==> picture [96 x 28] intentionally omitted <==

CITADEL REALTY AND DEVELOPERS LTD

Regd. Off.: Marathon Futurex, N.M. Joshi Marg, Lower Parel, Mumbai 400 013 Tel.: +91-22-6724 8484 Fax: +91-22-6772 8408 CIN: L21010MH1960PLC011764 E-mail: [email protected] Website: www.citadelrealty.in

September 05, 2020

To Dept. of Corporate Services, The BSE Limited P. J. Towers, Dalal Street, Mumbai 400 001.

Scrip Code: 502445

Subject: 60th Annual Report – Reg. 34 of SEBI (LODR) Regulations, 2015.

Dear Sirs,

We are attaching herewith the 60[th] Annual Report of the Company for the Financial Year ended 2019-20.

Kindly take note of the same.

Thanking you,

Yours faithfully,

For Citadel Realty & Developers Ltd.

==> picture [60 x 51] intentionally omitted <==

==> picture [109 x 31] intentionally omitted <==

Anuja Dube Company Secretary & Compliance Officer

Encl.as above

CITADEL REALTY & DEVELOPERS LTD.

th ANNUAL REPORT 60

2019-2020

60[th] Annual Report 2019-2020

Contents Page	Contents Page	Contents Page
•	Board of Directors..............................................................................	2
•	Notice.................................................................................................	3
•	Director’s Report ...............................................................................	8
•	Annexure to Director’s Report ...........................................................	12
•	Corporate Governance .......................................................................	20
•	Management Discussion & Analysis Report .......................................	29

Results

Standalone Results

•	Independent Auditor’s Report ............................................................	32
•	Balance Sheet .....................................................................................	37
•	Profit & Loss Statement .....................................................................	38
•	Cash Flow Statement .........................................................................	39
•	Notes to Accounts .............................................................................	42

Consolidated Results

•	Independent Auditor’s Report ............................................................	59
•	Balance Sheet .....................................................................................	63
•	Profit & Loss Statement .....................................................................	64
•	Cash Flow Statement .........................................................................	65
•	Notes to Accounts .............................................................................	68

CITADEL REALTY AND DEVELOPERS LIMITED

DIRECTORS

MR. V. RANGANATHAN - CHAIRMAN (NON-EXECUTIVE)
MR. CHETAN R. SHAH
MR. NILESH DAND - C.F.O.
MR. SUNDARAM RAMAMURTHI - C.E.O.
MRS. SONAL M. SHAH
MR. DEVENDRA J. SHRIMANKAR

COMPANY SECRETARY

MS. ANUJA DUBE

STATUTORY AUDITORS

BIPIN B. SHAH & CO.

• Chartered Accountants Flat No. 18, 3rd Floor, Fair Field, B-Wing, Ram Krishna Mission Road, Santacruz (West), Mumbai - 400 054. Tel: +91 22 2600 1054/2649 5925

SECRETARIAL AUDITORS

NITIN R JOSHI

415, Marathon Max, Next to Udyog Kshetra, Jn. of L.B.S. Marg & Goregoan Link Road, Mulund (West), Mumbai - 400 080.

BANKERS :

BANK OF BARODA

REGISTERED OFFICE :

Marathon Futurex N. M. Joshi Marg, Lower Parel, Mumbai - 400 013.

CORPORATE OFFICE :

702, Marathon Max, Jn. of Goregaon Link Road, Mulund, Mumbai - 400 080.

60[th] Annual Report 2019-2020

NOTICE OF THE SIXTIETH ANNUAL GENERAL MEETING

Notice is hereby given that the SIXTIETH ( 60[TH] ) ANNUAL GENERAL MEETING of the members of Citadel Realty and Developers Limited (CIN: L21010MH1960PLC011764 ) will be held on Tuesday, September 29, 2020 at 3:00 P.M. through Video Conferencing (VC) facility/Other Audio Visual Means (OAVM), to transact the following business :

ORDINARY BUSINESS :

To receive, consider and adopt the Standalone and Consolidated Audited Profit and Loss Account for the year ended 31st March, 2020 and the Balance Sheet as at that date and the Report of the Board of Directors and the Auditors thereon.
To appoint a Director in place of Mr. Chetan Shah, who retires by rotation and being eligible, offers himself for reappointment.
To consider the re-appointment of the current auditors, M/s.Bipin B Shah & Co., Chartered Accountants, (Firm Regd.No.101511W), as the Statutory Auditors of the Company and to fix their remuneration and to pass the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section 139 and all other applicable provisions of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), the Company hereby re-appoints M/s.Bipin B Shah & Co., Chartered Accountants, (Firm Regd.No.101511W), as the Statutory Auditors of the Company for a second term of 5 (Five) consecutive years to hold office from the conclusion of this meeting until the conclusion of the Sixty-Fifth Annual General Meeting of the Company and on such remuneration as may be decided by the Board of Directors in consultation with the Statutory Auditors of the Company.”

Regd. Office : By Order of the Board Marathon FutureX, N. M. Joshi Marg, Lower Parel (W), Sd/Mumbai 400013 Anuja Dube Dated: May 29, 2020 Company Secretary

Additional information on Director recommended for reappointment as required under Regulation 36 (3) of the SEBI (LODR) Regulations, 2015 and applicable Secretarial Standards:

Mr. Chetan Shah (DIN. 00135296)- Mr. Chetan Shah, Non-Executive Director & Promoter of the Company retire at this AGM, being eligible offer himself for reappointment. His brief profile is as follows:

himself for reappointment. His brief profile is as follows:
Name of Director	Mr. Chetan Shah
Date of Birth	13-03-1956
Date of Appointment	14-01-2010
Qualification	B. Tech Civil Engineering from IIT Bombay and M.S. Structural Engineering from the University of Houston, USA
Expertise in specific functional areas	Construction of Residential, Commercial and Industrial Buildings, responsible for implementing projects in Mumbai.
Other Companies in which Directorship held	1. Columbia Chrome (India) Private Limited 2. Cornell Housing and Infrastructure Pvt. Ltd. 3. Lark Consultancy Pvt Ltd. 4. Matrix Water Management Private Limited 5. Matrix Waste Management Private Limited 6. Matrix Enclaves Projects Developments Pvt. Ltd. 7. Marathon Fiscal Private Limited 8. Matrix Fiscal Private Limited 9. Marathon Panvel Infrastructures Private Limited 10. Marathon Realty Private Limited 11. Nexzone Utilities Private Limited 12. Nextgen Buildcon Private Limited 13. Nexzone Fiscal Services Private Limited 14. Nexzone Land Private Limited 15. Svarnim Enterprises Private Limited 16. Terrapolis Assets Private Limited 17. Marathon Securities & Properties Pvt. Ltd.
Other Public Companies in which membership of Committees of Directors held	Marathon Nextgen Realty Limited
No. of shares held as on 31.03.2020	NIL

CITADEL REALTY AND DEVELOPERS LIMITED

NOTES :

In view of the continuing COVID-19 pandemic, for maintaining social distancing norms and pursuant to General Circular No.s 14/2020, 17/ 2020 and 20/2020 dated 8 April 2020, 13 April 2020 and 5 May 2020, respectively, issued by the Ministry of Corporate Affairs (MCA) and Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated 12 May 2020 issued by the Securities and Exchange Board of India (collectively referred to as ‘the Circulars’) permitted the holding of AGM through VC/OAVM, without the physical presence of the members at a common venue. Accordingly, the 60th AGM of the company will be convened through VC/OAVM in compliance with the provisions of the Companies Act, 2013 and Rules made thereunder, Listing Regulations read with the aforesaid Circulars.
In line with the circulars, the company is providing VC/OAVM facility to its members to attend the AGM. The facility for attending the AGM virtually will be made available for 1,000 members on first come first served basis. This will not include large members (i.e. members with 2% or more shareholding), promoters, institutional investors, directors, key managerial personnel, the chairpersons of the audit committee, nomination, governance and compensation committee and stakeholders’ relationship committee, auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis.
The VC/OAVM facility for members to join the meeting, shall be kept open 30 minutes before the start of the AGM and shall be closed on expiry of 15 minutes after start of the AGM. Members can attend the AGM through VC/OAVM by following the instructions mentioned in this notice.
The facility for appointment of proxies by members is not available as the AGM will be held through VC/OAVM and physical attendance of the members is dispensed with pursuant to the aforesaid Circulars.
Corporate members whose authorized representatives are intending to attend the meeting are requested to send to the company at [email protected] a certified copy of the board resolution authorizing such representative to attend the AGM through VC/ OAVM, and cast their votes through e-voting.
Members attending the AGM through VC/OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.
The statutory registers including register of directors and key managerial personnel and their shareholding, the register of contracts or arrangements in which directors are interested maintained under the Companies Act, 2013 and all other documents referred to in the notice will be available for inspection in electronic mode. Members who wish to inspect the register are requested to write to the company by sending e-mail to [email protected].
Members may note that the notice of AGM and annual report are also available on the company’s website: www.citadelrealty.in. The notice of AGM and annual report will also be available on website of NSDL (www.evoting.nsdl.com) and on the website of Stock Exchanges (www.bseindia.com).
In accordance with the aforesaid Circulars, no physical copy of the notice of the AGM and the annual report for the financial year 2019-20 has been sent to members who have not registered their e-mail addresses with the company/depository participants.
In accordance with the Circulars, members who have not registered their e-mail address may register their e-mail address with their depository participant or send their consent at [email protected] along with their folio no./DP ID client ID and valid e-mail address for registration.
Pursuant to Section 108 of the Companies Act, 2013, read with Rule 20 of the Companies (Management and Administration) Rules, 2014 as substituted by the Companies (Management and Administration) Amendment Rules, 2015, Regulation 44 of the Listing Regulations and the aforesaid Circulars, the company is pleased to offer voting by electronic means to the members to cast their votes electronically on all resolutions set forth in this notice. The detailed instructions for e-voting and attending the AGM through VC/OAVM are given in this notice.
SEBI has mandated the submission of permanent account number (PAN) by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit their PAN to their depository participants with whom they are maintaining their demat accounts. Members holding shares in physical form should submit their PAN to the company or its RTA.
The Company has notified closure of Register of Members and Share Transfer Books from Wednesday, September 23, 2020 to Tuesday, September 29, 2020 (both days inclusive).
The members may note that, pursuant to SEBI Notification dated 8 June 2018 and Press Release dated 3 December 2018, transfer of shares (except transmission and transposition of shares) will be in dematerialized form only. Although, the members can continue to hold shares in physical form, they are requested to consider dematerializing the shares held by them in the company.
Since the AGM will be held through VC/OAVM, the route map is not annexed in this notice.
To avoid multiple communications, please intimate to Registrar & Transfer Agents about consolidation, if any, of the shares held under more than one folio number by you singly or jointly with others in the same sequence. Please also send relevant Share Certificates for the purpose.
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. PROCESS FOR MEMBERS OPTING FOR E-VOTING IS AS UNDER :

In compliance with Regulation 44 of the SEBI Listing Regulations, Sections 108, 110 and other applicable provisions of the Companies Act, 2013 read with the relevant Rules thereunder, the company is pleased to provide remote e-voting facility to members to cast their vote on all resolutions set forth in the notice convening the 60th annual general meeting (AGM) to be held on September 29, 2020 at 3:00 P.M. The company has engaged the services of National Securities Depository Limited (NSDL) for the purpose of providing remote e-voting facility to its members.

60[th] Annual Report 2019-2020

THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING ARE AS UNDER:-

The remote e-voting period begins on Saturday, September 26, 2020 at 9:00 A.M. and ends on Monday, September 28, 2020 at 5:00 P.M. The remote e-voting module shall be disabled by NSDL for voting thereafter.

How do I vote electronically using NSDL e-Voting system?

The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:

Step 1 : Log-in to NSDL e-Voting system at https://www.evoting.nsdl.com/

Step 2 : Cast your vote electronically on NSDL e-Voting system.

Details on Step 1 is mentioned below:

How to Log-in to NSDL e-Voting website?

Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholders’ section.
A new screen will open. You will have to enter your User ID, your Password and a Verification Code as shown on the screen. Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

Your User ID details are given below

vote electronically. Your User ID details are given below
Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical	Your User ID is:
a) For Members who hold shares in demat account with NSDL.	8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**.
b) For Members who hold shares in demat account with CDSL.	16 Digit Beneficiary ID For example if your Beneficiary ID is 12 then your user ID is 12
c) For Members holding shares in Physical Form.	EVEN Number followed by Folio Number registered with the company For example if folio number is 001 and EVEN is 101456 then user ID is 101456001

Your password details are given below: a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.
c) How to retrieve your ‘initial password’?
- (i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.
- (ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered.
If you are unable to retrieve or have not received the “ Initial password” or have forgotten your password:
a) Click on “Forgot User Details/Password?” (If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
b) “Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN,your name and your registered address.
d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.
After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
Now, you will have to click on “Login” button.
After you click on the “Login” button, Home page of e-Voting will open.

CITADEL REALTY AND DEVELOPERS LIMITED

Details on Step 2 is given below:

How to cast your vote electronically on NSDL e-Voting system?

After successful login at Step 1, you will be able to see the Home page of e-Voting. Click on e-Voting. Then, click on Active Voting Cycles.
After click on Active Voting Cycles, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle is in active status.
Select “EVEN” of company for which you wish to cast your vote.
Now you are ready for e-Voting as the Voting page opens.
Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
Upon confirmation, the message “Vote cast successfully” will be displayed.
You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

1 Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected].
It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.
In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on toll free no.: 1800-222-990 or send a request to (Name of NSDL Official) at [email protected]

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice :

In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to [email protected].
In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to [email protected]

Other Instructions :

a. The e-voting period commences on Saturday, September 26, 2020 (at 9.00 a.m IST), and ends on Monday, September 28, 2020 (at 5.00 p.m. IST), during this period Members of the Company, holding shares either in physical form or in dematerialized form, as on Tuesday, September 22, 2020, may cast their vote electronically. The e-voting module shall be disabled by NSDL for voting thereafter. Once the vote on a resolution is cast by the Member, he shall not be allowed to change it subsequently.
b. Any person, who acquires shares of the company and becomes a member of the company after dispatch of the notice of AGM and holds shares as on the cut-off date i.e. Tuesday, September 22, 2020, may obtain user ID and password by sending a request at [email protected]. However, if you are already registered with NSDL for e-voting, then you can use your existing user ID and password for casting your vote. If you forget your password, you can reset the password by using ‘forgot user details/password?’ or ‘physical user reset password?’ option available on www.evoting.nsdl.com or contact NSDL at the following toll free no.: 1800-222-990.
c. The members who have cast their vote by remote e-voting prior to the AGM may also attend the AGM but shall not be entitled to cast their vote again.
d. The facility for voting through electronic voting system shall be made available during the AGM and only those Members, who will be present in the AGM through VC/OAVM facility and have not cast their vote on the Resolutions through remote e-voting and are otherwise not barred from doing so, shall be eligible to vote through e-voting system in the AGM.
e. At the AGM, at the end of discussion on the resolutions on which voting is to be held, the chairman shall, with the assistance of scrutinizer, order voting through electronic means for all those members who are present at the AGM through VC/OAVM but have not cast their votes electronically using the remote e-voting facility
f. The voting rights of members shall be in proportion to the shares held by them, of the paid-up equity share capital of the company as on the cut-off date of Tuesday, September 22, 2020.

60[th] Annual Report 2019-2020

g. Mr. Nitin R. Joshi, Practicing Company Secretary (Membership No.1884) has been appointed as the Scrutinizer to scrutinize the e-voting process (including the Postal Ballot Form received from the Members who do not have access to the e-voting process) in a fair and transparent manner.
h. Immediately after the conclusion of voting at the AGM, the scrutinizer shall first count the votes cast at the AGM and thereafter unblock the votes cast through remote e-voting in the presence of at least two witnesses not in the employment of the company. The scrutinizer shall prepare a consolidated scrutinizer’s report of the total votes cast in favour or against, if any, not later than forty eight hours after the conclusion of the AGM. This report shall be made to the chairman or any other person authorized by the chairman, who shall declare the result of the voting forthwith.
i. The Voting results declared alongwith the Scruitinizer’s Report shall be placed on the Company’s website www.citadel.com and on the website of NSDL www.e-voting.nsdl.com. The results shall also be immediately forwarded to BSE Limited, where the shares of the Company are listed.

Regd. Office : By Order of the Board Marathon FutureX, N. M. Joshi Marg, Lower Parel (W), Sd/Mumbai 400013 Anuja Dube Dated: May 29, 2020 Company Secretary

INSTRUCTIONS FOR MEMBERS ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER:

Member will be provided with a facility to attend the AGM through VC/OAVM through the NSDL e-voting system. Members may access the same at www.evoting.nsdl.com under shareholders login by using the remote e-voting credentials. The link for VC/OAVM will be available in shareholders login where the EVEN of company will be displayed. Please note that the members who do not have the User ID and Password for e-voting or have forgotten the User ID and Password may retrieve the same by following the remote e-voting instructions mentioned in this notice to avoid last minute rush. Further members can also use the OTP based login for logging into the e-voting system of NSDL.
Members are encouraged to join the meeting through laptops instead of mobiles for better experience.
Further members will be required to allow camera usage on their systems and use a good speed internet to avoid any disturbance during the meeting.
Please note that participants connecting through mobile devices or tablets or laptop, via mobile hotspot may experience audio/video loss due to fluctuation in their respective network. It is therefore recommended to use stable Wi-Fi or LAN connection to mitigate any kind of aforesaid glitches.
Members who would like to express their views/ask questions during the meeting need to register themselves as a speaker by sending their request mentioning their name, demat account number/folio number, e-mail ID and mobile number at [email protected] on or before September 28, 2020.
Those members who have registered themselves as a speakers in advance will only be allowed to express their views/ask questions during the meeting.
The company reserves the right to limit the number of speakers depending on the availability of time at the AGM.
In case any assistance is needed, members may contact: a. Mr. Amit Vishal, Senior Manager, NSDL at [email protected] or at telephone number: 022-24994360. b. Ms. Pallavi Mhatre, Manager, NSDL at [email protected] or at telephone number: 022-2499454

CITADEL REALTY AND DEVELOPERS LIMITED

DIRECTOR’S REPORT

To

The Members

Your Directors have pleasure in presenting before the shareholders the 60[th] Annual Report together with the Audited Financial Accounts of the company for the year ended 31[st] March, 2020:

1. Financial Highlights :

The Company’s financial performance for the year under review along with previous year’s figures is given here under:

(Amount in lakh except EPS’)

			(Amount in lakh except EPS’)	(Amount in lakh except EPS’)
Particulars	STANDALONE		CONSOLIDATED
	Financial Year ended 31st March, 2020	Financial Year ended 31st March, 2019	Financial Year ended 31st March, 2020	Financial Year ended 31st March, 2019
Revenue from Operations	204.97	223.55	204.97	223.55
Other income	23.92	23.19	-	-
Total Revenue	228.89	246.74	204.97	223.55
Expenses	36.17	39.10	36.16	39.10
EBITDA	192.72	207.64	168.81	184.45
Depreciation and Amortization	-	-	-	-
EBIT	192.72	207.64	168.81	184.45
Interest and Finance charge	136.79	148.92	136.79	148.92
Earning Before Tax (EBT)	55.93	58.72	32.02	35.53
Less: Taxation:
- Current Tax	5.00	6.84	5.00	6.84
- Deferred Tax	2.35	4.67	2.35	4.67
- MAT Credit	-	(2.28)	-	(2.28)
- Earlier Year TaxAdjustment	(4.75)	-	(4.75)	-
Profit/Loss After Tax	53.33	49.49	29.42	26.30
Share in the Profit of the Firm	-	-	25.80	19.72
Net profit for the period	53.33	49.49	55.22	46.02
Earning Per Share	0.68	0.66	0.70	0.61
Diluted Per Share	0.68	0.64	0.70	0.59

2. DIVIDEND:

In order to conserve cash flow of the Company during these testing times of the pandemic, the Board of Directors have decided not to recommend any dividend on the equity shares for the F.Y.2019-2020.

3. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

Since no dividend is unclaimed for the period as required under section 125(2), the provisions of said section do not apply.

4. RESERVES:

During the period under review no amount is proposed to be carried to any reserve.

5. FUTURE PROSPECTS:

The Company currently is developing project under the aegis of the Slum Rehabilitation Authority to rehabilitate a slum in Bhandup which is in the eastern suburbs of Mumbai. In the last year, the efforts of the company have been well recognized and have come in for praise from neighboring slums who have approached the company to look into their property as well. But, it is certain that due to ongoing Covid19

60[th] Annual Report 2019-2020

outbreak would make impact on Slum Rehabilitation Project of the Company. The spread of COVID-19 and the resultant lockdown for nearly two months has had an immense impact on the global and Indian economy. This has created a large degree of uncertainty about the nearterm prospects for the real-estate sector.

6. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY :

The Company inadvertently had not made an application for in-principle approval in terms of Regulation 28 (1) of the SEBI LODR Regulations 2015 for allotting Compulsorily Convertible Debentures ( CCDs) and Bonus shares thereon.

The Company had sought condonation from SEBI for above matter. SEBI had condoned the said non-compliance and allowed Company to do further statutory procedure in above matter.

7. DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENT :

The internal control commensurate with the activities is supplemented by continuous review by the management. The internal control system is designed to ensure that every aspect of the company’s activity is properly monitored. At the Group level there has been an extensive exercise conducted on Internal Financial Controls. The Statutory Auditors have specifically commented on the existence of adequate Internal Financial Controls in relation to the activities of the company.

8. PUBLIC DEPOSITS:

The Company has not accepted any fixed deposits, covered under Chapter V of the Companies Act, 2013.

9. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The particulars of Loans, Guarantees or Investments have been disclosed in the Notes of the Financial Statement of the Company.

10. RE-APPOINTMENT STATUTORY AUDITOR:

Bipin Shah & Co. (Reg. No. 101511W ) have been appointed as Statutory Auditors of the Company at the 56th Annual General Meeting and would complete their five year term at the conclusion of ensuing Annual General Meeting, and being eligible for re-appointment for next another 5 year term.

As recommended by the Audit Committee and approved by Board and subject to approval of members of the Company, the Company would re-appoints of M/s Bipin Shah & Co., to act as statutory Auditors in ensuing Annual General Meeting till the conclusion of the 65th Annual General Meeting.

11. EXTRACT OF ANNUAL RETURN:

Extract of the annual return in Form No. MGT – 9 pursuant to the provisions of Section 92 read with Rule 12 of the Companies (Management and administration) Rules, is attached as Annexure I to the Boards Report.

12. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES (CSR) :

The Company does not met with criteria given under section 135 (1) of the Companies Act, 2013 pertaining to CSR contribution, hence CSR is not applicable to the Company.

13. CORPORATE GOVERNANCE :

The Company is committed to maintain the highest standards of Corporate Governance and adheres to the Corporate Governance requirements as stipulated by Securities and Exchange Board of India (SEBI). The report on Corporate Governance as per the requirement of SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015 forms an integral part of this Annual Report.

Certificate on Corporate Governance

As required by SEBI (LODR) Regulation, 2015, Certificate on Corporate Governance is attached as Annexure 2 of the Company.

14. BOARD OF DIRECTORS:

a. Composition of the Board:

The composition of the Board is in conformity with Regulation 17 of the SEBI ( Listing Obligation and Disclosure Requirement) Regulations 2015 which, inter alia, stipulates that the Board should have an optimum combination of executive and non-executive directors with at least one woman director and at least 50% of the Board should consist independent directors, if the chairman of the board is an executive director. If the chairman is a non-executive director, 1/3[rd] of the Board should be independent directors.

As on 31[st] March, 2020 the Board comprised six Directors including one Woman Director and two independent Directors including the non-executive Chairman.

b. Changes in Directors and Key Managerial Personnel:

Reappointments

As per Provision of Companies Act’2013, Mr. Chetan Shah, Promoter Director, retires by rotation at the ensuing Annual General Meeting and is being eligible for re-appointment. The Board recommends his reappointment.

CITADEL REALTY AND DEVELOPERS LIMITED

c. Number of Board Meetings held during the year:

During the year, Four Meetings of the Board of Directors were held. The details of the meetings are as follows:-

May 27, 2019; August 12, 2019; November 13, 2019 and February 03, 2020.

The Performance Evaluation of all Directors was undertaken as per the prescribed standards. The Independent Directors of the company have formalized the mode of carrying out such evaluation of all the directors for the year under review.

15. COMMITTEES OF BOARD :

The Board of Directors has constituted three Committees viz. Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee. All decisions pertaining to the constitution of Committees, appointment of Members and fixing of terms of reference / role of the committees are taken by the Board of Directors.

Detailed particulars relating to the above Committees have been furnished in Corporate Governance for the year ended 31[st] March 2020.

16. PARTICULAR OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTY :

During the financial year, no contracts or arrangements entered with related party transactions that fall within the purview of Section 188 of the Companies Act, 2013.

17. SECRETARIAL AUDIT REPOT:

Secretarial Audit for the financial year 2019-2020 was conducted by a Practicing Company Secretary in accordance with the provisions of Section 204 of the Companies Act, 2013. The Secretarial Auditor’s Report is attached to this Report ( Annexure 3 ).

18. VIGIL MECHANISM :

Vigil Mechanism policy has been introduced by the Board on the framework for reporting instances of unethical/improper conduct and action for suitable steps to investigate and correct the same.

19. DISCLOSURE UNDER THE SEXUAL HARASSEMENT OF WOMEN AT WORK PLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Marathon group have in place a Policy in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Committee (IC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. During the year under review, No Complaints were received.

20. DECLARATION FROM INDEPENDENT DIRECTORS:

The Company has received declarations from all the Independent Directors confirming that they meet the criteria of Independence as prescribed under Section 149 (6) & (7) of the Companies Act, 2013 issued there under and under Regulation 16 (1) (b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.

21. DIRECTOR’S RESPONSIBILITY STATEMENT:

The Directors confirm that:

i. in the preparation of the accounts for the year ended 31[st] March 2020, the applicable amended accounting standards have been followed;
ii. appropriate accounting policies have been selected and applied consistently and reasonably so as to give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for the year under review, as at 31-3-2020;
iii. proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and
iv. the annual accounts for the year ended 31[st] March, 2020 have been prepared on the basis that the Company is “Going Concern”.
v. proper systems have been devised in order to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
vi. have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

The details in respect of frauds reported by auditors under sub-section (12) of section 143 other than those which are reportable to the Central Government: None

22. DISCLOSURE UNDER 134(3)(m) OF THE COMPANIES ACT, 2013:

The disclosure relating to conservation of energy, technology absorption and foreign exchange earnings and outgo as required under Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8 (3) of the Companies (Accounts) Rules, 2014 is not applicable.

However, while developing the SRA Project and the sale of buildings the Company adopts basic environment friendly measures in it construction activities and endeavours to practice the sustainability measures to improve the livelihood of the society at large.

60[th] Annual Report 2019-2020

23. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE

During the year under review, your Company ceases to be subsidiary of the Marathon Realty Pvt. Ltd. W.e.f. September 28, 2019.

24. SECRETARIAL STANDARADS:

The directors state that applicable secretarial standards, i.e. SS-1 and SS-2, relating to ‘Meetings of the Board of Directors and ‘General Meetings’, respectively, have been duly followed by the Company.

25. LISTING FEE:

The Annual Listing Fee for the Financial Year 2020-21 has been duly paid within the stipulated time to BSE Limited.

26. DEMATERIALISATION OF SHARES :

Members are aware that the company‘s equity shares are under compulsory trading in dematerialized form for all categories of investors .

27. PARTICULARS OF EMPLOYEE:

The Company has no employee who receives remuneration to the extent provided in Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 for the year ended 31[st] March, 2020.

Regd. Office: behalf of the Board of Directors Marathon Futurex, N.M.Joshi Marg, Lower Parel (W), Mumbai 400 013 S. Ramamurthi Chetan Shah Dated: May 29, 2020 Director & CEO Director DIN: 00135602 DIN: 00135296

CITADEL REALTY AND DEVELOPERS LIMITED

Annexure 1

Form No. MGT - 9

Extract of Annual Return as on the Financial Year ended on 31[st] March, 2020

(Pursuant to Section 92 (3) of the Companies Act, 2013 and Rule 12 (1) of the Companies (Management and Administration) Rules, 2014)

I. REGISTRATION AND OTHER DETAILS:

i)	CIN:	L21010MH1960PLC011764
ii)	Registration Date	26th July, 1960
iii)	Name of the Company	Citadel Realty and Developers Limited
iv)	Category / Sub-Category of the Company	Public Limited Company
v)	Address of the Registered office and contact details	Marathon Futurex, N. M. Joshi Marg, Lower Parel, Mumbai - 400 013.
vi)	Whether listed companyYes / No	Listed (BSE Limited)
vii)	Name, Address and contact details of Registrar and Transfer Agent, if any	Bigshare Services Pvt. Ltd. 1st Floor, Bharat Tin Works Building, Opp. Vasant Oasis, Makwana Road, Marol, Andheri East, Mumbai - 400 059.

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of the Company shall be stated:

Sr. No.	Sr. No.	Name and Description of Main Product/Services	Name and Description of Main Product/Services	NIC Code of the Product	NIC Code of the Product	% to total turnover of the Company	% to total turnover of the Company	% to total turnover of the Company
1.		Real Estate & Construction		70		100%
PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES
Sr. No.	Name and Address of the Company		CIN/GIN		Holding/Subsidiary of the Company		% of shares held	Applicable Section
1.	Marathon Realty Pvt. Ltd.		U70100MH1994PTC084037		Associates		48.67	2(6)

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

IV. SHAREHOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)

i. Category-wise Share Holding.

Category of Shareholders	No. of shares held at the beginning of the year	No. of shares held at the beginning of the year	No. of shares held at the beginning of the year	No. of shares held at the beginning of the year	No. of shares held at the end of the year	No. of shares held at the end of the year	No. of shares held at the end of the year	No. of shares held at the end of the year	% Change during the year
	Demat	Physical	Total	% of Total Shares	Demat	Physical	Total	% of Total Shares
A. Promoters
(1)Indian
a)Individual / HUF	540000	0	540000	7.18	540000	0	540000	6.84	(0.34)
b)Central Govt.	0	0	0	0					0
c)State Govt.(s)	0	0	0	0					0
d)Bodies Corp.	4212738	0	4212738	56.02	4584962	0	4584962	58.09	2.07
e)Banks / FI	0	0	0	0					0
f)AnyOtherDirectors relative	0	0	0	0					0
Sub-total(A) (1):	4752738	0	4752738	63.20	5124962	0	5124962	64.93	1.73

60[th] Annual Report 2019-2020

Category of Shareholders	No. of shares held at the beginning of the year	No. of shares held at the beginning of the year	No. of shares held at the beginning of the year	No. of shares held at the beginning of the year	No. of shares held at the end of the year	No. of shares held at the end of the year	No. of shares held at the end of the year	No. of shares held at the end of the year	% Change during the year
	Demat	Physical	Total	% of Total Shares	Demat	Physical	Total	% of Total Shares
B. Foreign
a)NRIs – Individual	0	0	0	0	0	0	0	0	0
b)Other - Individuals	0	0	0	0	0	0	0	0	0
c)Bodies Corp.	0	0	0	0	0	0	0	0	0
d)Banks / FI	0	0	0	0	0	0	0	0	0
e)AnyOther	0	0	0	0	0	0	0	0	0
Sub-total(A)(2):(B)	0	0	0	0	0	0	0	0	0
Total Shareholding of Promoters (A)=(A) (1)+(A) (2)	4752738	0	4752738	63.20	5124962	0	5124962	64.93	1.73
B. Public Shareholding
1. Institutions
a)Mutual Funds	0	0	0	0	0	0	0	0	0
b)Banks / FI	734	1750	2484	0.03	734	1750	2484	0.03	0
c)Central Govt.	0	0	0	0	0	0	0	0	0
d)State Govt.(s)	0	0	0	0	0	0	0	0	0
e)Venture Capital Funds	0	0	0	0	0	0	0	0	0
f)Insurance Companies	0	0	0	0	0	0	0	0	0
g)FIIs	0	0	0	0	0	0	0	0	0
h)Foreign Venture Capital Funds	0	0	0	0	0	0	0	0	0
i)Others(specify)	0	0	0	0	0	0	0	0	0
Sub-total(B) (1)	734	1750	2484	0.03	734	1750	2484	0.03	0
2. Non-Institutions
a)Bodies Corporate
i)Indian	340908	0	340908	4.53	237233	1344	237233	3.00	(1.53)
ii)Overseas	0	0	0	0	0	0	0	0	0
b)Individuals,
i) Individual shareholders holding nominal share capital upto`2 lakh	1181173	539549	1720722	22.88	1134042	531652	11665694	21.10	(1.78)
ii) Individual shareholders holding nominal share capital in excess of`2 lakh	667023	0	667023	8.89	397132	0	397132	5.03	(3.86)
c)Others(specify)-ClearingMember	21801	0	21801	0.29	18331	0	18331	0.23	(0.06)
HUF	0	0	0	0	434490	0	434490	5.50
- NRI	0	392	392	0.00	0	392	392	0.00	(0.05)
- Trust	66	0	66	0.00	66	0	66	0.00	0
- NRI(Non-repat)	9314	0	9314	0.12	8132	0	8132	0.10	(0.02)
- Other	0	1344	1344	0.02	0	0	0	0	(0.02)
- NRI(Repat)	3182	0	3182	0.04	3282	0	3282	0.04	0.04
Sub-total(B) (2)	2223467	541285	2764752	36.77	2232708	533388	2766096	35.03	(1.74)
Total Public Shareholding (B)=(B) (1)+(B) (2)	0	0	0	0	0	0	0	0	0
C. Shares held by Custodian for GDRs & ADRs	0	0	0	0	0	0	0	0	0
Grand Total(A+B+C)	6976939	543035	7519974	100	7358404	535138	**7893542	100	0

**During the year, Company had allotted Equity Shares (Compulsorily Convertible Debentures (CCD) converted into Equity and bonus shares thereon) to Promoter Group Company, Post issue, the number of shares of the Company stood at 7893542.

CITADEL REALTY AND DEVELOPERS LIMITED

ii Shareholding of Promoters:	ii Shareholding of Promoters:	ii Shareholding of Promoters:	ii Shareholding of Promoters:	ii Shareholding of Promoters:	ii Shareholding of Promoters:	ii Shareholding of Promoters:	ii Shareholding of Promoters:	ii Shareholding of Promoters:
Sr. No.	Shareholder’s Name	Shareholding at the beginning of the year			Shareholding at the end of the year			% change in share- holding during the year
		No. of shares	% of total shares of the Company	% of shares Pledged/ encumbered to total shares	No. of shares	% of total shares of the Company	% of shares Pledged/ encumbered to total shares
1.	Marathon Realty Pvt.Ltd.	38,41,764	51.09	0	38,41,764	48.67	0	(2.42)
2.	Fibre Box Bombay Pvt. Ltd.	3,70,974	4.93	0	# 7,43,198	9.41	0	4.48
3.	Ms. Sonal Mayur Shah	2,70,000	3.59	0	2,70,000	3.42	0	(0.17)
4.	Ms. Shailaja Chetan Shah	2,70,000	3.59	0	2,70,000	3.42	0	(0.17)

#The Company has allotted 3,72,224 No . of Equity shares to the Fibre Box Bombay Pvt. Ltd, Promoter Group Company. (Preferential Allotment & Bonus shares thereon)

iii. Change in Promoter’s Shareholding (Please specify, if there is no change)

Sr. No.		Shareholding at the beginning of the year	Shareholding at the beginning of the year	Shareholding at the end of the year	Shareholding at the end of the year
		No. of Shares	% of total shares of the Company	No. of Shares	% of total shares of the Company
1.	At the beginning of the year	47,52,738	63.20	47,52,738	63.20
	Date wise Increase / Decrease in Promoters Share holding during the year specifying the reasons for increase / decrease (Pref. and Bonus Allotment)	3,72,224	1.73	3,72,224	1.73
	At the End of the year	51,24,962	64.93	51,24,962	64.93

iv. Shareholding Pattern of top ten Shareholders (other than Director, Promoters and Holders of GDRs and ADRs):

Sr. No.		Shareholding at the beginning of the year (01-04-2019)	Shareholding at the beginning of the year (01-04-2019)	Shareholding at the end of the year (31-03-2020)	Shareholding at the end of the year (31-03-2020)
	For each of top shareholders	No. of Shares	% of total shares of the Company	No. of Shares	% of total shares of the Company
1	Gandhi Securities & Investment Pvt. Ltd.	173490	*2.31	*173490	2.19
2	Mahendra Chheda	144290	*1.92	144290	*1.82
3	Bhupendra P. Shah (HUF)	129529	*1.72	*129529	1.64
4	Mahendra Girdharilal	93916	*1.25	*93916	1.19
5	Ravindra Vinayak Bhatavadekar	72452	0.96	75062	0.95
6	Vimal Hitesh Thakkar	70500	0.94	62500	0.79
7	Bhanu Satishchandra Doshi	53580	*0.72	*53580	0.67
8	Ravi Bhagirath Shah	42784	0.57	43284	0.54
9	Cosmos Prime Projects Limited	40000	*0.53	40000	*0.58
10	Pratiksha Satishchandra Doshi	37172	*0.49	37172	*0.47

The Company has allotted 3,72,224 No . of Equity shares to the Fibre Box Bombay Pvt. Ltd, Promoter Group Company, due to which % of above table varies even though no of shares are same in the both year.

60[th] Annual Report 2019-2020

v. Shareholding of Directors and Key Managerial Personnel:

Sr. No.		Shareholding at the beginning of the year	Shareholding at the beginning of the year	Shareholding at the end of the year	Shareholding at the end of the year
	For Each of the Directors & KMP	No. of Shares	% of total shares of the Company	No. of Shares	% of total shares of the Company
1.	Director- Sonal M. Shah	270000	*3.5	270000	*3.42
	Date wise Increase / Decrease in Share holding during the year specifying the reasons for increase / decrease (Bonus Issue):	NIL	NIL	NIL	NIL
	At the End of theyear	270000	*3.5	270000	*3.42
2.	KMP- Anuja Dube-CS	160	0	160	0

*** The Company has allotted 3,72,224 No . of Equity shares to the Fibre Box Bombay Pvt. Ltd, Promoter Group Company, due to which % of above table varies even though no of shares are same in the both year.**

V. INDEBTEDNESS :

V. INDEBTEDNESS :	V. INDEBTEDNESS :	V. INDEBTEDNESS :	V. INDEBTEDNESS :	V. INDEBTEDNESS :
Indebtedness of the Company including interest outstanding/accrued but not due for payment (` in lakhs)
	Secured Loans Excluding Deposits	Unsecured Loans	Deposits	Total Indebtedness
Indebtedness at the beginning of the financial year i. Principal Amount ii. Interest due but not paid iii. Interest accrued but not paid	NIL - NIL	1405.62 - 75.39	NIL - NIL	1405.62 - 75.39
Total of (i+ii+iii)	NIL	1330.23	NIL	1330.23
Change in the Indebtedness during the financial year • Additions • Reduction	NIL	160.08	NIL	160.08
Net Change	NIL	160.08	NIL	160.08
Indebtedness at the end of the financial year i. Principal Amount ii. Interest due but not paid iii. Interest accrued but not due	NIL - - -	1490.31 - - -	NIL - - -	1490.31 - - -
Total of (i+ii+iii)	NIL	1490.31	NIL	1490.31

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

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

Sr. No.	Particulars of Remuneration	Name of MD/WTD/Manager	Name of MD/WTD/Manager	Name of MD/WTD/Manager	Name of MD/WTD/Manager	Total Amount
1.	Gross salary	NOT APPLICABLE
	(a) Salary as per provisions contained in section 17 (1) of the Income Tax Act, 1961
	(b) Value of perquisites u/s. 17 (2) of the Income Tax Act,1961
	(c) Profits in lieu of salary under section 17 (3) of the Income Tax Act,1961
2.	Stock Option	0	0	0	0	0
3.	Sweat Equity	0	0	0	0	0
4.	Commission - as % of profit - others,specify	0	0	0	0	0
5.	Others, please specify	0	0	0	0	0
	Total(A)	0	0	0	0	0
	Ceiling as per the Act	0	0	0	0	0

CITADEL REALTY AND DEVELOPERS LIMITED

B. Remuneration to other Directors

Sr. No.	Particulars of Remuneration	Name of Directors	Name of Directors	Name of Directors	Name of Directors	Name of Directors	Name of Directors
		Mr. V. Ranganathan	Mr. Chetan R. Shah	Mr. S. Rama- mamurthi	Mrs. Sonal M. Shah	Mr. Nilesh D. Dand	Mr. Devendra Shrimanker
1.	Independent Directors & Other Non-Executive Directors Fee for attending board / committee meetings Commission Others, please specify	190000 - -	80000 - -	- - -	90000 - -	- - -	170000 - -
	Total(1)	190000	80000	-	90000	-	170000
2.	Executive Directors • Fee for attending board / committee meetings • Commission • Others,please specify	- - -	- - -	180000 - -	- - -	70000 - -	- - -
	Total (2)	-	-	180000	-	70000	-
	Total (B) = (1+2)	190000	80000	180000	90000	700000	170000
	Total Managerial Remuneration	0	0	0	0	0	0
	Overall Ceiling as per the Act	0	0	0	0	0	0

C. Remuneration to Key Managerial Personnel other than MD / WTD / Manager :-

Sr. No.	Particulars of Remuneration	Key Managerial Personnel	Key Managerial Personnel	Key Managerial Personnel	Total Amount
		CEO	Company Secretary	CFO
1.	Gross salary	N.A.	N.A.	N.A.	N.A.
	(a) Salary as per provisions contained in section 17 (1) of the Income Tax Act, 1961
	(b) Value of perquisites u/s. 17 (2) of the Income Tax Act, 1961
	(c) Profits in lieu of salary under section 17 (3) of the Income Tax Act, 1961
2.	Stock Option
3.	Sweat Equity
4.	Commission - as % of profit - others, specify
5.	Others, please specify
	Total

The above KMPs drew their remuneration from another Company within the Marathon Group.

60[th] Annual Report 2019-2020

VII. PENALTIES/PUNISHMENT/COMPOUNDING OF OFFENCES:

Type	Section of the Companies Act	Brief Description	Details of Penalty/ Punishment/ Compounding fees imposed	Authority [RD/NCLT/ COURT]	Appeal made, if any (give details)
A. Company
Penalty	0	0	0	0	0
Punishment	0	0	0	0	0
Compounding	0	0	0	0	0
B. Directors
Penalty	0	0	0	0	0
Punishment	0	0	0	0	0
Compounding	0	0	0	0	0
C. Other Officers in default
Penalty	0	0	0	0	0
Punishment	0	0	0	0	0
Compounding	0	0	0	0	0

CITADEL REALTY AND DEVELOPERS LIMITED

Annexure 2

CERTIFICATE ON CORPORATE GOVERNANCE

To

The Members of Citadel Realty & Developers Limited Mumbai.

I have examined the compliance of the conditions of Corporate Governance by Citadel Realty & Developers Limited (“the Company”) for the year ended 31st March, 2020 as stipulated in and as per the relevant provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Compliance of the Conditions of Corporate Governance of the responsibility of the management. Our examination was limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In my opinion and to the best of my information and according to the explanations given to me, I certify that the Company has complied with the conditions of Corporate Governance as stipulated in the above mentioned Listing Regulations.

I further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the management has conducted the affairs of the Company.

Sd/-

Nitin Joshi

Practicing Company Secretary FCS : 3137 PCS : 1884 UDIN number F003137B000598974

Date : 20.08.2020 Place : Mumbai

Nitin R. Joshi

B.COM. LL.B., D.C.E.C., F.C.S. COMPANY SECRETARY

415, Marathon Max, Next to Udyog Kshetra, Jn. Of L.B.S. Marg & Goregoan Link Road, Mulund (W), Mumbai-400 080.

E-mail: [email protected] Tel. 2562 5660/61 Cell 98201 29178

Annexure 3

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED MARCH 31, 2020

[Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

The Members,

The Citadel Realty & Developers Limited. Marathon Futurex, N.M.Joshi Marg, Lower Parel, Mumbai 400 013.

I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Citadel Realty & Developers Limited (hereinafter called the company).

Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate conducts/ statutory compliances and expressing my opinion thereon.

Based on my verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, I hereby report that in my opinion, the Company has, during the audit period covering the financial year ended on March 31, 2020 complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliancemechanism in place to the extent, and in the manner reported hereinafter:

I have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on March, 31, 2020 according to the provisions of:

(i) The Companies Act, 2013 (the Act) and the rules made thereunder;
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
(iv) The Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent applicable to Foreign Direct Investment (FDI), Overseas Direct Investment (ODI) and External Commercial Borrowings (ECB);
(v) The Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’) viz :
(a) The SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
(b) The SEBI (Prohibition of Insider Trading) Regulations, 2015;
(d) The SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018;
(e) The SEBI (Share Based Employee Benefits) Regulations 2014; (Not applicable to the Company during the Audit Period)
(f) The SEBI (Issue and Listing of Debt Securities) Regulations, 2008; (Not applicable to the Company during the Audit Period)
(g) The SEBI (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client;
(h) The SEBI (Delisting of Equity Shares) Regulations, 2009; (Not applicable to the Company during the Audit Period) and
(h) The SEBI (Buyback of Securities) Regulations, 2018; (Not applicable to the Company during the Audit Period)
(vi) The Management has identified and confirmed the following laws as specifically applicable to the Company:
(a) The Real Estate (Regulation and Development) Act, 2016;
(b) The Maharashtra Ownership Flats (Regulation and Promotion of Construction, Sale, Management, Transfer) Act 1963 and its Rules;

60[th] Annual Report 2019-2020

(c) The Maharashtra Apartment Ownership Act 1970;
(d) Building & other construction Workers welfare cess Act 1996;
(e) Development Control Regulations 2034 as updated.
(f) Maharashtra Town Planning Act-1974;
(g) Environment Protection Act 1996;
(h) Maharashtra State Goods and Services Tax Act- 2017(GST)

I further report that for the compliance of Labour Laws and other General Laws, my examination and reporting is based on the documents, records as produced and shown to me and the information and explanation as provided, by the officers and management of the Company of the applicability of the different enactments upon the Company, in my opinion there are adequate systems and processes exist in the Company to monitor and ensure compliance with applicable General Laws and Labour Laws.

I further report that the Company has complied with the applicable clauses/regulations of the following:

(i) Applicable clauses of Secretarial Standards issued by The Institute of Company Secretaries of India.;
(ii) The Equity Listing Agreement, to the extent applicable, entered in to by Company with BSE Limited; and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

During the period under review and as per the explanations and clarifications given to me and the representations made by the Management, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, etc. mentioned above subject to the following observations:

Key Managerial Personnel (KMP) holding similar position of another Company, which is inconsistent with the provision of Section 203 of the Companies Act, 2013.
The company has filed with delay form no. PAS-3 (Return of allotment) and form no. MGT-14 (Approval of financial statements) required to be submitted with Registrar of Companies.

I further report that

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

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

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

I further report that there are adequate systems and processes in the company commensurate with the size and operations of the company

to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

(NITIN R. JOSHI) FCS : 3137 PCS : 1884

UDIN number F003137B000598974

Date : 20.08.2020 Place : Mumbai

Note: This report is to be read with our letter of even date which is annexed as Annexure 1 and forms an integral part of this report.

Nitin R. Joshi B.COM. LL.B., D.C.E.C., F.C.S. COMPANY SECRETARY

415, Marathon Max, Next to Udyog Kshetra, Jn. Of L.B.S. Marg & Goregoan Link Road, Mulund (W), Mumbai-400 080.
E-mail: [email protected] Tel. 2562 5660 Cell 98201 29178.

‘Annexure 1’

To

The Members,

The Citadel Realty & Developers Lmited. Marathon Futurex, N.M.Joshi Marg, Lower Parel, Mumbai 400 013.

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

Maintenance of secretarial record is the responsibility of the management of the company. Our responsibility is to express an opinion on these secretarial records based on our audit.
We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.
We have not verified the correctness and appropriateness of financial records and Books of Accounts of the company.
Wherever required, we have obtained the Management representation about the compliance of laws, rules and regulations and happening of events etc.
The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedures on test basis.
The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or effectiveness with which the management has conducted the affairs of the company.

(NITIN R. JOSHI)

FCS : 3137 PCS : 1884

Date : 20.08.2020 Place : Mumbai

CITADEL REALTY AND DEVELOPERS LIMITED

ANNEXURE TO THE DIRECTORS’ REPORT

REPORT ON CORPORATE GOVERNANCE FOR THE YEAR ENDED 31ST MARCH, 2020 .

1. COMPANY’S PHILOSOPHY ON CODE OF GOVERNANCE :

The Company is part of “Marathon Group.”

Comprehensive guidelines, policies and procedures have been formulated by the Board in support of the Group’s corporate governance framework including the “Director’s Manual” , “Corporate Governance Manual” , “Guidelines on Internal Control System” , “Corporate Policy on Staff Responsibility” , “Whistleblowing Policy” , “Disclosure Policy on Inside Information” , and the terms of reference for various board committees. These documents are reviewed regularly by the Board and the relevant board committees and are updated in line with the amendments of applicable legislations and rules as well as the current market practices.

The Company has complied with all the applicable provisions of the Corporate Governance as stated in the SEBI (LODR) Regulations, 2015.

The Board

The primary role of the Board is to protect and enhance long-term shareholder value. It sets the overall strategy for the Group and supervises executive management. It also ensures that good corporate governance policies and practices are implemented within the Group. In the course of discharging its duties, the Board acts in good faith, with due diligence and care, and in the best interests of the Company and its shareholders.

The Board comprises six of Directors .Updated director details are available on the Company’s website. Day-to-day operation of the businesses is delegated to the Management of the Company. They are being closely monitored by the Board and are accountable for the performance of the Company as measured against the corporate goals and business targets set by the Board.

Familiarization:

The Company provides background information about its history, mission and businesses to its directors. Directors are also invited to visit the Group’s operational facilities from time to time and to meet with the management for gaining better understanding of business operations of the Group. Furthermore, the Board has separate and independent access to the senior management at all times. With prior request to the CEO, the Board is given access to independent professional advice any time when it thinks appropriate. Appropriate liability insurance for directors has been arranged for indemnifying their liabilities arising out of corporate activities. This insurance coverage is reviewed on an annual basis. The posts of Chairman and Chief Executive Officer (CEO) and Chief Financial Officer (CFO) of the Company are separate to ensure a clear distinction between the Chairman’s responsibility to manage the Board and the Executive Officers responsibility to manage the Company’s business.

2. BOARD OF DIRECTORS :

Composition:

The present strength of the Board of Directors is six Directors and complies with the requirement of SEBI (LODR) Regulations, 2015.

Four Board meetings were held during the year ended March 31, 2020. These were held on May 27, 2019; August 12, 2019; November 13, 2019 and February 03, 2020 . The maximum gap between any two meetings was less than one hundred and twenty days, as stipulated under Regulation 17 of the Listing Regulations and Secretarial Standards.

Further all Directors have informed about their Directorships, Committee Memberships/ Chairmanships including any changes in their positions. Relevant details of the Board of Directors as on March 31, 2020 are given below:

Number of Board Meetings held during the year ended 31[st] March 2020 and other details:

Name of Director	Designation & Category of Directorship	Attendance Particulars	Attendance Particulars	Attendance Particulars	Directorship in other companies including private companies in India.	No. of Committee in which Chairman/Member (other than Citadel Realty and Developers Limited)	No. of Committee in which Chairman/Member (other than Citadel Realty and Developers Limited)
		No. of Board meetings held	No. of Board Meeting attended	Attendance at the last AGM
						Member	Chairman
Mr. V.Ranganathan DIN: 00269682	Non-Executive - Independent Director and Chairman of the Board	4	4	Yes	0	0	0
Mr. S.Ramamurthi DIN: 00135602	Executive - Director and CEO	4	4	Yes	1	1	0
Mr.Nilesh Dand DIN: 00199785	Executive Director and CFO	4	3	Yes	5	0	0
Mr.Chetan R. Shah DIN: 00135296	Non-Executive - Promoter Director	4	4	Yes	19	2	0
Mrs.Sonal M.Shah DIN: 00199734	Non-Executive - Promoter Director	4	4	Yes	3	0	0
Mr. Devendra Shrimanker DIN: 00385083	Non-Executive Independent Director	4	4	Yes	4	2	4

60[th] Annual Report 2019-2020

Names of Director	Directorship in other Listed Companies	Category of Directorship
Mr. S.Ramamurthi	Marathon Nextgen Realty Limited	Executive Director
Mr. Nilesh Dand	-	-
Mr. Chetan R. Shah	Marathon Nextgen Realty Limited	Executive Director
Mrs. Sonal M.Shah	-	-
Mr. Devendra Shrimanker	1. Pentokey Organy (India) Ltd. 2. Aarvi Encon Limited	Non Executive Independent Director

Relationship between Directors inter-se:

Except as disclosed below, no Director of the Company is related to any other Director on the Board:

Ms. Sonal Shah is wife of Mr. Mayur Shah, who is brother of Mr. Chetan Shah

No. Of Shares held by Non-Executive Directors as on 31st March, 2020

Name of Directors Mrs. Sonal M. Shah Mr. V. Ranganathan Mr. Chetan R. Shah Mr. Devendra Shrimanker	No. of Shares Held
	270000 Nil Nil Nil

Committee of Directors includes Audit Committee, Shareholders / Stake holders Relationship Committee, Share Transfer Committee and Nomination and Remuneration Committee of the company.

The Particulars of Directors who are proposed to be reappointed at the ensuing Annual General Meeting are given below:

Mr. Chetan Shah (DIN. 00135296)- Mr. Chetan Shah, Non-Executive Director & Promoter of the Company retire at this AGM, being eligible offer himself for reappointment. His brief profile is as follows:

Name of Director	Mr. Chetan Shah
Date of Birth	13-03-1956
Date of Appointment	14-01-2010
Qualification	B. Tech Civil Engineering from IIT Bombay and M.S. Structural Engineering from the University of Houston, USA
Expertise in specific functional areas	Construction of Residential, Commercial and Industrial Buildings, responsible for implementing projects in Mumbai.
Other Companies in which Directorship held	1. Columbia Chrome (India) Private Limited 2. Cornell Housing and Infrastructure Pvt. Ltd. 3. Lark Consultancy Pvt Ltd. 4. Matrix Water Management Private Limited 5. Matrix Waste Management Private Limited 6. Matrix Enclaves Projects Developments Pvt. Ltd. 7. Marathon Fiscal Private Limited 8. Matrix Fiscal Private Limited 9. Marathon Panvel Infrastructures Private Limited 10. Marathon Realty Private Limited 11. Nexzone Utilities Private Limited 12. Nextgen Buildcon Private Limited 13. Nexzone Fiscal Services Private Limited 14. Nexzone Land Private Limited 15. Svarnim Enterprises Private Limited 16. Terrapolis Assets Private Limited 17. Marathon Securities & Properties Pvt. Ltd.
Other Public Companies in which membership of Committees of Directors held	Marathon Nextgen Realty Limited
No. of shares held as on 31.03.2020	NIL

CITADEL REALTY AND DEVELOPERS LIMITED

Performance evaluation criteria for Independent Directors:

The evaluation of IDs has been done by the entire Board of Directors, excluding the director being evaluated. The Board will keep in view the report of performance evaluation while determining the suitability of extending or continuing the term of appointment of the IDs.

Directors’ Familiarization Programme:

Marathon Group” as a whole conducts Familiarization Programme for the Independent Directors to provide them an opportunity to familiarize with the Company, its Management and its operations so as to gain a clear understanding of their roles, rights and responsibilities and contribute significantly towards the growth of the Company.

The Company at its Board meet held on 03/02/2020, met at the Regd .Office of the Company and a detailed presentation was made by the Company about the ongoing project (SRA).The procedures and the process of the execution of the projects were explained to them.

The Company holds Board Meetings at its registered office and also in other locations within Mumbai. The Directors periodically review the various businesses of the Company, in the context of the industry scenario, competitive environment and regulatory framework.

The Board has identified the following skills/expertise/ competencies fundamental for the effective functioning of the Company which are currently available with the Board:

Governance	Experience in developing governance practices, serving the best interests of all stakeholders, maintaining board and management accountability, building long-term effective stakeholder engagements and driving corporate ethics and values.	Experience in developing governance practices, serving the best interests of all stakeholders, maintaining board and management accountability, building long-term effective stakeholder engagements and driving corporate ethics and values.	Experience in developing governance practices, serving the best interests of all stakeholders, maintaining board and management accountability, building long-term effective stakeholder engagements and driving corporate ethics and values.	Experience in developing governance practices, serving the best interests of all stakeholders, maintaining board and management accountability, building long-term effective stakeholder engagements and driving corporate ethics and values.	Experience in developing governance practices, serving the best interests of all stakeholders, maintaining board and management accountability, building long-term effective stakeholder engagements and driving corporate ethics and values.	Experience in developing governance practices, serving the best interests of all stakeholders, maintaining board and management accountability, building long-term effective stakeholder engagements and driving corporate ethics and values.
Strategy and Planning	Appreciation of long-term trends, strategic choices and experience in guiding and leading management teams to make decisions in uncertain environments.
Financial	Leadership of a financial firm or management of the finance function of an enterprise, resulting in proficiency in complex financial management, capital allocation and financial reporting processes.
Board Service and Governance	Service on public company board to develop insights about maintaining board and management accountability, protecting shareholders interest and observing appropriate governance practice.
Marketing	Expertise in marketing strategy pertaining to variant market and has the knowledge of the regulations & legislations of the market/(s) the business operates in.

Director		Governance	Strategy and Planning	Financial	Board Service and Governance	Marketing
Mr. V. Ranganathan		�	�	�	�	-
Mr. S. Ramamurthi		�	�	�	�	�
Mr. Nilesh Dand		�	-	�	�	�
Mr. Chetan R. Shah		�	�	�	�	�
Mrs. Sonal M.Shah		�	�	-	�	�
Mr. Devendra Shrimanker		�	�	�	�	-

The Board has confirmed that, the Independent Directors fulfill the conditions specified in the regulation and are independent of the management.

3. AUDIT COMMITTEE :

Terms of Reference:

The terms of reference of this committee are wide enough, covering matters specified for Audit Committees under the Section 177 (4) of Companies Act, 2013 and Regulation 18 read with Part C of Schedule II of SEBI (LODR) Regulations, 2015 which includes reviewing with the management, the quarterly financial statements before submission to the board for approval, related party transactions, vigil mechanism process.

As on March 31, 2020, the Audit Committee comprises of Members as stated below. The composition of the Committee is in conformity with the Listing Regulations and Companies Act, 2013. During the year under review, the Audit Committee met four times; on May 27, 2019; August 12, 2019; November 13, 2019 and February 03, 2020 . The time gap between any two meetings was less than 120 days.

The details of attendance of Members is as under:

Name	Designation	Executive/Non-Executive /Independent	Committee Meeting held	Committee Meeting attended
Mr. V.Ranghanthan	Chairman	Non-Executive Independent Director	4	4
Mr. Devendra Shrimanker	Member	Non-Executive Independent Director	4	4
Mr. S. Ramamurthi	Member	Executive Director & CEO	4	4

60[th] Annual Report 2019-2020

4. NOMINATION AND REMUNERATION COMMITTEE :

The terms of reference of this committee are wide enough, covering matters specified for Nomination Remuneration Committee under the Section 178 of Companies Act, 2013 and Regulation 19 read with Part D of Schedule II of SEBI (LODR) Regulations, 2015. As on March 31, 2020, the Nomination and Remuneration Committee comprises of Members as stated below. The composition of the Committee is in conformity with the Listing Regulations and Companies Act , 2013 i.e., there are three Directors. More than fifty percent of the Directors are Independent Directors.

The following is the composition of Nomination & Remuneration Committee of Directors.

Name	Category	Position	Attendance in Meeting dt.27.05.2019
Mr. Devendra Shrimanker	Non- Executive – Independent Director	Chairman	Present
Mr. V. Ranganathan	Non- Executive – Independent Director	Member	Present
Mrs. Sonal Shah	Non Executive – Director	Member	Present

The Committee deals with matters relating:

to matters to be dealt with and recommended by the Committee to the Board;
the appointment/removal and nomination Directors and
recommendation of remuneration and perquisites, etc.

Performance evaluation criteria for Independent Directors:

5. REMUNERATION TO DIRECTORS-

The details of payments of sitting fees paid to Non-Executive Directors during the year are given below:

Sr. No.	Particulars	Fees paid during the year (in INR)
1	Mr. Devendra Shrimankar	1,70,000
2	Mr. Nilesh Dand	70,000
3	Mrs. Sonal Shah	90,000
4	Mr. S.Ramamurthi	1,80,000
5	Mr. V.Ranganathan	1,90,000
6	Mr. Chetan Shah	80,000

6. STAKEHOLDERS RELATIONSHIP COMMITTEE:

The terms of reference of this committee are wide enough, covering matters specified for Stakeholders Relationship Committee under Regulation 20 read with Part D of Schedule II of SEBI (LODR) Regulations, 2015.

Name of non-executive Director heading the committee - As on March 31, 2020 the Stakeholders` Relationship Committee consists of Members as stated below.

Members as stated below.
Name	Category	Position
Mr. V. Ranganathan	Non-Executive Independent Director	Chairman
Mr. Nilesh Dand	Executive Director	Member
Mr. S. Ramamurthi	Executive Director	Member

Name of Compliance officer:- Ms. Anuja Dube, the Company Secretary and Compliance Officer of the Company.

The Committee ensures cordial investor relations and oversees the mechanism for redressal of investors’ grievances. The Committee specifically looks into redressing shareholders’/investors’ complaints/ grievances pertaining to share transfers, non-receipts of annual reports, and other allied complaints.

Status of Investor Complaints during the Financial Year ended 31st March 2020:

Number of Complaints	Nil
Pendingat the beginningof theyear	Nil
Received duringtheyear	4
Disposed off duringtheyear	4
Remaining unresolved at the end of the year	Nil

During the year under review there is “NO COMPLIANT” received and or pending at “SCORES PLATFORM” of SEBI Portal. The Company endeavors to have a robust and healthy Investors Relations and aims towards achieving ZERO Complaint regime.

CITADEL REALTY AND DEVELOPERS LIMITED

7. GENERAL BODY MEETINGS :

Details of the location of the last three AGM and the details of the resolutions passed.

Year	Location	Date	Time	Special Resolutions
2018-2019	Kilachand Conference Room 2nd Floor, Indian Merchant Chambers, Churchgate, Mumbai - 400 020.	27-09-2019	3.00 p.m.	Yes To re-appoint Mr. V. Ranganathan (DIN 00269682) as an Independent Director
2017-2018	Kilachand Conference Room 2nd Floor, Indian Merchant Chambers, Churchgate, Mumbai - 400 020.	03-08-2018	4.00p.m.	Nil
2016-2017	Walchand Hirachand Hall, 4th Floor, IMC, Churchgate, Mumbai - 400 020.	10-08-2017	3.30 p.m.	Nil

8. MEANS OF COMMUNCATION :

The quarterly and half-yearly results are regularly submitted to the Stock Exchanges in accordance with the Listing regulations and are published in one English daily newspaper i.e. ‘ Business Standard’ and one vernacular daily news paper i.e. ‘ Lakshadweep’ having adequate circulation.

9. GENERAL SHAREHOLDER INFORMATION :

Company Registration Details :

The Company is registered in the State of Maharashtra, India. The Corporate Identity Number (CIN) allotted to the Company by the Ministry of Corporate Affairs (MCA) is L21010MH1960PLC011764 having registered office address: Marathon Futurex, N. M. Joshi Marg, Lower Parel, Mumbai 400013 and the Copr. office is at 7[th] Floor, Marathon Max, Mulund-Goregaon Link Road, Mulund (W), Mumbai 400 080.

SIXTIETH ANNUAL GENERAL MEETING:

SIXTIETH ANNUAL GENERAL MEETING:
Date and Time:	September 29,2020
Venue	Video Conferencing (VC)facility/ Other Audio Visual Means(OAVM)
Financial Year	1st April 2019 to 31st March 2020
Date of book closure	September 23, 2020 to September 29, 2020 (both days inclusive).
Listing on stock exchange(s)	BSE Limited
Stock code	502445
Demat ISIN Number in NSDL & CDSL	INE906D01014

LISTING FEE:

The Annual Listing Fee for the Financial Year 2020-21 has been duly paid within the stipulated time to BSE Limited.

Market Price Data :

The High & Low price, during each month in the last financial year, of the Company’s shares and BSE SENSEX is as follows :

Period	COMPANY’S SHARES	COMPANY’S SHARES	SENSEX	SENSEX
(FY: 2019-2020)	High	Low	High	Low
Apr-19	19.80	16.40	39,487.45	38,460.25
May-19	19.30	14.15	40,124.96	36,956.10
Jun-19	16.00	12.20	40,312.07	38,870.96
Jul-19	14.55	9.50	40,032.41	37,128.26
Aug-19	14.89	10.12	37,807.55	36,102.35
Sep-19	13.11	11.59	39,441.12	35,987.80
Oct-19	16.46	10.53	40,392.22	37,415.83
Nov-19	18.20	16.10	41,163.79	40,014.23
Dec-19	16.95	16.00	41,809.96	40,135.37
Jan-20	16.10	10.80	42,273.87	40,476.55
Feb-20	14.15	9.50	41,709.30	38,219.97
Mar-20	9.87	8.93	39,083.17	25,638.90

60[th] Annual Report 2019-2020

Registrar of Transfer Agents

Bigshare Services Pvt. Ltd.

Bharat Tin Works Building, 1st Floor, Opp. Vasant Oasis, Next to Keys Hotel Makwana Road, Andheri East, Mumbai – 400 059. Website : www.bigshareonline.com

Distribution of Shareholding and Shareholding Pattern as on 31[st] March 2020

SHAREHOLDING OF NOMINAL RS. RS.	SHAREHOLDING OF NOMINAL RS. RS.	NUMBER OF SHAREHOLDERS	PERCENTAGE OF TOTAL	SHARE AMOUNT	PERCENTAGE OF TOTAL
1	5000	2706	77.5358	4257670	5.3948
5001	10000	450	12.8940	3425430	4.3403
10001	20000	172	4.9284	2495800	3.1624
20001	30000	44	1.2607	1070940	1.3570
30001	40000	28	0.8023	980600	1.2425
40001	50000	15	0.4298	701720	0.8891
50001	100000	43	1.2321	3043440	3.8563
100001	9999999999	32	0.9169	62946380	79.7577
TOTAL		3490	100.00	78921980	100.00

Dematerialization of shares and Liquidity as on 31.3.2020 :-

As on March 31, 2020, 92.50% of shareholding was held in dematerialized form with NSDL and CDSL, while 6.76 % was held in physical form. The detailed data are as follows:

Categories	Physical	%	Demat	%	Total	%
Promoters	0	0	5124962	64.94	5124962	64.94
Bodies Corporate	0	0	237233	3.01	237233	3.01
Nationalized Banks	1750	0.02	734	0.01	2484	0.03
NRI's	392	0.00	11414	0.14	11806	0.15
Trust	0	0	66	0.00	66	0.00
clearingMember	0	0	18331	0.23	18331	0.23
Public	531652	6.74	1965664	24.91	2497316	31.64
Total	533794	6.76	7358404	93.24	7892198	100.00

Categories of Shareholders as on 31.3.2020 :

Sr. No.	Category	Total Shareholder	% of Shareholders	Total Shares	Percentage
1	Promoters	4	0.12	5124962	64.93
2	ClearingMember	7	0.20	18331	0.23
3	Corporate Bodies	33	0.95	237233	3.01
4	Nationalised Banks	6	0.17	2484	0.03
5	NRI	20	0.57	11806	0.15
6	Public	3419	97.97	2497316	31.64
7	Trust	1	0.03	66	0.00
Total		3490	100.00	7892198	100.00

Variation in Market Capitalization:

Viti i Mkt Citliti	Viti i Mkt Citliti	Viti i Mkt Citliti	Viti i Mkt Citliti
(Amt. in Lakhs) araon n are apazaon:
	As at March 31, 2020	As at March 31, 2019	Increase /(decrease) in %
Market capitalization	1029.93	1210.71	(17.55%)

Note.: The No. of Equity Shares for the year 2020 is 7892198 as compared to No. of Equity Shares 7519974 in the year 2019.

CITADEL REALTY AND DEVELOPERS LIMITED

Address for Correspondence: Citadel Realty and Developers Limited

Corporate office address:

702, Marathon Max, Junction of Mulund-Goregaon Link Rd., Mulund (W), Mumbai 400080 Ph. 022-67728484, Fax.:022-67728408 Website :www.citadelrealty.in Email:[email protected]

Registered Address:

Marathon Futurex, N.M. Joshi Marg, Lower Parel, Mumbai 400013. Ph. 022-67728484, Fax.:022-67728408 Website :www.citadelrealty.in Email:[email protected]

10. OTHER DISCLOSURES :

a. Related Party transactions:

Disclosures on materially significant related party transactions i.e. transactions of the Company of material nature, with its Promoters, the Directors, or the Management, their subsidiaries or relatives etc. that may have potential conflict with the interest of the Company at large : -

(i) Transactions with the related parties are disclosed in Notes to the Accounts in the Annual Report.
(ii) None of the transaction with any of the related parties were in conflict with the interest of the Company.

The weblink for policy on dealing with related party transaction is http://www.citadelrealty.in

b. Details of non-compliance:

There are no non-compliance, penalties, and strictures imposed on the Company by Stock Exchange or SEBI or any statutory authority, on any matter related to capital markets, during the last year.

c. Your Company has a Whistleblower Policy in place. During the year under review no personnel have either approached the Audit Committee or been denied access to the Audit Committee.
d. Details of compliance with mandatory requirements and adoption of non mandatory requirements: Mandatory requirements are mentioned in the Annual Report and as per the SEBI(LODR)Regulations, 2015 Mandatory requirements are adhered with.
e. Web link of the Company regarding the Policy determining material subsidiaries: www. citadelrealty.in
f. The weblink for policy on dealing with related party transaction is http://www.citadelrealty.in.
g. Your Company does not deal with commodity price risks and commodity hedging activities.
h. Your Company has not raised any funds through preferential allotment or qualified institutions placement as specified under Regulation 32 (7A).
i. A certificate from Mr. Nitin R. Joshi, Company Secretary in Practice, stating that none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as directors of companies by the Board/ Ministry of Corporate Affairs or any such statutory authority forms part of this Report.
j. During the year, the Board has accepted all recommendation received from all its Committees.
k. M/s. Bipin B Shah & Co., Chartered Accountants,( Firm Registration No.101511W), were appointed as statutory auditors of the Company. The particulars of payment of Statutory Auditors’ fees, on consolidated basis is given below:

the Company. The particulars of payment of Statutory Auditors’ fees, on consolidated basis is given below:	the Company. The particulars of payment of Statutory Auditors’ fees, on consolidated basis is given below:	the Company. The particulars of payment of Statutory Auditors’ fees, on consolidated basis is given below:
(Amt. in Lakhs)
Particulars	for the year ended 31-Mar-20	for the year ended 31-Mar-19
StatutoryAudit Fees includingfees forquarterlylimited reviews	0.58	0.81
Tax Audit Fees	0.15	0.15
Other Services	-	-
Total	0.73	0.96

l. Disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:
a. number of complaints filed during the financial year- None

60[th] Annual Report 2019-2020

b. number of complaints disposed of during the financial year - NA
c. number of complaints pending as on end of the financial year.- NA
m. The Company has complied with requirement of corporate governance report.
n. Adoption of discretionary requirements specified in Part E of Schedule II on Corporate Governance as per SEBI(LODR) Regulations 2015:
1) The Board: The Chairman of the Board is non executive Independent Director and do not maintain a separate office.
2) Modified Opinion in Audit Report : The Company’s financial statements for the year 2019-20 do not contain any audit qualification.
3) Shareholders’ Rights : A half-yearly declaration of financial performance including summary of the significant events in last sixmonths, may be sent to each household of shareholders.- Yet to be initiated.
o. Disclosure of compliance with corporate governance requirements under regulations 17 to 27 and regulation 46(2) (b) to (i) of SEBI (LODR), Regulations, 2018 - The Disclosure of compliance with corporate governance requirements under regulations 17 to 27 and regulation 46(2) (b) to (i) of SEBI (LODR), Regulations, 2018 is not applicable to the Company, but adhering to the good Corporate governance, the Practicing Company Secretary’s Certificate that the Company has complied with the conditions of Corporate Governance is annexed to the ‘Report of the Board of Directors.
p. Quarterly Reconciliation Share Capital Audit Reports were furnished to the Stock Exchange to the following dates :

Quarter ended on	Furnished on
30-06-2019	19-07-2019
30-09-2019	18-10-2019
31-12-2019	14-01-2020
31-03-2020	27-04-2020

DECLARATION BY THE CHIEF EXECUTIVE OFFICER UNDER SCHEDULE V (D) OF SEBI (LODR) REGULATIONS 2015.

To

The Members of Citadel Realty and Developers Ltd.

Sub: Declaration by the chief executive officer under Schedule V (D) of SEBI (LODR) Regulations 2015.

I, S. Ramamurthi, CEO & Director of Citadel Realty and Developers Ltd hereby declare that all members of the Board of Directors and Senior Management Personnel have affirmed compliance with the Code of Conduct for the year ended March 31, 2020.

For and on behalf of the Board of Directors

S. Ramamurthi Mumbai CEO & Director Date: May 29, 2020 DIN: 00135602

CERTIFICATE ON COMPLIANCE FROM THE PRACTICING COMPANY SECRETARY

Sub: Compliance Certificate under Schedule V (E) of SEBI (LODR) Regulations 2015.

Certificate of the Practicing Company Secretary has been obtained on the compliance of conditions of the Corporate Governance and the same forms part of this Directors Report.

For and on behalf of the Board of Directors

S. Ramamurthi Mumbai CEO & Director Date: May 29, 2020 DIN: 00135602

CITADEL REALTY AND DEVELOPERS LIMITED

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS

(pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)

To, The Members of THE CITADEL REALTY & DEVELOPERS LIMITED Marathon Futurex, N.M.Doshi Marg, Lower Parel, Mumbai 400 013.

I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of THE CITADEL REALTY & DEVELOPERS LIMITED having CIN L21010MH1960PLC011764 and having registered office at Marathon Futurex, N.M. Doshi Marg, Lower Parel Mumbai 400 013 (hereinafter referred to as ‘the Company’), produced before me by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In my opinion and to the best of my information and according to the verifications (including Directors Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to me by the Company & its officers, I hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on 31st March, 2020 have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs.

Sr. No.	Name of Director	DIN	Date of appointment in Company
1	CHETAN RAMNIKLAL SHAH	00135296	14/01/2010
2	SONAL MAYUR SHAH	00199734	25/03/2015
3	SUNDARAM RAMAMURTHI	00135602	29/03/2007
4	VEERARAGHAVAN RANGANNATHAN	00269682	07/02/2014
5	DEVENDRA JASHWANTRAI SHRIMANKER	00385083	29/05/2017
6	NILESH DHANKUMAR DAND	00199785	29/03/2007

Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of the management of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate 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.

(NITIN R. JOSHI)

Date : 06.07.2020 Place : Mumbai

FCS : 3137 PCS : 1884 UDIN number F003137B000418585

60[th] Annual Report 2019-2020

MANAGEMENT DISCUSSION & ANALYSIS REPORT

The Management of the Company is pleased to present this report covering the activities of the Company during the year ended on March 31, 2020.

1. INDUSTRY STRUCTURE AND DEVELOPMENTSMACRO ECONOMIC ENVIRONMENT OVERVIEW

Economic outlook- Global Economy

Financial year 2019-20 was exciting, challenging and turned volatile towards the end of 4th quarter. While major economies slowed down with US-China trade strains, the Middle East geopolitical turmoil followed by plummeting crude oil prices, the world witnessed a fresh health challenge in the form of COVID-19 virus. This brought the entire world to a grinding halt, sending both demand and supply side shock waves apart from its unprecedented health implications.

The Covid-19 pandemic and shutdown are having an unprecedented impact on global economic activity. In turn, this is likely to significantly affect real estate returns in the near term. The Global Real Estate Market Outlook anticipate economic activity recovering later in the year. Consequently, real estate returns should improve markedly into 2021 as economic activity regains momentum. The decline in growth is the outcome of rising trade tensions between large economies, rising uncertainty surrounding trade and geopolitical issues; along with individual macroeconomic problems such as low productivity growth in emerging economies and aging population in advanced economies.

The recent report by CBRE (Coldwell Banker Richard Ellis), the impact of the epidemic will slow down the US and Indian economies which could result in delayed decision making, curtailed capital expenditures and thereby slowing down of portfolio decisions which will impact the real estate industry.

Economic outlook- Indian Economy

The real estate industry in India ranks second in the world in terms of generating employment for the people of India and contributing to the Gross Domestic Product of the country. The real estate sector in India has been witnessing weak sales for the last few years, resulting in a sharp drop in its significant contribution to the country’s Gross Domestic Product (GDP) and due to COVID-19 outbreak, is expected to fall further in the current year.

The Luxury residential market of Mumbai is likely to see a price decline of 5% in the year 2020 owing to the impact of Covid-19 on luxury residential property markets around the world. For the year 2021, Mumbai’s prime residential prices are expected to witness an additional decline of 3%, showed data from Knight Frank India.

Real estate is one of the major contributors to the economy by supporting innumerable ancillary industries and providing employment to millions directly and indirectly. Growth in real estate has multiple efforts on the economy. Despite such strong fundamentals the government does not recognize real estate as an industry. It is time that real estate sector get an industry status. This would enable developers to raise funds at lower rates and cut down their cost of capital which would eventually have bearing on overall project costs.

One of the reasons that the Indian economy is struggling to attain the projected growth is mainly attributed to real estate sector. The last few years have been challenging for the sector as it underwent tremendous transformation due to Demonetisation, RERA and GST implementation. The Covid 19 is further likely hit the sector hard, with some of the reports suggesting extreme pessimism regarding the sector.

However, reduced construction outflows, attributable to a slowdown in project execution activity, are expected to limit the overall decline in net cash flows, at least in the case of a short-term disruption. But sixmonth moratorium on term loan instalments announced by the RBI to ease the corporates from repayment stress during this turbulent times of raising pandemic also provides comfort to limited available cash flows in the sector.

Recent Measures taken by Government to boost Real Estate Segment:

The Securities and Exchange Board of India (SEBI) has given its approval for the Real Estate Investment Trust (REIT) platform which will help in allowing all kinds of investors to invest in the Indian real estate market. It would create an opportunity worth Rs 1.25 trillion (US$ 19.65 billion) in the Indian market over the years.

While new economic industries have shown robust growth, conventional economy segments like industrial and services segments, the manufacturing sector, transport and communication sectors and Real Estate have also been major contributors in the Indian growth process.

Bold initiatives have been witnessed in the long term growth of the Real Estate Sector. Affordable Housing has been given “industrial status” which would go a long way in giving the much needed credence to the sector and would help it to negotiate favorable terms for long term funding.

The Company may source funds for its projects based on the industrial status accorded to the segment in which it operates. The creditability of the Company would get enhanced with its “Marathon Brand” image in affordable housing and SRA segments.

Slum Rehabilitation Scheme (SRA)

The Company is into the Slum Rehabilitation Project under Slum Rehabilitation Authority to rehabilitate a slum in Bhandup. The Company, currently developing project with Shree Swami Smarth Buliders in joint venture in Bhandup. In these raising pandemic times the SRA projects are highly affected segment in the real estate sector.

Initiatives by Government to boost Slum Development Scheme:

All Slum Rehabilitation Project, to take care of slum dwellers, will have a primary healthcare centre admeasuring 1,000-5,000 sq ft. It will be free of FSI basis.
The area of houses under slum rehabilitation schemes in the Mumbai Metropolitan Region (MMR) will be increased to 300 sq.ft. from 269 sq.ft. These schemes will now be implemented in all seven municipal corporations and seven municipal councils in the MMR. In Mumbai, the limit of use of slum TDR has been increased from 20% to 30%.
Numbers of steps for Slum Rehabilitation Authority (SRA) to ease the process for builders.
Welcoming of foreign direct investment in government housing schemes with an arrangement of 20% equity to SRA.

Real Estate Regulation and Development Act (RERA):

The Indian realty entered a new archetype with the implementation of RERA Act, 2016. It proved to be a path-breaking law by reviving buyers’ confidence .

Under RERA, developers are required to file all the data regarding their projects, all approvals must be in place and the funds are kept in a separate escrow account so that there is no diversion of money. Hence, domestic and foreign investments have increased as investors are viewing

CITADEL REALTY AND DEVELOPERS LIMITED

the Indian real estate with a revived vigour led by increased transparency and credibility. The unorganised players are also consolidating as they are struggling to comply with strict norms under RERA. Thus, making it clear that only those who conduct their business transparently will survive in future. These steps will benefit the buyers’ by assuring them of a quality product within the specified timelines.

2. OPPORTUNITIES & THREATS

OPPORTUNITIES

The Govt. of Maharashtra has realized that rapid urbanization of Mumbai City is of utmost importance and has accordingly drawn up ambitious plans. With the introduction of RERA, rapid urbanization and improved living standard, the demand for housing in affordable sector is robust and your Company would endeavor to derive it.

Industry Structure and Development :

Digitilization - SRA is planning to boost transparency by digitalization its systems so that the redevelopment process— from a developer applying for a scheme to the allotment of tenements to eligible slum dwellers — can be tracked online. A web portal for “citizen centric processes all details pertaining to the allotment in SRA”.

The recent lockdown due to COVID19 has forced real estate companies to focus much more on digital marketing and online platforms. It’s good news for slum dwellers as the state government is now all set to give them bigger homes measuring 315-322 square feet area from the current 269 square feet area.

Affordable House Segment- The Company is into development of affordable housing segment under SRA scheme, in the amidst outbreak of Co-vid 19, Company is expecting high demand of Affordable houses as large number of people would look for affordable housing.

THREATS

SRA projects are already have huge documentation process and Covid 19 outbreak would increase the delays in projects completion.
The slowdown in project execution activity, are expected to limit the overall decline in net cash flows.
A single window clearance mechanism for approvals, would go a long way in minimizing the time schedule for completing projects.
Real Estate segment provides huge employment in India, amid Covid 19 outbreak, many people would have to undergo forced job loss resulting in lesser demand for the products of the Company.

SEGMENT-WISE OR PRODUCT-WISE PERFORMANCE

The focus of the Company at present is on the Slum Rehabilitation activities & high end residential segment. There is an increase in demand for the commercial space owing to rapid growth in Services sector such as ITES ,BFSI ,Telecom and owing to a raising demand from MNCs to establish offices in India.

3. OUT LOOK

The real estate sector is one of the most globally recognized sectors. In India, real estate is the second largest employer after agriculture and is slated to grow at 30 per cent over the next decade. The real estate sector comprises four sub sectors - housing, retail, hospitality, and commercial. The growth of this sector is well complemented by the growth of the corporate environment and the demand for office space as well as urban and semi-urban accommodations. The construction industry ranks third among the 14 major sectors in terms of direct, indirect and induced effects in all sectors of the economy.

4. RISKS AND CONCERNS

Apart from the increase in land prices, inputs costs have also been constantly increasing. Higher interest cost would dent margins and may have a direct effect on the customer’s cash flow as well. Increase in end product prices coupled with tight liquidity may impact demand. The various taxes and levies would add to the costs and this is likely to squeeze margins as end product prices may not go up correspondingly.

The real estate sector in India is heavily regulated by the central, state and local governments. Real estate developers are required to comply with a number of laws and regulations, including policies and procedures established and implemented by local authorities in relation to land acquisition, transfer of property, registration and use of land. These laws often vary from state to state. Several of your Company’s projects are in preliminary stages of planning and any delay in obtaining approvals could warrant revised scheduling of project timelines.

5. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

6. DISCUSSION ON FINANCIAL PERFORMANCE (STANDALONE)


Operational Performance: (` in lakhs)
Particulars	For the year ended 31.03.2020	For the year ended 31.03.2019
Total Revenue	228.89	246.74
Total Expenses	172.96	188.02
Profit Before Extraordinary Items and Taxation	55.93	58.72
Extraordinary item -(Loss)	0	0
Profit Before Tax	55.93	58.72
(a)Current Tax	5.00	6.84
(b)Deferred Tax	2.35	4.67
(c)MAT credit	0	(2.28)
(d) Short provision of tax in earlieryear	(4.75)	0
Profit After Tax	53.33	49.49

7. HUMAN RESOURCE:

Employee Engagement and Talent:

It is the people that make an organization. With the centralized human resources department at Group Level being the custodian of all people related processes, it becomes the critical success factor in organisational success. The HR works with an objective of aligning the aspirational needs of the people with the organizational objectives of sustained growth, market leadership and cost competitiveness. Its sole aim is to build “Marathon Group” as an exemplary organisation that inspires excellence every day.

Having a great brand and great people have always been our asset. We can achieve sustainable, profitable growth only when we engage and

60[th] Annual Report 2019-2020

empower employees to the best they can be. Our constant endeavour is to work towards making an organization that is simple, diverse and agile which will move fast and innovate better.

Our employees are customer-centric as well as future ready and are able to compete in a fast-changing world characterized by digitisation and increased competition. Our employees are empowered to act like entrepreneurs and business owners. We have been the ‘Employer of Choice’ in our industry for many years. We have created an environment where our people get significant responsibilities early in their careers. We consider people as our biggest assets and we have put concerted efforts in talent management practices and in learning and training initiatives to ensure that we consistently develop an inspiring, strong and credible leadership. We ensure that young talent is nurtured and

mentored on a regular basis, that rewards and recognition are commensurate with their performance and that employees have an opportunity to develop and grow. We have an organizational structure that is agile and focused on delivering business results. With regular communication and sustained efforts, we ensure that we align our employees with Marathon Group overall objectives.

We strongly believe in fostering a culture of trust and mutual respect in all our employees and ensuring that they understand and follow our values and principles.We have been able to operate efficiently because of the culture of professionalism, creativity, integrity and continuous improvement in all areas and efficient utilization of our resources for sustainable and profitable growth

8. DETAILS OF SIGNIFICANT CHANGES IN KEY FINANCIAL RATIOS:

Significant Changes in Key Financial Ratios:	Formula	Ratio
Debtors T/over:	Net Credit sales / Average Account Receivable	NA
Inventory T/over:	Sales / Avg Inventory	NA
Interest Coverage Ratio:	Interest expenses / EBIT	0.71
Current Ratio:	Current Assets / Current Liabilities	1.43
Debt equity Ratio:	Debt/ Equity	0.60
Operating Profit margin(%):	Operating profit / Operating Revenue	NA
Net profit Margin(%):	Net Profit / Turnover	26%

9. DISCLOSURE OF ACCOUNTING TREATMENT:

The guidelines / accounting standards laid down by the Institute of Chartered Accountants of India (ICAI) and prescribed under section 133 of the Companies Act, 2013, have been followed in preparation of the financial statements of the Company.

Cautionary Statement

Statements in this report on Management Discussion and Analysis may be forward looking statements within the meaning of applicable laws or regulations. These statements are based on certain assumptions and reasonable expectation of future events.

Actual results could however differ materially from those expressed or implied. Important factors that could make a difference to the Company’s operations include material availability and prices, cyclical demand and pricing in the Company’s principal markets, changes in government regulations, tax regimes, economic developments within India and other incidental factors. The Company assumes no responsibility in respect of the forward-looking statements herein, which may undergo changes in future on the basis of subsequent development.

CITADEL REALTY AND DEVELOPERS LIMITED

INDEPENDENT AUDITORS’ REPORT

To the Members of

Citadel Realty and Developers Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying financial statements of Citadel Realty and Developers Limited (“the Company”), which comprise the balance sheet as at March 31, 2020, and the Statement of Profit and Loss (including other comprehensive income) and statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Companies Act, 2013 (‘Act’) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India including Indian Accounting Standards (‘Ind AS’) specified under Section 133 of the Act, of the state of affairs of the Company as at March 31, 2020, its profit and other comprehensive income and cash flows for the year ended on that date.

Basis of opinion

We conducted our audit in accordance with the standards on auditing specified under section 143 (10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the code of ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the rules there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the code of ethics.

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The assessment of recoverable amount of the Company’s investment in and loans receivable from Associates involves significant judgment in respect of assumptions such as discount rates, current work in hand, future contract wins/ future business plan and the recoverability of certain receivables as well as economic assumption such as growth rate.

Auditor’s responds:-

Our procedures included the following:

Evaluated the net worth and past performance of the Company to whom loans given or investments made. Compared the carrying amount of the investment with the expected value of the business

Information Other than the Standalone Financial Statements and Auditor’s Report Thereon

The Company’s Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Management Discussion and Analysis, Board’s Report including Annexure to Board’s Report, Business Responsibility Report, Corporate Governance and Shareholder’s Information, but does not include the standalone financial statements and our auditor’s report thereon.

Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Management’s Responsibility for the Standalone Financial Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, total comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

60[th] Annual Report 2019-2020

In preparing the standalone financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also :

Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls.
Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our

conclusions are based on the audit evidence obtained up to the date of our auditor’s However, future events or conditions may cause the Company to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in

(i) planning the scope of our audit work and in evaluating the results of our work; and
(ii) to evaluate the effect of any identified misstatements in the financial statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

As required by Section 143(3) of the Act, based on our audit we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit
b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, Statement of

CITADEL REALTY AND DEVELOPERS LIMITED

Changes in Equity and the Statement of Cash Flow dealt with by this Report are in agreement with the relevant books of account.

d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
e) On the basis of the written representations received from the directors as on March 31, 2020 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2020 from being appointed as a director in terms of Section 164 (2) of the Act.
f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure B”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls over financial.
g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section 197(16) of the Act, as amended:

In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.

h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given to us :
i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial
ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contarcts.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the company.
As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”) issued by the Central Government in terms of Section 143(11) of the Act, we give in “Annexure A” a statement on the matters specified in paragraphs 3 and 4 of the order.

For Bipin B. Shah & Co.

Firm Registration Number: 101511W Chartered Accountants

Bipin B. Shah Proprietor Membership No. 013191 UDIN:- 20013191AAAAAC7998

Place:- Mumbai Date :- May 29, 2020

60[th] Annual Report 2019-2020

Annexure ‘A’ to the Independent Auditor’s Report

(With reference to the Annexure A referred to in the Independent Auditors’ Report to the members of the Company on the standalone financial statements for the year ended 31 March 2019, we report the following:)

In respect of the Company’s fixed assets:

i. The Company does not have any fixed assets therefore reporting under this clause is not applicable.
ii. The Company inventory includes construction work in progress accordingly the requirements under paragraph 3(ii) of the Order is not applicable for construction work in progress. The inventory comprising of finished goods has been physically verified by the management during the year. In our opinion, the frequency of such verification is reasonable. No discrepancies were noticed on verification between the physical stocks and the book records.
iii. According the information and explanations given to us, the Company has not granted unsecured loans to any bodies corporate other than covered in the register maintained under section 189 of the Companies Act, 2013, in respect of which :
a. The terms and conditions of the grant of such loans are, in our opinion, prima facie, not prejudicial to the Company’s interest.
b. The schedule of repayment of principal and payment of interest has been stipulated and repayments or receipts of principal amounts and interest have been regular as per stipulations.
c. There is no overdue amount remaining outstanding as at the year-end.
iv. In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 185 and 186 of the Act in respect of grant of loans, making investments and providing guarantees and securities, as applicable.
v. The Company has not accepted deposits during the year and does not have any unclaimed deposits as at March 31, 2020 and therefore, the provisions of the clause 3(v) of the Order are not applicable to the Company.
vi. The maintenance of cost records has not been specified by the Central Government under section 148(1) of the Companies Act, 2013 for the business activities carried out by the Thus reporting under clause 3(vi) of the order is not applicable to the Company.
vii. According to the information and explanations given to us and on the basis of our examination of records of the Company, amounts deducted / accrued in the books of account in respect of undisputed statutory dues :
a. The Company has generally been regular in depositing undisputed statutory dues, including Income Tax, Goods and Service Tax and other material statutory dues applicable to it with the appropriate authorities.
b. There were no undisputed amounts payable in respect of Provident Fund, Employees’ State Insurance, Income

Tax, Goods and Service Tax, Customs Duty, Cess and other material statutory dues in arrears as at March 31, 2020 for a period of more than six months from the date they became payable.

viii. The Company has not taken any loans or borrowings from financial institutions, banks and government or dues to debenture holders. Hence, reporting under clause 3(viii) of the Order is not applicable to the Company.
ix. The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term loans and hence reporting under clause 3(ix) of the Order is not applicable to the Company.
x. To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company or no material fraud on the Company by its officers or employees has been noticed or reported during the year.
xi. In our opinion and according to the information and explanations given to us, the Company has paid / provided managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act.
xii. The Company is not a Nidhi Company and hence reporting under clause 3 (xii) of the Order is not applicable to the Company.
xiii. In our opinion and according to the information and explanations given to us, the Company is in compliance with Section 177 and 188 of the Companies Act, 2013 where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the standalone financial statements as required by the applicable accounting standards.
xiv. During the year, the Company has not made any preferential allotment or private placement of shares or fully or partly paid convertible debentures and hence reporting under clause 3 (xiv) of the Order is not applicable to the Company.
xv. In our opinion and according to the information and explanations given to us, during the year the Company has not entered into any non-cash transactions with its Directors or persons connected to its directors and hence provisions of section 192 of the Companies Act, 2013 are not applicable to the Company.
xvi. The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.

For Bipin B. Shah & Co.

Firm Registration Number: 101511W Chartered Accountants

Bipin B. Shah Proprietor Membership No. 013191 UDIN:- 20013191AAAAAC7998

Place:- Mumbai

Date :- May 29, 2020

CITADEL REALTY AND DEVELOPERS LIMITED

Annexure “B” to the Independent Auditor’s Report

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

(Referred to in paragraph (A) (f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

We have audited the internal financial controls over financial reporting of CITADEL AND REALTY AND DEVELOPERS LIMITED (“the Company”) as of March 31, 2019 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Board of Directors of the Company is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to respective company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditor’s Responsibility

Our responsibility is to express an opinion on the internal financial controls over financial reporting of the Company based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained, is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls system over financial reporting of the Company.

Meaning of Internal Financial Controls Over Financial Reporting

A company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2020, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For Bipin B. Shah & Co.

Firm Registration Number: 101511W Chartered Accountants

Bipin B. Shah Proprietor Membership No. 013191 UDIN:- 20013191AAAAAC7998

Place:- Mumbai Date :- May 29, 2020

60[th] Annual Report 2019-2020

Standalone Balance Sheet as at 31 March 2020

( ` in Lakhs)

Standalone Balance She	et as at 3	1 March 2020	(` in Lakhs)
Particulars	Note No.	As at 31 March 2020	As at 31 March 2019
ASSETS 1 Non-current assets (a) Financial Assets (i) Investments (b) Deferred Tax Assets (Net) Total Non - Current Assets 2 Current assets (a) Inventories (b) Financial Assets (i) Cash and Cash Equivalents (ii) Bank Balance other than (ii) above (iii) Loans (c) Other Current Assets Total Current Assets	2 3 4 5 6 7 8	57.31 200.06	33.39 202.42
		257.37	235.81
		270.28 3.15 5.43 1,873.64 14.03	270.28 0.87 3.53 1,801.66 11.72
		2,166.53	2,088.06
Total Assets(1+2)		2,423.90	2,323.87
EQUITY AND LIABILITIES 1 EQUITY (a) Equity Share Capital (b) Shares pending issuance (c) Other Equity Total Equity LIABILITIES 2 Non Current liabilities (a) Financial Liabilities (i) Other Financial Liabilities Total Non - Current Liabilities 3 Current liabilities (a) Financial Liabilities (i) Borrowings (ii) Other Financial Liabilities (b) Current Tax Liabilities (Net) (c) Other Current Liabilities Total Current Liabilities	9 10 11 12 13 14 15 16	789.22 - 107.72	752.00 125.44 12.81
		896.94	890.25
		10.00	10.00
		10.00	10.00
		1,490.31 5.43 4.72 16.50	1,330.23 3.53 4.58 85.28
		1,516.96	1,423.62
Total Equity and Liabilities (1+2+3)		2,423.90	2,323.87
See accompanying notes forming part of the financial statements

See accompanying notes forming part of the financial statements

In terms of our report attached For Bipin Shah & Co. Chartered Accountants (Firm’s Registration No. 101511W)

For and on behalf of the Board of Directors

V.Ranganathan S.Ramamurthi Chairman Director & CEO (DIN:- 0269682) (DIN:- 00135602)

Bipin Shah Nilesh Dand Proprietor Director & CFO Membership No. 013191 (DIN:- 00199785) UDIN:- 2001319AAAAAC7998 Place :- Mumbai Place :- Mumbai Date :- May 29, 2020 Date :- May 29, 2020

Anuja Dube Company Secretary (ACS44198)

CITADEL REALTY AND DEVELOPERS LIMITED

Standalone Statement of Profit and Loss for the period ended 31 March 2020

( ` in Lakhs except Earnings Per Share)

Particulars	Note No.	For the year ended 31 March 2020	For the year ended 31 March 2019
I Revenue from operations II Other Income III Total Revenue (I + II) IV EXPENSES (a) Cost of construction/development, land, plots and development rights (b) Change in inventory (c) Finance costs (d) Other expenses V Total Expenses (IV) VI Profit before tax (III - V) VIITax Expense (1) Current tax (2) Deferred tax (3) Short provision of tax in earlier year VIII Total tax expense (VII) IX Profit after tax (VI - VII) X Other comprehensive income XI Total Other Comprehensive Income (X) XII Total Comprehensive income for the year (IX + XI) XIIIEarnings per equity share (Face Value`10) (1) Basic (2) Diluted See accompanying notes forming part of the financial statements	17 18 19 20 21 22a 22b 22c 23 23	204.97 23.92	223.55 23.19
		228.89	246.74
		- - 136.79 36.17	- 4.18 148.92 34.92
		172.96	188.02
		55.93	58.72
		5.00 2.35 (4.75)	6.84 2.39 -
		2.60	9.23
		53.33	49.49
		-	-
		-	-
		53.33	49.49
		0.68 0.68	0.66 0.64

In terms of our report attached For Bipin Shah & Co. Chartered Accountants (Firm’s Registration No. 101511W)

For and on behalf of the Board of Directors

V.Ranganathan S.Ramamurthi Chairman Director & CEO (DIN:- 0269682) (DIN:- 00135602)

Bipin Shah Proprietor Membership No. 013191 UDIN:- 2001319AAAAAC7998

Place :- Mumbai Date :- May 29, 2020

Nilesh Dand Director & CFO (DIN:- 00199785)

Place :- Mumbai Date :- May 29, 2020

Anuja Dube Company Secretary (ACS44198)

60[th] Annual Report 2019-2020

Standalone Cash Flow Statement for the year ended 31 March 2020

( ` in Lakhs)

y		(` in Lakhs)
Particulars	Year ended 31 March 2020	Year ended 31 March 2019
A. CASH FLOW FROM OPERATING ACTIVITIES Net Profit before tax: Adjustment for: Finance Cost Interest Income Operating profit before Working Capital changes Adjustments for changes in W orking capital (Increase)/Decrease in Inventories Increase/(Decrease) in Trade Payables and other Payable Increase/(Decrease) in Trade Receivable and other Receivable Cash generated from/ (used in) operations Income taxes (paid) Net Cash from / (used in) operating activities B. CASH FLOW FROM INVESTING ACTIVITIES Share of profit from Firm Other Bank Balances Interest Income Net Cash from/(used in) investing activities C. CASH FLOW FROM FINANCING ACTIVITIES Proceed /(Repayment) of Long term and short term borrowings Dividend (Including Tax on Dividend) paid Finance cost paid Proceed /(Repayment) of Long term and short term Loan Net Cash from/(used in) financing activities Net Increase / (Decrease) in Cash and Cash Equivalents (A+B+C) Cash and Cash Equivalents (Opening balance) Cash and Cash Equivalents(Closingbalance)	55.93 136.79 (204.97)	58.72 148.92 (193.77)
	(12.25)	13.87
	- (62.01) (2.30)	4.17 43.62 (0.47)
	(76.56)	61.19
	(5.00)	(6.84)
	(81.56)	54.36
	(23.92) (1.90) 204.97	(19.72) (1.72) 193.77
	179.15	172.31
	160.08 (46.64) (136.79) (71.96)	139.50 (45.24) (148.92) (171.83)
	(95.31)	(226.49)
	2.28	(3.29)
	0.87 3.15	4.17 0.87
NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS	2.28	(3.30)
	(` in Lakhs)
Component of Cash & Cash Equivalent	Year ended 31 March 2020	Year ended 31 March 2019
Cash in hand Balance With Bank	0.20 2.95	0.14 0.74
	3.15	0.87

Note A:- The above Cash Flow Statement has been prepared under the ‘Indirect Method’ as set out in the Accounting Standard (IND AS) 7 - “Statement of Cash Flows”

Note B:- Previous year's figures have been regrouped /reclassified wherever necessary to corresponds with the current year's classification / disclosures.

CITADEL REALTY AND DEVELOPERS LIMITED

The accompanying notes form an integral part of these standalone financial statements.

In terms of our report attached For Bipin Shah & Co. Chartered Accountants (Firm’s Registration No. 101511W)

For and on behalf of the Board of Directors

V.Ranganathan S.Ramamurthi Chairman Director & CEO (DIN:- 0269682) (DIN:- 00135602)

Bipin Shah Proprietor Membership No. 013191 UDIN:- 2001319AAAAAC7998 Place :- Mumbai Date :- May 29, 2020

Nilesh Dand Anuja Dube Director & CFO Company Secretary (DIN:- 00199785) (ACS44198)

Place :- Mumbai Date :- May 29, 2020

60[th] Annual Report 2019-2020

Standalone Statement of Changes in Equity

a) Equity Share Capital

( ` in Lakhs)

a) Equity Share Capital	(` in Lakhs)
Particulars	Amount
Balance As at March 31, 2018 Change for the year Balance As at March 31, 2019 Change for the year (i) Conversion of Compulsorily Convertible Debenture (CCD’s) [Refer Note 9.4] (ii) Issue of Bonus shares [Refer Note 9.4]	752.00 - 752.00 18.61 18.61
Balance As at March 31, 2020	789.22

b) Other Equity For FY 2018-19

( ` in Lakhs)

For FY 2018-19				(` in Lakhs)
Particulars	Securities Premium	Retained Earnings	Other comprehensive income	Total other Equity
i Balance as at April 1, 2018 ii Profit for the Year iii Remeasurement of defined benefit plan (net of deferred tax) iv Dividend paid (Including Dividend Distribution Tax)	243.97 - -	(235.41) 49.49 - (45.24)	- - - -	8.56 49.49 - (45.24)
Balance as at March 31, 2019	243.97	(231.16)	-	12.81

For FY 2019-20

( ` in Lakhs)

For FY 2019-20				(` in Lakhs)
Particulars	Securities Premium	Retained Earnings	Other comprehensive income	Total other Equity
i Balance as at April 1, 2019 ii Addition on account of conversion of CCD’s iii capitalisation for issue of bonus shares [Refer Note 9.4] iv Profit for the Year v Remeasurement of defined benefit plan (net of deferred tax) vi Dividend paid (Including Dividend Distribution Tax)	243.97 106.83 (18.61) - - -	(231.16) - - 53.33 - (46.64)	- - - - - -	12.81 106.83 (18.61) 53.33 - (46.64)
Balance as at March 31, 2020	332.19	(224.47)	-	107.72

The accompanying notes form an integral part of these standalone financial statements.

In terms of our report attached For Bipin Shah & Co. Chartered Accountants (Firm’s Registration No. 101511W)

For and on behalf of the Board of Directors

V.Ranganathan S.Ramamurthi Chairman Director & CEO (DIN:- 0269682) (DIN:- 00135602)

Bipin Shah Proprietor Membership No. 013191 UDIN:- 2001319AAAAAC7998

Place :- Mumbai Date :- May 29, 2020

Nilesh Dand Director & CFO (DIN:- 00199785)

Place :- Mumbai Date :- May 29, 2020

Anuja Dube Company Secretary (ACS44198)

CITADEL REALTY AND DEVELOPERS LIMITED

Notes forming part of the standalone financial statements

1 Corporate Information:-

Citadel Realty & Developers Limited (“the Company”) formerly known as Rohit Pulp & Papers Mills Ltd is a Company registered under the Companies Act, 1956. The Company is a public limited company incorporated and domiciled in India and has its registered office at Marathon Futurex, N. M. Joshi Marg, Lower Parel, Mumbai 400 013.

The equity shares of the Company are listed on BSE. The Company is registered with the Ministry of Corporate Affairs under CIN L21010MH1960PLC011764.

The Company is primarily engaged in the business of construction, development and sale of residential real estate projects. The core business activities are carried out under various business model likes own development, through joint ventures and joint development and other arrangements with third parties.

A. Basis of preparation and measurement :-

(a) Statement of Compliance :

These Standalone Financial Statements of the Company have been prepared in accordance with the Indian Accounting Standards (Ind AS) to comply with the Section 133 of the Companies Act, 2013 (“the 2013 Act”) read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016, and the relevant provisions and amendments, as applicable. The Standalone Financial Statements have been prepared on accrual basis under the historical cost convention except certain financial instruments, defined benefit plans and share based payments measured at fair value.

These standalone financial statements were authorised for issue by the Company’s Board of Directors on May 29, 2020.

(b) Functional and presentation currency :

These standalone financial statements are presented in Indian rupees (INR), which is the Company’s functional currency. All financial information have been presented in Indian rupess (INR) all amounts have been rounded-off to the nearest lakhs, unless otherwise stated.

(c) Basis of measurement :

The standalone financial statements have been prepared on a historical cost basis, except for the following:

certain financial assets and liabilities (including derivative instruments) and contingent consideration that is measured at fair value; and defined benefit plans - plan assets measured at fair value

(d) Use of estimates and judgments :

The preparation of the standalone financial statements in conformity with Ind AS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected.

The areas involving critical estimates and judgements are:

(i) Estimation of total cost of construction of Project

(ii) Estimation of useful life of property, plant and equipment and intangibles

(iii) Estimation of recognition of deferred tax assets, availability of future taxable profit against which tax losses carried forward can be used

(iv) Impairment of financial assets (i.e. expected credit loss on trade receivables and retention money receivable)

(v) Estimation on discounting of retention money payable

(e) Measurement of fair values :

The Company’s accounting policies and disclosures require the measurement of fair values, for financial instruments:-

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Company takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/ or disclosure purposes in these financial statements is determined on such a basis, except leasing transactions that are within the scope of Ind AS 17, and measurements that have some similarities to fair value but are not fair value, such as net realizable value in Ind AS 2 or value in use in Ind AS 36.

In addition, for financial reporting purposes, fair value measurements are categorized into Level 1, 2 or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:

60[th] Annual Report 2019-2020

Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date;
Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and
Level 3 inputs are unobservable inputs for the asset or liability

B. Significant accounting policies :-

1. Lease:-

Operating Lease

As a lessee:-

The Company assesses at contract inception whether a contract is, or contains, a lease. That is, if the contractconveys the right to control the use of an identified asset for a period of time in exchange for consideration.

Company as a lessee

The Company applies a single recognition and measurement approach for all leases, except for shortterm leases and leases of low-value assets. The Company recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

i) Right-of-use assets:-

The Company recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities.

ii) Lease Liabilities:-

At the commencement date of the lease, the Company recognises lease liabilities measured at the present value of lease payments to be made over the lease term.

iii) Short-term leases and leases of low-value assets :-

The Company applies the short-term lease recognition exemption to its short-term leases of machinery and equipment (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of low-value assets recognition exemption to leases of office equipment that are considered to be low value. Lease payments on shortterm leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term.

2. Cash and Cash Equivalents :-

For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, bank overdraft, deposits held at call with financial institutions, other short-term highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

3. Inventories :-

Inventories of Finished Goods and Property under development are stated ‘at cost or net realisable value, whichever is lower’. Cost comprise all cost of purchase, cost of conversion and other costs incurred in bringingthe inventories to their present location and condition and borrowing cost incurred related to project. Costs of purchased inventory are determined after deducting rebates and discounts. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs necessary to make the sale.

4. Investments in subsidiaries, joint ventures and associates :-

Investments in subsidiaries, joint ventures and associates are recognised at cost as per Ind AS 27. Except where investments accounted for at cost shall be accounted for in accordance with Ind AS 105, Non-current Assets Held for Sale and Discontinued Operations, when they are classified as held for sale.

5. Investments and other financial asset :-

(a) Classification :-

The Company classifies its financial assets in the following measurement categories:

(1) Those to be measured subsequently at fair value (either through other comprehensive income, or through the Statement of Profit and Loss), and
(2) Those measured at amortised cost.

The classification depends on the Company’s business model for managing the financial assets and the contractual terms of the cash flows.

CITADEL REALTY AND DEVELOPERS LIMITED

(b) Measurement

At initial recognition, the Company measures a financial asset at its fair value. Transaction costs of financial assets carried at fair value through the Profit and Loss are expensed in the Statement of Profit and Loss.

(i) Debt instruments:

Subsequent measurement of debt instruments depends on the Company’s business model for managing the asset and the cash flow characteristics of the asset. The Company classifies its debt instruments into following categories:

(1) Amortised cost: Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortised cost. Interest income from these financial assets is included in other income using the effective interest rate method.
(2) Fair value through profit and loss: Assets that do not meet the criteria for amortised cost are measured at fair value through statement of Profit and Loss. Interest income from these financial assets is included in other income.

(ii) Equity instruments:

The Company measures its equity investment other than in subsidiaries, joint ventures and associates at fair value through profit and loss. However where the Company’s management makes an irrevocable choice on initial recognition to present fair value gains and losses on specific equity investments in other comprehensiveincome (Currently no such choice made), there is no subsequent reclassification, on sale or otherwise, of fair value gains and losses to the Statement of Profit and Loss

(c) Impairment of financial assets:

The Company measures the expected credit loss associated with its assets based on historical trend, industry practices and the business environment in which the entity operates or any other appropriate basis. The impairment methodology applied depends on whether there has been a significant increase in credit risk.

(d) Income recognition:

Interest income:-

Interest income from debt instruments is recognised using the effective interest rate method.

Dividends:-

Dividends are recognised in the Statement of Profit and Loss only when the right to receive payment is established.

Share in Profit/(Loss) :-

Share of profit (Loss) from partnership firms/LLPs in which the Company is partner is recognized based on the financial information provided and confirmed by the respective firms.

6. Revenue recognition :-

(i) Construction Revenue :-

The company undertakes the business of construction of residential properties through joint venture. The ongoing contracts with customers are construction of residential properties.

The Company has adopted Ind AS 115, Revenue from Contracts with Customers, with effect from 01 April 2018. The Company has applied the following accounting policy for revenue recognition:

The Company recognises revenue from contracts with customers for ongoing contracts with customers based on a five step model as set out in Ind AS 115:

Step 1 . Identify the contract(s) with a customer: A contract is defined as an agreement between two or more parties that creates enforceable rights and obligations and sets out the criteria for every contract that must be met.

Step 2 . Identify the performance obligations in the contract: A performance obligation is a promise in a contract with a customer to transfer a good or service to the customer.

Step 3 . Determine the transaction price: The transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring promised goods or services to a customer, excluding amounts collected on behalf of third parties.

Step 4. Allocate the transaction price to the performance obligations in the contract : For a contract that has more than one performance obligation, the Company will allocate the transaction price to each performance obligation in an amount that depicts the amount of consideration to which the Company expects to be entitled in exchange for satisfying each performance obligation.

S tep 5 . Recognise revenue when (or as) the entity satisfies a performance obligation.

The Company satisfies a performance obligation and recognises revenue over time, if one of the following criteria is met:

60[th] Annual Report 2019-2020

The Company satisfies a performance obligation and recognises revenue over time as company satisfies the following criteria.

The company’s performance does not create an asset with an alternative use to the entity and
The company has an enforceable right to payment for performance completed to date

The Company Recognised the revenue using cost based input method. Revenue is recognised with respect to stage of completion, which assessed with reference to the proportion of contract cost incurred for work performed to the estimated total cost of completion of contract.

Consideration is adjusted for the time value of money if the period between the transfer of goods or services and the receipt of payment exceeds twelve months and there is a significant financing benefit either to the customer or the Company.

Advances from customers, progress payments, amount due from and due to customers and retention money receivable

Advances received from customers in respect of contracts are treated as liabilities and adjusted against progress billing as per terms of the contract

Progress payments received are adjusted against amount receivable from customers in respect of the contract work performed.

Amounts due from contract customers represents the gross unbilled amount expected to be collected from customers for contract work performed till date. It is measured at cost plus profit recognised till date less progress billings and recognised losses when incurred.

Amounts due to contract customers represents the excess of progress billings over the revenue recognised (costs plus attributable profits) for the contract work performed till date.

(ii) Dividend Income :-

Dividend Income is accounted when the right to receive the same is established

(iii) Interest Income or expenses:-

Interest income or expense is accounted basis effective interest rate (EIR).

The ‘effective interest rate’ is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument to:

the gross carrying amount of the financial asset; or
the amortised cost of the financial liability.

7. Cost of Construction / Development :-

Cost of Construction/Development (including cost of land) includes cost of land, development rights, rates and taxes, construction costs, borrowing costs, other direct expenditure, allocated overheads and other incidental expenses incurred . Cost of sales is charged to the statement of profit and loss in the proportionate to project area sold and revenue whereof is recognised. Costs incurred for projects which have not achieved reasonable level of development is carried over as construction work-in-progress.

8. Borrowing Cost :

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

9. Earnings Per Share :

The Company reports basic and diluted earnings per share in accordance with Ind AS - 33 on ‘Earnings per Share’. Basic earnings per share is computed by dividing the net profit or loss for the year by the weighted average number of Equity shares outstanding during the year. Diluted earnings per share is computed by dividing the net profit or loss for the year by the weighted average number of equity shares outstanding during the year as adjusted for the effects of all diluted potential equity shares except where the results are anti- dilutive

10. Current and Deferred Taxes : Current Tax :

Tax expense comprises of current tax and deferred tax. Current tax is measured at the amount expected to be paid to / recovered from the tax authorities, based on estimated tax liability computed after taking credit for allowances and exemption in accordance with the local tax laws existing in the respective countries.

Deferred Tax:

Deferred income tax is recognised using the balance sheet approach. Deferred income tax assets and liabilities are recognised for deductible and taxable temporary differences arising between the tax base of assets and liabilities and their carrying amount.

Deferred income tax asset are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and the carry forward of unused tax credits and unused tax losses can be utilised.

The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.

CITADEL REALTY AND DEVELOPERS LIMITED

Deferred tax liabilities and assets measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realized, based on tax rates (and tax laws) that have been enacted or substantively by the end of the reporting period.

The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Current and deferred tax for the year:

Current and deferred tax are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognized in other comprehensive income or directly in equity respectively

11. Provisions, Contingent Liabilities and Contingent Assets :

A provision is recognised when the Company has a present obligation as a result of past event and it is probable than an outflow of resources will be required to settle the obligation, in respect of which the reliable estimate can be made. When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material) and are determined based on best estimate required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date adjusted to reflect the current best estimates.

12. Operating Cycle :-

The normal operating cycle in respect of operation relating to under construction real estate project depends on signing of agreement, size of the project, phasing of the project, type of development, project complexities, approvals needed & realisation of project into cash & cash equivalents and are in the range of 3 to 7 years. Accordingly, project related assets & liabilities have been classified into current & non-current based on operating cycle of the respective projects. All other assets and liabilities have been classified into current and non-current based on a period of twelve months

13. Trade receivables :-

Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less provision for expected credit loss.

14. Trade and other payables :-

These amounts represent liabilities for goods and services provided to the Company prior to the end of financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method

15. Borrowings :-

Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in the statement of profit and loss over the period of the borrowings using the effective interest method (EIR). Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a prepayment for liquidity services and amortised over the period of the facility to which it relates.

Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period. Where there is a breach of a material provision of a long-term loan arrangement on or before the end of the reporting period with the effect that the liability becomes payable on demand on the reporting date, the entity does not classify the liability as current, if the lender agreed, after the reporting period and before the approval of the financial statements for issue, not to demand payment as a consequence of the breach.

16. Dividends :-

Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion of the entity, on or before the end of the reporting period but not distributed at the end of the reporting period

17. Change in significant accounting policies

New and amended standards

Ind AS 116 Leases :- Ind AS 116 supersedes Ind AS 17 Leases including its appendices (Appendix C of Ind AS 17 Determining whether an Arrangement contains a Lease, Appendix A of Ind AS 17 Operating Leases-Incentives and Appendix B of Ind AS 17 Evaluating the Substance of Transactions Involving the Legal Form of a Lease)

The Company also elected to use the recognition exemptions for lease contracts that, at the commencement date, have a lease term of 12 months or less and do not contain a purchase option (short-term leases), and lease contracts for which the underlying asset is of low value (low-value assets).

60[th] Annual Report 2019-2020

Notes forming part of the standalone financial statements

Note 2 - Investments : Non-Current


	ote 2 - Investments : Non-Current	(` in Lakhs)
	Particulars	As at March 31, 2020	As at March 31, 2019
	Investments Carried at: A) Cost Investments in Partnership Firm Shree Swami Samarth Builders & Developers (including share of profit)	57.31	33.39
		57.31	33.39
Note 3 - Deferred Tax Assets / (Liabilities)		(` in Lakhs)
	Significant components of deferred tax assets and liabilities for the year / Period ended	As at March 31, 2020	As at March 31, 2019
	Deferred tax assets on: (a) carry forward unused tax losses & unabsorbed depreciation MA T Cr edit Entitlement (a) Carry forward unused Tax credit (MAT)	57.27 142.79	59.62 142.80
	Net Deferred tax assets/(liabilities)	200.06	202.42

Note 4 - Inventories


Note 4 - Inventories	(` in Lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
(At lower of cost and net realizable value) (a) Land and Plots (b) Construction work-in-progress	36.21 234.07	36.21 234.07
Total	270.28	270.28
Note 5 - Cash and Cash Equivalents	(` in Lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
(a) Balances with banks - In current accounts (b) Cash in hand	2.95 0.20	0.74 0.13
Total	3.15	0.87

Note 6 - Other Balances with Banks

( ` in Lakhs)

Note 6 - Other Balances with Banks		(` in Lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
a) Earmarked accounts - Unclaimed dividend	5.43	3.53
Total	5.43	3.53

CITADEL REALTY AND DEVELOPERS LIMITED

Note 7 - Loans :- Current

|Note 7 - Loans :- Current|(in Lakhs)**|**( in Lakhs)|
|---|---|---|
|Particulars|As at
March 31, 2020|As at
March 31, 2019|
|Unsecured, Considered good
(a)Loans to relatedparties [Refer Note 31]|1,873.64|1,801.66|
|Total|1,873.64|1,801.66|
|Note 8 - Other Current Assets|(in Lakhs)**|| |**Particulars**|**As at** **March 31, 2020**|**As at** **March 31, 2019**| |(a) Other receivable (b) Balance With Government Authorities|4.07 9.96|5.37 6.35| |**Total**|**14.03**|**11.72**| |**Note 9A - Equity Share Capital**|**( in Lakhs)||
|Particulars|As at
March 31, 2020|As at
March 31, 2019|
|Authorised:
2,00,00,000 Equity shares of10/- each** (as at 31 March 2019: 2,00,00,000 Equity Shares of10/- each)
3,00,000 0% Redeemable Preference Shares of100/-each** (as at 31 March 2019: 3,00,000 0% Redeemable Preference Shares of100/-each)
Issued, Subscribed and Fully Paid:
78,92,198 Equity Shares of10/- each [as at 31 March 2019 75,19,974 Equity Shares of10/- each]
Total|2,000.00
300.00|2,000.00
300.00|
||2,300.00|2,300.00|
||789.22|752.00|
||789.22|752.00|

Note 9.1:- Terms, rights & restrictions attached to

a. Equity Shares:-

The Company has only one class of equity shares having a face value of 10 per share [PY: 10 per share] . Accordingly, all equity shares rank equally with regards to dividends & share in the Company’s residual assets. The equity shares are entitled to receive dividend as declared from time to time. Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company, the holder of equity shares will be entitled to receive the remaining assets of the Company, after distribution of all preferential amount. The distribution will be in proportion to the number of equity shares held by the shareholders.

b. Preference Shares:-

The company has one class of preference shares having face value of ` 100/- each. The preference shares rank ahead of equity shares in the event of liquidation.

Note 9.2:- Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting year

( ` in Lakhs)

|||||(in Lakhs)**|**( in Lakhs)|
|---|---|---|---|---|---|
||Particulars|As at March 31, 2020||As at March 31, 2019||
|||No. of shares|Amount|No. of shares|Amount|
||Shares at the beginning of the year
Movement during the year
Shares issued during the year
Conversion of Compulsorily Convertible Debentures
(CCD’s) [Refer Note 9.4]
Issue of Bonus Shares [Refer Note 9.4]
Shares extinguished on buy back|75,19,974
-
1,86,112
1,86,112
-|752.00
-
18.61
18.61
-|75,19,974
-
-
-|752.00
-
-
-|
||Outstanding at the end of the year|78,92,198|789.22|75,19,974|752.00|

60[th] Annual Report 2019-2020

Note 9.3:- Shares held by Holding Company, its Subsidiaries and Associates

( ` in Lakhs)

N	ote 9.3:- Shares held by Holding Company, its Subsidiaries and Associates		(` in Lakhs)
	Particulars	As at March 31, 2020	As at March 31, 2019
	By Associates company 38,41,764 equity shares of`10/- each (March 31, 2019: 38,41,764 equity shares<br>of`10/- each) are held by Marathon Realty Private Limited [Refer Note 9.4]	384.18	384.18

Note 9.4:- On the Conversion of Compulsorily Covertible Debenture, the Company cease to be the Subsidiary Company of Marathon Realty Private Limited w.e.f September 27, 2019. The Company has issued 186,112 equity shares to the CCD holder as bonus shares at the time of conversion of CCD’s in to equity shares in terms of Regulation 294 of SEBI (ICDR) Regulation’ 2018.

Note 9.4:- Details of Shareholders holding more than 5% share in the company:-

Particulars	As at March 31, 2020	As at March 31, 2020	As at March 31, 2019	As at March 31, 2019
	% holding	No. of Shares	% holding	No. of Shares
Marathon Realty Private Limited [Refer Note 9.4] Fibre Box India Private Limited [Refer Note 9.4]	48.68% 9.42%	38,41,764 7,43,198	51.09% 4.93%	38,41,764 3,70,974

Note 9.5:- Equity shares movement during the 5 years preceding March 31, 2020.

((a) Issued of shares without payment being received in cash:-

During the year the CCD holder has optedto convert the CCD’s in to 186112 equity shares of 10/- each at a premium of 57.40/-.

During the FY 2017-18, on approval of shareholders, the Allotment Committee at its meeting held on November 24, 2017, has allotted 1,85,487 Equity Shares of 10/- each at premium of 57.39/- on conversion of Preference Share and said shares are listed on BSE w.e.f. January 08, 2018.

(b) Equity shares issued as bonus:-

As per Regulation 294 of SEBI (ICDR) Regulation’ 2018, the Company has allotted 186112 equity shares as bonus shares to the CCD holder upon conversion of CCD’s.

In FY 2017-18, the Company allotted 37,59,987 number of equity shares as fully paid up bonus shares by capitalisation of Security premium amounting ` 3,76.00/- lakhs pursuant to an ordinary resolution passed after taking the consent of shareholders by postal ballots March 14, 2018.

(c) The Company has not undertaken any buy-back of shares.

Note 10 - Shares Pending Issuance

( ` in Lakhs)

Note 10 - Shares Pending Issuance		(` in Lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
Pending Issuance Nil [PY: 1,86,112 Equity Share of`10/- each]	-	125.44
Total	-	125.44

Note 10.1:- Fibre Box India Pvt Ltd, the holder of Compulsorily Converted Debenture (CCD’s) have opted to convert the 12,544 CCD’s into 1,86,112 Equity Shares of 10/- each at a premium of 57.40/- . The allotment was pending approval of BSE Ltd. The shares so allotted would also be eligible for Bonus shares in the ratio of one share of ` 10/- each for every shares so converted. [Refer Note 9.4]

Note 11 - Other Equity

( ` in Lakhs)

Note 11 - Other Equity		(` in Lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
(a) Securities Premium Account Opening balance Add : Additions on account of conversion of CCD’s [Refer Note 9.4] Less:- Capitalisation for issue of Bonus Shares[Refer Note 9.4] Closing Balance	243.97 106.83 (18.61)	243.97 - -
	332.19	243.97

CITADEL REALTY AND DEVELOPERS LIMITED

Particulars	Particulars	As at March 31, 2020	As at March 31, 2019
(b) (i)	Surplus in Statement of Profit and Loss Opening balance Add : Profit for the year Less: Allocations/Appr opriations Dividend paid (Including Dividend Distribution tax) Closing Balance	(231.16) 53.33 (46.64)	(235.41) 49.49 (45.24)
		(224.47)	(231.16)
Total		107.72	12.81

Note 11.1:- Nature and purpose of reserves:-

(a) Securities Premium Reserves : Securities premium reserves is excess of face value of shares. Also difference between fair value of optionally convertible preference shares and value of option is accounted as security premium. The reserve is utilised in accordance with the provisions of section 52 of the Act.

(b) Surplus in the Statement of Profit and Loss A/c : Retained earnings, or accumulated earnings, are the profits that have been reinvested in the business instead of being paid out in dividends. The number represents the total after-tax income that has been reinvested or retained over the life of the business.

Note 12 - Other Financial Liabilities : Non Current

( ` in Lakhs)

Note 12 - Other Financial Liabilities : Non Current	Note 12 - Other Financial Liabilities : Non Current		(` in Lakhs)
Particulars		As at March 31, 2020	As at March 31, 2019
(a) Deposits ( as per term of Joint venture agreement) [Refer Note 31]		10.00	10.00
Total		10.00	10.00
Note 13 - Borrowings : Current		(` in Lakhs)
	Particulars	As at March 31, 2020	As at March 31, 2019
	Unsecured Borrowings Loan Repayable on demand (a) Loan from Related party (Refer Note 31)	1,490.31	1,330.23
	Total	1,490.31	1,330.23

Note 14 - Other Financial Liabilities : Current

( ` in Lakhs)

Particulars	As at March 31, 2020	As at March 31, 2019
(a) Unclaimed dividends	5.43	3.53
Total	5.43	3.53

Note 15 - Current Tax Liabilities (Net)

( ` in Lakhs)

Note 15 - Current Tax Liabilities (Net)		(` in Lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
(a) Income Tax Payable (Net off Advance Tax & TDS credit)	5.00	4.58
Total	5.00	4.58

60[th] Annual Report 2019-2020

Note 16 - Other Current Liabilities

( ` in Lakhs)

Note 16 - Other Current Liabilities		(` in Lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
(a) Expenses Payable (b) Statutory dues (Withhold Tax, GST) (c) Interest accrued but not due	3.32 13.18 -	0.85 9.04 75.39
Total	16.50	85.28

Note 17 - Revenue from Operations

( ` in Lakhs)

Note 17 - Revenue from Operations		(` in Lakhs)
Particulars	For the year ended March 31, 2020	For the year ended March 31, 2019
(a) Sale of Properties/Flats (Residential and Commercial) (b) Other Development charges (c) Interest on advance to execute the Project	- - 204.97	10.28 19.50 193.77
Total	204.97	223.55

Note 18 - Other Income

( ` in Lakhs)

Note 18 - Other Income		(` in Lakhs)
Particulars	For the year ended March 31, 2020	For the year ended March 31, 2019
(a) Share in profit from partnership firm (i) Share of Profit from Shree Swami Samarth Builders and Developers (b) Other Income (i) Sundry Balances Written Back Total	23.92 -	23.19 -
	23.92	23.19

Note 19 - Change in Inventory

( ` in Lakhs)

Note 19 - Change in Inventory		(` in Lakhs)
Particulars	For the year ended March 31, 2020	For the year ended March 31, 2019
(a) Opening Inventory Work in Progress Stock in Trade (Land & Plots) Total opening Inventory (b) Closing Inventory Work in Progress Stock in Trade (Land & Plots) Total Closing Inventory	234.06 36.21	238.24 36.21
	270.27	274.45
	234.06 36.21	234.06 36.21
	270.27	270.27
Total (Change in Inventory a-b)	-	4.18

Note 20 - Finance Cost

( ` in Lakhs)

Note 20 - Finance Cost		(` in Lakhs)
Particulars	For the year ended March 31, 2020	For the year ended March 31, 2019
(a) Interest expense on borrowings (b) Interest on delayed payment of statutory dues	136.17 0.62	148.92 -
Total	136.79	148.92

CITADEL REALTY AND DEVELOPERS LIMITED

Note 21 - Other Expenses

( ` in Lakhs)

Note 21 - Other Expenses		(` in Lakhs)
Particulars	For the year ended March 31, 2020	For the year ended March 31, 2019
(a) Rent (office) (b) Insurance (c) Rates and Taxes (d) Printing & Stationery (incl. Postage charges) (e) Interest on delayed payment of statutory dues (f) Travelling and Conveyance (g) Legal and professional fees (h) Payment to Auditors (i) Listing fees (j) Director Sitting fees (k) Share issue expenses (l) Miscellaneous Expenses	2.73 0.50 1.92 3.59 - 0.19 5.05 0.73 3.67 7.80 6.69 3.30	2.12 1.03 1.73 4.72 0.25 0.09 5.34 0.96 3.33 9.00 5.85 0.50
Total	36.17	34.92

Note 21.1:- Payment to Auditors (net off service tax & GST) towards

( ` in Lakhs)

Note 21.1:- Payment to Auditors (net off service tax & GST) towards		(` in Lakhs)
Particulars	For the year ended March 31, 2020	For the year ended March 31, 2019
Statutory Audit Fees including fees for quarterly limited reviews Tax Audit Fees Other Services	0.58 0.15 -	0.81 0.15 -
Total	0.73	0.96

Note 22 - Tax Expenses

Tax expense/(credit) recognized in the Statement of Profit and Loss

( ` in Lakhs)

Note 22 - Tax Expenses Tax expense/(credit) recognized in the Statement of Profit and Loss		(` in Lakhs)
Particulars	For the year ended March 31, 2020	For the year ended March 31, 2019
(a) Current tax Current Tax on taxable income for the year Total current tax expense (b) Deferred tax Deferred tax charge/(credit) MAT Credit (taken)/utilised Total deferred income tax expense/(credit) (c) Adjustment of Tax related to earlier period	5.00	6.84
	5.00	6.84
	2.35 -	2.39 -
	2.35	2.39
	(4.75)	-
Total tax expense (a+b+c)	2.60	9.23

A) Reconciliation of the income tax expenses to the amount computed by applying the statutory income tax rate to the profit before income taxes is summarized below:

is summarized below:
Particulars	Year Ended March 31, 2020	Year Ended March 31, 2019
Enacted income tax rate in India applicable to the Company Profit before tax Current tax expenses on Profit before tax expenses at the enacted income tax rate in India Tax effect on Carryforward Loss and Unabsorbed depreciation Tax effect on Exempt Income Mat credit utilised/ availed Total income tax expense/(credit)	26.00% 55.93 14.54 (3.32) (6.22) - 5.00	26.00% 58.72 15.27 (2.40) (6.03) - 6.84

60[th] Annual Report 2019-2020

Note 23 - Earning Per Equity Share

Earnings per Share (‘EPS’) is determined based on the net profit attributable to the shareholder’s of the Company. Basic earnings per share is computed using the weighted average number of shares outstanding during the year. Diluted earnings per share is computed using the weighted average number potential equity shares outstanding during the year, except where the result would be anti-dilutive.


	(` in Lakhs except no. of Shares)
Particulars	For the year ended March 31, 2020	For the year ended March 31, 2019
Earn ings Per Share has been computed as under: Profit for the year Weighted average number of equity shares outstanding Earnings Per Share (`) - Basic (Face value of` 10 per share) Add: Weighted average number of potential equity shares on account conversion of Compulsorily Convertible Debenture Weighted average number of Equity shares (including dilutive shares) outstanding	53.33 78,92,198	49.49 75,19,974
	0.68	0.66
	78,92,198 - 78,92,198	75,19,974 1,86,112 77,06,086
Earnings Per Share (`) - Diluted (Face value of` 10 per share)	0.68	0.64

Note 24 :- Disputed Tax Liabilities

AY 2005-06 and 2006-07

The Company was in appeal before Income Tax Appellate Tribunal (ITAT) regarding the re-opening of the Assessments u/s 148 of Income Tax Act, 1961 for the assessment years. The ITAT has in its order quashed the reopening. The Income Tax Department is yet to give effect to the order of the ITAT. For AY 2006-07 the Income Tax Department has filed an appeal against the order of the ITAT before the Hon. Bombay High Court.

Note No. 25:- Lease

The Company has been operating from the premises owned by group Company Marathon Realty Private Limited. During the year, Company had entered into formal agreement for payment of rent on the premises occupied by it. The rental payable per month has been ‘. 0.90/- lakhs per annum. The lease does not have any non-cancellable portion. Tenure of the lease agreement is valid till 31st March 2020.

The Company ha elected to use recognition exemption for the lease contract , that at the commencement date , have lease term of l2 months or less and do not contained purchase option (Short term Lease) and lease contract for underlying assets is of low value (Low-value) assets.

Hence, adoption of Ind As does not have any impact on the profitability of the Company.

Note No. 26:- Segment Reporting

The Company is engaged in Real Estate. The operations of the company do not qualify for reporting as separate business segments as per the criteria set out under Indian Accounting Standard 108 (IND AS-108) on “Operating Segments”. The Company is operating in India hence there is no reportable geographic segment. Accordingly no disclosure is required under IND AS - 108.

Note 27:- Disclosure as per Ind AS 115:-

(a) The Copany is primarily engaged in the business of construction, development and sale of residential real estate projects. The core business activities are carried out under various business models likes own development, through joint ventures and joint development and other suitable arrangements with third parties.
(b) The Company has adopted Ind AS 115 ‘Revenue from Contracts with Customers’ effective 1 April 2018. The Company has elected the option of the modified retrospective approach and there is no material impact on the measurement of revenue and retained earnings as of 1 April 2018. The presentation of certain contract related balances have been changed for the current year only and the previous year balances continues to be disclosed as done in the previous year, in compliance with the requirements of Ind AS 115.

As on 31 March 2020, revenue recognised in the current year from performance obligations satisfied/ partially satisfied in the previous year is INR NIL

Note 28:- Corporate Social Responsibility (CSR) expenditure

As per section 135 of the Companies Act, 2013, company need to spent 2% of its average net profit for the immediately preceding three financial years on Corporate Social Responsibility (CSR) on fulfiling the criteria given under section 135 (1) of the Companies Act,2013. CSR is not applicable to the company as company does not fulfil the criteria given.

CITADEL REALTY AND DEVELOPERS LIMITED

Financial instrument Disclosure:-

Noate 29:- Capital Risk Management

The company’s capital management objectives are:

to ensure the company’s ability to continue as a going concern
to maximize the return to stakeholders through the optimization of the debt and equity balance

The company monitors capital on the basis of the carrying amount of equity as presented on the face of the statement of financial position. The company sets the amount of capital in proportion to its overall financing structure, i.e. equity and financial liabilities. The company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets.

a) Gearing Ratio:

The Gearing ratio at the end of the reporting period are as follows:

( ` in Lakhs)

The Gearing ratio at the end of the reporting period are as follows:		(` in Lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
Debt (A) Cash and bank balances (B) Net Debt C=(A-B)* Total Equity (D) Net debt to equity ratio (C/D)	1,490.31 3.15 1,487.16 896.94 1.66	1,330.23 0.87 1,329.36 890.25 1.49

*Debt is defined as long-term and short-term borrowings including interest accrued on borrowings

b) Dividend Paid

( ` in Lakhs)

	Particulars	As at March 31, 2020	As at March 31, 2019
	Equity shares Final dividend for the year ended 31 March 2020 is NIL (31 March 2019 –`0.50/-) per fully paid share of`10/- has been distributed based on approval by the shareholders at the AGM held on 27th September, 2019 Dividends not recognised at the end of the reporting period In addition to the above dividends, since year end the directors have recommended the payment of a final dividend of`0.50/- per fully paid<br>equity share (31 March 2019 –`0.50/-). This proposed dividend is subject to the approval of shareholders in the ensuing annual general meeting.	- -	37.60 37.60

Financial risk management

a) The carrying value of financial instruments by categories as of March 31, 2020 is as follows:

( ` in Lakhs)

) The carrying value of financial instrument	s by categories as of	March 31, 2020 is a	s follows:	(` in Lakhs)
Particulars	Fair value through P&L	Fair value through OCI	Amortised cost	Total carrying value
Assets: Cash and cash equivalents Other balances with banks Investments (Other than investment in equity instruments of Subsidiaries) Loans	- - - -	- - - -	3.15 5.43 57.31 1,873.64	3.15 5.43 33.39 1,801.66
Total	-	-	1,939.53	1,843.63
Liabilities: Trade and other payables Borrowings Other financial liabilities	- - -	- - -	- 1,490.31 15.43	- 1,490.31 15.43
Total	-	-	1,505.74	1,505.74

60[th] Annual Report 2019-2020

b) The carrying value of financial instruments by categories as of March 31, 2019 is as follows:

Particulars	Fair value through P&L	Fair value through OCI	Amortised cost	Total carrying value
Assets: Cash and cash equivalents Other balances with banks Investments (Other than investment in equity instruments of Subsidiaries) Loans	- - - -	- - - -	0.87 3.53 33.39 1,801.66	0.87 3.53 33.39 1,801.66
Total	-	-	1,839.45	1,839.45
Liabilities: Trade and other payables Borrowings Other financial liabilities	- - -	- - -	- 1,330.23 13.53	- 1,330.23 13.53
Total	-	-	1,343.76	1,343.76

I) Market Risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: currency risk, interest rate risk and other price risk such as equity price risk and commodity price risk. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

Future specific market movements cannot be normally predicted with reasonable accuracy.

Currency risk : The Company does not have material foreign currency transactions. The company is not exposed to risk of change in foreign currency.

Interest rate risk:

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s fixed rate borrowings are not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.

Profit or loss is sensitive to higher/lower interest expense from variable rate borrowings as a result of changes ininterest rates. The company has borrowed the fund at fixed rate of interest and thus there is no risk of interest rates fluctuating.

Other price risk:-

The Company is not exposed to equity price risks arising from equity investments. Equity investments are held for strategic rather than trading purposes. The Company does not actively trade these investments.

II) Credit risk

Credit risk is the risk of financial loss arising from counterparty failure to repay or service debt according to the contractual terms or obligations. Credit risk encompasses of both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration of risks. Credit risk is controlled by analysing credit limits and creditworthiness of customers on a continuous basis to whom the credit has been granted after obtaining necessary approvals for credit.

Financial instruments that are subject to concentrations of credit risk principally consist of trade receivables, unbilled revenue, investments, derivative financial instruments, cash and cash equivalents, bank deposits and other financial assets. None of the financial instruments of the Company result in material concentration of credit risk.

Credit Risk management :-

The Company assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of financial assets.

A: Low credit risk
B: Moderate credit risk
C: High credit risk

CITADEL REALTY AND DEVELOPERS LIMITED

Asset group	Basis of categorisation	Provision for expenses credit loss
A: Low credit risk	Investments, Other bank balances, trade receivables, cash and cash equivalents, loans and other financial assets	12 month expected credit loss/Life time expected credit loss
C: High credit risk	Trade receivables and loans & Advances	12 month expected credit loss/Life time expected credit loss/fully provided for

Based on business environment in which the Company operates, a default on a financial asset is considered when the counter party fails to make payments within the agreed time period as per contract. Loss rates reflecting defaults are based on actual credit loss experience and considering differences between current and historical economic conditions. Assets are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or a litigation decided against the Company. The Company continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognised in statement of profit and loss.

III) Liquidity risk

Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.

(a) Exposure to liquidity risk

The table below provides details regarding the contractual maturities of financial liabilities, including estimated interest payments as at 31 March 2020 :

( ` in Lakhs)

				(` in Lakhs)
Financial liabilities	Carrying amount	Due in one Year	Due after one Year	Total contractual cash flows
(a) Borrowings and interest thereon (incl. current maturity of long term debt) - 31 March 2020 - 31 March 2019 (b) Other financial liabilities - 31 March 2020 - 31 March 2019 Total - 31 March 2020 - 31 March 2019	1,490.31 1,330.23 15.43 13.53 1,505.74 1,343.76	1,490.31 1,330.23 15.43 13.53 1,505.74 1,343.76	- - - - - -	1,490.31 1,330.23 15.43 13.53 1,505.74 1,343.76

Note 30:- Joint venture

a) The company was hitherto jointly developing an area admeasuring 2159 sq. mtrs of slum property with Mr. Vaibhav Kokate. Company has entered into a partnership with Mr. Vaibhav Kokate in a firm named Shree Swami Samarth Builders and Developers (SSSBD) wherein the company has contributed to 50% of the capital to the partnership.
b) By virtue of a registered deed the company has transferred development rights pertaining to 2159 sq. mtrs owned by it to the partnership firm SSSBD. Mr. Vaibhav Kokate has also transferred land belonging to him into the partnership. In lieu of the company transferring the development rights it would be entitled to a percentage of the saleable area post the merger of the two land parcels which would be delivered to the company post obtaining the Occupation Certificate by SSSBD.
c) Further the company is entitled to 37.50% share in the profits of the firm SSSBD less what it would have received during the pendency of the project.

Note 31:- Related Part Transaction

List of Related Parties and Transactions during the year as per Ind AS-24 “Related Party Disclosures”

a) Associates

Marathon Realty Private Ltd (w.e.f. September 27, 2019)
Shree Swami Samarth Builders & Developers (Partnership Firm)
Fibre Box Bombay Private Ltd

60[th] Annual Report 2019-2020

b) Key Managerial Personnel

Mr. Veeraraghavan Ranganathan - Chairman
Mr. S. Ramamurthi – Director & C.E.O
Mr. Chetan R. Shah – Director
Ms. Sonal M. Shah - Director
Mr. Nilesh Dand – Director & CFO w.e.f. May 08, 2018
Mr. Devendra Shrimankar – Director
c) Relatives of Key Management Personnel having transactions during the year
Ms. Ansuya R. Shah (Mother of Director)
Mr. Ramniklal Z. Shah (Father of Director)
Ms. Shailaja C. Shah (Wife of Chetan R Shah - Director)
Mr. Mayur R. Shah – (Brother of Chetan R. Shah - Director and husband of Ms Sonal Shah - Director)

Note 31B:- Transactions with Related Parties (RP):

( ` in Lakhs)

				(` in Lakhs)
Type of Transaction	Relationship	Particular	For the Year ended March 31, 2020	For the Year ended March 31, 2019
Dividend paid on Equity Shares	Relatives of KMP Director Associates Significant influence of KMP	Shailalaja C Shah Sonal M Shah Marathon Realty Private Ltd Fibre Box India Private Ltd	1.35 1.35 19.21 2.79	1.35 1.35 19.21 1.85
Interest Income from Partnership Firm / LLP's	Associates	Shree Swami Samarth Builders and Developers	204.97	193.77
Interest Expenses on Inter Corporate Deposits	Associates company Associates	Marathon Realty Private Ltd Shree Swami Samarth Builders and Developers	136.17 -	82.34 66.58
Rent Expenses for corporate office	Associates	Marathon Realty Private Ltd	2.74	2.12
Director Sitting Fees	Director Director Director Director Director Director	V. Ranganathan S. Ramamurthi Devendra Shrimankar Chetan Shah Nilesh Dand Sonal Shah	1.90 1.90 1.70 0.80 0.70 0.80	2.30 2.20 2.00 1.00 1.10 0.40
Loans received back	Associates	Shree Swami Samarth Builders and Developers	133.00	21.94
Inter Corporate Deposits taken	Associates	Marathon Realty Private Ltd	382.95	705.00
Loan Repaid	Associates	Shree Swami Samarth Builders and Developers Marathon RealtyPrivate Ltd	250.00 162.69	564.44 -
Share of Profit from Partnership Firm	Associates	Shree Swami Samarth Builders and Developers	23.92	23.19
Closing Balance Loan Given	Associates	Shree Swami Samarth Builders and Developers	1,873.64	1,801.66
Inter Corporate Deposit taken	Associates Associates	Marathon Realty Private Ltd Shree Swami Samarth Builders and Developers	1,246.75 -	836.67 250.00

CITADEL REALTY AND DEVELOPERS LIMITED

	Significant influence of KMP	Fibre Box India Private Ltd	243.56	243.56
Investment in PartnershipFirm	Associates	Shree Swami Samarth Builders and Developers	57.31	33.39
Deposits for Project	Associates	Shree Swami Samarth Builders and Developers	10.00	10.00

Marathon Realty Private Limited ceased to be holding Company w.e.f 28.09.2019 and become associate company

Note 32:- Other Significant Notes:-

i. Pending litigations:- The Company’s pending litigations comprise of claims by or against the Company primarily by the suppliers and proceedings pending with tax and other government authorities. The Company has reviewed its pending litigations and proceedings and has adequately provided for where Provisions are required and disclosed the contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial results. In respect of litigations, where the management assessment of a financial outflow is probable, the Company has made adequate provision in the financial statements and appropriate disclosure for contingent liabilities is given in Note 24.
ii. Foreseeable Losses:- The Company has a process whereby periodically all long term contracts are assessed for material foreseeable losses. At the year end, the Company has reviewed and ensured that adequate provision as required under any law/accounting standards for material foreseeable losses on such long term contracts has been made in the books of account. There are no derivatives.
iii. Previous Year's figure have been regrouped/rearranged, wherever necessary.
iv. In the opinion of the Management of the company, all current assets appearing in the Balance Sheet as at March 31, 2020 have a value on realisation in the ordinary course of the Company’s business at least equal to the amount at which they are stated in the Balance Sheet.
v. Balance of trade receivables, other receivable, trade payables and loans and advances are subject to confirmation from respective parties and reconciliation, if any.
vi. The share of profit / (loss) in the Firm is accounted in the books of the Company as and when the same is credited / debited to the Partners’ Capital Account.

Note 33:- Coronavirus (COVID-19) Impact on Financial Reporting – Accounting Year Ending March 31, 2020

Pursuant to outbreak of Coronavirus Disease (Covid 19) worldwide and its declaration as global pandemic, the Government of India declared lockdown on March 24, 2020 which led the temporary suspension of operations of the Company and has impacted the overall business activities of the Company. The Company has made an initial assessment of likely adverse impact ,if any, on economic environment in general and financial risk on account of COVID - 19 to the Company in particular. The Company is in business of Real Estate development on its own and through joint ventures. Based on the analysis, the Company believes that the niche segment where it has considerable presence is sustainable both on its own and through its joint venture and accordingly, the Company has not made any provision for unforeseen losses on its receivables , current and non current assets. The situation is changing rapidly giving rise to inherent uncertainty around the extent and timing of the potential future spread of the COVID-19 and its impact on the Company’s business operations. The Company will continue to closely monitor any material changes to future economic conditions viz a viz its business operations.

In terms of our report attached For and on behalf of the Board of Directors For Bipin Shah & Co. Chartered Accountants (Firm’s Registration No. 101511W) V.Ranganathan S.Ramamurthi Chairman Director & CEO (DIN:- 0269682) (DIN:- 00135602) Bipin Shah Nilesh Dand Anuja Dube Proprietor Director & CFO Company Secretary Membership No. 013191 (DIN:- 00199785) (ACS44198)

Bipin Shah Nilesh Dand Proprietor Director & CFO Membership No. 013191 (DIN:- 00199785) UDIN:- 2001319AAAAAC7998 Place :- Mumbai Place :- Mumbai Date :- May 29, 2020 Date :- May 29, 2020

60[th] Annual Report 2019-2020

INDEPENDENT AUDITORS’ REPORT

To the Members of

Citadel Realty and Developers Limited

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the accompanying consolidated financial statements of Citadel Realty and Developers Limited (“the Company”) and its Joint Venture which comprise the Consolidated Balance Sheet as at March 31, 2020, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), the Consolidated Statement of Changes in Equity and the Consolidated Statement of Cash Flows for the year ended on that date, and a summary of the significant accounting policies and other explanatory information (hereinafter referred to as “the consolidated financial statements”).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid consolidated financial statements give the information required by the Companies Act, 2013 (the “Act”) in the manner so required and give a true and fair view in conformity with Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended (“Ind AS”) and other accounting principles generally accepted in India, of the consolidated state of affairs of the Group as at March 31, 2020, the consolidated profit, consolidated total comprehensive income, consolidated changes in equity and its consolidated cash flows for the year ended on that date.

Basis of Opinion

We conducted our audit of the consolidated financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act (SAs). Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the independence requirements that are relevant to our audit of the consolidated financial statements under the provisions of the Act and the Rules made there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the consolidated financial statements.

Key Audit Matters

statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on key matters.

The assessment of recoverable amount of the Company’s investment in and loans receivable from Associates involves significant judgment in respect of assumptions such as discount rates, current work in hand, future contract wins/ future business plan and the recoverability of certain receivables as well as economic assumption such as growth rate.

Auditor’s responds:-

Our procedures included the following:

Evaluated the net worth and past performance of the Company to whom loans given or investments made. Compared the carrying amount of the investment with the expected value of the business

Information Other than the Consolidated Financial Statements and Auditor’s Report Thereon

The Company’s Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Management Discussion and Analysis, Board’s Report including Annexure to Board’s Report, Business Responsibility Report, Corporate Governance and Shareholder’s Information, but does not include the consolidated financial statements and our auditor’s report thereon

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Management’s Responsibility for the Consolidated Financial Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to preparation of these consolidated financial statements that give a true and fair view of the consolidated financial position, consolidated financial performance, consolidated total comprehensive income, consolidated changes in equity and consolidated cash flows of the Group in accordance with the Ind AS and other accounting principles generally accepted in India . The respective Board of Directors of the companies included in the Group are responsible

CITADEL REALTY AND DEVELOPERS LIMITED

for maintenance of the adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the respective Board of Directors of the companies included in the Group are responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group are also responsible for overseeing the financial reporting process of the Group.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also :

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls.
Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company and its subsidiary companies which are companies incorporated in India, has adequate internal

financial controls system in place and the operating effectiveness of such controls.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the audit of the financial statements of such entities included in the consolidated financial

Materiality is the magnitude of misstatements in the consolidated financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the financial statements.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We

60[th] Annual Report 2019-2020

describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

As required by Section 143(3) of the Act, based on our audit we report that :
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated financial statements.
b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated financial statements have been kept so far as it appears from our examination of those books.
c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), Consolidated Statement of Changes in Equity and the Consolidated Statement of Cash Flows dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the consolidated financial statements.
d) In our opinion, the aforesaid consolidated financial statements comply with the Ind AS specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
e) On the basis of the written representations received from the directors of the Company as on March 31, 2020 taken on record by the Board of Directors of the Company and its subsidiaries incorporated in India and the reports of the statutory auditors of its subsidiary companies incorporated in India, none of the directors of the Group companies incorporated in India is disqualified as on March 31, 2020 from being appointed as a director in terms of Section 164 (2) of the Act.

paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.

h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given to us :
i. The consolidated financial statements disclose impact of pending litigations on the consolidated financial position of the Group.
ii. The Group did not have any long- term contracts, including derivative contracts, for which there were any material foreseeable losses.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company and its subsidiary companies incorporated in India.

For Bipin B. Shah & Co.

Firm Registration Number: 101511W Chartered Accountants

Bipin B. Shah Proprietor Membership No. 013191 UDIN:- 20013191AAAAAD3227

Place:- Mumbai Date :- May 29, 2020

f) With respect to the adequacy of the internal financial controls over financial reporting and the operating effectiveness of such controls, refer to our separate Report in “Annexure A” which is based on the auditor’s reports of the Company and its subsidiary companies incorporated in India. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the internal financial control over financial reporting of those companies, for reasons stated therein.
g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section 197(16) of the Act, as amended:

In our opinion and to the best of our information and according to the explanations given to us, the remuneration

CITADEL REALTY AND DEVELOPERS LIMITED

Annexure ‘A’ to the Independent Auditor’s Report

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

(Referred to in paragraph (A) (f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

We have audited the internal financial controls over financial reporting of CITADEL AND REALTY AND DEVELOPERS LIMITED (“the Holding Company”) as of March 31, 2020 in conjunction with our audit of the consolidated financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

Auditor’s Responsibility

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

Meaning of Internal Financial Controls Over Financial Reporting

A company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Limitations of Internal Financial Controls Over Financial Reporting

Opinion

In our opinion, to the best of our information and according to the explanations given to us, the Company and its Joint Venture has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2020, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For Bipin B. Shah & Co.

Firm Registration Number: 101511W Chartered Accountants

Bipin B. Shah Proprietor Membership No. 013191 UDIN:- 20013191AAAAAD3227

Place:- Mumbai Date :- May 29, 2020

60[th] Annual Report 2019-2020

Consolidated Balance Sheet as at 31 March 2020

( ` in Lakhs)

Consolidated Balance S	eet as at	1 March 2020	(` in Lakhs)
Particulars	Note No.	As at 31 March 2020	As at 31 March 2019
ASSETS 1 Non-current assets (a) Financial Assets (i) Investments (b) Deferred Tax Assets (Net) Total Non - Current Assets 2 Current assets (a) Inventories (b) Financial Assets (i) Cash and Cash Equivalents (ii) Bank Balance other than (ii) above (iii) Loans (c) Other Current Assets Total Current Assets	2 3 4 5 6 7 8	83.11 200.07	57.31 202.42
		283.18	259.73
		270.28 3.15 5.43 1,873.64 14.03	270.28 0.87 3.53 1,801.66 11.72
		2,166.53	2,088.06
Total Assets (1+2)		2,449.71	2,347.79
EQUITY AND LIABILITIES 1 EQUITY (a) Equity Share Capital (b) Shares pending issuance (c) Other Equity Total Equity LIABILITIES 2 Non Current liabilities (a) Financial Liabilities (i) Other Financial Liabilities Total Non Current Liabilities 3 Current liabilities (a) Financial Liabilities (i) Borrowings (ii) Other Financial Liabilities (b) Other Current Liabilities (c) Current Tax Liabilities (Net) Total Current Liabilities	9 10 11 12 13 14 15 16	789.22 - 133.53	752.00 125.44 36.73
		922.75	914.17
		10.00	10.00
		10.00	10.00
		1,490.31 5.43 16.50 4.72	1,330.23 3.53 85.28 4.58
		1,516.96	1,423.62
Total Equity and Liabilities (1+2+3)		2,449.71	2,347.79
See accompanying notes forming part of the financial statements

See accompanying notes forming part of the financial statements

In terms of our report attached For and on behalf of the Board of Directors For Bipin Shah & Co. Chartered Accountants (Firm’s Registration No. 101511W) V.Ranganathan S.Ramamurthi

V.Ranganathan S.Ramamurthi Chairman Director & CEO (DIN:- 0269682) (DIN:- 00135602)

Bipin Shah Nilesh Dand Proprietor Director & CFO Membership No. 013191 (DIN:- 00199785) UDIN:- 20013191AAAAAD3227 Place :- Mumbai Place :- Mumbai Date :- May 29, 2020 Date :- May 29, 2020

Anuja Dube Company Secretary (ACS44198)

CITADEL REALTY AND DEVELOPERS LIMITED

Consolidated Statement of Profit and Loss for the period ended 31 March 2020

( ` in Lakhs except Earnings Per Share)

Particulars	Note No.	For the year ended 31 March 2020	For the year ended 31 March 2019
I Revenue from operations II Other Income III Total Revenue (I + II) IV EXPENSES (a) Cost of construction/development, land, plots and development rights (b) Change in inventory (c) Finance costs (d) Other expenses V Total Expenses (IV) VI Profit before tax (III - V) VIITax Expense (1) Current tax (2) Deferred tax (3) Short provision of tax in earlier year VIII Total tax expense (VII) IX Profit after tax (VI - VII) X Share in the Profit of the Firm XI Profit for the year (IX+X) XIIOther comprehensive income XIII Total Other Comprehensive Income (XII) XIV Total Comprehensive income for the year (XI + XIII) XV Profit for the year attributable to: (i) Owners of the Company (ii) Non-controlling interest XVI Other Comprehensive Income for the year attributable to: (i) Owners of the Company (ii) Non-controlling interest XVII Total Comprehensive Income for the year attributable to: (i) Owners of the Company (ii) Non-controlling interest XVIII Earnings per equity share (Face Value ‘ 10) (1) Basic (2) Diluted See accompanying notes forming part of the financial statements	17 18 19 20 21a 21b 21c 22 22	204.97 -	223.55 -
		204.97	223.55
		- - 136.79 36.16	- 4.18 148.92 34.92
		172.95	188.02
		32.02	35.53
		5.00 2.35 (4.75)	6.84 2.39 -
		2.60	9.23
		29.42	26.30
		25.80	19.72
		55.22	46.02
		-	-
		-	-
		55.22	46.02
		55.22 - - - 55.22 - 0.70 0.70	46.02 - - - 46.02 - 0.61 0.60

In terms of our report attached For Bipin Shah & Co. Chartered Accountants (Firm’s Registration No. 101511W)

For and on behalf of the Board of Directors

V.Ranganathan S.Ramamurthi Chairman Director & CEO (DIN:- 0269682) (DIN:- 00135602)

Bipin Shah Proprietor Membership No. 013191 UDIN:- 20013191AAAAAD3227 Place :- Mumbai Date :- May 29, 2020

Nilesh Dand Anuja Dube Director & CFO Company Secretary (DIN:- 00199785) (ACS44198) Place :- Mumbai Date :- May 29, 2020

60[th] Annual Report 2019-2020

Consolidated Cash Flow Statement for the year ended 31 March 2020

( ` in Lakhs)

y		(` in Lakhs)
Particulars	Year ended 31 March 2020	Year ended 31 March 2019
A. CASH FLOW FROM OPERATING ACTIVITIES Net Profit before tax: Adjustment for: Finance Cost Interest Income Share of profit from Firm Operating profit before Working Capital changes Adjustments for changes in W orking capital (Increase)/Decrease in Inventories Increase/(Decrease) in Trade Payables and other Payable Increase/(Decrease) in Trade Receivable and other Receivable Increase/(Decrease) in Provisions - Non current and current Cash generated from/ (used in) operations Income taxes (paid) Net Cash from / (used in) operating activities B CASH FLOW FROM INVESTING ACTIVITIES Share of profit from Firm Other Bank Balances Interest Income Net Cash from/(used in) investing activities C CASH FLOW FROM FINANCING ACTIVITIES Proceed /(Repayment) of Long term and short term borrowings Dividend (Including Tax on Dividend) paid Finance cost paid Proceed /(Repayment) of Long term and short term Loan Net Cash from/(used in) financing activities Net Increase / (Decrease) in Cash and Cash Equivalents (A+B+C) Cash and Cash Equivalents (Opening balance) Cash and Cash Equivalents (Closing balance)	32.02 136.79 (204.97) 25.80	35.53 148.92 (193.77) 19.72
	(10.36)	10.40
	- (62.01) (2.30) -	4.17 43.62 (0.47) -
	(74.67)	57.72
	(5.00)	(6.84)
	(79.67)	50.88
	(25.80) (1.90) 204.97	(19.72) (1.72) 193.77
	177.27	172.33
	160.07 (46.64) (136.78) (71.97)	139.50 (45.24) (148.92) (171.84)
	(95.32)	(226.50)
	2.28	(3.29)
	0.87 3.15	4.16 0.87
NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS	2.28	(3.29)
	(` in Lakhs)
Component of Cash & Cash Equivalent	Year ended 31 March 2020	Year ended 31 March 2019
Cash in hand Balance With Bank	0.20 2.95	0.14 0.73
	3.15	0.87

Note A:- The above Cash Flow Statement has been prepared under the ‘Indirect Method’ as set out in the Accounting Standard (IND AS) 7 - “Statement of Cash Flows”

Note B:- Previous year's figures have been regrouped /reclassified wherever necessary to corresponds with the current year's classification / disclosures.

CITADEL REALTY AND DEVELOPERS LIMITED

The accompanying notes form an integral part of these standalone financial statements.

In terms of our report attached For Bipin Shah & Co. Chartered Accountants (Firm’s Registration No. 101511W)

For and on behalf of the Board of Directors

V.Ranganathan S.Ramamurthi Chairman Director & CEO (DIN:- 0269682) (DIN:- 00135602)

Bipin Shah Proprietor Membership No. 013191 UDIN:- 20013191AAAAAD3227 Place :- Mumbai Date :- May 29, 2020

Nilesh Dand Anuja Dube Director & CFO Company Secretary (DIN:- 00199785) (ACS44198)

Place :- Mumbai Date :- May 29, 2020

60[th] Annual Report 2019-2020

Consolidated Statement of Changes in Equity

a) Equity Share Capital

( ` in Lakhs)

a) Equity Share Capital	(` in Lakhs)
Particulars	Amount
Balance As at March 31, 2018 Change for the year Balance As at March 31, 2019 Change for the year (i) Conversion of Compulsorily Convertible Debenture (CCD’s) [Refer Note 9.4] (ii) Issue of Bonus shares [Refer Note 9.4]	752.00 - 752.00 18.61 18.61
Balance As at March 31, 2020	789.22

b) Other Equity For FY 2018-19

( ` in Lakhs)

For FY 2018-19				(` in Lakhs)
Particulars	Securities Premium	Retained Earnings	Other comprehensive income	Total other Equity
i Balance as at April 1, 2018 ii Profit for the Year iii Remeasurement of defined benefit plan (net of deferred tax) iv Dividend paid (Including Dividend Distribution Tax)	243.97 - -	(208.02) 46.02 - (45.24)	- - - -	35.95 46.02 - (45.24)
Balance as at March 31, 2019	243.97	(207.24)	-	36.73

For FY 2019-20

( ` in Lakhs)

For FY 2019-20				(` in Lakhs)
Particulars	Securities Premium	Retained Earnings	Other comprehensive income	Total other Equity
i Balance as at April 1, 2019 ii Addition on account of conversion of CCD’s iii capitalisation for issue of bonus shares [Refer Note 9.4] iv Profit for the Year v Remeasurement of defined benefit plan (net of deferred tax) vi Dividend paid (Including Dividend Distribution Tax)	243.97 106.83 (18.61) - - -	(207.24) - - 55.22 - (46.64)	- - - - - -	36.73 106.83 (18.61) 55.22 - (46.64)
Balance as at March 31, 2020	332.19	(198.66)	-	133.53

The accompanying notes form an integral part of these standalone financial statements.

In terms of our report attached For Bipin Shah & Co. Chartered Accountants (Firm’s Registration No. 101511W)

For and on behalf of the Board of Directors

V.Ranganathan S.Ramamurthi Chairman Director & CEO (DIN:- 0269682) (DIN:- 00135602)

Bipin Shah Proprietor Membership No. 013191 UDIN:- 20013191AAAAAD3227

Place :- Mumbai Date :- May 29, 2020

Nilesh Dand Director & CFO (DIN:- 00199785)

Place :- Mumbai Date :- May 29, 2020

Anuja Dube Company Secretary (ACS44198)

CITADEL REALTY AND DEVELOPERS LIMITED

Notes forming part of the consolidated financial statements

1 Corporate Information:-

The equity shares of the Company are listed on BSE. The Company is registered with the Ministry of Corporate Affairs under CIN L21010MH1960PLC011764.

The consolidated financial statement comprises financial statements of the Company together with its Associates (collectively referred to as the ‘Group’) for the year ended March 31,2020. The Group is engaged primarily in the business of real estate development.

A. Basis of preparation and measurement :-

(a) Statement of Compliance :

These Consolidated Financial Statements have been prepared in accordance with the Indian Accounting Standards (Ind AS) to comply with the Section 133 of the Companies Act, 2013 (“the 2013 Act”) read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016, and the relevant provisions and amendments, as applicable. The Consolidated Financial Statements have been prepared on accrual basis under the historical cost convention except certain financial instruments, defined benefit plans and share based payments measured at fair value.

These consolidated financial statements were authorised for issue by the Company’s Board of Directors on May 29,2020.

(b) Functional and presentation currency :

These Conslidated financial statements are presented in Indian rupees (INR), which is the Group’s functional currency. All financial information have been presented in Indian rupess (INR) all amounts have been rounded-off to the nearest lakhs, unless otherwise stated.

(c) Basis of measurement :

The Consolidated financial statements have been prepared on a historical cost basis, except for the following:

certain financial assets and liabilities (including derivative instruments) and contingent consideration that is measured at fair value; and defined benefit plans - plan assets measured at fair value

(d) Use of estimates and judgments :

The preparation of the consolidated financial statements in conformity with Ind AS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected.

The areas involving critical estimates and judgements are:

(i) Estimation of total cost of construction of Project

(ii) Estimation of useful life of property, plant and equipment and intangibles

(iii) Estimation of recognition of deferred tax assets, availability of future taxable profit against which tax losses carried forward can be used

(iv) Impairment of financial assets (i.e. expected credit loss on trade receivables and retention money receivable)

(v) Estimation on discounting of retention money payable

(e) Measurement of fair values :

The Group’s accounting policies and disclosures require the measurement of fair values, for financial instruments:-

60[th] Annual Report 2019-2020

Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date;
Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and
Level 3 inputs are unobservable inputs for the asset or liability

(f) Principles of consolidation and equity accounting

The consolidated financial statements comprise of financial statements of the Company and its subsidiaries, Associates and joint Venture for which the Company fulfils the criteria pursuant to Ind AS 110 and joint Venture within the scope of Ind AS 112.

Associates :-

Associates are entities over which group has significant influence but not control. Investment in associates are accounted for using the equity method of accounting as per IND AS 28. The investment is initially recognised at cost and carrying value is increased or decreased to recognised the investor’s share of the profit or loss in the investee after acquisition date. The Group’s investment in associates includes indentified on acquisition.

Entity considered for Consolidation

Citadel Realty and Developers Ltd - Holding Company
Shree Swami Samarth and Builders Developers - Associates

B. Significant accounting policies :-

1. Lease:-

Operating Lease

As a lessee:-

The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contractconveys the right to control the use of an identified asset for a period of time in exchange for consideration.

Company as a lessee:-

The Group applies a single recognition and measurement approach for all leases, except for shortterm leases and leases of low-value assets. The Company recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

i) Right-of-use assets:-

The Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities.

ii) Lease Liabilities:-

At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease term.

iii) Short-term leases and leases of low-value assets :-

The Group applies the short-term lease recognition exemption to its short-term leases of machinery and equipment (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of low-value assets recognition exemption to leases of office equipment that are considered to be low value. Lease payments on short-term leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term.

2. Cash and Cash Equivalents :-

3. Inventories :-

4. Investments in associates :-

Investments in associates are recognised at cost as per Ind AS 27. Except where investments accounted for at cost shall be accounted for in accordance with Ind AS 105, Non-current Assets Held for Sale and Discontinued Operations, when they are classified as held for sale.

CITADEL REALTY AND DEVELOPERS LIMITED

5. Investments and other financial asset :-

(a) Classification :-

The Group classifies its financial assets in the following measurement categories:

(1) Those to be measured subsequently at fair value (either through other comprehensive income, or through the Statement of Profit and Loss), and
(2) Those measured at amortised cost.

The classification depends on the Group’s business model for managing the financial assets and the contractual terms of the cash flows.

(b) Measurement

At initial recognition, the Group measures a financial asset at its fair value. Transaction costs of financial assets carried at fair value through the Profit and Loss are expensed in the Statement of Profit and Loss.

(i) Debt instruments:

Subsequent measurement of debt instruments depends on the Group’s business model for managing the asset and the cash flow characteristics of the asset. The Group classifies its debt instruments into following categories:

(1) Amortised cost: Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortised cost. Interest income from these financial assets is included in other income using the effective interest rate method.
(2) Fair value through profit and loss: Assets that do not meet the criteria for amortised cost are measured at fair value through statement of Profit and Loss. Interest income from these financial assets is included in other income.

(ii) Equity instruments:

The Group measures its equity investment other than in subsidiaries, joint ventures and associates at fair value through profit and loss. However where the Group’s management makes an irrevocable choice on initial recognition to present fair value gains and losses on specific equity investments in other comprehensive income (Currently no such choice made), there is no subsequent reclassification, on sale or otherwise, of fair value gains and losses to the Statement of Profit and Loss

(c) Impairment of financial assets:

The Group measures the expected credit loss associated with its assets based on historical trend, industry practices and the business environment in which the entity operates or any other appropriate basis. The impairment methodology applied depends on whether there has been a significant increase in credit risk.

(d) Income recognition:

Interest income:-

Interest income from debt instruments is recognised using the effective interest rate method.

Dividends:-

Dividends are recognised in the Statement of Profit and Loss only when the right to receive payment is established.

6. Revenue recognition :-

(i) Construction Revenue :-

The Group undertakes the business of construction of residential properties through joint venture. The ongoing contracts with customers are construction of residential properties.

The Group has adopted Ind AS 115, Revenue from Contracts with Customers, with effect from 01 April 2018. The Company has applied the following accounting policy for revenue recognition:

The Group recognises revenue from contracts with customers for ongoing contracts with customers based on a five step model as set out in Ind AS 115:

Step 2 . Identify the performance obligations in the contract: A performance obligation is a promise in a contract with a customer to transfer a good or service to the customer.

Step 3 . Determine the transaction price: The transaction price is the amount of consideration to which the Group expects to be entitled in exchange for transferring promised goods or services to a customer, excluding amounts collected on behalf of third parties.

Step 4. Allocate the transaction price to the performance obligations in the contract : For a contract that has more than one performance obligation, the Group will allocate the transaction price to each performance obligation in an amount that depicts the amount of consideration to which the Group expects to be entitled in exchange for satisfying each performance obligation.

60[th] Annual Report 2019-2020

S tep 5 . Recognise revenue when (or as) the entity satisfies a performance obligation.

The Group satisfies a performance obligation and recognises revenue over time, if one of the following criteria is met:

The Group satisfies a performance obligation and recognises revenue over time as company satisfies the following criteria.

The Group’s performance does not create an asset with an alternative use to the entity and
The Group has an enforceable right to payment for performance completed to date

The Group Recognised the revenue using cost based input method. Revenue is recognised with respect to stage of completion, which assessed with reference to the proportion of contract cost incurred for work performed to the estimated total cost of completion of contract.

Advances from customers, progress payments, amount due from and due to customers and retention money receivable

Advances received from customers in respect of contracts are treated as liabilities and adjusted against progress billing as per terms of the contract

Progress payments received are adjusted against amount receivable from customers in respect of the contract work performed.

Amounts due to contract customers represents the excess of progress billings over the revenue recognised (costs plus attributable profits) for the contract work performed till date.

(ii) Dividend Income :-

Dividend Income is accounted when the right to receive the same is established

(iii) Interest Income or expenses:-

Interest income or expense is accounted basis effective interest rate (EIR).

The ‘effective interest rate’ is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument to:

the gross carrying amount of the financial asset; or
the amortised cost of the financial liability.

7. Cost of Construction / Development :-

8. Borrowing Cost :

9. Earnings Per Share :

The Group reports basic and diluted earnings per share in accordance with Ind AS - 33 on ‘Earnings per Share’. Basic earnings per share is computed by dividing the net profit or loss for the year by the weighted average number of Equity shares outstanding during the year. Diluted earnings per share is computed by dividing the net profit or loss for the year by the weighted average number of equity shares outstanding during the year as adjusted for the effects of all diluted potential equity shares except where the results are anti- dilutive.

10. Current and Deferred Taxes : Current Tax :

Deferred Tax:

CITADEL REALTY AND DEVELOPERS LIMITED

The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Current and deferred tax for the year:

11. Provisions, Contingent Liabilities and Contingent Assets :

A provision is recognised when the Group has a present obligation as a result of past event and it is probable than an outflow of resources will be required to settle the obligation, in respect of which the reliable estimate can be made. When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material) and are determined based on best estimate required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date adjusted to reflect the current best estimates.

12. Operating Cycle :-

13. Trade receivables :-

Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less provision for expected credit loss.

14. Trade and other payables :-

These amounts represent liabilities for goods and services provided to the Group prior to the end of financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method

15. Borrowings :-

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period. Where there is a breach of a material provision of a long-term loan arrangement on or before the end of the reporting period with the effect that the liability becomes payable on demand on the reporting date, the entity does not classify the liability as current, if the lender agreed, after the reporting period and before the approval of the financial statements for issue, not to demand payment as a consequence of the breach.

16. Dividends :-

17. Change in significant accounting policies

New and amended standards

The Group also elected to use the recognition exemptions for lease contracts that, at the commencement date, have a lease term of 12 months or less and do not contain a purchase option (short-term leases), and lease contracts for which the underlying asset is of low value (low-value assets).

60[th] Annual Report 2019-2020

Notes forming part of the consolidated financial statements

Note 2 - Investments : Non-Current


	ote 2 - Investments : Non-Current	(` in Lakhs)
	Particulars	As at March 31, 2020	As at March 31, 2019
	Investments Carried at: A) Cost Investments in Partnership Firm Shree Swami Samarth Builders & Developers (including share of profit)	83.11	57.31
		83.11	57.31
Note 3 - Deferred Tax Assets / (Liabilities)		(` in Lakhs)
	Significant components of deferred tax assets and liabilities for the year / Period ended	As at March 31, 2020	As at March 31, 2019
	Deferred tax assets on: (a) carry forward unused tax losses & unabsorbed depreciation MA T Cr edit Entitlement (a) Carry forward unused Tax credit (MAT)	57.28 142.79	59.62 142.80
	Net Deferred tax assets/(liabilities)	200.07	202.42

Note 4 - Inventories


Note 4 - Inventories	(` in Lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
(At lower of cost and net realizable value) (a) Land and Plots (b) Construction work-in-progress	36.21 234.07	36.21 234.07
Total	270.28	270.28

Note 5 - Cash and Cash Equivalents

( ` in Lakhs)

Note 5 - Cash and Cash Equivalents		(` in Lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
(a) Balances with banks - In current accounts (b) Cash in hand	2.95 0.20	0.73 0.14
Total	3.15	0.87

Note 6 - Other Balances with Banks

( ` in Lakhs)

Note 6 - Other Balances with Banks		(` in Lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
a) Earmarked accounts - Unclaimed dividend	5.43	3.53
Total	5.43	3.53

CITADEL REALTY AND DEVELOPERS LIMITED

Note 7 - Loans :- Current

|Note 7 - Loans :- Current|(in Lakhs)**|**( in Lakhs)|
|---|---|---|
|Particulars|As at
March 31, 2020|As at
March 31, 2019|
|Unsecured, Considered good
(a)Loans to relatedparties [Refer Note 30]|1,873.64|1,801.66|
|Total|1,873.64|1,801.66|
|Note 8 - Other Current Assets|(in Lakhs)**|| |**Particulars**|**As at** **March 31, 2020**|**As at** **March 31, 2019**| |(a) Other receivable (b) Balance With Government Authorities|4.07 9.96|5.38 6.34| |**Total**|**14.03**|**11.72**| |**Note 9A - Equity Share Capital**|**( in Lakhs)||
|Particulars|As at
March 31, 2020|As at
March 31, 2019|
|Authorised:
2,00,00,000 Equity shares of10/- each** (as at 31 March 2019: 2,00,00,000 Equity Shares of10/- each)
3,00,000 0% Redeemable Preference Shares of100/-each** (as at 31 March 2019: 3,00,000 0% Redeemable Preference Shares of100/-each)
Issued, Subscribed and Fully Paid:
78,92,198 Equity Shares of10/- each [as at 31 March 2019 75,19,974 Equity Shares of10/- each]
Total|2,000.00
300.00|2,000.00
300.00|
||2,300.00|2,300.00|
||789.22|752.00|
||789.22|752.00|

Note 9.1:- Terms, rights & restrictions attached to

a. Equity Shares:-

The Company has only one class of equity shares having a face value of 10 per share [PY: 10 per share]. Accordingly, all equity shares rank equally with regards to dividends & share in the holding Company's residual assets. The equity shares are entitled to receive dividend as declared from time to time. Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the holding Company, the holder of equity shares will be entitled to receive the remaining assets of the holding company, after distribution of all preferential amount. The distribution will be in proportion to the number of equity shares held by the shareholders.

b. Preference Shares:-

The company has one class of preference shares having face value of ` 100/- each. The preference shares rank ahead of equity shares in the event of liquidation.

Note 9.2:- Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting year

( ` in Lakhs)

|||||(in Lakhs)**|**( in Lakhs)|
|---|---|---|---|---|---|
||Particulars|As at March 31, 2020||As at March 31, 2019||
|||No. of shares|Amount|No. of shares|Amount|
||Shares at the beginning of the year
Movement during the year
Shares issued during the year
Conversion of Compulsorily Convertible Debentures
Issue of Bonus Shares [Refer Note 9.4]
Shares extinguished on buy back|75,19,974
-
1,86,112
1,86,112
-|752.00
-
18.61
18.61
-|75,19,974
-
-
-|752.00
-
-
-|
||Outstanding at the end of the year|78,92,198|789.22|75,19,974|752.00|

60[th] Annual Report 2019-2020

Note 9.3:- Shares held by Holding Company, its Subsidiaries and Associates

( ` in Lakhs)

N	ote 9.3:- Shares held by Holding Company, its Subsidiaries and Associates		(` in Lakhs)
	Particulars	As at March 31, 2020	As at March 31, 2019
	By Associates company 38,41,764 equity shares of`10/- each (March 31, 2019: 38,41,764 equity shares<br>of`10/- each) are held by Marathon Realty Private Limited [Refer Note 9.4]	384.18	384.18

Note 9.4:- Details of Shareholders holding more than 5% share in the company:-

Particulars	As at March 31, 2020	As at March 31, 2020	As at March 31, 2019	As at March 31, 2019
	% holding	No. of Shares	% holding	No. of Shares
Marathon Realty Private Limited [Refer Note 9.4] Fibre Box India Private Limited [Refer Note 9.4]	48.68% 9.42%	38,41,764 7,43,198	51.09% 4.93%	38,41,764 3,70,974

Note 9.5:- Equity shares movement during the 5 years preceding March 31, 2020.

((a) Issued of shares without payment being received in cash:-

During the year the CCD holder has optedto convert the CCD’s in to 186112 equity shares of 10/- each at a premium of 57.40/-.

(b) Equity shares issued as bonus:-

As per Regulation 294 of SEBI (ICDR) Regulation’ 2018, the Company has allotted 186112 equity shares as bonus shares to the CCD holder upon conversion of CCD’s.

(c) The holding company has not undertaken any buy-back of shares.

Note 10 - Shares Pending Issuance

( ` in Lakhs)

Particulars	As at March 31, 2020	As at March 31, 2019
Pending Issuance 1,86,112 Equity Share of`10/- each	-	125.44
Total	-	125.44

Note 11 - Other Equity

( ` in Lakhs)

Note 11 - Other Equity		(` in Lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
(a) Securities Premium Account Opening balance Add : Additions on account of conversion of NCD Less:- Capitalisation for issue of Bonus Shares Closing Balance	243.97 106.83 (18.61)	243.97 - -
	332.19	243.97

CITADEL REALTY AND DEVELOPERS LIMITED

Particulars	Particulars	As at March 31, 2020	As at March 31, 2019
(b) (i)	Surplus in Statement of Profit and Loss Opening balance Add : Profit for the year Less: Allocations/Appr opriations Dividend paid (Including Dividend Distribution tax) Closing Balance	(207.24) 55.22 (46.64)	(208.02) 46.02 (45.24)
		(198.66)	(207.24)
Total		133.53	36.73

Note 11.1:- Nature and purpose of reserves:-

Note 12 - Other Financial Liabilities : Non Current

( ` in Lakhs)

Particulars	As at March 31, 2020	As at March 31, 2019
(a) Deposits ( as per term of Joint venture agreement) [Refer Note 30]	10.00	10.00
Total	10.00	10.00

Note 13 - Borrowings : Current

( ` in Lakhs)

ote 13 - Borrowings : Current		(` in Lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
Unsecured Borrowings Loan Repayable on demand (a) Loan from Related party (Refer Note 30)	1,490.31	1,330.23
Total	1,490.31	1,330.23

Note 14 - Other Financial Liabilities : Current

( ` in Lakhs)

Note 14 - Other Financial Liabilities : Current		(` in Lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
(a) Unclaimed dividends	5.43	3.53
Total	5.43	3.53

60[th] Annual Report 2019-2020

Note 15 - Other Current Liabilities

( ` in Lakhs)

Note 15 - Other Current Liabilities		(` in Lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
(a) Expenses Payable (b) Statutory dues (Withhold Tax, GST) (c) Interest accrued but not due	3.32 13.18 -	0.85 9.04 75.39
Total	16.50	85.28

Note 16 - Current Tax Liabilities (Net)

( ` in Lakhs)

Particulars	As at March 31, 2020	As at March 31, 2019
(a) Income Tax Payable (Net off Advance Tax & TDS credit)	5.00	4.58
Total	5.00	4.58

Note 17 - Revenue from Operations

( ` in Lakhs)

Note 17 - Revenue from Operations		(` in Lakhs)
Particulars	For the year ended March 31, 2020	For the year ended March 31, 2019
(a) Sale of Properties/Flats (Residential and Commercial) (b) Other Development charges (c) Interest on advance to execute the Project	- - 204.97	10.28 19.50 193.77
Total	204.97	223.55

Note 18 - Change in Inventory

( ` in Lakhs)

Note 18 - Change in Inventory		(` in Lakhs)
Particulars	For the year ended March 31, 2020	For the year ended March 31, 2019
(a) Opening Inventory Work in Progress Stock in Trade (Land & Plots) Total opening Inventory (b) Closing Inventory Work in Progress Stock in Trade (Land & Plots) Total Closing Inventory	234.06 36.21	238.24 36.21
	270.27	274.45
	234.06 36.21	234.06 36.21
	270.27	270.27
Total (Change in Inventory = a-b)	-	4.18

Note 19 - Finance Cost

( ` in Lakhs)

Particulars	For the year ended March 31, 2020	For the year ended March 31, 2019
(a) Interest expense on borrowings (b) Interest on delayed payment of statutory dues	136.17 0.62	148.92 -
Total	136.79	148.92

CITADEL REALTY AND DEVELOPERS LIMITED

Note 20 - Other Expenses

( ` in Lakhs)

Note 20 - Other Expenses		(` in Lakhs)
Particulars	For the year ended March 31, 2020	For the year ended March 31, 2019
(a) Rent (office) (b) Insurance (c) Rates and Taxes (d) Printing & Stationery (incl. Postage charges) (e) Interest on delayed payment of statutory dues (f) Travelling and Conveyance (g) Legal and professional fees (h) Payment to Auditors (i) Listing fees (j) Director Sitting fees (k) Share issue expenses (l) Miscellaneous Expenses	2.73 0.50 1.92 3.59 - 0.19 5.05 0.73 3.67 7.80 6.69 3.29	2.12 1.03 1.73 4.72 0.25 0.09 4.32 0.96 2.95 9.00 5.85 1.90
Total	36.16	34.92

Note 20.1:- Payment to Auditors (net off service tax & GST) towards

( ` in Lakhs)

Note 20.1:- Payment to Auditors (net off service tax & GST) towards		(` in Lakhs)
Particulars	For the year ended March 31, 2020	For the year ended March 31, 2019
Statutory Audit Fees including fees for quarterly limited reviews Tax Audit Fees Other Services	0.58 0.15 -	0.81 0.15 -
Total	0.73	0.96

Note 21 - Tax Expenses

Tax expense/(credit) recognized in the Statement of Profit and Loss

( ` in Lakhs)

Note 21 - Tax Expenses Tax expense/(credit) recognized in the Statement of Profit and Loss		(` in Lakhs)
Particulars	For the year ended March 31, 2020	For the year ended March 31, 2019
(a) Current tax Current Tax on taxable income for the year Total current tax expense (b) Deferred tax Deferred tax charge/(credit) MAT Credit (taken)/utilised Total deferred income tax expense/(credit) (c) Adjustment of Tax related to earlier period	5.00	6.84
	5.00	6.84
	2.35 -	2.39 -
	2.35	2.39
	(4.75)	-
Total tax expense (a+b+c)	2.60	9.23

A) Reconciliation of the income tax expenses to the amount computed by applying the statutory income tax rate to the profit before income taxes is summarized below:

is summarized below:
Particulars	Year Ended March 31, 2020	Year Ended March 31, 2019
Enacted income tax rate in India applicable to the Company Profit before tax Current tax expenses on Profit before tax expenses at the enacted income tax rate in India Tax effect on Carryforward Loss and Unabsorbed depreciation Exempt Income - Share in Profit from Partnership firm Mat credit utilised/ availed Total income tax expense/(credit)	26.00% 32.02 8.33 3.38 (6.71) - 5.00	26.00% 35.53 9.24 2.73 (5.13) - 6.84

60[th] Annual Report 2019-2020

Note 22 - Earning Per Equity Share

|||(in Lakhs except no. of Shares)**|**( in Lakhs except no. of Shares)|
|---|---|---|---|
||Particulars|For the year ended
March 31, 2020|For the year ended
March 31, 2019|
||Earn
ings Per Share has been computed as under:
Profit for the year
Weighted average number of equity shares outstanding
Earnings Per Share () - Basic (Face value of 10 per share)
Add: Weighted average number of potential equity shares on account
conversion of Compulsorily Convertible Debenture
Weighted average number of Equity shares (including dilutive shares)
outstanding|55.22
78,92,198|46.2
75,19,974|
|||0.70|0.61|
|||78,92,198
-
78,92,198|75,19,974
1,86,112
77,06,086|
||Earnings Per Share () - Diluted (Face value of 10 per share)|0.70|0.60|

Note 23 :- Disputed Tax Liabilities

AY 2005-06 and 2006-07

The holding company was in appeal before Income Tax Appellate Tribunal (ITAT) regarding the re-opening of the Assessments u/s 148 of Income Tax Act, 1961 for the assessment years. The ITAT has in its order quashed the reopening. The Income Tax Department is yet to give effect to the order of the ITAT. For AY 2006-07 the Income Tax Department has filed an appeal against the order of the ITAT before the Hon. Bombay High Court.

Note No. 24:- Lease

The holding company has been operating from the premises owned by associate Company Marathon Realty Private Limited. During the year, holding company had entered into formal agreement for payment of rent on the premises occupied by it. The rental payable per month has been ‘. 0.90/- lakhs per annum. The lease does not have any non-cancellable portion. Tenure of the lease agreement is valid till 31st March 2020

The group ha elected to use recognition exemption for the lease contract , that at the commencement date , have lease term of l2 months or less and do not contained purchase option (Short term Lease) and lease contract for underlying assets is of low value (Low-value) assets.

Hence, adoption of Ind As does not have any impact on the profitability of the group.

Note No. 25:- Segment Reporting

The group is engaged in Real Estate. The operations of the company do not qualify for reporting as separate business segments as per the criteria set out under Indian Accounting Standard 108 (IND AS-108) on “Operating Segments”. The Company is operating in India hence there is no reportable geographic segment. Accordingly no disclosure is required under IND AS - 108.

Note 26:- Disclosure as per Ind AS 115:-

(a) The groupis primarily engaged in the business of construction, development and sale of residential real estate projects. The core business activities are carried out under various business models likes own development, through joint ventures and joint development and other suitable arrangements with third parties.
(b) The group has adopted Ind AS 115 ‘Revenue from Contracts with Customers’ effective 1 April 2018. The Company has elected the option of the modified retrospective approach and there is no material impact on the measurement of revenue and retained earnings as of 1 April 2018. The presentation of certain contract related balances have been changed for the current year only and the previous year balances continues to be disclosed as done in the previous year, in compliance with the requirements of Ind AS 115.

As on 31 March 2020, revenue recognised in the current year from performance obligations satisfied/ partially satisfied in the previous year is INR NIL

Note 27:- Corporate Social Responsibility (CSR) expenditure

As per section 135 of the Companies Act, 2013, company need to spent 2% of its average net profit for the immediately preceding three financial years on Corporate Social Responsibility (CSR) on fulfiling the criteria given under section 135 (1) of the Companies Act,2013. CSR is not applicable to the holding company as company does not fulfil the criteria given.

CITADEL REALTY AND DEVELOPERS LIMITED

Financial instrument Disclosure:-

Noate 28:- Capital Risk Management

The group’s capital management objectives are:

to ensure the group’s ability to continue as a going concern.
to maximize the return to stakeholders through the optimization of the debt and equity balance

The group monitors capital on the basis of the carrying amount of equity as presented on the face of the statement of financial position. The company sets the amount of capital in proportion to its overall financing structure, i.e. equity and financial liabilities. The group manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets.

a) Gearing Ratio:

The Gearing ratio at the end of the reporting period are as follows:

( ` in Lakhs)

The Gearing ratio at the end of the reporting period are as follows:		(` in Lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
Debt (A) Cash and bank balances (B) Net Debt C=(A-B)* Total Equity (D) Net debt to equity ratio (C/D)	1,490.31 3.15 1,487.16 922.75 1.61	1,330.23 0.87 1,329.36 914.17 1.45

*Debt is defined as long-term and short-term borrowings including interest accrued on borrowings

b) Dividend Paid

( ` in Lakhs)

b	) Dividend Paid		(` in Lakhs)
	Particulars	As at March 31, 2020	As at March 31, 2019
	Equity shares Final dividend for the year ended 31 March 2020 is NIL (31 March 2019 –`0.50/-) per fully paid share of`10/- has been distributed based on approval by the shareholders at the AGM held on 27th September, 2019 Dividends not recognised at the end of the reporting period In addition to the above dividends, since year end the directors have recommended the payment of a final dividend of`0.50/- per fully paid<br>equity share (31 March 2019 –`0.50/-). This proposed dividend is subject to the approval of shareholders in the ensuing annual general meeting.	- -	37.60 37.60

Financial risk management

a) The carrying value of financial instruments by categories as of March 31, 2020 is as follows:

( ` in Lakhs)

) The carrying value of financial instrument	s by categories as of	March 31, 2020 is a	s follows:	(` in Lakhs)
Particulars	Fair value through P&L	Fair value through OCI	Amortised cost	Total carrying value
Assets: Cash and cash equivalents Other balances with banks Investments (Other than investment in equity instruments of Subsidiaries) Loans	- - - -	- - - -	3.15 5.43 83.11 1,873.64	3.15 5.43 83.11 1,873.64
Total	-	-	1,965.33	1,965.33
Liabilities: Trade and other payables Borrowings Other financial liabilities	- - -	- - -	- 1,490.31 15.43	- 1,490.31 15.43
Total	-	-	1,505.74	1,505.74

60[th] Annual Report 2019-2020

b) The carrying value of financial instruments by categories as of March 31, 2019 is as follows:

Particulars	Fair value through P&L	Fair value through OCI	Amortised cost	Total carrying value
Assets: Cash and cash equivalents Other balances with banks Investments (Other than investment in equity instruments of Subsidiaries) Loans	- - - -	- - - -	0.87 3.53 57.31 1,801.66	0.87 3.53 57.31 1,801.66
Total	-	-	1,863.37	1,863.37
Liabilities: Trade and other payables Borrowings Other financial liabilities	- - -	- - -	- 1,330.23 13.53	- 1,330.23 13.53
Total	-	-	1,343.76	1,343.76

I) Market Risk

Future specific market movements cannot be normally predicted with reasonable accuracy.

Currency risk : The group does not have material foreign currency transactions. The company is not exposed to risk of change in foreign currency.

Interest rate risk:

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group’s fixed rate borrowings are not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.

Profit or loss is sensitive to higher/lower interest expense from variable rate borrowings as a result of changes ininterest rates. The group has borrowed the fund at fixed rate of interest and thus there is no risk of interest rates fluctuating.

Other price risk:

The group is not exposed to equity price risks arising from equity investments. Equity investments are held for strategic rather than trading purposes. The Company does not actively trade these investments.

II) Credit risk

Financial instruments that are subject to concentrations of credit risk principally consist of trade receivables, unbilled revenue, investments, derivative financial instruments, cash and cash equivalents, bank deposits and other financial assets. None of the financial instruments of the group result in material concentration of credit risk.

Credit Risk management :-

The group assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of financial assets.

A: Low credit risk
B: Moderate credit risk
C: High credit risk

CITADEL REALTY AND DEVELOPERS LIMITED

Asset group	Basis of categorisation	Provision for expenses credit loss
A: Low credit risk	Investments, Other bank balances, trade receivables, cash and cash equivalents, loans and other financial assets	12 month expected credit loss/Life time expected credit loss
C: High credit risk	Trade receivables and loans & Advances	12 month expected credit loss/Life time expected credit loss/fully provided for

Based on business environment in which the group operates, a default on a financial asset is considered when the counter party fails to make payments within the agreed time period as per contract. Loss rates reflecting defaults are based on actual credit loss experience and considering differences between current and historical economic conditions. Assets are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or a litigation decided against the group. The group continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognised in statement of profit and loss.

III) Liquidity risk

Liquidity risk refers to the risk that the group cannot meet its financial obligations. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements. The group manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.

(a) Exposure to liquidity risk

The table below provides details regarding the contractual maturities of financial liabilities, including estimated interest payments as at 31 March 2020 :

( ` in Lakhs)

				(` in Lakhs)
Financial liabilities	Carrying amount	Due in one Year	Due after one Year	Total contractual cash flows
(a) Borrowings and interest thereon (incl. current maturity of long term debt) - 31 March 2020 - 31 March 2019 (b) Other financial liabilities - 31 March 2020 - 31 March 2019 Total - 31 March 2020 - 31 March 2019	1,490.31 1,330.23 15.43 13.53 1,505.74 1,343.76	1,490.31 1,330.23 15.43 13.53 1,505.74 1,343.76	- - - - - -	1,490.31 1,330.23 15.43 13.53 1,505.74 1,343.76

Note 29:- Joint venture

a) The holding company was hitherto jointly developing an area admeasuring 2159 sq. mtrs of slum property with Mr. Vaibhav Kokate. Company has entered into a partnership with Mr. Vaibhav Kokate in a firm named Shree Swami Samarth Builders and Developers (SSSBD) wherein the company has contributed to 50% of the capital to the partnership.
b) By virtue of a registered deed the company has transferred development rights pertaining to 2159 sq. mtrs owned by it to the partnership firm SSSBD. Mr. Vaibhav Kokate has also transferred land belonging to him into the partnership. In lieu of the company transferring the development rights it would be entitled to a percentage of the saleable area post the merger of the two land parcels which would be delivered to the company post obtaining the Occupation Certificate by SSSBD.
c) Further the company is entitled to 37.50% share in the profits of the firm SSSBD less what it would have received during the pendency of the project.

Note 30:- Related Part Transaction

List of Related Parties and Transactions during the year as per Ind AS-24 “Related Party Disclosures”

a) Associates

Marathon Realty Private Ltd (w.e.f. September 27, 2019)
Shree Swami Samarth Builders & Developers (Partnership Firm)
Fibre Box Bombay Private Ltd

60[th] Annual Report 2019-2020

b) Key Managerial Personnel

Mr. Veeraraghavan Ranganathan - Chairman
Mr. S. Ramamurthi – Director & C.E.O
Mr. Chetan R. Shah – Director
Ms. Sonal M. Shah - Director
Mr. Nilesh Dand – Director & CFO w.e.f. May 08, 2018
Mr. Devendra Shrimankar – Director
c) Relatives of Key Management Personnel having transactions during the year
Ms. Ansuya R. Shah (Mother of Director)
Mr. Ramniklal Z. Shah (Father of Director)
Ms. Shailaja C. Shah (Wife of Chetan R Shah - Director)
Mr. Mayur R. Shah – (Brother of Chetan R. Shah - Director and husband of Ms Sonal Shah - Director)

Note 30B:- Transactions with Related Parties (RP):

( ` in Lakhs)

oe :- ransacons w	eae ar es ():			(` in Lakhs)
Type of Transaction	Relationship	Particular	For the Year ended March 31, 2020	For the Year ended March 31, 2019
Dividend paid on Equity Shares	Relatives of KMP Director Associates Significant influence of KMP	Shailalaja C Shah Sonal M Shah Marathon Realty Private Ltd Fibre Box India Private Ltd	1.35 1.35 19.21 2.79	1.35 1.35 19.21 1.85
Interest Income from Partnership Firm / LLP's	Associates	Shree Swami Samarth Builders and Developers	204.97	193.77
Interest Expenses on Inter Corporate Deposits	Associates company Associates	Marathon Realty Private Ltd Shree Swami Samarth Builders and Developers	136.17 -	82.34 66.58
Rent Expenses for corporate office	Associates	Marathon Realty Private Ltd	2.74	2.12
Director Sitting Fees	Director Director Director Director Director Director	V. Ranganathan S. Ramamurthi Devendra Shrimankar Chetan Shah Nilesh Dand Sonal Shah	1.90 1.90 1.70 0.80 0.70 0.80	2.30 2.20 2.00 1.00 1.10 0.40
Loans received back	Associates	Shree Swami Samarth Builders and Developers	133.00	21.94
Inter Corporate Deposits taken	Associates	Marathon Realty Private Ltd	382.95	705.00
Loan Repaid	Associates	Shree Swami Samarth Builders and Developers Marathon RealtyPrivate Ltd	250.00 162.69	564.44 -
Share of Profit from Partnership Firm	Associates	Shree Swami Samarth Builders and Developers	23.92	23.19
Closing Balance Loan Given	Associates	Shree Swami Samarth Builders and Developers	1,873.64	1,801.66
Inter Corporate Deposit taken	Associates Associates	Marathon Realty Private Ltd Shree Swami Samarth Builders and Developers	1,246.75 -	836.67 250.00

CITADEL REALTY AND DEVELOPERS LIMITED

	Significant influence of KMP	Fibre Box India Private Ltd	243.56	243.56
Investment in PartnershipFirm	Associates	Shree Swami Samarth Builders and Developers	57.31	33.39
Deposits for Project	Associates	Shree Swami Samarth Builders and Developers	10.00	10.00

Marathon Realty Private Limited ceased to be holding Company w.e.f 28.09.2019 and become associate company

Note 31 : Particulars of Consolidation

i. Entity considered for Consolidation

Sr. No.	Name of the Entity	% of ownership as on	% of ownership as on	Nature of Interest	Principal Activities
		March 31, 2020	March 31, 2019
1	Shree Swami Samarth Builders & Developers	37.50%	37.50%	Associates	Real Estate

ii. Disclosure as required under Ind AS 112

Reconciliation of carrying amount of investment in associates :-

Particulars	As at March 31, 2020	As at March 31, 2019
Cost of investment mesured using Equity method Share ofgroupin theprofit of the firm	57.31 25.80	37.59 19.72
Value of Investment in Balance sheet as per note no. 2	83.11	57.31

Note 32:Additional Information, as required under Schedule III to the Companies Act, 2013, of Consolidated Entities

(a) Statement of Net Assets and Profit/Loss and Other Comprehensive Income considered in Consolidated Financial Statements

Name of the entity in the Group	Net Asset i.e.total assets minus total liablities	Net Asset i.e.total assets minus total liablities	Share in profit or loss	Share in profit or loss	Share in other comprehensive income	Share in other comprehensive income	Share in total comprehensive income	Share in total comprehensive income
	As % of consoli- dated net assets	As at 31st March 2020	As % of consoli- dated profit or loss	Year ended 31st March 2020	As % of consoli- dated OCI	Year ended 31st March 2020	As % of total comp- rehensive income	Year ended 31st March 2020
Parent Citadel Realty and Developers Ltd Associates (as per Equity Method) Shree Swami Samarth Builders and Developers	98.95% 1.05%	2,423.91 25.80	53.27% 46.73%	29.42 25.80	- -	- -	53.27% 46.73%	29.42 25.80
	100.00%	2,449.71	100.00%	55.22	-	-	100.00%	55.22

Note 32:- Other Significant Notes:-

i Pending litigations:- The Group’s pending litigations comprise of claims by or against the group primarily by the suppliers and proceedings pending with tax and other government authorities. The group has reviewed its pending litigations and proceedings and has adequately provided for where Provisions are required and disclosed the contingent liabilities where applicable, in its financial statements. The group does not expect the outcome of these proceedings to have a materially adverse effect on its financial results. In respect of litigations, where the management assessment of a financial outflow is probable, the group has made adequate provision in the financial statements and appropriate disclosure for contingent liabilities is given in Note 23.
ii Foreseeable Losses:- The group has a process whereby periodically all long term contracts are assessed for material foreseeable losses. At the year end, the group has reviewed and ensured that adequate provision as required under any law/accounting standards for material foreseeable losses on such long term contracts has been made in the books of account. There are no derivatives.

60[th] Annual Report 2019-2020

iii Previous Year's figure have been regrouped/rearranged, wherever necessary.
iv In the opinion of the Management of the group, all current assets appearing in the Balance Sheet as at March 31, 2020 have a value on realisation in the ordinary course of the Company’s business at least equal to the amount at which they are stated in the Balance Sheet.
v Balance of trade receivables, other receivable, trade payables and loans and advances are subject to confirmation from respective parties and reconciliation, if any.
vi The share of profit / (loss) in the Firm is accounted in the books of the Company as and when the same is credited / debited to the Partners’ Capital Account.

Note 33:- Coronavirus (COVID-19) Impact on Financial Reporting – Accounting Year Ending March 31, 2020

Pursuant to outbreak of Coronavirus Disease (Covid 19) worldwide and its declaration as global pandemic, the Government of India declared lockdown on March 24, 2020 which led the temporary suspension of operations of the Group and has impacted the overall business activities of the Group. The Group has made an initial assessment of likely adverse impact ,if any, on economic environment in general and financial risk on account of COVID - 19 to the Company in particular. The Group is in business of Real Estate development on its own and through joint ventures. Based on the analysis, the Group believes that the niche segment where it has considerable presence is sustainable both on its own and through its joint venture and accordingly, the Group has not made any provision for unforeseen losses on its receivables , current and non current assets. The situation is changing rapidly giving rise to inherent uncertainty around the extent and timing of the potential future spread of the COVID-19 and its impact on the Company’s business operations. The Group will continue to closely monitor any material changes to future economic conditions viz a viz its business operations.

In terms of our report attached For Bipin Shah & Co. Chartered Accountants (Firm’s Registration No. 101511W)

For and on behalf of the Board of Directors

(Firm’s Registration No. 101511W) V.Ranganathan S.Ramamurthi Chairman Director & CEO (DIN:- 0269682) (DIN:- 00135602) Bipin Shah Nilesh Dand Anuja Dube Proprietor Director & CFO Company Secretary Membership No. 013191 (DIN:- 00199785) (ACS44198) UDIN:- 20013191AAAAAD3227 Place :- Mumbai Place :- Mumbai Date :- May 29, 2020 Date :- May 29, 2020

Citadel Realty and Developers Limited 802, Marathon Max, Jn. of Mulund-Goregaon Link Road, Mulund (W), Mumbai - 400 080.

AI assistant

Citadel Realty And Developers Limited — Annual Report 2020

64133_rns_2020-09-06_6387ed98-a5d7-4128-a77b-15785139cbab.pdf

CITADEL REALTY AND DEVELOPERS LTD

September 05, 2020

Subject: 60th Annual Report – Reg. 34 of SEBI (LODR) Regulations, 2015.

For Citadel Realty & Developers Ltd.

Encl.as above

2019-2020

Results

Standalone Results

Consolidated Results

DIRECTORS

COMPANY SECRETARY

STATUTORY AUDITORS

SECRETARIAL AUDITORS

REGISTERED OFFICE :

CORPORATE OFFICE :

NOTICE OF THE SIXTIETH ANNUAL GENERAL MEETING

ORDINARY BUSINESS :

Additional information on Director recommended for reappointment as required under Regulation 36 (3) of the SEBI (LODR) Regulations, 2015 and applicable Secretarial Standards:

CITADEL REALTY AND DEVELOPERS LIMITED

NOTES :

THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING ARE AS UNDER:-

How do I vote electronically using NSDL e-Voting system?

Step 1 : Log-in to NSDL e-Voting system at https://www.evoting.nsdl.com/

Step 2 : Cast your vote electronically on NSDL e-Voting system.

Details on Step 1 is mentioned below:

How to Log-in to NSDL e-Voting website?

Details on Step 2 is given below:

General Guidelines for shareholders

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice :

Other Instructions :

INSTRUCTIONS FOR MEMBERS ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER:

DIRECTOR’S REPORT

To

The Members

1. Financial Highlights :

2. DIVIDEND:

3. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

4. RESERVES:

5. FUTURE PROSPECTS:

60[th] Annual Report 2019-2020

6. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY :

7. DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENT :

8. PUBLIC DEPOSITS:

9. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

10. RE-APPOINTMENT STATUTORY AUDITOR:

11. EXTRACT OF ANNUAL RETURN:

12. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES (CSR) :

13. CORPORATE GOVERNANCE :

Certificate on Corporate Governance

14. BOARD OF DIRECTORS:

a. Composition of the Board:

b. Changes in Directors and Key Managerial Personnel:

Reappointments

CITADEL REALTY AND DEVELOPERS LIMITED

c. Number of Board Meetings held during the year:

15. COMMITTEES OF BOARD :

16. PARTICULAR OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTY :

17. SECRETARIAL AUDIT REPOT:

18. VIGIL MECHANISM :

19. DISCLOSURE UNDER THE SEXUAL HARASSEMENT OF WOMEN AT WORK PLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

20. DECLARATION FROM INDEPENDENT DIRECTORS:

21. DIRECTOR’S RESPONSIBILITY STATEMENT:

The Directors confirm that:

22. DISCLOSURE UNDER 134(3)(m) OF THE COMPANIES ACT, 2013:

23. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE

24. SECRETARIAL STANDARADS:

25. LISTING FEE:

26. DEMATERIALISATION OF SHARES :

27. PARTICULARS OF EMPLOYEE:

Annexure 1

Form No. MGT - 9

I. REGISTRATION AND OTHER DETAILS:

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

IV. SHAREHOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)

i. Category-wise Share Holding.

CITADEL REALTY AND DEVELOPERS LIMITED

Citadel Realty And Developers Limited Annual Report 2020