of Interest in Joint
Venture” issued by the companies (Accounting Standard) Rule, 2006.
viii) In case of associates, where the Company directly or indirectly through subsidiaries holds
more than 20% equity, investments in associates are accounted for using equity method in
accordance with Accounting Standard (AS) 23 – “Accounting for investments in associates in
consolidated financial statements”.
ix) The consolidated financial statements are prepared using uniform accounting policies for like
transactions and other events in similar circumstances and are presented in the same manner
as the Company’s separate financial statements except for depreciation as mentioned in point
21 (I)(e).
c) Revenue Recognition
i. Sale of Properties & Services are recognized when significant risks and rewards of ownership
of products are passed on to customers or when the full / complete services have been
provided. Sales are stated at contractual realizable value.
ii. Interest income is generally recognized on a time proportion method.
120
SCHEDULE ANNEXED TO AND FORMING PART OF THE
CONSOLIDATED BALANCE SHEET AND PROFIT AND LOSS
ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2011
iii. Dividend income is recognized when the right to receive dividend is established.
iv. Claims for price variation/exchange rate variation in case of contracts are accounted for on
acceptance.
v. Rent income is accounted on accrual basis.
vi. Income from Live Casino Business is accounted for on the basis of winning and losses at
the end of each gaming day of play with the count of chips. Income from Slot Machines is
accounted for on the basis of actual collection in each respective machine.
vii. Sale comprise sale of food and beverages, allied services relating to entertainment and
hospitality operations.
d) Fixed Assets
Fixed Assets are stated at cost less accumulated depreciation. Cost comprises the purchase price
and any attributable cost of bringing the asset to its working condition for its intended use. Finance
cost relates to acquisition of fixed assets are included to the extent they relate to the period till
such assets are ready to be put to use.
In the case of new projects successfully implemented, substantial expansion of existing units and
expenditure resulting into enduring benefit, all pre-operative expenses including deprecation and
interest on borrowings for the project, incurred up to the date of installation are capitalized and
added pro-rata to the Cost of related Fixed Assets of project.
Capital Work-In-Progress
Expenses incurred for acquisition of capital assets along with advances towards the acquisition
of fixed assets outstanding at each balance sheet date are disclosed under Capital Work-in-
Progress.
e) Depreciation
Depreciation is provided on Written Down Value (WDV) method as prescribed in Schedule XIV
of the Companies Act, 1956 except on Fixed Assets directly pertaining to aviation and casino
business where depreciation is charged on Straight Line method (SLM). Depreciation is provided
from the date of acquisition till the date of sale of assets.
f) Investments
Investments that are readily realizable and intended to be held but not more than a year are
classified as current investments. All other investments are classified as long term investment.
Carrying amount of the individual investment is determined on the basis of the average carrying
amount of the total holding of the investments.
Long-term investments are stated at cost less provision for other than temporary diminution in
value. Investments in Immovable Properties include purchase price, duties, interest and cost of
improvements. Current investments are carried at lower of cost and fair value.
g) Inventories
a. Inventories are valued at lower of cost or net realizable value on FIFO basis.
b. Inventories comprises of Raw Material, Stores, Spares and Consumable, Finished Goods
and Realty WIP.
c. Cost of inventories comprises of cost of purchase, cost of conversion and other cost incurred
in bringing the inventories to their present location and condition.
d. Realty Work in Progress represents expenditure incurred on projects undertaken for
development and construction. Projects under development are stated at Cost. It includes
costs of incomplete properties; the costs incurred before the work has progressed; also
include initial project costs that relate directly to a project; other expenditures as identified by
the management incurred for the purpose of securing and executing the project.
h) Employee Benefits
Liability is provided for retirement benefits for provident fund, gratuity and leave encashment
in respect of all eligible employees. Contributions under the defined contribution schemes are
charged to revenue. The liability in respect of defined benefit schemes like gratuity and leave
encashment is provided in the accounts on the basis of actuarial valuations as at the year end.
122
SCHEDULE ANNEXED TO AND FORMING PART OF THE
CONSOLIDATED BALANCE SHEET AND PROFIT AND LOSS
ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2011
l) Impairment of Assets
The Company evaluates all its assets for assessing any impairment and accordingly recognizes
the impairment, wherever applicable, as provided in Accounting Standard 28, “Impairment of
Assets”.
n) Operating Leases
Rental applicable to operating leases where substantially all of the benefits and risks of ownership
remain with the lessor are charged against Profit & Loss Account as per the terms of lease
agreement over the period lease.
o) Preliminary Expenditure
Preliminary expenditures are fully charged off in the year in which it has incurred.
Export Obligations:
The Company has obtained licenses under the Export Promotion Credit Guarantee (‘EPCG’)
Scheme for importing capital goods at a concessional rate of custom duty against submission of
bank guarantee and bonds. Under the terms of the respective schemes, the Company is required
to earn foreign exchange value equivalent to, or more than, eight times the CIF value of imports
in respect of certain licenses and eight times the duty saved in respect of licenses where export
obligation has been fixed by the order of the Director General Foreign Trade, Ministry of Finance,
as applicable with in a period of 8 years from the date of import of capital goods. The Export
Promotion Capital Goods Schemes, Foreign Trade Policy 2009-2014 as issued by the Central
Government of India, covers both manufacturer’s exports and service providers. Accordingly, in
accordance with the Chapter 5 of Foreign Trade Policy 2009-2014, the Company is required to
export goods of FOB value of ` 2024.62 Lacs (P.Y ` 2,246.88 Lacs).
Percentage of
Country of Voting Right as on
Name of the Companies 31st March,
Incorporation
2011 2010
Subsidiaries (held directly)
Advani Pleasure Cruises Company Private Limited (from
20.09.2010) India 51.00 -
AAA Aviation Private Limited (till 13.09.2010) India - 90.00
Delta Pan Africa Limited (formerly known Peninsula Kenya
Limited) Kenya 100.00 100.00
Delta Holding (USA) Inc. USA 100.00 100.00
Delta Leisure and Entertainment Private Limited (DL&EPL)
(formerly known as Delta Cruises and Entertainment
Private Limited) (From 18.01.2010) India 100.00 100.00
Delta Hospitality and Leisure Private Limited (DHLPL)
(formerly known as PLL Delta Hotels Private Limited)
(From 30.04.2010) India 100.00 -
Delta Lifestyle and Entertainment Private Limited India 100.00 100.00
Delta Adventures and Entertainment Private Limited India 100.00 100.00
Delta Offshore Developers Limited (from 15.12.2010) Mauritius 100.00 -
Goodluck Renewable Energy Resources Private Limited
(from 08.09. 2010 to 20.01.2011) (100%) India - -
Step-down Subsidiaries
Aman Infrastructure Private Limited (from 24.11.2010) India 100.00 -
Argyll Hotels Private Limited (from 24.11.2010) India 100.00 -
AAA Township Private Limited India 100.00 90.00
Coastal Sports Ventures Private Limited India 100.00 90.00
Caravella Casino (Goa) Private Limited (from 23.09.2010) India 100.00 -
Delta Hospitality and Entertainment Private Limited
(DHEPL) (Formerly known as Mundus Hospitality Private
Limited) (till 25.05.2010 it was direct subsidiary) India 100.00 -
Delta Corp East Africa Limited Kenya 53.65 53.65
Delta Square Limited Kenya 53.65 53.65
Highstreet Cruises & Entertainment Private Limited
(till 15.05.2010 it was direct subsidiary) India 100.00 -
Kaizan LLP United
Kingdom 45.60 45.60
124
SCHEDULE ANNEXED TO AND FORMING PART OF THE
CONSOLIDATED BALANCE SHEET AND PROFIT AND LOSS
ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2011
Percentage of
Country of Voting Right as on
Name of the Companies 31st March,
Incorporation
2011 2010
Richtime Realty Private Limited (till 15.05.2010 it was
direct subsidiary) India 50.01 -
Shree Mangesh Realty Private Limited (from 10.03.2011) India 100.00 -
Samarpan Township Private Limited ( from 14.03.2011) India 100.00 -
Samarpan Properties and Construction Private Limited
(from 18.03.2011) India 100.00 -
Victor Hotels and Motels Limited India 100.00 90.00
Joint Venture
Highstreet Riviera Leisure (Goa) Private Ltd (through its
Subsidiary Company DL&EPL) India 50.00 50.00
d) The Company holds more than 20% of the voting power in a company namely Advani Hotels
and Resorts (India) Limited (AHRL). However, since the significant influence for control (as per
Accounting Standard – 23 issued by Institute of Chartered Accountant of India) is not exercised
by the company on AHRL thus this company is not considered as an associate of the company.
e) In case of the Delta Holding (USA) Inc and Delta Offshore Developers Ltd, Mauritius, unaudited
financial statements as on 31st December, 2010 and as on 31st March, 2011 respectively as
certified by the management, have been considered in the consolidated financial statements.
f) Segments Disclosures:
Primary Segment Information: (` in Lacs)
Sr. Gaming &
Particulars Real Estate Lease Rent Others Total
No. Hospitality
I Segment Revenue
Gross Turnover 26,759.09 849.94 10,033.92 693.24 38,336.19
(4,026.36) (2,457.82) (6,584.93) (269.65) (13,338.76)
Inter Segment Turnover - 63.33 9.50 - 72.83
- - (8.53) (1.30) (9.83)
Net Turnover 26,759.09 786.61 10,024.42 693.24 38,263.36
(4,026.36) (2,457.82) (6,576.40) (268.35) (13,328.93)
II Segment Results 15,886.80 605.48 2249.00 (230.66) 18,510.61
(Profit before Interest
and Tax) (1,740.02) (2,163.64) (528.07) 476.20 (3,955.53)
Less : Finance Charges
Interest Expenses 1,485.21
(3,079.37)
Interest Income 204.48
(1,210.89)
Net Interest Expense 1,280.73
(1,868.47)
126
SCHEDULE ANNEXED TO AND FORMING PART OF THE
CONSOLIDATED BALANCE SHEET AND PROFIT AND LOSS
ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2011
Disclosures:-
Primary Segment
I. Business Segment:
Segment identified by the company comprises are Real Estate, Lease Rental, Gaming &
Hospitality and Others.
II. Segment Revenue and Expenses:
Revenue and Expenses have been identified to a segment on the basis of relationship to
operating activities of the segment. Revenue and Expenses which relate to enterprises as
a whole and are not allocable to a segment on a reasonable basis have been disclosed as
“Unallocable”.
III. Segment Assets and Liabilities:
Segment assets and segment liabilities represent assets and liabilities in respective segments.
Investments, tax related assets and other assets and liabilities that cannot be allocated to a
segment on reasonable basis have been disclosed as “Unallocable”.
IV. Inter Segment Transfers:
Segment Revenue, Segment Expenses and Segment Results include transfer between
businesses segments, such transfers are eliminated in consolidation.
V. Accounting Policies:
The accounting policies consistently used in the preparation of the financial statements are
also applied to item of revenue and expenditure in individual segments.
Secondary Segment- Geographical Segment
Out of the total segment assets and segment liabilities, more than 10% of total segment assets
and segments liabilities are outside India. Hence, based on segment assets and liabilities
related to different geography, secondary segment is reported as in India and outside India
under geographical segment is considered as secondary segment.
g) Disclosure required by clause 32 of the Listing Agreement and as per Section 370 (1B) of
Companies Act, 1956
Amount of Loans and Advances in the nature of Loans outstanding from Associates etc.
Loans and Advances in the nature of Loans
(` in Lacs)
Maximum Balance
Closing Balance outstanding
Name of the Subsidiaries during the year
2010-11 2009-10 2010-11 2009-10
Jayem Realty Solutions Private Limited 460.87 - 460.87 -
Aarti Management Consultancy Private Limited - - - 10.31
Arrow Textiles Limited - - - 197.99
Notes:
• Loans and Advances shown above, to associates fall under the category of Loans and
Advances in nature of Loans where there is no repayment schedule and are re-payable on
demand.
• Loan to employees as per Company’s policy is not considered.
h) Employee Benefits
Disclosure required as per AS – 15 are as under:
i) The Company has recognized the expected liability arising out of the compensated absence
and gratuity as at 31st March, 2011 based on actuarial valuation carried out using the Project
Credit Method.
ii) The below disclosure have been obtained from independent actuary. The other disclosures
are made in accordance with AS - 15 (revised) pertaining to the Defined Benefit Plan is as
given below:
(` in Lacs)
128
SCHEDULE ANNEXED TO AND FORMING PART OF THE
CONSOLIDATED BALANCE SHEET AND PROFIT AND LOSS
ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2011
(` in Lacs)
130
SCHEDULE ANNEXED TO AND FORMING PART OF THE
CONSOLIDATED BALANCE SHEET AND PROFIT AND LOSS
ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2011
Details of transactions carried out with related parties in the ordinary course of business
(` in Lacs)
Enterprises over
Key Management Personnel
which Individuals/ Key
Sr. / Individual owning directly
Nature of Transactions Management Personnel Total
No. or indirectly interest in voting
exercise significant
power
influence
10-11 09-10 10-11 09-10 10-11 09-10
1 Consultancy Income
PLL - - - 408.43 - 408.43
- - - 408.43 - 408.43
2 Revenue Sharing Income
PLL - - - 1,992.69 - 1,992.69
- - - 1,992.69 - 1,992.69
3 Rent and Other Charges
for Office Building
PLL - - - 14.13 - 14.13
JPPL - - 11.49 - 11.49 -
- - 11.49 14.13 11.49 14.13
4 Interest Paid
DML - - - 13.73 - 13.73
DBIPL - - - 0.52 - 0.52
PLL - - - 241.71 - 241.71
- - - 255.96 - 255.96
5 Maintenance Charges and
Other exp reimburse
PFMS - - 58.34 95.55 58.34 95.55
- - 58.34 95.55 58.34 95.55
6 Directors Sitting Fess
AK - 0.18 - - - 0.18
JM 0.50 0.50 - - 0.50 0.50
0.50 0.68 - - 0.50 0.68
7 Professional Fees Paid
FRPL - - 4.60 1.25 4.60 1.25
AZB - - 36.42 163.67 36.42 163.67
- - 41.02 164.93 41.02 164.93
8 Sale of Food and
Beverages
AZB - - - 7.20 - 7.20
- - - 7.20 - 7.20
(` in Lacs)
Enterprises over
Key Management Personnel
which Individuals/ Key
Sr. / Individual owning directly
Nature of Transactions Management Personnel Total
No. or indirectly interest in voting
exercise significant
power
influence
10-11 09-10 10-11 09-10 10-11 09-10
9 Remuneration Paid
AK 99.94 72.37 - - 99.94 72.37
HD 33.51 30.30 - - 33.51 30.30
133.45 102.67 - - 133.45 102.67
10 Other Expenses Paid
DBIPL - - 0.07 0.33 0.07 0.33
- - 0.07 0.33 0.07 0.33
11 Interest Received
ATL - - - 22.35 - 22.35
JRSPL - - 12.08 - 12.08 -
- - 12.08 22.35 12.08 22.35
12 Loans Taken
AMCLP - - - 890.50 - 890.50
ADMPL - - - 421.50 - 421.50
ATPL - - - 428.50 - 428.50
JM - 225.00 - - - 225.00
- 225.00 - 1,740.51 - 1,965.51
13 Loans Repayment
(Including Interest)
AMCLP - - - 971.79 - 971.79
ADMPL - - - 467.40 - 467.40
ATPL - - - 491.73 - 491.73
DBIPL - - - 101.51 - 101.51
DML - - - 147.18 - 147.18
PLL - - - 4,251.64 - 4,251.64
JM - 474.50 - - - 474.50
- 474.50 - 6,431.26 - 6,905.76
14 Loans Given
ATL - - - 20.00 - 20.00
JRSPL - 450.00 - 450.00 -
- - 450.00 20.00 450.00 20.00
132
SCHEDULE ANNEXED TO AND FORMING PART OF THE
CONSOLIDATED BALANCE SHEET AND PROFIT AND LOSS
ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2011
(` in Lacs)
Enterprises over
Key Management Personnel
which Individuals/ Key
Sr. / Individual owning directly
Nature of Transactions Management Personnel Total
No. or indirectly interest in voting
exercise significant
power
influence
10-11 09-10 10-11 09-10 10-11 09-10
15 Loans Received Back
(Including Interest)
ATL - - - 220.35 - 220.35
- - - 220.35 - 220.35
16 Advance for Property
Received
AMCLP - - 166.65 115.00 166.65 115.00
BRPL - - 175.00 983.50 175.00 983.50
AMGCL - - 288.65 - 288.65 -
ATPL - - 206.70 - 206.70 -
- - 837.00 1,098.50 837.00 1,098.50
17 Advance for Property
Repaid
AMCLP - - 166.65 63.25 166.65 63.25
BRPL - - 1,058.50 50.00 1,058.50 50.00
AMGCL - - 340.40 - 340.40 -
ATPL - - 206.70 - 206.70 -
- - 1,772.25 113.25 1,772.25 113.25
18 Deposit Given
JPPL - - 120.00 - 120.00 -
- - 120.00 - 120.00 -
19 Sale of Share
AAAHT - - - 0.50 - 0.50
- - - 0.50 - 0.50
20 Dividend On Equity
Shares Paid
JM 49.02 39.21 - - 49.02 39.21
ZM 150.78 120.63 - - 150.78 120.63
199.80 159.84 - - 199.80 159.84
21 Dividend On
Preference Shares
Paid
JM 48.95 48.95 - - 48.95 48.95
ZM 48.95 48.95 - - 48.95 48.95
97.90 97.90 - - 97.90 97.90
(` in Lacs)
Enterprises over
Key Management Personnel
which Individuals/ Key
Sr. / Individual owning directly
Nature of Transactions Management Personnel Total
No. or indirectly interest in voting
exercise significant
power
influence
10-11 09-10 10-11 09-10 10-11 09-10
22 Deposit Given back
PLL - - - 150.00 - 150.00
- - - 150.00 - 150.00
23 Acquisition of Fixed
Assets (Including
advances)
PLL - - 322.14 - 322.14 -
- - 322.14 - 322.14 -
24 Deposit Received back
JM - 150.00 - - - 150.00
- 150.00 - - - 150.00
25 Received for Equity
Shares Warrants
Aarti J Mody Trust - - 233.32 - 233.32 -
Aditi J Mody Trust - - 233.32 - 233.32 -
Anjoss J Mody Trust - - 233.32 - 233.32 -
- - 699.96 - 699.96 -
26 Share Application
Money
ATL - - 0.00 - 0.00 -
- - 0.00 - 0.00 -
27 Sale of Shares
PLL - - 0.26 - 0.26 -
- - 0.26 - 0.26 -
28 Amount Received for
Shares
Aarti J Mody Trust - - 1,400.80 - 1,400.80 -
Aditi J Mody Trust - - 1,400.80 - 1,400.80 -
Anjoss J Mody Trust - - 1,400.80 - 1,400.80 -
- - 4,202.40 - 4,202.40 -
29 Purchase of Shares
PLL - - - 26.00 - 26.00
- - - 26.00 - 26.00
134
SCHEDULE ANNEXED TO AND FORMING PART OF THE
CONSOLIDATED BALANCE SHEET AND PROFIT AND LOSS
ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2011
(` in Lacs)
Enterprises over
Key Management Personnel
which Individuals/ Key
Sr. / Individual owning directly
Nature of Transactions Management Personnel Total
No. or indirectly interest in voting
exercise significant
power
influence
10-11 09-10 10-11 09-10 10-11 09-10
30 Issue of Shares (Incl.
Share Premium)
JM - 2,602.22 - - - 2,602.22
- 2,602.22 - - - 2,602.22
31 ESOP Grant (nos of
options)
AK 17.05 - - - 17.05 -
HD 6.00 - - - 6.00 -
23.05 - - - 23.05 -
32 Sharing of Resources
of Others*
ZM - - - - - -
ATPL - - - - - -
- - - - - -
33 Reimbursement of
Expenses
ATL - - 0.01 0.04 0.01 0.04
DBIPL - - - 0.52 - 0.52
DML - - 0.37 0.12 0.37 0.12
FAPL - - - 1.79 - 1.79
FRPL - - - 0.07 - 0.07
JM - 3.99 - - - 3.99
JMRMPL - - - 0.00 - 0.00
JMTPL - - - 0.78 - 0.78
- 3.99 0.38 3.32 0.38 7.31
Outstanding Balance
as on 31st March
34 Unsecured Loans taken
AMCLP - - - 84.34 - 84.34
ADMPL - - - 84.34 - 84.34
ATPL - - - 84.34 - 84.34
- - - 253.02 - 253.02
(` in Lacs)
Enterprises over
Key Management Personnel
which Individuals/ Key
Sr. / Individual owning directly
Nature of Transactions Management Personnel Total
No. or indirectly interest in voting
exercise significant
power
influence
10-11 09-10 10-11 09-10 10-11 09-10
35 Professional Fees
Payable
AZB - - 0.02 14.97 0.02 14.97
FRPL - - - 1.73 - 1.73
- - 0.02 16.70 0.02 16.70
36 Loans Given (Incl.
Interest)
JRSPL - - 460.87 - 460.87 -
- - 460.87 - 460.87 -
37 Other Receivable
LMCPL - - - 21.00 - 21.00
AZB - - - 0.12 - 0.12
- - - 21.12 - 21.12
38 Advance Received for
Property
AMCLP - - - 51.75 - 51.75
BRPL - - 50.00 933.50 50.00 933.50
- - 50.00 985.25 50.00 985.25
39 Sundry Creditors
PFMS - - 6.90 10.03 6.90 10.03
PLL - - 36.79 100.83 36.79 100.83
JPPL - - 12.25 - 12.25
- - 55.94 110.86 55.94 110.86
40 Reimbursement of
Expenses
DBIPL - - - 0.22 - 0.22
JMTPL - - - 0.21 - 0.21
- - - 0.43 - 0.43
41 Sundry Debtors
AZB - - 0.12 0.12 0.12 0.12
- - 0.12 0.12 0.12 0.12
42 Deposit Receivable
JPPL - - 120.00 - 120.00 -
- - 120.00 - 120.00 -
* Transactions are of non monetary consideration.
136
SCHEDULE ANNEXED TO AND FORMING PART OF THE
CONSOLIDATED BALANCE SHEET AND PROFIT AND LOSS
ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2011
Maximum Balance
Closing
outstanding during the
Name of the Banks Balance
year
In Current Accounts :
Kenya Commercial Bank Limited- Kshs A/c 435.22 1,246.14 4.42 70.60
Kenya Commercial Bank Limited- US$ A/c 46.24 0.23 2.25 0.20
In Deposit Accounts:
138
SCHEDULE ANNEXED TO AND FORMING PART OF THE
CONSOLIDATED BALANCE SHEET AND PROFIT AND LOSS
ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2011
m) The Group has taken on operating lease, certain assets, the minimum future lease rentals
are as follows :
• Operating Lease Income Disclosure:
The Company has non cancelable operating income on leasing of properties:
(` In Lacs)
(` In Lacs)
n) The following amounts are included in the Financial Statements in respect of the jointly controlled
entities based on the proportionate consolidation method prescribed in the Accounting Standard
relating to ‘Financial Reporting of Interest in Joint Ventures’ (AS 27).
(` In Lacs)
140