c) Rights, preferences and restrictions attached to equity shares

The Company has only one class of equity shares having a par value of Rs 10 per share. Each shareholder is eligible for one vote per share held by him. Dividend proposed if any by the Board of Directors is subject to the approval of shareholders in the Annual General Meeting, except in the case of interim dividend. In the event of liquidation, equity shareholders are eligible to receive any of the remaining assets of the Company after distribution of all preferential amounts in proportion to their shareholding.

Note 1(i)

(a) The company has availed a term loan of Rs. 10 crores from Small Industries Development Bank of India (SIDBI), repayable in 120 monthly instalments, carrying interest rate of 12.75% per annum.

(b) A first charge by way of mortgage in favour of SIDBI has been created by the company on the immovable properties located at Door No.62 & 63, Luz Church Road, comprised in survey numbers 1652/14, 1652/16 part, Mylapore Village and Triplicane - Mylapore tauk, Chennai district, Chennai - 600 004, admeasuring 5919 sq.ft.

(c) Pending registration, no specific charge has been created on the undivided portion either by the company or by M/s. PL Finance and Investments Limited.

(d) Additionally secured by irrevocable and unconditional corporate guarantees by the company and M/s. Shri Housing Private Limited and M/s. PL Finance and Investments Limited. Further guaranteed by M/s. Shriram Auto Finance (Firm) and by a Director of the company.

(e) Period and amount of continuing default :

No of Instalments - 12 (Monthly)

Principal Overdue - Rs. 99,96,000 Interest overdue - Rs. 1,32,66,487

Note 2(ii)

(a) The company has availed a term loan of Rs. 2.57 Crores from M/s. Indiabulls Housing Finance Limited (IHFL), repayable in 60 equated monthly instalments effective May 2015, carrying adjustable rate of interest of IHFL-LFRR base rate less 5.75% per annum.

(b) Secured by immovable property belonging to M/s. Chennai Power & Coke Private Limited.

(c) Additionally secured by corporate guarantees by the company and M/s. Chennai Power Coke & Private Limited. Further Guaranteed by a director and a relative of a director.

(d) Period and amount of continuing default :

No of Instalments - 1 (Monthly)

Principal Overdue - Rs. 3,41,238 Interest overdue - Rs. 2,43,598

Note No.3 (iii)

Includes 6 shares held by nominee (Previous Year 6 shares)

Note No.4 (iv)

Includes 91,74,860 equity shares pledged with a lender for amounts borrowed by the Associate Company. Also refer Note No. 26 and 24.

Note No.5 (v)

The Company had entered into a memorandum of understanding with a fellow subsidiary for sale of entire shares held at the actual cost to the company.

However during the year the same shares were pledged with a bank as security for moneys borrowed by its subsidiary EMAS. The said bank enforced the security and appropriated the proceeds towards the outstanding of EMAS. Hence, the entire balance held in investments account has been transferred to EMAS. Also refer Note 25.

Note 6 : Balance Confirmation:

Confirmation of balances had not been received from parties in respect of certain out standings. Pending confirmation, no adjustments have been carried out to the carrying values and the balances as per books of account have been adopted. In the opinion of the Management, the amounts stated in the Balance Sheet are fully receivable/payable.

Note 7 : Contingent Liabilities

a) The land at Door No.62 & 63, Luz Church Road, comprised in survey numbers 1652/14, 1652/16 part, Mylapore Village and Triplicane - Mylapore tauk, Chennai district, Chennai - 600004 (in joint name with another company) has not been registered in the name of the company. Liability towards registration charges for the land is not ascertained and quantified.

b) The Company has pledged part of its investment of 91,74,860 Equity shares of Haldia Coke and Chemicals Private Limited with a lender for moneys borrowed by another company. The liability, if any, that may arise on account of the pledge is not quantifiable.

Note 8 : Related Party Disclosure

The related parties have been identified by the management and relied upon by the auditors. a) List of related parties:

(i) Party where control exists a) Ultimate controlling entity Shriram Auto Finance (Partnership firm)

(i) Subsidiaries, Fellow Subsidiaries and Associates

a) Subsidiaries Emas Engineers & Contractors Pvt Ltd.

RCI Power Ltd.

RCI Power (AP) Ltd.

b) Step down subsidiaries RCI Wind Farm 30 MW Pvt. Ltd.

RCI Wind Farm 50 MW Pvt. Ltd.

c) Fellow subsidiary Shri Housing Pvt. Ltd.

d) Entities with common director Haldia Coke & Chemicals Pvt. Ltd.

S R Fabricators Pvt. Ltd.

e) Key managerial personnel / Relatives of M. Narayanamurthi, Managing Director

Key managerial personnel S. Krishnan, Managing Director (Until 12.09.2015)

R. Ramakrishnan, Director

Vikram Mankal, Director

K.N. Narayanan, Director

R. Kohila, Director

A. Sriram, Chief Financial Officer

V. Sriramalakshmi, Company Secretary

(Until 31.07.2015)

Note 9 : Operating Leases

The Company has its office premises under operating lease arrangement which is cancellable at the option of the Company, by providing 3 months prior notice.

Note 10 : The Company's current liabilities exceeded its net realizable current assets and the company had defaulted in meetings its repayment obligations to its lenders. It has plans to sell its prime asset in the near term and thereby expects to settle all material dues. Further, it is working toward certain strategic alliances which are expected to produce improved business results. Considering these, the management has prepared the financial statements by applying the “Going Concern” assumption

Note 11: Previous year figures

In the previous period the company had changed its financial year closing date from 30th June to 31st March. Accordingly, the figures for the previous period are for the 9 month period from July 1, 2014 to March 31, 2015 and are therefore not comparable with those of the current year which is 12 months from April 1, 2015 to March 31, 2016. Previous period figures have been regrouped / rearranged wherever necessary to conform to current year classification.