aryan coal benefications private limited registered office...

Aryan Coal Benefications Private Limited Registered Office : C-102, New Multan Nagar, Rohtak Road, New Delhi-110056

13TH ANNUAL GENERAL MEETING

BOARD OF DIRECTORS

F Mr. G. C. Mrig F Ex-Captain R. S. Sindhu F Ex-Captain K. S. Solanki F Mr. Vir Sen Sindhu F Mr. Vrit Pal Sindhu F Mr. Ajay Mrig F Mr. Dev Suman Sindhu F Mr. Niten Malhan

STATUTORY AUDITORS

F B S R & Company (Chartered Accountants) 48, DLF Corporate Park, DLF City, Phase-III, Gurgaon – 122 002 Haryana, India

COMPANY SECRETARY

F Mr. Satish Sharma CHIEF FINANCIAL OFFICER

F Mr. Sanjay Hasija BANKERS

REGISTERED OFFICE F C-102, New Multan Nagar,

Rohtak Road, New Delhi - 110056

CORPORATE OFFICE F 7th Floor, Office Block,

Ambience Mall, NH-08, Gurgaon – 122 001 Haryana, India

BRANCH OFFICES F Rajender Nagar Chowk,

Link Road, Bilaspur-495 001, Chhattisgarh

F 7D, Anmol Apartments, Macosa Bagh, Nagpur – 440 004, Maharashtra

F 42/15, Civil Lines, PWD Chowk, Raipur – 492 600 Chhattisgarh

WASHERIES F Dipka Washery, Post : Gevra,

Dist.: Korba (CG) F Pandarpauni Washery,

Tehsil : Rajura, Dist. : Chandrapur (MS)

F Chakabura Washery, P.O.:Jawali, Tehsil: Khatgora, Dist. : Korba (CG)

F Gevra Washery, Post : Gevra, Dist.: Korba (CG)

POWER PLANTS F 30MW Thermal Power Plant,

P.O.:Jawali, Tehsil: Khatgora, Dist. : Korba, Chhattisgarh

F 15MW Wind Mill Plant, Village : Ghatnandre, Dist. : Sangli, Maharashtra

F Axis Bank F Indian Overseas Bank F Syndicate Bank F Wachovia Bank F Standard Chartered Bank F Yes Bank F Indusind Bank F Punjab National Bank F Punjab & Sindh Bank F Corporation Bank F Bank of India F Central Bank of India

ACB (India) Limited (formerly Aryan Coal Benefications Private Limited) Registered Office: C-102, Surya Enclave, New Multan Nagar, Rohtak Road, New Delhi-110056

ACB (INDIA) LIMITEDRegd. Office: C-102, Surya Enclave, New Multan Nagar, New Delhi-110056.

NOTICE

Notice is hereby given that the 13th Annual General Meeting of the Company will be held on Wednesday,30th day of September, 2009 at. 2.30 P.M. at Shorter Notice at C-102, L.G.F., Surya Enclave, NewMultan Nagar, New Delhi -110056 to transact the following business:

ORDINARY BUSINESS

1. To receive, consider and adopt the Audited Balance Sheet of the Company as at 31st March, 2009 andProfit & Loss Account for the period from 1st April, 2008 to 31st March, 2009 together with theDirectors’ Report and Auditors’ Report thereon.

2. To confirm the payment of interim dividend @ 10% (i.e. Rs.1/- per equity share of Rs. 10 each) asfinal dividend paid for the year ended on 31st March, 2009.

3. To appoint Statutory Auditors of the Company:

“RESOLVED THAT M/s B S R & Company, Chartered Accountants, retiring Auditors of theCompany be and are hereby re – appointed as the Statutory Auditors of the Company to hold officefrom the date of conclusion of ensuing Annual General Meeting till the date of conclusion of the nextAnnual General Meeting of the Company at a remuneration as decided by the Board of Directors.”

SPECIAL BUSINESS

4. To consider and if thought fit, to pass with or without modification(s), the following resolutionas Special Resolution:

“RESOLVED THAT pursuant to the provisions of Sections 198, 269, 309 and other applicableprovisions, if any of the Companies Act, 1956 and whereas the proposed appointment fulfills theconditions specified in Part -I of Schedule XIII to the said act , Sh. Ganesh Chandra Mrig, be and ishereby appointed as the Managing Director of the company for a period commencing with immediateeffect and shall hold the post till the date he attains the age of 75 years i.e. March 10, 2012.

RESOLVED FURTHER THAT Ex. Capt. Rudra Sen Sindhu and Ex. Capt. Kuldeep SinghSolanki, Directors of the company and Sh. Satish Kumar Sharma, Company Secretary of theCompany, be and are hereby severally authorized on behalf of the company to sign and execute anagreement/ papers/ documents required, if any, in respect of the appointment of Sh. GaneshChandra Mrig as Managing director of the company and to do all other acts and deeds in connectiontherewith.”


“RESOLVED THAT pursuant to provisions of Sections 198, 269, 309 and all other applicableprovisions, if any, of the Companies Act, 1956 read with schedule XIII as amended, consent of theCompany be and is hereby accorded to the Board for the appointment of Ex. Capt. Rudra SenSindhu, as the Whole Time Director of the Company to act as the Chairman of the Company on theterms and conditions, including the remuneration payable to him as Whole Time Director, as decidedby the Board of Directors from time to time.

RESOLVED FURTHER THAT in the event of any statutory amendment or modification orrelaxation in the provisions relating to the payment of managerial persons or to Schedule XIII to theCompanies Act, 1956, the Board of Directors be and is hereby authorised to vary or increase theremuneration including salary, commissions, perquisites etc. within such prescribed limits.

RESOLVED FURTHER THAT the Board of Directors of the Company be and are herebyauthorised to take such steps expedient or desirable to give effect to this resolution.”

6.To consider and if thought fit, to pass with or without modification(s), the following resolution asSpecial Resolution:

RESOLVED THAT pursuant to provisions of Sections 198, 269 and all other applicableprovisions, if any, of the Companies Act, 1956 read with schedule XIII as amended consent of theCompany be and is hereby accorded to the Board for the appointment of Ex. Capt. Kuldeep SinghSolanki, as the Whole Time Director of the Company to hold office upto the date of next AnnualGeneral Meeting on the terms and conditions, including the remuneration payable to him as WholeTime Director, as decided by the Board of Directors from time to time.




RESOLVED THAT pursuant to provisions of Sections 198, 269 and all other applicable provisions,if any, of the Companies Act, 1956 read with schedule XIII as amended consent of the Company beand is hereby accorded to the Board for the appointment of Sh. Vrit Pal Sindhu, as the Whole TimeDirector of the Company to hold office upto the date of next Annual General Meeting on the termsand conditions, including the remuneration payable to him as Whole Time Director, as decided by theBoard of Directors from time to time




“RESOLVED THAT pursuant to provisions of Sections 198, 269 and all other applicableprovisions, if any, of the Companies Act, 1956 read with schedule XIII as amended consent of theCompany be and is hereby accorded to the Board for the appointment of Sh. Vir Sen Sindhu, as theWhole Time Director of the Company to hold office upto the date of next Annual General Meeting on the terms and conditions, including the remuneration payable to him as Whole Time Director, asdecided by the Board of Directors from time to time.




“RESOLVED THAT pursuant to the provisions of section 293(1)(d) of the Companies Act, 1956,the Board of Directors of the Company be and is hereby authorised to borrow money, from time totime at its discretion either from the Company’s bank or any other bank, Financial Institutions or anyother Lending Institutions or persons on such terms and conditions as may be considered suitable bythe Board of Directors upto a limit not exceeding in the aggregate Rs 5000 Crores (Rupees FiveThousand Crores) notwithstanding that the money to be borrowed together with the moneys alreadyborrowed by the Company (apart from the temporary loans obtained from the Company’s banks inthe ordinary courses of business) may be more than its networth i.e. networth calculated by addingPaid up Share Capital and its Free Reserve, not set apart for any specific purpose”

By order of the Board of DirectorsFor ACB (INDIA) LIMITED

Sd/-Place: New Delhi (Ex. Capt. Rudra Sen. Sindhu)Date: 29 September 2009 Chairman

NOTES:

1 A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TOAPPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF. SUCHPROXY NEED NOT BE A MEMBER OF THE COMPANY.

2 IN ORDER TO BE EFFECTIVE PROXY FORM DULY COMPLETED MUST BE RECEIVED BYTHE COMPANY AT ITS REGISTERED OFFICE NOT LESS THAN 48 HOURS BEFORESCHEDULED TIME FOR HOLDING OF THE MEETING. A BLANK PROXY FORM ISENCLOSED HEREWITH.

3 Details in respect of Subsidiary Companies – Aryan Clean Coal Technologies Private Limited, AryanEnergy Private Limited, Kartikay Coal Washeries Private Limited and Aryan Ispat and Power PrivateLimited, Aryan M. P. Power Generation Private Limited, Aryan Chhattisgarh Power GenerationPrivate Limited, Spectrum Coal and Power Limited and Connoiseur Resources Ltd and pursuant tosection 212 of the Companies Act, 1956 are enclosed herewith.

4 The members are requested to give necessary consent in enclosed Form No. 22A in accordance withthe provisions of Section 171(2) of the Companies Act, 1956 to convene the Annual General Meetingat a shorter notice.

5 The relevant Explanatory Statement, pursuant to section 173(2) of the Companies Act, 1956, in respectof the special business set out above is annexed hereto.

ACB (INDIA) LIMITEDRegd. Office: C-102, Surya Enclave, New Multan Nagar, New Delhi-110056.

EXPLANATORY STATEMENT AS PER SECTION 173(2) OF THE COMPANIES ACT, 1956

Item No. 4

The Board of Directors of the Company at their meeting held on 14th September, 2009 appointed Sh.Ganesh Chandra Mrig as the Managing Director of the Company for a period commencing withimmediate effect and shall hold the post till the date he attains the age of 75 years i.e. March 10, 2012,with the consent of all the Directors present at the meeting and on the terms and conditions as decided bythe board from time to time subject to approval of shareholders as may be necessary.

Notwithstanding anything to the contrary herein contained, the company will pay Sh. Ganesh ChandraMrig, the Managing Director of the Company remuneration as may be decided by the board and subject tothe approval of Central Government, if required. The managing director shall also be entitled toreimbursement of expenses actually incurred by him for the business of the company. He shall not be paidany fees for attending meetings of the Board or committee thereof.

The resolution is recommended for your approval.

None of the directors of the company is concerned or interested in the resolution.

Item No. 5 to 8

Ex. Capt. Rudra Sen Sindhu, Chairman of the Company was appointed as Whole Time Director of theCompany. Also, Ex. Capt. Kuldeep Singh Solanki, Sh. Vir Sen Sindhu and Sh. Vrit Pal Sindhu wereappointed as Whole Time Directors. Their appointment was subject to the provisions of Sections 198, 269and all other applicable provisions, if any, of the Companies Act, 1956 read with schedule XIII asamended. Your Directors recommend their appointment as Whole Time Directors of the Company.

The Directors feel that the company should continue to avail the services of Ex. Capt. Rudra SenSindhu as a very experience person. He has been associated with your Company as a Director on itsBoard of Director since incorporation. During his tenure the company has made considerable progress inall spheres and has since acquired good name and reputation in business.

Ex. Capt. Kuldeep Singh Solanki, Sh. Vir Sen Sindhu and Sh. Vrit Pal Sindhu, Directors of theCompany have been instrumental in the growth of the Company. They have played a pivotal role inobtaining contracts from the Government and various authorities resulting in multi – fold growth andprofitability of the Company.

None of the Directors except Ex. Capt. Rudra Sen Sindhu, Ex. Capt. Kuldeep Singh Solanki, Sh. Vir SenSindhu and Sh. Vrit Pal Sindhu are interested or concerned in the passing of this Resolution.

Item No. 9

As per the provisions of Section 293(1)(d) of the Companies Act, 1956,the Board of Directors of theCompany cannot, except with the consent of the Company in General Meeting, borrow monies, apartfrom temporary loans obtained from the Company’s bankers in the ordinary course of business, in excessof the aggregate of the paid up capital and free reserves of the Company, that is to say, reserves not setapart for any specific purposes.

In view of expanding operations, the borrowing limit of the company is fixed to the sum(s) so borrowedunder this resolution and remaining outstanding at any time shall not exceed in the aggregate of Rs. 5000Crore (Rupees Five Thousand Crore), in excess of the aggregate of the paid up capital and free reserves ofthe Company

The Board of Directors of the Company have approved the limit of borrowing powers in their meetingheld on September 29, 2009 to borrow upto Rs. 5000 Crores, apart from the temporary loans obtainedfrom the bankers in the ordinary course of business, subject to approval of members in General Meeting.

The consent of the members is therefore sought under provisions of Section 293(1)(d) of the CompaniesAct, 1956, to enable the Directors to borrow the aforesaid amount.

None of the Directors is in any way concerned or interested in this resolution. The Board of Directorsrecommends this enabling resolution for the approval of members.


Sd/-Place: New Delhi (Ex. Capt. Rudra Sen. Sindhu)Date: 29 September 2009 Chairman

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ACB (INDIA) LimitedRegd. Office: C-102, LGF, Surya Enclave, New Multan Nagar, New Delhi-110056

Directors’ Report

The Members,Ladies and Gentlemen,

Your directors have pleasure in presenting their 13th Annual Report together with the AuditedStatement of Accounts for the year ended on 31st March, 2009.

1. Status

First of all it is informed that the Company has changed its name to ACB (India) PrivateLimited by adopting the abbreviated form of its name i.e. Aryan Coal Benefications PrivateLimited and subsequent to that converted itself into a Public Limited Company. Hence, theCompany is now known as ACB (India) Limited

The Company has also increased its Authorised Capital to Rs. 1000 Crores divided into 100Crore Equity Shares of Rs. 10/- each from Rs. 125 Crores.

2. Financial Results:

(Rs. in Lakhs)Particulars 2008-09 2007-08

Gross Income from Operations 78,783.48 45,875.32Net Profit before Interest, Tax & Depreciation(EBIDTA)

40,511.12 16,951.49

Less: Interest & Finance Charges 2,300.98 1,778.87Net Profit before Tax & Depreciation (PBDT) 38,210.14 15,172.62

Less: Depreciation 4,103.37 3,217.48Net Profit after Depreciation before Tax (PBT) 34,106.77 11,955.14

Less: Provision for Income Tax-Current 10,999.00 3,501.14Provision for Income Tax- Deferred (217.94) 1,899.03Provision for Fringe Benefit Tax 27.51 22.60Provision for Wealth Tax 4.52 9.86Taxes paid for earlier years 32.75 2.82Net Profit after Tax (PAT) 23,260.93 6,519.69

Add: Balance in Profit & Loss Appropriation A/c b/f fromlast year

23,894.97 18,369.32

Total Profit available for appropriation 47,155.90 24,889.01Less: Proposed Dividend 913.05 292.38Less: Corporate Dividend Tax 155.18 49.69Less: Transfer to General Reserve NIL 651.97Balance carried forward to next year 46,087.67 23,894.97

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3. Operations:

The Company is mainly operating in two segments viz. Coal Washery Projects and ThermalPower Projects. The company has also setup Wind Power Project of 15MW.

Coal Washery Projects

During the financial year under review, the Company has been operating 4 Coal Washerieswith an installed capacity of 24.62 MTPA in the States of Chhattisgarh and Maharashtra.Further, it is under process of setting up of 2 Coal Washeries with an installed capacity of 7.4MTPA in the State of Chhattisgarh and Orissa.

Thermal Power Projects

During the financial year under review, the Company has been operating a 30 MW ThermalPower Plant at Korba, Chhattisgarh. The company is in the process of setting up of a new 270MW Thermal Power Project at Korba District in the State of Chhattisgarh. Further thecompany is also expanding the capacity of its existing of 30 MW Power Project to 60 MW.and

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Wind Power Projects

During the financial year under review, the Company has been operating a 15 MW WindPower Plant at Sangli, Maharashtra.

Established power assets & implementing expansions

Wind Power Thermal Energy Thermal Energy

§ 30 MWThermal PlantExpansion atChakabura§ DPR has been

prepared & EIAcompleted§ Water drawl

application filed§ Chimney

clearanceobtained fromAAI

§ 270 MWThermal Plantunderconstruction§ Based partly on

washery reject§ To come

onstream by endof FY 2010-11§ Project cost

estimated at Rs.12,671 Million

§ 30 MW Plantat Chakabura,Chattisgarh§ Commissioned

in February2007§ Washery reject

is used as fuel§ Offtake

agreement withPTC

§ 15 MW Plantat VillageGhatnandre,Distt. Sangli,Maharshtra

§ Commissioned inSeptember 2005§ Offtake

agreement withMSEDCL

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4. Growth:

The Company has achieved manifold growth during the last two fiscal years. A professionallymanaged organization, with formal structures and processes in place the Company hasestablished itself as the industry leader in the coal processing business with aggregateinstalled capacity of 51 MTPA. Further the Company, with its consistent profitability andhealthy margins, has good prospects in Power sector having installed capacity of 45 MW atpresent.

(Rs. in Lakhs)

Particulars 2008-09 2007-08

Turnover 83,234.06 47,830.30

EBITDA 40,511.11 16,951.49

Profit After Tax 23,260.92 6,519.86

Net-worth 96,807.82 63,436.96

Secured and Unsecured Loans 63,620.29 17,380.86

Net Block 45,992.67 36,470.15

NETWORTH(Rs. in Lakhs)

96,808

63,437

0

20,000

40,000

60,000

80,000

100,000

120,000

FY08 FY09

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5. Dividend:

Your Company has paid an Interim Dividend @10% i.e. Rs.1.00 per share on pro-rata basisfor the financial year under review on its equity share capital to those members whose namewere in list of beneficiaries as on 1st August, 2009. The outflow on account of dividend wasRs.9,13,05,275/- and the corporate tax on proposed dividend was be Rs.1,55,17,332/-. Therebeing no further dividend declared, Company wish to make this interim dividend as finaldividend for the financial year under consideraton.

6. Public Deposits

The Company has not invited/accepted any public deposits under section 58A & 58AA of theCompanies Act, 1956 during the year ended on 31st March, 2009.

7. Directors

During the year under review, Sh. Niten Malhan continued as Nominee Director on Board ofDirectors of the Company on behalf of Pineridge Investment Limited. Sh. Dev Suman Sindhuand Sh. Ajay Mrig, Directors of the Company resigned from directorship w.e.f. September 14,2009. There is no other change in the Board of Directors of the Company.

8. Auditors Report

Last year an audit objection was made about taking the permission from the CentralGovernment under Section 297 of the Companies Act, 1956. Though Company had the LegalOpinion which states that these transactions are covered under the exemption provided undersub clause (a) of sub Section (2) of Section 297 of the Companies Act, 1956. But as a matterof good Corporate Governance and to be a law compliant Company, it obtained the approvalof Central Government under Section 297 of the Companies Act, 1956 and also filedCompounding Application for the past transactions.

Further, the Company is paying all its Statutory Taxes etc. in time except those which arecontested by the Company. On the basis of the Opinion given by the Legal Counsel of the

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Company, the Management is of the view that dispute pertaining to such tax liabilities shallbe decided in favour of the Company.

9. Re – Appointment of Auditors

M/s B S R & Company, Chartered Accountants, retire at the conclusion of the ensuingAnnual General Meeting and being eligible have offered themselves for re-appointment. TheCompany has received a certificate from them that their re-appointment, if made, shall bewithin the limits of Section 224(1B) of the Companies Act, 1956. Your Directors recommendtheir re- appointment.

10. Conservation of energy, technology absorption & foreign exchange earnings and outgo:

The Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 asrequired under section 217(1) (e) are not applicable to our company, hence no statement fordisclosure has been made.

During the year under report, the details of foreign exchange earnings and foreign exchangeoutgo on various heads are as under:

Foreign Exchange Earnings: Nil (Previous year Nil)

Foreign Exchange Outgo:

a) Value of imports calculated on CIF basis(Amount in Rupees)

ParticularsFor the year ended31 March 2009

For the year ended31 March 2008

Stores and spares 2,440,131 299,838Capital goods 10,453,991 2,396,011Total 12,894,122 2,695,849

b) Expenditure in foreign currency

(Amount in Rupees)

Particulars For the year ended31 March 2009


Travelling expenses 2,481,741 1,586,527Sponsorship fees - 493,765Advertisement and publicity 312,221 -Legal and professional 2,062,803 -Legal and professional fee (included incapital work in progress) 207,551,600 -

Travelling expenses (included in capitalwork in progress) 2,393,674 -

Total 214,802,039 2,080,292

11. Particulars of Employees:

List of employees of the Company who has drawn salary in excess of the limits prescribed inSection 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars ofEmployees) Rules, 1975 is as below:

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12. Directors’ Responsibility Statement.

As per the provisions of Section 217(2AA) of The Companies Act, 1956, your Directorsmake the following statement:

a) That in the preparation of Annual Accounts for 2008-09, the applicable AccountingStandards have been followed along with proper explanation relating to the materialdepartures.

b) That they have selected such Accounting policies and applied them consistently andmade judgements and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company as at 31st March 2009 and of the profit ofthe Company for the period 01.04.2008 to 31.03.2009.

c) That they have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theAssets of the Company and for preventing and detecting fraud or other irregularities.

d) That they have prepared the Annual Accounts on a Going Concern basis.

13. SUBSIDIARY COMPANIES

a) Aryan Clean Coal Technologies Private Limited (ACCTPL):

ACCTPL became subsidiary of the Company on 10th September, 2003 and is engaged inthe business of manufacture of washery equipments and continues as subsidiary as ondate.

b) Aryan Energy Private Limited (AEPL):

AEPL became subsidiary of the Company on 24th August, 2005 and is engaged in thebusiness of coal beneficiation and continues as subsidiary as on date.

c) Kartikay Coal Washeries Private Limited (KCWPL):

KCWPL became subsidiary of the Company on 15th November, 2005 and is engaged inthe business of coal beneficiation and continues as subsidiary as on date..

d) Aryan Ispat and Power Private Limited (AIPPL):

AIPPL became subsidiary of the Company on 31st January, 2006 and is in the process ofsetting up an Integrated Steel Plant in Orissa and continues as subsidiary as on date.

e) Connoiseur Resources Limited, BVI (CRL):

CRL is a wholly owned subsidiary incorporated under the law of British Virgin Islandson 18th day of December, 2007. The Company has been formed to facilitate OverseasInvestments by the Company.

f) Aryan Chhattisgarh Power Generation Private Limited (ACPGPL):

ACPGPL became subsidiary of the Company on 9 May, 2008 and is engaged in thebusiness of power generation.

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g) Aryan M.P. Power Generation Private Limited (AMPPGPL):

AMPPGPL became subsidiary of the Company on 9 May, 2008 and is engaged in thebusiness of Power Generation.

h) Spectrum Coal and Power Limited (SCPL):

SCPL became subsidiary of the Company on 30 March, 2009 and is engaged in thebusiness of coal washing and power generation.

The copy of the Balance Sheet, Profit and Loss Account, Auditors’ Report and Directors’Report of the eight Subsidiary Companies and other documents required to be attached undersection 212(1) of the Companies Act, 1956 have been attached herewith. A statementpursuant to section 212 of the Companies Act, 1956 in relation to all the eight subsidiaries ofthe Company is also attached herewith.

14. ACKNOWLEDGEMENTS

The directors wish to place on record their gratitude to the Company’s bankers for theirsupport and co-operation. The directors also acknowledge with appreciation the support andco-operation rendered by Central and State Governments and their departments and the localauthorities. Your Directors would also like to thank all the employees of the Company forputting in their hard work, dedication and commitment for the Company. The enthusiasmand unstinting efforts of the employees have enabled the Company to remain at the forfront ofthe industry. The directors also wish to thank Pineridge Investments Ltd (an affiliate ofWarburg Pincus Group) and Sh. Niten Malhan, their representative director for havingsupported the business plans of the Company to the fullest extent.

To them goes the credit for the Company’s achievements.

And to our Shareholders, we are deeply grateful for the confidence and faith that you havealways reposed on us.


Sd/-Place: New Delhi (Ex. Capt. Rudra Sen Sindhu)Date: 29 September 2009 Chairman

Auditors’ Report

To the members ofAryan Coal Benefications Private Limited

We have audited the attached Balance Sheet of Aryan Coal Benefications Private Limited(“the Company”) as at 31 March 2009, the Profit and Loss Account and the Cash FlowStatement of the Company for the year ended on that date, annexed thereto. These financialstatements are the responsibility of the Company’s management. Our responsibility is toexpress an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the auditing standards generally accepted inIndia. Those Standards require that we plan and perform the audit to obtain reasonableassurance about whether the financial statements are free of material misstatement. An auditincludes examining, on a test basis, evidence supporting the amounts and disclosures in thefinancial statements. An audit also includes assessing the accounting principles used andsignificant estimates made by management, as well as evaluating the overall financialstatement presentation. We believe that our audit provides a reasonable basis for our opinion.

As required by the Companies (Auditor's Report) Order, 2003 (“the Order”) issued by theCentral Government of India in terms of sub-section (4A) of Section 227 of the CompaniesAct, 1956, we enclose in the Annexure, a statement on the matters specified in paragraphs 4and 5 of the said Order.

Further to our comments in the Annexure referred to above, we report that:

a) we have obtained all the information and explanations, which to the best of ourknowledge and belief were necessary for the purposes of our audit;

b) in our opinion, proper books of account as required by law have been kept by theCompany so far as appears from our examination of those books;

c) the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt withby this report are in agreement with the books of account;

d) in our opinion, the Balance Sheet, the Profit and Loss Account and the Cash FlowStatement dealt with by this report comply with the Accounting Standards referred to insub-section (3C) of Section 211 of the Companies Act, 1956;

e) on the basis of written representations received from the directors, as on 31 March 2009,and taken on record by the Board of Directors, we report that none of the directors isdisqualified as on 31 March 2009 from being appointed as a director in terms of clause(g) of sub-section (1) of Section 274 of the Companies Act, 1956;

f) attention is invited to note III 10 of schedule 20 with regard to certain transactionsentered into by the Company in the current year upto 11 March 2009 as well as previousyears, covered under section 297 of the Companies Act, 1956, and in respect of whichprior approval of the Central Government, as envisaged under that section, has not beenobtained. However, the Company has obtained prior approval of Central Government fortransactions entered/ to be entered for the period 12 March 2009 to 31 March 2011 andhas also filed the necessary applications for compounding of transactions relating to thecurrent year upto 11 March 2009 as well as relating to earlier years.

The same was a subject matter of qualification in the previous year; and

g) Subject to our comments in paragraph (f) above, the impact of which is not ascertainable,in our opinion and to the best of our information and according to the explanations givento us, the said accounts give the information required by the Companies Act, 1956, in themanner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:

(i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31March 2009;

(ii) in the case of the Profit and Loss Account, of the profit of the Company for theyear ended on that date; and

(iii) in the case of the Cash Flow Statement, of the cash flows of the Company for theyear ended on that date.

For B S R & CompanyChartered Accountants

Sd/-Akhil Bansal

Place: Gurgaon PartnerDate: 17 August 2009 Membership No.: 090906

Annexure to the Auditors’ report(Referred to in our report of even date)

(i) (a) The Company has maintained proper records showing full particulars, includingquantitative details and situation of fixed assets.

(b) The Company has a regular programme of physical verification of its fixed assets bywhich all fixed assets are verified in a phased manner over a period of two years.According to that programme the Company has during the year physically verifiedcertain assets. In our opinion, this periodicity of physical verification is reasonable havingregard to the size of the Company and the nature of its assets.

(c) Fixed assets disposed off during the year were not substantial, and therefore, do not affectthe going concern assumption.

(ii) (a) The inventory, except goods-in-transit, has been physically verified by the managementduring the year. In our opinion, the frequency of such verification is reasonable.

(b) The procedures for the physical verification of inventories followed by the managementare reasonable and adequate in relation to the size of the Company and the nature of itsbusiness.

(c) The Company is maintaining proper records of inventory. The discrepancies noticed onverification between the physical stocks and the book records were not material.

(iii) (a) The Company has granted loans to four companies covered in the register maintainedunder section 301 of the Companies Act, 1956. The maximum amount outstandingduring the year was Rs. 543,645,000 and the year-end balance of such loans wasRs. 431,475,000.

(b) In our opinion, the rate of interest and other terms and conditions on which loans havebeen granted to companies listed in the register maintained under section 301 of theCompanies Act, 1956 are prima facie, not prejudicial to the interest of the Company.

(c) In the case of loans granted to companies listed in the register maintained under section301, the borrowers have been regular in payment of principal and interest on such loans asand when demanded by the Company. As per terms stipulated in loan agreements,principal and interest on loans are payable on demand.

(d) There is no overdue amount of more than Rupees one lakh in respect of loans granted toany of the companies listed in the register maintained under section 301.

(e) The Company has taken loans from two companies covered in the register maintainedunder section 301 of the Companies Act, 1956. The maximum amount outstanding duringthe year was Rs. 118,500,000 and the year-end balance of such loans was Rs. 100,000,000.

(f) In our opinion, the rate of interest and other terms and conditions on which loans havebeen taken from companies listed in the register maintained under section 301 of theCompanies Act, 1956 are prima facie, not prejudicial to the interest of the Company.

(g) In the case of loans taken from companies listed in the register maintained under section301, the Company has been regular in payment of principal and interest on such loans asand when demanded by the lenders. As per terms stipulated in loan agreements, principaland interest on loans are payable on demand.

(iv) In our opinion and according to the information and explanations given to us, there is anadequate internal control system commensurate with the size of the Company and thenature of its business with regard to purchase of inventories and fixed assets and withregard to the sale of goods and services. In our opinion and according to the informationand explanations given to us, there is no continuing failure to correct major weaknesses ininternal control system.

(v) (a) In our opinion and according to the information and explanations given to us, theparticulars of contracts or arrangements referred to in section 301 of the Companies Act,1956 have been entered in the register required to be maintained under that section.

(b) In our opinion, and according to the information and explanations given to us, thetransactions made in pursuance of contracts and arrangements referred to in (a) above andexceeding the value of Rs. 5 lakh with any party during the year have been made at priceswhich are reasonable having regard to the prevailing market prices at the relevant timeexcept for purchases of certain services and items of fixed assets and inventories whichare for the specialised requirements of the Company and for which suitable alternativesources are not available to obtain comparable quotations. However, on the basis ofinformation and explanations provided, the same appear reasonable.Further, as explained in more detail in paragraph f) above of our audit report, no priorapproval of the Central Government was obtained by the Company in respect of thetransactions entered with other private companies and partnership firms during theperiod within which common directorship/common partners prevailed.

(vi) The Company has not accepted any deposits from the public.

(vii) In our opinion, the Company has an internal audit system commensurate with the sizeand nature of its business.

(viii) We have broadly reviewed the books of account maintained by the Company pursuant tothe rules prescribed by the Central Government for maintenance of cost records undersection 209(1)(d) of the Companies Act, 1956 in respect of power operations and are ofthe opinion that prima facie, the prescribed accounts and records have been made andmaintained. However, we have not made a detailed examination of the records.

(ix) (a) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company, amounts deducted/ accrued in the books ofaccount in respect of undisputed statutory dues including Income-tax, Provident Fund,Wealth tax, Customs duty, Cess and other material statutory dues have generally beenregularly deposited during the year by the Company with the appropriate authorities,except for dues in respect of Sales-tax and Service tax where there have been substantialdelays in few cases. As explained to us, provisions of Employees’ State Insurance andExcise duty are not applicable to the Company. Further, as explained to us, the Companydid not have any dues on account of Investor Education and Protection Fund.

There were no dues on account of Cess under Section 441A of the Companies Act, 1956since the date from which the aforesaid section comes into force has not yet been notifiedby the Central Government.

According to the information and explanations given to us, no undisputed amountspayable in respect of Provident Fund, Income tax, Wealth tax, Sales tax, Customs duty,Cess and other material statutory dues were in arrears as at 31 March 2009 for a period ofmore than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no dues of Incometax, Wealth tax, Sales tax, Customs duty and Cess which have not been deposited withthe appropriate authorities on account of any dispute, except as mentioned below:

Name of theStatute

Natureof dues

Amount involved(in Rs. lacs)

Period towhich theamountrelates

Forum where disputeis pending

Finance Act,1994

Servicetax

1,653 pluspenalty plus

interest *

10 September2004 till 31March 2006

CESTAT, New Delhi

Finance Act,1994

Servicetax

86 plus penaltyplus interest

16 August2002 till 31March 2006

CESTAT, New Delhi

Finance Act,1994

Servicetax

118 plus penaltyplus interest *

28 February2005 to 31March 2006

CESTAT, New Delhi

Finance Act,1994

Servicetax

22 plus penaltyplus interest

April 2006 toMarch 2007

Commissioner(Adjudication), NewDelhi

* Out of the above demand, we are informed by the Company that it has deposited a sumof Rs. 1,242 lacs against these demands in earlier years.

(x) The Company does not have any accumulated losses at the end of the financial year andhas not incurred cash losses in the financial year and in the immediately precedingfinancial year.

(xi) In our opinion and according to the information and explanations given to us, theCompany has not defaulted in repayment of dues to its bankers. The Company did nothave any outstanding dues to any financial institution or debenture holders during theyear.

(xii) The Company has not granted any loans and advances on the basis of security by way ofpledge of shares, debentures and other securities.

(xiii) In our opinion and according to the information and explanations given to us, theCompany is not a chit fund or a nidhi/ mutual benefit fund/ society.

(xiv) According to the information and explanations given to us, the Company is not dealing ortrading in shares, securities, debentures and other investments.

(xv) In our opinion and according to the information and explanations given to us, the termsand conditions on which the company has given guarantees for loans taken by othersfrom banks or financial institutions are not prejudicial to the interest of the Company.

(xvi) In our opinion and according to the information and explanations given to us, the termloans taken by the company have been applied for the purpose for which they wereraised. However, pending utilisation of certain term loans for the stated purpose, thefunds have temporarily been deployed in the fixed deposits and have been utilised for thestated purpose as and when required.

(xvii) According to the information and explanations given to us and on an overall examinationof the balance sheet of the company, we are of the opinion that the funds raised on short-term basis have not been used for long-term investment.

(xviii) According to the information and explanations given to us, the company has madepreferential allotment of shares to companies/parties covered in the register maintainedunder section 301 of the Act at different rates during the year. As explained to us,considering the benefits emanating out of the swap transaction wherein the controllingstake was acquired by the Company, the issue of preferential allotment at a lower price toone company is not prejudicial to the interest of the company.

(xix) The Company did not have any outstanding debentures during the year.

(xx) The Company has not raised any money by public issues.

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


Sd/-Akhil Bansal


Aryan Coal Benefications Private LimitedBalance Sheet as at 31 March 2009(All amounts are in Rupees)

Schedule As at31 March 2009

As at31 March 2008

I. SOURCES OF FUNDSShareholders' fundsShare capital 1 1,056,808,200 912,376,840Reserves and surplus 2 8,623,974,298 5,431,319,919Loan fundsSecured loans 3 6,261,539,846 1,738,086,737Unsecured loans 4 100,489,466 -

Deferred tax liability (net) 176,503,097 198,296,744(refer note III 12 of Schedule 20)

TOTAL 16,219,314,907 8,280,080,240

II. APPLICATION OF FUNDSFixed assets 5Gross block 4,496,596,072 3,997,635,345Less : Accumulated depreciation 1,423,178,258 1,012,383,997Net block 3,073,417,814 2,985,251,348Capital work in progress 6 1,525,849,342 661,764,027

4,599,267,156 3,647,015,375

Investments 7 2,783,422,172 436,483,575

Current assets, loans and advancesInventories 8 500,046,275 214,009,978Sundry debtors 9 1,259,189,102 1,021,890,495Cash and bank balances 10 6,025,488,066 2,322,962,792Other current assets 11 18,855,303 6,446,769Loans and advances 12 1,717,186,425 1,302,608,735

9,520,765,171 4,867,918,769Less: Current liabilities and provisions 13Current liabilities 545,690,502 620,054,091Provisions 138,449,090 51,283,388

684,139,592 671,337,479

Net current assets 8,836,625,579 4,196,581,290

TOTAL 16,219,314,907 8,280,080,240

Significant accounting policies and notes to the accounts 20

The accompanying notes and schedules form an integral part of the accounts.

As per our report of even date attachedFor B S R & Company For Aryan Coal Benefications Private LimitedChartered Accountants

Sd/- Sd/- Sd/- Sd/-Akhil Bansal Ex-Captain R.S.Sindhu G.C. Mrig Satish Kumar SharmaPartner Chairman Managing Director Company SecretaryMembership no.: 090906

Place : Gurgaon Place : Gurgaon Place : Gurgaon Place : GurgaonDate : 17 August 2009 Date : 17 August 2009 Date : 17 August 2009 Date : 17 August 2009

Aryan Coal Benefications Private LimitedProfit and Loss Account for the year ended 31 March 2009(All amounts are in Rupees)

Schedule For the yearended

For the yearended

31 March 2009 31 March 2008Income

Coal operations-Raw coal beneficiations and allied receipts 3,006,044,242 2,174,628,039-Sale of coal 4,236,533,029 1,843,100,508Power operations-Sales and allied receipts 635,770,380 569,803,187Other income 14 445,058,817 195,498,893

8,323,406,468 4,783,030,627Expenditure

Purchase of coal 1,191,676,846 773,120,958Decrease/ (increase) in stock of coal 15 (214,810,441) 33,445,948Direct expenses 16 2,363,263,476 1,574,050,445Personnel cost 17 362,356,277 234,685,725Administrative and selling expenses 18 569,808,482 472,578,348Depreciation 5 410,337,081 321,748,378Finance cost 19 230,098,199 177,886,940

4,912,729,920 3,587,516,742

Profit before tax 3,410,676,548 1,195,513,885Provision for tax

- Current tax 1,099,900,000 350,113,823- Deferred tax charge for earlier years - 170,605,018- Deferred tax charge /(credit) for current year (21,793,647) 19,297,678- Fringe benefit tax 2,750,712 2,260,131- Wealth tax 451,779 986,308- Taxes for earlier years 3,275,057 282,670

Balance available for appropriations 2,326,092,647 651,968,257Appropriations:

- Transferred to general reserve - 65,196,826- Interim dividend 91,305,274 29,237,456- Provision for corporate dividend tax 15,517,332 4,968,906

Profit after appropriations transferred to Balance Sheet 2,219,270,041 552,565,069

Earnings per share (refer note III 8 of schedule 20)Equity shares of face value of Rs. 10 eachBasic 25.49 7.96Diluted 25.44 7.95




Sd/- Sd/- Sd/- Sd/-Akhil Bansal Ex-Captain R.S.Sindhu G.C. Mrig Satish Kumar SharmaPartner Chairman Managing Director Company SecretaryMembership no.: 090906

Place : Gurgaon Place : Gurgaon Place : Gurgaon Place : GurgaonDate : 17 August 2009 Date : 17 August 2009 Date : 17 August 2009 Date : 17 August 2009

Aryan Coal Benefications Private LimitedCash Flow Statement for the year ended 31 March 2009(All amounts are in Rupees)

For the yearended

For the yearended

31 March 2009 31 March 2008A) Cash flow from operating activities:

Net profit before tax 3,410,676,548 1,195,513,885Adjustments for :Depreciation 410,337,081 321,748,378Bad debts written off 24,958,519 77,145,596(Profit)/ loss on sale of assets (178,248) (19,185)Finance cost 230,098,199 177,886,940Interest income (261,972,843) (173,735,331)Dividend income (3,547,750) (1,826,360)Bonus received on keyman insurance policies (150,048,558) (18,996,760)Forward premium amortised 884,116 -Miscellaneous expenditure written off - 37,072Operating profit before working capital changes 3,661,207,064 1,577,754,235Adjustments for :(Increase)/ decrease in inventories (286,036,297) 942,944(Increase) in sundry debtors (262,257,126) (332,441,113)(Increase) in other current assets (12,408,534) (2,410,298)(Increase) in loans and advances (315,836,447) (537,784,447)(Decrease)/ increase in current liabilities and provisions (67,408,839) 218,792,529Cash Generated from operations 2,717,259,821 924,853,850Taxes paid (1,096,445,348) (302,383,526)Net cash from operating activities (A) 1,620,814,473 622,470,324

B) Cash flow from investing activities:Purchase of fixed assets/capital work in progress (1,378,290,614) (940,654,952)Sale of fixed assets 880,000 125,800Purchase of investments (2,238,858,595) (100,085,975)Interest income 245,811,725 165,555,344Dividend income 3,547,750 1,826,360Bonus received on keyman insurance policies 150,048,558 18,996,760Net cash used in investing activities (B) (3,216,861,176) (854,236,663)

C) Cash flow from financing activities:Proceeds from issue of equity share capital 91,166,960 28,424,450Repayments of share application money - (24,000,000)Proceeds from securities premium 918,568,736 1,460,880,725Proceeds from secured loans 5,235,343,355 400,424,850Repayments of secured loans (787,153,724) (443,055,925)Proceeds from unsecured loans 121,000,000 16,500,000Repayments of unsecured loans (21,000,000) (26,057,193)Dividends and tax on dividend (34,206,362) (34,073,265)Finance cost (225,146,988) (179,229,895)Net cash from in financing activities (C ) 5,298,571,977 1,199,813,747

D) Net increase in cash and cash equivalents (A+B+C) 3,702,525,274 968,047,408

E) Cash and cash equivalents as at the beginning of the yearCash in hand 8,790,069 2,763,763Cheques in hand 6,857,026 59,067,768Balance with scheduled bank-on current accounts 18,707,680 53,868,773-on deposit accounts 2,288,608,017 1,239,215,080

2,322,962,792 1,354,915,384F) Cash and cash equivalents as at the end of the year

Cash in hand 6,182,802 8,790,069Cheques in hand 8,842,618 6,857,026Balance with scheduled bank-on current accounts 194,617,519 18,707,680-on deposit accounts 5,815,845,127 2,288,608,017

6,025,488,066 2,322,962,792Notes:1. The cash flow statement has been prepared in accordance with 'Indirect method' as set out in the Accounting Standard (AS)-3 on 'CashFlow Statements' as notified in the the Companies (Accounting Standard) Rules, 2006.


Sd/- Sd/- Sd/- Sd/-Akhil Bansal Ex-Captain R.S. Sindhu G.C. Mrig Satish Kumar SharmaPartner Chairman Managing Director Company SecretaryMembership no.: 090906Place : Gurgaon Place : Gurgaon Place : Gurgaon Place : GurgaonDate : 17 August 2009 Date : 17 August 2009 Date : 17 August 2009 Date : 17 August 2009

Aryan Coal Benefications Private LimitedSchedules forming part of the accounts(All amounts are in Rupees)

As at31 March 2009

As at31 March 2008

Schedule 1 - Share capital

Authorised capital125,000,000 equity shares of Rs. 10 each 1,250,000,000 1,000,000,000(previous year 100,000,000 equity shares of Rs.10 each)

Issued, subscribed and paid up capital103,180,820 equity shares of Rs.10 each fully paid up 1,031,808,200 887,376,840(previous year 88,737,684 equity shares of Rs.10 each fully paid up)[Of the above equity shares, 84,512,080 (previous year 84,512,080) equity shares arealloted as fully paid up by way of bonus shares from securities premium account][Of the above equity shares, 5,326,440 (previous year nil) equity shares areissued for consideration received other than cash]

Share warrants149,352 (previous year 149,352) share warrants of Rs. 3,348 each, 25,000,000 25,000,000of which Rs. 167.39 per warrant paid up convertible into 3,136,392(including bonus shares 2,987,040) equity shares of Rs. 10 each

1,056,808,200 912,376,840

Schedule 2 - Reserves and surplus

Securities premium:Opening balance 2,763,516,167 2,147,756,242Add: received during the year 973,384,338 1,460,880,725Less: applied for issue of bonus shares - (845,120,800)

3,736,900,505 2,763,516,167General reserve:Opening balance 278,306,928 212,419,691Add: gratuity transitional liability - 690,411Add: transferred from Profit and Loss Account - 65,196,826

278,306,928 278,306,928Profit and loss account:Opening balance 2,389,496,824 1,836,931,755Add: transferred from Profit and Loss Account 2,219,270,041 552,565,069

4,608,766,865 2,389,496,824

8,623,974,298 5,431,319,919


As at31 March 2009

As at31 March 2008

Schedule 3 - Secured loans

Loans and advances from banks:-Term loans *

Rupee loan 1,535,799,890 1,062,454,659Foreign currency loan 4,076,000,000 -

-Cash credit/ working capital loans ** 600,679,573 624,676,462-Vehicle/ equipment loans # 34,905,832 39,012,322-Interest accrued and due on term loans 14,154,551 9,692,806

Loans and advances from others:-Vehicle/ equipment loans # - 2,250,488

6,261,539,846 1,738,086,737Notes:* Nature of security for term loans

(a)

(b)

(c)

(d)

(e)

** Nature of security for cash credit/working capital loans(a)

(b)

(c)

(d)

# Nature of security for vehicle/equipment loans(a)

Schedule 4 - Unsecured loans

Inter corporate deposit received-from a subsidiary company 100,000,000 --interest accrued and due 489,466 -

100,489,466 -

Cash credit of Rs. 303,002,113 (previous year Rs. 282,193,003) from Indian Overseas Bank is secured by way of first pari passucharge on current assets of the Company with Standard Chartered Bank. Further, collaterally secured by way of pari passucharge with Standard Chartered Bank on land/ building, plant and machinery of Panderpauni Plant of the Company. Cash creditis secured by way of personal guarantees of directors, relatives and corporate guarantee of group company.

Cash credit of Rs. 153,315,068 (previous year Rs. 99,983,459) and working capital loan of Rs. 144,362,392 (previous year Rs.nil) from Standard Chartered Bank is secured by way of pari passu charge on current assets of the Company with IndianOverseas Bank in a multiple banking arrangement. Further, secured by way of pari passu charge with Indian Overseas Bank onland/ building, plant and machinery of Panderpauni Plant of the Company.

Vehicle/equipment loans of Rs. 34,905,832 (previous year Rs. 41,262,810) secured by first and exclusive charge on specificvehicles/equipments. Further, secured by way of post dated cheques for repayment of interest and principal.

Term loan of Rs. 441,057,508 (previous year Rs. 533,914,660) from Syndicate Bank is secured by way of first charge on fixedassets of the 30 MW Thermal Power Project at Chakabura, Chattisgarh acquired out of the term loan. Further, secured by wayof personal guarantees of directors and relatives.Term loan of Rs. 291,992,382 (previous year Rs. 385,325,713) from Axis Bank is secured by way of exclusive first charge onall assets, fixed and current, both present and future of 15MW Wind Mill Project located at Sangli, Maharashtra. Further,secured against negative lien on the Power Purchase Agreement with MSEDCL, O&M Agreement with Suzlon WindfarmServices Private Limited and on performance guarantees offered by Suzlon Energy Limited and personal guarantees of directors.

Term loan of Rs. 97,750,000 (previous year Rs. 143,214,286) from Standard Chartered Bank is secured by way of first andexclusive charge on entire fixed assets both present and future of the 5 MTPA coal washery plant at Gevra Site. Further, securedby way of first charge over the land located at Gevra by way of equitable mortage with a margin of 25% and personal guaranteeof promoter director.

Working capital loan of Rs. nil (previous year Rs. 142,500,000) from Syndicate Bank is secured against assignment of KeymanInsurance Policies for directors of the Company. Further secured by personal guarantee of promoter directors.

Term loan of Rs. 540,000,000 (previous year Rs. nil) from Yes Bank is secured by way of exclusive charge on land, buildingand plant and machinery of subsidiary company. Further, secured by way of unconditional and irrecoverable personal guaranteeof promoter directors.

Working capital loan of Rs. nil (previous year Rs. 100,000,000) from Indusind Bank is secured by way of subsurvient charge onthe current assets and movable fixed assets of the Company. Further, secured by personal guarantees of directors.

Term loans of Rs. 4,241,000,000 (previous year Rs. nil) from ECB and INR Lenders is secured by way of first charge on all ofthe 270MW thermal power project assets, both movable and immovable and any other assests related to the project, whethertangible and intangible and whether present and future. Further secured by way of first charge on all rights, title,interest,benefits and claims of the Company in all project documents and on all replacements and additions to any of the ProjectAssets. Further, secured by way of personal guarantees of directors.


As at31 March 2009

As at31 March 2008

Schedule 6 - Capital work in progress (including capital advances)

Opening balance 661,764,027 466,054,804Add: additions during the year 1,256,682,388 794,798,815Less: capitalised/ written off during the year (392,597,073) (599,089,592)

Closing balance* 1,525,849,342 661,764,027

* includes Rs. 127,840,044 (previous year Rs. nil) of borrowing costs capitalised.

Schedule 7 - Investments (non-trade)

Long term investments (at cost)Quoted:Indian Overseas Bank 328,800 328,800

Market value Rs. 45.60 each (previous year Rs. 135.10 each)

Aggregate amount of Company's quoted investments 328,800 328,800

Unquoted:Other than government securitiesIn subsidiary companies (fully paid up)Aryan Clean Coal Technologies Private Limited 34,998,000 34,998,000

Aryan Energy Private Limited 213,379,237 151,474,475

Kartikay Coal Washeries Private Limited 58,327,000 58,327,000

Aryan Ispat and Power Private Limited 508,000,000 190,500,000

Connoiseur Resources Limited, BVI 401,500 401,500

Aryan Chhattisgarh Power Generation Private Limited 100,000 -

Aryan M.P. Power Generation Private Limited 100,000 -

Spectrum Coal and Power Limited 1,967,333,835 -

In others (fully paid up)Cellcap Securities Limited, BVI 453,800 453,800

Aggregate amount of Company's unquoted investments 2,783,093,372 436,154,775

2,783,422,172 436,483,575

13,700 equity shares of Rs. 10 each fully paid up (previous year13,700 equity shares fully paid up)

10,000 equity shares of Rs.10 each (previous year nil)

10,000 equity shares of Rs.10 each (previous year nil)

41,678,083 equity shares of Rs. 10 each (previous year nil)

10,000 equity shares of USD 1 each (previous year 10,000 equityshares of USD 1 each)

3,499,800 equity shares of Rs. 10 each (previous year 3,499,800equity shares of Rs. 10 each)

1,381,250 equity shares of Rs.100 each (previous year 1,160,250equity shares of Rs. 100 each)

2,919,600 equity shares of Rs.10 each (previous year 2,919,600equity shares of Rs. 10 each)

2,540,000 equity shares of Rs. 100 each (previous year 1,905,000equity shares of Rs. 100 each)

10,000 equity shares of USD 1 each (previous 10,000 Equity Shares ofUSD 1 Each)


As at31 March 2009

As at31 March 2008

Schedule 8 - Inventories(At lower of cost and net realisable value)Stores and spare parts * 174,529,798 103,303,942Raw coal 101,586,467 9,942,972Work in progress 25,866,715 12,937,336Beneficiated coal 126,736,398 55,178,010Coal rejects 71,326,897 32,647,718

500,046,275 214,009,978* includes goods in transit Rs. 11,486,198 (previous year Rs. 16,295,207)

Schedule 9 - Sundry debtors (refer note III 16 of Schedule 20)

(Unsecured and considered good, unless otherwise stated)Debts outstanding for a period exceeding six months 67,356,365 58,466,331Other debts 1,191,832,737 963,424,164

1,259,189,102 1,021,890,495

Schedule 10 - Cash and bank balances

Cash in hand 6,182,802 8,790,069Cheques in hand 8,842,618 6,857,026Balance with scheduled banks:-on current accounts 194,617,519 18,707,680-on deposit accounts

-provided as security to government authority 39,746 39,746-held as margin money for bank guarantees 191,632,839 120,496,520-lien marked for 270MW Power Project 1,615,046,905 --held in control account for 270MW Power Project 3,872,653,760 --other fixed deposits 136,471,877 2,168,071,751

6,025,488,066 2,322,962,792

Schedule 11 - Other current assets

Income accrued but not due 18,855,303 6,446,769

18,855,303 6,446,769


As at31 March 2009

As at31 March 2008

Schedule 12 - Loans and advances (refer note III 17 of Schedule 20)

(Unsecured and considered good, unless otherwise stated)Advances recoverable in cash or in kind or for value to be received 179,680,677 341,433,678Inter corporate deposits-to subsidiaries 431,475,000 324,075,000-interest accrued and due 43,222,392 27,061,274Share application money-to subsidiaries 817,692,305 285,296,264-to others 25,564,500 228,064,500Advance income tax - 2,746,257[net of provision for tax of previous year Rs. 590,762,372]Advance fringe benefit tax 408,766 -[net of provision for tax of current year Rs. 6,270,813]Security and other deposits 149,225,169 93,931,762Forward cover receivable 50,025,000 -[net of foreign cover payable of Rs. 4,025,975,000 (previous year Rs. nil)]Unamortised premium on forward cover 19,892,616 -

1,717,186,425 1,302,608,735

Schedule 13 - Current liabilities and provisions

Current liabilitiesSundry creditors- Dues to micro and small enterprises (refer note III 14 of Schedule 20) 229,316 139,162- Others * 448,523,513 444,455,573Advances from customers 8,633,779 9,594,811Book overdraft - 5,958,415Other liabilities ** 88,303,894 159,906,130

545,690,502 620,054,091

ProvisionsProvision for income tax 9,014,338 -[net of advance tax of current year of Rs. 1,619,699,112]Provision for fringe benefit tax - 885,101[net of advance tax of previous year of Rs. 4,159,709]Provision for wealth tax 451,779 986,308[net of advance tax of Rs. 1,205,689 (previous year Rs. 342,419)]Provision for gratuity 22,160,367 15,205,617Interim dividend 91,305,274 29,237,456Provision for corporate dividend tax 15,517,332 4,968,906

138,449,090 51,283,388

*includes salary, wages and bonus payable of Rs. 3,647,170 (previousyear Rs. 374,116).

**includes provident fund payable of Rs. 2,802,726 (previous yearRs. 2,107,079).


For the yearended

For the yearended

31 March 2009 31 March 2008Schedule 14 - Other income

Interest income-from banks 204,419,360 137,733,712(tax deducted at source Rs. 45,733,797 previous year Rs. 30,909,696)-from others 57,553,483 36,001,619(tax deducted at source Rs. 12,859,855 previous year Rs. 7,429,348)Dividend received-from subsidiaries 3,499,800 1,785,000-from others 47,950 41,360Bonus received on keyman insurance policies 150,048,558 18,996,760Exchange gain (net) 727,355 -Profit on sale of assets 178,248 19,185Sundry balances written back 1,319 -Bad debts recovered 27,892,702 -Miscellaneous receipts 690,042 921,257

445,058,817 195,498,893

Schedule 15 - Decrease/ (increase) in stock of coal

Opening stock of coal:Raw coal 9,942,972 12,462,058Work in progress 12,937,336 5,480,024Beneficiated coal 55,178,010 -Coal rejects 32,647,718 126,209,902

110,706,036 144,151,984

Closing stock of coal:Raw coal 101,586,467 9,942,972Work in progress 25,866,715 12,937,336Beneficiated coal 126,736,398 55,178,010Coal rejects 71,326,897 32,647,718

325,516,477 110,706,036

(214,810,441) 33,445,948

Schedule 16 - Direct expenses

Power and fuel 84,941,437 130,207,375Consumption of materials 38,177,615 34,676,130Transportation and loading charges 1,735,787,060 991,504,740Beneficiation charges 22,669,580 -Energy duty 10,058,834 9,738,630Pollution control expenses 4,624,016 3,561,283Repair, running and maintainance:-Building 39,923,970 65,062,764-Plant and machinery 296,293,269 258,688,063-Others 130,787,695 80,611,460

2,363,263,476 1,574,050,445


For the yearended

For the yearended

31 March 2009 31 March 2008Schedule 17 - Personnel cost

Salaries, wages and bonus 332,816,769 215,690,909Contribution to provident and other funds 17,700,448 10,387,037Staff welfare expenses 11,839,060 8,607,779

362,356,277 234,685,725

Schedule 18 - Administrative and selling expenses

Rent 16,889,631 12,133,577Railway siding rent 15,356,055 19,710,476Rate, taxes and fees 13,096,495 14,108,192Subscription and tender fees 1,449,499 3,039,173Legal and professional fee 74,015,323 27,760,415Security expenses 4,646,665 2,127,205Insurance 6,650,819 7,053,657Printing and stationery 3,492,953 2,721,473Communication expenses 7,353,216 6,109,405Office maintenance expenses 9,308,982 4,291,965Travelling and conveyance 31,041,648 20,107,959Electricity and water charges 1,122,251 738,544Charity and donation 3,129,568 2,648,634Deductions on account of quality and quantity 202,260,623 120,097,590Coal handling charges 127,653,012 114,008,471Sampling charges 2,505,804 2,388,697Advertisement and publicity 2,290,899 1,709,954Business promotion 2,537,843 1,100,839Bank charges 6,735,844 5,665,524Exchange loss (net) - 11,014,527Forward premium amortised 884,116 -Sundry balances written off - 1,515,019Bad debts written off 24,958,519 77,145,596Capital work in progress written off 6,770,143 8,927,144Miscellaneous expenditure written off - 37,072Miscellaneous expenses 5,658,574 6,417,240

569,808,482 472,578,348

Schedule 19 - Finance cost

Interest on term loans 169,504,748 122,301,104Interest on cash credits/ working capital loans 47,694,575 53,412,495Interest on inter corporate deposits 632,876 923,341Loan processing charges 12,266,000 1,250,000

230,098,199 177,886,940

Aryan Coal Benefications Private LimitedSchedules forming part of the accounts

Schedule 20: Significant accounting policies and notes to the accounts

I. Background

Aryan Coal Benefications Private Limited (ACBPL) is a flagship company of Aryan Group. ACBPLwas incorporated on 14 March 1997. Besides coal beneficiation business, ACBPL is into powergeneration through 30 MW thermal power plant and 15 MW wind mill plant. Both the power plantsare supported by Power Purchase Agreements (PPAs) with respective State Electricity Boards (SEBs).Further, the Company is in the process of setting up 270MW thermal power plant atChakabura, Chhattisgarh.

II. Significant accounting policies

1) Accounting convention:

The financial statements are prepared and presented under the historical cost convention inaccordance with the Generally Accepted Accounting Principles (‘GAAP’) in India and mandatoryaccounting standards as specified in the Companies (Accounting Standard) Rules, 2006, theprovisions of the Companies Act, 1956, to the extent applicable, and as adopted consistently bythe Company.

2) Use of estimates:

The preparation of financial statements in conformity with Generally Accepted AccountingPrinciples (GAAP) in India requires management to make estimates and assumptions that affectthe reported amounts of assets and liabilities and the disclosure of contingent liabilities on thedate of the financial statements. Actual results could differ from those estimates. Differencesbetween the actual results and estimates are recognised in the year in which the results areknown/materialized. Any revision to accounting estimates is recognised prospectively in currentand future periods.

3) Inventories (valued at lower of cost and net realisable value):

Inventories are valued at lower of cost and net realisable value. The basis for determination ofcost of various category of inventory are as follows:

(a) Stores and spare parts:

Stores and spare parts are computed on first in first out basis (FIFO).

(b) Raw coal and beneficiated coal:

These are valued at cost of raw coal and cost directly attributable to bring the coal to itspresent location and condition.

(c) Work in progress :

Work in progress represents the cost of transportation, beneficiation of raw coal andtransportation of beneficiated coal on behalf of customers.

(d) Coal rejects:

These consist of rejects generated out of coal beneficiation process. The cost is ascertainedby apportioning the total cost attributable to the category of coal generated based onappropriate basis.



4) Revenue recognition

Beneficiation operations:

(a) Raw coal beneficiations and allied receipts:

Revenue from beneficiated coal is recognised as beneficiation activity is performed. Suchperformance is regarded as being achieved when no significant uncertainty exists regardingthe amount of consideration that will be derived from the performance of such activity and theactivity is completed or substantially completed. Revenue represents the invoiced value of netbeneficiation receipts.

(b) Sale of coal:

Revenue from sale of coal is recognised when coal is dispatched to the customer whichcoincides with the transfer of significant risks and rewards. Sales represent the invoiced valueof coal (net of sales tax).

Power operations:

(a) Sale of power:

Revenue from sale of power is recognised based on tariffs as per the terms of the PowerPurchase Agreements entered into by the Company with respective State Electricity Boards.

Other incomes:

(a) Interest income:

Interest income is recognised on a time proportion basis considering the contracted rate ofreturn.

(b) Dividend income:

Dividend income is recognised when the shareholders’ right to receive payment isestablished.

(c) Bonus received on keyman insurance policies:

Income from bonus received on keyman insurance policies is recognised on receipt basis.

5) Fixed assets and depreciation

Fixed assets are stated at cost less accumulated depreciation and impairment losses, if any. Thecost of fixed assets includes inward freight, duties, taxes and incidental expenses related toacquisition and installation incurred upto the date of commissioning of the assets. Fixed assetsunder construction, advances paid towards acquisition of fixed assets and cost of asset not put touse before the year end, are disclosed as capital work in progress. Assets held for disposal arestated at their estimated residual values as at the balance sheet date.

For assets used for coal beneficiation operations-Depreciation is provided on pro-rata basis as per written down value (WDV) method at ratesbased upon management estimates of useful lives of the assets. Such rates are equal to the ratesprescribed in Schedule XIV of the Companies Act, 1956.

For assets used for power operations-Depreciation is provided on pro-rata basis as per straight line method (SLM) at rates based uponthe management estimates of useful lives of the assets. Such rates are equal to the rates prescribedin Schedule XIV of the Companies Act, 1956.



Leasehold land is amortised over the period of lease. Leasehold improvements are amortised overthe remaining period of lease or derived useful lives of assets as prescribed in Schedule XIV tothe Companies Act, 1956, whichever is shorter.

Assets individually costing upto Rs. 5,000 are fully depreciated in the year of purchase.

6) Foreign currency transactions

Foreign currency transactions are recorded at the rate of exchange prevailing on the date of therespective transactions. Monetary foreign currency assets and liabilities remaining unsettled atthe balance sheet date are translated at the rates of exchange prevailing on that date. Gains/ lossesarising on account of realisation/ settlement of foreign exchange transactions and on translation offoreign currency assets and liabilities are recognised in the profit and loss account.

The premium or discount that arises on entering into a forward exchange contract for hedging ismeasured by the difference between the exchange rate at the date of the inception of the forwardexchange contract and the forward rate specified in the contract and is amortised as expense orincome over the life of the contract. Exchange difference on a forward exchange contract is thedifference between:

(a) the foreign currency amount of the contract translated at the exchange rate at the reportingdate, or the settlement date where the transaction is settled during the reporting period, and;

(b) the same foreign currency amount translated at the latter of the date of inception of theforward exchange contract and the last reporting date. These exchange differences arerecognised in the statement of profit and loss in the reporting period in which the exchangerates change.

The premium or discount arising at the inception of a forward exchange contract entered into tohedge the foreign currency risk of a firm commitment or a highly probable forecast transaction isamortised as expense or income over the life of the contract.

7) Investments

Long term investments are valued at cost. Any decline other than temporary, in the value of longterm investments, is adjusted in the carrying value of such investments.

8) Employee benefits

All employee benefits payable/available within twelve months of rendering the service areclassified as short-term employee benefits. Benefits such as salaries, wages and bonus etc., arerecognised in the Profit and Loss Account in the period in which the employee renders the relatedservice.

Defined contribution plans: A defined contribution plan i.e. provident fund is a post-employment benefit plan under which an entity pays fixed contributions into a separate entity andwill have no legal and constructive obligation to pay further amounts. Obligations forcontributions to defined contribution provident plans are recognised as an employee benefitexpense in the Profit and Loss Account when they are due. Prepaid contributions are recognisedas an asset to the extent that a cash refund or a reduction in future payments is available.

Defined benefit plans: A defined benefit plan i.e. gratuity, is a post-employment benefit plan.The Company’s gratuity plan is a defined benefit plan.



The Company’s net obligation in respect of defined benefit plans is calculated separately for eachplan by estimating the amount of future benefit that employee have earned in return for theirservice in the current and prior periods; that benefit is discounted to determine its present value.Any unrecognised past service costs and the fair value of any plan assets are deducted. Thediscount rates used for determining the present value of obligation under defined benefit plans, isbased on the market yields on Government securities as at the balance sheet date, having maturityperiods approximating to the terms of related obligations. The calculation is performed annuallyby an independent actuary using the projected unit credit actuarial method. When the calculationresults in a benefit to the Company, the asset is recognised only to the extent of the present valueof any economic benefits available in the form of refunds from the plan or reductions in futurecontributions to the plan.

Actuarial gains and losses are recognised immediately in the Profit and Loss Account. Gains orlosses on the curtailment or settlement of any defined benefit plan are recognised when thecurtailment or settlement occurs.

9) Borrowing costs

Borrowing costs that are attributable to the acquisition of qualifying assets are capitalised as partof the cost of such assets. A qualifying asset is one that necessarily takes a period of one year ormore to get ready for its intended use. All other borrowing costs are charged to revenue.

10) Leases

Lease arrangements where the risks and rewards incidental to ownership of an asset substantiallyvest with the lessor, are recognised as operating leases. Lease payments under operating leasearrangements are recognised as an expense in the Profit and Loss Account on a straight line basisover the lease term.

11) Earnings per share

In computing earnings per share, the Company considers net profit/(loss) after tax. Basic earningsper share are computed by the weighted average number of equity shares outstanding during theyear. Diluted earnings per share are computed using the weighted average number of equity anddilutive equivalent shares outstanding during the year, except where results would be anti-dilutive.

12) Taxes

Income-tax expenses comprise current tax (i.e. the amount of tax for the period determined inaccordance with the Income Tax Act, 1961) and deferred tax charge or credit (reflecting the taxeffects of the timing differences between the accounting income and taxable income for theperiod). The deferred tax charge or credit and the corresponding deferred tax liabilities or assetsare recognized using the tax rates that have been enacted or substantively enacted by the balancesheet date. Deferred tax assets are recognized only to the extent there is reasonable certainty thatthe assets can be realized in the future. However, where there is unabsorbed depreciation or carryforward loss under taxation laws, deferred tax assets are recognized only if there is virtualcertainty of realization of such assets. Deferred tax assets are reviewed at each balance sheet dateand written down or written up to reflect the amount that is reasonably/virtually certain (as thecase may be) to be realized. Deferred tax implications of timing differences, that originate duringthe tax holiday period and reverse after the tax holiday period are recognised in the year in whichtiming differences originate.



13) Impairment of assets

The carrying amounts of assets are reviewed at each balance sheet date to determine whether thereis any indication of impairment. If any such indication exists, the asset’s recoverable amount isestimated. An impairment loss is recognised whenever the carrying amount of an asset or its cashgenerating unit exceeds its recoverable amount. Impairment losses are recognised in the Profitand Loss Account. An impairment loss is reversed if there has been a change in the estimatesused to determine the recoverable amount. An impairment loss is reversed only to the extent thatthe asset’s carrying amount does not exceed the carrying amount that would have beendetermined net of depreciation or amortisation, if no impairment loss had been recognised.

14) Provisions and contingencies

The Company recognises a provision when there is a present obligation as a result of a past eventand it is more likely than not that there will be an outflow of resources embodying economicbenefits to settle such obligation and the amount of such obligation can be reliably estimated.Provisions are not discounted to its present value, and are determined based on the management’sbest estimate of the amount of obligation required at the year end. These are reviewed at eachbalance sheet date and adjusted to reflect current management estimates.

Contingent liabilities are disclosed in respect of possible obligations that have arisen from pastevents and the existence of which will be confirmed only by the occurrence or non occurrence offuture events not wholly within the control of the Company. Contingent liabilities are alsodisclosed for present obligations in respect of which it is not probable that there will be anoutflow of resources or a reliable estimate of the amount of obligation cannot be made.

When there is a possible obligation or a present obligation where the likelihood of an outflow ofresources is remote, no disclosure or provision is made.

III. Notes to accounts

1) Contingent liabilities and capital commitments

a) Corporate guaranteesThe Company has given corporate guarantees to Yes Bank Limited, New Delhi, Bank of India, NewDelhi, Federal Bank, Mumbai and Bank of Baroda, New Delhi against credit facilities given by thesaid banks to subsidiaries and group companies. The aggregate value of such corporate guaranteesgiven by the Company is as follows:

(Amount in Rupees)As at

31 March 2009As at

31 March 2008Subsidiaries 2,089,000,000 651,400,000Other group companies * - 475,000,000

2,089,000,000 1,126,400,000* This represents corporate guarantee given on behalf of Spectrum Coal and Power Limited (SCPL)which became subsidiary of the Company with effect from 30 March 2009.

The Company has also issued a corporate guarantee to Lehman Brothers Commercial CorporationAsia Limited, Hongkong against credit facilities extended to Cellcap Securities Limited, BVI, a jointventure company, for an amount of USD 45.50 million (previous year USD 45.50 million).



b) Service taxThe Company has contested the liability raised by service tax authorities under the followingcategories the amount of which has not been ascertained:

• Business auxiliary services for the period from 10 September 2004 to 31 May 2007.• Cargo handling services for the period from 16 August 2002 to 31 May 2007.

c) Capital commitmentThe estimated amount of contracts remaining to be executed on capital account (net of advance) wasRs. 7,291,666,874 as at 31 March 2009 (previous year Rs. 31,704,938).

2) Managerial remuneration

Managerial remuneration under Section 198 of the Companies Act, 1956 to the directors of theCompany is as follows:

(Amount in Rupees)For the year ended

31 March 2009For the year ended

31 March 2008Salaries and allowances 111,350,000 73,500,000Bonus 15,050,000 10,500,000Perquisite 1,440,000 -Contribution to Provident Fund 3,024,000 2,112,000

130,864,000 86,112,000

As the future liability for gratuity is provided on actuarial valuation for the Company as a whole, theamount pertaining to the directors is not ascertainable and therefore not included above.

3) Legal and professional fee include auditors’ remuneration (excluding out of pocket expenses):



31 March 2008

Statutory audit fees 6,750,000 * 1,500,000Fees for other services 170,000 60,000Service tax 783,212 192,816

7,703,212 1,752,816*includes cost over-run of Rs. 3,250,000 for the year ended 31 March 2008.

4) Installed Capacity and production (as certified by the management and relied upon by the auditors,being a technical matter):

Particulars Units Installed capacity Actual productionYear ended 31

March 2009Year ended 31



March 2008Coal beneficiationplants MT 27,600,000 25,100,000 24,750,144 18,468,196

Thermal power plant Units 262,800,000 262,800,000 252,498,000 204,012,000Wind mill Units 131,400,000 131,400,000 21,356,947 19,665,536



5) Quantitative information:

Quantitative information in respect of coal:



Quantity(MT)

Value(Rupees)

Quantity(MT)

Value(Rupees)

Opening stock 1,261,335 97,768,700 1,363,739 138,671,960Purchases/generation * 4,877,386 1,191,676,846 4,038,064 773,120,958Sales/captive consumption ** 4,883,157 4,236,533,029 3,435,190 1,843,100,508Disposed off 40,818 - 705,278 -Closing stock 1,214,746 299,649,762 1,261,335 97,768,700

* Represents the cost of purchase of coal through e-booking/e-auction, coal rejects and value of creditnotes given to various customers for purchase of coal rejects generated through beneficiation of rawcoal. All the expenses relating to processing/re-processing have been included under the head directexpenses.

** Represents sale of coal purchased through e-booking/e-auction and coal rejects (both processedand unprocessed).

Quantitative information in respect of generation and sale of power:

Particulars For the year ended 31 March 2009 For the year ended 31 March 2008Quantity (Units) Value (Rupees) Quantity (Units) Value (Rupees)

Thermal power:Generation 252,498,000 - 204,012,000 -Sale 200,942,000 556,593,534 178,020,400 470,207,740Wind power:Generation 21,356,947 - 19,665,536 -Sale 20,691,707 79,176,846 19,065,469 99,595,447

Note : Difference between generation and sales is due to auxiliary and captive consumption.

6) a) Value of imports calculated on CIF basis(Amount in Rupees)



Stores and spares 2,440,131 299,838Capital goods 10,453,991 2,396,011

b) Expenditure in foreign currency(Amount in Rupees)



Travelling expenses 2,481,741 1,586,527Sponsorship fees - 493,765Advertisement and publicity 312,221 -Legal and professional 2,062,803 -Legal and professional fee (included in capitalwork in progress) 207,551,600 -

Travelling expenses (included in capital work inprogress) 2,393,674 -



7) General description of defined benefit plan:

Gratuity plan:The Company operates a gratuity plan which provides lump sum benefits linked to the qualifyingsalary and completed years of service with the Company at the time of separation. Everyemployee who has completed 5 years of continuous service is entitled to receive gratuity at thetime of his retirement or separation from the organization whichever is earlier. However thecondition of completion of 5 years of service is not applicable where separation is on account ofdisability or death of an employee. The gratuity benefit that is payable to any employee, iscomputed in accordance with the provisions of “The Payment of Gratuity Act, 1972”.

The Gratuity FundThe following table sets forth the status of the Gratuity Plan of the Company and the amountsrecognised in the Balance Sheet and Profit and Loss Account.

(Amount in Rupees)Particulars Year ended

31 March 2009Year ended

31 March 2008Changes in the present value of defined benefit obligationProjected benefit obligation at the beginning of year 15,205,617 10,213,201Current service cost 2,813,787 1,792,853Interest cost 1,334,401 882,663Actuarial loss/(gain) 2,901,754 2,316,900Benefits paid (95,192) -Projected benefit obligation at the end of the year 22,160,367 15,205,617

Changes in the fair value of plan assetsFair Value of Plan Assets at the beginning of the year - -Expected return on plan assets - -Contributions by employer 95,192 -Contributions benefits paid (95,192)Actuarial (loss)/gain - -Fair Value of Plan Assets at the end of the year - -

Projected benefit obligation at the end of the year 22,160,367 15,205,617Fair value of plan assets at the end of the year - -Funded status of the plans – asset/(liability) - -Asset recognised in the Balance Sheet - -

Expense recognised in the Profit and Loss AccountCurrent service cost 2,813,787 1,792,853Interest cost on defined benefit obligation 1,334,401 882,663Expected return on plan assets - -Net actuarial (gain)/loss recognised in the year 2,901,754 2,316,900Net gratuity cost 7,049,942 4,992,416



Principal actuarial assumptions at the balance sheet date are as follows:

Economic assumptions:

The principal assumptions are the discount rate and salary escalation rate. The discount rate isgenerally based upon the market yields available on Government bonds at the accounting datewith a term that matches that of the liabilities and the salary growth rate takes account of inflation,seniority, promotion and other relevant factors on long term basis. The assumptions used aresummarized in the following table:

Assumptions as at 31March 2009


Discount rate 7.70% 8.00%Salary growth rate 10.00% 10.00%

Demographic assumptions:



Retirement age 60 years 60 yearsMortality table LIC (1994-96) duly

modifiedLIC (1994-96) duly

modifiedEmployee turnover Upto 30 years- 5% Upto 30 years- 5%

Upto 40 years-3% Upto 40 years-3%Upto 50 years -2% Upto 50 years -2%

Above 50 years-1% Above 50 years-1%

8) Earnings per share:

Reconciliation of basic and diluted shares used in computing earnings per share

Year Ended31 March 2009


Profit after tax attributable to equity shareholders(Rupees) 2,326,092,647 651,968,257

Number of shares considered as weighted average sharesoutstanding for computing basic earnings per share 91,257,291 81,864,867

Add: Effect of dilutive issues of shares 159,785 98,715Number of shares considered as weighted average sharesand potential shares outstanding for computing dilutedearnings per share 91,417,076 81,963,582

Nominal value per share (Rupees) 10 10Basic Earnings per share (Rupees) 25.49 7.96Diluted Earnings per share (Rupees) 25.44 7.95



9) Operating leases:

The company has taken land, railway siding, office space, accommodation for its employees andguest house residential accommodation for employees under cancellable operating leasearrangements. Lease rental expenses charged during the year to the profit and loss account amountto Rs. 32,245,686 (Previous year Rs. 31,844,053)

10) The Company has in the current year upto 11 March 2009 as well as previous years entered intocertain transactions as described below with private companies and firms, in which director(s) ofthe Company were director(s)/partner(s). Inadvertently the Company has not obtained the priorapproval of the Central Government as envisaged under section 297 of the Companies Act, 1956,in respect of the above transactions.

Particulars of transaction Amount(Rs.)

Purchases 1,116,352,192Services received 2,358,947,224Sales 150,522,661Services rendered 1,096,717,448

Subsequently, the Company has filed the necessary compounding applications for the abovementioned period with the Central Government. Further, the Company has obtained prior CentralGovernment approval for transactions from 12 March 2009 upto 31 March 2011.

11) Segment Reporting

In accordance with Accounting Standard-17 on segment reporting as prescribed in the Companies(Accounting Standard) Rules, 2006, under the provisions of the Companies Act, 1956, theCompany has identified three business segments viz. coal operations, wind power and thermalpower. The above segments have been identified and reported taking into account the differingrisks and returns, and the current internal financial reporting systems. The segment wisedisclosures are as follows:

Segment Revenue, Results and Capital Employed include the respective amounts identifiable toeach of the segments. Other unallocable expenditure/assets/liabilities includesexpenses/assets/liabilities which are not directly identifiable to any business segment.



Segment revenue, results and capital employed(Amount in Rupees)

Particulars Coal operations Wind power Thermal power Eliminations Total

Segment revenueExternal revenue 7,242,577,271 79,176,846 556,593,534 - 7,878,347,651

(4,017,728,547) (99,595,447) (470,207,740) - (4,587,531,734)Inter segment revenue 83,459,738 - 112,516,002 -195,975,740 -

(54,813,370) - (28,631,211) (-83,444,581) -Total revenue 7,326,037,009 79,176,846 669,109,536 -195,975,740 7,878,347,651

(4,072,541,917) (99,595,447) (498,838,951) (-83,444,581) (4,587,531,734)Segment results 3,040,648,018 -7,270,714 336,060,649 - 3,369,437,953

(1,039,431,142) (6,297,019) (207,311,273) (-) (1,253,039,434)Less: Unallocatedcorporate expenses

403,820,221(253,024,443)

Operating profit 2,965,617,732(1,000,014,992)

Unallocatedcorporate income

445,058,817(195,498,893)

Net profit before tax 3,410,676,549(1,195,513,885)

(Amount in Rupees)Other information Coal operations Wind power Thermal power TotalAssetsSegment assets 3,443,248,352 647,768,366 8,274,604,025 12,365,620,743

(2,995,028,386) (706,424,288) (1,373,277,026) (5,074,729,700)Unallocated corporate assets 4,537,833,756

(3,876,688,019)Total assets 16,903,454,499

(8,951,417,719)Liabilities/shareholders’ fundsSegment liabilities 637,281,614 303,983,206 4,687,378,488 5,628,643,308

(988,223,588) (395,291,684) (562,027,381) (1,945,542,653)Unallocated corporate liabilities 1,594,028,693

(662,178,307)Share capital 1,056,808,200

(912,376,840)Reserves and surplus 8,623,974,298

(5,431,319,919)Total liabilities/shareholders’ funds 16,903,454,499

(8,951,417,719)Segment capital expenditure 336,376,109 - 1,002,330,309 1,338,706,418

(592,606,760) - (126,520,527) (719,127,287)Unallocated capital expenditure 24,339,625

(221,094,839)Total capital expenditure 1,363,046,043

(940,222,126)Depreciation 302,479,238 35,088,456 53,834,691

(234,369,548) (35,088,461) (47,666,025)Figure in brackets are for the previous year.



The Company’s customers are located predominantly in India and constitute a single reportablesegment for the purpose of secondary segment reporting. Accordingly, no secondary segmentinformation has been disclosed as required by Accounting Standard (AS)-17 ‘Segment Reporting’specified in the Companies (Accounting Standard) Rules, 2006 under the provisions of the CompaniesAct, 1956.

Segment accounting policies

The accounting principles consistently used in the preparation of the financial statements andconsistently applied to record revenue and expenditure in individual segments are as set out in PartII to this schedule on significant accounting policies. The accounting policies in relation to segmentaccounting are as under:

a) Segment assets and liabilities

All segment assets and liabilities have been allocated to the various segments on the basis of specificidentification. Segment assets consist principally of fixed assets, capital work in progress,inventories, sundry debtors, other current assets and loans and advances. Segment assets do notinclude unallocated corporate fixed assets, cash and bank balances, advance tax and other assets notspecifically identifiable with any segment.

Segment liabilities include sundry creditors, other liabilities and staff benefits. Segment liabilities donot include share capital and provision for income tax and other liabilities not specifically identifiablewith a segment.

b) Segment revenue and expenses

Segment revenue and expenses are directly attributable to the segment and have been allocated tovarious segments on the basis of specific identification. Segment revenue does not include interestincome and other incomes in respect of non-segmental activities. Segment expenses do not includedepreciation on unallocated corporate fixed assets, interest expense, tax expense and other expense inrespect of non-segmental activities.

12) Deferred tax assets/liabilities included in the Balance Sheet comprise the following:

In accordance with Accounting Standard -22, Accounting for Taxes on Income, the tax effect ofsignificant timing differences that reverse in one or more subsequent years gave rise to thefollowing net deferred tax liability as at 31 March 2009 :


31 March 2009As at

31 March 2008Deferred tax assets arising on account ofProvision for gratuity 7,532,309 5,168,389Total (A) 7,532,309 5,168,389Deferred tax liability arising on account ofExcess of depreciation allowable under Income-tax Actover depreciation provided on accounts

184,035,406 203,465,133

Total (B) 184,035,406 203,465,133Net deferred tax asset/(liability) (net) (A-B) (176,503,097) (198,296,744)



13) Related party disclosures

a) Related party and nature of the relationship with whom transactions have taken place during theyear:

Subsidiaries:• Aryan Clean Coal Technologies Private Limited• Aryan Energy Private Limited• Kartikay Coal Washeries Private Limited• Aryan Ispat and Power Private Limited• Connoiseur Resources Limited, BVI• Aryan M.P. Power Generation Private Limited• Aryan Chhattisgarh Power Generation Private Limited• Spectrum Coal and Power Limited (from 30 March 2009)

Enterprise of which the Company is an associate (investing party):• Pineridge Investment Limited, Mauritius

Key Management Personnel (KMP):• G.C. Mrig, Managing Director• Ex-Captain R S Sindhu, Chairman• Ex-Captain Kuldeep Solanki, Director• Vir Sen Sindhu, Director• Vrit Pal Sindhu, Director• Dev Suman Sindhu, Director• Ajay Mrig, Director

Relatives of Key Management Personnel (relatives):• Ashok Mrig• Sumati Sindhu• Surbhi Sindhu• Ex-Captian Abhimanyu Sindhu• Major Satya Paul Sindhu• Indu Solanki

Enterprises over which key management personnel exercise significant influence (others):• General Automobiles• Indus Automobiles• Indus Portfolio Private Limited• Indus Compuquest Private Limited• M.S. & Sons• Hari Bhoomi Communications Private Limited• Maneesha Finlease Limited• Parnami Habitat Developers Limited• Pragati Vanijaya Limited• Sainik Automobiles



• Sainik Cement Private Limited• Sainik Mining & Allied Services Limited• Sainik Finance & Industries Limited• Sainik Transport• Sarvesh Coal Tech Private Limited• Sindhu Holdings Limited• Sindhu Realtors Private Limited• Sindhu Trade Links Limited• Mass Agencies Private Limited• Spectrum Coal and Power Limited• V.V. Transport• Cellcap Securities Limited, BVI• Spectrum Coal and Power Private Limited (upto 29 March 2009)



b) Transactions/outstanding balances with related parties:

The company has entered into transactions with certain related parties as listed below. TheBoard considers such transactions to be in normal course of business.

(Amount in Rupees)S.No. Particulars Subsidiaries Investing

partyKMP Relatives Others

Transactions during the yeari Raw coal beneficiations and

allied receipts144,554,621 - - - -

(157,592,386) (-) (-) (-) (-)ii Sale of coal 21,166,513 - - - 64,141,495

(58,344,411) (-) (-) (-) (112,306,313)iii Interest received 56,661,001 - - - -

(31,952,956) (-) (-) (-) (86,795)iv Purchases of coal 13,230,152 - - - 41,764,436

(132,337,405) (-) (-) (-) (26,205,889)v Fixed assets purchased - - 34,739,450 - 2,855,332

(122,345,805) (-) (-) (-) (2,220,651)vi Store, Spares & Fuel

Purchased69,676,988 - - - 11,507,636

(10,660,200) (-) (-) (-) (23,594,420)vii Sale of spares 2,396,881 - - - -

(-) (-) (-) (-) (-)viii Equity shares issued

(including share premium)- 532,363,304 69,470,726 10,838,776 505,142,892

(-) (-) (-) (-) (-)ix Transportation and loading

charges- - - - 114,502,969

(-) (-) (-) (-) (196,754,583)x Beneficiation charges 22,669,580 - - - -

(-) (-) (-) (-) (-)xi Repair and maintenance–

building- - - - 541,623

(-) (-) (-) (-) (26,942,212)xii Repair and maintenance–

plant and machinery- - - - 539,332

(-) (-) (-) (-) (623,398)xiii Repair and maintenance–

others- - - - 34,824,232

(-) (-) (-) (-) (25,402,944)xiv Managerial remuneration

paid- - 130,864,000 - -

(-) (-) (86,112,000) (-) (-)xv Rent - - 5,932,988 120,000 6,502,626

(134,667) (-) (6,859,482) (120,000) (2,991,427)xvi Rate, taxes and fees - - - - 15,371

(-) (-) (-) (-) (1,500)xvii Legal and professional fee - - - - -

(-) (-) (-) (-) (300,000)xviii Communication expenses - - - - 180,000

(-) (-) (-) (-) (7,990)xix Finance Cost 632,876 - - - -

(-) (-) (45,448) (265,056) (1,004,979)xx Loan repaid - - - - -

(-) (-) (1,365,945) (6,463,184) (1,728,522)xxi Share application money

received- - 105,074,076 13,838,776 34,317,644

(-) (-) (45,170,850) (4,740,000) (1,925,000)



S.No. Particulars Subsidiaries Investingparty

KMP Relatives Others

xxii Share application moneyreceived refunded

- - 35,603,350 3,000,000 29,791,850(-) (-) (45,170,850) (4,740,000) (1,925,000)

xxiii Share warrants issued - - - - -(-) (-) (-) (-) (25,000,000)

xxiv Inter corporate deposittaken

- - - - 118,500,000(-) (-) (-) (-) (16,500,000)

xxv Inter corporate depositgiven

383,650,000 - - - -(213,250,000) (-) (-) (-) (-)

xxvi Inter corporate deposittaken refunded

- - - - 18,500,000(-) (-) (-) (-) (16,500,000)

xxvii Inter corporate depositgiven received back

276,250,000 - - - -(56,900,000) (-) (-) (-) (24,000,000)

xxviii Vehicle payments onbehalf

- - - - 119,759(-) (-) (-) (-) (172,449,895)

xxix Salaries Paid - - - 2,850,000 -(-) (-) (-) (-) (-)

xxx Deductions and quality cut 29,442,237 - - - -(-) (-) (-) (-) (-)

xxxi Advertisement andpublicity

- - - - 298,327(-) (-) (-) (-) (-)

xxxii Coal handling charges 1,536,087 - - - -(-) (-) (-) (-) (-)

xxxiii Office maintenanceexpenses

- - - - 104,141(-) (-) (-) (-) (-)

xxxiv Travelling andconveyance

- - - - 721,389(-) (-) (-) (-) (-)

xxxv Finance Cost 632,876 - - - -(-) (-) (-) (-) (-)

xxxvi Share application moneypaid

1,033,905,880 - - -(198,826,237) (-) (-) (-) (128,064,500)

xxxvii Share application moneypaid received back

184,009,839 - - -(5,000,000) (-) (-) (-) (-)

xxxviii Capital work in progress - - - - 637,493(-) (-) (-) (-) (317,581)

xxxix Shares purchased(Investment)

317,500,000 534,104,735 - - 707,542,800(-) (-) (61,233,000) (3,801,000) (29,553,725)

Outstanding balances asat year end

xl Interest receivable on intercorporate deposit given

43,222,392 - - - -(23,919,776) (-) (-) (-) (3,141,498)

xli Interest Payable 489,466 - - - -(-) (-) (-) (-) (-)

xlii Investment 2,782,639,572 - - - 453,800(435,700,975) (-) (-) (-) (453,800)

xliii Inter corporate depositgiven

431,475,000 - - - -(324,075,000) (-) (-) (-) (-)



S.No. Particulars Subsidiaries Investingparty

KMP Relatives Others

xliv Inter corporate deposit taken 100,000,000 - - - -(-) (-) (-) (-) (-)

xlv Share application moneypaid

817,692,305 - - - 25,564,500(285,296,236) (-) (-) (-) (228,064,500)

xlvi Share warrants - - - - 25,000,000(-) (-) (-) (-) (25,000,000)

xlvii Sundry creditors 8,042,457 - - 1,830,000 39,008,832(15,642,588) (-) (-) (-) (88,145,506)

xlviii Sundry debtors 17,238,653 - - - -(41,561,198) (-) (-) (-) (101,798,566)

Figures in brackets are for the previous year

c) Disclosure in respect of transaction which are more than 10% of the total transactions of thesame type with related parties during the year:

(Amount in Rupees)

Transactions during the year For the year ended31 March 2009


Raw coal beneficiation and allied receiptsAryan Energy Private Limited 144,554,621 153,235,444Others - 3,951,457

144,554,621 157,186,901Sale of coalAryan Ispat and Power Private Limited 21,166,513 49,393,494Spectrum Coal and Power Limited 64,141,495 112,306,313Others - 8,950,917

85,308,008 170,650,724Interest receivedAryan Energy Private Limited 47,602,326 26,443,079Kartikay Coal Washeries Private Limited 8,283,880 4,485,000Others 774,795 1,111,672

56,661,001 32,039,751Share application money received refundedCapt. R.S. Sindhu 7,500,000 15,950,000Ganesh Chandra Mrig 13,603,350 13,606,350Vir Sen Sindhu 8,000,000 8,800,000Maneesha Finlease Limited 29,791,850 -Vrit Pal Sindhu - 5,225,000Others 9,500,000 8,254,500

68,395,200 51,835,850Inter corporate deposit givenAryan Energy Private Limited 249,000,000 213,250,000Kartikay Coal Washeries Private Limited 114,650,000 -Others 20,000,000 -

383,650,000 213,250,000





Inter corporate deposit taken refundedPragati Vanijaya Limited 18,500,000 11,500,000Parnami Habitat Developers Limited - 5,000,000

18,500,000 16,500,000Loan repaidSatya Pal Sindhu - 2,357,579Others - 7,200,072

- 9,557,651Share application money paidAryan Ispat and Power Private Limited 867,600,000 198,740,000Connoiseur Resources Limited, BVI 156,355,880 86,237Cellcap Securities Limited - 25,564,500Sarvesh Coal Tech Private Limited - 102,500,000Others 9,950,000 -

1,033,905,880 326,890,737Sale of sparesAryan Clean Coal Technologies Private Limited 2,131,879 -Aryan Energy Private Limited 265,002 -

2,396,881 -Equity shares issuedPragati Vanijaya Limited 392,537,096 -Pineridge Investment Limited 532,363,304 -Others 192,915,298 -

1,117,815,698 -Purchase of coalAryan Energy Private Limited 13,230,152 121,913,005Spectrum Coal and Power Limited 41,764,436 -M S & sons - 26,205,889Others - 10,424,400

54,994,588 158,543,294Purchase of fixed assetsCapt. R.S. Sindhu 10,616,000 -Vrit Pal Sindhu 24,123,450 -Aryan Clean Coal Technologies Private Limited - 122,345,805Others 2,855,332 2,220,651

37,594,782 124,566,456Stores, spares and fuel purchasedAryan Clean Coal Technologies Private Limited 69,676,988 10,613,762General Automobiles - 13,636,966Sindhu Holdings Limited - 1,243,286V.V. Transport - 5,281,647Others 11,507,636 3,478,959

81,184,624 34,254,620





Beneficiation chargesKartikay Coal Washeries Private Limited 22,669,580 -

22,669,580 -Repair and maintenance-buildingSainik Mining & Allied Services Limited 538,363 -Sindhu Realtors Private Limited - 25,497,135Others 3,260 1,445,077

541,623 26,942,212Repair and maintenance-plant & machinerySainik Mining & Allied Services Limited 150,052 -V.V. Transport 378,495 379,213General Automobiles - 167,620Indus Automobiles - 63,903Others 10,785 12,661

539,332 623,398Repair and maintenance-othersGeneral Automobiles 24,103,105 15,473,649Sainik Automobiles 6,743,476 636,280Sainik Transport - 6,922,397Others 3,977,651 2,370,618

34,824,232 25,402,944Rent paidSindhu Trade Links Limited 4,262,626 2,509,522Vrit Pal Sindhu 5,452,988 6,379,482Sindhu Holdings Limited 1,470,000 481,905Others 1,370,000 734,667

12,555,614 10,105,576Rates, fees & taxesIndus Portfolio Private Limited 15,371 1,500

15,371 1,500Communication expensesIndus Compuquest Private Limited 180,000 -Indus Portfolio Private Limited - 7,990

180,000 7,990Share application money receivedCapt. R.S. Sindhu 23,360,000 15,950,000Ganesh Chandra Mrig 27,087,496 13,606,350Vir Sen Sindhu 16,710,000 8,800,000Maneesha Finlease Limited 55,108,232 -Vrit Pal Sindhu - 5,225,000Others 30,964,768 8,254,500

153,230,496 51,835,850Inter corporate deposit takenSpectrum Coal and Power Limited 100,000,000 -Pragati Vanijaya Limited 18,500,000 11,500,000Parnami Habitat Developers Limited - 5,000,000

118,500,000 16,500,000





Inter corporate deposit given received backAryan Energy Private Limited 198,600,000 44,500,000Kartikay Coal Washeries Private Limited 77,650,000 -Aryan Clean Coal Technologies Private Limited - 12,400,000Pragati Vanijaya Limited - 24,000,000

276,250,000 80,900,000Vehicle payments on behalfSainik Automobiles 119,759 10,581,632Indus Automobiles - 43,665,156Sainik Finance & Industries Limited - 22,010,512Sindhu Holdings Limited - 40,812,782Sindhu Trade Links Limited - 32,864,985Others - 22,514,828

119,759 172,449,895Capital work in progressV.V. Transport 264,558 193,409Sainik Mining & Allied Services Limited 294,383 -Hari Bhoomi Communications Private Limited 78,552 -Indus Automobiles - 112,199Others - 11,973

637,493 317,581Shares purchased (investments)Aryan Ispat and Power Private Limited 317,500,000 -Pragati Vanijaya Limited 393,821,300 -Sarvesh Coaltech Private Limited 313,721,500 -Pineridge Investment Limited 534,104,735 -Ajay Mrig - 13,500,000Maneesha Finlease Limited - 29,501,625Vir Sen Sindhu - 29,800,000Others - 21,786,100

1,559,147,535 94,587,725Salaries paidSurbhi Sindhu 1,425,000 -Sumati Sindhu 1,425,000 -

2,850,000 -Deductions and quality cutAryan Energy Private Limited 29,442,237 -

29,442,237 -Advertisement and publicityHari Bhoomi Communications Private Limited 298,327 -

298,327 -Transportation and loading chargesSainik Mining & Allied Services Limited 85,253,360 54,876,863Sainik Transport 29,249,609 39,270,463M.S. & Sons - 102,607,257

114,502,969 196,754,583Coal handling chargesKartikay Coal Washeries Private Limited 1,536,087 -

1,536,087 -





Office maintenance expensesV.V. Transport 104,141 -

104,141 -Travelling and conveyanceV.V. Transport 689,485 -Others 31,904 -

721,389 -Finance costSpectrum Coal and Power Limited 632,876 -Parnami Habitat Developers Limited - 284,383Pragati Vanijaya Limited - 638,958Satya Pal Sindhu - 96,611Others - 295,531

632,876 1,315,483Share application money paid received backConnoiseur Resources Limited, BVI 154,889,839 -Aryan Ispat and Power Private Limited 11,500,000 5,000,000Others 17,620,000 -

184,009,839 5,000,000Legal and professional feeIndus Compuquest Private Limited - 300,000

- 300,000

Share warrant issuedPragati Vanijaya Limited - 25,000,000

- 25,000,000

14) There are no Micro and Small Enterprises, to whom the Company owes dues, which areoutstanding for more than 45 days as at 31 March 2009. This information as required to bedisclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has beendetermined to the extent such parties have been identified on the basis of information availablewith the Company.

15) The Company uses forward exchange contracts to hedge against its foreign currency exposuresrelating to the underlying transactions. The Company does not enter into any derivativeinstruments for trading or speculative purposes. The forward exchange contracts outstanding (all'buy' contracts) are as under:

Particulars As at31 March 2009

As at31 March 2008

Number of arrangements 3 -Forward cover (in USD) 80,000,000 -

The purpose of entering into a forward exchange contract is to hedge the foreign currency exposureon repayment of loans and interest thereon. During the current year, the Company has not enteredinto any derivative instrument for speculation purpose.



16) Debts due by private companies in which director(s) of the Company are director(s):


31 March 2009As at

31 March 2008

Aryan Energy Private Limited * 10,891,385 31,780,493Aryan Ispat and Power Private Limited * 6,347,268 12,604,810Total 17,238,653 44,385,303

* these are also companies under the same management as defined under section 370-1B of theCompanies Act of 1956

17) Loans and advances:

Advances and loans to subsidiaries(Amount in Rupees)

Name of the entity

31 March 2009 31 March 2008Year endbalance

Maximumoutstandingduring the

year

Year endbalance


year

Aryan Energy Private Limited * 376,790,639 435,777,326 310,026,077 423,218,079

Aryan Clean Coal Technologies Private Limited * 20,000,000 53,274,795 - 12,400,000

Kartikay Coal Washeries Private Limited * 77,906,753 128,873,880 55,588,699 56,605,000

Aryan Ispat and Power Private Limited * 806,190,000 806,190,000 267,590,000 267,590,000

Connoiseur Resources Limited, BVI * 1,552,305 156,442,144 86,264 86,264Aryan Chhattisgarh Power Generation PrivateLimited * 2,024,160 2,024,160 - -

Aryan M.P. Power Generation Private Limited * 7,925,840 7,925,840 - -

Total 1,292,389,697 1,590,508,145 633,291,040 759,899,343

* these are also companies in which director(s) of the Company are director(s). Further, these arecompanies under the same management as defined under section 370-1B of the Companies Act of1956.

Debts due by private companies in which director(s) of the Company are director(s):

Name of the entity



year

Year endbalance


yearSarvesh Coaltech Private Limited - 205,641,498 205,641,498 205,641,498

Cellcap Securities Limited, BVI 25,564,500 25,564,500 25,564,500 25,564,500

Total 25,564,500 231,205,998 231,205,998 231,205,998

* these are also companies under the same management as defined under section 370-1B of theCompanies Act of 1956.



18) Previous year’s figures have been regrouped/re-arranged wherever considered appropriatewhenever necessary to confirm to the current years’ groupings/classification.

For Aryan Coal Benefications Private Limited

Sd/- Sd/- Sd/-Ex-Captain R. S. Sindhu G.C. Mrig Satish SharmaChairman Managing Director Company Secretary

Place: Gurgaon Place: Gurgaon Place: GurgaonDate: 17 August 2009 Date: 17 August 2009 Date: 17 August 2009

Aryan Coal Benefications Private LimitedInformation pursuant to Part IV of Schedule VI of the Companies Act, 1956

BALANCE SHEET ABSTRACT AND COMPANY'S GENERAL BUSINESS PROFILE

I Registration detailsRegistration No. : U10102DL1997PTC085837 State code : 55Balance Sheet date : 31 March 2009

II Capital raised during the year (Rupees in Thousands)Public issue Nil Rights issue NilBonus issue Nil Private placement 144,431

III Position of mobilization and deployment of funds (Rupees in Thousands)

Total liabilities 16,903,454 Total assets 16,903,454

Sources of fundsPaid-up capital 1,031,808 Reserves and surplus 8,623,974Share warrants 25,000 Secured loans 6,261,540Current liabilities and provisions 684,140 Unsecured loans 100,489

Deferred tax liability 176,503Application of fundsNet fixed assets 3,073,418 Current assets 9,520,765Capital work in progress 1,525,849Investments 2,783,422

IV Performance of company (Rupees in Thousands)Turnover (includes other income) 8,323,406 Total expenditure 4,912,730Profit before tax 3,410,677 Profit after tax 2,326,093Basic earning per share (in Rs.) 25.49 Dividend rate % 10%Dilutive earning per share (in Rs.) 25.44

V Generic names of three principle products/ services of the company(As per monetary terms)

Item code No. (ITC Code) Product descriptionNot applicable Coal beneficiation and allied activitiesNot applicable Energy generation


Sd/- Sd/- Sd/-Ex-Captain R.S. Sindhu G.C. Mrig Satish Kumar SharmaChairman Managing Director Company Secretary

Place : Gurgaon Place : Gurgaon Place : GurgaonDate : 17 August 2009 Date : 17 August 2009 Date : 17 August 2009

ACB (India) Limited (formerly Aryan Coal Benefications Private Limited (Consolidated)

AUDITOR’S REPORT TO THE BOARD OF DIRECTORS ON THE MEMORANDUMCONSOLIDATED FINANCIAL STATEMENTS OF ARYAN COAL BENEFICATIONSPRIVATE LIMITED AND ITS SUBSIDIARIES

1 We have audited the attached memorandum consolidated Balance Sheet of Aryan CoalBenefications Private Limited (‘the Company’) and its subsidiaries (collectively called the‘Aryan Group’) as at 31 March 2009, the memorandum consolidated Profit and LossAccount and the memorandum consolidated Cash Flow Statement for the year ended on thatdate, annexed thereto. These memorandum consolidated financial statements are theresponsibility of the Company’s management. Our responsibility is to express an opinion onthese memorandum consolidated financial statements based on our audit. This audit is notrequired by any statute and was conducted in accordance with the terms of engagement asspecified by the Board of Directors of the Company.

2. We conducted our audit in accordance with auditing standards generally accepted in India.Those standards require that we plan and perform the audit to obtain reasonable assuranceabout whether the financial statements are free of material misstatement. An audit includesexamining, on a test basis, evidence supporting the amounts and disclosures in the financialstatements. An audit also includes assessing the accounting principles used and significantestimates made by management, as well as evaluating the overall financial statementpresentation. We believe that our audit provides a reasonable basis for our opinion.

3. The financial statements of Connoiseur Resources Limited, BVI, whose financial statementsreflect total assets of Rs. 2,263,424 as at 31 March 2009, total revenue of Rs. 19,211 andcash flows amounting to Rs. 1,863,724 for the year then ended have been audited by otherauditor. The audit report for the above mentioned entity have been furnished to us, and ouropinion, in so far as it relates to the amounts included in respect of this subsidiary, is basedsolely upon the report of the other auditor.

4. We report that the memorandum consolidated financial statements have been prepared bythe Company’s management in accordance with the requirements of Accounting Standards(AS) 21, Consolidated Financial Statements, as specified in Rule 3 of the Companies(Accounting Standards) Rules, 2006.

5. Attention is invited to note III 12(a) of schedule 17 explaining that the management is inprocess of ascertaining provisions, if any, in respect of impairment of one of its subsidiary’sbeneficiation plant at Gauri. In the absence of an assessment from the managementregarding future cash flows, we are unable to express an opinion on the provision, if any,required in respect of impairment of carrying value of fixed assets amounting toRs. 64,939,462 and its consequential impact, if any, on the loss for the year, accumulatedbalance in the Profit and Loss Account and fixed assets as at 31 March 2009.

6. Attention is invited to note III 13 of schedule 17 with regard to certain transactions enteredinto by the Company and some of its subsidiaries for certain part of the current year aswell as previous years, covered under section 297 of the Companies Act, 1956, and in

respect of which prior approval of the Central Government, as envisaged under thatsection, has not been obtained. However, the Company and its subsidiaries have obtainedprior approval of Central Government for transactions entered/ to be entered for theremaining period of the current year and future periods and has also filed the necessaryapplications for compounding of transactions relating to periods for which prior approvalof the Central Government was not obtained.

This was a subject matter of qualification in the previous year also.

7. Attention is invited to note III 14 of schedule 17 which explains the position regardingchange in accounting policy of one of Company’s subsidiary for valuation of coal rejects toalign it with its holding company’s policy. Such change in the policy has resulted inincrease in the value of inventory by Rs. 80,967,158 as at 31 March 2009 and increase inprofits for the year and reserves and surplus by Rs. 80,967,158. We are unable to determinethe impact of such change on the opening balance of inventory and reserves and surplusand profit for the current year.

8. Subject to paragraph 5, 6 and 7 above, the impact of which is not ascertainable, in ouropinion and to the best of our information and according to the explanations given to us, thesaid accounts give a true and fair view in conformity with the accounting principlesgenerally accepted in India:

(a) in the case of the memorandum consolidated Balance Sheet, of the state of affairs of theAryan Group as at 31 March 2009;

(b) in the case of the memorandum consolidated Profit and Loss Account, of the profit ofthe Aryan Group for the year ended on that date; and

(c) in the case of the memorandum consolidated Cash Flow Statement, of the cash flows ofthe Aryan Group for the year ended on that date.

9. This report is intended solely for use in connection with the audit of the Aryan Group and isnot to be used, referred to or distributed for any other purpose without our “prior writtenconsent”.


Sd/-Akhil Bansal

Place: Gurgaon PartnerDate: 27 August 2009 Membership No. 090906

Aryan Coal Benefications Private LimitedConsolidated Balance Sheet as at 31 March 2009(All amounts are in Rupees)


As at31 March 2008

I. SOURCES OF FUNDS

Shareholders' fundsShare capital 1 1,056,808,200 912,376,840Share application money pending allotment 151,100,212 135,100,212Reserves and surplus 2 (a) 8,568,036,869 5,392,251,195Minority interest 2 (b) 349,753,284 217,772,294Loan fundsSecured loans 3 8,326,113,216 2,717,562,515

Deferred tax liability (net) (refer note III 8 of Schedule 17) 250,579,639 200,407,929

TOTAL 18,702,391,420 9,575,470,985

II. APPLICATION OF FUNDS

Fixed assets 4Gross block 8,519,636,637 5,108,757,056Less : Accumulated depreciation 2,623,490,308 1,314,752,305Net block 5,896,146,329 3,794,004,751Capital work-in-progress (including capital advances) 3,438,177,905 1,407,743,557

9,334,324,234 5,201,748,309

Investments 5 964,740 897,287

Current assets, loans and advancesInventories 6 1,277,133,590 517,669,281Sundry debtors 7 1,960,262,132 1,520,122,642Cash and bank balances 8 6,361,402,686 2,422,162,750Other current assets 9 21,912,736 8,856,358Loans and advances 10 911,606,694 895,130,433

10,532,317,838 5,363,941,464Less: Current liabilities and provisions 11Current liabilities 993,780,124 934,921,820Provisions 171,435,268 56,194,255

1,165,215,392 991,116,075

Net current assets 9,367,102,446 4,372,825,389

TOTAL 18,702,391,420 9,575,470,985

Significant accounting policies and notes to the accounts 17The accompanying notes and schedules form an integral part of the accounts.


Sd/- Sd/- Sd/- Sd/-Akhil Bansal Ex-Captain R.S.Sindhu G.C.Mrig Satish Kumar SharmaPartner Chairman Managing Director Company SecretaryMembership no.: 090906Place : Gurgaon Place : Boston (MA.USA) Place : Gurgaon Place : GurgaonDate : 27 August 2009 Date : 27 August 2009 Date : 27 August 2009 Date : 27 August 2009

Aryan Coal Benefications Private LimitedConsolidated Profit and Loss Account for the year ended 31 March 2009(All amounts are in Rupees)

For the yearended

For the yearended

Schedule 31 March 2009 31 March 2008

Income

Coal beneficiation and allied receipts 3,027,430,829 2,327,569,982Sales-Sale of coal 4,780,378,654 1,939,618,547-Sale of power 635,770,380 569,803,187-Sale of sponge iron 439,166,658 546,262,824-Sale of equipments 54,082,156 24,574,924Other income 12 400,061,590 171,241,535

9,336,890,267 5,579,070,999

Expenditure

Purchases of coal 1,490,488,675 773,139,615Decrease/ (increase) in stock (233,994,126) 31,583,788Direct expenses 13 2,883,409,644 2,170,698,079Personnel cost 14 422,542,065 285,747,966Administrative and selling expenses 15 638,533,524 561,738,566Depreciation 4 486,122,494 401,872,288Finance cost 16 290,448,882 234,226,474

5,977,551,158 4,459,006,776

Profit before tax for the current year 3,359,339,109 1,120,064,223Prior period expenses - 35,174,356Profit before Tax 3,359,339,109 1,084,889,867Provision for tax

- Current tax 1,117,239,374 371,349,518- Deferred tax charge for earlier years - 141,795,221- Deferred tax charge/ (credit) for current year (19,615,656) 37,900,836- Fringe benefit tax 3,866,365 2,762,126- Wealth tax 615,542 986,308- Tax provision for earlier years 3,275,057 282,670

Profit after tax (before consolidation adjustments) 2,253,958,427 529,813,188Add/ (less) consolidation adjustments:

- Share of loss/ (profit) transferred to minority 17,913,617 26,974,530- Share in profit of associate 44,617,169 -- (Profit)/ loss on further acquisition of subsidiaries 12,157,524 (8,393,242)

Profit after tax (after consolidation adjustments) 2,328,646,737 548,394,476Appropriations:

- Transferred to general reserve - 65,196,826- Interim dividend 91,305,274 -- Proposed dividend - 29,237,456- Provision for corporate dividend tax 15,517,332 5,563,731

Profit after appropriations transferred to Balance Sheet 2,221,824,131 448,396,463

Earnings per share (refer note III 7 of schedule 17)Equity shares of face value of Rs. 10 eachBasic 25.52 6.70Diluted 25.47 6.69


As per our report of even date attached

For B S R & Company For Aryan Coal Benefications Private LimitedChartered Accountants

Sd/- Sd/- Sd/- Sd/-Akhil Bansal Ex-Captain R.S.Sindhu G.C.Mrig Satish Kumar SharmaPartner Chairman Managing Director Company SecretaryMembership no.: 090906Place : Gurgaon Place : Boston (MA.USA) Place : Gurgaon Place : GurgaonDate : 27 August 2009 Date : 27 August 2009 Date : 27 August 2009 Date : 27 August 2009

Aryan Coal Benefications Private LimitedConsolidated Cash Flow Statement for the year 31 March 2009(All amounts are in Rupees)

For the year ended For the year ended31 March 2009 31 March 2008

A) Cash flow from operating activities:Net profit before tax 3,359,339,109 1,084,889,867Adjustments for :Depreciation 486,122,494 401,872,288Provision for doubtful or bad debts - 834,153Provision for slow moving/ non-moving items - 1,409,862Bad debts written off 59,447,508 88,609,477Capital work in progress written off 6,770,143 8,927,144(Profit)/ loss on sale of assets (447,533) 10,466Finance cost 290,448,882 234,226,474Interest income (211,863,626) (150,092,207)Dividend income (47,950) (41,360)Bonus received on keyman insurance policies (150,048,558) (18,996,760)Forward premium amortised 884,116 -Miscellaneous expenditure written off - 2,318,707Operating profit before working capital changes 3,840,604,585 1,653,968,111Adjustments for :(Increase) in sundry debtors (195,002,686) (464,132,135)Decrease/ (increase) in loans and advances 244,782,713 (238,920,740)(Increase) in inventories (522,225,850) (33,755,632)(Increase) in other current assets (12,408,534) (2,410,298)(Increase)/ decrease in current liabilities and provisions (156,381,839) 414,024,913Cash Generated from operations 3,199,368,389 1,328,774,219Taxes paid (1,138,165,229) (334,201,736)Net cash from operating activities (A) 2,061,203,160 994,572,483

B) Cash flow from investing activities:Purchase of fixed assets/ capital work in progress (2,446,407,781) (1,581,263,084)Sale of fixed assets 1,291,215 1,518,200Purchase of investments (66,936) (69,234)Acquisiton of stake in subsidiaries (1,921,158,595) (99,689,475)Interest income 215,004,606 151,034,945Dividend income 47,950 41,360Bonus received on keyman insurance policies 150,048,558 18,996,760Net cash used in investing activities (B) (4,001,240,983) (1,509,430,528)

C) Cash flow from financing activities:Proceeds from issue of equity share capital 91,166,960 28,424,450Proceeds from share application money 198,500,000 80,300,000Repayments of share application money - (42,612,000)Proceeds from securities premium 918,568,736 1,460,880,725Proceeds from secured loans 5,780,912,551 1,399,005,618Repayments of secured loans (1,052,847,789) (1,080,336,840)Proceeds from unsecured loans 121,000,000 16,500,000Repayments of unsecured loans (21,000,000) (26,057,193)Dividends and tax on dividend (34,801,387) (36,383,090)Finance cost (394,623,495) (243,177,975)Payment of preliminary expenses - (38,229)Net cash from in financing activities (C ) 5,606,875,576 1,556,505,466

D) Net increase in cash and cash equivalents (A+B+C) 3,666,837,753 1,041,647,421

Cash and cash equivalents as at the beginning of the year 2,422,162,750 1,380,515,329Add: Upon acquisition of a new subsidiary 272,402,183 -Cash and cash equivalents as at the end of the year 6,361,402,686 2,422,162,750

Notes:1. The cash flow statement has been prepared in accordance with 'Indirect method' as set out in the Accounting Standard (AS)-3 on 'CashFlow Statements' as specified in the the Companies (Accounting Standard) Rules, 2006 under the provisions of the Companies Act, 1956.


For B S R & Company For Aryan Coal Benefications Private LimitedChartered Accountants

sd/- Sd/- Sd/- Sd/-Akhil Bansal Ex-Captain R.S.Sindhu G.C.Mrig Satish Kumar SharmaPartner Chairman Managing Director Company SecretaryMembership no.: 090906Place : Gurgaon Place : Boston (MA.USA) Place : Gurgaon Place : GurgaonDate : 27 August 2009 Date : 27 August 2009 Date : 27 August 2009 Date : 27 August 2009

Aryan Coal Benefications Private LimitedSchedules forming part of consolidated accounts(All amounts are in Rupees)

As at31 March 2009

As at31 March 2008


Authorised capital125,000,000 equity shares of Rs. 10 each(previous year 100,000,000 equity shares of Rs.10 each) 1,250,000,000 1,000,000,000

Issued, subscribed and paid up capital103,180,820 equity shares of Rs. 10 each fully paid up 1,031,808,200 887,376,840(previous year 88,737,684 equity shares of Rs. 10 each fully paid up)[Of the above equity shares, 84,512,080 (previous year 84,512,080) equity shares arealloted as fully paid up by way of bonus shares from securities premium account]

[Of the above equity shares, 5,326,440 (previous year nil) equity shares areissued for consideration received other than cash]

Share warrants149,352 (previous year 149,352) share warrants of Rs. 3,348 each, 25,000,000 25,000,000of which Rs. 167.39 per warrant paid up convertible into 3,136,392(including bonus shares 2,987,040) equity shares of Rs. 10 each.

1,056,808,200 912,376,840

Schedule 2 (a) - Reserves and surplus

Securities premium:Opening balance 2,763,516,167 2,147,756,242Add: received during the year 973,384,338 1,460,880,725Less: applied for issue of bonus shares - (845,120,800)

3,736,900,505 2,763,516,167General reserve:Opening balance 279,372,288 212,880,344Add: gratuity transitional liability - 690,411Add: transferred from Profit and Loss Account - 65,801,533

279,372,288 279,372,288Profit and loss account:Opening balance 2,295,965,658 1,847,399,970Add: gratuity transitional liability - 169,225Add: transferred from Profit and Loss Account 2,221,824,131 448,396,463

4,517,789,789 2,295,965,658Capital reserve on consolidation:Opening balance 53,397,082 15,103,461Add: additions during the year - 38,293,621Less: deletions during the year (19,422,795) -

33,974,287 53,397,082

8,568,036,869 5,392,251,195


As at31 March 2009

As at31 March 2008

Schedule 2 (b) - Minority interest

Opening balance 217,772,295 370,370,879Add/ (less):Profit/ (loss) for the current year (17,913,617) (26,974,530)Adjustment in respect of additional investment 182,500,000 -Adjustment in respect of divestment of stake (32,605,394) (125,624,054)

349,753,284 217,772,295


Loans and advances from banks:-Term loans *

Rupee loan 3,101,164,251 1,599,483,522Foreign currency loan 4,076,000,000 -

-Cash credit/ working capital loans ** 1,061,345,582 1,029,539,239-Vehicle/ equipment loans # 51,454,809 40,985,274-Interest accrued and due on term loans 21,802,586 9,692,806

Loans and advances from others:-Term loans * - 34,503,948-Vehicle/ equipment loans # 14,345,988 3,357,726

8,326,113,216 2,717,562,515Notes:* Nature of security for term loans(a)

(b)

(c)

(d)

(e)

Term loan of Rs. 441,057,508 (previous year Rs. 533,914,660) from Syndicate Bank is secured by way of first charge on fixed assetsof the 30 MW Thermal Power Project at Chakabura, Chattisgarh acquired out of the term loan. Further, secured by way of personalguarantees of directors and relatives.

Term loan of Rs. 291,992,382 (previous year Rs. 385,325,713) from Axis Bank is secured by way of exclusive first charge on allassets, fixed and current, both present and future of 15MW Wind Mill Project located at Sangli, Maharashtra. Further, secured againstnegative lien on the Power Purchase Agreement with MSEDCL, O&M Agreement with Suzlon Windfarm Services Private Limitedand on performance guarantees offered by Suzlon Energy Limited and personal guarantees of directors.

Term loan of Rs. 97,750,000 (previous year Rs. 143,214,286) from Standard Chartered Bank is secured by way of first and exclusivecharge on entire fixed assets both present and future of the 5 MTPA coal washery plant at Gevra Site. Further, secured by way of firstcharge over the land located at Gevra by way of equitable mortage with a margin of 25% and personal guarantee of promoter director.

Term loan of Rs. 540,000,000 (previous year Rs. nil) from Yes Bank is secured by way of exclusive charge on land, building and plantand machinery of subsidiary company. Further, secured by way of unconditional and irrecoverable personal guarantee of promoterdirectors.

Term loans of Rs. 4,241,000,000 (previous year Rs. nil) from ECB and INR Lenders is secured by way of first charge on all of the270MW thermal power project assets, both movable and immovable and any other assests related to the project, whether tangible andintangible and whether present and future. Further secured by way of first charge on all rights, title, interest,benefits and claims of theCompany in all project documents and on all replacements and additions to any of the Project Assets. Further, secured by way ofpersonal guarantees of directors.


(f)

(h)

(i)

(j)

(k)

(l)

(m)

** Nature of security for cash credit/ working capital loans(a)

(b)

(c)

(d)

(e)

(f)

(g)

(h)

# Nature of security for vehicle/ equipment loans

Working capital demand loan of Rs. 294,240,918 (previous year Rs. 297,215,855) is secured against exclusive charge on all currentand fixed assets of Aryan Energy Private Limited. Further, unconditional and irrevocable corporate guarantee of the holding companyhas been provided for Aryan Energy Private Limited.

Cash credit of Rs. 74,970,680 (previous year Rs. 63,054,893) are secured by way of first pari passu charge on current assets of AryanIspat and Power Private Limited including book debts and stock along with Punjab and Sind Bank. Further, second pari passu chargeon block of assets of Aryan Ispat and Power Private Limited situated at Sambalpur, Orissa and personal guarantees of the directors.

Cash Credit of Rs. 41,295,173 from Bank of India is secured by hypothecation of book debts of the coal washery plant of SpectrumCoal and Power Limited at Dipka, Chattisgarh. Further secured by corporate guarantee of the holding company and its directors.

(a) Vehicle/ equipment loans of Rs. 65,800,797 (previous year Rs. 44,343,000) are secured by way of first and exclusive charge onspecific vehicles/ equipments. Further, secured by way of post dated cheques for repayment of interest and principal.

Term loan of Rs. 199,671,682 from The Federal Bank Limited is secured by way of first hypothecation charge alongwith other termlenders on fixed assets of the coal washery plant of Spectrum Coal and Power Limited near Balaram OCP (Talcher), Orissa. Further,secured by way of corporate guarantee of the holding company.

Working capital loan of Rs. nil (previous year Rs. 142,500,000) from Syndicate Bank is secured against assignment of KeymanInsurance Policies for directors of the Company. Further secured by personal guarantee of promoter directors.

Working capital loan of Rs. nil (previous year Rs. 100,000,000) from Indusind Bank is secured by way of subsurvient charge on thecurrent assets and movable fixed assets of the Company. Further, secured by personal guarantees of directors.

Cash credit of Rs. 303,002,113 (previous year Rs. 282,193,003) from Indian Overseas Bank is secured by way of first pari passucharge on current assets of the Company with Standard Chartered Bank. Further, collaterally secured by way of pari passu charge withStandard Chartered Bank on land/ building, plant and machinery of Panderpauni Plant of the Company. Cash credit is secured by wayof personal guarantees of directors, relatives and corporate guarantee of group company.

Cash credit of Rs. 153,315,068 (previous year Rs. 99,983,459) and working capital loan of Rs. 144,362,392 (previous year Rs. nil)from Standard Chartered Bank is secured by way of pari passu charge on current assets of the Company with Indian Overseas Bank ina multiple banking arrangement. Further, secured by way of pari passu charge with Indian Overseas Bank on land/ building, plant andmachinery of Panderpauni Plant of the Company.

Working capital demand loan of of Rs. 50,159,238 (previous year Rs. 44,592,029) is secured by way of exclusive charge on currentassets of Aryan Clean Coal Technologies Private Limited. Further, unconditional and irrevocable corporate guarantee of the holdingcompany has been provided for such loan.

Term loan of Rs. 279,851,559 from Bank of Baroda is secured by way of first hypothecation charge alongwith other term lenders onfixed assets of the coal washery plant of Spectrum Coal and Power Limited near Balaram OCP (Talcher), Orissa. Further, secured byway of corporate guarantee of the holding company.

Term loan of Rs. nil (previous year Rs. 40,000,000) is secured against exclusive charge on all current and fixed assets of the AryanEnergy Private Limited. Further, unconditional and irrevocable corporate guarantee of the holding company has been provided forAryan Energy Private Limited.

Term loans of Rs. 841,466,120 (previous year Rs. 497,028,863) are secured by way of first pari passu charge on block of assets of theAryan Ispat and Power Private Limited situated at Sambalpur, Orissa. Further, second pari passu charge on current assets of the AryanIspat and Power Private Limited including book debts along with personal gaurantees of the directors.

Term loan of Rs. nil (previous year Rs. 34,503,948) is secured against first and exclusive charge on entire land, plant, machinery,equipment deployed/ to be deployed at Wani (Maharastra) site of the Kartikay Coal Washeries Private Limited. Further, secured bycorporate guarantee of holding company and personal guarantee of directors for Kartikay Coal Washeries Private Limited.

Term loan of Rs. 34,375,000 from Bank of India is secured by way of hypothecation charge on fixed assets of the coal washery plantof Spectrum Coal and Power Limited at Dipka, Chattisgarh . Further, secured by way of corporate guarantee of the holding companyand personal guarantee of its directors.

Term loan of Rs. 210,000,000 from Bank of India is secured by way of first hypothecation charge alongwith other term lenders onfixed assets of the coal washery plant of Spectrum Coal and Power Limited near Balaram OCP (Talcher), Orissa. Further, secured byway of corporate guarantee of the holding company.


As at31 March 2009

As at31 March 2008


Long term investments (at cost)Quoted:Indian Overseas Bank 328,800 328,80013,700 equityshares of Rs. 10

h f ll idMarket value Rs. 45.60 each (previous year Rs. 135.10 each)Aggregate amount of Company's quoted investments 328,800 328,800

Unquoted:Government securitiesNational saving certificate * 182,140 114,687OthersCellcap Securities Limited, BVI 453,800 453,80010,000 equityshares of USD 1

h ( iAggregate amount of Company's unquoted investments 635,940 568,487

964,740 897,287* includes Rs.6,844 (previous

R 6 327)

Schedule 6 - Inventories(At lower of cost and net realisable value)Stores, components and spare parts ** 330,122,604 154,101,155Less: provision for slow moving/ non moving (1,409,862) (1,409,862)

328,712,742 152,691,293Raw materials ** 302,300,106 122,533,097Finished goods 56,165,159 69,660,902Raw coal 193,005,527 11,015,273Work in progress # 65,475,447 32,782,673Beneficiated coal 126,736,398 55,178,010Coal rejects 204,738,211 73,808,033

1,277,133,590 517,669,281** includes goods in transit Rs. 24,011,717 (previous year Rs. 30,896,152).# includes stock lying with third parties Rs. 143,501 (previous year Rs. 372,862).

Schedule 7 - Sundry debtors (refer note III 10 of Schedule 17)(Unsecured and considered good, unless otherwise stated)Debts outstanding for a period exceeding six months 137,905,772 120,067,800Other debts 1,822,356,360 1,400,888,995Less : Provision for doubtful or bad debts - (834,153)

1,960,262,132 1,520,122,642


As at31 March 2009

As at31 March 2008

Schedule 8 - Cash and bank balancesCash in hand 8,936,912 10,402,504Cheques in hand 9,179,698 6,857,026Balance with scheduled banks:-on current accounts 259,339,200 50,462,784-on deposit accounts

-provided as security to government authority 50,596 51,703,925-held as margin money for bank guarantees 247,418,328 133,788,220-lien marked for 270MW Power Project 1,615,046,905 --held in control account for 270MW Power Project 3,872,653,760 --other fixed deposits 348,772,287 2,168,943,291

Post office saving account 5,000 5,0006,361,402,686 2,422,162,750

Schedule 9 - Other current assetsIncome accrued but not due 21,912,736 8,856,358

21,912,736 8,856,358

Schedule 10 - Loans and advances (refer note III 11 of Schedule 17)(Unsecured and considered good, unless otherwise stated)Advances recoverable in cash or in kind or for value to be received * # 534,983,542 526,738,064Share application money 25,564,500 228,064,500Advance income tax - 23,850,544[net of provision for tax of previous year Rs. 663,879,763]Advance fringe benefit tax 36,294 -[net of provision for tax of current year Rs. 11,764,204]Forward cover receivable 50,025,000 -Balance with central excise authorities 81,093,276 258,211Security and other deposits 200,011,466 116,219,114Unamortised premium on forward cover 19,892,616

911,606,694 895,130,433

* includes demand paid under protest with service tax authorties Rs. nil (previous year Rs. 8,500,000).

# includes Rs. 10,000,000 (previous year Rs. 10,000,000) due from a director of the Aryan Group. Maximum amount dueduring the year Rs. 10,000,000 (previous year Rs. 10,000,000).


As at31 March 2009

As at31 March 2008

Schedule 11 - Current liabilities and provisionsCurrent liabilitiesSundry creditors for goods, services and expenses

-Dues to micro and small enterprises 238,774 345,264-Others * 825,125,584 644,799,106

Advances from customers 16,338,154 33,580,853Interest accrued but not due - 698,570Book overdraft 284,998 5,958,415Security deposit received 110,129 54,258Other liabilities # 151,682,485 249,485,354

993,780,124 934,921,820

ProvisionsProvision for income tax 32,862,601 -[net of advance tax of current year Rs. 2,098,497,522]Provision for fringe benefit tax - 1,407,089[net of advance tax of previous year Rs. 4,764,495]Provision for wealth tax 625,935 1,053,287[net of advance tax of Rs. 1,289,884 (previous year Rs. 342,419)]Provision for gratuity** 29,635,336 18,932,692Interim dividend 91,305,274 -Proposed dividend - 29,237,456Provision for leave encashment 1,488,790 -Provision for corporate dividend tax 15,517,332 5,563,731

171,435,268 56,194,255** Includes prior period amount of Rs. 1,500,673 (Previous year Rs. Nil).

* includes salary, wages and bonus payable amounting to Rs. 11,915,415 (previous year Rs. 3,338,975).

# includes Employee State Insurance of Rs. 11,859 (previous year Rs. 12,037), Provident Fund amounting to Rs. 3,991,449(previous year Rs. 2,554,699) and Labour Welfare Fund payable amounting to Rs. 5,580 (previous year Rs. 7,710).


For the year ended

For the year ended

31 March 2009 31 March 2008

Schedule 12 - Other incomeInterest income-from banks 206,272,306 139,724,491-from others 5,591,320 10,368,194Dividend received 47,950 41,360Bonus received on keyman insurance policies 150,048,558 18,996,760Exchange gain (net) 1,189,990 -Profit on sale of assets 447,533 19,185Bad debts recovered 27,924,533 -Railway siding charges 3,789,239 -Handling of coal 3,246,375 -Sundry balances written back 1,319 -Miscellaneous receipts 1,502,467 2,091,545

400,061,590 171,241,535

Schedule 13 - Direct expensesPower and fuel 133,048,019 224,977,561Material consumed 404,703,793 418,999,324Transportation and loading charges 1,847,046,347 1,114,671,206Energy duty 10,058,834 9,738,630Job work charges 2,887,196 976,404Pollution control expenses 4,625,456 3,568,498Repair and maintainance:-Building 47,083,728 55,321,336-Plant and machinery 300,688,096 310,345,306-Others 133,268,175 32,099,814

2,883,409,644 2,170,698,079

Schedule 14 - Personnel costSalaries, wages and bonus 382,460,271 259,535,249Contribution to provident and other funds 22,777,623 13,866,039Staff welfare expenses 17,304,171 12,346,678

422,542,065 285,747,966


For the year ended

For the year ended

31 March 2009 31 March 2008

Schedule 15 - Administrative and selling expensesRent * 25,669,198 18,687,531Railway siding rent * 15,356,055 19,710,476Rate, taxes and fees 19,516,816 14,825,568Subscription and tender fees 1,449,499 3,039,173Legal and professional 83,566,799 41,560,921Security expenses 8,042,463 4,989,821Insurance 10,218,044 10,086,844Printing and stationery 4,351,483 3,432,683Communication expenses 9,780,709 8,125,538Office maintenance expenses 9,916,993 4,408,862Travelling and conveyance 44,126,374 26,058,992Electricity and water charges 1,312,180 1,140,104Charity and donation 4,031,096 4,017,487Sales commission 1,080,128 1,616,072Deductions on account of quality/quantity 178,596,040 122,523,651Handling charges 127,653,012 125,469,415Sampling charges 2,505,804 6,177,605Advertisement and publicity 2,290,899 1,709,954Business promotion 3,330,247 1,725,349Provision for bad and doubtful debts - 834,153Provision for slow moving/non-moving stores and spare parts - 1,409,862Bank charges 10,183,654 14,590,543Exchange loss (net) - 11,014,561Forward premium amortised 884,116 -Loss on sale of fixed assets - 29,651Sundry balances written off - 1,515,019Interest on late payment of service tax - 5,953,686Bad debts written off 59,447,508 88,609,477Capital work in progress written off 6,770,143 8,927,144Miscellaneous expenditure written off - 2,318,707Miscellaneous expenses 8,454,264 7,229,717

638,533,524 561,738,565* Refer note III 4 of Schedule 17


For the year ended

For the year ended

31 March 2009 31 March 2008

Schedule 16 - Finance costInterest on term loans 175,755,081 139,545,427Interest on cash credits/working capital loans 101,183,215 62,569,995Interest on inter corporate deposits 632,876 923,341Interest-others 143,413 29,937,711Loan processing charges 12,734,297 1,250,000

290,448,882 234,226,474

Aryan Coal Benefications Private LimitedSchedules forming part of the consolidated accountsSchedule 17: Significant accounting policies and notes to the accounts

I. Company overview

Aryan Coal Benefications Private Limited (‘the Company’) is a flagship company of the Aryan Group.ACBPL was incorporated on 14 March 1997. The Company, besides coal beneficiation business is alsointo power generation through 30 MW thermal power plant and 15 MW wind mill plant. Both thepower plants are supported by Power Purchase Agreements (PPAs) with respective State ElectricityBoards (SEBs). Further, the Company is also in the process of setting up 270MW thermal power plantat Chakabura, Chhattisgarh.

The Company along with its subsidiaries therein is referred to as the ‘Aryan Group’. The entities underthe Aryan Group are engaged in the business of power generation, coal beneficiation, manufacture ofsponge iron and coal beneficiation equipment.

II. Principles of consolidation and significant accounting policies

1) Basis of preparation:

The consolidated financial statements are prepared and presented under the historical cost conventionin accordance with the Generally Accepted Accounting Principles (‘GAAP’) in India and mandatoryaccounting standards as specified in the Companies (Accounting Standard) Rules, 2006, theprovisions of the Companies Act, 1956, to the extent applicable, and as adopted consistently by theCompany.

2) Principles of consolidation:

The consolidated financial statements have been prepared in accordance with the principles andprocedures for the preparation and presentation as laid down under Accounting Standard 21 on“Consolidated Financial Statements” as specified in the Companies (Accounting Standard) Rules,2006.

a) The consolidated financial statements of the Company and its subsidiaries have been combinedon a line by line basis by adding together the book values of all items of assets, liabilities,incomes and expenses after eliminating all intra-group balances and intra-group transactions andalso unrealised profits and losses in full in accordance with the Accounting Standard 21 on“Consolidated Financial Statements”.

The Company has 50% interest in a joint venture “Cellcap Securities Limited, British VirginIslands” (Cellcap), with the remaining 50% investment by Cellcap Invofin India Private Limited.

The share of Company’s net assets and results of Cellcap are not included in the consolidatedfinancial statements as there are severe long term restrictions impairing Cellcap’s ability totransfer funds to the Company.

b) The consolidated financial statements are prepared using uniform accounting policies for the liketransactions and other events in similar circumstances and are presented to the extent possible, inthe same manner as the Company’s separate financial statements. The financial statement of theforeign subsidiary is adjusted for the accounting principles and policies followed by theCompany.

c) The difference between the cost to the Company of its investment in subsidiaries and itsproportionate share in the equity of the investee company at the time of acquisition of shares inthe subsidiaries is recognised in the financial statements as Goodwill or Capital Reserve, as thecase may be. Goodwill is tested for impairment by the management on an annual basis.


d) The companies considered in the consolidated financial statements are:

Name of the subsidiary Country ofincorporation

% shareholding asat

31 March 2009

% Shareholdingas at

31 March 2008Aryan Clean Coal TechnologiesPrivate Limited India 99.994 99.994

Aryan Energy Private Limited India 77.381 65.00Kartikay Coal Washeries PrivateLimited India 64.88 64.88

Aryan Ispat and Power PrivateLimited India 63.50 63.50

Connoiseur Resources Limited, BVI British VirginIslands 100.00 100.00

Aryan Chhattisgarh Power GenerationPrivate Limited * India 100.00 -

Aryan M.P. Power Generation PrivateLimited * India 100.00 -

Spectrum Coal and Power Limited ** India 100.00 -* incorporated in the current year.** subsidiary from current year


The preparation of financial statements in conformity with Generally Accepted Accounting Principles(GAAP) in India requires management to make estimates and assumptions that affect the reportedamounts of assets and liabilities and the disclosure of contingent liabilities on the date of the financialstatements. Actual results could differ from those estimates. Differences between the actual resultsand estimates are recognised in the year in which the results are known/ materialized. Any revision toaccounting estimates is recognised prospectively in current and future periods.

4) Inventories (valued at lower of cost or net realisable value):

The basis for determination of cost of various categories of inventory is as follows:

a) Raw materials, store and spare parts:

Cost of raw materials, store and spare parts is computed on first in first out basis (FIFO).

b) Raw coal and beneficiated coal:

Raw coal and beneficiated coal are valued at cost of raw coal and cost directly attributable tobring the coal to its present location and condition.

c) Work in progress:

Coal beneficiation businessWork in progress represents the cost of transportation, beneficiation of raw coal andtransportation of beneficiated coal on behalf of customers.

Manufacture of coal beneficiation equipments and sponge iron businessWork in progress represents cost of raw material and conversion computed on FIFO basis. Thecost of conversion includes direct costs and systematic allocation of labour and otherproduction overheads.


d) Coal rejects:

These consist of rejects generated out of coal beneficiation process. The cost is ascertained byapportioning the total cost attributable to the category of coal generated based on appropriatebasis.

e) Finished goods (sponge iron, coal beneficiation equipments)

Cost of finished goods includes cost of conversion and other costs incurred in bringing theinventory to their present location and condition including excise duty.


Coal beneficiation business

Raw coal beneficiations and allied receiptsRevenue from beneficiated coal is recognised as beneficiation activity is performed. Suchperformance is regarded as being achieved when no significant uncertainty exists regarding theamount of consideration that will be derived from the performance of such activity and theactivity is completed or substantially completed. Revenue represents the invoiced value of netbeneficiation receipts.

Sale of coalRevenue from sale of coal is recognised when coal is dispatched to the customers which coincidewith the transfer of significant risks and rewards. Sales represent the invoiced value of coal (netof sales tax).

Power generation business

Sale of powerRevenue from sale of power is recognised based on tariffs as per the terms of the Power PurchaseAgreements entered into by the Aryan Group with respective State Electricity Boards.

Manufacture of coal beneficiation equipments and sponge iron business

Sale of goodsRevenue from sale of goods is recognized when goods are dispatched to the customers, whichcoincides with the transfer of significant risks and rewards. The sales represent the invoiced valueof goods (net of sales tax).

Other income:

(a) Interest income:Interest income is recognised on a time proportion basis considering the contracted rate of return.

(b) Dividend income:Dividend income is recognised when the shareholders’ right to receive payment is established.

(c) Bonus received on keyman insurance policies:Income from bonus received on keyman insurance policies is recognised on receipt basis.


Fixed assets are stated at cost less accumulated depreciation and impairment losses, if any. The costof fixed assets includes inward freight, duties, taxes and incidental expenses related to acquisition and


installation incurred upto the date of commissioning of the assets. Fixed assets under construction,advances paid towards acquisition of fixed assets and cost of asset not put to use before the year end,are disclosed as capital work in progress. Assets held for disposal are stated at their estimated residualvalues as at the balance sheet date.For assets used for coal beneficiation and manufacture of coal equipments businessDepreciation is provided on pro-rata basis as per written down value (WDV) method at rates basedupon management estimates of useful lives of the assets. Such rates are equal to the rates prescribedin Schedule XIV of the Companies Act, 1956.

For assets used for power generation and manufacture of sponge businessDepreciation is provided on pro-rata basis as per straight line method (SLM) at rates based upon themanagement estimates of useful lives of the assets. Such rates are equal to the rates prescribed inSchedule XIV of the Companies Act, 1956.

Leasehold land is amortised over the period of lease. Leasehold improvements are amortised over theremaining period of lease or derived useful lives of assets as prescribed in Schedule XIV to theCompanies Act, 1956, whichever is shorter.



Foreign currency transactions are recorded at the rate of exchange prevailing on the date of therespective transactions. Monetary foreign currency assets and liabilities remaining unsettled at thebalance sheet date are translated at the rates of exchange prevailing on that date. Gains/ (losses)arising on account of realisation/ settlement of foreign exchange transactions and on translation offoreign currency assets and liabilities are recognised in the Profit and Loss Account.

The premium or discount that arises on entering into a forward exchange contract for hedging ismeasured by the difference between the exchange rate at the date of the inception of the forwardexchange contract and the forward rate specified in the contract and is amortised as expense orincome over the life of the contract. Exchange difference on a forward exchange contract is thedifference between:

(a) the foreign currency amount of the contract translated at the exchange rate at the reporting date orthe settlement date where the transaction is settled during the reporting period, and;

(b) the same foreign currency amount translated at the latter of the date of inception of the forwardexchange contract and the last reporting date. These exchange differences are recognised in thestatement of profit and loss in the reporting period in which the exchange rates change.

The premium or discount arising at the inception of a forward exchange contract entered into tohedge the foreign currency risk of a firm commitment or a highly probable forecast transaction isamortized as expense or income over the life of the contract.

8) Investments

Long term investments are valued at cost. Any decline other than temporary, in the value of long terminvestments, is adjusted in the carrying value of such investments.


All employee benefits payable/ available within twelve months of rendering the service are classifiedas short-term employee benefits. Benefits such as salaries, wages and bonus etc. are recognised in theProfit and Loss Account in the period in which the employee renders the related service.


Defined contribution plans: A defined contribution plan i.e. provident fund is a post-employmentbenefit plan under which an entity pays fixed contributions into a separate entity and will have nolegal and constructive obligation to pay further amounts. Obligations for contributions to definedcontribution provident plans are recognised as an employee benefit expense in the Profit and LossAccount when they are due. Prepaid contributions are recognised as an asset to the extent that a cashrefund or a reduction in future payments is available.

Defined benefit plans: A defined benefit plan i.e. gratuity, is a post-employment benefit plan. Thegratuity plan is a defined benefit plan.

The net obligation in respect of defined benefit plans is calculated separately for each plan byestimating the amount of future benefit that employee have earned in return for their service in thecurrent and prior periods; that benefit is discounted to determine its present value. Any unrecognisedpast service costs and the fair value of any plan assets are deducted. The discount rates used fordetermining the present value of obligation under defined benefit plans, is based on the market yieldson Government securities as at the balance sheet date, having maturity periods approximating to theterms of related obligations. The calculation is performed annually by an independent actuary usingthe projected unit credit actuarial method. When the calculation results in a benefit to the Company,the asset is recognised only to the extent of the present value of any economic benefits available inthe form of refunds from the plan or reductions in future contributions to the plan.

One of Company’s subsidiary has taken a group policy with Life Insurance Corporation of India(LIC) to meet its obligation towards gratuity. Liability with respect to the Gratuity plan is determinedbased on an actuarial valuation done by an independent actuary at the year end and any differentialbetween the fund amount as per LIC and the actuarial valuation is charged to Profit and LossAccount.

Actuarial gains and losses are recognised immediately in the Profit and Loss Account. Gains or losseson the curtailment or settlement of any defined benefit plan are recognised when the curtailment orsettlement occurs.

Other long term employee benefits

Benefits under the Company’s leave encashment policy constitute other long-term employee benefits.The liability in respect o leave encashment is provided on the basis of an actuarial valuation done byan independent actuary at the year end. Actuarial gains and losses are recognised immediately in theProfit and loss account.

10) Borrowing costs

Borrowing costs that are attributable to the acquisition of qualifying assets are capitalised as part ofthe cost of such assets. A qualifying asset is one that necessarily takes a period of one year or more toget ready for its intended use. All other borrowing costs are charged to revenue.

11) Operating leases

Leases where the lessor effectively retains substantially all the risks and benefits of ownership of theleased asset are classified as operating leases. Operating lease charges are recognized as an expensein the Profit and Loss Account on a straight line basis.


Basic earnings per share is calculated by dividing the net profit for the year attributable to equityshareholders by the weighted average number of equity shares outstanding during the year.Diluted earnings per share is computed using the weighted average number of equity and dilutiveequivalent shares outstanding during the year, except where results would be anti-dilutive.


13) Taxes

Income-tax expenses comprise current tax (i.e. the amount of tax for the period determined inaccordance with the Income Tax Act, 1961) and deferred tax charge or credit (reflecting the taxeffects of the timing differences between the accounting income and taxable income for the period).The deferred tax charge or credit and the corresponding deferred tax liabilities or assets arerecognized using the tax rates that have been enacted or substantively enacted by the balance sheetdate. Deferred tax assets are recognized only to the extent there is reasonable certainty that the assetscan be realized in the future. However, where there is unabsorbed depreciation or carry forward lossunder taxation laws, deferred tax assets are recognized only if there is virtual certainty of realizationof such assets. Deferred tax assets are reviewed at each balance sheet date and written down orwritten up to reflect the amount that is reasonably/virtually certain (as the case may be) to be realized.Deferred tax implications of timing differences, that originate during the tax holiday period andreverse after the tax holiday period are recognised in the year in which timing differences originate.


The carrying amounts of assets are reviewed at each balance sheet date in accordance withAccounting Standard 28 ‘Impairment of Assets’, to determine whether there is any indication ofimpairment. If any such indication exists, the asset’s recoverable amount is estimated. Animpairment loss is recognised whenever the carrying amount of an asset or its cash generating unitexceeds its recoverable amount. Impairment losses are recognised in the Profit and Loss Account.An impairment loss is reversed if there has been a change in the estimates used to determine therecoverable amount. An impairment loss is reversed only to the extent that the asset’s carryingamount does not exceed the carrying amount that would have been determined net of depreciation oramortisation, if no impairment loss had been recognised.


The Aryan Group recognises a provision when there is a present obligation as a result of a past eventand it is more likely than not that there will be an outflow of resources embodying economic benefitsto settle such obligation and the amount of such obligation can be reliably estimated. Provisions arenot discounted to its present value, and are determined based on the management’s best estimate ofthe amount of obligation required at the year end. These are reviewed at each balance sheet date andadjusted to reflect current management estimates.

Contingent liabilities are disclosed in respect of possible obligations that have arisen from past eventsand the existence of which will be confirmed only by the occurrence or non occurrence of futureevents not wholly within the control of the Aryan Group. Contingent liabilities are also disclosed forpresent obligations in respect of which it is not probable that there will be an outflow of resources ora reliable estimate of the amount of obligation cannot be made.


III. Consolidated notes to accounts


Contingent liabilities

Corporate guaranteeThe Aryan Group has issued a corporate guarantee to Lehman Brothers Commercial Corporation AsiaLimited, Hongkong against credit facilities extended to Cellcap Securities Limited, BVI, a jointventure company, for an amount of USD 45.50 million (previous year USD 45.50 million).


Service tax mattersThe Aryan Group has contested the liability raised by service tax authorities under the followingcategories the amount of which has not been ascertained:

• Business auxiliary services for the period from 10 September 2004 to 31 May 2007.• Cargo handling services for the period from 16 August 2002 to 31 May 2007.Further, Spectrum Coal and Power Limited is in appeal in respect of service tax matter forRs. 18,620,433.

Capital commitments

The estimated amounts of contracts remaining to be executed on capital account (net of advance) as at31 March 2009 are Rs. 8,412,589,476 (previous year Rs. 821,352,560).


Managerial remuneration under Section 198 of the Companies Act, 1956 to the directors of the AryanGroup is as follows:

(Amount in Rupees)Year ended


31 March 2008Salaries and allowances 112,712,308 74,877,692Bonus 15,170,000 10,500,000Perquisites 1,609,000 -Contribution to provident fund 3,157,477 2,112,000

132,648,785 87,489,692

The salaries to the key managerial personnel do not include gratuity as the same is determined for theAryan Group as a whole.

3) Legal and professional fee include auditors’ remuneration (excluding out of pocket expenses):



31 March 2008Statutory audit 8,311,478* 2,610,060Other services 170,000 60,000Service tax 944,286 322,608

9,425,764 2,992,668*includes cost over-run of Rs. 3,250,000 for the year ended 31 March 2008.


The Aryan Group has taken railway sidings, office spaces, guest houses and residentialaccommodation for employees under cancellable operating lease arrangements. The lease rentalexpenses for these operating leases aggregate Rs. 41,025,253 (previous year Rs. 38,398,007).


Gratuity plan:

The Aryan Group operates a gratuity plan which provides lump sum benefits linked to the qualifyingsalary and completed years of service with the Aryan Group at the time of separation. Everyemployee who has completed 5 years of continuous service is entitled to receive gratuity at the time


of his retirement or separation from the organization whichever is earlier. However the condition ofcompletion of 5 years of service is not applicable where separation is on account of disability or deathof an employee. The gratuity benefit that is payable to any employee, is computed in accordance withthe provisions of “The Payment of Gratuity Act, 1972”.

The Gratuity Fund

The following table sets forth the status of the Gratuity Plan of the Aryan Group and the amountsrecognised in the Balance Sheet and Profit and Loss Account.

(Amount in Rupees)

Particulars Year ended31 March 2009

Year ended31 March 2008

Changes in the present value of defined benefit obligationProjected benefit obligation at the beginning of year 18,932,692 12,545,283Current service cost 4,460,031 2,988,229Interest cost 1,747,984 1,158,930Actuarial loss/(gain) 2,569,144 2,447,942Benefits paid (95,192) (207,692)Projected benefit obligation at the end of the year * 27,614,659 18,932,692

Changes in the fair value of plan assetsFair Value of Plan Assets at the beginning of the year - -Expected return on plan assets - -Contributions 95,192 207,692Benefits paid (95,192) (207,692)Actuarial (loss)/gain - -Fair Value of Plan Assets at the end of the year - -

Projected benefit obligation at the end of the year 27,614,659 18,954,692Fair value of plan assets at the end of the year - -Funded status of the plans – asset/(liability) - -Asset recognised in the balance sheet - -

Expense recognised in the Profit and Loss AccountCurrent service cost 4,460,031 2,988,229Interest cost on benefit obligation 1,747,984 1,158,930Expected return on plan assets - -Net actuarial (gain)/loss recognised in the year 2,569,144 2,447,942Benefits paid - (207,692)Net gratuity cost 8,777,159 6,387,409* The above figure does not include provision for gratuity of Rs. 2,020,677 Spectrum Coal andPower Limited.



The principal assumptions are the discount rate and salary escalation rate. The discount rate isgenerally based upon the market yields available on Government bonds at the accounting date with aterm that matches that of the liabilities and the salary growth rate takes account of inflation, seniority,promotion and other relevant factors on long term basis. The assumptions used are summarized in thefollowing table:


Assumptions as at31 March 2009






Retirement age 60 years 60 yearsMortality table LIC (1994-96) duly

modifiedLIC (1994-96) duly





In accordance with Accounting Standard-17 on segment reporting as prescribed in the Companies(Accounting Standard) Rules, 2006, under the provisions of the Companies Act, 1956, the AryanGroup has identified five business segments viz. coal beneficiation operations and allied activities,wind power generation, thermal power generation, manufacturing of coal beneficiation equipmentsand manufacturing of sponge iron. The above segments have been identified and reported taking intoaccount the differing risks and returns, and the current internal financial reporting systems. Thesegment wise disclosures are as follows:

Segment Revenue, Results and Capital Employed include the respective amounts identifiable to eachof the segments. Other unallocable expenditure/assets/liabilities includes expenses/assets/ liabilitieswhich are not directly identifiable to any business segment.

Segment revenue and results

(Amount in Rupees)Particulars Coal

beneficiationoperations andallied activities

Wind powergeneration

Thermalpower

generation

Manufacturingof coal

beneficiationequipments

Manufacturing of sponge

iron

Eliminations Total

Segment revenueExternal revenue 7,723,301,329 79,176,846 556,593,534 54,082,156 523,674,812 - 8,936,828,677

(4,267,188,529) (99,595,447) (470,207,740) (24,574,924) (546,262,824) (-) (5,407,829,464)Inter segmentrevenue

104,626,251 - - 133,480,185 - -238,106,436 -(104,206,864) (-) (28,631,211) (153,509,241) (-) (-286,347,316) (-)

Total revenue 7,827,927,580 79,176,846 556,593,534 187,562,341 523,674,812 -238,106,436 8,936,828,677(4,371,395,394) (99,595,447) (498,838,951) (178,084,165) (546,262,824) (-286,347,316) (5,407,829,464)

Segment results 3,001,577,310 -7,270,714 335,530,991 41,559,332 -8,299,179 - 3,363,097,740(882,078,330) (6,297,019) (207,311,273) (54,548,018) (16,438,135) (-) (1,166,672,775)

Less: Unallocatedcorporate expenses

403,820,221(253,024,443)

Operating profit 2,959,277,519(913,648,333)

Unallocatedcorporate income

400,061,590(171,241,534)

Net profit beforetax

3,359,339,109(1,084,889,867)



Segment assets, liabilities and capital employed *

(Amount in Rupees)Particulars Coal

beneficiationoperationsand alliedactivities

Windpower

generation

Thermalpower

generation

Manufacturingof coal

beneficiationequipments

Manufacturingof sponge iron

Total

AssetsSegment assets 1,284,409,383 647,768,366 8,284,233,030 220,038,694 2,569,276,383 13,005,725,857

(2,882,126,962) (706,424,288) (1,373,277,026) (199,522,487) (1,423,518,803) (6,584,869,566)Unallocated corporate assets 6,861,889,210

(3,981,717,494)Total assets 19,867,615,067

(10,566,587,060)Liabilities/Shareholders'fundsSegment liabilities 1,888,015,517 303,983,206 4,687,599,088 96,835,970 1,064,098,055 8,040,531,836

(1,130,080,750) (395,291,684) (562,027,381) (96,542,305) (767,114,265) (2,951,056,385)Unallocated corporateliabilities

1,701,384,666(958,030,134)

Share capital 1,056,808,200(912,376,840)

Share application moneypending allotment

151,100,212(135,100,212)

Reserves and surplus 8,568,036,869(5,392,251,195)

Minority interest 349,753,284(217,772,294)

Total liabilities/shareholders'funds

19,867,615,067(10,566,587,060)

Segment capital expenditure 2,808,821,116 - 1,011,959,314 415,780 1,595,778,093 5,416,974,303(591,940,349) - (126,520,527) (10,369,128) (620,205,660) (1,349,035,664)

Unallocated capitalexpenditure

24,339,625(221,094,839)

Total capital expenditure 5,441,313,928(1,570,130,503)

Depreciation 350,581,362 35,088,456 53,834,691 8,249,920 23,506,745(291,961,319) (35,088,461) (47,666,025) (7,868,704) (19,022,452)

Figures in brackets are for the previous year* Segment assets and liabilities include assets and liabilities acquired on acquisition of Spectrum Coal and Power Limited.

The Aryan Group’s customers are located predominantly in India and constitute a single reportablesegment for the purpose of secondary segment reporting. Accordingly, no secondary segmentinformation has been disclosed as required by Accounting Standard (AS)-17 ‘Segment Reporting’specified in the Companies (Accounting Standard) Rules, 2006 under the provisions of the CompaniesAct, 1956.

Segment accounting policies

The accounting principles consistently used in the preparation of the consolidated financial statementsand consistently applied to record revenue and expenditure in individual segments are as set out inPart II to this schedule on significant accounting policies. The accounting policies in relation tosegment accounting are as under:

a) Segment assets and liabilities

All segment assets and liabilities have been allocated to the various segments on the basis of specificidentification. Segment assets consist principally of fixed assets, capital work in progress, inventories,


sundry debtors, other current assets and loans and advances. Segment assets do not include unallocatedcorporate fixed assets, cash and bank balances, advance tax and other assets not specifically identifiablewith any segment.

Segment liabilities include sundry creditors, other liabilities and staff benefits. Segment liabilities donot include share capital and provision for income tax and other liabilities not specifically identifiablewith a segment.

b) Segment revenue and expenses

Segment revenue and expenses are directly attributable to the segment and have been allocated tovarious segments on the basis of specific identification. Segment revenue does not include interestincome and other incomes in respect of non-segmental activities. Segment expenses do not includedepreciation on unallocated corporate fixed assets, interest expense, tax expense and other expense inrespect of non-segmental activities.




Profit after tax (after consolidation adjustments)attributable to equity shareholders

2,328,646,737 548,394,476

Number of shares considered as weighted average sharesoutstanding for computing basic earnings per share

91,257,291 81,864,867

Add: Effect of dilutive issues of shares (Numbers) 159,785 98,715Number of shares considered as weighted average sharesand potential shares outstanding for computing dilutedearnings per share

91,417,076 81,963,582

Nominal value per share (Rupees) 10 10Basic Earnings per share (Rupees) 25.52 6.70Diluted Earnings per share (Rupees) 25.47 6.69

8) Deferred tax assets/ liabilities:


31 March 2009As at

31 March 2008Deferred tax assets arising on account of:Provision for leave encashment 506,039 -Provision for gratuity 10,073,052 6,344,532Brought forward business losses and unabsorbed depreciation(created to the extent of deferred tax liability) 103,228,457 63,199,412

Provision for Slow moving/ non moving items 479,212 -Preliminary expenses 57,306 167,727Total 114,344,066 69,711,671Less: deferred tax asset of certain subsidiaries, recognizedonly to the extent of deferred tax liability in absence ofvirtual certainty of realisation of unabsorbed depreciation andbusiness losses

46,101,761 9,754,515

Total (A) 68,242,305 59,957,156Deferred tax liability arising on account of:Excess of depreciation allowable under Income-tax Act overdepreciation provided on accounts 318,821,944 260,365,085

Total (B) 318,821,944 260,365,085Net deferred tax asset/ (liability) (net) (A-B) (250,579,639) (200,407,929)



a) Related party and nature of the relationship with whom transactions have taken place during the year:

Enterprise of which the Company is an associate (investing party):

• Pineridge Investment Limited, Mauritius

Key Management Personnel (KMP):

• G.C. Mrig, Managing Director• Ex-Captain R S Sindhu, Chairman• Ex-Captain Kuldeep Solanki, Director• Vir Sen Sindhu, Director• Vrit Pal Sindhu, Director• Dev Suman Sindhu, Director• Ajay Mrig, Director• Gurubaksh Singh Garcha, Executive Director

Relatives of Key Management Personnel (relatives):

• Abhimanyu Sindhu• Ashok Mrig• Satya Pal Sindhu• Sumati Sindhu• Surabhi Sindhu

Enterprises over which key management personnel exercise significant influence (others):

• Dev Suman Sindhu (HUF)• Ex-Serviceman Black Gold Transport (I) Private Limited• General Automobiles• Global Coal & Mining Private Limited• Global Minetech Limited• Indus Automobiles• Indus Portfolio Private Limited• Indus Compuquest Private Limited• Laxmi Leasing & Finance Private Limited• M.S. & Sons• Mahavir Global Coal Limited• Maneesha Finlease Limited• Mitter Sen Sindhu (HUF)• Naresh Kumar & Co. Private Limited• Orissa Spare & Services• Parnami Habitat Developers Limited• Pragati Vanijaya Limited• Sainik Automobiles• Sainik Cement Private Limited• Sainik Mining & Allied Services Limited• Sainik Pole Manufacturing Company (partnership firm)• Sainik Finance & Industries Limited• Sainik Transport• Sarvesh Coal Tech Private Limited• Satya Pal Sindhu (HUF)


• Sindhu Holdings Limited• Sindhu Realtors Private Limited• Sindhu Trade Links Limited• Spectrum Coal and Power Limited• Jain Re Rolloers Limited• V.V. Transport• Vir Sen Sindhu (HUF)• Vrit Pal Sindhu (HUF)• Cellcap Securities Limited, BVI• Spectrum Coal and Power Limited (upto 29 March 2009) *

* Upto 29 March 2009 Spectrum Coal and Power Limited was an enterprises over which keymanagement personnel of the Aryan Group exercised significant influence. With effect from 30March 2009, Spectrum Coal and Power Limited became a subsidiary of Aryan Coal BeneficationPrivate Limited. Accordingly, all transactions between Aryan Group and Spectrum Coal andPower Limited upto 29 March 2009 have been included in related party transactions.

b) Transactions/ outstanding balances with related parties:The Aryan Group has entered into transactions with certain related parties as listed below.The Board considers such transactions to be in normal course of business.

(Amount in Rupees)S.No. Particulars Investing

partyRelatives KMP Others

Transactions during the yeari Sale of coal - - - 302,167,166

(-) (-) (-) (112,306,313)ii Sale of finished goods - - - 52,364,472

(-) (-) (-) (21,272,284)iii Commission received - - - 1,879,262

(-) (-) (-) (-)iv Interest received - - - 632,876

(-) (-) (-) (86,795)v Transportation and loading

charges received- - - 372,486

(-) (-) (-) (-)vi Transportation and loading

charges paid- - - 459,260,279

(-) (-) (-) (210,690,476)vii Purchases of coal - - - 291,968,861

(-) (-) (-) (63,321,579)ix Purchases of Material - - - 284,392

(-) (-) (-) (90,507)x Store, Spares & Fuel Purchased - - - 70,667,668

(-) (-) (-) (6,709,841)xi Fixed assets purchased - - 34,739,450 41,923,238

(-) (-) (-) (2,220,651)xii Salaries Paid - 3,930,000 - -

(-) (2,080,000) (-) (-)xiii Non Compete Fee - - 20,000,000 -

(-) (-) (-) (-)xiv Repair and maintenance–building - - - 4,561,987

(-) (-) (-) (26,942,212)xv Repair and maintenance–plant

and machinery- - - 10,682,508

(-) (-) (-) (623,398)


S.No. Particulars Investingparty

Relatives KMP Others

xvi Repair and maintenance–others - - - 34,824,232(-) (-) (-) (25,402,944)

xviii Managerial remuneration paid - - (142,148,785) -(-) (-) (87,525,692) (-)

xix Rent - 120,000 5,932,988 6,502,626(-) (120,000) (6,859,482) (2,991,427)

xx Rate, taxes and fees - - - 15,371(-) (-) (-) (1,500)

xxi Legal and professional - 350,000 - 13,500(-) (1,400,000) (-) (312,000)

xxii Communication expenses - - - 180,000(-) (-) (-) (7,990)

xxiv Commercial vehicle running &maintenance

- - - 54,528(-) (-) (-) (-)

xxv Advertisement and publicity - - - 298,327(-) (-) (-) (-)

xxvi Coal handling charges - - - 1,879,262(-) (-) (-) (-)

xxvii Office maintenance expenses - - - 104,141(-) (-) (-) (-)

xxviii Travelling and conveyance - - - 721,389(-) (-) (-) (-)

xxix Finance cost - - - 568,554(-) (265,056) (45,448) (1,090,459)

xxx Loan repaid - - - 884,121(-) (6,463,184) (1,365,945) (19,108,522)

xxxi Share application moneyreceived

- 13,838,776 105,074,076 232,817,644(-) (4,740,000) (45,170,850) (82,225,000)

xxxii Share application moneyrefunded

- 3,000,000 35,603,350 29,791,850(-) (15,055,000) (51,847,850) (2,685,000)

xxxiii Inter corporate deposit taken - - - 68,500,000(-) (-) (-) (10,000,000)

xxxiv Inter corporate deposit given - - - 100,000,000(-) (-) (-) (-)

xxxv Inter corporate deposit takenrefunded

- - - 68,500,000(-) (-) (-) (10,000,000)

xxxvi Loan taken - - - 5,002,500(-) (-) (-) (16,500,000)

xxxvii Equity shares issued (includingshare premium)

532,363,304 10,838,776 69,470,726 505,142,892(-) (-) (-) (-)

xxxix Share application money paid - - - -(-) (-) (-) (128,064,500)

xl Capital work in progress - - - 637,493(-) (-) (-) (317,581)

xli Shares purchased (Investment) 534,104,735 - - 707,542,800(-) (3,801,000) (61,233,000) (29,553,725)

xli Shares warrant issued - - - -(-) (-) (-) (25,000,000)

xli Vehicle payment on behalf - - - 119,759(-) (-) (-) (172,449,895)

xlii Civil Works - - - 21,033,046(-) (-) (-) (-)


S.No. Particulars Investingparty

Relatives KMP Others

Outstanding balances as at yearend

xlii Loan and advances - - - 1,446,693(-) (-) (-) (12,004,437)

xliii Investment - - - 453,800(-) (-) (-) (453,800)

xliv Vehicle loan - - - 4,118,379(-) (-) (-) (-)

xliv Interest receivable - - - -(-) (-) (-) (3,141,498)

xlv Share application money received - - - 151,100,212(-) (-) (-) (5,525,000)

xlvi Share application money paid - - - 25,564,500(-) (-) (-) (228,064,500)

xlvii Share warrants - - - 25,000,000(-) (-) (-) (25,000,000)

xlviii Sundry creditors - 1,986,975 - 169,747,600(-) (-) (-) (97,603,975)

xlix Sundry debtors - - - 18,897,072(-) (-) (-) (101,798,566)

Figures in brackets are for the previous year.

Disclosure in respect of transaction which are more than 10% of the total transactions of the same typewith related parties during the year:

(Amount in Rupees)

Transactions during the yearFor the year

ended31 March 2009

For the yearended

31 March 2008Sale of coalKartikay Coal Washeries Private Limited 177,782,014 -Spectrum Coal and Power Limited 67,142,055 112,306,313Aryan Coal Benefications Private Limited 41,764,436Others 15,478,661

302,167,166 112,306,313Sale of finished goodsSpectrum Coal and Power Limited 39,005,226 6,097,662Global Coal and Mining Private Limited 13,359,246 15,174,622

52,364,472 21,272,284Interest receivedAryan Coal Benefications Private Limited 632,876 -Pragati Vanijaya Limited - 86,795Others -

632,876 86,795Share application money received refundedCapt. R.S. Sindhu 7,500,000 15,950,000Ganesh Chandra Mrig 13,603,350 19,681,350Vir Sen Sindhu 8,000,000 19,115,000Maneesha Finlease Limited 29,791,850Others 9,500,000 14,841,500

68,395,200 69,587,850



ended31 March 2009

For the yearended

31 March 2008Inter corporate deposit givenAryan Coal Benefications Private Limited 100,000,000 -

100,000,000 -Inter corporate deposit taken refundedPragati Vanijaya Limited 18,500,000 -Global Coal and Mining Private Limited 50,000,000 -Sindhu Realtors Private Limited - 10,000,000

68,500,000 10,000,000Loan repaidSainik Finance and Industries Limited 884,121 -Pragati Vanijaya Limited 11,500,000Parnami Habitat Developers Limited 5,000,000Others - 9,557,651

884,121 26,057,651Share application money paidCellcap Securities Limited - 25,564,500Sarvesh Coal Tech Private Limited - 102,500,000

- 128,064,500Equity shares issuedPragati Vanijaya Limited 392,537,096 -Pineridge Investment Limited 532,363,304 -Others 192,915,298 -

1,117,815,698 -Purchase of coalSpectrum Coal and Power Limited 223,207,203 37,115,690Aryan Coal Benefications Private Limited 64,141,495 -M.S. & Sons - 26,205,889Others 4,620,163 -

291,968,861 63,321,579Purchase of fixed assetsCapt. R.S. Sindhu 10,616,000 -Vrit Pal Sindhu 24,123,450 -Aryan Clean Coal Technologies Private Limited 39,067,906 -V V Transport - 2,200,000Others 2,855,332 20,651

76,662,688 2,220,651Purchase of materialSainik Finance and Industries Limited 284,392 90,507

284,392 90,507

Stores, spares and fuel purchasedGeneral Automobiles 7,782,330 14,006,966Sindhu Holdings Limited 56,141,633 1,243,286V V Transport - 5,281,647Others 6,743,705 5,352,767

70,667,668 25,884,666Repair and maintenance-buildingSainik Mining & Allied Services Limited 4,558,727 -Sindhu Realtors Private Limited - 25,497,135Others 3,260 1,445,077

4,561,987 26,942,212



ended31 March 2009

For the yearended

31 March 2008Repair and maintenance-plant & machineryGeneral Automobiles 8,758,598 167,620Indus Automobiles 1,394,336 63,903V V Transport - 379,213Others 529,574 12,662

10,682,508 623,398Repair and maintenance-othersGeneral Automobiles 24,103,105 15,473,649Sainik Automobiles 6,743,476 -Sainik Transport - 6,922,397Others 3,977,651 3,006,898

34,824,232 25,402,944Rent paidSindhu Trade Links Limited 4,262,626 2,509,522Vrit Pal Sindhu 5,452,988 6,379,482Sindhu Holdings Limited 1,470,000 481,905Others 1,370,000 600,000

12,555,614 9,970,909Rates, fees & taxesIndus Portfolio Private Limited 15,371 1,500

15,371 1,500Communication expensesIndus Compuquest Private Limited 180,000 -Indus Portfolio Private Limited - 7,990

180,000 7,990Share application money receivedMahavir Global Coal Limited 178,500,000 80,300,000Capt. R.S. Sindhu - 15,950,000Ganesh Chandra Mrig - 13,606,350Others 173,230,496 22,279,500

351,730,496 132,135,850Inter corporate deposit takenPragati Vanijaya Limited 18,500,000 -Global Coal and Mining Private Limited 50,000,000 -Sindhu Realtors Private Limited - 10,000,000

68,500,000 10,000,000Vehicle payments on behalfSainik Automobiles 119,759 -Sainik Finance & Industries Limited - 22,010,512Indus Automobiles - 43,665,156Sindhu Holdings Limited - 40,812,782Sindhu Trade Links Limited - 32,864,985Others - 33,096,460

119,759 172,449,895Capital work in progressIndus Automobiles - 112,199V.V. Transport 264,558 193,409Sainik Mining & Allied Services Limited 294,383 -Hari Bhoomi Communication Private Limited 78,552 -Others - 11,973

637,493 317,581



ended31 March 2009

For the yearended

31 March 2008Shares purchased (investments)Aryan Ispat & Power Private Limited -Pragati Vanijaya Limited 393,821,300 -Sarvesh Coaltech Private Limited 313,721,500 -Pineridge Investment Limited 534,104,735 -Maneesha Finlease Limited - 29,501,625Vir Sen Sindhu - 29,800,000Ajay Mrig - 13,500,000Others - 21,786,100

1,241,647,535 94,587,725Salaries paidAshok Mrig 680,000 480,000Sumati Sindhu 1,625,000 800,000Surabhi Sindhu 1,625,000 800,000

3,930,000 2,080,000Advertisment and PublicityHari Bhoomi Communications Private Limited 298,327 -

298,327 -Transportation and loading charges receivedSpectrum Coal and Power Limited 170,286 -Global Coal and Mining Private Limited 202,200 -

372,486 -Transportation and loading charges paidSainik Mining & Allied Services Limited 428,775,945 56,515,128M.S. & Sons - 104,898,519Sainik Transport - 48,545,401Others 30,484,334 731,428

459,260,279 210,690,476Coal handling chargesKartikay Coal Washeries Private Limited 1,879,262 -

1,879,262 -Office maintenance expensesV.V. Transport 104,141 -

104,141 -Travelling and conveyanceV.V. Transport 689,485 -Others 31,904 -

721,389 -Finance costSainik Finance and Industries Limited 568,554 -Parnami Habitat Developers Limited - 284,383Pragati Vanijaya Limited - 638,958Others - 477,622

568,554 1,400,963Commerical vehcle running maintenanceSainik Automobiles 54,528 -

54,528 54,528



ended31 March 2009

For the yearended

31 March 2008Legal and professionalSumati Sindhu 175,000 700,000Surabhi Sindhu 175,000 700,000Indus Compuquest Private Limited - 300,000Others 13,500 12,000

363,500 1,712,000Non compete fee paidA.V. Mohan Rao 20,000,000 -

20,000,000 -Loan takenSainik Finance and Industries Limited 5,002,500 -Parnami Habitat Developers Limited - 5,000,000Pragati Vanijaya Limited - 11,500,000

5,002,500 16,500,000Civil WorksSindhu Realtors Private Limited 21,033,046 -

21,033,046 -Commission receivedSpectrum Coal and Power Limited 1,879,262 -

1,879,262 -Loan given refundedPragati Vanijaya Limited - 24,000,000

- 24,000,000Vehicle loan repaymentSainik Finance and Industries Limited - 880,000

- 880,000Share warrant issuedPragati Vanijaya Limited - 25,000,000

- 25,000,000

10) Debts due by private companies in which director(s) of the Aryan Group are director(s):


31 March 2009As at

31 March 2008Global Coal and Mining Private Limited * 1,249,382 -Mahavir Global Coal Limited * 6,755,124 -Total 8,004,506 -

* these are also companies under the same management as defined under section 370-1B of theCompanies Act of 1956.


11) Loans and advances:

Debts due by private companies in which director(s) of the Aryan Group are director(s):

(Amount in Rupees)

Name of the entity



year

Year endbalance


yearSarvesh Coaltech Private Limited * - 205,641,498 205,641,498 205,641,498Cellcap Securities Limited, BVI * 25,564,500 25,564,500 25,564,500 25,564,500

Total 25,564,500 231,205,998 231,205,998 231,205,998

* these are also companies under the same management as defined under section 370-1B of theCompanies Act of 1956

12) (a) The Aryan Group’s coal washery at Gauri, Maharashtra has been identified as a separate cashgenerating unit and has been operating at a minimal capacity level for past two years. Further, theAryan Group does not have any long term contracts for Gauri washery. This indicates that cashgenerating capacity of fixed assets of Gauri washery might have been impaired. Accordingly,management is in the process of testing, wherein future cash flows are being estimated to determinethe provision required, if any, in respect of impairment of fixed assets. Management believes thatadjustment to the carrying amount of fixed assets, if any, arising out of testing would not be material.

(b) The Aryan Group during the year performed an impairment testing at its three beneficiation plantsat Wani, Talcher and Indram as per the requirements of Accounting Standard 28 on Impairment ofAssets, since there were indications that these assets may be impaired. The Aryan Group evaluatedthe recoverable amount of the assets for its value in use. Based on the evaluation, the Aryan Grouphas not recognised any impairment loss since the recoverable amount exceeds carrying amount ofsuch assets.

13) Transactions covered under section 297 of the Companies Act, 1956

Aryan Coal Benefications Private Limited

The Company has in the current year upto 11 March 2009 as well as in the previous years entered intocertain transactions as described below with private companies (including its subsidiaries) and firms,in which director(s) of the Company were director(s)/ partner(s). Inadvertently the Company has notobtained the prior approval of the Central Government as envisaged under section 297 of theCompanies Act, 1956, in respect of the above transactions.

Particulars of transaction Amount inRupees

Purchases 1,116,352,192Services received 2,358,947,224Sales 150,522,661Services rendered 1,096,717,448

Subsequently, the Company has filed the necessary compounding applications for the abovementioned period with the Central Government. Further, the Company has obtained prior CentralGovernment approval for transactions from 12 March 2009 upto 31 March 2011.

Aryan Clean Coal Technologies Private Limited (ACCTPL), Aryan Energy Private Limited(AEPL), Kartikay Coal Washeries Private Limited (KCWPL)

The above subsidiary companies have in the current year upto 22 March 2009 as well as previous


years entered into certain transactions as described below with private companies (including parentcompany and fellow subsidiaries) and firms, in which director(s) of the Company weredirector(s)/partner(s). Inadvertently these companies have not obtained the prior approval of theCentral Government as envisaged under section 297 of the Companies Act, 1956, in respect of theabove transactions.

(Amount in Rupees)Particulars of transaction ACCTPL AEPL KCWPL

Purchases 2,448,968 73,683,278 59,925,858Services received 76,499 1,317,010,378 45,921,939Sales 665,748,247 346,024,963 6,881,917

Subsequently, the Company has filed the necessary compounding applications for the abovementioned period with the Central Government, Further, the Company has obtained prior CentralGovernment approval for transactions from 23 March 2009 upto 31 March 2011.

Aryan Ispat and Power Private Limited (AIPPL)

AIPPL has in the current year upto 22 March 2009 as well as previous years entered into certaintransactions as described below with private companies (including parent company and fellowsubsidiaries) and firms, in which director(s) of the Company were director(s)/partner(s). InadvertentlyAIPPL has not obtained the prior approval of the Central Government as envisaged under section 297of the Companies Act, 1956, in respect of the above transactions.


Purchases 261,528,234Services received 5,588,370Sales 6,838,796

Subsequently, AIPPL has filed the necessary compounding applications for the above mentionedperiod with the Central Government. Further, AIPPL has obtained prior Central Government approvalfor transactions from 1 April 2009 upto 31 March 2012.

14) Upto previous year Spectrum Coal and Power Limited was following the policy of not valuing itsinventory of coal rejects as it was of the view that no costs can be attributed to such rejects. Duringthe year, the Company has reassessed its policy and to align it with Aryan Group’s policy it hasstarted valuing such coal rejects. Accordingly, as at 31 March 2009 there is an increase in the valueof its inventory by Rs. 80,967,158 and correspondingly increase in profits for the year and reservesand surplus by Rs. 80,967,158.

15) Previous year’s figures have been regrouped/ re-arranged wherever considered appropriate whenevernecessary to confirm to the current years’ groupings/ classification.


Sd/- Sd/- Sd/-Ex-Captain R.S. Sindhu G.C. Mrig Satish Kumar SharmaChairman Managing Director Company SecretaryPlace: Boston (MA.USA) Place: Gurgaon Place: GurgaonDate: 27 August 2009 Date: 27 August 2009 Date: 27 August 2009

Annexure-A Aryan Clean Coal Technologies Private Limited

Registered Office : 18, Vasant Enclave, Rao Tula Ram Marg, New Delhi-110057

ARYAN CLEAN COAL TECHNOLOGIES PRIVATE LIMITED Regd. Office- 18, Vasant Enclave, Rao Tula Ram Marg, New Delhi-110057

NOTICE

Notice is hereby given that the Sixth Annual General Meeting of the Company shall be held on Wednesday, 30th day of September, 2009 at 03:00 p.m. at the registered office of the Company at 18, Vasant Enclave, Rao Tula Ram Marg, New Delhi -110057 to transact the following business:

ORDINARY BUSINESS

1. To receive, consider and adopt the Audited Balance Sheet of the Company as at 31st March, 2009 and Profit & Loss Account of the Company for the period commencing from 1st April, 2008 to 31st March, 2009 together with the Directors’ Report and Auditors’ Report thereon.


“RESOLVED THAT M/s B S R & Company, Chartered Accountants, retiring Auditors of the Company be and are hereby appointed as the Statutory Auditors of the Company to hold office from the date of conclusion of ensuing Annual General Meeting till the date of conclusion of the next Annual General Meeting of the Company at a remuneration as decided by the Board of Directors.”

By order of the Board of Directors For Aryan Clean Coal Technologies Private Limited

-Sd- Place: New Delhi (Ganesh Chandra Mrig) Dated: 27th August, 2009 Managing Director

NOTES:

1 A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF. SUCH PROXY NEED NOT BE A MEMBER OF THE COMPANY.

2 IN ORDER TO BE EFFECTIVE PROXY FORM DULY COMPLETED MUST BE RECEIVED BY THE COMPANY AT ITS REGISTERED OFFICE NOT LESS THAN 48 HOURS BEFORE THE SCHEDULED TIME FOR HOLDING OF THE MEETING. A BLANK PROXY FORM IS ENCLOSED HEREWITH.

.


DIRECTORS’ REPORTTo, The Members, Ladies and Gentlemen,

Your directors have pleasure in presenting their Sixth Annual Report together with the Audited Statement of Accounts for the year ended on 31st March, 2009:

1. FINANCIAL RESULTS (Rs. in Lakhs)

Particulars 2008-09 2007-08 Gross Income from Operations 1885.10 1784.21 Net Profit before Interest, Tax & Depreciation (EBIDTA) 567.68 662.14 Less: Interest & Finance Charges 69.59 30.47 Net Profit/(Loss) before Tax & Depreciation (PBDT) 498.09 631.67 Less: Depreciation 82.50 78.69 Net Profit/(Loss) after Depreciation before Tax (PBT) 415.59 552.98 Less: Prior Period Expenses - 7.50 Profit before tax 415.59 545.48 Less: Provision for Income Tax-Current 139.19 198.97 Provision for Income Tax- Deferred 1.48 (3.89) Provision for Fringe Benefit Tax 1.34 1.20 Provision for Wealth Tax 0.85 - Profit after tax 272.73 349.20 Add: Balance in P & L Appropriation b/f from last year 648.04 339.78 Profit available for Appropriation 920.77 688.98 Less: (Transfer to General Reserve) - - Proposed Dividend - 35.00

Provision for Corporate Dividend Tax - 5.95 Balance Carried Forward to next year 920.77 648.04

2. OPERATIONS

The Company has its manufacturing plant in Rewari, Haryana having an installed capacity of 1500 MTPA of fabrication and machining of Barrel Washers, Conveying Equipments, Thickeners and Rotary Breakers, Vibrating Feeders, Mobile Screens etc. The Company has achieved a net turnover of Rs.1875.62 lacs during the year under report. The Company has provided depreciation on fixed assets amounting to Rs. 82.50 lacs during the year under report.

3. DIVIDEND

Your Directors do not recommend any dividend for the Financial Year under review.

4. PUBLIC DEPOSITS

The Company has not invited / accepted any public deposits under section 58A & 58AA of the Companies Act, 1956 during the year under review.

Contd. 2/-

:2:

5. DIRECTORS

During the year under review, Sh. Niten Malhan continued as Nominee Director on Board of Directors of the Company on behalf of Pineridge Investment Limited. There is no change in the Board of Directors.

6. AUDITORS REPORT

The Auditor’s Report for the year ending on 31st March, 2009 is self explanatory and hence do not require any explanation except to the transactions entered by the Company under Section 297 of the Companies Act, 1956. It is thus clarified that with regard to the last year’s audit, an objection was raised regarding the compliance of Section 297 of the Companies Act, 1956.

Hence, as a matter of good Corporate Governance and being a law compliant Company, the Company has obtained the approval of Central Government under Section 297 of the Companies Act, 1956 and also filed Compounding Application for the past transactions. However, as per the legal opinion obtained by the Company, the above transactions are exempt under sub clause (a) of sub Section (2) of Section 297 of the Companies Act, 1956.

Further, the Company is paying all its Statutory Taxes etc. in time except those which are contested by the Company. On the basis of the Opinion given by the Legal Counsel of the Company, the Management is of the view that dispute pertaining to such tax liabilities shall be decided in favour of the Company.

7. RE- APPOINTMENT OF AUDITORS

M/s B S R & Company, Chartered Accountants, retire at the conclusion of the ensuing Annual General Meeting and being eligible have offered themselves for re-appointment. The Company has received a certificate from them pursuant to section 224(1B) confirming their eligibility for re-appointment. Yours Directors recommend their re- appointment.

8. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUTGO

Details of energy conservation along with the information in accordance with section 217(1)(e )of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed herewith as Annexure -I forming part of this report.

During the year under report, the details of foreign exchange earnings and foreign exchange outgo on various heads are as under:

Foreign Exchange Earnings: Nil (Previous year Nil) Foreign Exchange Outgo:

Amount in (Rs.)

Particulars Current Year 31-03-2009

Previous Year 31-03-2008

Foreign Exchange Outgo on account of Travelling Expenses 58,414/- NIL

Foreign Exchange Outgo on account of Technical consultancy NIL 7,61,220/-

Cont.3/-

: 3:

9. PARTICULARS OF EMPLOYEES U/S 217(2A) OF COMPANIES ACT, 1956

None of the employees of the Company has drawn salary in excess of the limits prescribed in the said section read with the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 and hence no such list is being provided.

10. DIRECTOR RESPONSIBILITY STATEMENT

As per the provisions of Section 217(2AA) of the Companies Act, 1956 your directors make the Statement:

a) that in the preparation of Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to the material departures.

b) that the Directors have selected such Accounting Policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of state of affairs of the Company at the end of the financial year 2008-09 and of the profit or loss of the Company for that period.

c) that the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the Assets of the Company and for preventing and detecting fraud or other irregularities.

d) that the Directors have prepared the Annual Accounts on a Going Concern basis.

11. ACKNOWLEDGEMENT

Your directors would like to place their grateful appreciation for the assistance and co-operation received from the Company’s bankers during the year under review. The directors also acknowledge with appreciation the support and co-operation rendered by various Govt. Agencies and Departments. Your Directors would also wish to place on record their deep sense of appreciation for the continued support of all the investors of the Company. Your Directors also acknowledge the hard work, dedication and unstinting efforts of the employees. The directors also wish to thank Pineridge Investments Ltd (an affiliate of Warburg Pincus Group) and Sh. Niten Malhan, their representative director for having supported the business plans of the Company to the fullest extent. .

By order of the Board of Directors For ARYAN CLEAN COAL TECHNOLOGIES PRIVATE LIMITED

-Sd- Place : New Delhi (Ganesh Chandra Mrig) Dated: 27th August, 2009 Chairman


ANNEXURE –I

Form for Disclosure of Particulars with respect to Conservation of Energy [Sec. 217(1)(e) of the Companies Act, 1956]

A. Power & Fuel Consumption S. No. Particulars Current Year

2008-09 Previous Year

2007-08 1 Electricity

a) Purchased/Consumed Units 246246 254215 Total Amount (Rs.) 1098256 1197153 Rate/ Unit (Rs. Per Unit) 4.46 4.71

b) Own Generation

i) Through Diesel Generator Units 240064 285520 Unit per Litre of Diesel Oil 8.88 6.28 Cost/Unit (Rs.) 3.98 4.80 ii) Through Steam Turbine/Generator Units N.A N.A Units per litre of Fuel Oil/Gas

2 Coal (specify quality and where used)

Quantity (tones) (MT) N.A N.A Total Cost (Rs.) N.A N.A Average Rate (Rs.) N.A N.A

3 Furnace Oil Total Amount (Average Rate) N.A N.A

4 Others/Internal Generation Quantity N.A N.A Total Cost N.A N.A Rate/Unit N.A N.A

B Consumption per unit of production(Machinery Equipments) Standard

(if any) Current Year

(MT) Previous Year

(MT) Products (with details) Unit Electricity --- 437.85 402.85 Coal (Specify Quality) --- N.A N.A Furnace Oil --- N.A N.A Others (Specify) --- N.A N.A

For and on behalf of Board of directors Aryan Clean Coal Technologies Private Limited

-Sd- Place: New Delhi (Ganesh Chandra Mrig) Dated: 27th September, 2009 Chairman

Auditors’ Report

To the members of Aryan Clean Coal Technologies Private Limited

We have audited the attached Balance Sheet of Aryan Clean Coal Technologies Private Limited(“the Company”) as at 31 March 2009, the Profit and Loss Account and the Cash Flow Statement of the Company for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

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 statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

As required by the Companies (Auditor's Report) Order, 2003 (“the Order”) issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose in the Annexure, a statement on the matters specified in paragraphs 4 and 5 of the said Order.


a) we have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purposes of our audit;

b) in our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books;

c) the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this report are in agreement with the books of account;

d) in our opinion, the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956;

e) on the basis of written representations received from the directors, as on 31 March 2009, and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31 March 2009 from being appointed as a director in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956; and

f) attention is invited to note III 10 of schedule 18 with regard to certain transactions entered into by the Company in the current year upto 22 March 2009 as well as previous years, covered under section 297 of the Companies Act, 1956, and in respect of which prior approval of the Central Government, as envisaged under that section, has not been obtained. However, the Company has obtained prior approval of Central Government for transactions entered/ to be entered for the period 23 March 2009 to 31 March 2011 and has also filed the necessary applications for compounding of transactions relating to the current year upto 22 March 2009 as well as relating to earlier years.


g) Subject to our comments in paragraph (f) above, the impact of which is not ascertainable,in our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31 March 2009;

(ii) in the case of the Profit and Loss Account, of the profit of the Company for the year ended on that date; and

(iii) in the case of the Cash Flow Statement, of the cash flows of the Company for the year ended on that date.


Sd- Akhil Bansal


Annexure to the Auditors’ report (Referred to in our report of even date)

(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.

(b) According to the information and explanations given to us the Company has a programme of physical verification of its fixed assets by which all fixed assets are verified over a period of two years. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets. According to this programme, the Company has verified a part of its fixed assets during the year. No material discrepancies were noticed on such verification.

(c) Fixed assets disposed off during the year were not substantial and, therefore do not affect the going concern assumption.

(ii) (a) The inventory, except goods-in-transit and stocks lying with third parties, has been physically verified by the management during the year. In our opinion, the frequency of such verification is reasonable. For stocks lying with third parties at the year-end, written confirmations have been obtained.

(b) The procedures for the physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

(iii) (a) The Company has not granted any loan, secured or unsecured, to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

(b) The Company has taken loan from its holding company covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount outstanding during the year was Rs. 20,000,000 and the year-end balance of such loans was Rs. 20,000,000.

(c) In our opinion, the rate of interest and other terms and conditions on which loan have been taken from its holding company listed in the register maintained under section 301 of the Companies Act, 1956 is prima facie, not prejudicial to the interest of the Company.

(d) In the case of loan taken from its holding company, the company has been regular in the payment of interest and has not paid any principal amounts as stipulated since it is payable on demand.

(e) There is no overdue amount of more than Rs. one lakh in respect of loans taken from other parties listed in the register maintained under section 301.

(iv) In our opinion and according to the information and explanations given to us, and having regard to the explanation that goods sold are for the specialised requirements of the buyers and suitable alternative sources are not available to obtain comparable quotations, there is an adequate internal control system commensurate with the size of the Company and the nature of its business with regard to sale of goods, purchase of inventories and fixed assets. The activities of the Company do not involve sale of services. In our opinion and according to the information and explanations given to us, there is no continuing failure to correct major weaknesses in internal control system.

(v) (a) According to the information and explanations given to us, the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under that section.

(b) In our opinion, and according to the information and explanations given to us, the transactions made in pursuance of contracts and arrangements referred to in (a) above and exceeding the value of Rs 5 lakh with any party during the year have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time except for sale of certain goods which are for the specialised requirements of the buyers and for which suitable alternative sources are not available to obtain comparable quotations. However, on the basis of information and explanations provided, the same appear reasonable.Further, as explained in more detail in paragraph f) above of our audit report, no prior approval of the Central Government was obtained by the Company in respect of the transactions entered with other private companies and partnership firms during the period within which common directorship/common partners prevailed.


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

(viii) The Central Government has not prescribed the maintenance of cost records under section 209(1)(d) of the Companies Act, 1956 for any of the products manufactured/services rendered by the Company.

(ix) (a) According to the information and explanations given to us and on the basis of our examination of the records of the company, amounts deducted/accrued in the books of account in respect of undisputed statutory dues including Provident Fund, Employees’ State Insurance, Income tax, Sales tax, Wealth tax, Excise duty, Cess and other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities. As explained to us, the Company did not have any dues on account of Service tax, Custom duty and Investor Education and Protection Fund.

There were no dues on account of Cess under Section 441A of the Companies Act, 1956

since the date from which the aforesaid section comes into force has not yet been notified by the Central Government.

According to the information and explanations given to us, no undisputed amounts payable

in respect of Provident Fund, Employees’ State Insurance, Income tax, Sales tax, Wealth tax, Excise duty, Cess and other material statutory dues were in arrears as at 31 March 2009 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no dues of Income tax, Sales tax, Wealth tax, Excise duty and Cess which have not been deposited with the appropriate authorities on account of any dispute. Further, as explained to us, the provisions of Service tax, Customs duty and Investor Education and Protection Fund are not applicable to the Company.

(x) The Company does not have any accumulated losses at the end of the financial year and has not incurred cash losses in the financial year and in the immediately preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to its bankers. The Company did not have any outstanding dues to any financial institution or debenture holders during the year.

(xii) The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) In our opinion and according to the information and explanations given to us, the Company is not a chit fund or a nidhi/ mutual benefit fund/ society.

(xiv) According to the information and explanations given to us, the Company is not dealing or trading in shares, securities, debentures and other investments.

(xv) According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

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

(xvii) According to the information and explanations given to us and on an overall examination of the balance sheet of the Company, we are of the opinion that the funds raised on short-term basis have not been used for long-term investment.

(xviii) The Company has not made any preferential allotment of shares to companies/firms/parties covered in the register maintained under section 301 of the Companies Act, 1956.



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


Sd- Akhil Bansal


Schedules As at 31 March 2009

As at 31 March 2008

SOURCES OF FUNDS

Shareholders’ fundsShare capital 1 35,000,000 35,000,000Reserves and surplus 2 93,142,035 65,868,999

128,142,035 100,868,999Loan fundsSecured loans 3 50,191,901 46,318,170Unsecured loans 4 20,000,000 -

70,191,901 46,318,170

Deferred tax liability 5 2,259,466 2,111,184

200,593,402 149,298,353

APPLICATION OF FUNDS

Fixed assets 6Gross block 92,519,262 81,479,347Less: accumulated depreciation 26,775,761 18,610,511Net block 65,743,501 62,868,836Capital work-in-progress (including capital advances) 415,780 -

66,159,281 62,868,836

Current assets, loans and advancesInventories 7 133,788,617 92,723,135Sundry debtors 8 20,090,797 33,198,808Cash and bank balances 9 247,736 682,728Loans and advances 10 7,850,077 9,700,999

161,977,226 136,305,670

Less: Current liabilities and provisions 11Current liabilities 26,644,068 40,591,044Provisions 899,037 9,285,109

27,543,105 49,876,153

Net current assets 134,434,121 86,429,517

Miscellaneous expenditure 12 - -

200,593,402 149,298,353


As per our report attached

For B S R & Company For and behalf of Board of directors Chartered Accountants Aryan Clean Coal Technologies Private Limited

Sd- Sd- Sd-Akhil Bansal Ex-Captain R.S Sindhu G.C MrigPartner Chairman Managing DirectorMembership no.: 090906

Place: Gurgaon Place: Boston (MA USA) Place: GurgaonDate: 27 August 2009 Date: 27 August 2009 Date: 27 August 2009

Aryan Clean Coal Technologies Private LimitedBalance Sheet as at 31 March 2009(All amounts are in Rupees)

Schedules For the year ended 31 March 2009

For the year ended 31 March 2008

Income

Gross sales 212,643,766 209,452,750Less: Excise duty on sales 25,081,425 31,368,585Net sales 187,562,341 178,084,165Other income 947,239 337,114

188,509,580 178,421,279

Expenditure

Material consumed 13 104,573,041 88,819,114Manufacturing expenses 14 11,634,311 10,097,502Employees' remuneration and other benefits 15 10,678,361 8,164,772Administrative and selling expenses 16 4,855,790 5,125,693Interest and finance charges 17 6,958,826 3,047,474Depreciation 8,249,920 7,868,704

146,950,249 123,123,259

Profit before tax for the current year 41,559,332 55,298,020

Prior period expenses - 750,000

Profit before tax 41,559,332 54,548,020

Provision for taxation -Current tax 13,919,374 19,896,792 -Deferred tax (asset)/ liability 148,282 (388,795) -Fringe benefits tax 133,672 120,000 -Wealth tax 84,968 -

Profit for the year after taxes 27,273,036 34,920,023Balance brought forward 64,803,639 33,978,441

92,076,675 68,898,464Appropriations - Proposed dividend - (3,500,000) - Provision for corporate dividend tax - (594,825)

Balance carried forward to balance sheet 92,076,675 64,803,639

Earning per share (refer note III 12 of schedule 18)Basic and diluted earnings per share (equity share of face value of Rs. 10 each) 7.79 9.98


As per our report attached to the balance sheet


Sd- Sd- Sd-Akhil Bansal Ex- Captain R.S Sindhu G.C MrigPartner Chairman Managing DirectorMembership no.: 090906


Aryan Clean Coal Technologies Private LimitedProfit and Loss Account for the year ended 31 March 2009(All amounts are in Rupees)

Cash flow statement For the year ended 31 March 2009


A. Cash flow from operating activitiesNet Profit before tax 41,559,332 54,548,020Adjustments for :

- Depreciation 8,249,920 7,868,704- Interest and finance charges 6,958,826 3,047,474- Preliminary expenses written off - 254,428- Profit on sale of fixed assets (269,285) -

Operating profit before working capital changes 56,498,793 65,718,626Adjustments for :

- (Increase)/ decrease in inventories (41,065,482) (52,440,338)- (Increase)/ decrease in sundry debtors 13,108,012 (21,100,972)- (Increase)/ decrease in loans and advances 3,398,711 (5,620,764)- Increase/ (decrease) in current liabilities and provisions (13,787,122) 16,597,361

Cash generated from operations 18,152,912 3,153,913- Fringe benefit tax paid (125,000) (81,150)- Income tax paid (20,023,853) (15,944,067)

Net Cash from operating activities (1,995,941) (12,871,304)

B. Cash flow from investing activities- Purchase of fixed assets (including Capital work in progress) (11,655,695) (10,369,129)- Proceeds from sale/ disposal of fixed assets 384,615 -

Net cash used in investing activities (11,271,080) (10,369,129)

C. Cash flow from financing activities- Repayment of long term borrowings 3,873,731 (13,904,848)- Proceeds from short term borrowings 20,000,000 44,592,029- Interest and finance charges paid (6,946,877) (3,047,474)- Dividend paid (3,500,000) (3,500,000)- Corporate dividend tax paid (594,825) (594,825)

Net cash from/ (used in) financing activities 12,832,029 23,544,882

Net Cash Flows [increase/(decrease)] during the year (A+B+C) (434,992) 304,449

Cash and cash equivalents as at the beginning Cash in hand 80,625 54,334 Cheques in hand - 56,132 Balance with scheduled banks - on current account 602,103 267,813

- on deposit account - -682,728 378,279

Cash and cash equivalents as at the end Cash in hand 139,439 80,625 Balance with scheduled banks - on current account 108,297 602,103

247,736 682,728

Net increase/(decrease) in cash and cash equivalents (434,992) 304,449

Note:


Sd- Sd- Sd-Akhil Bansal Ex- Captain R.S.Sindhu G.C MrigPartner Chairman Managing DirectorMembership no.: 090906


Aryan Clean Coal Technologies Private LimitedCash Flow Statement for the period ended 31 March 2009(All amounts are in Rupees)

The cash flow statement has been prepared in accordance with 'Indirect method' as set out in the Accounting Standard (AS)-3 on 'Cash Flow Statements', as specified in the Companies (Accounting Standard) Rules, 2006, the provisions of the Companies Act, 1956.

Aryan Clean Coal Technologies Private LimitedSchedules forming part of the accounts(All amounts are in Rupees)

As at 31 March 2009

As at 31 March 2008

Schedule 1: Share capital

Authorised

5,000,000 (previous year 5,000,000) equity shares of Rs.10 each 50,000,000 50,000,000

50,000,000 50,000,000

Issued, subscribed and fully paid up

3,500,000 (previous year 3,500,000) equity shares of Rs.10 each fully paid up 35,000,000 35,000,000

35,000,000 35,000,000Of the above 3,499,800 (previous year 3,499,800) equity shares of Rs. 10 each are held byAryan Coal Benefications Private Limited, which is the holding company.

Schedule 2: Reserves and Surplus

General reserve:Opening balance 1,065,360 460,653Add: gratuity transitional liability - 604,707

1,065,360 1,065,360

Profit and loss account:Opening balance 64,803,639 33,978,441Add: transfer from profit and loss account 27,273,036 30,825,198

92,076,675 64,803,639

93,142,035 65,868,999

Schedule 3: Secured Loans

Loans and advances from banks : -Vehicle/equipment loans* 32,663 1,726,141 -Working capital demand loan** 50,159,238 44,592,029

50,191,901 46,318,170*Secured by first and exclusive charge on specific vehicles/equipment.**Secured by exclusive charge on current assets of the Company. Further, unconditional and irrevocable corporate guarantee of Aryan Coal Benefications Private Limited (the holding company) has been provided for such loan.

Schedule 4: Unsecured Loans

Short term loans and advances from others -Intercorporate deposit from holding company 20,000,000 -

20,000,000 -

Schedule 5: Deferred tax liability (refer note III 13 of schedule 18)

Opening balance 2,111,184 2,499,979Deferred tax (release)/ charge 148,282 (388,795)Closing balance 2,259,466 2,111,184

Schedule 7: Inventories (At lower of cost and net realisable value)

Stores, components and spare parts 38,611,079 19,045,773Raw material 62,725,926 45,755,058Work in progress* 28,827,897 15,056,799Finished goods 3,623,715 12,865,505

133,788,617 92,723,135*includes stock lying with third parties Rs. 143,501 (previous year Rs. 372,862)

Schedule 8: Sundry debtors (Unsecured, considered good unless otherwise stated)

Debts outstanding for a period exceeding six months 7,002 1,974,925Other debts* # 20,083,795 31,223,883

20,090,797 33,198,808*includes debts due from other companies under the same management within the meaning of sub-section (1-B) of section 370 and companies in which directors of the Comapany are directors.; these are a) Aryan Ispat and Power Private Limited Rs. 14,393,716 (previous year Rs. 7,774,161 )b) Aryan Energy Private Limited Rs. nil (previous year Rs.7,701,629)c) Kartikay Coal Washeries Private Limited Rs. 912,746 (previous year Rs. 1,974,924)d) Global Coal and Mining Private Limited Rs.1,249,382 (previous year Rs. Nil)

# includes Rs. 3,510,445 (previous year Rs. 15,642,587) due to Aryan Coal Benefications Private Limited a company in which directors of the Comapany are directors.

Schedule 9: Cash and bank balances

Cash in hand 139,439 80,625Balances with scheduled banks: - on current accounts 108,297 602,103

247,736 682,728

Schedule 10: Loans and advances(Unsecured, considered good, unless otherwise stated)

Advances recoverable in cash or in kind or for value to be received 5,195,728 9,158,348 Advance income tax [net of provision for tax Rs. 52,517,853 (previous year Rs. Nil)] 1,547,789 Advance fringe benefit tax [net of provision for fringe benefit tax Rs. 298,308 (previous yearRs. Nil)]

- -

Balance with excise and sales tax authorities 733,180 61,271Security deposits 373,380 481,380

7,850,077 9,700,999

Schedule 11: Current liabilities and provisions

Current liabilities

Sundry creditors for goods services and expenses - Dues to micro and small enterprises (refer note III 9 of schedule 18) - 172,178 - Others* 18,458,451 16,272,007Advances from customers 6,821,840 20,716,183Book overdraft 82,255 -Interest accrued but not due - 11,949Other liabilities** 1,281,522 3,418,727

26,644,068 40,591,044*includes salary, wages and bonus payable amounting to Rs. 200,000 (previous year Rs. 611,529)**includes Employee State Insurance of Rs. 11,859 (previous year Rs. 12,037),Provident Fund amounting to Rs. 120,065 (previous year Rs. 82,592) andLabour Welfare Fund payable amounting to Rs. 5,580 (previous year Rs. 7,710).

Provisions

Proposed dividend - 3,500,000Provision for corporate dividend tax - 594,825Provision for gratuity [refer note III 1b) of schedule 18] 753,277 581,474Provision for income tax (net of advance tax for previous year Rs. 34,058,091) - 4,556,690Provision for fringe benefit tax [net of advance fringe benefit tax Rs. 371,188 (previous year Rs. 246,188)]

60,792 52,120

Provision for wealth tax 84,968 -899,037 9,285,109

Schedule 12: Miscellaneous expenditure(to the extent not written off or adjusted)

Preliminary expenses at the beginning of the year - 12,328Less: written off during the year - (12,328)Preliminary expenses at the end of the year - -

Deferred revenue expenditure at the beginning of the year - 242,100Less: written off during the year - (242,100)Preliminary expenses at the end of the year - -

- -


For the year ended 31 March

2009

For the year ended 31

March 2008

Schedule 13: Material consumed

Stores, components and spare parts consumedOpening stock 19,045,773 14,594,676Add: Purchases 73,448,239 57,905,964

92,494,012 72,500,640Less: Closing stock (38,611,079) 53,882,933 (19,045,773) 53,454,867

Raw materials consumedOpening stock 45,755,058 21,663,139Add: Purchases 74,683,588 80,497,511

120,438,646 102,160,650Less: Closing stock (62,725,926) 57,712,720 (45,755,058) 56,405,592

(Increase)/decrease in stocks

Opening stock-Work-in-progress 15,056,799 4,024,982-Finished goods 12,865,505 -

27,922,304 4,024,982Less: closing stock-Work-in-progress 28,827,897 15,056,799p g , , , ,-Finished goods 3,623,715 12,865,505

32,451,612 (4,529,308) 27,922,304 (23,897,322)Increase/ (decrease) in excise duty on finished goods (2,493,304) 2,855,977

(7,022,612) (21,041,345)

104,573,041 88,819,114

Schedule 14: Manufacturing expenses

Job work charges 5,551,067 4,860,873Power and fuel 3,147,269 3,099,990Repair and maintainance -Building 2,118,440 1,608,522 -Plant and machinery 817,535 528,117

11,634,311 10,097,502


For the year ended 31 March

2009

For the year ended 31

March 2008

Schedule 15: Employees' remuneration and other benefits

Salaries, wages and bonus 8,593,520 6,579,292 Contribution to provident fund and other funds 792,927 532,510Staff welfare expenses 1,291,914 1,052,970

10,678,361 8,164,772

Schedule 16: Administrative and selling expenses

Insurance 136,073 112,380Rates and taxes 243,517 446,354Rent 120,000 480,000Legal and professional 805,562 1,668,512Security and house keeping 473,574 370,729Freight outward 1,091,422 284,322Printing and stationery 295,318 222,823Communication 215,944 201,467Business promotion 38,180 146,078Travelling and conveyance 1,027,769 753,814Electricity and water 47,388 149,959Preliminary expenses written off - 254,428Donation 1,100 -Miscellaneous 359,943 34,827

4,855,790 5,125,693

Schedule 17: Interest and finance charges

Interest on working capital demand loan 5,655,377 1,577,273Interest on vehicle/equipment loans 60,357 256,628Interest on intercorporate deposit 774,795 1,024,877Bank charges 468,297 188,696

6,958,826 3,047,474

Aryan Clean Coal Technologies Private Limited Schedules forming part of accounts (All amounts are in Rupees)

Schedule 18

Significant accounting policies and notes to the accounts

I. Background

Aryan Clean Coal Technologies Private Limited (‘the Company’) was incorporated on 11 August 2003 to manufacture coal washing equipment. The Company is subsidiary of Aryan Coal Benefications Private Limited.


1 Accounting Convention

The Company maintains its accounts on accrual basis. The financial statements are prepared and presented under the historical cost convention in accordance with the Generally Accepted Accounting Principles (‘GAAP’) in India and mandatory accounting standards as specified in the Companies (Accounting Standard) Rules, 2006, the provisions of the Companies Act, 1956, to the extent applicable, and as adopted consistently by the Company.

2 Use of estimates

The preparation of financial statements in conformity with Generally Accepted Accounting Principles (GAAP) in India requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities on the date of the financial statements. Actual results could differ from those estimates. Differences between the actual results and estimates are recognised in the year in which the results are known or materialised. Any revision to accounting estimates is recognised prospectively in current and future periods.

3 Fixed assets and depreciation

Fixed assets are stated at cost less accumulated depreciation and impairment losses, if any. The cost of fixed assets includes inward freight, duties, taxes and incidental expenses related to acquisition and installation incurred upto the date of commissioning of the assets. Assets held for disposal are stated at their estimated residual values as at the balance sheet date.

Depreciation is provided on written down value at rates based upon management estimates of useful lives of the assets. Such rates are equal to rates prescribed in Schedule XIV of the Companies Act, 1956 and are stated below:

Category of assets Rates (%)Building* 10.00 Plant and machinery 13.91 Computers 40.00 Office equipment 13.91 Vehicles* 25.89 Furniture and fixtures 18.10

*except in case of guest house building and motor lorries which are depreciated at 5.00% and 30.00% respectively.

Assets individually costing less than Rs. 5,000 are fully depreciated in the year of purchase.


Schedule 18


4 Impairment of assets

The carrying amounts of assets are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any such indication exists, the asset’s recoverable amount is estimated. An impairment loss is recognised whenever the carrying amount of an asset or its cash generating unit exceeds its recoverable amount. Impairment losses are recognised in the Profit and Loss Account. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined net of depreciation or amortisation, if no impairment loss has been recognised.

5 Inventories

a) Raw material including stores & spare parts and components are valued at cost or net realizable value whichever is lower and computed on first in first out basis (FIFO).

b) Work in progress is valued at cost (raw material cost and cost of conversion) computed on first in first out basis (FIFO) or net realizable value whichever is lower. The cost of conversion includes direct costs and systematic allocation of labour and other production overheads.

c) Finished goods are valued at cost or net realizable value (NRV) whichever is lower. Cost includes cost of conversion and other costs incurred in bringing the inventory to their present location and condition including excise duty.

6 Revenue recognition

Revenue from sale of goods is recognized when goods are dispatched to the customers, which coincides with the transfer of significant risks and rewards. The sales represent the invoiced value of goods (net of sales tax).

7 Foreign currency transactions

Foreign currency transactions are recorded at the rate of exchange prevailing on the date of the respective transactions. Monetary foreign currency assets and liabilities remaining unsettled at the balance sheet date are translated at the rates of exchange prevailing on that date. Gains/(losses) arising on account of realisation/settlement of foreign exchange transactions and on translation of foreign currency assets and liabilities after the date of commercial operations are recognised in the Profit and Loss Account.

8 Operating leases

Leases where the lessor effectively retains substantially all the risks and benefits of ownership of the leased asset are classified as operating leases. Operating lease charges are recognized as an expense in the Profit and Loss Account on a straight line basis.


Schedule 18


9 Employee benefits

All employee benefits payable wholly within twelve months of rendering the service are classified as short-term employee benefits. Benefits such as salaries, wages, short term compensated absences and bonus, etc., are recognized in the profit and loss account in the period in which the employee renders the related service.

The employee’s provident fund scheme is a defined contribution plan. The Company’s contribution paid/payable under the scheme is recognized as an expense in the profit and loss account during the period in which the employee renders the related service.

The Company’s gratuity scheme is a defined benefit plan. The present value of the obligation under such defined benefit plan is determined based on actuarial valuation using the Projected Unit Credit Method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation is measured at the present value of the estimated future cash flows. The discount rate used for determining the present value of the obligation under defined benefit plans, is based on the market yields on Government securities as at the balance sheet date. Actuarial gains and losses are recognized immediately in the profit and loss account.

10 Taxes

Income-tax expenses comprise current tax (i.e. the amount of tax for the period determined in accordance with the Income Tax Act, 1961) and deferred tax charge or credit (reflecting the tax effects of the timing differences between the accounting income and taxable income for the period). The deferred tax charge or credit and the corresponding deferred tax liabilities or assets are recognized using the tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred tax assets are recognized only to the extent there is reasonable certainty that the assets can be realized in the future. However, where there is unabsorbed depreciation or carry forward loss under taxation laws, deferred tax assets are recognized only if there is virtual certainty of realization of such assets. Deferred tax assets are reviewed at each balance sheet date and written down or written up to reflect the amount that is reasonably/virtually certain (as the case may be) to be realized.

11 Provisions and contingencies

The Company recognises a provision when there is a present obligation as a result of a past event and it is more likely than not that there will be an outflow of resources embodying economic benefits to settle such obligation and the amount of such obligation can be reliably estimated. Provisions are not discounted to its present value, and are determined based on the management’s best estimate of the amount of obligation required at the year end. These are reviewed at each balance sheet date and adjusted to reflect current management estimates.

Contingent liabilities are disclosed in respect of possible obligations that have arisen from past events and the existence of which will be confirmed only by the occurrence or non occurrence of future events not wholly within the control of the Company. Contingent liabilities are also disclosed for present obligations in respect of which it is not probable that there will be an outflow of resources or a reliable estimate of the amount of obligation cannot be made.

When there is a possible obligation or a present obligation where the likelihood of an outflow of resources is remote, no disclosure or provision is made.


Schedule 18


12 Earnings per share

Basic earnings per share are calculated by dividing the net profit for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the year. The Company has not issued any potentially dilutive equity shares and, accordingly, the basic earnings per share and diluted earnings per share are the same.


1. a) General description of defined benefit plan:

Gratuity plan

The Company operates a gratuity plan which provides lump sum benefits linked to the qualifying salary and completed years of service with the Company at the time of separation. Every employee who has completed 5 years of continuous service is entitled to receive gratuity at the time of his retirement or separation from the organization whichever is earlier. However the condition of completion of 5 years of service is not applicable where separation is on account of disability or death of an employee. The gratuity benefit that is payable to any employee, is computed in accordance with the provisions of “The Payment of Gratuity Act, 1972”.

b) The Gratuity Fund

The following table sets forth the status of the Gratuity Plan of the Company and the amounts recognised in the Balance Sheet and Profit and Loss Account.

Particulars Year ended 31 March

2009

Year ended 31 March

2008 Changes in the present value of defined benefit obligation Projected benefit obligation at the beginning of year 581,474 212,678 Current service cost 177,720 131,716 Interest cost 55,947 27,477 Actuarial loss/(gain) (61,864) 209,603 Benefits paid - - Projected benefit obligation at the end of the year 753,277 581,474

Changes in the fair value of plan assets Fair Value of Plan Assets at the beginning of the year - - Expected return on plan assets - - Contributions Benefits paid

--

--

Actuarial (loss)/gain - - Fair Value of Plan Assets at the end of the year - -

Amount recognised in the balance sheetProjected benefit obligation at the end of the year 753,277 581,474 Fair value of plan assets at the end of the year - -


Schedule 18


Funded status of the plans – asset/(liability) - - Asset recognised in the balance sheet - -

Expense recognised in the Profit and Loss Account Current service cost 177,720 131,716 Interest cost on benefit obligation 55,947 27,477 Expected return on plan assets - - Net actuarial (gain)/loss recognised in the year (61,864) 209,603 Net gratuity cost 171,803 368,796


(i) Economic assumptions: The principal assumptions are the discount rate and salary escalation rate. The discount rate is generally based upon the market yields available on Government bonds at the accounting date with a term that matches that of the liabilities and the salary growth rate takes account of inflation, seniority, promotion and other relevant factors on long term basis. The assumptions used are summarized in the following table:

Assumptions as at 31 March 2009


Discount rate 7.7% 8.0% Salary growth rate 10% 10%

(ii) Demographic assumptions:



Retirement age 60 years 60 years Mortality table LIC (1994-96) duly modified LIC (1994-96) duly modified Employee turnover Upto 30 years- 5% Upto 30 years- 5% Upto 40 years-3% Upto 40 years-3% Upto 50 years -2% Upto 50 years -2% Above 50 years-1% Above 50 years-1%

2. The estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs. 1,403,220 (previous year Rs. Nil).

3. Expenditure in foreign currency

Year ended 31 March 2009


Travelling 58,414 - Technical consultancy - 761,220

58,414 761,220


Schedule 18


4. Capacity and production (As certified by the management and relied upon by the auditors, being a technical matter)

Class of goods Units Installed capacity Actual production Current

year Previous year Current

year Previous

year Fabrication and machining of coal washing equipments (Barrel washer, conveyers, parts and others)

Metric Tones (MT)

1,500 1,500 1,110.67 1,380

Notes: - The Company manufactures different kinds of coal washing equipments. The figures represent a mix

of such product range. - The provisions of the Industries Development Regulation Act, 1951, relating to licensed capacity are

not applicable to the Company.

5. Raw materials, stores and spares consumption

Class of goods Units Current year Previous year Quantity Value Quantity Value

Raw material Iron and steel MT 1,013.51 45,913,289 1,113.94 42,038,887 Pipes and fittings Meters 12,857.76 11,799,431 11,822.67 11,569,150 Others * - - * 2,797,555 57,712,720 56,405,592 Stores, components and spare parts

Others * * 53,882,933 * 53,454,867 53,882,933 53,454,867

*It is not practicable to furnish quantitative information in view of the considerable number of items diverse in size and nature. These items in value individually account for less than 10% of the total value of raw materials consumed.

Note: No imported raw materials, stores, components and spares have been consumed during the year.


Schedule 18


6. Details of finished goods manufactured by the Company

Class of goods Units Current year Previous year Quantity Value Quantity Value

Opening Stock Barrel washer and parts

MT 45.05 5,350,472 - -

Conveyer and parts

MT - - - -

Others MT 46.75 7,515,033 - -Total 91.80 12,865,505 - - Closing StockBarrel washer and parts

MT - - 45.05 5,350,472

Conveyer and parts

MT - - - -

Others MT 15.13 3,623,715 46.75 7,515,033 Total 15.13 3,623,715 91.80 12,865,505 SalesBarrel washer and parts

MT 190.07 24,670,011 321.75 50,211,887

Conveyer and parts

MT 746.35 125,403,351 872.75 112,519,786

Others MT 250.92 37,488,979 93.7 15,352,492 Total 1,187.34 187,562,341 1,288.20 178,084,165

*It is not practicable to furnish quantitative information in view of the considerable number of items diverse in size and nature. These items in value individually account for less than 10% of the total value of turnover.

7. Legal and professional expenses include auditors’ remuneration (excluding service tax and out of pocket expenses):



Statutory audit fee 300,000 200,000

300,000 200,000


Schedule 18


8. Managerial remuneration



Salaries and allowances - 100,000

- 100,000

As the future liability for gratuity is provided on actuarial valuation for the Company as a whole, the amount pertaining to the directors is not ascertainable and therefore not included above.

9. There are no dues outstanding to Micro and Small Enterprises as at 31 March 2009. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.

10. The Company has in the current year upto 22 March 2009 as well as previous years entered into certain transactions as described below with private companies and firms, in which director(s) of the Company were director(s)/partner(s). Inadvertently the Company has not obtained the prior approval of the Central Government as envisaged under section 297 of the Companies Act, 1956, in respect of the above transactions.

Particulars of transaction Amount (Rs.)

Purchases 2,448,968 Services received 76,499 Sales 665,748,247

Subsequently, the Company has filed the necessary compounding applications for the above mentioned period with the Central Government. Further, the Company has obtained prior Central Government approval for transactions from 23 March 2009 upto 31 March 2011.

11. Segment Reporting

In the opinion of the management, there is only one reportable segment i.e. manufacturing of coal washing equipments, as envisaged by Accounting Standard 17 “Segment Reporting” as specified in the Companies (Accounting Standard) Rules, 2006. Accordingly, no disclosure for segment reporting has been made in the financial statements.


Schedule 18


12. Earnings per share:

The computation of basic/diluted earnings per share is set out below:



Profit after tax attributable to equity shareholders (Rupees)

27,273,036 34,920,023

Weighted average number of equity shares outstanding during the year for calculation of earnings per share

3,500,000 3,500,000

Nominal value per share (Rupees) 10 10 Basic/diluted earnings per share (Rupees) 7.79 9.98

13. Deferred tax assets/liabilities

As at 31 March 2009 As at 31 March 2008 Deferred tax assets arising on account of Gratuity 256,039 197,643 Preliminary expenses 2,095 2,095

258,134 199,738 Deferred tax liability arising on account of Depreciation 2,517,600 2,310,922

2,517,600 2,310,922 Deferred tax liability (net) 2,259,466 2,111,184

14. Related party disclosures

a) Related party and nature of the relationship where control exists, irrespective of whether or not there have been transactions between the related parties:

Enterprise where control exists:

Aryan Coal Benefications Private Limited (holding company)

b) Related party and nature of the relationship with whom transactions have taken place during the year:

Enterprise where control exists:

Aryan Coal Benefications Private Limited (holding company)


Schedule 18


Fellow subsidiaries:

Aryan Ispat & Power Private Limited Kartikay Coal Washeries Private Limited Aryan Energy Private Limited Spectrum Coal and Power Limited (w.e.f 30 March 2009)

Key Management Personnel:

Mr. Ganesh Chandra Mrig, Managing Director Ex- Captain Rudra Sen Sindhu, Chairman Ex- Captain Kuldeep Singh Solanki, Director

Relatives of key management personnel:

Mr. Ashok Mrig Ms Sumati Sindhu Ms Surabhi Sindhu

Enterprises over which key management personnel exercise significant influence:

Sainik Finance & Industries Limited Global Coal & Mining Private Limited Spectrum Coal and Power Limited (upto 29 March 2009)

c) Related party disclosures:

Nature of transactions For the year ended 31 March 2009

(Rs.)


(Rs.)

Sale of finished goods To holding company 66,600,166 130,580,100

To fellow subsidiaries: - Aryan Ispat and Power private limited 61,078,473 13,437,447

- Other 18,777,044 12,313,820 To enterprises over which key management personnel exercise significant influence: - Spectrum Coal and Power Limited 39,005,226 6,097,662

- Others - 15,174,622 Total 185,460,909 177,603,651


Schedule 18



(Rs.)


(Rs.) Purchase From holding company 2,174,516 - To enterprises over which key management personnel exercise significant influence:

284,392 90,507

Total 2,458,908 90,507 Managerial remuneration G.C Mrig - 100,000 Total - 100,000

Salaries To relatives of key management personnel 880,000 1,280,000 Total 880,000 1,280,000

Legal and professional expenses

To relatives of key management personnel 175,000 700,000

Total 175,000 700,000

Inter corporate deposits received From holding company 20,000,000 - Total 20,000,000 -

Inter corporate deposits repaid To holding company - 12,400,000 Total - 12,400,000

Interest paid on Inter corporate deposit To holding company 774,795 1,024,877 Total 774,795 1,024,877

Reimbursement of administrative and selling expenses To holding company 706,244 1,527,187 To fellow subsidiaries 49,495 -Total 755,739 1,527,187


Schedule 18



(Rs.)


(Rs.) Advance received

To enterprises over which key management personnel exercise significant influence: Global Coal and Mining Private Limited 50,000,000 -Total 50,000,000 -

Advance repaid To enterprises over which key management personnel exercise significant influence: Global Coal and Mining Private Limited 50,000,000 -Total 50,000,000 -

Particulars of balances in respect of related party transactions

As at 31 March 2009

As at 31 March 2008

Loans and advances From fellow subsidiaries: - Aryan Energy Private Limited 1,375,147 -

- Spectrum Coal and Power Limited 1,446,693 4,711,746 From enterprises over which key management personnel exercise significant influence: -Global Coal & Mining Private Limited - 12,004,437

Total 2,821,840 16,716,183

Accounts receivableFrom holding company 3,510,445 15,642,587 From fellow subsidiaries:

- Aryan Ispat and Power Private Limited 14,393,716 7,774,161

- Aryan Energy Private Limited - 7,701,629

- Others 2,162,128 1,974,924

Total 20,066,289 33,093,301

Note: The holding company has also tendered a guarantee to Yes Bank Limited, New Delhi towards credit facilities extended by the bank to the Company.


Schedule 18


15. The company had taken office premises under cancellable operating lease arrangements. Lease rental expenses charged during the year to the profit and loss account amount to Rs. 120,000. (Previous year Rs. 480,000).

16. Previous year’s figures have been regrouped / re-arranged (including unaudited additional disclosures) where considered appropriate whenever necessary to conform to the current year’s groupings/ classification.

For and on behalf of Board of directors of Aryan Clean Coal Technologies Private Limited

Sd- Sd- Ex. Captain R.S Sindhu G.C Mrig Chairman Managing Director

Place: Boston (MA USA) Place: Gurgaon Date: 27 August 2009 Date: 27 August 2009

Aryan Clean Coal Technologies Private LimitedInformation pursuant to Part IV of Schedule VI of the Companies Act, 1956


I Registration detailsRegistration No. 122193 State code 55Balance Sheet Date 31 March 2009

II Capital raised during the year (Rupees in Thousands)Public issue Nil Rights issue Nil Bonus issue Nil Private placement Nil


Total liabilities 228,137 Total assets 228,137

Sources of fundsPaid up capital 35,000 Reserves and surplus 93,142Current liabilities and provisions 27,543 Loan funds 70,192Deferred tax liability 2,259

Application of fundsFixed assets 66,159 Current assets 161,977

IV Performance of company (Rupees in Thousands)Turnover 188,510 Total expenditure 146,950Profit before tax 41,559 Profit after tax 27,273Basic earning per share (in Rs.) 7.79 Dividend rate % Nil

V Generic names of three principle products/ services of the company (As per monetary terms)

Item code No. (ITC Code) Product descriptionNot applicable Not applicable

For and on behalf of the Board of Directors of Aryan Clean Coal Technologies Private Limited

Sd- Sd-Ex-Captain R.S Sindhu G.C MrigChairman Managing Director

Place : Boston (MA USA) Place : GurgaonDate: 27 August 2009 Date: 27 August 2009

Annexure-B Aryan Energy Private Limited


ARYAN ENERGY PRIVATE LIMITED Regd. Office- 43, Vasant Enclave, Rao Tula Ram Marg, New Delhi-110057

NOTICE

Notice is hereby given that the Eighth Annual General Meeting of the Company shall be held on Wednesday, 30th day of September, 2009 at 03:30 p.m. at the registered office of the Company at 43, Vasant Enclave, Rao Tula Ram Marg, New Delhi -110057 to transact the following business:

ORDINARY BUSINESS

1. To receive, consider and adopt the Audited Balance Sheet of the Company as at 31st March, 2009 and Profit & Loss Account for the period from 1st April, 2008 to 31st March, 2009 together with the Directors’ Report and Auditors’ Report thereon.



By order of the Board of Directors For ARYAN ENERGY PRIVATE LIMITED

Place : New Delhi Sd/- Date : 27th August, 2009 (Ganesh Chandra Mrig) Director

NOTES:


2 IN ORDER TO BE EFFECTIVE PROXY FORM DULY COMPLETED MUST BE RECEIVED BY THE COMPANY AT ITS REGISTERED OFFICE NOT LESS THAN 48 HOURS BEFORE SCHEDULED TIME FOR HOLDING OF THE MEETING. A BLANK PROXY FORM IS ENCLOSED HEREWITH.

ARYAN ENERGY PRIVATE LIMITED Regd. Office- 43, Vasant Enclave, Rao Tula Ram Marg, New Delhi-110057

DIRECTORS’ REPORTTo, The Members, Ladies and Gentlemen,

Your directors have pleasure in presenting their Eighth Annual Report together with the Audited Statement of Accounts for the year ended on 31st March, 2009:

1. FINANCIAL RESULTS (Rs. in Lacs) Particulars Year ended on

31-03-2009 Year ended on

31-03-2008 Gross Income from Operations 3826.11 4705.74 Net Profit before Interest , Tax & Depreciation(EBIDTA) 401.46 288.17 Less: Interest & Finance Charges 922.68 762.72 Net Profit/(Loss) before Tax & Depreciation (PBDT) (521.22) (474.55) Less : Depreciation 467.16 475.50 Net Profit/(Loss) after Depreciation before tax (PBT) (988.38) (950.05) Less : Provision for Income tax – Current Nil Nil Provision for Income tax – Deferred Nil (288.10) Provision for Fringe Benefit tax- Current 3.99 3.63 Provision for Wealth Tax 0.46 0.85 Net Profit/(Loss) after Tax (PAT) (992.83) (666.44) Add :Balance in Profit & Loss Appropriation Account brought

forward from last year 308.49 974.93

Balance carried forward to next year (684.34) 308.49

2. OPERATIONS

The Company has three coal washeries, situated at Talchar (Orissa), Indram (Andhra Pradesh) and Gauri (Maharashtra) having processing capacity of 2.5 MTPA, 1.2 MTPA and 1.00 MTPA respectively. During the year under review, the Company process 932202.15 MT coal on its own and also get 841833.59 MT coal processed from others.

3. DIVIDEND

Your Directors do not recommend any dividend for the financial year ended on 31st March, 2009.

4. PUBLIC DEPOSITS

The Company has not invited / accepted any public deposits under section 58A & 58AA of the Companies Act, 1956 during the financial year ended on 31st March, 2009.

5. DIRECTORS

During the year under review, Sh. Niten Malhan continued as Nominee Director on Board of Directors of the Company on behalf of Pineridge Investment Limited. Further, Sh. Rajan Singh Arora and Sh. Arjun Kumar, Directors of the Company have resigned from the directorship of the Company w.e.f. 17th day of August, 2009.

Contd. 2/-

:2:

6. AUDITORS REPORT




Further, there are certain funds amounting to Rs. 15,49,64,297, which were raised on short term basis, but have been used for the long term investment.

7. APPOINTMENT OF AUDITORS


8. CONSERVATION OF ENERGY, TECHNILOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUTGO

The provision of section 217(1) (e) of the Companies Act, 1956 is not applicable to our Company. Hence, Statement detailing the particulars required under the said section read with the Companies (Disclosures of particulars in the report of Board of Directors) Rules, 1988 are not being furnished. There was no foreign exchange earning and outgo in the Company during the financial year.


None of the employees of the Company has drawn salary in excess of the limits prescribed in the said section read with the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 and hence no such list is being provided.



a) that in the preparation of Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to the material departures.

b) that the Directors have selected such Accounting Policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of state of affairs of the Company at the end of the financial year 2008-09 and of the profit or loss of the Company for that period.

Contd. 3/-

:3:

c) that the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the Assets of the Company and for preventing and detecting fraud or other irregularities.


11. ACKNOWLEDGEMENT

Your directors would like to place their grateful appreciation for the assistance and co-operation received from the Company’s bankers during the year under review. The directors also acknowledge with appreciation the support and co-operation rendered by various Govt. Agencies and Departments. Your Directors would also wish to place on record their deep sense of appreciation for the continued support of all the investors of the Company. Your Directors also acknowledge the hard work, dedication and unstinting efforts of the employees. The directors also wish to thank Pineridge Investments Ltd (an affiliate of Warburg Pincus Group) and Sh. Niten Malhan, their representative director for having supported the business plans of the Company to the fullest extent. .

By order of the Board of Directors For ARYAN ENERGY PRIVATE LIMITED

Place : New Delhi Sd/- Date : 27th August, 2009 (Ganesh Chandra Mrig)

Chairman

Auditors’ Report

To the members of Aryan Energy Private Limited

We have audited the attached Balance Sheet of Aryan Energy Private Limited (“the Company”) as at 31 March 2009, the Profit and Loss Account and the Cash Flow Statement of the Company for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.





b) in our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books;



e) on the basis of written representations received from the directors, as on 31 March 2009, and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31 March 2009 from being appointed as a director in terms of clause

(g) of sub-section (1) of Section 274 of the Companies Act, 1956;

f) attention is invited to note III 4(a) of schedule 20 explaining that the management is in process of ascertaining provisions, if any, in respect of impairment of one of its beneficiation plants at Gauri. In the absence of an assessment from the management regarding future cash flows, we are unable to express an opinion on the provision, if any, required in respect of impairment of carrying value of fixed assets amounting to Rs. 64,939,462 and its consequential impact, if any, on the loss for the year, accumulated balance in the Profit and Loss Account and fixed assets as at 31 March 2009.

g) attention is invited to note III 3 of schedule 20 with regard to certain transactions entered into by the Company in the current year upto 22 March 2009 as well as previous years, covered under section 297 of the Companies Act, 1956, and in respect of which prior approval of the Central Government, as envisaged under that section, has not been obtained. However, the Company has obtained prior approval of Central Government for transactions entered/ to be entered for the period 23 March 2009 to 31 March 2011 and has also filed the necessary applications for compounding of transactions relating to the current year upto 22 March 2009 as well as relating to earlier years.

This was a subject matter of qualification in the previous year also.

h) Subject to our comments in paragraph f) and g) above, the impact of which is not ascertainable, in our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:


(ii) in the case of the Profit and Loss Account, of the loss of the company for the year ended on that date; and

(iii) in the case of the Cash Flow Statement, of the cash flows of the company for the year ended on that date.


Sd/- Akhil Bansal

Place: Gurgaon PartnerDate: 27 August, 2009 Membership No.: 090906



(b) According to the information and explanations given to us the Company has made a programme of physical verification of its fixed assets by which all fixed assets are verified over a period of two years. According to that programme the Company has during the year physically verified certain assets. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

(c) There were no disposals of fixed assets during the year.

(ii) (a) The inventory has been physically verified by the management during the year. In our opinion, the frequency of such verification is reasonable.



(iii) (a) The Company has not granted any loans, secured or unsecured, to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

(b) The Company has in the current year taken a loan from its holding company. The maximum amount outstanding during the current year and the year end balance for such loan is Rs. 420,675,000 and Rs. 339,975,000 respectively.

(c) In our opinion, the rate of interest and other terms and conditions on which loans have been taken from its holding company listed in the register maintained under section 301 of the Companies Act, 1956 is prima facie, not prejudicial to the interest of the Company.

(d) In the case of loans taken from its holding company listed in the register maintained under section 301, the Company has been regular in payment of principal and interest on such loans as and when demanded by the holding company. As per terms stipulated in loan agreements, principal and interest on loans are payable on demand.

(iv) In our opinion and according to the information and explanations given to us, and having regard to the explanation that purchases of certain items of fixed assets are for the specialised requirements of the Company and suitable alternative sources are not available to obtain comparable quotations, there is an adequate internal control system commensurate with the size of the Company and the nature of its business with regard to sale of goods and services, purchase of inventories and fixed assets. In our opinion and according to the information and explanations given to us, there is no continuing failure to correct major weaknesses in internal control system.

(v) (a) In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under that section.

(b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts and arrangements referred to in (a) above and exceeding the value of Rs. 5 lakh with any party during the year have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time except for purchases of certain items of fixed assets are for the specialised requirements of the Company and suitable alternative sources are not available to obtain comparable quotations. Further, as explained in more detail in paragraph g) above of our audit report, no prior approval of the Central Government was obtained by the Company in respect of the transactions entered with other private companies and partnership firms during the period within which common directorship/common partners prevailed.



(viii) The Central Government has not prescribed the maintenance of cost records under section 209(1)(d) of the Companies Act, 1956 for any of the services rendered by the Company.

(ix) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/accrued in the books of account in respect of undisputed statutory dues including Provident Fund, Income-tax, Wealth tax, Sales-tax, Cess and other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities, except for dues in respect of Service tax where there have been substantial delays. Further, as explained to us, the Company did not have any dues on account of Employees’ State Insurance, Excise duty, Customs duty and Investor Education and Protection Fund.



According to the information and explanations given to us, no undisputed amounts payable in respect of Provident Fund, Income tax, Wealth tax, Sales tax, Service tax, Cess and other material statutory dues were in arrears as at 31 March 2009 for a period of more than six months from the date they became payable except as mentioned below:

Name of the

statute

Nature of dues Amount (Rs.)

Period to which the amount

relates

Duedate

Date of Payment

Finance Act, 1994

Service tax on account of beneficiation operations

21,547,089 (including interest)

1 June 2007 till 30 September 2008

Various dates

27 August 2009

Finance Act, 1994

Service tax on account of goods transport agency

57,611 (including interest)

1 April 2008 till 30 September 2008

Various dates

27 August 2009

(b) According to the information and explanations given to us, there are no dues of Income tax, Wealth tax, Sales tax, Service tax and Cess which have not been deposited with the appropriate authorities on account of any dispute.

Further, as explained to us, the provisions of Employees’ State Insurance, Customs duty, Excise duty and Investor Education and Protection Fund are not applicable to the Company.

(x) The Company’s accumulated losses at the end of the financial year does not exceed fifty per cent of its net worth. However, it has incurred cash losses in the current financial year and in the immediately preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to its bankers. Further, the Company did not have any outstanding dues to any financial institution or to any debenture holders during the year.





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

(xvii) According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we are of the opinion that the funds raised on short-term basis have not been used for long-term investment.

(xviii) The Company has not made any preferential allotment of shares to companies/firms/parties covered in the register maintained under section 301 of the Companies Act, 1956.





Sd/- Akhil Bansal

Place: Gurgaon PartnerDate: 27 August, 2009 Membership No.: 090906

Aryan Energy Private LimitedBalance Sheet as at 31 March 2009(All amounts are in Rupees)

Schedule As at

31 March 2009 As at

31 March 2008

I. SOURCES OF FUNDS

Shareholders’ fundsShare capital 1 178,500,000 178,500,000Reserves and surplus 2 54,000,000 84,848,635

232,500,000 263,348,635Loan fundsSecured loans 3 294,240,918 337,307,093Unsecured loans 4 376,790,639 310,026,078

Deferred tax liability (Refer to note III 10 of schedule 20) 5 - -

Total 903,531,557 910,681,806

II APPLICATION OF FUNDS

Fixed Assets 6Gross Block 567,089,566 542,185,375Less : Accumulated depreciation 248,221,853 201,505,676Net Block 318,867,713 340,679,699Capital work in progress 162,180 -

319,029,893 340,679,699

Current assets, loans and advancesInventories 7 73,066,933 61,964,037Sundry debtors 8 350,639,004 487,616,706Cash and bank balances 9 33,185,218 26,046,760Loans and advances 10 130,191,323 126,479,154

587,082,478 702,106,657

Less: Current liabilities and provisionsCurrent liabilities 11 68,670,936 130,014,262Provisions 2,344,282 2,090,288

71,015,218 132,104,550



Profit and Loss Account 13 68,434,404 -

Total 903,531,557 910,681,806



For B S R & Company For and on behalf of the Board of DirectorsChartered Accountants Aryan Energy Private Limited

Sd/- Sd/- Sd/- Sd/-

Akhil Bansal Ex-Capt. R.S.Sindhu Vir Sen Sindhu Krishna Nand SharmaPartner Chairman Director Company SecretaryMembership no.: 090906

Place: Gurgaon Place: Boston (MA, USA) Place: Gurgaon Place: GurgaonDate: 27 August, 2009 Date: 27 August, 2009 Date: 27 August, 2009 Date: 27 August, 2009

Profit and Loss Account for the year ended 31 March 2009(All amounts are in Rupees)

Schedule For the year ended 31 March 2009


Income

Washery operations - Raw coal benefications and allied receipts 180,538,473 361,068,253 - Sale of coal / coal rejects 194,977,106 101,948,329Other income 14 7,095,606 7,557,887

382,611,185 470,574,469Expenditure

Purchase of coal 3,991,065 62,194,880Decrease/(increase) in stock of coal 15 (8,113,585) (15,305,018)Direct expenses 16 268,179,913 338,618,843Personnel cost 17 19,988,616 21,102,536Administrative and selling expenses 18 58,419,532 35,145,857Depreciation 6 46,716,177 47,550,336Finance cost 19 92,267,672 76,272,255

481,449,390 565,579,689

Profit (loss) before tax (98,838,205) (95,005,220) - Current tax - - - Deferred tax (charge)/ credit - (28,809,797) - Fringe benefit tax 399,200 363,215 - Wealth tax 45,634 85,342

Profit (loss) for the year after taxes (99,283,039) (66,643,980)Balance brought forward 30,848,635 97,492,615

Balance carried forward to balance sheet (68,434,404) 30,848,635

Earnings per share (Refer to note III 8 of schedule 20)Equity shares of face value of Rs. 100 eachBasic and diluted (55.62) (37.34)


Schedules referred to above form an integral part of the financial statements



Sd/- Sd/- Sd/- Sd/-



Aryan Energy Private Limited

Aryan Energy Private LimitedCash flow statement for the year ended 31 March 2009(All amounts are in Rupees)



A) Cash flow from operating activitiesNet profit before tax (98,838,205) (95,005,220)Adjustment for : - Depreciation 46,716,177 47,550,336 - Loss on sale of assets - 5,307 - Provision for doubtful or bad debts - 834,153 - Interest and finance cost 89,982,041 68,382,660 - Interest income (4,639,907) (1,135,762) - Preliminary expenses written off - 80,563 - Deferred revenue expenditure written off - 250,000Operating profit before working capital changes 33,220,106 20,962,037Adjustment for : - (Increase)/ decrease in sundry debtors 136,977,702 (48,609,263) - (Increase)/ decrease in loans and advances 15,746,682 (20,355,187) - (Increase)/ decrease in inventories (11,102,896) (23,953,517) - (Increase)/ decrease in current liabilities and provisions (61,014,365) 53,410,622Cash generated from operations 113,827,229 (18,545,308) - Fringe benefit tax paid (463,215) (154,898) - Income tax paid (19,458,851) (15,183,175) - Wealth tax paid (56,586) (26,174)Net cash used in operating activities 93,848,577 (33,909,555)

B) Cash from investing activities - Purchase of fixed assets/capital work-in-progress (25,066,371) (24,994,772) - Sale of fixed assets - 15,000 - Interest income 4,639,907 1,135,762Net cash used in investing activities (20,426,464) (23,844,010)

C) Cash flow from financing activities - Repayments of secured loan (43,066,175) (45,351,639) - Proceeds of unsecured loan 66,764,561 179,625,726 - Interest and finance cost (89,982,041) (68,382,660)

Net cash from financing activities (66,283,655) 65,891,427

Net cash flows [increase/ (decrease)] during the year (A+B+C) 7,138,458 8,137,862

Cash and Cash equivalents as at the beginningCash in hand 936,701 787,482Cheques in hand - 142,855Balances with scheduled banks

- on current account 11,636,820 1,551,042- on deposit accounts 13,473,239 15,427,519

26,046,760 17,908,898Cash and Cash equivalents as at the end

Cash in hand 1,391,836 936,701Balances with scheduled banks

- on current account 17,505,158 11,636,820- on deposit accounts 14,288,224 13,473,239

33,185,218 26,046,760

Note:


Sd/- Sd/-



The cash flow statement has been prepared in accordance with 'Indirect method' as set out in the Accounting Standard (AS)-3 on 'Cash Flow Statement', as specified in the Companies (Accounting Standard) Rules, 2006

Sd/-Sd/-

Aryan Energy Private LimitedSchedules forming part of the accounts(All amounts are in Rupees)

As at 31 March 2009

As at 31 March 2008


Authorised capital

2,000,000 equity shares of Rs. 100 each 200,000,000 200,000,000previous year 2,000,000 equity shares of Rs. 100 each

200,000,000 200,000,000

Issued, subscribed and paid up capital

1,785,000 (previous year 1,785,000) equity shares of Rs. 100 each fully paid up 178,500,000 178,500,000Of the above 1,381,250 (previous year 1,160,250) equity shares of Rs. 100 each are held by Aryan Coal Benefications Private Limited, the holding company.

178,500,000 178,500,000

Schedule 2: Reserves and surplus

Securities premium account 54,000,000 54,000,000

Profit and loss account:Opening balance - 97,254,911Add: Gratuity transitional liability - 237,704Add: transfer profit/(loss) from Profit and loss account - (66,643,980)

54,000,000 84,848,635

Schedule 3: Secured loans

Loans and advances from banks: -Term loans* - 40,000,000 -Cash credit* 294,240,918 297,215,855Other loans and advances** - 91,238

294,240,918 337,307,093*Secured against exclusive charge on all current and fixed assets of the Company. Further,unconditional and irrevocable corporate guarantee of the holding company has been provided. Term loan due within a year Rs. Nil (previous year Rs. 40,000,000)

**Secured by way of first and exclusive charge on specific vehicle. Due within a year Rs. Nil (previous year Rs. 91,238).

Schedule 4: Unsecured loans

Other loans and advances -Intercorporate deposit from holding company 339,975,000 289,575,000Interest accrued but not due 36,815,639 20,451,078

376,790,639 310,026,078

Schedule 5: Deferred tax liablity

Opening balance - 28,809,797Deferred tax (release)/ charge - (28,809,797)

Closing balance - -


As at 31 March 2009

As at 31 March 2008

Schedule 7: Inventories(At lower of cost and net realisable value)

Stores and spare parts 18,564,284 16,705,739Work in progress 5,219,883 4,188,607Coal rejects 49,282,766 41,069,691

73,066,933 61,964,037

Schedule 8: Sundry debtors(Unsecured, considered good unless otherwise stated)

Debts outstanding for a period exceeding six months 61,671,491 54,487,296Others debts* 288,967,513 433,963,563Less : Provision for doubtful or bad debts - (834,153)

350,639,004 487,616,706

*Includes Rs. 4,833,122 (previous year Rs. 1,126,944) due from Kartikay Coal Washeries Private Limited, a company in which certain directors of the company are directors. Kartikay Coal Washeries Private Limited is also a company under the same management as defined in section 370 (1-B) of the Companies Act, 1956


Cash in hand 1,391,836 936,701Balances with scheduled banks: - on current accounts 17,505,158 11,636,820 - on deposit accounts* 14,288,224 13,473,239

33,185,218 26,046,760 *Includes Rs. 14,098,400 (previous year Rs. 13,291,700) pledged with banks as margin money against guarantees given.

Schedule 10: Loans and advances(Unsecured, considered good unless otherwise stated)

Advances recoverable in cash or in kind or for value to be received * 57,652,872 79,777,705Security deposits 24,071,525 17,748,504Income accrued but not due 2,464,720 2,409,590Advance income tax [net of provision for tax Rs. 32,944,802 (previous year Rs. 32,944,802)]

46,002,206 26,543,355

130,191,323 126,479,154

* includes demand paid under protest with service tax authorties Rs. Nil (previous year Rs. 8,500,000)


As at 31 March 2009

As at 31 March 2008


Sundry creditors (refer note III 12 of schedule 20) -total outstanding dues of creditors other than micro and small enterprises * 31,575,704 65,079,812Advances from customers - 398,004Security deposits from vendors 110,129 54,258Other liabilities ** 36,985,103 64,482,188

68,670,936 130,014,262* Includes salaries and wages payable Rs. Nil (previous year Rs. 811,867)

** Includes contribution to provident fund Rs. 81,708 (previous year Rs. 202,837)

Provisions

Provision for gratuity (refer note III 1 of schedule 20) 2,069,055 1,740,094Provision for fringe benefit tax [net of advance fringe benefit tax of Rs. 1,128,652 (previous year Rs. 665,437)]

219,200 283,215

Provision for wealth tax 56,027 66,979

2,344,282 2,090,288


Preliminary expenses at the beginning of the year - 80,563Less: Written off during the year - 80,563Preliminary expenses at the end of the year - -

Deferred revenue expenses at the beginning of the year - 250,000Less: Written off during the year - 250,000Deferred revenue expenses at the end of the year - -

- -Schedule 13: Profit & Loss AccountOpening balance (30,848,635) -Add: Transferred from Profit and Loss Account 99,283,039 -

68,434,404 -




Schedule 14: Other income

Interest income [Gross of tax deducted at source Rs. 251,095 (previous year Rs. 840,376)] 4,639,907 7,428,175

Sale of scrap 1,833,910 61,045Miscellaneous receipts 621,789 68,667

7,095,606 7,557,887

Schedule 15: Decrease/(increase) in stock

Closing stockWork in progress 4,089,117 4,188,607 Coal rejects 49,282,766 41,069,691

53,371,883 45,258,298 Opening stockWork in progress 4,188,607 12,814,902 Coal rejects 41,069,691 17,138,378

45,258,298 29,953,280

(8,113,585) (15,305,018)

Schedule 16: Direct expenses

Power and fuel 17,494,261 10,603,008Transportation charges 161,427,258 172,483,329Loading and handling charges 9,944,309 9,830,134Beneficiation charges 50,531,953 95,465,796Sampling charges 356,225 3,788,908Repair and maintenance -Building 542,446 192,075 -Plant and machinery 27,883,461 46,255,593

268,179,913 338,618,843

Schedule 17: Personnel cost

Salaries, wages and bonus 17,100,701 18,234,726Contribution to provident and other funds 1,364,900 1,360,729Staff welfare expenses 1,523,015 1,507,081

19,988,616 21,102,536


For the year ended 31March 2009



Rent (refer note III 13 of schedule 20) 7,763,959 6,513,154Rates and taxes 4,471,025 4,007,845Legal and professional 5,259,468 4,993,338Security charges 1,833,549 1,814,313Insurance 1,910,206 1,832,522Printing and stationary 364,477 295,571Communication 933,322 997,880Office maintenance 608,011 116,897Travelling and conveyance 3,771,847 1,498,413Donation 188,050 61,039Business promotion 430,882 380,981Bad debts 30,884,736 11,463,881Provision for doubtful or bad debts - 834,153Loss on sale of fixed assets - 5,307Deferred revenue expenses written off - 250,000Preliminary expenses written off - 80,563

58,419,532 35,145,857

Schedule 19: Finance cost

Interest on - Term loans 3,324,726 17,244,323 - Others 86,657,315 51,138,337Bank charges 2,285,631 7,889,595

92,267,672 76,272,255

Aryan Energy Private LimitedInformation pursuant to Part IV of Schedule VI of the Companies Act, 1956



II Capital raised during the year (Rupees in Thousands)Public issue Nil Rights issue Nil Bonus issue Nil Private placement Nil



Sources of fundsPaid up capital 178,500 Reserves and surplus 54,000Current liabilities and provisions 71,015 Loan funds 671,032

Application of fundsFixed assets 319,030 Current assets 587,082Profit & Loss Account 68,434

IV Performance of company (Rupees in Thousands)Turnover (including other income) 382,611 Total expenditure 481,449Profit before tax (98,838) Profit after tax (99,283)Basic loss per share (in Rs.) (55.62) Dividend rate % Nil



For and on behalf of the Board of DirectorsAryan Energy Private Limited

Sd/- Sd/- Sd/-

Ex-Captain R.S Sindhu Vir Sen Sindhu Krishna Nand SharmaChairman Director Company Secretary

Place : Boston (MA,USA) Place : Gurgaon Place: GurgaonDate: 27 August, 2009 Date: 27 August, 2009 Date: 27 August, 2009

Aryan Energy Private Limited Schedules forming part of the accounts


(All amounts in Rupees)

I. Background

Aryan Energy Private Limited (‘the Company’) was incorporated in India on 23 February 2001 to beneficiate and trade in coal. The Company is a subsidiary of Aryan Coal Benefications Private Limited.


1) Accounting convention

The financial statements are prepared under the historical cost convention in accordance with the Generally Accepted Accounting Principles (‘GAAP’) in India and mandatory accounting standards as specified in the Companies (Accounting Standard) Rules, 2006, the provisions of the Companies Act, 1956, to the extent applicable, and as adopted consistently by the Company.

2) Use of estimates

The preparation of financial statements in conformity with Generally Accepted Accounting Principles (GAAP) in India requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities on the date of the financial statements. Actual results could differ from those estimates. Differences between the actual results and estimates are recognised in the year in which the results are known or materialized. Any revision to accounting estimates is recognised prospectively in current and future periods.


Fixed assets are stated at cost less accumulated depreciation and impairment losses, if any. The cost of fixed assets includes inward freight, duties, taxes and incidental expenses related to acquisition and installation incurred upto the date of commissioning of the assets. Fixed assets under construction, advances paid towards acquisition of fixed assets and cost of asset not put to use before the year end, are disclosed as capital work in progress. Assets held for disposal are stated at their estimated residual values as at the balance sheet date. Depreciation is provided on pro-rata basis as per written down value (WDV) method at rates based upon management estimates of useful lives of the assets. Such rates are equal to the rates prescribed in Schedule XIV of the Companies Act, 1956.



The carrying amounts of assets are reviewed at each balance sheet date in accordance with Accounting Standard 28 ‘Impairment of Assets’, to determine whether there is any indication of impairment. If any such indication exists, the asset’s recoverable amount is estimated. An impairment loss is recognised whenever the carrying amount of an asset or its cash generating unit exceeds its recoverable amount. Impairment losses are recognised in the profit and loss account. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined net of depreciation or amortisation, if no impairment loss had been recognised.




5) Inventories (At lower of cost or net realisable value):

(a) Stores and spares:

Stores and spares cost is computed on first in first out basis (FIFO).


These are valued at cost of raw coal and cost directly attributable to bring the coal to its present location and condition.

(c) Work in progress :

Work in progress represents the cost of transportation, beneficiation of raw coal and transportation of beneficiated coal on behalf of customers.

(d) Coal rejects:

These consist of rejects generated out of coal beneficiation process. The cost is ascertained by apportioning the total cost attributable to the category of coal generated based on appropriate basis.




Revenue from beneficiated coal is recognised as beneficiation activity is performed. Such performance is regarded as being achieved when no significant uncertainty exists regarding the amount of consideration that will be derived from the performance of such activity and the activity is completed or substantially completed. Revenue represents the invoiced value of net beneficiation receipts.

(b) Sale of coal:

Revenue from sale of coal is recognised when coal is dispatched to the customer which coincides with the transfer of significant risks and rewards. Sales represent the invoiced value of coal (net of sales tax).

Other incomes:

Interest income:

Interest income is recognised on a time proportion basis considering the contracted rate of return.


All employee benefits payable/available within twelve months of rendering the service are classified as short-term employee benefits. Benefits such as salaries, wages and bonus etc., are recognised in the Profit and Loss Account in the period in which the employee renders the related service.

Defined contribution plans: A defined contribution plan i.e. provident fund is a post-employment benefit plan under which an entity pays fixed contributions into a separate entity and will have no legal and constructive obligation to pay further amounts. Obligations for contributions to defined contribution provident plans are recognised as an employee benefit expense in the Profit and Loss Account when they are due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in future payments is available.




Defined benefit plans: A defined benefit plan i.e. gratuity, is a post-employment benefit plan. The Company’s gratuity plan is a defined benefit plan.

The Company’s net obligation in respect of defined benefit plans is calculated separately for each plan by estimating the amount of future benefit that employee have earned in return for their service in the current and prior periods; that benefit is discounted to determine its present value. Any unrecognised past service costs and the fair value of any plan assets are deducted. The discount rates used for determining the present value of obligation under defined benefit plans, is based on the market yields on Government securities as at the balance sheet date, having maturity periods approximating to the terms of related obligations. The calculation is performed annually by an independent actuary using the projected unit credit actuarial method. When the calculation results in a benefit to the Company, the asset is recognised only to the extent of the present value of any economic benefits available in the form of refunds from the plan or reductions in future contributions to the plan.

Actuarial gains and losses are recognised immediately in the Profit and Loss Account. Gains or losses on the curtailment or settlement of any defined benefit plan are recognised when the curtailment or settlement occurs.

8) Borrowing costs

Borrowing costs that are attributable to the acquisition of qualifying assets are capitalised as part of the cost of such assets. A qualifying asset is one that necessarily takes a period of one year or more to get ready for its intended use. All other borrowing costs are charged to revenue.


In computing earnings per share, the Company considers net profit/(loss) after tax. Basic earnings per share are computed by the weighted average number of equity shares outstanding during the year. Diluted earnings per share are computed using the weighted average number of equity and dilutive equivalent shares outstanding during the year, except where results would be anti-dilutive.

10) Taxes

Income-tax expenses comprise current tax (i.e. the amount of tax for the period determined in accordance with the Income Tax Act, 1961) and deferred tax charge or credit (reflecting the tax effects of the timing differences between the accounting income and taxable income for the period). The deferred tax charge or credit and the corresponding deferred tax liabilities or assets are recognised using the tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred tax assets are recognised only to the extent there is reasonable certainty that the assets can be realised in the future. However, where there is unabsorbed depreciation or carry forward loss under taxation laws, deferred tax assets are recognised only if there is virtual certainty of realization of such assets. Deferred tax assets are reviewed at each balance sheet date and written down or written up to reflect the amount that is reasonably/virtually certain (as the case may be) to be realised.

Minimum Alternate Tax paid in accordance with the tax laws, which gives rise to future economic benefits in the form of adjustment of future income tax liability, is considered as an asset if there is convincing evidence that the Company will pay normal tax. Accordingly, it is recognised as an asset in the balance sheet when it is probable that the future economic benefit associated with it will flow to the Company and the asset can be measured reliably.






Contingent liabilities are disclosed in respect of possible obligations that have arisen from past events and the existence of which will be confirmed only by the occurrence or non occurrence of future events not wholly within the control of the Company. Contingent liabilities are also disclosed for present obligations in respect of which it is not probable that there will be an outflow of resources or a reliable estimate of the amount of obligation cannot be made. When there is a possible obligation or a present obligation where the likelihood of an outflow of resources is remote, no disclosure or provision is made.



Gratuity plan


The Gratuity Fund


Particulars Year ended 31 March 2009

(Rs.)


(Rs.) Changes in the present value of defined benefit obligation Projected benefit obligation at the beginning of year 1,740,094 1,319,625 Current service cost 409,611 395,475 Interest cost 160,747 131,454 Actuarial loss/(gain) (241,397) 101,232 Benefits paid - (207,692)Projected benefit obligation at the end of the year 2,069,055 1,740,094

Changes in the fair value of plan assets Fair Value of Plan Assets at the beginning of the year - - Expected return on plan assets - -

Contributions - 207,692 Benefits paid - (207,692)



(All amounts in Rupees) Actuarial (loss)/gain - -Fair Value of Plan Assets at the end of the year - -

Amount recognised in the balance sheet Present value of funded obligations - -Fair value of Plan assets - - Present value of unfunded obligations 2,069,055 1,740,094 Unrecognized past service cost - - Net liability 2,069,055 1,740,094

Expense recognised in the Profit and Loss Account Current service cost 409,611 395,475 Interest cost on benefit obligation 160,747 131,454 Expected return on plan assets - - Net actuarial (gain)/loss recognised in the year (241,397) 101,232 Benefits paid - (207,692) Net gratuity cost 328,961 420,469


i) Economic assumptions: The principal assumptions are the discount rate and salary escalation rate. The discount rate is generally based upon the market yields available on Government bonds at the accounting date with a term that matches that of the liabilities and the salary growth rate takes account of inflation, seniority, promotion and other relevant factors on long term basis. The assumptions used are summarized in the following table:



Discount rate 7.70% 8% Salary growth rate 10% 10%

ii) Demographic assumptions:



Retirement age 60 years 60 years Mortality table LIC (1994-96) duly modified LIC (1994-96) duly modified Employee turnover 21-30 years- 5% 21-30 years- 5% 31-40 years- 3% 31-40 years- 3% 41-50 years- 2% 41-50 years- 2% 51-60 years- 1% 51-60 years- 1%


Managerial remuneration under Section 198 of the Companies Act, 1956 to the Managing Director of the Company is as follows:




Bonus - -

- 300,000





3) The Company has in the current year upto 22 March 2009 as well as previous years entered into certain transactions as described below with private companies and firms, in which director(s) of the Company were director(s)/partner(s). Inadvertently the Company has not obtained the prior approval of the Central Government as envisaged under section 297 of the Companies Act, 1956, in respect of the above transactions.


Purchases 73,683,278 Services received 1,317,010,378 Sales 346,024,963

Subsequently, the Company has filed the necessary compounding applications for the above mentioned period with the Central Government. Further, the Company has obtained prior Central Government approval for transactions from 23 March 2009 upto 31 March 2011.

4) (a) The Company’s coal washery at Gauri, Maharashtra has been identified as a separate cash generating unit and has been operating at a minimal capacity level for past two years. Further, the Company does not have any long term contracts for Gauri washery. This indicates that cash generating capacity of fixed assets of Gauri washery might have been impaired. Accordingly, management is in the process of testing, wherein future cash flows are being estimated to determine the provision required, if any, in respect of impairment of fixed assets. Management believes that adjustment to the carrying amount of fixed assets, if any, arising out of testing would not be material.

(b) The Company during the year performed an impairment testing at two of its beneficiation plant at Talcher and Indram as per the requirements of Accounting Standard 28 on Impairment of Assets, since there were indications that these assets may be impaired. The Company evaluated the recoverable amount of the assets for its value in use. Based on the evaluation, the Company has not recognised any impairment loss since the recoverable amount exceeds carrying amount of such assets.

5) Legal and professional expenses include auditors’ remuneration (excluding out of pocket expenses):



Statutory audit fees 500,000 500,000 Service tax 51,500 61,800

551,500 561,800




6) Installed capacity and production (as certified by the management and relied upon by the auditors, being a technical matter) Class of service Unit Installed capacity Actual production

Current year Previous year Current year Previous year Beneficiation of Coal

MT 4,700,000 4,700,000 932,202 1,312,673

7) Particulars in respect of sales, purchases and stocks of traded goods

Quantitative information in respect of trading of coal:

Particulars Year ended 31 March 2009 Year ended 31 March 2008Quantity

(MT) Value

(Rupees) Quantity

(MT) Value

(Rupees) Opening stock 307,196 41,069,691 174,427 22,520,570 Purchases / generation * 344,694 3,991,065 569,565 62,194,880 Gain / (loss) on physical verification

82,073 - (13,494) -

Sales 569,218 194,977,106 423,302 101,948,329 Closing stock 164,745 49,282,766 307,196 41,069,691

* Represents the cost of purchase of coal through e-booking/e-auction, coal rejects and value of credit notes given to various customers for purchase of coal rejects generated through beneficiation of raw coal. All the expenses relating to processing/re-processing have been included under the head direct expenses.


Year Ended 31 March 2009


Profit / (loss) after tax attributable to equity shareholders (Rs.)

(99,283,039) (66,643,980)

Weighted average number of equity shares outstanding during the year (Nos.)

1,785,000 1,785,000

Nominal value per share (Rs.) 100 100

Basic earnings per share (55.62) (37.34)


The Company is primarily engaged in coal beneficiation and allied activities. All these activities are within the country. India represents one geographical segment and these activities represent one business segment in the context of Accounting Standard 17 on “Segment Reporting”, notified by the Companies (Accounting Standards) Rules, 2006. Accordingly, no disclosure for segment reporting has been made in the financial statements.





Particulars For the year ended 31 March 2009

(Rupees)


(Rupees)Deferred tax liability arising on account of: Depreciation (22,603,651) (25,870,971) Total (22,603,651) (25,870,971)

Deferred tax asset arising on account of: Gratuity 703,272 591,458 Brought forward business losses and unabsorbed depreciation

59,743,900 29,276,790

Total 60,447,172 29,868,248 Deferred tax asset recognized to the extent of deferred tax liability

22,603,651 25,870,971

Net deferred tax asset/(liability) - -

No provision for deferred tax asset has been made in view of the losses computed under the normal provisions of the Income-tax Act, 1961. As at 31 March 2009, the Company has significant unabsorbed depreciation and business losses. In view of absence of virtual certainty of realisation of unabsorbed depreciation and business losses, deferred tax asset on this unabsorbed depreciation and business losses has been recognised only to the extent of deferred tax liability.

11) Related Party Disclosures

a) Related party and nature of the relationship where control exists, irrespective of whether or not there have been transactions between the related parties:

Enterprise having control (holding company):


b) Related party and nature of the relationship with whom transactions have taken place during the year:

Enterprise having control (holding company):



Aryan Ispat & Power Private Limited Aryan Clean Coal Technologies Private Limited Kartikay Coal Washeries Private Limited Spectrum Coal and Power Limited

Key Management Personnel:

Mr. Ganesh Chandra Mrig, Director




Relatives of key management personnel (Relatives):

Ms Sumati Sindhu


Global Coal & Mining Private Limited Spectrum Coal & Power Private Limited Orissa Spares & Services Sainik Mining & Allied Services Limited Sainik Automobiles Sainik Transport Global Mintech Limited

c) Related party transactions: (Amount in rupees)

Nature of Transactions For the year ended 31 March 2009


Sale of Coal To holding company - 68,032,743 To fellow subsidiaries - Kartikay Coal Washeries Private Limited 15,362,102 4,824,529 To enterprises over which key management personnel exercise significant influence: - Spectrum Coal and Power Limited 3,000,560 - - Global Coal and Mining Private Limited 11,645,460 - Total 30,008,122 72,857,272

Raw coal benefication and allied receipts From holding company 13,230,152 53,880,262 Managerial remuneration G.C.Mrig - 336,000 Payment of beneficiation & allied charges To holding company

115,112,384 153,640,929 To fellow subsidiaries To enterprises over which key management personnel exercise significant influence: - Sainik Mining & Allied Services Limited 1,333,328 1,638,265 - Sainik Transport - 9,274,938 - Global Mintech Limited - 106,978 - Global Coal and Mining Private Limited 1,234,725 624,450 Total 117,680,437 165,285,560 Interest expense on inter-corporate deposits To holding company 47,602,326 26,443,079



(All amounts in Rupees) To enterprises over which key management personnel exercise significant influence: - others - 85,480 Total 47,602,326 26,528,559 Inter Corporate Deposit taken From holding company 249,000,000 213,250,000 From enterprises over which key management personnel exercise significant influence: - others - 10,000,000 Total 249,000,000 223,250,000

Inter Corporate Deposit Repayment To holding company 198,600,000 44,500,000 To enterprises over which key management personnel exercise significant influence: - others - 10,000,000 Total 198,600,000 54,500,000 Legal & professional charges To relative of managerial personnel 175,000 700,000 Purchase of coal Reject From enterprises over which key management personnel exercise significant influence: - Global Coal and Mining Private Limited 1,499,580 - Purchase of Spares From enterprises over which key management personnel exercise significant influence: - Global Coal and Mining Private Limited 200,418 61,831 - Orissa Spares and Services 2,256,954 2,185,260

2,457,372 2,247,091 Purchase of fixed assets From fellow subsidiaries - Aryan Clean Coal Technologies Pvt. Ltd. 4,263,573 14,773,431 Total 4,263,573 14,773,431 Transportation Receipts From enterprises over which key management personnel exercise significant influence: - Spectrum Coal and Power Limited 170,286 - - Global Coal and Mining Private Limited 202,200 - Total 1,251,720,641 1,013,312,113




Related party balances As at 31 March 2009

As at 31 March 2008

Sundry Debtors Fellow subsidiaries - Kartikay Coal Washeries Private Limited 4,833,122 1,126,944 Advance to parties Fellow subsidiaries - Aryan Clean Coal Technologies Private Limited 1,375,147 -

Unsecured loans Intercorporate deposit from holding company 339,975,000 289,575,000 Interest accrued but not due from holding company 36,815,639 20,451,078 Sundry Creditors Holding company 10,891,385 31,780,493 Fellow subsidiaries - Aryan Clean Coal Technologies Private Limited - 7,701,629 Enterprises over which key management personnel exercise significant influence: - Sainik Mining & Allied Services Limited 43,481 270,160 - Orissa Spares & Services 223,279 23,767 - Global Coal and Mining Private Limited 2,995,879 5,038,479 Relative of key managerial personnel 156,975 -

12) Based on the information presently available with the management, there are no dues outstanding to micro and small enterprises covered under the Micro, Small and Medium Enterprises Development Act, 2006.


The Company has taken offices and railway sidings under cancellable operating lease arrangements, with options of renewal at the end of the lease term. Lease payments charged during the year to the profit and loss account aggregate to Rs. 7,763,959 (previous year Rs. 6,513,154).

13) Previous year’s figures have been regrouped/re-arranged wherever considered appropriate whenever necessary to conform to the current years’ groupings/classification.

For Aryan Energy Private Limited

Sd/- Sd/- Sd/-

Ex. Capt. R.S. Sindhu Vir Sen Sindhu Krishna Nand Sharma Chairman Director Company Secretary Place: Boston(MA, USA) Place:Gurgaon Place: Gurgaon Date: 27 August 2009 Date:27August2009 Date: 27 August 2009

Aryan Energy Private LimitedInformation pursuant to Part IV of Schedule VI of the Companies Act, 1956



II Capital raised during the year (Rupees in Thousands)Public issue Nil Rights issue NilBonus issue Nil Private placement Nil



Sources of fundsPaid up capital 178,500 Reserves and surplus 54,000Current liabilities and provisions 71,015 Loan funds 671,032

Application of fundsFixed assets 319,030 Current assets 587,082Profit & Loss Account 68,434

IV Performance of company (Rupees in Thousands)Turnover (including other income) 382,611 Total expenditure 481,449Profit before tax (98,838) Profit after tax (99,283)Basic loss per share (in Rs.) (55.62) Dividend rate % Nil



For and on behalf of the Board of DirectorsAryan Energy Private Limited

Sd/- Sd/- Sd/-

Ex-Captain R.S Sindhu Vir Sen Sindhu Krishna Nand SharmaChairman Director Company Secretary

Place : Boston (MA,USA) Place : Gurgaon Place: GurgaonDate: 27 August, 2009 Date: 27 August, 2009 Date: 27 August, 2009

Annexure-C Kartikay Coal Washeries Private Limited


KARTIKAY COAL WASHERIES PRIVATE LIMITEDRegd. Office- 18, Vasant Enclave, Rao Tula Ram Marg, New Delhi-110057

NOTICE

Notice is hereby given that the Seventh Annual General Meeting of the Company shall be held on Wednesday, the 30th

day of September, 2009 at 4:15 p.m. at 18, Vasant Enclave, Rao Tula Ram Marg, New Delhi -110057 to transact thefollowing business:

ORDINARY BUSINESS

1. To receive, consider and adopt the Audited Balance Sheet of the Company as at 31st March, 2009 and Profit & LossAccount for the period commencing from 1st April, 2008 to 31st March, 2009 together with the Directors’ Report andAuditors’ Report thereon.


“RESOLVED THAT M/s B S R & Company, Chartered Accountants, retiring Auditors of the Company be and arehereby appointed as the Statutory Auditors of the Company to hold office from the date of conclusion of ensuingAnnual General Meeting till the date of conclusion of the next Annual General Meeting of the Company at aremuneration as decided by the Board of Directors.”

For Kartikay Coal Washeries Private Limited

Place : New Delhi Sd/-Date : 27 August, 2009 (Ganesh Chandra Mrig)

Director

NOTES:

1 A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TOATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF. SUCH PROXY NEED NOT BE A MEMBER OF THECOMPANY.

2 IN ORDER TO BE EFFECTIVE PROXY FORM DULY COMPLETED MUST BE RECEIVED BY THE COMPANYAT ITS REGISTERED OFFICE NOT LESS THAN 48 HOURS BEFORE SCHEDULED TIME FOR HOLDING OFTHE MEETING. A BLANK PROXY FORM IS ENCLOSED HEREWITH.

KARTIKAY COAL WASHERIES PRIVATE LIMITEDRegd. Office- 18, Vasant Enclave, Rao Tula Mam Marg, New Delhi-110057

DIRECTORS’ REPORT

To,The Members,Ladies and Gentlemen,

Your directors have pleasure in presenting their Seventh Annual Report together with the Audited Statement of Accountsfor the year ended on 31st March, 2009:

1. FINANCIAL RESULTS (Rs. in Lakhs)

Particulars 2008-09 2007-08Gross Income from Operations 3306.33 1436.40Net Profit before Interest, Tax & Depreciation (EBIDTA) 549.65 243.63

Less: Interest & Finance Charges 99.37 86.66Net Profit/(Loss) before Tax & Depreciation (PBDT) 450.28 156.97

Less: Depreciation 173.94 200.20Net Profit/(Loss) after Depreciation before Tax (PBT) 276.34 (43.23)

Less: Provision for Income Tax-Current 34.20 --Provision for Income Tax- Deferred 20.30 59.14Provision for Fringe Benefit Tax 1.10 0.32Net Profit/(Loss) after Tax (PAT) 220.74 (102.69)Total Profit/(Loss) available for appropriation 220.74 (102.69)

2. OPERATIONS

The Company has a coal washery, situated at Wani (Maharahtra). During the year under review, the Company processed3,02,261 MT coal.

3. DIVIDEND


4. PUBLIC DEPOSITS

The Company has not invited / accepted any public deposits under section 58A & 58AA of the Companies Act, 1956during the financial year ended on 31st March, 2009.

5. DIRECTORS

During the year under review, Sh. Niten Malhan continued as Nominee Director on Board of Directors of the Company onbehalf of Pineridge Investment Limited. There is no change in the Board of Directors.

6. AUDITORS REPORT

The Auditor’s Report for the year ending on 31st March, 2009 is self explanatory and hence do not require any explanationexcept to the transactions entered by the Company under Section 297 of the Companies Act, 1956. It is thus clarified thatwith regard to the last year’s audit, an objection was raised regarding the compliance of Section 297 of the Companies Act,1956.

Contd:- 2/-

:2:

Hence, as a matter of good Corporate Governance and being a law compliant Company, the Company has obtained theapproval of Central Government under Section 297 of the Companies Act, 1956 and also filed Compounding Applicationfor the past transactions. However, as per the legal opinion obtained by the Company, the above transactions are exemptunder sub clause (a) of sub Section (2) of Section 297 of the Companies Act, 1956.

Further, the Company is paying all its Statutory Taxes etc. in time except those which are contested by the Company. Onthe basis of the Opinion given by the Legal Counsel of the Company, the Management is of the view that disputepertaining to such tax liabilities shall be decided in favour of the Company.

Further, there are certain funds amounting to Rs. 2,29,89,842 which were raised on short term basis, but have been used forthe long term investment.

7. RE – APPOINTMENT OF AUDITORS

M/s B S R & Company, Chartered Accountants, retire at the conclusion of the ensuing Annual General Meeting andbeing eligible have offered themselves for re-appointment. The Company has received a certificate from them pursuant tosection 224(1B) confirming their eligibility for re-appointment. Yours Directors recommend their re- appointment.

8. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGSAND OUTGO

The provision of section 217(1)(e) of the Companies Act, 1956 is not applicable to our Company. Hence, Statementdetailing the particulars required under the said section read with the Companies (Disclosures of particulars in the report ofBoard of Directors) Rules, 1988 are not being furnished. There was no foreign exchange earning and outgo in theCompany during the financial year.


None of the employees of the Company has drawn salary in excess of the limits prescribed in the said section read with theCompanies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 and hence no such list is beingprovided.



a) that in the preparation of Annual Accounts, the applicable Accounting Standards have been followed along withproper explanation relating to the material departures.

b) that the Directors have selected such Accounting Policies and applied them consistently and made judgements andestimates that are reasonable and prudent so as to give a true and fair view of state of affairs of the Company at the endof the financial year 2008-09 and of the profit or loss of the Company for that period.

c) that the directors have taken proper and sufficient care for the maintenance of adequate accounting records inaccordance with the provisions of this Act for safeguarding the Assets of the Company and for preventing anddetecting fraud or other irregularities.

d) that the Directors have prepared the Annual Accounts on a Going Concern basis.Contd:- 3/-

:3:

11. ACKNOWLEDGEMENT

Your directors would like to place their grateful appreciation for the assistance and co-operation received from theCompany’s bankers during the year under review. The directors also acknowledge with appreciation the support and co-operation rendered by various Govt. Agencies and Departments. Your Directors would also wish to place on record theirdeep sense of appreciation for the continued support of all the investors of the Company. Your Directors also acknowledgethe hard work, dedication and unstinting efforts of the employees. The directors also wish to thank Pineridge InvestmentsLtd (an affiliate of Warburg Pincus Group) and Sh. Niten Malhan, their representative director for having supported thebusiness plans of the Company to the fullest extent..


Place: Gurgaon Sd/-Date: 27 August, 2009 (Ganesh Chandra Mrig)

Chairman

Auditors’ Report

To the members ofKartikay Coal Washeries Private Limited

We have audited the attached Balance Sheet of Kartikay Coal Washeries Private Limited (“theCompany”) as at 31 March 2009, the Profit and Loss Account and the Cash Flow Statement of theCompany for the year ended on that date, annexed thereto. These financial statements are theresponsibility of the Company’s management. Our responsibility is to express an opinion on thesefinancial statements based on our audit.

We conducted our audit in accordance with the auditing standards generally accepted in India. ThoseStandards require that we plan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free of material misstatement. An audit includes examining, on a test basis,evidence supporting the amounts and disclosures in the financial statements. An audit also includesassessing the accounting principles used and significant estimates made by management, as well asevaluating the overall financial statement presentation. We believe that our audit provides a reasonablebasis for our opinion.

As required by the Companies (Auditor's Report) Order, 2003 (“the Order”) issued by the CentralGovernment of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, weenclose in the Annexure, a statement on the matters specified in paragraphs 4 and 5 of the said Order.


a) we have obtained all the information and explanations, which to the best of our knowledge andbelief were necessary for the purposes of our audit;

b) in our opinion, proper books of account as required by law have been kept by the Company so faras appears from our examination of those books;

c) the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by thisreport are in agreement with the books of account;

d) in our opinion, the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealtwith by this report comply with the accounting standards referred to in sub-section (3C) of Section211 of the Companies Act, 1956;

e) on the basis of written representations received from the directors, as on 31 March 2009, and takenon record by the Board of Directors, we report that none of the directors is disqualified as on31 March 2009 from being appointed as a director in terms of clause (g) of sub-section (1) ofSection 274 of the Companies Act, 1956; and

f) attention is invited to note III 12 of schedule 20 with regard to certain transactions entered into bythe Company in the current year upto 22 March 2009 as well as previous years, covered undersection 297 of the Companies Act, 1956, and in respect of which prior approval of the CentralGovernment, as envisaged under that section, has not been obtained. However, the Company hasobtained prior approval of Central Government for transactions entered/ to be entered for theperiod 23 March 2009 to 31 March 2011 and has also filed the necessary applications forcompounding of transactions relating to the current year upto 22 March 2009 as well as relating toearlier years.


g) subject to our comments in paragraph (f) above, the impact of which is not ascertainable, in ouropinion and to the best of our information and according to the explanations given to us, the saidaccounts give the information required by the Companies Act, 1956, in the manner so required andgive a true and fair view in conformity with the accounting principles generally accepted in India:


(ii) in the case of the Profit and Loss Account, of the profit for the year ended on that date; and

(iii) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.


Sd/-Akhil Bansal



(i) (a) The Company has maintained proper records showing full particulars, including quantitative detailsand situation of fixed assets.

(b) The Company has a regular programme of physical verification of its fixed assets by which all fixedassets are verified in a phased manner over a period of two years. According to that programme theCompany has during the year physically verified certain assets. In our opinion, this periodicity ofphysical verification is reasonable having regard to the size of the Company and the nature of itsassets.

(c) Fixed assets disposed off during the year were not substantial, and therefore, do not affect the goingconcern assumption.

(ii) (a) The inventory has been physically verified by the management during the year. In our opinion, thefrequency of such verification is reasonable.

(b) The procedures for the physical verification of inventories followed by the management arereasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory. The discrepancies noticed on verificationbetween the physical stocks and the book records were not material.

(iii) (a) The Company has not granted any loans, secured or unsecured, to companies, firms or other partiescovered in the register maintained under section 301 of the Companies Act, 1956.

(b) The Company has taken loan from its holding company covered in the register maintained undersection 301 of the Companies Act, 1956. The maximum amount outstanding during the current yearfor such loans was Rs. 102,970,000 and the year end balance of such loan is Rs. 77,906,753.

(c) In our opinion, the rate of interest and other terms and conditions on which loans have been takenfrom holding company listed in the register maintained under section 301 of the Companies Act,1956 are prima facie, not prejudicial to the interest of the Company.

(d) In the case of loans taken from parent company listed in the register maintained under section 301,the company has been regular in the payment of interest and principal on loan as and whendemanded by the holding company.

(e) There is no overdue amount of more than Rs. one lakh in respect of loans taken from other partieslisted in the register maintained under section 301.

(iv) In our opinion and according to the information and explanations given to us, there is an adequateinternal control system commensurate with the size of the Company and the nature of its businesswith regard to purchase of inventories and with regard to the sale of goods and services. In ouropinion and according to the information and explanations given to us, there is no continuing failureto correct major weaknesses in internal control system.

(v) (a) In our opinion and according to the information and explanations given to us, the particulars ofcontracts or arrangements referred to in section 301 of the Companies Act, 1956 have been entered

in the register required to be maintained under that section.

(b) In our opinion, and according to the information and explanations given to us, the transactionsmade in pursuance of contracts and arrangements referred to in (a) above and exceeding the valueof Rs. 5 lakh with any party during the year have been made at prices which are reasonable havingregard to the prevailing market prices at the relevant time except for sale and purchase of certaingoods or services which are for the specialised requirements of the Company and for which suitablealternative sources are not available to obtain comparable quotations. However, on the basis ofinformation and explanations provided, the same appear reasonable.Further, as explained in more detail in paragraph f) above of our audit report, no prior approval ofthe Central Government was obtained by the Company in respect of the transactions entered withother private companies and partnership firms during the period within which commondirectorship/common partners prevailed.


(vii) In our opinion, the Company has an internal audit system commensurate with the size and nature ofits business.

(viii) The Central Government has not prescribed the maintenance of cost records under section209(1)(d) of the Companies Act, 1956 for any products manufactured/ services rendered by theCompany.

(ix) (a) According to the information and explanations given to us and on the basis of our examination ofthe records of the company, amounts deducted/accrued in the books of account in respect ofundisputed statutory dues including Provident Fund, Employees State Insurance, Sales tax, Wealthtax, Customs duty, Cess and other material statutory dues have generally been regularly depositedduring the year by the Company with the appropriate authorities except for deposit of Income Taxand Service Tax dues during the year where there were significant delays in certain cases. Asexplained to us, provisions of Excise duty are not applicable to the Company. Further, as explainedto us, the Company did not have any dues on account of Investor Education and Protection Fund.

There were no dues on account of Cess under Section 441A of the Companies Act, 1956 since thedate from which the aforesaid section comes into force has not yet been notified by the CentralGovernment.

According to the information and explanations given to us, no undisputed amounts payable inrespect of Provident Fund, Employees’ State Insurance, Income tax, Sales tax, Wealth tax, Exciseduty, Cess and other material statutory dues were in arrears as at 31 March 2009 for a period ofmore than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no dues of Income tax, Salestax, Wealth tax, Service tax, Customs duty and Cess which have not been deposited with theappropriate authorities on account of any dispute.

As explained to us, the provisions of Excise duty are not applicable to the Company.

(x) The Company does not have any accumulated losses at the end of the financial year and has notincurred cash losses in the financial year and in the immediately preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has notdefaulted in repayment of dues to its bankers. The Company did not have any outstandingdebentures during the year.

(xii) The Company has not granted any loans and advances on the basis of security by way of pledge ofshares, debentures and other securities.

(xiii) In our opinion and according to the information and explanations given to us, the Company is not achit fund or a nidhi/ mutual benefit fund/ society.

(xiv) According to the information and explanations given to us, the Company is not dealing or trading inshares, securities, debentures and other investments.

(xv) In our opinion and according to the information and explanations given to us, the company has notgiven guarantees for loans taken by others from banks or financial institutions.

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

(xvii) According to the information and explanations given to us and on an overall examination of thebalance sheet of the company, we are of the opinion that the funds aggregating Rs. 22,989,842raised on short-term basis have been used for long-term investment.

(xviii) The Company has not made any preferential allotment of shares to companies/firms/parties coveredin the register maintained under Section 301 of the Companies Act, 1956.



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


Sd/-Akhil Bansal


Kartikay Coal Washeries Private LimitedBalance Sheet as at 31 March 2009(All amounts are in Rupees)


As at31 March 2008

I. SOURCES OF FUNDSShareholders' fundsShare capital 1 45,000,000 45,000,000Share application money pending allotment 5,525,000 23,145,000Reserves and surplus 2 44,954,994 44,900,000

Loan fundsSecured loans 3 2,351,981 34,503,948Unsecured loans 4 77,906,753 37,968,699

Deferred tax liabilities (net) 5 2,029,709 -

TOTAL 177,768,437 185,517,647

II. APPLICATION OF FUNDSFixed assets 6Gross block 202,671,848 197,866,748Less: Depreciation 79,827,166 62,433,337Net block 122,844,682 135,433,411

Investments 7 6,844 6,327

Current assets, loans and advancesInventories 8 21,563,938 6,802,372Sundry debtors 9 42,621,553 10,237,427Cash and bank balances 10 12,828,930 6,220,809Loans and advances 11 8,671,102 19,809,468

85,685,523 43,070,076Less: Current liabilities and provisions 12Current liabilities 27,898,737 14,744,287Provisions 2,869,875 266,814

30,768,612 15,011,101


Profit and loss account 13 - 22,018,934

TOTAL 177,768,437 185,517,647




For B S R & Company For Kartikay Coal Waseheries Private LimitedChartered Accountants

Sd/- Sd/- Sd/-Akhil Bansal Dev Suman Sindhu Ajay MrigPartner Director DirectorMembership no.: 090906


Kartikay Coal Washeries Private LimitedProfit and Loss Account for the year ended 31 March 2009(All amounts are in Rupees)

For the year ended For the year ended

Schedule 31 March 2009 31 March 2008IncomeCoal beneficiation receipts 22,669,580 -Sale of coal 300,888,980 139,385,441Other income 14 7,075,334 4,254,927

330,633,894 143,640,368

ExpenditurePurchase of coal 261,937,392 87,582,326Decrease/(increase) in stock of coal 15 (11,070,100) 13,442,858Direct expenses 16 13,166,786 3,825,988Personnel cost 17 4,454,507 3,490,112Administrative and selling expenses 18 7,180,071 10,935,862Depreciation 6 17,393,829 20,020,382Finance cost 19 9,937,357 8,666,252

302,999,842 147,963,780

Profit/(loss) before tax 27,634,052 (4,323,412)Provision for tax

- Current tax 3,420,000 -- Deferred tax charge/(credit) 2,029,709 5,913,727- Fringe benefit tax 110,415 31,803

Profit/(loss) after tax transferred to Balance Sheet 22,073,928 (10,268,942)

Earnings/(loss) per share [refer note III 8 of schedule 20]Equity shares of face value of Rs. 10 eachBasic 4.91 (2.28)Diluted 3.51 (2.28)




For B S R & Company For Kartikay Coal Washeries Private LimitedChartered Accountants



Kartikay Coal Washeries Private LimitedCash Flow Statement for the year ended 31st March 2009(All amounts are in Rupees)

For the yearended

31 March 2009

For the yearended

31 March 2008A) Cash flow from operating activities:

Net profit/(loss) before tax 27,634,052 (4,323,412)Adjustments for :Depreciation 17,393,829 20,020,382Provision for slow moving/non moving items 1,409,862 1,409,862Loss on sale of assets - 24,344Finance cost 9,937,357 8,666,252Interest income (39,720) (26,640)Miscellaneous expenditure written off - 250,800Operating profit before working capital changes 56,335,380 26,021,588Adjustments for :(Increase)/ decrease in sundry debtors (32,384,126) 4,580,091(Increase) in loans and advances 10,856,847 (3,040,619)(Increase)/ decrease in inventories (16,171,428) 13,981,790Increase/ (decrease) in current liabilities and provisions 14,021,886 (3,697,827)Cash Generated from operations 32,658,559 37,845,023Income tax paid (801,650) (51,251)Fringe benefit tax paid (25,000) (106,372)Net cash from operating activities (A) 31,831,909 37,687,400

B) Cash flow from investing activities:Purchase of fixed assets (4,831,700) (127,275)Sale of fixed assets 26,600 177,400Interest income 39,203 26,162Net cash used in investing activities (B) (4,765,897) 76,287

C) Cash flow from financing activities:Repayments of share application money (17,620,000) (1,362,000)Proceeds from secured loan 2,460,000 -Repayments of secured loan (34,611,967) (27,767,109)Proceeds from unsecured loan 114,650,000 -Repayments of unsecured loan (77,650,000) -Finance cost (7 685 924) (7 151 595)Finance cost (7,685,924) (7,151,595)Net cash from in financing activities (C ) (20,457,891) (36,280,704)

D) Net increase in cash and cash equivalents (A+B+C) 6,608,121 1,482,983

E) Cash and cash equivalents as at the beginning of the yearCash in hand 104,730 259,654Cheques in hand - 124,812Balance with scheduled bank-on current accounts 6,106,079 4,353,360-on deposit accounts 10,000 -

6,220,809 4,737,826F) Cash and cash equivalents as at the end of the year

Cash in hand 163,180 104,730Cheques in hand - -Balance with scheduled bank-on current accounts 12,654,900 6,106,079-on deposit accounts 10,850 10,000

12,828,930 6,220,809

Notes:1. The cash flow statement has been prepared in accordance with 'Indirect method' as set out in the AccountingStandard (AS)-3 on 'Cash Flow Statements' as specified in the the Companies (Accounting Standard) Rules, 2006,under the provisions of the Companies Act, 1956.


For B S R & Company For Kartikay Coal Waseheries Private LimitedChartered Accountants



Kartikay Coal Washeries Private LimitedSchedules forming part of the accounts(All amounts are in Rupees)

As at31 March 2009

As at31 March 2008


Authorised Capital5,000,000 equity shares of 10 each(previous year 5,000,000 equity shares of 10 each) 50,000,000 50,000,000

Issued, subscribed and paid up capital4,500,000 equity shares Rs. 10 each fully paid up 45,000,000 45,000,000(previous year 4,500,000 equity shares of Rs. 10 each fully paid up)[Of the above, 2,919,600 (previous year 2,919,600) equity shares are heldby Aryan Coal Benefications Private Limited, the holding company]

45,000,000 45,000,000


Securities premium 44,900,000 44,900,000

Profit and loss account:Opening balance (from Schedule 13) (22,018,934) -Add: transferred from Profit and Loss Account 22,073,928 -

54,994 -

44,954,994 44,900,000


Loans and advances from others:-Term loans * - 34,503,948-Equipment finance loan # 2,351,981 -

2,351,981 34,503,948

*

# Secured by way of hypothecation of the concerned vehicle.

Schedule 4 - Unsecured loans

Short term loans and advances from others-Inter corporate deposit from holding company 71,500,000 34,500,000-Interest accrued and due 6,406,753 3,468,699

77,906,753 37,968,699

Schedule 5 - Deferred tax liabilities (net)

Opening balance - (5,913,727)Add/ (less): Deferred tax charge/ (credit) 2,029,709 (5,913,727)

Closing balance 2,029,709 -

Previous year amount secured by way of first and exclusive charge on entireland, plant, machinery, equipment deployed/ to be deployed at Wani(Maharashtra) site of the Company. Further, secured by way of corporateguarantee of holding company and personal guarantee of directors.


As at31 March 2009

As at31 March 2008


Long term investment-unquoted, at cost

Investments in government or trust securities-National savings certificate * 6,844 6,327

6,844 6,327* provided as security to government authority

Schedule 8 - Inventories(At lower of cost and net realisable value)

Stores and spare parts 10,740,775 7,049,309Less: Provision for slow moving/non-moving 1,409,862 1,409,862

9,330,913 5,639,447Stock-in-trade:Raw coal 9,071,635 1,072,301Reject coal 3,161,390 90,624

21,563,938 6,802,372

Schedule 9 - Sundry debtors(Unsecured and considered good, unless otherwise stated)

Debts outstanding for a period exceeding six months 614,703 1,730,558Other debts 42,006,850 8,506,869

42,621,553 10,237,427


Cash in hand 163,180 104,730Balance with scheduled banks:

-on current accounts 12,654,900 6,106,079-on deposit account * 10,850 10,000

12,828,930 6,220,809* provided as security to government authority

Schedule 11 - Loans and advances(Unsecured and considered good, unless otherwise stated)

Advances recoverable in cash or in kind or for value to be received 8,227,102 19,083,949Advance income tax [net of provision for tax for previous year Rs. 218,905] - 243,322Advance fringe benefit tax [net of provision for tax for previous year Rs. 200,401] - 38,197Security deposit 444,000 444,000

8,671,102 19,809,468


As at31 March 2009

As at31 March 2008

Schedule 12 - Current liabilities and provisions

Current liabilities

Sundry creditors- Dues to micro and small enterprises (refer note III 13 of schedule 20) 9,458 33,925- Others 22,789,119 8,424,631

882,535 2,871,855Other liabilities * 4,217,625 2,727,255Interest accrued but not due - 686,621

27,898,737 14,744,287* includes provident fund payable of Rs. 76,197 (previous year Rs. 40,396)

ProvisionsProvision for income tax [net of advance tax for current year Rs. 1,044,972] 2,375,028 -Provision for fringe benefit tax [net of advance tax for current year Rs. 178,414] 47,218 -Provision for gratuity (refer note III 7 of schedule 20) 447,629 266,814

2,869,875 266,814

Schedule 13 - Profit and loss account

Opening balance - 11,831,189Less: gratuity transitional liability - 81,197Add: transferred loss/(profit) from Profit and Loss Account - 10,268,942

- 22,018,934

Advances from customers


For the yearended

31 March 2009

For the yearended

31 March 2008

Schedule 14 - Other income

Railway siding charges 3,789,239 750,000Handling of coal 3,246,375 3,346,337Miscellaneous income 39,720 158,590

7,075,334 4,254,927


Opening stock of coalRaw Coal 1,072,301 14,605,783Reject Coal 90,624 -

1,162,925 14,605,783Closing stock of coalRaw Coal 9,071,635 1,072,301Reject Coal 3,161,390 90,624

12,233,025 1,162,925

(11,070,100) 13,442,858


Power and fuel 4,025,492 1,725,097Transportation and loading charges 2,020,549 928,340Chemicals expenses 697,597 -Repair, running and maintainance:

-Building 388,993 27,636-Plant and machinery 5,723,753 403,714-Others 308,962 733,986

Pollution control expenses 1,440 7,215

13,166,786 3,825,988

Schedule 17 - Personnel cost

Salaries, wages and bonus 3,684,832 3,070,631Contribution to provident funds 367,474 294,500Staff welfare expenses 402,201 124,981

4,454,507 3,490,112


For the yearended

31 March 2009

For the yearended

31 March 2008

Schedule 18 - Administrative and selling expenses

Rent (refer note III 6 of schedule 20) 69,400 40,800Rates and taxes 876,019 324,371Legal and professional 1,575,825 6,222,761Security expenses 405,072 393,325Insurance 411,678 418,219Printing and stationary 89,869 31,935Communication expenses 193,870 125,016Business promotion 52,093 8,898Travelling and conveyance 261,402 225,722Electricity charges 9,650 12,379Vehicle running and maintenance 350,324 275,010Bank charges 328,647 127,506Donations 1,001 501Deductions on account of quantity/quality 2,090,157 877,059Loss on sale of fixed assets - 24,344Provision for slow moving/non-moving stores and spare parts - 1,409,862Miscellaneous expenditure written off - 250,800Miscellaneous expenses 465,064 167,354

7,180,071 10,935,862

Schedule 19 - Finance cost

Interest on term loans-others 1,624,709 4,181,252Equipment finance charges 28,768 -Interest on inter corporate deposit 8,283,880 4,485,000

9,937,357 8,666,252

Kartikay Coal Washeries Private LimitedSchedules forming part of the accounts


I. Background

Kartikay Coal Washeries Private Limited (‘the Company’) was incorporated in India on 13 April 2002 tobeneficiate the coal. The main activities of the Company are beneficiation and trading of coal. Aryan CoalBenefications Private Limited is the holding company.



The financial statements are prepared under the historical cost convention in accordance with theGenerally Accepted Accounting Principles (‘GAAP’) in India and mandatory accounting standards asspecified in the Companies (Accounting Standard) Rules, 2006, the provisions of the Companies Act,1956, to the extent applicable, and as adopted consistently by the Company.

2) Use of estimates

The preparation of financial statements in conformity with Generally Accepted Accounting Principles(GAAP) in India requires management to make estimates and assumptions that affect the reportedamounts of assets and liabilities and the disclosure of contingent liabilities on the date of the financialstatements. Actual results could differ from those estimates. Differences between the actual resultsand estimates are recognised in the year in which the results are known/materialised. Any revision toaccounting estimates is recognised prospectively in current and future periods.


Inventories are valued at lower of cost and net realisable value. The basis for determination of cost ofvarious category of inventory are as follows:

a) Store and spare parts:Store and spare parts are computed on first in first out basis (FIFO).

b) Raw coal and coal rejects:These are valued at cost directly attributable to bring the coal to its present location andcondition.


(a) Raw coal beneficiation and allied receipts:Revenue from beneficiated coal is recognised as beneficiation activity is performed. Suchperformance is regarded as being achieved when no significant uncertainty exists regarding theamount of consideration that will be derived from the performance of such activity and theactivity is completed or substantially completed. Revenue represents the invoiced value of netbeneficiation receipts.

(b) Sale of coal:Revenue from sale of coal is recognised when coal is dispatched to the customer whichcoincides with the transfer of significant risks and rewards. Sales represent the invoiced value ofcoal (net of sales tax).

(c) Service income:Service income represents income from handling of coal and rent from use of the Company’srailway siding. These are recognised on accrual basis as per the terms of agreement with thecustomers.




Fixed assets are stated at cost less accumulated depreciation and impairment losses, if any. The costof fixed assets includes inward freight, duties and taxes. Assets held for disposal are stated at theirestimated residual values as at the balance sheet date.

Depreciation is provided on pro-rata basis as per written down value method at rates based uponmanagement estimates of useful lives of the assets. Such rates are equal to the rates prescribed inSchedule XIV of the Companies Act, 1956.


6) Investments

Long term investments are valued at cost. Any decline other than temporary, in the value of long terminvestments, is adjusted in the carrying value of such investments.


All employee benefits payable/available within twelve months of rendering the service are classifiedas short-term employee benefits. Benefits such as salaries, wages and bonus etc. are recognised in theProfit and Loss Account in the period in which the employee renders the related service.

Defined contribution plans: A defined contribution plan i.e. provident fund is a post-employmentbenefit plan under which an entity pays fixed contributions into a separate entity and will have nolegal and constructive obligation to pay further amounts. Obligations for contributions to definedcontribution provident plans are recognised as an employee benefit expense in the Profit and LossAccount when they are due. Prepaid contributions are recognised as an asset to the extent that a cashrefund or a reduction in future payments is available.

Defined benefit plans: A defined benefit plan i.e. gratuity, is a post-employment benefit plan. TheCompany’s gratuity plan is a defined benefit plan.

The Company’s net obligation in respect of defined benefit plans is calculated separately for eachplan by estimating the amount of future benefit that employee have earned in return for their servicein the current and prior periods; that benefit is discounted to determine its present value. Anyunrecognised past service costs and the fair value of any plan assets are deducted. The discount ratesused for determining the present value of obligation under defined benefit plans, is based on themarket yields on Government securities as at the balance sheet date, having maturity periodsapproximating to the terms of related obligations. The calculation is performed annually by anindependent actuary using the projected unit credit actuarial method. When the calculation results ina benefit to the Company, the asset is recognised only to the extent of the present value of anyeconomic benefits available in the form of refunds from the plan or reductions in future contributionsto the plan.Actuarial gains and losses are recognised immediately in the Profit and Loss Account. Gains or losseson the curtailment or settlement of any defined benefit plan are recognised when the curtailment orsettlement occurs.

8) Borrowing costs

Borrowing costs that are attributable to the acquisition of qualifying assets are capitalised as part ofthe cost of such assets. A qualifying asset is one that necessarily takes a period of one year or more toget ready for its intended use. All other borrowing costs are charged to revenue.




In computing earnings per share, the Company considers net profit/(loss) after tax. Basic earnings pershare are computed by the weighted average number of equity shares outstanding during the year.Diluted earnings per share are computed using the weighted average number of equity and dilutiveequivalent shares outstanding during the year, except where results would be anti-dilutive.

10) Taxation

Income-tax expenses comprise current tax (i.e. the amount of tax for the period determined inaccordance with the Income Tax Act, 1961) and deferred tax charge or credit (reflecting the taxeffects of the timing differences between the accounting income and taxable income for the period).The deferred tax charge or credit and the corresponding deferred tax liabilities or assets arerecognized using the tax rates that have been enacted or substantively enacted by the balance sheetdate. Deferred tax assets are recognized only to the extent there is reasonable certainty that the assetscan be realized in the future. However, where there is unabsorbed depreciation or carry forward lossunder taxation laws, deferred tax assets are recognized only if there is virtual certainty of realizationof such assets. Deferred tax assets are reviewed at each balance sheet date and written down orwritten up to reflect the amount that is reasonably/virtually certain (as the case may be) to be realized.


The carrying amounts of assets are reviewed at each balance sheet date to determine whether there isany indication of impairment. If any such indication exists, the asset’s recoverable amount isestimated. An impairment loss is recognised whenever the carrying amount of an asset or its cashgenerating unit exceeds its recoverable amount. Impairment losses are recognised in the Profit andLoss Account. An impairment loss is reversed if there has been a change in the estimates used todetermine the recoverable amount. An impairment loss is reversed only to the extent that the asset’scarrying amount does not exceed the carrying amount that would have been determined net ofdepreciation or amortisation, if no impairment loss had been recognised.


Leases where the lessor effectively retains substantially all the risks and benefits of ownership of theleased asset are classified as operating leases. Operating lease charges are recognized as an expensein the Profit and Loss Account on a straight line basis.


The Company recognises a provision when there is a present obligation as a result of a past event andit is more likely than not that there will be an outflow of resources embodying economic benefits tosettle such obligation and the amount of such obligation can be reliably estimated. Provisions are notdiscounted to its present value, and are determined based on the management’s best estimate of theamount of obligation required at the year end. These are reviewed at each balance sheet date andadjusted to reflect current management estimates.

Contingent liabilities are disclosed in respect of possible obligations that have arisen from past eventsand the existence of which will be confirmed only by the occurrence or non occurrence of futureevents not wholly within the control of the Company. Contingent liabilities are also disclosed forpresent obligations in respect of which it is not probable that there will be an outflow of resources or areliable estimate of the amount of obligation cannot be made.






Managerial remuneration under Section 198 of the Companies Act, 1956 to the Director of theCompany is as follows:




- 100,000


2) Legal and professional expenses include auditors’ remuneration (excluding out of pocketexpenses):



Statutory audit fees 250,000 100,000Service tax 25,750 12,360

275,750 112,360

3) Installed capacity and production (as certified by the management and relied upon by the auditors,being a technical matter)




March 2009Year ended 31March 2008

Coal beneficiationplant MT 2,000,000 2,000,000 302,261 Nil





Quantity(MT)

Value(Rupees)

Quantity(MT)

Value (Rupees)

Opening stock 1,050 1,162,925 6,630 14,605,783Purchases 274,504 261,937,392 116,557 87,582,326Sales 266,599 300,888,980 122,137 139,385,441Closing stock 8,955 12,233,025 1,050 1,162,925



5) The Company during the year performed an impairment testing at its beneficiation plant at Wani asper the requirements of Accounting Standard 28 on Impairment of Assets, since there wereindications that these assets may be impaired. The Company evaluated the recoverable amount of theassets for its value in use. Based on the evaluation, the Company has not recognised any impairmentloss since the recoverable amount exceeds carrying amount of such assets.

6) The Company has taken residential accommodation for employees under cancellable operating leasearrangements. Lease rental expenses charged during the year to the profit and loss account amount toRs. 69,400 (Previous year Rs. 40,800).


Gratuity plan:

The Company operates a gratuity plan which provides lump sum benefits linked to the qualifyingsalary and completed years of service with the Company at the time of separation. Every employeewho has completed 5 years of continuous service is entitled to receive gratuity at the time of hisretirement or separation from the organization whichever is earlier. However the condition ofcompletion of 5 years of service is not applicable where separation is on account of disability or deathof an employee. The gratuity benefit that is payable to any employee, is computed in accordance withthe provisions of “The Payment of Gratuity Act, 1972”.

The Gratuity Fund

The following table sets forth the status of the Gratuity Plan of the Company and the amountsrecognised in the Balance Sheet and Profit and Loss Account.Particulars Year ended

31 March 2009(Rs.)


(Rs.)Changes in the present value of defined benefit obligationProjected benefit obligation at the beginning of year 266,814 265,359Current service cost 86,310 119,103Interest cost 28,229 30,738Actuarial loss/(gain) 66,276 (148,386)Benefits paid - -Projected benefit obligation at the end of the year 447,629 266,814

Amount recognised in the balance sheetProjected benefit obligation at the end of the year - 266,814Fair value of plan assets at the end of the year - -Funded status of the plans – asset/(liability) - -Asset recognised in the balance sheet

Expense recognised in the Profit and Loss AccountCurrent service cost 86,310 119,103Interest cost on benefit obligation 28,229 30,738Expected return on plan assets - -Net actuarial (gain)/loss recognised in the year 66,276 (148,386)Net gratuity cost 180,815 1,455Principal actuarial assumptions at the balance sheet date are as follows:




The principal assumptions are the discount rate and salary escalation rate. The discount rate isgenerally based upon the market yields available on Government bonds at the accounting date with aterm that matches that of the liabilities and the salary growth rate takes account of inflation, seniority,promotion and other relevant factors on long term basis. The assumptions used are summarized in thefollowing table:







Retirement age 60 years 60 yearsMortality table LIC (1994-96) duly modified LIC (1994-96) duly modifiedEmployee turnover Upto 30 years- 5% Upto 30 years- 5%







Profit/(loss) after tax attributable to equity shareholders(Rupees)

22,073,928 (10,268,942)

Number of shares considered as weighted average sharesoutstanding for computing basic earnings per share (nos.)

4,500,000 4,500,000

Add: Effect of dilutive issues of shares (nos.) 1,788,314 2,450,327

Number of shares considered as weighted average sharesand potential shares outstanding for computing dilutedearnings per share (nos.)

6,288,314 6,950,327

Nominal value per share (Rupees) 10 10

Basic Earnings/(loss) per share (Rupees) 4.91 (2.28)Diluted Earnings/(loss) per share (Rupees) 3.51 (2.28)




In the opinion of the management, there is only one reportable segment i.e. coal beneficiation andallied activities, as envisaged by Accounting Standard 17 “Segment Reporting” issued by theCompanies (Accounting Standard) Rules, 2006. Accordingly, no disclosure for segment reporting hasbeen made in the financial statements.


(Amount in Rupees)

Particulars As at31 March 2009

As at31 March 2008

Deferred tax assets arising on account ofCarry forward business losses and unabsorbed depreciation 7,014,148 10,843,061Provision for slow-moving/non-moving items 479,212 -Provision for gratuity 152,149 -Total (A) 7,645,509 10,843,061Deferred tax liability arising on account ofExcess of depreciation allowable under Income-tax Act overdepreciation provided on accounts

9,675,218 10,843,061

Total (B) 9,675,218 10,843,061Net deferred tax asset/(liability) (net) (A-B) (2,029,709) -

As at 31 March 2008, the Company had significant unabsorbed depreciation. In view of absence ofvirtual certainty of realisation of unabsorbed depreciation, deferred tax asset on this unabsorbeddepreciation was recognised only to the extent of deferred tax liability.

11) Related Party Disclosures

a) Related party and nature of the relationship where control exists, and with whom transactions havetaken place during the year:

Holding company:• Aryan Coal Benefications Private Limited

Fellow subsidiaries:• Aryan Ispat & Power Private Limited• Aryan Clean Coal Technologies Private Limited• Aryan Energy Private Limited• Spectrum Coal and Power Limited (with effect from 30 March 2009)

Key Management Personnel (KMP):• G.C. Mrig, Managing Director

Enterprises over which key management personnel exercise significant influence (others):• Spectrum Coal and Power Limited (upto 29 March 2009)• Laxmi Leasing & Finance Private Limited• Sainik Automobiles



b) Related party transactions:(Amount in Rupees)

SerialNo. Particulars Holding

companyFellow

subsidiariesKMP Others Total

Transactions during the year

i. Sale of coal -(4,481,403)

-(-)

-(-)

-(-)

-(4,481,403)

ii. Coal beneficiationreceipts

22,669,580(-)

-(-)

-(-)

-(-)

22,669,580(-)

iii. Other income 1,367,113(131,472)

-(-)

-(-)

1,879,262(-)

3,246,375(131,472)

iv. Purchases of coal -(9,193,338)

15,670,060(8,964,472)

-(-)

181,442,767(3,711,569)

197,112,827(55,273,500)

v. Purchase of stores andspare parts

-(-)

1,558,628(-)

-(-)

151,286(-)

1,709,914(-)

vi. Managerial remunerationpaid

-(-)

-(-)

-(100,000)

-(-)

-(100,000)

vii. Interest expense on inter-corporate deposit

8,283,880(4,485,000)

-(-)

-(-)

-(-)

8,283,880(4,485,000)

viii. Inter corporate depositreceived

114,650,000(-)

-(-)

-(-)

-(-)

114,650,000(-)

ix Refund of inter corporatedeposit

77,650,000(-)

-(-)

-(-)

-(-)

77,650,000(-)

x. Refund of shareapplication money

17,620,000(-)

-(-)

-(602,000)

-(760,000)

17,620,000(1,362,000)

xi. Handling of coal -(928,340)

-(-)

-(-)

-(-)

-(928,340)

xiii. Commercial vehiclerunning and maintenance

-(-)

-(-)

-(-)

54,528(-)

54,528(-)

Outstanding balances as at year endxvii. Inter corporate deposit 71,500,000

(34,500,000)-

(-)-

(-)-

(-)71,500,000

(34,500,000)xviii. Interest accrued and due 6,406,753

(3,468,699)-

(-)-

(-)-

(-)6,406,753

(3,468,699)xix. Sundry creditors -

(-)18,504,950(3,791,506)

- (-)

16,615(4,126,063)

18,521,565(7,917,569)

xx. Sundry debtors 1,720,860(-)

1,866,516(-)

-(-)

-(-)

3,587,376(-)

xxi. Share application money -(17,620,000)

-(-)

-(-)

5,525,000(5,525,000)

5,525,000(23,145,000)




c) Disclosure in respect of transaction which are more than 10% of the total transactions of thesame type with related parties during the year:

(Amount in Rupees)


ended31 March 2009

For the yearended

31 March 2008Sale of coal

Aryan Coal Benefications Private Limited - 4,481,403- 4,481,403

Coal beneficiation receiptsAryan Coal Benefications Private Limited 22,669,580 -

22,669,580 -Handling of coal

Spectrum Coal and Power Limited 1,879,262 -Aryan Coal Benefications Private Limited 1,367,113 131,472

3,246,375 131,472Purchase of coal

Spectrum Coal and Power Limited 181,442,767 37,115,690Aryan Energy Private Limited 15,670,060 5,774,834Aryan Coal Benefications Private Limited - 9,193,338Others - 3,189,638

197,112,827 55,273,500Purchase of stores and spare parts

Aryan Clean Coal Technologies Private Limited 1,558,628 -Others 151,286 -

1,709,914 -Interest expense on inter corporate deposit

Aryan Coal Benefications Private Limited 8,283,880 4,485,0008,283,880 4,485,000

Inter corporate deposit receivedAryan Coal Benefications Private Limited 114,650,000 -

114,650,000 -Refund of inter corporate deposit

Aryan Coal Benefications Private Limited 77,650,000 -77,650,000 -

Refund of share application moneyAryan Coal Benefications Private Limited 17,620,000 -Ex-Servicemen Black Gold Transport (I) Private Limited - 760,000Mr. Dev Suman Sindhu - 600,000Others - 2,000

17,620,000 1,362,000Transportation, loading and handling charges

Aryan Coal Benefications Private Limited - 928,340- 928,340

Commercial vehicle running and maintenanceSainik Automobiles 54,528 -

54,528 -



12) The Company has in the current year upto 22 March 2009 as well as previous years entered intocertain transactions as described below with private companies and firms, in which director(s) of theCompany were director(s)/partner(s). Inadvertently the Company has not obtained the prior approvalof the Central Government as envisaged under section 297 of the Companies Act, 1956, in respect ofthe above transactions.


Purchases 59,925,858Services received 45,921,939Sales 6,881,917

Subsequently, the Company has filed the necessary compounding applications for the abovementioned period with the Central Government, Further, the Company has obtained prior CentralGovernment approval for transactions from 23 March 2009 upto 31 March 2011.

13) There are no Micro and Small Enterprises, to whom the Company owes dues, which are outstandingfor more than 45 days as at 31 March 2009. The information as required to be disclosed under theMicro, Small and Medium Enterprises Development Act, 2006 has been determined to the extentsuch parties have been identified on the basis of information available with the Company.

14) Previous year’s figures have been regrouped / re-arranged where considered appropriate wherevernecessary to conform to the current year’s groupings / classifications.


Sd/- Sd/-Dev Suman Sindhu Ajay MrigDirector Director

Place : Gurgaon Place : GurgaonDate : 27 August 2009 Date : 27 August 2009

Kartikay Coal Washeries Private LimitedInformation pursuant to Part IV of Schedule VI of the Companies Act, 1956


I Registration detailsRegistration No. U10200DL2002PTC115155 State code 55Balance Sheet Date 31 March 2009




Sources of fundsPaid up capital 45,000 Reserves and surplus 44,955Share application money 5,525 Loan funds 80,259Current liabilities and provisions 30,769 Deferred tax liability 2,030

Application of fundsFixed assets 122,845 Current assets 85,686Investments 7

IV Performance of company (Rupees in Thousands)Turnover 330,634 Total expenditure 303,000Profit before tax 27,634 Profit after tax 22,074Basic earning per share (in Rs.) 4.91 Dividend rate % NilDilutive earning per share (in Rs.) 3.51


Item code No. (ITC Code) Product descriptionNot applicable Coal beneficiation and allied activities

For Kartikay Coal Waseheries Private Limited

Sd/- Sd/-Dev Suman Sindhu Ajay MrigDirector Director


Annexure-D Aryan Ispat and Power Private Limited

Registered Office : Rajendra Nagar Chowk, Link Road, Bilaspur, Chhatisgarh-495001

ARYAN ISPAT AND POWER PRIVATE LIMITED Regd. Office- Above Hero Honda Showroom, Rajendra Nagar Chowk, Link Road, Bilaspur (C.G.)-495001

NOTICE

Notice is hereby given that the Sixth Annual General Meeting of the Company shall be held on Wednesday, the 30th day of September, 2009 at 10:00 a.m. at the Registered Office of the Company at Hero Honda Showroom, Rajendra Nagar Chowk, Link Road, Bilaspur (CG)-495001 to transact the following business:

ORDINARY BUSINESS

1. To receive, consider and adopt the Audited Balance Sheet of the Company as at 31st March, 2009 and Profit & Loss Account for the period commencing from 1st April, 2008 to 31st March, 2009 together with the Directors’ Report and Auditors’ Report thereon.



SPECIAL BUSINESS

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

“RESOLVED THAT pursuant to Section 260 of the Companies Act, 1956, Sh. Vrit Pal Sindhu who was appointed as an additional director of the Company w.e.f 10th October, 2008 by the Board of Directors of the Company and who holds office as such till the date of ensuing Annual General Meeting be and is hereby appointed as the Director of the Company.”

By order of the Board of Directors For Aryan Ispat and Power Private Limited

Place: New Delhi Dated: 27th August, 2009 Sd/-

(Ganesh Chandra Mrig) Director

NOTES:


2 IN ORDER TO BE EFFECTIVE PROXY FORM DULY COMPLETED MUST BE RECEIVED BY THE COMPANY AT ITS REGISTERED OFFICE NOT LESS THAN 48 HOURS BEFORE SCHEDULED TIME FOR HOLDING OF THE MEETING. A BLANK PROXY FORM IS ENCLOSED HEREWITH.

ARYAN ISPAT AND POWER PRIVATE LIMITED Regd. Office- Above Hero Honda Showroom, Rajendra Nagar Chowk, Link Road, Bilaspur (C.G.)-495001

EXPLANATORY STATEMENT AS PER SECTION 173(2) OF THE COMPANIES ACT, 1956

Item No. 3:

Sh. Vrit Pal Sindhu was appointed as an Additional Director of the Company at the meeting of its Board of Directors w.e.f 10th October, 2008 in accordance with the provision of Section 260 of the Companies Act, 1956. He holds office as such till the date of ensuing Annual General Meeting. Your Directors recommend the appointment of Sh. Vrit Pal Sindhu as Director of the Company.

The Board recommend passing of the proposed Resolution as an Ordinary Resolution.

None of the Directors except Sh. Vrit Pal Sindhu, Sh. Vir Sen Sindhu and Ex. Capt Rudra Sen Sindhu is interested or concerned in the passing of this Resolution.



(Ganesh Chandra Mrig) Director

ARYAN ISPAT AND POWER PRIVATE LIMITED Regd. Office- Above Hero Honda Showroom, Rajendra Nagar Chowk, Link Road, Bilaspur(C.G.)-495001

DIRECTORS’ REPORTTo, The Members, Ladies and Gentlemens,

Your directors have pleasure in presenting Sixth Annual Report together with the Audited Statement of Accounts for the year ended on 31st March, 2009:

1. FINANCIAL RESULTS (Rs. In Lakhs)

Particulars 2008-09 2007-08 Gross Income from Operations 5256.35 5471.84 Net Profit/(Loss) before Interest, Tax & Depreciation (EBIDTA) 259.80 436.45 Less: Interest & Finance Charges 101.33 81.85 Net Profit/(Loss) before Tax & Depreciation (PBDT) 158.47 354.61 Less: Depreciation 241.46 190.22 Net Profit/(Loss) after Depreciation before Tax (PBT) (82.99) 164.38 Less: Provision for Income Tax-Current - 13.39 Provision for Income Tax- Deferred - 127.15 Provision for Fringe Benefit Tax 4.64 2.65 Provision for Wealth Tax 0.33 - Tax Paid for earlier Years - - Net Profit/(Loss) after Tax (PAT) (87.96) 21.19 Total Profit/(Loss) available for appropriation (87.96) 21.19

2. OPERATION

The Company has set up an Integrated Steel Plant at Village Bomaloi, Tehsil- Rengali, Distt.- Sambalpur (Orissa). The Project consists of Sponge Iron Unit-with a capacity of 60000TPA, Sponge Iron Unit-II with a capacity of 105000 TPA, 18MW Captive Power Plant, Railway Siding, Mini Washery and Stell Melt Shop unit with a capacity of 150000 TPA. During the year under review, Mini Washery and Railway Siding have started commercial operations and capitalised in the books of accounts on 15th February 2009 and 19th February 2009 respectively. Sponge Iron Unit-I- was operational and the Company has produced 25,222.81 MT of Sponge Iron during the year under review.

3. DIVIDEND


4. PUBLIC DEPOSITS

The Company has not invited / accepted any public deposits under section 58A & 58AA of the Companies Act, 1956 during the financial year ended on 31st March, 2009.

Contd.-2/-

:2:

5. DIRECTORS

During the year under review, Sh. Niten Malhan continued as Nominee Director on Board of Directors of the Company on behalf of Pineridge Investment Limited and Sh. G.S. Garcha, Director of the Company has resigned from the directorship of the Company w.e.f 7th March, 2009.

Further Sh. Vrit Pal Sindhu was appointed as an Additional Director w.e.f 10th October, 2008 who hold office as such till the date of ensuring Annual Meeting pursuant to provision of section 260 of the Companies Act, 1956. Your Directors recommends his appointment as Director of the Company at the ensuring Annual Meeting.

6. AUDITORS’ REPORT




7. RE – APPOINTMENT OF AUDITORS


8. CONSERVATION OF ENERGY, TECHNILOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUTO

Details of energy conservation along with the information in accordance with section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed herewith as Annexure-I forming part of this report.

There was no foreign exchange earnings and outgo during the financial year ended on 31st March, 2009.

Contd. -3/-

:3:


None of the employees of the Company has drawn salary in excess of the limits prescribed in the said section of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 and hence no such list is being provided.



a) That in the preparation of Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to the material departures.

b) That the Directors have selected such Accounting Policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of state of affairs of the Company at the end of the financial year 2008-09 and of the profit or loss of the Company for that period.

c) That the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the Assets of the Company and for preventing and detecting fraud or other irregularities.

d) That the Directors have prepared the Annual Accounts on a Going Concern basis.

11. ACKNOWLEDGEMENT

Your directors would like to place their grateful appreciation for the assistance and co-operation received from the Company’s bankers during the year under review. The directors also acknowledge with appreciation the support and co-operation rendered by various Govt. Agencies and Departments. Your Directors would also wish to place on record their deep sense of appreciation for the continued support of all the investors of the Company and also acknowledge the hard work, dedication and unstinting efforts of the employees. The directors also wish to thank Pineridge Investments Ltd (an affiliate of Warburg Pincus Group) and Sh. Niten Malhan, their representative director for having supported the business plans of the Company to the fullest extent.



(Ganesh Chandra Mrig) Chairman

ARYAN ISPAT AND POWER PRIVATE LIMITED Regd. Office- Above Hero Honda Showroom, Rajendra Nagar Chowk, Link Road, Bilaspur(C.G.)-495001

ANNEXURE –I

Form for Disclosure of Particulars with respect to Conservation of Energy [Sec. 217(1) (e) of the Companies Act, 1956]

A. Power & Fuel Consumption S.No. Particulars Current Year

2008-2009 Current Year

2007-2008 1 Electricity

a) Purchased/Consumption Units (KWH) 5,010,773 4,200,525

Total Amount (Rs.) 18,979,836 15,993,395 Rate/ Unit (Rs. Per Unit) 3.79 3.81 b) Own Generation i) Through Diesel Generator units (KWH) 294,168 432,576 Unit per Liter of Diesel Oil 2.51 3.46 Cost/unit (Rs.) 13.41 9.82 ii) Through steam turbine/generator units N.A N.A Units per litre of fuel oil/gas

2 Coal (specify quality and where used) Quantity (tones) (MT) N.A N.A Total Cost (Rs.) N.A N.A Average rate (Rs.) N.A N.A

3 Furnace Oil Total amount (Average rate) N.A N.A

4 Others/Internal Generation Quantity N.A N.A Total cost N.A N.A Rate/Unit N.A N.A

B Consumption per unit of production(Sponge Iron)

Standard (if any)

Current Year (MT)

Previous Year (MT)

Products (with details) Unit Electricity --- 210.67 99.74 Coal (Specify Quality) --- N.A N.A Furnace Oil --- N.A N.A Others (Specify) --- N.A N.A

By order of the Board of Directors

For Aryan Ispat and Power Private Limited Place: New Delhi

Dated: 27th August, 2009 Sd/-

(Ganesh Chandra Mrig) Chairman

Auditors’ Report

To the members of Aryan Ispat and Power Private Limited

We have audited the attached Balance Sheet of Aryan Ispat and Power Private Limited (“the Company”) as at 31 March 2009, the Profit and Loss Account and the Cash Flow Statement of the Company for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.





b) in our opinion, proper books of account as required by law have been kept by the Company, so far as appears from our examination of those books;



e) on the basis of written representations received from the directors, as on 31 March 2009, and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31 March 2009 from being appointed as a director in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956;

f) attention is invited to note III 16 of schedule 19 with regard to certain transactions entered into by the Company in the current year upto 22 March 2009 as well as previous years, covered under section 297 of the Companies Act, 1956, and in respect of which prior approval of the Central Government, as envisaged under that section, has not been obtained. However, the Company has obtained prior approval of Central Government for transactions entered/ to be entered for the period 1 April 2009 to 31 March 2012 and has also filed the necessary applications for compounding of transactions relating to the current year upto 22 March 2009 as well as relating to earlier years.


g) subject to our comments in paragraph (f) above, the impact of which is not ascertainable,, in our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:


(ii) in the case of the Profit and Loss Account, of the loss of the Company for the year ended on that date; and

(iii) in the case of the Cash Flow Statement, of the cash flows of the Company for the year ended on that date.


Sd/-

Akhil Bansal Place: Gurgaon PartnerDate: 27 August, 2009 Membership No.: 090906



(b) The Company has a regular programme of physical verification of its fixed assets by which all fixed assets are verified in a phased manner over a period of two years. According to that programme the Company has during the year physically verified certain assets. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

(c) There were no disposals of fixed assets during the year.

(ii) (a) The inventory, except goods-in-transit, has been physically verified by the management during the year. In our opinion, the frequency of such verification is reasonable.



(iii) The Company has neither granted nor taken any loans, secured or unsecured, to or from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956. Accordingly, other clauses of paragraph 4 (iii) of the Order is not applicable.

(iv) In our opinion and according to the information and explanations given to us, and having regard to the explanation that purchases of certain items of fixed assets are for the specialised requirements of the Company and suitable alternative sources are not available to obtain comparable quotations, there is an adequate internal control system commensurate with the size of the Company and the nature of its business with regard to sale of goods, purchase of inventories and fixed assets. The activities of the Company do not involve sale of services. In our opinion and according to the information and explanations given to us, there is no continuing failure to correct major weaknesses in internal control system.

(v) (a) In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 have been entered in the register required to be maintained under that section.

(b) In our opinion, and according to the information and explanations given to us, the transactions made in pursuance of contracts and arrangements referred to in (a) above and exceeding the value of Rs. 5 lakh with any party during the year have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time except for purchases of certain items of fixed assets which are for the specialised requirements of the Company and for which suitable alternative sources are not available

to obtain comparable quotations. However, on the basis of information and explanations provided, the same appear reasonable.Further, as explained in more detail in paragraph f) above of our audit report, no prior approval of the Central Government was obtained by the Company in respect of the transactions entered with other private companies and partnership firms during the period within which common directorship/common partners prevailed.



(viii) We have broadly reviewed the books of account maintained by the Company pursuant to the rules prescribed by the Central Government for maintenance of cost records under section 209(1)(d) of the Companies Act, 1956 in respect of sponge iron manufactured by the Company and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. However, we have not made a detailed examination of the records.

(ix) (a) According to the information and explanations given to us and on the basis of our examination of the records of the company, amounts deducted/accrued in the books of account in respect of undisputed statutory dues including Provident Fund, Wealth tax, Excise duty, Cess and other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities, except for dues in respect of Income tax, Sales tax, Service tax and Professional tax where there have been substantial delays. Further, as explained to us, the Company did not have any dues on account of Employees’ State Insurance, Customs duty and Investor Education and Protection Fund.



According to the information and explanations given to us, no undisputed amounts

payable in respect of Provident Fund, Income tax, Sales tax, Wealth tax, Service tax, Excise duty, Cess and other material statutory dues were in arrears as at 31 March 2009 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no dues of Income tax, Sales tax, Wealth tax, Service tax, Excise duty and Cess which have not been deposited with the appropriate authorities on account of any dispute.

Further, as explained to us, the provisions of Employees’ State Insurance, Customs duty and Investor Education and Protection Fund are not applicable to the Company.

(x) The Company’s accumulated losses at the end of the financial year are less than fifty per cent of its net worth and it has not incurred cash losses in the financial year and in the immediately preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to its bankers. Further, the Company

did not have any outstanding dues to any financial institution or to any debenture holders during the year.





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

(xvii) According to the information and explanations given to us and on an overall examination of the balance sheet of the Company, we are of the opinion that the funds raised on short-term basis have not been used for long-term investment.

(xviii) According to the information and explanations given to us, the company has made preferential allotment of shares to companies/firms/parties covered in the register maintained under section 301 of the Act. In our opinion, the price at which shares have been issued is not prejudicial to the interest of the company.





Sd/-

Akhil Bansal Place: Gurgaon PartnerDate: 27 August, 2009 Membership No.: 090906

Aryan Ispat and Power Private LimitedBalance Sheet as at 31 March 2009(All amounts are in Rupees)

Schedule As at 31 March 2009

As at 31 March 2008

I. SOURCES OF FUNDS

Shareholders’ fundsShare capital 1 400,000,000 300,000,000Reserves and surplus 2 400,000,000 -

800,000,000 300,000,000

Share application money pending allotment 951,765,212 397,165,212

Loan fundsSecured loans 3 916,828,157 561,346,567

Total 2,668,593,369 1,258,511,779


Fixed assets 4Gross block 688,684,488 360,616,320Less: Accumulated depreciation 62,608,355 38,462,597Net block 626,076,133 322,153,723Capital work in progress (refer to note III 14 of schedule 19) 1,595,778,093 793,298,289

2,221,854,226 1,115,452,012

Investments 5 175,296 108,360

Current assets, loans and advances

Current assetsInventories 6 318,433,587 142,740,529Sundry debtors 7 28,988,570 40,916,475Cash and bank balances 8 14,775,193 65,849,959Loans and advances 9 203,940,980 77,991,575

566,138,330 327,498,538

Less: Current liabilities and provisions 10Current liabilities 147,269,898 203,240,174Provisions 2,321,603 2,527,524

149,591,501 205,767,698



Profit and loss account 12 30,017,018 21,220,567

Total 2,668,593,369 1,258,511,779



For B S R & Company For Aryan Ispat and Power Private LimitedChartered Accountants

Sd/- Sd/- Sd/- Sd/-

Akhil Bansal Ex- Captain R. S. Sindhu G. C. Mrig Ritesh MalhotraPartner Chairman Managing Director Company SecretaryMembership no.: 090906

Place: Gurgaon Place: Boston (MA. USA) Place: Gurgaon Place: GurgaonDate: 27 August, 2009 Date: 27 August, 2009 Date: 27 August, 2009 Date: 27 August, 2009

Aryan Ispat and Power Private LimitedProfit and Loss Account for the year ended 31 March 2009(All amounts are in Rupees)

Schedules For the year ended 31 March 2009


Income

Gross sales 500,132,056 622,278,124Less: Excise duty on sales 60,965,398 86,888,303Net sales 439,166,658 535,389,821Sale of coal 84,508,154 10,873,003Other income 13 1,960,430 921,673

525,635,242 547,184,497

Expenditure

Material consumed 14 334,380,684 422,252,150Purchase of coal for resale 61,475,626 6,118,567Manufacturing expenses 15 50,732,707 38,861,293Personnel cost 16 28,186,731 19,264,321Administrative and selling expenses 17 24,879,455 17,042,815Depreciation 4 24,145,758 19,022,452Finance cost 18 10,133,460 8,184,764

533,934,421 530,746,362

Profit/(loss) before tax (8,299,179) 16,438,135

Provision for tax - Current tax for the year - 1,338,903 - Current tax for earlier years - - - Deferred tax charge/ (credit) - 12,715,011 - Fringe benefit tax 464,111 264,850 - Wealth tax 33,161 -Profit/ (loss) for the year after taxes (8,796,451) 2,119,371

Balance carried to Balance Sheet (8,796,451) 2,119,371

Earnings per share (refer note III 10 of schedule 19)Equity shares of face value of Rs. 100 eachBasic (2.33) 0.71Diluted (2.33) 0.62




Sd/- Sd/- Sd/- Sd/-

Akhil Bansal Ex- Captain R. S. Sindhu G.C. Mrig Ritesh MalhotraPartner Chairman Director Company SecretaryMembership no.: 090906


Aryan Ispat and Power Private LimitedCash Flow Statement for the year ended 31 March 2009(All amounts are in Rupees)



A) Cash flow from operating activitiesNet profit before tax (8,299,179) 16,438,135Adjustment for :Depreciation 24,145,758 19,022,452Finance cost 10,133,460 8,184,764Preliminary expenses / deffered revenue expenses written off - 3,811,516Interest income (1,329,943) (855,016)Operating profit/(loss) before working capital changes 24,650,096 46,601,851Adjustment for :(Increase) in inventories (175,693,058) (28,996,990)(Increase) in sundry debtors 11,927,905 (30,091,507)(Increase) in loans and advances (125,543,682) (19,106,084)Increase in current liabilities and provisions (56,313,468) 134,146,357Cash generated from operations (320,972,207) 102,553,627Taxes paid:Fringe benefit tax paid (360,000) (96,205)Income tax paid (405,723) (174,922)Net cash from operating activities (A) (321,737,930) 102,282,500

B) Cash from investing activitiesPurchase of fixed assets/capital work in progress (1,034,199,333) (655,800,933)Sale of fixed assets - 1,200,000Purchase of investments (66,936) (74,234)

Interest received 1,329,943 855,016Net cash used in investing activities (B) (1,032,936,326) (653,820,151)

C) Cash flow from financing activitiesProceeds from secured loans 543,109,196 403,076,427Repayment of secured loans (191,889,654) (3,286,827)Repayment of share application money (11,500,000) (22,250,000)Finance cost paid (102,220,051) (41,766,933)Proceeds from share application money 1,066,100,000 279,040,000Net cash from/ (used in) in financing activities (C ) 1,303,599,491 614,812,667

D) Net increase in cash and cash equivalents (A+B+C) (51,074,766) 63,275,016

E) Cash and cash equivalents as at the beginningCash in hand 490,378 1,619,234

Balance with scheduled banks - on current accounts 13,010,402 955,709 - on deposit accounts 52,344,179 -

Balances with others:Post office saving bank a/c 5,000 -

65,849,959 2,574,943F) Cash and cash equivalents as at the end

Cash in hand 622,914 490,378Balance with scheduled banks - on current accounts 12,997,279 13,010,402

- on deposit accounts 1,150,000 52,344,179Balances with others:Post office saving bank a/c 5,000 5,000

14,775,193 65,849,959Note:The cash flow statement has been prepared in accordance with 'Indirect method' as set out in the


Sd/- Sd/- Sd/- Sd/-

Akhil Bansal Ex- Captain R. S. Sindhu G.C. Mrig Ritesh MalhotraPartner Chairman Director Company SecretaryMembership no.: 090906


Accounting Standard (AS)-3 on 'Cash Flow Statement', as specified in the Companies(Accounting Standard) Rules, 2006

Aryan Ispat and Power Private LimitedSchedules forming part of the accounts(All amounts are in Rupees)

As at 31 March 2009

As at 31 March 2008


Authorised capital

7,000,000 equity shares of Rs.100 each 700,000,000 700,000,000previous year 7,000,000 equity shares of Rs. 100 each

700,000,000 700,000,000

Issued, subscribed and paid up capital

4,000,000 (previous year 3,000,000) equity shares of Rs.100 each fully paid up 400,000,000 300,000,000Of the above 2,540,000 (previous year 1,905,000) equity shares of Rs.100 each are held by Aryan Coal Benefications Private Limited, the holding company

400,000,000.00 300,000,000

Schedule 2: Reserve and surplus

Securities premium accountOpening balance - -Add: additions during the year 400,000,000 -

400,000,000 -

Schedule 3: Secured loans

Loans and advances from banks : - Cash credit* 74,970,680 63,054,893 - Term loan** 841,466,120 497,028,863 - Vehicle loans# - 246,811

Other loans and advances - Vehicle loans# 391,357 1,016,000

916,828,157 561,346,567

* Secured by way of first pari passu charge on current assets of the Company including bookdebts and stock along with Punjab and Sind Bank. Further, second pari passu charge on block ofassets of the Company situated at Sambalpur, Orissa and personal guarantees of the directors ofthe Company.

** Secured by way of first pari passu charge on block of assets of the Company situated atSambalpur, Orissa. Further, second pari passu charge on current assets of the Company includingbook debts along with personal gaurantees of the directors of the Company.Due within a year Rs. 191,018,200 (Previous year Rs. nil)

# Secured by way of first and exclusive charge on specific vehicles. Due within a year Rs. 391,357 (Previous year Rs.871,454)

Aryan Ispat and Power Private LimitedSchedules forming part of the accounts(All amounts are in Rupees)Schedule 5: Investments (Unquoted, non trade)

Long term investment (at cost)

Investments in government or trust securities

National saving certificates 175,296 108,360National Saving Certificates 161,000 101,000Interest Accured but not due 14,296 7,360

175,296 108,360

Schedule 6: Inventories (At lower of cost and net realisable value)

Stores and spares 26,317,963 8,567,162Raw materials* 239,574,180 76,778,039Work in progress - 599,931Finished goods 52,541,444 56,795,397

318,433,587 142,740,529* Includes material in transit of Rs. 12,525,519 (Previous year Rs. 14,600,945)

Schedule 7: Sundry debtors(Unsecured, considered good unless stated otherwise)

Debts outstanding for a period exceeding six months 3,859,265 3,408,691Other debts* 25,129,305 37,507,784

28,988,570 40,916,475*Includes Rs. 6,755,124 (Previous year Rs. nil) due from Mahavir Global Coal Limited, acompany in which certain directors of the company are directors. Mahavir Global Coal Limitedis also a company under the same management as defined within the meaning of section 370(1B) of the Companies Act, 1956.


Cash in hand 622,914 490,378Balances with scheduled banks: - on current accounts 12,997,279 13,010,402 - on deposit accounts* 1,150,000 52,344,179Balances with others:Post office saving a/c 5,000 5,000

14,775,193 65,849,959*Includes Rs. 1,110,000 (Previous year Rs. 51,654,179) pledged with banks as margin money against guarantees given.

Schedule 9: Loans and advances(Unsecured, considered good unless stated otherwise)

Advances recoverable in cash or in kind or for value to be received * 113,784,161 37,105,271Tax deducted at source 405,723 38,281Balance with excise and sales tax authorities 80,360,096 37,234,555Security deposits 9,391,000 3,613,468

203,940,980 77,991,575

* includes Rs. 10,000,000 (previous year Rs. 10,000,000) due from a director of the Company. Maximum amount due during the year Rs. 10,000,000 (previous year Rs. 10,000,000).



Current liabilities

Sundry creditors (Refer to note III 9 of schedule 19)-total outstanding dues of creditors other than micro and small enterprises* 136,513,676 185,100,987Other liabilities** 10,553,479 18,139,187Book overdraft 202,743 -

147,269,898 203,240,174*Includes salary, wages and bonus payable of Rs. 2,400,000 (previous year Rs. 1,541,463).**Includes provident fund payable of Rs. 500,634 (previous year Rs. 121,795)

Provisions

Provision for gratuity 2,184,331 1,138,693Provision for wealth tax 33,161 -Provision for income tax (net of advance tax for previous year of Rs. 174,922) - 1,163,981Provision for fringe benefit tax [net of advance fringe benefit tax of Rs. 360,000 (previous year Rs. 40,000)] 104,111 224,850

2,321,603 2,527,524


Preliminary expenses at the beginning of the year - 649,730Less: Written off during the year - (649,730)Preliminary expenses at the end of the year - -

Deferred revenue expenditure at the beginning of the year - 3,161,786Add: Incurred during the year - -Less: Written off during the year - (3,161,786)Deferred revenue expenditure at the end of the year - -

Schedule 12: Profit and loss accountOpening balance 21,220,567 23,190,262Add: Gratuity transitional liability (refer note III 2 of schedule 19) - 149,676Add: Transferred from Profit and Loss Account 8,796,451 (2,119,371)

30,017,018 21,220,567




Schedule 13: Other income

Interest income 1,329,943 859,250[tax deducted at source Rs. 274,102 (previous year Rs. 174,922)]Miscellaneous income 630,487 62,423

1,960,430 921,673

Schedule 14: Material consumed

Raw materials consumedOpening stock 76,778,039 79,325,380 Add : Purchases 481,856,028 422,311,824

558,634,067 501,637,205Less: Closing stock 239,574,180 319,059,887 76,778,039 424,859,165

Stores and spare partsOpening stock 8,567,162 10,334,912Add : Purchases 36,980,677 16,155,554

45,547,839 26,490,466Less: Closing stock 26,317,963 19,229,876 8,567,162 17,923,304

Increase/(Decrease) in stocks

Opening stock Finished goods 56,795,397 7,114,790Work in progress 599,931 16,968,457Excise duty on finished goodsLess: Closing stock Finished goods 52,541,444 56,795,397Work in progress - 4,853,884 599,931 (33,312,081)Increase/(Decrease) in excise duty on finished goods (8,762,963) 12,781,762

(3,909,079) (20,530,319)334,380,684 422,252,150

Schedule 15: Manufacturing expenses

Power and fuel 24,949,885 23,662,230Loading and unloading expenses 3,814,715 9,321,845Equipment hire charges 2,171,518 548,695Repair and maintenance - Building 5,126,485 349,519 - Plant and machinery 14,670,104 4,979,004

50,732,707 38,861,293

Schedule 16: Personnel cost

Salaries, wages and bonus 22,341,238 16,314,918Contribution to provident fund and other funds 2,551,874 1,291,263Gratuity 1,045,638 604,273Staff welfare expenses 2,247,981 1,053,867

28,186,731 19,264,321



Rent 826,208 494,825Rates and taxes 772,138 875,285Insurance 1,109,268 670,066Legal and professional 1,374,864 904,587Security charges 683,603 284,249Communication 1,078,296 691,769Printing and stationery 108,866 160,881Electricity and water 132,891 239,222Bank charges 808,700 907,917Business promotion 271,249 88,553Donation 711,377 1,307,313Sales commission 1,080,128 1,616,072Quality deductions 3,687,497 1,638,240Preliminary expenses / deferred revenue expenses written off - 3,811,516Travelling and conveyance 7,673,384 3,198,074Bad debts 3,604,253 -Miscellaneous expenses 956,733 154,246

24,879,455 17,042,815

Schedule 18: Finance cost

Interest on cash credits 8,778,274 7,972,369Interest on vehicle loans 83,056 212,395Interest on term loan 1,272,130 -

10,133,460 8,184,764

Aryan Ispat and Power Private Limited Schedules forming part of accounts (All amounts are in Rupees)

Schedule 19


I. Background

Aryan Ispat and Power Private Limited (‘the Company’) was incorporated on 28 April 2003. The Company is engaged in manufacturing of sponge iron. The Company is a subsidiary of Aryan Coal Benefications Private Limited (63.5%).


1 Accounting Convention

The Company maintains its accounts on accrual basis. The financial statements are prepared and presented under the historical cost convention in accordance with the Generally Accepted Accounting Principles (‘GAAP’) in India and mandatory accounting standards as specified in the Companies (Accounting Standards) Rules, 2006, the provisions of the Companies Act, 1956, to the extent applicable, and as adopted consistently by the Company.

2 Use of estimates

The preparation of financial statements in conformity with Generally Accepted Accounting Principles (GAAP) in India requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities on the date of the financial statements. Actual results could differ from those estimates. Differences between the actual results and estimates are recognised in the year in which the results are known or materialised. Any revision to accounting estimates is recognised prospectively in current and future periods.

3 Fixed assets

Fixed assets are stated at cost less accumulated depreciation and impairment losses, if any. The cost of fixed assets includes inward freight, duties, taxes and incidental expenses related to acquisition and installation incurred upto the date of commissioning of the assets. Fixed assets under construction, advances paid towards acquisition of fixed assets and cost of asset not put to use before the year end, are disclosed as capital work in progress. Assets held for disposal are stated at their estimated residual values as at the balance sheet date.

4 Impairment of assets

The carrying amounts of assets are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any such indication exists, the asset’s recoverable amount is estimated. An impairment loss is recognised whenever the carrying amount of an asset or its cash generating unit exceeds its recoverable amount. Impairment losses are recognised in the Profit and Loss Account. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined net of depreciation or amortisation, if no impairment loss had been recognised.


Schedule 19


5 Depreciation

For assets used for sponge operations Depreciation is provided on pro-rata basis as per straight line method (SLM) at rates based upon management estimates of useful lives of the assets. Such rates are equal to higher than the rates prescribed in Schedule XIV of the Companies Act, 1956.

For assets used for coal beneficiation operation Depreciation is provided on pro-rata basis as per written down value (WDV) method at rates based upon management estimates of useful lives of the assets. Such rates are equal to higher than the rates prescribed in Schedule XIV of the Companies Act, 1956.

6 Investments

Investments are classified into long term and current investments. Long term investments are stated at cost and provision is made to recognize any decline, other than temporary, in the value of such investments. Current investments are carried at the lower of cost and fair value and provision is made to recognize any decline in the carrying value.

7 Inventories

a) Raw material including stores and spares are valued at cost or net realizable value whichever is lower and computed on first in first out basis (FIFO).

b) Work in progress is valued on FIFO basis, including cost of conversion. The cost of conversion includes direct costs and systematic allocation of labour and other production overheads.

c) Finished goods are valued at cost or net realizable value (NRV) whichever is lower. Cost includes cost of conversion and other costs incurred in bringing the inventory to their present location and condition including excise duty.

8 Revenue recognition

Revenue from sale of goods is recognised when goods are dispatched to the customer which coincides with the transfer of significant risks and rewards. Sales represent the invoiced value of goods (net of sales tax) but inclusive of excise duty.

9 Borrowing costs

Borrowing costs that are attributable to the acquisition of qualifying assets are capitalized as part of the cost of such assets. A qualifying asset is one that necessarily takes a period of one year or more to get ready for intended use. All other borrowing costs are charged to revenue.

10 Employee benefits

All employee benefits payable wholly within twelve months of rendering the service are classified as short-term employee benefits. Benefits such as salaries, wages, short term compensated absences and bonus, etc., are recognized in the profit and loss account in the period in which the employee renders the related service.


Schedule 19


The employee’s provident fund scheme is a defined contribution plan. The Company’s contribution paid/payable under the scheme is recognized as an expense in the profit and loss account during the period in which the employee renders the related service.

The Company’s gratuity scheme is a defined benefit plan. The present value of the obligation under such defined benefit plan is determined based on actuarial valuation using the Projected Unit Credit Method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation is measured at the present value of the estimated future cash flows. The discount rate used for determining the present value of the obligation under defined benefit plans, is based on the market yields on Government securities as at the balance sheet date. Actuarial gains and losses are recognized immediately in the profit and loss account.

11 Taxation (current and deferred)

Income tax expense comprises current tax/fringe benefit tax (i.e. the amount of tax for the period determined in accordance with the income-tax law) and deferred tax charge or credit (reflecting the tax effects of timing differences between accounting income and taxable income for the period). The deferred tax charge or credit and the corresponding deferred tax liabilities or assets are recognized using the tax rates that have been enacted or substantively enacted by the Balance Sheet date. Deferred tax assets are recognized only to the extent there is reasonable certainty that the assets can be realized in the future. However, where there is unabsorbed depreciation or carry forward loss under taxation laws, deferred tax assets are recognized only if there is a virtual certainty of realization of such assets. Deferred tax assets are reviewed as at each Balance Sheet date and written down or written-up to reflect the amount that is reasonably/virtually certain (as the case may be) to be realized.

12 Operating leases

Leases where the lessor effectively retains substantially all the risks and benefits of ownership of the leased asset are classified as operating leases. Operating lease charges are recognized as an expense in the Profit and Loss Account on a straight line basis.

13 Provisions and contingencies


Contingent liabilities are disclosed in respect of possible obligations that have arisen from past events and the existence of which will be confirmed only by the occurrence or non occurrence of future events not wholly within the control of the Company. Contingent liabilities are also disclosed for present obligations in respect of which it is not probable that there will be an outflow of resources or a reliable estimate of the amount of obligation cannot be made.

When there is a possible obligation or a present obligation where the likelihood of an outflow of resources is remote, no disclosure or provision is made.


Schedule 19


14 Earnings per share

In computing earnings per share, the Company considers net profit/(loss) after tax. Basic earnings per share are computed by the weighted average number of equity shares outstanding during the year. Diluted earnings per share are computed using the weighted average number of equity and dilutive equivalent shares outstanding during the year, except where results would be anti-dilutive.


1. Capital commitment

The estimated amount of contracts remaining to be executed on capital account as at 31 March 2009 are Rs. 272,707,116 (previous year Rs. 789,647,622).

2. (a) General description of defined benefit plan:

Gratuity plan


The Gratuity Fund



(Rs.)


(Rs.) Changes in the present value of defined benefit obligation Projected benefit obligation at the beginning of year 1,138,693 534,420 Current service cost 972,603 549,082 Interest cost 168,660 86,598 Actuarial loss/(gain) (95,625) (31,407) Benefits paid - Projected benefit obligation at the end of the year 2,184,331 1,138,693

Amount recognised in the balance sheetProjected benefit obligation at the end of the year 2,184,331 1,138,693 Fair value of plan assets at the end of the year - - Funded status of the plans – asset/(liability) - Asset recognised in the balance sheet -


Schedule 19


Expense recognised in the Profit and Loss Account Current service cost 972,603 549,082 Interest cost on benefit obligation 168,660 86,598 Expected return on plan assets - - Net actuarial (gain)/loss recognised in the year (95,625) (31,407) Net gratuity cost 1,045,638 604,273


a. Economic assumptions: The principal assumptions are the discount rate and salary escalation rate. The discount rate is generally based upon the market yields available on Government bonds at the accounting date with a term that matches that of the liabilities and the salary growth rate takes account of inflation, seniority, promotion and other relevant factors on long term basis. The assumptions used are summarized in the following table:

As at 31 March 2009

As at 31 March 2008

Discount rate 7.70% 8.00% Salary growth rate 10% 10.00%

b. Demographic assumptions:

As at 31 March 2009

As at 31 March 2008

Retirement age 60 years 60 years Mortality table LIC (1994-96) duly modified LIC (1994-96) duly modified Employee turnover Upto 30 years- 5% Upto 30 years- 5% Upto 40 years-3% Upto 40 years-3% Upto 50 years -2% Upto 50 years -2% Above 50 years-1% Above 50 years-1%

3. Installed Capacity and production (as certified by the management and relied upon by the Auditors, being a technical matter)

Class of goods Installed capacity (MT) Actual production (MT) Current year Previous year Current year Previous year

Sponge iron 60,000 60,000 25,223 45,928

The provisions of the Industries Development Regulation Act, 1951, relating to licensed capacity are not applicable to the Company.


Schedule 19


4. Raw materials, stores and spares consumption

Class of goods Units Current year Previous year Quantity Value (Rs.) Quantity Value (Rs.)

Raw material Iron ore MT 49,794 233,860,543 75,005 257,504,163 Coal MT 72,644 84,204,184 66,831 166,020,530 Dolomite MT 908 995,160 1,354 1,334,472 319,059,887 424,859,165 Stores and spares

Others * * 19,229,876 * 17,923,304 19,229,876 17,923,304

*It is not practicable to furnish quantitative information in view of the considerable number of items diverse in size and nature. These items in value individually account for less than 10% of the total value of raw materials consumed.

Note: No imported raw materials, stores, components and spares have been consumed during the year.

5. Details of finished goods manufactured by the Company


Sponge iron

Opening stock MT 4,123 56,795,397 704 7,114,790 Closing stock MT 3,810 52,541,444 4,113 56,795,397 Sales MT 25,536 439,166,658 42,519 535,389,821

6. Details of traded goods


CoalOpening stock MT - - - - Purchases MT 54,099 61,475,626 12,278 6,118,567 Sales MT 54,099 84,508,154 12,278 10,873,003 Closing stock MT - - - -


Schedule 19


7. Legal and professional fee include auditors’ remuneration (excluding out of pocket expenses):



Statutory audit fees 300,000 300,000 Service tax 30,900 37,080

330,900 337,080

8. Managerial remuneration

Managerial remuneration under Section 198 of the Companies Act, 1956 to the Directors of the Company is as follows:



Salaries and allowances 1,362,308 877,692 Bonus 120,000 - Perquisite 169,000 - Contribution to Provident Fund 133,477 -

1,784,785 877,692


9. Based on the information presently available with the management, there are no dues outstanding to micro and small enterprises covered under the Micro, Small and Medium Enterprises Development Act, 2006.





Profit / (loss) after tax attributable to equity shareholders (Rs.) (8,796,451) 2,119,371

Weighted average number of equity shares outstanding during the year (Nos.)

3,772,603 3,000,000

Add: Effect of dilutive issues of shares - 420,932

Weighted average number of equity shares and potential equity shares outstanding during the year (Nos.)

- 3,420,932

Nominal value per share (Rs.) 100 100

Basic earnings/(loss) per share (Rs.) (2.33) 0.71 Diluted earnings/(loss) per share (Rs.) (2.33) 0.62


Schedule 19


11. Segment Reporting

The Company is primarily engaged in the manufacture/trading of sponge iron and related products. All these activities are within the country. India represents one geographical segment and these activities represent one business segment in the context of Accounting Standard 17 on “Segment Reporting”, notified by the Companies (Accounting Standards) Rules, 2006.

12. Deferred tax assets/liabilities included in the Balance Sheet comprise the following:


(Rs.)


(Rs.) Deferred tax liability Depreciation 29,009,834 17,874,997 Total 29,009,834 17,874,997 Deferred tax asset Provision for gratuity 742,454 387,042 Preliminary expenses 55,211 165,632 Brought forward business losses and unabsorbed depreciation

36,470,409 23,079,561

Total 37,268,074 23,632,235 Deferred tax asset recognized to the extent of deferred tax liability

29,009,834 17,874,997

Net deferred tax asset/(liability) - -

As at 31 March 2009, the Company has significant brought forward business losses and unabsorbed depreciation. In view of absence of virtual certainty of realisation of brought forward losses and unabsorbed depreciation, deferred tax asset on these has been recognised only to the extent of deferred tax liability.

13. Operating leases

The Company has taken residential accommodation for employees and guest houses under cancellable operating lease arrangements, with options of renewal at the end of the lease term. Lease payments charged during the year to the profit and loss account aggregate to Rs. 826,208 (previous year Rs. 494,825).

14. Capital work in progress

The Company is in process of constructing an integrated steel plant (Sponge iron plant, 18 MW power plant, coal washery, railway siding, steel melt shop etc.) at Sambalpur (Orissa). During the current year the Company has capitalized coal washery and railway siding.


Schedule 19


Integrated steel plant

Particulars As at As at 31 March 2009 31 March 2008

(Rs.) (Rs.) Plant and machinery 1,126,769,940 364,585,170 Factory building 248,577,227 151,124,299 Railway siding 117,598,962 80,612,509 Other buildings 11,792,035 5,070,953 Interest on loans 77,668,205 37,523,989 Others 171,571,691 51,460,155 Advance for capital goods 58,334,093 102,921,214 Less: Capitalized during the year - - Railway siding (includes interest on loans of Rs. 89,21,662)

132,376,075 -

- Plant and machinery (includes interest on loans of Rs. 9,758,772)

81,824,401 -

- Factory building 2,333,584 - Total 1,595,778,093 793,298,289

15. Related party disclosures

a) Related party and nature of the relationship with whom transactions have taken place during the year:

Holding company:



Aryan Clean Coal Technologies Private Limited Kartikay Coal Washeries Private Limited

Key Management Personnel (KMP):

Mr. Ganesh Chandra Mrig, Managing Director Mr. Gurubaksh Singh Garcha, Executive Director (upto 7 March 2009)

Relatives of key management personnel (Relatives): Ms. Surabhi Sindhu Mr. Vir Sen Sindhu


Mahavir Global Coal Limited Sainik Finance and Industries Limited


Schedule 19


Jain Re Rollers Limited Indus Portfolio Private Limited

b) Related party transactions: (Amount in Rupees).

Particulars Holding company

Fellow subsidiaries

KMP Relatives Others Total

Transactions during the year

Sale of goods -(3,120,875)

-(3,189,638)

-(-)

-(-)

3,833,201 (-)

3,833,201 (6,310,513)

Salaries paid - (-)

-(-)

-(-)

200,000 (800,000)

-(-)

200,000 (800,000)

Managerial remuneration paid

-(-)

-(-)

1,784,785 (877,692)

-(-)

-(-)

1,784,785 (877,692)

Proceeds from share application money

867,600,000 (198,740,000)

-(-)

-(-)

-(-)

198,500,000 (80,300,000)

1,066,100,000 (279,040,000)

Repayment of share application money

11,500,000 (5,000,000)

-(-)

-(6,935,000)

-(10,315,000)

-(-)

11,500,000 (22,250,000)

Loan repayment - (-)

-(-)

-(-)

-(-)

-(880,000)

-(880,000)

Purchases of goods 21,589,843 (50,875,299)

-(-)

-(-)

-(-)

-(-)

21,589,843 (50,875,299)

Benefication charges paid

-(3,951,457)

-(-)

-(-)

-(-)

-(-)

-(3,951,457)

Purchases of fixed assets

-(-)

62,615,588 (16,123,097)

-(-)

-(-)

-(-)

62,615,588 (16,123,097)

Reimbursement of expenses- paid (net)

2,056,625 (1,292,233)

-(-)

-(-)

-(-)

-(-)

2,056,625 (1,292,233)

Legal and professional charges paid

-(-)

-(-)

-(-)

-(-)

13,500 (12,000)

13,500 (12,000)

Outstanding balances as at year end

Debtors - (-)

-(689,638)

-(-)

-(-)

6,755,124 (-)

6,755,124 (689,638)

Sundry creditors 6,347,268 (7,046,890)

14,393,716 (7,774,161 )

- (-)

-(-)

-(-)

20,740,984 (14,821,051)



Schedule 19


Related party transactions having value of more than 10% of total transaction in that category (amounts in Rupees)

Particulars For the year ended 31 March 2009


Sale of goods Mahavir Global Coal Limited 3,833,201 - Kartikay Coal Washeries Private Limited - 3,189,638 Aryan Coal Benefications Private Limited 3,120,875 Total 3,833,201 6,310,513

Salaries paid Ms. Surabhi Sindhu 200,000 800,000 Total 200,000 800,000

Managerial remuneration paid Mr. Gurubaksh Singh Garcha 1,362,308 577,692 Mr. Ganesh Chandra Mrig - 300,000 Total 1,362,308 877,692

Proceeds from share application money Aryan Coal Benefications Private Limited 867,600,000 198,740,000 Mahavir Global Coal Limited 178,500,000 80,300,000 Others 20,000,000 - Total 1,066,100,000 279,040,000

Repayment of share application money Aryan Coal Benefications Private Limited 11,500,000 5,000,000 Mr. Ganesh Chandra Mrig - 6,075,000 Mr. Vir Sen Sindhu - 10,315,000 Others - 860,000 Total 11,500,000 22,250,000

Loan repayment Sainik Finance and Industries Limited - 880,000 Total - 880,000

Purchases of fixed assets Aryan Clean Coal Technologies Private Limited 62,615,588 16,123,097 Total 62,615,588 16,123,097

Legal and professional charges paid Indus Portfolio Private Limited 13,500 12,000 Total 13,500 12,000


Schedule 19


16. The Company has in the current year upto 22 March 2009 as well as previous years entered into certain transactions as described below with private companies and firms, in which director(s) of the Company were director(s)/partner(s). Inadvertently the Company has not obtained the prior approval of the Central Government as envisaged under section 297 of the Companies Act, 1956, in respect of the above transactions.


Purchases 261,528,234 Services received 5,588,370 Sales 6,838,796

Subsequently, the Company has filed the necessary compounding applications for the above mentioned period with the Central Government. Further, the Company has obtained prior Central Government approval for transactions from 1 April 2009 upto 31 March 2012.

17. Previous year’s figures have been regrouped / re-arranged (including additional disclosures) where considered appropriate wherever necessary to conform to the current year’s groupings / classifications.

For Aryan Ispat and Power Private Limited

Sd/- Sd/- Sd/-

Ex- Captain R. S. Sindhu G. C. Mrig Ritesh Malhotra Chairman Managing Director Company Secretary

Place: Boston (MA. USA) Place: Gurgaon Place: Gurgaon Date: 27 August, 2009 Date: 27 August, 2009 Date: 27 August, 2009



II Capital raised during the year (Rupees in Thousands)Public issue Nil Rights issue Nil Bonus issue Nil Private placement 100,000



Sources of fundsPaid up capital 400,000 Reserves and surplus 400,000Share Application Money 951,765 Loan funds 916,828Current liabilities and provisions 149,592Deferred tax liability Nil

Application of fundsFixed assets 626,076 Deffered Tax Assets NilCapital work in progress 1,595,778 Net Current Assets 416,547Investment 175 Accumulated Losses 30,017

IV Performance of company (Rupees in Thousands)Turnover 525,635 Total expenditure 533,934Profit before tax (8,299) Profit after tax (8,796)Basic loss per share (in Rs.) (2.33) Dividend rate % NilDiluted loss per share (in Rs.) (2.33)


Item code No. (ITC Code) Product descriptionNot applicable Sponge iron

For and on behalf of the Board of Directors of Aryan Ispat and Power Private Limited

Sd/- Sd/- Sd/-

Ex- Captain R. S. Sindhu G.C. Mrig Ritesh Malhotra Chairman Director Company Secretary

Place: Boston (MA. USA) Place: Gurgaon Place: GurgaonDate: 27 August, 2009 Date: 27 August, 2009 Date: 27 August, 2009

Aryan Ispat and Power Private LimitedInformation pursuant to Part IV of Schedule VI of the Companies Act, 1956

Annexure-E Connoiseur Resources Limited (A BVI Company)

Registered Office : Nerine Chambers, P.O. Box 905, Road Town, Tortola, British Virgin Islands

CONNOISEUR RESOURCES LIMITED, BVIRegd. Off.: Nerine Chambers, P.O. Box 905, Road Town, Tortola, British Virgin Islands

NOTICE

Notice is hereby given that the Second Annual General Meeting of the Company shall be held on 13 May2009 at 7th Floor, Office Block, Ambience Mall, NH-08, Gurgaon-122001 at 4.30 P.M. to transact thefollowing business:

ORDINARY BUSINESS

1. To receive, consider and adopt the Audited Balance Sheet of the Company as at 31st March, 2009 andProfit & Loss Account for the year ended on 31st March, 2009 together with the Directors’ Report andAuditors’ Report thereon.

2. To appoint Statutory Auditors of the company :-

“RESOLVED THAT M/s SMR & Associates, Chartered Accountants, being eligible who have offeredthemselves for appointment, be and are hereby appointed as the Statutory Auditors of the Company inplace of retiring auditors M/s Ajay Pujani & Associates, Chartered Accountants, New Delhi to holdoffice as such from the date of conclusion of ensuing Annual General Meeting till the date of conclusionof the next Annual General Meeting of the Company at such remuneration as fixed by the Board ofDirectors.”

By order of the Board of DirectorsFor Connoiseur Resources Limited, BVI

Place : GurgaonDated : 29-04-2009 sd/-

(Ex-Captain R.S. Sindhu)Director

CONNOISEUR RESOURCES LIMITED, BVIRegd. Off.: Nerine Chambers, P.O. Box 905, Road Town, Tortola, British Virgin Islands

DIRECTORS’ REPORT

To,The Members,Ladies and Gentlemen,

Your directors have pleasure in presenting Second Annual Report together with the Audited Statement ofAccounts for the year ended on 31st March, 2009:

1. FINANCIAL RESULTS(Figures in USD)

Particulars 2008-09 2007-08Interest Income 418 -Net loss transferred to profit and loss account 1,707 2,566

2. OPERATIONS

The company is yet to commence business operations.

3. DIVIDEND

Your Directors do not recommend any dividend during the financial year ended on 31st March 2009.

5. DIRECTORS

There is no change in the directors of the company during the financial year 2008-09.

6. AUDITORS

M/s SMR & Associates, Chartered Accountants, being eligible who have offered themselves forappointment are appointed as the Statutory Auditors of the Company in place of retiring auditors M/s AjayPujani & Associates, Chartered Accountants, to hold office as such from the date of conclusion of ensuingAnnual General Meeting till the date of conclusion of the next Annual General Meeting of the Company atsuch remuneration as fixed by the Board of Directors.

By order of the Board of DirectorsFor Connoiseur Resources Limited, BVI

Place : GurgaonDated : 29-04-2009 sd/-

(Ex-Captain R.S. Sindhu)Director

Ajay Pujani & Associates,M-42, 2nd Floor, M Block Central Market,

GK Part-II, New Delhi-1100048

AUDITORS' REPORT

The Members,Connoiseur Resources Limited, BVI

1. We have audited the attached Balance Sheet of Connoiseur Resources Limited, BVI, as at 31 March2009, and also the profit and loss account for the year ended 31 March 2009. These financial statementsare the responsibility of the company’s management. Our responsibility is to express an opinion on thesefinancial statements based on our audit.

2. We have conducted our audit in accordance with the generally accepted auditing standards. An auditincludes examining, on a test basis, evidence supporting the amounts and disclosures in the financialstatements. An audit also includes assessing the accounting principles used and significant estimates madeby management, as well as evaluating the overall financial statement presentation. We believe that ouraudit provides a reasonable basis for our opinion.

3. We further report that:

i) We have obtained all the information and explanations, which to the best of our knowledge and beliefwere necessary for the purposes of our audit.

ii) In our opinion, the company has kept proper books of account as required by law so far as appearsfrom our examination of those books.

iii) The Balance Sheet & Profit and Loss account dealt with by this report are in agreement with thebooks of accounts.

iv) In our opinion and to the best of our information and according to the explanations given to us, thesaid accounts give the information in the manner so required and give a true and fair view inconformity with the accounting principles generally accepted:

a) in the case of the Balance Sheet, of the state of affairs of the company as at 31 March 2009,

b) in the case of the Profit and Loss account, of the loss for the year ended 31 March 2009,

c) in the case of Cash Flow statement, of the cash flows for the year ended on that date.

For Ajay Pujani & AssociatesChartered Accountants

Sd/-Place : Gurgaon Ajay PujaniDated: 29-04-2009 Membership no.: 92837

Proprietor

Connoiseur Resouces Limited, BVIBalance Sheet as at 31 March 2009(All amounts are in USD)


As at31 March 2008

I. SOURCES OF FUNDS

Shareholders' fundsShare capital 1 10,000 10,000Share application money 38,135 2,185

48,135 12,185


Current assets, loans and advancesCash and bank balances 2 44,424 10,000

44,424 10,000

Less : Current liabilities and provisions 3Current liabilities 562 381

Net current assets 43,862 9,619

Profit and Loss 4 4,273 2,566

48,135 12,185Significant accounting policies and notes to the accounts 5The accompanying notes and schedules form an integral part of the accounts.

As per our report of even date attachedFor Ajay Pujani & Associates For Connoiseur Resouces Limited, BVIChartered Accountants

sd/- sd/- sd/-Ajay Pujani Ex-Captain R.S. Sindhu G.C. MrigProprietor Director DirectorMembership no.: 92837Place : Gurgaon Place : Gurgaon Place : GurgaonDate : 29-04-2009 Date : 29-04-2009 Date : 29-04-2009

Connoiseur Resouces Limited, BVIProfit and Loss Account for the year ended 31 March 2009(All amounts are in USD)

Particulars Schedule For the yearended

For the yearended


Interest income 418 -418 -

Expenditure

Preliminary expenses written-off - 950Auditors' remuneration 281 281Corporate secretary fees 600 600Bank Charges 457 -Postage and Telegram 132 -Rate, taxes and fees 655 735

2,125 2,566

Net Profit/(Loss) carried forward to Balance Sheet (1,707) (2,566)

Earnings per share (refer note II 2 of schedule 5)Equity shares of face value of USD 1 eachBasic (0.17) (0.89)



sd/- sd/- sd/-Ajay Pujani Ex-Captain R.S. Sindhu G.C. MrigProprietor Director DirectorMembership no.: 92837Place : Gurgaon Place : Gurgaon Place : GurgaonDate : 29-04-2009 Date : 29-04-2009 Date : 29-04-2009

Connoiseur Resouces Limited, BVICash Flow Statement for the year ended 31 March 2009(All amounts are in USD)

For the yearended

For the yearended


Net profit/(loss) before tax (1,707) (2,566)Adjustments for :Preliminary expenses written off - 950Operating profit before working capital changes (1,707) (1,616)Adjustments for :Decrease/ (Increase) in current liabilities and provisions 181 381Net cash from operating activities (A) (1,526) (1,235)

B) Cash flow from financing activities:Proceeds from issue of equity share capital - 10,000Payment of preliminary expenses - (950)Proceeds from share application money 35,950 2,185Net cash from in financing activities (C ) 35,950 11,235

C) Net increase in cash and cash equivalents (A+B) 34,424 10,000

E) Cash and cash equivalents as at the beginning of the yearBalance with scheduled bank-on current accounts 10,000 -

10,000 -F) Cash and cash equivalents as at the end of the year

Balance with scheduled bank-on current accounts 44,424 10,000

44,424 10,000


sd/- sd/- sd/-Ajay Pujani (Ex-Capt. R.S. Sindhu) (G.C. Mrig)Proprietor Director DirectorMembership no.: 92837Place : Gurgaon Place : Gurgaon Place : GurgaonDate : 29-04-2009 Date : 29-04-2009 Date : 29-04-2009

Connoiseur Resouces Limited, BVISchedules forming part of the accounts(All amounts are in USD)

As at31 March 2009

As at31 March 2008


Authorised capital50,000 equity shares of USD 1 each 50,000 50,000

Issued, subscribed and paid up capital10,000 equity shares of USD 1 each 10,000 10,000

10,000 10,000


Balance with scheduled banks:On current accounts:

Soceite General Bank & Trust, Singapore Branch 44,424 10,000

44,424 10,000

Schedule 3 - Current liabilities and provisionsCurrent liabilities

Sundry creditorsHeritage Fiduciary Services Pte Ltd. - 100Ajay Pujani & Associates 562 281

562 381

Schedule 4 - Profit and loss

Opening balance 2,566 -Add: transferred from profit and loss account 1,707 2,566

4,273 2,566

Connoiseur Resources Limited, BVISchedules forming part of the accounts

Schedule 5-Significant accounting policies and notes to the accounts

I. Significant accounting policies

1. Accounting convention:The financial statements are prepared and presented under the historical cost convention inaccordance with the Generally Accepted Accounting Principles (‘GAAP’) and as adoptedconsistently by the Company.

2. Use of estimates:The preparation of financial statements in conformity with Generally Accepted AccountingPrinciples (GAAP) requires management to make estimates and assumptions that affect thereported amounts of assets and liabilities and the disclosure of contingent liabilities on the date ofthe financial statements. Actual results could differ from those estimates. Differences between theactual results and estimates are recognised in the year in which the results areknown/materialized. Any revision to accounting estimates is recognised prospectively in currentand future periods.

3. Revenue recognition:Interest income:Interest income is recognised on a time proportion basis considering the contracted rate of return.

4. Foreign currency transactions:Foreign currency transactions are recorded at the rate of exchange prevailing on the date of therespective transactions. Monetary foreign currency assets and liabilities remaining unsettled at thebalance sheet date are translated at the rates of exchange prevailing on that date. Gains/(losses)arising on account of realisation/settlement of foreign exchange transactions and on translation offoreign currency assets and liabilities are recognised in the Profit and Loss Account.

5. Earnings per share:In computing earnings per share, the Company considers net profit/(loss) after tax. Basic earningsper share are computed by the weighted average number of equity shares outstanding during theyear. Diluted earnings per share are computed using the weighted average number of equity anddilutive equivalent shares outstanding during the year, except where results would be anti-dilutive.

6. Provisions and contingencies:The Company recognises a provision when there is a present obligation as a result of a past eventand it is more likely than not that there will be an outflow of resources embodying economicbenefits to settle such obligation and the amount of such obligation can be reliably estimated.Provisions are not discounted to its present value, and are determined based on the management’sbest estimate of the amount of obligation required at the year end. These are reviewed at eachbalance sheet date and adjusted to reflect current management estimates.Contingent liabilities are disclosed in respect of possible obligations that have arisen from pastevents and the existence of which will be confirmed only by the occurrence or non occurrence offuture events not wholly within the control of the Company. Contingent liabilities are alsodisclosed for present obligations in respect of which it is not probable that there will be anoutflow of resources or a reliable estimate of the amount of obligation cannot be made.




7. Impairment of assets:The carrying amounts of assets are reviewed at each balance sheet date to determine whetherthere is any indication of impairment. If any such indication exists, the asset’s recoverableamount is estimated. An impairment loss is recognised whenever the carrying amount of an assetor its cash generating unit exceeds its recoverable amount. Impairment losses are recognised inthe Profit and Loss Account. An impairment loss is reversed if there has been a change in theestimates used to determine the recoverable amount. An impairment loss is reversed only to theextent that the asset’s carrying amount does not exceed the carrying amount that would have beendetermined net of depreciation or amortisation, if no impairment loss had been recognised.

8. Accounting policies not specifically referred to otherwise are consistent and in consonance withgenerally accepted accounting principles.

II. Notes to accounts

1. Auditors’ remuneration include (excluding out of pocket expenses):(Amounts in USD)



Statutory audit fees 250 250Service tax 31 31

281 281





Profit/(Loss) after tax attributable to equityshareholders (USD)

(1,707) (2,566)

Number of shares considered as weighted averageshares outstanding for computing basic earnings pershare

10,000 2,869

Nominal value per share (USD) 1 1

Basic Earnings per share (USD) (0.17) (0.89)

3. Related party disclosures:

a) Related party and nature of the relationship where control exists, irrespective of whether ornot there have been transactions between the related parties:

Holding company:• Aryan Coal Benefications Private Limited (India)



b) Related party and nature of the relationship with whom transactions have taken place duringthe year:Holding company:• Aryan Coal Benefications Private Limited (India)

c) Related party transactions:(Amount in USD)

SerialNo

Particulars HoldingCompany

Total

Transactions during the year:i Proceeds from share application money 3,414,000

(2,185)3,414,000

(2,185)ii Refund of share application money 3,178,050

(-)3,178,050

(-)iii Allotment of share capital -

(10,000)-

(10,000)

(Amount in USD)SerialNo

Particulars HoldingCompany

Total

Outstanding balances as at year end:i Share application money received 38,135

(2,185)38,135(2,185)

(figures in brackets are for previous year)

4. In the opinion of Board, Current Assets, Loans and Advances are approximately of the valuestated, if realized in the ordinary course of business.

5. Aryan Coal Benefications Private Limited, a company incorporated under the Indian CompaniesAct, 1956, is the holding company of the Company and it holds 10,000 Equity Shares of USD 1each fully paid up in the Company, which represents 100% of the Issued, Subscribed and Paid upCapital of the Company.

6. Previous year’s figures have been regrouped/re-arranged wherever considered appropriatewhenever necessary to confirm to the current years’ groupings/classification.

For Connoiseur Resources Limited, BVI

Sd/- sd/-Ex-Captain R. S. Sindhu G.C. MrigDirector DirectorPlace: Gurgaon Place: GurgaonDate: 29-04-2009 Date: 29-04-2009

Annexure-F Aryan Chhattisgarh Power Generation Private Limited

129, Transport Centre, New Rohtak Road, Punjabi Bagh, New Delhi-110035

ARYAN CHHATTISGARH POWER GENERATION PRIVATE LIMITEDRegd. Office- 129, Transport Centre, Punjabi Bagh, Rohtak Road, New Delhi-110035.

NOTICE

Notice is hereby given that the First Annual General Meeting of the Company shall be held on Wednesday,the 30th day of September, 2009 at 4.45 p.m. at 18, Vasant Enclave, Ram Tula Ram Marg, New Delhi-110057 to transact the following business:

ORDINARY BUSINESS

1. To receive, consider and adopt the Audited Balance Sheet of the Company as at 31st March, 2009 andProfit & Loss Account for the period commencing from 9th May, 2008 to 31st March, 2009 together withthe Directors’ Report and Auditors’ Report thereon.


“RESOLVED THAT M/s B S R and Associates, Chartered Accountants, retiring Auditors of theCompany be and are hereby appointed as the Statutory Auditors of the Company to hold office from thedate of conclusion of ensuing Annual General Meeting till the date of conclusion of the next AnnualGeneral Meeting of the Company at a remuneration as decided by the Board of Directors.”

By order of the Board of DirectorsFor ARYAN CHHATTISGARH POWER GENERATION PRIVATE LIMITED

Place : New Delhi sd/- Date : 27th August, 2009 (Ganesh Chandra Mrig)

Director

NOTES:

1 A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT APROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF. SUCH PROXY NEED NOTBE A MEMBER OF THE COMPANY.

2 IN ORDER TO BE EFFECTIVE PROXY FORM DULY COMPLETED MUST BE RECEIVED BYTHE COMPANY AT ITS REGISTERED OFFICE NOT LESS THAN 48 HOURS BEFORESCHEDULED TIME FOR HOLDING OF THE MEETING. A BLANK PROXY FORM IS ENCLOSEDHEREWITH.

ARYAN CHHATTISGARH POWER GENERATION PRIVATE LIMITEDRegd. Office- 129, Transport Centre, Punjabi Bagh, Rohtak Road, New Delhi-110035.

DIRECTORS’ REPORTTo,The Members,Ladies and Gentlemen,

Your directors have pleasure in presenting their First Annual Report together with the Audited Statement ofAccounts for the year ended on 31st March, 2009:

1. FINANCIAL RESULTS

The Company has not started any commercial operations during the year under review and has incurredexpenses of Rs. 3.89 Lacs which has been treated as preoperative expenses.

2. DIVIDEND

As the Company has not started any commercial operations during the year under review and therefore,your Directors do not recommend any dividend for the financial year ended on 31st March, 2009.

3. PUBLIC DEPOSITS

The Company has not invited / accepted any public deposits under section 58A & 58AA of the CompaniesAct, 1956 during the financial year ended on 31st March, 2009.

4. DIRECTORS

Ex. Capt. Rudra Sen Sindhu, Shri Ganesh Chandra Mrig, Ex. Capt. Kuldeep Singh Solanki, Shri Vir SenSindhu and Shri Niten Malhan were appointed as First Directors of the Company and there is no change inthe Board of Directors during the year under review.

5. AUDITORS REPORT

The Report of Auditors’ on Annual Accounts of the Company for the year ended on 31st March, 2009 is selfexplanatory. Hence, no explanation is required to be given.


M/s B S R and Associates, Chartered Accountants, retire at the conclusion of the ensuing Annual GeneralMeeting and being eligible have offered themselves for re-appointment. The Company has received acertificate from them pursuant to section 224(1B) confirming their eligibility for re-appointment. YoursDirectors recommend their re- appointment.

7. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGEEARNINGS AND OUTGO

The provision of section 217(1) (e) of the Companies Act, 1956 is not applicable to our Company. Hence,Statement detailing the particulars required under the said section read with the Companies (Disclosures ofparticulars in the report of Board of Directors) Rules, 1988 are not being furnished. There was no foreignexchange earning and outgo in the Company during the financial year.

Contd. 2/-

:2:


None of the employees of the Company has drawn salary in excess of the limits prescribed in the said sectionread with the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 andhence no such list is being provided.



a) that in the preparation of Annual Accounts, the applicable Accounting Standards have been followedalong with proper explanation relating to the material departures.

b) that the Directors have selected such Accounting Policies and applied them consistently and madejudgements and estimates that are reasonable and prudent so as to give a true and fair view of state ofaffairs of the Company at the end of the financial year and of the profit or loss of the Company for thatperiod.

c) that the directors have taken proper and sufficient care for the maintenance of adequate accountingrecords in accordance with the provisions of this Act for safeguarding the Assets of the Company and forpreventing and detecting fraud or other irregularities.


10. ACKNOWLEDGEMENT

Your directors wish to place on record their deep appreciation for all concerned person(s), authorities, Govt.Agencies and departments.

By order of the Board of DirectorsFor ARYAN CHHATTISGARH POWER GENERATION PRIVATE LIMITED

Place : New Delhi sd/- Date : 27th August, 2009 (Ganesh Chandra Mrig)

Chairman

Auditors’ Report

To the members ofAryan Chhattisgarh Power Generation Private Limited

We have audited the attached Balance Sheet of Aryan Chhattisgarh Power Generation PrivateLimited (“the Company”) as at 31 March 2009, the Profit and Loss Account and the CashFlow Statement of the Company for the year ended on that date, annexed thereto. Thesefinancial statements are the responsibility of the Company’s management. Our responsibilityis to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the auditing standards generally accepted inIndia. Those standards require that we plan and perform the audit to obtain reasonableassurance about whether the financial statements are free of material misstatement. An auditincludes examining, on a test basis, evidence supporting the amounts and disclosures in thefinancial statements. An audit also includes assessing the accounting principles used andsignificant estimates made by management, as well as evaluating the overall financialstatement presentation. We believe that our audit provides a reasonable basis for our opinion.

This report does not include a statement on the matters specified in paragraph 4 of theCompanies (Auditor’s Report) Order, 2003, issued by the Department of Company Affairs, interms of section 227(4A) of the Companies Act, 1956, since in our opinion and according tothe information and explanations given to us, the said Order is not applicable to theCompany.



b) in our opinion, proper books of account as required by law have been kept by theCompany, so far as appears from our examination of those books;


d) in our opinion, the Balance Sheet, the Profit and Loss Account and the Cash FlowStatement dealt with by this report comply with the accounting standards referred to insub-section (3C) of Section 211 of the Companies Act, 1956;


f) in our opinion and to the best of our information and according to the explanations givento us, the said accounts give the information required by the Companies Act, 1956, in themanner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:


(ii) in the case of the Profit and Loss Account, of the loss of the Company for the yearended on that date; and


For B S R and AssociatesChartered Accountants

Sd/-Akhil Bansal


Aryan Chhattisgarh Power generation Private LimitedProvisional Balance Sheet as at 31 March 2009(All amounts are in Rupees)


SOURCES OF FUNDS

Shareholders' fundsShare capital 1 100,000

Share application money pending allotment 2,024,160

TOTAL 2,124,160


Capital work in progress (refer note III 3 of schedule 4) 1,732,816

Current assets, loans and advancesCash and bank balances 2 112,288

112,288Less: Current liabilities and provisions 3Current liabilities 110,300

110,300

Net current assets 1,988

Profit and loss account 389,356

TOTAL 2,124,160




For B S R and Associates For Aryan Chhattisgarh Power Generation PrivateChartered Accountants

sd/- sd/- sd/-Akhil Bansal Ex-Captain R.S.SindhuG.C. MrigPartner Director DirectorMembership no.: 090906Place : Gurgaon Place : Gurgaon Place : GurgaonDate : 17 August 2009 Date : 17 AugustDate : 17 August 2009

Aryan Chhattisgarh Power generation Private LimitedProvisional Profit and Loss Account for the year ended 31 March 2009(All amounts are in Rupees)

Schedule For the period 9 May 2008 to

31 March 2009 Expenditure

Legal and professional 386,402Miscellaneous expenses 2,954

389,356

Loss before tax 389,356

Loss after tax 389,356

Loss per share (refer note III 2 of schedule 4)Basic 38.94




For B S R and Associates For Aryan Chhattisgarh Power Generation Private LimitedChartered Accountants

sd/- sd/- sd/-Akhil Bansal Ex-Captain R.S.Sindhu G.C. MrigPartner Director DirectorMembership no.: 090906Place : Gurgaon Place : Gurgaon Place : GurgaonDate : 17 August 2009 Date : 17 August 2009 Date : 17 August 2009

Aryan Chhattisgarh Power generation Private LimitedCash Flow Statement for the year ended 31 March 2009(All amounts are in Rupees)

For the period 9 May 2008 to


Net loss before tax (389,356)Adjustments for :Operating profit before working capital changes (389,356)Adjustments for :Decrease/ (Increase) in current liabilities and provisions 110,300Cash Generated from operations (279,056)

Net cash from operating activities (A) (279,056)

B) Cash flow from investing activities:Purchase of fixed assets/ capital work in progress (1,732,816)

Net cash used in investing activities (B) (1,732,816)

C) Cash flow from financing activities:Proceeds from issue of equity share capital 100,000Receipt of share application money 2,024,160

Net cash from in financing activities (C ) 2,124,160

D) Net increase in cash and cash equivalents (A+B+C) 112,288

E) Cash and cash equivalents as at the end of the yearCash in hand 38,758Balance with scheduled bank-on current accounts 73,530

112,288Notes:1. The cash flow statement has been prepared in accordance with 'Indirect method' as set out in the Accounting Standard (AS)-3 on'Cash Flow Statements' as specified in the the Companies (Accounting Standard) Rules, 2006 under the provisions of the Companies A


For B S R and Associates For Aryan Chattisgarh Power Generation Private LimitedChartered Accountants

sd/- sd/- sd/-Akhil Bansal Ex-Captain R.S.Sindhu G.C.MrigPartner Director DirectorMembership no.: 090906Place : Gurgaon Place : Gurgaon Place : GurgaonDate : 17 August 2009 Date : 17 August 2009 Date : 17 August 2009

Aryan Chhattisgarh Power generation Private LimitedSchedules forming part of the accounts(All amounts are in Rupees)

As at31 March 2009


Authorised capital100,000 equity shares of Rs. 10 each 100,000

Issued, subscribed and paid up capital10,000 equity shares of Rs.10 each fuly paid up 100,000Of the above 10,000 equity shares of Rs. 10 each are held byAryan Coal Benefications Private Limited, which is the holding company.

100,000

Schedule 2 - Cash and bank balancesCash in hand 38,758Balance with scheduled banks:

-on current accounts 73,530

112,288

Schedule 3 - Current liabilities and provisionsCurrent liabilitiesSundry creditors for goods, services and expenses-Dues to micro and small enterprises -- Others 98,939Other liabilities 11,361

110,300

Aryan Chhattisgarh Power Generation Private LimitedSchedules forming part of the accounts


I. Background

Aryan Chhattisgarh Power Generation Private Limited (ACPGPL) was incorporated on 9 May 2008. TheCompany is a subsidiary of Aryan Coal Benefications Private Limited. The holding company has enteredinto a Memorandum of Understanding dated 8 January 2008 with Government of Chhattisgarh,Chhattisgarh State Electricity Board for setting up of 1,100 MW Thermal Power Project. This projectshall be executed through ACPGPL.



The financial statements are prepared under the historical cost convention, on the accrual basis ofaccounting in accordance with the Generally Accepted Accounting Principles (‘GAAP’) in Indiaand comply with the accounting standards prescribed by Companies (Accounting Standards)Rules, 2006, to the extent applicable and in accordance with the provisions of the Companies Act,1956, as adopted consistently by the Company.

2) Use of estimates

The preparation of financial statements in conformity with Generally Accepted AccountingPrinciples (GAAP) in India requires management to make estimates and assumptions that affectthe reported amounts of assets and liabilities and the disclosure of contingent liabilities on thedate of the financial statements. Actual results could differ from those estimates. Differencesbetween the actual results and estimates are recognised in the year in which the results are known/materialized. Any revision to accounting estimates is recognised prospectively in current andfuture periods.

3) Fixed assets

Fixed assets are stated at cost less accumulated depreciation. Cost includes freight, duties, taxesand other incidental expenses relating to acquisition and installation.

Expenditure incurred during the period of construction, including all direct and indirect expenses,incidental and related to construction, is carried forward and, on completion, such costs areallocated to respective fixed assets.

The carrying amounts of assets, including those assets that are not yet available for use, arereviewed at each balance sheet date to determine whether there is any indication of impairment.If any such indication exists, the recoverable amount of the asset is estimated. An impairmentloss is recognised in the profit and loss account whenever the carrying amount of an asset exceedsits recoverable amount. Impairment losses are recognised in the profit and loss account. Animpairment loss is reversed only to the extent that the carrying amount of the assets do not exceedthe net book value that would have been determined, if no impairment loss had been recognised.


In computing earnings per share, the Company considers net profit/(loss) after tax. Basic earningsper share are computed by the weighted average number of equity shares outstanding during theyear.

5) Taxation (current and deferred)

Income tax expense comprises current tax/fringe benefit tax (i.e. the amount of tax for the perioddetermined in accordance with the income-tax law) and deferred tax charge or credit (reflecting



the tax effects of timing differences between accounting income and taxable income for theperiod). The deferred tax charge or credit and the corresponding deferred tax liabilities or assetsare recognized using the tax rates that have been enacted or substantively enacted by the BalanceSheet date. Deferred tax assets are recognized only to the extent there is reasonable certainty thatthe assets can be realized in the future. However, where there is unabsorbed depreciation or carryforward loss under taxation laws, deferred tax assets are recognized only if there is a virtualcertainty of realization of such assets. Deferred tax assets are reviewed as at each Balance Sheetdate and written down or written-up to reflect the amount that is reasonably/virtually certain (asthe case may be) to be realized.



Contingent liabilities are disclosed in respect of possible obligations that have arisen from pastevents and the existence of which will be confirmed only by the occurrence or non occurrence offuture events not wholly within the control of the Company. Contingent liabilities are alsodisclosed for present obligations in respect of which it is not probable that there will be anoutflow of resources or a reliable estimate of the amount of obligation cannot be made. Whenthere is a possible obligation or a present obligation where the likelihood of an outflow ofresources is remote, no disclosure or provision is made.


1) Auditors’ remuneration (excluding out of pocket expenses)

For the period 9 May2008 to 31 March 2009

(Rs.)

Statutory audit fees 100,000Service tax 10,300

110,300

2) Earning per share

For the period 9 May 2008to 31 March 2009

(Rs.)Loss after taxation available to equity shareholders (Rs.) 389,356

Weighted average number of equity shares outstandingduring the year (Nos)

10,000

Nominal value of equity share (Rs.) 10Basic loss per share (Rs.) 38.94



Since share application money pending allotment is anti-dilutive in nature, no disclosures fordilutive loss per share have been given.

3) Capital work in progress

Thermal Power Plant Project 1100 MW

The Company has incurred the following amounts being incidental expenses incurred in connectionwith setting up of the abovementioned power plant:

As at31 March 2009

(Rs.)Cost of environmental and feasibility studies 1,228,978Application fees for securing raw materials linkage 500,000Others 3,838

Total 1,732,816


a) Related party and nature of related party relationship where control exists:

- Aryan Coal Benefications Private Limited (holding company)

b) Particulars of related party transactions

Nature of transactions For the period 9 May2008 to

31 March 2009(Rs.)

Issue of sharesHolding company 100,000

Share application moneyHolding company 2,024,160

Reimbursement of expensesHolding company- Legal and professional 36,102



5) Based on the information presently available with the management, there are no dues outstandingto micro and small enterprises covered under the Micro, Small and Medium EnterprisesDevelopment Act, 2006.

6) This being the first year of the Company, there are no previous year figures.

For Aryan Chhattisgarh Power Generation Private Limited

sd/- sd/-Ex-Captain R.S. Sindhu G.C. MrigDirector Director

Place: Gurgaon Place: GurgaonDate: Date:

Aryan Chhattisgarh Power Generation Private LimitedInformation pursuant to Part IV of Schedule VI of the Companies Act, 1956



II Capital raised during the year (Rupees in Thousands)Public issue Nil Rights issue NilBonus issue Nil Private placement 100



Sources of fundsPaid up capital 100 Share application money 2,024Current liabilities 110 pending allotment

Application of fundsCapital work in progress 1,733 Current assets 112Profit and Loss Account 389

IV Performance of company (Rupees in Thousands)Turnover Nil Total expenditure 389Loss before tax 389 Loss after tax 389Basic loss per share (in Rs.) 38.94 Dividend rate % Nil


Item code No. (ITC Code) Product descriptionGeneration of electricity Not applicable

For and on behalf of the Board of Directors ofAryan Chhattisgarh Power Generation Private Limited

sd/- sd/-Ex-Captain R.S Sindhu G.C MrigDirector Director

Place : Gurgaon Place : GurgaonDate : Date :

Annexure-G Aryan M.P. Power Generation Private Limited

129, Transport Centre, New Rohtak Road, Punjabi Bagh, New Delhi-110035

ARYAN M.P.POWER GENERATION PRIVATE LIMITEDRegd. Office- 129, Transport Centre, Punjabi Bagh, Rohtak Road, New Delhi-110035.

NOTICE

Notice is hereby given that the First Annual General Meeting of the Company shall be held on Wednesday,30th day of September, 2009 at 4:30 p.m. at 18, Vasant Enclave, Rao Tula Ram Marg, New Delhi -110057to transact the following business:

ORDINARY BUSINESS

1. To receive, consider and adopt the Audited Balance Sheet of the Company as at 31st March, 2009 andProfit & Loss Account for the period from 9th May, 2008 to 31st March, 2009 together with the Directors’Report and Auditors’ Report thereon.


“RESOLVED THAT M/s B S R and Associates, Chartered Accountants, retiring Auditors of theCompany be and are hereby appointed as the Statutory Auditors of the Company to hold office from thedate of conclusion of ensuing Annual General Meeting till the date of conclusion of the next AnnualGeneral Meeting of the Company at a remuneration as decided by the Board of Directors.”

By order of the Board of DirectorsFor ARYAN M.P. POWER GENERATION PRIVATE LIMITED

Place : New Delhi sd/-Date : 27th August, 2009 (Ganesh Chandra Mrig)

Director

NOTES:

1 A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT APROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF. SUCH PROXY NEED NOTBE A MEMBER OF THE COMPANY.

2 IN ORDER TO BE EFFECTIVE PROXY FORM DULY COMPLETED MUST BE RECEIVED BYTHE COMPANY AT ITS REGISTERED OFFICE NOT LESS THAN 48 HOURS BEFORESCHEDULED TIME FOR HOLDING OF THE MEETING. A BLANK PROXY FORM IS ENCLOSEDHEREWITH.

ARYAN M.P.POWER GENERATION PRIVATE LIMITEDRegd. Office- 129, Transport Centre, Punjabi Bagh, Rohtak Road, New Delhi-110035.

DIRECTORS’ REPORTTo,The Members,Ladies and Gentlemen,

Your directors have pleasure in presenting their First Annual Report together with the Audited Statement ofAccounts for the year ended on 31st March, 2009:

1. FINANCIAL RESULTS

The Company has not started any commercial operations during the year under review and has incurredexpenses of Rs. 1.49 Lacs which has been treated as preoperative expenses.

2. DIVIDEND

As the Company has not started any commercial operations during the year under review, therefore,your Directors do not recommend any dividend for the financial year ended on 31st March, 2009.

3. PUBLIC DEPOSITS

The Company has not invited / accepted any public deposits under section 58A & 58AA of the CompaniesAct, 1956 during the financial year ended on 31st March, 2009.

4. DIRECTORS

Ex. Capt. Rudra Sen Sindhu, Shri Ganesh Chandra Mrig, Ex. Capt. Kuldeep Singh Solanki, Shri Vir SenSindhu and Shri Niten Malhan were appointed as First Directors of the Company and there is no change inBoard of Directors during the year under review.

5. AUDITORS REPORT

The Report of Auditors’ on Annual Accounts of the Company for the year ended on 31st March, 2009 is selfexplanatory. Hence, no explanation is required to be given.


M/s B S R and Associates, Chartered Accountants, retire at the conclusion of the ensuing Annual GeneralMeeting and being eligible have offered themselves for re-appointment. The Company has received acertificate from them pursuant to section 224(1B) confirming their eligibility for re-appointment. YoursDirectors recommend their re- appointment.

7. CONSERVATION OF ENERGY, TECHNILOGY ABSORPTION & FOREIGN EXCHANGEEARNINGS AND OUTGO

The provision of section 217(1) (e) of the Companies Act, 1956 is not applicable to our Company. Hence,Statement detailing the particulars required under the said section read with the Companies (Disclosures ofparticulars in the report of Board of Directors) Rules, 1988 are not being furnished. There was no foreignexchange earnings and outgo in the company during the financial year under review.

Contd. 2/-

:2:


None of the employees of the Company has drawn salary in excess of the limits prescribed in the said sectionread with the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 andhence no such list is being provided.



a) that in the preparation of Annual Accounts, the applicable Accounting Standards have been followedalong with proper explanation relating to the material departures.

b) that the Directors have selected such Accounting Policies and applied them consistently and madejudgements and estimates that are reasonable and prudent so as to give a true and fair view of state ofaffairs of the Company at the financial year ended on 31st March, 2009 and of the profit or loss of theCompany for that period.

c) that the directors have taken proper and sufficient care for the maintenance of adequate accountingrecords in accordance with the provisions of this Act for safeguarding the Assets of the Company and forpreventing and detecting fraud or other irregularities.


10. ACKNOWLEDGEMENT

Your directors wish to place on record their deep appreciation for all concerned person(s), authorities, Govt.Agencies and departments.

By order of the Board of DirectorsFor ARYAN MP POWER GENERATION PRIVATE LIMITED

Place : New Delhi sd/-Date : 27th August, 2009 (Ganesh Chandra Mrig)

Chairman

Auditors’ Report

To the members ofAryan M. P. Power generation Private Limited

We have audited the attached Balance Sheet of Aryan M. P. Power generation PrivateLimited (“the Company”) as at 31 March 2009, the Profit and Loss Account and the CashFlow Statement of the Company for the year ended on that date, annexed thereto. Thesefinancial statements are the responsibility of the Company’s management. Our responsibilityis to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the auditing standards generally accepted inIndia. Those standards require that we plan and perform the audit to obtain reasonableassurance about whether the financial statements are free of material misstatement. An auditincludes examining, on a test basis, evidence supporting the amounts and disclosures in thefinancial statements. An audit also includes assessing the accounting principles used andsignificant estimates made by management, as well as evaluating the overall financialstatement presentation. We believe that our audit provides a reasonable basis for our opinion.

This report does not include a statement on the matters specified in paragraph 4 of theCompanies (Auditor’s Report) Order, 2003, issued by the Department of Company Affairs, interms of section 227(4A) of the Companies Act, 1956, since in our opinion and according tothe information and explanations given to us, the said Order is not applicable to theCompany.



b) in our opinion, proper books of account as required by law have been kept by theCompany, so far as appears from our examination of those books;


d) in our opinion, the Balance Sheet, the Profit and Loss Account and the Cash FlowStatement dealt with by this report comply with the accounting standards referred to insub-section (3C) of Section 211 of the Companies Act, 1956;


f) in our opinion and to the best of our information and according to the explanations givento us, the said accounts give the information required by the Companies Act, 1956, in themanner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:


(ii) in the case of the Profit and Loss Account, of the loss of the Company for the yearended on that date; and


For B S R and AssociatesChartered Accountants

Sd/-Akhil Bansal


Aryan M. P. Power Generation Private LimitedBalance Sheet as at 31 March 2009(All amounts are in Rupees)

ScheduleAs at

31 Mar 2009SOURCES OF FUNDS

Shareholders' fundsShare capital 1 100,000

Share application money pending allotment 7,925,840

TOTAL 8,025,840


Capital work in progress 7,896,189

Current assets, loans and advancesCash and bank balances 2 99,649

99,649Less: Current liabilities and provisions 3Current liabilities 110,300Provisions 8,255

118,555

Net current assets (18,906)

Profit and loss account 148,557

TOTAL 8,025,840




For B S R and Associates For Aryan M. P. Power generation Private LimitedChartered Accountants


Aryan M. P. Power Generation Private LimitedProfit and Loss Account for the period 9 May 2008 to 31 March 2009(All amounts are in Rupees)

Schedule For the period 9 May 2008 to

31 March 2009 Expenditure

Legal and professional 136,453Bank charges 3,849

140,302

Loss before tax 140,302

Provision for fringe benefit tax 8,255

Loss after tax 148,557

Loss per share (refer note III 2 of schedule 4)Basic 14.86






Aryan M. P. Power Generation Private LimitedCash Flow Statement for the period 9 May 2008 to 31 March 2009(All amounts are in Rupees)



Net profit before tax (140,302)

Operating profit before working capital changes (140,302)Adjustments for :Decrease/ (Increase) in current liabilities and provisions 110,300Cash Generated from operations (30,002)Taxes paid:Fringe benefit tax paid -Net cash from operating activities (A) (30,002)

B) Cash flow from investing activities:Purchase of fixed assets/ capital work in progress (7,896,189)Net cash used in investing activities (B) (7,896,189)

C) Cash flow from financing activities:Proceeds from issue of equity share capital 100,000Share application money received 7,925,840Net cash from in financing activities (C ) 8,025,840

D) Net increase in cash and cash equivalents (A+B+C) 99,649

E) Cash and cash equivalents as at the end of the yearCash in hand 39,616Balance with scheduled bank-on current accounts 60,033

99,649Notes:1. The cash flow statement has been prepared in accordance with 'Indirect method' as set out in the Accounting Standard (AS)-3 on'Cash Flow Statements' as specified in the the Companies (Accounting Standard) Rules, 2006 under the provisions of the Companies A




Aryan M. P. Power Generation Private LimitedSchedules forming part of the accounts(All amounts are in Rupees)

As at31 Mar 2009


Authorised capital10,000 equity shares of Rs. 10 each 100,000

Issued, subscribed and paid up capital10,000 equity shares of Rs.10 each fuly paid up 100,000Of the above, 9,997 equity shares of Rs. 10 each are held byAryan Coal Benefications Private Limited which is the holding company)

100,000

Schedule 2 - Cash and bank balancesCash in hand 39,616Balance with scheduled banks:

-on current accounts 60,033

99,649

Schedule 5 - Current liabilities and provisionsCurrent liabilitiesSundry creditors for goods, services and expenses-Dues to Micro and Small Enterprises -- Other than Micro and Small Enterprises 98,939

Other liabilities 11,361

110,300

ProvisionsProvision for fringe benefit tax 8,255(net of advance tax of Rs. nil)

8,255

Aryan M.P. Power Generation Private LimitedSchedules forming part of the accounts


I. Background

Aryan M.P. Power Generation Private Limited (AMPGPL), the Company was incorporated on 9 May2008. The Company is a subsidiary of Aryan Coal Benefications Private Limited. The holding companyhas entered into MOU with Madhya Pradesh State Government and its electricity board for setting up of1,200 MW thermal power plant. This project shall be executed through AMPGPL.



The financial statements are prepared under the historical cost convention, on the accrual basis ofaccounting in accordance with the Generally Accepted Accounting Principles (‘GAAP’) in Indiaand comply with the accounting standards prescribed by Companies (Accounting Standards)Rules, 2006, to the extent applicable and in accordance with the provisions of the Companies Act,1956, as adopted consistently by the Company.

2) Use of estimates

The preparation of financial statements in conformity with Generally Accepted AccountingPrinciples (GAAP) in India requires management to make estimates and assumptions that affectthe reported amounts of assets and liabilities and the disclosure of contingent liabilities on thedate of the financial statements. Actual results could differ from those estimates. Differencesbetween the actual results and estimates are recognised in the year in which the results are known/materialized. Any revision to accounting estimates is recognised prospectively in current andfuture periods.

3) Fixed assets

Fixed assets are stated at cost less accumulated depreciation. Cost includes freight, duties, taxesand other incidental expenses relating to acquisition and installation.

Expenditure incurred during the period of construction, including all direct and indirect expenses,incidental and related to construction, is carried forward and, on completion, such costs areallocated to respective fixed assets.

The carrying amounts of assets, including those assets that are not yet available for use, arereviewed at each balance sheet date to determine whether there is any indication of impairment.If any such indication exists, the recoverable amount of the asset is estimated. An impairmentloss is recognised in the profit and loss account whenever the carrying amount of an asset exceedsits recoverable amount. Impairment losses are recognised in the profit and loss account. Animpairment loss is reversed only to the extent that the carrying amount of the assets do not exceedthe net book value that would have been determined, if no impairment loss had been recognised.


In computing earnings per share, the Company considers net profit/(loss) after tax. Basic earningsper share are computed by the weighted average number of equity shares outstanding during theyear.

5) Taxation (current and deferred)

Income tax expense comprises current tax/fringe benefit tax (i.e. the amount of tax for the perioddetermined in accordance with the income-tax law) and deferred tax charge or credit (reflectingthe tax effects of timing differences between accounting income and taxable income for the



period). The deferred tax charge or credit and the corresponding deferred tax liabilities or assetsare recognized using the tax rates that have been enacted or substantively enacted by the BalanceSheet date. Deferred tax assets are recognized only to the extent there is reasonable certainty thatthe assets can be realized in the future. However, where there is unabsorbed depreciation or carryforward loss under taxation laws, deferred tax assets are recognized only if there is a virtualcertainty of realization of such assets. Deferred tax assets are reviewed as at each Balance Sheetdate and written down or written-up to reflect the amount that is reasonably/virtually certain (asthe case may be) to be realized.



Contingent liabilities are disclosed in respect of possible obligations that have arisen from pastevents and the existence of which will be confirmed only by the occurrence or non occurrence offuture events not wholly within the control of the Company. Contingent liabilities are alsodisclosed for present obligations in respect of which it is not probable that there will be anoutflow of resources or a reliable estimate of the amount of obligation cannot be made. Whenthere is a possible obligation or a present obligation where the likelihood of an outflow ofresources is remote, no disclosure or provision is made.


1) Auditors’ remuneration (excluding out of pocket expenses)


31 March 2009(Rs.)

Statutory audit fees 100,000Service tax 10,300

110,300

2) Earning per share


31 March 2009(Rs.)

Loss after taxation available to equity shareholders (Rs.) 148,557

Weighted average number of equity shares outstanding during theyear (Nos)

10,000

Nominal value of equity share (Rs.) 10Basic loss per share (Rs.) 14.86



Since share application money pending allotment is anti dilutive in nature, no disclosures fordilutive loss per share have been given.

3) Capital work in progress

Thermal Power Plant 1,200 MW

The Company has incurred the following amounts being incidental expenses incurred in connectionwith setting up of the above mentioned power plant at Sidhi, Madhya Pradesh:

As at31 March 2009

(Rs.)Cost of environmental and feasibility studies 5,164,369Application fees for securing raw materials linkage 1,500,000Salaries paid to project staff 637,143Travelling 408,205Others 186,472Total 7,896,189


a) Related party and nature of related party relationship where control exists:

- Aryan Coal Benefications Private Limited (holding company)

b) Particulars of related party transactions

Nature of transactions For the period 9 May 2008to

31 March 2009(Rs.)

Issue of sharesHolding company 100,000

Share application moneyHolding company 7,925,840

Reimbursement of expensesHolding company- Legal and professional 36,153

5) Based on the information presently available with the management, there are no dues outstandingto micro and small enterprises covered under the Micro, Small and Medium EnterprisesDevelopment Act, 2006.



6) This being the first year of the Company, there are no previous year figures.

For Aryan M.P. Power Generation Private Limited

sd/- sd/-Ex-Captain R. S Sindhu G.C MrigChairman Managing Director

Place: Gurgaon Place: GurgaonDate: Date:

Aryan M. P. Power Generation Private LimitedInformation pursuant to Part IV of Schedule VI of the Companies Act, 1956



II Capital raised during the year (Rupees in Thousands)Public issue Nil Rights issue NilBonus issue Nil Private placement 100



Sources of fundsPaid up capital 100 Share application money 7,926Current liabilities and provisions 119 pending allotment

Application of fundsCapital work in progress 7,896 Current assets 100Profit and Loss Account 149

IV Performance of company (Rupees in Thousands)Turnover Nil Total expenditure 140Loss before tax 140 Loss after tax 149Basic loss per share (in Rs.) 14.86 Dividend rate % Nil


Item code No. (ITC Code) Product descriptionPower Generation Not applicable

For and on behalf of the Board of Directors of Aryan M. P. Power Generation Private Limited

sd/- sd/-Ex-Captain R.S Sindhu G.C MrigDirector Director


Annexure-H Spectrum Coal and Power Limited

Flat No. 203, MCH No. 6-3-1089/1/1, Pavani Avenue, Somajiguda, Raj Bhavan Road, Hyderabad, Andhra Pradesh-500082.

SPECTRUM COAL AND POWER LIMITEDRegd. Office- MCH No. 6-3-1089/1/1, Flat No. 203, Pavani Avenue, Somajiguda, Raj Bhavan Road, Hyderabad-500082.

NOTICE

Notice is hereby given that the Fourteenth Annual General Meeting of the Company shall be held onWednesday, the 30th day of September, 2009 at 11.00 a.m. at Flat No. 203, MCH No. 6-3-1089/1/1, PavaniAvenue, Somajiguda, Raj Bhavan Road, Hyderabad-500082 to transact the following business:

ORDINARY BUSINESS

1. To receive, consider and adopt the Audited Balance Sheet of the Company as at 31st March, 2009 and Profit &Loss Account for the period commencing from 1st April, 2008 to 31st March, 2009 together with the Directors’Report and Auditors’ Report thereon.

2. To appoint a Director in place of Mr. Sanjay Hasija, who retires by rotation and being eligible offers himselffor re-appointment as Director of the Company.


“RESOLVED THAT M/s B S R & Company, Chartered Accountants, retiring Auditors of the Company beand are hereby appointed as the Statutory Auditors of the Company to hold office from the date of conclusion ofensuing Annual General Meeting till the date of conclusion of the next Annual General Meeting of the Companyat a remuneration as decided by the Board of Directors.”

By order of the Board of DirectorsFor Spectrum Coal And Power Limited

Place: Gurgaon Sd/-Date: 27 August, 2009

(Dalip Nagar)Director

NOTES:

1 A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT APROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF. SUCH PROXY NEED NOT BE AMEMBER OF THE COMPANY.

2 IN ORDER TO BE EFFECTIVE PROXY FORM DULY COMPLETED MUST BE RECEIVED BY THECOMPANY AT ITS REGISTERED OFFICE NOT LESS THAN 48 HOURS BEFORE SCHEDULED TIMEFOR HOLDING OF THE MEETING. A BLANK PROXY FORM IS ENCLOSED HEREWITH.

SPECTRUM COAL AND POWER LIMITEDRegd. Office- MCH No. 6-3-1089/1/1, Flat No. 203, Pavani Avenue, Somajiguda, Raj Bhavan Road, Hyderabad-500082.

DIRECTORS’ REPORTToThe MembersLadies and Gentlemen,

Your Directors have pleasure in presenting the 14th Annual Report together with the Audited Accounts for theyear ended 31st March 2009.

1. FINANCIAL RESULTS:

The financial results for the year ending 31st March 2009 are as under:(Rs. In Lakhs)

Particulars 2008-09 2007-08Gross Income from Operations 23789.14 12139.63Net Profit before Interest, Tax & Depreciation (EBIDTA) 11966.93 4,137.79

Less: Interest & Finance Charges 1,140.65 189.95Net Profit/(Loss) before Tax & Depreciation (PBDT) 10,826.28 3,947.85

Less: Depreciation 2,496.13 769.14Net Profit/(Loss) after Depreciation before Tax (PBT) 8,330.15 3,178.71

Less: Provision for Income Tax-Current 2,387.00 1,138.80Provision for Income Tax- Deferred 539.81 (21.20)Provision for Deffered Tax Charges for Earlier Years 356.63 NilProvision for Fringe Benefit Tax 17.63 12.53Provision for Taxes of Earlier Years 167.11 572.12

Add Excess Provision for Depreciation in earlier years W/Back Nil NilNet Profit/(Loss) after Tax (PAT) 4,861.97 1,476.45Total Profit/(Loss) available for appropriation 4,861.97 1,476.45

2. REVIEW OF OPERATIONS:During the year under review, your Company recorded total revenue of Rs. 2,37,89,13,512/- (Previous year Rs.1,21,39,63,006/-). The profit before tax reported by the Company for the financial year 2008-09 stood at Rs.83,30,15,160/-.

3. DIVIDEND:In view of preservation of funds to meet operational business expenditure and also to meet the proposedexpansion of the capacity, your directors do not recommend any dividend.

4. PUBLIC DEPOSITS:

The Company has not invited / accepted any Public Deposits under Section 58A & 58AA of the Companies Act,1956, during the year under review.

5. DIRECTORS:

As per Article No. 88 & 89 of the Articles of Association of the Company and pursuant to the provisions ofSection 255 and 256 of the Companies Act 1956, Mr. Sanjay Hasija is liable to retire by rotation and beingeligible for re-appointment offers himself for reappointment as Director of the Company.

Contd. 2/-

:2:

During the year under review, Sh. Niten Malhan continued as Nominee Director on Board of Directors of theCompany on behalf of Pineridge Investment Limited and Sh. A. V. Mohan Rao and Sh. Srikant Akula, Directorsof the Company has resigned w. e. f 1st April, 2009. There is no other change in the Board of Directors.

6. AUDITOR’S REPORT:

In the Auditor’s Report for the year ending on 31st March, 2009, Auditors have made certain observationsregarding change in policy of valuation of coal rejects. Such change in the policy has resulted in increase in thevalue of inventory by Rs. 8,09,67,158 as at 31st March, 2009 and increase in profits for the year and reserves andsurplus by Rs. 8,09,67,158/-. They have further stated that they are unable to determine the impact of suchchange on the opening balance of inventory and reserves and surpluses and profit for the current year.

To the above, the Company has to state that it became subsidiary of M/s Aryan Coal Benefications PrivateLimited w.e.f. 30th March, 2009 and pursuant to Accounting Standard – 23, the Company is required to followsimilar policies with its holding company. Hence, in order to align the policies of the Company with its holdingcompany’s policies, the Company changed its policy of valuation of coal rejects. The Company has to state thatthe net cumulative effect of this change is Rs. 8,09,67,158/- and that has already been included in the balancesheet.

Further, the Company is paying all its Statutory Taxes etc. in time except those which are contested by theCompany. On the basis of the Opinion given by the Legal Counsel of the Company, the Management is of theview that dispute pertaining to such tax liabilities shall be decided in favour of the Company.

7. RE-APPOINTMENT OF AUDITORS:

M/s B S R & Company, Chartered Accountants, retire at the conclusion of the ensuing Annual GeneralMeeting and being eligible have offered themselves for re-appointment. The Company has received a certificatefrom them pursuant to section 224(1B) confirming their eligibility for re-appointment. Yours Directorsrecommend their re- appointment.

8. FOREIGN EXCHANGE EARNINGS AND OUTGO:

During the year under report, the details of foreign exchange earnings and foreign exchange outgo on variousheads are as under:Foreign Exchange Earnings: Nil (Previous year Nil)Foreign Exchange Outgo:

Amount in (Rs.)

Particulars Current Year31-03-2009

Previous Year31-03-2008

Foreign Exchange Outgo on account of Travelling Expenses 1,953,155 2,999,262

Foreign Exchange Outgo on account of Technical consultancy 5,095,255 3,668,401

9. PARTICULARS OF EMPLOYEES U/S 217 (2A) OF COMPANIES ACT, 1956:

None of the employees of the Company has drawn salary in excess of the limits prescribed in the said sectionread with the companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 and henceno such list is being provided.

Contd. 3/-

:3:

10. DIRECTOR’S RESPONSIBILITY STATEMENT:

As required under Section 217(2AA) of the Companies Act, 1956 it is hereby stated that:

a) that in the preparation of the annual accounts, the applicable accounting standards have been followed along withproper explanation relating to material departures;

b) that the Directors have selected such Accounting Policies and applied them consistently and made judgments andestimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Companyat the end of the financial year 2008-09 and of the profit or loss of the Company for that period;

c) that the Directors have taken proper and sufficient care for the maintenance of adequate accounting records inaccordance with the provisions of this Act, for safeguarding the assets of the Company and for prevailing anddetecting fraud and other irregularities; and

d) that the Directors have prepared the annual accounts on a Going Concern basis.

11. ACKNOWLEDGEMENT:

Yours Directors wish to acknowledge the contributions of the employees and the cooperation it has receivedfrom the Central and State Governments, Banks, esteemed customers, suppliers and other related Agencies,during the year.Your Directors also express their gratitude to the shareholders of the Company for the confidence reposed in themanagement. The directors also wish to thank Pineridge Investments Ltd (an affiliate of Warburg Pincus Group)and Sh. Niten Malhan, their representative director for having supported the business plans of the Company tothe fullest extent.

By order of the Board of DirectorsFor Spectrum Coal and Power Limited

Place: GurgaonDate: 27 August, 2009

Sd/- Sd/-

(N. P. Bhati) (Dalip Nagar) Managing Director Director

Auditors’ Report

To the members ofSpectrum Coal and Power Limited

We have audited the attached Balance Sheet of Spectrum Coal and Power Limited (“theCompany”) as at 31 March 2009, the Profit and Loss Account and the Cash Flow Statementof the Company for the year ended on that date, annexed thereto. These financial statementsare the responsibility of the Company’s management. Our responsibility is to express anopinion on these financial statements based on our audit.

We conducted our audit in accordance with the auditing standards generally accepted inIndia. Those Standards require that we plan and perform the audit to obtain reasonableassurance about whether the financial statements are free of material misstatement. An auditincludes examining, on a test basis, evidence supporting the amounts and disclosures in thefinancial statements. An audit also includes assessing the accounting principles used andsignificant estimates made by management, as well as evaluating the overall financialstatement presentation. We believe that our audit provides a reasonable basis for our opinion.

As required by the Companies (Auditor's Report) Order, 2003 (“the Order”) issued by theCentral Government of India in terms of sub-section (4A) of Section 227 of the CompaniesAct, 1956, we enclose in the Annexure, a statement on the matters specified in paragraphs 4and 5 of the said Order.



b) in our opinion, proper books of account as required by law have been kept by theCompany so far as appears from our examination of those books;


d) in our opinion, the Balance Sheet, the Profit and Loss Account and the Cash FlowStatement dealt with by this report comply with the Accounting Standards referred to insub-section (3C) of Section 211 of the Companies Act, 1956;


f) without qualifying our opinion, we draw attention to note III 11 of schedule 17 of thefinancial statements which explains the position regarding change in policy of theCompany for valuation of coal rejects to align it with its holding company’s policy. Suchchange in the policy has resulted in increase in the value of inventory by Rs. 80,967,158as at 31 March 2009 and increase in profits for the year and reserves and surplus byRs. 80,967,158.

g) in our opinion and to the best of our information and according to the explanations givento us, the said accounts give the information required by the Companies Act, 1956, in themanner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:


(ii) in the case of the Profit and Loss Account, of the profit of the Company for theyear ended on that date; and



Sd/-

Akhil BansalPlace: Gurgaon PartnerDate: 27 August, 2009 Membership No.: 090906


(i) (a) The Company has maintained proper records showing full particulars, includingquantitative details and situation of fixed assets..

(b) The Company has a regular programme of physical verification of its fixed assets bywhich all fixed assets are verified in a phased manner over a period of two years.According to that programme the Company has during the year physically verifiedcertain assets. In our opinion, this periodicity of physical verification is reasonable havingregard to the size of the Company and the nature of its assets.

(c) Fixed assets disposed off during the year were not substantial, and therefore, do not affectthe going concern assumption.

(ii) (a) The inventory has been physically verified by the management during the year. In ouropinion, the frequency of such verification is reasonable.

(b) The procedures for the physical verification of inventories followed by the managementare reasonable and adequate in relation to the size of the Company and the nature of itsbusiness.

(c) The Company is maintaining proper records of inventory. The discrepancies noticed onverification between the physical stocks and the book records were not material.

(iii) (a) The Company has granted loans to one company covered in the register maintained undersection 301 of the Companies Act, 1956. The maximum amount outstanding during theyear was Rs. 100,000,000 and the year-end balance of such loans was Rs. 100,000,000.

(b) In our opinion, the rate of interest and other terms and conditions on which loans havebeen granted to companies listed in the register maintained under section 301 of theCompanies Act, 1956 are prima facie, not prejudicial to the interest of the Company.

(c) In the case of loans granted to companies listed in the register maintained under section301, the borrower has not paid any amount of principal and interest on such loans sinceas stipulated in loan agreements, principal and interest on loans are payable on demand.

(d) There is no overdue amount of more than Rupees one lakh in respect of loans granted toany of the companies listed in the register maintained under section 301 of theCompanies Act, 1956.

(e) The Company has not taken any loans, secured or unsecured, to or from companies, firmsor other parties covered in the register maintained under section 301 of the CompaniesAct, 1956.

(iv) In our opinion and according to the information and explanations given to us, there is anadequate internal control system commensurate with the size of the Company and thenature of its business with regard to purchase of inventories and fixed assets and withregard to the sale of goods and services. In our opinion and according to the informationand explanations given to us, there is no continuing failure to correct major weaknessesin internal control system.

(v) (a) In our opinion and according to the information and explanations given to us, theparticulars of contracts or arrangements referred to in section 301 of the Companies Act,1956 have been entered in the register required to be maintained under that section.

(b) In our opinion, and according to the information and explanations given to us, thetransactions made in pursuance of contracts and arrangements referred to in (a) above andexceeding the value of Rs. 5 lakh with any party during the year have been made at priceswhich are reasonable having regard to the prevailing market prices at the relevant timeexcept for purchases of certain services and items of fixed assets and inventories whichare for the specialised requirements of the Company and similarly for sale of certaingoods for the specialised requirements of the buyers and for which suitable alternativesources are not available to obtain comparable quotations. However, on the basis ofinformation and explanations provided, the same appear reasonable.


(vii) In our opinion, the Company has an internal audit system commensurate with the sizeand nature of its business.

(viii) The Central Government has not prescribed the maintenance of cost records undersection 209(1)(d) of the Companies Act, 1956 for any of the services rendered by theCompany.

(ix) (a) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company, amounts deducted/ accrued in the books ofaccount in respect of undisputed statutory dues including Income-tax, Provident Fund,Sales-tax, Wealth tax, Service tax ,Customs duty, Cess and other material statutory dueshave generally been regularly deposited during the year by the Company with theappropriate authorities though there have been slight delays in few cases in Service taxand Sales tax. As explained to us, provisions of Employees’ State Insurance and Exciseduty are not applicable to the Company. Further, as explained to us, the Company did nothave any dues on account of Investor Education and Protection Fund.

There were no dues on account of Cess under Section 441A of the Companies Act, 1956since the date from which the aforesaid section comes into force has not yet been notifiedby the Central Government.

According to the information and explanations given to us, no undisputed amountspayable in respect of Provident Fund, Income tax, Wealth tax, Sales tax, Customs duty,Cess and other material statutory dues were in arrears as at 31 March 2009 for a period ofmore than six months from the date they became payable except for Rs. 227 lakhs inrespect of Income tax.

(b) According to the information and explanations given to us, there are no dues of Wealthtax, Sales tax, Customs duty and Cess which have not been deposited with theappropriate authorities on account of any dispute, except as mentioned below:

Name of theStatute

Natureof dues

Amount involved(in Rs. lacs)

Period towhich theamountrelates

Forum where disputeis pending

Finance Act,1994

Servicetax


10 September2004 till 31 March 2006

CESTAT, New Delhi

Finance Act,1994

Servicetax


1 April 2004to 30 June2006

CESTAT, New Delhi

* Out of the above demand, we are informed by the Company that it has deposited a sumof Rs. 388 lacs against these demands in earlier years.

(x) The Company does not have any accumulated losses at the end of the financial year andhas not incurred cash losses in the financial year and in the immediately precedingfinancial year.

(xi) In our opinion and according to the information and explanations given to us, theCompany has not defaulted in repayment of dues to its bankers. The Company did nothave any outstanding dues to any financial institution or debenture holders during theyear.

(xii) The Company has not granted any loans and advances on the basis of security by way ofpledge of shares, debentures and other securities.

(xiii) In our opinion and according to the information and explanations given to us, theCompany is not a chit fund or a nidhi/ mutual benefit fund/ society.

(xiv) According to the information and explanations given to us, the Company is not dealing ortrading in shares, securities, debentures and other investments.

(xv) According to the information and explanations given to us, the Company has not givenany guarantee for loans taken by others from banks or financial institutions.

(xvi) In our opinion and according to the information and explanations given to us, the termloans taken by the company have been applied for the purpose for which they wereraised.

(xvii) According to the information and explanations given to us and on an overall examinationof the balance sheet of the company, we are of the opinion that the funds raised on short-term basis have not been used for long-term investment.

(xviii) The Company has not made any preferential allotment of shares tocompanies/firms/parties covered in the register maintained under Section 301 of theCompanies Act, 1956.



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


Sd/-

Akhil BansalPlace: Gurgaon PartnerDate: 27 August, 2009 Membership No.: 090906

Spectrum Coal and Power LimitedBalance Sheet as at 31 March 2009(All amounts are in Rupees)

ScheduleAs at

31 March 2009 As at

31 March 2008 I. SOURCES OF FUNDS

Shareholders' fundsShare capital 1 416,780,890 416,780,890Reserves and surplus 2 1,410,661,982 924,464,958Loan fundsSecured loans 3 800,960,413 1,031,666,330

Deferred tax liability (net) 69,787,367 (19,857,359)(refer note III 10 of Schedule 17)

TOTAL 2,698,190,652 2,353,054,819

II. APPLICATION OF FUNDSFixed assets 4Gross block 2,363,572,451 1,007,085,623Less : Depreciation 819,580,051 570,124,051Net block 1,543,992,400 436,961,572Capital work in progress (including capital advances) 348,020,995 1,394,821,430

1,892,013,395 1,831,783,002

Current assets, loans and advancesInventories 5 237,238,459 109,169,740Sundry debtors 6 321,600,938 190,940,611Cash and bank balances 7 272,402,183 381,938,867Other current assets 8 592,713 167,406Loans and advances 9 287,505,964 196,635,680

1,119,340,257 878,852,304Less: Current liabilities and provisions 10Current liabilities 240,224,580 297,224,837Provisions 72,938,420 60,355,650

313,163,000 357,580,487


TOTAL 2,698,190,652 2,353,054,819



As per our report of even date attachedFor B S R & Company For Spectrum Coal and Power LimitedChartered Accountants

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Akhil Bansal Narendra Prakash Bhati Dalip NagarPartner Managing Director DirectorMembership no.: 090906Place : Gurgaon Place : Gurgaon Place : GurgaonDate : 27 August, 2009 Date : 27 August, 2009 Date : 27 August, 2009

Spectrum Coal and Power LimitedProfit and Loss Account for the year ended 31 March 2009(All amounts are in Rupees)

Schedule For the yearended

For the yearended


Raw coal beneficiations and allied receipts 795,397,038 712,897,412Sale of coal 1,550,654,842 464,640,042Other income 11 32,861,632 36,425,552

2,378,913,512 1,213,963,006Expenditure

Purchase of coal 262,171,535 179,627,821Decrease/ (increase) in stock of coal 12 (126,387,787) (42,487,748)Direct expenses 13 800,521,183 451,077,553Personnel cost 14 71,593,084 45,826,999Administrative and selling expenses 15 174,322,338 166,138,878Depreciation 4 249,613,355 76,914,337Finance cost 16 114,064,644 18,994,899

1,545,898,352 896,092,739

Profit before tax 833,015,160 317,870,267Provision for tax

- Current tax 238,700,000 113,880,358- Deferred tax charge for earlier years 35,663,530 -- Deferred tax charge /(credit) 53,981,196 (2,119,951)- Fringe benefit tax 1,762,560 1,253,001- Taxes provison for earlier years 16,710,850 57,211,713

Profit after tax 486,197,024 147,645,146

Balance carried forward to reserves and surplus 486,197,024 147,645,146

Basic / Diluted earnings per share (refer note III 9 of schedule 17) 11.67 3.58




Sd /- Sd /- Sd /-


Spectrum Coal and Power LimitedCash Flow Statement for the year ended 31 March 2009(All amounts are in Rupees)

For the yearended For the year ended


Net profit before tax 833,015,160 317,870,267Adjustments for :Depreciation 249,613,355 76,914,337Bad debts written off 6,843,244 12,276,421(Profit)/ loss on sale of assets 20,748 -Finance cost 114,064,644 24,335,607Interest income (24,158,970) (33,766,812)Operating profit before working capital changes 1,179,398,181 397,629,820Adjustments for :(Increase) in sundry debtors (137,503,571) (76,979,659)(Increase) in loans and advances (90,649,016) (197,963,989)(Increase)/ decrease in inventories (128,068,719) (74,006,719)Decrease/ (Increase) in current liabilities and provisions (55,369,126) 148,659,977Cash Generated from operations 767,807,749 197,339,430Taxes paid: (245,953,573) (142,912,733)Net cash from operating activities (A) 521,854,176 54,426,697

B) Cash flow from investing activities:Purchase of fixed assets/capital work in progress (309,929,252) (470,188,100)Sale of fixed assets 64,756 -Sale of Investments - 3,499,563Interest income 23,244,197 33,765,896Net cash used in investing activities (B) (286,620,299) (432,922,641)

C) Cash flow from financing activities:Proceeds from issue of equity share capital - 126,780,890Proceeds from securities premium - 570,514,005Proceeds from secured loans 11,880,500 785,647,388Re f d lo (244 245 831) (706 070 009)Repayments of secured loans (244,245,831) (706,070,009)Repayments of unsecured loans - (5,000,000)Finance cost (112,405,230) (26,813,751)Net cash from in financing activities (C ) (344,770,561) 745,058,523

D) Net increase in cash and cash equivalents (A+B+C) (109,536,684) 366,562,579

E) Cash and cash equivalents as at the beginning of the yearCash in hand 107,322 407,911Balance with scheduled bank-on current accounts 52,655,198 2,053,090-on deposit accounts 329,176,347 12,915,287

381,938,867 15,376,288F) Cash and cash equivalents as at the end of the year

Cash in hand 358,367 107,322Cheques in hand 337,080 -Balance with scheduled bank-on current accounts 19,059,061 52,655,198-on deposit accounts 252,647,675 329,176,347

272,402,183 381,938,867Notes:1. The cash flow statement has been prepared in accordance with 'Indirect method' as set out in the AccountingStandard (AS)-3 on 'Cash Flow Statements' as specified in the the Companies (Accounting Standard) Rules,2006 under the provisions of the Companies Act, 1956.


Sd /- Sd /- Sd /-


Spectrum Coal and Power LimitedSchedules forming part of the accounts(All amounts are in Rupees)

As at31 March 2009

As at31 March 2008


Authorised capital55,000,000 equity shares of Rs. 10 each 550,000,000 550,000,000(Previous year 55,000,000 equity shares of Rs. 10/- each)

Issued, subscribed and paid up capital41,678,089 equity shares of Rs.10 each fully paid up 416,780,890 416,780,890(Previous year 41,678,089 equity shares of Rs. 10/- each)[Of the above equity shares, 41,678,083 (previous year nil) equity shares areheld by Aryan Coal Benefications Private Limited, the holding company.There was no holding company in the previous year.]

416,780,890 416,780,890


Securities premium:Opening balance 647,514,005 77,000,000Add: received during the year - 570,514,005

647,514,005 647,514,005

General reserve 30,000,000 30,000,000

Profit and loss account:Opening balance 246,950,953 99,305,807Add: transferred from Profit and Loss Account 486,197,024 147,645,146

733,147,977 246,950,953

1,410,661,982 924,464,958


As at31 March 2009

As at31 March 2008

Schedule 3 - Secured loansLoans and advances from banks:-Term loan * 723,898,241 946,398,241-Cash Credit ** 41,295,173 44,317,294-Vehicle/equipment loans# 14,196,996 25,400,524-Interest accrued and due on term loans 7,648,035 5,988,621Loans and advances from others:-Vehicle/equipment loans # 13,921,968 9,561,650

800,960,413 1,031,666,330Notes:* Nature of security for term loans

(a)

(b)

(c)

(d)

** Nature of security for Cash Credit(a)

# Nature of security for vehicle/equipment loans(a)

Term loan of Rs. 34,375,000 (previous year Rs. 61,875,000) from Bank of India is secured by way of hypothecation chargeon fixed assets of the coal washery plant at Dipka, Chattisgarh . Further, secured by way of corporate guarantee of Aryan CoalBeneficiation Private Limited, the holding company and personal guarantee by director of holding company.

Term loan of Rs. 210,000,000 (previous year Rs. 285,000,000) from Bank of India is secured by way of first hypothecationcharge alongwith other term lenders on fixed assets of the coal washery plant near Balaram OCP (Talcher), Orissa. Further,secured by way of corporate guarantee of Aryan Coal Beneficiation Private Limited, the holding company.

Term loan of Rs. 279,851,559 (previous year Rs. 349,851,559) from Bank of Baroda is secured by way of first hypothecationcharge alongwith other term lenders on fixed assets of the coal washery plant near Balaram OCP (Talcher), Orissa. Further,secured by way of corporate guarantee of Aryan Coal Beneficiation Private Limited, the holding company.

Term loan of Rs. 199,671,682 (previous year Rs. 249,671,682) from The Federal Bank Limited is secured by way of firsthypothecation charge alongwith other term lenders on fixed assets of the coal washery plant near Balaram OCP (Talcher),Orissa. Further, secured by way of corporate guarantee of Aryan Coal Beneficiation Private Limited, the holding company.

Cash Credit of Rs. 41,295,173 (previous year Rs. 44,317,294) from Bank of India is secured by hypothecation of book debtsof the coal washery plant at Dipka, Chattisgarh. Further secured by corporate guarantee of Aryan Coal Beneficiation PrivateLimited, the holding company and personal guarantee by director of holding company.

Secured by first and exclusive charge on specific vehicles/equipments. Further, secured by way of post dated cheques forrepayment of interest and principal.


As at31 March 2009

As at31 March 2008

Schedule 5 - Inventories(At lower of cost and net realisable value)Stores and spare parts 68,362,924 66,681,992Raw coal 82,347,425 42,487,748Work in progress 5,560,952 -Coal rejects 80,967,158 -

237,238,459 109,169,740

Schedule 6 - Sundry debtors *(Unsecured and considered good, unless otherwise stated)Debts outstanding for a period exceeding six months 3,466,694 -Other debts 318,134,244 190,940,611

321,600,938 190,940,611*includes debts due from other companies under the same management within the meaning of sub-section (1-B) of section 370; these are -a) Kartikay Coal Washeries Private Limited Rs. 12,759,082 (previous year Rs. 4,083,403)b) Aryan Coal Benificiation Pvt Ltd Rs. 2,810,854 (previous year Rs. Nil)

Schedule 7 - Cash and bank balancesCash in hand 358,367 107,322Cheques in hand 337,080 -Balance with scheduled banks:-on current accounts 19,059,061 52,655,198-on deposit accounts

- held as margin money for bank guarantees 40,577,089 20,918,210- other fixed deposits 212,070,586 308,258,137

272,402,183 381,938,867

Schedule 8 - Other current assetsIncome accrued but not due 592,713 167,406

592,713 167,406


As at31 March 2009

As at31 March 2008

Schedule 9 - Loans and advances(Unsecured and considered good, unless otherwise stated)Advances recoverable in cash or in kind or for value to be received* 170,443,002 182,659,855Inter corporate deposits-to holding company 100,000,000 --interest accrued and due 489,466 -Advance fringe benefit tax 67,104 335,302[net of provision for tax of Rs. 3,015,561 (previous year Rs.1,253,001)]Security and other deposits 16,506,392 13,640,523

287,505,964 196,635,680

*includes advance paid to company under the same management withinthe meaning of sub-section (1-B) of section 370;

Schedule 10 - Current liabilities and provisionsCurrent liabilitiesSundry creditors [refer note III(12) of schedule 17]

229,906,440 274,418,397Other liabilities# 10,318,140 22,806,440

240,224,580 297,224,837

#includes provident fund payable of Rs. 410,119 (previous year Rs. 307,045).

ProvisionsProvision for income tax 69,428,953 58,477,314[net of advance tax of Rs. 356,318,763 (previous year Rs.111,859,552)]Provision for gratuity*** 2,020,677 62,876Provision for leave Encashment 1,488,790 1,815,460

72,938,420 60,355,650

*** Includes prior period amount of Rs. 1,500,673 (Previous year Rs. Nil)

Aryan Clean Coal technologies Private Limited Rs.1,446,693 (previous yearRs. 4,711,746 ). Maximum outstanding during the year was Rs. 1,446,693(previous year Rs. 11,898,000)

- total outstanding dues of creditors other than micro enterprises andsmall enterprises **

**includes salary, wages and bonus payable of Rs. 5,668,245 (previous yearRs. 3,680,539).


For the yearended

For the yearended

31 March 2009 31 March 2008 Schedule 11 - Other incomeInterest income-from banks 23,095,594 33,741,974[Gross of tax deducted at source Rs. 5,076,465 (previous year Rs. 7,456,824)]-from others 1,063,376 24,838[Gross of tax deducted at source Rs. 240,961 (previous year Rs. Nil)]Technical consultancy receipts 5,385,000 -Exchange gain (net) 1,344,962 -Miscellaneous receipts 1,972,700 2,658,740

32,861,632 36,425,552


Opening stock of coalRaw coal 42,487,748 -

42,487,748 -

Closing stock of coalRaw coal 82,347,425 42,487,748Work in progress 5,560,952 -Coal rejects 80,967,158 -

168,875,535 42,487,748

(126,387,787) (42,487,748)


Power and fuel 105,961,843 72,882,449Consumption of materials 13,728,988 9,217,880Transportation and loading charges 485,863,786 177,886,868Pollution control expenses 100,000 100,000Repair and maintainance:-Building 6,758,534 6,655,890-Plant and machinery 158,924,395 168,201,448-Others 29,183,637 16,133,018

800,521,183 451,077,553


For the yearended

For the yearended

31 March 2009 31 March 2008 Schedule 14 - Personnel costSalaries, wages and bonus 63,534,214 40,611,879Contribution to provident and other funds 2,413,321 1,667,205Staff welfare expenses 5,645,549 3,547,915

71,593,084 45,826,999

Schedule 15 - Administrative and selling expensesRent (refer note III 8 of schedule 17) 9,021,211 16,691,884Rate, taxes and fees 4,650,019 3,769,126Subscription and tender fees 261,066 263,841Legal and professional fee 42,660,660 44,264,689Non compete fees 20,000,000 -Security expenses 5,822,600 2,274,111Insurance 2,354,495 2,081,417Printing and stationery 1,255,120 551,217Communication expenses 2,101,601 1,429,165Office maintenance expenses 1,030,309 544,054Travelling and conveyance 13,448,513 9,833,269Electricity and water charges 362,715 331,455Charity and donation 3,262,953 708,149Deductions on account of quality and quantity (net) 27,950,806 38,842,447Coal handling charges 21,226,569 24,342,389Sampling charges 614,664 106,903Advertisement and publicity 1,410,876 164,737Bank charges 8,510,879 5,340,708Loss on sale of fixed assets 20,748 -Bad debts written off 6,843,244 12,276,421Miscellaneous expenses 1,513,290 2,322,896

174,322,338 166,138,878

Schedule 16 - Finance costInterest on term loans 104,062,089 10,976,561Interest on cash credits 6,102,309 5,575,895Interest on inter corporate deposits - 38,356Interest-others 3,900,246 2,404,087

114,064,644 18,994,899

Spectrum Coal and Power LimitedSchedules forming part of the accounts


I. Background

Spectrum Coal and Power Limited (SCPL) was incorporated on 1 January 1996. The Company isprimarily engaged in coal beneficiation business. The Company is currently operating a coal washeryplant at Dipka, Chattisgarh. Pursuant to an agreement entered into with Andhra Pradesh Power GenerationCorporation Limited (APGENCO), the Company is in the process of setting up a 11 MTPA coal washeryat Talcher, Orissa on land provided by APGENCO out of which the first phase of 7 MTPA has beencompleted during the year. Further the company is also in the process of setting up a 50 MW thermalpower plant at Ratiza, Chhattisgarh.


1) Accounting convention:

The financial statements are prepared and presented under the historical cost convention inaccordance with the Generally Accepted Accounting Principles (‘GAAP’) in India and mandatoryaccounting standards as specified in the Companies (Accounting Standard) Rules, 2006, theprovisions of the Companies Act, 1956, to the extent applicable, and as adopted consistently bythe Company.


The preparation of financial statements in conformity with Generally Accepted AccountingPrinciples (GAAP) in India requires management to make estimates and assumptions that affectthe reported amounts of assets and liabilities and the disclosure of contingent liabilities on thedate of the financial statements. Actual results could differ from those estimates. Differencesbetween the actual results and estimates are recognised in the year in which the results areknown/materialized. Any revision to accounting estimates is recognised prospectively in currentand future periods.


Inventories are valued at lower of cost and net realisable value. The basis for determination ofcost of various category of inventory is as follows:

(a) Stores and spare parts:

Stores and spare parts are computed on first in first out basis (FIFO).


These are valued at cost of raw coal and cost directly attributable to bring the coal to itspresent location and condition.

(c) Work in progress:

Work in progress represents the cost of transportation, beneficiation of raw coal andtransportation of beneficiated coal on behalf of customers.

(d) Coal rejects :

These consist of rejects generated out of coal beneficiation process. The cost is ascertainedby apportioning the total cost attributable to the category of coal generated based onappropriate basis.






Revenue from beneficiated coal is recognised as beneficiation activity is performed. Suchperformance is regarded as being achieved when no significant uncertainty exists regardingthe amount of consideration that will be derived from the performance of such activity and theactivity is completed or substantially completed. Revenue represents the invoiced value of netbeneficiation receipts.

(b) Sale of coal:

Revenue from sale of coal is recognised when coal is dispatched to the customer whichcoincides with the transfer of significant risks and rewards. Sales represent the invoiced valueof coal (net of sales tax).

Other incomes:

Interest income is recognised on a time proportion basis considering the contracted rate of return.Technical consultancy income is recognised on accrual basis as per the terms of agreemententered in to with the customer


Fixed assets are stated at cost less accumulated depreciation and impairment losses, if any. Thecost of fixed assets includes inward freight, duties, taxes and incidental expenses related toacquisition and installation incurred upto the date of commissioning of the assets. Fixed assetsunder construction, advances paid towards acquisition of fixed assets and cost of asset not put touse before the year end, are disclosed as capital work in progress. Assets held for disposal arestated at their estimated residual values as at the balance sheet date.

Depreciation is provided on pro-rata basis as per written down value (WDV) method at ratesbased upon management estimates of useful lives of the assets. Such rates are equal to the ratesprescribed in Schedule XIV of the Companies Act, 1956.



Foreign currency transactions are recorded at the rate of exchange prevailing on the date of therespective transactions. Monetary foreign currency assets and liabilities remaining unsettled at thebalance sheet date are translated at the rates of exchange prevailing on that date. Gains/(losses)arising on account of realisation/settlement of foreign exchange transactions and on translation offoreign currency assets and liabilities are recognised in the Profit and Loss Account.

7) Investments

Long term investments are valued at cost. Any decline other than temporary, in the value of longterm investments, is adjusted in the carrying value of such investments.




All employee benefits payable/available within twelve months of rendering the service areclassified as short-term employee benefits. Benefits such as salaries, wages and bonus etc., arerecognised in the Profit and Loss Account in the period in which the employee renders the relatedservice.

Defined contribution plans: A defined contribution plan i.e. provident fund is a post-employment benefit plan under which an entity pays deposits fixed contribution with theappropriate government authorities. Obligations for contributions to defined contributionprovident plans are recognised as an employee benefit expense in the Profit and Loss Accountwhen they are due.

Defined benefit plans: A defined benefit plan i.e. gratuity, is a post-employment benefit plan.The Company’s gratuity plan is a defined benefit plan.

The present value of the obligation under such defined benefit plan is determined based onactuarial valuation using the Projected Unit Credit Method, which recognises each period ofservice as giving rise to additional unit of employee benefit entitlement and measures each unitseparately to build up the final obligation. The obligation is measured at the present value of theestimated future cash flows. The discount rate used for determining the present value of theobligation under defined benefit plans, is based on the market yields on Government securities asat the balance sheet date. Actuarial gains and losses are recognised immediately in the profit andloss account.

The Company has taken a group policy with Life Insurance Corporation of India (LIC) to meet itsobligation towards gratuity. Liability with respect to the Gratuity plan is determined based on anactuarial valuation done by an independent actuary at the year end and any differential betweenthe fund amount as per LIC and the actuarial valuation is charged to revenue.

Benefits under the Company’s leave encashment policy constitutes other long-term employeebenefits. The liability in respect o leave encashment is provided on the basis of an actuarialvaluation done by an independent actuary at the year end. Actuarial gains and losses arerecognised immediately in the Profit and loss account

9) Borrowing costs

Borrowing costs that are attributable to the acquisition of qualifying assets are capitalised as partof the cost of such assets. A qualifying asset is one that necessarily takes a period of one year ormore to get ready for its intended use. All other borrowing costs are charged to revenue.

10) Leases

Lease arrangements where the risks and rewards incidental to ownership of an asset substantiallyvest with the lesser, are recognised as operating leases. Lease payments under operating leasearrangements are recognised as an expense in the Profit and Loss Account on a straight line basisover the lease term.




In computing earnings per share, the Company considers net profit/(loss) after tax. Basic earningsper share are computed by the weighted average number of equity shares outstanding during theyear. Diluted earnings per share are computed using the weighted average number of equity anddilutive equivalent shares outstanding during the year, except where results would be anti-dilutive.

12) Taxes

Income-tax expenses comprise current tax (i.e. the amount of tax for the period determined inaccordance with the Income Tax Act, 1961) and deferred tax charge or credit (reflecting the taxeffects of the timing differences between the accounting income and taxable income for theperiod). The deferred tax charge or credit and the corresponding deferred tax liabilities or assetsare recognised using the tax rates that have been enacted or substantively enacted by the balancesheet date. Deferred tax assets are recognised only to the extent there is reasonable certainty thatthe assets can be realised in the future. However, where there is unabsorbed depreciation or carryforward loss under taxation laws, deferred tax assets are recognised only if there is virtualcertainty of realization of such assets. Deferred tax assets are reviewed at each balance sheet dateand written down or written up to reflect the amount that is reasonably/virtually certain (as thecase may be) to be realised.

Consequent to the introduction of Fringe Benefits Tax (“FBT”) effective 1 April 2005, inaccordance with the guidance note on accounting for fringe benefits tax issued by the Institute ofChartered Accountants of India, the Company has made provision of FBT in accordance with theprovisions of Income-Tax Act, 1961.


The carrying amounts of assets are reviewed at each balance sheet date in accordance withAccounting Standard 28 ‘Impairment of Assets’, to determine whether there is any indication ofimpairment. If any such indication exists, the asset’s recoverable amount is estimated. Animpairment loss is recognised whenever the carrying amount of an asset or its cash generatingunit exceeds its recoverable amount. Impairment losses are recognised in the Profit and LossAccount. An impairment loss is reversed if there has been a change in the estimates used todetermine the recoverable amount. An impairment loss is reversed only to the extent that theasset’s carrying amount does not exceed the carrying amount that would have been determinednet of depreciation or amortisation, if no impairment loss had been recognised.





Contingent liabilities are disclosed in respect of possible obligations that have arisen from pastevents and the existence of which will be confirmed only by the occurrence or non occurrence offuture events not wholly within the control of the Company. Contingent liabilities are alsodisclosed for present obligations in respect of which it is not probable that there will be anoutflow of resources or a reliable estimate of the amount of obligation cannot be made.




a) Service tax matters in respect of which the company is in appeal Rs. 18,620,433 (previous yearRs. 18,620,433)

b) Capital commitmentThe estimated amount of contracts remaining to be executed on capital account (net of advances)was Rs. 848,215,486 as at 31 March 2009 (previous year Rs. 184,384,000)


Managerial remuneration under Section 198 of the Companies Act, 1956 to the directors of theCompany is as follows:

(Amount in Rupees)



Salaries and allowances 9,250,000 6,100,000Bonus 250,000 -

9,500,000 6,100,000


Computation of net profit in accordance with Section 198 read with 349 of the Companies Act, 1956:(Amount in Rupees)



Profit before taxation 833,015,160 317,870,267Add:

Loss on disposal of fixed assets 20,748 -Managerial Remuneration 9,500,000 6,100,000

Net Profit for the year 842,535,908 323,970,267Maximum remuneration payable to Managing/ WholetimeDirectors @ 10% of net profits

84,253,591 32,397,027



3) Legal and professional fee include auditors’ remuneration (excluding out of pocketexpenses):

(Amount in Rupees)


Year ended31 March 2008*

Statutory audit fees 1,500,000 500,000Fees for other services - 253,658Service tax 154,500 86,520-

1,854,500 840,158* Paid to erstwhile auditor.

4) Installed Capacity and production (as certified by the management and relied upon by the auditors,being a technical matter).





March 2008Coal beneficiationplants

MT 18,000,000 6,500,000 8,111,115 6,386,901





Quantity(MT)

Value(Rupees)

Quantity(MT)

Value(Rupees)

Opening stock 1,599,599 42,487,748 1,520,610 -Purchases/generation* 1,706,947 262,171,535 1,298,986 179,627,821Sales/captive consumption** 1,811,455 1,550,654,842 1,129,025 464,640,042Disposed off 95,716 - 90,972 -Closing stock 1,399,375 163,314,583 1,599,599 42,487,748

*Represents the cost of purchase of coal through e-auction, coal rejects and value of credit notes givento various customers for purchase of coal rejects generated through beneficiation of raw coal. All theexpenses relating to processing/reprocessing have been included under the head direct expense.

** Represents sale of coal purchased through e-auction and coal rejects (both processedand un processed).



6) a) Value of imports calculated on CIF basis(Amount in Rupees)

ParticularsYear ended


31 March 2008

Stores and spares 574,352 -Capital goods 1,875,725 37,446,487Total 2,450,077 37,446,487

b) Expenditure in foreign currency(Amount in Rupees)

ParticularsYear ended


31 March 2008

Travelling 1,953,155 2,999,262Professional fees 5,095,255 3,668,401Total 7,048,410 6,667,663

7) a) General description of defined benefit plan:

Gratuity plan:

The Company operates a gratuity plan which provides lump sum benefits linked to the qualifyingsalary and completed years of service with the Company at the time of separation. Everyemployee who has completed 5 years of continuous service is entitled to receive gratuity at thetime of his retirement or separation from the organization whichever is earlier. However thecondition of completion of 5 years of service is not applicable where separation is on account ofdisability or death of an employee. The gratuity benefit that is payable to any employee, iscomputed in accordance with the provisions of “The Payment of Gratuity Act, 1972”.

The Gratuity Fund

The following table sets forth the status of the Gratuity Plan of the Company and the amountsrecognised in the Balance Sheet and Profit and Loss Account.

(Amount in Rupees)Particulars Year ended


31 March 2008Changes in the present value of defined benefit obligationProjected benefit obligation at the beginning of year 1,674,578 1,181,938Current service cost 799,771 336,858Interest cost 315,639 88,645Actuarial loss/(gain)For previous year

776,7031,500,673

227,497

Benefits paid (122,316) (160,360)Projected benefit obligation at the end of the year 4,945,048 1,674,578



Changes in the fair value of plan assetsFair Value of Plan Assets at the beginning of the year 1,611,702 1,279,189Expected return on plan assets 285,076 131,892Contributions Benefits paid 1,145,789 360,981Benefits paidActuarial (loss)/gain

(122,316)4,120

(160,360)-

Fair Value of Plan Assets at the end of the year 2,924,371 1,611,702

Projected benefit obligation at the end of the year 4,945,048 1,674,578Fair value of plan assets at the end of the year 2,924,371 1,611,702Funded status of the plans – asset/(liability) (2,020,677) (62,876)Asset recognised in the balance sheet -

Expense recognised in the Profit and Loss AccountCurrent service cost 799,771 336,858Interest cost on benefit obligation 315,639 88,645Expected return on plan assets (285,076) (131,892)Net actuarial (gain)/loss recognised in the year 772,583 227,497Net gratuity cost 1,602,917 521,108

Expense recognised in the balance sheetPresent value of funded obligations (4,945,048) (1,674,578)Fair value of plan assets 2,924,371 1,611,702Funded status of the plans – assets (liability)Asset / (liability) recognized in the balance sheet

(2,020,677)(2,020,677)

(62,876)(62,876)



The principal assumptions are the discount rate and salary escalation rate. The discount rate isgenerally based upon the market yields available on Government bonds at the accounting datewith a term that matches that of the liabilities and the salary growth rate takes account of inflation,seniority, promotion and other relevant factors on long term basis. The assumptions used aresummarized in the following table:









Retirement age 60 Years 60 YearsMortality table LIC ( 1994-96) duly

modifiedLIC ( 1994-96) duly


Upto 40 years- 3% Upto 40 years- 3%Upto 50 years- 2% Upto 50 years- 2%

Above 50 years- 1% Above 50 years- 1%


The Company is a lessee under operating lease for land (at Dipka, Chattisgarh), office space andguest house. The lease rental expenses for these operating leases aggregate Rs. 9,021,211 (previousyear Rs. 16,691,884).

The land (at Dipka, Chattisgarh) is under non-cancelable operating lease. Future minimum leasepayments (excluding service tax) for under this arrangement are as follows:



31 March 2008

Not later than 1 year 7,259,187 7,259,187Later than 1 year and not later than 5 years 29,036,748 29,036,748

Total 36,295,935 36,295,935





Profit after tax attributable to equity shareholders(Rupees)

486,197,024 147,645,146

Number of shares considered as weighted average sharesoutstanding for computing basic earnings per share

41,678,089 41,262,414

Nominal value per share (Rupees) 10.00 10.00

Basic/Diluted Earnings per share (Rupees) 11.67 3.58




In accordance with Accounting Standard -22, Accounting for Taxes on Income, the tax effect ofsignificant timing differences that reverse in one or more subsequent years gave rise to thefollowing net deferred tax liability as at 31 March 2009 :


31 March 2009As at

31 March 2008Deferred tax assets arising on account ofProvision for leave encashment 506,039 -Provision for leave gratuity 686,829 -Total (A) 1,192,868 -Deferred tax liability arising on account ofExcess of depreciation allowable under Income-tax Actover depreciation provided on accounts

70,980,235 (19,857,359)

Total (B) 70,980,235 (19,857,359)Net deferred tax asset/(liability) (net) (A-B) (69,787,367) 19,857,359

11) Hitherto the Company was following the policy of not valuing the coal rejects as it was of the viewthat no costs can be attributed to such rejects. During the year, the Company has reassessed itspolicy and to align it with its holding company’s policy it has started valuing such coal rejects.Accordingly, as at 31 March 2009 there is an increase in the value of inventory by Rs. 80,967,158and correspondingly increase in profits for the year and reserves and surplus by Rs. 80,967,158.


a) Name of the related party and nature of the relationship where control exists, and withwhom transactions have taken place during the year:

Holding company:• Aryan Coal Benefications Private Limited (with effect from 30 March 2009)

Enterprise of which the Company is an associate (investing party):• Aryan Coal Benefications Private Limited (upto 29 March 2009)

Fellow subsidiaries (with effect from 30 March 2009):• Aryan Clean Coal Technologies Private Limited• Aryan Energy Private Limited• Kartikay Coal Washeries Private Limited

Enterprises over which holding company exercises significant influence (others):• Aryan Clean Coal Technologies Private Limited (upto 29 March 2009)• Aryan Energy Private Limited (upto 29 March 2009)• Kartikay Coal Washeries Private Limited (upto 29 March 2009)• General Automobiles• Indus Automobiles• Sainik Mining and Allied Services Limited• Sainik Finance and Industries Limited• Sindhu Holdings Limited



• Sindhu Realtors Private Limited• V.V. TransportKey Management Personnel (KMP):• Dr. A.V. Mohan Rao, Executive Chairman• Narendra Prakash Bhati, Managing Director

b) Transactions/outstanding balances with related parties:

(Amount in Rupees)For the year

ended31 March 2009

For the yearended

31 March 2008Transactions during the year

Sale of coalTo investing party 41,764,436 -To others :-Kartikay Coal Washeries Private Limited 177,782,014 36,034,650

Purchase of coalFrom investing party 64,141,495 112,306,313From others :-Aryan Energy Private Limited 3,120,583 -Purchase of Fixed AssetsFrom others :-Aryan Clean Coal Technologies Private Limited 39,067,906 6,306,971-Sainik Mining & Allied Services Limited - 2,314,000

Managerial remunerationTo KMP:Dr. A.V. Mohan Rao 6,000,000 3,600,000Narendra Prakash Bhati 3,500,000 2,500,000

Non compete fees paidTo KMP:Dr. A.V. Mohan Rao 20,000,000 -

Vehicle / Equipment loan receivedFrom others :-Sainik Finance and Industries Limited 5,002,500 -

Interest paid on vehicle / equipment loanTo others :-Sainik Finance and Industries Limited 568,554 -

Principal paid on vehicle /equipment loanTo others :-Sainik Finance and Industries Limited 884,121 -

Inter corporate deposit paidTo investing party 100,000,000 -



For the yearended

31 March 2009

For the yearended

31 March 2008Interest on Inter corporate depositFrom investing party 632,876 -

Coal handling chargesTo others :-Kartikay Coal Washeries Private Limited 1,879,262 -

Transportation and loading chargesTo others :-Sainik Mining & Allied Services Limited 342,189,257 180,012,585

Repairs and maintenanceTo others :-General Automobiles 8,758,598 5,030,223-Indus Automobiles 1,381,578 118,241

Repairs and maintenance - buildingTo others :-Sainik Mining and Allied Services Limited 4,020,364 4,344,862

Civil worksTo others :-Sindhu Realtors Private Limited 21,033,046 3,760,484

Power and fuelTo others :-Sindhu Holdings Limited 56,141,633 20,814,914-V.V.Transport 409,741 6,650,564

Outstanding balances as at year end(Amount in Rupees)

As at31 March 2009

As at31 March 2008

Vehicle/equipment loan payableOthers-Sainik Finance and Industries Limited 4,118,379 -

Inter corporate deposit receivableHolding company 100,000,000 -

Interest accrued on inter corporate depositreceivableHolding company 489,466 -



As at31 March 2009

As at31 March 2008

Sundry creditorsHolding company - 116,798,566Others :Kartikay Coal Washeries Private Limited 1,866,516 -General Automobiles 1,863,344 1,719,851Indus Automobiles 301,126 57,514Sindhu Holding Limited 878,585 2761,868Sindhu Realtors Private Limited 6,086,450 -Sainik Mining and Allied Services Limited 101,657,637 46,023,325V.V.Transport 390,372 1,390,578Dr. A.V. Mohan Rao 16,282,000 -

Sundry debtorsHolding company 2,810,854 -Others :Kartikay Coal Washeries Private Limited 12,759,082 4,083,403

Loans and advancesHolding companyOthers :Aryan Clean Coal Technologies Private Limited 1,446,693 4,711,746

13) Based on the information available with the management there are no dues outstanding to partiescovered under the Micro, Small and Medium Enterprises Development Act, 2006.

14) Previous year’s figures have been regrouped/re-arranged wherever considered appropriatewhenever necessary to confirm to the current years’ groupings/classification.

For Spectrum Coal and Power Limited

Sd /- Sd /-

Narendra Prakash Bhati Dalip NagarManaging Director DirectorPlace: Gurgaon Place: GurgaonDate: 27 August, 2009 Date: 27 August, 2009

Spectrum Coal and Power LimitedInformation pursuant to Part IV of Schedule VI of the Companies Act, 1956


I Registration detailsRegistration No. : U10100AP1996PLC054238 State code : 0 1Balance Sheet date : 31 March 2009




Sources of fundsPaid-up capital 416,781 Reserves and surplus 1,410,662Current liabilities and provisions 313,163 Secured loans 800,960

Deferred tax liability 69,787

Application of fundsNet fixed assets 1,543,992 Current assets 1,119,340Capital work in progress 348,021

IV Performance of company (Rupees in Thousands)Turnover (includes other income) 2,378,914 Total expenditure 1,545,898Profit before tax 833,015 Profit after tax 486,197Basic/ diluted earning per share (in Rs.) 11.67 Dividend rate % 0%


Item code No. (ITC Code) Product descriptionNot applicable Coal beneficiation and allied activities

For Spectrum Coal and Power Limited

Sd /- Sd /-

Narendra Prakash Bhati Dalip NagarManaging Director Director

Place : Gurgaon Place : GurgaonDate : 27 August, 2009 Date : 27 August, 2009

aryan coal benefications private limited registered office...

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