Mac Charles (India) Ltd. — Annual Report 2021

Jun 29, 2021

MAC CHARLES (INDIA) LIMITED 41st ANNUAL REPORT

2020-2021

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

BOARD OF DIRECTORS

I N D E X

Mr. P. B. Appiah Independent Director Mr. Suresh Vaswani Independent Director Ms. Tanya John Independent Director Mr. P.R.Ramakrishnan Director

Mr. P. B. Appiah Independent Director	Mr. P. B. Appiah Independent Director
Mr. Suresh Vaswani Independent Director		Notice of Annual General Meeting		2
Ms. Tanya John Independent Director Mr. P.R.Ramakrishnan Director		Directors’ Report		16
Mr. Aditya Virwani	Director	Corporate Governance Report		42
Mr. Sartaj Sewa Singh Whole-time Director		Management Discussion & Analysis Report		68
COMPANY SECRETARY		Auditors’ Report		73
Ms. Chandana Naidu		Balance Sheet		83
CHIEF FINANCIAL OFFICER		Profit & Loss Account		84
Mr. Pranesha K Rao		Cash Flow Statement		85
		Notes to Financial Statements
REGISTERED OFFICE		for the year ended March 31, 2021		87
#72/4, 1stFloor, Cunningham Road, Bengaluru -	560 052	Audit Report &
Tel : 080-49030000/Extn:3490		Consolidated Financial Statements		116
Fax : -
CIN : L55101KA1979PLC003620		Form for Registering E-Mail ID		162
website : www.maccharlesindia.com
e-mail :investor.relations@maccharlesindia.com

PRINCIPAL BANKERS

HDFC Bank Ltd.

REGISTRARS & SHARE TRANSFER AGENTS BgSE Financials Limited Registrar & Transfer Agent (RTA Division) No.51, 1[st] Cross, JC Road Bengaluru – 560027 Tel: 080-4132 9661, 4140 5259 Fax: 080 – 4157 5232 Email: cs_rta@bfsl.co.in

	GRIEVANCE REDRESSAL DIVISION:	AUDITORS
	Ms. Chandana Naidu Company Secretary and Compliance Officer	Walker Chandiok & Co. LLP
	Tel : 080-4903 0000/Extn: 3490	Chartered Accountants
	Email:investor.relations@maccharlesindia.com	5th Floor, No.65/2, Block
		“A”, Bagmane Tridib, Bagmane C V Raman Nagar,
		Bengaluru 560093
		T+ 91 80 4243 0700 F +91 80 4126 1228

41[st] Annual General Meeting of MAC CHARLES (INDIA) LTD. will be held on Thursday, the 22[nd] July, 2021 at 3:30 P.M. via Video Conferencing (“VC”) or Other Audio Visual Means(“OAVM”)

Note:

In accordance with, the General Circular No. 20/2020 dated May 5, 2020 issued by MCA and Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 issued by SEBI, the financial statements including Report of Board of Directors, Auditor’s report or other documents required to be attached therewith and the Notice of AGM are being sent in electronic mode to Members whose e-mail address is registered with the Company or the Depositories/Depository Participant(s).

1

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

NOTICE OF FORTY-FIRST (41[st] ) ANNUAL GENERAL MEETING

NOTICE is hereby given that the Forty - First (41[st] ) Annual General Meeting of the members of M/s. Mac Charles (India) Limited will be on Thursday July 22, ,2021 AT 3:30 P.M. through Video Conferencing (“VC”) or Other Audio Visual Means(“OAVM”) organised by the Company to transact following businesses:

SL. PARTICULAR(S) NO(S) A. ORDINARY BUSINESSES: Item no. 1 To consider and adopt (a) the audited financial statements of the Company for the financial year ended March 31, 2021 and the reports of the Board of Directors and Auditors thereon; and (b) the audited consolidated financial statements of the Company for the financial year ended March 31, 2021 and the report of Auditors thereon Item No.2 To appoint Mr. Aditya Virwani (DIN 06480521), who retires by rotation and being eligible, offers himself for reappointment as a Director. B. SPECIAL BUSINESS Item No.3 To consider and approve sale of 121000 sq.ft. in Embassy Tech Square, Delta block, Bangalore.

• a. “ RESOLVED THAT the audited standalone financial statements of the Company for the financial year ended March 31, 2021 and the reports of the Board of Directors and Auditors thereon laid before this meeting, be and are hereby considered and adopted.”

• b. “ RESOLVED THAT the audited consolidated financial statements of the Company for the financial year ended March 31, 2021 and the report of Auditors thereon laid before this meeting, be and are hereby considered and adopted.”

2. To appoint Mr. Aditya Virwani (DIN 06480521), who retires by rotation and being eligible, offers himself for re-appointment as a Director:

To consider and if thought fit, to pass the following resolution as an Ordinary resolution:

“ RESOLVED THAT pursuant to the provisions of Section 152 read with Schedule IV and other applicable provisions, if any, of the Companies Act, 2013, Mr. Aditya Virwani (DIN 06480521), who retires by rotation at this AGM and being eligible has offered himself for re-appointment, be and is hereby re-appointed as a Director of the Company, who shall be liable to retire by rotation.”

B. SPECIAL BUSINESS:

A. ORDINARY BUSINESS:

1. To consider and adopt (a) the audited financial statements of the Company for the financial year ended March 31, 2021 and the reports of the Board of Directors and Auditors thereon; and (b) the audited consolidated financial statements of the Company for the financial year ended March 31, 2021 and the report of Auditors thereon.

To consider and if thought fit, to pass the following resolution as an Ordinary resolution:

3. To consider and approve sale of 121000 sq. ft. in Embassy Tech Square, Delta block, Bangalore:

To consider and if thought fit, to pass the following resolution as a Special resolution with or without modification(s):

“ RESOLVED THAT pursuant to the provisions of Section 180(1)(a) and other applicable provisions, if any, of the Companies Act, 2013, (including any statutory modification or re-enactment thereof for the time.”

2

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

being in force), the provisions of the Memorandum and Articles of Association of the Company, the provisions of the listing agreement entered into by the Company with the Stock Exchanges where the shares of the Company are listed, and such other approvals, consents and permissions being obtained from the appropriate authorities to the extent applicable and necessary, the consent of the Members be and is hereby accorded to the Board of Directors of the Company (hereinafter referred as the “Board” which term shall be deemed to include any Committee which the Board may have constituted or hereinafter constitute from time to time to exercise its powers including the power conferred by this resolution), to sell / transfer / dispose of 121000 sq. ft. consisting of 6[th] , 7[th] and 8[th] Floor of Embassy Tech Square, Delta Block, located in Kaverappa Layout, Kadubeesanahalli, Bangalore - 560103, Karnataka ("Undertaking"), as a going concern as is where is” basis or in any other manner as the Board may deem fit in the interest of the Company to any buyer identified by board for a consideration not less than Rs. 127 Crores (Fair Market Value) on such terms and conditions as may be deemed fit by the Board.

“RESOLVED FURTHER THAT the Board be and is hereby authorised and empowered to finalise and execute necessary documents including but not limited to definitive Agreements, deeds of assignment / conveyance and other ancillary documents, with effect from such date and in such manner as is decided by the Board to do all such other acts, deeds, matters and things as they may deem necessary and/or expedient to give effect to the above Resolution including without limitation, to settle any questions, difficulties or doubts that may arise in regard to sale and transfer of the Undertaking as they may in their absolute discretion deem fit.

“RESOLVED FURTHER THAT the Board be and is hereby authorized to delegate all or any of the powers herein conferred, to any Committee of Directors or any one or more Directors of the Company with power to delegate to any Officers of the Company, with authorities as required, affixing the Common Seal of the Company on agreements/documents, arranging

delivery and execution of contracts, deeds, agreements and instruments.

By Order of the Board of Directors For MAC CHARLES (INDIA) LIMITED

Sd/-

Chandana Naidu Company Secretary Membership No. A25570

Place: Bengaluru Date: June 03, 2021

Registered office & Website site and Email ID #72/4, 1[st] Floor, Cunningham Road, Bangalore - 560052

www.maccharlesindia.com

investor.relations@maccharles.com

NOTES:

1. In view of the COVID-19 pandemic, the Ministry of Corporate Affairs (‘MCA’) issued General Circular Nos.14/2020, 17/2020 and 20/2020 dated 8th April 2020, 13th April 2020, 5th May 2020, No 33/2020 dated September 28, 2020 and No 39/2020 dated December 31, 2020 respectively and by General Circular No. 02/2021 dated 13th January 2021, allowed companies whose AGMs were due to be held in the year 2020 or become due in the year 2021, to conduct their AGMs on or before 31.12.2021, in accordance with the requirements provided in paragraphs 3 and 4 of the General Circular No. 20/2020 (“MCA Circulars”). The Securities and Exchange Board of India (‘SEBI’) also issued Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated 12th May 2020 the validity of which has been extended till December 31, 2021 by SEBI, vide its Circular No. SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 (“SEBI Circulars”). In compliance with these Circulars, provisions of the Act and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”),, the 41[st ] AGM of the Company is being held through VC / OAVM facility, which

3

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

does not require physical presence of members at a common venue. The deemed venue for the 41[st] AGM shall be the Registered Office of the Company .Central Depository Services (India) Limited (‘CDSL’) has provided the facility for voting through remote e-voting, for participation in the AGM through VC / OAVM facility and e-voting during the AGM. The procedure for participating in the meeting through VC / OAVM is explained at Note No. (7) to (12) below and is also available on the website of the Company www.maccharlesindia.com

1. As the AGM shall be conducted through VC / OAVM, the facility for appointment of Proxy by the Members is not available for this AGM pursuant to the MCA Circular No 14/2020 dated April 8, 2020 and hence the Proxy Form and Attendance Slip including Route Map are not annexed to this Notice.

2. Institutional / Corporate Shareholders (i.e. other than individuals / HUF, NRI, etc.) are required to send a scanned copy (PDF/JPG Format) of its Board or governing body Resolution/Authorization etc., authorizing its representative to attend the AGM through VC / OAVM on its behalf and to vote through remote e-voting, as provided in Section 113 of the Companies Act, 2013. The said Resolution/Authorization shall be sent by email through its registered email address to investor.relations@maccharlesindia.com with a copy marked to evoting@cdsl.co.in.

3. In accordance with, the General Circular No. 20/2020 dated May 5, 2020 issued by MCA and Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 issued by SEBI, the financial statements including Report of Board of Directors, Auditor’s report or other documents required to be attached therewith and the Notice of AGM are being sent in electronic mode to Members whose e-mail address is registered with the Company or the Depositories/Depository Participant(s).

4. Process for registration of email id for obtaining Annual Report and user id/password for e- voting : Members holding shares in physical mode and who have not updated their email addresses

with the Company are requested to update their email addresses by writing to the Registrar and Transfer Agents of the Company BgSE Financials Limited at avp_rta@bfsl.co.in along with the copy of the signed request letter mentioning the name and address of the Member, scanned copy of the share certificate (front and back), self-attested copy of the PAN card and self-attested copy of any document (e.g.: Driving License, Election Identity Card, Passport) in support of the address of the Member. Members holding shares in dematerialized mode are requested to register/update their email addresses with the relevant Depository Participants. In case of any queries/difficulties in registering the e-mail address, Members may write to avp_rta@bfsl.co.in

1. The Notice of AGM along with Annual Report for the financial year 2020-21 is available on the website of the Company at www.maccharlesindia.com on the website of Stock Exchanges i.e. BSE Limited.

PROCEDURE FOR JOINING THE AGM THROUGH VC / OAVM:

1. The Members will be able to attend the AGM through VC/OAVM or view the webcast of AGM provided by CDSL at https://www.evoting.cdsl.com by using their remote e-voting login credentials and selecting the EVSN for Company’s AGM. The link for VC / OAVM will be available in Members login where the EVSN 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 the notice. Further Members can also use the OTP based login for logging into the e- voting system of CDSL.

2. The facility of joining the AGM through VC/OAVM shall open 30 minutes before the time scheduled for the AGM and will be available for Members on first come first served basis. The Members can join the EGM/AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in

4

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

the Notice. The facility of participation at the EGM/AGM through VC/OAVM will be made available to at least 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the EGM/AGM without restriction on account of first come first served basis.

1. If a member has any queries or issues regarding attending AGM & e-Voting from the Evoting System, you may refer the Frequently Asked Questions (“FAQs”) and e-voting manual available at www.evotingindia.com, under help section or write an email to helpdesk.evoting@cdslindia.com or contact Mr. Nitin Kunder (022- 23058738 ) or Mr. Mehboob Lakhani (022-23058543) or Mr. Rakesh Dalvi (02223058542).

2. All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Manager, (CDSL, ) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to helpdesk.evoting@cdslindia.com or call on 02223058542/43.

Members who need assistance before or during the AGM can contact CDSL on the aforesaid contact numbers and email Ids.

• 10.Please note that participants connecting from Mobile devices or Tablets or through Laptop connecting 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. In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020

dated April 13, 2020, the Notice calling the AGM/EGM has been uploaded on the website of the Company at www.maccharlesindia.com. The Notice can also be accessed from the websites of the Stock Exchange i.e. BSE Limited at www.bseindia.com. The AGM Notice is also disseminated on the website of CDSL (agency for providing the Remote e-Voting facility and e-voting system during the AGM i.e. www.evotingindia.com

• 11.The Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.

PROCEDURE TO RAISE QUESTIONS DURING ANNUAL GENERAL MEETING:

• 12.Members who would like to express their views or ask questions during the AGM may register themselves as a speaker by sending their request from their registered email address mentioning their name, demat account number/folio number, email Id, PAN, mobile number at investor.relations@maccharlesindia.com from Monday, the July 19, 2021 at 10:00 A.M. IST to Wednesday, the July 21, 2021 at 5:00 P.M. IST. Those Members who have registered themselves as a speaker will only be allowed to express their views/ask questions during the AGM. The Company reserves the right to restrict the number of speakers depending on the availability of time for the AGM. The shareholders who do not wish to speak during the AGM but have queries may send their queries in advance at least seven days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at (company email id). These queries will be replied to by the company suitably by email.

PROCEDURE FOR REMOTE E-VOTING AND E-VOTING DURING THE AGM:

1. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations &

5

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Disclosure Requirements) Regulations 2015 (as amended), the Members are provided with the facility to cast their vote electronically, through the e-voting services provided by CDSL, on all the resolutions set forth in this Notice.

• 14.Members may cast their votes on electronic voting system from any place (remote e-voting). The remote e-voting period commences on Monday, the July 19, 20201 (10:00 A.M. IST) and ends on Wednesday, the July 21, 2021 5:00 P.M. IST. During this period, Members holding shares either in physical form or in dematerialized form, as on Thursday, the July 15, 2021_i.e. cut-off date may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.

• 15.The Board of Directors has appointed Mr. Umesh Maskeri (Membership No. 4831 and CP No. 12074) as the Scrutinizer to scrutinize the voting during the AGM and remote e-voting process in a fair and transparent manner.

• 16.Members attending the AGM who have not cast their vote by remote e-voting shall be eligible to cast their vote through e-voting during the AGM. The Members who have cast their vote by remote e- voting prior to the AGM may also attend/ participate in the AGM through VC / OAVM but shall not be entitled to cast their vote again.

• 17.The voting rights of Members shall be in proportion to their shares in the paid-up equity share capital of the Company as on the cut-off date. A person who is not a Member as on the cut-off date should treat this Notice of AGM for information purpose only.

• 18.Any person, who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date, may obtain the login ID and password by sending a request at evoting@cdsl.co.in. However, if he/she is already registered with CDSL for remote e-voting then he/she can use his/her existing User ID and password for casting the vote.

THE INTRUCTIONS OF SHAREHOLDERS FOR REMOTE E-VOTING AND E-VOTING DURING AGM/EGM AND JOINING MEETING THROUGH VC/OAVM ARE AS UNDER:

• (i) The voting period begins on July 19,2021 at 10:00 A.M. and ends on July 21,2021 at 5:00 P.M. During this period shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) of may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.

• (ii) Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting venue.

• (iii) Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020, under Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders’ resolutions. However, it has been observed that the participation by the public non-institutional shareholders/retail shareholders is at a negligible level.

• Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.

In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders , by way of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants . Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.

6

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

• (iv) In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts to access e- Voting facility.

Pursuant to abovesaid SEBI Circular , Login method for e-Voting and joining virtual meetings for Individual shareholders holding securities in Demat mode is given below:

Type of sharehol ders

Login Method

Individual Sharehold ers holding securities in Demat mode with CDSL

1) Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The URL for users to login to Easi / Easiest are https://web.cdslindia.com/myeasi/h ome/login or visit www.cdslindia.com and click on Login icon and select New System Myeasi. 2) After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the Evoting is in progress as per the information provided by company. On clicking the Evoting option, the user will be able to see e-Voting page of the e- Votingserviceprovider for casting

your vote during the remote e- Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers i.e.

CDSL/NSDL/KARVY/LINKINTI ME, so that the user can visit the e- Voting service providers’ website directly.

• 3)If the user is not registered for Easi/Easiest, option to register is available at https://web.cdslindia.com/myeasi/ Registration/EasiRegistration.

• 4)Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the Evoting is in progress and able to directly access the system of all e- Voting Service Providers.

7

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

1)If you are already registered for Individual NSDL IDeAS facility, please visit Sharehold the e-Services website of NSDL. ers Open web browser by typing the holding securities following URL: in demat https://eservices.nsdl.com either on mode a Personal Computer or on a with mobile. Once the home page of e- NSDL Services is launched, click on the “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section. A new screen will open. You will have to enter your User ID and Password. After successful authentication, you will be able to see e-Voting services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on company name or e- Voting service provider name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e- Voting period or joining virtual meeting & voting during the meeting. 2)If the user is not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Select “Register Online for IDeAS “Portal or click at https://eservices.nsdl.com/SecureW eb/IdeasDirectReg.jsp 3)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 ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen-digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e- Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e- Voting period or joining virtual meeting & voting during the meeting

Individual You can also login using the login Sharehold credentials of your demat account ers through your Depository Participant (holding registered with NSDL/CDSL for e- securities Voting facility. After Successful in demat login, you will be able to see e-Voting mode) option. Once you click on e-Voting login option, you will be redirected to through NSDL/CDSL Depository site after their successful authentication, wherein Depositor you can see e-Voting feature. Click on y company name or e-Voting service Participan provider name and you will be ts redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

8

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. CDSL and NSDL

Logintype	Helpdesk details
Individual Shareholders holding securities in Demat mode withCDSL	Members facing any technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.comor contact at 022- 23058738 and 22- 23058542-43.
Individual Shareholders holding securities in Demat mode withNSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending a request at evoting@nsdl.co.in or call at toll free no.: 1800 1020 990 and 1800 22 4430

• (v) Login method for e-Voting and joining virtual meeting for shareholders other than individual shareholders holding in Demat form & physical shareholders.

• 1) The shareholders should log on to the e-voting website www.evotingindia.com.

• 2) Click on “Shareholders” module.

• 3) Now enter your User ID

• a. For CDSL: 16 digits beneficiary ID,

• b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,

• c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.

• 4) Next enter the Image Verification as displayed and Click on Login.

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

• 6) If you are a first-time user follow the steps given below:

6) If you are below:	a first-time user follow the steps given
	For Shareholders holding shares in Demat Form other than individual and Physical Form
PAN	Enter your 10-digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders) • Shareholders who have not updated their PAN with the Company/Depository Participant are requested to use the sequence number sent by Company/RTA or contact Company/RTA.
Dividend Bank Details ORDate of Birth (DOB)	Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat account or in the company records to login. • If both the details are not recorded with the depository or company, please enter the member id / folio number in the Dividend Bank details field as mentioned in instruction (v).

• (vi) After entering these details appropriately, click on “SUBMIT” tab.

9

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

• (vii) Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote if company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

• (viii) For shareholders holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.

• (ix) Click on the EVSN for the relevant on which you choose to vote.

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

• (xi) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.

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

• (xiii) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.

• (xiv) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.

• (xv) If a demat account holder has forgotten the login password, then Enter the User ID and the image verification code and click on Forgot entering the details as prompted by the system.

• (xvi) Facility for Non – Individual Shareholders and Custodians –Remote Voting

• Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to www.evotingindia.com and register themselves in the “Corporates” module.

• A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to helpdesk.evoting@cdslindia.com.

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

• The list of accounts linked in the login should be mailed to helpdesk.evoting@cdslindia.com and on approval of the accounts they would be able to cast their vote.

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

• Alternatively Non Individual shareholders are required to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; umeshmaskeri@gmail.com or investor.relations@maccharlesindia.com, if they have voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.

INSTRUCTIONS FOR SHAREHOLDERS ATTENDING THE AGM/EGM THROUGH VC/OAVM & E-VOTING DURING MEETING ARE AS UNDER:

1. Members will be able to attend the AGM through VC / OAVM or view the live webcast of AGM provided by NSDL at https://www.evoting.nsdl.com by following the

10

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

steps mentioned under ‘Access NSDL e-Voting system’. After successful login, Member(s) can click on link of VC / OAVM placed under “Join General Meeting” menu against Company name. The link for VC / OAVM will be available in Shareholder / Member login where the EVEN of the Company will be displayed. Members who do not have the User ID and Password for e-Voting or have forgotten the User ID / Password may retrieve the same by following the remote e-Voting instructions mentioned in the Notice.

1. Members are encouraged to submit their questions in advance with respect to the accounts or the business to be transacted at the AGM. These queries may be submitted from their registered e-mail address, mentioning their name, DP ID and Client ID / folio number and mobile number, to reach the Company’s e-mail address at investor.relations@maccharlesindia.com before 5.00 p.m. (IST) on Wednesday, July 14, 2021.

2. Shareholders are encouraged to join the Meeting through Laptops / IPads for better experience.

3. Further shareholders will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.

4. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting 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.

5. Those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting.

6. Only those shareholders, who are present in the AGM/EGM through VC/OAVM facility and have not casted 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 available during the EGM/AGM.

7. If any Votes are cast by the shareholders through the e-voting available during the EGM/AGM and if the same shareholders have not participated in the meeting through VC/OAVM facility, then the votes cast by such shareholders shall be considered invalid as the facility of e-voting during the meeting

is available only to the shareholders attending the meeting.

PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL/MOBILE NO. ARE NOT REGISTERED WITH THE COMPANY/DEPOSITORIES.

1. For Physical shareholders- please provide necessary details like 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 Company/RTA email id .

2. For Demat shareholders -, Please update your email id & mobile no. with your respective Depository Participant (DP)

3. For Individual Demat shareholders – Please update your email id & mobile no. with your respective Depository Participant (DP) which is mandatory while e-Voting & joining virtual meetings through Depository.

If you have any queries or issues regarding attending AGM & e-Voting from the CDSL e-Voting System, you can write an email to helpdesk.evoting@cdslindia.com or contact at 02223058738 and 022-23058542/43.

All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Sr. Manager, (CDSL, ) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to helpdesk.evoting@cdslindia.com or call on 022-23058542/43.

Other information:

• 19.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

11

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Details/Password?” or “Physical User Reset Password?” option available on www.evoting.cdsl.com to reset the password.

1. In case of any queries relating to e-voting, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of https://www.evoting.cdsl.com or call on toll free no.: __1800-200-5533 or send a request to helpdesk.evoting@cdslindia.com

2. 21.The Scrutinizer shall, immediately after the conclusion of voting at the AGM, first count the votes cast during the AGM, thereafter unblock the votes cast through remote e-voting and make, not later than 48 hours of conclusion of the AGM, a consolidated Scrutinizer’s Report of the total votes cast in favour or against, if any, to the Executive Director or a person authorised by him in writing, who shall countersign the same.

3. 22.The results of the electronic voting shall be declared to the Stock Exchanges after the conclusion of AGM. The results along with the Scrutinizer’s Report, shall also be placed on the website of the Company at www.maccharlesindia.com and on the website of CDSL https://www.evoting.cdsl.com immediately. The Company shall simultaneously forward the results to the BSE Limited, where the shares of the Company are listed.

4. 23.The venue of the meeting shall be deemed to be the Registered Office of the Company at #72/4, 1[st] Floor, Cunningham Road, Bangalore – 560052.

5. 24.All the documents referred to in the accompanying Notice and Explanatory Statements, shall be available for inspection through electronic mode, upon the request being sent on investor.relations@maccharlesindia.com from 10 AM on June 03, 2021 up to 5 PM on 21/07/2021.

6. 25.Members seeking any information with regard to the accounts or any matter to be placed at the AGM, are requested to write to the Company on or before 10[th] July, 2021 through email on investor.relations@maccharlesindia.com. The same will be replied by the Company suitably

7. 26.Members who wish to claim dividends, which had remained unpaid are requested to contact the Registrar and Share Transfer Agents, BgSE Financials Limited. Members are requested to note that the amount of dividend which remains unclaimed for a period of 7 years from the date of such transfer to the unpaid dividend account of the Company, will be transferred along with the underlying shares to the Investor Education and Protection Fund (IEPF) as per Sections 124 and 125 of the Companies Act. Members are requested to claim their unclaimed dividends immediately to avoid transfer of the said dividends and underlying shares to the IEPF. Members may note that the dividend and shares transferred to IEPF could be claimed by the concerned shareholders from IEPF Authority after complying with the procedure prescribed under the Investors Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016.

8. As per the provisions of Section 72 of the Act, and Rule 19(1) of the Companies (Share Capital and Debentures) Rules, 2014, Members holding shares in physical form may file nomination in the prescribed Form SH.13 with BgSE Financials Limited. In respect of shares held in dematerialize form, the nomination may be filed with the respective Depository Participants. Members who are holding shares in a single name are advised to avail the nomination facility on a priority basis to save the prospective legal heirs from hassles of going through the legal process.

9. 28.SEBI has mandated that securities of listed companies can be transferred only in dematerialised form from April 01, 2019, except in case of transmission and transposition of securities. In view of the same and to avail various benefits of dematerialisation, Members are advised to dematerialise shares held by them in physical form and for ease in portfolio management.

10. 29.The Securities and Exchange Board of India 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

12

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

are maintaining their demat accounts. Members holding shares in physical form can submit their PAN to the Company / BgSE Financials Limited.

• 30.Details, as required in sub-regulation (3) of Regulation 36 of the Listing Regulations and Secretarial Standard on General Meeting (SS-2) of ICSI, in respect of the Director seeking reappointment at the 41[st] AGM, forms integral part of the Notice of the 41[st] AGM. Requisite declarations have been received from the Director for seeking reappointment.

• 31.The Register of Members will be closed from July 13, 2021 to July 22, 2021 (both days inclusive).

By Order of the Board of Directors For MAC CHARLES (INDIA) LIMITED

Sd/Chandana Naidu Company Secretary Membership No. A25570 Place: Bengaluru Date: June 03, 2021

Registered office & Website site and Email ID

72/4, 1st Floor, Cunningham Road, Bangalore-560 052

www.maccharlesindia.com investor.relations@maccharlesindia.com

13

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

EXPLANATORY STATEMENT IN RESPECT OF THE SPECIAL BUSINESS PURSUANT TO SECTION 102 (1) OF THE COMPANIES ACT, 2013: -

The members of the Company are requested to note that the company is into real estate business and as part of that the company will be selling and buying assets, in this regard the board has identified 121000 Sq. ft comprising of 6[th] , 7[th] and 8[th] Floor in Embassy Tech Square, Delta Block, Kaverappa Layout, Kadubeesanahalli, Bangalore – 560103 to dispose of as a part of business activity and at the best interest of the company. Further the said activity will fall under the ordinary course of business, however as a good governance, Board decided to take necessary approval of the Members.

In view of the above and as per 180(1)(a) of the Companies Act,2013, the board of directors of the Company can exercise the power to sell, lease or otherwise dispose of the whole or substantially the whole of any undertaking(s) of the Company, only with the prior approval of the members of the Company by way of special resolution.

As per explanation (i) & (ii) of section 180(1)(a) of the Companies Act,2013:

• (i) “Undertaking” means an undertaking in which the company’s investment exceeds 20% of its net worth as per the audited balance sheet of the preceding financial year or an undertaking which generated 20% of the total income of the company during the previous financial year;

• (ii) “Substantially the whole of undertaking” in any financial year means 20% or more of the value of the undertaking as per the audited balance sheet of the preceding financial year.

The above property will qualify under as “undertaking” as per section 180(1) (a) of the Companies Act, 2013 and therefore requires members approval by way of special resolution for disposal of the said undertaking.

The Board of Directors of the Company, at its meeting held on 03rd June, 2021 approved the Company to sell/Transfer/ dispose of 121000 Sq. ft comprising of 6[th] , 7[th] and 8[th] Floor in Embassy Tech Square, Delta Block, Kaverappa Layout, Kadubeesanahalli, Bangalore – 560103 to a buyer identified by board on a going concern and on an “as is where is” basis for a consideration not less than Fair market value. The net proceeds from the sale of the Undertaking will be utilized to repay the existing loans or business developments or general business purpose.

None of the Directors, Key Managerial Person of the company or their relatives are concerned or interested financially or otherwise in the aforesaid special resolution.

The Board of Directors accordingly recommend the resolution set out in item no.3 of this notice for your approval as special resolution.

By Order of the Board of Directors For MAC CHARLES (INDIA) LIMITED

Sd/Chandana Naidu Company Secretary Membership No.A25570 Place: Bengaluru Date: June 03, 2021

Registered office & Website site and Email ID #72/4, 1st Floor, Cunningham Road, Bangalore-560 052 www.maccharlesindia.com investor.relations@maccharlesindia.com

14

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Annexure

Details of Directors seeking appointment and re-appointment as Directors at this Annual General Meeting pursuant to the provisions of Regulation 36(3) (Listing Obligations and Disclosure Requirements) Regulation, 2015 and Secretarial Standard-2 on General Meetings.

Particulars of the Director seeking re-appointment	Particulars of the Director seeking re-appointment
Name	Mr. Aditya Virwani
DIN	06480521
Date of Birth and Age	12-05-1994
Date of appointment	01-12-2016
Brief Resume	Bachelor’s of science degree in business administration from the University of San Francisco
Expertise in specific functional areas	Real Estate development, construction, Infrastructure
Directorship held in public and private companies (excluding foreign companies)	Mac Charles (India) Limited
	EPDPL Coliving Private Limited
	Embassy One Developers Private Limited
	Embassy Services Private Limited
	Embassy Property Developments Private Limited
	Garuda Maverick Infrastructure Projects Private Limited
	Embassy Maverick Malls Private Limited
	Embassy Office Parks Management Services Private Limited
	Winterfell Realty Private Limited
	Dorne Realty Private Limited
	Aerodome Experiences Private Limited
	Embassy Shelters Private Limited
	Nam Estates Private Limited
Memberships/Chairmanships of companies (only Audit and Stakeholder Relationship Committee)	Member of Stakeholder Relationship Committee, CSR Committee and Debenture of Embassy Office Parks Management Services Private Limited (Manager of Embassy Office Parks REIT)
Shareholding in the Company	-
Disclosure of Relationship between Directors Inter-se	He is not related to any director of the Company

In terms of Section 152(6) of the Act, Mr. Aditya Virwani shall retire by rotation at the forthcoming AGM and being eligible offers himself for re-appointment.

Except Mr. Aditya Virwani, none of the Directors and Key Managerial Personnel of the Company and their relatives are concerned or interested, financially or otherwise, in the resolution set out at Item No. 2 of the accompanying Notice of 41[st] AGM.

By Order of the Board of Directors For MAC CHARLES (INDIA) LIMITED

Sd/Chandana Naidu Company Secretary Membership No.A25570 Place: Bengaluru Date: June 03, 2021 Registered office & Website site and Email ID #72/4, 1st Floor, Cunningham Road, Bangalore-560 052 www.maccharlesindia.com investor.relations@maccharlesindia.com

15

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

DIRECTORS’ REPORT 2020-21

TO THE MEMBERS MAC CHARLES (INDIA) LIMITED

Your Directors have pleasure in presenting the 41[st] Annual Report of the Company together with the Audited Statement of Accounts for the year ended 31[st] March 2021.

1. FINANCIAL SUMMARY/HIGHLIGHTS

The summarized standalone performance of the Company for the financial year 2020-21 and 2019-20 is given below:

The summarized standalone performance of the Company for the financial year 2020-21 and 2019-20 is given below:	The summarized standalone performance of the Company for the financial year 2020-21 and 2019-20 is given below:	The summarized standalone performance of the Company for the financial year 2020-21 and 2019-20 is given below:
(Amountin millions)
PARTICULARS	Financial Year ended 31-03- 2021	Financial Year ended 31-03- 2020
Segment wise Turnover/Revenue
1.Continue Operation
(a)Sale of Electricity	81.12	100.18
(b)Office rentals	149.79	145.54
(c)Others	38.93	34.32
2.Discontinued Operation		-
Hotel sales Turnover	-	175.45
Exceptional Income	-	-
Total Revenue	269.84	455.49
Continue Operation
Profit/(Loss) before Depreciation and Finance Cost & Tax	161.99	156.17
Less: Depreciation	35.53	35.68
Less: Finance Cost	103.91	110.35
Profit/(Loss)before tax	22.55	10.14
Profit/(Loss)for theyear	19.83	12.29
Discontinued Operation
Profit/(Loss)before tax	-9.16	-178.66
Profit/(Loss)for theyear	-9.16	-137.96

Total Profit /Loss for the year	10.67	-125.67
Total Comprehensive Income/(Loss)	11.65	-125.15
Earnings per share – basic and diluted – Rs.	0.81	-9.59

2. CONSOLIDATED FINANCIAL STATEMENTS:

In accordance with the provisions of Regulation 33 of the ( SEBI Listing Obligations and Disclosure Requirements) Regulations, 2015, and applicable provisions of the Companies Act, 2013 read with the rules made thereunder, the Consolidated Financial Statements of the Company for the financial year 202021 have been prepared in compliance with applicable Accounting Standards and on the basis of audited financial statements of the Company and its subsidiaries , as approved by the respective Board of Directors.

3. COMPANY’S PERFORMANCE:

During the financial year 2020-21, the overall revenue of the Company was INR 269.84 million against the previous year’s revenue of INR 455.49 million, which includes revenue from continued operations of sale of electricity, office space rent and other income and Discontinued operations of Hotel business and exceptional income. The profit for the FY 2020- 21 is 10.67 million against loss of 125.67 million for FY 1920.

4. FUTURE PROSPECTS:

The shareholders of your Company have approved the amendments to the Main Objects clause of the Memorandum of Association, by means of a special resolution by way of postal ballot exercise which concluded on May 18, 2019 for diversifying into the real estate & property development business. The company has drawn plans to construct a landmark commercial building at the erstwhile site of the Le Meridien hotel to leverage the robust demand for Grade A office space in Central Business District (CBD) Bangalore. This is expected to secure a better return on capital employed & enhance the long-term interests of the shareholders.

16

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

5. DIVIDEND

During the year under review, the Board of Directors of your company, have not declared any Dividend for the current financial year.

6. TRANSFER TO RESERVES

During the year under review, it has been proposed not to transfer any amount to reserves.

7. HOLDING & SUBSIDIARY COMPANIES

During the year under review, M/s. Embassy Property Developments Pvt. Ltd., continues to be the Holding Company.

During the year, the Company has 3 wholly owned subsidiaries (WOS), namely, Airport Golfview Hotels & Suites Private Limited., Kochi, Blue Lagoon Real Estate Private Limited and Neptune Real Estate Private Limited, Bangalore which are Non-listed Indian subsidiaries.

A Statement containing the salient features of the financial statement of the WOS in Form AOC-I (pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014) is attached to this report.

8. MANAGEMENT DISCUSSION & ANALYSIS & CORPORATE GOVERNANCE

Report on Management Discussion & Analysis and Corporate Governance and Compliance Certificate on Corporate Governance is annexed to this Report.

9. CORPORATE GOVERNANCE

A separate section on Corporate Governance standards followed by your Company, as stipulated under Regulation 27 read with Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is annexed to this Report. The Report on Corporate Governance also contains certain disclosures as required under the Companies Act, 2013. A Certificate from Mr. Umesh Maskeri, Practicing Company Secretary, regarding compliance with the conditions of Corporate Governance, as stipulated under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is annexed to the Report.

10. MATERIAL CHANGES AND COMMITMENTS:

There are no material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year of the Company i.e. 31[st] March 2021 and the date of the Directors’ report.

11. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO AND OTHER DISCLOSURES:

The disclosures to be made under sub-section (3) (m) of Section 134 of the Companies Act 2013 read with Rule (8)(3) of the Companies (Accounts) Rules, 2014 by your Company are furnished below:

• ENERGY CONSERVATION

Conservation of energy continues to be on top priority of the management. The information on energy conservation, is detailed herein below.

Please regroup the contents stated under paragraphs (a) to (g) under the following heads:

• i) The steps taken or impact on conservation of energy.

• ii) The steps taken by the company for utilizing alternate sources of energy

• iii) The capital investment on energy conservation equipment’s.

• a) During the year under review, the Company has generated about 14964172 of units’ green power which is being sold to group company and the balance units generated is being sold to GESCOM & HESCOM.

• TECHNOLOGY ABSORPTION

In the opinion of the Board, the required particulars pertaining to technology absorption under Section 134 of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, are not applicable, as industry in which Company operates does not have any significant manufacturing operations.

17

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

• FOREIGN EXCHANGE EARNINGS AND OUTGO

Foreign Exchange Earnings during the year is NIL. There is no Foreign Exchange utilization during the year.

12. DIRECTORS AND KEY MANAGERIALPERSONNEL

As on the date of this Report, the Company has Six (6) Directors consisting of three (3) Independent Directors and three (2) Non- Executive Directors and (1) Executive Director.

The Key Managerial Personnel’s of the company as on March 31, 2021 are Mr. Sartaj Singh Whole-Time Director, Mr. Pranesha Krishnamurthy Rao Chief Finance Officer and Ms. Chandana Naidu Company Secretary of the Company.

a. Disqualification of Directors:

None of the directors of the Company are disqualified pursuant to the provisions of Section 164 of Companies Act, 2013 or debarred or disqualified from being appointed or continuing as directors of companies by the Securities and Exchange Board of India or Ministry of Corporate Affairs or any such statutory authority. A certificate from a Practicing Company Secretary in this regard is attached to this report.

b. Appointment / Resignation from the Board of Directors

Mr. Sartaj Sewa Singh (DIN 01820913) was appointed as an additional director on June 26, 2020 and shareholders through postal ballot on August 13, 2020 have approved his appointment as whole-time director for a term of two years with effect from June 26, 2020.

Mr. C.B. Pardhanani (DIN 00210179), who was elected as a Director subject to retire by rotation the shareholders of the Company through postal ballot on May 18, 2019 expressed his unwillingness to continue on the Board of the Company due to health issues and accordingly he ceased to be Director w.e.f. 26[th] June, 2020. [

c. Directors retiring by rotation

In accordance with the provisions of Section 152 of the Companies Act, 2013 read with Section 149 of the said Act, at least 2/3rd of the total number of Directors, excluding Independent Directors, shall be liable to retire by rotation and out of the Directors liable to retire by rotation, at least 1/3rd of the Directors shall retire by rotation at every Annual General Meeting.

In view of the above, Mr. Aditya Virwani, Director (DIN 06480521) who is liable to retire by rotation and being eligible, offers himself for re-appointment, a resolution seeking shareholders’ approval for his reappointment forms part of the Notice.

d. Declaration by Independent Director

The Company has received necessary declaration from each of the Independent Directors, under Section 149(7) of the Companies Act, 2013, that he / she meets the criteria of Independence laid down in Section 149(6) of the Companies Act, 2013 and Regulation 16 of SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015. Independent Directors have also confirmed that they are not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact their ability to discharge their duties. In the opinion of the Board, all the independent directors are persons of integrity, possesses relevant expertise and experience.

e. Woman Director

In terms of the provisions of Section 149 of the Companies Act, 2013 and Regulation 17 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, your Company has complied with the requirement of having at least one Woman Director on the Board of the Company. Ms. Tanya Girdhar, is an Independent and Women Director of the Company.

f. Changes in KMP

During the year under review, following changes have taken place in the composition of Whole Time Key Managerial Personnel (KMP).

18

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Mr. Sartaj Singh has been appointed as Whole-time Director of the Company with effect from 26[th] June 2020 through the shareholders’ approval via postal ballot on August,13 2020.

Mr. M.S Reddy has resigned from the post of Company Secretary on June 30, 2020 and Ms. Chandana Naidu has been appointed as Company Secretary and Compliance Officer with effect from July 1, 2020.

During the year under review, the non- executive directors of the company had no pecuniary relationship or transactions with the Company, other than sitting fee, reimbursement of expenses incurred by them for the purpose of attending meetings of the Board/Committee of the Company and payment of fees for rendering services in professional capacity.

13. BOARD EVALUATION

The Board of Directors has carried out an annual evaluation of its own performance, Board committees and individual directors pursuant to the provisions of the Companies Act, 2013 and corporate governance requirements as prescribed by SEBI LODR Regulations through structured questionnaire. The performance of the Board was evaluated by the Board based on the criteria such as the Board composition and structure, effectiveness of Board process, information and functioning etc. The performance of the committees was evaluated by the Board based on the criteria such as the composition of the committee’s effectiveness of committee meetings, etc. The Board and Nomination and Remuneration Committee reviewed the performance of the individual directors based on the criteria such as the contribution of individual director to the Board and committee meetings like preparedness on the issue to be discussed, meaningful and constructive contribution and inputs in meetings, etc. In a separate meeting of independent directors, performance of nonindependent directors, performance of the Board and performance of Chairman was evaluated.

14. BOARD DIVERSITY:

The Company recognizes and embraces the importance of a diverse board in its success. We believe that a truly diverse board will leverage differences in thought,

perspective, knowledge, skill, regional and industry experience, cultural and geographical backgrounds, age, ethnicity, race, and gender, that will help us retain our competitive advantage. The Board Diversity Policy adopted by the Board sets out its approach to diversity. The policy is available on our website, https://www.maccharles.com/investor-relations.

15. FAMILIRIZATION PROGRAM FOR INDEPENDENT DIRECTOR:

Latest updates on the SEBI LODR Regulations and Companies Act,2013 will be updated to the Independent Directors in the Board Meetings held during the year.

16. NUMBER OF MEETINGS OF THE BOARD:

Regular meetings of the Board are held to discuss and decide on various business policies, strategies, and other businesses. The schedule of the Board/Committee meetings to be held in the forthcoming financial year are circulated to the Directors in advance to enable them to plan their time schedule for effective participation in the meetings.

The Board of Directors met 4(Four) times during the year. The intervening gap between two Meetings was within the period prescribed under the Companies Act, 2013 and Regulations 17 of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulation, 2015. Detailed information on the meetings of the Board is included in the Report on Corporate Governance, which forms part of this Report.

[ 17. AUDIT AND RISK MANAGEMENT COMMITTEE [

The Audit and Risk Management Committee met 4(Four) times during the year under review. The details with respect to the composition, powers, roles, terms of reference, etc. of the Audit and Risk Management Committee are given in detail in the ‘Report on Corporate Governance’ of the Company which forms part of this Report.

The details with respect to the composition, powers, roles, terms of reference, etc. of the Committee are

19

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

given in detail in the ‘Report on Corporate Governance’ of the Company which forms part of this Report.

As part of the risk assessment and minimization procedures, the Company had identified certain risk areas about the operations of the Company and initiated steps, wherever possible, for risk minimization. The Company’s Board is conscious of the need to review the risk assessment and minimization procedures on regular intervals. During the year under review the Company has not received any order passed by the regulators/ courts/ tribunals which impacted the going concern status and Company’s operation in future.

There are no recommendations of the Audit and Risk Management Committee which have not been accepted by the Board.

18. STAKEHOLDERS’ RELATIONSHIP COMMITTEE

During the year under review, the Stakeholders’ Relationship Committee met once.

The details with respect to the composition, powers, roles, terms of reference, etc. of the Committee are given in detail in the ‘Report on Corporate Governance’ of the Company which forms part of this Report.

19. NOMINATION & REMUNERATION COMMITTEE

During the year under review, the Nomination and Remuneration Committee met once.

The details with respect to the composition, powers, roles, terms of reference, etc. of the Nomination and Remuneration Committee are given in detail in the ‘Report on Corporate Governance’ of the Company which forms part of this Report.

20. NOMINATION AND REMUNERATION POLICY

The Company has formulated and adopted the Nomination and Remuneration Policy in accordance with the provisions of Companies Act, 2013 read with the Rules issued thereunder and the Listing Regulations.

The said Policy of the Company, provides that the Nomination and Remuneration Committee shall formulate the criteria for appointment of Executive, Non-Executive and Independent Directors and persons in the Senior Management of the Company, including criteria for determining qualifications, remuneration, positive attributes, independence of a Director and other matters as provided under sub-section (3) of Section 178 of the Companies Act, 2013.

The salient features of the Policy are set out in the Corporate Governance Report which forms part of this Report. The Policy is also available on the website of the Company web-link: https://www.maccharles.com/investor-relations.

21. REVIEW AND UPDATION OF POLICIES:

During the year under review, the following policies were reviewed and updated in line with Companies Act, 2013 and SEBI (LODR) Regulations, 2015 along with all amendments

1. Policy on preservation and archival of documents

2. Code of Conduct and Ethics

3. Familiarisation Programmes for IDs

4. Policy for Annual Evaluation of Board and its Performance

5. Policy on Diversity of Board

6. Risk Management Policy

7. CSR Policy

8. Policy on materiality of related party transactions

9. Policy on determining material subsidiary

10. Policy on determination of materiality of the disclosure of events and information

11. Nomination and Remuneration Policy

12. Vigil Mechanism Policy

13. Policy of POSH at Workplace

14. Succession Policy for Board and Senior Management.

22. DIRECTORS’RESPONSIBILITY STATEMENT

The Board of Directors acknowledges the responsibility for ensuring compliance with the provisions of Section 134(3)(c) read with Section 134(5) of the Companies Act, 2013 in the preparation

20

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

of the annual accounts for the year ended March 31[st] , 2021 and states that:

• a) In the preparation of the annual accounts for the year ended March 31, 2021, the applicable accounting standards have been followed and there was no material departure.

• b) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent to give a true and fair view of the of the Company at the end of the financial year under review and of the profit or loss of the Company for the financial year ended March 31, 2021:

• c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

• d) The directors have prepared the annual accounts on a going concern basis.

• e) The directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and

• f) The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

• i) The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year 2020-21: During the year under review, Mr. Sartaj Singh, WholeTime Director was paid the remuneration and since his appointment has happened in the current financial year, median of remuneration is not applicable.

• ii) The percentage increase in remuneration of each Director, Chief Financial Officer, Chief Executive Officer, Company Secretary or Manager in the financial year: There was no increase in remuneration of any Director, CFO, Company Secretary during the financial year.

• iii) The percentage increase in the median remuneration of employees in the financial year: There was no increase in remuneration of employees during the year.

• iv) The number of permanent employees on the roles of the Company as on 31[st] March,2021: 07

• v) Average percentile increase already made in the salaries of employees other than the managerial personnel in the past financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration. There was no increase in the salaries of employees or other managerial personnel, hence no comparison is possible.

  • [

23. PARTICULARS OF EMPLOYEES AND DETAILS PERTAINING TO REMUNERATION AND OTHER DETAILS AS REQUIRED UNDER SECTION 197(12) OF THE ACT READ WITH RULE 5 OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014

• A. The information stipulated under Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is furnished below:

• B. Mr. Sartaj Singh, Whole- Time Director of the company is in receipt of remuneration of Rs. 1.20 crore per annum and hence information in terms of the provisions of Section 197(12) of the Companies Act, 2013 read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, the Information is as below.

below.
Name of the Employee	Mr. SartajSewa Singh
Designation of the Employee	Whole- Time Director
Nature of Employment,	Permanent

21

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

whether contractual or otherwise
Date of commencement of Employment	26thJune,2020
Age of such employee	64
Previous Employment beforejoining	FMC India Private Limited
% of equity shares held by employee in the company	NIL
Whether any such employee is a relative of any director or manager of the company	NIL

• During the year under review the Company has appointed Embassy Property Developments Private Limited, a related party, as a Turnkey contractor for construction of commercial tower situated at Sankey Road, Bangalore having an estimated turnkey contract value of Rs. 500 Crore (Rupees Five Hundred Crore) with possible escalation cost not exceeding by 30% i.e. Rs.650 Crores (Rupees Six Hundred and Fifty Crores)

Except the above related party transactions, there were no materially significant related party transactions made by the Company with the Promoters, Directors, Key Managerial Personnel, or other designated persons which may have a potential conflict with the interest of the Company at large.

Accordingly, particulars of the contracts or arrangements with related parties referred to in Section 188(1) along with the justification for entering such contract or arrangement in Form AOC-2 is provided as annexure to this report. In line with the requirements of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has formulated Policy on Related Party Transactions which is available on the website of the Company.

24. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

The Company has entered into a transaction with related parties which are at arm’s length and which are not in the ordinary course of business, pursuant to the provisions of Section 188 of the Companies Act, 2013 read with Rule 15 of Companies (meeting of the Board and its Powers) Rules, 2014. Accordingly, particulars of the contracts or arrangements with related parties referred to in Section 188(1) along with the justification for entering into such contracts or arrangements in Form AOC-2 are furnished which is attached to this Directors Report”. In line with the requirements of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has formulated Policy on Related Party Transactions which is available on the website of the Company.

25. COMPLIANCE CERTIFICATE ON CORPORATE GOVERNANCE

As per SEBI (LODR) regulation, the Practicing Company Secretary’s Certificate on compliance with the conditions of Corporate governance has been furnished as an Annexure to this Report.

26. SECRETARIAL STANDARDS:

The Company Complies with all applicable mandatory secretarial Standards issued by Institute of Company Secretary of India.

Company has entered transactions with related parties pursuant to the provisions of Regulation 23 of SEBI LODR as under:

27. AUDITORS

• Statutory Auditors and Auditors’ Report

• During the year under review, the transaction Inter • Corporate Deposits/ Loan a sum not exceeding of Rs. 100 Crores (One Hundred Crore) from Chartered Embassy Property Developments Private Limited (“EPDPL”) a related party and its holding company.

During the year, M/s. BSR & Associates LLP, Chartered Accountants (Firm Registration No. 116231W/W-100024) has resigned as statutory Auditor of the Company.

22

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

M/s. Walker Chandiok & Co. LLP (FRN 001076N/N500013) has been appointed as the Statutory Auditor of the Company for a term of five years from the conclusion of 40th Annual General Meeting till the conclusion of 45th Annual General Meeting to be held in the year 2024-25.

During the period under review, even though there are no audit qualifications or adverse remarks, the notes on accounts referred to in the Auditors’ Report are selfexplanatory and therefore, do not call for any further comments.

Directors under Section 143(12) of the Act, including rules made thereunder.

28. CORPORATE SOCIAL RESPONSIBILITY (CSR)

During the year under review, the CSR Committee met once.

The details with respect to the composition, powers, roles, terms of reference, etc. of the Committee are given in detail in the ‘Report on Corporate Governance’ of the Company which forms part of this Report.

• Internal Auditors

M/s. Ernst & Young LLP, Bengaluru Internal Auditors have been conducting Half yearly audits of all operations of the Company and their findings have been reviewed regularly by the Audit Committee. Your Directors note with satisfaction that no material deviations from the prescribed policy and procedures have been observed.

• Secretarial Auditor and Secretarial Auditor’s Report

The Board has appointed Mr. Umesh P. Maskeri, Practicing Company Secretary to conduct The Secretarial Audit under the provisions of Section 204 of the Companies Act, 2013 for the financial year 202021. Secretarial Audit Report in Form MR-3 is attached to this Directors’ Report. Management response against each of the qualification, reservation or adverse remark or observation made in the Secretarial Audit Report has been furnished thereon and hence does not call for any further comments separately.

• Cost Auditor and Cost Records

The provision of Cost audit and maintenance of cost records as per section 148 is not applicable to the Company.

• Reporting of Frauds by Auditors

During the year under review, the Statutory Auditors or Secretarial Auditor of the Company have not reported any frauds to the Audit Committee or to the Board of

29. VIGIL MECHANISM/WHISTLE BLOWER POLICY

Pursuant to Section 177 of the Companies Act, 2013 read with listing Regulations, the Board of Directors at its meeting held on 26.06.2020 has adopted a revised vigil mechanism/whistle blower policy of the Company. The policy provides a framework for directors and employees to report genuine concerns about unethical behavior, actual or suspected fraud or violation of the Company’s code of conduct or ethics policy. Protected disclosures can be made by a whistle blower through an email or direct access to the Chairman of the Audit Committee. The vigil mechanism/whistle blower policy can be accessed on the Company’s website www.maccharlesindia.com

30. DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has zero tolerance towards sexual harassment at workplace and during the year under review, your Board has constituted an internal Complaints Committee to consider and redress complaints of sexual harassment & also adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of Sexual Harassment of women at Workplace ( prevention, prohibition and Redressal) Act, 2013 and the rules framed thereunder. During the year, no complaints pertaining to sexual harassment were received.

23

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

31. PARTICULARS OF LOANS GIVEN, INVESTMENT MADE, GUARANTEES GIVEN, AND SECURITY PROVIDED:

Loans given, investments made by the Company along with the purpose for which the loan is proposed to be utilized by the recipient, are provided in the financial statements.

32. EXTRACT OF THE ANNUAL RETURN:

As per the requirements of Section 92(3) of the Act and Rules framed thereunder, the extract of the annual return for FY 2020-21 is annexed to this Report in the prescribed Form No. MGT-9, which is a part of this report and the same is also available on our website : www.maccharlesindia.com

33. INTERNAL FINANCIAL CONTROL POLICY AND ITS ADEQUACY:

The Board has adopted an Internal Financial Control Policy to be followed by the Company and such policies and procedures adopted by the Company for ensuring the orderly and efficient conduct of its business, including adherence to 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. The Audit Committee evaluates the internal financial control system periodically. The observations and comments of the Audit Committee are placed before the Board.

34. DISCLOSURES:

• Borrowing from banks:

During the year under review, there are no borrowings from banks.

• Dues to small scale undertakings

There are no dues payable to small scale undertakings.

• Green Initiatives

Electronic copies of the Annual Report and notice of the ensuring AGM are sent to all the members whose email address are registered with the Company /Depository Participant(s) vide general circular from MCA number 17/2020 dated 14[th] April,2020. The Company is providing e-voting facility to all members

to enable them to cast their votes electronically on all resolutions set forth in the AGM Notice. The instructions for e-voting are provided in the AGM Notice.

• Other declarations

• i. Declaration by the Chief Financial Officer affirming compliance with the code of conduct is annexed elsewhere in this Report.

• ii. There are no material changes and commitments made during the financial year except in the change in nature of business as mentioned elsewhere in this report.

• iii. There is a material variation of market capitalization during the financial year.

• iv. There is no demat suspense accounts / unclaimed suspense account during the financial year.

• v. Necessary disclosures of Accounting Treatment have been made in the financial statements.

• Other Disclosures and reports

Your directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

1. Details relating to deposits covered under Chapter V of the Companies Act, 2013.

2. Issue of equity shares with differential rights as to dividend, voting or otherwise.

3. Issue of shares (including sweat equity shares) to employees of the Company under any scheme.

4. No significant or material orders were passed by the Regulators or Courts of Tribunals which impact the going concern status and Company’s operations in future.

35. DEMATERIALIZATION

The equity shares of the Company have been admitted for dematerialization with both the Depositories viz., Central Depository Services (India) Limited (CDSL) and National Securities Depository Limited (NSDL). The ISIN allotted to your Company’s equity shares is INE435D01014.

36. LISTING ON STOCK EXCHANGE:

The Company’s Shares are listed on Bombay Stock Exchange and script code of the company is 507836.

24

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

37. PROHIBITION OF INSIDER TRADING REGULATIONS

Based on the requirements under SEBI (Prohibition of Insider Trading) Regulations, 1992, as amended from time to time, the Code of Conduct for Prohibition of Insider Trading (Code), as approved by the Board is in force by the Company. The Company also adopts the concept of Trading Window Closure, to prevent its Directors, Officers, designated employees, their relatives, and other employees from trading in the securities of the Company at the time when there is unpublished price sensitive information.

38. INVESTOR EDUCATION AND PROTECTION FUNDS(IEPF):

Pursuant to the applicable provisions of the Companies Act, 2013, read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“the IEPF Rules”), all unpaid or unclaimed dividends are required to be transferred by the Company to the IEPF, established by the Government of India, after the completion of seven years.

Further, according to the IEPF Rules, the shares on which dividend has not been paid or claimed by the shareholders for seven consecutive years or more shall also be transferred to the demat account of the IEPF Authority. During the year, the Company has transferred the unclaimed and unpaid dividends of Rs. 3,512,513/-. Further, 20800 corresponding shares on which dividends were unclaimed for seven consecutive years were transferred as per the requirements of the IEPF Rules.years were transferred as per the requirements of the IEPF Rules.

The Directors also thank HDFC Bank for their cooperation and support. We would like to thank all our client, partners, vendors and other business associates for their continued support and encouragement during the year. We also thank the Government of India, Government of Karnataka Ministry of Corporate Affairs, Central Board of Indirect Taxes and Customs, Income Tax Department and all other regulatory agencies for their assistance and co-operation during the year and look forward to their continued support in the future.

On behalf of the Board of Directors For Mac Charles (India) Limited

sd/sd/-

P B Appiah Sartaj Sewa Singh Director Whole- Time Director DIN: 00215646 DIN:

Date: June 03,2021 Place: Bengaluru Registered office Website site and Email ID: #72/4, 1[st] Floor, Cunningham Road, Bangalore-560 052 www.maccharlesindia.com investor.relation@maccharlesindia.com

39. HUMAN RESOURCES:

During the year under review, the Company has 07 employees.

40. ACKNOWLEDGEMENTS:

Your Directors are grateful to the Shareholders for their support and co-operation extended to the Company for many years.

25

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

AOC-1

(pursuant to first proviso to sub-section (3) of section 29 read with Rule 5 of Companies (Accounts) Rules, 2014) Statement containing salient features of the financial statement of Subsidiaries, Associate Companies / Joint Ventures

Part “A”: Subsidiaries :

Name	Airport Golf view Hotels & Suites Pvt. Ltd.., Kochi	Blue Lagoon Real Estates Pvt. Ltd.	Neptune Real Estates Pvt. Ltd.
Reporting Period	2020-21	2020-21	2020-21
Share Capital (In Rupees)	2,99,88,000	5,00,000	5,00,000
Reserves & Surplus	(37,53,527)	(38,66,759)	(12,23,81,749)
Total Assets	4,94,68,931	26,76,36,496	12,01,57,638
Total Liabilities	2,32,34,458	27,10,03,255	24,20,39,387
Turnover	4,72,40,527	-	-
Profit before taxation	(37,03,958)	(10,09,729)	(6,80,459)
Profit after taxation	(37,03,958)	(10,09,729)	(6,80,459)
Proposed Dividend	NIL	NIL	NIL
% Share Holding	100%	100%	100%

Part “B”: Associates and Joint Ventures: Not Applicable

On behalf of the Board of Directors

For Mac Charles (India) Limited

sd/sd/P B Appiah Sartaj Sewa Singh Director Whole-time Director DIN:00215646 DIN: 01820913

Place: Bengaluru Date: June 03,2021 Registered office Website site and Email ID: #72/4, 1st Floor, Cunningham Road, Bangalore-560 052 www.maccharlesindia.com investor.relations@maccharlesindia.com

26

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

FORM NO. AOC -2

(Pursuant to clause (h) of sub-section (3) of section 134 of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014)

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

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

SL. No.	Particulars	Details	Details
a)	Name (s) of the related party & nature of relationship	Embassy Property Developments Pvt. Ltd.
b)	Nature of contracts/arrangements/transaction	Inter Corporate Loan	Turnkey Contract for construction of commercial tower and end to end delivery ofproject.
c)	Duration of the contracts/arrangements/transaction	Within 5 years from the date of last disbursement subject to extension by such period as may be mutually agreed upon by the parties without any further approval fromthe shareholders	Minimum 3 years
d)	Salient terms of the contracts or arrangements or transaction including the value, if any (in millions)	Rs.100 Crores	Turnkey contract value ranging from 500 crore (Rupee Five hundred crore) with possible escalation of not exceeding 30% i.e. 650 crores (Rupee Six hundredfifty crore)
e)	Justification for entering such contracts or arrangements or transactions	The company must borrow funds for project construction and development, in this regard as promoter margin/ requirement, holding company may have to lend to the Company to the extent of Rs.100 Crores	Company is in the process of entering into a Turnkey Contract for construction of commercial tower and end to end delivery of project with EPDPL incorporating the broad terms as mentioned above.
f)	Date of approval bythe Board	26.06.2020	11.11.2020
g)	Amountpaid as advances if any	NIL	NIL
h)	Date on which the special resolution was passed in General meeting as required under first proviso to section 188	13.08.2020	30.12.2020

27

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

1. Details of contracts or arrangements or transactions at Arm’s length basis. (Rs. In Millions)

Since all Related Party Transactions entered by your Company were in the ordinary course of business and on an arm’s length basis, therefore, details required to be provided in the hereunder is not applicable to the Company. Necessary disclosures required under the Ind AS 24 have been made in Note No. 38 of the Notes to the Financial Statements for the year ended March 31, 2021.

On behalf of the Board of Directors

For Mac Charles (India) Limited

sd/- sd/P B Appiah Sartaj Sewa Singh Director Whole-time Director DIN:00215646 DIN: 01820913

Place: Bengaluru Date: June 03,2021 Registered office Website site and Email ID: #72/4, 1st Floor, Cunningham Road, Bangalore-560 052 www.maccharlesindia.com investor.relations@maccharlesindia.com

28

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Form No. MGT-9

EXTRACT OF ANNUAL RETURN As on the financial year ended on March 31, 2021

[Pursuant to section 92 (3) of the Companies Act, 2013 and rule 12(1) of the companies (Management and Administration) Rules, 2014]

I. REGISTRATIONAND OTHER DETAILS:

• i. CIN: L55101KA1979PLC003620

• ii. Registration Date: September 28, 1979

• iii. Name of the company: Mac Charles (India) Limited

• iv. Category / sub – category of the company: Company limited by shares / Indian Non- Government Company

• v. Address of the Registered office and contact details:

Le Meridien- #72/4, 1st Floor, Cunningham Road, Bangalore-560 052 Tel :080-4179 9999 Fax :080-22286912 Email : investor.relations@maccharles.com Website: www.maccharlesindia.com

• vi. Whether listed company: Yes

vii. Name, Address and contact details of registrar and Transfer Agent, if any

BgSE Financials Limited Registrar &Transfer Agent (RTA Division) No. 51, 1[st] Cross, J. C. Road, Bengaluru - 560 027. Tel :080-41329661 Fax :080-41575232 Email :avp_rta@bfsl.co.in

viii. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

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

Sl. No	Name and Description of mainproducts /	NIC code of theproduct/	% to total turnover of the
1	Sale of Wind Power	9983324	30%
2	Rental Income	9972112	56%

29

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

PARTICULARS OF HOLDING, SUBSIDIARYANDASSOCIATE COMPANIES:

			HOLDING/	% of
Sl.	NAMEANDADDRESS
		CIN/ GLN	SUBSIDIARY/	shares	Applicable
No	OFTHE
			ASSOCIATE	held	Section
	COMPANY
1.	Airport Golf View Hotels and Suites Private Limited Xi/447viproadmekkad po nedumbassery Ernakulam Kerala, India	U55101KL2003PTC015864	Subsidiary	100	2(87)
2.	Blue Lagoon Real Estates Pvt. ltd. 1stFloor, Embassy Point, 150 Infantry Road, Bangalore – 560001	U70102KA2006PTC041222	Subsidiary	100	2(87)
3.	Neptune Real Estates Pvt. Ltd. 1stFloor, Embassy Point, 150 Infantry Road, Bangalore – 560001	U70102KA2007PTC041412	Subsidiary	100	2(87)

30

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

IV. SHARE HOLDING 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	% Chan ge durin gthe year
				%of	Demat	Physic al	Total	%of Total Shares
	Demat	Physica	Total	Total
		l		Shares
A. Promoters
(1) Indian
a) Individual / HUF	48,835	-	48,835	0.37	48,835	-	48,835	0.37	-
b) Central Govt.					-	-	-	-	-
c) State Govt(s)					-	-	-	-	-
d)Bodies Corp.	96,16,952	-	96,16,952	73.41	96,16,952	-	96,16,952	73.41	-
e)Banks / FI					-	-	-	-	-
f)AnyOther…..					-	-	-	-	-
Sub-total(A) (1) :	96,65,787	-	96,65,787	73.78	96,65,787	-	96,65,787	73.78	-
(2) Foreign
a)NRIs - Individuals	1,60,000	-	1,60,000	1.22	1,60,000	-	1,60,000	1.22	-
b)Other - Individuals					-	-	-	-	-
c)Bodies Corp					-	-	-	-	-
d)Banks / FI					-	-	-	-	-
e)Any Other					-	-	-	-	-
Sub-total(A) (2):	1,60,000	-	1,60,000	1.22	1,60,000	-	1,60,000	1.22	-
Total Shareholdingof Promoter (A)=(A)(1)+(A)(2)	98,25,787	-	98,25,787	75	98,25,787	-	98,25,787	75	-
B. Public Share –
1. Institutions
a)Mutual Funds					-	-	-	-	-
b)Banks / FI					-	-	-	-	-
c)Central Govt.					-	-	-	-	-
d) State Govt(s)					-	-	-	-	-
e)Venture Capital Funds					-	-	-	-	-
f)Insurance Companies					-	-	-	-	-
g)FIIs	176	3200	3376	0.03	-	3200	3200	0.02	-

31

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

h) Foreign Venture Capital Funds					-	-	-	-	-
i)Others(Specify)	-	-	-		-	-	-	-	-
Sub-total(B)(1):	176	3,200	3376	0.03	-	3200	3200	0.02	0.01
2. Non-Institutions
a) Bodies Corp.	977554	3700	981254	7.49	976837	2750	979587	7.48	(0.01)
i)Indian					-	-	-	-	-
ii) Overseas					-	-	-	-	-
b)Individuals					-	-	-	-	-
i) Individual share- holders holding nominal share capital up to Rs. 2 lakh	836383	550555	1386938	10.59	820715	521505	1342220	10.25	(0.34)
ii) Individual share holders holding nominal share capital in excess of Rs.2 lakh	335066	-	335066	2.56	357668	-	357668	2.73	0.56
c) Others (specify)	28900	1520985	1549885	11.83	1547367	24810	1572177	12.00	0.17
Clearing members/Brokers	160	-	160	0.00	704	-	704	0.01	0.01
NRIs/FNs	24,543	25200	49743	0.38	32102	22150	54252	0.41	0.38
Trust/HUF	143678	-	143678	1.10	141784	-	141784	1.08	(0.02)
Investor Education Protection Fund	375050	-	375050	2.86	395850	-	395850	3.02	0.16
Sub-total (B)(2)	2692434	579455	3271889	24.97	2692434	579455	3271889	24.98	0.01
Total Public Shareholding (B) = (B)(1) + (B)(2)	2692610	582655	32,75,265	25.00	26,92610	582655	32,75,265	25.00	-
C. Shares held by Custodian for GDRs &ADRs	-	-	-	-	-	-	-	-	-
GrandTotal (A+B+C)	12515197	585855	1,31,01,052	100	12515197	585855	1,31,01,052	100	0

32

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

ii.) Shareholding of Promoters:

		Shareholding at the beginning of the	Shareholding at the beginning of the	Shareholding at the beginning of the	Shareholdingat the end of theyear	Shareholdingat the end of theyear	Shareholdingat the end of theyear
Sl.	Share- hld’	~~year~~ No. of	%of total	%of Shares	No. of	%of total	%of Shares
No .	oers Nam e	Shares	Shares of the	Pledged/ encumber ed to total	Shares	Shares of the Company	Pledged/ encumbere
			Compa				d
				shares
			ny				To total
							shares
1	C B PARDHANANI	1,60,000	1.22	0	1,60,000	1.22	0	0
2	JITENDRA M VIRWANI	48,835	0.37	0	48,835	0.37	0	0
3	EMBASSY PROPERTY DEVELOPMEN TS PRIVATE LIMITED	96,16,952	73.41	96,16,952	96,16,952	73.41	96,16,952	0
	Total	98,25,787	75.0	96,16,95	98,25,787	75.00	96,16,952	0

Change in Promoters ’Shareholding

		Shareholdingat the beginning of the	Shareholdingat the beginning of the	Cumulative Shareholding during the	Cumulative Shareholding during the
Sl.
			%of total shares		% of total shares
No		No. of Shares		No. of Shares
			of the		of the
		No Change
	Total

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

Sl. No.	Name of the shareholder	Shareholding at the year a	the beginning of s on 01.04.2020	Cumulative Shareholding end of the year as on 31.03.2021	Cumulative Shareholding end of the year as on 31.03.2021
		No of Shares	% of total Shares of the Company	No of shares	% of total Shares of the
1.	Rajasthan Gum Private Limited	650000	4.86	716890	5.47
2.	Investor Education and Protection Fund	375050	2.86	395850	3.02
3.	Kachasa Investments	207700	1.59	207700	1.59
4.	Edelweis Custodial Services Limited	122951	0.94	120951	0.92
5.	Indianivesh Capital Limited	66890	0.51	70	0.00
6.	PEEYUSH MAKHIJA	60000	0.46	60000	0.46
7.	NIKITA MAKHIJA	59928	0.46	59928	0.46
8.	PRITI DEVI	37000	0.28	37000	0.28

33

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

9.	DRISHTI MAKHIJA	37000	0.28	37000	0.28
10.	HARISH KUMAR	37000	0.28	37000	0.28
11.	DAULAT BULCHAND CHABBRIA	35717	0.27	36719	0.28

iv.) Shareholding of Directors and Key Managerial Personnel:

		Shareholding at	Shareholding at	Cumulative	Cumulative
		the beginning of		Shareholding
Sl.
		the year		during the year
No
.			% of total		% of total
		No. of		No. of
		Shares	shares of	Shares	shares of
			the		the
			company		company
1	At the beginningof theyear	110	-	110	-
2	Date wise Increase / Decrease in Promoters Shareholding during the year specifying the reasons for increase / decrease (e.g. allotment / transfer / bonus / sweat equity, etc.)	-	-	-	-
3	At the End of the year	110	-	110	-

V. INDEBTEDNESS:

Indebtness of the Company including interest outstanding/accrued but not due for payment.

(Rupees in Millions)

	Secured	Unsecured
			Deposits	Total
	Loans	Loans		Indebtedness
	excluding
	deposits
Indebtedness at the beginning of the financialyear
i.) Principal Amount	1207.75	-	86.19	1293.94
ii.) Interest due but not paid	-	-	-	-
iii.) Interest accrued but not due	4.50	-	-	4.50
Total (i + ii + iii)	1212.25	-	86.19	1298.44
Change in Indebtedness during theFY		-
•Addition	17.08	-	1.50	18.58
•Reduction	21.72	-	0.41	22.13
Net Change		-
Indebtedness at the end of the financial		-
i.) Principal Amount	1203.11	-	87.28	1290.39
ii.) Interest due but not paid		-
iii.) Interest accrued but not due	5.67	-		5.67
Total (i + ii + iii)	1208.78	-	87.28	1296.06

34

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

VI. REMUNERATION OFDIRECTORSAND KEY MANAGERIAL PERSONNEL:

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

Sl.		Sartaj	Suresh
	Particulars of
No	Remuneration	Sewa	Kumar
.		Singh	Badlaney –
			Manager
			(till
			Jan,2021
1.	Gross Salary:
	a)Salaryasperprovisions contained in section 17(1)of the Income-	91,66,667	31,50,000
	b)Value ofperquisites u/s 17(2)Income-tax Act,1961	-	-
	c)Profits in lieu of salaryunder section 17(3)Income-tax Act,1961	-	-
2.	Stock Option	-	-
3.	Sweat Equity	-	-
4.	Commission -as 0.20% of profit ~~-~~ ~~otherssecif~~	-	-
5.	~~py~~ Others, please specify	37,424	3181187
	Total(A)	92,04,091	63,31,187

B. Remuneration to other directors:

S.No	Particulars	Appiah
			Suresh	Tanya	P.R.	Aditya
.		Palecand
			Vaswani	Girdhar	Ramakrishn	Virwani
		a
					an
		Bopanna
	1. Independent Directors	Rs.	Rs.	Rs.	Rs.	Rs.
	• Fee for attending board, committee meetings	210000	180000	210000	210000	90000
	•Commission	-	-	-	-	-
	•Others, please specify-	3,60,000	-	-	-	-
	Total (1)	5,70,000	180000	210000	210000	90,000
	2. Other Non-Executive Directors
	• Fee for attending board, committee meetings	-	-	-	-	-
	•Commission	-	-	-	-	-
	•Others-Commission	-	-	-	-	-
	Total (2)	-	-	-	-	-
	Total (B) = (1 + 2)	5,70,000	180000	210000	210000	90,000
	Total Managerial Remuneration	-	-	-	-	-
	Overall Ceiling as per the Act	-	-	-	-	-
	Fee for attending board committee meetings	-	-	-	-	-

35

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

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

Sl.		Company		Company
	Ptil f		CFO		Total
No	arcuars o	Secretary till		Secretary
	Remuneration
.		June 30,2020		from
				*July,2020 **
1.	Gross salary a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961	12,47,250	11,02,800	23,50,050	4700100
	b) Value ofperquisites u/s17(2)Income-tax	-	-	-	-
	c) Profits in lieu of salary under section 17(3)	-	-	-	-
2.	Stock Option	-	-	-	-
3.	Sweat Equity	-	-	-	-
4.	Commission	-	-	-	-
	-as 1% of profit -others, specify	-	-	-	-
5.	Others, please specify	28,09,356	37,424	3,80,000	3226780
	Total	40,56,606	11,40,224	27,30,050	7926880

*on deputation from Holding Company and no cross w.r.t. same. VII. PENALTIES / PUNISHMENT/ COMPOUNDING	*on deputation from Holding Company and no cross w.r.t. same. VII. PENALTIES / PUNISHMENT/ COMPOUNDING	*on deputation from Holding Company and no cross w.r.t. same. VII. PENALTIES / PUNISHMENT/ COMPOUNDING	OF OFFENCES:
	Section of		Details of Penalty /	Authority	Appeal
Type	the	Brief Description	Punishment /	(RD /	made, if
	Companies		Compounding fees	NCLT	any (give
	Act		imposed	/ COURT	Details)
A. COMPANY
Penalty	-	-	-	-	-
Punishment	-	-	-	-	-
B. DIRECTORS
Penalty	-	-	-	-	-
Punishment	-	-	-	-	-
C. OTHER OFFICERS IN DEFAULT
Penalty	-	-	-	-	-
Punishment	-	-	-	-	-

On behalf of the Board of Directors For Mac Charles (India) Limited

sd/- sd/-

P B Appiah Sartaj Sewa Singh Director Whole-time Director DIN: 00215646 DIN: 01820913

Place: Bengaluru Date: June 03,2021 Registered office & Website site and Email ID #72/4, 1st Floor, Cunningham Road, Bangalore-560 052 www.macharlesindia.com investor.relations@maccharlesindia.com

36

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

FORM NO. MR-3 SECRETARIAL AUDIT REPORT

For the Financial Year ended March 31, 2021

Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

To The Members, Mac Charles (India) Limited No 72/4, 1st Floor, Cunningham Road Bangalore-560052

I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Mac Charles (India) Limited (hereinafter called “the Company”) incorporated on September 28, 1979 having CIN L55101KA1979PLC003620 and Registered Office at No 72/4, 1[st] Floor, Cunningham Road, Bangalore-560052 for the Financial Year ended on March 31, 2021 . 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 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, 2021 complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliancemechanism in place to the extent, in the manner and subject to the reporting made 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, 2021 cording 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;

and Bye-laws framed thereunder;

  - (iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;

• (v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):,

• (a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

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

• (c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;

• (d) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999;

• (e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;

• (f) The Securities and Exchange Board of India (Registrars to Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client;

• (g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009;

• (h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998;

   - The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 with effect from December 1, 2015
  

• (i)

• (j) The Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018

• (iii) The Depositories Act, 1996 and the Regulations

37

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

I have relied on the representation made by the Company and its officers for the systems and the mechanism formed by the Company for the compliances under the applicable Acts/laws and regulations to the Company. The list of major head/groups of Acts/laws and regulations applicable to the Company are furnished below :

1. The Real Estate (Regulation and Development) Act, 2016

2. The Land Acquisition Act, 2013

3. The Indian Easement Act, 1882

4. The Right to Fair Compensation and Transparency in Land Acquisition, Rehabilitation and Resettlement Act, 2013

5. The Registration Act, 1908

6. The Transfer of Property Act, 1882

7. The Specific Relief Act, 2013

business:

1. Postal Ballot which concluded on August 13, 2020

1. Ordinary Resolution:

Borrowing in the form of Inter corporate Deposits/Loans for a sum not exceeding Rs 100 crore (Rupees One Hundred Crore) from Embassy Property Developments Private Limited) a related party and holding company , pursuant to the provisions of Regulation 2(zc) and 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, Section 179, 180 and 188 and other applicable provisions, if any, of the Companies Act, 2013, (the “Act”), Rule 15 of the Companies (Meeting of the Board and its powers) Rules, .

2. Special Resolution:

1. The Indian Stamp Act, 1899

2. The Indian Contract Act, 1872

3. Foreign Exchange Management Act, 1999

4. The Indian Evidence Act, 1872

5. The Electricity Act, 2003

6. The Electricity Rules, 2005

7. National Electricity Policy, 2005’

8. National Tariff Policy, 2016

9. CERC (Regulation and Power Supply) Regulation, 2010

10. CERC (Power Market) Regulation, 2010

11. The Indian Electricity Rules, 1956

12. The Energy Conservation Act, 2001

I have also examined compliance with the applicable clauses of the following:

• (i) Secretarial Standards issued by The Institute of Company Secretaries of India: Applicable with effect from July 1, 2015

• (ii) The Listing Agreement entered into by the Company with BSE Limited and the provisions of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

• (iii) During the period under review, the Shareholders of the Company have approved by passing necessary resolutions through the postal ballot in respect of the following matters, aspects and items of

(DIN: 01820913) as the Whole Time Director of the Company for a period of two years with effect from June 26, 2020 and approved/ ratified his remuneration pursuant to the provisions of Section 196, 197, 198, 200, 202 and 203 and other applicable provisions, if any, of the Companies Act 2013 (“Act”) read with Section II of Part II of Schedule V and other applicable provisions, if any, of the Act, the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

3. Special Resolution

Approved the reappointment of Mrs. Tanya John as an Independent Director for a term of five years upto September 28, 2025 pursuant to the provisions of Sections 149 and 152 read with Schedule IV and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) and the Companies (Appointment and Qualification of Directors) Rules, 2014 and the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

1. Postal Ballot which concluded on December 30, 2020:

Ordinary Resolution:

Approval for appointment of Embassy Property Developments Private Limited (“EPDPL”), a related

38

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

party, as Turnkey contractor for construction of commercial tower situated at Sankey Road, Bangalore having an estimated turnkey contract value of Rs. 500 crores (Rupees Five Hundred Crores) with possible escalation cost not exceeding by 30% (Thirty per cent) i.e. Rs 650 crore (Rupees Six hundred fifty crore), , pursuant to the provisions of Section 188 of the Companies Act, 2013, Rule 15 of the Companies (Meeting of the Board and its Powers) Rules, 2014 and Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 .

3. Postal Ballot which concluded on March 09, 2021 Special Resolution:

Approved the Issuance of Non-Convertible Debentures (“NCDs”) by private placement in one or more tranches, for a period of one year from the date of passing of this resolution, provided that the outstanding amounts of all such NCDs at any time during the period shall not exceed Rupees 650 Crores (Indian Rupees Six Hundred and Fifty Crores). pursuant to the provisions of Section 23, 42, 71 and other applicable provisions, if any, of the Companies Act, 2013 ("Act") read together with the Companies (Prospectus and Allotment of Securities) Rules, 2014, including any modification, amendment, substitution or re-enactment thereof, for the time being in force and the provisions of the SEBI (Issue and Listing of Debt Securities) Regulations, 2008 and Memorandum and Articles of Association of the Company.

Further during the period under review, the Company has shifted its Registered Office within the local limits from 28, Sankey Road, Bangalore-560052 to No 72/4, 1st Floor, Cunningham Road, Bangalore-560052, after complying with the necessary formalities and procedure prescribed under Section 12 of the Companies Act, 2013.

During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above, subject to the following:

1. Compliance with the provisions of Regulation 39(4) and Schedule VI of SEBI LODR relating to unclaimed shares:

The company is having in its possession 636 share certificates covering 31,800 equity shares, which were sent to the concerned shareholders upon issue and were returned undelivered. Company has not complied with the provisions of Regulation 39(4) read with Schedule VI of SEBI LODR relating to unclaimed shares.

Management Response:

While the SEBI regulation referred to above, has not stipulated any timelines for completion of the formalities, company had drawn out plans but could not implement the steps owing to 2[nd] wave and spread of COVID-19 pa ~~nd~~ emic. However, Company is going to initiate the required action as soon as the normalcy is restored

2. Delay in issue of duplicate share certificate:

Company has not issued the duplicate share certificates to the applicants in a few cases, within the timelines specified under Rule 6(2) (c) of Companies (Share Capital and Debenture) Rules, 2014 and Regulation 39 of SEBI LODR (Data awaited).

Management response:

Company has intimated the stock exchange about the receipt of request for issue of duplicate share certificates. Company could not complete the issue of duplicate share certificates to the applicants owing to 2nd wave and spread of COVID-19 pandemic. However, Company is going to initiate the required action as soon as the normalcy is restored

I further report that:

The Board of Directors of the Company is duly constituted with proper balance of Non-Executive Directors and Independent Directors including the woman director. 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 sent in advance as per the requirement of the regulations, and a system exists for seeking and obtaining

39

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

Majority decisions are carried through recorded as part of the minutes-All the resolutions were passed unanimously

I further report that based on review of compliance mechanism established by the Company, I am of the opinion that the Company has 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.

I further report that:

owing to complete lockdown, curfew and restrictions imposed by the Government of India, Government of Karnataka, Government of Maharashtra and respective Municipal Corporations owing to the spread of COVID 19 pandemic, I have not been able to visit the office of the Company to verify certain physical and original records and under the circumstances, I have relied on the email communications and scanned copies of some of the documents made available to me, during the course of secretarial audit. Company has agreed to make available the original records as soon as the lock down is lifted, and normalcy of operations is restored.

Sd/-

UMESH P MASKERI PRACTICING COMPANY SECRETARY COP No. 12704 FCS No 4831 ICSI UDIN F004831C000414306 (Note: This document has been digitally signed) Place: Mumbai Date: June 3, 2021

PRACTICING COMPANY SECRETARY COP

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

40

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

ANNEXURE I

To

The Members, Mac Charles (India) Limited No 72/4, 1st Floor, Cunningham Road Bangalore-560052

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

1. Maintenance of secretarial records is the responsibility of the management of the Company. My responsibility is to express an opinion on these secretarial records based on our audit.

2. I 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. I believe that the processes and practices, we followed provide a reasonable basis for our opinion.

3. I have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.

4. Wherever required, I have obtained the management representation about the compliance of laws, rules and regulations and happening of events etc.

5. The compliance of the provisions of corporate and other applicable laws, rules, regulations, standards is the responsibility of management. My examination was limited to the verification of procedures on test basis.

6. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.

Sd/-

UMESH P MASKERI PRACTICING COMPANY SECRETARY COP No. 12704 FCS No 4831

Place: Mumbai Date: June 3, 2021

41

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

CORPORATE GOVERNANCE REPORT

The Directors of the Company present the Company’s Report on Corporate Governance for the financial year ended March 31, 2021, pursuant to the provisions of Regulation 34 (3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

1. PHILOSOPHY OF CORPORATE GOVERNANCE

The essence of corporate governance is about maintaining the right balance between economic, social, individual and community goals. Your Company adheres to good corporate governance practices in all its business processes. Your Company is focused on enhancement of long-term value creation for all stakeholders without compromising on integrity, social obligations, environment and regulatory compliances. Our actions are governed by our values and principles, which are reinforced at all levels of the organization. In addition to the compliance with regulatory requirements, your Company has a code of conduct for its employees including the Directors and Key Managerial Personnel. The terms of appointment of the Independent Directors of the Company suitably incorporates the duties of Independent Directors as laid down in the Companies Act, 2013 and is also available on the website of the Company.

For your company, good corporate governance is a synonym for sound management, transparency and disclosure, encompassing good corporate practices, procedures, standards and implicit rules which propel a Company to take sound decisions, thus maximizing long term shareholder value without compromising on integrity, social obligations and regulatory compliances. As a company with a strong sense of values and commitment, your company believes that profitability must go hand in hand with a sense of responsibility towards all stakeholders. This is an integral part of Mac Charles’s business philosophy. The cardinal principles such as independence, accountability, responsibility, transparency, trusteeship and disclosure serve as means for implementing the

philosophy of Corporate Governance. These principles guide the Board to make decisions that are independent of the Management. The Company is committed to focus its energies and resources in creating and positively leveraging the shareholder’s wealth and, at the same time, safeguarding the interest of all the stakeholders. This is our path to sustainable and profitable existence and growth.

The Company has adopted the requirements of Corporate Governance as specified under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), as amended from time to time, the disclosure requirements of which are detailed herein.

2. BOARD OF DIRECTORS

The Board is the focal point and custodian of corporate governance for the Company. The primary role of the Board is that of trusteeship to protect and enhance shareholder value through strategic supervision of the Company and its subsidiaries. The company recognizes and embraces the benefits of having a diverse board and sees increasing diversity at Board level as an essential element in maintaining a competitive advantage. A truly diverse Board will include and make good use of differences in the skills, regional and industry experiences, background, gender and other distinctions between directors. These differences will be considered in determining the optimum composition of the Board and when possible, will be balanced appropriately.

• The size and composition of Board as on March 31, 2021 is as under:

Category	Number of Directors	%
Independent Directors (including one woman director)	3	50
Non-Executive Non Independent Directors	2	33

42

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Executive and Whole Time Director	1	17
Total	6	100

The composition of the Board is in compliance with the requirements of Companies Act, 2013 (“Act”) and Regulation 17 of the Listing Regulations. The profile of the Directors can be accessed on the Company’s website at www.maccharlesindia.com.

The company requires skills, expertise, competencies in the area of strategy , finance, accounting, economics, legal, investment in financial products, regulatory matters and customer servicing, especially in the business of hospitality, real estate and constructions to efficiently carry on its core business such as running five star hotel, investments, wind mill operations, real

estate and construction. All the above required skills, expertise, competencies are available with the Board of Directors.

The Board is satisfied that the current composition of Board reflects a judicious mix of knowledge, skills, experience, maturity, expertise, diversity and independence. The Board provides leadership, strategic guidance, objective and independent view to the Company’s management while discharging its fiduciary responsibilities, thereby ensuring that the management adheres to high standards of ethics, transparency and disclosure. The Board periodically evaluates the need for change in its size and composition.

The details of each member of the Board as on March 31, 2021 are provided herein below:

Sl No	Name of the Director	Category of Director ship	No of other Director Ships (1)	No of Committees positions held (2)	No of Committees positions held (2)	No of shares held in the Company	Directors in other listed entities (Category of Director ship)
				Chair Person	Member
1.	Mr. P B Appiah	Independent Non Executive	1	1	4	Nil	Nil
2.	Mr. Suresh Vaswani	Independent Non Executive	Nil	Nil	1	Nil	Nil
3.	Mrs. Tanya John	Independent Non Executive	Nil	Nil	4	Nil	Nil
4.	Mr. P R Ramakrishnan	Non Independent Non Executive	9	Nil	4	110	Nil
5.	Mr. Aditya Virwani	Non- Independent Non Executive	16	Nil	Nil	Nil	Nil
6.	Mr. Sartaj Sewa Singh	Whole-time director	1	NIL	NIL	NIL	NIL

Notes:

43

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

There are no inter se relationship between the Board members

• (1) Excludes directorship in Mac Charles (India) Limited and includes all Directorships in private / public companies.

• (2) Pertains to membership/Chairmanship of the Board Committees of Indian Companies including • Mac Charles (India) Limited.

None of the Directors held directorship in more than 7 listed companies. Further, none of the Independent Directors (“ID”) of the Company served as an ID in more than 7 listed companies.

None of the Directors held directorship in more than 20 Indian Companies, with not more than 10 public limited companies.

None of the Directors is a member of more than 10 committees or chairperson or more than 5 committees across all the public limited companies in which he/she is a Director. As per Listing Regulations, only membership of Audit Committee and Stakeholders Relationship Committee have been taken into consideration for the purpose of ascertaining the limit. The Independent Directors (ID) are not related to any of the Non-Executive Directors.

All the IDs have been appointed as per the provisions of the Act and Listing regulations. Formal letters of appointment have been issued to the IDs. In the opinion of the Board, all Independent Directors of the Company are persons of integrity and possess relevant expertise and experience and do not hold any equity share or /voting power in the Company. They are not related to any of the promoters, Directors, holding, subsidiary or associate companies.

The Company has received necessary declaration from each of the Independent Directors, under Section 149(7) of the Companies Act, 2013, that he / she meets

the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 and Regulation 16 of SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015.

The Company does not have a permanent Chairman.

Changes in the Board Composition

During the financial year 2020-21, there have been no changes in the composition of the Board. However:

• a) Mr. C.B. Pardhanani due to his indifferent health , was not in a position to attend any of the meetings held after his re-appointment dated 18[th] May,2019 accordingly he ceased to be a Director effective 26th June, 2020.

• b) Mr. Sartaj Sewa Singh (DIN 01820193) has been appointed as a Whole Time Director of the Company effective 26th June, 2020.

• c) Ms. Chandana Naidu was appointed as Company Secretary and Compliance Officer of the Company w.e.f. July 01, 2020 on the place of Mr. M.S. Reddy, who has resigned w.e.f. June 30, 2020

• Term of Board Membership

Currently the Board comprises of a mix of Executive, Non-Executive Directors and Independent Directors. Non-executive directors, who are not independent directors, are subject to retirement by rotation. Independent Directors are appointed for an initial term of five years and they are eligible to be appointed for one more term 5 years, subject to prior approval of the Shareholders by a special resolution.

Selection and appointment of new director

The Nomination and Remuneration committee determines the exact skill requirements of the Directors and selects the candidates for this purpose whenever the occasion arises for appointment/renewal of a Director.

• Meeting of Independent Directors

44

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

During the year under review, Independent directors met once i.e 30[th] March, 2021, which was attended by all the Independent Directors.

• Meeting and attendance of Board of Directors

Attendance of directors at the Annual General Meeting (AGM) and Board Meetings during FY 2020-21 are furnished below:

S.No	Name of Director	26th June, 20	31st July, 20	11th Nov., 20	05th Feb, 21	% of attend ance	AGM on 16-09-20
1.	P B Appiah	P	P	P	P	100	P
2.	Tanya John	P	P	P	P	100	P
3.	Suresh Vaswani	P	P	P	P	100	P
4.	P R Ramakrishnan	P	P	P	P	100	P
5.	Aditya Virwani	P	P	A	P	80	P
6.	Sartaj Singh	NA	P	P	P	100	P
P indicates Present, A indicates Absent and NA means not eligible

Four Board meetings were held during the year under review and the gap between two meetings did not exceed 120 days.

due to disruption caused by COVID 19, Ministry of Corporate Affairs (MCA) vide its Notifications dated 19th March, 2020 and March 24, 2020 and the Securities and Exchange Board of India (SEBI) vide its Circular dated March 19, 2020 has provided with relaxation of conducting Board meeting with a gap of maximum of 180 days.

• A chart of matrix setting out the list of core skills/expertise/competence identified by the board as required in the context of business and sectors:

S No	Name of Director	Available core skills, expertise and competence as required in the context of business of the Company for each Director
1.	P B Appiah	He is B.Com Graduate and L.L.B Practicing as an Advocate in High Court of Karnataka and other Courts and before Arbitral Tribunals since 1987. Expertise / core competence in Corporate, Commercial, Property, Civil and Family Laws, both as an advocate and as a litigation practitioner.
2.	Tanya John	MBA from St. Joseph’s College of Business Admin, India and an MSc in Supply Chain Management from Heriot Watt University, Scotland, UK. An internationalist witha diverse backgroundin marketing and supply

45

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

S No	Name of Director	Available core skills, expertise and competence as required in the context ofbusiness of the Company for each Director
		chain management. Tanya John, a strategic marketing consultant, has been a consultant with various corporations including companies in hospitality technology, marketing and more. In 2005, she founded Attain LLC, dedicated to event and conference management. She was also a founding Board Member of Tsunami Relief Inc., a charitable corporation created to provide emergency support for the victims of the 2005 tsunamis that devastated parts of Asia. Tsunami Relief Inc has raised over $14 million, for which Tanya was commended by the State of Virginia.
3.	Suresh Vaswani	He is a B.Com graduate and an expert in real estate business both development and marketing in India and abroad.
4.	P R Ramakrishnan	Chartered Accountant by qualification and Executive Director (Finance) of Embassy group of companies. Expertise in Corporate Finance, Investments, Corporate restructuring, merger and amalgamations, taxation having additional domain knowledge and experience in Construction and real estate development
5.	Aditya Virwani	Degree in business administration from the University of Massachusetts, Boston and University of San Francisco Expertise in Real Estate development, construction and infrastructure. Involved in strategy and operations of Embassy Group and its diversified business.
6.	Sartaj Sewa Singh	Bachelor’s Degree in Economics from St. Stephen’s College, Delhi, and an MBA from the Indian Institute of Management, Ahmedabad. With over 35 years of experience in leading multinationals, Mr. Singh joined Embassy Group, Bangalore as President – Hospitality Business in July 2015 and he has represented the ownership in managing operating assets (HiltonatEmbassy Golf Links &FourSeasonsHotel in Bangalore)

• Confirmation in the opinion of the board, the independent directors fulfill the conditions specified in LODR and are independent of the management.

The Board confirms that the independent directors fulfil the conditions specified in LODR and are independent of the management.

• Detailed reasons for resignation by an independent director:

None of the independent Directors of the Company have resigned during the financial year.

• Familiarization Program for Independent Directors

The Board at its meeting held on 26[th] June, 2020 has adopted a revised Familiarization Program for

Independent Directors of the Company. The Program aims to provide insights of the Company to the Independent Directors of the Company by adoption of a structured programme for orientation of Independent Directors enabling them to familiarize with the Company, its operations, business, industry and environment in which the Company functions and the regulatory environment applicable to it.

Periodic presentations are made at the Board and Committee Meetings, on business and performance updates of the Company, operations review, quarterly and annual results, budgets, review of internal audit reports, and action taken reports, statutory compliances, updates and amendments to Companies Act, 2013 and SEBI LODR Regulations, 2015, risk management, operations of subsidiaries and business strategy and risks involved. Such presentations and documents provide an opportunity to the Independent

46

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Directors to interact with the Senior Management Team of the Company and help them understand the Company’s strategy, operations, services, organisation structure, finance, human resources, technology, quality and such other areas as may arise from time to time.

The details of the Familiarisation Programme is available on the website of the Company at www.maccharlesindia.com.

• Performance evaluation

Pursuant to the provisions of the Companies Act, 2013 and Regulation 17(10), 19(4) and Part D of Schedule II of the SEBI (LODR Regulations),a Board Evaluation Policy has been re-framed and approved by the Nomination and Remuneration Committee (NRC) and by the Board at their meeting held on 26[th] June, 2020.

The Board carried out an annual performance evaluation of its own performance, the Independent Directors individually as well as the evaluation of the working of the Committees of the Board through structured questionnaire.

The performance evaluation of all the Directors was carried out by the Nomination and Remuneration Committee. The performance evaluation of NonIndependent Directors was carried out by the Independent Directors.

The purpose of the Board evaluation is to achieve persistent and consistent improvement in the governance of the Company at the Board level. The Board intends to establish and follow “best practices” in Board governance in order to fulfil its fiduciary obligation to the Company.

A structured questionnaire was prepared after taking into consideration inputs received from the Directors, covering various aspects of the Board’s functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations and governance.

The Directors expressed their satisfaction with the evaluation process.

3. REMUNERATION TO DIRECTORS

• The details of remuneration paid to the Directors for the financial year 2020-21 is furnished below:

S. No	Name of Director	Sitting fees	Professio nal fees	Remuner ation
1.	Mr. P B Appiah	2,10,000	3,60,000	-
2.	Mr. Suresh Vaswani	1,80,000	--	-
3.	Mrs. Tanya John	2,10,000	--	-
4.	Mr. P R Ramakrishnan	2,10,000	--	-
5.	Mr. Aditya Virwani	90,000	--	-
6.	Mr. Sartaj Singh	-	--	92,04,091
	Total	9,00,000	3,60,000	92,04,091

• During the year under review, the non- executive directors of the company had no pecuniary relationship or transactions with the Company, other than sitting fee and reimbursement of expenses incurred by them for the purpose of attending meetings of the Board/Committee of the Company and payment of fees towards the services rendered in professional capacity.

• Criteria of making payments to non-executive directors: Non-executive directors of the Company play a crucial role in the independent functioning of the Board. They bring in an external perspective to decision-making and provide leadership and strategic guidance while maintaining objective judgment. They also oversee the corporate governance framework of the Company.

• disclosures with respect to remuneration: in addition to disclosures required under the Companies Act, 2013, the following disclosures are being made:

• (i) all elements of remuneration package of individual directors summarized under major groups, such as salary, benefits, bonuses, stock options, pension etc; Nil

47

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

(ii) details of fixed component and performance linked incentives, along with the performance criteria; Nil (iii) service contracts, notice period, severance fees; Nil (iv) stock option details, if any and whether issued at a discount as well as the period over which accrued and over which exercisable. Nil

4. AUDIT & RISK MANGEMENT COMMITTEE

The Audit and Risk Committee of the Board is constituted in accordance with the provisions of Section 177 of the Companies Act, 2013 and Regulation 18 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, including the scope and terms of reference.

The powers and role of the Audit and Committee are also in consonance with Regulation 18 and Part C of Schedule II of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 177 of the Companies Act, 2013.

The Audit and Risk Management Committee comprises of the following Directors as on March 31, 2021:

1. Mr. P. B. Appiah

2. Mr. Suresh Vaswani

3. Mrs. Tanya John

4. Mr. P R Ramakrishnan

[

Brief description of the terms of reference of Audit and Risk Committee are as under:

The audit and Risk committee shall mandatorily review the following information:

• (1) management discussion and analysis of financial condition and results of operations;

• (2) statement of significant related party;

• (3) management letters / letters of internal control weaknesses issued by the statutory auditors;

• (4) internal audit reports relating to internal control weaknesses; and

• (5) the appointment, removal and terms of remuneration of the internal auditor.

• (6) statement of deviations:

• (a) quarterly statement of deviation(s) including report of monitoring agency, if applicable, submitted to stock exchange(s) in terms of Regulation 32(1).

• (b) annual statement of funds utilized for purposes other than those stated in the offer document/prospectus/notice in terms of Regulation 32(7).

The role of audit and Risk Committee shall be as under:

• (7) oversight of financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible;

• (8) recommendation for appointment, remuneration and terms of appointment of auditors;

• (9) approval of payment to statutory auditors for any other services rendered by the statutory auditors;

• (10) reviewing, with the management, the annual financial statements and auditor's report thereon before submission to the board for approval, with particular reference to:

• (a) matters required to be included in the director’s responsibility statement tobe included in the board’s report in terms of clause (c) of subsection (3) of Section 134 of the Companies Act, 2013;

• (b) changes, if any, in accounting policies and practices and reasons for the same;

• (c) major accounting entries involving estimates based on the exercise of judgment by management;

• (d) significant adjustments made in the financial statements arising out of audit findings;

• (e) compliance with listing and other legal requirements relating to financial statements;

• (f) disclosure of any related party transactions;

• (g) modified opinion(s) in the draft audit report;

• (11) reviewing, with the management, the quarterly financial statements before submission to the board for approval;

• (12) reviewing and monitoring the auditor’s independence and performance, and effectiveness of audit process;

48

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

• (13) approval or any subsequent modification of transactions with related parties;

• (14) scrutiny of inter-corporate loans and investments;

• (15) valuation of undertakings or assets, wherever it is necessary;

• (16) evaluation of internal financial controls and risk management systems;

• (17) reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal control systems;

• (18) reviewing the adequacy of internal audit function

• (19) discussion with internal auditors of any significant findings and follow up there on;

• (20) reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board;

• (21) discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern;

• (22) to look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors;

• (23) to review the functioning of the whistle blower mechanism;

• (24) approval of appointment of chief financial officer after assessing the qualifications, experience and background, etc. of the candidate;

• (25) reviewing the utilization of loans and/ or advances from/investment by the holding company in the subsidiary exceeding rupees 100 crore or 10% of the asset size of the subsidiary, whichever is lower including existing loans / advances / investments existing as on the date of coming into force of this provision.

• (26) To review the Risk Management Plan / Policy

and its deployment within the Company;

• (27) To monitor the effectiveness of the Risk Management Plan / Policy;

• (28) To decide the maximum risk-taking ability of the Company to guide the Board in making new investments;

• (29) To review the major risks of the Company and advise on its mitigation to the Board;

• (30) Such other functions as may be delegated by the Board from time to time.

The Committee met 4 times during the year under review which were held on June 26, 2020, July 31, 2020, November 11, 2020 and February 05, 2021.

The attendance details of the members of this committee are as under:

Name of Director	No of meetin gs held during tenure	No of meeti ngs attend ed	% of attendance
Mr. P B Appiah	4	4	100
Mrs. Tanya John	4	4	100
Mr. Suresh Vaswani	4	4	100
Mr. P R Ramakrishnan	4	4	100

All the recommendations made by the Audit and Risk committee during the year under review were accepted by the Board.

Mr. P B Appiah, Chairman of the Audit and Risk Committee, was present at the last Annual General Meeting held on September 16, 2020.

5. NOMINATION AND REMUNERATION COMMITTEE

As per provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of the SEBI (LODR), the Nomination and Remuneration Committee should

49

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

consist of 3 or more Non-Executive Directors out of which not less than one half shall be Independent Directors. However, the Chairman of the Company can be a member, even if he is an Executive Director, but shall not Chair the Committee.

The composition of the Nomination and Remuneration committee as on March 31, 2021, was as under:

1. Mr. P. B. Appiah

2. Mr. P R Ramakrishnan

3. Mrs. Tanya John

Mr. P B Appiah, Chaired the meeting of this Committee.

Role of committee, inter-alia, includes the following:

• (1) formulation of the criteria for determining qualifications, positive attributes and independence of a director and recommend to the board of directors a policy relating to, the remuneration of the directors, key managerial personnel and other employees;

• (2) formulation of criteria for evaluation of performance of independent directors and the board of directors;

• (3) devising a policy on diversity of board of directors;

• (4) identifying persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, and recommend to the board of directors their appointment and removal.

• (5) whether to extend or continue the term of appointment of the independent director, on the basis of the report of performance evaluation of independent directors.

• (6) recommend to the board, all remuneration, in whatever form, payable to senior management.

The Committee met 1 time during the year under review which was held on June 26, 2020.

The attendance details of the members in respect of the meetings held during the year are as follows:

Name of Director	No of meetings held during the tenure	No of meetings attended	% of attendanc e
Mr. P B Appiah	1	1	100
Mr. P R Ramakrish nan	1	1	100
Mrs. Tanya John	1	1	100

W.e.f. July 01, 2020, Ms. Chandana Naidu, Company Secretary of the Company, is the Compliance Officer of the Company.

Performance evaluation criteria for independent Directors:

The performance evaluation criteria for the Independent Directors is determined by the NRC. An indicative list of parameters and factors on which evaluation was carried out includes participation and contribution by the Director, commitment, effective deployment of knowledge and expertise, integrity and maintenance of confidentiality and independence of behavior and judgement.

6. STAKEHOLDERS RELATIONSHIP COMMITTEE

The Stakeholders’ Relationship Committee was constituted in accordance with the provisions of Section 178 of the Companies Act, 2013 and Regulation 20 and Part D of Schedule VI of SEBI (Listing Obligations and Disclosure Requirements) Resolutions, 2015, including the scope and terms of reference.

The Committee comprises the following members as on March 31, 2021:

50

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

1. Mr. P B Appiah

2. Mr. P R Ramakrishnan

The status of total number of complaints received during the year under review is as follows:

1. Mrs. Tanya John

There is no permanent chairman for this committee.

Mr. P B Appiah, who chaired the meeting of the committee attended the AGM held on September 16, 2020.

The role of the committee shall inter-alia include the following:

• i. Resolving the grievances of the security holders of the listed entity including complaints related to transfer/transmission of shares, non-receipt of annual report, non- receipt of declared dividends, issue of new/duplicate certificates, general meetings etc.

• ii. Review of measures taken for effective exercise of voting rights by shareholders.

• iii. Review of adherence to the service standards adopted by the listed entity in respect of various services being rendered by the Registrar & Share Transfer Agent.

• iv. Review of the various measures and initiatives taken by the listed entity for reducing the quantum of unclaimed dividends and ensuring timely receipt of dividend warrants/annual reports/statutory notices by the shareholders of the company.

The Committee met 1 time during the year under review which was held on March 30, 2021.

Name of Directo r	No of meetings held during the tenure	No of meetin gs attende d	% of attendance
Mr. P B Appiah	1	1	100
Mr.P R Ramakrishn an	1	1	100
Mrs. Tanya John	1	1	100

Sl No	Description	Total Number of Complaints	Total Number of Complaints	Total Number of Complaints
		Received	Resolved	Pending
1	Non-receipt of dividend, KYC updation and transfer /transmission of shares, issue of duplicate share certificate(s)	1	1	Nil

7. GENERAL BODY MEETINGS

The details of the last three Annual General Meetings of the Company are as under:

Financi al Year ended	Day, Date and Time	Venue	Special Resolution s passed
31-03- 2020	Wednesday 16th September,20 20	Video conferencin g	Nil
31-03- 2019	Monday, 26th August, 2019	Hotel Le Meridien, 28, Sankey Road, Bengaluru- 560052	2
31-03- 2018	Monday July 30, 2018		Nil

8. SPECIAL RESOLUTION PASSED DURING THE LAST THREE ANNUAL GENERAL MEETINGS:

• A. No Special Resolutions were passed at the 38[th] Annual General meeting held on July 30, 2018.

• B. Special Resolutions passed at the 39[th] Annual General meeting held on August 26, 2019:

51

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

1. To re-appoint Shri Appiah Palecanda Bopanna (DIN: 00215646) as an Independent Director for a second term of five years upto September 21, 2024:

2. To approve and ratification of inter corporate deposit of Rs. 10 crores granted to Embassy Property Developments Private Limited (“EPDPL”) which is a Holding Company and a related party.

3. C. No Special Resolutions were passed at the 40[th] Annual General meeting held on September 16, 2020.

9. Postal Ballot:

a) Company has conducted the postal ballot during the financial year 2020-21, which opened on 15[th] July, 2020 and closed on 13[th] August, 2020 and has obtained the approval of the shareholders through postal ballot in respect of the following Ordinary/special resolutions:

• 1) Borrowing in the form of inter corporate deposit/loan for of a sum not exceeding INR 100 crore (Rupees One Hundred Crore) from Embassy Property Developments Private Limited (EPDPL), a related party and a holding company. – Ordinary resolution

• 2) Appointment of Mr. Sartaj Sewa Singh as Wholetime Director of the Company for a period of two years and payment of remuneration – Special resolution

• 3) Re-appointment of Mrs. Tanya John as Independent Director of the Company for a term of five years upto 19[th] August, 2025- Special resolution

Details of voting pattern of the resolutions passed through postal ballot which concluded on 13th August, 2020:

Resolution No 1 : Ordinary Resolution :

Borrowing in the form of inter corporate deposit/loan for of a sum not exceeding INR 100 crore (Rupees One Hundred Crore) from Embassy Property Developments Private Limited (EPDPL), a related party and a holding company.

	Postal Ballot	Postal Ballot	% of Total Votes
	No. of Ballots	No. of Votes
Votes in favour of Resolution	24	7,52,304	99.96
Votes Against Resolution	8	321	0.04
Total	32	7,52,625	100
Result:Passed with requisitemajority

Resolution No 2 : Special Resolution :

Appointment of Mr. Sartaj Sewa Singh as Wholetime Director of the Company for a period of two years and payment of remuneration

Postal Ballot	Postal Ballot	% of Total Votes
No. of Ballots	No. of Votes
23	10368861	99.99
10	716	0.01
33	1,03,69,577	100
Passed with requisite majority

Resolution No 3 : Special Resolution :

Re-appointment of Mrs. Tanya John as Independent Director of the Company for a term of five years upto 19th August, 2025

Particulars	Postal Ballot	Postal Ballot	% of Total Votes
	No. of Ballots	No. of Votes

52

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Votes in favour of Resolution	23	10368861	99.99
Votes Against Resolution	10	716	0.01
Total	33	1,03,69,577	100
Result:Passed with requisitemajority

Scrutinizer to the above postal ballot is Mr. Umesh P.Maskeri PCS No. 4831

b) Company has conducted the postal ballot during the financial year 2020-21, which opened on 01[st] December, 2020 and closed on 30[th] December, 2020 and has obtained the approval of the shareholders through postal ballot in respect of the following Ordinary resolution:

1) Approval for appointment of Embassy Property Developments Private Limited (“ EPDPL”), a related party, as Turnkey contractor for construction of commercial tower situated at Sankey Road, Bangalore having an estimated turnkey contract value of Rs. 500 crores (Rupees Five Hundred Crores) with possible escalation cost not exceeding by 30% (Thirty per cent) i.e. Rs 650 crore (Rupees Six hundred fifty crore).

Details of voting pattern of the resolutions passed through postal ballot

Particulars	Postal Ballot	Postal Ballot	% of Total Votes
	No. of Ballots	No. of Votes
Votes in favour of Resolution	22	861531	99.93
Votes Against Resolution	16	588	0.07
Total	48	8,62,119	100
Result:	Passed with requisitemajority

Scrutinizer to the above postal ballot is Mr. Umesh P.Maskeri PCS No. 4831

c)Company has conducted the postal ballot during the financial year 2020-21, which opened on 08[th] February, 2021 and closed on 09[th] March, 2021 and has obtained the approval of the shareholders through postal ballot in respect of the following Special resolutions:

1)Issue of Non-Convertible Debentures upto an amount of Rs.650 Crores.

Details of voting pattern of the resolutions passed through postal ballot

Particulars	Postal Ballot	Postal Ballot	% of Total Votes
	No. of Ballots	No. of Votes
Votes in favour of Resolution	22	10336954	99.9980
Votes Against Resolution	02	202	0.0020
Total	24	1,03,37,156	100
Result: Passed with requisite majority

Scrutinizer to the above postal ballot is Mr. Umesh P.Maskeri PCS No 4831

Procedure for postal ballot:

Postal ballot notices and forms are dispatched, along with postage-prepaid business reply envelopes to registered members / beneficiaries. The same notice is sent by email to members who have opted to receive communication through the electronic mode. The Company also publishes a notice in the newspaper declaring the details and requirements as mandated by the Act and applicable rules. Voting rights are reckoned on the paid-up value of the shares registered in the names of the members as on the cut-off date. Members who want to exercise their votes by physical postal ballot are requested to return the forms, duly completed and signed, to the scrutinizer on or before the close of the voting period. Those using the e-voting option are requested to vote before the close of business hours on the last date of e-voting. The scrutinizer completes his

53

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

scrutiny and submits his report to the Company, and the consolidated results of the voting are announced by the authorized officer. The results are also displayed on the Company website, www.infosys.com, besides being communicated to the stock exchanges, depository and registrar and share transfer agent. The last date for the receipt of postal ballot forms or e-voting is the date on which the resolution would be deemed to have been passed, if approved by the requisite majority.

Quarterly/Half yearly/Annual financial statements are published in the widely circulated newspapers, as per details given below:

Name of the newspaper	Language
Financial Express	English
HosaDigantha	Kannada

10. MEANS OF COMMUNICATION

• Quarterly results

The Company follows April-March as the financial year. The meetings of the Board of Directors for approval of the quarterly financial results for the financial year ended March 31, 2021 were held on the following dates:

Quarter/Period ended	Date of Board meeting
year ended march 31, 2020	26thJune, 2020
Quarter ended June 30, 2020	31stJuly, 2020
Quarter and half year September 30, 2020	11th November, 2020
Quarter ended December 31,2020	05thFebruary, 2021

Publication of quarterly financial results

• The quarterly financial results are uploaded and displayed on the website of the company at www.maccharlesindia.com

• Annual reports are sent to Members by email/posted and are also available on the website of the company at www.maccharlesindia.com

• The company does not release any press releases and company does not have any institutional investors and hence the question of making any presentation to the institutional investors or to the analysts does not arise.

• SEBI Complaints Redressal System (SCORES)

A Centralised web based complaints redressal system which serves as a centralised database of all complaints received, enables uploading of Action Taken Reports by the Concerned company and online viewing by the investors of actions taken on the complaint and its current status.

11. GENERAL SHAREHOLDERS INFORMATION

1	CIN	L55101KA1979PLC003620
2	Address of the registered office	No. 72/4, 1st Floor, Cunningham Road, Bangalore-560052 (effective 26thJune 2020)
3	International Securities Identification Number (ISIN):	INE 435D01014
4	Stock code at the BSE Limited	507836

54

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

5	Annual general meeting-date, time and venue	41stAnnual General Meeting is going to be held on 22nd July,2021 through Video Conferencing
6	Financial year	from April 1, 2020 to March 31, 2021
7	Dividend payment date:	N.A
8	Book closure	The register of members will be closed from July 13,2021 to July 22,2021 (both days inclusive) in respect of the equity shares held in physical form.
9	Evoting dates:	The cut off date for the purpose of determining the shareholders eligible for evoting is July 15,2021. The evoting commences at 10 AM on Monday, July 19,2021 and closes at 5 PM on Wednesday, July 21,2021.
10	Name and address of Stock Exchange where the securities are listed	BSE Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai- 400001
11	Annual Listing Fee:	The Company hereby confirms that annual listing fees has been paid to BSE for the financial year ended March 31, 2020 and also for the financial year ending March 31, 2021.
12	Registrar to an Issue and Share Transfer agents	BgSE Financials Limited, RTA Division, 5thFloor, No, 1, J C Road, Bengaluru-560027

Market price data- high, low during each month in the last financial year: onth wise High, Low and trading volumes of the ompany’s Equity shares during the last financial year t BSE are given below. Month High Rs Low Rs No of shares traded April 2020 275.00 200.00 2547 May2020 244.00 208.05 1440 June 2020 260.40 211.00 5024 July2020 251.85 204.40 5633 August 2020 305.80 221.00 14941	Market price data- high, low during each month in the last financial year: onth wise High, Low and trading volumes of the ompany’s Equity shares during the last financial year t BSE are given below. Month High Rs Low Rs No of shares traded April 2020 275.00 200.00 2547 May2020 244.00 208.05 1440 June 2020 260.40 211.00 5024 July2020 251.85 204.40 5633 August 2020 305.80 221.00 14941	Market price data- high, low during each month in the last financial year: onth wise High, Low and trading volumes of the ompany’s Equity shares during the last financial year t BSE are given below. Month High Rs Low Rs No of shares traded April 2020 275.00 200.00 2547 May2020 244.00 208.05 1440 June 2020 260.40 211.00 5024 July2020 251.85 204.40 5633 August 2020 305.80 221.00 14941	Market price data- high, low during each month in the last financial year: onth wise High, Low and trading volumes of the ompany’s Equity shares during the last financial year t BSE are given below. Month High Rs Low Rs No of shares traded April 2020 275.00 200.00 2547 May2020 244.00 208.05 1440 June 2020 260.40 211.00 5024 July2020 251.85 204.40 5633 August 2020 305.80 221.00 14941	September 2020	285.90	226.80	4774
				October 2020	254.95	211.00	7517
				November 2020	238.25	200.20	9865
				December 2020	289.40	216.65	15891
Month	High Rs	Low Rs	No of shares traded
				January 2021	244.00	193.00	17519
April 2020	275.00	200.00	2547
				February 2021	234.40	205.25	14019
May2020	244.00	208.05	1440
				March 2021	227.00	177.10	18037
June 2020	260.40	211.00	5024
July2020	251.85	204.40	5633
August 2020	305.80	221.00	14941

• Market price data- high, low during each month in the last financial year:

Month wise High, Low and trading volumes of the Company’s Equity shares during the last financial year at BSE are given below.

55

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Comparison of the company’s share price with BSE Sensex:

Month	Closing price of Mac Charles at BSE	BSE Sensex
April 2020	227.95	33717.62
May2020	225.00	32424.10
June 2020	215.15	34915.80
July2020	240.00	37606.89
August 2020	271.95	38628.29
September 2020	242.15	38067.93
October 2020	224.95	39614.07
November 2020	227.00	44149.72
December 2020	232.95	47751.33
January2021	215.45	46285.77
February2021	214.85	49099.99
March 21	224.00	49509.15

Performance in comparison to broad based indices such as BSE Sensex during the financial year 202021 is furnished below:

Company’s Share price	BSE closing price Rs	BSE Sensex
As on 01-04- 2020	210.00	28265.31

As on 31-03- 2021	224.00	49509.10
Change (%)	6.66%	75.00%

• In case securities are suspended from trading, the directors report shall explain the reason thereof

The securities of the Company were not suspended from Trading on BSE Limited, the Stock Exchange during the year under review.

Share transfer system

As per the requirement of Regulation 40(9) of the Listing Regulations, which deals with transfer and transposition of securities, company has obtained the half yearly certificates, from Mr. Umesh P Maskeri, Practicing Company Secretary for due compliance of share transfer formalities.

Trading in equity shares of the Company through recognized Stock Exchanges is permitted only in dematerialized form. Pursuant to amended Regulation 40 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, with effect from 1st April 2019, requests for effecting transfer of securities shall not be processed unless the securities are held in the dematerialized form with a depository.

Distribution of shareholding:

Distribution of shareholding by category as on March 31, 2021 is as under:

Sl N o	No of Equity shares	No of shareholders	% of Shareholders	Number of shares	% of shareholding
1	Upto 500	8456	96.34	1009544	7.71
2	501-1000	193	2.20	147584	1.13
3	1001-2000	71	0.81	108303	0.83
4	2001-3000	17	0.19	41560	0.32
5	3001-4000	8	0.09	29630	0.20
6	4001-5000	3	0.03	13570	0.10
7	5001-10000	9	0.10	61086	0.47
8	10001-50000	13	0.15	351504	2.69
9	50001 and above	8	0.09	11338271	86.55
	Total	8778	100.00	13101052	100.00

56

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Categories of shareholders as on March 31, 2021:

Category	No of shareholders	Total number of shares	% of total Paid up Equity share capital
Promoter/ Corporate bodies	2	9665787	73.78
Promoter/NRI	1	160000	1.22
Financial Institutions/Banks Investors	3	3200	0.02
Bodies Corporate	1	979587	7.48
ResidentPublic	8770	1896628	14.48
Investor Education and Protection Fund	1	395850	3.02
Total	8778	13101052	100

Dematerialization of shares and liquidity

The Equity shares of the Company have been admitted for dematerialization with the Central Depository Services (India) Limited (“CDSL”) and National Securities Depository Limited (“NSDL”). The details of number of equity shares of the Company which are in dematerialized and physical form as on March 31 2021 are given below:

Particulars	Number of shares	% to total number of shares	Number of shareholders	% total number of shareholders
Dematerialised Form
CDSL(A)	886294	6.77	1568	17.86
NSDL (B)	11665153	89.04	3219	36.67
Sub total (A)+(B)	12551447	95.81	4787	54.53
Physical form (C)	549605	4.20	3991	45.46
Total (A)+(B)+(C)	13101052	100	8778	100

Entire shareholding of promoters and promoter group is held in dematerialised form and Company is in compliance with the provisions of Regulation.

Difference between Issued Capital, Listed Capital and Capital as per Register of Members:

S.No	Paid up Share Capita as per	Amount Rs	Difference Rs	Reasons for difference
1	Register of Members as per RTA	13,10,10,520	6,000	600 shares of the face value of Rs 10 each being bonus shares have been kept in abeyance on account of orders of Special Court and not listed by the BSE.
2	Listed Capital on BSE	13,10,04,520

57

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

• Outstanding GDRs / ADRs / Warrants or any convertible instruments, conversion date and likely impact on equity: The Company has not issued any GDRs / ADRs / Warrants or any convertible instruments in the past and hence as on March 31, 2021, the Company does not have any outstanding GDRs / ADRs / Warrants or any convertible instruments.

• Commodity price risk or foreign exchange risk and hedging activities: Nil

• Plant locations Company operates from: Windmill operation – Gadag, Bellary

• Address for correspondence - #72/4, 1st Floor, Cunningham Road, Bangalore-560 052

• List of all credit ratings obtained by the entity: Not applicable

12. OTHER DISCLOSURES

Disclosures on materially significant related party transactions that may have potential conflict with the interests of listed entity at large

• During FY 2020-21, there were no materially significant transactions entered into between the Company and its promoters, Directors or the Management, Holding Company, Subsidiaries, Associates or relatives that may have potential conflict with the interest of the Company at large except for those mentioned in the Directors’ Report. Company has entered into transactions with related parties pursuant to the provisions of Regulation 23 of SEBI LODR as under:

• During the year under review, the transaction in the nature of Inter Corporate Deposits/ Loan a sum not exceeding of Rs. 100 Crores (One Hundred Crore) from Embassy Property Developments Private Limited (“EPDPL”) a related party and its holding company.

• During the year under review the Company has appointed Embassy Property Developments Private Limited, a related party, as a Turnkey contractor for construction of commercial tower situated at

Sankey Road, Bangalore having an estimated turnkey contract value of Rs. 500 Crore (Rupees Five Hundred Crore) with possible escalation cost not exceeding by 30% i.e. Rs.650 Crores (Rupees Six Hundred and Fifty Crores)

Further, details of related party transactions form part of notes to accounts of the Annual Report and a policy about same is available on the Company’s website www.maccharlesindia.com.

• Details of non-compliance by the listed entity, penalties, strictures imposed on the listed entity by stock exchange or SEBI or any statutory authority, on any matter related to capital markets, during the last three years

The Company has complied with all the requirements of regulatory authorities with respect to capital markets during the current financial year. There were no instances of non-compliances by the Company and no penalties or strictures were imposed on the Company by the Stock Exchanges or SEBI or any statutory authority, on any matter related to the capital markets during the financial year 2019-20 and 2020-21.

The instances of non-compliances by the Company and penalties or strictures imposed on the Company by the Stock Exchanges or SEBI or any statutory authority, on any matter related to the capital markets during the financial year 2018-19 are furnished below:

Sl No	1
Action taken by	BSE Limited
Details of violation	Public shareholding was reduced to below 25 %, which is in not in compliance with Regulation 38 of LODR and Rule 19 and 19-A of Securities Contract (Regulation) Rules,1957
Details of action taken Eg. fines, warning letter, debarment, etc	BSE has imposed a fine of Rs. 44,60,400/-

58

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

• Current status The promoters of the Company launched Offer for Sale on February 28, 2019 on the secondary market mechanism of BSE and offloaded the excess quantity of 8,72,900 Equity Shares. Thereafter, the shareholding of the promoters has been brought down to 75 % and Company has thus complied with the MPS norms. Company has submitted a reply explaining the reasons for not being to able to launch the OFS owing to suspension of shares and freezing of shares of promoters held by promoters, to BSE on February 15, 2019 and requested it to waive the fine in this regard( case closed and promoter paid Rs.10,00,000)

• Details of establishment of vigil mechanism, whistle blower policy and affirmation that no personnel has been denied access to the audit and Risk committee.

Company has adopted a revised Whistleblower policy and vigil mechanism for directors, employees and stakeholders to report concerns about unethical behavior, actual or suspected fraud or violation of the company’s code of conduct. The said policy has been posted on the company’s website at www.maccharlesindia.com. The company affirms that no personnel have been denied access to the Audit and Risk Committee of the Board.

• Code for Prevention of Insider Trading Practices

During the year under review, the Company revised its Insider Trading policy incorporating policy for determination of Legitimate purposes, mechanism for internal control, mechanism for dealing with suspected leak of unpublished price sensitive information as per the SEBI (Prohibition of Insider Trading) Regulations, 2015 and the same was approved and adopted by the

Company effective March 2020. The insider trading Policy is also posted on the website of the Company and can be accessed at www.maccharlesindia.com

• Weblink where policy for determining material subsidiaries is disclosed:

The audit and Risk committee reviews the consolidated financial statements of the Company and the investments made by its unlisted subsidiary companies. The minutes of the board meetings along with a report on significant developments of the unlisted subsidiary companies are periodically placed before the Board of Directors of the Company. The policy on determining the material subsidiary is disclosed on www.maccharlesindia.com.

• Web link where policy on dealing with related party transactions is disclosed: www.maccharlesindia.com.

• Commodity price risk or foreign exchange risk and hedging activities: Your Company does not deal in any commodity and hence is not directly exposed to any commodity price risk and therefore no question of hedging. The Company has not entered into foreign currency swap/derivative transactions to cover the risk exposure on account of foreign currency transactions. Your Company follows the Accounting Policy and Disclosure Norms for swap/derivative transactions as prescribed by the relevant Regulatory Authorities and Accounting Standards from time to time. The foreign exchange exposure as on March 31, 2020 is NIL

• Company has not raised any funds raised through preferential allotment or Qualified Institutional Placement (“QIP”) as specified under Regulation 32(7A) and hence the question of disclosure of utilization of funds is not applicable to the company.

• The Company has received a certificate from Mr. Umesh P Maskeri, practicing Company Secretary to the effect that none of the directors on the Board of the Company has been debarred or disqualified

59

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

from being appointed or continuing as directors of the Company by the Ministry of Corporate Affairs or any other statutory authority. The same forms part of this report.

• All recommendations of various committees of the Board which is mandatorily required, in the relevant financial year, have been accepted by the Board.

• During the financial year 2020-21, details of total fees for all services paid/payable by the Company and its subsidiary, on a consolidated basis, to the statutory auditor and all entities in the network firm/network entity of which the statutory auditor is a part, is furnished below:

			Amount INR in millions	Amount INR in millions	Amount INR in millions
Particulars	By the company	By the company	By the company	By the company	Total
Statutory Audit	3.1	0.472	0.472	0.025	4.069
Taxation & Other Matter		-	-	0.225	0.225
Out of pocket expenses	0.28	-	-		0.28
Total	3.38	0.472	0.472	0.250	4.57

• Disclosure relating to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

The Company has always believed in providing a safe and harassment- free workplace for every individual working in the company. The Company has complied with the applicable provisions of the aforesaid act and rules made thereunder, including constitution of Internal Complaint Committee (“ICC”). Company has not received any complaint during the financial year.

13. NON-COMPLIANCE OF ANY REQUIREMENT OF CORPORATE GOVERNANCE REPORT

The Company has complied with all the requirements of Corporate Governance.

14.EXTENT TO WHICH DISCRETIONARY REQUIREMENTS AS SPECIFIED IN PART E OF SCHEDULE II HAVE BEEN ADOPTED

During the year under review, there was no audit qualification in the Auditors’ Report on the Company’s financial statements. The Company continues to adopt best practices to ensure a regime of unqualified financial statements. The Company does not have a Chairman therefore compliance with the requirement of having separate persons to the post of Chairman and Managing Director / Chief Executive Officer does not arise.

Also, Ernst & Young LLP, the Internal Auditors of the Company, make presentations to the audit and Risk committee on their reports. The Company has been filing quarterly, half yearly results with stock exchanges within the stipulated timeline and also publishing on our website www.maccharlesindia.com

Company has complied with all the mandatory requirements of Listing Regulations. The status of compliance with the discretionary requirements, as stated under Part E of Schedule II to the Listing Regulations, is as under:

• a. Company has not yet provided a chairman’s office separately. However, all expenses incurred by the Chairman in performance of his duties are reimbursed by the company.

• b. Company has not sent half yearly declaration of half yearly performance including summary of to the significant event in the last six months to each household of shareholders.

• c. The auditors have expressed an unmodified opinion in their report on the financial statements of the Company.

• d. The internal auditor reports to the Audit and Risk Committee of Directors.

15.POLICY PERTAINING TO DETERMINATION AND DISCLOSURE OF THE MATERIAL EVENTS/INFORMATION

The Board of Directors has adopted a revised policy pertaining to determination and disclosure of the

60

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

material events/information. Accordingly, any such material events/information will be disclosed to the concerned either by Chairman or Chief Financial Officer or Company Secretary. The policy on determination and disclosure of material events/information is posted in the website of the company

16. CODE OF CONDUCT:

The members of the board and senior management personnel have affirmed the compliance with Code applicable to them during the year ended March 31, 2021. The declaration signed by the CFO in terms of Regulation 17(5) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 on the compliance declarations received from Independent Directors, Non-executive Directors and Senior Management is annexed to this report.

17. CONFLICT OF INTERESTS

Each Director informs the Company on an annual basis about the Board and the Committee positions he occupies in other companies including Chairmanships and notifies changes during the year. The Members of the Board while discharging their duties, avoid conflict of interest in the decision making process. The Members of Board restrict themselves from any discussions and voting in transactions in which they have concern or interest.

18. DECLARATION BY CFO stating that the members of board of directors and senior management personnel have affirmed compliance with the code of conduct of board of directors and senior management.

In terms of Regulation 17(8) of the Listing Regulations, Chief Financial Officer has provided a certificate to the Board of Directors in the prescribed format, which has been reviewed by the Audit Committee and taken on record by the Board. This certificate is annexed to this Report.

19.COMPLIANCE CERTIFICATE FROM PRACTICING COMPANY SECRETARY REGARDING COMPLIANCE OF CONDITIONS OF CORPORATE GOVERNANCE

Company has obtained the Compliance Certificate from Mr. Umesh P Maskeri, Practicing Company Secretary confirming compliance with the conditions of Corporate Governance as stipulated under Regulation 34 (3) read with Schedule V (E) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 on Corporate Governance, which is attached to this Report.

20.DISCLOSURES WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/UNCLAIMED SUSPENSE ACCOUNT:

Sl. No.	Particulars (for the Financial Year 2020- 21)	No of Cases	No of Equity Shares
1	Aggregate number of shareholders and the outstanding equity shares in the suspense account lying at the beginning of theyear;	NIL	NIL
2	Number of shareholders who approached issuer for transfer of equity shares from suspense account duringtheyear;	NIL	NIL
3	Number of shareholders to whom equity shares were transferred from suspense account during theyear;	NIL	NIL
4	Aggregate number of shareholders and the outstanding equity shares in the suspense account lying at the end of the year	NIL	NIL

61

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

21. TRANSFER OF UNPAID DIVIDEND AMOUNT AND RESPECTIVE SHARES TO INVESTOR EDUCATION AND PROTECTION FUND

During the year, the Company has transferred the unclaimed and unpaid dividends of Rs. 3,512,513/pursuant to Rule 5(4) of Investor Education and Protection Fund Rules, 2016 (“IEPF Rules) and Further, 20800 corresponding shares on which dividends were unclaimed for seven consecutive years were transferred as per the requirements of the IEPF Rules.

On behalf of the Board of Directors For Mac Charles (India) Limited

Sd/Sd/P B Appiah Sartaj Sewa Singh Director Whole-time Director DIN: 00215646 DIN: 01820913

Place: Bengaluru Date: June 03,2021

Registered office & Website site and Email ID #72/4, 1st Floor, Cunningham Road, Bangalore-560 052 www.maccharlesindia.com investor.relations@maccharlesindia.com

62

MAC CHARLES (INDIA) LIMITED ANNUAL REPORT 2020-21

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS

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

To

The Members of Mac Charles (India) Limited 72/4, 1[st] Floor, Cunningham Road, Bangalore-560052

I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Mac Charles (India) Limited having CIN L55101KA1979PLC003620 and having registered office at No 72/4, 1[st] Floor, Cunningham Road, Bangalore-560052 (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 sub clause 10 (i) of Para-C of Schedule V 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 and its officers, I hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ended on March 31, 2021 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, or any such other Statutory Authority.

Sl No	Name of Director	DIN	Date of appointment in company
1	Mr. Pandithacholanallur Ramakrishnan Rajagopalan	00055416	01-12-2016
2	Mr. Appiah Palecanda Bopanna	00215646	26-08-2000
3	Mr. Sartaj Sewa Singh	01820913	26-06-2020
4	Mr.Aditya Virwani	06480521	01-12-2016
5	Mrs. Tanya John	06641106	21-08-2015
6	Mr. Suresh Vaswani	06645434	30-07-2013

Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of the management of the Company. My responsibility is to express an opinion on these, based on my 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.

Sd/-

UMESH P MASKERI PRACTICING COMPANY SECRETARY COP No. 12704 FCS No 4831 ICSI UDIN F004831C000414339

(Note: This document has been digitally signed)

Place: Mumbai Date: June 3,2021

63

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

DECLARATION REGARDING COMPLIANCE BY BOARD MEMBERS AND SENIOR MANAGEMENT PERSONNEL WITH THE COMPANY’S CODE OF CONDUCT

[Regulation 34(3) read with Schedule V (Part D) of the SEBI

(Listing Obligations and Disclosure Requirements) Regulations, 2015]

This is to confirm that the Company has adopted a Code of Conduct for Board of Directors and Senior Management. Code of Conduct is available on the Company’s website.

I hereby declare that all the members of Board of Directors and Senior Management have affirmed compliance with the Code

of Conduct of Board of Directors and Senior Management of the Company.

CHIEF FINANCIAL OFFICER CERTIFICATE (pursuant to the provisions of LODR)

We certify that:

1. We have received the financial statements and cash flow statement of Mac Charles (India) Limited for the financial year ended March 31, 2021 and to the best of our knowledge and belief:

2. i. These statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading.

3. ii. These statements together present a true and fair view of the Company’s affairs and are in compliance with existing accounting standards, applicable laws and regulations.

4. To the best of our knowledge and belief, there are, no transactions entered by the Company during the financial year ended March 31, 2021 which are fraudulent, illegal or violating the Company’s code of conduct.

5. We accept responsibility for establishing and maintaining internal controls over financial reporting and we have evaluated the effectiveness of Internal Control Systems of the Company over financial reporting and we have disclosed to the auditors and the audit Committee, deficiencies in the design or operation of internal control over financial reporting, if any, of which we are aware and steps we have taken, propose to take to rectify these deficiencies. In our opinion, there are adequate internal controls over financial reporting.

6. We have indicated to the auditors and the audit committee:

   • i) Significant changes/improvements in internal controls over financial reporting during the financial year ended March 31, 2021.

   • ii) Significant changes in accounting policies made during the financial year ended March 31, 2021, if any have been disclosed in the notes to the financial statements.

   • iii) That there are no instances of fraud of which we have become aware and the involvement therein, if any, of the management or an employee having a significant role in the Company’s internal control system over financial reporting.

Sd/-

Pranesha K Rao Chief Financial Officer

Place: Bengaluru Date: June 03, 2021 Registered office & Website site and Email ID #72/4, 1st Floor, Cunningham Road, Bangalore-560 052 www.maccharlesindia.com

investor.relations@maccharlesindia.com

64

MAC CHARLES (INDIA) LIMITED ANNUAL REPORT 2020-21

CERTIFICATE OF COMPLIANCE WITH THE CORPORATE GOVERNANCE CERTIFICATE OF COMPLIANCE OF CONDITONS OF CORPORATE GOVERNANCE REQUIREMENTS PURSUANT TO REGULATION 34(3) READ WITH PARA E OF SHCEDULE V TO THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

To the Members of Mac Charles (India) Limited Bangalore-560052

I have examined the compliance of conditions of corporate governance by Mac Charles (India) Limited (“ the Company”) having its Registered Office at No 72/4, 1[st] Floor, Cunningham Road, Bangalore-56052 and having Corporate Identity Number as L55101KA1979PLC003620, for the Financial Year ended March 31, 2021 as stipulated in Regulations (17) to (27), clause (b) to (i) of Regulation 46 (2) and paragraphs C, D and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”).

The Compliance with the terms and conditions contained in the corporate governance is the responsibility of the management of the Company including the preparation and maintenance of all relevant supporting records and documents. My 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. 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.

In my opinion and to the best of my information and according to explanation given to me and the representations made by the Directors and the management of the Company, I certify that the Company has complied with the conditions of Corporate Governance as stipulated in the above-mentioned Listing Regulations.

Sd/-

UMESH P MASKERI PRACTICING COMPANY SECRETARY COP No. 12704 FCS No 4831 UDIN F004831C000414328

Place: Mumbai Date: June 03, 2021

65

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES

1. Brief Outline of CSR Policy

The Board of Directors upon the recommendation of the Corporate Social Responsibility Committee have identified the following areas listed in Schedule VII of the Companies Act, 2013 for carrying out its CSR activities:

• i. eradicating hunger, poverty and malnutrition, promoting preventive health care and sanitation and making available safe drinking water;

• ii. promoting education, including special education and employment enhancing vocation skills especially among children, women, elderly, and the differently abled and livelihood enhancement projects;

• iii. measures for the benefit of armed forces veterans, war widows and their dependents;

• iv. training to promote rural sports, nationally recognized sports, Paralympic sports and Olympic sports;

• v. contribution to the Prime Minister’s National Relief Fund or any other fund set up by the Central Government for socio- economic development and relief and welfare of the Scheduled Castes, the Scheduled Tribes, other backward classes, minorities and women;

• vi. contributions or funds provided to technology incubators located within academic institutions which are approved by the Central Government

• vii. rural development projects

• viii. Slum Area Development

• ix. Such other areas as may be included in Schedule VII of the Companies Act, 2013 from time to time

The Projects / Programmes may be undertaken by an Implementation Agency or the Company directly provided that such projects / programmes are in line with the activities enumerated in Schedule VII of the Companies Act, 2013.

The detailed Corporate Social Responsibility Policy is available on the website of the Company.

2. Composition of CSR Committee

The Corporate Social Responsibility (CSR) Committee comprises of the following members:

1. Mr. P R Ramakrishnan -Director- Member

2. Mr. P.B. Appaiah - Director - Member

3. Ms. Tanya Girdhar - Director – Member

3. Average Net Profits

The average net profits i.e. profit before tax of the Company during the three immediately preceding financial years was : 237.53 million .

4. Prescribed CSR Expenditure

The prescribed CSR expenditure was Rs. 4.77 millions i.e. 2 % of the average net profits mentioned in Pont 3 above.

66

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

5. Details of CSR Spend

• a. Total amount to be spent for the financial year 2020-21: Rs. 4.85 Millions.

• b. Amount spent: 4.85 Million.

• c. Manner in which the amount was spent during the financial year is detailed below:

			Projects or	Amoun
			activity	t	Amount	Cumulati	Amount
Sl	CSR	Sector in which	(1) Local Area or	Outlay	spent on	ve	Spent:
No	project or	the activity is	Other	(Budget	the	Expendit	Direct or
.	activity	covered	(2) Specify the	)	projects	ure up to	through
	identified		State and	project	or	the	implementi
			District where	/	activity	reporting	ng agency*
			Projects/Program	progra		period
			med	ms wise
			undertaken
1	Promoting Education and Healthcare	including special education and employment enhancing vocation skills especially among children	Bengaluru Karnataka	4.85	4.85	4.85	—

6. Responsibility Statement

The implementation and monitoring of Corporate Social Responsibility (CSR) Policy is in compliance with CSR objectives and policy of the Company.

On behalf of the Board of Directors For Mac Charles (India) Limited

Sd/Sd/P B Appiah Sartaj Sewa Singh Director Whole-time Director DIN: 00215646 DIN: 01820913

Place: Bengaluru Date: June 03,2021

Registered office & Website site and Email ID #72/4, 1st Floor, Cunningham Road, Bangalore-560 052 www.maccharlesindia.com investor.relations@maccharlesindia.com

67

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

MANAGEMENT DISCUSSION & ANALYSIS REPORT

2. INDIAN ECONOMY

Our Company has been reporting consolidated results considering the results of its subsidiary. This discussion, therefore, covers the financial results and other developments during April 2020 to March 2021. Some statements in this discussion describing the projections, estimates, expectations or outlook may be forward looking. Actual results may, however, differ materially from those stated because of several factors such as changes in government regulations, tax regimes, economic developments within India and abroad, exchange rates and interest rates fluctuations, impact of competition, demand and supply constraints.

1. GLOBAL ECONOMY

More than a year after the outbreak of COVID-19, the World is still coming to terms with the enormity of the immediate economic fallout from the pandemic and its far-reaching consequences.

The catalytic effect of COVID-19 every element of the gloal economy has been the main narrative for the industries across the world. After a brief period of recovery , the key economies of the world are now facing the “second wave” of the Covid pandemic. That being said, economists are forecasting a consumerspending-led economic recovery in the second half of 2021.

There is a broad acknowledgement that the unprecedented levels of fiscal and monetary stimulus supporting the global economy come with their own threats to market volatility. On balance, despite more volatile inflation expectations, the extraordinarily loose monetary environment is expected to keep interest rates low for the time being.

With vaccination programs at differing stages around the world some countries are now moving into recovery territory while others remain in the midst of the pandemic. Expectations are for a stronger second half to the year as pent-up demand starts to filter through the economies.

The spiralling crisis from resurgence of COVID-19 cases in India has dented the recovery for the Indian economy.

The real GDP is forecasted to grow @ 9.5 per cent in 2021-22 (April 2021 to March 2022). Risks to this forecast are to the downside, as the surge in new daily COVID-19 caseloads will most likely see an extension and expansion of lockdowns.

The International Monetary Fund (IMF) has raised its projection for India's economic growth in the current financial year by one percentage point to 12.5 per cent. Experts, however, say the estimate is optimistic , given the recent rise in Covid-19 cases in the country and the resultant partial lockdowns in some states which are expected to continue till we get a semblance of control over the second wave currently underway.

3. INDUSTRY INSIGHT

(erstwhile Le Meredien) in Bangalore in October 2019, and is in the final stages of demolishing the building to rebuild the said space for leasing as Commercial space. Therefore, industry insight is focused on the Commercial Real Estate Market on which the growth of future of the company is reliant on.

In the prevailing macro & micro-economic scenario, Real Estate is not immune to the COVID‐19 impact. We are in early stages of this global business disruption: there is a great deal of uncertainty, and it is difficult to estimate with a reasonable level of certainty as to how long the current challenges will persist.

However, amid this uncertainty, we have a positive view on a number of areas pertaining to the Commercial Real Estate business, in which our Company is investing in the immediate future to build an A Grade Commercial Tower in CBD Bangalore to create an iconic office tower for tenancy to leading global MNCs & other high profile clients.

Firstly, it is clear that, given increased priority to employee wellness, there will be significant reduction in the densities of the workplace, and this will drive

68

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

demand. Some of this de‐densification, certainly not all, will be offset by more flexible work styles including work from home WFH. The WFH experiment in India has delivered in this crisis but Industry interactions with many corporate occupiers is pointing towards a preliminary assessment that while the industry may see more flexibility in employee work styles, its occupiers and their employees cannot, in India, be fully replaced by solitary WFH changes in our target segments.

A second point of certainty is that our Project is focused on delivering best‐in‐class office premises and amenities to the best corporations globally and in India. Our targeted customer base operates here in Bangalore because this remains the global hub for technology sectors. This, and the fact that India continues to have a significant employee cost advantage and affordable rentals, has not changed. In fact, again, technology has become even more important to the functioning of the global economy and consequently, many technology companies are prospering in this environment.

Finally, our Project proposes to provide a high quality product offering & total business ecosystem, with the necessary infrastructure and productive environment , which will remain in demand in a landmark location within Bangalore CBD , further enhancing the resilience of our project in times such as today.

We therefore have a bias to the right location, the right product, the right sector , and the right market in India.

4. MARKET OUTLOOK

• India office demand well placed given talent pool, cost advantage and depreciating rupee

• Bangalore continues with record absorption for Indian commercial office space , and as India’s leading market with 30% share of historical annual leasing.

• Vacancy declined over past five years, primarily driven by technology sector demand

• In the medium-term, high-quality assets to benefit from supply shrinkage and demand from increased technology spends

• Absorption uncertain – multiple possible outcomes based on lockdown time frame. Limited impact for existing leases in Grade A properties

• Evolving themes such as WFH, de-densification, wellness, industry consolidation, flight to quality

• • Opportunity given industry consolidation, preference for institutional assets and low supply in key micro-market

• Considerable supply shrinkage from 1Q CY2020 owing to COVID-19 and likely to continue in the medium-term.

• Only well-funded developers to complete projects

• Dramatic liquidity squeeze to disrupt new projects

• • Announced supply for next two years expected to drastically shrink

• Supply recovery likely to lag demand recovery

• • Comparable and competing supply in next two years is significantly lower.

5. OPPORTUNITIES

The Indian real estate sector has been in a consolidation phase from the past few years and picked up pace resulting from several reforms and disruptions in the sector. After the IL&FS default, NBFCs have been mandated by RBI to reduce their exposure to real estate sector, which has created funding issues for smaller real developers who anyway do not have access to bank funding. In such cases, these players face a double whammy – issues in construction funding on one hand and existing deal cancellations due to halt in construction activity on the other hand. This opens up new avenues of growth for organized developers with healthy balance sheets and execution track record to take over the projects of smaller developers at attractive valuations. It allows them to increase their portfolio offering and improve home-buyer confidence. The ongoing consolidation is expected to accelerate further amidst COVID19 and established, well capitalized players stand to gain further market share.

69

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

The real estate sector performance is closely linked to the country’s economic fundamentals and monetary policies. The Reserve Bank of India cut its benchmark repo rate by 250 bps since February 2019 to 4.0%, which is the lowest ever repo rate in its attempt to support the slowing economy from further deterioration due to COVID19. Monetary easing initiatives are expected to provide an impetus to office demand once the economy revives and encourage customers and real estate developers.

6. THREATS/ CHALLENGES

Unfavourable changes in government policies and the regulatory environment can adversely impact the performance of the sector. Retrospective policy changes and regulatory bottlenecks may impact profitability and affect the attractiveness of the sector and companies operating within the sector.

The sector can be impacted by delays in multiple approval processes which need to be undertaken for every project.

7. SEGMENT WISE PERFORMANCE AND

FINANCIAL	PERFORMANCE	PERFORMANCE	WITH
RESPECT	TO	OPERATIONAL
PERFORMANCE

• Factors used to identify the entity’s reportable segments, including the basis of organisation:

The Company was operating a five-star hotel business by name style as Le Meridien, Bengaluru till October, 2019. The Company’s 100% subsidiary Company is operating a three-star hotel at Kochi, Kerala. The Company has diversified into electricity generation through Wind Turbine Generators (WTG) for captive consumption and sale of electricity to the GESCOM, HESCOM & Group Cative., and third-party consumers. Further, the Company has earnings on investments.

During the year under review, the Company has demolished the erstwhile hotel building to rebuild the said space for commercial use.

For management purposes, the Company has multiple reportable segments namely:

Development of Real Estate , Windmill, Rental Income and others.

Financial performance of the Company is as under:

		(in millions)
PARTICULARS Segment wise Turnover/Revenue	Financial Year ended 31-03-2021	Financial Year ended 31-03-2020
1. Continue Operation
a) Sale of Electricity	81.12	100.18
b) Office Rentals	149.79	145.54
c) Others	38.93	34.32
2. Discontinue Operation
Hotel Sales Turnover	-	175.45
3. Exceptional Income	-	-
Total Revenue	269.84	455.49
Continue Operation
Profit/( Loss ) before Depreciation ,Finance Cost & Tax	161.99	156.17
Less Depreciation	35.53	35.68
Less Finance Cost	103.91	110.35
Profit/( Loss ) before tax	22.55	10.14
Profit/( Loss ) for the year	19.83	12.29
Discontinue Operation
Profit/( Loss ) before tax	-9.16	(178.66)
Profit/( Loss ) for the year	-9.16	(137.96)
Total Profit /Loss for the year	10.67	(125.67)
Total Comprehensive Income	11.65	(125.15)
Earning Per Share - basic & Diluted- Rs	0.81	(9.59)

70

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

• Geographical Information

The geographic information analyses the Company’s revenue and Non-Current Assets by the Company’s country of domicile and other countries. As the Company is engaged in Development of Real Estate property in India, Windmill and Rental income, it has only multiple reportable geographical segment.

• Information about major customers

Business segment	**Customer **
Windmill	Vikas Telecom Pvt. ltd.
Rental Income	LG and Inmobi

Apart from above no other customers constituted 10% or more of the total revenue of the Company for the years ended March 31, 2021 and March 31, 2020.

8. OUTLOOK

While uncertainties around the impact of COVID 19 pandemic persist, we have highlighted the positive outlook for high grade Commercial Real Estate in our Industry Insight ( Section 3) whereby we see an opportunity for well established players in the industry. The start of FY2021 may be muted due to the lockdown and subsequent impact on economy, but we believe that our Commercial Real Estate project , which is expected to be completed by 2024, by which time we see the uncertainties of the current global & national economic downturn having been overcome to benefit from the positives that will accrue to Companies like ours with healthy operational performance & strong balance sheets.

9. RISKS AND CONCERNS

Industry Risk

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.

General Economic Conditions:

The Real Estate and Construction Industry is prone to impact due to fluctuations in the economy caused by changes in global and domestic economies, changes in local market conditions, competition in the industry, government policies and regulations, fluctuations in interest rates and foreign exchange rates and other social factors.

Socio-Political Risks:

In addition to economic risks, your Company faces risks from the socio-political environment, internationally as well as within the country and is affected by events like political instability, connect between nations, threat of terrorist activities, occurrence of infectious diseases, extreme weather conditions and natural calamities, etc., which may affect the demand and supply activity.

Company Specific Risks:

The Company specific risks remain by and large the same as mentioned hereinabove. Further, it cannot have effective marketing leverages. The industry in general has a high operating leverage.

10. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

Internal information systems ensure smooth information to facilitate proper control. Adherence to the systems is then validated through the process of internal audit. The Company has adequate system of internal audit control to ensure that all the assets are safeguarded and protected. Regular internal audits are conducted by the professional Chartered Accountant firm and reports submitted by these Internal Auditors are periodically reviewed by the Audit Committee of the Board. The findings and compliance/s are reported to the apex level management on a periodic basis. The Company has constituted an in-house Committee for timely implementation of internal audit recommendations. The Company has clear systematic process and well-defined roles and responsibilities for people at different hierarchical levels. This ensures

71

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

appropriate information on to facilitate monitoring.

11. DEVELOPMENT IN HUMAN RESOURCES AND INDUSTRIAL RELATIONS

As reported last year, the Company is opertating with 8 employees in various roles post closure of its Hotel operations in October 2019.

The Company believes that the quality of the employees is the key to its success in the long run and is committed to provide necessary human resource development and training opportunities to equip them with skills, enabling them to keep pace with ongoing technological advancements and evolve. Employees are provided opportunity to grow and prosper. In the meantime, all efforts are being made to control cost to maintain present level of profitability.

12. DETAILS OF SIGNIFICANT CHANGES IN KEY FINANCIAL RATIOS

The details of significant changes (i.e. change of 25 % or more as compared to the immediately previous financial year) in key financial ratios, alongwith the explanation, are furnished as under:

		Ratio	Ratio for	Extent of	Explan
Sl.No	Particula	for the	the FY	change	ation for
	rs of ratio	FY	2019-20	over the	significa
		2020-21		previous	nt
				year in %	change
					(more
					than 25
					%)
1	Debtors turnover	24.78	41.9	-41%	Due to discontinue of hotel operation revenue had decreased.
2	Inventor y turnover	-	-	-	-
3	Interest coverage	1.13	-0.53	313%	FY 19-20 had losses due to discontinuance of hotel business, Whereas in current year no such loss due to discontinuance

4	Current ratio	2.96	2.28	30%	Some of fixed asset moved from non current asset to asset held for sale
5	Debt Equity	0.41	0.41	0%	-
6	Operatin g profit Margin (%)	4.96 %	- 37%	113%	FY 19-20 had losses due to discontinuance of hotel business, Whereas in current year no such loss due to discontinuance
7	Net profit margin (%)	3.95 %	-27.59%	114%	FY 19-20 had losses due to discontinuance of hotel business, Whereas in current year no such loss due to discontinuance

Change in Return on Net Worth

Return on net worth during the financial year 2020-21 is 2911.39 Million as compared to financial year 201920 Rs. 2899.80 Million.

8. DISCLOSURE OF ACCOUNTING TREATMENT:

The Company has followed all relevant Accounting Standards while preparing the Financial Statements.

9. CAUTIONARY STATEMENT

The views and futuristic statements contained in this report are the perception of management and subject to certain risks and uncertainty that could cause actual results to differ materially from those such statements. Readers should carefully review the other information in this Annual Report and in the Company’s periodic reports. The Company undertakes no obligation to publicly update or revise any of these futuristic statements, whether because of latest information, future events, or otherwise.

72

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Independent Auditor’s Report

To the Members of Mac Charles (India) Limited.

Report on the Audit of the Standalone Financial Statements

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

Opinion

1. We have audited the accompanying standalone financial statements of Mac Charles (India) Limited (‘the Company’), which comprise the Balance Sheet as at 31 March 2021, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Cash Flow and the Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us the aforesaid standalone 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 31 March 2021, and its profit (including other comprehensive income), its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

1. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Standalone 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 (‘ICAI’) together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the rules thereunder, and

2. 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.

3. We have determined the matters described below to be the key audit matters to be communicated in our report.

Key audit matters

How the matter was addressed in our audit

Impairment assessment of investments and loans in subsidiaries The Company’s policies on the impairment assessment of the investments and loans is set out in note 3.4 and note 3.6 respectively to the standalone financial statements. As detailed in Note 7 to the financial statements, as at 31 March 2021, the carrying values of Company’s investment in its subsidiaries amounts to ₹ 2,109.6 million. Further as detailed for Note 17 to the financial statements, as at 31 March 2021, loans given to subsidiaries amount to ₹ 517.02 million Impairment assessment of these

Our audit procedures included, but were not limited to, the following: • Obtained an understanding of the management process for identification of possible impairment indicators and process followed by the management for impairment testing. • Understood, evaluated and tested controls around management’s assessment of the impairment indicators and the testing performed. • Compared the carrying value of investments made and loans given to the net assets of the underlying entity, to identify whether the net

73

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

investments and loans is considered as a significant risk as there is a risk that recoverability of the investments and loans could not be established, and potential impairment charge might be required to be recorded in the standalone financial statements. The recoverability of these investments is inherently subjective due to reliance on net worth of investee, land valuations of the properties held and cash flow projections of these investee companies.

assets, being an approximation of their minimum recoverable amount, were in excess of their carrying amount.

• Wherever the net assets were lower than the recoverable amount, for material amounts:

• We obtained and recoverability of these verified the valuation of investments is inherently land parcels and the subjective due to reliance properties of these on net worth of investee, entities done by land valuations of the management’s expert as properties held and cash per the government flow projections of these prescribed circle rates investee companies. and prevalent market The above impairment test rate. has not resulted in • Considered the recognition of any independence, impairment loss during competence and the period. objectivity of Investment in subsidiaries management’s external and loans given to specialist involved in subsidiaries is identified determination of the as a key audit matter valuation. considering the • Involved auditor’s significance of the expert to independently balance, recoverability assess such fair values as risks and involvement of provided by the significant judgment and management. assumptions. • Obtained and verified the management certified cash flow projections for the projects and tested the underlying assumptions used by the management in arriving at those projections.

• Determined the appropriateness of the valuation methodology applied in determining the fair valuation of the

• assets of the subsidiaries.

• • Challenged the managements on the underlying assumptions used for the cash flow projections, considering evidence available to support these assumptions and our understanding for the business.

• • We have discussed with management and obtained and reviewed the support letter from the Holding Company, Embassy Property Developments Private Limited, confirming that they would continue to infuse funds / capital into the subsidiaries Blue Lagoon Real Estate Private Limited and Neptune Real Estate Private Limited as and when required for the expansion of business / working capital / repayment of loans to Mac Charles (India) Limited.

• • Assessed the appropriateness and adequacy of the disclosures made by the management for the impairment losses recognized in accordance with applicable accounting standards

• Evaluation of Going Our audit procedures, concern assumption related to revenue recognition, included, but

• The Company has were not limited, to the incurred loss amounting to following:

74

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

₹ 9.44 million (after reducing non-recurring profit on sale of property plant and equipment) from continuing operations for the year ended 31 March 2021. The Company has discontinued its hotel operations with effect from 01 November 2019 and is in the process of demolishing the building of Le Meridien Hotel with a plan to construct a commercial building in its place.

The financial statements of the Company have been prepared by the management on a going concern basis, based on an assessment of the Company’s free cash flow forecast from its continuing operations to operate as a going concern for next twelve months from the date of balance sheet.

The board of directors of the Company has approved selling off of certain properties of the Company classified as ‘Asset held for sale’ as further detailed in Note 41 of the financial statements.

We have identified the assessment of Company’s ability to continue as a going concern as a key audit matter since this assessment is dependent on certain management assumptions and judgments, in particular in relation to future cash flows to be generated from

• We obtained and evaluated management’s assessment of going concern.

• • We obtained an understanding of the key assumptions underlying the Company’s forecasts and assessed whether they are appropriate considering the Company’s historical performance and the current market conditions.

• We evaluated the availability of sources of funding and access to additional lines of credit.

• We have obtained and verified management’s sensitivity analysis of the cash flow forecasts and their arithmetical accuracy.

• We assessed the recoverability of loans granted the Company to its subsidiaries.

• We have obtained and reviewed the support letter from the Holding Company, Embassy Property Development Private Limited, confirming that they have the ability and the willingness to infuse capital / funds into the Company as and when required to enable the Company to meet its obligations and continue its operations in the foreseeable future.

the Company’s continuing operations and the ability of the Company to renew or obtain financing facilities to construct commercial spaces as and when necessary.	• Assessed the appropriateness and adequacy of disclosures in the financial statements of the Company relating to the going concern assumption.

Information other than the Standalone Financial Statements and Auditor’s Report thereon

1. The Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Annual Report, 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 in the 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.

Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements

1. The accompanying standalone financial statements have been approved by the Company’s Board of Directors. 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 including other comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting

75

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

principles generally accepted in India, including the Ind AS specified under section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of 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.

1. 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.

2. Those Board of Directors is also responsible for overseeing the Company’s financial reporting process.

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

1. 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 Standards on Auditing 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.

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

2. 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 control;

3. Obtain an understanding of internal control 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 with reference to standalone financial statements in place and the operating effectiveness of such controls;

4. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management;

5. 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

76

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

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

• 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;

• 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.

Other Matter

1. The standalone financial statements of the Company for the year ended 31 March 2020 were audited by the predecessor auditor, B S R & Associates LLP, who have expressed an unmodified opinion on those standalone financial

statements vide their audit report dated 26 June 2020.

Report on Other Legal and Regulatory Requirements

1. As required by section 197(16) of the Act, based on our audit, we report that the Company has paid remuneration to its directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act.

2. As required by the Companies (Auditor’s Report) Order, 2016 (‘the Order’) issued by the Central Government of India in terms of section 143(11) of the Act, we give in the Annexure I a statement on the matters specified in paragraphs 3 and 4 of the Order.

3. Further to our comments in Annexure I, as required by section 143(3) of the Act, based on our audit, we report, to the extent applicable, that:

4. a) we have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit of the accompanying standalone financial statements;

5. 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;

6. c) The standalone financial statements dealt with by this report are in agreement with the books of account;

7. d) in our opinion, the aforesaid standalone financial statements comply with Ind AS specified under section 133 of the Act;

8. e) on the basis of the written representations received from the directors and taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2021 from being appointed as a director in terms of section 164(2) of the Act;

77

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

• f) we have also audited the internal financial controls with reference to standalone financial statements of the Company as on 31 March 2021 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date and our report dated 03 June 2021 as per Annexure II expressed unmodified opinion; and

• g) 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 does not have any pending litigations which would impact its financial position as at 31 March 2021;

• ii. the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses as at 31 March 2021;

• iii. there has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company during the year ended 31 March 2021; and

• iv. the disclosure requirements relating to holdings as well as dealings in specified bank notes were applicable for the period from 8 November 2016 to 30 December 2016, which are not relevant to these standalone financial statements. Hence, reporting under this clause is not applicable.

For Walker Chandiok & Co LLP Chartered Accountants

Firm’s Registration No.: 001076N/N500013

sd/-

Ashish Kedia

Partner Membership No.: 215834 UDIN: 21215834AAAABK3078

Place: Bengaluru Date: 03 June 2021

78

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Annexure I to the Independent Auditor’s Report of even date to the members of Mac Charles (India) Limited , on the standalone financial statements for the year ended 31 March 2021

such loans has not been demanded, in our opinion, repayment of the principal amount is regular. (c) there is no overdue amount in respect of loans granted to such Companies.

• iv) In our opinion, the Company has not entered into any transaction covered under Sections 185 and 186 of the Act. Accordingly, the provisions of clause 3(iv) of the Order are not applicable.

Based on the audit procedures performed for the purpose of reporting a true and fair view on the standalone financial statements of the Company and taking into consideration the information and explanations given to us and the books of account and other records examined by us in the normal course of audit, and to the best of our knowledge and belief, we report that:

• v) In our opinion, the Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, the provisions of clause 3(v) of the Order are not applicable.

• i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of property plant and equipment.

• vi) The Central Government has not specified maintenance of cost records under sub-section (1) of Section 148 of the Act, in respect of Company’s services. Accordingly, the provisions of clause 3(vi) of the Order are not applicable.

• (b) The Company has a regular program of physical verification of its property plant and equipment under which property plant and equipment are verified every year, which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. In accordance with this program, property plant and equipment were verified during the year and no material discrepancies were noticed on such verification.

• vii) (a) Undisputed statutory dues including provident fund, employees’ state insurance, income-tax, goods and services tax, duty of customs, value added tax, cess and other material statutory dues, as applicable, have generally been regularly deposited to the appropriate authorities. Further, no undisputed amounts payable in respect thereof were outstanding at the year-end for a period of more than six months from the date they became payable.

• (c) The title deeds of all the immovable properties (which are included under the head Property, plant and equipment, investment property and asset held for sale) are held in the name of the Company.

• (b) There are no dues in respect of income-tax, goods and services tax, duty of customs and value added tax that have not been deposited with the appropriate authorities on account of any dispute.

• ii) The Company does not have any inventory. Accordingly, the provisions of clause 3(ii) of the Order are not applicable.

• iii) The Company has granted interest free unsecured loans to companies covered in the register maintained under Section 189 of the Act; and with respect to the same:

• viii) The Company has not defaulted in repayment of loans or borrowings to any bank or financial institution during the year. The Company did not have any outstanding borrowing from government and debentures during the year.

• (a) in our opinion the terms and conditions of grant of such loans are not, prima facie, prejudicial to the Company’s interest.

• ix) In our opinion, the Company has applied money raise moneys by way of term loan for the purpose for which they were raised. The Company did not raise moneys by way of initial public offer or further public offer (including debt instruments).

• (b) the schedule of repayment of principal has been stipulated wherein the principal amounts are repayable on demand and since the repayment of

79

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

• x) No fraud by the Company or on the Company by its officers or employees has been noticed or reported during the period covered by our audit.

• xi) Managerial remuneration has been paid and provided by the Company in accordance with the requisite approvals mandated by the provisions of Section 197 of the Act read with Schedule V to the Act.

• xii) In our opinion, the Company is not a Nidhi Company. Accordingly, provisions of clause 3(xii) of the Order are not applicable.

• xiii) In our opinion all transactions with the related parties are in compliance with Sections 177 and 188 of Act, where applicable, and the requisite details have been disclosed in the financial statements etc., as required by the applicable Ind AS.

• xiv)During the year, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures.

• xv) In our opinion, the Company has not entered into any non-cash transactions with the directors or persons connected with them covered under Section 192 of the Act.

• xvi)The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934.

For Walker Chandiok & Co LLP

Chartered Accountants Firm’s Registration No.: 001076N/N500013

Sd/-

Ashish Kedia

Partner Membership No.: 215834 UDIN: 21215834AAAABK3078

Place: Bengaluru Date: 03 June 2021

Annexure II to the Independent Auditor’s Report of even date to the members of Mac Charles (India) Limited on the standalone financial statements for the year ended 31 March 2021

Independent Auditor’s report on the internal financial controls with reference to the financial statements under clause (i) of sub-section 3 of Section 143 of the Companies Act, 2013 (‘the Act’)

1. In conjunction with our audit of the standalone financial statements of Mac Charles (India) Limited (‘the Company’) as at and for the year ended 31 March 2021, we have audited the internal financial controls with reference to standalone financial statements of the Company as at that date.

Responsibilities of Management for Internal Financial Controls

1. The Company’s Board of Directors is responsible for establishing and maintaining internal financial controls based on the internal financial controls with reference to standalone financial statements 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 the Company’s business, including adherence to the 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 Act.

Auditor’s Responsibility for the Audit of the Internal Financial Controls with Reference to Standalone Financial Statements

1. Our responsibility is to express an opinion on the Company's internal financial controls with reference to standalone financial statements based on our audit. We conducted our audit in accordance

80

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

with the Standards on Auditing issued by the Institute of Chartered Accountants of India (‘ICAI’) prescribed under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls with reference to financial statements, and the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (‘the Guidance Note’) issued by the ICAI. 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 with reference to standalone financial statements were established and maintained and if such controls operated effectively in all material respects.

1. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to standalone financial statements and their operating effectiveness. Our audit of internal financial controls with reference to standalone financial statements includes obtaining an understanding of such internal financial controls, 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 standalone financial statements, whether due to fraud or error.

2. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls with reference to standalone financial statements.

Meaning of Internal Financial Controls with Reference to Standalone Financial Statements

1. A company's internal financial controls with reference to standalone financial statements is a process designed to provide reasonable assurance

regarding the reliability of financial reporting and the preparation of standalone financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial controls with reference to standalone financial statements include 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 standalone 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 standalone financial statements.

Inherent Limitations of Internal Financial Controls with Reference to Standalone Financial Statements

1. Because of the inherent limitations of internal financial controls with reference to standalone financial statements, 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 with reference to standalone financial statements to future periods are subject to the risk that the internal financial controls with reference to standalone financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

81

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Opinion

1. In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to standalone financial statements and such controls were operating effectively as at 31 March 2021, based on the internal financial controls with reference to standalone financial statements 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 Walker Chandiok & Co LLP

Chartered Accountants Firm’s Registration No.: 001076N/N500013

Sd/-

Ashish Kedia

Partner Membership No.: 215834 UDIN: 21215834AAAABK3078 Place: Bengaluru Date: 03 June 2021

82

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

STANDALONE BALANCE SHEET AS AT 31 MARCH 2021

Rs. in millions

	Note	As at	As at
		31 March 2021	31 March 2020
ASSETS Non-current assets Property, plant and equipment Investment property Investment property under development Investments in subsidiaries Financial assets - Investments - Loans - Other financial assets Income-tax assets (net) Other non-current assets Total non-current assets Current assets Financial assets - Investments - Trade receivables - Cash and cash equivalents - Bank balances other than cash and cash equivalents - Loans - Other financial assets Other current assets Assets held for sale Disposal group - assets held for sale Total current assets Total assets EQUITY AND LIABILITIES Equity Equity share capital Other equity Liabilities Non-current liabilities Financial liabilities - Borrowings Provisions Total non-current liabilities Current liabilities Financial liabilities - Trade payables Total outstanding dues to micro enterprises and small enterprises Total outstanding dues of creditors other than micro enterprises and small enterprises - Other financial liabilities Provisions Other current liabilities Disposal group - liabilities directly associated with assets held for sale Total current liabilities Total equity and liabilities Summary of significant accounting policies The accompanyingnotesreferred to aboveforman intergralpart ofthe standalonefinancialstatements	4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 41 40 20 21 22 23 24 25 26 27 40 3	265.16 814.21 77.01 2,109.60 4.91 10.22 19.40 29.48 64.02	631.40 829.81 - 2,109.60 26.48 9.93 19.40 39.40 53.23
		3,394.01 22.79 7.77 9.12 26.32 517.74 0.34 3.58 439.76 8.13	3,719.25 0.86 9.73 12.17 30.93 517.48 0.80 2.25 35.80 35.85
		1,035.55	645.87
		4,429.56	4,365.12
		131.01 2,780.38	131.01 2,768.73
		2,911.39 1,168.06 -	2,899.74 1,179.21 2.08
		1,168.06 - 9.04 207.63 1.33 89.89 42.22	1,181.29 - 14.34 155.17 0.92 3.70 109.96
		350.11	284.09
		4,429.56	4,365.12

As per our report of even date attached

For Walker Chandiok & Co LLP Chartered Accountants Firm Registration No.: 001076N/N500013

Sd/-

Ashish Kedia Partner Membership No. 215834

For and on behalf of the Board of Directors of Mac Charles (India) Limited

Sd/Sd/-

Sartaj Sewa Singh Director DIN: 01820913

P B Appiah Director

DIN: 00215646

Sd/-

Sd/-

Chandana Naidu Company Secretary ACS No. 25570

Pranesha K Rao Chief Financial Officer

Place: Bengaluru Date: 3 June 2021

Place: Bengaluru Date: 3 June 2021

83

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Standalone Statement of Profit and Loss for the year ended 31 March 2021

Rs. in millions

	Note	Year ended	Year ended
		31 March 2021	31 March 2020
Income Revenue from operations Other income Total income Expenses Employee benefits expense Finance costs Depreciation and amortization expense Other expenses Total expenses Profit from continuing operation before tax Tax expense: - Current tax - Taxes pertaining to earlier years (net) Profit from continuing operations (after tax) Discontinued operations: Loss from discontinued operations Tax expense: - Current tax - Deferred tax Loss from discontinued operations (after tax) Profit/(loss) for the year Other comprehensive income: Items that will not be reclassified to profit or loss: Remeasurements of defined benefit liability/(asset) Equity instruments through Other comprehensive income - net changes in fair value Items that will be reclassified to profit or loss Deferred tax on items that will be reclassified to profit or loss Other comprehensive income for the year, net of income taxes Total comprehensive income for the year Earnings per equity share (for continuing operations): - Basic (₹) - Diluted (₹) Loss per equity share (for discontinued operations): - Basic (₹) - Diluted (₹) Earnings/(loss) per equity share (for discontinued and continuing operations): - Basic (₹) - Diluted (₹) Summary of significant accounting policies The accompanyingnotes referred to above form an intergralpart of the standalone financial statements	28 29 30 31 32 33 40 21.2 21.2 21.2 21.2 21.2 21.2 3	230.91 38.93	245.72 34.32
		269.84 21.33 103.91 35.53 86.52	280.04 14.99 110.35 35.68 108.88
		247.29 22.55 (2.72) -	269.90 10.14 - 2.15
		19.83 (9.16) - - (9.16)	12.29 (178.66) - 40.70 (137.96)
		10.67 (1.02) 2.00	(125.67) 1.98 (1.25)
		0.98 - 0.98	0.73 (0.21) 0.52
		11.65	(125.15)
		1.51 1.51 (0.70) (0.70) 0.81 0.81	0.94 0.94 (10.53) (10.53) (9.59) (9.59)

As per our report of even date attached

For Walker Chandiok & Co LLP Chartered Accountants Firm Registration No.: 001076N/N500013

Sd/-

Ashish Kedia Partner Membership No. 215834

For and on behalf of the Board of Directors of Mac Charles (India) Limited

Sd/Sd/-

P B Appiah Sartaj Sewa Singh Director Director DIN: 00215646 DIN: 01820913 Sd/Sd/-

Chandana Naidu Company Secretary ACS No. 25570

Pranesha K Rao

Chief Financial Officer

Place: Bengaluru Date: 3 June 2021

Place: Bengaluru Date: 3 June 2021

84

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Standalone Statement of Cash Flow for the year ended 31 March 2021

Rs. in millions

	Year ended	Year ended
	31 March 2021	31 March 2020
Cash flows from operating activities Profit before tax from continuing operations Loss before tax from discontinuing operations Adjustments: - Interest income - Profit on sale of property, plant and equipment, net - Interest expense (including fair value change in financial instruments) - Depreciation and amortization - Others Operating cash flow before working capital changes Working capital adjustments: - Trade receivables - Inventories - Current and non-current financial assets - Other current and non-current assets - Current and non-current financial liabilities - Provisions - Other current and non-current liabilities Cash generated from operating activities Income taxes refund/(paid) Net cash generated from operating activities [A] Cash flows from investing activities Acquisition of property, plant and equipment and investment property Purchase of investments Loan to subsidiaries Acquisition of subsidiaries Refund of capital advances Proceeds from sale of property, plant and equipment Proceeds from sale of investments Proceed from maturity of fixed deposit Advance for sale of capital assets Interest received Net cash generated from investing activities [B] Cash flows from financing activities Dividend paid Repayment of borrowings Interest paid Net cash used in financing activities [C] Decrease in cash and cash equivalents [A+B+C] Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the year Components of cash and cash equivalents (refer note 15) Balances with banks - in current accounts Cash in hand Cash and cash equivalents at the end of the year The disclosure on reconciliation of movements of liabilities to cash flows arising from financing activities is disclosed in note 22. Summary of significant accounting policies 3 The accompanyingnotesreferred to aboveforman intergralpart ofthe standalonefinancialstatements	22.55 (9.16) (3.15) (25.75) 103.83 35.53 (7.32)	10.14 (178.66) (29.98) (0.17) 110.26 42.32 (2.52)
	116.53 3.10 - 8.71 (10.80) (51.28) (2.69) 0.01	(48.61) 16.69 9.17 21.48 9.13 71.43 (10.78) (24.74)
	63.58 7.20	43.77 (37.87)
	70.78	5.90
	(111.51) - (0.20) - - 51.55 2.29 1.00 85.89 3.15	(8.03) (89.01) (160.08) (2,035.10) 2,258.64 10.47 278.00 - - 29.98
	32.17	284.87
	- (21.72) (84.28)	(157.94) (17.38) (110.26)
	(106.00)	(285.58)
	(3.05) 12.17	5.19 6.98
	9.12	12.17
	9.12 -	11.95 0.22
	9.12	12.17

As per our report of even date attached

For Walker Chandiok & Co LLP Chartered Accountants Firm Registration No.: 001076N/N500013

Sd/-

Ashish Kedia Partner Membership No. 215834

For and on behalf of the Board of Directors of

Mac Charles (India) Limited

Sd/Sd/- P B Appiah Sartaj Sewa Singh Director Director DIN: 00215646 DIN: 01820913 Sd/Sd/-

Chandana Naidu Company Secretary ACS No. 25570

Pranesha K Rao Chief Financial Officer

Place: Bengaluru Date: 3 June 2021

Place: Bengaluru Date: 3 June 2021

85

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Standalone Statement of Changes in Equity for the year ended 31 March 2021

Rs. in millions

**A. Equity share capital **	**A. Equity share capital **
Number Amount
Equity shares ₹ 10 each, issued, subscribed and fully paid-up capital
Balance as at 1 April 2019	1,31,01,052 131.01
Changesinequity share capitalduring the year	- -
Balance as at 31 March 2020	1,31,01,052 131.01
Changesinequity share capitalduring the year	- -
Balance as at 31 March 2021	1,31,01,052 131.01
B. Other Equity
Particulars	Reserves and Surplus Other comprehensive income Total equity attributable to owners of the Company General reserve Retained earnings Fair value of equity instruments Remeasurements of defined benefit liability/(asset)
Balance as at 1 April 2019 Loss for the year Other comprehensive income for the year Dividend distribution Corporate dividend tax	2,244.80 807.00 (2.80) 2.83 3,051.83 - (125.67) - (125.67) - - (0.89) 1.40 0.51 - (131.01) - (131.01) - (26.93) - (26.93)
Balance as at 31 March 2020	2,244.80 523.39 (3.69) 4.23 2,768.73
Balance as at 1 April 2020 Profit for the year Othercomprehensiveincomeforthe year	2,244.80 523.39 (3.69) 4.23 2,768.73 - 10.67 10.67 - - 2.00 (1.02) 0.98
Balance as at 31 March 2021	2,244.80 534.06 (1.69) 3.21 2,780.38
Nature and purpose of other reserves: General reserve: The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in general reserve will not be reclassified subsequently to profit and loss. Retained earnings: The cumulative gain or loss arising from the operations which is retained by the Company is recognised and accumulated under the heading of retained earnings. At the end of the period, the profit after tax is transferred from the statement of profit and loss to the retained earnings account. Fair value of equity instruments The Company has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within the Equity instruments through other comprehensive income within equity. The Company transfers amounts from this reserve to retained earnings when the relevant equity securities are derecognised.
Summary of significant accounting policies
The accompanying notes referred to above forman intergral part of the standalone financial statements

As per our report of even date attached

For Walker Chandiok & Co LLP Chartered Accountants Firm Registration No.: 001076N/N500013

Sd/-

Ashish Kedia Partner Membership No. 215834

For and on behalf of the Board of Directors of Mac Charles (India) Limited

Sd/Sd/- P B Appiah Sartaj Sewa Singh Director Director DIN: 00215646 DIN: 01820913 Sd/Sd/- Chandana Naidu Pranesha K Rao Company Secretary Chief Financial Officer ACS No. 25570

Place: Bengaluru Date: 3 June 2021

Place: Bengaluru Date: 3 June 2021

86

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021

1. Background

Mac Charles (India) Limited engages in the hotel business in India. The Company operates Le Meridien, a five star hotel with 197 rooms and suites in Bangalore, India. It is also involved in the generation of electricity through wind turbine generators located in Gadag and Bellary Districts and leasing of commercial real estate properties in Embassy Tech Square ('Alpha' and 'Delta') located along Outer Ring Road, Bangalore, Karnataka. The Company was incorporated in the year 1979 and is based in Bengaluru, India. Owing to commercial considerations, the Management proposed that the hotel business of the Company be discontinued. This decision was approved by the Board of Directors of the Company on 26 August 2019 and the hotel operations of the Company ceased with effect from 1 November 2019.

2. Basis of preparation

2.1 Statement of compliance

These standalone financial statements are prepared in accordance with Indian Accounting Standards (Ind AS) as per Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of Companies Act 2013, (the 'Act') and other relevant provisions of the Act. The standalone financial statements were authorized for issue by the Company's Board of Directors on 3 June 2021. Details of the Company's accounting policies are included in note 3.

'The Company has consistently applied the following accounting policies to all periods presented in these standalone financial statements.

Further, owing to the discontinuance of the hotel operations of the Company in previous year, which was the single largest segment of the Company’s business, the Company has evaluated its ability to sustain it operations in the foreseeable future. Considering net positive cash flows projected from continuing operations in the foreseeable future, market value of the land owned by the Company, continued committed financial support from the holding company and access to lines of credit, Management believes that the Company will not have any challenge in meeting its financial obligations for the next 12 months form the date of the standalone financial statements.

2.2 Functional and presentation currency

The standalone financial statements are presented in Indian Rupees (₹), which is also the Company’s functional currency. All amounts have been rounded-off to the nearest millions, unless otherwise indicated .

2.3 Basis of measurement

The financial statements have been prepared on the historical cost basis except for the following items:

Items	Measurement basis
Certain financial assets and liabilities	Fair value
Net defined benefit (asset)/ liability	Fair value of plan assets less present value of defined benefit obligations.

2.4 Use of estimates and judgments

In preparing these financial statements, management has made 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.

Judgments

Information about judgments made in applying accounting policies that have the most significant effects on the amounts recognized in the financial statements is as included below.

Assumptions and estimation uncertainties

Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment in the year ended 31 March 2021 is included in the following notes:

• Note 4 and 5 - Depreciation and amortization method and useful life of items of property, plant and equipment and investment property;

• Note 23, 26 and 38 – measurement of defined benefit obligations: key actuarial assumptions;

• Notes 36 – recognition and measurement of provisions and contingencies: key assumptions about the likelihood and magnitude of an outflow of resources;

• Note 37 – impairment of financial assets,

• Note 41 - Assets held for sale; determining the fair value less cost to sell of the assets held under sale

2.5 Measurement of fair values

A number of the Company’s accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities. 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. The fair value measurement is based on the

87

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

presumption that the transaction to sell the asset or transfer the liability takes place either:

• In the principal market for the asset or liability, or

• In the absence of a principal market, in the most advantageous market for the asset or liability.

The principal or the most advantageous market must be accessible by the Company. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.

The Company has an established control framework with respect to the measurement of fair values. The Company engages with external valuers for measurement of fair values in the absence of quoted prices in active markets.

Significant valuation issues are reported to the Company’s audit committee. All assets and liabilities for which fair value is measured or disclosed in the standalone financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

• Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

• Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

• Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible. If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorized in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement. The Company recognizes transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred. External valuers are involved for valuation of significant assets, such as properties and unquoted financial assets, and significant liabilities, such as contingent consideration.

For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above. This note

summarizes accounting policy for fair value. Other fair value related disclosures are given in the relevant notes.

• Financial instruments (note 37)

• Disclosures for valuation methods, significant estimates and assumptions (note 37)

• Quantitative disclosures of fair value measurement hierarchy (note 37)

• Financial instruments (including those carried at amortized cost) (note 37)

3. Significant accounting polices

3.1 Leases

Company as a lessee

A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether:

• the contract involves the use of an identified asset

• the Company has the right to obtain substantially all the economic benefits from use of the asset throughout the period of use; and

• the Company has the right to direct the use of the asset

At inception or on reassessment of a contract that contains a lease component, the Company allocates the consideration in the contract to each lease component on the basis of the relative stand-alone prices of the lease components and the aggregate stand-alone price of the non-lease components.

The Company recognizes right-of-use asset representing its right to use the underlying asset for the lease term at the lease commencement date. The cost of the right-of-use asset measured at inception shall comprise of the amount of the initial measurement of the lease liability, adjusted for any lease payments made at or before the commencement date, less any lease incentives received, plus any initial direct costs incurred and an estimate of the costs to be incurred by the lessee in dismantling and removing the underlying asset or restoring the underlying asset or site on which it is located.

The right-of-use asset is subsequently measured at cost less accumulated depreciation, accumulated impairment losses, if any and adjusted for any remeasurement of the lease liability. The right-of-use assets is depreciated using the straight-line method from the commencement date over the shorter of lease term or useful life of right-of-use asset. The estimated useful lives of right-of-use assets are determined on the same basis as those of property, plant and equipment. Right-of-use assets are tested for impairment whenever there is any indication that their carrying amounts may not be recoverable. Impairment loss, if any, is recognized in the standalone statement of profit and loss.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that

88

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

rate cannot be readily determined, the incremental borrowing rate applicable to the entity within the Company. Generally, the Company uses its incremental borrowing rate as the discount rate. For leases with reasonably similar characteristics, the Company, on a lease by lease basis, may adopt either the incremental borrowing rate specific to the lease or the incremental borrowing rate for the portfolio as a whole. The lease payments shall include fixed payments, variable lease payments, residual value guarantees, exercise price of a purchase option where the Company is reasonably certain to exercise that option and payments of penalties for terminating the lease, if the lease term reflects the lessee exercising an option to terminate the lease.

The lease liability is subsequently remeasured by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying amount to reflect the lease payments made and remeasuring the carrying amount to reflect any reassessment or lease modifications or to reflect revised insubstance fixed lease payments

The Company recognizes the amount of the re-measurement of lease liability as an adjustment to the right-of-use asset. Where the carrying amount of the right-of-use asset is reduced to zero and there is a further reduction in the measurement of the lease liability, the Company recognizes any remaining amount of the re-measurement in standalone statement of profit and loss.

Company as a lessor

When the Company acts as a lessor at the inception, it determines whether each lease is a finance lease or an operating lease.

The Company recognizes lease payments received under operating leases as income on a straight-line basis over the lease term. In case of a finance lease, finance income is recognized over the lease term based on a pattern reflecting a constant periodic rate of return on the lessor's net investment in the lease. When the Company is an intermediate lessor it accounts for its interests in the head lease and the sub-lease separately. It assesses the lease classification of a sub-lease with reference to the right-of-use asset arising from the head lease, not with reference to the underlying asset. If a head lease is a short -term lease to which the Company applies the exemption described above, then it classifies the sub-lease as an operating lease. If an arrangement contains a lease and non-lease components, the Company applies Ind AS 115-Revenue to allocate the consideration in the contract.

3.2 Property, Plant and Equipment

1. Recognition and measurement

Items of property, plant and equipment are measured at cost, which includes capitalized borrowing costs, less accumulated depreciation and accumulated impairment losses, if any. Cost of an item of property, plant and equipment comprises its purchase

price, including import duties and non-refundable purchase taxes, after deducting trade discounts and rebates, any directly attributable cost of bringing the item to its working condition for its intended use and estimated costs of dismantling and removing the item and restoring the site on which it is located. The cost of a self-constructed item of property, plant and equipment comprises the cost of materials and direct labor, any other costs directly attributable to bringing the item to working condition for its intended use, and estimated costs of dismantling and removing the item and restoring the site on which it is located.

If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of property, plant and equipment.

An item of property, plant and equipment and any significant part initially recognized is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the income statement when the asset is derecognized.

2. Subsequent expenditure

Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to the Company.

3. Depreciation

Depreciation is calculated on cost of items of property, plant and equipment less their estimated residual values over their estimated useful lives using the straight-line method, and is generally recognized in the statement of profit and loss. Assets acquired under finance leases are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Company will obtain ownership by the end of the lease term. Freehold land is not depreciated.

The estimated useful lives of items of property, plant and equipment for the current and comparative periods are as follows:

Asset	Management estimate of useful lives
Building	30–60 years
Plant and machinery	22 years
Computers	3 years
Vehicles	8 years

Depreciation method, useful lives and residual values are reviewed at each financial year-end and adjusted if appropriate.

89

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Based on technical evaluation and consequent advice, the management believes that its estimates of useful lives as given above best represent the period over which management expects to use these assets.

3.3 Investment property

Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services or for administrative purposes.

Upon initial recognition, an investment property is measured at cost.The cost comprises purchase price, borrowing cost, if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use. Any trade discount and rebates are deducted in arriving at the purchase price Subsequent to initial recognition, investment property is measured at cost less accumulated depreciation and accumulated impairment losses, if any.

Based on technical evaluation and consequent advice, the management believes a period of 60 years as representing the best estimate of the period over which investment properties (which are quite similar) are expected to be used. Accordingly, the Company depreciates investment properties over a period of 60 years on a straight-line basis. The useful life estimate of 60 years is different from the indicative useful life of relevant type of buildings mentioned in Part C of Schedule II to the Act i.e. 30 years. Any gain or loss on disposal of an investment property is recognized in profit or loss.

The fair values of investment property is disclosed in the notes. Fair values is determined by an independent valuer who holds a recognized and relevant professional qualification and has recent experience in the location and category of the investment property being valued.

Investment Properties are de-recognized either when they have been disposed off or when they are permanently withdrawn from use and no future economic benefit is expected from their disposal. The difference between the net disposal proceeds and the carrying amount of the asset is recognized in Statement of Profit or Loss in the period of de-recognition.

3.4 Impairment of assets

1. Impairment of financial instruments

In accordance with Ind AS 109, the Company applies expected credit loss (ECL) model for measurement and recognition of impairment loss for financial assets.

At each reporting date, the Company assesses whether financial assets carried at amortized cost are credit-impaired. A financial asset is 'credit-impaired' when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred.

Loss allowances for the financial assets measured at amortized cost are deducted from the gross carrying amount of assets. Loss allowances for trade receivables are always measured at an amount equal to lifetime expected credit losses. Lifetime expected credit losses are the expected credit losses that result from all possible default events over the expected life of a financial instrument.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating expected credit losses, the Company considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Company's historical experience and informed credit assessment and including forward- looking information.

The Company assumes that the credit risk on a financial asset has increased significantly if it is more than 180 days past due. The Company considers a financial asset to be in default when: (i) the borrower is unlikely to pay its credit obligations to the Company in full, without recourse by the Company to actions such as realizing security (if any is held); or (ii) the financial asset is 365 days or past due.

Measurement of expected credit losses

Expected credit losses are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to the Company in accordance with the contract and the cash flows that the Company expects to receive).

Presentation of allowance for expected credit losses in the balance sheet

Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets.

3.4 Impairment of assets

1. Impairment of financial instruments

Write-off

The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic prospect of recovery. This is generally the case when the Company determines that the debtor does not have assets or sources of income that could generate sufficient cash flows to repay the amounts subject to the write‑off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Company's procedures for recovery of amounts due.

The Company's non-financial assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated.

2. Impairment of non-financial assets

90

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

The Company's non-financial assets other than deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated. For impairment testing, assets that do not generate independent cash inflows are grouped together into cash-generating units (CGUs). Each CGU represents smallest group of assets that generates cash inflows that are largely independent of the cash inflows or other assets or CGUs.

The recoverable amount of a CGU (or an individual asset) is the higher of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the CGU (or the asset).

An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its estimated recoverable amount. Impairment losses are recognized in the statement of profit and loss. In respect of assets for which impairment loss has been recognized in prior periods, the Company reviews at each reporting date whether there is any indication that the loss has decreased or no longer exists.

An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. Such a reversal is made only to the extend that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss has been recognized.

3.5 Revenue recognition

The Company derives its revenue primarily from running and/or managing hotels, sale of electricity, rental income and interest income.

• the amortized cost of financial liability.

In calculating interest income, the effective interest rate is applied to the gross carrying amount of the asset (when the asset is not credit impaired). However, for financial assets that have become credit-impaired subsequent to initial recognition, interest income is calculated by applying the effective interest rate to the amortized cost of the financial asset. If the asset is no longer credit-impaired, then the calculation of interest income reverts to the gross basis.

- Dividend income:

Dividends are recognized in profit or loss on the date on which the Company's right to receive payment is established.

3.6 Financials instruments

1. Recognition and initial measurement

Trade receivables and debt securities issued are initially recognized when they are originated. All other financial assets and financial liabilities are initially recognized when the Company becomes a party to the contractual provisions of the instrument.

A financial asset or financial liability is initially measured at fair value plus, for an item not at fair value through profit and loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue.

2. Classification and subsequent measurement

A. Financial assets

On initial recognition, a financial asset is classified as measured at:

• amortized cost;

Revenue from different sources is recognized as below: - Sale of electricity generated from Wind Turbine Generators is:

Recognized on the basis of electricity units metered and invoiced.

Rental Income

Rental income from property leased under operating lease is recognized in the statement of profit and loss on an actual basis over the term of the lease since the rentals are in line with the expected general inflation. Lease incentives granted are recognized as an integral part of the total rental income.

- Interest income

Interest income is recognized using the effective interest rate method.

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 a financial asset; or

• FVOCI – debt investment;

• FVOCI – equity investment; or

• Fair Value Through statement of Profit and Loss (FVTPL) Financial assets are not reclassified subsequent to their initial recognition, except if and in the period the Company changes its business model for managing financial assets.

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL: − the asset is held within a business model whose objective is to hold assets to collect contractual cash flows; and

− the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

At initial recognition, the Company measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss.

91

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment’s fair value in OCI (designated as FVOCI – equity investment). This election is made on an investment‑ by‑ investment basis. All financial assets not classified as measured at amortized cost or FVOCI as described above are measured at FVTPL. This includes all derivative financial assets. On initial recognition, the Company may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortized cost or at FVOCI as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

3.6 Financials instruments

during a particular period of time and for other basic lending risks and costs (e.g. liquidity risk and administrative costs), as well as a profit margin.

In assessing whether the contractual cash flows are solely payments of principal and interest, the Company considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the Company considers:

− contingent events that would change the amount or timing of cash flows;

− terms that may adjust the contractual coupon rate, including variable interest rate features;

− prepayment and extension features; and

2. Classification and subsequent measurement

B. Financial assets: Business model assessment

The Company makes an assessment of the objective of the business model in which a financial asset is held at a portfolio level because this best reflects the way the business is managed and information is provided to management. The information considered includes:

− the stated policies and objectives for the portfolio and the operation of those policies in practice. These include whether management’s strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching the duration of the financial assets to the duration of any related liabilities or expected cash outflows or realizing cash flows through the sale of the assets;

• how the performance of the portfolio is evaluated and reported to the Company's management;

– the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are managed;

– how managers of the business are compensated – e.g. whether compensation is based on the fair value of the assets managed or the contractual cash flows collected; and

– the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future sales activity.

Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for this purpose, consistent with the Company's continuing recognition of the assets.

Financial assets that are held for trading or are managed and whose performance is evaluated on a fair value basis are measured at FVTPL.

C. Financial assets: Assessment whether contractual cash flows are solely payments of principal and interest

For the purposes of this assessment, ‘principal’ is defined as the fair value of the financial asset on initial recognition. ‘Interest’ is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding

− terms that limit the Company's claim to cash flows from specified assets (e.g. non‑ recourse features).

D. Financial assets: Subsequent measurement and gains and losses

Financial assets at FVTPL	These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.
Financial assets at amortized cost	These assets are subsequently measured at amortized cost using the effective interest method. The amortized cost is reduced by impairment losses. Interest income, foreign exchange gains and losses and impairment are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.
Equity investments at FVOCI	These assets are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in OCI and are notreclassified to profit or loss.
Debt investments at FVTPL	These assets are subsequently measured at fair value. Interest income under the effective interest method, foreign exchange gains and losses and impairment are recognized in profit or loss. Other net gains and losses are recognized in statement of profit and loss.

92

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

E. Financial liabilities: Classification, subsequent measurement and gains and losses

Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held- for- trading, or it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognized in profit or loss. Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.

3. Derecognition

A. Financial assets:

The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and does not retain control of the financial asset.

If the Company enters into transactions whereby it transfers assets recognized on its balance sheet, but retains either all or substantially all of the risks and rewards of the transferred assets, the transferred assets are not derecognized.

B. Financial Liabilities:

3.6 Financials instruments

Subsequent measurement

The measurement of financial liabilities depends on their classification, as described below:

Amortized cost

This is the category most relevant to the Company. After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized cost using the effective interest rate (EIR) method. Gains and losses are recognized in profit or loss when the liabilities are derecognized as well as through the EIR amortization process.

Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortization is included as finance costs in the statement of profit and loss.

4. Offsetting

Financial assets and financial liabilities are offset and the net amount presented in the balance sheet when, and only when, the Company currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realize the asset and settle the liability simultaneously.

3.8 Employee benefits

1. Defined contribution plan

The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled or expire. The Company also derecognizes a financial liability when its terms are modified and the cash flows under the modified terms are substantially different. In this case, a new financial liability based on the modified terms is recognized at fair value. The difference between the carrying amount of the financial liability extinguished and the new financial liability with modified terms is recognized in profit or loss.

The Company pays provident fund contributions to publicly administered provident funds as per local regulations. The company has no further payment obligations once the contributions have been paid. The contributions are accounted for as defined contribution plans and the contributions are recognized as employee benefit expense when they are due. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is available.

Initial recognition and measurement

2. Defined benefit plans

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss and amortized cost.

At initial recognition, the Company measures a financial liability at its fair value plus, in the case of a financial liability not at fair value through profit or loss, transaction costs that are directly attributable to the financial liability. Transaction costs of financial liability carried at fair value through profit or loss are expensed in profit or loss.

The Company's gratuity plan is a defined benefit plan. The present value of gratuity obligation under such defined benefit plans is determined based on actuarial valuations carried out by an independent actuary using the Projected Unit Credit Method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measure each unit separately to build up the final obligation. The obligation is measured at the present value of estimated future cash flows. The discount rates used for determining the present value of obligation under defined benefit plans, is based on the

93

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

market yields on Government securities as at the balance sheet date, having maturity periods approximating to the terms of related obligations. Actuarial gains and losses are recognized immediately in the balance sheet with a corresponding debit or credit to retained earnings through Other Comprehensive income in the period in which they occur.

Gratuity scheme is administered through a trust called Mac Charles (India) Limited Employees Gratuity Fund Trust affiliated with the Life Insurance Corporation of India and the provision for the same is determined on the basis of actuarial valuation carried out by an independent actuary. Provision is made for the shortfall, if any, between the amounts required to be contributed to meet the accrued liability for gratuity as determined by actuarial valuation and the available corpus of the funds.

Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in future payments is available.

3. Short-term benefit plans

Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognized and measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee benefit obligations in the balance sheet.

Compensated absence, which is a short term defined benefit, is accrued based on a full liability method based on current salaries at the balance sheet date for unexpired portion of leave.

3.9 Foreign currency transactions

Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions or an average rate, if the average rate approximates the actual rate at the date of transaction. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates are generally recognized in profit or loss.

Foreign exchange differences regarded as an adjustment to borrowing costs are presented in the statement of profit and loss, within finance costs. All other foreign exchange gains and losses are presented in the statement of profit and loss on a net basis within other gains/(losses).

Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair

value gain or loss. Non-monetary items that are measured based on historical cost in a foreign currency are translated at the exchange rate at the date of the transaction.

3.10 Income taxes

Income tax comprises current and deferred tax. It is recognized in the statement of profit and loss except to the extent that it relates to an item directly recognized in equity or in other comprehensive income.

Current income tax

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date in the countries where the Company operates and generates taxable income.

Current income tax relating to items recognized outside profit or loss is recognized outside profit or loss (either in other comprehensive income or in equity). Current tax also includes any tax arising from dividends.

Deferred tax

Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date. Deferred tax assets are recognized to the extent that it is probable that the underlying tax loss or deductible temporary difference will be utilized against future taxable income. This is assessed based on the Company’s forecast of future operating results, adjusted for significant non-taxable income and expenses and specific limits on the use of any unused tax loss or credit. The carrying amount of deferred 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 tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered. Deferred tax liabilities are recognized for all taxable temporary differences except in respect of taxable temporary differences associated with investment in subsidiaries, when the timing of reversal of the temporary differences can be controlled and it is probable that the temporary differences will not be reverse in the foreseeable future.

3.11 Provisions and contingent liabilities

Provisions (other than for employee benefits)

94

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Provisions are recognized when the company has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognized for future operating losses.

Provisions for onerous contracts, i.e. contracts where the expected unavoidable costs of meeting the obligations under the contract exceed the economic benefits expected to be received under it, are recognized when it is probable that an outflow of resources embodying economic benefits will be required to settle a present obligation as a result of an obligating event based on a reliable estimate of such obligation.

Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognized even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small.

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognized as interest expense.

In the normal course of business, contingent liabilities may arise from litigation and other claims against the Company. Potential liabilities that are possible but not probable of crystallizing or are very difficult to quantify reliably are treated as contingent liabilities. Such liabilities are disclosed in the notes but are not recognized.

3.12 Cash and cash equivalents

Cash and cash equivalents includes cash on hand, 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.

3.13 Earnings per share

The basic earnings per share is computed by dividing the net profit/ (loss) attributable to owner's of the company for the year by the weighted average number of equity shares outstanding during reporting period.

The number of shares used in computing diluted earnings/ (loss) per share comprises the weighted average shares considered for deriving basic earnings/ (loss) per share and also the weighted average number of equity shares which could have been issued on the conversion of all dilutive potential equity shares. Dilutive potential equity shares are deemed converted as of the beginning of the reporting date, unless they have been issued at a later date. In computing diluted earnings per share, only

potential equity shares that are dilutive and which either reduces earnings per share or increase loss per share are included.

3.14 Dividends

Provision is made for the amount of any dividend declared, being appropriately authorized 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.

3.15 Discontinued Operations

A discontinued operation is a component of the Company's business, the operations and cash flows of which can be clearly distinguished from those of the rest of the Company and which represents a separate major line of business or geographical area of operations and

• is a part of a single coordinated plan to dispose of a separate major line of business or geographic area of operations; or

• is a subsidiary acquired exclusively with a view to re-sale. Classification as a discontinued operation occurs upon disposal or when the operation meets the criteria to be classified as held for sale, if earlier.

When an operation is classified as a discontinued operation, the comparative statement of profit and loss is re-presented as if the operation had been discontinued from the start of the comparative period.

3.16 Estimation of uncertainty relating to COVID-19 outbreak

The Company has considered the possible effects that may result from the pandemic relating to COVID-19 on the carrying amounts of receivables, and other financial assets. In developing the assumptions relating to the possible future uncertainties in the global economic conditions because of this pandemic, the Company, as at the date of approval of the standalone financial statements has used internal and external sources of information and expects the carrying amount of these assets will be recovered. The impact of COVID-19 pandemic may be different from that estimated as at the date of approval of the standalone financial statements and the Company will continue to closely monitor any material changes to future economic conditions.

3.17 Recent accounting pronouncement

On 24 March 2021, the Ministry of Corporate Affairs ("MCA") through a notification, amended Schedule III of the Companies Act, 2013. The amendments revise Division I, II and III of Schedule III and are applicable from 1 April 2021. Key amendments relating to Division II which relate to companies whose financial statements are required to comply with Companies (Indian Accounting Standards) Rules 2015 are:

95

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Balance Sheet:

• Lease liabilities should be separately disclosed under the head ‘financial liabilities’, duly distinguished as current or noncurrent.

• Certain additional disclosures in the statement of changes in equity such as changes in equity share capital due to prior period errors and restated balances at the beginning of the current reporting period.

• Specified format for disclosure of shareholding of promoters.

• Specified format for ageing schedule of trade receivables, trade payables, capital work-in-progress and intangible asset under development.

• If a company has not used funds for the specific purpose for which it was borrowed from banks and financial institutions, then disclosure of details of where it has been used.

• Specific disclosure under ‘additional regulatory requirement’ such as compliance with approved schemes of arrangements, compliance with number of layers of companies, title deeds of immovable property not held in name of company, loans and advances to promoters, directors, key managerial personnel (KMP) and related parties, details of benami property held etc.

Statement of Profit and Loss:

• Additional disclosures relating to Corporate Social Responsibility (CSR), undisclosed income and crypto or virtual currency specified under the head ‘additional information’ in the notes forming part of standalone financial statements. The amendments are extensive and the Company will evaluate the same to give effect to them as required by law.

96

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

4 Property, plant and equipment
	Land Buildings Plant and Machinery Computers Vehicles Total
Gross carrying amount
Balance as at 1 April 2019	340.65 26.10 426.85 4.89 5.47 803.96
Additions	- - - - - -
Reclassification to asset held for sale (refer note 41)	- 4.67 82.57 4.89 - 92.13
Disposals	- - - - 0.25 0.25
Balance as at 31 March 2020	340.65 21.43 344.28 - 5.22 711.58
Additions	58.11 - - 0.09 - 58.20
Reclassification to asset held for sale (refer note 41)	388.89 16.97 - - - 405.86
Disposals	- - - - 1.32 1.32
Balance as at 31 March 2021	9.87 4.46 344.28 0.09 3.90 362.60
**Accumulated depreciation **
Balance as at 1 April 2019	- 1.25 98.83 4.44 2.54 107.06
Charge for the year	- 0.52 22.61 0.51 0.68 24.32
Transfer to assets held for sale	- 0.40 45.60 4.95 - 50.95
Disposals	- - - - 0.25 0.25
Balance as at 31 March 2020	- 1.37 75.84 0.00 2.97 80.18
Charge for the year	- 0.32 19.01 0.03 0.57 19.93
Transfer to assets held for sale	- 1.57 - - - 1.57
Disposals	- - - - 1.10 1.10
Balance as at 31 March 2021	- 0.12 94.85 0.03 2.44 97.44
Net carrying amount
As at 31 March 2020	340.65 20.06 268.44 (0.00) 2.25 631.40
As at 31 March 2021	9.87 4.34 249.43 0.06 1.46 265.16
Notes: (i) Contractual obligations The Company has not entered into any contracts to purchase, construct or develop property plant and equipment or for its repairs, maintenance or enhancements exceeding a period of one year. (ii) Significant estimates Property, plant and equipment represent a significant proportion of the asset base of the Company. The charge in respect of periodic depreciation is derived after determining an estimate of an asset’s expected useful life and the expected residual value at the end of its life, if any. The useful lives and residual values of the Company's assets are determined by management at the time the asset is acquired and reviewed periodically, including at each financial year end. The lives are based on historicalexperience withsimilarassets as wellas anticipationof future events, which mayimpact their life, suchas changesintechnology.

97

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

5 Investment property	5 Investment property
Particulars As at 31 March 2021 As at 31 March 2020
Cost or deemed cost (Gross carrying amount)
Opening balance 936.13 936.13
Additions - -
Disposals - -
Closing balance 936.13 936.13
Accumulated depreciation
Opening balance (106.32) (90.72)
Charge for the year (15.60) (15.60)
Disposals - -
Closing balance (121.92) (106.32)
Net carrying amount 814.21 829.81
Notes: Investment property comprises of a commercial property that is leased to third parties. The lease contains an initial non-cancellable period. Subsequent renewals are negotiated with the lessee and historically the average renewal period is five to nine years. Investment property comprises of three floors in building named 'Delta' two floors in building named 'Alpha' held by the Company in Cessna Business Park, Bengaluru. These properties have been given as a colaterall for the term loan from bank. i) Amounts recognized inprofit and loss for investmentproperties
Particulars Year ended 31 March 2021 Year ended 31 March 2020
Rental income derived from investment properties 149.45 145.54
Direct operating expenses (including repairs and maintenance) generating rental income 10.61 12.69
Profit arising from investment properties before depreciation and indirect expenses 138.84 132.85
Less:Depreciation 15.60 15.60
Profit arising from investment properties before indirect expenses 123.24 117.25
i) Contractual obligation The Company has not entered into any contracts to purchase, construct or develop investment property or for its repairs, maintenance or enhancements exceeding a period of one year. ii) Fair value Fair value hierarchy The fair value of investment property has been determined by external, independent property valuers, having appropriate recognized professional qualifications and recent experience in the location and category of the property being valued. The fair value of investment properties is based on discounted cash flows and classified as level 3 fair value in the fair value hierarchy due to the use of unobservable inputs. There has been no change in valuation techniques used since prior years. Valuation techniques Investment property comprises commercial properties that are leased to third parties. Each of the leases contains an initial non-cancellable period. Subsequent renewals are negotiated with the lessee. No contingent rents are charged. The Company obtains independent valuations for its investment properties at least annually.
Fair value: ₹ million As at 31 March 2020 2,484.58 As at 31 March 2021 2,272.52
Significant estimates The charge in respect of periodic depreciation on investment property is derived after determining an estimate of an asset’s expected useful life and the expected residual value at the end of its life, if any. The useful lives and residual values of the Company's assets are determined by management at the time the asset is acquired and reviewed periodically, including at each financial year end. The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technology. Para 97 of Ind AS 113 'Fair value measurements' states that for each class of assets and liabilities not measured at fair value in the balance sheet but for which the fair value is disclosed, an entity shall disclose the information required by paragraph 93(b), (d) and (i). However, the said paragraph states that an entity is not required to provide the quantitative disclosures about significant unobservable inputs used in fair value measurements categorized within Level 3 of the fair value hierarchy required by paragraph 93(d). Therefore, no disclosure in relation to sensitivity analysis of significant unobservable inputs used in fair value measurements of Investment property.

98

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

6	Investment property under development
	Particulars	As at 31 March 2021 As at 31 March 2020
	Opening balance Additions Disposals	- -
		77.01 -
		- -
	Closing balance	77.01 -
	Note The Companyis constructing Commercial Tower(Zenith) ontheland parcelofthe erstwhileLeMeridien ho
		tel fortenancy.
7	Investments insubsidiaries
	Particulars	As at 31 March 2021 As at 31 March 2020
	Unquoted equity shares
	Investments in subsidiaries accounted at cost
	29,987 equity shares of Airport Golf View Hotels and Suites Private Limited (31 March 2020: 29,988 shares)	74.50 74.50
	49,999 equity shares of Blue Lagoon Real Estate Private Limited (31 March 2020: 49,999)	1,531.20 1,531.20
	49,999 equity shares of Neptune Real Estate Private Limited (31 March 2020: 49,999)	503.90 503.90
		2,109.60 2,109.60
8	Investments
	Particulars	As at 31 March 2021 As at 31 March 2020
	Non-Current
	Quoted equity shares
	Investments measured at fair value through other comprehensive income (fully paid-up)
	10,000 equity shares of Global Offshore Services Limited (31 March 2020: 10,000 shares) 22,699 equity shares of Puravankara Limited (31 March 2020 : 22,699 shares) 4,000 equity shares of Cipla Limited (31 March 2020: 4,000 shares)	0.06 0.03 1.59 0.82 3.26 1.80
	Unquoted
	Investment in mutual funds
	Investments measured at fair value through Profit and Loss (fully paid-up)
	ICICI India Advantage Fund-III	- 3.30
	Reliance Capital AssetManagement	- 20.53
		4.91 26.48
	Aggregate amount of quoted investments and market value thereof	4.91 2.65
	Aggregate amount of unquoted investments	- 23.83
	Aggregate amount of impairment in the value of investments	- -
	Information about the Company's exposure to credit and market risks, and fair value measurement, is include	d in Note 37.
	Equity shares designated as at fair value through other comprehensive income (FVOCI)
	At 1 April 2015, the Company designated the investments presented below as equity shares at FVOCI becaus Company intends to hold for long-term.	e these equity shares represent investments that the
	Fair value	-
	Particulars Dividend income for 19-20	Fair Value as at 31 March 2020 Dividend income for 20-21 Fair Value as at 31 March 2021
	Investment in equity shares of Global Offshore Services Limited - Investment in equity shares of Puravankara Limited - Investmentinequity shares ofCiplaLimited -	0.03 - 0.06 0.82 - 1.59 1.80 - 3.26
	-	2.65 - 4.91
9	Loans
	Particulars	As at 31 March 2021 As at 31 March 2020
	Unsecured, considered good
	Security deposits	10.22 9.93
		10.22 9.93
10	Other financial assets
	Particulars	As at 31 March 2021 As at 31 March 2020
	Deposit withoriginal maturityfor more than 12 month(refer note16)	19.40 19.40
		19.40 19.40
	Fixed deposit with bank includes an amount of ₹ 19.40 million (31 March 2020: ₹ 19.40 million) which is from HDFC bank (refer note 22)	held as debt service reserve account (DSRA) for loan taken

99

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

11	Income-tax assets (net)
	Particulars As at 31 March 2021 As at 31 March 2020
	Advanceincome tax,net ofprovision fortaxation 29.48 39.40
	29.48 39.40
12	Other non-current assets
	Particulars As at 31 March 2021 As at 31 March 2020
	Capital advances
	- Advance paid for purchase of investment property (refer note below) 53.23 53.23
	Balance withgovernment authorities 10.79 -
	64.02 53.23
	Note:
	Capital advance as at 31 March 2021 pertains to amount paid to Legacy Global to acquire a property in Allalsandra village, Yelahanka Hobli, Bengaluru North. The propertyis underconstructionand posession is expected to bereceived by 31st July2021.
13	Investments
	Particulars As at 31 March 2021 As at 31 March 2020
	Current
	Unquoted
	Investment in mutual funds
	Investments measured at fair value through Profit and Loss (fully paid-up)
	14,161 units of Ultra Short Bond Fund Direct Plan of Franklin India (31 March 2020: 28,057 units) 0.42 0.78
	Nippon India Mutual Fund (ETF Liquid BGSE) 0.09 0.08 ICICI India Advantage Fund-III 1.78 - Reliance Capital AssetManagement 20.50 -
	22.79 0.86
	Aggregate amount of quoted investments and market value thereof -
	Aggregate amount of unquoted investments 22.79 0.86
	Aggregate amount of impairment in the value of investments - -
	Informationabout the Company's exposure to credit andmarketrisks, andfairvaluemeasurement,isincludedin note 37.
14	Trade receivables
	Particulars As at 31 March 2021 As at 31 March 2020
	Unsecured, considered good 7.77 9.73
	Dues from related parties (refer note 35) 4.33 8.06
	Duesfromothers 3.44 1.67
	7.77 9.73
	The Company's exposure to credit and currencyrisks,and loss allowances related to trade receivables are disclosed in note 37.
15	Cash and cash equivalents
	Particulars As at 31 March 2021 As at 31 March 2020
	Balances with banks
	- in current accounts 9.12 11.95
	Cashon hand - 0.22
	9.12 12.17
16	Bank balances other than cash and cash equivalents
	Particulars As at 31 March 2021 As at 31 March 2020
	Current
	Unpaid dividend account 26.32 29.93
	Deposits withoriginal maturitymore than3months butless than 12 months - 1.00
	26.32 30.93
	Non-current
	Margin money deposit 19.40 19.40
	Less-amount disclosed under noncurrentfinancialassets (refer note10) (19.40) (19.40)
	- -
	26.32 30.93
	Notes:
	Unpaid dividend accountrepresents bankbalances whicharerestrictedforuse anditrelates to unclaimed dividend.

100

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

17		Loans	Loans	Loans	Loans
		Particulars					As at 31 March 2021 As at 31 March 2020
		Unsecured, considered good					0.72 0.65 8.61 8.62 267.25 267.05 241.16 241.16
		- Inter-corporate loans
		Loans to related parties (refer note 35)
		- Airport Golfview Hotels and Suites Private Limited
		- Blue Lagoon Real Estate Private Limited
		- Neptune Real Estate Private Limited
		Unsecured, credit impaired
		- Inter-corporate loans					18.83 24.00
		Less:Expected creditlossfor loans					(18.83) (24.00)
							517.74 517.48
		The Company's exposure to credit and currencyrisks andloss allowancesrelated toloans are disclosedi				n note 37.
18		Other financial assets
		Particulars					As at 31 March 2021 As at 31 March 2020
		Other receivables					0.34 0.80
							0.34 0.80
19		Other current assets
		Particulars					As at 31 March 2021 As at 31 March 2020
		Prepaid expenses					1.92 1.91
		Otheradvances					1.66 0.34
							3.58 2.25
20		**Equity share capital **
		Particulars					As at 31 March 2021 As at 31 March 2020
		Equity share capital
		Authorised share capital
		20,000,000 (31 March 2020:20,000,000) equity shares of ₹ 10 each					200.00 200.00
							200.00 200.00
		Issued, subscribed and fully paid up
		13,101,052(31 March 2020:13,101,052) equity shares of ₹ 10 each					131.01 131.01
							131.01 131.01
(a)		Reconciliation of the number of equity shares outstanding at the beginning and at the end of the reporting year is as given below:
		As at 31 March 2021 As at 31 March 2020
		No of shares Amount No of shares Amount
		At the beginning of the year 1,31,01,052 131.01 1,31,01,052 131.01
		Add: Shares issued during the year - - - -
		Less:Forfeiture ofshares during the year - - - -
		Outstanding at the end of theyear 1,31,01,052 131.01 1,31,01,052 131.01
(b)		The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital:
		The Company has one class of equity shares having a par value of ₹ 10 per sh			are. Each shareholder is eligible for one vote per share held. The dividend proposed by ensuing Annual General Meeting, except in case of interim dividend. In the event of s of the Company after distribution of all preferential amounts if any, in proportion to
		the Board of Directors is subject to the approval of the Shareholders in the
		liquidation, the equity shareholders are eligible to receive the remaining asset			s of the Company after di
		their shareholding.
(c)		Details of shareholder holding more than 5% shares inthe Company
		Name of the shareholder			**As at 31 March **	2021 As at 31 March 2020
					% of holding	No of shares % of holding No of shares
		Embassy Property Developments Private Limited (Holding company)			73.41	96,16,952 73.41 96,16,952
		Rajasthan Gum Private Limited			5.47%	7,16,890 4.96% 6,50,000
(d)		The Company has not allotted any fully paid up equity share		s by way of bonu	s shares nor has bought b	ack any class of equity shares during the period of five years
		immediately preceding the balance sheet d	atenor hasissued s	haresforconside	rationotherthancash.

101

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

(e)	Particulars of each class of shares held by holding, ultimate holding, subsidiaries or associates of the holding co	mpany or the ultimate holding company:	mpany or the ultimate holding company:
	Particulars	As at 31 March 2021 As at 31 March 2020
	EmbassyPropertyDevelopmentsPrivateLimited (Holding company)	96,16,952 96,16,952
21	Other equity
	Particulars	As at 31 March 2021 As at 31 March 2020
	General reserve
	Balance at the beginning of the year	2,244.80 2,244.80
	Add:Transferredfromstatement ofprofit andlossforthe year	- -
	Balance at the end of the year	2,244.80 2,244.80
	Retained earnings
	Balance at the beginning of the year	523.39 807.00
	Add: Net profit/(loss) for the year	10.67 (125.67)
	Dividend distribution	- (131.01)
	Corporate dividend tax	- (26.93)
	Balance at the end of the year	534.06 523.39
	Fair value of equity instruments Balance at the beginning of the year Add: Net fair value gain/(loss) on investments in equity instruments at FVOCI, net of tax Balance at the end of theyear	(3.69) (2.80) 2.00 (0.89)
		(1.69) (3.69)
	Remeasurements of defined benefit liability (asset)
	Balance at the beginning of the year	4.23 2.83
	Add:Actuarialgain/ (loss)	(1.02) 1.40
	Balance at the end of the year	3.21 4.23
		2,780.38 2,768.73
21.1	Capital management
	For the purpose of the Company’s capital management, capital includes issued equity share capital, and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company’s capital management is to maximise the shareholder value. The Company's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors the return on capital, as well as the level of dividends to equity shareholders. The Board of Directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowing and the advantages and security afforded by a sound capital position. The Company monitors capital using a ratio of 'adjusted net debt' to 'equity'. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings less cash and cash equivalents and Bank balance other than cash and cash equivalents. Equity comprises all components of equity. The Company's adjustednet debt to equityratiois asfollows:
	Particulars As at 31 March 2021		As at 31 March 2020
	Total liabilities 1,518.17		1,465.38
	Less: Cash and cash equivalents 9.12		12.17
	Less:Bankbalance otherthancashand cashequivalents 26.32		30.93
	Adjusted net debt 1,482.73		1,422.28
	Totalequity 2,911.39		2,899.74
	Adjusted net debt to adjusted equity ratio 0.51		0.49
21.2	Earnings per share (EPS)
	Computation of earnings/(loss) per share is as follows:
	Particulars Year ended 31 March 2021		Year ended 31 March 2020
	Profit after tax for the year, attributable to equity holders (continuing operations) 19.83		12.29
	Loss after tax for the year, attributable to equity holders (discontinued operations) (9.16)		(137.96)
	Profit/(loss) aftertax forthe year, attributable to equityholders (discontinued and continuing operations) 10.67		(125.67)
	Reconciliation of basic and diluted shares used incomputing earnings per share
	Particulars Year ended 31 March 2021		Year ended 31 March 2020
	Weighted average number of equity shares outstanding during the year for calculation of basic EPS 1,31,01,052		1,31,01,052
	Effect ofdilutive potentialequity shares -		-
	Weighted averagenumberofequity shares outstanding during the year forcalculationofdilutedEPS 1,31,01,052		1,31,01,052
	Earnings/(loss) per share:
	Particulars Year ended 31 March 2021		Year ended 31 March 2020
	Continuing operations
	(a) Basic (₹) 1.51		0.94
	(b) Diluted (₹) 1.51		0.94
	Discontinued operations
	(a) Basic (₹) (0.70)		(10.53)
	(b) Diluted (₹) (0.70)		(10.53)
	Continuing & Discontinued operations
	(a) Basic (₹) 0.81		(9.59)
	(b) Diluted (₹) 0.81		(9.59)

102

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

22	Borrowings	Borrowings
	Particulars		As at 31 March 2021 As at 31 March 2020
	Secured From bank (refer note A(i) below) From others (refer note A(ii) below) Less - amount disclosed under Other current finanical liabilities (refer note 25)		1,197.85 1,200.83 0.87 1.27
			1,198.72 1,202.10
			(30.66) (22.89)
			1,168.06 1,179.21
	Information about the Company's exposure to interest rate, foreign currency and liquidity risks is included in note 37. Notes: A. Terms and repayment schedule (i) From HDFC Bank Limited, amounting to ₹ 1202.24 million (31 March 2020 : ₹ 1206.47 million) Secured by: - Assignment of receivables by way of rent from LG Soft India Private Limited and Inmobi Technology Services Private Limited. - 121,176 sq.ft. and 202 car parks of the Delta building, 84,512 sq.ft. and 169 car parks of the Alpha building, including undivided share of land, are secured against the term loan from bank. - Loan from HDFC Bank Limited carries interest rate of MCLR Plus 30 bps, and is repayable in 180 installments. The repayment of principal and interest commenced from February 2018. -Debt service reserve account (DSRA) for 2 month interest and principal amount (refer note 10) - There is no undrawn facility in respect of this loan. (ii) From Toyota Financial Services India Limited, amounting to ₹ 0.87 million (31 March 2020 : ₹ 1.26 million) - Secured by way of hypothecation of the vehicle Toyota Altis as first charge to the lender with a carrying value of ₹ 1.52 million (31 March 2020: ₹1.83 million). - The loan carries an interest rate of 8.24% p.a fixed and loan is repayable in 60 equal instalments. The repayment commenced from February 2018 - There is no undrawn facility in respect of this loan. B. Reconciliation of movements of liabilities to cash flow arising from financing activities
		Liability Equity
		Loans Share Capital General reserves Retained earnings Fair value of equity instruments Remeasureme nts of defined benefit liability/(asset) Total
	Balance as at 31 March 2020 Proceeds from borrowings Transaction costs related to borrowings Repayment of borrowings Dividend paid	1,207.73 131.01 2,244.80 523.39 (3.69) 4.23 4,107.47 - - - - - - - - - - - - (21.72) - - - - (21.72) - - - - - -
	Total changes from financing activities	(21.72) - - - - (21.72)
	Other changes:- Liability-related Interest expense Interest paid	101.38 - - - 101.38 (84.28) - - - (84.28)
	Total liability related other changes	17.10 - - - 17.10
	Total equity related other changes	- - - 10.67 2.00 (1.02) 11.65
	Balance as at 31 March 2021	1,203.11 131.01 2,244.80 534.06 (1.69) 3.21 4,114.50
23	Provisions
	Particulars	As at 31 March 2021 As at 31 March 2020
	Non-current Provision for employee benefits - Leave encashment -Gratuity (refer note 38)	- 1.86 - 0.22
		- 2.08
24	Trade payables	-
	Particulars	As at 31 March 2021 As at 31 March 2020
	Dues to micro enterprises and small enterprises - - Dues to other than micro enterprises and small enterprises 9.04 14.34
	9.04 14.34
	The Company's exposure to currency and liquidity risks related to trade payables are disclosed in note 37. Dues to Micro, small and medium enterprises The Management has identified enterprises which have provided goods and services to the Company and which qualify under the definition of micro and small enterprises as defined under Micro, small and Medium Enterprises Development Act, 2006. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2021 has been made in the standalone financial statements based on information received and available with the Company. The Company has not received any claim for interest from any supplier under the said Act. Further in view of the Management, the impact of interest if any that may be payable in accordance withthe provisions oftheActisnot expected to bematerial.

103

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

25	Other current financial liabilities	Other current financial liabilities
	Particulars As at 31 March 2021 As at 31 March 2020
	Current maturity of long term borrowings (refer note 22) 30.66 22.89 Interest accrued but not due 5.67 4.49 Security deposits 86.68 85.30 Capital creditors 33.95 10.25 Accrued salaries and bonus 3.76 1.78 Unpaid/unclaimed dividends 26.32 29.93 Accrued expenses 20.59 0.53
		207.63 155.17
26	Provisions	-
	Particulars	As at 31 March 2021 As at 31 March 2020
	Current Provision for employee benefits - Leave encashment -Gratuity (refer note38)	1.33 0.09 - 0.83
		1.33 0.92
27	Other current liabilities	-
	Particulars	As at 31 March 2021 As at 31 March 2020
	Statutory dues payable Capitaladvance	4.00 3.70 85.89 -
		89.89 3.70
28	Revenue from operations
	Particulars	Year ended 31 March 2021 Year ended 31 March 2020
	Sale of services
	Income from sale of electricity	81.12 100.18
	Other operating revenue
	Rental income	149.79 145.54
		230.91 245.72
	Disaggregation of revenue The disaggregated revenues from contracts with custo revenues and cash flows are affected byindustry,mark	mers by customer type and contract type best depicts how the nature, amount, timing and uncertainty of our et and othereconomicfactors.
		Time of revenue recognition Year ended 31 March 2021 Year ended 31 March 2020
	Sale of electricity	At point in time 81.12 100.18 Overthe period 149.79 145.54
	Rental Income
		230.91 245.72
	Net revenues based on customer are as follows: Other parties Related parties Government company	149.79 145.54 68.75 87.93 12.37 12.25
		230.91 245.72
	Contract balances Contract asset relates to conditional right to consid considerationbecomes unconditional.
		eration for completed performance under the contract. Accounts receivable are recorded when the right to
	Particulars	As at 31 March 2021 As at 31 March 2020
	Trade receivables	7.77 9.73
	Performance obligation The performance obligation is satisfied upon providing 2021
		of services as and when rendered and accordingly there is no outstanding performance obligation as on 31 March
29	Other income
	Particulars	Year ended 31 March 2021 Year ended 31 March 2020
	Interest income	3.15 29.98
	Profit on sale of property, plant and equipment and ass	ets held for sale 30.40 0.17
	Profit on sale of investments	0.60 4.17
	Other non-operatingincome	4.78 -
		38.93 34.32

104

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

30	Employee benefits expense
	Particulars Year ended 31 March 2021	Year ended 31 March 2020
	Salaries and wages 20.43 Contributionto provident and other funds 0.90	14.81 0.18
	21.33	14.99
**31 **	Finance costs
	Particulars Year ended 31 March 2021	Year ended 31 March 2020
	Interest expense on financial liabilities measured at amortized cost 103.83 Bankcharges 0.08	110.23 0.12
	103.91	110.35
**32 **	Depreciation and amortization expense	-
	Particulars Year ended 31 March 2021	Year ended 31 March 2020
	Depreciation of property, plant and equipment 19.93	20.08
	Depreciationon investment properties 15.60	15.60
	35.53	35.68
33	Other expenses
	Particulars Year ended 31 March 2021	Year ended 31 March 2020
	Legal, professional and consultancy charges 11.83	43.16
	Fair value changes in financial assets measured at fair value through statement of profit and loss 0.05	14.66
	Rates and taxes 37.00	29.99
	Power and fuel 3.71	2.08
	Repairs and maintenance of :
	i) Building (refer note 35) 5.67 ii) Plant & machinery (refer note 35) 14.59	8.02
		9.94
	Corporate social responsibility (refer note (ii) below) 4.85	8.47
	Outsource manpower (refer note 35) 6.28	-
	Rent (refer note 35) 1.15	-
	Insurance 0.92	-
	Payment to auditors (refer note (i) below) 3.38	4.27
	Director's sitting fees 0.90	1.29
	Provision for doubtful advances (refer note (iii) below) (5.17)	(13.00)
	Miscellaneous expenses 1.36	-
	86.52	108.88
	Note:
	**(i) Auditor's remuneration **	-
	Particulars Year ended 31 March 2021	Year ended 31 March 2020
	As auditor
	- for statutory audit 3.10	4.00
	Reimbursement ofexpenses 0.28	0.27
	3.38	4.27
	(ii) Corporate Social Responsibility
	As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least 2% of its average net profit f preceding three financial years on corporate social responsibility (CSR) activities. A CSR committee has been formed by the Company as per the allocated to the activities whichare specifiedinSchedule VIIofthe CompaniesAct,2013.	or the immediately Act. The funds are
	Particulars Year ended 31 March 2021	Year ended 31 March 2020
	(a) Amount required to be spent by the Company during the year 4.77	8.41
	(b) Amount spent during the year for:
	(i) Construction/ acquisition of any asset -	-
	(ii) On purposes other than (i) above 4.85	8.47
	(iii) Provision created in an earlier years against certain advances considered doubtful of recovery, has now been reversed based on recovery of the a	dvance.

105

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

	34 (a) (b) (c) (d) (e)	Income tax Major components of income tax expense for the years ended 31 March 2021and 31 March 2020:
		Particulars Year ended 31 March 2021 Year ended 31 March 2020
		Current income tax: Current income tax charge (2.72) - Taxes pertaining to earlier years (net) - 2.15 Deferred tax: Attributable to- Originationandreversaloftemporary differences - -
		Tax expense of continuing operations (2.72) 2.15
		Tax expense of continuing operations does not include the following: Current income tax charge from discontinued operations - - Originationandreversaloftemporary differencesfromdiscontinued operations - 40.70
		Tax expense of discontinued operations - 40.70
		Income tax expense reported in the statement ofprofit or loss (2.72) 42.85
		Deferred tax related to items recognized inOther comprehensive income (OCI) during the year:
		Particulars Year ended 31 March 2021 Year ended 31 March 2020
		Equity instruments through Other comprehensive income - net changes in fair value - (0.36) Remeasurement ofdefined benefitliability/ (assets) - 0.57
		Income tax charged to Other comprehensive income - 0.21
		Reconciliation of taxexpense and the accounting profit multiplied by India’s domestic tax rate:
		Particulars Year ended 31 March 2021 Year ended 31 March 2020
		Profit/(loss) before tax from operations 13.39 (168.52) Tax at the Indian tax rate of 27.82% (31 March 2020: 29.12%) 3.73 - Effect of: Deferred tax asset on carry forward loss 6.31 (30.18) Non-deductible expenses 3.41 0.04 Standard deduction for incomefrom house property (10.71) (12.71)
		Income tax expense 2.72 (42.85)
		Deferred tax Deferred tax assets have been recognized only to the extent of existing deferred tax liabilities, because it is not probable that future taxable profit will be available against which the Company can use the benefits therefrom. Recognized deferred tax assets and liabilities Movementintemporary differences
		Particulars Balance as at 31 March 2020 Recognized in profit or loss during 2020-21 Recognized in OCI during 2020-21 Balance as at 31 March 2021
		Property, plant and equipment and investment property 47.21 (1.87) - 45.34 Investments in equity shares (4.48) 0.97 0.56 (2.95) Employee benefits (0.88) 0.76 (0.28) (0.40) Provision for doubtful advances (7.08) 1.84 - (5.24) Fair value of investments in mutual funds (4.60) 0.23 - (4.36) Income tax loss carryforward (30.17) (1.94) (0.27) (32.39)
		- - - -
		Notes: i)The Company has unrecognized deferred tax assets of ₹ 13.26 million on carry forward losses. The unabsorbed losses can be carried forward till FY 2028 ii)The Company has unrecognized deferred tax assets of ₹ 2.77 million on unabsorbed depreciation. The unabsorbed depreciation can be carried forward indefinitely Related party dislosures Related parties with whom transactions have taken place during the year A. Holding company Embassy Property Developments Private Limited B. Subsidiaries Airport Golfview Hotels and Suites Private Limited Blue Lagoon Real Estate Private Limited Neptune Real Estate Private Limited C. Fellow subsidiaries Vikas Telecom Private Limited Technique Control Facility Management Private Limited Paledium Security Services LLP We Work IndiaManagemenrtPrivateLimited
	35

106

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

D. Key management personnel Director Mr. P. B. Appiah Mr. Suresh Vaswani Ms. Tanya John Mr. Aditya Virwani Mr. P. R. Ramakrishnan Mr. Sartaj Sewa Singh (with effect from 26 June 2020)

Other officers

Mr. M.S Reddy (Company Secretary untill 30 June 2020) Mr. Suresh Kumar Badanley (Manager untill 30 Januray 2021) Ms.Chandana Naidu (Company Secretary with effect from 1 July 2020 Mr.Pranesha K Rao (Chief Finanical Officer)

E. Enterprises significantly influenced by the Company/ key managerial personnel

C. Pardhanani's Education Trust

F. Post employment benefit entities

Mac Charles (India) Limited Employees Gratuity Fund Trust

G. A firm in which the relatives of director is a manager or partner

Lounge Hospitality LLP H. The following is a summary of related party transactions

	D. Key management personnel Director Mr. P. B. Appiah Mr. Suresh Vaswani Ms. Tanya John Mr. Aditya Virwani Mr. P. R. Ramakrishnan Mr. Sartaj Sewa Singh (with effect from 26 June 2020) Other officers Mr. M.S Reddy (Company Secretary untill 30 June 2020) Mr. Suresh Kumar Badanley (Manager untill 30 Januray 2021) Ms.Chandana Naidu (Company Secretary with effect from 1 July 2020 Mr.Pranesha K Rao (Chief Finanical Officer) E. Enterprises significantly influenced by the Company/ key managerial personnel C. Pardhanani's Education Trust F. Post employment benefit entities Mac Charles (India) Limited Employees Gratuity Fund Trust G. A firm in which the relatives of director is a manager or partner Lounge Hospitality LLP H. The following is a summary of related party transactions
	Particulars Year ended 31 March 2021 Year ended 31 March 2020
	Inter corporate loan repaid Airport Golfview Hotels and Suites Private Limited - 2.54 Embassy Property Development Private Limited - 450.00 Inter corporate loan given Airport Golfview Hotels and Suites Private Limited - 5.00 Blue Lagoon Real Estate Private Limited 0.20 267.05 Neptune Real Estate Private Limited - 241.16 Embassy Property Development Private Limited - 100.00 Investment in Equity Shares Blue Lagoon Real Estate Private Limited Embassy Property Development Private Limited - 1,531.20 Investment in Equity Shares Neptune Real Estate Private Limited Embassy Property Development Private Limited - 503.90 Capital advance repaid L.J Victoria Properties Private Limited - 2,258.64 Dividend paid Embassy Property Developments Private Limited - 96.17 Sale of service Vikas Telecom Private Limited 68.75 87.93 Donation paid C. Pardhanani's Education Trust 0.07 3.00 Related party (continued)
35
	Particulars Year ended 31 March 2021 Year ended 31 March 2020
	Interest received Embassy Property Developments Private Limited - 27.92 Sale of Furniture & Fixture Airport Golfview Hotels and Suites Private Limited - 0.23 Lounge Hospitality LLP - 0.64 Contribution to gratuity fund Mac Charles Gratuity Fund trust - 2.00 Outsource manpower Technique Control Facility Management Private Limited 5.04 5.15 Paledium Security Services LLP 0.52 - Repairs and maintenance - Building Embassy Property Developments Private Limited 4.48 4.38 Investment property under development Paledium Security Services LLP 3.45 - Repairs and maintenance - Plant & machinery Embassy Property Developments Private Limited 1.35 - Rent expense We Work India Managemenrt Private Limited 1.15 - Deposit paid We Work India Managemenrt Private Limited 0.18 -

107

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

	I. The following is a summary of balances receivable from related parties:
	Particulars As at 31 March 2021 As at 31 March 2020
	Inter-corporate loans given Airport Golfview Hotels and Suites Private Limited 8.61 8.61 Blue Lagoon Real Estate Private Limited 267.25 267.05 Neptune Real Estate Private Limited 241.16 241.16 Trade receivables Embassy Property Developments Private Limited - 0.05 Vikas Telecom Private Limited 4.33 8.06 Lounge Hospitality LLP - 0.75 Trade Payable Technique Control Facility Management Private Limited 1.13 1.89 Paledium Security Services LLP 0.33 - Embassy Property Developments Private Limited 1.49 - Deposit Balance We Work India Managemenrt Private Limited 0.18 - J. Compensation of key management personnel of the Company: (i)Theremunerationofdirectors and other members of keymanagement personnelduring the yearwas asfollows:
	Particulars Year ended 31 March 2021 Year ended 31 March 2020
	Short-term employee benefits 20.73 18.43
	20.73 18.43
35	Related party (continued) The remuneration of directors and key executives is determined by the remuneration committee having regard to the performance of individuals and market trends. Post employment benefit comprising gratuity and compensated absences are not disclosed as these are determined for the Company as a whole. K. Details of inter-corporate loans given (a)Terms and conditions onwhich inter-corporateloanshave beengiven
	Party name Interest rate Repayment terms Purpose
	Airport Golfview Hotels and Suites Private Limited (Subsidiary) 0% Repayable on demand General Blue Lagoon Real Estate Private (Subsidiary) 0% Repayable on demand General Neptune Real Estate Private Limited (Subsidiary) 0% Repayable on demand General Embassy Property Developments Private Limited (Holding company) 18% Repayable on demand General
	(b) Reconciliation of inter-company loansgiven as at the beginning and as at the end of theyear:
	Particulars As at 31 March 2021 As at 31 March 2020
	Subsidiary Airport Golfview Hotels and Suites Private Limited At the commencement of the year 8.61 6.15 Add: given during the year - 5.00 Less: repaid during the year - (2.54) At the end of the year 8.61 8.61 Blue Lagoon Real Estate Private Limited At the commencement of the year 267.05 - Add: given during the year 0.20 267.05 Less: repaid during the year - - At the end of the year 267.25 267.05 Neptune Real Estate Private Limited At the commencement of the year 241.16 - Add: given during the year - 241.16 Less: repaid during the year - - At the end of the year 241.16 241.16 Holding company Embassy Property Developments Private Limited (Holding company) At the commencement of the year - 350.00 Add: given during the year - 100.00 Less: repaid during the year - (450.00) At the end of the year - -

108

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

36	Contingent liabilities and commitments
	Capital commitments Estimated amount ofcontractsremaining to be executed oncapitalaccount andnot providedfor	As at 31 March 2021 As at 31 March 2020 66.77 -
	The Company has reviewed all its pending litigations and proceedings and has adequately provided for wh where applicable, in its standalone financial statements. The Company does not expect the outcome of the There are no contingent liabilities as at 31 March 2021 (31 March 2020: ₹ Nil). Further, there are no othe Financial instruments - fair value measurement and risk management Accounting classification and fairvalue	ere provisions are required and disclosed as contingent liabilities se proceedings to have a materially adverse effect on its financial. r commitments as on 31 March 2021 and 31 March 2020.
**37 **
A
	Particulars Carrying value as at 31 March 2021	Fairvalue Total Level 1 Level 2 Level 3
	Financial assets measured at amortized cost: Non current financial assets - Loans 10.22 - Other Non-Current financial asset 19.40 Current financial assets - Trade receivables 7.77 - Cash and cash equivalents 9.12 - Bank balances other than cash and cash equivalents 26.32 - Loans 517.74 - Other current financial assets 0.34 Financial assets measured at fair value through Other Comprehensive Income: Investments Non-current 4.91 Current - Financial assets measured at fair value through profit and loss: Investments Non current - Current 22.79	- - - - - - - - - - - - - - - - - - - - - - - - 4.91 - - 4.91 - - - - - - - - 22.79 - - 22.79
	Total 618.61	27.70 - - 27.70
	Financial liabilities measured at amortized cost: Non current financial liabilities - Long term borrowing 1,168.06 - Other financial liabilities - Current financial liabilities - Trade payables 9.04 -Other financial liabilities 207.63	- - - - - - - - - - - - - - - -
	Total 1,384.73	- - - -
	The Company has not disclosed the fair values for financial instruments such as trade receivables, cash assets other than other current financial assets, loans, borrowings, other non current financial liabilities, t carrying amounts are areasonable approximationof fairvalue.	and cash equivalents, bank balances, other non-current financial rade payables and other current financial liabilities because their
	Particulars Carrying value as at 31 March 2020	Fairvalue Total Level 1 Level 2 Level 3
	Financial assets measured at amortized cost: Non current financial assets - Loans 9.93 - Other Non-Current financial asset 19.40 Current financial assets - Trade receivables 9.73 - Cash and cash equivalents 12.17 - Loans 517.48 - Bank balances other than cash and cash equivalents 30.93 - Other current financial assets 0.80 Financial assets measured at fair value through Other Comprehensive Income: Investments Non-current 2.65 Current Financial assets measured at fair value through profit and loss: Investments Non current 23.83 Current 0.86	- - - - - - - - - - - - - - - - - - - - - - - - 2.65 - - 2.65 - - - - 23.83 - - 23.83 0.86 - - 0.86
	Total 627.78	27.34 - - 27.34

109

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

**37 **	Financial instruments - fair value measurement and risk management Accounting classification and fairvalue
A B C
	Particulars Carrying value as at 31 March 2020	Fair value Total Level 1 Level 2 Level 3
	Non current financial liabilities - Borrowings 1,179.21 - Other financial liabilities 2.08 Current financial liabilities - Trade payables 14.34 -Other financial liabilities 155.17	- - - - - - - - - - - - - - - -
	Total 1,350.80	- - - -
	The Company has not disclosed the fair values for financial instruments such as trade receivables, cash and cash equivalents, bank balances, other non-current financial assets other than other current financial assets, loans, borrowings, other non current financial liabilities, trade payables and other current financial liabilities because their carrying amounts are a reasonable approximation of fair value. Measurement of fair values The section explains the judgement and estimates made in determining the fair values of the financial instruments that are: a) recognized and measured at fair value b) measured at amortized cost and for which fair values are disclosed in the standalone financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level is mentioned below: Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments, traded bonds and mutual funds that have quoted price. The fair value of all equity instruments (including bonds) which are traded in the stock exchanges is valued using the closing price as at the reporting period. The mutual funds are valued using the closing net asset value. Level 2:The fair value of financial instruments that are not traded in an active market (for example, traded bonds, over-the counter derivatives) is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. Financial instruments - fair value measurement and risk management (cont'd) The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The Company has elected to measure all financial instruments, except investments, at amortized cost. Investments fall under the 'Level 1' hierarchy and are measured using quoted prices on the respective reporting dates. The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. Financial risk management The Company has exposure to the following risks arising from financial instruments: - credit risk (refer note ii below) - liquidity risk (refer note iii below) - market risk (refer note iv below) (i) Risk management framework The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. The Company’s risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The Company’s Audit Committee oversees how management monitors compliance with the Company’s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. (ii) Credit risk Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks and financial institutions, inter- corporate deposits and other financial instruments. The carrying amount of financial assets represents the maximum credit exposure. Trade receivable and loans The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including the default risk associated with the industry. The Company has credit policies in place and exposure to the credit risk is monitored on an ongoing basis. A majority of Company's income is from the corporate customers by way of advance receipts and revenue from related parties. Credit evaluations are performed on all customers requiring credit over a certain amount and there is no concentration of credit risk. Due from related parties are considered recoverable by the management. Risk assessment is done for each corporate to whom the inter -corporate deposits are provided. Cash is placed with reputable banks and the risk of default is considered remote. Under the current economic conditions, management has assessed the recoverability of its trade receivables as at the reporting date and consider them to be recoverable. Due to this factor, management believes that no additional credit risk is inherent in the Company’s receivables . At the balance sheet date, there were no significant concentrations of credit risk.

110

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

37 C	Financial instruments - fair value measurement and risk management (cont'd) Financial risk management Thefollowing table providesinformationabout the exposure to creditriskand the expected creditlossfortra	Financial instruments - fair value measurement and risk management (cont'd) Financial risk management Thefollowing table providesinformationabout the exposure to creditriskand the expected creditlossfortra	Financial instruments - fair value measurement and risk management (cont'd) Financial risk management Thefollowing table providesinformationabout the exposure to creditriskand the expected creditlossfortra	Financial instruments - fair value measurement and risk management (cont'd) Financial risk management Thefollowing table providesinformationabout the exposure to creditriskand the expected creditlossfortra	dereceivables:	dereceivables:	dereceivables:	dereceivables:
	Particulars				As at 31 March 2021 As at 31 March 2020
					Carrying amount Provision amount Carrying amount Provision amount
	Less than 180 days More than 180 days				7.77 - 9.73 - - - - -
					7.77 - 9.73 -
	Loans and other financial asset: Expected credit loss for loans and other financial assets is as follo		ws:
	Particulars		Period ended	Asset group	Estimated gross carrying amount at default	Expected probabilit y of default	Expected credit losses	Carrying amount, net of impairme nt **provision **
	Loss allowance measured at 12 month expected credit loss	Financial assets for which credit risk has not increased significantly since initial recognition	31-Mar-21	Security deposits	10.22	-	-	10.22
				Other financialasset	19.74	-	-	19.74
				Loan	536.57	-	18.83	517.74
			31-Mar-20	Security deposits	9.93	-	-	9.93
				Other financialasset	20.20	-	-	20.20
				Other loans	541.48	-	24.00	517.48
	(iii) Liquidity risk Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation. Management monitors rolling forecasts of the Company’s liquidity position and cash and cash equivalents on the basis of expected cash flows to ensure it has sufficient cash to meet operational needs. Such forecasting takes into consideration the Company’s debt financing plans, covenant compliance and compliance with internal statement of financial position ratio targets. Usually the excess of funds is invested in short term mutual funds and fixed deposits. This is generally carried out in accordance with practice and limits set by the Company. These limits vary to take into account the liquidity of the market in which the Company operates. The Cash flow with respect to project finances will be funded through internal accrual, loan from holding company and from bank. Financing arrangements The Company has no undrawn borrowing facilities at the end of the reporting period :- Maturities of financial liabilities The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted contractual cash flow, and include contractual interest payments. As at 31 March 2021
	Particulars Carrying amount Total Less than 1years 1-3 years More than 3 years
	Borrowings 1,198.72 1,988.27 131.76 431.54 1,424.97 Trade payables 9.04 9.04 9.04 - - Othercurrentfinancial liabilities 176.97 176.97 176.97 - -
	1,384.73 2,174.28 317.77 431.54 1,424.97
	As at 31 March 2020
	Particulars Carrying amount Total Less than 1years 1-3 years More than 3 years
	Borrowings 1,201.70 2,140.54 132.37 414.60 1,593.57 Trade payables 14.34 14.34 14.34 - - Othercurrentfinancial liabilities 132.68 132.68 132.68 - -
	1,348.72 2,287.56 279.39 414.60 1,593.57
	(iv) Market risk Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices, which will affect the Company's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.Market risk comprises of currency risk and interest rate risk. The Company is primarily exposed to fluctuation in interest rates. Currency Risk The Company is exposed to currency risk to the extent that there is a mismatch between the currencies in which sales, purchases and borrowings are denominated and the respective functional currencies of transacting parties. The functional currency of the Company is ₹. Since the Company does not have any unhedged foreign currency exposure at the yearend,itisnot exposed to currencyrisk.

111

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

37	Financial instruments - fair value measurement and risk management (cont'd) (iv) Market risk (cont'd) Interest rate risk Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to its long-term debt obligations with floating interest rates. Interest rate risk Exposure to interest rate risk The exposure ofthe Company's borrowing tointerestrate at the end ofthereporting period are asfollows :-	Financial instruments - fair value measurement and risk management (cont'd) (iv) Market risk (cont'd) Interest rate risk Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to its long-term debt obligations with floating interest rates. Interest rate risk Exposure to interest rate risk The exposure ofthe Company's borrowing tointerestrate at the end ofthereporting period are asfollows :-	Financial instruments - fair value measurement and risk management (cont'd) (iv) Market risk (cont'd) Interest rate risk Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to its long-term debt obligations with floating interest rates. Interest rate risk Exposure to interest rate risk The exposure ofthe Company's borrowing tointerestrate at the end ofthereporting period are asfollows :-
		31 March 2021 31 March 2020
	Floating rate borrowings Borrowings Current maturities of long term borrowing Investments in debt based mutual funds Term deposits under bank balances other than cash and cash equivalents	1,167.63 1,179.21 30.22 22.89 0.42 0.78 - 1.00
	A reasonably possible change of 50 basis points in interest rates at the reporting date w below. This analysis assumes that all other variables remain constant.	ould have increased (decreased) equity and profit or loss by the amounts shown
	Particulars	Impact on profit or loss Impact on other components of equity
		31 March 2021 31 March 2020 31 March 2021 31 March 2020
	Increase by 50 base points Decrease by50 basepoints	6.01 6.13 - - (6.01) (6.13) - -
	Price risk The Company's exposure to equity securities price risk arises from investments held by the group and classified in the balance sheet either as fair value through OCI or at fair value through profit or loss. To manage its price risk arising from investments in equity securities, the group diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the company. The majority of the Company's equity investments are publicly traded and are included in the BSE and NSE index. Sensitivity analysis – Equity price risk Maturities of financial liabilities
	Particulars		Impact on other components of equity
			31 March 2021 31 March 2020
	Increase by 10% Decrease by10%		2.73 2.66 (2.73) (2.66)
38	Employee benefits obligations A. Defined contribution plan The Company has a defined benefit gratuity plan in India, governed by the Payment of Gratuity Act, 1972. The plan entitles an employee, who has rendered at least five years of continuous service, to gratuity at the rate of fifteen days wages for every completed year of service or part thereof in excess of six months, based on the rate of wages last drawn by the employee concerned. The defined benefit plan for gratuity is administered by a single gratuity fund that is legally separate from the Company. B. The amounts recognised inthe Balance Sheet are as follow:
	Particulars As at 31 March 2021 As at 31 March 2020
	Present value of the obligation at the end of the year 1.12 2.43 Fair value ofplan assets as at the end of theyear 2.58 1.38
	Net liability/(assets) recognised in the Balance Sheet (1.46) 1.05
	C. Reconciliation of the net defined benefit (asset) liability **Reconciliation of present value of defined benefit obligation **
	Particulars As at 31 March 2021 As at 31 March 2020
	Balance at the beginning of the year 2.43 26.68 Service cost - Current service cost 0.38 0.27 Interest Cost 0.10 0.85 Benefits paid (1.88) (26.97) Actuarial (gains) losses recognized in Other Comprehensive Income -changesin financialassumptions 0.09 1.60
	Balance at theyear end 1.12 2.43
	Reconciliation of the present value of plan assets
	Particulars As at 31 March 2021 As at 31 March 2020
	Balance at the beginning of the year 1.38 24.51 Expected return on plan assets 0.09 0.82 Contributions paid into the plan - 2.20 Employer Direct benefit payments 1.88 1.21 Benefits paid (1.88) (26.97) Actuarialgains/(losses) 1.11 (0.39)
	Balance at the year end 2.58 1.38

112

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

	C.(i) Expense recognized inprofit or loss
	Particulars As at 31 March 2021 As at 31 March 2020
	Current service cost 0.38 0.27 Interest cost 0.10 0.85 Expectedreturnonplanassets (0.09) (0.82)
	0.39 0.30
	C. (ii) Remeasurements recognised inOther Comprehensive Income
	Particulars As at 31 March 2021 As at 31 March 2020
	Actuarial (gain) loss on defined benefit obligation 0.09 1.59 Actuarial(gain)loss onplanned assets (1.11) 0.39
	(1.02) 1.98
38	Employee benefits obligations (cont'd) D. Plan assets Planassets comprise ofthefollowing:
	Particulars As at 31 March 2021 As at 31 March 2020
	Fairvalue ofplanassets 2.58 1.38
	2.58 1.38
	E. Defined benefit obligations (i) Actuarial assumptions
	Particulars As at 31 March 2021 As at 31 March 2020
	Financial assumptions Discount rate 6.45% 6.41% Future salary growth 6% 6% Attrition rate 5.00% 5.00% Demographic assumptions Withdrawal rate 5.00% 5.00% Retirement age 60 60.00
	At 31 March 2021, the weighted-average duration of the defined benefit obligation was 8.96 years (31 March 2020: 8.66 years). (ii) Sensitivity analysis Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have reflected the defined benefit obligationas the amounts shownbelow.
	Particulars As at 31 March 2021 As at 31 March 2020
	Increase Decrease Increase Decrease
	Discount rate (100 basis points movement) 1.11 1.13 2.42 2.44 Future salary growth (100 basis points movement) 1.13 1.11 2.44 2.42 Attrition rate (100 basis pointsmovement) 1.12 1.12 2.43 2.43
	Although the analysis does not take account of the full distribution of cash flows expected under the plan, it does provide an approximation of the sensitivity of the assumptions shown. Details of inter-corporate loans (other than related party) (a)Terms and conditions on which inter-corporate loans have beengiven
39
	Party name Interest rate Repayment terms Purpose
	IDS Nest Business Solutions Private Limited 15% Repayable on demand General Thrishul Developers 18% Repayable on demand General Marickar Plantations Private Limited 18% Repayable on demand General
	Reconciliation of inter-corporate loans given as at the beginning and as at the end of the year (apart from related party loans):
	Particulars As at 31 March 2021 As at 31 March 2020
	IDS Nest Business Solutions Private Limited At the commencement of the year 0.50 1.00 Add: given during the year - - Less: repaid during the year - (0.50) At the end of the year 0.50 0.50 Thrishul Developers At the commencement of the year 17.00 30.00 Add: given during the year - - Less: repaid during the year (5.17) (13.00) At the end of the year 11.83 17.00 Provision created (11.83) (17.00) Marickar Plantation Private Limited At the commencement of the year 7.00 7.00 Add: given during the year - - Less: repaid during the year - - At the end of the year 7.00 7.00 Provisioncreated (7.00) (7.00)

113

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

	40 i ii iii	Discontinued Operations During the previous year, the management had discontinued hotel operations of the Company. Consequently, pursuant to the requirements of Ind AS 105 -Non Current Assets Held for Sale and Discontinued Operations, the Company had classified the assets and liabilities pertaining to the hotel business for the current and prior periods presented as 'Assets/ liabilities associated with discontinued operations' and measured them at lower of cost and fair value as at 31 March 2021. The net profit/(loss) from the hotel operations of the Mac Charles (India) Limited has been presented separately as 'Discontinued operations' in the statement of profit and loss. The results from Hotel operations of the Company are as follows :	Discontinued Operations During the previous year, the management had discontinued hotel operations of the Company. Consequently, pursuant to the requirements of Ind AS 105 -Non Current Assets Held for Sale and Discontinued Operations, the Company had classified the assets and liabilities pertaining to the hotel business for the current and prior periods presented as 'Assets/ liabilities associated with discontinued operations' and measured them at lower of cost and fair value as at 31 March 2021. The net profit/(loss) from the hotel operations of the Mac Charles (India) Limited has been presented separately as 'Discontinued operations' in the statement of profit and loss. The results from Hotel operations of the Company are as follows :	Discontinued Operations During the previous year, the management had discontinued hotel operations of the Company. Consequently, pursuant to the requirements of Ind AS 105 -Non Current Assets Held for Sale and Discontinued Operations, the Company had classified the assets and liabilities pertaining to the hotel business for the current and prior periods presented as 'Assets/ liabilities associated with discontinued operations' and measured them at lower of cost and fair value as at 31 March 2021. The net profit/(loss) from the hotel operations of the Mac Charles (India) Limited has been presented separately as 'Discontinued operations' in the statement of profit and loss. The results from Hotel operations of the Company are as follows :
		Particulars	Year ended
			31 March 2021	31 March 2020
		Income a) Revenue from operations b) Other income	- 1.66	173.36 2.09
		Total income (a+b)	1.66	175.45
		Expenses a) Cost of material consumed b) Maintenance and upkeep services c) Employee benefit expense # d) Finance costs d) Depreciation and amortization expense e) Otherexpenses	- - 5.95 - - 4.87	28.86 17.51 257.30 - 6.65 43.79
		Total expenses (a+b+c+d+e)	10.82	354.11
		**Loss before tax **	(9.16)	(178.66)
		Tax expense	-	(40.70)
		**Loss from discontinued operations after tax **	(9.16)	(137.96)
		#Included employee termination benefits ₹ 5.95 million (31st March 2020 : ₹168.24 million) incurred to meet termination settle the discontinued hotel operations. The assets and liabilities from Hotel business are as follows :	ment benefit expenses for employees of
		Particulars	As at 31 March 2021	As at 31 March 2020
		ASSETS Non-current assets Property, plant and equipment Financial assets - Loans Current assets Financial assets - Trade receivables - Other financial assets Disposal group -assets held for sale	7.97 - - 0.16	33.21 0.02 1.14 1.48
			8.13	35.85
		LIABILITIES Non-current liabilities Financial liabilities - Other financial liabilities Current liabilities Financial liabilities - Other financial liabilities Other current liabilities Disposal group - liabilities directly associated with assets held for sale	41.02 0.60 0.60	106.81 0.60 2.55
			42.22	109.96
		Discontinued Operations (continued) In accordance with Ind AS 105 - ‘Non-current Assets Held for Sale and Discontinued Operations’, the Management is required to assess the “recoverable amount” of the Hotel business and also to evaluate whether there is any need to provide for an impairment loss. Management is confident that they will be able to sell these assets to third parties at net selling prices which would exceed their carrying amounts and, accordingly, believe that no additional provision is required for impairment as at 31 March 2021.

114

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Standalone Financial Statements for the year ended 31 March 2021 (cont'd)

iv	The net cash flows from Hotel business is as follows :
	Particulars	Year ended 31 March 2021	Year ended 31 March 2020
	Loss before tax from discontinuing operations Adjustments: - Depreciation and amortization - Loss on sale of property, plant and equipment - Others Working capital adjustments: - Trade receivables - Current and non-current financial assets - Current and non-current financial liabilities - Other current and non-current liabilities Cash used in operating activities Income taxes paid Net cash used in operating activities [A] Net cash used in investing activities [B]	(9.16) - 4.65 (1.66)	(178.66) 6.65 - -
		(6.17) 1.14 1.34 (65.79) (0.29)	(172.01) (1.14) (1.50) 107.71 2.25
		(69.77) -	(64.69) -
		(69.77)	(64.69)
		- 20.59 -	- -
	Proceeds from sale of property, plant and equipment
	Net cash used in financing activities [C]
	Decrease incash and cash equivalents [A+B+C]	(49.18)	(64.69)
41 A. B. C. D.	Assets held for sale Management has committed to sell buildings of the Company in Kochi, Embassy Habitat, Cunningham road apartments and Bringhton court and land in Kochi. Accordingly, the same is resented as a disposal group held for sale. Efforts to sell the disposal group have started and a sale is expected to be completed in 2021-22. Impairment losses relating to the disposal group There is no impairment loss of the assets held for sale have been applied to reduce the lower of its carrying amount and its fair value less costs to sell. Assets of disposal group held for sale At 31 March 2021,the assets held for sale was stated at lower of its carryingamount and its fair value less costs to sell comprised the following.
	Particulars As at 31 March 2021 As at 31 March 2020
	Building 50.87 35.80 Land 388.89 -
	Assets held for sale 439.76 35.80
	Cumulative income or expenses included in other comprehensive income There are no cumulative income or expenses included in other comprehensive income relating to the disposal group. Measurement of fair values Fair value is determined by independent valuer for these assets held under sale. In accordance with Ind AS 108, Operating segments, segment information has been provided in the consolidated financial statements of the Company and therefore no separate disclosure onsegmentinformation is given inthe standalonefinancials statements.
43	Additional informationasrequired underparagraph5 of PartIIofthe ScheduleIIIto theAct, to the extent either "Nil"or "Not applicable" hasnot been furnished.
44	The standalonefinancialstatements ofthe Companyforthe yearended 31 March 2020have beenaudited byfirmotherthanWalkerChandiok& CoLLP.
45	Previous year's comparatives have been regrouped wherever necessary to conform to the current year's presentation.

As per our report of even date attached

For Walker Chandiok & Co LLP Chartered Accountants Firm Registration No.: 001076N/N500013

Sd/-

Ashish Kedia

Partner Membership No. 215834

For and on behalf of the Board of Directors of Mac Charles (India) Limited

Sd/Sd/-

Sartaj Sewa Singh Director DIN: 01820913 Sd/-

P B Appiah Director DIN: 00215646 Sd/-

Chandana Naidu

Pranesha K Rao

Chief Financial Officer

Company Secretary ACS No. 25570

Place: Bengaluru Date: 3 June 2021

Place: Bengaluru Date: 3 June 2021

115

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Independent Auditor’s Report

To the Members of Mac Charles (India) Limited Report on the Audit of the Consolidated Financial Statements Opinion

1. We have audited the accompanying consolidated financial statements of Mac Charles (India) Limited (‘the Holding Company’) and its subsidiaries (the Holding Company and its subsidiaries together referred to as ‘the Group’), as listed in Annexure I, which comprise the Consolidated Balance Sheet as at 31 March 2021, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), the Consolidated Statement of Cash Flow and the Consolidated Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the reports of the other auditors on separate financial statements and on the other financial information of the subsidiary, the aforesaid consolidated 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 consolidated state of affairs of the Group, as at 31 March 2021, and their consolidated profit (including other comprehensive income), consolidated cash flows and the consolidated changes in equity for the year ended on that date.

Basis for Opinion

1. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. 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 Company in accordance with the Code of Ethics issued by the Institute of Chartered

2. Accountants of India (‘ICAI’) together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the rules thereunder, 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 and the audit evidence obtained by the other auditors in terms of their reports referred to in paragraph 15 of the Other Matters section below, is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matter

1. Key audit matters are those matters that, in our professional judgment and based on the consideration of the reports of the other auditors on separate financial statements and on the other financial information of the subsidiaries, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

2. We have determined the matter described below to be the key audit matters to be communicated in our report.

report.
Key audit matter	How our audit addressed the key audit matter
The Group has incurred loss amounting to ₹ 14.83 million (after reducing non- recurring profit earned on sale of property plant and equipment) from continuing operations for the year ended 31 March 2021. The Holding Company has discontinued its hotel operations with effect from 01 November 2019 and is in the process of	Our audit procedures, related to revenue recognition, included, but were not limited, to the following: • We obtained and evaluated management’s assessment of going concern. • We obtained an understanding of the key assumptions underlying the Company’s forecasts

116

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

demolishing the and assessed whether building of Le they are appropriate Meridien Hotel with a considering the plan to construct a Company’s historical commercial building performance and the in its place. current market The financial conditions. statements of the • We evaluated the Group have been prepared by the availability of sources management on a of funding and access to additional lines of going concern basis, credit. based on an assessment of the • We have obtained and Group’s free cash flow verified forecast from its management’s continuing operations sensitivity analysis of to operate as a going the cash flow forecasts concern for next and their arithmetical twelve months from accuracy. the date of balance sheet.

• We have obtained and reviewed the support The board of directors letter from the Holding of the Company has Company, Embassy approved selling off of Property Development certain properties of Private Limited, the Company confirming that they classified as ‘Asset have the ability and the held for sale’ as further willingness to infuse detailed in Note 45 of capital / funds into the the financial Company and its statements. subsidiaries as and We have identified the when required to assessment of Group’s enable the Company to ability to continue as a meet its obligations going concern as a key and continue its audit matter since this operations in the assessment is foreseeable future. dependent on certain management • Assessed the assumptions and appropriateness and judgments, in adequacy of particular in relation to disclosures in the future cash flows to be financial statements of generated from the the Company relating

Group’s continuing to the going concern operations and the assumption. ability of the Group to renew or obtain financing facilities to construct commercial spaces as and when necessary.

Information other than the Consolidated Financial Statements and Auditor’s Report thereon

1. The Holding Company’s Board of Directors are responsible for the other information. The other information comprises the information included in the Annual Report, 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 in the 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.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

1. The accompanying consolidated financial statements have been approved by the Holding Company’s Board of Directors. The Holding 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 consolidated financial statements that give a true and fair view of the consolidated financial position, consolidated financial performance including other

117

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

comprehensive income, consolidated changes in equity and consolidated cash flows of the Group including in accordance with the accounting principles generally accepted in India, including the Ind AS specified under section 133 of the Act. The respective Board of Directors/management of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of 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 consolidated financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial statements by the Directors of the Holding Company, as aforesaid.

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

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

Auditor’s Responsibilities for the Audit of the Financial Statements

• 10.Our objectives are to obtain reasonable assurance about whether the 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 Standards on Auditing 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 financial statements.

• 11.As part of an audit in accordance with Standards on Auditing, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the 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 control;

• Obtain an understanding of internal control 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 Holding Company has adequate internal financial controls with reference to financial statements 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

118

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

disclosures in the 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 report. However, future events or conditions may cause the Group to cease to continue as a going concern; and

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the 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 within the Group, to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the audit of financial statements of such entities included in the financial statements, of which we are the independent auditors. For the other entities included in the financial statements, which have been audited by the other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

• 12.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.

• 13.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.

• 14.From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the 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.

Other Matter

• 15.We did not audit the financial statements of one subsidiary, whose financial statements reflect total assets of ₹ 49.47 million, and net assets of ₹ 26.23 million as at 31 March 2021, total revenues of ₹ 49.27 million and net cash outflows amounting to ₹ (0.29) million for the year ended on that date, as considered in the consolidated financial statements. These financial statements have been audited by other auditor whose report have been furnished to us by the management and our opinion on the consolidated financial statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiary, and our report in terms of sub-section (3) of Section 143 of the Act, in so far as it relates to the aforesaid subsidiaries, are based solely on the reports of the other auditor.

• Our opinion above on the consolidated financial statements, and our report on other legal and regulatory requirements below, are not modified in respect of the above matters with respect to our reliance on the work done by and the reports of the other auditors.

• 16.The consolidated financial statements of the Company for the year ended 31 March 2020 were audited by the predecessor auditor, B S R & Associates LLP who have expressed an unmodified opinion on those consolidated financial statements vide their audit report dated 26 June 2020.

Report on Other Legal and Regulatory Requirements

1. As required by section 197(16) of the Act, based on our audit and on the consideration of the reports of the other auditor, referred to in paragraph 15, on separate financial statements of the subsidiary, we report that the Holding Company and its subsidiary companies covered under the Act paid remuneration

119

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

to their respective directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act.

1. As required by Section 143 (3) of the Act, based on our audit and on the consideration of the report of the other auditor on separate financial statements and other financial information of the subsidiary, we report, to the extent applicable, that:

2. a) we have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit of the aforesaid consolidated financial statements;

3. 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 and the reports of the other auditors;

4. c) the consolidated financial statements 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;

5. d) in our opinion, the aforesaid consolidated financial statements comply with Ind AS specified under section 133 of the Act;

6. e) on the basis of the written representations received from the directors of the Holding Company and taken on record by the Board of Directors of the Holding Company and the reports of the statutory auditors of its subsidiary companies companies covered under the Act, none of the directors of the Group companies covered under the Act, are disqualified as on 31 March 2021 from being appointed as a director in terms of Section 164(2) of the Act.

7. f) with respect to the adequacy of the internal financial controls with reference to financial statements of the Holding Company, and its subsidiary companies covered under the Act, and the operating effectiveness of such controls, refer to our separate report in ‘Annexure II’; and

8. g) 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 and based on the consideration of the report of the other auditors on separate financial statements as also the other financial information of the subsidiaries:

9. i. there were no pending litigations as at 31 March 2021 which would impact the consolidated financial position of the Group;

10. ii. the Group did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses as at 31 March 2021;

11. iii. there has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Holding Company and its subsidiary companies during the year ended 31 March 2021; and

12. iv. the disclosure requirements relating to holdings as well as dealings in specified bank notes were applicable for the period from 8 November 2016 to 30 December 2016, which are not relevant to these consolidated financial statements. Hence, reporting under this clause is not applicable.

For Walker Chandiok & Co LLP Chartered Accountants

Firm’s Registration No.: 001076N/N500013

Sd/-

Ashish Kedia

Partner Membership No.: 215834 UDIN: 21215834AAAABL2966

Place : Benguluru Date : 03 June 2021

120

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Annexure I

List of entities included in the Statement

Entity	Relationship
Airport Golf View Hotels and Suits Private Limited	Subsidiary
Blue Lagoon Real Estate Private Limited	Subsidiary
NeptuneReal EstatePrivateLimited	Subsidiary

For Walker Chandiok & Co LLP Chartered Accountants

Firm’s Registration No.: 001076N/N500013

Sd/-

Annexure II to the Independent Auditor’s Report of even date to the members of Mac Charles (India) Limited on the consolidated financial statements for the year ended 31 March 2021

Independent Auditor’s report on the internal financial controls with reference to the financial statements under clause (i) of sub-section 3 of Section 143 of the Companies Act, 2013 (‘the Act’)

1. In conjunction with our audit of the consolidated financial statements of Mac Charles (India) Limited (‘the Holding Company’) and its subsidiaries (the Holding Company and its subsidiaries together referred to as ‘the Group’), as at and for the year ended 31 March 2021, we have audited the internal financial controls with reference to financial statements of the Holding Company and its subsidiary companies, which are companies covered under the Act, as at that date.

Ashish Kedia

Partner Membership No.: 215834 UDIN: 21215834AAAABL2966

Place: Bengaluru Date: 03 June 2021

Responsibilities of Management and Those Charged with Governance for Internal Financial Controls

1. The respective Board of Directors of the Holding Company and its subsidiary companies, which are companies covered under the Act, are responsible for establishing and maintaining internal financial controls based on the internal financial controls with reference to financial statements 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 the Company’s business, including adherence to the 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 Act.

Auditor’s Responsibility for the Audit of the Internal Financial Controls with Reference to Financial Statements

1. Our responsibility is to express an opinion on the internal financial controls with reference to financial statements of the Holding Company and its subsidiary companies, as aforesaid, based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India (‘ICAI’) prescribed under Section 143(10) of the Act, to the extent

121

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

applicable to an audit of internal financial controls with reference to financial statements, and the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (‘the Guidance Note’) issued by the ICAI. 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 with reference to financial statements were established and maintained and if such controls operated effectively in all material respects.

1. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with reference to financial statements includes obtaining an understanding of such internal financial controls, 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.

2. We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms of their reports referred to in the Other Matter paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls with reference to financial statements of the Holding Company and its subsidiary companies as aforesaid.

Meaning of Internal Financial Controls with Reference to Financial Statements

1. A company's internal financial controls with reference to financial statements 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.

2. A company's internal financial controls with reference to financial statements include 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.

Inherent Limitations of Internal Financial Controls with Reference to Financial Statements

1. Because of the inherent limitations of internal financial controls with reference to financial statements, 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 with reference to financial statements to future periods are subject to the risk that the internal financial controls with reference to financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

1. In our opinion and based on the consideration of the reports of the other auditors on internal financial controls with reference to financial statements of the subsidiary company, the Holding Company and its subsidiary companies, which are companies covered under the Act, have in all material respects, adequate internal financial controls with reference to financial statements and such controls were operating effectively as at 31 March 2021, based on the internal financial controls with reference to financial statements 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.

Other Matter

1. We did not audit the internal financial controls with reference to financial statements insofar as it relates to one subsidiary company, which is company covered under the Act, whose financial statements reflect total assets of ₹49.47 million and net assets of ₹26.23 million as at 31 March 2021, total revenues of ₹49.27 million and net cash flows amounting to ₹ (0.29) million for the year ended on that date, as considered in the consolidated financial statements. The internal financial controls with

122

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

reference to financial statements in so far as it relates to such subsidiary company have been audited by other auditor whose report has been furnished to us by the management and our report on the adequacy and operating effectiveness of the internal financial controls with reference to financial statements for the Holding Company and its subsidiary company, as aforesaid, under Section 143(3)(i) of the Act in so far as it relates to such subsidiary company is based solely on the report of the auditor of such company. Our opinion is not modified in respect of this matter with respect to our reliance on the work done by and on the report of the other auditor.

For Walker Chandiok & Co LLP Chartered Accountants Firm’s Registration No.: 001076N/N500013 Sd/- Ashish Kedia Partner Membership No.: 215834 UDIN: 21215834AAAABL2966

Place: Bengaluru Date: 03 June 2021

123

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Consolidated Balance Sheet as at 31 March 2021

Consolidated Balance Sheet as at 31 March 2021				(Rs in millions)
Particulars		Note	As at 31 March 2021	As at 31 March 2020
ASSETS
Non-current assets
	Property, plant and equipment	4	303.56	668.03
	Investment property	5	1,198.47	1,214.07
	Investment property under development	6	77.01	-
	Goodwill	7	71.94	71.94
	Intangible assets	4	0.07	0.17
	Financial assets
	- Investments	8	4.91	26.48
	- Loans	9	11.59	11.73
	- Other financial assets	10	19.40	19.40
	Income-tax assets, net	11	30.22	40.31
	Other non-current assets	12	64.02	53.23
Total non-current assets			1,781.19	2,105.36
Current assets
	Inventories	13	4.03	3.20
	Financial assets
	- Investment	14	22.79	0.86
	- Trade receivables	15	8.24	11.08
	- Cash and cash equivalents	16	10.51	14.78
	- Bank balances other than cash and cash equivalents	17	26.32	30.93
	- Loans	18	0.72	0.65
	- Other financial assets	19	0.34	0.80
	Other current assets	20	9.43	8.26
	Assets held for sale	45	439.75	35.80
	Disposalgroup-assetsheldforsale	44	8.13	35.85
Total current assets			530.26	142.21
Total assets			2,311.45	2,247.57
EQUITY AND LIABILITIES
Equity
	Equity share capital	21	131.01	131.01
	Otherequity	22	643.73	637.46
Total equity			774.73	768.47
Liabilities
Non-current liabilities
	Financial liabilities
	- Borrowings	23	1,168.06	1,179.21
	- Other financial liabilities	24	0.17	0.17
	NonCurrent provisions	25	-	2.08
Total non-current liabilities			1,168.23	1,181.46
Current liabilities
	Financial liabilities
	- Trade payables
	Total outstanding dues to micro enterprises and small enterprises	26	-	-
	Total outstanding dues of creditors other than micro enterprises and small enterprises		14.26	19.04
	- Other financial liabilities	27	216.95	162.58
	Current provisions	28	2.59	2.33
	Other current liabilities	29	92.47	3.73
	Disposalgroup- liabilities directly associated withassetsheldforsale	44	42.22	109.96
Total current liabilities			368.49	297.64
Total equity and liabilities			2,311.45	2,247.57
Summary of significant accounting policies		3
The accompanyingnotesreferred to aboveforman integralpart ofthese consolidatedfinancialstatements.
As per our report of even date attached
ForWalker Chandiok & Co LLP _For_and on behalf of the Board of Directors of
Chartered Accountants Mac Charles (India) Limited
Firm Registration No.: 001076N/N500013 Sd/- sd/-
P B Appiah Sartaj Sewa Singh
Sd/- Director Director
DIN: 00215646 DIN: 01820913 Sd/- sd/-
Ashish Kedia Chandana Naidu Pranesha K Rao
Partner Company Secretary Chief Financial Officer
Membership No. 215834 ACS No. 25570
Place: Bengaluru Place: Bengaluru
Date: 3 June 2021 Date: 3 June 2021

124

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Consolidated Statement of Profit and Loss for the year ended 31 March 2021

Consolidated Statement of Profit and Loss for theyear ende	Consolidated Statement of Profit and Loss for theyear ende	d 3	March 20	21	21	(Rs in millions)
Particulars			Note	As at		As at
				31 March 2021		31 March 2020
Income Revenue from operations Other income Total income Expenses Cost of materials consumed Employee benefits expense Finance costs Depreciation and amortization expense Other expenses Total expenses
			30	278.15		304.79
			31	40.96		34.40
				319.11		339.19
			32	29.43		20.78
			33	28.25		30.67
			34	104.02		172.40
			35	37.76		37.93
			36	102.49		129.32
				301.95		391.10
Profit/ (Loss) from continuing operation before taxes				17.16		(51.91)
Tax expense:
	- Current tax			(2.72)		(0.30)
	- Taxes pertaining to earlier years (net)			-		2.15
	- Deferred tax			-		15.95
Profit/ (Loss) from continuing operations (after tax)				14.44		(34.11)
Discontinued operations:
Loss from discontinued operations			44	(9.16)		(178.66)
Tax expense:
	- Current tax			-		-
	- Deferred tax			-		40.70
Loss from discontinued operations(after tax)				(9.16)		(137.96)
Profit/(loss) for the year				5.28		(172.07)
Other comprehensive income:
Items that will not be reclassified to profit or loss:
	- Remeasurements of defined benefit liability/(asset)			(1.02)		1.98
	- Equityinstruments throughOtherComprehensiveIncome- net changesin fairvalue			2.00		(1.25)
				0.98		0.73
Items that will be reclassified to profit or loss					-	-
Deferred taxon items that willbereclassified to profit or loss					-	(0.21)
Other comprehensive income for the year, net of income taxes					0.98	0.52
Total comprehensive income for the year				6.26		(171.55)
Earnings per equity share: ( for continuing operations):
- Basic (₹)			22.2		1.10	(2.60)
- Diluted (₹)			22.2		1.10	(2.60)
Earnings per equity share (for discontinued operations):
- Basic (₹)			22.2		(0.70)	(10.53)
- Diluted (₹)			22.2		(0.70)	(10.53)
Earnings per equity share (for discontinued and continuing operations):
- Basic (₹)			22.2		0.40	(13.13)
- Diluted (₹)			22.2		0.40	(13.13)
Summary of significant accounting policies			3
The accompanyingnotesreferred to aboveforman integralpart ofthese consolidatedfinancialsta		temen	ts.
As per our report of even date attached

As per our report of even date attached For Walker Chandiok & Co LLP Chartered Accountants Firm Registration No.: 001076N/N500013

For and on behalf of the Board of Directors of Mac Charles (India) Limited Sd/- sd/P B Appiah Sartaj Sewa Singh Director Director DIN: 00215646 DIN: 01820913 Sd/- sd/- Chandana Naidu Pranesha K Rao Company Secretary Chief Financial Officer ACS No. 25570

Sd/-

Ashish Kedia Partner Membership No. 215834

Place: Bengaluru Date: 3 June 2021

Place: Bengaluru Date: 3 June 2021

125

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Consolidated Statement of Cash Flow for the year ended 31 March 2021

(Rs in millions)

			Year ended 31 March 2021	Year ended 31 March 2020
	Cash flows from operating activities
	Profit/ (loss) before tax from continuing operations		17.16	(51.91)
	Loss before tax from discontinuing operations		(9.16)	(178.66)
	Adjustments:
	- Interest income		(3.23)	(30.05)
	- Profit on sale of property, plant and equipment, net		(25.75)	(0.17)
	- Interest expense (including fair value change in financial instruments)		103.94	172.28
	- Depreciation and amortization		37.76	44.57
	-Others		(7.38)	(2.51)
	Operating cash flow before working capital changes		113.34	(46.45)
	Working capital adjustments:
	- Trade receivables		3.98	16.91
	- Inventories		(0.83)	8.14
	- Current and non-current financial assets		9.33	373.20
	- Other current and non-current assets		(10.64) (48.31) (2.84) 0.92	9.23
	- Current and non-current financial liabilities			58.05
	- Provisions			(8.66)
	-Othercurrent andnon-currentliabilities			(11.58)
	Cash generated from operating activities		64.94	398.84
	Income taxesrefund/(paid)		7.37	(39.20)
	Net cash generated from operating activities [A]		72.31	359.64
	Cash flows from investing activities
	Acquisition of property, plant and equipment and investment property		(114.42)	(17.56)
	Purchase of investments		-	(89.00)
	Refund of capital advances		-	2,258.64
	Payment of capital advance for acquisition of property		-	(2.82)
	Acquisition of subsidiaries		-	(2,035.10)
	Proceeds from sale of property, plant and equipment		51.55	10.47
	Advance for sale of capital assets		85.88	-
	Proceed from maturity of fixed deposit		1.00	-
	Proceeds from sale of investments Interestreceived		2.29 3.23	279.83 30.05
	Net cash generated from investing activities [B]		29.53	434.51
	Cash flows from financing activities
	Dividend paid		-	(157.94)
	Repayment of borrowings		(21.72) (84.39)	(521.18)
	Interest paid			(110.41)
	Net cash (used in)/ generated from financing activities [C]		(106.11)	(789.53)
	Increase/ (decrease) in cash and cash equivalents [A+B+C]		(4.27)	4.62
	Cashand cashequivalents at the beginning ofthe year		14.78	10.16
	Cash and cash equivalents at the end of the year		10.51	14.78
	Components of cash and cash equivalents (refer note 16)
	Balances with banks		10.31	14.51
	- in current accounts
	Cash in hand		0.20	0.27
	Cash and cash equivalents at the end of the year		10.51	14.78
	The disclosure on reconciliation of movements of liabilities to cash fl	ows arising from financing activities is disclosed in not	e 23.
	Summary of significant accounting policies	3
	The accompanyingnotesreferred to aboveforman integralpart ofth	ese consolidatedfinancialstatements.

As per our report of even date attached For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of Chartered Accountants Mac Charles (India) Limited Firm Registration No.: 001076N/N500013 Sd/- sd/P B Appiah Sartaj Sewa Singh Director Director Sd/DIN: 00215646 DIN: 01820913 Sd/- sd/- Ashish Kedia Chandana Naidu Pranesha K Rao Partner Company Secretary Chief Financial Officer Membership No. 215834 ACS No. 25570 Place: Bengaluru Place: Bengaluru Date: 3 June 2021 Date: 3 June 2021

126

MAC CHARLES (INDIA) LIMITED ANNUAL REPORT 2020-21

Consolidated Statement of Changes in Equity for the year ended 31 March 2021 (Rs in millions)

	a	Equity share capital
			**Number **		Amount
		Equity shares of ₹ 10 each, issued, subscribe	d and fully paid-up capital
		Balance as at 1 April 2019	1,31,01,052		131.01
		Changesinequity share capitalduring the year	-		-
		Balance as at 31 March 2020	1,31,01,052		131.01
		Changesinequity share capitalduring the year	-		-
		Balance as at 31 March 2021	1,31,01,052		131.01
	b	Other Equity
		Forthe yearended 31 March 2021
		Particulars	Reserves and Surplus Other comprehensive income		Total equity attributable to owners of the Group
			General reserve Retained Earnings Capital Reserve Common Control Business Combinations Fair value of equity instruments Remeasurements of defined benefit liability (asset)
		Balance as at 1 April 2019	2,244.80 755.49 (2,034.10) (2.06) 2.83		966.96
		Loss for the year	- (172.07) - - -		(172.07)
		Other comprehensive income for the year	- - - (0.89) 1.40		0.51
		Dividend distribution	- (131.01) - - -		(131.01)
		Corporate dividend tax	- (26.93) - - -		(26.93)
		Balance as at 31 March 2020	2,244.80 425.48 (2,034.10) (2.95) 4.23		637.47
		Profit for the year	- 5.28 - - -		5.28
		Other comprehensive income for theyear	- - - 2.00 (1.02)		0.98
		Balance as at 31 March 2021	2,244.80 430.76 (2,034.10) (0.95) 3.21		643.73
		Nature and purpose of other reserves:
		General reserve:
		The general reserve is used from time to time to component of equity to another and is not an ite	transfer profits from retained earnings for appropriation purposes. As the general reserve is create
		Retained earnings:
		The cumulative gain or loss arising from the operations which of the period, the profit after tax is transferred from the stateme		is retained by the Group is recognised and accumulated under the heading of retained earnings. At the end nt of profit and loss to the retained earnings account.
		Capital Reserve:
		The Group recognised excess of consideration paid over the sh Fair value of equity instruments The Group has elected to recognise changes in the fair value o within the Equity instruments through Other Comprehensive In equity securities are derecognised. Summary of significant accounting policies		are capital of subsidiary. f certain investments in equity securities in other comprehensive income. These changes are accumulated come within equity. The Group transfers amounts from this reserve to retained earnings when the relevant 3
	The	accompanyingnotesreferred to aboveforman integralpart ofth		ese consolidatedfinancialstatements.

As per our report of even date attached For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of Chartered Accountants Mac Charles (India) Limited Firm Registration No.: 001076N/N500013 Sd/- sd/P B Appiah Sartaj Sewa Singh Sd/- Director Director DIN: 00215646 DIN: 01820913 Sd/- sd/- Ashish Kedia Chandana Naidu Pranesha K Rao Partner Company Secretary Chief Financial Officer Membership No. 215834 ACS No. 25570 Place: Bengaluru Place: Bengaluru Date: 3 June 2021 Date: 3 June 2021

127

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

3.

1 Background

Mac Charles (India) Limited ('the Group), together with its subsidiary, Airport Golf View Hotels and Suites Pvt. Ltd., engages in the hotel business in India. The Group operates Le Meridien, a five star hotel with 197 rooms and suites in Bangalore, India. It is also involved in the generation of electricity through wind turbine generators located in Gadag and Bellary Districts and leasing of commercial real estate properties in Embassy Tech Square ('Alpha' and 'Delta') located along Outer Ring Road, Bangalore, Karnataka. The Group was incorporated in the year 1979 and is based in Bengaluru, India. Owing to commercial considerations, the Management proposed that the hotel business of the Group be discontinued. This decision was approved by the Board of Directors of the Group on 26 August 2019 and the hotel operations of the Company ceased with effect from 1 November 2019. The Group has acquired 100% shareholding in the Blue Lagoon Real Estate Private Limited and Neptune Real Estate Private Limited on 3 July 2019. The Group along with its three subsidiaries Airport Golf View Hotels and Suites Pvt. Ltd., Blue Lagoon Real Estate Private Limited and Neptune Real Estate Private Limited constitute the 'Group'.

The Group has consistently applied the following accounting policies to all periods presented in these consolidated financial statements.

Further, owing to the discontinuance of the hotel operations of the Group earlier this year, which was the single largest segment of the Group’s business, the Group has evaluated its ability to sustain it operations in the foreseeable future. Considering net positive cash flows projected from continuing operations in the foreseeable future, market value of the land owned by the Group, continued committed financial support from the holding Group and access to lines of credit, Management believes that the Group will not have any challenge in meeting its financial obligations for the next 12 months from the date of the consolidated financial statements.

2.2 Functional and presentation currency

The consolidated financial statements are presented in Indian rupees (₹), which is Mac Charles (India) Limited's functional and presentation currency. All financial information presented in Indian rupee has been rounded to the nearest million.

2.3 Basis of measurement

– List of subsidiaries with percentage holding

Subsidiary	Country of incorporation and other particulars	Percentage of holding (%)
Blue Lagoon Real Estate Private Limited	Subsidiary of the Group incorporated under the laws of India.	100.00%
Neptune Real Estate Private Limited	Subsidiary of the Group incorporated under the laws of India.	100.00%
Airport Golfview Hotels and Suites Private Limited	Subsidiary of the Group incorporated under the laws of India.	100.00%

2 Basis of preparation

2.1 Statement of compliance

These consolidated financial statements are prepared in accordance with Indian Accounting Standards (Ind AS) as per Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of Companies Act 2013, (the 'Act') and other relevant provisions of the Act.

The consolidated financial statements were authorised for issue by the Group's Board of Directors on 03 June 2021. Details of the Group's accounting policies are included in note

The consolidated financial statements have been prepared on the historical cost basis except for the following items:

The consolidated financial statements have been prepared on the historical cost basis except for the following items:	The consolidated financial statements have been prepared on the historical cost basis except for the following items:
Items	Measurement basis
Certain financial assets and liabilities	Fair value
Net defined benefit (asset)/ liability	Fair value of plan assets less present value of defined benefit obligations.

2.4 Use of estimates and judgements

In preparing these consolidated financial statements, management has made judgements, 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.

Judgements

Information about judgements made in applying accounting policies that have the most significant effects on the amounts recognised in the consolidated financial statements is as included below.

128

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Assumptions and estimation uncertainties

Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment in the year ended 31 March 2021 is included in the following notes:

• Note 4 and 5 - Depreciation and amortisation method and useful life of items of property, plant and equipment, intangible assets and investment property;

• Note 25, 28 and 41– measurement of defined benefit obligations: key actuarial assumptions;

• Note 40 – impairment of financial assets,

• Note 45 - Assets held for sale; determining the fair value less cost to sell of the assets held under sale.

2.5 Measurement of fair values

A number of the Group’s accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities. 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. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

• In the principal market for the asset or liability, or

• In the absence of a principal market, in the most advantageous market for the asset or liability.

The principal or the most advantageous market must be accessible by the Group. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

The Group has an established control framework with respect to the measurement of fair values. The Group engages with external valuers for measurement of fair values in the absence of quoted prices in active markets.

Significant valuation issues are reported to the Group’s audit committee. All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value

measurement as a whole:

• Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

• Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

• Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

When measuring the fair value of an asset or a liability, the group uses observable market data as far as possible. If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement. The Group recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred. External valuers are involved for valuation of significant assets, such as properties and unquoted financial assets, and significant liabilities, such as contingent consideration.

For the purpose of fair value disclosures, the Group has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above. This note summarises accounting policy for fair value. Other fair value related disclosures are given in the relevant notes.

• Financial instruments (note 40)

• Disclosures for valuation methods, significant estimates and assumptions (note 40)

• Quantitative disclosures of fair value measurement hierarchy (note 40)

• Financial instruments (including those carried at amortised cost) (note 40)

3 Significant accounting polices

3.1 Leases

Group as lessee

A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Group assesses whether:

• the contract involves the use of an identified asset

• the Group has the right to obtain substantially all the

• economic benefits from use of the asset throughout the period of use; and

• the Group has the right to direct the use of the asset At inception or on reassessment of a contract that contains a lease component, the Group allocates the consideration in the contract to each lease component on the basis of the relative

129

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

stand-alone prices of the lease components and the aggregate stand-alone price of the non-lease components.

The Group recognizes right-of-use asset representing its right to use the underlying asset for the lease term at the lease commencement date. The cost of the right-of-use asset measured at inception shall comprise of the amount of the initial measurement of the lease liability, adjusted for any lease payments made at or before the commencement date, less any lease incentives received, plus any initial direct costs incurred and an estimate of the costs to be incurred by the lessee in dismantling and removing the underlying asset or restoring the underlying asset or site on which it is located.

The right-of-use asset is subsequently measured at cost less accumulated depreciation, accumulated impairment losses, if any and adjusted for any remeasurement of the lease liability. The right-of-use assets is depreciated using the straight-line method from the commencement date over the shorter of lease term or useful life of right-of-use asset. The estimated useful lives of right-of-use assets are determined on the same basis as those of property, plant and equipment. Right-of-use assets are tested for impairment whenever there is any indication that their carrying amounts may not be recoverable. Impairment loss, if any, is recognized in the standalone statement of profit and loss.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the incremental borrowing rate applicable to the entity within the Group. Generally, the Group uses its incremental borrowing rate as the discount rate. For leases with reasonably similar characteristics, the Group, on a lease by lease basis, may adopt either the incremental borrowing rate specific to the lease or the incremental borrowing rate for the portfolio as a whole. The lease payments shall include fixed payments, variable lease payments, residual value guarantees, exercise price of a purchase option where the Group is reasonably certain to exercise that option and payments of penalties for terminating the lease, if the lease term reflects the lessee exercising an option to terminate the lease.

The lease liability is subsequently remeasured by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying amount to reflect the lease payments made and remeasuring the carrying amount to reflect any reassessment or lease modifications or to reflect revised insubstance fixed lease payments.

The Group recognizes the amount of the re-measurement of lease liability as an adjustment to the right-of-use asset. Where the carrying amount of the right-of-use asset is reduced to zero and there is a further reduction in the measurement of the lease liability, the Group recognizes any remaining amount of the remeasurement in standalone statement of profit and loss.

Group as a lessor

When the Group acts as a lessor at the inception, it determines whether each lease is a finance lease or an operating lease.

The Group recognizes lease payments received under operating leases as income on a straight-line basis over the lease term. In case of a finance lease, finance income is recognized over the lease term based on a pattern reflecting a constant periodic rate of return on the lessor's net investment in the lease. When the Group is an intermediate lessor it accounts for its interests in the head lease and the sub-lease separately. It assesses the lease classification of a sub-lease with reference to the right-of-use asset arising from the head lease, not with reference to the underlying asset. If a head lease is a short -term lease to which the Group applies the exemption described above, then it classifies the sub-lease as an operating lease

If an arrangement contains a lease and non-lease components, the Group applies Ind AS 115-Revenue to allocate the consideration in the contract

3.2 Property, plant and equipment and other intangible assets (other than goodwill)

Property, plant and equipment:

1. Recognition and measurement

Items of property, plant and equipment are measured at cost, which includes capitalised borrowing costs, less accumulated depreciation and accumulated impairment losses, if any. Cost of an item of property, plant and equipment comprises its purchase price, including import duties and non-refundable purchase taxes, after deducting trade discounts and rebates, any directly attributable cost of bringing the item to its working condition for its intended use and estimated costs of dismantling and removing the item and restoring the site on which it is located.

The cost of a self-constructed item of property, plant and equipment comprises the cost of materials and direct labor, any other costs directly attributable to bringing the item to working condition for its intended use, and estimated costs of dismantling and removing the item and restoring the site on which it is located.

If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of property, plant and equipment.

An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the income statement when the asset is derecognised.

130

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

2. Subsequent expenditure

Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with the expenditure will flow to the Group.

3. Depreciation

Depreciation is calculated on cost of items of property, plant and equipment less their estimated residual values over their estimated useful lives using the straight-line method, and is recognised in the statement of profit and loss. Assets acquired under finance leases are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Group will obtain ownership by the end of the lease term. Freehold land is not depreciated.

The estimated useful lives of items of property, plant and equipment for the current and comparative periods are as follows:

Asset	Management estimate of useful lives
Building	30–60 years
Plant and machinery	15 years
Plant and machinery - Wind turbines	22 years
Computers	3 years
Furniture and fixtures	10 years
Vehicles	8 years

Depreciation method, useful lives and residual values are reviewed at each financial year-end and adjusted if appropriate. Based on technical evaluation and consequent advice, the management believes that its estimates of useful lives as given above best represent the period over which management expects to use these assets.

Intangible assets (other than goodwill)

1. Computer Software

Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and accumulated impairment losses.

2. Amortisation

The useful lives of intangible assets are assessed as either finite or indefinite.

Intangible assets with finite lives are amortised over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortisation period and the amortisation method for an intangible asset with a finite useful life are reviewed at least at the end of each reporting period. Changes in the expected useful life or the expected pattern of consumption of future economic

benefits embodied in the asset are considered to modify the amortisation period or method, as appropriate, and are treated as changes in accounting estimates. The amortisation expense on intangible assets with finite lives is recognised in the statement of profit and loss unless such expenditure forms part of carrying value of another asset.

3.3 Goodwill

Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interests, and any previous interest held, over the net identifiable assets acquired and liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the Group re-assesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognised at the acquisition date. If the reassessment still results in an excess of the fair value of net assets acquired over the aggregate consideration transferred, then the gain is recognised in OCI and accumulated in equity as capital reserve. However, if there is no clear evidence of bargain purchase, the entity recognises the gain directly in equity as capital reserve, without routing the same through OCI.

After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cashgenerating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units.

A cash generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Any impairment loss for goodwill is recognised in profit or loss. An impairment loss recognised for goodwill is not reversed in subsequent periods.

Where goodwill has been allocated to a cash-generating unit and part of the operation within that unit is disposed of, the goodwill associated with the disposed operation is included in the carrying amount of the operation when determining the gain or loss on disposal. Goodwill disposed in these circumstances is measured based on the relative values of the disposed operation and the portion of the cash-generating unit retained. If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the Group reports provisional amounts for the items for which the

131

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

accounting is incomplete. Those provisional amounts are adjusted through goodwill during the measurement period, or additional assets or liabilities are recognised, to reflect new information obtained about facts and circumstances that existed at the acquisition date that, if known, would have affected the amounts recognized at that date. These adjustments are called as measurement period adjustments. The measurement period does not exceed one year from the acquisition date.

3.4 Investment property

Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services or for administrative purposes. Upon initial recognition, an investment property is measured at cost. Subsequent to initial recognition, investment property is measured at cost less accumulated depreciation and accumulated impairment losses, if any.

Based on technical evaluation and consequent advice, the management believes a period of 60 years as representing the best estimate of the period over which investment properties (which are quite similar) are expected to be used. Accordingly, the Group depreciates investment properties over a period of 60 years on a straight-line basis. The useful life estimate of 60 years is different from the indicative useful life of relevant type of buildings mentioned in Part C of Schedule II to the Act i.e. 30 years. Any gain or loss on disposal of an investment property is recognised in profit or loss.

The fair values of investment property is disclosed in the notes. Fair values are determined by an independent valuer who holds a recognised and relevant professional qualification and has recent experience in the location and category of the investment property being valued.

Investment Properties are de-recognized either when they have been disposed off or when they are permanently withdrawn from use and no future economic benefit is expected from their disposal. The difference between the net disposal proceeds and the carrying amount of the asset is recognized in Statement of Profit or Loss in the period of de-recognition.

Loss allowances for the financial assets measured at amortised cost are deducted from the gross carrying amount of assets. Loss allowances for trade receivables are always measured at an amount equal to lifetime expected credit losses. Lifetime expected credit losses are the expected credit losses that result from all possible default events over the expected life of a financial instrument.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating expected credit losses, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Group's historical experience and informed credit assessment and including forward- looking information.

The Group assumes that the credit risk on a financial asset has increased significantly if it is more than 180 days past due. The Group considers a financial asset to be in default when: (i) the borrower is unlikely to pay its credit obligations to the Group in full, without recourse by the Group to actions such as realising security (if any is held); or (ii) the financial asset is 365 days or past due.

Measurement of expected credit losses

Expected credit losses are a probability‑weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to the Group in accordance with the contract and the cash flows that the Group expects to receive).

Presentation of allowance for expected credit losses in the balance sheet

Loss allowances for financial assets measured at amortised cost are deducted from the gross carrying amount of the assets.

Write-off

3.6 Impairment of assets

1. Impairment of financial instruments

In accordance with Ind AS 109, the Group applies expected credit loss (ECL) model for measurement and recognition of impairment loss for financial assets.

At each reporting date, the group assesses whether financial assets carried at amortised cost are credit-impaired. A financial asset is 'credit-impaired' when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred.

The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic prospect of recovery. This is generally the case when the Group determines that the debtor does not have assets or sources of income that could generate sufficient cash flows to repay the amounts subject to the write‑off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Group's procedures for recovery of amounts due.

The Group's non-financial assets are reviewed at each reporting date to determine whether there is any indication of impairment.

132

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

If any such indication exists, then the asset’s recoverable amount is estimated.

2. Impairment of non-financial assets

The Group's non-financial assets other than deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated. For impairment testing, assets that do not generate independent cash inflows are grouped together into cash-generating units (CGUs). Each CGU represents smallest group of assets that generates cash inflows that are largely independent of the cash inflows or other assets or CGUs.

The recoverable amount of a CGU (or an individual asset) is the higher of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the CGU (or the asset).

An impairment loss is recognised if the carrying amount of an asset or CGU exceeds its estimated recoverable amount. Impairment losses are recognised in the statement of profit and loss. In respect of assets for which impairment loss has been recognised in prior periods, the Group reviews at each reporting date whether there is any indication that the loss has decreased or no longer exists.

An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. Such a reversal is made only to the extend that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss has been recognised.

3.6 Basis of Consolidation Subsidiary companies

Subsidiary companies are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the relevant activities of the entity. Subsidiary companies are fully consolidated from the date on which control commences. They are deconsolidated from the date on which control ceases.

3.7 Inventories

Inventories are valued at the lower of cost and net realizable value. ‘Cost’ comprises purchase cost and all expenses incurred in bringing the inventory to its present location and condition. Cost has been determined as follows:

Nature of inventory	Method of valuation
Inventories of provisions, food supplies, crockery, cutlery, glassware, beverage, stores and operational supplies	Cost determined as per on weighted average method or net realisable value, whichever is lower.

Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses. Stores and operational supplies held for use in the production of inventories are not written down below cost if the finished products in which they will be incorporated are expected to be sold at or above cost.

The comparison of cost and net realizable value is made on an item by item basis. The Group periodically assesses the inventory for obsolescence and slow moving stocks.

3.9 Revenue recognition

The Group derives its revenue primarily from running and/or managing hotels, sale of electricity , rental income and interest income.

Revenue from different sources is recognised as below: - Income from hotel:

Income from operations of hotel primarily comprises of revenue from room rentals and sale of food and beverage charges. Such service income is recognised when the related services are rendered unless significant future contingencies exist.

Revenue is recognised when the entity satisfies a performance obligation by transferring a promised good or service to a customer. An asset is transferred when the customer obtains control of an asset. Service income is recognized when the related services are rendered unless significant future contingencies exist.

Sales are disclosed net of sales tax, service tax, trade discount and quality claims.

Advances received from the customers are reported as liabilities until all conditions for revenue recognition are met and is recognized as revenue once the related services are rendered.

- Sale of Electricity generated from Wind Turbine Generators is:

Recognized on the basis of Electricity units metered and invoiced.

- Rental income

Rental income from property leased under operating lease is

133

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

recognised in the statement of profit and loss on an actual basis over the term of the lease since the rentals are in line with the expected general inflation. Lease incentives granted are recognised as an integral part of the total rental income.

- Interest income

Interest income is recognized using the effective interest rate method.

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 a financial asset; or

• the amortized cost of financial liability.

In calculating interest income, the effective interest rate is applied to the gross carrying amount of the asset (when the asset is not credit impaired). However, for financial assets that have become credit-impaired subsequent to initial recognition, interest income is calculated by applying the effective interest rate to the amortized cost of the financial asset. If the asset is no longer credit-impaired, then the calculation of interest income reverts to the gross basis.

- Dividend income:

Dividends are recognized in profit or loss on the date on which the Group's right to receive payment is established.

3.10 Financials instruments

1. Recognition and initial measurement

Trade receivables and debt securities issued are initially recognized when they are originated. All other financial assets and financial liabilities are initially recognized when the Group becomes a party to the contractual provisions of the instrument. A financial asset or financial liability is initially measured at fair value plus, for an item not at fair value through profit and loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue.

2. Classification and subsequent measurement

A. Financial assets

On initial recognition, a financial asset is classified as measured

at:

• amortized cost;

• Fair Value through Other Comprehensive income (FVOCI) – debt investment;

• FVOCI – equity investment; or

• FVTPL

Financial assets are not reclassified subsequent to their initial recognition, except if and in the period the Group changes its

business model for managing financial assets.

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL: − the asset is held within a business model whose objective is to hold assets to collect contractual cash flows; and

− the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss.

On initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent changes in the investment’s fair value in OCI (designated as FVOCI – equity investment). This election is made on an investment‑ by‑ investment basis. All financial assets not classified as measured at amortized cost or FVOCI as described above are measured at FVTPL. This includes all derivative financial assets. On initial recognition, the Group may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortized cost or at FVOCI as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

B. Financial assets: Business model assessment

The Group makes an assessment of the objective of the business model in which a financial asset is held at a portfolio level because this best reflects the way the business is managed and information is provided to management. The information considered includes:

− the stated policies and objectives for the portfolio and the operation of those policies in practice. These include whether management’s strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching the duration of the financial assets to the duration of any related liabilities or expected cash outflows or realizing cash flows through the

sale of the assets;

• how the performance of the portfolio is evaluated and reported to the Group's management;

• the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are managed;

• how managers of the business are compensated – e.g. whether compensation is based on the fair value of the assets managed or the contractual cash flows collected; and

134

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

– the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future sales activity.

Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for this purpose, consistent with the Group's continuing recognition of the assets.

Financial assets that are held for trading or are managed and whose performance is evaluated on a fair value basis are measured at FVTPL.

C. Financial assets: Assessment whether contractual cash flows are solely payments of principal and interest

For the purposes of this assessment, ‘principal’ is defined as the fair value of the financial asset on initial recognition. ‘Interest’ is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic lending risks and costs (e.g. liquidity risk and administrative costs), as well as a profit margin.

In assessing whether the contractual cash flows are solely payments of principal and interest, the Group considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the Group considers:

• contingent events that would change the amount or timing of cash flows;

• terms that may adjust the contractual coupon rate, including variable interest rate features;

• prepayment and extension features; and

• terms that limit the Group's claim to cash flows from specified assets (e.g. non‑ recourse features).

D. Financial assets: Subsequent measurement and gains and losses

Financial assets at FVTPL	These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.
Financial assets at amortized cost	These assets are subsequently measured at amortized cost using the effective interest method. The amortized cost is reduced by impairment losses. Interest income, foreign exchange gains and losses and impairment are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

Equity investments at FVOCI	These assets are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in OCI and are not reclassified to profit or loss.
Debt investments at FVTPL	These assets are subsequently measured at fair value. Interest income under the effective interest method, foreign exchange gains and losses and impairment are recognised in profit or loss. Other net gains and losses are recognised in statement of profit andloss.

E . Financial liabilities: Classification, subsequent measurement and gains and losses

Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held- for- trading, or it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognized in profit or loss. Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.

3. Derecognition

A. Financial assets

The Group derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the

risks and rewards of ownership of the financial asset are transferred or in which the Group neither transfers nor retains substantially all of the risks and rewards of ownership and does not retain control of the financial asset.

If the Group enters into transactions whereby it transfers assets recognized on its balance sheet, but retains either all or substantially all of the risks and rewards of the transferred assets, the transferred assets are not derecognised.

B . Financial liabilities

The Group derecognises a financial liability when its contractual obligations are discharged or cancelled, or expire. The Group also derecognises a financial liability when its terms are modified and the cash flows under the modified terms are substantially different. In this case, a new financial liability based on the modified terms is recognized at fair value. The

135

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

difference between the carrying amount of the financial liability extinguished and the new financial liability with modified terms is recognized in profit or loss.

Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss and amortized cost.

At initial recognition, the Group measures a financial liability at its fair value plus, in the case of a financial liability not at fair value through profit or loss, transaction costs that are directly attributable to the financial liability. Transaction costs of financial liability carried at fair value through profit or loss are expensed in profit or loss.

Subsequent measurement

The measurement of financial liabilities depends on their classification, as described below:

Amortized cost

This is the category most relevant to the Group. After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized cost using the Effective interest rate (EIR) method. Gains and losses are recognized in profit or loss when the liabilities are derecognised.

Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortization is included as finance costs in the statement of profit and loss.

4. Offsetting

Financial assets and financial liabilities are offset and the net amount presented in the balance sheet when, and only when, the Group currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realize the asset and settle the liability simultaneously.

3.11 Employee benefits

1. Defined contribution plan

The Group pays provident fund contributions to publicly administered provident funds as per local regulations. The Group has no further payment obligations once the contributions have been paid. The contributions are accounted for as defined contribution plans and the contributions are recognized as employee benefit expense when they are due. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is available.

2. Defined benefit plans

The Group's gratuity plan is a defined benefit plan. The present value of gratuity obligation under such defined benefit plans is determined based on actuarial valuations carried out by an independent actuary using the Projected Unit Credit Method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measure each unit separately to build up the final obligation. The obligation is measured at the present value of estimated future cash flows. The discount rates used for determining the present value of obligation under defined benefit plans, is based on the market yields on Government securities as at the balance sheet date, having maturity periods approximating to the terms of related obligations. Actuarial gains and losses are recognized immediately in the balance sheet with a corresponding debit or credit to retained earnings through Other Comprehensive income in the period in which they occur.

Gratuity scheme is administered through a trust called Mac Charles (India) Limited Employees Gratuity Fund Trust affiliated with the Life Insurance Corporation of India and the provision for the same is determined on the basis of actuarial valuation carried out by an independent actuary. Provision is made for the shortfall, if any, between the amounts required to be contributed to meet the accrued liability for gratuity as determined by actuarial valuation and the available corpus of the funds.

Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in future payments is available.

3. Short-term employee benefit

Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognized and measured at the amounts expected to be paid when the liabilities are settled. Short-term employee benefit obligations are measured on an undiscounted basis. The liabilities are presented as current employee benefit obligations in the balance sheet.

Compensated absence, which is a short term defined benefit, is accrued based on a full liability method based on current salaries at the balance sheet date for unexpired portion of leave.

3.12 Foreign currency transactions

Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions or an average rate, if the average rate approximates the actual rate at the date of transaction. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates are generally

136

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

recognized in profit or loss.

Foreign exchange differences regarded as an adjustment to borrowing costs are presented in the statement of profit and loss, within finance costs. All other foreign exchange gains and losses are presented in the statement of profit and loss on a net basis within other gains/(losses).

Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss. Non-monetary items that are measured based on historical cost in a foreign currency are translated at the exchange rate at the date of the transaction.

3.13 Income taxes

Income tax comprises current and deferred tax. It is recognised in the statement of profit and loss except to the extent that it relates to an item directly recognised in equity or in other comprehensive income.

Current income tax

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date in the countries where the Group operates and generates taxable income.

Current income tax relating to items recognized outside profit or loss is recognized outside profit or loss (either in other comprehensive income or in equity). Current tax also includes any tax arising from dividends.

Deferred tax

Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date. Deferred tax assets are recognized to the extent that it is probable that the underlying tax loss or deductible temporary difference will be utilized against future taxable income. This is assessed based on the Group’s forecast of future operating results, adjusted for significant nontaxable income and expenses and specific limits on the use of any unused tax loss or credit. The carrying amount of deferred 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 tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered. Deferred tax liabilities are

recognised for all taxable temporary differences except in repect of taxable temporary differences associated with investment in subsidiaries, when the timing of reversal of the temporary differences can be controlled and it is probable that the temporary differences will not be reverse in the foreseable future.

3.14 Provisions and contingent liabilities

Provisions (other than for employee benefits)

Provisions are recognized when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognized for future operating losses.

Provisions for onerous contracts, i.e. contracts where the expected unavoidable costs of meeting the obligations under the contract exceed the economic benefits expected to be received under it, are recognized when it is probable that an outflow of resources embodying economic benefits will be required to settle a present obligation as a result of an obligating event based on a reliable estimate of such obligation.

Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognized even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small.

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognized as interest expense.

In the normal course of business, contingent liabilities may arise from litigation and other claims against the Group. Potential liabilities that are possible but not probable of crystallising or are very difficult to quantify reliably are treated as contingent liabilities. Such liabilities are disclosed in the notes but are not recognized.

3.15 Cash and cash equivalents

Cash and cash equivalents includes cash on hand, 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.

137

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

3.16 Earnings per share

The basic earnings per share is computed by dividing the net profit/ (loss) attributable to owner's of the Group for the year by the weighted average number of equity shares outstanding during reporting period.

The number of shares used in computing diluted earnings/ (loss) per share comprises the weighted average shares considered for deriving basic earnings/ (loss) per share and also the weighted average number of equity shares which could have been issued on the conversion of all dilutive potential equity shares. Dilutive potential equity shares are deemed converted as of the beginning of the reporting date, unless they have been issued at a later date. In computing diluted earnings per share, only potential equity shares that are dilutive and which either reduces earnings per share or increase loss per share are included.

3.17 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.

3.18 Discontinued Operations

A discontinued operation is a component of the Group's business, the operations and cash flows of which can be clearly distinguished from those of the rest of the Group and which represents a separate major line of business or geographical area of operations and

• is a part of a single coordinated plan to dispose of a separate major line of business or geographic area of operations; or - is a subsidiary acquired exclusively with a view to re-sale. Classification as a discontinued operation occurs upon disposal or when the operation meets the criteria to be classified as held for sale, if earlier.

When an operation is classified as a discontinued operation, the comparative statement of profit and loss is re-presented as if the operation had been discontinued from the start of the comparative period.

3.19 Estimation of uncertainty relating to COVID-19 outbreak

The Company has considered the possible effects that may result from the pandemic relating to COVID-19 on the carrying amounts of receivables, and other financial assets. In developing the assumptions relating to the possible future uncertainties in the global economic conditions because of this pandemic, the Company, as at the date of approval of the consolidated financial statements has used internal and external sources of

information and expects the carrying amount of these assets will be recovered. The impact of COVID-19 pandemic may be different from that estimated as at the date of approval of the standalone financial statements and the Company will continue to closely monitor any material changes to future economic conditions.

3.20 Recent Indian Accounting Standards

Ministry of Corporate Affairs ("MCA") notifies new standard or amendments to the existing standards.

On March 24, 2021 the Ministry of Corporate Affairs through a notification, amended Schedule III of the Companies Act, 2013. The Amendments revise Division I,II and III of Schedule III and are applicable from 1 April 2021. Key Amendments relating to Division II which relate to companies whose financial statements are required to comply with Companies (Indian Accounting Standards) Rules 2015 are

Balance sheet Items

• Lease Liabilities will be separately disclosed under the head financial liabilities' duly distinguished as current or noncurrent. • Certain additional disclosures in the statement of changes in equity such as changes in equity share capital due to prior period errors and restated balances at the beginning of the current reporting period. • Specified format as for disclosure of shareholding of the promoters

• Specified format for ageing schedule for trade receivables , trade payables, Capital work in progress, and intangible assets under development • If the Group has not used the funds for which it was borrowed from banks and financial institutions, then disclosure of details of where it has been used.

• Specific disclosures under 'additional regulatory requirement' such as compliance with approved schemes of arrangements, compliance with number of layers of companies, title deeds on immovable property not held in the name of Group, loans and advances to promoters, directors, Key managerial Personnel (KMP) and related parties, details of benami property held etc.

Statements of profit and loss

• Additional disclosures relating to Corporate Social responsibility (CSR), Undisclosed income and crypto or virtual currency specified under the head 'additional information' in the notes forming part of financial statements.

Note: The amendments are extensive and the Group will evaluate the same to give effect to them as required by law

138

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

4	Property, plant and equipment and other Intangible assets	Property, plant and equipment and other Intangible assets	Property, plant and equipment and other Intangible assets
		Land Buildings Plant and Machinery Furniture and fixtures Computers Vehicles Total Intangible assets
	Gross Carrying Amount
	Balance as at 1 April 2019	344.04 51.60 432.13 33.00 5.46 5.47 872.10 0.42
	Additions	- 8.76 0.13 - 0.02 - 8.91 0.15
	Reclassification to asset held for sale	- 3.83 82.57 31.98 4.89 - 123.67 -
	Disposals	- - - - - 0.25 0.25 -
	Balance as at 31 March 2020	344.04 56.53 349.69 1.02 0.59 5.22 757.09 0.57
	Balance as at 1 April 2020	344.04 56.53 349.69 1.02 0.59 5.22 757.09 0.57
	Additions	58.11 - 3.91 - 0.09 - 62.11 -
	Reclassification to asset held for sale	388.89 16.97 - - - - 405.86 -
	Disposals	- - - - - 1.22 1.22 -
	Balance as at 31 March 2021	13.26 39.56 353.60 1.02 0.68 4.00 412.12 0.57
	**Accumulated depreciation **
	Balance as at 1 April 2019	- 4.80 101.02 28.27 4.67 2.54 141.33 0.19
	Charge for the year	- 1.61 23.23 2.51 0.71 0.73 28.79 0.21
	Transfer to assets held for sale	- 0.40 45.60 29.83 4.95 - 80.81 -
	Disposals	- - - - - 0.25 0.25 -
	Balance as at 31 March 2020	- 6.01 78.65 0.95 0.43 3.02 89.06 0.40
	Balance as at 1 April 2020	- 6.01 78.65 0.95 0.43 3.02 89.06 0.40
	Charge for the year	- 1.80 19.62 0.07 0.11 0.57 22.17 0.10
	Transfer to assets held for sale	- 1.57 - - - - 1.57 -
	Disposals	- - - - - 1.10 1.10 -
	Balance as at 31 March 2021	- 6.24 98.27 1.02 0.54 2.49 108.56 0.50
	Net carrying amount:
	As at 31 March 2021	13.26 33.32 255.33 0.00 0.14 1.51 303.56 0.07
	As at 31 March 2020	344.04 50.52 271.04 0.07 0.16 2.20 668.03 0.17
	Notes:
	(i) Contractual obligations
	The Group has not entered into a period of one year.	ny contracts to purchase, construct or develop property plant and equipment or for its repairs, maintenance or enhancements exceeding a
	(ii) Significant estimates
	Property, plant and equipment represent a significant proportion of the asset base of the Group. The charge in respect of periodic depreciation is derived after determining an estimate of an asset’s expected useful life and the expected residual value at the end of its life, if any. The useful lives and residual values of Group's assets are determined by management at the time the asset is acquired and reviewed periodically, including at each financial year end. The lives are based on historical experience with similar assets as wellas anticipationof future events, which mayimpact their life, suchas changesintechnology.
5	Investment property		Building Land **Total **
	Gross Carrying Amount
	Balance as at 1 April 2019		936.13 384.26 1,320.39
	Additions		- - -
	Disposals		- - -
	Balance as at 31 March 2020		936.13 384.26 1,320.39
	Additions		- - -
	Disposals		- - -
	Balance as at 31 March 2021		936.13 384.26 1,320.39
	**Accumulated depreciation **
	Balance as at 1 April 2019		90.72 - 90.72
	Chargeforthe year		15.60 - 15.60
	Balance as at 31 March 2020		106.32 - 106.32
	Charge for theyear		15.60 - 15.60
	Balance as at 31 March 2021		121.92 - 121.92
	Net carrying amount:
	As at 31 March 2021		814.21 384.26 1,198.47
	As at 31 March 2020		829.81 384.26 1,214.07
	Notes:
	Investment property comprises of a commercial property that is leased to third parties. The lease contains an initial non-cancel are negotiated with the lessee and historically the average renewal period is five to nine years.		lable period. Subsequent renewals
	Investment property comprises of property of two buildings namely 'Delta' and 'Alpha' held by the Company in Cessna Busine been given as a collateral for the term loan from bank. Investment property comprises ofproperty of 13.88 acre of Landin BlueLagoon Real EstatePrivateLimited and 5.72acres of la		ss Park, Bangalore. These properties have ndinNeptuneReal EstatePrivateLimited.

139

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

5	Investment property i) Amounts recognised inprofit and loss for investmentproperties	Investment property i) Amounts recognised inprofit and loss for investmentproperties	Investment property i) Amounts recognised inprofit and loss for investmentproperties	Investment property i) Amounts recognised inprofit and loss for investmentproperties	Investment property i) Amounts recognised inprofit and loss for investmentproperties	Investment property i) Amounts recognised inprofit and loss for investmentproperties
	Particulars Year ended 31 March 2021 Year ended 31 March 2020
	Rental income derived from investment properties					149.45 145.54
	Direct operating expenses (including repairs and maintenance) generating rental income					10.61 12.69
	Profit arising from investment properties before depreciation and indirect expenses					138.84 132.85
	Less:Depreciation					15.60 15.60
	Profit arising from investmentproperties before indirect expenses 123.24 117.25
	ii) Contractual obligation
	The Company has not entered into any contracts to purchase, construct or develop investment property or for its repairs, maintenance or enhancements exceeding a period of one year.
	iii) Fair value Fair value hierarchy
	The fair value of investment property has been determined by external, independent property valuers, having appropriate recognised professional qualifications and recent experience in the location and category of the property being valued.
	The fair value of investment properties is based on discounted cash flows and classified as level 3 fair value in the fair value hierarchy due to the use of unobservable inputs. There has been no change in valuation techniques used since prior years.
	Valuation techniques for Building
	Investment property comprises commercial properties that are leased to third parties. Each of the leases contains an initial non-cancellable period. Subsequent renewals are negotiated with the lessee. No contingent rents are charged. The Group obtains independent valuations for its investment properties at least annually.
	Fair value:		₹ in million
	As at 31 March 2020 2,484.58
	As at 31 March 2021 2,272.52 Valuation technique for Land The Company has adopted the Comparable Approach. The direct comparison or comparable sale instances approach involves a comparison of the subject property to similar properties that have actually been sold in the vicinity or are offered for sale. This approach demonstrates what buyers have historically been willing to pay (and sellers willing to accept) for similar properties in an open and competitive market and are particularly useful in estimating the value of the land and properties that are typically traded on a unit basis. A comparative matrix will be developed for similar instances with respect to comparable parameters. The instance most comparable in maximum number of parameters will be chosen for further processing. Subsequently, premium and/or discounting factors will be applied to opine on the Market Value (OMV). This approach is a fair estimate of the prevailing prices. Fair value: ₹ in million
	As at 31 March 2020		2,644.70
	As at 31 March 2021		2,666.02
	The fair values of the investment property is determined based on the current market prices in an active market for properties of different nature adjusted to reflect those changes.
	Significant estimates
	The charge in respect of periodic depreciation on investment property is derived after determining an estimate of an asset’s expected useful life and the expected residual value at the end of its life, if any. The useful lives and residual values of Group’s assets are determined by management at the time the asset is acquired and reviewed periodically, including at each financial year end. The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technology.
	Para 97 of Ind AS 113 ‘Fair value measurements’ states that for each class of assets and liabilities not measured at fair value in the balance sheet but for which the fair value is disclosed, an entity shall disclose the information required by paragraph 93(b), (d) and (i). However, the said paragraph states that an entity is not required to provide the quantitative disclosures about significant unobservable inputs used in fair value measurements categorised within Level 3 of the fair value hierarchy required by paragraph 93(d). Therefore, no disclosure in relation to sensitivity analysis of significant unobservable inputs used in fair value measurements of Investment property.
6	**Investment property under construction **
	Particulars			As at 31 March 2021 As at 31 March 2020
	Opening balance Additions Disposals				- -
					77.01 -
					- -
	Closing balance			77.01 -
	Note The Companyis constructing Commercial Tower(Zenith) ontheland parcelofthe erstwhileLeM
				eridien hotel fortenancy to Companies.

140

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

7	Goodwill
	Particulars As at 31 March 2021 As at 31 March 2020
	Carrying amount at the beginning/end ofthe year 71.94 71.94
	Total 71.94 71.94
	For the purpose of impairment testing, goodwill is allocated to the Group’s operating divisions which represent the lowest level within the Group at which goodwill is monitored for internal management purposes, which is not higher than the Group’s operating segments. The aggregate carrying amounts of goodwill allocated to each unit are as follows :-
	Particulars As at 31 March 2021 As at 31 March 2020
	Hoteloperations 71.94 71.94
	Total 71.94 71.94
	The recoverable amount of a CGU is the higher of its fair value less cost to sell and its value-in-use. The fair value of a CGU 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 or the market capitalization as at the date of reporting. Value in use is generally calculated as the net present value of the projected post-tax cash flows, based on financial budgets approved by management plus a terminalvalue ofthe cashgenerating unit to whichthe goodwill is allocated.
	Hotel operations
	The recoverable amount of this CGU is based on fair value less cost to sell, estimated using an independent valuer report of the identified hotel operations under direct comparison method (land component) and depreciation replacement cost (land improvements) as of 31 March 2021. The estimated recoverable amount of the CGU exceeded its carrying amount, hence impairment is not triggered.
8	Investments
	Particulars As at 31 March 2021 As at 31 March 2020
	Quoted equity shares
	- Equity investments at fair value through other comprehensive income (fully paid-up)
	10,000 equity shares of Global Offshore Services Limited (31 March 2020: 10,000 shares) 0.06 0.03
	22,699 equity shares of Puravankara Limited (31 March 2020: 22,699 shares) 1.59 0.82
	4,000 equity shares of Cipla Limited (31 March 2020: 4,000 shares) 3.26 1.80
	Unquoted
	Investment in mutual funds
	Other investments at fair value through profit and loss (fully paid-up)
	Pru.ICICI India Advantage Fund-III - 3.30
	Reliance Capital Asset Management - 20.53
	Total 4.91 26.48
	Aggregate book value of quoted investments and market value thereof 4.91 2.65
	Aggregate book value of unquoted investments - 23.83
	Aggregate amount of impairment in the value of investments - -
	Information about the Group's exposure to credit and market risks, and fair value measurement, is included in Note 40.
	Equity shares designated as at fair value through other comprehensive income (FVOCI)
	At 1 April 2015, the Company designated the investments shown below as equity shares at FVOCI because these equity shares represent investments that the Company intends to hold for long-term.
	Fair value -
	Particulars Dividend income for 19-20 Fair Value as at 31 March 2020 Dividend income for 20-21 Fair Value as at 31 March 2021
	Investment in equity shares of Global Offshore Services Limited - 0.03 - 0.06
	Investment in equity shares of Puravankara Limited - 0.82 - 1.59
	Investment in equity shares of Cipla Limited - 1.80 - 3.26
	- 2.65 - 4.91
9	Loans
	Particulars As at 31 March 2021 As at 31 March 2020
	Unsecured, considered good
	Security deposits 11.59 11.73
	11.59 11.73
10	Other financial assets
	Particulars As at 31 March 2021 As at 31 March 2020
	Bank deposits 19.40 19.40
	19.40 19.40
	Fixed deposit with bank includes an amount of ₹19.40 million (31 March 2020 : ₹19.40 million) which is held as debt service reserve account (DSRA) for loan taken from HDFC Bank (refer note 23).

141

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

11	Income-tax assets, net
	Particulars As at 31 March 2021 As at 31 March 2020
	Advance tax,net ofprovision fortax 30.22 40.31
	30.22 40.31
12	Other non-current assets
	Particulars As at 31 March 2021 As at 31 March 2020
	Capital advances
	- Advance paid for purchase of investment property (refer note below) 53.23 53.23
	Balance withgovernment authorities 10.79 -
	64.02 53.23
	Note:
	Capital advance as at 31 March 2020 pertains to amount paid to Legacy Global to acquire a property in Allalsandra village, Yelahanka Hobli, Bangalore North. The property is under construction and possession is expected to be received by 31 July 2021.
13	Inventories
	Particulars As at 31 March 2021 As at 31 March 2020
	Rawmaterials 4.03 3.20
	4.03 3.20
14	Current investments
	Particulars As at 31 March 2021 As at 31 March 2020
	Unquoted
	Investments in mutual funds
	Investment measured at fair value through Profit and Loss (fully paid-up)
	14,161 units of Ultra Short Bond Fund Direct Plan of Franklin India (31 March 2020: 28,057 units) 0.42 0.78
	Nippon India Mutual Fund (ETF Liquid BGSE) 0.09 0.08
	Pru.ICICI India Advantage Fund-III 1.78 -
	Reliance Capital AssetManagement 20.50 -
	22.79 0.86
	Aggregate amount of quoted investments and market value thereof - -
	Aggregate amount of unquoted investments 22.79 0.86
	Aggregate amount of impairment in the value of investments - -
	Information about the Group's exposure to credit and market risks, and fair value measurement, is included in note40.
15	Trade receivables
	Particulars As at 31 March 2021 As at 31 March 2020
	Unsecured, considered good
	- Dues from related parties (refer note 38) 4.33 8.06
	- Duesfromothers 3.91 3.02
	8.24 11.08
	The Group's exposure to credit and currency risks, and loss allowances related to trade receivables are disclosed in note 40.
16	Cash and cash equivalents
	Particulars As at 31 March 2021 As at 31 March 2020
	Balances with banks
	- in current accounts* 10.31 14.51
	Cashon hand 0.20 0.27
	10.51 14.78

142

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

17	Bankbalances other than cash and cash equivalents	Bankbalances other than cash and cash equivalents
	Particulars As at 31 March 2021 As at 31 March 2020
	Current
	Unpaid dividend account 26.32 29.93
	Deposits withoriginal maturitymore than3months butless than 12 months - 1.00
	26.32 30.93
	Current
	Margin money deposit 19.40 19.40
	Less-amount disclosed under noncurrentfinancialassets (refer note10) (19.40) (19.40)
	- -
	26.32 30.93
	Notes:
	Unpaid dividend account represents bank balances which are restricted for use and it relates to unclaimed dividend.
18	Loans
	Particulars As at 31 March 2021 As at 31 March 2020
	Unsecured, considered good
	- Inter-corporate loans 0.72 0.65
	Unsecured, credit impaired
	- Inter-corporate loans 18.83 24.00
	Less:Expected creditlossfor loans (18.83) (24.00)
	0.72 0.65
	The Group's exposure to credit and currency risks, and loss allowances related to loans are disclosed in note 40.
19	Other financial assets
	Particulars As at 31 March 2021 As at 31 March 2020
	Other receivables 0.34 0.80
	0.34 0.80
20	Other current assets
	Particulars As at 31 March 2021 As at 31 March 2020
	Prepaid expenses 4.62 5.07
	Otheradvances 4.81 3.18
	9.43 8.26
21	**Share capital **
	Particulars As at 31 March 2021 As at 31 March 2020
	Authorised
	20,000,000 (31 March 2020:20,000,000) equity shares of ₹10 each	200.00 200.00
		200.00 200.00
	Issued, subscribed and fully paid up
	13,101,052(31 March 2020:13,101,052) equity shares of ₹10 each	131.01 131.01
		131.01 131.01
(a)	Reconciliation of the number of equity shares outstanding at the beginning and at the end of the reporting year is asgiven below:
	As at 31 March 2021 As at 31 March 2020
	No of shares Amount No of shares Amount
	At the beginning of the year 1,31,01,052 131.01 1,31,01,052 131.01
	Add: Shares issued during the year - - - -
	Less: Forfeiture of shares duringtheyear - - - -
	Outstanding at the end of theyear 1,31,01,052 131.01 1,31,01,052 131.01

143

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

(b)		The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital:
		The Company has one class of equity shares having a par value of Rs 10 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the Shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts if any, in proportion to their shareholding.
(c)		Equity shareholders holding more than 5% of equity shares along with the number of equity preference shares held at the beginning and at the end of the year is as given below:-
		Name of the shareholder As at 31 March 2021 As at 31 March 2020
		% of holdings Amount No of shares Amount
		Embassy Property Developments Private Limited (Holding company) 73.41% 96,16,952 73.41% 96,16,952
		Rajasthan Gum Private Limited 5.47% 7,16,890 4.96% 6,50,000
(d)		The Company has not allotted any fully paid up equity shares by way of bonus shares nor has bought back any class of equity shares during the period of five years immediately preceding the balance sheet date nor has issued shares for consideration other than cash.
(e)		Particulars of each class of shares held by holding, ultimate holding, subsidiaries or associates of the holding company or the ultimate holding company:
		Particulars As at 31 March 2021 As at 31 March 2020
		EmbassyPropertyDevelopments Private Limited,Holdingcompany 96,16,952 96,16,952
22		Other equity
		Particulars As at 31 March 2021 As at 31 March 2020
		General reserve
		Balance at the beginning of the year 2,244.80 2,244.80
		Add: transferredfromstatement ofprofit andlossforthe year - -
		Balance at the end of the year 2,244.80 2,244.80
		Retained earnings
		Balance at the beginning of the year 425.48 755.49
		Add: Profit/(Loss) for the year 5.28 (172.07)
		Dividend distribution - (131.01)
		Corporate dividend tax - (26.93)
		Balance at the end of the year 430.77 425.48
		Capital Reserve - Common Control Business Combinations
		Balance at the beginning of the year (2,034.10) (2,034.10)
		Changes during the year - -
		Balance at the end of the year (2,034.10) (2,034.10)
		Fair value of equity instruments
		Balance at the beginning of the year (2.95) (2.06)
		Add: Netfairvalue gain/(loss) on investmentsinequityinstruments atFVOCI,net oftax 2.00 (0.89)
		Balance at the end of the year (0.95) (2.95)
		Fair value of equity instruments
		Balance at the beginning of the year 4.23 2.83
		Add:Actuarialgain/(loss) (1.02) 1.40
		Balance at the end of the year 3.21 4.23
		643.73 637.46
22.1		Capital management
		For the purpose of the Company’s capital management, capital includes issued equity share capital, and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company’s capital management is to maximise the shareholder value. [ The Company's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors the return on capital, as well as the level of dividends to equity shareholders. The Board of Directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowing and the advantages and security afforded by a sound capital position. [ The Company monitors capital using a ratio of 'adjusted net debt' to 'equity'. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings less cash and cash equivalents and bank balances other than cash and cash equivalents. Equity comprises all components of equity. The Company's adjusted net debt to equity ratio is as follows
		Particulars As at 31 March 2021 As at 31 March 2020
		Total liabilities 1,536.72 1,479.10
		Less: Cash and cash equivalents 10.51 14.78
		Less:Bankbalance otherthancashand cashequivalents 26.32 30.93
		Adjusted net debt 1,499.89 1,433.39
		Totalequity 774.73 768.47
		Adjusted net debt to adjusted equity ratio 1.94 1.87

144

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

22.2	Earnings per share (EPS)
	Computation of earnings per share is as follows:	-
	Particulars As at 31 March 2021	As at 31 March 2020
	Profit after tax for the year, attributable to equity holders (continuing operations) 14.44	(34.11)
	Loss after tax for the year, attributable to equity holders (discontinued operations) (9.16)	(137.96)
	Profit aftertax forthe year, attributable to equityholders (discontinued and continuing operations) 5.28	(172.07)
	Reconciliation of basic and diluted shares used incomputing earnings per share
	Particulars As at 31 March 2021	As at 31 March 2020
	Weighted average number of equity shares outstanding during the year for calculation of basic EPS 1,31,01,052	1,31,01,052
	Effect ofdilutive potentialequity shares -	-
	Weighted averagenumberofequity shares outstanding during the year forcalculationofdilutedEPS 1,31,01,052	1,31,01,052
	Earnings per share:	-
	Particulars As at 31 March 2021	As at 31 March 2020
	Continuing operations
	(a) Basic (Rs) 1.10	(2.60)
	(b) Diluted (Rs) 1.10	(2.60)
	Discontinued Operations
	(a) Basic (Rs) (0.70)	(10.53)
	(b) Diluted (Rs) (0.70)	(10.53)
	Continuing & Discontinued operations
	(a) Basic (Rs) 0.40	(13.13)
	(b)Diluted (Rs) 0.40	(13.13)
23	**Borrowings **
	Particulars As at 31 March 2021	As at 31 March 2020
	Secured
	From bank (refer note A(i) below) 1,197.85	1,200.83
	Fromothers (refer noteA(ii) below) 0.87	1.27
	1,198.72	1,202.10
	Less: amount disclosed underOthercurrentfinancial liabilities (refer note27) (30.66)	(22.89)
	1,168.06	1,179.21
	Information about the Group's exposure to interest rate, foreign currency and liquidity risks is included in note 40.
	Notes:
	A. Terms and repayment schedule
	(i) From HDFC Bank Limited
	Secured by:
	- Assignment of receivables by way of rent from LG Soft India Private Limited and Inmobi Technology Services Private Limited.
	- 121,176 sq.ft. and 202 car parks of the Delta building, 84,512 sq.ft. and 169 car parks of the Alpha building, including undivided share of land, ar term loan from bank.	e secured against the
	- Loan from HDFC Bank Limited carries interest rate of MCLR Plus 30 bps, and is repayable in 180 monthly installments. The repayment of principal and interest commenced from February 2018.
	- There is no undrawn facility in respect of this loan.
	(ii) From Toyota Financial Services Private Limited
	- Secured by way of hypothecation of the vehicle Toyota Altis as first charge to the lender with a carrying value of ₹ 1.52 million (31 March 2020: ₹ 1.83 million).
	- The loan carries an interest rate of 8.25% p.a fixed and loan is repayable in 60 equal installments. The repayment commenced from February 2018
	- There is no undrawn facility in respect of this loan.
	B. Reconciliation of movements of liabilities to cash flows arising from financing activities
	Liability Equity
	Loans Share Capital General reserves Retained earnings Fair value of equity instruments Remeasurements of defined benefit liability/(assets) Total
	Balance as at 31 March 2020 1,207.73 131.01 2,244.80 425.48 (2.95) 4.23 4,010.30
	Proceeds from borrowings - - - - - -
	Transaction costs related to borrowings - - - - - -
	Repayment of borrowings (21.72) - - - - - (21.72)
	Total changes from financing activities (21.72) - - - - - (21.72)
	Other changes:-
	Liability-related
	Interest expense 101.38 - - - - - 101.38
	Interest paid (84.28) - - - - - (84.28)
	Total liability related other changes 17.10 - - - - - 17.10
	Total equity related other changes - - - 5.28 2.00 (1.02) 6.26
	Balance as at 31 March 2021 1,203.11 131.01 2,244.80 430.77 (0.95) 3.21 4,011.95

145

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

24	Other financial liabilities	Other financial liabilities	Other financial liabilities	Other financial liabilities
	Particulars As at 31 March 2021 As at 31 March 2020
	SecurityDeposit 0.17 0.17
	0.17 0.17
25	Provisions
	Particulars As at 31 March 2021 As at 31 March 2020
	Non- Current
	Provision for employee benefits
	- Leave encashment - 1.86
	-Gratuity (refer note41) - 0.22
	- 2.08
26	Tradepayables
	Particulars As at 31 March 2021 As at 31 March 2020
	Dues to micro and small enterprises - -
	Dues to other than micro and small enterprises (refer note 38 14.26 19.04
	14.26 19.04
	The Group's exposure to currency and liquidity risks related to trade payables are disclosed in note40. Dues to Micro, small and medium enterprises The Management has identified enterprises which have provided goods and services to the Group and which qualify under the definition of micro and small enterprises as defined under Micro, small and Medium Enterprises Development Act, 2006. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2020 has been made in the financial statements based on information received and available with the Group. The Group has not received any claim for interest from any supplier under the said Act. Further in view of the Management, the impact of interest if any that may be payable in accordance with the provisions of the Act is not expected to be material.
27	Other current financial liabilities
	Particulars As at 31 March 2021 As at 31 March 2020
	Current maturity of long term borrowings (refer note 23)			30.66 22.89
	Interest accrued but not due			5.67 4.49
	Security deposits			86.68 85.30
	Capital creditors			39.95 15.25 4.29 3.72 26.32 29.93 23.34 0.97 0.04 0.02
	Accrued salaries and bonus
	Unpaid/unclaimed dividends
	Accrued expenses
	Others
				216.95 162.57
28	Provisions
	Particulars As at 31 March 2021 As at 31 March 2020
	Current
	Provision for employee benefits
	- Leave encashment			1.33 0.09
- Gratuity	- Gratuity (refer note 41) 1.26 2.24
				2.59 2.33
29	Other current liabilities
	Particulars As at 31 March 2021 As at 31 March 2020
u	tory dues			6.29 3.36
	Capital Advance			85.88 -
	Advancefromcustomers			0.30 0.37
				92.47 3.73

146

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

30	Revenue from operations
	Particulars	Year ended 31 March 2021 Year ended 31 March 2020
	Sale of services
	Income from rooms	6.69 18.08
	Income from sale of food, beverages and banquets	40.55 39.13
	Incomefromsale ofelectricity	81.12 100.18
		128.36 157.39
	Other operating revenue
	Rental income	149.79 145.54
	Other	- 1.86
		149.79 147.40
		278.15 304.79
	Disaggregation of revenue
	The disaggregated revenues from contracts with customers by customer type and contract type best depicts revenues and cash flows are affected byindustry,market and othereconomicfactors.	how the nature, amount, timing and uncertainty of our
	Time of revenue **recognition **	Year ended 31 March 2021 Year ended 31 March 2020
	Sale of electricity At point in time Rental Income Over the period Income from rooms At point in time Income from sale of food, beverages and banquets At point in time Others Over the period	81.12 100.18
		149.79 145.54
		6.69 18.08
		40.55 39.13
		- 1.86
		278.15 304.79
	Net revenues based on customer are as follows:
	Other parties	197.03 202.75
	Related parties	68.75 87.93
	Government company	12.37 12.25
		278.15 302.93
	Contract balances
	Contract asset relates to conditional right to consideration for completed performance under the contract. considerationbecomes unconditional.	Accounts receivable are recorded when the right to
	Particulars	As at 31 March 2021 As at 31 March 2020
	Trade receivables	8.24 11.08
	Performance obligation The performance obligation is satisfied upon providing of services as and when rendered and accordingly th March 2021
		ere is no outstanding performance obligation as on 31
**31 **	Other income
	Particulars	Year ended 31 March 2021 Year ended 31 March 2020
	Interest income	3.23 30.06
	Profit on sale of property, plant and equipment and assets held for sale	30.40 0.17
	Profit on sale of investments	0.60 4.17
	Other non-operatingincome	6.73 -
		40.96 34.40
**32 **	Cost of materials consumed
	Particulars	Year ended 31 March 2021 Year ended 31 March 2020
	Opening stock of provisions, food and beverages consumed	3.19 2.17
	Add: Purchase of provisions, food and beverages	30.27 21.80
	Less: Closing stockofprovisions,food and beverages consumed	4.03 3.19
	Cost ofprovisions, food and beverages consumed	29.43 20.78

147

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

33	Employee benefits expense
	Particulars	Year ended 31 March 2021	Year ended 31 March 2020
	Salaries and wages	26.46	28.05
	Contribution to provident and other funds	1.20	2.30
	Staffwelfare expenses	0.59	0.32
		28.25	30.67
**34 **	Finance costs
	Particulars	Year ended 31 March 2021	Year ended 31 March 2020
	Interest expense on financial liabilities measured at amortized cost	103.94	172.28
	Otherbankcharges	0.08	0.12
		104.02	172.40
**35 **	Depreciation and amortization expense
	Particulars	Year ended 31 March 2021	Year ended 31 March 2020
	Depreciation of property, plant and equipment	22.06	22.12
	Depreciation on investment properties	15.60	15.60
	Amortizationof intangible assets (note4)	0.10	0.21
		37.76	37.93
36	Other expenses
	Particulars	Year ended 31 March 2021	Year ended 31 March 2020
	Legal, professional and consultancy charges	13.18	43.86
	Fair value changes in financial assets measured at fair value through statement of profit and loss	0.05	14.66
	Rates and taxes	44.23	36.46
	Power and fuel	6.76	8.12
	Repairs and maintenance of :-
	i) Building (refer note 38)	5.70	8.05
	ii) Plant & machinery	15.61	11.60
	iii) Others	0.84	2.03
	Corporate social responsibility (refer note (ii) below)	4.85	8.47
	Outsource Manpower	6.38	-
	Rent	1.15	-
	Insurance	1.02	0.10
	Payment to auditors (refer note (i) below)	4.57	4.82
	Director’s sitting fees	0.90	1.29
	Provision for doubtful advances (refer note (iii) below)	(5.17) (13.00)
	Miscellaneous	2.40 2.87
		102.49 129.32
	Note:
	(i) Auditor’s remuneration	-
	Particulars	Year ended 31 March 2021 Year ended 31 March 2020
	As auditor
	- for statutory audit	4.29 4.75 0.28 0.07
	Reimbursement ofexpenses
		4.57 4.82

==> picture [490 x 74] intentionally omitted <==

148

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

(ii) Corporate Social Responsibility

	(ii) Corporate Social Responsibility	(ii) Corporate Social Responsibility
	As per Section 135 of the Companies Act, 2013, a Group, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. A CSR committee has been formed by the Company as per the Act. The funds are allocated to the activities whichare specifiedinSchedule VIIofthe CompaniesAct,2013.
	Particulars Year ended 31 March 2021	Year ended 31 March 2020
	(a) Amount required to be spent by the Company during the year 4.77	8.41
	(b) Amount spent during the year for:
	(i) Construction/ acquisition of any asset -	-
	(ii) Onpurposes otherthan(i) above 4.85	8.47
	(iii)Provisioncreatedinanearlieryears against certainadvances considered doubtfulof recovery,hasnow been reversed based on recovery	ofthe advance.
37	Income tax
(a)	Major components of income tax expense for the years ended 31 March 2021and 31 March 2020:
	Particulars Year ended 31 March 2021	Year ended 31 March 2020
	Current income tax:
	Current income tax charge (2.72)	(0.30)
	Taxes pertaining to earlier years (net) -	2.15
	Deferred tax:
	Relating to originationandreversaloftemporary differences -	15.95
	Tax expense of continuing operations (2.72)	17.80
	Tax expense of continuing operations does not include the following:
	Current income tax charge from discontinued operations -	-
	Originationandreversaloftemporary differencesfromdiscontinued operations -	40.70
	Tax expense of discontinued operations -	40.70
	Income tax expense reported inthe statement of profit or loss (2.72)	58.50
(b)	Deferred tax related to items recognised inOther Comprehensive income (OCI) during the year:
	Particulars Year ended 31 March 2021	Year ended 31 March 2020
	Equity instruments through Other Comprehensive Income - net changes in fair value -	(0.36)
	Remeasurement ofdefined benefitliability/ (assets) -	0.58
	Income tax charged to OCI -	0.21
(c)	Reconciliation of taxexpense and the accounting profit multiplied by India’s domestic tax rate:
	Particulars Year ended 31 March 2021	Year ended 31 March 2020
	Profit/(loss) before tax fromoperations 17.16	(51.92)
	17.16	(51.92)
	Tax at the Indian tax rate of 27.82% (31 March 2020: 29.12%) 4.77	(15.12)
	Effect of:
	Deferred tax asset on carryforward loss 5.25	(30.18)
	Non-deductible expenses 3.41	(0.48)
	Standard deduction for incomefrom house property (10.71)	(12.71)
	Income tax expense 2.72	(58.50)
(d)	Deferred tax
	Deferred tax assets have been recognised only to the extent of existing deferred tax liabilities, because it is not probable that future taxable profit will be available against which the Company can use the benefits therefrom.
(e)	Recognised deferred tax assets and liabilities
	Movement in temporarydifferences
	Particulars Balance as at 31 March 2020 Recognised in profit or loss during 2020-21 Recognised in OCI during 2020-21 Balance as at 31 March 2021
	Property, plant and equipment and investment property 47.21 (1.87) - 47.46 Investments in equity shares (4.48) 0.97 0.56 (3.09) Employee benefits (0.88) 0.76 (0.28) (0.42) Provision for doubtful advances (7.08) 1.84 - (5.48) Fair value of investments in mutual funds (4.60) 0.23 - (4.57) Income tax loss carryforward (30.18) (1.94) (0.27) (33.90)
	- - - -
	Notes: i)The Company has unrecognized deferred tax assets of ₹ 16.66 million on carry forward losses. The unabsorbed losses can be carried forward till FY 2028 ii)The Companyhas unrecognized deferredtaxassets of ₹3.45milliononunabsorbed depreciation.The unabsorbed depreciationcanbe carriedforwardindefinitely

149

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

==> picture [205 x 254] intentionally omitted <==

38 Related party disclosures Related parties with whom transactions have taken place during the year

A. Holding company

Embassy Property Developments Private Limited

B. Fellow subsidiaries

Vikas Telecom Private Limited

Technique Control Facility Management Private Limited Paledium Security Services LLP

We Work India Management Pvt Ltd.

C. Key management personnel Director

P. B. Appiah

Suresh Vaswani Tanya Giridhar Aditya Virwani P. R. Ramakrishnan

Sartaj Sewa Singh(with effect from 26 June 2020)

Other officers

Mr. M.S Reddy (Company Secretary untill 30 June 2020) Suresh Kumar Badanley (Manager untill 30 Januray 2021) Chandana Naidu (Company Secretary with effect from 1 July 2020) Pranesha K Rao (Chief Financial Officer)

D. Enterprises significantly influenced by the Company/ key managerial personnel

C. Pardhanani's Education Trust

E. Post employment benefit entities

Mac Charles (India) Limited Employees Gratuity Fund Trust

F. A firm in which the relatives of director is a manager or partner

Lounge Hospitality LLP G. The following is a summary of related party transactions

G. The following is a summary of related party transactions
Particulars	Year ended 31 March 2021	Year ended 31 March 2020
Inter corporate loan repaid to Company
Embassy Property Development Private Limited	-	450.00
Inter corporate loan repaid by Company
Embassy Property Development Private Limited	-	503.67
Inter corporate loan given
Embassy Property Development Private Limited	-	100.00
Investment in Equity Shares Blue Lagoon Real Estate Private Limited
Embassy Property Development Private Limited	-	1,531.20
Investment in Equity Shares Neptune Real Estate Private Limited
Embassy Property Development Private Limited	-	503.90
Capital advance repaid to company
L.J Victoria Properties Private Limited	-	2,258.64
Dividend paid
Embassy Property Developments Private Limited	-	96.17
Income from sale of electricity
Vikas Telecom Private Limited	68.75	87.93
H. The following is a summary of related party transactions (continued)
Particulars	Year ended 31 March 2021	Year ended 31 March 2020
Donation paid
C. Pardhanani's Education Trust	0.07	3.00
Interest received
Sale of Furniture & Fixture
Lounge Hospitality LLP	-	0.64
Contribution to gratuity fund
Mac Charles Gratuity Fund trust	-	2.00
Outsource Manpower
Technique Control Facility Management Pvt Ltd	5.04	5.15
Paledium Security Services LLP	0.52	-

150

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

	Particulars	Year ended 31 March 2021 Year ended 31 March 2020
	Interest Expenses:	- 61.87 3.45 - 1.35 - 1.15 - 0.18 - 4.48 4.38 0.03 -
	Embassy Property Developments Private Limited
	Investment property under development
	Paledium Security Services LLP
	Repairs & Maintainence- plant and machinery
	Embassy Property Developments Private Limited
	Rent expense
	We Work India Management Pvt Ltd.
	Deposit Paid
	We Work India Management Pvt Ltd.
	Repairs and Maintainence- Building
	Embassy Property Developments Private Limited
	Expenses incurred on behalf of:
	Embassy Property Developments Private Limited
	I. The following is a summary of balances receivable from related parties:
	Particulars	As at 31 March 2021 As at 31 March 2020
	Trade Payable	1.13 1.89 0.33 - 1.49 - 0.04 0.02 - 0.05 4.33 8.06 - 0.75 0.18 -
	Technique Control Facility Management Pvt Ltd
	Paledium Security Services LLP
	Embassy Property Developments Private Limited
	Reimbursement of Expenses Payable
	Embassy Property Developments Private Limited
	Trade receivables
	Embassy Property Developments Private Limited
	Vikas Telecom Private Limited
	Lounge Hospitality LLP
	Deposit Balance
	We Work India Management Pvt Ltd.
	J. Compensation of key management personnel of the Company:	yearwas asfollows:
	(i)Theremunerationofdirectors and other members of keymanagement personnelduring the
	Particulars	As at 31 March 2021 As at 31 March 2020
	Short-termemployee benefits	20.73 18.43
		20.73 18.43
	The remuneration of directors and key executives is determined by the remuneration committ Post employment benefit comprising gratuity and compensated absences are not disclosed as	ee having regard to the performance of individuals and market trends. these are determined for the Group as a whole.
39	Contingent liabilities and commitments (to the extent not provided for):
	Particulars	As at 31 March 2021 As at 31 March 2020
	Estimated amount ofcontractsremaining to be executed oncapitalaccount andnot provided	for 66.77 -
	The Group has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as 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 position. There are no contingent liabilities as at 31 March 2021 (31 March 2020: ₹ Nil). Further, there are no other commitments as on 31 March 2021 and 31 March 2020.

151

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

40	Financial instruments - fair value measurement and risk management
A	Accounting classification and fair value
	Particulars Carrying value as at 31 March 2021	Fair value Total
		Level 1 Level 2 Level 3
	Financial assets measured at amortised cost:
	Non current financial assets
	- Loans 11.59	- - - -
	- Other Non-Current financial asset 19.40
	Current financial assets
	- Trade receivables 8.24	- - - -
	- Cash and cash equivalents 10.51	- - - -
	- Bank balances other than cash and cash equivalents 26.32	- - - -
	- Loans 0.72	- - - -
	- Other current financial assets 0.34	- - - -
	Financial assets measured at fair value through other comprehensive income:
	Investments
	Non-current 4.91	- - - -
	Current -	- - - -
	Financial assets measured at fair value through profit and loss:
	Investments
	Non current -	- - - -
	Current 22.79	22.79 - - 22.79
	Total 104.83	22.79 - - 22.79
	Financial liabilities measured at amortised cost:
	Non current financial liabilities
	- Long term borrowing 1,168.06	- - - -
	- Other financial liabilities 0.17	- - - -
	Current financial liabilities
	- Trade payables 14.26	- - - -
	- Other financial liabilities 216.95	- - - -
	Total 1,399.44	- - - -
	The Group has not disclosed the fair values for financial instruments such as trade receivables, cash and assets other than other current financial assets, loans, borrowings, other non current financial liabilities, theircarrying amounts are areasonable approximationof fairvalue.	cash equivalents, bank balances, other non-current financial trade payables and other current financial liabilities because
	Particulars Carrying value	Fairvalue Total Level 1 Level 2 Level 3
	as at
	31 March 2020
	Financial assets measured at amortised cost:
	Non current financial assets
	- Loans 11.73	- - - -
	- Other Non-Current financial asset 19.40
	Current financial assets
	- Trade receivables 11.08	- - - -
	- Cash and cash equivalents 14.78	- - - -
	- Loans 0.65	- - - -
	- Bank balances other than cash and cash equivalents 30.93	- - - -
	- Other current financial assets 0.80	- - - -
	Financial assets measured at fair value through other comprehensive income:
	Investments
	Non-current 2.65	2.65 - - 2.65
	Current -	- - - -
	Financial assets measured at fair value through profit and loss:
	Investments
	Non current 23.83	23.83 - - 23.83
	Current 0.86	0.86 - - 0.86
	Total 116.71	27.34 - - 27.34

152

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

Financial liabilities measured at amortised cost:

	Financial liabilities measured at amortised cost:
	Non current financial liabilities
	- Borrowings 1,179.21 - - - -
	- Other financial liabilities 0.17 - - - -
	Current financial liabilities
	- Trade payables 19.04 - - - -
	- Other financial liabilities 162.58 - - - -
	Total 1,361.00 - - - -
	The Company has not disclosed the fair values for financial instruments such as trade receivables, cash and cash equivalents, bank balances, other non-current financial assets other than other current financial assets, loans, borrowings, other non current financial liabilities, trade payables and other current financial liabilities because their carrying amounts are a reasonable approximation of fair value.
B	Measurement of fair values
	The section explains the judgement and estimates made in determining the fair values of the financial instruments that are: a) recognised and measured at fair value b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Group has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level is mentioned below: Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments, traded bonds and mutual funds that have quoted price. The fair value of all equity instruments (including bonds) which are traded in the stock exchanges is valued using the closing price as at the reporting period. The mutual funds are valued using the closing net asset value. Level 2: The fair value of financial instruments that are not traded in an active market (for example, traded bonds, over-the counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The Group has elected to measure all financial instruments, except investments, at ammortised cost. Investments fall under the 'Level 1' hierarchy and are measured using quoted prices on the respective reporting dates. The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
C	Financial risk management
	The Group has exposure to the following risks arising from financial instruments:
	- credit risk (refer note ii below)
	- liquidity risk (refer note iii below)
	- market risk (refer note iv below)
	(i) Risk management framework
	The Group’s Board of Directors has overall responsibility for the establishment and oversight of the Group’s risk management framework. The Group’s risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group’s activities The Group’s Audit Committee oversees how management monitors compliance with the Group’s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Group.
	(ii) Credit risk
	Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks and financial institutions, inter- corporate deposits and other financial instruments. The carrying amount of financial assets represents the maximum credit exposure.
	Trade receivable and loans
	The Group’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the creditriskof its customerbase,including the defaultriskassociated withtheindustry.

153

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

The Group has credit policies in place and exposure to the credit risk is monitored on an ongoing basis. A majority of Group’s income is from the corporate customers by way of advance receipts and revenue from related parties. Credit evaluations are performed on all customers requiring credit over a certain amount and there is no concentration of credit risk. Due from related parties are considered recoverable by the management. Risk assessment is done for each corporate to whom the inter - corporate deposits are provided. Cash is placed with reputable banks and the risk of default is considered remote. Under the current economic conditions, management has assessed the recoverability of its trade receivables as at the reporting date and consider them to be recoverable.

Due to this factor, management believes that no additional credit risk is inherent in the Group’s receivables . At the balance sheet date, there were no significant concentrations of credit risk.

	The Group has credit policies in place and exposure to the credit risk is monitored on an ongoing basis. A majority of Group’s income is from the corporate customers by way of advance receipts and revenue from related parties. Credit evaluations are performed on all customers requiring credit over a certain amount and there is no concentration of credit risk. Due from related parties are considered recoverable by the management. Risk assessment is done for each corporate to whom the inter - corporate deposits are provided. Cash is placed with reputable banks and the risk of default is considered remote. Under the current economic conditions, management has assessed the recoverability of its trade receivables as at the reporting date and consider them to be recoverable. Due to this factor, management believes that no additional credit risk is inherent in the Group’s receivables . At the balance sheet date, there were no significant concentrations of credit risk.	The Group has credit policies in place and exposure to the credit risk is monitored on an ongoing basis. A majority of Group’s income is from the corporate customers by way of advance receipts and revenue from related parties. Credit evaluations are performed on all customers requiring credit over a certain amount and there is no concentration of credit risk. Due from related parties are considered recoverable by the management. Risk assessment is done for each corporate to whom the inter - corporate deposits are provided. Cash is placed with reputable banks and the risk of default is considered remote. Under the current economic conditions, management has assessed the recoverability of its trade receivables as at the reporting date and consider them to be recoverable. Due to this factor, management believes that no additional credit risk is inherent in the Group’s receivables . At the balance sheet date, there were no significant concentrations of credit risk.	The Group has credit policies in place and exposure to the credit risk is monitored on an ongoing basis. A majority of Group’s income is from the corporate customers by way of advance receipts and revenue from related parties. Credit evaluations are performed on all customers requiring credit over a certain amount and there is no concentration of credit risk. Due from related parties are considered recoverable by the management. Risk assessment is done for each corporate to whom the inter - corporate deposits are provided. Cash is placed with reputable banks and the risk of default is considered remote. Under the current economic conditions, management has assessed the recoverability of its trade receivables as at the reporting date and consider them to be recoverable. Due to this factor, management believes that no additional credit risk is inherent in the Group’s receivables . At the balance sheet date, there were no significant concentrations of credit risk.	The Group has credit policies in place and exposure to the credit risk is monitored on an ongoing basis. A majority of Group’s income is from the corporate customers by way of advance receipts and revenue from related parties. Credit evaluations are performed on all customers requiring credit over a certain amount and there is no concentration of credit risk. Due from related parties are considered recoverable by the management. Risk assessment is done for each corporate to whom the inter - corporate deposits are provided. Cash is placed with reputable banks and the risk of default is considered remote. Under the current economic conditions, management has assessed the recoverability of its trade receivables as at the reporting date and consider them to be recoverable. Due to this factor, management believes that no additional credit risk is inherent in the Group’s receivables . At the balance sheet date, there were no significant concentrations of credit risk.	The Group has credit policies in place and exposure to the credit risk is monitored on an ongoing basis. A majority of Group’s income is from the corporate customers by way of advance receipts and revenue from related parties. Credit evaluations are performed on all customers requiring credit over a certain amount and there is no concentration of credit risk. Due from related parties are considered recoverable by the management. Risk assessment is done for each corporate to whom the inter - corporate deposits are provided. Cash is placed with reputable banks and the risk of default is considered remote. Under the current economic conditions, management has assessed the recoverability of its trade receivables as at the reporting date and consider them to be recoverable. Due to this factor, management believes that no additional credit risk is inherent in the Group’s receivables . At the balance sheet date, there were no significant concentrations of credit risk.	The Group has credit policies in place and exposure to the credit risk is monitored on an ongoing basis. A majority of Group’s income is from the corporate customers by way of advance receipts and revenue from related parties. Credit evaluations are performed on all customers requiring credit over a certain amount and there is no concentration of credit risk. Due from related parties are considered recoverable by the management. Risk assessment is done for each corporate to whom the inter - corporate deposits are provided. Cash is placed with reputable banks and the risk of default is considered remote. Under the current economic conditions, management has assessed the recoverability of its trade receivables as at the reporting date and consider them to be recoverable. Due to this factor, management believes that no additional credit risk is inherent in the Group’s receivables . At the balance sheet date, there were no significant concentrations of credit risk.	The Group has credit policies in place and exposure to the credit risk is monitored on an ongoing basis. A majority of Group’s income is from the corporate customers by way of advance receipts and revenue from related parties. Credit evaluations are performed on all customers requiring credit over a certain amount and there is no concentration of credit risk. Due from related parties are considered recoverable by the management. Risk assessment is done for each corporate to whom the inter - corporate deposits are provided. Cash is placed with reputable banks and the risk of default is considered remote. Under the current economic conditions, management has assessed the recoverability of its trade receivables as at the reporting date and consider them to be recoverable. Due to this factor, management believes that no additional credit risk is inherent in the Group’s receivables . At the balance sheet date, there were no significant concentrations of credit risk.	The Group has credit policies in place and exposure to the credit risk is monitored on an ongoing basis. A majority of Group’s income is from the corporate customers by way of advance receipts and revenue from related parties. Credit evaluations are performed on all customers requiring credit over a certain amount and there is no concentration of credit risk. Due from related parties are considered recoverable by the management. Risk assessment is done for each corporate to whom the inter - corporate deposits are provided. Cash is placed with reputable banks and the risk of default is considered remote. Under the current economic conditions, management has assessed the recoverability of its trade receivables as at the reporting date and consider them to be recoverable. Due to this factor, management believes that no additional credit risk is inherent in the Group’s receivables . At the balance sheet date, there were no significant concentrations of credit risk.	The Group has credit policies in place and exposure to the credit risk is monitored on an ongoing basis. A majority of Group’s income is from the corporate customers by way of advance receipts and revenue from related parties. Credit evaluations are performed on all customers requiring credit over a certain amount and there is no concentration of credit risk. Due from related parties are considered recoverable by the management. Risk assessment is done for each corporate to whom the inter - corporate deposits are provided. Cash is placed with reputable banks and the risk of default is considered remote. Under the current economic conditions, management has assessed the recoverability of its trade receivables as at the reporting date and consider them to be recoverable. Due to this factor, management believes that no additional credit risk is inherent in the Group’s receivables . At the balance sheet date, there were no significant concentrations of credit risk.
	The followingtableprovides informa		tion about th	e expos	ure to credit risk and the expected credit loss for trade receivables:
	Particulars				As at 31 March 2021 As at 31 M				arch 2020
					Carrying amount Provision amount Carrying amount				Provision amount
	Less than 180 days				8.24 - 11.08				-
	More than 180 days				- - -				-
					8.24 - 11.08				-
	Loans and other financial asset:
	Expected credit loss for loans and othe		r financial a	ssets is	as follows:
	Particulars		Period e	nded	Asset group	Estimated gross carrying amount at default	Expected probability of default	Expected credit losses	Carrying amount, net of impairment provision
	Loss	Financial assets for which credit risk has not increased significantly since initial recognition	31-Mar	-21	Security deposits	11.59	-	-	11.59
	allowance				Other financialasset	19.74	-	-	19.74
	measured at 12 month expected credit loss				Loan	19.55	-	18.83	0.72
			31-Mar	-20	Security deposits	11.73	-	-	11.73
					Other financialasset	20.20	-	-	20.20
					Other loans	24.65	-	24.00	0.65
	(iii) Liquidity risk
	Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled another financial asset. The Group’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation. Management monitors rolling forecasts of the Group’s liquidity position and cash and cash equivalents on the basis of expected cash flows to e cash to meet operational needs. Such forecasting takes into consideration the Group’s debt financing plans, covenant compliance and compliance w of financial position ratio targets. Usually the excess of funds is invested in short term mutual funds and fixed deposits. This is generally carri with practice and limits set by the Group. These limits vary to take into account the liquidity of the market in which the Group operates. The Cash flow with respect to project finances will be funded through internal accrual, loan from holding company and from Bank.			nter difficulty in meeting the obligations associated with its financial liabilities that are settled					by delivering cash or liabilities when they nsure it has sufficient ith internal statement ed out in accordance
	Maturities of financial liabilities
	The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted contr include contractual interest payments.								actual cash flow, and
	As at 31 March 2021								-
	Particulars Carrying amount Total Less than 1 year 1-3 years								More than 3 years
	Borrowings 1,198.72 1,988.27 131.76 431.54 Other non current financial liabilities 0.17 0.17 - - Trade payables 14.26 14.26 14.26 - Other current financial liabilities 186.29 186.29 186.29 -								1,424.97 0.17 - -
	1,399.44 2,188.99 332.31 431.54								1,425.14
	As at 31 March 2020								-
	Particulars Carrying amount Total Less than 1 year 1-3 years								More than 3 years
	Borrowings 1,201.70 2,140.54 132.37 414.90								1,593.57
	Other non current financial liabilities 0.17 0.17 - -								0.17
	Trade payables 19.04 19.04 19.04 -								-
	Other current financial liabilities 140.09 140.09 140.09 -								-
	1,361.00 2,299.84 291.50 414.90								1,593.74

154

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

(iv) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices, which will affect the Group's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return. Market risk comprises of currency risk and interest rate risk. The Company is primarily exposed to fluctuation in interest rates.

Currency risk

The Company is exposed to currency risk to the extent that there is a mismatch between the currencies in which sales, purchases and borrowings are denominated and the respective functional currencies of transacting parties. The functional currency of the Company is ₹. Since the company does not have any unhedged foreign currency exposure at the year end, it is not exposed to currency risk.

Interest rate risk

Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group’s exposure to the risk of changes in market interest rates relates primarily to its long-term debt obligations with floating interest rates.

Exposure to interest rate risk

The exposure of the Group's borrowing to interest rate at the end of the reporting period are as follows :-

					31-Mar-21	31-Mar-20
Floating rate borrowings
Borrowings					1,167.63	1,179.21
Current maturities	of long term debt				30.22	22.89
Investments in debt based mutual funds					0.42	0.78
Term deposits under	bank balances other than cash and cash equivalents				-	1.00
A reasonably possible		change of 100 basis points in interest rates at the reporting date would have increased (decreased) equity and profit or loss by the amounts
shown below. This analysis assumes that all other variables remain constant.
Particulars			Impact on profit or loss		Impact on other components of equity
			31 March 2021	31 March 2020	31 March 2021	31 March 2020

Particulars	Impact on profit or loss	Impact on profit or loss	Impact on profit or loss	Impact on other components of equity
	31 March 2021	31 March 2020		31 March 2021 31 March 2020
Increase by 50 base points	6.01		6.13	- -
Decrease by50 basepoints	(6.01)		(6.13)	- -
Price risk
The Group's exposure to equity securities price	risk arises from investments held by the group and classified in the balance sheet either as fair value through OCI or
at fair value through profit or loss. To manage	its price risk arising from investments in equity securities,		the group diversifies its portfolio. Diversification of the
portfolio is done in accordance with the limits set by the Group. The majority of the Group's equity investments are				publicly traded and are included in the BSE and
NSE index.
Sensitivity analysis – Equity price risk
Maturities of financial liabilities
Particulars			Impact on other components of equity 31 March 2021 31 March 2020

Sensitivity analysis – Equity price risk Maturities of financial liabilities
Particulars		Impact on other components of equity 31 March 2021 31 March 2020
Increase by 10% (2020: 10%)			2.73	2.66
Decrease by10%(2020: 10%)			(2.73)	(2.66)
Employee benefits obligations
A. Defined contribution plan
The Group has a defined benefit gratuity plan	in India, governed by the Payment of Gratuity Act,	1972. The	plan entitles an employee, who has rendered at least
five years of continuous service, to gratuity at the rate of fifteen days wages for every completed year of service or part thereof in excess of six months, based on the
rate of wages last drawn by the employee concerned.
The defined benefit plan for gratuity is administered by a single gratuity fund that is legally separate from the Group.
B. The amount recognised in the Balance sheet are as follow:
Particulars			As at 31 March 2021	As at 31 March 2020

41 Employee benefits obligations

B. The amount recognised in the Balance sheet are as follow:
Particulars	As at 31 March 2021	As at **31 March **	2020
Present value of obligation at the end of the year	2.37		2.43
Fairvalue ofplanassets at the end ofthe year	2.58		1.38
Net liability/(assets) recognised in the Balance Sheet	(0.21)		1.05

155

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

	C. Reconciliation of the net defined benefit (assets)/ liability
	**Reconciliation of present value of defined benefit obligation **
	Particulars As at 31 March 2021 As at 31 March 2020
	Balance at the beginning of the year 2.43 26.68 Service cost - Current service cost 1.64 0.27 Interest Cost 0.10 0.85 Benefits paid (1.88) (26.97) Actuarial (gains) losses recognised in other comprehensive income - changes in financial assumptions 0.09 1.60
	Balance at theyear end 2.37 2.43
	Reconciliation of the present value of plan assets
	Particulars As at 31 March 2021 As at 31 March 2020
	Balance at the beginning of the year 1.38 24.51 Expected return on plan assets 0.09 0.82 Contributions paid into the plan - 2.20 Employer Direct benefit payments 1.88 1.21 Benefits paid (1.88) (26.97) Actuarialgains/(losses) 1.11 (0.39)
	Balance at theyear end 2.58 1.38
	C.(i) Expense recognised inprofit or loss
	Particulars As at 31 March 2021 As at 31 March 2020
	Current service cost 0.38 0.27
	Interest cost 0.10 0.85
	Expectedreturnonplanassets (0.09) (0.82)
	0.39 0.30
	C. (ii) Remeasurements recognised inother comprehensive income
	Particulars As at 31 March 2021 As at 31 March 2020
	Actuarial (gain) loss on defined benefit obligation 0.09 1.59
	Actuarial(gain)loss onplanned assets (1.11) 0.39
	(1.02) 1.98
	D. Plan assets
	Planassets comprise ofthefollowing:
	Particulars As at 31 March 2021 As at 31 March 2020
	Fairvalue ofplanassets 2.58 1.38
	2.58 1.38
	E. Defined benefit obligations
	(i) Actuarial assumptions
	Particulars As at 31 March 2021 As at 31 March 2020
	Financial assumptions
	Discount rate 6.45% 6.41%
	Future salary growth 6% 6%
	Attrition rate 5.00% 5.00%
	Demographic assumptions
	Withdrawal rate 5.00% 5.00%
	Retirement age 60 60.00
	At 31 March 2021, the weighted-average duration of the defined benefit obligation was 8.96 years (31 March 2020: 8.66 years).

156

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

	(ii) Sensitivity analysis
	Reasonably possible changes at the reporting date to one of the releva benefit obligationas the amounts shownbelow.	nt actuarial assumptions, holding other assumptions constant, would have reflected the defined
	Particulars	As at 31 March 2021 As at 31 March 2020
		Increase Decrease Increase Decrease
	Discount rate (100 basis points movement)	1.11 1.13 2.42 2.44
	Future salary growth (100 basis points movement)	1.13 1.11 2.44 2.42
	Attrition rate (100 basis pointsmovement)	1.12 1.12 2.43 2.43
	Although the analysis does not take account of the full distribution of assumptions shown.	cash flows expected under the plan, it does provide an approximation of the sensitivity of the
42	Details of inter-corporate loans (other than related party)
	(a)Terms and conditions onwhich inter-corporateloanshave beengiven
	Party name		Interest rate Repayment terms Purpose
	IDS Nest Business Solutions Private Limited		15% Repayable on demand General
	Thrishul Developers		18% Repayable on demand General
	Marickar Plantations Private Limited		18% Repayable on demand General
	Reconciliation of inter-corporate loans given as at the beginning and as at the end of the year (apart from related party loans):
	Particulars As at 31 March 2021 As at 31 March 2020
	IDS Nest Business Solutions Private Limited
	At the commencement of the year		0.50 1.00
	Add: given during the year		- -
	Less: repaid during the year		- 0.50
	At the end of the year		0.50 0.50
	Thrishul Developers
	At the commencement of the year		17.00 30.00
	Add: given during the year		- -
	Less: repaid during the year		(5.17) (13.00)
	At the end of the year		11.83 17.00
	Provision created		11.83 (17.00)
	Marickar Plantation Private Limited
	At the commencement of the year		7.00 7.00
	Add: given during the year		- -
	Less: repaid during the year		- -
	At the end of the year		7.00 7.00
	Provisioncreated		(7.00) (7.00)

157

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

43	Consolidated financial information Additional information required to be disclosed pursuant to paragraph 2 of Division II of Schedule III to the Companies Act, 2013 - 'General instructions for the preparationofconsolidatedfinancialstatements'as at andforthe yearended 31 March 2021 is asfollows:	Consolidated financial information Additional information required to be disclosed pursuant to paragraph 2 of Division II of Schedule III to the Companies Act, 2013 - 'General instructions for the preparationofconsolidatedfinancialstatements'as at andforthe yearended 31 March 2021 is asfollows:
	Name of the entity in the group	Net assets, i.e., total assets minus total liabilities Share in profit or loss Share in other comprehensive income Share in total comprehensive income
		As % of consolidate d net assets Amount As % of consolidate d profit/ (loss) Amount As % of consolidated other comprehensive income Amoun t As % of consolidated total comprehensive income Amount
	Parent company Mac Charles (India) Limited Indian subsidiary Airport Golf View Hotels and Suites Private Limited Blue Lagoon Real Estate Private Limited Neptune Real Estate Private Limited	113% 873.75 202% 10.67 100% 0.98 186% 11.65 3% 26.23 -70% (3.70) 0% - -59% (3.70) 0% (3.37) -19% (1.01) 0% - -16% (1.01) -16% (121.88) -13% (0.69) 0% - -11% (0.69)
	Total	100.00% 774.73 100.00% 5.28 100.00% 0.98 99.88% 6.26
44	Discontinued Operations
i	During the previous year, the management had discontinued hotel operations of the Company. Consequently, pursuant to the requirements of Ind AS 105 - Non Current Assets Held for Sale and Discontinued Operations, the Company had classified the assets and liabilities pertaining to the hotel business for the current and prior periods presented as 'Assets/ liabilities associated with discontinued operations' and measured them at lower of cost and fair value as at 31 March 2021.
	The net profit/(loss) from the hotel operations of the Mac Charles (India) Limited has been presented separately as 'Discontinued operations' in the statement of profit/(loss).
ii	The results from Hotel operations of theCompanyare as follows : -
	Particulars As at 31 March 2021 As at 31 March 2020
	Income
	a) Revenue from operations - 173.36
	b)Other income 1.66 2.09
	Total income (a+b) 1.66 175.45
	Expenses
	a) Cost of material consumed - 28.86
	b) Maintenance and upkeep services - 17.51
	c) Employee benefit expense # 5.95 257.30
	d) Depreciation and amortization expense - 6.65
	e) Otherexpenses 4.87 43.79
	Total expenses(a+b+c+d+e) 10.82 354.10
	Profit/(loss) before tax (9.16) (178.66)
	Taxexpense - (40.70)
	Profit/(loss) from discontinued operations after tax (9.16) (137.96)
	# Included employee termination benefits ₹5.95 million (31st March 2020 : ₹168.24 million) incurred to meet termination settlement benefit expenses for employees of the discontinued hotel operations.

158

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

iii	The assets and liabilities from Hotel business are as follows :
	Particulars As at 31 March 2021 As at 31 March 2020
	ASSETS
	Non-current assets
	Property, plant and equipment 7.97 33.21
	Financial assets
	- Loans - 0.02
	Current assets
	Financial assets
	- Trade receivables - 1.14
	-Other financialassets 0.16 1.48
	Disposal group -assets held for sale 8.13 **35.85 **
	LIABILITIES
	Non-current liabilities
	Financial liabilities
	- Other financial liabilities 0.60 0.60
	Current liabilities
	Financial liabilities
	- Other financial liabilities 41.02 106.81
	Advance from customers - 1.65
	Security deposits 0.60 0.90
	Disposal group - liabilities directly associated with assets held for sale 42.22 109.96
	In accordance with Ind AS 105 - ‘Non-current Assets Held for Sale and Discontinued Operations’, the Management is required to assess the “recoverable amount” of the Hotel business and also to evaluate whether there is any need to provide for an impairment loss. Management is confident that they will be able to sell these assets to third parties at net selling prices which would exceed their carrying amounts and, accordingly, believe that no additional provision is required for impairment as at year ended March 31, 2021.
iv	The net cash flows from Hotel business is as follows :
	Particulars For the year ended 31 March 2021 For the year ended 31 March 2020
	Profit/ (loss) before tax from discontinuing operations (9.16) (178.66)
	Adjustments:
	- Depreciation and amortization - 6.65
	- Loss on sale of property, plant and equipment 4.65
	- Others (1.66)
	Working capital adjustments:
	- Trade receivables 1.14 (1.14)
	- Current and non-current financial assets 1.34 (1.50)
	- Current and non-current financial liabilities (65.79) 107.71
	-Othercurrent andnon-currentliabilities (0.29) 2.25
	Cash used in operation activities (69.77) (64.70)
	Income taxes paid -
	Net cash used inoperating activities [A] (69.77) (64.70)
	Net cash used in investing activities [B] - -
	Proceedsfromsale ofproperty, plant and equipment 20.59
	Net cash used in financing activities [C] - -
	Decrease in cash and cash equivalents[A+B+C] (49.18) (64.70)
45	Assets held for sale
	Management has committed to sell buildings of the Group in Kochi. Accordingly, the same is resented as a disposal group held for sale. Efforts to sell the disposal group have started and a sale is expected to be completed in 2021-22.
A.	Impairment losses relating to the disposal group
	There is no impairment loss of the assets held for sale to have been applied to reduce the lower of its carrying amount and its fair value less costs to sell.
B.	Assets of disposal group held for sale
	At 31 March 2021, the assets held for sale was stated at lower of its carrying amount and its fair value less costs to sell comprised the following.
	Particulars As at 31 March 2021 As at 31 March 2020
	Building 50.87 35.80
	Land 388.89 -
	Assets held for sale 439.75 35.80

159

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

C.	Cumulative income or expenses included in OCI	Cumulative income or expenses included in OCI	Cumulative income or expenses included in OCI	Cumulative income or expenses included in OCI	Cumulative income or expenses included in OCI
	There are no cumulative income or expenses included in OCI relating to the disposal group.
D.	Measurement of fair values
	Fair value is determined by independent valuer for these assets held under sale.
46	Operating segment
	Based on the "management approach" as defined in Ind AS 108 - Operating Segments, the Chief Operating Decision Maker (CODM) evaluates the Group performance and allocates resources based on an analysis of various performance indicators by business segments. Accordingly, information has been presented along these business segments viz. Revenue from Hotel, Investment property, Sale of electricity and others. The accounting principles used in the preparation of the financial statements are consistently applied to record revenue and expenditure in individual segments, and are as set out in the significant policies. Segment result represents profit before tax and depreciation. For the purpose of segment reporting, the Group has included interest income and interest expense under "Others". Since the information about segment assets and segment liabilities are not reviewed by the CODM, the Group has not presented such information as a part of its segment disclosure which is in accordance with the requirements of Ind AS 108. Certain items are not specifically allocable to individual segments as the underlying services are used interchangeably. The Group, therefore, believes that it is not practicable to provide segment disclosures relating to such items, and accordingly such items are separately disclosed as unallocated.
(i)	Segment revenue:
	Particulars As at 31 March 2021 As at 31 March 2020
	Sale of services
	a) Office rental				149.79 145.54
	b) Sale of electricity				81.12 100.18
	c) Hotel(Subsidiary) 47.24 59.16
	Revenue from Continuing Operation				278.15 304.87
	Revenue from Hotel (discontinued operation) - 175.45
(ii)	Segment result				-
	Particulars As at 31 March 2021 As at 31 March 2020
	a) Office rental				138.84 139.30
	b) Sale of electricity 52.01 90.24
	d) Hotel ( Subsidiary)				(1.37) 2.70
	Total Segment results from Continuing Operation 189.48 232.25
	Less/Add: reconciling items
	-Interest			(104.02) (172.40)
	-Other unallocated expenditure net off unallocated Income (30.54) (73.83)
	-Depreciation			(37.76) (37.93)
	Profit before exceptional item and tax from continuing operation 17.16 (51.90)
	Exceptional Items		- -
	Profit/(loss) before tax from continuing operation 17.16 (51.90)
	Total Profit Before Tax(Discontinued operations) (9.16) (178.66)
	Geographical information
	The Group has not disclosed geographical segments, because it derives all it's revenue from India.

160

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

Notes to Consolidated Financial Statement for the year ended 31 March 2021

		Revenue from major services	Revenue from major services
		The Group'srevenuefromcontinuing operationsfrom itsmajorproducts orservices are asfollows:
		Particulars As at 31 March 2021 As at 31 March 2020
		Sale of services
		b) Office rental		149.79 145.54
		c) Sale ofelectricity		81.12 100.18
		Information about major customers Revenue from top two customers of the Group's leasing of commercial office space segment is ₹ 149.45 million which is more than 10% of the segment's total revenue. Revenue from top one customer of the Group's sale of electricity segment is ₹ 68.75 million which is more than 10% of the segment's total revenue. The Group does not derive more than 10% of it's revenues in other segments from a single customer.
	47	Additional information as required under paragraph 5 of Part II of the Schedule III to the Act, to the extent either "Nil" or "Not applicable" has not been furnished.
	48	The consolidated financial statements of the Company for the year ended 31 March 2020 have been audited by firm other than Walker Chandiok & Co LLP.
	49	Previous year's comparatives have been regrouped wherever necessary to conform to the current year's presentation.
As per our report of even date attached
ForWalker Chandiok & Co LLP _For_and on behalf of the Board of Directors of
Chartered Accountants Mac Charles (India) Limited
Firm Registration No.: 001076N/N500013 Sd/- sd/-
P B Appiah Sartaj Sewa Singh
Director Director
Sd/- DIN: 00215646 DIN: 01820913
	Ashish Kedia		Sd/- sd/-
	Partner		Chandana Naidu Pranesha K Rao
	Membership No. 215834		Company Secretary Chief Financial Officer
			ACS No. 25570
	Place: Bengaluru

As per our report of even date attached
ForWalker Chandiok & Co LLP	_For_and on behalf of the Board of Directors of
Chartered Accountants	Mac Charles (India) Limited
Firm Registration No.: 001076N/N500013	Sd/- sd/-
	P B Appiah Sartaj Sewa Singh
	Director Director
Sd/-	DIN: 00215646 DIN: 01820913

Sd/-	P B Appiah Sartaj Sewa Singh Director Director DIN: 00215646 DIN: 01820913
Ashish Kedia	Sd/- sd/-
Partner	Chandana Naidu Pranesha K Rao
Membership No. 215834	Company Secretary Chief Financial Officer
	ACS No. 25570
Place: Bengaluru

Place: Bengaluru Date: 3 June 2021

Place: Bengaluru Date: 3 June 2021

161

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2020-21

FORM FOR REGISTERING E-MAIL ID

To

FOR SHARES HELD IN PHYSICAL MODE SHAREHOLDERS HOLDING SHARES IN

DEMAT MODE

Please complete this form and send it to: Please inform your respective Depository Participant

BgSE Financials Limited Registrar & Transfer Agent (RTA Division) No. 51, 1st Cross, J.C. Road, Bengaluru - 560 027. Tel: 080 - 4132 9661, Fax: 080 - 4157 5232 Email: avp_rta@bfsl.co.in

Dear Sir,

Sub: Registering of e-mail address for service of documents through e-mail

I hereby request the Company to register my e-mail address given below and give consent for service of documents including the Notice

of Shareholders’ Meeting & Postal Ballot, Balance Sheet, Profit & Loss Account, Auditor’s Report, Board’s Report etc., through e-mail;

1. Folio No. :

2. Name of the 1st Registered Holder :

3. E-mail address :

............................................................................................................ Signature of the 1st registered holder as per the specimen signature with the company

Name :

Place : Date :

162