ETT LIMITED - Bombay Stock Exchange · ETT Limited 17, Hemkunt Colony, New Delhi – 110048 Tel and...

1ANNUAL REPORT 2014-15

ETT LIMITED

ETT LIMITED22ND ANNUAL GENERAL MEETING

2014-2015BOARD OF DIRECTORS

Mr. Sandeep Sethi Managing Director Mr. Gurupreet Sangla Jt. Managing Director Mr. Harvinder Singh Director Mr. Sanjay Arora Director Mr. Harjit Singh Kalra Director

Mr. Ratinder Pal Singh Bhatia Director

Mr. Aman Batra Director

Ms. Roopal Sharma Director

Registered Office

ETT Limited17, Hemkunt Colony, New Delhi – 110048Tel and Fax No.: +91 11 4656 7575Contact Person : Ms. Puniti SharmaEmail : [email protected]

CFO & Company SecretaryMs. Puniti Sharma17, Hemkunt Colony, New Delhi – 110048Tel and Fax No.: +91 11 4656 7575Email : [email protected]

Statutory Auditors

1. M/s L. D. Saraogi & Co. Chartered Accountants 101-104, Basant Complex 38, Veer Sawarkar Block, Shakarpur, Delhi-110092 Tel. No. : +91 11 2242 4432, Fax No. : +91 11 22430523 Email : [email protected]

2 M/s VSD & Associates Chatered Accountants DD-34, Basement, Kalkaji, New Delhi – 110019 Tel. No. : +91 11 4132 9602, fax No.: +91 11 4132 9605 E-mail : [email protected]

Registrar and Share transfer AgentBeetal Financial & Computer Services (P) Ltd.Beetal House, 3rd Floor,99, Madangir, Behind Local Shopping Centre,Near Dada Harsukhdas Mandir, New Delhi – 110062Tel. No.: +91 11 2996 1281-86E- mail : [email protected]

BANKERS1. ICICI BANK LTD2. HDFC BANK LTD.3. Punjab & Sind Bank4. State Bank of India5 Vijaya Bank

CONTENTS Page No.

Corporate Information..................................................................1

Notice...........................................................................................2

Directors’ Report...........................................................................8

Management Discussion & Analysis Report...............................28

Report on Corporate Governance...............................................31

Independent Auditors’ Report......................................................46

Balance Sheet.............................................................................50

StatementofProfit&Loss...........................................................51

Cash Flow Statement..................................................................52

Notes Forming Part of Financial Statements..............................54

Consolidated Financial Statements............................................74

Attendence Slip........................................................................105

Proxy Form ..............................................................................107

Ballot Form...............................................................................109


ETT LIMITED

NOTICE

Notice is hereby given that the 22nd Annual General Meeting of the Members of ETT Limited will be held on Wednesday, September 30, 2015 at 4:00 P.M. at the Jahanpanah Club, Mandakini Housing Scheme, Alaknanda, New Delhi – 110 019 to transact the following business:

Ordinary Business:

1. To receive, consider and adopt:

(a) theAuditedStandaloneFinancialStatementsoftheCompanyforthefinancialyearendedMarch31,2015,theReports of the Board of Directors and Auditors thereon; and

(b) theAuditedConsolidatedFinancialStatementsoftheCompanyforthefinancialyearendedMarch31,2015andreport of the Auditors thereon.

2. To appoint a Director in place of Mr. Gurupreet Sangla (DIN 00036988), who retires by rotation and being eligible, offers himself for re-appointment.

3. Toconsiderandifthoughtfit,topasswithorwithoutmodification(s),thefollowingresolutionasanOrdinaryResolution:

“RESOLVEDTHATpursuanttotheprovisionsofSection139oftheCompaniesAct,2013readwithCompanies(Au-dit and Auditors) Rules, 2014, and pursuant to the recommendations of the audit committee, M/s L.D. Saraogi & Co., Chartered Accountants (Firm Regn. No. 005524N), and M/s VSD & Associates, Chartered Accountants (Firm Regn. No. 008726N),theretiringauditors,beandareherebyre-appointedasJointStatutoryAuditorsoftheCompanytoholdofficefrom the conclusion of this Annual General Meeting until the conclusion of next Annual General Meeting of the Company.

RESOLVEDFURTHERTHATMr.SandeepSethi,ManagingDirectorof theCompany,andMr.GurupreetSangla,Jt.Managing Director of the Company, be and are hereby jointly authorised to decide the remuneration of the Joint Statutory Auditors in discussion with them.”

Special Business:

4. Toconsiderand,ifthoughtfit,topass,withorwithoutmodification(s),thefollowingresolutionasanOrdinaryResolution:

“RESOLVEDTHATpursuanttotheprovisionsofSections149and152oftheCompaniesAct,2013readwithScheduleIVandallotherapplicableprovisionsoftheCompaniesAct,2013andtheCompanies(AppointmentandQualificationofDirectors)Rules,2014(includinganystatutorymodification(s)orre-enactmentthereofforthetimebeinginforce)andClause 49 of the Listing Agreement, Ms. Roopal Sharma (DIN 01091414) who was appointed as an Additional Director in the meeting of the Board of Directors held on March 30, 2015 and whose term expires at the ensuing Annual General Meeting of the Company and in respect of whom a notice has been received from a member proposing her candidature fortheofficeofDirectorsunderSection160oftheCompaniesAct,2013,beandisherebyappointedasanIndependentDirectoroftheCompanytoholdofficetillMarch29,2020,notliabletoretirebyrotation.

RESOLVEDFURTHERTHATtheBoardbeandisherebyauthorisedtodoallsuchacts,deedsandthingsasmaybeconsidered necessary, proper or expedient in order to give effect to the above resolution.”


“RESOLVEDTHATpursuant totheprovisionsofSection196,197,198of theCompaniesAct,2013andrulesmadethereunder, the consent of the members be and is hereby given for reappointment of Mr. Sandeep Sethi as Managing DirectoroftheCompanyforatermoffiveyears with effect from February 21, 2015, with no variation in terms and condi-tions of appointment and remuneration as reproduced herein below:

Sl. No. Particulars Amount (in Rs.) Salary and other Allowances 1. Basic Salary (p.m.) 55,000/- 2. House Rent Allowance (p.m.) 27,500/- 3. Transport Allowance (p.m.) 7,500/- 4. Education Allowance (p.m.) 7,500/- 5. City Compensatory Allowance (p.m.) 27,500/- Total 1,25,000/- OtherPerquisites Health & Personal Accident Insurance (p.a.) 50,000/-


ETT LIMITED

RESOLVEDFURTHERTHATanyexpenseincurredbyMr.SandeepSethiindischargeofhisdutiesasManagingDirec-tor of the Company shall be reimbursed to him on actual basis.

RESOLVEDFURTHERTHATnotwithstandinganything to thecontraryhereincontained,where inanyfinancialyearduringthecurrencyofthetenureofMr.SandeepSethi,theCompanyhasnoprofitsortheprofitsoftheCompanyareinadequate,theCompanywillpayremunerationbywayofsalaryandotherperquisitesasspecifiedabove.

RESOLVEDFURTHERTHATMr.HarvinderSinghorMr.SanjayArora,DirectoroftheCompany,beandisherebyau-thorisedtosignrequisiteformtobefiledwiththeRegistrarofCompanies,NCTofDelhi&Haryanaandtodosuchotheracts, deeds, matters and things, as may be considered necessary, usual or expedient, for giving effect to this resolution.”


“RESOLVEDTHATpursuant totheprovisionsofSection196,197,198of theCompaniesAct,2013andrulesmadethereunder, the consent of the members be and is hereby given for reappointment of Mr. Gurupreet Sangla as Jt. Manag-ingDirectoroftheCompanyforatermoffiveyearswitheffectfromFebruary21,2015,withnovariationintermsandconditions of appointment and remuneration as reproduced herein below:

Sl. No. Particulars Amount (in Rs.) Salary and other Allowances

1. Basic Salary (p.m.) 55,000/-

2. House Rent Allowance (p.m.) 27,500/-

3. Transport Allowance (p.m.) 7,500/-

4. Education Allowance (p.m.) 7,500/-

5. City Compensatory Allowance (p.m.) 27,500/-

Total 1,25,000/- OtherPerquisites

Health & Personal Accident Insurance (p.a.) 50,000/-

RESOLVEDFURTHERTHATanyexpenseincurredbyMr.GurupreetSanglaindischargeofhisdutiesasJt.ManagingDirector of the Company shall be reimbursed to him on actual basis.

RESOLVEDFURTHERTHATnotwithstandinganything to thecontraryhereincontained,where inanyfinancialyearduringthecurrencyofthetenureofMr.GurupreetSangla,theCompanyhasnoprofitsortheprofitsoftheCompanyareinadequate,theCompanywillpayremunerationbywayofsalaryandotherperquisitesasspecifiedabove.

RESOLVEDFURTHERTHATMr.HarvinderSinghorMr.SanjayArora,DirectoroftheCompany,beandisherebyau-thorisedtosignrequisiteformtobefiledwiththeRegistrarofCompanies,NCTofDelhi&Haryanaandtodosuchotheracts, deeds, matters and things, as may be considered necessary, usual or expedient, for giving effect to this resolution.”

For and on behalf of the Board of Directors

Sd/-

New Delhi Puniti SharmaAugust 28, 2015 CFO & Company Secretary


ETT LIMITED

Notes:

1. A Member entitled to attend and vote at the Annual General Meeting (AGM) is entitled to appoint a proxy to attend and vote instead of himself and the proxy need not be a Member of the Company.

Theinstrumentappointingtheproxy,inordertobeeffective,mustbedepositedattheCompany’sRegisteredOffice,dulycompleted and signed, not less than 48 hours before the meeting. Proxies submitted on behalf of limited companies, societies, etc., must be supported by appropriate resolutions/authority, as applicable. A person can act as proxy on be-halfofMembersnotexceedingfifty(50)andholdingintheaggregatenotmorethan10%ofthetotalsharecapitaloftheCompany.IncaseaproxyisproposedtobeappointedbyaMemberholdingmorethan10%ofthetotalsharecapitalofthe Company carrying voting rights, then such proxy shall not act as a proxy for any other person or shareholder.

2. CorporateMembers intending tosend theirauthorised representativesare requested tosendacertifiedcopyof theBoard Resolution authorising their representative to attend and vote on their behalf at the meeting.

3. Members/ProxiesattendingtheMeetingarerequestedtobringtheirattendanceslipdulyfilledinandsignedalongwiththecopyofAnnualReporttothemeeting.MemberswhoholdEquitysharesinDematerialisedformarerequestedtowritetheClientIDandDPIDNumberandthosewhoholdEquitysharesinphysicalformarerequestedtowritetheirFolioNumberintheattendanceslipforeasieridentificationofattendanceattheMeeting.

4. AmemberdesirousofgettinganyinformationontheaccountsoftheCompanyisrequestedtoforwardhis/herquery(ies)to the Company at least seven days prior to the date of meeting to enable the management to compile the relevant infor-mation to reply the same in the meeting.

5. Pursuant to Section 91 of the Companies Act, 2013, the Register of Members and the Share Transfer Books of the Com-pany will remain closed from Monday, September 28, 2015 to Wednesday, September 30, 2015.

6. Membersarerequestedtonotifyanychangeintheiraddress/mandate/bankdetailsimmediatelytotheCompanyatitsRegisteredOffice.

7. The Explanatory Statement pursuant to Section 102(1) of the Companies Act, 2013 in respect of the Special Business set out above is annexed hereto.

8. Documents referred to in the accompanying Notice and Explanatory Statement are open for inspection at the Registered OfficeoftheCompanybetween11a.m.and1p.m.onallworkingdays,exceptSaturdays,uptothedateofAnnualGen-eral Meeting.

9. In case of joint holders attending the AGM, only such joint holder who is higher in the order of names will be entitled to vote.

10. PursuanttotherequirementsofClause49oftheListingAgreement,thebriefresume/detailsofDirectorsappointed,re-appointed are provided in the Report on Corporate Governance.

11. Member(s)mustquotetheirFoliono./DPID&ClientIDandcontactno.etc.,inallcorrespondenceswiththeCompany/Share Transfer Agent.

12. SecuritiesandExchangeBoardofIndia(“SEBI”)hasmadeitmandatorytoquotePermanentAccountNumber(PAN)fortransfer/transmissionofsharesinphysicalformandhence,thetransferee(s)/legalheir(s)isrequiredtofurnishacopyof his/ her PAN to the Company/ Share Transfer Agent.

13. The Notice of the AGM along with the Annual Report 2014-15 is being sent by electronic mode to those Members whose e-mailaddressesareregisteredwiththeCompany/Depositories,unlessanyMemberhasrequestedforaphysicalcopyof the same. For Members who have not registered their e-mail addresses, physical copies are being sent by the per-mitted mode. Please note that Annual Report 2014-15 will also be uploaded on the website of the Company at www.ettgroup.in.

14. Tosupportthe‘GreenInitiative’,theMemberswhohavenotregisteredtheire-mailaddressesarerequestedtoregisterthe same with your Depository Participant, in case of demat holding and with the Company, in case of physical holding by sending an e-mail specifying your shareholding details at [email protected].

15. In compliance with provisions of Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Amendment Rules, 2015, the Company is pleased to provide members facility to exercise their right to vote at the ensuing AGM by electronic means and the business may be transacted through e-Voting Services provided by Central Depository Services (India) Ltd. (CDSL).


ETT LIMITED

The instructions for members for voting electronically are as under:-

In case of members receiving e-mail:

(i) Log on to the e-voting website www.evotingindia.com

(ii) Click on “Shareholders” tab.

(iii) Now, select the “ETT Limited” from the drop down menu and click on “SUBMIT”

(iv) Now Enter your User ID

a. ForCDSL:16digitsbeneficiaryID,

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

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

(v) NextentertheImageVerificationasdisplayedandClickonLogin.

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

(vii) Ifyouareafirsttimeuserfollowthestepsgivenbelow:

For Members holding shares in Demat Form and Physical Form PAN* Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both demat

shareholders as well as physical shareholders)

l MemberswhohavenotupdatedtheirPANwiththeCompany/DepositoryParticipantarerequestedtousethefirsttwolettersoftheirnameandthe8digitsofthesequencenumberinthePANfield.

l Incasethesequencenumberislessthan8digitsentertheapplicablenumberof0’sbeforethenum-berafterthefirsttwocharactersofthenameinCAPITALletters.Eg.IfyournameisRameshKumarwithsequencenumber1thenenterRA00000001inthePANfield.

DOB# EntertheDateofBirthasrecordedinyourdemataccountorinthecompanyrecordsforthesaiddemataccount or folio in dd/mm/yyyy format.

Dividend Enter the Dividend Bank Details as recorded in your demat account or in the company records for the Bank said demat account or folio. Details# l PleaseentertheDOBorDividendBankDetailsinordertologin.Ifthedetailsarenotrecordedwith

thedepositoryorcompanypleaseenterthememberid/folionumberintheDividendBankdetailsfield.

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

(ix) Members holding shares in physical form will then reach directly the Company selection screen. However, mem-bersholdingsharesindematformwillnowreach‘PasswordCreation’menuwhereintheyarerequiredtoman-datorilyentertheirloginpasswordinthenewpasswordfield.Kindlynotethatthispasswordistobealsousedbythe demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with anyotherpersonandtakeutmostcaretokeepyourpasswordconfidential.

(x) For Members holding shares in physical form, the details can be used only for e-voting on the resolutions con-tained in this Notice.

(xi) Click on the EVSN for the “ETT LIMITED” on which you choose to vote.

(xii) Onthevotingpage,youwillsee“RESOLUTIONDESCRIPTION”andagainstthesametheoption“YES/NO”forvoting.SelecttheoptionYESorNOasdesired.TheoptionYESimpliesthatyouassenttotheResolutionandoptionNOimpliesthatyoudissenttotheResolution.

(xiii) Clickonthe“RESOLUTIONSFILELINK”ifyouwishtoviewtheentireResolutiondetails.

(xiv) Afterselecting theresolutionyouhavedecidedtovoteon,clickon“SUBMIT”.Aconfirmationboxwillbedis-played.Ifyouwishtoconfirmyourvote,clickon“OK”,elsetochangeyourvote,clickon“CANCEL”andaccord-ingly modify your vote.

(xv) Onceyou“CONFIRM”yourvoteontheresolution,youwillnotbeallowedtomodifyyourvote.


ETT LIMITED

(xvi) Youcanalsotakeoutprintofthevotingdonebyyoubyclickingon“Clickheretoprint”optionontheVotingpage.

(xvii) IfDemataccountholderhasforgottenthechangedpasswordthenEntertheUserIDandtheimageverificationcode and click on Forgot Password & enter the details as prompted by the system.

(xviii) Note for institutional shareholders

l Institutionalshareholders(i.e.otherthanIndividuals,HUF,NRIetc.)arerequiredtologontohttps://www.evotingindia.com and register themselves as Corporates.

l They should submit a scanned copy of the Registration Form bearing the stamp and sign of the entity to [email protected].

l After receiving the login details they have to create a user who would be able to link the account(s) which they wish to vote on.

l The list of accounts should be mailed to [email protected] and on approval of the accounts they would be able to cast their vote.

l TheyshoulduploadascannedcopyoftheBoardResolutionandPowerofAttorney(POA)whichtheyhaveissued in favour of the Custodian, if any, in PDF format in the system for the scrutinizer to verify the same.

In case of members receiving the physical copy:

(A) Please follow all steps from sl. no. (i) to sl. no. (xviii) above to cast vote.

(B) The voting period begins on September 27, 2015 at 10.00 a.m. and ends on September 29, 2015 at 5.00 p.m. During this period shareholders’ of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date of September 24, 2015, may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.

(C) In case you have any queries or issues regarding e-voting, youmay refer the FrequentlyAskedQuestions(“FAQs”) and e-voting manual available at www.evotingindia.co.in under help section or write an email to [email protected].

16. ThevotingrightsofshareholdersshallbeinproportiontotheirsharesofthepaidupequitysharecapitaloftheCompanyas on the cut off date of September 24, 2015.

17. The Company shall be making arrangements for the members to cast their votes in respect to the businesses either through electronic voting system or through poll, for members attending the meeting who have not cast their vote by remote voting.

18. Mr. Naresh Verma, Practicing Company Secretary, (Membership No. FCS 5403) has been appointed as a Scrutinizer to scrutinize the e-voting process in a fair and transparent manner.

19. Members who do not have access to e-voting facility have been additionally provided the facility of voting on a Ballot form. They may send duly completed Ballot Form (enclosed with the Annual Report) to the Scrutinizer, Mr. Naresh Verma, PracticingCompanySecretary,(MembershipNo.FCS5403),attheRegisteredOfficeoftheCompanyonorbeforethedate of the Annual General Meeting or can carry the same to the Annual General Meeting venue and deposit in the Ballot box during the meeting.

20. MembershavetheoptiontorequestforphysicalcopyoftheBallotFormbysendingane-mailtosecretarial@ettgroup.in by mentioning their Folio / DP ID and Client ID No. A Member can opt for only one mode of voting i.e. either through e-voting or by Ballot. If a Member casts votes by both modes, then voting done through e-voting shall prevail and Ballot shall be treated as invalid.

21. Thescrutinizer shall, immediatelyafter theconclusionof votingat thegeneralmeeting, first count thevotescastatthe meeting, thereafter unblock the votes cast through remote e-voting in the presence of at least two witnesses not in the employment of the Company and make ‘not later than three days of conclusion of the meeting’ a consolidated Scrutinizer’s Report of the total votes cast in favour or against, if any, to the Chairman or a person authorised by him in writing who shall countersign the same and Chairman shall declare the results of the voting forthwith, which shall not be laterthan5.00P.M.,October3,2015.

22. The results declared alongwith the Scrutinizer’s report, will be posted on the Company’s website and communicated to the Stock Exchanges.


ETT LIMITED

Explanatory Statement pursuant to Section 102(1) of the Companies Act, 2013Item No. 4:Ms. Roopal Sharma was appointed as an additional Non-Executive Independent Director on the Board of Directors of the CompanyonMarch30,2015toholdofficeuntilthedateofensuingAnnualGeneralMeeting.TheBoardisproposingtoappointherasanOrdinaryDirectorintheensuingAnnualGeneralMeeting.Accordingly,theresolutionisplacedbeforethemembersfor their consideration and approval. The Board recommends the proposed resolution for adoption in the larger interest of the Company.

Brief details as per Clause 49 of the Listing Agreement are given in the report on Corporate Governance, which is enclosed with the Directors’ Report.

TheCompanyhasreceivedanoticeinwritingalongwiththerequisitedepositunderSection160oftheCompaniesAct,2013proposingthecandidatureofMs.RoopalSharmafor theofficeofDirectorof theCompany in theensuingAnnualGeneralMeeting.

Ms. Roopal Sharma has given a declaration to the Board that they meet the criteria of independence as provided under Section 149(6)oftheCompaniesAct,2013.IntheopinionoftheBoard,Ms.RoopalSharmafulfilstheconditionsspecifiedintheActand the Rules framed thereunder for appointment as Independent Director and she is independent of the management.

The Board is of the opinion that the continued association of Ms. Roopal Sharma as Independent Director shall immensely benefittheCompany.Accordingly,theBoardofDirectorsrecommendsandplacesbeforeyoutheproposedresolutionatItemno. 4 under Section 149 of the Companies Act, 2013, for your consideration and approval.

Ms. Roopal Sharma, being the proposed appointee, is concerned or interested in the Resolution of the accompanying Notice relating to her own appointment. None of the remaining Directors and Key Managerial Personnel of the Company and their relativesisconcernedorinterested,financialorotherwise,intheresolutionsetoutatItemNo.4.

Item No. 5:Mr. Sandeep Sethi was co-opted on the Board of Directors of the Company as Managing Director on February 21, 2005 for a periodoffiveyears.HewasreappointedasManagingDirectorforanothertermof5yearstillFebruary20,2015.TheBoardinits meeting held on February 13, 2015 approved the appointment of Mr. Sandeep Sethi as Managing Director of the Company foratermoffiveyearsw.e.f.February21,2015withnovariationintermsandconditionsofappointmentandremuneration,subject to approval of shareholders of the Company in the ensuing general meeting.

The Nomination and Remuneration Committee have already approved the reappointment of Mr. Sandeep Sethi as Managing Director of the Company. Accordingly, the resolution is placed before the members for their consideration and approval.

The Board recommends the proposed resolution at Item no. 5 for adoption in the larger interest of the Company.

None of the Directors of the Company except Mr. Sandeep Sethi and Mr. Sanjay Arora, is concerned or interested in the proposed resolution.

Item No. 6:Mr. Gurupreet Sangla was co-opted on the Board of Directors of the Company as Managing Director on February 21, 2005 for aperiodoffiveyears.HewasreappointedasJointManagingDirectorforanothertermof5yearstillFebruary20,2015.TheBoard in its meeting held on February 13, 2015 approved the appointment of Mr. Gurupreet Sangla as Joint Managing Director oftheCompanyforatermoffiveyearsw.e.f.February21,2015withnovariationintermsandconditionsofappointmentandremuneration, subject to approval of shareholders of the Company in the ensuing general meeting.

The Nomination and Remuneration Committee have already approved the reappointment of Mr. Gurupreet Sangla as Manag-ing Director of the Company. Accordingly, the resolution is placed before the members for their consideration and approval.

The Board recommends the proposed resolution at Item no. 6 for adoption in the larger interest of the Company.

None of the Directors of the Company except Mr. Gurupreet Sangla and Mr. Harvinder Singh, is concerned or interested in the proposed resolution.

For and on behalf of the Board of Directors

Sd/-

Puniti Sharma CFO&CompanySecretary

New Delhi August 28, 2015

Corporate Identification Number (CIN) : L22122DL1993PLC123728


ETT LIMITED

DIRECTORS’ REPORT

Dear Members,

YourDirectorshavepleasureinpresentingthe22ndAnnualReportonthebusinessandoperationsoftheCompanytogetherwiththeAuditedAccountsforthefinancialyearendedMarch31,2015.

Financial Highlights

YourCompany’sperformanceduringtheyearascomparedwiththatduringthepreviousyearissummarizedbelow:

(Amt. in Rs. Lacs)

Particulars Financial Year ended

March 31, 2015 March 31, 2014

Total Income 375.64 355.24

Less:OperatingExpenses 234.50 257.76

GrossProfitbeforeInterestandDepreciation 141.14 97.48

Less: (i) Interest 52.94 48.85 (ii) Depreciation 274.40 251.85Profitbeforeexceptionalitemsandtax (186.20) (203.22)

Add: Exceptional Items --- ---

Profit/(Loss)beforetax (186.20) (203.22)

Less: Provision for Tax: (i) Deferred Tax (47.59) (65.01) (ii)IncomeTaxofEarlierYear 2.37 2.67

Profit/(Loss)aftertaxtransferredtoBalanceSheet (140.98) (140.88)

Paid-up Share Capital 2,036.87 2,036.87

Reserves and Surplus 2,434.00 2,574.99

Year in retrospect and overview

(i) Financial Performance

During the year under review, the total income of the Company was Rs. 375.64 Lac as against Rs. 355.24 Lac in previous year ended March 31, 2014. The Company suffered a loss of Rs. 186.20 Lac as against loss of Rs. 203.22 Lac in the previous year. Loss during the year is mainly due to lower income and excess depreciation of Rs. 274.40 Lac (Previous Year251.85Lac).

TheManagementDiscussionandAnalysisReportasrequiredunderClause49oftheListingAgreementisgivenseparatelyand forms part of this Report.

Other Material Changes

SaveasaforesaidinthisReport,nomaterialchangesandcommitmentsaffectingthefinancialpositionoftheCompanyhaveoccurredbetweentheendofthefinancialyearoftheCompanyi.e.March31,2015andthedateofthisReport.

Meetings of the Board

9 (Nine) meetings of the Board of Directors were held during the year. For further details, please refer report on Corporate Governance which forms part of this Annual Report. The intervening gap between two Board Meetings was within the period prescribed under Companies Act, 2013.

Particulars of Loans, Guarantees or Investments

Loans, guarantees and investments covered under Section 186 of the Companies Act, 2013 form part of the notes to the financialstatementsprovidedinthisAnnualReport.


ETT LIMITED

Particulars of Contracts or Arrangements made with Related Parties

InlinewiththerequirementsoftheCompaniesAct,2013andListingAgreement,yourCompanyhasformulatedaPolicyonRelated Party Transactions which is also available on Company’s website at www.ettgroup.in/investor section/codes & policies. The policy intends to ensure that proper reporting, approval and disclosure processes are in place for all transactions between the Company and Related Parties.

All relatedparty transactions thatwereentered intoduring thefinancial yearwereonarm’s lengthbasisandwere in theordinarycourseofbusiness.TherearenomateriallysignificantrelatedpartytransactionsmadebytheCompanywhichmayhavepotentialconflictwithinterestoftheCompanyatlarge.Accordingly,particularsofcontractsorarrangementswithrelatedpartiesreferredtoinSection188(1)inFormAOC-2donotformpartofthereport.

Dividend

In view of losses, the Directors do not recommend any dividend for the year ended March 31, 2015.

Deposits

The Company has neither accepted nor renewed any deposits during the year under review.

Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo

The following information is given in accordance with the provisions of sub-section 3(m) of Section 134 of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014:

(a) Conservation of Energy & Technology Absorption: Since the Company is not engaged in any manufacturing activity, issuesrelatingtoconservationofenergyandtechnologyabsorptionarenotquiterelevanttoitsfunctioning.

(b) Export Activities: There was no export activity in the Company during the year under review.

(c) ForeignExchangeEarningsandOutgo:The foreignexchangeearningsandexpenditureof theCompanyduring theyearunderreviewwereNil(PreviousYear:Nil)andRs.19,101/-(PreviousYear:Rs.17,112/-)respectivelyonaccountofmembership fees of US Green Building Council.

Remuneration Policy

The Nomination and Remuneration Committee of the Board has formulated policy of the Company on directors’ appointment andremuneration, includingcriteria fordeterminingqualifications,positiveattributes, independenceofadirectorandothermattersprovidedundersub-section(3)ofSection178oftheCompaniesAct,2013.Weaffirmthattheremunerationpaidtothedirectors is as per the terms laid out in the nomination and remuneration policy of the Company. The disclosure pertaining to the managerial remuneration is mentioned in the Corporate Governance Report.

Particulars of Employees

The particulars of employees in accordance with the provisions of Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is appended as Annexure 1 to the Board’s report.

Duringtheyearunderreview,noemployeeoftheCompanywasinreceiptofremunerationasspecifiedunderRule5(2)ofCompanies(AppointmentandRemunerationofManagerialPersonnel)Rules,2014andhencenoparticularsarerequiredtobe disclosed in this report.

Annual Evaluation of Board Performance and Performance of its Committees and of Directors

Pursuant to the provisions of the Companies Act, 2013 and clause 49 of the Listing Agreement, the Board has carried out an annual evaluation of its own performance, performance of the Directors as well as the evaluation of its Committees.

The Nomination and Remuneration Committee has defined the evaluation criteria, procedure and time schedule for theperformance evaluation process for the Board, its Committees and Directors.

The detailed manner in which formal annual evaluation has been made by the Board has been mentioned in the Corporate Governance Report which is part of this report.

Internal Financial Controls

TheCompanyhasinplaceadequateinternalfinancialcontrolswithreferencetofinancialstatements.Duringtheyear,suchcontrols were tested and no reportable material weakness in the design or operation was observed.


ETT LIMITED

Directors and Key Managerial Personnel

TheBoardapprovedtheappointmentofMs.PunitiSharma,CompanySecretaryoftheCompanyasChiefFinancialOfficerofthe Company as well, with effect from January 1, 2015.

During the year under review, the Board accorded its approval for re-appointment of Mr. Sandeep Sethi as Managing Director oftheCompanyandMr.GurupreetSanglaasJointManagingDirectoroftheCompanyforafurthertermoffiveyearswitheffectfromFebruary21,2015,withnovariationintermsandconditionsofappointmentandremuneration.YourDirectorsrecommendtheir re-appointment in the larger interest of the Company.

Mrs. Roopal Sharma was appointed as an Additional Director in the capacity of Non-Executive Independent Director of the CompanyonMarch30,2015.TheCompanyhasreceivedinwritingalongwiththerequisitedepositundersection160oftheCompanies Act, 2013 proposing her candidature for the effective of director of the company in the ensuing AGM.

Postclosureoffinancialyearunderreview,Mr.RajvirSharmaresignedasanIndependentDirectorfromtheBoardofDirectorswith effect from May 30, 2015. The same was accepted by the Board in its meeting held on May 30, 2015. The Board places on record its deep appreciation for the valuable contribution made by him during his tenure as Director of the Company.

As per the Articles of Association of the Company and the relevant provisions of the Companies Act, 2013, Mr. Gurupreet Sangla will retire by rotation at the ensuing Annual General Meeting and being eligible, offer himself for re-appointment. Keeping in view his expertise, experience and knowledge, the Board considers it desirable to continue to avail his services and recommends his re-appointment.

Declaration by Independent Directors

AlltheIndependentDirectorshavegivendeclarationsthattheymeetalltherequirementsspecifiedunderSection149(6)oftheCompanies Act, 2013 and Clause 49 of Listing Agreement with the Stock Exchanges, for holding the position of Independent Director.

Familiarization program of Independent Directors

The details of familiarization programme for Directors are available on Company’s website at www.ettgroup.in/investor section/Codes & Policies.

Separate Independent Directors’ Meeting

DuringthefinancialyearendedMarch31,2015,theIndependentDirectorsmetonceonMarch10,2015withoutthepresenceof Executive Directors or Management representatives and discussed the following:

a) the performance of non-Independent Directors and the Board as a whole;

b) thequality,quantityand timelinessof flowof informationbetween theCompanymanagementand theBoard that isnecessary for the Board to effectively and reasonably perform their duties.

Subsidiaries

YourCompanyhasthefollowingsubsidiariesasonMarch31,2015:

1. M/s Auxin Engineering Ltd.

2. M/s Valley Computech Ltd.*

3. M/s GST Hotel & Resorts Pvt. Ltd.**

4. M/s Ambience Buildtech Pvt. Ltd.**

5. M/sYorkCalltechPvt.Ltd.**

6. M/sUphillFarmsPvt.Ltd.#

7. M/sOpulentFarmsPvt.Ltd.@

* Subsidiary of M/s Auxin Engineering Ltd.

** Subsidiary of M/s Valley Computech Ltd.

# M/sYorkCalltechPvt.Ltd.acquired100%equityshareholding inM/sUphillFarmsPvt.Ltd.w.e.f.October1,2014.Accordingly,M/sUphillFarmsPvt.Ltd.becamestep-downsubsidiaryoftheCompanyduringthecurrentfinancialyear.

@ M/sUphillFarmsPvt.Ltd.acquired100%equityshareholdinginM/sOpulentFarmsPvt.Ltd.w.e.f.March31,2015.Accordingly,M/sOpulentFarmsPvt.Ltd.becamestep-downsubsidiaryoftheCompanyduringthecurrentfinancialyear.


ETT LIMITED

During the year, the Board of Directors (‘the Board’) reviewed the affairs of the subsidiaries. In accordance with Section 129(3) oftheCompaniesAct,2013,wehavepreparedconsolidatedfinancialstatementsoftheCompanyandallofitssubsidiaries,whichformpartof theAnnualReport.Further,astatementcontainingthesalient featuresof thefinancialstatementofoursubsidiariesintheprescribedformatAOC-1isappendedasAnnexure2totheBoard’sreport.Thestatementalsoprovidesthedetailsofperformance,financialpositionsofeachofthesubsidiaries.

IntermsoftheprovisionsofSection136oftheCompaniesAct,2013,theauditedfinancialstatements,includingtheconsolidatedfinancialstatementsandrelatedinformationoftheCompanyandauditedaccountsofeachofitssubsidiariesareavailableonour website www.ettgroup.in. These documents will also be available for inspection during business hours at our registered office.

Statutory Auditors

M/s L.D. Saraogi & Co., Chartered Accountants (Firm Regn. No. 005524N), and M/s VSD & Associates, Chartered Accountants (Firm Regn. No. 008726N), joint Statutory Auditors of the Company retire at the ensuing Annual General Meeting and being eligibleofferthemselvesforre-appointment.TheircontinuanceofappointmentandpaymentofremunerationaretobeconfirmedandapprovedintheensuingAnnualGeneralMeeting.TheCompanyhasreceivedacertificatefromtheaboveAuditorstotheeffect that if they are reappointed, it would be in accordance with the provisions of Section 141 of the Companies Act, 2013. The Board of Directors upon the recommendation of the Audit Committee, proposes the re-appointment of M/s L.D. Saraogi & Co., Chartered Accountants and M/s VSD & Associates, Chartered Accountants as joint statutory auditors of the Company until theconclusionofnextAnnualGeneralMeeting.YourDirectorsrecommendtheirre-appointment.

Auditors’ Report

The observation of the Auditors along with comments of the Board of Directors thereon is as follows:

1. The Auditors have made an observation regarding delay in payment of statutory dues as referred to in point (vii)(b) of the Annexure to the Independent Auditors’ Report.

In the opinion of the Board, the comment of the Auditors read with the Note no. 34 of Notes to Financial Statements is selfexplanatoryanddonotwarrantanyspecificclarification.

AccountsalongwithnotesandIndependentAuditors’Report(exceptasaforesaid)areselfexplanatoryanddonotrequirefurtherexplanationandclarification.

Secretarial Auditor

M/s Naresh Verma & Associates, Practicing Company Secretaries, was appointed to conduct the secretarial audit of the Companyforthefinancialyear2014-15,asrequiredunderSection204oftheCompaniesAct,2013andRulesthereunder.Thesecretarialauditreportforthefinancialyear2014-15formspartofthisreportasAnnexure3.

The Board has appointed M/s Naresh Verma & Associates, Practicing Company Secretaries, as secretarial auditor of the Companyforthefinancialyear2015-16.

Secretarial Auditor Report

Inconnectionwiththeauditorsobservationinthesecretarialauditreport,itisclarifiedthatthedelayoccurredinadvertentlyinfilingformswiththeRegistrarofCompaniesinrespectofreappointmentofMr.SandeepSethiandMr.GurupreetSanglaasManaging Director and Joint Managing Director respectively.

Corporate Governance Report

The Corporate Governance Report, as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges, forms partofthisReport.YourCompanyhasinplaceallthestatutoryCommitteesrequiredunderthelaw.DetailsofBoardCommitteesalong with their terms of reference, composition and meetings of the Board and Board Committees held during the year, are provided in the Corporate Governance Report.

During the year, your Company has adopted new policies such as Policy on Related Party Transactions, Policy on Material SubsidiariesandVigilMechanisminlinewithnewgovernancerequirements.ThesepoliciesareavailableonthewebsiteoftheCompany at www.ettgroup.in/investor section/Codes & Policies.

TheextractofannualreturninFormMGT9asrequiredunderSection92(3)andRule12oftheCompanies(ManagementandAdministration) Rules, 2014 is appended as an Annexure 4 to this report.

TherequisiteComplianceCertificateissuedbyM/sNareshVerma&Associates,CompanySecretaries,inlinewithClause49of the Listing Agreement is annexed and forms part of the Corporate Governance Report.


ETT LIMITED

Corporate Social Responsibility

Pursuant to Section 135 of the Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Rules, 2014, the Board has constituted the Corporate Social Responsibility (CSR) Committee under the Chairmanship of Mr. Harvinder Singh. The other Members of the CSR Committee are Mr. Aman Batra, Director and Mr. Sanjay Arora, Director.

A detailed CSR Policy has been framed which is placed on the website of the Company. The CSR activity(ies) are in accordance with Schedule VII of the Companies Act, 2013 and the Company’s CSR Policy.

YourCompanyhasnotspendanyamountonCorporateSocialResponsibilityactivitiesintermsofSection135oftheCompaniesAct,2013sincetheaveragenetprofitsforlast3yearsderivedisnegative.

ReportonCSRactivitiesasrequiredunderSection135oftheCompaniesAct,2013andtheRulesframedthereunderisgivenas Annexure 5 of the Directors Report.

Audit Committee

Pursuant to the provisions of Section 177 of the Companies Act, 2013, your Company has an Audit Committee of the Board of Directors which comprises of the following members:

1. Mr. Harjit Singh Kalra, Director - Chairman

2. Mr. Ratinder Pal Singh Bhatia, Director - Member

3. Mr. Sandeep Sethi, Managing Director - Member

4. Mrs. Roopal Sharma, Director - Member

*With effect from May 30, 2015, Mr. Rajvir Sharma has ceased to be a Director and Mrs. Roopal Sharma was appointed as a member in the Committee.

During the year, the Audit Committee Meetings were conducted as per the provisions of listing agreement with the Stock Exchanges. The details about the functioning of the committee are being enumerated in the Corporate Governance Report Section which is part of the Annual Report for the year ending March 31, 2015.

Directors’ Responsibility Statement

As requiredunderclause (c)ofsub-section (5)ofSection134of theCompaniesAct,2013, theBoardofDirectorsof theCompanyherebystatesandconfirmsthat:-

(a) in the preparation of the Annual Accounts for the year ended March 31, 2015, the applicable accounting standards read withrequirementssetoutunderScheduleIIItotheAct,havebeenfollowedandtherearenomaterialdeparturesfromthe same;

(b) the Company had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2015 and of the loss of the Company for the year ended on that date;

(c) theproperandsufficientcarehasbeentakenforthemaintenanceofadequateaccountingrecordsinaccordancewiththe provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(d) the annual accounts are prepared on a going concern basis;

(e) the internal financial controls are laid to be followedby theCompany and that such internal financial controls areadequateandareoperatingeffectively;and

(f) the proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systemsareadequateandoperatingeffectively.

Vigil Mechanism/ Whistle Blower Policy

The Company has adopted a Whistle Blower Policy, as part of vigil mechanism to provide appropriate avenues to the Directors and employees to report to the management instances of unethical behaviour, actual or suspected, fraud or violation of the Company’s code of conduct. The Company has provided dedicated e-mail id [email protected] for reporting such concernstoVigilanceOfficerortotheChairmanoftheAuditCommitteeinexceptionalcases.Alternatively,employeescanalso send written communications to the Company. The employees are encouraged to voice their concerns by way of whistle blowing and all the employees have been given access to the Audit Committee. The Whistle Blower Policy is available on the website of the Company at www.ettgroup.in/investor section/codes & policies.


ETT LIMITED

Listing

TheequitysharesofyourCompanyarelistedonBSELtd.,DelhiandAhmedabadStockExchanges.TheAnnualListingfeesforthefinancialyear2015-16havebeenpaidtotheaboveStockExchangesexceptDelhiStockExchangeLtd.SecuritiesandExchange Board of India vide its order dated November 19, 2014 has directed to withdraw the recognition granted to Delhi StockExchangeLtd.TheCompanyhasbeeninformallyadvisedbythesaidExchangethattheListingFeesisnotrequiredtobe paid. Whereas the Company has not received any information regarding the exit of the said Exchange and the Company has been continuing to send the listing compliances with the Exchange till further instruction regarding its exit.

The Ludhiana Stock Exchange Ltd. (LSE) vide its letter dated January 23, 2015 has informed the Company that Securities and Exchange Board of India (SEBI) has passed the exit order in respect of LSE on December 30, 2014 under SEBI Circular no. CIR/MRD/DSA/14/2012 dated May 30, 2012. Hence LSE is no longer performing any Stock Exchange related activities post December 30, 2014.

Disclosure under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

TheCompany has in place thePolicy onPrevention ofSexualHarassment atWorkplace in linewith the requirement ofthe Sexual Harassment of Women at the workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy.

Therewerenocomplaint(s)receivedfromanyemployeeduringthefinancialyear2014-2015.

Risk Management Policy

In today’s economic environment, Risk Management is very important part of the business. The main aim of risk management istoidentify,monitorandtakeprecautionarymeasuresinrespectoftheeventsthatmayposerisksforthebusiness.YourCompany recognizes risk management as an integral component of good corporate governance. The Company has developed andadoptedariskmanagementpolicy.Risksareassessedencompasses,Operationalrisks,InternalControlrisks,Externalrisks, information technology risks etc.

Significant and material orders passed by the Regulators or Courts or Tribunals

Duringtheyear,nosignificantandmaterialorderswerepassedbytheregulatorsorcourtsortribunalsimpactingthegoingconcern status and company’s operations in future.

Acknowledgement

The Board acknowledges with gratitude the co-operation and assistance provided to your Company by its bankers and government as well as non-governmental agencies. The Board wishes to place on record its appreciation to the committed servicesandcontributionsmadebyemployeesof theCompany.YourDirectorsalso thank the tenants,vendorsandotherbusinessassociatesfortheircontinuedsupport.YourDirectorsarethankfultotheshareholdersfortheircontinuedpatronageandareconfident thatwith theircontinuedcontributionsandsupport, theCompanywillachieve itsobjectivesandemergestronger in the coming years.

For and on behalf of Board of Directors

Sd/- Sd/-

Sandeep Sethi Gurupreet Sangla Managing Director Jt. Managing Director DIN: 00053915 DIN: 00036988

New DelhiAugust 28, 2015


ETT LIMITED

Annexure 1 – Statement of Disclosure of Remuneration under Section 197 of Companies Act, 2013 and Rule 5(1) of Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014

1) Ratio of the remuneration of each Director/ KMP to median remuneration of all the employees of the Company for the financialyear:

MedianremunerationofalltheemployeesoftheCompanyfortheFinancialYear2014-15 Rs.1,45,284

ThepercentageincreaseinthemedianremunerationofemployeesintheFinancialYear Negative

The number of permanent employees on the rolls of Company as on 31 March, 2015 8

NameofDirector Ratioofremunerationtomedianremuneration %increaseinremuneration ofallemployees intheFinancialYear2014-15

Non-Executive Directors Mr. Harvinder Singh 0 0

Mr. Sanjay Arora 0 0

Independent Directors

Mr. Harjit Singh Kalra 0 0

Mr. Ratinder Pal Singh Bhatia 0 0

Mr. Aman Batra 0 0

Mr. Rajvir Sharma 0 0

Ms. Roopal Sharma 0 0

Executive Directors

Mr. Sandeep Sethi 0.86:1 0

Mr. Gurupreet Sangla 0.86:1 0

CFO

Ms.PunitiSharma 0.61:1 12% Company Secretary

Ms.PunitiSharma 0.61:1 12%

Notes:

a) The ratio of remuneration to median remuneration is based on remuneration paid during the period 1 April, 2014 to 31 March, 2015.

2) Relationship between average increase in remuneration and Company’s performance:

TheaverageincreaseinremunerationduringFinancialYear2014-15was11.50%ascomparedwithpreviousfinancialyear. During the year 2014-15, the strength of employees reduced from 16 to 8 employees thereby reducing the total employeecostfromRs.1,16,33,899intheFinancialYearended31March,2014toRs.72,94,203intheFinancialYearended31March,2015.TotalrevenuesoftheCompanyduringthefinancialyear2014-15wasRs.3,75,64,497againstRs. 3,55,23,967 in that of the previous year.

Salary increases during the year were in line with Company’s performance as well as per Company’s market competi-tiveness.

Besidesemployeecosts,othersignificant internalandexternal factors impactingperformanceof theCompanyareexplained in detail in the Management Discussion & Analysis Report.


ETT LIMITED

3) Comparison of the remuneration of the KMP against the performance of the Company:

Particulars In Rs. AggregateremunerationofKMPinFinancialYear2014-15* 46,59,456

Revenue 3,75,64,497

RemunerationofKMPs(as%ofrevenue) 12.40%

ProfitbeforeTax(PBT) -1,86,20,897

RemunerationofKMPs(as%ofPBT) -25.02%

*comprises of 3 months’ remuneration of Mr. Harvinder Singh and Mr. Sanjay Arora, who resigned as Executive Direc-tors with effect from July 01, 2014.

4) VariationsinthemarketcapitalisationoftheCompany,priceearningsratioasattheclosingdateofthecurrentfinancialyearandpreviousfinancialyearandpercentageincreaseoverdecreaseinthemarketquotationsofthesharesoftheCompany in comparison to the rate at which the Company came out with the last public offer:

The shares of the company were not traded since past few years and the trading have started recently. Further the CompanyhadnotcomeoutwithanyIPOhencetherelevantdataisnotavailable.

5) Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financialyearanditscomparisonwiththepercentileincreaseinthemanagerialremunerationandjustificationthereofand point out if there are any exceptional circumstances for increase in the managerial remuneration:

TheaverageincreaseinSalariesofemployeesotherthanmanagerialpersonnelin2014-2015was11.50%.Percentageincrease in the managerial remuneration for the year was Nil.

6) Comparison of the each remuneration of the KMP against the performance of the Company:

Particulars Mr. Sandeep Sethi, Mr, Gurupreet Sangla, Ms. Puniti Sharma, Ms. Puniti Sharma, Managing Director Jt. Managing Director CFO Company Secretary

Remuneration 15,00,000 15,00,000 10,59,456 10,59,456

Revenue 3,75,64,497 3,75,64,497 3,75,64,497 3,75,64,497

Remuneration 4% 4% 2.82% 2.82% (as%ofRevenue)

Profitbefore -1,86,20,897 -1,86,20,897 -1,86,20,897 -1,86,20,897 tax (PBT)

Remuneration -8.05% -8.05% -5.69% -5.69% (as%ofPBT)

Mr. Harvinder Singh and Mr. Sanjay Arora resigned as Executive Directors with effect from July 01, 2014 and hence their remuneration is not comparable.

7) The key parameters for any variable component of remuneration availed by the directors:

Not applicable since no variable components forms part of remuneration of Directors.

8) The ratio of the remuneration of the highest paid director to that of the employees who are not directors but receive remuneration in excess of the highest paid director during the year:

Not applicable since no employee of the Company receives remuneration in excess of the highest paid director, i.e. MD.

9) Remuneration is as per the remuneration policy of the Company.

The Company’s remuneration policy is driven by the success and performance of the individual employees and the Company. Through its compensation package, the Company endeavours to attract, retain, develop and motivate a high performancestaff.TheCompanyfollowsacompensationmixoffixedpayandbenefits.Individualperformancepayisdetermined by business performance and the performance of the individuals measured through the annual appraisal process.TheCompanyaffirmsremunerationisaspertheremunerationpolicyoftheCompany.


ETT LIMITEDA

nnex

ure

2 –

Stat

emen

t con

tain

ing

the

salie

nt fe

atur

es o

f the

fina

ncia

l sta

tem

ents

of s

ubsi

diar

ies

[Pursuanttofirstprovisotosub-section(3)ofS

ection129oftheCom

paniesAct,2013,readwithRule5oftheCom

panies(A

ccounts)Rules,2014–

AOC-1]

Am

ount

(in

Rs.

)N

ame

of th

e R

epor

ting

Shar

e R

eser

ves

To

tal

Tota

l In

vest

men

ts

Turn

over

Pr

ofit b

efor

e Pr

ovis

ion

Profi

t afte

r Pr

opos

ed

% o

fsu

bsid

iary

cu

rren

cy

Cap

ital

& s

urpl

us

Ass

ets

Liab

ilitie

s

ta

xatio

n fo

r tax

atio

n ta

xatio

n D

ivid

end

shar

ehol

ding

AuxinEngineer-

INR

5,00,000

-6,02,920

2,58,33,934

2,58,33,934

2,57,35,679

--53,265

--53,265

-100%

ing

Ltd.

Valley

INR2,56,71,500

1,23,45,17,4841

,26,03,31,6621,26,03,31,66239,34,47,750

51,000

-1,38,699

--1,38,699

-100%

Com

pute

ch L

td.

YorkCalltech

INR1,30,05,000

36,35,71,2821

,05,02,03,0721,05,02,03,072

86,13,24231,97,75,701

3,54,81,2371,09,02,6652,45,78,572

-100%

Pvt

. Ltd

.

GSTHotel&

INR5,00,000

2,38,971

1,99,85,3831,99,85,383

--

-25,157

--25,157

-

100%

Res

orts

Pvt

. Ltd

.

Ambience

INR

1,00,000

-11,18,4698,43,83,3858,43,83,385

-

--29,587

--29,587

-

100%

Bui

ldte

ch P

vt. L

td.

UphillFarms

INR

1,00,000

-2,96,6704,11,20,9344,11,20,9341,00,252

-

-2,37,884

--2,37,884

-

100%

Pvt

. Ltd

.

OpulentFarms

INR

1,00,000

-68,374

51,28951,289

---23,588

--23,588

-

100%

Pvt

. Ltd

.

Not

es:

1.

Nam

esofsubsidiarieswhichareyettocom

menceoperations:OpulentFarmsPvt.Ltd.

2.

Nam

esofsubsidiarieswhichhavebeenliquatedorsoldduringtheyear:Nil


ETT LIMITED

Annexure 3 – Secretarial Audit Report

SECRETARIAL AUDIT REPORTFOR THE FINANCIAL YEAR ENDED MARCH 31, 2015

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

To, The Members, ETT Limited 17, Hemkunt ColonyNew Delhi - 110048

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by ETT Limited (hereinafter called the company). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon.

BasedonourverificationoftheETTLimited’sbooks,papers,minutebooks,formsandreturnsfiledandotherrecordsmaintainedbythecompanyandalsotheinformationprovidedbytheCompany,itsofficers,agentsandauthorizedrepresentativesduringthe conduct of secretarial audit, We hereby report that in our opinion, the company has, during the audit period covering the financialyearendedonMarch31,2015compliedwiththestatutoryprovisionslistedhereunderandalsothattheCompanyhasproper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

Wehaveexaminedthebooks,papers,minutebooks,formsandreturnsfiledandotherrecordsmaintainedbyETTLimited(“theCompany”)forthefinancialyearendedonMarch31,2015accordingtotheprovisionsof:

(i) The Companies Act, 2013 (the Act) and the rules made thereunder;

(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;

(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;

(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign DirectInvestment,OverseasDirectInvestmentandExternalCommercialBorrowings-Not applicable to the Company during the Audit period.

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

(a) TheSecuritiesandExchangeBoardof India(SubstantialAcquisitionofSharesandTakeovers)Regulations,2011;

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

(c) TheSecuritiesandExchangeBoardofIndia(IssueofCapitalandDisclosureRequirements)Regulations,2009- Not applicable to the Company during the Audit period;

(d) TheSecuritiesandExchangeBoardofIndia(EmployeeStockOptionSchemeandEmployeeStockPurchaseScheme) Guidelines, 1999 - Not applicable to the Company during the Audit period;

(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 - Not applicable to the Company during the Audit period;

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

(g) TheSecuritiesandExchangeBoardofIndia(DelistingofEquityShares)Regulations,2009-Not applicable to the Company during the Audit period; and

(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998 - Not applicable to the Company during the Audit period;

(vi) TherearenospecificlawsapplicabletoCompanyaspertheManagementrepresentationletter.

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


ETT LIMITED

(i) Secretarial Standards issued by “The Institute of Company Secretaries of India” to the extent applicable to the Company during the Audit period;

(ii) The Listing Agreements entered into by the Company with BSE Limited, Ahmedabad Stock Exchange, Ludhiana Stock Exchange and Delhi Stock Exchange;

During the period under reviewand as per the explanations and clarifications given to us and the representationsmadeby the Management, the Company has generally complied with the provisions of the Act, Rules, Regulations, Guidelines, etc. mentioned above except that intimation to Stock exchanges with regard to re-appointment of Mr Sandeep Sethi and Mr Gurupreet Sangla as Managing Director / Joint Managing Director of the Company for a fresh term by the Board on 13.02.2015 and filing of relevant documents/ forms with the office of Registrar of Companies were not made within the prescribed time.

We further report that

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

AdequatenoticeisgiventoalldirectorstoscheduletheBoardMeetings,agendaanddetailednotesonagendaweresentatleastsevendaysinadvance,andasystemexistsforseekingandobtainingfurtherinformationandclarificationsontheagendaitems before the meeting and for meaningful participation at the meeting.

As per the minutes of the meetings duly recorded and signed by the Chairman, the decision of the Board were unanimous and no dissenting views have been recorded.

We further report that as per the explanations given to us and the representations made by the Management and relied upon byusthereareadequatesystemsandprocessesinthecompanycommensuratewiththesizeandoperationsofthecompanyto monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

We further report that during the audit period:-

theCompanydidnotspendanyamounttowardsCorporateSocialResponsibilityastheaveragenetprofitcomputedforlast 3 years was Negative as on March 31, 2014.

Ludhiana Stock Exchange Ltd (LSE) vide its letter dated 23.01.2015 informed the company that Securities and Exchange Board of India has passed the exit order in respect of LSE on December 30, 2014 under SEBI Circular no. CIR/MRD/DSA/14/2012 dated May 30, 2012. Hence LSE shall no longer be performing any Stock exchange related activities post December 30, 2014.

TheSEBIvideitsorderno.WTM/PS/45/MRD/DSA/NOV/2014dated19thNovember2014haswithdrawntherecognitiongrantedtoDelhiStockExchange‎onaccountofirregularitiesandfornoncompletionofdemutualisationprocess.TheCompany however is yet to receive any formal communication from Delhi Stock Exchange in this regard.

The Board of Directors in their meeting held on 13.02.2015 decided to keep books of account of the company at ExpressTradeTowers2,UB,Tower3PlotNo.B-36,Sector–132,Noida,U.P.201301insteadofattheregisteredofficeof the company.

The Company obtained consent of shareholders in its Annual General meeting in respect of various matters including :

- To authorise the Board to borrow money in excess of aggregate of Paid Up share capital and free reserves of the Company in terms of the provisions of Section 180(1)(c) of the Companies Act, 2013 upto an amount not exceeding Rs. 1000 Crores at any time.

For NARESH VERMA & ASSOCIATESCOMPANY SECRETARIES

Sd/-NARESH VERMAFCS: 5403CP: 4424

Date : August 28, 2015 Place: Delhi


ETT LIMITED

Annexure-A

To, The Members, ETT Limited 17, Hemkunt ColonyNew Delhi - 110048

Ourreportonevendateistobereadalongwiththisletter.

1. Maintenanceof secretarial record is the responsibility of themanagement of the company.Our responsibility is toexpress an opinion on these secretarial records based on our audit.

2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctnessofthecontentsofthesecretarialrecords.Theverificationwasdoneontestbasistoensurethatcorrectfactsarereflectedinsecretarialrecords.Webelievethatprocessesandpractices,wefollowedprovideareasonablebasisfor our opinion.

3. WehavenotverifiedthecorrectnessandappropriatenessoffinancialrecordsandBooksofAccountofthecompany.

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

5. The compliance of the provisions of corporate and other applicable laws, rules, regulations, standards is the responsibility ofmanagement.Ourexaminationwaslimitedtotheverificationofproceduresontestbasis.

6. TheSecretarialAudit report isneitheranassuranceas to the futureviabilityof thecompanynorof theefficacyoreffectiveness with which the management has conducted the affairs of the company.

For NARESH VERMA & ASSOCIATESCOMPANY SECRETARIES

Sd/-NARESH VERMAFCS- 5403; CP-4424

Date : August 28, 2015 Place: Delhi


ETT LIMITED

Annexure- 4 FORM NO. MGT 9 EXTRACT OF ANNUAL RETURN

As on financial year ended on 31.03.2015 Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administra-tion) Rules, 2014.

I. REGISTRATION & OTHER DETAILS: 1 CIN L22122DL1993PLC123728 2 Registration Date November 11, 1993 3 Name of the Company ETT Limited 4 Category/Sub-category of the Company Public Limited Company 5 AddressoftheRegisteredoffice&contactdetails 17,HemkuntColony,NewDelhi-110048 Tel and Fax No. : +91 11 4656 7575 E-mail : [email protected]

6 Whetherlistedcompany Yes

7 Name, Address & contact details of the Registrar & Beetal Financial & Computer Services (P) Ltd. Transfer Agent, if any. Beetal House, 3rd Floor,99, Madangir, Behind Local Shopping Centre,Near Dada Harsukhdas Mandir, New Delhi - 110 062 Tel No.: +91 11 2996 1281-83 E-mail : [email protected]

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY (Allthebusinessactivitiescontributing10%ormoreofthetotalturnoverofthecompanyshallbestated)

S. No. Name and Description of NIC Code of the % to total turnover of the main products / services Product/service company 1 Property Developers and Allied Services 68100 100 2 3

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

S.No Name and address CIN/GLN Holding/ Subsidiary/ % of Applicable of the Company Associate shares Section held

1 Auxin Engineering Limited U45204DL2011PLC221336 Subsidiary 100 2 (87) 17, Hemkunt Colony, New Delhi - 110048

2 Valley Computech Ltd. U72200HR2004PLC054021 Subsidiary 100 2 (87) Express Trade Towers 3, Plot no. 79, Sector 34, Gurgaon - 122001

3 YorkCalltechPvt.Ltd. U72200HR2004PTC054020 Subsidiary 100 2(87) Express Trade Towers 3, Plot no. 79, Sector 34, Gurgaon - 122001

4 GST Hotel & Resorts Pvt. Ltd. U55101DL2007PTC158171 Subsidiary 100 2 (87) 17, Hemkunt Colony, New Delhi - 110048


ETT LIMITED

S.No Name and address CIN/GLN Holding/ Subsidiary/ % of Applicable of the Company Associate shares Section held 5 Ambience Buildtech Pvt. Ltd. U45201DL2005PTC136145 Subsidiary 100 2 (87) 17, Hemkunt Colony, New Delhi - 110048

6 Uphill Farms Pvt. Ltd. U01200HR2013PTC049608 Subsidiary 100 2 (87) Express Trade Towers 3, Plot no. 79, Sector 34, Gurgaon - 122001

7 OpulentFarmsPvt.Ltd. U01400DL2013PTC254641 Subsidiary 100 2(87) 17, Hemkunt Colony, New Delhi - 110048

IV. SHARE HOLDING PATTERN (Equitysharecapitalbreakupaspercentageoftotalequity)

(i) Category-wise Share Holding

Categoryof No.ofSharesheldatthe No.ofSharesheldatthe %Change Shareholders beginning of the year beginning of the year during the [Ason31-March-2014] [Ason31-March-2015] year Demat Physical Total %of Demat Physical Total %of Total Total Shares Shares A. Promoters (1) Indian a) Individual/HUF 60,81,000 30,000 61,11,00058.94%60,81,000 30,00061,11,000 58.94% 0.00% b) CentralGovt -0.00% - 0.00% 0.00% c) StateGovt(s) -0.00% - 0.00% 0.00% d) BodiesCorp. 11,56,200 900 11,57,10011.16% 11,56,200 90011,57,100 11.16% 0.00% e) Banks/FI -0.00% - 0.00% 0.00% f) Anyother -0.00% - 0.00% 0.00% Sub Total (A) (1) 72,37,200 30,900 72,68,10070.10% 72,37,200 30,90072,68,100 70.10% 0.00% (2) Foreign a) NRIIndividuals -0.00% - 0.00% 0.00% b) OtherIndividuals -0.00% - 0.00% 0.00% c) BodiesCorp. -0.00% - 0.00% 0.00% d) Anyother -0.00% - 0.00% 0.00% Sub Total (A) (2) - - -0.00% - - - 0.00% 0.00% TOTAL (A) 72,37,200 30,900 72,68,10070.10% 72,37,200 30,90072,68,100 70.10% 0.00% B. Public Shareholding 1. Institutions a) MutualFunds -0.00% - 0.00% 0.00% b) Banks/FI - 0.00% - 0.00% 0.00% c) CentralGovt -0.00% - 0.00% 0.00% d) StateGovt(s) -0.00% - 0.00% 0.00% e) VentureCapitalFunds -0.00% - 0.00% 0.00% f) InsuranceCompanies -0.00% - 0.00% 0.00% g) FIIs -0.00% - 0.00% 0.00% h) ForeignVentureCapital -0.00% - 0.00% 0.00% Funds i) Others(specify) -0.00% - 0.00% 0.00% Sub-total (B)(1):- - - -0.00% - - - 0.00% 0.00% 2. Non-Institutions a) Bodies Corp.


ETT LIMITED

Categoryof No.ofSharesheldatthe No.ofSharesheldatthe %Change Shareholders beginning of the year beginning of the year during the [Ason31-March-2014] [Ason31-March-2015] year

Demat Physical Total %of Demat Physical Total %of Total Total Shares Shares i) Indian 1,37,970 1,37,970 1.33% 1 1,37,970 1.37,971 1.33% 0.00% ii) Overseas - 0.00% - 0.00% 0.00% b) Individuals i) Individual shareholders holding nominal share capitaluptoRs.1lakh 4,738 6,02,912 6,07,650 5.86% 4,837 6,02,912 6,07,749 5.86% 0.02% ii) Individual shareholders holding nominal share capital in excess of Rs1lakh 16,31,1906,84,120 23,15,31022.33%16,31,090 6,84,12023,15,210 22.33% 0.00% c) Others(specify) HUF 39,630 39,630 0.38% 39,630 39,630 0.38% 0.00% NonResidentIndians -0.00% - 0.00% 0.00% OverseasCorporateBodies -0.00% - 0.00% 0.00% ForeignNationals -0.00% - 0.00% 0.00% ClearingMembers -0.00% - 0.00% 0.00% Trusts -0.00% - 0.00% 0.00% ForeignBodies-DR -0.00% - 0.00% 0.00% Sub-total (B)(2):- 16,75,55814,25,002 31,00,56029.90%16,75,55814,25,00231,00,560 29.90% 0.00% Total Public (B) 16,75,55814,25,002 31,00,56029.90%16,75,55814,25,00231,00,560 29.90% 0.00% C. Shares held by Custodian for GDRs & ADRs -0.00% - 0.00% 0.00% Grand Total (A+B+C) 89,12,75814,55,9021,03,68,660100.00%89,12,75814,55,9021,03,68,660100.00% 0.00%

(ii) Shareholding of Promoters

SN Shareholder’sName Shareholdingatthebeginningof Shareholdingattheendofthe %changein the year year shareholding during the year No.of %oftotal %ofShares No.of %oftotal %ofShares Shares Shares of Pledged/ Shares Shares of Pledged / the encumbererd the company encumbered company to total share to total shares 1 SandeepSethi 30,000 0.29% 0 30,000 0.29% 0 0.00% 2 ShakuntlaArora 88,200 0.85% 0 88,200 0.85% 0 0.00% 3 AlkaSethi 1,12,500 1.09% 0 1,12,500 1.09% 0 0.00% 4 KuldeepKaur 3,75,000 3.62% 0 3,75,000 3.62% 0 0.00% 5 SatvinderKaur 6,00,000 5.79% 0 6,00,000 5.79% 0 0.00% 6 HarvinderSingh 9,00,000 8.68% 0 9,00,000 8.68% 0 0.00% 7 GurupreetSangla 9,00,000 8.68% 0 9,00,000 8.68% 0 0.00% 8 SandeepSethi 15,11,400 14.58% 0 15,11,400 14.58% 0 0.00% 9 SanjayArora 15,93,900 15.37% 0 15,93,900 15.37% 0 0.00% 10 SaiEnterprisesPvt.Ltd. 300 0.00% 0 300 0.00% 0 0.00% 11 SaiBusiness&Cons. 300 0.00% 0 300 0.00% 0 0.00% Sys. Pvt. Ltd 12 SaiAgenciesPvt.Ltd. 300 0.00% 0 300 0.00% 0 0.00% 13 AmiciSecuritiesLtd. 1,47,000 1.42% 0 1,47,000 1.42% 0 0.00% 14 DrishtiOverseasPvt.Ltd. 1,65,600 1.60% 0 1,65,600 1.60% 0 0.00% 15 AppreciateFincapPvt.Ltd. 8,43,600 8.14% 0 8,43,600 8.14% 0 0.00%


ETT LIMITED

(iii) Change in Promoters’ Shareholding (please specify, if there is no change) No change

SN Particulars Date Reason Shareholding at the beginning Cumulative Shareholding during of the year the year No.ofshares %oftotal No.ofshares %oftotal shares shares Atthebeginningoftheyear 0.00% 0.00% Changesduringtheyear 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% Attheendoftheyear 0.00% 0.00%(iv) Shareholding Pattern of top ten Shareholders (OtherthanDirectors,PromotersandHoldersofGDRsandADRs):SN For each of the Top 10 Date Reason Shareholding at the beginning Cumulative Shareholding shareholders of the year during the year No.ofshares%oftotal No.ofshares%oftotal shares shares 1 Prashant Aggarwal Atthebeginningoftheyear 87,000 0.84% 87,000 0.84% Changesduringtheyear - 0.00% - 0.00% Attheendoftheyear 87,000 0.84% 87,000 0.84% 2 Gurnam Singh Atthebeginningoftheyear 72,000 0.69% 72,000 0.69% Changesduringtheyear - 0.00% - 0.00% Attheendoftheyear 72,000 0.69% 72,000 0.69% 3 Kamal Singh Atthebeginningoftheyear 72,000 0.69% 72,000 0.69% Changesduringtheyear - 0.00% - 0.00% Attheendoftheyear 72,000 0.69% 72,000 0.69% 4 Neeru Sikka Atthebeginningoftheyear 63,720 0.61% 63,720 0.61% Changesduringtheyear - 0.00% - 0.00% Attheendoftheyear 63,720 0.61% 63,720 0.61% 5 Baldev R. Jaggi Atthebeginningoftheyear 51,000 0.49% 51,000 0.49% Changesduringtheyear - 0.00% - 0.00% Attheendoftheyear 51,000 0.49% 51,000 0.49% 6 Rajesh Aggarwal Atthebeginningoftheyear 51,000 0.49% 51,000 0.49% Changesduringtheyear - 0.00% - 0.00% Attheendoftheyear 51,000 0.49% 51,000 0.49% 7 Harish Mahajan Atthebeginningoftheyear 51,000 0.49% 51,000 0.49% Changesduringtheyear - 0.00% - 0.00% Attheendoftheyear 51,000 0.49% 51,000 0.49% 8 Sanjay Sharma Atthebeginningoftheyear 51,000 0.49% 51,000 0.49% Changesduringtheyear - 0.00% - 0.00% Attheendoftheyear 51,000 0.49% 51,000 0.49% 9 Ravinder Bhatia Atthebeginningoftheyear 51,000 0.49% 51,000 0.49% Changesduringtheyear - 0.00% - 0.00% Attheendoftheyear 51,000 0.49% 51,000 0.49%10 Sandeep Thakur Atthebeginningoftheyear 51,000 0.49% 51,000 0.49% Changesduringtheyear - 0.00% - 0.00% Attheendoftheyear 51,000 0.49% 51,000 0.49%


ETT LIMITED

(v) Shareholding of Directors and Key Managerial Personnel:

SN Shareholding of each Directors and each Date Reason Shareholding at the beginning Cumulative Shareholding Key Managerial Personnel of the year during the year No.of %oftotal No.of %oftotal shares shares shares shares 1 Sandeep Sethi, Managing Director Atthebeginningoftheyear 15,41,400 14.87% 15,41,400 14.87% Changesduringtheyear - 0.00% - 0.00% Attheendoftheyear 15,41,400 14.87% 15,41,400 14.87% 2 Gurupreet Sangla, Jt. Managing Director Atthebeginningoftheyear 9,00,000 8.68% 9,00,000 8.68% Changesduringtheyear - 0.00% - 0.00% Attheendoftheyear 9,00,000 8.68% 9,00,000 8.68% 3 Harvinder Singh, Director Atthebeginningoftheyear 9,00,000 8.68% 9,00,000 8.68% Changesduringtheyear - 0.00% - 0.00% Attheendoftheyear 9,00,000 8.68% 9,00,000 8.68% 4 Sanjay Arora, Director Atthebeginningoftheyear 15,93,900 15.37% 15,93,900 15.37% Changesduringtheyear - 0.00% - 0.00% Attheendoftheyear 15,93,900 15.37% 15,93,900 15.37% 5 Aman Batra, Director Atthebeginningoftheyear 48,600 0.47% 48,600 0.47% Changesduringtheyear - 0.00% - 0.00% Attheendoftheyear 48,600 0.47% 48,600 0.47% 6 PunitiSharma,CFO&CompanySecretary Atthebeginningoftheyear 26,520 0.26% 26,520 0.26% Changesduringtheyear - 0.00% - 0.00% Attheendoftheyear 26,520 0.26% 26,520 0.26%

V. INDEBTEDNESS Indebtedness of the Company including interest outstanding/accrued but not due for payment (Amt. in Rs.)

Particulars Secured Loans Unsecured Loans Deposits Total Indebtedness excluding deposits

Indebtedness at the beginning of the financial year

i) Principal Amount 15,61,59,400.00 6,50,00,000.00 22,11,59,400.00

ii) Interest due but not paid - - - -

iii) Interest accrued but not due - - - -

Total (i+ii+iii) 15,61,59,400.00 6,50,00,000.00 - 22,11,59,400.00

Change in Indebtedness during the financial year

* Addition 7,39,55,892.00 3,15,00,000.00 - 10,54,55,892.00

* Reduction (22,91,15,861.30) (4,65,00,000.00) - (27,56,15,861.30)

Net Change (15,51,59,969.30) (1,50,00,000.00) - (17,01,59,969.30)

Indebtedness at the end of the financial year

i) Principal Amount 9,99,430.70 5,00,00,000.00 - 5,09,99,430.70

ii) Interest due but not paid - - - -

iii) Interest accrued but not due - - - -

Total (i+ii+iii) 9,99,430.70 5,00,00,000.00 - 5,09,99,430.70


ETT LIMITED

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

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

SN. Particulars of Remuneration Name of MD/WTD/ Manager Total Amount Name Sandeep Sethi Gurupreet Sangla (Rs.) Designation Managing Director Jt. Managing Director 1 Gross salary (a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961 15,00,000.00 15,00,000.00 30,00,000.00 (b)Valueofperquisitesu/s17(2)Income-tax Act, 1961 50,000.00 50,000.00 1,00,000.00 (c) Profitsinlieuofsalaryundersection17(3)Income- tax Act, 1961 - - - 2 StockOption - - - 3 SweatEquity - - - 4 Commission - - - -as%ofprofit - - - - others, specify - - - 5 Others,pleasespecify - - - Total (A) 15,50,000.00 15,50,000.00 31,00,000.00 Ceiling as per the Act 42,00,000.00 42,00,000.00 -

B. Remuneration to other Directors

SN. Particulars of Remuneration Name of Directors Total Amount

Harjit Kalra Aman Batra Ratinder Pal Rajvir Roopal (Rs.) Singh Bhatia Sharma Sharma 1 Independent Directors Fee for attending board / committee 15,000.00 15,000.00 12,500.00 12,500.00 2,500.00 57,500.00 Commission - - - - - - Others,pleasespecify - - - - - - Total (1) 15,000.00 15,000.00 12,500.00 12,500.00 2,500.00 57,500.00 2 OtherNon-ExecutiveDirectors - - - - - - Fee for attending board / committee meetings - - - - - - Commission - - - - - - Others,pleasespecify - - - - - - Total (2) - - - - - - Total (B)=(1+2) 15,000.00 15,000.00 12,500.00 12,500.00 2,500.00 57,500.00 Total Managerial Remuneration - - - - - 31,57,500.00 OverallCeilingaspertheAct 1,00,000perboardmeeting

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

SN. Particulars of Remuneration Name of Key Managerial Personnel Total Amount

Name Puniti Sharma (Rs.)

Designation CFO&CS

1 Gross salary

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961 10,44,456.00 10,44,456.00 (b) Valueofperquisitesu/s17(2)Income-tax Act, 1961 15,000.00 15,000.00 (c) Profitsinlieuofsalaryundersection17(3) Income- tax Act, 1961 - - 2 StockOption - - 3 SweatEquity - - 4 Commission - - -as%ofprofit - - - others, specify - - 5 Others,pleasespecify - - Total 10,59,456.00 10,59,456.00


ETT LIMITED

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES: Not Applicable

Type Section of the Brief Description Details of Penalty / Authority [RD / Appeal made, if CompaniesAct Punishment/ NCLT/COURT] any(give Compounding Details fees imposed

A. COMPANY

Penalty

Punishment

Compounding

B. DIRECTORS

Penalty

Punishment

Compounding

C. OTHER OFFICERS IN DEFAULT Penalty

Punishment

mpounding


ETT LIMITED

Annexure 5 - Annual Report on Corporate Social Responsibility (CSR) Activities

Sl.No.

Sl.No.

1 A brief outline of the Company’s CSR policy, including overview of projects or programs proposed to be undertaken and a reference to the web-link to the CSR policy and projects or programs.

2 The Composition of the CSR Committee.

3 Average net loss of the company forlastthreefinancialyearsforthecomputation of CSR.

4 Prescribed CSR Expenditure (two per cent of the amount as in item 3 above)

6 In case the Company has failed to spendthe2%AverageNetProfitofthelast3financialyearsoranypartthereof, the Company shall provide the reasons for not spending the amount in the Board Report.

7 Responsibility Statement of the CSR Committee that the implementation & monitoring of the CSR Policy, is in compliance with the CSR Objectives and policy ofthe Company.

(a) Total amount to be spent for the financialyear;

(b) Amount unspent, if any;

(c) Manner in which the amount spentduring thefinancialyearis detailed below.

5 Details of CSR spent during the financialyear.

The Company has always believed that good values and good business go hand in hand and Corporate Social responsibility (CSR) is all about growing our business in a socially, ethically and environmentally responsible manner. The policy spells out Company’s philosophy towards its social responsibilities and lays down the guidelines, framework and mechanism relating to the implementation, monitoring, reporting, disclosure, evaluation and assessment of projects, programmes and activities forming part of CSR.

a) Mr. Harvinder Singh (Non-Executive Promoter Director) – Chairmanb) Mr. Aman Batra (Non-Executive Independent Director) – Memberc) Mr. Sanjay Arora (Non-Executive Promotor Director) – Member

Rs. -8.58 Crore

Nil

NospendinghasbeenmadebytheCompanyduringthefinancialyearendedMarch31,2015sincetheaveragenetprofitsforlast3yearsderivedisnegative.

We hereby declare that implementation and monitoring of the CSR policy are in compliancewithCSRObjectivesandpolicyoftheCompany.

Nil

Nil

NA

CSR project or activity identified

Sector in which the project is covered

Projects or programs

Amount outlay (budget) project or programs wise

Amount spent on the projects or programs

Cumulativeexpenditure upto tothe reporting period

Amount spent :Direct or throughimplementing agency*


ETT LIMITED

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Cautionary Statement

Statements in the Management Discussion and Analysis which describe the Company’s objectives, projections, estimates, expectations or predictions may be considered to be ‘forward looking statements’ within the meaning of applicable laws and regulations. These statements are based on certain assumptions and expectations of future events. Actual results could however materially differ from those expressed or implied. Important developments that could affect the Company’s operations include a downtrend in the real estate sector, significant changes in political and economic environment in India or key financial markets abroad, tax laws, litigation, labour relations, interest and other costs.

Industry Structure & Developments

The real estate sector in India has come a long way by becoming one of the fastest growing markets in the world. It is not only successfully attracting domestic real estate developers, but foreign investors as well. The growth of the industry is attributed mainly to a large population base, rising income level, and rapid urbanization. The cities and towns in India are expanding and thespacerequirementforeducation,healthcareandtourismprovidesopportunitiesintherealestatesector.Itisthesecond-largest employment-generating sector after agriculture.

Thegrowthofthissectoriswellcomplementedbythegrowthofthecorporateenvironmentandthedemandforofficespaceas well as urban and semi-urban accommodations. The construction industry ranks third among the 14 major sectors in terms of direct, indirect and induced effects in all sectors of the economy.

Real estate in India is being recognised as an infrastructure service that is driving the economic growth engine of the country. Growing infrastructure requirement in diverse sectors such as tourism, education, healthcare, etc., are offering severalinvestment opportunities for both domestic as well as foreign investors.

The real estate sector in India has demonstrated substantial growth in the last few years and is slated to grow at 30 percent overthenextdecade.Inrecenttimes,thesectorhasemergedasoneofthehighlyprofitableinvestmentalternativeforbothdomestic and foreign investors. The key factors responsible for such a strong growth in Indian real estate sector are favorable demographics, professionalism and constantly rising purchasing power of people. Furthermore, with the Government of India introducingnewerpolicieshelpfultorealestate,thissectorhasgarneredsufficientgrowthinrecenttimes.

India’s real estate market is expected to increase seven times by 2028 to reach US$ 853 billion by 2028 from US$ 121 billion in 2013.Itiscurrentlythefourth-largestsectorinthecountryintermsofforeigndirectinvestment(FDI)inflows.FDIinthesectoris estimated to grow to US$ 25 billion in 10 years. Real estate contribution to India’s gross domestic product (GDP) is estimated to increase to about 13 per cent by 2028, on the back of increasing industrial activity, improving income level and urbanization.

Overview

The Company is primarily engaged in the business of development and management of Software Technology Centers, Multimedia Houses, Information Technology Parks and other related activities. The Company is promoted by professionals having extensive experience in property development and infrastructure projects in North India. The Company has grown intoamultidimensionalorganizationwhilstexcelling in thefieldofRealEstateDevelopmentandproviding intelligentandenvironmentfriendlyOfficeComplexesandIT/ITESParks.

ThebusinessactivitiesoftheCompanyrestontheprinciplesofhighqualityconstructiontechnologyandhighestdegreeofcustomer satisfaction. Apart from construction excellence, the Company offers design elegance in all its real estate projects. The Company pride itself in fostering innovative thinking and keeping itself attuned to the potential changes that the future holds.

The Company with its contemporary approach, keenness to always strategize for achieving better results and reaching new heights with openness and clear focus in adopting latest technology creates its projects as the most exciting initiative for global Information and Communication Technology (ICT) Industry.

ThereistremendousdemandforcontemporaryspacewhichmustbeequippedwithmoderninfrastructureandlatestfacilitiesofspacemanagementandNationalCapitalRegion(NCR)offersexcellent&sufficienthousingoptions,reputedschools,superspeciality hospitals, shopping malls, multiplex cinema, golf club, connectivity through road and metro train, etc. for the people who come from different places to take up employment in the emerging IT industry.


ETT LIMITED

TheETTGroup’sprojectskeepinviewcurrentrequirementsofmajorcorporatesintermsofqualityconstruction,stateofartfacilities,largeworkingfloorplatesandthebestinclassmaintenanceandservicestandardswithrespecttosafetyandsecurity.TheETTGroupalwaysbelievesandstrivestoprovideenvironmentfriendlyandenergyefficientofficespacesinitsITParks.It is very essential to ensure that MNC’s and other end users occupying the premises, feel comfortable while operating from these IT Parks.

‘ExpressTradeTowers3’projectlocatedinSector34,EHTP,Gurgaononalandadmeasuring3,948sq.m.isanofficecomplexhavingtwobasementsfordedicatedparkingandsevenfloorsofofficearea.TheCompanyisexploringseveralopportunitiesto sell the complex in the best interest of the Company.

Opportunities & Threats

The Indian economy is expected to perform well in the coming years with growth driven by domestic factors along with the expected improved global economic scenario. The strong fundamentals of the economy coupled with domestic demand across all asset classes are expected to renew demand and growth in the real estate sector.

The opportunities in real estate are aplenty and will only multiply in the coming years. Heightened retail activity will give upward pushforspacerequirementaswilltheIT/ITESsectorgrowth.

Moreover, Foreign Direct Investments in various sectors will continue to fuel the economy and open more doors. The newly proposed Land Bill as well as the Real Estate Regulatory Bill will bring about more transparency in the long term, hence making investments more attractive.

The recent past has been a little gloomy with unstable government policies, indecisiveness and inconsistencies in issues related to tax and other involved arenas. Such situations tend to hamper the overall business landscape leading to sluggish growth,directlyimpactingtherealestatesector.Marketinstabilityanduncertaintymaycreateaslightflutterinthisindustry.

OurbusinessisheavilydependentontheperformanceoftherealestatemarketandtheavailabilityofrealestatefinancinginIndia. Further our plans to develop IT Park and SEZ are subject to a number of contingencies like applicability of various laws, approval of government etc.

Outlook

The positive sentiments prevailing post General Elections are motivating the economy to perform better and push the limits but it may take a few months before the growth in the real estate industry is actually visible. As long as the government’s action plans focusonaprogressiveeconomy,webelieve that the industryoperationswill revive in thecoming fewquarters.Wehope that the government will focus on policies that will reduce the burden on real estate builders by accelerating the approval process,reducingtheinterestcostsandtaxesleviedandcontrollingthetrendinginflationarypressures.

ETT Group is committed to enhance transparency and establish standards for India’s real estate industry while safeguarding the interests of the shareholding community. ETT Group will continue to maintain the highest standards of professionalism, ethics, qualityandcustomerservicewhilemeetingitsvisionofcontinuinggrowthbyleadingNationalandInternationalStandardsandEthical means, in harmony with the environment, ensuring customer delight, business associates trust and social responsibility.

Risks & Concern

The Company is operating in an extremely competitive environment. As it gets into the expansion mode, it is poised to exploit several new opportunities. The Company ensures that the risks it undertakes are commensurate with better returns. To good holdinthissector,theCompanyhastobeupdatedonlatesttechnicalandmarkettrend.Profitabilityofeachrealestateprojectis subject to risks of mis-pricing, cost escalation, adverse conditions, geological conditions, downtrend in the real estate sector, significantchangesinpoliticalandeconomicenvironmentinIndia,managementofspecificationchangesandtheoutcomeofclaimsoncompetitions.Thebusinessisaffectedbytheriseandfallinthepricesofrequisiterawmaterialsastheirpricesare highly volatile in nature. However, the Company aims to understand, measure and monitor the various risks to which it is exposed and to ensure that it adheres, as far as reasonably and practically possible, to the policies and procedures established by it to mitigate these risks.

Internal Control Systems and their Adequacy

The InternalControlSystemsandprocedureareadequateandcommensuratewith thesizeof theCompany.ThesystemfocusesonoptimumutilizationofresourcesandadequateprotectionofCompany’sassets.Thesebusinesscontrolprocedures


ETT LIMITED

ensureefficientuseandprotectionoftheresourcesandcomplianceoflawsandregulations.Theinternalcontrolisdesignedtoensurethatfinancialandotherrecordsarereliableforpreparingfinancialinformationandformaintainingaccountabilityofassets. The Company has continued its efforts to align all its processes and controls with global best practices in these areas as well.

Financial Performance

During the year under review, the total income of the Company was Rs. 375.64 Lac as against Rs. 355.24 Lac in previous year ended March 31, 2014. The Company suffered a loss of Rs. 186.20 Lac as against loss of Rs. 203.22 Lac in the previous year. LossduringtheyearismainlyduetolowerincomeandexcessdepreciationofRs.274.40Lac(PreviousYear251.85Lac).

Human Resource Development

In the current economic scenario, effective Human Resource Management has become an area of concern. The Company recognizes the importance and contribution of its human resources for its growth and development and constantly endeavors to nurture and groom its people. Industrial relations in the organization continued to be cordial and progressive.

The management is also committed to help the employees and workers to sharpen their skills and to improve their knowledge base for which continuous efforts are made for human resource development.


ETT LIMITED

REPORT ON CORPORATE GOVERNANCE

Corporate Governance is a set of systems and practices to ensure that the affairs of the Company are being managed in a way which ensures accountability, transparency, fairness in all its transactions. Pursuant to Clause 49 of the Listing Agreement a Report on Corporate Governance is given below:

1. COMPANY’S PHILOSOPHY ON CODE OF GOVERNANCE

TheCompanyhasbeencomplyingwiththeCorporateGovernancerequirements,asstipulatedunderClause49oftheListing Agreement with the Stock Exchanges.

The Company believes in and has consistently focused on good Corporate Governance and its primary objective is to create and adhere to a corporate culture of conscience and consciousness, integrity, transparency and accountability forefficientandethicalconductofbusinesstoenablethemanagementtomeetitsobligationstowardsstakeholdersincluding shareholders, tenants, contractors, suppliers, creditors, employees, Government and the society at large.

Corporate Governance is an integral part of Management and in its pursuit of excellence, growth and value creation, it continuously endeavors to leverage resources to translate opportunities into reality.

Inadditiontocomplyingwiththestatutoryrequirements,effectivegovernancesystemsandpracticestowardsimprovingtransparency, disclosures, internal controls and promotion of ethics at work place have been institutionalised.

2. BOARD OF DIRECTORS

A. Composition, Meetings and Attendance of the Board

AsonMarch31,2015,besidesExecutiveChairman,theBoardoftheCompanyconsistsof1(One)ExecutiveDirector, 2 (Two) Non-Executive Promoter Directors and 5 (Five) Non-Executive Independent Directors in terms of Clause 49 of the Listing Agreement and Section 149(6) of the Companies Act, 2013.

DuringthefinancialyearendedMarch31,2015,9(Nine)meetingsoftheBoardofDirectorswereheldandtheintervening period did not exceed four months. The meetings were held on May 22, 2014, July 1, 2014, August 14, 2014, September 18, 2014, September 30, 2014, November 14, 2014, January 1, 2015, February 13, 2015 and March 30, 2015. Table 1 gives the composition of the Board, the positions held by them and their attendance record.

Table 1: Composition of the Board and attendance record of the Directors

Name of the Director Number of positions held Attendance at & Designation in public companies (Other than ETT Limited) Board* Committee** Membership Chairmanship Board Meeting Last AGM a) Executive Promoter Directors

Mr.SandeepSethi, 8 NIL NIL 9 Yes Managing Director

Mr.GurupreetSangla, 7 NIL NIL 9 Yes Jt. Managing Director

b) Non-Executive Promoter Directors Mr. Harvinder Singh$,Director 7 NIL NIL 8 Yes

Mr. Sanjay Arora$,Director 8 NIL NIL 9 Yes

c) Non-Executive Independent Directors Mr.RatinderPalSinghBhatia,Director NIL NIL NIL 5 Yes

Mr.HarjitSinghKalra,Director NIL NIL NIL 6 Yes

Mr.AmanBatra,Director NIL NIL NIL 6 Yes

Mrs. Roopal Sharma@, Director NIL NIL NIL 1 No

Mr. Rajvir Sharma#,Director NIL NIL NIL 5 Yes


ETT LIMITED

*Excluding Private Limited Companies, Foreign Companies, Section 8 Companies and Alternate Directorships.

**Includes only Audit Committee and Stakeholders’ Relationship Committee in all Public Limited Companies (excluding ETT Limited).

$Mr. Harvinder Singh and Mr. Sanjay Arora ceased to be Executive Directors with effect from July 1, 2014.

@Appointed as Director with effect from March 30, 2015.

#CeasedtobeaDirectorwitheffectfromMay30,2015.

The number of Directorships, Committee Memberships/Chairmanships of all Directors is within respective limits prescribed under the Companies Act, 2013 and the Listing Agreement.

B. Information supplied to the Board

Duringtheyear,alltherelevantinformationrequiredtobeplacedbeforetheBoardofDirectorsasperClause49 of the Listing Agreement were considered and taken on record / approved by the Board.

C. Disclosure regarding Appointment & Re-appointment of the Directors in the ensuing Annual General Meeting

Mr. Sandeep Sethi and Mr. Gurupreet Sangla were re-appointed as Managing Director and Jt. Managing Director respectively of the Company with effect from February 21, 2015.

Mrs. Roopal Sharma was appointed as an Additional Director in the capacity of Non-Executive Independent Director of the Company on March 30, 2015. Her appointment has been proposed to be regularized at the forthcoming AGM of the Company.

As per the Articles of Association of the Company and the relevant provisions of the Companies Act, 2013, Mr. Gurupreet Sangla (DIN 00036988) is liable to retire by rotation at the ensuing Annual General Meeting and being eligible, offer himself for re-appointment. Table 2 gives the brief particulars regarding appointment and re-appointment of Directors in the ensuing AGM.

Table 2: Particulars of Directors to be appointed & reappointed in the ensuing AGM

ParticularsDIN

Father’s/ Husband’s Name

Date of Birth

Address

Designation

Education

Experience

Mr. Sandeep Sethi00053915

Late Mr. Raj Kumar

October04,1962

S-169, Greater Kailash-II,New Delhi - 110 048

Managing Director

MBA

Armed with a distinctive expertise of more than two decades in garment export business, he infused his business acumen into the construction domain. With aroundtwomillionsq.ft.ofconstruction experience laden on his shoulder, he spearheads the organisation’s drive to deliver enhanced business performance, customer service excellenceandquality.

Mr. Gurupreet Sangla00036988

Mr. Harvinder Singh

October30,1980

S-493, Greater Kailash-II,New Delhi - 110 048

Jt. Managing Director

Graduate in Business and Management from Bradford University

He comes from a well known family having business inter-ests in many companies and other funds based activities. He wears a very charming personality and has success of many projects at his credit. The experience and manage-mentqualitieshavegivenhima boost of success in life.

Mrs. Roopal Sharma01091414

Mr. Deepak Sharma

January 21, 1981

A-72, Pkt. A-8, Kalkaji Extn., New Delhi - 110 019

Director

BA, MBA (HR)

She has over 5 years of experience in dealing with HR related matters. Previously, she had been associated with Pepsi Co. as HR Manager and thereafter she continued serving through HR Consultancyfirm.Shebearsan enthusiastic approach towards her work.


ETT LIMITED

ParticularsCompanies in which holds Directorship as on March 31, 2015

Companies in which holds membership of Committees

EquityShareholdingin the Company (No. &%)

Mr. Sandeep Sethi1. Ambience Buildtech Pvt.

Ltd.

2. Amici Securities Ltd.

3. Anchal Exim Pvt. Ltd.

4. Anmol Buildcon Pvt. Ltd.

5. Auxin Engineering Ltd.

6. DrishtiOverseasPvt.Ltd.

7. Express Infocom Pvt. Ltd.

8. Express Softpark Pvt. Ltd.

9. GST Hotel & Resorts Pvt. Ltd.

10.OasisGrasslandPvt.Ltd.

11.OpulentFarmsPvt.Ltd.

12. Silvertone Info Systems Pvt. Ltd.

13. Uniheights Infrastructure Pvt. Ltd.

14. Uphill Farms Pvt. Ltd.

15. Valley Computech Ltd.

16.YorkCalltechPvt.Ltd.

NIL

15,41,400(14.87%)

Mr. Gurupreet Sangla1. Ambience Buildtech Pvt.

Ltd.

2. Anmol Buildcon Pvt. Ltd.

3. Appreciate Fincap Pvt. Ltd.

4. Auxin Engineering Ltd.

5. Baba Multimedia Pvt. Ltd.

6. Dwarkadhish Realtors Pvt. Ltd.

7. Express Softpark Pvt. Ltd.

8. Genius Builders Pvt. Ltd.

9. Genius Infrastructures Pvt. Ltd.

10. Genesis Buildwell Pvt. Ltd.

11. GST Hotel & Resorts Pvt. Ltd.

12. Kanahiya Infrastructure Pvt. Ltd.

13.OasisGrasslandPvt.Ltd.

14.OpulentFarmsPvt.Ltd.

15. Spring Infrastructure Pvt. Ltd.

16. Uphill Farms Pvt. Ltd.

17. Valley Computech Ltd.

18.YorkCalltechPvt.Ltd.

Nil

9,00,000(8.68%)

Mrs. Roopal SharmaApachy Designer Wear Pvt. Ltd.

Nil

Nil

3. FORMAL LETTER OF APPOINTMENT TO INDEPENDENT DIRECTORS

In accordance with Clause 49 of the Listing Agreement, the Company has issued formal letters of appointment to all the Independent Directors, at the time of appointment.

The terms and conditions of their appointment have also been disclosed on the website of the Company, www.ettgroup.in.

4. FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

Each newly appointed Independent Director is taken through a familiarization programme in terms of the Listing Agreement in order to familiarize them inter alia with the Company, their roles, rights, responsibilities, the code of conduct to be adhered, nature of the industry in which the Company operates, the business model of the Company, meeting with the senior management team members etc. This enables Independent Directors of the Company to make better informed decisions in the interest of Company and Stakeholders.

The details of familiarization programme for Directors are available on Company’s website at www.ettgroup.in/investor section/Codes & Policies.


ETT LIMITED

5. PERFORMANCE EVALUATION OF INDEPENDENT DIRECTORS

The Board of Directors upon recommendation of Nomination and Remuneration Committee has laid down the criteria for performance evaluation of Board of the Company, its Committees and the individual Board members, including Independent Directors.

PursuanttotheprovisionsoftheCompaniesAct,2013andClause49oftheListingAgreement,astructuredquestionnairewas prepared after taking into consideration inputs received from the Directors covering various aspects of the Board’s functioningsuchasadequacyofthecompositionoftheBoardanditsCommittees,culture,executionandperformanceofspecificduties,obligationsandgovernance.

In compliance with Clause 49 of the Listing Agreement, the performance evaluation of the Independent Directors was carried out by the entire Board. The performance evaluation of the Non-Independent Directors was carried out by the IndependentDirectors.TheBoardofDirectorsexpressedtheirsatisfactionwiththeevaluationprocess.Onthebasisof the performance evaluation done by the Board, it shall be determined whether to extend or continue their term of appointment, whenever the respective term expires.

6. SEPARATE INDEPENDENT DIRECTORS’ MEETING

DuringthefinancialyearendedMarch31,2015,theIndependentDirectorsmetonceonMarch10,2015withoutthepresence of Executive Directors or Management representatives and discussed the following:

a) the performance of non-Independent Directors and the Board as a whole;

b) thequality,quantityandtimelinessofflowofinformationbetweentheCompanymanagementandtheBoardthatis necessary for the Board to effectively and reasonably perform their duties.

7. COMMITTEES OF THE BOARD

Presently, the Board has 6 (Six) Committees viz. the Audit Committee, the Stakeholders Relationship Committee, the Nomination and Remuneration Committee, the Corporate Social Responsibility Committee, the Finance Committee and the Risk Management Committee. Details of the composition of Committees of the Board constituted as per requirementsofCompaniesAct,2013andClause49of theListingAgreement, includingnumberofmeetingsheldduringthefinancialyearandattendancethereatareprovidedhereunder.

Ms. Puniti Sharma is the Secretary of all Board Committees constituted under the Companies Act, 1956 / Companies Act, 2013.

A. AUDIT COMMITTEE

(a) Terms of Reference

The Company has a duly constituted Audit Committee in terms of the provisions of Section 177 of the Companies Act, 2013 and Clause 49 of the Listing Agreement. The broad terms of reference of Audit Committee are:

a) toreviewthequarterlyandannualfinancialstatementsbeforesubmittingtotheBoardfortheirapproval thereon;

b) torecommendtheappointmentandremovalofstatutoryauditorstotheBoardandfixationoftheiraudit fees;

c) to discuss with the statutory auditors, the scope of audit and areas of concern, if any; and

d) to discuss other matters as provided in Clause 49 of the Listing Agreement and Section 177 of the Companies Act, 2013, besides other terms as may be referred by the Board of Directors from time to time.

(b) Composition, Meetings and Attendance ThecompositionoftheAuditCommitteemeetstherequirementsofSection177oftheCompaniesAct,

2013andClause49oftheListingAgreement.AlltheMembersoftheCommitteearefinanciallyliterate.

TheAudit Committeemet 6 (Six) times during the financial year 2014-15 onMay 22, 2014,August14, 2014, September 30, 2014, November 14, 2014, January 1, 2015 and February 13, 2015. The intervening period between the Audit Committee meetings was within the maximum time gap prescribed under Clause 49 of Listing Agreement.

The composition and attendance of the members of Audit Committee as on March 31, 2015 are given in Table 3.


ETT LIMITED

Table 3: Composition and Attendance record of the Audit Committee members Name of Member Designation No. of Meetings Held Attended Mr. Harjit Singh Kalra Non- Executive 6 6 (Chairman) Independent Director

Mr. Ratinder Pal Singh Bhatia Non- Executive 6 6 (Member) Independent Director

Mr. Sandeep Sethi Executive Promoter Director 6 6 (Member)

Mr. Rajvir Sharma* Non- Executive 6 6 (Member) Independent Director

*Ceased to be a Director with effect from May 30, 2015.

(c) Powers and Role of the Audit Committee

The Audit Committee has been granted powers as prescribed under the Clause 49 III (C). The role of the Audit Committee includes the areas prescribed under Clause 49 III (D) of the Listing Agreement with the Stock Exchanges.

B. NOMINATION AND REMUNERATION COMMITTEE


The Company has duly constituted Nomination and Remuneration Committee of the Board in compliance with the provisions of Clause 49 of the Listing Agreement and in terms Section 178 of the Companies Act, 2013.TheNominationandRemunerationCommitteeformulatethecriteriafordeterminingqualifications,positive attributes and independence of a director and recommend to the Board a policy, relating to the remuneration for the directors, key managerial personnel and other employees. The Nomination and Remuneration Committee has full access to information contained in the records of the Company and external professional advice, if necessary.

(b) Composition, Meetings and Attendance

As on March 31, 2015, the Nomination and Remuneration Committee of the Board consists of three Non-Executive Independent Directors.

TheNominationandRemunerationCommitteemet4(Four)timesduringthefinancialyear2014-15onMay 22, 2014, January 1, 2015, February 13, 2015 and March 30, 2015.

The composition and attendance of the members of Nomination and Remuneration Committee as on March 31, 2015 are given in Table 4.

Table 4: Composition and Attendance record of the Nomination and Remuneration Committee members

Name of the Committee Member Designation No. of Meetings Held Attended

Mr. Harjit Singh Kalra Non- Executive 4 4 (Chairman) Independent Director

Mr. Ratinder Pal Singh Bhatia Non- Executive 4 4 (Member) Independent Director

Mr. Aman Batra (Member) Non- Executive 4 4 Independent Director

(c) Remuneration Policy of the Company

The Nomination and Remuneration Committee of the Board has formulated policy of the Company on directors’ appointment and remuneration, including criteria for determining qualifications, positiveattributes, independence of a director and other matters provided under sub-section (3) of Section 178 of theCompaniesAct,2013.Weaffirmthattheremunerationpaidtothedirectorsisasperthetermslaidout in the nomination and remuneration policy of the Company.


ETT LIMITED

(d) Directors’ Remuneration and the shareholding of Non-Executive Directors in the Company

Table 5(A) shows the details of remuneration of the Executive Directors of the Company during the year 2014-15 and Table 5(B) shows the details of remuneration of the Non-Executive Directors during the said year and their shareholding in the Company as on March 31, 2015.

Table 5(A): Remuneration Details of Executive Directors

Name of the Director Salary Perquisites Total

Mr. Sandeep Sethi Rs. 15,00,000/- Rs. 50,000/- Rs. 15,50,000/-

Mr. Gurupreet Sangla Rs. 15,00,000/- Rs. 50,000/- Rs. 15,50,000/-

Mr. Harvinder Singh* Rs. 3,00,000/- --- Rs. 3,00,000/-

Mr. Sanjay Arora* Rs. 3,00,000/- --- Rs. 3,00,000/-

* Resigned as Executive Director with effect from July 01,2014

Table 5(B): Remuneration and Shareholding Details of Non-Executive Directors

Name of the Director Sitting Fees No. of Equity shares held & %

Mr. Ratinder Pal Singh Bhatia Rs. 12,500/- NIL

Mr. Harjit Singh Kalra Rs. 15,000/- NIL

Mr. Aman Batra Rs. 15,000/- 48,600 0.47%

Ms. Roopal Sharma@ Rs. 2,500/- NIL

Mr. Rajvir Sharma# Rs. 12,500/- NIL

@Appointed as Director with effect from March 30, 2015.


(e) Criteria of making payments to Non-Executive Directors

Non-Executive Directors of the Company are entitled to sitting fees of Rs. 2,500/- per meeting for attending meetings of the Board of Directors. The non-executive directors are not paid remuneration for attending Committee meetings or in any other form. The payment of sitting fees to Non-Executive Directors is made within the limits prescribed under the Companies Act, 2013.

(f) Relationship amongst Directors

There were no pecuniary relationships or transactions of the Non-Executive Directors vis-à-vis the Company. None of the Directors of the Company has any relationship with other Directors of the Company except the following:

Mr. Sandeep Sethi, Managing Director of the Company, and Mr. Sanjay Arora, Director of the Company, who are brothers.

Mr. Harvinder Singh, Director of the Company, who is the father of Mr. Gurupreet Sangla, Jt. Managing Director of the Company.

(g) Service Contract, Severance Fees and Notice Period

The Directors of the Company are appointed by the Shareholders upon recommendation of the Board of Directors within the framework of the Companies Act, 1956 as well as the Articles of Association of the Company. The resolutions passed by these two governing bodies together with the service rules of the Company covers the terms, conditions and remuneration of such appointment. There is no service contract separately entered into by the Company with the Directors. Further, the resolutions appointing these Directors do not prescribe for the payment of any separate Severance Fees to them. However, the requirementofnoticeperiodisaspertheservicerulesoftheCompany.

(h) The Company has not issued any stock options to its Directors /employees.


ETT LIMITED

C. STAKEHOLDERS RELATIONSHIP COMMITTEE


The Company has duly constituted Stakeholders Relationship Committee in compliance with Section 178 of the Companies Act, 2013 and Clause 49 of the Listing Agreement. The Stakeholders Relationship Committee has been entrusted with the role of considering and resolving the grievances of shareholders and ensuring expeditious share transfer process. The Committee also oversees performance of the Registrar and Transfer Agents.


As on March 31, 2015, the Stakeholders Relationship Committee consists of two Non-Executive Independent Directors and one Non-Executive Promoter Director.

NoStakeholdersRelationshipCommitteewasheldduringthefinancialyear2014-15.

Table 6: Composition of the Stakeholders Relationship Committee members

Name of Member Designation

Mr. Rajvir Sharma# (Chairman) Non- Executive Independent Director

Mr. Sanjay Arora (Member) Non-Executive Promoter Director

Mr. Harjit Singh Kalra (Member) Non- Executive Independent Director


(c) Compliance Officer

Ms.PunitiSharma,CFO&CompanySecretary

ETT Limited

17, Hemkunt Colony, New Delhi – 110 048

Tel and Fax No. : +91 11 4656 7575

E-mail: [email protected]

(d) Investors’ Grievance Redressal

During the year, the Company received NIL complaints from the Investors/Shareholders and there were nopendingcomplaintsasonMarch31,2015.Themembersmayaddresstheirqueries/complaintstotheComplianceOfficerortheRegistraroftheCompany.TheCompanyhasdesignatedanexclusiveE-mailId i.e. [email protected] for redressal of investor grievances.

D. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE


The Company duly constituted Corporate Social Responsibility Committee in terms of the provisions of Section 135 of the Companies Act, 2013. The said committee has been entrusted with the responsibility of formulating and monitoring the Corporate Social Responsibility policy of the Company.

The role of Committee includes the following:

i. Formulation of Corporate Social Responsibility policy which shall indicate the activities to be undertaken by the Company.

ii. Recommend the amount of expenditure to be incurred on the aforesaid activities.

iii. Monitor the Corporate Social Responsibility policy of the Company from time to time.

iv. Perform such functions as may be detailed in the Companies Act, 2013 and the relevant Rules made there under and any other applicable legislation.


The composition and terms of reference of the Corporate Social Responsibility Committee is in accordance with the provisions of Section 135 of the Companies Act, 2013.


ETT LIMITED

TheCorporateSocialResponsibilityCommitteemet1(One)timeduringthefinancialyear2014-15onMay 30, 2015.

The composition and attendance of the members of Corporate Social Responsibility Committee as on March 31, 2015 are given in Table 7.

Table 7: Composition and Attendance record of the Corporate Social Responsibility Committee members

Name of Member Designation No. of Meetings

Held Attended

Mr. Harvinder Singh Non- Executive 1 1 (Chairman) Promoter Director

Mr. Aman Batra Non- Executive 1 1 (Member) Independent Director

Mr. Sanjay Arora Non- Executive 1 1 (Member) Promoter Director

E. FINANCE COMMITTEE


The Board in its meeting held on July 1, 2014 constituted a Committee namely, Finance Committee for delegating its powers to borrow monies, to invest the funds of the Company and to grant loans or give guarantee or provide security in respect of loans and to take up such other matters/ performs such functions as may delegated to it by the Board of Directors of the Company from time to time.


The Finance Committee met 2 (Two) times during the financial year 2014-15 on July 1, 2014 andNovember 14, 2014.

The composition and attendance of the members of Finance Committee as on March 31, 2015 are given in Table 8.

Table 8: Composition and Attendance record of the Finance Committee members


Held Attended

Mr. Harvinder Singh (Chairman) Non- Executive Promoter Director 2 2

Mr. Sandeep Sethi (Member) Executive Promoter Director 2 2

Mr. Sanjay Arora (Member) Non- Executive Promoter Director 2 2

Mr. Gurupreet Sangla (Member) Executive Promoter Director 2 2

F. RISK MANAGEMENT COMMITTEE


The Board in its meeting held on November 14, 2014 decided to constitute a Committee namely, Risk Management Committee in terms of Clause 49 of the Listing Agreement consisting majority members of the Board of Directors.


TheRiskManagementCommitteemet1(One)timeduringthefinancialyear2014-15onNovember20,2014.

The composition and attendance of the members of Risk Management Committee as on March 31, 2015 are given in Table 9.


ETT LIMITED

Table 9: Composition and Attendance record of the Risk Management Committee members


Held Attended

Mr. Sandeep Sethi (Chairman) Executive Promoter Director 1 1

Mr. Harvinder Singh (Member) Non- Executive Promoter Director 1 1

Mr. Sanjay Arora (Member) Non- Executive Promoter Director 1 1

Mr. Gurupreet Sangla (Member) Executive Promoter Director 1 1

8. GENERAL BODY MEETINGS The details of the Annual General Meetings of the Company held during the last 3 (Three) years are given in Table 10. Table 10: Details of Annual General Meetings Year Venue Date & Time Special Resolutions

2013-14 Jahanpanah Club, September 29, 2014 1. Authorisation to Board under Section Mandakini Housing Scheme, 4:00 P.M. 180 (1)(c) to borrow money upto Alaknanda, New Delhi–110 019 Rs. 1000 Crores.

2012-13 Jahanpanah Club, September 14, 2013 1. Replacement of the existing Mandakini Housing Scheme, 4:00 P.M. sub-clause 66 under Clause Alaknanda, New Delhi – 110 019 III-C (other objects) of the Memorandum

of Association.

2. Commencement of business under Section 149(2A) of the Companies Act, 1956.

2011-12 Jahanpanah Club, September 28, 2012 NIL Mandakini Housing Scheme, 4:00 P.M. Alaknanda, New Delhi – 110 019

NoExtraOrdinaryGeneralMeetingwasheldduringtheyearunderreview.

9. POSTAL BALLOT

Nospecialresolutionrequiringpostalballotwaspassedduringtheyear2014-15.Nospecialresolutionrequiringpostalballot is being proposed at the ensuing Annual General Meeting.

10. DISCLOSURES

(a) Subsidiary Companies

Inorder tocomplywith therequirementsof theListingAgreement, theCompanyhasformulatedapolicyonmaterial subsidiaries and posted the same on the website of the Company.

The Audited Annual Financial Statements of Subsidiary Companies are tabled at the Audit Committee and Board Meetings. Copies of the Minutes of the Audit Committee/Board Meetings of Subsidiary Companies are placed beforetheBoardmembersatthesubsequentBoardMeetings.

(b) Related Party Transactions

Related party transactions entered during the year have been given in Note No. 28 to the Notes forming part of the Financial Statements for the year ended March 31, 2015. During the year under review, the Company has not entered into any transaction of material nature with any of the related parties that may have any potential conflictwith the interestof theCompany.All transactionsentered intowithRelatedPartiesasdefinedundertheCompaniesAct,2013andClause49oftheListingAgreementduringthefinancialyearwereintheordinarycourse of business and on an arms length pricing basis and do not attract the provisions of Section 188 of the Companies Act, 2013.


ETT LIMITED

(c) Non-compliance by the Company, Penalties, Strictures

There were no instances of non-compliance by the Company, penalties, strictures imposed on the Company by the Stock Exchanges or SEBI or any other statutory authority on any matter related to capital markets during the last three years.

(d) Vigil Mechanism/ Whistle Blower Policy

The Company has adopted a Whistle Blower Policy, as part of vigil mechanism to provide appropriate avenues to the Directors and employees to report to the management instances of unethical behaviour, actual or suspected, fraud or violation of the Company’s code of conduct. The Company has provided dedicated e-mail id secretarial@ettgroup.inforreportingsuchconcernstoVigilanceOfficerortotheChairmanoftheAuditCommitteein exceptional cases. Alternatively, employees can also send written communications to the Company. The employees are encouraged to voice their concerns by way of whistle blowing and all the employees have been given access to the Audit Committee. The Whistle Blower Policy is available on the website of the Company at www.ettgroup.in/investor section/codes & policies.

(e) Non-mandatory requirements

TheCompanyhasatpresentnotadoptedthenonmandatoryrequirementsofcorporategovernance.Howeverin line with its policy to improve the good corporate governance practices it is proposed to adopt such practices in due course of time.

(f) Details of compliance

TheCompanyisinfullcompliancewithallthemandatoryrequirementsofClause49oftheListingAgreementwith the stock exchange.

(g) Disclosure of Accounting Treatment

ThefinancialstatementsoftheCompanyhavebeenpreparedinaccordancewiththerequirementofSection133 of the Companies Act, 2013 and other applicable Accounting Standards. The accounting policies adopted in thepreparationofthefinancialstatementsareconsistentwiththosefollowedinthepreviousyear.

(h) Risk Management

The Company has established comprehensive Risk assessment and minimization procedures, which are reviewed periodically. The Company has a structure in place to identify and mitigate the various risks faced from time to time.

(i) Proceeds from public issues, right issues, preferential issues etc.

During the year, the Company has not raised any funds from Public Issue, Right Issue, Preferential Issue etc.

11. CODE OF CONDUCT

Commitment to ethical professional conduct is a must for every employee, including Board members and senior management personnel of the Company. The Code is intended to serve as a basis for ethical decision-making in conduct of professional work. The Code of Conduct enjoins that each individual in the organization must know and respect existing laws, accept and provide appropriate professional views, and be upright in his conduct and observe corporate discipline. The duties of Directors including duties as an Independent Director as laid down in the Companies Act, 2013 also forms part of the Code of Conduct.

This Code is also posted on the website of the Company at www.ettgroup.in/investor section/codes & policies. All Board membersandseniormanagementpersonnelhaveaffirmedtheircompliancewiththeCodeforthefinancialyearendedMarch 31, 2015. A declaration to this effect signed by Managing Directors of the Company, forms part of this Report as Annexure A.

12. CODE FOR PREVENTION OF INSIDER TRADING PRACTICES

In compliance with the SEBI (Prohibition of Insider Trading) Regulations, 2015 on prevention of insider trading, the Company has laid down a comprehensive code of conduct to regulate, monitor and report trading in the shares of the Company, by its employees and other connected persons.

The Company has also laid down a Code on Fair Disclosure which deals with the practices & procedures for fair disclosure of unpublished price sensitive information.


ETT LIMITED

13. MEANS OF COMMUNICATION

(a) Thequarterlyandannualfinancialresultsof theCompanyareprovidedtoBSELimitedthroughBSEListingCentre and to the Delhi and Ahmedabad Stock Exchanges through email and courier. With respect to Ludhiana StockExchange(LSE),complianceshavebeendonetillquarterendedDecember2014sinceLSEisnolongerperforming any Stock Exchange related activities post December 30, 2014 as informed vide its letter dated January 23, 2015.

(b) The quarterly and annual financial results of the Company are normally published in the widely circulated‘Financial Express’ (English) and Regional Language newspaper ‘Hari Bhoomi’ (Hindi). The results are also displayedontheCompany’swebsiteatwww.ettgroup.in/investorsection/financialresult.

14. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

TheManagementDiscussion andAnalysisReport as required underClause 49 of the ListingAgreement is givenseparately and forms part of this Annual Report.

15. CEO/CFO CERTIFICATION

In terms of Clause 49(IX) of the Listing Agreement, Mr. Sandeep Sethi, Managing Director, Mr. Gurupreet Sangla, Jt. ManagingDirectorandMs.PunitiSharma,CFO&CompanySecretaryhavegiventhecertificatepertainingtoyear2014-15 to the Board of Directors attached as Annexure B, which was taken note of at the Board Meeting held on, August 28, 2015.

16. GENERAL SHAREHOLDERS’ INFORMATION

(a) Annual General Meeting

Day & Date Wednesday,September, 30,2015

Time 4:00 P.M.

Venue Jahanpanah Club, Mandakini Housing Scheme, Alaknanda, New Delhi – 110 019

(b) Financial Calendar (tentative and subject to change)

Financial year: April 1, 2015 to March 31, 2016

Financial Reporting for the quarter ending:

June 30, 2015 August 13, 2015 (actual)

September 30, 2015 Second week of November, 2015

December 31, 2015 Second week of February, 2016

March 31, 2016 (year ended) Last week of May, 2016

(c) Dates of Book Closure

September 28, 2015 to September 30, 2015

(d) Dividend Payment Date

Not Applicable

(e) Listing on Stock Exchanges

Atpresent,theEquitySharesoftheCompanyarelistedonBSELtd.,AhmedabadStockExchangeLtd.andDelhi Stock Exchange Ltd.

AnnualListingfeesforthefinancialyear2015-16havebeenpaidbytheCompanytotheaboveStockExchangesexcept Delhi Stock Exchange Ltd. Securities and Exchange Board of India vide its order dated November 19, 2014 has directed to withdraw the recognition granted to Delhi Stock Exchange Ltd. The Company has been informallyadvisedbythesaidExchangethattheListingFeesisnotrequiredtobepaid.WhereastheCompanyhas not received any information regarding the exit of the said Exchange and the Company has been continuing to send the listing compliances with the Exchange till further instruction regarding its exit.

The Ludhiana Stock Exchange Ltd. (LSE) vide its letter dated January 23, 2015 has informed the Company that Securities and Exchange Board of India (SEBI) has passed the exit order in respect of LSE on December 30,


ETT LIMITED

2014 under SEBI Circular no. CIR/MRD/DSA/14/2012 dated May 30, 2012. Hence LSE is no longer performing any Stock Exchange related activities post December 30, 2014.

(f) Stock Code/Symbol

The InternationalSecurities IdentificationNumber (ISIN)allotted toCompany’ssharesunder theDepositorySystem is INE546I01017.

(g) Market Price Data

EquitysharesoftheCompanyarethinlytradedandthelasttradedPriceoftheequitysharesatBSELtd.wasRs.15.10pershareduringthefinancialyearendedMarch31,2015.

(h) Registrar and Share Transfer Agents

M/s Beetal Financial and Computer Services Pvt. Ltd. is the Registrar and Share Transfer Agent for the shares of the Company in both physical as well as electronic modes. All correspondence with regard to share transfers and matters related therewith may directly be addressed to the Registrar and Share Transfer Agents at the address given below:

M/s Beetal Financial and Computer Services Pvt. Ltd. Beetal House, 3rd Floor, 99, Madangir, Behind Local Shopping Centre, Near Dada Harsukhdas Mandir, New Delhi - 110 062 Tel.: +91-11-29961281 – 86 Contact Person: Mr. Punit Mittal

(i) Share Transfer Mechanism

The Company’s shares are traded in the Stock Exchange compulsorily in Demat mode. Physical Shares which are lodged with the Registrar and Share Transfer Agent and /or Company for transfer / transmission are processed and returned to the shareholders duly transferred within the time stipulated under the Listing Agreement subject to documents being in order.

PursuanttoClause47(c)oftheListingAgreementwiththeStockExchanges,certificate,onhalfyearlybasis,obtainedfromapracticingCompanySecretaryconfirmingduecomplianceofsharetransferformalitiesbytheCompany have been submitted to the Stock Exchanges within stipulated time.

(j) Reconciliation of Share Capital Audit

ReconciliationofShareCapitalAudithavebeencarriedoutbyapracticingCompanySecretary,everyquarter,toconfirmthatthetotallistedandpaidupcapitalisinagreementwiththeaggregateofthetotalnumberofsharesin physical form and the total number of shares in dematerialized form (held with NSDL and CDSL). The said audit report is submitted to the Stock Exchanges and is also placed before the Board of Directors.

(k) Distribution of Shareholding and Shareholding Pattern as on March 31, 2015

ThedistributionofshareholdingoftheEquitysharesoftheCompanyandtheShareholdingPatternasonMarch31, 2015 are given in Table 11 and 12 respectively.


ETT LIMITED

Table 11: Distribution of Shareholding as on March 31, 2015

Shareholding of Shareholders No. of shares (Nominal value Share Amount Nominal Value of of Rs. 10/- per share)

Rs. Rs. Number % to Total In Rs. % to Total

(1) (2) (3) (4) (5) (6)

Up to 5000 867 57.04 1,36,780 13,67,800.00 1.3192

5001 10000 474 31.18 2,87,100 28,71,000.00 2.7689

10001 20000 76 5.00 1,01,460 10,14,600.00 0.9785

20001 30000 16 1.05 41,820 4,18,200.00 0.4033

30001 40000 5 0.33 18,360 1,83,600.00 0.1771

40001 50000 1 0.07 4,200 42,000.00 0.0405

50001 100000 6 0.40 45,900 4,59,000.00 0.4427

100001 & above 75 4.93 97,33,040 9,73,30,400.00 93.8698

Total 1,520 100.00 1,03,68,660 10,36,86,600.00 100.0000

Table 12: Shareholding Pattern as on March 31, 2015

Sl. No. Category No. of Shares % to Total

(A) Promoter & Promoter Group 72,68,100 70.10

(B) Public Shareholding

(1) Institutions 0 0.00

Sub – Total (B)(1) 0 0.00

(2) Non – Institutions

(a) Bodies Corporate 1,37,971 1.33

(b) Individuals 29,22,959 28.19

(c) Others(HUF) 39,630 0.38

Sub – Total (B)(2) 31,00,560 29.90

Total Public Shareholding (B)=(B)(1)+(B)(2) 31,00,560 29.90

(C) Shares held by Custodians and against which 0 0.00 Depository Receipts have been issued

Grand Total {(A)+(B)+(C)} 1,03,68,660 100.00

(l) DematerializationofShares:EquitysharesoftheCompanyareadmittedwithboththedepositoriesviz.,NationalSecurities Depositories Ltd. (NSDL) and Central Depository Services (India) Ltd. (CDSL). As on March 31, 2015, equitysharesconstituting85.96%oftheequitypaid-upcapitalwereindematerializedform.

(m) OutstandingGDRs/ADRs/WarrantsoranyConvertibleInstruments,conversiondateandlikelyimpactonequity:The Company has not issued any GDRs/ADRs/Warrants or any Convertible Instruments.

(n) AddressforInvestorCorrespondence:Theshareholdersmaysendtheircommunications/grievances/queriesrelatingtotheequitysharestotheRegistrarandShareTransferAgentsattheiraddressmentionedaboveortothe Company at:

ETT LimitedRegistered Office:

17, Hemkunt Colony, New Delhi – 110 048Phone & Fax: +91-11-4656 7575E-mail: [email protected]


ETT LIMITED

Annexure A

Declaration on compliance with Code of Conduct by the Managing Director:

AspertherequirementsofClause49oftheListingAgreementwiththeStockExchanges,theCompanyhaslaiddownaCodeof Conduct for its Board of Directors and Senior Management.

ItisherebyaffirmedthatalltheDirectorsandSeniorManagerialpersonnelhavecompliedwiththeCodeofConductfortheyearendedMarch31,2015andaconfirmationtothateffecthasbeenobtainedfromtheDirectorsandSeniorManagement.

for ETT Limited

Sd/- Sd/- Sandeep Sethi Gurupreet Sangla Managing Director Jt. Managing Director DIN: 00053915 DIN: 00036988Date : March 31, 2015Place : New Delhi

Annexure B

Certificate of CEO/CFO:

This is to certify that:

(a) Wehavereviewedfinancialstatementsandthecashflowstatementfortheyear2014-15andthattothebestofourknowledge and belief:

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

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

(b) There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which are fraudulent, illegal or violative of the Company’s Code of Conduct.

(c) Weaccept responsibility for establishing andmaintaining internal controls for financial reporting and thatwe haveevaluatedtheeffectivenessoftheinternalcontrolsystemsoftheCompanypertainingtofinancialreportingandwehavedisclosedtotheauditorsandtheAuditCommittee,deficienciesinthedesignoroperationofsuchinternalcontrols,ifany,ofwhichweareawareandthestepswehavetakenorproposetotaketorectifythesedeficiencies.

(d) We have indicated to the auditors and the Audit Committee:

i. significantchangesininternalcontroloverfinancialreportingduringtheyear;

ii. significantchangesinaccountingpoliciesduringtheyearandthatthesamehavebeendisclosedinthenotestothefinancialstatements;and

iii. instances of significant fraud of which we have become aware and the involvement therein, if any, of themanagementoranemployeehavingasignificantroleintheCompany’sinternalcontrolsystemoverfinancialreporting.

for ETT Limited

Sd/- Sd/- Sd/-

Sandeep Sethi Gurupreet Sangla Puniti Sharma ManagingDirector Jt.ManagingDirector CFO&CompanySecretary

Date: August 28, 2015Place: New Delhi


ETT LIMITED

Certificate of Compliance with the conditions of Corporate Governance under Clause 49 (XI) of the Listing Agreement

ToThe Members of ETT Limited New Delhi.

We have examined the compliance of conditions of Corporate Governance by ETT Limited (hereinafter referred to as “the Company”) for the year ended March 31, 2015, as stipulated in Clause 49 of the Listing Agreement of the said Company with the Stock Exchanges.

ThecomplianceofconditionsofCorporateGovernanceistheresponsibilityoftheManagement.Ourexaminationwaslimitedto procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate Governance.ItisneitheranauditnoranexpressionofopiniononthefinancialstatementsoftheCompany.

In our opinion and to the best of our information and explanations given to us, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in the above-mentioned Listing Agreement.

WefurtherstatethatsuchcomplianceisneitheranassuranceastothefutureviabilityoftheCompanynortheefficiencyoreffectiveness with which the Management has conducted the affairs of the Company.

For Naresh Verma & Associates

Sd/-

Naresh VermaFCS: 5403; CP: 4424

Date: August 28, 2015

Place: New Delhi


ETT LIMITED

INDEPENDENT AUDITORS' REPORT

TO THE MEMBERS OF ETT LIMITED

Report on the Standalone Financial Statements

WehaveauditedtheaccompanyingstandalonefinancialstatementsofETTLIMITED(“theCompany”)whichcomprisetheBalanceSheetasat31March,2015,theStatementofProfitandLossandCashFlowStatementfortheyearthenended,andasummaryofsignificantaccountingpoliciesandotherexplanatoryinformation.

Management's Responsibility for the Standalone Financial Statements

The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”)withrespecttothepreparationofthesestandalonefinancialstatementsthatgiveatrueandfairviewofthefinancialposi-tion,financialperformanceandcashflowsoftheCompanyinaccordancewiththeaccountingprinciplesgenerallyacceptedinIndia,includingtheAccountingStandardsspecifiedunderSection133oftheAct,readwithRule7oftheCompanies(Ac-counts)Rules,2014.Thisresponsibilityalsoincludesmaintenanceofadequateaccountingrecordsinaccordancewiththeprovisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregulari-ties; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent;anddesign,implementationandmaintenanceofadequateinternalfinancialcontrols,thatwereoperatingeffectivelyfor ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financialstatementsthatgiveatrueandfairviewandarefreefrommaterialmisstatement,whetherduetofraudorerror.

Auditor's Responsibility

Ourresponsibilityistoexpressanopiniononthesestandalonefinancialstatementsbasedonouraudit.

WehavetakenintoaccounttheprovisionsoftheAct,theaccountingandauditingstandardsandmatterswhicharerequiredtobe included in the audit report under the provisions of the Act and the Rules made thereunder.

WeconductedourauditinaccordancewiththeStandardsonAuditingspecifiedunderSection143(10)oftheAct.ThoseStan-dardsrequirethatwecomplywithethicalrequirementsandplanandperformtheaudittoobtainreasonableassuranceaboutwhetherthefinancialstatementsarefreefrommaterialmisstatement.

Anaudit involves performingprocedures to obtain audit evidenceabout the amounts and the disclosures in the financialstatements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatementofthefinancialstatements,whetherduetofraudorerror.Inmakingthoseriskassessments,theauditorconsid-ersinternalfinancialcontrolrelevanttotheCompany’spreparationofthefinancialstatementsthatgiveatrueandfairviewinorder to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion onwhethertheCompanyhasinplaceanadequateinternalfinancialcontrolssystemoverfinancialreportingandtheoperatingeffectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation ofthefinancialstatements.

Webelievethattheauditevidencewehaveobtainedissufficientandappropriatetoprovideabasisforourauditopiniononthestandalonefinancialstatements.

Opinion

Inouropinionandtothebestofourinformationandaccordingtotheexplanationsgiventous,theaforesaidstandalonefinan-cialstatementsgivetheinformationrequiredbytheActinthemannersorequiredandgiveatrueandfairviewinconformitywith the accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March, 2015, and its lossanditscashflowsfortheyearendedonthatdate.

Report on other Legal and Regulatory Requirements

1. AsrequiredbytheCompanies(Auditor’sReport)Order,2015(‘theOrder’),issuedbytheCentralGovernmentofIndiaintermsofsub-section(11)ofsection143oftheAct,wegiveintheAnnexureastatementonthemattersspecifiedinparagraphs3and4oftheOrder,totheextentapplicable.

2. Asrequiredbysection143(3)oftheAct,wereportthat:

(a) we have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

(b) inouropinion,properbooksofaccountasrequiredbylawhavebeenkeptbytheCompanysofarasitappears


ETT LIMITED

from our examination of those books.

(c) theBalanceSheet,theStatementofProfitandLoss,andtheCashFlowStatementdealtwithbythisReportareinagreement with the books of account.

(d) inouropinion,theaforesaidstandalonefinancialstatementscomplywiththeAccountingStandardsspecifiedunderSection 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

(e) on the basis of written representations received from the directors as on 31 March, 2015 taken on record by the BoardofDirectors,noneofthedirectorsisdisqualifiedason31March,2015frombeingappointedasadirectorinterms of Section 164(2) of the Act.

(f) with respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. theCompanyhasdisclosedtheimpactofpendinglitigationsonitsfinancialposition in itsfinancialstate-ments–referNote34tothefinancialstatements;

ii. the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;

iii. therewerenoamountswhichwererequiredtobetransferredtotheInvestorEducationandProtectionFundby the Company.

for VSD & ASSOCIATES for L. D. SARAOGI & CO.

Chartered Accountants Chartered Accountants (Firm's Registration No. 008726N) (Firm's Registration No. 005524N)

Sd/- Sd/- (Vinod Sahni) (Jitender Saraogi) Partner Partner Membership No. 086666 Membership No. 502337

Place of Signature: DelhiDate: May 30, 2015


ETT LIMITED

ANNEXURE TO THE INDEPENDENT AUDITORS' REPORT

The Annexure referred to in our Independent Auditors' Report of even date to the members of the Company on the standalone financial statements for the year ended 31 March, 2015

Taking into consideration the information and explanations given to us and the books of account and other records examined by us in the normal course of audit, we report that:

(i) (a) TheCompanyhasmaintainedproperrecordsshowingfullparticulars,includingquantitativedetailsandsituationofCompany’sfixedassets;

(b) Amajorportionofthefixedassetshasbeenphysicallyverifiedbythemanagementduringtheyear.Nomaterialdiscrepancieswerenoticedonsuchverification.Inouropinion,thefrequencyofverificationofthefixedassetsis reasonable having regard to the size of the Company and the nature of its assets.

(ii) (a) Physicalverificationofinventoryhasbeenconductedatreasonableintervalsduringtheyearbythemanage-ment.

(b) Inouropinion,theproceduresofphysicalverificationofinventoriesfollowedbythemanagementarereasonableandadequateinrelationtothesizeoftheCompanyandthenatureofitsbusiness.

(c) The Company is maintaining proper records of inventory. No material discrepancies between the physical inven-toryandthebookrecordswerenoticedonphysicalverification.

(iii) The Company has granted interest free unsecured loan to one of its subsidiary companies covered in the register main tained under Section 189 of the Companies Act, 2013 (“the Act”).

(a) The terms of arrangement for such loan do not stipulate any interest and any repayment schedule. Accordingly, paragraph3(iii)(a)oftheOrderisnotapplicabletotheCompany.

(b) There is no overdue amount in respect of the loan granted to such company.

(iv) Inouropinionandaccording to the informationandexplanationsgiven tous, there isanadequate internalcontrolsystem commensurate with the size of the Company and the nature of its business, for the purchases of inventory and fixedassetsandforthesaleofgoodsandservices.Duringthecourseofouraudit,wehavenotobservedanymajorweakness in the internal control system.

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

(vi) ThemaintenanceofcostrecordshasnotbeenspecifiedbytheCentralGovernmentfortheCompanyunderSection148(1) of the Act.

(vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company is generally regular in depositing the undisputed statutory dues including provident fund, employees’ state insurance, Income Tax, Value Added Tax, Service Tax and other material statutory dues with the appropriate authorities.

According to the information and explanations given to us, no undisputed material amounts payable in respect of provident fund, employees’ state insurance, Income Tax, Value Added Tax, Service Tax and other material statu-tory dues were in arrears as at March 31, 2015 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 material dues of Income Tax or Value Added Tax or Service Tax which have not been deposited with the appropriate authorities on account of any dis-pute, except as given below:

Name of Nature of Amount Period to which Forum where dispute is the Statute the Dues (Rs.) the amount relates pending

CommercialTaxes EntryTax 36,295/- F.Y AssistantCommissioner, under UPVAT 2007- 2008 Ward- 3, Commercial Tax, Noida Act, 2007 CommercialTaxes SalesTax 1,46,996/- F.Y AssistantCommissioner, under UPVAT Act, 2009 - 2010 Ward - 3, Commercial Tax, Noida 2007


ETT LIMITED

(c) TheCompanyisnotrequiredtotransferanyamounttotheInvestorEducationandProtectionFundandaccord-ingly,paragraph3(vii)(c)oftheOrderisnotapplicabletotheCompany.

(viii) Thecompanydoesnothaveanyaccumulatedlossesasattheendofthefinancialyear.Thecompanyhasnotincurredcashlossinthefinancialyearended31stMarch2015andtheimmediatelyprecedingfinancialyear.

(ix) In our opinion and according to the records of the Company examined by us and the information and explanations given tous,duringtheperiodunderaudit,theCompanyhasnotdefaultedinrepaymentofduestoanyfinancialinstitutionorbank or debenture holders.

(x) In our opinion and according to the information and explanations given to us and based on the documents and records producedbeforeus,theCompanyhasnotgivenanyguaranteeforloanstakenbyothersfrombanksorfinancialinstitu-tions.

(xi) In our opinion and according to the information and explanations given to us, in the absence of any stipulation regarding the utilization of loan from the lender, we are unable to comment as to whether the term loan has been applied for the purpose for which it was obtained.

(xii) 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.

for VSD & ASSOCIATES for L. D. SARAOGI & CO.

Chartered Accountants Chartered Accountants (Firm's Registration No. 008726N) (Firm's Registration No. 005524N)

Sd/- Sd/- (Vinod Sahni) (Jitender Saraogi) Partner Partner Membership No. 086666 Membership No. 502337



ETT LIMITED

CIN: L22122DL1993PLC123728 BALANCE SHEET AS AT MARCH 31, 2015 Particulars Note As At As At No. March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.)EQUITY & LIABILITIESSHAREHOLDERS' FUNDS Share Capital 3 20,36,86,600 20,36,86,600 Reserves & Surplus 4 24,34,00,488 25,74,98,938 44,70,87,088 46,11,85,538NON-CURRENT LIABILITIESLong-Term Borrowings 5 5,00,00,000 21,58,66,985 OtherLong-TermLiabilities 6 1,44,28,002 1,28,36,802 Long-Term Provisions 7 4,09,048 5,17,782 6,48,37,050 22,92,21,569CURRENT LIABILITIES Trade Payables 8,75,061 4,19,188 OtherCurrentLiabilities 8 45,99,890 1,23,92,188 Short-Term Provisions 7 15,498 23,564 54,90,449 1,28,34,940 TOTAL 51,74,14,587 70,32,42,047ASSETS NON-CURRENT ASSETS Fixed Assets 9 - Tangible Assets 39,86,52,120 42,62,47,733 Non-Current Investments 10 83,509 83,509 Deferred Tax Assets (Net) 11 1,16,94,638 69,35,407 Long-Term Loans & Advances 12 6,55,36,776 23,03,78,209 OtherNon-CurrentAssets 13 2,29,215 2,10,797 47,61,96,258 66,38,55,655CURRENT ASSETS Current Investments 14 25,03,457 72,94,225 Inventories 15 1,92,234 1,92,234 Trade Receivables 16 13,61,911 10,24,346 Cash and Bank Balances 17 10,54,955 5,96,684 Short-Term Loans & Advances 12 1,80,99,949 1,18,00,672 OtherCurrentAssets 13 1,80,05,823 1,84,78,231 4,12,18,329 3,93,86,392TOTAL 51,74,14,587 70,32,42,047Significant Accounting Policies 1 to 41 & Notes to AccountsThe accompanying notes form an integral part of the standalone financial statements In terms of our audit report of even date annexed for VSD & ASSOCIATES for L.D. SARAOGI & CO. for and on behalf of the BoardChartered Accountants Chartered Accountants F.R.No. 008726N F.R.No. 005524N Sd/- Sd/- Sd/- Sd/- (VINOD SAHNI) (JITENDER SARAOGI) SANDEEP SETHI) (GURUPREET SANGLA) Partner Partner Managing Director Jt. Managing Director M.No. 086666 M.No. 502337 DIN 00053915 DIN 00036988 Sd/- (PUNITI SHARMA) Place:NewDelhi CFO&CompanySecretaryDate : May 30, 2015


ETT LIMITED

CIN: L22122DL1993PLC123728 STATEMENT OF PROFIT & LOSS FOR THE YEAR ENDED MARCH 31, 2015 Particulars Note Year Ended YearEnded No. March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.)

INCOME RevenuefromOperations 18 3,60,81,437 3,30,91,117 OtherIncome 19 14,83,060 24,32,850 Total Revenue (A) 3,75,64,497 3,55,23,967

EXPENSES Changes in inventories 20 - - EmployeeBenefitsExpense 21 72,94,203 1,16,33,899 Finance Costs 22 52,94,547 48,85,327 Depreciation and Amortization Expense 23 2,74,40,560 2,51,84,647 OtherExpenses 24 1,61,56,084 1,41,41,720 Total Expenses (B) 5,61,85,394 5,58,45,593

Profit/(Loss) before exceptional items (1,86,20,897) (2,03,21,626)and tax (A - B) Less: Tax Expenses Current Tax - - Less: MAT Credit Entitlement - -

Net Current tax - - Income Tax of Earlier Year 2,36,784 2,66,813 Deferred Tax Charge / (Credit) (47,59,231) (65,00,588)

Profit/(Loss) for the period (1,40,98,450) (1,40,87,851)"Earnings Per Equity Share 25of face value of Rs. 10/- each 1.) Basic (1.36) (1.36) 2.) Diluted (1.36) (1.36)

Significant Accounting Policies 1 to 41 & Notes to AccountsThe accompanying notes form an integral part of the standalone financial statements In terms of our audit report of even date annexed for VSD & ASSOCIATES for L.D. SARAOGI & CO. for and on behalf of the BoardChartered Accountants Chartered Accountants F.R.No. 008726N F.R.No. 005524N Sd/- Sd/- Sd/- Sd/- (VINOD SAHNI) (JITENDER SARAOGI) SANDEEP SETHI) (GURUPREET SANGLA) Partner Partner Managing Director Jt. Managing Director M.No. 086666 M.No. 502337 DIN 00053915 DIN 00036988 Sd/- (PUNITI SHARMA) Place:NewDelhi CFO&CompanySecretaryDate : May 30, 2015


ETT LIMITED

CIN: L22122DL1993PLC123728 CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2015 Particulars Year Ended YearEnded March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.) A. CASH FLOW FROM OPERATING ACTIVITIES :

NetProfit/(Loss)afterInterestandbeforeTax (1,86,20,897) (2,03,21,626)

Adjustments for:

Bad Debts - 2,31,252

Miscellaneous Income (Non Cash) (1,65,154) (55,280)

Interest Expense 52,23,206 42,75,906

Interest Income (91,425) (18,799)

Provision for Diminution in Value of Investments 18,88,279 2,897

Loss/ (Gain) on Sale of Current Investment (Net) 3,42,196 (10,26,428)

Loss from Sale of Fixed Assets - 14,244

Dividend Income (75,773) (3,15,079)

Depreciation and Amortization Expense 2,74,40,560 2,51,84,647

ProvisionforRetirementBenefits 3,74,712 3,41,550

OperatingProfitbeforeWorkingCapitalChanges 1,63,15,704 83,13,284

Adjustments for :

Increase/(Decrease)inOtherLong-TermLiabilities 15,91,200 (5,41,153)

Increase /(Decrease) in Trade Payables 6,75,341 32,121

Increase/(Decrease)inOtherCurrentLiabilities (14,73,660) (14,76,102)

(Decrease) /Increase in Non-Current Assets (9,02,435) -

(Decrease) /Increase in Security Deposits Given - 7,500

Decrease /(Increase) in Trade Receivables (3,37,565) (9,22,620)

Decrease /(Increase) in Current Assets (58,26,869) 8,43,588

RetirementBenefitsPaid (4,91,512) (5,37,250)

Direct Tax (Paid) / Refunded (2,47,230) 60,34,685

NET CASH FROM/ (USED IN) OPERATING ACTIVITIES (A) 93,02,974 1,17,54,054

B. CASH FLOW FROM INVESTING ACTIVITIES :

Decrease /(Increase) in Fixed Assets (Including Capital WIP) - (2,41,20,751)

Decrease/(Increase)inOtherNon-CurrentAssets (18,418) (16,999)

Decrease /(Increase) in Loans & Advances 16,57,00,000 (15,69,31,949)

Increase /(Decrease) in Current Liabilities (Projects) (18,70,601) (29,29,143)

Sale/(Purchase)ofInvestmentOthers(Net) 25,60,293 (62,70,694)

Dividend Income 75,773 3,15,079

Interest Income 91,425 18,799


ETT LIMITED

NET CASH FROM/ (USED IN) INVESTING ACTIVITIES (B) 16,65,38,472 (18,99,35,658)

C. CASH FLOW FROM FINANCING ACTIVITIES :

Increase /(Decrease) in Long-Term Borrowings (16,58,66,985) 16,33,66,985

Increase /(Decrease) in Current portion of long-term borrowings (42,92,984) 52,92,415

Interest Paid (52,23,206) (27,48,800)

NET CASH FROM/ (USED IN) FINANCING ACTIVITIES (C) (17,53,83,175) 16,59,10,600

NET INCREASE /(DECREASE) IN CASH & CASH 4,58,271 (1,22,71,004)

EQUIVALENTS (A+B+C)

OPENING BALANCE OF CASH & CASH EQUIVALENTS 5,96,684 1,28,67,688

CLOSING BALANCE OF CASH & CASH 10,54,955 5,96,684

EQUIVALENTS (Note 17)

NET INCREASE /(DECREASE) IN CASH & 4,58,271 (1,22,71,004)

CASH EQUIVALENTS

Note:Figuresinparenthesesindicatecashoutflows.

SignificantAccountingPolicies&NotestoAccounts1to41

The accompanying notes form an integral part of the standalone financial statements

In terms of our audit report of even date annexed for VSD & ASSOCIATES for L.D. SARAOGI & CO. for and on behalf of the BoardChartered Accountants Chartered Accountants F.R.No. 008726N F.R.No. 005524N Sd/- Sd/- Sd/- Sd/- (VINOD SAHNI) (JITENDER SARAOGI) (SANDEEP SETHI) (GURUPREET SANGLA) Partner Partner Managing Director Jt. Managing Director M.No. 086666 M.No. 502337 DIN 00053915 DIN 00036988 Sd/- (PUNITI SHARMA) CFO&CompanySecretaryPlace : New Delhi Date : May 30, 2015


ETT LIMITED

CIN: L22122DL1993PLC123728

NOTES FORMING PART OF FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2015

1. BASIS OF PREPARATION These Financial Statements are prepared in accordance with Indian Generally Accepted Accounting Principles (GAAP)

underthehistoricalcostconvention,asapplicabletogoingconcern,ontheaccrualbasisexceptforcertainfinancialinstruments which are measured at fair values. GAAP comprises mandatory accounting standards as prescribed under Section 133 of the Companies Act, 2013 (‘Act’) read with Rule 7 of the Companies (Accounts) Rules, 2014 and the provisionsoftheAct(toextentnotified)andguidelinesissuedbySecuritiesandExchangeBoardofIndia(SEBI).Theaccounting policies have been consistently applied by the Company and are consistent with those used in previous year.

2. SIGNIFICANT ACCOUNTING POLICIES a) USE OF ESTIMATES Thepreparationoffinancialstatementsrequiresmanagementtomakeestimatesandassumptionsthataffectthere-

portedamountsofassetsandliabilities,thedisclosureofcontingentliabilitiesonthedateofthefinancialstatementsand the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates. Appropriate changes in estimates are made as the Management becomes aware of the changes incircumstancessurroundingtheestimates.ChangesinestimatesarereflectedintheFinancialStatementsintheperiodinwhichchangesaremadeand,ifmaterial,theireffectsaredisclosedinthenotestothefinancialstatements.

b) FIXED ASSETS FixedAssetsarestatedattheiroriginalcostofacquisitionorconstructionlessaccumulateddepreciation(except

land) and impairment loss if any. Cost comprises of purchase price and all expenses directly attributable to the ac-quisitionorconstructionoftheasset.CapitalWork-in-Progressarecapitalizedasandwhentheyarereadyforuseor put to use whichever is earlier. Till such time expenses incurred related to project and prior to commencement of project, including borrowing costs are capitalized under Capital Work-in-Progress.

c) DEPRECIATION /AMORTIZATION Depreciation on tangible assets is provided on the Written down Value (WDV) Method over the useful lives of as-

sets prescribed in Schedule II of the Companies Act, 2013. Depreciation for assets purchased/ sold during a period is provided on Pro-rata basis. Intangible assets are amortized over the respective individual estimated useful lives on Straight Line Method (SLM) basis, commencing from the date the asset is available to the Company for its use. Amortization has not been provided on the leasehold land.

d) INVENTORIES Items of Inventory are valued at lower of cost or estimated realizable value. The valuation of inventories is made as

pertherequirementsofAccountingStandard–2,“ValuationofInventories”,prescribedundertheCompanies(Ac-counting Standards) Rules, 2006.

e) INVESTMENTS LongTermInvestmentsarestatedatcostaspertherequirementsofAccountingStandard–13,“Accountingfor

Investments”, prescribed under the Companies (Accounting Standards) Rules, 2006. Decline in the value of long-term investments is recognized, if considered other than temporary.

Current Investments are stated at lower of cost or market value.

f) PROVISION FOR RETIREMENT BENEFITS i) Periodical contributions made to the concerned authorities towards Provident Fund and ESI are charged to

Revenue on accrual basis.

ii) The Company operates three defined benefit plans for its employees, viz. Gratuity, Leave Encashment(EarnedLeave)andLeaveEncashment(SickLeave).AspertherequirementsofAccountingStandard–15,“EmployeeBenefits”, prescribed under theCompanies (AccountingStandards)Rules, 2006, the costs ofprovidingbenefitsunder theseplansaredeterminedon thebasisofactuarialvaluationateachyear-end.Separate actuarial valuation is carried out for each plan using the projected unit credit method. Actuarial gains andlossesfortheall(three)definedbenefitplansarerecognizedinfullintheperiodinwhichtheyoccurintheStatementofProfitandLoss.Theliabilityunderallthreedefinedbenefitplansisunfunded.


ETT LIMITED

g) TAXATION Income tax comprises current tax and deferred tax. Current tax is the amount of tax payable as determined in ac-

cordancewiththeprovisionsoftheIncomeTaxAct,1961.AspertherequirementsofAccountingStandard–22,“Accounting for Taxes on Income”, prescribed under the Companies (Accounting Standards) Rules, 2006, deferred taxassetsandliabilitiesarerecognizedforthefuturetaxconsequencesoftimingdifferences,subjecttotheconsid-eration of prudence. Deferred tax assets and liabilities are measured using the tax rates enacted or substantively enacted by the balance sheet date.

MinimumAlternativeTax(MAT)paidinayearischargedtotheStatementofProfitandLossascurrenttax.TheCompany recognizes MAT Credit available as an asset only to the extent that there is convincing evidence that the Companywillpaynormalincometaxduringthespecifiedperiodi.e.,theperiodforwhichMATCreditisallowedtobe carried forward. In the year in which company recognizes MAT credit as an asset in accordance with “Guidance Note on Accounting for Credit Available in respect of Minimum Alternative Tax under the Income Tax Act, 1961”, the saidassetiscreatedbywayofcredittothestatementofprofitandlossandshownas“MATCreditEntitlement”.

h) EXPENSES The Company has charged all expenses on accrual basis of accounting.

i) INCOME TheCompanyhasrecognizedallincomesonaccrualbasisofaccountingaspertherequirementsofAccounting

Standard – 9, “Revenue Recognition”, prescribed under the Companies (Accounting Standards) Rules, 2006.

Interest Income on late payment of dues by customers is recognized on actual receipt basis.

j) DERIVATIVE CONTRACTS For transactions in derivative contracts, the company has adopted Guidance Note on Accounting for Derivative

Contracts (2015) issued by Institute of Chartered Accountants of India. Accordingly, as on the balance sheet date derivative contracts have been valued at fair value derived by taking the market value of respective derivatives at the concerned stock exchanges where the derivative contracts are outstanding. Gains and/or losses arising on the abovebasishavebeenrecognizedintheStatementofProfit&Loss.

k) FOREIGN CURRENCY TRANSACTIONS Transactions denominated in foreign currencies are recorded at the exchange rates prevailing on the date of the

transaction.

l) IMPAIRMENT OF ASSETS An asset is treated as impaired when the carrying value of asset exceeds its recoverable value. An impairment loss

ischargedtoStatementofProfitandLossintheyearinwhichanassetisidentifiedasimpaired.Theimpairmentloss recognized in prior accounting period is reversed, if there has been a change in the estimate of recoverable value.

m) BORROWING COSTS Borrowingcoststhatareattributabletotheacquisitionand/orconstructionofaqualifyingassetarecapitalizedas

part of the cost of such asset and other borrowing costs are recognized as an expense in the period in which they areincurred.Aqualifyingassetisonethatnecessarilytakessubstantialperiodoftimetogetreadyforitsintendeduse.

n) LEASE Assetsgivenunderoperatingleasesareincludedunderfixedassets.LeaseincomeisrecognizedintheStatement

ofProfitandLossonastraightlinebasisovertheleaseterm.Costs,includingdepreciationarerecognizedasanexpenseintheStatementofProfitandLoss.InitialDirectCostsarechargedtotheStatementofProfitandLossinperiod in which the same are incurred.

o) PROVISIONS, CONTINGENT LIABILITIES AND CONTINGENT ASSETS Depending upon the facts of each case and after due evaluation of legal aspects, claims against the Company not

acknowledged as debts are treated as contingent liabilities. Provisions involving substantial degree of estimation in measurement are recognized when there is a present obligation as a result of past events and it is probable that therewillbeanoutflowofresources.InrespectofstatutoryduesdisputedandcontestedbytheCompany,Con-tingent Liabilities are provided for and disclosed as per original demand without taking into account any interest or penalty that may accrue thereafter. Contingent Liabilities are not recognized but are disclosed in the notes. Contin-gentAssetsareneitherrecognizednordisclosedinthefinancialstatements.


ETT LIMITED

p) INTANGIBLE ASSETS According to Accounting Standard – 26 on “Intangible Assets” prescribed under the Companies (Accounting Stan-

dards)Rules,2006,incaseofanexpenditureincurredbytheCompanywhichmayprovidefutureeconomicbenefitstotheCompany,howeveroutofwhich,nointangibleassetorotherassetisacquiredorcreatedthatcanberecog-nized, the expenditure is recognized as an expense as and when it is incurred.

q) CASH FLOW STATEMENT Cash Flows are reported using the indirect method as set out in the Accounting Standard - 3 on “Cash Flow State-

ment”prescribedundertheCompanies(AccountingStandards)Rules,2006,wherebynetprofitbeforetaxisad-justed for the effects of the transactions of non-cash nature and any deferrals or accruals of the past or future cash receiptsorpayments.Thecashflows from regular revenuegenerating, investingandfinancingactivitiesof theCompany are segregated.

r) CASH AND CASH EQUIVALENTS CashandCashEquivalentsforthepurposeof“CashFlowStatement”comprisecashatbankandinhandandde-

posits with bank with an original maturity of three months or less.

s) EARNINGS PER SHARE Basicearningspershareiscalculatedbydividingthenetprofitorlossfortheperiodattributabletoequitysharehold-

ersbytheweightednumberofequitysharesoutstandingduringtheperiod.

Forthepurposeofcalculatingofdilutedearningspershare,thenetprofitorlossfortheperiodattributabletoequityshareholdersandtheweightednumberofequitysharesoutstandingduringtheperiodareadjustedfortheeffectsofallpotentiallydilutiveequityshares.


ETT LIMITED

CIN: L22122DL1993PLC123728 Notes Forming Part of the Financial Statements for the Year Ended March 31, 2015 Note Particulars March 31, 2015 March 31, 2014 No. Amount (Rs.) Amount (Rs.) 3 SHARE CAPITAL Authorised Share Capital 1,10,00,000(PreviousYear1,10,00,000)EquitySharesofRs.10/-each 11,00,00,000 11,00,00,000 1,00,00,000(PreviousYear1,00,00,000)6%NonCumulative, Non Participating Redeemable Preference Shares of Rs. 10/- each 10,00,00,000 10,00,00,000

21,00,00,000 21,00,00,000 Issued, Subscribed & Fully Paid Up Share Capital 1,03,68,660(PreviousYear1,03,68,660)EquityShares 10,36,86,600 10,36,86,600 of Rs. 10/- each fully paid up 1,00,00,000(PreviousYear1,00,00,000)6%NonCumulative, Non Participating Redeemable Preference Shares of Rs. 10/- each 10,00,00,000 10,00,00,000

20,36,86,600 20,36,86,600 a.) Reconciliation of the Shares outstanding at the beginning and at the end of the reporting period

Equity Shares March 31, 2015 March 31, 2014 No. of Shares Amount (Rs.) No. of Shares Amount (Rs) Balance at the beginning of the period 1,03,68,660 10,36,86,600 1,03,68,660 10,36,86,600 Issued during the period - - - - Outstandingattheendoftheperiod 1,03,68,660 10,36,86,600 1,03,68,660 10,36,86,600 Preference Shares March 31, 2015 March 31, 2014 No. of Shares Amount (Rs.) No. of Shares Amount (Rs) Balance at the beginning of the period 1,00,00,000 10,00,00,000 1,00,00,000 10,00,00,000

Issued during the period - - - -

Outstandingattheendoftheperiod 1,00,00,000 10,00,00,000 1,00,00,000 10,00,00,000

b.) Terms/ Rights attached

- Equity Shares

TheCompanyhasonlyoneclassofEquitysharehavingafacevalueofRs.10/-pershare.EachholderofEquityShareisentitledtoonevotepershare.AlltheEquitySharescarrythesamerightswithrespecttovoting, dividend, etc.

IntheeventofliquidationoftheCompany,theholdersofEquityShareswillbeentitledtoreceiveremainingassets of the Company, after the distribution of all preferential amounts. The distribution will be in proportion tothenumberofEquitySharesheldbytheshareholders.

- Preference Shares

Preference shares of the Company are in the nature of Non-Cumulative Non-Participating Redeemable PreferenceshareshavingafacevalueofRs.10/-pershare.Preferencesharescarryacouponrateof6%per annum. Preference Shareholders are also entitled to vote on all resolutions in terms of the provisions of Section 47 of the Companies Act, 2013.


ETT LIMITED

The total preference shares of the Company i.e. 1,00,00,000 are due for redemption at par on or before March 31, 2017.

c.) Details of shareholders holding more than 5% shares in the Company

March 31, 2015 March 31, 2014 No. of Shares % holding in No. of Shares % holding in the class the class (i) Equity Shares of Rs. 10/- each fully paid up

Sanjay Arora 15,93,900 15.37% 15,93,900 15.37% Sandeep Sethi 15,41,400 14.87% 15,41,400 14.87% Gurupreet Sangla 9,00,000 8.68% 9,00,000 8.68% Harvinder Singh 9,00,000 8.68% 9,00,000 8.68% Appreciate Fincap Pvt. Ltd. 8,43,600 8.14% 8,43,600 8.14% Satvinder Kaur 6,00,000 5.79% 6,00,000 5.79%

(ii) 6% Non Cumulative, Non Participating Redeemable Preference Shares of Rs. 10/- each fully paid up

Appreciate Fincap Pvt. Ltd. 39,45,500 39.46% 39,45,500 39.46% Sandeep Sethi 17,22,000 17.22% 17,22,000 17.22% Amici Securities Ltd. 12,57,500 12.58% 12,57,500 12.58% Sanjay Arora 12,47,500 12.48% 12,47,500 12.48% Gurupreet Sangla 7,57,000 7.57% 7,57,000 7.57% DrishtiOverseasPvt.Ltd. 5,23,000 5.23% 5,23,000 5.23%

d.) Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date:

- EquitySharesallottedasfullypaidBonus Shares by capitalization of Securities Premium Reserve OnNovember18,2011,issued&allotted3,456,220Equity Shares of face value of Rs.10 each to the eligible holders of EquitySharesasBonusSharesintheratioof1:2by capitalizing Securities Premium Reserve. 34,56,220 34,56,220

As At As At Particulars March 31, 2015 March 31, 2014 Amount (Rs.) Amount(Rs.)

4. RESERVE & SURPLUS

a.) Securities Premium Reserve Balance as per last Financial 1,04,29,800 1,04,29,800 Statements 1,04,29,800 1,04,29,800 b.) General Reserve Balance as per last Financial 63,07,289 63,07,289 Statements 63,07,289 63,07,289 c.) Surplus/(Deficit)intheStatement ofProfit&Loss Balance as per last Financial 24,07,61,849 25,48,49,700 Statements Profit/ (Loss) for the year (1,40,98,450) (1,40,87,851) 22,66,63,399 24,07,61,849 Total (a+b+c) 24,34,00,488 25,74,98,938


ETT LIMITED

5 LONG-TERM BORROWINGS Non- Current Portion Current Portion March 31, 2015 March 31, 2014 March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.) Amount (Rs.) Amount (Rs.) SECURED BORROWINGS - Loan Against Property from NBFC* - 15,08,66,985 9,99,431 52,92,415 UNSECURED BORROWINGS - From Directors (Note 28) 5,00,00,000 6,50,00,000 - - 5,00,00,000 21,58,66,985 9,99,431 52,92,415 Amount disclosed under the head “OtherCurrentLiabilities”(Note8) - - (9,99,431) (52,92,415) Total 5,00,00,000 21,58,66,985 - -

*TheLoanwassanctionedwithRs.16.00croreswithfloatinginterestraterangingfrom11.75%to12.40%p.a.andtoberepaid in 156 EMIs of Rs. 20.05 Lacs each w.e.f. August 2013. The loan has been primarily secured by way of First and exclusive charge on Plot no. 79, Sector 34, Gurgaon (Haryana) and building constructed thereon. Mr. Gurupreet Sangla, Mr. Sandeep Sethi, Mr. Harvinder Singh, Mr. Sanjay Arora, the Directors of the Company alongwith Mrs.Satvinder Kaur have acted as co-borrowers with the Company. (Note 28)

6 OTHER LONG-TERM LIABILITIES Others - Security Deposits 1,44,28,002 1.28,36,802 1,44,28,002 1,28,36,8027 PROVISIONS Long Term Short Term March 31, 2015 March 31, 2014 March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.) Amount (Rs.) Amount (Rs.)

Provision for Employee Benefits (Note 26) - Provision for Gratuity 2,15,079 2,87,033 5,632 9,110 - Provision for Earned Leave 1,73,386 2,01,398 6,774 9,710 - Provision for Sick Leave 20,583 29,351 3,092 4,744 4,09,048 5,17,782 15,498 23,564

8 OTHER CURRENT LIABILITIES

Current portion of long-term borrowings (Note 5) 9,99,431 52,92,415 Interest accrued but not due on borrowings 36,200 7,63,553 Statutory Dues Payable 1,99,696 4,64,083 Creditors for Capital Expenditure 62,165 19,32,766 Remuneration Payable to Directors 2,31,977 3,78,366 EquityOptions-MarktoMarket 4,32,100 - Other Payable:- - Expenses Payable 12,41,218 20,65,746 - Salary & Reimbursement Payable 2,10,583 4,10,825 -Others 11,86,520 10,84,434 45,99,890 1,23,92,188


ETT LIMITEDC

IN: L

2212

2DL1

993P

LC12

3728

NO

TES

FOR

MIN

G P

AR

T O

F FI

NA

NC

IAL

STAT

EMEN

TS F

OR

TH

E YE

AR

EN

DED

MA

RC

H 3

1, 2

015

N

OTE

: 9

(ALL

FIG

UR

ES IN

RS.

)FI

XED

ASS

ETS

G

R O

S S

B

L O

C K

D

E P

R E

C I

A T

I O N

N

E T

B

L O

C K

Cos

t as

on

Add

ition

Sa

les

/ Adj

. T

otal

Cos

t A

s on

D

urin

g th

e A

djus

ted

A

s on

A

s on

A

s on

P

A R

T I

C U

L A

R S

01

.04.

2014

du

ring

the

durin

g th

e

as o

n

year

du

ring

31.

03.2

015

31.0

3.20

15

year

ye

ar

31.

03.2

015

01-0

4-20

14

th

e ye

ar

3

1-03

-201

4

TAN

GIB

LE A

SSET

S

LEASEHOLD

LAND

8,49,465

-

-

8,49,465

--

-

-8,49,465

8,49,465

FREEHOLD

LAND

2,52,75,921

-

-

2,52,75,921

--

-

-2,52,75,9212,52,75,921

BU

ILD

ING

3

7,34

,66,

389

-

1

,63,

214

3

7,33

,03,

175

1

,92,

12,2

39

1,7

2,37

,661

8

,161

3,

64,4

1,73

9 3

3,68

,61,

436

35,4

2,54

,150

DATAPROCESSING

12,47,389

-

-

12,47,389

11,75,982

32,228

-12,08,210

39,179

71,407

MA

CH

INE

S

ELE

CTR

ICA

L 1

,64,

61,4

63

-

-

1,6

4,61

,463

2

1,76

,305

3

8,63

,733

-

6

0,40

,038

1

,04,

21,4

25

1,42

,85,

158

INSTA

LLAT

IONS

FUR

NIT

UR

E &

2

4,99

,169

-

-

24,

99,1

69

19,

25,1

72

2,6

7,57

5

-

21,

92,7

47

3,0

6,42

2

5,7

3,99

7 FI

XTU

RE

S

MA

CH

INE

S &

3

,42,

83,1

99

-

-

3,

42,8

3,19

9

43,

13,8

21

55,

06,7

63

-

98,

20,5

84

2,4

4,62

,615

2,

99,6

9,37

8 E

QU

IPM

EN

TS

OFF

ICEEQUIPMENTS

11,49,275

-

-

11,49,275

5,76,846

3,97,384

-

9,74,230

1,75,045

5,72,429

VE

HIC

LES

9

,98,

573

-

-

9,9

8,57

3

6,0

2,74

5

1,3

5,21

6

-

7,3

7,96

1

2,6

0,61

2

3,9

5,82

8

ASS

ETS

CO

STIN

G

5,17

,400

-

-

5,1

7,40

0

5,1

7,40

0

-

-

5,1

7,40

0

-

-

<=R

s. 5

000/

-

Tot

al (R

s.)

45,

67,4

8,24

3

-

1,6

3,21

4

45,

65,8

5,02

9

3,0

5,00

,510

2

,74,

40,5

60

8,1

61

5,79

,32,

909

39,

86,5

2,12

0 4

2,62

,47,

733


ETT LIMITEDC

IN: L

2212

2DL1

993P

LC12

3728

NO

TES

FOR

MIN

G P

AR

T O

F FI

NA

NC

IAL

STAT

EMEN

TS F

OR

TH

E YE

AR

EN

DED

MA

RC

H 3

1, 2

014

N

OTE

: 9

(ALL

FIG

UR

ES IN

RS.

)FI

XED

ASS

ETS

G

R O

S S

B

L O

C K

D

E P

R E

C I

A T

I O N

N

E T

B

L O

C K

Cos

t as

on

Add

ition

Sa

les

/ Adj

. T

otal

Cos

t A

s on

D

urin

g th

e A

djus

ted

A

s on

A

s on

A

s on

P

A R

T I

C U

L A

R S

01

.04.

2013

du

ring

the

durin

g th

e

as o

n

year

du

ring

31.

03.2

014

31.0

3.20

14

year

ye

ar

31.

03.2

014

01-0

4-20

13

th

e ye

ar

3

1-03

-201

3

TAN

GIB

LE A

SSET

S

LEASEHOLD

LAND

8,49,465

-

-

8,49,465

-

-

-

-

8,49,465

8,49,465

FREEHOLD

LAND

2,52,75,921

-

-

2,52,75,921

-

-

-

-2,52,75,9212,52,75,921

BU

ILD

ING

2

1,53

,633

37,

13,1

2,75

6

-

37,

34,6

6,38

9

5,8

0,11

4

1,8

6,32

,125

-

1,

92,1

2,23

9 3

5,42

,54,

150

1

5,73

,519

DATAPROCESSING

12,47,389

-

-

12,47,389

11,28,378

47,604

-11,75,982

71,407

1,19,011

MA

CH

INE

S

ELE

CTR

ICA

L -

1,

64,6

1,46

3

-

1,6

4,61

,463

-

2

1,76

,305

-

2

1,76

,305

1

,42,

85,1

58

- INSTA

LLAT

IONS

FUR

NIT

UR

E &

FIX

TUR

ES

2

4,58

,460

4

0,70

9

-

24,

99,1

69

17,

98,5

59

1,2

6,61

3

-

19,

25,1

72

5,7

3,99

7

6,5

9,90

1

MA

CH

INE

S &

1

8,05

,103

3

,24,

78,0

96

-

3,4

2,83

,199

4

,38,

937

3

8,74

,884

-

4

3,13

,821

2

,99,

69,3

78

13,

66,1

66

EQ

UIP

ME

NTS

OFF

ICEEQUIPMENTS

9,06,931

2,42,344

-

11,49,275

4,86,842

90,004

-

5,76,846

5,72,429

4,20,089

VE

HIC

LES

1

4,10

,972

-

4

,12,

399

9

,98,

573

8

,02,

733

1

,48,

167

3

,48,

155

6

,02,

745

3

,95,

828

6

,08,

239

ASSETS

COSTING

4,28,455

88,945

-

5,17,400

4,28,455

88,945

-

5,17,400

-

-<=

Rs.

500

0/-

S

ub T

otal

(Rs.

) (A

) 3

,65,

36,3

29 4

2,06

,24,

313

4

,12,

399

4

5,67

,48,

243

5

6,64

,018

2

,51,

84,6

47

3,4

8,15

5 3

,05,

00,5

10 4

2,62

,47,

733

3,0

8,72

,311

CA

PITA

L W

OR

K -I

N-

39,

64,5

3,56

2

1,27

,93,

871

4

0,92

,47,

433

-

-

-

-

-

-

39

,64,

53,5

62PR

OG

RES

S (B

)

G

rand

Tot

al (R

s.)

43,2

9,89

,891

43,

34,1

8,18

4

40,

96,5

9,83

2

45,

67,4

8,24

3

56,

64,0

18

2,5

1,84

,647

3

,48,

155

3,0

5,00

,510

42,

62,4

7,73

3 4

2,73

,25,

873

(A

) + (B

)


ETT LIMITED

10 NON-CURRENT INVESTMENTS No. of Book Value as at No. of Book Value as at Shares March 31, 2015 Shares March 31, 2014 Amount (Rs.) Amount (Rs.)

TRADE INVESTMENT NON QUOTED SHARES, AT COST EQUITYSHARESFULLYPAID UPOFSUBSIDIARYCOMPANY Auxin Engineering Ltd., face value of Rs.10 each 50,000 25,069 50,000 25,069

Total (A) 25,069 25,069 OTHER INVESTMENT QUOTED SHARES, AT COST EQUITY SHARES FULLY PAID UP Punjab & Sind Bank, face value of Rs.10 each 487 58,440 487 58,440

Total (B) 58,440 58,440

Total (A+B) 83,509 83,509

Aggregateamountofquotedinvestments 58,440 58,440 MarketValueofquotedinvestments 22,256 21,964 Aggregateamountofunquotedinvestments 25,069 25,069

11 DEFERRED TAX ASSETS (NET)

As At As At Particulars March 31, 2015 March 31, 2014 Amount (Rs.) Amount(Rs.)

Deferred Tax Assets on account of: - Unabsorbed depreciation carried forward 2,14,41,720 1,26,62,716

Add: Deferred Tax Assets on account of: -Impactofretirementbenefitschargedtothe 1,31,185 1,67,275 statementofprofit&lossinthecurrentyear but allowed for tax purpose on payment basis

Less: Deferred Tax Liabilities/ (Assets )

- Fixed Assets: Impact of difference between tax 98,78,267 58,94,584 depreciation and depreciation/Amortization charged forfinancialreporting

Total Deferred Tax Assets 1,16,94,638 69,35,407

12 LOANS & ADVANCES Non - Current (Long Term) Current (Short Term) March 31, 2015 March 31, 2014 March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.) Amount (Rs.) Amount (Rs.) Security Deposits Unsecured considered good 6,25,450 6,25,450 - - Total (A) 6,25,450 6,25,450 - - Loans & Advances to related parties (Note 28) Unsecured considered good 2,59,20,000 19,16,20,000 - -

Total (B) 2,59,20,000 19,16,20,000 - -


ETT LIMITED

Non - Current (Long Term) Current (Short Term) March 31, 2015 March 31, 2014 March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.) Amount (Rs.) Amount (Rs.)

Other Loans and Advances Unsecured considered good -AdvancetoOthers - - 76,70,298 611 - Tax Credit (Net of Provisions) (Note 39) 3,80,88,891 3,81,32,759 1,00,85,734 1,17,30,865 - Prepaid Expenses 9,02,435 - 3,24,917 58,996 - Loans to Employees - - 19,000 10,200

Total (C) 3,89,91,326 3,81,32,759 1,80,99,949 1,18,00,672

Total (A+B+C) 6,55,36,776 23,03,78,209 1,80,99,949 1,18,00,672 13 OTHER ASSETS

Non - Current (Long Term) Current (Short Term) March 31, 2015 March 31, 2014 March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.) Amount (Rs.) Amount (Rs.)

Deposits with original maturity of more than 12 months (Note 17)* 2,19,836 1,50,005 - - Interest Accrued on Fixed Deposits 9,379 60,792 - - Interest Accrued on Security Deposit with Electricity Department - - 1,800 1,800 OtherRecoverable - - 1,80,04,023 1,84,76,431 2,29,215 2,10,797 1,80,05,823 1,84,78,231 *(a)FixedDepositsofRs.1,43,051/-(PreviousYearRs.1,00,000/-)hasbeenpledgedwithBanktoissueBankGuaran tee in favour of HVAT Department, Haryana. *(b)FixedDepositofRs.76,785/-(PreviousYearRs.50,005/-)infavourofUPVATDepartment,Noidahasbeen pledged and kept by them as Sales Tax Guarantee.

14 CURRENT INVESTMENTS OTHER INVESTMENTS QUOTED SHARES, AT LOWER OF COST OR MARKET VALUE EQUITY SHARES FULLY PAID UP No. of Book Value as at No. of Book Value as at Shares March 31, 2015 Shares March 31, 2014 Amount (Rs.) Amount (Rs.)

Elder Pharmaceuticals Limited 16,000 13,90,400 31,000 61,38,730 (face value of Rs.10 each) Venus Remedies Limited 1,000 1,33,300 4,700 11,55,495 (face value of Rs.10 each) NHPC Limited 50,000 9,79,757 - - (face value of Rs.10 each) 25,03,457 72,94,225 Aggregateamountofquotedinvestments 25,03,457 72,94,225 MarketValueofquotedinvestments 25,18,700 73,69,445 Provision made for Diminution in Value of Investments 18,88,279 2,897


ETT LIMITED

As At As At Particulars March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.)

15 INVENTORIES Inventories(AscertifiedbytheManagement) (Valued at lower of cost or net realizable Value) Finished Goods Software 1,92,234 1,92,234 1,92,234 1,92,234

16 TRADE RECEIVABLES

Non - Current (Long Term) Current (Short Term) March 31, 2015 March 31, 2014 March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.) Amount (Rs.) Amount (Rs.) Secured, considered good Outstandingforaperiod - Exceeding six months - - - -

-Others - - 13,61,911 10,24,346 - - 13,61,911 10,24,346

17 CASH AND BANK BALANCES Non - Current (Long Term) Current (Short Term) March 31, 2015 March 31, 2014 March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.) Amount (Rs.) Amount (Rs.) CashandCashEquivalents Balances with Scheduled Banks: In Current Accounts - - 7,27,862 3,45,311 Cash in Hand - - 3,16,775 2,40,770 (AscertifiedbytheManagement) Revenue Stamps in Hand - - 10,318 10,603 - - 10,54,955 5,96,684 OtherBankBalances Deposits with original maturity of 2,19,836 1,50,005 - - more than 12 months 2,19,836 1,50,005 - - Amount disclosed under other non - (2,19,836) (1,50,005) - - current assets (Note 13) - - 10,54,955 5,96,684

18 REVENUE FROM OPERATIONS

Particulars March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.)

Sale of Services Rental Income 2,12,88,432 2,03,13,180 Maintenance Income 80,95,813 66,53,822 Water Charges 23,747 25,531 Power Charges 66,73,445 60,98,584 3,60,81,437 3,30,91,117


ETT LIMITED

Particulars March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.)

19 OTHER INCOME Interest Income 3,93,845 10,36,063 Dividend on Non-Current Investment 292 2,084 Dividend on Current Investment 75,481 3,12,995 ProfitonSaleofCurrentInvestments - 10,26,428 MTMProfitonFutureContracts 6,81,284 - MTMProfitonOptionContracts 33,838 - OtherReceipts 2,98,320 55,280 14,83,060 24,32,850 20 CHANGES IN INVENTORIES

Finished Goods - Software OpeningStock 1,92,234 1,92,234 Less: Closing Stock 1,92,234 1,92,234 - -21 EMPLOYEE BENEFITS EXPENSE Salaries and Wages Salaries 30,90,287 55,01,906 Directors’ Remuneration 36,00,000 66,90,287 54,00,000 1,09,01,906 ContributiontoProvidentandOtherFunds Employer’s Contribution to PF & ESI (Note 26) 89,697 95,493 RetirementBenefits(Note26) 3,74,712 4,64,409 3,41,550 4,37,043 Staff Welfare Expenses 1,39,507 2,94,950 72,94,203 1,16,33,89922 FINANCE COSTS Interest Expense Interest Paid on Loan 52,23,206 42,75,906 InterestPaid-Others 14,546 1,006 Other Borrowing Costs Processing Charges 6,000 4,46,440 OtherFinancialCharges 50,795 1,61,975 52,94,547 48,85,32723 DEPRECIATION AND AMORTIZATION EXPENSE Depreciation on Tangible Assets 2,74,40,560 2,51,84,647 2,74,40,560 2,51,84,647 24 OTHER EXPENSES OPERATIONAL EXPENSES Power & Fuel 66,45,079 62,92,942 Water Expenses 14,062 31,194 Building - Repair & Maintenance 8,35,761 1,71,639 [Related to prior period Nil (Previous Year Rs. 18,482/-)] Plant & Machinery - Repair & Maintenance 16,70,467 11,49,513


ETT LIMITED

Particulars March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.) [Related to prior period Rs. 5,198/- (Previous Year Nil)] Others-Repair&Maintenance 5,25,094 2,08,659 Security Expenses 18,31,350 17,38,856 Insurance 72,339 91,370 Rent Permission Fee 1,64,275 1,17,58,427 - 96,84,173 ADMINISTRATIVE & OTHER EXPENSES Communication Expenses 1,21,477 1,88,989 Consultancy Expenses 2,74,500 13,55,676 Conveyance & Travelling 64,480 2,35,227 Fees & Subscriptions 3,98,163 7,32,306 [Related to prior period Nil (Previous Year Rs. 525/-)]

Rates & Taxes 70,973 1,49,597 Business Promotion & Advertising 84,285 94,031 Provision for Diminution in Shares 18,88,279 2,897 Payment to Auditors (Note 24.1) 9,23,235 12,92,814 Loss on Sale of Current Investments (Net) 3,42,196 - Loss on Sale of Fixed Assets - 14,244 Bad Debts - 2,31,252 Miscellaneous Expenses 2,30,069 1,60,514 [Related to prior period Rs.28/- (Previous Year Nil)]

43,97,657 44,57,547 1,61,56,084 1,41,41,72024.1 Payment to Auditors Audit Fee 7,00,000 11,00,000 Taxation Matters 2,17,500 1,77,500 OtherServices(certificationfees) - 7,000 Reimbursement of Expenses 5,735 8,314 9,23,235 12,92,814 25 EARNINGS PER SHARE (EPS) Thefollowingreflectstheprofit/(loss)andsharedatausedinthebasicanddilutedEPScomputations: NetProfitattributabletoequityshareholders(Rs.) (1,40,98,450) (1,40,87,851) Weightedaveragenumberofequityshares 1,03,68,660 1,03,68,660 Basic & Diluted Earnings Per Share (Rs.) (1.36) (1.36) Nominal Value Per Share (Rs.) 10/- 10/-

26. EMPLOYEE BENEFITS

Thedisclosures as perAccountingStandard–15, “EmployeeBenefits” prescribedunder theCompanies (AccountingStandards) Rules, 2006 are as below:

Defined Contribution Plans ContributiontoDefinedContributionPlans,recognizedasanexpensefortheyearisasunder:

(Amount in Rs.) Particulars Year Ended Year Ended 31.03.2015 31.03.2014 Employer’s Contribution to Provident Fund 56,780 63,721 Employer’s Contribution to ESI 32,917 31,772


ETT LIMITED

Defined Benefit Plans

TheCompanyoperatesthreedefinedbenefitplans,viz.,Gratuity,LeaveEncashment(EarnedLeave)andLeaveEn-cashment(SickLeave)foritsemployees.UnderGratuityPlan,everyemployeewhohascompletedatleastfiveyearsof service gets a gratuity on departure @ 15 days of last drawn salary for each completed year of service. The liability is unfunded.

Under Leave Encashment (Earned Leave) Plan, every employee who has completed at least one year of service is eli-gible to get 15 earned leaves. The liability is unfunded.

Under Leave Encashment (Sick Leave) Plan, every employee who has completed at least three months of service is eligible to get 6 sick leaves on proportionate basis in a year. The liability is unfunded.

Expenses Recognized in the Statement of Profit and Loss for the period

(Amount in Rs.)

Particulars Gratuity Leave Encashment* As At 31.03.2015 As At 31.03.2014 As At 31.03.2015 As At31.03.2014 Current Service Cost 48,407 61,273 46,002 52,319 Interest Cost 26,949 33,414 22,314 27,023 Past Service Cost - - - - Actuarial loss / (gain) recognized 1,13,254 2,06,312 1,17,786 (38,791) in the period Expenses recognized in the 1,88,610 3,00,999 1,86,102 40,551 statementofProfitandLoss

Amounts to be recognized in Balance Sheet (Amount in Rs.) Particulars Gratuity Leave Encashment* As At 31.03.2015 As At 31.03.2014 As At 31.03.2015 As At 31.03.2014 PresentValueofObligations 2,20,711 2,96,143 2,03,835 245,203

Fair value of Plan Assets - - - -

Net Liability recognized in balance sheet 2,20,711 2,96,143 2,03,835 245,203

Changes in the present value of the obligations during the period are as follows: (Amount in Rs.) Particulars Gratuity Leave Encashment* As At 31.03.2015 As At 31.03.2014 As At 31.03.2015 As At 31.03.2014 Present Value of obligation as at the 2,96,143 4,07,493 2,45,203 3,29,553 beginning of the period

Current Service Cost 48,407 61,273 46,002 52,319

Past Service Cost - - - -

Interest Cost 26,949 33,414 22,314 27,023

BenefitsPaid (2,64,042) (4,12,349) (2,27,470) (1,24,901)

Actuarial loss / (gain) on obligations 1,13,254 2,06,312 1,17,786 (38,791)

Present Value of obligation as at 2,20,711 2,96,143 2,03,835 2,45,203 the end of the period

The demographic assumptions used in determining Gratuity and Leave Salary obligations for the Company’s Plans are shown below:


ETT LIMITED

Particulars Rate % As At 31.03.2015 As At 31.03.2014

Discount Rate (per annum) 7.80 9.10

Rate of increase in Compensation levels (per annum) 7.00 7.00

Theestimatesoffuturesalaryincreases,consideredinactuarialvaluation,takeintoaccount:inflation,seniority,promo-tion and other relevant factors such as supply and demand in the employment market.

Amounts for the current period and previous four periods are as follows: Gratuity:- (Amount in Rs.) Particulars As At As At As At As At As At 31.03.2015 31.03.2014 31.03.2013 31.03.2012 31.03.2011 Present Value of obligations 2,20,711 2,96,143 4,07,493 4,23,251 2,94,704 Plan Assets - - - - - Surplus/(Deficit) (2,20,711) (2,96,143) (4,07,493) (4,23,251) (2,94,704) Experience adjustments on plan (65,197) (1,55,052) (1,23,535) (31,495) (10,046) liabilities- (Loss)/ Gain Experience adjustments on plan - - - - - assets- (Loss)/ Gain

Leave Encashment*:- (Amount in Rs.) Particulars As At As At As At As At As At 31.03.2015 31.03.2014 31.03.2013 31.03.2012 31.03.2011 Present Value of obligations 2,03,835 2,45,203 3,29,553 2,78,051 1,63,047 Plan Assets - - - - - Surplus/(Deficit) (2,03,835) (2,45,203) (3,29,553) (2,78,051) (1,63,047) Experience adjustments on plan liabilities- (Loss)/ Gain (81,309) 73,944 (25,087) (19,628) (41,424) Experience adjustments on plan Assets - - - - - (Loss/Gain)

* Leave Encashment includes Liability for outstanding Sick Leave and Earned Leave. The above information is certified by independent actuary and bifurcation of provision for gratuity and leave encashment

plan into current and non-current portion is mentioned as per actuarial valuation report.

27. SEGMENT INFORMATION

The Company has only one Business Segment (Property Developers and Allied Services) and Geographical Segment (India) and therefore, according to the management the Company is a Single Segment Company as envisaged in the Ac-counting Standard - 17 on “Segment Reporting” prescribed under the Companies (Accounting Standards) Rules, 2006.

28. RELATED PARTY DISCLOSURES

Related Party relationships / transactions warranting disclosures under Accounting Standard - 18 “Related Party Disclo-sures” prescribed under the Companies (Accounting Standards) Rules, 2006 are as under:


ETT LIMITED

(a) List of related parties where control exists and related parties with whom transactions have taken place:

Sr. No. Name of Related Parties Relationship 1 Valley Computech Ltd. Subsidiary

2 YorkCalltechPvt.Ltd.

3 Auxin Engineering Ltd

4 GST Hotel & Resorts Pvt. Ltd.

5 Ambience Buildtech Pvt. Ltd.*

6 UphillFarmsPvt.Ltd.#

7 OpulentFarmsPvt.Ltd.@

8 Mr. Gurupreet Sangla Key Managerial Personnel

9 Mr. Sandeep Sethi

10 Mr. Harvinder Singh

11 Mr. Sanjay Arora

12 Ms. Satvinder Kaur Relative of KMP

* By acquisition of 100% equity shares by one of company’s subsidiary viz. Valley Computech Ltd., ETT Ltd. has become Ultimate Holding Company of Ambience Buildtech Pvt. Ltd. during the previous financial year w.e.f. June 01, 2013.

# By acquisition of 100% equity shares by one of company’s subsidiary viz. York Calltech Pvt. Ltd., ETT Ltd. has become Ultimate Holding Company of Uphill Farms Pvt. Ltd. during the current financial year w.e.f. October 01, 2014.

@ By acquisition of 100% equity shares by one of company’s subsidiary viz. Uphill Farms Pvt. Ltd., ETT Ltd. has become Ultimate Holding Company of Opulent Farms Pvt. Ltd. during the current financial year w.e.f. March 31, 2015.

(b) Transactions during the year with related parties (excluding reimbursements) (Amount in Rs.)

Sr. No. Nature of Transaction Subsidiaries KMP Total 1 Loan given during the year - - -

(19,02,00,000) (-) (19,02,00,000)

2 Loan Received Back during the year 16,57,00,000 - 16,57,00,000

(2,47,00,000) (-) (2,47,00,000)

3 Loan Received during the year - 3,15,00,000 3,15,00,000

(-) (1,25,00,000) (1,25,00,000)

4 Loan Re-paid during the year - 4,65,00,000 4,65,00,000

(-) (-) (-)

5 Directors’ Remuneration Paid - 36,00,000 36,00,000

(-) (54,00,000) (54,00,000)

Note: Figures in parentheses represent previous year’s amounts. (c) Disclosure in Respect of Related Party Transactions during the year:

i) LoangivenduringtheyearincludesAuxinEngineeringLtd.Rs.NIL(PreviousYearRs.1,902.00Lacs). ii) LoanreceivedbackduringtheyearincludesAuxinEngineeringLtd.Rs.1,657.00Lacs(PreviousYearRs.

247.00 Lacs). iii) LoanreceivedduringtheyearincludesMr.SandeepSethiRs.Nil(PreviousYearRs.12.50Lacs),Mr.Sanjay

AroraRs.50.00Lacs(PreviousYearRs.12.50Lacs),Mr.GurupreetSanglaRs.50.00Lacs(PreviousYearRs.75.00Lacs),Mr.HarvinderSinghRs.215.00Lacs(PreviousYearRs.25.00Lacs).

iv) LoanRe-paidduringtheyearincludesMr.SandeepSethiRs.50.00Lacs(PreviousYearNil),Mr.SanjayAroraRs.125.00Lacs(PreviousYearNil),Mr.GurupreetSanglaRs.75.00Lacs(PreviousYearNil),Mr.Harvinder


ETT LIMITED

SinghRs.215.00Lacs(PreviousYearNil). v) Directors’ Remuneration Paid includes remuneration paid to Mr. Gurupreet Sangla for Rs. 15.00 Lacs (Previ-

ousYearRs.15.00Lacs),Mr.SandeepSethiRs.15.00Lacs(PreviousYearRs.15.00Lacs),Mr.HarvinderSinghRs.3.00Lacs(PreviousYearRs.12.00Lacs),Mr.SanjayAroraRs.3.00Lacs(PreviousYearRs.12.00Lacs).

(d) Closing Balance as on March 31, 2015 (Amount in Rs.)

Sr. No. Nature of Transaction Subsidiaries KMP Total

1 Loan Given 2,59,20,000 - 2,59,20,000

(19,16,20,000) (-) (19,16,20,000)

2 Loan Received - 5,00,00,000 5,00,00,000

(-) (6,50,00,000) (6,50,00,000)

Note: Figures in parentheses represent previous year’s amount.

Notes:

a) Loans given to subsidiaries are in the nature of Interest-Free Loans where there is no repayment schedule and the same have been given for the business purposes.

b) The Directors and Mrs. Satvinder Kaur have acted as co-borrowers in respect of loan taken by the Company from NBFC as referred to in Note no. 5.

29 In the opinion of the management current assets, loans and advances are approximately of the value stated, if realized in the ordinary course of the business.

Someoftheadvancespaidtocontractorsandsuppliers,accountoftradereceivables&payablesaresubjecttoconfir-mation,duereconciliationandconsequentialadjustmentsarisingtherefrom,ifany;howeverthemanagementdoesnotexpect any material variation.

30 Loans and Advances in the nature of Loans given to subsidiaries and Associates etc. warranting disclosures under Clause 32 of the Listing Agreement are as under:

(Amount in Rs.)

Sr. No. Name of Company Relationship As on As on Maximum Bal. 31/03/2015 31/03/2014 During the year

1 Auxin Engineering Ltd. Subsidiary 2,59,20,000 19,16,20,000 19,16,20,000

Notes: (a) Loan given to the subsidiary, as shown above, falls under the category of Loans & Advances in the nature of

Interest Free Loans where there is no repayment schedule. (b) Loans to employees as per Company’s Policy are not considered. (c) No investment is made by the borrower company in the shares of parent Company.


ETT LIMITED

31. Information to be disclosed in accordance with Accounting Standard 19 on “Leases” a.) Assets given on Lease*

Sr. No. Class of Assets Gross Block as Depreciation Accumulated Gross Block as on on March 31, for the year depreciation as on March 2015 2014 – 15 as on March 31, 2014 31, 2015 i. Fixed Assets Freehold Land 2,52,75,921 - - 2,52,75,921 Building 37,11,49,542 1,71,65,107 3,57,10,395 37,13,12,756 Plant & Machinery 4,81,93,572 90,27,263 1,47,86,756 4,81,93,572 Total 44,46,19,035 2,61,92,370 5,04,97,151 44,47,82,249

*Includes partly occupied by self

b.) Operating Lease The Company has leased facilities under non-cancellable operating leases. The future minimum lease payment

receivables in respect of these leases are disclosed as under:- (Amount in Rs.)

Particulars March 31, 2015 March 31, 2014 Within one year 1,45,79,618 2,03,13,180 Laterthanoneyearandnotmorethanfiveyears NIL 1,45,79,618

c.) General Description of Lease terms: i) Lease rentals are charged on the basis of agreed terms. ii) Assets are given on lease over a period of 3 to 15 years.

32. CAPITALIZATION OF EXPENSES

The Company has capitalized the following expenses of revenue nature to the capital work-in-progress (CWIP). Conse-quently,expensesdisclosedundertherespectivenotesarenetofamountscapitalizedbytheCompany.

(Amount in Rs.) Particulars As on 31/03/2015 As on 31/03/2014 Power and Fuel Nil Nil Finance Cost Nil Nil OtherExpenses Nil 2,51,044 Total Nil 2,51,044

-BorrowingCostCapitalizedduringtheyear:Rs.Nil(PreviousYear:Rs.Nil).

33. Detail of Open Positions of Futures & Option Contract in NSE Future & Option Market as on March 31, 2015 NSE FUTURES – Purchased Positions

Sr. No. Name of Derivative/Scrips Date of Expiry No. of underlying Scrips Value of Open Positions as at 31.03.2015

1 Bank of Baroda 30-04-2015 10,000 16,47,500

2 Larsen & Toubro 30-04-2015 3,000 51,80,400

3 State Bank of India 30-04-2015 35,000 93,74,750

4 Tata Steel 30-04-2015 59,000 1,88,32,800

Total 3,50,35,450


ETT LIMITED

NSE PUT OPTIONS – Sold Positions

Sr. No. Name of Derivative/Scrips Date of Expiry No. of underlying Scrips Value of Open Positions as at 31.03.2015

1 Bank of Baroda 30-04-2015 25,000 2,47,500

2 Bank of Baroda 30-04-2015 5,000 35,500

3 Bank of Baroda 30-04-2015 5,000 23,500

4 Larsen & Toubro 30-04-2015 2,000 72,600

5 State Bank of India 30-04-2015 5,000 53,000

Total 4,32,100

34. CONTINGENT LIABILITIES AND COMMITMENTS Contingent Liabilities not provided for in respect of:

(a) Duringthefinancialyear2011-2012,companyhadreceivedademandofEntryTaxforRs.36,295/-u/s22ofUPVATAct,fortheyear2007–2008,againstwhichrectificationapplicationhadbeenfiledundersection31(1)under UPVAT Act, with the Assistant Commissioner, Ward – 3, Commercial Tax, Noida which is still pending for disposal.

(b) Duringthepreviousfinancialyear2013-2014,theCompanyhadreceivedademandforRs.1,46,996/-underSection28(2)ofUPVATAct,fortheassessmentyear2009-2010,againstwhichapplicationu/s32hadbeenfiledfor the re-assessment of the order which is still pending for disposal.

Commitments – Nil

35. EXPENDITURE IN FOREIGN CURRENCY (Amount in Rs.) Particulars Year Ended 31.03.2015 Year Ended 31.03.2014

Membership Fees (USGBC) 19,101/- 17,112/-

Total 19,101/- 17,112/-

36. DEFERRED TAX

Deferred Tax Asset has not been recognized on account of capital losses carried forward where there is absence of virtual certainty of realizing the same in future.

37. Ludhiana Stock Exchange Ltd. (LSE) vide its letter dated January 23, 2015 has informed the Company that Securities and Exchange Board of India has passed the exit order in respect of LSE on December 30, 2014 under SEBI Circular no. CIR/MRD/DSA/14/2012 dated May 30, 2012. Hence LSE shall no longer be performing any Stock Exchange related activities post December 30, 2014.

38. During the year, the Company has changed the Depreciation Policy to comply with new Companies Act, 2013 now the assets have been depreciated by useful life of asset as per Schedule II of the Companies Act, 2013. The change of the above depreciation policy has resulted in increased depreciation of Rs. 32.57 Lacs (including Rs. 1.83 Lacs being the carryingamount(netofresidualvalue)inrespectoffixedassetswhoseusefullifehavealreadyexpiredonApril01,2014-thesamehasbeenchargedasdepreciationinthestatementofprofit&loss)therebyincreasingthecurrentyearlossby Rs. 32.57 Lacs.

39. TheCompanyhasshownTDSrefundamountingtoRs.101.41LacforA.Y.2010-11&2011-12underthehead,Long-TermLoans&AdvanceswhichhaswronglybeenadjustedbyIncomeTaxDepartmentagainstwrongdemandsofA.Y.2006 – 07 & 2007 - 08. The Income Tax Department has wrongly issued intimation under Section 245 of Income Tax Act,1961showingarrearsofRs.204.01LacagainstA.Y.2006–07&2007–08afteradjustingtheaboverefunds.TheCompanyhasalreadyfiledclarificationagainstintimationissuedunderSection245.

The Company is pursuing the deletion of demand in department’s records and for Income Tax Refund.


ETT LIMITED

40. Based on the information available with the Company, there are no dues outstanding to micro, small and medium enter-prises covered under the Micro, Small and Medium Enterprises Development Act, 2006 at the Balance Sheet date. The abovedisclosurehasbeendeterminedtotheextentsuchpartieshavebeenidentifiedonthebasisofinformationavail-able with the Company.

41. TheCompanyhas reclassified, regroupedand rearrangedprevious year figures,wherever considerednecessary toconformtothisyear’sclassification.

In terms of our audit report of even date annexed

for VSD & ASSOCIATES for L.D. SARAOGI & CO. for and on behalf of the Board Chartered Accountants Chartered Accountants F.R.No. 008726N F.R.No. 005524N

Sd/- Sd/- Sd/- Sd/- (VINOD SAHNI) (JITENDER SARAOGI) (SANDEEP SETHI) (GURUPREET SANGLA) Partner Partner Managing Director Jt. Managing Director M.No. 086666 M.No. 502337 DIN 00053915 DIN 00036988 Sd/- (PUNITI SHARMA) CFO&CompanySecretaryPlace : New Delhi Date : May 30, 2015


ETT LIMITED

INDEPENDENT AUDITORS’ REPORT

TO THE MEMBERS OF ETT LIMITED

Report on the Consolidated Financial Statements

WehaveauditedtheaccompanyingconsolidatedfinancialstatementsofETTLIMITED(hereinafterreferredtoas“theHoldingCompany”)and its subsidiaries (the Holding Company and its subsidiaries together referred to as “the Group”), comprising of the Consolidated Balance Sheetasat31stMarch,2015,theConsolidatedStatementofProfitandLoss,theConsolidatedCashFlowStatementfortheyearthenended,andasummaryofthesignificantaccountingpoliciesandotherexplanatoryinformation(hereinafterreferredtoas“theconsolidatedfinancialstatements”).

Management’s Responsibility for the Consolidated Financial Statements

TheHoldingCompany’sBoardofDirectorsisresponsibleforthepreparationoftheseconsolidatedfinancialstatementsintermsoftherequire-mentsoftheCompaniesAct,2013(hereinafterreferredtoas“theAct”)thatgiveatrueandfairviewoftheconsolidatedfinancialposition,consolidatedfinancialperformanceandconsolidatedcashflowsoftheGroupinaccordancewiththeaccountingprinciplesgenerallyacceptedinIndia,includingtheAccountingStandardsspecifiedunderSection133oftheAct,readwithRule7oftheCompanies(Accounts)Rules,2014.TherespectiveBoardofDirectorsofthecompaniesincludedintheGroupareresponsibleformaintenanceofadequateaccountingrecords in accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent;andthedesign,implementationandmaintenanceofadequateinternalfinancialcontrols,thatwereoperatingeffectivelyforensuringtheaccuracyandcompletenessoftheaccountingrecords,relevanttothepreparationandpresentationofthefinancialstatementsthatgiveatrue and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation oftheconsolidatedfinancialstatementsbytheDirectorsoftheHoldingCompany,asaforesaid.

Auditor’s Responsibility

Ourresponsibilityistoexpressanopinionontheseconsolidatedfinancialstatementsbasedonouraudit.Whileconductingtheaudit,wehavetakenintoaccounttheprovisionsoftheAct,theaccountingandauditingstandardsandmatterswhicharerequiredtobeincludedintheauditreport under the provisions of the Act and the Rules made thereunder.

WeconductedourauditinaccordancewiththeStandardsonAuditingspecifiedunderSection143(10)oftheAct.ThoseStandardsrequirethatwecomplywithethicalrequirementsandplanandperformtheaudittoobtainreasonableassuranceaboutwhethertheconsolidatedfinancialstatements are free from material misstatement.

Anauditinvolvesperformingprocedurestoobtainauditevidenceabouttheamountsandthedisclosuresintheconsolidatedfinancialstate-ments. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidatedfinancialstatements,whetherduetofraudorerror.Inmakingthoseriskassessments,theauditorconsidersinternalfinancialcontrolrelevanttotheHoldingCompany’spreparationoftheconsolidatedfinancialstatementsthatgiveatrueandfairviewinordertodesignaudit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on whether the Holding Company hasanadequateinternalfinancialcontrolssystemoverfinancialreportinginplaceandtheoperatingeffectivenessofsuchcontrols.Anauditalso includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the HoldingCompany’sBoardofDirectors,aswellasevaluatingtheoverallpresentationoftheconsolidatedfinancialstatements.

Webelievethattheauditevidenceobtainedbyusissufficientandappropriatetoprovideabasisforourauditopinionontheconsolidatedfinancialstatements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, and based on the consideration of the reports ofotherjointauditoronthefinancialstatementsofthesubsidiariesnotedbelow,theaforesaidconsolidatedfinancialstatementsgivetheinformationrequiredbytheActinthemannersorequiredandgiveatrueandfairviewinconformitywiththeaccountingprinciplesgenerallyacceptedinIndia,oftheconsolidatedstateofaffairsoftheGroupasat31stMarch,2015,andtheirconsolidatedprofitandtheirconsolidatedcashflowsfortheyearendedonthatdate

Other Matters

FinancialStatementsoffivesubsidiarieswhichreflecttotalassetsofRs.17,13,74,925/-asatMarch31,2015,totalrevenuesofRs.NilandnetcashflowsamountingtoRs.(1,23,115/-)fortheyearendedonthatdate,asconsideredintheconsolidatedfinancialstatementshavebeen audited by one of the joint auditors whose reports have been furnished to the other joint auditor by the Management and opinion of such otherjointauditorontheconsolidatedfinancialstatements,insofarasitrelatestotheamountsanddisclosuresincludedinrespectofthesesubsidiaries, and such other joint auditor’s report in terms of sub-sections (3) and (11) of Section 143 of the Act, in so far as it relates to the aforesaid subsidiaries is based solely on the reports of the other joint auditor.

Theopinionontheconsolidatedfinancialstatements,andthereportonOtherLegalandRegulatoryRequirementsbelowoftheotherjointauditor,isnotmodifiedinrespectoftheabovematterswithrespecttosuchotherjointauditor’srelianceontheworkdoneandthereportsofthe other joint auditor.


ETT LIMITED

Report on Other Legal and Regulatory Requirements

1. AsrequiredbytheCompanies(Auditor’sReport)Order,2015(“theOrder”), issuedbytheCentralGovernmentof India in termsofsub-section (11) of Section 143 of the Act, based on the comment in the auditors’ reports of the Holding company and its subsidiary companies,wegiveintheAnnexureastatementonthemattersspecifiedinparagraphs3and4oftheOrder,totheextentapplicable.

2. Asrequiredbysection143(3)oftheAct,wereportthat:

(a) we have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary forthepurposesofourauditoftheaforesaidconsolidatedfinancialstatements.

(b) inouropinion,properbooksofaccountasrequiredbylawrelatingtothepreparationoftheaforesaidconsolidatedfinancialstate-ments have been kept so far as it appears from our examination of those books and reports of the other joint auditor.

(c) theConsolidatedBalanceSheet, theConsolidatedStatementofProfitandLoss,andtheConsolidatedCashFlowStatementdealt with by this Report are in agreement with the books of account maintained for the purpose of preparation of the consolidated financialstatements.

(d) inouropinion,theaforesaidconsolidatedfinancialstatementscomplywiththeAccountingStandardsspecifiedunderSection133of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

(e) on the basis of written representations received from the directors of the Holding Company as on 31 March, 2015 taken on record by the Board of Directors of the Holding Company and the reports of the other joint auditor of its subsidiaries companies, as ap-plicable,noneofthedirectorsoftheGroupcompaniesisdisqualifiedason31March,2015frombeingappointedasadirectorinterms of Section 164(2) of the Act.

(f) with respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditor’s) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. theconsolidatedfinancialstatementsdisclosetheimpactofpendinglitigationsontheconsolidatedfinancialpositionoftheGroup–referNote34totheconsolidatedfinancialstatements;

ii. the Group did not have material foreseeable losses on long-term contracts including derivative contracts;

iii. therewerenoamountswhichwererequiredtobetransferredtotheInvestorEducationandProtectionFundbytheHoldingCompany, and its subsidiary companies.

.

In terms of our audit report of even date annexed for VSD & ASSOCIATES for L.D. SARAOGI & CO. for and on behalf of the Board Chartered Accountants Chartered Accountants F.R.No. 008726N F.R.No. 005524N

Sd/- Sd/- Sd/- Sd/-(VINOD SAHNI) (JITENDER SARAOGI) (SANDEEP SETHI) (GURUPREET SANGLA) Partner Partner Managing Diirector Jt. Managing Director M.No. 086666 M.No. 502337 DIN 00053915 DIN 00036988

Sd/- (PUNITI SHARMA) CFO&CompanySecretaryPlace : New Delhi Date : May 30, 2015


ETT LIMITED

ANNEXURE TO THE INDEPENDENT AUDITORS’ REPORT

TheAnnexurereferredtoinourIndependentAuditor’sReportofevendatetothemembersoftheCompanyontheconsolidatedfinancialstate-ments for the year ended 31 March, 2015

Taking into consideration the information and explanations given to us and the books of accounts, other records and reports of the other joint auditor examined by us in the normal course of audit, we report that:

(i) (a) TheHoldingCompanyanditssubsidiarieshavemaintainedproperrecordsshowingfullparticulars,includingquantitativedetailsandsituationoftheirrespectivefixedassets;

(b) Amajorportionofthefixedassetshasbeenphysicallyverifiedbytherespectivemanagementduringtheyear.Nomaterialdiscrep-ancieswerenoticedonsuchverification.Inouropinion,thefrequencyofverificationofthefixedassetsisreasonablehavingregardto the size of the Group and the nature of its assets.

(ii) (a) Physicalverificationofinventoryhasbeenconductedatreasonableintervalsduringtheyearbytherespectivemanagements.

(b) Inouropinion,theproceduresofphysicalverificationofinventoriesfollowedbytherespectivemanagementsarereasonableandadequateinrelationtothesizeoftheGroupandthenatureofitsbusiness.

(c) The Holding Company and its subsidiaries are maintaining proper records of inventory. No material discrepancies between the physicalinventoryandthebookrecordswerenoticedonphysicalverifications.

(iii)TheGrouphasnotgrantedanyloans,securedorunsecuredtocompanies,firmsorotherpartiescoveredintheregistermaintainedundersection189oftheCompaniesAct,2013(“theAct”).Accordingly,paragraph3(iii)oftheOrderisnotapplicabletotheGroup.

(iv) Inouropinionandaccordingtotheinformationandexplanationsgiventous,thereisanadequateinternalcontrolsystemcommensuratewiththesizeoftheGroupandthenatureofitsbusiness,forthepurchasesofinventoryandfixedassetsandforthesaleofgoodsandservices. During the course of our audit, we have not observed any major weakness in the internal control system.

(v) The Group has not accepted any deposits from the public.

(vi) ThemaintenanceofcostrecordshasbeenspecifiedbytheCentralGovernmentforonlyoneofthesubsidiarycompaniesunderSection148(1) of the Act. We have broadly reviewed the cost records made and maintained by the said subsidiary company and are of the opin-ion that prima facie the prescribed cost records have been made and maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

(vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Group, the Group is generally regular in depositing the undisputed statutory dues including provident fund, employees’ state insurance, Income Tax, Value Added Tax, Service Tax and other material statutory dues with the appropriate authorities.

According to the information and explanations given to us, no undisputed material amounts payable in respect of provident fund, employees’ state insurance, Income Tax, Value Added Tax, Service Tax and other material statutory dues were in arrears as at March 31, 2015 for a period of more than six months from the date they became payable, except as given below:

Name of the Name of the Nature of the Amount Period to which the Due Date Date of Company Statute Dues (Rs.) amount relates Payment

YorkCalltech IncomeTax Latefiling 13,600/- Oct2014–Dec2014 March24, May28, Pvt. Ltd. Act,1961 Fee in 2014 2015 respect of TDS return


ETT LIMITED

(b) According to the information and explanations given to us, there are no material dues of Income Tax or Value Added Tax or Service Tax which have not been deposited with the appropriate authorities on account of any dispute, except as given below:

Name of the Name of the Statute Nature of the Amount Period to which the Forum where Company Dues (Rs.) amount relates dispute is pending ETTLtd. CommercialTaxesunder EntryTax 36,295/- F.Y2007–2008 AssistantCommissioner, UP VAT Act, 2007 Ward – 3, Commercial Tax, Noida

ETTLtd. CommercialTaxesunder SalesTax 1,46,996/- F.Y2009–2010 AssistantCommissioner, UP VAT Act, 2007 Ward – 3, Commercial Tax, Noida

York. CommercialTaxesunder EntryTax 5,31,550/- F.Y2008–2009 AdditionalCommissioner, Calltech UP VAT Act, 2007 Grade – 2,(Appeal) -3 Pvt. Ltd Commercial Tax, Noida

Ambience IndianStampAct, StampDuty 15,27,625/- F.Y2013–2014 CourtofSh.VivekKalia, Buildtech 1899 H.C.S.,S.D.O(C)-cum- Pvt. Ltd collector, Gurgaon South

(c) TheGroupisnotrequiredtotransferanyamounttotheInvestorEducationandProtectionFundandaccordingly,paragraph3(vii)(c)oftheOrderisnotapplicabletotheGroup.

(viii) TheGroupdoesnothaveanyaccumulatedlossesasattheendofthefinancialyear.TheGrouphasnotincurredcashlossinthe financialyearended31stMarch2015andtheimmediatelyprecedingfinancialyear.

(ix) In our opinion and according to the records of the Group examined by us, reports of the other joint auditor and the information and expla- nationsgiventous,duringtheperiodunderaudit,theGrouphasnotdefaultedinrepaymentofduestoanyfinancialinstitutionorbank or debenture holders.

(x) In our opinion and according to the information and explanations given to us and based on the documents, records and reports of the otherjointauditorproducedbeforeus,theGrouphasnotgivenanyguaranteeforloanstakenbyothersfrombanksorfinancialinstitu tions.

(xi) In our opinion and according to the information and explanations given to us, in the absence of any stipulation regarding the utilizatio of loan taken by the Holding Company from the lender, we are unable to comment as to whether the term loan has been applied for the purpose for which it was obtained.

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

for VSD & ASSOCIATES for L. D. SARAOGI & CO.Chartered Accountants Chartered Accountants(Firm’s Registration No. 008726N) (Firm’s Registration No. 005524N)

Sd/- Sd/-(Vinod Sahni) (Jitender Saraogi) Partner PartnerMembership No. 086666 Membership No. 502337



ETT LIMITED

CIN: L22122DL1993PLC123728

Consolidated Statement of Profit & Loss for the Year Ended March 31, 2015 Year Ended YearEnded Particulars Note March 31, 2015 March 31, 2014 No. Amount (Rs.) Amount (Rs.)

INCOME

RevenuefromOperations 19 35,04,12,688 40,55,73,264 OtherIncome 20 69,78,509 41,83,049 Total Revenue (A) 35,73,91,197 40,97,56,313EXPENSES Materials and Contract Costs 5,89,57,048 15,43,79,231 Changes in Inventories 21 7,92,03,081 9,89,05,354 EmployeeBenefitsExpenses 22 2,48,90,732 1,96,72,202 Finance Costs 23 53,36,281 49,27,150 Depreciation and Amortization Expense 24 3,40,86,907 3,07,12,110 OtherExpenses 25 14,33,31,570 10,40,45,153

Total Expenses (B) 34,58,05,619 41,26,41,200

Profit/(Loss) before exceptional items and tax (A - B) 1,15,85,578 (28,84,887)

Profit/(Loss) before tax 1,15,85,578 (28,84,887)Less: Tax Expenses Current Tax (MAT) 72,52,263 42,13,776 Less: MAT Credit Entitlement (72,52,263) - (42,13,776) - Net Current taxIncomeTaxofEarlierYear 2,36,784 2,66,813 Deferred Tax Charge / (Credit) 61,43,433 (10,96,514)Profit/(Loss) for the period 52,05,361 (20,55,186)EarningsPerEquityShareoffacevalue 26of Rs. 10/- each

1.) Basic 0.50 (0.20) 2.) Diluted 0.50 (0.20)Significant Accounting Policies & Notes to Accounts 1 to 44The accompanying notes form an integral part of the consolidated financial statements In terms of our audit report of even date annexed for VSD & ASSOCIATES for L.D. SARAOGI & CO. for and on behalf of the BoardChartered Accountants Chartered Accountants F.R.No. 008726N F.R.No. 005524N




ETT LIMITED

CIN: L22122DL1993PLC123728 Consolidated Cash Flow Statement for the Year Ended March 31, 2015 Particulars Year Ended YearEnded March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.)

CASH FLOW FROM OPERATING ACTIVITIES :

Net Profit/(Loss) after Interest and before Tax 1,15,85,578 (28,84,887)

Adjustments for: Bad Debts - 2,31,252Miscellaneous Income (Non Cash) (29,20,493) (1,69,969)Interest Paid 52,23,206 42,75,906 Interest Income (94,163) (10,45,011)Provision for Diminution in Value of Investments 27,84,713 1,81,650 Loss from Sale of Current Investment 1,57,93,260 88,16,014Gain from Sale of Current Investment - (10,26,789)Dividend Income (2,21,473) (18,79,714)Loss/ (Gain) from Sale of Fixed Assets - (32,131)Depreciation and Amortization Expense 3,40,86,907 3,07,12,110ProvisionforRetirementBenefits 11,95,970 6,55,705

Operating Profit before Working Capital Changes 6,74,33,505 3,78,34,136

Adjustments for :Increase/(Decrease)inOtherLong-TermLiabilities 1,95,92,765 (28,03,798)Increase /(Decrease) in Trade Payables (75,73,407) 20,08,801Increase/(Decrease)inOtherCurrentLiabilities 1,40,45,657 73,96,309(Decrease) /Increase in Long-Term Loans & Advances (9,01,574) 1,152(Decrease) /Increase in Security Deposits Given (18,70,000) (21,23,310)Decrease /(Increase) in Inventories 7,96,61,182 9,84,46,895Decrease /(Increase) in Trade Receivables (89,24,043) 1,22,08,005Decrease /(Increase) in Current Assets and Loans & Advances (43,28,459) 5,32,732RetirementBenefitsPaid (5,53,912) (6,13,217)Direct Tax (Paid) / Refunded (8,99,379) 12,05,385

NET CASH FROM OPERATING ACTIVITIES (A) 15,56,82,335 15,40,93,090

CASH FLOW FROM INVESTING ACTIVITIES :

Decrease /(Increase) in Fixed Assets (Including Capital WIP) (4,16,08,759) (11,45,99,718)Goodwill on Consolidation (1,33,375) (10,49,688)Decrease/(Increase)inOtherNon-CurrentAssets (21,156) (19,501)Decrease /(Increase) in Loans & Advances 2,23,80,000 (16,25,31,949)Increase /(Decrease) in Current Liabilities (Projects) (18,70,601) (44,53,301)Decrease /(Increase) in Current Investment 5,33,73,171 (4,24,62,600)Loss from Sale of Current Investment (1,57,93,260) (88,16,014)Gain from Sale of Current Investment - 10,26,789 Dividend Income 2,21,473 18,79,714


ETT LIMITED

Particular Year Ended YearEnded March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.) Interest Income 94,163 10,45,011

NET CASH FROM INVESTING ACTIVITIES (B) 1,66,41,656 (32,99,81,257)

CASH FLOW FROM FINANCING ACTIVITIES :

Increase /(Decrease) in Long-Term Borrowings (16,55,66,985) 16,43,41,985Increase /(Decrease) in Current portion of long-term borrowings (42,92,984) 52,92,415Interest Paid (52,23,206) (35,12,353)

NET CASH USED IN FINANCING ACTIVITIES (C) (17,50,83,175) 16,61,22,047

NET INCREASE /(DECREASE) IN (27,59,184) (97,66,120)CASH & CASH EQUIVALENTS (A+B+C)NET INCREASE /(DECREASE) IN CASH & CASH EQUIVALENTS OPENING BALANCE OF CASH & CASH EQUIVALENTS 81,56,058 1,79,22,178 CLOSING BALANCE OF CASH & CASH EQUIVALENTS (Note 18) 53,96,874 81,56,058

NET INCREASE /(DECREASE) IN CASH & CASH EQUIVALENTS (27,59,184) (97,66,120)

Note:Figuresinparenthesesindicatecashoutflows.

SignificantAccountingPolicies&NotestoAccounts 1to44

The accompanying notes form an integral part of the consolidatedfinancialstatements In terms of our audit report of even date annexed for VSD & ASSOCIATES for L.D. SARAOGI & CO. for and on behalf of the Board Chartered Accountants Chartered Accountants F.R.No. 008726N F.R.No. 005524N




ETT LIMITED

CIN: L22122DL1993PLC123728

NOTES FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2015

1. BASIS OF PREPARATION

These Consolidated Financial Statements are prepared in accordance with Indian Generally Accepted Accounting Prin-ciples (GAAP) under the historical cost convention, as applicable to going concern, on the accrual basis except for certainfinancialinstrumentswhicharemeasuredatfairvalues.GAAPcomprisesmandatoryaccountingstandardsasprescribed under Section 133 of the Companies Act, 2013(‘Act’) read with Rule 7 of the Companies (Accounts) Rules, 2014andtheprovisionsoftheAct(toextentnotified)andguidelinesissuedbySecuritiesandExchangeBoardofIndia(SEBI). The accounting policies have been consistently applied by the Company and are consistent with those used in previous year.

2. SIGNIFICANT ACCOUNTING POLICIES

a) PRINCIPLESOFCONSOLIDATION

TheconsolidatedfinancialstatementsrelatetoETTLimited(‘theHoldingCompany’)anditssubsidiarycompanies(collectivelyreferredtoas“theGroup”).Thefinancialstatementsofthesubsidiarycompaniesusedintheconsoli-dationaredrawnuptothesamereportingdateasoftheHoldingCompany.Theconsolidatedfinancialstatementshave been prepared on the following basis:

a. ThefinancialstatementsoftheHoldingCompanyanditssubsidiarycompaniesarecombinedonaline-by-line basis by adding together the book values of like items of assets, liabilities, income and expenses, after fully eliminating intra-group balances and intra-group transactions in accordance with Accounting Standard - 21 “Consolidated Financial Statements”, prescribed under the Companies (Accounting Standards) Rules, 2006.

b. In compliance with Accounting Standard - 21 “Consolidated Financial Statements”, a subsidiary where the control is intended to be temporary is not consolidated and investment in the same is accounted for as per Accounting Standard – 13.

c. Thedifferencebetweenthecostsofinvestmentinthesubsidiaries,overthenetassetsatthetimeofacquisi-tionofsharesinthesubsidiariesisrecognizedinthefinancialstatementsasGoodwillorCapitalReserve,asthe case may be.

d. Goodwill on consolidation represents the excess of the fair value of the purchase consideration over the Group’sshareofthebookvaluesoftheidentifiablenetassetsofthesubsidiariesatthedateofacquisition.Goodwill is measured at cost less accumulated impairment losses, if any. The carrying value of goodwill is reviewed for impairment annually. The impairment value of goodwill is recognized immediately in the consoli-datedstatementofprofit&loss.Animpairmentlossrecognizedforgoodwillisnotreversedinasubsequentperiod.

e. Asfaraspossible,theconsolidatedfinancialstatementsarepreparedusinguniformaccountingpoliciesforlike transactions and other events in similar circumstances and are presented in the same manner as the Company’sseparatefinancialstatementsbyregrouping,recastingorrearrangingfigures,whereverconsid-ered necessary.

b) USE OF ESTIMATES

Thepreparationoffinancialstatements requiresmanagement tomakeestimatesandassumptions thataffectthereportedamountsofassetsandliabilities,thedisclosureofcontingentliabilitiesonthedateofthefinancialstatements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates. Appropriate changes in estimates are made as the Management becomes aware ofthechangesincircumstancessurroundingtheestimates.ChangesinestimatesarereflectedintheFinancialStatements in the period in which changes are made and, if material, their effects are disclosed in the notes to the financialstatements.

c) INVESTMENTS

LongTermInvestmentsarestatedatcostaspertherequirementsofAccountingStandard–13,“AccountingforInvestments”, prescribed under the Companies (Accounting Standards) Rules, 2006. Decline in the value of long-


ETT LIMITED

term investments is recognized, if considered other than temporary.

Current Investments are stated at lower of cost or market value.

d) FIXED ASSETS

FixedAssetsarestatedattheiroriginalcostofacquisitionorconstructionlessaccumulateddepreciation(exceptland) and impairment loss if any. Cost comprises of purchase price and all expenses directly attributable to the acquisitionorconstructionoftheasset.CapitalWork-in-Progressarecapitalizedasandwhentheyarereadyforuse or put to use whichever is earlier. Till such time expenses incurred related to project and prior to commence-ment of project, including borrowing costs are capitalized under Capital Work-in-Progress.

e) DEPRECIATION / AMORTIZATION

Depreciation on tangible assets is provided on the Written down Value (WDV) Method over the useful lives of assets prescribed in Schedule II of the Companies Act, 2013. Depreciation for assets purchased/ sold during a period is provided on Pro-rata basis. Intangible assets are amortized over the respective individual estimated use-ful lives on Straight Line Method (SLM) basis, commencing from the date the asset is available to the Company for its use. Amortization has not been provided on the leasehold land

Goodwill arising out of consolidation is amortized over a period of 5 years

f) INVENTORIES

Items of Inventory are valued at lower of cost or estimated realizable value. The valuation of inventories is made aspertherequirementsofAccountingStandard–2,“ValuationofInventories”,prescribedundertheCompanies(Accounting Standards) Rules, 2006.

g) PROVISION FOR RETIREMENT BENEFITS

a) Periodical contributions made to the concerned authorities towards Provident Fund and ESI are charged to Revenue on accrual basis.

b) The Company operates three defined benefit plans for its employees, viz. Gratuity, Leave Encashment(EarnedLeave)andLeaveEncashment(SickLeave).AspertherequirementsofAccountingStandard–15,“EmployeeBenefits”, prescribedunder theCompanies (AccountingStandards)Rules, 2006, the costs ofprovidingbenefitsunder theseplansaredeterminedonthebasisofactuarialvaluationateachyear-end.Separate actuarial valuation is carried out for each plan using the projected unit credit method. Actuarial gains andlossesfortheall(three)definedbenefitplansarerecognizedinfullintheperiodinwhichtheyoccurintheStatementofprofitandloss.Theliabilityunderallthreedefinedplansisunfunded.

h) TAXATION

Income tax comprises current tax and deferred tax. Current tax is the amount of tax payable as determined in accordancewiththeprovisionsoftheIncomeTaxAct,1961.AspertherequirementsofAccountingStandard–22, “Accounting for Taxes on Income”, prescribed under the Companies (Accounting Standards) Rules, 2006, deferredtaxassetsandliabilitiesarerecognizedforthefuturetaxconsequencesoftimingdifferences,subjectto the consideration of prudence. Deferred tax assets and liabilities are measured using the tax rates enacted or substantively enacted by the balance sheet date.

MinimumAlternativeTax(MAT)paidinayearischargedtothestatementofprofitandlossascurrenttax.TheCompany recognizes MAT Credit available as an asset only to the extent that there is convincing evidence that theCompanywillpaynormalincometaxduringthespecifiedperiodi.e.,theperiodforwhichMATCreditisal-lowed to be carried forward. In the year in which company recognizes MAT credit as an asset in accordance with “Guidance Note on Accounting for Credit Available in respect of Minimum Alternative Tax under the Income Tax Act,1961”,thesaidassetiscreatedbywayofcredittothestatementofprofitandlossandshownas“MATCreditEntitlement”.

i) EXPENSES

The Company has charged all expenses on accrual basis of accounting.


ETT LIMITED

j) INCOME

TheCompanyhasrecognizedallincomesonaccrualbasisofaccountingaspertherequirementsofAccountingStandard 9 – “Revenue Recognition” prescribed under the Companies (Accounting Standards) Rules, 2006.

Interest Income on late payment of dues by customers is recognized on actual receipt basis.

k) DERIVATIVE CONTRACTS

For transactions in derivative contracts, the company has adopted Guidance Note on Accounting for Derivative Contracts (2015) issued by Institute of Chartered Accountants of India. Accordingly, as on the balance sheet date derivative contracts have been valued at fair value derived by taking the market value of respective derivatives at the concerned stock exchanges where the derivative contracts are outstanding. Gains and/or losses arising on theabovebasishavebeenrecognizedintheStatementofProfit&Loss.

l) FOREIGN CURRENCY TRANSACTIONS

Transactions denominated in foreign currency are recorded at the exchange rates prevailing on the dates of the transactions.

m) IMPAIRMENT OF ASSETS

An asset is treated as impaired when the carrying cost of assets exceeds its recoverable value. An impairment lossischargedtoStatementofProfitandLossintheyearinwhichanassetisidentifiedasimpaired,exceptincase of goodwill on consolidation. The impairment loss recognized in prior accounting period is reversed if there has been a change in the estimate of recoverable value.

n) BORROWING COSTS

Borrowingcostthatisattributabletotheacquisitionorconstructionofaqualifyingassetiscapitalizedaspartofthe cost of such asset and other borrowing costs are recognized as an expense in the period in which they are incurred.Aqualifyingassetisonethatnecessarilytakessubstantialperiodoftimetogetreadyforitsintendeduse.

o) LEASE

Assetsgivenunderoperatingleasesareincludedunderfixedassets.LeaseincomeisrecognizedintheState-mentofProfitandLossonastraightlinebasisovertheleaseterm.Costs,includingdepreciationarerecognizedasanexpenseintheStatementofProfitandLoss.InitialDirectCostsarechargedtotheStatementofProfitandLoss in period in which the same are incurred.

p) PROVISIONS, CONTINGENT LIABILITIES AND CONTINGENT ASSETS

Depending upon the facts of each case and after due evaluation of legal aspects, claims against the Company not acknowledged as debts are treated as contingent liabilities. Provisions involving substantial degree of estimation in measurement are recognized when there is a present obligation as a result of past events and it is probable thattherewillbeanoutflowofresources.InrespectofstatutoryduesdisputedandcontestedbytheCompany,Contingent Liabilities are provided for and disclosed as per original demand without taking into account any inter-est or penalty that may accrue thereafter. Contingent Liabilities are not recognized but are disclosed in the notes. ContingentAssetsareneitherrecognizednordisclosedinthefinancialstatements.

q) INTANGIBLE ASSETS

According to Accounting Standard – 26 on “Intangible Assets” prescribed under the Companies (Accounting Standards) Rules, 2006, in case of an expenditure incurred by the Company which may provide future economic benefitstotheCompany,howeveroutofwhich,nointangibleassetorotherassetisacquiredorcreatedwhichcan be recognized, the expenditure is recognized as an expense as and when it is incurred.

r) CASH FLOW STATEMENT

Cash Flows are reported using the indirect method as set out in the Accounting Standard - 3 on “Cash F l o w -Statement”prescribedundertheCompanies(AccountingStandards)Rules,2006,wherebynetprofit before taxis adjusted for the effects of the transactions of non cash nature and any deferrals or accruals of the past or future cashreceiptsorpayments.Thecashflowsfromregularrevenuegenerating,investingandfinancingactivitiesof


ETT LIMITED

the company are segregated.

s) CASH AND CASH EQUIVALENTS

CashandCashEquivalentsforthepurposeof“CashFlowStatement”comprisecashatbankandinhandanddeposits with bank with an original maturity of three months or less.

t) EARNINGS PER SHARE

Basicearningspershareiscalculatedbydividingthenetprofitorlossfortheperiodattributabletoequityshare-holdersbytheweightednumberofequitysharesoutstandingduringtheperiod.

Forthepurposeofcalculatingofdilutedearningspershare,thenetprofitor lossfortheperiodattributabletoequityshareholdersandtheweightednumberofequitysharesoutstandingduringtheperiodareadjustedfortheeffectsofallpotentiallydilutiveequityshares.


ETT LIMITED

CIN: L22122DL1993PLC123728 Notes Forming Part of the Financial Statements for the Year Ended March 31, 2015

Note Particulars March 31, 2015 March 31, 2014 No. Amount (Rs.) Amount (Rs.)

3 SHARE CAPITAL Authorised Share Capital 1,10,00,000(PreviousYear1,10,00,000)Equity Shares of Rs. 10/- each 11,00,00,000 11,00,00,000 1,00,00,000(PreviousYear1,00,00,000)6% Non Cumulative, Non Participating Redeemable Preference Shares of Rs. 10/- each 10,00,00,000 10,00,00,000

21,00,00,000 21,00,00,000 Issued, Subscribed & Fully Paid Up Share Capital 1,03,68,660(PreviousYear1,03,68,660)Equity Shares of Rs. 10/- each fully paid up 10,36,86,600 10,36,86,600 1,00,00,000(PreviousYear1,00,00,000)6% Non Cumulative, Non Participating Redeemable Preference Shares of Rs. 10/- each 10,00,00,000 10,00,00,000 20,36,86,600 20,36,86,600 a.) Reconciliation of the Shares outstanding at the beginning and at the end of the reporting period Equity Shares March 31, 2015 March 31, 2014 No. of Shares Amount (Rs.) No. of Shares Amount (Rs.)

Balance at the beginning of the period 1,03,68,660 10,36,86,600 1,03,68,660 10,36,86,600 Issued during the period - - - - Outstandingattheendoftheperiod 1,03,68,660 10,36,86,600 1,03,68,660 10,36,86,600 Preference Shares March 31, 2015 March 31, 2014 No. of Shares Amount (Rs.) No. of Shares Amount (Rs.) Balance at the beginning of the period 1,00,00,000 10,00,00,000 1,00,00,000 10,00,00,000 Issued during the period - - - - Outstandingattheendoftheperiod 1,00,00,000 10,00,00,000 1,00,00,000 10,00,00,000

b.) Terms/ Rights attached

- Equity Shares

TheCompanyhasonlyoneclassofEquitysharehavingafacevalueofRs.10/-pershare.EachholderofEquityShareisentitledtoonevotepershare.AlltheEquitySharescarrythesamerightswithrespecttovot-ing, dividend, etc.

IntheeventofliquidationoftheCompany,theholdersofEquityShareswillbeentitledtoreceiveremainingassets of the Company, after the distribution of all preferential amounts. The distribution will be in proportion to thenumberofEquitySharesheldbytheshareholders.


ETT LIMITED

- Preference Shares

Preference shares of the Company are in the nature of Non-Cumulative Non-Participating Redeemable Prefer-enceshareshavingafacevalueofRs.10/-pershare.Preferencesharescarryacouponrateof6%perannum.Preference Shareholders are also entitled to vote on all resolutions in terms of the provisions of Section 47 of the Companies Act, 2013.

The total preference shares of the Company i.e. 1,00,00,000 are due for redemption at par on or before March 31, 2017.

c.) Aggregate number of bonus shares issued, share issued for nconsideration other than cash and shares bought back during the period of five years immediately proceeding the reporting date:

No. of Shares No. of Shares

i) Equity Shares alloted as fully paid Bonus Shares by capitalization of Securities Premium Reserve OnNovember18,2011,issued&alloted34,56,220 EquitySharestotheeligibleholdersofEquityShares as Bonus Shares in the ratio of 1:2 by capitalizing Securities Premium Reserve 34,56,220 34,56,220

d.) Details of shareholders holding more than 5% shares in the Company March 31, 2015 March 31, 2014 No. of Shares % holding in No.ofShares %holdingin the class the class (i) Equity Shares of Rs. 10/- each fully paid up Sanjay Arora 15,93,900 15.37% 15,93,900 15.37% Sandeep Sethi 15,41,400 14.87% 15,41,400 14.87% Gurupreet Sangla 9,00,000 8.68% 9,00,000 8.68% Harvinder Singh 9,00,000 8.68% 9,00,000 8.68% Appreciate Fincap Pvt. Ltd. 8,43,600 8.14% 8,43,600 8.14% Satvinder Kaur 6,00,000 5.79% 6,00,000 5.79%

(ii) 6% Non Cumulative, Non Participating Redeemable Preference Shares of Rs. 10/- each fully paid up Appreciate Fincap Pvt. Ltd. 39,45,500 39.46% 39,45,500 39.46% Sandeep Sethi 17,22,000 17.22% 17,22,000 17.22% Amici Securities Ltd. 12,57,500 12.58% 12,57,500 12.58% Sanjay Arora 12,47,500 12.48% 12,47,500 12.48% Gurupreet Sangla 7,57,000 7.57% 7,57,000 7.57% DrishtiOverseasPvt.Ltd. 5,23,000 5.23% 5,23,000 5.23


ETT LIMITED

Note Particulars March 31, 2015 March 31, 2014 No. Amount (Rs.) Amount (Rs.)

4 RESERVES & SURPLUS

a.) Securities Premium Reserve

Balance as per last Financial Statements 1,04,29,800 1,04,29,800

b.) General Reserve

Balance as per last Financial Statements 63,07,289 63,07,289

c.) Surplus/(Deficit) in the Statement of Profit & Loss Balance as per last Financial Statements 1,45,66,43,947 1,45,86,99,133 Profit/(Loss)fortheyear 52,05,361 (20,55,186)

Net Surplus in the Statement of Profit & Loss 1,46,18,49,308 1,45,66,43,947

Total (a+b+c) 1,47,85,86,397 1,47,33,81,036

5 LONG-TERM BORROWINGS Non - Current Portion Current Portion March 31, 2015 March 31, 2014 March 31, 2015 March 31, 2014 SECURED BORROWINGS Amount (Rs.) Amount (Rs.) Amount (Rs.) Amount (Rs.)

- Loan Against Property from NBFC* - 15,08,66,985 9,99,431 52,92,415

UNSECURED BORROWINGS - From Directors (Note 30) 5,12,75,000 6,59,75,000 - -

5,12,75,000 21,68,41,985 9,99,431 52,92,415

Amountdisclosedunderthehead“Other Current Liabilities” (Note 9) - - (9,99,431) (52,92,415

Total 5,12,75,000 21,68,41,985 - -

*TheLoanwassanctionedwithRs.16.00croreswithfloatinginterestraterangingfrom11.75%to12.40%p.a.andtobe repaid in 156 EMIs of Rs. 20.05 Lacs each w.e.f. August 2013. The loan has been primarily secured by way of First and exclusive charge on Plot no. 79, Sector 34, Gurgaon (Haryana) and building constructed thereon. Mr. Gurupreet Sangla, Mr. Sandeep Sethi, Mr. Harvinder Singh, Mr. Sanjay Arora, the Directors of the Company alongwith Mrs.Sat-vinder Kaur have acted as co-borrowers with the Company. (Note 30)

6. DEFERRED TAX LIABILITIES (NET)

Particulars March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.) Deferred Tax Liabilities on account of:

- Fixed Assets: Impact of difference between Tax depreciation and/Amortizationchargedforfinancialreporting 94,44,806 -

Less: Deferred Tax Assets

- Unabsorbed Depreciation 48,45,502 -

Less: Deferred Tax Assets on account of:

-Impactofretirementbenefitschargedtothestatementofprofit&loss 4,86,192 - in the current year but allowed for tax purpose on payment basis

Net Deferred Tax Liabilities 41,13,112 -


ETT LIMITED

Note Particulars March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.)

7. OTHER LONG-TERM LIABILITIES

Others - Security Deposits - Tenants 3,52,74,278 1,95,80,837 - Security Deposits - Sub-Lessee 1,10,01,678 71,02,353 4,62,75,956 2,66,83,190 8 PROVISIONS Long Term Short term March 31, 2015 March 31, 2014 March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.) Amount (Rs.) Amount (Rs.) ProvisionforEmployeeBenefits(Note28) Provision for Gratuity 10,22,083 6,72,817 80,264 59,141 Provision for Earned Leave 7,15,306 4,47,824 59,804 51,703 Provision for Sick Leave 39,662 42,595 5,936 6,917 Provision for Taxes - - 13,600 6,76,279 17,77,051 11,63,236 1,59,604 7,94,040 9 OTHER CURRENT LIABILITIES March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.) Current portion of long-term borrowings (Note 5) 9,99,431 52,92,415 Interest accrued but not due on borrowings 36,200 - Statutory Dues Payable 15,80,599 11,53,879 Advance Received from Customers 9,77,34,630 8,35,13,614 Creditors for Capital Expenditure 62,165 19,32,766 Remuneration Payable to Directors 4,86,611 3,78,366 SoldOptionOutstanding 4,32,100 -

Other Payables:-

- Expenses Payable 39,12,267 45,28,103 - Salary & Reimbursement Payable 11,91,359 10,53,648

Others 18,60,757 25,74,856 10,82,96,119 10.04.27.647


ETT LIMITEDC

IN: L

2212

2DL1

993P

LC12

3728

CO

NSO

LID

ATED

NO

TES

FOR

MIN

G P

AR

T O

F FI

NA

NC

IAL

STAT

EMEN

TS F

OR

TH

E YE

AR

EN

DED

MA

RC

H 3

1, 2

015

N

OTE

: 10

(ALL

FIG

UR

ES IN

RS.

)FI

XED

ASS

ETS

G

R O

S S

B

L O

C K

D

E P

R E

C I

A T

I O N

N

E T

B

L O

C K

Cos

t as

on

Add

ition

Sa

les

/ Adj

. T

otal

Cos

t A

s on

D

urin

g th

e A

djus

ted

A

s on

A

s on

A

s on

P

A R

T I

C U

L A

R S

01

.04.

2014

du

ring

the

durin

g th

e

as o

n 01

-04-

2014

ye

ar

durin

g 3

1.03

.201

5 31

.03.

2015

31-

03-2

014

ye

ar

year

3

1.03

.201

5

th

e ye

ar

TAN

GIB

LE A

SSET

S

LE

ASEHOLD

LAND

8,49,465

-

-

8,4

9,46

5

-

-

-

-

8,4

9,46

5

8,4

9,46

5

FR

EEHOLD

LAND

12,78,54,0954,09,69,772

-1

6,88

,23,

867

-

-

-

-

16,

88,2

3,86

7 1

2,78

,54,

095

B

UIL

DIN

G

37,

34,6

6,38

9

-

1,6

3,21

4

37,

33,0

3,17

5

1,9

2,12

,238

1

,72,

37,6

62

8,1

61

3,64

,41,

739

33,

68,6

1,43

6 3

5,42

,54,

151

DATAPROCESSING

23,56,918

2,07,779

-

25,

64,6

97

22,

31,0

31

1,2

2,98

8

-

23,

54,0

19

2,1

0,67

8

1,2

5,88

7

MA

CH

INE

S

E

LEC

TRIC

AL

INS

TAL-

1

,64,

61,4

63

-

-

1,6

4,61

,463

2

1,76

,305

3

8,63

,733

-

6

0,40

,038

1

,04,

21,4

25

1,42

,85,

158

LATIONS

FU

RN

ITU

RE

& F

IX-

60,

59,5

84

-

-

60,

59,5

84

36,

73,7

84

8,1

0,12

2

-

44,

83,9

06

15,

75,6

78

23,

85,8

00

TU

RE

S

M

AC

HIN

ES

& E

QU

IP-

3,4

6,69

,497

-

-

3

,46,

69,4

97

44,

23,0

96

55,

58,9

14

-

99,

82,0

10

2,4

6,87

,487

3,

02,4

6,40

1

ME

NTS

OFF

ICEEQUIPMENTS

34,63,719

5,86,261

-

40,

49,9

80

9,9

0,47

1

15,

62,3

91

-

25,

52,8

62

14,

97,1

18

24,

73,2

48

V

EH

ICLE

S

9,9

8,57

3

-

-

9,9

8,57

3

6,0

2,74

5

1,3

5,21

7

-

7,3

7,96

2

2,6

0,61

1

3,9

5,82

8

ASSETS

COSTING

10,17,869

-

-

10,

17,8

69

10,

17,8

69

-

1

0,17

,869

-

-

<=R

s. 5

000/

-

S

ub T

otal

(Rs.

) (A

) 5

6,71

,97,

572

4,

17,6

3,81

2

1,6

3,21

4

60,

87,9

8,17

0

3,4

3,27

,539

2

,92,

91,0

27

8,1

61

6,36

,10,

405

54,

51,8

7,76

5 5

3,28

,70,

033

C

API

TAL

WO

RK

-IN

- 1

1,23

,600

-

-

1

1,23

,600

-

-

-

-

1

1,23

,600

1

1,23

,600

PRO

GR

ESS

(B)

G

rand

Tot

al (R

s.)

5

6,83

,21,

172

4,

17,6

3,81

2

1,6

3,21

4

60,

99,2

1,77

0

3,4

3,27

,539

2

,92,

91,0

27

8,1

61

6,36

,10,

405

54,

63,1

1,36

5 5

3,39

,93,

633

(A

) + (B

)


ETT LIMITEDC

IN: L

2212

2DL1

993P

LC12

3728

CO

NSO

LID

ATED

NO

TES

FOR

MIN

G P

AR

T O

F FI

NA

NC

IAL

STAT

EMEN

TS F

OR

TH

E YE

AR

EN

DED

MA

RC

H 3

1, 2

014

N

OTE

: 10

(ALL

FIG

UR

ES IN

RS.

)FI

XED

ASS

ETS

G

R O

S S

B

L O

C K

D

E P

R E

C I

A T

I O N

N

E T

B

L O

C K

Cos

t as

on

Add

ition

Sa

les

/ Adj

. T

otal

Cos

t A

s on

D

urin

g th

e A

djus

ted

A

s on

A

s on

A

s on

P

A R

T I

C U

L A

R S

01

.04.

2013

du

ring

the

durin

g th

e

as o

n 01

-04-

2013

ye

ar

durin

g 3

1.03

.201

4 31

.03.

2014

31-

03-2

013

ye

ar

year

3

1.03

.201

4

th

e ye

ar

TAN

GIB

LE A

SSET

S

LEASEHOLD

LAND

8,49,465

-

-

8,49,465

-

-

-

8,49,465

8,49,465

FREEHOLD

LAND

3,88,23,0918,90,31,004

-12,78,54,095

-

-

-12,78,54,0953,88,23,091

BU

ILD

ING

2

1,53

,633

37,

13,1

2,75

6

-

37,

34,6

6,38

9

5,8

0,11

3

1,8

6,32

,125

1,92

,12,

238

35,

42,5

4,15

1

15,

73,5

20

DATAPROCESSING

23,56,918

-

-

23,56,918

21,47,108

83,923

22,31,031

1,25,887

2,09,810

MA

CH

INE

S

ELE

CTR

ICA

L

-

1,64

,61,

463

-

1

,64,

61,4

63

-

21,

76,3

05

2

1,76

,305

1

,42,

85,1

58

-

INSTA

LLAT

IONS

FUR

NIT

UR

E &

FIX

TUR

ES

5

9,81

,375

7

8,20

9

-

60,

59,5

84

31,

49,5

53

5,2

4,23

1

3

6,73

,784

2

3,85

,800

2

8,31

,822

MA

CH

INE

S &

2

1,52

,647

3

,25,

16,8

50

-

3,4

6,69

,497

5

,09,

628

3

9,13

,468

44,

23,0

96

3,0

2,46

,401

1

6,43

,019

E

QU

IPM

EN

TS

OFF

ICEEQUIPMENTS

23,27,541

11,36,178

-

34,63,719

6,80,840

3,09,631

9,90,471

24,73,248

16,46,701

VE

HIC

LES

2

4,27

,560

-

1

4,28

,987

9

,98,

573

1

1,53

,861

2

,10,

002

7

,61,

118

6

,02,

745

3

,95,

828

1

2,73

,699

ASSETS

COSTING

9,24,649

93,220

-

10,17,869

9,24,649

93,220

10,17,869

-

-

<=R

s. 5

000/

-

Sub

Tot

al (R

s.) (

A)

5,7

9,96

,879

51,

06,2

9,68

0

14,

28,9

87

56,

71,9

7,57

2

91,

45,7

52

2,5

9,42

,905

7

,61,

118

3,4

3,27

,539

53,

28,7

0,03

3 4

,88,

51,1

27

CAPITALWORK-IN-

39,64,53,5621,39,17,47140,92,47,433

11,23,600

-

-

-

-

11,23,60039,64,53,562

PROGRESS(B

)

G

rand

Tot

al (R

s.)

4

5,44

,50,

441

52,

45,4

7,15

1

41,

06,7

6,42

0

56,

83,2

1,17

2

91,

45,7

52

2,5

9,42

,905

7

,61,

118

3,4

3,27

,539

53,

39,9

3,63

3 4

4,53

,04,

689

(A

) + (B

)


ETT LIMITED

Note Particulars March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.)

11 NON-CURRENT INVESTMENTS OTHER INVESTMENT Punjab & Sind Bank, face value of Rs.10 each 487 58,440 487 58,440

58,440 58,440

Aggregateamountofquotedinvestments 58,440 58,440

MarketValueofquotedinvestments 22,256 21,964

12 DEFERRED TAX ASSETS (NET)

Deferred Tax Assets on account of:

- Brought Forward Business Losses - 71,18,669

- Unabsorbed Depreciation 2,14,41,720 2,28,33,161

Add: Deferred Tax Assets on account of:

- Impactofretirementbenefitschargedtothestatementof 1,31,185 4,07,255 profit&lossinthecurrentyearbutallowedfortaxpurpose on payment basis Less: Deferred Tax Liabilities on account of: - Fixed Assets: Impact of difference between tax 98,78,267 1,66,34,126 depreciation and depreciation/Amortization charged for financialreporting Net Deferred Tax Assets 1,16,94,638 1,37,24,959 13 LOANS & ADVANCES Non-Current (Long Term) Current (Short - Term) March 31, 2015 March 31, 2014 March 31, 2015 March 31, 2014

Amount (Rs.) Amount (Rs.) Amount (Rs.) Amount (Rs.) Capital Advances Unsecured considered good 19,09,70,000 21,33,50,000 - - Total (A) 19,09,70,000 21,33,50,000 - - Security Deposits Unsecured considered good 80,19,262 61,49,262 - - Total (B) 80,19,262 61,49,262 - - Other Loans and Advances Unsecured considered good AdvancetoOthers - - 98,73,075 9,32,472 Tax Credit (Net of Provisions) 5,16,56,669 5,27,56,364 1,13,57,773 1,18,06,152 Prepaid Expenses 9,02,435 861 42,40,436 7,93,981 Loans to Employees - - 19,000 10,200 Advances to Employees - - 29,049 1,89,465 Rent Recoverable - - 1,375 - Total (C) 5,25,59,104 5,27,57,225 2,55,20,708 1,37,32,270

Total (A+B+C) 25,15,48,366 27,22,56,487 2,55,20,708 1,37,32,270


ETT LIMITED

14 OTHER ASSETS Non-Current (Long Term) Current (Short Term) March 31, 2015 March 31, 2014 March 31, 2015 March 31, 2014

Amount (Rs.) Amount (Rs.) Amount (Rs.) Amount (Rs.) Deposits with original maturity of more 2,51,996 1,70,005 - - than 12 months (Note 18)* Interest Accrued on Fixed Deposits 9,379 70,214 - - Interest Accrued on Security Deposit - - 1,800 1,800 with Electricity Deptt. OtherRecoverable - - 1,96,84,999 2,59,43,319

2.61,375 2,40,219 1,96,86,799 2,59,45,119

*(a) FixedDepositsofRs.1,43,051/-(PreviousYearRs.1,00,000/-)hasbeenpledgedwithBanktoissueBankGuarantee in favour of HVAT Department, Haryana.

*(b) FixedDepositsofRs.1,08,945/-(PreviousYearRs.70,005/-)infavourofUPVATDepartment,Noidahasbeenpledged and kept by them as Sales Tax Guarantee.

15 CURRENT INVESTMENTS

OTHER INVESTMENTS

QUOTED SHARES, AT LOWER OF COST OR MARKET VALUE EQUITY SHARES FULLY PAID UP OF Book Value as at Book Value as at

No. of March 31, 2015 No. of March 31, 2014 Shares/Units Amount (Rs.) Shares/Units Amount (Rs.)

Elder Pharmaceuticals Limited 16,000 13,90,400 31,000 61,38,730 (face value of Rs.10 each) Venus Remedies Limited 1,000 1,33,300 4,700 11,55,495 (face value of Rs.10 each)

Chambal Fertilizers and Chemicals Limited 6,000 2,81,650 8,000 3,19,600 (face value of Rs.10 each) NHPC Limited 50,000 9,79,757 - - (face value of Rs.10 each) Nectar Lifesciences Limited 15,000 3,03,387 1,00,000 20,22,580 (face value of Rs.10 each) Tata Chemicals Limited 4,000 12,29,280 6,000 17,21,100 (face value of Rs.10 each) Tata Steel Limited 21,000 66,53,850 15,000 48,16,828 (face value of Rs.10 each) Econo Trade India Limited 1,051 44,825 - - (face value of Rs.10 each) Total (A) 1,10,16,449 1,61,74,333 UNQUOTED MUTUAL FUNDS Birla Sun Life Cash Manager - - 1,94,592.587 6,00,00,000 BirlaSunlifeEquityFund-Growth 2,445.9380 11,25,000 - - (Regular Plan) Birla Sunlife Top Fund - Growth 32,697.7380 13,50,000 - - (Regular Plan)


ETT LIMITED

Book Value as at Book Value as at No. of March 31, 2015 No. of March 31, 2014 Shares/Units Amount (Rs.) Shares/Units Amount (Rs.)

HDFCEquityFund-Growth 2,427.0110 11,25,000 - - HDFC Top 200 Fund - Growth 3,947.7280 13,50,000 - - ICICIPruFocussedBluechipEquity 47,124.7360 13,50,000 - - Fund - Growth (Regular Plan) ICICI Pru Value Discovery Fund - 12,659.3900 13,50,000 - - Regular Plan (Growth) IDFCPremierEquityFund- 20,481.2950 13,50,000 - - Growth (Regular Plan) Total (B) 90,00,000 6,00,00,000 Total - (A+B) 2,00,16,449 7,61,74,333 Aggregateamountofquotedinvestments 1,10,16,449 1,61,74,333 Aggregateamountofunquotedinvestments 90,00,000 6,00,00,000 MarketValueofquotedinvestments 1,19,43,875 1,77,37,895 Provision made for Diminution in Value of Investments 27,84,713 1,81,650

16 INVENTORIES March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.) Inventories (As certified by the Management) (Valued at lower of cost or net realizable Value) Finished Goods OfficeSpace 98,74,92,197 1,06,66,95,278 Stores and Spares Diesel 14,89,177 19,47,278 Stock-in-Trade Software 1,92,234 1,92,234 98,91,73,608 1,06,88,34,790

17 TRADE RECEIVABLES Non-Current (Long Term) Current (Short Term) March 31, 2015 March 31, 2014 March 31, 2015 March 31, 2014

Amount (Rs.) Amount (Rs.) Amount (Rs.) Amount (Rs.) Secured, considered good Outstanding for a period - Exceeding six months - - 7,82,939 5,42,560 -Others - - 61,59,912 50,47,365 Unsecured, considered good Outstanding for a period - Exceeding six months - - 53,77,788 6,53,681 -Others - - 53,83,484 25,36,474 - - 1,77,04,123 87,80,080


ETT LIMITED

18 CASH AND BANK BALANCES Non-Current Current March 31, 2015 March 31, 2014 March 31, 2015 March 31, 2014

Amount (Rs.) Amount (Rs.) Amount (Rs.) Amount (Rs.) Cash and Cash Equivalents Balances with Scheduled Banks: In Current Accounts - - 46,36,596 74,43,119 Deposits with original maturity of - - - - less than 3 months Cash in Hand - - 7,49,960 7,02,336 (AscertifiedbytheManagement) Revenue Stamps in Hand - - 10,318 10,603 - - 53,96,874 81,56,058 OtherBankBalances Deposits with original maturity of 2,51,996 1,70,005 - - more than 12 months 2,51,996 1,70,005 - -

Amount disclosed under non - (2,51,996) (1,70,005) - - current assets (Note 14) - - 53,96,874 81,56,058

19 REVENUE FROM OPERATIONS

March 31, 2015 March 31,2014 Amount (Rs.) Amount (Rs.)

SaleofOfficeSpace 20,73,19,624 28,07,73,475 Sale of Services Rental Income 2,99,67,803 2,58,07,090 Maintenance Income 5,89,73,218 4,67,37,438 Parking Charges 43,200 10,800 Water Charges 11,26,491 9,36,016 Professional Charges 51,000 48,000 Pipeline GAS Charges 29,260 - Power Charges 3,85,18,843 3,02,49,009 12,87,09,815 10,37,88,353 Other Operating Revenue OtherCharges 1,43,83,249 2,10,11,436 35,04,12,688 40,55,73,264 20 OTHER INCOME Interest Income 30,96,883 10,45,011 ProfitfromSaleofVehicle - 46,375 Dividend on Non-Current Investment 292 2,084 Dividend on Current Investment 2,21,181 18,77,630 ProfitonSaleofCurrentInvestments - 10,26,789 ProfitonSaleofFuture 6,81,284 - ProfitonOption 33,838 - OtherReceipts 29,45,031 1,85,160 [Related to prior period Rs. 3,88,205/- 69,78,509 41,83,049 (PreviousYearRs.15,191/-)]


ETT LIMITED

Note Particulars` March 31, 2015 March 31, 2014 Amount (Rs.) Amount (Rs.)

21 CHANGES IN INVENTORIES Stock-in-Trade OfficeSpace OpeningStock 1,06,66,95,278 1,16,56,00,632 Less: Closing Stock 98,74,92,197 7,92,03,081 1,06,66,95,278 9,89,05,354 Finished Goods Software OpeningStock 1,92,234 1,92,234 Less: Closing Stock 1,92,234 - 1,92,234 - 7,92,03,081 9,89,05,35422 EMPLOYEE BENEFITS EXPENSES Salaries and Wages Salaries 1,53,86,822 1,27,31,157 Directors’ Remuneration 72,00,000 2,25,86,822 54,00,000 1,81,31,157 Contribution to Provident and Other Funds Employer’s Contribution to PF & ESI (Note 28) 3,11,189 1,82,758 RetirementBenefits(Note28) 11,95,970 15,07,159 6,55,705 8,38,463 Staff Welfare Expense 7,96,751 7,02,582

2,48,90,732 1,96,72,202

23 FINANCE COSTS

Interest Expense Interest Paid on Loan 52,23,206 42,75,906 InterestPaid-Others 56,280 42,829 Other Borrowing Costs Processing Charges 6,000 4,46,440 OtherFinancialCharges 50,795 1,61,975 53,36,281 49,27,150

24 DEPRECIATION AND AMORTIZATION EXPENSE Depreciation on Tangible Assets 2,92,91,027 2,59,42,905 Amortization of Goodwill on Consolidation (Note 36) 47,95,880 47,69,205 3,40,86,907 3,07,12,110 25 OTHER EXPENSES OPERATIONAL EXPENSES Power & Fuel 4,36,26,620 3,70,76,558 Water Expenses 2,20,380 2,29,037 Building - Repair & Maintenance 1,76,19,500 84,40,961 [Related to prior period Rs. 2,254/- (PreviousYearRs.18,482/-)] Plant & Machinery - Repair & Maintenance 1,41,70,736 1,67,81,861 [Related to prior period Rs. 5,198/- (PreviousYearNil)]


ETT LIMITED

March 31, 2015 March 31,2014 Amount (Rs.) Amount (Rs.)

Others-Repair&Maintenance 36,77,605 6,33,583 Security Expenses 71,41,421 50,54,404 Rent - 14,41,081 Insurance 4,11,429 4,38,922 Brokerage & Commission 1,20,76,398 1,18,20,013 Professional Charges - Computer 30,000 29,000 Rent Permission Fee 2,88,355 9,92,62,444 7,23,074 8,26,68,494 ADMINISTRATIVE & OTHER EXPENSES Communication Expenses 5,00,115 4,88,448 Professional & Consultancy Expenses 87,20,775 56,45,676 Conveyance & Travelling 4,07,455 3,01,328 Fees & Subscriptions 9,62,128 15,08,787 [Related to prior period Rs. Nil (PreviousYearRs.525/-)] Rates & Taxes 70,973 1,49,597 Business Promotion & Advertising 67,61,909 2,49,965 Payment to Auditors (Note 25.1) 27,20,834 33,53,669 Loss from Sale of Current Investment (Net) 1,57,93,260 88,16,014 LossfromFutures&Option 22,09,664 34,763 Capital Increase Expenses 2,05,500 - Provision for Diminution in Shares 27,84,713 1,81,650 Loss on Sale of Fixed Assets - 14,244 Bad Debts - 2,31,252 Miscellaneous Expenses 29,31,800 4,40,69,126 4,01,266 2,13,76,659 [Related to prior period Rs. 431/- (previousyearNil)]

14,33,31,570 10,40,45,153

25.1 Payment to Auditors Audit Fee 20,79,776 24,62,922 Taxation Matters 6,05,113 8,65,113 OtherServices - 7,000 Reimbursement of Expenses 30,210 18,634 Conveyance to Consultants 5,735 - 27,20,834 33,53,669 26 EARNINGS PER SHARE (EPS) Thefollowingreflectstheprofit/(loss)andsharedatausedinthebasicanddilutedEPScomputations:

NetProfit/(Loss)attributabletoequityshareholders(Rs.) 52,05,361 (20,55,186) Weightedaveragenumberofequityshares 1,03,68,660 1,03,68,660 Basic & Diluted Earnings Per Share (Rs.) 0.50 -0.20 Nominal Value Per Share (Rs.) 10/- 10/-


ETT LIMITED

27. The Subsidiary companies considered in the consolidated financial statements are:

Sr. No. Name of the Subsidiary Country of Proportion of Proportion of Incorporation ownership interest ownership interest

2014-15 2013-14 1 AuxinEngineeringLtd. India 100% 100% 2 ValleyComputechLtd. India 100% 100% 3 YorkCalltechPvt.Ltd. India 100% 100% 4 GSTHotel&ResortsPvt.Ltd. India 100% 100% 5 AmbienceBuildtechPvt.Ltd.* India 100% 100% 6 UphillFarmsPvt.Ltd.# India 100% - 7 OpulentFarmsPvt.Ltd.@ India 100% -

*Byacquisitionof100%equitysharesbyoneofcompany’ssubsidiaryviz.ValleyComputechLtd.,ETTLtd.hasbecome UltimateHoldingCompanyofAmbienceBuildtechPvt.Ltd.duringthepreviousfinancialyearw.e.fJune01,2013. #Byacquisitionof100%equitysharesbyoneofcompany’ssubsidiaryviz.YorkCalltechPvt.Ltd.,ETTLtd.hasbecome

UltimateHoldingCompanyofUphillFarmsPvt.Ltd.duringthecurrentfinancialyearw.e.f.October01,2014. @ Byacquisitionof100%equitysharesbyoneofcompany’ssubsidiaryviz.UphillFarmsPvt.Ltd.,ETTLtd.hasbecome

UltimateHoldingCompanyofOpulentFarmsPvt.Ltd.duringthecurrentfinancialyearw.e.f.March31,2015.

28. EMPLOYEE BENEFITS

ThedisclosuresasperAccountingStandard–15“EmployeeBenefits”prescribedundertheCompanies(AccountingStandards) Rules, 2006 are as follows:

Defined Contribution Plans

ContributiontoDefinedContributionPlans,recognizedasanexpensefortheyearisasunder:

(Amount in Rs.)

Particulars Year Ended Year Ended 31.03.2015 31.03.2014

Employer’s Contribution to Provident Fund 2,07,982 1,05,095

Employer’s Contribution to ESI 1,03,207 77,663

Defined Benefit Plans

TheGroupoperatesthreedefinedbenefitplans,viz.,Gratuity,LeaveEncashment(EarnedLeave)andLeaveEncash-ment(SickLeave)for itsemployees.UnderGratuityPlan,everyemployeewhohascompletedat leastfiveyearsofservice gets a gratuity on departure @ 15 days of last drawn salary for each completed year of service. The liability is unfunded.

Under Leave Encashment (Earned Leave) Plan, every employee who has completed at least one year of service is eligible to get 15 earned leaves. The liability is unfunded.

Under Leave Encashment (Sick Leave) Plan, every employee who has completed at least three months of service is eligible to get 6 sick leaves on proportionate basis in a year. The liability is unfunded.


ETT LIMITED

Expenses Recognized in the Statement of Profit and Loss for the period

(Amount in Rs.) Particulars Gratuity Leave Encashment* 31.03.2015 31.03.2014 31.03.2015 31.03.2014 Current Service Cost 2,86,343 1,51,317 1,60,148 84,774

Interest Cost 66,608 55,048 49,963 47,010

Past Service Cost - - - -

Actuarial loss / (gain) recognized in the period 2,81,480 2,69,793 3,51,428 47,763

Expenses recognized in the statement 6,34,431 4,76,158 5,61,539 1,79,547 ofProfitandLoss

Amounts to be recognized in Balance Sheet

(Amount in Rs.)

Particulars Gratuity Leave Encashment*

31.03.2015 31.03.2014 31.03.2015 31.03.2014

PresentValueofObligations 11,02,347 7,31,958 8,20,708 5,49,039

Fair value of Plan Assets - - - -

Net Liability recognized in balance sheet 11,02,347 7,31,958 8,20,708 5,49,039

Changes in the present value of the obligations during the period are as follows: (Amount in Rs.) Particulars Gratuity Leave Encashment* 31.03.2015 31.03.2014 31.03.2015 31.03.2014 Present Value of obligation as at the 7,31,958 6,68,149 5,49,039 5,70,360 beginning of the period Current Service Cost 2,86,343 1,51,317 1,60,148 84,774 Past Service Cost - - - - Interest Cost 66,608 55,048 49,963 47,010 BenefitsPaid (2,64,042) (4,12,349) (2,89,870) (2,00,868) Actuarial loss / (gain) on obligations 2,81,480 2,69,793 3,51,428 47,763 Present Value of obligation as at the 11,02,347 7,31,958 8,20,708 5,49,039 end of the period

The demographic assumptions used in determining Gratuity and Leave Salary obligations for the Company’s Plans are shown below:

Particulars Rate % 31.03.2015 31.03.2014 Discount Rate (per annum) 7.80 9.10 Rate of increase in Compensation levels (per annum) 7.00 7.00 Theestimatesoffuturesalaryincreases,consideredinactuarialvaluation,takeintoaccountofinflation,seniority,pro-

motion and other relevant factors such as supply and demand in the employment market.


ETT LIMITED

Amount for the current period and previous four periods are as follows:

Gratuity:-

(Amount in Rs.)

Particulars 31.03.2015 31.03.2014 31.03.2013 31.03.2012 31.03.2011

Present Value of obligations 11,02,347 7,31,958 6,68,149 6,44,425 4,65,614

Plan Assets - - - - -

Surplus/(Deficit) (11,02,347) (7,31,958)(6,68,149)(6,44,425)(4,65,614)

Experience adjustments on plan (1,74,778) (1,42,646) (1,48,040) (15,630) 1,03,086 liabilities- (Loss)/ Gain

Experience adjustments on plan - - - - - assets- (Loss)/ Gain

Leave Encashment*:-

(Amount in Rs.)

Particulars 31.03.2015 31.03.2014 31.03.2013 31.03.2012 31.03.2011

Present Value of obligations 8,20,708 5,49,039 5,70,360 5,47,381 3,83,579

Plan Assets - - - - -

Surplus/(Deficit) (8,20,708) (5,49,039)(5,70,360)(5,47,381)(3,83,579)

Experience adjustments on plan (2,09,910) 31,693 (44,430) (39,549) (1,33,385) liabilities- (Loss)/ Gain Experience adjustments on plan - - - - - assets- (Loss)/ Gain

* Leave Encashment includes Liability for outstanding Sick Leave and Earned Leave.

Theaboveinformationiscertifiedbyindependentactuaryandbifurcationofprovisionforgratuityandleaveencashment plan into current and non-current portion is mentioned as per actuarial valuation report.

29. SEGMENT INFORMATION

The Company has only one Business Segment (Property Developers and Allied Services) and Geographical Segment (India) and therefore, according to the management the company is a Single Segment Company as envisaged in the Ac-counting Standard - 17 on “Segment Reporting” prescribed under the Companies (Accounting Standards) Rules, 2006.

30. RELATED PARTY DISCLOSURES

Related Party relationships / transactions warranting disclosures under Accounting Standard – 18 “Related Party Disclo-sures” prescribed under the Companies (Accounting Standards) Rules, 2006 are as follows:

(a) List of related parties where control exists and related parties with whom transactions have taken place:

Sr. No. Name of Related Parties Relationship 1 Mr. Gurupreet Sangla

2 Mr. Sandeep Sethi

3 Mr. Harvinder Singh Key Managerial Personnel

4 Mr. Sanjay Arora

5 Ms. Satvinder Kaur Relative of KMP

6 BabaVenturesPvt.Ltd. EnterpriseoverwhichKMPareabletoexercisesignificant influence.


ETT LIMITED

(b) Transactions during the year with related parties (excluding reimbursements): (Amount in Rs.) Sr. No. Nature of Transaction Subsidiary KMP and Relatives of KMP Total 1 Loan Received - 5,68,00,000 5,68,00,000

(-) (1,25,12,500) (1,25,12,500)

2 Loan Repaid - 7,15,00,000 7,15,00,000

(-) (12,500) (12,500)

3 Purchase of Investment - 1,00,000 1,00,000

(-) (1,00,000) (1,00,000)

4 Directors Remuneration Paid - 72,00,000 72,00,000

(-) (54,00,000) (54,00,000)

Note: Figures in parentheses represent previous year’s amounts.

(c) Disclosure in Respect of Material Related Party Transactions during the year :

i. LoanreceivedduringtheyearincludesMr.SandeepSethiRs.51.00Lacs(PreviousYearRs.12.625Lacs),Mr.SanjayAroraRs.125.50Lacs(PreviousYearRs.12.50Lacs),Mr.GurupreetSanglaRs.125.50Lacs(Previ-ousYearRs.75.00Lacs),Mr.HarvinderSinghRs.266.00Lacs(PreviousYearRs.25.00Lacs).

ii. LoanrepaidduringtheyearincludesMr.SandeepSethiRs.100.00Lacs(PreviousYearRs.0.125Lacs),Mr.SanjayAroraRs.200.00Lacs(PreviousYearRs.Nil),Mr.GurupreetSanglaRs.150.00Lacs(PreviousYearRs.Nil),Mr.HarvinderSinghRs.265.00Lacs(PreviousYearRs.Nil).

iii.PurchaseofInvestmentincludespurchaseofsharesfromMr.GurupreetSanglaRs.0.25Lacs(PreviousYear0.25Lacs),Mr.HarvinderSinghRs.0.25Lacs(PreviousYearRs.0.25Lacs),Mr.SandeepSethiRs.0.25Lacs(PreviousYearRs.0.25Lacs),Mr.SanjayAroraRs.0.25Lacs(PreviousYearRs.0.25Lacs).

iv. Directors’ Remuneration Paid includes remuneration paid to Mr. Gurupreet Sangla for Rs. 15.00 Lacs (Previ-ousYearRs.15.00Lacs),Mr.SandeepSethiRs.15.00Lacs(PreviousYearRs.15.00Lacs),Mr.HarvinderSinghRs.21.00Lacs(PreviousYearRs.12.00Lacs),Mr.SanjayAroraRs.21.00Lacs(PreviousYearRs.12.00 Lacs).

(d) Closing Balance as on March 31, 2015

(Amount in Rs.) Nature of Transaction Subsidiary Enterprises over which KMP are and Total KMP able to exercise Relatives of KMP significant influence Loans Received - - 5,12,75,000 5,12,75,000 (- ) (- ) (6,59,75,000) (6,59,75,000) Advance received under - 6,00,00,000 - 6,00,00,000 an agreement to sub-lease (-) (6,00,00,000) (-) (6,00,00,000) Note: Figures in parentheses represent previous year’s amount. Notes: a) The Directors and Mrs. Satvinder Kaur have acted as co-borrowers in respect of loan taken by the Company

from NBFC as referred to Note no. 5.

31. In the opinion of the management current assets, loans and advances, trade receivables and trade payables are ap-proximately of the value stated, if realized in the ordinary course of the business.


ETT LIMITED

Someoftheadvancespaid,accountoftradepayablesandreceivablesaresubjecttoconfirmation,duereconciliationandconsequentialadjustmentsarisingtherefrom,ifany,howeverthemanagementdoesnotexpectanymaterialvaria-tion.

32. Information to be disclosed in accordance with Accounting Standard 19 on “Leases”

a) Assets given on Lease

(Amount in Rs.) Sr. No. Class of Assets Gross Block Depreciation for Accumulated Gross Block as on as on March the year depreciation March 31, 2014 31, 2015 2014 – 15 as on March

31, 2015 i Fixed Assets * Freehold Land 2,52,75,921 - - 2,52,75,921 Building 37,11,49,542 1,71,65,107 3,57,10,395 37,13,12,756 Plant & Machinery 4,81,93,572 90,27,263 1,47,86,756 4,81,93,572 ii Inventories* OfficeSpace 98,74,92,197 Nil Nil 1,06,66,95,278 Total 1,43,21,11,232 2,61,92,370 5,04,97,151 1,51,14,77,527

*Includes partly occupied by self

b) Operating Lease

The Company has leased facilities under non-cancellable operating leases. The future minimum lease payment receivables in respect of these leases are disclosed as under:-

(Amount in Rs.)

Particulars March 31, 2015 March 31, 2014

Within one year 3,36,99,164 2,85,52,508

Laterthanoneyearandnotmorethanfiveyears 4,00,06,384 7,70,68,608

Laterthanfiveyears Nil Nil

c) General Description of Lease terms:

i) Lease rentals are charged on the basis of agreed terms.

ii) Significantleasingarrangementsofassetsareforaperiodof3to15years.

33. Detail of Open Positions of Futures & Option Contract in NSE Future & Option Market as on March 31, 2015 NSE FUTURES – Purchased Positions

Sr. No. Name of Derivative/Scrips Date of Expiry No. of underlying Value of Open Scrips Positions as at 31.03.2015

1 Bank of Baroda 30-04-2015 10,000 16,47,500

2 Larsen & Toubro 30-04-2015 3,000 51,80,400

3 State Bank of India 30-04-2015 35,000 93,74,750

4 Tata Steel 30-04-2015 59,000 1,88,32,800

Total 3,50,35,450


ETT LIMITED

NSE PUT OPTIONS – Sold Positions

Sr. No. Name of Derivative/Scrips Date of Expiry No. of underlying Value of Open Scrips Positions as at 31.03.2015

1 Bank of Baroda 30-04-2015 25,000 2,47,500

2 Bank of Baroda 30-04-2015 5,000 35,500

3 Bank of Baroda 30-04-2015 5,000 23,500

4 Larsen & Toubro 30-04-2015 2,000 72,600

5 State Bank of India 30-04-2015 5,000 53,000

Total 4,32,100

34. CONTINGENT LIABILITIES AND COMMITMENTS

Contingent Liabilities not provided for in respect of:

(a) Duringthefinancialyear2011-2012,companyhadreceivedademandofEntryTaxforRs.36,295/-u/s22ofUP-VATAct,fortheyear2007–2008,againstwhichrectificationapplicationhadbeenfiledundersection31(1)underUPVAT Act, with the Assistant Commissioner, Ward – 3, Commercial Tax, Noida which is still pending for disposal.

(b) Duringthepreviousfinancialyear2013-2014,theCompanyhadreceivedademandforRs.1,46,996/-underSec-tion28(2)ofUPVATAct,fortheassessmentyear2009-2010,againstwhichapplicationu/s32hadbeenfiledforthe re-assessment of the order which is still pending for disposal.

(c) Duringthecurrentfinancialyear,UPVATCasefortheyear2008–2009wasre-assessedbythedepartmentandanamount of Rs. 8,07,972/- was recovered by the UPVAT Department against the aggregate demand of Rs. 8,29,538/-. OnAppeal,thedemandofRs.2,97,988/-wasdismissedandthebalancedemandofRs.5,31,550/-ispendingfordisposal.

(d) Duringthepreviousfinancialyear2013–2014,theCompanyhadreceivedtwonoticesfromS.D.O.(c)-cum-Col-lector, Gurgaon-South regarding under valuation in terms of Section 47A of Indian Stamp Act, 1899 with respect to the land of the Company admeasuring 9.55 Acres situated at Village Bandhwari, Tehsil Sohna, District Gurgaon, Haryana. The matter between the Company and the Sub Registrar, Sohna is still pending before the Court of H.C.S., S.D.O.(c)-cum-Collector,Gurgaon-Southandthepaymentofdifferentialstampdutyamountisstillindispute.TheCompany has been advised that in case the Court announces its ruling against the Company, the differential amount ofstampdutyamountingRs.15,27,625/-willhavetobepaid.ThefinaltreatmentofthesamewillbedoneafterreceivingtheCourtOrder.

Commitments - Nil

35. DEFERRED TAX

Deferred Tax Asset has not been recognized on account of losses carried forward where there is absence of virtual cer-tainty of realizing the same in future.

36. Goodwill on Consolidation

(Amount in Rs.)

Particulars Year Ended 31.03.2015 Year Ended 31.03.2014

OpeningBalance 1,45,17,552 1,82,37,069

Add: Goodwill generated during the year 1,33,375 10,49,688

Less: Amortized during the year (47,95,880) (47,69,205)

Closing Balance 98,55,047 1,45,17,552


ETT LIMITED

37. AdditionalInformation,asrequiredunderScheduleIIItotheCompaniesAct,2013,ofenterprisesconsolidatedasSub-sidiaries.

Name of the Enterprise Net Assets (Total Assets – Share in Profit or Loss Total Liabilities) As % of Consolidated Amount (in Rs.) As % of Consolidated Amount (in Rs.) Net Assets Profit or Loss

Parent ETT Limited 25.62 43,09,97,066 (202.12) (2,34,16,777)

Subsidiaries 1 Auxin Engineering Ltd. 0.00 81,401 (0.46) (53,265)

2 Valley Computech Ltd. 11.90 20,01,18,734 (1.20) (1,38,699)

3 YorkCalltechPvt.Ltd. 53.91 90,69,91,033 306.25 3,54,81,237

4 GST Hotel & Resorts Pvt. Ltd. 1.19 1,99,68,529 (0.22) (25,157)

5 Ambience Buildtech Pvt. Ltd. 4.96 8,33,81,531 (0.26) (29,587)

6 Uphill Farms Pvt. Ltd. 2.42 4,07,03,078 (2.00) (2,32,171)

7 OpulentFarmsPvt.Ltd. 0.00 31,626 (0.00) 0.00


ETT LIMITEDC

IN: L

2212

2DL1

993P

LC12

3728

NO

TE -

38

Stat

emen

t con

tain

ing

salie

nt fe

atur

es th

e fin

anci

al s

tate

men

t of s

ubsi

diar

ies

purs

uant

to fi

rst p

rovi

sio

to s

ubse

ctio

n (3

) of s

ectio

n 12

9 re

ad w

ith

rule

s 5

of C

ompa

nies

(Acc

ount

s) R

ules

, 201

4

A

mou

nt (R

s.)

Sl

. N

ame

of th

e R

epor

ting

Shar

e

Res

erve

s &

To

tal

Tota

l In

vest

men

ts

Turn

over

Pr

ofit

Prov

isio

n Pr

ofit

Prop

osed

%

of

N

o.

Subs

idia

ry

Cur

renc

y C

apita

l Su

rplu

s A

sset

s Li

abili

-

be

fore

fo

r af

ter

divi

dend

Sh

are-

tie

s

ta

xa-

taxa

- ta

xa-

ho

ldin

g

tio

n tio

n tio

n

1Auxin

INR

5,00,000

(6,02,920)

2,58,33,934

2,58,33,934

2,57,35,679

-(53,265)

-(53,265)

-100%

Eng

inee

ring

Ltd.

2

ValleyCom

pu-

INR2,56,71,5001,23,45,17,4841,26,03,31,6621

,26,03,31,66239,34,47,750

51,000

(1,38,699)

-(1,38,699)

-100%

tech

Ltd

.

3

YorkCalltech

INR1,30,05,000

36,35,71,2821,05,02,03,0721

,05,02,03,072

86,13,24231,97,75,7013,54,81,2371,09,02,665

2,45,78,572

-100%

Pvt

. Ltd

.

4

GSTHotel&

INR

5,00,000

2,38,971

1,99,85,383

1,99,85,383

(25,157)

-(25,157)

-100%

Res

orts

Pvt

. Ltd

.

5

AmbienceBuild-

INR

1,00,000

(11,18,469)

8,43,83,385

8,43,83,385

--

(29,587)

-(29,587)

-100%

tech

Pvt

. Ltd

.

6

UphillFarms

INR

1,00,000

(2,96,670)

4,11,20,934

4,11,20,934

1,00,252

-(2,37,884)

-(2,37,884)

-100%

Pvt

. Ltd

.

7

OpulentFarms

INR

1,00,000

(68,374)

51,289

51,289

--

(23,588)

-(23,588)

-100%

Pvt

. Ltd

.

Not

es:

1Nam

esofsubsidiarieswhichareyettocom

menceoperations:OpulentFarmsPvt.Ltd.

2

Nam

esofsubsidiarieswhichhavebeenliquatedorsoldduringtheyear:Nil


ETT LIMITED

ETT LIMITEDCIN: L22122DL1993PLC123728

Regd.Office:17, Hemkunt Colony, New Delhi -110 048

Tel and Fax No.: +91 11 4656 7575Email: [email protected]

Website: www.ettgroup.in

ATTENDANCE SLIP

Folio No./ DP ID-Client ID

No. of Shares held

Name and Address of the member (INBLOCKLETTERS)

Name of the Joint holder (if any)

I certify that I am a member / proxy for the member of the Company.

I hereby record my presence at the 22nd Annual General Meeting of the Company at Jahanpanah Club, Mandakini Housing Scheme, Al-aknanda, New Delhi – 110 019 at 4:00 p.m. on Wednesday the 30th September, 2015.

…………………………………. …………………………………..

Name of the Member/Proxy Signature of the Member/Proxy

(INBLOCKLETTERS)

Notes:

1. Please complete the Folio No./DP ID-Client ID No. and name, sign the Attendance Slip and hand it over at the Attendance Veri-ficationcounterattheentranceoftheMeetingHall.

2. ElectroniccopyoftheAnnualReportforthefinancialyearendedonMarch31,2015andNoticeoftheAnnualGeneralMeeting(AGM) along with Attendance slip and Proxy Form is being sent to all the members whose e-mail address is registered with the Company/DepositoryParticipantunlessanymemberhasrequestedforahardcopyofthesame.Membersreceivingelectroniccopy and attending the AGM can print copy of this Attendance Slip.

3. PhysicalcopyofAnnualReportforthefinancialyearendedonMarch31,2015andNoticeoftheAnnualGeneralMeeting(AGM)along with Attendance slip and Proxy Form is sent in the permitted mode(s) to all members whose email is not registered or have requestedforahardcopy.


ETT LIMITED

THIS PAGE HAS BEEN LEFT BLANK INTENTIONALLY


ETT LIMITED


Regd.Office:17,HemkuntColony,NewDelhi-110048Tel and Fax No.: +91 11 4656 7575

Email: [email protected] Website: www.ettgroup.in

PROXY FORM[Pursuant to section 105(6) of the Companies Act, 2013 and rule 19(3) of the Companies

(ManagementandAdministration)Rules,2014]

22nd Annual General Meeting – September 30, 2015 Name of the member(s) Registered Address E-mail ID Folio No./ DP ID-Client ID

I/We, being the member(s) of........................................................................shares of the above named company, hereby appoint1. Name : .........................................................................................Email :................................................................................. Address:.............................................................................................................................................................................. Signature : ...........................................................................................or failing him / her.2. Name : .........................................................................................Email :................................................................................. Address :.................................................................................................................................................................................. Signature : ...........................................................................................or failing him / her.3. Name : .........................................................................................Email :................................................................................. Address :.................................................................................................................................................................................. Signature : ...........................................................................................

as my/our proxy to attend and vote (on a poll) for me/us on my/our behalf, at the 22nd Annual General Meeting of the Company to be held on Wednesday the 30th September, 2015 at Jahanpanah Club, Mandakini Housing Scheme, Alaknanda, New Delhi – 110 019 and at any adjourn-ment thereof in respect of such resolutions as are indicated below:

Resolution No. Resolutions Optional* Ordinary Business For Against 1. Consider and adopt: a) Audited Standalone Financial Statement ended March 31, 2015 and the Reports of the Board of Directors and Auditors thereon; and b) Audited Consolidated Financial Statement ended March 31, 2015 and the Reports of the Auditors thereon 2. Appoint a director in place of Mr. Gurupreet Sangla, who retires by rotation and being eligible offers himself for re-appointment 3. Re-appointmentofAuditorsandfixationoftheirremuneration Special Business 4. Appoint Ms.Roopal Sharma as an Independent Director 5. Re-appoint Mr.Sandeep Sethi as Managing Director 6. Re-appoint Mr.Gurupreet Sangla as Jt. Managing Director

Signed this ....................................day of...................2015.

Signature of the member :..................................................

Signature of the Proxy Holder(s) : .......................................

NOTE: 1. ThisformofproxyinordertobeeffectiveshouldbedulycompletedanddepositedattheRegisteredOfficeoftheCompany,not

less than 48 hours before the commencement of the Meeting. 2. For the Resolutions, Explanatory Statement and Notes, please refer to the Notice of the 22nd Annual General Meeting. 3. * It is optional to put a ‘X’ in the appropriate column against the Resolution indicated in the Box. If you leave the ‘For’ and ‘Against’

column blank against any or all Resolutions, your Proxy will be entitled to vote in the manner as he / she think appropriate.

4. Please complete all details including detail of member(s) in above box before submission.


ETT LIMITED



ETT LIMITED


Regd.Office:17,HemkuntColony,NewDelhi-110048Tel and Fax No.: +91 11 4656 7575

Email: [email protected] Website: www.ettgroup.in

BALLOT FORM

22nd Annual General Meeting – September 30, 2015 Name of the member(s) Registered Address E-mail ID Folio No./ DP ID-Client ID

I/We hereby exercise my/our vote in respect of the following resolution(s) to be passed at the 22nd Annual General Meeting of the Company to be held on Wednesday the 30th September, 2015 at 4.00 p.m. at Jahanpanah Club, Mandakini Housing Scheme, Al-aknanda, New Delhi – 110 019 in respect of businesses stated in the Notice dated 28th August, 2015 by conveying my/our assent/dissenttothesaidresolution(s)byplacingthetick(√)markattheboxagainsttherespectivematters:

Resolution No. Resolutions I/We assent to I/We dissent to the resolution the resolution Ordinary Business (For) (Against)

1. Consider and adopt: a) Audited Standalone Financial Statement ended March 31, 2015 and the Reports of the Board of Directors and Auditors thereon; and b) Audited Consolidated Financial Statement ended March 31, 2015 and the Reports of the Auditors thereon 2. Appoint a director in place of Mr. Gurupreet Sangla, who retires by rotation and being eligible offers himself for re-appointment 3. Re-appointmentofAuditorsandfixationoftheirremuneration Special Business 4. Appoint Ms. Roopal Sharma as an Independent Director 5. Re-appoint Mr. Sandeep Sethi as Managing Director 6. Re-appoint Mr. Gurupreet Sangla as Jt. Managing Director

Signed this ................day of……………..................2015.

Signature of the member :..................................................

NOTE:

1. A member desiring to vote by ballot form may complete this ballot form and send it to the Scrutinizer, appointed by the Companyviz.Mr.NareshVerma,PracticingCompanySecretary,(MembershipNo.FCS5403),attheRegisteredOfficeofthe Company on or before the date of the Annual General Meeting or can carry the same to the Annual General Meeting venue and deposit in the Ballot box during the meeting.

2. Unsigned Ballot Forms will be rejected.

3. A Member can opt for only one mode of voting i.e. either through e-voting or by Ballot. If a Member casts votes by both modes, then voting done through e-voting shall prevail and Ballot shall be treated as invalid.

4. Thescrutinizer’sdecisiononthevalidityofBallotFormwillbefinal.


ETT LIMITED


ETT LIMITED - Bombay Stock Exchange · ETT Limited 17, Hemkunt Colony, New Delhi – 110048 Tel and...

Documents

Transcript of ETT LIMITED - Bombay Stock Exchange · ETT Limited 17, Hemkunt Colony, New Delhi – 110048 Tel and...