The Phoenix Mills Limited
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The Phoenix Mils Limited Regd. Office: 462, Senapati Bapat Marg, Lower Parel, Mumbai – 400 013 CIN: L17100MH1905PLC000200 Tel: (022) 2496 4307 Fax: (022) 2493 8388 E-mail: [email protected] Website: www.thephoenixmills.com Dear shareholder(s), This is with reference to the Annual Report of the Company for the financial year 2014-15 dispatched to you in the second week of August 2015. We have observed that on page number 208 of the Annual Report containing salient features of the financial statement of subsidiaries / associate companies / joint ventures pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014, we have inadvertently given the information relating to the associate companies in the format prescribed for subsidiary companies. The same has now been corrected and disclosed in the prescribed format. Accordingly, you are requested to read table (ii) to point number 51 as given in the attached Annexure instead of the table as appearing on page number 208 of the Annual Report. The corrected version of the Annual Report is available on the Company’s website www.thephoenixmills.com and can be viewed / downloaded by clicking the following link: http://www.thephoenixmills.com/ThePhoenixMillsLimitedAnnualReport2014-15.pdf The inconvenience caused is regretted. For The Phoenix Mills Limited Sd/- Puja Tandon Company Secretary Place: Mumbai Date: August 25, 2015 Annexure The Phoenix Mills Limited Form AOC-1 (Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014) Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures Part “A” : Subsidiaries (Information in respect of each subsidiary to be presented with amounts in Rupees) Sr Name of Subsidiary Co Share Reserve & Total Asset Total Investment Turnover/Total Profit Before Provision for Profit After Proposed % Share- No. Capital Surplus Liabilities Income Tax Tax Tax Dividend holding 1 Alliance Spaces Private Limited 19,986,940 960,639,376 1,476,815,422 496,189,106 - 1,564,344 (60,076,374) (21,608,774) (38,467,600) - 33.00% 2 Blackwood Developers Private Limited 187,316,750 80,186,878 1,588,536,778 1,321,033,151 - 278,650,301 (16,717,997) - (16,717,997) - 76.59% 3 Bellona Hospitality Services Limited 43,871,200 38,506,807 652,713,296 570,335,289 552,510,032 15,624,922 (7,966,973) 6,622 (7,973,595) - 100.00% 4 Big Apple Real Estate Private Limited 251,267,930 932,987,345 1,738,520,237 554,264,962 845,226,138 74,943,962 (14,316,524) (910,301) (13,406,223) - 76.59% 5 Butala Farm Lands Private Limited 125,000 49,711,348 50,149,566 313,218 50,000,000 - (8,161) - (8,161) - 100.00% 6 Classic Mall Development Company Private 76,981,160 2,401,229,120 6,539,635,873 4,061,425,593 5,000 2,121,941,051 639,334,077 73,545,251 565,788,826 - 50.01% Limited 7 Enhance Holdings Private Limited 100,000 (70,265,942) 59,169,643 129,335,585 59,145,715 - (70,023,547) - (70,023,547) - 100.00% 8 Gangetic Developers Private Limited 89,860,100 234,794,701 425,037,417 100,382,616 - - (54,724,616) - (54,724,616) - 44.89% 9 Grace Works Realty & Leisure Private 675,680 157,798,472 3,025,516,691 2,867,042,539 - 1,202,507,835 209,169,515 50,258,141 158,911,375 - 44.02% Limited 10 Island Star Mall Developers Private Limited 286,764,730 2,152,571,764 6,516,264,194 4,076,927,700 - 1,413,047,828 312,223,149 29,730,702 282,492,447 - 75.34% 11 Market City Resources Private Limited 100,000 85,548,549 208,171,663 122,523,114 72,500,000 183,682,446 12,802,500 4,417,653 8,384,847 - 100.00% 12 Market City Management Private Limited 1,000,000 10,200 1,676,989 666,789 800 909,893 873,860 174,867 698,993 - 100.00% 13 Mugwort Land Holding Private Limited 100,000 839,673 10,206,333 9,266,660 - 1,905,000 (21,679) - (21,679) - 94.86% 14 Offbeat Developers Private Limited 315,798,410 2,851,254,877 13,714,038,143 10,547,009,856 25,000 2,397,492,229 (503,168,462) (265,455,280) (237,713,182) - 56.26% 15 Palladium Constructions Private Limited 327,785,740 4,183,311,736 5,754,279,200 1,243,181,725 190,000,000 2,354,496,950 809,705,781 (187,542,304) 622,163,478 - 73.24% 16 Pallazzio Hotels & Leisure Limited 120,000,000 659,374,424 11,517,899,548 10,738,525,124 595,000 1,719,776,361 (1,101,495,382) - (1,101,495,382) - 100.00% 17 Phoenix Hospitality Company Private 23,214,000 1,540,658,160 1,619,530,735 55,658,575 2,335,324 595,392 119,984 475,408 - 56.92% Limited 1,611,709,656 18 Pinnacle Real Estate Development Private 100,000 (217,622) 52,049,123 52,166,745 51,829,433 20,000 (3,081) - (3,081) - 100.00% Limited 19 Plutocrat Assets And Capital Management 100,000 (94,498) 55,300 49,798 - - (19,459) - (19,459) - 100.00% Private Limited 20 Sangam Infrabuild Corporation Private 33,460,000 (1,475,911) 51,360,030 19,375,941 - - (104,724) - (104,724) - 76.58% Limited 21 Upal Developers Private Limited 196,000,000 (77,884,963) 1,348,565,949 1,230,450,912 - 299,538,517 423,922 - 423,922 - 76.58% 22 Vamona Developers Private Limited 250,000,000 1,278,086,044 7,416,785,173 5,888,699,129 - 1,727,660,356 11,370,073 (18,834,759) 96,204,832 - 62.55% Notes: 1. There were no subsidiaries for which the reporting period is different from the holding Company’s reporting period. 2. There were no foreign subsidiaries of the Company during the financial year 2014-15. 3. Sangam Infrabuild Corporation Private Limited, subsidiary of the Company, is yet to commence its operations. 4. There are no subsidiaries which have been liquidated or sold during the year. Part “B”: Associates and Joint Ventures: Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures Sl. No. 1 2 3 4 5 6 7 8 9 10 Name of Associates / Joint Ventures Classic Housing Mirabel Savannah Starboard Galaxy Galaxy Escort Bartraya Mall Entertainment Gangetic Projects Private Entertainment Phoenix Pvt. Hotels Private Entertainment Entertainment Developers Development World Hotels Private Limited Private Limited Ltd. Limited Corporation (India) Private Private Company Private Developers Limited Ltd Limited Limited Limited Limited Latest Audited Balancesheet Date 31.3.2015 31.3.2015 31.3.2014 31.3.2015 31.3.2014 31.3.2014 31.3.2015 31.3.2014 31.3.2014 31.3.2014 Shares of Associates/Joint Ventures held by the Company/ Subsidiary Companies on the year end (i) No. 5,000 2,846 25,000 1,423,270 3,686,484 2,500,000 25,000 5,000 25,356,940 1,178,699 (ii) Amount of Investment in 50,000 30,468 250,000 14,232,697 74,309,402 25,000,000 15,950,000 50,000 450,124,554 59,293,564 Associates / Joint Venture (iii) Extend of Holding 48.00% 28.46% 50.00% 28.47% 23.56% 49.02% 50.00% 50.00% 40.21% 23.61% Description of how there is significant Refer Note 3 Refer Note 3 Refer Note 3 Refer Note 3 Refer Note 3 Refer Note 3 Refer Note 3 NA NA Refer Note 3 influence Reason why the associate/joint NA NA NA NA NA NA NA Refer Note 4 Refer Note 4 NA venture is not consolidated Networth attributable to Shareholding 171,933,278 7,471,570 (15,185,581) 49,120,350 7,218,359 72,189,577 31,867,507 (86,186) 576,768,053 427,536,001 as per latest audited Balancesheet Profit/Loss for the Year (i) Considered in Consolidation 34,801,525 308,902 (2,149,096) (152,832) 10,424,757 (2,754) 1,304 - - - (i) Not Considered in Consolidation - - - - - - - - - - Notes: 1. There were no associates or joint ventures which are yet to commence operations 2. There were no associates or joint venture which have been liquidated or sold during the year 3. There is a significant influence due to percentage (%) of shareholding. 4. The Company does not exercise any control and does not have significant influence over Entertainment World Developers Limited and Bartraya Mall Development Company Private Limited. Hence these entities are not considered as associates of the Company for the purpose of consolidation as per AS- 23 “Accounting for Investments in Associates in Consolidated Financial Statements”. The Investments have been accounted for as per AS-13 “Accounting for Investments”. For A. M. Ghelani & Company For Chaturvedi & Shah For and on behalf of the Board of Directors Chartered Accountants Chartered Accountants FRN : 103173W FRN : 101720W Ashokkumar R. Ruia Shishir Shrivastava (Chairman & Managing Director) (Jt. Managing Director) Chintan A. Ghelani Amit Chaturvedi Atul Ruia Pradumna Kanodia Partner Partner (Jt. Managing Director) (Director Finance) M. No. 104391 M. No. 103141 Place : Mumbai Puja Tandon Date: 28th May, 2015 (Company Secretary) BACK COVER COVER GATE FOLD Spine to Adujsted by the Printer Spine to Adujsted by the Printer Annual Report T HE P H O E 2014-15 NIX Our Vision M ILLS To create shareholder value by LI M IT generating exceptional yields from E D the capital growth and sale of architecturally superior, difficult to replicate assets, that are truly world class in quality and infrastructure.