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Madhucon Projects Ltd. Annual Report 2021

Jul 19, 2021

61181_rns_2021-07-19_89143c34-179f-4cf8-a2d0-4aed00e7bb2d.pdf

Annual Report

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PROJECTSMPL/HYD/SE/0011/2021-22To MADHUCONLIMITEDDate: 19-07-2021"IN: L742toTatesopLcotii14
Corporate Relationship Dept.,1st Floor, New Trading RingRotunda Building, PJ TowersDalal Street, Fort,Mumbai -400 001 The Bombay Stock Exchange (BSE) The National Stock Exchange (NSE) of IndiaLimited,Sth Floor, Exchange Plaza, Bandra (East),Mumbai- 400 051.

Dear Sirs,

Kind Attn: Listing Department / Corporate Relationship Department

Sub: Clarification for financial results - MADHUCON — REG. Ref: (i) Your e-mail dated: July 14, 2021 7:43:20 PM. (ii) BSE Scrip Code: 531497, NSE Scrip Code: MADHUCON.

With reference to the subject e-mail, the following are the clarifications for the points which may kindly be noted.

  1. Financial results not submitted within 30 minutes from end of board meeting.

The reason was due to power shut down in view of heavy rains here and low frequency level of internet.

    1. The company has not submitted the Statement of Modified Opinion or in case of unmodified opinion(s), a declaration to that effect to the Stock Exchange.- Statement of impact is required to be signed by the Auditor as well.
    • a. Declaration is attached herewith for your record and information. b. Statement of impact duly signed by the Auditor is attached herewith.

You are requested to consider the above under confirmation.

Thanking you,

Yours faithfully For Madhucon Projects Ltd., re 2\

_A - Goad NG mA y (M.S-Sivanand) "* > OES

Company Secretary & Compliance Officer ACS: 10822

MADHUCON PROJECTS LIMITED CIN-L74210TG1990PLC011114

Regd. Office:1-7-70, Jublipura, Khammam - 507003, Telangana

MADHUCON PROJECTS LIMITEDCIN-L74210TG1990PLC011114
Regd. Office:1-7-70, Jublipura, Khammam - 507003, Telangana
STATEMENT OF STANDALONE AUDITED FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED MARCH 31, 2021 (Rs. In Lakhs}
Quarter ended Standalone Year ended
No narticulare 31.03.2021 31.12.2020 31.03.2020 31.03.2021 31.03.2020
Audited Unaudited Audited Audited Audited54,682.00
Revenue from OperationsOther income 29,073.491,994.88 14,723.141,089.22 24,356.11637,39 64,655.057,190.97 787.07
MW Total Incame (1411) 31,006,37 15,792.35 24,993.50) 71,846.02 55,469.07
iv Expenses:
{a} Cost of Materials Consumed(6) Employee benefits expense 30,053.99310.36 14,920.31485.97 22,810.10507.99 63,442.041,728.40 51,044.532,196.08
(c Other expenses 389.18 667.65 1176.14 10,288.43" 2,536.45
(ce) Financial Costs 202.65 45,63 627.24 847.22 1,343.22
(e} Depreciation and amorisation expenseTotal Expenses 227.1531,383.33 121.8316,241.39 211.5325,332.99 595.9776,902.26 634,5257,956.80
v Profit/(Loss) Before Exceptional Items and tax (Ill-IV) (294.95) (449.03) (339.49) (8,056.28) (2,487.73)
VI Exceptional Items = - 22,727.00 22,727,00
VIl_ Profit/(Loss) Before Tax {3-4} (294,95) (449.03) (23,066.49) (5,058.25)! (25,214.73)
Vill Tax Expense 3 7
a) Current Toxb) AdjusIments relating to earlier years =- 7= (5,392.23) -
C) Deferred Tax (374.21)(374.21) 194.78194.78 (6,674.22)(6,674.22) 3,982.48(1,409.55) (3,456.98)(3,656.98)
Total Tax (a+b)IX Profit/(Loss) from Continuing operations (VII-VII ) 79.28 (643.81) (16,392.27) {3,646.70) (21,557.75)
X Profit/{Loss) fram discontinued operations - - - 7
xl XI Tax Expense of discontinued operationsinetfrom discontinued operations atter tax (X- - -: i- =-
(3,644.70) (24,857.75)
XIN Profit/Loss for ihe period (IM+XI)}Abributable to: 79.28- (643.81) (16,392.27)- - a
- Share Holders ol ine Parenl Company - - - - 2
- Non Controlling InterestXIV Other Comprehensive Income (net of tax) -- -- - z "=
A) Items thet will not be reclassified te profit or loss - *
Re monsureerey gains/ lesses on defined benefit (35.65) 71.00 (35.65) 7100
Share of Other Comprehensive income translered io 7 7
Non Controlling interest
{ii) Income tax relating to these temsBJ (i) Items thet will be reclassified to profit or loss -- -- -a = =
{ii} Incoametax relating to inese items * - - -
Share of Profit /(Loss) transfered to Non Controlling 7 5
InterestTotal Other Comprehensive income.net of tax (38.45) : 71.00 (85.45) 77.00
Attributable to: - * e
- Share Holders of the Parent Company 7 -
- Non Controlling InterestXV 'Total Comprehensive Income (XIlII+XIV) -43.41 (443.81), == (16,321.27) +(3.482.535) (21,486.75)
Aftributable ta: - =
- Share Holders of the Porent Company = =
-Non Controlling Interestatops Eaiily atime Galant [Fein Salles -737.95 *737.95 -737.95 -737.95 737.95
XVI XVII Toal Reserves i.e Other equity a '
XVIII Earning per share (af Rs.) /- each) (net an - ;
discontinued and continuing operations)- Basic and Diluled {0.87} (22.21) (4.94) (29.21

Notes:

  • a The above results have been reviewed by the Audit Committee at its meeting held on 09th July, 2021 and approved by the Board of Directors of the Company at its meeting held on OSth July, 2021, The Statutory Auditors have submitted Audit Report on the Audited Financial Results for Quarter and Year ended 31st March, 2021.
  • The Company's operations primarily consists of construction-project activities and there are no other reportable segments under Ind AS 108 Operating Segments".
  • The Standalone Audited Financial Results of the Company have been prepared in accordance with the Indian Accounting Standards prescribed under section 133 of the Companies Act, 2013 ("the Act") read with relevant rules issued thereunder ("Ind AS") and other accounting principles generally accepted in India and in terms of Regulation 33 of the SEBI ((Listing Obligation and Disclosure Requirements), Regulations, 2015.
  • The figures for the Quarter ended March 31, 2021 and March 31, 2020 are the balancing figures batween the Audited figures in

respect of the full Financial Year and Unaudited published figures upto the Third Quarter for the respective years.

  • As per the management assessment on the impact of second wave of Covid-19 pandemic on the business operations of the company, there is a impact on the achievement of targeted top line and cash flow of the Company. The Company will continue to evaluate and monitor material changes to future economic conditions arising from the on going second wave and will update its assessment.
  • Figures of previous period have been regrouped / rearranged wherever necessary.
  • The Company has only one segment which is 'Constructions '. Therefore, disclosure relating to segments is not applicable and accordingly not made.

By order of the Board ied : con Projects Limited

Managing Director DIN: 00784491

Place: Hyderabad Date : 09-07-2021

Madhucon Projects Limited

Madhucon Projects Limited
Balance Sheet as at March 31, 2021 (in Lakhs)
NoteNo, As atMarch 31, 2021 As atMarch 31, 2020
ASSETSNon-Current Assets -
Property, Plant and Equipment 2.4 4,327 87 4,189.71aI
Financial AssetsInvestments 2.2 _ 1,48,838.38 1,71,565.38
Trade ReceivablesLoans 2.32.4 7,864.0726,646.27 16,428.6617,103.66
Others Financial AssetsDeferred tax Asset (Net) 2.52.6 24,600.79,4,438.51, _. 15,429.178,421.19
Other Non-Current AssetsTotal Non-Current Assets 2.7 25,372.58 _ 2,42,083.46 22,990, 10 :2,56,127.87
Current Assets L _ _2,785.09 eeee
_InventoriesFinancial Assets ————2.8fp_ 1,316.67 _ _
Trade ReceivablesCash and Cash equivalents 292.10 165.541,011.48 —— 2,558,69643.15 -
Bank Balances other than aboveLoans_ 2.11]2.12 589.93130.16] 577.65140.91.
Others Financial Assets__ 2.13 3,932.14 5,004.47 -
Current Tax Asset (Net) Other Current Assets 2.14a 5,928.086,881.46 4,837.10;11,470.00 __ 07
Total Current AssetsaTotal Assets — _oal : 19,955.462,62,043.92 28,017.062,84,144.93
EQUITY AND LIABILITIES_Equity J-_——
Equity Share capitalOther Equityrae__ 2.152.16 740.3255,588.59 740.3259,235.29
Total EquityLIABILITIES_ 56,328.91 00 - 59,975.61
Non-Current Liabilities _ fe
Financial Liabilities —Borrowings 217 13.53 _ 1,596.20 -
Trade PayablesOther Financial Liabilities 2.18___ 2,19 12,199.14369.47 a 11,628.046,535.45
Provisions=Deferred Tax Liabilities (Net) 220 26 104.67 = 139.90= _
Other Non-Current Liabilities 2.21 3,256.62 4,798.76)
Total Non-CurrentLiabilitiesCurrent Liabilitics_ 15,943.43ae = 24,692.34—————
Financial Liabilities _=Borrowings —= ,_2.22z 68,662.61 oe 68,950.31 ———
Trade Payables—Other Financial Liabilities 2.232.24 62,797.2615,820.26 7 46,722.8113,438,73
Other Current Liabilities- 2.252.26 39,340.46 1,007.11 x 41,893.87 —9403130; a
ProvisionsCurrent Tax Liabilities (Net)=eTotal Current Liabilities __ Be 2143.86) i1,89,771.58 4,439.96Z 1,99,476.98

Managing Director DIN-00784491

Place : Hyderabad Date: July 09, 2021

MADHUCON PROJECTS LIMITED
Standalone Cash Flow Statement for the Year ended March 31, 2020
('in Lakhs)
Bicriieaiiaes Year ended31 Year ended31
A Cash flow from operating activities March 2021 March 2020
Profit/(loss) before income tax {5,056.25}
(2,487.73)
Adjustments for:Exceptional Item = (22,727 00)
Depreciation and amortisation expense 595.97 836.52
Dividend and interest income classified as investing cash flowsFinance costs (78.60)847 22 (20,70)1,343.22
Change in operating assets and liabilities
(Increase)/decrease in trade receivables(Increase) decrease in inventories 10,957.75 ,468.41 7,277.651,496.42
(Increase)}/decrease in other financial assets (8,099.30) (1,556.00)
(Increase)/decrease in other current and non-current assets(Increase) decrease in other bank balances 1,115.09(12.27) 13,058.43(337.87)
Increase/{decrease) in Loans (9,531.86) (4,914.43)
Increase/(decrease) in trade payablesIncrease/(decrease) in other financial liabilities 22,037.79(26,843.88) 1,287.5019,522.76
Increase/(decrease) in other current and non-current llabilities (6,391.62) {13,838.66}
Increase/(cdecrease) in Non current InvestmentsCash generated from operations 22,727 003,735.44 -(1,059.88)
Income taxes paid = =
Net cash inflow from operating activitiesB Cash flows from investing activities 3,735.44~ (1,059.88)-
Payments for property, plant and equipment (734.13) (116.78)
Payments for purchase of investmentsDividend paid -- --
Interest receivedNet cash outflow fram Investing activities 78.60(655.53) 20.70(94.08)
C Cash flows from financing activities - -
Proceeds/(Repayment} of long term barrowingsProceeds from short term borrowings (net) (1,574.67)(287.70) (1,201.22)3,277.74
Interest paid (847.22) {1,343.22}
Net cash outflow from financing activitiesNet increase/(decrease) in cash and cash equivalents (2,711.58)368.33 733,30(422.66)
Cash and cash equivalents at the beginning of the financial year 643.15 1,065.81
Cash and cash equivalents at end of the yearReconciliation of cash and cash equivalénts as per the cash flow statement 1,011.48 643.15
31 March, 2021 31 March, 2020
Cash and cash equivalents as per above comprise of the following:Cash and cash equivalentsBalances per statement of cash flows 1,011.481,011.48 643.15$43.15

For and on bata of the Board of Directors

Managing Director DIN-00784491

Place: Hyderabad Date : July 69, 2021

ANNEXURE!
Statement on Impact of Audit Qualifications (for audit report with modified opinion) submitted
along - with Annual Audited Financial Results - Standalone
Rs. In Lakhsi
Statement on Impact of Audit Qualifications for the Financial Year ended March 31, 2021
(Regulation 33 / 52 of the SEBI (LODR) (Amendment) Regulations, 2016))
Audited Figures(as reported Adjusted Figures(audited figures after
1 S.No. Particulars before adjusting adjusting for
for qualifications) qualifications)71,845.02 Not Ascertainable
1 Turnover / Total Income 76.902.26 Not Ascortainable
23 Total ExpenditureNet Profit/(Loss) (3,646,70) Not Ascertainable
4 Eamings Per Share (4.94) Not Ascertainable
5 Total Assets 2,62,043.92 Not Ascertainable
6 Total Liabilities 2,05,715.01 No: Ascertainable
7 Net Worth 56,328 91 Not Ascertainable
8 Any other financial item(s) (as feltappropriate by the management)
Ħ Audit Qualification (each audit qualification separatelyDetails of Audit Qualification: Separate sheet of replies enchosed
g. Type of Audit Qualification : Qualified Opinion / Disclaimer of Opinien / Adverse Opinion
b
c Fraguency of qualification: Whether appeared Frei time / repetitive / since how long continuing
đ For Audit Qualification(s) where the impact is quantified by the auditor, Management's Views:For Audit Qualification(s) where the impact is not quantified by the auditor:
o Management's estimation on the impact of audit qualification: Not Ascertainable
ĵ. If management is unable to estimate the impact, reasons for the same: Not Ascortainable
Й. Auditors' Comments on (i) or (ii) above: Not Ascertainable
iī.
m Signatories:
For Madhucon Projects Limited$\widehat{proj}_{e_i}$ Chilagaibura
Finally call(Seethalah Nama) Cumber(K.Venkateswariu) (Ch. Lakshimi Kumari)
Managing Director o Chief Financial Officer Chairman of Audit CommitteeDIN: 06942473
DIN: 00784491

ForP. MURA Chartered Recountarc" FRN: o. 072578

P.MURALI & CO., Tel. —_: (91-40) 2332 6666, 2331 2554 2339 3967, 2332 1470 CHARTERED ACCOUNTANTS . 6-3-655/2/3, SOMAJIGUDA, Fax (91-40) 2339 2474 HYDERABAD - 500 082. INDIA E-mail: [email protected] [email protected] Website : www.pmurali.com

Independent Auditor's Report on the Quarterly and Year to Date Audited Standalone Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended

To The Board of Directors M/S. MADHUCON PROJECTS LIMITED

Report on the audit of the Standalone Financial Results

Qualified Opinion: .

We have audited the accompanying standalone quarterly financial results of M/S. MADHUCON PROJECTS LIMITED( "the Company")for the quarter ended 31st March, 2021 and the year to" date results for the period from 01-04-2020 TO 31-03-2021, attached herewith, being submitted by the company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing Regulations").

In our opinion and to the best of our information and according to the explanations given to us these standalone financial results:

a. are presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this regard; and

b.except for the effects of the matters described in the "Basis for Qualified Opinion" section of our report give a true and fair view in conformity with the recognition and measurement principles laid down in the applicable accounting standards and other accounting principles generally accepted in India of the Net Loss and other comprehensive income and other financial. information for the quarter ended 31st March, 2021 as well as the year to date results for the period from 01-04-2020 to 31-03-2021.

Basis for Qualified Opinion:

  1. i) "the company" during the current year has written off the investments of Rs. 22,727 lakhs held in Simhapuri Energy Limited (SEL) a step down subsidiary, in case of which a provision was made in the previous year.

ii) Trade receivables of Rs. 8598.04 Lakhs from "SEL" is written off as bad debts during the current year.

P.MURALICO.,& Tel. (91-40) 2332 6666, 2331 2554
"\ CHARTERED ACCOUNTANTS6-3-655/2/3, SOMAJIGUDA,HYDERABAD- 500 082. INDIA FaxE-mail "dia, cep Pe BO: SSE TAO+ (91-40) 2339 2474[email protected]:[email protected]
Website : www.pmurali.com

2,We refer to the carrying value of investments held in and unsecured loans and advances. given by the company to its subsidiaries, which have been incurring losses and in case of some of these companies, net worth was fully or substantially eroded. In the absence of fair valuation of these investments, we are unable to comment upon the carrying value of investments and we are unable to comment whether any provision for impairment in the value of investments, loans and advances is required.

3.We refer to the " Madhucon Mega Mall Private Limited (MMMPL) a subsidiary of the company incorporated for developing shopping mall cum multiplex on leased land taken from Andhra Pradesh housing Board ( Now known as Telangana housing Board) ("The Board") at Kukatpally in Hyderabad. Pending approval from government to start the project, the carrying values of Investments in and Loans Sanctioned to MMMPL amounting to Rs.3,500.00 lakhs and Rs.135.21 Lakhs respectively are shown as realizable at the Values Stated in the Books of Accounts.

4.There are outstanding Loans and advances of Rs 4191.10 Lakhs and Rs 512.49 Lakhs granted to "Nama Investments Limited" and "NNR Infra Investments Private Limited" respectively, in which the Company's Directors have Interest. These Companies have been. incurring Losses and accumulated losses exceeded the Net Worth. The management is yet to assess the risk of default and resultant nape credit loss allowance on such loans and advances.

  1. The company is yet to transfer unpaid dividend of an amount aggregating to Rs. 7,07,791/ relating to Financial Years 2008-09 to 2010-11 and 2012-13 from unpaid dividend account to Investor Education and Protection Fund (IEPF).
Interest on these loans have not been provided for the financial years 2018-19, 2019-20 & 2020- All the loans outstanding were classified as NPA by the Banks and Financial Institutions.
7.In the absence of confirmationsunable to comment on the extent to which such balances are payable/ recoverable. Payablesof Trade and various advances/loans, we are
8. There depositingdelaysinaresomeEmployees' State Insurance, Income-tax, Sales Tax, Service Tax, Value Added Tax (VAT), Cess andother statutory dues applicable to it. Undisputed amounts payable in respect thereof, which wereoutstanding for more than six months from the date they became payable are as follows: undisputed includingstatutorydues Fund,.ProvidentRs. in Lakhs
S.No. Name of the Status Nature of Due Period
1 The Income Tax Act, 1961 DividendDistribution Tax 2011-12 to 2015-16 139.93
& Interest on it

P.MURALI&CO., Tel. — : (91-40) 2332 6666, 2331 2554
'A. CHARTERED ACCOUNTANTS6-3-655/2/3, SOMAJIGUDA,HYDERABAD- 500 082. INDIA roE-mail 2339 3967,2332 1470:aes: [email protected][email protected]
'A. P.MURALI&CO.,CHARTERED ACCOUNTANTS6-3-655/2/3, SOMAJIGUDA,HYDERABAD- 500 082. INDIA Tel.— : (91-40) 2332 6666, 2331 2554roaesE-mail: [email protected][email protected]Website : www.pmurali.com 2339 3967,2332 1470:
3 fhe Employees Providentfunds and Miscellaneousprovision act 1952 Providentfund [2013-14 to 2019-20 93.88
4 Sales Tax Sale Tax payable 2013-14 to 2020-21 82.67
5 Warks Contract Tax Works ContractTax 2014-15 to 2019-20 601
6 Goods and Service Tax Goods and ServiceTax 2020-21 1.25
7 The Income Tax Act,1961 [Tax Deducted atSource 2020-21 155.56

%. The Company is yet to file final GST Returns for the FY 2020-21 in case of a few states. The turnover and input credits are subject to reconciliation

10.In view of losses incurred by "the company" and in the absence of prior approval from the lender banks and financial Institutions, managerial remuneration paid by the company during the year is in excess of the limits specified under section 197 read with schedule V of Companies Act,2013,

11.In case of "Ranchi Expressways Ltd (REL)", a step down subsidiary of the company, CBI has filed FIR against REL, its Promoters and Directors on 12-03-2019 under Prevention of Corruption Act and Indian Penal Code. Subsequently, the Enforcement Directorate has raided the premises of "the company" on 11-06-2021 and the investigation is under progress,

We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the Standalone Financial Results section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial results under the provisions of the Companies Act, 2013 and the Rules there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Management's Responsibilities for the Standalone Financial Results

These quarterly financial results as well as the year to date standalone financial results have been prepared on the basis of the interim financial statements. The Company's Board of Directors are responsible for the preparation of these financial results that give a true and fair

P.MURALI&CO., oe Tel. —_: (91-40)2332 6666, 2331 2554
<br>CHARTEREDACCOUNTANTS6-3-655/2/3,SOMAJIGUDA,HYDERABAD- 500 082. INDIA ceeWebsite 2339 3967,2332 1470y,Hela) Se a4E-mail: [email protected][email protected]www.pmurali.com:

view of the net profit/loss and other comprehensive income and other financial information in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, 'Interim Financial Reporting' prescribed under Section 133 of the Act read with relevant rules issued there under and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. 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 preventingand 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 results that give a true and fair view and are free from material misstatement, whether due to fraud or error. |

In preparing the standalone financial results, the Board of Directors are responsible for assessing e 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 the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so,

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

Auditor's Responsibilities for the Audit of the Standalone Financial Results

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

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

eIdentify and assess the risks of material misstatement of the standalone financial results, 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.

P.MURALI & CO., Tel. — : (91-40) 2332 6666, 2331 2554 , 2339 3967, 2332 1470 | CHARTERED ACCOUNTANTS . : \ | 6-3-655/2/3, SOMAJIGUDA, Fax — (91-40) 2889 2474 HYDERABAD - 500 082. INDIA E-mail +: [email protected] [email protected] Website : www.pmurali.com

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

* Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.

*Conclude on the appropriateness of the Board of Directors' 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 financial results 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 Company to cease to continue as a going concern.

«Evaluate the overall presentation, structure, and content of the standalone financial results, including the disclosures, and whether the financial results 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 contro] 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.

For P. Murali& Co, Chartered Accountants, Firm's Registration No: 0072578; ~

A Krishna Rao Se Partner / Membership No:020085 UDIN: 21020085AAAAQKS8460

Place: Hyderabad Date: 09-07-2021

MADHUCON PROJECTS LIMITED CIN-L74210TG1990PLC011114 Regd, Office:1-7-70, Jublipura, Khammam - 507003, Telangana

STATEMENT OF CONSOLIDATED AUDITED FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED MARCH 31, 2027

MADHUCON PROJECTS LIMITED
Regd, Office:1-7-70, Jublipura, Khammam - 507003, Telangana CIN-L74210TG1990PLC011114
STATEMENT OF CONSOLIDATED AUDITED FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED MARCH 31, 2027
(Rs. in Lakhs)
& Particulars Consolidated
31.03.2021 Quarter ended31.12.2020 31.03.2020 Year ended31.03.2021 31.03.2020
PART-I Audited Unaudited Audited Audited Audited
ll Revenue from OperationsOther income 44,570.414,591.55 19,013.911,890.20 29,744.371,659.96 90,916.2312,484.10 73,413.094,604.02
Il Total Income (HI)IV_ Expenses: 49,161.96 20,904.41 31,404.33 1,03,400.33 78,037.11
{a} Cost of Materials Consumed(bh) Changes In Inventory of Finished goods, Work-in 82,682.96 1,800.58 25,720.23 88,842.93 60,650.24
Progress and stock-in-trade{c) Employee benefits expense (32,498.44)809.75 14,878.74792.45 1,394.81550.36 885.61
(¢) Other expenses 2,792.85 2,496.423,530.72
{e) Financial Casts (8,105.46)21,746.38 767.40848.61 (417.53)§,390.01 1,994.5224,570.33 3,047.0315,028.49
(f) Depreciation and amortisation expenseTotal Expenses 3,261.7167,896.89 3,362.9922,450.77 (12,758.06)19,879.82 12,871.321,31,961.55 7,157.7490,910.61
V Profit/(Loss) Before Exceptional Items and tax [ill-IV)'fl Exceptional tems (18,734.93)- (1,546.66) 11,524.51 (28,561.22) {12,893.50}-
Provision for impairment on nvestmentsShare of (Loss) from Assoclate Company -982.39 97,027.06 982.39 97,027.06
Vil Profit/(Loss) Before Tax (3-4)Vill Tax Expense (17,752.54) (1,546.66) (85,502.55) {27,573.83} (1,09,920.56)
a) Current Taxb) Adjustments relating to earlier years (0.00) (5,392.23) -
¢) Deferred TaxTotal Tax [a+b] (374.22)(374,22) 194.78194.78 (1,433.57)(1,433.57) 3,982.68(1,409.55) 1,583.671,583.67
IX Profit/{Loss) fram Continuing operations (VIt-VIII)X Profit/{Loss) from discontinued operations (17,378.33)- (1,742.44) (84,068.98) (26,169.29) (411,504.23)-
Xl Tax Expense of discontinued operations - =-
XIl_ Prafit/{Loss) from discontinued operations after tax (X-XI)XU Profit/Loss forthe period (IM+XII)Attributable to: (17,376.33) (1,741.44) (84,068.98) (26,169.29) {1,11,504.23)
- Share Holders of the Parent Company (45,227.10) (1,535,44) (80,519.46) (23,339.24) (106,582.94)
- Non Controlling InterestXIV Other Comprehensive Income (net of tax}A} Items that will not be reclassified to profit or loss (2,151.25)-- (755.97) {3,549.52}-- (2,830.05) (4,921.29)*
{i)Re-measurement gains/(losses) on defined benefit plansShare of Other Comprehensive income transferred ta Non Controlling (35.65) 204.35 (35.65) 204.36
interest(ii) Income tax relating ta these items - 0.01- 0.01-
B) (i) terms that will be reclassified ta profit or loss >
(iD Incometax relating ta these itemsShare of Profit /(Loss} transferred to Non Controlling Interest - 4:
Total Other Comprchensive income,net of taxAttributable to: (35.65} 204.37 (35,65) 204.37
- Share Holders of the Parent Company-Non Controlling Interest =-
xv 'Tota! Comprehensive Incame {XIlt+XI¥}Attributable to: (15,262.75)2 (1,585.44) (80,315.09) (23,374.89) (1,06,378.57)
~ Share Holders of the Parent Company- Non Controlling interest {15,262.75} (1,585.44) (80,315.09) (23,374.89) (1,06,378.57)-
XVI Pald - up Equity Share Capital (Face value of Rs.1/- per share)XVII Toal Reserves ie Other equity 737.95 737.95 737,95 737.95 737,95-
Earning per share (of As.1/- each) (not annualised} (for discontinued andXVIII continuing operations)- Basic and Diluted (20,63) (2,15) (109.11) (31.63) (144.43)

Notes:

  • PB Nn w = The above results have been reviewed by the Audit Committee at its meeting held on O9th July, 2021 and approved by the Board of Directors of the Company at its meeting held on 09th July, 2021. The Statutory Auditors have submitted Audit Report on the Audited Financial Results for Quarter and Year ended 31st March, 2021.
  • The Company's operations primarily consists of construction-project activities and there are no other reportable segments under Ind AS 108 "Operating Segments".
  • The Consolidated Audited Financial Results of the Company have been prepared in accordance with the Indian Accounting Standards prescribed under section 133 of the Companies Act, 2013 ("the Act"} read with relevant rules issued thereunder ("ind AS") and other accounting principles generally accepted in India and un terms of Regulation 33 of the SEBI (Listing Obligation and Disclosure Requirements), Regulations, 2015.
  • The figures for the Quarter ended March 31, 2021 and March 31, 2020 are the balancing figures between the Audited figures in respect of the full Financial Year and Ungudited published figures upto the Third Quarter for the respective years.
  • 5 Figures of previous period have been regrouped /rearranged wherever necessary.
  • on ~ As per the management assessment on the impact of second wave of Covid-19 pandemic on the business operations of the company, there is a Impact on the achievement of targeted top line and cash flow of the Company. The Company will continue to evaluate and monitor material changes to future economic canditions arising from the on going second wave and will update Its assessment.
  • "the company" during the current year has written off the investments of Rs. 22,727 lakhs held in Simhapurl Energy Limited (SEL) a step down subsidiary, in case

of which a provision was made in the previous year. Trade receivables of Rs. 8598.04 Lakhs from "SEL" is written off as bad debts during the current year

: a Managing Director DIN: 00784491

By Order of the Board far Ihucon Projects Limited

Place: Hyderabad Date 209-07-2021

MADHUCON PROJECTS LIMITED

MADHUCON PROJECTS LIMITED
Consolidated Balance Sheet as at March 31, 2021 {in Lakhs}
ASSETS NoteNo. As atMarch $1, 2021 As atMarch 21, 2020
Non-Current AssetsProperty, Plant and Equipment 2.1 10,622.70 12,431.03
Capital Work-in-ProgressIntangible Assets{v) Intangible Assets under Development 2.121a 15,013.4164,254.46496,333,14 15,090.001,11,146.15
Investment PropertiesFinancial Assets 41.36 -61.46
InvestmentsTrade ReceivahlesLoans 2.22.32.4 75,338.03451.821,072.55 97,080.64=5,909.75
Others Financial AssetsDeferred Tax Assets (Net} 2.52.36 74,737.374,438.51 $1,203.663,180.54
Other Non-Current AssetsTotal Non-Current AssetsCurrent Assets 2.6 26,423.43 3,15,726.78 12,415.87 3,38,519.10
InventoriesFinanclal Assets 2.7 1,479.27 2,935.21
InvestmentsTrade Receivables 2.8 64.07447.44 43.29
11,701.02
Cash and Cash EquivalentsBank Balances other than aboveLoans 2.92.102.11 6,460.24589.93130,16 8,090.84577.65140,90
Others Financial AesetaCurrent Tax Asset (Net) 2.122.13 1,85,669,256,202.79 94,134.8622,199,355
Other Current AssetsTotal Current AssctsTotal Asseta 2.14 13,692.95 2,14.736.046,33,462.82 18,288, 15 158,111.274,96,630.37
EQUITY AND LIABILITIES
Equity Equity Share CapitalOther Equity 2.152.16 740.32(1,90,160.04) 740.32{2,43,839.86)
Less : Profit / (Loss) from AssociatesEquity Attributable to Shareholders of the Company 582.30 {1,88,437.23) - (2,43,099.54)
Non-Controlling InterestsTotal EquityLiabilities (9,735.00)(1,98,172.33) (6,666.02)(249,765.56)
Fon-Current LiabilitiesFinancial Liabilities
BorrowingsTrade PayablesOther Financial Liabilities 2.172.182.19 2,39,123,.4012,204.571,537.50 1,77,603.9011,635.136,533.31
ProvisionsDeferred 'Tax Liabilities (Net) 2.20 33,571.93- 17,991.45-
Other Non-Current Liabilities'Total Non-Current Liabilities 2,21 3,256.62 2,39,694,02 4,798.76 2, 18,562.55.
Current LiabilitiesFinancial LiabilitiesBorrowings 2.22 1,33,918.26 2,21,387,79
Trade PayablesOther Financial Liabilities 2.232.24 63,373.4070,601.57 47,613.8062,223.17
Other Curvent LiabilitiesProvisionsCurrent Tax Liabilities (Net)Total Current Liabilities 2.252.26 83,372.1068,530.382,145.42 4,41,941,13 64,178.191,11,030.3221,400.11 5,27,833.38

Place : Hyderabad Date: July 09 , 2021

Manaping Director

DIN 00784491

For behalf of the Board

Madhucon Projects Limited Consolidated Cash Flow Statements for the Year ended March 31, 2021

Madhucon Projects Limited
Consolidated Cash Flow Statements for the Year ended March 31, 2021
Year ended ( in Lakhs)Year ended
Cash flow from operating activities March31, 2021 March 31, 2020
(Loss) / Profit before tax (27,578.83) {1,09,920.56)
Adjustments for:Depreciation and amortisation expense 12,871.32 7,157.74
Dividend Income (0.74)(105.64) (0.86)(47.16)
Interest IncomeImpiarment 7 97,027.06
Finance costs 24,570.33 15,028.49
Operating Profit Before Working Capital Changes 37,335.279,756.43 1,19,165.279,244.71
___ Change in Working Capital
(Increase) /decrease in Trade Receivables 10,801.76 (8,034.22)
3,353.16
(Increase] /decrease in Inventories 1,455.93
(Increase) /decrease in Other Financial Assets (85,081.30) 67,202.61
(Increase} /decrease in Other Current and Non-Current AssetsIncrease /(decrease) in Loans 6,584.264,847.95
Increase / (decrease) in Trade Payables 16,329.09
Increase / (decrease) in Other Financial Liabilities (2,018.79)
Increase/ (decrease) in Other Current and Non-Current LiabilitiesCash generated from operations (8,523.52)(45,848.18)
Income taxes paid (5,392.23) -
Net cash from operating activities (40,455.95)
Cash flows from investing activities
Purchase of Property, Plant and Equipment including CWIPChange in Capital Reserve and others (10,417.57)(7,194.41) -
Purchase of Investments =
Due to Derecognation of Simhapuri 1,01,474.32
(increase) / decrease in other bank balancesDividend Received (25.49)0.74
Interest Received 105.64
Net cash used in investing activities 83,943.24
Cash flows from financing activities
Proceeds/ (Repayment) of long term borrowings 66,921.97(87,469.53) -
Proceeds from short term borrowings (net)Interest paid (24,570.33}
Net cash used in financing activities (45,117.89)
Net increase/(decrease} in cash and cash equivalents (1,630.60)
Cash and cash equivalents at the beginning of the financial yearCash and cash equivalents at end of the year 8,090.856,460.24 2,133.36
Reconciliation of cash and cash equivalents as per with the (44,157.16)(18,092.12)(61,315.04)(9,033.02)(58,697.72)(58,697.72)2,93,645.55167.01(9,407.19)(145.49)0.8547.162,84,307,89(2,05,835.44)(15,028.49)(2,20,863.93)4,746.253,344.598,090.84
Balance SheetCash and Cash Equivalents end of the Year 6,460.246,460.24 8,090.848,090.84

By order and the Board For and on behalf of the Board

Managing Director DIN-00784491

Place : Hyderabad Date : July 09, 2021

ANNEXURE |

$\blacksquare$
Statement on Impact of Audit Qualifications (for audit report with modified opinion) submitted ANNEXURE
along - with Annual Audited Financial Results - Consolidated Rs. In Lakhs
Statement on Impact of Audit Qualifications for the Financial Year ended March 31, 2021
(Regulation 33 / 52 of the SEBI (LODR) (Amendment) Regulations, 2016))Audited Figures Adjusted Figures
S.No. Particulars (as reportedbefore adjusting (audited figures afteradjusting for
(or qualifications) qualifications)
1. Turnover / Total income 1,03,400.33 Not Ascertainable1,31,961.55 Not Ascertainable
2 Total ExpenditureNet Profit/(Loss) (23,374.89) Not Ascertainable
34 Earnings Per Share (31.63) Not Ascertainable
5 Total Assets 5,33,462.82 Not Ascertainable
6 Total Liabilities 7,31,635.15 Not Ascertainable
7 Net Worth (1,98,172.33) Not Ascertainable
8 Any other financial item(s) (as felt
Ħ appropriate by the management)
a Audit Qualification (each audit qualification separatelyDetails of Audit Qualification: Separale sheel of replies enclosed
$\mathbf b$ Type of Audit Qualification: Qualified Opinion / Bisclaimer of Opinion / Adverse Opinion
c Frequency of qualification: Whether appeared first time / repatitive / since how long continuing
For Audit Qualification(s) where the impact is quantified by the auditor. Management's Views:For Audit Qualification(s) where the impact is not quantified by the auditor:
ī Management's estimation on the impact of audit qualification: Not Ascertainable
ij.îί If management is unable to estimate the impact, reasons for the same: Not AscertainableAuditors' Comments on (i) or (ii) above: Not Ascertainable

oa (Ch. Lakshimt Kumari) (Seethaaiyam [|K.Venkateswarlt) Chief Financial Officer

ree Projects Limlted \Qs th, ares Bere

Managing Director Chairman of Audit Committee

For P. MURAL] ¢ Chartered Accountanig" ~ FRN 70072578 A. KRISHNA RAO Partner M. No, 020085

P.MURALICO.,& O67,—_: (91-40) 2332 6666, 2331 2554Tel.
CHARTERED ACCOUNTANTS6-3-655/2/3, SOMAJIGUDA,HYDERABAD- 500 082. INDIA eaeSTOaaseFax:(91-40) 2339 2474[email protected]E-mail:[email protected]
www.pmurali.comWebsite:

Auditor's Report on Consolidated Financial Results of M/s. Madhucon Projects Limitedpursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015.

To The Board of Directors M/s. MADHUCON PROJECTS LIMITED

1. Qualified opinion

Ce eee

We have audited the accompanying statement of consolidated financial results (the statement) of M/S MADHUCON PROJECTS LIMITED ('the Company') and its subsidiaries and Associate (the Company and its subsidiaries and Associates together referred to as, 'the Group') for the year ended March 31, 2021, attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with SEBI Circular No. CIR/CFD/ FAC/ 62/2016 dated July 5, 2016.

This Statement which is the responsibility of the Company's management and have been approved by the Board of Directors of the Company, has been compiled from related consolidated financial statements which have been prepared in accordance with Indian Accounting Standards specified under Section 133 of the Companies Act 2013 read with relevant rules issued there under and other accounting principles generally accepted in India; Our responsibility is to express an opinion on the consolidated Ind AS financial statements as at and for the year ended March 31, 2019; and the relevant requirements of Regulation 33 Of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with SEBI Circular No. CIR/CFD/ FAC/ 62/ 2016 dated July 5, 2016.

We conducted our audit in accordance with the auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial results are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts disclosed as financial results. An audit also includes assessing the accounting principles used and significant estimates made by management. We believe that our audit provides a reasonable basis for our opinion.

In our opiniairand to the best of our information and according to the explanations given to "

P.MURALI & CO., Tel. : (91-40) 2332 6666, 2331 2554 CHARTERED ACCOUNTANTS eee et, abe VEY 6-3-655/2/3, SOMAJIGUDA, Fax —: (91-40) 2339 2474 HYDERABAD - 500 082. INDIA E-mail: [email protected] [email protected] Website : www.pmurali.cam

us and based on the consideration of the reports of the other auditors on subsidiaries and step down subsidiaries of the Group referred to in below Paragraph 5 and except for the possible effects of the matters described in below paragraphs5 &6, the year to date consolidated financial statement:

  • i) Includes the results of the entities listed in Annexure,
  • ii) Are presented in accordance with the requirements of regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as modified by circular no. CIR/CFD/FAC/ 62/2016 dated July 5,2016 in this regard; and
  • iii) Give a true and fair view in conformity with the aforesaid Indian Accounting standards and other accounting principles generally accepted in Indiaof the consolidated loss and total comprehensive income and other financial information of the group for the year ended March 31, 2021.

2. Basis for Qualified Opinion

  1. i) "the company" during the current year has written off the investments of Rs. 22,727 lakhs held in Simhapuri Energy Limited (SEL) a step down subsidiary, in case of which a provision was made in the previous year.

ii) Trade receivables of Rs. 8598.04 Lakhs from "SEL" is written off as bad debts during the current year.

    1. We refer to the carrying value of investments held in and unsecured loans and advances given by the company to its subsidiaries, which have been incurring losses and in case of some of these companies, net worth was fully or substantially eroded. In the absence of fair valuation of these investments, we are unable to comment upon the carrying value of investments and we are unable to comment whether any provision for impairment in the value of investments, loans and advances is required.
    1. We refer to the " Madhucon Mega Mall Private Limited (MMMPL) a subsidiary of th company incorporated for developing shopping mall cum multiplex on leased land taken from Andhra Pradesh housing Board ( Now known as Telangana housing Board) ("The Board") at Kukatpally in Hyderabad. Pending approval from government to start the project, the carrying values of Investments in and Loans Sanctioned to MMMPL amounting to Rs.3,500.00 lakhs and BRs.135.21 Lakhs respectively are shown as realizable at the Values Stated in the Books of Account.
    1. There are outstanding Loans and advances of Rs 4191.10 Lakhs and Rs 512.49 Lakhs granted to "Nama Investments Limited" and "NNR Infra Investments Private Limited" respectively, in which the Company's Directors have Interest. These Companies have been incurring Losses and accumulated losses exceeded the Net

P.MURALI & CO., Tel. : (91-40) 2332 6666, 2331 2554 CHARTERED ACCOUNTANTS 2339 3967, 2332 1470 6-3-655/2/3, SOMAJIGUDA, Fax =: (91-40) 2839 2474 HYDERABAD - 500 082. INDIA E-mail : [email protected] [email protected] Website : www.pmurali.com

  • . The company is yet to transfer unpaid dividend of an amount aggregating to Rs. 7,07,791/- relating to Financial Years 2008-09 to 2010-11 and 2012-13 from unpaid dividend account to Investor Education and Protection Fund (IEPF).
  • "the Company" has defaulted in repayment of dues to Banks and financial institutions amounting to Rs.68,662.61 Lakhs and _ Rs.4,522.22 Lakhs respectively as per books of account. Ail the loans outstanding were classified as NPA by the Banks and Financial Institutions. Interest on these loans have not been provided for the financial years 2018-19, 2019-20 & 2020-21.
  • . In the absence of confirmations of Trade Payables and various advances/loans, we are unable to comment on the extent to which such balances are payable/ recoverable.
  • . There are some delays in depositing undisputed statutory dues including Provident Fund, Employees' State Insurance, Income-tax, Sales Tax, Service Tax, Value Added Tax (VAT), Cess and other statutory dues applicable to it. Undisputed amounts payable in respect thereof, which were outstanding for more than six months from the date they became payable are as follows:
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Worth. The management is yet to assess the risk of default and resultant expectedcredit loss allowance on such loans and advances.
The company7,07,791/- is yet torelating to Financialdividend account to Investor Education and Protection Fund (IEPF). transfer unpaiddividendYears2008-09to of an amount aggregatingand2010-112012-13 Rs.tofrom unpaid
"theinstitutions Company"defaultedhasamountingtorespectively as per books of account. Ail the loans outstanding were classifiedas NPA by the Banks and Financial Institutions.not been provided in repayment ofRs.68,662.61 BanksduestoLakhsand _Rs.4,522.22Interest on these loans havefor the financial years 2018-19, 2019-20 & 2020-21. andfinancialLakhs
weare In the absence of confirmations of Trade Payables and various advances/loans,commentunabletopayable/ recoverable. extentonthe whichsuchto balancesare
Taxthe Fund, Employees' State Insurance, Income-tax, Sales Tax, Service Tax, Value Added(VAT),Cessandotherpayable in respect thereof, which were outstanding for more than six months fromdate they became payable are as follows: duesapplicablestatutory Undisputedtoit. amounts
S.No. Name of the Status Nature of Due Period Rs. in Lakhs
1 IncomeTaxThe1961 Act, DividendDistribution Tax& Interest on it 2011-12 to 2015-16 139.93
2 Professional Tax PT PAYABLE 2011-12 to 2020-21 66.42
3 The Employees Provident fund 2013-14 to 2019-20 93.88
Provident funds andMiscellaneousprovision act 1952
4 Sales Tax Sale Tax payable 2013-14 to 2020-21 82.67
5 Works Contract Tax Works ContractTax 2014-15 to 2019-20 601
6 Goods and ServiceTax Goods and ServiceTax 2020-21 1.25
7 The Income Tax Act,1961 [Tax Deducted atSource 2020-21 155.56

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    1. The Company is yet to file final GST Returns for the FY 2020-21 in case of a few states. The turnover and input credits are subject to reconciliation.
  • 10.In view of losses incurred by "the company" and in the absence of prior approval from the lender banks and financial Institutions, managerial remuneration paid by the company during the year is in excess of the limits specified under section 197 read with schedule V of Companies Act,2013,
  • 11.In case of "Ranchi Expressways Ltd (REL)", a step down subsidiary of the company, CBI has filed FIR against REL, its Promoters and Directors on 12-03-2019 under Prevention of Corruption Act and Indian Penal Code. Subsequently, the Enforcement Directorate has raided the premises of "the company" on 11-06-2021 and the investigation is under progress.
  • 12."Madhucon infra Limited (MIL)", which is a subsidiary to the Company, has defaulted in repayment of dues to Banks and financial institutions (excluding debentures) amounting to Rs. 17.18 Crores and Rs,16.57 Crores respectively as per books of account. All the loans outstanding were classified as NPA by the Banks and Financial Institutions. Interest on these loans have not been provided for the financial years 2018-19,2019-20 & 2020-21. Borrowings from banks and financial institutions are subject to confirmation and reconciliation.
  • 13.The IFCI Ltd had approved one-time settlement (OTS) of its outstanding dues of ' Rs.190.96 Crores vide its letters dated February 24th 2020. In terms of settlement, OTS amount of Rs. 70 Crores was to be paid by the company in three instalments. However, the company made the payment of two instalments of Rs. 10.5 Crores up to 31st March,2021.
  • i4.Madhucon infra Limited, which is a subsidiary to the Company, has made a provision in case of all other subsidiaries of Rs, 58.66 Crores towards impairment at 5% on all investments in equity and other investments made and in the absence of fair valuation of the same, we are unable to comment on the adequacy of the provision made.
  • 15.Madhucon Infra Limited which is a subsidiary to the company, balances as at 31 March,2021 in respect of Some subsidiaries are subject to reconciliation. .

3. Eniphasis of Matter

Madhucon Heights Private limited, which is a subsidiary to "the company", the accumulated losses have completely eroded the Net worth of the company. The company has suffered recurring Losses. The accounts of the company have been prepared on the

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CHARTERED ACCOUNTANTS : 1 aD SPRL 1S2 1470 6-3-655/2/3, SOMAJIGUDA, Fax —: (91-40) 2339 2474 HYDERABAD - 500 082. INDIA E-mail : [email protected] [email protected] Website : www.pmurali.com

basis of going concern assumption. However, the eroded Net worth will significantly affects the company's ability to continue as a going concern unless it raises capital in order to fund its operations.

4. Other Matter Paragraph:

  • a) We did not audit the financial statements and other financial information of one subsidiary and seven step down subsidiaries included in the statement, whose financial statements together comprise total assets, before elimination, of Rs.3,92,286.48 Lakhs as at March 31, 2021, total Revenue of Rs.31,341.80 Lakhs, total Loss & total Comprehensive Income of Rs. 32,099.93 Lakhs and net cash flows amounting to Rs. 5,344.77 lakhs for the year then ended. The financial statements and other financial information of these subsidiaries have been audited by other auditors whose reports have been furnished to us by the Management, and our audit opinion on the consolidated financial results, to the extent they have been derived from such financial statement is solely based on the reports of the other auditors.
  • b) The financial statements and other financial information of PT Madhucon Indonesia, a Foreign step down subsidiary of the company included in the statement, is unaudited, whose financial statements comprise total assets, before elimination, of Rs.8,911.83 Lakhs as at March 31, 2021, total Revenue of Rs.46.20 Lakhs, total Loss & total Comprehensive Income of Rs. 22.81 Lakhs and net cash flows amounting to Rs. 7.28 lakhs for the year then ended. The Financial statements / financial information of this company 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 this Foreign step down subsidiary, and our report in terms of sub-sections (3) and (11) of section 143 of the Act, in so far it relates to the aforesaid subsidiary, is based solely. on such unaudited financial statements / financial information.
  • c) "The company" is preparing consolidation with its subsidiaries and step down subsidiaries. "MIL", subsidiary of "the company", is preparing only standalone financials and no consolidation with its subsidiaries is done by "MIL", reference to the notification issued by MCA dated 27-07-2016 and also Rule 6 of section 129(3) of the Companies Act, 2013.
  • d) The Consolidated Financial Results of "the company" for the year ended 31st March, 2021, does not include the financial statements/ financial results of "Simhapuri Energy Limited" (SEL) a step down subsidiary of the company, in case of which "The Hon'ble National Company Law Tribunal "(NCLT) by an order dated 26-06-2020 admitted the Corporate insolvency resolution process (CIRP).

P.MURALI & CO., Tel. _: (91-40) 2332 6666, 2331 2554 +] CHARTERED ACCOUNTANTS 2359'3967, 2952 1470 6-3-655/2/3, SOMAJIGUDA, . Fax —: (91-40) 2339 2474 HYDERABAD - 500 082. INDIA E-mail : [email protected] [email protected] Website : www.pmurali.com

Our opinion on the statement is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors.

  1. The independent auditors of "Barasat-Krishnagar Expressways Limited ('BKEL')" which is a step-down subsidiary to the Company, have given "Opinion" /""Emphasis of Matter Paragraph" /"Other Matter Paragraph" in their audit report, on the financial statements for the year ended March 31,2021 which are reproduced below:

Opinion:

Due to termination of the project of the company, going concern assumption is not appropriate and financial statements have been drawn accordingly. Cost incurred on the project up to 31-3-2021 at Rs. 5,79,55,85,497/-including the Cost and expenses incurred on and for the project for the financial year covered under the audit report instead of writingoff to profit & loss have been accounted as NHAI Claims receivable under the head "Other Current Financial Assets" which is In contravention of the provisions of Indian accounting standard Ind AS 37 (Provisions, Contingent Liabilities and Contingent Assets) claims being contingent asset in nature. This has resulted in over-statement of Current Assets and understatement of loss for the year accordingly and Cumulative loss to that extent. Further, no interest has been provided for on the borrowings from institutions.

Emphasis of Matter:

    1. We draw attention to note no. 1 in the financial statements "The construction work is . delayed due to pending approvals and right of way to be provided by NHAI. The Company had issued notice for termination of the project to NHAI on 31st December, 2015. The company and NHAI entered into a Supplementary Agreement to the 'Concession Agreement dated 20th June, 2011' on 2nd May, 2016 for inclusion of the clause of 'Society for Affordable Redressal of Disputes' (GAROD) Committee for arbitration. NHAI had also issued notice for terminations of the project vide its letter dated 3rd May, 2016 and the company had replied that the notice is not valid. Both Company and NHAI appointed arbitrators. The Arbitration proceeding are in progress with SAROD.
    1. As the borrowings from secured lenders have been declared as Non-performing asset by the lender, interest on related borrowings have not been accounted for.

In view of the above going concern assumption is not appropriate and therefore financial statements have been drawn accordingly

An amount of Rs.15775.00 lacs hitherto shown as part of other equity from group companies has been now reclassified as Long term borrowings and the same have been

CWS" Fs

P.MURALI & CO., Tel. (91-40) 2332 6666, 2331 2554 t 2339 3967, 2332 1470 CHARTERED ACCOUNTANTS , 6-3-655/2/3, SOMAJIGUDA, Fax —_: (91-40) 2339 2474 HYDERABAD - 500 082. INDIA E-mail : [email protected] [email protected] Website : www.pmurali.com

reclassified and regrouped in previous years for comparison purpose resulting in the overstatement of long term borrowings and corresponding understatement of Equity.

Our opinion is not modified in respect of these matters.

Other Matters:

Further to the continuous spreading of COVID-19 across India, there was a virtual & non movement of people various state governments announced a strict lockdown in the month of May, 2021 and further extended to control the spread of virus. This has resulted in restriction on physical visit to the client locations and the need for carrying out alternative audit procedures as per the standards on auditing prescribed by the Institute of Chartered Accountants of India (ICAI).

As a result of the above, the entire of audit was carried out based on remote access of the data as provided by the management. This has been carried out based on the advisory on "Specific considerations while conducting distance audit/ remote audit/ online audit under COVID-19 situation" We have been represented by the management that the data provided for our audit purposes is correct, complete, reliable and are directly generated by the accounting system of the company without any further manual modifications.

We bring to the attention of the users that the audit of the financial statements has been performed in the aforesaid conditions.

Our audit opinion is not modified in respect of the above.

. The independent auditors of "Rajauli-Bakthiyarpur Expressways Limited ('RBEL')" which is a step-down subsidiary to the Company, have given "Emphasis of Matter Paragraph" /" Other Matter Paragraph" in their audit report, on the financial statements for the year ended March 31,2021 which are reproduced below:

Emphasis of Matter:

Project of the Company has been foreclosed with mutual consent, therefore, going concern assumption is not appropriate and financial statements have been drawn accordingly. As the project of the company has been foreclosed with mutual consent, cost incurred on the project up-to 31st March, 2021 Rs.8,15,39,853/- instead of writing-off, has been accounted as Claims receivable under the head "Other Current Assets" which is in contravention of the provisions of Indian accounting standard Ind AS 37 (Provisions, Contingent Liabilities and Contingent Assets) claims being contingent asset in nature. This has resulted in overstatement of Current Assets by Rs.8,15,39,853/- and understatement of cumulative loss by the same amount. we

P.MURALI & CO., Tel. —_ : (91-40) 2332 6666, 2331 2554 CHARTERED ACCOUNTANTS | See S867, See ago 6-3-655/2/3, SOMAJIGUDA, Fax —: (91-40) 2339 2474 HYDERABAD - 500 082. INDIA E-mail : [email protected] [email protected] Website : www.pmurali.com

'The Company is continuing to expect the reliasation of the expenses incurred on the project recoverable within a period of 12 months. However, it is not materialised so far.

An amount of Rs.747.00 lacs hitherto shown as part of other equity from group companies has been now reclassified as Long term borrowings and the same have been reclassified and regrouped in previous years for comparison purpose resulting in the overstatement of long term borrowings and corresponding understatement of Equity.

Other Matters:

Further to the continuous spreading of COVID-19 across India, there was a virtual & non movement of people various state governments announced a strict lockdown in the month of May, 2021 and further extended to control the spread of virus. This has resulted in restriction on physical visit to the client locations and the need for carrying out alternative audit procedures as per the standards on auditing prescribed by the Institute of Chartered Accountants of India (ICAI).

As a result of the above, the entire of audit was carried out based on remote access of the data as provided by the management. This has been carried out based on the advisory on "Specific considerations while conducting distance audit/remote audit/online audit under COVID-19 situation" We have been represented by the management that the data provided for our audit purposes is correct, complete, reliable and are directly generated by the accounting system of the company without any further manual modifications.

We bring to the attention of the users that the audit of the financial statements has been performed in the aforesaid conditions.

Our audit opinion is not modified in respect of the above.

  1. The independent auditors of "Vijayawada-Machilipatnam Expressways Limited (VMEL)" which is a step-down subsidiary to the Company, have given "Emphasis of Matter Paragraph" /"Other Matter Paragraph" in their audit report, on the financial statements for the year ended March 31,2021 which are reproduced below:

Emphasis of Matter:

Vijayawada — Machilipatnam Expressways Limited (VMEL), a Public Limited Company,was incorporated under the Companies Act, 1956, on 28th Day of November, 2011 as a Special Purpose Vehicle for undertaking the work of Four Laning of Vijayawada-Machilipatnam Section of NH-9 fromKm.0.000 to Ktn.63.800 in the State of Andhra Pradesh on Design, Build, Finance, Operate, Maintain and Transfer -DBFOT (Toll) Basis, under NHDP Phase Ill. This project was awarded by National Highway Authority of India (NHAI). The Company was to hand over the Project Highway to NHAI on the expiry of the

P.MURALI & CO., Tel. : (91-40) 2332 6666, 2331 2554 CHARTERED ACCOUNTANTS 2a58 S20t, gaa TG 6-3-655/2/3, SOMAJIGUDA, : Fax = @1-40) 2989 2474 HYDERABAD - 500 082. INDIA E-mail : [email protected] [email protected] Website : www.pmurali.com

Concession Period of 20 years. Later, the agreement for the said project was terminated by NHAI. NHAI has not provided 80% of the Land.

All the expenditure incurred during the year has been sholwn as claim receivable from NHAI and is subject to ratification by NHAI

In view of the above an amount of Rs 68,77,165/- , has been accounted as Claims receivable under the head "Other Current Assets" which is in contravention of the provisions of Indian accounting standard Ind AS 37 (Provisions, Contingent Liabilities and Contingent Assets) claims being contingent asset in nature. This has resulted in over-statement of Current Assets by Rs 68,77,165/- and understatement of cumulative loss by the same amount. However, NHAI has terminated the contract. The Company is not confident of discharging it's liabilities in the normal course of business from the available funds.

Transactions of group companies routed through the company have no relevance to the business activities of this company. This has resulted in the increase in the current assets and liabilities of the company.

An amount of Rs.83.50 lacs hitherto shown as part of other equity from group companies has been now reclassified as Long term borrowings and the same have been reclassified and regrouped in previous years for comparison purpose resulting in the overstatement of long term borrowings and corresponding understatement of Equity.

In our opinion, the termination of the Concession Agreement and pending settlement of the claim by NHATI till date indicate the existence of a material uncertainty that cast significant doubt about the-Company's ability to continue as a going concern.

Other Matters:

Further to the continuous spreading of COVID-19 across India, there was a virtual & non movement of people various state governments announced a strict lockdown in the month of May, 2021 and further extended to control the spread of virus. This has resulted in restriction on physical visit to the client locations and the need for carrying out alternative audit procedures as per the standards on auditing prescribed by the Institute of Chartered Accountants of India (ICAI). .

As a result of the above, the entire of audit was carried out based on remote access of the data as provided by the management. This has been carried out based on the advisory on "Specific considerations while conducting distance audit/remote audit/ online audit under COVID-19 situation" We have been represented by the management that the data provided for our audit purposes is correct, complete, reliable and are directly generated by the accounting system of the company without any further manual modifications.

P.MURALI & CO., Tel. —_: (91-40) 2332 6666, 2331 2554. CHARTERED ACCOUNTANTS 2500 SOGT, 2582 1470 6-3-655/2/3, SOMAJIGUDA, Fak Hetsie) 2an8 2878 HYDERABAD - 500 082. INDIA E-mail : [email protected] [email protected] Website : www.pmurali.com

We bring to the attention of the users that the audit of the financial statements has been performed in the aforesaid conditions.

Our audit opinion is not modified in respect of the above.

. The independent auditors of "Madurai Tuticorin Expressways Limited (MTEL)" which is a step-down subsidiary to the Company, have given "Emphasis of Matter Paragraph" /"Other Matter Paragraph"/ "Report on Other Legal and Regulatory Requirements" in their audit report, on the financial statements for the year ended March 31,2021 which are reproduced below:

Emphasis of Matter:

MADHURALTUTICORIN Expressways Limited (MTEL) has taken loans from different financial institutions. Now those loans became NPAs. As per RBI guidelines, interest on such loans need to be recognized on cash basis and not on accrual basis. Hence, interest has not been recognized for part of the year on both long term and short term portions of loans.

An amount of Rs.106.47 crores hitherto shown as part of other equity from group companies has been now reclassified as Long term borrowings and the same have been reclassified and regrouped in previous years for comparison purpose resulting in the overstatement of long term borrowings and corresponding understatement of Equity.

The provision for MMR has not been provided in accordance with the future requirements as estimated

Other Matters: .

Further to the continuous spreading of COVID-19 across India, there was a virtual & non movement of people various state governments announced a strict lockdown in the month of May, 2021 and further extended to control the spread of virus. This has resulted in restriction on physical visit to the client locations and the need for carrying out alternative audit procedures as per the standards on auditing prescribed by the Institute of Chartered Accountants of India (ICAI).

Asa result of the above, the entire of audit was carried out based on remote access of the data as provided by the management. This has been carried out based on the advisory on "Specific considerations while conducting distance audit/remote audit/online audit under COVID-19 situation" We have been represented by the management that the data provided for our audit purposes is correct, complete, reliable and are directly generated by the accounting system of the company without any further manual modifications.

P.MURALI & CO., Tel. _ : (91-40) 2332 6666, 2331 2554 CHARTERED ACCOUNTANTS ee aes 0 6-3-655/2/3, SOMAJIGUDA, Fan: eft 40) 2200 24rd HYDERABAD - 500 082. INDIA . E-mail : [email protected] [email protected] Website : www.pmurali.com

We bring to the attention of the users that the audit of the financial statements has been performed in the aforesaid conditions.

Our audit opinion is not modified in respect of the above.

Report on Other Legal and Regulatory Requirements

  • i. The Company has pending litigation at the Madurai Bench of The Honorable High Court of Madras, Bench made by Bus Owner's Association against Madurai plaza to direct the concessionaire to collect 50% of toll fee. However the Honorable High Court ordered to collect 70% of toll fee from 21.12.2018 onwards till the relevant section of NH-45 B toll highway has been fully relied as per the specifications in the Concession Agreement.
  • ii. The Company did not have any long-term contracts including derivative contracts for . which there were any material foreseeable losses.
  • iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
  • iv. No deferred tax provisions have been made in view of the estimation of inadequate revenue in future to adjust the same.
  • . The independent auditors of "Chhapra- Hajipur Expressways Limited (CHEL)" which is a step-down subsidiary to the Company, have given "Emphasis of Matter Paragraph" /"Other Matter Paragraph" in their audit report, on the financial statements for the year ended March 31,2021 which are reproduced below:

Emphasis of Matter:

Chhapra- Hajipur Expressways Limited (CHEL), a Public Limited Company, was incorporated under the Companies Act, 1956, on the 02nd Day of June, 2010 as a Special Purpose Vehicle for design, build, operate, finance and transfer of 4 lining of Chhapra-Hajipur section of NH-19 from Kilometres 143.200 to kilometres 207.200 in the state of Bihar on annuity basis for a Concession Period of 15 years (2.5 years of construction period and 12.5 years of operating period).

The contract was awarded by NHAI. The company shall hand over project to the NHAT on expiry of concession period. The concession agreement, on execution, will entitle the company to take a fixed sum of annuity for every 6 months, in arrears, starting from the date of commencement of commercial operations (COD) from NHAIL The construction work is in Progress.

No deferred tax provisions have been made in view of the estimation of inadequate revenue

P.MURALI&CO., _ Tel. —_: (91-40) 2332 6666, 2331 2554 CHARTERED ACCOUNTANTS 2339 3967, 2332 1470 6-3-655/2/3, SOMAJIGUDA, Fax: (91-40) 2339 2474 HYDERABAD - 500 082. INDIA E-mail : [email protected] [email protected] Website : www.pmurali.com

in future to adjust the same.

Items previously classified under Other Equity amounting to Rs.2,16,56,84,448/ - are now reclassified under Long term borrowings resulting in decrease of Other Equity and increase of Long term borrowings

The amount spent on project is shown as receivable from NHAI, but it should be treated as intangible assets and be shown as such

Subject to Ind AS adjustments carried out during the year

Other Matters:

Further to the continuous spreading of COVID-19 across India, there was a virtual & non movement of people various state governments announced a strict lockdown in the month of May, 2021 and further extended to control the spread of virus. This has resulted in restriction on physical visit to the client locations and the need for carrying out alternative audit procedures as per the standards on auditing prescribed by the Institute of Chartered Accountants of India (ICAI).

As a result of the above, the entire of audit was carried out based on remote access of the data as provided by the management. This has been carried out based on the advisory on "Specific considerations while conducting distance audit/remote audit/online audit under COVID-19 situation" We have been represented by the management that the data provided for our audit purposes is correct, complete, reliable and are directly generated by the accounting system of the company without any further manual modifications.

We bring to the attention of the users that the audit of the financial statements has been performed in the aforesaid conditions.

Our audit opinion is not modified in respect of the above.

  1. The independent auditors of "TrichyThanjavur Expressways Limited (TTEL)" which is a step-down subsidiary to the Company, have given "Emphasis of Matter Paragraph" /"Other Matter Paragraph" in their audit report, on the financial statements for the year ended March 31,2021 which are reproduced below:

Emphasis of Matter:

TRICHY-THANJAVUR Expressways Limited (TTEL) has taken loans from banks. Now those loans became NPAs.

Interest on such loans has been provided for till the day of becoming NPAs in previous years and to the extent interest has been paid afterwards. Hence, interest has not been recognized for part of the year on both long term and short term portions of loans.

i ranad ys) Cree LS

PMURALI&CO., . Tel. : (91-40) 2332 6666, 2331 2554 2339 3967, 2332 1470 CHARTERED ACCOUNTANTS 6-3-655/2/3, SOMAJIGUDA, Fax —: (91-40) 2339 2474 HYDERABAD - 500 082. INDIA E-mail : [email protected] [email protected] Website : www.pmurali.com

OTS has been made with only one State Bank of India [ex State Bank of Hyderabad].

An amount of Rs. 50.00 crores hitherto shown as part of other equity from group companies has been now reclassified as Long term borrowings and the same have been reclassified and regrouped in previous years for comparison purpose resulting in the overstatement of long term borrowings and corresponding understatement of Equity.

The amounts due to the company and due by the company are continued to be classified as current assets and current liabilities, while they are due for more than 12 months.

The provision for MMR has not been provided in accordance with the future requirements as estimated.

Other Matters:

Further to the continuous spreading of COVID-19 across India, there was a virtual & non movement of people various state governments announced a strict lockdown in the month of May, 2021 and further extended to control the spread of virus. This has resulted in restriction on physical visit to the client locations and the need for carrying out alternative audit procedures as per the standards on auditing prescribed by the Institute of Chartered Accountants of India (ICAI).

As a result of the above, the entire of audit was carried out based on remote access of the data as provided by the management. This has been carried out based on the advisory on "Specific considerations while conducting distance audit/remote audit/ online audit under COVID-19 situation" We have been represented by the management that the data provided for our audit purposes is correct, complete, reliable and are directly generated by the accounting system of the company without any further manual modifications.

We bring to the attention of the users that the audit of the financial statements has been performed in the aforesaid conditions.

Our audit opinion is not modified in respect of the above.

  1. The independent auditors of "TN (DK) Expressways Limited (TNDK)" which is a stepdown subsidiary to the Company, have given "Emphasis of Matter Paragraph" /"Other Matter Paragraph" in their audit report, on the financial statements for the year ended March 31,2021 which are reproduced below:

Emphasis of Matter:

eV NO

TN (DK) Expressways Limited (TNDK), which is a step- down subsidiary to the company, has -taken-Joans from different financial institutions. Now those loans became NPAs.

P.MURALI & CO., Tel. —: (91-40) 2332 6666, 2331 2554 2339 3967, 2332 1470 CHARTERED ACCOUNTANTS 6-3-655/2/3, SOMAJIGUDA, _ 3 Fax —: (91-40) 2339 2474 HYDERABAD - 500 082. INDIA E-mail : [email protected] [email protected] Website : www.pmurali.com

Interest on such loans has been provided for till the day of becoming NPAs and to the extent interest has been paid afterwards. Hence, interest has not been recognized for part of the year on both long term and short term portions of loans.

An amount of Rs.19.05 Crores hitherto shown as part of other equity from group companies has been now reclassified as Long term borrowings and the same have been reclassified and regrouped in previous years for comparison purpose resulting in the overstatement of long term borrowings and corresponding understatement of Equity.

The provision for MMR has not been provided in accordance with the future requirements as estimated.

Other Matters:

Further to the continuous spreading of COVID-19 across India, there was a virtual & non movement of people various state governments announced a strict lockdown in the month of May, 2021 and further extended to control the spread of virus. This has resulted in restriction on physical visit to the client locations and the need for carrying out alternative audit procedures as per the standards on auditing prescribed by the Institute of Chartered Accountants of India (ICAI).

As a result of the above, the entire of audit was carried out based on remote access of the data as provided by the management. This has been carried out based on the advisory on "Specific considerations while conducting distance audit/remote audit/ online audit under COVID-19 situation" We have been represented by the management that the data provided for our audit purposes is correct, complete, reliable and are directly generated by the accounting system of the company without any further manual modifications.

We bring to the attention of the users that the audit of the financial statements has been performed in the aforesaid conditions.

Our audit opinion is not modified in respect of the above.

  1. The independent auditors of "Ranchi Expressways Limited (REL)" which is a step-down subsidiary to the Company, have given "Emphasis of Matter Paragraph" /"Other Matter Paragraph" in their audit report, on the financial statements for the year ended March 31,2021 which are reproduced below:

Emphasis of Matter:

Ranchi Expressways Limited (REL), a Public Limited Company, was incorporated under the Companies Act, 1956, on2nd Day of June, 2010 as a Special Purpose Vehicle for Design, Build, Operate, Finance and Transter of 4 laneing of Ranchi-Rangoan-Jamshed pur section of

P.MURALI & CO., Tel. : (91-40) 2332 6666, 2331 2554 | CHARTERED ACCOUNTANTS ead SAG SARS 120 6-3-655/2/3, SOMAJIGUDA, Fax _ (91-40) 2339 2474 HYDERABAD - 500 082. INDIA E-mail : [email protected] [email protected] Website : www.pmurali.com

NH-33 from KM 114.00 to Km 277,500 in the state of Jharkand on annuity basis for a concession period of 15 years. This contract was awarded by NHAI. The company shall hand over the Project Highway to NHAI on expiry of concession period.

The company has achieved physical progress of 50.24% and approached NHAI for One Time Fund Infusion (OTFI) for completion of the remaining stretch. NHAI has initially sanctioned an amount of Rs.223 Crs as One Time Fund Infusion and subsequently NHAI has gone back by cancelling the already sanction OTFI amount of Rs.223 Crs. Lenders and the company have preferred One Time Settlement (OTS) with NHAI for the works already completed.

While negotiations are going on for OTS proposal, NHAI has terminated the Concession Agreement on 30/01/2019 without following the termination procedure laid down in the Concession Agreement [as informed by the company]. Since project got terminated, Lenders are seeking for One Time Settlement. Company and Lenders agreed and requested the NHAI to refer the matter to Conciliation Committee of Independent Engineers (CCIE).

The NHAI had given the consent for referring the matter to CCIE vide its letter dated 18-04- 2019. The company has submitted the claim with NHAI. The proceedings of CCIE were commenced on 25-09-2019 as informed by the management. It is also informed that Arbitration Proceedings have also commenced.

CBI has filed FIR against the Company, Promoters and Directors on 12/03/2019 under Prevention of Corruption Act and Indian Penal Code. Subsequently, the Enforcement Directorate has raided the premises of the company on 11-6-2021 and the investigation is under progress.

An amount of Rs.404.23 crores hitherto shown as part of other equity from group companies has been now reclassified as Long term borrowings and the same have been reclassified and regrouped in previous years for comparison purpose resulting in the overstatement of long term borrowings and corresponding understatement of Equity.

Cost incurred on the project up-to 31st March, 2021 Rs. 12,96,14,16,023/- instead of writingoff, has been accounted as Claims receivable under the head "Other Current Assets" which is in contravention of the provisions of Indian accounting standard Ind AS 37 (Provisions, Contingent Liabilities and Contingent Assets) claims being contingent asset in nature. This has resulted in over-statement of Current Assets by Rs. 12,96,14,16,023/- and understatement of cumulative loss by the same amount. ees Co

P.MURALI & CO., Tel. _: (91-40) 2332 6666, 2331 2554 : CHARTERED ACCOUNTANTS 2339 3067, 2332 1470 6-3-655/2/3, SOMAJIGUDA, Fax —: (91-40) 2339 2474 HYDERABAD - 500 082. INDIA E-mail : [email protected] [email protected] Website : www.pmurali.com

In view of the above, the termination of the Concession Agreement indicates the existence of a material uncertainty that cast significant doubt about the Company's ability to continue as a going concern.

Our opinion is not modified in respect of these matters.

Other Matters:

Further to the continuous spreading of COVID-19 across India, there was a virtual & non movement of people various state governments announced a strict lockdown in the month of May, 2021 and further extended to control the spread of virus. This has resulted in restriction on physical visit to the client locations and the need for carrying out alternative audit procedures as per the standards on auditing prescribed by the Institute of Chartered Accountants of India (ICAI).

As a result of the above, the entire of audit was carried out based on remote access of the data as provided by the management. This has been carried out based on the advisory on "Specific considerations while conducting distance audit/remote audit/ online audit under COVID-19 situation" We have been represented by the management that the data provided for our audit purposes is correct, complete, reliable and are directly generated by the accounting system of the company without any further manual modifications.

We bring to the attention of the users that the audit of the financial statements has been performed in the aforesaid conditions.

Our audit opinion is not modified in respect of the above.

For P. Murali& Co, Chartered Accountants, FRN No: 007257S

A Krishna Rao Partner M.No:020085 UDIN:- 21020085A A AAQM8873

Place: Hyderabad Date: 09-07-2021

P.MURALI & CO.,

CHARTERED ACCOUNTANTS §-3-655/2/3, SOMAJIGUDA, HYDERABAD - 500 082. INDIA

Tel. : (91-40) 2332 6666, 2331 2554
2339 3967, 2332 1470
Fax : (91-40) 2339 2474
E-mail [email protected]>
[email protected]
Website : www.pmurali.com

Annexure to Auditors Report:

Subsidiaries

  • }) Madhucon Infra Limited
    1. Madurai Tuticorin Expressways Limited
    1. Madhucon Mega mall Pvt Ltd
    1. Nama Hotels Pvt Ltd
    1. Madhucon Heights Pvt Ltd

Step Down Subsidiaries

    1. TN (DK) Expressways Ltd
  • TrichyTanjavur Expressways Ltd
    1. Chhapra Hajipur Expressways Ltd
    1. Barasa Krishnagar Expressways Ltd
    1. Ranchi expressways Ltd
  • Madhucon Toll Highways Ltd
      1. Vijayawada-Machilipatnam Limited
    1. Rajauli Bakthiyapur Expressways Limited
    1. PT Madhucon Indonesia

Associates

  1. Madhucon Properties Limited

Replies to Audit Qualification:

The company has reported the Audited standalone financial results as per Indian Accounting Standard (Ind AS) read with SEBI circular dated 05.07.2016.

These financials were reviewed by the Audit committee in the meeting held on 09.07.2021 and approved by the Board of Directors of the Company at the meeting held on 09.07.2021.

    1. Madhucon Projects Limited invested in M/S. Simhapuri Energy Limited, which is one of step down subsidiary, amounting to Rs.22727 Lakhs. The Hon'ble National Company Law Tribunal (NCLT) admitted the Corporate Insolvency Resolution Process (CIRP) and the company has made provision for impairment on investments in previous year. The company has written off the same against the provision made in previous year.
  • The carrying value of investments held in and unsecured loans and advances given by the company to its subsidiaries fisted in that note no 2, which have been incurring losses, the company, taking into account the internal assessment and initiatives to be implemented to improve the profitability in the medium to long term, is of the view that carrying value of investments and loans and advances are realizable at the value stated in the books.
  • The Madhucon Mega Mall Private Limited (MMMPL) a subsidiary of the company incorporated for developing shopping mall cum multiplex on leased land taken from Telangana housing Board at Kukatpally in Hyderabad. The company is awaiting the Government approval to start the project. The management of the company is confident in completing the project and the carrying values of investments and loans sanctioned to MMMPL are realizable at the values stated in the Books of Account of Rs. 3500 Lakhs and Rs. 135.21 Lakhs respectively.
    • The outstanding Loans and Advances which were granted to "Nama Investments Limited" and "NNR Infra Investments Private Limited" in which the Company's Directors have Interest, are realizable at the Carrying Values in the Books of Accounts taking into account the internal assessment and initiatives to be implemented to improve the profitability in the medium to long term.
    • The company is taking steps for remitting the unpaid dividend from the unpaid dividend account to Investor Educational and Protection Fund (IEPF) for FY 2008-09 to FY 2010-11.

Contd...2

Corp. Office : "Madhucon House", 1129/A, Road No. 36, Jubilee Hills, Hyderabad - 500 033, Telangana, india Tel : +91-40-2355600H - 4 Fax : +91-40-23556005 E-mail : corporate @madhucon.com Regd, Office ; H.No.1-7-70, Jublipura, Khammam, Telangana - 507 003, India

    1. The Company has defaulted in repayment of dues to Banks and financial institutions amounting to Rs.68662.61 Lakhs and Rs.4522.22 Lakhs respectively as per books of accounts. All the loans outstanding were classified as NPA by the Banks and financial institutions. The company is in the process of One Time Settlement (OTS) with the banks for outstanding loans and is expected to close the outstanding loans shortly as the OTS proceedings are in final stages.
  • 7, Confirmation of balances could not be obtained due to various reasons including impact of Covid — 19 as at 31 March, 2021 for various trade payables, borrowings and advances even though management has requested for the confirmation of balances. Management believes that no material adjustment would be required in books of account upon the receipt of these confirmations.
    1. There are some delays in depositing the undisputed Statutory dues including P.F, TDS, WCT and VAT due to huge stress on cash flows of the company. However company is taking steps to remit the undisputed tax dues.
    1. The company is taking steps to file the pending GST Returns for FY 2020-21.
  • 10.The company has made payments towards managerial remuneration which is subject to the approval of the Banks and financial institutions.
    1. CBI filed the FIR against REL and its promoters, (a step down subsidiary of the company) and subsequently the Enforcement Directorate had raided the premises and the investigation is under process. Company is co-operating to the authorities in their investigation by providing the information sought by them.
    1. Madhucon infra Limited (MIL), which is a subsidiary to the company, as defaulted in repayment of dues to Banks and financial institutions (excluding debentures) amounting to Rs. 17.18 Crores and Rs.16.57 Crores respectively the loans outstanding were classified as NPA by the Banks and Financial Institutions. The company is negotiating with the ICICI, Financial institutions towards OTS settlement.
  • 13.Madhucon Infra Limited has submitted One Tine Settlement proposal with IFCI and it was agreed to accept Rs.70 Cr towards full and final settlement. The company has paid Rs.10.50 Cr up to 31/03/2021. The company has requested the IFCI for revision in the OTS amount.
  • 14."Barasat-Krishnagar Expressways Limited (BKEL), a subsidiary company entered into an agreement with NHAI, for developing road project in West Bengal State. The Construction work is delayed due to pending approvals and rights of way to be provided by NHAI. BKEL had issued notice for termination of the projects to NHAI on 31st December, 2015. BKEL and NHAI entered into a Supplementary Agreement to the 'Cancession Agreement dated 20th June, 2011' on 2nd May, 2016 for inclusion of the clause of 'Society for Affordable Redressal of Disputes'

Contd...3

(SAROD) Committee for arbitration. NHAI Had also issued notice for termination of the project vide its letter dated 3rd May 2016 and BKEL had replied that the notice is not valid. Both BKEL and NHAI appointed arbitrators. The arbitration proceedings are in progress with SAROD". As the borrowings from secured lenders have been declared as Non-performing asset by the lenders, interest on related borrowings have not been accounted for.

    1. Rajauli Bakhtiyarpur Project of the company has been foreclosed with mutual consent, cost incurred on the project up-to 31.03.2021 Rs. 815.40 lakhs instead of writing-off, has been accounted as claims receivable under the head "other Current Assets, The company has sent notice to Bihar State Road Development Corporation (BSRDC) to refer the matter to the arbitration for recovery of expenditure spent on the praject which is under process.
    1. Vijayawada-Machilipatnam Expressways Limited (VMEL), which is a subsidiary to the Company, was Incorporated under the Companies Act, 1956, on 28th Day of November, 2011 as a Special Purpose Vehicle for undertaking the work of Four Lining of Vijayawada-Machilipatnam Section of NH-9 from Km.0.000 to Km.63.800 in the State of Andhra Pradesh on Design, Build, Finance, Operate, Maintain and Transfer -DBFOT (Toll} Basis, under NHDP Phase Ill . This project was awarded by National Highway Authority of India (NHAI). The Company was to hand over the Project Highway to NHAI on the expiry of the concession period of 20 years.

As per the Agreement, NHAI failed to hand over 80% land within six months of the Agreement. NHAI have failed to do so, because of which company filed claims. NHAI terminated the Concession Agreement even though NHA\ failed to issue ROW and further confirmed vide its letter dated 27th August,2014. Company has filed a claim with NHAI and company has got arbitration award. The company filed execution petition and simultaneously NHAI also filed an appeal against award passed by arbitration tribunal. The matter is still pending.

17.Madurai-Tuticorin Expressways limited and Trichy Thanjavur Expressways Limited which are subsidiaries of the company taken loans from different financial institutions and those loans became NPA's due to short fall in traffic against the estimated traffic by NHAI. Interest on such loans have not been recognized for part of the year on both lang term and short term portions since the company is in the process of finding investor for the project. The company has submitted One Time Settlement Proposal to Lenders which is under process.

Contd...4

  • 18.TN (DK) Expressways limited Expressways Limited which is subsidiary of the company obtained loans from different financial institutions and those loans became NPA's due to short fall in traffic against the estimated traffic by NHAI. Interest on such loans have not been recognized for part of the year on both long term and short term portions since the company has submitted OTS proposals which are in process with financial institutions.
  • 19.Ranchi Expressways Limited was incorporated under the Companies Act, 1956, on 29th Day of March, 2011 as a Special Purpese Vehicle for Design, Build, Finance, Operate and Transfer (DBFOT) of Four Laning of Ranchi-Rargaon-Jamshedpur Section of NH-33 from Km. 114.000 to Km. 277.500 in the state of Jharkhand on DBFOT (Annuity) basis for a concession period of 15 years. This contract was awarded by NHAI. The Company shall hand over the Project to NHAI on expiry of the Concession Period. The company has achieved physical progress of 50.24% and approached NHAI for One Time Fund Infusion (OTFI) for completion of the remaining stretch. NHAI has initially sanctioned an amount of Rs.223 Crs as One Time Fund Infusion and subsequently NHAI has gone back by cancelling the already sanction OTFI amount of Rs.223 Crs. Lenders and the company have preferred One Time Settlement (OTS) with NHAI for the works already completed.

While negotiations are going on for OTS proposal, NHAI has terminated the Concession Agreement on 30/01/2019 without following the termination procedure laid down in the Concession Agreement and called for tenders from public ta complete the balance work on EPC basis. Since project got terminated, Lenders are seeking for One Time Settlement, Company and Lenders agreed and requested the NHAI to refer the matter to Conciliation Committee of Independent Engineers. The NHAI had given the consent vide it's letter dated 18- 04-2019. The company has submitted the claim with NHAI. The arbitration proceedings were commenced."

Further the company has submitted OTS proposal to the lenders which is under process.

For and on behalf of the Board of Directors of —Madhucon Projects Ltd.

(N. aiah) Managing Director DIN: 00784491

Date: 09-07-2021 Hyderabad.

Ref.: MPL/HYD/SE/0010/2021-22

Date: 19-07-2021

To
The Bombay Stock Exchange (BSE) The National Stock Exchange (NSE) of India
Corporate Relationship Dept., Limited,
1st Floor, New Trading Ring 5th Floor, Exchange Plaza,
Rotunda Building, PJ Towers Bandra (East),
Dalal Street, Fort, Mumbai -400 001 Mumbai- 400 051.

Dear Sirs,

Sub.: Declaration in respect of Audit Report with Modified Opinion for the Audited Standalone and Consolidated financial Results of the Company fourth quarter and year ended 31% March, 2021- Regarding.

Ref.: BSE Script code: 531497 & NSE Script code: MADHUCON.

In furtherance to the Board Meeting Notice dated 02nd July 2021, we hereby declare that M/s P. Murali & Co., Chartered Accountants (FRN: 0072578), Statutory Auditors of the Company have expressed an modified opinion on the Auditors Report on Audited Standalone and Consolidated Financial Results of the Company for the fourth quarter and year ended 31° March, 2021.

This is for your information and records.

hanking you, adhucon Projects Limited (Seethaiah Nama) oN Managing Director (Ts | }=} DIN: 00784491 :

Corp. Office : "Madhucon House", 1129/A, Road No. 36, Jubilee Hills, Hyderabad - 500 033, Telangana, India hy . Tel : +91-40-23556001 - 4 Fax : +91-40-23556005 E-mail : [email protected] o/ Regd. Office : H.No.1-7-70, Jublipura, Khammam, Telangana - 507 003, India