DRAFT RED HERRING PROSPECTUS Dated September 26, 2007 Please read Section 60B of the Companies Act,

1956 (This Draft Red Herring Prospectus will be updated upon filing with the RoC) 100% Book Built Issue

Emaar MGF Land Limited

(The Company was incorporated as Emaar MGF Land Private Limited on February 18, 2005 under the Companies Act, 1956, as amended. Subsequently, pursuant to a special resolution of the shareholders of the Company at an extraordinary general meeting held on August 8, 2007, the Company has become a public limited company and the word private has been deleted from its name. The fresh certificate of incorporation to reflect the new name was issued by the Registrar of Companies, Delhi & Haryana, located at New Delhi (the RoC) on August 13, 2007. For details of change in name and registered office, see the section History and Certain Corporate Matters beginning on page 96 of this Draft Red Herring Prospectus.) Registered Office: ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001, India Tel: +91 11 4152 1155; Facsimile: +91 11 4152 4619 Contact Person: Mr. Surender Varma; Tel: +91 11 4120 3458; Email: IPO@emaarmgf.com Website: www.emaarmgf.com PUBLIC ISSUE OF 117,389,914 EQUITY SHARES OF FACE VALUE RS.10 EACH (EQUITY SHARES) OF EMAAR MGF LAND LIMITED (EMGF, OR EMAAR MGF, OR THE COMPANY, OR THE ISSUER) FOR CASH AT A PRICE OF RS.[] PER EQUITY SHARE, AGGREGATING RS.[] MILLION (THE ISSUE). *THE COMPANY IS CONSIDERING A PRE-IPO PLACEMENT OF UP TO [] EQUITY SHARES. UPON THE COMPLETION OF THE PREIPO PLACEMENT, THE NUMBER OF EQUITY SHARES IN THE ISSUE WILL BE REDUCED BY THE NUMBER OF EQUITY SHARES ISSUED AND ALLOTTED IN THE PRE-IPO PLACEMENT. PRICE BAND: RS.[] TO RS.[] PER EQUITY SHARE OF FACE VALUE RS.10 EACH. THE ISSUE PRICE IS [] TIMES THE FACE VALUE AT THE LOWER END OF THE PRICE BAND AND [] TIMES THE FACE VALUE AT THE HIGHER END OF THE PRICE BAND. In case of revision in the Price Band, the Bidding Period shall be extended for three additional working days after such revision, subject to the Bidding Period not exceeding 10 working days. Any revision in the Price Band, and the revised Bidding Period, if applicable, shall be widely disseminated by notification to the Bombay Stock Exchange Limited (the BSE) and the National Stock Exchange of India Limited (the NSE), by issuing a press release and also by indicating the change on the website of the Book Running Lead Managers (BRLMs) and the terminals of the other members of the Syndicate. Pursuant to Rule 19(2)(b) of the SCRR (as defined below), this Issue is for less than 25% of the post-Issue capital of the Company and is therefore being made through a 100% Book Building Process wherein at least 60% of the Issue shall be allocated on a proportionate basis to Qualified Institutional Buyers (QIBs), out of which 5% shall be available for allocation on a proportionate basis to Mutual Funds only and the remainder shall be available for allocation on a proportionate basis to all QIBs, including Mutual Funds, subject to valid Bids being received at or above the Issue Price. In addition, in accordance with Rule 19(2)(b) of the SCRR, a minimum of two million securities are being offered to the public and the size of the Issue shall aggregate to at least Rs.1,000 million. If at least 60% of the Issue cannot be allotted to QIBs, then the entire application money will be refunded forthwith. Further, not less than 10% of the Issue shall be available for allocation on a proportionate basis to Non-Institutional Bidders and not less than 30% of the Issue shall be available for allocation on a proportionate basis to Retail Individual Bidders, subject to valid Bids being received at or above the Issue Price. IPO Grading As required under the SEBI (Disclosure and Investor Protection) Guidelines, 2000, as amended (the SEBI Guidelines) the Company will obtain a grading of this Issue from a credit rating agency registered with the Securities and Exchange Board of India (SEBI), which will be disclosed in the Red Herring Prospectus filed with the RoC. RISKS IN RELATION TO FIRST ISSUE This being the first issue of Equity Shares of the Company, there has been no formal market for the Equity Shares of the Company. The face value of the Equity Shares is Rs.10 per Equity Share and the Issue Price is [] times the face value. The Issue Price (as determined by the Company, in consultation with the BRLMs, on the basis of the assessment of market demand for the Equity Shares by way of book building process) should not be taken to be indicative of the market price of the Equity Shares after the Equity Shares are listed. No assurance can be given regarding an active and/or sustained trading in the Equity Shares of the Company or regarding the price at which the Equity Shares will be traded after listing. GENERAL RISKS Investments in equity and equity-related securities involve a degree of risk and investors should not invest any funds in this Issue unless they can afford to take the risk of losing their investment. Investors are advised to read the risk factors carefully before taking an investment decision in this Issue. For taking an investment decision, investors must rely on their own examination of the Company and the Issue, including the risks involved. The Equity Shares offered in the Issue have not been recommended or approved by the SEBI, nor does SEBI guarantee the accuracy or adequacy of the contents of this Draft Red Herring Prospectus. Specific attention of the investors is invited to the statements in the section Risk Factors beginning on page xi of this Draft Red Herring Prospectus. COMPANYS ABSOLUTE RESPONSIBILITY The Company, having made all reasonable inquiries, accepts responsibility for and confirms that this Draft Red Herring Prospectus contains all information with regard to the Company and the Issue that is material in the context of the Issue, that the information contained in this Draft Red Herring Prospectus is true and correct in all material aspects and is not misleading in any material respect, that the opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which makes this Draft Red Herring Prospectus as a whole or any of such information or the expression of any such opinions or intentions misleading in any material respect. LISTING The Equity Shares offered through the Red Herring Prospectus are proposed to be listed on the BSE and the NSE. The Company has received in-principle approvals from the BSE and the NSE for the listing of the Equity Shares pursuant to letters dated [] and [], respectively. For the purposes of the Issue, the [] shall be the Designated Stock Exchange.

GLOBAL COORDINATORS AND BOOK RUNNING LEAD MANAGERS

REGISTRAR TO THE ISSUE

Enam Securities Private Limited 801/802, Dalamal Towers Nariman Point Mumbai 400 021 India Tel: +91 22 6638 1800 Fax: +91 22 2284 6824 Email: emaarmgfipo @enam.com Contact Person: Amit Jain Website:www.enam.com SEBI registration number: INM000006856

DSP Merrill Lynch Limited 10th Floor, Mafatlal Centre Nariman Point Mumbai 400 021 India Tel: +91 22 6632 8000 Fax: +91 22 2204 8518 Email: emaarmgf_ipo @ml.com Contact Person: N.S. Shekhar Website: www.dspml.com SEBI registration number: INM000002236

Karvy Computershare Private Limited Plot No. 17-24 Vithalrao Nagar Madhapur Hyderabad 500 081 India Tel: +91 40 2342 0815-820/ 1 800 345 4001 Fax: +91 40 2342 0814 Email: einward.ris@karvy.com Contact Person: M. Murali Krishna Website: www.karvy.com SEBI registration number: INR000000221

BOOK RUNNING LEAD MANAGERS

Citigroup Global Markets India Private Limited 12th Floor, Bakhtawar 229, Nariman Point Mumbai 400 021 India Tel: +91 22 6631 9999 Fax: +91 22 6631 9803 Email: investors.cgmib @citi.com Contact Person: Rajiv Jumani Website: www.citibank.co.in SEBI registration number: INM000010718

Goldman Sachs (India) Securities Private Limited Rational House, 951A Appasaheb Maratha Marg Prabhadevi Mumbai 400 025 India Tel: +91 22 6616 9000 Fax: +91 22 6616 9090 Email: emaarmgf_issue @gs.com Contact Person: Sachin Dua Website: www.gs.com/ country_pages/India SEBI registration number: INM000011054

HSBC Securities and Capital Markets (India) Private Limited 52/60, Mahatma Gandhi Road Fort Mumbai 400 001 India Tel: +91 22 2268 1259 Fax: +91 22 2263 1984 Email: emaarmgfipo @hsbc.co.in Contact Person: Abhishek Saha Website: www.hsbc.co.in SEBI registration number: INM000010353

J.P. Morgan India Private Limited Mafatlal Centre 9th Floor Nariman Point Mumbai 400 021 India Tel: +91 22 2285 5666 Fax: +91 22 6639 3091 Email: emaar_ipo @jpmorgan.com Contact Person: Rohit Ramana Website: www.jpmipl.com SEBI registration number: INM000002970

Kotak Mahindra Capital Company Limited 3rd Floor, Bakhtawar 229, Nariman Point Mumbai 400 021 India Tel: +91 22 6634 1100 Fax: +91 22 2284 0492 Email: emaarmgf.ipo@kotak.com Contact Person: Chandrakant Bhole Website: www.kotak.com SEBI registration number: INM000008704

BID/ISSUE PROGRAM
BID/ISSUE OPENS ON BID/ISSUE CLOSES ON [], 2007 [], 2007

TABLE OF CONTENTS Page

SECTION I: GENERAL.................................................................................................................................................................i DEFINITIONS AND ABBREVIATIONS ...............................................................................................................................i PRESENTATION OF FINANCIAL, INDUSTRY AND MARKET DATA............................................................................viii FORWARD-LOOKING STATEMENTS ................................................................................................................................x SECTION II: RISK FACTORS .....................................................................................................................................................xi RISK FACTORS ......................................................................................................................................................................xi SECTION III: INTRODUCTION..................................................................................................................................................1 SUMMARY .............................................................................................................................................................................1 THE ISSUE ..............................................................................................................................................................................8 SUMMARY FINANCIAL INFORMATION...........................................................................................................................9 GENERAL INFORMATION...................................................................................................................................................11 CAPITAL STRUCTURE .........................................................................................................................................................20 OBJECTS OF THE ISSUE.......................................................................................................................................................31 BASIS FOR ISSUE PRICE......................................................................................................................................................36 STATEMENT OF TAX BENEFITS ........................................................................................................................................39 SECTION IV: ABOUT THE COMPANY ....................................................................................................................................49 INDUSTRY OVERVIEW........................................................................................................................................................49 OUR BUSINESS......................................................................................................................................................................59 REGULATIONS AND POLICIES ..........................................................................................................................................90 HISTORY AND CERTAIN CORPORATE MATTERS..........................................................................................................96 OUR MANAGEMENT ............................................................................................................................................................377 OUR PROMOTERS AND PROMOTER GROUP COMPANIES ...........................................................................................399 RELATED PARTY TRANSACTIONS ...................................................................................................................................465 DIVIDEND POLICY ...............................................................................................................................................................466 SECTION V: FINANCIAL INFORMATION ..............................................................................................................................467 FINANCIAL STATEMENTS ..................................................................................................................................................467 MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS........................................................................................................................................563 SUMMARY OF SIGNIFICANT DIFFERENCES AMONG INDIAN GAAP AND U.S. GAAP ...........................................576 OUR INDEBTEDNESS ...........................................................................................................................................................580 SECTION VI: LEGAL AND OTHER INFORMATION.............................................................................................................589 OUTSTANDING LITIGATION AND MATERIAL DEVELOPMENTS ...............................................................................589 GOVERNMENT AND OTHER APPROVALS.......................................................................................................................636 OTHER REGULATORY AND STATUTORY DISCLOSURES............................................................................................636 SECTION VII: ISSUE INFORMATION ......................................................................................................................................665 TERMS OF THE ISSUE ..........................................................................................................................................................665 ISSUE STRUCTURE...............................................................................................................................................................668 ISSUE PROCEDURE ..............................................................................................................................................................671 SECTION VIII: MAIN PROVISIONS OF THE ARTICLES OF ASSOCIATION ..................................................................697 MAIN PROVISIONS OF THE ARTICLES OF ASSOCIATION............................................................................................697 SECTION IX: OTHER INFORMATION.....................................................................................................................................713 MATERIAL CONTRACTS AND DOCUMENTS FOR INSPECTION..................................................................................713 DECLARATION......................................................................................................................................................................715

SECTION I: GENERAL DEFINITIONS AND ABBREVIATIONS Unless the context otherwise indicates or requires, the following terms have the following meanings in this Draft Red Herring Prospectus. Company Related Terms Term The Company, the Issuer, Emaar MGF or EMGF we or us or our or Group Accor Articles or Articles of Association Auditors Board of Directors or Board Companies Owned by EMGF Description Emaar MGF Land Limited, a public limited company incorporated under the Companies Act. EMGF, the Subsidiaries, the Companies Owned by EMGF, and the Joint Venture, on a consolidated basis. AAPC Hotels Management Pte Limited, a company incorporated under the laws of Singapore and part of the Accor SA Group of Companies. The Articles of Association of the Company, as amended. The statutory auditors of the Company being, S.R. Batliboi & Co., Chartered Accountants. The board of directors of the Company or a committee constituted thereof. The companies in which the Company owns a 100% equitable interest through the Subsidiaries specified in the section History and Certain Corporate Matters beginning on page 96 of this Draft Red Herring Prospectus. These companies have been consolidated in the Companys consolidated financial statements as of and for the year ended March 31, 2007 and/or the three months ended June 30, 2007, as applicable. The conversion of Compulsory Convertible Preference Shares issued to Emaar Holding II into Equity Shares prior to the filing of the Red Herring Prospectus with the RoC. The total area we develop in a property, and includes carpet area, common area, service and storage area and car parking. The director(s) of the Company. Emaar Properties PJSC, a public joint stock company incorporated under the laws of the Emirate of Dubai and the UAE. Emaar and companies of which more than 50% of the equity voting capital is owned or controlled directly or indirectly, by Emaar. Emaar Holding II, a private company limited by shares incorporated under the laws of Mauritius. The employee stock option plan adopted by the Company for the benefit of the employees of the Company (as defined therein) by way of a shareholders resolution dated August 31, 2007. Equity shares of the Company of face value Rs.10 each. The joint venture of the Company specified in the section History and Certain Corporate Matters beginning on page 96 of this Draft Red Herring Prospectus. Consists of the following: (i) land owned by us through registered sale deeds and other instruments, including exchange deeds and land held by us through registered lease deeds; (ii) land in respect of which we have joint development rights; (iii) land in respect of which entities have granted us sole development rights; and (iv) land in respect of which we have been granted development and/or acquisition rights through an agreement to sell and purchase or a memorandum of understanding or a letter of acceptance. Leighton International Limited, a company incorporated under the laws of Cayman Islands and part of an Australia-based global construction group. The memorandum of association of the Company, as amended.

Conversion Developable Area Director(s) Emaar Emaar group Emaar Mauritius Emaar MGF ESOP Equity Shares Joint Venture Land Reserves

Leighton

Memorandum or Memorandum of Association MGF MGF Developments Limited, a company incorporated under the laws of India. MGF group MGF and companies of which more than 50% of the equity voting capital is owned or controlled, directly or indirectly, by MGF.

Pre-IPO Placement Preference Shares Premier Travel Inn Promoters Promoter Group or Promoter Group Companies Registered Office Saleable Area Subsidiaries Turner Issue Related Terms Term Allot, Allotment, Allotted, allot, allotment, allotted Allottee Banker(s) to the Issue Bid Bid Amount Bid-cum-Application Form Bid/Issue Closing Date Bid/Issue Opening Date Bidder Bidding Period Book Building Process BRLMs or Book Running Lead Managers

The private placement of up to [] Equity Shares for cash consideration to be completed prior to the filing of the Red Herring Prospectus with the RoC, including Equity Shares to be issued and Allotted pursuant to the Conversion. Preference Shares of the Company of face value Rs.10 each. Premier Travel Inn India Limited, a limited liability company incorporated under the laws of England and Wales. The promoters of the Company specified in the section Our Promoters and Promoter Group Companies beginning on page 399 of this Draft Red Herring Prospectus. The companies or individuals specified in the section Our Promoters and Promoter Group Companies beginning on page 399 of this Draft Red Herring Prospectus. The registered office of the Company, located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001, India. The part of the Developable Area relating to our economic interest in such property. The subsidiaries of the Company specified in the section History and Certain Corporate Matters beginning on page 96 of this Draft Red Herring Prospectus. Turner Construction International LLC, a company incorporated under the laws of Delaware, U.S.A.

Description The issue/allotment of Equity Shares pursuant to the Issue. A successful Bidder to whom Equity Shares are/have been Allotted. []. An indication to make an offer during the Bidding Period by a prospective investor to subscribe for or purchase the Companys Equity Shares at a price within the Price Band, including all revisions and modifications thereto. The highest value of the optional Bids indicated in the Bid-cum-Application Form and payable by the Bidder upon submission of the Bid. The form in terms of which the Bidder shall make an offer to subscribe or purchase the Equity Shares and which will be considered as the application for Allotment pursuant to the terms of the Red Herring Prospectus. The date after which the members of the Syndicate will not accept any Bids for the Issue, which shall be notified in a widely circulated English national newspaper and a widely circulated Hindi national newspaper. The date on which the members of the Syndicate shall start accepting Bids for the Issue, which shall be the date notified in a widely circulated English national newspaper and a widely circulated Hindi national newspaper. Any prospective investor who makes a Bid pursuant to the terms of the Red Herring Prospectus and the Bid-cum-Application Form. The period between the Bid/Issue Opening Date and the Bid/Issue Closing Date (inclusive of both days) and during which prospective Bidders can submit their Bids. The book building process as described in Chapter XI of the SEBI Guidelines, in terms of which the Issue is being made. The book running lead managers to the Issue, in this case being the Global Coordinators and Citigroup Global Markets India Private Limited, Goldman Sachs (India) Securities Private Limited, HSBC Securities and Capital Markets (India) Private Limited, J.P. Morgan India Private Limited and Kotak Mahindra Capital Company Limited. The Bombay Stock Exchange Limited. Any day other than Saturday or Sunday on which commercial banks in New Delhi are open for business. The note or advice or intimation of allocation of Equity Shares sent to the Bidders who have been allocated Equity Shares after discovery of the Issue Price in accordance with the Book Building Process.

BSE Business Day CAN or Confirmation of Allocation Note

ii

Term Cap Price

Description The higher end of the Price Band, above which the Issue Price will not be finalised and above which no Bids will be accepted. CDSL Central Depository Services (India) Limited. Companies Act The Companies Act, 1956, as amended. Cut-off Price Any price within the Price Band finalised by the Company in consultation with the BRLMs. A Bid submitted at Cut-off Price by a Retail Individual Bidder is a valid Bid. Only Retail Individual Bidders are entitled to Bid at the Cut-off Price for a Bid Amount not exceeding Rs.100,000. QIBs and NonInstitutional Bidders are not entitled to Bid at the Cut-off Price. Depositories NSDL and CDSL. Depositories Act The Depositories Act, 1996, as amended. Depository A depository registered with SEBI under the SEBI (Depositories and Participants) Regulations, 1996, as amended. Depository Participant or DP A depository participant as defined under the Depositories Act. Designated Date The date on which the Escrow Collection Banks transfer the funds from the Escrow Account of the Company to the Issue Account, after the Prospectus is filed with the RoC, following which the Board shall Allot Equity Shares to successful Bidders. Designated Stock Exchange The []. This draft red herring prospectus issued in accordance with Section 60B of the Draft Red Herring Companies Act, which does not have complete particulars of the price at Prospectus which the Equity Shares are offered and the size of the Issue. ECS Electronic Clearing System. Eligible NRI NRIs from such jurisdictions outside India where it is not unlawful to make an offer or invitation under the Issue and in relation to whom the Red Herring Prospectus constitutes an invitation to subscribe or purchase the Equity Shares offered thereby. Escrow Account An account opened with an Escrow Collection Bank(s) and in whose favour the Bidder will issue cheques or drafts in respect of the Bid Amount when submitting a Bid and the allocation amount collected thereafter. Escrow Agreement An agreement to be entered into among the Company, the Registrar, the Escrow Collection Bank(s), the BRLMs and the Syndicate Members for collection of the Bid Amounts and for remitting refunds, if any, of the amounts collected, to the Bidders. Escrow Collection Bank(s) The banks that are clearing members and registered with SEBI as Bankers to the Issue with whom the Escrow Account will be opened, comprising []. FDI Foreign Direct Investment, as understood under applicable Indian laws, regulations and policies. FEMA The Foreign Exchange Management Act, 1999, as amended, and the regulations framed there under. FII Foreign Institutional Investor (as defined under the Securities and Exchange Board of India (Foreign Institutional Investors) Regulations, 1995, as amended) registered with SEBI under applicable laws in India. First Bidder The Bidder whose name appears first in the Bid-cum-Application Form or Revision Form. Fiscal or Financial Year or Unless otherwise stated, a period of twelve months ended March 31 of that FY particular year, other than with respect to the Companys financial statements for fiscal 2006, which are for a period of approximately thirteen months, commencing from February 18, 2005, the date of its incorporation, and ending on March 31, 2006. Floor Price The lower end of the Price Band, below which the Issue Price will not be finalised and below which no Bids will be accepted. FVCIs Foreign Venture Capital Investors (as defined under the Securities and Exchange Board of India (Foreign Venture Capital Investor) Regulations, 2000, as amended) registered with SEBI. GIR Number General Index Registry Number. Global Coordinators Enam Securities Private Limited and DSP Merrill Lynch Limited. Indian GAAP Generally accepted accounting principles in India. Industrial Policy The policy and guidelines relating to industrial activity in India issued by the Ministry of Commerce and Industry, Government of India, as updated,

iii

Term Issue

Issue Account Issue Price Margin Amount MICR Monitoring Agency Mutual Funds Mutual Fund Portion Non-Institutional Bidders Non-Institutional Portion Non-Residents NRI or Non-Resident Indian NSDL NSE OCB or Overseas Corporate Body

Pay-in Date

Pay-in Period

Price Band Pricing Date Prospectus QIBs or Qualified Institutional Buyers

Description modified or amended from time to time. The public issue of an aggregate of 117,389,914 Equity Shares at the Issue Price. Upon the completion of the Pre-IPO Placement, the number of Equity Shares in the Issue will be reduced by the number of Equity Shares issued and allotted in the Pre-IPO Placement. The account opened with the Banker(s) to the Issue to receive money from the Escrow Account for the Issue on the Designated Date. The final price at which Equity Shares will be Allotted in the Issue, as determined by the Company, in consultation with the BRLMs, on the Pricing Date. The amount paid by the Bidder at the time of submission of the Bid, which may be between 10% and 100% of the Bid Amount, as applicable. Magnetic Ink Character Recognition. []. Mutual funds registered with SEBI under the SEBI (Mutual Funds) Regulations, 1996, as amended. 5% of the QIB Portion, equal to a minimum of [] Equity Shares, available for allocation to Mutual Funds from the QIB Portion. All Bidders that are not Qualified Institutional Buyers or Retail Individual Bidders and have bid for an amount more than Rs.100,000. The portion of the Issue being not less than 10% of the Issue consisting of [] Equity Shares, available for allocation to Non-Institutional Bidders, subject to valid Bids being received at or above the Issue Price. All eligible Bidders that are persons resident outside India, as defined under FEMA, including Eligible NRIs, FIIs registered with SEBI and FVCIs registered with SEBI. A person resident outside India, as defined under FEMA and who is a citizen of India or a person of Indian origin, such term as defined under the Foreign Exchange Management (Deposit) Regulations, 2000, as amended. National Securities Depository Limited. The National Stock Exchange of India Limited. A company, partnership, society or other corporate body owned directly or indirectly to the extent of at least 60% by NRIs including overseas trusts, in which not less than 60% of beneficial interest is irrevocably held by NRIs directly or indirectly and which was in existence on October 3, 2003 and immediately before such date had taken benefits under the general permission granted to OCBs under the FEMA. OCBs are not permitted to invest in this Issue. The Bid/Issue Closing Date with respect to the Bidders whose Margin Amount is 100% of the Bid Amount or the last date specified in the CAN sent to the Bidders with respect to Bidders whose Margin Amount is less than 100% of the Bid Amount. (i) With respect to Bidders whose Margin Amount is 100% of the Bid Amount, the period commencing on the Bid/Issue Opening Date and extending until the Bid Closing Date; and (ii) With respect to Bidders whose Margin Amount is less than 100% of the Bid Amount, the period commencing on the Bid/Issue Opening Date and extending until the closure of the Pay-in Date specified in the CAN. The price band with a minimum price (Floor Price) of Rs.[] per Equity Share and the maximum price (Cap Price) of Rs.[] per Equity Share, including all revisions thereof. The date on which the Issue Price is finalised by the Company, in consultation with the BRLMs. The prospectus filed with the RoC after the Pricing Date containing, inter alia, the Issue Price that is determined at the end of the Book Building Process, the size of the Issue and certain other information. As defined under the SEBI Guidelines and means public financial institutions as defined in Section 4A of the Companies Act, scheduled commercial banks, mutual funds, FIIs registered with SEBI, multilateral and bilateral development financial institutions, venture capital funds registered with SEBI,

iv

Term

QIB Margin Amount QIB Portion Refund Account Refund Bank Registrar or Registrar to the Issue Retail Individual Bidders Retail Portion Revision Form RHP or Red Herring Prospectus

Description foreign venture capital investors registered with SEBI, state industrial development corporations, insurance companies registered with the Insurance Regulatory and Development Authority, provident funds with minimum corpus of Rs.250 million and pension funds with minimum corpus of Rs.250 million. An amount representing at least 10% of the Bid Amount and the amount QIBs are required to pay at the time of submitting a Bid. The portion of the Issue being at least 60% of the Issue consisting of [] Equity Shares, to be allotted to QIBs on a proportionate basis. An account opened with the Refund Bank, from which refunds of the whole or part of the Bid Amount, if any, shall be made. []. Karvy Computershare Private Limited. Bidders (including HUFs) who have bid for Equity Shares of an amount less than or equal to Rs.100,000. The portion of the Issue being not less than 30% of the Issue consisting of [] Equity Shares, available for allocation to Retail Individual Bidder(s), subject to valid Bids being received at or above the Issue Price. The form used by the Bidders to modify the quantity of Equity Shares or the Bid price in any of their Bid-cum-Application Forms or any previous Revision Form(s). The red herring prospectus dated [] issued in accordance with Section 60B of the Companies Act, which does not have complete particulars of the price at which the Equity Shares are offered and the size of the Issue. The Red Herring Prospectus will be filed with the RoC at least three days before the Bid/Issue Opening Date and will become a Prospectus upon filing with the RoC after the Pricing Date. The Registrar of Companies, Delhi & Haryana, located at New Delhi. Real Time Gross Settlement. The Securities Contracts (Regulation) Act, 1956, as amended. The Securities Contracts (Regulation) Rules, 1957, as amended. The Securities and Exchange Board of India constituted under the SEBI Act. The Securities and Exchange Board of India Act, 1992, as amended. The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999, as amended. The SEBI (Disclosure and Investor Protection) Guidelines, 2000, as amended. The BSE and the NSE. The agreement to be entered into between the Company and the Syndicate, in relation to the collection of Bids in this Issue. []. The BRLMs and the Syndicate Members. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 1997, as amended. The slip or document issued by any of the members of the Syndicate to a Bidder as proof of registration of the Bid. Generally accepted accounting principles in the United States of America. The BRLMs and the Syndicate Members. The agreement between the Underwriters and the Company to be entered into on or after the Pricing Date. Venture Capital Funds (as defined under the Securities and Exchange Board of India (Venture Capital Fund) Regulations, 1996, as amended) registered with SEBI.

RoC RTGS SCRA SCRR SEBI SEBI Act SEBI ESOP Guidelines SEBI Guidelines Stock Exchanges Syndicate Agreement Syndicate Member[s] Syndicate or members of the Syndicate Takeover Code TRS or Transaction Registration Slip U.S. GAAP Underwriters Underwriting Agreement VCFs

Industry Related Terms Term AAI Acre or acre Description Airports Authority of India. Equals 43,560 Sq. ft.

Term EDC FSI Gunta IDC IDW LoI MoU NCR SBA SEZ Sq. ft. Sq. mt. Tier I Tier II Other Abbreviations/Terms Term A/c AS CAGR CARE CCTV CRM Customs Act DIPP EGM EPS ERP FCNR Account FDI FIPB GDP GoI or Government HUF ICRA IPO IT I.T. Act ITES I.T. Rules NAV NRE Account NRO Account p.a. P/E Ratio PAN PLR RBI RoNW Rs. SICA SEZ Act U.A.E. or UAE

Description External development charges. Floor Space Index, which is the ratio of the combined gross floor area of all floors of the buildings on a certain plot of land to the total area of the plot. Equals 1,089 Sq. ft. Internal development charges. Internal development works. Letter of Intent. Memorandum of Understanding. National Capital Region of Delhi. Super Built up Area. Special Economic Zone. Square Feet. Square Metre. Cities in India with a population exceeding 5 million. Cities in India with a population between 2 to 5 million.

Description Account. Accounting Standards as issued by the Institute of Chartered Accountants of India. Compound Annual Growth Rate. Credit Analysis and Research Limited, a credit rating agency in India. Closed circuit television. Customer relationship management. The Customs Act, 1962, as amended. The Department of Industrial Policy and Promotion, Ministry of Commerce and Industry, Government of India. Extraordinary general meeting. Earnings per share, i.e., profit after tax for a Fiscal/period divided by the weighted average number of equity shares/potential equity shares during that Fiscal/period. Enterprise resource planning. Foreign Currency Non-Resident Account. Foreign Direct Investment. The Foreign Investment Promotion Board of the Government of India. Gross Domestic Product. Government of India. Hindu Undivided Family. ICRA Limited, a credit rating agency in India. Initial Public Offering. Information Technology. The Income Tax Act, 1961, as amended. Information technology enabled services. The Income Tax Rules, 1962, as amended. Net Asset Value. Non-Resident External Account. Non-Resident Ordinary Account. Per annum. Price/Earnings Ratio. Permanent Account Number. Prime Lending Rate. The Reserve Bank of India. Return on Net Worth. Indian Rupees. The Sick Industries Companies (Special Provisions) Act, 1985, as amended. Special Economic Zones Act, 2005, as amended. The United Arab Emirates.

vi

Term U.K. U.S., US or USA

Description The United Kingdom of Great Britain and Northern Ireland. The United States of America.

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PRESENTATION OF FINANCIAL, INDUSTRY AND MARKET DATA Financial Data The financial data in this Draft Red Herring Prospectus is derived from the Companys restated consolidated financial statements, as of and for the fiscal year ended March 31, 2007 and the three months ended June 30, 2007, prepared in accordance with Indian GAAP, the Companies Act and restated in accordance with the SEBI Guidelines and, for the period prior to April 1, 2006, since the Company was a standalone entity without Subsidiaries, from the restated unconsolidated financial statements of the Company for the period commencing from February 18, 2005, the date of incorporation of the Company, until March 31, 2006, prepared in accordance with Indian GAAP, the Companies Act and restated in accordance with the SEBI Guidelines. The Companys fiscal year commences on April 1 and ends on March 31, so all references to a particular fiscal year are to the twelve-month period ended March 31 of that year, other than with respect to the Companys financial statements for fiscal 2006, which are for a period of approximately thirteen months, commencing from February 18, 2005, the date of its incorporation, and ending on March 31, 2006. In this Draft Red Herring Prospectus, any discrepancies in any table between the total and the sums of the amounts listed are due to rounding off. There are significant differences between Indian GAAP and U.S. GAAP; accordingly, the degree to which the Indian GAAP financial statements (consolidated or unconsolidated) included in this Draft Red Herring Prospectus will provide meaningful information is entirely dependent on the readers level of familiarity with Indian accounting practices, Indian GAAP, the Companies Act and the SEBI Guidelines. Any reliance by persons not familiar with Indian accounting practices, Indian GAAP, the Companies Act and the SEBI Guidelines on the financial disclosures presented in this Draft Red Herring Prospectus should accordingly be limited. The Company has not attempted to quantify those differences or their impact on the financial data included herein, and you should consult your own advisors regarding such differences and their impact on our financial data. For more information on these differences, see the section Summary of Significant Differences between Indian GAAP and U.S. GAAP beginning on page 576 of this Draft Red Herring Prospectus. Unless otherwise specified or if the context otherwise requires, all references to India in this Draft Red Herring Prospectus are to the Republic of India, together with its territories and possessions, all references to the US or the USA or the United States or the U.S. are to the United States of America, together with its territories and possessions and all references to U.A.E. or UAE are to the United Arab Emirates, together with its territories and possessions. Currency of Presentation and Exchange Rates All references to Rupees or Rs. or INR are to Indian Rupees, the official currency of the Republic of India. All references to $, US$, USD, U.S.$, U.S. Dollar(s) or US Dollar(s) are to United States Dollars, the official currency of the United States of America; all references to AED or U.A.E. Dirham or DH or Dhs are to United Arab Emirates Dirham, the official currency of United Arab Emirates; all references to CY or CYP are to Cyprus Pound, the official currency of Cyprus; and all references to SGD are to Singapore Dollar, the official currency of Singapore. This Draft Red Herring Prospectus contains translations of certain U.S. Dollar and other currency amounts into Indian Rupees (and certain Indian Rupee amounts into U.S. Dollars and other currency amounts). These have been presented solely to comply with the requirements of Clause 6.9.7.1 of the SEBI Guidelines. These translations should not be construed as a representation that such Indian Rupee or U.S. Dollar or other currencies could have been, or could be, converted into Indian Rupees, as the case may be, at any particular rate or at all. Unless otherwise specified, all currency translations provided herein have been made based on the exchange rates specified by www.bloomberg.com. Industry and Market Data Unless stated otherwise, industry data used in this Draft Red Herring Prospectus has been obtained from industry publications. Industry publications generally state that the information contained in those publications has been obtained from sources believed to be reliable but that their accuracy and

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completeness are not guaranteed and their reliability cannot be assured. Although we believe that the industry data used in this Draft Red Herring Prospectus is reliable, it has not been verified by any independent source. In this Draft Red Herring Prospectus, we have used market and industry data prepared by consultants and government organisations such as CRIS INFAC, NCAER, HVS International, Cushman & Wakefield (India) Private Limited, Jones Lang LaSalle, and Centre for Monitoring Indian Economy, some of whom we have also retained or may retain and compensate for various engagements in the ordinary course of business. Further, the extent to which the market data presented in this Draft Red Herring Prospectus is meaningful depends on the readers familiarity with and understanding of the methodologies used in compiling such data. There are no standard data gathering methodologies in the industry in which we conduct our business, and methodologies and assumptions may vary widely among different industry sources.

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FORWARD-LOOKING STATEMENTS This Draft Red Herring Prospectus contains certain forward looking statements. These forward looking statements can generally be identified by words or phrases such as will, shall, aim, will likely result, believe, expect, will continue, anticipate, estimate, intend, plan, contemplate, seek to, future, objective, goal, project, should, will pursue and similar expressions or variations of such expressions. Similarly, statements that describe our objectives, strategies, plans or goals are also forward-looking statements. All forward looking statements are subject to risks, uncertainties and assumptions about us that could cause actual results to differ materially from those contemplated by the relevant forward-looking statement. Important factors that could cause actual results to differ materially from the Companys expectations include, among others: our ability to manage our growth effectively; our ability to compete effectively, particularly in regional markets; the performance of the real estate market and the availability of real estate financing in India; our ability to replenish our Land Reserves and identify suitable sites at reasonable cost; impairment of our title to land; our ability to procure contiguous parcels of land; our ability to obtain permits or approvals in time or at all; our ability to identify suitable projects; our ability to develop all of our Land Reserves; financial stability of our commercial, retail and hotel tenants as well as our prospective tenants or customers; risks associated with using services of third parties; our ability to build malls in appropriate locations and attract suitable retailers and customers; our ability to anticipate and respond to customer requirements; raw material costs and shortages; changes in government policies, laws, regulations and regulatory actions that apply to or affect our business; our ability to continue to benefit from our relationship with our Promoters; our dependence on our senior management and key personnel; our ability to successfully implement our strategy and our growth and expansion plans; contingent liabilities, environmental problems and uninsured losses; failure in our IT systems; the continued availability of applicable tax benefits; the extent to which our projects qualify for percentage of completion revenue recognition; possible conflicts of interest with the Promoters, the Promoter Group and other related parties; the outcome of legal or regulatory proceedings that we are or might become involved in; general economic and business conditions in India; and changes in political conditions and regulatory framework in India.

For a further discussion of factors that could cause our actual results to differ, see the sections Risk Factors, Business and Managements Discussion and Analysis of Financial Condition and Results of Operations beginning on pages xi, 59 and 563, respectively, of this Draft Red Herring Prospectus. By their nature, certain market risk disclosures are only estimates and could be materially different from what actually occurs in the future. As a result, actual future gains or losses could materially differ from those that have been estimated. Forward looking statements speak only as of the date of this Draft Red Herring prospectus. Neither the Company, its Directors and officers, any Underwriter, nor any of their respective affiliates or associates has any obligation to update or otherwise revise any statements reflecting circumstances arising after the date hereof or to reflect the occurrence of underlying events, even if the underlying assumptions do not come to fruition. In accordance with SEBI requirements, the Company and the BRLMs will ensure that investors in India are informed of material developments until such time as the grant of final listing and trading permission by the Stock Exchanges for the Equity Shares allotted pursuant to the Issue.

SECTION II: RISK FACTORS RISK FACTORS An investment in our Equity Shares involves a high degree of risk. You should carefully consider all the information in this Draft Red Herring Prospectus, including the risks and uncertainties described below, before making an investment in our Equity Shares. If any or some combination of the following risks actually occur, our business, prospects, financial condition, results of operations and the value of our properties could suffer, the trading price of our Equity Shares could decline and you may lose all or part of your investment. We have described the risks and uncertainties that our management believes are material, but these risks and uncertainties may not be the only ones we face. Additional risks and uncertainties, including those we are not aware of or deem immaterial, may also result in decreased revenues, increased expenses or other events that could result in a decline in the value of the Equity Shares. The numbering of the risk factors has been done to facilitate ease of reading and reference and does not in any manner indicate the importance of one risk factor over another. Internal Risk Factors Risks relating to the Company 1. Emaar MGF is a recently formed company with a limited operating history and therefore investors will only have limited past results on which to base their assessment of us. We were incorporated on February 18, 2005 and have financial statements for only two completed fiscal years and for the three months ended June 30, 2007 which are included in the Draft Red Herring Prospectus. As a result of our short operating history, we do not have any completed projects and prospective investors will have limited information with which to evaluate the quality of our projects and our current or future prospects and on which to base their investment decision. Companies in their initial stages of development present substantial business and financial risks and may present much higher investment risk. We have incurred operating losses in our first two fiscal years of operation. We anticipate that we will have limited revenue in the immediate future and as a result our operating losses may continue in the short term. There can be no assurance that we will achieve and sustain profitability in the near future. 2. If we are unable to manage our growth effectively, our business and financial results will be adversely affected. We are a new company and are embarking on a growth strategy, which involves an expansion of our current business lines as well as a diversification into new business areas such as education, healthcare and infrastructure development. As a new company with limited prior experience in the real estate sector, our proposed expansion and diversification will place significant demands on our management as well as our financial, accounting and operating systems. In order to manage growth effectively, we must implement and improve operational systems, procedures and controls on a timely basis, which, as we grow and diversify, we may not be able to implement, manage or execute our projects efficiently in a timely manner or at all, which could result in delays, increased costs and diminished quality and may adversely affect our results of operations and our reputation. If we are unable to manage our growth effectively, our business and financial results will be adversely affected. 3. Our revenues and profits will be difficult to predict and can vary significantly across periods, which could cause the price of our Equity Shares to fluctuate. Under our current business model, revenues and profits are expected to be derived primarily from the sale or leasing of residential, commercial, retail and hospitality properties. While rental and hospitality income can be relatively stable it will reduce our cash flows in the short term and increase the number of periods over which cash would be recovered from such a project, revenues from sales are dependent on various factors such as the size of our developments, the extent to which they qualify for percentage of completion treatment (see the section headed Managements Discussion & Analysis of Financial

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Condition and Results of Operations beginning on page 563 of this Draft Red Herring Prospectus) under our revenue recognition policies, the rights of lessors or third parties that could impair our ability to sell or lease properties and general market conditions. In addition, the anticipated completion dates for our projects, including those set forth in this Draft Red Herring Prospectus, are estimates based on current management expectations and could change significantly, thereby affecting the timing of our sales or lease commencement dates. The combination of any of these factors may result in significant variations in our revenues and profits across periods. Therefore, we believe that period-to-period comparisons of our results of operations will not necessarily be meaningful and should not be relied upon as indicative of our performance. If in the future our results of operations are below market expectations, the price of our Equity Shares could decline. 4. We benefit from our relationship with Emaar and MGF and our business and growth prospects may decline if we cannot benefit from this relationship in the future. We benefit from our relationship with Emaar and MGF in many ways. We have access to Emaars brand name, development expertise and international experience. We also seek to benefit from MGFs local knowledge and capabilities. Given our relationship with Emaar we have been able, and intend to continue, to use Hamptons Group Limited, which is a global property sales, management and development services company, to sell and market our properties in U.K. and other markets. We have entered into arrangements with Emaar Hills Township Private Limited and Boulder Hills Leisure Private Limited, subsidiaries of Emaar, pursuant to which we have agreed to develop an integrated master planned community called Boulder Hills in Hyderabad. We also have sole and joint development arrangements with other partners and proportionate interests in lands owned indirectly by the Company. Our future success is influenced, in part, by our continued relationship with Emaar and MGF. We cannot assure you that we will be able to continue to avail of benefits from this relationship in the future. If we lose the current benefits of our relationship, our business and growth prospects may decline and our financial condition and results of operations may be adversely affected. 5. We will continue to be controlled by our Promoters and certain Promoter Group entities after the completion of the Issue. One of our investor will continue to have certain rights after the completion of the Issue. After the completion of the Issue, our Promoters along with certain Promoter Group entities will control, directly or indirectly, approximately 85.7 per cent of our outstanding Equity Shares. Our Articles of Association and Joint Venture Agreement dated December 18, 2004, as amended, among Emaar, MGF and Sareen Estates Private Limited (the Emaar MGF Joint Venture Agreement) confer certain rights on our Promoters, Emaar and MGF, relating to the governance of the Company. Each of Emaar Mauritius and MGF has the right to appoint three Directors on the Board, MGF has the right to appoint and remove the Managing Director and the Chief Executive Officer of the Company and Emaar Mauritius has the right to appoint and remove the Chairman of the Board (who has a tie casting vote) and the Chief Financial Officer of the Company. In addition, our Articles of Association provide that any decision of the Board in favour of a resolution requires the affirmative vote of at least one nominee Director of each of Emaar Mauritius and MGF. As a result, our Promoters will continue to exercise significant control over us, including being able to control the composition of our Board and determine matters requiring shareholder approval or approval of our Board. Our Promoters may take or block actions with respect to our business, which may conflict with our interests or the interests of our minority shareholders. By exercising their control, our Promoters could delay, defer or cause a change of our control or a change in our capital structure, delay, defer or cause a merger, consolidation, takeover or other business combination involving us, discourage or encourage a potential acquirer from making a tender offer or otherwise attempting to obtain control of us. Pursuant to an investment agreement, one of our investor, Citigroup Venture Capital International Ebene Limited will continue to have certain rights after the completion of the Issue, such as registration rights in case of an overseas listing, and a restriction on certain activities that the Company may engage in.

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For further information, see the sections History and Certain Corporate Matters and Main Provisions of the Articles of Association beginning on pages 96 and 697, respectively, of this Draft Red Herring Prospectus. 6. There may be possible conflicts of interest between us and our Promoters or the entities forming part of our Promoter Group or with entities in which our Directors are interested. As per the Emaar MGF Joint Venture Agreement and our Articles of Association, Emaar and MGF have agreed that all FDI compliant real estate development projects in India will be undertaken solely by Emaar MGF. The Emaar MGF Joint Venture Agreement and our Articles of Association further specify that each of Emaar and MGF will direct to us any opportunity received by them relating to the real estate business and will not permit or authorise any of their respective subsidiaries, affiliates or other associated companies to compete with us in connection with the real estate business. However, MGF Group is free to undertake any non-FDI compliant projects independently. While we do not believe that this will impact our business adversely, it may impact the time and resources that MGF Group spends on our business. Risks relating to the Indian real estate market and competition 7. As a new entrant to the Indian market, we may not be able to compete effectively, particularly in regional markets. We are a recent entrant into the Indian real estate market and our performance is heavily dependent on our ability to buy suitable land at reasonable prices and compete against more established and regionally strong developers at a time when awareness of our brand is still growing. We face significant competition from other more established real estate developers, many of whom undertake similar projects within the same regional markets as us and are better known in the market. Given the fragmented nature of the real estate development industry, we often do not have complete information about the projects our competitors are developing and accordingly we may underestimate supply in the market. Our business plan is to expand across India using geographic diversity to spread our exposure to regional demand cycles. In seeking to do this, we face the risk that some of our competitors, who are also engaged in real estate development but with a particular regional focus, may be better known in some of our target markets, enjoy better relationships with landowners in that region, gain early access to information regarding attractive parcels of land and consequently be better placed to acquire such land. Increasing competition in our residential, commercial and retail businesses could result in price and supply volatility, which could cause our business lines to suffer. Competitors may, whether through consolidation or growth, present more credible integrated and/or lower cost alternatives to our projects. There can be no assurance that we may compete effectively with our competitors in the future and failure to compete effectively may have an adverse effect on our business, financial condition and results of operations. In our existing businesses, our competitors include real estate companies such as DLF Limited, Unitech Limited and Ansal Properties Limited. 8. Our business is heavily dependent on the performance of the real estate market and the availability of real estate financing in India. Our business is heavily dependent on the performance of the real estate market in India, particularly in the regions in which we operate, and could be adversely affected if market conditions deteriorate. Real estate projects involve a substantial amount of time and capital to develop, and we could incur losses if we purchase land at high prices and we have to dispose of our developed projects on unfavourable terms. The real estate market is significantly affected by various factors including changes in government policies, economic conditions, growth and expansion plans of domestic and foreign businesses, demographic trends, employment and income levels and interest rates, among other factors. These factors can affect the demand for and valuation of both our projects under development and our planned projects. Further, the real estate market, both for land and developed properties is relatively illiquid, as a result of factors such as high transaction costs and time lag for completed developments, which may limit our ability to respond promptly to market events. The price increases experienced in the Indian real estate market over the past three years are likely to be unsustainable. Lower interest rates on financing from Indias retail banks and housing finance companies, particularly for residential real estate, and favourable tax treatment of loans, have helped

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fuel the recent growth of the Indian real estate market. However, India has experienced rising interest rates over the last two fiscal years, with the RBI repo rate rising from 6.5 per cent as of July 31, 2006 to 7.75 per cent as of July 31, 2007. Rising interest rates or reduced affordability of mortgage finance could discourage customers, particularly customers for our residential properties, from borrowing to finance real estate purchases and could adversely impact the real estate market. The interest rate at which our customers borrow funds affects the affordability of, and hence the market demand for, our residential real estate developments. Additionally, stricter provisioning and risk weightage norms imposed by the RBI in relation to real estate loans by banks and housing finance companies could reduce the attractiveness and availability of property or developer financing and the RBI or the Government of India may take further measures designed to reduce or having the effect of reducing credit to the real estate sector. Our business could be adversely affected if the demand for, or supply of, real estate financing at attractive rates or terms were to diminish or cease to exist. 9. We may not be able to add to or replenish our Land Reserves by acquiring suitable sites at reasonable cost which may adversely affect our business and prospects. In order to maintain and grow our business, we will be required to continuously increase our Land Reserves with new sites for development. Our ability to identify and acquire suitable sites is dependent on a number of factors that are beyond our control. These factors include the availability of suitable land, the willingness of landowners to sell land and/or assign development rights on terms attractive to us, the ability to obtain an agreement to sell from all the owners where land has multiple owners, the availability and cost of financing, encumbrances on targeted land, government directives on land use and the obtaining of permits and approvals for land acquisition and development. The failure to acquire or obtain development rights over targeted or purchased land may cause us to modify, delay or abandon entire projects, which in turn could cause our business to be adversely affected. Further information on our Land Reserves is contained in Our Business Description of our Business Land Reserves on page 66 of this Draft Red Herring Prospectus. In addition, land acquisition in India has historically been subject to regulatory restrictions on foreign investment. These restrictions are gradually being relaxed and, combined with the aggressive growth strategies and financing plans of real estate development companies as well as real estate investment funds in the country, this is in some cases making suitable land increasingly expensive. If we are unable to compete effectively in the acquisition of suitable land, our business and prospects will be adversely affected. 10. We face uncertainty of title to our lands. The difficulty of obtaining title guarantees in India means that title records provide only for presumptive rather than guaranteed title. The title to these lands is often fragmented. Some of these lands may have irregularities of title, such as non-execution or non-registration of conveyance deeds and inadequate stamping and may be subject to encumbrances of which we may not be aware. For most of our land we have not yet completed the mutation process, which is the process by which our name is reflected in the local authority revenue records as owner of the land, and/or obtained non-encumbrance certificates from relevant authorities. In addition, our projects may be executed in collaboration with third parties. In some of these projects, the land may be owned by one or more of such third parties. In such instances, we cannot assure you that the persons with whom we enter into collaboration agreements have clear title to such lands. While we conduct due diligence and assessment exercises prior to acquiring land, we may not be able to assess or identify all risks and liabilities associated with the land, such as faulty or disputed title, unregistered encumbrances or adverse possession rights. Most of our land is located in areas where the vernacular languages, such as Gurmukhi, are the principal languages used in the sale deed documentation and registration process, and we rely on local expertise in our due diligence and documentation. As a result, not all of our lands may have guaranteed title or title that has been independently verified. The uncertainty of title to land makes the acquisition and development process more complicated, may impede the transfer of title, expose us to legal disputes, adversely affecting our land valuations and our business and financial condition. Legal disputes in respect of land title can take several years and considerable expense to resolve if they become the subject of court proceedings. The outcome of such legal proceedings can be uncertain. If

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we, or the owners of the land which is the subject of our development agreements, are unable to resolve such legal disputes or title defects, we may lose our interest in the land. Our ability to develop such land may be impaired pending the resolution of such dispute. The failure to obtain good title to a particular plot of land may prejudice the success of a development for which that plot is a critical part and may require us to write off expenditures in respect of the development. 11. It is often impracticable to obtain legal opinions in respect of land title in India and we have not obtained title opinions for a portion of our land comprising our Land Reserves. There may be a number of uncertainties relating to land title in India including, among other things, difficulties in obtaining title guarantees and fragmented or defective title (see We face uncertainty of title to our lands on page xiv). While we seek to retain lawyers to conduct due diligence and assessment exercises and issue title search reports prior to acquiring land, entering into joint or sole development agreements with land owners, and undertaking projects, it is impracticable for counsel to give legal opinions satisfying various technical legal requirements which arise out of court decisions because of the uncertainties discussed above. Prospective investors should note that neither legal counsel to the Issuer nor to the Underwriters is providing opinions in respect of title to our Land Reserves. Additionally, title insurance is not commercially available in India to guarantee title or development rights in respect of land. The absence of title insurance in India means that we face a risk of loss of land we believe we own or have development rights over, which would have an adverse effect on our business, financial condition and results of operations. For details on the Land Reserves, see Our Business Description of our Business Land Reserves on page 66. 12. Our inability to procure contiguous parcels of land may affect our future development activities. We seek to acquire parcels of land and development rights over parcels of land in various locations, over a period of time, for future development. In some cases, these parcels of land may be consolidated to form a contiguous landmass, upon which we can undertake development. However, we may not be able to procure such parcels of land at cost effective prices or on other terms that are acceptable to us or at all, which may affect our ability to consolidate parcels of land into a contiguous mass. Failure to acquire such parcels of land may cause delays or force us to abandon or modify the development of the land in such locations, which may further result in us failing to realise our investment for acquiring such parcels of land. Accordingly, our inability to procure contiguous parcels of land or enter into development agreements with the land owners may adversely affect our business prospects, financial condition and results of operations. 13. We enter into MoUs, agreements to purchase and similar agreements with third parties to acquire land or development rights which entails certain risks. We enter into MoUs, agreements to purchase and similar agreements with third parties to acquire title or land development rights with respect to certain land. Since we do not acquire ownership or land development rights with respect to such land upon the execution of such MoUs, formal transfer of title or land development rights with respect to such land is completed after we have conducted satisfactory due diligence and/or requisite governmental consents and approvals have been obtained and/or we have paid all of the consideration for such land. As a result, we are subject to the risk that pending such consents and approvals, payment of considerations or our due diligence, sellers may transfer the land to other purchasers or that we may never acquire formal title or land development rights with respect to such land, which could have an adverse impact on our business. Of our total Land Reserves of 542.0 million square feet of Saleable Area, we have entered into MoUs and agreements to purchase and similar agreements with third parties to acquire land or land development rights in respect of 39 million square feet, representing 7.16 per cent of our total Saleable Area. For further details in relation to our Land Reserves, see the section Business Description of Our Business Land Reserves on page 66 of this Draft Red Herring Prospectus. We also make partial payments to third parties to acquire certain land or land development rights which we may be unable to recover under certain circumstances. We cannot assure you that the acquisition of such land or land development rights will be completed in a timely manner, at the intended cost, or at all. In the event that we are unable to acquire such land or land development rights, we may be unable to recover the partial payment made by us with respect to that land. Our inability to acquire such land or land development rights, or if we fail to recover the partial payment made by us with respect to such land, may adversely affect our business, financial condition and results of operation.

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Further, certain third parties with whom we have entered into such agreements may not have ownership rights or clear title over such land or may have created encumbrances over such land or have litigation pending with respect to such lands or may have to comply with certain conditions before the title to such land or land development rights may be conveyed to us. Until ownerships rights or clear title has been obtained, litigation is settled, such conditions have been complied with or a judgment has been obtained by a court of competent jurisdiction, we may be unable to utilise such lands according to the terms of such agreements which could adversely affect our business, financial condition and results of operations. 14. We currently undertake and in the future will undertake certain projects by entering into development agreements with third parties, which may entail certain risks. We engage in certain projects by entering into development agreements with third parties that own title to land or are in the process of obtaining title to land and we, by virtue of a development agreement, acquire development rights to such land. Certain parties granting us development rights have not yet acquired ownership rights or clear title in respect of land that we have categorised as part of our Land Reserves. As of August 31, 2007, such land comprised in the aggregate approximately 2,050 acres, representing approximately 17% of our Land Reserves and includes for example (i) land in Punjab and Delhi where the parties granting us development rights have beneficial interest over land through arrangements or agreements, including land pooling schemes, and (ii) land in Pune where the party granting us development rights is the registered owner in respect of only 225 acres of land of the total area of 520 acres and has entered into MoUs/agreements to sell and purchase or is in negotiations with the owners of land to acquire the remaining land. Parties granting us development rights may also have litigation pending with respect to such lands. We cannot assure you that the third parties with whom we have entered into such agreements will be successful is acquiring ownership rights or clear title to such land. If such irregularities exist in respect of land over which we have joint or sole development rights, we may not be able to develop and/or acquire such land, which could have an adverse effect on our financial condition and results of operations. Further, we are generally required to obtain approvals and licenses in respect of the project under development and complete the project within a specified period of time, failing which the agreement may be terminated and/or our security deposit may be forfeited and/or we may be required to pay compensation and/or liquidated damages. We generally bear the costs of development of the land, including payments in respect of license fees, obtaining and/or renewing licenses, change of land use and other expenses relating to sanctioning of plans and completion. Upon the completion of the development, we are entitled to acquire (i) right, title and interest over 100% of the total developed area of the land or (ii) right, title and interest over a specified proportion (not all) of the total developed area of the land or a specified portion of the gross or net revenue generated from the developed project. In certain agreements, our development rights or entitlement to a specified proportion of the revenue generated from the project is for a specified period of time. For example, in Andhra Pradesh, under an assignment agreement dated November 3, 2006, our rights over 235 acres of land to be developed as a golf course are for a term of 66 years after which the developed project reverts back to Andhra Pradesh Industrial Infrastructure Corporation Limited, the lessor of the land. In certain agreements, we are not entitled to assign the agreement in favour of our associates or Subsidiaries unless the written consent of the entity granting us development rights is obtained. We also sometimes enter into joint development agreements pursuant to which we share the development rights with our joint development partner. If a joint developer fails to perform its obligations in a satisfactory manner, the joint partnership may be unable to successfully complete the intended project on the intended timetable, at the intended cost, or at all. Further, such parties may have business interests or goals that are inconsistent with ours, such that disputes may arise which could cause delays in completion, or the complete abandonment, of the project. For a detailed description of our Land Reserves, see Our Business Description of our Business Land Reserves on page 66.

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15. Most of our projects are in the preliminary stages of planning and require approvals or permits and we are required to fulfil certain conditions precedent in respect of some of them. Our plans in relation to a significant number of our intended projects in our four business lines (residential, commercial, retail and hospitality) and other initiatives (healthcare, education and infrastructure) have yet to be finalised and approved. We require statutory and regulatory approvals and permits and applications need to be made at appropriate stages for us to successfully execute each of these projects. For example, we are required to obtain requisite environmental consents, fire safety clearances, no-objection from the Airport Authority of India and the commencement, completion and occupation certificates from the competent governmental authorities. Of our total Land Reserves of 12,544 acres, approximately 83 per cent comprises agricultural land for which we and our joint development partners have not yet obtained a certificate of change of land use. We are currently in the process of converting another 10 per cent of our total Land Reserves into non-agricultural land for which applications are pending with relevant authorities. Further, we are required to renew certain of our existing approvals. While we believe we will obtain approvals or renewals as may be required, there cannot be any assurance that the relevant authorities will issue any such approvals or renewals in the anticipated time frames or at all. Any delay or failure to obtain the required approvals or renewals in accordance with our project plans may adversely effect our ability to implement our planned projects and adversely affect our business and prospects. Further, some approvals and/or renewals for projects under joint development have been obtained or applied for by our joint development partners and/or owners of the land and such approvals and/or renewals have not been transferred in our name. We cannot assure you that our joint development partners will obtain such approvals and/or renewals, in a timely manner, or at all. Approximately 83 per cent of our total Land Reserves comprises land for which we or our joint development partners have not yet obtained a certificate for change of land use from agricultural use. The procedure for obtaining a certificate for change of land use varies from state to state. However, the procedure typically followed includes the filing of an application (along with the requisite documents) in a prescribed format with the relevant authority for obtaining a change of land use permission/certificate. Such application is considered by the relevant authority on the basis of criteria established in the relevant zoning regulations for the development of such land. A decision is communicated by the relevant authority within a prescribed period from the date of submission of the application. The applicant is also required to pay fees for a certificate of change of land use, which may vary from state to state. Moreover, there can be no assurance that we or our joint development partners will not encounter material difficulties in fulfilling any conditions precedent to the approvals or renewals. For example, our licenses in respect of certain group housing projects in Punjab require us to construct residential units/develop plots for economically weaker sections on specified area of land. The sale, including the sale price, of such units/plots is to be determined by the government. Further, we may not be able to adapt to new laws, regulations or policies that may come into effect from time to time with respect to the real estate industry in general or the particular processes with respect to the granting of approvals. For more information, see the section Government/Other Approvals beginning on page 636 of this Draft Red Herring Prospectus. 16. The government may exercise rights of compulsory purchase or eminent domain in respect of our lands. Like other real estate development companies in India, we are subject to the risk that central or state governments in India may exercise rights of eminent domain, or compulsory purchase in respect of lands. The Land Acquisition Act, 1894 allows the central and state governments to exercise rights of compulsory purchase, or eminent domain, which, if used in respect of our land, could require us to relinquish land with minimal compensation. The likelihood of such actions may increase as the central and state governments seek to acquire land for the development of infrastructure projects such as roads, airports and railways. Any such action in respect of one or more of our major current or proposed developments could adversely affect our business. 17. We may not be successful in identifying suitable projects both in terms of the type and location of our projects, which may impede our growth.

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Our ability to identify suitable projects is fundamental to our business and involves certain risks, including identifying and acquiring appropriate land or development rights over appropriate land, appealing to the tastes of residential customers, understanding and responding to the requirements of commercial clients and anticipating the changing retail and hospitality trends in India. In identifying new projects, we also need to take into account land use regulations, the lands proximity to urban infrastructure and civic amenities such as transport links, water and electricity. We may not be successful in identifying suitable projects that meet future market demand. The failure to identify suitable projects, build or develop saleable or lettable properties or meet customer demand in a timely manner could result in lost or reduced profits. In addition, it could reduce the number of projects we undertake and impede our growth. 18. Our Land Reserves may be affected by a change in approved land use in urban master plan areas. We believe that most of our Land Reserves are located in government approved urban master plan areas and it has been and will continue to be our policy to purchase land in such areas in order to mitigate the risk that Land Reserves be recharacterised to their original use. However, there remains the possibility that, even in government approved urban master plan areas, designation and characterisation of land as commercial, residential or otherwise may change. If we are unable to use the land for the development for which the land was purchased, we may be required to modify, delay or abandon elements of that development or the development project in its entirety, which could have an adverse effect on the relevant project and as such our business. 19. We may not be able to develop all of our Land Reserves. We have Land Reserves in various regions across India. As of August 31, 2007, these Land Reserves amounted to 12,544 acres with an aggregate estimated Saleable Area of 542.0 million square feet of which over 17.0 million square feet is under development. For a detailed description and tabular information of our Land Reserves, see Our Business Description of our Business Land Reserves on page 66. Our ability to develop our Land Reserves and generate the estimated Developable Area is subject to a number of risks and contingencies, some of which are summarized below: the title to the lands we own may be defective or could be challenged; the MoUs and agreements to purchase and/or develop land may expire, and we may not be able to renew the agreements that have expired; we may not receive the lands that are supposed to be allocated to us by government authorities, whether as a result of political factors or otherwise; and we may not receive the expected benefits of the sole or joint development rights we have been granted.

Some of these risks are discussed in greater detail below. If any of these risks materialize, we may not be able to develop our Land Reserves and generate developed area in the manner we currently contemplate, which could have a material adverse effect on our business, results of operations and financial condition. 20. The success of our residential property business is dependent on our ability to anticipate and respond to consumer requirements. The growing disposable income of Indias middle and upper income classes, together with changes in lifestyle, has resulted in a substantial change in the nature of their demands. Increasingly, consumers are seeking better housing and better amenities such as schools, retail areas, health clubs and parks in new residential developments. In our residential business line our focus is on developing integrated master planned communities in the mid to luxury segment in which we design, build and sell a wide range of properties including villas, townhouses and apartments of varying sizes. By integrated master

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planned communities, we mean that we include healthcare, developments that have one or more community facilities, including hospitals, schools, retail and commercial buildings, enabling a live, work and play theme within the same development. These sorts of amenities have historically been uncommon in Indias residential real estate market and if we fail to anticipate and respond to consumer requirements, we could lose potential customers to competitors, which in turn could adversely affect our business and prospects. 21. The success of our retail strategy depends on our ability to build malls in appropriate locations and attract suitable retailers and customers. The success of our retail real estate business depends on our ability to recognise and respond to the changing trends in Indias retail sector and position ourselves in attractive locations. We believe that in order to draw consumers away from traditional shopping environments such as small local retail stores or markets as well as from competing malls, we need to create demand for our malls where customers can take advantage of a variety of retail options and amenities. We also must secure suitable anchor tenants and other retailers as they play a key role in generating customer traffic. There can be no assurance, however, that our anchor tenants will attract or draw potential customers to enter into our malls. With the likely entry of major international retail companies into India and the establishment of competing retail operations, there will be an increasing need to attract and retain major anchor tenants and other retailers who can successfully compete with the growing presence of large international retailers. A decline in retail spending or a decrease in the popularity of the retailers businesses could cause retailers to cease operations or experience significant financial difficulties that in turn could harm our ability to continue to attract successful retailers and visitors to our malls. 22. Our plans to develop hotels are subject to a number of contingencies and may not be successful. As part of our growth strategy, we intend to use our existing real estate development capabilities to build and own hotels. The success of this business is dependent on our ability to select appropriate locations and to successfully undertake projects with our strategic partners to profitably operate the hotels. Our success in the development of hotels will also depend on our ability to forecast and respond to demand in an industry in which we have little or no experience to date. We have entered into a joint venture relationship with Accor for the development and operation of the Formule 1 brand of budget hotels to India and a joint venture agreement with Premier Travel Inn in relation to the development and operation of mid-market category hotels. We have entered into an operating agreement and a memorandum of understanding with Marriott Hotels India Private Limited and a letter of intent with Four Seasons Hotels Limited to develop, operate and manage hotels with them under certain Marriott and Four Seasons brands. Our hotel business is reliant on attracting further quality hotel operators and in the process reliant on their performance to consistently deliver a well run, well regarded establishment. We cannot assure you that these ventures will be successful. In the event that these arrangements with our strategic partners are not successful, our reputation as a hospitality partner for future projects may be affected. If our partners fail to meet their obligations or experience financial or other difficulties or suffer a loss of reputation, our projects may suffer and, as a result, our business and results of operations. The hotel industry entails additional risks that are distinct from those applicable to our businesses of developing residential, commercial and retail properties, including the supply of hotel rooms exceeding demand, the failure to attract and retain business and leisure travellers as well as adverse international, national or regional travel or security conditions. Any of these developments could have an adverse effect on our business, results of operations and financial condition. For further detail see Our Business Leveraging our strategic relationships on page 5 of this Draft Red Herring Prospectus. Risks relating generally to our business 23. A decline in the financial condition of our residential, commercial, retail and hotel customers as well as our prospective tenants or customers may adversely affect our business and financial results. General economic conditions may affect the financial stability of our customers and prospective customers and/or the demand for our residential, commercial, retail and hospitality real estate. In the event of a default by a tenant prior to the expiry of a lease, we will suffer a rental shortfall and incur additional costs, including legal expenses, in maintaining, insuring and re-letting the property. If we are unable to re-let or renew lease contracts promptly, if the rentals upon such renewals or re-leasing are

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significantly lower than the expected value or if reserves or demand for our hospitality products is lower than we expect, our results of operations, financial condition and the value of our real estate could be adversely affected. 24. Most of our projects require the services of third parties, which entails certain risks. Most of our projects require the services of third parties including architects, engineers, contractors and suppliers of labour and materials. The timing and quality of construction of the projects we develop depends on the availability and skill of these third parties, as well as contingencies affecting them, including labour and raw material shortages and industrial action such as strikes and lockouts. We may not be able to identify appropriately experienced third parties and cannot assure you that skilled third parties will continue to be available at reasonable rates and in the areas in which we undertake our projects, or at all. As a result, we may be required to make additional investments or provide additional services to ensure the adequate performance and delivery of contracted services. Any consequent delay in project execution could adversely affect our profitability and reputation. 25. We utilise independent construction contractors, whom we do not control, to construct projects. We contract with independent construction contractors for the construction of all of our projects and we have entered into joint venture relationships with Leighton International Limited (for construction) and Turner Construction International LLC (for project management) and an MoU with Multiplex Limited (for construction). If a contractor fails to perform its obligations satisfactorily with regard to a project, we may be unable to develop the project within the intended timeframe, at the intended cost, or at all. In such circumstance, we may be required to incur additional cost or time to develop the property to appropriate quality standards in a manner consistent with our development objective, which could result in reduced profits or in some cases, significant losses. We cannot assure you that the services rendered by any of our independent construction contractors will always be satisfactory or match our requirements for quality. Additionally, we rely on manufacturers and other suppliers of materials and do not have direct control over the materials they supply, which may adversely affect the construction quality of our developments. 26. Our joint venture and strategic partners may not perform their obligations satisfactorily and their interests may differ from ours. We have entered into several agreements and memoranda of understanding in hospitality, one of our four business lines and in healthcare, one of our other initiatives. We have also entered into joint venture arrangements with regard to construction and project management. The success of these joint ventures depends significantly on the satisfactory performance by our joint venture partners and the fulfilment of their obligations. If one of these companies or a joint venture partner fails to perform its obligations satisfactorily, the joint venture will be unable to perform adequately or deliver its contracted services. In such a case, we may be required to make additional investments in the joint venture or become liable or responsible for its obligations, which could result in reduced profits or in some cases, significant losses and a diversion of our management attention. The inability of a joint venture partner to continue with a project due to financial or legal difficulties could mean that we would bear increased, or possibly sole, responsibility for the relevant projects. Additionally, our joint venture partners may hold different views about various aspects of a project and if the interests of our joint venture partners conflict with our interests, our business may be adversely affected. Arrangements governing our joint ventures may permit us only partial control over the operations of the joint ventures under certain circumstances. Where we hold a majority interest in a joint venture, it may be necessary for us to obtain consent from a joint venture partner before we can cause the joint venture to make or implement a particular business development decision or to distribute profits to us. These and other factors may cause our joint venture partners to act in a way contrary to our interests, or otherwise be unwilling to fulfil their obligations under our joint venture arrangements. Moreover, our joint ventures that limit our ability with various parties, such as Leighton International Limited and Turner Construction International LLC, contain restrictive covenants to dispose of our shareholding in the joint ventures for significant periods, sometimes ranging from three to five years, which would limit our ability to exit an unsatisfactory joint venture. See also History of the Group History of Certain Corporate Matters Joint Ventures and other Agreements.

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27. Significant increases in prices of, or shortages of, key building materials could harm our results of operations and financial condition. The prices and supply of basic building materials and other raw materials depend on factors outside our control, including general economic conditions, competition, production levels, transportation costs and import duties. During periods of shortages in building materials, we may not be able to complete projects according to our previously established timeframes, at our previously estimated project costs, or at all, which may adversely affect our results of operations and reputation. In addition, during periods of significant increases in the price of building materials, we may not be able to pass price increases through to our customers, which could reduce or eliminate the profits we attain with regards to our developments. Cement and steel prices in particular are susceptible to rapid increases. As we primarily source our building materials from local suppliers, our supply chain may be periodically interrupted by circumstances beyond our control, including work stoppages and labour disputes affecting our suppliers, their distributors, or the transporters of our supplies. 28. We face significant risks with respect to the length of time needed to complete each project. It may take several years following the acquisition of land before income or positive cash flows can be generated through the sale of a real estate project. The time it takes to complete a project generally ranges from nine to 36 months. During this time there can be changes to the national, state and local business climate and regulatory environment, local real estate market conditions, perceptions of prospective customers with respect to the convenience and attractiveness of the project, and changes with respect to competition from other property developments. Changes to the business environment during such time may affect the costs and revenues associated with the project and can ultimately affect the profitability of the project. If such changes occur during the time it takes to complete a certain project, our return on such project may be lower than expected and our financial performance may be adversely affected. 29. Any failure in our IT systems could adversely impact our business. We have implemented an integrated Oracle IT system throughout the Company. We have also digitised our land records and have back-up servers to protect our electronic data. Any failure in our IT systems could disrupt our ability to track, record and analyse work in progress or cause loss of data and disruption to our operations, including an inability to assess the progress of our projects, process financial information or manage creditors/debtors or engage in normal business activities. Any such disruption could have an adverse effect on our business. 30. Our business may suffer if we are unable to sustain the quality of our property management services. As part of our business, we intend to provide property management services to our completed residential, commercial and retail developments. These services may include, among others, book keeping, security management, building maintenance and the operation of leisure facilities such as swimming pools and fitness centres. We believe that our property management services will be an integral part of our business and are important to the successful marketing and promotion of our property developments. If owners of the projects that we are developing elect to discontinue the property management services to be provided by us, our property management business would be negatively impacted, which in turn could adversely affect the attractiveness of our developments. 31. Revenue recognition based on the percentage of completion method of accounting is subject to uncertainties and inaccurate estimates. Our income from the sale of constructed properties is recognised using the percentage of completion method in respect of the saleable area for which bookings have been accepted and advances have been received. Under this method, the income in respect of a project which includes the cost of acquisition of land, development and construction costs actually incurred as a proportion of total estimated project cost. However, if the actual project cost incurred is less than the two thirds in case of developed plot and 30% in case of apartments/town houses/villas/commercial of the total estimated project cost, no income is recognised in respect of that project in the relevant fiscal period.

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We estimate the total cost of a project prior to its commencement based on, among other things, the size, specifications and location of the project. We re-evaluate project costs periodically, particularly when, in our opinion, there have been significant changes in market conditions, costs of labour and materials and other contingencies. Material re-evaluations will affect our revenues in the relevant fiscal periods. If our estimates of project costs are inaccurate or if contingencies occur that impact our estimates, our revenues may fluctuate significantly from period to period. 32. We benefit from certain tax benefits under the provisions of the I.T. Act which, if withdrawn may adversely affect our financial condition and results of operations. There are various tax benefits under the I.T. Act which are available to us. We may not be able to avail these benefits if there is a change in law or change in interpretation of law resulting in the discontinuation or withdrawal of these tax benefits. This could adversely affect our financial condition and results of operations. For details regarding the tax benefits available to us, see the section Statement of Tax Benefits beginning on page 39 of the Draft Red Herring Prospectus. 33. We have entered into various related party transactions. The Company has various transactions with related parties, including the Subsidiaries, Companies Owned by EMGF, Joint Venture, Directors, employees and their relatives, Promoters and Promoter Group entities. These related party transactions include entering into development and other agreements, payment and receipt of advances for purchase of land, payment of managerial remuneration, reimbursement of costs and expenses, including civil and infrastructure costs, grant and repayment of loans and grant of corporate guarantees and reimbursement of bank guarantee charges. For more details on the Companys related party transactions, see the Companys restated audited consolidated financial statements beginning on page 467 of this Draft Red Herring Prospectus. 34. Our success depends in large part upon our senior management, directors and key personnel and our ability to retain them and attract new key personnel when necessary. Any loss of our senior management or key personnel or the inability to recruit further senior managers or other key personnel could impede our growth by impairing our day-to-day operations and hindering our development of new projects and our ability to develop, maintain and expand client relationships. We do not maintain key man insurance for any of our senior management or key personnel. 35. Environmental problems could adversely affect our projects. If environmental problems are discovered during or after the development of a project, we may incur substantial liabilities relating to cleanup and other remedial measures and the value of the relevant properties could be adversely affected. 36. We may suffer uninsured losses or experience losses exceeding our insurance limits. Our real estate projects could suffer physical damage from fire or other causes, resulting in losses, including loss of rent, which may not be fully compensated by insurance. In addition, there are certain types of losses, such as those due to earthquakes, floods, other natural disasters, terrorism or acts of war, which may be uninsurable or are not insurable at a reasonable premium. We may also be subject to claims resulting from defects arising from engineering, procurement or construction services provided by us within the warranty periods extended by us, which is generally 12 months from the date of delivery to our customers. The proceeds of any insurance claim may be insufficient to cover rebuilding costs as a result of inflation, changes in building regulations, environmental issues as well as other factors. Should an uninsured loss or a loss in excess of insured limits occur, we may lose the capital invested in and the anticipated revenue from the affected property. We could also remain liable for any debt or other financial obligation related to that property. We cannot assure you that losses in excess of insurance proceeds will not occur in the future. Further, we may not carry coverage for title defects, contractors liability, timely project completions, loss of rent or profit, defects in the quality of materials used or consequential damages for a tenants

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loss of profits. Any damage suffered by us in respect of these uninsured events may not be covered by insurance and we may bear the impact of such losses. 37. We cannot guarantee the accuracy or completeness of facts and other statistics with respect to India, the Indian economy and the Indian real estate and infrastructure-related sectors contained in this Draft Red Herring Prospectus. While facts and other statistics in this Draft Red Herring Prospectus relating to India, the Indian economy as well as the Indian property development and infrastructure-related sectors have been based on various publications and reports from agencies that we believe are reliable, we cannot guarantee the quality or reliability of such materials. While we have taken reasonable care in the reproduction of such information, industry facts and other statistics have not been prepared or independently verified by us, the BRLMs or any of our or their respective affiliates or advisers and, therefore we make no representation as to their accuracy or completeness. These facts and other statistics include the facts and statistics included in the section Industry Overview beginning on page 49 of this Draft Red Herring Prospectus. Due to possibly flawed or ineffective data collection methods or discrepancies between published information and market practice and other problems, the statistics herein may be inaccurate or may not be comparable to statistics produced elsewhere and should not be unduly relied upon. Further, there is no assurance that they are stated or compiled on the same basis or with the same degree of accuracy, as the case may be elsewhere. 38. Our statements as to areas under development, including Developable Area and Saleable Area, are based on management estimates, are subject to change and have not been independently appraised. The acreage and square footage data, including Developable Area and Saleable Area, presented in this Draft Red Herring Prospectus is based on management plans for development and has not been independently appraised. Further, the acreage and square footage, including Developable Area and Saleable Area, actually developed may differ from the amounts presented herein, based on various factors such as market conditions, title defects, modifications of engineering or design specifications and any inability to obtain required regulatory approvals. 39. We are subject to a penalty clause under our sale agreements entered into with our customers for any delay in the completion and hand over of the project. The sale agreements into which we enter with our residential, commercial, retail and hospitality customers contain penalty clauses wherein we are liable to pay a penalty for any delay in the completion and hand over of the project to the customers. In terms of the residential sale agreement, the penalty is payable by us at a fixed rate on a monthly basis. Accordingly, in large residential projects, the aggregate of all penalties in the event of delays may adversely impact the overall profitability of the project and therefore adversely affect our results of operations. 40. Certain of our Subsidiaries, Companies Owned by EMGF and certain of our Promoter Group entities have incurred losses. Certain of our Subsidiaries and Joint Ventures have incurred losses in the years ended March 31, 2006 and/or March 31, 2007 and/or the three months ended June 30, 2007. In addition, some of the Companies Owned by EMGF have incurred losses in the past. For details regarding the losses incurred by our Subsidiaries and Companies Owned by EMGF, see the sections History and Certain Corporate Matters and Financial Statements on pages 96 and 467, respectively, of this Draft Red Herring Prospectus. Certain of our Promoter Group Companies have also incurred losses in the past. For details regarding the losses incurred by our Promoter Group Companies, see the section Our Promoters and Promoter Group Companies on page 399 of this Draft Red Herring Prospectus. 41. We have experienced negative cash flows in prior periods On a consolidated basis, we have experienced negative cash flows from operating activities and investing activities of Rs.35.94 billion and Rs.6.70 billion, respectively, in the year ended March 31, 2007 and Rs.5.34 billion and Rs.1.73 billion, respectively, in the three months ended June 30, 2007

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Any negative cash flows in the future could adversely affect our results of operations and financial condition. 42. Our contingent liabilities and capital commitments could adversely affect our financial condition. As of June 30, 2007, contingent liabilities not provided for in our restated consolidated financial statements aggregated Rs.l00.00 million and capital commitments (net of advances) aggregated Rs.780.30 million. In the event that any of our contingent liabilities become non-contingent, our financial condition and results of operations may be adversely affected. Our capital commitments not provided for could adversely affect our financial condition if such commitments are not executed according to the terms and conditions of the respective contracts. For further information, see the notes to our restated consolidated financial statements as of June 30, 2007, beginning on page 467 of this Draft Red Herring Prospectus. 43. We require substantial capital for our business operations, and the failure to obtain additional financing in the form of debt or equity may adversely affect our ability to grow and our future profitability. Our business is highly capital intensive, requiring substantial capital to develop and market our projects. The actual amount and timing of our future capital requirements may also differ from estimates as a result of, among other things, unforeseen delays or cost overruns in developing our projects, unanticipated expenses, regulatory changes and engineering design changes. To the extent our capital expenditure requirements exceed our available resources, we will be required to seek additional debt or equity financing. Additional debt financing could increase our interest cost and require us to comply with additional restrictive covenants in our financing agreements. Additional equity financing could dilute our earnings per share and your interest in our Company and could adversely impact our share price. In addition, the Indian regulations on foreign investment in townships, housing, built-up infrastructure and construction and development projects, impose significant restrictions on us. Further, under current Indian regulations, external commercial borrowings cannot be raised for investment in real estate, which may further restrict our ability to obtain necessary financing. Our ability to obtain additional financing on favourable commercial terms, if at all, will depend on a number of factors, including: our future financial condition, results of operations and cash flows; the amount and terms of our existing indebtedness; general market conditions for financing activities by real estate companies; and economic, political and other conditions in the markets where we operate.

We cannot assure you that we will be able to raise additional financing on acceptable terms in a timely manner or at all. Our failure to renew existing funding or to obtain additional financing on acceptable terms in a timely manner could adversely impact our planned capital expenditure, business and results of operations, including our growth prospects. 44. Our lenders have imposed certain restrictive conditions on us under our financing arrangements. Under certain of our existing financing arrangements, the lenders have the right to withdraw the facilities in the event of any change in circumstances, including but not limited to, any material change in the ownership or shareholding pattern or management of the Company. Further, certain of our financing arrangements impose restrictions on the utilisation of the loan for certain specified purposes only, such as for the purposes of meeting the expenses of land acquisition and development and related activities. Our facility arrangements also contain cross default provisions. We are also required to obtain the prior consent from our lenders for, among other matters, any prepayment of the loan, effecting any merger, amalgamation, reconstruction or consolidation which would have the effect of seconding the security position of the lenders, encumbering or seeking to encumber the mortgaged property under the loan agreement, or declaring or paying any dividend after the occurrence of an event of default. We have also undertaken to inform the lender of any litigation,

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arbitration or other proceedings or any material event which may affect our ability to perform our obligations under the facility agreement or the mortgage deed, maintain certain financial ratios, maintain insurance on and in relation to the mortgaged property under the loan agreement, and provide, or grant a right of inspection with respect to, certain documents, including audited accounts, other statements or information relating to our operation or business, survey plans, contracts for construction and any other document that the lender may require on the occurrence of an event of default and the right of access to the mortgaged property from time to time. There can be no assurance that we will be able to obtain lender consents on time or at all. This may limit our ability to pursue our growth plans and limit our flexibility in planning for, or reacting to, changes in our business or industry, for further information, see the section Our Indebtedness beginning on page 580 of this Draft Red Herring Prospectus. 45. We may be subject to tax liabilities arising from search and seizure operations by the Indian income tax authorities. On September 12, 2007, we were subjected to search and seizure operations under section 132 and survey under section 133A of the Income Tax Act, 1961. During the course of these search and seizure operations, the income tax authorities have taken custody of certain material such as documents, records, computer files and hardware, and recorded statements of certain of our officials. Simultaneously, there were similar operations conducted at the residences of certain directors, Promoters and Promoter Group Companies. The tax officials are examining the materials seized and statements recorded during the course of the operations. We have not received any communication or demand notice so far from the income tax authorities in connection with the said search and seizure operations. Pending completion of these proceedings, tax liability if any that may arise on this account, is presently unascertainable and will be recognized upon conclusion of search proceedings. 46. We, one of our Directors, and certain parties granting us development rights are involved in certain legal and other proceedings that if determined against us, could have a material adverse effect on our financial condition and results of operations. We, and one of our Directors, are defendants in a number of legal proceedings. These legal proceedings are pending at different levels of adjudication before various courts and tribunals. Should any new developments arise, such as a change in Indian law or rulings against us by appellate courts or tribunals, we may need to make provisions in our financial statements, which could increase our expenses and our liabilities. We cannot assure you that these legal proceedings will be decided in our favour or in favour of our Directors. Decisions in such proceedings adverse to our interests may have a material adverse effect on us, our results of operations and business prospectus. As of August 31, 2007, the total amount of claims outstanding against us in these cases was approximately Rs.705.25 million. Our pending litigation consists of:
Number of Cases Type of Matters Criminal Proceedings Civil Proceedings Tax Proceedings Company, Subsidiaries and Companies Owned by EMGF 1 first information report filed by the Company 1 first information report filed by a Subsidiary 1 first information report filed against a Subsidiary (a protest petition has been filed with the Additional Civil Judge and the Judicial Magistrate) 1 complaint filed against us under Section 138 of the Negotiable Instruments Act, 1938 1 complaint filed by us under Section 138 of the Negotiable Instruments Act, 1938 62 civil proceedings, including appeals, filed against us in respect of land, including for restraining sale of land, for partition of land and specific performance 48 civil proceedings, including appeals, writ petitions and contempt petitions, filed by us in respect of land, including for specific performance 7 proceedings including assessment proceedings and summons Nil Directors

Nil Nil Nil Nil 1 Show cause notice received by a Director

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In addition, there is also litigation pending in relation to some of our land forming part of our current and planned projects. For example, in respect of our Boulder Hills project, the Andhra Pradesh High Court, by an interim order dated September 20, 2007, has directed Emaar Properties, our Promoter, not to undertake any construction on 400 acres of land in the Manikonda village in the Andhra Pradesh, pending the disposal of the writ petition relating to this land which the petitioner claims has been notified as wakf land under the Andhra Pradesh Wakf Act, 1955, and is reserved for specified religious purposes. This land comprises a substantial portion of our Boulder Hills project, which we propose to develop over an area of approximately 510 acres. An appeal has been filed by Emaar together with an affidavit from Emaar Hills Township Private Limited and Boulder Hills Leisure Private Limited. If Emaar is unsuccessful in its appeal, we may be not be able to undertake the development of the Boulder Hills project, which may result in a material adverse effect to our financial condition and results of operations. We are not a direct party to these proceedings and may not have adequate standing before the courts adjudicating such litigation to defend our interests with respect to the lands at issue. We cannot provide any assurances regarding the outcome of such litigation. Any adverse outcome may affect our ability to develop

the properties which are the subject matter of such litigation, and therefore, adversely affect our business, financial condition and results of operations. For further details of these legal proceedings, see the section Outstanding Litigation and Material Developments beginning on page 589 of the Draft Red Herring Prospectus. 47. There is litigation currently outstanding involving our Promoters and entities within our Promoter Group. Certain of our Promoters and entities within our Promoter Group are currently involved in litigation. Such litigation is pending at different levels of adjudication before various courts and tribunals. Should new developments arise in respect of such litigation, such as a change in Indian law or rulings against such entities by appellate courts or tribunals, our Promoters and entities within our Promoter Group may face losses and may need to make provisions in their financial statements in respect of such litigation, which could adversely impact their business results. Further, if significant claims are determined against such entities and such entities are required to pay all or a portion of the disputed amounts, it could have a material adverse effect on their business and profitability. The pending litigation consists of:
Type of Matters Criminal Proceedings Civil Proceedings Number of Cases Nil Promoters: 8 civil proceedings, including writ petitions filed against the Promoters challenging certain notifications issued by the government for acquisition of land. 16 civil proceedings, including writ petitions filed by the Promoters challenging certain notifications issued by the government for acquisition of land. Promoter Group: 21 civil proceedings, including writ petitions filed against the Promoters challenging certain notifications issued by the government for acquisition of land. 5 civil proceedings, including writ petitions filed by the Promoters challenging certain notifications issued by the government for acquisition of land. 19 proceedings including assessment proceedings and summons

Tax Proceedings

For further details of these legal proceedings, see the section Outstanding Litigation and Material Developments beginning on page 589 of this Draft Red Herring Prospectus. 48. Our funding requirements and the deployment of the net proceeds of the Issue are based on management estimates and have not been independently appraised. Our funding requirements and the deployment of the net proceeds of the Issue are based on management estimates and have not been appraised by any bank or financial institution. In view of the highly competitive nature of the industry in which we operate, we may have to revise our management estimates from time to time and consequently our funding requirements may also change. This may result in the rescheduling of our project expenditure programmes and an increase or decrease in our proposed expenditure for a particular project.

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49. We have not entered into any definitive agreements to use a substantial portion of the net proceeds of the Issue. The deployment of funds as described in the section Objects of the Issue beginning on page 31 of this Draft Red Herring Prospectus is at the discretion of our Board, though it is subject to monitoring by an independent agency. We have not entered into any definitive agreements to utilise a substantial portion of the net proceeds of the Issue. There can be no assurance that we will be able to conclude definitive agreements for such investment on terms anticipated by us or at all. Further, as described in the section Objects of the Issue beginning on page 31 of this Draft Red Herring Prospectus, we intend to use a part of the net proceeds of the Issue to acquire lands. We have not identified all the lands that we propose to so acquire. 50. Our plans for the utilisation of the net proceeds of the Issue are subject to cost overruns and delays. Our plans for the utilisation of the net proceeds of the Issue are subject to a number of variables, including possible cost overruns and changes in the managements views of the desirability of current plans. Any unanticipated increase in the cost of expansion could adversely affect our estimates of the cost and our ability to implement our plans as proposed. We may not be able to achieve the economic benefits expected of our proposed expansion plans and our failure to achieve such benefits may adversely affect our financial condition and results of operations. In addition, expansion plans and any other future plans could be delayed due to failure to receive regulatory approvals, technical difficulties, human resource, technological or other resource constraints, or for other unforeseen reasons, events or circumstances. We may not be able to attract personnel with sufficient skill or sufficiently train our personnel to manage such expansion plans. 51. Grants of stock options under the Emaar MGF ESOP may result in a charge to our profit and loss account and will to that extent reduce our profits. Our shareholders approved the Emaar MGF ESOP, which is an employee stock option scheme adopted by the Board on August 22, 2007. The Emaar MGF ESOP allows our Board or a committee thereof to grant options to certain eligible employees of our Company to subscribe for up to 1.50 per cent. Of the paid up capital of the Company on the date of the grant of the options. We expect to make grants under the Emaar MGF ESOP prior to the filing of the Red Herring Prospectus with the ROC. We will need to obtain the approval of our shareholders after the listing of our Equity Shares pursuant to this Issue for the grant of any additional stock options pursuant to the Emaar MGF ESOP. For further details on the Emaar MGF ESOP, see the section Capital Structure beginning on page 20 of this Draft Red Herring Prospectus. Under Indian GAAP, the grant of stock options under the Emaar MGF ESOP may result in a charge to our profit and loss statement based on the difference between the fair value of our Equity Shares as on the date of the grant of stock option and the price at which our employees will exercise the option to purchase the Equity Shares. Such charge will be amortised over the vesting period of the stock options. 52. In the last twelve months, we have issued Equity Shares at a price which may be lower than the Issue Price. In the last twelve months, we have made issuances of Equity Shares at a price which may be lower than the Issue Price. For further details, see the section Capital Structure on page 20 of this Draft Red Herring Prospectus, giving details of the number of Equity Shares and the allottees thereof. 53. Our business and growth plan could be adversely affected by the incidence and rate of property taxes and stamp duties. As a property owning and development company, we are subject to the property tax regime in each state where our properties are located. These taxes could increase in the future, and new types of property taxes may be established which would increase our overall development and other costs. We also buy and sell properties throughout India; property conveyances are generally subject to stamp duty. If these duties increase, the cost of acquiring properties will rise, and sale values could also be

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affected. Additionally, if stamp duties were to be levied on instruments evidencing transactions which we believe are currently not subject to such duties, such as the grant or transfer of development rights, our acquisition costs and sale values would be affected, resulting in a reduction of our profitability. Any such changes in the incidence or rates of property taxes or stamp duties could have an adverse affect on our financial condition and results of operations. 54. Further issuance of equity Any future issuance of Equity Shares may dilute your holding and sales of our Equity Shares by our Promoters or other major shareholders to the extent the shares are not subject to lock in requirements may adversely affect the trading price of the equity shares. Any future issuances by us, including in a primary offering or pursuant to the exercise of stock options under our ESOP, may lead to the dilution of investors shareholdings in our Company. Any future equity issuances by us or sales of our Equity Shares by our Promoters or other major shareholders may adversely affect the trading price of the Equity Shares. In addition, any perception by investors that such issuances of sales might occur could also affect the trading price of our Equity Shares. 55. We are subject to foreign currency exchange rate risk We are subject to foreign currency exchange rate risk. Our accounting records are kept in Indian rupees. However, certain of our costs and borrowings are denominated in currencies other than Indian rupees. In particular, we have borrowings in US Dollars. As a result, we are exposed to the risk of adverse fluctuations in the U.S. dollar/Indian rupee exchange rate, as well as adverse fluctuations in other currency exchange rates in which our costs and borrowings are denominated. While we have entered into various types of derivative contracts to hedge our interest rate and currency exchange rate exposure, our financial performance and the market price of our shares may be adversely affected by adverse fluctuations in exchange rates in the future. External Risk Factors 56. Restrictions on foreign direct investment and external commercial borrowings in the real estate sector may hamper our ability to raise additional capital. While the Government of India has permitted FDI of up to 100 per cent without prior regulatory approval in townships, housing, built-up infrastructure and construction and development projects, it has issued a notification and imposed certain restrictions on such investments pursuant to Press Note No. 2 (2005) dated March 2, 2005. Further, under current external commercial borrowing guidelines of the Reserve Bank of India, external commercial borrowings cannot be utilised for investment in real estate, including the developments of integrated townships. Our inability to raise additional capital as a result of these and other restrictions could adversely affect our business and prospects. For more information on these restrictions, see the section Regulations and Policies beginning on page 90 of this Draft Red Herring Prospectus. 57. Our business is subject to extensive government regulation with respect to land development, which may become more stringent in the future. The real estate sector in India is heavily regulated by the central, state and local governments. Real estate developers must comply with a number of requirements mandated by Indian laws and regulations, including policies and procedures established and implemented by local authorities. For example, we are subject to various land ceiling regulations, which regulate the amount of land that can be held under single ownership. Additionally, in order to develop and complete a real estate project, developers must obtain various approvals, permits and licences from the relevant administrative authorities at various stages of project development, and developments may have to qualify for inclusion in local master plans. We may encounter major problems in obtaining the requisite approvals or licences, may experience delays in fulfilling the conditions precedent to any required approvals and we may not be able to adapt ourselves to new laws, regulations or policies that may come into effect from time to time with respect to the real estate sector. If we experience material problems in obtaining or fail to obtain the requisite governmental approvals, the schedule of development and sale or letting of our projects could be substantially disrupted.

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Although we believe that our projects are in material compliance with applicable laws and regulations, regulatory authorities may allege non-compliance and may subject us to regulatory action in the future, including penalties, seizure of land and other civil or criminal proceedings. For more information, see the sections Regulations and Policies and Government and Other Approvals beginning on pages 90 and 636, respectively, of this Draft Red Herring Prospectus. 58. Our business is susceptible to adverse developments in Mohali, Gurgaon, Hyderabad and other cities in which we operate. Our operations and assets are currently concentrated in Mohali, Gurgaon and Hyderabad. Gurgaon is situated in a region that is prone to high seismic activity and is at risk of suffering significant damage should an earthquake occur. While our business has not been affected by earthquakes in the past, it is possible that future earthquakes, cyclones, floods or other natural disasters, particularly those that directly affect the areas in which our developments and other operations are located, could result in substantial damage to our properties and adversely affect our operations and financial results. Our business may also be adversely affected by regulatory developments in regions in which we operate, including cities such as Mohali, Gurgaon and Hyderabad such as land use regulations, zoning laws, taxes and environmental regulations, as well as political and social developments that discourage customers from investing or operating in real estate in those areas. 59. A slowdown in economic growth in India could cause our business to suffer. Our performance and growth are dependent on the health of the Indian economy and more generally the global economy. The economy could be adversely affected by various factors such as political or regulatory action, including adverse changes in liberalisation policies, social disturbances, terrorist attacks and other acts of violence or war, natural calamities, interest rates, commodity and energy prices and various other factors. Any slowdown in both the Indian economy or the global economy may adversely impact our business and financial performance and the price of our Equity Shares. 60. The cyclical nature of the Indian real estate market could cause us to experience fluctuations in property values and rental income over time. Historically, the Indian real estate market has been cyclical, a phenomenon that can affect the optimal timing for both the acquisition of sites and the sale or rental of our properties. We cannot assure you that real estate market cyclicality will not continue to affect the Indian real estate market in the future. As a result, we may experience fluctuations in property values and rental income over time which in turn may adversely affect our business, financial condition and results of operations. 61. After this Issue, our Equity Shares may experience price and volume fluctuations or an active trading market for our Equity Shares may not develop. The price of the Equity Shares may fluctuate after this Issue as a result of several factors, including, among other things, volatility in the Indian and global securities markets, the results of our operations and performance, the performance of our competitors, developments in the Indian real estate sector and changing perceptions in the market about investments in the Indian real estate sector, adverse media reports on us or the Indian real estate sector, changes in the estimates of our performance or recommendations by financial analysts, significant developments in Indias economic liberalisation and deregulation policies and significant developments in Indias fiscal regulations. In addition, only 10 per cent of the post Issue paid-up capital of the Company is being offered to the public pursuant to the Issue. An active trading market for the Equity Shares may not develop or be sustained after this Issue. Further, the price at which the Equity Shares are initially traded may not correspond to the Issue Price. 62. Conditions in the Indian securities market may affect the price or liquidity of the Equity Shares. The Indian securities markets are smaller than securities markets in more developed economies. Indian stock exchanges have in the past experienced substantial fluctuations in the prices of listed securities. Further, the Indian stock exchanges have experienced recent volatility. The Indian stock exchanges have also experienced problems that have affected the market price and liquidity of the securities of Indian companies, such as temporary exchange closures, broker defaults, settlement delays and strikes

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by brokers. In addition, the governing bodies of the Indian stock exchanges have from time to time restricted securities from trading, limited price movements and restricted margin requirements. Further, disputes have occurred on occasion between listed companies and the Indian stock exchanges and other regulatory bodies that, in some cases, have had a negative effect on market sentiment. If similar problems occur in the future, the market price and liquidity of the Equity Shares could be adversely affected. 63. Any downgrading of Indias debt rating by an independent agency may harm our ability to raise debt financing. Any adverse revisions to Indias credit ratings for domestic and international debt by international rating agencies may adversely affect our ability to raise additional financing and the interest rates and other commercial terms at which such additional financing is available. This could have a material adverse effect on our capital expenditure plans, business and financial performance and the price of our Equity Shares. 64. A significant reduction in our credit rating could materially and adversely affect our business, financial condition and results of operations. A downgrade in our credit ratings will increase our financing costs by increasing the interest rates of our outstanding debt or the interest rates at which we are able to refinance existing debt or incur new debt, which may materially and adversely affect our business, financial condition and results of operations. 65. You will not be able to sell immediately on an Indian stock exchange any of the Equity Shares you purchase in the Issue. The Equity Shares will be listed on the NSE and the BSE. Pursuant to Indian regulations, certain actions must be completed before the Equity Shares can be listed and trading may commence. Investors book entry, or demat accounts, with depository participants in India are expected to be credited within two working days of the date on which Issue and Allotment is approved by the Board. Thereafter, upon receipt of final listing and trading approval from the NSE and the BSE, trading in the Equity Shares is expected to commence within approximately seven working days. We cannot assure that the Equity Shares will be credited to investors demat accounts, or that trading in the Equity Shares will commence, within the time periods specified above. Additionally, we are liable to pay interest at 15 per cent per annum if Allotment is not made, refund orders are not dispatched or demat credits are made to investors within 15 days from the Bid/Issue Closing Date. 66. Compliance with, and changes in, safety, health and environmental laws and various labour, workplace and related laws and regulations impose additional costs and may increase our compliance costs and as such adversely affect our results of operations and our financial condition. Compliance with, and changes in, safety, health and environmental laws and various labour, workplace and related laws and regulations may increase our compliance costs and as such adversely affect our results of operations and financial condition. We are subject to a broad range of safety, health and environmental laws and various labour, workplace and related laws and regulations in the jurisdictions in which we operate, which impose controls on the disposal and storage of raw materials, noise emissions, air and water discharges, on the storage, handling, discharge and disposal of chemicals, employee exposure to hazardous substances and other aspects of our operations. While we believe we are in compliance in all material respects with all applicable safety, health and environmental laws and regulations, the discharge of raw materials that are chemical in nature or of other hazardous substances or other pollutants into the air, soil or water may nevertheless cause us to be liable to the Government of India or to third parties. In addition, we may be required to incur costs to remedy the damage caused by such discharges, pay fines or other penalties for non-compliance. Notes to risk factors: Based on our restated consolidated financial statements, our net worth was Rs. 47,666.1 million as of June 30, 2007. Our net worth as of March 31, 2007 was Rs. 46,697.4 million. For more information, see the section Financial Statement beginning on page 467 of this Draft Red Herring Prospectus.

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Based on our restated consolidated financial statements, the book value per Equity Share, based on our net worth of Rs. 47,666.1 million, was Rs. 358.03 as of June 30, 2007. For more information, see the section Financial Statement beginning on page 467 of this Draft Red Herring Prospectus. Public Issue of [] Equity Shares at a price of Rs. [] for cash, aggregating Rs. [] million. The Issue will constitute [] per cent of the fully diluted post-Issue Equity Share capital of the Company. The average cost of acquisition of the Equity Shares by the Promoters is Rs. 44.51 per Equity Share. Other than as stated in the section Capital Structure- Notes to Capital Structure- Note 1 beginning on page 20 of this Draft Red Herring Prospectus, we have not issued any Equity Shares for consideration other than cash. For details of the related party transactions, see the section the section Related Party Transactions beginning on page 465 of this Draft Red Herring Prospectus. Investors may note that in case of over-subscription in the Issue, at least 60 per cent of the Issue shall be Allotted on a proportionate basis to Qualified Institutional Buyers. 5 per cent of the QIB Portion shall be available for allocation to Mutual Funds and the remaining QIB Portion shall be available for Allocation to QIB Bidders, including Mutual Funds, subject to valid Bids being received at or above the Issue Price. If at least 60 per cent of the Issue cannot be allocated to QIBs, then the entire application money will be refunded forthwith. Further, not less than 10 per cent of the Issue shall be available for Allocation on a proportionate basis to Non-Institutional Bidders and not less than 30 per cent of the Issue shall be available for allocation on a proportionate basis to Retail Individual Bidders, subject to valid Bids being received at or above the Issue Price. Further, up to [] Equity Shares shall be available for allocation on a proportionate basis to Employees, subject to valid Bids being received at or above the Issue Price. For more information, see the section Issue Structure beginning on page 668 of this Draft Red Herring Prospectus. Except as disclosed in the sections Our Prompters and Promoter Group Companies and Our Management beginning on pages 399 and 377 of this Draft Red Herring Prospectus, respectively, none of the Promoters, Directors or key managerial employees have any interest in the Company except to the extent of remuneration and reimbursement of expenses and to the extent of the Equity Shares and/or options held by them or their relatives and associates or held by the companies, firms and trusts in which they are interested as directors, member, partner or trustee and to the extent of the benefits arising out of such shareholding. For details of transactions in the securities of the Company by the Prompter, the Promoter Group and Directors in the last six months, see the section Capital Structure Notes to Capital Structure beginning on page 20 of this Draft Red Herring Prospectus. For information on changes in the Companys name and objects clause of the Memorandum of Association of the Company, see the section History and Certain Corporate Matters beginning on page 96 of this Draft Red Herring Prospectus. Investors are advised to refer to the section Basis for Issue Price beginning on page 36 of this Draft Red Herring Prospectus. Any clarification or information relating to the Issue shall be made available by the BRLMs and our Company to the investors at large and no selective or additional information would be available for a section of investors in any manner whatsoever. For any clarification or information relating to the Issue, investors may contact the BRLMs, who will be obliged to provide such clarification or information to the investors. Investors may contact the BRLMs and the Syndicate Members for any complaints pertaining to the Issue. Trading in Equity Shares for all investors shall be in dematerialised form only.

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SECTION III: INTRODUCTION SUMMARY You should read the following summary together with the Risk Factors and the more detailed information about us and our financial statements included in this Draft Red Herring Prospectus. OVERVIEW Emaar MGF Land Limited (Emaar MGF or the Company) is a joint venture between Emaar Properties PJSC (Emaar) of Dubai and MGF Development Limited (MGF) of India. Emaar is one of the worlds leading real estate companies having developed approximately 45.0 million square feet of real estate across residential, commercial and other business segments and with operations in 16 countries, as of August 31, 2007. MGF has over the last 10 years established itself as one of the key players in retail real estate development in Northern India. We commenced our operations in India in February 2005. Our primary business is the development of properties in the residential, commercial, retail and hospitality sectors. In addition, we have also identified healthcare, education and infrastructure as business lines for future growth. Our operations span across various aspects of real estate development, such as land identification and acquisition, project planning, designing, marketing and execution. As of August 31, 2007, we have Land Reserves across India approximating 12,544 acres of which we have development plans for approximately 11,580 acres expected to provide us with an estimated Developable Area of approximately 559.0 million square feet and an estimated Saleable Area of approximately 542.0 million square feet. Saleable Area refers to the part of the Developable Area relating to our economic interest in such property. Developable Area refers to the total area we develop in a property, and includes carpet area, common area, service and storage area and car parking. Such area, other than car parking space, is often referred to in India as super built-up area. Our mission as a real estate development company is to develop and deliver unique integrated lifestyle and work place environments and planned developments and to be recognised as a responsible corporate citizen and an employer of choice. In our residential business line, our main focus is on developing integrated master planned communities in the mid to luxury segment, wherein we design, build and sell a wide range of properties including villas, townhouses and apartments of varying sizes. By integrated master planned communities, we mean that developments have one or more community facilities, including hospitals, schools, retail and commercial buildings enabling a live, work and play theme within the same development. In our commercial business line, we are focussed on developing, selling and leasing office and SEZ properties targeted towards a wide range of customers from individual users and small companies to large corporates in various sectors including IT and ITES. Our commercial properties shall include both stand-alone commercial sites and properties forming part of our integrated master planned communities. In our retail business line, we are developing for sale or lease shopping centres within our integrated master planned communities and on a stand-alone basis, large regional destination malls and luxury retail space at our luxury hotel developments. In our hospitality business line, we are developing hotels at various price points in the luxury, up market, midmarket and budget segments across India. We intend to enter into management agreements with well-recognized, experienced and successful international hospitality companies for the operation and management of our hotels, on an exclusive geographical basis wherever possible. We have entered into joint ventures with Accor for the development and operation of budget hotels and Premier Travel Inn for the development and operation of midmarket category hotels in India. Both of these joint ventures are on an exclusive basis (the details of which are set out under History and Certain Corporate Matters Joint Venture and Other Agreements below). In addition, we have entered into relationships with InterContinental Hotels group companies, Four Seasons Hotels Limited and Marriott Hotels India Private Limited for the operation and management of some of our other hotel properties.

Our current projects under development include: Mohali Hills (plots), part of a 3,000 acre project of integrated master planned communities in Mohali near Chandigarh with an estimated Saleable Area of 5.7 million square feet all of which is currently under development and has been launched for sale. This project is expected to be completed in the fiscal year 2009-10; The Views at Mohali Hills, part of a 3,000 acre project of integrated master planned communities in Mohali near Chandigarh with an estimated Saleable Area of 1.9 million square feet all of which is currently under development and has been launched for sale. This project is expected to be completed in the fiscal year 2009-10; The Villas at Mohali Hills, part of a 3,000 acre project of integrated master planned communities in Mohali near Chandigarh with an estimated Saleable Area of 1.2 million square feet all of which is currently under development. This project is estimated to be completed in the fiscal year 2009-10. Boulder Hills (Group Housing Phase I), a 14 acre residential project (part of a 510.4 acre integrated master planned community) in Hyderabad with an estimated Saleable Area of 1.9 million square feet all of which is currently under development. This project is expected to be completed in the fiscal year 2009-10; Palm Springs, a 16.5 acre high-end residential project in Gurgaon with an estimated Saleable Area of 0.7 million square feet all of which is currently under development and has been launched for sale. This project is expected to be completed in the fiscal year 2009-10; The Commonwealth Games Village 2010 residential complex, a 27.7 acre project in Delhi with an estimated Saleable Area of 1.8 million square feet, all of which is currently under development. This project is expected to be completed in the fiscal year 2009-10; Chennai Esplanade (Phase I), a 7 acre residential project (part of a 14 acre project) in North Chennai with an estimated Saleable Area of 0.4 million square feet all of which is currently under development. This project is expected to be completed in the fiscal year 2009-10; Palm Drive, a 31.6 acre residential development in Gurgaon with an estimated Saleable Area of 3.3 million square feet, all of which is currently under development. This project is expected to be completed in the fiscal year 2009-10; The Central Plaza at Mohali Hills, part of a 3,000 acre development of integrated master planned communities in Mohali near Chandigarh. This retail development has an estimated Saleable Area of 0.5 million square feet all of which is currently under development and has been launched for sale. This project is expected to be completed in the fiscal year 2009-10; Courtyard by Marriott in Amritsar, a hotel project of approximately 150 keys. The project is expected to be completed in the fiscal year 2009-10. J.W. Marriott in Kolkata, a hotel project of approximately 250 keys. The project is expected to be completed in the fiscal year 2009-10. Holiday Inn in Kolkata, a hotel project of approximately 250 keys. The project is expected to be completed in the fiscal year 2009-10. Holiday Inn in Dehradun, a hotel and convention centre project of approximately 200 keys. The project is expected to be completed in the fiscal year 2009-10. A luxury hotel in Jasola of approximately 250 keys. The project is expected to be completed in the fiscal year 2009-10.

Details of our Land Reserves are contained under Description of Our Business Land Reserves below. As of August 31, 2007, most of our Land Reserves are located in or near prominent cities across India as indicated in the table below: Company to provide new table

Location North Chail Dehradun Delhi Ghaziabad Gurgaon Jaipur Jalandhar Lucknow Ludhiana Mohali South Chennai Coimbatore Hyderabad Kochi Mangalore Mysore East Kolkata Shillong West Alibaugh Goa Indore Pune Total

Acreage 18 1,129 1,313 378 2,808 416 238 390 347 2,775 51 264 510 360 75 153 6 80 25 483 205 520 12,544

We estimate that our Land Reserves will provide us with a Saleable Area of approximately 134.9 million square feet of plotted residential development (including built up villas), 300.0 million square feet of built up residential properties, 86.6 million square feet of commercial properties, 17.0 million square feet of retail properties and 5,225 keys in our hospitality properties as of August 31, 2007. For the three months ended June 30, 2007 (our first quarter in which revenues were recognised) our consolidated total income was Rs. 1,931.7 million and our consolidated net profit (as restated) was Rs. 499.4 million. For the year ended March 31, 2007, our consolidated total income was Rs. 168.7 million and our consolidated net loss was Rs. 466.0 million. HISTORY OF THE GROUP Our Company was incorporated on February 18, 2005 as a joint venture between Emaar and MGF on an exclusive basis in India. The details of the joint venture agreement and the exclusivity arrangement are set out under History and Certain Corporate Matters Joint Venture and Other Agreements below. We had shareholder funds (i.e., paid up share capital and reserves) of Rs. 47.7 billion as of June 30, 2007. The Company was converted into a public limited company on August 13, 2007. Emaar, incorporated in 1997, is one of the worlds leading real estate companies having developed approximately 45.0 million square feet of real estate across residential, commercial and other business segments and with operations in 16 countries as of August 31, 2007. It is listed on the Dubai Financial Market and is part of the Dow Jones Arab Titan Index and S&P IFCG Extended Frontier 150 Index. Emaar is also an FT Global 500 company, a global ranking by Financial Times that provides an annual snapshot of the worlds largest companies, listed on the basis of market capitalization. In October 2006, Emaar was awarded Best Developer in the UAE for the second consecutive year and Best Developer in Egypt at the Euromoney Gulf Real Estate Awards. Emaar is developing several real estate projects including the Burj Dubai Downtown development (a development which is expected to comprise properties spanning the residential, retail, commercial and hospitality sectors, including the Burj Dubai stated to be the worlds tallest tower, the Dubai Mall stated to be the worlds largest entertainment and shopping mall, the Old Town a low-rise residential community, Burj

Dubai Lake Hotel and Serviced Apartments and the Burj Dubai Boulevard) and the King Abdullah Economic City in the Kingdom of Saudi Arabia (a development which is planned to be a mixed use city extending along a 35 kilometre shoreline and is located near the commercial hub of Jeddah). In addition to the UAE, India and Saudi Arabia, Emaar has projects in various countries including Egypt, Turkey, Morocco, Jordan, Pakistan and the United States of America. Emaar is an ISO 9001:2000 quality certified company. In addition to geographical expansion, Emaar is also diversifying into other sectors, including leisure and hospitality, malls, education, healthcare and finance. In the hospitality and leisure sector, Emaar has entered into an exclusive agreement with Giorgio Armani S.p.A. to build and manage Armani hotels and resorts globally. In the education sector Emaar acquired Singapore-based Raffles Campus Pte Limited, a company involved in providing education with campuses in Singapore, Indonesia, Hong Kong, China and Vietnam. Emaar also holds equity in Dubai Bank which is focused on retail and commercial banking; Amlak Finance PJSC, a leading UAE Islamic home financing company; and Emaar Industries and Investments (Pvt) JSC which has an investment focus on technology and light manufacturing industries in the Gulf region. In June 2006, Emaar acquired WL Homes LLC (trading as John Laing Homes), a large homebuilder in the United States. Emaar further acquired Hamptons Group Limited, which is a global property sales, management and development services company. MGF, incorporated in 1996, is engaged in the field of retail real estate development in Northern India. It is currently one of the leading shopping mall developers in Northern India, with approximately 2.0 million square feet of retail space delivered and approximately 3.0 million square feet of retail space under development as of June 30, 2007. Some of MGFs completed projects include The Metropolitan, The Plaza and Megacity Mall in Gurgaon, the City Square Mall in West Delhi, MGF Metropolitan Mall in Saket in South Delhi and MGF Metropolitan Mall in Jaipur. It has been agreed between Emaar and MGF that in the event that the FDI policy restricts the Company from developing a retail project in India, MGF shall be authorised to undertake such project. STRENGTHS We believe that the following are our primary competitive strengths: Strong parentage providing access to international and local capabilities Our parentage of Emaar and MGF provides us with the organisational skills, experience and the resources required for delivering large scale, quality projects. Emaars brand name, development expertise and international experience combined with MGFs local knowledge and capabilities gives us the ability to identify suitable locations, acquire and aggregate large parcels of land and design and develop quality residential, commercial, retail and hospitality properties. We are well-positioned to emulate international best practices followed by Emaar, such as emphasis on customer satisfaction, through, for example, offering the customers a choice of customising the interiors of their homes. We also use Emaars experience to bring an innovative marketing approach to the Indian residential real estate sector through Emaars Street of Dreams concept. High proportion of fully paid for Land Reserves As of August 31, 2007, over 70% of our Land Reserves are fully paid for, of which over 397.0 acres are under development. Most of our Land Reserves are located in or near prominent cities across India such as Delhi, Pune, Hyderabad, Chennai, Indore and Chandigarh. Details of these locations are contained under Overview above. Scale of operations We believe that our market position is enhanced by our strong parentage, Land Reserves and access to capital. As a result, we are able to: negotiate in relation to and purchase large plots of land from multiple sellers directly, thus enabling us to aggregate land at relatively lower prices. be a preferred development partner for land owners with large and/or strategic tracts of land. undertake large-scale and complex projects providing us with the opportunity to capture value from the size and integrated nature of such developments. undertake projects in multiple phases providing us with the opportunity to monitor market acceptance and modify our projects in accordance with customer needs. capitalise on large-scale purchasing opportunities, leading to operational and cost efficiencies.

Diversified business model Our real estate business is diversified across geographical locations and business lines. Our Land Reserves are spread over 22 cities in 16 states in India, and we have commenced projects in eight cities in seven states in India. These projects are spread over eight residential properties, including plots, villas, townhouses and apartments, one retail property and five hospitality properties. In addition, although we generally sell our residential properties, we intend to sell or lease commercial and retail properties and intend to hold and, through third parties, manage and operate hospitality properties. Execution capability We employ a robust process involving internal teams and external consultants when undertaking projects. We believe that this, together with close monitoring by our management and staff and the experience of our promoters, Emaar and MGF, enhances our product delivery. For example: We have strong relationships with a number of real estate brokers that assist us in identifying and acquiring land in strategic locations. We work closely with specialists and consultants including international architects in designing and planning our projects to ensure quality design and make them environment friendly. We have a joint venture with Leighton International Limited, part of an Australian based global construction group, for the construction of our projects in India. We have also signed a term sheet with Multiplex Limited, part of another Australian based global construction group, to establish a joint venture to provide construction services for our projects in India. We have a joint venture with Turner Construction International LLC, to provide construction management services, program management services and project management services for our projects in India.

Leveraging our strategic relationships In addition to our strategic relationships with Leighton International Limited, Multiplex Limited and Turner Construction International LLC, we have relationships with the following parties which enhances the marketability of our hospitality, healthcare and infrastructure projects: We have entered into joint ventures with Accor for the development and operation of Formule 1 budget category hotel and Premium Travel Inn for the development and operation of Premier Travel Inn midmarket category hotels. We have also entered into a management agreement with SC Hotels & Resorts (India) Private Limited, part of the Intercontinental Hotels Group, pursuant to which we have agreed to build and fit out a Holiday Inn branded hotel in Kolkata to be managed and operated by SC Hotels & Resorts (India) Private Limited. We have also entered into a management agreement with Intercontinental Hotels Group (India) Pvt. Ltd. Pursuant to which we have agreed to build and fit out a Holiday Inn branded hotel and convention centre in Dehradun to be managed and operated by Intercontinental Hotels Group (India) Pvt. Ltd. We have entered into an operating agreement and a memorandum of understanding with Marriott Hotels India Private Limited (with respect to the development, operation and management of a hotel under the Courtyard by Marriott brand in Amritsar and a hotel under the JW Marriott brand in Kolkata) and a letter of intent with Four Seasons Hotels Limited (with respect to the development, operation and management of a hotel under the Four Seasons brand in Hyderabad). Further details of these relationships are set out under Our business lines Our hospitality business below. We have entered into a memorandum of understanding with Fortis Healthcare Limited pursuant to which we have agreed to form a joint venture company to undertake the development of hospitals across India (described further under Our other initiatives Healthcare and Education below). We have a memorandum of understanding with Dubai Aerospace Enterprise (DAE) Limited (DAE) to work together with DAE to explore potential areas of co-operation and to identify and evaluate the design, construction, expansion, renovation, modernisation, commissioning, maintenance, operation, management and development of existing and new airports in India with a view to further our respective strategic objectives in India. Further details of this relationship are set out under Our other initiatives Infrastructure projects below.

Strong financial position We have shareholder funds (i.e., paid up share capital and reserves) of Rs. 47.7 billion as of June 30, 2007. As of June 30, 2007, we had approximately Rs. 31.5 billion of total principal amount of outstanding indebtedness including secured redeemable non-convertible debentures issued to Prudential ICICI Trust Limited A/c Liquid Plan for an aggregate consideration of Rs. 2.5 billion having a credit rating of A1+ (SO) by ICRA Limited. The Company has also received an A+ rating from CARE for long term debt programmes and a PR1+ rating from CARE for short term debt programmes. We have a debt to equity ratio of 0.66 as of June 30, 2007. As a result, we believe we have the ability to incur additional indebtedness at competitive rates and terms. Experienced management We have a professional, experienced and dedicated management team drawn across the real estate and various other industries. Because of the established brand names and reputation of Emaar and MGF in real estate development, we have been able to recruit high calibre management executives from diverse backgrounds. Details of our management team are set out under the section entitled Our Management in this Draft Red Herring Prospectus. STRATEGY The key elements of our business strategy are as follows: Create value through integrated master planned communities We believe that the large size of our Land Reserves enables us to develop integrated master planned communities, which provide residential and other offerings across various price points thus optimising the potential and use of our Land Reserves. We intend to focus on developing integrated master planned communities in the mid to luxury segment, with a mix of residential offerings and one or more community facilities, including hospitals, schools, retail, commercial and recreation enabling a live, work and play theme within the same project. We intend to ensure that our integrated master planned communities meet high quality standards in order to enhance the premium we may charge and/or demand for our core business offerings within such communities. Further, we are able to create value by developing and offering parts of our projects in a staggered or phased manner, thereby potentially extracting greater value from successive phases as the project reaches completion and greater facilities are made available. Undertaking projects in multiple phases also provides us with the opportunity to monitor market acceptance and modify our projects in accordance with customer needs. Adopt international benchmarking and follow best practices in development and customer service We believe that consumer aspirations are rising along with demand for high quality developments across our business lines. In order to set new benchmarks for quality to meet these new aspirations, we are using international designs used by Emaar as models for our Indian product offerings. We intend to continue to employ a robust process involving internal teams and external consultants in order to deliver projects that can be benchmarked on an international basis. We believe we have a differentiated marketing model. We intend to market residential property in India based on the Street of Dreams concept used by Emaar in Dubai. A Street of Dreams is to be located in a residential project and consists of a number of distinct model homes displaying a variety of villas, townhouses and apartments from such residential project. Each model home has a different design theme, ranging from modern to classical. Being fully furnished and equipped, such models are intended to give prospective buyers an impression of living within one of our community homes. We plan to have a Street of Dreams in most of our large residential developments. One Street of Dreams has been constructed in our Boulder Hills project in Hyderabad and two others are under construction in our Mohali Hills project in Mohali and our Palm Springs project in Gurgaon. In addition, we train our marketing and sales teams in our customer relationship management (CRM) and customer lifecycle management systems and processes, which we adopt from best practices of Emaar and John Laing Homes. In our residential business, our CRM systems and processes are expected to provide us an insight into trends in customer requirements, in terms of type, location and price of the product offerings, and guide us in

planning our development and promotional activities. As an extension of our marketing and sales team, we have a customer care cell with the primary responsibility of recording any complaints or feedback from clients, to ensure consistency and continuity of our client interface. In addition, given our relationship with Emaar, we have been using and intend to continue to use Hamptons Group Limited to sell and market our properties overseas. Increase our Land Reserves in strategic locations Continuing to build our Land Reserves is critical to our growth strategy. We seek to acquire parcels of land and development rights over parcels of land in various locations, over a period of time, for future development. In some cases, these parcels of land may be consolidated to form a contiguous landmass, upon which we can undertake development. We intend to continue acquiring land across India for our projects in order to replenish and augment our Land Reserves. We have identified and acquired land in and around 22 cities which we believe are suitable for our projects and are in the process of acquiring further land in existing and new cities to achieve a presence in Indias 40 largest cities by population over the next five years. Capitalise on strategic alliances with domain leaders To ensure excellence in our processes and product delivery, enhance the premium we may charge and/or demand for our product offerings and enable our management to focus our core business of real estate development, we have entered into and will continue to enter into strategic relationships. We have entered into relationships with Leighton International Limited and Multiplex Limited (for construction), Turner Construction International LLC (for project management), Accor, Premier Travel Inn, InterContinental Hotels group companies, Four Seasons Hotels Limited, Marriott Hotels India Private Limited (in relation to our hospitality business) and Fortis Healthcare Limited (in relation to our healthcare business). For further information, see Strengths Leveraging our strategic relationships above. Invest in human capital and recognition as an employer of choice Investment in human capital is a key part of our business strategy and is derived from our mission to be recognised as a responsible corporate citizen and employer of choice. We focus on various areas which we believe will enable us to retain and attract experienced and qualified human capital by (i) aligning the interests of our employees with ours, (ii) spreading responsibility for achieving our business objectives throughout our organisation, (iii) extending best practices amongst our employees and (iv) providing our employees with access to the international skills, experience and resources of Emaar. For further information, see Employees below.

THE ISSUE Issue* Of which: QIB Portion(1) Of which: Mutual Fund Portion Balance for all QIBs including Mutual Funds Non-Institutional Portion(2) Retail Portion(2) Equity Shares outstanding prior to the Issue Equity Shares outstanding after the Issue Objects of the Issue 117,389,914 Equity Shares At least [] Equity Shares [] Equity Shares [] Equity Shares Not less than [] Equity Shares available for allocation Not less than [] Equity Shares available for allocation [] Equity Shares [] Equity Shares See the section Objects of the Issue of this Draft Red Herring Prospectus.

_________ (1) Allocation to QIBs is proportionate as per the terms of this Draft Red Herring Prospectus. 5% of the QIB Portion shall be available for allocation to Mutual Funds. Mutual Funds participating in the 5% reservation in the QIB Portion will also be eligible for allocation in the remaining QIB Portion. (2) Subject to valid Bids being received at or above the Issue Price, under-subscription, if any, in the Non-Institutional Bidder and Retail Individual Bidder categories, would be allowed to be met with spill-over from other categories or a combination of categories, at the discretion of the Company, in consultation with the BRLMs. * The Company is considering a Pre-IPO Placement of up to [] Equity Shares. Upon the completion of the Pre-IPO Placement, the number of Equity Shares in the Issue will be reduced by the number of Equity Shares issued and allotted in the Pre-IPO Placement.

SUMMARY FINANCIAL INFORMATION The following tables set forth the summary financial information derived from the restated summary consolidated financial statements of the Company as of and for the fiscal year ended March 31, 2007 and the three months ended June 30, 2007, prepared in accordance with Indian GAAP and the Companies Act and restated in accordance with SEBI Guidelines included in the section Financial Statements beginning on page 467 of this Draft Red Herring Prospectus. The auditors examination report on the said restated summary consolidated financial statements dated September 21, 2007 is included elsewhere in this Draft Red Herring Prospectus. The summary financial information of the Company presented below should be read in conjunction with the respective financial statements and the notes (including accounting polices) thereto included in Financial Statements and the Managements Discussion and Analysis of Financial Condition and Results of Operations beginning on pages 467 and 563, respectively, of this Draft Red Herring Prospectus. Indian GAAP differs in certain significant respects from U.S. GAAP. For more information on these differences, see the section Summary of Significant Differences Among Indian GAAP and U.S. GAAP, beginning on page 576 of this Draft Red Herring Prospectus. Summary Restated Statement of Profits and Losses, Consolidated
(In Rupees million) Particular INCOME Turnover Other Income Total Income EXPENDITURE Cost of Sales Personnel Expenses Operating and Other Expenses Selling Expenses Interest Expenses Depreciation/ Amortization Total Expenditure Profit/ (Loss) before Tax and prior period items Provision for Tax Current Tax Deferred Tax Charge/ (Credit) Fringe Benefit Tax Total Tax Expense/ (Credit) Net Profit/ (Loss) after Tax and before prior period items Prior period items (Net of Deferred Tax Charges) Net Profit/ (Loss) for the period/ year before minority interest (as per audited financials) Adjustments (Net of tax) (Refer note C of Annexure XVIII) Net Profit/ (Loss) as Restated, before Minority Interest Add/ (Less): Share of Loss/ (Profit) transferred to minority Net Profit/ (Loss) as Restated (Deficit) brought forward from previous year/ period, as restated Surplus/ (Deficit) carried to Balance Sheet For the three months period ended June 30, 2007 For the year ended March 31, 2007

1,733.9 197.8 1,931.7 672.4 87.4 276.5 52.9 41.3 17.8 1,148.3 783.4 48.2 234.3 2.7 285.2 498.2 498.2 498.2 1.2 499.4 (491.6) 7.8

168.7 168.7 190.1 568.7 46.7 41.0 846.5 (677.8) 16.7 (235.6) 6.5 (212.4) (465.4) (33.1) (432.3) 33.1 (465.4) (0.6) (466.0) (25.6) (491.6)

Summary Restated Statement of Assets and Liabilities, Consolidated

(In Rupees million) Particulars I Fixed Assets Gross Block Less: Accumulated Depreciation/ Amortizations Net Block Capital work in progress Expenditure during Construction Period (pending capitalization) II III IV Investments Net Deferred Tax Assets Current Assets, Loans and Advances Inventories Sundry Debtors Cash and Bank Balances Other Current Assets Loans and Advances Liabilities and Provisions Secured Loans Unsecured Loans Minority Interest Deferred Payment Liability Current Liabilities Provisions Net Worth (I+II+III+IV-V) Net Worth Represented by: Share Capital -Equity Shares -Preference Shares Share Application Money pending allotment Reserves and Surplus - Securities Premium - Surplus/ (Deficit) in Profit and Loss Account Net Worth As at June 30, 2007 As at March 31, 2007

8,297.9 83.2 8,214.7 874.8 480.0 9,569.5 665.0 14.0 60,033.4 15.9 1,022.9 1,076.1 14,220.5 76,368.8 3,579.5 27,876.5 181.0 7,215.2 99.0 38,951.2 47,666.1

7,398.3 60.9 7,337.4 437.0 310.2 8,084.6 260.0 248.2 56,813.2 1,261.0 7.1 12,058.0 70,139.3 2,695.5 22,471.2 1.2 81.0 6,733.3 52.5 32,034.7 46,697.4

1,073.7 9,225.3 37,359.3 7.8 47,666.1

1,059.8 9,225.3 2,278.8 34,625.1 (491.6) 46,697.4

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GENERAL INFORMATION The Company was incorporated as Emaar MGF Land Private Limited on February 18, 2005 under the Companies Act. Subsequently, pursuant to a special resolution of the shareholders of the Company at an extraordinary general meeting held on August 8, 2007, the Company became a public limited company and the word private was deleted from its name. The fresh certificate of incorporation to reflect the new name was issued by the RoC on August 13, 2007. Registered and Corporate Office of the Company ECE House, 28, Kasturba Gandhi Marg New Delhi 110 001, India Tel: +91 11 4152 1155 Fax: +91 11 4152 4619 Website: www.emaarmgf.com Registration Number: U45201DL2005PLC133161 The Company is registered at the Registrar of Companies, Delhi & Haryana, located at B-Block Paryavaran Bhawan, CGO Complex, Lodhi Road, New Delhi 110 003, India. For details of change in name and registered office, see the section History and Certain Corporate Matters beginning on page 96 of this Draft Red Herring Prospectus. Board of Directors The Companys Board of Directors comprises the following:
Name, Designation, Fathers Name, Occupation, Term and Director Identification Number (DIN) His Excellency Mohamed Ali Alabbar Chairman Non-Independent and Non-Executive Director S/o Mr. Ali Alabbar Business Term: Non-retiring DIN: 01784611 (Provisional) Mr. Shravan Gupta Executive Vice Chairman and Managing Director Non-Independent and Executive Director S/o Mr. Rajiv Gupta Business Term: For a period of five years DIN: 00002707 Mr. Siddharth Gupta Non-Independent and Executive Director S/o Mr. Rajiv Gupta Business Term: For a period of five years (Liable to retire by rotation) DIN: 00002715 Mr. Siddharth Sareen Non-Independent and Executive Director S/o Mr. Sudhir Sareen Business Term: For a period of five years (Liable to retire by rotation) DIN: 00321650 Mr. Ahmad Jamal Jawa Non-Independent and Non-Executive Director S/o Mr. Jamal Jawa Business Term: Liable to retire by rotation DIN: 01784747 (Provisional) Age 50 Address 615/13B, Nad Al Sheba DM 25, Post Box 9440 Dubai, U.A.E.

33

50, Golf Links New Delhi 110 003, India

31

50, Golf Links New Delhi 110 003, India

33

B-101, Greater Kailash I New Delhi 110 048, India

51

342/33, Al Jumeirah Road DM-1, NR S/STN P136, Villa B13, Post Box 9327 Dubai, U.A.E.

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Name, Designation, Fathers Name, Occupation, Term and Director Identification Number (DIN) Mr. Hussain Al Qemzi Non-Independent and Non-Executive Director S/o Mr. Ahmed Dhaen Al Qemzi Banking Executive Term: Liable to retire by rotation DIN: 01784716 (Provisional) Mr. Pradip Kumar Khaitan Independent and Non-Executive Director S/o Late Shri Bhagwati Prasad Khaitan Advocate Term: Liable to retire by rotation DIN: 00004821 Mr. Ghyanendra Nath Bajpai Independent and Non-Executive Director S/o Mr. Bans Gopal Bajpai Business Term: Liable to retire by rotation DIN: 00946138 Mr. Ram Charan Independent and Non-Executive Director S/o Mr. Ganga Saran Business Advisor Term: Liable to retire by rotation DIN: 01779467 (Provisional) Mr. Kiran Sharadchandra Karnik Independent and Non-Executive Director S/o Mr. Sharad Chandra Karnik Business Term: Liable to retire by rotation DIN: 00542951 Mr. Om Prakash Vaish Independent and Non-Executive Director S/o Late Mr. Mahadeo Prasad Advocate Term: Liable to retire by rotation DIN: 00001360 Mr. Aman Mehta Independent and Non-Executive Director S/o Mr. Som Raj Mehta Business Term: Liable to retire by rotation DIN: 00009364

Age 50

Address 228/28, Al Mazhar Area DM 30, Post Box 7084 Dubai, U.A.E.

66

B/103, Rai Enclave 7/1A, Sunny Park Post Office Ballygunge Kolkata 700 019, India 131, Shaan Apartments K.D. Marg, Opp. Kirti College Prabhadevi, Mumbai 400 028, India

65

68

12655 North Central Expressway Suite 103, Dallas Texas U.S.A. 75243 Q-2A, Hauz Khas Enclave New Delhi 110 016, India

60

76

10, Hailey Road New Delhi 110 001, India

60

4/7 Shanti Niketan New Delhi 110 021, India

For further details regarding the Board of Directors, see the section Our Management beginning on page 377 of this Draft Red Herring Prospectus. Company Secretary and Compliance Officer Mr. Surender Varma ECE House, 28 Kasturba Gandhi Marg New Delhi 110 001, India Tel: +91 11 4120 3458 Fax: +91 11 4152 4619 Email: IPO@emaarmgf.com Website: www.emaarmgf.com Investors can contact the Compliance Officer in case of any pre-Issue or post-Issue related problems such as nonreceipt of letters of allotment, credit of allotted shares in the respective beneficiary account and refund orders. Global Coordinators and Book Running Lead Managers
Enam Securities Private Limited 801/802, Dalamal Towers DSP Merrill Lynch Limited 10th Floor, Mafatlal Centre

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Nariman Point Mumbai 400 021 India Tel: +91 22 6638 1800 Fax: +91 22 2284 6824 Email: emaarmgfipo@enam.com Contact Person: Amit Jain Website: www.enam.com SEBI Registration Number: INM000006856

Nariman Point Mumbai 400 021 India Tel: +91 22 6632 8000 Fax: +91 22 2204 8518 Email: emaarmgf_ipo@ml.com Contact Person: N.S. Shekhar Website: www.dspml.com SEBI Registration Number: INM000002236

Book Running Lead Managers

Citigroup Global Markets India Private Limited 12th Floor, Bakhtawar 229 Nariman Point Mumbai 400 021 India Tel: +91 22 6631 9999 Fax:+91 22 6631 9803 Email: investors.cgmib@citi.com Contact Person: Rajiv Jumani website: www.citibank.co.in SEBI Registration Number: INM000010718 HSBC Securities And Capital Markets (India) Private Limited 52/60, Mahatma Gandhi Road Fort Mumbai 400 001 India Tel: +91 22 2268 1259 Fax: +91 22 2263 1984 Email: emaarmgfipo@hsbc.co.in Contact Person: Abhishek Saha Website: www.hsbc.co.in SEBI Registration Number: INM000010353 Kotak Mahindra Capital Company Limited 3rd Floor, Bakhtawar 229, Nariman Point Mumbai 400 021 India Tel: +91 22 6634 1100 Fax: +91 22 2284 0492 Email: emaarmgf.ipo@kotak.com Contact Person: Chandrakant Bhole Website: www.kotak.com SEBI registration number: INM000008704 Goldman Sachs (India) Securities Private Limited Rational House, 951A Appasaheb Maratha Marg Prabhadevi Mumbai 400 025 India Tel: +91 22 6616 9000 Fax: +91 22 6616 9090 Email: emaarmgf_issue@gs.com Contact Person: Sachin Dua Website: www.gs.com/country_pages/India SEBI registration number: INM000011054 J.P. Morgan India Private Limited Mafatlal Centre, 9th Floor Nariman Point Mumbai 400 021 India Tel: +91 22 2285 5666 Fax: +91 22 6639 3091 Email: emaar_ipo@jpmorgan.com Contact Person: Rohit Ramana Website: www.jpmipl.com SEBI Registration Number: INM000002970

Syndicate Members [] Legal Advisors

Domestic Legal Counsel to the Company International Legal Counsel to the Company (Advising on the laws of the State of New York and the Federal laws of the United States of America) Linklaters LLP Suite 4, Third Floor Gate Precinct Building 3 Dubai International Financial Centre PO Box 506516, Dubai United Arab Emirates Tel: +971 4 369 5800 Fax: +971 4 369 5801 International Legal Counsel to the Underwriters (Advising on the laws of the State of New York and the Federal laws of the United States of America) Jones Day

S&R Associates K 40, Connaught Circus New Delhi 110 001, India Tel: +91 11 4289 8000 Fax: +91 11 4289 8001

Domestic Legal Counsel to the Underwriters

Dua Associates

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202-206 Tolstoy House 15, Tolstoy Marg New Delhi 110 001, India Tel: +91 11 23714408 Fax: +91 11 2335 7097 +91 11 2331 7746

29/F , Edinburgh Tower The Landmark 15 Queens Road Central, Hong Kong Tel: +852 2526 6895 Fax: +852 2868 5871

Monitoring Agency [] Tel: +[] Fax: +[] Email: [] Contact Person: [] Website: [] Rating Agency [] Tel: +[] Fax: +[] Email: [] Contact Person: [] Website: [] SEBI Registration Number: [] Registrar to the Issue Karvy Computershare Private Limited Plot No. 17-24 Vithalrao Nagar Madhapur Hyderabad 500 081 India Tel: +91 40 2342 0815-820/1 800 345 4001 Fax: +91 40 2342 0814 Email: einward.ris@karvy.com Contact Person: M. Murali Krishna Website: www.karvy.com SEBI registration number: INR000000221 Bankers to the Issue and Escrow Collection Banks [] Tel: +[] Fax: +[] Email: [] Contact Person: [] Website: [] SEBI Registration Number: [] Auditors S.R. Batliboi & Co., Chartered Accountants 6th Floor, H.T. House 18-20 Kasturba Gandhi Marg New Delhi 110 001 Tel: +91 11 4363 3000

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Fax: +91 11 4363 3200 Bankers to the Company

Bank of India Asaf Ali Road Branch 4/8, Asaf Ali Road Post Box No. 7044 New Delhi 110 002, India Tel: +91 11 2327 1714 Fax: +91 11 2327 4555 Email: boiasafali@vsnl.net Contact Person: R. V. Aggarwal Website: www.bankofindia.com The Hongkong and Shanghai Banking Corporation Limited JMD Regent Square DLF Phase II Gurgaon 122 002 Haryana, India Tel: +91 124 4182 128 Fax: +91 124 405 8974 Email: shaileshsingh@ hsbc.co.in Contact Person: Shailesh Singh Website: www.hsbc.co.in Citibank N.A. DLF Centre 5th Floor, Sansad Marg New Delhi 100 001 India Tel: +91 11 2373 6522 Fax: +91 11 2373 6960 Email: ashima.suri@citigroup.com Contact Person: Ashima Suri Website: www.citibank.co.in State Bank of India Jawahar Vyapar Bhawan 1 Tolstoy Marg New Delhi 110 001 India Tel: +91 11 2337 4931 Fax: +91 11 2371 1580 Email: sbi.04803@sbi.co.in Contact Person: Ashutosh Goel Website: www.sbi.co.in The ABN AMRO Bank Limited 3rd Floor, Hansalaya Building 15, Barakhamba Road New Delhi 110 001, India Tel: + 91 0124 4181 747 Fax: + 91 0124 4181 240 Email: Sumit.Khurana@in.abnamro.com Contact Person: Sumit Khurana Website: www.abnamro.co.in Kotak Mahindra Bank Limited 7th Floor, Ambadeep 14 Kasturba Gandhi Marg New Delhi 110 001 India Tel: +91 11 4179 0000 Fax: +91 11 2335 7465 Email: vipin.verma@ kotak.com Contact Person: Vipin Verma Website: www.kotak.com Standard Chartered Bank 304 A, 3rd Floor JMD Regent Square DLF Phase II Gurgaon 122 002 Haryana, India Tel: +91 124 430 4530 Fax: +91 124 430 4536 Email: arvind.ahuja@in.standardchartered.com Contact Person: Arvind Ahuja Website: www. Standardchartered.com Deutsche Bank New Delhi Branch ECE House 28 Kasturba Gandhi Marg New Delhi 110 001 India Tel: +91 22 6658 4045 Fax: +91 22 2207 6553 Email: shyamal.malhotra@db.com Contact Person: Shyamal Malhotra Website: www.db.com

Statement of Responsibility of the Book Running Lead Managers The following table sets forth the inter se allocation of responsibilities for various activities among Enam Securities Private Limited (ENAM), DSP Merrill Lynch Limited (DSPML), Citigroup Global Markets India Private Limited (Citigroup), Goldman Sachs (India) Securities Private Limited (GS), HSBC Securities and Capital Markets (India) Private Limited (HSBC), J.P. Morgan India Private Limited (JPM), and Kotak Mahindra Capital Company Limited (Kotak), as Book Running Lead Managers for the Issue: S.No. 1. 2. Activities Capital structuring with the relative components and formalities such as type of instruments, etc. Due diligence of the Companys operations/ management/ business plans/ legal, etc. Drafting and design of the Draft Red Herring Prospectus and statutory advertisement including memorandum containing salient features of the Responsibility ENAM, DSPML, Citigroup, GS, HSBC, JPM, Kotak ENAM, DSPML, Citigroup, GS, HSBC, JPM, Kotak Coordinator ENAM ENAM

15

S.No.

3.

Activities Prospectus. The BRLMs shall ensure compliance with stipulated requirements and completion of prescribed formalities with the Stock Exchanges, RoC and SEBI including finalisation of Prospectus and RoC filing. Drafting and approval of all publicity material other than statutory advertisement as mentioned above including corporate advertisement, brochure, corporate films, etc. Appointment of intermediaries including Registrar to the Issue and Bankers to the Issue. Appointment of other intermediaries including printers and advertising agency. International institutional marketing of the Issue, which will cover, inter alia: Preparing roadshow presentation and frequently asked questions; Finalising the list and division of investors for one to one meetings; and Finalising road show schedule and investor meeting schedules. Domestic institutional marketing of the Issue, which will cover, inter alia: Finalising the list and division of investors for one to one meetings; and Finalising road show schedule and investor meeting schedules. Non-institutional and retail marketing of the Issue, which will cover, inter alia: Formulating marketing strategies, preparation of publicity budget; Finalising media and public relation strategy; Finalising centres for holding conferences for brokers, etc.; Finalising collection centres; Follow-up on distribution of publicity and Issue material including form, prospectus and deciding on the quantum of the Issue material; and Co-ordination with Stock Exchanges for book building software, bidding terminals and mock trading. Finalisation of Issue Price in consultation with the Company. The post-Bidding activities including management of escrow accounts, coordination non-institutional allocation, intimation of allocation and dispatch of refunds to Bidders, etc. The post-Issue activities will involve essential follow up steps, which include the finalisation of listing and trading of instruments and demat and delivery of shares and refunds, with the various agencies connected with the work such as the Registrar to the Issue and Bankers to the Issue and the bank handling refund business. The BRLMs shall be responsible for ensuring that these agencies fulfil their functions and enable it to discharge this responsibility through suitable agreements with the Company.

Responsibility

Coordinator

ENAM, DSPML, Citigroup, GS, HSBC, JPM, Kotak ENAM, DSPML, Citigroup, GS, HSBC, JPM, Kotak ENAM, DSPML, Citigroup, GS, HSBC, JPM, Kotak ENAM, DSPML, Citigroup, GS, HSBC, JPM, Kotak

DSPML

4. 5. 6.

DSPML ENAM DSPML

ENAM, DSPML, Citigroup, GS, HSBC, JPM, Kotak

ENAM

8.

ENAM, DSPML, Citigroup, GS, HSBC, JPM, Kotak

ENAM

9. 10.

ENAM, DSPML, Citigroup, GS, HSBC, JPM, Kotak ENAM, DSPML, Citigroup, GS, HSBC, JPM, Kotak

DSPML DSPML

16

Credit Rating As the Issue is of equity shares, a credit rating is not required. IPO Grading As required under the SEBI Guidelines, the Company will obtain a grading of this Issue from a credit rating agency registered with SEBI, which will be disclosed in the Red Herring Prospectus filed with the RoC. Trustees As the Issue is of equity shares, the appointment of trustees is not required. Book Building Process Book Building refers to the process of collection of bids from investors on the basis of the Red Herring Prospectus. This Issue Price is fixed after the Bid/Issue Closing Date. The principal parties involved in the Book Building Process are: (1) (2) (3) (4) The Company; The Book Running Lead Managers; The Syndicate Members; and The Registrar to the Issue.

The Equity Shares are being offered to the public through the 100% Book Building Process in accordance with Rule 19(2)(b) of the SCRR and the SEBI Guidelines, wherein at least 60% of the Issue shall be allotted on a proportionate basis to QIBs, of which 5% shall be reserved for Mutual Funds. If at least 60% of the Issue cannot be allotted to QIBs, then the entire application money will be refunded herewith. Further, not less than 10% of the Issue shall be available for allocation on a proportionate basis to Non-Institutional Bidders and not less than 30% of the Issue shall be available for allocation on a proportionate basis to Retail Individual Bidders, subject to valid Bids being received at or above the Issue Price. Under the SEBI Guidelines, QIBs are not allowed to withdraw their Bid after the Bid/Issue Closing Date. In addition, QIBs are required to pay the QIB Margin Amount, representing 10% of the Bid Amount, upon submission of their Bid and allocation to QIBs will be on a proportionate basis. For details, see the section Issue Structure beginning on page 668 of this Draft Red Herring Prospectus. The Company will comply with the SEBI Guidelines issued by SEBI for this Issue. In this regard, the Company has appointed the BRLMs to manage the Issue and to procure subscriptions to the Issue. The process of Book Building under the SEBI Guidelines is subject to change. Investors are advised to make their own judgment about an investment through this process prior to submitting a Bid in the Issue. Steps to be taken by the Bidders for bidding: Check eligibility for making a Bid, see the section Issue Procedure of the Red Herring Prospectus; Ensure that you have a demat account and the demat account details are correctly mentioned in the Bid-cumApplication Form; Ensure that the Bid-cum-Application Form is duly completed as per instructions given in the Red Herring Prospectus and in the Bid-cum-Application Form; and If your bid is for Rs. 50,000 or more, ensure that the Bid-cum-Application Form is accompanied by the Permanent Account Number or by Form 60 or Form 61, as may be applicable, together with necessary documents providing proof of address. For details, see the section Issue Procedure beginning on page 671 of this Draft Red Herring Prospectus.

17

Illustration of Book Building and Price Discovery Process (Investors should note that the following is solely for the purpose of illustration and is not specific to the Issue) Bidders can bid at any price within the price band. For instance, assuming a price band of Rs.20 to Rs.24 per share, an issue size of 3,000 equity shares and receipt of five bids from bidders, details of which are shown in the table below, the illustrative book would be as given below. A graphical representation of the consolidated demand and price would be made available at the bidding centres during the bidding period. The illustrative book as shown below indicates the demand for the shares of the company at various prices and is collated from bids from various investors.
Bid Quantity 500 1,000 1,500 2,000 2,500 Bid Price (Rs.) 24 23 22 21 20 Cumulative equity shares Bid for 500 1,500 3,000 5,000 7,500 Subscription 16.67% 50.00% 100.00% 166.67% 250.00%

The price discovery is a function of demand at various prices. The highest price at which the issuer is able to issue the desired number of shares is the price at which the book cuts off, i.e., Rs.22 in the above example. The issuer, in consultation with the BRLMs, will finalise the issue price at or below such cut off, i.e., at or below Rs.22. All bids at or above this issue price and cut-off bids are valid bids and are considered for allocation in the respective categories. Withdrawal of the Issue The Company, in consultation with the BRLMs, reserves the right not to proceed with the Issue at any time after the Bid/Issue Opening Date but before the Board meeting for Allotment, without assigning any reason therefor. Notwithstanding the foregoing, the Issue is also subject to obtaining (i) the final listing and trading approvals of the Stock Exchanges, which the Company shall apply for after Allotment and (ii) the final RoC approval of the Prospectus after it is filed with the RoC. In terms of the SEBI Guidelines, the QIBs shall not be allowed to withdraw their Bids after the Bid/Issue Closing Date. Bid/Issue Program
BID/ISSUE OPENS ON BID/ISSUE CLOSES ON [], 2007 [], 2007

Bids and any revision in Bids shall be accepted only between 10 a.m. and 3 p.m. (Indian Standard Time) during the Bidding Period as mentioned above at the bidding centres mentioned on the Bid-cum-Application Form except that on the Bid/Issue Closing Date, the Bids shall be accepted only between 10 a.m. and 1 p.m. (Indian Standard Time) and uploaded until (i) 5 p.m. in case of Bids by QIB Bidders and Non-Institutional Bidders and (ii) such time as permitted by the BSE and the NSE, in case of Bids by Retail Individual Bidders. Due to limitation of time available for uploading the Bids on the Bid/Issue Closing Date, the Bidders are advised to submit their Bids one day prior to the Bid/Issue Closing Date and, in any case, no later than 1 p.m (Indian Standard Time) on the Bid/Issue Closing Date. Bidders are cautioned that in the event a large number of Bids are received on the Bid/Issue Closing Date, as is typically experienced in public offerings, which may lead to some Bids not being uploaded due to lack of sufficient time to upload, such Bids that cannot be uploaded will not be considered for allocation under the Issue. Bids will only be accepted on working days, i.e., Monday to Friday (excluding any public holiday). The Company, in consultation with the BRLMs, reserves the right to revise the Price Band during the Bidding Period in accordance with the SEBI Guidelines. The cap should not be more than 20% of the floor of the Price Band. The floor of the Price Band can move up or down to the extent of 20% of the floor of the Price Band disclosed in the Red Herring Prospectus. In case of revision in the Price Band, the Bidding Period will be extended for three additional working days after revision of Price Band subject to the Bidding Period not exceeding ten working days. Any revision in the Price Band and the revised Bidding Period, if applicable, will be widely disseminated by notification to the BSE and the NSE, by issuing a press release, and also by indicating the change on the websites of the BRLMs and at the terminals of the other members of the Syndicate.

18

Underwriting Agreement After the determination of the Issue Price but prior to filing of the Prospectus with RoC, the Company intends to enter into an Underwriting Agreement with the Underwriters for the Equity Shares proposed to be issued and sold in the Issue. Pursuant to the terms of the Underwriting Agreement, the BRLMs shall be responsible for bringing in the amount devolved in the event that the Syndicate Members do not fulfil their underwriting obligations. Pursuant to the terms of the Underwriting Agreement, the obligations of the Underwriters are several and are subject to certain conditions to closing, as specified therein. The Underwriters have indicated their intention to underwrite the following number of Equity Shares: (This portion has been intentionally left blank and will be completed before filing of the Prospectus with the RoC.)
Name and Address of the Underwriters BRLMs [] [] [] [] [] [] [] Syndicate Members [] Total [] [] [] [] [] [] [] [] [] [] [] [] [] [] [] [] [] [] Indicated Number of Equity Shares to be Underwritten Amount Underwritten (Rs. Million)

The above-mentioned amount is an indicative underwriting and would be finalised after determination of the Issue Price and actual allocation of the Equity Shares. The Underwriting Agreement is dated [], 2007 and has been approved by our Board of Directors. Allocation among the Underwriters may not necessarily be in the proportion of their underwriting commitments. Notwithstanding the above table, the BRLMs and the Syndicate Members shall be responsible for ensuring payment with respect to Equity Shares allocated to investors procured by them. In the event of any default in payment, the respective Underwriter, in addition to other obligations defined in the Underwriting Agreement, will also be required to procure/subscribe to Equity Shares to the extent of the defaulted amount. In the opinion of the Board of Directors (based on a certificate given by the Underwriters), the resources of all the above-mentioned Underwriters are sufficient to enable them to discharge their respective underwriting obligations in full. All the above-mentioned Underwriters are registered with SEBI under Section 12(1) of the SEBI Act or registered as brokers with the Stock Exchanges.

19

CAPITAL STRUCTURE The Companys share capital, as of the date of filing this Draft Red Herring Prospectus with SEBI, before and after the proposed Issue, is set forth below:
Aggregate Nominal Value (in million Rs.) A) AUTHORISED SHARE CAPITAL(1) 1,700,000,000 Equity Shares of Rs.10 each 1,000,000,000 Preference Shares of Rs.10 each ISSUED, SUBSCRIBED AND PAID-UP CAPITAL BEFORE THE ISSUE 868,540,112 Equity Shares of Rs.10 each 922,531,250 Preference Shares of Rs.10 each(2) PRESENT ISSUE IN TERMS OF THIS DRAFT RED HERRING PROSPECTUS 117,389,914 Equity Shares of Rs.10 each # Of which: QIB Portion(3) At least [] Equity Shares Of which: Mutual Fund Portion [] Equity Shares Balance for all QIBs including Mutual Funds [] Equity Shares Non-Institutional Portion(4) Not less than [] Equity Shares available for allocation Retail Portion(4) Not less than [] Equity Shares available for allocation D) PAID UP EQUITY CAPITAL AFTER THE ISSUE 985,930,026 Equity Shares of Rs.10 each 9,859.30 [] E) SHARE PREMIUM ACCOUNT Before the Issue 29,759.49 After the Issue [] [] __________ (1) a. The authorised capital of the Company was increased from Rs.500 million divided into 50 million Equity Shares of Rs.10 each to Rs.1,000 million divided into 100 million Equity Shares of Rs.10 each through a resolution passed by the shareholders of the Company at a general meeting held on December 15, 2005. b. The authorised capital of the Company was increased from Rs.1,000 million divided into 100 million Equity Shares of Rs.10 each to Rs.1,200 million divided into 120 million Equity Shares of Rs.10 each through a resolution passed by the shareholders of the Company at a general meeting held on November 17, 2006. c. The authorised capital of the Company was increased from Rs.1,200 million divided into 120 million Equity Shares of Rs.10 each to Rs.12,000 million divided into 300 million Equity Shares of Rs.10 each and 900 million Preference Shares of Rs.10 each through a resolution passed by the shareholders of the Company at a general meeting held on January 23, 2007. d. The authorised capital of the Company was reclassified into 200 million Equity Shares of Rs.10 each and 1,000 million Preference Shares of Rs.10 each through a resolution passed by the shareholders of the Company at a general meeting held on February 17, 2007. e. The authorised capital of the Company was increased from Rs.12,000 million divided into 200 million Equity Shares of Rs.10 each and 1,000 million Preference Shares of Rs.10 each to Rs.20,000 million divided into 1,000 million Equity Shares of Rs.10 each and 1,000 million Preference Shares of Rs.10 each at a general meeting held on March 15, 2007. f. The authorised capital of the Company was increased from Rs.20,000 million divided into 1,000 million Equity Shares of Rs.10 each and 1,000 million Preference Shares of Rs.10 each to Rs. 27,000 million divided into 1,700 million Equity Shares of Rs. 10 each and 1,000 million Preference Shares of Rs.10 each at a general meeting held on August 16, 2007. # The Company proposes to issue up to 117,389,914 Equity Shares, which would include a Pre-IPO Placement of up to [] Equity Shares prior to the filing of the Red Herring Prospectus with the RoC and net public Issue of [] Equity Shares. The Pre IPO Placement will also include shares to be issued to Emaar Holding II upon the Conversion of the Compulsory Convertible Preference Shares into Equity Shares. The allotment of Equity Shares pursuant to the Pre-IPO Placement including on account of Conversion will be limited to the extent that the net public Issue is at least 10% of post Issue paid up capital of the Company. The Company has issued Compulsory Convertible Preference Shares to Emaar Holding II which are convertible into Equity Shares prior to the filing of the Red Herring Prospectus with the RoC. The number of Equity Shares to be issued upon Conversion will be based on the Cap Price. After the Conversion, an amount of Rs.10 will be appropriated towards the face value of the Equity Shares. The balance amount of Rs. [] outstanding in the Compulsory Convertible Preference Shares account will be appropriated towards share premium after determination of the Issue Price. If the Issue Price is more than Rs. [] per Equity Share, the entire amount of Rs. [] will be appropriated to the share premium account. In case the Issue Price is less than Rs. [] per Equity Share, then such amount shall continue in the books of the Company as preference share capital which shall be redeemable at the end of three years from the date of Aggregate Value at Issue Price (in million Rs.)

17,000.00 10,000.00 8,685.40 9,225.31

B)

C)

1,173.90

[]

(2)

20

execution of the subscription agreement dated August 31, 2006, subject to any regulatory approvals as may be required. Also see Notes to Capital Structure Preference Share Capital beginning on page 20 of this Draft Red Herring Prospectus. The Company has also issued certain debentures which are convertible into cumulative Preference Shares. For details regarding debentures issued by the Company, see the section Our Indebtedness beginning on page 580 of this Draft Red Herring Prospectus. (3) Allocation to QIBs is proportionate as per the terms of this Draft Red Herring Prospectus. 5% of the QIB Portion shall be available for allocation to Mutual Funds. Mutual Funds participating in the 5% reservation in the QIB Portion will also be eligible for allocation in the remaining QIB Portion. Further attention of all QIBs is specifically drawn to the following: (a) QIBs will not be allowed to withdraw their Bid-cum-Application Forms after the Bid/Issue Closing Date; and (b) each QIB, including a Mutual Fund, is required to deposit a Margin Amount of at least 10% with its Bid-cum-Application Form. Subject to valid Bids being received at or above the Issue Price, under-subscription, if any, in the Non-Institutional Portion and the Retail Portion, would be allowed to be met with spill-over from other categories or a combination of categories, at the discretion of the Company, in consultation with the BRLMs.

(4)

Notes to the Capital Structure 1(a) Share Capital History of the Company

Equity Share Capital The following is the history of the equity share capital of the Company:
Face Value per Equity Share (Rs.) 10.00 Issue Price per Equity Share (Rs.) 10.00 Nature of consideration (cash, bonus, other than cash) Cash

Date of Allotment February 18, 2005

Number of Equity Shares 9,000

Reasons for allotment Subscription on signing of Memorandum of Association Subscription on signing of Memorandum of Association Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares

Cumulative Share Premium (Rs.) -

Cumulative Equity Share Capital (Rs.) 90,000

Individuals/ entities to whom Equity Shares allotted MGF Developments Limited Shravan Gupta

February 18, 2005

1,000

10.00

10.00

Cash

100,000

February 18, 2005 March 22, 2006 March 30, 2006

10,000 3,000,000(1) 4,497,600(2)

10.00 10.00 10.00

10.00 10.00 10.00

Cash Cash Cash

200,000 30,200,000 75,176,000

Shravan Gupta Shravan Gupta Loupen Services Limited Kallarister Trading Limited Shravan Gupta Siddharth Gupta Parul Gupta Shilpa Gupta Siddharth Sareen Emaar Holding II

March 30, 2006

22,102,400(3)

10.00

10.00

Cash

296,200,000

November 25, 2006 November 25, 2006 November 25, 2006 November 25, 2006 November 25, 2006 November 25, 2006

17,138,585 8,599,334 21,414 21,414 3,000,051 40,400,000(4)

10.00 10.00 10.00 10.00 10.00 10.00

10.00 10.00 10.00 10.00 10.00 549.96

Cash Cash Cash Cash Cash Cash

21,814,531,388

467,585,850 553,579,190 553,793,330 554,007,470 584,007,980 988,007,980

21

Date of Allotment November 27, 2006 November 27, 2006

Number of Equity Shares 1,175,986(4) 14,700(4)

Face Value per Equity Share (Rs.) 10.00 10.00

Issue Price per Equity Share (Rs.) 1,557.84 1,557.84

Nature of consideration (cash, bonus, other than cash) Cash Cash

Reasons for allotment Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares

Cumulative Share Premium (Rs.) 23,634,770,905 23,657,524,170

Cumulative Equity Share Capital (Rs.) 999,767,840 999,914,840

Individuals/ entities to whom Equity Shares allotted EIF CO INVEST IV Jacob Ballas Capital India Private Limited New York Life Investment Management Fund (FVCI) II LLC Citigroup Venture Capital International Ebene Limited Gautam Nayak, Trustee-Growth Partnership Ajay Relan Co. Inv. Trust Gautam Nayak, Trustee-Growth Partnership J.K. Basu Co. Inv. Trust Gautam Nayak, Trustee-Growth Partnership Vinayak Shenvi Co. Inv. Trust Gautam Nayak, Trustee-Growth Partnership Vivek Chhahhi Co. Inv. Trust Emaar Holding II ANI Capital Holdings India Limited Elephant Investments Limited Abhaar International LLC New York Life Investment Management Fund (FVCI) II LLC

November 27, 2006

279,297(4)

10.00

1,557.84

Cash

24,089,831,558

1,002,707,810

November 27, 2006

1,462,727(4)

10.00

1,557.84

Cash

Further Issue of Equity Shares

26,353,900,601

1,017,335,080

November 27, 2006

6,420(4)

10.00

1,557.84

Cash

Further Issue of Equity Shares

26,363,837,734

1,017,399,280

November 27, 2006

321(4)

10.00

1,557.84

Cash

Further Issue of Equity Shares

26,364,334,591

1,017,402,490

November 27, 2006

129(4)

10.00

1,557.84

Cash

Further Issue of Equity Shares

26,364,534,262

1,017,403,780

November 27, 2006

386(4)

10.00

1,557.84

Cash

Further Issue of Equity Shares

26,365,131,728

1,017,407,640

February 10, 2007

4,241,000(4)

10.00

1,957.64

Cash

Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares

34,625,070,946

1,059,817,640

April 11, 2007 April 11, 2007 April 11, 2007

391,039(4)

10.00

1,981.90

Cash

35,396,160,750

1,063,728,030

478,945(4)

10.00

1,981.90

Cash

36,340,592,395

1,068,517,480

285,475(4)

10.00

1,981.90

Cash

36,903,520,548

1,071,372,230

May 3, 2007

231,091(4)

10.00

1,981.90

Cash

Further Issue of Equity Shares

37,359,208,891

1,073,683,140

22

Date of Allotment September 22, 2007(5) September 22, 2007() Total

Number of Equity Shares 1,199,200

Face Value per Equity Share (Rs.) 10.00

Issue Price per Equity Share (Rs.) 10.00

Nature of consideration (cash, bonus, other than cash) Cash

Reasons for allotment Further Issue of Equity Shares Bonus Issue in the ratio 7:1

Cumulative Share Premium (Rs.) 37,359,208,891

Cumulative Equity Share Capital (Rs.) 1,085,675,140

Individuals/ entities to whom Equity Shares allotted Coniza Promoters Private Limited Existing Shareholders

759,972,598

10.00

Bonus

36,599,236,293

8,685,401,120

868,540,112 _________ (1) 3,000,000 Equity Shares were fully paid up on August 4, 2006. (2) 4,493,400 Equity Shares were fully paid up on August 21, 2006. The remaining 4,200 Equity Shares were fully paid up on September 15, 2006. (3) 22,074,130 Equity Shares were fully paid up on August 21, 2006. The remaining 28,270 Equity Shares were fully paid up on September 15, 2006. (4) Consideration for subscription of the Equity Shares was received in Indian Rupees and US Dollars. The issue price, including the share premium, received in US Dollars has been calculated based on the exchange rate as agreed in the subscription agreement. (5) Issued pursuant to a shareholders resolution dated September 22, 2007. (6) 759,972,612 Equity Shares were issued as bonus out of share premium account.

Preference Share Capital The following is the history of the preference share capital of the Company:
Face Value per Preference Share (Rs.) 10.00 Issue Price per Preference Share (Rs.) 10.00 Nature of consideration (cash, bonus, other than cash) Cash Individuals/ entities to whom Preference Shares allotted Emaar Holding II

Date of Allotment February 19, 2007

Number of Preference Shares 922,531,250

Reasons for allotment Issue of Compulsory Convertible Preference Shares(1)

Cumulative Share Premium (Rs.) -

Cumulative Preference Share Capital (Rs.) 9,225,312,500

Total

922,531,250 ___________ (1) The Company has issued Compulsory Convertible Preference Shares to Emaar Holding II which are convertible into Equity Shares prior to the filing of the Red Herring Prospectus with the RoC. The number of Equity Shares to be issued upon Conversion will be based on the Cap Price. After the Conversion, an amount of Rs.10 will be appropriated towards the face value of the Equity Shares. The balance amount of Rs. [] outstanding in the Compulsory Convertible Preference Shares account will be appropriated towards share premium after determination of the Issue Price. If the Issue Price is more than Rs. [] per Equity Share, the entire amount of Rs. [] will be appropriated to the share premium account. In case the Issue Price is less than Rs. [] per Equity Share, then such amount shall continue in the books of the Company as preference share capital which shall be redeemable at the end of three years from the date of execution of the subscription agreement dated August 31, 2006, subject to any regulatory approvals as may be required.

Other than as specified above, the Company has not issued any shares during the preceding one year from the date of the Draft Red Herring Prospectus. 1(b)
Number of Equity Shares

Capital Build-up of the Promoters equity shareholding in the Company

Face Value Issue Price Nature of Consideration

Date of Allotment

Date Fully Paid-up

Reason for Allotment

Lock-In

Shravan Gupta 1,000 10,000 3,000,000 17,138,585 February 18, 2005 February 18, 2005 March 22, 2006 November 25, 2006 February 18, 2005 February 18, 2005 August 4, 2006 November 25, 2006 10.00 10.00 10.00 10.00 10.00 10.00 10.00 10.00 Cash Cash Cash Cash Subscription on signing of Memorandum of Association Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares [] [] [] []

23

Number of Equity Shares 141,047,095 161,196,680

Date of Allotment September 22, 2007 Total

Date Fully Paid-up September 22, 2007

Face Value 10.00

Issue Price -

Nature of Consideration Bonus

Reason for Allotment Issue of Bonus Shares

Lock-In []

Emaar Properties PJSC Nil Emaar Holding II 40,400,000 4,241,000 312,487,000 357,128,000 November 25, 2006 February 10, 2007 September 22, 2007 Total November 25, 2006 February 10, 2007 September 22, 2007 10.00 10.00 10.00 549.96 1,957.6 4 Cash Cash Bonus Further Issue of Equity Shares Further Issue of Equity Shares Issue of Bonus Shares [] [] []

Kallarister Trading Limited 22,102,400 March 30, 2006 22,074,130 Equity Shares were fully paid-up on August 21, 2006 and the remaining 28,270 Equity Shares were fully paid-up on September 15, 2006 September 22, 2007 10.00 10.00 Cash Further Issue of Equity Shares []

154,716,800 176,819,200

September 22, 2007 Total

10.00

Bonus

Issue of Bonus Shares

[]

MGF Developments Limited 9,000 63,000 72,000 February 18, 2005 September 22, 2007 Total February 18, 2005 September 22, 2007 10.00 10.00 10.00 Cash Bonus Subscription on signing of Memorandum of Association Issue of Bonus Shares [] []

2.

Promoters Contribution and Lock-in

The Equity Shares that are being locked-in are not ineligible for computation of Promoters contribution under Clause 4.6 of the SEBI Guidelines.
A.

Details of Promoters contribution locked-in for three years

Pursuant to the SEBI Guidelines, an aggregate of 20% of the post-Issue shareholding of the Promoters shall be locked-in for a period of three years. The details of such lock-in are given below:
Date on which the Equity Shares were Allotted [] [] [] [] Nature of payment of consideration [] [] [] [] Number of Equity Shares locked in [] [] [] [] Face value (Rs.) [] [] [] [] Percentage of pre-Issue shareholding (%) [] [] [] [] Percentage of post-Issue shareholding (%) [] [] [] []

Name of the Promoter Shravan Gupta Kallarister Trading Limited Emaar Holding II(1) Total
(1)

Date when made fully paid-up [] [] [] []

Nature of Allotment [] [] [] []

Issue Price (Rs.) [] [] [] []

Our Promoters, Shravan Gupta, Kallarister Trading Limited and Emaar Holding II, have granted their consent to include their shareholding towards the minimum promoters contribution and for being locked in for three years from the date of Allotment in the Issue. The number of Equity Shares that will be contributed by each of them towards the minimum promoters contribution will be determined after the Conversion of the Compulsory Convertible Preference Shares.

The Promoters contribution has been brought in to the extent of not less than the specified minimum amount and from the persons defined as Promoters under the SEBI Guidelines. The Equity Shares held by the Promoters and offered for minimum 20% Promoters contribution are not subject to any pledge.

24

B.

Details of share capital locked-in for one year

In addition to the Equity Shares proposed to be locked-in as part of the Promoters contribution as stated above, the entire pre-Issue equity share capital of the Company will be locked-in for a period of one year from the date of allotment of Equity Shares in this Issue. Upon the completion of the Pre-IPO Placement, the Equity Shares issued and allotted in the Pre-IPO Placement, other than Equity Shares issued and allotted pursuant to the Conversion (which will be locked-in for three years), will be locked-in for a period of one year from the date of Allotment in the Issue. [] Equity Shares will be locked in for a period of one year from the date of Allotment of the Equity Shares in this Issue. Pursuant to Clause 4.15 of the SEBI Guidelines, locked-in Equity Shares held by the Promoters can be pledged with banks or financial institutions as collateral security for loans granted by such banks or financial institutions, provided that (i) the pledge of shares is one of the terms of sanction of the loan and (ii) if the shares are locked-in as Promoters contribution for three years, then in addition to the requirement in (i) above, such shares may be pledged only if the loan has been granted by the banks or financial institutions for the purpose of financing one or more of the objects of the Issue. Further, pursuant to Clause 4.16.1(a) of the SEBI Guidelines, Equity Shares held by shareholders other than the Promoters which are locked in as per Clause 4.14 of the SEBI Guidelines, may be transferred to any other person holding shares which are locked-in as per Clause 4.14 of the SEBI Guidelines, subject to continuation of the lock-in in the hands of the transferees for the remaining period and compliance with the Takeover Code, as applicable. Pursuant to Clause 4.16.1(b) of the SEBI Guidelines, Equity Shares held by the Promoters may be transferred to and among the Promoters or the Promoter Group or to a new promoter or persons in control of the Company subject to continuation of the lock-in in the hands of the transferees for the remaining period and compliance with the Takeover Code, as applicable. 3. Shareholding Pattern of the Company

The table below presents the Companys equity shareholding before the Issue and as adjusted for the Issue:
Pre-Issue Percentage of Number of equity share Equity Shares capital (%) Post-Issue Percentage of Number of equity share Equity Shares capital (%)

Name of Shareholder Promoters Shravan Gupta MGF Developments Limited Kallarister Trading Limited Emaar Holding II Total Holding of the Promoters Promoter Group (other than Promoters) Siddharth Gupta Siddharth Sareen Shilpa Gupta Parul Gupta Loupen Services Limited Coniza Promoters Private Limited Total Holding of Promoter Group (other than Promoters) Others EIF CO INVEST IV Jacob Ballas Capital India Private Limited New York Life Investment Management Fund (FVCI) II LLC Citigroup Venture Capital International Ebene Limited Gautam Nayak, Trustee-Growth Partnership Ajay Relan Co. Investment Trust Gautam Nayak, Trustee-Growth Partnership J. K. Basu Co. Investment Trust Gautam Nayak, , Trustee-Growth Partnership Vinayak

161,196,680 72,000 176,819,200 357,128,000 695,215,880 68,794,672 24,000,408 171,312 171,312 29,777,056 9,593,600 132,508,630

18.56 0.01 20.36 41.12

[] [] []

[] [] [] [] [] [] [] []

7.92 2.76 0.02 0.02 3.43 1.10

[] [] [] [] []

9,407,888 117,600 4,083,104 11,701,816 51,360 2,568 1,032

1.08 0.01 0.47 1.35 0.01 0.00 0.00

[] [] [] [] [] []

[] [] [] [] [] []

25

Name of Shareholder Shenvi Co. Investment Trust Gautam Nayak, Trustee-Growth Partnership Vivek Chhahhi Co. Investment Trust J. P. Morgan Mauritius Holdings II ANI Capital Holdings India Limited

Pre-Issue Percentage of Number of equity share Equity Shares capital (%)

Post-Issue Percentage of Number of equity share Equity Shares capital (%)

3,088 6,203,744 3,128,312

0.00 0.71 0.36 0.44

[] [] [] [] [] []

[] [] [] [] [] [] [] [] []

Elephant Investments Limited 3,831,560 Abhaar International LLC Total Holding of Others (other than Promoters and Promoter Group) Pre-IPO Placement(1) Public in the Issue Total
(1)

0.26 2,283,800 40,815,872 [] 868,540,112 100.00

[] [] []

This includes Equity Shares to be issued and allotted to Emaar Holding II pursuant to the Conversion.

4.

The Company, the Directors, the Promoters, the Promoter Group, their respective directors and the BRLMs have not entered into any buy-back and/or standby arrangements for the purchase of Equity Shares from any person. The list of top ten shareholders of the Company and the number of Equity Shares held by them is set forth below: (a) The top ten shareholders of the Company and the Equity Shares held by them as of the date of the filing of the Draft Red Herring Prospectus with SEBI are as follows:
S. No. 1. 2. 3. 4. 5 6 7. 8. 9. 10. Name of Shareholder Emaar Holding II Kallarister Trading Limited Shravan Gupta Siddharth Gupta Loupen Services Limited Siddharth Sareen Citigroup Venture Capital International Ebene Limited Coniza Promoters Private Limited EIF CO INVEST IV J. P. Morgan Mauritius Holdings II Number of Equity Shares 357,128,000 176,819,200 161,196,680 68,794,672 29,777,056 24,000,408 11,701,816 9,593,600 9,407,888 6,203,744 Percentage Shareholding (%) 41.12% 20.36% 18.56% 7.92% 3.43% 2.76% 1.35% 1.10% 1.08% 0.71%

5.

(b)

The top ten shareholders of the Company and the Equity Shares held by them as of ten days prior to the filing of the Draft Red Herring Prospectus with SEBI are as follows:
S. No. 1. 2. 3. 4. 5 6 7. 8. 9. 10. Name of Shareholder Emaar Holding II Kallarister Trading Limited Shravan Gupta Siddharth Gupta Loupen Services Limited Siddharth Sareen Citigroup Venture Capital International Ebene Limited EIF CO INVEST IV J. P. Morgan Mauritius Holdings II New York Life Investment Management Fund (FVCI) II LLC Total Number of Equity Shares 44,641,000 22,102,400 20,149,585 8,599,334 3,722,132 3,000,051 1,462,727 1,175,986 775,468 510,388 106,139,071 Percentage Shareholding (%) 41.58 20.59 18.77 8.01 3.47 2.79 1.36 1.09 0.72 0.48 98.86

26

(c)

The top two shareholders of the Company and the Equity Shares held by them as of two years prior to the filing of the Draft Red Herring Prospectus with SEBI are as follows:
S. No. 1. 2. Name of Shareholder Shravan Gupta MGF Developments Limited Total Number of Equity Shares 11,000 9,000 20,000 Percentage Shareholding (%) 55.00 45.00 100.00

6.

Except as set forth below, none of the Directors or key managerial personnel of the Company hold Equity Shares in the Company:
S.No. 1. 2. 3. Name of the Shareholder Shravan Gupta Siddharth Gupta Siddharth Sareen Number of Equity Shares 161,196,680 68,794,672 24,000,408 Pre-Issue Percentage Shareholding (%) 18.56 7.92 2.76 Post-Issue Percentage Shareholding (%) [] [] []

7.

Other than the outstanding Compulsory Convertible Preference Shares issued to Emaar Holding II, which are convertible into Equity Shares prior to the filing of the Red Herring Prospectus with the RoC, there are no outstanding warrants, options or rights to convert debentures, loans or other instruments into Equity Shares. Pursuant to a special resolution of the shareholders of the Company at an extraordinary general meeting held on August 31, 2007, the Company adopted the Emaar MGF ESOP for the grant of options, which shall be exercisable for such number of Equity Shares or securities convertible into Equity Shares, as shall not exceed 1.50% of the paid up share capital of the Company on the date of such grant. The Emaar MGF ESOP shall be administered and supervised by the Compensation Committee. Each option shall entitle the option grantee to apply for and be transferred one (1) share of the Company. On or from the time of the listing of the Equity Shares of the Company, the maximum number of shares to be transferred to any employee in any year under the Emaar MGF ESOP shall be less than 1% of the issued share capital of the Company (excluding any outstanding warrants or other securities convertible into Equity Shares) at the time of grant of options, subject to the overall ceiling of 1,000,000 options in the aggregate. In order to allot shares to employees under the Emaar MGF ESOP, an Emaar MGF Employee Stock Option Trust shall be constituted by the Company, which will purchase or subscribe for the shares of the Company and use such shares for purposes of the exercise of the options under the Emaar MGF ESOP. Under the Emaar MGF ESOP, Equity Shares may be issued to (i) band I (consists of operational heads, group functional heads etc.) and band II (consists of employees which are a rank lower than the operational and the group functional heads) employees of the Company who are in permanent employment of the Company; (ii) a Director of the Company, whether a whole-time director or not (except any Director holding, directly or indirectly, either himself or through his relative or any body corporate, more than 10% of the outstanding shares of the Company; and (iii) such other employees of the Company as may be determined by the Compensation Committee. An employee who is a Promoter or belongs to the Promoter Group or who is serving any notice period is not eligible for grant of options under the Emaar MGF ESOP. In compliance with the SEBI ESOP Guidelines, the following disclosures have been made in the notice for the extraordinary general meeting dated August 31, 2007, for approving the Emaar MGF ESOP:
Options granted Total number of options to be granted Identification of classes of employees entitled to participate in the Emaar MGF ESOP Nil Equity Shares representing up to 1.50% of the paid up equity share capital of the Company at the date of grant (i) Band I and band II employees of the Company who are in permanent employment of the Company; (ii) a Director of the Company, whether whole time director or not (except any Director holding, directly or indirectly, either himself or through his relative or any body corporate, more than 10% of the outstanding shares of the Company; and (iii) such other employees of the Company as may be determined by the Compensation Committee

8.

27

Requirements of vesting, period of vesting and maximum period within which options shall be vested Exercise price

The options under each grant shall vest not earlier than two years and six months and not later than five years and six months. Face Value of the shares on the date of grant for the initial grant cycle and 50% of the market price (as defined under the SEBI ESOP Guidelines) for the subsequent grant cycles The exercise period shall be a period of 11.5 years from the date of the vesting of the options. The options will be exercisable by the employees by a written application to the Company to exercise the options in such manner, and on execution of such documents as may be prescribed by the Board or Compensation Committee of the Board from time to time. The options will lapse if not exercised within the specified exercise period The eligibility of the employees will be determined by the Board or any committee of the Board The maximum number of shares to be transferred to any one employee under the Emaar MGF ESOP shall not exceed 1,000,000 options in aggregate before the shares of the Company are listed. On or from such time the shares of the Company are listed on any recognized stock exchange in India, the maximum number of shares to be transferred to any one employee under the Emaar MGF ESOP shall be less than 1% of the issued share capital (excluding outstanding warrants and conversions) of the Company at the time of grant of options in any year subject to the overall ceiling of 1,000,000 options in aggregate under the Emaar MGF ESOP Intrinsic value method Nil Nil Nil Nil Nil Nil Nil Not Applicable Not Applicable

Exercise period and process of exercise

The appraisal process for determining the eligibility of employees to the ESOP Scheme. The maximum number of options to be issued per employee and in the aggregate

Accounting method used by the Company to value its options Options vested Options exercised The total number of Equity Shares arising as a result of exercise of options Options lapsed, forfeited or cancelled Extinguishment or modifications of options Money realised by exercise of options Options outstanding (in force) Person-wise details of options granted to: i. ii. Directors and key managerial employees Any other employee who received a grant in any one year of options amounting to 5% or more of options granted during that year Identified employees who are granted options, during any one year equal to or exceeding 1% of the issued capital (excluding outstanding warrants and conversions) of the Company at the time of grant

iii.

Not Applicable

Pre-Issue Diluted Earnings Per Share (EPS) pursuant to issue of Equity Shares on exercise of options Lock-in Impact on profits and EPS

Not Applicable. -

The Emaar MGF ESOP is in compliance with the SEBI ESOP Guidelines. The Company undertakes to conform to the accounting policies as specified in the Clause 13.1 of the SEBI ESOP Guidelines. In case the Company calculates the employee compensation cost using the intrinsic value of the stock options, the difference between the employee compensation cost so computed and the employee compensation cost that shall have been recognised if it had used the fair value of the options, shall be disclosed in the directors report and also the impact of this difference on profits and on the EPS of the Company shall also be disclosed in the directors report. The stock options under the above plan have not been granted and the same may be granted by the Company at any time prior to filing of the Red Herring Prospectus with the RoC. Other than the details given above, the Company has had no previous employee stock option schemes.

28

If the exercise price of the options is lower than the fair value of the Equity Shares as certified by independent accountants, the Emaar MGF ESOP will result in a charge to the Companys profit and loss account equal to the product of the number of Equity Shares granted thereunder and the difference between the exercise price and the fair value, which will be amortised over the vesting period of the stock option. Under Indian GAAP, the grant of stock options will result in a charge to our profit and loss account based on the difference between the exercise price determined at the date of the grant of options and the fair market value of the options. This expense will be amortised over the vesting period of the options. 9. 10. Other than as disclosed in this Draft Red Herring Prospectus, the Company has not issued Equity Shares out of revaluation reserves or for consideration other than cash. Other than as disclosed in this Draft Red Herring Prospectus, the Directors, the Promoters and the Promoter Group have not entered into any transaction of securities of the Company within the last six months preceding the date on which this Draft Red Herring Prospectus is filed with SEBI. The Company has issued Equity Shares to the persons as described below in the year preceding this Issue, which may be at a price lower than the Issue price:
Whether Belongs to Promoter Group Yes Yes Yes Yes Yes Yes No No No No No No No No Yes No No No No Yes Number of Equity Shares 17,138,585 8,599,334 21,414 21,414 3,000,051 40,400,000 1,175,986 14,700 279,297 1,462,727 6,420 321 129 386 4,241,000 285,475 391,039 478,945 231,091 1,199,200

11.

Name of the Shareholder Shravan Gupta Siddharth Gupta Parul Gupta Shilpa Gupta Siddharth Sareen Emaar Holding II EIF CO INVEST IV Jacob Ballas Capital India Private Limited New York Life Investment Management Fund (FVCI) II LLC Citigroup Venture Capital International Ebene Limited Gautam Nayak, Trustee-Growth Partnership Ajay Relan Co. Inv. Trust Gautam Nayak, Trustee-Growth Partnership J.K. Basu Co. Inv. Trust Gautam Nayak, Trustee-Growth Partnership Vinayak Shenvi Co. Inv. Trust Gautam Nayak, Trustee-Growth Partnership Vivek Chhahhi Co. Inv. Trust Emaar Holding II Abhaar International LLC ANI Capital Holdings India Limited Elephant Investments Limited New York Life Investment Management Fund (FVCI) II LLC Coniza Promoters Private Limited

Date of Issue November 25, 2006 November 25, 2006 November 25, 2006 November 25, 2006 November 25, 2006 November 25, 2006 November 27, 2006 November 27, 2006 November 27, 2006 November 27, 2006 November 27, 2006 November 27, 2006 November 27, 2006 November 27, 2006 February 10, 2007 April 11, 2007 April 11, 2007 April 11, 2007 May 3, 2007 September 22, 2007

Issue Price (Rs.) 10 10 10 10 10 549.96 (1) 1,557.84 (1) 1,557.84 (1) 1,557.84 (1) 1,557.84 (1) 1,557.84 (1) 1,557.84 (1) 1,557.84 (1) 1,557.84 (1) 1957.64 (1) 1,981.90 (1) 1,981.90 (1) 1,981.90 (1) 1,981.90 (1) 10

Reasons for Issue Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares Further Issue of Equity Shares

29

__________________ (1)

Name of the Shareholder Existing shareholders of the Company

Whether Belongs to Promoter Group Yes

Number of Equity Shares 759,972,598

Date of Issue September 22, 2007

Issue Price (Rs.) -

Reasons for Issue Bonus Issue of Equity Shares

Consideration for subscription of the Equity Shares was received in Indian Rupees and US Dollars. The issue price, including the share premium, received in US Dollars has been calculated based on the exchange rate as agreed in the subscription agreement.

12.

Other than as disclosed in this Draft Red Herring Prospectus, there will be no further issue of capital whether by way of issue of bonus shares, preferential allotment, or rights issue or in any other manner during the period commencing from submission of this Draft Red Herring Prospectus with SEBI until the Equity Shares offered through the Red Herring Prospectus have been listed. The Company presently does not have any intention or proposal to alter its capital structure for a period of six months from the Bid/Issue Opening Date, by way of split/consolidation of the denomination of Equity Shares or further issue of Equity Shares (including issue of securities convertible into or exchangeable, directly or indirectly, for the Equity Shares) whether preferential or otherwise, except granting stock options or allotting Equity Shares pursuant to the Emaar MGF ESOP or if the Company plans to enter into acquisitions, joint ventures or strategic alliances, the Company may consider raising additional capital to fund such activity or use Equity Shares as currency for such acquisition, investment or alliance. A Bidder cannot submit a Bid for more than the number of Equity Shares offered in the Issue and such bids are subject to the maximum limit of investment prescribed under relevant laws applicable to each category of investor. The Company has not made any public issue since its incorporation. There shall be only one denomination for the Equity Shares of the Company, unless otherwise permitted by law. The Company shall comply with such disclosure and accounting norms as specified by SEBI from time to time. As of the date of filing this Draft Red Herring Prospectus, the total number of holders of Equity Shares was 22. The Company has not raised any bridge loan against the proceeds of this Issue. An oversubscription to the extent of 10% of the Issue can be retained for purposes of rounding off to the nearest multiple of [] while finalising the basis of allotment. The Promoters and members of the Promoter Group will not participate in this Issue. There are restrictive covenants in the agreement entered into by the Company with certain lenders for short-term and long-term borrowing. For further details, see the Section Our Indebtedness beginning on page 580 of this Draft Red Herring Prospectus. The following banks have consented to the Issue and/or the Pre-IPO Placement: (i) Bank of India through its letter dated August 24, 2007, (ii) Citicorp Finance (India) Limited through its letter dated August 29, 2007, (iii) ABN Amro Bank N.V. through its letter dated August 21, 2007, (iv) the HongKong and Shanghai Banking Corporation Limited through its letter dated August 20, 2007, (v) Kotak Mahindra Bank Limited through its letter dated September 13, 2007, DSP Merrill Lynch Capital Limited through its letter dated September 10, 2007, (vi) ICICI Prudential Asset Management Company Limited through its letter dated September 21, 2007, and (vii) Axis Bank (acting as a trustee) through its letter dated September 18, 2007 have consented to the Issue and/or the Pre-IPO Placement. The Company has sought clarification from the RBI through its letter dated August 14, 2007 for investment by FIIs and NRIs in the Issue.

13.

14.

15. 16.

17. 18. 19. 20. 21.

22.

30

OBJECTS OF THE ISSUE The objects of the Issue are: Part payment towards acquisition of land and land development rights and related approvals for our ongoing and planned projects; Development and construction costs for the project palm drive; Repayment of loans; and For general corporate purposes.

The main object clause of our Memorandum of Association and objects incidental to the main objects enable us to undertake our existing activities and the activities for which funds are being raised by us through this Issue. The details of the proceeds of the Issue are summarised in the table below:
Particulars Gross proceeds of the Issue Issue related expenses Net Proceeds of the Issue Rs. in million [] [] []

Use of Net Proceeds The following table summarises the intended use of Net Proceeds:
Amount to be financed from Net Proceeds of the Issue 24,725 (Rs. in million) Estimated schedule of deployment of Net Proceeds for Fiscal 2008 10,000 2009 14,725 2010 -

S. No. 1

Expenditure Items Part payment towards acquisition of land and land development rights and related approvals Development and Construction cost of Palm Drive Repayment of loans; and General corporate purposes Issue Expenses Total

Total Estimated Cost 28,522

Amount deployed till August 31, 2007 # 3,798

2 3 4 5

7,755 14,502 [] [] []

0 0 [] [] []

7,755 14,502 [] [] []

2,500 11,152 [] [] []

2,500 3,100 [] [] []

2,755 250 [] [] []

# As per certificate from Rajeev and Ajay, Chartered Accountants dated September 22, 2007

The fund requirements are based on internal management estimates and have not been appraised by any bank or financial institution or any other independent agency. These are based on current conditions and are subject to change on account of changes in external circumstances or costs business situations etc. In case of variations in the actual utilization of funds earmarked for the purposes set forth above, increased fund requirements for a particular purpose may be financed by surplus funds, if any, available in respect of the other purposes for which funds are being raised in this Issue. If surplus funds are unavailable, the required financing will be done through internal accruals through cash flow from our operations, advances received from customers, and debt, as required. We operate in an evolving, increasingly competitive and dynamic market, and may have to revise our estimates from time to time on account of new projects, modifications in existing planned developments and the initiatives which we may pursue including any industry consolidation opportunities, such as acquisition. We may also reallocate expenditure to newer projects or those with earlier completion dates in the case of delays in our Ongoing and Planned projects. Consequently, our fund requirements may also change accordingly. Any such change in our plans may require rescheduling of our expenditure programs, starting projects which are not currently planned, discontinuing projects currently planned and an increase or decrease in the expenditure for a

31

particular project or land acquisition or land development rights in relation to current plans, at the discretion of the management of the Company. In case of any shortfall or cost overruns, we intend to meet our estimated expenditure from internal accruals through cash flow from our operations, advances received from customers, and debt, as required. Details of the Objects Part payment towards acquisition of land and land development rights and related approvals for our Ongoing and Planned projects We are in the business of real estate development including residential, commercial, retail and hospitality and we intend to acquire further land and land development rights in order to facilitate our strategy of building our land reserves. We recognise that extensive land reserves are the most important resource for real estate development. Accordingly, we or we through our subsidiaries or companies owned by us have entered into various acquisition agreements like MoU, agreement to sell, term sheet and allotment letter by State Governments / development authorities in various cities towards which our capital commitment stands as set forth below: Amount Already Paid until August 31, 2007# 3,798 Balance Amount to be paid from the Issue proceeds 8,681 (Rs. in million) Nature of Contract / Documentation MoU / Agreement for Sale / Term Sheet and Allotment Letters

Project Name Alibagh, Amritsar, Bangalore, Chennai, Delhi, Gurgaon, Jaipur, Lucknow, Mangalore, Mysore,

Plot Area (acre) 700

Total Cost 12,479

# As per certificate from Rajeev and Ajay, Chartered Accountants dated September 22, 2007

In respect of many of our land acquisitions, we are required to pay an advance at the time of executing an agreement to purchase, with the remaining purchase price due upon completion of the acquisition. The estimated costs described in this section include such advances and deposits. Till August 31, 2007, we have paid Rs. 3,666 million as advances towards these above mentioned land acquisition and we propose to utilise Rs. 8,815 million from net proceeds of the Issue towards the balance payment / capital commitment. No specific approvals are required for the acquisition of the above lands and in relation to other lands to be held on behalf of our Company, we shall apply for the conversion. Currently, our Land Reserves, over which we have development rights are 12,544 acre. Before commencement of any project development work on such land, we are required to obtain various approvals including conversion of land use. We propose to utilise Rs. 16,044 million towards obtaining approval of conversion of land use from regulatory authorities, of approximately 1,214 acres situated in locations of Gurgaon, NCR, primarily land conversion charges include license fees, scrutiny fees, IDC, EDC, IDW and conversion charges. We have applied for the above mentioned conversion to the regulatory authorities. None of the above land are proposed to be purchased from our Promoters. Development and Construction cost of project Palm Drive We are undertaking several projects in various states of India. The details of some of our projects are provided in Our Business beginning on page 59 of this Draft Red Herring Prospectus. We propose to deploy part of the net proceeds of the Issue towards meeting the development and construction costs of our Palm Drive project at Gurgaon. The total amount we intend to deploy towards development and construction cost of this project is Rs. 7,755 million which is excluding the cost of land, which has already been acquired.

32

Brief Description of Project Palm Drive Palm Drive is a high quality residential development designed for contemporary living in a green sanctuary setting and is expected to include amenities such as a clubhouse, health club and parks. The development is within 20 kilometres of Delhis international airport. The villas are set in small clusters with a communal green. There are three, four and five bedroom villas. There will be three, four and five bedroom apartments. As of August 31, 2007, Palm Drive has an estimated Saleable Area of approximately 3.3 million square feet. It is expected to be completed in 2009-10 and will consist of 1,238 residential units. The project includes villas with areas ranging from 3,800 square feet to 5,250 square feet and apartments with areas ranging from 1,900 square feet to 4,000 square feet in size. The residential units shall be made available for sale to customers in phases. The details of our Palm Drive project, like the total project cost and the costs already incurred are as set forth in the table below:
(Rs. in million) Name of the Project Project Palm Drive (Gurgaon) 3.3 2007 2009-10 8,494 739 7,755

Saleable Area (in million sq. ft.) Started in Year Estimated Completion Year Total Project Cost Amount Deployed until August 31, 2007* Utilisation of Issue Proceeds towards development and construction cost ____________ * As per certificate from Rajeev and Ajay, Chartered Accountants dated September 22, 2007

For further details, please refer to the section Our Business beginning on page 59 of this Draft Red Herring Prospectus. Repayment of Loans Our company has total outstanding debt of Rs. 15,477.03 million as on September 22, 2007. For details please refer to the section titled Our Indebtedness on page 580 of this Draft Red Herring Prospectus. We intend to repay the loans up to Rs. 14,502 million from the Net Proceeds of the Issue. Details of outstanding loans, which we intend to repay out of the Net Proceeds of the Issue are as under:
Name of the Bank HSBC Limited ABN Amro Bank J. M Financial Mutual Fund J M Money Manager Fund Super Plus Plan HSBC Liquid Plus Fund Deutsche Trustee Services (India) Pvt Ltd. A/c DWS Credit Opportunities Cash Fund Birla Sun Life Trustee Company Private Limited A/c Birla Cash Plus Kotak Mahindra Trustee Company Limited A/c Kotak Flexi Debt Scheme Citicorp Finance India Limited Prudential ICICI Mutual Fund Kotak Mahindra Bank Limited Kotak Mahindra Prime Limited* DSP Merrill Lynch Capital Limited Total Nature of Loan Short Term Loan Overdraft Facility Unrated, Redeemable, Non Convertible Unsecured Debentures Unrated, Redeemable, Non Convertible Unsecured Debentures Redeemable, Non Convertible Unsecured Debentures Unrated, Redeemable, Non Convertible Unsecured Debentures Redeemable, Non Convertible Unsecured Debentures Short Term Corporate Loan Secured, Redeemable, Non convertible Debenture Short Term Corporate Loan Term Loan Term Loan (Rs. in million) Amount 1,923 1,267 250 3,000 1,000 450 500 862 2,250 750 1,250 1,000 14,502

*Loan agreement dated ___ and ____ with Kotak Mahindra Prime Limited has now been assigned to corporate loan securitisation series 48 trust 2008 and corporate loan securitisation series 49 trust 2008 vide letter dated September 17, 2007

We may repaying the above mentioned on or prior to the scheduled due dates of respective loans. In interim period until we receive the Net Proceeds, we will utilise our internal resources for such repayment.

33

In addition to the above, we may, from time to time, enter into further financing arrangements and draw down funds thereunder. We may also utilise the funds earmarked for repayment of loans to repay such debt. For further details on our total indebtedness, please refer to the section Our Indebtedness beginning on page 580 of this Draft Red Herring Prospectus. As confirmed by the certificate from Rajeev and Ajay, Chartered Accountants dated September 22, 2007 the company has utilised the loans availed by it from banks, financial institutions and mutual funds for the purpose they were being sanctioned. General Corporate Purposes The Net Proceeds from the Issue will be first utilised towards the aforesaid items and the balance is proposed to be utilized for general corporate purposes including strategic initiatives and acquisitions, brand building exercises and strengthening of our marketing capabilities, subject to compliance with the necessary provisions of the Companies Act. Our management, in response to the competitive and dynamic nature of the industry, will have the discretion to revise its business plan from time to time and consequently our funding requirement and deployment of funds may also change. This may also include rescheduling the proposed utilization of Net Proceeds and increasing or decreasing expenditure for a particular object vis--vis the utilization of Net Proceeds. In case of a shortfall in the Net Proceeds of the Issue, our management may explore a range of options including utilizing our internal accruals or seeking debt from future lenders. Our management expects that such alternate arrangements would be available to fund any such shortfall. Our management, in accordance with the policies of our Board, will have flexibility in utilizing the proceeds earmarked for general corporate purposes. Expenses of the Issue The total expenses of the Issue are estimated to be approximately Rs. [] million. The Issue related expenses include, among others, Issue management fees, registrar fees, printing and distribution expenses, fees of the legal counsels, advertisement and road show expenses, stamp duty, depository charges, listing fees to the Stock exchanges etc. The break down of total expenses for the Issue estimated at approximately [] % of the Issue Size is as under:
Category Lead Management, underwriting and selling commission Fees for the Registrar to the Issue and Legal Counsels Advertising and Publicity Expenses Printing, Postage, Stationery Expenses Contingency, Stamp duty, Listing Fees, and others Total *Will be incorporated at the time of filing the Prospectus Estimated expenses (Rs. in million)* [] [] [] [] [] [] % of the Issue Expenses [] [] [] [] [] [] % of total Issue Size [] [] [] [] [] []

Means of Finance The above-mentioned fund requirement will be met from the Net Proceeds of this Issue. We intend to fund the shortfall, if any, from our cash internal accruals. Deployment of Funds M/s Rajeev and Ajay, Chartered Accountants, vide their certificate dated September 22, 2007 have certified that the following expenditure has been incurred by our Company until August 31, 2007 towards the part payment for acquisition of land as mentioned above.
S. N. a) Objects Part payment towards advance and security deposit amount for acquisitions of land / development rights (Rs. in million) Funds deployed until August 31, 2007 3,798

Interim use of funds

34

Our management will have flexibility in deploying the Net Proceeds of the Issue. Pending utilization for the purposes described above, we intend to invest the funds in high quality interest bearing liquid instruments including money market mutual funds, deposits with banks, for the necessary duration or for reducing overdrafts. Shortfall of funds The Net Proceeds of the Issue would be used to meet all or any of the uses of funds described above. In case the funds raised in the Issue are lower than our total budgeted requirements, we intend to use internal cash accruals to finance the shortfall. Monitoring Utilization of Funds [] has been appointed as the Monitoring Agency for monitoring the utilization of the Issue proceeds. We will disclose the details of the utilization of the Issue proceeds, including interim use, under a separate head in our financial statements for fiscal 2008, fiscal 2009 and fiscal 2010, specifying the purpose for which such proceeds have been utilized or otherwise disclosed as per the disclosure requirements of our listing agreements with the Stock Exchanges and in particular Clause 49 of the Listing Agreement

35

BASIS FOR ISSUE PRICE The Issue Price of Rs. [] has been determined by our Company in consultation with the BRLMs, on the basis of demand from the investors for the offered Equity Shares by way of Book Building process. The face value of the equity shares is Rs 10 and the Issue price is [] times the face value at the lower end of the price band and [] times the face value at the higher end of the price band. QUALITATIVE FACTORS Strong parentage providing access to international and local capabilities Our parentage of Emaar and MGF provides us with the organisational skills, experience and the resources required for delivering large scale, quality projects. Emaars brand name, development expertise and international experience combined with MGFs local knowledge and capabilities gives us the ability to identify suitable locations, acquire and aggregate large parcels of land and design and develop quality residential, commercial, retail and hospitality properties. High proportion of fully paid for Land Reserves As of August 31, 2007, over 70% of our Land Reserves are fully paid for, of which over 397.0 acres are under development. Most of our Land Reserves are located in or near prominent cities across India such as Delhi, Pune, Hyderabad, Chennai, Indore and Chandigarh. Details of these locations are contained under Overview above. Scale of operations We believe that our market position is enhanced by our strong parentage, Land Reserves and access to capital. As a result, we are able to: negotiate in relation to and purchase large plots of land from multiple sellers directly, thus enabling us to aggregate land at relatively lower prices. be a preferred development partner for land owners with large and/or strategic tracts of land. undertake large-scale and complex projects providing us with the opportunity to capture value from the size and integrated nature of such developments. undertake projects in multiple phases providing us with the opportunity to monitor market acceptance and modify our projects in accordance with customer needs. capitalise on large-scale purchasing opportunities, leading to operational and cost efficiencies.

Diversified business model Our real estate business is diversified across geographical locations and business lines. Our Land Reserves are spread over 22 cities in 16 states in India, and we have commenced projects in eight cities in seven states in India. These projects are spread over eight residential properties, including plots, villas, townhouses and apartments, one retail property and five hospitality properties. Execution capability We employ a robust process involving internal teams and external consultants when undertaking projects. We believe that this, together with close monitoring by our management and staff and the experience of our promoters, Emaar and MGF, enhances our product delivery. Leveraging our strategic relationships In addition to our strategic relationships with Leighton International Limited, Multiplex Limited and Turner Construction International LLC, we have relationships with the following parties which enhances the marketability of our hospitality, healthcare and infrastructure projects. We have entered into joint ventures with international players like Accor, Premier Travel Inn, Intercontinental Hotels Group, Marriot, etc. Strong financial position

36

We have shareholder funds (i.e., paid up share capital and reserves) of Rs. 47.7 billion as of June 30, 2007. As of June 30, 2007, we had approximately Rs. 31.5 billion of total principal amount of outstanding indebtedness including secured redeemable non-convertible debentures issued to Prudential ICICI Trust Limited A/c Liquid Plan for an aggregate consideration of Rs. 2.5 billion having a credit rating of A1+ (SO) by ICRA Limited. The Company has also received an A+ rating from CARE for long term debt programmes and a PR1+ rating from CARE for short term debt programmes. We have a debt to equity ratio of 0.66 as of June 30, 2007. As a result, we believe we have the ability to incur additional indebtedness at competitive rates and terms. Experienced management We have a professional, experienced and dedicated management team drawn across the real estate and various other industries. Because of the established brand names and reputation of Emaar and MGF in real estate development, we have been able to recruit high calibre management executives from diverse backgrounds. Details of our management team are set out under the section entitled Our Management in this Draft Red Herring Prospectus. QUANTITATIVE FACTORS Information presented in this section is derived from our restated consolidated financial statements prepared in accordance with Indian GAAP. Some of the quantitative factors which may form the basis for computing the Issue Price are as follows: 1. CONSOLIDATED EARNING PER SHARE (EPS)(1)(2)(BASIC):
Face Value per Share (Rs. 10 per share) Year ended March 31, 2007 June 30, 2007
(1)

Rupees (10.33) 4.65

Weight -

Earnings per share represents basic earnings per share calculated as net profit attributable to equity shareholders as restated divided by a weighted average number of shares outstanding during the year. (2) EPS is not adjusted for the Bonus issue declared by the company during September 2007

Note: a)

The Earning per Share has been computed on the basis of the restated profits and losses of the respective years. b) The denominator considered for the purpose of calculating Earnings per Share is the weighted average number of Equity Shares outstanding during the year. c) EPS calculations have been done in accordance with Accounting Standard 20-Earning per share issued by the Institute of Chartered Accountants of India. CONSOLIDATED EARNING PER SHARE (EPS)(1)(DILUTED):
Face Value per Share (Rs. 10 per share)

2.

Year ended March 31, 2007 June 30, 2007

(1)

Rupees (9.71) 2.27

Weight -

EPS is not adjusted for the Bonus issue declared by the company during September 2007

PRICE EARNING RATIO (P/E RATIO) Price/Earning (P/E) ratio in relation to issue Price of Rs [] a) For the year ended March 31, 2007 EPS (basic) is Rs. (10.33) b) P/E based on year ended March 31, 2007 is [] c) Peer Group P/E a. Highest 122.1

37

b. c.

Lowest Peer Group Average

32.0

Source: Capital Markets Vol. XXII/15 dated September 24-October 07, 2007 (Industry Construction). Data based on full year results as reported in the edition.
A. Year Ended March 31, 2007 June 30, 2007 B.

Return on Net Worth As Per Restated Indian GAAP Financials:

RONW (%) (1.32) 1.30 Weight -

Minimum Return on Increased Net Worth required to maintain pre-issue EPS is []

5.

NET ASSET VALUE PER EQUITY SHARE: a. As of March 31, 2007 is Rs. 332.07 b. As of June 30, 2007 is Rs. 358.03 c. After the Issue [] d. Issue Price []*

*Issue Price per Share will be determined on conclusion of book building process. Net Asset Value per Equity Share represents Net Worth, as restated, divided by the number of Equity Shares outstanding at the end of the period. 6. COMPARISON WITH INDUSTRY PEERS:
Fiscal 2007 Ansal Properties & Infrastructures Limited DLF Limited Unitech Limited Emaar MGF EPS (Rs.) 11.5 2.5 5.9 (10.33) NAV (per share) (Rs.) 81.7 60.1 7.2 332.07 P/E 22.3 36.3 RONW (%) 24.8 48.8 (1.32%)

Source: Capital Markets Vol. XXII/15 dated September 24-October 07, 2007 (Industry Construction). Data based on full year results as reported in the edition. Select companies that represent real estate developer from the construction companies group have been identified as peer group.

Since the Issue is being made through the 100% Book Building Process, the Issue Price will be determined on the basis of investor demand. The face value of our Equity Shares is Rs. 10 each and the Issue Price is [] times of the face value of our Equity Shares.

38

STATEMENT OF TAX BENEFITS

Auditors Report The Board of Directors Emaar MGF Land Limited ECE House 28 Kasturba Gandhi Marg New Delhi 110 001 India Dear Sirs, Statement of Possible Tax Benefits available to Emaar MGF Land Limited (formerly Emaar MGF Land Private Limited) and its shareholders We report that the enclosed statement states the possible tax benefits available to Emaar MGF Land Limited (formerly Emaar MGF Land Private Limited) (the Company) and to the shareholders of the Company under the Income Tax Act, 1961, Wealth Tax Act, 1957, Gift Tax Act, 1958 and SEZ Act, 2005, presently in force in India. Several of these benefits are dependent on the Company or its shareholders fulfilling the conditions prescribed under the relevant provisions of the statute. Hence, the ability of the Company or its shareholders to derive the tax benefits is dependent upon their fulfilling such conditions, which based on business imperatives the Company faces in the future, the Company may or may not choose to fulfil. The benefits discussed in the enclosed statement are not exhaustive. This statement is only intended to provide general information to the investors and is neither designed nor intended to be a substitute for professional tax advice. In view of the individual nature of the tax consequences and the changing tax laws, each investor is advised to consult his or her own tax consultant with respect to the specific tax implications arising out of their participation in the issue. We do not express any opinion or provide any assurance as to whether: i) the Company or its share holders will continue to obtain these benefits in future; or ii) the conditions prescribed for availing the benefits have been / would be met with. The contents of the enclosed statement are based on information, explanations and representations obtained from the Company and on the basis of their understanding of the business activities and operations of the Company. For S.R. BATLIBOI & CO. Chartered Accountants per Raj Agrawal Partner Membership No. 82028 Place: New Delhi Date: September 25, 2007

39

STATEMENT OF TAX BENEFITS The tax benefits listed below are the possible benefits available under the current tax laws in India. Several of these benefits are dependent on the Company or its Shareholders fulfilling the conditions prescribed under the relevant tax laws. Hence, the ability of the Company or its Shareholders to derive the tax benefits is dependent upon fulfilling such conditions, which based on business imperatives it faces in the future, it may not choose to fulfil. The following tax benefits shall be available to the Company and the prospective shareholders under Direct Tax. 1. To the Company - Under the Income-tax Act, 1961 (the Act) General Tax Benefits

a)

Under section 10(34) of the Act, any income by way of dividends referred to in Section 115O (i.e.

dividends declared, distributed or paid on or after April 1, 2003 by domestic companies) received on the shares of any company is exempt from tax. b) Under Section 32 of the Act, the Company can claim depreciation allowance at the prescribed rates on tangible assets such as building, plant and machinery, furniture and fixtures, etc. and intangible assets such as patent, trademark, copyright, know-how, licenses, etc. if acquired after March 31, 1998. In terms of sub section (2) of 32 of the Act, the company is entitled to carry forward and set off the unabsorbed depreciation arising due to absence / insufficiency of profits or gains chargeable for the previous year. The amount is allowed to be carried forward and set off for the succeeding previous years until the amount is exhausted without any time limit. Under Section 35D of the Act, the Company will be entitled to a deduction equal to 1/5th of the expenditure incurred of the nature specified in the said section, including expenditure incurred on present issue, such as under writing commission, brokerage and other charges, as specified in the provision, by way of amortization over a period of 5 successive years, beginning with the previous year in which the business commences, subject to the stipulated limits. As per the provisions of section 24(a) of the Act, the company is eligible for deduction of thirty percent of the annual value of the property (i.e. annual rent received or receivable on property or any part of the property which is let out). As per the provisions of section 24(b) of the Act, where the property has been acquired, constructed, repaired, renewed or reconstructed with borrowed capital, the amount of interest payable on such capital shall be allowed as a deduction in computing the income from house property. In respect of property acquired or constructed with borrowed capital, the amount of interest payable for the period prior to the year in which the property has been acquired or constructed shall be allowed as deduction in computing the income from house property in five equal installments beginning with the year of acquisition or construction. As per provisions of section 72 of the Act, the company is entitled to carry forward business losses for a period of 8 consecutive assessment years commencing from the assessment year when the losses were first computed and set off such losses from income chargeable under the head Profits and gains from business or profession. The company is entitled to deduction under section 80G of the Act in respect of amounts contributed as donations to various charitable institutions and funds covered under that section, subject to fulfillment of conditions specified therein. Special Tax Benefits

c)

d)

e)

f)

g)

h)

40

1.1

The company is eligible for deduction under section 80-IB of the Act. The deduction is equivalent to 100 per cent of profits derived from developing and building housing projects approved before the 31st day of March, 2007 by a local authority, subject to fulfillment of specified conditions. The company is eligible for deduction under section 80-ID of the Act for a period of 5years from the commencement of business. The deduction is equivalent to 100 per cent of the profits derived from the business of hotel located in the specified area, if such hotel is constructed and has started or starts functioning at any time during the period beginning on the 1st day of April, 2007 and ending on the 31st day of March, 2010. The company has received approval from the Ministry of Commerce for developing of a Special Economic Zone (SEZ) in the state of Andhra Pradesh and Haryana. By virtue of said approval the company is eligible for deduction equal to 100 per cent of profits derived from the business of developing the SEZ under section 80IAB of the Act for a period of 10 consecutive assessment years out of a block of 15 years beginning from the year in which the SEZ is notified by the Central Government. The provision of Minimum Alternative Tax specified in section 115JB of the Act shall not apply on or after April 1, 2005 to the profits and gains derived by the company from any business of developing an SEZ. The company being an SEZ developer is not liable to pay Dividend Distribution Tax under the provisions of section 115 O of the Act on any amount declared, distributed or paid by way of dividends (whether interim or otherwise) on or after the 1st day of April, 2005 out of its income from developing an SEZ. To the Members of the Company Under the Income Tax Act Resident Members General Tax Benefits a) Under Section 10(34) of the Act, income earned by way of dividend from domestic company referred to in Section 115-O of the Act is exempt from income-tax in the hands of the shareholders. b) Under Section 10(38) of the Act, long term capital gain arising to the shareholder from transfer of a long term capital asset being an equity share in the company (i.e. capital asset held for the period of more than twelve months) entered into in a recognized stock exchange in India and being such a transaction, which is chargeable to Securities Transaction Tax, shall be exempt from tax. However, as per Finance Act 2006 long term capital gains of a company shall be taken into account in computing tax payable under section 115JB. c) In terms of Section 88E of the Act, the Securities Transaction Tax paid by the shareholder in respect of the taxable securities transactions entered into in the course of the business would be eligible for rebate from the amount of income-tax on the income chargeable under the head Profits and Gains under Business or Profession arising from taxable securities transactions. d) As per the provisions of Section 10(23D) of the Act, all mutual funds set up by public sector banks, public financial institutions or mutual funds registered under the Securities and Exchange Board of India (SEBI) or authorized by the Reserve Bank of India are eligible for exemption from incometax, subject to the conditions specified therein, on their entire income including income from investment in the shares of the company. e) Under Section 54EC of the Act, capital gain arising from transfer of long term capital assets [other than those exempt u/s 10(38)] shall be exempt from tax, subject to the conditions and to the extent

1.2

1.3

1.4

1.5

2. 2.1

41

specified therein, if the capital gain are invested within a period of six months from the date of transfer in the bonds redeemable after three years and issued by (i) (ii) National Highways Authority of India (NHAI) constituted under Section 3 of National Highways Authority of India Act, 1988 and notified by the Central Government in the Official Gazette for the purpose of this section; Rural Electrification Corporation Limited (RECL), a company formed and registered under the Companies Act, 1956 and notified by the Central Government in the Official Gazette for the purpose of this section;

If only part of the capital gain is so reinvested, the exemption shall be proportionately reduced. However, the amount so exempted shall be chargeable to tax subsequently, if the new bonds are transferred or converted into money within three years from the date of their acquisition. f) Under Section 54F of the Act, where in the case of an individual or HUF capital gain arise from transfer of long term assets [other than a residential house and those exempt u/s 10(38) of the Act] then such capital gain, subject to the conditions and to the extent specified therein, will be exempt if the net sales consideration from such transfer is utilized for purchase of residential house property within a period of one year before or two year after the date on which the transfer took place or for construction of residential house property within a period of three years after the date of transfer. If only a part of the net consideration is so reinvested, the exemption shall be proportionately reduced. g) Under Section 111A of the Act, capital gains arising from transfer of short term capital assets, being an equity share in a company which is subject to Securities Transaction Tax will be taxable under the Act @ 10% (plus applicable surcharge and educational cess). h) Under Section 112 of the Act and other relevant provisions of the Act, long term capital gains [not covered under Section 10(38) of the Act] arising on transfer of shares in the Company, if shares are held for a period exceeding 12 months, shall be taxed at a rate of 20% (plus applicable surcharge and educational cess on income-tax) after indexation as provided in the second proviso to Section 48 or at 10% (plus applicable surcharge and educational cess on income-tax) (without indexation), at the option of the Shareholders. Special Tax Benefits There are no special tax benefits available to the resident members. 2.2 Non Resident Indians/Members other than Foreign Institutional Investors and Foreign Venture Capital Investors General Tax Benefits a) By virtue of Section 10(34) of the Act, income earned by way of dividend income from a domestic company referred to in Section 115-O of the Act, is exempt from tax in the hands of the recipients. Under Section 10(38) of the Act, long term capital gain arising to the shareholder from transfer of a long term capital asset being an equity share in the company or unit of an equity oriented mutual fund (i.e. capital asset held for the period of more than twelve months) entered into in a recognized stock exchange in India and being such a transaction, which is chargeable to Securities Transaction Tax, shall be exempt from tax. In terms of Section 88E of the Act, the Securities Transaction Tax paid by the shareholder in respect of the taxable securities transactions entered into in the course of the business would be

b)

c)

42

eligible for rebate from the amount of income-tax on the income chargeable under the head Profits and Gains under Business or Profession arising from taxable securities transactions. d) Under the first proviso to section 48 of the Act, in case of a non resident, in computing the capital gains arising from transfer of shares of the company acquired in convertible foreign exchange (as per exchange control regulations), protection is provided from fluctuations in the value of rupee in terms of foreign currency in which the original investment was made. Cost indexation benefits will not be available in such a case. Under Section 54EC of the Act, capital gain arising from transfer of long term capital assets [other than those exempt u/s 10(38) of the Act] shall be exempt from tax, subject to the conditions and to the extent specified therein, if the capital gain are invested within a period of six months from the date of transfer in the bonds issued by
(i)

e)

(ii)

National Highways Authority of India (NHAI) constituted under Section 3 of National Highways Authority of India Act, 1988 and notified by the Central Government in the Official Gazette for the purpose of this section; Rural Electrification Corporation Limited (RECL), a company formed and registered under the Companies Act, 1956 and notified by the Central Government in the Official Gazette for the purpose of this section; and

If only part of the capital gain is so reinvested, the exemption shall be proportionately reduced. However, the amount so exempted shall be chargeable to tax subsequently, if the new bonds are transferred or converted into money within three years from the date of their acquisition. f) Under Section 54F of the Act, where in the case of an individual or HUF capital gain arise from transfer of long term assets [other than a residential house and those exempt u/s 10(38) of the Act] then such capital gain, subject to the conditions and to the extent specified therein, will be exempt if the net sales consideration from such transfer is utilized for purchase of residential house property within a period of one year before or two year after the date on which the transfer took place or for construction of residential house property within a period of three years after the date of transfer. If only a part of the net consideration is so reinvested, the exemption shall be proportionately reduced. Under Section 111A of the Act, capital gains arising from transfer of short term capital assets, being an equity share in a company which is subject to Securities Transaction Tax will be taxable under the Act @ 10% (plus applicable surcharge and educational cess). Under Section 112 of the Act and other relevant provisions of the Act, long term capital gains [not covered under Section 10(38) of the Act] arising on transfer of shares in the Company, if shares are held for a period exceeding 12 months, shall be taxed at applicable rates. Taxation of Income from investment and Long Term Capital Gains [other than those exempt u/s 10(38)]
(i)

g)

h)

i)

A non-resident Indian, i.e. an individual being a citizen of India or person of Indian origin has an option to be governed by the special provisions contained in Chapter XIIA of the Act, i.e. Special Provisions Relating to certain incomes of Non-Residents. Under Section 115E of the Act, where shares in the company are subscribed for in convertible Foreign Exchange by a non-resident Indian, capital gains arising to the non resident on transfer of shares held for a period exceeding 12 months shall [in cases not covered under Section 10(38) of the Act] be concessionally taxed at a flat rate of 10% (plus applicable surcharge and educational cess) without indexation benefit but with

(ii)

43

protection against foreign exchange fluctuation under the first proviso to Section 48 of the Act.
(iii)

Under provisions of section 115F of the Act, long term capital gains [not covered under section 10(38) of the Act] arising to a non-resident Indian from the transfer of shares of the company subscribed to in convertible Foreign Exchange shall be exempt from income tax if the net consideration is reinvested in specified assets within six months of the date of transfer. If only part of the net consideration is so reinvested, the exemption shall be proportionately reduced. The amount so exempted shall be chargeable to tax subsequently, if the specified assets are transferred or converted within three years from the date of their acquisition. Under provisions of Section 115-G of the Act, it shall not be necessary for a non-resident Indian to furnish his return of income if his only source of income is investment income or long term capital gains or both arising out of assets acquired, purchased or subscribed in convertible foreign exchange and tax deductible at source has been deducted there from. Under Section 115-I of the Act, a non resident Indian may elect not to be governed by the provisions of Chapter XII-A of the Act for any assessment year by furnishing his return of income under section 139 of the Act declaring therein that the provisions of the Chapter shall not apply to him for that assessment year and if he does so the provisions of this Chapter shall not apply to him. In such a case the tax on investment income and long term capital gains would be computed as per normal provisions of the Act.

(iv)

(v)

Special Tax Benefits There are no special tax benefits available to the non resident members. 2.3 Foreign Institutional Investors (FIIs) General Tax Benefits a) By virtue of Section 10(34) of the Act, income earned by way of dividend income from another domestic company referred to in Section 115-O of the Act, are exempt from tax in the hands of the institutional investor. Under Section 10(38) of the Act, long term capital gain arising to the shareholder from transfer of a long term capital asset being an equity share in the company (i.e. capital asset held for the period of more than twelve months) entered into in a recognized stock exchange in India and being such a transaction, which is chargeable to Securities Transaction Tax, shall be exempt from tax. In terms of Section 88E of the Act, the Securities Transaction Tax paid by the shareholder in respect of the taxable securities transactions entered into in the course of the business would be eligible for rebate from the amount of income-tax on the income chargeable under the head Profits and Gains under Business or Profession arising from taxable securities transactions. Under Section 111A of the Act, capital gains arising from transfer of short term capital assets, being an equity share in a company which is subject to Securities Transaction Tax will be taxable under the Act at the rate of 10% (plus applicable surcharge and educational cess). Under Section 115AD capital gain arising on transfer of long term capital assets, being shares in a company (other than those mentioned in point b) above), are taxed at the rate of 10% (plus applicable surcharge and education cess). Such capital gains would be computed without giving effect to the first and second proviso to Section 48 of the Act. In other words, the benefit of

b)

c)

d)

e)

44

indexation, direct or indirect, as mentioned under the two provisos would not be allowed while computing the capital gains. f) Under Section 54EC of the Act, capital gain arising from transfer of long term capital assets [other than those exempt u/s 10(38) of the Act] shall be exempt from tax, subject to the conditions and to the extent specified therein, if the capital gain are invested within a period of six months from the date of transfer in the bonds issued by
(i)

(ii)

National Highways Authority of India (NHAI) constituted under Section 3 of National Highways Authority of India Act, 1988 and notified by the Central Government in the Official Gazette for the purpose of this section; and Rural Electrification Corporation Limited, a company formed and registered under the Companies Act, 1956 and notified by the Central Government in the Official Gazette for the purpose of this section;

If only part of the capital gain is so reinvested, the exemption shall be proportionately reduced. However, the amount so exempted shall be chargeable to tax subsequently, if the new bonds are transferred or converted into money within three years from the date of their acquisition. Special Tax Benefits There are no special tax benefits available to the Foreign Institutional Investors. 2.4 Venture Capital Companies / Funds General Tax Benefits As per the provisions of section 10(23FB) of the Act, income of Venture Capital Company which has been granted a certificate of registration under the Securities and Exchange Board of India Act, 1992 and notified as such in the Official Gazette; and Venture Capital Fund, operating under a registered trust deed or a venture capital scheme made by Unit Trust of India, which has been granted a certificate of registration under the Securities and Exchange Board of India Act, 1992 and fulfilling such conditions as may be notified in the Official Gazette, set up for raising funds for investment in a Venture Capital Undertaking, Which is set up to raise funds for investment in a venture capital undertaking is exempt from income tax. The definition of venture capital undertaking means a domestic company whose shares are not listed in a recognized stock exchange of India. Special Tax Benefits There are no special tax benefits available to the Venture Capital Companies / Funds. 3. Wealth Tax Act, 1957 Shares in a company held by a shareholder will not be treated as an asset within the meaning of Section 2(ea) of Wealth-tax Act, 1957; hence, wealth tax is not leviable on shares held in a company. 4. Gift Tax Act, 1958 Gift tax is not leviable in respect of any gifts made on or after October 1, 1998. Therefore, any gift of shares of the Company will not attract gift tax.

45

5.

Tax Treaty benefits In accordance with section 90(2) of the I.T. Act, an investor has an option to be governed by the provisions of the I.T. Act or the provisions of a Tax Treaty that India has entered into with another country of which the investor is a tax resident, whichever is more beneficial..

6.1

Overriding Effect of SEZ Act over other laws Under Section 51 (1) of the SEZ Act, the provisions of the SEZ Act shall have effect notwithstanding anything inconsistent therewith contained in any other law for the time being in force or in any instrument having effect by virtue of any law other than this Act. Hence all the benefits granted under SEZ Act will be available to the company irrespective of the inconsistent provisions in other laws like Income Tax Act, Central Excise Act, Customs Act, Finance Act, 1994 (Service tax).

6.2

To the Company - Under the SEZ Act, 2005 (the Act) Benefits available to the Company as an SEZ Developer Benefits available to the Company as an SEZ Developer are listed below:

6.2.1 Under Section 26(1) of the Act, the company is entitled to the following exemptions, drawbacks and concessions, subject to the fulfillment of terms and conditions prescribed by the Central govt. in this regard, namely: (a) Exemption from any duty of customs, under the Customs Act, 1962 or the Customs Tariff Act, 1975 or any other law for the time being in force, on goods imported into, or service provided in a Special Economic Zone to carry on the authorized operations by the developer; Exemption from any duty of customs, under the Customs Act, 1962 or the Customs Tariff Act, 1975 or any other law for the time being in force, on goods exported from, or services provided, from a Special Economic Zone, to any place outside India: Exemption from any duty of excise, under the Central Excise Act, 1944 or the Central Excise Tariff Act, 1985 or any other law for the time being in force, on goods brought from Domestic Tariff Area to a Special Economic Zone, to carry on the authorized operations by the developer Drawback or such other benefits as may be admissible from time to time on goods brought or services provided from the Domestic Tariff Area into a Special Economic Zone or services provided in a Special Economic Zone by the service providers located outside India to carry on the authorized operations by the developer Exemption from service tax under Chapter-V of the Finance Act, 1994 on taxable services provided to a developer to carry on the authorized operations in a Special Economic Zone; Exemption from the securities transaction tax leviable under section 98 of the Finance (No. 2) Act, 2004 in case the taxable securities transactions are entered into by a non-resident through the International Financial Services Centre Exemption from the levy of taxes on the sale or purchase of goods other than newspapers under the Central Sales Tax Act, 1956 if such goods are meant to carry on the authorized operations by the developer.

(b)

(c)

(d)

(e) (f)

(g)

46

6.2.2 As per Rule 12(8) of SEZ Rules, 2006, as a developer, the company is allowed to make DTA clearance without any upper limits subject to permission of Specified Officer. 6.2.3 As per Section 3(13) of SEZ Act, 2005, subject to the provisions of this section and the letter of approval granted to a Developer, the Developer may allocate space or built up area or provide infrastructure services to the approved units in accordance with the agreement entered into by him with the entrepreneurs of such Units, purely on commercial basis on mutually agreed terms and conditions. There are no restrictions as to minimum number of units or minimum land area requirements for allotment of land to units and the developer has full freedom in allocation of developed land to units. 6.2.4 As per Section 7 of the SEZ Act, 2005, any goods or services exported out of, or imported into, or procured from the Domestic Tariff Area by, a Developer; shall, subject to such terms, conditions and limitations, as may be prescribed, be exempt from the payment of taxes, duties or cess under all enactments specified in the First Schedule. The company is exempt for payment of taxes and cess payable under Agricultural Produce Cess Act, Oil Industry (Development) Act, Tobacco Cess Act, Research and Development (R&D) Cess Act, 1986 etc. 6.2.5 In line with Rule 5(5)(c) of SEZ Rules, 2006 the company is allowed to carry on generation, transmission and distribution of power within a Special Economic Zone subject to the provisions of the Electricity Act, 2003 (No. 36 of 2003); As per Rule 27(4) of the SEZ Rules, 2006 Company may also source capital goods, without payment of duty, taxes or cess from a domestic or foreign leasing company, under a valid lease agreement and in such cases Developer shall jointly file documents for import or domestic procurement, as the case may be. State specific Benefits - Haryana 6.2.7 As per Section 8 (2) (g) and 9 (2) of the Haryana SEZ Act, 2005, the company is allowed to levy user charges for providing infrastructural facilities, amenities like Electricity, Water, Waste Treatment plant, Telecom Connectivity and roads etc. Hence the company has full freedom to fix the user charges. 6.2.8 In line with Section 50(a) of SEZ Act, 2005 and as per Section 11(2) of the Haryana SEZ Act, 2005, the company is entitled to exemption from stamp duty payable on all transactions and transfers of immovable property or documents related thereto within the Special Economic Zone. In line with Section 50(a) of SEZ Act, 2005 and as per Section 11(1) of the Haryana SEZ Act, 2005, any goods imported into Special Economic Zone shall be exempt from payment of any tax, duty, fees, cess or any other levies under any existing state law. However this is to be operationalized by way of Notification. State Specific Benefits Andhra Pradesh 6.2.9 As per GO No. 370 dated 24/06/2002, 50% Exemption from payment of Stamp Duty and Registration Fee on transfer of lands meant for Industrial use in the SEZ Area is available. However, as per Andhra Pradesh Industrial Policy 2005, 100% exemption from payment of Stamp Duty is available in respect of land transfer to SEZ on a case to case basis. Further as per GO No. 371 dated 24/06/2002, 100% Exemption from payment of Stamp Duty and Registration Fee for loan agreements, credit deeds and mortgages and Hypothecation Deeds executed by the SEZ units for assets in the SEZ in favor of Banks or Financial Institutions. In the present scenario, Developers / Co-developers are not entitled to VAT input exemption.

6.2.6

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6.2.10 As Andhra Pradesh SEZ Act is yet to be approved by the State Assembly, no comment is possible at this juncture. Notes a) All the above benefits are as per the current tax law and will be available only to the sole/ first named holder in case the shares are held by joint holders. b) In respect of non-residents, taxability of capital gains mentioned above shall be further subject to any benefits available under the Double Taxation Avoidance Agreement, if any between India and the country in which the non-resident has fiscal domicile. In view of the individual nature of tax consequence, each investor is advised to consult his/ her own tax adviser with respect to specific tax consequences of his/ her participation in the scheme.

c)

48

SECTION IV: ABOUT THE COMPANY INDUSTRY OVERVIEW The information in this section is derived from various government publications and industry sources. Neither the Company nor any other person connected with the Issue has verified this information. Industry sources and publications generally state that the information contained therein has been obtained from sources generally believed to be reliable, but that their accuracy, completeness and underlying assumptions are not guaranteed and their reliability cannot be assured and, accordingly, investment decisions should not be based on such information. THE INDIAN ECONOMY India is the fourth largest economy in the world in terms of purchasing power parity GDP and the twelfth largest economy in the world in term of absolute GDP for financial year 2007, with GDP in nominal terms for fiscal 2007 over USD 1 trillion (Source: World Bank, 2007). In recent years, India has experienced rapid economic growth. Indias GDP at constant prices grew at 7.5%, 9.0% and 9.4% in fiscal 2005, 2006 and 2007, respectively. In fiscal 2007, the value added by the industrial, agricultural and service sectors in India grew by 10.9%, 2.7% and 11.0% respectively. As the charts below demonstrate, the macroeconomic fundamentals of the Indian economy have become more robust and stable in recent times (Source: Centre for Monitoring the Indian Economy, June 2007).

The Indian Economy : Strong Macroeconomic Performance

Nominal GDP Growth
12% 9% 6% 3% 0% FY02 FY03 FY04 FY05 FY06 FY07 5.8% 3.8% 8.5% 9.0% 7.5% 9.4%

Inflation (CPI)
9% 8.0% 6.7% 6% 4.3% 3% 3.9% 3.8% 4.4%

0% FY02 FY03 FY04 FY05 FY06 FY07

Interest Rate (PLR)

(Rs./US$) 14% 12.0% 12.5% 11.5% 11.0% 10.8% 10.8% 49 48 47 46 45 44 43 8% FY02 FY03 FY04 FY05 FY06 FY07 42 FY02 47.55

Rs./USD Exchange Rate Rs./USD

48.30

12%

45.92 44.95 44.28

45.28

10%

FY03

FY04

FY05

FY06

FY07

Source : Centre for Monitoring the Indian Economy (June 2007)

Since 1991, successive Indian Governments have pushed through comprehensive reforms across the policy spectrum in the areas of fiscal and industrial policy, trade and finance. Some of the key reform measures are: Industrial Policy Reforms: Removal of capacity licensing and opening up most sectors to Foreign Direct Investment (FDI) Trade Policy Reforms: Lowering of import tariffs across industries, minimal restrictions on imports, etc Monetary Policy and Financial Sector Reforms: Lowering interest rates, relaxation of restriction on fund movements and introduction of private participation in insurance sector.

An important factor in the growth of the services sector has been the strong growth of the IT and ITES sectors. These sectors benefited from the growing international trend towards off-shoring and the resultant demand for

49

skilled, low cost, English speaking workers. Indian competitiveness in this area has been aided by substantial investment in telecommunications and infrastructure and the phased liberalisation of the Indian economy. In addition, FDI has been recognized as one of the important drivers of economic growth in the country. The Indian Government has taken a number of steps to encourage and facilitate FDI investment and FDI is allowed in many key sectors of the economy, such as manufacturing, services and infrastructure. For many sub-sectors, 100% FDI is allowed on an automatic basis i.e., without prior approval from the Government of India (GOI). FDI and Foreign Institutional Investor (FII) inflows have increased significantly over the recent past with total net foreign capital inflows increasing to USD 23.4 billion in fiscal 2006 from USD 8.3 billion in fiscal 2001. (Source: Centre for Monitoring Indian Economy, June 2007) THE REAL ESTATE SECTOR IN INDIA Real estate involves the purchase, sale and development of land, residential and non-residential buildings. Real estate sector activities also encompass activities in the housing and construction sector. EVOLUTION OF THE REAL ESTATE SECTOR Historically, the real estate sector in India has been unorganised and characterised by various factors that impeded organised dealing such as the absence of a centralised title registry providing title guarantee, lack of uniformity in local laws and their application, non-availability of bank financing, high interest rates and transfer taxes and the lack of transparency in transaction values. In recent years, however, the real estate sector in India has exhibited a trend towards greater organisation and transparency, accompanied by various regulatory reforms. The trend towards greater organisation and transparency has contributed to the development of reliable indicators of value and organised investment in the real estate sector by domestic and international financial institutions and has resulted in the greater availability of financing for real estate developers. Regulatory changes permitting foreign investment are expected to further increase investment in the Indian real estate sector. The nature of demand is also changing, with heightened consumer expectations that are influenced by higher disposable incomes, increased globalisation and the introduction of new real estate products and services. These trends have been reinforced by the substantial growth in the Indian economy, which has stimulated demand for land and developed real estate. Demand for residential, commercial and retail real estate is rising throughout India, accompanied by increased demand for hotel accommodation and improved infrastructure. Additionally, the tax and other benefits applicable to SEZs are expected to result in a new source of demand. As can be seen from the charts below, CRIS INFAC expects cumulative investments of Rs. 5,106 billion in real estate-related construction, leading to 8,288 million sq. ft. of additional space between fiscal 2006 to 2008 (Source: Construction Annual Review (February 2006)).

Real Estate Construction Investments : Experiencing Rapid Growth

Investment Rs. billion Rs.
(Rs.bn) 5,200 5,000 4,800 4,600 4,400 4,200 4,000 FY03 FY05 Housing
Source : CRIS INFAC Construction Annual Review (Feb 2006)

Volume million sq. ft.

(mm sq. ft) 8,400 8,200 8,000 7,800

60 148

40 118

47 74 4,382 4,899

7,600 7,400 7,200 7,000 6,800

FY06 FY08E Commercial Retail

32 61 7,303

8,130

FY03 FY05 Housing

FY06 FY08E Commercial Retail

KEY CHARACTERISTICS OF REAL ESTATE SECTOR

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The Indian real estate sector has traditionally been dominated by a number of small regional or local players with low levels of expertise. The sector has seen limited inflow of institutional capital and has used high net-worth individual and other informal sources of financing as the major source of funding, leading to low levels of transparency. This is rapidly changing as the sector is witnessing far higher growth rates and significantly improved quality expectations as India gets better integrated with the global economy. Some of the key characteristics of the Indian real estate sector are: Highly fragmented market dominated by regional players Rapid growth in the last decade has seen the emergence of larger players that have differentiated themselves through superior execution and branding. Further, these players are now able to capitalize on their early mover advantage with high market share but remain confined to local or regional markets. While the larger regional players are now initiating efforts to develop a broader geographic presence, their home markets continue to generate a majority of their profitability. Local know-how is a critical success factor in the development phase One of the key reasons for the emergence of local developers is the critical importance of local knowledge and relationships in ensuring successful and timely development of real estate projects. Property is a state-governed subject in India and the rules and regulations that affect, among other things, approval processes and transaction costs, vary from state to state. High transaction costs The real estate sector has traditionally been burdened with high transaction costs as a result of stamp duty on transfers of title to property that varies state by state. Though efforts are being made at the state level to reduce the stamp duties, they continue to be as high as 11% in certain states. Enhanced role of mortgage financing Over the last five years, a significant portion of new acquisitions, particularly in the larger cities in India, has been financed through banks and financial institutions. This has been aided by a sharp decline in interest rates and broad availability of financing products, due to aggressive marketing and product development by financial institutions.

The rapid growth witnessed in the Indian real estate sector is due to a combination of strong demand drivers, increased availability of capital for the sector, as well as historical supply constraints as shown in the diagram below.

Drivers of Real Estate Market : Demand, Supply and Capital Availability

Industry Revenue & Market Cap to Catapult
Increase in land price

Supply Constraints

Lack of quality real estate

FDI Inflows

International & domestic real estate funds

Huge Inflows

Capital markets

Demand Drivers

Rising disposable income Improving regulatory framework

Shift from rented to owned houses Indian Real Estate Retail / IT / ITES / BPO

Easier access to financing

Nuclear Families

REFORMS IN THE REAL ESTATE SECTOR

51

In recent years various reforms have been initiated at the Centre as well as State level which has led to greater organisation and transparency in the sector. These include: support from the GOI for the repeal of the Urban Land Ceiling Act (introduced in 1976), with nine state governments having already repealed the Act. The law was repealed by the Central Government in 1999. However, land being a state subject, the law is still in force in some states like Andhra Pradesh, Assam, Bihar, Maharashtra and West Bengal; modifications in the Rent Control Act to provide greater protection to homeowners wishing to rent out their properties; rationalisation of property taxes in a number of states; the proposed computerisation of land records; and FDI being permitted in the real estate sector, subject to certain conditions.

Key Regulations The real estate industry has been among the most highly regulated sectors in India. Dubious land records, high transaction taxes and extensive real estate regulations have kept a large portion of property transactions out of the formal market. The Urban Land Ceiling Act and Rent Control Acts are largely responsible for the artificial scarcity of land, which has resulted in Mumbai and Delhi becoming two of the most expensive real estate markets in the world. Some of the other regulations that affect the growth in housing construction include Coastal Regulatory Zone Regulation (CRZ), Mill Land Regulations and property taxes. The Urban Land (Ceiling and Regulation) Act, 1976 (Urban Land Ceiling Act) Urban Land Ceiling Act was introduced as a social equity measure to curb profiteering and hoarding of urban land and to prevent urban congestion. Urban cities were classified into A, B and C categories, and under the provisions of the Act, ceilings were imposed on the maximum permissible usage of land. Impact and consequences This Act failed to serve its purpose. For the total estimated 550,000 acres of vacant land in 64 cities across India, the government took only 47,550 acres under this Act. To ensure that their land was not acquired, many corporates sought recourse to certain sections of the Act. Consequently, land prices increased and supply shrank substantially. In order to release the remaining land and make it available for housing purposes, ULCRA was replaced by an Ordinance promulgated in 1999 after the state governments of Haryana and Punjab passed a resolution for the repeal of the Act. The Urban Land (Ceiling & Regulation) Repeal Act, 1999 (Repeal Act) subsequently replaced the ordinance. Initially, the repeal Act was applicable in Haryana, Punjab and all the Union Territories. Subsequently, the state governments of Uttar Pradesh, Gujarat, Karnataka, Madhya Pradesh Rajasthan and Orissa adopted the Repeal Act. The Repeal Act basically emphasises the need to impose a vacant land tax on the land likely to be made available after the repeal of the Act. It also has a provision for economically weaker sections of society through lowincome group housing, which is taken into consideration while sanctioning housing projects. The Repeal Act attempts to free the supply of usable urban land for housing construction, thereby lowering the impediments for large-scale development projects. Current status The state governments of Andhra Pradesh, Assam, Bihar, Maharashtra and West Bengal have not adopted the Repeal Act so far. The central government has stressed the need for repeal of Urban Land Ceiling Act and encouragement of land assembly activities by the private sector. Rent Control Acts Various states and union territories have formulated their own Rent Control Legislations, with respect to regulating chargeable rents, recovery and possession of the property and tenancy rights. These laws act as a

52

disincentive towards investments in housing for rental purposes. The much-required amendments in these Acts will ensure that vacant housing stock will be made available in the market for occupation. Registration fees and stamp duties Stamp duty needs to be paid on all documents that are registered, the rate for which varies by state. Most states charge very high registration fees and stamp duty on property transactions. The rate of stamp duty varies from 5% in Andhra Pradesh to 14.7% in Orissa. Some states even have double stamp incidence, first on land and then on its development. High stamp duty and registration costs lead to under-reporting of the agreement value of properties. KEY SEGMENTS IN REAL ESTATE INDUSTRY RESIDENTIAL DEVELOPMENT The growth in the residential real estate market in India has been largely driven by rising disposable incomes, a rapidly growing middle class and youth population, low interest rates, fiscal incentives on both interest and principal payments for housing loans, heightened customer expectations, and increased urbanisation and nuclearisation. In connection with a review of opportunities in the Indian real estate sector, Jones Lang LaSalles publication The New Investment Mantra Understanding Risks and Returns in the Indian Real Estate Sector (July, 2006), highlights that: Indias housing shortage increased from 19.4 million units in fiscal 2004 to 22.4 million units in fiscal 2006 and is expected to rise further; and The retail market for mortgages is expected to further grow at a CAGR of 17% from USD16 billion in fiscal 2006 to USD30 billion in fiscal 2009.

Further, Cushman & Wakefield have noted that there is scope for 400 township projects over the next five years spread across 30 to 35 cities, each having a population of more than 0.5 million and that the total project value dedicated to low and middle income housing in the next seven years is estimated at USD40 billion. (Source: Opportunities for Private Equity Investment in Indian Real Estate (3rd Quarter, 2006)). Drivers of demand in residential real estate market: According to NCAERs 2005 report The Great Indian Middle Class, the number of households with annual incomes of between Rs. 2,000,000 and Rs. 5,000,000 per year, Rs. 5,000,000 and Rs. 10,000,000 per year and in excess of Rs. 10,000,000 per year is expected to increase in size by 23%, 26% and 28%, respectively, between fiscal 2002 and fiscal 2010. These higher income households will be target customers for mid to luxury residential developments offered by premium residential property developers. In addition to rising income levels and increasing affordability, changing demographics, lower interest rates, rising disposable incomes and fiscal incentives have spurred demand for real estate in India. By 2013, India is expected to add 91 million people to the working population (aged 25-44 yrs). Over the next 20 years, the working age population is projected to grow at 1.9% per annum. (Source: Ministry of Urban Affairs, Government of India, 2006) Favorable economic environment has led to a change in the income distribution pattern with an increasing concentration of families in the middle and higher income groups

Further, nuclearisation of Indian families has accelerated the demand for mortgages and for new housing. It is estimated that 20 million additional residential units will be needed over the next few years to meet housing demand. Rising income levels and greater job creation, particularly in sectors such as business process outsourcing and financial services is also resulting in enhanced demand for quality housing. Further, housing mortgage rates have declined from 14% to approximately 7.5-8.0% over the last five years, making it easier for

53

the expanding middle-class to buy homes. This decrease, coupled with aggressive marketing and innovative schemes, has created greater consumer desire for mortgage financing.

Drivers of Residential Real Estate : Improving Income and Demographic Profile

Favorable Shift in Income Profile
High Income (>US$107,500) Upper Middle Class (US$21,500 107,500) Middle Class (US$4,300 21,500) Lower Middle Class (US$19,000 4,300)
0.03% 0.2%

0.4%

1.6%

5.7% 21.9%

12.8% 33.9%

Low Income (<US$1,900)

Source : National Council for Applied Economic Research

71.9%

51.5%

Favorable Age Profile

100% 80% 60% 40% 20% 0% 2003 2015E <20 Years 20-59 Years 2023E 60+ Years 42% 38% 39% 50% 53% 54% 8% 9% 10%

Increasing Urbanization
39% 37% 35% 33% 31% 29% 27% 25% 2006 2011E 2016E 2021E 2026E
Source : Govt. of India (Census 2000)

38.0%

30.0% 29.0%

31.0%

32.0%

Source : CRIS INFAC Housing Demand Opinion Report (April 2007)

CRIS INFAC estimates the total stock of housing in 2007 at 129.4 million units, representing 86.08 billion sq. ft. floor space area, which is expected to grow at a CAGR of 3.37% till 2012, adding, on average, 4.6 million units annually till 2011. On average, the addition to FSA is estimated to be 4.6 billion sq. ft. till 2011, growing at a CAGR of 4.75% over the next five years. (Source: Housing Demand Opinion Report (April 2007)) A large proportion of the above demand for houses, especially in urban centres such as Mumbai, Bangalore, Delhi, NCR and Pune is likely to come from high-rise residential buildings. Since this is a fairly new segment, the growth of the high-rise segment will be faster as compared to the growth of the urban housing segment. The reasons for the construction of high-rise apartment buildings are the lack of space in cities such as Mumbai and proximity to offices and IT parks in places such as Gurgaon, Bangalore and Pune. The high-rise culture is gradually seeping into other cities such as Kolkata, Hyderabad and Chennai due to increasing affordability, nearness to IT/BPO parks and the township concept being embraced within close proximity to such IT/BPO parks. COMMERCIAL DEVELOPMENT The recent growth of the commercial real estate sector in India has been fuelled in large part by the increased revenues of companies in the services business, particularly in the IT and ITES sectors. Industry sources expect the IT and ITES sectors to continue to grow and generate additional employment, which is expected to result in increased demand for commercial space. The charts below illustrate the rapid growth experienced by the IT and ITES sectors in India:

54

Indian IT Industry : Growing Export Revenues

IT Services Export Revenues
(US$bn) 20 15 10 5.5 5 0 FY03 FY04 FY05 FY06 FY07
Source : CRIS INFAC IT/ITES State of the Industry (August 2007)

ITES Export Revenues

(US$bn) 18.1 10 8 6 4 2 0 FY03 FY04 FY05 FY06 FY07 2.5 3.1 8.3

.3% G AGR : 49 3 Yr CA 10.0 7.3

13.3

.0% G AGR : 56 3 Yr CA 4.6

6.3

Going forward, revenue from ITES is expected to grow at a CAGR of 30% to reach USD 19.7 billion in fiscal 2010 while IT services revenue is expected to grow at a CAGR of 26% to reach USD 28.5 billion by fiscal 2010 (Source: IT/ITES State of the Industry (August 2007)). Within the IT and ITES sectors, the Indian off shoring operations of multinational companies are expected to increase demand for commercial space. The trend for these companies has been to set up world class business centers to house their growing work forces. According to Jones Lang La Salle, the total demand for commercial office real estate in the top seven centres of Bangalore, Chennai, Delhi-NCR, Mumbai, Pune, Hyderabad and Kolkata was estimated at approximately 25 million sq. ft. in 2006 (Source: The New Investment Mantra Understanding Risks and Returns in the Indian Real Estate Market (July 2006)). India continues to lead the AT Kearney Offshore Location Attractiveness Index by a significant margin. CRIS INFAC estimates that investment in commercial construction is expected to increase threefold over the next five years led by office space projects and that approximately 70-75% of the demand in within office space construction comes from the IT industry, including BPOs and call centres with other key sectors driving demand being banking and financial services, fast moving consumer goods and telecom. This dependency on the IT and ITES sectors is expected to continue due to Indias emergence as a preferred outsourcing centre. (Source: Construction Industry Opinion Report (May 2007)). The IT and ITES sectors would require additional space of approximately 87 million sq. ft. between fiscal 2006 and 2008, as illustrated by the following chart (Source: Construction Annual Review (February 2006)):

IT Industry : Increasing Real Estate Requirements

msf 60 50 40 30 20 10 0 02-03 03-04 04-05 05-06E 06-07E 07-08E 20 17 23 25 31 38 31 49 Additional area requirement(mn sq ft) Total construction cost (Rs bn) 47 38 62 (Rs.bn) 70 60 50 40 30 20 10 0

19

Source: CRIS INFAC Construction, Annual Review (February 2006)

According to Cushman & Wakefield, despite capital flows into commercial property and record high levels of new office development, higher demand has helped to stabilise vacancy rates. Capital flows into commercial real estate over the next three years are estimated at more than USD 5 billion. (Source: Opportunities for Private Equity Investment in Indian Real Estate (3rd Quarter, 2006)). RETAIL DEVELOPMENT

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CRIS INFAC estimates that retail spending in India in fiscal 2005 was Rs. 9.9 lac crore, of which organised retail accounted for Rs. 35,000 crore, or approximately 3.5%. The organised retail segment in India is expected to grow at a rate of 25% to 30% over the next five fiscal years. The growth of organised retail segment is expected to be driven by demographic factors, increasing disposable incomes, changes in perception of branded products, the entry of international retailers into the market, the availability of cheap finance and the growing number of retail malls (Source: Retailing Annual Review (September 2005)). The major organised retailers in India currently include Pantaloon, Shoppers Stop, RPG Group, Landmark Group, Tata Trent, Globus, Piramal Group and Provogue India. While the organised retail segment has so far been limited to larger cities in the country, retailers have announced major expansion plans in smaller cities and towns. The growth of organised retail in India will also be affected by the reported entry into the sector of major business groups such as Bharti, Bennett & Coleman, Hindustan Lever and Hero Group. International retailers such as Metro, Shoprite, Lifestyle and Dairy Farm International have already commenced operations in the country while global retailing giants like Walmart and Carrefour have announced plans to enter India. CRIS INFAC estimates that, over the next five years, 73.78 million sq. ft. of floor space and Rs. 369 billion of real estate investment will be required to sustain the growing organised retail market (Source: Retailing Annual Review (September 2005)). The last two or three years have witnessed a proliferation of shopping malls, enclosures having different format of retailers and usually including anchor tenants who cover large areas and are important for attracting footfalls. Malls offer value in terms of variety of shops and lease out floor space to individual shops which are enticed by the economies of scale resulting from sharing of costs.

Retail Development : Growth in Mall Space

Growth in Mall Space
(msft) 100 90 80 70 60 50 40 30 20 10 0 5.0 3 2 2002 2.2 6.9 4.7 16.6 9.7 6.9 2004 32.7 16.1 32.7 16.6 2005 2006 2007E Additions 21.6 54.3 54.3 33.5

Mall Space in Key Cities

Area
87.8

Mall Space (msft) 19.25 9.94 4.1 3.5 1.8 1.6 1.1 1.0 1.0

Delhi NCR Mumbai Pune Kolkata Bangalore Lucknow Hyderabad Ludhiana Chennai

2003

Existing Mall Space

Source : CRIS INFAC Retailing State of the Industry (2006)

India has four metros: Mumbai, Delhi, Kolkata and Chennai, and an equal number of mini metros: Bangalore, Hyderabad, Ahmedabad and Pune. Initially, most retail players launched their ventures in the metros and mini metros. However, of late, the retail phenomenon is spreading to regional centres across the country. Players are entering these cities early to gain a first-mover advantage and enjoy benefits of a larger customer base and a higher share of loyal customers. Over the past few years, the share of these cities in the percentage of organised retail has been growing steadily. CRIS INFAC estimates construction investments of Rs. 112 billion over the next five years leading to around 105 million sq. ft of mall space by 2010 (Source: Construction, Annual Review (February 2006)). Of the total malls space to be available by 2010, Mumbai, Pune, Delhi and NCR (including Gurgaon, Noida, Greater Noida, Faridabad and Ghaziabad), Bangalore and Hyderabad will have a share of 74%. The balance 26% will be made up by cities such as Kolkata, Chennai, Ahmedabad, Jaipur, Nagpur, Lucknow, Indore, Ludhiana and Chandigarh. HOSPITALITY DEVELOPMENT With the increase of disposable income in the hands of upwardly mobile middle class Indians, the propensity of spending a larger portion of income on travel and leisure has been steadily increasing. This factor, coupled with the changing lifestyle of the urban population and an increase in business travel due to a growing economy, has created demand for mid-tier as well as top-quality hotels across this country. In addition, India is also emerging

56

as a major destination for global tourism which in turn pushing up the demand for hotels and resorts across India. This increasing demand for hotels and resorts across India offers yet another opportunity for real estate development. According to HVS International, the majority of segments in the Indian hotel industry have shown robust recent growth in room rates as well as occupancy rates (Source: Indian Hotel Values Has the Summit Been Scaled? (April 2006)). With increased demand and limited availability of quality accommodation, the average room rates in metropolitan markets have shown significant growth in 2006 including 36.7% for Hyderabad, 32.5% for Delhi, 30.5% for Jaipur, 24.7% for Mumbai and 24.0% for Bangalore. Agra, Kolkata, Chennai and Goa experienced a growth range of between 17.0% and 21.0% in 2006 (Source: Hotels in India Trends and Opportunities (2006 Edition)). The general increase in both room rates and occupancy rates is expected to contribute significantly to the demand for new hotel developments. According to CRIS INFAC, room demand is expected to grow at a CAGR of 10% over the next five years. This is expected to be accompanied by increases in average room rates of 20% and 10% in fiscal 2007 and 2008, respectively. It is expected that the growth in occupancy rates will be assisted by factors such as the 10% CAGR in the number of incoming travellers to India over the next five years. The following chart shows changes in room demand and availability as well as occupation rates since fiscal 2000 and projections through to fiscal 2010 (Source: Hotels Annual Review (July 2006)):

Hotels : Demand, Supply and Occupancy

45000 40000 35000 (Rooms per day) 30000 25000 20000 15000 10000 5000 0 2000-01 2001-02 2002-03 2003-04 2004-05 1999-2000 2005-06 2006-07P 2007-08P 2008-09P 2009-10P 2010-11P Impact of Sept 11 coupled with increase in supply 80 75 70 65 60 55 50 (%)

Room demand

Room availibility

Occupancy rate (%)

Source: CRIS INFAC Hotels Annual Review (July 2006)

The following chart shows growth in average rate by hotel classification from fiscal 1996 to fiscal 2006. Across categories, overall average hotel room rates have increased at compounded growth rate of 5.8% over the past ten year period driven by the strong growth in room rates in high-end and luxury hotels (Source: HVS International Hotels in India Trends and Opportunities (2006 Edition)).

57

Hotels : Growth in Average Rate

(Rs.) 8,000 7,000 6,000

Five-star Deluxe

Overall Average
5,000 4,000 3,000 2,000 1,000 0 1995-96

Five-star Four-star

Three-star

1996-97

1997-98

1998-99

1999-00

2000-01

2001-02

2002-03

2003-04

2004-05

2005-06

Source : HVS International Hotels in India Trends & Opportunities (2006 Edition)

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OUR BUSINESS OVERVIEW Emaar MGF Land Limited (Emaar MGF or the Company) is a joint venture between Emaar Properties PJSC (Emaar) of Dubai and MGF Development Limited (MGF) of India. Emaar is one of the worlds leading real estate companies having developed approximately 45.0 million square feet of real estate across residential, commercial and other business segments and with operations in 16 countries, as of August 31, 2007. MGF has over the last 10 years established itself as one of the key players in retail real estate development in Northern India. We commenced our operations in India in February 2005. Our primary business is the development of properties in the residential, commercial, retail and hospitality sectors. In addition, we have also identified healthcare, education and infrastructure as business lines for future growth. Our operations span across various aspects of real estate development, such as land identification and acquisition, project planning, designing, marketing and execution. As of August 31, 2007, we have Land Reserves across India approximating 12,544 acres of which we have development plans for approximately 11,580 acres expected to provide us with an estimated Developable Area of approximately 559.0 million square feet and an estimated Saleable Area of approximately 542.0 million square feet. Saleable Area refers to the part of the Developable Area relating to our economic interest in such property. Developable Area refers to the total area we develop in a property, and includes carpet area, common area, service and storage area and car parking. Such area, other than car parking space, is often referred to in India as super built-up area. Our mission as a real estate development company is to develop and deliver unique integrated lifestyle and work place environments and planned developments and to be recognised as a responsible corporate citizen and an employer of choice. In our residential business line, our main focus is on developing integrated master planned communities in the mid to luxury segment, wherein we design, build and sell a wide range of properties including villas, townhouses and apartments of varying sizes. By integrated master planned communities, we mean that developments have one or more community facilities, including hospitals, schools, retail and commercial buildings enabling a live, work and play theme within the same development. In our commercial business line, we are focussed on developing, selling and leasing office and SEZ properties targeted towards a wide range of customers from individual users and small companies to large corporates in various sectors including IT and ITES. Our commercial properties shall include both stand-alone commercial sites and properties forming part of our integrated master planned communities. In our retail business line, we are developing for sale or lease shopping centres within our integrated master planned communities and on a stand-alone basis, large regional destination malls and luxury retail space at our luxury hotel developments. In our hospitality business line, we are developing hotels at various price points in the luxury, up market, midmarket and budget segments across India. We intend to enter into management agreements with well-recognized, experienced and successful international hospitality companies for the operation and management of our hotels, on an exclusive geographical basis wherever possible. We have entered into joint ventures with Accor for the development and operation of budget hotels and Premier Travel Inn for the development and operation of midmarket category hotels in India. Both of these joint ventures are on an exclusive basis (the details of which are set out under History and Certain Corporate Matters Joint Venture and Other Agreements below). In addition, we have entered into relationships with InterContinental Hotels group companies, Four Seasons Hotels Limited and Marriott Hotels India Private Limited for the operation and management of some of our other hotel properties. Our current projects under development include: Mohali Hills (plots), part of a 3,000 acre project of integrated master planned communities in Mohali near Chandigarh with an estimated Saleable Area of 5.7 million square feet all of which is currently under

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development and has been launched for sale. This project is expected to be completed in the fiscal year 2009-10; The Views at Mohali Hills, part of a 3,000 acre project of integrated master planned communities in Mohali near Chandigarh with an estimated Saleable Area of 1.9 million square feet all of which is currently under development and has been launched for sale. This project is expected to be completed in the fiscal year 2009-10; The Villas at Mohali Hills, part of a 3,000 acre project of integrated master planned communities in Mohali near Chandigarh with an estimated Saleable Area of 1.2 million square feet all of which is currently under development. This project is estimated to be completed in the fiscal year 2009-10. Boulder Hills (Group Housing Phase I), a 14 acre residential project (part of a 510.4 acre integrated master planned community) in Hyderabad with an estimated Saleable Area of 1.9 million square feet all of which is currently under development. This project is expected to be completed in the fiscal year 2009-10; Palm Springs, a 16.5 acre high-end residential project in Gurgaon with an estimated Saleable Area of 0.7 million square feet all of which is currently under development and has been launched for sale. This project is expected to be completed in the fiscal year 2009-10; The Commonwealth Games Village 2010 residential complex, a 27.7 acre project in Delhi with an estimated Saleable Area of 1.8 million square feet, all of which is currently under development. This project is expected to be completed in the fiscal year 2009-10; Chennai Esplanade (Phase I), a 7 acre residential project (part of a 14 acre project) in North Chennai with an estimated Saleable Area of 0.4 million square feet all of which is currently under development. This project is expected to be completed in the fiscal year 2009-10; Palm Drive, a 31.6 acre residential development in Gurgaon with an estimated Saleable Area of 3.3 million square feet, all of which is currently under development. This project is expected to be completed in the fiscal year 2009-10; The Central Plaza at Mohali Hills, part of a 3,000 acre development of integrated master planned communities in Mohali near Chandigarh. This retail development has an estimated Saleable Area of 0.5 million square feet all of which is currently under development and has been launched for sale. This project is expected to be completed in the fiscal year 2009-10; Courtyard by Marriott in Amritsar, a hotel project of approximately 150 keys. The project is expected to be completed in the fiscal year 2009-10. J.W. Marriott in Kolkata, a hotel project of approximately 250 keys. The project is expected to be completed in the fiscal year 2009-10. Holiday Inn in Kolkata, a hotel project of approximately 250 keys. The project is expected to be completed in the fiscal year 2009-10. Holiday Inn in Dehradun, a hotel and convention centre project of approximately 200 keys. The project is expected to be completed in the fiscal year 2009-10. A luxury hotel in Jasola of approximately 250 keys. The project is expected to be completed in the fiscal year 2009-10.

Details of our Land Reserves are contained under Description of Our Business Land Reserves below. As of August 31, 2007, most of our Land Reserves are located in or near prominent cities across India as indicated in the table below:

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Location North Chail Dehradun Delhi Ghaziabad Gurgaon Jaipur Jalandhar Lucknow Ludhiana Mohali South Chennai Coimbatore Hyderabad Kochi Mangalore Mysore East Kolkata Shillong West Alibaugh Goa Indore Pune Total

Acreage 18 1,129 1,313 378 2,808 416 238 390 347 2,775 51 264 510 360 75 153 6 80 25 483 205 520 12,544

We estimate that our Land Reserves will provide us with a Saleable Area of approximately 134.9 million square feet of plotted residential development (including built up villas), 300.0 million square feet of built up residential properties, 86.6 million square feet of commercial properties, 17.0 million square feet of retail properties and 5,225 keys in our hospitality properties as of August 31, 2007. For the three months ended June 30, 2007 (our first quarter in which revenues were recognised) our consolidated total income was Rs. 1,931.7 million and our consolidated net profit (as restated) was Rs. 499.4 million. For the year ended March 31, 2007, our consolidated total income was Rs. 168.7 million and our consolidated net loss was Rs. 466.0 million. HISTORY OF THE GROUP Our Company was incorporated on February 18, 2005 as a joint venture between Emaar and MGF on an exclusive basis in India. The details of the joint venture agreement and the exclusivity arrangement are set out under History and Certain Corporate Matters Joint Venture and Other Agreements below. We had shareholder funds (i.e., paid up share capital and reserves) of Rs. 47.7 billion as of June 30, 2007. The Company was converted into a public limited company on August 13, 2007. Emaar, incorporated in 1997, is one of the worlds leading real estate companies having developed approximately 45.0 million square feet of real estate across residential, commercial and other business segments and with operations in 16 countries as of August 31, 2007. It is listed on the Dubai Financial Market and is part of the Dow Jones Arab Titan Index and S&P IFCG Extended Frontier 150 Index. Emaar is also an FT Global 500 company, a global ranking by Financial Times that provides an annual snapshot of the worlds largest companies, listed on the basis of market capitalization. In October 2006, Emaar was awarded Best Developer in the UAE for the second consecutive year and Best Developer in Egypt at the Euromoney Gulf Real Estate Awards. Emaar is developing several real estate projects including the Burj Dubai Downtown development (a development which is expected to comprise properties spanning the residential, retail, commercial and hospitality sectors, including the Burj Dubai stated to be the worlds tallest tower, the Dubai Mall stated to be

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the worlds largest entertainment and shopping mall, the Old Town a low-rise residential community, Burj Dubai Lake Hotel and Serviced Apartments and the Burj Dubai Boulevard) and the King Abdullah Economic City in the Kingdom of Saudi Arabia (a development which is planned to be a mixed use city extending along a 35 kilometre shoreline and is located near the commercial hub of Jeddah). In addition to the UAE, India and Saudi Arabia, Emaar has projects in various countries including Egypt, Turkey, Morocco, Jordan, Pakistan and the United States of America. Emaar is an ISO 9001:2000 quality certified company. In addition to geographical expansion, Emaar is also diversifying into other sectors, including leisure and hospitality, malls, education, healthcare and finance. In the hospitality and leisure sector, Emaar has entered into an exclusive agreement with Giorgio Armani S.p.A. to build and manage Armani hotels and resorts globally. In the education sector Emaar acquired Singapore-based Raffles Campus Pte Limited, a company involved in providing education with campuses in Singapore, Indonesia, Hong Kong, China and Vietnam. Emaar also holds equity in Dubai Bank which is focused on retail and commercial banking; Amlak Finance PJSC, a leading UAE Islamic home financing company; and Emaar Industries and Investments (Pvt) JSC which has an investment focus on technology and light manufacturing industries in the Gulf region. In June 2006, Emaar acquired WL Homes LLC (trading as John Laing Homes), a large homebuilder in the United States. Emaar further acquired Hamptons Group Limited, which is a global property sales, management and development services company. MGF, incorporated in 1996, is engaged in the field of retail real estate development in Northern India. It is currently one of the leading shopping mall developers in Northern India, with approximately 2.0 million square feet of retail space delivered and approximately 3.0 million square feet of retail space under development as of June 30, 2007. Some of MGFs completed projects include The Metropolitan, The Plaza and Megacity Mall in Gurgaon, the City Square Mall in West Delhi, MGF Metropolitan Mall in Saket in South Delhi and MGF Metropolitan Mall in Jaipur. It has been agreed between Emaar and MGF that in the event that the FDI policy restricts the Company from developing a retail project in India, MGF shall be authorised to undertake such project. STRENGTHS We believe that the following are our primary competitive strengths: Strong parentage providing access to international and local capabilities Our parentage of Emaar and MGF provides us with the organisational skills, experience and the resources required for delivering large scale, quality projects. Emaars brand name, development expertise and international experience combined with MGFs local knowledge and capabilities gives us the ability to identify suitable locations, acquire and aggregate large parcels of land and design and develop quality residential, commercial, retail and hospitality properties. We are well-positioned to emulate international best practices followed by Emaar, such as emphasis on customer satisfaction, through, for example, offering the customers a choice of customising the interiors of their homes. We also use Emaars experience to bring an innovative marketing approach to the Indian residential real estate sector through Emaars Street of Dreams concept. High proportion of fully paid for Land Reserves As of August 31, 2007, over 70% of our Land Reserves are fully paid for, of which over 397.0 acres are under development. Most of our Land Reserves are located in or near prominent cities across India such as Delhi, Pune, Hyderabad, Chennai, Indore and Chandigarh. Details of these locations are contained under Overview above. Scale of operations We believe that our market position is enhanced by our strong parentage, Land Reserves and access to capital. As a result, we are able to: negotiate in relation to and purchase large plots of land from multiple sellers directly, thus enabling us to aggregate land at relatively lower prices. be a preferred development partner for land owners with large and/or strategic tracts of land. undertake large-scale and complex projects providing us with the opportunity to capture value from the size and integrated nature of such developments. undertake projects in multiple phases providing us with the opportunity to monitor market acceptance and modify our projects in accordance with customer needs. capitalise on large-scale purchasing opportunities, leading to operational and cost efficiencies.

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Diversified business model Our real estate business is diversified across geographical locations and business lines. Our Land Reserves are spread over 22 cities in 16 states in India, and we have commenced projects in eight cities in seven states in India. These projects are spread over eight residential properties, including plots, villas, townhouses and apartments, one retail property and five hospitality properties. In addition, although we generally sell our residential properties, we intend to sell or lease commercial and retail properties and intend to hold and, through third parties, manage and operate hospitality properties. Execution capability We employ a robust process involving internal teams and external consultants when undertaking projects. We believe that this, together with close monitoring by our management and staff and the experience of our promoters, Emaar and MGF, enhances our product delivery. For example: We have strong relationships with a number of real estate brokers that assist us in identifying and acquiring land in strategic locations. We work closely with specialists and consultants including international architects in designing and planning our projects to ensure quality design and make them environment friendly. We have a joint venture with Leighton International Limited, part of an Australian based global construction group, for the construction of our projects in India. We have also signed a term sheet with Multiplex Limited, part of another Australian based global construction group, to establish a joint venture to provide construction services for our projects in India. We have a joint venture with Turner Construction International LLC, to provide construction management services, program management services and project management services for our projects in India.

Leveraging our strategic relationships In addition to our strategic relationships with Leighton International Limited, Multiplex Limited and Turner Construction International LLC, we have relationships with the following parties which enhances the marketability of our hospitality, healthcare and infrastructure projects: We have entered into joint ventures with Accor for the development and operation of Formule 1 budget category hotel and Premium Travel Inn for the development and operation of Premier Travel Inn midmarket category hotels. We have also entered into a management agreement with SC Hotels & Resorts (India) Private Limited, part of the Intercontinental Hotels Group, pursuant to which we have agreed to build and fit out a Holiday Inn branded hotel in Kolkata to be managed and operated by SC Hotels & Resorts (India) Private Limited. We have also entered into a management agreement with Intercontinental Hotels Group (India) Pvt. Ltd. Pursuant to which we have agreed to build and fit out a Holiday Inn branded hotel and convention centre in Dehradun to be managed and operated by Intercontinental Hotels Group (India) Pvt. Ltd. We have entered into an operating agreement and a memorandum of understanding with Marriott Hotels India Private Limited (with respect to the development, operation and management of a hotel under the Courtyard by Marriott brand in Amritsar and a hotel under the JW Marriott brand in Kolkata) and a letter of intent with Four Seasons Hotels Limited (with respect to the development, operation and management of a hotel under the Four Seasons brand in Hyderabad). Further details of these relationships are set out under Our business lines Our hospitality business below. We have entered into a memorandum of understanding with Fortis Healthcare Limited pursuant to which we have agreed to form a joint venture company to undertake the development of hospitals across India (described further under Our other initiatives Healthcare and Education below). We have a memorandum of understanding with DAE to work together with DAE to explore potential areas of co-operation and to identify and evaluate the design, construction, expansion, renovation, modernisation, commissioning, maintenance, operation, management and development of existing and new airports in India

63

with a view to further our respective strategic objectives in India. Further details of this relationship are set out under Our other initiatives Infrastructure projects below. Strong financial position We have shareholder funds (i.e., paid up share capital and reserves) of Rs. 47.7 billion as of June 30, 2007. As of June 30, 2007, we had approximately Rs. 31.5 billion of total principal amount of outstanding indebtedness including secured redeemable non-convertible debentures issued to Prudential ICICI Trust Limited A/c Liquid Plan for an aggregate consideration of Rs. 2.5 billion having a credit rating of A1+ (SO) by ICRA Limited. The Company has also received an A+ rating from CARE for long term debt programmes and a PR1+ rating from CARE for short term debt programmes. We have a debt to equity ratio of 0.66 as of June 30, 2007. As a result, we believe we have the ability to incur additional indebtedness at competitive rates and terms. Experienced management We have a professional, experienced and dedicated management team drawn across the real estate and various other industries. Because of the established brand names and reputation of Emaar and MGF in real estate development, we have been able to recruit high calibre management executives from diverse backgrounds. Details of our management team are set out under the section entitled Our Management in this Draft Red Herring Prospectus. STRATEGY The key elements of our business strategy are as follows: Create value through integrated master planned communities We believe that the large size of our Land Reserves enables us to develop integrated master planned communities, which provide residential and other offerings across various price points thus optimising the potential and use of our Land Reserves. We intend to focus on developing integrated master planned communities in the mid to luxury segment, with a mix of residential offerings and one or more community facilities, including hospitals, schools, retail, commercial and recreation enabling a live, work and play theme within the same project. We intend to ensure that our integrated master planned communities meet high quality standards in order to enhance the premium we may charge and/or demand for our core business offerings within such communities. Further, we are able to create value by developing and offering parts of our projects in a staggered or phased manner, thereby potentially extracting greater value from successive phases as the project reaches completion and greater facilities are made available. Undertaking projects in multiple phases also provides us with the opportunity to monitor market acceptance and modify our projects in accordance with customer needs. Adopt international benchmarking and follow best practices in development and customer service We believe that consumer aspirations are rising along with demand for high quality developments across our business lines. In order to set new benchmarks for quality to meet these new aspirations, we are using international designs used by Emaar as models for our Indian product offerings. We intend to continue to employ a robust process involving internal teams and external consultants in order to deliver projects that can be benchmarked on an international basis. We believe we have a differentiated marketing model. We intend to market residential property in India based on the Street of Dreams concept used by Emaar in Dubai. A Street of Dreams is to be located in a residential project and consists of a number of distinct model homes displaying a variety of villas, townhouses and apartments from such residential project. Each model home has a different design theme, ranging from modern to classical. Being fully furnished and equipped, such models are intended to give prospective buyers an impression of living within one of our community homes. We plan to have a Street of Dreams in most of our large residential developments. One Street of Dreams has been constructed in our Boulder Hills project in Hyderabad and two others are under construction in our Mohali Hills project in Mohali and our Palm Springs project in Gurgaon. In addition, we train our marketing and sales teams in our customer relationship management (CRM) and customer lifecycle management systems and processes, which we adopt from best practices of Emaar and John

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Laing Homes. In our residential business, our CRM systems and processes are expected to provide us an insight into trends in customer requirements, in terms of type, location and price of the product offerings, and guide us in planning our development and promotional activities. As an extension of our marketing and sales team, we have a customer care cell with the primary responsibility of recording any complaints or feedback from clients, to ensure consistency and continuity of our client interface. In addition, given our relationship with Emaar, we have been using and intend to continue to use Hamptons Group Limited to sell and market our properties overseas. Increase our Land Reserves in strategic locations Continuing to build our Land Reserves is critical to our growth strategy. We seek to acquire parcels of land and development rights over parcels of land in various locations, over a period of time, for future development. In some cases, these parcels of land may be consolidated to form a contiguous landmass, upon which we can undertake development. We intend to continue acquiring land across India for our projects in order to replenish and augment our Land Reserves. We have identified and acquired land in and around 22 cities which we believe are suitable for our projects and are in the process of acquiring further land in existing and new cities to achieve a presence in Indias 40 largest cities by population over the next five years. Capitalise on strategic alliances with domain leaders To ensure excellence in our processes and product delivery, enhance the premium we may charge and/or demand for our product offerings and enable our management to focus our core business of real estate development, we have entered into and will continue to enter into strategic relationships. We have entered into relationships with Leighton International Limited and Multiplex Limited (for construction), Turner Construction International LLC (for project management), Accor, Premier Travel Inn, InterContinental Hotels group companies, Four Seasons Hotels Limited, Marriott Hotels India Private Limited (in relation to our hospitality business) and Fortis Healthcare Limited (in relation to our healthcare business). For further information, see Strengths Leveraging our strategic relationships above. Invest in human capital and recognition as an employer of choice Investment in human capital is a key part of our business strategy and is derived from our mission to be recognised as a responsible corporate citizen and employer of choice. We focus on various areas which we believe will enable us to retain and attract experienced and qualified human capital by (i) aligning the interests of our employees with ours, (ii) spreading responsibility for achieving our business objectives throughout our organisation, (iii) extending best practices amongst our employees and (iv) providing our employees with access to the international skills, experience and resources of Emaar. For further information, see Employees below.

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DESCRIPTION OF OUR BUSINESS Land Reserves We have Land Reserves in various regions across India. As of August 31, 2007, these Land Reserves amounted to 12,544 acres of which we have development plans for approximately 11,580 acres expected to provide us with an estimated Development Area of approximately 559 million square feet and an estimated Saleable Area of 542 million square feet of which over 17 million square feet is under development. Details of these Land Reserves are set forth in the table below:
Estimated Developable Area (sq. ft. million) Estimated Saleable Area (sq. ft. million)

S. No.

Land Reserves (by category) Our developments: Land Owned(1): 1. By Emaar MGF 2. Through Emaar MGFs Subsidiaries 3. Through entities other than Emaar MGF or Emaar MGFs Subsidiaries(2) Land over which Emaar MGF has sole development rights(3) 1. Directly by Emaar MGF 2. Through Emaar MGFs Subsidiaries 3. Through entities other than Emaar MGF or Emaar MGFs Subsidiaries(2) MoUs/agreements to sell and purchase/letters of acceptance(4) 1. Land subject to government allocation 2. Land subject to private acquisition Sub-total ((i) + (ii) + (iii)) Joint developments with partners: Land for which joint development agreements have been entered into(5) 1. By Emaar MGF directly 2. Through Emaar MGFs Subsidiaries 3. Through entities other than Emaar MGF or Emaar MGFs Subsidiaries(2) Proportionate interest in lands owned indirectly by Emaar MGF through joint ventures Sub-total ((iv) + (v)) Total ((i) + (ii) + (iii) + (iv) + (v)) (rounded off)

Acreage

% of Total Acreage

% of Developable Area

% of Saleable Area

(i)

6,667.65 112.35 6,555.3

53.15 0.89 52.25

380 2 378

67.98 0.36 67.62

380 2 378

70.11 0.37 69.74

(ii)

4,545.44 36.23 4,387.64 27.17 130.63 34.97 0.21 1.04

136 134 2

24.33 23.97 0.63

122 120 2

22.51 22.14 0.37

(iii)

1,320.01 16.87 1,303.14 12,533.10

10.52 0.13 10.38 99.91

42 1 41 558

7.51 0.18 7.33 99.82

39 1 38 541

7.20 0.18 7.01 99.82

(iv)

11.02 11.02

0.09 0.09

1 1

0.18 0.18

1 1

0.18 0.18

(v)

11.02 12,544

0.09 100.0 0

1 559

0.18 100.00

1 542

018 100.0 0

(1) (2)

Under category (i) above, 6,667.65 acres of the total land is owned by us. For details, see - Land Owned below. These are Companies Owned by EMGF, which means companies in which Emaar MGF owns 100% equitable interest through the Subsidiaries. For details on such companies, see the section History and Certain Corporate Matters beginning on page 96 of this Draft Red Herring Prospectus. Under category (ii) above, we have been granted sole development rights over land measuring 4,545.44 acres pursuant to development agreements. For details, see - Sole Development Rights below.

(3)

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(4)

Under category (iii) above, we have been granted rights over 1,303.14 acres of land through MoUs and agreements to sell and purchase, 5.61 acres of land through a letter of acceptance issued by the Kolkata Metropolitan Development Authority and 11.26 acres of land through letters of allotment issued by the Delhi Development Authority. For details, see - MoUs/Agreements to Sell and Purchase/Letters of Acceptance below. Under category (iv) above, we have been granted joint development rights in respect of 11.02 acres of land. For details, see - Joint Development Arrangements below.

(5)

Land Owned (Category (i)) As of August 31, 2007, the total land owned by us was 6,667.65 acres. Of the total land owned by us, 6,639.79 acres is held by us through registered sale deeds or other instruments including exchange deeds and 27.86 acres of land is held by us through registered lease deeds. The land that we own consists of land for which sale deeds or other instruments including exchange deeds or lease deeds in perpetuity or on a long-term basis have been executed in our favour. As of August 31, 2007, we had made payments of Rs. 57,681 million in respect of the land owned by us, representing 100% of the total consideration for such land. The land owned by us on a leasehold basis consists of 4.7 acres of land leased to us by government authorities in perpetuity and 23.16 acres of land leased to us by private parties on a long-term basis, including 17.0 acres of land leased to us by Boulder Hills Leisure Private Limited, a Promoter Group company.

Sole Development Rights (Category (ii)) As of August 31, 2007, we had been granted sole development rights in respect of 4,545,44 acres of land. We acquire sole development rights by entering into agreements with parties having ownership or other interests over the land. Certain parties granting us development rights have not yet acquired ownership rights or clear title in respect of land that we have categorised as part of our Land Reserves. As of August 31, 2007, such land comprised in the aggregate approximately 2,050 acres, representing approximately 17% of our Land Reserves and includes for example (I) land in Punjab and Delhi where the parties granting us development rights have beneficial interest over land through arrangements or agreements, including land pooling schemes, and (II) land in Pune where the party granting us development rights is the registered owner in respect of only 225 acres of land of the total area of 520 acres and has entered into MoUs/agreements to sell and purchase or is in negotiations with the owners of land to acquire the remaining land. Under our agreements relating to sole development rights, upon completion of the development, we either acquire (A) right, title and interest over 100% of the total developed area of the land or (B) right, title and interest over a specified proportion (not all) of the total developed area of the land or a specified portion of the gross or net revenue generated from the developed project. (A) area: Sole development agreements pursuant to which we will be entitled to 100% interest in the developed The agreements in this category typically contain the following terms: (i) (ii) We are responsible for the development of the entire land at our cost and are also responsible for obtaining the requisite licenses and/or approvals; We are required to pay a specified fixed consideration to the party granting us sole development rights for the project, the payment of which is typically required to be made after the completion of the project; The possession of the land and all rights, titles and interest in the land is transferred to us after the completion of the development of the land. We may not be entitled to any portion of the built up area or any interest in the underlying land if we default in the completion of the development or performance of our obligations; and We have undertaken to complete the development within a specified period of time.

(iii)

(iv)

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(B)

Sole development agreements pursuant to which we will be entitled to a specified proportion of the developed area or revenue: The agreements in this category typically contain the following terms: (i) We are typically required to pay a security deposit to the party granting us development rights, all or a portion of which is to be refunded simultaneously with the handing over of possession of such partys share of the project land; We are generally required to obtain approvals and licenses in respect of the project under development and complete the project within a specified period of time, failing which the agreement may be terminated and/or our security deposit may be forfeited and/or we may be required to pay compensation and/or liquidated damages; We generally bear the costs of development of the land, including payments in respect of license fees, obtaining and/or renewing licenses, change of land use and other expenses relating to sanctioning of plans and completion. In certain agreements, we share the costs with the owner of the land and/or entity granting us the development rights; Upon the completion of the development, we are entitled to a specified proportion (not all) of the total built up area, together with the undivided share of the underlying land, or the gross or net revenue generated from the project. In certain agreements, our development rights or entitlement to a specified proportion of the revenue generated from the project is for a specified period of time. For example, in Andhra Pradesh, under an assignment agreement dated November 3, 2006, our rights over 235 acres of land to be developed as a golf course are for a term of 66 years after which the developed project reverts back to Andhra Pradesh Industrial Infrastructure Corporation Limited, the lessor of the land; Cancellation or termination of the agreement after the receipt of the licenses and/or requisite permissions in respect of the project under development is typically not permitted. In certain agreements, we are entitled to terminate the agreement and seek refund of the security deposit in certain specified circumstances, including if the party granting us development rights is not able to transfer clear and marketable title to the land to us or commits a breach or a default of the provisions of the agreement or the land ceases to be capable of being developed for the purposes of the proposed development; and In certain agreements, we are not entitled to assign the agreement in favour of our associates or Subsidiaries unless the written consent of the entity granting us development rights is obtained.

(ii)

(iii)

(iv)

(v)

(vi)

Certain of our Land Reserves over which we have development rights are subject to litigation to which we are not a party, including the following: (i) A writ petition (Number 17192 of 2007) has been filed before the Andhra Pradesh High Court for a declaration that the action of the respondents, including the State of Andhra Pradesh and the Andhra Pradesh Industrial Infrastructure Corporation Limited, in allotting certain land in Manikonda village in Andhra Pradesh to certain private parties, including 400 acres in favour of Emaar Properties, our Promoter, was illegal and arbitrary. The petitioner has claimed that this land had been notified as wakf land under the Andhra Pradesh Wakf Act, 1955, and is reserved for specified religious purposes. The Andhra Pradesh High Court, by an interim order dated September 20, 2007, has directed Emaar not to undertake any construction on 400 acres of land pending the disposal of the Writ Petition. This land comprises a substantial portion of our Boulder Hills project, which we propose to develop over an area of approximately 510 acres. An appeal has been filed by Emaar with an affidavit by Emaar Hills Township Private Limited and Boulder Hills Leisure Private Limited. In addition to Emaar, another private party to the litigation has also been directed not to undertake any construction on 108 acres of land in this area in Andhra Pradesh. Pursuant to a development agreement and an assignment deed dated November 3, 2006, we have been granted development rights over 258.36 acres and 235 acres of land, respectively,

(ii)

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in Manikonda, Nanakramguda and Gachibowli villages in Andhra Pradesh. Of the total area under these agreements, litigation relating to acquisition of land under Section 4 of the Land Acquisition Act, 1984 is pending before the Supreme Court of India in respect of 31.41 acres and 39.02 acres of land. Our Promoter Group companies, Emaar Hills Township Private Limited and Boulder Hills Leisure Private Limited, have been impleaded as parties in this litigation. (iii) A Special Leave Petition has been filed by the State of Haryana and others in the Supreme Court of India against the order of the High Court of Punjab and Haryana dated February 10, 2004. In its order, the High Court directed the State of Haryana to renew the licenses for our Palm Springs project in Gurgaon, Haryana upon payment of 18% simple interest on the unpaid amount of external development charges. The party granting us development rights has also filed a special leave petition in the Supreme Court of India against the order of the High Court of Punjab and Haryana dated February 10, 2004 for reduction of the rate of interest as imposed by the High Court. A petition has been filed by the party granting us development rights in respect of our Palm Springs project before the High Court of Delhi under Section 9 of the Arbitration and Conciliation Act, 1996, as amended, seeking certain interim orders, including the return of title deeds and development plans, together with other records and plans, which are currently deposited with the High Court. A petition has been filed before the High Court of Delhi for setting aside the arbitral award passed in favour of the party granting us development rights in respect of our Palm Springs project. The arbitral award, inter alia, restrained the petitioner from interfering with the development plans of the party granting us development rights. An appeal has been filed by the authorities, which is pending before the High Court of Punjab and Haryana, relating to withdrawal of the land use permission in respect of 49.09 acres of land in Gurgaon, Haryana, over which we have development rights. The proposed development on this land is a multi-storeyed commercial and retail complex, including a hotel building.

(iv)

(v)

(vi)

For details regarding the abovementioned litigation, see the section Outstanding Litigation and Material Developments beginning on page 589 of this Draft Red Herring Prospectus. Certain agreements granting us sole development rights are with affiliated parties, including Emaar Hills Township Private Limited, Boulder Hills Leisure Private Limited, SSP Properties Private Limited and Vishnu Apartments Private Limited, all of which are our Promoter Group companies.

MoUs/Agreements to Sell and Purchase/Letters of Acceptance (Category (iii)) As of August 31, 2007, we had been granted rights to acquire and/or develop 1,320.01 acres of land pursuant to MoUs/agreements to sell and purchase/letters of acceptance. We have been granted rights over 1,303.14 acres of land through MoUs and agreements to sell and purchase, 5.61 acres of land, on a leasehold basis for 99 years, through a letter of acceptance issued by the Kolkata Metropolitan Development Authority, and 11.26 acres of land through letters of allotment issued by the Delhi Development Authority. We enter into MoUs/agreements to sell and purchase/letters of acceptance to acquire and/or develop identified lands. These MoUs/agreements to sell and purchase/letters of acceptance are expected to be followed by the execution of definitive agreements, such as sale or lease deeds. At the time of execution of the agreements to sell and purchase or MoUs for acquisition of land, we make payments of a portion of the total consideration for the land. Sale or conveyance deeds for such lands are executed after we have conducted satisfactory due diligence and/or obtained approvals and/or paid the remaining consideration for such land. As of August 31, 2007, the balance due in respect of payments for the acquisition of land under MoUs/agreements to sell and purchase/letters of acceptance was Rs. 8,857.63 million out of a total consideration of Rs. 12,672.15 million.

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At the time of entering into agreements to sell and purchase or MoUs for land to be acquired and/or developed by us, the sellers or parties granting us leasehold rights may not have ownership or clear title over such land or may have created encumbrances over such land.

Joint Developments Arrangements (Category (iv)) As of August 31, 2007, we had been granted joint development rights in respect of 11.02 acres of land pursuant to an agreement dated May 17, 2005. We are to jointly develop the land with the party granting us development rights. The amounts to be paid for change of land use, other approvals, taxes and other statutory payments are to be shared equally by both parties. We are entitled to half share of the built up area, together with proportionate rights in the underlying land and common areas and facilities. In case either party does not propose to undertake the development of its portion of the land, the other party has a right to purchase such land upon payment of consideration to be mutually agreed by the parties.

As of August 31, 2007, Emaar MGF and its Subsidiaries own 0.89% of the total Land Reserves of 12,544 acres and 52.25% of the total Land Reserves was owned by the Companies Owned by EMGF. Of our total Land Reserves of 12,544 acres, approximately 83% comprises agricultural land for which we or our sole/joint development partners have not yet obtained a certificate of change of land use. Of our total Land Reserves of 12,544 acres, approximately 247 acres of land, representing 1.96% has been notified for acquisition by the Government and the statutory notification under Section 4 of the Land Acquisition Act, 1894 has been published in the official gazette. If we or the owners of such land or our sole/joint development partners do not succeed in the acquisition proceedings, we may lose our right over such land. Certain State and Central legislations may restrict the acquisition and/or development of the land under our Land Reserves. Certain portion of our Land Reserves fall in States where the Urban Land (Ceiling and Regulation) Act, 1976 is still in force, including in Andhra Pradesh, Maharashtra and West Bengal. In addition, certain States prescribe other restrictions relating to acquisition of land, including Himachal Pradesh where land cannot be held by a non-native of Himachal Pradesh. We or our sole/joint development partners have not obtained mutation certificates in respect of a significant portion of our Land Reserves and have not obtained non-encumbrance certificates for all of our Land Reserves. We have also not obtained title opinions in respect of most of our Land Reserves and as a result, not all of our lands may have guaranteed title or title that has been independently verified. For details on risks associated with the Land Reserves, see the section Risk Factors beginning on page xi of the Draft Red Herring Prospectus. Material Agreements The following are the material agreements relating to our Land Reserves falling under the categories (ii), (iii), and (iv) described above and which, as required under the SEBI Guidelines, represent at least 10% of the aggregate agreement value of land falling under the relevant category. Category (ii): Land over which Emaar MGF has sole development rights (a) We have entered into a development agreement dated August 6, 2007 with Hira Realtors Private Limited (Hira Realtors) for the development of approximately 20 acres of land in Delhi. The agreement value is Rs.500 million payable to Hira Realtors upon the completion of the project. The consideration is proposed to be funded from internal accruals. The agreement is effective from August 27, 2007 and is to continue until the completion of the project. The agreement specifies the time within which we are required to complete the project. In the event of default in completion of the development, we are not entitled to any portion of the built up area or any interest in the underlying land. There are no revocation clauses in the agreement. We have entered into a development agreement dated August 6, 2007 with Vishnu Apartments Private Limited, a Promoter Group company (Vishnu Apartment), for the development of approximately 55 acres of land in Gurgaon, Haryana. The agreement value is Rs.500 million payable to Vishnu Apartments

(b)

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upon the completion of the project. The consideration is proposed to be funded from internal accruals. The agreement is effective from August 27, 2007 and is to continue until the completion of the project. The agreement specifies the time within which we are required to complete the project. In the event of default in completion of the development, we are not entitled to any portion of the built up area or any interest in the underlying land. There are no revocation clauses in the agreement. (c) We have entered into a development agreement dated August 6, 2007 with Godawari Private Limited (Godawari) for the development of approximately 80 acres of land in New Delhi. The agreement value is Rs.1,000 million payable to Godawari upon the completion of the project. The consideration is proposed to be funded from internal accruals. The agreement is effective from August 27, 2007 and is to continue until the completion of the project. The agreement specifies the time within which we are required to complete the project. In the event of default in completion of the development, we are not entitled to any portion of the built up area or any interest in the underlying land. There are no revocation clauses in the agreement.

Our land under sole development agreements pursuant to which we will be entitled to a specified proportion of the developed area or revenue are not included hereunder since their aggregate agreement value is not ascertainable. Category (iii): MOUs/Agreements to Sell and Purchase/Letters of Acceptance to which Emaar MGF and/or its Subsidiaries and/or Companies Owned by EMGF are parties There are no material agreements relating to our Land Reserves falling under this category. Category (iv): Lands for which Joint Development Agreements have been entered into Our land under joint development agreements in category (iv) above are not included hereunder since their aggregate agreement value is not ascertainable. Other Agreements The table below sets forth other agreements relating to the Land Reserves, which represent less than 10% of the aggregate agreement value of land falling under the relevant category.
Aggregate Agreement Value (Rs. million) Not ascertainable 12,672.15 Aggregate Amount Paid (Rs. million) Not ascertainable 3,814.52 Amount Paid as % of Aggregate Agreement Value Not ascertainable 30.1 Revocation Clauses, if any None None

Land Reserves (Category wise) Land over which Emaar MGF has sole development rights MOUs/agreements to sell and purchase/letters of acceptance to which Emaar MGF and/or its Subsidiaries and/or Companies Owned by EMGF are parties Lands for which joint development agreements have been entered into

Not ascertainable

Not ascertainable

Not ascertainable

None

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The following map illustrates the locations of our developments, projects and Land Reserves across India, as of August 31, 2007:
Chail 18 Acres Alibaugh 25 Acres

Ludhiana 347 Acres Jalandhar 238 Acres Dehradun 1,129 Acres Ghaziabad 378 Acres Delhi 1313 Acres Jaipur 416 Acres Mangalore 75 Acres Goa 483 Acres Mysore 153 Acres Kochi 360 Acres Coimbatore 264 Acres Total = 12,544 Acres

Mohali 2,775 Acres

Gurgaon 2,808 Acres

Lucknow 390 Acres

Shillong 80 Acres

Kolkata 6 Acres

Indore 205 Acres

Pune 520 Acres

Hyderabad 510 Acres

Chennai 51 Acres

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Our business lines We have four main lines of business residential, commercial, retail and hospitality real estate development, and we plan to undertake development within each of these business lines. We have also begun to enter into other real estate related businesses such as healthcare, education and infrastructure development. Our current residential projects consist of 382 acres of land under development with an estimated Saleable Area of 17 million square feet, comprising of 6,440 units in five locations, as of August 31, 2007. Our current retail project consists of 15.6 acres of land under development with an estimated Saleable Area of 0.5 million square feet and 280 units in one location, as of August 31, 2007. Our current hospitality projects are in four locations and are intended to have 1,100 keys, as of August 31, 2007. We believe that consumer aspirations have risen along with the demand for high quality developments across our business lines. We intend to deliver developments which can be benchmarked on an international basis to meet these aspirations. Our residential business In our residential business, our strategy is to provide our customers with themed communities with a focus on lifestyle which is supported by superior quality infrastructure in healthcare, education, recreation and entertainment. Further we intend to leverage buyer preference towards large organised developments and communities. Our residential real estate projects are focused on the development of integrated master planned communities in the mid to luxury segments. As of August 31, 2007, we have made available for sale three out of our eight residential projects with an estimated Saleable Area of approximately 8.3 million square feet (out of 17 million square feet) of which 5.7 million square feet is plotted development. Our current residential real estate projects As of August 31, 2007, we have made available for sale three out of our eight residential projects with an estimated Saleable Area of 8.3 million square feet (out of 17 million square feet) of residential developments. The table below provides certain information as of August 31, 2007, relating to our current residential real estate projects:
Estimated Saleable Area (Million Sq. Ft.) 5.7 1.9 0.7* 1.9 Cost incurred to date as of June 30, 2007 (Rs. million) 2,431 722 533 304

Project Name and Location Mohali Hills (Plots) Mohali, Punjab The Views at Mohali Hills Mohali, Punjab The Palm Springs Gurgaon, NCR Boulder Hills (Phase I) Hyderabad, Andhra Pradesh The Villas at Mohali Hills Mohali, Punjab Chennai Esplanade (Phase I) Chennai, Tamil Nadu Commonwealth Games Village 2010 residential complex Palm Drive

Area (Acres) 208.7 54.1 16.5 14.0

Number of Units 1,811 1,156 155* 702

Total Number of Units Sold 1,723 558 (out of 600 launched) 144 Not launched for sale Not launched for sale Not launched for sale Not launched for sale Not

Started (FY) 2006-7 2006-7 2006-7 2007-8

Expected Completion (FY) 2009-10 2009-10 2009-10 2009-10

Total Estimated Cost (Rs. million) 2,898 3,862 1,713 5,344

22.9 6.9

1.2 0.4

340 264

2007-8 2007-8

2009-10 2009-10

2,675 949

427 180

27.7

1.8*

774*

2007-8

2009-10

10,551

100

31.6

3.3

1,238

2007-8

2009-10

8,714

740

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Project Name and Location Gurgaon, NCR Total

Area (Acres)

Estimated Saleable Area (Million Sq. Ft.)

Number of Units

Total Number of Units Sold launched for sale 2,425

Started (FY)

Expected Completion (FY)

Total Estimated Cost (Rs. million)

Cost incurred to date as of June 30, 2007 (Rs. million)

382.4

17.0

6,440

36,706

5,337

* Note: This is our proportion of the Saleable Area and number of units.

We set out below further information on each of the above mentioned projects. Mohali Hills (plots). Mohali Hills (plots) is part of a 3,000 acre development of integrated master planned communities in Mohali. On November 10, 2005, we signed a memorandum of understanding with the Punjab Government to develop 5,000 acres of land in different parts of Punjab (of which approximately 3,360 acres is included in our Land Reserves). Under the terms of the memorandum of understanding we are committed to undertaking projects in Mohali, Ludhiana, Jalandhar and Amritsar. Our Mohali Hills (plots) development forms a part of this. Mohali is a satellite city of Chandigarh. As of August 31, 2007, the Mohali Hills (plots) development has an estimated Saleable Area of approximately 5.7 million square feet. It consists of plotted development which comprises of 1,811 residential units ranging from 300 square yards (2,700 square feet) to 750 square yards (6,750 square feet) in size. The plotted development and residential units shall be made available for sale to customers in phases. As of August 31, 2007, 5.7 million square feet of plotted development which comprises 1,811 residential units had been made available for sale of which 1,723 residential units had been sold. The development is expected to be completed in 2009-10. Mohali Hills is located on the Kharar-Banur highway, 10 kilometres from the centre of Chandigarh. Mohali Hills is a gated integrated master planned community and offers luxury villas, apartments, terraced town homes, leisure and shopping options. With community parks and distinct Spanishstyled architectural features, the character of Mohali Hills is complemented by a golf range. The development also features schools, offices, a retail centre, play areas for children, parks and playing fields. The streets are planned to provide easy and convenient access connecting the differing communities within Mohali Hills. The proposed office park at Mohali Hills has been planned to present the opportunity to work close to home with modern amenities, systems and infrastructure in place for small businesses and entrepreneurs. The construction work on the development is through our joint venture with Leighton International Limited. The Views at Mohali Hills. The Views at Mohali Hills is part of a 3,000 acre development of integrated master planned communities in Mohali. As of August 31, 2007, The Views at Mohali Hills has an estimated Saleable Area of approximately 1.9 million square feet. It is expected to be completed in 2009-10 and consists of 1,156 residential units (apartments) ranging from 1,350 square feet to 3,250 square feet in size. The residential units shall be made available for sale to customers in phases. As of August 31, 2007, 600 residential units had been made available for sale in the first phase out of a total of 1,156 units of which 558 residential units had been sold. The Views at Mohali Hills is a gated community of apartment buildings of eight and 13 storeys located on the Kharar-Banur highway, 10 kilometres from the centre of Chandigarh. The Views at Mohali Hills is a luxury residential development offering shops, parks and playing fields. The development is expected to include tennis courts, a health club, a swimming pool and a club house. All the apartments are fully air conditioned and feature full power back up. The construction work on the development is through our joint venture with Leighton International Limited. The Palm Springs. As of August 31, 2007, The Palm Springs has an estimated Saleable Area of approximately 0.7 million square feet which represents our 50% share of the total Saleable Area of 1.4 million square feet. It is expected to be completed in 2009-10 and will consist of 155 residential units which represents our 50% share of the total 309 residential units. The project includes luxury villas with an area of 6,375 square feet and apartments and penthouses with an area ranging from 2,875 square feet to 6,150 square feet in size. As of August 31, 2007,

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155 residential units had been made available for sale in one phase of which 144 residential units had been sold. The villas are set in small clusters within wide-open landscaped gardens. There will be penthouses and three, four and five bedroom apartments each with its private open balcony areas. The Palm Springs is a luxury residential development adjacent to a golf club in Gurgaon. The development is expected to include amenities such as a clubhouse, spa, health club, a small cinema and advanced security technology including intercom facility, CCTV, smart card access and perimeter security. The development is within 20 kilometres of Delhis international airport. The construction work on the development is through our joint venture with Leighton International Limited. Boulder Hills. On November 3, 2006, we entered into arrangements with Emaar Hills Township Private Limited and Boulder Hills Leisure Private Limited, subsidiaries of Emaar, pursuant to which we have agreed to develop an integrated master planned community called Boulder Hills in Hyderabad. Hyderabad is the state capital of Andhra Pradesh. We have entered into a development agreement with Emaar Hills Township Private Limited and a lease deed and an assignment deed with Boulder Hills Leisure Private Limited in relation to the development of a township, a boutique resort hotel and a golf course spread over approximately 510.4 acres of land. Under the terms of the development agreement relating to approximately 258.4 acres of land, we will be entitled to 75% of the gross revenue from the sale or lease of the total covered and uncovered built up area of the development (including common areas and facilities) with Emaar Hills Township Private Limited being entitled to the remaining 25% of the gross revenue. In addition, we are exclusively entitled to maintain the development provided that the revenues derived from such activity are shared in the same proportions with Emaar Hills Township Private Limited. Under the terms of the assignment deed relating to 235 acres of land, we will be entitled to 95% for the first 33 years and 94% for the remaining 33 years of the gross annual revenue generated from the golf course components of the project (including the club house but excluding membership fees) with Boulder Hills Leisure Private Limited being entitled to the remaining 5% and 6% (as relevant) of the gross annual revenue. Under the terms of the lease deed relating to 17 acres of land, we will be entitled to 95% of the gross annual revenue generated from the project to develop the boutique resort hotel (including facilities) with Boulder Hills Leisure Private Limited being entitled to the remaining 5% of the gross annual revenue. Spread over approximately 510.4 acres of land, the Boulder Hills project is set in terrain featuring lakes, hills, boulders and rocky outcrops. It is centrally located in the heart of the IT and knowledge corridor (with the master planned community) and provides exclusive facilities to its residents and their guests. The development is designed to have an IT park with SEZ status, a retail mall, two luxury hotels (including a Four Seasons hotel), an upmarket hotel and a budget hotel. As a part of the integrated master planned community, there will be an 18 hole championship golf course with a golf academy and a driving range. As of August 31, 2007, Boulder Hills has an estimated Saleable Area of approximately 14.0 million square feet. It is expected that out of a total of 4,000 residential units 702 units shall be completed in 2009-10. The residential units range from 1,830 square feet to 5,169 square feet in size. The residential units shall be made available for sale to customers in phases. The Villas at Mohali Hills. The Villas at Mohali Hills is part of a 3,000 acre project of integrated master planned communities in Mohali near Chandigarh with an estimated Saleable Area of 1.2 million square feet all of which is currently under development. This project is estimated to be completed in the fiscal year 2009-10 and consists of 340 residential units ranging from 300 square yards (2,700 square feet) to 500 square yards (4,500 square feet) in size. The residential units shall be made available for sale to customers in phases. The Villas at Mohali Hills consist of premium luxury residences offering the customer three architectural styles namely Andalusian, Spanish and Mediterranean. The construction work on the development is through our joint venture with Leighton International Limited. Chennai Esplanade (Phase I). Chennai Esplanade (Phase I), a 7 acre residential project (part of a 14 acre project) in North Chennai with an estimated Saleable Area of 0.4 million square feet (part of a total Saleable Area of 0.9 million square feet) all of which is currently under development. This project is expected to be completed in the fiscal year 2009-10 and to be sold in two phases. Phase I consists of 264 residential units (out of a total of 536 residential units) of up to 1,500 square feet in size.

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Given that each apartment is to be less than 1,500 square feet in size, the project qualifies for the 80-IB benefits under the Income Tax Act. The project is planned to include, amongst other things, a club house, a joggers track and a childrens play area. Commonwealth Games Village 2010 residential complex. We have been awarded the development of the residential complex, which is going to be a part of the over 100 acre Commonwealth Games Village 2010 complex. This is one of the most prestigious projects that we are undertaking which will house about 8,000 athletes and officials during the Commonwealth Games event and thereafter be refurbished and sold by us. As of August 31, 2007, the Commonwealth Games Village 2010 residential complex has an estimated Saleable Area of approximately 1.8 million square feet. It is expected to be completed in 2010 and will consist of approximately 1,161 apartments (consisting of 4,000 bedrooms in aggregate). Our Saleable Area of 1.8 million square feet (out of a total Saleable Area of 2.7 million square feet) comprises of 774 (out of 1,161) apartments. The apartments range from 1,250 square feet to 3,000 square feet in size. The residential units shall be made available for sale to customers in phases prior to the Commonwealth Games in 2010 but will be made available for use by the athletes before being handed over to customers. The whole complex will be on a podium with two levels below the podium for car parking and services. The entire complex is proposed to be kept free from traffic except for a road on the periphery and ramp access to the levels under stilts. The entire complex shall be landscaped with gardens, features and walkways/pathways. The apartments shall be air-conditioned and the complex shall be developed as a certified green building. These apartments will have between two and five bedrooms and will be spread across 34 towers that are five to nine storeys high. Common amenities shall include a clubhouse and convenience retail offerings. We are scheduled to hand the development over to the Delhi Development Authority on March 31, 2010 and to our customers beginning January 2011. Palm Drive. Palm Drive has an estimated Saleable Area of approximately 3.3 million square feet. It is expected to be completed in 2009-10 and will consist of 1,238 residential units. The project includes villas with areas ranging from 3,800 square feet to 5,250 square feet and apartments with areas ranging from 1,900 square feet to 4,000 square feet in size. The residential units shall be made available for sale to customers in phases. Palm Drive is a high quality residential development designed for contemporary living in a green sanctuary setting and is expected to include amenities such as a clubhouse, health club and parks. The development is within 20 kilometres of Delhis international airport. The villas are set in small clusters with a communal green. There are four and five bedroom villas. There will be three, four and five bedroom apartments. Our planned residential real estate projects We plan to focus on the development of residential projects including integrated master planned developments in key locations in India. We also intend to take advantage of increasing urbanization by investing in the development of townships on the peripheries of cities around the country. As of August 31, 2007, we had Land Reserves of 9,492 acres with an estimated Saleable Area of 418 million square feet for planned residential developments. The table below provides information as of August 31, 2007, relating to some of our major planned residential real estate projects:
Project Name and/or Location Mohali Gurgaon Ghaziabad Ludhiana Pune Gurgaon Gurgaon Area (Acres) 288.0 200.0 200.0 66.5 416.0 181.0 200.0 Estimated Saleable Area (Million Sq. Ft.) 25.2 17.5 17.5 5.8 15.4 2.4 4.9 Estimated Start (FY) September 2006 November 2007 February 2008 February 2008 February 2008 November 2008 April 2008

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Project Name and/or Location Gurgaon Mohali Kochi Lucknow Indore Mohali

Area (Acres) 130.0 1152.0 111.0 346.0 173.0 288.0

Estimated Saleable Area (Million Sq. Ft.) 11.4 22.8 8.3 8.4 4.2 25.2

Estimated Start (FY) May 2008 March 2009 June 2008 January 2008 April 2008 March 2010

The construction of each phase of a project may on average take between two to three years. Our commercial business In our commercial business, our strategy is focused on providing commercial offerings which are both built to suit and multi-tenanted and of international standards at appealing locations. These offerings are intended to allow us the flexibility to address a wide range of prospective tenants from individual users and small companies to large corporates. Our intention is to sell and lease our commercial developments. Our planned commercial real estate projects As of August 31, 2007, we had Land Reserves of 963 acres with an estimated Saleable Area of 86.6 million square feet for planned commercial developments. The necessary regulatory approvals have been or will be applied for at the appropriate time. The table below provides information as of August 31, 2007, relating to some of our major planned commercial real estate projects:
Estimated Saleable Area (Million Sq. Ft.) 2.9 1.5 6.3 1.1 1.3 8.0 1.0 2.3 1.2 3.9 1.2 5.5 3.9 2.4 2.2 18.4 6.0

Project Name and/or Location Hyderabad Chennai Gurgaon Jaipur Gurgaon Gurgaon Gurgaon Mohali Ludhiana Gurgaon Lucknow Pune Gurgaon Gurgaon Gurgaon Gurgaon Delhi

Area (Acres) 20.3 8.7 50.0 12.0 15.0 85.0 20.0 26.5 14.0 45.0 16.0 78.0 45.0 27.6 25.0 210.0 60.0

Estimated Start (FY) October 2007 November 2007 November 2007 October 2007 May 2008 May 2008 June 2008 March 2009 February 2008 March 2008 January 2008 February 2008 December 2008 November 2008 January 2009 December 2009 October 2009

The construction of each phase of a project may on average take between two to three years. We set out below further information on some of our planned commercial real estate projects. Digital Greens, Hyderabad This is an IT and ITES SEZ development planned to be spread over 20.3 acres with an estimated Saleable Area of approximately 2.9 million square feet. This is to be part of our integrated master planned community at Boulder Hills. Digital Greens, Chennai This is an IT office project planned to be spread over 8.7 acres with an estimated Saleable Area of approximately 1.5 million square feet. Digital Greens, Gurgaon This is an IT office project planned to be spread over 15.0 acres with an estimated Saleable Area of approximately 1.4 million square feet. Our retail business

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We intend to leverage our Promoters experience in the retail business. MGF is currently one of the leading shopping mall developers in Northern India, with approximately 2.0 million square feet of retail space having been delivered and almost 3.0 million square feet of retail space under development as of June 30, 2007. Some of MGFs completed projects include The Metropolitan, The Plaza and Megacity Mall in Gurgaon, the City Square Mall in West Delhi, MGF Metropolitan Mall in Saket in South Delhi and MGF Metropolitan Mall in Jaipur. Emaar is developing The Dubai Mall, which is expected to be one of worlds largest shopping malls and is located within Burj Dubai Downtown. Emaar is also developing the Dubai Marina Mall complex comprising a shopping and entertainment centre which is located along the waterfront. We are developing our retail real estate projects for sale and lease as shopping centres within our integrated master planned communities and on a stand alone basis, large regional destination malls and luxury retail space at our luxury hotel developments. Our malls are intended to cater to middle and higher income groups. These malls are expected to have large multiple anchor stores and high quality amenities including comprehensive entertainment facilities (including multiplex cinemas) and food and beverage facilities (including food courts, fast food and speciality restaurants). The locations of these malls, as well as the mix of retail outlets within them, are carefully planned based on the profile of relevant catchment areas as well as our understanding of consumer preferences, with the aim of attracting shoppers and ensuring an attractive mix of international brands, national retailers and leading local retailers. We endeavour to cater to the expansion strategies of our tenants by providing them with retail space in a variety of preferred locations and encouraging them to take space in a number of our developments. To ensure retention of brand equity and high standards of maintenance, we intend to lease these properties instead of selling them. Our current retail real estate project We currently have one retail project under construction with an estimated Saleable Area of 0.5 million square feet. The project is a mall, having various quality amenities. The table below provides certain information in relation to the project as of August 31, 2007:
Estimated Saleable Area (Million Sq. Ft.) 0.5 Total Estimated Cost (Rs million) 1,193.00 Cost incurred to date as of June 30, 2007 (Rs million) 305.00

Project Name and Location The Central Plaza Mohali, Punjab

Area (Acres) 15.6

Number of Units 280

Number of Units Sold 202

Started (FY) 2006-7

Scheduled Completion (FY) 2009-10

The Central Plaza. Designed to have a Spanish theme, the Central Plaza is intended to reflect the style of our integrated master planned community at Mohali Hills and cater to its requirements. The Central Plaza has been planned and designed to take advantage of our Mohali Hills plan as one of the key retail offerings within the development and to provide a retail offering ranging from supermarkets and pharmacies to restaurants. The Central Plaza is centrally located within the Mohali Hills development with a covered arcade for all retail shops. The Central Plaza comprises 280 retail units and an estimated Saleable Area of approximately 0.5 million square feet of retail space. As of August 31, 2007, 202 retail units had been sold. Construction on the Central Plaza began in June 2007 and the project is scheduled for completion in the fiscal year ending March 31, 2010. The total estimated cost of the project is Rs. 1,193 million and as of June 30, 2007, the cost incurred on the project was Rs. 305 million. Our planned retail real estate projects We have Land Reserves of 204 acres with an estimated Saleable Area of 16.5 million square feet, for planned retail developments. The necessary regulatory approvals have or will be applied for at the appropriate time. The table below provides information as of August 31, 2007, relating to some of our planned retail real estate projects:

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Project Name and/or Location Mall of Punjab, Mohali Mall of Hyderabad, Hyderabad Mall of Lucknow, Lucknow Pune Mall of West Delhi, Delhi Goa Gurgaon 33.5 13.0 19.1 26.0 9.9 6.1 30.0

Area (Acres)

Estimated Saleable Area (Million Sq. Ft.) 3.5 1.7 1.6 1.0 1.0 0.5 1.4

Estimated Start (FY) January 2008 January 2008 February 2008 February 2008 April 2008 May 2008 June 2008

The construction of each phase of a project may on average take between two to three years. Further information in relation to some of our planned retail real estate projects follows: Mall of Punjab: Mall of Punjab is currently planned to be one of the largest malls in North India with a Saleable Area of approximately 3.5 million square feet. It is strategically located on a corner plot in Mohali of approximately 33.5 acres and has an expected catchment area including both Chandigarh and Mohali as well as adjoining cities of Punjab. We expect that the mall will be the first of its kind and one of North Indias largest shopping and entertainment destination malls offering shopping, leisure, dining and a variety of entertainment. Mall of Hyderabad: Mall of Hyderabad is expected to be one of the largest malls in South India. Located in Gachibowli in the IT city of Hyderabad. It has a Saleable Area of approximately 1.7 million square feet. This mall will be part of our integrated master planned community at Boulder Hills which is spread over 510.4 acres. The mall has an expected catchment area which will cover areas such as Banjara Hills and Jubilee Hills, the IT offices in the vicinity as well as the villas, apartments, hotels, offices and golf club at our integrated master planned community at Boulder Hills. This mall is expected to house major national and international brands. Mall of Lucknow. The mall is located in the centre of Lucknow on the banks of Gomti river capital of Uttar Pradesh which is one of the most populous states of India. It has a Saleable Area of approximately 1.6 million square feet. This mall is strategically located on a three sided open plot between Hazratganj and the fast expanding Gomti Nagar. The mall is planned to include a hotel and office space. Mall of West Delhi: This mall has a Saleable Area of approximately 1.0 million square feet and is planned to be a destination for shopping and entertainment in the upcoming area of Rohini in West Delhi. Our hospitality business There has been a substantial increase in demand for accommodation across the Indian hotel sector due to increased international and domestic tourism, increased business travel and growing investment in infrastructure. The demand is further propelled by growth in domestic aviation industry with many new low cost airlines operating in India. We intend to develop hotels across the value chain covering the luxury, up-market, mid-market and budget segments. We also propose to enter into strategic partnerships for the development of our hotel projects in each of these segments. We will initially focus on key business locations and leisure destinations. In addition, we intend to develop hotels to compliment our integrated master planned developments. Our hotels are in many cases expected to be mixed use covering various combinations such as golf courses, convention centres, shopping malls or medical tourism (for example, next to hospitals). In the luxury segment, we plan to focus on metro destinations such as Delhi, Kolkata and Hyderabad and key leisure destinations such as Goa and Kerela, where there is limited seasonality for our leisure hotels and metros and Tier I cities for our business hotels. In the mid-market and budget segments we plan to develop mixed use hotels across India. We have entered into the following strategic relationships in our hospitality business line: We have joint venture relationships with Accor and Premier Travel Inn in relation to the development and operation of Formule 1 budget category and Premier Travel Inn mid-market category hotels respectively.

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We have entered into a management agreement with SC Hotels & Resorts (India) Private Limited, part of the Intercontinental Hotels group, pursuant to which we have agreed to build and fit out a Holiday Inn branded hotel in Kolkata to be managed and operated by SC Hotels & Resorts (India) Private Limited. We have also entered into a management agreement with Intercontinental Hotels Group (India) Pvt. Ltd pursuant to which we have agreed to build and fit out a Holiday Inn branded hotel and convention centre in Dehradun to be managed and operated by Intercontinental Hotels Group (India) Pvt. Ltd. We have entered into an operating agreement and a memorandum of understanding with Marriott Hotels India Private Limited with respect to the development, operation and management of a hotel under the Courtyard by Marriott brand in Amritsar and a hotel under the JW Marriott brand in Kolkata respectively. We have entered into a letter of intent with Four Seasons Hotels Limited with respect to the development, operation and management of a hotel under the Four Seasons brand in Hyderabad.

Further details of each of these relationships are set out below. Accor. We have an agreement with Accor, a leading hotel company, to develop, own and operate, through a joint venture company, budget hotels in India under the brand Formule 1. 50.01% of the issued share capital of the joint venture company is owned by us. Under this joint venture budget hotel has been defined as a hotel where more than 50% of guest rooms measure 15 square metres or less (including the bathroom and vestibule). The joint venture company plans to develop and own 20 budget hotels in India which are fully operational by December 31, 2011 and 20 further budget hotels in India so that they are fully operational by December 31, 2012. These budget hotels are planned to have an average of 80 to 100 keys. It has been agreed that Accor (or an affiliate or nominee) will manage all of the hotels developed under this joint venture. The joint venture parties have commenced the identification of potential locations for the development of Formule 1 hotels. The parties have agreed for a period ending five years from the date of the agreement or at the end of any year in which the joint venture company fails to achieve certain agreed milestones between 2007 and 2012 (whichever is the earlier), subject to certain exceptions, neither party shall acquire a financial interest in the development of a budget hotel in India or any company whose principal business is the development of budget hotel sites in India. The joint venture company is currently expected to achieve its annual milestones for the year ending December 31, 2007 (i.e., the acquisition of at least six hotel sites and of those six sites having at least three under a stage of construction so that they are fully operational before December 31, 2008). The parties have agreed not to transfer shares in the joint venture company except to their respective affiliates or to permitted third parties. The details of the joint venture agreement are set out under History and Certain Corporate Matters Joint Venture and Other Agreements below. Premier Travel Inn. We have an agreement with Premier Travel Inn India Limited (PTI) to develop and operate, through a joint venture company, limited services hotels in India under the brand Premier Travel Inn. 50.10% of the issued share capital of the joint venture company is owned by us. A limited service hotel is a hotel with a room size of 16.5 to 24.5 square metres and offering a limited range of facilities and services (typically not having more than three of the following facilities and services: (i) 24 hours room service; (ii) suites; (iii) a gym (including a changing room, shower room and locker) in excess of 50 square metres; (iv) sauna and spa; (v) swimming pool; (vi) more than one restaurant; (vii) more than one bar; (viii) more than 50 square metres as a meeting space; or (ix) a 24 hour business centre). These hotels will be positioned within the mid-market segment and are planned to add 5,200 keys over 51 hotels across India by September 1, 2014. Affordably priced, we believe this will be an appropriate offering for the business and leisure travellers seeking high quality branded mid-market hotel accommodation. We have undertakings from Whitbread Group plc and PTI that during such time as PTI (including its permitted transferees and associates) hold shares in the joint venture company, neither Whitbread Group plc nor PTI (including their respective associate companies) shall be engaged or involved in the operation, management or running of competing limited service hotel offerings in India. We and MGF have provided similar undertakings. The parties have agreed not to transfer shares in the joint venture company for a period of five years (except to their respective affiliates). The details of the joint venture agreement are set out under History and Certain Corporate Matters Joint Venture and Other Agreements below. Intercontinental Hotels We have entered into a management agreement with SC Hotels & Resorts (India) Private Limited, part of the Intercontinental Hotels Group, pursuant to which we have agreed to build and fit out a Holiday Inn branded hotel in Kolkata to be managed and operated by SC Hotels & Resorts (India)

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Private Limited and named Holiday Inn Bangla Kolkata. The hotel is expected to have approximately 250 to 300 keys and construction is expected to commence on or before December 31, 2007. For an initial term of 15 years following the completion of the hotel, SC Hotels & Resorts (India) Private Limited is to manage and operate the hotel as our agent. We have entered into a management agreement with Intercontinental Hotels Group (India) Private Limited pursuant to which we have agreed to build and fit out a Holiday Inn branded hotel and convention centre in Dehradun to be managed and operated by Intercontinental Hotels Group (India) Private Limited and named Holiday Inn Dehradun and Dehradun Convention Centre. The hotel is expected to have approximately 200 keys and construction is expected to commence on or before December 31, 2007. For an initial term of 20 years following the completion of the hotel, InterContinental Hotels Group (India) Private Limited is to manage and operate the hotel as our agent. Marriott We have entered into an operating agreement and a memorandum of understanding with Marriott Hotels India Private Limited (Marriott India). Under the terms of the operating agreement, we have agreed to develop a hotel in Amritsar of approximately 150 keys under the Courtyard by Marriott brand. Once completed, Marriott India has agreed to supervise, direct and control the management and operation of the hotel for an initial term of 20 years which may be renewed for a further term of 10 years. Marriott India has agreed that neither it nor any affiliate will open for business, or permit any person to open for business, any other hotel under the Courtyard by Marriott trade name within a five mile radius of the hotel. Under the terms of the memorandum of understanding we have agreed to negotiate with Marriott India with respect to entering into an operating agreement (and ancillary documentation) for the development, operation and management of a hotel under the JW Marriott brand in Kolkata. The JW Marriott hotel in Kolkata is intended to have approximately 300 keys and managed by a Marriott group company for a period to be agreed by the parties. It is further intended that the operating agreement will provide that neither the Marriott company nor any affiliate will open for business, or permit any person to open for business, any other hotel under the JW Marriott trade name within a five mile radius of the hotel. Four Seasons. We have entered into a letter of intent with Four Seasons Hotels Limited with respect to the development, operation and management of a hotel under the Four Seasons brand in Hyderabad. The hotel is to be developed by us in close proximity to our other projects at Boulder Hills and will be operated and managed by Four Seasons Hotels Limited or an affiliate. The hotel is intended to be a luxury hotel with approximately 200 keys and will be close to a golf course. Four Seasons Hotels Limited acknowledge that we may develop other hotels in the vicinity provided that such hotel is not branded or operated by any of Conrad, Ritz-Carlton, Mandarin Oriental, St Regis, Raffles, Peninsula or Park Hyatt.

Our current hotel projects As of August 31, 2007, we had five hotel projects under development in four locations with approximately 1,100 keys. The table below provides information as of August 31, 2007 on our current hotel projects.
Site Name/ Location Amritsar Kolkata Kolkata Delhi Dehradun Total Hotel Type Up Market Luxury Up market Luxury Luxury Commencement (FY) 2007-8 2007-8 2007-8 2007-8 2007-8 Expected Completion (FY) 2009-10 2009-10 2009-10 2009-10 2009-10 Management/ Operational Relationship Courtyard by Marriott JW Marriott Holiday Inn To be confirmed Holiday Inn Number of Keys 150 250 250 250 200 1,100

Our planned hotel projects We intend to locate our planned hotel real estate projects across the country in the manner described below. The table below provides certain information as of August 31, 2007 on our major planned hotel projects:
Site Name/ Location Kolkata Site-1 Expected Commencement (FY) 2007 Management/ Operational Relationship To be confirmed 250 Number of Keys

Hotel Type Luxury

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Site Name/ Location Hyderabad Site-1 Hyderabad Site-2 Hyderabad Site-3 Mohali Site-1 Mohali Site-2 Gurgaon Site-1 Gurgaon Site-2 Gurgaon Site-3 Cochin Site-1 Coimbatore Tirupathi Lucknow Site-1 Lucknow Site-2 Goa Site-1 Goa Site-2 Goa Site-3 Goa Site-4 Ludhiana Jallandhar Pune Jaipur Mysore Chennai

Hotel Type Luxury Up market Luxury Luxury Up market Luxury Luxury Up market Luxury Up market Up market Up market Luxury Luxury Luxury Luxury Up market Up market Up market Up market Up market Up market Luxury

Expected Commencement (FY) 2008 2008 2008 2008 2009 2009 2008 2008 2008 2009 2009 2008 2008 2008 2009 2009 2008 2009 2008 2010 2010 2008 2008

Management/ Operational Relationship Four Seasons To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed To be confirmed 200 200 300 200 150 250 250 150 150 125 100 150 150 200 100 200 150 125 125 150 100 150 200

Number of Keys

The construction of each phase of a project may on average take between two to three years. OUR OTHER INITIATIVES Healthcare and Education We intend to develop healthcare and education facilities in our integrated master planned communities. These facilities are intended to be operated by specialist service providers and operators, with whom we intend to enter into strategic alliances. In the healthcare business line, we intend to develop hospitals, clinics and medical centres for primary, secondary and tertiary healthcare facilities, primarily in our master planned communities. The nature and type of facilities shall be dependent on the requirements in the community and/or region. We intend to enter into strategic alliances with specialist service providers and operators, which could be in the form of joint venture relationships, operations and management contracts, franchises or other types of relationships. Our aim would be to ensure that each of our master planned communities have world-class healthcare facilities. We have entered into a memorandum of understanding to form a joint venture with Fortis Healthcare Limited to develop hospitals that would be positioned as one stop shops for healthcare facilities in the Tier I and Tier II cities of India providing upper secondary and lower tertiary levels of care with the intention of becoming the preferred hospital for the citizens of such cities with price points comfortable for the middle class. These hospitals are intended to have a capacity ranging from 75 to 125 beds, and be located in our communities as well as in independent locations. We intend that the joint venture will develop 25 hospitals across India on an exclusive basis within 10 years of the first site being transferred to or acquired by the joint venture. In the education business line, we intend to ensure that our master planned communities have the necessary facilities of schools and/or other educational institutions such as professional education colleges and vocational institutions. We intend to partner and/or appoint professional service providers in this field to operate and manage these institutions. Infrastructure projects

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We have identified the development of airports in India as a growth opportunity. The Government of India has already taken initiatives in setting up airport development projects, both green field and brown field, through public and/or private partnerships, and has announced similar plans for many new cities. Such projects also allow development of necessary non-aeronautical commercial facilities, such as hotels, convention centres, retail and commercial/office spaces, in and around the airport. These opportunities would require us to tie up with specialists in airport development and operations. We have a memorandum of understanding with DAE to work together with DAE to explore potential areas of co-operation and to identify and evaluate the design, construction, expansion, renovation, modernisation, commissioning, maintenance, operation, management and development of existing and new airports in India with a view to furthering our respective strategic objectives in India. OUR PROJECT EXECUTION METHODOLOGY We have established a systematic process for land identification and acquisition, project execution and the sales and marketing of our completed developments. Land identification and acquisition Identification of appropriate land inventory for our portfolio begins within four primary areas: Realty Intelligence Group: Working on a macroscopic level, this internal group analyzes broad indicators of market dynamics; statistics related to family unit formations, income levels, job generation rates, and within what industry sectors those jobs are emanating from, in addition to other broad demographic influences. Regional Offices: Real estate has always been and will continue to be dependent upon local market knowledge. Our decentralized regional operating teams take the data from the Realty Intelligence Group and, utilizing both internal as well as external sources, validate the information in a more focused manner. Market Sources: Our market sources include the local brokerage community which gives us an insight into the competitive product available in the region and focus groups allows us to determine product types, densities, amenity packages and pricing parameters for use by us in our future financial modelling. Business Development Division: Working within our overall strategic plan, this knowledgeable and locally specialized team, sources, aggregates and negotiates agreements for parcels of land meeting the identified submarket parameters.

A detailed land acquisition package addressing anticipated risk factors is presented to senior management for review and response. If approved, authorization for the further investment of specified additional feasibility studies is provided at that time. At the completion of this focused feasibility period, should no additional concerns surface, final internal approvals are sought. To summarise, our Land Identification and Acquisition process model set out below is a horizontally as well as vertically integrated iterative set of processes designed to maximize the number of land opportunities which can be examined while minimizing the various risks associated with such transactions.

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Below is a flow chart illustrating our land identification and acquisition process.

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Project planning and execution The project planning and execution process commences with the obtaining of requisite regulatory approvals, including environmental approvals and the development of a project concept based on the areas marketability, target customers, potential return and legal status. After a detailed review of the site parameters, we formalize an architectural brief based on the project concept which is subsequently finalized with selected architects and other external consultants. We closely monitor the development process, construction quality, actual and estimated project costs and construction schedules. We endeavour to maintain high health and safety standards on our construction sites. In order to ensure the high quality of our projects, we have entered into a series of memoranda of understanding and agreements with leading construction and project management companies. Our design and engineering is carried out by a team of our appropriately qualified employees and external specialists such as architects and consultants. We believe these elements of our project execution methodology are essential for developing products which appeal to consumers at the higher end of the markets. Our memoranda of understanding and agreements include: Construction We have formed a joint venture with Leighton International Limited part of an Australian based global construction group, to carry out construction of our projects in India. The parties have agreed that the joint venture company is to provide construction services to us as its preferred customer and we are to treat it as our preferred contractor. The parties have agreed that each of the Company and Leighton International Limited (or their respective affiliates) shall own 50% of the issued share capital of the joint venture company and are not permitted to transfer their shares directly or indirectly to a third party (except their respective affiliates) for a period of three years. The joint venture is intended to implement global best practices in technology and design for construction of our projects. Subject to some limited exceptions, Leighton has agreed to work on real estate projects in India exclusively through the joint venture company and to provide the joint venture company with all necessary support, assistance and resources to ensure that after a five year period the company is a self sustaining construction company. A similar undertaking has been given by the Company. Leighton Holdings Limited is the parent company of Australias largest project development and contracting group. The details of the joint venture agreement are set out under History and Certain Corporate Matters Joint Venture and Other Agreements below. With over 25,000 employees, the Leighton groups operations are spread around the Asia-Pacific region with projects in countries such as Australia, Indonesia, Malaysia, Singapore, China and India and in the Arabian Gulf. Leighton Holdings Limited is listed on the Australian Stock Exchange. Through the joint venture company, we intend to benefit from Leightons construction expertise and experience, which enables our management to focus on the development rather than the construction of projects. We believe the joint venture company will improve the quality of construction in our developments and also allow us to embark on more complex and ambitious projects. The first few projects that the joint venture company is constructing are Mohali Hills, The Views and The Central Plaza in Mohali and The Palm Springs in Gurgaon. We have also signed a term sheet with Multiplex Limited, part of another global construction group, to establish a joint venture company to provide construction services to us as its preferred customer in India on an exclusive basis. The parties have agreed that each of the Company and Multiplex Limited shall own 50% of the issued share capital of the joint venture company. The term sheet provides that Multiplex Limited shall not undertake construction activities similar to those contemplated by the term sheet in India other than through the joint venture company. Project Management We have an agreement with Turner Construction International LLC (Turner) to establish a joint venture company to provide construction management services, program management services and project management services for our projects in India. We intend to benefit from Turners experience by strengthening our planning and execution capabilities. Turner has agreed not to directly or indirectly engage or involve itself in providing construction management services, program management services and project management services in India other than through the joint venture company during the term of the agreement initially a period of five years which is renewable. Each of the Company and Turner currently own 50% of the issued share capital of the joint venture company and are not permitted to transfer their shares directly or indirectly to a third party (except for their respective affiliates) for a period of five years. The details of the joint venture agreement are set out under History and Certain Corporate Matters Joint Venture and Other Agreements below.

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Sales and marketing We have a panel of over 150 brokers, who market our residential, commercial and retail projects. We offer continuous training and support to the brokers (for example, attending road shows and presentations to potential customers) intended to help achieve higher sales against quarterly targets. We also have a strong relationship with various housing finance companies to ensure that the customers are given access to the various financing schemes relating to our residential projects. We focus on jointly developing and marketing co-branded financing schemes for the convenience of our residential customers. A number of housing finance companies with whom we have relationships share their customer databases and premises across India to market these schemes on exclusive basis. We offer two types of payment plans to our residential customers. The first is the upfront payment of 100% of the purchase price within 45 days of booking the property and the second is a phased payment plan which requires the customer to pay the purchase price in instalments until the property is completed. We have a preference for collecting 100% of the purchase price upfront to insulate against the risk of default of payment by a customer. In order to encourage this, we offer to the customer by way of an incentive, an average discount of approximately 10% to the purchase price. As a part of the sales department, there is a dedicated customer service team comprising over 50 employees responsible for servicing our customers through the entire sales process, from the booking process through to the transfer of property to the new owner. The sales take place through our corporate office, branches and sales centres. We intend to market residential property in India based on the Street of Dreams concept used by Emaar in Dubai. A Street of Dreams is to be located in a residential project and consists of a number of distinct model homes displaying a variety of villas, townhouses and apartments from such residential project. Each model home has a different design theme, ranging from modern to classical. Being fully furnished and equipped, such models are intended to give prospective buyers an impression of living within one of our community homes. We plan to have a Street of Dreams in most of our large residential developments. One Street of Dreams has been constructed in Hyderabad and two others are under construction in our developments in Mohali and Gurgaon. The flow diagram below illustrates our sales process:

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We have a customer relationship management system (CRM) focused on providing support to the sales management, customer service and the marketing management functions. The role of CRM is to ensure effective management of the details of current and potential customers collected through different channels so that they can be organised and filtered to assist our sales team achieve sales. CRM also allows us to track customer communication throughout our sales process enabling an efficient and effective query management process through timely escalation of issues and their resolution. In addition, it creates a synergy between our sales and post-sales function and our marketing function so that, for example, our marketing campaigns are more focused and newsletters are sent to appropriate addressees. We employ various marketing approaches depending on whether the project is residential, commercial or retail. These include launch events, corporate presentations, web marketing, television advertising, direct and indirect marketing, as well as newspaper and outdoor advertising. We use Emaars experience to bring an innovative marketing approach to the Indian real estate market through the Street of Dreams concept. Given our relationship with Emaar, we have also been using and intend to continue to use Hamptons International, which is a global property sales, management and development services company, to sell and market our properties in U.K. and other markets where it has a strong brand equity. We are focusing on building strategic relationships in various markets (such as the U.K. and other European countries, Singapore, Dubai, the United States of America and Canada) in order to be better able to target a varied profile of NRI customers globally. SAFETY MEASURES We have implemented a number of precautionary measures for the safety of our customers while undertaking the development of various projects. For example, the structural design and construction of our buildings are carried out in accordance with the relevant provisions of National Building Code, applicable building bylaws, as stipulated by the Bureau of Indian Standards including the appropriate seismic loads and applicable fire safety standards. INSURANCE Our operations are subject to hazards inherent in the construction industry, such as risk of equipment failure, work accidents, fire, earthquake, flood and other force majeure events, acts of terrorism and explosions including hazards that may cause injury and loss of life, severe damage to and the destruction of property and equipment and environmental damage. To mitigate losses due to any such contingency, we maintain comprehensive insurance coverage for our projects. Our insurance includes coverage for all construction risks, standard fire & special perils, cash in transit, fidelity, workmen compensation and third party liability. We also maintain group medical, personal accident, burglary and special contingency insurance for movable assets (such as laptop computers). In addition, we also maintain directors & officers liability insurance. We may also be subject to claims resulting from defects arising from engineering, procurement or construction services provided by us within the warranty periods extended by us, which can range from 12 months from the date of their delivery to the client. In the event our insurance policies are insufficient to meet any liability or contingency arising in the course of our operations or in the event we do not have insurance cover in respect of any such liability or contingency, it may have a material adverse effect on our business and operations. We do not have insurance coverage for timely project completion, loss of rent or profit, defects in the quality of materials used or consequential damages for a tenants lost profits, marine cargo/transit, public liability insurance and comprehensive general liability insurance. EMPLOYEES As of August 31, 2007, we had approximately 330 employees, including 78 engineers, 27 architects and 85 MBA graduates. We do not count any manpower employed by our subcontractors as our employees. The key human resource-related challenges we face are: creating a performance-driven organization, and talent acquisition and retention.

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Investment in human capital is a key part of our business strategy and is derived from our mission to be recognised as a responsible corporate citizen and employer of choice. Our human resource strategy is based on four prongs: Ownership: Our ESOP is intended to align the interests of our employees with our interests by giving them shared ownership of our Company. Further information on our ESOP is contained in the section Capital Structure of this Draft Red Herring Prospectus. We believe that spreading responsibility for achieving our business objectives throughout the organisation instead of concentrating such responsibility in senior management alone will empower our employees to enhance our business by keeping them motivated as well as assist us in attracting new employees. We believe in following best practices amongst our employees in the various processes involved in our business. This helps us retain and attract experienced and qualified human capital. We integrate our training and development programmes with the Emaar group which provides access to the international skills, experience and resources of Emaar and helps us become an employer of choice amongst our competitors. We focus on ensuring that all our senior and key people get exposed to international best practices through induction at Emaars international sites and/or meeting with senior people.

Empowerment:

Best Practices: Training:

COMPETITION The real estate development industry in India, while fragmented, is highly competitive. We expect to face increased competition from large domestic as well as international property development and construction companies as a consequence of, among other things, the relaxation of the FDI policy for the real estate sector, rising government expenditures on infrastructure and various policy initiatives for the development of SEZs. We face the risk that some of our competitors may be better known across India, enjoy better relationships with landowners and international joint venture partners, gain early access to information regarding attractive parcels of land, or have greater financial resources and consequently be better placed to acquire land. Our competitors include real estate companies such as DLF Limited, Unitech Limited and Ansal Properties Ltd. INTELLECTUAL PROPERTY We have filed 171 applications to obtain the trademark and trade name registrations including the Emaar MGF name and logo. For further information please see Government and Other Approvals. INFORMATION TECHNOLOGY We have incorporated software systems in our business and operations. We have implemented the ERP Oracle Financial system across our operations and will integrate our commercial, accounts, purchase inventory, saleable inventory management and property management functions. OFFICE PROPERTIES Our registered and corporate office is located at ECE House, 28 Kasturba Gandhi Marg, New Delhi 1110 001, India. We conduct our business from the following premises:
Location Delhi 1 ECE House, 28 K.G. Marg, New Delhi 2 109-110, New Delhi House, New Delhi Chandigarh 3 SCO 120-122, Sector- 17C, 1st Floor, Chandigarh 4 SCO 120-122, Sector- 17C, 4th Floor, Chandigarh 5 Business Centre, SCO 186-187, 2nd Floor, Sector- 8C, Chandigarh Owned/ Leased Term Primary activities or use

Leased Leased Leased Leased Leased

Three years Three years 12 years 12 years One year

Corporate Office IT / Land Acquisition Office Branch Office Branch Office Branch Office

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Mumbai 6 Citipoint, Andheri Kurla Road, J.B. Nagar, Andheri (East), Mumbai Kolkata 7 Trinity Tower, 3rd Floor, Municipal premises No. 83, Topsia Road, Kolkata Ahmedabad 8 Office No. 204, Sarthik II, Main S.G. Highway, Ahmedabad Chennai Qaiser Towers, 2nd Floor, 19 Khader Nawaz Khan Road, Nungambakkam, Chennai 600 006 9 Hyderabad F3, 1st Floor, 137 ANR Centre Road No. 1, Banjara Hills 10 Hyderabad 500034 Gurgaon 405-408, DLF Galleria Building, DLF Phase11 IV, Gurgaon

Leased

Three years 6 years

Branch Office Branch Office Branch Office Branch Office

Leased Leased Three years

Leased

3 years 3 years Branch Office

Leased Branch Office Leased 3 years

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REGULATIONS AND POLICIES We are engaged in the business of real estate development. Since our business involves the acquisition of land in several states, it is subject to central and state legislation which regulates substantive and procedural aspects of the acquisition, development and transfer of land. Additionally, our projects require, at various stages, the sanction of the concerned authorities under the relevant state legislation and local bye-laws. While the real estate development industry remains largely unregulated, we are subject to land acquisition, town planning and social security laws. The following is an overview of the important laws and regulations which are relevant to our business as a real estate developer. CENTRAL LAWS Laws relating to land acquisition Urban Land (Ceiling and Regulation) Act, 1976 The Urban Land (Ceiling and Regulation) Act, 1976 prescribes the limits to urban areas that can be acquired by a single entity. Under this legislation, excess vacant land is required to be surrendered to a competent authority for a minimum compensation. Alternatively, the competent authority may allow the land to be developed for permitted purposes. The GoI has repealed this Act in relation to most areas with effect from January 11, 1999 by enacting the Urban Land (Ceiling and Regulation) Repeal Act, 1999. However, it is still in force in certain states including Andhra Pradesh, Assam, Bihar, Maharashtra and West Bengal. Land Acquisition Act, 1894 The GoI is empowered to acquire and seize any property, upon observance of the due process of law. The key legislation relating to the expropriation of property is the Land Acquisition Act, 1894 (the Land Acquisition Act). Under the provisions of the Land Acquisition Act, land in any locality can be acquired compulsorily by the Government whenever it appears to the Government that it is needed or is likely to be needed for any public purpose or for use by a corporate body. Under the Land Acquisition Act, the term public purpose has been defined to include, among other things, the provision of village sites, or the extension, planned development or improvement of existing village sites; provision of land for town or rural planning; provision of land for the planned development of such land from public funds pursuant to any scheme or policy of the Government and subsequent disposal thereof in whole or in part by lease, assignment or outright sale with the object of securing further development as planned; the provision of land for any other scheme of development sponsored by the Government, or, with the prior approval of the appropriate government, by a local authority; and the provision of any premises or building for locating a public office, but does not include acquisition of land for companies. Any person having an interest in such land has the right to object and the right to compensation. The value of compensation for the property acquired depends on several factors, which, among other things, include the market value of the land and damage sustained by the person in terms of loss of profits. Laws regulating transfer of property Transfer of Property Act, 1882 The transfer of property, including immovable property, between living persons, as opposed to the transfer of property by operation of law, is governed by the Transfer of Property Act, 1882 (the T.P. Act). The T.P. Act establishes the general principles relating to the transfer of property, including among other things, identifying the categories of property that are capable of being transferred, the persons competent to transfer property, the validity of restrictions and conditions imposed on the transfer and the creation of contingent and vested interest in the property. The T.P. Act recognises, among others, the following forms in which an interest in an immovable property may be transferred:

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Sale: the transfer of ownership in property for a price, paid or promised to be paid. Mortgage: the transfer of an interest in property for the purpose of securing the payment of a loan, existing or future debt, or performance of an engagement which gives rise to a pecuniary liability. The T.P. Act recognises several forms of mortgages over a property. Charges: transactions including the creation of security over property for payment of money to another which are not classifiable as a mortgage. Charges can be created either by operation of law, e.g. decree of the court attaching to specified immovable property, or by an act of the parties. Leases: the transfer of a right to enjoy property for consideration paid or rendered periodically or on specified occasions.

Registration Act, 1908 The Registration Act, 1908 (the Registration Act) was enacted with the object of providing public notice of the execution of documents affecting transfer of interest in immovable property. It details the formalities for registering an instrument. Section 17 of the Registration Act identifies documents for which registration is compulsory and includes, among other things, any non-testamentary instrument which purports or operates to create, declare, assign, limit or extinguish, whether at present or in the future, any right, title or interest, whether vested or contingent, in immovable property of the value of Rs.100 or more, and a lease of immovable property for any term exceeding one year or reserving a yearly rent. A document will not affect the property comprised in it, nor be treated as evidence of any transaction affecting such property (except as evidence of a contract in a suit for specific performance or as evidence of part performance under the T.P. Act or as collateral), unless it has been registered. The Indian Stamp Act, 1899 There is a direct link between the Registration Act and the Indian Stamp Act, 1899 (the Stamp Act). Stamp duty needs to be paid on all documents specified under the Stamp Act and at the rates specified in the Schedules thereunder. The rate of stamp duty varies from state to state. The stamp duty is payable on instruments at the rates specified in Schedule I of the Stamp Act. The applicable rates for stamp duty on these instruments, including those relating to conveyance, are prescribed by state legislation. Instruments chargeable to duty under the Stamp Act which are not duly stamped are incapable of being admitted in court as evidence of the transaction contained therein. The Stamp Act also provides for impounding of instruments which are not sufficiently stamped or not stamped at all. The Easements Act, 1882 The law relating to easements is governed by the Easements Act, 1882 (the Easements Act). The right of easement has been defined under the Easements Act to mean a right which the owner or occupier of land possesses for the beneficial enjoyment of that land and which permits him to do or to prevent something from being done in respect of certain other land not his own. Under this law an easement may be acquired by the owner of immovable property, i.e., the dominant owner, or on his behalf by the person in possession of the property. Such a right may also arise out of necessity or by virtue of a local custom. Laws for Classification of Land User Usually, land is publicly classified under one or more categories, such as residential, commercial, agricultural, etc. Land classified under a specified category is permitted to be used only for such purpose. In order to use land for any other purpose, the classification of the land may need to be changed in the appropriate land records by making an application to the relevant municipal or land revenue authorities. In addition, some state governments in India have imposed various restrictions, which vary from state to state, on the transfer of property within such states. Such restrictions provide for restrictions on the transfer of property, including among others, a prohibition on the transfer of agricultural land to non-agriculturalists, a prohibition on the transfer of land to a person not domiciled in the concerned state and restrictions on the transfer of land in favour of a person not belonging to a certain tribe. The Environment (Protection) Act, 1986 The real estate sector is subject to central, state and local regulations designed to protect the environment. Among other things, these laws regulate the environmental impact of construction and development activities,

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emission of air pollutants and discharge of chemicals into surrounding water bodies. These various environmental laws give primary environmental oversight authority to the Ministry of Environment and Forest (the MoEF), the Central Pollution Control Board (the CPCB) and the respective State Pollution Control Boards. The MoEF is the key national regulatory agency responsible for policy formulation, planning and coordination of all issues related to environmental protection. The CPCB is the law enforcing body at the national level. It enforces environmental legislation, coordinates the activities of State Pollution Control Committees, establishes environmental standards and plans and executes a nationwide programme for the prevention, control and abatement of pollution. The Environment Impact Assessment Notification S.O.60 (E), issued on 27 January 1994 (the 1994 Notification) under the provisions of the Environment (Protection) Act 1986, as amended (the EPA), prescribes that new construction projects that have an investment of more than Rs.500 million require prior environmental clearance of the MoEF. The environmental clearance must be obtained from the MoEF according to the procedure specified in the 1994 Notification. No construction work, preliminary or other, relating to the setting up of a project can be undertaken until such clearance is obtained. The application to the MoEF is required to be accompanied by a project report which should include, inter alia, an Environmental Impact Assessment Report and an Environment Management Plan. The Impact Assessment Authority evaluates the report and plan submitted. Such assessment is required to be completed within a period of 90 days from receipt of the requisite documents from the project developer/manager. Thereafter, a public hearing has to be completed and a decision conveyed within 30 days. The clearance granted is valid for a period of five years from the commencement of the construction or operation of the project. The project developer/manager concerned is required to submit a half yearly report to the Impact Assessment Authority to enable it to monitor effectively the implementation of the recommendations and conditions subject to which the environmental clearance has been given. If no comments from the Impact Assessment Authority are received within the time limits outlined above, the project will be deemed to have been approved by the project developer/manager. On September 14, 2006 the Environmental Impact Assessment Notification S.O. 1533 (the 2006 Notification) was issued in super session of the 1994 Notification. Under the 2006 Notification, the environmental clearance process for new projects consists of four stages screening, scoping, public consultation and appraisal. After completion of public consultation, the applicant is required to make appropriate changes in the draft Environment Impact Assessment Report and the Environment Management Plan. The final Environment Impact Assessment Report has to be submitted to the concerned regulatory authority for appraisal. The regulatory authority is required to give its decision within 105 days of the receipt of the final Environment Impact Assessment Report. Land Use Planning Land use planning and its regulation, including the formulation of regulations for building construction, forms a vital part of the urban planning process. Several authorities have jurisdiction to regulate land use planning and real estate development activities in each Indian state. Various enactments, rules and regulations have been made by the central government, concerned state governments and other authorised agencies and bodies such as the Ministry of Urban Development, State Land Development and/or Planning Boards, local/municipal or village authorities, which deal with the acquisition, ownership, possession, development, zoning, planning, management and taxation of land and real estate. All applicable laws, rules and regulations have to be taken into consideration by any person or entity proposing to enter into any real estate development or construction activity in this sector in India. Building Consents Each state and city has its own set of laws which govern planned development and rules for construction (such as FSI limits). The various authorities that govern building activities in states are the Town and Country Planning Department, municipal corporations and the Urban Arts Commission. Any application for undertaking any construction or development activity has to be made to the Town and Country Planning Department, which is a state level department engaged in the physical planning of urban centres and rural areas in the state. The Town

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and Country Planning Department prepares the schemes and projects of various agencies so as to improve living and working environments and to provide planned and developed sites for residential, commercial and industrial purposes. The municipal corporations regulate building development and construction norms. For example, building plans are required to be approved by the relevant municipal authority. The Urban Arts Commission advises the central government in the matter of preserving, developing and maintaining the aesthetic quality of urban and environmental design in some states and also provides advice and guidance to any local body with respect to building or engineering operations or any development proposal which affects or is likely to affect the skyline or the aesthetic quality of the surroundings or any public amenity provided therein. Under certain state laws, the local body, before it accords its approval for building operations, engineering operations or development proposals, is obliged to refer all such operations to the Urban Arts Commission and seek its approval for the project. Certain approvals and consents may also be required from other departments, such as the Fire Department, the AAI and the Archaeological Survey of India. Laws relating to employment The employment of construction workers is regulated by a wide variety of generally applicable labour laws, including the Contract Labour (Regulation and Abolition) Act, 1970, the Minimum Wages Act, 1948, the Payment of Bonus Act, 1965, the Building and Other Construction Workers (Regulation of Employment and Conditions of Service) Act, 1996, the Payment of Wages Act, 1936, the Inter State Migrant Workers Act, 1979, the Factories Act, 1948, the Employees State Insurance Act 1948, the Employees Provident Funds Miscellaneous Provisions Act, 1952, the Payment of Gratuity Act, 1972 and the Shops and Commercial Establishments Acts. STATE LAWS Urban development laws State legislations provide for the planned development of urban areas and the establishment of regional and local development authorities charged with the responsibility of planning and development of urban areas within their jurisdiction. Real estate projects have to be planned and developed in conformity with the norms established by these laws and the regulations made thereunder and require sanctions from the government departments and developmental authorities at various stages. For instance, in certain states such as Haryana, for developing a residential colony, a licence is required from the relevant local authority. Where projects are undertaken on lands which form part of the approved layout plans and/or fall within municipal limits of a town, generally the building plans of the projects have to be approved by the concerned municipal or developmental authority. Building plans are required to be approved for each building within the project area. Clearances with respect to other aspects of development such as fire, civil aviation and pollution control are required from appropriate authorities, depending on the nature, size and height of the projects. The approvals granted by the authorities generally prescribe a time limit for completion of the projects. These time limits are renewable upon payment of a prescribed fee. The regulations provide for obtaining a completion/occupancy certificate upon completion of the project. Development of agricultural land The acquisition of land is regulated by state land reform laws which prescribe limits up to which an entity may acquire agricultural land. Any transfer of land which results in the aggregate land holdings of the acquirer in the state to exceed this ceiling is void, and the surplus land is deemed, from the date of the transfer, to have been vested in the state government free of all encumbrances. When local authorities declare certain agricultural areas as earmarked for non-agricultural use namely, townships, commercial complexes etc., agricultural lands may be acquired by different entities for development. However, a conversion certificate may be obtained from the appropriate authority with respect to a change in use of the land from agricultural to non-agricultural. While granting licences for development of townships, the authorities generally levy development or other external charges for the provision of peripheral services. Such licences require approvals of layout plans for

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development and building plans for construction activities. The transfer of agricultural land is subject to laws enacted by the appropriate state legislature. The licences are transferable on permission of the appropriate authority. Similar to urban development laws, approvals of the layout plans and building plans, if applicable, need to be obtained. REGULATIONS REGARDING FOREIGN INVESTMENT Real estate sector The GoI has permitted FDI of up to 100% under the automatic route in townships, housing, built-up infrastructure and construction-development projects (the Real Estate Sector), subject to certain conditions contained in Press Note No. 2 (2005 series) (Press Note 2). A short summary of the conditions is as follows: (a) Minimum area to be developed is 10 hectares in case of serviced housing plots and 50,000 square metres in case of construction development projects. Where the development is a combination project, the minimum area can be either 10 hectares or 50,000 square metres. Minimum capitalisation of US$10 million for wholly owned subsidiary and US$5 million for a joint venture has been specified and it is required to be brought in within six months of commencement of business of the company. Further, the investment is not permitted to be repatriated before three years from completion of minimum capitalisation except with prior approval from FIPB. At least 50% of the project is required to be developed within five years of obtaining all statutory clearances and the responsibility for obtaining it is cast on the foreign investor. Further, the sale of undeveloped plots is prohibited). Compliance with rules, regulations and bye-laws of state government, municipal and local body has been mandated and the investor is given the responsibility for obtaining all necessary approvals.

(b)

(c) (d)

The Company has sought clarification from the RBI through its letter dated August 14, 2007 for investment by FIIs and NRIs in the Issue. For further details on the clarification/approval received, see the section Material Contracts and Documents for Inspection on page 713. Industrial parks and SEZs The GoI has permitted FDI of up to 100% for setting up of SEZs and Industrial Parks in India under the automatic route. Special Economic Zones As part of our business, we propose to develop SEZs at suitable locations across India. SEZs are regulated and governed by the Special Economic Zones, Act, 2005 (the SEZ Act). An SEZ is a specifically delineated duty free enclave, deemed to be a foreign territory for the purposes of trade as well as duties and tariffs. Any private or public company or State Government or its agencies may set up an SEZ in India. Each SEZ unit functions on a self-certification basis. An SEZ is notified by the Department of Commerce, Ministry of Commerce and Industry, GoI. One of the special features of an SEZ is that no governmental license is required for imports, including for second hand machineries and there is minimal examination of imports by customs to enable efficient operations. A Board of Approval (the SEZ Board) has been set up under the SEZ Act, which is responsible for promoting the SEZ and ensuring its orderly development. Any application to set up an SEZ is forwarded by the State Government to the SEZ Board for approval. Before granting approval, the SEZ Board will consider criteria such as: whether or not the applicant is the owner of the land which is proposed to be converted into an SEZ, whether the applicant has had to acquire the land and whether ownership and possession lies with him, what the means of financing the project will be, etc. Once the SEZ Board approves the proposal, the Government of India GoI issues a letter of approval which is valid for three years within which steps to implement the project must be taken. In some cases, an in-principle approval may be granted. This is a precursor to the final approval, grant of which will depend on the fulfilment of certain

94

conditions. The in-principle approval is usually valid for a limited period of time. Steps to fulfil the required conditions and obtain final approval must be taken before the lapse of this period. Further, any extension of the in-principle approval must be applied for within this period of time. Industrial Parks The GoI has notified the Industrial Park Scheme (the Scheme) on April 1, 2002 in relation to the establishment of industrial parks. Proposals to establish industrial parks which meet the criteria set out in the Scheme are accorded automatic government approval by the Secretariat for Industrial Assistance. Proposals not meeting such parameters require the prior sanction of the Empowered Committee constituted by the Central Government, consisting of representatives of the Central Board of Direct Taxes, the Department of Urban Development and the DIPP. Any project, being an industrial park, is required to aim at setting up of (a) an industrial model town for development of industrial infrastructure for carrying out integrated manufacturing activities including research and development by providing plots or sheds and common facilities within its precincts, (b) an industrial park for development of infrastructural facilities or built-up space with common facilities in any area allotted or earmarked for the purposes of specified industrial uses, or (c) a growth centre under the growth centre scheme of the GoI.

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HISTORY AND CERTAIN CORPORATE MATTERS The Company was incorporated as Emaar MGF Land Private Limited on February 18, 2005 under the Companies Act. Pursuant to a special resolution of the shareholders of the Company at an extraordinary general meeting held on August 8, 2007, the Company became a public limited company and the name of the Company was changed to Emaar MGF Land Limited. The fresh certificate of incorporation to reflect the new name was issued by the RoC on August 13, 2007. Pursuant to a Board resolution dated August 22, 2007, the registered office of the Company was changed from 17-B, MGF House, Asaf Ali Road, New Delhi 110 002, India to ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001, India, with effect from September 5, 2007. The Company was formed pursuant to a Joint Venture Agreement dated December 18, 2004, as amended in December 2005 and September 2007 (the Emaar MGF Joint Venture Agreement), among Emaar Properties PJSC (Emaar), MGF Developments Limited (MGF) and Sareen Estates Private Limited. For details regarding the terms of the Emaar MGF Joint Venture Agreement, see Joint Venture and Other Agreements below. Emaar, a public joint stock company listed on the Dubai Financial Market, is one of the worlds leading real estate companies. In addition to the UAE, India and Saudi Arabia, Emaar has projects in various countries, including in Egypt, Turkey, Morocco, the United States of America, Jordan and Pakistan. MGF is engaged in the field of real estate development in North India. It is currently one of the leading shopping mall developers in North India, with approximately 2.0 million square feet of retail space having been delivered and almost approximately 3.0 million square feet of retail space under development as of June 30, 2007. For further details regarding Emaar and MGF, see the sections Business and Our Promoters and Promoter Group Companies on pages 59 and 399, respectively, of this Draft Red Herring Prospectus. Major Events:
Date December 2004 February 2005 May 2005 November 2005 Events Emaar, MGF and Sareen Estates Private Limited entered into the Emaar MGF Joint Venture Agreement for the formation and governance of the Company. Incorporation of the Company. Grant of approval by the FIPB for investment by Emaar in the Company. The Company entered into a Memorandum of Understanding with the Government of Punjab to develop approximately 5,000 acres of land in various parts of Punjab for setting up urban and rural infrastructure projects, integrated townships, infrastructure in hospitality, information technology, recreation and entertainment. The Company entered into a Joint Venture Agreement with AAPC Hotels Management Pte Limited to set up a joint venture company to develop/own and operate budget hotels in India under the brand name Formule 1. The Company entered into a Management Agreement with SC Hotels & Resorts (India) Private Limited, a part of the Intercontinental Hotels group, for the management of the Holiday Inn Bangla Kolkata owned by the Company. The Company entered into a Memorandum of Understanding with Fortis Healthcare Limited to form a joint venture for developing hospitals providing upper secondary and lower tertiary level of care, with 75 to 125 beds, in the Tier I and Tier II cities in India.

November 2006

December 2006

March 2007

April 2007

The Company entered into a Joint Venture Agreement with Leighton International Limited to set up a joint venture company to provide designing and construction services with respect to the Companys real estate and infrastructure projects in India. The Company entered into a Joint Venture Agreement with Turner Construction International LLC to set up a joint venture company to provide consulting, engineering, project management and project development services for the Companys projects in India. The Company entered into a Term Sheet with Multiplex Limited to form a joint venture for construction projects for the Company in India on an exclusive basis.

May 2007

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Date June 2007

Events The Company entered into a Joint Venture Agreement with Premier Travel Inn Limited to set up a joint venture company to develop and operate limited services hotels in India under the brand name Premier Travel Inn. ICRA Limited, a credit rating agency, assigned a conditional A1+ (SO) rating to the secured, redeemable non-convertible debentures issued to Prudential ICICI Trust Limited A/c Liquid Plan for an aggregate consideration of Rs.2,500 million. We were declared the successful bidder by the Delhi Development Authority for developing the residential project for the Commonwealth Games Village in New Delhi. The project development agreement in respect of this project with the Delhi Development Authority was signed on September 14, 2007. The Company, through Lifeline Build Tech Private Limited, a Company Owned by EMGF, entered into an Operating Agreement with Marriot Hotels India Private Limited for the management and operation of a proposed hotel in Amritsar, Punjab, for which the Company has already acquired land. The Company entered into a Letter of Intent with Four Seasons Hotels Limited for the development, management and operation of a luxury hotel and related facilities to be developed as part of an integrated master planned community called Boulder Hills in Hyderabad. Dubai Aerospace Enterprise (DAE) Limited, Emaar and MGF agreed to assign to the Company all rights and responsibilities relating to Emaar and MGF under a Memorandum of Understanding dated March 24, 2007 entered among them to explore opportunities in design, construction, renovation, modernisation, maintenance and management of existing and new airports. Company received an A+ rating from CARE in respect of long term debt programmes and a PR1+ rating from CARE in respect of short term debt programmes.

July 2007

August 2007

September 2007

The Company, through its Subsidiary, Fabworth Promoters Private Limited, entered into an heads of agreement with Marriott Hotels India Private Limited, International Hotel Licensing Company S.A.R.L., Renaissance Services B.V., Marriott International Licensing Company B.V. and Marriott International Design & Construction Services, Inc. (collectively, Marriott) to engage Marriott to operate a proposed hotel in Kolkata, for which the Company is proposing to enter into a lease agreement with the Kolkata Metropolitan Development Authority (KMDA).

Main Objects: The main objects of the Company as contained in its Memorandum of Association are: 1. To set up, develop and manage integrated townships including housing, commercial premises, hotels, resorts, city and regional level urban infrastructure facilities such as roads and bridges, special economic zones. To carry on the business of general contractors, builders, developers, engineers, architects, designers in all the respective branches and to make and enter into any contracts in relation to and to construct, erect, alter, improve, repair, pull down, restore, maintain, either alone or jointly with any other company or persons, works of all description on immovable properties of all sorts and kinds and to generally carry on all business in connection with building developing and civil construction works of all kinds. To acquire, buy, purchase or otherwise own, hold, sell, convey, lease, licence, mortgage or encumber, undertake and manage real estate and other immovable properties of any kinds such as land or building for houses, offices, hotels, factories, warehouses, commercial complex and other types of lands and buildings, whether rural or urban, to survey subdivide plots, improve and develop land and buildings to construct thereon or otherwise for the purpose of sale or otherwise; cooperative housing societies, colonies and to as is in development projects, to build residential or farm houses, bungalows, commercial and business premises for the purpose of sale or otherwise and to do and perform all things needful for the development and improvement of land other immovable properties whether rural or urban for farming, residential, commercial, industrial, trade and business use. To enter into any contracts and arrangements of all kinds with builders, property owners and others and purchase for resale, real estate including land and buildings, residential agricultural, village land or commercial properties, free hold, lease hold to otherwise, whether urban or rural, or any interest therein and to transact on commission basis or otherwise the general business of land agent.

2.

3.

4.

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5.

To construct, rebuild, alter, improve, enlarge, renovate, modernise, repair or work up to any or all kinds of immovable properties including land, buildings, houses, farms, hotels, factories, industries, bridges, roads, highways, tunnels, reservoirs, dams and to do all that is normal in the business of civil construction works of all kind.

Amendments to the Memorandum of Association of the Company Since its incorporation, the following changes have been made to the Companys Memorandum of Association:
Date December 15, 2005 November 17, 2006 January 23, 2007 Nature of Amendment The authorised capital of the Company was increased from Rs.500 million divided into 50 million Equity Shares of Rs.10 each to Rs.1,000 million divided into 100 million Equity Shares of Rs.10 each The authorised capital of the Company was increased from Rs.1,000 million divided into 100 million Equity Shares of Rs.10 each to Rs.1,200 million divided into 120 million Equity Shares of Rs.10 each The authorised capital of the Company was increased from Rs.1,200 million divided into 120 million Equity Shares of Rs.10 each to Rs.12,000 million divided into 300 million Equity Shares of Rs.10 each and 900 million Preference Shares of Rs.10 each The authorised capital of the Company was reclassified into 200 million Equity Shares of Rs.10 each and 1,000 million Preference Shares of Rs.10 each The authorised capital of the Company was increased from Rs.12,000 million divided into 200 million Equity Shares of Rs.10 each and 1,000 million Preference Shares of Rs.10 each to Rs.20,000 million divided into 1,000 million Equity Shares of Rs.10 each and 1,000 million Preference Shares of Rs.10 each Change of name from Emaar MGF Land Private Limited to Emaar MGF Land Limited The authorised capital of the Company was increased from Rs.20,000 million divided into 1,000 million Equity Shares of Rs.10 each and 1,000 million Preference Shares of Rs.10 each to Rs. 27,000 million divided into 1,700 million Equity Shares of Rs. 10 each and 1,000 million Preference Shares of Rs.10 each

February 17, 2007 March 15, 2007

August 13, 2007 August 16, 2007

Subsidiaries, Companies Owned by EMGF and Joint Venture Subsidiaries The Company has the following Subsidiaries: 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19. 20. Arma Buildmore Private Limited; Budget Hotels India Private Limited; Easel Propbuild Private Limited; Edenic Propbuild Private Limited; Educt Propbuild Private Limited; Emaar MGF Construction Private Limited; Emaar MGF Projects Private Limited; Emaar MGF Services Private Limited; Enamel Propbuild Private Limited; Epitome Propbuild Private Limited; Fabworth Promoters Private Limited; Gurkul Promoters Private Limited; Kudos Propbuild Private Limited; Lotus Technobuild Private Limited; Nandita Promoters Private Limited; Pratham Promoters Private Limited; Prayas Buildcon Private Limited; Raksha Buildtech Private Limited; Vitality Conbuild Private Limited; and Wembley Estates Private Limited.

Companies Owned by EMGF

98

The Company owns a 100% equitable interest in Shrey Promoters Private Limited (Shrey Promoters) and 359 subsidiaries of Shrey Promoters. The interest in Shrey Promoters is held through five Subsidiaries of the Company, Nandita Promoters Private Limited, Pratham Promoters Private Limited, Prayas Buildcon Private Limited, Wembley Estates Private Limited and Vitality Conbuild Private Limited. These companies have been consolidated in the Companys consolidated financial statements as of and for the year ended March 31, 2007 and/or the three months ended June 30, 2007, as applicable. Joint Venture The Company also has a joint venture, Leighton Construction (India) Private Limited. Unless otherwise stated hereunder, none of the companies described below has completed any public or rights issue in the three years preceding the Draft Red Herring Prospectus. It has not become a sick company under SICA and is not under winding up. Subsidiaries The following are the Subsidiaries of the Company. The financial information of the Subsidiaries presented below is based on the audited restated financial information of such companies included in this Draft Red Herring Prospectus. Arma Buildmore Private Limited Arma Buildmore Private Limited (Arma Buildmore) was incorporated on August 29, 2006 under the laws of India. The registered office of Arma Buildmore is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Arma Buildmore was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Arma Buildmore as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total No. of shares 9,994 1 1 1 1 1 1 10,000 % of Issued Capital 99.94 0.01 0.01 0.01 0.01 0.01 0.01 100.00

Board of Directors The board of directors of Arma Buildmore as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Deepak Maharishi; Mr. Rishi Narula; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 2007 (126.57) 100.00 (126.57) (599.13) 100.00 (725.69)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation N.A. 2006 Rs. N.A.

99

For the period ended March 31, 2005 reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

2007

For the three months ended June 30, 2007

(21.49) (2.66)

(59.91) (62.57)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Budget Hotels India Private Limited Budget Hotels India Private Limited (Budget Hotels) was incorporated on November 20, 2006 under the laws of India. The organisation, operation and management of Budget Hotels is governed by the terms of a Joint Venture Agreement dated November 27, 2006 among the Company, AAPC Hotels Management Pte Limited and Budget Hotels, the details of which are set out under Joint Venture and Other Agreements below. The registered office of Budget Hotels is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Budget Hotels was incorporated with the main object to manage, construct and administer hotels and rest houses. Shareholding Pattern The shareholding pattern of Budget Hotels as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Uttam Dave Mr. Sujjan Talwar Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewann (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Total No. of shares 4,997 2,500 2,499 1 1 1 1 10,000 % of Issued Capital 49.97 25.00 24.99 0.01 0.01 0.01 0.01 100.00

Board of Directors The board of directors of Budget Hotels as of September 15, 2007 consisted of the following: 1. 2. 3. 4. Mr. Siddharth Gupta; Mr. Sanjiv Rai; Mr. Michael Issenberg; and Mr. Kim John Mooney (Mr. Gaurav Bhushan acts as the alternate director to Mr. Kim John Mooney).
(in thousands, except share data) For the three months ended June 30, 2007 (189.49) 100.00 (189.49) (52.40) (8.95) (1,417.02) 100.00 (1,606.51) (141.70) (150.65)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

2007

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Easel Propbuild Private Limited

100

Easel Propbuild Private Limited (Easel Propbuild) was incorporated on April 16, 2007 under the laws of India. The registered office of Easel Propbuild is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Easel Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Easel Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total No. of shares 9,994 1 1 1 1 1 1 10,000 % of Issued Capital 99.94 0.01 0.01 0.01 0.01 0.01 0.01 100.00

Board of Directors The board of directors of Easel Propbuild as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Surender Varma; Mr. Rishi Narula; and Mr. Sanjay Baweja.
(in thousands, except share data) For the three months For the period ended March 31, ended June 30, 2007 2006 2007 2005 Rs. (19.28) (100.00) N.A. N.A. N.A. (19.28) (2.31) 8.07

Financial Performance

Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Edenic Propbuild Private Limited Edenic Propbuild Private Limited (Edenic Propbuild) was incorporated on April 16, 2007 under the laws of India. The registered office of Edenic Propbuild is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Edenic Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern

101

The shareholding pattern of Edenic Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total No. of shares 9,994 1 1 1 1 1 1 10,000 % of Issued Capital 99.94 0.01 0.01 0.01 0.01 0.01 0.01 100.00

Board of Directors The board of directors of Edenic Propbuild as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Surender Varma; Mr. Rishi Narula; and Mr. Sanjay Baweja.
(in thousands, except share data) For the three months ended June 30, 2007 2007 (19.28) 100.00 (19.28) (2.31) 8.07

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Educt Propbuild Private Limited Educt Propbuild Private Limited (Educt Propbuild) was incorporated on April 16, 2007 under the laws of India. The registered office of Educt Propbuild is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Educt Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Educt Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land No. of shares 9,994 1 1 1 % of Issued Capital 99.94 0.01 0.01 0.01

102

Name of Shareholder Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total

No. of shares 1 1 1 10,000

% of Issued Capital 0.01 0.01 0.01 100.00

Board of Directors The board of directors of Educt Propbuild as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Surender Varma; Mr. Rishi Narula; and Mr. Sanjay Baweja.
(in thousands, except share data) For the three months ended June 30, 2007 2007 (19.28) 100.00 (19.28) (2.31) 8.07

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Emaar MGF Construction Private Limited Emaar MGF Construction Private Limited (Emaar MGF Construction) was incorporated on September 29, 2006 under the laws of India. The registered office of Emaar MGF Construction is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Emaar MGF Construction was incorporated with the main object of carrying on business as owner, builder and developer of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Emaar MGF Construction as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited MGF Developments Limited Discovery Estates Private Limited Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Total No. of shares 7,296 2,500 200 1 1 1 1 10,000 % of Issued Capital 72.96 25.00 2.00 0.01 0.01 0.01 0.01 100.00

Board of Directors The board of directors of Emaar MGF Construction as of September 15, 2007 consisted of the following:

103

1. 2. 3.

Mr. Surender Varma; Mr. Sanjay Malhotra; and Mr. Sanjay Baweja.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (26.39) (7.10) 100.00 100.00 (26.39) (33.49) (5.23) 7.36 (0.71) 6.65

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Emaar MGF Projects Private Limited Emaar MGF Projects Private Limited (Emaar MGF Projects) was incorporated on June 18, 2007 under the laws of India. The registered office of Emaar MGF Projects is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Emaar MGF Projects was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Emaar MGF Projects as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total No. of shares 9,994 1 1 1 1 1 1 10,000 % of Issued Capital 99.94 0.01 0.01 0.01 0.01 0.01 0.01 100.00

Board of Directors The board of directors of Emaar MGF Projects as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Surender Varma; Mr. Rishi Narula; and Mr. Sanjay Baweja.

Financial Performance

104

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

(in thousands, except share data) For the period ended June 30, 2007 2007 (16.78) 100.00 (16.78) (11.62) 8.32

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Emaar MGF Services Private Limited Emaar MGF Services Private Limited (Emaar MGF Services) was incorporated on October 5, 2006 under the laws of India. The registered office of Emaar MGF Services is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Emaar MGF Services was incorporated with the main object to act as advisors and/or consultants on all matters and problems relating to urban and town planning, landscape and architecture. Shareholding Pattern The shareholding pattern of Emaar MGF Services as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total No. of shares 9,994 1 1 1 1 1 1 10,000 % of Issued Capital 99.94 0.01 0.01 0.01 0.01 0.01 0.01 100.00

Board of Directors The board of directors of Emaar MGF Services as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Surender Varma; Mr. Rishi Narula; and Mr. Sanjay Baweja.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (26.39) (7.10) 100.00 100.00 (26.39) (33.49) (5.41) (0.71)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) N.A. 2006 N.A.

105

For the period ended March 31, 2005 Book value per share (Rs.)
(1) (2)

2006

2007 Rs. 7.36

For the three months ended June 30, 2007 6.65

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Enamel Propbuild Private Limited Enamel Propbuild Private Limited (Enamel Propbuild) was incorporated on April 12, 2007 under the laws of India. The registered office of Enamel Propbuild is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Enamel Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Enamel Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total No. of shares 9,994 1 1 1 1 1 1 10,000 % of Issued Capital 99.94 0.01 0.01 0.01 0.01 0.01 0.01 100.00

Board of Directors The board of directors of Enamel Propbuild as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Surender Varma; Mr. Rishi Narula; and Mr. Sanjay Baweja.
(in thousands, except share data) For the three months ended June 30, 2007 2007 (19.46) 100.00 (19.46) (2.19) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

106

Epitome Propbuild Private Limited Epitome Propbuild Private Limited (Epitome Propbuild) was incorporated on April 16, 2007 under the laws of India. The registered office of Epitome Propbuild is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Epitome Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Epitome Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total No. of shares 9,994 1 1 1 1 1 1 10,000 % of Issued Capital 99.94 0.01 0.01 0.01 0.01 0.01 0.01 100.00

Board of Directors The board of directors of Epitome Propbuild as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Surender Varma; Mr. Rishi Narula; and Mr. Sanjay Baweja.
(in thousands, except share data) For the three months ended June 30, 2007 2007 (169.07) 100.00 (169.07) (20.02) (6.91)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Fabworth Promoters Private Limited Fabworth Promoters Private Limited (Fabworth Promoters) was incorporated on August 19, 2006 under the laws of India. The registered office of Fabworth Promoters is 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Fabworth Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings.

107

Shareholding Pattern The shareholding pattern of Fabworth Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total No. of shares 9,994 1 1 1 1 1 1 10,000 % of Issued Capital 99.94 0.01 0.01 0.01 0.01 0.01 0.01 100.00

Board of Directors The board of directors of Fabworth Promoters as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Vinay Mittal; Mr. Rishi Narula; and Mr. Rajeev Gupta.
(in thousands, except share data) For the three months For the period ended March 31, ended June 30, 2007 2006 2007 2005 Rs. (87.39) (9.00) 100.00 100.00 N.A. N.A. (87.39) (96.38) (14.18) 1.26 (0.90) 0.36

Financial Performance

Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gurkul Promoters Private Limited Gurkul Promoters Private Limited (Gurkul Promoters) was incorporated on August 19, 2006 under the laws of India. The registered office of Gurkul Promoters is located at 17-B, MGF House Asaf Ali Road, New Delhi 110 002. Gurkul Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Gurkul Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) No. of shares 9,994 1 1 1 1 % of Issued Capital 99.94 0.01 0.01 0.01 0.01

108

Name of Shareholder Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total

No. of shares 1 1 10,000

% of Issued Capital 0.01 0.01 100.00

Board of Directors The board of directors of Gurkul Promoters as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Deepak Maharishi; Mr. Rishi Narula; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (212.71) (15.40) 100.00 100.00 (212.71) (228.11) (24.42) (11.27) (1.54) (12.81)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Kudos Propbuild Private Limited Kudos Propbuild Private Limited (Kudos Propbuild) was incorporated on February 27, 2007 under the laws of India. The registered office of Kudos Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Kudos Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Kudos Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total No. of shares 9,994 1 1 1 1 1 1 10,000 % of Issued Capital 99.94 0.01 0.01 0.01 0.01 0.01 0.01 100.00

Board of Directors The board of directors of Kudos Propbuild as of September 15, 2007 consisted of the following:

109

1. 2. 3.

Mr. Surender Varma; Mr. Rishi Narula; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months For the period ended March 31, ended June 30, 2007 2006 2007 2005 Rs. (23.01) (8.72) 100.00 100.00 N.A. N.A. (23.01) (31.73) (25.44) 7.70 (0.87) 6.83

Financial Performance

Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Lotus Technobuild Private Limited Lotus Technobuild Private Limited (Lotus Technobuild) was incorporated on February 22, 2007 under the laws of India. The registered office of Lotus Technobuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Lotus Technobuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Lotus Technobuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total No. of shares 9,994 1 1 1 1 1 1 10,000 % of Issued Capital 99.94 0.01 0.01 0.01 0.01 0.01 0.01 100.00

Board of Directors The board of directors of Lotus Technobuild as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Surender Varma; Mr. Rishi Narula; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (19.02) (8.72) 100.00 100.00 (19.02) (27.75) (18.27) (0.87)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) N.A. 2006 N.A.

110

For the period ended March 31, 2005 Book value per share (Rs.)
(1) (2)

2006

2007 Rs. 8.10

For the three months ended June 30, 2007 7.23

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Nandita Promoters Private Limited Nandita Promoters Private Limited (Nandita Promoters) was incorporated on March 21, 2006 under the laws of India. The registered office of Nandita Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Nandita Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Nandita Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total No. of shares 99,400 100 100 100 100 100 100 100,000 % of Issued Capital 99.40 0.10 0.10 0.10 0.10 0.10 0.10 100.00

Board of Directors The board of directors of Nandita Promoters as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Deepak Maharishi; Mr. Rishi Narula; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months For the period ended March 31, ended June 30, 2007 2006 2007 2005 Rs. (12.29) (66.89) (7.99) 1,000.00 1,000.00 1,000.00 N.A. (56.53) (79.18) (87.18) (4.08) 9.43 (0.67) 9.21 (0.08) 9.13

Financial Performance

Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

111

Pratham Promoters Private Limited Pratham Promoters Private Limited (Pratham Promoters) was incorporated on March 21, 2006 under the laws of India. The registered office of Pratham Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Pratham Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Pratham Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total No. of shares 99,400 100 100 100 100 100 100 100,000 % of Issued Capital 99.40 0.10 0.10 0.10 0.10 0.10 0.10 100.00

Board of Directors The board of directors of Pratham Promoters as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Deepak Maharishi; Mr. Rishi Narula; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (67.21) (8.11) 1,000.00 1,000.00 (79.50) (87.60) (0.67) 9.21 (0.08) 9.12

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Prayas Buildcon Private Limited Prayas Buildcon Private Limited (Prayas Buildcon) was incorporated on March 21, 2006 under the laws of India. The registered office of Prayas Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Prayas Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern

112

The shareholding pattern of Prayas Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total No. of shares 99,400 100 100 100 100 100 100 100,000 % of Issued Capital 99.40 0.10 0.10 0.10 0.10 0.10 0.10 100.00

Board of Directors The board of directors of Prayas Buildcon as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Deepak Maharishi; Mr. Rishi Narula; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (96.81) (29.11) 1,000.00 1,000.00 (109.10) (138.21) (0.97) 8.91 (0.29) 8.62

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Raksha Buildtech Private Limited Raksha Buildtech Private Limited (Raksha Buildtech) was incorporated on August 14, 2006 under the laws of India. The registered office of Raksha Buildtech is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Raksha Buildtech was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Raksha Buildtech as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) No. of shares 9,994 1 1 % of Issued Capital 99.94 0.01 0.01

113

Name of Shareholder Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total

No. of shares 1 1 1 1 10,000

% of Issued Capital 0.01 0.01 0.01 0.01 100.00

Board of Directors The board of directors of Raksha Buildtech as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Deepak Maharishi; Mr. Rishi Narula; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (154.97) (459.99) 100.00 100.00 (154.97) (614.96) (24.59) (45.99) (5.50) (51.50)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Vitality Conbuild Private Limited Vitality Conbuild Private Limited (Vitality Conbuild) was incorporated on June 25, 2006 under the laws of India. The registered office of Vitality Conbuild is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Vitality Conbuild was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Vitality Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total No. of shares 9,994 1 1 1 1 1 1 10,000 % of Issued Capital 99.94 0.01 0.01 0.01 0.01 0.01 0.01 100.00

Board of Directors

114

The board of directors of Vitality Conbuild as of September 15, 2007 consisted of the following: 1. 2. 2. Mr. Rakshit Jain; Mr. Rishi Narula; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months For the period ended March 31, ended June 30, 2005 2006 2007 2007 Rs. (28.01) (8.76) 100.00 100.00 N.A. N.A. (28.01) (36.76) (3.65) (0.88) 7.20 6.32

Financial Performance

Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Wembley Estates Private Limited Wembley Estates Private Limited (Wembley Estates) was incorporated on March 21, 2006 under the laws of India. The registered office of Wembley Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Wembley Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Wembley Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Emaar MGF Land Limited Mr. Deepak Maharishi (as nominee of Emaar MGF Land Limited) Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Mr. Ashish Gupta (as nominee of Emaar MGF Land Limited) Mr. Bharat Bhushan Garg (as nominee of Emaar MGF Land Limited) Mr. Chintan Dewan (as nominee of Emaar MGF Land Limited) Mr. Rajendra Kandari (as nominee of Emaar MGF Land Limited) Total No. of shares 99,400 100 100 100 100 100 100 100,000 % of Issued Capital 99.40 0.10 0.10 0.10 0.10 0.10 0.10 100.00

Board of Directors The board of directors of Wembley Estates as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Deepak Maharishi; Mr. Rishi Narula; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (66.91) (7.25) 1,000.00 1,000.00 -

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital N.A. 2006 (12.29) 1,000.00 -

115

For the period ended March 31, 2005 Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (56.53) (4.08) 9.43

2007 Rs. (79.19) (0.67) 9.21

For the three months ended June 30, 2007 (86.44) (0.07) 9.14

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Companies Owned by EMGF The following are the Companies Owned by EMGF. The financial information of the Companies Owned by EMGF presented below is based on the audited restated financial information of such companies included in this Draft Red Herring Prospectus. Shrey Promoters Private Limited Shrey Promoters Private Limited (Shrey Promoters) was incorporated on October 6, 2005 under the laws of India. The registered office of Shrey Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Shrey Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Shrey Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Wembley Estates Private Limited Nandita Promoters Private Limited Prayas Buildcon Private Limited Pratham Buildcon Private Limited Vitality Conbuild Private Limited Total No. of shares 1,680,000 1,680,000 1,680,000 1,680,000 280,000 7,000,000 % of Issued Capital 24.00 24.00 24.00 24.00 4.00 100.00

Board of Directors The board of directors of Shrey Promoters as of September 15, 2007 consisted of the following: 1. 2. 3. 4. 5. 6. 7. Mr. Shravan Gupta; Mr. Siddharth Gupta; Ms. Parul Gupta; Mr. Sohail Ashraf; Ms. Kavita Sharma; Mr. Rajendra Kandari; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (1,210.83) (362.40) 70,000.00 70,000.00 (1,342.91) (1,705.31) (0.17) (0.05) 9.81 9.76

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1)

2006 (132.08) 70,000.00 (1,235.60) (0.04) 9.82

N.A.

Net of miscellaneous expenditure not written off.

116

(2)

Face value of equity share is Rs.10.

The particulars regarding the direct and indirect subsidiaries of Shrey Promoters are set forth below: Abbey Properties Private Limited Abbey Properties Private Limited (Abbey Properties) was incorporated on March 17, 2006 under the laws of India. The registered office of Abbey Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Abbey Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Abbey Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Abbey Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 188.03 (48.57) (9.17) 100.00 100.00 (51.93) (61.10) (4.86) (0.92) 4.81 3.89

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Abbot Builders Private Limited Abbot Builders Private Limited (Abbot Builders) was incorporated on March 17, 2006 under the laws of India. The registered office of Abbot Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Abbot Builders was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Abbot Builders as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited No. of shares 9,999 % of Issued Capital 99.99

117

Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total

1 10,000

0.01 100.00

Board of Directors The board of directors of Abbot Builders as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 1,726.89 (63.58) (20.47) 100.00 100.00 (66.95) (87.42) (6.36) (2.05) 3.31 1.26

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Abhinav Projects Private Limited Abhinav Projects Private Limited (Abhinav Projects) was incorporated on October 6, 2005 under the laws of India. The registered office of Abhinav Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Abhinav Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Abhinav Projects as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Abhinav Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Pulkit Rajan Kakar; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (88.30) (8.63) 100.00 100.00 (140.09) (148.72) (8.83) (0.86) (4.01) (4.87)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.) 2006 (51.79) 100.00 (82.56) (10.68) 1.74

N.A

118

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Abyss Properties Private Limited Abyss Properties Private Limited (Abyss Properties) was incorporated on March 13, 2006 under the laws of India. The registered office of Abyss Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Abyss Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Abyss Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Abyss Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (48.67) (7.56) 100.00 100.00 (52.03) (59.59) (4.87) (0.76) 4.80 4.04

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Accession Buildwell Private Limited Accession Buildwell Private Limited (Accession Buildwell) was incorporated on March 17, 2006 under the laws of India. The registered office of Accession Buildwell is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Accession Buildwell was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Accession Buildwell as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 No. of shares % of Issued Capital

119

Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total

9,999 1 10,000

99.99 0.01 100.00

Board of Directors The board of directors of Accession Buildwell as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 2,351.43 (484.38) (16.76) 100.00 100.00 (487.75) (504.51) (48.44) (1.68) (38.78) (40.45)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Accordion Buildwell Private Limited Accordion Buildwell Private Limited (Accordion Buildwell) was incorporated on March 17, 2006 under the laws of India. The registered office of Accordion Buildwell is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Accordion Buildwell was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Accordion Buildwell as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Accordion Buildwell as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (36.40) (9.17) 100.00 100.00 (39.77) (48.94)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) N.A. 2006 (3.37) 100.00 (15.60)

120

For the period ended March 31, 2005 Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (8.19) 8.44

2007 Rs. (3.64) 6.02

For the three months ended June 30, 2007 (0.92) 5.11

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Achates Buildcons Private Limited Achates Buildcons Private Limited (Achates Buildcons) was incorporated on July 9, 2006 under the laws of India. The registered office of Achates Buildcons is located at109, New Delhi House, 27, Barakhamba Road, New Delhi 110001. Achates Buildcons was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Achates Buildcons as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Active Promoters Private Limited Total No. of shares 19,000 1,000 20,000 % of Issued Capital 95.00 5.00 100.00

Board of Directors The board of directors of Achates Buildcons as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Sohail Ashraf.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 11,178.15 1,795.90 (24,250.19) (9.06) 200.00 200.00 10,659.81 10,650.75 (1,663.78) (0.45) 542.99 542.54

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Acorn Buildmart Private Limited Acorn Buildmart Private Limited (Acorn Buildmart) was incorporated on July 9, 2006 under the laws of India. The registered office of Acorn Buildmart is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Acorn Buildmart was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Acorn Buildmart as of September 15, 2007 was as follows:

121

Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Active Promoters Private Limited Total

No. of shares 19,000 1,000 20,000

% of Issued Capital 95.00 5.00 100.00

Board of Directors The board of directors of Acorn Buildmart as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Sohail Ashraf.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 6,769.77 1,840.51 (25,027.88) (9.06) 200.00 200.00 10,962.13 10,953.06 (1,717.14) 558.11 (0.45) 557.65

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Acorn Developers Private Limited Acorn Developers Private Limited (Acorn Developers) was incorporated on July 4, 2006 under the laws of India. The registered office of Acorn Developers is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Acorn Developers was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Acorn Developers as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Active Promoters Private Limited Total No. of shares 19,000 1,000 20,000 % of Issued Capital 95.00 5.00 100.00

Board of Directors The board of directors of Acorn Developers as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Sohail Ashraf.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 7,308.04 1,367.32 (17,822.16) (9.06)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax N.A. 2006 N.A.

122

For the period ended March 31, 2005 Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. 200.00 7,727.84 (1,200.20) 396.39

For the three months ended June 30, 2007 200.00 7,718.78 (0.45) 395.94

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Active Promoters Private Limited Active Promoters Private Limited (Active Promoters) was incorporated on August 17, 2004 under the laws of India. The registered office of Active Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Active Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Active Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 19,900 100 20,000 % of Issued Capital 99.50 0.50 100.00

Board of Directors The board of directors of Active Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Pulkit Rajan Kakar; and Mr. Deepak Maharishi.

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (1575.15) 200.00 (1622.71) (78.76) (71.14)

(12.47) 200.00 (56.34) (1.00) 7.18

(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 2,043.82 3,040,313.31 8,109.61 (2,531.03) 200.00 200.00 (9,697.22) (12,228.24) 405.48 (474.86) (126.55) (601.41)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Active Securities Limited Active Securities Limited (Active Securities) was incorporated on August 9, 1995 under the laws of India. The registered office of Active Securities is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Active Securities is dealing in shares, stocks, debentures and securities of all kinds.

123

Shareholding Pattern The shareholding pattern of Active Securities as of September 15, 2007 was as follows:
Name of the Shareholder Camarederie Properties Private Limited Mr. Shravan Gupta (as nominee of Camarederie Properties Private Limited) Mr. Rajiv Gupta (as nominee of Camarederie Properties Private Limited) Mr. Siddharth Sareen (as nominee of Camarederie Properties Private Limited) Mr. Sudhir Sareen (as nominee of Camarederie Properties Private Limited) Logical Developers Private Limited Active Promoters Private Limited Total Number of equity shares 18,300 100 100 100 100 20,000 36,400 75,100 % of Issued Capital 24.37 0.13 0.13 0.13 0.13 26.63 48.47 100.00

Board of Directors The board of directors of Active Securities as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Deepak Maharishi; Mr. Bharat Bhushan Garg; and Mr. Rakshit Jain.
(in thousands, except share data) For the three months ended June 30, 2007 2007 40.48 21.17 751.00 4,889.01 0.28 75.10 1047.12 1042.93 751.00 5931.94 13.89 88.99

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs. 29.73 17.23 751.00 4,867.83 0.23 74.82

50.60 751.00 4,800.74 0.67 64.60

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Acutech Estates Private Limited Acutech Estates Private Limited (Acutech Estates) was incorporated on March 21, 2006 under the laws of India. The registered office of Acutech Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Acutech Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Acutech Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Acutech Estates as of September 15, 2007 consisted of the following:

124

1. 2.

Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi

(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 17,845.87 (98.25) (225.52) 1,000.00 1,000.00 (110.54) (336.06) (0.98) 8.89 (2.26) 6.64

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Adze Properties Private Limited Adze Properties Private Limited (Adze Properties) was incorporated on March 17, 2006 under the laws of India. The registered office of Adze Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Adze Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Adze Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Adze Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 1,200.07 (37.33) (9.06) 100.00 100.00 (40.69) (49.76) (3.73) 5.93 (0.91) 5.02

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

125

Allegiance Conbuild Private Limited Allegiance Conbuild Private Limited (Allegiance Conbuild) was incorporated on April 3, 2007 under the laws of India. The registered office of Allegiance Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Allegiance Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Allegiance Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Surender Varma (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Allegiance Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 2007 (19.91) 100.00 (19.91) (2.04) 8.01

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Allied Realty Private Limited Allied Realty Private Limited (Allied Realty) was incorporated on January 4, 2005 under the laws of India. The registered office of Allied Realty is located at Flat No. 49, Sri Hari Apartments, Sector 12, Plot No. 6, Dwarka, New Delhi. Allied Realty was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Allied Realty as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Deepak Maharishi (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

126

Board of Directors The board of directors of Allied Realty as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 2007 (811.37) 100.00 (962.00) (81.14) (86.21) 281,423.19 (34,125.76) 100.00 (35,087.82) (3,412.58) (3,498.78)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs. (150.68) 100.00 (162.04) (15.07) 6.20

(6.06) 100.00 (20.22) (3.00) 7.97

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Alpine Buildcon Private Limited Alpine Buildcon Private Limited (Alpine Buildcon) was incorporated on March 21, 2006 under the laws of India. The registered office of Alpine Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Alpine Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Alpine Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Alpine Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 15,641.21 (100.18) (13.25) 1,000.00 1,000.00 (112.47) (125.72) (1.00) 8.88 (0.13) 8.74

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.) 2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

N.A.

127

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Amardeep Buildcon Private Limited Amardeep Buildcon Private Limited (Amardeep Buildcon) was incorporated on June 29, 2005 under the laws of India. The registered office of Amardeep Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Amardeep Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Amardeep Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Amardeep Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 31,232.02 459.19 6,063.01 (351.09) 100.00 100.00 6,000.22 5,649.13 606.30 610.02 (35.11) 574.91

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (62.80) 100.00 (94.03) (8.30) 0.60

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Amar Gyan Developments Private Limited Amar Gyan Developments Private Limited (Amar Gyan Developments) was incorporated on June 27, 2005 under the laws of India. The registered office of Amar Gyan Developments is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Amar Gyan Developments was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Amar Gyan Developments as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 No. of shares % of Issued Capital

128

Name of Shareholder Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total

No. of shares 9,900 100 10,000

% of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Amar Gyan Developments as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 43,611.47 9,217.39 (530.74) 100.00 100.00 9,156.86 8,626.13 921.74 (53.07) 925.69 872.61

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (60.53) 100.00 (91.77) (7.95) 0.82

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Aparajit Promoters Private Limited Aparajit Promoters Private Limited (Aparajit Promoters) was incorporated on March 21, 2006 under the laws of India. The registered office of Aparajit Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Aparajit Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Aparajit Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Aparajit Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (96.18) (7.25)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax 2006 (12.29)

129

For the period ended March 31, 2005 Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 1,000.00 (56.53) (4.08) 9.43

N.A.

2007 Rs. 1,000.00 (108.47) (0.96) 8.92

For the three months ended June 30, 2007 1,000.00 (115.71) (0.07) 8.84

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Archit Promoters Private Limited Archit Promoters Private Limited (Archit Promoters) was incorporated on March 21, 2006 under the laws of India. The registered office of Archit Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Archit Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Archit Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Archit Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months For the period ended March 31, ended June 30, 2005 2007 2006 2007 Rs. 14,744.75 (12.29) (98.76) (3,754.44) 1,000.00 1,000.00 1,000.00 N.A. (56.53) (111.05) (3,865.49) (4.08) 9.43 (0.99) 8.89 (37.54) (28.65)

Financial Performance

Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Ardor Conbuild Private Limited Ardor Conbuild Private Limited (Ardor Conbuild) was incorporated on April 3, 2007 under the laws of India. The registered office of Ardor Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Ardor Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not.

130

Shareholding Pattern The shareholding pattern of Ardor Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Surender Varma (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Ardor Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 2007 (19.91) 100.00 (19.91) (2.04) 8.01

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Arman Promoters Private Limited Arman Promoters Private Limited (Arman Promoters) was incorporated on July 22, 2005 under the laws of India. The registered office of Arman Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Arman Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Arman Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Arman Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.

Financial Performance

131

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (31.17) 100.00 (61.94) (4.50) 3.81

N.A.

(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 39,265.10 7,576.36 (488.86) 100.00 100.00 7,545.20 7,056.34 757.64 (48.89) 764.52 715.63

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Armour Properties Private Limited Armour Properties Private Limited (Armour Properties) was incorporated on March 13, 2006 under the laws of India. The registered office of Armour Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Armour Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Armour Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Armour Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 30,030.92 (37.75) 133.33 100.00 (41.11) (3.77) 5.89 100.00 92.22 13.33 19.22

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37)

N.A.

100.00 (15.60) (6.47) 8.44

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Auspicious Realtors Private Limited Auspicious Realtors Private Limited (Auspicious Realtors) was incorporated on March 13, 2006 under the laws of India.

132

The registered office of Auspicious Realtors is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Auspicious Realtors was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Auspicious Realtors as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Auspicious Realtors as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 95,235.62 (38.25) 546.45 100.00 100.00 (41.61) 504.84 (3.82) 5.84 54.65 60.48

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Authentic Properties Private Limited Authentic Properties Private Limited (Authentic Properties) was incorporated on March 13, 2006 under the laws of India. The registered office of Authentic Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Authentic Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Authentic Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

133

Board of Directors The board of directors of Authentic Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 1,646.58 (137.36) (109.23) 100.00 100.00 (140.72) (249.95) (13.74) (4.07) (10.92) (14.99)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Bailiwick Builders Private Limited Bailiwick Builders Private Limited (Bailiwick Builders) was incorporated on March 17, 2006 under the laws of India. The registered office of Bailiwick Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Bailiwick Builders was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Bailiwick Builders as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Bailiwick Builders as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (40.51) (9.06) 100.00 100.00 (43.88) (52.94) (4.05) (0.91)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) N.A. 2006 (3.37) 100.00 (15.60) (8.19)

134

Book value per share (Rs.)

(1) (2)

8.44

5.61

4.71

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Balalaika Builders Private Limited Balalaika Builders Private Limited (Balalaika Builders) was incorporated on March 17, 2006 under the laws of India. The registered office of Balalaika Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Balalaika Builders was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Balalaika Builders as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Balalaika Builders as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (36.73) (9.06) 100.00 100.00 (40.10) (49.16) (3.67) (0.91) 5.99 5.08

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Ballad Conbuild Private Limited Ballad Conbuild Private Limited (Ballad Conbuild) was incorporated on March 17, 2006 under the laws of India. The registered office of Ballad Conbuild is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Ballad Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Ballad Conbuild as of September 15, 2007 was as follows:
Name of Shareholder No. of shares % of Issued Capital

135

Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total

9,999 1 10,000

99.99 0.01 100.00

Board of Directors The board of directors of Ballad Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 1,142.24 (36.63) (9.17) 100.00 100.00 (39.99) (49.16) (3.66) (0.92) 6.00 5.08

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Bhavishya Buildcon Private Limited Bhavishya Buildcon Private Limited (Bhavishya Buildcon) was incorporated on March 21, 2006 under the laws of India. The registered office of Bhavishya Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Bhavishya Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Bhavishya Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Bhavishya Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 4,211.51 (97.78) (258.25) 1,000.00 1,000.00

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital N.A. 2006 (12.29) 1,000.00

136

Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(56.53) (4.08) 9.43

(110.06) (0.98) 8.90

(368.31) (2.58) 6.32

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Bhumika Promoters Private Limited Bhumika Promoters Private Limited (Bhumika Promoters) was incorporated on March 21, 2006 under the laws of India. The registered office of Bhumika Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Bhumika Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Bhumika Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Bhumika Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 913.60 (101.66) (10.75) 1,000.00 1,000.00 (113.96) (124.70) (1.02) (0.11) 8.86 8.75

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Brijbasi Projects Private Limited Brijbasi Projects Private Limited (Brijbasi Projects) was incorporated on May 24, 2006 under the laws of India. The registered office of Brijbasi Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Brijbasi Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Brijbasi Projects as of September 15, 2007 was as follows:

137

Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total

No. of shares 9,999 1 10,000

% of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Brijbasi Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 731,363.96 (147.83) (28.43) 100.00 100.00 (147.83) (176.26) (17.29) (2.84) (4.78) (7..63)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Brilliant Build Tech Private Limited Brilliant Build Tech Private Limited (Brilliant Build Tech) was incorporated on September 1, 2006 under the laws of India. The registered office of Brilliant Build Tech is located at 17-B, MGF House, Asaf Ali Road New Delhi 110 002. Brilliant Build Tech was incorporated with the main object of carrying on business of construction of residential houses, commercial building, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Brilliant Build Tech as of September 15, 2007 was as follows:
Name of the Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Deepak Maharishi (as nominee of Camarederie Properties Private Limited) Total Number of equity shares % of Issued Capital

9,999 1 10,000

99.99 0.01 100.00

Board of Directors The board of directors of Brilliant Build Tech as of September 15, 2007 consisted of the following: 1. 2. Mr. Gyanesh Nandan Jha; and Mr. Vijay Kumar Sharma.

Financial Performance
For the period ended March 31, 2005 2006 (in thousands, except share data) For the three months ended June 30, 2007 2007 Rs.

138

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (63.99) 100.00 (63.99) (11.02) 3.60

For the three months ended June 30, 2007 (30.60) 100.00 (94.59) (3.06) 0.54

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Calypso Properties Private Limited Calypso Properties Private Limited (Calypso Properties) was incorporated on March 17, 2006 under the laws of India. The registered office of Calypso Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Calypso Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Calypso Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Calypso Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (36.53) (7.67) 100.00 100.00 (39.90) (47.57) (3.65) 6.01 (0.77) 5.24

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Camarederie Properties Private Limited Camarederie Properties Private Limited (Camarederie Properties) was incorporated on March 17, 2006 under the laws of India.

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The registered office of Camarederie Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Camarederie Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Camarederie Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Camarederie Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 355.76 (11,677.86) (9.06) 100.00 100.00 (11,681.22) (11690.28) (1,167.79) (1,158.12) (0.91) (1159.03)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Camellia Properties Private Limited Camellia Properties Private Limited (Camellia Properties) was incorporated on March 17, 2006 under the laws of India. The registered office of Camellia Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Camellia Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Camellia Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Camellia Properties as of September 15, 2007 consisted of the following:

140

1. 2.

Mr. Rakshit Jain; and Mr. Tarun Mehrotra.

(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (34.34) (7.56) 100.00 100.00 (37.70) (45.26) (3.43) (0.76) 6.23 5.47

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Capex Projects Private Limited Capex Projects Private Limited (Capex Projects) was incorporated on May 13, 2006 under the laws of India. The registered office of Capex Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Capex Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Capex Projects as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs. 10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Capex Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (161.48) (10.83) 100.00 100.00 (161.48) (172.31) (18.25) (1.08) (6.15) (7.23)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Casing Properties Private Limited

141

Casing Properties Private Limited (Casing Properties) was incorporated on March 17, 2006 under the laws of India. The registered office of Casing Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Casing Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Casing Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Casing Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (36.23) (9.17) 100.00 100.00 (39.60) (48.76) (3.62) 6.04 (0.92) 5.12

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Cassock Properties Private Limited Cassock Properties Private Limited (Cassock Properties) was incorporated on March 17, 2006 under the laws of India. The registered office of Cassock Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Cassock Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Cassock Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

142

Board of Directors The board of directors of Cassock Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 166.41 (42.06) (9.06) 100.00 100.00 (45.43) (54.49) (4.21) (0.91) 5.46 4.55

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Cats Eye Properties Private Limited Cats Eye Properties Private Limited (Cats Eye Properties) was incorporated on March 13, 2006 under the laws of India. The registered office of Cats Eye Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Cats Eye Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Cats Eye Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Cats Eye Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 100,251.88 (38.07) 579.06 100.00 100.00 (41.44) 537.63 (3.81) 5.86 57.91 63.76

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.) 2006 (3.37) 100.00 (15.60) (6.47) 8.44

N.A.

143

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Charbhuja Properties Private Limited Charbhuja Properties Private Limited (Charbhuja Properties) was incorporated on March 13, 2006 under the laws of India. The registered office of Charbhuja Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Charbhuja Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Charbhuja Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Charbhuja Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 37,404.01 (41.42) 169.73 100.00 100.00 (44.78) 124.95 (4.14) 16.97 5.52 22.49

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Charismatic Realtors Private Limited Charismatic Realtors Private Limited (Charismatic Realtors) was incorporated on March 13, 2006 under the laws of India. The registered office of Charismatic Realtors is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Charismatic Realtors was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Charismatic Realtors as of September 15, 2007 was as follows:
Name of Shareholder No. of shares % of Issued Capital

144

Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total

9,999 1 10,000

99.99 0.01 100.00

Board of Directors The board of directors of Charismatic Realtors as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 67,802.44 (38.05) 367.09 100.00 100.00 (41.41) 325.68 (3.80) 5.86 36.71 42.57

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Chhavi Buildtech Private Limited Chhavi Buildtech Private Limited (Chhavi Buildtech) was incorporated on August 31, 2006 under the laws of India. The registered office of Chhavi Buildtech is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 001. Chhavi Buildtech was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Chhavi Buildtech as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Deepak Maharishi (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Chhavi Buildtech as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (108.45) (30.06)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax N.A. 2006 N.A.

145

Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

100.00 (108.46) (18.58) (0.84)

100.00 (138.51) (3.01) (3.85)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Chintz Conbuild Private Limited Chintz Conbuild Private Limited (Chintz Conbuild) was incorporated on March 17, 2006 under the laws of India. The registered office of Chintz Conbuild is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Chintz Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Chintz Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Chintz Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (35.01) (9.06) 100.00 100.00 (38.38) (47.44) (3.50) 6.16 (0.91) 5.26

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Chirayu Buildtech Private Limited Chirayu Buildtech Private Limited (Chirayu Buildtech) was incorporated on September 23, 2006 under the laws of India. The registered office of Chirayu Buildtech is located at 17-B, MGF House, Asaf Ali Road New Delhi 110 002. The principal activity of Chirayu Buildtech was incorporated with the main object of carrying on business of construction of residential houses, commercial building, flats and factorys sheds and buildings.

146

Shareholding Pattern The shareholding pattern of Chirayu Buildtech as of September 15, 2007 was as follows:
Name of the Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Deepak Maharishi (as nominee of Camarederie Properties Private Limited) Total Number of equity shares % of Issued Capital

9,999 1 10,000

99.99 0.01 100.00

Board of Directors The board of directors of Chirayu Buildtech as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (63.48) (7.64) 100.00 100.00 (63.48) (71.12) (12.19) (0.76) 3.65 2.89

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Choir Developers Private Limited Choir Developers Private Limited (Choir Developers) was incorporated on March 17, 2006 under the laws of India. The registered office of Choir Developers is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Choir Developers was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Choir Developers as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Choir Developers as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.

147

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 4,939.67 (38.29) (9.06) 100.00 100.00 (41.66) (50.72) (3.83) (0.91) 5.83 4.93

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Chum Properties Private Limited Chum Properties Private Limited (Chum Properties) was incorporated on March 17, 2006 under the laws of India. The registered office of Chum Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Chum Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Chum Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Chum Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 377.72 (45.90) (9.17) 100.00 100.00 (49.27) (58.44) (4.59) 5.07 (0.92) 4.16

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Compact Projects Private Limited

148

Compact Projects Private Limited (Compact Projects) was incorporated on July 18, 2005 under the laws of India. The registered office of Compact Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Compact Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Compact Projects as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Compact Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (85.98) (11.86) 100.00 100.00 (116.99) (128.85) (8.60) (1.70) (1.19) (2.88)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (31.01) 100.00 (62.20) (4.40) 3.78

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Consummate Properties Private Limited Consummate Properties Private Limited (Consummate Properties) was incorporated on March 14, 2006 under the laws of India. The registered office of Consummate Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Consummate Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Consummate Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

149

Board of Directors The board of directors of Consummate Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (168.15) (9.06) 100.00 100.00 (171.52) (180.58) (16.82) (7.15) (0.91) (8.06)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.83) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Context Estates Private Limited Context Estates Private Limited (Context Estates) was incorporated on March 21, 2006 under the laws of India. The registered office of Context Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Context Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Context Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Context Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (63.54) (8.00) 1,000.00 1,000.00 (75.83) (83.83) (0.64) 9.24 (0.08) 9.16

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.) 2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

N.A.

150

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Crevice Properties Private Limited Crevice Properties Private Limited (Crevice Properties) was incorporated on March 17, 2006 under the laws of India. The registered office of Crevice Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Crevice Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Crevice Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Crevice Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (36.13) (7.56) 100.00 100.00 (39.50) (47.06) (3.61) 6.05 (0.76) 5.29

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Crock Buildwell Private Limited Crock Buildwell Private Limited (Crock Buildwell) was incorporated on March 17, 2006 under the laws of India. The registered office of Crock Buildwell is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Crock Buildwell was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not.

151

Shareholding Pattern The shareholding pattern of Crock Buildwell as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Crock Buildwell as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 17.15 (35.62) (9.17) 100.00 100.00 (38.99) (48.16) (3.56) 6.10 (0.92) 5.18

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Crocus Builders Private Limited Crocus Builders Private Limited (Crocus Builders) was incorporated on March 17, 2006 under the laws of India. The registered office of Crocus Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Crocus Builders was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Crocus Builders as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Crocus Builders as of September 15, 2007 consisted of the following: 1. Mr. Rakshit Jain; and 2. Mr. Tarun Mehrotra. Financial Performance

152

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 4,291.30 (406.61) (9.06) 100.00 100.00 (409.98) (419.04) (40.66) (31.00) (0.91) (31.90)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Crony Builders Private Limited Crony Builders Private Limited (Crony Builders) was incorporated on March 17, 2006 under the laws of India. The registered office of Crony Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Crony Builders was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Crony Builders as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Crony Builders as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 17,630.77 (40.03) (648.23) 100.00 100.00 (43.40) (691.63) (4.00) 5.66 (64.82) (59.16)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Deep Jyoti Projects Private Limited Deep Jyoti Projects Private Limited (Deep Jyoti Projects) was incorporated on June 29, 2005 under the laws of India.

153

The registered office of Deep Jyoti Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Deep Jyoti Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Deep Jyoti Projects as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Deep Jyoti Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 9,230.95 6,620.79 1,690.14 (117.91) 100.00 100.00 1,642.61 1,524.69 169.01 174.26 (11.79) 162.47

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (47.53) 100.00 (78.77) (6.29) 2.12

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Dime Realtors Private Limited Dime Realtors Private Limited (Dime Realtors) was incorporated on December 6, 2006 under the laws of India. The registered office of Dime Realtors is located at 1st Floor, SCO 120-122, Sector 17C, Chandigarh 160 017. Dime Realtors was incorporated with the main object to set up, develop and manage integrated townships including housing, commercial premises, hotels, resorts, city and regional level urban infrastructure facilities such as roads and bridges, special economic zones. Shareholding Pattern The shareholding pattern of Dime Realtors as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Snow White Buildcon Private Limited Mr. Surender Varma (as nominee of Snow White Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Dime Realtors as of September 15, 2007 consisted of the following:

154

1. 2.

Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.

(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (26.89) (7.10) 100.00 100.00 (26.89) (33.99) (8.46) 7.31 (0.71) 6.60

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Divit Estates Private Limited Divit Estates Private Limited (Divit Estates) was incorporated on July 9, 2006 under the laws of India. The registered office of Divit Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Divit Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Divit Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Deepak Maharishi (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Divit Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (61,229.38) (9.50) 100.00 100.00 (61,229.38) (61,238.88) (8,401.78) (6,112.94) (0.95) (6,113.89)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Dove Promoters Private Limited

155

Dove Promoters Private Limited (Dove Promoters) was incorporated on August 17, 2004 under the laws of India. The registered office of Dove Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Dove Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Dove Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 19,900 100 20,000 % of Issued Capital 99.50 0.50 100.00

Board of Directors The board of directors of Dove Promoters as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Bharat Bhushan Garg; Mr. Rakshit Jain; and Mr. Deepak Maharishi.

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (4,920.10) 200.00 (4,981.21) (246.00) (239.06)

(36.46) 200.00 (69.34) (2.93) 6.53

(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 14,182.17 362,036.10 2,144.47 205.28 200.00 200.00 (2,812.08) (2606.80) 107.22 10.26 (130.60) (120.34)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Ducat Builders Private Limited Ducat Builders Private Limited (Ducat Builders) was incorporated on March 17, 2006 under the laws of India. The registered office of Ducat Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Ducat Builders was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Ducat Builders as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

156

Board of Directors The board of directors of Ducat Builders as of September 15, 2007 consisted of the following: 1. Mr. Rakshit Jain; and 2. Mr. Tarun Mehrotra. Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (36.13) (7.56) 100.00 100.00 (39.50) (47.06) (3.61) (0.76) 6.05 5.29

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Dumdum Builders Private Limited Dumdum Builders Private Limited (Dumdum Builders) was incorporated on March 17, 2006 under the laws of India. The registered office of Dumdum Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Dumdum Builders was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Dumdum Builders as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Dumdum Builders as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 8,074.08 (36.13) (245.85) 100.00 100.00 (39.50) (285.35) (3.61) (24.59)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) N.A. 2006 (3.37) 100.00 (15.60) (8.19)

157

Book value per share (Rs.)

(1) (2)

8.44

6.05

(18.54)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Easter Conbuild Private Limited Easter Conbuild Private Limited (Easter Conbuild) was incorporated on May 9, 2007 under the laws of India. The registered office of Easter Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Easter Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Easter Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Easter Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 (19.46) (3.34) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Eclat Propbuild Private Limited Eclat Propbuild Private Limited (Eclat Propbuild) was incorporated on February 28, 2007 under the laws of India. The registered office of Eclat Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Eclat Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Eclat Propbuild as of September 15, 2007 was as follows:
Name of Shareholder No. of shares % of Issued Capital

158

Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total

No. of shares 9,999 1 10,000

% of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Eclat Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (23.01) (9.07) 100.00 100.00 (23.01) (32.08) (26.24) (0.91) 7.70 6.79

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Ecliptic Conbuild Private Limited Ecliptic Conbuild Private Limited (Ecliptic Conbuild) was incorporated on May 8, 2007 under the laws of India. The registered office of Ecliptic Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Ecliptic Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Ecliptic Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Ecliptic Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.

Financial Performance

159

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 (19.46) (3.28) 8.05

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Eclogue Conbuild Private Limited Eclogue Conbuild Private Limited (Eclogue Conbuild) was incorporated on May 8, 2007 under the laws of India. The registered office of Eclogue Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Eclogue Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Eclogue Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Eclogue Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 (19.46) (3.28) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Ecru Builders Private Limited Ecru Builders Private Limited (Ecru Builders) was incorporated on March 17, 2006 under the laws of India.

160

The registered office of Ecru Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Ecru Builders was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Ecru Builders as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Ecru Builders as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (36.73) (7.56) 100.00 100.00 (40.10) (47.66) (3.67) 5.99 (0.76) 5.23

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Ecstasy Conbuild Private Limited Ecstasy Conbuild Private Limited (Ecstasy Conbuild) was incorporated on May 9, 2007 under the laws of India. The registered office of Ecstasy Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Ecstasy Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Ecstasy Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

161

Board of Directors The board of directors of Ecstasy Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 (19.46) (3.34) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Eddy Conbuild Private Limited Eddy Conbuild Private Limited (Eddy Conbuild) was incorporated on May 8, 2007 under the laws of India. The registered office of Eddy Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Eddy Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Eddy Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Eddy Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 (19.46) (3.28) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off.

162

(2)

Face value of equity share is Rs. 10.

Edge Conbuild Private Limited Edge Conbuild Private Limited (Edge Conbuild) was incorporated on May 9, 2007 under the laws of India. The registered office of Edge Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Edge Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Edge Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Edge Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 N.A. N.A. N.A. (19.46) (3.34) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Edict Conbuild Private Limited Edict Conbuild Private Limited (Edict Conbuild) was incorporated on May 9, 2007 under the laws of India. The registered office of Edict Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Edict Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Edict Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

163

Board of Directors The board of directors of Edict Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 (19.46) (3.34) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Edifice Conbuild Private Limited Edifice Conbuild Private Limited (Edifice Conbuild) was incorporated on May 8, 2007 under the laws of India. The registered office of Edifice Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Edifice Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Edifice Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Edifice Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 (19.46) (3.24) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.) 2006 Rs.

N.A.

N.A.

N.A.

164

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Edit Estates Private Limited Edit Estates Private Limited (Edit Estates) was incorporated on August 31, 2006 under the laws of India. The registered office of Edit Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Edit Estates was incorporated with the main object of carrying on business of construction of residential houses, commercial building, flats and factory buildings. Shareholding Pattern The shareholding pattern of Edit Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Deepak Maharishi (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Edit Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 N.A.

N.A.

(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (62.36) (9.50) 100.00 100.00 (62.36) (71.86) (10.69) 3.76 (0.95) 2.81

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Effusion Conbuild Private Limited Effusion Conbuild Private Limited (Effusion Conbuild) was incorporated on May 8, 2007 under the laws of India. The registered office of Effusion Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Effusion Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Effusion Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 No. of shares % of Issued Capital

165

Name of Shareholder Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total

No. of shares 9,999 1 10,000

% of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Effusion Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 (19.46) (3.24) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Elan Conbuild Private Limited Elan Conbuild Private Limited (Elan Conbuild) was incorporated on May 9, 2007 under the laws of India. The registered office of Elan Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Elan Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Elan Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Elan Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 N.A. (19.46)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax N.A. 2006 Rs. N.A.

166

For the period ended March 31, 2005 Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

2007

For the period ended June 30, 2007 100.00 (19.46) (3.30) 8.05

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Elation Airways Private Limited Elation Airways Private Limited (Elation Airways) was incorporated on May 16, 2007 under the laws of India. The registered office of Elation Airways is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Elation Airways was incorporated with the main object to establish, maintain and operate air transport operations including air service, airlines and aerial conveyances. Shareholding Pattern The shareholding pattern of Expanse Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Projects Private Limited Mr. Surender Varma (as nominee of Camarederie Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Elation Airways as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the period ended June 30, 2007 2007 (19.28) 100.00 (19.28) (3.77) 8.07

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Elegant Propbuild Private Limited Elegant Propbuild Private Limited (Elegant Propbuild) was incorporated on March 14, 2006 under the laws of India. The registered office of Elegant Propbuild is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Elegant Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not.

167

Shareholding Pattern The shareholding pattern of Elegant Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Elegant Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (37.15) (7.56) 100.00 100.00 (40.51) (48.07) (3.71) (0.76) 5.95 5.19

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.83) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Elite Conbuild Private Limited Elite Conbuild Private Limited (Elite Conbuild) was incorporated on May 8, 2007 under the laws of India. The registered office of Elite Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Elite Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Elite Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Elite Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.

Financial Performance

168

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 (19.46) (3.24) 8.05

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Elixir Conbuild Private Limited Elixir Conbuild Private Limited (Elixir Conbuild) was incorporated on May 9, 2007 under the laws of India. The registered office of Elixir Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Elixir Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Expanse Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Elixir Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 (19.46) (3.30) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Elver Conbuild Private Limited Elver Conbuild Private Limited (Elver Conbuild) was incorporated on May 9, 2007 under the laws of India. The registered office of Elver Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Elver Conbuild was incorporated with the main object of carrying on business as owners, builders,

169

developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Elver Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Elver Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 (19.46) (3.30) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Embryonic Properties Private Limited Embryonic Properties Private Limited (Embryonic Properties) was incorporated on March 14, 2006 under the laws of India. The registered office of Embryonic Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Embryonic Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Embryonic Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Embryonic Properties as of September 15, 2007 consisted of the following: 1. Mr. Chintan Dewan; and

170

2.

Mr. Bharat Bhushan Garg.

(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 3,786.55 (251.74) (9.06) 100.00 100.00 (255.11) (264.17) (25.17) (0.91) (15.51) (16.42)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.83) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Eminence Conbuild Private Limited Eminence Conbuild Private Limited (Eminence Conbuild) was incorporated on May 9, 2007 under the laws of India. The registered office of Eminence Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Eminence Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Eminence Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Eminence Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 (19.46) (3.30) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Enigma Properties Private Limited

171

Enigma Properties Private Limited (Enigma Properties) was incorporated on March 14, 2006 under the laws of India. The registered office of Enigma Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Enigma Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Enigma Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Enigma Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 5,877.78 (202.60) (28.45) 100.00 100.00 (205.96) (234.41) (20.26) (2.85) (10.60) (13.44)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.83) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Epiphany Properties Private Limited Epiphany Properties Private Limited (Epiphany Properties) was incorporated on March 17, 2006 under the laws of India. The registered office of Epiphany Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Epiphany Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Epiphany Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

172

Board of Directors The board of directors of Epiphany Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (52.48) (109.30) 100.00 100.00 (55.85) (165.15) (5.25) (10.93) 4.42 (6.52)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Estuary Conbuild Private Limited Estuary Conbuild Private Limited (Estuary Conbuild) was incorporated on May 8, 2007 under the laws of India. The registered office of Estuary Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Estuary Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Estuary Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Estuary Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 (19.46) (3.24) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.) 2006 Rs.

N.A.

N.A.

N.A.

173

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Eternal Buildtech Private Limited Eternal Buildtech Private Limited (Eternal Buildtech) was incorporated on March 14, 2006 under the laws of India. The registered office of Eternal Buildtech is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Eternal Buildtech was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Eternal Buildtech as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Eternal Buildtech as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 25,970.74 (37.31) (1,367.88) 100.00 100.00 (40.67) (1,408.55) (3.73) (136.79) 5.93 (130.86)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.83) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Ether Conbuild Private Limited Ether Conbuild Private Limited (Ether Conbuild) was incorporated on May 9, 2007 under the laws of India. The registered office of Ether Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Ether Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Ether Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited No. of shares 9,999 % of Issued Capital 99.99

174

Name of Shareholder Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total

No. of shares 1 10,000

% of Issued Capital 0.01 100.00

Board of Directors The board of directors of Ether Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 (19.50) 100.00 (19.50) (3.31) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Ethic Conbuild Private Limited Ethic Conbuild Private Limited (Ethic Conbuild) was incorporated on May 8, 2007 under the laws of India. The registered office of Ethic Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Ethic Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Ethic Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Ethic Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 N.A. (19.28) 100.00 -

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital N.A. 2006 Rs. N.A.

175

Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(19.28) (3.21) 8.07

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Ethnic Properties Private Limited Ethnic Properties Private Limited (Ethnic Properties) was incorporated on March 13, 2006 under the laws of India. The registered office of Ethnic Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Ethnic Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Ethnic Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Ethnic Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 83.40 18.90 (130.75) 100.00 100.00 15.53 (115.22) 1.89 (13.08) 11.55 (1.52)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Everwel Estates Private Limited Everwel Estates Private Limited (Everwel Estates) was incorporated on March 21, 2006 under the laws of India. The registered office of Everwel Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Everwel Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Everwel Estates as of September 15, 2007 was as follows:

176

Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total

No. of shares 99,900 100 100,000

% of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Everwel Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. 8,912.30 (97.78) (788.23) 1,000.00 1,000.00 (110.07) (898.29) (0.98) (7.88) 8.90 1.02

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Expanse Conbuild Private Limited Expanse Conbuild Private Limited (Expanse Conbuild) was incorporated on May 9, 2007 under the laws of India. The registered office of Expanse Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Expanse Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Expanse Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Expanse Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.

Financial Performance

177

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 (19.46) (3.30) 8.05

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Exponent Conbuild Private Limited Exponent Conbuild Private Limited (Exponent Conbuild) was incorporated on May 9, 2007 under the laws of India. The registered office of Exponent Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Exponent Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Exponent Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Exponent Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 (19.46) (3.30) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Extremity Conbuild Private Limited Extremity Conbuild Private Limited (Extremity Conbuild) was incorporated on May 8, 2007 under the laws of India.

178

The registered office of Extremity Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Extremity Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Extremity Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Extremity Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the period ended June 30, 2007 2007 (19.46) 100.00 (19.46) (3.24) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Fable Conbuild Private Limited Fable Conbuild Private Limited (Fable Conbuild) was incorporated on April 3, 2007 under the laws of India. The registered office of Fable Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Fable Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Fable Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Surender Varma (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Fable Conbuild as of September 15, 2007 consisted of the following:

179

1. 2.

Mr. Ashish Gupta; and Mr. Deepak Maharishi.

(in thousands, except share data) For the three months ended June 30, 2007 2007 (23.58) 100.00 (23.58) (2.38) 7.64

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Faade Conbuild Private Limited Faade Conbuild Private Limited (Faade Conbuild) was incorporated on April 4, 2007 under the laws of India. The registered office of Faade Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Faade Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Faade Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Surender Varma (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Faade Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 2007 (19.90) 100.00 (19.90) (2.04) 8.01

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

180

Facet Estate Private Limited Facet Estate Private Limited (Facet Estate) was incorporated on November 1, 2004 under the laws of India. The registered office of Facet Estate is located at D-26, Defence Colony, New Delhi 110 024. Facet Estate was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Facet Estate as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Deepak Maharishi (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Faset Estate as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 2007 14.43 (1,122.02) 100.00 (1,146.76) (112.20) (104.68) 11,610.19 (182.42) 100.00 (1,329.00) (18.24) (122.92)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share
(1) (2)

2006 Rs. (24.74) 100.00 (61.09) (2.47) 3.89

100.00 10.00

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Fascia Conbuild Private Limited Fascia Conbuild Private Limited (Fascia Conbuild) was incorporated on April 4, 2007 under the laws of India. The registered office of Fascia Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Fascia Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Fascia Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Surender Varma (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

181

Board of Directors The board of directors of Fascia Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 2007 (19.46) 100.00 (19.46) (2.01) 8.05

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Fervour Conbuild Private Limited Fervour Conbuild Private Limited (Fervour Conbuild) was incorporated on April 3, 2007 under the laws of India. The registered office of Fervour Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Fervour Conbuild was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Fervour Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Surender Varma (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Fervour Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 2007 (16.23) 100.00 (16.23) (1.66) 8.38

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off.

182

(2)

Face value of equity share is Rs. 10.

Figment Conbuild Private Limited Figment Conbuild Private Limited (Figment Conbuild) was incorporated on April 3, 2007 under the laws of India. The registered office of Figment Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Figment Conbuild was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Figment Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Surender Varma (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Figment Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 2007 (19.91) 100.00 (19.91) (2.04) 8.01

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Flick Propbuild Private Limited Flick Propbuild Private Limited (Flick Propbuild) was incorporated on January 12, 2007 under the laws of India. The registered office of Flick Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Flick Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Flick Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters No. of shares 9,999 1 % of Issued Capital 99.99 0.01

183

Private Limited) Total

10,000

100.00

Board of Directors The board of directors of Flick Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (23.81) (7.36) 100.00 100.00 (23.81) (31.17) (11.00) (0.74) 7.62 6.88

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Fling Propbuild Private Limited Fling Propbuild Private Limited (Fling Propbuild) was incorporated on December 27, 2006 under the laws of India. The registered office of Fling Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Fling Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Fling Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Fling Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (27.58) (7.36) 100.00 100.00 (27.58) (34.93)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) N.A. 2006 N.A.

184

For the period ended March 31, 2005 Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (10.60) 7.24

For the three months ended June 30, 2007 (0.74) 6.51

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Flint Conbuild Private Limited Flint Conbuild Private Limited (Flint Conbuild) was incorporated on April 4, 2007 under the laws of India. The registered office of Flint Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Flint Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Flint Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Surender Varma (as nominee of Camarederie Properties Private Limited) Total No. of shares 9999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Flint Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 2007 (19.91) 100.00 (19.91) (2.06) 8.01

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Flip Propbuild Private Limited Flip Propbuild Private Limited (Flip Propbuild) was incorporated on January 11, 2007 under the laws of India. The registered office of Flip Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Flip Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern

185

The shareholding pattern of Flip Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Flip Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (23.81) (7.36) 100.00 100.00 (23.81) (31.17) (10.87) (0.74) 7.62 6.88

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Floret Propbuild Private Limited Floret Propbuild Private Limited (Floret Propbuild) was incorporated on January 8, 2007 under the laws of India. The registered office of Floret Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Floret Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Floret Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Floret Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data)

Financial Performance

186

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.81) 100.00 (23.81) (10.47) 7.62

For the three months ended June 30, 2007 (7.36) 100.00 (31.17) (0.74) 6.88

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Flotilla Propbuild Private Limited Flotilla Propbuild Private Limited (Flotilla Propbuild) was incorporated on January 4, 2007 under the laws of India. The registered office of Flotilla Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Flotilla Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Flotilla Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Flotilla Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (23.81) (7.36) 100.00 100.00 (23.81) (31.17) (9.99) (0.74) 7.62 6.88

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Flounce Propbuild Private Limited Flounce Propbuild Private Limited (Flounce Propbuild) was incorporated on January 3, 2007 under the laws of India.

187

The registered office of Flounce Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Flounce Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Flounce Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Flounce Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (23.81) (7.36) 100.00 100.00 (23.81) (31.17) (9.88) (0.74) 7.62 6.88

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Flue Propbuild Private Limited Flue Propbuild Private Limited (Flue Propbuild) was incorporated on December 26, 2006 under the laws of India. The registered office of Flue Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Flue Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Flue Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Flue Propbuild as of September 15, 2007 consisted of the following:

188

1. 2.

Mr. Ashish Gupta; and Mr. Chintan Dewan.

(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (27.64) (7.36) 100.00 100.00 (27.64) (34.99) (10.51) (0.74) 7.24 6.50

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Fluff Propbuild Private Limited Fluff Propbuild Private Limited (Fluff Propbuild) was incorporated on December 22, 2006 under the laws of India. The registered office of Fluff Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Fluff Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Fluff Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as a nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Fluff Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (27.58) (7.36) 100.00 100.00 (27.58) (34.93) (10.07) (0.74) 7.24 6.51

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

189

Fluke Propbuild Private Limited Fluke Propbuild Private Limited (Fluke Propbuild) was incorporated on January 3, 2007 under the laws of India. The registered office of Fluke Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Fluke Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Fluke Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Fluke Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (23.81) (7.36) 100.00 100.00 (23.81) (31.17) (9.88) (0.74) 7.62 6.88

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Flume Realtors Private Limited Flume Realtors Private Limited (Flume Realtors) was incorporated on December 8, 2006 under the laws of India. The registered office of Flume Realtors is located at 1st Floor, SCO 120-122, 17C, Chandigarh. Flume Realtors was incorporated with the main object to set up, develop and manage integrated townships including housing, commercial premises, hotels, resorts, city and regional level urban infrastructure facilities such as roads, bridges and special economic zones. Shareholding Pattern The shareholding pattern of Flume Realtors as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Dove Promoters Private Limited Mr. Surender Varma (as nominee of Dove Promoters Private Limited) No. of shares 9,999 1 % of Issued Capital 99.99 0.01

190

Name of Shareholder Total

No. of shares 10,000

% of Issued Capital 100.00

Board of Directors The board of directors of Flume Realtors as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (27.02) (7.10) 100.00 100.00 (27.02) (34.12) (8.65) (0.71) 7.30 6.59

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Foal Propbuild Private Limited Foal Propbuild Private Limited (Foal Propbuild) was incorporated on January 11, 2007 under the laws of India. The registered office of Foal Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Foal Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Foal Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Foal Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (23.81) (7.36) 100.00 100.00 -

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital N.A. 2006 N.A.

191

Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(23.81) (10.87) 7.62

(31.17) (0.74) 6.88

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Fondant Propbuild Private Limited Fondant Propbuild Private Limited (Fondant Propbuild) was incorporated on January 3, 2007 under the laws of India. The registered office of Fondant Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Fondant Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Fondant Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Fondant Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (23.81) (7.36) 100.00 100.00 (23.81) (31.17) (9.88) (0.74) 7.62 6.88

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Foray Propbuild Private Limited Foray Propbuild Private Limited (Foray Propbuild) was incorporated on January 8, 2007 under the laws of India. The registered office of Foray Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Foray Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Foray Propbuild as of September 15, 2007 was as follows:

192

Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total

No. of shares 9,999 1 10,000

% of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Foray Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (23.81) (7.36) 100.00 100.00 (23.81) (31.17) (10.47) (0.74) 7.62 6.88

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Forsythia Propbuild Private Limited Forsythia Propbuild Private Limited (Forsythia Propbuild) was incorporated on January 12, 2007 under the laws of India. The registered office of Forsythia Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Forsythia Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Forsythia Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Forsythia Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.

Financial Performance

193

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (23.37) (7.36) 100.00 100.00 (23.37) (30.72) (10.80) (0.74) 7.66 6.93

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Fount Propbuild Private Limited Fount Propbuild Private Limited (Fount Propbuild) was incorporated on January 5, 2007 under the laws of India. The registered office of Fount Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Fount Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Fount Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Fount Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 2007 Rs. (23.81) (7.25) 100.00 100.00 (23.81) (31.06) (10.11) (0.72) 7.62 6.89

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Foyer Propbuild Private Limited Foyer Propbuild Private Limited (Foyer Propbuild) was incorporated on January 8, 2007 under the laws of India.

194

The registered office of Foyer Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Foyer Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Foyer Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Foyer Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.17) (0.74) 6.88

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.81) 100.00 (23.81) (10.47) 7.62

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Fray Propbuild Private Limited Fray Propbuild Private Limited (Fray Propbuild) was incorporated on January 5, 2007 under the laws of India. The registered office of Fray Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Fray Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Fray Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Fray Propbuild as of September 15, 2007 consisted of the following:

195

1. 2.

Mr. Ashish Gupta; and Mr. Chintan Dewan.

(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 100.00 (31.06) (0.72) 6.89

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.81) 100.00 (23.81) (10.11) 7.62

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Frieze Propbuild Private Limited Frieze Propbuild Private Limited (Frieze Propbuild) was incorporated on January 16, 2007 under the laws of India. The registered office of Frieze Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Frieze Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Frieze Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Frieze Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.17) (0.74) 6.88

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.81) 100.00 (23.81) (11.59) 7.62

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

196

Frisson Propbuild Private Limited Frisson Propbuild Private Limited (Frisson Propbuild) was incorporated on December 27, 2006 under the laws of India. The registered office of Frisson Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Frisson Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Frisson Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Frisson Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (34.93) (0.74) 6.51

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (27.58) 100.00 (27.58) (10.60) 7.24

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Frond Propbuild Private Limited Frond Propbuild Private Limited (Frond Propbuild) was incorporated on January 8, 2007 under the laws of India. The registered office of Frond Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Frond Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Frond Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters No. of shares 9,999 1 % of Issued Capital 99.99 0.01

197

Private Limited) Total

10,000

100.00

Board of Directors The board of directors of Frond Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.28) (0.74) 6.87

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.93) 100.00 (23.93) (10.52) 7.61

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Froth Propbuild Private Limited Froth Propbuild Private Limited (Froth Propbuild) was incorporated on January 16, 2007 under the laws of India. The registered office of Froth Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Froth Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Froth Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Prosperous Buildcon Private Limited Mr. Surender Varma (as nominee of Prosperous Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Froth Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 -

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital N.A. 2006 N.A. 2007 Rs. (23.81) 100.00 -

198

Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(23.81) (11.59) 7.62

(31.17) (0.74) 6.88

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Fructose Conbuild Private Limited Fructose Conbuild Private Limited (Fructose Conbuild) was incorporated on April 5, 2007 under the laws of India. The registered office of Fructose Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Fructose Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Fructose Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Surender Varma (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Fructose Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (19.91) 100.00 (19.91) (2.08) 8.01

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

2007

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Fulcrum Conbuild Private Limited Fulcrum Conbuild Private Limited (Fulcrum Conbuild) was incorporated on April 5, 2007 under the laws of India. The registered office of Fulcrum Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Fulcrum Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern

199

The shareholding pattern of Fulcrum Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Surender Varma (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Fulcrum Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (19.91) 100.00 (19.91) (2.08) 8.01

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

2007

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Fundi Propbuild Private Limited Fundi Propbuild Private Limited (Fundi Propbuild) was incorporated on February 1, 2007 under the laws of India. The registered office of Fundi Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Fundi Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Fundi Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Yukti Projects Private Limited Mr. Surender Varma (as nominee of Yukti Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Fundi Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.

200

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.16) 100.00 (23.16) (14.33) 7.68

(in thousands, except share data) For the three months ended June 30, 2007

N.A.

N.A.

(7.65) 100.00 (30.81) (0.76) 6.92

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Futuristic Buildwell Private Limited Futuristic Buildwell Private Limited (Futuristic Buildwell) was incorporated on March 13, 2006 under the laws of India. The registered office of Futuristic Buildwell is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Futuristic Buildwell was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Futuristic Buildwell as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Futuristic Buildwell as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 (109.06) 100.00 (149.77) (10.91) (4.98)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

2007 Rs. (37.35) 100.00 (40.71) (3.73) 5.93

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

201

Gable Propbuild Private Limited Gable Propbuild Private Limited (Gable Propbuild) was incorporated on January 12, 2007 under the laws of India. The registered office of Gable Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gable Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gable Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gable Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 100.00 (31.80) (0.72) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.55) 100.00 (24.55) (11.34) 7.55

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gadget Propbuild Private Limited Gadget Propbuild Private Limited (Gadget Propbuild) was incorporated on December 28, 2006 under the laws of India. The registered office of Gadget Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gadget Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gadget Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Gems Buildcon Private Limited Mr. Surender Varma (as nominee of Gems Buildcon Private No. of shares 9,999 1 % of Issued Capital 99.99 0.01

202

Name of Shareholder Limited) Total

No. of shares 10,000

% of Issued Capital 100.00

Board of Directors The board of directors of Gadget Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (8.57) 100.00 (35.14) (0.86) 6.49

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (26.58) 100.00 (26.58) (10.32) 7.34

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gaff Propbuild Private Limited Gaff Propbuild Private Limited (Gaff Propbuild) was incorporated on January 13, 2007 under the laws of India. The registered office of Gaff Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gaff Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gaff Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gaff Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax N.A. 2006 N.A. 2007 Rs. (24.44)

203

Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

100.00 (24.44) (11.43) 7.56

100.00 (31.79) (0.74) 6.82

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gaiety Propbuild Private Limited Gaiety Propbuild Private Limited (Gaiety Propbuild) was incorporated on December 29, 2006 under the laws of India. The registered office of Gaiety Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gaiety Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gaiety Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gaiety Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (8.42) 100.00 (35.49) (0.84) 6.45

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (27.08) 100.00 (27.08) (10.63) 7.29

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gait Propbuild Private Limited Gait Propbuild Private Limited (Gait Propbuild) was incorporated on January 13, 2007 under the laws of India. The registered office of Gait Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gait Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not.

204

Shareholding Pattern The shareholding pattern of Gait Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gait Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.79) (0.74) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (11.43) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Galleon Propbuild Private Limited Galleon Propbuild Private Limited (Galleon Propbuild) was incorporated on December 28, 2006 under the laws of India. The registered office of Galleon Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Galleon Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Galleon Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Galleon Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.

205

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (26.58) 100.00 (26.58) (10.32) 7.34

(in thousands, except share data) For the three months ended June 30, 2007 (8.42) 100.00 (34.99) (0.84) 6.50

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gallery Propbuild Private Limited Gallery Propbuild Private Limited (Gallery Propbuild) was incorporated on January 2, 2007 under the laws of India. The registered office of Gallery Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gallery Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gallery Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gallery Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (30.78) (0.74) 6.92

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.42) 100.00 (23.42) (9.61) 7.66

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

206

Gallium Propbuild Private Limited Gallium Propbuild Private Limited (Gallium Propbuild) was incorporated on December 29, 2006 under the laws of India. The registered office of Gallium Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gallium Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gallium Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gallium Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (8.31) 100.00 (34.89) (0.83) 6.51

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (26.58) 100.00 (26.58) (10.43) 7.34

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gambit Propbuild Private Limited Gambit Propbuild Private Limited (Gambit Propbuild) was incorporated on December 28, 2006 under the laws of India. The registered office of Gambit Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gambit Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gambit Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers No. of shares 9,999 1 % of Issued Capital 99.99 0.01

207

Name of Shareholder Private Limited) Total

No. of shares 10,000

% of Issued Capital 100.00

Board of Directors The board of directors of Gambit Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (8.42) 100.00 (35.99) (0.84) 6.50

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (26.58) 100.00 (26.58) (10.32) 7.34

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gamete Propbuild Private Limited Gamete Propbuild Private Limited (Gamete Propbuild) was incorporated on December 28, 2006 under the laws of India. The registered office of Gamete Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gamete Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gamete Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gamete Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (8.42)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax N.A. 2006 N.A. 2007 Rs. (26.58)

208

Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

100.00 (26.58) (10.32) 7.34

100.00 (34.99) (0.84) 6.50

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gamut Propbuild Private Limited Gamut Propbuild Private Limited (Gamut Propbuild) was incorporated on January 2, 2007 under the laws of India. The registered office of Gamut Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gamut Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gamut Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gamut Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (30.78) (0.74) 6.92

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.42) 100.00 (23.42) (9.61) 7.66

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gannet Propbuild Private Limited Gannet Propbuild Private Limited (Gannet Propbuild) was incorporated on December 28, 2006 under the laws of India. The registered office of Gannet Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gannet Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not.

209

Shareholding Pattern The shareholding pattern of Gannet Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gannet Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (8.42) 100.00 (34.99) (0.84) 6.50

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (26.58) 100.00 (26.58) (10.32) 7.34

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Garland Estate Private Limited Garland Estate Private Limited (Garland Estate) was incorporated on June 10, 2005 under the laws of India. The registered office of Garland Estate is located at D-26, Defence Colony, New Delhi 110 024. The principal activity of Garland Estate was incorporated with the main object of carrying on the business of construction of residential houses, commercial building, flats and factory buildings. Shareholding Pattern The shareholding pattern of Garland Estate as of September 15, 2007 was as follows:
Name of the Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Deepak Maharishi (as nominee of Camarederie Properties Private Limited) Total Number of equity shares % of Issued Capital

9,999 1 10,000

99.99 0.01 100.00

Board of Directors The board of directors of Garland Estate as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi and Mr. Chintan Dewan.

Financial Performance

210

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (29.33) 100.00 (55.73) (3.63) 4.43

2007 Rs. (75.45) 100.00 (104.78) (7.55) (0.48)

(in thousands, except share data) For the three months ended June 30, 2007 444,099.49 (29.37) 100.00 (134.15) (2.94) (3.41)

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Garnet Propbuild Private Limited Garnet Propbuild Private Limited (Garnet Propbuild) was incorporated on January 17, 2007 under the laws of India. The registered office of Garnet Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Garnet Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Garnet Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Garnet Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 100.00 (31.68) (0.72) 6.83

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (12.05) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Garter Propbuild Private Limited Garter Propbuild Private Limited (Garter Propbuild) was incorporated on December 29, 2006 under the laws of India.

211

The registered office of Garter Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Garter Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Garter Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Garter Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (8.31) 100.00 (35.39) (0.83) 6.46

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (27.08) 100.00 (27.08) (10.63) 7.29

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Garuda Properties Private Limited Garuda Properties Private Limited (Garuda Properties) was incorporated on March 13, 2006 under the laws of India. The registered office of Garuda Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Garuda Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Garuda Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

212

Board of Directors The board of directors of Garuda Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 (109.06) 100.00 (149.77) (10.91) (4.98)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

2007 Rs. (37.35) 100.00 (40.71) (3.73) 5.93

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gateau Propbuild Private Limited Gateau Propbuild Private Limited (Gateau Propbuild) was incorporated on December 29, 2006 under the laws of India. The registered office of Gateau Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gateau Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gateau Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gateau Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (8.31) 100.00 (35.39) (0.83)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) N.A. 2006 N.A. 2007 Rs. (27.08) 100.00 (27.08) (10.63)

213

Book value per share (Rs.)

(1) (2)

7.29

6.46

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gaucho Propbuild Private Limited Gaucho Propbuild Private Limited (Gaucho Propbuild) was incorporated on December 28, 2006 under the laws of India. The registered office of Gaucho Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gaucho Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gaucho Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gaucho Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (8.42) 100.00 (34.99) (0.84) 6.50

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (26.58) 100.00 (26.58) (10.32) 7.34

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gauge Propbuild Private Limited Gauge Propbuild Private Limited (Gauge Propbuild) was incorporated on December 29, 2006 under the laws of India. The registered office of Gauge Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gauge Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gauge Propbuild as of September 15, 2007 was as follows:

214

Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total

No. of shares 9,999 1 10,000

% of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gauge Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (8.42) 100.00 (35.49) (0.84) 6.45

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (27.08) 100.00 (27.08) (10.63) 7.29

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gauntlet Propbuild Private Limited Gauntlet Propbuild Private Limited (Gauntlet Propbuild) was incorporated on December 29, 2006 under the laws of India. The registered office of Gauntlet Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gauntlet Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gauntlet Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gauntlet Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data)

Financial Performance

215

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (26.14) 100.00 (26.14) (10.26) 7.39

For the three months ended June 30, 2007 (8.31) 100.00 (34.45) (0.83) 6.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gavel Properties Private Limited Gavel Properties Private Limited (Gavel Properties) was incorporated on March 17, 2006 under the laws of India. The registered office of Gavel Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Gavel Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gavel Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gavel Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 1,024.75 (9.06) 100.00 (50.76) (0.91) 4.92

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

2007 Rs. (38.33) 100.00 (41.70) (3.83) 5.83

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gems Buildcon Private Limited Gems Buildcon Private Limited (Gems Buildcon) was incorporated on June 29, 2005 under the laws of India.

216

The registered office of Gems Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Gems Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Gems Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Gems Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 150,016.38 (276.05) 100.00 4,047.97 (27.61) 414.80

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (41.37) 100.00 (72.61) (5.47) 2.74

N.A.

2007 Rs. 23,089.98 4,365.39 100.00 4,324.03 436.54 442.40

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Genre Propbuild Private Limited Genre Propbuild Private Limited (Genre Propbuild) was incorporated on December 29, 2006 under the laws of India. The registered office of Genre Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Genre Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Genre Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Genre Propbuild as of September 15, 2007 consisted of the following:

217

1. 2.

Mr. Chintan Dewan; and Mr. Ashish Gupta.

(in thousands, except share data) For the three months ended June 30, 2007 (8.42) 100.00 (35.52) (0.84) 6.45

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (27.10) 100.00 (27.10) (10.64) 7.29

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gentian Propbuild Private Limited Gentian Propbuild Private Limited (Gentian Propbuild) was incorporated on May 28, 2007 under the laws of India. The registered office of Gentian Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Gentian Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gentian Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gentian Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the period ended June 30, 2007 (11.43) 100.00 (11.43) (3.06) 8.86

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

2007

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

218

Gentry Propbuild Private Limited Gentry Propbuild Private Limited (Gentry Propbuild) was incorporated on December 28, 2006 under the laws of India. The registered office of Gentry Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gentry Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gentry Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gentry Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (8.42) 100.00 (34.99) (0.84) 6.50

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (26.58) 100.00 (26.58) (10.32) 7.34

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Geodesy Properties Private Limited Geodesy Properties Private Limited (Geodesy Properties) was incorporated on March 17, 2006 under the laws of India. The registered office of Geodesy Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Geodesy Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Geodesy Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers No. of shares 9,999 1 % of Issued Capital 99.99 0.01

219

Private Limited) Total

10,000

100.00

Board of Directors The board of directors of Geodesy Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 1,235.13 (9.17) 100.00 (49.67) (0.92) 5.03

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

2007 Rs. (37.13) 100.00 (40.50) (3.71) 5.95

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gestapo Propbuild Private Limited Gestapo Propbuild Private Limited (Gestapo Propbuild) was incorporated on December 28, 2006 under the laws of India. The registered office of Gestapo Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gestapo Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gestapo Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gestapo Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (8.42) 100.00 -

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital N.A. 2006 N.A. 2007 Rs. (26.58) 100.00 -

220

Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(26.58) (10.32) 7.34

(34.99) (0.84) 6.50

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gibbon Propbuild Private Limited Gibbon Propbuild Private Limited (Gibbon Propbuild) was incorporated on December 29, 2006 under the laws of India. The registered office of Gibbon Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gibbon Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gibbon Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gibbon Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (26.13) 100.00 (26.13) (10.25) 7.39

N.A.

N.A.

(8.31) 100.00 (34.44) (0.83) 6.56

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Girder Propbuild Private Limited Girder Propbuild Private Limited (Girder Propbuild) was incorporated on December 29, 2006 under the laws of India. The registered office of Girder Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Girder Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern

221

The shareholding pattern of Girder Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Girder Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (8.31) 100.00 (34.89) (0.83) 6.51

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (26.58) 100.00 (26.58) (10.43) 7.34

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Glade Propbuild Private Limited Glade Propbuild Private Limited (Glade Propbuild) was incorporated on January 13, 2007 under the laws of India. The registered office of Glade Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Glade Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Glade Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Yukti Projects Private Limited Mr. Surender Varma (as nominee of Yukti Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Glade Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.

222

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (11.43) 7.56

(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.79) (0.74) 6.82

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Glaze Estates Private Limited Glaze Estates Private Limited (Glaze Estates) was incorporated on March 21, 2006 under the laws of India. The registered office of Glaze Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Glaze Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Glaze Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Glaze Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (7.49) 1,000.00 (116.98) (0.07) 8.83

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

2007 Rs. (97.20) 1,000.00 (109.49) (0.97) 8.91

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Glen Propbuild Private Limited India Glen Propbuild Private Limited India (Glen Propbuild) was incorporated on December 30, 2006 under the laws of India.

223

The registered office of Glen Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Glen Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Glen Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Authentic Properties Private Limited Emaar MGF Land Limited Mr. Surender Varma (as nominee of Emaar MGF Land Limited) Total Preference Shares of face value Rs.10 Authentic Properties Private Limited Total No. of shares % of Issued Capital

60,000 9,999 1 70,000 54,300 54,300

85.71 14.29 0.00 100.00 100.00 100.00

Board of Directors The board of directors of Glen Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Surender Varma.
(in thousands, except share data) For the three months ended June 30, 2007 (47.62) 700.00 543.00 258,472.41 (2.87) 15580.63

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (26.58) 166.00

N.A.

N.A.

14,902.62 (6.35) 907.75

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Glen Propbuild Private Limited Singapore Glen Propbuild Private Limited Singapore (Glen Propbuild Singapore) was incorporated on February 26, 2007 under the laws of Singapore. The registered office of Glen Propbuild Singapore is located at 20, Raffles Place, # 09-01, Ocean Towers, Singapore 048620. The principal activity of Glen Propbuild Singapore is real estate development. Shareholding Pattern The shareholding pattern of Glen Propbuild Singapore as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value US$1 Glen Propbuild Private Limited India Total No. of shares % of Issued Capital

6,504,940 6,504,940

100.00 100.00

224

Board of Directors The board of directors of Glen Propbuild Singapore as of September 15, 2007 consisted of the following: 1. 2. Mr. Sanjay Baweja (Ms. Ether Au Siew Peng acts as Alternate Director to Mr. Sanjay Baweja); and Mr. Lian Kim Seng.

Financial Performance The audited financial information is currently not available. Glimpse Propbuild Private Limited Glimpse Propbuild Private Limited (Glimpse Propbuild) was incorporated on January 15, 2007 under the laws of India. The registered office of Glimpse Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Glimpse Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Glimpse Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Prosperous Buildcon Private Limited Mr. Surender Varma (as nominee of Prosperous Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Glimpse Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.79) (0.74) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (11.74) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Glitz Propbuild Private Limited Glitz Propbuild Private Limited (Glitz Propbuild) was incorporated on January 11, 2007 under the laws of India.

225

The registered office of Glitz Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Glitz Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Glitz Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Prosperous Buildcon Private Limited Mr. Surender Varma (as nominee of Prosperous Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Glitz Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.90) (0.74) 6.81

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.55) 100.00 (24.55) (11.20) 7.55

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Globule Propbuild Private Limited Globule Propbuild Private Limited (Globule Propbuild) was incorporated on January 11, 2007 under the laws of India. The registered office of Globule Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Globule Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Globule Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Prosperous Buildcon Private Limited Mr. Surender Varma (as nominee of Prosperous Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Globule Propbuild as of September 15, 2007 consisted of the following:

226

1. 2.

Mr. Chintan Dewan; and Mr. Ashish Gupta.

(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.90) (0.74) 6.81

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.55) 100.00 (24.55) (11.20) 7.55

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gloss Propbuild Private Limited Gloss Propbuild Private Limited (Gloss Propbuild) was incorporated on January 17, 2007 under the laws of India. The registered office of Gloss Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gloss Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gloss Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Prosperous Buildcon Private Limited Mr. Surender Varma (as nominee of Prosperous Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gloss Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 100.00 (31.68) (0.72) 6.83

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (12.05) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

227

Glove Propbuild Private Limited Glove Propbuild Private Limited (Glove Propbuild) was incorporated on January 18, 2007 under the laws of India. The registered office of Glove Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Glove Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Glove Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Prosperous Buildcon Private Limited Mr. Surender Varma (as nominee of Prosperous Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Glove Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 100.00 (31.68) (0.72) 6.83

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (12.22) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Godson Propbuild Private Limited Godson Propbuild Private Limited (Godson Propbuild) was incorporated on January 18, 2007 under the laws of India. The registered office of Godson Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Godson Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Godson Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Prosperous Buildcon Private Limited No. of shares 9,999 % of Issued Capital 99.99

228

Mr. Surender Varma (as nominee of Prosperous Buildcon Private Limited) Total

1 10,000

0.01 100.00

Board of Directors The board of directors of Godson Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.79) (0.74) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (12.22) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Golliwog Propbuild Private Limited Golliwog Propbuild Private Limited (Golliwog Propbuild) was incorporated on January 19, 2007 under the laws of India. The registered office of Golliwog Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Golliwog Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Golliwog Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Prosperous Buildcon Private Limited Mr. Surender Varma (as nominee of Prosperous Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Golliwog Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital N.A. 2006 N.A. 2007 Rs. (24.44) 100.00

229

Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(24.44) (12.39) 7.56

(31.80) (0.74) 6.82

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gracious Technobuild Private Limited Gracious Technobuild Private Limited (Gracious Technobuild) was incorporated on March 13, 2006 under the laws of India. The registered office of Gracious Technobuild is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Gracious Technobuild was incorporated with the main object of to carry on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gracious Technobuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gracious Technobuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 (109.06) 100.00 (152.77) (10.91) (5.28)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

2007 Rs. (40.35) 100.00 (43.71) (4.03) 5.63

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gradient Developers Private Limited Gradient Developers Private Limited (Gradient Developers) was incorporated on March 17, 2006 under the laws of India. The registered office of Gradient Developers is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Gradient Developers was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not.

230

Shareholding Pattern The shareholding pattern of Gradient Developers as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gradient Developers as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 1,282.10 (9.17) 100.00 (49.67) (0.92) 5.03

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

2007 Rs. (37.13) 100.00 (40.50) (3.71) 5.95

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Grail Propbuild Private Limited Grail Propbuild Private Limited (Grail Propbuild) was incorporated on December 29, 2006 under the laws of India. The registered office of Grail Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Grail Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Grail Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Kamdhenu Projects Private Limited Mr. Surender Varma (as nominee of Kamdhenu Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Grail Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.

231

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.47) 100.00 (28.47) (11.17) 7.15

(in thousands, except share data) For the three months ended June 30, 2007 (8.42) 100.00 (36.89) (0.84) 6.31

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Grampus Propbuild Private Limited Grampus Propbuild Private Limited (Grampus Propbuild) was incorporated on December 27, 2006 under the laws of India. The registered office of Grampus Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Grampus Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Grampus Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Kamdhenu Projects Private Limited Mr. Surender Varma (as nominee of Kamdhenu Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Grampus Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (8.42) 100.00 (36.39) (0.84) 6.36

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (27.97) 100.00 (27.97) (10.75) 7.20

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gran Propbuild Private Limited

232

Gran Propbuild Private Limited (Gran Propbuild) was incorporated on January 10, 2007 under the laws of India. The registered office of Gran Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gran Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gran Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Kamdhenu Projects Private Limited Mr. Surender Varma (as nominee of Kamdhenu Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gran Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (32.17) (0.74) 6.78

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.82) 100.00 (24.82) (11.18) 7.52

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Granar Propbuild Private Limited Granar Propbuild Private Limited (Granar Propbuild) was incorporated on January 5, 2007 under the laws of India. The registered office of Granar Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Granar Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Granar Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Kamdhenu Projects Private Limited Mr. Surender Varma (as nominee of Kamdhenu Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

233

Board of Directors The board of directors of Granar Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 100.00 (32.07) (0.72) 6.79

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.82) 100.00 (24.82) (10.53) 7.52

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Grange Propbuild Private Limited Grange Propbuild Private Limited (Grange Propbuild) was incorporated on January 5, 2007 under the laws of India. The registered office of Grange Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Grange Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Grange Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Prosperous Buildcon Private Limited Mr. Surender Varma (as nominee of Prosperous Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Grange Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (32.17) (0.74)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) N.A. 2006 N.A. 2007 Rs. (24.82) 100.00 (24.82) (10.53)

234

Book value per share (Rs.)

(1) (2)

7.52

6.78

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Granule Propbuild Private Limited Granule Propbuild Private Limited (Granule Propbuild) was incorporated on January 4, 2007 under the laws of India. The registered office of Granule Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Granule Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Granule Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Kamdhenu Projects Private Limited Mr. Surender Varma (as nominee of Kamdhenu Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Granule Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (32.17) (0.74) 6.78

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.82) 100.00 (24.82) (10.41) 7.52

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Grapeshot Propbuild Private Limited Grapeshot Propbuild Private Limited (Grapeshot Propbuild) was incorporated on January 31, 2007 under the laws of India. The registered office of Grapeshot Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Grapeshot Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Grapeshot Propbuild as of September 15, 2007 was as follows:

235

Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total

No. of shares 9,999 1 10,000

% of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Grapeshot Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.65) 100.00 (31.14) (0.76) 6.89

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.49) 100.00 (23.49) (14.29) 7.65

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Grassroot Promoters Private Limited Grassroot Promoters Private Limited (Grassroot Promoters) was incorporated on August 11, 2006 under the laws of India. The registered office of Grassroot Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Grassroot Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Grassroot Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Grassroot Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.

236

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (63.03) 100.00 (63.03) (9.87) 3.70

(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 100.00 (70.28) (0.72) 2.97

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gravel Propbuild Private Limited Gravel Propbuild Private Limited (Gravel Propbuild) was incorporated on January 11, 2007 under the laws of India. The registered office of Gravel Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gravel Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gravel Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Yukti Projects Private Limited Mr. Surender Varma (as nominee of Yukti Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gravel Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.90) (0.74) 6.81

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.55) 100.00 (24.55) (11.20) 7.55

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Grebe Propbuild Private Limited

237

Grebe Propbuild Private Limited (Grebe Propbuild) was incorporated on January 11, 2007 under the laws of India. The registered office of Grebe Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Grebe Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Grebe Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Yukti Projects Private Limited Mr. Surender Varma (as nominee of Yukti Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Grebe Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.90) (0.74) 6.81

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.55) 100.00 (24.55) (11.20) 7.55

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Griddle Propbuild Private Limited Griddle Propbuild Private Limited (Griddle Propbuild) was incorporated on January 11, 2007 under the laws of India. The registered office of Griddle Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Griddle Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Griddle Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Yukti Projects Private Limited Mr. Surender Varma (as nominee of Yukti Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

238

Board of Directors The board of directors of Griddle Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.90) (0.74) 6.81

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.55) 100.00 (24.55) (11.20) 7.55

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Grog Propbuild Private Limited Grog Propbuild Private Limited (Grog Propbuild) was incorporated on January 17, 2007 under the laws of India. The registered office of Grog Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Grog Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Grog Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Yukti Projects Private Limited Mr. Surender Varma (as nominee of Yukti Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Grog Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 100.00 (31.68) (0.72)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) N.A. 2006 N.A. 2007 Rs. (24.44) 100.00 (24.44) (12.05)

239

Book value per share (Rs.)

(1) (2)

7.56

6.83

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Grove Propbuild Private Limited Grove Propbuild Private Limited (Grove Propbuild) was incorporated on January 17, 2007 under the laws of India. The registered office of Grove Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Grove Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Grove Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Yukti Projects Private Limited Mr. Surender Varma (as nominee of Yukti Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Grove Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 100.00 (31.68) (0.72) 6.83

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (12.05) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Grunge Propbuild Private Limited Grunge Propbuild Private Limited (Grunge Propbuild) was incorporated on January 29, 2007 under the laws of India. The registered office of Grunge Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Grunge Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Grunge Propbuild as of September 15, 2007 was as follows:

240

Name of Shareholder Equity shares of face value Rs.10 Yukti Projects Private Limited Mr. Surender Varma (as nominee of Yukti Projects Private Limited) Total

No. of shares 9,999 1 10,000

% of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Grunge Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.76) 100.00 (31.24) (0.78) 6.88

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.49) 100.00 (23.49) (13.83) 7.65

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Guffaw Propbuild Private Limited Guffaw Propbuild Private Limited (Guffaw Propbuild) was incorporated on January 15, 2007 under the laws of India. The registered office of Guffaw Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Guffaw Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Guffaw Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sankalp Promoters Private Limited Mr. Surender Varma (as nominee of Sankalp Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Guffaw Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.

241

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (11.74) 7.56

(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.79) (0.74) 6.82

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gull Propbuild Private Limited Gull Propbuild Private Limited (Gull Propbuild) was incorporated on January 12, 2007 under the laws of India. The registered office of Gull Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Gull Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Gull Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sankalp Promoters Private Limited Mr. Surender Varma (as nominee of Sankalp Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Gull Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.79) (0.74) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (11.29) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

242

Guru Rakha Projects Private Limited Guru Rakha Projects Private Limited (Guru Rakha) was incorporated on May 18, 2006 under the laws of India. The registered office of Guru Rakha is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Guru Rakha was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Guru Rakha as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 14,999 1 15,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Guru Rakha as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 694.37 (8.25) 150.00 (103.09) (0.55) 3.13

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (94.84) 150.00 (94.84) (7.26) 3.68

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gyan Jyoti Estates Private Limited Gyan Jyoti Estates Private Limited (Gyan Jyoti Estates) was incorporated on June 27, 2005 under the laws of India. The registered office of Gyan Jyoti Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Gyan Jyoti Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Gyan Jyoti Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

243

Board of Directors The board of directors of Gyan Jyoti Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 (57.90) 100.00 702.17 (5.79) 80.22

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (35.64) 100.00 (66.88) (4.68) 3.31

N.A.

2007 Rs. 4,474.99 795.71 100.00 760.07 79.57 86.01

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Gyan Kunj Constructions Private Limited Gyan Kunj Constructions Private Limited (Gyan Kunj Constructions) was incorporated on June 27, 2005 under the laws of India. The registered office of Gyan Kunj Constructions is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Gyan Jyoti Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Gyan Kunj Constructions as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Gyan Kunj Constructions as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 56,523.16 (169.67) 100.00 2,224.45 (16.97) 232.45

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.) 2006 (37.04) 100.00 (68.28) (4.86) 3.17 2007 Rs. 16,979.58 2,431.16 100.00 2,394.12 243.12 249.41

N.A.

244

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Haddock Propbuild Private Limited Haddock Propbuild Private Limited (Haddock Propbuild) was incorporated on January 15, 2007 under the laws of India. The registered office of Haddock Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Haddock Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Haddock Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sidhivinayak Buildcon Private Limited Mr. Surender Varma (as nominee of Sidhivinayak Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Haddock Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.79) (0.74) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (11.74) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Haft Propbuild Private Limited Haft Propbuild Private Limited (Haft Propbuild) was incorporated on January 15, 2007 under the laws of India. The registered office of Haft Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Haft Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Haft Propbuild as of September 15, 2007 was as follows:
Name of Shareholder No. of shares % of Issued Capital

245

Equity shares of face value Rs.10 Sidhivinayak Buildcon Private Limited Mr. Surender Varma (as nominee of Sidhivinayak Buildcon Private Limited) Total

9,999 1 10,000

99.99 0.01 100.00

Board of Directors The board of directors of Haft Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.79) (0.74) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (11.74) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Hake Developers Private Limited Hake Developers Private Limited (Hake Developers) was incorporated on March 17, 2006 under the laws of India. The registered office of Hake Developers is located at ECE House, First Floor, 28, Kasturba Gandhi Marg, New Delhi 110 001. Hake Developers was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Hake Developers as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Hake Developers as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007

Financial Performance
For the period ended March 31, 2005 2006 2007 Rs.

246

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

2007 Rs. (36.73) 100.00 (40.10) (3.67) 5.99

For the three months ended June 30, 2007 1,009.94 (24.09) 100.00 (64.19) (2.41) 3.58

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Halibut Developers Private Limited Halibut Developers Private Limited (Halibut Developers) was incorporated on March 17, 2006 under the laws of India. The registered office of Halibut Developers is situated at ECE House, First Floor, 28, Kasturba Gandhi Marg, New Delhi 110 001. Halibut Developers was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Halibut Developers as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Halibut Developers as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 (7.67) 100.00 (50.07) (0.77) 4.99

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

2007 Rs. (39.03) 100.00 (42.40) (3.90) 5.76

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Hamlet Buildwell Private Limited Hamlet Buildwell Private Limited (Hamlet Buildwell) was incorporated on March 17, 2006 under the laws of India.

247

The registered office of Hamlet Buildwell is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Hamlet Buildwell was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Hamlet Buildwell as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Hamlet Buildwell as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 1,860.56 (9.06) 100.00 (54.54) (0.91) 4.55

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

2007 Rs. (42.11) 100.00 (45.48) (4.21) 5.45

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Hammock Buildwell Private Limited Hammock Buildwell Private Limited (Hammock Buildwell) was incorporated on March 17, 2006 under the laws of India. The registered office of Hammock Buildwell is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Hammock Buildwell was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Hammock Buildwell as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Hammock Buildwell as of September 15, 2007 consisted of the following:

248

1. 2.

Mr. Rakshit Jain; and Mr. Tarun Mehrotra.

(in thousands, except share data) For the three months ended June 30, 2007 128,849.08 (9.06) 100.00 (49.36) (0.91) 5.06

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (8.19) 8.44

2007 Rs. (36.93) 100.00 (40.30) (3.69) 5.97

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Harjyot Estates Private Limited Harjyot Estates Private Limited (Harjyot Estates) was incorporated on March 21, 2006 under the laws of India. The registered office of Harjyot Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Harjyot Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Harjyot Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Harjyot Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (8.00) 1,000.00 (86.67) (0.08) 9.13

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

2007 Rs. (66.38) 1,000.00 (78.61) (0.66) 9.21

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Hartej Estates Private Limited

249

Hartej Estates Private Limited (Hartej Estates was incorporated on September 5, 2006 under the laws of India. The registered office of Hartej Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Hartej Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Hartej Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Deepak Maharishi (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Hartej Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 (32.76) 100.00 (122.22) (3.28) (2.22)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (89.46) 100.00 (89.46) (15.70) 1.05

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Hope Promoters Private Limited Hope Promoters Private Limited (Hope Promoters) was incorporated on May 13, 2006 under the laws of India. The registered office of Hope Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Hope Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Hope Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Hope Promoters as of September 15, 2007 consisted of the following:

250

1. 2.

Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.

(in thousands, except share data) For the three months ended June 30, 2007

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (195.13) 100.00 (195.13) (22.05) (9.51)

N.A.

N.A.

(192.98) 100.00 (388.12) (19.30) (28.81)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Immense Realtors Private Limited Immense Realtors Private Limited (Immense Realtors) was incorporated on March 14, 2006 under the laws of India. The registered office of Immense Realtors is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Immense Realtors was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Immense Realtors as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Immense Realtors as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 (109.06) 100.00 (171.68) (10.91) (7.17)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.83) 8.44

2007 Rs. (59.25) 100.00 (62.61) (5.92) 3.74

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

251

Jamb Propbuild Private Limited Jamb Propbuild Private Limited (Jamb Propbuild) was incorporated on February 5, 2007 under the laws of India. The registered office of Jamb Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Jamb Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Jamb Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Legend Buildcon Private Limited Mr. Surender Varma (as nominee of Legend Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Jamb Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 100.00 (30.74) (0.72) 6.93

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.49) 100.00 (23.49) (15.59) 7.65

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Janitor Propbuild Private Limited Janitor Propbuild Private Limited (Janitor Propbuild) was incorporated on January 4, 2007 under the laws of India. The registered office of Janitor Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Janitor Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Janitor Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Maestro Estates Private Limited No. of shares 9,999 % of Issued Capital 99.99

252

Mr. Surender Varma (as nominee of Maestro Estates Private Limited) Total

1 10,000

0.01 100.00

Board of Directors The board of directors of Janitor Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (32.17) (0.74) 6.78

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.82) 100.00 (24.82) (10.41) 7.52

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Jasper Propbuild Private Limited Jasper Propbuild Private Limited (Jasper Propbuild) was incorporated on January 31, 2007 under the laws of India. The registered office of Jasper Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Jasper Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Jasper Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Legend Buildcon Private Limited Mr. Surender Varma (as nominee of Legend Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Jasper Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.65) 100.00

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital N.A. 2006 N.A. 2007 Rs. (23.49) 100.00

253

Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(23.48) (14.29) 7.65

(31.14) (0.76) 6.89

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Jaunt Propbuild Private Limited Jaunt Propbuild Private Limited (Jaunt Propbuild) was incorporated on January 17, 2007 under the laws of India. The registered office of Jaunt Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Jaunt Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Jaunt Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Dove Promoters Private Limited Mr. Surender Varma (as nominee of Dove Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Jaunt Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 100.00 (31.68) (0.72) 6.83

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (12.05) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Jay Propbuild Private Limited Jay Propbuild Private Limited (Jay Propbuild) was incorporated on December 29, 2006 under the laws of India. The registered office of Jay Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Jay Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not.

254

Shareholding Pattern The shareholding pattern of Jay Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Estates Private Limited Mr. Surender Varma (as nominee of Logical Estates Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Jay Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (35.82) (0.74) 6.42

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.47) 100.00 (28.47) (11.17) 7.15

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Jemmy Propbuild Private Limited Jemmy Propbuild Private Limited (Jemmy Propbuild) was incorporated on January 12, 2007 under the laws of India. The registered office of Jemmy Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Jemmy Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Jemmy Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Zonex Estates Private Limited Mr. Surender Varma (as nominee of Zonex Estates Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Jemmy Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.

Financial Performance

255

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.89) 100.00 (24.89) (11.50) 7.51

(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (32.24) (0.74) 6.78

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Jerkin Propbuild Private Limited Jerkin Propbuild Private Limited (Jerkin Propbuild) was incorporated on January 17, 2007 under the laws of India. The registered office of Jerkin Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Jerkin Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Jerkin Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Utkarsh Buildcon Private Limited Mr. Surender Varma (as nominee of Utkarsh Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Jerkin Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 100.00 (31.68) (0.72) 6.83

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (12.05) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Jest Realtors Private Limited Jest Realtors Private Limited (Jest Realtors) was incorporated on January 20, 2007 under the laws of India.

256

The registered office of Jest Realtors is located at 1st Floor, SCO 120-122, Sector 17C, Chandigarh 160 017. Jest Realtors was incorporated with the main object to set up, develop and manage integrated townships including housing, commercial premises, hotels, resorts, city and regional level urban infrastructure facilities such as roads and bridges, special economic zones. Shareholding Pattern The shareholding pattern of Jest Realtors as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Dove Promoters Private Limited Mr. Surender Varma (as nominee of Dove Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Jest Realtors as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 (7.10) 100.00 (32.59) (0.71) 6.74

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (25.49) 100.00 (25.49) (13.10) 7.45

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Jetty Propbuild Private Limited Jetty Propbuild Private Limited (Jetty Propbuild) was incorporated on January 15, 2007 under the laws of India. The registered office of Jetty Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Jetty Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Jetty Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Dove Promoters Private Limited Mr. Surender Varma (as nominee of Dove Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors

257

The board of directors of Jetty Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.79) (0.74) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (11.74) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Jig Propbuild Private Limited Jig Propbuild Private Limited (Jig Propbuild) was incorporated on January 16, 2007 under the laws of India. The registered office of Jig Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Jig Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Jig Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Dove Promoters Private Limited Mr. Surender Varma (as nominee of Dove Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Jig Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.70) (0.74) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (11.89) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

258

Jive Propbuild Private Limited Jive Propbuild Private Limited (Jive Propbuild) was incorporated on January 15, 2007 under the laws of India. The registered office of Jive Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Jive Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Jive Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 True Value Build-Con Private Limited Mr. Surender Varma (as nominee of True Value Build-Con Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Jive Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.79) (0.74) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (11.74) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Jocund Propbuild Private Limited Jocund Propbuild Private Limited (Jocund Propbuild) was incorporated on March 23, 2007 under the laws of India. The registered office of Jocund Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Jocund Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Jocund Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private No. of shares 9,999 1 % of Issued Capital 99.99 0.01

259

Name of Shareholder Limited) Total

No. of shares 10,000

% of Issued Capital 100.00

Board of Directors The board of directors of Jocund Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (11.36) 100.00 (34.87) (1.14) 6.51

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.51) 100.00 (23.51) (95.34) 7.65

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Juhi Promoters Private Limited Juhi Promoters Private Limited (Juhi Promoters) was incorporated on October 6, 2005 under the laws of India. The registered office of Juhi Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Juhi Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Juhi Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Juhi Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 (66.43) 100.00 885.96

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding N.A. 2006 (30.80) 100.00 (62.14) 2007 Rs. 5,532.22 983.18 100.00 952.38

260

For the period ended March 31, 2005 revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. 98.32 105.24

For the three months ended June 30, 2007

(6.35) 3.79

(6.64) 98.60

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Julep Propbuild Private Limited Julep Propbuild Private Limited (Julep Propbuild) was incorporated on January 31, 2007 under the laws of India. The registered office of Julep Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Julep Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Julep Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Prosperous Buildcon Private Limited Mr. Surender Varma (as nominee of Prosperous Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Julep Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.65) 100.00 (31.39) (0.76) 6.86

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.74) 100.00 (23.74) (14.44) 7.63

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Kaiser Propbuild Private Limited Kaiser Propbuild Private Limited (Kaiser Propbuild) was incorporated on February 28, 2007 under the laws of India. The registered office of Kaiser Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Kaiser Propbuild was incorporated with the main object of carrying on business as owners, builders,

261

developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Kaiser Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Kaiser Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (8.52) 100.00 (31.53) (0.85) 6.85

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.01) 100.00 (23.01) (26.24) 7.70

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Kalptaru Projects Private Limited Kalptaru Projects Private Limited (Kalptaru Projects) was incorporated on March 21, 2006 under the laws of India. The registered office of Kalptaru Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Kalptaru Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Kalptaru Projects as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Kalptaru Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.

262

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

2007 Rs. (68.28) 1,000.00 (80.57) (0.68) 9.19

(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 1,000.00 (87.82) (0.07) 9.12

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Kamdhenu Projects Private Limited Kamdhenu Projects Private Limited (Kamdhenu Projects) was incorporated on May 24, 2006 under the laws of India. The registered office of Kamdhenu Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Kamdhenu Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Kamdhenu Projects as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Kamdhenu Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 1,307,353.03 (453.71) 100.00 7,099.75 (45.37) 719.97

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

N.A.

N.A.

2007 Rs. 117,000.00 7,553.45 100.00 7,553.45 883.66 765.35

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Kartikay Buildwell Private Limited

263

Kartikay Buildwell Private Limited (Kartikay Buildwell) was incorporated on March 14, 2006 under the laws of India. The registered office of Kartikay Buildwell is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Kartikay Buildwell was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Kartikay Buildwell as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Kartikay Buildwell as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 1,228.04 (1,458.56) 100.00 (2,304.32) (145.86) (220.43)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.83) 8.44

2007 Rs. (842.39) 100.00 (845.76) (84.24) (74.58)

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Kayak Propbuild Private Limited Kayak Propbuild Private Limited (Kayak Propbuild) was incorporated on January 13, 2007 under the laws of India. The registered office of Kayak Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Kayak Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Kayak Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Gyan Kunj Constructions Private Limited Mr. Surender Varma (as nominee of Gyan Kunj Constructions Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

264

Board of Directors The board of directors of Kayak Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.80) (0.74) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (11.43) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Kedge Propbuild Private Limited Kedge Propbuild Private Limited (Kedge Propbuild) was incorporated on February 28, 2007 under the laws of India. The registered office of Kedge Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Kedge Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Kedge Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Kedge Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (8.52) 100.00 (31.53) (0.85)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) N.A. 2006 N.A. 2007 Rs. (23.01) 100.00 (23.01) (26.24)

265

Book value per share (Rs.)

(1) (2)

7.70

6.85

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Kestrel Propbuild Private Limited Kestrel Propbuild Private Limited (Kestrel Propbuild) was incorporated on January 13, 2007 under the laws of India. The registered office of Kestrel Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Kestrel Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Kestrel Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Prosperous Buildcon Private Limited Mr. Surender Varma (as nominee of Prosperous Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Kestrel Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.79) (0.74) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (11.43) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Kindle Propbuild Private Limited Kindle Propbuild Private Limited (Kindle Propbuild) was incorporated on February 20, 2007 under the laws of India. The registered office of Kindle Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Kindle Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Kindle Propbuild as of September 15, 2007 was as follows:

266

Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total

No. of shares 9,999 1 10,000

% of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Kindle Propbuild as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Ashish Gupta; Mr. Chintan Dewan; and Mr. Rishi Narula.
(in thousands, except share data) For the three months ended June 30, 2007 (8.92) 100.00 (31.93) (0.89) 6.81

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.01) 100.00 (23.01) (20.99) 7.70

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Kink Propbuild Private Limited Kink Propbuild Private Limited (Kink Propbuild) was incorporated on February 22, 2007 under the laws of India. The registered office of Kink Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Kink Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Kink Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Kink Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.

267

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (19.02) 100.00 (19.02) (18.27) 8.10

(in thousands, except share data) For the three months ended June 30, 2007 (8.52) 100.00 (27.54) (0.85) 7.25

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Kismet Propbuild Private Limited Kismet Propbuild Private Limited (Kismet Propbuild) was incorporated on February 21, 2007 under the laws of India. The registered office of Kismet Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Kismet Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Kismet Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Kismet Propbuild as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Ashish Gupta; Mr. Chintan Dewan; and Mr. Rishi Narula.
(in thousands, except share data) For the three months ended June 30, 2007 (10.41) 100.00 (33.41) (1.04) 6.66

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.01) 100.00 (23.01) (21.53) 7.70

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Knack Propbuild Private Limited

268

Knack Propbuild Private Limited (Knack Propbuild) was incorporated on March 7, 2007 under the laws of India. The registered office of Knack Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Knack Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Knack Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Knack Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.97) 100.00 (31.63) (0.80) 6.84

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.66) 100.00 (23.66) (34.55) 7.63

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Knoll Propbuild Private Limited Knoll Propbuild Private Limited (Knoll Propbuild) was incorporated on February 28, 2007 under the laws of India. The registered office of Knoll Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Knoll Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Knoll Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

269

Board of Directors The board of directors of Knoll Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (8.22) 100.00 (31.38) (0.82) 6.86

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.16) 100.00 (23.16) (26.42) 7.68

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Ladle Propbuild Private Limited Ladle Propbuild Private Limited (Ladle Propbuild) was incorporated on January 11, 2007 under the laws of India. The registered office of Ladle Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Ladle Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Ladle Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sewak Developers Private Limited Mr. Surender Varma (as nominee of Sewak Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Ladle Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (27.36) 100.00 (51.91) (2.74)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) N.A. 2006 N.A. 2007 Rs. (24.55) 100.00 (24.55) (11.20)

270

Book value per share (Rs.)

(1) (2)

7.55

4.81

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Laird Propbuild Private Limited Laird Propbuild Private Limited (Laird Propbuild) was incorporated on March 23, 2007 under the laws of India. The registered office of Laird Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Laird Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Laird Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Laird Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (11.36) 100.00 (34.87) (1.14) 6.51

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.51) 100.00 (23.51) (95.34) 7.65

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Laurel Propbuild Private Limited Laurel Propbuild Private Limited (Laurel Propbuild) was incorporated on February 28, 2007 under the laws of India. The registered office of Laurel Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Laurel Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Laurel Propbuild as of September 15, 2007 was as follows:

271

Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total

No. of shares 9,999 1 10,000

% of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Laurel Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (8.52) 100.00 (27.55) (0.85) 7.25

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (19.02) 100.00 (19.02) (21.70) 8.10

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Lavish Propbuild Private Limited Lavish Propbuild Private Limited (Lavish Propbuild) was incorporated on February 13, 2007 under the laws of India. The registered office of Lavish Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Lavish Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Lavish Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Lavish Propbuild as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Ashish Gupta; Mr. Chintan Dewan; and Mr. Rishi Narula.
(in thousands, except share data)

Financial Performance

272

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.01) 100.00 (23.01) (17.87) 7.70

For the three months ended June 30, 2007 (8.92) 100.00 (31.93) (0.89) 6.81

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Legend Buildcon Private Limited Legend Buildcon Private Limited (Legend Buildcon) was incorporated on July 22, 2005 under the laws of India. The registered office of Legend Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Legend Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Legend Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Legend Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 234,806.03 (347.79) 100.00 4,448.98 (34.78) 454.90

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (849.29) 100.00 (880.06) (122.53) (78.01)

N.A.

2007 Rs. 26,887.27 5,646.06 100.00 4,796.77 564.61 489.68

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Legend Buildwell Private Limited Legend Buildwell Private Limited (Legend Buildwell) was incorporated on March 13, 2006 under the laws of India.

273

The registered office of Legend Buildwell is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Legend Buildwell was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Legend Buildwell as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Legend Buildwell as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 (107.56) 100.00 (148.28) (10.76) (4.83)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

2007 Rs. (37.35) 100.00 (41.00) (3.73) 5.93

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Lifeline Build Tech Private Limited Lifeline Build Tech Private Limited (Lifeline Build Tech) was incorporated on March 16, 2006 under the laws of India. The registered office of Lifeline Build Tech is located at Flat No.1, 11, Aurangzeb Road, New Delhi 110 001. Lifeline Build Tech was incorporated with the main object of carrying on the business of construction of residential houses, commercial building, flats and factory buildings. Shareholding Pattern The shareholding pattern of Lifeline Build Tech as of September 15, 2007 was as follows:
Name of the Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Deepak Maharishi (as nominee of Camarederie Properties Private Limited) Total Number of equity shares % of Issued Capital

9,999 1 10,000

99.99 0.01 100.00

Board of Directors The board of directors of Lifeline Build Tech as of September 15, 2007 consisted of the following:

274

1. 2.

Mr. Gyanesh Nandan Jha; and Mr. Kamal Jeet Dogra.

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (11.32) 100.00 (21.32) (25.85) 7.87

2007 Rs. (73.34) 100.00 (84.66) (7.33) 1.53

(in thousands, except share data) For the three months ended June 30, 2007 3578.96 2361.61 100.00 2276.95 236.16 237.69

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Locus Propbuild Private Limited Locus Propbuild Private Limited (Locus Propbuild) was incorporated on February 13, 2007 under the laws of India. The registered office of Locus Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Locus Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Locus Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Locus Propbuild as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Ashish Gupta; Mr. Chintan Dewan; and Mr. Rishi Narula.
(in thousands, except share data) For the three months ended June 30, 2007 (8.52) 100.00 (31.53) (0.85) 6.85

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.) 2006 2007 Rs. (23.01) 100.00 (23.01) (17.87) 7.70

N.A.

N.A.

275

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Logical Developers Private Limited Logical Developers Private Limited (Logical Developers) was incorporated on August 17, 2004 under the laws of India. The registered office of Logical Developers is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Logical Developers was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Logical Developers as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 6,019,900 100 6,020,000 % of Issued Capital 100.00 100.00

Board of Directors The board of directors of Logical Developers as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (54,233.27) 60,200.00 (57,100.36) (9.01) 0.51

(315.51) 60,200.00 (943.75) (0.08) 9.84

2007 Rs. 125,311.44 5,680.11 60,200.00 (48,869.00) 0.94 1.88

(in thousands, except share data) For the three months ended June 30, 2007 1,736,617.96 (3,319.55) 60,200.00 (52,188.22) (0.55) 1.33

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Logical Estates Private Limited Logical Estates Private Limited (Logical Estates) was incorporated on November 23, 2001 under the laws of India. The registered office of Logical Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Logical Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Logical Estates as of September 15, 2007 was as follows:
Name of Shareholder No. of shares % of Issued Capital

276

Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total

9,900 100 10,000

99.00 1.00 100.00

Board of Directors The board of directors of Logical Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (364.78) 100.00 (441.65) (36.48) (34.16)

2007 Rs. (3,189.12) 100.00 (3,597.00) (318.91) (349.67)

(in thousands, except share data) For the three months ended June 30, 2007 29,039.38 (188.07) 100.00 (3,784.73) (18.81) (368.47)

(42.76) 100.00 (85.40) (4.28) 1.46

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Lucid Propbuild Private Limited Lucid Propbuild Private Limited (Lucid Propbuild) was incorporated on February 13, 2007 under the laws of India. The registered office of Lucid Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Lucid Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Lucid Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Lucid Propbuild as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Ashish Gupta; Mr. Chintan Dewan; and Mr. Rishi Narula.
(in thousands, except share data)

Financial Performance

277

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.01) 100.00 (23.01) (17.87) 7.70

For the three months ended June 30, 2007 (8.92) 100.00 (31.93) (0.89) 6.81

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Lunar Propbuild Private Limited Lunar Propbuild Private Limited (Lunar Propbuild) was incorporated on February 13, 2007 under the laws of India. The registered office of Lunar Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Lunar Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Lunar Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Lunar Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (8.52) 100.00 (31.53) (0.85) 6.85

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.01) 100.00 (23.01) (17.87) 7.70

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Lush Propbuild Private Limited Lush Propbuild Private Limited (Lush Propbuild) was incorporated on March 7, 2007 under the laws of India.

278

The registered office of Lush Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Lush Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Lush Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Lush Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.97) 100.00 (31.48) (0.80) 6.85

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.51) 100.00 (23.51) (34.32) 7.65

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Lustre Propbuild Private Limited Lustre Propbuild Private Limited (Lustre Propbuild) was incorporated on February 28, 2007 under the laws of India. The registered office of Lustre Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Lustre Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Lustre Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Lustre Propbuild as of September 15, 2007 consisted of the following:

279

1. 2.

Mr. Ashish Gupta; and Mr. Chintan Dewan.

(in thousands, except share data) For the three months ended June 30, 2007 (8.52) 100.00 (31.53) (0.85) 6.85

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.01) 100.00 (23.01) (26.24) 7.70

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Maestro Estates Private Limited Maestro Estates Private Limited (Maestro Estates) was incorporated on March 13, 2006 under the laws of India. The registered office of Maestro Estates is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Maestro Estates was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Maestro Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Maestro Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 140,924.37 (109.06) 100.00 (1,153.70) (10.91) (105.37)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

2007 Rs. (1,041.27) 100.00 (1,044.64) (104.13) (94.46)

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

280

Mahonia Estate Private Limited Mahonia Estate Private Limited (Mahonia Estate) was incorporated on October 3, 1997. The registered office of Mahonia Estate is at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Mahonia Estate was incorporated with the main object of carrying on the business of construction of residential houses, commercial building, flats and factory buildings. Shareholding Pattern The shareholding pattern of Mahonia Estate as of September 15, 2007 was as follows:
Name of the Shareholder Equity shares of face value Rs.100 Camarederie Properties Private Limited Mr. Deepak Maharishi (as nominee of Camarederie Properties Private Limited) Total Number of equity shares % of Issued Capital

9,990 10 10,000

99.90 0.10 100.00

Board of Directors The board of directors of Mahonia Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Pulkit Rajan Kakar; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 3,234.90 (8.10) 1,000.00 (234.10) (0.81) 76.59

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs. (23.84) 1,000.00 (128.69) (2.38) 85.61

2007 (97.31) 1,000.00 (225.99) (9.73) 77.40

(104.85) 1,000.00 (104.85) (10.49) 89.52

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.100.

Mansarovar Projects Private Limited Mansarovar Projects Private Limited (Mansarovar Projects) was incorporated on March 21, 2006 under the laws of India. The registered office of Mansarovar Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Mansarovar Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Mansarovar Projects as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

281

Board of Directors The board of directors of Mansarovar Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 1,362.59 (9.00) 1,000.00 (119.39) (0.09) 8.81

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs. (12.29) 1,000.00 (56.53) (4.08) 9.43

2007 (98.10) 1,000.00 (110.39) (0.98) 8.90

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Markwel Promoters Private Limited Markwel Promoters Private Limited (Markwel Promoters) was incorporated on March 21, 2006 under the laws of India. The registered office of Markwel Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Markwel Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Markwel Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Markwel Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (12.16) 1,000.00 (123.50) (0.12) 8.76

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.) 2006 (12.29) 1,000.00 (56.53) (4.08) 9.43 2007 Rs. (99.06) 1,000.00 (111.35) (0.99) 8.89

N.A.

282

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Mega City Promoters Private Limited Mega City Promoters Private Limited (Mega City Promoters) was incorporated on August 17, 2004 under the laws of India. The registered office of Mega City Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Mega City Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Mega City Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 64,900 100 65,000 % of Issued Capital 99.84 0.16 100.00

Board of Directors The board of directors of Mega City Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Pulkit Rajan Kakar; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (9.91) 650.00 (300.75) (0.15) 5.37

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (147.41) 650.00 (234.75) (2.27) 6.39

2007 Rs. (82.61) 650.00 (290.84) (1.27) 5.53

(60.82) 650.00 (96.18) (1.50) 8.52

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Merriment Conbuild Private Limited Merriment Conbuild Private Limited (Merriment Conbuild) was incorporated on April 5, 2007 under the laws of India. The registered office of Merriment Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Merriment Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Merriment Conbuild as of September 15, 2007 was as follows:

283

Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Surender Varma (as nominee of Camarederie Properties Private Limited) Total

No. of shares

% of Issued Capital

9,999 1 10,000

99.99 0.01 100.00

Board of Directors The board of directors of Merriment Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (19.91) 100.00 (19.91) (2.06) 8.01

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

2007

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Milky Way Realtors Private Limited Milky Way Realtors Private Limited (Milky Way Realtors) was incorporated on March 13, 2006 under the laws of India. The registered office of Milky Way Realtors is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Milky Way Realtors was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Milky Way Realtors as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Milky Way Realtors as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Tarun Mehrotra.
(in thousands, except share data)

Financial Performance

284

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

2007 Rs. (251.09) 100.00 (254.45) (25.11) (15.45)

For the three months ended June 30, 2007 (129.45) 100.00 (383.91) (12.95) (28.39)

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Minion Conbuild Private Limited Minion Conbuild Private Limited (Minion Conbuild) was incorporated on April 5, 2007 under the laws of India. The registered office of Minion Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Minion Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Minion Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Surender Varma (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Minion Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (23.58) 100.00 (23.58) (2.44) 7.64

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

2007

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Mirth Conbuild Private Limited Mirth Conbuild Private Limited (Mirth Conbuild) was incorporated on April 3, 2007 under the laws of India.

285

The registered office of Mirth Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Mirth Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Mirth Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Surender Varma (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Mirth Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (16.23) 100.00 (16.23) (1.66) 8.38

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

2007

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Modular Estates Private Limited Modular Estates Private Limited (Modular Estates) was incorporated on March 21, 2006 under the laws of India. The registered office of Modular Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Modular Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Modular Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Modular Estates as of September 15, 2007 consisted of the following:

286

1. 2.

Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.

(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 1,000.00 (115.22) (0.07) 8.85

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

2007 Rs. (95.68) 1,000.00 (107.97) (0.96) 8.92

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Monarch Buildcon Private Limited Monarch Buildcon Private Limited (Monarch Buildcon) was incorporated on March 13, 2006 under the laws of India. The registered office of Monarch Buildcon is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Monarch Buildcon was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Monarch Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Monarch Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 624.68 (109.06) 100.00 (186.81) (10.91) (8.68)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

2007 Rs. (74.38) 100.00 (77.75) (7.44) 2.23

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

287

Monga Properties Private Limited Monga Properties Private Limited (Monga Properties) was incorporated on March 13, 2006 under the laws of India. The registered office of Monga Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Monga Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Monga Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Monga Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 (110.16) 100.00 (152.22) (11.02) 5.22

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

2007 Rs. (38.69) 100.00 (42.06) (3.87) 5.79

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Naam Promoters Private Limited Naam Promoters Private Limited (Naam Promoters) was incorporated on June 19, 2006 under the laws of India. The registered office of Naam Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Naam Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Naam Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 14,999 1 15,000 % of Issued Capital 99.99 0.01 100.00

288

Board of Directors The board of directors of Naam Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 1,128.99 (8.25) 150.00 (103.98) (0.55) 3.07

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (95.73) 150.00 (95.73) (8.14) 3.62

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Navrattan Buildcon Private Limited Navrattan Buildcon Private Limited (Navrattan Buildcon) was incorporated on March 21, 2006 under the laws of India. The registered office of Navrattan Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Navrattan Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Navrattan Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Navrattan Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (14.55) 1,000.00 (127.23) (0.15)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) N.A. 2006 (12.29) 1,000.00 (56.53) (4.08) 2007 Rs. (100.39) 1,000.00 (112.68) (1.00)

289

For the period ended March 31, 2005 Book value per share (Rs.)
(1) (2)

2006 9.43

2007 Rs. 8.87

For the three months ended June 30, 2007 8.73

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Nayas Projects Private Limited Nayas Projects Private Limited (Nayas Projects) was incorporated on May 13, 2006 under the laws of India. The registered office of Nayas Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Nayas Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Nayas Projects as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.[] Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Nayas Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 16.52 (8.25) 100.00 (1,735.43) (0.82) (163.54)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (1,727.18) 100.00 (1,727.18) (195.18) (162.72)

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Nettle Propbuild Private Limited Nettle Propbuild Private Limited (Nettle Propbuild) was incorporated on January 12, 2007 under the laws of India. The registered office of Nettle Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Nettle Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern

290

The shareholding pattern of Nettle Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sewak Developers Private Limited Mr. Surender Varma (as nominee of Sewak Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Nettle Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 100.00 (31.82) (0.72) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.57) 100.00 (24.57) (11.35) 7.54

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Newt Propbuild Private Limited Newt Propbuild Private Limited (Newt Propbuild) was incorporated on January 11, 2007 under the laws of India. The registered office of Newt Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Newt Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Newt Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Brijbasi Projects Private Limited Mr. Surender Varma (as nominee of Brijbasi Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Newt Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.

Financial Performance

291

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.55) 100.00 (24.55) (11.20) 7.55

(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.90) (0.74) 6.81

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Nipper Propbuild Private Limited Nipper Propbuild Private Limited (Nipper Propbuild) was incorporated on January 12, 2007 under the laws of India. The registered office of Nipper Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Nipper Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Nipper Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Brijbasi Projects Private Limited Mr. Surender Varma (as nominee of Brijbasi Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Nipper Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 100.00 (31.80) (0.72) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.55) 100.00 (24.55) (11.34) 7.55

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

292

Nishkarsh Estates Private Limited Nishkarsh Estates Private Limited (Nishkarsh Estates) was incorporated on March 21, 2006 under the laws of India. The registered office of Nishkarsh Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Nishkarsh Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Nishkarsh Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Nishkarsh Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 35,954.43 (17.56) 1,000.00 (127.61) (0.18) 8.72

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

2007 Rs. (97.76) 1,000.00 (110.05) (0.98) 8.90

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Notch Propbuild Private Limited Notch Propbuild Private Limited (Notch Propbuild) was incorporated on January 15, 2007 under the laws of India. The registered office of Notch Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Notch Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Notch Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Brijbasi Projects Private Limited Mr. Surender Varma (as nominee of Brijbasi Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

293

Board of Directors The board of directors of Notch Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.79) (0.74) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (11.74) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Pansy Buildcons Private Limited Pansy Buildcons Private Limited (Pansy Buildcons) was incorporated on June 9, 2006 under the laws of India. The registered office of Pansy Buildcons is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Pansy Buildcons was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Pansy Buildcons as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Active Promoters Private Limited Total No. of shares 19,000 1,000 20,000 % of Issued Capital 95.00 5.00 100.00

Board of Directors The board of directors of Pansy Buildcons as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Sohail Ashraf.
(in thousands, except share data) For the three months ended June 30, 2007 1,734.30 (9.06) 200.00 33,785.53 (0.45) 1,699.28

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.) 2006 2007 Rs. (35.41) 200.00 33,794.60 (2.18) 1,699.73

N.A.

N.A.

294

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Pater Propbuild Private Limited Pater Propbuild Private Limited (Pater Propbuild) was incorporated on February 2, 2007 under the laws of India. The registered office of Pater Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Pater Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Pater Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Rose Gate Estates Private Limited Mr. Surender Varma (as nominee of Rose Gate Estates Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Pater Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.65) 100.00 (30.81) (0.76) 6.92

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.16) 100.00 (23.16) (14.58) 7.68

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Paving Propbuild Private Limited Paving Propbuild Private Limited (Paving Propbuild) was incorporated on February 3, 2007 under the laws of India. The registered office of Paving Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Paving Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Paving Propbuild as of September 15, 2007 was as follows:
Name of Shareholder No. of shares % of Issued Capital

295

Name of Shareholder Equity shares of face value Rs.10 Kamdhenu Projects Private Limited Mr. Surender Varma (as nominee of Kamdhenu Projects Private Limited) Total

No. of shares 9,999 1 10,000

% of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Paving Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.65) 100.00 (30.81) (0.76) 6.92

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.16) 100.00 (23.16) (14.58) 7.68

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Perch Conbuild Private Limited Perch Conbuild Private Limited (Perch Conbuild) was incorporated on April 3, 2007 under the laws of India. The registered office of Perch Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Perch Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Perch Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Surender Varma (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Perch Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.

296

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

2007

(in thousands, except share data) For the three months ended June 30, 2007 (19.41) 100.00 (19.41) (1.98) 8.06

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs. 10.

Perpetual Realtors Private Limited Perpetual Realtors Private Limited (Perpetual Realtors) was incorporated on March 14, 2006 under the laws of India. The registered office of Perpetual Realtors is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Perpetual Realtors was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Perpetual Realtors as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Perpetual Realtors as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 1,018.81 (9.06) 100.00 (50.77) (0.91) 4.92

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.83) 8.44

2007 Rs. (38.35) 100.00 (41.71) (3.83) 5.83

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

297

Pragya Buildcon Private Limited Pragya Buildcon Private Limited (Pragya Buildcon) was incorporated on August 8, 2006 under the laws of India. The registered office of Pragya Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Pragya Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Pragya Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Pragya Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (13.10) 100.00 (211.53) (1.31) (11.15)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (198.43) 100.00 (198.43) (30.69) (9.84)

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Pratiksha Buildcon Private Limited Pratiksha Buildcon Private Limited (Pratiksha Buildcon) was incorporated on March 21, 2006 under the laws of India. The registered office of Pratiksha Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Pratiksha Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Pratiksha Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

298

Board of Directors The board of directors of Pratiksha Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (8.11) 1,000.00 (87.48) (0.08) 9.13

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) 2006 (12.29) 1,000.00 (56.53) (4.08) 9.43 2007 Rs. (67.08) 1,000.00 (79.37) (0.67) 9.21

N.A.

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Pratiksha Developers Private Limited Pratiksha Developers Private Limited (Pratiksha Developers) was incorporated on March 21, 2006 under the laws of India. The registered office of Pratiksha Developers is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Pratiksha Developers was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Pratiksha Developers as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Pratiksha Developers as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (8.59) 1,000.00 (87.69) (0.09) 9.12

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.) 2006 (12.29) 1,000.00 (56.53) (4.08) 9.43 2007 Rs. (66.82) 1,000.00 (79.11) (0.67) 9.21

N.A.

299

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Pratyaksh Promoters Private Limited Pratyaksh Promoters Private Limited (Pratyaksh Promoters) was incorporated on August 17, 2006 under the laws of India. The registered office of Pratyaksh Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Pratyaksh Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Pratyaksh Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Pratyaksh Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 100.00 (70.39) (0.72) 2.96

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (63.14) 100.00 (63.14) (10.15) 3.69

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Prezzie Propbuild Private Limited Prezzie Propbuild Private Limited (Prezzie Propbuild) was incorporated on January 15, 2007 under the laws of India. The registered office of Prezzie Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Prezzie Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Prezzie Propbuild as of September 15, 2007 was as follows:
Name of Shareholder No. of shares % of Issued Capital

300

Equity shares of face value Rs.10 Garland Estate Private Limited Mr. Surender Varma (as nominee of Garland Estate Private Limited) Total

9,999 1 10,000

99.99 0.01 100.00

Board of Directors The board of directors of Prezzie Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (32.06) (0.74) 6.79

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.70) 100.00 (24.70) (11.86) 7.53

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Progeny Propbuild Private Limited Progeny Propbuild Private Limited (Progeny Propbuild) was incorporated on January 18, 2007 under the laws of India. The registered office of Progeny Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Progeny Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Progeny Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Garland Estate Private Limited Mr. Surender Varma (as nominee of Garland Estate Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Progeny Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007

Financial Performance
For the period ended March 31, 2005 2006 2007 Rs.

301

Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

N.A.

N.A.

(24.77) 100.00 (24.77) (12.38) 7.52

(7.36) 100.00 (32.12) (0.74) 6.79

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Prosperous Buildcon Private Limited Prosperous Buildcon Private Limited (Prosperous Buildcon) was incorporated on August 17, 2004 under the laws of India. The registered office of Prosperous Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002 was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Prosperous Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 19,900 100 20,000 % of Issued Capital 99.50 0.50 100.00

Board of Directors The board of directors of Prosperous Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Pulkit Rajan Kakar; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 1,009,840.70 (247.02) 200.00 (2,272.91) (12.35) (103.65)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (458.81) 200.00 (506.52) (22.94) (15.33)

(12.62) 200.00 (56.49) (1.01) 7.18

2007 Rs. 6,565.32 (1,554.46) 200.00 (2,025.89) (77.72) (91.29)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Prosperous Constructions Private Limited Prosperous Constructions Private Limited (Prosperous Constructions) was incorporated on January 15, 2004 under the laws of India. The registered office of Prosperous Constructions is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Prosperous Constructions was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings.

302

Shareholding Pattern The shareholding pattern of Prosperous Constructions as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Prosperous Constructions as of September 15, 2007 consisted of the following: 1. 2. Mr. Pulkit Rajan Kakar; and Mr. Deepak Maharishi.

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (97.59) 100.00 (156.54) (9.76) (5.65

2007 Rs. (88.69) 100.00 (210.00) (8.87) (11.00)

(in thousands, except share data) For the three months ended June 30, 2007 4,444.61 (29.73) 100.00 (239.73) (2.97) (13.97)

(23.73) 100.00 (67.75) (2.37) 3.23

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Pukhraj Realtors Private Limited Pukhraj Realtors Private Limited (Pukhraj Realtors) was incorporated on March 13, 2006 under the laws of India. The registered office of Pukhraj Realtors is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Pukhraj Realtors was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Pukhraj Realtors as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Pukhraj Realtors as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.

303

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

2007 Rs. (74.81) 100.00 (78.18) (7.48) 2.18

(in thousands, except share data) For the three months ended June 30, 2007 7,637.47 (167.40) 100.00 (245.58) (16.74) (14.56)

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Pulse Estates Private Limited Pulse Estates Private Limited (Pulse Estates) was incorporated on March 13, 2006 under the laws of India. The registered office of Pulse Estates is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Pulse Estates was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Pulse Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Pulse Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 (39.52) 100.00 (42.89) (3.95) 5.71 (409.06) 100.00 (451.95) (40.91) (35.20)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

2007 Rs.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Pushkar Projects Private Limited

304

Pushkar Projects Private Limited (Pushkar Projects) was incorporated on May 18, 2006 under the laws of India. The registered office of Pushkar Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Pushkar Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Pushkar Projects as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 14,999 1 15,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Pushkar Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 671.23 (8.25) 150.00 (104.00) (0.55) 3.07

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (95.75) 150.00 (95.75) (7.33) 3.62

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Ram Ban Projects Private Limited Ram Ban Projects Private Limited (Ram Ban) was incorporated on May 22, 2006 under the laws of India. The registered office of Ram Ban is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Ram Ban was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Ram Ban as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Ram Ban as of September 15, 2007 consisted of the following:

305

1. 2.

Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.

(in thousands, except share data) For the three months ended June 30, 2007 (133.32) 100.00 (363.48) (13.33) (26.35)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (230.16) 100.00 (230.16) (26.75) (13.02)

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Rolex Estates Private Limited Rolex Estates Private Limited (Rolex Estates) was incorporated on March 21, 2006 under the laws of India. The registered office of Rolex Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Rolex Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Rolex Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Rolex Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (7.96) 1,000.00 (88.94) (0.08) 9.11

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

2007 Rs. (68.69) 1,000.00 (80.98) (0.69) 9.19

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Rose Gate Estates Private Limited

306

Rose Gate Estates Private Limited (Rose Gate Estates) was incorporated on June 27, 2005 under the laws of India. The registered office of Rose Gate Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Rose Gate Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Rose Gate Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Rose Gate Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Pulkit Rajan Kakar; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 66,561.96 (134.86) 100.00 (1,599.54) (13.49) (169.95)

Financial Performance
For the period ended March 31, . Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2005

2006 (75.09) 100.00 (106.33) (9.86) (0.63)

N.A.

2007 Rs. 9,743.33 1,809.49 100.00 1,734.40 180.95 183.44

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Rudraksha Realtors Private Limited Rudraksha Realtors Private Limited (Rudraksha Realtors) was incorporated on March 13, 2006 under the laws of India. The registered office of Rudraksha Realtors is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Rudraksha Realtors was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Rudraksha Realtors as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

307

Board of Directors The board of directors of Rudraksha Realtors as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 2,150.76 (109.06) 100.00 (153.87) (10.91) (5.39)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

2007 Rs. (41.45) 100.00 (44.81) (4.14) 5.52

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sacred Estates Private Limited Sacred Estates Private Limited (Sacred Estates) was incorporated on March 14, 2006 under the laws of India. The registered office of Sacred Estates is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Sacred Estates was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Sacred Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Sacred Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 1,132.25 (9.06) 100.00 (56.97) (0.91)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) N.A. 2006 (3.37) 100.00 (15.60) (6.83) 2007 Rs. (44.55) 100.00 (47.91) (4.45)

308

Book value per share (Rs.)

(1) (2)

8.44

5.21

4.30

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sambhavee Projects Private Limited Sambhavee Projects Private Limited (Sambhavee Projects) was incorporated on March 21, 2006 under the laws of India. The registered office of Sambhavee Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Sambhavee Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Sambhavee Projects as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Sambhavee Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (10.50) 1,000.00 (89.87) (0.10) 9.10

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

2007 Rs. (67.08) 1,000.00 (79.37) (0.67) 9.21

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Samvardhan Estates Private Limited Samvardhan Estates Private Limited (Samvardhan Estates) was incorporated on March 21, 2006 under the laws of India. The registered office of Samvardhan Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Samvardhan Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Samvardhan Estates as of September 15, 2007 was as follows:
Name of Shareholder No. of shares % of Issued Capital

309

Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total

99,900 100 100,000

99.90 0.10 100.00

Board of Directors The board of directors of Samvardhan Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 1,000.00 (86.62) (0.07) 9.13

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

2007 Rs. (67.08) 1,000.00 (79.37) (0.67) 9.21

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sandesh Buildcon Private Limited Sandesh Buildcon Private Limited (Sandesh Buildcon) was incorporated on March 21, 2006 under the laws of India. The registered office of Sandesh Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Sandesh Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Sandesh Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Sandesh Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.

Financial Performance

310

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

2007 Rs. (101.04) 1,000.00 (113.33) (1.01) 8.87

(in thousands, except share data) For the three months ended June 30, 2007 (8.25) 1,000.00 (121.58) (0.08) 8.78

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sankalp Buildtech Private Limited Sankalp Buildtech Private Limited (Sankalp Buildtech) was incorporated on March 13, 2006 under the laws of India. The registered office of Sankalp Buildtech is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Sankalp Buildtech was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Sankalp Buildtech as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Sankalp Buildtech as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 (107.56) 100.00 (148.27) (10.76) (4.83)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

2007 Rs. (37.34) 100.00 (40.72) (3.73) 5.93

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sankalp Promoters Private Limited

311

Sankalp Promoters Private Limited (Sankalp Promoters) was incorporated on August 26, 2005 under the laws of India. The registered office of Sankalp Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Sankalp Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Sankalp Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Sankalp Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 123,465.37 (86.35) 100.00 998.95 (8.64) 109.90

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (31.19) 100.00 (61.96) (5.22) 3.80

N.A.

2007 Rs. 6,496.66 1,116.49 100.00 1,085.31 111.65 118.53

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sanskar Buildcon Private Limited Sanskar Buildcon Private Limited (Sanskar Buildcon) was incorporated on October 6, 2005 under the laws of India. The registered office of Sanskar Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Sanskar Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Sanskar Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

312

Board of Directors The board of directors of Sanskar Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 744.22 (180.58) 100.00 2,552.77 (18.06) 265.28

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (30.66) 100.00 (61.43) (6.32) 3.86

N.A.

2007 Rs. 14,902.68 2,764.00 100.00 2,733.35 276.40 283.33

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sanskar Buildwell Private Limited Sanskar Buildwell Private Limited (Sanskar Buildwell) was incorporated on March 14, 2006 under the laws of India. The registered office of Sanskar Buildwell is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Sanskar Buildwell was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Sanskar Buildwell as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Sanskar Buildwell as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 1,255.77 (9.06) 100.00 (54.34) (0.91)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) N.A. 2006 (3.37) 100.00 (15.60) (6.83) 2007 Rs. (41.91) 100.00 (45.28) (4.19)

313

Book value per share (Rs.)

(1) (2)

8.44

5.47

4.57

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sanyukta Promoters Private Limited Sanyukta Promoters Private Limited (Sanyukta Promoters) was incorporated on March 21, 2006 under the laws of India. The registered office of Sanyukta Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Sanyukta Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Sanyukta Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Sanyukta Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 1,000.00 (88.12) (0.07) 9.12

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

2007 Rs. (68.58) 1,000.00 (80.87) (0.69) 9.19

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sarvodaya Buildcon Private Limited Sarvodaya Buildcon Private Limited (Sarvodaya Buildcon) was incorporated on June 27, 2005 under the laws of India. The registered office of Sarvodaya Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Sarvodaya Buildcon was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Sarvodaya Buildcon as of September 15, 2007 was as follows:

314

Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total

No. of shares 9,900 100 10,000

% of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Sarvodaya Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 1,834.01 (393.78) 100.00 6,336.64 (39.38) 643.66

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (56.53) 100.00 (87.76) (7.42) 1.22

N.A.

2007 Rs. 35,752.39 6,786.94 100.00 6,730.41 678.69 683.04

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sarvpriya Realtors Private Limited Sarvpriya Realtors Private Limited (Sarvpriya Realtors) was incorporated on March 14, 2006 under the laws of India. The registered office of Sarvpriya Realtors is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Sarvpriya Realtors was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Sarvpriya Realtors as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Sarvpriya Realtors as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data)

Financial Performance

315

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.83) 8.44

2007 Rs. (37.15) 100.00 (40.51) (3.71) 5.95

For the three months ended June 30, 2007 5,187.47 (9.06) 100.00 (49.57) (0.91) 5.04

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Seriel Build Tech Private Limited Seriel Build Tech Private Limited (Seriel Build Tech) was incorporated on March 1, 2006 under the laws of India. The registered office of Seriel Build Tech is located at 17-B, MGF House, Asaf Ali Road, New DelI 110 002. Seriel Build Tech was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Seriel Build Tech as of September 15, 2007 was as follows:
Name of the Shareholder Camarederie Properties Private Limited Mr. Deepak Maharishi (as nominee of Camarederie Properties Private Limited) Total Number of equity shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Seriel Build Tech as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Chintan Dewan.

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (19.64) 100.00 (36.64) (23.13) 6.34

2007 Rs. (65.87) 100.00 (85.51) (6.59) 1.45

(in thousands, except share data) For the three months ended June 30, 2007 47,238.96 (8.60) 100.00 (94.11) (0.86) 0.59

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sewak Developers Private Limited Sewak Developers Private Limited (Sewak Developers) was incorporated on June 4, 2006 under the laws of India.

316

The registered office of Sewak Developers is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Sewak Developers was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Sewak Developers as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Sewak Developers as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 658,244.94 (28.25) 100.00 (205.65) (2.82) (10.57)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (177.40) 100.00 (177.40) (21.51) (7.74)

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sharyans Buildcon Private Limited Sharyans Buildcon Private Limited (Sharyans Buildcon) was incorporated on March 21, 2006 under the laws of India. The registered office of Sharyans Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Sharyans Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Sharyans Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Sharyans Buildcon as of September 15, 2007 consisted of the following: 1. Mr. Deepak Maharishi; and

317

2.

Mr. Bharat Bhushan Garg.

(in thousands, except share data) For the three months ended June 30, 2007 (8.25) 1,000.00 (121.58) (0.08) 8.78

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

2007 Rs. (101.04) 1,000.00 (113.33) (1.01) 8.87

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Shitij Buildcon Private Limited Shitij Buildcon Private Limited (Shitij Buildcon) was incorporated on March 14, 2006 under the laws of India. The registered office of Shitij Buildcon is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Shitij Buildcon was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Shitij Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Shitij Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 4,570.03 (32.52) 100.00 (458.80) (3.25) (35.88)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.83) 8.44

2007 Rs. (422.91) 100.00 (426.27) (42.29) (32.63)

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sidhant Buildcon Private Limited

318

Sidhant Buildcon Private Limited (Sidhant Buildcon) was incorporated on March 21, 2006 under the laws of India. The registered office of Sidhant Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Sidhant Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Sidhant Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Sidhant Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 4,608.82 (8.33) 1,000.00 (120.92) (0.08) 8.79

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

2007 Rs. (100.31) 1,000.00 (112.60) (1.00) 8.87

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sidhivinayak Buildcon Private Limited Sidhivinayak Buildcon Private Limited (Sidhivinayak Buildcon) was incorporated on March 26, 2004 under the laws of India. The registered office of Sidhivinayak Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Sidhivinayak Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Sidhivinayak Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 12,400 100 12,500 % of Issued Capital 99.20 0.80 100.00

319

Board of Directors The board of directors of Sidhivinayak Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 302,610.36 502.97 125.00 183.95 40.24 24.72

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (85.50) 125.00 (103.34) (6.84) 1.73

2007 Rs. (230.64) 125.00 (319.02) (18.45) (15.52)

(2.88) 125.00 (21.58) (0.28) 8.27

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sidhivinayak Durobuild Private Limited Sidhivinayak Durobuild Private Limited (Sidhivinayak Durobuild) was incorporated on March 13, 2006 under the laws of India. The registered office of Sidhivinayak Durobuild is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Sidhivinayak Durobuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Sidhivinayak Durobuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Sidhivinayak Durobuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 (107.56) 100.00 (147.08) (10.76)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) N.A. 2006 (3.37) 100.00 (15.59) (6.47) 2007 Rs. (36.15) 100.00 (39.52) (3.61)

320

Book value per share (Rs.)

(1) (2)

8.44

6.05

(4.71)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Silver Sands Resorts Management Private Limited Silver Sands Resorts Management Private Limited (Silver Sands) was incorporated on March 14, 2007 under the laws of Singapore. The registered office of Silver Sands is located at 20, Raffles Place, # 09-01, Ocean Towers, Singapore 048620. The principal activity of Silver Sands is to operate resorts, hotels and restaurants. Shareholding Pattern The shareholding pattern of Silver Sands as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value US$1 Glen Propbuild Private Limited Singapore Total No. of shares % of Issued Capital

1 1

100.00 100.00

Board of Directors The board of directors of Silver Sands as of September 15, 2007 consisted of the following: 1. 2. Mr. Sanjay Baweja (Ms. Ether Au Siew Peng acts as Alternate Director to Mr. Sanjay Baweja); and Mr. Lian Kim Seng.

Financial Performance The audited financial information is currently not available.

Snow White Buildcon Private Limited Snow White Buildcon Private Limited (Snow White Buildcon) was incorporated on June 29, 2005 under the laws of India. The registered office of Snow White Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Snow White Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Snow White Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Snow White Buildcon as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Deepak Maharishi Mr. Bharat Bhushan Garg; and Mr. Rakshit Jain.

321

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (49.57) 100.00 (80.81) (6.56) 1.92

N.A.

2007 Rs. 4,130.74 694.39 100.00 644.82 69.44 74.48

(in thousands, except share data) For the three months ended June 30, 2007 31,409.31 137.41 100.00 782.23 13.74 88.22

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sonex Projects Private Limited Sonex Projects Private Limited (Sonex Projects) was incorporated on June 29, 2005 under the laws of India. The registered office of Sonex Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Sonex Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Sonex Projects as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Sonex Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 (87.11) 100.00 155.30 (8.71) 25.53

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (33.56) 100.00 (64.79) (4.44) 3.52

N.A.

2007 Rs. 2,432.90 275.97 100.00 242.42 27.60 34.24

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

322

Sparsh Promoters Private Limited Sparsh Promoters Private Limited (Sparsh Promoters) was incorporated on March 21, 2006 under the laws of India. The registered office of Sparsh Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Sparsh Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Sparsh Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Sparsh Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 21,898.90 (8.52) 1,000.00 (127.74) (0.09) 8.72

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

2007 Rs. (106.93) 1,000.00 (119.22) (1.07) 8.81

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sphere Realtors Private Limited Sphere Realtors Private Limited (Sphere Realtors) was incorporated on March 14, 2006 under the laws of India. The registered office of Sphere Realtors is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Sphere Realtors was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Sphere Realtors as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

323

Board of Directors The board of directors of Sphere Realtors as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 (7.56) 100.00 (47.65) (0.76) 5.24

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.83) 8.44

2007 Rs. (36.72) 100.00 (40.08) (3.67) 5.99

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Spiritual Realtors Private Limited Spiritual Realtors Private Limited (Spiritual Realtors) was incorporated on March 14, 2006 under the laws of India. The registered office of Spiritual Realtors is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Spiritual Realtors was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Spiritual Realtors as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Spiritual Realtors as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 (7.73) 100.00 (47.82)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) N.A. 2006 (3.37) 100.00 (15.60) 2007 Rs. (36.72) 100.00 (40.09)

324

Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(6.83) 8.44

(3.67) 5.99

(0.77) 5.22

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sprouting Properties Private Limited Sprouting Properties Private Limited (Sprouting Properties) was incorporated on March 13, 2006 under the laws of India. The registered office of Sprouting Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Sprouting Properties was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Sprouting Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Sprouting Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 310.74 (109.06) 100.00 (149.66) (10.91) (4.97)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (3.37) 100.00 (15.60) (6.47) 8.44

2007 Rs. (37.23) 100.00 (40.60) (3.72) 5.94

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Spurt Projects Private Limited Spurt Projects Private Limited (Spurt Projects) was incorporated on May 13, 2006 under the laws of India. The registered office of Spurt Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Spurt Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Spurt Projects as of September 15, 2007 was as follows:

325

Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Deepak Maharishi (as nominee of Camarederie Properties Private Limited) Total

No. of shares 9,999 1 10,000

% of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Spurt Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.
(in thousands, except share data) For the three months ended June 30, 2007 9906.41 6530.97 100.00 6420.24 653.10 652.02

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (110.74) 100.00 (110.74) (12.51) (1.07)

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sriyam Estates Private Limited Sriyam Estates Private Limited (Sriyam Estates) was incorporated on July 12, 2006 under the laws of India. The registered office of Sriyam Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Sriyam Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Sriyam Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Sriyam Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 (8.25)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax N.A. 2006 N.A. 2007 Rs. (250.72)

326

For the period ended March 31, 2005 Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. 100.00 (250.72) (34.80) (15.07)

For the three months ended June 30, 2007 100.00 (258.97) (0.82) (15.90)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

SSP Buildcon Private Limited SSP Buildcon Private Limited (SSP Buildcon) was incorporated on February 8, 2005 under the laws of India. The registered office of SSP Buildcon is located at 17-B, MGF House, Asaf Ali Road New Delhi 110 002. SSP Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of SSP Buildcon as of September 15, 2007 was as follows:
Name of the Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Deepak Maharishi (as nominee of Camarederie Properties Private Limited) Total Number of equity shares % of Issued Capital

9,999 1 10,000

99.99 0.01 100.00

Board of Directors The board of directors of SSP Buildcon as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Deepak Maharishi; Mr. Pulkit Rajan Kakar; and Mr. Rakshit Jain.
(in thousands, except share data) For the three months ended June 30, 2007 (27.95) 100.00 (4,476.22) (2.80) (437.62)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs. (273.54) 100.00 (325.53) (27.35) (22.55)

2007 (4,163.71) 100.00 (4,448.27) (416.37) (434.83)

(11.02) 100.00 (51.99) (7.74) 4.80

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Stash Propbuild Private Limited Stash Propbuild Private Limited (Stash Propbuild) was incorporated on January 11, 2007 under the laws of India.

327

The registered office of Stash Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Stash Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Stash Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Garland Estate Private Limited Mr. Surender Varma (as nominee of Garland Estate Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Stash Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.90) (0.74) 6.81

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.55) 100.00 (24.55) (11.20) 7.55

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Stave Propbuild Private Limited Stave Propbuild Private Limited (Stave Propbuild) was incorporated on January 13, 2007 under the laws of India. The registered office of Stave Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Stave Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Stave Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Rose Gate Estates Private Limited Mr. Surender Varma (as nominee of Rose Gate Estates Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

328

Board of Directors The board of directors of Stave Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.79) (0.74) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.44) 100.00 (24.44) (11.43) 7.56

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Stein Propbuild Private Limited Stein Propbuild Private Limited (Stein Propbuild) was incorporated on December 28, 2006 under the laws of India. The registered office of Stein Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Stein Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Stein Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Prosperous Buildcon Private Limited Mr. Surender Varma (as nominee of Prosperous Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Stein Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (35.32)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) N.A. 2006 N.A. 2007 Rs. (27.97) 100.00 (27.97)

329

For the period ended March 31, 2005 Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (10.86) 7.20

For the three months ended June 30, 2007 (0.74) 6.47

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Stent Propbuild Private Limited Stent Propbuild Private Limited (Stent Propbuild) was incorporated on January 15, 2007 under the laws of India. The registered office of Stent Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Stent Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Stent Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Rose Gate Estates Private Limited Mr. Surender Varma (as nominee of Rose Gate Estates Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Stent Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (31.79) (0.74) 6.82

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1)

2006

2007 Rs. (24.44) 100.00 (24.44) (11.74) 7.56

N.A.

N.A.

(2)

Net of miscellaneous expenditure not written off.

Face value of equity share is Rs.10.

Stroll Propbuild Private Limited Stroll Propbuild Private Limited (Stroll Propbuild) was incorporated on January 16, 2007 under the laws of India. The registered office of Stroll Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Stroll Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not.

330

Shareholding Pattern The shareholding pattern of Stroll Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Active Promoters Private Limited Mr. Surender Varma (as nominee of Active Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Stroll Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (32.06) (0.74) 6.79

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.70) 100.00 (24.70) (12.02) 7.53

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Strut Propbuild Private Limited Strut Propbuild Private Limited (Strut Propbuild) was incorporated on January 15, 2007 under the laws of India. The registered office of Strut Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Strut Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Strut Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Seriel Build Tech Private Limited Mr. Surender Varma (as nominee of Seriel Build Tech Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Strut Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Chintan Dewan; and Mr. Ashish Gupta.

331

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (24.70) 100.00 (24.70) (11.86) 7.53

(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (32.06) (0.74) 6.79

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sukhda Promoters Private Limited Sukhda Promoters Private Limited (Sukhda Promoters) was incorporated on August 11, 2006 under the laws of India. The registered office of Sukhda Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Sukhda Promoters was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Sukhda Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Deepak Maharishi (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Sukhda Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Pulkit Rajan Kakar.

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (113.68) 100.00 (113.68) (17.81) (1.37)

(in thousands, except share data) For the three months ended June 30, 2007 (8.60) 100.00 (122.28) (0.86) (2.23)

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sukhjit Projects Private Limited Sukhjit Projects Private Limited (Sukhjit Projects) was incorporated on May 4, 2006 under the laws of India.

332

The registered office of Sukhjit Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Sukhjit Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Sukhjit Projects as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Sukhjit Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 (27.63) 100.00 (120.41) (2.76) (2.04)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (92.77) 100.00 (92.77) (10.20) 0.72

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sun Glow Buildcon Private Limited Sun Glow Buildcon Private Limited (Sun Glow Buildcon) was incorporated on May 20, 2006 under the laws of India. The registered office of Sun Glow Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Sun Glow Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Sun Glow Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 14,999 1 15,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Sun Glow Buildcon as of September 15, 2007 consisted of the following:

333

1. 2.

Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.

(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 150.00 (71.69) (0.48) 5.22

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (64.44) 150.00 (64.44) (4.96) 5.70

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Tacery Builders Private Limited Tacery Builders Private Limited (Tacery Builders) was incorporated August 26, 2006 under the laws of India. The registered office of Tacery Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Tacery Builders was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Tacery Builders as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Tacery Builders as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (9.06) 100.00 (39.42) (0.91) 6.06

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (30.36) 100.00 (30.36) (5.08) 6.96

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Tanmay Developers Private Limited

334

Tanmay Developers Private Limited (Tanmay Developers) was incorporated on July 11, 2006 under the laws of India. The registered office of Tanmay Developers is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Tanmay Developers was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Tanmay Developers as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Tanmay Developers as of September 15, 2007 consisted of the following: 1. 2. Mr. Deepak Maharishi; and Mr. Bharat Bhushan Garg.
(in thousands, except share data) For the three months ended June 30, 2007 (43.33) 100.00 (268.84) (4.33) (16.88)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (225.51) 100.00 (225.51) (31.18) (12.55)

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

TCI Project Management Private Limited TCI Project Management Private Limited (TCI Project Management) was originally incorporated as Jade Propbuild Private Limited on May 8, 2007 under the laws of India. Subsequently, the name was changed to TCI Project Management Private Limited. The organisation, operation and management of TCI Project Management is governed by the terms of a Joint Venture and Subscription Agreement dated April 9, 2007 between the Company and Turner Construction International LLC, the details of which are set out under Joint Venture and Other Agreements below. The registered office of TCI Project Management is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. TCI Project Management was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of TCI Project Management as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sukhjit Projects Private Limited Mr. Surender Varma (as nominee of Sukhjit Projects Private No. of shares 9,999 1 % of Issued Capital 99.99 0.01

335

Limited) Total 10,000 100.00

Board of Directors The board of directors of TCI Project Management as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Surender Varma; Mr. Sanjay Malhotra; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (117.88) 100.00 (117.88) (19.86) (1.79)

Financial Performance
For the period ended March 31, Particulars Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2005

2006

2007

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Tinnitus Builders Private Limited Tinnitus Builders Private Limited (Tinnitus Builders) was incorporated June 15, 2006 under the laws of India. The registered office of Tinnitus Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Tinnitus Builders was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Tinnitus Builders as of September 15, 2007 was as follows: Name of Shareholder
Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total

No. of shares
9,999 1 10,000

% of Issued Capital
99.99 0.01 100.00

Board of Directors The board of directors of Tinnitus Builders as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (7.56) 100.00 -

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital N.A. 2006 N.A. 2007 Rs. (28.64) 100.00 -

336

For the period ended March 31, 2005 Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.64) (3.60) 7.14

For the three months ended June 30, 2007 (36.20) (0.76) 6.38

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Tocsin Builders Private Limited Tocsin Builders Private Limited (Tocsin Builders) was incorporated June 24, 2006 under the laws of India. The registered office of Tocsin Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Tocsin Builders was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Tocsin Builders as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Tocsin Builders as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 12,563.99 69.69 100.00 41.08 6.97 14.11

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.61) 100.00 (28.61) (3.72) 7.14

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Toddy Builders Private Limited Toddy Builders Private Limited (Toddy Builders) was incorporated on March 28, 2007 under the laws of India. The registered office of Toddy Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Toddy Builders was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern

337

The shareholding pattern of Toddy Builders as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Toddy Builders as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (10.18) 100.00 (32.87) (1.02) 6.71

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (22.69) 100.00 (22.69) (207.04) 7.73

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Toff Builders Private Limited Toff Builders Private Limited (Toff Builders) was incorporated June 12, 2006 under the laws of India. The registered office of Toff Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Toff Builders was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Toff Builders as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Toff Builders as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.

Financial Performance

338

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (29.04) 100.00 (29.04) (3.62) 7.10

(in thousands, except share data) For the three months ended June 30, 2007 (9.06) 100.00 (38.10) (0.91) 6.19

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Tome Builders Private Limited Tome Builders Private Limited (Tome Builders) was incorporated June 17, 2006 under the laws of India. The registered office of Tome Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Tome Builders was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Tome Builders as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Tome Builders as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (7.56) 100.00 (36.17) (0.76) 6.38

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.61) 100.00 (28.61) (3.63) 7.14

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Tomtom Builders Private Limited Tomtom Builders Private Limited (Tomtom Builders) was incorporated on June 24, 2006 under the laws of India.

339

The registered office of Tomtom Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Tomtom Builders was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Tomtom Builders as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Tomtom Builders as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (9.06) 100.00 (37.67) (0.91) 6.23

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.61) 100.00 (28.61) (3.72) 7.14

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Trapeze Builders Private Limited Trapeze Builders Private Limited (Trapeze Builders) was incorporated June 28, 2006 under the laws of India. The registered office of Trapeze Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Trapeze Builders was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Trapeze Builders as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Yukti Projects Private Limited Mr. Surender Varma (as nominee of Yukti Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Trapeze Builders as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.

340

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.61) 100.00 (28.61) (3.77) 7.14

(in thousands, except share data) For the three months ended June 30, 2007 (7.56) 100.00 (36.17) (0.76) 6.38

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Trattoria Properties Private Limited Trattoria Properties Private Limited (Trattoria Properties) was incorporated on June 24, 2006 under the laws of India. The registered office of Trattoria Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Trattoria Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Trattoria Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Kamdhenu Projects Private Limited Mr. Surender Varma (as nominee of Kamdhenu Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Trattoria Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 22,966.56 150.72 100.00 122.11 15.07 22.21

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.61) 100.00 (28.61) (3.72) 7.10

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Trawler Properties Private Limited

341

Trawler Properties Private Limited (Trawler Properties) was incorporated on May 20, 2006 under the laws of India. The registered office of Trawler Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Trawler Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Trawler Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Trawler Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (9.06) 100.00 (37.50) (0.91) 6.25

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.44) 100.00 (28.44) (3.29) 7.16

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Triad Properties Private Limited Triad Properties Private Limited (Triad Properties) was incorporated on June 19, 2006 under the laws of India. The registered office of Triad Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Triad Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Triad Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Triad Properties as of September 15, 2007 consisted of the following:

342

1. 2.

Mr. Rakshit Jain; and Mr. Tarun Mehrotra.

(in thousands, except share data) For the three months ended June 30, 2007 (9.06) 100.00 (29.61) (0.91) 7.04

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (20.55) 100.00 (20.55) (2.62) 7.94

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

True Value Build-Con Private Limited True Value Build-Con Private Limited (True Value Build-Con) was incorporated on November 14, 2003 under the laws of India. The registered office of True Value Build-Con is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. True Value Build-Con was incorporated with the main object of carrying on the business of builders and to design, lay out, develop, construct, erect, and undertake all kinds of construction and civil engineering work including development of land and constructions of buildings, residential apartments, group housing, shopping and office complexes, farm houses and townships and such other allied activities related thereto. Shareholding Pattern The shareholding pattern of True Value Build-Con as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Chintan Dewan (as nominee Shrey Promoters Private Limited) Total No. of shares 10,100 100 10,200 % of Issued Capital 99.02 0.98 100.00

Board of Directors The board of directors of True Value Build-Con as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 30,273.38 (9.81) 102.00 (196.18) (0.96) (9.23)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.) (34.69) 100.00 (59.28) (3.47) 4.07 2006 Rs. (122.37) 102.00 (138.73) (12.20) 3.60 (64.00) 102.00 (186.37) (6.27) (8.27) 2007

343

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

True Value Hotels India Private Limited True Value Hotels India Private Limited (True Value Hotels) was incorporated on April 3, 2007 under the laws of India. The organisation, operation and management of True Value Hotels is governed by the terms of a Joint Venture Agreement dated June 6, 2007 among the Company, Eminence Conbuild Private Limited, Premier Travel Inn Limited, Premier Travel Inn India Limited and True Value Hotels, the details of which are set out under Joint Venture and Other Agreements below. The registered office of True Value Hotels is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. True Value Hotels was incorporated with the main object to operate hotels, restaurants and guest houses. Shareholding Pattern The shareholding pattern of True Value Hotels as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 True Value Build-Con Private Limited Mr. Surender Varma (as nominee of True Value Build-Con Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of True Value Hotels as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Sanjay Baweja; Mr. Sanjiv Rai; and Mr. Surender Varma.
(in thousands, except share data) For the three months ended June 30, 2007 (29.48) 100.00 (29.48) (3.01) 7.05

Financial Performance
For the period ended March 31, Particulars Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2005

2006

2007

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Turnip Properties Private Limited Turnip Properties Private Limited (Turnip Properties) was incorporated on June 13, 2006 under the laws of India. The registered office of Turnip Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Turnip Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern

344

The shareholding pattern of Turnip Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Turnip Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (7.56) 100.00 (36.00) (0.76) 6.40

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.44) 100.00 (28.44) (3.55) 7.16

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Turret Properties Private Limited Turret Properties Private Limited (Turret Properties) was incorporated on June 19, 2006 under the laws of India. The registered office of Turret Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Turret Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Turret Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Gyan Kunj Construction Private Limited Mr. Surender Varma (as nominee of Gyan Kunj Construction Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Turret Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.

Financial Performance

345

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.44) 100.00 (28.44) (3.63) 7.16

(in thousands, except share data) For the three months ended June 30, 2007 (7.56) 100.00 (36.00) (0.76) 6.40

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Tushar Projects Private Limited Tushar Projects Private Limited (Tushar Projects) was incorporated on May 13, 2006 under the laws of India. The registered office of Tushar Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Tushar Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Tushar Projects as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Tushar Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 11,183.12 (8.31) 100.00 (175.78) (0.83) (7.58)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (167.47) 100.00 (167.47) (18.93) (6.75)

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Tussock Properties Private Limited Tussock Properties Private Limited (Tussock Properties) was incorporated on June 19, 2006 under the laws of India.

346

The registered office of Tussock Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Tussock Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Tussock Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Kamdhenu Projects Private Limited Mr. Surender Varma (as nominee of Kamdhenu Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Tussock Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (7.56) 100.00 (36.00) (0.76) 6.40

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.44) 100.00 (28.44) (3.63) 7.16

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Tyro Properties Private Limited Tyro Properties Private Limited (Tyro Properties) was incorporated on May 6, 2006 under the laws of India. The registered office of Tyro Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Tyro Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Tyro Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Tyro Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.

347

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.44) 100.00 (28.44) (3.15) 7.16

(in thousands, except share data) For the three months ended June 30, 2007 (7.56) 100.00 (36.00) (0.76) 6.40

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Utility Estates Private Limited Utility Estates Private Limited (Utility Estates) was incorporated on December 7, 2001 under the laws of India. The registered office of Utility Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Utility Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Utility Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Utility Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Pulkit Rajan Kakar; and Mr. Deepak Maharishi.

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (49.45) 1,000.00 (132.87) (0.49) 8.67

(49.30) 1,000.00 (91.94) (0.49) 9.08

2007 Rs. 6,145.05 1,122.60 1,000.00 1,023.84 11.23 20.24

(in thousands, except share data) For the three months ended June 30, 2007 733.20 (74.31) 1,000.00 949.53 (0.74) 19.50

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Utkarsh Buildcon Private Limited

348

Utkarsh Buildcon Private Limited (Utkarsh Buildcon) was incorporated on August 26, 2005 under the laws of India. The registered office of Utkarsh Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Utkarsh Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Utkarsh Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Utkarsh Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Pulkit Rajan Kakar; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 111,766.97 (407.33) 100.00 6,629.90 (40.73) 672.99

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (31.09) 100.00 (61.86) (5.20) 3.81

N.A.

2007 Rs. 37,938.56 7,068.31 100.00 7,037.23 706.83 713.72

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Valise Propbuild Private Limited Valise Propbuild Private Limited (Valise Propbuild) was incorporated on February 3, 2007 under the laws of India. The registered office of Valise Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Valise Propbuild was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Valise Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

349

Board of Directors The board of directors of Valise Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.65) 100.00 (30.81) (0.76) 6.92

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.16) 100.00 (23.16) (14.83) 7.68

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Velour Properties Private Limited Velour Properties Private Limited (Velour Properties) was incorporated on August 3, 2006 under the laws of India. The registered office of Velour Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Velour Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Velour Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sidhivinayak Buildcon Private Limited Mr. Surender Varma (as nominee of Sidhivinayak Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Velour Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (8.01) 100.00 (36.42) (0.80) 6.36

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.) 2006 2007 Rs. (28.41) 100.00 (28.41) (4.30) 7.16

N.A.

N.A.

350

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Verve Conbuild Private Limited Verve Conbuild Private Limited (Verve Conbuild) was incorporated on April 3, 2007 under the laws of India. The registered office of Verve Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Verve Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Verve Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Surender Varma (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Verve Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (19.91) 100.00 (19.91) (2.04) 8.01

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 Rs.

2007

N.A.

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Vespers Properties Private Limited Vespers Properties Private Limited (Vespers Properties) was incorporated on June 28, 2006 under the laws of India. The registered office of Vespers Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Vespers Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Vespers Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 No. of shares % of Issued Capital

351

Name of Shareholder Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total

No. of shares 9,999 1 10,000

% of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Vespers Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (7.56) 100.00 (35.97) (0.76) 6.40

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.41) 100.00 (28.41) (3.74) 7.16

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Vestry Conbuild Private Limited Vestry Conbuild Private Limited (Vestry Conbuild) was incorporated on June 25, 2006 under the laws of India. The registered office of Vestry Conbuild is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Vestry Conbuild was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Vestry Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Vestry Conbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.

Financial Performance

352

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.41) 100.00 (28.41) (3.70) 7.16

(in thousands, except share data) For the three months ended June 30, 2007 (7.56) 100.00 (35.97) (0.76) 6.40

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Vicinity Properties Private Limited Vicinity Properties Private Limited (Vicinity Properties) was incorporated on July 5, 2006 under the laws of India. The registered office of Vicinity Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Vicinity Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Vicinity Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Surender Varma (as nominee of Logical Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Vicinity Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (8.01) 100.00 (36.42) (0.80) 6.36

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.41) 100.00 (28.41) (3.84) 7.16

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Virasat Buildcon Private Limited Virasat Buildcon Private Limited (Virasat Buildcon) was incorporated on March 21, 2006 under the laws of India.

353

The registered office of Virasat Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Virasat Buildcon was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Virasat Buildcon as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Logical Developers Private Limited Mr. Deepak Maharishi (as nominee of Logical Developers Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Virasat Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 1021.98 155.55 1,000.00 46.69 1.56 10.47

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (12.29) 1,000.00 (56.53) (4.08) 9.43

2007 Rs. (96.58) 1,000.00 (108.87) (0.97) 8.91

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

VPG Developers Private Limited VPG Developers Private Limited (VPG Developers) was incorporated on July 18, 2005 under the laws of India. The registered office of VPG Developers is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. VPG Developers was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of VPG Developers as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of VPG Developers as of September 15, 2007 consisted of the following: 1. Mr. Pulkit Rajan Kakar;

354

2. 3.

Mr. Rajender Kumar Meena; and Mr. Deepak Maharishi.

(in thousands, except share data) For the three months ended June 30, 2007 (12.47) 100.00 (145.97) (1.25) (4.60)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (37.21) 100.00 (69.80) (5.29) 3.02

2007 Rs. (96.28) 100.00 (133.50) (9.63) (3.35)

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Waif Propbuild Private Limited Waif Propbuild Private Limited (Waif Propbuild) was incorporated on December 28, 2006 under the laws of India. The registered office of Waif Propbuild is located at 109, New Delhi House, 27 Barakhamba Road, New Delhi 110 001. Waif Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Waif Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Hammock Buildwell Private Limited Mr. Surender Varma (as nominee of Hammock Buildwell Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Waif Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.36) 100.00 (35.32) (0.74) 6.47

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (27.97) 100.00 (27.97) (10.86) 7.20

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

355

Wedge Properties Private Limited Wedge Properties Private Limited (Wedge Properties) was incorporated on July 6, 2006 under the laws of India. The registered office of Wedge Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Wedge Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Wedge Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Rose Gate Estates Private Limited Mr. Surender Varma (as nominee of Rose Gate Estates Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Wedge Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (8.01) 100.00 (36.42) (0.80) 6.36

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.41) 100.00 (28.41) (3.85) 7.16

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Whelk Properties Private Limited Whelk Properties Private Limited (Whelk Properties) was incorporated on June 26, 2006 under the laws of India. The registered office of Whelk Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Whelk Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Whelk Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Zonex Estates Private Limited Mr. Surender Varma (as nominee of Zonex Estates Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

356

Board of Directors The board of directors of Whelk Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (7.67) 100.00 (36.08) (0.77) 6.39

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.41) 100.00 (28.41) (3.72) 7.16

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Whelsh Properties Private Limited Whelsh Properties Private Limited (Whelsh Properties) was incorporated on June 28, 2006 under the laws of India. The registered office of Whelsh Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Whelsh Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Whelsh Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Sewak Developers Private Limited Mr. Surender Varma (as nominee of Sewak Developers Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Whelsh Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (7.56) 100.00 (35.97) (0.76) 6.40

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.) 2006 2007 Rs. (28.41) 100.00 (28.41) (3.74) 7.16

N.A.

N.A.

357

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

White Snow Realtors Private Limited White Snow Realtors Private Limited (White Snow) was incorporated on December 20, 2006 under the laws of India. The registered office of White Snow Realtors is located at 1st Floor, SCO 120-122, Sector 17C, Chandigarh 160 017. White Snow Realtors was incorporated with the main object to set up, develop and manage integrated townships including housing, commercial premises, hotels, resorts, city and regional level urban infrastructure facilities such as roads and bridges, special economic zones. Shareholding Pattern The shareholding pattern of White Snow Realtors as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Snow White Buildcon Private Limited Mr. Surender Varma (as nominee of Snow White Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of White Snow Realtors as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (7.10) 100.00 (34.12) (0.71) 6.59

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (27.02) 100.00 (27.02) (9.67) 7.30

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Whiting Builders Private Limited Whiting Builders Private Limited (Whiting Builders) was incorporated on August 5, 2006 under the laws of India. The registered office of Whiting Builders is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Whiting Builders was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Whiting Builders as of September 15, 2007 was as follows:
Name of Shareholder No. of shares % of Issued Capital

358

Name of Shareholder Equity shares of face value Rs.10 Gems Buildcon Private Limited Mr. Surender Varma (as nominee of Gems Buildcon Private Limited) Total

No. of shares 9,999 1 10,000

% of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Whiting Builders as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (7.56) 100.00 (35.52) (0.76) 6.45

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (27.96) 100.00 (27.96) (4.27) 7.20

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Winkle Properties Private Limited Winkle Properties Private Limited (Winkle Properties) was incorporated on July 6, 2006 under the laws of India. The registered office of Winkle Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Winkle Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Winkle Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Rose Gate Estates Private Limited Mr. Surender Varma (as nominee of Rose Gate Estates Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Winkle Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.

Financial Performance

359

For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.41) 100.00 (28.41) (3.85) 7.16

(in thousands, except share data) For the three months ended June 30, 2007 (8.01) 100.00 (36.42) (0.80) 6.36

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Wok Propbuild Private Limited Wok Propbuild Private Limited (Wok Propbuild) was incorporated on February 1, 2007 under the laws of India. The registered office of Wok Propbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Wok Propbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Wok Propbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Zonex Estates Private Limited Mr. Surender Varma (as nominee of Zonex Estates Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Wok Propbuild as of September 15, 2007 consisted of the following: 1. 2. Mr. Ashish Gupta; and Mr. Chintan Dewan.
(in thousands, except share data) For the three months ended June 30, 2007 (7.65) 100.00 (30.81) (0.76) 6.92

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.16) 100.00 (23.16) (14.33) 7.68

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Wrasse Properties Private Limited Wrasse Properties Private Limited (Wrasse Properties) was incorporated on June 25, 2006 under the laws of India.

360

The registered office of Wrasse Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Wrasse Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Wrasse Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Yukti Projects Private Limited Mr. Surender Varma (as nominee of Yukti Projects Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Wrasse Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (7.67) 100.00 (36.08) (0.77) 6.39

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.41) 100.00 (28.41) (3.70) 7.16

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Yakka Conbuild Private Limited Yakka Conbuild Private Limited (Yakka Conbuild) was incorporated on February 5, 2007 under the laws of India. The registered office of Yakka Conbuild is located at 109, New Delhi House, 27, Barakhamba Road, New Delhi 110 001. Yakka Conbuild was incorporated with the main object of carrying on business as owners, builders, developers and promoters for residential, commercial and industrial buildings and to deal in all kinds of immoveable properties whether belonging to the company or not. Shareholding Pattern The shareholding pattern of Yakka Conbuild as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Zonex Estates Private Limited Mr. Surender Varma (as nominee of Zonex Estates Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Yakka Conbuild as of September 15, 2007 consisted of the following:

361

1. 2.

Mr. Ashish Gupta; and Mr. Chintan Dewan.

(in thousands, except share data) For the three months ended June 30, 2007 (7.65) 100.00 (30.81) (0.76) 6.92

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.16) 100.00 (23.16) (15.37) 7.68

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Yeti Properties Private Limited Yeti Properties Private Limited (Yeti Properties) was incorporated on June 19, 2006 under the laws of India. The registered office of Yeti Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Yeti Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Yeti Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Yeti Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (9.06) 100.00 (37.41) (0.91) 6.26

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.35) 100.00 (28.35) (3.62) 7.16

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Yogiraj Promoters Private Limited

362

Yogiraj Promoters Private Limited (Yogiraj Promoters) was incorporated on August 17, 2006 under the laws of India. The registered office of Yogiraj Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Yogiraj Promoters was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Yogiraj Promoters as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Deepak Maharishi (as nominee of Camarederie Properties Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Yogiraj Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Vinay Mittal; and Mr. Rajeev Gupta.
(in thousands, except share data) For the three months ended June 30, 2007 (29.10) 100.00 122.43 (2.91) (2.24)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (93.33) 100.00 (93.33) (15.01) 0.67

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Yoke Projects Private Limited Yoke Projects Private Limited (Yoke Projects) was incorporated on June 2, 2006 under the laws of India. The registered office of Yoke Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Yoke Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Yoke Projects as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Camarederie Properties Private Limited Mr. Chintan Dewan (as nominee of Camarederie Properties Private Limited) Total No. of shares 14,999 1 15,000 % of Issued Capital 99.99 0.01 100.00

363

Board of Directors The board of directors of Yoke Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Bharat Bhushan Garg; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 (7.25) 150.00 (71.82) (0.48) 5.21

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (64.58) 150.00 (64.58) (5.19) 5.70

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Yukti Projects Private Limited Yukti Projects Private Limited (Yukti Projects) was incorporated on August 4, 2005 under the laws of India. The registered office of Yukti Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Yukti Projects was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Yukti Projects as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Yukti Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Pulkit Rajan Kakar; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 414,956.54 (32.00) 100.00 (153.15) (3.20) (5.31)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.) 2006 (41.87) 100.00 (73.51) (6.37) 2.65 2007 Rs. 250.00 (79.29) 100.00 (121.15) (7.93) (2.12)

N.A.

364

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Zing Properties Private Limited Zing Properties Private Limited (Zing Properties) was incorporated on June 17, 2006 under the laws of India. The registered office of Zing Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Zing Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Zing Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Prosperous Buildcon Private Limited Mr. Surender Varma (as nominee of Prosperous Buildcon Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Zing Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (9.06) 100.00 (37.50) (0.91) 6.25

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.44) 100.00 (28.44) (3.60) 7.16

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Zither Buildwell Private Limited Zither Buildwell Private Limited (Zither Buildwell) was incorporated on June 4, 2006 under the laws of India. The registered office of Zither Buildwell is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Zither Buildwell was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Zither Buildwell as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

365

Board of Directors The board of directors of Zither Buildwell as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (7.56) 100.00 (36.00) (0.76) 6.40

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.44) 100.00 (28.44) (3.45) 7.16

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Zonex Developers Private Limited Zonex Developers Private Limited (Zonex Developers) was incorporated on October 6, 2005 under the laws of India. The registered office of Zonex Developers is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Zonex Developers was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Zonex Developers as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Zonex Developers as of September 15, 2007 consisted of the following: 1. 2. Mr. Pulkit Rajan Kakar; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 267.33 (8.55) 100.00 (127.42) (0.85)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) N.A. 2006 (29.87) 100.00 (62.17) (6.16) 2007 Rs. (89.00) 100.00 (118.87) (8.90)

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Book value per share (Rs.)

(1) (2)

3.78

(1.89)

(2.74)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Zonex Estates Private Limited Zonex Estates Private Limited (Zonex Estates) was incorporated on December 7, 2001 under the laws of India. The registered office of Zonex Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. Zonex Estates was incorporated with the main object of carrying on the business of construction of residential houses, commercial buildings, flats and factorys sheds and buildings. Shareholding Pattern The shareholding pattern of Zonex Estates as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Deepak Maharishi (as nominee of Shrey Promoters Private Limited) Total No. of shares 99,900 100 100,000 % of Issued Capital 99.90 0.10 100.00

Board of Directors The board of directors of Zonex Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Pulkit Rajan Kakar; and Mr. Deepak Maharishi.
(in thousands, except share data) For the three months ended June 30, 2007 53,565.56 (29.96) 1,000.00 (455.57) (0.30) 5.44

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006 (131.74) 1,000.00 (305.14) (1.32) 6.95

(139.29) 1,000.00 (181.93) (1.39) 8.18

2007 Rs. 32,703.09 (154.58) 1,000.00 (425.61) (1.55) 5.74

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Zulu Properties Private Limited Zulu Properties Private Limited (Zulu Properties) was incorporated on May 13, 2006 under the laws of India. The registered office of Zulu Properties is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. Zulu Properties was incorporated with the main object of carrying on business as owners, builders and developers of residential, commercial and industrial buildings. Shareholding Pattern The shareholding pattern of Zulu Properties as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Shrey Promoters Private Limited Mr. Surender Varma (as nominee of Shrey Promoters Private No. of shares 9,999 1 % of Issued Capital 99.99 0.01

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Name of Shareholder Limited) Total

No. of shares 10,000

% of Issued Capital 100.00

Board of Directors The board of directors of Zulu Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Rakshit Jain; and Mr. Tarun Mehrotra.
(in thousands, except share data) For the three months ended June 30, 2007 (7.59) 100.00 (36.10) (0.76) 6.39

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (28.52) 100.00 (28.52) (3.22) 7.15

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Joint Venture The following is the incorporated Joint Venture of the Company. The financial information of the Joint Venture presented below is based on its audited [restated] financial information included in this Draft Red Herring Prospectus. Leighton Construction (India) Private Limited Leighton Construction (India) Private Limited (Leighton Construction) was originally incorporated as Squid Propbuild Private Limited on November 20, 2006 under the laws of India. Subsequently, the name was changed to Leighton Construction (India) Private Limited. The organisation, operation and management of Leighton Construction is governed by the terms of a Joint Venture Agreement dated April 9, 2007 among the Company, Enamel Propbuild Private Limited, Perch Conbuild Private Limited, Leighton International Limited, Leighton Investments Mauritius Limited and Leighton Construction, the details of which are set out under Joint Venture and Other Agreements below. The registered office of Leighton Construction is located at ECE House, 28, Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of Leighton Construction is to undertake construction of real estate and related infrastructure projects. Shareholding Pattern The shareholding pattern of Leighton Construction as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 Leighton Investments Mauritius Limited Enamel Propbuild Private Limited Perch Conbuild Private Limited Total No. of shares 5,000,000 2,500,000 2,500,000 10,000,000 % of Issued Capital 50.00 25.00 25.00 100.00

Board of Directors The board of directors of Leighton Construction as of September 15, 2007 consisted of the following:

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1. 2. 3. 4. 5. 6.

Mr. Siddharth Sareen; Mr. Siddharth Gupta; Mr. Sanjay Baweja; Mr. Richard John Hemingway; Mr. David George Savage; and Mr. Gregory Claude Pauline.
(in thousands, except share data) For the three months ended June 30, 2007 (1,426.75) 100,.00 (1,450.21) (142.68) (135.02)

Financial Performance
For the period ended March 31, 2005 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2006

2007 Rs. (23.46) 100.00 (23.46) (6.49) 7.65

N.A.

N.A.

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Joint Venture and Other Agreements Joint Venture Agreement among Emaar Properties PJSC, MGF Developments Limited and Sareen Estates Private Limited Emaar Properties PJSC (Emaar), MGF Developments Limited and Sareen Estates Private Limited (Sareen, and together with MGF Developments Limited, MGF) have entered into a joint venture agreement dated December 18, 2004 (the Emaar MGF Joint Venture Agreement), for the establishment of a joint venture company to develop and manage integrated townships, including residential housing, commercial premises, hotels, resorts, city and regional level urban infrastructure facilities such as roads and bridges, SEZs and any other activity which may constitute development of integrated township under the FDI policy of the Government of India (the JV Business). The Emaar MGF Joint Venture Agreement was amended in December 2005 pursuant to a supplementary agreement (the Supplementary Agreement) and an amendment entered into in September 2007 (the Amendment) and together with the Emaar MGF Joint Venture Agreement and the Supplementary Agreement, the Agreement). The Company was incorporated pursuant to the Agreement. The principal terms of the Agreement, which continue to be in effect after the completion of the Issue, are set forth below: 1. 2. 3. 4. 5. The share capital of the Company may be increased from time to time by such sum as may be decided by the Board and in accordance with the provisions of the Articles and other applicable laws. The business and affairs of the Company shall be managed by the Board, which shall consist of at least six persons of which Emaar and MGF are entitled to nominate and remove three directors each. The Chairman of the Board is required to be a member of the Board appointed by Emaar and such Chairman has a casting vote. The Managing Director and the Chief Executive Officer of the Company are required to be nominees of MGF. The Chief Financial Officer of the Company is required to be a nominee of Emaar. The quorum for the transaction of business at any meeting of the Board shall be one-third of its total strength (excluding Directors, if any, whose place may be vacant at the time and any fraction contained in the onethird being rounded off as one) or two Directors, whichever is higher. At least one Emaar Director and at least one MGF Director present at the time of the meeting shall be required in order to constitute a valid quorum.

369

6. 7. 8.

Any decision of the Board in favour of a resolution, to be valid, requires the positive vote of at least one Emaar director and at least one MGF director. The Emaar MGF Joint Venture Agreement contains confidentiality provisions. Each shareholder of the Company has undertaken that, without the consent of the Company, it shall not, while it is a shareholder of the Company and for a period of 24 months after such shareholder has ceased to be a shareholder, do any the following: (i) (ii) be engaged, concerned or interested (except as holder of a beneficial interest in shares representing less than 3% in nominal value of any class of shares or debentures quoted on any internationally recognised stock exchange) in any competing business in India; canvass or solicit orders from any person for any goods or services competing with any goods or services which have been manufactured or supplied to such person by the Company in the normal course of the business of the Company at any time during the 24 months prior to the date on which such shareholder ceases to be a shareholder or induce any such person to cease being a customer of the Company; canvass or solicit for employment any person who is, or has at any time during the 24 months prior to the date on which such shareholder ceases to be a shareholder been, or endeavour to induce any such person to cease being, an employee of the Company where such person held confidential information belonging to the Company; and attempt to interfere with the continuation of supplies to the Company from any supplier who has been supplying goods and/or services to the Company at any time during the 24 months prior to the date on which such shareholder ceases to be a shareholder.

(iii)

(iv)

9.

Each shareholder of the Company has undertaken that, without the consent of the Company, it shall not, except during the course of acting on or in connection with the business of the Company, do any of the following: (i) (ii) use the name of the Company or any presentation or application of any such name or anything similar to it or capable of being confused with it; or make use of or disclose any confidential information which he may possess relating to the business or affairs of the Company.

10. Emaar and MGF have undertaken not to operate any similar or related business other than through the Company. Emaar and MGF, their affiliates and connected persons of the group companies are to conduct their entire real estate business in India through the Company and have undertaken not to, directly or indirectly, carry out real estate business otherwise than through the Company. 11. MGF is entitled to undertake and carry out development projects that are smaller than 25 acres and which cannot be made part of the business projects of the Company until such time as the Company is prohibited from undertaking such projects under the FDI norms prescribed by applicable laws. The non-compete provisions however do not apply to any business outside India. 12. The aggregate amount of any liability incurred by the shareholders pursuant to any joint and several guarantee or indemnity given by them to any third party in respect of any obligation of the Company or pursuant to any guarantee or indemnity given in respect to such obligation is to be borne by them in the proportion of their shareholding in the Company. If any shareholder disposes of all its shares to any other shareholder then the acquiring shareholder is required to use reasonable endeavours to obtain the release of that shareholder from any guarantee and indemnity which such shareholder may have given in respect of any obligation of the Company. Investment Agreement among the Company, Citigroup Venture Capital International Ebene Limited and Others The Company, Citigroup Venture Capital International Ebene Limited (CVC), Emaar Properties PJSC, MGF Developments Limited and Shravan Gupta (collectively, the Principal Shareholders) and Siddharth Gupta and Siddharth Sareen (collectively, the Other Shareholders) had entered into an Investment Agreement dated March 29, 2006 and an Option Agreement dated March 29, 2006 (the CVC Investment Agreement).

370

Pursuant to a letter dated September 26, 2007, CVC agreed that we may amend our Articles of Assoication including to delete references to the Information Rights, Tag Along Rights, Put Option and More Favorable Rights (the Specified Provisions), as specified in the CVC Investment Agreement. The letter further provides that if the Issue (including all listing and trading permissions) does not take place on or before January 31, 2008, the articles shall be amended and include the Specified Provisions and the letter shall be ineffective. We are seeking confirmation from CVC that the Specified Provisions shall terminate upon the completion of the Issue. Subject to the foregoing, certain terms of the CVC Investment Agreement which continue to be in effect after the completion of the Issue, are set forth below: 1. Competing Business: Unless permitted by applicable law, the Company, Shrey Promoters Private Limited and the Companys Subsidiaries shall not engage in activities relating to (a) agriculture or plantations; (b) real estate business (excluding development of townships, construction of residential/commercial premises, roads or bridges); (c) construction of farm houses; and (d) trading in Transferable Development Rights. In addition to the above, except in certain exceptional circumstances, the Principal Shareholders have undertaken to refrain from operating any similar or related business other than through the Company. 2. Registration Rights: If the equity shares of the Company are listed or proposed to be listed on one or more stock exchanges overseas, the Investor and the CVC Nominee has certain registration rights and the Company is required to enter into a registration rights agreement within 30 days of receiving a request from the Investor or the CVC nominee. These parties have the right to demand that their shares shall be registered for sale overseas and, subject to applicable law, also require the Company to pay Investor expenses for at least 2 demand registrations. The Investor and the CVC Nominee also have unlimited piggyback rights to make an offer for sale simultaneously in all primary and secondary offerings of the Company and the Company will, subject to applicable law, pay the expenses of the Investor and the CVC Nominee in all piggyback registrations. Indemnification: The Company and the Principal Shareholders shall jointly and severally indemnify, defend and hold harmless, CVC, the CVC nominee and their affiliates and employees against any and all losses arising out of or in connection with (i) any event or matter arising or existing in relation to the Company prior to completion of the CVC Investment Agreement if such event or matter has not been disclosed in the disclosure letter or (ii) any misrepresentation or any breach of any warranty or any covenant contained in the CVC Investment Agreement. Term: The CVC Investment Agreement is to terminate if at any time after the issue of the Subscription Shares, the number of Equity Shares owned by CVC reduces below 515,000.

3.

4.

Investment Agreement among the Company, New York Life Investment Management India Fund (FVCI) II, LLC, Jacob Ballas Capital India Private Limited and EIF Co Invest IV and Others, as terminated by letter dated September 10, 2007 The Company, New York Life Investment Management India Fund (FVCI) II, LLC (NYLIM), Jacob Ballas Capital India Private Limited (JBC) and EIF Co Invest IV (EIF) (NYLIM, JBC and EIF collectively, the Investors), Emaar Properties PJSC, MGF Developments Limited and Shravan Gupta (collectively, the Principal Shareholders) and Shrey Promoters Private Limited (Shrey) had entered into an Investment Agreement dated April 5, 2006, as amended, and an Option Agreement dated April 5, 2006 (collectively, the NYLIM Investment Agreement). Pursuant to a letter dated September 10, 2007, the investors agreed and confirmed that the NYLIM Investment Agreement shall stand terminated on and from the date of filing of the Draft Red Herring Prospectus with SEBI in connection with the Issue and all the rights and obligations of the parties under the NYLIM Investment Agreement shall immediately cease. The letter further provides that if the Company cannot complete the Issue and receive listing and trading approval from the Stock Exchanges by January 31, 2008, the NYLIM Investment Agreement shall forthwith continue to be in full force and effect and all the rights and obligations of the parties thereunder shall continue. The NYLIM Investment Agreement contains, inter alia, provisions relating to tag along rights, put option, certain favourable rights and information rights. Joint Venture Agreement among the Company, AAPC Hotels Management Pte Limited and Budget Hotels India Private Limited

371

The Company has entered into a joint venture agreement dated November 27, 2006 with AAPC Hotels Management Pte Limited (Accor) and Budget Hotels India Private Limited (the Budget Hotels) to develop/own and operate Budget Hotels (i.e., hotels where more than 50% of guest room bays measure up to 15 square metres or less, including bathroom and vestibule) in India under the brand Formule 1 (the Budget Hotels Joint Venture Agreement). The principal terms of the Budget Hotels Joint Venture Agreement are set forth below: Pursuant to the Budget Hotels Joint Venture Agreement, Accor has agreed to subscribe for the equity shares of Budget Hotels, representing 49.99% of the issued share capital of Budget Hotels (Accor Subscribed Shares), and the Company has agreed to subscribe for the equity shares of Budget Hotels, representing 50.01% of the issued share capital of Budget Hotels. The shareholders of Budget Hotels are required to ensure that (i) the Company or its affiliates together hold at least one share more than 50% of the issued paid up share capital of Budget Hotels, unless the Company by its own action or discretion waives such right in writing and (ii) Accor or its affiliates hold at least one share, unless Accor by its own action or discretion waives such right in writing. The Budget Hotels Joint Venture Agreement provides that the hotels developed and/or leased by Budget Hotels are to be operated, managed and maintained on an exclusive basis by Accor or an affiliate or nominee of Accor for an initial term of 20 years subject to automatic extensions for subsequent terms of 10 years. Any shareholder who holds more than 25% of the shares of Budget Hotels has a right to appoint two directors on the board of Budget Hotels. If the shareholding of any shareholder reduces below or is diluted to 25% of the shares of Budget Hotels, such shareholder is not entitled to appoint any director on the board of Budget Hotels. Accor and the Company have a right to appoint one director each so long as they, together with their respective affiliates, hold more than 25% of the shares of Budget Hotels. The directors appointed by Accor and the Company are not liable to retire by rotation. For so long as a shareholder of Budget Hotels together with its affiliates hold more than 25% of the shares of Budget Hotels, Budget Hotels is not permitted to take any action on certain reserved matters specified in the Budget Hotels Joint Venture Agreement without the prior written consent of at least one director appointed or nominated by such shareholder. During the period commencing on the date of execution of the Budget Hotels Joint Venture Agreement and expiring on the earlier of (i) a date five years from the date of execution of the Budget Hotels Joint Venture Agreement and (ii) a date which is the end of any year in which Budget Hotels fails to achieve the agreed milestones between 2007 and 2012, the shareholders of Budget Hotels have agreed not to acquire any financial interest in (a) the development of budget hotels in India and (b) any company whose principal business undertaking is the development of budget hotel sites in India (together, a New Opportunity), other than through Budget Hotels unless such New Opportunity is offered to Budget Hotels and it rejects the New Opportunity. If Budget Hotels rejects the New Opportunity, then provided the rejection is not attributable to Accor, Accor is entitled to acquire financial interest in such New Opportunity provided that the material financial terms are not more favourable than those offered to Budget Hotels. If the New Opportunity is with certain specified competitors and such New Opportunity involves financial interest of Accor in three or more budget hotels (Restricted Activity), Accor is prohibited from proceeding with the Restricted Activity without the written consent of the Company as long as the Company holds more than 25% of the shares of Budget Hotels. If Budget Hotels does not meet any one of the specified milestones, the shareholders of Budget Hotels will cease to be bound by the Right of First Offer. For so long as the Company is a shareholder of Budget Hotels, the Company and its affiliates (other than Budget Hotels), cannot develop, construct or own budget hotels in India or acquire financial interest in a company whose business undertaking is the development of budget hotels. However, the Company may develop, construct or own hotels other than budget hotels in India or acquire any financial interest in a company whose business undertaking is the development of any hotels other than budget hotels. A shareholder of Budget Hotels is entitled to transfer its equity shares such that the proportion of equity shares held by the transferee to the total equity shares held by the transferee prior to such transfer remains unchanged. Except in case of a sale of equity shares to its affiliate, if any shareholder of Budget Hotels wishes to sell all or part of its equity shares to any person other than to an existing shareholder, it is required

372

to notify the other shareholders (each, an Offeree) of such proposed sale in writing, upon which the Offeree will have a right to purchase all the shares on offer. Where the Offeree holds less than or equal to 25% of the equity shares of Budget Hotels, the Offeree is required to serve a notice on the selling shareholder requiring the selling shareholder to procure an offer from the proposed transferee to purchase such number of equity shares from the Offeree as calculated in accordance with the terms of the Budget Hotels Joint Venture Agreement. Accor, however, is entitled to transfer up to 15% of the Accor Subscribed Shares to a third party holder identified by Accor (Initial Third Party Transferee). Such Initial Third Party Transferee will not have any rights under the Budget Hotels Joint Venture Agreement which are only attached to Accor and its affiliates. In addition, as long as the Initial Third Party Transferee owns 15% or less of the share capital of Budget Hotels, it will not have any right of pre-emption or tag along and Accor will have the exclusive rights of preemption over 15% of the shares of such Initial Third Party Transferee. If, however, the Initial Third Party Transferee acquires more than 15% of the shares of Budget Hotels, such shareholding will be subject to the pre-emption provision under the Budget Hotels Joint Venture Agreement. Joint Venture and Subscription cum Shareholders Agreement between the Company and Turner Construction International LLC The Company has entered into a Joint Venture and Subscription cum Shareholders Agreement dated April 9, 2007 (the Turner Joint Venture Agreement) with Turner Construction International LLC (Turner) to incorporate a joint venture company for providing construction management, program management and project management services in the real estate and infrastructure sectors. Pursuant to the Turner Joint Venture Agreement, TCI Project Management Private Limited (TCI Project Management) was incorporated to implement the joint venture. The principal terms of the Turner Joint Venture Agreement are set forth below: The Turner Joint Venture Agreement is for an initial term of five years, unless terminated earlier, which may be automatically extended for an additional period of five years. Turner and the Company are each required to own 50% of the shares of the joint venture company. TCI Project Management has not yet been capitalised by Turner. The joint venture company is required to enter into service contracts in respect of the projects undertaken under the Turner Joint Venture Agreement. During the term of the Turner Joint Venture Agreement, Turner has undertaken not to engage in or involve itself or set up any entities or joint ventures to engage in the business of the joint venture company without the prior written approval of the Company. The Company has agreed not to compete with the business of the joint venture company. For so long as either Turner or the Company hold at least 26% of the equity shares of the joint venture company, certain reserved matters require the approval of a majority of the board of the joint venture company, which majority must include at least one director nominated each by Turner and the Company. Such reserved matters also need to be approved by each shareholder, if required under the Companies Act. The reserved matters include any material change to the business of the joint venture company; any declaration of dividends; the acquisition or disposal by the joint venture company of any asset or business or land or other immovable property; any agreement or transaction among the joint venture company and any of its shareholders, or any other person directly or indirectly connected with any of the shareholders; voluntary liquidation or winding up of the joint venture company; merger, consolidation, de-merger, reorganisation or restructuring of the joint venture company; and entering into any material partnership, joint venture or profit sharing agreement with any person. So long as either shareholder holds 50% of the shares of the joint venture company, each shareholder is entitled to appoint such number of directors as represent one half of the total board strength. If the holding of any shareholder falls below 50% of the shares of the joint venture company, the board representation must be in proportion to each shareholders shareholding. The chief executive officer and chief financial officer of the joint venture company are required to be nominees of Turner. The management of the joint venture company is to be monitored by the Turner

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management. For such management, Turner is entitled to a management fee from the joint venture company, which is a specified percentage of the post tax profits of the joint venture company. For a period of five years, the Company or Turner may not transfer to any third party, other than an affiliate, any share owned by it in the joint venture company. If either party seeks to transfer any or all of its shares in the joint venture company to a person other than one of its affiliates, it is required to first offer to sell the shares to the non-selling shareholder. If the non-selling shareholder does not accept such shares, the selling shareholder may transfer these shares to a third party at a price no more favourable than that offered to the non-selling shareholder. The shares however may not be transferred to a competitor without the prior written consent of the non-selling shareholder.

Joint Venture Agreement and Subscription cum Shareholders Agreement among the Company, Enamel Propbuild Private Limited, Leighton International Limited, Leighton Investments Mauritius Limited and Squid Propbuild Private Limited The Company and its Subsidiary, Enamel Propbuild Private Limited (Enamel), have entered into a Joint Venture and Subscription cum Shareholders Agreement dated May 21, 2007 (the Leighton Joint Venture Agreement) with Leighton International Limited (Leighton), Leighton Investments Mauritius Limited and Squid Propbuild Private Limited (now, Leighton Construction (India) Private Limited) (Leighton India) to implement a joint venture for construction of real estate and infrastructure projects in India. The principal terms of the Leighton Joint Venture Agreement are set forth below: Leighton and the Company are each required to own 50% of the shares of Leighton India. During the first phase of the joint venture operations, the Company has agreed to ensure that Leighton India receives from the Company or its affiliates construction contracts with base project costs of not less than a certain specified assured project value. Leighton India is required to enter into separate construction contracts with the Company for each construction project that it may undertake under the Leighton Joint Venture Agreement. Leighton is required to provide Leighton India access to its management systems and the right to use its name in Leighton Indias corporate name. The Company is prohibited from disposing of a substantial portion of its current undeveloped land bank. Leighton and the Company are required to assist Leighton India in bidding for Leighton India bidding for other construction projects that are similar to the projects provided by the Company and for meeting the qualification criteria thereof. If the Company or Leighton are required to bid directly for any construction project, the Company or Leighton are required to sub-contract the construction of such project to Leighton India. Leighton India is required to, among other things, serve the Company as the most preferred customer and not to offer any terms of the business to another company that are more favourable to those offered to the Company. Leighton or any of its subsidiaries or affiliates or group companies (including any of its joint ventures) is prohibited from undertaking any type of real estate construction activities in India except though Leighton India. Leighton India will be the preferred contractor for all projects to be undertaken by the Company and/or its affiliates in India. Under certain specified circumstances, including if there is any disagreement on the project cost estimate, if the Company demonstrates that Leighton India does not have the requisite resources for the execution of a project, for development of single family homes, stand-alone hotels and projects in South India and if the Company assures to meet the minimum assured project value during the first phase of the joint venture operations, the Company may award the projects to other construction companies. The exclusivity provision, however, does not apply to any previously commenced projects by Leighton or the Company; certain specified mining and heavy infrastructure projects; and any project undertaken by

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Leighton for a specified existing client of Leighton which is for captive use of such client, subject to prior approval from the Company. Leighton India may provide construction services to other companies that are not competitors of the Company, provided it obtains the Companys approval and satisfies the Company that the provision of such construction services will not adversely affect Leighton Indias ability to serve the Company. After the first phase of the joint venture operations, Leighton India may provide construction services to other companies that are not competitors of the Company, provided that the provision of such construction services will not adversely affect Leighton Indias ability to serve the Company. The board of directors of Leighton India is to comprise of six directors, with each of the Company and Leighton having three directors on the board. The non executive chairman of the board will be a nominee of the Company. The chief executive officer of Leighton India is required to be a nominee of Leighton and the chief financial officer is required to be a nominee of the Company. Any commitments for the transactions relating to certain reserved matters can only be made when approved by a majority of the board of Leighton India, which majority must include at least one director nominated by Leighton and one director nominated by the Company. Such reserved matters also need to be approved by each shareholder, if required under the Companies Act. The reserved matters include any issuance of shares or other instruments convertible into equity or transfer/sale of shares to strategic financial investors; merger, sale or amalgamation of Leighton India; voluntary winding up or dissolution of Leighton India; and transactions with shareholders other than in the ordinary course of business. For a period of three years, the Company or Leighton may not transfer to any third party, other than an affiliate, any share owned by it in Leighton India. After a period of three years, either party has a right to transfer the shares owned by it to a strategic or financial investor, not being a competitor, provided the nonselling shareholder has a tag along right to transfer a proportionate amount of its shares in Leighton India. If either party seeks to transfer any or all of its shares in Leighton India to a strategic or financial investor, it is required to first offer to sell the shares to the non-selling shareholder. If the non-selling shareholder does not accept such shares, the selling shareholder may transfer these shares to a third party at a price no more favourable than that offered to the non-selling shareholder. The shares however may not be transferred to a competitor without the prior written consent of the non-selling shareholder.

Joint Venture Agreement among the Company, Premier Travel Inn Limited, Premier Travel Inn India Limited, True Value Hotels India Private Limited and Eminence Conbuild Private Limited The Company and Eminence Conbuild Private Limited (Eminence), a Company Owned by EMGF, have entered into a Joint Venture Agreement dated June 6, 2007 (the Premier Travel Inn Joint Venture Agreement) with Premier Travel Inn Limited (Premier), Premier Travel Inn India Limited (Premier Travel Inn) and True Value Hotels India Private Limited (True Value) to form a joint venture to develop/own and operate limited services hotels (i.e., hotels with an average room size of 16.5 to 24.5 square metres and offering a limited range of facilities and services) in India under the brand name Premier Travel Inn through True Value. The principal terms of the Premier Joint Venture Agreement are set forth below: Premier Travel Inn and Eminence are each required to own such number of shares of True Value as would represent 49.90% and 50.10%, respectively, of the share capital of True Value. Each of Premier, Premier Travel Inn, the Company and Eminence have agreed that, during the term of the joint venture, it will not operate, manage or run facilities or buildings that constitute competing business of True Value, or become engaged in any capacity in such competing business, except in certain circumstances including if True Value fails to comply with the development schedule with respect to a hotel project in which case Premier, Premier Travel Inn, the Company and Eminence may operate, manage or run facilities or buildings that constitute competing business provided such facilities are not within 5 kms. Of a limited service hotel developed by True Value. Premier has provided an irrevocable and unconditional guarantee with respect to Premier Travel Inns obligations under the Premier Joint Venture Agreement and has undertaken to indemnify the Company against any loss, damage or expenses arising from any default of Premier Travel Inn of its obligations.

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The board of directors of True Value is to comprise of six directors, with each of the Company, together with Eminence, and Premier Travel Inn having three directors on the board. Premier Travel Inn is entitled to appoint the chief executive officer of True Value, in consultation with the Company and the Company and Eminence are entitled to appoint the chief financial officer of True Value, in consultation with Premier Travel Inn. Certain reserved matters can only be made when approved by a majority of the board of True Value, which majority must include at least one director nominated by the Company and one director nominated by Premier Travel Inn. The reserved matters include any change in the alteration of the constitutional documents of True Value; any material change in the business of True Value; approval or revocation of any contract of a specified value; any issuance of shares or other securities; passing of any resolution for winding up or dissolution of True Value; and the purchase of any interest in land whether freehold or leasehold. The Company has undertaken to offer True Value a right of first refusal to develop and operate a hotel at any site in India offered for sale or lease to or by any member of the Companys group. The Company will charge True Value a site acquisition fee of a specified percentage of the land acquisition cost paid by True Value for any site which the Company may have introduced to True Value and which True Value subsequently acquired. The Company has also undertaken to identify and introduce sufficient sites which are capable of being acquired through ownership or lease in accordance with the specified development schedule. None of the shareholders may transfer shares in True Value to a person engaged in a competing business. The shares may be transferred by Eminence to the Company or the Companys associated companies and by any other shareholder to its associated companies. Except as otherwise mutually agreed by the Company and Premier Travel Inn, neither party may transfer its shares for a period of five years from the date of allotment of shares in True Value to the parties. After the expiry of the lock-in period, the Company or Premier Travel Inn may sell all, but not less than all, of its shares subject to it offering these shares first to the non-selling shareholder. The hotels are required to be developed, constructed and maintained in accordance with the provisions of a Franchise Agreement to be entered into among the Company, Eminence, Premier, Premier Travel Inn and True Value. Premier, Premier Travel Inn and True Value are also required to enter into a Reservation Services Agreement for the provision of services relating to the development, operation and maintenance of central reservation system for use in the hotels and an Agreement for Consultancy Services for training and marketing related services to be provided by Premier Travel Inn.

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OUR MANAGEMENT Under the Articles of Association, the Company cannot have less than six directors and more than 12 directors. The Company currently has 12 directors. The following table sets forth details regarding the Board of Directors as of the date of this Draft Red Herring Prospectus.
Name, Designation, Fathers Name, Occupation, Term and Director Identification Number (DIN) His Excellency Mohamed Ali Alabbar Chairman Non-Independent and NonExecutive Director S/o Mr. Ali Alabbar Business Term: Non-retiring DIN: 01784611 (Provisional) Mr. Shravan Gupta Executive Vice Chairman and Managing Director Non-Independent and Executive Director S/o Mr. Rajiv Gupta Business Term: For a period of five years DIN: 00002707

Age 50

Address 615/13B, Nad Al Sheba DM 25, Post Box 9440 Dubai, U.A.E.

Other Directorships Emaar Properties PJSC WL Homes LLC Hampton Group Limited Al Salam Bank Group Emaar Hotels and Resorts LLC RSH Limited

33

50, Golf Links New Delhi 110 003, India

Aryan Life Style Private Limited Capital Vehicle Sales Limited Columbia Estates Private Limited Columbia Holdings Private Limited Discovery Holdings Private Limited Emaar MGF Education Private Limited Kerala Cars Private Limited MGF Automobiles Limited MGF Developments Limited MGF Housing & Infrastructure Private Limited MGF Infotech Private Limited MGF Metro Mall Private Limited MGF Motors Limited MGF Promoters Private Limited Moonlight Continental Private Limited Paris Resorts Private Limited Sareen Estates Private Limited Shanti Apparels Manufacturing Co Private Limited Shrey Promoters Private Limited SSP Properties Private Limited Vishnu Apartments Private Limited (Part IX) Abhirbhav Estates Private Limited Abhyudaya Estates Private Limited Adinath Buildtech Private limited Amber Buildtech Private Limited Aryan Lifestyle Private Limited Budget Hotels India Private Limited Capital Vehicle Sales Limited Columbia Holdings Private Limited Deepasha Estates Private Limited Discovery Holdings Private Limited Emaar MGF Education Private Limited Fab Estates Private Limited Gram Buildcon Private Limited Harvansh Estates Private Limited Intra Chemicals and Drugs Private Limited Kerala Cars Private Limited Kunjar Promoters Private Limited Madhya Promoters Private Limited Megna Retail Private Limited Metroplex Construction Private Limited MGF Auto Sales Private Limited MGF Automobiles Limited

Mr. Siddharth Gupta Non-Independent and Executive Director S/o Mr. Rajiv Gupta Business Term: For a period of five years (Liable to retire by rotation) DIN: 00002715

31

50, Golf Links New Delhi 110 003, India

377

Name, Designation, Fathers Name, Occupation, Term and Director Identification Number (DIN)

Age

Address

Other Directorships MGF Developments Limited MGF Housing & Infrastucture Private Limited MGF Infotech Private Limited MGF Metro Mall Private Limited MGF Motors Limited MGF Projects Private Limited MGF Promoters Private limited MGF Vehicle Sales Private Limited Moonlight Continental Private Limited Nakul Promoters Private limited Omega Motors Private Limited Opera Promoters Private Limited Paris Resorts Private Limited Prathiba Promoters Private Limited Prathmesh Buildtech Private Limited Questor Promoters Private Limited Ranbanka Promoters Private Limited Saiesha Developments Private Limited Saiesha Projects Private Limited Sanket Promoters Private Limited Sareen Estates Private Limited Shailvi Estates Private Limited Shanti Apparels Manufacturing Co Private Limited Shanti Interior Private Limited Shrey Promoters Private Limited Soumya Promoters Private Limited SSP Developers Private Limited SSP Properties Private Limited Symond Promoters Private limited Vatsalya Estates Private Limited Vishnu Apartments Private Limited (Part IX) VMR Promoters Private Limited Yashoda Promoters Private Limited Yogya Promoters Private Limited Abhirbhav Estates Private Limited Abhyudaya Estates Private Limited Adinath Buildtech Private Limited Amber Buildtech Private Limited Amiable Estate Private Limited Ashvarya Estates Private Limited Augite Estate Private Limited Caramel Estate Private Limited Columbia Estates Private Limited Columbia Holdings Private Limited Compatible Estate Private Limited Conure Properties Private Limited Dainty Estate Private Limited Deepasha Estates Private Limited Dhiraj Garments Private Limited Enagage Communications Private Limited Fab Estates Private Limited Fairbridge Holdings Limited Gram Buildcon Private Limited Harvansh Estates Private Limited Intra Chemicals and Drugs Private Limited Kanta Apparels Private Limited Kunjar Promoters Private Limited Leighton Construction (India) Private Limited Light Wood Estate Private Limited Lonicera Estate Private Limited Madhya Promoters Private Limited Malm Estate Private Limited Metroplex Construction Private Limited

Mr. Siddharth Sareen Non-Independent and Executive Director S/o Mr. Sudhir Sareen Business Term: For a period of five years (Liable to retire by rotation) DIN: 00321650

33

B-101, Greater Kailash I New Delhi 110 048, India

378

Name, Designation, Fathers Name, Occupation, Term and Director Identification Number (DIN)

Age

Address

Other Directorships MGF Developments Limited MGF Metro Mall Private Limited Milet Estate Private Limited Moonlight Continental Private Limited Nakul Promoters Private Limited New Era Impex (India) Private Limited Niryat Private Limited Opera Promoters Private Limited Oriole Exports Private Limited Orpine Estate Private Limited Ostrich Estate Private Limited Paris Resorts Private Limited Prathibha Promoters Private Limited Prathmesh Buildtech Private Limited Questor Promoters Private Limited Ranbanka Promoters Private Limited Sanket Promoters Private Limited Sareen Estates Private Limited Shailvi Estates Private Limited Soumya Promoters Private Limited Sugandhim Estate Private Limited Symond Promoters Private Limited Vatsalya Estates Private Limited Vau Developments Private Limited Vishnu Apartments Private Limited (Part IX) Yashoda Promoters Private Limited Yogya Promoters Private Limited Emaar Properties PJSC Contracting and Trading Co. Starling Holding Group Limited Emaar The Economic City WL Homes LLC Emaar Properties Gayrimenkul Gelistirme Anonim Sirketi Emaar Properties PJSC Emirates Institute for Banking and Financial Studies Emirates Media Agility (PWC) Logistics Emirates

Mr. Ahmad Jamal Jawa Non-Independent and NonExecutive Director S/o Mr. Jamal Jawa Business Term: Liable to retire by rotation DIN: 01784747 (Provisional) Mr. Hussain Al Qemzi Non-Independent and NonExecutive Director S/o Mr. Ahmed Dhaen Al Qemzi Banking Executive Term: Liable to retire by rotation DIN: 01784716 (Provisional) Mr. Pradip Kumar Khaitan Independent and Non-Executive Director S/o Late Shri Bhagwati Prasad Khaitan Advocate Term: Liable to retire by rotation DIN: 00004821

51

342/33, Al Jumeirah Road DM-1, NR S/STN P136, Villa B13, Post Box 9327 Dubai, U.A.E.

50

228/28, Al Mazhar Area DM 30, Post Box 7084 Dubai, U.A.E.

66

B/103, Rai Enclave 7/1A, Sunny Park Post Office Ballygunge Kolkata 700 019, India

CESC Limited Dalmia Cement (Bharat) Limited Electrosteel Castings Limited Gillanders Arbuthnot and Company Limited Graphite India Limited Hindustan Motors Limited India Glycols Limited Lanco Industries Limited OCL India Limited Pilani Investment & Industries Corporation Limited South Asian Petrochem Limited Suzlon Energy Limited VISA Steel Limited Woodlands Medical Centre Limited Future Generali Life Insurance Company Limited Future Generali Insurance Company Limited Intuit Consulting Private Limited Invent ARC Private Limited Epitome Global Private Limited Informerics Valuation and Ratings Private

Mr. Ghyanendra Nath Bajpai Independent and Non-Executive Director S/o Mr. Bans Gopal Bajpai Business Term: Liable to retire by rotation DIN: 00946138

65

131, Shaan Apartments K.D. Marg, Opp. Kirti College Prabhadevi, Mumbai 400 028, India

379

Name, Designation, Fathers Name, Occupation, Term and Director Identification Number (DIN)

Age

Address

Other Directorships Limited Mandhana Industries Private Limited IDE India Austin Industries, Dallas, Taxas, U.S.A. Tyco Electronics, Philadelphia, P.A., U.S.A.

Mr. Ram Charan Independent and Non-Executive Director S/o Mr. Ganga Saran Business Advisor Term: Liable to retire by rotation DIN: 01811569 Mr. Kiran Sharadchandra Karnik Independent and Non-Executive Director S/o Mr. Sharad Chandra Karnik Business Term: Liable to retire by rotation DIN: 00542951 Mr. Om Prakash Vaish Independent and Non-Executive Director S/o Late Mr. Mahadeo Prasad Advocate Term: Liable to retire by rotation DIN: 00001360 Mr. Aman Mehta Independent and Non-Executive Director S/o Mr. Som Raj Mehta Business Term: Liable to retire by rotation DIN: 00009364

68

12655 North Central Expressway Suite 103, Dallas Texas U.S.A. 75243

60

Q-2A, Hauz Khas Enclave New Delhi 110 016, India

Torrent Pharmaceuticals Limited

76

10, Hailey Road New Delhi 110 001, India

Godfrey Phillips India Limited The India Thermal Corporation Limited International Travel House Limited PNB Finance & Industries Limited Indo Rama Synthetics India Limited

60

4/7 Shanti Niketan New Delhi 110 021, India

PCCW Limited Wockhardt Pharmaceuticals Limited Tata Consultancy Services Limited Vedanta Resources Plc., U.K. Max Healthcare Institute Limited Godrej Consumer Products Limited Cairn India Limited Jet Airways (India) Limited

None of the Directors or companies, firms and ventures promoted by the Directors or companies with which the Directors have been associated in the past has been restricted from accessing the capital markets or declared as wilful defaulters by the Reserve Bank of India or any other Governmental authority during the period the Directors were associated with such entities. Brief Profile of the Directors His Excellency Mohamed Ali Alabbar, aged 50, is the Chairman of the Company, and is also the founding member and Chairman of Emaar Properties PJSC. Mr. Alabbar has been a non-independent and non-executive director of the Company since November 7, 2005. As the Chairman of Emaar Properties PJSC, Mr. Alabbar has played an important role in the development of Dubais real estate sector. Mr. Alabbar has also been responsible for Emaar Properties PJSCs international expansion, including in Saudi Arabia, Morocco, Egypt, Syria, Jordan, Lebanon, Turkey, Libya, India and Pakistan. Mr. Alabbar is also the Chairman of RSH Limited, a retailer for branded sports, lifestyle and fashion products. He has also served as the Vice Chairman of the Dubai Aluminium Company Limited and Vice Chairman of the Dubai World Trade Centre LLC. He is also currently the Director General of the Dubai Department of Economic Development, Government of Dubai, a member of the Dubai Executive Council, Government of Dubai, and the UAE Securities and Commodities Authority, and a founder member of the Arab Business Council, which was established by the World Economic Forum. He is the Chairman of the UAE Golf Association and the Rashid Paediatric Centre, a charitable organisation for children with special needs. Mr. Alabbar was named among the 50 global economy leaders by the Euromoney Magazine in 1996 and was ranked second among the 100 most influential Arabs by the Arabian Business Magazine in 2007. Mr. Alabbar completed his Bachelor of Finance and Business Administration degree from Seattle University, USA. Mr. Alabbar did not receive any remuneration from the Company in the year ended March 31, 2007.

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Shravan Gupta, aged 33, is the Executive Vice Chairman and Managing Director of the Company. Mr. Gupta has been a director of the Company since February 18, 2005 and became an executive director of the Company on April 1, 2006. His primary responsibility is the overall management of the Company. Mr. Gupta has over 12 years of experience in the real estate and financial services sectors. Mr. Gupta is the brother of Mr. Siddharth Gupta and the brother-in-law of Mr. Siddharth Sareen, both of whom are executive directors of the Company. Mr. Gupta completed his Bachelor of Commerce degree from Shriram College of Commerce, University of Delhi. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Gupta was Rs.12.00 million. Siddharth Gupta, aged 31, is a non-independent and executive director of the Company. Mr. Gupta has been a director of the Company since February 18, 2005 and his primary responsibility at the Company is the management and development of our retail and hospitality business. Mr. Gupta has over 10 years of experience in the real estate and financial services sectors. Mr. Gupta is the brother of Mr. Shravan Gupta, the Executive Vice Chairman and Managing Director of the Company, and the brother-in-law of Mr. Siddharth Sareen, an executive director of the Company. Mr. Gupta is a graduate from the University of Buckingham, United Kingdom. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Gupta was Rs.7.00 million. Siddharth Sareen, aged 33, is a non-independent and executive director of the Company. Mr. Sareen has been a director of the Company since April 1, 2006. Mr. Sareen is primarily I for construction linked progress and marketing affairs of the Company. Mr. Sareen is also on the board of directors of several companies, including, MGF Developments Limited and Sareen Estates Private Limited. Mr. Sareen is the brother-in-law of Mr. Shravan Gupta, the Executive Vice Chairman and Managing Director of the Company, and Mr. Siddharth Gupta, an executive director of the Company. Mr. Sareen completed his Bachelors degree from St. Stephens College, University of Delhi. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Sareen was Rs.12.00 million. Ahmad Jamal Jawa, aged 51, is a non-independent and non-executive director of the Company, and is also on the board of directors of Emaar Properties PJSC. Mr. Jawa has been a director of the Company since November 1, 2006. Mr. Jawa has 26 years of experience in the real estate and financial services sectors. Mr. Jawa is also the President, Chief Executive Officer and director of Starling Holding Group Limited, a global investment company. He has also served as the Chairman of the Disney Jawa Enterprises (Middle East) Limited, a joint venture between the Walt Disney company and the Jawa family, from 1994 until 2005 and supervised the sales and marketing of the Disney computer software, interactive multimedia, toys, kitchen accessories, home furnishing, personal care products, consumer electronics and videos in the Middle East. He has also served on the board of directors of the Nova-Park A.G., a Swiss Hotel company, from 1984 until 1989, Paris Parc (Mirapolice), an entertainment company providing theme parks in France, from 1985 until 1998 and the Tricon group, a US-based securities trading firm, from 1983 until 1991. He was also the Chairman of Stallions Home Video LLC, a video distribution company in the Middle East, from 1995 until 2005. Mr. Jawa was named among the global leaders for tomorrow by the World Economic Forum in 1996. Mr. Jawa completed his degree in Bachelor of Science degree and his Master of Business Administration degree, both from the University of San Francisco. Mr. Jawa did not receive any remuneration from the Company in the year ended March 31, 2007. Hussain Al Qemzi, aged 50, is a non-independent and non-executive director of the Company, and is also on the board of directors of Emaar Properties PJSC. Mr. Qemzi has been a director of the Company since November 1, 2006. Mr. Qemzi has over 25 years of experience in the banking sector. Mr. Qemzi is also currently the Group Chief Executive Officer of the Noor Investment Group (NIG), an investment company focusing on commercial banking and real estate, and the Chief Executive Officer of the Noor Islamic Bank, a flagship company of NIG. He is also on the board of directors of Emirates Institute for Banking and Financial Studies, Emirates Media, Agility (PWC Logistics Emirate), and is associated with the Dubai International Financial Centre, DIFC Islamic Financial Forum and the Oxford Islamic Financial Studies. He has also served as the Chief Executive Officer of the Sharjah Islamic Bank until 2006 and was a former director of the Dubai Financial Market and the Chief Operating Officer of the Dubai International Financial Centre until 2003. Mr. Qemzi completed his degree in Bachelor of Business Administration. Mr. Qemzi did not receive any remuneration from the Company in the year ended March 31, 2007. Pradip Kumar Khaitan, aged 66, is an independent and non-executive director of the Company. Mr. Khaitan became a director of the Company in September 2007. Mr. Khaitan specialises in commercial and corporate laws, tax laws, arbitration, foreign investment, real estate, joint ventures, mergers and acquisition, restructuring and de-mergers. Mr. Khaitan is also currently a director of several companies, including CESC Limited,

381

Gillanders Arbuthnot and Company Limited, Graphite India Limited, Hindustan Motors Limited, India Glycols Limited, Pilani Investment & Industries Corporation Limited, Suzlon Energy Limited, VISA Steel Limited and Woodlands Medical Center Limited. He is Chairman of Dalmia Cement (Bharat) Limited, Electrosteel Castings Limited, Lanco Industries Limited, OCL India Limited and South Asian Petrochem Limited. He is also a Partner at Khaitan & Co., Advocates. Mr. Khaitan is a member of the Bar Council of India and the Indian Council of Arbitration, New Delhi. Mr. Khaitan has completed his Bachelor of Laws degree. Mr. Khaitan did not receive any remuneration from the Company in the year ended March 31, 2007. Ghyanendra Nath Bajpai, aged 65, is an independent and non-executive director of the Company. Mr. Bajpai became a director of the Company in September 2007. Mr. Bajpai has had a distinguished career in the Indian financial sector and is currently a director of Future Generali Life Insurance Company Limited, Future Generali Insurance Company Limited, Intuit Consulting Private Limited, Invent ARC Private Limited, Epitome Global Private Limited, Informerics Valuation and Rating Private Limited, Mandhana Industries Private Limited and IDE India. Mr. Bajpai has also been the Chairman of SEBI, Life Insurance Corporation of India and the Corporate Governance Task Force of International Organisation of Securities Commission and the Chairperson of the Insurance Institute of India. He has also been a member of the Board of Directors of General Insurance Corporation of India, ICICI Bank, Unit Trust of India, Axis Bank and Indian Railway Finance Corporation. Mr. Bajpai is a member of Reserve Bank of Indias Standing Technical Committee on Financial Regulation and Board of Advisors of Indian Army Group Insurance Fund. He has served in the Governing Board of the National Insurance academy in the past. Mr. Bajpai is on the Board of Governors of the Indian Institute of Management (Lucknow). He has delivered lectures at the London School of Economics, Harvard University and the Massachusetts Institute of Technology and has addressed the Organisation of Economics Co-operation and Development (OECD) and International Monetary (IMF). Mr. Bajpai has written three books and was recently awarded the Outstanding Contribution to the Development of Finance. Mr. Bajpai completed his Master of Commerce degree from the University of Agra and his Bachelor of Laws degree from the University of Indore. Mr. Bajpai did not receive any remuneration from the Company in the year ended March 31, 2007. Ram Charan, aged 68, is an independent and non-executive director of the Company. Mr. Charan became a director of the Company in September 2007. Mr. Charan is a business advisor, speaker and author. Mr. Charan has particular expertise in several areas of business, including leadership, organic growth and corporate governance. Mr. Charan has taught for 30 years at General Electrics Crontonville Institute and is the recipient of their Bell Ringer Award. Mr. Charan has authored several books, including Execution, co-authored with Larry Bossidy, Boards That Deliver, What the CEO Wants You to Know and Board at Work and written articles for the Harvard Business Review, Fortune Magazine, Time Magazine and the USA Today. Mr. Charan is also currently a director of Austin Industries. Dallas, Texas, U.S.A. and Tyco Electronics, Philadelphia, P.A., U.S.A. Mr. Charan completed his Master of Business Administration and doctorate degrees from Harvard Business School, Harvard University, U.S.A. Mr. Charan did not receive any remuneration from the Company in the year ended March 31, 2007. Kiran Sharadchandra Karnik, aged 60, is an independent and non-executive director of the Company. Mr. Karnik became a director of the Company in September 2007. Mr. Karnik is recognized as a guiding force for the Indian IT industry. Mr. Karnik is currently the President of the National Association of Software and Services Companies (NASSCOM), a premier trade body for the IT software and services industry in India. Prior to joining NASSCOM in 2001, Mr. Karnik was the Managing Director of Discovery Networks in India. From 1991 until 1995, Mr. Karnik was the Founder-Director of the Consortium for Educational Communication. Mr. Karnik also worked for over 20 years at the Indian Space Research Organisation (ISRO), where he held various positions. Mr. Karnik has served as Special Assistant to the Secretary General of UNISPACE 82 in the United Nations. He has also done consulting assignments for the WHO, The World Bank and the Ford Foundation. He has also been a member of several key government committees and is currently a member of the Scientific Advisory Council to the Prime Minister of India. Mr. Karnik has been awarded several awards including the Padma Shri in 2007 and the Dataquest IT Person of the Year 2005. Mr. Karnik completed his postgraduation from the Indian Institute of Management, Ahmedabad and his Bachelors degree in Physics from Bombay University. Mr. Karnik did not receive any remuneration from the Company in the year ended March 31, 2007. Om Prakash Vaish, aged 76, is an independent and non-executive director of the Company. Mr. Vaish became a director of the Company in September 2007. Mr. Vaish is the founder of Vaish Associates, Advocates at New Delhi and Mumbai. Mr. Vaish began his career with the Indian Revenue Service. He then joined the Federation of Indian Chambers of Commerce and Industry (FICCI) as Secretary (Law and Economics). Mr. Vaish is currently a member of the Managing Committee of FICCI and the Associated Chambers of Commerce and

382

Industry of India (ASSOCHAM) and has been a president of PHDCCI. Mr. Vaish has also been on the Board of Directors of Rotary International and the Board of Trustees of The Rotary Foundation. Mr. Vaish is also on the Board of Governors of the International Center of Alternate Dispute Resolution and International Management Institute, on the advisory board of the American India Foundation and Western International University, USA, on the board of trustees of the Center for Civil Society and the Chairman of the Rotary Blood Bank. Mr. Vaish has completed his Bachelor of Commerce, Bachelor of Laws, Master of Laws and Master of Arts (Economics) degrees. Mr. Vaish did not receive any remuneration from the Company in the year ended March 31, 2007. Aman Mehta, aged 60, is an independent and non-executive director of the Company. Mr. Mehta became a director of the Company in July 2007. Mr. Mehta has 40 years of experience in the banking industry. Mr. Mehta started his career at the Mercantile Bank Limited, a wholly owned subsidiary of The Hong Kong and Shanghai Banking Corporation Limited. In 1993, Mr. Mehta was appointed the Chairman and Chief Executive Officer of HSBA USA Inc., the New York based arm of HSBC Holdings plc and in 1995, he was appointed the Deputy Chairman of the HSBC Middle East. Mr. Mehta was re-appointed the General Manager International of the Hong Kong and Shanghai Banking Corporation in February 1998, the Executive Director International in May 1998 and the Chief Executive Officer in January 1999. Mr. Mehta also became the Chairman of HSBC Bank Malaysia Berhad on January 1, 1999 and a Director of HSBC Bank Australia Limited. Mr. Mehta retired from HSBC in December 2003. Mr. Mehta is also currently a director of PCCW Limited, Wockhardt Pharmaceuticals Limited, Tata Consultancy Services Limited, Vedanta Resources Pls., U.K., Max Healthcare Institute Limited, Godrej Consumer Products Limited, Cairn India Limited and Jet Airways (India) Limited. Mr. Mehta is also a member of the Governing Board of the Indian School of Business, Hyderabad and the Indian Council for Research and International Economic Relations. Mr. Mehta completed his Bachelors degree in Economics from the University of Delhi. Mr. Mehta did not receive any remuneration from the Company in the year ended March 31, 2007. Mr. Shravan Gupta and Mr. Siddharth Gupta are brothers and Mr. Siddharth Sareen is their brother-in-law. Details of Appointment and Compensation of the Directors
Date of contract/Appointment Letter/Resolution Compensation (per annum) Sitting fees and commission as approved by the Board and/or the shareholders Rs.12,000,000 and commission of 1% of net profits

Name of Directors

Term Non-retiring Director

His Excellency Mohammad Ali Alabbar November 7, 2005

Shravan Gupta

February 18, 2005(1)

For a period of five years with effect from April 1, 2006

Siddharth Gupta

February 18, 2005(2)

For a period of five years with Rs.21,000,000 (with effect from effect from September 1, 2006 September 1, 2007) (Liable to retire by rotation) For a period of five years with Rs.21,000,000 (with effect from effect from April 1, 2006 (Liable September 1, 2007) to retire by rotation) Liable to retire by rotation Sitting fees and commission as approved by the Board and/or the shareholders Sitting fees and commission as approved by the Board and/or the shareholders Sitting fees and commission as approved by the Board and/or the shareholders Sitting fees and commission as approved by the Board and/or the shareholders Sitting fees and commission as

Siddharth Sareen

April 1, 2006(3)

Ahmad Jamal Jawa

November 1, 2006

Hussain Al Qemzi

November 1, 2006

Liable to retire by rotation

Pradip Kumar Khaitan

September 19, 2007

Liable to retire by rotation

Ghyanendra Nath Bajpai

September 19, 2007

Liable to retire by rotation

Ram Charan

September 24, 2007

Liable to retire by rotation

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Name of Directors

Date of contract/Appointment Letter/Resolution

Term

Compensation (per annum) approved by the Board and/or the shareholders

Kiran Sharadchandra Karnik

September 19, 2007

Liable to retire by rotation

Sitting fees and commission as approved by the Board and/or the shareholders Sitting fees and commission as approved by the Board and/or the shareholders Sitting fees and commission as approved by the Board and/or the shareholders

Om Prakash Vaish

September 20, 2007

Liable to retire by rotation

Aman Mehta

September 19, 2007

Liable to retire by rotation

(1)

(2) (3)

Appointed as Managing Director on November 10, 2005 and redesignated as Executive Vice Chairman and Managing Director with effect from September 1, 2006. Appointed as executive Director for a period of five years with effect from September 1, 2006. Appointed as executive Director for a period of five years with effect from April 1, 2006.

Payments to Non-Executive Directors The non-executive Directors are paid sitting fee and commission of 1% of net profits of the Company and any other amounts as may be decided by the Board and the shareholders, in accordance with the provisions of the Articles of Association, the Companies Act and any other applicable Indian laws and regulations. Payments to Executive Directors The Board, pursuant to its resolution passed at its meeting held on November 10, 2005, appointed Mr. Shravan Gupta as a Managing Director of the Company without payment of any remuneration. With effect from April 1, 2006, Mr. Guptas terms of appointment were revised as follows:
Basic salary Commission Medical reimbursement Leave travel concession Club fees Personal accident insurance Provident fund contribution Gratuity Car and telephone Rs.1,000,000 per month 1% of the net profits of the Company On actual basis, subject to ceiling of one months salary per annum or three months salary over a period of three years Once a year as per the policy of the Company On actual basis, subject to maximum of two clubs Premium payable as per the policy of the Company Contribution to provident fund as per the policy of the Company Gratuity payable as per the policy of the Company Two cars with drivers and telephone at the residence, for Companys business

Mr. Shravan Gupta was redesignated as the Executive Vice Chairman and Managing Director of the Company with effect from September 1, 2006. The Board, pursuant to its resolution passed at its meeting held on September 1, 2006, appointed Mr. Siddharth Gupta as an executive Director of the Company for a period of five years with effect from September 1, 2006. With effect from September 1, 2007, Mr. Guptas terms of appointment were revised as follows:
Basic salary Medical reimbursement Leave travel concession Club fees Personal accident insurance Provident fund contribution Gratuity Car and telephone Rs.1,750,000 per month On actual basis, subject to ceiling of one months salary per annum or three months salary over a period of three years Once a year as per the policy of the Company On actual basis, subject to maximum of two clubs Premium payable as per the policy of the Company Contribution to provident fund as per the policy of the Company Gratuity payable as per the policy of the Company Two cars with drivers and telephone at the residence, for Companys business

The Board, pursuant to its resolution passed at its meeting held on April 1, 2006, appointed Mr. Siddharth Sareen as an executive Director of the Company for a period of five years with effect from April 1, 2006. With effect from September 1, 2007, Mr. Sareens terms of appointment were revised as follows:

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Basic salary Medical reimbursement Leave travel concession Club fees Personal accident insurance Provident fund contribution Gratuity Car and telephone

Rs.1,750,000 per month On actual basis, subject to ceiling of one months salary per annum or three months salary over a period of three years Once a year as per the policy of the Company Subject to maximum of two clubs Premium payable as per the policy of the Company Contribution to provident fund as per the policy of the Company Gratuity payable as per the policy of the Company Two cars with drivers and telephone at the residence, for Companys business

The following table sets forth the details of the remuneration for the executive Directors for the year ended March 31, 2007:
Name Shravan Gupta Siddharth Gupta Siddharth Sareen Total Basic Salary 12,000,000 7,000,000 12,000,000 31,000,000 Commission Nil Nil Nil Nil Superannuation Nil Nil Nil Nil Provident Fund (Rupees) 1,440,000 840,000 Nil 2,280,000 Medical Nil Nil Nil Nil Perquisites Nil Nil Nil Nil Others Nil Nil Nil Nil Net Remuneration 10,560,000 6,160,000 12,000,000 28,720,000

Borrowing Powers of the Directors in the Company Pursuant to a resolution of the shareholders of the Company dated August 8, 2007, the Board has been authorised to borrow money, whether unsecured or secured, in Indian or foreign currency, or by way of debentures or bonds or any other securities, from time to time, from any bank or financial institution or other entity, in India or abroad, provided that the sum so borrowed and remaining outstanding at any time (apart from temporary loans obtained from the Companys bankers in the ordinary course of business) shall not exceed in the aggregate Rs.50 million, in addition to the paid-up capital and free reserves of the Company. Shareholding of the Directors The Articles of Association do not require the Directors to hold any qualification Equity Shares in the Company. The following table details the shareholding of the Directors, in their personal capacity, as at the date of this Draft Red Herring Prospectus.
Equity Shares owned before the Issue % of paid-up capital No. of shares 161,196,680 68,794,672 24,000,408 253,991,760 18.56 7.92 2.76 29.24 Equity Shares owned after the Issue % of paid-up capital No. of shares 161,196,680 68,794,672 24,000,408 253,991,760 [] [] [] []

Shareholder Mr. Shravan Gupta Mr. Siddharth Gupta Mr. Siddharth Sareen Total

For details regarding the Equity Shares held by the relatives of, and/or entities controlled by, such Directors and options to acquire Equity Shares granted to such Directors under the Emaar MGF ESOP, see the section Capital Structure beginning on page 20 of this Draft Red Herring Prospectus. Interest of Promoters, Directors and Key Managerial Employees Except as stated in the section Related Party Transactions beginning on page 465 of this Draft Red Herring Prospectus, and to the extent of compensation and/or commission, if any, and their shareholding in the Company, the Promoters do not have any other interest in our business. All of the Directors may be deemed to be interested to the extent of any fees payable to them for attending meetings of the Board or a committee thereof and to the extent of other remuneration and reimbursement of expenses payable to them under the Articles of Association, and remuneration paid to them for services rendered as an officer or employee of the Company. Other than as disclosed in this Draft Red Herring Prospectus, none of the Directors are entitled to receive remuneration from the Company. For further details see the section Our Management- Details of Appointment and Compensation of the Directors. The Directors may also be regarded as interested in the Equity Shares, if any, held by them, any options granted to them under the Emaar MGF ESOP, any Equity Shares that may be subscribed by or allotted to the companies, firms, trusts, in which they are interested as directors, members, partners, trustees and promoters, pursuant to this

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Issue or any equity shares held by them in any Subsidiary or Company Owned by EMGF. All of the Directors may also be deemed to be interested to the extent of any dividend payable to them and other distributions in respect of the Equity Shares. The Directors and the Promoters do not have any interest in any property acquired by the Company or its Subsidiaries or the Companies Owned by EMGF within two years of the date of filing of the Draft Red Herring Prospectus. The key managerial personnel of the Company do not have any interest in the Company other than to the extent of the remuneration or benefits to which they are entitled as per their terms of appointment and reimbursement of expenses incurred by them during the ordinary course of business and to the extent of the Equity Shares held by them, any options granted to them under the Emaar MGF ESOP or any equity shares held by them in any Subsidiary or Company Owned by EMGF. See also the section Related Party Transactions beginning on page 465 of this Draft Red Herring Prospectus. Corporate Governance The provisions of the listing agreements to be entered into with the Stock Exchanges with respect to corporate governance become applicable to the Company at the time of seeking in-principle approval of the Stock Exchanges. The Company has complied with such provisions, including with respect to the appointment of independent Directors to the Board and the constitution of the following committees of the Board: the Audit Committee, the Compensation Committee and the Shareholders and Investors Grievance Committee. The Company undertakes to take all necessary steps to comply with all the requirements of the guidelines on corporate governance and adopt the Corporate Governance Code as per Clause 49 of the listing agreement to be entered into with the Stock Exchanges, as would be applicable to the Company upon the listing of its Equity Shares. The Board has 12 Directors, of which six Directors are independent and nine Directors are non-executive Directors. Audit Committee The Audit Committee was constituted by the Directors at their Board meeting held on September 19, 2007. The purpose of the Audit Committee is to ensure the objectivity, credibility and correctness of the Companys financial reporting and disclosure processes, internal controls, risk management policies and processes, tax policies, compliance and legal requirements and associated matters. The constitution of the Audit Committee is as follows:
S. No. 1. 2. 3. Name of the Director Mr. Pradip Kumar Khaitan (Chairman) Mr. Aman Mehta Mr. Shravan Gupta Executive/Non-Executive/Independent Independent and Non-Executive Director Independent and Non-Executive Director Non-Independent and Executive Director

The terms of reference of the Audit Committee are as per the provisions of Clause 49 of the listing agreement to be executed with the Stock Exchanges. Compensation Committee The Compensation Committee was constituted by the Directors at their Board meeting held on September 20, 2007. The Compensation Committees goal is to ensure that the Company attracts and retains highly qualified employees in accordance with its business plans, that the Company fulfils its ethical and legal responsibilities to its employees, and that management compensation is appropriate. The constitution of the Compensation Committee is as follows:
S. No. 1. 2. 3. Name of the Director Mr. Aman Mehta (Chairman) Mr. O. P. Vaish Mr. Siddharth Gupta Executive/Non-Executive/Independent Independent and Non-Executive Director Independent and Non-Executive Director Non-Independent and Executive Director

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4. 5.

Mr. Hussain Al Qemzi Mr. Kiran Karnik

Non-Independent and Non-Executive Director Independent and Non-Executive Director

The terms of reference of the Compensation Committee are to review and decide the policy on specific remuneration packages for the Managing Director, whole time Directors, executive/non-executive Chairman, executive/non-executive Vice Chairman and senior management employees of the Company, terms of remuneration of non-executive directors and administer and supervise the employee stock option plan of the Company. Shareholders and Investors Grievance Committee The Shareholders and Investors Grievance Committee was constituted by the Directors at their Board meeting held on September 19, 2007. The Shareholders and Investors Grievance Committee is responsible for the redressal of investor grievances. The constitution of the Shareholders and Investors Grievance Committee is as follows:
S. No. 1. 2. 3. 4. 5. Name of the Director Mr. Ghyanendra Nath Bajpai Mr. Pradip Kumar Khaitan Mr. Siddharth Gupta His Excellency Mohamaed Ali Alabbar Mr. Ahmed Jamal Jawa Executive/Non-Executive/Independent Independent and Non-Executive Director Independent and Non-Executive Director Non-Independent and Executive Director Non-Independent and Non-Executive Director Non-Independent and Non-Executive Director

The terms of reference of the Shareholders and Investors Grievance Committee are to review and look into redressal of shareholders and investor complaints like transfer of shares, dematerialisation/rematerialisation of shares, non-receipt of declared dividend and to review the process/mechanism of redressal of investor complaints and suggesting measures of improving the existing system of redressal of investor complaints. Changes in the Board of Directors during the last three years
Name Mr. Shravan Gupta Mr. Siddharth Gupta Mr. Sudhir Sareen His Excellency Mohammad Ali Alabbar Mr. Salem Rashed Al Mohnnadi Ms. Low Ping Mr. Siddharth Sareen Mr. Ahmad Jamal Jawa Mr. Hussain Al Qemzi Mr. Pradip Kumar Khaitan Mr. Gyanendra Nath Bajpai Mr. Ram Charan Mr. Kiran Sharadchandra Karnik Mr. Om Prakash Vaish Mr. Aman Mehta
(1)

Date of Appointment February 18, 2005(1) February 18, 2005(2) May 2, 2005 November 7, 2005 November 7, 2005 November 7, 2005 April 1, 2006(3) November 1, 2006 November 1, 2006 September 19, 2007 September 19, 2007 September 24, 2007 September 19, 2007 September 20, 2007 September 19, 2007

Date of Cessation April 1, 2006 November 1, 2006 November 1, 2006 -

Reason Appointed as First Director Appointed as First Director Resigned Appointed as Director Resigned Resigned Appointed as Executive Director Appointed as Director Appointed as Director Appointed as Director Appointed as Director Appointed as Director Appointed as Director Appointed as Director Appointed as Director

(2) (3)

Appointed as Managing Director on November 10, 2005 and redesignated as Executive Vice Chairman and Managing Director with effect from September 1, 2006. Appointed as executive Director for a period of five years with effect from September 1, 2006. Appointed as executive Director for a period of five years with effect from April 1, 2006.

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Group Organisational Structure

Key Managerial Personnel The key managerial personnel of the Company, other than the executive Directors mentioned above, are as follows: Bill Rattazzi, aged 56, is the Chief Executive Officer Residential/Townships of the Company. Mr. Rattazzi joined the Company in May 2007 and is responsible for strategic formulation and execution of residential and township efforts of the Company and supervising procurement, sales and customer service throughout India. Mr. Rattazzi has over 35 years of experience in real estate development, including the development of high rise buildings, commercial, retail, industrial, educational and hospital facilities and master planned mixed use/residential communities. Prior to joining the Company, Mr. Rattazzi was the President of the Los Angeles/Ventura region of John Laing Homes, Inc. in the United States. He has also worked with SunCal Companies from 1997 until 2002, UDC Homes from 1996 until 1997, Dale Poe Development Company from 1993 until 1996 and Calprop Corporation from 1987 until 1992. Mr. Rattazzi attended the United States Air Force Academy in Colorado Springs, USA from 1968 until 1969. He was awarded a Bachelor of Science Civil Engineering degree from the Rensselaer Polytechnic Institute, Troy, New York, USA and a Master of Business Administration degree from the California Polytechnic Institute, Pomona, USA. In the year ended March 31, 2007, Mr. Rattazzi did not receive any remuneration from the Company. Mukesh Dham, aged 51, is the Executive President Corporate Coordination and Support of the Company. Mr. Dham joined the Company in May 2007 and is responsible for corporate coordination. Mr. Dham has over 30 years of experience in the real estate industry. Prior to joining the Company, Mr. Dham was the Executive Director of DLF Limited. He has also worked with Ansal Properties & Industries Limited, India Tourism Development Corporation and the New Delhi Municipal Corporation. Mr. Dham completed his Bachelor of Laws degree from University of Delhi. In the year ended March 31, 2007, Mr. Dham did not receive any remuneration from the Company.

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Rakesh Malhotra, aged 48, is the Executive President Business Development of the Company. Mr. Malhotra joined the Company in May 2007 and is responsible for all business development activities of the Company. He is also responsible for planning and executing land acquisitions and managing external relationships. Mr. Malhotra has over 25 years of experience in real estate financing and operations. Prior to joining the Company, Mr. Malhotra was the Executive Director (Finance), OCL India Limited from 2000 until 2007. He has also worked with Ansal Properties and Infrastructure Limited from 1984 until 2000. Mr. Malhotra completed his Bachelor of Commerce degree from Meerut University and is a Fellow of the Institute of Chartered Accountants of India. In the year ended March 31, 2007, Mr. Malhotra did not receive any remuneration from the Company. Shrikant Joshi, aged 49, is the Chief Executive Officer South of the Company. Mr. Joshi joined the Company in April 2006 and is responsible for all of the Companys real estate developments in South India. Mr. Joshi has over 24 years of experience in general management, starting and expanding businesses, setting up processes and execution. Prior to joining the Company, Mr. Joshi was the President of Access Media, a business segment of Sify Limited. He has also worked with Heinz India (Private) Limited from 2000 until 2001, Philips India Limited from 1996 until 2000 and Wipro Limited from 1983 until 1996. Mr. Joshi completed his Post Graduate Diploma in Business Administration from the Indian Institute of Management, Ahmedabad and Bachelor of Technology degree from the Indian Institute of Technology, Delhi. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Joshi was Rs.11.26 million. Parminder Singh Sehgal, aged 42, is the Chief Executive Officer North of the Company. Mr. Sehgal joined the Company in June 2006 and is responsible for the Companys real estate development in north India. Mr. Sehgal has over 19 years of experience in Project management, finance and treasury and real estate economics. Prior to joining the Company, Mr. Sehgal was the Managing Director of Quark City India Private Limited until June 2006. He has also worked with Ranbaxy Laboratories Limited from 1995 until 1999 and Atul Limited from 1993 until 1995. Mr. Sehgal completed his Bachelor of Commerce degree from Jammu University. He is also a Fellow of the Institute of Chartered Accountants of India. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Sehgal was Rs.6.46 million. Ishan Mehta, aged 51, is the Chief of Human Resources of the Company. Mr. Mehta joined the Company in February 2007 and is responsible for the human resources function of the Company. Mr. Mehta has over 26 years of experience in human resources and operations. Prior to joining the Company, Mr. Mehta was the Group Head HR of Eicher Limited. He has also worked with the Oberoi group from 2001 until 2004, as group head of Human Resources Eicher from 1991 until 2001 and Ballarpur Industries Limited from 1983 until 1991. Mr. Mehta completed his Post Graduate Diploma in Industrial Relations and Welfare in Human Resources from XLRI, Jamshedpur. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Mehta was Rs.1.29 million. Sanjay Malhotra, aged 42, is the Chief Operating Officer of the Company. Mr. Malhotra joined the Company in December 2006 and is responsible for the corporate development and strategic alliances, commonwealth games village project, healthcare and education businesses of the Company. Mr. Malhotra has over 20 years of varied functional experience in diverse industries including hospitality, corporate finance and entertainment. Prior to joining the Company, Mr. Malhotra was the Chief Financial Officer of PVR Limited. He has also worked with Dimensions Consulting Private Limited from January 2000 until November 2001 and The Indian Hotels Company Limited from September 1993 until December 1999. Mr. Malhotra completed his Bachelor of Commerce degree from the University of Delhi. He is also a Fellow of the Institute of Chartered Accountants of India. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Malhotra was Rs.6.27 million. Ananta Raghuvanshi, aged 38, is the Chief Executive Retail of the Company. Ms. Raghuvanshi joined the Company in July 2007 and is responsible for the Companys retail business. Ms. Raghuvanshi has over 17 years of experience in the real estate marketing, sales, events, advertising and dealer relations. Prior to joining the Company, Ms. Raghuvanshi was the Senior Vice President of DLF Limited. Ms. Raghuvanshi completed her Bachelor of Science degree from the University of Delhi, Master of Arts degree from Annamalai University and Master in Business Administration degree from the Indra Gandhi Open University. In the year ended March 31, 2007, Ms. Raghuvanshi did not receive any remuneration from the Company. Sanjiv Rai, aged 47, is the Chief Operating Officer Hospitality of the Company. Mr. Rai joined the Company in December 2006 and is responsible for the Companys hospitality business. Mr. Rai has over 22 years of experience in the hospitality industry in finance, development, projects and operations. Prior to joining the Company, Mr. Rai was the General Manager, Development of ITC Limited from 2005 until 2006 and has held

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various positions from 1985 until 1999. He has also worked as the Director of Finance (Europe and Americas) with the Taj Group of Hotels from and as the Deputy General Manager of the Crown Plaza, London St. James, London and 51 Buckingham Gate suites and apartments from 1999 until 2005. He has also worked with the American Express from 1984 until 1985. Mr. Rai completed his Master of Business Administration degree from the Westminster Business School, University of Westminster, United Kingdom and Bachelor of Arts degree in Mathematics from St. Stephens College, University of Delhi. He is also a Fellow of the Institute of Chartered Accountants of India. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Rai was Rs.2.26 million. Sanjay Baweja, aged 46, is the Chief Financial Officer of the Company. Mr. Baweja joined the Company in October 2005 and is responsible for all matters relating to finance, accounting and taxation. Mr. Baweja has 19 years of experience in diverse industries, including telecom, real estate and fast moving consumer goods. Prior to joining the Company, Mr. Baweja was the Chief Finance Officer of Bharti Cellular Limited. He has also worked with Bharti Televentures Limited from February 2001 until September 2001, Xerox Modicorp Limited from March 1996 until January 2001, Digital Equipment India Limited from April 1994 until February 1996, Modi Xerox Limited from October 1988 until March 1994 and Ballarpur Industries Limited from April 1987 until October 1988. Mr. Baweja completed his Bachelor of Commerce degree from the University of Delhi. He is also a Fellow of the Institute of Chartered Accountants of India and Associate member of the Institute of Cost and Works Accountants of India. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Baweja was Rs.6.19 million. Vinay Mittal, aged 44, is the Chief Operating Officer Coordination of the Company. Mr. Mittal joined the Company in February 2006 and is responsible for planning, approvals and tenders. Mr. Mittal has over 22 years of experience in project management, real estate planning, approvals and contracts. Prior to joining the Company, Mr. Mittal was the Vice President of DLF Limited. He has also worked with Ansal Properties & Industries Limited from July 1989 to February 1992, Kailash Nath & Associates from June 1986 until July 1989 and Hindustan Construction Co. Limited from October 1985 until May 1986. Mr. Mittal completed his Bachelor of Engineering (Civil) degree from the Delhi College of Engineering, University of Delhi, Bachelor of Laws degree from Campus Law Centre, University of Delhi and Master of Business Administration degree from Indira Gandhi National Open University. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Mittal was Rs.4.16 million. Tarun Mehrotra, aged 40, is the Chief Operating Officer and National Head of Sales and Customer Care of the Company. Mr. Mehrotra joined the Company in January 2006 and is responsible for the entire sales and post sales functions across the country. Mr. Mehrotra has over 17 years of experience in the real estate sector primarily in the sale and marketing of large retail and residential projects. Prior to joining the Company, Mr. Mehrotra was the Vice President of CIG Realty Fund a Unitech group company. He has also worked with Unitech Limited from January 2004 until December 2005, CB Richard Ellis from November 1996 until December 1997, Satyam Cineplexes from 2002 until 2004 and Malibu Estate Private Limited from 1993 until 1996. Mr. Mehrotra completed his Bachelor of Commerce degree from the University of Delhi. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Mehrotra was Rs.5.43 million. Sudhir Gururaj Kulkarni, aged 50, is the Chief Operating Officer Western Region of the Company. Mr. Kulkarni joined the Company in May 2007 and is responsible for the overall operations of the Company in the Western region. Mr. Kulkarni has over 28 years of experience in real estate development. Prior to joining the Company, Mr. Kulkarni was the Vice President Business Development of Mahindra Gesco Developers Limited. He has also worked with Videocon Properties Limited from December 1994 until April 2005, Unit Trust of India from November 1986 until November 1994, Larsen and Toubro Limited from May 1980 until October 1986 and Gore-Gupta & Associates from June 1979 until April 1980. Mr. Kulkarni completed his Bachelor of Engineering (Civil) degree from the University of Mumbai, Diploma in Operations Research from the University of Mumbai and a Masters degree in Marketing Management from the University of Mumbai. In the year ended March 31, 2007, Mr. Kulkarni did not receive any remuneration from the Company. Gaurav Jain, aged 39, is the Chief Operating Officer Projects of the Company. Mr. Jain joined the Company in February 2006 and is responsible for development and construction of projects. Mr. Jain has over 18 years of experience in the real estate sector, including in project management, designing, coordination and property and facility management. Prior to joining the Company, Mr. Jain was the Vice President Projects of MGF Developments Limited. He has also worked as General Manager Projects with Jaypee Greens Limited from February 2001 until April 2004 and from August 1995 until August 2000 he worked with Landbase India Limited as Deputy General Manager Projects. He worked as Manager Project Coordinator at DLF Universal

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Limited from August 1991 until August 1995. Mr. Jain completed his Bachelor of Engineering (Civil) degree from Nagpur University, Master of Planning degree from the School of Planning and Architecture, New Delhi and Master of Business Administration degree from the Management Development Institute, Gurgaon, Haryana. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Jain was Rs.4.37 million. Subrata Bandhopadhyay, aged 47, is the Assistant Vice President Projects of the Company. Mr. Bandhopadhyay joined the Company in October 2006 and is responsible for the completion of the Boulder Hills Project in Hyderabad. Mr. Bandhopadhyay has over 26 years of experience in project management in residential, commercial and IT Parks in India and abroad. Prior to joining the Company, Mr. Bandhopadhyay was the area-in-charge for the Mauritius operations of Larsen & Toubro Limited. He has also worked with the National Projects Construction Company, a Government of India undertaking from 1981 until 1993. Mr. Bandhopadhyay completed his Bachelor of Engineering (Civil) degree from Regional Engineering College, Durgapur, West Bengal. He is also a qualified project management professional (QPMP, Level D) and a member of the Institute of Civil Engineering, U.K. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Bandhopadhyay was Rs.1.65 million. Lipi Bhatia, aged 38, is the General Manager Customer Services North of the Company. Ms. Bhatia joined the Company in August 2006 and is responsible for After Sales Customer Service function for Delhi and the NCR and setting up customer service for all new region/areas across India till they are independent. Ms. Bhatia has over 16 years of experience in Customer Service with nine years in real estate with DLF Limited and seven and a half years with the leading express industry player Blue Drat Express Limited. Prior to joining the Company, Ms. Bhatia was the Chief Manager Customer Service of DLF Limited. She also worked with Blue Drat Express Limited from April 1990 until July 1997. Ms. Bhatia completed her Bachelor of Commerce degree from the University of Delhi. She has a diploma in Marketing Management and a Post Graduate Diploma in Business Management both from Indira Gandhi National Open University. In the year ended March 31, 2007, the gross remuneration paid by the Company to Ms. Bhatia was Rs.0.84 million. Kishore Bhatija, aged 50, is the Head Business Development (West) of the Company. Mr. Bhatija joined the Company in July 2007 and is responsible for identifying and finalising business opportunities for development of townships, residential and commercial complexes, malls, hospitals and hotels in the western region of India. Mr. Bhatija has over 27 years of experience in the business development, legal and commercial functions. Prior to joining the Company, Mr. Bhatija was the Vice President of K Raheja Constructions Group, Mumbai. He has also worked with Hindustan Motors Limited from December 1984 until June 1992 and Grasim Industries Limited from October 1980 until December 1984. Mr. Bhatija completed his Bachelor of Commerce degree from Bombay University. He is also a designated Associate Chartered Accountant from the Institute of Chartered Accountants of India. In the year ended March 31, 2007, Mr. Bhatija did not receive any remuneration from the Company. Kush Bhatnagar, aged 38, is the Financial Controller North of the Company. Mr. Bhatnagar joined the Company in November 2006 and is responsible for the finance function for the Northern region. Mr. Bhatnagar has over 14 years of experience in finance. Prior to joining the Company, Mr. Bhatnagar was the Principal Finance Officer of Bharti Airtel Limited for the Orissa Circle. He has also worked with Pepsico India Holdings Private Limited from August 1997 until October 2006. Mr. Bhatnagar completed his chartered accountancy degree from the Institute of Chartered Accountants of India, New Delhi. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Bhatnagar was Rs.0.88 million. Thomas J. Cherukara, aged 47, is the Vice President for Kerala Operations. Mr. Cherukara joined the Company on September 1, 2007. He has over 22 years of experience in engineering services, sales and marketing and management. Prior to joining the Company, Mr. Cherukara worked with MGF Motors Limited from August 1998 as General Manager, and as Vice President with effect from February 2003 and as Executive Director from June 2005 of Kerala Cars Private Limited. Prior to that, he worked with Malabar Automobiles Private Limited as Assistant General Manager Sales & Marketing from August 1997 to August 1998. From 1996 to 1997 he worked in the capacity of Executive Director-Sales & Marketing an American Company SIJ Electronic Comp Tech Private Limited. He has also worked with Tata Locomotive Co. from 1985 to 1996 as Deputy Manager Sales. Mr. Cherukara completed his Engineering Degree from Manipal Institute of Technology, Mysore University in 1984. In the year ended March 31, 2007, Mr. Cherukara did not receive any remuneration from the Company. Sanjay Choudhary, aged 47, is the Chief Executive Officer Eastern region of the Company. Mr. Choudhary joined the Company on August 1, 2007. Prior to joining the Company, he worked with South City Projects

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Limited, Kolkata as the Chief Executive Officer from April 2002 until July 2007. He has also worked with Christopher Housing Development Private Limited as the Chief Executive Officer from May 1997 until April 2002. He was also a director of Right Address Limited, Kolkata from October 1990 until April 1997 and of Alpha Builders Private Limited, Kolkata from September 1985 until September 1990. He was also a partner of Indo Overseas Corporation from January 1980 until August 1985. Mr. Choudhary completed his Bachelor of Commerce degree from St. Xaviers College, University of Kolkata. In the year ended March 31, 2007, Mr. Choudhary did not receive any remuneration from the Company. Ashim Gandhi, aged 45, is the Chief Operating Officer (Gujarat) and Head Strategic Planning of the Company. Mr. Gandhi joined the Company in May 2007 and is responsible for coordinating all land acquisitions in Gujarat, tenders of various authorities, sanctions/approvals and completions of projects. As Head of Strategic Planning, he also heads the Companys environmental initiatives. Mr. Gandhi has over 23 years of experience in real estate. Prior to joining the Company, Mr. Gandhi was the Chief Operating Officer (Gujarat) and Strategic Planning of Parsvnath Developers Limited. He has also worked with Sahara India Pariwar from 1996 until 2005, Kant Enclave from 1992 until 1996 and Ansal Housing and Construction Limited from 1986 until 1992. Mr. Gandhi completed his Master of Science (Environment Management and Policy) degree from the International Institute of Industrial Environmental Economics, Lund University, Sweden and Master in Business Administration (Marketing) from Newport University, U.S.A. In the year ended March 31, 2007, Mr. Gandhi did not receive any remuneration from the Company. Ajit N. Gautam, aged 37, is the Senior General Manager Finance of the Company. Mr. Gautam joined the Company in July 2006 and is responsible for the finance function for the Southern region. Mr. Gautam has over 14 years of experience in finance, treasury, accounts, audit and business development. Prior to joining the Company, Mr. Gautam was the General Manager Planning and Budgeting of Sify Limited. He has also worked with Mobil Peevees Company Limited from 1997 until 1999, Cholamandalam Investment & Finance Limited from 1994 until 1997 and Wipro Limited from 1993 until 1994. Mr. Gautam completed his Bachelor of Commerce degree from Vivekananda College, Madras University. He is also a Fellow of the Institute of Chartered Accountants of India. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Gautam was Rs.1.32 million. Mr. Pawan Gupta, aged 43, is the Chief Operation Officer, Business Development of the Company. Mr. Gupta joined the Company on August 1, 2007. He has 22 years of experience. Prior to joining the Company, he worked with MGF Automobiles Limited & Capital Vehicle Sales Limited as Vice President -Sales & Finance from 1999 until 2007 and with Rajeev Motors Limited as General Manager-Sales & Services from 1995 until 1999. He was involved with his own venture from 1993 until 1995. Prior to that, he worked with Continental Auto Services, Subsidiary of DCM, as Manager-Sales from 1985 until 1993. Mr. Gupta completed his Mechanical Engineering from G.B. Pant Polytechnic, New Delhi, his Post Graduate Diploma in Management from DAV Institute, New Delhi and Post Graduate Diploma from Institute of Modern Management, Pune. In the year ended March 31, 2007 Mr. Gupta did not receive any remuneration from the Company. Rajiv Gupta, aged 43, is the Vice President, Financial Analyst of the Company. Mr. Gupta joined the Company on August 1, 2007. Prior to joining the Company, he worked with MGF Developments Limited. He also worked with Bahubali Services Limited as Vice President from 1991 until 2003. Mr. Gupta completed his company secretary (inter) from Institute of Company Secretaries of India and is also a Fellow of the Institute of Chartered Accountants of India. In the year ended March 31, 2007 Mr. Gupta did not receive any remuneration from the Company. Parminder Singh Jassal, aged 46, is the Chief Legal Officer of the Company. Mr. Jassal joined the Company in September 2006 and is responsible for the legal function of the Company. Mr. Jassal has over 23 years of experience in the legal field. Prior to joining the Company, Mr. Jassal was the Vice President Legal of GHCL Limited. He has also worked with Bindal Agro Chemicals Limited from 1992 until 1993, Ansal Properties Limited from 1991 until 1992 and Inalsa Limited from 1981 until 1991. Mr. Jassal completed his Bachelor of Commerce degree from the Hindu College, University of Delhi and his Bachelor of Laws degree from Campus Law Centre, University of Delhi. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Jassal was Rs.1.91 million. Ashish Jindal, aged 33, is the General Manager Realty Intelligence Group of the Company. Mr. Jindal joined the Company in January 2006 and is responsible for strategic planning. Mr. Jindal has over 11 years of experience in strategic planning, project financing, real estate advisory services and international business development. Prior to joining the Company, Mr. Jindal was the Deputy General Manager Strategic Planning

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and Business Development of MGF Developments Limited. He has also worked with Colliers Jardine (India) Property Services Limited from 2001 until 2003 and BHP Engineers Limited in 1995 and 2000. Mr. Jindal completed his Bachelor of Engineering (Mechanical) degree from the Manipal Institute of Technology, Mangalore University and his Post Graduate Diploma in Business Management in Marketing and Finance from Institute of Management Technology, Ghaziabad. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Jindal was Rs.1.41 million. Aman Kapoor, aged 39, is the Chief Operating Officer Commercial Operations of the Company. Mr. Kapoor joined the Company in September 2007 and is responsible for the commercial office, IT park and SEZ vertical of the Company. Mr. Kapoor has over 18 years of experience in development of IT Parks, commercial office and SEZ projects. Prior to joining the Company, Mr. Kapoor was the Associate Director, Asia Capital Markets with Jones and Lasalle, Hong Kong. He has also worked with Cushman & Wakefield Le Page Inc. from July 2006 until June 2007, IPC US Income Trust from October 2004 until March 2006, TCG Developments Indian Private Limited from August 1996 until January 2003, Pepsico Inc. from September 1995 until August 1996 and General Mill Canada from January 1990 until September 1995. Mr. Kapoor has completed his Master of Business Administration degree from Nottingham Business School, Nottingham Trent University, his diploma from Institute of Hotel Management Catering and Nutrition, Pusa, New Delhi and his Bachelor of Commerce degree from University of Delhi. In the year ended March 31, 2007 Mr. Kapoor did not receive any remuneration from the Company. Narinder Kumar, aged 57, is the Senior Vice-President-Projects (Commercial) of the Company. Mr. Kumar joined the Company in August 20, 2007, and is responsible for Contracts and commercial of the Company. Mr. Kumar has over 37 years of experience in project execution, contracts and commercial. Prior to joining the Company, Mr. Kumar was the Senior Vice-President with Ansals Properties and Infrastructure Limited from 1989 to 2007. He has also worked with Altaf Hussain and Company in the middle-east from 1981 until 1987, before that he was with Engineering Projects India Limited as project engineer from 1979 until 1981 and with Military Engineering Services from 1970 until 1979. Mr. Kumar has completed his degree in Bachelor of Science (Engineering) from Punjab University. In the year ended March 31, 2007 Mr. Kumar did not receive any remuneration from the Company. Sanjiv Malik, aged 49, is the Vice President Management Assurance Services of the Company. Mr. Malik joined the Company in February 2006 and is responsible for providing strategic leadership in the management of the compliance and internal audit function of the Company. Mr. Malik has over 24 years of experience in finance and audit. Prior to joining the Company, Mr. Malik was the Chief Financial Officer of Times Internet Limited, a group company of Bennett, Coleman & Co. Limited from November 2003 until February 2006. He has also worked with Bennett Coleman & Co. Limited as Head of Management Assurance from February 2002 until October 2003. He worked as Chief Financial Officer with Dominos Pizza India Limited from September 2000 until November 2001 and with Hyatt Regency, Miami as Chief Accountant from October 1999 to September 2000. He worked as a consultant with Pronet Consulting in USA from July 1998 to September 1999 and was the Director-Finance at President Park Group (Property Management and Hospitality Division) Bangkok, Thailand from March 1994 to June 1998. He worked with the Thakral Group (Accor Hotels), Thailand from December 1992 until February 1994 as Director-Finance and Administration. Mr. Malik completed his Bachelor of Commerce degree from the University of Delhi. He is also a designated Associate Chartered Accountant from the Institute of Chartered Accountants of India. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Malik was Rs.3.25 million. Geeta Mathur, aged 40, is the Vice President Finance of the Company. Ms. Mathur joined the Company in July 2007 and is responsible for treasury and investor relations. Ms. Mathur has over 15 years of experience in project, corporate and structured finance, treasury, investor relations, strategic planning and budgeting. Prior to joining the Company, Ms. Mathur was the General Manager Finance of DCM Shriram Consolidated Limited. She has also worked with ICICI Limited from April 1990 until October 2000 and IBM India from November 2000 until November 2001. Ms. Mathur completed her Bachelor of Commerce degree from the University of Delhi. She is also a Fellow of the Institute of Chartered Accountants of India. In the year ended March 31, 2007, Ms. Mathur did not receive any remuneration from the Company. P. Vijay Menon, aged 50, is the General Manager Administration, Hyderabad of the Company. Mr. Menon joined the Company in March 2007 and is responsible for the day to day operation and administration relating to the development of the integrated project at Hyderabad. Mr. Menon has over 30 years of experience in general management, administration and sales. Prior to joining the Company, Mr. Menon was the General Manager of Emaar Hills Township Private Limited. He has also worked with the Dubai World Trade Centre LLC from June

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1991 until July 2003. Mr. Menon completed his Bachelor of Arts degree in Economics from Loyola College, Madras University. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Menon was Rs.0.29 million. Abhay Kumar Mishra, aged 47, is the Vice President Infrastructure & Projects of the Company. Mr. Mishra joined the Company in May 2006 and is responsible for railways and other government development projects. Mr. Mishra has over 24 years of experience in the management of civil engineering and infrastructure projects. Prior to joining the Company, Mr. Mishra was the Chief Engineer Metro Rail Transport System, Indian Railways. He has served in various capacities involving strategic planning, land acquisition, project planning, management and execution. Mr. Mishra completed his Bachelor of Engineering (Civil) degree from the National Institute of Technology, Bhopal. He joined the cadre of the Indian Railway Service of Engineers. He also received Advance Management Programme Certificates from the Railway Staff College. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Mishra was Rs.3.33 million. Mihir Misra, aged 45, is the Chief Architect of the Company. Mr. Misra joined the Company in December 2005 and is responsible for selection of design consultants, conceptualising development briefs and final product mix of all designs which the company undertakes. Mr. Misra has over 20 years of experience in design and development, prototype and vendor management. Prior to joining the Company, Mr. Misra worked as an independent consultant, including to ITC Hotels Limited and Claridges Hotel. He has also worked with the Oberoi Hotels from 1993 until 1999. Mr. Misra completed his Bachelor of Architecture from the School of Planning and Architecture, New Delhi. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Misra was Rs.4.35 million. Ravi Narain, aged 40, is the Vice President Marketing & Design of the Company. Mr. Narain joined the Company in December 2006 and is responsible for all marketing and communication needs of the company. Mr. Narain has over 17 years of experience in Marketing and Advertising. Prior to joining the Company, Mr. Narain was the Executive Creative Director with Bates David Enterprise Advertising. He has also worked with Contract Advertising as Associate Vice President from 1997 until 2005, with Foote Cone & Belding in Toronto, Canada he was Senior Art Director from 1996 until late 1997, He was Associate Creative Director with Grey Advertising from 1993 until late 1995. He started his career with J Walter Thompson in mid 1990 as an Art Director until 1993. Mr. Narain has completed his degree in Bachelor of Fine Arts in Applied Art from College of Art, University of Delhi in 1990. In the year ended March 31, 2007 the gross remuneration paid by the Company to Mr. Narain was Rs.9.57 million. Satish Pai Panandikar, aged 54, is the Assistant Vice President Corporate Affairs of the Company. Mr. Panandikar joined the Company in April 2006 and is responsible for corporate affairs and development of the Goa region. Mr. Panandikar has over 33 years of experience in project management of hotel, residential and commercial properties. Prior to joining the Company, Mr. Panandikar was the General Manager (Projects Development) of Delanco Real Estate Private Limited, a subsidiary of DLF Universal Limited. He has also worked with Bell Towers Hotels Private Limited, a franchisee of the Radissons hotels in Goa from 2003 until 2005, Frischman Prabhu India Limited, a part of the Pell Frischman group, from 2002 until 2003, Tata Housing Development Company Limited from 1996 until 2002 and Hotel Leela, Goa from 1994 until 1996 and from 1989 until 1991. Mr. Panandikar completed his Bachelor of Engineering (Civil) degree from Bombay University. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Panandikar was Rs.1.36 million. Jaideep K. Paul, aged 43 is the Vice President & Group Financial Controller of the Company. Mr. Paul joined the Company in April 2007 and is responsible for Accounting and Business Planning activities. Mr. Paul has over 18 years of experience in diverse industries including telecom, manufacturing and audit. Prior to joining the Company, Mr. Paul was the Regional Controller East with Bharti Airtel Limited. He has also worked with Bharti Airtel Limited from July 2002 until April 2007, Caltex Lubricants Limited from June 2000 until June 2002, Telstra V-Comm from Aug 1997 until May 2000, HCL Comnet from Feb 1995 until July 1997, Hindustan Zinc from April 1991 until Feb 1995 and Pricewaterhouse from March 1989 until March 1991. Mr. Paul has completed his degree in Bachelor of Commerce from University of Calcutta. He is also a Fellow of the Institute of Chartered Accountants of India. In the year ended March 31, 2007, Mr Paul did not receive any remuneration from the Company. Ashok K. Purie, aged 48, is the General Manager Development (South) of the Company. Mr. Purie joined the Company in September 2006 and is responsible for the management of development activities in South India. Mr. Purie has over 22 years of experience in architectural planning, designing and construction. Prior to joining

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the Company, Mr. Purie was the studio manager with Ananta Online Graphics Studio, the Indian operations of a US-based alternative production method company. He has also worked as a resident architect on the Microsoft facility in Hyderabad from December 2003 until February 2005 and with Bechtel Incorporated from April 1995 until December 2002. Mr. Purie completed his Bachelor of Architecture degree from Nagpur University. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Purie was Rs.2.2 million. Achal Raina, aged 42, is the Chief Executive-Commercial of the Company. Mr. Raina joined the Company on August 29, 2007 and is responsible for the Commercial office space/IT Parks and SEZ for commercial vertical. Mr. Raina has over 20 years of experience in consumer durable industry and real Estate. Prior to joining the Company, Mr. Raina was the COO, BPTP Limited from September 2006 to August 2007. He has also worked with Vipul Limited as VP and Head Sales and Marketing from September 2002 to August 2006 and from March 1996 until August 2002 with Unitech Limited as Head Marketing & Sales and from January 1990 to April 1996 with DLF Universal Ltd., as Manager Sales. Mr. Raina has completed his degree in B.Com from Delhi University in 1986. In the year ended March 31, 2007, Mr. Raina did not receive any remuneration from the Company. K. Arun Raju, aged 43, is the Head Projects (Hospitality) of the Company. Mr. Raju joined the Company in April 2007 and is responsible for hospitality projects. Mr. Raju has over 20 years of experience in project management for hotels, hospitals and office complexes. Prior to joining the Company, Mr. Raju was the Head of Facilities (India) of Freescale Semiconductors India Private Limited. He has also worked with Max healthcare as General Manager Projects from June 2000 until June 2006, ITC Ltd as Chief Engineer from March 1990 until June 2000and with the Oberoi Hotels from August 1986 until March 1990 Mr. Raju completed his Bachelor of Technology (Electrical) degree from Punjab Engineering College, Chandigarh in 1986. In the year ended March 31, 2007, Mr. Raju did not receive any remuneration from the Company. Kshitij Rana, aged 47, is the General Manager, Design & Development of the Company. Mr. Rana joined the Company in April 2007 and is responsible for Coordinating Project Design with Architectural & Engineering Consultants as well as in-house design support for Project Teams. Mr. Rana has over 25 years of experience in Architecture Design. Prior to joining the Company, Mr. Rana was the Principal with Kshitij Rana Architects from 1993 until 2007. He has also worked with JV Projects with Jyoti Rath Associates from 2006 until 2007, Davis Brody Associates, NY, USA from 1988 until 1992 and Levenson Thaler, Architects, NY, USA from 1986 until 1988. He was self employed from 1984 until 1986, and worked with C. P. Kukreja, Architects, New Delhi from 1982 until 1984. Mr. Rana has completed his degree in Architecture from The School of Planning & Architecture, New Delhi. In the year ended March 31, 2007, Mr. Rana did not receive any remuneration from the Company. Naresh Kumar Rampal, aged 57, is the Vice President Hospitality Projects of the Company. Mr. Rampal joined the Company in June 2006 and is responsible for hospitality projects. Mr. Rampal has over 35 years of experience in construction and the management of commercial, residential, hotel and resort projects. Prior to joining the Company, Mr. Rampal was the Vice President- Projects and Head Real Estate of Reliance Industries Limited for the NCR region. Mr. Rampal completed his Bachelor of Engineering (Civil) degree from the College of Engineering, Poona. He is also a Fellow of the Institution of Engineers, the Institution of Valuers and the Institution of Surveyors in India. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Rampal was Rs.2.23 million. Rohit Sahai, aged 37, is the Chief Operating Officer Uttar Pradesh of the Company. Mr. Sahai joined the Company in September 2006 and is responsible for operations in Lucknow and other parts of Uttar Pradesh. Mr. Sahai has over 14 years of experience in Corporate Affairs, Sales and Operations. Prior to joining the Company, Mr. Sahai was Asst Vice President of Reliance Industries Limited & Reliance Infocom Limited. He has also worked with Hindustan Coco-Cola Beverages Private Limited as Head Institutional Sales from April 1999 until June 2001. Mr. Sahai completed his Master of Arts (Humanities) degree from the Banaras Hindu University, Varanasi. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Sahai was Rs.2.52 million. Ajay Seth, aged 43, is the Vice President Marketing of the Company. Mr. Seth joined the Company in June 2007 and is responsible for Marketing and Marketing Communication. Mr. Seth has over 18 years of experience in advertising, brand management and marketing. Prior to joining the Company, Mr. Seth was the General Manager Marketing of Haier Appliances India Private Limited between January 2006 and June 2007. He has also worked with G3 Communications a grey global group agency from August 2004 until December 2005, Dentsu Marcon from 2002 until 2004 and Contract Advertising (a WPP Agency) from 1995 until 2002. Mr. Seth

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completed his Master of Business Administration degree from IMT Ghaziabad and Bachelor of Arts degree in Economics from the University of Delhi. He did not receive any remuneration in the year ended March 31, 2007. Darshan Pal Singh, aged 33, is the General Manager Business Planning (Hospitality) of the Company. Mr. Singh joined the Company in July 2006 and is responsible for branding and identifying key hospitality locations in India. Mr. Singh has over 15 years of experience in the hospitality sector. Prior to joining the Company, Mr. Singh was the Head Operations of VAU Developments Private Limited. He has also worked for Hamshire Hotels and Resorts from April 1997 until August 2003 and completed his management training programme with the Radisson Edwardian group in the United Kingdom from January 1996 until March 1997. Mr. Singh was awarded a Higher National Diploma in Hotel and Catering Management from Westminster College, London and completed a certificate course in principles of management from the London School of Economics. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Singh was Rs.1.07 million. Surender Varma, aged 37, is the Head-Corporate Secretarial and Legal of the Company. Mr. Varma joined the Company in December 2005 and is responsible for the secretarial and legal functions of the Company. Mr. Varma has over 13 years of experience. Prior to joining the Company, Mr. Varma was the Deputy General Manager Corporate Secretarial and Legal of HT Media Limited from December 2004 until December 2005. He has also worked with Ballarpur Industries Limited from December 2002 until December 2004, Daksh e Services Private Limited from February 2001 until December 2002, Jindal Photo Films Limited from April 1995 until January 2001 and Khera Hospitaliers Limited from January 1992 until March 1995. Mr. Varma completed his Bachelor of Commerce degree and his Bachelor of Laws degree from the University of Delhi. Mr. Varma is a qualified Company Secretary and Cost and Works Accountant. In the year ended March 31, 2007, the gross remuneration paid by the Company to Mr. Varma was Rs.1.79 million. All the key managerial personnel mentioned above are permanent employees of the Company. None of the above mentioned key managerial personnel are related to each other or are appointed pursuant to any arrangement or understanding with major shareholders, customers or suppliers. Shareholding of the Key Managerial Personnel Except in relation to the option to purchase Equity Shares pursuant to the Emaar MGF ESOP, as of the date of this Draft Red Herring Prospectus, none of the key managerial personnel of the Company hold any Equity Shares in the Company. For details of the shareholding of the Companys Directors, refer to Shareholding of the Directors above. Bonus or Profit Sharing Plan for the Key Managerial Personnel There is no bonus or profit sharing plan for key managerial personnel of the Company. Emaar MGF ESOP For details regarding the Emaar MGF ESOP, see the section Capital Structure beginning on page 20 of this Draft Red Herring Prospectus. Changes in the Key Managerial Personnel The following are the changes in the key managerial personnel of the Company, other than the executive Directors, in the last three years preceding the date of filing this Draft Red Herring Prospectus.
Name Date of Appointment Date of Cessation Reason

Bill Rattazzi (Chief Executive Officer Residential) Mukesh Dham (Executive President) Rakesh Malhotra (Executive President Business Development) Shrikant Joshi (Chief Executive Officer South)

May 23, 2007 May 18, 2007 May 21, 2007 April 1, 2006

Appointment Appointment Appointment Appointment

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Name

Date of Appointment

Date of Cessation

Reason

Parminder Singh Sehgal (Chief Executive Officer North) Ishan Mehta (Chief Human Resources) Sanjay Malhotra (Chief Operating Officer) Ananta Raghuvanshi (Chief Executive Retail) Sanjiv Rai (Chief Operating Officer Hospitality) Sanjay Baweja (Chief Finance Officer) Vinay Mittal (Senior Vice President Coordination) Vinay Mittal (Chief Operating Officer Coordination) Tarun Mehrotra (Head Sales and Customer Care) Sudhir Gururaj Kulkarni (Chief Operating Officer West) Gaurav Jain (Chief Operating Officer Projects) Subrata Bandhopadhyay (Assistant Vice President Projects) Lipi Bhatia (General Manager Customer Services North) Kishore Bhatija (Head Business Development (West)) Kush Bhatnagar (Financial Controller North) Sanjay Choudhary (Chief Executive Officer Eastern region) Thomas J. Cherukara (Vice-President Kerala Operations) Susil S. Dungarwal (Head Retail (West & South)) Ashim Gandhi (Chief Operating Officer Gujarat and Head Strategic Planning) Ajit N. Gautam (Senior General Manager Finance) Pawan Gupta (Chief Operating Officer-Eastern region) Rajiv Gupta (Vice President-Financial Analyst) Parminder Singh Jassal (Chief Legal Officer) Shashank Mohan Jain (Vice President Corporate Planning & Strategic Affairs) Ashish Jindal (General Manager Realty Intelligence Group) Aman Kapoor (Chief Operating OfficerCommercial Operations)

June 13, 2006 February 5, 2007 December 11, 2006 July 9, 2007 December 4, 2006 October 10, 2005 February 1, 2006 April 1, 2007 January 2, 2006 May 1, 2007 February 1, 2006 October 9, 2006 August 16, 2006 July 2, 2007 November 2, 2006 August 1, 2007 September 1, 2007 February 14, 2007 May 31, 2007 August 1, 2006 August 1, 2007 August 1, 2007 September 5, 2006 June 1, 2005 January 2, 2006 September 10, 2007

September 11, 2007 August 30, 2006 -

Appointment Appointment Appointment Appointment Appointment Appointment Appointment Change in Designation Appointment Appointment Appointment Appointment

Appointment Appointment Appointment Appointment Resignation Appointment Appointment Appointment Appointment Appointment Resignation Appointment Appointment

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Name

Date of Appointment

Date of Cessation

Reason

Narinder Kumar (Senior Vice-President Projects Commercial) Sanjiv Malik (Vice President Management Assurance Services) Geeta Mathur (Vice President Finance) P. Vijay Menon (General Manager Administration, Hyderabad) Abhay Kumar Mishra (Vice President Infrastructure and Projects) Mihir Misra (Chief Architect) Ravi Narain (Vice-President Marketing) Satish Pai Panandikar (Assistant Vice President Corporate Affairs) Jaideep K. Paul (Vice President Group Financial Controller) Ashok K. Purie (General Manager Development (South)) Achal Raina (Chief Executive-Commercial) K. Arun Raju (Head Projects (Hospitality)) Kshitij Rana (General Manager Design and Development) Naresh Kumar Rampal (Vice President Hospitality Projects) Rohit Sahai (Vice President Operations) Rohit Sahai (Chief Operating Officer Uttar Pradesh) Ajay Seth (Vice President Marketing) Darshan Pal Singh (General Manager Business Planning (Hospitality)) Shirish Shukla (Vice President Human Resources) Anil Thampy (General Manager Operations) Surender Varma (Head-Corporate Secretarial and Legal)

August 20, 2007 February 13, 2006 July 23, 2007 March 1, 2007 May 4, 2006 December 19, 2005 December 15, 2006 April 3, 2006 April 9, 2007 September 27, 2006 August 29, 2007 April 19, 2007 April 2, 2007 June 3, 2006 September 28, 2006 September 1, 2007 June 11, 2007 July 1, 2006 October 4, 2005 August 7, 2006 December 15, 2005

January 31, 2007 August 16, 2007 -

Appointment Appointment Appointment Appointment Appointment Appointment Appointment Appointment Appointment Appointment Appointment Appointment Appointment Appointment Appointment Change in designation Appointment Appointment Resignation Resignation Appointment

Payment of Benefit to Officers of the Company Except as disclosed in this Draft Red Herring Prospectus and any statutory payments made by the Company, the Company has not paid any amounts to its officers in connection with superannuation payments, ex-gratia rewards or any non-salary amounts or benefits in the last two years. The Company has a Group Gratuity Scheme (the Scheme) with the Life Insurance Corporation of India for its permanent employees. The Scheme entitles its members to benefits on retirement or leaving the service of the Company after completion of five years of service. None of the beneficiaries of loans and advances and sundry debtors are related to the Directors or the Promoters of the Company.

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OUR PROMOTERS AND PROMOTER GROUP COMPANIES Promoters The following are the Promoters of the Company: 1. 2. 3. 4. 5. Emaar Properties PJSC; Emaar Holding II; Mr. Shravan Gupta; MGF Developments Limited; and Kallarister Trading Limited.

Promoter Group The natural persons who are part of the Promoter Group, apart from the individual Promoter mentioned above, are as follows: 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. Mr. Rajiv Gupta (father of Mr. Shravan Gupta); Ms. Arti Gupta (mother of Mr. Shravan Gupta); Mr. Siddharth Gupta (brother of Mr. Shravan Gupta); Ms. Sumana Verma (sister of Mr. Shravan Gupta); Ms. Shilpa Gupta (wife of Mr. Shravan Gupta); Ms. Parul Gupta (wife of Mr. Siddharth Gupta and sister of Ms. Shilpa Gupta); Mr. Sudhir Sareen (father in-law of Mr. Shravan Gupta); Ms. Sunita Sareen (mother in-law of Mr. Shravan Gupta); Mr. Siddharth Sareen (brother in-law of Mr. Shravan Gupta); and Ms. Sharadha Gupta (daughter of Mr. Shravan Gupta).

The MGF group companies that are part of the Promoter Group, apart from the Promoter companies mentioned above, are as follows: 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19. 20. 21. 22. 23. 24. 25. 26. 27. 28. 29. Abhirbhav Estates Private Limited; Abhyudaya Estates Private Limited; Adinath Buildtech Private Limited; Amber Buildtech Private Limited; Amiable Estate Private Limited; Aryan Life Style Private Limited; Ashvarya Estates Private Limited; Augite Estate Private Limited; Capital Vehicle Sales Limited; Caramel Estate Private Limited; Columbia Estates Private Limited; Columbia Holdings Private Limited; Compatible Estate Private Limited; Coniza Promoters Private Limited; Conure Properties Private Limited; Dainty Estate Private Limited; Deepasha Estates Private Limited; Dhiraj Garments Private Limited; Discovery Estates Private Limited; Discovery Holdings Private Limited; Emaar MGF Education Private Limited; Engage Communications Private Limited; Espace Buildtech Private Limited; Fab Estates Private Limited; Fairbridge Holdings Limited; Golden Focus Pte. Limited Gram Buildcon Private Limited; Harvansh Estates Private Limited; Intra Chemical and Drugs Private Limited;

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30. 31. 32. 33. 34. 35. 36. 37. 38. 39. 40. 41. 42. 43. 44. 45. 46. 47. 48. 49. 50. 51. 52. 53. 54. 55. 56. 57. 58. 59. 60. 61. 62. 63. 64. 65. 66. 67. 68. 69. 70. 71. 72. 73. 74. 75. 76. 77. 78. 79. 80. 81. 82. 83. 84. 85. 86. 87.

Kanta Apparels Private Limited; Kerala Cars Private Limited; Kilrain Engineering Private Limited; Kunjar Promoters Private Limited; Light Wood Estate Private Limited; Lonicera Estate Private Limited; Loupen Services Limited; Madhya Promoters Private Limited; Malm Estate Private Limited; Megna Retail Private Limited; Metroplex Construction Private Limited; MGF Auto Sales Private Limited; MGF Automobiles Limited; MGF Holdings Private Limited; MGF Housing and Infrastructure Private Limited; MGF Infotech Private Limited; MGF Metro Mall Private Limited; MGF Motors Limited; MGF Projects Private Limited; MGF Promoters Private Limited; MGF Retail Private Limited; MGF Retail Services Private Limited; MGF Retail Ventures Private Limited; MGF Vehicle Sales Private Limited; Midlam Agencies Private Limited; Milet Estate Private Limited; Moonlight Continental Private Limited; Nakul Promoters Private Limited; New Era Impex (India) Private Limited; Niryat Private Limited; Omega Motors Private Limited; Opera Promoters Private Limited; Oriole Exports Private Limited; Orpine Estate Private Limited; Ostrich Estate Private Limited Paris Resorts Private Limited; Prathibha Promoters Private Limited; Prathmesh Buildtech Private Limited; Questor Promoters Private Limited; Ranbanka Promoters Private Limited; Saiesha Developments Private Limited; Saiesha Projects Private Limited; Sanket Promoters Private Limited; Sareen Estates Private Limited; Shailvi Estates Private Limited; Shanti Apparels Manufacturing Co Private Limited; Shanti Interior Private Limited; Soumya Promoters Private Limited; SSP Developers Private Limited; SSP Properties Private Limited; Sugandhim Estate Private Limited; Symond Promoters Private Limited; Vatsalya Estates Private Limited; Vau Developments Private Limited; and Vishnu Apartments Private Limited (Part IX); VMR Promoters Private Limited; Yashoda Promoters Private Limited; and Yogya Promoters Private Limited.

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In addition to the Promoter Group companies disclosed above, the following companies in India are majority owned by Emaar Holding, a company incorporated in the Republic of Mauritius and a wholly owned subsidiary of Emaar Properties PJSC, and form part of the Promoter Group: 1. Boulder Hills Leisure Private Limited; 2. Cyberabad Convention Centre Private Limited; and 3. Emaar Hills Township Private Limited. The other entities that are part of the Promoter Group are: 1. 2. 3. City Square Mall Management (a partnership firm); MGF Event Management (a partnership firm); and MGF Mall Management (a partnership firm).

Mr. Rajiv Gupta, Mr. Shravan Gupta, Mr. Siddharth Gupta and Ms. Arti Gupta have entered into a Memorandum of Family Arrangement (the Family Arrangement) dated March 25, 2007. Pursuant to the Family Arrangement, it has been agreed that Mr. Shravan Gupta and Mr. Siddharth Gupta shall not hold any substantial right, title or interest in the entities promoted or controlled by Mr. Rajiv Gupta and will resign as directors from such entities within six months of the date of the Family Arrangement. Further, it is agreed between the parties that they shall run, manage and control the respective businesses without recourse to each other. Further, Ms. Sumana Verma, sister of Mr. Shravan Gupta, in response to a letter dated September 10, 2007 from the Company seeking information required to be disclosed in the Draft Red Herring Prospectus relating to Ms. Sumana Verma and the entities in which she is interested, has replied that neither she nor any of the business concerns in which she is interested, has any relationship with the Company and that she will not be providing any information for disclosure in the Draft Red Herring Prospectus. Accordingly, information regarding Mr. Rajiv Gupta and Ms. Sumana Verma and entities in which they hold interest has not been disclosed in this Draft Red Herring Prospectus. Shareholding Pattern For the pre-Issue and post-Issue shareholding of the Promoters and the Promoter Group in the Company, see the section Capital Structure beginning on page 20 of the Draft Red Herring Prospectus. PROMOTERS The details of the Promoter that is an individual are as follows: Mr. Shravan Gupta

Identification PAN Passport No. Voter ID Number Driving License Number Bank Account Number

Details AAAPG5165E F7680541 Nil P93073829 600110100007640, Bank of India, Asaf Ali Road, New Delhi

Shravan Gupta, aged 33, is the Executive Vice Chairman and Managing Director of the Company. Mr. Gupta has been a director of the Company since February 18, 2005 and became an executive director of the Company

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on April 1, 2006. His primary responsibility is the overall management of the Company. Mr. Gupta has over 12 years of experience in the real estate and financial services sectors. Mr. Gupta is the brother of Mr. Siddharth Gupta and the brother-in-law of Mr. Siddharth Sareen, both of whom are executive directors of the Company. Mr. Gupta completed his Bachelor of Commerce degree from Shriram College of Commerce, University of Delhi. The details of the Promoters that are companies are as follows: Emaar Properties PJSC Emaar Properties PJSC (Emaar) was incorporated on June 23, 1997 under the laws of the UAE and commenced operations on July 29, 1997. The registered office of Emaar is located at P.O. Box 9440, Dubai, UAE. The principal activity of Emaar is to invest and develop properties, provide property management services, engage in education, healthcare and hospitality services and invest in financial services providers. History of Emaar Emaar is one of the worlds leading real estate companies having developed approximately 45 million square feet of real estate across residential, commercial and other business segments and with operations in 16 countries as of August 31, 2007. It is listed on the Dubai Financial Market and is part of the Dow Jones Arab Titan Index and S&P IFCG Extended Frontier 150 Index. Emaar is also an FT Global 500 company, a global ranking by Financial Times that provides an annual snapshot of the worlds largest companies, listed on the basis of market capitalization. In October 2006, Emaar was awarded Best Developer in the UAE for the second consecutive year and Best Developer in Egypt at the Euromoney Gulf Real Estate Awards. Emaar is developing several real estate projects including the Burj Dubai Downtown development (a development which is expected to comprise properties spanning the residential, retail, commercial and hospitality sectors, including the Burj Dubai stated to be the worlds tallest tower, the Dubai Mall stated to be the worlds largest entertainment and shopping mall, the Old Town a low-rise residential community, Burj Dubai Lake Hotel and Serviced Apartments and the Burj Dubai Boulevard) and the King Abdullah Economic City in the Kingdom of Saudi Arabia (a development which is planned to be a mixed use city extending along a 35 kilometre shoreline and is located near the commercial hub of Jeddah). In addition to the UAE, India and Saudi Arabia, Emaar has projects in various countries including Egypt, Turkey, Morocco, Jordan, Pakistan and the United States of America. Emaar is an ISO 9001:2000 quality certified company. In addition to geographical expansion, Emaar is alo focusing on business segmentation and is diversifying into other sectors, including leisure and hospitality, malls, education, healthcare and finance. In the hospitality and leisure sector, Emaar has entered into an exclusive agreement with Giorgio Armani S.p.A. to build and manage Armani hotels and resorts globally. In the education sector Emaar acquired Singapore-based Raffles Campus Pte Limited, a company involved in providing education with campuses in Singapore, Indonesia, Hong Kong, China and Vietnam. Emaar also holds equity in Dubai Bank which is focused on retail and commercial banking; Amlak Finance PJSC, a leading UAE Islamic home financing company; and Emaar Industries and Investments (Pvt) JSC which has an investment focus on technology and light manufacturing industries in the Gulf region. In June 2006, Emaar acquired WL Homes LLC (trading as John Laing Homes), a large homebuilder in the United States. Emaar further acquired Hamptons Group Limited, which is a global property sales, management and development services company. Shareholding Pattern The shareholding pattern of Emaar as of September 15, 2007 was as follows:
Name of the Shareholder Government of Dubai Others Total Number of equity shares 1,941,922,500 4,149,316,003 6,091,238,503 % of issued capital 31.88 68.12 100.00

Board of Directors The board of directors of Emaar as of September 15, 2007 consisted of the following: 1. His Excellency Mohamed Ali Alabbar;

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2. 3. 4. 5. 6. 7. 8.

Mr. Hussain Al Qemzi; Mr. Salem Rashed Saeed Al Mohannadi; Mr. Mohammad Ibrahim Al Shaibani; Dr. Lowai Mohamed Belhoul; Mr. Majid Saif Al Ghurair; Mr. Ahmad Jamal Jawa; and Mr. Ahmad Thani Al Matrooshi.

Financial Performance
(in thousands, except share data) For the period ended December 31, 2004 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (AED)(2) Book value per share (AED)
(1) (2) (3)

2005 Rs.(3) 65,715,189 19,999,289 32,674,500 66,679,382 3.31 37.48 AED 9,429,240 4,731,231 5,780,176 19,785,132 0.78 4.42 Rs.(3) 113,245,172 56,822,084 70,864,958 242,565,718 9.37 54.19 AED 15,142,545 6,371,147 6,075,553 23,906,106 1.05 4.93

2006 Rs.(3) 186,859,005 78,619,954 73,210,414 288,068,577 12.96 59.41

AED 5,554,961 1,690,557 2,650,000 5,407,879 0.28 3.04

Net of miscellaneous expenditure not written off. Face value of equity share is AED 1. To comply with the SEBI Guidelines, figures in AED have been converted into Indian Rupees applying an average rate of Rs.12.34, Rs.12.01 and Rs.11.83 for AED1 for profit and loss items for the fiscal years ended December 31, 2006, 2005 and 2004, respectively, and closing rate of Rs.12.05, Rs.12.26 and Rs.12.33 for AED1 for balance sheet items for the fiscal years ended December 31, 2006, 2005 and 2004, respectively.

Details of Listing and Highest and Lowest Market Price during the Preceding Six Months Emaar is a public joint stock company listed on the Dubai Financial Market and is part of the Dow Jones Arab Titan Index and S&P IFCG Extended Frontier 150 Index. The highest and lowest market price of the equity shares of Emaar during the preceding six months are as follows:
Month March 2007 April 2007 May 2007 June 2007 July 2007 August 2007 High (in AED) 13.05 11.55 12.55 12.40 12.20 11.10 Low (in AED) 10.55 10.65 10.70 11.75 10.55 9.75

At the close of trading on the Dubai Financial Market on September 20, 2007, the share price of Emaar was AED 10.85. Details of Public Issue/Rights Issue of Capital in the Last Three Years On July 16, 2005, the shareholders of Emaar approved a 1:1 rights issue at a price of AED 5 per share, including a premium of AED 4 per share. The shareholders were given the option to pay for the rights issue in one or more instalments subject to a maximum of four instalments spread over a period of 10 months. Pursuant to the rights issue, Emaar raised over AED 14 billion. The rights issue was made for financing international expansion and construction of large investment assets, such as malls and hotels. Details of Bonus Issue in the Last Three Years At the annual general meeting held on March 2, 2005, the shareholders of Emaar approved a bonus issue of 0.07:1 (0.07 share for every one share held) and at the extraordinary general meeting held on July 16, 2005, the shareholders of Emaar approved another bonus issue of 0.15:1(0.15 share for every one share held).

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Mechanism for Redressal of Investor Grievance Communications with shareholders are given high priority by the board of Emaar. The company has an Investor Relations Committee which meets regularly to discuss any investor relations initiatives and issues. Routine complaints, if any, are normally attended with an initial response within two days. For complaints that are not routine or where external agencies are involved, Emaar seeks to redress the complaints as expeditiously as possible and will involve the relevant authorities where necessary. The companys annual report and accounts and interim report and accounts are published in newspapers with wide circulation and made available to shareholders on request. Investor grievances are also monitored by Emirates Security and Commodities Authority (ESCA). Emaar also has a website which contains a range of information, including a dedicated investor relations section and email and telephone contacts for investor queries and feedback. Prospective investors in the Issue should note that the information on the website of Emaar is not a part of the disclosures relating to the Issue and should not be used or relied on by prospective investors. As of the date of this Draft Red Herring Prospectus, there were no pending investor complaints against Emaar. Other Information Emaar is neither a sick company within the meaning of SICA nor is it subject to a winding-up order or petition. The details of Emaars permanent account number, registration number, bank account number and the address of the Registrar of Companies in UAE are as follows:
Permanent Account Number Registration Number Bank Account Address of Registrar of Companies Not Applicable Commercial License No. 500353 HSBC Bank Middle East Limited, Deira Branch, P.O. Box 66, Dubai, United Arab Emirates A/c No: 025 422122 200 The Department of Economic Development Government of Dubai, United Arab Emirates

Emaar Holding II Emaar Holding II (Emaar Mauritius) was incorporated on March 11, 2005 under the laws of the Republic of Mauritius. The registered office of Emaar Mauritius is located at 4th Floor, Les Cascades, Edith Cavel Street, Port Louis, Mauritius. The principal activity of Emaar Mauritius is to engage in any business that is not prohibited under the laws for the time being in force in the Republic of Mauritius. Shareholding Pattern The shareholding pattern of Emaar Mauritius as of September 15, 2007 was as follows:
Name of the Shareholder Emaar Properties LLC Total Number of equity shares 10,000 10,000 % of issued capital 100.00 100.00

Board of Directors The board of directors of Emaar Mauritius as of September 15, 2007 consisted of the following: 1. 2. 3. Ashraf Ramtoola; Rooksana Shahabally; and Essamuddin H.I. Galadari.

Financial Performance
(in thousands, except share data) For the period ended December 31, 2005 US$ Income/Sales Profit (Loss) after Tax 2.08 (18.24) Rs.(3) 91.86 (804.38) 2006 US$ 0.001 (13.83) Rs.(3) 0.05 (626.96)

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Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (US$)(2) Book value per share (US$)
(1) (2) (3)

10 (18.24) (31.70) (.82)

450.50 (821.71) (1397.97) (36.94)

10 (32.07) (1.38) (2.21)

442.6 (1419.60) (62.54) (97.81)

Net of miscellaneous expenditure not written off. Face value of equity share is US$1 each. To comply with the SEBI Guidelines, figures in US$ have been converted into Indian Rupees applying an average rate of Rs.45.32 and Rs.44.1 for US$1 for profit and loss items for the fiscal years ended December 31, 2006 and December 31, 2005, respectively, and closing rate of Rs.44.26 and Rs.45.05 for US$1 for balance sheet items for the fiscal years ended December 31, 2006 and December 31, 2005, respectively.

Other Information Emaar Mauritius is an unlisted company and it has not made any public or rights issue in the preceding three years. Emaar Mauritius is neither a sick company within the meaning of SICA nor is it subject to a winding-up order or petition. The details of Emaar Mauritiuss permanent account number, registration number, bank account number and the address of the Registrar of Companies in Mauritius are as follows:
Permanent account number Registration Number Bank Account Address of Registrar of Companies Not Applicable 54916 Standard Chartered Bank (Mauritius) Limited, Mauritius A/c No.: 01-201-10176-00 Registrar of Companies, Mauritius Bacha Building Cathedral Square Port Louis Mauritius

Kallarister Trading Limited Kallarister Trading Limited (Kallarister Trading) was incorporated on December 22, 2005 under the laws of the Republic of Cyprus. The registered office of Kallarister Trading is located at 5, Goudiou Street, Agios Andreas, P.C. 1095, Nicosia, Cyprus. The principal activity of Kallarister Trading is to act as agents and advisors in relation to management of companies and enterprises. Shareholding Pattern The shareholding pattern of Kallarister Trading as of September 15, 2007 was as follows:
Name of the Shareholder Cetlec Enterprises Limited Total Number of equity shares 1,000 1,000 % of issued capital 100.00 100.00

The beneficial owners of Kallarister Trading are Mr. Sudhir Sareen and Mr. Shravan Gupta. The shareholder of Kallarister Trading is Celtec Enterprises Limited, a company registered in Cyprus. The shareholders of Celtec Enterprises Limited are Zoulian Limited, a Cypriot company, which holds 4,615 shares and Zoulian Management Limited, a Cypriot company, which holds 5,385 shares. Zoulian Limited holds 4,615 shares in trust for Yulita Consultants Limited, a Cypriot company. The shareholders of Yulita Consultants Limited are Zoulian Limited which holds 500 shares and Zoulian Management Limited which holds 500 shares. These shares are held in trust as nominee for Mr. Sudhir Sareen, the ultimate beneficial owner. Zoulian Management Limited holds 5,385 shares in trust as nominee for Snelvor Holdings Limited, a Cypriot company. The shareholders of Snelvor Holdings Limited are Belserve Consultants Limited, a Cypriot company, which holds 500 shares and Vaspaco Properties Limited, which holds 500 shares. These shares are held in trust as nominee of Mr. Shravan Gupta, the ultimate beneficial owner. Board of Directors The board of directors of Kallarister Trading as of September 15, 2007 consisted of Belserve Consultants Limited.

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Financial Performance
(in thousands, except share data) For the period ended December 31, 2006 CY Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (CY)(2) Book value per share (CY)
(1) (2) (3)

(Rs.)(3) (32.66) 208.12 12,605,316.09 (32.66) 12,605,417.12

(0.33) 2.06 124,768.05 (0.33) 124769.05

Net of miscellaneous expenditure not written off. Face value of equity share is CY1 each. To comply with the SEBI Guidelines, figures in CY have been converted into Indian Rupees applying an average rate of Rs.98.96 for CY1 for profit and loss items and closing rate of Rs.101.03 for CY1 for balance sheet items for the fiscal year ended December 31, 2006.

Other Information Kallarister Trading is an unlisted company and it has not made any public or rights issue in the preceding three years. Kallarister Trading is neither a sick company within the meaning of SICA nor is it subject to a windingup order or petition. The details of Kallarister Tradings permanent account number, registration number, bank account number and the address of the Registrar of Companies of the Republic of Cyprus are as follows:
Permanent account number Registration Number Bank Account Address of Registrar of Companies Not Applicable 169759 HSBC Private Bank (UK) Limited, [insert address] A/c No.: 461483-MC-USD-01 Registrar of Companies of the Republic of Cyprus Corner Makarios Avenue & Karpenision Xenios Building, 1427 Nicosia, Cyprus

MGF Developments Limited MGF Developments Limited (MGF) was incorporated on September 16, 1996 under the laws of India. The registered office of MGF is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of MGF is leasing, hire purchase and real estate development. History of MGF MGF, incorporated in 1996, is engaged in the field of retail real estate development in Northern India. It is currently one of the leading shopping mall developers in Northern India, with approximately 2.0 million square feet of retail space delivered and approximately 3.0 million square feet of retail space under development as of June 30, 2007. Some of MGFs completed projects include The Metropolitan, The Plaza and Megacity Mall in Gurgaon, the City Square Mall in West Delhi, MGF Metropolitan Mall in Saket in South Delhi and MGF Metropolitan Mall in Jaipur. It has been agreed between Emaar and MGF that in the event that the FDI policy restricts the Company from developing a retail project in India, MGF shall be authorised to undertake such project. Shareholding Pattern The shareholding pattern of MGF as of September 15, 2007 was as follows:
Name of the Shareholder Ms. Shilpa Gupta Ms. Parul Gupta Mr. Rajiv Gupta Number of equity shares 100 100 2,600 % of Issued Capital 0.00 0.00 0.05

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Name of the Shareholder Ms. Arti Gupta Mr. Shravan Gupta Mr. Arun Mitter Mr. Siddharth Gupta Bahubali Services Limited Fairbridge Holdings Limited Total

Number of equity shares 2,500 3,155,100 100 100 100 1,844,750 5,005,450

% of Issued Capital 0.05 63.04 0.00 0.00 0.00 36.86 100.00

Board of Directors The board of directors of MGF as of September 15, 2007 consisted of the following: 1. 2. 3. 4. 5. 6. Mr. Shravan Gupta; Ms. Shilpa Gupta; Mr. Siddharth Gupta; Mr. Sudhir Sareen; Mr. Siddharth Sareen; and Mr. Arun Mitter.
(in thousands, except share data) For the period ended March 31, 2004 Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Financial Performance

2005 130418.38 13,386.38 50,054.50 216,987.90 2.67 53.35

2006 111095.16 7,178.42 50,054.50 224,288.74 1.43 54.81

225577.65 32,381.42 18,504.50 86,173.01 17.50 56.57

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Other Information MGF is an unlisted company and it has not made any public or rights issue in the preceding three years. MGF is neither a sick company within the meaning of SICA nor is it subject to a winding-up order or petition. The details of MGFs permanent account number, registration number, bank account number and the address of the Registrar of Companies in New Delhi are as follows:
Permanent account number Bank Account Address of Registrar of Companies Company Identification Number (CIN) AAACM8146J Bank of India, Asaf Ali Road, New Delhi 110 002 A/c No.: 600120100011514 Paryavaran Bhavan, CGO Complex, Lodhi Road, New Delhi 110 002 U74899DL1996PLCO81965

Declaration The Company confirms that the PAN, bank account details, the company registration number, the address of the Registrar of Companies where the Promoters are registered and passport number of Mr. Shravan Gupta will be submitted to the Stock Exchanges at the time of filing this Draft Red Herring Prospectus with such Stock Exchanges. Further, the Promoters and Promoter Group entities, including relatives of the Promoters, have confirmed that they have not been detained as wilful defaulters by the RBI or any other governmental authority and there are no violations of securities laws committed by them in the past or currently pending against them. None of the Promoters or persons in control of bodies corporate forming part of the Promoter Group has been restricted from accessing the capital markets.

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Common Pursuits Except as disclosed in the Draft Red Herring Prospectus, the Promoters do not have an interest in any venture that is involved in any activities similar to those conducted by the Company or any of the Promoter Group Companies. Interest in Promotion of the Company The Company had been incorporated by Mr. Shravan Gupta among others. For this purpose, he had subscribed to the Memorandum of Association and to the initial issue of the Equity Shares. Interest in the Property of the Company Other than as disclosed in the Draft Red Herring Prospectus, the Promoters do not have any interest in any property acquired by the Company within two years preceding the date of this Draft Red Herring Prospectus or proposed to be acquired by the Company. Related Party Transactions Except as disclosed in the section Related Party Transactions beginning on page 465 of this Draft Red Herring Prospectus, there have been no payments of benefits to the Promoters during the two years preceding the date of filing of this Draft Red Herring Prospectus.

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PROMOTER GROUP The following are the Promoter Group entities of the Company. The financial information of the Promoter Group companies presented below is based on the audited financial information of such companies. Unless otherwise stated hereunder, none of the companies described below has completed any public or rights issue in the last three years preceding the Draft Red Herring Prospectus. It has not become a sick company under SICA and is not under winding up. Promoter Group Companies belonging to the MGF Group Abhirbhav Estates Private Limited Abhirbhav Estates Private Limited (Abhirbhav Estates) was incorporated on August 31, 2006. The registered office of Abhirbhav Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Abhirbhav Estates is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Abhirbhav Estates as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Abhirbhav Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Abhyudaya Estates Private Limited Abhyudaya Estates Private Limited (Abhyudaya Estates) was incorporated on August 29, 2006. The registered office of Abhyudaya Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Abhyudaya Estates is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Abhyudaya Estates as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Abhyudaya Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

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Financial Performance The audited financial information is currently not available. Adinath Buildtech Private Limited Adinath Buildtech Private Limited (Adinath Buildtech) was incorporated on August 14, 2006. The registered office of Adinath Buildtech is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Adinath Buildtech is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Adinath Buildtech as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Adinath Buildtech as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Amber Buildtech Private Limited Amber Buildtech Private Limited (Amber Buildtech) was incorporated on August 23, 2006. The registered office of Amber Buildtech is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Amber Buildtech is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Amber Buildtech as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Amber Buildtech as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Amiable Estate Private Limited

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Amiable Estate Private Limited (Amiable Estate) was incorporated on July 22, 2003. The registered office of Amiable Estates is located at D-26, Defence Colony, New Delhi 110 024. The principal activity of Amiable Estate is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Amiable Estate as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Sudhir Sareen Mr. Siddharth Sareen Sareen Estates Private Limited Total Number of equity shares 50 50 9,900 10,000 % of Issued Capital 0.50 0.50 99.00 100.00

Board of Directors The board of directors of Amiable Estate as of September 15, 2007 consisted of the following: 1. 2. Mr. Sudhir Sareen; and Mr. Siddharth Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (14.79) 100.00 (32.22) (2.13) 6.78 (16.31) 100.00 (44.17) (1.63) 5.58 (19.28) 100.00 (59.10) (1.93) 4.09

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Aryan Life Style Private Limited Aryan Life Style Private Limited (Aryan Life Style) was incorporated on December 29, 2005 under the laws of India. The registered office of Aryan Life Style is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110002. Aryan Life Style was incorporated with the main object of carrying on the business of manufacturing, buying, retailing and distributing sportswear, garments, watches and apparel. Shareholding Pattern The shareholding pattern of Aryan Life Style as of September 15, 2007 was as follows:
Name of Shareholder Equity shares of face value Rs.10 MGF Developments Limited Mr. Siddhartha Gupta Mr. Shravan Gupta Mr. Shah Rukh Khan jointly with Ms. Gauri Shah Rukh Khan Total Equity Share Capital Preference share capital of face value Rs.10 SSP Properties Private Limited Total Preference Share Capital No. of shares 640,000 320,000 320,000 320,000 1,600,000 2,600,00 2,600,00 % of Issued Capital 40.00 20.00 20.00 20.00 100.00 100.00 100.00

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Board of Directors The board of directors of Aryan Life Style as of September 15, 2007 consisted of the following: 1. 2. 2. Mr. Vinod Kumar Gomber; Mr. Shravan Gupta; and Mr. Siddharth Gupta.
(in thousands, except share data) For the period ended March 31, 2006 Rs. 193.54 (1,724.89) 100.00 (2,449.90) (676.97) (234.99)

Financial Performance

Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Ashvarya Estates Private Limited Ashvarya Estates Private Limited (Ashvarya Estates) was incorporated on December 12, 1991. The registered office of Ashvarya Estates is located at 75-E, Himalaya House, 23 Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of Ashvarya Estates is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Ashvarya Estates as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Sudhir Sareen Sareen Estates Private Limited Ms. Sunita Sareen Total Number of equity shares 125 4,500 125 4,750 % of Issued Capital 2.63 94.74 2.63 100.00

Board of Directors The board of directors of Ashvarya Estates as of September 15, 2007 consisted of the following: 1. 2. 3. 4. Ms. Parul Gupta; Mr. Sudhir Sareen; Mr. Siddharth Sareen; and Ms. Sunita Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (13.34) 475.00 (217.83) (2.81) 54.14 (21.18) 475.00 (239.01) (4.46) 49.68

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.) (24.81) 475.00 (204.49) (5.22) 56.95

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(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.100.

Augite Estate Private Limited Augite Estate Private Limited (Augite Estate) was incorporated on November 1, 2004. The registered office of Augite Estate is located at 75-E, Himalaya house, 23, Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of Augite Estate is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Augite Estate as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Sareen Ms. Sunita Sareen Total Number of equity shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Augite Estate as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Sareen; and Ms. Bhavna Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (12.04) 100.00 (45.44) (2.91) 5.46 (24.41) 100.00 (60.76) (2.44) 3.92

Financial Performance

Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Capital Vehicle Sales Limited Capital Vehicle Sales Limited (Capital Vehicle Sales) was incorporated on October 20, 1999. The registered office of Capital Vehicle Sales is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Capital Vehicle Sales is to act as distributors, dealers and agents for all kinds of vehicles and job work of automobiles machinery. Shareholding Pattern The shareholding pattern of Capital Vehicle Sales as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Rajiv Gupta Mr. Shravan Gupta Mr. Siddharth Gupta Mr. Arun Mitter Saiesha Developments Private Limited MGF Developments Limited MGF Automobiles Limited Total Number of equity shares 40,100 59,800 200,000 100 200,000 400,000 570,000 1,470,000 % of Issued Capital 2.73 4.07 13.61 0.00 13.60 27.21 38.78 100.00

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Board of Directors The board of directors of Capital Vehicle Sales as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Shravan Gupta; Mr. Siddharth Gupta; and Mr. Arun Mitter.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 1,159,730.22 (622.58) 14,700.00 (1,561.81) (0.42) 8.94 1,310,215.95 4,233.90 14,700.00 2,672.10 2.88 11.82

Financial Performance
2004 Particulars Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

1,097,165.61 15,305.22 1,470.00 (2,501.52) 11.34 (8.14)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Caramel Estate Private Limited Caramel Estate Private Limited (Caramel Estate) was incorporated on June 10, 2005. The registered office of Caramel Estate is located at D-26, Defence Colony, New Delhi 110 024. The principal activity of Caramel Estate is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Caramel Estate as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Sudhir Sareen Mr. Siddharth Sareen Total Number of equity shares 9,500 500 10,000 % of Issued Capital 95.00 5.00 100.00

Board of Directors The board of directors of Caramel Estate as of September 15, 2007 consisted of the following: 1. 2. Mr. Sudhir Sareen; and Mr. Siddharth Sareen.
(in thousands, except share data) For the period ended March 31, 2006 Rs. (23.03) 100.00 (56.03) (2.85) 4.40

Financial Performance
Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Columbia Estates Private Limited

414

Columbia Estates Limited (Columbia Estates) was incorporated on July 10, 2001. The registered office of Columbia Estates is located at D-26, Defence Colony, New Delhi 110 024. The principal activity of Columbia Estates is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Columbia Estates as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Shravan Gupta Mr. Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Columbia Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Rajeev Gupta; and Mr. Rakesh Malhotra.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (98.74) 100.00 672.36 (9.87) 77.23 1.26 (1,984.41) 100.00 (1,303.72) (198.44) (120.37)

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(1,335.51) 100.00 762.76 (133.55) 86.28

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Columbia Holdings Private Limited Columbia Holdings Private Limited (Columbia Holdings) was incorporated on May 5, 1998. The registered office of Columbia Holdings is located at B-101, Greater Kailash, Part 1, New Delhi 110 002. The principal activity of Columbia Holdings is to act as managers to the issue, advisors and portfolio managers. Shareholding Pattern The shareholding pattern of Columbia Holdings as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Rajiv Gupta Mr. Shravan Gupta Mr. Sudhir Sareen Mr. Siddharth Sareen Mr. Arun Mitter Fairbridge Limited Total Number of equity shares 100 100 6,919,649 75,000 100 5,505,051 12,500,000 % of Issued Capital 0.00 0.00 55.36 0.60 0.00 44.04 100.00

Board of Directors The board of directors of Columbia Holdings as of September 15, 2007 consisted of the following: 1. 2. Mr. Shravan Gupta; Mr. Siddharth Gupta;

415

3. 4.

Mr. Sudhir Sareen; and Mr. Siddharth Sareen.

(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 96,762.05 14,958.09 125,000.00 68,197.83 1.20 15.46 29,908.64 15,363.45 125,000.00 83,561.32 1.23 16.68

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

181,375.14 33,172.95 56,553.51 53,182.67 5.87 19.41

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Compatible Estate Private Limited Compatible Estate Private Limited (Compatible Estate) was incorporated on September 26, 2002. The registered office of Compatible Estate is located at D-26, Defence Colony, New Delhi 110 024. The principal activity of Compatible Estate is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Compatible Estate as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Sudhir Sareen Mr. Siddharth Sareen Sareen Estates Private Limited Total Number of equity shares 500 500 2,500 3,500 % of Issued Capital 14.29 14.29 71.42 100.00

Board of Directors The board of directors of Compatible Estate as of September 15, 2007 consisted of the following: 1. 2. Mr. Sudhir Sareen; and Mr. Siddharth Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (23.92) 350.00 (61.04) (6.83) 82.56 (20.29) 350.00 (75.34) (5.80) 78.50

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(13.35) 350.00 (49.08) (3.81) 85.98

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.100.

Coniza Promoters Private Limited Coniza Promoters Private Limited (Coniza Promoters) was incorporated on August 19, 2006. The registered office of Coniza Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal

416

activity of Coniza Promoters is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Coniza Promoters as of September 15, 2007 was as follows:
Name of the Shareholder Ms. Shilpa Gupta Ms. Parul Gupta Total Number of equity shares 66,600 33,400 100,000 % of Issued Capital 66.60 33.40 100.00

Board of Directors The board of directors of Coniza Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Rajeev Gupta; and Mr. Vinay Mittal.

Financial Performance The audited financial information is currently not available. Conure Properties Private Limited Conure Properties Private Limited (Conure Properties) was incorporated on October 3, 2001. The registered office of Conure Properties is located at D-26, Defence Colony, New Delhi 110 024. The principal activity of Conure Properties is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Conure Properties as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Sudhir Sareen Sareen Estates Private Limited Ms. Sunita Sareen Total Number of equity shares 500 4,000 500 5,000 % of Issued Capital 10.00 80.00 10.00 100.00

Board of Directors The board of directors of Conure Properties as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Siddharth Sareen; Mr. Sudhir Sareen; and Ms. Sunita Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (53.54) 500.00 (136.03) (10.71) 72.79 (30.69) 500.00 (150.66) (6.14) 69.87

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1)

19.68 500.00 (122.55) (3.93) 75.49

Net of miscellaneous expenditure not written off.

417

(2)

Face value of equity share is Rs.100.

Dainty Estate Private Limited Dainty Estate Private Limited (Dainty Estate) was incorporated on November 1, 2004. The registered office of Dainty Estate is located at D-26, Defence Colony, New Delhi 110 024. The principal activity of Dainty Estate is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Dainty Estate as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Sareen Ms. Sunita Sareen Total Number of equity shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Dainty Estate as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Sareen; and Ms. Bhavna Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (20.19) 100.00 (46.91) (4.88) 5.31 (21.82) 100.00 (62.05) (2.18) 3.80

Financial Performance

Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Deepasha Estates Private Limited Deepasha Estates Private Limited (Deepasha Estates) was incorporated on August 29, 2006. The registered office of Deepasha Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Deepasha Estates is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Deepasha Estates as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Deepasha Estates as of September 15, 2007 consisted of the following: 1. Mr. Siddharth Gupta; and

418

2.

Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Dhiraj Garments Private Limited Dhiraj Garments Private Limited (Dhiraj Garments) was incorporated on April 19, 1996. The registered office of Dhiraj Garments is located at 75-E, Himalaya House, 23 Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of Dhiraj Garments is to manufacture, buy, retail and distribute handmade and readymade garments. Shareholding Pattern The shareholding pattern of Dhiraj Garments as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Sudhir Sareen Mr. Siddharth Sareen New Era Impex (India) Private Limited Total Number of equity shares 1,000 1,000 13,520 15,520 % of Issued Capital 6.44 6.44 87.12 100.00

Board of Directors The board of directors of Dhiraj Garments as of September 15, 2007 consisted of the following: 1. 2. Mr. Sudhir Sareen; and Mr. Siddharth Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 3,108.55 1,536.00 155.20 2,692.46 98.97 183.48 753.29 (153.35) 155.20 2,561.40 (9.88) 175.04

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2,590.46 1,223.35 155.20 1132.72 78.82 82.98

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Discovery Estates Private Limited Discovery Estates Private Limited (Discovery Estates) was incorporated on August 7, 2001. The registered office of Discovery Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Discovery Estates is the construction of residential houses, commercial buildings, flats and factory buildings and to act as builders. Shareholding Pattern The shareholding pattern of Discovery Estates as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Shravan Gupta Ms. Shilpa Gupta MGF Developments Limited Columbia Holdings Private Limited Number of equity shares 74,250 24,750 500 500 % of Issued Capital 74.25 24.75 0.50 0.50

419

Name of the Shareholder Total

Number of equity shares 100,000

% of Issued Capital 100.00

Board of Directors The board of directors of Discovery Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Rajeev Gupta; and Mr. Rakesh Malhotra.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 5.00 3.00 1,000.00 (1,920.54) 0.03 (9.21) 40,340.30 (8,025.32) 1,000.00 (9,906.30) (80.25) (89.06)

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

134,810.89 (1,875.00) 1,000.00 (1,923.53) (18.75) (9.24)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Discovery Holdings Private Limited Discovery Holdings Private Limited (Discovery Holdings) was incorporated on May 4, 1998. The registered office of Discovery Holdings is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Discovery Holdings is construction of residential houses, commercial buildings, flats and factory buildings and to act as builders. Shareholding Pattern The shareholding pattern of Discovery Holdings as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Rajiv Gupta Mr. Shravan Gupta Mr. Siddharth Gupta MGF Developments Limited Columbia Holdings Private Limited Total Number of equity shares 100 100 100 49,850 49,850 100,000 % of Issued Capital 0.10 0.10 0.10 49.85 49.85 100.00

Board of Directors The board of directors of Discovery Holdings as of September 15, 2007 consisted of the following: 1. 2. 3. 4. Mr. Shravan Gupta; Mr. Siddharth Gupta; Mr. Sudhir Sareen; and Mr. Arun Mitter.

420

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 567.32 356.22 1,000.00 1,158.79 3.56 21.59 223.86 83.98 1,000.00 1,245.75 0.84 22.46

155174.60 439.65 1,000.00 799.59 4.40 18.00

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Emaar MGF Education Private Limited Emaar MGF Education Private Limited (Emaar MGF Education) was incorporated on November 23, 2006. The registered office of Emaar MGF Education is located at ECE House 28, Kasturba Gandhi Marg, New Delhi 110001. The principal activity of Emaar MGF Education is to impart education in schools, universities and professional institutions. Shareholding Pattern The shareholding pattern of Emaar MGF Education as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Shravan Gupta Emaar Education LLC Total Number of equity shares 17,620 1,000 19,380 38,000 % of Issued Capital 46.37 2.63 51.00 100.00

Board of Directors The board of directors of Emaar MGF Education as of September 15, 2007 consisted of: 1. 2. 3. 4. 5. Mr. Shravan Gupta; Mr. Siddharth Gupta; Mr. Bhupendra Nagpal; Mr. Boon Yew NG; and Mr. V.K. Gomber.

Financial Performance The audited financial information is currently not available. Engage Communications Private Limited Engage Communications Private Limited (Engage Communications) was incorporated on February 5, 2001. The registered office of Engage Communications is located at 75-E, Himalaya House, 23 Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of Engage Communications is engaging in the business of telecommunications. Shareholding Pattern The shareholding pattern of Engage Communications as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Sareen Ms. Bhavna Sareen Number of equity shares 5,000 5,000 % of Issued Capital 50.00 50.00

421

Name of the Shareholder Total

Number of equity shares 10,000

% of Issued Capital 100.00

Board of Directors The board of directors of Engage Communications as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Sareen; and Ms. Bhavna Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (10.74) 100.00 (56.43) (1.07) 4.36 (4.95) 100.00 (61.38) (0.50) 3.86

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(10.24) 100.00 (51.23) (1.02) 4.88

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Espace Buildtech Private Limited Espace Buildtech Private Limited (Espace Buildtech) was incorporated on November 10, 2006. The registered office of Espace Buildtech is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Espace Buildtech is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Espace Buildtech as of September 15, 2007 was as follows:
Name of the Shareholder MGF Developments Limited Mr. Siddharth Gupta (as a nominee of MGF Developments Limited) Total Number of equity shares 9,999 1 10,000 % of Issued Capital 99.99 0.01 100.00

Board of Directors The board of directors of Espace Buildtech as of September 15, 2007 consisted of the following: 1. 2. Mr. Vinay Mittal; and Mr. Rajeev Gupta.

Financial Performance The audited financial information is currently not available. Fab Estates Private Limited Fab Estates Private Limited (Fab Estates) was incorporated on September 5, 2006. The registered office of Fab Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Fab Estates is construction of residential houses, commercial buildings, flats and factory buildings.

422

Shareholding Pattern The shareholding pattern of Fab Estates as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Fab Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Fairbridge Holdings Limited Fairbridge Holdings Limited (Fairbridge Holdings) was incorporated on October 7, 1999. The registered office of Fairbridge Holdings is located at 29A, Annis Komninis Street, 1061, Nicosia, Cyprus. The principal activity of Fairbridge Holdings is to act as agents and advisors with respect to management of companies and enterprises. Shareholding Pattern The shareholding pattern of Fairbridge Holdings as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Sudhir Sareen Mr. Siddharth Sareen Total Number of equity shares 35,000 15,000 50,000 % of Issued Capital 70.00 30.00 100.00

Board of Directors The board of directors of Fairbridge Holdings as of September 15, 2007 consisted of the following: 1. 2. Mr. Sudhir Sareen; and Mr. Siddharth Sareen.

Financial Performance The audited financials information for the years ended December 31, 2005 and 2006 is not available.
(in thousands, except share data) For the period ended December 31, 2002 2003 2004 Rs.(3) US$ Rs. US$ Rs. (94.75) 4,859.00 (253.87) (1.90) 90.90 (2.11) 100.00 (7.24) (0.04) 1.86 (98.26) 4,563.00 (330.36) (1.97) 84.65 (2.34) 100.00 (9.58) (0.05) 1.81 (105.98) 4,346.00 (416.35) (2.12) 78.59

US$ Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share ([US$])(2) Book value per share ([US$])

(1.95) 100.00 (5.29) (0.04) 1.89

423

__________
(1) (2) (3)

Net of miscellaneous expenditure not written off. Face value of equity share is CYP 1. To comply with the SEBI Guidelines, figures in US$ have been converted into Indian Rupees applying an average rate of Rs.45.29, Rs.46.57 and Rs.48.59 for US$1 for profit and loss items for the fiscal years ended December 31, 2004, December 31, 2003 and December 31, 2002, respectively, and closing rate of Rs.43.46, 45.63 and Rs.47.09 for US$1 for balance sheet items for the fiscal years ended December 31, 2004, December 31, 2003 and December 31, 2002, respectively.

Golden Focus Pte Limited Golden Focus Pte Limited (Golden Focus) was incorporated on January 30, 2007. The registered office of Golden Focus is located at 8, Cross Street, #11-00, PWC Building, Singapore 048424. The principal activity of Golden Focus is investment and other related activities. Shareholding Pattern The shareholding pattern of Golden Focus as of September 15, 2007 was as follows:
Name of the Shareholder MGF Retail Private Limited Total Number of equity shares 1 1 % of Issued Capital 100.00 100.00

Board of Directors The board of directors of Golden Focus as of September 15, 2007 consisted of the following: 1. 2. Mr. Sanjay Baweja; and Mr. Ravinder Singh Thakran.

Financial Performance The audited financial information is currently not available. Gram Buildcon Private Limited Gram Buildcon Private Limited (Gram Buildcon) was incorporated on August 30, 2006. The registered office of Gram Buildcon is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Gram Buildcon is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Gram Buildcon as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Gram Buildcon as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Harvansh Estates Private Limited

424

Harvansh Estates Private Limited (Harvansh Estates) was incorporated on August 31, 2006. The registered office of Harvansh Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Harvansh Estates is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Harvansh Estates as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Harvansh Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Intra Chemicals and Drugs Private Limited Intra Chemicals and Drugs Private Limited (Intra Chemicals) was incorporated on June 7, 1973. The registered office of Intra Chemicals is located at 75-E, Himalaya House, 23, Kasturba Gandhi Marg, New Delhi 110001. The principal activity of Intra Chemicals is manufacturing and dealing in chemical products and acting as retail chemists and druggists. Shareholding Pattern The shareholding pattern of Intra Chemicals as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Capital Vehicle Sales Limited Total Number of equity shares 2,350 28,800 31,150 % of Issued Capital 7.54 92.46 100.00

Board of Directors The board of directors of Intra Chemicals as of September 15, 2007 consisted of the following: 1. 2. 3. 4. 5. Mr. Siddharth Gupta; Mr. Sudhir Sareen Mr. Siddharth Sareen Ms. Parul Gupta; and Ms. Sunita Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 27.86 (995.47) 3,115.00 (9,147.70) 0.38 (261.52) 3,115.00 (9,409.22)

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) 34.13 (1,150.98) 3,115.00 (8,152.23)

425

2004 Particular Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

For the period ended March 31, 2005 Rs. (31.96) (193.67)

2006

(36.95) (161.71)

(8.40) (202.06)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.100.

Kanta Apparels Private Limited Kanta Apparels Private Limited (Kanta Apparels) was incorporated on April 19, 1996. The registered office of Kanta Apparels is located at 75-E, Himalaya House, 23 Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of Kanta Apparels is to manufacture, buy, retail and distribute handmade and readymade garments. Shareholding Pattern The shareholding pattern of Kanta Apparels as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Sudhir Sareen Mr. Siddharth Sareen New Era Impex (India) Private Limited Total Number of equity shares 500 20 17,000 17,520 % of Issued Capital 2.85 0.12 97.03 100.00

Board of Directors The board of directors of Kanta Apparels as of September 15, 2007 consisted of the following: 1. 2. Mr. Sudhir Sareen; and Mr. Siddharth Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 1,805.08 840.17 175.20 860.92 47.95 59.14 1,027.02 (266.44) 175.20 790.48 (15.21) 55.12

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

1800.00 617.49 175.20 (175.24) 35.24 (0.002)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Kerala Cars Private Limited Kerala Cars Private Limited (Kerala Cars) was incorporated on October 20, 1999. The registered office of Kerala Cars is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Kerala Cars is to act as distributors, dealers and agents for all kinds of vehicles and job work of automobiles machinery. Shareholding Pattern The shareholding pattern of Kerala Cars as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Rajiv Gupta Number of equity shares 299,850 % of Issued Capital 8.50

426

Name of the Shareholder Mr. Shravan Gupta Mr. Siddharth Gupta Mr. Arun Mitter MGF Automobiles Limited MGF Developments Limited MGF Motors Limited MGF Vehicle Sales Private Limited Total

Number of equity shares 30,000 1,070,000 150 1,226,000 300,000 450,000 150,000 3,526,000

% of Issued Capital 0.85 30.35 0.00 34.77 8.51 12.76 4.25 100.00

Board of Directors The board of directors of Kerala Cars as of September 15, 2007 consisted of the following: 1. 2. 3. 4. Mr. Siddharth Gupta; Mr. Arun Mitter; Mr. Shravan Gupta; and Mr. Thomas John Cherukara.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 898,361.81 1,669.11 24,500.00 3,523.49 0.68 11.44 942,785.95 4,334.36 24,500.00 7,857.85 1.77 13.21

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

681,656.46 3,497.85 14,200.00 9,354.38 2.46 16.59

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Kilrain Engineering Private Limited Kilrain Engineering Limited (Kilrain Engineering) was incorporated on February 8, 1973. The registered office of Kilrain Engineering is located at 75-E, Himalaya House, 23, Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of Kilrain Engineering is engaging in the business of light engineering industries for the manufacture of all types of metallic and non-metallic items. Shareholding Pattern The shareholding pattern of Kilrain Engineering as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Sudhir Sareen Ms. Sunita Sareen Total Number of equity shares 900 100 1,000 % of Issued Capital 90.00 10.00 100.00

Board of Directors The board of directors of Kilrain Engineering as of September 15, 2007 consisted of the following: 1. 2. 3. Ms. Parul Gupta; Mr. Sudhir Sareen; and Ms. Sunita Sareen.

Financial Performance

427

2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

For the period ended March 31, 2005 Rs. (5.60) 100.00 408.25 (5.60) 508.25

2006

(6.10) 100.00 416.20 (6.10) 516.20

1,870.00 1,592.39 100.00 2,000.65 1,592.39 2,100.65

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.100.

Kunjar Promoters Private Limited Kunjar Promoters Private Limited (Kunjar Promoters) was incorporated on August 23, 2006. The registered office of Kunjar Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Kunjar Promoters is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Kunjar Promoters as of September 15, 2007 was as follows:
Name of the Shareholder Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Mr. Siddharth Gupta

Mr. Siddharth Sareen Total

Board of Directors The board of directors of Kunjar Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Light Wood Estate Private Limited Light Wood Estate Private Limited (Light Wood Estate) was incorporated on September 12, 1997. The registered office of Light Wood Estate is located at 75-E, Himalaya House, 23, Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of Light Wood Estate is to engage in construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Light Wood Estate as of September 15, 2007 was as follows:
Name of the Shareholder Sareen Estates Private Limited Mr. Sudhir Sareen (as a nominee of Sareen Estates Private Limited) Ms. Sunita Sareen (as a nominee of Sareen Estates Private Limited) Total Number of equity shares 1,000 10 10 1,020 % of Issued Capital 98.04 0.98 0.98 100.00

Board of Directors

428

The board of directors of Light Wood Estate as of September 15, 2007 consisted of the following: 1. 2. 3. 4. Ms. Parul Gupta; Mr. Siddharth Sareen; Mr. Sudhir Sareen; and Ms. Sunita Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (14.36) 102.00 (123.41) (14.08) (20.99) (19.18) 102.00 (140.96) (18.80) (38.19)

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

13.01 102.00 (110.68) (12.75) 8.51

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.100.

Lonicera Estate Private Limited Lonicera Estate Private Limited (Lonicera Estate) was incorporated on October 16, 1997. The registered office of Lonicera Estate is located at 75-E, Himalaya House, 23, Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of Lonicera Estate is to engage in construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Lonicera Estate as of September 15, 2007 was as follows:
Name of the Shareholder Sareen Estates Private Limited Mr. Sudhir Sareen (as a nominee of Sareen Estates Private Limited) Ms. Sunita Sareen (as a nominee of Sareen Estates Private Limited) Total Number of equity shares 4,980 10 10 5,000 % of Issued Capital 99.60 0.20 0.20 100.00

Board of Directors The board of directors of Lonicera Estate as of September 15, 2007 consisted of the following: 1. 2. 3. 4. Ms. Parul Gupta; Mr. Siddharth Sareen; Mr. Sudhir Sareen; and Ms. Sunita Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (14.80) 500.00 (304.44) (2.96) 39.11 (16.15) 500.00 (318.97) (3.23) 36.21

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.) (13.04) 500.00 (291.27) (2.61) 41.75

429

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.100.

Loupen Services Limited Loupen Services Limited (Loupen Services) was incorporated on December 30, 2005. The registered office of Loupen Services is located at 29A, Annis Komninis Street, P.C. 1061, Nicosia, Cyprus. The principal activity of Loupen Services is to act as agents and advisors with respect to management of companies and enterprises. Shareholding Pattern The shareholding pattern of Loupen Services as of September 15, 2007 was as follows:
Name of the Shareholder Zoulian Management Limited Zoulian Limited Total Number of equity shares 500 500 1,000 % of Issued Capital 50.00 50.00 100.00

The beneficial owner of Loupen Services is Mr. Shravan Gupta. The shareholders of Loupen Services are Zoulian Management Limited, a Cypriot company, which holds 500 shares and Zoulian Limited, a Cypriot company, which holds 500 shares. Zoulian Management Limited and Zoulian Limited hold these shares in trust as nominee for Negal Developments Limited, a company registered in Cyprus. The shareholders of Negal Developments Limited are Zoulian Management Limited which holds 500 shares and Zoulian Limited which holds 500 shares. The shares are held by these two companies in trust as nominee for Mr. Shravan Gupta, the ultimate beneficial owner. Board of Directors The board of directors of Loupen Services as of September 15, 2007 consisted of Eleni P. Kinani. Financial Performance
(in thousands, except share data) For the period ended December 31, 2006 US$ Rs.(3) (10.13) (459.09) 2.09 92.50 25,379.3 1,123,287.82 (10.07) (445.70) 25381.39 1,123380.32

Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (US$)(2) Book value per share (Rs.)
(1) (2) (3)

Net of miscellaneous expenditure not written off. Face value of equity share is US$1. To comply with the SEBI Guidelines, figures in US$ have been converted into Indian Rupees applying an average rate of Rs.45.32 for US$1 for profit and loss items and closing rate of Rs.44.26 for US$1 for balance sheet items for the fiscal year ended December 31, 2006.

Madhya Promoters Private Limited Madhya Promoters Private Limited (Madhya Promoters) was incorporated on August 9, 2006. The registered office of Madhya Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Madhya Promoters is construction of residential houses, commercial buildings, flats and factory buildings.

430

Shareholding Pattern The shareholding pattern of Madhya Promoters as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Madhya Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Malm Estate Private Limited Malm Estate Private Limited (Malm Estate) was incorporated on October 16, 1997. The registered office of Malm Estate is located at 75-E, Himalaya House, 23, Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of Malm Estate is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Malm Estate as of September 15, 2007 was as follows:
Name of the Shareholder Sareen Estates Private Limited Mr. Sudhir Sareen (as a nominee of Sareen Estates Private Limited) Ms. Sunita Sareen (as a nominee of Sareen Estates Private Limited) Total Number of equity shares 4,980 10 10 5,000 % of Issued Capital 99.60 0.20 0.20 100.00

Board of Directors The board of directors of Malm Estate as of September 15, 2007 consisted of the following: 1. 2. 3. 4. Ms. Parul Gupta; Mr. Sudhir Sareen; Mr. Siddharth Sareen; and Ms. Sunita Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (14.40) 500.00 (478.22) (2.88) 4.36 (16.15) 500.00 (492.75) (3.23) 1.45

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(13.22) 500.00 (465.45) (2.64) 6.91

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.100.

431

Megna Retail Private Limited Megna Retail Private Limited (Megna Retail) was incorporated on April 16, 2007. The registered office of Megna Retail is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Megna Retail is to carry on the business of agency, trading, marketing, running general stores, shopping malls and deal in all kinds of customer retail, industrial and commercial goods. Shareholding Pattern The shareholding pattern of Megna Retail as of September 15, 2007 was as follows:
Name of the Shareholder Number of equity shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Mr. Siddharth Gupta

Mr. Pawan Gupta Total

Board of Directors The board of directors of Megna Retail as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Pawan Gupta.

Financial Performance The audited financial information is currently not available. Metroplex Construction Private Limited Metroplex Construction Private Limited (Metroplex Construction) was incorporated on November 28, 2005. The registered office of Metroplex Construction is located at D-26 Defence Colony New Delhi 110 024. The principal activity of Metroplex Construction is construction of residential houses, commercial buildings, flats and factory buildings and to act as builders and acquiring, purchasing, constructing, developing and improving real estate. Shareholding Pattern The shareholding pattern of Metroplex Construction as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Shravan Gupta Mr. Siddharth Gupta Mr. Sudhir Sareen Mr. Siddharth Sareen Total Number of equity shares 100,000 100,000 100,000 100,000 400,000 % of Issued Capital 25.00 25.00 25.00 25.00 100.00

Board of Directors The board of directors of Metroplex Construction as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Siddharth Gupta; Mr. Sudhir Sareen; and Mr. Siddharth Sareen.
(in thousands, except share data) For the period ended March 31, 2006 Rs.

Financial Performance

Particular

432

Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(14.55) 4,000.00 (195.32) (0.04) 9.51

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

MGF Auto Sales Private Limited MGF Auto Sales Private Limited (MGF Auto Sales) was incorporated on January 23, 2004. The registered office of MGF Auto Sales is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of MGF Auto Sales is to act as distributors, dealers and agents for all kinds of vehicles and job work of automobiles. Shareholding Pattern The shareholding pattern of MGF Auto Sales as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Shravan Gupta Mr. Siddharth Gupta Mr. Arun Mitter Total Number of equity shares 5,000 5,000 100 10,100 % of Issued Capital 49.50 49.50 0.99 100.00

Board of Directors The board of directors of MGF Auto Sales as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Arun Mitter.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (12.75) 101.00 (154.30) (1.26) (5.28) (14.01) 101.00 (168.30) (1.39) (6.66)

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(11.41) 101.00 (141.55) (5.98) (4.01)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

MGF Automobiles Limited MGF Automobiles Limited (MGF Automobiles) was incorporated on May 4, 1998. The registered office of MGF Automobiles is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of MGF Automobiles is to act as distributors, dealers and authorised agents of all kinds of vehicles. Shareholding Pattern The shareholding pattern of MGF Automobiles as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Rajiv Gupta Number of equity shares 364,900 % of Issued Capital 7.29

433

Mr. Shravan Gupta Ms. Arti Gupta Mr. Siddharth Gupta Mr. Arun Mitter Saiesha Developments Private Limited MGF Motors Limited MGF Developments Limited Capital Vehicle Sales Limited Kerala Cars Private Limited Total

155,000 55,000 905,100 100 1,100,000 680,000 1,189,900 200,000 350,000 5,000,000

3.10 1.10 18.10 0.00 22.00 13.61 23.80 4.00 7.00 100.00

Board of Directors The board of directors of MGF Automobiles as of September 15, 2007 consisted of the following: 1. 2. 3. 4. Mr. Shravan Gupta; Mr. Siddharth Gupta; Mr. Arun Mitter; and Ms. Parul Gupta.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 1,548,918.30 (1,535.09) 50,000.00 12,895.93 (0.31) 12.58 1,633,995.51 4,073.62 50,000.00 16,969.54 0.81 13.39

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

2,030,238.89 22,544.14 47,000.00 12097.64 4.80 12.57

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

MGF Holdings Private Limited MGF Holdings Private Limited (MGF Holdings) was incorporated on April 3, 2007. The registered office of MGF Holdings is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of MGF Holdings is to carry on the business as brokers, builders, colonisers and developers and to deal in all kinds of immovable properties. Shareholding Pattern The shareholding pattern of MGF Holdings as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Shravan Gupta Mr. Siddharth Gupta Total Number of equity shares 8,500 1,500 10,000 % of Issued Capital 85.00 15.00 100.00

Board of Directors The board of directors of MGF Holdings as of September 15, 2007 consisted of the following: 1. 2. Mr. Sanjay Baweja; and Mr. Surender Varma.
(in thousands, except share data) For the three months ended June 30, 2007 Rs.

Financial Performance

434

Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(28.68) 100.00 (28.68) (2.90) 7.13

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

MGF Housing and Infrastructure Private Limited MGF Housing and Infrastructure Private Limited (MGF Housing and Infras) was incorporated on July 18, 2005. The registered office of MGF Housing and Infras is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of MGF Housing and Infras is acquiring, purchasing, constructing, developing and improving real estate, lands, buildings, roads and construction of projects. Shareholding Pattern The shareholding pattern of MGF Housing and Infras as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Shravan Gupta Mr. Siddharth Gupta Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of MGF Housing and Infras as of September 15, 2007 consisted of the following: 1. 2. Mr. Shravan Gupta; and Mr. Siddharth Gupta.
(in thousands, except share data) For the period ended March 31, 2006 Rs. (8.61) 100.00 (51.92) (1.22) 4.81

Financial Performance

Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

MGF Infotech Private Limited MGF Infotech Private Limited (MGF Infotech) was incorporated on December 15, 2000. The registered office of MGF Infotech is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of MGF Infotech is to operate a computer education centre, provide computer coaching and training and sell and design computer software. Shareholding Pattern The shareholding pattern of MGF Infotech as of September 15, 2007 was as follows:

435

Name of the Shareholder Mr. Shravan Gupta Mr. Siddharth Gupta Mr. Arun Mitter Total

Number of equity shares 11,900 3,000 100 15,000

% of Issued Capital 79.33 20.00 0.67 100.00

Board of Directors The board of directors of MGF Infotech as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Shravan Gupta; Mr. Siddharth Gupta; and Mr. Arun Mitter.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (11.64) 150.00 (105.44) (0.78) 2.97 (12.46) 150.00 (117.90) (0.83) 2.14

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(16.96) 150.00 (93.80) (1.13) 3.75

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

MGF Metro Mall Private Limited MGF Metro Mall Private Limited (MGF Metro Mall) was incorporated on December 9, 2003. The registered office of MGF Metro Mall is located at 4/17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of MGF Metro Mall is construction and development of shopping malls, multiplex, theatres, food courts and construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of MGF Metro Mall as of September 15, 2007 was as follows:
Name of the Shareholder MGF Developments Limited MGF Automobiles Limited Columbia Holdings Private Limited Total Number of equity shares 5,226,000 5,226,000 9,648,000 20,100,000 % of Issued Capital 26.00 26.00 48.00 100.00

Board of Directors The board of directors of MGF Metro Mall as of September 15, 2007 consisted of the following: 1. 2. 3. 4. 5. Mr. Shravan Gupta; Mr. Siddharth Gupta; Mr. Sudhir Sareen; Mr. Siddharth Sareen; and Mr. Arun Mitter.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs.

Financial Performance
Particular 2004

436

Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

74.95 (1622.71) 201,000.00 (1622.71) (0.26) (9.92)

(1765.44) 201,000.00 (3,951.01) (0.09) 9.80

(156.82) 201,000.00 (4,107.83) (0.01) 9.80

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

MGF Motors Limited MGF Motors Limited (MGF Motors) was incorporated on April 30, 1998. The registered office of MGF Motors is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of MGF Motors is to act as distributors, dealers and agents for all kinds of vehicles and job work of automobiles. Shareholding Pattern The shareholding pattern of MGF Motors as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Shravan Gupta Mr. Siddharth Gupta Mr. Arun Mitter Mr. Rajiv Gupta Mr. Arti Gupta Saiesha Developments Private Limited MGF Automobiles Limited Total Number of equity shares 442,500 1,102,500 150 97,350 82,500 135,000 780,000 2,640,000 % of Issued Capital 16.76 41.76 0.01 3.69 3.13 5.10 29.55 100.00

Board of Directors The board of directors of MGF Motors as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Shravan Gupta; Mr. Siddharth Gupta; and Mr. Arun Mitter.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 964898.235 51.82 26,400.00 6,506.87 0.02 12.46 1006510.08 3,110.02 26,400.00 9,616.89 1.18 13.64

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

1053618.05 6,006.29 1,4600.00 15,255.05 4.11 20.45

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

MGF Projects Private Limited MGF Projects Private Limited (MGF Projects) was incorporated on January 3, 2005. The registered office of MGF Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of MGF Projects is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern

437

The shareholding pattern of MGF Projects as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Arun Mitter Total Number of equity shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of MGF Projects as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Arun Mitter.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (11.09) 100.00 (182.85) (1.11) (8.29) (13.26) 100.00 (196.11) (1.33) (9.61)

Financial Performance

Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

MGF Promoters Private Limited MGF Promoters Private Limited (MGF Promoters) was incorporated on November 23, 2001. The registered office of MGF Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of MGF Promoters is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of MGF Promoters as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Shravan Gupta Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of MGF Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Shravan Gupta.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (12.58) 1,00.00 (12.76) 1,00.00 -

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital (17.57) 100.00 -

438

Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(72.72) (1.76) 2.73

(85.30) (1.26) 1.47

(98.06) (1.28) 0.19

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

MGF Retail Private Limited MGF Retail Private Limited (MGF Retail) was incorporated on December 26, 2006. The registered office of MGF Retail is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of MGF Retail is to act as retailers, traders and agents of garments and to import and export garments. Shareholding Pattern The shareholding pattern of MGF Retail as of September 15, 2007 was as follows:
Name of the Shareholder MGF Holdings Private Limited Mr. Siddharth Gupta Total Number of equity shares 3,500 16,500 20,000 % of Issued Capital 17.50 82.50 100.00

Board of Directors The board of directors of MGF Retail as of September 15, 2007 consisted of the following: 1. 2. Mr. Sanjay Baweja; and Mr. Surender Varma.
(in thousands, except share data) For the three months ended June 30, 2007 (7.10) 200.00 (49.40) (0.36) 7.53

Financial Performance
For the period ended March 31, 2007 Rs. (42.30) 200.00 (42.30) (8.04) 7.88

Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

MGF Retail Services Private Limited MGF Retail Services Private Limited (MGF Retail Services) was incorporated on April 3, 2007. The registered office of MGF Retail Services is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of MGF Retail Services is to act as retailers, traders and agents of garments and to import and export garments. Shareholding Pattern The shareholding pattern of MGF Retail Services as of September 15, 2007 was as follows:
Name of the Shareholder MGF Developments Limited Mr. Sanjay Baweja Mr. Surender Varma Total Number of equity shares 3,500 3,500 3,000 10,000 % of Issued Capital 35.00 35.00 30.00 100.00

439

Board of Directors The board of directors of MGF Retail Services as of September 15, 2007 consisted of the following: 1. 2. Mr. Sanjay Baweja; and Mr. Surender Varma.
(in thousands, except share data) For the three months ended June 30, 2007 Rs. (24.35) 100.00 (24.35) (2.46) 7.57

Financial Performance

Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

MGF Retail Ventures Private Limited MGF Retail Ventures Private Limited (MGF Retail Ventures) was incorporated on March 2, 2007. The registered office of MGF Retail Ventures is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of MGF Retail Ventures is to act as retailers, traders and agents of garments and to import and export garments. Shareholding Pattern The shareholding pattern of MGF Retail Ventures as of September 15, 2007 was as follows:
Name of the Shareholder MGF Retail Private Limited Mr. Shravan Gupta Total Number of equity shares 3,000 7,000 10,000 % of Issued Capital 30.00 70.00 100.00

Board of Directors The board of directors of MGF Retail Ventures as of September 15, 2007 consisted of the following: 1. 2. Mr. Sanjay Baweja; and Mr. Surender Varma.
(in thousands, except share data) For the period ended March For the three months ended 31, June 30, 2007 2007 Rs. (32.53) (7.46) 100.00 100.00 (32.53) (39.99) (39.58) (0.75) 6.75 6.00

Financial Performance

Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

440

MGF Vehicle Sales Private Limited MGF Vehicle Sales Private Limited (MGF Vehicle Sales) was incorporated on January 23, 2004. The registered office of MGF Vehicle Sales is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of MGF Vehicle Sales is to act as distributors, dealers and agents for all kinds of vehicles, and act on a job work basis for all kinds of automobiles. Shareholding Pattern The shareholding pattern of MGF Vehicle Sales as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Shravan Gupta Mr. Arun Mitter Total Number of equity shares 5,000 5,000 100 10,100 % of Issued Capital 49.50 49.50 0.99 100.00

Board of Directors The board of directors of MGF Vehicle Sales as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Arun Mitter.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 2,819.80 999.52 101.00 884.00 98.96 97.52 3,686.14 2,135.16 101.00 3,045.19 211.40 311.50

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(11.41) 101.00 (141.55) (1.13) (4.01)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Midlam Agencies Private Limited Midlam Agencies Limited (Midlam Agencies) was incorporated on November 24, 1971. The registered office of Midlam Agencies is located at 75-E, Himalaya House, 23, Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of Midlam Agencies is import and export of goods. Shareholding Pattern The shareholding pattern of Midlam Agencies as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Sudhir Sareen Ms. Sunita Sareen Mr. Parsinder Kwatra Mr. R.C. Methani Mr. Raj Chopra Mr. Surinder Mann Total Number of equity shares 4,890 1 7 100 1 1 5,000 % of Issued Capital 97.80 0.02 0.14 2.00 0.02 0.02 100.00

441

Board of Directors The board of directors of Midlam Agencies as of September 15, 2007 consisted of the following: 1. 2. 3. 4. Mr. Sudhir Sareen; Ms. Sunita Sareen; Mr. Raj Chopra; and Mr. Surinder Mann.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (2.38) 500.00 288.24 (0.48) 157.65 (2.39) 500.00 285.85 (0.48) 157.17

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(2.24) 500.00 290.62 (0.45) 158.12

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.100.

Milet Estate Private Limited Milet Estate Private Limited (Milet Estate) was incorporated on October 3, 1997. The registered office of Milet Estate is located at 75-E, Himalaya House, 23, Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of Milet Estate is to act as land developers and traders. Shareholding Pattern The shareholding pattern of Milet Estate as of September 15, 2007 was as follows:
Name of the Shareholder Sareen Estates Private Limited Mr. Sudhir Sareen (as a nominee of Sareen Estates Private Limited) Ms. Sunita Sareen (as a nominee of Sareen Estates Private Limited) Total Number of equity shares 9,900 10 10 9,920 % of Issued Capital 99.80 0.10 0.10 100.00

Board of Directors The board of directors of Milet Estate as of September 15, 2007 consisted of the following: 1. 2. 3. 4. Ms. Parul Gupta; Mr. Sudhir Sareen; Mr. Siddharth Sareen; and Ms. Sunita Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (14.80) 992.00 (125.91) (1.49) (16.15) 992.00 (140.43) (1.63)

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) 19.02 992.00 (112.73) (1.92)

442

2004 Particular Book value per share (Rs.)

(1) (2)

For the period ended March 31, 2005 Rs. 87.31

2006

88.64

85.84

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.100.

Moonlight Continental Private Limited Moonlight Continental Private Limited (Moonlight Continental) was incorporated on May 20, 1993. The registered office of Moonlight Continental is located at 75-E, Himalaya House, 23, Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of Moonlight Continental is to act as land developers and traders. Shareholding Pattern The shareholding pattern of Moonlight Continental as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Sareen Mr. Sudhir Sareen Sareen Estates Private Limited Fairbridge Holdings Limited Total Number of equity shares 33,000 77,745 49,000 140,255 300,000 % of Issued Capital 11.00 25.92 16.33 46.75 100.00

Board of Directors The board of directors of Moonlight Continental as of September 15, 2007 consisted of the following: 1. 2. 3. 4. 5. Mr. Siddharth Sareen; Mr. Sudhir Sareen; Ms. Sunita Sareen; Mr. Shravan Gupta; and Mr. Siddharth Gupta.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 71,909.36 7,460.31 30,000.00 29,924.85 24.87 199.75 47,913.53 6,790.86 30,000.00 37,447.16 22.64 224.82

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

93,028.33 11,958.44 24025.50 8,449.68 49.77 135.57

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.100.

Nakul Promoters Private Limited Nakul Promoters Private Limited (Nakul Promoters) was incorporated on August 29, 2006. The registered office of Nakul Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Nakul Promoters is construction of residential houses, commercial buildings, flats and factory buildings.

443

Shareholding Pattern The shareholding pattern of Nakul Promoters as of September 15, 2007 was as follows:
Name of the Shareholder Siddharth Gupta Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Nakul Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. New Era Impex (India) Private Limited New Era Impex Private Limited (New Era Impex) was incorporated on December 9, 1994. The registered office of New Era Impex is located at 75-E, Himalaya House, 23, Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of New Era Impex is to carry on business as manufacturers, processors, buyers and sellers, importers and exporters of all kinds of ferrous and non-ferrous metals. Shareholding Pattern The shareholding pattern of New Era Impex as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Sudhir Sareen Mr. Siddharth Sareen Ms. Sunita Sareen Mr. Atul Sharma Mr. Manoj Sharma Total Number of equity shares 15,100 3,350 10,000 10 10 28,470 % of Issued Capital 53.04 11.76 35.12 0.04 0.04 100.00

Board of Directors The board of directors of New Era Impex as of September 15, 2007 consisted of the following: 1. 2. 3. 4. 5. 6. Ms. Parul Gupta; Mr. Sudhir Sareen; Mr. Siddharth Sareen; Ms. Sunita Sareen; Mr. Atul Sharma; and Mr. Manoj Sharma.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 11,294.20 5,383.94 284.70 37,569.87 189.11 1,329.63 24,378.78 7,462.64 284.70 45,034.11 262.12 1,591.81

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.) 15,547.21 4,989.78 284.70 32184.43 175.26 1,140.46

444

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Niryat Private Limited Niryat Private Limited (Niryat) was incorporated on August 8, 1973. The registered office of Niryat is located at 75-E, Himalaya House, 23, Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of Niryat is export and trading. Shareholding Pattern The shareholding pattern of Niryat as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Sudhir Sareen Ms. Sunita Sareen Kilrain Engineering Private Limited Mr. Sunil Sareen Total Number of equity shares 7,380 10 100 10 7,500 % of Issued Capital 98.40 0.13 1.34 0.13 100.00

Board of Directors The board of directors of Niryat as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Sudhir Sareen; Mr. Siddharth Sareen; and Ms. Sunita Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 5,643.22 914.66 750.00 (3,750.72) 121.95 (400.10) 12,251.11 744.33 750.00 (3,006.39) 99.24 (300.85)

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

8,923.01 (2,051.24) 750.00 (4665.39) (273.49) (522.05)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.100.

Omega Motors Private Limited Omega Motors Private Limited (Omega Motors) was incorporated on April 30, 1998. The registered office of Omega Motors is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Omega Motors is to act as distributors, dealers and agents for all kinds of vehicles and job work of automobiles. Shareholding Pattern The shareholding pattern of Omega Motors as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Shravan Gupta Mr. Siddharth Gupta Mr. Arun Mitter Total Number of equity shares 4,700 5,200 100 10,000 % of Issued Capital 47.00 52.00 1.00 100.00

Board of Directors

445

The board of directors of Omega Motors as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Arun Mitter
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 1,970.99 51.06 100.00 715.00 5.11 81.50 811.69 53.94 100.00 768.95 5.39 86.89

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

10,779.52 472.00 100.00 663.94 47.20 76.39

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Opera Promoters Private Limited Opera Promoters Private Limited (Opera Promoters) was incorporated on August 25, 2006. The registered office of Opera Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Opera Promoters is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Opera Promoters as of September 15, 2007 was as follows:
Name of the Shareholder Siddharth Gupta Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Opera Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Oriole Exports Private Limited Oriole Exports Private Limited (Oriole Exports) was incorporated on October 5, 1972. The registered office of Oriole Exports is located at 75-E, Himalaya House, 23, Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of Oriole Exports is export, letting out of property and trading. Shareholding Pattern The shareholding pattern of Oriole Exports as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Sudhir Sareen Number of equity shares 2,499 % of Issued Capital 99.76

446

Name of the Shareholder Mr. Parsinder Kwatra Midlam Agencies Private Limited Total

Number of equity shares 1 5 2,505

% of Issued Capital 0.04 0.20 100.00

Board of Directors The board of directors of Oriole Exports as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Sudhir Sareen; Mr. Siddharth Sareen; and Ms. Sunita Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 32,762.18 11,194.67 250.50 17,560.73 4,468.93 7,110.27 39,385.75 5,102.04 250.50 22,662.77 2,036.74 9,147.01

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

16,112.91 5,362.73 250.50 6,366.05 2,140.81 2,641.34

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.100.

Orpine Estate Private Limited Orpine Estate Private Limited (Orpine Estate) was incorporated on March 17, 2003 The registered office of Orpine Estate is located at D-26, Defence Colony, New Delhi 110 024. The principal activity of Orpine Estate is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Orpine Estate as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Sudhir Sareen Mr. Siddharth Sareen Sareen Estates Private Limited Total Number of equity shares 5,000 5,000 65,000 75,000 % of Issued Capital 6.67 6.67 86.66 100.00

Board of Directors The board of directors of Orpine Estate as of September 15, 2007 consisted of the following: 1. 2. Mr. Sudhir Sareen; and Mr. Siddharth Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (21.09) 750.00 (70.74) (22.44) 750.00 (85.04)

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) (25.22) 750.00 (59.94)

447

Earnings/(Loss) per share (Rs.)(2) Book value per share

(1) (2)

(0.33) 9.20

(0.28) 9.06

(0.30) 8.87

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Ostrich Estate Private Limited Ostrich Estate Private Limited (Ostrich Estate) was incorporated on November 1, 2004. The registered office of Ostrich Estate is located at D-26, Defence Colony, New Delhi 110 024. The principal activity of Ostrich Estate is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Ostrich Estate as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Sareen Ms. Sunita Sareen Total Number of equity shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Ostrich Estate as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Sareen; and Ms. Bhavna Sareen.
(in thousands, except share data) For the period ended March 31, 2006 2007 Rs. (31.26) 100.00 (71.34) (3.13) 2.87 [] [] [] [] [] [] []

Financial Performance
2005 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(20.04) 100.00 (46.76) (4.84) 5.32

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Paris Resorts Private Limited Paris Resorts Private Limited (Paris Resorts) was incorporated on December 9, 2003. The registered office of Paris Resorts is located at D-26, Defence Colony, New Delhi 110 024. The principal activity of Paris Resorts is engaging in the business of hotels. Shareholding Pattern The shareholding pattern of Paris Resorts as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Shravan Gupta Mr. Siddharth Gupta Mr. Sudhir Sareen Mr. Siddharth Sareen Total Number of equity shares 1,000 1,000 7,000 1,000 10,000 % of Issued Capital 10.00 10.00 70.00 10.00 100.00

Board of Directors

448

The board of directors of Paris Resorts as of September 15, 2007 consisted of the following: 1. 2. 3. 4. Mr. Shravan Gupta; Mr. Siddharth Gupta; Mr. Sudhir Sareen; and Mr. Siddharth Sareen.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (11.21) 100.00 (382.22) (1.54) (28.22) (15.37) 100.00 (397.60) (1.12) (29.76)

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share
(1) (2)

(11.26) 100.00 (371.01) (3.66) (27.10)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Prathibha Promoters Private Limited Prathibha Promoters Private Limited (Prathibha Promoters) was incorporated on August 11, 2006. The registered office of Prathibha Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Prathibha Promoters is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Prathibha Promoters as of September 15, 2007 was as follows:
Name of the Shareholder Siddharth Gupta Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Prathibha Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Prathmesh Buildtech Private Limited Prathmesh Buildtech Private Limited (Prathmesh Buildtech) was incorporated on August 29, 2006. The registered office of Prathmesh Buildtech is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Prathmesh Buildtech is construction of residential houses, commercial buildings, flats and factory buildings.

449

Shareholding Pattern The shareholding pattern of Prathmesh Buildtech as of September 15, 2007 was as follows:
Name of the Shareholder Siddharth Gupta Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Prathmesh Buildtech as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Questor Promoters Private Limited Questor Promoters Private Limited (Questor Promoters) was incorporated on August 31, 2006. The registered office of Questor Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Questor Promoters is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Questor Promoters as of September 15, 2007 was as follows:
Name of the Shareholder Siddharth Gupta Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Questor Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Ranbanka Promoters Private Limited Ranbanka Promoters Private Limited (Ranbanka Promoters) was incorporated on August 29, 2006. The registered office of Ranbanka Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Ranbanka Promoters is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Ranbanka Promoters as of September 15, 2007 was as follows:
Name of the Shareholder Siddharth Gupta Number of equity shares 5,000 % of Issued Capital 50.00

450

Name of the Shareholder Siddharth Sareen Total

Number of equity shares 5,000 10,000

% of Issued Capital 50.00 100.00

Board of Directors The board of directors of Ranbanka Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Saiesha Developments Private Limited Saiesha Developments Private Limited (Saiesha Developments) was incorporated on January 6, 2003. The registered office of Saiesha Developments is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Saiesha Developments is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Saiesha Developments as of September 15, 2007 was as follows:
Name of the Shareholder Ms. Parul Gupta Mr. Siddharth Gupta Total Number of equity shares 5,000 95,000 100,000 % of Issued Capital 5.00 95.00 100.00

Board of Directors The board of directors of Saiesha Developments as of September 15, 2007 consisted of the following: 1. 2. Parul Gupta; and Siddharth Gupta.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (19.44) 1,000.00 (69.50) (0.19) 9.30 (19.44) 1,000.00 (101.31) (0.19) 8.99

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share
(1) (2)

(18.90) 100.00 (69.56) (1.89) 3.04

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Saiesha Projects Private Limited Saiesha Projects Private Limited (Saiesha Projects) was incorporated on February 17, 2005. The registered office of Saiesha Projects is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Saiesha Projects is construction of residential houses, commercial buildings, flats and factory buildings.

451

Shareholding Pattern The shareholding pattern of Saiesha Projects as of September 15, 2007 was as follows:
Name of the Shareholder Ms. Parul Gupta Mr. Siddharth Gupta Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Saiesha Projects as of September 15, 2007 consisted of the following: 1. 2. Parul Gupta; and Siddharth Gupta.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (11.02) 100.00 (51.99) (9.35) 4.80 (14.13) 100.00 (66.12) (1.41) 3.39

Financial Performance

Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sanket Promoters Private Limited Sanket Promoters Private Limited (Sanket Promoters) was incorporated on August 29, 2006. The registered office of Sanket Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Sanket Promoters is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Sanket Promoters as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Sanket Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Sareen Estates Private Limited

452

Sareen Estates Private Limited (Sareen Estates) was incorporated on November 4, 1992. The registered office of Sareen Estates is located at 75-E, Himalaya House, 23, Kasturba Gandhi Marg, New Delhi 110 001. The principal activity of Sareen Estates is to engage in the business of real estate. Shareholding Pattern The shareholding pattern of Sareen Estates as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Sudhir Sareen Mr. Siddharth Sareen Ms. Sunita Sareen New Era Impex (India) Private Limited Oriole Exports Private Limited Mr. Vijay Verma Mr. Jhanwar Lal Kothari Mr. Anil Chanana Total Number of equity shares 35,825,090 770,000 100 500,000 1,550,000 312,500 250,000 10 39,207,700 % of Issued Capital 91.37 1.96 0.00 1.28 3.95 0.80 0.64 0.00 100.00

Board of Directors The board of directors of Sareen Estates as of September 15, 2007 consisted of the following: 1. 2. 3. 4. 5. 6. Mr. Shravan Gupta; Ms. Parul Gupta; Mr. Siddharth Gupta; Mr. Sudhir Sareen; Mr. Siddharth Sareen; and Ms. Sunita Sareen.
(in thousands, except share data) For the period ended March 31, 2004 2005 Rs. 46.12 (1101.71) 392,077.00 (7312.22) (0.03) 9.78 100.85 (4,558.23) 392,077.00 (11,351.35) (0.12) 9.71 2006

Financial Performance

Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(5,696.49) 392,077.00 (16,556.58) (0.15) 9.58

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Shailvi Estates Private Limited Shailvi Estates Private Limited (Shailvi Estates) was incorporated on September 15, 2006. The registered office of Shailvi Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Shailvi Estates is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Shailvi Estates as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors

453

The board of directors of Shailvi Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Shanti Apparels Manufacturing Co Private Limited Shanti Apparels Manufacturing Co Private Limited (Shanti Apparels) was incorporated on January 31, 1976. The registered office of Shanti Apparels is located at 44-A, Amrita Shergil Marg, New Delhi 110 006. The principal activity of Shanti Apparels is to engage in the business of manufacture, production, process, procurement, fabrication, import and export in all types of garments and apparels. Shareholding Pattern The shareholding pattern of Shanti Apparels as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Shravan Gupta Ms. Shilpa Gupta Ms. Parul Gupta Mr. Siddharth Gupta MGF Developments Limited Total Number of equity shares 1,300 960 1,030 1,250 440 4,980 % of Issued Capital 26.10 19.28 20.68 25.10 8.84 100.00

Board of Directors The board of directors of Shanti Apparels as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Shravan Gupta; Mr. B.M. Kapoor; and Mr. Siddharth Gupta.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 175.00 6.20 498.00 (3,844.43) 1.24 (671.97) 60.00 2.46 498.00 (3,841.97) (0.49) (671.48)

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(170.56) 498.00 (3,850.63) (34.25) (673.22)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.100.

Shanti Interior Private Limited Shanti Interior Private Limited (Shanti Interior) was incorporated on April 16, 2007. The registered office of Shanti Interior is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Shanti Interior is construction of residential houses, commercial buildings, flats and factory buildings.

454

Shareholding Pattern The shareholding pattern of Shanti Interior as of September 15, 2007 was as follows:
Name of the Shareholder Siddharth Gupta Rajeev Gupta Total Number of equity shares 9,900 100 10,000 % of Issued Capital 99.00 1.00 100.00

Board of Directors The board of directors of Shanti Interior as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Rajeev Gupta.

Financial Performance The audited financial information is currently not available. Soumya Promoters Private Limited Soumya Promoters Private Limited (Soumya Promoters) was incorporated on August 14, 2006. The registered office of Soumya Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Soumya Promoters is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Soumya Promoters as of September 15, 2007 was as follows:
Name of the Shareholder Siddharth Gupta Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Soumya Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. SSP Developers Private Limited SSP Developers Private Limited (SSP Developers) was incorporated on January 20, 2004. The registered office of SSP Developers is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of SSP Developers is construction of residential houses, commercial building, flats and factory buildings. Shareholding Pattern The shareholding pattern of SSP Developers as of September 15, 2007 was as follows:
Name of the Shareholder Ms. Parul Gupta Mr. Siddharth Gupta Number of equity shares 5,000 5,000 % of Issued Capital 50.00 50.00

455

Name of the Shareholder Total

Number of equity shares 10,000

% of Issued Capital 100.00

Board of Directors The board of directors of SSP Developers as of September 15, 2007 consisted of the following: 1. 2. Ms. Parul Gupta; and Mr. Siddharth Gupta.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (12.24) 100.00 (68.05) (1.22) 3.19 (12.76) 100.00 (80.82) (1.28) 1.92

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(11.78) 100.00 (55.81) (5.97) 4.42

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

SSP Properties Private Limited SSP Properties Private Limited (SSP Properties) was incorporated on January 8, 2003. The registered office of SSP Properties is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of SSP Properties is construction of residential houses, commercial building, flats and factory buildings. Shareholding Pattern The shareholding pattern of SSP Properties as of September 15, 2007 was as follows:
Name of the Shareholder Ms. Parul Gupta Mr. Siddharth Gupta MGF Developments Limited Mr. Shravan Gupta Total Number of equity shares 5,000 405,000 100,000 500,000 1,010,000 % of Issued Capital 0.05 40.10 9.90 49.50 100.00

Board of Directors The board of directors of SSP Properties as of September 15, 2007 consisted of the following: 1. 2. Mr. Shravan Gupta; and Mr. Siddharth Gupta.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. (467.48) 100.00 (537.11) (46.75) (43.71) (400.13) 100.00 (937.24) (40.01) (83.72)

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.) (18.97) 100.00 (69.63) (1.89) 3.05

456

(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Sugandhim Estate Private Limited Sugandhim Estate Limited (Sugandhim Estate) was incorporated on June 10, 2005. The registered office of Sugandhim Estate is located at D-26, Defence Colony, New Delhi 110 024. The principal activity of Sugandhim Estate is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Sugandhim Estate as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Sudhir Sareen Mr. Siddharth Sareen Total Number of equity shares 9,500 500 10,000 % of Issued Capital 95.00 5.00 100.00

Board of Directors The board of directors of Sugandhim Estate as of September 15, 2007 consisted of the following: 1. 2. Mr. Sudhir Sareen; and Mr. Siddharth Sareen.
(in thousands, except share data) For the period ended March 31, 2006 Rs. (18.17) 100.00 (44.57) (2.25) 5.54

Financial Performance

Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Symond Promoters Private Limited Symond Promoters Private Limited (Symond Promoters) was incorporated on August 17, 2006. The registered office of Symond Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Symond Promoters is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Symond Promoters as of September 15, 2007 was as follows:
Name of the Shareholder Siddharth Gupta Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Symond Promoters as of September 15, 2007 consisted of the following:

457

1. 2.

Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Vatsalya Estates Private Limited Vatsalya Estates Private Limited (Vatsalya Estates) was incorporated on August 17, 2006. The registered office of Vatsalya Estates is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Vatsalya Estates is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Vatsalya Estates as of September 15, 2007 was as follows:
Name of the Shareholder Siddharth Gupta Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Vatsalya Estates as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Vau Developments Private Limited Vau Developments Private Limited (Vau Developments) was incorporated on January 13, 2003. The registered office of Vau Developments is located at D-26, Defence Colony, New Delhi 110 024. The principal activity of Vau Developments is to engage in the construction and development of residential plots. Shareholding Pattern The shareholding pattern of Vau Developments as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Sareen Ms. Bhavna Sareen Saiesha Developments Private Limited Total Number of equity shares 185,000 5,000 100,000 290,000 % of Issued Capital 63.79 1.73 34.48 100.00

Board of Directors The board of directors of Vau Developments as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Sareen; and Ms. Bhavna Sareen.
(in thousands, except share data)

Financial Performance

458

2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

For the period ended March 31, 2005 Rs. 6,360.81 (1,917.78) 2,900.00 (3,310.24) (6.61) (1.41)

2006

2,869.51 (1,286.22) 2,900.00 (1,414.90) (4.43) 5.12

4,146.47 (724.66) 2,900.00 (4,012.46) (2.50) (3.84)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Vishnu Apartments Private Limited (Part IX) Vishnu Apartments Private Limited (Part IX) (Vishnu Apartments) was incorporated on January 5, 1995. The registered office of Vishnu Apartments is located at Plot-I, Opposite Nehru Shankar Bhawan, Sardar Patel Marg, Bais Godam, Jaipur 302 001. The principal activity of Vishnu Apartments is investment in immoveable properties and real estate development. Shareholding Pattern The shareholding pattern of Vishnu Apartments as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Shravan Gupta Mr. Siddharth Sareen MGF Developments Limited Columbia Holdings Private Limited Total Number of equity shares 10,000 10,000 115,000 115,000 250,000 % of Issued Capital 4.00 4.00 46.00 46.00 100.00

Board of Directors The board of directors of Vishnu Apartments as of September 15, 2007 consisted of the following: 1. 2. 3. 4. 5. 6. Mr. Shravan Gupta; Mr. Sudhir Sareen; Mr. Siddharth Sareen; Mr. Siddharth Gupta; Mr. Rajeev Gupta; and Mr. Gaurav Jain.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 2,500.00 100.00 10.40 53.39 30.29 2,500.00 130.29 0.12 10.52

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings/(Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(4448.43) 2,000.00 (4480.61) (22.24) (12.40)

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

VMR Promoters Private Limited VMR Promoters Private Limited (VMR Promoters) was incorporated on August 17, 2006. The registered office of VMR Promoters is located at 17-B. MGF House, Asaf Ali Road, New Delhi 110002. The principal

459

activity of VMR Promoters is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of VMR Promoters as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Shravan Gupta MGF Developments Limited Total Number of equity shares 1,250,000 1,250,000 2,500,000 5,000,000 % of Issued Capital 25.00 25.00 50.00 100.00

Board of Directors The board of directors of VMR Promoters as of September 15, 2007 consisted of the following: 1. 2. 3. Mr. Rajeev Gupta; Mr. Vinay Mittal; and Mr. Siddharth Gupta.

Financial Performance The audited financial information is currently not available. Yashoda Promoters Private Limited Yashoda Promoters Private Limited (Yashoda Promoters) was incorporated on August 29, 2006. The registered office of Yashoda Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Yashoda Promoters is construction of residential houses, commercial buildings, flats and factory buildings. Shareholding Pattern The shareholding pattern of Yashoda Promoters as of September 15, 2007 was as follows:
Name of the Shareholder Siddharth Gupta Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Yashoda Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Yogya Promoters Private Limited Yogya Promoters Private Limited (Yogya Promoters) was incorporated on August 29, 2006. The registered office of Yogya Promoters is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of Yogya Promoters is construction of residential houses, commercial buildings, flats and factory buildings.

460

Shareholding Pattern The shareholding pattern of Yogya Promoters as of September 15, 2007 was as follows:
Name of the Shareholder Mr. Siddharth Gupta Mr. Siddharth Sareen Total Number of equity shares 5,000 5,000 10,000 % of Issued Capital 50.00 50.00 100.00

Board of Directors The board of directors of Yogya Promoters as of September 15, 2007 consisted of the following: 1. 2. Mr. Siddharth Gupta; and Mr. Siddharth Sareen.

Financial Performance The audited financial information is currently not available. Promoter Group Companies belonging to the Emaar Group In addition to the Promoter Group companies disclosed above, the following companies in India are majority owned by Emaar Holding, a company incorporated in the Republic of Mauritius and a wholly owned subsidiary of Emaar Properties PJSC, and form part of the Promoter Group. Boulder Hills Leisure Private Limited Boulder Hills Leisure Private Limited (Boulder Hills Leisure) was incorporated on April 27, 2004. The registered office of Boulder Hills Leisure is located at M.No.6-3-249/5/1, New No.137, ANR Centre, Road No.1, Banjara Hills, Hyderabad 500 034. The principal activity of Boulder Hills Leisure is the development of golf courses and club houses. Shareholding Pattern The shareholding pattern of Boulder Hills Leisure as of September 15, 2007 was as follows:
Name of the Shareholder Emaar Holding Andhra Pradesh Industrial Infrastructure Corporation Limited Total Number of equity shares 56,210,678 19,749,698 75,960,376 % of issued capital 74.00 26.00 100.00

Board of Directors The board of directors of Boulder Hills Leisure as of September 15, 2007 consisted of the following: 1. 2. 3. 4. Mr. Ahmed Thani Rashed Al Matrooshi; Mr. Vinod Kumar Gomber; Mr. K. Rajendra Prasad; and Mr. B. P. Acharya.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 6.00 (4304.03) 31,244.00 249.59 (15734.50) 759,604.00

Financial Performance

Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital

461

Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share
(1) (2)

(4321.23) (1.38) 8.61

(15751.70) (0.21) 9.79

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Cyberabad Convention Centre Private Limited Cyberabad Convention Centre Private Limited (Cyberabad Convention Centre) was incorporated on August 20, 2003. The registered office of Cyberabad Convention Centre is located at M.No.6-3-249/5/1, New No.137, ANR Centre, Road No.1, Banjara Hills, Hyderabad 500 034. The principal activity of Cyberabad Convention Centre is the development of convention centres and business hotels. Shareholding Pattern The shareholding pattern of Cyberabad Convention Centre as of September 15, 2007 was as follows:
Name of the Shareholder Emaar Holding Andhra Pradesh Industrial Infrastructure Corporation Limited Total Number of equity shares 109,520,000 38,480,000 148,000,000 % of issued capital 74.00 26.00 100.00

Board of Directors The board of directors of Cyberabad Convention Centre as of September 15, 2007 consisted of the following: 1. 2. 3. 4. Mr. Ahmed Thani Rashed Al Matrooshi; Mr. Vinod Kumar Gomber; Mr. K. Rajendra Prasad; and Mr. B. P. Acharya.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 178,97.79 (122,647.23) 1,480,000 (122279.27) (0.83) 9.17

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(589.82) 100 (1015.78) (58.98) 101.57

(12765.29) 211,049 (13191.26) (0.60) 9.37

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Emaar Hills Township Private Limited Emaar Hills Township Private Limited (Emaar Hills Township) was incorporated on August 20, 2003. The registered office of Emaar Hills Township is located at M.No.6-3-249/5/1, New No.137, ANR Centre, Road No.1, Banjara Hills, Hyderabad 500 034. The principal activity of Emaar Hills Township is the development of townships and golf courses. Shareholding Pattern The shareholding pattern of Emaar Hills Township as of September 15, 2007 was as follows:
Name of the Shareholder Emaar Holding Number of equity shares 71,245,497 % of issued capital 74.00

462

Andhra Pradesh Industrial Infrastructure Corporation Limited Total

25,032,202 96,277,699

26.00 100.00

Board of Directors The board of directors of Emaar Hills Township as of September 15, 2007 consisted of the following: 1. 2. 3. 4. Mr. Ahmed Thani Rashed Al Matrooshi; Mr. Vinod Kumar Gomber; Mr. K. Rajendra Prasad; and Mr. B. P. Acharya.
(in thousands, except share data) For the period ended March 31, 2005 2006 Rs. 4.00 (63647.80) 962,777 (75988.09) (0.66) 9.21

Financial Performance
2004 Particular Income/Sales Profit (Loss) after Tax Equity Share Capital Preference Share Capital Reserves and surplus (excluding revaluation reserves)(1) Earnings (Loss) per share (Rs.)(2) Book value per share (Rs.)
(1) (2)

(844.95) 100 (1270.92) (137.07) (117.09)

(11915.03) 20,092 .20 (12340.99) (5.93) 3.86

Net of miscellaneous expenditure not written off. Face value of equity share is Rs.10.

Other Entities forming part of the Promoter Group City Square Mall Management City Square Mall Management (City Square Mall), a partnership firm, was constituted on August 2, 2005. The principal office of City Square Mall is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of City Square Mall is to take over possession and control of multi-storeyed buildings for their maintenance and up-keep and for operation of the common services and administration of common areas and facilities. The partners of City Square Mall are Discovery Estates Private Limited and Sewa International Fashions Limited and the profits and losses are shared between them in the ratio of 50:50. Financial Performance
(in thousands, except share data)

Particular Capital Income Expenditure Net Profit/(Loss)

For the period ended March 31, 2006 4,736.23 16,462.43 20,726.20 (4,263.77)

MGF Event Management MGF Event Management (MGF Event), a partnership firm, was constituted on April 1, 2004 and reconstituted with effect from April 1, 2005. The principal office of MGF Event is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of MGF Event is to advise, manage and operate various outlets in shopping malls or commercial complexes in marketing their products and services. The partners of MGF Event are MGF Development Limited and Columbia Holdings Private Limited and the profits and losses are shared between them in the ratio of 50:50.

463

Financial Performance
(in thousands, except share data) For the period ended March 31, 2006 Particular Capital Income Expenditure Net Profit/(Loss) 2005 19,024.92 60,033.19 43,156.62 10,976.97 2006 8,049.56 44,147.59 31,263.03 8,049.56

MGF Mall Management MGF Mall Management (MGF Mall), a partnership firm, was constituted on January 9, 2003 and reconstituted with effect from April 1, 2005. The principal office of MGF Mall is located at 17-B, MGF House, Asaf Ali Road, New Delhi 110 002. The principal activity of MGF Mall is to take over possession and control of multistoreyed buildings for their maintenance and up-keep and for operation of the common services and administration of common areas and facilities. The partners of MGF Mall are MGF Development Limited and Columbia Holdings Private Limited and the profits and losses are shared between them in the ratio of 50:50. Financial Performance
(in thousands, except share data) For the period ended March 31, 2006 Particular Capital Income Expenditure Net Profit/(Loss) 2004 5,374.34 90,697.65 83,433.31 4,885.40 2005 9,120.76 128,712.65 122,664.97 3,746.43 2006 13,697.22 124,758.57 117,470.52 4,578.28

Common Pursuits of the Promoter Group Companies Except as disclosed in the Draft Red Herring Prospectus, the Promoters Group companies do not have an interest in any venture that is involved in any activities similar to those conducted by the Company or any of the Promoters. Defunct Promoter Group Companies There are no defunct Promoter Group companies. Companies in India from which the Promoters have disassociated themselves in the last three years The following are the companies in India from which the Promoters have disassociated themselves in the last three years preceding the date of filing this Draft Red Herring Prospectus.
Name of the company India Lease Developments Limited The Motor & General Finance Limited Bahubali Services Limited Cards Services India Limited Gee Gee Holdings Private Limited MGF Securities Limited Ram Prakash & Co. Private Limited Grosvenor Estates Private Limited MGF Estates Private Limited Reasons for disassociation Family settlement agreement Family settlement agreement Family settlement agreement Family settlement agreement Family settlement agreement Family settlement agreement Family settlement agreement Family settlement agreement Family settlement agreement Date of disassociation March 25, 2007 March 25, 2007 August 14, 2007 August 14, 2007 March 25, 2007 March 25, 2007 August 22, 2007 March 25, 2007 March 25, 2007

464

RELATED PARTY TRANSACTIONS The Company has various transactions with related parties, including the following: Subsidiaries; Companies Owned by EMGF; Joint Venture; Directors, employees and their relatives; Promoters; and Promoter Group entities.

These related party transactions include the following: payment and receipt of advances for purchase of land; payment of managerial remuneration; reimbursement of costs and expenses, including civil and infrastructure costs; grant and repayment of loans; and grant of corporate guarantees and reimbursement of bank guarantee charges.

For more details on the Companys related party transactions, see the Companys restated audited unconsolidated and consolidated financial statements beginning on page 467 of this Draft Red Herring Prospectus.

465

DIVIDEND POLICY The Company has not paid any dividend in the past. The declaration and payment of any dividends in the future will be recommended by the Board of Directors and approved by the shareholders of the Company at their discretion and will depend on a number of factors, including the results of operations, earnings, capital requirements and surplus, general financial conditions, contractual restrictions, applicable Indian legal restrictions and other factors considered relevant by the Board. The Board may also from time to time pay interim dividend.

466

SECTION V: FINANCIAL INFORMATION FINANCIAL STATEMENTS UNCONSOLIDATED SUMMARY STATEMENTS OF ASSETS AND LIABILITIES AS OF JUNE 30, 2007, MARCH 31, 2007 AND MARCH 31, 2006 AND PROFITS AND LOSSES AND CASH FLOWS FOR THE THREE MONTHS PERIOD ENDED JUNE 30, 2007, THE YEAR ENDED MARCH 31, 2007 AND THE PERIOD ENDED MARCH 31, 2006, AS RESTATED UNDER INDIAN GAAP FOR EMAAR MGF LAND LIMITED (FORMERLY EMAAR MGF LAND PRIVATE LIMITED) AND CONSOLIDATED SUMMARY STATEMENT OF ASSETS AND LIABILITIES AS OF JUNE 30, 2007 AND MARCH 31, 2007 AND PROFITS AND LOSSES AND CASH FLOWS FOR THE THREE MONTHS PERIOD ENDED JUNE 30, 2007 AND THE YEAR ENDED MARCH 31, 2007, AS RESTATED UNDER INDIAN GAAP FOR EMAAR MGF LAND LIMITED (FORMERLY EMAAR MGF LAND PRIVATE LIMITED) Auditors Report as required by Part II of Schedule II to the Companies Act, 1956 The Board of Directors Emaar MGF Land Limited ECE House 28 Kasturba Gandhi Marg New Delhi 110 001 India Dear Sirs, 1. We have examined (read together with the para-6 below) the restated financial information of Emaar MGF Land Limited (the Company) annexed to this report for the purposes of inclusion in the offer document prepared by the Company in connection with its proposed Initial Public Offer (IPO). Such financial information, which has been approved by the Board of Directors of the Company, has been prepared in accordance with the requirements of: a) paragraph B (1) of Part II of Schedule II to the Companies Act, 1956 (the Act); b) the Securities & Exchange Board of India (Disclosure & Investor Protection) Guidelines 2000 (the Guidelines) issued by the Securities and Exchange Board of India (SEBI) on January 19, 2000, as amended from time to time in pursuance of Section 11 of the Securities and Exchange Board of India Act, 1992; 2. We have examined such restated financial information taking into consideration: a) the terms of reference received from the Company vide their letter dated July 2, 2007 requesting us to carry out work on such financial information, proposed to be included in the offer document of the Company in connection with its proposed IPO; b) the Guidance Note (Revised) on Reports in Company Prospectuses issued by the Institute of Chartered Accountants of India. Such restated financial information has been compiled by the management from: a) the audited unconsolidated balance sheet of the Company as at March 31, 2006 and the related audited unconsolidated profit and loss account and cash flow statement for the period from February 15, 2005 to March 31, 2006, which have been audited by the Companys previous auditors, S.N. Dhawan & Co.; b) the audited unconsolidated balance sheets of the Company as at June 30, 2007 and March 31, 2007 and the related audited unconsolidated profit and loss accounts and cash flow statements for the three months period ended June 30, 2007 and the year ended March 31, 2007, which have been audited by us; c) the audited consolidated balance sheets of the Company and its subsidiaries (collectively hereinafter referred to as the Group) as at June 30, 2007 and March 31, 2007 and the related audited consolidated profit and loss accounts and cash flow statements for the three months period ended June 30, 2007 and the year ended March 31, 2007, which have been audited by us.

3.

467

4.

The Company proposes to make an IPO for the fresh issue of equity shares of Rs. 10 each at such premium, arrived at by the 100% book building process (referred to as the Issue), as may be decided by the Board of Directors. In accordance with the requirements of Schedule II of the Act, the SEBI Guidelines and the terms of our engagement agreed with you, we report that : a) We have examined the restated unconsolidated summary statement of assets and liabilities of the Company as at June 30, 2007, March 31, 2007 and March 31, 2006 and the related restated unconsolidated summary statement of profits and losses and cash flows for the three months period ended June 30, 2007, the year ended March 31, 2007 and the period ended March 31, 2006 (collectively the Restated Unconsolidated Summary Statements); and

5.

b) We have also examined the restated consolidated summary statement of assets and liabilities of the Group as at June 30, 2007 and March 31, 2007 and the related restated consolidated summary statement of profits and losses and cash flows for the three months period ended June 30, 2007 and the year ended March 31, 2007 (collectively the Restated Consolidated Summary Statements) (The Restated Unconsolidated Summary Statements and the Restated Consolidated Summary Statements hereinafter collectively referred to as Restated Summary Statements) 6. For the purpose of our examination with reference to the undernoted, we have solely relied on a) The restated (consolidated wherever applicable) summary statements of assets and liabilities, profits and losses and cash flows of the subsidiaries of the Company for the three months period ended June 30, 2007 or for a shorter period in case three months have not elapsed from the date of their becoming a subsidiary of the Company, which have been examined by their respective auditors; and b) The restated (consolidated wherever applicable) summary statements of assets and liabilities, profits and losses and cash flows of the subsidiaries of the Company for the period subsequent to their becoming a subsidiary upto March 31, 2007, which have been examined by their respective auditors. We have placed reliance on the reports of the other auditors furnished to us as referred to above and have not carried out any additional procedures thereon. 7. Based on our examination and the reliance placed on the reports of the auditors of the subsidiaries not audited by us as referred to in para 6 above, we further report that: a) the restated unconsolidated profits/losses and the restated consolidated profits/losses have been arrived at after making such adjustments and regroupings as, in our opinion, are appropriate and more fully described in the notes appearing in Annexure IV and Annexure XVIII respectively to this report; b) the impact of changes in accounting policies adopted by the Company and the Group as at and for the three months period ended June 30, 2007 have been adjusted with retrospective effect in the attached Restated Summary Statements; c) material amounts relating to previous years have been adjusted in the attached Restated Summary Statements; d) there are no extraordinary items which need to be disclosed separately in the attached Restated Summary Statements; and e) there are no qualifications in auditors reports which would require an adjustment in the Restated Summary Statements. We have not audited any financial statements of the Company or consolidated financial statements of the Group as of any date or for any period subsequent to June 30, 2007. Accordingly, we express no opinion on the financial position, results of operations or cash flows of the Company or the Group as of any date or for any period subsequent to June 30, 2007. We have also examined the unconsolidated financial information of the Company listed below, as at and for the three months period ended June 30, 2007, the year ended March 31, 2007 and the period ended March 31, 2006 which, as approved by the Board of Directors of the Company and annexed to this report, is proposed to be included in the Offer documenta) Details of Other Income, as appearing in Annexure V ; b) Capitalization Statement, as appearing in Annexure VI ; c) Details of Secured and Unsecured Loans, as appearing in Annexure VII ;

8.

9.

468

d) e) f) g) h) i) j)

Details of Investments as appearing in Annexure VIII ; Details of Other Current Assets as appearing in Annexure IX ; Details of Loans and Advances as appearing in Annexure X ; Statement of Tax Shelters, as appearing in Annexure XI ; Statement of Accounting Ratios, as appearing in Annexure XII ; Details of Rates of Dividend, as appearing in Annexure XIII; and Details of the Related Parties and transactions with them, as appearing in Annexure XIV

We further confirm that no dividends have been declared by the Company on equity shares during the three months period ended June 30, 2007, the year ended March 31, 2007 or during the period ended March 31, 2006. 10. We have also examined the consolidated financial information of the Group listed below, as at and for the three months period ended June 30, 2007 and the year ended March 31, 2007 which, as approved by the Board of Directors of the Company and annexed to this report, is proposed to be included in the Offer documenta) b) c) d) e) f) g) h) k) i) Details of Other Income, as appearing in Annexure XIX ; Capitalization Statement, as appearing in Annexure XX ; Details of Secured and Unsecured Loans, as appearing in Annexure XXI ; Details of Investments as appearing in Annexure XXII ; Details of Sundry Debtors as appearing in Annexure XXIII ; Details of Other Current Assets as appearing in Annexure XXIV ; Details of Loans and Advances as appearing in Annexure XXV ; Statement of Accounting Ratios as appearing in Annexure XXVI ; Details of Rates of Dividend, as appearing in Annexure XXVII; and Details of the Related Parties and transactions with them, as appearing in Annexure XXVIII

11. This report should not in any way be construed as a reissuance or redating of any of the previous audit reports issued by us or by any of the other Auditors. 12. We did not perform audit tests for the purpose of expressing an opinion on individual balances of account or summaries of selected transactions, and accordingly, we express no such opinion thereon. 13. We have no responsibility to update our report for events and circumstances occurring after the date of the report. 14. This report is intended solely for your information and for inclusion in offer document prepared in connection with the proposed IPO of the Company and is not to be used, referred to or distributed for any other purpose without our prior written consent. For S.R. BATLIBOI & CO. Chartered Accountants per Raj Agrawal Partner Membership No. 82028 Place: New Delhi Date: September 21, 2007

469

ANNEXURE-I: RESTATED UNCONSOLIDATED SUMMARY STATEMENT OF ASSETS AND LIABILITIES (Rupees Million) PARTICULARS As at June 30, As at March 31, As at March 31, 2007 2007 2006 I Fixed Assets Gross Block 6,803.1 6,505.1 74.5 Less: Accumulated Depreciation/ Amortizations 82.8 60.6 4.5 Net Block 6,720.3 6,444.5 70.0 Capital work in progress 369.8 239.2 977.9 Expenditure during construction period (pending 480.0 310.2 3.4 capitalization) 7,570.1 6,993.9 1,051.3 II III IV Investments Deferred Tax Assets (Net) Current Assets, Loans and Advances Inventories Cash and Bank Balances Other Current Assets Loans and Advances 410.6 14.0 4.9 248.2 12.7

6,870.8 717.5 1,076.1 69,273.6 77,938.0 3,579.5 27,876.5 101.2 6,639.3 44.0 38,240.5 47,692.2

5,737.5 650.6 7.0 63,935.7 70,330.8 2,695.5 22,471.2 81.0 5,636.6 8.3 30,892.6 46,685.2

76.9 2,388.7 1.1 26,888.1 29,354.8 18.1 5,820.0 79.0 0.3 5,917.4 24,501.4

Liabilities and Provisions Secured Loans Unsecured Loans Deferred Payment Liability Current Liabilities Provisions

Net Worth (I+II+III+IV-V)

Net Worth Represented by: Share Capital -Equity shares 1,073.7 -Preference shares 9,225.3 Share Application Money pending allotment Reserves and Surplus -Securities Premium 37,359.3 -Surplus/ (Deficit) in Profit and Loss Account 33.9 Net Worth 47,692.2 Note: The above statement should be read with the Notes to the Restated Unconsolidated Liabilities, Profits and Losses and Cash Flows as appearing in Annexure IV. As per our report of even date For S.R. Batliboi & Co. Chartered Accountants

1,059.8 9,225.3 2,278.8 34,625.1 (503.8) 46,685.2

29.8 24,497.2 (25.6) 24,501.4

Summary Statement of Assets and

For and on behalf of Board of Directors

per Raj Agrawal Partner Membership No.: 82028

Shravan Gupta Managing Director

Siddharth Gupta Director

470

Place: New Delhi Date: September 21, 2007

Sanjay Baweja Chief Financial Officer

Surender Varma Company Secretary

ANNEXURE-II: RESTATED UNCONSOLIDATED SUMMARY STATEMENT OF PROFITS AND LOSSES (Rupees Million) For the period For the year PARTICULARS For the three months ended March 31, ended March 31, period ended June 2006 2007 30, 2007 Income Turnover 1,733.9 Other Income 182.9 120.2 86.6 Total Income 1,916.8 120.2 86.6 Expenditure Cost of Sales Personnel Expenses Operating and other Expenses Selling Expenses Interest Expenses Depreciation/ Amortization Total Expenditure Profit/ (Loss) before tax and prior period items Provision for Tax Current Tax Deferred Tax Charge/ (Credit) Fringe Benefits Tax Total Tax Expense/ (Credit) Net Profit/ (Loss) after tax and before prior period items Prior period items (Net of Deferred Tax Charge) Net Profit/ (Loss) for the period/ year as per audited financials Adjustment (Net of tax) (Refer note C of Annexure IV) Net Profit/ (Loss) as Restated (Deficit) brought forward from previous year/ period, as restated 677.3 87.4 228.2 52.9 36.4 17.7 1,099.9 816.9 42.3 234.2 2.7 279.2 537.7 190.1 549.6 46.7 41.0 827.4 (707.2) (235.5) 6.5 (229.0) (478.2) 33.2 24.9 92.6 52.3 4.6 174.4 (87.8) (29.5) 0.5 (29.0) (58.8) -

537.7 537.7 (503.8)

(445.0) (33.2) (478.2) (25.6)

(58.8) 33.2 (25.6) -

Surplus/ (Deficit) carried to Balance Sheet 33.9 (503.8) (25.6) Note: The above statement should be read with the Notes to the Restated Unconsolidated Summary Statement of Assets and Liabilities, Profits and Losses and Cash Flows as appearing in Annexure IV. As per our report of even date For S.R. Batliboi & Co. Chartered Accountants per Raj Agrawal Partner For and on behalf of Board of Directors

Shravan Gupta Managing Director

Siddharth Gupta Director

471

Membership No.: 82028 Place: New Delhi Date: September 21, 2007 Sanjay Baweja Chief Financial Officer Surender Varma Company Secretary (Rupees Million) For the period ended March 31, 2006

ANNEXURE-III: RESTATED UNCONSOLIDATED STATEMENT OF CASH FLOWS PARTICULARS For the three months period ended June 30, 2007 816.9 For the year ended March 31, 2007

Cash Flow From Operating Activities Net Profit/ (Loss) Before Tax And After Prior Period Items, As Restated Adjustments : Depreciation/ Amortization (Gain) On Sale Of Investments (Net) Unrealized Foreign Exchange (Gain), (Net) Interest Income Dividend Income From Current Investments Interest Expense Premium On Redemption Of Debentures Preliminary Expenses Written Off Operating Profit/ (Loss) Before Working Capital Changes Movement In Working Capital: (Increase) In Inventories (Increase) In Other Current Assets (Increase) In Loan And Advances Increase In Deferred Payment Liabilities Increase In Current Liabilities And Provisions Cash (Used In) Operation Taxes (Paid), Net Net Cash (Used In) Operating Activities

(707.2)

(37.8)

17.7 (36.7) (15.0) (4.9) 36.4 21.5 835.9 (472.2) (1,066.6) (5,347.1) 20.2 422.4 (5,607.4) (4.0) (5,611.4) (495.3) 0.7 (5,550.3) 5,145.3 (0.8) 12.5 4.8 (883.1) 469.2 -

41.0 (10.3) (8.9) (37.1) (4.3) 46.7 25.5 (654.6) (4,682.9) (37,041.8) 81.0 5,189.9 (37,108.4) (12.4) (37,120.8) (5,881.5) (17,621.0) 17,631.3 (4.9) 0.1 31.2 4.3 (5,840.5) 11,157.9 9,225.3 2,278.8

4.5 (66.3) (20.3) 52.3 3.4 (64.2) (39.8) (26,884.0) 66.8 (26,921.2) (4.6) (26,925.8) (1,054.4) (100.0) (29,503.3) 29,569.7 (3.4) 19.1 (1,072.3) 24,527.0 -

Cash Flow From Investing Activities Purchased If Fixed Assets (Including Capital Work In Progress And Expenditure During Construction Period) Increase In Fixed Deposit Proceeds From Sale Of Fixed Assets Purchase Of Investments Proceeds From Sale Of Investments Purchase Of Investments In Subsidiaries Proceeds From Sale Of Investments In Subsidiaries Preliminary Expenditure Incurred Interest Received Dividend Received Net Cash (Used In) Investing Activities Cash Flow From Financing Activities Proceeds From Issuance Of Equity Share Capital (Including Securities Premium) Proceeds From Issuance Of Preference Share Capital Proceeds From Share Application Money

472

Proceeds From Long Term Borrowings Proceeds From Short Term Borrowing (Net) Interest Paid Net Cash Flow From Financing Activities

6,295.5 24.0 (227.3) 6,561.4

17,920.1 1,417.4 (776.3) 41,223.2

5,838.1 (78.3) 30,286.8

ANNEXURE-III: RESTATED UNCONSOLIDATED STATEMENT OF CASH FLOWS PARTICULARS For the three months period ended June 30, 2007 66.9 550.6 617.5 6.4 242.6 468.5 (100.0) 617.5 For the year ended March 31, 2007 (1,738.1) 2288.7 550.6 9.7 220.7 420.2 (100.0) 550.6 (Rupees Million) For the period ended March 31, 2006 2,288.7 2,288.7 2,288.7 100.0 (100.0) 2,288.7

Net Increase/ (Decrease) in Cash and Cash Equivalents (A+B+C) Cash and Cash Equivalents at the beginning of the period Cash and Cash Equivalents at the end of the period Components of Cash and Cash Equivalents Cash and Cheques on Hand Balances with Schedules Banks -On Current Accounts -On Deposit Accounts Less: Bank Deposit Having maturity of more than 90 days Total

Notes: 1. 2. 3. The Cash Flow Statement has prepared under the Indirect Method as set out in Accounting Standard -3 on Cash Flow Statements. Negative figures represents Cash outflow. Balance in Current accounts as at June 30, 2007, March 31, 2007 and March 31, 2006 amounting to Rs. 181.6 million, Rs.80.8 million and Rs. Nil respectively and in Deposit accounts as at June 30, 2007, March 31, 2007 and March 31, 2006 amounting to Rs. 255.1 million, Rs.220.1 million and Rs. Nil respectively are held in Escrow Account under Development Agreement with third parties, to be utilized for the execution of a project specified in the said agreement. Balance in Current account as at June 30, 2007 includes Rs. 23.1 million held in escrow account under a borrowing agreement, to be utilized for the redemption of debenture covered in the said agreement. The above statement should be read with the notes of the Restated Unconsolidated Summary of Assets and Liabilities, Profit and Losses and cash flows as appearing in annexure IV

4. 5.

As per our report of even date For S.R Batliboi & Co. Chartered Accountants per Raj Agrawal For and on behalf of the Board of Directors

Shravan Gupta

Siddharth Gupta

473

Partner Membership No. 82028

Managing Director Sanjay Baweja Chief Financial Officer

Director Surender Varma Company Secretary

Place New Delhi Date: September 21, 2007 ANNEXURE IV : NOTES TO THE RESTATED UNCONSOLIDATED SUMMARY STATEMENTS OF ASSETS AND LIABILITIES, PROFITS AND LOSSES AND CASH FLOWS, AS RESTATED UNDER INDIAN GAAP, FOR EMAAR MGF LAND LIMITED [FORMERLY, EMAAR MGF LAND PRIVATE LIMITED] A. BACKGROUND a). Emaar MGF Land Limited (formerly, Emaar MGF Land Private Limited), a Company registered under Indian Companies Act 1956, incorporated on February 18, 2005, is a Joint Venture between Emaar Properties PJSC (Dubai, UAE) and MGF Developments Limited (India). The Company is primarily engaged in the business of promotion, construction, development and sale of integrated townships, residential and commercial multistoried buildings, flats, shopping malls, IT parks, Hotels, SEZs, houses and apartments, etc. The Company has entered into Joint Ventures with Accor Group to develop Budget Hotels in India to be operated under the brand Formule1 b). The restated unconsolidated summary statement of assets and liabilities of the Company as at June 30, 2007, March 31, 2007 and March 31, 2006 and the related restated unconsolidated summary statement of profits and losses and cash flows for the three months period ended June 30, 2007, the year ended March 31, 2007 and for the period from February 18, 2005 to March 31, 2006 (hereinafter collectively referred to as Restated Unconsolidated Summary Statements) relate to Emaar MGF Land Limited (the Company) and have been prepared specifically for inclusion in the draft offer document to be filed by the Company with the Securities and Exchange Board of India (SEBI) in connection with its proposed Initial Public Offering. These Restated Unconsolidated Summary Statements have been prepared to comply in all material respects with the requirements of Schedule II to the Companies Act, 1956 (the Act) and the Securities and Exchange Board of India (Disclosure and Investor Protection) Guidelines, 2000 (the SEBI Guidelines) issued by SEBI on January 19, 2000, as amended from time to time. B. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES ADOPTED BY THE COMPANY IN THE PREPARATION OF FINANCIAL STATEMENTS AS AT AND FOR THE THREE MONTHS PERIOD ENDED JUNE 30, 2007 a. Basis of Preparation of Financial Statements The financial statements are prepared under historical cost convention, on the accrual basis of accounting in accordance with the Companies Act, 1956 and the Accounting Principles generally accepted in India (Indian GAAP) and comply in all material respects with the accounting standards notified by Companies Accounting Standards (Rules), 2006, to the extent applicable. The accounting policies have been consistently applied by the Company. b. Use of Estimates The preparation of financial statements in conformity with the Generally Accepted Accounting Principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities on the date of the financial statements. Actual results could differ from those estimates. Any revision to accounting estimates is recognized prospectively in current and future periods.

474

c.

Fixed Assets Fixed assets are stated at historical cost less accumulated depreciation and impairment loss, if any. Cost includes purchase price and all other cost attributable to bring the assets to its working condition for the intended use.

d.

Depreciation/ Amortization I Tangible Assets (i) Depreciation on the following fixed assets is charged on straight line method at the rates, based on useful lives of the assets estimated by the management as follows, which are higher than the rates prescribed under Schedule XIV to the Companies Act, 1956:Plant and Machinery Office Equipments Furniture and Fixtures Computers Vehicles 5 years 2-5 years 6-7 years 3 years 5 years

Assets costing less than Rs 5,000 individually are fully depreciated in the month of purchase. (ii) Leasehold Land (other than that stated in paragraph (iii) below) and Leasehold Improvements are amortized over the period of the lease or the useful life of the asset, whichever is lower. (iii) No amortization is made for Leasehold Land, which is under perpetual lease. II Intangible Assets Costs relating to Computer Software are capitalized and amortized on straight line basis over their useful lives of one to three years. e. Borrowing Costs Borrowing costs that are directly attributable to the acquisition or construction of a qualifying asset (including real estate projects) are considered as part of the cost of the asset. Other borrowing costs are treated as period costs and charged to the profit and loss account as and when they are incurred. f. Impairment of Assets The carrying amounts of assets are reviewed at each balance sheet date if there is any indication of impairment based on internal / external factors. An impairment loss is recognized wherever the carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the greater of the assets net selling price and value in use. After impairment, depreciation is provided on the revised carrying amount of the asset over its remaining useful life. g. Investments Investments which are readily realizable and intended to be held for not more than a year are classified as current investments. All other investments are classified as long-term investments. Current investments are carried at lower of cost and fair value determined on an individual investment basis. Long-term investments are carried at cost. However, provision for diminution in value is made to recognize a decline other than temporary in the value of the investments. h. Inventories Inventory comprises of Land, Completed Property for Sale and Projects in Progress.

475

(i) Land, registered in the name of the Company, is valued at lower of cost (determined on weighted average cost method) and net realizable value. Cost includes cost of acquisition and all other costs incurred till the date of obtaining license for development. Land is recorded as inventory, only once the same is registered in the name of the Company. (ii) Completed property for sale is valued at lower of cost and net realizable value. Cost includes cost of land, materials, services and other related overheads. (iii) Projects in progress are valued at lower of cost and net realizable value. Cost includes cost of materials, services and other related overheads. Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and estimated costs necessary to make the sale. i. A. Revenue Recognition Real Estate Projects (i) Revenue is recognized, in relation to the sold areas only, on the basis of percentage of completion as and when all of the following conditions are met: I. In case of developed plots: (a) The buyers agreement is signed; (b) The buyer's investment is adequate to demonstrate a commitment to pay for the property; (c) The actual cost incurred on the project under execution, including cost of land, is 2/3rd or more of the total estimated cost of the project. II. In case of apartments/ townhouses/ commercial/ villas: (a) The buyers agreement is signed; (b) The buyer's investment is adequate to demonstrate a commitment to pay for the property; (c) The actual cost incurred on the project under execution, including cost of land, is 30% or more of the total estimated cost of the project. The estimates of the projected revenue, projected profits, projected costs, cost to completion and the foreseeable loss are reviewed periodically by the management and any effect of changes in estimates is recognized in the period such changes are determined. However, when the total project cost is estimated to exceed total revenues from the project, the loss is recognized immediately. Liquidated damages/penalties are provided for, based on managements assessment of the estimated liability, as per contractual terms. (ii) Revenue from sale of Land is recognized in the financial year in which transfer is made by registration of sale deeds or otherwise in favor of the buyers. (iii) Revenue from sale of developed property is recognized upon transfer of all significant risks and rewards of ownership of such property, as per the terms of the contracts entered into with buyers, which generally coincides with the firming up of the sales contracts/ agreements. B. C. Interest due on delayed payments by customers is accounted for on receipts basis due to uncertainty of recovery of the same. Other Interest revenue is accounted for on a time proportion basis taking into account the amount outstanding and the rate applicable.

476

D.

Income from Registration fees received from customers on transfer of ownership of property during the construction period is accounted for on as and when due basis. Costs of Sales Cost of Construction/ Development incurred (including cost of land) is charged to the profit & loss account proportionate to the revenue recognized as per accounting policy No B(i)(A) above. Cost of common area is allocated based on saleable area of the project. Final adjustments, if required, are made on completion of the respective projects.

j.

k.

Foreign Currency Transactions (i) Initial Recognition Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency amount the exchange rate between the reporting currency and the foreign currency at the date of the transaction. (ii) Conversion Foreign currency monetary items are reported using the closing rate. Non-monetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction. (iii) Exchange Differences Exchange differences arising on settlement of monetary items or on reporting Companys monetary items at rates different from those at which they were initially recorded during the year, or reported in previous financial statements, are recognized as income or as expenses in the year in which they arise. (iv) Forward Exchange Contracts The premium or discount arising at the inception of forward exchange contracts is amortized as expense or income over the life of the contract. Exchange differences on such contracts are recognized in the statement of profit and loss in the period in which the exchange rates change. Any profit or loss arising on cancellation or renewal of forward exchange contract is recognized as income or as expense for the period. (v) Derivative Transactions Derivative transactions are considered as off-balance sheet items and are recognized in the books of account on settlement / termination of the respective contracts.

l.

Income Taxes Tax expense comprises of current, deferred and fringe benefit tax. Current income tax and fringe benefit tax is measured at the amount expected to be paid to the tax authorities in accordance with the Indian Income Tax Act. Deferred income taxes reflect the impact of current year timing differences between taxable income and accounting income for the period and reversal of timing differences of earlier periods. Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the balance sheet date. Deferred tax assets are recognized only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized. In situations where the Company has unabsorbed depreciation or carry forward tax losses, all deferred tax assets are recognized only if there is virtual certainty supported by convincing evidence that they can be realized against future taxable profits. At each balance sheet date, the Company re-assesses unrecognized deferred tax assets. It recognizes unrecognized deferred tax assets to the extent that it has become reasonably certain or

477

virtually certain, as the case may be, that sufficient future taxable income will be available against which such deferred tax assets can be realized. m. Employee Benefits (i) Provident Fund Retirement benefit in the form of Provident Fund is a defined contribution scheme and the contributions are charged to the profit and loss account of the period when the contributions to the respective funds are due. There are no other obligations other than the contribution payable to the respective trusts. (ii) Gratuity Retirement gratuity liability of employees is a defined benefit obligation and reflects the difference between the actuarial valuation of the future gratuity liability and the fair value of the plan assets with the Life Insurance Corporation of India (LIC) as at the end of the period. (iii) Leave Encashment Short term compensated absences are provided for based on estimates. Long term compensated absences are provided for based on actuarial valuation as at the end of the period. (iv) Actuarial Gains/ Losses Actuarial gains/ losses are immediately taken to the profit and loss account and are not deferred. n. Leases Where the Company is a Lessee Leases, where the lessor effectively retains substantially all the risks and benefits of ownership of the leased item, are classified as operating leases. Operating lease payments are recognized as an expense in the profit and loss account on an equitable straight-line basis over the lease term. o. Expenditure on new projects Expenditure directly relating to construction activity (net of income, if any) is capitalized/ inventorized. Indirect expenditure incurred during construction period is capitalized/ inventorized as part of the indirect construction cost to the extent to which the expenditure is indirectly related to construction or is incidental thereto. Other indirect expenditure (including borrowing costs) incurred during the construction period which is not related to the construction activity nor is incidental thereto, is charged to the profit and loss account. Income earned during construction period is deducted from the total of the indirect expenditure. p. Provisions Provision is recognized when an enterprise has a present obligation as a result of past event and is probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are determined based on management estimates required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date and adjusted to reflect the current management estimate. q. Earnings Per Share (EPS) Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. Partly paid equity shares are treated as a fraction of an equity share to the extent that they were entitled to participate in dividends relative to a fully paid equity share during the reporting period.

478

For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares. r. Segment Reporting (i) Identification of segments: The Companys operating businesses are organized and managed separately according to the nature of products and services provided, with each segment representing a strategic business unit that offers different products and serves different markets. The analysis of geographical segments is based on the areas in which major operating divisions of the Company operate. (ii) Inter segment Transfers: The Company generally accounts for intersegment sales and transfers as if the sales or transfers were to third parties at current market prices. (iii) Allocation of common costs: Common allocable costs are allocated to each segment according to the relative contribution of each segment to the total common costs. (iv) Unallocated items: General corporate income and expense items are not allocated to any business segment. s. Cash and Cash Equivalents Cash and cash equivalents in the cash flow statement comprise cash at bank and in hand and shortterm investments with an original maturity of three months or less.

479

C. (a)

MATERIAL ADJUSTMENTS

Summary of results of restatements made in the audited financial statements of the Company for the respective periods/year and their impact on the profits/ (losses) of the Company is are under: (Rupees million) Period ended Year ended June 30, 2007 March 31, 2007 Adjustments for : Prior Period Expenses [Refer Note No. (b) below] Total Adjustments Tax Impact of Adjustments [Refer Note No. (c) below] Adjustments (Net of tax) 50.0 50.0 (16.8) 33.2 (50.0) (50.0) 16.8 (33.2) Period ended March 31, 2006

(b)

Prior Period Expenses In the audited financial statements of the Company for the year ended March 31 2007, the Company has disclosed certain items as prior period items. Accordingly, in the preparation of the Restated Unconsolidated Summary Statements, the effect of these prior period items has been appropriately adjusted to the losses of the respective year/period to which these items pertain with a corresponding restatement of the respective assets/liabilities.

(c)

Tax impact of adjustments In the preparation of the Restated Unconsolidated Summary Statements, the Company has made adjustments for the deferred tax impact of the prior period items in the respective year/period to which the prior period items pertain.

(d)

Adoption of Accounting Standard AS-15 (Revised 2005) Employee Benefits The Company had gone for an early adoption of Accounting Standard 15 (Revised 2005) during the year ended March 31, 2007 which was mandatory for accounting periods starting from December 7, 2006 as against the hitherto followed practice of accounting the same on the basis of Accounting Standard 15 Accounting for Retirement Benefits in the Financial Statements. Accordingly, the discount rates and other assumptions for computing the gratuity and leave liabilities were considered as per the requirements of AS-15 (Revised 2005). This change did not have a material impact either on the losses for the year ended March 31, 2007 or on the liability as at April 1, 2006. D. OTHER SIGNIFICANT NOTES 1. 2. The Company was incorporated on February 18, 2005. Accordingly, the first profit and loss account has been prepared for the period from February 18, 2005 to March 31, 2006. Pursuant to the provisions of Section 44 of the Companies Act,1956, the Company has been converted into a Public Limited Company w.e.f. August 13, 2007 and consequently, the name of the Company been changed from Emaar MGF Land Private Limited to Emaar MGF Land Limited Capital Commitments (Rupees million) Particulars As at June 30, 2007 As at March 31, 2007 As at March 31, 2006

3.

480

Estimated amount of contracts remaining to be executed on capital account and not provided for (Net of advances)

552.6

424.6

2,913.6

The Company has entered into agreements with possessors/ lessees of land to develop properties on such land and operate such properties. In lieu of the same, the Company has agreed to transfer certain percentage of future revenues arising from the operations of the same, as assignment cost to these parties. Since the estimated future revenues and consequential assignment cost cannot be ascertained as on date, the amount payable in exchange of getting such development and operating rights is not being separately disclosed in the restated financial statements 4. Contingent Liabilities Not Provided for (Rupees million) Particulars Corporate Guarantee given by the Group against credit facilities availed of by a body corporate As at June 30, 2007 100.0 As at March 31, 2007 100.0 As at March 31, 2006 -

5.

On September 12, 2007, the Company was subjected to a search/ survey under section 132 and 133 of the Income Tax Act, 1961. During the course of this search/ survey, the income tax authorities have taken custody of certain documents/ records and recorded statements of certain officials of the Company. Simultaneously, there were similar searches conducted at the residences of directors/ promoters/ promoter companies. The tax officials are examining the records seized and statements recorded during the course of the search. The Company has not received any communication or demand notice so far from the income tax department in connection with the said search/ survey. Pending completion of search proceedings, tax liability if any that may arise on this account, is presently unascertainable and will be recognized upon conclusion of search proceedings. Segment Information:

6.

Business Segments Based on the nature of activities, risk and rewards, organization structure and internal reporting system, the Company has the following business segments: i. ii. Real Estate: Promotion, construction, development and sale of integrated townships, residential and commercial property, IT Parks, SEZs, etc. Others: Development and operation of hospitality, entertainment and leisure, healthcare, education, etc.

(This space has been intentionally left blank)

481

482

SEGMENT REPORTING (UNCONSOLIDATED)

(Rupees million) Real Estate Particulars Period ended June 30, 2007 1,733.9 1,733.9 1,013.6 77,376.6 77,376.6 31,155.3 31,155.3 Year ended March 31, 2007 52.8 68,816.9 68,816.9 25,686.9 25,686.9 Period ended March 31, 2006 26,882.9 26,882.9 5,820.0 5,820.0 Period ended June 30, 2007 Others Year ended March 31, 2007 6,845.0 6,845.0 3,367.2 3,367.2 5,337.6 Period ended March 31, 2006 972.9 972.9 972.9 972.9 Period ended June 30, 2007 1,733.9 1,733.9 1,013.6 (175.3) 838.3 (36.4) 15.0 (279.2) 537.7 84,787.5 1,145.2 85,932.7 36,164.7 2,075.8 38,240.5 570.7 28.5 17.7 Total Year ended March 31, 2007 52.8 (750.4) (697.6) (46.7) 37.1 229.0 (478.2) 75,661.9 1,915.9 77,577.8 29,054.1 1,838.5 30,892.6 5,337.6 664.4 41.0 Period ended March 31, 2006 (44.3) (44.3) (13.7) 20.3 12.2 (25.6) 27,855.8 2,563.1 30,418.9 5,820.0 97.4 5,917.4 972..9 4.5 -

REVENUE External revenue Total revenue SEGMENT RESULT Unallocated Unallocated corporate expenses net of unallocated income Operating profit/ (loss) Interest expense Interest income Income taxes Net Profit/ (loss) OTHER INFORMATION Segment assets Unallocated corporate assets TOTAL ASSETS Segment liabilities Unallocated corporate liabilities TOTAL LIABILITIES Capital expenditure Unallocated Capital Expenditure Depreciation/ Amortization Non cash expenses other than depreciation

7,410.9 7,410.9 5,009.4 5,009.4 570.7 -

483

Geographic Segments Operations of the Company do not have geographic segments under the criteria set out under Accounting Standard 17 on Segment reporting 7. Assets under Operating Leases: Office premises are obtained on operating leases. One of the leases for office premises is for twelve years and is non-cancellable. Further, there is an escalation clause in the lease agreement. The details are as under: (Rupees Minimum Lease Payments : Not later than one year Later than one year but not later than five years Later than five years As at June 30, 2007 4.1 25.6 30.5 million) As at March 31, 2007 4.0 25.2 31.3 As at March 31, 2006 1.4 8.8 12.6

Except as disclosed above, there is no contingent rent in the lease agreements. The lease term is for 1-3 years and is renewable at the mutual agreement of both the parties. There is no escalation clause in the lease agreements. There are no restrictions imposed by lease arrangements. There are no subleases and all the leases are cancelable in nature. 8. The break up of deferred tax assets (net) is as under(Rupees Particulars Differences in depreciation and other differences in block of fixed assets as per tax books and financial books Gross Deferred Tax Liabilities (A) Unabsorbed depreciation carried forward Business losses carried forward Effect of expenditure debited to profit & loss account in the current year but allowable for tax purpose in following year Gross Deferred Tax Assets(B) Deferred Tax Assets/ (Net) (B-A) million) As at June 30, 2007 9.3 9.3 As at March 31, 2007 11.2 11.2 26.7 194.5 As at March 31, 2006 5.8 5.8 7.3 10.2

23.3

38.2

1.0

23.3 14.0

2,59.4 248.2

18.5 12.7

Note:The Company had recognized Deferred Tax Assets as at March 31, 2007 and March 31, 2006 on timing differences including those created on unabsorbed depreciation and carried forward business losses. The same was done after considering the estimated margins on unexecuted orders on hand till the date of signing off of balance sheet. The management was virtually certain that it will generate sufficient profits to realize the deferred tax assets.

484

9.

Gratuity and other employment benefit plans

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. Unavailed leaves can be encashed (on last drawn salary) either at the time of separation from the Company or accumulation of leaves beyond 45 days. The following tables summarize the components of net benefit expense recognized in the Profit and Loss Account and the amounts recognized in the balance sheet for the respective plans. a) Net Employee benefit expense recognized during the period ended June 30, 2007 and year ended on March 31, 2007 (Rupees million) Gratuity (Funded) Leave Encashment June 30, 2007 March 31, 2007 June 30, 2007 March 31, 2007 1. Current Service cost 0.96 2.56 1.45 4.83 2. Interest Cost on benefit 0.07 0.03 0.11 0.03 obligation 3. Expected return on plan assets (0.02) (0.07) 4. Actuarial (gain) / loss 0.92 0.69 (0.02) 0.03 5. Net benefit expense 1.93 3.21 1.54 4.89 Actual return on plan assets 0.08 -

b) Net Asset / (Liability) recognized in the Balance sheet as at June 30, 2007 and March 31, 2007 (Rupees million) Gratuity (Funded) Leave Encashment 1. Present value of defined benefit obligation 2. Fair value of plan assets 3. Deficit of funds 4. Net Liability c) June 30, 2007 5.51 0.92 (4.59) (4.59) March 31, 2007 3.56 0.92 (2.64) (2.64) June 30, 2007 6.84 (6.84) (6.84) March 31, 2007 5.31 (5.31) (5.31)

Changes in Present Value of the defined benefit obligation are as follows : Gratuity (Funded) June 30, 2007 March 31, 2007 3.56 0.36 0.97 0.07 0.91 5.51 2.56 0.03 0.62 3.57 (Rupees million) Leave Encashment June 30, 2007 March 31, 2007 5.31 0.42 1.45 0.11 (0.02) 6.85 4.83 0.03 0.03 5.31

1. Defined benefit obligation at the beginning of the period 2. Current Service cost 3. Interest Cost on benefit Obligation 4. Actuarial (gain) / loss 5. Benefits paid 6. Defined benefit obligation at the end of the period

d) Changes in Fair Value of Plan Assets are as follows : Gratuity (Funded) June 30, 2007 March 31, 2007 0.92 0.92 0.02 0.07 (0.02) (0.07) 0.92 0.92 (Rupees million) Leave Encashment June 30, 2007 March 31, 2007 NA NA NA NA NA NA NA NA NA NA NA NA

Opening fair value of plan assets Expected return Contributions by employer Benefits Paid Actuarial gains / (losses) Closing fair value of plan assets

Notes: i) The Companys expected contribution to the fund in the next year is not presently ascertainable. 485

ii) The Company is maintaining a fund with the Life Insurance Corporation of India (LIC) to meet its gratuity liability. The present value of the plan assets represents the balance available with the LIC as at the end of the period. The total value of plan as at June 30, 2007 and March 31, 2007 aggregating to Rs. 1.0 million is as certified by the LIC. e) The principal assumptions used in determining Gratuity and Leave Encashment obligations are as follows: Gratuity (Funded) June 30, 2007 March 31, 2007 8% 8% 7.5% 7.5% LIC (1994-96) Ultimate Withdrawal rate 3% 2% 1% LIC (1994-96) Ultimate Withdrawal rate 3% 2% 1% Leave Encashment June 30, 2007 March 31, 2007 8% 8% LIC (1994-96) Ultimate Withdrawal rate 3% 2% 1% LIC (1994-96) Ultimate Withdrawal rate 3% 2% 1%

1. Discount rate 2. Expected rate of return on plan assets 3. Mortality 4. Withdrawal rate Age Upto 30 years 30 44 years Above 44 years

Note:Estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market. f) Amounts for the current and previous periods is as follows: (Rupees million ) Gratuity June 30, 2007 March 31, 2007 5.5 3.6 0.9 0.9 (4.6) (2.7) Leave encashment June 30, 2007 March 31, 2007 6.8 5.3 (6.8) (5.3)

Defined benefit obligation Plan assets Surplus / (deficit)

Note: The Company had adopted AS 15 (Revised 2005) for the first time during the year ended March 31, 2007. Accordingly information in respect of periods prior to that are not applicable. 10. Derivatives and unhedged foreign currency exposure The Company takes various types of derivative instruments to hedge its future loans & interest liabilities. The category-wise outstanding position of derivative instruments are as follows:(In USD millions) Particulars of Derivatives Nature Purpose As on June 30, 2007 As on March 31, 2007 Hedging of loan and 64.44 67.06 interest liability Currency Swap 49.38 45.16 Coupon - only Swap Hedging of interest liability 7.00 Call Option Hedging of loan liability

The amount of foreign currency exposures that are not hedged by a derivative instrument or otherwise is as follows:Particulars As on June 30, 2007 486 As of March 31, 2007

Foreign Currency Foreign currency loan (USD in millions) Interest Accrued but not due: USD in millions YEN in millions Foreign Creditors: USD in millions Euros in millions GBP in millions AED in millions 4.43

Amount (Rs. Million) 179.3

Foreign Currency 11.43

Amount (Rs. Million) 496.7

0.04 59.53 0.0025 0.33

1.5 19.6 0.2 3.7

60.04 24.54 0.93 0.01 0.007 8.63

1.7 9.1 40.4 0.7 0.6 102.2

Closing rates as on June 30, 2007 and March 31, 2007:Currency USD JPY AED CHF Euros GBP As on June 30, 2007 40.50 0.3289 11.05 82.00 As on March 31, 2007 43.46 0.3689 11.836 1.2155 58.27 82.00

Note: There were no derivatives or unhedged foreign currency exposures as at March 31, 2006. 11. The Company is engaged in real estate development. The Company has acquired various land banks and is into initial stage of project implementation. As per Companys business plan, the projects will have multiple properties consisting of Hotels, Retail outlets, integrated townships, flats, residential and commercial multistoried buildings and IT Parks which will be classified under Fixed Assets, Investment Properties and Inventories, as the case may be, based on ultimate end use pattern as per final business plan of the Company. The Company is in the process of getting approvals from appropriate authorities for its project plans. The allocation of land cost into various categories of assets will be done after such approvals of project plans have been received. Pending receipt of such approvals and final allocation of land bank, the cost of such land is shown separately under the head inventories. The Company has not created any Debenture Redemption Reserve in respect of redeemable non convertible debentures in the interim financial statement for the quarter ended June 30, 2007 as the same are created on an annual basis, subject to availability of adequate profits. As per terms of the licenses of certain projects executed by the Company in some States of India, the Company is required to construct residential units/ develop plots for economically weaker sections on specified area of land. The sale price of such units/ plots is to be fixed by the government authorities and sale is also to be arranged by the government authorities. Sale price for such units/ plots is not yet notified by the Government. Hence, projections of revenues, profits and cost to completion of such projects made by the management are without considering the effect of profit/ loss on sale of such units/ plots. Accordingly, the projections of revenues, profits and cost to completion are subject to adjustments, which would be determined upon the sale price being fixed by the government authorities. Loss on account of foreign exchange difference on outstanding foreign exchange contracts aggregating to Rs.7,272.1 Million as on June 30, 2007 is being carried forward to be recognized in the profit and loss account in the next period. Loans and advances as at June 30, 2007 March 31, 2007 and March 31, 2006 include Rs.67,425.1 million, Rs.61,881.1 million 26,433.1 million respectively paid to certain parties (including associates) for acquiring land for development of real estate projects, either on collaboration basis or self development basis. The Company had issued preference shares during the year ended March 31, 2007 aggregating to Rs.9,225.1 million which are compulsorily convertible into Equity shares at a price which shall be equal to the price at which shares are allotted to the public in the Initial Public Offer. For calculating diluted earnings per share, the same have been considered as convertible into equity shares using the latest transaction price for issue of equity shares by the Company. 487

12.

13.

14.

15.

16.

17.

The disclosures as per provisions of Clauses 38, 39 and 41 of Accounting Standard 7 are as under: (Rupees million) Period ended March 31, Year ended 2006 March 31, 2007 5,109.9 4,513.3 4,882.3 2,108.7 4,022.1 3,425.6 76.9 76.9 -

Period ended June 30, 2007 a) b) c) d) e) f) Contract revenue recognized as revenue in the period Clause 38 (a) Aggregate amount of costs incurred and recognized profits up to the reporting date on Contract under progress Clause 39 (a) Advance received on Contract under progress Clause 39 (b) Retention amounts on Contract under progress Clause 39 (c) Gross amount due from customers for contract work as an asset Clause 41(a) Gross amount due to customers for contract work as a liability Clause 41 (b) 1,733.9 7,299.8 4,526.2 -

18.

Fixed Assets of the Company includes intangible assets as follows: (Rupees million) Particulars Gross Value Net Value June 30, 2007 17.8 5.1 Computer Software March 31, 2007 14.8 5.7 March 31, 2006 0.7 -

19.

The provision for taxation for the Company has been made considering the profits for the quarter ended June 30, 2007, which will get finalized based on the profits for the year March 31, 2008.

As per our report of even date

For S. R. Batliboi & Co. Chartered Accountants

For and on behalf of the Board of Directors

per Raj Agrawal Partner Membership No.82028

Shravan Gupta Managing Director

Siddharth Gupta Director

Place : New Delhi Date : September 21, 2007

Sanjay Baweja Chief Financial Officer

Surender Varma Company Secretary

ANNEXURE-V: DETAILS OF OTHER INCOME SOURCE OF INCOME For the three months period ended June 30, 2007 182.9 For the year ended March 31, 2007 120.2 488 For the period ended March 31, 2006 86.6 Nature (Rupees Million) Related\ non Related to business Activity

Other Income, as Restated

Profit/ (loss) before tax, as Restated Percentage Source of Income Interest -Bank Deposit -Other Dividend Income from Current Investments Profit on Sale of Current Investments Gain on Sale of Fixed assets Miscellaneous Income Exchange Difference (Net) Registration fees Total

816.9 22.39%

(707.2) *

(37.8) *

3.5 11.4 4.9 0.3 153.0 9.8 182.9

10.8 26.3 4.3 10.3 0.2 15.5 52.8 120.2

20.3 66.3 86.6

Recurring Recurring Recurring Non Recurring Non Recurring Non Recurring Non Recurring Recurring

Not related Not related Not related Not related Related Related Related Related

Notes : 1. The classification of Other Income as Recurring/ Non Recurring and related/ Not Related to business activities is based on the current operations and business activities of the company as determined by the management. 2. * The figures disclosed above are based on the Restated Unconsolidated Summary Statement of Profit and Loss of the Company Since there is Net loss before tax, the percentages have not been shown.

ANNEXURE-VI: CAPITALIZATION STATEMENT AS AT JUNE, 30, 2007 PARTICULARS Pre Issue (Rupees Million) Post Issue

Long Term Debts Short Term Debts

24,215.0 7,241.0

[ ] [ ]

Total Debts 489

31,456.0

Shareholder Funds -Equity Share Capital -Preference Share Capital Reserves as Restated -Securities Premium Account -Profit and Loss Account Total Shareholders Funds Long Term Debts/ Equity

1,073.7 9,225.3

[ ] [ ]

37,359.3 33.9 47,692.2 0.51

[ ] [ ]

[ ]

Notes: 1. Short term debts represents debts which are due within twelve months from June 30, 2007 2. 3. 4. Long term debts represents debts other than short debts, as defined above. The figures disclosed above are based on the Restated unconsolidated Summary Statement of Assets and Liabilities of the Company as at June 30, 2007. Long Term debts/ Equity = Long Term Debts Shareholders Funds .

5. The Corresponding Post issue figures are not determinable at this stage pending the completion of Book Building Process and hence have not been furnished

ANNEXURE-VII: DETAILS OF LOANS SECURED LOANS PARTICULARS Loans From Banks Cash Credits Rupee Term Loans Other Loans Rupee Term Loan 2500, 11.5% Redeemable Non-Convertible Debenture of Rs. 1,000,000 each. Total 490 As at June 30, 2007 137.0 80.0 As at March 31, 2007 195.5 1,500.0 (Rupees Million) As at March 31, 2006 18.1 -

862.5 2,500.0 3,579.5

1,000.0 2,695.5

18.1

Notes: a) Of the Cash Credit facilities from banks aggregating to Rs.137.0 million, Cash Credit to the extent of Rs.100.0 million is secured against pledge of fixed deposit with the bank of an equivalent amount together with the interest and all monies payable there under . b) Further Cash credit facilities from bank amounting to Rs.37.0 million and Rupee Term Loan of Rs.80.0 million are secured by way of equitable mortgage over some of the properties owned by Group / Associate Companies at an assets cover of 1.4 times, and are further secured by corporate guarantee given by Emaar Properties PJSC Irrevocable, Unconditional and payable of demand Corporate Guarantees of the companies owning land offered for Mortgage. c) Rupee term loan of Rs.862.5 million availed from Citicorp Finance India Limited is secured by an equitable mortgage on leasehold land of the Company situated at New Delhi. The same is due for repayment on September 12, 2007. d) Non convertible debentures of Rs. 2,500.0 million issued to Prudential ICICI Trust Limited are secured by equitable mortgage over the property owned by the Company in the state of Gujarat. These debentures are further secured by a charge on the future receivables of Companys share of escrow account in two of the projects undertaken by the Company. According to the Redemption Schedule fixed by Prudential ICICI, 250 debenture are due for redemption on 25th September, 2007,400 on 25th December,2007,500 on 21st March, 2008 and balance 1,350 on 24th June, 2008 e) Interest rate on rupee rupee term loan is payable in the range of 10.8-14% for the period/ year ended june 30, 2007. March 31, 2007 and March 31, 2006. Interest rate on cash credit facility is payable at 8.5-14% for the period/ year ended June 30, 2007 and March 31, 2007 and March 31, 2006. f) The figures disclosed above are based on the Restated Consolidated Summary Statement of Assets and Liabilities of the Company.

(This space has been intentionally left blank)

ANNEXURE-VII: DETAILS OF LOANS UNSECURED LOANS (Rupees million) PARTICULARS Short Term -Debentures 50, 11% each Redeemable Non - Convertible Debentures of Rs. 10,000,000 each. 25, 11.05% Redeemable Non - Convertibles Debentures of Rs. 10,000,000 each. 25, 11.25% each Redeemable Non-Convertible of Rs. 10,000,000 each. 100, 10.25% each Redeemable Non-Convertible 491 As at June 30, 2007 500.0 250.0 250.0 1,000.0 As at March 31, 2007 250.0 As at March 31, 2006 -

of Rs. 10,000,000 each. -Rupee Term Loans Other -Foreign Currency Term Loans -Debentures 179,195, 3% Fully Convertible Debentures of Rs 1,00,000 each 62,955, 13.48 % Fully Convertible Debentures of Rs. 100,000 each Total Notes:

500.0

3,110.0

4,620.0

1,161.5 17,919.5 6,295.5 27,876.5

1,191.7 17,919.5 22,471.2

1,200.0 5,820.0

a) Short Term loans include redeemable, non-convertible, unsecured debentures of Rs. 500.0 million privately placed at a coupon rate of 11% p.a. with the maturity date of July 30, 2007 b) Short Term loans include redeemable, non-convertible, unsecured debentures of Rs. 250.0 million privately placed at a coupon rate of 11.05% p.a. with the maturity date of July 13, 2007 c) Short Term loans include redeemable, non-convertible, unsecured debentures of Rs. 250.0 million privately placed at a coupon rate of 11.25% p.a. with the maturity date of September 11, 2007 d) Short Term loans include redeemable, non-convertible, unsecured debentures of Rs. 500.0 million and 500 million privately placed at a coupon rate of 10.25% p.a with the maturity date of July 23 and July 25, 2007 respectively e) Rupee Loans amounting to Rs 500.0 million have been availed from Hongkong and Shanghai Banking Corporation Limited and Standard Chartered Bank against which a corporate guarantee has been given by Emaar Properties PJSC. f) Foreign currency loans of Rs 1,161.5 million have been availed from Hongkong and Shanghai Banking Corporation Limited against which a corporate guarantee has been given by Emaar Properties PJSC. g) Unsecured fully convertible debentures of Rs. 17,919.5 million have been privately placed . These are convertible into redeemable preference shares at a premium of 20.23% at the end of 38 month period from the date of subscription, i.e 17th October, 2006. h) Unsecured fully convertible debentures of Rs. 6,295.5 million have also been privately placed . These are convertible into redeemable preference shares at a par at the end of 38 month period from the date of subscription, i.e. 20th April, 2007. i) Interest rate on rupee term loans is payable in the range of 10.8-14% for the period/ years ended June 30, 2007, March 31, 2007 and March 31, 2006. Interest rate on foreign currency term loans is payable at 7.21% for the period/years ended June 30, 2007, March 31, 2007 and March 31, 2006. j) The figures disclosed above are based on the Restated Unconsolidated Summary of Assets and Liabilities of the Company.

ANNEXURE-VIII: DETAILS OF INVESTMENTS PARTICULARS Long Term Investment ( At Cost) Trade Investment , Unquoted A In Wholly Owned Subsidiary Companies 100,000 Equity shares of Rs. 10 each fully paid in Wembley Estates Pvt Ltd. 100,000 Equity shares of Rs. 10 each fully paid in Pratham Promoters Pvt. Ltd. 100,000 Equity shares of Rs. 10 each fully paid in Prayas Buildcon Pvt. Ltd. 100,000 Equity shares of Rs. 10 each fully paid in Nandita Promoters Pvt. Ltd. up up up up 492 1.0 1.0 1.0 1.0 1.0 1.0 1.0 1.0 As at June 30, 2007 As at March 31, 2007 (Rupees Million) As at March 31, 2006

10,000 Equity shares of Rs. 10 each fully paid in Vitality Conbuild Pvt. Ltd. 10,000 Equity shares of Rs. 10 each fully paid in Emaar MFG Services Pvt. Ltd. 10,000 Equity shares of Rs. 10 each fully paid in Fabworth Promoters Pvt. Ltd. 10,000 Equity shares of Rs. 10 each fully paid in Gurukul Promoters Pvt. Ltd. 10,000 Equity shares of Rs. 10 each fully paid in Raksha Builtech Pvt. Ltd. 10,000 Equity shares of Rs. 10 each fully paid in Arma Buildmore Pvt. Ltd. 10,000 Equity shares of Rs. 10 each fully paid in Lotus Technobuild Pvt. Ltd. 10,000 Equity shares of Rs. 10 each fully paid in Kudos Probuild Pvt. Ltd. 10,000 Equity shares of Rs. 10 each fully paid in Enamel Probuild Pvt. Ltd. 10,000 Equity shares of Rs. 10 each fully paid in Edenic Probuild Pvt. Ltd. 10,000 Equity shares of Rs. 10 each fully paid in Educt Probuild Pvt. Ltd. 10,000 Equity shares of Rs. 10 each fully paid in Epitome Probuild Pvt. Ltd. 10,000 Equity shares of Rs. 10 each fully paid in Easel Probuild Pvt. Ltd. 10,000 Equity shares of Rs. 10 each fully paid in Emaar MGF Projects Pvt. Ltd. Total B In Other Subsidiaries

up up up up up up up up up up up up up up

0.1 0.1 0.1 0.1 0.1 0.1 0.1 0.1 0.1 0.1 0.1 0.1 0.1 0.1 5.4

0.1 0.1 0.1 0.1 0.1 0.1 4.6

10,000 Equity Shares of Rs. 10 each paid up in Glen Propbuild Pvt Ltd. 10,000 Equity Shares of Rs. 10 each paid up in Emaar MGF Construction Pvt. Ltd. 5,001 Equity Shares of Rs. 10 each fully up in Budget Hotels India Pvt. Ltd. Total

0.1 0.1 0.2

0.1 0.1 0.1 0.3

ANNEXURE-VIII: DETAILS OF INVESTMENTS (Rupees Million) As at March 31, 2006

PARTICULARS Non Trade Investment, quoted Current Investments ( At Lower of cost and Market Value) 4,000,000 Units of HSBC Cash Mutual Fund of Rs. 10 each. 11,500,000 Units of Kotak Mahindra Mutual Funds of Rs. 10 each. 15,000,000 Units of Lotus India MF Collection Mutual Funds of Rs. 10 each. 10,000,000 Units of Deutsche MF Collection Mutual Funds of Rs. 10 each. Total

As at June 30, 2007

As at March 31, 2007

40.0 115.0 150.0 100.0 405.0 493

Grand Total Aggregate amount of quoted investment Aggregate amount of unquoted investment Market Value of quoted investment 1.

410.6 405.0 5.6 405.3

4.9 4.9 -

Note: The figures disclosed above are based on the Restated Unconsolidated Summary Statement of Assets and Liabilities of the Company.

ANNEXURE-IX: OTHER CURRENT ASSETS (Rupees Million) PARTICULARS Interest Accrued on Deposit Accrued Revenue Total As at June 30, 2007 1,066.6 9.5 1,076.1 As at March 31, 2007 7.0 7.0 As at March 31,2006 1.1 1.1

Note: 1. The figures disclosed above are based on the Restated Unconsolidated Summary Statement of Assets and Liabilities of the Company.

494

ANNEXURE-X: DETAIL OF LOANS AND ADVANCES (Rupees Million) PARTICULARS Unsecured, Considered good Advances to Subsidiary Companies Advance to Other Group Companies Advances/ Deposits to others for Land Advances recoverable in cash or in kind or for value to be received Balances with Excise Authorities Advance Tax, including taxes deducted at source (net of provision) Advance Fringe Benefit Tax (net of provision) Loans to Employees Deposits Others Total Amount outstanding from Promoter Group/ Subsidiary Companies From Promoter Group Companies From subsidiary Companies Total As at June 30, 2007 65,636.2 217.2 2,675.8 525.2 84.8 0.8 3.5 130.1 69,273.6 As at March 31, 2007 60,012.6 1,120.1 2,336.1 363.0 49.4 9.7 0.2 4.0 40.6 63,935.7 As at March 31, 2006 25,224.4 436.7 1,208.8 9.0 4.0 0.5 4.7 26,888.1

217.3 65,636.2 65,853.5 495

1,120.1 60,012.6 61,132.7

436.7 25,224.4 25,661.1

Notes: 1. The List of persons/ entities classified as Promoters and Promoter Group Companies has been determined by the Management and relied upon by Auditors. The Auditors have not performed any procedures to determine whether this list is accurate or complete. 2. The figures disclosed above are based on the Restated Unconsolidated Summary Statement of Assets and Liabilities of the Company.

ANNEXURE-XI: STATEMENT OF TAX SHELTERS (Rupees Million) PARTICULARS For the three months period ended June 30, 2007 816.9 33.99% 277.7 (4.9) 0.4 (4.5) 5.7 (0.7) 1.5 1.9 496 For the year ended March 31, 2007 (707.2) 33.99% (240.4) 0.6 (4.4) 0.4 0.1 17.9 14.6 (15.7) (0.6) 5.0 2.6 94.0 For the period ended March 31, 2006 (37.8) 33.66% (12.7) 0.1 0.1 (17.2) 2.7 0.3 -

Profits/ (Losses) before Taxes as per Books, as restated (A) Income Tax Rates applicable (B) Tax at national rates(C) Permanent Differences Donation disallowed under tax laws Dividend Income exempt under section 10(34) Wealth Tax expense disallowed under tax laws Interest on delayed deposit disallowed under tax laws Filling Fee paid to ROC for increasing Authorised Share Capital disallowed under the tax law Total Permanent Differences (D) Timing Differences Differences between book depreciation and tax depreciation Differences in tax and accounting treatment of Preliminary Expenses Provision for leave encashment disallowed under section 43B Provision for Gratuity disallowed under Section 40(A)(7) Amount inadmissible u/s 40(a)(ia)

Amount inadmissible u/s 40(a)(ia) in previous period now allowed Income from other sources considered separately Others Total Timing Differences (E) Losses adjusted against Capital Gains/ Income from Other Sources (F) Profit set off against brought forward losses and unabsorbed depreciation of previous year/ period (G) Net Adjustments(H)=(D+E+F+G) Tax impact of adjustments (I)=(H)*(B) Tax provision based on taxable income as per tax laws (J) (refer note 4 below) Deferred Tax charge/ (credit) on unabsorbed depreciation & brought forward losses (K) Deferred Tax charge/(credit) on expenses debited to Profit and Loss Account in the Current Year but allowable for tax purpose in following year (net of reversal of earlier periods) (L) Deferred tax Charges/ (Credit) on differences between book depreciation and depreciation under the Income Tax Act, 1961 (M) Total tax expense/ (Credit) during the year/ period on time difference (N)=(K+L+M) Total tax expenses/ (credit) (J+N)

(49.3) (13.2) 0.5 (53.8) 16.2 (650.7) (692.6) (235.4) 42.3 221.1 15.1

(47.4) 0.2 38.1 55.3 108.0 36.7 (203.6) (37.3)

(81.6) (95.8) 81.5 (14.2) (4.8) (17.5) (1.0)

(2.0) 234.2 276.5

5.4 (235.5) (235.5)

5.8 (12.7) (12.7)

Notes: 1. The aforesaid Statement of Tax Shelters is based on the Profit/ (Losses) as per the Restated Unconsolidated Summary Statement of Profit and Losses of Emaar MGF Land Limited. 2. The permanent/ timing difference for the period ended March 31, 2006 have been computed considering the acknowledge copy of the revised income- tax return filed by the Company in August, 2007. 3. The figures for three months ended June 30, 2007 and year ended March 31, 2007 are based on provisional computation of total income prepared by the Company and are subject to any changes that may be considered at the time of filling final return of income of respective periods. 4. No provision for income tax was made during the year ended March 31, 2007 and period ended March 31, 2006 due to losses under tax laws. ANNEXURE-XII: STATEMENT OF ACCOUNTING RATIOS (Rupees Million) PARTICULARS For the three months period ended June 30, 2007 5.02 2.45 1.40% 358.27 107,160,078 112,023,096 For the year ended March 31, 2007 (10.62) (9.98) (1.36)% 331.95 45,040,622 2,873,488 For the period ended March 31, 2006 (633.30) (1.29) (611.53)% 0.14 40,442 19,845,419

Earnings/ (Loss) per Share Basic (Rs.) Earnings/ (Loss) per Share Diluted (Rs.) Return on Net Worth (%) Net Asset Value per Equity Share (Rs.) Weighted average number of equity shares used in calculating basic earning per share Add: Weighted average numbers of equity shares which would be issued on the allotment against share application money or exercise of option (Refer note no D 16 in Annexure IV) Weighted average number of equity shares used in calculating diluted earning per share Total number of equity shares outstanding at the end of the year/ period Notes: 1. The Ratios have been computed as below: Earnings per Share

219,183,174 107,368,764

47,914,070 105,981,764

19,885,861 29,800,000

Net Profit/ (Loss) as restated, attributable to equity shareholders Weighted average number of equity shares outstanding during the year/ period 497

Return on Net Worth Net Assets Value per Equity Share

Net Profit/ (Loss) after tax, as restated Net Worth Net Worth . Number of equity shares outstanding at the end of the year/period

2. Net worth = Equity Share Capital (+) Securities Premium Account (+/-) Surplus/ (Deficit) in Profit and Loss Account. 3. Earning per share calculations are in accordance with Accounting Standard 20 Earning per share. 4. The figures disclosed above are based on the Restated Unconsolidated Summary Statement of Assets and Liabilities and Profits and Losses of the Company.

ANNEXURE-XIII: DETAILS OF RATES OF DIVIDEND vvvv (Rupees Million) PARTICULARS Face Value (Rs./ Share) For the three months period ended June 30, 2007 For the year ended March 31, 2007 For the period ended March 31, 2006 -

Class of Shares Equity Share Capital 0.1% Non Cumulative Fully Convertible Preference Shares Dividend Dividend on Equity Shares -Rate -Amount 0.1% Non Cumulative Fully Convertible Preference Shares -Rate -Amount Dividend Tax

10.0 10.0

Notes: 1. The amount paid as dividends in the past are not necessarily indicative of the Companys dividend policy in the future.

498

Annexure XIV : A Details of the List of Related Parties and Nature of Relationships A.Key Managerial Personnel (with whom transactions have taken place during the period) Period ended June 30, 2007 1 Mr. Shravan Gupta (Executive Vice Chairman and Managing director) 2 3 Mr. Siddharth Gupta (Whole time director) Mr. Siddharth Sareen (Whole time director) Year ended March 31, 2007 1 Mr. Shravan Gupta (Executive Vice Chairman and Managing director) 2 3 Mr. Siddharth Gupta (Whole time director) Mr. Siddharth Sareen (Whole time director) Period ended March 31, 2006 1 Mr. Shravan Gupta (Executive Vice Chairman and Managing director)

B. Relatives of key managerial personnel (with whom transactions have taken place during the period) Period ended June 30, 2007 1 Smt. Arti Gupta (Mother of Mr. Shravan Gupta) 2 Mr. Rajiv Gupta (Father of Mr. Shravan Gupta) Year ended March 31, 2007 1 Smt. Arti Gupta (Mother of Mr. Shravan Gupta) 2 Mr. Rajiv Gupta (Father of Mr. Shravan Gupta) 3 Mrs. Parul Gupta (Wife of Mr. Shravan Gupta) 4 Mrs. Shilpa Gupta (Wife of Mr. Siddharth Gupta) Period ended March 31, 2006

C. Enterprises that directly or indirectly through one or more intermediaries are controlled by the reporting enterprise (Subsidiaries), irrespective of whether transactions have occurred or not :Period ended June 30, 2007 1 Arma Buildmore Private Limited 2 Emaar MGF Construction Private Limited Year ended March 31, 2007 1 Arma Buildmore Private Limited 2 Emaar MGF Construction Private Limited 499 Period ended March 31, 2006

3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

Emaar MGF Services Private Limited Fabworth Promoters Private Limited Gurkul Promoters Private Limited Nandita Promoters Private Limited Pratham Promoters Private Limited Prayas Buildcon Private Limited Raksha Buildtech Private Limited Vitality Conbuild Private Limited Wembley Estates Private Limited Abbot Builders Private Limited Abhinav Projects Private Limited Abyss Properties Private Limited Accession Buildwell Private Limited Accordion Buildwell Private Limited Achates Buildcons Private Limited Acorn Buildmart Private Limited Acorn Developers Private Limited Active Promoters Private Limited Active Securities Limited Acutech Estates Private Limited Adze Properties Private Limited Allied Realty Private Limited Alpine Buildcon Private Limited

3 4 5 6 7 8 9 10 11 13 14 15 16 17 18 19 20 21 22 23 24 25 26

Emaar MGF Services Private Limited Fabworth Promoters Private Limited Gurkul Promoters Private Limited Nandita Promoters Private Limited Pratham Promoters Private Limited Prayas Buildcon Private Limited Raksha Buildtech Private Limited Vitality Conbuild Private Limited Wembley Estates Private Limited Abbot Builders Private Limited Abhinav Projects Private Limited Abyss Properties Private Limited Accession Buildwell Private Limited Accordion Buildwell Private Limited Achates Buildcons Private Limited Acorn Buildmart Private Limited Acorn Developers Private Limited Active Promoters Private Limited Active Securities Limited Acutech Estates Private Limited Adze Properties Private Limited Allied Realty Private Limited Alpine Buildcon Private Limited

Annexure XIV : A. Details of the List of Related Parties and Nature of Relationships C.Enterprises that directly or indirectly through one or more intermediaries are controlled by the reporting enterprise (Subsidiaries), irrespective of whether transactions have occurred or not :Period ended June 30, 2007 26 Amar Gyan Developments Private Limited 27 Amardeep Buildcon Private Limited 28 Aparajit Promoters Private Limited 29 Archit Promoters Private Limited 30 Arman Promoters Private Limited 31 Armour Properties Private Limited 32 Auspicious Realtors Private Limited 33 Authentic Properties Private Limited 34 Bailiwick Builders Private Limited 35 Balalaika Builders Private Limited 36 Ballad Conbuild Private Limited 37 Bhavishya Buildcon Private Limited 38 Bhumika Promoters Private Limited 39 Brijbasi Projects Private Limited 40 Brilliant Build Tech Private Limited 41 Budget Hotels India Private Limited 42 Calypso Properties Private Limited 43 Camarederie Properties Private Limited 44 Camellia Properties Private Limited 45 Capex Projects Private Limited 46 Casing Properties Private Limited 47 Cassock Properties Private Limited 48 Cats Eye Properties Private Limited 49 Charbhuja Properties Private Limited 50 Charismatic Realtors Private Limited 51 Chhavi Buildtech Private Limited 52 Chintz Conbuild Private Limited Year ended March 31, 2007 27 Amar Gyan Developments Private Limited 28 Amardeep Buildcon Private Limited 29 Aparajit Promoters Private Limited 30 Archit Promoters Private Limited 31 Arman Promoters Private Limited 32 Armour Properties Private Limited 33 Auspicious Realtors Private Limited 34 Authentic Properties Private Limited 35 Bailiwick Builders Private Limited 36 Balalaika Builders Private Limited 37 Ballad Conbuild Private Limited 38 Bhavishya Buildcon Private Limited 39 Bhumika Promoters Private Limited 40 Brijbasi Projects Private Limited 41 Brilliant Build Tech Private Limited 42 Budget Hotels India Private Limited 43 Calypso Properties Private Limited 44 Camarederie Properties Private Limited 45 Camellia Properties Private Limited 46 Capex Projects Private Limited 47 Casing Properties Private Limited 48 Cassock Properties Private Limited 49 Cats Eye Properties Private Limited 50 Charbhuja Properties Private Limited 51 Charismatic Realtors Private Limited 52 Chhavi Buildtech Private Limited 53 Chintz Conbuild Private Limited 500 Period ended March 31, 2006

53 54 55 56 57 58 59 60 61 62 63 64 65 66

Choir Developers Private Limited Chum Properties Private Limited Compact Projects Private Limited Consummate Properties Private Limited Context Estates Private Limited Crevice Properties Private Limited Crock Buildwell Private Limited Crocus Builders Private Limited Crony Builders Private Limited Deep Jyoti Projects Private Limited Dime Realtors Private Limited Divit Estates Private Limited Dove Promoters Private Limited Ducat Builders Private Limited

54 55 56 57 58 59 60 61 62 63 64 65 66 67

Choir Developers Private Limited Chum Properties Private Limited Compact Projects Private Limited Consummate Properties Private Limited Context Estates Private Limited Crevice Properties Private Limited Crock Buildwell Private Limited Crocus Builders Private Limited Crony Builders Private Limited Deep Jyoti Projects Private Limited Dime Realtors Private Limited Divit Estates Private Limited Dove Promoters Private Limited Ducat Builders Private Limited

Annexure XIV : A. Details of the List of Related Parties and Nature of Relationships C.Enterprises that directly or indirectly through one or more intermediaries are controlled by the reporting enterprise (Subsidiaries), irrespective of whether transactions have occurred or not :Period ended June 30, 2007 67 Dumdum Builders Private Limited 68 Ecru Builders Private Limited 69 Edit Estates Private Limited 70 Elegant Propbuild Private Limited 71 Embryonic Properties Private Limited 72 73 74 75 76 77 78 79 80 81 82 83 84 85 86 87 88 89 90 91 92 93 94 95 96 97 Enigma Properties Private Limited Epiphany Properties Private Limited Eternal Buildtech Private Limited Ethnic Properties Private Limited Everwel Estates Private Limited Facet Estate Private Limited Flick Propbuild Private Limited Fling Propbuild Private Limited Flip Propbuild Private Limited Floret Propbuild Private Limited Flotilla Propbuild Private Limited Flounce Propbuild Private Limited Flue Propbuild Private Limited Fluff Propbuild Private Limited Fluke Propbuild Private Limited Flume Realtors Private Limited Foal Propbuild Private Limited Fondant Propbuild Private Limited Foray Propbuild Private Limited Forsythia Propbuild Private Limited Fount Propbuild Private Limited Foyer Propbuild Private Limited Fray Propbuild Private Limited Frieze Propbuild Private Limited Frisson Propbuild Private Limited Frond Propbuild Private Limited Year ended March 31, 2007 68 Dumdum Builders Private Limited 69 Ecru Builders Private Limited 70 Edit Estates Private Limited 71 Elegant Propbuild Private Limited 72 Embryonic Properties Private Limited 73 Enigma Properties Private Limited 74 Epiphany Properties Private Limited 75 Eternal Buildtech Private Limited 76 Ethnic Properties Private Limited 77 Everwel Estates Private Limited 78 Facet Estate Private Limited 79 Flick Propbuild Private Limited 80 Fling Propbuild Private Limited 81 Flip Propbuild Private Limited 82 Floret Propbuild Private Limited 83 Flotilla Propbuild Private Limited 84 Flounce Propbuild Private Limited 85 Flue Propbuild Private Limited 86 Fluff Propbuild Private Limited 87 Fluke Propbuild Private Limited 88 Flume Realtors Private Limited 89 Foal Propbuild Private Limited 90 Fondant Propbuild Private Limited 91 Foray Propbuild Private Limited 92 Forsythia Propbuild Private Limited 93 Fount Propbuild Private Limited 94 Foyer Propbuild Private Limited 95 Fray Propbuild Private Limited 96 Frieze Propbuild Private Limited 97 Frisson Propbuild Private Limited 98 Frond Propbuild Private Limited 501 Period ended March 31, 2006

98 99 100 101 102 103 104 105 106 107 108 109 110 111 112 113 114

Froth Propbuild Private Limited Fundi Propbuild Private Limited Futuristic Buildwell Private Limited Gable Propbuild Private Limited Gadget Propbuild Private Limited Gaff Propbuild Private Limited Gaiety Propbuild Private Limited Gait Propbuild Private Limited Galleon Propbuild Private Limited Gallery Propbuild Private Limited Gallium Propbuild Private Limited Gambit Propbuild Private Limited Gamete Propbuild Private Limited Gamut Propbuild Private Limited Gannet Propbuild Private Limited Garland Estate Private Limited Garnet Propbuild Private Limited

99 100 101 102 103 104 105 106 107 108 109 110 111 112 113 114 115

Froth Propbuild Private Limited Fundi Propbuild Private Limited Futuristic Buildwell Private Limited Gable Propbuild Private Limited Gadget Propbuild Private Limited Gaff Propbuild Private Limited Gaiety Propbuild Private Limited Gait Propbuild Private Limited Galleon Propbuild Private Limited Gallery Propbuild Private Limited Gallium Propbuild Private Limited Gambit Propbuild Private Limited Gamete Propbuild Private Limited Gamut Propbuild Private Limited Gannet Propbuild Private Limited Garland Estate Private Limited Garnet Propbuild Private Limited

Annexure XIV : A. Details of the List of Related Parties and Nature of Relationships C.Enterprises that directly or indirectly through one or more intermediaries are controlled by the reporting enterprise (Subsidiaries), irrespective of whether transactions have occurred or not :Period ended June 30, 2007 115 116 117 118 119 120 121 122 123 124 125 126 127 128 129 130 131 132 133 134 135 136 137 138 139 140 141 142 143 144 145 146 Garter Propbuild Private Limited Garuda Properties Private Limited Gateau Propbuild Private Limited Gaucho Propbuild Private Limited Gauge Propbuild Private Limited Gauntlet Propbuild Private Limited Gavel Properties Private Limited Gems Buildcon Private Limited Genre Propbuild Private Limited Gentry Propbuild Private Limited Geodesy Properties Private Limited Gestapo Propbuild Private Limited Gibbon Propbuild Private Limited Girder Propbuild Private Limited Glade Propbuild Private Limited Glaze Estates Private Limited Glen Propbuild Private Limited Glen Propbuild Private Limited (Singapore) Glimpse Propbuild Private Limited Glitz Propbuild Private Limited Globule Propbuild Private Limited Gloss Propbuild Private Limited Glove Propbuild Private Limited Godson Propbuild Private Limited Golliwog Propbuild Private Limited Gracious Technobuild Private Limited Gradient Developers Private Limited Grail Propbuild Private Limited Grampus Propbuild Private Limited Gran Propbuild Private Limited Granar Propbuild Private Limited Grange Propbuild Private Limited Year ended March 31, 2007 116 117 118 119 120 121 122 123 124 125 126 127 128 129 130 131 132 133 134 135 136 137 138 139 140 141 142 143 144 145 146 147 Garter Propbuild Private Limited Garuda Properties Private Limited Gateau Propbuild Private Limited Gaucho Propbuild Private Limited Gauge Propbuild Private Limited Gauntlet Propbuild Private Limited Gavel Properties Private Limited Gems Buildcon Private Limited Genre Propbuild Private Limited Gentry Propbuild Private Limited Geodesy Properties Private Limited Gestapo Propbuild Private Limited Gibbon Propbuild Private Limited Girder Propbuild Private Limited Glade Propbuild Private Limited Glaze Estates Private Limited Glen Propbuild Private Limited Glen Propbuild Private Limited (Singapore) Glimpse Propbuild Private Limited Glitz Propbuild Private Limited Globule Propbuild Private Limited Gloss Propbuild Private Limited Glove Propbuild Private Limited Godson Propbuild Private Limited Golliwog Propbuild Private Limited Gracious Technobuild Private Limited Gradient Developers Private Limited Grail Propbuild Private Limited Grampus Propbuild Private Limited Gran Propbuild Private Limited Granar Propbuild Private Limited Grange Propbuild Private Limited 502 Period ended March 31, 2006

147 148 149 150 151 152 153 154 155 156 157 158 159

Granule Propbuild Private Limited Grapeshot Propbuild Private Limited Grassroot Promoters Private Limited Gravel Propbuild Private Limited Grebe Propbuild Private Limited Griddle Propbuild Private Limited Grog Propbuild Private Limited Grove Propbuild Private Limited Grunge Propbuild Private Limited Guffaw Propbuild Private Limited Gull Propbuild Private Limited Guru Rakha Projects Private Limited Gyan Jyoti Estates Private Limited

148 149 150 151 152 153 154 155 156 157 158 159 160

Granule Propbuild Private Limited Grapeshot Propbuild Private Limited Grassroot Promoters Private Limited Gravel Propbuild Private Limited Grebe Propbuild Private Limited Griddle Propbuild Private Limited Grog Propbuild Private Limited Grove Propbuild Private Limited Grunge Propbuild Private Limited Guffaw Propbuild Private Limited Gull Propbuild Private Limited Guru Rakha Projects Private Limited Gyan Jyoti Estates Private Limited

Annexure XIV : A. Details of the List of Related Parties and Nature of Relationships C.Enterprises that directly or indirectly through one or more intermediaries are controlled by the reporting enterprise (Subsidiaries), irrespective of whether transactions have occurred or not :Period ended June 30, 2007 160 Gyankunj Constructions Private Limited 161 Haddock Propbuild Private Limited 162 Haft Propbuild Private Limited 163 Hake Developers Private Limited 164 Halibut Developers Private Limited 165 Hamlet Buildwell Private Limited 166 Hammock Buildwell Private Limited 167 Harjyot Estates Private Limited 168 Hartej Estates Private Limited 169 Hope Promoters Private Limited 170 Immense Realtors Private Limited 171 Jamb Propbuild Private Limited 172 Janitor Propbuild Private Limited 173 Jasper Propbuild Private Limited 174 Jaunt Propbuild Private Limited 175 Jay Propbuild Private Limited 176 Jemmy Propbuild Private Limited 177 Jerkin Propbuild Private Limited 178 Jest Realtors Private Limited 179 Jetty Propbuild Private Limited 180 Jig Propbuild Private Limited 181 Jive Propbuild Private Limited 182 Jocund Propbuild Private Limited 183 Juhi Promoters Private Limited 184 Julep Propbuild Private Limited 185 Kaiser Propbuild Private Limited 186 Kalptaru Projects Private Limited 187 Kamdhenu Projects Private Limited 188 Kartikay Buildwell Private Limited 189 Kayak Propbuild Private Limited 190 Kedge Propbuild Private Limited 191 Kestrel Propbuild Private Limited 192 Kindle Propbuild Private Limited 193 Kink Propbuild Private Limited 194 Kismet Propbuild Private Limited 195 Knack Propbuild Private Limited 196 Knoll Propbuild Private Limited Year ended March 31, 2007 161 Gyankunj Constructions Private Limited 162 Haddock Propbuild Private Limited 163 Haft Propbuild Private Limited 164 Hake Developers Private Limited 165 Halibut Developers Private Limited 166 Hamlet Buildwell Private Limited 167 Hammock Buildwell Private Limited 168 Harjyot Estates Private Limited 169 Hartej Estates Private Limited 170 Hope Promoters Private Limited 171 Immense Realtors Private Limited 172 Jamb Propbuild Private Limited 173 Janitor Propbuild Private Limited 174 Jasper Propbuild Private Limited 175 Jaunt Propbuild Private Limited 176 Jay Propbuild Private Limited 177 Jemmy Propbuild Private Limited 178 Jerkin Propbuild Private Limited 179 Jest Realtors Private Limited 180 Jetty Propbuild Private Limited 181 Jig Propbuild Private Limited 182 Jive Propbuild Private Limited 183 Jocund Propbuild Private Limited 184 Juhi Promoters Private Limited 185 Julep Propbuild Private Limited 186 Kaiser Propbuild Private Limited 187 Kalptaru Projects Private Limited 188 Kamdhenu Projects Private Limited 189 Kartikay Buildwell Private Limited 190 Kayak Propbuild Private Limited 191 Kedge Propbuild Private Limited 192 Kestrel Propbuild Private Limited 193 Kindle Propbuild Private Limited 194 Kink Propbuild Private Limited 195 Kismet Propbuild Private Limited 196 Knack Propbuild Private Limited 197 Knoll Propbuild Private Limited 503 Period ended March 31, 2006

197 198 199 200 201 202 203 204 205 206 207

Kudos Propbuild Private Limited Ladle Propbuild Private Limited Laird Propbuild Private Limited Laurel Propbuild Private Limited Lavish Propbuild Private Limited Legend Buildcon Private Limited Legend Buildwell Private Limited Locus Propbuild Private Limited Logical Developers Private Limited Logical Estates Private Limited Lotus Technobuild Private Limited

198 199 200 201 202 203 204 205 206 207 208

Kudos Propbuild Private Limited Ladle Propbuild Private Limited Laird Propbuild Private Limited Laurel Propbuild Private Limited Lavish Propbuild Private Limited Legend Buildcon Private Limited Legend Buildwell Private Limited Locus Propbuild Private Limited Logical Developers Private Limited Logical Estates Private Limited Lotus Technobuild Private Limited

Annexure XIV : A. Details of the List of Related Parties and Nature of Relationships C.Enterprises that directly or indirectly through one or more intermediaries are controlled by the reporting enterprise (Subsidiaries), irrespective of whether transactions have occurred or not :Period ended June 30, 2007 208 Lucid Propbuild Private Limited 209 Lunar Propbuild Private Limited 210 Lush Propbuild Private Limited 211 Lustre Propbuild Private Limited 212 Lusty Propbuild Private Limited 213 Maestro Estates Private Limited 214 Mahonia Estate Private Limited 215 Mansarovar Projects Private Limited 216 Markwel Promoters Private Limited 217 Mega City Promoters Private Limited 218 Milky Way Realtors Private Limited 219 Modular Estates Private Limited 220 Monarch Buildcon Private Limited 221 Monga Properties Private Limited 222 Naam Promoters Private Limited 223 Navrattan Buildcon Private Limited 224 Nayas Projects Private Limited 225 Nettle Propbuild Private Limited 226 Newt Propbuild Private Limited 227 Nipper Propbuild Private Limited 228 Nishkarsh Estates Private Limited 229 Notch Propbuild Private Limited 230 Pansy Buildcons Private Limited 231 Pater Propbuild Private Limited 232 Paving Propbuild Private Limited 233 Perpetual Realtors Private Limited 234 Pragya Buildcon Private Limited 235 Pratiksha Buildcon Private Limited 236 Pratiksha Developers Private Limited 237 Pratyaksh Promoters Private Limited 238 Prezzie Propbuild Private Limited 239 Progeny Propbuild Private Limited 240 Prosperous Buildcon Private Limited 241 Prosperous Constructions Private Limited 242 Pukhraj Realtors Private Limited 243 Pulse Estates Private Limited 244 Pushkar Projects Private Limited 245 Ram Ban Projects Private Limited 246 Rolex Estates Private Limited Year ended March 31, 2007 209 Lucid Propbuild Private Limited 210 Lunar Propbuild Private Limited 211 Lush Propbuild Private Limited 212 Lustre Propbuild Private Limited 213 Lusty Propbuild Private Limited 214 Maestro Estates Private Limited 215 Mahonia Estate Private Limited 216 Mansarovar Projects Private Limited 217 Markwel Promoters Private Limited 218 Mega City Promoters Private Limited 219 Milky Way Realtors Private Limited 220 Modular Estates Private Limited 221 Monarch Buildcon Private Limited 222 Monga Properties Private Limited 223 Naam Promoters Private Limited 224 Navrattan Buildcon Private Limited 225 Nayas Projects Private Limited 226 Nettle Propbuild Private Limited 227 Newt Propbuild Private Limited 228 Nipper Propbuild Private Limited 229 Nishkarsh Estates Private Limited 230 Notch Propbuild Private Limited 231 Pansy Buildcons Private Limited 232 Pater Propbuild Private Limited 233 Paving Propbuild Private Limited 234 Perpetual Realtors Private Limited 235 Pragya Buildcon Private Limited 236 Pratiksha Buildcon Private Limited 237 Pratiksha Developers Private Limited 238 Pratyaksh Promoters Private Limited 239 Prezzie Propbuild Private Limited 240 Progeny Propbuild Private Limited 241 Prosperous Buildcon Private Limited 242 Prosperous Constructions Private Limited 243 Pukhraj Realtors Private Limited 244 Pulse Estates Private Limited 245 Pushkar Projects Private Limited 246 Ram Ban Projects Private Limited 247 Rolex Estates Private Limited 504 Period ended March 31, 2006

247 248 249

Rose Gate Estates Private Limited Rudraksha Realtors Private Limited Sacred Estates Private Limited

248 249 250

Rose Gate Estates Private Limited Rudraksha Realtors Private Limited Sacred Estates Private Limited

Annexure XIV : A. Details of the List of Related Parties and Nature of Relationships C.Enterprises that directly or indirectly through one or more intermediaries are controlled by the reporting enterprise (Subsidiaries), irrespective of whether transactions have occurred or not :Period ended June 30, 2007 250 Sambhavee Projects Private Limited 251 Samvardhan Estates Private Limited 252 Sandesh Buildcon Private Limited 253 Sankalp Buildtech Private Limited 254 Sankalp Promoters Private Limited 255 Sanskar Buildcon Private Limited 256 Sanskar Buildwell Private Limited 257 Sanyukta Promoters Private Limited 258 Sarvodaya Buildcon Private Limited 259 Sarvpriya Realtors Private Limited 260 Seriel Build Tech Private Limited 261 Sewak Developers Private Limited 262 Sharyans Buildcon Private Limited 263 Shitij Buildcon Private Limited 264 Shrey Promoters Private Limited 265 Sidhant Buildcon Private Limited 266 Sidhivinayak Buildcon Private Limited 267 268 269 270 271 272 273 274 275 276 277 278 279 280 281 282 283 284 285 286 287 288 289 Sidhivinayak Durobuild Private Limited Silver Sands Resorts Management Resorts Pte (Singapore) Snow White Buildcon Private Limited Sonex Projects Private Limited Sparsh Promoters Private Limited Sphere Realtors Private Limited Spiritual Realtors Private Limited Sprouting Properties Private Limited Spurt Projects Private Limited Sriyam Estates Private Limited SSP Buildcon Private Limited Stash Propbuild Private Limited Stave Propbuild Private Limited Stein Propbuild Private Limited Stent Propbuild Private Limited Stroll Propbuild Private Limited Strut Propbuild Private Limited Sukhda Promoters Private Limited Sukhjit Projects Private Limited Sun Glow Buildcon Private Limited Tacery Builders Private Limited Tanmay Developers Private Limited Tinnitus Builders Private Limited Year ended March 31, 2007 251 Sambhavee Projects Private Limited 252 Samvardhan Estates Private Limited 253 Sandesh Buildcon Private Limited 254 Sankalp Buildtech Private Limited 255 Sankalp Promoters Private Limited 256 Sanskar Buildcon Private Limited 257 Sanskar Buildwell Private Limited 258 Sanyukta Promoters Private Limited 259 Sarvodaya Buildcon Private Limited 260 Sarvpriya Realtors Private Limited 261 Seriel Build Tech Private Limited 262 Sewak Developers Private Limited 263 Sharyans Buildcon Private Limited 264 Shitij Buildcon Private Limited 265 Shrey Promoters Private Limited 266 Sidhant Buildcon Private Limited 267 Sidhivinayak Buildcon Private Limited 268 Sidhivinayak Durobuild Private Limited 269 Silver Sands Resorts Management Resorts Pte (Singapore) 270 Snow White Buildcon Private Limited 271 Sonex Projects Private Limited 272 Sparsh Promoters Private Limited 273 Sphere Realtors Private Limited 274 Spiritual Realtors Private Limited 275 Sprouting Properties Private Limited 276 Spurt Projects Private Limited 277 Sriyam Estates Private Limited 278 SSP Buildcon Private Limited 279 Stash Propbuild Private Limited 280 Stave Propbuild Private Limited 281 Stein Propbuild Private Limited 282 Stent Propbuild Private Limited 283 Stroll Propbuild Private Limited 284 Strut Propbuild Private Limited 285 Sukhda Promoters Private Limited 286 Sukhjit Projects Private Limited 287 Sun Glow Buildcon Private Limited 288 Tacery Builders Private Limited 289 Tanmay Developers Private Limited 290 Tinnitus Builders Private Limited 505 Period ended March 31, 2006

290 291

Tocsin Builders Private Limited Toddy Builders Private Limited

291 292

Tocsin Builders Private Limited Toddy Builders Private Limited

Annexure XIV : A. Details of the List of Related Parties and Nature of Relationships C.Enterprises that directly or indirectly through one or more intermediaries are controlled by the reporting enterprise (Subsidiaries), irrespective of whether transactions have occurred or not :Period ended June 30, 2007 292 Toff Builders Private Limited 293 Tome Builders Private Limited 294 Tomtom Builders Private Limited 295 Trapeze Builders Private Limited 296 Trattoria Properties Private Limited 297 Trawler Properties Private Limited 298 Triad Properties Private Limited 299 True Value Build-Con Private Limited 300 Turnip Properties Private Limited 301 Turret Properties Private Limited 302 Tushar Projects Private Limited 303 Tussock Properties Private Limited 304 Tyro Properties Private Limited 305 Utility Estates Private Limited 306 Utkarsh Buildcon Private Limited 307 Valise Propbuild Private Limited 308 Velour Properties Private Limited 309 Vespers Properties Private Limited 310 Vestry Conbuild Private Limited 311 Vicinity Properties Private Limited 312 Virasat Buildcon Private Limited 313 VPG Developers Private Limited 314 Waif Propbuild Private Limited 315 Wedge Properties Private Limited 316 Whelk Properties Private Limited 317 Whelsh Properties Private Limited 318 White Snow Realtors Private Limited 319 Whiting Builders Private Limited 320 Winkle Properties Private Limited 321 Wok Propbuild Private Limited 322 Wrasse Properties Private Limited 323 Yakka Conbuild Private Limited 324 Yeti Properties Private Limited 325 Yogiraj Promoters Private Limited 326 Yoke Projects Private Limited 327 Yukti Projects Private Limited 328 Zing Properties Private Limited 329 Zither Buildwell Private Limited 330 Zonex Developers Private Limited 331 Zonex Estates Private Limited 332 Zulu Properties Private Limited 333 Gentian Propbuild Private Limited 334 Perch Conbuild Private Limited 335 Mirth Conbuild Private Limited 336 Fable Conbuild Private Limited 337 Ardor Conbuild Private Limited Year ended March 31, 2007 293 Toff Builders Private Limited 294 Tome Builders Private Limited 295 Tomtom Builders Private Limited 296 Trapeze Builders Private Limited 297 Trattoria Properties Private Limited 298 Trawler Properties Private Limited 299 Triad Properties Private Limited 300 True Value Build-Con Private Limited 301 Turnip Properties Private Limited 302 Turret Properties Private Limited 303 Tushar Projects Private Limited 304 Tussock Properties Private Limited 305 Tyro Properties Private Limited 306 Utility Estates Private Limited 307 Utkarsh Buildcon Private Limited 308 Valise Propbuild Private Limited 309 Velour Properties Private Limited 310 Vespers Properties Private Limited 311 Vestry Conbuild Private Limited 312 Vicinity Properties Private Limited 313 Virasat Buildcon Private Limited 314 VPG Developers Private Limited 315 Waif Propbuild Private Limited 316 Wedge Properties Private Limited 317 Whelk Properties Private Limited 318 Whelsh Properties Private Limited 319 White Snow Realtors Private Limited 320 321 322 323 324 325 326 327 328 329 330 331 332 333 Whiting Builders Private Limited Winkle Properties Private Limited Wok Propbuild Private Limited Wrasse Properties Private Limited Yakka Conbuild Private Limited Yeti Properties Private Limited Yogiraj Promoters Private Limited Yoke Projects Private Limited Yukti Projects Private Limited Zing Properties Private Limited Zither Buildwell Private Limited Zonex Developers Private Limited Zonex Estates Private Limited Zulu Properties Private Limited Period ended March 31, 2006

506

338 339

Verve Conbuild Private Limited Figment Conbuild Private Limited

Annexure XIV : A. Details of the List of Related Parties and Nature of Relationships Period ended June 30, 2007 340 Allegiance Conbuild Private Limited 341 Fervour Conbuild Private Limited 342 Faade Conbuild Private Limited 343 Fascia Conbuild Private Limited 344 Flint Conbuild Private Limited 345 Fructose Conbuild Private Limited 346 Fulcrum Conbuild Private Limited 347 Merriment Conbuild Private Limited 348 Minion Conbuild Private Limited 349 Chirayu Buildtech Private Limited 350 Lifeline Build Tech Private Limited 351 Elation Airways Private Limited 352 Enamel Propbuild Private Limited 353 Edenic Propbuild Private Limited 354 Educt Propbuild Private Limited 355 Epitome Propbuild Private Limited 356 Easel Propbuild Private Limited 357 Emaar MGF Projects Private Limited 358 Easter Conbuild Private Limited 359 Ecliptic Conbuild Private Limited 360 Eclogue Conbuild Private Limited 361 Ecstasy Conbuild Private Limited 362 Eddy Conbuild Private Limited 363 Edge Conbuild Private Limited 364 Edict Conbuild Private Limited 365 Edifice Conbuild Private Limited 366 Effusion Conbuild Private Limited 367 Elan Conbuild Private Limited 368 Elite Conbuild Private Limited 369 Elixir Conbuild Private Limited 370 Elver Conbuild Private Limited 371 Eminence Conbuild Private Limited 372 Estuary Conbuild Private Limited 373 Expanse Conbuild Private Limited 374 Exponent Conbuild Private Limited 375 Extremity Conbuild Private Limited 376 Ether Conbuild Private Limited 377 Ethic Conbuild Private Limited 378 Jade Propbuild Private Limited 379 True Value Hotels India Private Limited Year ended March 31, 2007 Period ended March 31, 2006

Annexure XIV : A Details of the List of Related Parties and Nature of Relationships 507

D Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture (with whom transactions have taken place during the period) Period ended June 30, 2007 1 2 MGF Developments Limited Emaar Properties, PJSC Year ended March 31, 2007 1 2 3 4 MGF Developments Limited Emaar Properties, PJSC Emaar Holdings II Kallarister Trading Company Period ended March 31, 2006 1 2 3 4 MGF Developments Limited Emaar Properties, PJSC Emaar Holdings II Kallarister Trading Company

E. Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise (with whom transactions have taken place during the year): Period ended June 30, 2007 Year ended March 31, 2007 Period ended March 31, 2006 1 2 3 4 5 6 7 8 9 10 11 12 13 Aryan Lifestyle Private Limited Boulder Hills Leisure Private Limited Capital Vehicle Sales Private Limited Discovery Holdings Private Limited Divine Buildtech Private Limited Emaar Hills Township Private Limited Hira Realtors Private Limited Moonlight Continental Private Limited Pavni Developers Private Limited Sojanya Promoters Private Limited SSP Properties Private Limited Vishnu Apartments Private Limited VMR Promoters Private Limited 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 Aryan Lifestyle Private Limited Augite Estate Private Limited Boulder Hills Leisure Private Limited Capital Vehicle Sales Private Limited Dainty Estates Private Limited Discovery Holdings Private Limited Divine Buildtech Private Limited Emaar Hills Township Private Limited Grosvenor Estates Private Limited Hira Realtors Private Limited Life Line Buildtech Private Limited Loupen Services Limited Madhya Promoters Private Limited Moonlight Continental Private Limited Pavni Developers Private Limited Sojanya Promoters Private Limited SSP Properties Private Limited Vishnu Apartments Private Limited VMR Promoters Private Limited 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 Abhinav Projects Pvt Ltd Accordian Buildwell Pvt.Ltd. Active Promoters Pvt. Ltd. Active Securities Ltd. Allied Realty Pvt Ltd Amar Deep Buildcon Pvt Ltd Amar Gyan Developments Pvt. Ltd Arman Promoters Pvt Ltd Casing Properties Pvt.Ltd. Compact Projects Pvt Ltd Deep Jyoti Projects Pvt Ltd Dove Promoters Pvt. Ltd. Embryonic Properties Pvt Ltd Garland Estates Pvt.Ltd. Gems Buildcon Pvt Ltd Gros Venor Estates Pvt.Ltd. Gyan Jyoti Estates Pvt. Ltd. Gyan Kunj Constructions Pvt. Ltd Hammock Buildwell Pvt. Ltd. Hira Realtors Pvt. Ltd. Juhi Promoters Pvt.Ltd. Legend Buildcon Pvt Ltd Logical Buildwell Pvt.Ltd Logical Developers Pvt. Ltd. Logical Estates Pvt Ltd MGF Development Ltd. Mega City Promoters Pvt. Ltd. Prosperous Buildcon Pvt Ltd Prosperous Construction Pvt Ltd Rose Gate Estates Pvt. Ltd.

Annexure XIV : A. Details of the List of Related Parties and Nature of Relationships E. Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise (with whom transactions have taken place during the year): Period ended June 30, 2007 Year ended March 31, 2007 Period ended March 31, 2006 31 508 Sankalp Promoters Pvt. Ltd.

32 33 34 35 36 37 38 39 40 41 42 43 44 45 46

Sanskar Buildcon Pvt Ltd Sarvodaya Buildcon Pvt. Ltd. Serial Buildtech Pvt. Ltd. Shrey Promoters Pvt. Ltd Sidhivinayak Buildcon Pvt Ltd Snow White Buildcon Pvt Ltd Sonex Projects Pvt Ltd SSP Buildcon Pvt. Ltd. Utility Estates Pvt Ltd Utkarsh Buildcon Pvt Ltd Vishnu Apartments Pvt Ltd VPG Developers Pvt. Ltd. Yukti Projects Pvt. Ltd. Zonex Devlopers Pvt. Ltd. Zonex Estates Pvt Ltd

509

Annexure XIV : B. Unconsolidated Details of the List of Related Parties and Nature of Relationships S No. Particulars Enterprises that directly or indirectly through one or more intermediaries are controlled by the reporting enterprise Period ended June 30, 07 A 1 Sojanya Promoters Private Limited MGF Developments Limited VMR Promoters Private Limited Others 2. Investment purchased : Logical Developers Private Limited Sukhjit Project Private Limited 3. Investment Sold : MGF Developments Limited 4.0 4.0 0.2 0.2 4.0 4.0 0.2 0.2 6.0 1.5 2.0 9.5 16.9 5.4 3.5 25.8 Transactions during the year/ period Interest Received Year ended March 31, 07 Period ended, March 31, 06 Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture Period ended June 30, 07 Year ended March 31, 07 Period ended March 31, 06 (Rupees Million) Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise Period Year Period ended ended ended June 30, March 31, March 31, 07 07 06

510

4.

Loans given : VMR Promoters Private Limited Divine Buildtech Private Limited Sojanya Promoters Private Limited Vishnu Apartments Private Limited Others 145.0 51.0 345.0 20.0 37.1 598.1 436.20 436.2

Annexure XIV : B. Unconsolidated Details of the List of Related Parties and Nature of Relationships S No. Particulars Enterprises that directly or indirectly through one or more intermediaries are controlled by the reporting enterprise Period ended June 30, 07 5. Loan received back during the year : Vishnu Apartments Private Limited VMR Promoters Private Limited Sojanya Promoters Private Limited MGF Developments Limited 6. Expenses recovered : 22.1 22.1 436.2 145.0 230.0 811.2 20.0 20.0 Year ended March 31, 07 Period ended, March 31, 06 Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture Period ended June 30, 07 Year ended March 31, 07 Period ended March 31, 06 (Rupees Million) Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise Period Year Period ended ended ended June 30, March 31, March 31, 07 07 06

511

Active Promoters Private Limited Shrey Promoters Private Limited Active Securities Limited MGF Developments Limited Others

0.1 1.3

2.7

0.7

0.3 1.3

1.0 0.3 1.3 -

1.4 7. Expenses reimbursed : Boulder Hills Leisure Private Limited Emaar Hills Township Private Limited MGF Developments Limited Emaar Properties, PJSC 8. Corporate guarantees given : Aryan Lifestyle Private Limited -

2.7 -

0.7 0.4 0.4 -

9.4 116.7 126.1 -

8.4 28.5 36.9 -

1.6 3.8 5.3 9.1 100.0 100.0

Annexure XIV : B. Unconsolidated Details of the List of Related Parties and Nature of Relationships S No. Particulars Enterprises that directly or indirectly through one or more intermediaries are controlled by the reporting enterprise Period ended June 30, 07 Year ended March 31, 07 Period ended, March 31, 06 Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture Period ended June 30, 07 Year ended March 31, 07 Period ended March 31, 06 (Rupees Million) Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise Period Year Period ended ended ended June 30, March 31, March 31, 07 07 06

512

9.

Equity Shares issued : Emaar Holdings II Kallarister Trading co. Loupen Services Ltd Others 30,520.9 30,520.9 22.1 4.5 0.1 26.7 -

(This space has been intentionally left blank)

Annexure XIV : B. Unconsolidated Details of the List of Related Parties and Nature of Relationships

513

S No.

Particulars

Enterprises that directly or indirectly through one or more intermediaries are controlled by the reporting enterprise Period ended June 30, 07 Year ended March 31, 07 Period ended, March 31, 06 -

Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture Period ended June 30, 07 Year ended March 31, 07 9,225.3 9,225.3 198.9 198.9 1.0 1.0 Period ended March 31, 06 -

(Rupees Million) Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise Period Year Period ended ended ended June 30, March 31, March 31, 07 07 06 40.5 40.5 6.2 6.2 -

10.

Preference shares issued : Emaar Holdings II

11.

Call money received : Kallarister Trading Company. Loupen Services Ltd

12.

Fixed assets purchased : MGF Developments Limited Capital Vehicle Sales Private Limited

Balance Outstanding as at year end Advances outstanding for land purchase :

1. Dove Promoters Private Limited Logical Developers Private Limited Life Line Buildtech Private Limited Hira Realtors Private Limited Active Promoters Private Limited 2,515.6 3,177.5 213.5 661.0 6,068.7 9,843.6 4,446.3 193.5 268.2 4,446.7 7,694.8 4,327.3

514

SSP Properties Private Limited 59,034.6 Other 65,602.2 39,654.0 60,012.6 0.3 542.0 8,833.1 25,301.9 80.0 -

Annexure XIV : B. Unconsolidated Details of the List of Related Parties and Nature of Relationships S No. Particulars Enterprises that directly or indirectly through one or more intermediaries are controlled by the reporting enterprise Period ended June 30, 07 2. Loans given outstanding (including interest) : Divine Buildtech Private Limited Sojanya Promoters Private Limited Vishnu Apartments Private Limited VMR Promoters Private Limited Others 1.0 1.0 55.1 137.9 6.9 16.4 216.3 53.5 361.9 436.2 150.4 37.8 1,039.8 436.2 436.2 Year ended March 31, 07 Period ended, March 31, 06 Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture Period ended June 30, 07 Year ended March 31, 07 Period ended March 31, 06 (Rupees Million) Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise Period Year Period ended ended ended June 30, March 31, March 31, 07 07 06

3.

Corporate guarantees outstanding: Aryan Lifestyle Private Limited 100.0 -

515

4. Creditors outstanding : Emaar Properties, PJSC Boulder Hills Leisure Private Limited Emaar Hills Township Private Limited MGF Developments Limited Others -

100.0

89.9 89.9

73.7 73.7

28.5 8.4 36.9

52.4 81.8 134.2

55.6 85.9 141.5

516

Annexure XIV : B. Unconsolidated Details of the List of Related Parties and Nature of Relationships S No. Particulars Key Management Personnel Period ended June 30, 07 A 1. Transaction during the year Remuneration : Siddharth Gupta Shravan Gupta Siddharth Sareen 2. Equity Shares issued Siddharth Gupta Shravan Gupta Siddharth Sareen Others 3. Call Money received Mr Shravan Gupta B. 1. Balances Outstanding as at year end Advances received outstanding Mr Rajiv Gupta and Mrs Arti Gupta 20.3 20.3 19.6 19.6 27.0 27.0 171.4 86.0 30.0 0.4 287.8 3.0 3.4 3.4 9.8 7.8 13.4 12.0 33.2 Year ended March 31, 07 Period ended March 31, 06 (Rupees Million) Relatives of key Management Personnel Period ended June 30, 07 Year ended March 31, 07 Period ended March 31, 06

3.1 3.1

517

ANNEXURE-XV: RESTATED CONSOLIDATED SUMMARY STATEMENT OF ASSETS AND LIABILITIES (Rupees Million) PARTICULARS As at June 30, As at March 31, 2007 2007 I Fixed Assets Gross Block 8,297.9 7,398.3 Less: Accumulated Depreciation/ Amortizations 83.2 60.9 Net Block 8,214.7 7,337.4 Capital work in progress Expenditure during Construction Period (pending capitalization) 874.8 480.0 9,569.5 665.0 14.0 437.0 310.2 8,084.6 260.0 248.2

II III IV

Investments Net Deferred Tax Assets Current Assets, Loans and Advances Inventories Sundry Debtors Cash and Bank Balances Other Current Assets Loans and Advances

60,033.4 15.9 1,022.9 1,076.1 14,220.5 76,368.8 3,579.5 27,876.5 181.0 7,215.2 99.0 38,951.2 47,666.1

56,813.2 1,261.0 7.1 12,058.0 70,139.3 2,695.5 22,471.2 1.2 81.0 6,733.3 52.5 32,034.7 46,697.4

Liabilities and Provisions Secured Loans Unsecured Loans Minority Interest Deferred Payment Liability Current Liabilities Provisions

Net Worth (I+II+III+IV-V)

Net Worth Represented by: Share Capital -Equity Shares 1,073.7 1,059.8 -Preference Shares 9,225.3 9,225.3 Share Application Money pending allotment 2,278.8 Reserves and Surplus - Securities Premium 37,359.3 34,625.1 - Surplus/ (Deficit) in Profit and Loss Account 7.8 (491.6) Net Worth 47,666.1 46,697.4 Note: The above statement should be read with the Notes to the Restated Consolidated Summary Statement of Assets and Liabilities, Profits and Losses and Cash Flows as appearing in Annexure XVIII. As per our report of even date For S.R. Batliboi & Co. Chartered Accountants per Raj Agrawal Partner Membership No.: 82028 Place: New Delhi Date: September 21, 2007 For and on behalf of Board of Directors

Shravan Gupta Managing Director Sanjay Baweja Chief Financial Officer

Siddharth Gupta Director Surender Varma Company Secretary

518

ANNEXURE-XVI: RESTATED CONSOLIDATED SUMMARY STATEMENT OF PROFITS AND LOSSES (Rupees Million) For the year PARTICULARS For the three ended March 31, months period 2007 ended June 30, 2007 INCOME Turnover 1,733.9 Other Income 197.8 168.7 Total Income 1,931.7 168.7 EXPENDITURE Cost of Sales Personnel Expenses Operating and Other Expenses Selling Expenses Interest Expenses Depreciation/ Amortization Total Expenditure Profit/ (Loss) before Tax and prior period items Provision for Tax Current Tax Deferred Tax Charge/ (Credit) Fringe Benefit Tax Total Tax Expense/ (Credit) Net Profit/ (Loss) after Tax and before prior period items Prior period items (Net of Deferred Tax Charges) Net Profit/ (Loss) for the period/ year before minority interest (as per audited financials) Adjustments (Net of tax) (Refer note C of Annexure XVIII) Net Profit/ (Loss) as Restated, before Minority Interest Add/ (Less): Share of Loss/ (Profit) transferred to minority Net Profit/ (Loss) as Restated (Deficit) brought forward from previous year/ period, as restated 672.4 87.4 276.5 52.9 41.3 17.8 1,148.3 783.4 48.2 234.3 2.7 285.2 498.2 498.2 498.2 1.2 499.4 (491.6) 190.1 568.7 46.7 41.0 846.5 (677.8) 16.7 (235.6) 6.5 (212.4) (465.4) (33.1) (432.3) 33.1 (465.4) (0.6) (466.0) (25.6)

Surplus/ (Deficit) carried to Balance Sheet 7.8 (491.6) Note: The above statement should be read with the Notes to the Restated Consolidated Summary Statement of Assets and Liabilities, Profits and Losses and Cash Flows as appearing in Annexure XVIII. As per our report of even date For S.R. Batliboi & Co. Chartered Accountants per Raj Agrawal Partner Membership No.: 82028 Place: New Delhi Date: September 21, 2007 For and on behalf of Board of Directors

Shravan Gupta Managing Director Sanjay Baweja Chief Financial Officer

Siddharth Gupta Director Surender Varma Company Secretary

ANNEXURE-XVII: RESTATED CONSOLIDATED SUMMARY STATEMENT OF CASH FLOWS (Rupees Million) PARTICULARS For the three For the year months period ended March 31, 519

ended June 30, 2007 A Cash Flow From Operating Activities Profit/ (Loss) before tax, as restated Adjustments For : Depreciation/ Amortization (Profit) On Sale Of Fixed Assets (Net) (Profit) On Sale Of Investments (Net) Unrealized Foreign Exchange (Gain) (Net) Provision For Doubtful Advances Dividend On Current Investments Premium On Redemption Of Debentures Interest Income Interest Expense Operating Profit/(Loss) Before Working Capital Changes Movement In Working Capital: (Increase) In Inventories (Increase) In Other Current Assets (Increase)/ Decrease In Loans & Advances (Increase) In Sundry Debtors Increase In Deferred Payment Liabilities Decrease In Current Liabilities And Provision Cash (Used In) Operations Taxes (Paid), Net Net Cash (Used In ) Operating Activities B Cash Flow From Investing Activities Purchased Of Fixed Assets (Including Capital Work In Progress And Expenditure During Construction Period) Proceeds From Sale Of Fixed Assets Purchase Of Investments Proceeds From Sale Of Investments Payment Of Share Application Money Cash Inflow On Dilution Of Stake In Subsidiaries Interest Received (Increase) In Fixed Deposits Dividend Received Cash Outflow On Acquisition Of Subsidiaries Net Cash (Used) In Investing Activities Cash Flow From Financing Activities Proceeds From Issuance Of Equity Share Capital (Including Securities Premium) Proceeds From Share Application Money Receipts Against Partly Paid Up Shares Proceeds From Issuance Of Preference Share Capital Proceeds From Long Term Borrowings Proceeds From Short Term Borrowings (Net) Interest Paid Net Cash From Financing Activities 783.4

2007

(677.8)

17.8 (36.8) (4.9) 21.5 (29.8) 41.3 792.5 (2,737.1) (1,066.6) (2,314.6) (15.9) 100.0 (98.5) (5,340.2) (4.0) (5,344.2) (1,240.8) 0.6 (5,550.3) 5,145.3 (52.6) 27.3 (64.3) 4.9 (0.2) (1,730.1) 469.2 6,295.5 24.0 (19.4) 6,769.3

41.1 (10.4) (8.9) 5.1 (4.3) 25.5 (37.2) 46.7 (620.2) (10,954.8) 23,236.1 81.0 (47,670.4) (35,928.3) (12.4) (35,940.7) (5,947.7) (17,881.1) 17,631.5 0.1 31.3 4.3 (545.3) (6,706.9) 10,891.5 2,278.8 266.4 9,225.3 17,920.1 1,417.4 (776.3) 41,223.2

ANNEXURE-XVII: RESTATED CONSOLIDATED STATEMENT OF CASH FLOWS PARTICULARS For the three months period ended June 30, 520 (Rupees Million) For the year ended March 31, 2007

Net (Decrease) In Cash And Cash Equivalent (A+B+C) Cash And Cash Equivalents At The Beginning Of The Period Cash And Cash Equivalents Acquired On Acquisition Of Subsidiaries Cash And Cash Equivalents At The End Of The Period Components Of Cash and Cash Equivalents Cash And Cheques On Hand Balances With Schedules And Other Banks -On Current Accounts -On Deposit Accounts Less: Bank Deposit Having Maturity Of More Than 90 Days Total

2007 (305.0) 1,161.0 2.5 858.5 35.5 453.4 534.0 (164.4) 858.5

(1,424.4) 2,306.8 278.6 1,161.0 39.0 800.8 421.2 (100.0) 1,161.0

Notes: 5. 6. 7. The Cash Flow Statement has been prepared under the Indirect Method as set out in Accounting Standard -3 on Cash Flow Statements. Negative figures represents cash outflow. Balances in current accounts as at June 30, 2007 and March 31, 2007 amounting to Rs.181.6 million and Rs 80.8 million respectively and in deposit accounts as at June 30, 2007 and March 31, 2007 amounting to Rs.255.1 million and Rs.220.1 million respectively are held in Escrow Account under Development Agreement with a third parties, to be utilized for the execution of a project specified in the said agreements. Balance in current accounts as at June 30, 2007 includes Rs.23.1 million held in escrow account under a borrowing agreement, to be utilized for the redemption of debentures covered in the said agreement. The above statement should be read with the Notes to the Restated Consolidated Summary Statements of Assets and Liabilities, Profits and Losses and Cash Flows as appearing in Annexure XVIII.

8. 9.

As per our report of even date For S.R Batliboi & Co. Chartred Accountants per Raj Agrawal Partner Membership No. 82028 Place: New Delhi Date: September 21, 2007 For and on behalf of the Board of Directors

Shravan Gupta Managing Director Sanjay Baweja Chief Financial Officer

Siddharth Gupta Director Surender Varma Company Secretary

ANNEXURE XVIII: NOTES TO THE RESTATED CONSOLIDATED SUMMARY STATEMENTS OF ASSETS AND LIABILITIES, PROFITS AND LOSSES AND CASH FLOWS, AS RESTATED UNDER INDIAN GAAP, FOR EMAAR MGF LAND LIMITED [FORMERLY EMAAR MGF LAND PRIVATE LIMITED] A. BACKGROUND c). Emaar MGF Land Limited (formerly Emaar MGF Land Private Limited) (or the Company) and its subsidiaries are primarily engaged in the business of promotion, construction, 521

development and sale of integrated townships, residential and commercial multistoried buildings, flats, shopping malls, IT parks, Hotels, SEZs, houses and apartments, etc. d). The Restated Consolidated Summary Statements of Assets and Liabilities as at March 31, 2007 and June 30, 2007 and the related Restated Consolidated Summary Statement of profits and losses and cash flows for the year ended March 31, 2007 and the three months period (the period) ended June 30, 2007 respectively (collectively the Restated Consolidated Summary Statements) relate to Emaar MGF Land Limited (the Company) and its subsidiaries (such subsidiaries, together with the Company hereinafter collectively referred to as the Group). The Restated Consolidated Summary Statements have been prepared to comply in all material respects with the requirements of Schedule II to the Companies Act, 1956 (the Act) and the Securities and Exchange Board of India (Disclosure and Investor Protection) Guidelines, 2000 (the SEBI Guidelines) issued by SEBI on January 19, 2000, as amended from time to time. C. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES ADOPTED BY THE COMPANY IN THE PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE THREE MONTHS PERIOD ENDED JUNE 30, 2007 t. Basis of Preparation of Consolidated Financial Statements The consolidated financial statements are prepared under historical cost convention, on the accrual basis of accounting and the Accounting Principles generally accepted in India (Indian GAAP) and comply in all material respects with the accounting standards notified by Companies Accounting Standards (Rules) 2006, to the extent applicable. The accounting policies have been consistently applied by the Company and its subsidiaries. u. Principles of Consolidation The consolidated financial statements relate to the Company and its subsidiaries (hereinafter together with the Company collectively referred to as the Group).In the preparation of the Consolidated Financial Statements, investments in Subsidiaries have been accounted for in accordance with AS 21 (Consolidated Financial Statements). The Consolidated Financial Statements are prepared on the following basis:(iv) Subsidiary companies are consolidated on a line-by-line basis by adding together the book values of the like items of assets, liabilities, income and expenses after eliminating all significant intra-Group balances and intra-Group transactions and also unrealized profits or losses, except where cost cannot be recovered. The results of operations of a subsidiary are included in the consolidated financial statements from the date on which the parent subsidiary relationship comes into existence. (v) The difference between the cost to the Group of investment in Subsidiaries and the proportionate share in the equity of the investee company as at the date of acquisition of stake is recognized in the consolidated financial statements as Goodwill or Capital Reserve, as the case may be. Goodwill arising on consolidation is tested for impairment at the balance sheet date. (vi) Minorities interest in net profits of consolidated subsidiaries for the period is identified and adjusted against the income in order to arrive at the net income attributable to the shareholders of the Group. Their share of net assets is identified and presented in the Consolidated Balance Sheet separately. Where accumulated losses attributable to the minorities are in excess of their equity, in the absence of the contractual obligation on the minorities, the same is accounted for by the holding company. (vii) As far as possible, the restated consolidated financial statements are prepared using uniform accounting policies for like transactions and other events in similar circumstances and are presented, to the extent possible, in the same manner as the Company's Restated Unconsolidated Financial Statements.

522

(viii) The restated financial statements of the entities used for the purpose of consolidation are drawn up to same reporting date as that of the Parent Company i.e. period ended June 30, 2007. v. Use of Estimates The preparation of financial statements in conformity with the Generally Accepted Accounting Principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities on the date of the financial statements. Actual results could differ from those estimates. Any revision to accounting estimates is recognized prospectively in current and future periods. w. Fixed Assets Fixed assets are stated at historical cost less accumulated depreciation and impairment loss, if any. Cost includes purchase price and all other cost attributable to bring the assets to its working condition for the intended use. x. Depreciation/ Amortisation I Tangible Assets

(iv) Depreciation on the following fixed assets is charged on straight line method at the rates, based on useful lives of the assets estimated by the management as follows, which are higher than the rates prescribed under Schedule XIV to the Companies Act, 1956:Plant and Machinery Office Equipments Furniture and Fixtures Computers Vehicles 5 years 2-5 years 6-7 years 3 years 5 years

Assets costing less than Rs. 5,000 individually are fully depreciated in the month of purchase. (v) Leasehold Land (other than that stated in paragraph (iii) below) and Leasehold Improvements are amortized over the period of the lease or the useful life of the asset, whichever is lower. (vi) No amortization is made for Leasehold Land, which is under perpetual lease. II Intangible Assets Costs relating to Computer Software are capitalized and amortized on straight line basis over their useful lives of one to three years. y. Borrowing Costs Borrowing costs that are directly attributable to the acquisition or construction of a qualifying asset (including real estate projects) are considered as part of the cost of the asset. Other borrowing costs are treated as period costs and charged to the profit and loss account as and when they are incurred.

z.

Impairment The carrying amount of assets are reviewed at each balance sheet date if there is any indication of impairment based on internal/ external factors. An impairment loss is recognized wherever the carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the greater of the assets net selling price and value in use. After impairment, depreciation is provided on the revised carrying amount of the asset over its remaining useful life.

aa.

Investments 523

Investments which are readily realizable and intended to be held for not more than a year are classified as current investments. All other investments are classified as long-term investments. Current investments are carried at lower of cost and fair value determined on an individual investment basis. Long-term investments are carried at cost. However, provision for diminution in value is made to recognize a decline, other than temporary in the value of such investments. bb. Inventories Inventory comprises of Land, Completed Property for Sale and Projects in Progress. (i) Land is valued at lower of cost (determined on weighted average cost method) and net realizable value. Cost includes cost of acquisition and all other costs incurred till the date of obtaining license for development. Land is recorded as inventory, only once the same is registered in the name of the individual companies of the group. (ii) Completed property for sale is valued at lower of cost and net realizable value. Cost includes cost of land, materials, services and other related overheads. (iii) Projects in progress are valued at lower of cost and net realizable value. Cost includes cost of materials, services and other related overheads. Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and estimated costs necessary to make the sale. cc. A. Revenue Recognition Real Estate projects (iv) Revenue is recognized, in relation to the sold areas only, on the basis of percentage of completion as and when all of the following conditions are met: I. In case of developed plots: (a) The buyers agreement is signed; (b) The buyer's investment is adequate to demonstrate a commitment to pay for the property; (c) The actual cost incurred on the project under execution, including cost of land, is 2/3rd or more of the total estimated cost of the project. II In case of apartments/ townhouses/ commercial/ villas: (a) The buyers agreement is signed; (b) The buyer's investment is adequate to demonstrate a commitment to pay for the property; (c) The actual cost incurred on the project under execution, including cost of land, is 30% or more of the total estimated cost of the project.

The estimates of the projected revenue, projected profits, projected costs, cost to completion and the foreseeable loss are reviewed periodically by the management and any effect of changes in estimates is recognized in the period such changes are determined. However, when the total project cost is estimated to exceed total revenues from the project, the loss is recognized immediately. Liquidated damages/penalties are provided for, based on managements assessment of the estimated liability, as per contractual terms.

524

(v) Revenue from sale of land is recognized in the financial year in which transfer is made by registration of sale deeds or otherwise in favor of the buyers. (vi) Revenue from sale of developed property is recognized upon transfer of all significant risks and rewards of ownership of such property, as per the terms of the contracts entered into with buyers, which generally coincides with the firming up of the sales contracts/ agreements. B. C. D. Interest due on delayed payments by customers is accounted for on receipts basis due to uncertainty of recovery of the same. Other Interest revenue is accounted for on a time proportion basis taking into account the amount outstanding and the rate applicable. Income from Registration fees from customers on transfer of ownership of property during the construction period is accounted for on as and when due basis. Costs of Sales Cost of Construction/ Development incurred (including cost of land) is charged to the Profit & Loss account proportionate to the revenue recognized as per accounting policy no B (j) (A) above. Cost of common area is allocated based on saleable area of the project. Final adjustments, if required, are made on completion of the respective projects. ee. Foreign Currency Transactions (vi) Initial Recognition Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency amount the exchange rate between the reporting currency and the foreign currency at the date of the transaction. (vii) Conversion Foreign currency monetary items are reported using the closing rate. Non-monetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction. (viii) Exchange Differences Exchange differences arising on the settlement of monetary items or on reporting the Group entitys monetary items at rates different from those at which they were initially recorded during the period, or reported in previous financial statements, are recognized as income or as expenses in the period in which they arise except those arising from investments in non-integral foreign operations. Exchange differences arising on a monetary item that, in substance, forms part of the Groups net investment in a non-integral foreign operation are accumulated in a foreign currency translation reserve in the financial statements until the disposal of the net investment, at which time they are recognized as income or as expenses.

dd.

(ix) Translation of integral & non-integral foreign operations The financial statements of an integral foreign operation are translated as if the transactions of the foreign operation have been those of the Group itself. In translating the financial statements of a non-integral foreign operation for incorporation in the consolidated financial statements, the assets and liabilities, both monetary and non-monetary, of the non-integral foreign operation are translated at the closing rate; income and expense items of the non-integral foreign operation are translated at average exchange rates for the period. All resulting exchange differences are accumulated in a foreign currency translation reserve until the disposal of the net investment. (x) Forward Exchange Contracts 525

The premium or discount arising at the inception of forward exchange contracts is amortized as expense or income over the life of the contract. Exchange differences on such contracts are recognized in the statement of profit and loss in the period in which the exchange rates change. Any profit or loss arising on cancellation or renewal of forward exchange contract is recognized as income or as expense for the period. (xi) Derivative Transactions Derivative transactions are considered as off-balance sheet items and are recognized in the books of account on settlement/ termination of the respective contracts. ff. Income Taxes Tax expense comprises of current, deferred and fringe benefit tax. Current income tax and fringe benefit tax is measured at the amount expected to be paid to the tax authorities in accordance with the Indian Income Tax Act and in the overseas companies, as per the respective tax laws. Deferred income tax reflects the impact of current period timing differences between taxable income and accounting income for the year and reversal of timing differences of earlier years. Deferred tax is measured based on the tax rates and tax laws enacted or substantively enacted at the balance sheet date. Deferred tax assets are recognized only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized. In situations where any of the Group entity has unabsorbed depreciation or carry forward tax losses, all deferred tax assets are recognized only if there is virtual certainty supported by convincing evidence that they can be realized against future taxable profits. At each balance sheet date, the Group re-assesses unrecognized deferred tax assets. It recognizes unrecognized deferred tax assets to the extent that it has become reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available against which such deferred tax assets can be realized. gg. Employee Benefits (v) Provident Fund Retirement benefit in the form of Provident Fund is a defined contribution scheme and the contributions are charged to the Profit and Loss Account of the period when the contributions to the respective funds are due. There are no other obligations other than the contribution payable to the respective trusts. (vi) Gratuity Retirement gratuity liability of employees is a defined benefit obligation and reflects the difference between the actuarial valuation of the future gratuity liability and the fair value of the plan assets with the Life Insurance Corporation of India (LIC) as at the end of the period. (vii) Leave Encashment Short term compensated absences are provided for based on estimates. Long term compensated absences are provided for based on actuarial valuation as at the end of the period. (viii) Actuarial Gains/ Losses Actuarial gains/ losses are immediately taken to the profit and loss account and are not deferred. hh. Leases Where the Company is a Lessee Leases, where the lessor effectively retains substantially all the risks and benefits of ownership of the leased item, are classified as operating leases. Operating lease payments 526

are recognized as an expense in the Profit and Loss Account on an equitable straight-line basis over the lease term. ii. Expenditure on new projects Expenditure directly relating to construction activity (net of income, if any) is capitalized/ inventorized. Indirect expenditure incurred during construction period is capitalized/ inventorized as part of the indirect construction cost to the extent to which the expenditure is indirectly related to construction or is incidental thereto. Other indirect expenditure (including borrowing costs) incurred during the construction period which is not related to the construction activity nor is incidental thereto, is charged to the Profit & Loss Account. Income earned during construction period is deducted from the total of the indirect expenditure. jj. Provisions Provision is recognized when an enterprise has a present obligation as a result of past event and it is probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are determined based on management estimates required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date and adjusted to reflect the current management estimate. kk. Earnings Per Share (EPS) Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. Partly paid equity shares are treated as a fraction of an equity share to the extent that they were entitled to participate in dividends relative to a fully paid equity share during the reporting period. For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares. ll. Segment Reporting (v) Identification of segments: The Groups operating businesses are organized and managed separately according to the nature of products and services provided, with each segment representing a strategic business unit that offers different products and serves different markets. The analysis of geographical segments is based on the areas in which major operating divisions of the Group operate. (vi) Inter segment Transfers: The Group generally accounts for intersegment sales and transfers as if the sales or transfers were to third parties at current market prices.

(vii) Allocation of common costs: Common allocable costs are allocated to each segment according to the relative contribution of each segment to the total common costs. (viii) Unallocated items: General corporate income and expense items are not allocated to any business segment. mm. Cash and Cash Equivalents Cash and cash equivalents in the cash flow statement comprise cash at bank and in hand and short-term investments with an original maturity of three months or less. C. MATERIAL ADJUSTMENTS 527

(a)

Summary of results of restatements made in the audited financial statements of the Group for the respective periods and their impact on the profits / (losses) of the Group is as under: (Rupees million) Period ended Year ended June 30, 2007 March 31, 2007 Adjustments for : Prior Period Expenses [Refer Note No. (b) below] Total Adjustments Tax Impact of Adjustments [Refer Note No. (c) below] Adjustments (Net of tax) 49.9 49.9 (16.8) 33.1

(b)

Prior Period Expenses In the financial statements for the year ended March 31, 2007, the Group has classified certain items as prior period items. Accordingly, for the purpose of the Restated Summary Statements, the said items of incomes/expenses have been appropriately adjusted in the respective years to which they pertain.

(c)

Tax impact of adjustments The Group has, for the purpose of the Restated Summary Statements, made adjustments for the deferred tax impact of the adjustments in the respective years to which the adjustments pertain.

(d)

Adoption of Accounting Standard AS-15 (Revised 2005) Employee Benefits The Group had gone for an early adoption of Accounting Standard 15 (Revised 2005) during the year ended March 31, 2007 which was mandatory for accounting periods starting from December 7, 2006 as against the hitherto followed practice of accounting the same on the basis of Accounting Standard 15 Accounting for Retirement Benefits in the Financial Statements. Accordingly, the discount rates and other assumptions for computing the gratuity and leave liabilities were considered as per the requirements of AS-15 (Revised 2005). This change did not have a material impact either on the losses for the year ended March 31, 2007 or on the liability as at April 1, 2006.

D. OTHER SIGNIFICANT NOTES 20. The Company did not have any subsidiary as at March 31, 2006. Accordingly, the first set of restated consolidated financial statements has prepared for the year ended March 31, 2007.

21. Pursuant to the provisions of Section 44 of the Companies Act,1956, the Company has been converted into a Public Limited Company w.e.f. August 13, 2007 and consequently, the name of the Company been changed from Emaar MGF Land Private Limited to Emaar MGF Land Limited 22. The Group, in addition to the Company, comprises of the following entities: a). Subsidiaries

Name of the Company Arma Buildmore Private Limited Budget Hotels India Pvt Ltd 528

Country of Incorporation India India

% of Voting Power as at June 30, 2007 100% 50.01%

Easel Propbuild Private Limited Edenic Propbuild Private Limited Educt Propbuild Private Limited Emaar MGF Constructions Private Limited Emaar MGF Projects Private Limited Emaar MGF Services Private Limited Enamel Propbuild Private Limited Epitome Propbuild Private Limited Fabworth Promoters Private Limited Gurkul Promoters Private Limited Kudos Propbuild Private Limited Lotus Technobuild Private Limited Nandita Promoters Private Limited Pratham Promoters Private Limited Prayas Buildcon Private Limited Raksha Buildtech Private Limited Vitality Conbuild Private Limited Wembley Estates Private Limited

India India India India India India India India India India India India India India India India India India

100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100%

b) Other Entities substantially owned directly or indirectly by the Company

Name of the Entity Abbey Properties Private Limited* Abbot Builders Private Limited* Abhinav Projects Private Limited* Abyss Properties Private Limited* Accession Buildwell Private Limited* Accordion Buildwell Private Limited* Achates Buildcons Private Limited* Acorn Buildmart Private Limited* Acorn Developers Private Limited* Active Promoters Private Limited* Active Securities Private. Limited*. Acutech Estates Private Limited* Adze Properties Private Limited*

Country of Incorporation India India India India India India India India India India India India India Country of Incorporation India India India India India India India India India India India India India India India India 529

% of Voting Power as at June 30, 2007 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% % of Voting Power as at June 30, 2007 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96%

Name of the Entity Allegiance Conbuild Private Limited* Allied Realty Private Limited* Alpine Buildcon Private Limited* Amar Deep Buildcon Private Limited* Amar Gyan Developments Private Limited* Aparajit Promoters Private Limited* Archit Promoters Private Limited* Ardor Conbuild Private Limited* Arman Promoters Private Limited* Armour Properties Private Limited* Auspicious Realtors Private Limited* Authentic Properties Private Limited* Bailiwick Builders Private Limited* Balalaika Builders Private Limited* Ballad Conbuild Private Limited* Bhavishya Buildcon Private Limited*

Bhumika Promoters Private Limited* Brijbasi Projects Private Limited* Brilliant Buildtech Private Limited* Calypso Properties Private Limited* Camarederie Properties Private Limited* Camellia Properties Private Limited* Capex Projects Private Limited* Casing Properties Private Limited* Cassock Properties Private Limited* Cats Eye Properties Private Limited* Charbhuja Properties Private Limited* Charismatic Realtors Private Limited* Chhavi Buildtech Private Limited* Chintz Conbuild Private Limited* Chirayu Buildtech Private Limited* Choir Developers Private Limited* Chum Properties Private Limited* Compact Projects Private Limited* Consummate Properties Private Limited* Context Estates Private Limited* Crevice Properties Private Limited* Crock Buildwell Private Limited* Crocus Builders Private Limited* Crony Builders Private Limited* Deep Jyoti Projects Private Limited* Dime Realtors Private Limited* Divit Estates Private Limited* Dove Promoters Private Limited* Ducat Builders Private Limited* Dumdum Builders Private Limited* Easter Conbuild Private Limited* Ecliptic Conbuild Private Limited* Eclogue Conbuild Private Limited* Ecru Builders Private Limited* Ecstasy Conbuild Private Limited* Eddy Conbuild Private Limited* Edge Conbuild Private Limited* Edict Conbuild Private Limited*

India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India Country of Incorporation India India India India India India India India India India India India India India India India India India India 530

96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% % of Voting Power as at June 30, 2007 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96%

Name of the Entity Edifice Conbuild Private Limited* Edit Estates Private Limited* Effusion Conbuild Private Limited* Elan Conbuild Private Limited* Elation Airways Private Limited* Elegant Propbuild Private Limited* Elite Conbuild Private Limited* Elixir Conbuild Private Limited* Elver Conbuild Private Limited* Embryonic Properties Private Limited* Eminence Conbuild Private Limited* Enigma Properties Private Limited* Epiphany Properties Private Limited* Estuary Conbuild Private Limited* Eternal Buildtech Private Limited* Ether Conbuild Private Limited* Ethic Conbuild Private Limited* Ethnic Properties Private Limited* Everwel Estates Private Limited*

Expanse Conbuild Private Limited* Exponent Conbuild Private Limited* Extremity Conbuild Private Limited* Fable Conbuild Private Limited* Faade Conbuild Private Limited* Facet Estates Private Limited* Fascia Conbuild Private Limited* Fervour Conbuild Private Limited* Figment Conbuild Private Limited* Flick Propbuild Private Limited* Fling Propbuild Private Limited* Flint Conbuild Private Limited* Flip Propbuild Private Limited* Floret Propbuild Private Limited* Flotilla Propbuild Private Limited* Flounce Propbuild Private. Limited*. Flue Propbuild Private Limited* Fluff Propbuild Private Limited* Fluke Propbuild Private. Limited*. Flume Realtors Private Limited* Foal Propbuild Private Limited* Fondant Propbuild Private. Limited*. Foray Propbuild Private Limited* Forsythia Propbuild Private Limited* Fount Propbuild Private Limited* Foyer Propbuild Private Limited* Fray Propbuild Private Limited* Frieze Propbuild Private Limited* Frisson Propbuild Private Limited* Frond Propbuild Private Limited* Froth Propbuild Private Limited* Fructose Conbuild Private Limited* Fulcrum Conbuild Private Limited* Fundi Propbuild Private Limited* Futuristic Buildwell Private Limited*

India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India India Country of Incorporation India India India India India India India India India India India India India India India India India India India India India India 531

96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% % of Voting Power as at June 30, 2007 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96%

Name of the Entity Gable Propbuild Private Limited* Gadget Propbuild Private Limited* Gaff Propbuild Private Limited* Gaiety Propbuild Private Limited* Gait Propbuild Private Limited* Galleon Propbuild Private Limited* Gallery Propbuild Private. Limited*. Gallium Propbuild Private Limited* Gambit Propbuild Private Limited* Gamete Propbuild Private Limited* Gamut Propbuild Private. Limited*. Gannet Propbuild Private Limited* Garland Estates Private Limited* Garnet Propbuild Private Limited* Garter Propbuild Private Limited* Garuda Properties Private Limited* Gateau Propbuild Private Limited* Gaucho Propbuild Private Limited* Gauge Propbuild Private Limited* Gauntlet Propbuild Private Limited* Gavel Properties Private Limited* Gems Buildcon Private Limited*

Genre Propbuild Private Limited* Gentian Propbuild Private Limited* Gentry Propbuild Private Limited* Geodesy Properties Private Limited* Gestapo Propbuild Private Limited* Gibbon Propbuild Private Limited* Girder Propbuild Private Limited* Glade Propbuild Private Limited* Glaze Estates Private Limited* Glen Propbuild Private Limited* Glen Propbuild Pte Limited* Glimpse Propbuild Private Limited* Glitz Propbuild Private Limited* Globule Propbuild Private Limited* Gloss Propbuild Private Limited* Glove Propbuild Private Limited* Godson Propbuild Private Limited* Golliwog Propbuild Private Limited* Gracious Technobuild Private Limited* Gradient Developers Private Limited* Grail Propbuild Private Limited* Grampus Propbuild Private Limited* Gran Propbuild Private Limited* Granar Propbuild Private Limited* Grange Propbuild Private. Limited*. Granule Propbuild Private. Limited*. Grapeshot Propbuild Private Limited* Grassroot Promoters Private Limited* Gravel Propbuild Private Limited* Grebe Propbuild Private Limited* Griddle Propbuild Private Limited* Grog Propbuild Private Limited*

India India India India India India India India India India Singapore India India India India India India India India India India India India India India India India India India India India India Country of Incorporation India India India India India India India India India India India India India India India India India India India India India India India India India 532

96% 96% 96% 96% 96% 96% 96% 96% 96% 96.57% 96.57% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% % of Voting Power as at June 30, 2007 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96%

Name of the Entity Grove Propbuild Private Limited* Grunge Propbuild Private Limited* Guffaw Propbuild Private Limited* Gull Propbuild Private Limited* Guru Rakha Projects Private Limited* Gyan Jyoti Estates Private Limited* Gyan Kunj Constructions Private Limited* Haddock Propbuild Private Limited* Haft Propbuild Private Limited* Hake Developers Private Limited* Halibut Developers Private Limited* Hamlet Buildwell Private Limited* Hammock Buildwell Private Limited* Harjyot Estates Private Limited* Hartej Estates Private Limited* Hope Promoters Private Limited* Immense Realtors Private Limited* Jade Propbuild Private Limited* Jamb Propbuild Private Limited* Janitor Propbuild Private. Limited*. Jasper Propbuild Private Limited* Jaunt Propbuild Private Limited* Jay Propbuild Private Limited* Jemmy Propbuild Private Limited* Jerkin Propbuild Private Limited*

Jest Realtors Private Limited* Jetty Propbuild Private Limited* Jig Propbuild Private Limited* Jive Propbuild Private Limited* Jocund Propbuild Private Limited* Juhi Promoters Private Limited* Julep Propbuild Private Limited* Kaiser Propbuild Private Limited* Kalptaru Projects Private Limited* Kamdhenu Projects Private Limited* Kartikay Buildwell Private Limited* Kayak Propbuild Private Limited* Kedge Propbuild Private Limited* Kestrel Propbuild Private Limited* Kindle Propbuild Private Limited* Kink Propbuild Private Limited* Kismet Propbuild Private Limited* Knack Propbuild Private Limited* Knoll Propbuild Private Limited* Ladle Propbuild Private Limited* Laird Propbuild Private Limited* Laurel Propbuild Private Limited* Lavish Propbuild Private Limited* Legend Buildcon Private Limited* Legend Buildwell Private Limited* Lifeline Build Tech Private Limited* Locus Propbuild Private Limited* Logical Developers Private Limited* Logical Estates Private Limited*

India India India India India India India India India India India India India India India India India India India India India India India India India India India India India Country of Incorporation India India India India India India India India India India India India India India India India India India India India India India India India India India India India 533

96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% % of Voting Power as at June 30, 2007 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96%

Name of the Entity Lucid Propbuild Private Limited* Lunar Propbuild Private Limited* Lush Propbuild Private Limited* Lustre Propbuild Private Limited* Lusty Propbuild Private Limited* Maestro Estates Private Limited* Mansarovar Projects Private Limited* Markwel Promoters Private Limited* Mega City Promoters Private Limited* Merriment Conbuild Private Limited* Milky Way Realtors Private Limited* Minion Conbuild Private Limited* Mirth Conbuild Private Limited* Modular Estates Private Limited* Mohania Estates Private Limited* Monarch Buildcon Private Limited* Monga Properties Private Limited* Naam Promoters Private Limited* Navrattan Buildcon Private Limited* Nayas Projects Private Limited* Nettle Propbuild Private Limited* Newt Propbuild Private Limited* Nipper Propbuild Private Limited* Nishkarsh Estates Private Limited* Notch Propbuild Private Limited* Pansy Buildcons Private Limited* Pater Propbuild Private Limited* Paving Propbuild Private Limited*

Perch Conbuild Private Limited* Perpetual Realtors Private Limited* Pragya Buildcon Private Limited* Pratiksha Buildcon Private Limited* Pratiksha Developers Private Limited* Pratyaksh Promoters Private Limited* Prezzie Propbuild Private Limited* Progeny Propbuild Private Limited* Prosperous Buildcon Private Limited* Prosperous Constructions Private Limited* Pukhraj Realtors Private Limited* Pulse Estates Private Limited* Pushkar Projects Private Limited* Ram Ban Projects Private Limited* Rolex Estates Private Limited* Rose Gate Estates Private Limited* Rudraksha Realtors Private Limited* Sacred Estates Private Limited* Sambhavee Projects Private Limited* Samvardhan Estates Private Limited* Sandesh Buildcon Private Limited* Sankalp Buildtech Private Limited* Sankalp Promoters Private Limited* Sanskar Buildcon Private Limited* Sanskar Buildwell Private Limited* Sanyukta Promoters Private Limited*

India India India India India India India India India India India India India India India India India India India India India India India India India India Country of Incorporation India India India India India India India India India India Singapore India India India India India India India India India India India India India India India India India India India India 534

96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% % of Voting Power as at June 30, 2007 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96.57% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96%

Name of the Entity Sarvodaya Buildcon Private Limited* Sarvpriya Realtors Private Limited* Seriel Buildtech Private Limited* Sewak Developers Private Limited* Sharyans Buildcon Private Limited* Shitij Buildcon Private Limited* Shrey Promoters Private Limited@ Sidhant Buildcon Private Limited* Sidhi Vinayak Buildcon Private Limited* Sidhivinayak Durobuild Private Limited* Silver Sands Resorts Pte Limited* Snow White Buildcon Private Limited* Sonex Projects Private Limited* Sparsh Promoters Private Limited* Sphere Realtors Private Limited* Spiritual Realtors Private Limited* Sprouting Properties Private Limited* Spurt Projects Private Limited* Sriyam Estates Private Limited* SSP Buildcon Private Limited* Stash Propbuild Private Limited* Stave Propbuild Private Limited* Stein Propbuild Private Limited* Stent Propbuild Private Limited* Stroll Propbuild Private Limited* Strut Propbuild Private Limited* Sukhda Promoters Private Limited* Sukhjit Projects Private Limited* Sun Glow Buildcon Private Limited* Tacery Builders Private Limited* Tanmay Developers Private Limited*

Tinnitus Builders Private Limited* Tocsin Builders Private Limited* Toddy Builders Private. Limited*. Toff Builders Private Limited* Tome Builders Private Limited* Tomtom Builders Private Limited* Trapeze Builders Private Limited* Trattoria Properties Private Limited* Trawler Properties Private Limited* Triad Properties Private Limited* True Value Buildcon Private Limited* True Value Hotels India Private. Limited*. Turnip Properties Private Limited* Turret Properties Private Limited* Tushar Projects Private Limited* Tussock Properties Private Limited* Tyro Properties Private Limited* Utility Estates Private Limited* Utkarsh Buildcon Private Limited* Valise Propbuild Private Limited* Velour Properties Private Limited* Verve Conbuild Private Limited* Vespers Properties Private Limited*

India India India India India India India India India India India India India India India India India India India India India India India Country of Incorporation India India India India India India India India India India India India India India India India India India India India India India India

96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% % of Voting Power as at June 30, 2007 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96% 96%

Name of the Entity Vestry Conbuild Private Limited* Vicinity Properties Private Limited* Virasat Buildcon Private Limited* VPG Developers Private Limited* Waif Propbuild Private Limited* Wedge Properties Private Limited* Whelk Properties Private Limited* Whelsh Properties Private Limited* White Snow Realtors Private Limited* Whiting Builders Private Limited* Winkle Properties Private Limited* Wok Propbuild Private Limited* Wrasse Properties Private Limited* Yakka Conbuild Private Limited* Yeti Properties Private Limited* Yogiraj Promoters Private Limited* Yoke Projects Private Limited* Yukti Projects Private Limited* Zing Properties Private Limited* Zither Buildwell Private Limited* Zonex Developers Private Limited* Zonex Estates Private Limited* Zulu Properties Private Limited*

@ The Company owns 96% stake equitably through its wholly owned subsidiaries Nandita Promoters Private Limited, Pratham Promoters Private Limited, Prayas Buildcon Private Limited and Wembley Estates Private Limited. * Subsidiaries (direct and indirect) of Shrey Promoters Private Limited. 23. The Company has entered into a joint venture agreement with AAPC Hotels Management Pte Limited for establishing joint control over Budget Hotels India Private Limited which however, is also a subsidiary within the meaning of Accounting Standard (AS) -21 Consolidated Financial Statements. Accordingly, the said company has been consolidated as per the provisions of AS21 in these restated consolidated financial statements of the Group. 535

24. The Group has during the period ended June 30, 2007 entered in a Memorandum of Understanding with a third party to jointly control a Joint Venture company Leighton Constructions India Private Limited (Leighton). Accordingly the Group has contributed Rs. 49.9 million during the period, for allotment of 4,990,000 equity shares of Rs. 10/- each (fully paid up) of Leighton. Further a sum of Rs. 0.1 million has been paid to the erstwhile promoters of Leighton for purchasing 10,000 equity shares of Rs. 10/- each (fully paid up). The entire 5,000,000 equity share have been allotted subsequent to June 30, 2007 taking the Groups total interest in Leighton to 50%. Since neither the shares were allotted nor had the Group established any management control over Leighton till June 30, 2007, the provisions of Accounting Standard 27 Financial Reporting of Interests in Joint Ventures in respect of Leighton is not applicable as at and for the period ended June 30, 2007. 25. The provision for taxation for the Group has been made considering the profits of the individual components of the Group for the quarter ended June 30, 2007, which will get finalized based on the profits at the end of the respective tax years of the individual components of the Group.

26. Capital Commitments (Rupees million) Particulars Estimated amount of contracts (Net of advances) remaining to be executed on capital account and not provided for As at June 30, 2007 As at March 31, 2007

780.3

442.3

The Group has entered into certain agreements with possessors/ lessees of land to develop properties on such land and operate such properties. In lieu of the same, the Group has agreed to transfer certain percentage of future revenues arising from the operations of the same, as assignment cost to these parties. Since the estimated future revenues and consequential assignment cost cannot be ascertained as on date, the amount payable in exchange of getting such development and operating rights is not being separately disclosed in the restated financial statements. 27. Contingent Liabilities Not Provided for (Rupees million) Particulars Corporate Guarantee given by the Group against credit facilities availed of by a body corporate As at June 30, 2007 As at March 31, 2007

100.0

100.0

28. On September 12, 2007, some of the entities of the Group were subjected to a search/ survey under section 132 and 133 of the Income Tax Act, 1961. During the course of this search/ survey, the income tax authorities have taken custody of certain documents/ records and recorded statements of certain officials of the Group. Simultaneously, there were similar searches conducted at the residences of directors/ promoters/ promoter companies. The tax officials are examining the records seized and statements recorded during the course of the search. The Group has not received any communication or demand notice so far from the income tax department in connection with the said search/ survey. Pending completion of search proceedings, tax liability, if any that may arise on this account, is presently unascertainable, and will be recognized upon conclusion of search proceedings. 536

29. Segment Information: Business Segments Based on the nature of activities, risk and rewards, organization structure and internal reporting system, the Group has the following business segments: iii. iv. Real Estate: Promotion, construction, development and sale of integrated townships, residential and commercial property, IT Parks, SEZs etc. Others: Development and operation of hospitality, entertainment and leisure, healthcare, education, etc. (This space has been intentionally left blank)

537

(Rupees million) Particulars Real Estate Year ended Period ended March 31, June 30, 2007 2007 1,733.9 971.7 82.1 Others Period ended Year ended March 31, June 30, 2007 2007 (1.7) Total Period Year ended March 31, ended June 2007 30, 2007 1,733.9 970.0 (175.3) 82.1 (750.1)

REVENUE External revenue SEGMENT RESULT Profit/(Loss) Unallocated corporate expenses net of unallocated income Operating profit Interest expense Interest income Income taxes Net profit OTHER INFORMATION Segment assets Unallocated corporate assets TOTAL ASSETS Segment liabilities Unallocated corporate liabilities TOTAL LIABILITIES Capital expenditure Unallocated Capital Expenditure Depreciation/ Amortization Unallocated depreciation Non cash expenses other than depreciation

794.7 (41.3) 29.8 (285.0) 498.2

(668.0) (46.7) 37.0 212.3 (465.4)

76,813.0

69,490.9

8,286.6

6,848.0

85,099.6 1,517.7 86,617.3 36,820.4 2,130.8 3,8951.2

76,339.0 2,393.1 78,732.1 30,150.8 1,882.7 32,033.5 5,338.5 729.5 41.0 5.1

31,810.7

26,783.6

5,009.7

3,367.2

908.7

0.9

570.7

5,337.6

1,479.4 28.5 0.1 17.7 -

0.1

Geographic Segments Although the Groups major operating divisions are managed on worldwide basis, their operations may be classified as those within and outside India.The following table shows the distribution of the Groups consolidated revenue and assets by geographical markets: (Rupees million) June 30, 2007 Segment Revenue Domestic Overseas Total Segment Assets Domestic Overseas Total 1,733.9 1,733.9 86,349.2 268.1 86,617.3 March 31, 2007

78,718.7 13.4 78,732.1

30. Assets taken under Operating Leases: 538

Office premises are obtained on operating leases. One of the leases for office premises is for twelve years and is non-cancelable. Further, there is an escalation clause in the lease agreement. The details are as under: (Rupees million) As at March 31, 2007 4.0 25.2 31.3

Minimum Lease Payments : Not later than one year Later than one year but not later than five years Later than five years

As at June 30, 2007 4.1 25.6 30.5

Except as disclosed above, there is no contingent rent in the lease agreements. The lease term is for 1-3 years and is renewable at the mutual agreement of both the parties. There is no escalation clause in the lease agreements. There are no restrictions imposed by lease arrangements. There are no subleases and all the leases are cancelable in nature. 31. The break up of deferred tax assets (net) is as under(Rupees million) Particulars Differences in depreciation and other differences in block of fixed assets as per tax books and financial books Gross Deferred Tax Liabilities (A) Unabsorbed depreciation Business losses carried forward Effect of expenditure debited to profit & loss account in the current period but allowable for tax purpose in following period Gross Deferred Tax Assets(B) Deferred Tax Assets/ (Net) (B-A) As at June 30, 2007 9.3 9.3 As at March 31, 2007 11.2 11.2 26.7 194.5

23.3

38.3

23.3 14.0

259.5 248.2

Note:The Group had recognized Deferred Tax Assets as at March 31, 2007 on timing differences including those created on unabsorbed depreciation and carried forward business losses. The same was done after considering the estimated margins on unexecuted orders on hand till date of signing off of balance sheet. The management was virtually certain that the Group will generate sufficient profits to realize the deferred tax assets. 32. Gratuity and other employment benefit plans The Group has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. Unavailed leaves can be encashed (on last drawn salary) either at the time of separation from the Group or accumulation of leaves beyond 45 days. The following tables summarize the components of net benefit expense recognized in the Profit and Loss Account and the amounts recognized in the balance sheet for the respective plans.

539

e)

Net Employee benefit expense recognized during the period ended June 30, 2007 and year ended on March 31, 2007 (Rupees million) Gratuity (Funded) Leave Encashment June 30, 2007 March 31, 2007 June 30, 2007 March 31, 2007 1. Current Service cost 0.96 2.56 1.45 4.83 2. Interest Cost on benefit 0.07 0.02 0.11 0.03 obligation 3. Expected return on plan (0.02) (0.07) assets 4. Actuarial (gain) / loss 0.92 0.69 (0.02) .03 5. Net benefit expense 1.93 3.20 1.54 4.89 Actual return on plan assets 0.08 -

Net Asset / (Liability) recognized in the Balance sheet as at June 30, 2007 and March 31, 2007 (Rupees million) Gratuity (Funded) Leave Encashment June 30, 2007 March 31, 2007 June 30, 2007 March 31, 2007 1.Present value of defined 5.51 3.56 6.84 5.31 benefit obligation 2. Fair value of plan assets 0.92 0.92 3. Surplus/(deficit) of funds (4.59) (2.64) (6.84) (5.31) 4. Net asset/ (liability) (4.59) (2.64) (6.84) (5.31) g) Changes in Present Value of the defined benefit obligation are as follows : Gratuity (Funded) June 30, 2007 March 31, 2007 3.56 0.36 0.96 0.07 0.91 5.50 2.56 0.03 0.62 3.57 (Rupees million) Leave Encashment June 30, 2007 March 31, 2007 5.31 0.42 1.45 0.11 (0.02) 6.85 4.83 0.03 0.03 5.31

f)

1. Defined benefit obligation at the beginning of the period 2. Current Service cost 3. Interest Cost on benefit Obligation 4. Actuarial (gain)/ loss 5. Benefits paid 6. Defined benefit obligation at the end of the period

h) Changes in Fair Value of Plan Assets are as follows : Gratuity (Funded) June 30, 2007 March 31, 2007 0.92 0.92 0.02 0.07 (0.02) (0.07) 0.92 0.92 (Rupees million) Leave Encashment June 30, 2007 March 31, 2007 NA NA NA NA NA NA NA NA NA NA NA NA

Opening fair value of plan assets Expected return Contributions by employer Benefits Paid Actuarial gains / (losses) Closing fair value of plan assets

Note:1. The Groups expected contribution to the fund in the next year is not presently ascertainable. 2. The Group is maintaining a fund with the Life Insurance Corporation of India (LIC) to meet its gratuity liability. The present value of the plan assets represents the balance available with the LIC as at the end of the period. The total value of Plan Assets amounting to Rs.1.0 million is as certified by the LIC.

e)

The principal assumptions used in determining Gratuity and Leave Encashment obligations are as follows: Gratuity (Funded) 540 Leave Encashment

1. Discount rate 2. Expected rate of return on plan assets 3. Mortality 4. Withdrawal rate Age Upto 30 years 30 44 years Above 44 years

June 30, 2007 8% 7.5% LIC (1994-96) Ultimate Withdrawal rate 3% 2% 1%

March 31, 2007 8% 7.5% LIC (1994-96) Ultimate Withdrawal rate 3% 2% 1%

June 30, 2007 8% LIC (1994-96) Ultimate Withdrawal rate 3% 2% 1%

March 31, 2007 8% LIC (1994-96) Ultimate Withdrawal rate 3% 2% 1%

Notes:Estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority promotion and other relevant factors, such as supply and demand in the employment market. g) Amounts for the current and previous periods is as follows: Gratuity June 30, March 31, 2007 2007 5.51 3.57 0.92 0.92 (4.59) (2.65) (Rupees million) Leave encashment June 30, 2007 March 31, 2007 6.84 5.31 (6.84) (5.31)

Defined benefit obligation Plan assets Surplus / (deficit)

33. Derivatives and unhedged foreign currency exposures The Group takes various types of derivative instruments to hedge its future loans & interest liabilities. The category-wise outstanding position of derivative instruments is as under:(In USD millions) Particulars of Derivatives Nature Purpose June 30, 2007 March 31, 2007 64.44 67.06 Currency Swap Hedging of Loan and interest liability 49.38 45.16 Coupon - only Hedging of interest liability Swap 7.00 Call Option Hedging of loan liability

(This space has been intentionally left blank)

541

The amount of foreign currency exposures that are not hedged by a derivative instrument or otherwise are as under: Particulars From Indian Operations Foreign currency loan (USD in millions) Interest Accrued but not due: USD in millions YEN in millions Foreign Creditors: USD in millions Euros in millions GBP in millions AED in millions From Overseas Operations Interest in subsidiaries SGD in million Closing rates are as follows:USD JPY AED CHF Euros SGD GBP 12 June 30, 2007 40.50 0.3289 11.05 26.52 82.00 March 31, 2007 43.46 0.3689 11.836 1.2155 58.27 28.40 82.00 June 30, 2007 Foreign Amount (Rs. Currency Million) 4.43 179.3 March 31, 2007 Foreign Amount (Rs. Currency Million) 11.43 496.7

0.04 59.53 0.0025 0.33

1.5 19.6 0.2 3.7

0.04 24.54 0.93 0.01 0.007 8.63

1.7 9.1 40.3 0.6 0.6 102.2

10.607

281.3

0.938

26.7

The Group is engaged in real estate development. The Group has acquired various land banks and is into initial stage of project implementation. As per the Groups business plan, the projects will have multiple properties consisting of Hotels, Retail outlets, integrated townships, flats, residential and commercial multistoried buildings and IT Parks which will be classified under Fixed Assets, Investment Properties and Inventories, as the case may be, based on ultimate end use pattern as per final business plan of the Group. The Group is in the process of getting approvals from appropriate authorities for its project plans. The allocation of land cost into various categories of assets will be done after such approvals of project plans have been received. Pending receipt of such approvals and final allocation of land bank, the cost of such land is shown separately under the head inventories. The Group has not created Debenture Redemption Reserve in respect of redeemable non convertible debentures in the interim financial statement for the quarter ended June 30, 2007 as the same are created on an annual basis, subject to availability of adequate profits. Fixed Assets of the Group includes intangible assets as follows: (Rupees million) Computer Software June 30, 2007 March 31, 2007 17.8 14.8 5.1 5.7

13

14

Particulars Gross Value Net Value Note:

Goodwill June 30, 2007 March 31, 2007 889.4 889.3 889.4 889.3

Goodwill as at June 30, 2007 and March 31, 2007 as recognized in is net of Capital Reserve of Rs.48.4 million. 542

15

As per terms of the licenses of certain projects executed by the Group in some states of India, the Group is required to construct residential units/develop plots for economically weaker sections on specified area of land. The sale price of such units/plots is to be fixed by the government authorities and sale is also to be arranged by the government authorities. Sale price for such units/plots is not yet notified by the Government. Hence, projections of revenues, profits and cost to completion of such projects made by the management are without considering the effect of profit/loss on sale of such units/plots. Accordingly, the projections of revenues, profits and cost to completion are subject to adjustments, which would be determined upon the sale price being fixed by the government authorities. Loss on account of foreign exchange difference on outstanding foreign exchange contracts aggregating to Rs.7.2 million as at June 30, 2007 is being carried forward to be recognized in the profit and loss account in the next period. Loans and advances as at June 30, 2007 and March 31, 2007 include Rs. 12,337.9 million and Rs. 12,803.4 million respectively, paid to certain parties (including associates) for acquiring land for development of real estate projects, either on collaboration basis or self development basis. The Company has issued preference shares aggregating to Rs. 9,225.3 million which are compulsorily convertible into Equity shares at a price which shall be equal to the price at which shares are allotted to the public in the Initial Public Offer. For calculating diluted earnings per share, the same have been considered as convertible into equity shares using the latest transaction price for issue of equity shares by the Company. The disclosures as per provisions of Clauses 38, 39 and 41 of Accounting Standard 7 are as under: (Rupees million) Period ended June 30, 2007 Year ended March 31, 2007 5,109.9 4,513.3 4,022.1 3,425.6

16

17

18

19

a) b) c) d) e) f)

Contract revenue recognized as revenue in the period Clause 38 (a) Aggregate amount of costs incurred and recognized profits up to the reporting date on Contract under progress Clause 39 (a) Advance received on Contract under progress Clause 39 (b) Retention amounts on Contract under progress Clause 39 (c) Gross amount due from customers for contract work as an asset Clause 41(a) Gross amount due to customers for contract work as a liability Clause 41 (b)

1,733.9 7,299.8 4,526.2 4,882.2 2,108.7

As per our report of even date

For S.R.Batliboi & Co. Chartered Accountants

For and on behalf of the Board of Directors

per Raj Agrawal Partner Membership No.82028

Shravan Gupta Managing Director

Siddharth Gupta Director

Place : New Delhi Date : September 21, 2007

Sanjay Baweja Chief Financial Officer 543

Surender Varma Company Secretary

ANNEXURE-XIX: DETAILS OF OTHER INCOME (Rupees Million) SOURCE OF INCOME For the three months period ended June 30, 2007 197.8 783.4 25.25% For the year ended March 31, 2007 168.7 (677.8) * Nature Related/ Non Related to business Activity

Other Income, as Restated Profit/ (loss) before tax, as Restated Percentage Source of Income Interest -Bank Deposit -Other Dividend Income from Current Investments Profit on Sale of Current Investments Miscellaneous Income Exchange Difference (Net) Registration Fees Gain on Sale of Unsuitable Land (Net) Total

3.5 26.3 4.9 0.3 153.0 9.8 197.8

10.9 26.3 4.3 10.4 0.2 15.5 52.8 48.3 168.7

Recurring Recurring Recurring Non Recurring Non Recurring Non Recurring Recurring Recurring

Not related Not related Not related Not related Related Related Related Related

Notes : 2. The classification of Other Income as Recurring/ Non Recurring and related/ Not Related to business activities is based on the current operations and business activities of the Group as determined by the management. 2. of * The figures disclosed above are based on the Restated Consolidated Summary Statement of Profits and Losses the Group. Since there is Net Loss before tax, the percentage has not been shown.

544

ANNEXURE-XX: CAPITALIZATION STATEMENT AS AT JUNE, 30, 2007 PARTICULARS Pre Issue (Rupees Million) Post Issue

Long Term Debts Short Term Debts

24,215.0 7,241.0

[ ] [ ]

Total Debts Shareholders Funds -Equity Share Capital -Preference Share Capital Reserves as Restated -Securities Premium Account -Profit and Loss Account Total Shareholders Funds Long Debts/ Equity

31,456.0

1,073.7 9,225.3

[ ] [ ]

37,359.3 7.8 47,666.1 0.51

[ ] [ ]

[ ]

Notes: 5. Short term debts represent debts which are due within twelve months from June 30, 2007 6. 7. 8. Long term debts represents debts other than short debts, as defined above. The figures disclosed above are based on the Restated Consolidated Summary Statement of Assets and Liabilities of the Group as at June 30, 2007. Long Term debts/ Equity = Long Term Debts Shareholders Funds .

5. The corresponding post issue figures are not determinable at this stage pending the completion of Book Building Process and hence have not been furnished.

545

ANNEXURE-XXI: DETAILS OF LOANS SECURED LOANS PARTICULARS Loans From Banks Cash Credits Rupee Term Loans Other Loans Rupee Term Loan 2500, 11.5% Redeemable Non-Convertible Debentures of 1,000,000 each. Total As at June 30, 2007 137.0 80.0 (Rupees Million) As at March 31, 2007 195.5 1,500.0

Rs.

862.5 2,500.0 3,579.5

1,000.0 2,695.5

Notes: g) Of the Cash Credit facilities from banks aggregating to Rs.137.0 million, cash credit to the extent of Rs.100.0 million is secured against pledge of fixed deposit with the bank of an equivalent amount together with the interest and all monies payable thereunder. h) Further Cash Credit facilities from banks amounting to Rs.37.0 million and Rupee Term Loan of Rs.80.0 million are secured by way of equitable mortgage over some of the properties owned by Group/ Associate Companies at an asset cover of 1.4 times, and are further secured by corporate guarantee given by Emaar properties PJSC Irrevocable, unconditional and payable on demand Corporate Guarantees of the Companies owning land offered for mortgage. i) Rupee term loan of Rs.862.5 million availed from Citicorp Finance India Limited is secured by an equitable mortgage on immovable property of the Group. The same is due for repayment on September 12, 2007. j) Non convertible debentures of Rs.2,500.0 million issued to Prudential ICICI Trust Limited are secured by equitable mortgage over a property owned by the Group in the state of Gujarat. These debentures are further secured by a charge on the future receivables of Group's share of Escrow account in two of the projects undertaken by the Group. According to the redemption schedule fixed by Prudential ICICI, 250 debentures are due for redemption on 25th September, 2007, 400 on 25th December, 2007, 500 on 21st March, 2008 and balance 1,350 on 24th June, 2008. k) Interest rate on cash credit facility is payable in the range of 8.5-14% for the period/ year ended June 30, 2007 and March 31, 2007. Interest rate on rupee terms loans is payable at 10.8-14% for the period/ year ended June 30, 2007 and March 31, 2007. l) The figures disclosed above are based on the Restated Consolidated Summary Statement of Assets and Liabilities of the Group.

546

ANNEXURE-XXI: DETAILS OF LOANS UNSECURED LOANS PARTICULARS Short Term -Debentures 50, 11% Redeemable Non - Convertible Debentures of Rs. 10,000,000 each. 25, 11.05% Redeemable Non - Convertibles Debentures of Rs. 10,000,000 each. 25, 11.25% Redeemable Non-Convertible of Rs. 10,000,000 each. 100, 10.25% Redeemable Non-Convertible of Rs. 10,000,000 each. -Rupee Term Loans Other -Foreign Currency Term Loans Debentures -179,195, 3% Fully Convertible Debentures of Rs 1,00,000 each -62,955, 13.48 % Fully Convertible Debentures of Rs 1,00,000 each Total Notes: k) Short term loans include redeemable, non-convertible, unsecured debentures of Rs.500.0 million privately placed at a coupon rate of 11% p.a. with the maturity date of July 30, 2007. l) Short term loans include redeemable, non-convertible, unsecured debentures of Rs.250.0 million privately placed at a coupon rate of 11.05% p.a. with the maturity date of July 13, 2007. m) Short term loans include redeemable, non-convertible, unsecured debentures of Rs.250.0 million privately placed at a coupon rate of 11.25% p.a. with the maturity date of September 11, 2007. n) Short term loans include redeemable, non-convertible, unsecured debentures of Rs.500 million and Rs.500.0 million privately placed at a coupon rate of 10.25% p.a. with the maturity dates of July 23 and July 25, 2007 respectively. o) Rupee loans amounting to Rs.500.0 million have been availed from Hongkong and Shanghai Banking Corporation Limited and Standard Chartered Bank against. p) Foreign currency loans of Rs 1,161.5 million have been availed from Hongkong and Shanghai Banking Corporation Limited. q) Unsecured fully convertible debentures of Rs.17,919.5 million have been privately placed. These are convertible into redeemable preference shares at a premium of 20.23% at the end of 38 months period from the date of subscription, i.e. 17th October, 2006. r) Unsecured fully convertible debentures of Rs 6,295.5 million have also been privately placed. These are convertible into redeemable preference shares at par at the end of 38 months period from the date of subscription, i.e. 20th April, 2007. s) Interest rate on rupee term loans is payable in the range of 10.8-14% for the period/ year ended June 30, 2007 and March 31, 2007. Interest rate on foreign currency term loans is payable at 7.21% for the period/ year ended June 30, 2007 and March 31, 2007. t) The figures disclosed above are based on the Restated Consolidated Summary Statement of Assets and Liabilities of the Group. As at June 30, 2007 500.0 250.0 250.0 1,000.0 500.0 As at March 31, 2007 250.0 3,110.0

1,161.5 17,919.5 6,295.5 27,876.5

1,191.7 17,919.5 22,471.2

547

ANNEXURE-XXII: DETAILS OF INVESTMENTS PARTICULARS Long Term Investments (At Cost) Trade Investment, unquoted 2,600,000 Preference Shares of Rs.100 each in Aryan Lifestyle Private Limited Sub-Total (A) Current Investments (At lower of cost and market value) Non Trade Investment, quoted 4,000,000 Units of HSBC Cash Fund Mutual fund of Rs.10 each 11,500,000 Units of Kotak Mahindra Mutual Fund of Rs.10 each 15,000,000 Units of Lotus India MF Collection Mutual fund of Rs.10 each 10,000,000 Units of Deutsche MF Collection Mutual fund of Rs.10 each Sub-Total (B) Grand Total (A+B) Aggregate amount of quoted investment Aggregate amount of unquoted investment Market Value of quoted investment 2. 260.0 260.0 40.0 115.0 150.0 100.0 405.0 665.0 260.0 405.0 405.3 260.0 260.0 260.0 260.0 As at June 30, 2007 (Rupees Million) As at March 31, 2007

Note: The figures disclosed above are based on the Restated Consolidated Summary Statement of Assets and Liabilities of the Group.

548

ANNEXURE-XXIII: SUNDARY DEBTORS PARTICULARS Unsecured; Considered Good Debts Outstanding for a period exceeding six months Other Debts (other than Promoter Group Companies) Total (Rupees Million) As at June 30, As at March 31, 2007 2007 15.9 15.9 -

Notes: 1. The list of entities classified as 'Promoter Group Companies' is determined by the Management and relied upon by Auditors. The Auditors have not performed any procedures to determine whether this list is accurate or complete. 2. The figures disclosed above are based on the Restated Consolidated Summary Statement of Assets and Liabilities of the Group.

549

ANNEXURE-XXIV: OTHER CURRENT ASSETS PARTICULARS Accrued Revenue Interest Accrued on Deposit Total (Rupees Million) As at June 30, As at March 31, 2007 2007 1,066.6 7.1 9.5 1,076.1 7.1

Note: 1. The figures disclosed above are based on the Restated Consolidated Summary Statement of Assets and Liabilities of the Group.

550

ANNEXURE-XXV: DETAIL OF LOANS AND ADVANCES PARTICULARS Unsecured, Considered goods Loans to Employees Advances to Group Companies Advances/ Deposits to others for Land Advances Recoverable in cash or in kind or for value to be received Share Application Money Pending Allotment Advance Tax, including taxes deducted at source Balances with Excise Authorities Advance Fringe Benefit Tax (net of provision) Deposits-Others Unsecured, Considered doubtful Advances/ Deposits to others for Land Less: Provision for doubtful advances Total Amount outstanding from Promoter Group Companies From Promoter Group Companies Total (Rupees Million) As at June 30, As at March 31, 2007 2007 3.6 768.5 12,312.9 528.9 52.6 84.8 0.7 468.5 88.9 14,309.4 88.9 14,220.5 768.5 768.5 4.0 729.4 10,840.3 381.3 9.8 49.4 0.2 43.6 88.9 12,146.9 88.9 12,058.0 729.4 729.4

Notes: 1. The list of entities classified as Promoter Group Companies has been determined by the Management and relied upon by Auditors. The Auditors have not performed any procedures to determine whether this list is accurate or complete. 2. The figures disclosed above are based on the Restated Consolidated Summary Statement of Assets and Liabilities of the Group.

551

ANNEXURE-XXVI: STATEMENT OF ACCOUNTING RATIOS PARTICULARS For the three months period ended June 30, 2007 4.65 2.27 1.30% 358.03 107,160,078 112,023,096 219,183,174 107,368,764 For the year ended March 31, 2007 (10.33) (9.71) (1.32)% 332.07 45,040,622 2,873,448 47,914,070 105,981,764

Earning/ (Loss) per Share Basic (Rs.) Earning/ (Loss) per Share Diluted (Rs.) Return on Net Worth % Net Asset Value per Equity Share (Rs.) Weighted average number of equity shares used in calculating basic earning per share Add: Weighted average number of equity shares which would be issued on the allotment against share application money or exercise of option ( refer note no D 20 in annexureXVIII) Weighted average number of equity shares used in calculating diluted earning per share Total number of equity shares outstanding at the end of the period/ year Notes: 2. The Ratios have been computed as below: Earnings per Share Return on Net Worth Net Assets Value per Equity Share

Net Profit/ (Loss) as restated, attributable to equity shareholders Weighted average number of equity shares outstanding during the period/ year Net Profit/ (Loss) after tax, as restated Net Worth Net Worth . Number of equity shares outstanding at the end of the period/ year .

2. Net Worth = Equity Share Capital + Securities Premium Account +/( - ) Surplus/(Deficit) in Profit and Loss Account 3. Earning per share calculations are in accordance with Accounting Standard 20 "Earnings per share". 4. The figures disclosed above are based on the Restated Consolidated Summary Statement of Assets and Liabilities and Profits and Losses of the Group.

552

ANNEXURE-XXVII: DETAILS OF RATES OF DIVIDEND PARTICULARS Face Value (Rs./ Share) For the three months period ended June 30, 2007 For the year ended March 31, 2007 -

Class of Shares Equity Share Capital 0.1% Non Cumulative Fully Convertible Preference Shares Dividend Dividend on Equity Shares -Rate -Amount 0.1% Non Cumulative Fully Convertible Preference Shares -Rate -Amount Dividend Tax Note: 1.

10.0 10.0

The amounts paid as dividends in the past are not necessarily indicative of the Group's dividend policy in the future.

553

2. Annexure XXVIII: A. Details of the List of Related Parties and Nature of Relationships

A. Key Managerial Personnel (with whom transactions have taken place during the year) 1 2 3 Period ended June 30, 2007 Mr. Shravan Gupta (Executive Vice Chairman and Managing director) Mr. Siddharth Gupta (Whole time director) Mr. Siddharth Sareen (Whole time director) 1 2 3 Year ended March 31, 2007 Mr. Shravan Gupta (Executive Vice Chairman and Managing director) Mr. Siddharth Gupta (Whole time director) Mr. Siddharth Sareen (Whole time director)

B. Relatives of key managerial personnel (with whom transactions have taken place during the year) 1 2 Period ended June 30, 2007 Smt. Arti Gupta (Mother of Mr. Shravan Gupta) Mr. Rajiv Gupta (Father of Mr. Shravan Gupta) 1 2 3 4 5 6 Year ended March 31, 2007 Smt. Arti Gupta (Mother of Mr. Shravan Gupta) Mr. Rajiv Gupta (Father of Mr. Shravan Gupta) Mrs. Parul Gupta (Wife of Mr. Shravan Gupta) Mrs. Shilpa Gupta (Wife of Mr. Siddharth Gupta) Mr. Sudhir Sareen (Father of Mr. Siddharth Sareen) Mrs. Sunita Sareen (Mother of Mr. Siddharth Sareen)

C. Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture (with whom transactions have taken place during the year) 1 2 3 4 Period ended June 30, 2007 MGF Developments Limited Emaar Properties, PJSC Emaar Holdings II Kallarister Trading Company 1 2 3 4 Year ended March 31, 2007 MGF Developments Limited Emaar Properties, PJSC Emaar Holdings II Kallarister Trading Company

D. Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise (with whom transactions have taken place during the year): 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 Period ended June 30, 2007 Aryan Lifestyle Private Limited Augite Estate Private Limited Boulder Hills Leisure Private Limited Capital Vehicle Sales Private Limited Columbia Holdings Private Limited Dainty Estates Private Limited Discovery Holdings Private Limited Divine Buildtech Private Limited Emaar Hills Township Private Limited Grosvenor Estates Private Limited Hira Realtors Private Limited Loupen Services Limited Madhya Promoters Private Limited Moonlight Continental Private Limited Pavni Developers Private Limited Sojanya Promoters Private Limited SSP Properties Private Limited Vishnu Apartments Private Limited VMR Promoters Private Limited 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 Year ended March 31, 2007 Aryan Lifestyle Private Limited Augite Estate Private Limited Boulder Hills Leisure Private Limited Capital Vehicle Sales Private Limited Columbia Holdings Private Limited Dainty Estates Private Limited Discovery Holdings Private Limited Divine Buildtech Private Limited Emaar Hills Township Private Limited Grosvenor Estates Private Limited Hira Realtors Private Limited Life Line Buildtech Private Limited Loupen Services Limited Madhya Promoters Private Limited Moonlight Continental Private Limited Pavni Developers Private Limited Sojanya Promoters Private Limited SSP Properties Private Limited Vishnu Apartments Private Limited VMR Promoters Private Limited

554

ANNEXURE-XXVIII : B. CONSOLIDATED DETAILS OF TRANSACTIONS WITH RELATED PARTIES

S. No. Particulars Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture Key Management Personnel Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise Period Year ended Period ended Year ended ended Mar 2007 Jun 2007 Mar 2007 Jun 2007 Relatives of Key Management Personnel

(Rupees Million) Total

Period ended Jun 2007 A. 1. Transactions during the year/ period Remuneration : Siddharth Gupta Shravan Gupta Siddharth Sareen 2. Interest received : Sojanya Promoters Private Limited MGF Developments Limited VMR Promoters Private Limited Divine Buildtech Private Limited Others 11.3 11.3 3. Investment Purchased: Siddharth Gupta Shravan Gupta -

Year ended Mar 2007

Period ended Jun 2007

Year ended Mar 2007

Period ended Jun 2007

Year ended Mar 2007

3.0 3.8 3.4 10.2

7.8 13.4 12.0 33.2

3.0 3.8 3.4 10.2

7.8 13.4 12.0 33.2

6.0 3.7 1.4 2.1 13.2

16.9 5.4 2.5 1.0 25.8

6.0 11.3 3.7 1.4 2.1 24.5

16.9 5.4 2.5 1.0 25.8

112.7 224.8

112.7 224.8

555

Siddharth Sareen Others

14.7 14.7

39.3 376.8

0.9 0.9

39.3 15.6 392.4

ANNEXURE-XXVIII : B. CONSOLIDATED DETAILS OF TRANSACTIONS WITH RELATED PARTIES

S. No. Particulars Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise Period Year ended ended Mar 2007 Jun 2007 Key Management Personnel Relatives of Key Management Personnel

(Rupees Million) Total

Period ended Jun 2007 4. Loans Given : Sojanya Promoters Private Limited VMR Promoters Private Limited MGF Developments Limited SSP Properties Private Limited Others 305.9 305.9 5. Loans received back : Vishnu Apartments Private Limited -

Year ended Mar 2007

Period ended Jun 2007

Year ended Mar 2007

Period ended Jun 2007

Year ended Mar 2007

Period ended Jun 2007

Year ended Mar 2007

22.1 22.1

180.0 180.0

345.0 145.0 91.9 581.9

305.9 180.0 485.9

345.0 145.0 22.1 91.9 604.0

20.0

20.0

556

S. No.

Particulars

Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture

Discovery Holdings Private Limited MGF Developments Limited VMR Promoters Private Limited Sojanya Promoters Private Limited Others

Period ended Jun 2007 22.0 22.0

Year ended Mar 2007 -

Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise Period Year ended ended Mar 2007 Jun 2007 5.9 145.0 230.0 1.7 375.0 27.6

Key Management Personnel

Relatives of Key Management Personnel

Total

Period ended Jun 2007 -

Year ended Mar 2007 -

Period ended Jun 2007 -

Year ended Mar 2007 -

Period ended Jun 2007 22.0 145.0 230.0 397.0

Year ended Mar 2007 5.9 1.7 27.6

6.

Expenses Recovered: Active Promoters Private Limited MGF Developments Limited Others 0.7 0.7 0.3 1.3 1.6 0.7 0.7 0.3 1.3 1.6

ANNEXURE-XXVIII : B. CONSOLIDATED DETAILS OF TRANSACTIONS WITH RELATED PARTIES

S. No. Particulars Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with Key Management Personnel Relatives of Key Management Personnel

(Rupees Million) Total

557

S. No.

Particulars

Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture

Period ended Jun 2007 Period ended Jun 2007 7. Expenses reimbursed : Boulder Hills Leisure Private Limited Emaar Hills Township Private Limited MGF Developments Limited Emaar Properties, PJSC 0.4 0.4 8. Corporate guarantees given : Aryan Lifestyle Private Limited 9. Equity Shares issued : Mr Shravan Gupta Mr.Siddharth Gupta Mr.Siddharth Sareen -

Year ended Mar 2007

Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise Period Year ended ended Mar 2007 Jun 2007 the reporting enterprise Period ended Jun 2007 Year ended Mar 2007

Key Management Personnel

Relatives of Key Management Personnel

Total

Period ended Jun 2007 Period ended Jun 2007

Year ended Mar 2007

Period ended Jun 2007

Year ended Mar 2007

Period ended Jun 2007 Period ended Jun 2007

Year ended Mar 2007

Year ended Mar 2007

Year ended Mar 2007

Period ended Jun 2007

Year ended Mar 2007

Year ended Mar 2007

9.4 116.8 126.2

3.8 5.3 9.1

0.4 0.4

3.8 5.3 9.4 116.8 135.3

100.0 100.0

100.0 100.0

171.4 86.0 30.0

171.4 86.0 30.0

558

S. No.

Particulars

Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture

Emaar Holdings II Others

Period ended Jun 2007 -

Year ended Mar 2007 30,520.9 30,520.9

Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise Period Year ended ended Mar 2007 Jun 2007 -

Key Management Personnel

Relatives of Key Management Personnel

Total

Period ended Jun 2007 -

Year ended Mar 2007 0.4 287.8

Period ended Jun 2007 -

Year ended Mar 2007 -

Period ended Jun 2007 -

Year ended Mar 2007 30,520.9 0.4 30,808.7

10.

Preference shares issued : Emaar Holdings II 9,225.3 9,225.3 9,225.3 9,225.3

ANNEXURE-XXVIII : B. CONSOLIDATED DETAILS OF TRANSACTIONS WITH RELATED PARTIES

S. No. Particulars Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise Period Year ended ended Mar 2007 Jun 2007 Key Management Personnel Relatives of Key Management Personnel

(Rupees Million) Total

Period ended Jun 2007 11. Investment capital : in Preference Share

Year ended Mar 2007

Period ended Jun 2007

Year ended Mar 2007

Period ended Jun 2007

Year ended Mar 2007

Period ended Jun 2007

Year ended Mar 2007

559

S. No.

Particulars

Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture

Aryan Lifestyle Private Limited

Period ended Jun 2007 -

Year ended Mar 2007 -

Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise Period Year ended ended Mar 2007 Jun 2007 260.0 260.0

Key Management Personnel

Relatives of Key Management Personnel

Total

Period ended Jun 2007 -

Year ended Mar 2007 -

Period ended Jun 2007 -

Year ended Mar 2007 -

Period ended Jun 2007 -

Year ended Mar 2007 260.0 260.0

12.

Call money received : Mr Shravan Gupta Kallarister Trading Company Loupen Services Ltd 198.9 198.9 40.5 40.5 27.0 27.0 27.0 198.9 40.5 266.4

13.

Fixed assets purchased : MGF Developments Limited Capital Vehicle Sales Private Limited 1.0 1.0 6.2 6.2 1.0 6.2 7.2

B.

Balances Outstanding as at year/ period end: Advances outstanding purchase : for land

1.

Hira Realtors Private Limited

268.2

301.5

268.2

301.5

560

S. No.

Particulars

Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture

Godawari Buildwell Private Limited Others

Period ended Jun 2007 -

Year ended Mar 2007 -

Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise Period Year ended ended Mar 2007 Jun 2007 1,636.3 1,725.1 192.1 478.4 2,096.6 2,505.0

Key Management Personnel

Relatives of Key Management Personnel

Total

Period ended Jun 2007 -

Year ended Mar 2007 -

Period ended Jun 2007 -

Year ended Mar 2007 -

Period ended Jun 2007 1,636.3 192.1 2,096.6

Year ended Mar 2007 1,725.1 478.4 2,505.0

ANNEXURE-XXVIII : B. CONSOLIDATED DETAILS OF TRANSACTIONS WITH RELATED PARTIES

S. No. Particulars Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise Period Year ended ended Mar 2007 Jun 2007 Key Management Personnel Relatives of Key Management Personnel

(Rupees Million) Total

Period ended Jun 2007 2. Loans given outstanding (Including Interest) : Sojanya Promoters Private Limited VMR Promoters Private Limited Divine Buildtech Private Limited SSP Properties Private Limited MGF Developments Limited Others 361.0 361.0

Year ended Mar 2007

Period ended Jun 2007

Year ended Mar 2007

Period ended Jun 2007

Year ended Mar 2007

Period ended Jun 2007

Year ended Mar 2007

22.1 22.1

137.9 6.9 55.1 183.7 24.0 407.6

361.9 150.4 115.0 627.3

137.9 6.9 55.1 183.7 361.0 24.0 768.6

361.9 150.4 22.1 115.0 649.4

561

S. No.

Particulars

Investing party or venturer in respect of which the reporting entity is an Associate or Joint Venture

Period ended Jun 2007 3. Advances received outstanding : Mr Rajiv Gupta and Mrs Arti Gupta Vishnu Apartments Private Limited 4. Corporate guarantees outstanding : given

Year ended Mar 2007

Enterprise owned by directors or major shareholders of the reporting enterprise and enterprises that have a member of key management in common with the reporting enterprise Period Year ended ended Mar 2007 Jun 2007

Key Management Personnel

Relatives of Key Management Personnel

Total

Period ended Jun 2007

Year ended Mar 2007

Period ended Jun 2007

Year ended Mar 2007

Period ended Jun 2007

Year ended Mar 2007

9.4 9.4

20.3 20.3

19.6 19.6

20.3 20.3

19.6 9.4 29.0

Aryan Lifestyle Private Limited

100.0 100.0

100.0 100.0

100.0 100.0

100.0 100.0

5.

Creditors outstanding : Emaar Properties, PJSC Boulder Hills Leisure Limited Emaar Hills Township Limited 89.9 89.9 73.3 73.3 52.4 81.8 134.2 55.6 85.9 141.5 89.9 52.4 81.8 224.1 73.7 55.6 85.9 215.2

Private Private

562

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Unless indicated otherwise, the following discussion of our financial condition and results of operations is based on our restated consolidated financial statements as of and for the year ended March 31, 2007 and the three months ended June 30, 2007, including the schedules and notes thereto and the report thereon, which appear in the section titled Financial Statements in this Draft Red Herring Prospectus. Prior to April 1, 2006, the Company was a standalone entity without subsidiaries, and included below is a discussion of the Companys standalone (unconsolidated) financial statements for the period from February 18, 2005, its date of incorporation, to March 31, 2006 and for the year ended March 31, 2007. These financial statements, including the schedules and notes thereto and the report thereon, appear in the section titled Financial Statements in this Draft Red Herring Prospectus. The financial statements presented and discussed in this Draft Red Herring Prospectus are based on Indian GAAP, which differs in certain significant respects from US GAAP. For more information on these differences, see the section titled Summary of Significant Differences between Indian GAAP and US GAAP on page 576. Our fiscal year ends on March 31 of each year. Accordingly, all references to a particular fiscal year are to the twelve-month period ended on March 31 of that year. OVERVIEW We are a real estate developer in India and our primary business is the development of properties in the residential, commercial, retail and hospitality sectors. Our operations span across various aspects of real estate development, such as land identification and acquisition, project planning, designing, marketing and execution. In our residential business line, our main focus is on developing integrated master planned communities in the mid to luxury segment wherein we design, build and sell a wide range of properties including plotted developments, villas, townhouses and apartments of varying sizes. In our commercial business line, we are focussed on developing, selling and leasing office and SEZ properties (in various sectors including IT and ITES) targeted towards a wide range of customers from individual users and small companies to large corporates. In our retail business line, we are developing for sale or lease shopping centres within our integrated master planned communities and on a standalone basis, large destination malls and luxury retail space at our luxury hotel developments. Our hospitality business line is creating product offerings at various price points in the luxury, up-market, mid-market and budget segments across India. We have Land Reserves in various regions across India, amounting to approximately 12,544 acres as of August 31, 2007. As of that date, our Land Reserves are expected to provide us with a Saleable Area of approximately 134.9 million square feet of plotted residential development (including built up villas), 300.0 million square feet of built up residential properties, 86.6 million square feet of commercial properties, 17.0 million square feet of retail properties and 5,225 keys in our hospitality properties. The real estate sector in India has shown an increase in demand in the past few years. Rising disposable incomes in the country have resulted in an increase in demand for high quality residential housing and retail facilities. The growth in the Indian economy has led to increased demand for high quality commercial space, and the increasing demands of business and leisure travel are expected to lead to growth in the countrys hospitality sector, including hotels. We expect these trends to continue and accordingly have embarked on an ambitious growth plan. FACTORS AFFECTING OUR FINANCIAL CONDITION AND RESULTS OF OPERATIONS A number of general factors have affected and we expect will continue to affect our financial condition and performance. The factors affecting us are discussed below. Market Variations in Prices for our Properties The prices of our properties are determined principally by market forces of supply and demand. We price our sales and rental properties by reference to market rates for similar types of properties in their locality. The sales and rental prices of our properties will therefore depend on the location, number, square footage and mix of properties we sell or rent during each fiscal period, and on prevailing market supply and demand conditions at the time we complete development of our real estate projects. Supply and demand conditions in the real estate market in the areas in which we operate, and hence the prices we may charge for our properties, are affected by various factors outside our control, including prevailing local economic, income and demographic conditions, interest rates available to purchasers

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requiring financing, the availability of comparable properties completed or under development, changes in governmental policies relating to zoning and land use, changes in applicable regulatory schemes, and competition from other real estate development firms. Sales Volume and Rate of Progress of Construction and Development For the properties we intend to sell, we follow the percentage of completion method of revenue recognition. Under this method, our revenue from sales depends upon the volume of bookings we are able to obtain for our developments as well as the rate of progress of construction of our projects. Our bookings depend upon our ability to identify suitable types of developments that will meet customer preferences and market trends, and to market and pre-sell our projects; and the willingness of customers to pay for developments or enter into sale agreements well in advance of receiving possession of the properties. Construction progress depends on various factors, including the availability of labour and raw materials, the prompt receipt of regulatory clearances, access to utilities such as electricity and water, and the absence of contingencies such as litigation and adverse weather conditions. This revenue recognition policy is applicable to developments that we intend to sell and for which we have entered into a sale agreement prior to completion of construction; it is not applicable to developments that we intend to lease. We will receive lease income, consisting of income from rental to third parties of our commercial real estate developments and space in our retail developments, upon completion of these projects. Our lease income will depend on the willingness and ability of our commercial and retail tenants to pay rent at the levels that we determine are acceptable to us, as well as the supply of and lease rentals for similar properties in such areas. We will also generate revenues from our hotel properties upon completion. Our revenue from hospitality operations will depend on the occupancy and room rates we are able to obtain for our hotels, the actions of competitors and continued growth in business and leisure tourism in India, among others. Cost and Availability of Land The profitability of our business is dependent on our land acquisition costs and the availability of land for our projects. Our growth is linked to the availability of land in areas where we intend to develop projects. Any government regulations that restrict the acquisition of land or increased competition for land may therefore adversely affect our operations. In addition, excess supply of land will lower the cost of the land and therefore potentially lower the market value of our projects. The cost of acquisition of land, which includes the amounts paid for freehold rights, leasehold rights, cost of registration and stamp duty, represents a substantial part of our project cost. We acquire land from the government and governmental authorities and private parties. The lands we acquire from governmental or development authorities are generally through a tender process, wherein the highest bidder is selected for allotment of land, which are in some cases subject to qualification under technical or financial parameters. In certain cases, the governmental authorities fix a reserve price for the land and all bids below this price are rejected. We are typically required to enter into a deed of conveyance or a lease deed transferring title or leasehold rights in our favour. The registration charges and stamp duty are also typically payable by us. We also acquire the right to develop properties through collaboration with other entities, which own the land. The other party is typically given the option, as consideration, to either share the sale proceeds in a pre-determined proportion depending upon the nature of the project and the location of the land or to receive a pre-determined percentage of the developed area which such party may market at its expense. Construction Costs Construction costs include the cost of raw materials such as steel, cement, wood, flooring materials and other accessories, as well as payments to construction contractors. Raw material prices, particularly those of cement and steel, can be volatile and are subject to factors affecting the Indian and international commodity markets. The timing and quality of construction of the projects we develop depends on the availability and skill of these contractors and consultants, as well as contingencies affecting them, including labor and raw material shortages and industrial action such as strikes and lockouts. Moreover, under laws of the states in which we operate, we may be required to make monetary contributions to state authorities in connection with the use of contract labor. Prevailing Interest Rates in India 564

Our results of operations, and the purchasing power of our real estate customers, are substantially affected by prevailing interest rates and the availability of credit in the Indian economy. Interest rates in India have exhibited a rising trend over the last two fiscal years, with the RBI reverse repo rate rising from 4.75% as of March 31, 2005 to 5.50% and 6.0% as of March 31, 2006 and 2007, respectively. The RBI reverse repo rate remained at 6.0% as of June 30, 2007. Borrowings are an important means of financing our real estate projects. As of June 30, 2007, we had outstanding secured and unsecured loans of Rs. 31,456.0 million, of which Rs. 1,198.5 million was at a floating rate and the balance was at fixed rates. Our ability to borrow funds for the development of our real estate projects is affected in part by the prevailing interest rates available to us from lenders. Changes in prevailing interest rates affect our interest expense in respect of our borrowings, and our interest income in respect of our interest on short-term deposits with banks and loans to associates. Significantly, the interest rate at which we may borrow funds, and the availability of capital to us for development purposes, affects our results of operations by limiting or facilitating the number of projects we may undertake and determining the return which we must obtain from our projects to meet our obligations under our borrowings. Changes in interest rates also affect the ability and willingness of our prospective real estate customers, particularly the customers for our residential properties, to obtain financing for their purchases of units in our developments. The interest rate at which our real estate customers may borrow funds for the purchase of our properties affects the affordability and purchasing power of, and hence the market demand for, our real estate developments. Economic, Income and Demographic Conditions in India We currently perform all of our real estate development activities in India and all of our projects are located in India. As a consequence, our results of operations are significantly affected by factors influencing the Indian real estate development industry and the Indian economy generally. Any slowdown or perceived slowdown in the Indian economy, or in specific sectors of the Indian economy, could adversely impact our business and financial performance. For example, our management believes that demand for our real estate developments may be substantially affected by future growth in key sectors of the Indian economy, such as information technology, biotechnology research and development, call centre support and outsourcing. If growth is sustained in these sectors, our management believes that such growth may drive demand for new commercial real estate projects to accommodate business expansion and hotel projects to accommodate business travel, and that any resulting increase in the number of and disposable incomes of employees of such businesses may drive demand for new residential, retail and hotel properties to cater to the housing, shopping and travel needs of persons employed by such businesses. Tax Benefits in India with Regard to Real Estate Development Based on current Indian tax laws and regulations, upon completion of our projects we expect to become eligible for certain special tax benefits. These include: Section 80-IB of the Income Tax Act which provides for tax benefits applicable to housing projects, upon the satisfaction of certain conditions; Section 80-ID of the Income Tax Act applicable to profits from the hotel business; and Section 80-IAB, Section 115-JB and Section 115-O relating to SEZ developments.

These special and other tax benefits are described in the section titled Statement of Tax Benefits beginning on page 39 of this Draft Red Herring Prospectus. In the event such tax benefits are not available to us due to any change in law or a change in the nature of our projects whereby we are not eligible to avail the benefits of various provisions of the Income Tax Act and SEZ related tax benefits, the effective tax rates payable by us may increase and consequently our financial condition may be affected. Indian tax policies also affect the affordability of our properties to our residential real estate customers, as principal payments (subject to a maximum amount) and interest payments on mortgages for residential properties are deductible up to certain amounts from personal income taxes in India. The

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continuation of these tax benefits can not be assured, and their non-renewal or elimination may adversely affect our business. CRITICAL ACCOUNTING POLICIES We have identified the accounting policies below as critical to our business operations and the understanding of our financial presentation, financial condition and results of operations. A critical accounting policy is one that is both important to the presentation of our financial condition and results of operations and requires our management to make difficult, subjective or complex accounting estimates and assumptions. Our management believes that the following accounting policies involve the application of critical accounting estimates and assumptions. The following is not intended to be a comprehensive list of all our significant accounting policies. By their nature, the assumptions, estimates and judgments that our management is required to make are inherently subject to a degree of uncertainty. These judgments are based on our historical experience, our evaluation of accounting practices that would be appropriate in respect of our business, our observation of trends in the real estate development industry, information with respect to our customers, and information available from independent sources, as appropriate. There can be no assurance that our judgment will prove correct or that actual results reported in future periods will not differ from our expectations reflected in the accounting treatment of certain items. For a more complete summary of our significant accounting policies, see our financial statements included elsewhere in this Draft Red Herring Prospectus. Revenue Recognition In accordance with the Guidance Note on Recognition of Revenue by Real Estate Developers issued by The Council of The Institute of Chartered Accountants of India (the ICAI), we have adopted the percentage of completion method of revenue recognition. Revenue is recognised in respect of sold areas in properties intended for sale which are under construction as of the reporting date when the following conditions are met: For developed plots: the purchase agreement for the property is signed; the buyers investment is adequate to demonstrate a commitment to pay for the property; the actual cost incurred on the project under execution, including the cost of land, is twothirds or more of the total estimated cost of the project. For apartments, townhouses and villas and commercial properties: - the purchase agreement for the property is signed; - the buyers investment is adequate to demonstrate a commitment to pay for the property; and - the actual cost incurred on the project under execution, including the cost of land, is 30% or more of the total estimated cost of the project. -

The costs of construction and development are charged to the profit and loss account in proportion to the revenue recognised during the accounting period. The remaining costs are carried on the balance sheet as part of work-in-progress under inventories. Amounts receivable or payable are reflected as accrued revenue or advances from customers, as applicable, after recognising revenue as discussed above. The estimates of projected revenue, profits and costs, cost to completion and foreseeable loss are reviewed periodically by our management and any effect of changes in estimates is recognized in the period such changes are determined. However, when the total project cost is estimated to exceed total revenues from the project, the loss is recognized immediately. In respect of premises under construction that we plan to lease to third parties, we will recognise lease receipts in our income statement on an accrual basis. Similarly, in respect of hotel properties under construction, we will recognise revenues on an accrual basis. Therefore, lease receipts and hospitality revenues relating to a fiscal year, whether received during or after such fiscal year, will be credited to such fiscal years profit and loss account.

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Depreciation on Fixed Assets; Impairment Fixed assets consist of (i) tangible assets, including land (to the extent capitalized), leasehold improvements, plant and machinery, office furniture and equipment, vehicles and computers and (ii) intangible assets, including computer software and, where applicable, goodwill. Applicable provisions of the Companies Act allow us to elect to depreciate our assets using either the written down value method or the straight line depreciation method. We have elected to depreciate our assets using the straight line method, based on the useful lives of the assets, at rates which are higher than those prescribed under Schedule XIV of the Companies Act. Our fixed assets are stated at cost of acquisition or construction, less accumulated depreciation. Our cost of acquisition reflects the purchase price we pay in respect of fixed assets we purchase. Our cost of construction includes costs of procurement of raw materials (such as steel, cement and concrete), land purchase costs, payments to construction contractors, professional consultants fees relating to specific real estate development projects (such as external engineers, architects and project management consultants) and interest cost in respect of borrowings undertaken to finance project development, and sales and promotions expenses in respect of our real estate projects (not including advertising or promotion expenses relating to our company generally). Leasehold land (other than perpetual leases, for which no amortisation is made) and leasehold improvements are amortized over the period of the lease or the useful life of the asset, whichever is lower. The amount at which assets are carried in our books are reviewed at each balance sheet date to assess if there is any indication of impairment based on internal or external factors. An impairment loss is recognized wherever the carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the greater of the assets net selling price and value in use. After impairment, depreciation is provided on the revised carrying amount of the asset over its remaining useful life. The difference between the cost to the Company of its investment in the Subsidiaries and the proportionate share in the equity of the investee company as at the date of acquisition is recognized in our consolidated financial statements as goodwill or capital reserve, as the case may be. Goodwill arising on consolidation is tested for impairment annually. Inventories Inventory comprises land, completed property for sale and projects in progress. Land is valued at the lower of cost (determined on the weighted average cost method) and net realizable value. Cost includes cost of acquisition and all other costs incurred until the date of obtaining the license for development. Land is recorded as inventory, only once the same is registered in the name of the Company. Completed property for sale and projects in progress are valued at the lower of cost and net realizable value. Cost includes cost of land, materials, services and other related overheads. Borrowing Costs A qualifying asset (such as a building) is an asset that necessarily takes a substantial period of time to prepare for its intended use, whether such intended use be occupancy by third parties, lease or sale. Borrowing costs that are directly attributable to the acquisition or construction of qualifying assets are recognised as part of the cost of such assets. Other borrowing costs are treated as period costs and charged to the profit and loss account as and when they are incurred. As a result, interest cost in respect of borrowings undertaken to finance the development of specific real estate projects are recognised by us as part of our cost of construction as costs relating to the specific real estate development project for which the loan was received, not as finance expenses. We recognise as finance expenses our interest expenses only insofar as they relate to loans received for general working capital purposes (not for purposes of construction of projects). Foreign Currency Transactions Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency amount the exchange rate between the reporting currency and the foreign currency at the date

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of the transaction. Foreign currency monetary items are reported using the closing rate. Non-monetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction. Exchange differences arising on settlement of monetary items or on reporting monetary items at rates different from those at which they were initially recorded during the year, or reported in previous financial statements, are recognized as income or as expenses in the year in which they arise. The premium or discount arising at the inception of forward exchange contracts is amortized as expense or income over the life of the contract. Exchange differences on such contracts are recognized in the statement of profit and loss in the period in which the exchange rates change. Any profit or loss arising on cancellation or renewal of forward exchange contract is recognized as income or as expense for the period. Derivative transactions are considered as off-balance sheet items and are recognized in our financial statements upon settlement/ termination of the respective contracts. RESULTS OF OPERATIONS The principal component of our income is revenue from the sale of residential properties, including plots of land. As our business grows and properties under construction are completed, we expect lease revenue from retail and commercial properties and hospitality revenue from our hotel properties to become a significant part of our income. We intend to manage our properties, therefore revenue from property management services would be an additional income stream for us. The principal components of our expenditure are cost of sales, personnel expenses, operating and other expenses, selling expenses, interest expense, and depreciation and amortisation. Our cost of sales consists mainly of land acquisition costs and development and construction costs, in each case attributable to the properties in respect of which we have recognised revenue. Personnel expenses comprise salaries and wages, allowances and other employee costs. Operating and other expenses include administrative expenses, legal and professional charges, advertisement and publicity expenses, travel costs and premium on redemption of debentures. Selling expenses mainly include brokerage and commissions paid to real estate agents. Interest expense consists principally of interest paid on loans. In connection with the expansion of our business and proposed land acquisitions, we expect that we will incur significant amounts of indebtedness, which may result in an increase in our interest charges. As of June 30, 2007, our outstanding loans were Rs. 31,456.0 million. We expect to reduce our loans using a portion of the proceeds from the Issue. Depreciation includes the depreciation on our fixed assets. The following table sets forth, for fiscal 2007 and the three months ended June 30, 2007, certain items derived from our restated consolidated summary statements, in each case stated in absolute terms and as a percentage of total income:
Three months ended June 30, 2007 (Rs. million)

Fiscal 2007 (Rs. million) INCOME Turnover Other income Of which -Interest -Others Total Income EXPENDITURE Cost of Sales Of which -Land cost -Proportionate development/Infrastructure cost Personnel expenses Operating and other expenses Selling Expenses

% of Total Income

% of Total Income

168.7 37.2 131.5 168.7 190.1 568.7 -

100% 22% 78% 100.0

1,733.9 197.8 29.8 168.0 1,931.7 672.4

90% 10% 1% 9% 100.0 35% 28% 7% 5% 14% 3%

113% 337% -

546.7 125.7 87.4 276.5 52.9

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Fiscal 2007 (Rs. million) Interest Expenses Depreciation/Amortisation Total Expenditure Profit/(loss) before tax and prior period items Total tax expense/(credit) Net Profit/(loss) after tax and before prior period items Minority interest Net profit/(loss), as restated 46.7 41.0 846.5 (677.8) (212.4) (465.4) (0.6) (466.0)

% of Total Income 28% 24% 502% -

Three months ended June 30, 2007 (Rs. million) 41.3 17.8 1,148.3 783.4 285.2 498.2 1.2 499.4

% of Total Income 2% 1% 59% 41% 15% 26% 0% 26%

THREE MONTHS ENDED JUNE 30, 2007 Income Our total income in the three months ended June 30, 2007 was Rs. 1,931.7 million. Turnover constituted Rs. 1,733.9 million, or approximately 90%, of our total income during this period. The main component of turnover was the sale of plots in our Mohali Hills development, in respect of which we recognised revenue. During the period, we commenced construction on our Palm Springs and Mohali Views projects, and also received bookings for these projects. However, no turnover was recognised in respect of these projects because we had not reached the relevant cost threshold under our revenue recognition policy. Other income for the period was Rs. 197.8 million primarily reflecting interest income on bank and other deposits of Rs. 29.8 million and net gain from derivative transactions and exchange differences of Rs. 153.0 million. Expenditure Our total expenditure in the three months ended June 30, 2007 was Rs. 1,148.3 million. Of this, our cost of sales was Rs. 672.4 million, of which Rs. 546.7 million, or 81%, was land cost and Rs. 125.7 million, or 19%, represented the proportionate cost of development and infrastructure. Operating and other expenses in the three months ended June 30, 2007 were Rs. 276.5 million, the largest components of which were advertising and publicity costs of Rs. 88.4 million and legal and professional charges of Rs. 64.5 million. Personnel expenses were Rs. 87.4 million, reflecting the hiring of 58 additional employees during the period from March 31, 2007 to June 30, 2007, and ordinary course increases in compensation for existing employees. Selling expenses in the three months ended June 30, 2007 were Rs. 52.9 million, reflecting proportionate selling commissions paid to real estate agents. Interest expense (reflecting interest costs that were recognised in our income statement for the period other than project-related interest costs which were capitalized/ inventorized) was Rs. 41.3 million during this period, reflecting the increase in borrowings, which aggregated Rs. 6,289.3 million in the three months ended June 30, 2007, and increases in interest rates. Depreciation/ amortisation relating to fixed assets mainly comprising leasehold improvements, office furniture and equipment, vehicles and computers was Rs. 17.8 million. Profit/(loss) before tax, prior period items and minority interest Our profit before tax, prior period items and minority interest was Rs. 783.4 million in the three months ended June 30, 2007. Provisions for tax and net profit Total tax expense for the three months ended June 30, 2007 was Rs. 285.2 million, comprising current tax of Rs. 48.2 million, deferred tax of Rs. 234.3 million and fringe benefit tax of Rs. 2.7 million. After minority interests (which are the interests attributable to minority shareholders in entities classified as Other entities substantially owned directly or indirectly by the Company in the notes to our restated consolidated financial statements), our net profit, as restated, was Rs. 499.4 million for the period.

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FISCAL 2007 Income Our total income in fiscal 2007 consisted of other income of Rs. 168.7 million primarily reflecting registration fees of Rs. 52.8 million, interest on bank and other deposits of Rs. 37.2 million and net gain from derivative transactions, exchange differences and sale of unsuitable land of Rs. 63.8 million. During the year, we commenced construction of our Mohali developments, and also received bookings for Palm Springs, Mohali Hills, Mohali Views and Central Plaza. However, no turnover was recognised in respect of these projects because we had not reached the relevant cost threshold under our revenue recognition policy. Expenditure Our total expenditure was Rs. 846.5 million in fiscal 2007. Of this, operating and other expenses were Rs. 568.7 million, the largest components of which were legal and professional charges of Rs. 140.1 million and advertising and publicity expenses of Rs. 176.3 million. Personnel expenses were Rs. 190.1 million for the year. We did not recognise cost of sales because project expenses did not aggregate to the threshold required under the percentage of completion accounting policy. Interest expense was Rs. 46.7 million in fiscal 2007, reflecting the increase in borrowings, which aggregated Rs. 19,328.6 million in fiscal 2007. Depreciation/ amortisation relating to fixed assets mainly comprising leasehold improvements, office furniture and equipment, vehicles and computers was Rs. 41.0 million. Profit/(loss) before tax, prior period items and minority interest Our loss before tax, prior period items and minority interest was Rs. 677.8 million in fiscal 2007. Provisions for tax and net profit/(loss) Total tax credit in fiscal 2007 was Rs. 212.4 million, which was largely due to deferred tax credit of Rs. 235.6 million. Our net loss as restated was Rs. 466.0 million for fiscal 2007, reflecting the early stage of our operations and the fact that our projects had just commenced and were not eligible for revenue recognition. COMPARISON BETWEEN FISCAL 2007 AND THE PERIOD FROM FEBRUARY 18, 2005 TO MARCH 31, 2006 (RESTATED UNCONSOLIDATED SUMMARY STATEMENTS) The Company was incorporated on February 18, 2005 as Emaar MGF Land Private Limited. The Company did not have any subsidiaries in the period from February 18, 2005 to March 31, 2006; accordingly, we have provided herein a comparison between the Companys standalone results of operations for that period and its standalone results of operations for fiscal 2007. The following table sets forth, for the period February 18, 2005 to March 31, 2006 and the fiscal year ended March 31, 2007, certain items derived from the standalone financial statements of the Company, in each case stated in absolute terms and as a percentage of total income:
For the period ended March 31, 2006 (Rs. million) INCOME Turnover Other income Of which -Interest -Others Total Income EXPENDITURE Cost of Sales Personnel expenses Operating and other expenses Selling Expenses Fiscal 2007 (Rs. million)

% of Total Income

% of Total Income

86.6 20.3 66.3 86.6 24.9 92.6 -

100% 23% 77% 100.0 29% 107% -

120.2 37.1 83.1 120.2 190.1 549.6 -

100% 31% 69% 100.0 158% 457% -

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Interest Expenses Depreciation/Amortisation Total Expenditure Profit/(loss) before tax and prior period items Total tax expense/(credit) Net Profit/(loss) after tax and before prior period items Adjustment of restatement Net profit/(loss), as restated

52.3 4.6 174.4 (87.8) (29.0) (58.8) 33.2 (25.6)

60% 5% 201% -

46.7 41.0 827.4 (707.2) (229.0) (478.2) (478.2)

39% 34% 688% -

Income In fiscal 2007 and for the period from February 18, 2005 to March 31, 2006, the Company did not have any turnover because the Companys projects had just commenced construction and were not eligible for revenue recognition. The Companys income consisted entirely of other income which increased by 39% to Rs. 120.2 million in fiscal 2007 from Rs. 86.6 million in the period ended March 31, 2006. The main components of other income in fiscal 2007 were interest on bank and other deposits of Rs. 37.1 million and income from derivative transactions and registration fees which amounted to Rs. 68.3 million. The main components of other income in the period ended March 31, 2006 were Rs. 20.3 million as interest from bank and other deposits and Rs. 66.3 million as profit on sale of short term mutual fund investments. Expenditure The Companys total expenditure before restatement increased by 374% to Rs. 827.4 million in fiscal 2007 from Rs. 174.4 million in the period ended March 31, 2006. This was primarily due to an increase in personnel expenses to Rs. 190.1 million in fiscal 2007 from Rs. 24.9 million in the period ended March 31, 2006 reflecting the hiring of 201 additional employees during the year and ordinary course increases in compensation for existing employees, an increase in operating and other expenses to Rs. 549.6 million in fiscal 2007 from Rs. 92.6 million period ended March 31, 2006 primarily reflecting an increase in legal and professional charges of Rs. 109.3 million and advertising and publicity expenses of Rs. 161.6 million and an increase in depreciation/ amortisation relating to fixed assets to Rs. 41.0 million in fiscal 2007 from Rs. 4.6 million in the period ended March 31, 2006. Interest expense increased by 238% to Rs. 46.7 million in fiscal 2007 from Rs. 13.8 million in the period ended March 31, 2006, after a downward restatement adjustment of Rs. 38.5 million, reflecting the increase in borrowings, which aggregated Rs. 19,328.6 million in fiscal 2007 and an increase in interest rates. Profit/(loss) before tax and prior period items The Companys loss before tax, prior period items and restatement increased to Rs. 707.2 million in fiscal 2007 from Rs. 87.8 million in the period ended March 31, 2006. Provisions for tax and net profit/(loss) The Companys total tax credit before restatement increased to Rs. 229.0 million in fiscal 2007 from Rs. 29.0 million in the period ended March 31, 2006 primarily reflecting an increase in deferred tax credits to Rs. 235.5 million in fiscal 2007 from Rs. 29.5 million in the period ended March 31, 2006. The Companys net loss increased to Rs. 478.2 million in fiscal 2007 from Rs. 25.6 million in the period ended March 31, 2006, reflecting the start-up costs associated with the early stage of the Companys operations and the fact that the Companys projects had just commenced construction and were not eligible for revenue recognition. LIQUIDITY AND CAPITAL RESOURCES Our primary liquidity requirements are to fund our acquisition of land and development rights and the costs of construction and development. In connection with our growth strategy, we are embarking on an ambitious land acquisition and project development plan, which we expect will continue to account for a substantial proportion of our cash outflow. Our growth plans will require us to incur substantial additional expenditure in the current and future fiscal years across both our existing and new business lines. Since the commencement of our operations, we have funded our financing requirements primarily from our equity contributions. However, as our business expands we expect that our land acquisitions as well

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as the construction and development costs for our projects will be funded through internal accruals and borrowings, as well as through the proceeds of this Issue as described in the section titled Objects of the Issue on page 31. Our expansion plans and planned expenditure are subject to change based on, and our ability to raise and service the required financing depends on, various factors such as interest rates, property prices and market conditions. Cash flows As of March 31, 2007 and June 30, 2007, we had cash and cash equivalents of Rs. 1,161.0 million and Rs. 858.5 million, respectively. The following table presents selected cash flow data from our restated consolidated cash flow statements for fiscal 2007 and the three months ended June 30, 2007:
Fiscal 2007 (Rs. million) Net cash from/(used in) operating activities Net cash from/(used in) investing activities Net cash from/(used in) financing activities Cash and cash equivalents, beginning of fiscal year/period Cash and cash equivalents, acquired on acquisition of subsidiaries Cash and cash equivalents, end of fiscal year/period (35,940.7) (6,706.9) 41,223.2 2,306.8 278.6 1,161.0 Three months ended June 30, 2007 (Rs. million) (5,344.2) (1,730.1) 6,769.3 1,161.0 2.5 858.5

Cash flows from/(used in) operating activities Our cash flow used in operating activities of Rs. 5,344.2 million in the three months ended June 30, 2007 consisted primarily of profit before tax after prior period adjustments of Rs. 783.4 million adjusted for various non-cash items, in particular depreciation/ amortisation of Rs. 17.8 million and unrealised foreign exchange gains of Rs. 36.8 million, and various items of income/expense not arising from operating activities, in particular net interest expense of Rs. 11.5 million, premium on redemption of debentures of Rs. 21.5 million, and for movements in working capital. Working capital movements included an increase in inventories of Rs. 2,737.1 million, an increase in loans and advances of Rs. 2,314.6 million, an increase in other current assets of Rs. 1,066.6 million, an increase in sundry debtors of Rs. 15.9 million and a net increase in current liabilities, provisions and deferred payment liabilities of Rs. 1.5 million. The increase in loans and advances mainly represented advances paid for lands being acquired, as well as the payment of statutory advances. The increase in inventories reflected our acquisitions of land and costs of construction and development. The increase in current assets mainly represented accrued revenue (which are amounts due from customers in respect of plots in our Mohali Hills development, for which we have recognised revenue under the percentage of completion method). The increase in current liabilities and provisions mainly represented outstanding dues to creditors and provisions and liability of premium on redemption of debentures. The working capital movements discussed in this paragraph are substantial because the opening balances used to compute the working capital changes were unconsolidated figures and do not reflect movements attributable to the Subsidiaries. Our cash flow used in operating activities of Rs. 35,940.7 million in fiscal 2007 consisted of loss before tax and after prior period adjustments of Rs. 677.8 million, adjusted for various non-cash items, in particular depreciation/ amortisation of Rs. 41.0 million and unrealized foreign exchange gains of Rs. 8.9 million, and various items of income/expense not arising from operating activities, in particular net interest expense of Rs. 9.5 million, premium on redemption of debentures of Rs. 25.5 million, and for movements in working capital. Working capital movements during the year included an increase in inventories of Rs. 10,954.8 million reflecting land acquisitions and costs of construction and development, a net decrease in current liabilities, provisions and deferred payment liabilities of Rs. 47,589.4 million, offset by a decrease in loans and advances of Rs. 23,236.1 million. The decrease in current liabilities, provisions and loans and advances primarily reflected the impact of elimination of liabilities and corresponding advances due to the first-time consolidation of subsidiaries. Cash flows from/(used in) investing activities Our cash flow used in investing activities of Rs. 1,730.1 million in the three months ended June 30, 2007 consisted primarily of purchases of fixed assets (including capital work in progress and expenditure during construction periods) of Rs. 1,240.8 million, purchases of investments of Rs. 5,550.3 million and the sale of investments which generated cash of Rs. 5,145.3 million. The changes in purchases of fixed assets primarily reflected purchases of land and increase in capital work in

572

progress as a result of the construction and development of our projects. The purchase of investments mainly represented short term investments in mutual fund units and the sale of investments represented sales of such short term investments. Our cash flow used in investing activities of Rs. 6,706.9 million in fiscal 2007 consisted primarily of purchases of fixed assets (including capital work in progress and expenditure during construction periods) of Rs. 5,947.7 million, purchases of investments of Rs. 17,881.1 million and the sale of investments which generated cash of Rs. 17,631.5 million. The changes in purchases of fixed assets primarily reflected increases in capital work in progress as a result of the construction and development of projects. The purchase of investments mainly represented short term investments in mutual fund units and the sale of investments represented sales of such short term investments. Cash flows from/(used in) financing activities Our cash flow from or used in financing activities is determined primarily by the level of our borrowings, the schedule of principal and interest payments on them and the issuance of share capital. Our cash flow from financing activities of Rs. 6,769.3 million in the three months ended June 30, 2007 consisted primarily of proceeds from long term borrowings of Rs. 6,295.5 million, proceeds from the issuance of equity share capital (including a securities premium) of Rs. 469.2 million. The net increase in our short term borrowings was Rs. 24.0 million. Cash flow of Rs. 19.4 million was used in the payment of interest expenses. Our cash flow from financing activities of Rs. 41,223.2 million in fiscal 2007 consisted primarily of proceeds from long term borrowings of Rs. 17,920.1 million, a net increase in short term borrowings of Rs. 1,417.4 million, proceeds from the issuance of equity share capital (including a securities premium) of Rs. 11,157.9 million, and proceeds from the issuance of preference share capital of Rs. 9,225.3 million against which cash flow was used in payment of Rs. 776.3 million in interest charges. Financial Condition Based on our restated consolidated financial statements, our net worth was Rs. 47,666.1 million as of June 30, 2007. Our net worth as of March 31, 2007 was Rs. 46,697.4 million. Our issued and subscribed equity and preference share capital as at June 30, 2007 was Rs. 1,073.7 million and Rs. 9,225.3 million, respectively, compared to Rs. 1,059.8 million and Rs. 9,225.3 million as at March 31, 2007. The preference shares will be converted into equity shares prior to filing the Red Herring Prospectus with the RoC. For further details, see the section titled Capital Structure on page 20. Assets Our total assets were Rs. 86,617.3 million as of June 30, 2007. Of this, the principal components were fixed assets of Rs. 9,569.5 million, investments of Rs. 665.0 million, inventories of Rs. 60,033.4 million, cash and bank balances of Rs. 1,022.9 million, other current assets of Rs. 1,076.1 million, loans and advances of Rs. 14,220.5 million and net deferred tax assets of Rs. 14.0 million. Our total assets were Rs. 78,732.1 million as of March 31, 2007. The principal components of our total assets were fixed assets of Rs. 8,084.6 million, investments of Rs. 260.0 million, net deferred tax assets of Rs. 248.2 million, inventories of Rs. 56,813.2 million, cash and bank balances of Rs. 1,261.0 million and loans and advances of Rs. 12,058.0 million. Fixed assets included goodwill relating to the acquisition of the Subsidiaries by the Company. The increase in total assets was primarily due to the growth of our business. Liabilities and Provisions Our liabilities and provisions were Rs. 38,951.2 million as of June 30, 2007. Of this, the principal components were Rs. 3,579.5 million in secured loans and Rs. 27,876.5 million in unsecured loans to finance land acquisitions, construction and project related expenses and general corporate expenditure, and current liabilities, provisions and deferred payment liabilities of Rs. 7,495.2 million, primarily reflecting our liabilities in respect of advances received against the sale of properties which have not yet been recognized in our sales revenue, outstanding dues to creditors as well as provision for interest

573

on loans and premium on redemption of debentures. Of our outstanding loans of Rs. 31,456.0 million as of June 30, 2007, loans aggregating Rs. 7,241.0 million are due to be repaid before June 2008, and loans aggregating Rs. 24,215.0 million as per present repayment schedule are required to be repaid between June 2008 and June 2010. Our liabilities and provisions as of March 31, 2007 were Rs. 32,034.7 million. The principal components were Rs. 2,695.5 million in secured and Rs. 22,471.2 million in unsecured loans to finance land acquisitions and construction and project related expenses, and current liabilities, provisions and deferred payment liabilities of Rs. 6,866.8 million, primarily reflecting our liabilities in respect of advances received against the sale of properties which have not yet been recognized in our sales revenue, outstanding dues to creditors as well as provision for interest on loans and premium on redemption of debentures. Off-balance sheet arrangements As of June 30, 2007, we had contingent liabilities of Rs. 100.0 million, comprising guarantees of credit facilities for one of our associate companies. As of June 30, 2007, we had capital expenditure commitments (net of advances) of Rs. 780.3 million, of which Rs. 622.8 million is payable by September, 2008 and the balance Rs. 157.5 million is payable by September, 2009. These comprised amounts payable in respect of various purchase and other commitments relating to assets we intend to capitalize. As of June 30, 2007 our cash and bank balances stood at Rs. 1,022.9 million and loan commitments not utilised amounted to approximately Rs. 3,224.3 million. As of June 30, 2007, we had also entered into agreements with possessors or lessees of land for the development and operation of certain properties. As consideration for obtaining such development rights, we have agreed to transfer to those parties a percentage of future revenues in respect of such properties. Since we cannot estimate future revenues, the amount payable in exchange for the development rights cannot be ascertained and is not presented in our financial statements. Pursuant to the terms of the license we have executed for certain group housing, we are require to construct residential units and/or develop plots for economically disadvantaged individuals on specified areas of land. The sale price of such units/plots has not yet been determined by the relevant governmental authorities. Therefore, our projections of revenues, profits and cost to complete these group housing projects do not account for the effect of profit or loss on the sale of these units/plots and are subject to adjustments, which will be determined once the sale price is fixed by the relevant governmental authorities. Related party transactions We enter into transactions with a number of related parties. As of June 30, 2007, our balances involving transactions with Emaar Properties, PJSC were payables of Rs. 89.9 million and with MGF Developments Limited were receivables of Rs. 361.0 million. As of June 30, 2007, our balances involving transactions with entities over which key management personnel are able to exercise significant influence aggregated to a net receivable of Rs. 2,370.0 million. For details regarding our related party transactions, see the disclosures concerning transactions with related parties in Annexure XXVIII of our restated consolidated financial statements. Market risk We have substantial borrowings which, as of June 30, 2007, aggregated Rs. 31,456.0 million, approximately 3.8% of which bore interest at a floating rate. In connection with the expansion of our business and proposed land acquisitions, we expect that we will incur significant amounts of indebtedness, which may result in an increase in our finance charges. We expect to reduce our outstanding loans using a portion of the proceeds from the Issue. Our interest costs will be subject to changes in market interest rates, which are currently on a rising trend. We are also subject to commodity price risk, particularly with regard to cement and steel, which are our main raw materials. Cement and steel prices can be volatile, and are subject to fluctuations in the Indian and global markets for these commodities.

574

We are subject to foreign currency exchange rate risk. Our accounting records are kept in Indian rupees. However, certain of our costs and borrowings are denominated in currencies other than Indian rupees. In particular, we have borrowings in US Dollars. We have entered into various types of derivative contracts to hedge our interest rate and currency exchange rate exposure. The category-wise outstanding position of derivative instruments as on June 30, 2007 and March 31, 2007 is as follows:
Particulars of derivatives (USD million) (As of June 30, 2007) 64.44 49.38 7.00 (As of March 31, 2007) 67.06 45.16 Currency Swap Coupon only Swap Call Option Hedging of loan and interest liability Hedging of interest liability Hedging of loan liability Nature Purpose

The amount of foreign currency exposures that are not hedged by a derivative instrument or otherwise is as follows:
As of June 30, 2007 Amount (Rs. million) As of March 31, 2007 Amount (Rs. million)

Particulars From Indian Operations Foreign currency loan (USD in millions) Interest Accrued but not due: USD in million YEN in million Foreign Creditors: USD in million Euros in million GBP in million AED in million From Overseas Operations Interest in subsidiaries: SGD in million

Foreign Currency

Foreign Currency

4.43 0.04 59.53 0.0025 0.33 10.607

179.3 1.5 19.6 0.2 3.7 281.3

11.43 0.04 24.54 0.93 0.01 0.007 8.63 0.938

496.7 1.7 9.1 40.3 0.6 0.6 102.2 26.7

575

SUMMARY OF SIGNIFICANT DIFFERENCES AMONG INDIAN GAAP AND U.S. GAAP Our financial statements are prepared in conformity with Indian GAAP, which differs in certain significant respects from U.S. GAAP. Such differences involve methods for measuring the amounts shown in the financial statements of the Issuer, as well as additional disclosures required by U.S. GAAP, which we have not made. The following general summary of certain significant differences between Indian GAAP and US GAAP is limited to certain differences that we believe are relevant to our financial statements. However, they should not be construed as exhaustive as no attempt has been made by our management to quantify the effects of those differences, nor has a complete reconciliation been made of Indian GAAP to U.S. GAAP. Had any such quantification or reconciliation been undertaken by our management, other potential significant accounting and disclosure differences may have come to its attention, which are not identified below. No attempt has been made to identify all disclosure, presentation or classification differences that would affect the manner in which transactions and events are presented in the financial statements and the notes thereto. We have not prepared financial statements in accordance with U.S. GAAP. Therefore, the Company cannot presently estimate the net effect of applying U.S. GAAP on its results of operations or financial position. Further, no attempt has been made to identify future differences between Indian GAAP and U.S. GAAP as a result of prospective or future expected changes in accounting standards. Regulatory bodies that promulgate Indian GAAP and U.S. GAAP have significant projects ongoing that could affect future comparisons such as this one. Finally, no attempt has been made to identify future differences between Indian GAAP and U.S. GAAP that may affect the financial information as a result of transactions or events that may occur in the future. Potential investors should consult their own advisors for an understanding of the principal differences between Indian GAAP and U.S. GAAP and how these differences might affect the Financial Statements beginning on page 467 of this Draft Red Herring Prospectus.
S.No. 1. Particulars Historical cost convention Indian GAAP Uses historical cost, but assets maybe written down to reflect an impairment loss, if required. Property, plant and equipment maybe revalued to fair value. No comprehensive guidance available for derivatives. Restatement is not required. The effect of correction is included in the current-year income statement as a prior period item. The nature and amount of prior period item should be disclosed separately in the statement of profit and loss in such a manner that its impact on current year profits or losses can be perceived. The cumulative effect of the change is recognised and disclosed in the income statement in the period in which the change is made except as specified in certain standards (transitional provisions) where the change during the transition period resulting from adoption of the standard has to be adjusted against opening retained earnings and the impact needs to be disclosed. Any change in an accounting policy which has a material effect should be disclosed. All listed companies as per listing requirements or companies that are in the process of getting their securities listed are required to present consolidated financial statements in their presentation of annual financial statements. Consolidated financial statements are however not mandatory for interim period financial statements. There is no specific guidance with respect to Variable Interest Entities. US GAAP Uses historical cost, but assets maybe written down to reflect an impairment loss, if required. No revaluations are allowed except for certain types of securities and derivatives, which are required to be fair valued under specified circumstances. The correction of material errors usually results in the restatement of relevant prior periods.

2.

Correction of errors

3.

Changes in Accounting policies

Effective from fiscal years beginning after 15 December 2005, changes in accounting policy are accounted for retrospectively. Comparative information is restated, and the amount of the adjustment relating to prior periods is adjusted against the opening balance of retained earnings of the earliest year presented. An exemption applies when it is impracticable to change comparative information. Presentation of consolidated financial statements is mandatory for all enterprises for all periods presented.

4.

Preparation of Consolidated financial statements

5.

Consolidation of Variable interest entities

Entities are required to evaluate if they have any interest in Variable Interest Entities, as defined by the standard. Consolidation of such entities may be required if certain conditions are met.

576

S.No. 6.

Particulars Business Combinations

Indian GAAP Restricts the use of pooling of interest method to circumstances which meet the criteria listed for an amalgamation in the nature of a merger. In all other cases, the purchase method is used.

US GAAP Business combinations are accounted for using the purchase method only (except as discussed below). Several differences can arise in terms of date of combination, calculation of share value to use for purchase price, especially if the Indian GAAP method is amalgamation or pooling. For combination of entities under common control, the accounting is done on a historical cost basis in a manner similar to a pooling of interests for all periods presented. Goodwill is computed as the excess of the purchase price over the fair value of the net assets acquired. Negative goodwill after reassessment is allocated to reduce proportionately the fair value assigned to nonmonetary assets. Any negative goodwill remaining is recognised as an extraordinary gain.

7.

Goodwill

Goodwill is computed as the excess of the purchase price over the carrying value of the net assets acquired. Negative goodwill arising on consolidation is computed based on the book value of assets (not the fair value) of assets taken over or acquired and is credited to the capital reserve account, which is a component of shareholders funds.

8.

Negative Goodwill arising on consolidation (i.e., the excess of the fair value of net assets acquired over the aggregate purchase consideration) Intangible assets

9.

Intangible assets are capitalized if specific criteria are met and are amortized over their useful life, generally not exceeding 10 years. The recoverable amount of an intangible asset that is not ready for use or is being amortized over a period exceeding 10 years should be reviewed at least at each financial yearend even if there is no indication that the asset is impaired. Specific requirements govern the format and content of a reportable segment and the basis of identification of a reportable segment. Both business and geographical segments are identified and either of the two is classified as primary segment (with the other one being classified as the secondary segment). Segments are identified based on risks and returns and the internal reporting structure. While reporting Segmental information, accounting policies used for preparing the financial statements of the enterprise must be used.

When allocating purchase price of a business combination, companies need to identify and allocate such purchase price to intangible assets, based on specific criteria. Intangibles that have an indefinite useful life are required to be tested, at least annually, for impairment. Intangible assets that have finite useful life are required to be amortized over their estimated useful lives. A Public Company is required to report information about its products and services, the geographical areas in which it operates and its major customers. Reportable segments are required to be identified based on specified criteria. Segments are identified based on operating segments and the way the chief operating decision maker evaluates financial information for purposes of allocating resources and assessing performance. While reporting segmental information, internal financial reporting policies may also be used, even if they differ from the group accounting policy or the accounting policies applied in preparation of the entitys financial statements. Dividends are accounted for when approved. If the approval is after year end, the dividend is not considered to be a subsequent event that needs to be reflected in the financial statements. Revaluation of fixed assets is not permitted under US GAAP. All foreign exchange gains or losses relating to the payables for the procurement of property, plant and equipment are recorded in the income statement.

10.

Segment Information

11.

Dividends

Dividends are reflected in the financial statements of the year to which they relate even if proposed or approved after the year end. Fixed assets are recorded at cost. Subsequent measurement is either at historical cost or revalued amounts. Foreign exchange gains or losses relating to liabilities incurred in the procurement of property, plant and equipment from outside India were required to be adjusted to the cost of the asset. In December 2006, the government has notified the Companies (Accounting Standard) Rules which prohibit capitalization of exchange differences on transactions entered into in respect of financial years commencing after the effective date i.e., December 7, 2006. Companies provide depreciation over the assets useful life subject to minimum rates of depreciation prescribed by Schedule XIV of the Companies Act, 1956.

12.

Property, Plant and Equipment

The depreciable amount of an item of property, plant and equipment is allocated on a systematic basis over its useful life, reflecting the pattern in which the entity consumes the assets benefits. Investments are categorized into Held to maturity (measured at amortized cost using effective interest method) Trading (where changes in fair value, regardless of whether they are realized or unrealized are recognized as profit or loss) Available for sale (where unrealized gains or

13.

Investment in Securities

Investments are categorized into Current investments (where changes in fair value are taken directly to profit or loss) Long Term investments which are carried at cost unless there is an other than temporary diminution in value, in which case, a provision for diminution is required to be made by the entity.

577

S.No.

Particulars

Indian GAAP

US GAAP losses are accounted as a component of equity and recognized as profit or loss when realized)

14.

Inventory valuation

Measured at cost or net realizable value whichever is lower. Cost maybe determined on FIFO or Weighted average basis. Net realizable value is the estimated selling price less the estimated costs of completion and the estimated costs necessary to make the sale. Reversal (limited to the amount of original write down) is required for a subsequent increase in value of inventory previously written down.

Measurement is done at lower of cost or market value. FIFO, LIFO and Weighted average method are acceptable methods of determining cost. Market value is defined as being current replacement cost subject to an upper limit of net realizable value (i.e., estimated selling price in the ordinary course of business less reasonably predictable costs of completion and disposal) and a lower limit of net realizable value less a normal profit margin. Reversal of a write down is prohibited, as a write down creates a new cost basis. An impairment analysis is performed if impairment indicators exist by comparing the carrying value of the asset with the value of its undiscounted cash flows. If the asset is impaired, an impairment loss is recognized to the extent that the carrying value of the asset exceeds its fair value, being either market value (if an active market for the asset exists) based on the best information available in the circumstances, including the price for similar assets or the sum of future discounted cash flows or other valuation techniques using market assumptions. .. Reversal of an impairment loss previously recognized is prohibited. The liability for defined benefit plan is determined using the projected unit credit actuarial method. The discount rate for obligations is based on market yields of high quality corporate bonds. If at the beginning of the year, the actuarial gains or losses exceed 10% of the greater of the projected benefit obligation or the market-related value of plan assets, then such amount is not recognized immediately, but amortized over the average remaining service period of active employees expected to receive benefits under the plan. Past service costs are amortized over the service period or life expectancy of workers.

15.

16.

Impairment of long lived assets other than Goodwill, intangible assets with indefinite useful lives & intangible assets not available for use

The standard requires the company to assess whether there is any indication that an asset is impaired at each balance sheet date. If impairment is indicated, the assets are written down to their recoverable amount, which is the higher of net selling price and value in use. Value in use is the present value of estimated future cash flows expected to arise from the continuing use of the asset and from its disposal at the end of its useful life. Reversal of impairment losses is required subsequently if circumstances indicate that an asset is no longer impaired. The liability for defined benefit plans like gratuity and pension is determined as per actuarial valuation determined based on projected unit credit method. Discount rate to be used is determined by reference to market yields on government bonds. Actuarial gains or losses are recognized immediately in the statement of income.

17.

Pension/ Gratuity/ Post Retirement Benefits (Defined Benefit Plans)

An enterprise should recognise past service cost as an expense on a straight-line basis over the average period until the benefits become vested. To the extent that the benefits are already vested immediately following the introduction of, or changes to, a defined benefit plan, an enterprise should recognise past service cost immediately. 18. Provisions A provision should be recognized when an entity has a present obligation as a result of a past event, it is probable that an outflow of resources will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Discounting of provisions is not permitted. Leases are classified as finance or operating in accordance with specific criteria. Judgment is required to determine if the criteria are met or not. Deferred taxes are accounted for using the income statement approach, which focuses on timing differences. Deferred tax asset/liability is classified as non-current. The tax rate applied on deferred tax items is the enacted or the substantively enacted tax rate as on the balance sheet date. Except for deferred tax on certain expenses written off directly against equity which is required to be adjusted in equity, deferred tax is always recognized in the income statement 21. Revenue recognition Revenues are recognized when all significant risks

Similar to Indian Gaap except that there are rules for specific situations (including employee termination costs, environmental liabilities and loss contingencies). Discounting of provisions is required only when the timing of cash flows is fixed. The criteria to classify leases as capital or operating include specific quantitative thresholds. Deferred taxes are accounted for using the balance sheet liability method which focuses on temporary differences. Deferred tax asset/liability is classified as current and long-term depending upon the temporary difference and the nature of the underlying asset or liability. The tax rate applied on deferred tax items is the enacted tax rate. Deferred tax is charged or credited directly to equity if the tax relates to items that are credited or charged directly to equity. US GAAP has extensive literature on revenue

19.

Leases

20.

Approach for recognition of Deferred Taxes

578

S.No.

Particulars

Indian GAAP and rewards of ownership are transferred-performance is complete and reasonable assurance exists regarding measurement and collectability.

US GAAP recognition and the application of these guidelines could result differences in measurement amounts recognized as revenues and/or the timing of when revenues are recognized. Governed by FAS 66 and interpreted by some rules of the Emerging Issues Task Force. FAS 66 applies to all sales of real estate, including real estate with property improvements or integral equipment (it does not apply to sale of only property improvements or integral equipment without a concurrent or contemplated sale of land). For real estate land sales, FAS 66 provides recognition principles based on full accrual method, percentage of completion method, ulfilment method, or deposit method based on fulfilment of certain criteria. For retail real estate sale (real estate sales other than retail land sales?), profit shall be recognised in full (full accrual method) when the real estate is sold, provided (a) the profit is determinable, that is, the collectibility of the sales price is reasonably assured or the amount that will not be collectible can be estimated and (b) the earnings process is virtually complete, that is, the seller is not obliged to perform significant activities after the sale to earn the profit; provided certain other criteria is satisfied. If any of the criteria is not satisfied, other methods such as the deposit method, ulfilment method, cost recovery method, etc. may be used. The percentage of completion method and the completed contract method are acceptable methods of accounting. The percentage of completion method is recommended when estimates of costs to complete and extent of progress towards completion of long term contracts are reasonably dependable. Where estimating the final outcome is impractical, except to assure that no loss will be incurred, equal amounts of revenue and costs should be recognized until the results can be estimated. The completed contract method is used in circumstances when lack of dependable estimates or inherent hazards cause forecasts to be doubtful and therefore the extent of progress towards completion are not reasonably measurable. Entities are only allowed to use the fair value approach with effect from periods beginning after December 15, 2005. Prior to that date, companies could opt to use the intrinsic value method to record compensation expense and provide disclosures under the fair value method. There are transition rules prescribed by the standard with respect to outstanding options granted in prior periods. Very comprehensive guidance is available with regard to accounting for derivative transactions. All derivatives are recognized as either assets or liabilities in the statement of financial position at fair value. The accounting for changes in the fair value of a derivative depends on the intended use of the derivative and the resulting designation.

22.

Real Estate Sales

The ICAI recently issued a Guidance Note on recognition of revenue for Real Estate Developers. This Guidance note recommends principles for recognition revenue arising from real estate sales and provides guidance on the application of principles for revenue recognition as enumerated in AS 9, i.e., transfer of significant risks and rewards of ownership, consideration is fixed or determinable and it is not unreasonable to expect ultimate collection. As per GN, when the seller has transferred all the significant risks and rewards of ownership to the buyer, it would be appropriate to recognize revenue at that stage subject to other conditions for recognition of revenue specified in AS 9 are satisfied. However, in case the seller is obliged to perform any substantial acts after the transfer of all significant risk and rewards of ownership, revenue should be recognized on proportionate basis as the acts are performed. i.e., by applying the percentage of completion method in the manner explained in AS 7.

23.

Construction Contract

When the outcome of a construction contract can be estimated reliably, contract revenue and contract costs are recognized as revenue and expenses respectively by reference to the stage of completion of the contract (i.e., percentage completion method). If the outcome of a contract cannot be estimated reliably, revenue should be recognized only to the extent that it is probable that contract costs incurred will be recoverable. The outcome can be estimated reliably when the contract revenue, contract costs to date and to completion and the stage of completion can be measured reliably. Any expected loss on a construction contract is recognized as an expense immediately. Entities have a choice of accounting methods for determining the costs of benefits arising from employees stock compensation plans. Although the fair value approach is recommended, entities may use the intrinsic value method and give fair value disclosures.

24.

Stock based compensation

25.

Derivatives

There is no comprehensive guidance available under the Indian GAAP with regard to accounting for derivatives. The only guidance that is available is with regard to forward contracts and Accounting for Equity Index and Equity Stock Futures.

579

OUR INDEBTEDNESS Set forth below is a brief summary of our long term, short term and working capital facilities, as of August 31, 2007, together with a brief description of certain material covenants of the relevant financing agreements.
Amount outstanding as of September 22, 2007 Rs.1331.17 million Security Created/Guarantees Provided Exclusive equitable mortgage over property owned by the group or associate companies. Demand promissory note of the Company Corporate guarantee by Emaar Properties PJSC. Irrevocable, unconditional and payable on demand corporate guarantees of the companies owning land offered for mortgage. Hong Kong and Shanghai Banking Corporation Limited(2) Loan Agreement dated February 10, 2006 US$27.15 million At a mutually agreed rate US$ 22.85 Million on February 11, 2008 US$ 4.30 Million on January 31, 2008 Demand promissory note of the Company. Corporate guarantee by Emaar Properties PJSC. The Company has given a counter guarantee against the guarantees issued by the bank. Hong Kong and Shanghai Banking Corporation Limited(2) Loan Agreements dated (i) February 10, 2006, (ii) February 22, 2006, (iii) March 9, 2006 and (iv) July 3, 2006 Rs.833.60 million At a mutually agreed rate Repayable on demand Demand promissory notes of the Company. Corporate guarantee by Emaar Properties PJSC. The Company has given a counter guarantee against the guarantees issued by the bank. Bank of India Overdraft Facility dated September 28, 2006 to the extent of Rs.100 million Facility Agreement dated March 13, 2007 for a Rupee short term loan of up to Rs.1,000 million and letter dated May 7, 2007 from Citicorp Finance India Limited for prepayment of Rs.137.5 million , Addendum to Facility Agreement Rs.90.00 million 8.50% p.a. payable monthly Repayable on demand Demand promissory notes of the Company and pledge of fixed deposit receipt. Equitable mortgage over property measuring 10,247 Sq. mt. located in New Delhi, together with buildings and structures thereon, by deposit of the title deeds with respect to such property with the lender.(5) The lender also has a lien and right to set off on all amounts standing to the credit of the Company in any account of the Company with the lender and/or its affiliates. Demand promissory note

Lender ABN Amro Bank N.V.(1)

Loan Documentation Sanction letter dated April 26, 2006 relating to an overdraft facility

Interest Rate At negotiated rates

Repayment Schedule Repayable on demand

Citicorp Finance India Limited(3)

Rs.862.50 million

10.40% p.a. payable quarterly(4)

March 12, 2008

580

Lender

Loan Documentation

Amount outstanding as of September 22, 2007

Interest Rate

Repayment Schedule

Security Created/Guarantees Provided of the Company. First exclusive charge of hypothecation on all receivables from the project, The Views at Mohali Hills, and all amounts lying to the credit of the escrow account. Second charge by way of equitable mortgage by deposit of title deeds of the property comprising the project land for The Views at Mohali Hills. i), (ii) and (iv) Equitable mortgage for exclusive charge on unencumbered converted property with clear marketable title

DSP Merrill Lynch Capital Limited (Original Lender) and any bank, financial institution or any QIB which becomes a party to the facility agreement(6) Kotak Mahindra Bank Limited (KMBL)

Rupee Term Facility Agreement dated August 24, 2007 for up to Rs.1,000 million

Rs.1000.00 million

12.95% p.a., together with interest tax, payable monthly

Eight equal quarterly instalments commencing from the end of the third month from the first drawdown date and ending at the end of the 24th month from the first drawdown date(7)

i)

Overdraft Agreement dated August 11, 2007 for an amount up to Rs.750 million; ii) Master Letter of Credit Facility Agreement dated August 11, 2007 for an amount up to Rs.750 million; iii) Short Term/Corporate Loan Agreement dated August 11, 2007 for an amount up to Rs. 300 million for working capital requirements of the Company; and iv) Short Term/Corporate Loan Agreement dated August 11, 2007 for an amount up to Rs. 750 million for working capital requirements of the Company.

i)

Rs.298.26 million

i) 13% p.a. linked to KMBL PLR; ii) Commission to be decided at the time of draw down; iii) At a mutually agreed rate; and iv) At a mutually agreed rate.

ii) N.A.

iii) Nil

iv) Rs.450.00 million .

Corporate Loan Securitisation Series 48 Trust 2008 (TrusteeAxis Bank Limited)8

i)

Term Loan Agreement dated September 12, 2007; ii) Addendum to Term Loan Agreement dated September 12, 2007 ; iii) Security Trustee Agreement dated September 12, 2007;

Rs.750.00 million

13.25% per annum, compounded monthly

i) Interest will be debited to the overdraft account of the Company on a monthly basis; iii) Tenor of each drawdown is 30 days and the loan is to be repaid by debiting the current/overdraft account of the Company or other source; and iv) The facility is revolving in nature, the tenor of each drawdown is 30 days and loan is to be repaid by debiting the overdraft account of the Company or other sources. March 14, 2011, with a prepayment, Recall/ Prepayment option on March 16, 2009

Corporate Loan Securitisation Series 49 Trust 2008 (TrusteeAxis Bank Limited)8

i)

Term Loan Agreement dated September 14, 2007; ii) Addendum to Term Loan Agreement dated September 14, 2007 ; iii) Security Trustee Agreement dated September 14, 2007;

Rs.500.00 million

13.25% per annum, compounded monthly

March 15, 2011, with a prepayment, Recall/ Prepayment option on March 13, 2009

Demand Promissory Note, Letter of Continuing Security, Undertaking for execution of Security documents, Mortgage over land/property to be identified, Pledge of shares of the Borrower in its subsidiary holding land Demand Promissory Note, Letter of Continuing Security, Undertaking for execution of Security documents, Mortgage over land/property held by the Companys subsidiaries, to be identified. Pledge of shares of the Borrowers subsidiaries holding the mortgaged land.

____________
(1)

Under this sanction letter, the Company has covenanted that the shareholding of Emaar Properties PJSC in the Company, both direct and indirect, shall not be below 35% during the currency of the facilities, and the lender reserves the right to withdraw the facilities in the event of any change in circumstances, including but not limited to, any material change in the ownership or shareholding pattern or management of the Company. Under these loan agreements, the loan is to be utilised for the purposes of meeting the expenses of land acquisition, development and related activities, excluding the purchase of shares and for no other purpose whatsoever.

(2)

581

(3)

The facility agreement prohibits any prepayment prior to the repayment date unless consent of the lender has been obtained. The facility agreement further requires the Company to use the facility amount only for the purpose of re-financing the initial investment made by the Company in acquiring the mortgaged property thereunder. The Company has undertaken not to use the facility amount to finance capital market activities or speculative investments in real estate. Under the facility agreement, the Company has, inter alia, covenanted as follows: The Company will inform the lender of any litigation, arbitration or other proceedings or any event which is likely to or could materially adversely affect its ability to perform its obligations under the facility agreement and the mortgage deed; The Company will maintain insurance on and in relation to the mortgaged property; The Company will deliver to the lender copies of audited accounts, other statements or information relating to the operation or business of the Company as the lender may require and which is mutually acceptable and all notices or other documents issued by the Company to its shareholders or creditors; The Company will provide the lender with the rights to access to inspect the Companys books and records, survey plans, contracts for construction and any other document that the lender may require on the occurrence of an event of default and the right of access to the mortgaged property from time to time; The Company will inform the lender of any default under any other financing or loan agreement; and The Company will not, without the prior written consent of the lender, which will not be unreasonably withheld, (i) effect any merger, amalgamation, reconstruction or consolidation which would have the effect of seconding the security position of the lender; (ii) effect any change in the legal or beneficial ownership of the Company or issue further shares or debt instruments or any re-structuring which could have the effect of reducing the shareholding of the Emaar group and the MGF group, taken together, below 51% of the total paid up capital of the Company or effect any change in the control or management of the Company; (iii) encumber or seek to encumber the mortgaged property thereunder; and (iv) declare or pay any dividend after the occurrence of an event of default.

Further the facility agreement provides that if the Company commits any default under any other loan agreement or if any indemnity given by the Company is not honoured when due and called upon, the Company will be deemed to have defaulted under the facility agreement, provided that the aggregate value of such default is at least Rs.500 million.
(4)

Under the facility agreement, if there is any change in applicable law which leads to additional tax on the lender with respect to the facility, the lender has a right to vary and increase the interest rate to offset such tax. If the increase in interest rate is not acceptable to the Company, the Company is required to repay the facility amount within 30 business days of intimation of the increased rate by the lender. Under the facility agreement, the Company is required to ensure that the value of the collateral (i.e., the mortgaged property of the Company on which the equitable mortgage has been created) is more than 1.99 times the facility amount. If at any time, the value of the collateral falls below such value, the Company is required to provide additional collateral. Under the facility agreement, the amounts borrowed by the Company are to be ulitised for the proposed residential project, The Views at Mohali Hills, to be developed on land measuring approximately 19.60 acres at Mohali, Punjab, India and other real estate projects of the Company. The facility agreement further requires the Company to open an escrow account prior to the first drawdown request and deposit in the escrow account, inter alia, the sale price and all the receivables collected from the purchasers relating to the project. The facility agreement also imposes certain restrictions, including in respect of (i) change in ownership and control, (ii) maintaining certain financial ratios, (iii) payment of dividend upon the occurrence of certain events, including default, misrepresentation, insolvency, material change in business and changes in the constitution of the Company, (iv) acquisition, merger or corporate reconstruction, and (v) cross defaults. Under the facility agreement, upon the expiry of 12 months from the first drawdown date, the Company and the lender have a right to seek to make part and/or full prepayment of the loan amount, subject to a written notice of 30 days. The instrument has been rated A+(SO) (CARE A plus structured obligation) by CARE.

(5)

(6)

(7)

(8)

In addition, the Company has incurred indebtedness after August 31, 2007, the details of which are set forth below: 1) Agreement of Loan dated September 3, 2007 entered between Emaar MGF Construction Private Limited, a Subsidiary of the Company, and the State Bank of India for Rs.4,500 million, including a term loan limit of Rs.1,500 million and bank guarantee limit of Rs. 3,000 million. The interest rate payable on the term loan is 0.25% below the State Bank Advance Rate (which is currently at 12.75% per annum), subject to the minimum of 12.50% per annum. For bank guarantees, margin of 10% of the guarantee amount has been stipulated by the Bank . The term loan needs to be repaid in five equal quarterly instalments of Rs.300 million each, commencing on September 30, 2009. The Bank guarantee to be repaid forthwith on demand by the lender. The loan is secured, inter alia, by a first charge by way of assignment of its development rights in respect of the Commonwealth Games Residential Project and first charge by way of hypothecation on all the moveable assets of the borrower and a corporate guarantee of the Company.

582

Other Indebtedness Issue of Debentures to Horizon India B.V. aggregating US$400 million The Company has issued fully convertible debentures to Horizon India B.V. (formerly, TMF CDO 102 B.V.), a company incorporated under the laws of The Netherlands (Subscriber), pursuant to a Subscription Agreement dated October 10, 2006 (the First Subscription Agreement) and a Second Subscription Agreement dated December 7, 2006 (the Second Subscription Agreement), the details of which are set forth below. Pursuant to the First Subscription Agreement, in October 2006, the Subscriber subscribed for Series 1 fully convertible debentures of the Company of face value Rs.100,000 each (the Series 1 FCDs) for an aggregate consideration of Rs.6,820.5 million, which was the rupee equivalent of US$150 million (the Series 1 Issuance Amount). Pursuant to the Second Subscription Agreement, in December 2006, the Subscriber further subscribed for Series 2 fully convertible debentures of the Company of face value Rs.100,000 each (the Series 2 FCDs) for an aggregate consideration of Rs.4,475.0 million, which was the rupee equivalent of US$100 million (the Series 2 Issuance Amount) and/or Series 3 fully convertible debentures of the Company of face value Rs.100,000 each (the Series 3 FCDs) for an aggregate consideration of Rs.6,624.0 million, which was the rupee equivalent of US$150 million (the Series 3 Issuance Amount). The First Subscription Agreement and the Second Subscription Agreement are together referred to as the FCD Agreements; the Series 1 FCDs, the Series 2 FCDs and the Series 3 FCDs are collectively referred to as the FCDs; and the Series 1 Issuance Amount, the Series 2 Issuance Amount and the Series 3 Issuance Amount are collectively referred to as the Issuance Amounts. Pursuant to the FCD Agreements, the Company issued (i) 68,205 Series 1 FCDs to the Subscriber on October 13, 2006, (ii) 44,750 Series 2 FCDs to the Subscriber on December 13, 2006, and (iii) 66,240 Series 3 FCDs to the Subscriber on February 15, 2007. The FCDs are convertible into redeemable cumulative preference shares of the Company (RPS). The key terms of the FCD Agreements are set forth below: 1. 2. 3. 4. Under the FCD Agreements, the Company has undertaken to use the Issuance Amounts only towards projects which are in compliance with the FEMA. The Company has agreed to bear all taxes levied in connection with the FCDs, RPS and the FCD Agreements. Prepayments of principal amounts are not permitted under the FCDs or the RPS. The Company has agreed to indemnify the Subscriber and its officers, employees, directors and agents harmless from and against any and all direct and actual losses that may be suffered by such party in connection with any material misrepresentation, breach of any warranties or covenants made by the Company. At any time prior to the conversion of all the FCDs and prior to the redemption of all the RPS, the Company has agreed to supply certain information to the Subscriber, including notifying the Subscriber, on a quarterly basis, of any new projects commenced, or diversification, modernisation or substantial expansion of any of the Companys existing projects and providing the audited annual accounts and unaudited accounts of the Company. The FCD Agreements terminate inter alia upon the conversion of all the FCDs into RPS or redemption of the FCDs, and if the FCDs are converted into RPS, upon the final and irrevocable redemption of all the RPS. The Company is not permitted to cancel or redeem the FCDs or the RPS, as the case may be, without the consent of the Subscriber.

5.

6.

7.

Characteristics of the FCDs The key terms of the FCDs are set forth below:

583

1.

The holder of FCDs are entitled to a coupon payment of 3% p.a. on the FCDs for each interest period (i.e., a period of six months, except the first six interest periods, which are of one month each), until the respective conversion dates or redemption in full of the FCDs, in accordance with the terms of the FCD Agreements. If the Company fails to pay the debenture coupon for an interest period on its due date, interest accrues on such unpaid sum from the due date up to the date of actual payment at a rate which is 2% p.a. in addition to the debenture coupon. The FCDs are convertible into RPS on the respective conversion dates or upon demand by the Subscriber upon or after the occurrence of a specified event of default. The FCDs are to be converted into such number of RPS such that the Subscriber receives RPS with an aggregate nominal value equal to the respective Issuance Amount and the conversion premium for such FCDs. The conversion premium for (i) Series 1 FCDs is an amount equal to 20.23% of the Series 1 Issuance Amount, (ii) Series 2 FCDs is an amount equal to 20.56% of the Series 2 Issuance Amount, and (iii) Series 3 FCDs is an amount equal to 20.56% of the Series 3 Issuance Amount. Upon conversion of the FCDs on demand of the Subscriber upon or after the occurrence of an event of default, the Subscriber is entitled to receive the RPS, with an aggregate value equivalent to the respective Issuance Amounts and an amount sufficient to yield to the Subscriber a specified annual rate of return (the Rate of Return). The Rate of Return with respect to (i) Series 1 FCDs is 8.65% on the Series 1 Issuance Amount, (ii) Series 2 FCDs is 8.80% on the Series 2 Issuance Amount, and (iii) Series 3 FCDs is 8.80% on the Series 3 Issuance Amount, calculated on the actual number of days elapsed from the date of completion until the date of conversion. In addition, the Subscriber is also entitled to receive a default interest of 2% p.a. calculated on the actual number of days elapsed from the date of completion until the date of conversion. The FCDs are non-marketable, i.e., not capable of being sold on a recognised stock exchange in India or the United Kingdom. However, the FCDs may be transferred or assigned by the holder of the FCDs with the prior approval of the Company. The holder of FCDs may require that the FCDs be redeemed at the debenture redemption price upon the occurrence of a specified event of default. The debenture redemption price is an amount (to be paid in US$) equal to the sum of (i) the respective Issuance Amounts and (ii) the specified Rate of Return for such FCDs, and reduced by any debenture coupon amount received by the holder in respect of the FCDs so redeemed.

2.

3. 4.

5.

6.

7.

Characteristics of RPS The key terms of the RPS are set forth below: 1. The holders of RPS are entitled to preferential dividend of 9% p.a. payable on the RPS for the period commencing on and including the date of conversion up to and including the date of redemption of the RPS. The Subscriber is entitled to redeem the RPS at the debenture redemption price on the specified RPS redemption date or upon the occurrence of an event of default. The Company is required to redeem the RPS at their face value together with all accrued and unpaid dividends. If the Company fails to redeem the RPS at the debenture redemption price on the due date, interest will accrue on such unpaid sum from the due date up to the actual date of payment at a rate of 2% p.a. in addition to the RPS dividend. The RPS may be transferred or assigned by the holders of RPS with the prior approval of the Company. The holders of RPS are entitled to vote together with the other preference shareholders on any question upon which the holders of preference shares have a right to vote.

2.

3. 4.

Issue of Debentures to Citibank International Plc aggregating US$150 million

584

Pursuant to a Subscription Agreement dated April 20, 2007 (the Citibank Agreement), the Company in April 2007 issued 62,955 fully convertible debentures to Citibank International Plc, a company incorporated under the laws of United Kingdom (Citibank), for an aggregate consideration of Rs.6,295.5 million, which was the rupee equivalent of US$150 million (the Issuance Amount and such debentures, the Citibank FCDs). The Citibank FCDs are convertible into redeemable cumulative preference shares of the Company (the Citibank RPS). The key terms of the Citibank Agreement are set forth below: 1. 2. 3. 4. Under the Citibank Agreement, the Company has undertaken to use the Issuance Amount only towards general corporate purposes and projects which are in compliance with the applicable law. The Company has agreed to bear all taxes levied in connection with the Citibank FCDs, Citibank RPS and the Citibank Agreement. Prepayments of principal amounts are not permitted under the Citibank FCDs or the Citibank RPS. The Company has agreed to indemnify Citibank and its officers, employees, directors and agents harmless from and against any and all direct and actual losses that may be suffered by such party in connection with any material misrepresentation, breach of any warranties or covenants made by the Company. At any time prior to the conversion of all the Citibank FCDs and prior to the redemption of all the Citibank RPS, the Company has agreed to supply certain information to the Subscriber, including notifying the Subscriber, on a quarterly basis, of any new projects commenced, or diversification, modernisation or substantial expansion of any of the Companys existing projects and providing the audited consolidated and unconsolidated annual accounts and unaudited consolidated and unconsolidated accounts of the Company. Under the Citibank Agreement, the Company has, inter alia, covenanted as follows: i. The Company will not, without the prior written consent of Citibank, (i) enter into any amalgamation, demerger, merger or corporate reconstruction; (ii) change the general nature or scope of its business; (iii) enter into any contract or agreement with, whether or not in the ordinary course of business, any affiliates, related party or group companies, other than on a commercial basis and on terms no less favourable to the Company than those that the Company would have obtained had the Company entered into any contract or agreement with any other party; (iv) declare or pay any dividend or other distribution on any class of its shares, except for any existing redeemable cumulative preference shares of the Company or any preference shares issued by the Company; or (v) reduce, return, purchase, repay, cancel or redeem any of its share capital, except for the redemption of any existing redeemable cumulative preference shares of the Company or the Citibank RPS. The Company will ensure that the ratio of total debt to net worth at the end of two financial quarters will not be greater than 1.3:1. Certain events constitute events of default under the Citibank Agreement, including if the Company commits any default under any other loan agreement, provided that the aggregate value of such default is at least Rs.500 million. The Citibank Agreement terminate inter alia upon the conversion of all the Citibank FCDs into Citibank RPS or redemption of the Citibank FCDs, and if the Citibank FCDs are converted into Citibank RPS, upon the final and irrevocable redemption of all the Citibank RPS. The Company is not permitted to cancel or redeem the Citibank FCDs or the Citibank RPS, as the case may be, without the consent of Citibank.

5.

6.

ii. 7.

8.

9.

Characteristics of the Citibank FCDs The key terms of the Citibank FCDs are set forth below: 1. The holder of Citibank FCDs are entitled to a coupon payment of 13.48% p.a. on the Citibank FCDs for each interest period (i.e., a period of six months), until the conversion date or redemption in full of the Citibank FCDs, in accordance with the terms of the Citibank Agreement.

585

2.

If the Company fails to pay the debenture coupon for an interest period on its due date, interest accrues on such unpaid sum from the due date up to the date of actual payment at a rate which is 2% p.a. in addition to the debenture coupon. The Citibank FCDs are non-marketable, i.e., not capable of being sold on a recognised stock exchange in India or the United Kingdom. However, the Citibank FCDs may be transferred or assigned by the holder of the Citibank FCDs with the prior approval of the Company. The Citibank FCDs are convertible into Citibank RPS on the conversion date or upon demand by Citibank upon or after the occurrence of a specified event of default. The Citibank FCDs are to be converted into such number of Citibank RPS such that Citibank receives Citibank RPS with an aggregate nominal value equal to the Issuance Amount. If the conversion take place prior to the expiry of 38 months from the date of completion upon demand by Citibank upon or after the occurrence of a specified event of default, Citibank is entitled to receive Citibank RPS with an aggregate nominal value equal to (i) the Issuance Amount, (ii) an amount sufficient to yield to Citibank an annual rate of return of 13.48% on the Issuance Amount, calculated on the basis of the actual number of days elapsed from the date of completion until the date of conversion (Rate of Return), and (iii) a default interest of 2% p.a. calculated on the basis of the actual number of days elapsed from the date of completion until the date of conversion. The holder of Citibank FCDs may require that the Citibank FCDs be redeemed at the debenture redemption price upon the occurrence of a specified event of default. The debenture redemption price is an amount (to be paid in US$) equal to the sum of (i) the Issuance Amount and (ii) the specified Rate of Return for such Citibank FCDs, and reduced by any debenture coupon amount received by the holder in respect of the Citibank FCDs so redeemed.

3.

4. 5.

6.

Characteristics of Citibank RPS The key terms of the Citibank RPS are set forth below: 1. The holders of Citibank RPS are entitled to preferential dividend of 13.48% p.a. payable on the Citibank RPS for the period commencing on and including the date of conversion up to and including the date of redemption of the Citibank RPS. Citibank is entitled to redeem the Citibank RPS at the debenture redemption price on the specified Citibank RPS redemption date or upon the occurrence of an event of default. The Company is required to redeem the Citibank RPS at their face value together with all accrued and unpaid dividends. If the Company fails to redeem the Citibank RPS at the debenture redemption price on the due date, interest will accrue on such unpaid sum from the due date up to the actual date of payment at a rate of 2% p.a. in addition to the Citibank RPS dividend. The Citibank RPS may be transferred or assigned by the holders of Citibank RPS with the prior approval of the Company. The holders of Citibank RPS are entitled to vote together with the other preference shareholders on any question upon which the holders of preference shares have a right to vote.

2.

3. 4.

Issue of Debentures to Prudential ICICI Trust Limited A/c Liquid Plan aggregating Rs.2,500 million On June 27, 2007, the Company issued 2,500 secured, redeemable non-convertible debentures of Rs.1,000,000 each (NCDs) to Prudential ICICI Trust Limited A/c Liquid Plan (Prudential ICICI) for an aggregate consideration of Rs.2,500 million, the details of which are set forth below:
Number of Debentures Debenture Amount (Rs. in million) Redemption Date

Series

Sub-category

I I

A B

250 400

250 400

September 25, 2007 December 25, 2007

586

II II

C D Total

500 1,350

500 1,350 2,500

March 21, 2008 June 24, 2008

Pursuant to a Debenture Trust Deed dated June 27, 2007 between the Company and IL&FS Trust Company Limited, a company incorporated under the Companies Act (IL&FS), IL&FS was appointed to act as the trustee on behalf of Prudential ICICI. The key terms of the Debenture Trust Deed are set forth below: 1. The repayment of the NCDs on maturity, payment of all interest, costs, expenses and payments to be made to IL&FS and all other payments to be made with respect to the NCDs are secured by a first mortgage and charge in favour of IL&FS over non-agricultural freehold land measuring 1,832.33 Sq. mt. located at Village Indrad, Taluka Kadi, District Mehsana, Gujarat, India, owned by the Company, and (ii) a first charge in favour of IL&FS over the Companys share of receivables accrued from the Companys projects Mohali Hills (Sectors 108 and 109) located at Mohali, Punjab, India and The Palm Springs located at Gurgaon, Haryana, India (the Receivables) and the Companys escrow account opened with the Hong Kong and Shanghai Banking Corporation Limited (the Escrow Account). The land in Sectors 108 and 109 of the Mohali Hills project is covered by a negative lien (i.e., the Company has undertaken not to create any encumbrance or offer such land as security or mortgage for securing any debt or obligation). The Company is required to pay interest on the outstanding amount of the face value of the Non Convertible Debentures getting redeemed at the rate of 11.50% p.a. payable at each redemption. Certain events constitute events of default under the Debenture Trust Deed, including if any indebtedness of the Company becomes due prior to its maturity due to default of the terms thereof or any such indebtedness is not paid at maturity; if the Company enters into amalgamation, reorganization or reconstruction without prior written intimation to IL&FS; and if the Company makes changes to its Memorandum of Association or Articles of Association without the prior written consent of IL&FS. Under the facility agreement, the Company has, inter alia, covenanted as follows: i. ii. iii. iv. The Company will deliver to IL&FS copies of audited accounts; The Company will inform IL&FS of any changes in its name, composition of its Board of Directors or conduct of its business; The Company will maintain a debt-equity ratio of 1.3:1; The Company will not, without the prior written consent of IL&FS, (i) declare or pay any dividend during any financial year unless the Company has paid the instalment of principal and interest then due and payable on the NCDs; (ii) sell or dispose of the mortgaged properties in Gujarat or create any lien or charge or other encumbrance on such properties; or (iii) undertake or permit any merger, consolidation, reorganization or scheme of arrangement.

2. 3.

4.

5.

IL&FS has a right to appoint a nominee on the Board of Directors of the Company upon the occurrence of an event of default relating to two consecutive interest payment periods. Such nominee director will need to be appointed on all key committees of the Board of Directors. The Company is required to pay IL&FS a fixed acceptance fee and a specified annual fee.

6.

The Company has also entered into (i) a memorandum of hypothecation dated June 27, 2007, pursuant to which the Receivables and the Escrow Account have been hypothecated by way of first charge in favour of IL&FS as security of the NCDs, and (ii) an escrow agreement dated June 21, 2007 with IL&FS and the Hong Kong and Shanghai Banking Corporation Limited, pursuant to which the Company and IL&FS have jointly opened the Escrow Account for deposit of the Receivables for repayment of the NCDs issued to Prudential ICICI. In June 2007, ICRA Limited, a credit rating agency, assigned a conditional A1+ (SO) rating to the NCDs with a taxable tax status.

587

The Company has also received an A+ rating from CARE for long term debt programmes and a PR1+ rating from CARE for short term debt programmes In addition, the Company has also issued short term non-convertible debentures to certain mutual funds from time to time, which are redeemable by December 17, 2007. As of the date of the Draft Red Herring Prospectus, the amount outstanding under such non-convertible debentures aggregated Rs 5700 million.

588

SECTION VI: LEGAL AND OTHER INFORMATION OUTSTANDING LITIGATION AND MATERIAL DEVELOPMENTS Except as stated below there is no outstanding material litigation, suits, criminal or civil prosecutions, proceedings or tax liabilities against the Company, the Subsidiaries, the Companies Owned by EMGF and the Joint Venture, and there are no material defaults, non payment of statutory dues, over-dues to banks or financial institutions, defaults against banks or financial institutions, defaults in dues payable to holders of any debenture, bonds or fixed deposits or arrears of preference shares issued by the Company, the Subsidiaries, the Companies Owned by EMGF and the Joint Venture, defaults in creation of full security as per terms of issue/other liabilities, proceedings initiated for economic, civil or any other offences (including past cases where penalties may or may not have been awarded and irrespective of whether they are specified under paragraph (I) of Part 1 of Schedule XIII of the Companies Act) other than unclaimed liabilities of the Company, the Subsidiaries, the Companies Owned by EMGF and the Joint Venture and no disciplinary action has been taken by SEBI or any stock exchanges against the Company, the Subsidiaries, the Companies Owned by EMGF the Joint Venture, the Promoters or the Directors, that may have a material adverse effect on our consolidated financial position, nor, so far as we are aware, are there any such proceedings pending or threatened. Neither the Company nor Subsidiaries, the Companies Owned by EMGF, the Joint Venture, the Promoters, the Promoter Group and the Directors have been declared as wilful defaulters by the Reserve Bank of India or any other Governmental authority and, as disclosed in this section in relation to litigation, there are no violations of securities laws committed by them in the past or are pending against them. Contingent liabilities of the Company as of June 30, 2007: As of June 30, 2007, contingent liabilities not provided for in the Companys restated consolidated financial statements aggregated Rs.l00.00 million and capital commitments (net of advances) aggregated Rs.780.30 million. For further information, see the restated audited consolidated financial statements of the Company as of June 30, 2007, beginning on page 467 of this Draft Red Herring Prospectus. Outstanding Litigation and Material Developments/Proceedings against the Company, the Subsidiaries, the Companies Owned by EMGF and the Joint Venture Cases against the Company
Plaintiff/ Petitioners/ Complainant/ Applicant Samarth Raj Mehta and Ajay Bakshi Name & Address of the Court/ Arbitration Panel High Court of Punjab and Haryana, Chandigarh

S. No. 1.

Appeal No./ Case No. CWP No. 13248/07

Dated August 2007

Defendant/ Respondent Company, State of Punjab and others

Amount Under Consideration (Rs.) Not applicable

Brief Description of Case Writ Petition challenging exemption granted under Section 44 (2) of the Punjab Apartment and Property Regulation, 1995, as ultra vires and invalid, and praying for quashing of Notification no. 18/41/2006-II/7392 dated August 11, 2006 and Notification no. 18/41/2006-5HGII/12783 dated December 12, 2006. This petition is in repect of property situated at Mohali, sector-105. Suit for permanent injunction restraining the Defendants from dispossessing the Plaintiffs from land measuring 122 kanal 6 marla mentioned in

Status The next date of hearing is January 17, 2008

2.

Suit No.1589/20 07

June 15, 2007

Balwant Singh

Company and others

Civil Judge Senior Division, Mohali

Not available

The next date of hearing is September 28, 2007

589

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case Notification No. 1510/SYL/Const.80 under section 4 and Notification No. 1896SYL/Const. under section 6 of the Land Acquisition Act,

Status

Cases by the Company (including appeals from adverse decisions)

Appeal No./ Case No. CWP No. 3628/06 Plaintiff/ Petitioners/ Complainant/ Applicant Company, Logical Developers Private Limited, MGF Developments Limited and others Name & Address of the Court/ Arbitration Panel High Court of Punjab and Haryana, Chandigarh Amount Under Consideration (Rs.) Not available

S. No. 1.

Dated March 2006

Defendant/ Respondent State of Haryana and others

Brief Description of Case

Status

Writ Petition for, inter The next date of alia, quashing of hearing is yet to Notification No. be notified 32/7/2004-4IB I dated September 17, 2004 and Notification No. 32/7/2004-4IB I dated October 27, 2004 for the acquisition of certain land measuring 42.19 acres situated at the revenue estates of Villages Lakhnaula and Naurangpur in Tehsil and District Gurgaon, Haryana Writ Petition for, inter The next date of alia, quashing of hearing is yet to Notification No. be notified 32/7/2004-4IB I dated September 17, 2004 and Notification No. 32/7/2004-4IB I dated October 27, 2004 for the acquisition of certain land measuring 105 kanal 17 marla situated at the revenue estates of Villages Lakhnaula and Naurangpur in Tehsil and District Gurgaon, Haryana Writ Petition for, inter The next date of alia, quashing of hearing is yet to Notification No. be notified 32/7/2004-4IB I dated September 17, 2004 and Notification No. 32/7/2004-4IB I dated October 27, 2004 for the acquisition of certain land measuring 56.49 acres situated at the revenue estates of Villages Lakhnaula and Naurangpur in Tehsil and District Gurgaon, Haryana Writ Petition for, inter alia, quashing of Notification No. 32/7/2004-4IB I dated The next date of hearing is yet to be notified

2.

CWP No. 3554/06

March 2006

Company, Zonex State of Haryana Estates Private and others Limited, MGF Developments Limited and others

High Court of Punjab and Haryana, Chandigarh

Not available

3.

CWP No. 3654/06

March 2006

Company, Sonex State of Haryana Projects Private and others Limited, Gyan Kunj Constructions Private Limited, Gyan Jyoti Estates Private Limited, Amar Deep Buildcon Private Limited, Rose Gate Estates Private Limited, MGF Development Limited and others Company, Sarvodya Buildcon Private Limited, State of Haryana and others

High Court of Punjab and Haryana, Chandigarh

Not available

4.

CWP No. 3859/06

March 2006

High Court of Punjab and Haryana, Chandigarh

Not available

590

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant Prosperous Constructions Private Limited and MGF Developments Limited

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case September 17, 2004 and Notification No. 32/7/2004-4IB I dated October 27, 2004 for the acquisition of certain land measuring 19.8 acres situated at the revenue estates of Villages Lakhnaula and Naurangpur in Tehsil and District Gurgaon, Haryana

Status

5.

CWP No. 5251/06

March 2006

Company, Ram Niwas, Logical Developers Private Limited and MGF Developments Limited

State of Haryana and others

High Court of Punjab and Haryana, Chandigarh

Not available

Writ Petition for, inter alia, quashing of Notification No. 32/12/2004-4IB I dated August 27, 2004 and Declaration No. 32/12/2004-4IB I dated August 25, 2007, 2004 for the acquisition of certain land measuring 31 kanal 12 marla situated at the revenue estates of Village Naurangpur in Tehsil and District Gurgaon, Haryana

The next date of hearing is October 9, 2007

6.

CWP No. 5298/06

April 2006

Company, Logical Developers Private Limited, Zonex Estates Private Limited, Yukti Projects Private Limited, Sankalp Promoters Private Limited, MGF Developments Limited and others Paramjeet Singh, Company, Logical Estates Private Limited, Snow White Buildcon Private Limited, Active Promoters Private Limited, Logical Developers Private Limited and Legend Buildcon Private Limited and MGF Developments Limited

State of Haryana and others

High Court of Punjab and Haryana, Chandigarh

Not available

Writ Petition for, inter The next date of alia, quashing of hearing is yet to Notification No. be notified 32/36/2005-4IB I dated September 27, 2005 for the acquisition of certain land measuring 7.99 acres situated at the revenue estates of Villages Bas Kusla and Bas Haria in Tehsil and District Gurgaon, Haryana

7.

CWP No. 9748/06 and Review Petition of 2007

July 2007

State of Punjab and others

High Court of Not available Punjab and Haryana

Writ Petition for, inter alia, quashing of Notification No. 6/45/2004-1HG1/2622 dated March 21, 2005 and Declaration No. 6/45/2004-1HG1/2030 dated March 13, 2006 for the acquisition of certain land measuring 27.22 acres situated at the revenue estates of Village Landran, Tehsil Mohali, District Rup Nagar, Punjab

The next date of hearing is October 5, 2007. A review petition was filed against order dated May 4, 2007

8.

CWP No. 9746/06 and Review Petition of 2007

July 2007

Company, State of Punjab Legend Buildcon and others Private Limited, MGF Developments Limited and others

High Court of Punjab and Haryana, Chandigarh

Not available

Writ Petition for, inter alia, quashing of Notification No. 6/45/2004-1HG1/2620 dated March 21, 2005 and Declaration No. 6/45/2004-1HS1/2026 dated March 13, 2006

The next date of hearing is October 5, 2007. A review petition was filed against order dated May 4, 2007

591

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case for the acquisition of certain land measuring 49 kanal 3 1/3 marla situated at the revenue estates of Village Lakhnor, Tehsil Mohali, District Rup Nagar, Punjab

Status

9.

CWP 9513/2007

June 25, 2007

Company, State of Haryana Chirayu and others Buildtech Private Limited, MGF Developments Limited and others

High Court of Punjab and Haryana, Chandigarh

Not available

Writ Petition for, inter The next date of alia, quashing of hearing is October Notification No. 9, 2007. 32/12/2004-4IB I dated August 27, 2004 and Declaration No. 32/12/2004-4 IBI dated August 25, 2007 for the acquisition of certain land measuring 53 kanal 7 marla situated at the revenue estates of Village Naurangpur in Tehsil and District Gurgaon, Haryana. The petitioners executed a sale deed for the above referred land for a total consideration of Rs. 100,031,250 Writ Petition The next date of challenging Notification hearing is October No. P.6 (28) UD (Na. 1, 2007 Vi.)/3/2005 dated December 20, 2005 and Declaration No. P.6 (28) UD (Na. Vi.)/05 dated April 29, 2006 for the acquisition of certain land measuring 3.95 acres situated at the revenue estates of Village Bhamoria, Tehsil Sanganer, District Jaipur, Rajasthan Writ Petition The next date of challenging Notification hearing is October No. P.6 (28) UD (Na. 1, 2007 Vi.)/3/2005 dated December 20, 2005 and Declaration No. P.6 (28) UD (Na. Vi.)/05 dated April 29, 2006 for the acquisition of certain land measuring 14.57 acres situated at the revenue estates of Village Bhamoria, Tehsil Sanganer, District Jaipur, Rajasthan Writ Petition The next date of challenging Notification hearing is October No. P.6 (28) UD (Na. 1, 2007 Vi.)/3/2005 dated December 20, 2005 and Declaration No. P.6 (28) UD (Na. Vi.)/05 dated April 29, 2006 for the acquisition of certain

10.

CWP 598/2007

January 2007

Company, MGF Developments Limited and Logical Developers Private Limited

State of Rajasthan and others

High Court of Rajasthan, Jaipur

Not applicable

11.

S.B. C.W. No. 2533/ 2007

April 2007

Company, MGF State of Developments Rajasthan and Limited and others Active Promoters Private Limited

High Court of Rajasthan, Jaipur

Not applicable

12.

S.B. C.W. No. 2534/ 2007

April 2007

Company, MGF State of Developments Rajasthan and Limited and others Active Promoters Private Limited

High Court of Rajasthan, Jaipur

Not applicable

592

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case land measuring 8.03 acres situated at the revenue estates of Village Jhai, Tehsil Sanganer, District Jaipur, Rajasthan

Status

13.

S.B. C.W. No. 2535/ 2007

April 2007

Company, Dove Promoters Private Limited and MGF Developments Limited

State of Rajasthan and others

High Court of Rajasthan, Jaipur

Not applicable

Writ Petition The next date of challenging Notification hearing is October No. P.6 (28) UD (Na. 1, 2007 Vi.)/3/2005 dated December 20, 2005 and Declaration No. P.6 (28) UD (Na. Vi.)/05 dated April 29, 2006 for the acquisition of certain land measuring 2.45 acres situated at the revenue estates of Village Jhai, Tehsil Sanganer, District Jaipur, Rajasthan A first information The next date of report has been hearing is March registered with respect 3, 2008 to complaint No. 615/07

14.

C.C. No. 615/07

March 17, 2007

Company

Shirish Shukla and others

Metropolitan Magistrate, Patiala House

Not applicable

Notices received/sent by the Company, Subsidiaries, Companies Owned by EMGF and Joint Venture
S. No. 1. Name of the Party Receiving the Legal Notice Sewak Developers Private Limited Name of the Party Issuing the Legal Notice Pale Ram Date of Notice Amount Under Consideration Not available Description of the Legal Notice Through this legal notice, Sewak Developers Private Limited was informed that as they have not complied with their obligations under the agreement to sell, the agreement is cancelled and the earnest money paid is forfeited Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on December 14, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale consideration failing which Rs. 9,000,000 paid as earnest money would be forfeited and agreement to sell would be cancelled Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on December 14, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale Status

November 9, 2006

No reply sent as the Company is in discussion with the issuing party

2.

Capex Project Private Limited

Bhup Singh, Narendar and Nand Kishore

December 6, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

3.

Capex Project Private Limited

Pehlad, Raghbir, Rajendar, Surender, Sukhdev, Kulbir, Kartari Devi, and Sunil

December 6, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

593

S. No.

Name of the Party Receiving the Legal Notice

Name of the Party Issuing the Legal Notice

Date of Notice

Amount Under Consideration

Description of the Legal Notice consideration failing which Rs.6,900,000 paid as earnest money would be forfeited and agreement to sell would be cancelled

Status

4.

Capex Project Private Limited

Ram Chander

December 6, 2006

Not available

Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on December 14, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale consideration failing which Rs. 1,700,000 paid as earnest money would be forfeited and agreement to sell would be cancelled Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on December 14, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale consideration failing which Rs. 600,000 paid as earnest money would be forfeited and agreement to sell would be cancelled Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on December 14, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale consideration failing which Rs. 4,700,000 paid as earnest money would be forfeited and agreement to sell would be cancelled Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on December 14, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale consideration failing which Rs. 1,500,000 paid as earnest money would be forfeited and agreement to sell would be cancelled Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on

No reply sent as the Company is in discussion with the issuing party

5.

Capex Project Private Limited

Ram Rati, Jai Bhagwan and Sandeep.

December 6, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

6.

Capex Project Private Limited

Pehlad, Raghbir, Rajendar, Surender, Sikhdev, Kulbir, Kartari Devi and Sunil

December 6, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

7.

Capex Project Private Limited

Rajesh Kumar, Sudhir Kumar and Vijay

December 6, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

8.

Capex Project Private Limited

Rajender, Rajesh, Virbhan, Satbir, Santosh and Krishan

December 6, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

594

S. No.

Name of the Party Receiving the Legal Notice

Name of the Party Issuing the Legal Notice

Date of Notice

Amount Under Consideration

Description of the Legal Notice December 14, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale consideration failing which earnest money would be forfeited and agreement to sell would be cancelled

Status

9.

Capex Project Private Limited

Ramesh, Kuldeep, Pardeep and Manoj Satbir

December 6, 2006

Not available

Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on December 14, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale consideration failing which Rs.7,500,000 paid as earnest money would be forfeited and agreement to sell would be cancelled Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on December 14, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale consideration failing which Rs. 6,000,000 paid as earnest money would be forfeited and agreement to sell would be cancelled Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on December 14, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale consideration failing which Rs. 1,500,000 paid as earnest money would be forfeited and agreement to sell would be cancelled Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on December 14, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale consideration failing which Rs. 18,000,000 paid as earnest money would be forfeited and agreement to sell would be cancelled

No reply sent as the Company is in discussion with the issuing party

10.

Capex Project Private Limited

Ran Singh, Jogender, and Khushal

December 6, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

11.

Capex Project Private Limited

Manjeet Singh and Mahabir-Azad

December 6, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

12.

Capex Project Private Limited

Jagpal

December 6, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

595

S. No.

Name of the Party Receiving the Legal Notice Capex Project Private Limited

Name of the Party Issuing the Legal Notice

Date of Notice

Amount Under Consideration

Description of the Legal Notice

Status

13.

Rattan Singh and Bhim Singh

December 6, 2006

Not available

Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on December 14, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale consideration failing which Rs. 6,000,000 paid as earnest money would be forfeited and agreement to sell dated July 24, 2006 would be cancelled Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on December 14, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale consideration failing which Rs. 6,000,000 paid as earnest money would be forfeited and agreement to sell dated July 24, 2006 would be cancelled Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on December 14, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale consideration failing which Rs. 6,000,000 paid as earnest money would be forfeited and agreement to sell would be cancelled Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on October 23, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale consideration failing which Rs. 6,000,000 paid as earnest money would be forfeited and agreement to sell dated July 12, 2006 would be cancelled Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on July 24, 2006 for the execution and registration of the sale

No reply has been sent as the Company is in discussion with the issuing party

14.

Capex Project Private Limited

Biro Devi and Rinku

December 6, 2006

Not available

No reply has been sent as the Company is in discussion with the issuing party

15.

Capex Project Private Limited

Manjeet Singh and Mahabir-Azad

December 6, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

16.

Capex Project Private Limited

Mukhtiyar Singh, Satpal, Inderjeet, Harish Chand, Raj Pal and Sumit

December 6, 2006

Not available

No reply has been sent as the Company is in discussion with the issuing party

17.

Camarederie Properties Private Limited

Gyaneshwar Realtors Private Limited

July 21, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

596

S. No.

Name of the Party Receiving the Legal Notice

Name of the Party Issuing the Legal Notice

Date of Notice

Amount Under Consideration

Description of the Legal Notice deed together with the payment of the balance amount of sale consideration failing which Rs.5,100,000 paid as earnest money would be forfeited and agreement to sell dated June 22, 2006 would be cancelled

Status

18.

Capex Project Private Limited

Babita Devi

August 1, 2006

Not available

Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on July 20, 2006 for the execution of the sale deed failing which the earnest money paid has been forfeited and agreement to sell is cancelled Through this legal notice, Nayas Project Private Limited was granted an extension to execute and register a sale deed within 10 days from the receipt of the notice failing which Rs. 1,340,0000 paid as earnest money would be forfeited and the agreement to sell would be cancelled Through this legal notice, Nayas Project Private Limited was granted an extension to execute and register a sale deed within 10 days from the receipt of the notice failing which Rs.6000,000 paid as earnest money would be forfeited and the agreement to sell would be cancelled Through this legal notice, Capex Project Private Limited was granted an extension to execute and register a sale deed by September 15, 2006 failing which Rs.2,887,500 paid as earnest money would be forfeited and the agreement to sell would be cancelled Through this legal notice, Maestro Estate Private Limited was informed that as they failed to perform their obligations under the agreement to sell, Rs. 1,700,000 paid as earnest money has been forfeited and the agreement to sell is cancelled Through this legal notice,

No reply sent as the Company is in discussion with the issuing party

19.

Nayas Projects Private Limited

Munshi Ram

August 30, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

20.

Nayas Projects Private Limited

Kanwal Singh, Satbir Singh and Balwan Singh

August 30, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

21.

Capex Project Private Limited

Udai Singh

August 31, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

22.

Maestro Estate Private Limited

Prabhu Ram

September 1, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

23.

Capex Projects Private

Kishori Lal, and

September 8,

Not available

No reply sent as the

597

S. No.

Name of the Party Receiving the Legal Notice Limited

Name of the Party Issuing the Legal Notice Radhey Shyam

Date of Notice

Amount Under Consideration

Description of the Legal Notice Capex Project Private Limited was required to be present at the offices of the sub-registrar on September 25, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale consideration failing which Rs. 4,000,000 paid as earnest money would be forfeited and agreement to sell dated July 24, 2006 would be cancelled

Status

2006

Company is in discussion with the issuing party

24.

Maestro Estates Private Limited

Attar Singh

September 8, 2006

Not available

Through this legal notice, Maestro Estate Private Limited was informed that as they failed to perform their obligations under the agreement to sell, Rs. 200,000 paid as earnest money has been forfeited and the agreement to sell is cancelled Through this legal notice, Tushar Project Private Limited was granted an extension to execute and register a sale deed failing which Tushar Projects Private Limited would have been liable for any loss and damages suffered Through this legal notice, Tushar Project Private Limited was granted an extension to execute and register a sale deed failing which Tushar Projects Private Limited would have been liable for any loss and damages suffered Through this legal notice, Tushar Project Private Limited was granted an extension to execute and register a sale deed failing which Tushar Projects Private Limited would have been liable for any loss and damages suffered Through this legal notice, Nayas Projects Private Limited was informed that as they failed to perform their obligations under the agreement to sell, Rs. 2,000,000 paid as earnest money has been forfeited, Nayas Projects Private Limited is responsible for damages on account of delay and the agreement to sell is cancelled

No reply sent as the Company is in discussion with the issuing party

25.

Tushar Projects Private Limited

Ram Bhateri, Satbir , Gopi, Kamlesh, Sumesh, Hans Ram, and Sarita

September 9, 2006

Not available

No reply has been sent as the Company is in discussion with the issuing party

26.

Tushar Projects Private Limited

Ghisa Ram, Mangat Ram, Dhan Kaur and Lalwati

September 9, 2006

Not available

No reply has been sent as the Company is in discussion with the issuing party

27.

Tushar Projects Private Limited

Sarv Shri Roop Chand, Krishan, Kude Ram, Jaipal, Ramrati and Vimla

September 9, 2006

Not available

No reply has been sent as the Company is in discussion with the issuing party

28.

Nayas Projects Private Limited

Ram Phal and Bhram Prakash

September 11, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

598

S. No. 29.

Name of the Party Receiving the Legal Notice Nayas Projects Private Limited

Name of the Party Issuing the Legal Notice Suresh, Ramesh, Mukesh, Joginder, Virender, Savita, Sunita Devi, Arnesh Devi, Bhatairi, Mukesh, Surinder Kumar, Chanderwati Mukesh Kumari and Vivek Kumari

Date of Notice

Amount Under Consideration Not available

Description of the Legal Notice Through this legal notice, Nayas Project Private Limited was granted an extension to execute and register a sale deed within 15 days from the receipt of the notice failing which earnest money would be forfeited and the agreement to sell would be cancelled Through this legal notice Hope Promoters Private Limited was granted an extension to execute and register a sale deed within one month from the receipt of the notice failing which Rs. 5,250,000 paid as earnest money would be forfeited and the agreement to sell would be cancelled Through this legal notice Tanmay Developers Private Limited was informed that as they have not performed their obligations under the agreement to sell dated August 4, 2006, Rs. 1,400,000 paid as earnest money has been forfeited and the seller has executed a purchase agreement with a third party Through this legal notice Hope Promoters Private Limited and Garland Estate Private Limited has been restrained from alienating land measuring 3 kanal situated at Village Daultabad, Gurgaon as the above referred land is subject to the litigation pending before the Civil Judge, Gurgaon titled as Balbiro v. Krishan and others Through this legal notice, Brijbasi projects Private Limited was informed that as they failed to perform their obligations under the agreement to sell, Rs. 10,451,250 paid as earnest money has been forfeited and the agreement to sell is cancelled Through this legal notice, Brijbasi projects Private Limited was informed that as they failed to perform their obligations under the agreement to sell, Rs. 11,745,000 paid as earnest money has been forfeited and the

Status

September 13, 2006

No reply sent as the Company is in discussion with the issuing party

30.

Hope Promoters Private Limited

Goverdhan Lal

September 18, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

31.

Tanmay Developers Private Limited

Nawal Singh

September 19, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

32.

Hope Promoters Private Limited and Garland Estate Private Limited

Balbiro

September 20, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

33.

Brijbasi Projects Private Limited

Jaswant Ram and Ishwar Das

October 5, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

34.

Brijbasi Projects Private Limited

Madan Lal

October 5, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

599

S. No.

Name of the Party Receiving the Legal Notice

Name of the Party Issuing the Legal Notice

Date of Notice

Amount Under Consideration

Description of the Legal Notice agreement to sell is cancelled

Status

35.

Brijbasi Projects Private Limited

Kushal Chand

October 5, 2006

Not available

Through this legal notice, Brijbasi projects Private Limited was informed that as they failed to perform their obligations under the agreement to sell, Rs.17,268,750 paid as earnest money has been forfeited and the agreement to sell is cancelled Through this legal notice, Brijbasi projects Private Limited was informed that as they failed to perform their obligations under the agreement to sell, Rs.10,530,000 paid as earnest money has been forfeited and the agreement to sell is cancelled Through the notice, CPPL was called upon to get the execution and registration of the sale deed on or before October 23, 2006 failing which the earnest money would be forfeited and Agreement would be cancelled.

No reply sent as the Company is in discussion with the issuing party

36.

Brijbasi Projects Private Limited

Karam Chand

October 5, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

37.

Capex Projects Private Limited

Inderjeet, Anil Kumar; Mukesh Kumar, Anita, Kashmiri and Satbir

October 6, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

38.

Capex Projects Private Limited

Rajinder Singh, Suresh Kumar, Tejpal, Dayanand, Mahender Singh and Naresh Kumar

October 6, 2006

Not available

Through this legal notice, Capex Project Private Limited was required to be present at the offices of the sub-registrar on October 23, 2006 for the execution and registration of the sale deed together with the payment of the balance amount of sale consideration failing which Rs. 35,50,000 paid as earnest money would be forfeited and agreement to sell dated July 12, 2006 would be cancelled Kamdhenu Project Private Limited was informed that as they failed to perform their obligations under the agreement to sell, Rs. 12,600,000 paid

No reply sent as the Company is in discussion with the issuing party

39.

Kamdhenu Project Private Limited

Chameli Devi, Anup Singh, Mahendar Kaur, Savita and Savitri

November 9, 2006

Not available

No reply sent as the Company is in discussion with the issuing party

600

S. No.

Name of the Party Receiving the Legal Notice

Name of the Party Issuing the Legal Notice

Date of Notice

Amount Under Consideration

Description of the Legal Notice as earnest money has been forfeited and the agreement to sell is cancelled

Status

40.

Kamdhenu Project Private Limited

Shiv Ram

November 9, 2006

Not available

Kamdhenu Project Private Limited was informed that as they failed to perform their obligations under the agreement to sell, Rs. 12,500,000 paid as earnest money has been forfeited and the agreement to sell is cancelled

No reply sent as the Company is in discussion with the issuing party

Tax Cases involving the Company On September 12, 2007, the Company, Subsidiaries, Companies Owned by EMGF, Promoters, Promoter Group Companies and some of the Directors were subjected to search and seizure operations under section 132 and survey under section 133A of the Income Tax Act, 1961. The income tax authorities have taken custody of certain material such as documents, records, computer files and hardware, and recorded statements of certain of our officials. The tax officials are examining the materials seized and statements recorded during the course of the operations. No communication or demand notice has been received in this connection. We may be subject to tax liabilities arising from the said search and seizure operations which are presently unascertainable.
Assessment Year Dated 2006-07 August 31, 2007

S. No. 1

Nature of Proceedings Assessment Proceedings

Authority Sending the Notice Income Tax Officer, Ward 11 (1), New Delhi

Defendant/ Respondent Company

Amount Under Consideration (Rs.) Not available

Brief Description of Case Notice under section 142(1) of the Income Tax Act, 1961 directing the Respondent to produce a true and correct return of income assessable

Status Reply has been filed by the Respondent. Authority has not reverted with any query

Proceedings initiated against the Company for economic offences Nil Details of past penalties imposed on the Company Nil Cases against the Subsidiaries, the Companies Owned by EMGF and the Joint Venture

S. No. 1.

Appeal No./ Case No. Suit No. 131/06

Dated March 2006

Plaintiff/ Petitioners/ Complainant/ Applicant Sarla Devi

Defendant/ Respondent Bimla Devi, Kamla, Shakuntla, Urmils, Parmila, Vikram, Logical Developers Private Limited and Prosperous Buildcon Private

Name & Address of the Court/ Arbitration Panel Civil Judge, Senior Division, Gurgaon

Amount Under Consideration (Rs.) Not available

Brief Description of Case

Status

Suit for declaration The next date of restraining sale of land hearing is yet to pursuant to a sale deed be notified dated February 23, 2006 for a part of the total land measuring 25 bighas 12 biswas situated at Village Basai, Gurgaon for a total consideration of

601

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent Limited

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case Rs.6,328,125. This suit is in respect of certain land measuring 2 bighas 5 biswas situated at Village Basai, Gurgaon

Status

2.

Suit No. 379/05

July 2005

Umadutt Sharma

Active Promoters Civil Judge, Senior Private Limited Division, and others Ghaziabad

820,000

Suit for cancelling a sale The next date of deed dated May 24, 2005. hearing is This suit is in respect of October 1, 2007 certain land situated at Village Shahpur Bhameta, Ghaziabad Suit for declaration and The next date of mandatory injunction hearing is restraining sale of land October 15, 2007 pursuant to a sale deed dated April 25, 2005 for a total amount of Rs. 42,993,750. This suit is in respect of part of certain land measuring 542 kanal 17 marla situated at Village Bas Hariya, Gurgaon Suit for declaration and The next date of permanent mandatory hearing is injunction restraining sale October 15, 2007 of land pursuant to a sale deed dated April 25, 2005 for a total consideration of Rs. 42,933,750. This suit is in respect of certain land measuring 3646/48700 share of 542 kanal 17 marla situated at Village Bas Hariya, Gurgaon Suit for declaration and The next date of mandatory injunction hearing is restraining sale of land October 15, 2007 pursuant to a sale deed dated April 25, 2005. This suit is in respect of certain land measuring 35 kanal 6 marla situated at Village Bas Hariya, Gurgaon Suit for declaration of The next date of mandatory and hearing is permanent injunction October 15, 2007 restraining sale of land pursuant to a sale deed dated April 25, 2005 for a total amount of Rs. 42,993,750. This suit is in respect of part of certain land measuring 542 kanal 17 marla situated at Village Bas Hariya, Gurgaon Suit for declaration and mandatory injunction restraining performance of sale deed dated February 2, 2006. This suit is in respect of certain land measuring 8 kanals situated at Village The next date of hearing is awaited

3.

Suit No. 226/06

April 2006

Shine Buildcon Private Limited

Logical Developers Private Limited and Mamchand

Civil Judge, Senior Division, Gurgaon

Not available

4.

Suit No. 181/06

April 2006

Shine Buildcon Private Limited

Logical Developers Private Limited and Sartaj Singh

Civil Judge, Senior Division, Gurgaon

Not available

5.

Suit No. 252/06

April 2006

Shine Buildcon Private Limited

Braham Singh, Bharat Singh, Logical Developers Private Limited and Raju

Civil Judge, Senior Division, Gurgaon

Not available

6.

Suit No. 183/06

April 2006

Shine Buildcon Private Limited

Logical Developers Private Limited and Krishan

Civil Judge, Senior Division, Gurgaon

Not available

7.

Suit No. 259/05

October 2005

Assotech Realty Private Limited

Active Promoters Civil Judge, Senior Private Limited Division, Gurgaon and Randhir Singh

13,000,000 with an interest of 12% from the date of filing the suit till realisation of the amount

602

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case Ghata, Gurgaon

Status

8.

Suit No. 260/05

October 2005

Assotech Realty Private Limited

Active Promoters Civil Judge, Senior Division, Gurgaon Private Limited and Randhir Singh

14,462,500 with an interest of 12% from the date of filing the suit till realisation of the amount

Suit for declaration and mandatory injunction restraining performance of sale deed dated February 2, 2006. This suit is in respect of certain land measuring 8 kanals 18 marlas situated at Village Ghata, Gurgaon Suit for declaration and mandatory injunction restraining performance of sale deed dated February 2, 2006. This suit is in respect of certain land measuring 8 kanals situated at Village Ghata, Gurgaon Suit for declaration and mandatory injunction restraining performance of sale deed dated February 2, 2006. This suit is in respect of certain land measuring 8 kanals situated at Village Ghata, Gurgaon

The next date of hearing is awaited

9.

Suit No. 261/2005

October 2005

Assotech Realty Private Limited

Active Promoters Civil Judge, Senior Division, Gurgaon Private Limited and Randhir Singh

13,000,000 with an interest of 12% from the date of filing the suit till realisation of the amount

The next date of hearing is awaited

10.

Suit No. 262/2005

October 2005

Assotech Realty Private Limited

Active Promoters Civil Judge, Senior Private Limited Division, Gurgaon and Randhir Singh

13,000,000 with an interest of 12% from the date of filing the suit till realisation of the amount

The next date of hearing is awaited

11.

Suit No. 258/05

October 2005

Assotech Realty Private Limited

Active Promoters Civil Judge, Senior Private Limited Division, Gurgaon and Randhir Singh

24,050,000 with interest of 12% from the date of filing of suit till the realisation of the amount

Suit for declaration and The next date of mandatory injunction hearing is restraining performance awaited of sale deed dated February 2, 2006. This suit is in respect of certain land measuring 14 kanals and 16 marla situated at Village Ghata, Gurgaon Suit for mandatory injunction restraining execution of a sale deed dated January 7, 2006 for a total consideration of Rs. 9,450,000. This suit is in respect of certain land measuring 14 kanal situated at Village Bada, Gurgaon Suit for mandatory injunction restraining execution of a sale deed dated January 7, 2006 for a total consideration of Rs. 8,750,000. This suit is in respect of certain land measuring 27 kanal 19 marla situated at Village Bada, Gurgaon Suit for partition of land measuring 1931/3448 share of 43 kanals and 2 marlas situated at Village Bas Hariya, Gurgaon Suit for partition of land The next date of hearing is October 5, 2007

12.

Suit No. 122/06

April 2006

Radha Enterprises

Changa Singh, Logical Developers Private Limited and Prosperous Buildcon Private Limited

Civil Judge, Senior Division, Gurgaon

Not available

13.

Suit No. 121/06

April 2006

Radha Enterprises

Ganga, Logical Developers Private Limited and Prosperous Buildcon Private Limited

Civil Judge, Senior Division, Gurgaon

Not available

The next date of hearing is November 30, 2007

14.

Suit No. 24/06

2006

Orient Craft Infrastructure Limited

Yukti Projects Private Limited and others

Tehsildar, Gurgaon

Not applicable

The next date of hearing is September 28, 2007 The next date of

15.

Suit No.

2006

Orient Craft

Yukti Projects

Tehsildar,

Not applicable

603

S. No.

Appeal No./ Case No. 34/06

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant Infrastructure Limited

Defendant/ Respondent Private Limited and others

Name & Address of the Court/ Arbitration Panel Gurgaon

Amount Under Consideration (Rs.)

Brief Description of Case

Status

measuring 528 kanals and hearing is 2 marlas situated at September 28, Village Bas Hariya, 2007 Gurgaon Not applicable Suit for partition of land measuring 16 kanal situated at Village Bas Hariya, Gurgaon Suit for partitioning certain land situated at Village Bas Hariya, Gurgaon Suit for declaration that the Plaintiffs are the lawful owners of land measuring 32 kanals situated at Village Bahadurshah Pur, Tehsil and District Gurgaon, Haryana and declaration that sale deed dated October 19, 2005 is null, illegal and void Suit for specific performance in respect of sale deed dated January 17, 2007 for a total consideration of Rs 24,937,500. An order dated February 11, 2006 injuncting the Defendants from selling the property measuring 5 kanal 14 marla had been passed by the Additional Civil Judge. The Plaintiff has filed an application for impleading Abhinav Projects Private Limited as a party in this matter. The Plaintiff has also filed a contempt application Suit for partition of the land bearing rect.no.60, killa no.3/3[2-2], 4/2[114] l measuring 5 kanals 10 marlas situated at revenue estate of Ghata, Tehsil Sohna, District Gurgaon Suit for declaration that the plaintiff is entitled to the outstanding amount of the sale consideration together with interest of 12% per annum from January 11, 2007 (date of the sale deed) until realisation of the amount. The suit is for land measuring 11 kanals 9 marlas, situated at Village Nangli Umarpur, Tehsil and District Gurgaon The next date of hearing is September 28, 2007 The next date of hearing is September 28, 2007 The next date of hearing is December 3, 2007

16.

Suit No. 36/07

2007

Orient Craft Infrastructure Limited Orient Craft Infrastructure Limited

Yukti Projects Private Limited and others Logical Estates Private Limited

Tehsildar, Gurgaon

17.

Suit No. 37/07

2007

Tehsildar, Gurgaon

Not applicable

18.

Suit No. 537/06

December 2006

Satyavir Yadav, Active Promoters Civil Judge Senior Suresh Singh and Private Limited division, Gurgaon Naresh Garg and Roop Kumar Bansal

Not available

19.

Suit No. 50/07

October 2005

Chanderpal

Abhinav Projects Additional Civil Private Limited Judge Senior and Siria division, Gurgaon

24,937,500

The next date of hearing is November 27, 2007 in respect of the application filed under Order XXXIX Rule 2 (A) and November 6, 2007 in respect of the suit

20.

Suit No. 45/2007

2007

Regal Greenland Private Limited

Tanmay Developers Private Limited

Additional Civil Judge Senior division, Gurgaon

Not applicable

The next date of hearing is September 28, 2007

21.

Suit No. 154/07

2007

Sher Singh

Bailiwick Builders Private Limited

Civil Judge, Senior Division, Gurgaon

Not available

The next date of hearing is October 9, 2007

604

S. No. 22.

Appeal No./ Case No. Complaint No.106/07

Dated March , 2007

Plaintiff/ Petitioners/ Complainant/ Applicant Hem Chander

Defendant/ Respondent Hope Promoters Private Limited

Name & Address of the Court/ Arbitration Panel Additional Civil Judge, Senior Division, Gurgaon

Amount Under Consideration (Rs.) 10,000,000

Brief Description of Case

Status

Complaint under Section The next date of 138 of the Negotiable hearing is Instruments Act, 1938 October 4, 2007 filed in respect of the bouncing of cheque of Rs. 10,000,000 given for payment of property located at Village Kherki Majra, Dhankot, Gurgaon measuring 17 kanal. The total consideration for the property is Rs.27,100,000 Suit for declaration and permanent injunction restraining a sale deed dated June 9, 2005 for a total consideration of Rs.3,200,000. This suit is in respect of land measuring 16 kanals in Village Bhore Kalan, Gurgaon Suit for declaration and permanent injunction in respect of a sale deed dated June 13, 2005. This suit is in respect of land measuring 21 kanals 15 marlas located at Village Bhora Kalan, Gurgaon Appeal against the judgment and decree passed by the Civil Judge, dated April 17, 2007 for setting aside the above referred judgment and remanding the case to the Trial Court. The appeal is for declaration that the Special Power of Attorney executed by the Appellants grandfather is not binding on them and an injunction restraining the Respondents from dispossessing the Appellants from the suit land The next date of hearing is November 15, 2007

23.

Suit No. 183/2005

September 24, Umrao 2005

Active Promoters Civil Judge, Senior Private Limited, Division, Gurgaon Sushil and Bishan Singh

Not available

24.

Not available

July 2007

Vidya Devi

Kela Devi and Civil Judge, Senior Active Promoters Division, Gurgaon Private Limited

Not available

The next date of hearing is November 26, 2007

25.

RCA 16/2007

May 2007

Shailendra Kumar and Sumit Kumar

Pragya Buildcon Private Limited and Samuel Kutty

District Judge, Delhi

197,89,063

The next date of hearing is October 16, 2007

26.

Not available

April 2006

Shine Buildcon Private Limited

Mahavir and Logical Developers Private Limited

Civil Judge Senior Division, Gurgaon

Not available

Suit for declaration and The next date of mandatory injunction hearing is restraining sale of land October 15, 2007 pursuant to a sale deed dated April 25, 2005 for a total amount of Rs. 42,933,750. This suit is in respect of certain land measuring 34 kanal 4 marla situated at Village Bas Hariya, Gurgaon Case filed under the Next date of provisions of the Indian hearing is Stamp Act, 1899 in October 1, 2007 respect of land situated at Village Shahpur Bamheta, Pargana Dasna, Tehsil and District Ghaziabad

27.

Case No. 449/2006-07

March 18, 2007

State

Prosperous Buildcon Private Limited

Upper Collector (Finance and Revenue), Ghaziabad

81,500

605

S. No. 28.

Appeal No./ Case No. Case No. 113/2007-08

Dated June 28, 2007

Plaintiff/ Petitioners/ Complainant/ Applicant State

Defendant/ Respondent Prosperous Buildcon Private Limited

Name & Address of the Court/ Arbitration Panel Upper Collector (Finance and Revenue), Ghaziabad

Amount Under Consideration (Rs.) 10,17,500

Brief Description of Case

Status

Case filed under the Next date of provisions of the Indian hearing is Stamp Act, 1899 in October 1, 2007 respect of land situated at Village Shahpur Bamheta, Pargana Dasna, Tehsil and District Ghaziabad Case filed under the Next date of provisions of the Indian hearing is Stamp Act, 1899 in October 1, 2007 respect of land situated at Village Shahpur Bamheta, Pargana Dasna, Tehsil and District Ghaziabad Case filed under the Next date of provisions of the Indian hearing is Stamp Act, 1899 in October 1, 2007 respect of land situated at Village Shahpur Bamheta, Pargana Dasna, Tehsil and District Ghaziabad Case filed under the Next date of provisions of the Indian hearing is Stamp Act, 1899 in October 1, 2007 respect of land situated at Village Shahpur Bamheta, Pargana Dasna, Tehsil and District Ghaziabad Case filed under the Next date of provisions of the Indian hearing is Stamp Act, 1899 in October 1, 2007 respect of land situated at Village Shahpur Bamheta, Pargana Dasna, Tehsil and District Ghaziabad Suit filed for declaration The next date for that the Plaintiff is the hearing is joint owner of property October 5, 2007 situated at Village Raipur Kalan, Mohali and declaration of sale deed dated November 21, 2005 in respect of 52 kanals and 5 marlas situated at Village Raipur Kalan, Mohali as null and void Suit for declaration that the Notification Nos. 1510/SYL/ Const./88 dated March 24, 1988 and Notification No. 1896/SYL/Const./88 April 11, 1988 issued under Section 4 and Section 6 of the Land Acquisition Act are null and void and suit for permanent injunction restraining the Defendants from alienating and dispossessing the The next date of hearing is November 10, 2007

29.

Case No. 114/2007-08

June 28, 2007

State

Prosperous Buildcon Private Limited

Upper Collector (Finance and Revenue), Ghaziabad

13,07,000

30.

Case No. 93/2007-08

June 28, 2007

State

Prosperous Buildcon Private Limited

Upper Collector (Finance and Revenue), Ghaziabad)

12,77,500

31.

Case No. 126/2007-08

June 28, 2007

State

Rose Gate Estates Private Limited

Upper Collector (Finance and Revenue), Ghaziabad

17,02,000

32.

Case No. 125/2007-08

June 28, 2007

State

Sonex Projects Private Limited

Upper Collector (Finance and Revenue), Ghaziabad

13,27,500

33.

RT535/2006

April 13, 2006 Harpreet Kaur

Dove Promoters Private Limited and others

Additional Civil Judge (Senior Division), Kharar

Not available

34.

Suit No. 1569/07

June 1, 2007

Amar Singh

Charismatic Realtors Private Limited and others

Civil Judge (Senior Division), Mohali

Not available

606

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case Plaintiffs from the land measuring 15.43 acres situated at Village Raipur Kalan, Mohali

Status

35.

Suit No. 1216/2006

July 15, 2006

Arihant Marbles

Snow White Buildcon Private Limited and others

Additional Civil Judge, Kharar

Not available

Suit for permanent injunction restraining the Defendants from interfering with the peaceful possession and running of the marble shop on the land measuring 1 acre situated at Village Landran, Mohali which has been taken on rent Suit for declaration and permanent injunction with respect to sale deeds dated October 19, 2007 and October 21, 2005 is illegal, null and void and declaration to the effect that Plaintiffs are owners of some part of land situated in Village Raipur, Tehsil Mohali, District Ropar Suit for permanent injunction restraining the Defendants from interfering with the peaceful possession of land measuring 38 kanal 16 marlas situated at Village Balongi, Mohali and declaration that the token money of Rs.200,000 is null and void Suit for possession by way of injunction and specific performance of the agreement dated May 15, 2006 for a total consideration of Rs. 5,200,000 per acre. This suit is in respect of land measuring 33 kanal and 50 Sq. Yards situated atVillage Gahaur, Mulanpur, Ludhiana and declaration that sale deed dated July 3, 2006 is illegal, null and void Suit for possession by way of injunction and specific performance of the agreement dated May 17, 2005 for a total consideration of Rs. 5,000,000 per acre. This suit is in respect of land measuring 33 kanal and 150 Sq. Yards situated atVillage Gahaur, Mulanpur, Ludhiana and declaration that sale deed dated July 3, 2006 is

The next date of hearing is November 13, 2007

36.

Suit No. 745/2005

November 11, 2005

Jasbir Kaur and others

Gyan Jyoti Estates Private Limited, Mega City Builders Private Limited and others

Civil Judge (Junior Division), Mohali

Not available

The next date of hearing is November 11, 2007

37.

Suit No. 92/2006

May 23, 2006

Guru Nanak Paper Mills Limited and Others

Logical Developers Private Limited

Civil Judge (Senior Division), Kharar

Not available

The next date of hearing is November 8, 2007

38.

Suit No. 337/2006

September 30, 2006

Jaswinder Pal Singh and others

Milky Way Realtors Private Limited and others

Civil Judge (Senior Not available Division), Ludhiana

The next date of hearing is December 18, 2007

39.

Suit No. 968/2006

August 28, 2006

Jaswinder Pal Singh and others

Milky Way Realtors Private Limited and others

Civil Judge (Senior Not available Division), Ludhiana

The next date of hearing is September 28, 2007

607

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case illegal, null and void

Status

40.

CS(OS) No. 844/2006

July 18, 2007

Arvind Kumar

Prosperous Buildcon Private Limited, Logical Estates Private Limited and others Hope Promoters Private Limited and others

High Court of Delhi, New Delhi

42,00,000

Suit for specific performance based on agreement of sale dated September 25, 2005 in favour of the Plaintiff Suit for partition in respect of land measuring36 kanals situated at Village Kherki Majra Dhankot, Tehsil and District Gurgaon Suit for partition in respect of land measuring 12 kanal 16.5 marla situated at Village Kherki Majra Dhankot, Tehsil and District Gurgaon Suit for partition in respect of land measuring 8 kanal 19 marla situated at Village Kherki Majra Dhankot, Tehsil and District Gurgaon Suit for partition in respect of land measuring 13 kanal 5 marla situated at Village Kherki Majra Dhankot, Tehsil and District Gurgaon Suit for partition in respect of land situated at Village Kherki Majra Dhankot, Tehsil and District Gurgaon

Next date of hearing is November 25, 2007

41.

Case No. 49/NT/07

2007

Saraswati Kunj Infrastructure Private Limited

Additional Collector, First Class, Gurgaon

11,937,500

The next date of hearing is September 26, 2007

42.

Not available

2007

Saraswati Kunj Infrastructure Private Limited

Logical Developers Private Limited

Additional Collector, First Class, Gurgaon

5,290,300

The next date of hearing is September 26, 2007

43.

Not available

February 2007 Sunglow Overseas Private Limited

Legend Buildcon Additional Private Limited, Collector, First Logical Class, Gurgaon Developers Private Limited and others Garland Estate Private Limited and others Additional Collector, First Class, Gurgaon

3,356,250

The next date of hearing is September 26, 2007

44.

Not available

February 2007 Sunglow Overseas Private Limited

1,656,250

The next date of hearing is September 26, 2007

45.

Not available

2007

Dujarba Overseas Private Limited

Garland Estate Additional Private Limited, Collector, First Legend Buildcon Class, Gurgaon Private Limited, Logical Developers Private Limited and others Active Promoters Additional and others Collector, First Class, Gurgaon

5,012,500

The next date of hearing is September 26, 2007

46.

Not available

February 2007 Saraswati Kunj Infrastructure Private Limited

3,375,000

Suit for partition in respect of land measuring 9 kanal situated at Village Kherki Majra Dhankot, Tehsil and District Gurgaon Suit for partition in respect of land measuring 8 kanal 19 marla situated at Village Kherki Majra Dhankot, Tehsil and District Gurgaon

The next date of hearing is September 26, 2007

47.

Not available

2007

Sunglow Overseas Private Limited and another

Garland Estate Additional Private Limited, Collector, First Legend Buildcon Class, Gurgaon Private Limited, Logical Developers Private Limited and others Legend Buildcon Additional Private Limited, Collector, First Logical Class, Gurgaon Developers Private Limited and others Garland Estate Private Limited and others Additional Collector, First Class, Gurgaon

5,012,500

The next date of hearing is September 26, 2007

48.

Not available

2007

Saraswati Kunj Infrastructure Private Limited

3,356,250

Suit for partition in respect of land measuring 8 kanal 19 marla situated at Village Kherki Majra Dhankot, Tehsil and District Gurgaon Suit for partition in respect of land measuring 13 kanal 5 marla situated at Village Kherki Majra

The next date of hearing is September 26, 2007

49.

Not available

2007

Dujarba Overseas Private Limited

1,656,250

The next date of hearing is September 26, 2007

608

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case Dhankot, Tehsil and District Gurgaon

Status

50.

Not available

February 2007 Saraswati Kunj Infrastructure Private Limited

Logical Developers Private Limited, Prosperous Buildcon Private Limited and others Garland Estate Private Limited and others

Additional Collector, First Class, Gurgaon

23,615,600

Suit for partition in respect of land measuring 56 kanal 10.4 marla situated at Village Kherki Majra Dhankot, Tehsil and District Gurgaon Suit for partition in respect of land situated at Village Kherki Majra Dhankot, Tehsil and District Gurgaon

The next date of hearing is September 26, 2007

51.

Not available

2007

Sunglow Overseas Private Limited and another Shine Buildcon Private Limited

Additional Collector, First Class, Gurgaon

5,684,688

The next date of hearing is September 26, 2007

52.

Suit No. 182/06

April 2006

Logical Developers Private Limited and Surender

Civil Judge, Senior Division, Gurgaon

Not available

Suit for declaration and The next date of mandatory injunction hearing is restraining sale of land October 15, 2007 pursuant to a sale deed dated April 25, 2005 for a total consideration of Rs. 42,993,750. This suit is in respect of 1216/12175 share of certain land measuring 542 kanal 17 marla situated at Village Bas Hariya, Gurgaon Case under the provisions of the Indian Stamp Act, 1899 in respect of land located at Village Shahpur Bamheta, Pargana Dasna, Ghaziabad Suit for declaration and mandatory injunction restraining sale of land pursuant to a sale deed dated April 25, 2005 for a total consideration of Rs. 42,993,750. This suit is in respect of certain land measuring 2735/36525 share of 542 kanal 17 marla situated at Village Bas Hariya, Gurgaon Suit for Declaration, permanent injunction and specific performance of an agreement dated December 8, 2005 for a total consideration of Rs. 30,000,000. This suit is in respect of land admeasuring 108 kanal and 18 marla situated in revenue estate of Village Ullawas, Tehsil Sohna, District Gurgaon Suit for Declaration, permanent injunction and specific performance of an agreement dated October 6, 2005 for a total consideration of Next date of hearing is September 29, 2007

53.

Case No. 113/2007-08

May 25, 2007

State

Deep Jyoti Projects Private Limited

Additional District Magistrate (Administration), Ghaziabad

1,505,800

54.

Suit No. 182/06

April 2006

Shine Buildcon Private Limited

Logical Developers Private Limited, and Bir Singh

Civil Judge, Senior Division, Gurgaon

Not available

The next date of hearing is October 15, 2007

55.

Suit No. 289/ 2007

July 2007

Dinesh Jain

Active Promoters Private Limited

(ACJ) Civil Judge, Senior Division, Gurgaon

Not available

The next date of hearing is September 29, 2007

56.

Suit No. 261/ 2007

July 2007

Dinesh Jain

True Value Buildcon Private Limited

(ACJ) Civil Judge, Senior Division, Gurgaon

Not available

The next date of hearing is September 29, 2007

609

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case Rs. 100,000,000. This suit is in respect of land admeasuring 68 kanal and 13 marla situated in revenue estate of Village Ghata, Tehsil Sohna, District Gurgaon

Status

57.

Not Available

April 2007

Sivadasan and others

Authentic Properties Private Limited and another

District Court Ernakulam, Munsif Court, Aluva

Not avilable

Suit for permanent injunction restraining the Defendants from trespassing the properties measuring 94 cents and 72.425 cents situated at Village Chengamanad and from constructing, alienating or creating charge over the property Appeal challenging a judgment and decree passed in O.S. No. 46 of 2001 dated June 28, 2003, allowing the defendant to recover property mesuring 86.5 cents situated at village Chengamanad Authentic Properties Private Limited has been impleaded as a party in this case. Suit for declaration that Plaintiffs are owners to the extent of 2/5th share of property measuring 68 kanal 18 marla situated at Village Raipur Kalan, Ropar and consequential relief of permanent injunction restraining the Defendant from alienating the above referred land Suit for permanent injunction restraining the Defendants from alienating a part of land situated at Village Jhampur, Mohali

The next date of hearing is November 18, 2007

58.

A.S. No. 118/03

2003

Sivadasan

Phelix and Authentic Properties Private Limited

Principal Sub Court, North Paravur

Not available

The next date of hearing is September 29, 2007

59.

RT-1366 20/07/2005

2005

Jagtar Singh and others

Dove Promoters Private Limited, Sidhivinayak Buildcon Private Limited and others

Civil Judge (Junior Division), Kharrar

Not available

The next date of hearing is October 11, 2007

60.

Suit No. 968/2006

September 2006

Jatinder Singh Virk

Kulbir others

and

Civil Judge (Junior Division), Mohali

An application has been filed to implead Charbhuja Properties Private Limited as a party to the suit. The next date of hearing is September 28, 2007

Cases by the Subsidiaries, the Companies Owned by EMGF and the Joint Venture
Plaintiff/ Petitioners/ Complainant/ Applicant Name & Address of the Court/ Arbitration Panel Civil Judge, Senior Division Gurgaon Amount Under Consideration (Rs.) Not available

S. No. 1.

Appeal No./ Case No. Suit No. 283/05

Dated October 2005

Defendant/ Respondent

Brief Description of Case Suit for specific performance in respect of an agreement to sell dated July 6, 2005 for a total consideration of Rs.

Status The next date of hearing is November 20, 2007

Active Promoters Sewa Ram Private Limited

610

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case 20,650,000. This suit is in respect of certain land measuring 82 kanal 12 marla situated at Village Naurangpur, Gurgaon

Status

2.

Suit No. 155/05

October 2005

Active Promoters Hoshiar Singh Private Limited and others

Civil Judge, Senior Division, Gurgaon

Not available

Suit for specific The next date of performance in respect of hearing is an agreement to sell October 22, 2007 dated August 25, 2005 for a total amount of Rs. 25,375,000. This suit is in respect of certain land measuring 29 kanals situated at Village Ullawas, Gurgaon Suit for specific The next date of performance in respect of hearing is an agreement to sell October 17, 2007 dated December 2, 2005 for a total consideration of Rs. 20,168,750. This suit is in respect of certain land measuring 46 kanal 2 marla situated at Village Dhanwpur, Gurgaon Suit for specific The next date of performance in respect of hearing is an agreement to sell October 24, 2007 dated Dember13, 2005 for a total consideration of Rs. 22,864,688. This suit is in respect of certain land measuring 42 kanal 1 marla situated at Village Dhankot, Gurgaon Suit for recovery of Rs.11,128,750 in respect of a sale deed dated June 12, 2006. This suit is in respect of certain land measuring 15 kanal 7 marla situated at Village Kherki Majra, Gurgaon Suit for specific performance in respect an agreement to sell dated June 22, 2006 for a total consideration of Rs. 36,000,781. This suit is in respect of certain land measuring 6 bighas 14 biswas 12.5 biswansi situated at Village Basai and land measuring 16 kanal situated at Village Dhankot, Gurgaon Suit for specific performance in respect a sale deed dated June 10, 2006 for a total amount of Rs. 14,700,000. This suit is in respect of certain land measuring 19 kanal 12 marla situated at Village Dhankot, The next date of hearing is September 26, 2007

3.

Suit No. 277/06

June 13, 2006

Active Promoters Anita Private Limited

Civil Judge, Senior Division, Gurgaon

Rs. 20,168,750

4.

Suit No. 279/06

June 14, 2006

Active Promoters Virinder Singh Private Limited and others

Additional Civil Judge, Senior Division, Gurgaon

22,864,688

5.

Suit No. 293/06

October 27, Maestro Estates 2006 Private Limited

Attar Singh

Civil Judge, Senior Division, Gurgaon

11,128,750 together with interest of 18% from the date of the institution of the suit until realisation of the above referred amount 36,000,781

6.

Suit No. 295/06

October 2006

Camarederie Properties Private Limited

Gyaneshwar Realtors Private Limited

Civil Judge, Senior Division, Gurgaon

The next date of hearing is November 23, 2007

7.

Suit No. 477/06

October 27, Nayas Projects 2006 Private Limited

Mahender Singh

Civil Judge, Senior Division, Gurgaon

Not available

The next date of hearing is December 6, 2007

611

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case Gurgaon

Status

8.

Suit No. 49/07 February 6, 2007

Divit Estates Private Limited

Zile Singh and others

Civil Judge, Gurgaon

Not available

Suit for permanent injunction in respect of land measuring 18 kanals 16 marlas situated at Village Kherki Daula, Gurgaon. An agreement to sell dated January 25, 2007 for a total consideration of Rs.86,950,000 was executed Suit for permanent injunction in respect of land measuring 7 kanal 15 marla situated in Village Kherki Daula, Gurgaon. An agreement to sell dated January 25, 2007 for a total consideration of Rs.35,843,750 was executed This is a contempt petition in respect of Suit No. 50/07 in violation of order dated February 9, 2007 directing the parties to maintain status quo with regard to the property measuring 7 kanal 15 marla situated in Village Kherki Daula, Gurgaon This is a contempt petition in respect of Suit No. 49/07 in violation of order dated February 9, 2007 directing the parties to maintain status quo with regard to the property measuring 18 Kanals 16 Marlas situated at Village Kherki Daula, Gurgaon Suit permanent injunction in respect of land measuring 97 kanals, 4 marlas situated at Village Narsingpur Dhankot, Tehsil and District Gurgaon. Sale deed dated April 9, 2007 was executed for a total consideration of Rs. 455,625,000

The next date of hearing is October 4, 2007

9.

Suit No. 50/07 February 2007

Divit Estates Private Limited

Zile Singh and others

Civil Judge, Gurgaon

Not available

The next date of hearing is October 4, 2007

10.

Petition No. May 15, 10/07 in 2007 respect of Suit No. 50/07

Divit Estates Private Limited

Zile Singh and others

Civil Judge, Gurgaon

Not applicable

The next date of hearing is November 15, 2007

11.

Petition No. 11/07

May 15, 2007

Divit Estates Private Limited

Zile Singh and others

Civil Judge, Gurgaon

Not applicable

The next date of hearing is November 15, 2007

12.

Suit No. 74/07 February 21, 2007

Divit Estates Private Limited

Ramratti and others

Additional Civil Judge Senior Division, Gurgaon

Not available

The next date of hearing is November 27, 2007

13.

Suit No. 342/06

December 2006

Logical Developers Private Limited

Sube Singh

Civil Judge, Senior Division, Gurgaon

32,375,000

Suit for specific The next date of performance in respect of hearing is a sale deed dated October 5, 2007 December 4, 2005 for a total consideration of Rs. 32,375,000. This suit is for land measuring 25 bighas 18 biswas situated at Village Chauma, Tehsil and District

612

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case Gurgaon

Status

14.

Suit No. 343/06

December 19, 2006

Logical Developers Private Limited and Surender Pal

Inder Singh

Civil Judge, Gurgaon

Not available

Suit for specific performance of sale deed dated December 3, 2005 for a total consideration of Rs. 10,250,000. This suit is for land measuring 8 kanals, 4 marlas situated at Village Chauma, Tehsil and District Gurgaon Suit for specific performance in respect of an agreement to sell dated December 4, 2005 for a total consideration of Rs. 6,437,500. This suit is in respect of land measuring 5 kanals, 3 marlas situated at Village Chauma, Tehsil and District Gurgaon Suit for declaration, specific performance and permanent injunction in respect of land measuring12 bighas, 10 biswas (2.60 acres) situated at Village Quadipur, Tehsil Alipur, Narela, Delhi under a common agreement to sell dated November 8, 2005 for a total consideration of Rs.7,812,500 Suit for declaration, specific performance and permanent injunction in respect of land measuring 4 bighas, 16 biswas situated at Village Quadipur, Tehsil Alipur, Narela, Delhi under a common agreement to sell dated November 8, 2005 for a total consideration of Rs. 3,000,000 per acre Suit for declaration, specific performance and permanent injunction in respect of the land measuring 4 bighas 16 biswas, situated at Village Quadipur, Tehsil Alipur, Narela, Delhi under a common agreement to sell dated November 8, 2005 for a total consideration of Rs. 3,000,000 per acre Appeal against mutation order bearing Mutation No. 1462 dated July 31, 2006 passed by the Revenue Officer with

The next date of hearing is October 5, 2007

15.

Suit No. 647/06

December 2006

Logical Developers Private Limited

Vikram Singh and another

Civil Judge, Senior Division, Gurgaon

6,437,500

The next date of hearing is November 12, 2007

16.

CS(OS) No. 1577/2006

August 11, 2006

Logical Estates Private Limited and Prosperous Buildcon Private Limited

Balwant Singh

High Court of Delhi, New Delhi

Not available

The next date of hearing is October 9, 2007 before the Joint Registrar and December 4, 2007 before the High Court

17.

CS(OS) No. 1576/2006

August 11, 2006

Logical Estates Private Limited and Prosperous Buildcon Private Limited

Santosh

High Court of Delhi, New Delhi

Not available

The next date of hearing is October 9, 2007 before the Joint Registrar and December 4, 2007 before the High Court

18.

CS(OS) No. 1575/2006

August 11, 2006

Logical Estates Private Limited and Prosperous Buildcon Private Limited

Anita

High Court of Delhi, New Delhi

Not available

The next date of hearing is October 9, 2007 before the Joint Registrar and December 4, 2007 before the High Court

19.

Appeal No. 20/2007

March 1, 2007

Active Promoters V.D. Shukla and Private Limited others

SDO I-CumCollector, Gurgaon

Not applicable

The next date of hearing is awaited

613

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case respect to the land measuring 33 kanals and 11 marlas owned by Active Promoters Private Limited situated at the revenue estate of Village Tigra, Tehsil and District Gurgaon

Status

20.

Appeal No. 19/2007

March 1, 2007

Active Promoters V.D.Shukla and Private Limited others

SDO I-CumCollector, Gurgaon at Gurgaon

Not applicable

Appeal against the mutation order bearing Mutation No. 781 dated July 31, 2006 passed by the Revenue Officer with respect to the land measuring 37 kanals and 15 marlas owned by Active Promoters Private Limited situated at the revenue estate of Village Nangli Umarpur, Tehsil and District Gurgaon Appeal against the mutation order bearing Mutation No. 2591 dated July 25, 2006 passed by the Revenue Officer with respect to the land measuring 2 kanals and 13 marlas owned by Active Promoters Private Limited situated at the revenue estate of Village Maidawas, Tehsil and District Gurgaon

The next date of hearing is awaited

21.

Appeal No. 21/2007

March 20, 2007

Active Promoters V. D. Shukla and SDO I-CumPrivate Limited others Collector, Gurgaon

Not applicable

The next date of hearing is awaited

22.

Appeal No. 22/2007

March 20, 2007

Active Promoters V.D. Shukla and Private Limited others

SDO I-CumCollector, Gurgaon at Gurgaon

Not applicable

Appeal Gurgaon against The next date of the mutation order hearing is bearing Mutation No. awaited 2546 dated May 19, 2006 passed by the Revenue Officer with respect to the land measuring 12 kanals owned by Active Promoters Private Limited situated at the revenue estate of Village Maidawas, Tehsil and District Gurgaon Suit for declaration, specific performance and permanent injunction in respect of an agreement dated April 1, 2003 in respect of land measuring 1 bigha 9 biswas situated at the revenue estate of Village Sikanderpur Ghosi, Tehsil and District Gurgaon The next date of hearing is November 14, 2007

23.

Suit No. 177/2006

April 7, 2006

Active Securities Sunil Private Limited Khandelwal and another

Civil Judge, Senior Division, Gurgaon

Not available

24.

CWP No. 3628/06

March 2006

Company, Logical Developers Private Limited, MGF Developments Limited and others

State of Haryana and others

High Court of See Serial No. 1 See Serial No. 1 under Punjab and Haryana under Cases by the Cases by the Company Company

See Serial No. 1 under Cases by the Company

25.

CWP No.

March

Company, Zonex State of Haryana

High Court of

See Serial No. 2

See Serial No. 2 under

See Serial No. 2

614

S. No.

Appeal No./ Case No. 3554/06

Dated 2006

Plaintiff/ Petitioners/ Complainant/ Applicant Estates Private Limited, MGF Developments Limited and others

Defendant/ Respondent and others

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case

Status under Cases by the Company

Punjab and Haryana under Cases by the Cases by the Company Company

26.

CWP No. 3654/06

March 2006

Company, Sonex State of Haryana Projects Private and others Limited, Gyan Kunj Constructions Private Limited, Gyan Jyoti Estates Private Limited, Amar Deep Buildcon Private Limited, Rose Gate Estates Private Limited, MGF Developments Limited and others Company, Sarvodya Buildcon Private Limited, Prosperous Constructions Private Limited and MGF Developments Limited Company, Ram Niwas, Logical Developers Private Limited and MGF Developments Limited Company, Logical Developers Private Limited, Zonex Estates Private Limited, Yukti Projects Private Limited, Sankalp Promoters Private Limited, MGF Developments Limited and others Paramjeet Singh, Company, Logical Estates Private Limited, Snow White Buildcon Private Limited, Active Promoters Private Limited, Logical Developers Private Limited, MGF Developments State of Haryana and others

See Serial No. 3 under High Court of See Serial No. 3 Punjab and Haryana under Cases by the Cases by the Company Company

See Serial No. 3 under Cases by the Company

27.

CWP No. 3859/06

March 2006

High Court of See Serial No. 4 See Serial No. 4 under Punjab and Haryana under Cases by the Cases by the Company Company

See Serial No. 4 under Cases by the Company

28.

CWP No. 5251/06

March 2006

State of Haryana and others

High Court of See Serial No. 5 See Serial No. 5 under Punjab and Haryana under Cases by the Cases by the Company Company

See Serial No. 5 under Cases by the Company

29.

CWP No. 5298/06

April 2006

State of Haryana and others

High Court of See Serial No. 6 See Serial No. 6 under Punjab and Haryana under Cases by the Cases by the Company Company

See Serial No. 6 under Cases by the Company

30.

CWP No. 9748/06 and Review Petition of 2007

July 2007

State of Punjab and others

High Court of See Serial No. 7 See Serial No. 7 under Punjab and Haryana under Cases by the Cases by the Company Company

See Serial No. 7 under Cases by the Company

615

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant Limited and Legend Buildcon Private Limited

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case

Status

31.

CWP No. 9746/06 and Review Petition of 2007

July 2007

Company, State of Punjab Legend Buildcon and others Private Limited, MGF Developments Limited and others Company, State of Haryana Chirayu and others Buildtech Private Limited, MGF Developments Limited and others Company, MGF State of Developments Rajasthan and Limited and others Active Promoters Private Limited Company, MGF State of Developments Rajasthan and Limited and others Active Promoters Private Limited Company, MGF State of Developments Rajasthan and Limited and others Active Promoters Private Limited Dove Promoters Private Limited, MGF Developments Limited and Company Embryonic Properties Private Limited State of Rajasthan and others

High Court of See Serial No. 8 See Serial No. 8 under Punjab and Haryana under Cases by the Cases by the Company Company

See Serial No. 8 under Cases by the Company

32.

CWP 9513/ 2007

June 25, 2007

High Court of See Serial No. 9 See Serial No. 9 under Punjab and Haryana under Cases by the Cases by the Company Company

See Serial No. 9 under Cases by the Company

33.

CWP 598/2007

January 2007

High Court of Rajasthan, Jaipur

See Serial No. 10 See Serial No. 10 under under Cases by the Cases by the Company Company

See Serial No. 10 under Cases by the Company

34.

S.B. C.W. No. April 2007 2533/2007

High Court of Rajasthan, Jaipur

See Serial No. 11 See Serial No. 11 under under Cases by the Cases by the Company Company

See Serial No. 11 under Cases by the Company

35.

S.B. C.W. No. April 2007 2534/2007

High Court of Rajasthan, Jaipur

See Serial No. 12 See Serial No. 12 under under Cases by the Cases by the Company Company

See Serial No. 12 under Cases by the Company

36.

S.B. C.W. No. April 2007 2535/2007

High Court of Rajasthan, Jaipur

See Serial No. 13 See Serial No. 13 under under Cases by the Cases by the Company Company

See Serial No. 13 under Cases by the Company

37.

Writ Petition No. 501/2006

September 16, 2006

State of Goa and others

High Court of Bombay, Bombay

82,674,000

The Writ Petition has been filed in the Bombay High Court challenging Notification No. 2273/2000 dated September 19, 2006 in respect of land measuring 142,542 sq. mtrs. Under Section 4(1) of the Land Acquisition Act, 1894

The Writ Petition has been admitted by the High Court on July 4, 2007 and interim orders have been passed to the effect that the Government will not pass the final award in the acquisition proceedings without the permission of the court The next date of hearing is yet to be notified

38.

Not available

July 2, 2007

Yukti Projects Private Limited

Rajpal alias Rajinder Singh

Metropolitan Magistrate, Tis Hazari

8,40,000

Complaint under Section 138 of the Negotiable Instruments Act

The next date of hearing is December 13, 2007

616

S. No. 39.

Appeal No./ Case No. C.S. No. 576/2006

Dated February 17, 2006

Plaintiff/ Petitioners/ Complainant/ Applicant Dove Promoters Private Limited

Defendant/ Respondent Channan Ram and others

Name & Address of the Court/ Arbitration Panel Additional Civil Judge (Senior Division), Khakkar

Amount Under Consideration (Rs.) 49,800,000 (Double amount of earnest money) together with 18% interest from the date of agreement to sell until the date of realisation of the amount Not available

Brief Description of Case Suit for injunction and specific performance of agreement to sell dated September 19, 2005 for a total consideration of Rs. 6,000,000 per acre. This suit is in respect of land situated at Ropar District, Mohali Suit for permanent injunction restraining the Defendant from interfering with the exclusive and separate possession of the Plaintiff over land measuring 4 kanals and 15 marlas situated at Village Balongi, Tehsil Mohali which was purchased by them pursuant to an executed sale deed dated December 15, 2005 for a total consideration of Rs. 17,775,000

Status The next date of hearing is November 30, 2007

40.

RT-778/2006

June 2006

Sonex Project Private Limited

Nasib Kaur and others

Civil Judge (Junior Division) Mohali

The next date of hearing is November 11, 2007

41.

RT-988/2005

August 2005

Mega City Promoters Private Limited and others

Kura Singh and others

Additional Civil Judge (Senior Division), Mohali

10,073,250 together with interest of 18% per annum from the date of agreement until realisation

Suit for specific The next date of performance of hearing is agreement to sell dated awaited March 5, 2005 for a total consideration of Rs. 10,073,250. This suit is in respect of land measuring 18 bighas and 6 biswas 6 biswansi situated at Village Behlolpur, Tehsil Mohali Suit for permanent injunction of agreement to sell dated October 22, 2005 for a total consideration of Rs. 6,000,000 per acre. This suit is in respect of land measuring 67 kanals and 3 marlas situated at district Ropar, Mohali and restraining the Defendants from selling, transferring or creating any charge or lien on the above referred land Suit for specific performance and injunction of agreement to sale dated September 10, 2005 for a total consideration of Rs. 15,225,000. This suit is in respect of land measuring 20 kanals and 6 marlas situated at District Ropar, Mohali Suit for specific performance and injunction of agreement to sell dated April 12, 2006 for a total consideration of Rs. The next date of hearing is September 27, 2007

42.

RT-903/2006

February 2006

Dove Promoters Private Limited and Snow White Buildcon Private Limited

Labh Singh and Others

Additional Civil Judge (Senior Division), Mohali

Not available

43.

RT-1937/2006 June 26, 2006

Dove Promoters Amrik Singh and Additional Civil Private Limited others Judge (Senior and Sidhivinayak Division), Mohali Buildcon Private limited

15,225,000 together with 18% interest per annum until realisation of the amount

This matter has been compromised and fixed before the Lok Adalat for withdrawal

44.

RT-1851/2006 May 24, 2006

Logical Developers Private Limited and others

Guru Nanak Paper Mills Limited

Additional Civil Judge (Senior Division), Kharar

69,355,000 together with 18% interest from the date of agreement until the date of realisation of the amount

The next date of hearing is awaited

617

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case 69,355,000. This suit is in respect of land measuring 38 kanals and 16 marlas situated at Village Balongi, Tehsil and District Mohali

Status

45.

RT-1855/2006 May 25, 2006

Mega City Promoters Private Limited and others

Joginder Singh

Additional Civil Judge (Senior Division), Mohali

7,650,000 together with interest of 18% from the date of agreement until realisation of the amount

Suit for injunction and The next date of specific performance of hearing is agreement to sell dated October 4, 2007 February 3, 2005 for a total consideration of Rs. 7,650,000. This suit is in respect of land measuring 17 bighas situated at Village Raipur, Mohali Suit for specific performance and injunction of agreement to sell dated August 12, 2005 for a total consideration of Rs. 10,260,000. This suit is in respect of land measuring 2 kanals and 17 marlas, situated at Village Karimpura, Tehsil and District Ludhiana Suit for specific performance and injunction of agreement to sell dated August 12, 2005 for a total consideration of Rs. 10,260,000. This suit is in respect of land measuring 2 kanals and 17 marlas, situated at Village Karimpura, Tehsil and District Ludhiana Protest Petition has been filed against final report (FR No. 242/2006) in connection with FIR No. 156/06 registered under section 420, 406 and 120 B of the Indian Penal Code at Police Station, Vaishali Nagar, Jaipur Suit for specific performance with consequential relief of permanent injunction with respect to agreement to sell dated July 24, 2006 for a total consideration of Rs. 15,050,000 per acres. The suit is in respect of land measuring 40 kanal 17 marla situated at Village Dhanwapur, Tehsil and district Gurgaon The next date of hearing is September 28, 2007

46.

Suit No. 237/2006

June 2006

Logical Developers Private Limited

Renu

Civil Judge (Junior 10,260,000 together Division), Ludhiana with 18% interest per annum from the date of agreement until the date of realisation of the amount

47.

Suit No. 238/2006

June 8, 2006

Logical Developers Private Limited

Rita Toor

Civil Judge (Junior 10,260,000 together Division), Ludhiana with 18% interest per annum from the date of agreement till the date of realisation of the amount

The next date of hearing is September 28, 2007

48.

FR No. 242/2006 in FIR No. 156/06

October 17, Logical Sanjay Singh 2006 Developers Chauhan Private Limited, Active Promoters Private Limited and others

Additional Civil Judge and Judicial Magistrate, No. 11, Jaipur

56,900,000

The next date of hearing is October 23, 2007

49.

Not available

August 2007

Capex Project Private Limited

Bhoti Devi and others

Civil Judge, Senior Division, Gurgaon

Not avilable

The next date of hearing is September 28, 2007

618

S. No. 50.

Appeal No./ Case No. Not available

Dated June 2007

Plaintiff/ Petitioners/ Complainant/ Applicant State of Punjab

Defendant/ Respondent Channan Ram

Name & Address of the Court/ Arbitration Panel Judicial Magistrate 1st Class, Mohali

Amount Under Consideration (Rs.) 9,800,000

Brief Description of Case Complaint under sections 420, 406, 468 and 471 of the Indian Penal Code, 1890 as the Respondent sold land measuring approximately 63 kanals situated at Village Sambhalki, District Ropar, Punjab to a third party in violation of the agreement to sell dated September 19, 2005

Status The next date of hearing is October 10, 2007

Tax Cases involving the Subsidiaries, the Companies Owned by EMGF and the Joint Venture
Nature of Proceedings Assessment Proceedings Assessment Year 2005-2006 Authority Sending the Notice Income Tax Officer, Ward 16 (4), New Delhi Defendant/ Respondent True Value Build-Con Private Limited Amount Under Consideration (Rs.) Not available Brief Description of Case Notice under section 142(1) of the Income Tax Act, 1961 directing the Respondent to produce a true and correct return of income assessable and details of business activities, bank accounts, premises occupied, loans, creditors, expenses and liabilities Notice under section 143(2) of the Income Tax Act, 1961 directing the Respondent to produce further information with respect return of income filed by the Respondents for the assessment year 20052006 Notice under section 139(9) of the Income Tax Act, 1961 directing the Respondent to rectify the defect in the return filed for the assessment year 2005-2006 and to file a copy of the return of Logical Estate Private Limited for the assessment year 20052006 as evidence Notice under section 142(1) of the Income Tax Act, 1961 directing the Respondent to produce a true and correct return of income assessable Summons to assesses to give evidence and produce a return of income for the assessment year 20062007

S. No. 1

Dated September 2007

Status The next date of hearing is October 4, 2007

Assessment Proceedings

2005-06

June, 2007

Income Tax Officer, Ward 1 (2), New Delhi

Active Securities Private Limited

Not available

Reply has been filed by the Respondent. Authority has not reverted with any query

Assessment Proceedings

2005-06

July 20, 2007

Deputy Commissioner, Income Tax, New Delhi

Logical Developers Private Limited

Not available

Reply has been filed by the Respondent. Authority has not reverted with any query

Assessment Proceedings

2006-07

August 29, 2007

Income Tax Officer, Ward 11 (3), New Delhi

Futuristic Buildwell Private Limited

Not available

Reply has been filed by the Respondent. Authority has not reverted with any query Information has been submitted. Authority has not reverted with any query

Summons to Assessees

2006-07

June 20, 2007

Assistant Director of Investigation, Panaji, Goa

Enigma Properties Private Limited

Not available

619

Summons to Assessees

2006-07

June 20, 2007

Assistant Director of Investigation, Panaji, Goa

Embryonic Properties Private Limited

Not available

Summons to assesses to give evidence and produce a return of income for the assessment year 20062007

Information has been submitted. Authority has not reverted with any query

Proceedings initiated against the Subsidiaries, the Companies Owned by EMGF and the Joint Venture for economic offences Nil Details of past penalties imposed on the Subsidiaries, the Companies Owned by EMGF and the Joint Venture Nil Litigation/Proceedings involving the Directors of the Company Except as described below, there is no outstanding material litigation, suits or criminal prosecutions or civil proceedings, and there are no material defaults, non-payment of statutory dues, over dues to banks/financial institutions or defaults against banks/financial institutions by the Directors (including past cases where penalties may or may not have been awarded and irrespective of whether they are specified under paragraph (i) of part 1 of Schedule XIII of the Companies Act). Cases against the Directors Nil Cases by the Directors Nil Proceedings initiated against the Directors for economic offences Nil Details of past penalties imposed on the Directors Nil Notices received/sent by the Directors of the Company
S. No. 1 Notice Reference Number DGCEI F. No. 02/MISC/KOL/05/73 94-7401 Name of the Party Receiving the Notice Electrosteel Castings Limited, Pradip Kumar Khaitan and others Name of the Party Issuing the Notice Director General, DGCEI, Kolkata, Zonal Unit Amount Under Consideration 494,848,774.44 Description of the Notice Show cause notice was issued for contravention of various provisions of the Central Excise Act, 1944, and Rules and Notifications thereunder

Date of Notice October 10, 2006

Status Reply to the notice has been submitted

Litigation involving the Promoters Except as described below, there is no outstanding material litigation, suits or criminal prosecutions or civil proceedings, and there are no material defaults, non-payment of statutory dues, over dues to banks/financial institutions or defaults against banks/financial institutions by the Promoters (including past cases where penalties may or may not have been awarded and irrespective of whether they are specified under paragraph (i) of part 1 of Schedule XIII of the Companies Act).

620

Cases against the Promoters

Plaintiff/ Petitioners/ Complainant/ Applicant Name & Address of the Court/ Arbitration Panel Amount Under Consideration (Rs.)

S. No.

Appeal No./ Case No.

Dated

Defendant/ Respondent

Brief Description of Case

Status

1.

CS (OS) No. 1401/2005

2005

Bharati Sangam Trust

MGF High Court of Developments Delhi, New Delhi Limited, Columbia Holdings Private Limited and others

Not available

Suit for decalration in The next date of respect of agreement dated hearing is February 10, 2005 is October 23, 2007 illegal, null and void. This suit is in respect of property measuring 0.5 acres situated at Dharam Marg, Chankya Puri, New Delhi Suit for mandatory injunction and specific performance of the agreement dated June 21, 2004 and directing the defendants not to effect change in the location of the commercial space purchased by the Plaintiffs situated at SF13, Second Floor, Metropolitan Mall, Saket. The commercial space was purchased by the Plaintiffs for a total amount of Rs. 3,396,712 The next date of hearing is on October 27, 2007

2.

C.S. (OS) No. 1278/2006

2006

Manjul Mehta

Sareen Estates Private Limited, MGF Developments Limited and Moonlight Continental Private Limited

High Court of Delhi, New Delhi

Not applicable

3.

CS(OS) No. 1754/2006

2006

AL Karma

MGF Developments Limited and Columbia Holdings Private Limited

High Court of Delhi, New Delhi

7,067,675 together with 18% interest per annum

Suit for recovery of Rs. The next date of 7,067,675 together with hearing is interest of 18% per annum February 6, 2008 on the above referred amount for aluminium glazing work in Metroplitan Mall, Gurgaon Suit for recovery of Rs. 2,168,780, together with interest of 24% per annum on the above reffered amount for the aluminium glazing work in Metroplitan Mall, Gurgaon Suit for recovery of Rs. 818,759 together with interest at the rate of 18% per annum in respect of waterproofing work done at MGF Hyundai office situated at Faiz Road, Karol Bagh, New Delhi Suit for Permanent injunction restraining the Defendant from any illegal, unauthorised and unlawful construction within 100 meters of the prohibited area near the protected monument and directing them to demolish and remove the illegal construction within the above defined limit Application filed under The next date of hearing is October 1, 2007

4.

CS(OS) No. 1755/2006

2006

AL Karma

MGF Developments Limited, Columbia Holdings Private Limited

High Court of Delhi, New Delhi

2,168,780 together with 24% interest per annum

5.

170/2006

2006

Trehun Associates Private Limited

MGF Developments Limited and MGF Automobiles Private Limited

Additional District Judge, New Delhi

818,759 together with interest of 18% interest per annum

The next of hearing is October 12, 2007

6.

Suit No. 108 of 2007

May 2007

Archeological Survey of India

MGF Developments Private Limited and others

Civil Judge, Senior Division, Amritsar

Not available

The next date of hearing is on September 29, 2007

7.

Arbitration

July 13,

Bestech India

MGF

High Court of

32,111,007

Matter was

621

No. 147/2005

2005

Private Limited

Developments Limited, Columbia Holdings Private Limited and others

Delhi, New Delhi

section 11 of Arbitration and Concilliation Act, 1996 for the appointment of the arbitrator for adjudication of claims amounting to Rs. 32,111,007 with respect to the construction of the Metropolitan Mall at Gurgaon Not available Writ petition before the Andhra Pradesh High Court for a declaration that the action of the respondents, including the State of Andhra Pradesh and the Andhra Pradesh Industrial Infrastructure Corporation Limited, in allotting certain land in village Manikonda, Andhra Pradesh to certain private parties, including 400 acres in favour of Emaar Properties was illegal and arbitrary. The petitioner has claimed that this land had been notified as wakf land under the Andhra Pradesh Wakf Act, 1955, and is reserved for specified religious purposes. The Andhra Pradesh High Court, by an interim order dated September 20, 2007, has directed Emaar not to undertake any construction on 400 acres of land pending the disposal of the Writ Petition

dismissed in default. Restoration application has been filed on August 13, 2007. The next date of hearing is awaited An appeal has been filed by Emaar Properties with an affidavit by Emaar Hills Township Private Limited and Boulder Hills Leisure Private Limited,. The next date of hearing in a related matter is October 4, 2007 and we anticipate that this Petition may also be heard together at such hearing.

8.

Writ Petition 17192/2007

2007

H.A. Rahman

Emaar Properties and others.

High Court of Andhra Pradesh, Hyderabad

Cases by the Promoters

Plaintiff/ Petitioners/ Complainant/ Applicant Name & Address of the Court/ Arbitration Panel Amount Under Consideration (Rs.)

S. No.

Appeal No./ Case No.

Dated

Defendant/ Respondent

Brief Description of Case

Status

1.

CWP No. 3628/06

March 2006

Company, Logical Developers Private Limited, MGF Developments Limited and others

State of Haryana and others

High Court of See Serial No. 1 Punjab and Haryana under Cases by the Company

See Serial No. 1 under Cases by the Company

See Serial No. 1 under Cases by the Company

2.

CWP No. 3554/06

March 2006

Company, Zonex State of Haryana Estates Private and others Limited, MGF Developments Limited and others Company, Sonex State of Haryana Projects Private and others Limited, Gyan Kunj Constructions

High Court of See Serial No. 2 Punjab and Haryana under Cases by the Company

See Serial No. 2 under Cases by the Company

See Serial No. 2 under Cases by the Company

3.

CWP No. 3654/06

March 2006

High Court of See Serial No. 3 Punjab and Haryana under Cases by the Company

See Serial No. 3 under Cases by the Company

See Serial No. 3 under Cases by the Company

622

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant Private Limited, Gyan Jyoti Estates Private Limited, Amar Deep Buildcon Private Limited, Rose Gate Estates Private Limited, MGF Development Limited and others

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case

Status

4.

CWP No. 3859/06

March 2006

Company, Sarvodya Buildcon Private Limited, Prosperous Constructions Private Limited and MGF Developments Limited Company, Ram Niwas, Logical Developers Private Limited and MGF Developments Limited Company, Logical Developers Private Limited, Zonex Estates Private Limited, Yukti Projects Private Limited, Sankalp Promoters Private Limited, MGF Developments Limited and others

State of Haryana and others

High Court of See Serial No. 4 Punjab and Haryana under Cases by the Company

See Serial No. 4 under Cases by the Company

See Serial No. 4 under Cases by the Company

5.

CWP No. 5251/06

March 2006

State of Haryana and others

High Court of See Serial No. 5 Punjab and Haryana under Cases by the Company

See Serial No. 5 under Cases by the Company

See Serial No. 5 under Cases by the Company

6.

CWP No. 5298/06

April 2006

State of Haryana and others

High Court of See Serial No. 6 Punjab and Haryana under Cases by the Company

See Serial No. 6 under Cases by the Company

See Serial No. 6 under Cases by the Company

7.

CWP 9513/2007

June 25, 2007

Company, State of Haryana Chirayu and others Buildtech Private Limited, MGF Developments Limited and others Company, MGF Developments Limited and Logical Developers Private Limited State of Rajasthan and others

High Court of See Serial No. 9 Punjab and Haryana under Cases by the Company

See Serial No. 9 under Cases by the Company

See Serial No. 9 under Cases by the Company

8.

CWP 598/2007

January 2007

High Court of Rajasthan, Jaipur

See Serial No. 10 under Cases by the Company

See Serial No. 10 under Cases by the Company

See Serial No. 10 under Cases by the Company

9.

S.B. C.W. No. April 2007 2533/2007

Company, MGF State of Developments Rajasthan and Limited and others Active Promoters Private Limited Company, MGF State of Developments Rajasthan and Limited and others Active Promoters

High Court of Rajasthan, Jaipur

See Serial No. 11 under Cases by the Company

See Serial No. 11 under Cases by the Company

See Serial No. 11 under Cases by the Company

10.

S.B. C.W. No. April 2007 2534/2007

High Court of Rajasthan, Jaipur

See Serial No. 12 under Cases by the Company

See Serial No. 12 under Cases by the Company

See Serial No. 12 under Cases by the Company

623

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant Private Limited

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case

Status

11.

S.B. C.W. No. April 2007 2535/2007

Dove Promoters Private Limited, MGF Developments Limited and Company Paramjeet Singh, Company, Logical Estates Private Limited, Snow White Buildcon Private Limited, Active Promoters Private Limited, Logical Developers Private Limited and Legend Buildcon Private Limited and MGF Developments Limited Company, Legend Buildcon Private Limited, MGF Developments Limited and others MGF Developments Limited and Columbia Holdings Private Limited

State of Rajasthan and others

High Court of Rajasthan, Jaipur

See Serial No. 13 under Cases by the Company

See Serial No. 13 under Cases by the Company

See Serial No. 13 under Cases by the Company

12.

CWP No. 9748/06 and Review Petition of 2007

July 2007

State of Punjab and others

High Court of See Serial No. 7 Punjab and Haryana under Cases by the Company

See Serial No. 7 under Cases by the Company

See Serial No. 7 under Cases by the Company

13.

CWP No. 9746/06 and Review Petition of 2007 Arbitration Case

July 2007

State of Punjab and others

High Court of Punjab and Haryana, Chandigarh

See Serial No. 8 under Cases by the Company

See Serial No. 8 under Cases by the Company

See Serial No. 8 under Cases by the Company

14.

2006

S.R. Builders Private Limited

Arbitrator, Retired Chief Justice R.C. Lahoti

Not applicable

Proceedings for specific performance of agreement dated May 9, 2001, for development, construction of commercial multistoreyed buildings and sale of built up areas on land measuring 16 kanal situated in Village Sarhaul Tehsil and District Gurgaon, Haryana and restraining the Defendants from interfering with the peaceful possession of the above referred land Proceedings for specific performance of Agreement dated Febuary 7, 2003, for development, construction of commercial multistoreyed buildings and sale of built up areas on land admeasuring 7 bighas and 2 biswas situated in Village Sikander Pur Ghosi Tehsil and District Gurgaon, Haryana and restraining the Defendants from interfering with the peaceful possession of the above referred land

The next date of hearing is October 24, 2007

15.

Arbitration Case No. 13/06

2006

MGF Developments Limited and Columbia Holdings Private Limited

Dharampal and others

Arbitrator, Retired Justice R.C. Chopra

Not applicable

The next date of hearing is on October 22, 2007

624

S. No. 16.

Appeal No./ Case No. CS (OS) No. 1580/2006

Dated 2006

Plaintiff/ Petitioners/ Complainant/ Applicant MGF Developments Limited and Columbia Holdings Private Limited

Defendant/ Respondent Lalit Mohan Madhan and Others

Name & Address of the Court/ Arbitration Panel High Court of Delhi, New Delhi

Amount Under Consideration (Rs.) 20 Lakhs

Brief Description of Case Suit for declaration with respect to the decree passed by the District Court in Suit No. 44 of 2005 titled as Shri Lalit Mohan Madhan Vs. Bharti Sangam Trust granting permanent injunction againt Bharati Sangam Trust restraining it from dispossessing the Defendant, was without due process of law and obtained by fraud, concealment of material facts and deceit and suit for permanent injunction restraining the Defendants from interfering with the peaceful possession and entering into any arrangements or agreements with any other party

Status The next date of hearing is October 4, 2007 before the Joint Registrar

Details of past penalties imposed on the Promoters Nil Litigation/Defaults in respect of companies/firms/ventures with which the Promoters were Associated in the Past Nil Litigation involving the Promoter Group Companies Except as described below, there is no outstanding material litigation, suits or criminal proceedings or civil prosecutions or tax liabilities against companies promoted by the Promoters, and there are no material defaults, non-payment of statutory dues, over dues to banks/ financial institutions, defaults in dues payable to holders of any debentures, bond or fixed deposits and arrears on preference shares issued by the group companies (including past cases where penalties may or may not have been awarded and irrespective of whether they are specified under paragraph (i) of part 1 of Schedule XIII of the Companies Act, 1956). Cases against the Promoter Group Companies
Plaintiff/ Petitioners/ Complainant/ Applicant Name & Address of the Court/ Arbitration Panel Amount Under Consideration (Rs.)

S. No.

Appeal No./ Case No.

Dated

Defendant/ Respondent

Brief Description of Case

Status

1.

CP No. 91/2007

August 6, 2007

Precious Hospitality and Leisures Private Limited Bharati Sangam Trust

Columbia High Court of Holdings Private Delhi, New Delhi Limited MGF High Court of Developments Delhi, New Delhi Limited, Columbia Holdings Private Limited. And others Sareen Estates High Court of

2,474,557.25

2.

CS (OS) No. 1401/2005

2005

See Serial No. 1 under Cases against Promoters

Petition for winding up under section 433 and 439 of the Companies Act, 1956 as the Respondent is unable to pay its debt See Serial No. 1 under Cases against Promoters

Next date of hearing is October 10, 2007 See Serial No. 1 under Cases against Promoters

3.

C.S. (OS) No.

2006

Manjul Mehta

See Serial No. 2

See Serial No. 2 under

See Serial No. 2

625

S. No.

Appeal No./ Case No. 1278/2006

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent Private Limited, MGF Developments Limited, and Moonlight Continental Private Limited MGF Developments Limited and Columbia Holdings Private Limited MGF Developments Limited, Columbia Holdings Private Limited. MGF Developments Limited, and MGF Automobiles Private Limited Capital Vehicles Sales Private Limited Capital Vehicles Sales Private Limited

Name & Address of the Court/ Arbitration Panel Delhi, New Delhi

Amount Under Consideration (Rs.)

Brief Description of Case

Status

under Cases Cases against Promoters under Cases against Promoters against Promoters

4.

CS(OS) No. 1754/2006

2006

AL Karma

High Court of Delhi, New Delhi

See Serial No. 3 See Serial No. 3 under See Serial No. 3 under Cases Cases against Promoters under Cases against Promoters against Promoters

5.

CS(OS) No. 1755/2006

2006

AL Karma

High Court of Delhi, New Delhi

See Serial No. 4 under See Serial No. 4 See Serial No. 4 Cases against Promoters under Cases under Cases against against Promoters Promoters

6.

170/2006

2006

Trehun Associates Private Limited

Additional District Judge, New Delhi

See Serial No. 5 See Serial No. 5 under See Serial No. 5 under Cases Cases against Promoters under Cases against Promoters against Promoters

7.

Consumer Complaint No. 807 of 2006 Consumer Complaint No. 96 of 2004

2006

Pankaj Pahuja

District Consumer Disputes Redressal Forum, Gurgaon

61,500 togther with interest of 18%

Consumer Complaint filedof Consumer Protection Act, 1986 for the replacement of vehicle due to certain defects Consumer Complaint filed under section 12 of Consumer Protection Act, 1986 for repayment and refund of fine and taxes which was paid as fine to the authorities Case filed against standard chartered bank to stop recoveries as registration delayed by DSA agent of bank. MGF is party no. 3 Consumer Complaint filed under section 12 of Consumer Protection Act, 1986 for the permanent registration certificate and the original documents of the vehicle to be handed over to the Complainant Consumer Complaint filed under section 2(1)(g), 2(1)(r) and 2(1)(oo) of Consumer Protection Act, 1986 for the alleged deficiency in service for non genuine part fitted Suit for Declaration, permanent injunction and specific performance of an agreement dated January 5, 2006 for a

The next of hearing is September 26, 2007 The next of hearing is December 14, 2007

8.

2004

US Textiles and Investment Company Private Limited

District Consumer Disputes Redressal Forum, Faridabad

78,770

9.

CS (OS) No. 176 of 2005

2005

Om Pal

Capital Vehicles Sales Private Limited and others

Civil Judge Ghaziabad

No financial claim against MGF

The next of hearing is November 12, 2007

10.

762 of 2006

2006

Manav Chandravanshi

Capital Vehicles Sales Private Limited

District Consumer Disputes Redressal Forum, Gurgaon

52,600 (40,000 together with intersest of 18% and 12, 600 and interst of 18%)

The next of hearing is December 10, 2007

11.

327 of 2006

2006

Dipika Sen and others

Capital Vehicles Sales Private Limited

Consumer Forum Janakpuri

1,50,000

The next of hearing is December 16, 2007

12.

Suit No. 290/ 2007

July 2007

Dinesh Jain

Vishnu Apartments Private Limited

(ACJ) Civil Judge, Senior Division, Gurgaon

Not available

The next date of hearing is September 29, 2007

626

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case total consideration of Rs. 15,000,000. This suit is in respect of land admeasuring 57 kanal and 15.5 marla situated in revenue estate of Village Behrampur, Tehsil Sohna, District Gurgaon

Status

13.

SCN NO. F 13(50) 03/ Bldg./22

February 26, 2007

DDA

Discovery Estate Private Limited

Deputy Director, Building, C&I, D.D.A, Vikas Sadan

Not applicable

Show cause notice issued by DDA against Respodent for unauthorised construction at property No. 8, District Centre, Shivaji Place, Raja Garden, New Delhi See Serial No. 7 under Cases against Promoters

Next date of hearing to be notified by the authority

14.

Arbitration No. 147/2005

July 13, 2005

Bestech India Private Limited.

MGF Developments Limited, Columbia Holdings Private Limited and others

High Court of Delhi, New Delhi

See Serial No. 7 under Cases against Promoters

See Serial No. 7 under Cases against Promoters

15.

SLP No. 3390 / 2006

January 2006

Banduru Pentaiah and others

District Supreme Court of Collector, Ranga India Reddy District, Hyderabad, Emaar Hills Township Private Limited, Boulder Hills Leisure Private Limited and others

Not applicable

Special Leave Petition The next date of challenging the final hearing is to be judgment and order dated notified October 7, 2005 passed by the High Court of Andhra Pradesh in Writ Appeal No. 1150 of 2005. The above referred order upheld the Notification No. G1/7180/2000 dated July 10, 2002 issued under section 4(1) of the Land Acquisition Act, 1984 to acquire 80.35 guntas of land situated in Village Nanakramguda, Serillingampally Mandal, Ranga Reddy District, Hyderabad. The Petitioners own 0.26 guntas of land which is covered by the Notification Special Leave Petition The next date of challenging the final hearing is to be judgment and order dated notified October 25, 2005 passed by the High Court of Andhra Pradesh in Writ Appeal No. 12920 of 2005. The above referred order dismissed the petition in view of the judgment dated October 7, 2005 which upheld the Notification No. G1/7180/2000 dated July 10, 2002 issued under section 4(1) of the Land Acquisition Act, 1984 to acquire 80.35 guntas of 80. 35 guntas of land situated in Village Nanakramguda, Serillingampally Mandal,

16.

SLP No. 3388 / 2006

January 2006

Malla Reddy and District Supreme Court of others Collector, Ranga India Reddy District, Hyderabad Emaar Hills Township Private Limited, Boulder Hills Leisure Private Limited and others

Not applicable

627

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case Ranga Reddy District, Hyderabad. The Petitioners own land situated in Survey Numbers 4 to 13, 15, 22, 25, 26, 28 to 30, 41, 43 to 46

Status

17.

SLP No. 2902 / 2006

January 2006

A. L. Sadanand

District Supreme Court of Collector, Ranga India Reddy District, Hyderabad Emaar Hills Township Private Limited, Boulder Hills Leisure Private Limited and others

Not applicable

Special Leave Petition The next date of challenging the final hearing is to be judgment and order dated notified October 25, 2005 passed by the High Court of Andhra Pradesh in Writ Appeal No. 11619 of 2005. The above referred order dismissed the petition in view of the judgment dated October 7, 2005 which upheld the Notification No. G1/7180/2000 dated July 10, 2002 issued under section 4(1) of the Land Acquisition Act, 1984 to acquire 80.35 guntas of land situated in Village Nanakramguda, Serillingampally Mandal, Ranga Reddy District, Hyderabad. The Petitioners own 14 acres 25 guntas Special Leave Petition The next date of challenging the final hearing is to be judgment and order dated notified] October 25, 2005 passed by the High Court of Andhra Pradesh in Writ Appeal No. 11256 of 2005. The above referred order dismissed the petition in view of the judgment dated October 7, 2005 which upheld the Notification No. G1/7180/2000 dated July 10, 2002 issued under section 4(1) of the Land Acquisition Act, 1984 to acquire 80. 35 guntas of land situated in Village Nanakramguda, Serillingampally Mandal, Ranga Reddy District, Hyderabad. The Petitioners own 4 acres 15 cents of land which is covered by the Notification Special Leave Petition challenging the final judgment and order dated February 1, 2005 passed by the High Court of Andhra Pradesh in Writ Appeal No. 44 of 2005. The above referred order dismissed the petition stating that the above referred Writ raised the The next date of hearing is to be notified

18.

SLP No. 1135/ 2006

December 2005

Suraram Krishna District Supreme Court of Reddy and others Collector, Ranga India Reddy District, Hyderabad Emaar Hills Township Private Limited, Boulder Hills Leisure Private Limited and others

Not applicable

19.

SLP No. 2239 / 2006

January 2006

Sooraram Pratap District Supreme Court of Reddy and others Collector, Ranga India Reddy District, Hyderabad, Emaar Hills Township Private Limited, Boulder Hills Leisure Private Limited and others

Not applicable

628

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case same issues as have been decided in another Writ Petition which upheld the Notification No. G1/7180/2000 dated July 10, 2002 issued under section 4(1) of the Land Acquisition Act, 1984 to acquire 80. 35 guntas of land situated in Village Nanakramguda, Serillingampally Mandal, Ranga Reddy District, Hyderabad. The Petitioners own 20 to 60 guntas each situated in survey numbers 4 to 35 and 41 to 49

Status

20.

SLP No. 3387 / 2006

January 2006

V. Krishna Prasad

District Supreme Court of Collector, Ranga India Reddy District, Hyderabad, Emaar Hills Township Private Limited, Boulder Hills Leisure Private Limited and others

Not applicable

Special Leave Petition The next date of challenging the final hearing is to be judgment and order dated notified October 7, 2005 passed by the High Court of Andhra Pradesh in Writ Appeal No. 1142 of 2005. The above referred order upheld the Notification No. G1/7180/2000 dated July 10, 2002 under section 4(1) of the Land Acquisition Act, 1984 to acquire 80. 35 guntas of land situated in Village Nanakramguda, Serillingampally Mandal, Ranga Reddy District, Hyderabad. The Petitioners own 16 acres 29 guntas of land which is covered by the Notification Special Leave Petition The next date of challenging the final hearing is to be judgment and order dated notified October 25, 2005 passed by the High Court of Andhra Pradesh in Writ Appeal No. 11620 of 2005. The above referred order dismissed the petition in view of the judgment of the court dated October 7, 2005 which upheld the Notification No. G1/7180/2000 dated July 10, 2002 issued under section 4(1) of the Land Acquisition Act, 1984 to acquire 80.35 acres of land situated in Village Nanakramguda, Serillingampally Mandal, Ranga Reddy District, Hyderabad. The Petitioners lands are situated in survey numbers. 9/A,9/AA, 14/A, 14/AA, 16, 17/A, 17/AA, 18/A, 18/AA

21.

SLP No. 3389 / 2006

January 2006

Bandari Pentaiah and others

District Supreme Court of Collector, Ranga India Reddy District, Hyderabad, Emaar Hills Township Private Limited, Boulder Hills Leisure Private Limited and others

Not applicable

629

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case

Status

Cases by the Promoter Group Companies

Plaintiff/ Petitioners/ Complainant/ Applicant Name & Address of the Court/ Arbitration Panel Amount Under Consideration (Rs.)

S. No.

Appeal No./ Case No.

Dated

Defendant/ Respondent

Brief Description of Case

Status

1.

Arbitration Case

2006

MGF Developments Limited and Columbia Holdings Private Limited MGF Developments Limited and Columbia Holdings Private Limited Capital Vehicle Sales Private Limited

S.R. Builders Private Limited

Arbitrator, Retired Chief Justice R.C. Lahoti

See Serial No. 14 under Cases by Promoters

See Serial No. 14 under Cases by Promoters

See Serial No. 14 under Cases by Promoters

2.

Arbitration Case No. 13/06

2006

Dharampal and others

Arbitrator, Retired Justice R.C. Chopra

See Serial No. 15 under Cases by Promoters

See Serial No. 15 under Cases by Promoters

See Serial No. 15 under Cases by Promoters

3.

CS(OS) No. 50/2006

2006

Sterling Publishers Private Limited

High Court of Delhi, New Delhi

Not available

Suit for declaration and specific performance and permanent injunction of the lease agreement dated September 14, 1999 and renewal, execution and registration of the lease agreement for a further period of four months Appeal under section 15 of the Consumer Protection Act, 1986 against the order dated October 30, 2006 passed by the District Consumer Forum in Consumer Complaint No. 697 of 2005 titled as Neelam Trading Company Vs. Himgiri Hyundai and others which stated that the appellants were required to pay damages and return the car without any defects See Serial No. 16 under Cases by Promoters

The next date of hearing is February 5, 2008.

4.

Appeal 2006 no.1282 /2006

MGF Automobiles Limited

Neelam Trading Company and others

State Consumer Disputes Redressal Commission, New Delhi

Not available

The next date of hearing is December 17, 2007

5.

CS (OS) No. 1580/2006

2006

MGF Developments Limited and Columbia Holdings Private Limited

Lalit Mohan Madhan and Others

High Court of Delhi, New Delhi

See Serial No. 16 under Cases by Promoters

See Serial No. 16 under Cases by Promoters

Past Penalties imposed on the Promoter Group Companies Nil Tax Cases involving our Promoter Group Companies
Authority Sending the Notice/ Appellant Assessing Officer CIR 13 Amount Under Consideration (Rs.) 1,396,417

S. No. 1.

Nature of Proceedings Appeal

Assessment Year 2000-01

Dated 2006

Defendant/ Respondent New Era Impex (India) Private

Brief Description of Case Appeal by the Income Tax Department against the

Status Next date of hearing is

630

S. No.

Nature of Proceedings

Assessment Year

Dated

Authority Sending the Notice/ Appellant (1)

Defendant/ Respondent Limited

Amount Under Consideration (Rs.)

Brief Description of Case order of the Commissioner of Income Tax (Commissioner of Income Tax (A) XVI)

Status November 14, 2007

2.

Appeal

2001-02

2004

Assessing Officer CIR 13 (1)

New Era Impex (India) Private Limited

776,899

Appeal by the Income Tax Department against the order of the Commissioner of Income Tax (Commissioner of Income Tax (A) XVI) Appeal by the Income Tax Department against the order of the Commissioner of Income Tax (Commissioner of Income Tax (A) XVI) Appeal by the Income Tax Department against the order of the Commissioner of Income Tax (Commissioner of Income Tax (A) XVI) Notice under section 143(2) of the Income Tax Act, 1961 directing the Respondent to appear and produce documents in support of the return filed Notice under section 143(2) of the Income Tax Act, 1961 directing the Respondent to appear and produce documents in support of the return filed Appeal by the Income Tax Department against the order of Commissioner of Income Tax (A) XVI Appeal by the Income Tax Department against the order of Commissioner of Income Tax (A) XVI Appeal by the Company against the income Tax Department against the order of the Assessing Officer Circle 13(1) Appeal by the Income Tax Department against the order of the Commissioner of Income Tax (A) XVI Appeal by the Company against the assessment order passed by the Deputy Commissioner of Income Tax Cr. 13 (1) Notice under section 143(2) of the Income Tax Act, 1961 directing the Respondent to appear and produce documents in

Next date of hearing is November 14, 2007

3.

Appeal

2002-03

2006

Assessing Officer CIR 13 (1)

New Era Impex (India) Private Limited

1,584,656

Next date of hearing is November 14, 2007

4.

Appeal

2003-04

2006

Assessing Officer CIR 13 (1)

New Era Impex (India) Private Limited

1,367,868

Next date of hearing is November 14, 2007

5.

Assessment Proceedings

2005-06

September 20, 2007

Assistant Commissioner of Income Tax CIR. 13(1).

New Era Impex (India) Private Limited

Not applicable

Reply has been filed by the Respondent. Authority and next date of hearing is October 3, 2007 Reply has been filed by the Respondent. Authority and next date of hearing is September 26, 2007 Date yet to be notified

6.

Assessment Proceedings

2005-06

September 20, 2007

Assistant Commissioner of Income Tax Range-13

Oriole Exports Private Limited

Not applicable

7.

Appeal

2001-02

2007

Assistant Commissioner of Income Tax Cr.13 (1) Assistant Commissioner of Income Tax Cr.13 (1) Assessing Officer Circle 13(1)

Oriole Exports Private Limited

285,378

8.

Appeal

2002-03

2006

Oriole Exports Private Limited

647,360

Final order awaited

9.

Appeal

1999-00

2007

Oriole Exports Private Limited

500,000

Date yet to be notified

10.

Appeal

2004-05

2007

Assistant Commissioner of Income Tax Cr.13 (1) Deputy Commissioner of Income Tax Cr. 13 (1) Assistant Commissioner of Income Tax Range-13

Oriole Exports Private Limited

494,700

Date yet to be notified

11.

Appeal

1998-99

2005

Oriole Exports Private Limited

909,415

Next date of hearing is October 17, 2007

12.

Assessment Proceedings

2005-06

July 10, 2007

Sareen Estates Private Limited

Not applicable

Case heard and order is awaited

631

S. No.

Nature of Proceedings

Assessment Year

Dated

Authority Sending the Notice/ Appellant

Defendant/ Respondent

Amount Under Consideration (Rs.)

Brief Description of Case support of the return filed

Status

13.

Appeal

1998-99

2006

Commissioner of Income Tax

Moonlight Continental Private Limited

531,940

Appeal against the Order of Income Tax Appellate Tribunal passed in ITA No. 299/Delhi/2003 for the assessment year 1998-99 Appeal against the Order of Income Tax Appellate Tribunal passed in ITA No. 298/Delhi/2003 for the assessment year 1997-98 Appeal against the Order of Income Tax Appellate Tribunal passed in ITA No. 3294/Delhi/1999 for the assessment year 199697 Appeal by the Company against the assessment order passed by the Assessing Officer Ward 13 (3) Appeal by the Company against the assessment order passed by the Assessing Officer Ward 13 (3) Notice under Section 221 (1) of the Income Tax Act, 1961 directing the Respondent to produce the challan for deposit of tax

Appeal admitted and date to be notified

14.

Appeal

1997-98

2006

Commissioner of Income Tax

Moonlight Continental Private Limited

675,139

Appeal admitted and date to be notified

15.

Appeal

1996-97

2004

Commissioner of Income Tax

Moonlight Continental Private Limited

309,460

Appeal admitted and date to be notified

16.

Appeal

1996-97

2007

Assessing Officer Ward 13 (3)

Niryat Private Limited

142,748

Date yet to be notified

17.

Appeal

1996-97

2007

Assessing Officer Ward 13 (3)

Niryat Private Limited

325,000

Next date of hearing is October 17, 2007

18.

Demand Notice

1998-99

2007

Assessing Officer Ward 13 (3)

Niryat Private Limited

237,534

Reply filed on September 11, 2007 by the Respondent. Authority has not reverted with any query Reply filed by the Respondent. Authority has not reverted with any query

19.

Assessment Proceedings

2005-06

June 14, 2007

Assessing Officer Ward 3 (4)

Columbia Estates Private Limited

Not applicable

Notice under section 143(2) of the Income Tax Act, 1961 directing the Respondent to appear and produce documents in support of the return filed

Litigation involving land forming part of our Ongoing and Planned Projects in which we are not a party
Plaintiff/ Petitioners/ Complainant/ Applicant Name & Address of the Court/ Arbitration Panel Amount Under Consideration (Rs.)

S. No.

Appeal No./ Case No.

Dated

Defendant/ Respondent

Brief Description of Case

Status

1.

SLP No. 3390/ 2006

January 2006

Banduru Pentaiah and others

District Supreme Court of Collector, Ranga India Reddy District, Hyderabad, Emaar Hills Township Private Limited, Boulder Hills Leisure Private Limited and others

See Serial No. 15 See Serial No. 15 under under Cases Cases against Promoter against Promoter Group Companies Group Companies

See Serial No. 15 under Cases against Promoter Group Companies

632

S. No. 2.

Appeal No./ Case No. SLP No. 3388/ 2006

Dated January 2006

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case

Status See Serial No. 16 under Cases against Promoter Group Companies

Malla Reddy and District Supreme Court of others Collector, Ranga India Reddy District, Hyderabad Emaar Hills Township Private Limited, Boulder Hills Leisure Private Limited and others A. L. Sadanand District Supreme Court of Collector, Ranga India Reddy District, Hyderabad Emaar Hills Township Private Limited, Boulder Hills Leisure Private Limited and others

See Serial No. 16 See Serial No. 16 under under Cases Cases against Promoter against Promoter Group Companies Group Companies

3.

SLP No. 2902/ 2006

January 2006

See Serial No. 17 See Serial No. 17 under under Cases Cases against Promoter against Promoter Group Companies Group Companies

See Serial No. 17 under Cases against Promoter Group Companies

4.

SLP No. 1135 December / 2006 2005

Suraram Krishna District Supreme Court of Reddy and others Collector, Ranga India . Reddy District, Hyderabad Emaar Hills Township Private Limited, Boulder Hills Leisure Private Limited and others Sooraram Pratap District Supreme Court of Reddy and others Collector, Ranga India Reddy District, Hyderabad, Emaar Hills Township Private Limited, Boulder Hills Leisure Private Limited and others V. Krishna Prasad District Supreme Court of Collector, Ranga India Reddy District, Hyderabad, Emaar Hills Township Private Limited, Boulder Hills Leisure Private Limited and others District Supreme Court of Collector, Ranga India Reddy District, Hyderabad, Emaar Hills Township Private Limited, Boulder Hills

See Serial No. 18 See Serial No. 18 under under Cases Cases against Promoter against Promoter Group Companies Group Companies

See Serial No. 18 under Cases against Promoter Group Companies

5.

SLP No. 2239 January / 2006 2006

See Serial No. 19 under Cases against Promoters

See Serial No. 19 under Cases against Promoters

See Serial No. 19 under Cases against Promoters

6.

SLP No. 3387 January / 2006 2006

See Serial No. 20 See Serial No. 20 under under Cases Cases against Promoter against Promoter Group Companies Group Companies

See Serial No. 20 under Cases against Promoter Group Companies

7.

SLP No. 3389 January / 2006 2006

Bandari Pentaiah and others

See Serial No. 21 See Serial No. 21 under under Cases Cases against Promoter against Promoter Group Companies Group Companies

See Serial No. 21 under Cases against Promoter Group Companies

633

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent Leisure Private Limited and others

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case

Status

8.

OMP No. 24/2003

2003

Puri Construction Private Limited and others

Larsen and Tourbo Limited

High Court of Delhi, New Delhi

166,000,000

Petition under section 9 of the Arbitration and Conciliation Act, 1996 for certain interim measures ,interalia, seeking the return of title deeds and development plans in terms of order of the High Court dated May 30, 2002 in FAO 319/2001 together with other records and plans and restraining L&T from encumbering, transferring, disposing or creating any third party interest on its assets Petition under section 34 of the Arbitration and Conciliation Act, 1996 for setting aside the award dated December 28, 2002 passed by the Arbitral Tribunal. The above referred award entitled PCL to damages and restrained L&T by way of permanent injunction from interfering with PCLs right to develop the property. L&T was also directed to return sanction plans and permits etc to PCL Special Leave Petition against the judgment and final order dated February 10, 2004 passed by the High Court of Punjab and Haryana in Civil Writ Appeal No. 4991 of 2002. The above referred judgment directed the State to renew the licenses upon payment of 18% simple interest on the unpaid amount of External Development Charges (EDC). The state is aggrieved by the rate of interest as directed by the High Court Special Leave Petition for reduction of rate of interest as imposed by the judgment and final order dated February 10, 2004 passed by the High Court of Punjab and Haryana in Civil Writ Appeal No. 4991 of

The next date of hearing is November 2, 2007

9.

OMP No. 26/2003

2003

Larsen and Tourbo Limited

Puri Construction Private Limited and others

High Court of Delhi, New Delhi

Not available

The next date of hearing is November 2, 2007

10.

SLP No. 16764 of 2004

2004

State of Haryana and others

Puri Construction Private Limited and others

Supreme Court of India

Not available

The next date of hearing is to be notified

11.

SLP No. 8035 of 2005

2005

Puri Construction Private Limited and others

State of Haryana and others

Supreme Court of India

Not available

The next date of hearing is to be notified

634

S. No.

Appeal No./ Case No.

Dated

Plaintiff/ Petitioners/ Complainant/ Applicant

Defendant/ Respondent

Name & Address of the Court/ Arbitration Panel

Amount Under Consideration (Rs.)

Brief Description of Case 2002. The above referred order directed the Petitioners to pay 18% simple interest on the principle amount of External Development Charges (EDC)

Status

12.

Writ Petition 17192/2007 CM No. 12250 C of 2003

2007

H.A. Rahaman

Emaar Properties and others V. K. Bhatnagar and others

High Court of Andhra Pradesh, Hyderabad High Court of Punjab and Haryana, Chandigarh

13.

2003

Director, Town and Country Planning, Gurgaon

See Serial No. 8 under Cases against Promoters Not Applicable

See Serial No. 8 under Cases againsthe Promoters Appeal filed before the High Court of Punjab and Haryana, with respect to withdrawal of the land use permission in respect of land measuring 49.09 acres situated in Gurgaon, Haryana. The proposed development on this land is a multi-storeyed commercial and retail complex, including a hotel building

See Serial No. 8 under Cases against Promoters The next date of hearing is to be notified

Material Developments since the Last Balance Sheet Date In the opinion of the Board, other than as disclosed in this Draft Red Herring Prospectus, there has not arisen, since the date of the last financial statements set out herein, any circumstance that materially or adversely affects our profitability taken as a whole or the value of our consolidated assets or our ability to pay our material liabilities over the next twelve months.

635

GOVERNMENT AND OTHER APPROVALS On the basis of the indicative list of approvals provided below, the Company can undertake this Issue and its current business activities and no further major approvals from any Government or regulatory authority, including the RBI, are required to undertake the Issue or continue these activities. Unless otherwise stated, these approvals are valid as of the date of this Draft Red Herring Prospectus. Approvals for the Issue The following approvals have been obtained or will be obtained in connection with the Issue: 1. The Board of Directors has, pursuant to resolution passed at its meeting held on September 24, 2007, authorised the Issue subject to the approval by the shareholders of the Company under Section 81(1A) of the Companies Act, and such other authorities as may be necessary. The shareholders of the Company have, pursuant to a resolution dated September 24, 2007, under Section 81(1A) of the Companies Act, authorised the Issue. The Company has sought clarification from the RBI through its letter dated August 14, 2007 for investment by FIIs and NRIs in the Issue. For details of the clarification/approval received, see the section Material Documents and Contracts for Inspection beginning on page 713 of this Draft Red Herring Prospectus. The Company has obtained in-principle listing approvals dated [] and [] from the BSE and the NSE, respectively. The Company has also obtained necessary contractual approvals required for the Issue.

2.

3. 4.

Approvals for our Projects We require various approvals to carry on our business. We have undertaken and/or are in the process of developing various projects, which can be divided into the following categories: A. B. C. D. Residential (including group housing and integrated townships); Commercial (including cyber/IT parks and SEZs); Hospitality; and Retail.

Our projects are being developed on freehold land owned by us or on leasehold land where leasehold rights are held by us. Some of our projects are being developed under joint or sole development agreements, for which approvals are being obtained by entities granting us joint or sole development rights. Residential Group Housing Licenses/Approvals Obtained:
S. No. 1. Description of Licenses/Approvals Obtained License for setting up a group housing colony on land measuring 22.453 acres in Village Wazirabad, District Gurgaon, from Director Town and Country Planning, Haryana, in favour of Puri Construction Private Limited License for setting up a group housing colony on land measuring 7.52 acres in Village Wazirabad, District Gurgaon, from Director Town and Country Planning, Haryana, in favour of Florentine Estates of India Private Limited License/Approval No. 69 / 1996

Date of Issue May 3, 1996

Date of Expiry/Comments May 2, 2007 An application for renewal has been filed on April 4, 2007and is currently pending before the Director, Town and Country Planning, Haryana May 2, 2007 An application for renewal has been filed on April 4, 2007 and is currently pending before the Director, Town and Country Planning, Haryana

2.

70 / 1996

May 3, 1996

636

S. No. 3.

Description of Licenses/Approvals Obtained License for setting up a group housing colony on land measuring 2.275 acres in Village Wazirabad, District Gurgaon, from Director Town and Country Planning, Haryana, in favour of Mad Entertainment Network Limited License for setting up a group housing colony on land measuring 1.09 acres in Village Wazirabad, District Gurgaon, from Director Town and Country Planning, Haryana, in favour of Mr. Arjun Puri License for setting up a group housing colony on land measuring 1.09 acres in Village Wazirabad, District Gurgaon, from Director Town and Country Planning, Haryana, in favour of Mr. Mohinder Puri License for setting up a group housing colony on land measuring 1.95 acres in Village Wazirabad, District Gurgaon, from Director Town and Country Planning, Haryana, in favour of Mr. Sunil Manchanda License for setting up a residential group housing colony on land measuring 0.792 acres in Village Wazirabad, District Gurgaon, from Director Town and Country Planning, Haryana, in favour of Florentine Estates of India Private Limited License for setting up a residential group housing colony on land measuring 0.733 acres in Village Wazirabad, District Gurgaon, from Director Town and Country Planning, Haryana, in favour of Mad Entertainment Network Limited License for setting up a residential group housing colony on land measuring 0.955 acres in Village Wazirabad, District Gurgaon, from Director Town and Country Planning, Haryana, in favour of Mr. Arjun Puri License for setting up a residential group housing colony on land measuring 0.733 acres in Village Wazirabad, District Gurgaon, from Director Town and Country Planning, Haryana, in favour of Mr. Mohinder Puri License for setting up a residential group housing colony on land measuring 0.233 acres in Village Wazirabad, District Gurgaon, from Director Town and Country Planning, Haryana, in favour of Mr. Sunil Manchanda Approval of demarcation and zoning plan from Director, Town and Country Planning, Haryana, in Village Wazirabad, Tehsil and District Gurgaon, Haryana in favour of Puri Constructions Limited License for setting up a group housing colony on land measuring 3.99 acres in Village Wazirabad, District Gurgaon issued by the Haryana Town and Country Planning

License/Approval No. 71 / 1996

Date of Issue May 3, 1996

Date of Expiry/Comments May 2, 2007 An application for renewal has been filed on April 4, 2007 and is currently pending before the Director, Town and Country Planning, Haryana May 2, 2007 An application for renewal has been filed on April 4, 2007 and is currently pending before the Director, Town and Country Planning, Haryana May 2, 2007 An application for renewal has been filed on April 4, 2007 and is currently pending before the Director, Town and Country Planning, Haryana May 2, 2007 An application for renewal has been filed on April 4, 2007 and is currently pending before the Director, Town and Country Planning, Haryana The license has been renewed up to November 13, 2007. Such renewal is subject to the decision of the Supreme Court in SLP No. 16764 of 2004 The license has been renewed up to November 13, 2007. Such renewal is subject to the decision of the Supreme Court in SLP No. 16764 of 2004 The license has been renewed up to November 13, 2007. Such renewal is subject to the decision of the Supreme Court in SLP No. 16764 of 2004 The license has been renewed up to November 13, 2007. Such renewal is subject to the decision of the Supreme Court in SLP No. 16764 of 2004 The license has been renewed up to November 13, 2007. Such renewal is subject to the decision of the Supreme Court in SLP No. 16764 of 2004 Not applicable

4.

72 / 1996

May 3, 1996

5.

73 / 1996

May 3, 1996

6.

74 / 1996

May 3, 1996

7.

53 / 1997

November 14, 1997

8.

54 / 1997

November 14, 1997

9.

55 / 1997

November 14, 1997

10.

56 / 1997

November 14, 1997

11.

57 / 1997

November 14, 1997

12.

838

December 10, 2004

13.

1079 of 2006

September 2, 2006

September 1, 2008

637

S. No.

Description of Licenses/Approvals Obtained Department in favour of Puri Construction Private Limited

License/Approval No.

Date of Issue

Date of Expiry/Comments

14.

License for setting up a group housing colony on land measuring 1 acre in Village Wazirabad, District Gurgaon issued by the Haryana Town and Country Planning Department in favour of Florentine Estates of India Limited, Mr. Mohinder Puri, Mr. Arjun Puri and Mad Entertainment Network Limited Approval for construction of temporary site office/structure from the Senior Town Planner, Gurgaon Circle, Gurgaon, in favour of Puri Construction Private Limited

1080 of 2006

September 2, 2006

September 1, 2008

15.

5630

October 3, 2006

The approval is subject to the conditions that the temporary site/office shall be demolished and debris removed before applying for an occupation certificate; the sanction of the building plan shall be valid till the completion of the project; the building shall be constructed strictly as per the provisions of the Controlled Area Rules, 1965; and the sanction of the building plan shall be subject to the provisions of the Punjab Scheduled Roads & Controlled Areas Restriction of the Unregulated Development Act, 1963 and the rules framed thereunder November 10, 2009

16.

No Objection Certificate for construction of proposed group housing colony at Sector 54, Village Wazirabad, District Gurgaon, Haryana from the Airports Authority of India in favour of Puri Construction Private Limited Approval of Building Plan from Director, Town & Country Planning, Haryana, in favour of Puri Construction Private Limited

AAI/NOC/2006/257/ 1399-1401

November 11, 2006

17.

31425

December 28, 2006

The plans are valid for a period of two years for buildings less than 15 meters in height and five years for multi storeyed buildings from the date of issue of the sanction, subject to valid licenses being granted for the project Not Applicable

18.

Permission for boring two tube wells at Sector 54, Village Wazirabad, District Gurgaon, Haryana from Member Secretary, Central Ground Water Authority, Ministry of Water Resources, Government of India No Objection Certificate from the Haryana State Pollution Control Board for The Palm Springs project in Sector 54, Village Wazirabad, Gurgaon, Haryana in favour of the Company with respect to pollution control of water and air Environment Clearance from the Ministry of Environment and Forests, Government of India, for The Palm Springs project in Sector 54, District Gurgaon in favour of the Company Letter of Intent granting provisional license for setting up group housing colony on land measuring 33.48 acres in Sector 62, Village Nangli Umarpur, District Gurgaon from Director Town and Country Planning in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF Letter of Intent granting provisional license

No. 404(51)/HAR_GUR/C GWA/2006-1322

January 31, 2007

19.

HSPCB/NOC/TACI/2007/435

April 18, 2007

This approval is subject to certain conditions

20.

21-661/2006-IA III

June 6, 2007

This approval is subject to certain conditions

21.

DS-07/23838

September 9, 2007

The Letter of Intent is valid for 30 days. Certain conditions have to be fulfilled within this period before the grant of the final license

22.

DS-072368

September 18, 2007

The Letter of Intent is valid for 30

638

S. No.

Description of Licenses/Approvals Obtained for setting up group housing colony on land measuring 31.62 acres at Sector 66, Village Badshahpur, Tehsil and District Gurgaon, Haryana, in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF

License/Approval No.

Date of Issue

Date of Expiry/Comments days. Certain conditions have to be fulfilled within this period before the grant of the final license

23.

Letter of Intent granting provisional license for setting up group housing colony on land measuring 14.02 acres at Sector 62, Village Nangli, Tehsil and District Gurgaon, Haryana, from the Director, Town and Country Planning, Haryana in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF

DS-07/23721

September 19, 2007

The Letter of Intent is valid for 30 days. Certain conditions have to be fulfilled within this period before the grant of the final license

Commonwealth Games Village Project, New Delhi 24. Environment Clearance from the Ministry of Environment and Forests, Government of India, in favour of the Commonwealth Games Division, Delhi Development Authority Approval at a conceptual stage for the Commonwealth Games Village from the Delhi Urban Arts Commission in favour of the Commonwealth Games Division, Delhi Development Authority Letter of Intent issued by the Delhi Development Authority in favour of Emaar MGF Constructions Private Limited for development of residential complex No.21-475/2006A.III, as modified. December 14, 2006 Not Applicable. This approval is subject to certain conditions

25.

No.27(12)2007DUAC

May 16, 2007

Not Applicable

26.

No. CE (SEZ)/7 (213)/07/2252

July 4, 2007

Status of Project Developer will be accorded upon ulfilment of certain conditions, including entering into a Project Development Agreement. This Agreement has subsequently been entered into on September 14, 2007 and the performance guarantee has been paid

Licenses/Approvals Applied For:

S. No. 1. Description of Licenses/Approvals Applied For License for setting up a group housing colony in Sectors 62 and 63, Village Medhawas & Ullawas, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up group housing colony in Village Shikhopur, Tehsil and District Gurgaon, Haryana, by Robin Software Private Limited and others License for setting up a group housing colony in Sector 65, Village Medhawas, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF in collaboration with Rajiv Kumar, Shakuntala and others License for setting up a plotted / group housing colony (combined) in Sectors 62, 65 and 66, Village Nangli, Badshahpur & Medhawas, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony in Village Kherki Daula, Tehsil and District Gurgaon, Haryana, by the Company, Ashim Estates Private Limited, ASG Securities Services (P) Limited and Sawan Securities (P) Limited License for setting up a group housing colony in Sector 66, Village Badshahpur, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF Authority Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Date of Application July 21, 2006

2.

July 22, 2006

3.

July 26, 2006

4.

July 28, 2006

5.

August 5, 2006

6.

August 11, 2006

639

S. No.

Description of Licenses/Approvals Applied For

Authority

Date of Application

7.

License for setting up a group housing colony in Sector 114 in Village Chauma, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony in Sector 76 in Village Kherki Daula, Tehsil and District Gurgaon, Haryana, by the Company in collaboration with Ashim Estates Private Limited, ASG Securities Services Private Limited and Sawan Securities Private Limited License for setting up a group housing colony in Sector 76, Village Kherki Daula, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up group housing colony in Sector 76, Village Kherki Daula, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up group housing colony in Sector 76, Village Khekri Daula, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up group housing colony on land measuring 1.56 acres in Village Shikhopur, Tehsil and District Gurgaon, Haryana, by Robin Software Private Limited and others No Objection Certificate under the Air (Prevention and Control of Pollution) Act and the Water (Prevention and Control of Pollution) Act, by the Commonwealth Games Division, Delhi Development Authority License for setting up a group housing colony on land measuring 28.05 acres in, Sector 82, Village Nakhdola, Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF Additional license for setting up a group housing colony on land measuring 0.28 acres in Village Wazirabad, Tehsil and District Gurgaon, Haryana, by Florentine Estates of India Limited License for setting up a group housing colony on land measuring 20.09 acres in Sector 77, Village Sikohpur, Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony on land measuring 23.93 acres in Sector 78, Village Sikohpur, Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF Permission for conversion of land use for a residential project on land measuring 23,575 square meters situated at Calangute Village, Goa, by the Company and certain of the Subsidiaries and/or Companies Owned by EMGF Permission for conversion of land use for a residential project on land measuring 217,585 square meters situated at Ella Village, Goa, by the Company and certain of the Subsidiaries and/or Companies Owned by EMGF License for setting up a group housing colony on land measuring 21.41 acres in Sector 66, Village Medawas, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or Companies Owned by EMGF License for setting up a group housing colony on land measuring 24.01 acres in Sector 65-66, Village Medawas, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony on land measuring 46.92 acres in Sector 80, Village Naurangpur, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony on land measuring 8.21 acres in Sector 66, Village Badshahpur, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the

Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Department of Environment, Government of NCT of Delhi Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Collector, North Goa

August 11, 2006

8.

August 21, 2006

9.

August 21, 2006

10.

August 21, 2006

11.

August 22, 2006

12.

September 4, 2006

13.

September 13, 2006

14.

September 25, 2006

15.

October 30, 2006

16.

October 31, 2006

17.

October 31, 2006

18.

December 22, 2006

19.

Collector, North Goa

December 27, 2006

20.

Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana

January 23, 2007

21.

January 29, 2007

22.

January 31, 2007

23.

February 3, 2007

640

S. No.

Description of Licenses/Approvals Applied For Companies Owned by EMGF

Authority

Date of Application

24.

License for setting up a group housing colony on land measuring 13.65 acres in Sector 107, Village Daulatabad, Tehsil and District Gurgaon, Haryana, by the Company and certain of its Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony on land measuring 13 acres in Sector 99, Village Dhankot, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony on land measuring 12 acres in Sector 102, Village Kherki Majra, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony on land measuring 14.69 acres in Sector 102, Village Dhankot, Tehsil and District Gurgaon, Haryana, by the Company License for setting up a group housing colony on land measuring 26.62 acres in Sector 79, Village Narangpur, Tehsil and District Gurgaon, Haryana, by the Company License for setting up a group housing colony on land measuring 3.10 acres in Sector 77, Village Shikohpur, Tehsil and District Gurgaon, Haryana, by Robin Software Private Limited and others License for setting up a group housing colony on land measuring 30.58 acres in Sector 103, Villages Tikampur, Dhanwapur and Daultabad, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony on land measuring 28.67 acres in Sector 103, Villages Tikampur, Dhanwapur and Daultabad, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony on land measuring 13.04 acres in Sector 103, Villages Tikampur, Dhanwapur and Daultabad, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony on land measuring 14.76 acres in Village Maidawas, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony on land measuring 10.74 acres in Sector 113, Village Bajghera, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony on land measuring 11.49 acres in Sector 65, Village Maidawas, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony on land measuring 22.40 acres in Sector 63, Village Maidawas, Ullawas and Kaderpur, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony on land measuring 19.12 acres in Sector 102, Village Kherki Majra, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony on land measuring 57 acres in Sector 104, Village Dhanwapur, Tehsil and District Gurgaon, Haryana, by the Company, certain of the Subsidiaries and/or the Companies Owned by EMGF, HCBS Promoters & Developers Private Limited and Care Realtech Private Limited

Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana

February 5, 2007

25.

February 5, 2007

26.

February 5, 2007

27.

February 5, 2007

28.

February 5, 2007

29.

February 15, 2007

30.

February 17, 2007

31.

February 17, 2007

32.

February 17, 2007

33.

February 19, 2007

34.

February 26, 2007

35.

February 26, 2007

36.

March 1, 2007

37.

March 1, 2007

38.

March 28, 2007

641

S. No. 39.

Description of Licenses/Approvals Applied For Permission for conversion of land use for integrated township, group housing, commercial and institutional purposes in respect of land measuring 15.7 acres situated at Jaipur by the Company Environmental clearance for group housing colony on land measuring 13.88 acres in Villages Manikonda, Gachibowli, Nanakramguda, Serilingampally Mandal, District Ranga Reddy, Andhra Pradesh by the Andhra Pradesh Industrial Infrastructure Corporation Limited Environmental clearance for residential tower on land measuring 33.31 acres in Villages Manikonda, Gachibowli, Nanakramguda, Serilingampally Mandal, District Ranga Reddy, Andhra Pradesh by the Andhra Pradesh Industrial Infrastructure Corporation Limited License for setting up a group housing colony on land measuring 6 acres in Sector 62,Village Nangli, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for setting up a group housing colony on land measuring 1.78 acres in Sector 77, Village Shikhopur, Tehsil and District Gurgaon, by the Company, Sanjay Passi, Robin Software Private Limited and Neemrana Developers Private Limited License for setting up a group housing colony on land measuring 12.05 acres in Sector 85, Village Badha and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF

Authority Jaipur Development Authority Ministry of Environment and Forest, Government of India Ministry of Environment and Forests, Government of India Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana

Date of Application April 18, 2007

40.

June 11, 2007

41.

June 11, 2007

42.

June 26, 2007

43.

July 11, 2007

44.

July 17, 2007

Integrated Townships Licenses/Approvals Obtained:

S. No. 1. Description of Licenses/Approvals Obtained Letter of Intent for grant of special package of incentives and agreement for setting up a township project, the Mohali Trade and Entertainment City, on land measuring approximately 150 acres from the Punjab Urban Planning & Development Authority in favour of the Company Letter of Intent for grant of special package of incentives and agreement for setting up Integrated Golf and Leisure City, Mohali on land measuring approximately 950 acres from the Punjab Urban Planning & Development Authority in favour of the Company Letter of Intent for grant of special package of incentives and agreement for setting up Premium Integrated Residential Township at Jalandhar on land measuring approximately 200 acres from the Punjab Urban Planning & Development Authority in favour of the Company Letter of Intent for grant of special package of incentives and agreement for setting up Integrated Golf View Township at Ludhiana on land measuring approximately 500 acres from the Punjab Urban Planning & Development Authority in favour of the Company Approval for change in land use from agricultural to residential/group housing, institutional and commercial in respect of land measuring 106.66 acres in Sector 105, Mohali, from the Department of Housing and Urban Development in favour of the Company Approval for layout plan for a housing project in License/Approval No. Letter of Intent PUDA/ACA(Pr.)/ 2006/ 17535 and Agreement 17/203/06/3HGII/ 8954 Letter of Intent PUDA/ACA(Pr.)/ 2006/ 17505 and Agreement 17/203/06/3HGII/ 8947 Letter of Intent PUDA/ACA(Pr.)/ 2006/ 17525 and Agreement 17/203/06/3HGII/ 8943 Letter of Intent PUDA/ACA(Pr.)/ 2006/ 17515 and Agreement 17/201/06/3HGII/ 8963 18/57/20065HG2/6950 Date of Issue Letter of Intent dated May 2, 2006 and Agreement dated September 21, 2006 Date of Expiry/Comments Not Applicable

2.

Letter of Intent dated May 2, 2006 and Agreement dated September 21, 2006

Not Applicable

3.

Letter of Intent dated May 2, 2006 and Agreement dated September 21, 2006

Not Applicable

4.

Letter of Intent dated May 2, 2006 and Agreement dated September 21, 2006

Not Applicable

5.

August 1, 2006

Not Applicable

6.

PUDA-Mega

August 9, 2006

Not Applicable

642

S. No.

Description of Licenses/Approvals Obtained Sector 105, Mohali, from the Chief Administrator, Punjab Urban Planning & Development Authority in favour of the Company

License/Approval No. Projects/06/847

Date of Issue

Date of Expiry/Comments

7.

Notification according exemption from the provisions of the Punjab Apartment & Property Regulation Act, 1955 to the housing project in Sector 105, Mohali, issued by the Department of Housing & Urban Development in favour of the Company Approval for the change of land use in Sector 108 and 109, Mohali, from the Department of Housing and Urban Development in favour of the Company No Objection Certificate from the Punjab Pollution Control Board for development of integrated township in Sectors 98, 105, 108 and 109, Villages Raipur Kalan, Dholl, Manakmajra and Sambhalki, Mohali in favour the Company Approval for layout plan for a housing project in Sectors 108 and 109, Mohali, from the Chief Administrator, Punjab Urban Planning and Development Authority in favour of the Company Notification according exemption from the provisions of the Punjab Apartment and Property Regulation Act, 1955 to the housing project in Sectors 108 and 109, Mohali, issued by the Department of Housing & Urban Development in favour of the Company Approval for special package of incentives for setting up of Mega Multiplex Project and Hotel Project over land measuring 6 acres at ChandigarhKharar road, Village Daun, District Mohali, Punjab, from the Department of Industries and Commerce in favour of Lamba Inns Private Limited In-principle approval for the proposed investment in the real estate sector from the Madhya Pradesh Trade and Investment Facilitation Corporation Limited Letter of Intent for grant of special package of incentives for development/construction of sample homes/marketing offices in the project Integrated Township with Special Education and Wellness Zone at Mohali on land measuring 20 acres from the Punjab Urban Planning and Development Authority in favour of the Company Certificate of registration as colonisers from the office of Section Officer (Revenue) Collectorate, Indore in favour of the Company in respect of land measuring 250 acres situated at Village Nainod, Madhya Pradesh Approval for change in land use from agricultural to residential/group housing, institutional and commercial in respect of land measuring 145.38 acres in Sectors 98, 99, 104, 105 and 106, SAS Nagar, Mohali, from the Department of Town and Country Planning in favour of the Company

18/41/2006-5HG-II

August 11, 2006

Not Applicable

8.

18/57/20065HG2/11890 Zonal/Mohali/2006/ NOC/268

November 11, 2006

Not Applicable

9.

December 14 , 2006

Applicable for one year from the date of its issue or until the completion of the township, which ever is earlier Not Applicable

10.

PUDA-Mega Projects/06/3609

December 21, 2006

11.

18/41/2006-5HGII/12790

December 22, 2006

Not Applicable

12.

CC/JDP/Mega/ Lamba/ 201

January 11, 2007

Not Applicable

13.

TRIFAC/PCIB/2007/ 874

May 26, 2007

Not Applicable

14.

PUDA/ACA(Pr.)/200 6/18568

May 29, 2007

Not Applicable

15.

40/2007

June 13, 2007

Not Applicable

16.

3347/CTP (PB) SP 432

August 8, 2007

Not Applicable

Licenses/Approvals Applied For:

S. No. 1. Date of Application Description of Licenses/Approvals Applied For Clearance under the Urban Land Ceiling Act for an integrated township project in respect of land measuring 17 acres situated in Authority Special Officer, Urban Land Ceiling, Hyderabad March 24, 2006

643

S. No.

Date of Application Description of Licenses/Approvals Applied For Village Manikonda, Rajendranagar Mandal, Andhra Pradesh, by Boulder Hills Leisure Private Limited Authority

2.

Exemption from the Urban Land Ceiling Act for setting up an Integrated Township and Golf Course project in respect of land in Villages Gachibowli and Manikonda, by Andhra Pradesh Industrial Infrastructure Corporation Limited Permission for change of land use for an integrated township project on land measuring 185.01 acres situated at Mohali, Chandigarh, by the Company Environmental clearance for integrated township in Sectors 98, 105, 108 and 109, Villages Raipur Kalan, Dholl, Manakmajra and Sambalkhi, District Mohali, Punjab, by the Company Environmental clearance for proposed integrated township at Village Nainode, District Indore, Madhya Pradesh by the Company and certain of the Subsidiaries and/or Companies Owned by EMGF Applications for submission of documents for issue of No Objection Certificate for proposed construction of residential towers in the integrated township at Manikonda Village, Serilingampally Mandal, Ranga Reddy District, Andhra Pradesh, by Andhra Pradesh Industrial Infrastructure Corporation Limited Permission for change of land use for an integrated township on land measuring 147 acres situated in Village Nainod, Madhya Pradesh, by the Company Permission for conversion of land from industrial and agricultural usage to residential cum commercial usage in respect land situated at Pattnam Village, Coimbatore in favour of the Company.

Special Officer & Competent Authority, Urban Land Ceiling Principal Secretary, Department of Housing and Urban Development, Punjab Ministry of Environment and Forest, Government of India Ministry of Environment and Forest, Government of India Airport Authority of India, Hyderabad Airport, Begumpet, Andhra Pradesh Principal Secretary, Housing and Environment, Government of Madhya Pradesh Director, Town and Country Planning, Chennai

May 16, 2006

3.

November 28, 2006

4.

February 10, 2007

5.

April 8, 2007

6.

May 21, 2007

7.

July 6, 2007

8.

July 13, 2007

Commercial, Cyber/IT parks and SEZs Commercial Licenses/Approvals Obtained:

S. No. 1. Description of Licenses/Approvals Obtained License for setting up a commercial colony on land measuring 1.447 acres at Village Sikanderpur Ghosi, Tehsil and District Gurgaon, Haryana, from Director Town and Country Planning, Haryana, in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF License for setting up a commercial colony on land measuring 0.3865 acres at Village Sikanderpur Ghosi, Tehsil and District Gurgaon, from Director Town and Country Planning, Haryana, in favour of Sunil Kumar Khandelwal License for setting up a commercial colony on the land measuring 0.3865 acres at Village Sikanderpur Ghosi, Tehsil and District Gurgaon, from Director Town and Country Planning, Haryana, in favour of Pramil Kumar Khandelwal Approval of demarcation and zoning plan from Director, Town & Country Planning, Haryana, in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF Approval of building plan for commercial colony on land measuring 2.22 acres in Sector 28, Gurgaon, Haryana from Director, Town & License/Approval No. 82/2004 Date of Issue July 8, 2004 Date of Expiry/Comments July 7, 2007 Application for renewal dated June 6, 2007 has been filed

2.

83/2004

July 8, 2004

July 7, 2007 Application for renewal dated June 6, 2007 has been filed July 7, 2007 Application for renewal dated June 6, 2007 has been filed Not Applicable

3.

84/2004

July 8, 2004

4.

13156

September 14, 2004

5.

15248

November 22, 2005

November 21, 2010

644

S. No.

Description of Licenses/Approvals Obtained Country Planning, Haryana, in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF

License/Approval No.

Date of Issue

Date of Expiry/Comments

6.

No Objection Certificate for commercial complex in Sector 28, Village Sikanderpur Ghosi, Gurgaon, Haryana from the Airports Authority of India in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF Approval of Revised Building Plan for commercial complex on land measuring 2.22 acres in Sector 28, Village Sikanderpur Ghosi, Gurgaon, Haryana from Director, Town & Country Planning, Haryana, in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF Approval of Fire Fighting Scheme of commercial colony on land measuring 2.22 acres at Village Sikanderpur Ghosi, Tehsil and District Gurgaon from the Executive Officer, Municipal Council, Gurgaon, in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF No Objection Certificate from the Haryana State Pollution Control Board in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF Approval for change of land use for land measuring 10.90 acres situated at Village Muttukadu, Tamil Nadu from the Director, Town and Country Planning, Chennai in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF Letter of Intent granting provisional license for commercial colony on land measuring 3.475 acres in Sector 66, Village Badshapur, Tehsil and District Gurgaon, Haryana, from the Director, Town and Country Planning, Haryana in favour of the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF

AAI/NOC/2005/262/31 9-21

December 30, 2005

October 29, 2008

7.

12578

May 2, 2006

May 1, 2011

8.

FS/2006/1106/06

September 19, 2006

Not Applicable

9.

HSPCB/2007/TACI/909/61

February 9, 2007

Not Applicable

10.

Roc. No.11681/2007/MP1

July 5, 2007

Not Applicable

11.

DS-07/23720

September 9, 2007

The Letter of Intent is valid for 30 days. Certain conditions have to be fulfilled within this period before the grant of the final license

Licenses/Approvals Applied For:

S. No. 1. Description of Licenses/Approvals Applied For Environmental Clearance to set up a commercial complex in Sector 28, Village Sikanderpur Ghosi, District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or Companies Owned by EMGF Authority Secretary, Ministry of Environment, Government of India Date of Application June 15, 2007

IT parks Licenses/Approvals Obtained:

S. No. 1. Description of Licenses/Approvals Obtained In-principle approval by the empowered committee for setting up an IT/ITES industrial park on land measuring 250 acres at Villages Balongi, Bliali and Ballo Majra, District Mohali, Punjab in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF License/Approval No. Not Applicable Date of Issue December 14, 2006 Date of Expiry/Comments Not Applicable

645

S. No. 2.

Description of Licenses/Approvals Obtained In-principle approval by theempowered committee for setting up an IT/ITES industrial park in land measuring 250 to 500 acres at Villages Balongi, Bliali and Ballo Majra, District Mohali, Punjab in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF

License/Approval No. Not Applicable

Date of Issue December 14, 2006

Date of Expiry/Comments Not Applicable

Licenses/Approvals Applied For:

S. No. 1. Description of Licenses/Approvals Applied For License for IT park on land measuring 5.65 acres in Sector 61, Village Ghata, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for IT park on land measuring 6.79 acres in Sector 61, Village Ghata, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for IT park on land measuring 8.53 acres in Sector 66, Village Badshahpur, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for IT park on land measuring 11.03 acres in Sector 6566, Village Maidawas, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for IT park on land measuring 13.98 acres in Sector 6566, Village Maidawas, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for cyber park on land measuring 12.02 acres in Sector. 74A, Village Begampur Khatola, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for cyber park on land measuring 8.86 acres in Sector 75A, Village Kherki Daula, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for cyber park on land measuring 7.58 acres in Sector 74A, Village Narsingpur, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for cyber park on land measuring 7.61 acres in Sector 75A, Village Begampur, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for cyber park on land measuring 6.57 acres in Sector 75A, Village Begampur, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for cyber park on land measuring 7.52 acres in Sector 75A, Village Narsingpur, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for cyber park on land measuring 8.60 acres in Sector 75A, Village Begampur Khatola, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF Authority Director, Town and Country Planning, Haryana Date of Application February 6, 2007

2.

Director, Town and Country Planning, Haryana

February 6, 2007

3.

Director, Town and Country Planning, Haryana

February 6, 2007

4.

Director, Town and Country Planning, Haryana

February 21, 2007

5.

Director, Town and Country Planning, Haryana

February 21, 2007

6.

Director, Town and Country Planning, Haryana

March 1, 2007

7.

Director, Town and Country Planning, Haryana

March 1, 2007

8.

Director, Town and Country Planning, Haryana

March 1, 2007

9.

Director, Town and Country Planning, Haryana

March 1, 2007

10.

Director, Town and Country Planning, Haryana

March 1, 2007

11.

Director, Town and Country Planning, Haryana

March 1, 2007

12.

Director, Town and Country Planning, Haryana

March 1, 2007

646

S. No. 13.

Description of Licenses/Approvals Applied For License for IT park on land measuring 14.37 acres in Sector 62, Village Nangli, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF Application for setting up an IT park on land measuring 9.87 acres in Sector 75A, Village Narsingpur, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for cyber park on land measuring 6.54 acres in Sector. 114, Village Bajghera, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for cyber park on land measuring 6.96 acres in Village Bajghera, Sector 114, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for cyber park on land measuring 12.81 acres in Village Bajghera, Sector 114, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for cyber park on land measuring 7.61 acres in Sector 65, Village Maidawas, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for cyber park on land measuring 6.347 acres in Village Tigra, Sector 65, Tehsil and District Gurgaon, Haryana, by the Company and the Subsidiaries and/or the Companies Owned by EMGF License for IT park on land measuring 14.39 acres in Sector 114, Village Bajghera, Gurgaon Manesar Urban Complex, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for IT park on land measuring 8.85 acres in Village Bajghera, Sector 114, Gurgaon Manesar Urban Complex, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for IT park on land measuring 15.01 acres in Sector 114, Village Bajghera, Gurgaon Manesar Urban Complex, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for IT park on land measuring 13.44 acres in Sector 114, Village Bajghera, Gurgaon Manesar Urban Complex, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for IT park on land measuring 12.12 acres in Sector 114, Village Bajghera, Gurgaon Manesar Urban Complex, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for cyber park on land measuring 13 acres in Sector 102, Village Kherki Majra Dhankot, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF Application for setting up an IT park on land measuring 12.51 acres in Sector 99, Village Kherki Majra Dhankot, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF Applications for submission of documents for issue of No Objection Certificate for proposed construction of IT park at Manikonda Village, Serikingampally Mandal, Ranga Reddy District, Andhra Pradesh, by Andhra Pradesh Industrial Infrastructure Corporation Limited

Authority Director, Town and Country Planning, Haryana

Date of Application March 1, 2007

14.

Director, Town and Country Planning, Haryana

March 1, 2007

15.

Director, Town and Country Planning, Haryana

March 5, 2007

16.

Director, Town and Country Planning, Haryana

March 5, 2007

17.

Director, Town and Country Planning, Haryana

March 5, 2007

18.

Director, Town and Country Planning, Haryana

March 12, 2007

19.

Director, Town and Country Planning, Haryana

March 12, 2007

20.

Director, Town and Country Planning, Haryana

March 13, 2007

21.

Director, Town and Country Planning, Haryana

March 13, 2007

22.

Director, Town and Country Planning, Haryana

March 14, 2007

23.

Director, Town and Country Planning, Haryana

March 14, 2007

24.

Director, Town and Country Planning, Haryana

March 14, 2007

25.

Director, Town and Country Planning, Haryana

March 20, 2007

26.

Director, Town and Country Planning, Haryana

March 29, 2007

27.

Airport Authority of India, Hyderabad Airport, Begumpet, Andhra Pradesh

April 18, 2007

647

S. No.

Description of Licenses/Approvals Applied For

Authority

Date of Application

28.

Application for setting up an IT park/cyber park on land measuring 14.97 acres in Sector 26,Village Sikanderpur Ghosi, Tehsil and District Gurgaon, Haryana, by the Company, Mr. Virender Kumar Bhatnagar, Mr. Vikram Bhatnagar, Mr. Anurag Bhatnagar and Ms. Mamta Bhatnagar Application for submission of building plans for IT park/ SEZ in respect of land situated at Manikonda Village, Serikingampally Mandal, Ranga Reddy District, Andhra Pradesh, by Andhra Pradesh Industrial Infrastructure Corporation Limited Application for permission for environment clearance in respect of land measuring 33.31 acres in Manikonda Village, Serikingampally Mandal, Ranga Reddy District, Andhra Pradesh, by Andhra Pradesh Industrial Infrastructure Corporation Limited

Director, Town and Country Planning, Haryana

May 5, 2007

29.

General Manger and Commissioner, Cyberabad Zone, Andhra Pradesh

May 29, 2007

30.

Director, Ministry of Environment, CGO Complex, New Delhi

June 11, 2007

SEZ Licenses/Approvals Applied For:

S. No. 1. Description of Licenses/Approvals Applied For Application for setting up a single product special economic zone in and around Village Bans Hariya, Tehsil and District Gurgaon by the Company and certain of the Subsidiaries and/or Companies owned by EMGF Environment clearance for special economic zone at Villages Manikonda, Gochibowli, Nanakramguda, Srilingampally, District Ranga Reddy, Andhra Pradesh, by the Company and certain of the Subsidiaries and/or Companies Owned by EMGF Application for renewal of in-principle approval for setting up of a sectorspecific IT/ITES special economic zone on land measuring 48.58 acres at Village Bans Hariya, District Gurgaon, Haryana, in favour of the Company Authority Industries and Commerce Department, Haryana Ministry of Environment and Forest, Government of India Ministry of Commerce and Industry, Government of India Date of Application January 16, 2007

2.

June 14, 2007

3.

September 3, 2007

Hospitality Licenses/Approvals Obtained:

S. No. Description of Licenses/Approvals Obtained License/Approval No. Date of Issue Date of Expiry/Comments

Five Star Hotel Project at Non-Hierarchical Commercial Complex, Jasola, New Delhi 1. No Objection Certificate from the Airports Authority of India for height clearance of project at Plot Nos. 15 and 15A, Jasola, New Delhi in favour of the Company Possession letter from the Delhi Development Authority in respect of Plot No. 15, Jasola, New Delhi in favour of the Company Possession letter from the Delhi Development Authority in respect of Plot No. 15A, Jasola, New Delhi in favour of the Company Five Star Hotel Project at E.M. Bye Pass, Kolkata 4. Selection of EMGF by Kolkata Metropolitan Development Authority as successful bidder for the five star hotel project Possession letter from the Kolkata Metropolitan Development Authority in respect of land measuring 5.61 acres in favour of the Company No. 76/Secy77/KMDA/2006 June 19, 2006 Not Applicable AAI/20012/1299/2 006-AR-I(NOC) F81(1)/2006/CL/2 254 F81(2)/2006/CL/2 255 March 3, 2007 March 2, 2010

2.

May 11, 2007

Not Applicable

3.

May 11, 2007

Not Applicable

5.

February 1, 2007

Not Applicable

648

S. No. 6.

Description of Licenses/Approvals Obtained No Objection Certificate of site/building plan from the Kolkata Improvement Trust in favour of Fabworth Promoters Private Limited No Objection Certificate from the Airports Authority of India in favour of the Company Height Clearance from Bharat Sanchar Nigam Limited, in favour of Sanona Sen & Associates (P) Limited, Architects

License/Approval No. 2E/V-6932

Date of Issue July 19, 2007

Date of Expiry/Comments Not Applicable

7. 8.

AAI/ER/NOC(836 /304-305 G/MWC/1150/S&S/Vol.I

April 16, 2007 May 5, 2007

April 15, 2010 Not Applicable

Licenses/Approvals Applied For:

S. No. 1. Description of Licenses/Approvals Applied For Permission for conversion of land use for a hotel project on land situated at Siridao Village, Goa, by the Company and certain of the Subsidiaries and/or Companies Owned by EMGF Permission for conversion of land use for a hotel project on land situated at Velha Village, Goa, by the Company and certain of the Subsidiaries and/or Companies Owned by EMGF Application for environment clearance by the Company. Fabworth Promoters Private Limited, a Subsidiary, has applied to have the application amended in its name through its application dated July 4, 2007 Environmental clearance for Five Star Hotel Project at E.M. Bye Pass, Kolkata, by the Company and certain of the Subsidiaries and/or Companies Owned by EMGF Application for layout plans for integrated township, golf course and boutique hotels in respect of land measuring 268 acres, by Andhra Pradesh Industrial Infrastructure Corporation Limited Application for environment clearance by the Company in respect of hotel complex at Plot Nos. 15 and 15A at Jasola, New Delhi Authority Collector, North Goa Date of Application December 29, 2006

2.

Collector, North Goa

January 16, 2007

3.

Regional Office, Ministry of Environment and Forests, Kolkata Ministry of Environment and Forests, Government of India Hyderabad Urban Development Authority Ministry of Environment & Forests

February 17, 2007

4.

January 1, 2007

5.

April 30, 2007

6.

July 16, 2007

Retail Licenses/Approvals Obtained:

S. No. 1. Description of Licenses/Approvals Obtained Approval for construction of basement in favour of Vishnu Apartments Private Limited Permission for conversion of land use for commercial project on land measuring 33,283 square meters situated at Taleigao Village, Goa, in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF No Objection Certificate from Lucknow Improvement Trust in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF No Objection Certificate from the Traffic Police Department for the construction of a mall or multiplex, hotel and hospital in favour of the Company and certain of License/Approval No. Jaipur Vikas Pradhikaran, Jaipur Collector, North Goa Date of Issue November 6, 2004 Not Applicable November 20, 2006 Not Applicable Date of Expiry/Comments

2.

3.

29034/103134

March 16, 2007

Not Applicable

4.

March 22, 2007

Not Applicable

649

S. No.

Description of Licenses/Approvals Obtained the Subsidiaries Owned by EMGF and/or Companies

License/Approval No.

Date of Issue

Date of Expiry/Comments

5.

No Objection Certificate from the Nazool department in favour of the Company and certain of the subsidiaries and/or Companies Owned by EMGF No Objection Certificate from the Urban Electricity Distribution Division, Aliganj, Lucknow in favour of the Company and certain of the subsidiaries and/or Companies Owned by EMGF No Objection Certificate from the Director General, Medical and Health Services for the development of the proposed hospital in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF Provisional permission to energise electrical installation in favour of Vishnu Apartments Private Limited

1810/A.A.B./HSS/07

March 26, 2007

Not Applicable

6.

34 V.Na.V.Kha. (A)

April 7, 2007

Not Applicable

7.

1548(1)/17F/Ni.ni.ni. A/2007

April 17, 2007

Not Applicable

8.

Electrical Inspector, Jaipur- Ajmer Zone

May 8, 2007

November 8, 2007 Permission may be cancelled if any change in electrical installation is carried out without prior permission of the electrical inspector September 10, 2010

9.

Approval from Jaipur Development Authority of the revised drawings of the commercial building on reconstituted plot Nos. 1, 2, 3 and 4 situated at Bhawani Singh Marg, C-Scheme, Jaipur in favour of Vishnu Apartments Private Limited. No Objection Certificate for height clearance in respect of the proposed construction of a building at Nishatganj, Lucknow from the Airport Authority of India in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF Provisional No Objection Certificate from the office of Chief Fire Officer to the Lucknow Development Authority for the development of a mall/multiplex, hospital and hotel at Nishatganj, Lucknow in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF Joint inspection report for release of HTlarge connection from Jaipur Vidyut Vitran Nigam Limited in favour of Vishnu Apartments Private Limited No Objection Certificate from the Flood Control Department in favour of the Company and certain of the Subsidiaries and/or Companies Owned by EMGF No Objection Certificate from the Fire Department, Jaipur Nagar Nigam for the mall situated at Bhawani Singh Marg, CScheme, Jaipur, in favour of Vishnu Apartments Private Limited In-principle approval of building plans for commercial project from the Chief Town Planner, Lucknow Development Authority in favour of the Company and certain of the Subsidiaries and/or

JvPr.C.C./BPC/2007/ D808

May 10, 2007

10.

AAI/NOC/2007/98/4 65-67

May 10, 2007

May 9, 2010

11.

Pa-1064/F/S-07

June 2, 2007

June 2, 2010

12.

Form No. JPD/MTS41

June 6, 2007

Not Applicable

13.

2133

June 8, 2007

Not Applicable

14.

AF9/Aa.Fa/J.N.Ni./0 7/442

July 24, 2007

Not Applicable

15.

1310/CTP/2007

April 26, 2007

Not Applicable

650

S. No.

Description of Licenses/Approvals Obtained Companies Owned by EMGF

License/Approval No.

Date of Issue

Date of Expiry/Comments

16.

Letter of Intent granting the provisional de-licensing of 3.187 acres of land from group housing licenses in Sector 54, Village Wazirabad, Gurgaon, Haryana, for its conversion to commercial colony from the Director, Town and Country Planning, Haryana in favour of Puri Construction

DS-07/22674

September 10, 2007

The Letter of Intent is valid for a period of thirty days from the date of issue. Certain conditions have to be fulfilled within this period before the final License is granted.

Licenses/Approvals Applied For:

S. No. 1. Description of Licenses/Approvals Applied For License for commercial site on land measuring 3.65 acres in Sector. 61,Village Ghata, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for commercial site on land measuring 6.23 acres in Sector 65, Village Badshapur, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for commercial site on land measuring 5.75 acres in Sector 62, Village Tigra, Gurgaon Manesar Urban Complex, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for commercial site on land measuring 3.07 acres in Sector 65, Village Badshapur, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for commercial site on land measuring 7.15 acres in Sector 65, Villages Nangli and Tigra, Gurgaon Manesar Urban Complex, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for commercial site on land measuring 8.56 acres in Sector 62,Villages Nangli and Tigra, Gurgaon Manesar Urban Complex, Haryana, by the Company and certain of the Subsidiaries and/or the Companies Owned by EMGF License for commercial site on land measuring 2.99 acres in Sector 66, Village Badshapur, Tehsil and District Gurgaon, Haryana, by the Company and certain of the Subsidiaries and/or Companies Owned by EMGF and MGF Developments Limited No Objection Certificate under the Air (Prevention and Control of Pollution) Act and the Water (Prevention and Control of Pollution) Act for commercial project at Nishantganj, Lucknow by the Company and certain of the Subsidiaries and/or Companies Owned by EMGF License for commercial site on land measuring 0.74 acres in Sector 65, Village Medawas, Gurgaon, by the Company and certain of the Subsidiaries and/or Companies Owned by EMGF and MGF Developments Limited Environmental clearance for commercial project at Nishantganj, Lucknow by the Company and certain of the Subsidiaries and/or Companies Owned by EMGF License for commercial site on land measuring 2.44 acres in Sector 26, Virendra Gram, Village Sikanderpur Ghosi, Tehsil and District Gurgaon, Haryana, by the Company and Virender Kumar Bhatnagar Authority Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Director, Town and Country Planning, Haryana Date of Application February 6, 2007

2.

March 5, 2007

3.

March 12, 2007

4.

March 12, 2007

5.

March 12, 2007

6.

March 13, 2007

7.

March 14, 2007

8.

Pollution Control Board Uttar Pradesh

April 20, 2007

9.

Director, Town and Country Planning, Haryana State Environmental Impact Assessment Committee, Uttar Pradesh Director, Town and Country Planning, Haryana

August 3, 2007

10.

August 6, 2007

11.

August 12, 2007

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Approvals to be applied for Our Company would be required to obtain approvals, including approvals for license or change of land use, building/layout plan approvals, requisite environmental consents under Notification No. S.O. 1533 of September 14, 2006 issued by the Ministry of Environment and Forests, no Objection Certificates from relevant authorities such as fire department and completion certificates from the competent governmental authority, at appropriate stages of the project and periodic renewals on expiry of such approvals. Approvals relating to Foreign Investment
S. No. 1. No./Description of Permit/License Approval for foreign collaboration to establish a joint venture company to develop integrated township projects etc. Issuing Authority Government of India, Ministry of Finance, Department of Economic Affairs, FIPB Unit Date May 12, 2005 Comments/Remarks The foreign equity participation shall amount to US$6 million in the paid up capital of the proposed joint venture company; the Emaar Group shall bring in an amount not exceeding US$500 million to meet the project cost; the approval is subject to adherence to Press Note No. 2 (2005 Series) issued by the DIPP In response to the approval sought by Emaar Properties PJSC for enhancement of the foreign direct investment in the joint venture company, the FIPB stated that the proposal was under the automatic route in terms of Press Note No. 2 (2005 Series) and Press Note 2 (2006 Series) issued by the DIPP. Further, the FIPB advised that the investment by the subsidiary companies or group companies of Emaar Properties PJSC would be subject to satisfying the requirements of Press Note 1 (2005 Series).

2.

Approval for foreign collaboration

Government of India, Ministry of Finance, Department of Economic Affairs, FIPB Unit

March 20, 2006

Approvals relating to Intellectual Property Approvals Obtained The Company has a registered copyright over the Emaar MGF logo bearing registration number A77661/2006 issued by the Deputy Registrar of Copyrights on November 14, 2006. Approvals applied for We have filed the following applications with the trade mark registry, Government of India, for grant of certificates under the Trademark Rules, 2002, all of which are currently pending registration.
S. No. 1. 2. 3. 4. 5. 6. 7. 8. 9. Trade Name EMAAR MGF EMAAR MGF EMAAR MGF EMAAR MGF MOHALI HILLS INSPIRED LIVING MOHALI HILLS INSPIRED LIVING MOHALI HILLS INSPIRED LIVING KAIRALI HILLS KAIRALI HILLS Class 16 42 36 37 36 37 41 36 37 Reference Number 01417506 01417508 01417509 01417510 01471989 01471990 01471991 01471609 01471612 Date of Application January 27, 2006 January 27, 2006 January 27, 2006 January 27, 2006 July 20, 2006 July 20, 2006 July 20, 2006 July 20, 2006 July 20, 2006

652

S. No. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19. 20. 21. 22. 23. 24. 25. 26. 27. 28. 29. 30. 31. 32. 33. 34. 35. 36. 37. 38. 39. 40. 41. 42. 43. 44. 45. 46. 47. 48. 49. 50. 51. 52. 53. 54. 55. 56. 57. 58. 59. 60. 61. 62. 63. 64. 65. 66. 67. 68. 69. 70. 71. 72. 73. 74.

Trade Name KAIRALI HILLS KAIRALI GREENS KAIRALI GREENS KAIRALI GREENS MALL OF GOA MALL OF GOA MALL OF GOA MALL OF PUNJAB MALL OF PUNJAB MALL OF PUNJAB EMAAR MGF CREATING A NEW INDIA EMAAR MGF CREATING A NEW INDIA EMAAR MGF CREATING A NEW INDIA THE MALL OF INDIA THE MALL OF INDIA THE MALL OF INDIA The Palm Springs (3 variations- 2 with logos and 1 without) The Palm Springs (3 variations- 2 with logos and 1 without) The Palm Springs (3 variations- 2 with logos and 1 without) The Palm Springs The Palm Springs (2 variations- both with logos) MALL OF INDIA MALL OF INDIA MALL OF INDIA THE INDIA MALL THE INDIA MALL THE INDIA MALL THE NEW INDIA MALL THE NEW INDIA MALL THE NEW INDIA MALL THE HYDERABAD MALL THE HYDERABAD MALL THE HYDERABAD MALL MALL OF HYDERABAD MALL OF HYDERABAD MALL OF HYDERABAD MALL OF JAIPUR MALL OF JAIPUR MALL OF JAIPUR MALL OF RAJASTHAN MALL OF RAJASTHAN MALL OF RAJASTHAN MALL OF HIMACHAL MALL OF HIMACHAL MALL OF HIMACHAL MALL OF TAMIL NADU MALL OF TAMIL NADU MALL OF TAMIL NADU MALL OF ANDHRA MALL OF ANDHRA MALL OF ANDHRA MALL OF BENGAL MALL OF BENGAL MALL OF BENGAL MALL OF UTTAR PRADESH MALL OF UTTAR PRADESH MALL OF UTTAR PRADESH MALL OF MAHARASHTRA MALL OF MAHARASHTRA MALL OF MAHARASHTRA MALL OF PUNE MALL OF PUNE MALL OF PUNE MALL OF BANGALORE MALL OF BANGALORE

Class 41 36 37 41 36 37 41 36 37 41 41 37 36 36 37 41 16 36 37 42 42 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37

Reference Number 01471615 01471606 01471613 01471614 01471607 01471610 01471617 01471608 01471611 01471616 01476148 01476147 01476146 1497662 1497663 1497664 01478005 01478006 01478007 01478008 01478009 01478010 01478011 01478012 01478013 01478014 01478015 01478016 01478414 01478452 01478488 01478415 01478455 01478489 01478416 01478454 01478490 01478417 01478453 01478491 01478418 01478456 01478492 01478422 01478460 01478496 01478423 01478461 01478497 01478421 01478459 01478495 01478420 01478458 01478494 01478419 01478457 01478493 01478424 01478462 01478498 01478425 01478463 01478499 01478426 01478479 01478500 01478427 01478465 01478501 01478428 01478466

Date of Application July 20, 2006 July 20, 2006 July 20, 2006 July 20, 2006 July 20, 2006 July 20, 2006 July 20, 2006 July 20, 2006 July 20, 2006 July 20, 2006 August 4, 2006 August 4, 2006 August 4, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 8, 2006 August 8, 2006 August 8, 2006 August 8, 2006 August 8, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006

653

S. No. 75. 76. 77. 78. 79. 80. 81. 82. 83. 84. 85. 86. 87. 88. 89. 90. 91. 92. 93. 94. 95. 96. 97. 98. 99. 100. 101. 102. 103. 104. 105. 106. 107. 108. 109. 110. 111. 112. 113. 114. 115. 116. 117. 118. 119. 120. 121. 122. 123. 124. 125. 126. 127. 128. 129. 130. 131. 132. 133. 134. 135. 136. 137. 138. 139. 140. 141. 142. 143. 144. 145. 146.

Trade Name MALL OF BANGALORE MALL OF KARNATAKA MALL OF KARNATAKA MALL OF KARNATAKA MALL OF KERALA MALL OF KERALA MALL OF KERALA MALL OF CHENNAI MALL OF CHENNAI MALL OF CHENNAI MALL OF KOLKATA MALL OF KOLKATA MALL OF KOLKATA THE KOLKATA MALL THE KOLKATA MALL THE KOLKATA MALL MALL OF LUCKNOW MALL OF LUCKNOW MALL OF LUCKNOW THE LUCKNOW MALL THE LUCKNOW MALL THE LUCKNOW MALL MALL OF HARYANA MALL OF HARYANA MALL OF HARYANA MALL OF GURGAON MALL OF GURGAON MALL OF GURGAON MALL OF GUJARAT MALL OF GUJARAT MALL OF GUJARAT MALL OF NOIDA MALL OF NOIDA MALL OF NOIDA THE NEW DELHI MALL THE NEW DELHI MALL THE NEW DELHI MALL THE DELHI MALL THE DELHI MALL THE DELHI MALL THE MALL OF DELHI THE MALL OF DELHI THE MALL OF DELHI MALL OF UP MALL OF UP MALL OF UP MALL OF BOMBAY MALL OF BOMBAY MALL OF BOMBAY THE BOMBAY MALL THE BOMBAY MALL THE BOMBAY MALL MALL OF MUMBAI MALL OF MUMBAI MALL OF MUMBAI THE MUMBAI MALL THE MUMBAI MALL THE MUMBAI MALL MALL OF MAHARASHTRA MALL OF MAHARASHTRA MALL OF MAHARASHTRA MALL OF MOHALI MALL OF MOHALI MALL OF MOHALI THE MOHALI MALL THE MOHALI MALL THE MOHALI MALL THE MALL OF INDIA THE MALL OF INDIA THE MALL OF INDIA THE MALL OF MYSORE THE MALL OF MYSORE

Class 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 37 41 36 41

Reference Number 01478502 01478429 01478467 01478503 01478430 01478468 01478504 01478431 01478469 01478505 01478433 01478471 01478509 01478432 01478470 01478506 01478435 01478473 01478509 01478434 01478472 01478508 01478448 01478485 01478522 01478451 01478451 01478521 01478442 01478480 01478516 01478443 01478481 01478517 01478444 01478482 01478518 01478445 01478483 01478519 01478446 01478484 01478520 01478436 01478474 01478510 01478439 01478476 01478512 01478437 01478475 01478511 01478439 01478477 01478513 01478440 01478478 01478514 01478441 01478479 01478500 01478450 01478487 01478524 01478449 01478486 01478523 01477662 01477663 01477334 01527525 01527524

Date of Application August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 August 11, 2006 October 18, 2006 October 18, 2006 October 18, 2006 February 2, 2007 February 2, 2007

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S. No. 147. 148. 149. 150. 151. 152. 153. 154. 155. 156. 157. 158. 159. 160. 161. 162. 163. 164. 165. 166. 167. 168. 169. 170. 171.

Trade Name THE MALL OF MYSORE MYSORE HILLS MYSORE HILLS MYSORE HILLS BOULDER HILLS BOULDER HILLS BOULDER HILLS THE MALL OF LUCKNOW THE MALL OF LUCKNOW THE MALL OF LUCKNOW THE MALL OF PUNJAB THE MALL OF HYDERABAD THE MALL OF HYDERABAD THE MALL OF HYDERABAD THE MALL OF MYSORE THE MALL OF MYSORE THE MALL OF MYSORE THE MALL OF COCHIN THE MALL OF COCHIN THE MALL OF COCHIN THE MALL OF PUNJAB THE MALL OF PUNJAB THE MALL OF GOA THE MALL OF GOA THE MALL OF GOA

Class 37 36 37 41 36 37 41 37 36 41 41 36 37 41 36 37 41 36 37 41 36 37 41 37 36

Reference Number 01527523 01527525 01527526 01527527 01557578 01557591 01557600 01557592 01557579 01557601 01557602 01557584 01557957 01557603 01557581 01557595 01557604 01557580 01557594 01557599 01557583 01557596 01557598 01557589 01557576

Date of Application February 2, 2007 February 2, 2007 February 2, 2007 February 2, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007 May 11, 2007

655

OTHER REGULATORY AND STATUTORY DISCLOSURES Authority for the Issue The Company The Board of Directors has, pursuant to resolution passed at its meeting held on September 24, 2007, authorised the Issue subject to the approval by the shareholders of the Company under Section 81(1A) of the Companies Act, and such other authorities as may be necessary. The shareholders of the Company have, pursuant to a resolution dated September 24, 2007, under Section 81(1A) of the Companies Act, authorised the Issue. The Board of Directors has, pursuant to its resolution dated September 25, 2007, approved this Draft Red Herring Prospectus. The Company has also obtained all other necessary contractual approvals required for the Issue. For further information, see the section Government and Other Approvals beginning on page 636 of this Draft Red Herring Prospectus. The Company has sought clarification from the RBI through its letter dated August 14, 2007 for investment by FIIs and NRIs in the Issue. For details of the clarification/approval received, see the section Material Documents and Contracts for Inspection beginning on page 713 of this Draft Red Herring Prospectus. Prohibition by SEBI, RBI or governmental authorities The Company, the Directors, the Promoters, the directors or person(s) in control of the Promoter or the Promoter Group, the Subsidiaries, the Companies Owned by EMGF, the Joint Venture and the companies in which the Directors are associated as directors, have not been prohibited from accessing or operating in the capital markets or restrained from buying, selling or dealing in securities under any order or direction passed by SEBI. None of the Company, the Subsidiaries, the Companies Owned by EMGF, the Joint Venture, the directors of the Subsidiaries, the Companies Owned by EMGF, and the Joint Venture, the Promoters, the Promoter Group Companies or relatives of the Promoters, the Directors and the companies in which the Directors are associated as directors, have been declared as wilful defaulters by the RBI or any other governmental authority and there has been no violation of any securities law committed by any them in the past and no such proceedings are pending against any of them. Eligibility for the Issue The Company is eligible to make the Issue in accordance with Clause 2.2.2 of the SEBI Guidelines as explained below: Clause 2.2.2 of the SEBI Guidelines states as follows: An unlisted company not complying with any of the conditions specified in Clause 2.2.1 may make an initial public offering (IPO) of equity shares or any other security which may be converted into or exchanged with equity shares at a later date, only if it meets both the conditions (a) and (b) given below: (a)(i) The issue is made through the book-building process, with at least 50% of the issue size being allotted to the Qualified Institutional Buyers (QIBs), failing which the full subscription monies shall be refunded. OR (a)(ii) The project has at least 15% participation by Financial Institutions/Scheduled Commercial Banks, of which at least 10% comes from the appraiser(s). In addition to this, at least 10% of the issue size shall be allotted to QIBs, failing which the full subscription monies shall be refunded.

656

AND (b)(i) The minimum post-issue face value capital of the company shall be Rs.10 crores (Rs.100 million). OR (b)(ii) There shall be a compulsory market-making for at least 2 years from the date of listing of the shares, subject to the following: (a) (b) Market makers undertake to offer buy and sell quotes for a minimum depth of 300 shares; Market makers undertake to ensure that the bid-ask spread (difference between quotations for sale and purchase) for their quotes shall not at any time exceed 10%; The inventory of the market makers on each of such stock exchanges, as of the date of allotment of securities, shall be at least 5% of the proposed issue of the company.)

(c)

The Company is an unlisted company not complying with the conditions specified in Clause 2.2.1 of the SEBI Guidelines and is, therefore, required to meet both the conditions detailed in sub clauses (a) and (b) of Clause 2.2.2 of the SEBI Guidelines. The Company will comply with Clause 2.2.2(a)(i) of the SEBI Guidelines and at least 60% of the Issue is proposed to be allotted to QIBs (in order to comply with the requirements of Rule 19(2)(b) of the SCRR) and in the event the Company fails to do so, the full subscription monies shall be refunded to the Bidders. The Company will comply with the second proviso to Clause 11.3.5(i) of the SEBI Guidelines; accordingly, not less than 10% and 30% of the Issue shall be available for allocation to NonInstitutional Bidders and Retail Individual Bidders, respectively, subject to valid Bids being received. The Company will comply with Clause 2.2.2(b)(i) of the SEBI Guidelines and the post-Issue face value capital of the Company shall be Rs9,859.30 million, which is more than the minimum requirement of Rs.10 crore (Rs.100 million).

Further, in accordance with Clause 2.2.2A of the SEBI Guidelines, the Company shall ensure that the number of prospective allottees to whom the Equity Shares will be allotted in the Issue shall not be less than 1,000, failing which the entire application monies will be refunded forthwith. In case of delay, if any, in refund, our Company shall pay interest on the application money at the rate of 15% per annum for the period of delay. Accordingly, the Company is eligible for the Issue under Clause 2.2.2 of the SEBI Guidelines. Disclaimer Clause AS REQUIRED, A COPY OF THIS DRAFT RED HERRING PROSPECTUS HAS BEEN SUBMITTED TO SEBI. IT IS TO BE DISTINCTLY UNDERSTOOD THAT SUBMISSION OF THE DRAFT RED HERRING PROSPECTUS TO SEBI SHOULD NOT IN ANY WAY BE DEEMED OR CONSTRUED THAT THE SAME HAS BEEN CLEARED OR APPROVED BY SEBI. SEBI DOES NOT TAKE ANY RESPONSIBILITY EITHER FOR THE FINANCIAL SOUNDNESS OF ANY SCHEME OR THE PROJECT FOR WHICH THE ISSUE IS PROPOSED TO BE MADE OR FOR THE CORRECTNESS OF THE STATEMENTS MADE OR OPINIONS EXPRESSED IN THE DRAFT RED HERRING PROSPECTUS. THE BOOK RUNNING LEAD MANAGERS ENAM SECURITIES PRIVATE LIMITED, DSP MERRILL LYNCH LIMITED, CITIGROUP GLOBAL MARKETS INDIA PRIVATE LIMITED, GOLDMAN SACHS (INDIA) SECURITIES PRIVATE LIMITED, HSBC SECURITIES AND CAPITAL MARKETS (INDIA) PRIVATE LIMITED, J.P. MORGAN INDIA PRIVATE LIMITED AND KOTAK MAHINDRA CAPITAL COMPANY LIMITED, HAVE CERTIFIED THAT THE DISCLOSURES MADE IN THE DRAFT RED HERRING PROSPECTUS ARE GENERALLY ADEQUATE AND ARE IN CONFORMITY WITH THE SEBI (DISCLOSURE AND INVESTOR PROTECTION) GUIDELINES, 2000 IN FORCE FOR THE TIME BEING. 657

THIS REQUIREMENT IS TO FACILITATE INVESTORS TO TAKE AN INFORMED DECISION FOR MAKING INVESTMENT IN THE PROPOSED ISSUE. IT SHOULD ALSO BE CLEARLY UNDERSTOOD THAT WHILE THE COMPANY IS PRIMARILY RESPONSIBLE FOR THE CORRECTNESS, ADEQUACY AND DISCLOSURE OF ALL RELEVANT INFORMATION IN THE DRAFT RED HERRING PROSPECTUS, THE BOOK RUNNING LEAD MANAGERS ARE EXPECTED TO EXERCISE DUE DILIGENCE TO ENSURE THAT THE COMPANY DISCHARGES ITS RESPONSIBILITY ADEQUATELY IN THIS BEHALF AND TOWARDS THIS PURPOSE, THE BOOK RUNNING LEAD MANAGERS ENAM SECURITIES PRIVATE LIMITED, DSP MERRILL LYNCH LIMITED, CITIGROUP GLOBAL MARKETS INDIA PRIVATE LIMITED, GOLDMAN SACHS (INDIA) SECURITIES PRIVATE LIMITED, HSBC SECURITIES AND CAPITAL MARKETS (INDIA) PRIVATE LIMITED, J.P. MORGAN INDIA PRIVATE LIMITED AND KOTAK MAHINDRA CAPITAL COMPANY LIMITED, HAVE FURNISHED TO SEBI, A DUE DILIGENCE CERTIFICATE DATED SEPTEMBER 26, 2007 IN ACCORDANCE WITH THE SEBI (MERCHANT BANKERS) REGULATIONS, 1992 WHICH READS AS FOLLOWS: 1. (I) WE HAVE EXAMINED VARIOUS DOCUMENTS INCLUDING THOSE RELATING TO LITIGATION LIKE COMMERCIAL DISPUTES, PATENT DISPUTES, DISPUTES WITH COLLABORATORS ETC. AND OTHER MATERIALS IN CONNECTION WITH THE FINALISATION OF THE DRAFT RED HERRING PROSPECTUS PERTAINING TO THE SAID ISSUE; ON THE BASIS OF SUCH EXAMINATION AND THE DISCUSSIONS WITH THE COMPANY, ITS DIRECTORS AND OTHER OFFICERS, OTHER AGENCIES, INDEPENDENT VERIFICATION OF THE STATEMENTS CONCERNING THE OBJECTS OF THE ISSUE, PROJECTED PROFITABILITY, PRICE JUSTIFICATION AND THE CONTENTS OF THE DOCUMENTS MENTIONED IN THE ANNEXURE AND OTHER PAPERS FURNISHED BY THE COMPANY,

(II)

WE CONFIRM THAT: (A) THE DRAFT RED HERRING PROSPECTUS FORWARDED TO SEBI IS IN CONFORMITY WITH THE DOCUMENTS, MATERIALS AND PAPER RELEVANT TO THE ISSUE; (B) ALL THE LEGAL REQUIREMENTS CONNECTED WITH THE SAID ISSUE, AS ALSO THE GUIDELINES, INSTRUCTIONS, ETC. ISSUED BY SEBI, THE GOVERNMENT AND ANY OTHER COMPETENT AUTHORITY IN THIS BEHALF HAVE BEEN DULY COMPLIED WITH; (C) THE DISCLOSURES MADE IN THE DRAFT RED HERRING PROSPECTUS ARE TRUE, FAIR AND ADEQUATE TO ENABLE THE INVESTORS TO MAKE A WELL INFORMED DECISION AS TO THE INVESTMENT IN THE PROPOSED ISSUE; (D) BESIDE OURSELVES, ALL THE INTERMEDIARIES NAMED IN THE DRAFT RED HERRING PROSPECTUS ARE REGISTERED WITH SEBI AND TILL DATE SUCH REGISTRATION IS VALID; AND (E) WHEN UNDERWRITTEN, WE SHALL SATISFY OURSELVES ABOUT THE WORTH OF THE UNDERWRITERS TO FULFIL THEIR UNDERWRITING COMMITMENTS. WE CERTIFY THAT WRITTEN CONSENT FROM THE PROMOTERS HAS BEEN OBTAINED FOR INCLUSION OF THEIR EQUITY SHARES AS PART OF THE PROMOTERS CONTRIBUTION SUBJECT TO LOCK-IN AND THE EQUITY SHARES PROPOSED TO FORM PART OF THE PROMOTERS CONTRIBUTION SUBJECT TO LOCK-IN WILL NOT BE DISPOSED OR SOLD OR TRANSFERRED BY THE PROMOTERS DURING THE PERIOD STARTING FROM THE DATE OF FILING THE DRAFT RED HERRING PROSPECTUS WITH SEBI UNTIL THE DATE OF COMMENCEMENT OF THE LOCK-IN PERIOD AS STATED IN THE DRAFT RED HERRING PROSPECTUS. THE FILING OF THE DRAFT RED HERRING PROSPECTUS DOES NOT, HOWEVER, ABSOLVE THE COMPANY FROM ANY LIABILITIES UNDER SECTION 63 OR SECTION 658

68 OF THE COMPANIES ACT, 1956 OR FROM THE REQUIREMENT OF OBTAINING SUCH STATUTORY AND OTHER CLEARANCES AS MAY BE REQUIRED FOR THE PURPOSE OF THE PROPOSED ISSUE. SEBI, FURTHER RESERVES THE RIGHT TO TAKE UP, AT ANY POINT OF TIME, WITH THE BOOK RUNNING LEAD MANAGERS ANY IRREGULARITIES OR LAPSES IN THE DRAFT RED HERRING PROSPECTUS. All legal requirements pertaining to the Issue will be complied with at the time of filing of the Red Herring Prospectus with the RoC in terms of Section 60B of the Companies Act. All legal requirements pertaining to the Issue will be complied with at the time of registration of the Prospectus with the RoC in terms of Section 56, Section 60 and Section 60B of the Companies Act. Disclaimer from the Company and the BRLMs The Company, the Directors and the BRLMs accept no responsibility for statements made otherwise than in this Draft Red Herring Prospectus or in the advertisements or any other material issued by or at the Companys instance and anyone placing reliance on any other source of information, including the Companys website, www.emaarmgf.com, or the website of any Subsidiary, Company Owned by EMGF, or Joint Venture, or the website of any Promoter or Promoter Group Company, or the website of any affiliate or associate of the Company or the Subsidiaries or the Companies Owned by EMGF, would be doing so at his or her own risk. The BRLMs accept no responsibility, save to the limited extent as provided in the memorandum of understanding entered into between the BRLMs and the Company on September 26, 2007, and the Underwriting Agreement to be entered into between the Underwriters and the Company. All information shall be made available by the Company and the BRLMs to the public and investors at large and no selective or additional information would be available for a section of the investors in any manner whatsoever including at road show presentations, in research or sales reports, at bidding centres or elsewhere. Neither the Company nor the Syndicate is liable to the Bidders for any failure in downloading the Bids due to faults in any software/hardware system or otherwise. Investors that Bid in the Issue will be required to confirm and will be deemed to have represented to the Company, the Underwriters and their respective directors, officers, agents, affiliates and representatives that they are eligible under all applicable laws, rules, regulations, guidelines and approvals to acquire Equity Shares of the Company and will not offer, sell, pledge or transfer the Equity Shares of the Company to any person who is not eligible under applicable laws, rules, regulations, guidelines and approvals to acquire Equity Shares of the Company. The Company, the Underwriters and their respective directors, officers, agents, affiliates and representatives accept no responsibility or liability for advising any investor on whether such investor is eligible to acquire Equity Shares of the Company. Disclaimer in Respect of Jurisdiction This Issue is being made in India to persons resident in India (including Indian nationals resident in India who are majors, HUFs, companies, corporate bodies and societies registered under applicable laws in India and authorised to invest in shares, Indian mutual funds registered with SEBI, Indian financial institutions, commercial banks, regional rural banks, co-operative banks (subject to RBI permission), or trusts under applicable trust law and who are authorised under their constitution to hold and invest in shares, public financial institutions as specified in Section 4A of the Companies Act, venture capital funds registered with SEBI, state industrial development corporations, insurance companies registered with Insurance Regulatory and Development Authority, provident funds (subject to applicable law) with minimum corpus of Rs.250 million and pension funds with minimum corpus of Rs.250 million, and permitted non-residents including FIIs registered with SEBI, Eligible NRIs, multilateral and bilateral development financial institutions, foreign venture capital investors registered with SEBI and eligible foreign investors, provided that they are eligible under all applicable laws and regulations to hold Equity Shares of the Company. This Draft Red Herring Prospectus does not, however, constitute an invitation to subscribe to Equity Shares offered hereby in any jurisdiction other than India to any person to whom it is unlawful to make an offer or invitation in such jurisdiction. Any person into whose possession this Draft Red Herring Prospectus comes is required to inform himself or herself about, and to observe, any such restrictions.

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Any dispute arising out of this Issue will be subject to the exclusive jurisdiction of competent court(s) in New Delhi in India only. No action has been, or will be, taken to permit a public offering in any jurisdiction where action would be required for that purpose, except that this Draft Red Herring Prospectus has been filed with the SEBI for its observations. Accordingly, the Equity Shares represented hereby may not be offered or sold, directly or indirectly, and this Draft Red Herring Prospectus may not be distributed in any jurisdiction, except in accordance with the legal requirements applicable in such jurisdiction. Neither the delivery of this Draft Red Herring Prospectus nor any invitation, offer or sale hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of the Company from the date hereof or that the information contained herein is correct as of any time subsequent to this date. The Equity Shares have not been, and will not be, registered under the U.S. Securities Act 1933, as amended (the Securities Act) or any state securities laws in the United States and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the Securities Act), except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Accordingly, the Equity Shares will be offered and sold only (i) in the United States to qualified institutional buyers, as defined in Rule 144A of the Securities Act, and (ii) outside the United States in compliance with Regulation S of the Securities Act and the applicable laws of the jurisdiction where those offers and sales occur. The Equity Shares have not been, and will not be, registered, listed or otherwise qualified in any other jurisdiction outside India and may not be offered or sold, and Bids may not be made by persons in any such jurisdiction, except in compliance with the applicable laws of such jurisdiction. Further, each Bidder where required agrees that such Bidder will not sell or transfer any Equity Shares or create any economic interest therein, including any off-shore derivative instruments, such as participatory notes, issued against the Equity Shares or any similar security, other than pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with applicable laws and legislations in each jurisdiction, including India. Disclaimer clause of the BSE As required, a copy of this Draft Red Herring Prospectus has been submitted to the BSE. The disclaimer clause as intimated by the BSE to us, post scrutiny of this Draft Red Herring Prospectus, shall be included in the Red Herring Prospectus prior to the RoC filing. Disclaimer clause of the NSE As required, a copy of this Draft Red Herring Prospectus has been submitted to the NSE. The disclaimer clause as intimated by the NSE to us, post scrutiny of this Draft Red Herring Prospectus, shall be included in the Red Herring Prospectus prior to the RoC filing. Filing A copy of this Draft Red Herring Prospectus has been filed with the SEBI at the Securities and Exchange Board of India, SEBI Bhavan, G Block, 3rd Floor, Bandra Kurla Complex, Bandra (E), Mumbai 400 051, India. A copy of the Red Herring Prospectus, along with the other documents required to be filed under Section 60B of the Companies Act, will be delivered for registration to the RoC and a copy of the Prospectus to be filed under Section 60 of the Companies Act will be delivered for registration to the RoC at B-Block Paryavaran Bhawan, CGO Complex, Lodhi Road, New Delhi 110 003. Listing Applications have been made to the BSE and the NSE for permission for listing of the Equity Shares being offered and sold in the Issue. The [] will be the Designated Stock Exchange with which the basis of Allotment will be finalised.

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If the permissions to deal in, and for an official quotation of, the Equity Shares are not granted by any of the Stock Exchanges mentioned above, the Company shall forthwith repay, without interest, all monies received from applicants in reliance on the Red Herring Prospectus. If such money is not repaid within eight days after the Company has become liable to repay it (i.e., from the date of refusal or within 10 weeks from the Bid/Issue Closing Date, whichever is earlier), then the Company and every Director of the Company who is an officer in default shall, on and from expiry of eight days, be liable to repay the monies, with interest at the rate of 15% per annum on the application monies, as prescribed under Section 73 of the Companies Act. The Company shall ensure that all steps for the completion of the necessary formalities for listing and commencement of trading at both the Stock Exchanges are taken within seven working days of finalisation of the basis of allotment for the Issue. Consents Consents in writing of: (a) the Directors, the Company Secretary and Compliance Officer, the Auditors, the legal advisors, the Bankers to the Company and the Bankers to the Issue, the Monitoring Agency and the Credit Rating Agency; and (b) the BRLMs, the Syndicate Members, the Escrow Collection Bankers and the Registrar to the Issue to act in their respective capacities, will be obtained and filed along with a copy of the Red Herring Prospectus with the RoC, as required under Sections 60 and 60B of the Companies Act and such consents will not be withdrawn up to the time of delivery of the Red Herring Prospectus for registration with the RoC. In accordance with the Companies Act and the SEBI Guidelines, S.R. Batliboi & Co., Chartered Accountants, have given their written consent to the inclusion of their report in the form and context in which it appears in this Draft Red Herring Prospectus and such consent and report has not been withdrawn as of the date of filing of the Draft Red Herring Prospectus with SEBI. S.R. Batliboi & Co., Chartered Accountants, have given their written consent to inclusion of their report relating to the possible tax benefits accruing to the Company and its shareholders in the form and context in which it appears in this Draft Red Herring Prospectus and such consent and report has not been withdrawn as of the date of filing of the Draft Red Herring Prospectus with SEBI. Expert Opinion Except the report of [] in respect of the IPO grading of this Issue annexed herewith and except as stated in this Draft Red Herring Prospectus, we have not obtained any expert opinions. Issue Related Expenses The Issue related expenses include, among others, underwriting and selling commissions, printing and distribution expenses, legal fees, advertisement expenses and registrar and depository fees. The estimated Issue expenses are as follows:
Activity Expense (Rs. million) As a % of Total Issue Expenses [] [] [] [] [] [] As a % of Issue Size [] [] [] [] [] []

Listing fees and fees and expenses of the [](1) SEBI registered rating agency Lead management, underwriting and selling [](1) commissions Advertising and marketing expenses [] Printing and stationery [] Other (Registrars fees, legal fees, grading [](1) expenses, etc.) [] Total estimated Issue expenses ________ (1) Will be completed after finalisation of the Issue Price.

Fees Payable to the BRLMs and the Syndicate Members The total fees payable to the Book Running Lead Managers and the Syndicate Members (including underwriting commission and selling commission and reimbursement of their out of pocket expenses) will be as per their engagement letters dated September 24, 2007 a copy of which is available for inspection at the Companys corporate office.

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Fees Payable to the Registrar to the Issue The fees payable to the Registrar to the Issue for processing of applications, data entry, printing of CANs/refund orders (or revised CANs, if required), preparation of refund data on magnetic tape and printing of bulk mailing register will be as per the memorandum of understanding among the Company and the Registrar to the Issue dated September 24, 2007, a copy of which is available for inspection at the Companys corporate office. The Registrar to the Issue will be reimbursed for all out of pocket expenses including cost of stationery, postage, stamp duty, and communication expenses. Adequate funds will be provided to the Registrar to the Issue to enable them to make refunds in any of the modes described in this Draft Red Herring Prospectus or send allotment advice by registered post/speed post/under certificate of posting. Particulars regarding Public or Rights Issues during the last five years The Company has not made any previous rights or public issues in India or abroad in the five years preceding the date of this Draft Red Herring Prospectus. Previous issues of Equity Shares otherwise than for cash Except as stated in the sections Capital Structure and History and Certain Corporate Matters beginning on pages 20 and 96, respectively, of this Draft Red Herring Prospectus, the Company has not made any previous issues of shares for consideration other than cash. Underwriting commission, brokerage and selling commission on Previous Issues Since this is the initial public offering of the Companys Equity Shares, no sum has been paid or has been payable as commission or brokerage for subscribing to or procuring or agreeing to procure subscription for any of the Equity Shares since the Companys inception. Companies under the Same Management Except as disclosed in the Draft Red Herring Prospectus, no company under the same management within the meaning of Section 370(1B) of the Companies Act, as of the date of the Draft Red Herring Prospectus, has made any public or rights issue during the last three years. Promise v/s performance For details of the promise versus performance of the group companies, see the section History and Certain Corporate Matters and Our Promoters and Promoter Group Companies beginning on pages 96 and 399 of this Draft Red Herring Prospectus. Outstanding Debentures or Bond Issues or Preference Shares Except as stated in the sections Capital Structure and Our Indebtedness beginning on pages 20 and 580, respectively, of this Draft Red Herring Prospectus, the Company has no outstanding debentures or bonds or redeemable preference shares as of the date of this Draft Red Herring Prospectus. Stock Market Data of the Equity Shares This being an initial public offering of the Equity Shares of the Company, the Equity Shares are not listed on any stock exchange. Mechanism for Redressal of Investor Grievances The memorandum of understanding among the Registrar to the Issue and the Company will provide for retention of records with the Registrar to the Issue for a period of at least one year from the last date of dispatch of the letters of allotment, or refund orders, demat credit or, where refunds are being made electronically, giving of refund instructions to the clearing system, to enable the investors to approach the Registrar to the Issue for redressal of their grievances. All grievances relating to the Issue may be addressed to the Registrar to the Issue, giving full details such as name, address of the applicant, application number, number of Equity Shares applied for,

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amount paid on application, Depository Participant, and the bank branch or collection centre where the application was submitted. Disposal of Investor Grievances by the Company The Company estimates that the average time required by the Company or the Registrar to the Issue for the redressal of routine investor grievances shall be seven days from the date of receipt of the complaint. In case of complaints that are not routine or where external agencies are involved, the Company will seek to redress these complaints as expeditiously as possible. The Company has appointed Mr. Surender Varma, Company Secretary, as the Compliance Officer to redress all complaints, if any, of the investors participating in the Issue, and he may be contacted in case of any pre-Issue or post-Issue-related problems. He can be contacted at the following address: Mr. Surender Varma Emaar MGF Land Limited ECE House, 28 Kasturba Gandhi Marg New Delhi 110 001, India Tel: +91 11 4120 3458 Fax: +91 11 4152 4619 Email: IPO@emaarmgf.com Website: www.emaarmgf.com Other Disclosures Except as disclosed in this Draft Red Herring Prospectus, the Promoter Group, the directors of the Promoters or the Promoter Group Companies or the Directors of the Company have not purchased or sold any securities of the Company during a period of six months preceding the date on which this Draft Red Herring Prospectus is filed with SEBI. Disposal of investor grievances by listed companies under the same management as the Company For details, see the section History and Certain Corporate Matters and Our Promoters and Promoter Group Companies beginning on pages 96 and 399, respectively, of this Draft Red Herring Prospectus. Change in Auditors There have been no changes in the Companys auditors in the last three years, except as described below:
Name S.N. Dhawan & Co. S. R. Batliboi & Co. Date of Appointment Since Incorporation August 14, 2006 Date of Cessation August 14, 2006 Reason Resignation -

Capitalisation of Reserves or Profits Except with respect to the bonus shares as disclosed elsewhere in this Draft Red Herring Prospectus, the Company has not capitalised its reserves or profits at any time during the last five years. Tax Implications Investors that are allotted Equity Shares in the Issue will be subject to capital gains tax on any resale of the Equity Shares at applicable rates, depending on the duration for which the investors have held the Equity Shares prior to such resale and whether the Equity Shares are sold on the stock exchanges. For details, see the section Statement of Tax Benefits in this Draft Red Herring Prospectus. Revaluation of Assets The Company has not revalued its assets in the last five years. Interest of Promoters and Directors Promoters 663

The Promoters are interested parties in any dividend and distributions made by the Company or to the extent of their shareholding in the Company. The Promoters will also be interested in any future contracts that the Company may enter into with any of the Promoter Group Companies. For details, see the section Our Promoters and Promoter Group Companies beginning on page 399 of this Draft Red Herring Prospectus. Directors All the Directors of the Company may be deemed to be interested to the extent of fees, if any, payable to them for attending meetings of the Board or any committee thereof. The Directors may also be regarded as interested in the Equity Shares or options to acquire Equity Shares, if any, held by or that may be subscribed by and allotted to the companies, firms and trusts, in which they are interested as directors, members, partners and/or trustees. For details, see the section Our Management beginning on page 377 of this Draft Red Herring Prospectus. Payment or Benefit to Officers of the Company For details, see the section Our Management beginning on page 377 of this Draft Red Herring Prospectus.

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SECTION VII: ISSUE INFORMATION TERMS OF THE ISSUE The Equity Shares being issued are subject to the provisions of the Companies Act, the Memorandum and Articles of Association, the terms of this Draft Red Herring Prospectus, the Red Herring Prospectus, the Prospectus, the Bid-cum-Application Form, the Revision Form, the CAN, the listing agreements with the Stock Exchanges and other terms and conditions as may be incorporated in the Allotment advice and other documents/certificates that may be executed in respect of the Issue. The Equity Shares shall also be subject to all applicable laws, guidelines, rules, notifications and regulations relating to the issue of capital and listing and trading of securities issued from time to time by SEBI, the Government of India, the Stock Exchanges, the Registrar of Companies, the RBI, the FIPB and/or other authorities, as in force on the date of the Issue and to the extent applicable. Authority for the Issue From the Company The Board of Directors has, pursuant to resolution passed at its meeting held on September 24, 2007, authorised the Issue subject to the approval by the shareholders of the Company under Section 81(1A) of the Companies Act, and such other authorities as may be necessary. The shareholders of the Company have, pursuant to a resolution dated September 24, 2007, under Section 81(1A) of the Companies Act, authorised the Issue and authorised the Board of Directors to decide the terms and conditions thereof. The Company has sought clarification from the RBI through its letter dated August 14, 2007 for investment by FIIs and NRIs in the Issue. For details of the clarification/approval received, see the section Material Documents and Contracts for Inspection beginning on page 713 of this Draft Red Herring Prospectus. Ranking of Equity Shares The Equity Shares being issued shall be subject to the provisions of the Memorandum and Articles of Association and shall rank pari-passu with the existing Equity Shares of the Company including rights in respect of dividends. The Allottees of the Equity Shares in this Issue shall be entitled to dividends and other corporate benefits, if any, declared by the Company after the date of Allotment. For further details, see the section Main Provisions of Articles of Association beginning on page 697 of this Draft Red Herring Prospectus. Mode of Payment of Dividend The Company shall pay dividends to its shareholders in accordance with the provisions of the Companies Act. Face Value and Issue Price The face value of each Equity Share is Rs.10. The Floor Price of Equity Shares is Rs.[] per Equity Share and the Cap Price is Rs.[] per Equity Share. At any given point of time there shall be only one denomination of Equity Shares. Compliance with SEBI Guidelines The Company shall comply with applicable disclosure and accounting norms specified by SEBI from time to time. Rights of the Equity Shareholders Subject to applicable laws, the equity shareholders of the Company shall have the following rights: The right to receive dividends, if declared; The right to attend general meetings and exercise voting powers, unless prohibited by law; The right to vote on a poll either in person or by proxy; 665

The right to receive offers for rights shares and be allotted bonus shares, if announced; The right to receive any surplus on liquidation subject to any statutory and other preferential claims being satisfied; The right to freely transfer their Equity Shares; and Such other rights, as may be available to a shareholder of a listed public company under the Companies Act, the terms of the listing agreements executed with the Stock Exchanges, and the Memorandum and Articles of Association of the Company.

For a detailed description of the main provisions of the Articles of Association relating to voting rights, dividend, forfeiture and lien, transfer and transmission, and/or consolidation/splitting, see the section Main Provisions of the Articles of Association beginning on page 697 of this Draft Red Herring Prospectus. Market Lot and Trading Lot Under Section 68B of the Companies Act, the Equity Shares shall be allotted only in dematerialised form. As per the SEBI Guidelines, the trading of the Equity Shares shall be in dematerialised form only. Since trading of the Equity Shares is in dematerialised form, the tradable lot is one Equity Share. Allotment in this Issue will be in electronic form in multiples of [] Equity Shares, subject to a minimum Allotment of [] Equity Shares. Jurisdiction Exclusive jurisdiction for the purpose of this Issue is with the competent courts in New Delhi, India. Nomination Facility to Investor In accordance with Section 109A of the Companies Act, the sole or first Bidder, along with other joint Bidders, may nominate any one person in whom, in the event of the death of sole Bidder or in case of joint Bidders, the death of all the Bidders, as the case may be, the Equity Shares that are Allotted shall vest. A person, being a nominee entitled to the Equity Shares by reason of the death of the original holder(s), shall in accordance with Section 109A of the Companies Act, be entitled to the same benefits to which such person would be entitled if such person were the registered holder of the Equity Share(s). Where the nominee is a minor, the holder(s) may make a nomination to appoint, in the prescribed manner, any person to become entitled to the Equity Share(s) in the event of his or her death during the minority. A nomination shall stand rescinded upon a sale/transfer/alienation of equity share(s) by the person nominating. A buyer will be entitled to make a fresh nomination in the manner prescribed. A fresh nomination can only be made on the prescribed form available on request at the Registered Office or with the Registrar and transfer agents of the Company. In accordance with Section 109B of the Companies Act, any person who becomes a nominee by virtue of the provisions of Section 109A of the Companies Act, shall upon the production of such evidence as may be required by the Board, elect either: to register himself or herself as the holder of the Equity Shares; or to make such transfer of the Equity Shares, as the deceased holder could have made.

Further, the Board may at any time give notice requiring any nominee to choose either to register himself or herself or to transfer the Equity Shares, and if the notice is not complied with within a period of 90 days, the Board may thereafter withhold payment of all dividends, bonuses or other monies payable in respect of the Equity Shares, until the requirements of the notice have been complied with. Since the Allotment of Equity Shares in the Issue will be made only in dematerialised form, there is no need to make a separate nomination with the Company. Nominations registered with the respective depository participant of the applicant will prevail. If the investors wish to change their nomination, they are requested to inform their respective depository participant. Minimum Subscription If the Company does not receive a minimum subscription of 90% of the Issue, including devolvement to the Underwriters, within 60 days from the Bid/Issue Closing Date, the Company shall forthwith refund the entire subscription amount received. If there is a delay beyond eight days after the Company

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becomes liable to pay the amount, the Company shall pay interest prescribed under Section 73 of the Companies Act. Furthermore, in accordance with Clause 2.2.2A of the SEBI Guidelines, the Company shall ensure that the number of Allottees under the Issue shall not be less than 1,000. Application by Eligible NRIs, FIIs registered with SEBI It is to be distinctly understood that there is no reservation for NRIs and FIIs registered with SEBI. FVCIs registered with SEBI shall not be permitted to participate in the Issue. An FII who is also an FVCI registered with SEBI will however be permitted to participate in the Issue. Arrangement for disposal of Odd Lots There are no arrangements for disposal of odd lots. Restriction on transfer of shares There are no restrictions on transfers and transmission of shares/debentures and on their consolidation/ splitting except as provided in our Articles. See the section Main Provisions of our Articles of Association beginning on page 697 of the Draft Red Herring Prospectus. Withdrawal of the Issue The Company, in consultation with the BRLMs, reserves the right not to proceed with the Issue at any time after the Bid/Issue Opening Date but before the Board meeting for Allotment, without assigning any reason therefor. Notwithstanding the foregoing, the Issue is also subject to obtaining (i) the final listing and trading approvals of the Stock Exchanges, which the Company shall apply for after Allotment, and (ii) the final RoC approval of the Prospectus after it is filed with the RoC. In terms of the SEBI Guidelines, the QIBs shall not be allowed to withdraw their Bids after the Bid/Issue Closing Date.

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ISSUE STRUCTURE The Issue of 117,389,914 Equity Shares at the Issue Price for cash, aggregating Rs.[] million. Upon the completion of the Pre-IPO Placement, the number of Equity Shares offered in the Issue will be reduced by the number of Equity Shares issued and allotted in the Pre-IPO Placement. If at least 60% of the Issue cannot be allotted to QIBs, then the entire application money shall be refunded forthwith. The Issue is being made through a 100% Book Building Process.
QIBs Number of Equity Shares(1) At least [] Equity Shares. Non-Institutional Bidders Not less than [] Equity Shares or Issue Size less allocation to QIB Bidders and Retail Individual Bidders shall be available for allocation. Not less than 10% of the Issue or the Issue less allocation to QIB Bidders and Retail Individual Bidders shall be available for allocation. Retail Individual Bidders Not less than [] Equity Shares or Issue Size less allocation to QIB Bidders and NonInstitutional Bidders shall be available for allocation. Not less than 30% of the Issue or the Issue less allocation to QIB Bidders and Non-Institutional Bidders shall be available for allocation.

Percentage of Issue Size available for allotment/allocation

At least 60% of the Issue shall be allotted to QIB Bidders. However, 5% of the QIB Portion shall be available for allocation proportionately to Mutual Funds. Mutual Funds participating in the 5% reservation in the QIB Portion will also be eligible for allocation in the remaining QIB Portion. The unsubscribed portion in the Mutual Fund reservation will be available to QIBs.

Basis of Allocation if respective category is oversubscribed

Proportionate as follows: (a) [] Equity Shares shall be available for allocation on a proportionate basis to Mutual Funds; and (b) [] Equity Shares shall be Allotted on a proportionate basis to all QIBs including Mutual Funds receiving allocation as per (a) above. Such number of Equity Shares so that the Bid Amount exceeds Rs.100,000 and in multiples of [] Equity Shares. Such number of Equity Shares not exceeding the Issue Size, subject to applicable limits. Compulsorily in dematerialised form. [] Equity Shares in multiples of [] Equity Shares. One Equity Share.

Proportionate.

Proportionate.

Minimum Bid

Such number of Equity Shares so that the Bid Amount exceeds Rs.100,000 and in multiples of [] Equity Shares. Such number of Equity Shares not exceeding the Issue Size, subject to applicable limits. Compulsorily in dematerialised form. [] Equity Shares in multiples of [] Equity Shares. One Equity Share. Eligible NRIs, Resident Indian individuals, HUF (in the name of the Karta), companies, corporate bodies, scientific institutions, societies and trusts.

[] Equity Shares and in multiples of [] Equity Shares thereafter.

Maximum Bid

Such number of Equity Shares whereby the Bid Amount does not exceed Rs.100,000. Compulsorily in dematerialised form. [] Equity Shares in multiples of [] Equity Shares. One Equity Share. Individuals (including HUF in the name of the karta and Eligible NRIs) applying for Equity Shares such that the Bid Amount per individual Bidder does not exceed Rs.100,000 in value.

Mode of Allotment Bid Lot Trading Lot Who can Apply

(2)

Public financial institutions as specified in Section 4A of the Companies Act, FIIs registered with SEBI, scheduled commercial banks, mutual funds, multilateral and bilateral development financial institutions, venture capital funds registered with SEBI, foreign venture capital investors registered with SEBI, state industrial development corporations, insurance companies registered with the Insurance Regulatory and Development Authority, provident funds with minimum corpus of Rs.250 million and pension funds

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QIBs with minimum corpus of Rs.250 million in accordance with applicable law. Terms of Payment Margin Amount applicable to QIBs shall be payable at the time of submission of the Bid-cumApplication Form to the Syndicate Members.

Non-Institutional Bidders

Retail Individual Bidders

Margin Amount applicable to NonInstitutional Bidders shall be payable at the time of submission of the Bidcum-Application Form to the Syndicate Members.

Margin Amount applicable to Retail Individual Bidders shall be payable at the time of submission of the Bid-cum-Application Form to the Syndicate Members.

Margin Amount At least 10% of Bid Amount. Full Bid Amount on Bidding. Full Bid Amount on Bidding. ________ (1) Subject to valid Bids being received at or above the Issue Price. This Issue is being made through a 100% Book Building Process wherein at least 60% of the Issue shall be allotted on a proportionate basis to QIBs. 5% of the QIB Portion shall be available for allocation on a proportionate basis to Mutual Funds only. If at least 60% of the Issue cannot be allotted to QIBs, then the entire application money will be refunded. Further, not less than 10% of the Issue shall be available for allocation on a proportionate basis to Non-Institutional Bidders and not less than 30% of the Issue shall be available for allocation on a proportionate basis to Retail Individual Bidders, subject to valid bids being received at or above the Issue Price. Under-subscription, if any, in the Non-Institutional and Retail categories, would be allowed to be met with spill-over from any other category or combination of categories at the sole discretion of the Company, in consultation with the BRLMs and the Designated Stock Exchange. See the section Issue Procedure beginning on page 671 of this Draft Red Herring Prospectus. (2) In case the Bid-cum-Application Form is submitted in joint names, the investors should ensure that the demat account is also held in the same joint names and the names are in the same sequence in which they appear in the Bid-cum-Application Form.

Withdrawal of the Issue The Company, in consultation with the BRLMs, reserves the right not to proceed with the Issue at any time after the Bid/Issue Opening Date but before the Board meeting for Allotment, without assigning any reason therefor. Notwithstanding the foregoing, the Issue is also subject to obtaining (i) the final listing and trading approvals of the Stock Exchanges, which the Company shall apply for after Allotment and (ii) the final RoC approval of the Prospectus after it is filed with the RoC. Letters of Allotment or Refund Orders The Company shall credit each beneficiary account with its depository participant within two working days from the date of the finalisation of the basis of allocation. The Company shall ensure the dispatch of refund orders, if any, of value up to Rs.1,500 by Under Certificate of Posting, and shall dispatch refund orders above Rs.1,500, if any, by registered post or speed post at the sole or first Bidders sole risk within 15 days of the Bid/Issue Closing Date. Interest in Case of Delay in Dispatch of Allotment Letters/Refund Orders. In accordance with the Companies Act, the requirements of the Stock Exchanges and the SEBI Guidelines, the Company undertakes that: Allotment shall be made only in dematerialised form within 15 days from the Bid/Issue Closing Date; Dispatch of refund orders shall be done within 15 days from the Bid/Issue Closing Date; and The Company shall pay interest at 15% per annum, if Allotment is not made, refund orders are not dispatched and/or demat credits are not made to investors within the 15 day time period prescribed above.

The Company will provide adequate funds required for dispatch of refund orders or Allotment advice to the Registrar to the Issue. Refunds will be made by cheques, pay orders or demand drafts drawn on the Escrow Collection Banks and payable at par at places where Bids are received, except where the refund or portion thereof is made in electronic mode/manner. Bank charges, if any, for encashing such cheques, pay orders or demand drafts at other centres will be payable by the Bidders.

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Bid/Issue Program
BID/ISSUE OPENS ON BID/ISSUE CLOSES ON [], 2007 [], 2007

Bids and any revision in Bids shall be accepted only between 10 a.m. and 3 p.m. (Indian Standard Time) during the Bidding Period as mentioned above at the bidding centres mentioned on the Bid-cumApplication Form except that on the Bid/Issue Closing Date, the Bids shall be accepted only between 10 a.m. and 1 p.m. (Indian Standard Time) and uploaded until (i) 5 p.m. in case of Bids by QIB Bidders and Non-Institutional Bidders and (ii) such time as permitted by the BSE and the NSE, in case of Bids by Retail Individual Bidders. Due to limitation of time available for uploading the Bids on the Bid/Issue Closing Date, the Bidders are advised to submit their Bids one day prior to the Bid/Issue Closing Date and, in any case, no later than 1 p.m (Indian Standard Time) on the Bid/Issue Closing Date. Bidders are cautioned that in the event a large number of Bids are received on the Bid/Issue Closing Date, as is typically experienced in public offerings, which may lead to some Bids not being uploaded due to lack of sufficient time to upload, such Bids that cannot be uploaded will not be considered for allocation under the Issue. Bids will only be accepted on working days, i.e., Monday to Friday (excluding any public holiday). The Company, in consultation with the BRLMs, reserves the right to revise the Price Band during the Bidding Period in accordance with the SEBI Guidelines. The cap should not be more than 20% of the floor of the Price Band. The floor of the Price Band can move up or down to the extent of 20% of the floor of the Price Band disclosed in the Red Herring Prospectus. In case of revision in the Price Band, the Bidding Period will be extended for three additional working days after revision of Price Band subject to the Bidding Period not exceeding ten working days. Any revision in the Price Band and the revised Bidding Period, if applicable, will be widely disseminated by notification to the BSE and the NSE, by issuing a press release, and also by indicating the change on the websites of the BRLMs and at the terminals of the other members of the Syndicate.

670

ISSUE PROCEDURE Book Building Procedure This Issue is being made through the 100% Book Building Process wherein at least 60% of the Issue shall be allotted on a proportionate basis to QIBs, including up to 5% of the QIB Portion, which shall be available for allocation on a proportionate basis to Mutual Funds only. If at least 60% of the Issue cannot be allotted to QIBs, then the entire application money will be refunded forthwith. Further, not less than 10% of the Issue shall be available for allocation on a proportionate basis to Non-Institutional Bidders and not less than 30% of the Issue shall be available for allocation on a proportionate basis to Retail Individual Bidders, subject to valid bids being received at or above the Issue Price. Bidders are required to submit their Bids through the Syndicate. Further, QIB Bids can be submitted only through the BRLMs. In case of QIB Bidders, the Company, in consultation with the BRLMs may reject Bids at the time of acceptance of the Bid-cum-Application Form provided that the reasons for such rejection shall be disclosed to such Bidder in writing. In the cases of Non-Institutional Bidders and Retail Individual Bidders, the Company will have a right to reject the Bids only on technical grounds. Investors should note that allotment of Equity Shares to all successful Bidders will only be in the dematerialised form. Bidders will not have the option of getting allotment of the Equity Shares in physical form. The Equity Shares on allotment shall be traded only in the dematerialised segment of the Stock Exchanges. Bid-cum-Application Form Bidders shall only use the specified Bid-cum-Application Form bearing the stamp of a member of the Syndicate for the purpose of making a Bid. The Bidders shall have the option to make a maximum of three Bids in the Bid-cum-Application Form and such options shall not be considered as multiple Bids. Upon the allocation of Equity Shares, dispatch of the CAN, and filing of the Prospectus with the RoC, the Bid-cum-Application Form shall be considered as the Application Form. Upon completing and submitting the Bid-cum-Application Form to a member of the Syndicate, the Bidder is deemed to have authorised the Company to make the necessary changes in the Red Herring Prospectus and the Bidcum-Application Form as would be required for filing the Prospectus with the RoC and as would be required by the RoC after such filing, without prior or subsequent notice of such changes to the Bidder. The prescribed colour of the Bid-cum-Application Form for various categories is as follows:
Category Resident Indians and Eligible NRIs applying on a non-repatriation basis Eligible NRIs applying on a repatriation basis, FIIs, Foreign Venture Capital Funds, registered Multilateral and Bilateral Development Financial Institutions and other Non-Residents applying on a repatriation basis Colour of Bid-cum-Application Form White Blue

Who can Bid? 1. Persons eligible to invest under all applicable laws, rules, regulations and guidelines.

2. Indian nationals resident in India who are not minors in single or joint names (not more than three). 3. Hindu Undivided Families or HUFs in the individual name of the Karta. The Bidder should specify that the Bid is being made in the name of the HUF in the Bid-cum-Application Form as follows: Name of sole or first Bidder: XYZ Hindu Undivided Family applying through XYZ, where XYZ is the name of the Karta. Bids by HUFs would be considered at par with those from individuals. Eligible NRIs on a repatriation basis or a non-repatriation basis subject to compliance with applicable laws. NRIs, other than Eligible NRIs, are not permitted to participate in this Issue. FIIs registered with the SEBI.

4. 5.

671

6. 7. India. 8. 9. 10. 11. 12. 13.

State Industrial Development Corporations. Insurance companies registered with the Insurance Regulatory and Development Authority, Provident Funds with a minimum corpus of Rs.250 million and who are authorised under their constitution to invest in equity shares. Pension funds with a minimum corpus of Rs.250 million and who are authorised under their constitution to invest in equity shares. Companies, corporate bodies and societies registered under applicable laws in India and authorised to invest in equity shares. Venture Capital Funds registered with the SEBI. Indian Mutual Funds registered with the SEBI. Indian financial institutions, commercial banks (excluding foreign banks), regional rural banks, co-operative banks (subject to the RBI regulations and the SEBI Guidelines and regulations, as applicable). Multilateral and bilateral development financial institutions. Trusts registered under the Societies Registration Act, 1860, as amended, or under any other law relating to trusts and who are authorised under their constitution to hold and invest in equity shares. Scientific and/or industrial research organisations in India authorised to invest in equity shares.

14. 15.

16.

As per existing regulations, OCBs cannot Bid in the Issue. Further, FVCIs registered with SEBI shall not be permitted to participate in the Issue. An FII who is also an FVCI registered with SEBI will however be permitted to participate in the Issue. Participation by associates of BRLMs and Syndicate Members The BRLMs and Syndicate Members shall not be entitled to subscribe to this Issue in any manner except towards fulfilling their underwriting obligations. However, associates and affiliates of the BRLMs and Syndicate Members may subscribe for Equity Shares in the Issue, including in the QIB Portion and Non-Institutional Portion where the allocation is on a proportionate basis. Bidders are advised to ensure that any single Bid from them does not exceed the investment limits or maximum number of Equity Shares that can be held by them under applicable law or regulation or as specified in this Draft Red Herring Prospectus. Bids by Mutual Funds An eligible Bid by a Mutual Fund shall first be considered for allocation proportionately in the Mutual Funds Portion. In the event that the demand is greater than [] Equity Shares, allocation shall be made to Mutual Funds on a proportionate basis to the extent of the Mutual Funds Portion. The remaining demand by Mutual Funds shall, as part of the aggregate demand by QIB Bidders, be made available for allocation proportionately out of the remainder of the QIB Portion, after excluding the allocation in the Mutual Funds Portion. In case of a Mutual Fund, a separate Bid can be made in respect of each scheme of the Mutual Fund registered with the SEBI and such Bids in respect of more than one scheme of the Mutual Fund will not be treated as multiple Bids provided that the Bids clearly indicate the scheme for which the Bid has been made. In accordance with current regulations, the following restrictions are applicable for investments by Mutual Funds:

672

No Mutual Fund scheme shall invest more than 10% of its net asset value in equity shares or equity related instruments of any company provided that the limit of 10% shall not be applicable for investments in index funds or sector or industry-specific funds. No Mutual Fund under all its schemes should own more than 10% of any companys paid-up capital carrying voting rights. Bids by Eligible NRIs Bid-cum-Application Forms have been made available for Eligible NRIs at the Registered Office of the Company and with members of the Syndicate. NRI applicants should note that only such applications as are accompanied by payment in free foreign exchange shall be considered for Allotment under the Eligible NRI Category. The Eligible NRIs who intend to make payment through the Non-Resident Ordinary (NRO) account shall use the application form meant for Resident Indians (white form). Bids by FIIs In accordance with the current regulations, the following restrictions are applicable for investments by FIls: The issue of Equity Shares to a single FII should not exceed 10% of the post-Issue paid up capital of the Company (i.e., 10% of [] Equity Shares). In respect of an FII investing in the Equity Shares on behalf of its sub-accounts, the investment on behalf of each sub-account shall not exceed 10% of the total paid up capital of the Company or 5% of the total paid-up capital of the Company, in case such sub-account is a foreign corporate or an individual. In accordance with the foreign investment limits applicable to us, the total FII investment cannot exceed 24% of the Companys total paid-up capital. The Company has not obtained board or shareholders approval to increase the FII limit to more than 24%. Subject to compliance with all applicable Indian laws, rules, regulations, guidelines and approvals in terms of Regulation 15A(1) of the Securities Exchange Board of India (Foreign Institutional Investors) Regulations, 1995, as amended, an FII or its sub-account may issue, deal or hold, offshore derivative instruments such as participatory notes, equity-linked notes or any other similar instruments against underlying securities listed or proposed to be listed on any stock exchange in India only in favour of those entities which are regulated by any relevant regulatory authorities in the countries of their incorporation or establishment subject to compliance of know your client requirements. An FII or sub-account shall also ensure that no further downstream issue or transfer of any instrument referred to hereinabove is made to any person other than a regulated entity. Associates and affiliates of the Underwriters, including the BRLMs, that are FIIs or its sub-account may issue offshore derivative instruments against Equity Shares allocated to them in the Issue. Bids by the SEBI registered Venture Capital Funds and Foreign Venture Capital Investors The SEBI (Venture Capital Funds) Regulations, 1996 and the SEBI (Foreign Venture Capital Investor) Regulations, 2000 prescribe investment restrictions on Venture Capital Funds and Foreign Venture Capital Investors registered with SEBI. Accordingly, the holding by any Venture Capital Fund should not exceed 25% of the corpus of the Venture Capital Fund. Pursuant to the SEBI Guidelines, the shareholding of SEBI-registered Venture Capital Funds and Foreign Venture Capital Investors held in a company prior to making an initial public offering would be exempt from lock-in requirements only if the shares have been held by them for at least one year prior to the time of filing the draft prospectus with SEBI. FVCIs registered with SEBI shall not be permitted to participate in the Issue. An FII who is also an FVCI registered with SEBI will however be permitted to participate in the Issue. The above information is given for the benefit of the Bidders. The Bidders are advised to make their own enquiries about the limits applicable to them. The Company and the BRLMs do not accept any responsibility for the completeness and accuracy of the information stated hereinabove. The Company and the BRLMs are not liable to inform the investors of any amendments or modifications or changes in applicable laws or regulations, which may occur after the date of this Draft Red Herring Prospectus. Bidders are advised to make their independent investigations in respect of such matters and ensure that the number of Equity Shares Bid for do not exceed the applicable limits under laws or regulations.

673

Maximum and Minimum Bid Size a) For Retail Individual Bidders: The Bid must be for a minimum of [] Equity Shares and in multiples of [] Equity Shares thereafter, so as to ensure that the Bid Amount payable by the Bidder does not exceed Rs.100,000. In case of revision of Bids, the Retail Individual Bidders have to ensure that the Bid Amount does not exceed Rs.100,000. Where the Bid Amount is over Rs.100,000 due to revision of the Bid or revision of the Price Band or on exercise of the option to bid at Cut-off Price, the Bid would be considered for allocation under the Non-Institutional Portion. The Cut-off Price option is given only to Retail Individual Bidders indicating their agreement to the Bid and to purchase the Equity Shares at the Issue Price as determined at the end of the Book Building Process. For Non-Institutional Bidders and QIB Bidders: The Bid must be for a minimum of such number of Equity Shares such that the Bid Amount exceeds Rs.100,000 and is a multiple of [] Equity Shares. A Bid cannot be submitted for more than the Issue size. However, the maximum Bid by a QIB investor should not exceed the investment limits prescribed for them under applicable laws. Under the existing SEBI Guidelines, a QIB Bidder cannot withdraw its Bid after the Bid/Issue Closing Date and is required to pay the QIB Margin Amount upon submission of the Bid. In case of revision in Bids, the Non-Institutional Bidders, who are individuals, have to ensure that the Bid Amount is greater than Rs.100,000 for being considered for allocation in the NonInstitutional Portion. In case the Bid Amount reduces to Rs.100,000 or less due to a revision in Bids or revision of the Price Band, Bids by Non-Institutional Bidders who are eligible for allocation in the Non-Institutional Portion would be considered for allocation under the Retail Portion. Non-Institutional Bidders and QIB Bidders are not allowed to Bid at the Cut-off Price. Bidders are advised to ensure that any single Bid from them does not exceed the investment limits or maximum number of Equity Shares that can be held by them under applicable law or regulation or as specified in this Draft Red Herring Prospectus. Refund amounts following a permitted withdrawal of a Bid shall be paid in the manner described under paragraph Payment of Refund. Information for the Bidder: 1. 2. The Company will file the Red Herring Prospectus with the RoC at least three days before the Bid/Issue Opening Date. The members of the Syndicate will circulate copies of the Bid-cum-Application Form to potential investors, and at the request of potential investors, copies of the Red Herring Prospectus. Any investor (who is eligible to invest in the Equity Shares) who would like to obtain the Red Herring Prospectus along with the Bid-cum-Application Form can obtain the same from the Registered Office of the Company or from any of the members of the Syndicate. Eligible investors who are interested in subscribing for the Equity Shares should approach any of the BRLMs or Syndicate Members or their authorised agent(s) to register their Bids. The Bids should be submitted on the prescribed Bid-cum-Application Form only. Bid-cumApplication Forms should bear the stamp of the member of the Syndicate. Bid-cum-Application Forms which do not bear the stamp of a member of the Syndicate will be rejected.

(b)

3.

4. 5.

Method and Process of Bidding 1. The Company and the BRLMs shall declare the Bid/Issue Opening Date, the Bid/Issue Closing Date and Price Band in the Red Herring Prospectus to be filed with the RoC and also publish the same in two widely circulated national newspapers (one each in English and Hindi). This advertisement, subject to the provisions of Section 66 of the Companies Act, shall be in the format prescribed in Schedule XX-A of the SEBI Guidelines, as amended by the SEBI Circular No. SEBI/CFD/DIL/DIP/17/2005/11/11 dated November 11, 2005. The BRLMs and Syndicate

674

Members shall accept Bids from the Bidders during the Bidding Period in accordance with the terms of the Syndicate Agreement. 2. The Bidding Period shall be for a minimum of three working days and shall not exceed seven working days. Where the Price Band is revised, the revised Price Band and Bidding Period will be published in two national newspapers (one each in English and Hindi) also by indicating the change on the website of the BRLMs and at the terminals of the members of the Syndicate. The Bidding Period may be extended, if required, by an additional three working days, subject to the total Bidding Period not exceeding ten working days. During the Bidding Period, eligible investors who are interested in subscribing for the Equity Shares should approach the members of the Syndicate or their authorised agents to register their Bid. Each Bid-cum-Application Form will give the Bidder the choice to Bid for up to three optional prices (for details refer to the paragraph Bids at Different Price Levels) within the Price Band and specify the demand (i.e., the number of Equity Shares Bid for) in each option. The price and demand options submitted by the Bidder in the Bid-cum-Application Form will be treated as optional demands from the Bidder and will not be cumulated. After determination of the Issue Price, the maximum number of Equity Shares Bid for by a Bidder at or above the Issue Price will be considered for allocation and the rest of the Bid(s), irrespective of the Bid price, will become automatically invalid. The Bidder cannot Bid on another Bid-cum-Application Form after Bid(s) on one Bid-cumApplication Form have been submitted to any member of the Syndicate. Submission of a second Bid-cum-Application Form to either the same or to another member of the Syndicate will be treated as multiple bidding and is liable to be rejected either before entering the Bid into the electronic bidding system, or at any point in time before the Allotment of Equity Shares in the Issue. However, the Bidder can revise the Bid through the Revision Form, the procedure for which is detailed under the paragraph Build up of the Book and Revision of Bids. The members of the Syndicate will enter each Bid option into the electronic bidding system as a separate Bid and generate a Transaction Registration Slip (TRS) for each price and demand option and give the same to the Bidder. Therefore, a Bidder can receive up to three TRSs for each Bid-cum-Application Form. During the Bidding Period, Bidders may approach the members of the Syndicate to submit their Bids. Every member of the Syndicate shall accept Bids from all clients/investors who place orders through them and shall have the right to vet the Bids. Along with the Bid-cum-Application Form, all Bidders will make payment in the manner described under the paragraph Terms of Payment and Payment into the Escrow Account.

3.

4.

5.

6.

7.

8.

Bids at Different Price Levels 1. The Price Band has been fixed at Rs.[] to Rs.[] per Equity Share, Rs.[] being the Floor Price and Rs.[] being the Cap Price. The Bidders can Bid at any price within the Price Band in multiples of Re.1 (Rupee One). The Company, in consultation with the BRLMs, reserves the right to revise the Price Band during the Bidding Period in accordance with the SEBI Guidelines. The cap on the Price Band should not be more than 20% of the Floor Price. Subject to compliance with the immediately preceding sentence, the floor of the Price Band can move up or down to the extent of 20% of the floor of the Price Band disclosed in the Red Herring Prospectus. In case of a revision of the Price Band, the Bidding Period shall be extended, if required, for three additional working days, subject to a maximum of 10 working days. Any revision in the Price Band and the revised Bidding Period, if applicable, will be widely disseminated by notification to the BSE and the NSE, by issuing a public notice in two widely circulated national newspapers (one each in English and Hindi) and also by indicating the change on the website of the BRLMs and at the terminals of the members of the Syndicate.

2.

3.

675

4. 5.

The Company, in consultation with the BRLMs, can finalise the Issue Price within the Price Band without the prior approval of, or intimation to, the Bidders. The Bidder can Bid at any price within the Price Band. The Bidder has to Bid for the desired number of Equity Shares at a specific price. Retail Individual Bidders may Bid at the Cut-off Price. However, bidding at the Cut-off Price is prohibited for QIB Bidders or Non-Institutional Bidders and such Bids from QIB or NonInstitutional Bidders shall be rejected.

6.

Retail Individual Bidders who Bid at the Cut-off Price agree that they shall purchase the Equity Shares at any price within the Price Band. Retail Individual Bidders bidding at the Cut-off Price shall deposit the Bid Amount based on the cap of the Price Band in the Escrow Account. In the event that the Bid Amount is higher than the subscription amount payable by the Retail Individual Bidders who Bid at the Cut-off Price, the Retail Individual Bidders shall receive the refund of the excess amounts from the Escrow Account in the manner described under the paragraph Payment of Refund. In case of an upward revision in the Price Band announced as above, Retail Individual Bidders who had Bid at the Cut-off Price could either (i) revise their Bid or (ii) make additional payment based on the higher cap of the revised Price Band (such that the total amount i.e., the original Bid Amount plus additional payment does not exceed Rs.100,000 if the Bidder wants to continue to Bid at the Cut-off Price), with the members of the Syndicate to whom the original Bid was submitted. In case the total amount (i.e., original Bid Amount plus additional payment) exceeds Rs.100,000, the Bid will be considered for allocation under the Non-Institutional Portion in terms of the Red Herring Prospectus. If, however, the Bidder does not either revise the Bid or make additional payment and the Issue Price is higher than the cap of the Price Band before revision, the number of Equity Shares Bid for shall be adjusted downwards for the purpose of Allotment, such that no additional payment would be required from the Bidder and the Bidder is deemed to have approved such revised Bid at the Cut-off Price. In case of a downward revision in the Price Band, announced as above, Retail Individual Bidders who have Bid at the Cut-off Price could either revise their Bid or the excess amount paid at the time of bidding would be refunded from the Escrow Account. In the event of any revision in the Price Band, whether upwards or downwards, the minimum application size shall remain [] Equity Shares irrespective of whether the Bid Amount payable on such minimum application is not in the range of Rs.5,000 to Rs.7,000.

7.

8.

9.

Escrow Mechanism The Company and the members of the Syndicate shall open Escrow Accounts with one or more Escrow Collection Banks in whose favour the Bidders make out the cheque or demand draft in respect of his or her Bid and/or revision of the Bid. Cheques or demand drafts received for the full Bid Amount from Bidders in a certain category would be deposited in the Escrow Accounts. The Escrow Collection Banks will act in terms of the Red Herring Prospectus, the Prospectus and the Escrow Agreement. The monies in the Escrow Accounts shall be maintained by the Escrow Collection Banks for and on behalf of the Bidders. The Escrow Collection Banks shall not exercise any lien whatsoever over the monies deposited therein and shall hold the monies therein in trust for the Bidders. On the Designated Date, the Escrow Collection Banks shall transfer the monies from the Escrow Accounts to the Issue Account and the Refund Account as per the terms of the Escrow Agreement, the Red Herring Prospectus and the Prospectus. The Bidders should note that the escrow mechanism is not prescribed by SEBI and has been established as an arrangement between us, the Syndicate, the Escrow Collection Bank(s) and the Registrar to the Issue to facilitate collections from the Bidders. Terms of Payment and Payment into the Escrow Account Each Bidder shall pay the applicable Margin Amount, and shall, with the submission of the Bid-cumApplication Form, draw a cheque or demand draft in favour of the Escrow Account of the Escrow Collection Bank(s) (see Payment Instructions on page 685 of this Draft Red Herring Prospectus), and submit such cheque or demand draft to the member of the Syndicate to whom the Bid is being submitted.

676

The Bidder may also provide the applicable Margin Amount by way of an electronic transfer of funds through the RTGS mechanism. Each QIB shall provide their QIB Margin Amount only to a BRLM. Bidcum-Application Forms accompanied by cash/Stockinvest/money order shall not be accepted. The Margin Amount based on the Bid Amount has to be paid at the time of submission of the Bid-cumApplication Form. The members of the Syndicate shall deposit the cheque or demand draft with the Escrow Collection Bank(s), which will hold the monies for the benefit of the Bidders until the Designated Date. On the Designated Date, the Escrow Collection Bank(s) shall transfer the funds from the Escrow Account, as per the terms of the Escrow Agreement, into the Issue Account. The balance amount after transfer to the Issue Account of the Company shall be transferred to the Refund Account on the Designated Date. No later than 15 days from the Bid/Issue Closing Date, the Escrow Collection Bank(s) shall also refund all amounts payable to unsuccessful Bidders and also the excess amount paid on bidding, if any, after adjustment for Allotment, to the Bidders. Each category of Bidders, i.e., QIB Bidders, Non-Institutional Bidders and Retail Individual Bidders would be required to pay their applicable Margin Amount at the time of submission of the Bid-cumApplication Form. The Margin Amount payable by each category of Bidders is mentioned under the heading Issue Structure. Where the Margin Amount applicable to the Bidder is less than 100% of the Bid Amount, any difference between the amount payable by the Bidder for Equity Shares allocated at the Issue Price and the Margin Amount paid at the time of Bidding, shall be payable by the Bidder no later than the Pay-in Date. If the payment is not made favouring the Escrow Account within the time stipulated above, the Bid of the Bidder is liable to be rejected. However, if the applicable Margin Amount for Bidders is 100%, the full amount of payment has to be made at the time of submission of the Bid-cumApplication Form. Where the Bidder has been allocated a lesser number of Equity Shares than he or she had Bid for, the excess amount paid on Bidding, if any, after adjustment for Allotment, will be refunded to such Bidder within 15 days from the Bid/Issue Closing Date, failing which the Company shall pay interest according to the provisions of the Companies Act for any delay beyond the periods as mentioned above. Electronic Registration of Bids 1. The members of the Syndicate will register the Bids using the on-line facilities of the BSE and the NSE. There will be at least one on-line connectivity in each city where a stock exchange is located in India and where Bids are being accepted. The NSE and the BSE will offer a screen-based facility for registering Bids for the Issue. This facility will be available on the terminals of the members of the Syndicate and their authorised agents during the Bidding Period. The members of the Syndicate can also set up facilities for offline electronic registration of Bids subject to the condition that they will subsequently upload the off-line data file into the on-line facilities for book building on a regular basis. On the Bid/Issue Closing Date, the members of the Syndicate shall upload the Bids until such time as may be permitted by the Stock Exchanges. The aggregate demand and price for Bids registered on electronic facilities of the NSE and the BSE will be uploaded on a regular basis, consolidated and displayed on-line at all bidding centres as well as on the NSEs website at www.nseindia.com and on the BSEs website at www.bseindia.com. A graphical representation of consolidated demand and price will be made available at the bidding centres during the Bidding Period. At the time of registering each Bid, the members of the Syndicate shall enter the following details of the investor in the on-line system: Name of the Bidder(s). Bidders should ensure that the name given in the Bid-cumApplication Form is exactly the same as the name in which the Depositary Account is held. In case the Bid-cum-Application Form is submitted in joint names, Bidders should ensure that the Depository Account is also held in the same joint names and are in the same sequence in which they appear in the Bid-cum-Application Form; Investor categoryIndividual, Corporate, QIBs, Eligible NRI, FII or Mutual Fund, etc.; Numbers of Equity Shares bid for; 677

2.

3.

4.

 5.

Bid price; Bid-cum-Application Form number; Margin Amount paid upon submission of Bid-cum-Application Form; and Depository participant identification number and client identification number of the demat account of the Bidder.

A system-generated TRS will be given to the Bidder as proof of the registration of each of the bidding options. It is the Bidder's responsibility to obtain the TRS from the members of the Syndicate. The registration of the Bid by the member of the Syndicate does not guarantee that the Equity Shares shall be allocated either by the members of the Syndicate or the Company. Such TRS will be non-negotiable and by itself will not create any obligation of any kind. In case of QIB Bidders, members of the Syndicate also have the right to accept the Bid or reject the Bid. However, such rejection should be made at the time of receiving the Bid and only after assigning a reason for such rejection in writing. In case of Non-Institutional Bidders and Retail Individual Bidders, Bids would not be rejected except on the technical grounds listed in this Draft Red Herring Prospectus. The permission given by the NSE and the BSE to use their network and software of the Online IPO system should not in any way be deemed or construed to mean that the compliance with various statutory and other requirements by the Company or the BRLMs are cleared or approved by the NSE and the BSE; nor does it in any manner warrant, certify or endorse the correctness or completeness of compliance with the statutory and other requirements nor does it take any responsibility for the financial or other soundness of the Company, the Promoters, the management or any scheme or project of the Company. It is also to be distinctly understood that the approval given by the NSE and the BSE should not in any way be deemed or construed that the Draft Red Herring Prospectus has been cleared or approved by the NSE or the BSE; nor does it in any manner warrant, certify or endorse the correctness or completeness of any of the contents of the Draft Red Herring Prospectus; nor does it warrant that the Equity Shares will be listed or will continue to be listed on the NSE and the BSE.

6. 7.

8.

9.

Build Up of the Book and Revision of Bids 1. 2. 3. Bids registered by various Bidders through the members of the Syndicate shall be electronically transmitted to the NSE or BSE mainframe on a regular basis. The book gets built up at various price levels. This information will be available from the BRLMs on a regular basis. During the Bidding Period, any Bidder who has registered his or her interest in the Equity Shares at a particular price level is free to revise his or her Bid within the Price Band using the printed Revision Form, which is a part of the Bid-Cum-Application Form. Revisions can be made in both the desired number of Equity Shares and the Bid Amount by using the Revision Form. The Bidder must complete the details of all the options in the BidCum-Application Form or earlier Revision Form. For example, if a Bidder has Bid for three options in the Bid-Cum-Application Form and he is changing only one of the options in the Revision Form, he must still complete all the details of the other two options that are not being changed in the Revision Form. Incomplete or inaccurate Revision Forms will not be accepted by the members of the Syndicate. The Bidder can make this revision any number of times during the Bidding Period. However, for any revision(s) in the Bid, the Bidders will have to use the services of the same member of the Syndicate through whom the original Bid was placed.

4.

5.

678

6. 7.

Bidders are advised to retain copies of the blank Revision Form and the revised Bid must be made only on such Revision Form or copies thereof. Any revision of the Bid shall be accompanied by payment in the form of cheque or demand draft for the incremental amount, if any, to be paid on account of the upward revision of the Bid. The excess amount, if any, resulting from downward revision of the Bid would be returned to the Bidder at the time of refund in accordance with the terms of this Draft Red Herring Prospectus. In the case of QIB Bidders, the members of the Syndicate shall collect the payment in the form of cheque or demand draft or electronic transfer of funds through RTGS for the incremental amount in the QIB Margin, if any, to be paid on account of the upward revision of the Bid at the time of one or more revisions by the QIB Bidders. When a Bidder revises a Bid, the Bidder shall surrender the earlier TRS and get a revised TRS from the members of the Syndicate. It is the responsibility of the Bidder to request and obtain the revised TRS, which will act as proof of revision of the original Bid. Only Bids that are uploaded on the online IPO system of the NSE and the BSE shall be considered for allocation/Allotment. In the event of a discrepancy of data between the Bids registered on the online IPO system and the physical Bid-Cum-Application Form, the decision of the Company, in consultation with the BRLMs and the Designated Stock Exchange, based on the physical records of Bid-Cum-Application Forms, shall be final and binding on all concerned.

8.

9.

Price Discovery and Allocation 1. 2. 3. After the Bid/Issue Closing Date, the BRLMs shall analyze the demand generated at various price levels and discuss pricing strategy with the Company. The Company, in consultation with the BRLMs, shall finalise the Issue Price and the number of Equity Shares to be allocated in each investor category. The allotment to QIBs will be at least 60% of the Issue, on a proportionate basis and the availability for allocation to Non-Institutional and Retail Individual Bidders will be not less than 10% and 30% of the Issue, respectively, on a proportionate basis, in a manner specified in the SEBI Guidelines and this Draft Red Herring Prospectus, in consultation with the Designated Stock Exchange, subject to valid Bids being received at or above the Issue Price. If at least 60% of the Issue cannot be allotted to QIBs then the entire application money will be refunded. In case of over-subscription in all categories, at least 60% of the Issue shall be available for allocation on a proportionate basis to QIBs, out of which 5% shall be reserved for Mutual Funds. Mutual Funds participating in the 5% share in the QIB Portion will also be eligible for allocation in the remaining QIB Portion. However, if the aggregate demand by Mutual Funds is less than 5% of the QIB Portion, the balance Equity Shares from the portion specifically available for allocation to Mutual Funds in the QIB Portion will first be added to the QIB Portion and be allocated proportionately to the QIBs in proportion to their Bids. In the event that the aggregate demand in the QIB Portion has been met, under-subscription, if any, will be met with spill-over from any other category or combination of categories at the discretion of the Company, in consultation with the BRLMs and the Designated Stock Exchange. Under-subscription, if any, in the Retail and Non-Institutional categories, would be allowed to be met with spill-over from any other category or combination of categories at the sole discretion of the Company, in consultation with the BRLMs. However, if the aggregate demand by Mutual Funds is less than [] Equity Shares, the balance Equity Shares available for allocation in the Mutual Fund Portion will first be added to the QIB Portion and be allotted proportionately to the QIB Bidders. 5. The BRLMs, in consultation with the Company, shall notify the members of the Syndicate of the Issue Price and allocations to their respective Bidders, where the full Bid Amount has not been collected from the Bidders. Allotment to Eligible NRIs, FIIs registered with the SEBI or Mutual Funds or FVCls registered with the SEBI will be subject to applicable laws, rules, regulations, guidelines and approvals.

4.

6.

679

7. 8. 9.

The Company reserves the right to cancel the Issue at any time after the Bid/Issue Opening Date but before the Board meeting for Allotment without assigning any reasons whatsoever. In terms of the SEBI Guidelines, QIBs shall not be allowed to withdraw their Bid after the Bid/Issue Closing Date. The Company, in consultation with the BRLMs, reserves the right to reject any Bid procured from QIB Bidders, by any or all members of the Syndicate. Rejection of Bids made by QIBs, if any, will be made at the time of submission of Bids provided that the reasons for rejecting the same shall be provided to such Bidder in writing. The allotment details shall be put on the website of the Registrar to the Issue.

10.

Signing of Underwriting Agreement and RoC Filing (a) (b) The Company, the BRLMs and the Syndicate Members may enter into an Underwriting Agreement upon finalisation of the Issue Price. After signing the Underwriting Agreement, the Company will update and file the Red Herring Prospectus with RoC, which then will be termed Prospectus. The Prospectus will have details of the Issue Price, Issue size, underwriting arrangements and will be complete in all material respects.

Filing of the Prospectus with the RoC We will file a copy of the Prospectus with the RoC in terms of Section 56, Section 60 and Section 60B of the Companies Act. Announcement of pre-Issue Advertisement Subject to Section 66 of the Companies Act, the Company shall, after receiving final observations, if any, on this Draft Red Herring Prospectus from the SEBI, publish an advertisement, in the form prescribed by the SEBI Guidelines, in two widely circulated national newspapers, one each in English and Hindi. Advertisement regarding Price Band and Red Herring Prospectus A statutory advertisement will be issued by the Company after the filing of the Prospectus with the RoC. This advertisement, in addition to the information that has to be set forth in the statutory advertisement, shall indicate the Issue Price along with a table showing the number of Equity Shares and the amount payable by an investor. Any material updates between the date of the Red Herring Prospectus and the Prospectus shall be included in such statutory advertisement. Issuance of Confirmation of Allocation Note (CAN) (a) Upon approval of the basis of Allotment by the Designated Stock Exchange, the BRLMs or the Registrar to the Issue shall send to the members of the Syndicate a list of their Bidders who have been allocated Equity Shares in the Issue. The approval of the basis of allocation by the Designated Stock Exchange for QIB Bidders may be done simultaneously with or before the approval of the basis of allocation for the Retail Individual Bidders and Non-Institutional Bidders. However, the investor should note that the Company shall ensure that the instructions by the Company for demat credit of the Equity Shares to all investors in this Issue shall be given on the same date of Allotment. The BRLMs or the members of the Syndicate will then send a CAN to their Bidders who have been allocated Equity Shares in the Issue. The dispatch of a CAN shall be deemed a valid, binding and irrevocable contract for the Bidder to pay the entire Issue Price for all the Equity Shares allocated to such Bidder. Those Bidders who have not paid the Bid Amount in full into the Escrow Account at the time of bidding shall pay in full the amount payable into the Escrow Account by the Pay-in Date specified in the CAN. Bidders who have been allocated Equity Shares and who have already paid into the Escrow Account at the time of bidding shall directly receive the CAN from the Registrar to the Issue subject, however, to realisation of their cheque or demand draft paid into the Escrow Account.

(b)

(c)

680

(d)

The issuance of a CAN is subject to Notice to QIBs: Allotment Reconciliation and Revised CANs as set forth below.

Notice to QIBs: Allotment Reconciliation and Revised CANs After the Bid/Issue Closing Date, an electronic book will be prepared by the Registrar on the basis of Bids uploaded on the BSE/NSE system. This shall be followed by a physical book prepared by the Registrar on the basis of Bid-cum-Application Forms received. Based on the electronic book or the physical book, as the case may be, QIBs will be sent a CAN, indicating the number of Equity Shares that may be allocated to them. This CAN is subject to the basis of final Allotment, which will be approved by the Designated Stock Exchange and reflected in the reconciled physical book prepared by the Registrar. Subject to the SEBI Guidelines, certain Bid applications may be rejected due to technical reasons, non-receipt of funds, cancellation of cheques, cheque bouncing, incorrect details, etc., and these rejected applications will be reflected in the reconciliation and basis of Allotment as approved by the Designated Stock Exchange. As a result, a revised CAN may be sent to QIBs and the allocation of Equity Shares in such revised CAN may be different from that specified in the earlier CAN. QIBs should note that they may be required to pay additional amounts, if any, by the Pay-in Date specified in the revised CAN, for any increased allocation of Equity Shares. The CAN will constitute the valid, binding and irrevocable contract (subject only to the issue of a revised CAN) for the QIB to pay the entire Issue Price for all the Equity Shares allocated to such QIB. Any revised CAN, if issued, will supersede in its entirety the earlier CAN. Designated Date and Allotment of Equity Shares (a) The Company will ensure that the Allotment of Equity Shares is done within 15 days of the Bid/Issue Closing Date. After the funds are transferred from the Escrow Accounts to the Issue Account and the Refund Account on the Designated Date, the Company will credit the successful Bidder(s) depository account within two working days of the date of Allotment. As per the SEBI Guidelines, Allotment of the Equity Shares will be only in dematerialised form to the allottees. Successful Bidders will have the option to re-materialise the Equity Shares so Allotted as per the provisions of the Companies Act and the Depositories Act.

(b) (c)

Investors are advised to instruct their Depository Participant to accept the Equity Shares that may be allocated to them pursuant to this Issue. GENERAL INSTRUCTIONS DOs: (a) (b) (c) (d) (e) (f) (g) (h) Check if you are eligible to apply having regard to applicable laws, rules, regulations, guidelines and approvals and the terms of the Red Herring Prospectus; Ensure that you Bid within the Price Band; Read all the instructions carefully and complete the Bid-cum-Application Form; Ensure that the details of your Depository Participant and beneficiary account are correct and the beneficiary account is activated as Equity Shares will be Allotted in dematerialised form only; Ensure that the Bids are submitted at the bidding centres only on forms bearing the stamp of a member of the Syndicate; Ensure that you have collected a TRS for all your Bid options; Submit Revised Bids to the same member of the Syndicate through whom the original Bid was placed and obtain a revised TRS; If your bid is for Rs. 50,000 or more ensure that you mention your PAN allotted under the I.T. Act and ensure that you have attached copies of your PAN card or PAN allotment letter with the Bid-Cum-Application Form. In case the PAN has not been allotted, mention Applied for or

681

Not Applicable in the appropriate places and submit Form 60 or Form 61 as the case may be together with permissible documents as proof of address. (See the section Issue Procedure PAN Number on page 671 of this Draft Red Herring Prospectus); (i) Ensure that the name(s) given in the Bid-cum-Application Form is exactly the same as the name(s) in which the beneficiary account is held with the Depository Participant. Where the BidCum-Application Form is submitted in joint names, ensure that the beneficiary account is also held in same joint names and such names are in the same sequence in which they appear in the Bid-Cum-Application Form; and Ensure that the Demographic Details are updated, true and correct in all respects.

(j)

DON'Ts: (a) (b) (c) (d) (e) (f) (g) Do not Bid for lower than the minimum Bid size; Do not Bid/revise Bid to a price that is less than the Floor Price or higher than the Cap Price; Do not Bid on another Bid-Cum-Application Form after you have submitted a Bid to the members of the Syndicate; Do not pay the Bid amount in cash, postal order, or by Stockinvest; Do not send Bid-Cum-Application Forms by post; instead submit the same to a member of the Syndicate only; Do not Bid at the Cut-off Price (in case of a Bid by a QIB Bidder or a Non-Institutional Bidder); Do not complete the Bid-Cum-Application Form such that the Equity Shares Bid exceeds the Issue size and/or investment limit or maximum number of Equity Shares that can be held under the applicable laws or regulations or maximum amount permissible under the applicable regulations or under the terms of this Draft Red Herring Prospectus; Do not bid at Bid Amount exceeding Rs.100,000, in the case of a Bid by a Retail Individual Bidder; Do not submit the Bid without the QIB Margin Amount, in the case of a Bid by a QIB; and

(h) (i)

(j) Do not submit the GIR number instead of the PAN as the Bid is liable to be rejected on this ground. INSTRUCTIONS FOR COMPLETING THE BID-CUM-APPLICATION FORM Bidders can obtain Bid-Cum-Application Forms and/or Revision Forms from the members of the Syndicate. Bids and Revisions of Bids Bids and revisions of Bids must be: 1. 2. 3. Made only on the prescribed Bid-cum-Application Form or Revision Form, as applicable (white or blue). Made in a single name or in joint names (not more than three, and in the same order as their Depository Participant details). Completed in full, in BLOCK LETTERS in English and in accordance with the instructions contained herein, on the Bid-Cum-Application Form or in the Revision Form. Incomplete Bidcum-Application Forms or Revision Forms are liable to be rejected. Bids from the Retail Individual Bidders must be for a minimum of [] Equity Shares and in multiples of [] Equity Shares thereafter subject to a maximum Bid Amount of Rs.100,000.

4.

682

5.

For Non-Institutional Bidders and QIB Bidders, Bids must be for a minimum of such number of Equity Shares such that the Bid Amount exceeds Rs.100,000 and in multiples of [] Equity Shares thereafter. Bids cannot be made for more than the Issue size. Bidders are advised to ensure that a single Bid from them does not exceed the investment limits or maximum number of shares that can be held by them under the applicable laws and regulations. Thumb impressions and signatures other than in the languages specified in the Eighth Schedule to the Constitution of India must be attested by a Magistrate or a Notary Public or a Special Executive Magistrate under official seal.

6.

Bidders Depository Account and Bank Account Details Bidders should note that on the basis of the name of the Bidders, Depository Participant's name, Depository Participant-identification number and beneficiary account number provided by them in the Bid-Cum-Application Form, the Registrar to the Issue will obtain from the Depository, demographic details of the Bidders such as their address, bank account details for printing on refund orders or giving credit through ECS or Direct Credit, and occupation (hereinafter referred to as Demographic Details). These bank account details would be used for giving refunds to the Bidders. Hence, Bidders are advised to immediately update their bank account details as appearing on the records of the Depository Participant. Please note that failure to do so could result in delays in credit of refunds to Bidders at the Bidders sole risk and neither the BRLMs nor the Company shall have any responsibility or undertake any liability for the same. Hence, Bidders should carefully fill in their Depository Account details on the Bid-Cum-Application Form. IT IS MANDATORY FOR ALL THE BIDDERS TO RECEIVE THEIR EQUITY SHARES IN DEMATERIALISED FORM. ALL BIDDERS SHOULD MENTION THEIR DEPOSITORY PARTICIPANTS NAME, DEPOSITORY PARTICIPANT IDENTIFICATION NUMBER AND BENEFICIARY ACCOUNT NUMBER IN THE BID-CUM-APPLICATION FORM. INVESTORS MUST ENSURE THAT THE NAME GIVEN ON THE BID-CUM-APPLICATION FORM IS EXACTLY THE SAME AS THE NAME IN WHICH THE DEPOSITORY ACCOUNT IS HELD. THE BID-CUM-APPLICATION FORM IS SUBMITTED IN JOINT NAMES, IT SHOULD BE ENSURED THAT THE DEPOSITORY ACCOUNT IS ALSO HELD IN THE SAME JOINT NAMES AND SUCH JOINT NAMES ARE IN THE SAME SEQUENCE IN WHICH THEY APPEAR ON THE BID-CUM-APPLICATION FORM. These Demographic Details will be used for all correspondence with the Bidders including mailing of the refund orders/ECS credit for refunds/direct credit of refund/CANs/allocation advice/NEFT or RTGS for refunds and printing of Company particulars on the refund order. The Demographic Details given by Bidders in the Bid-cum-Application Form will not be used for any other purposes by the Registrar to the Issue. By signing the Bid-cum-Application Form, the Bidder will be deemed to have authorised the Depositories to provide, upon request, to the Registrar to the Issue, the required Demographic Details as available on its records. Refund orders/allocation advice/CAN would be mailed to the address of the Bidder as per the Demographic Details received from the Depositories. Bidders may note that delivery of refund orders/allocation advice/CANs may get delayed if such refund orders or documents once sent to the address obtained from the Depositories are returned undelivered. In such an event, the address and other details given by the Bidder in the Bid-cum-Application Form would be used only to ensure dispatch of refund orders. Please note that any such delay shall be at the Bidders sole risk and neither the Escrow Collection Bank(s) nor the BRLMs shall be liable to compensate the Bidder for any losses caused to the Bidder due to any such delay or pay any interest for such delay. In case of refunds through electronic modes as detailed in this Draft Red Herring Prospectus, Bidders may note that refunds may get delayed if bank particulars obtained from the Depository Participant are incorrect. Where no corresponding record is available with the Depositories that matches three parameters, namely, names of the Bidders (including the order of names of joint holders), the Depository Participants identity (DP ID) and the beneficiarys identity, then such Bids are liable to be rejected. See also Bids under Power of Attorney given below. Bids by Non-Residents, Eligible NRIs and FIIs registered with SEBI on a repatriation basis. 683

Bids and revisions to Bids must be made: 1. On the Bid-cum-Application Form or the Revision Form, as applicable (blue form), and completed in full in BLOCK LETTERS in ENGLISH in accordance with the instructions contained therein. In the names of individuals, or in the names of FIIs registered with the SEBI and multilateral and bilateral development financial institutions but not in the names of minors, OCBs, firms or partnerships, foreign nationals (excluding NRIs) or their nominees. In a single name or joint names (not more than three and in the same order as their Depository Participant details). Bids by Eligible NRIs for a Bid Amount of up to Rs.100,000 would be considered under the Retail Portion for the purposes of allocation and Bids by NRIs for a Bid Amount of more than Rs.100,000 would be considered under the Non-Institutional Portion for the purposes of allocation. Refunds, dividends and other distributions, if any, will be payable in Indian Rupees only at the prevailing exchange rate and net of bank charges and/or commission. In case of Bidders who remit money through Indian Rupee drafts purchased abroad, such payments in Indian Rupees will be converted into U.S. Dollars or any other freely convertible currency as may be permitted by the RBI at the rate of exchange prevailing at the time of remittance and will be dispatched by registered post or if the Bidders so desire, will be credited to their NRE Accounts, details of which should be furnished in the space provided for this purpose on the Bid-cum-Application Form. The Company will not be responsible for any loss incurred by the Bidder on account of conversion of foreign currency. It is to be clearly understood that there is no reservation for Non-Residents, Eligible NRIs and FIIs, and all such Bidders will be treated on the same basis as with other categories for the purpose of allocation. As per the existing policy of the Government of India, OCBs cannot participate in this Issue. Further, FVCIs registered with SEBI shall not be permitted to participate in the Issue. An FII who is also an FVCI registered with SEBI will however be permitted to participate in the Issue. Bids under Power of Attorney In the case of Bids made pursuant to a power of attorney or by limited companies, corporate bodies, registered societies, a certified copy of the power of attorney or the relevant resolution or authority, as the case may be, along with a certified copy of the memorandum and articles of association and/or bye laws must be submitted along with the Bid-cum-Application Form. Failing this, the Company reserves the right to accept or reject any Bid in whole or in part, in either case, without assigning any reason therefor. In the case of Bids made pursuant to a power of attorney by FIIs, a certified copy of the power of attorney or the relevant resolution or authority as the case may be, along with a certified copy of their SEBI registration certificate must be submitted with the Bid-cum-Application Form. Failing this, the Company reserves the right to accept or reject any Bid, in whole or in part, in either case, without assigning any reason therefor. In the case of Bids made by insurance companies registered with the Insurance Regulatory and Development Authority, a certified copy of certificate of registration issued by the Insurance Regulatory and Development Authority must be lodged along with the Bid-cum-Application Form. Failing this, the Company reserves the right to accept or reject any Bid in whole or in part, in either case, without assigning any reason therefor. In the case of Bids made by provident funds, subject to applicable law, with minimum corpus of Rs.250 million and pension funds with minimum corpus of Rs.250 million, a certified copy of a certificate from a chartered accountant certifying the corpus of the provident fund/pension fund must be lodged along with the Bid-cum-Application Form. Failing this, the Company reserves the right to accept or reject any Bid in whole or in part, in either case, without assigning any reason therefor.

2.

3.

684

In the case of Bids made by Mutual Funds and venture capital funds registered with the SEBI a certified copy of their SEBI registration certificate must be submitted with the Bid-Cum-Application Form. Failing this, the Company reserves the right to accept or reject any Bid in whole or in part, in either case, without assigning any reason therefor. The Company, in its absolute discretion, reserves the right to relax the above condition of simultaneous lodging of the power of attorney along with the Bid-cum-Application Form, subject to such terms and conditions that the Company and the BRLMs may deem fit. The Company, in its absolute discretion, reserve the right to permit the holder of the power of attorney to request the Registrar to the Issue that, for the purpose of printing particulars on the refund order and mailing of the refund order/CANs/allocation advice, the Demographic Details given on the Bid-cumApplication Form should be used (and not those obtained from the Depository of the Bidder). In such cases, the Registrar to the Issue shall use Demographic Details as given on the Bid-cum-Application Form instead of those obtained from the Depositories. PAYMENT INSTRUCTIONS The Company shall open Escrow Accounts with the Escrow Collection Banks for the collection of the Bid Amount payable upon submission of the Bid-cum-Application Form and for amounts payable pursuant to allocation in the Issue. Each Bidder shall draw a cheque or demand draft for the amount payable on the Bid and/or on allocation as per the following terms: Payment into Escrow Accounts 1. The Bidders for whom the applicable margin is equal to 100% shall, with the submission of the Bid-cum-Application Form, draw a payment instrument for the Bid Amount in favour of the Escrow Account and submit the same to the members of the Syndicate. Where the above Margin Amount paid by the Bidders during the Bidding Period is less than the Issue Price multiplied by the Equity Shares allocated to the Bidder, the balance amount shall be paid by the Bidders into the Escrow Account within the period specified in the CAN. The payment instruments for payment into the Escrow Account should be drawn in favour of: (a) In the case of Resident QIB Bidders: Escrow Account Emaar MGF Public Issue QIB-R (b) In the case of Non-Resident QIB Bidders: Escrow Account Emaar MGF Public IssueQIB-NR (c) (d) NR 4. In the case of Resident Bidders: Escrow Account Emaar MGF Public IssueR In the case of Non-Resident Bidders: Escrow Account Emaar MGF Public Issue

2.

3.

In the case of Bids by Eligible NRIs applying on a repatriation basis, the payments must be made through Indian Rupee drafts purchased abroad or cheques or bank drafts, for the amount payable on application remitted through normal banking channels or out of funds held in NRE Accounts or FCNR Accounts, maintained with banks authorised to deal in foreign exchange in India, along with documentary evidence in support of the remittance. Payment will not be accepted out of Non-Resident Ordinary (NRO) Account of the Non-Resident Bidder bidding on a repatriation basis. Payment by draft should be accompanied by a bank certificate confirming that the draft has been issued by debiting a NRE Account or a FCNR Account. In the case of Bids by Eligible NRIs applying on a non-repatriation basis, the payments must be made by Indian Rupee drafts purchased abroad or cheques or bank drafts, for the amount payable on application, remitted through normal banking channels or out of funds held in NRE Accounts or FCNR Accounts, maintained with banks authorised to deal in foreign exchange in India, along with documentary evidence in support of the remittance or out of an NRO Account of a Non-Resident Bidder bidding on a non-repatriation basis. Payment by drafts should be accompanied by a bank certificate confirming that the draft has been issued by debiting an NRE or a FCNR or an NRO Account.

5.

685

6.

In case of Bids by FIIs the payment should be made out of funds held in a special rupee account along with documentary evidence in support of the remittance. Payment by draft should be accompanied by a bank certificate confirming that the draft has been issued by debiting a special rupee account. Where a Bidder has been allocated a lesser number of Equity Shares than the Bidder has Bid for, the excess amount, if any, paid on bidding, after adjustment towards the balance amount payable on the Equity Shares allocated, will be refunded to the Bidder from the Refund Account. The monies deposited in the Escrow Accounts will be held for the benefit of the Bidders until the Designated Date. On the Designated Date, the Escrow Collection Banks shall transfer the funds from the Escrow Accounts as per the terms of the Escrow Agreement into the Issue Account. No later than 15 days from the Bid/Issue Closing Date, the Escrow Collection Banks shall refund all amounts payable to unsuccessful Bidders and the excess amount paid on Bidding, if any, after adjusting for allocation to the Bidders. Payments should be made by cheque, or demand draft drawn on any bank (including a cooperative bank), which is situated at, and is a member of or sub-member of the bankers' clearing house located at the centre where the Bid-cum-Application Form is submitted. Outstation cheques/bank drafts drawn on banks not participating in the clearing process will not be accepted and applications accompanied by such cheques or bank drafts are liable to be rejected. Cash/Stockinvest/money orders/postal orders will not be accepted.

7.

8. 9. 10.

11.

Payment by Stockinvest Under the terms of the RBI Circular No. DBOD No. FSC BC 42/24.47.00/2003-04 dated November 5, 2003, the option to use the stockinvest instrument in lieu of cheques or bank drafts for payment of Bid money has been withdrawn. Accordingly, payment through Stockinvest will not be accepted in this Issue. Submission of Bid-cum-Application Form All Bid-cum-Application Forms or Revision Forms duly completed and accompanied by account payee cheques or drafts shall be submitted to the members of the Syndicate at the time of submission of the Bid. Separate receipts shall not be issued for the money payable on the submission of Bid-cum-Application Forms or Revision Forms. However, the collection centre of the members of the Syndicate will acknowledge the receipt of the Bid-cum-Application Forms or Revision Forms by stamping and returning to the Bidder the acknowledgement slip. This acknowledgement slip will serve as the duplicate of the Bid-cum-Application Form for the records of the Bidder. OTHER INSTRUCTIONS Joint Bids in case of Individuals Bids may be made in single or joint names (not more than three). In the case of joint Bids, all refund payments will be made in favour of the Bidder whose name appears first in the Bid-cum-Application Form or Revision Form. All communications will be addressed to the first Bidder and will be dispatched to his or her address as per the Demographic Details received from the Depository. Multiple Bids A Bidder should submit only one Bid (and not more than one) for the total number of Equity Shares required. Two or more Bids will be deemed to be multiple Bids if the sole or first Bidder is one and the same. In this regard, the procedures to be followed by the Registrar to the Issue to detect multiple applications are given below:

686

1. 2. 3.

All applications with the same name and age will be accumulated and taken to a separate process file which would serve as a multiple master document. In this master, a check will be carried out for the same PAN/GIR numbers. In cases where the PAN/GIR numbers are different, the same will be deleted from this master. The addresses of all these applications from the multiple master will be strung from the address master. This involves including the addresses in a single line after deleting non-alpha and nonnumeric characters, i.e., commas, full stops, hashes etc. Sometimes, the name, the first line of the address and pin code will be converted into a string for each application received and a photo match will be carried out among all the applications processed. A print-out of the addresses will be made to check for common names. Applications with the same name and same address will be treated as multiple applications. The applications will be scanned for similar DP ID and client identity numbers. In cases where applications bear the same numbers, these will be treated as multiple applications. After the aforesaid procedures, a print-out of the multiple master will be taken and the applications physically verified to tally signatures and also father's/husband's names. On completion of this, the applications will be identified as multiple applications.

4. 5.

In case of a Mutual Fund, a separate Bid can be made in respect of each scheme of the Mutual Funds and such Bids in respect of more than one scheme of the Mutual Funds will not be treated as multiple Bids provided that the Bids clearly indicate the scheme for which the Bid has been made. The Company, in consultation with the BRLMs, reserves the right to reject, in its absolute discretion, all or any multiple Bids in any or all categories. Permanent Account Number ("PAN") Where a Bid is for Rs.50,000 or more, the Bidder, or in the case of a Bid in joint names each of the Bidders, should mention his/her PAN allotted under the I.T. Act. A copy of the PAN card or PAN allotment letter is required to be submitted with the Bid-cum-Application Form. Applications without this information and document will be considered incomplete and are liable to be rejected. It is to be specifically noted that Bidders should not submit the GIR number instead of the PAN, as the Bid is liable to be rejected on this ground. In a case where the sole/first Bidder and joint Bidder(s) is/are not required to obtain a PAN, each of the Bidder(s) shall mention Not Applicable and in the event that the sole Bidder and/or the Joint Bidder(s) have applied for a PAN which has not yet been allotted, each of the Bidder(s) should enter Applied for on the Bid-cum-Application Form. Further, where the Bidder(s) has entered Applied for or Not Applicable, the sole/first Bidder and each of the joint Bidder(s), as the case may be, would be required to submit Form 60 (form of declaration to be filed by a person who does not have a Permanent Account Number and who enters into any transaction specified in Rule 114B of the Income Tax Rules, 1962), or Form 61 (form of declaration to be filed by a person who has agricultural income and is not in receipt of any other income chargeable to income tax in respect of transactions specified in Rule 114B of the Income Tax Rules, 1962), as may be applicable, duly filed along with a copy of any one of the following documents in support of the address: (a) ration card, (b) passport, (c) driving licence, (d) an identity card issued by any institution, (e) copy of an electricity bill or telephone bill showing a residential address, (f) any document or communication issued by any authority of the Central Government, State Government or local bodies showing a residential address, or (g) any other documentary evidence in support of the address given in the declaration. It may be noted that Form 60 and Form 61 have been amended via a notification issued on December 1, 2004 by the Central Board of Direct Taxes, Department of Revenue, Ministry of Finance. All Bidders are requested to furnish, where applicable, the revised Form 60 or Form 61 as the case may be. THE COMPANY'S RIGHT TO REJECT BIDS In case of QIB Bidders, the Company, in consultation with the BRLMs, may reject Bids provided that the reason for rejecting the Bid shall be provided to such Bidders in writing. In case of Non-Institutional Bidders and Retail Individual Bidders, the Company will have a right to reject Bids based on technical grounds only. Consequent refunds shall be made as described in this Draft Red Herring Prospectus and will be sent to the Bidder's address at the Bidder's risk. Grounds for Technical Rejections

687

Bidders are advised to note that Bids are liable to be rejected on, inter alia, the following technical grounds: 1. Amount paid does not tally with the amount payable for the highest value of Equity Shares Bid for; 2. 3. 4. 5. 6. Bank account details (for refund) not given; Age of first Bidder not given; In case of partnership firms, Equity Shares may be registered in the names of the individual partners and no firm as such shall be entitled to apply; Bids by persons not competent to contract under the Indian Contract Act, 1872 including minors and insane persons; PAN not stated if Bid is for Rs.50,000 or more or copy of Form 60 or 61 as applicable or GIR number given instead of PAN and proof of PAN is not attached to the Bid-cumApplication Form Bids for lower number of Equity Shares than specified for that category of investors; Bids at a price less than the lower end of the Price Band; Bids at a price more than the higher end of the Price Band; Bids at Cut-off Price by Non-Institutional Bidders and QIB Bidders; Bids for a number of Equity Shares, which are not in multiples of []; Category not ticked; Multiple Bids; In the case of a Bid under power of attorney or by limited companies, corporates, trusts etc., relevant documents are not submitted; Bids accompanied by Stockinvest/money order/postal order/cash; Signature of sole and/or joint Bidders missing; Bid-cum-Application Form does not have the stamp of the BRLMs or the Syndicate Members; Bid-cum-Application Form does not have the Bidder's depository account details; Bid-cum-Application Form is not delivered by the Bidder within the time prescribed as per the Bid-cum-Application Form and the Red Herring Prospectus and as per the instructions in the Red Herring Prospectus and the Bid-cum-Application Form; In case no corresponding record is available with the Depositories that matches three parameters, namely, names of the Bidders (including the order of names of joint holders), the Depository Participant's identity (DP ID) and the beneficiary account number; Bids for amounts greater than the maximum permissible amounts prescribed by the regulations; Bids by QIBs not submitted through members of the Syndicate; Bids by OCBs; Bids by Non-Residents other than Eligible NRIs and FIIs.

7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19.

20.

21. 22. 23. 24.

688

25.

Bids by U.S. residents or U.S. persons excluding "Qualified Institutional Buyers" as defined in Rule 144A under the Securities Act or other than in reliance on Regulation S under the Securities Act; and Bids by persons who are not eligible to acquire Equity Shares of the Company under any applicable law, rule, regulation, guideline or approval, inside India or outside India.

26.

Equity Shares in Dematerialised form with NSDL or CDSL As per the provisions of Section 68B of the Companies Act, the Equity Shares in this Issue shall be allotted only in a dematerialised form (i.e., not in the form of physical certificates but fungible statements issued in electronic mode). In this context, two tripartite agreements have been signed among the Company, the respective Depositories and the Registrar to the Issue: (a) (b) an agreement dated [], 2007 among NSDL, the Company and the Registrar to the Issue; and an agreement dated [], 2007 among CDSL, the Company and the Registrar to the Issue.

Bidders will be allotted Equity Shares only in dematerialised mode. Bids from any Bidder without relevant details of his or her depository account are liable to be rejected. 1. 2. A Bidder applying for Equity Shares must have at least one beneficiary account with the Depository Participants of either NSDL or CDSL prior to making the Bid. The Bidder must necessarily fill in the details (including the beneficiary account number and Depository Participant's identification number) appearing on the Bid-Cum-Application Form or Revision Form. Equity Shares Allotted to a successful Bidder will be credited in electronic form directly to the beneficiary account (with the Depository Participant) of the Bidder. Names in the Bid-Cum-Application Form or Bid Revision Form should be identical to those appearing in the account details with the Depository. In case of joint holders, the names should necessarily be in the same sequence as they appear in the account details with the Depository. If incomplete or incorrect details are given under the heading "Bidders Depository Account Details' in the Bid-Cum-Application Form or Bid Revision Form, it is liable to be rejected. The Bidder is responsible for the correctness of his or her Demographic Details given in the BidCum-Application Form vis--vis those recorded with his or her Depository Participant. Equity Shares in electronic form can be traded only on the Stock Exchanges having electronic connectivity with NSDL and CDSL. All the Stock Exchanges where the Equity Shares are proposed to be listed have electronic connectivity with CDSL and NSDL. The trading of the Equity Shares would be in dematerialised form only for all investors in the demat segment of the respective Stock Exchanges. Non-transferable allotment advice or refund orders will be directly sent to the Bidders by the Registrar to the Issue.

3. 4.

5. 6. 7.

8. 9.

COMMUNICATIONS All future communications in connection with Bids made in this Issue should be addressed to the Registrar to the Issue quoting the full name of the sole or first Bidder, Bid-Cum-Application Form number, details of Depository Participant, number of Equity Shares applied for, date of Bid-CumApplication Form, name and address of the member of the Syndicate where the Bid was submitted and cheque or draft number and issuing bank thereof.

689

Investors can contact the Compliance Officer or the Registrar to the Issue in the case of any pre-Issue or post-Issue related problems such as non-receipt of letters of allotment, credit of allotted shares in the respective beneficiary accounts, refund orders etc. PAYMENT OF REFUND Bidders should note that on the basis of the name of the Bidders, Depository Participant's name, Depository Participant identification number and beneficiary account number provided by them in the Bid-Cum-Application Form, the Registrar to the Issue will obtain from the Depository the Bidder's bank account details including a nine digit Magnetic Ink Character Recognition ("MICR") code. Hence, Bidders are advised to immediately update their bank account details as appearing on the records of the Depository Participant. Please note that failure to do so could result in delays in credit of refunds to Bidders at the Bidder's sole risk and neither the Company, the Syndicate Members and the Escrow Collection Banks nor the BRLMs shall have any responsibility and undertake any liability for the same. Mode of making refunds The payment of refund, if any, would be done through various modes in the following order of preference: 1. ECSPayment of refund would be done through ECS for applicants having an account at any of the following 15 centres in India: Ahmedabad, Bengaluru. Bhubneshwar, Chandigarh, Chennai, Guwahati, Hyderabad, Jaipur, Kanpur, Kolkata, Mumbai, Nagpur, New Delhi, Patna and Thiruvananthapuram. This mode of payment of refunds would be subject to availability of complete bank account details including the nine-digit MICR code as appearing on a cheque leaf from the Depository. The payment of refund through ECS is mandatory for applicants having a bank account at any of the 15 centres named hereinabove, except where the applicant is otherwise disclosed as eligible to receive refunds through direct credit or RTGS. NEFTPayment of refund may be undertaken through NEFT wherever the applicants bank has been assigned the Indian Financial System Code (IFSC), which can be linked to a Magnetic Ink Character Recognition (MICR), if any, available to that particular bank branch. IFSC Code will be obtained from the website of RBI as at a date immediately prior to the date of payment of refund, duly mapped with MICR numbers. Wherever the applicants have registered their nine digit MICR number and their bank account number while opening and operating the demat account, the same will be duly mapped with the IFSC Code of that particular bank branch and the payment of refund will be made to the applicants through this method. Direct CreditApplicants having their bank account with the Refund Banker shall be eligible to receive refunds, if any, through direct credit. Charges, if any, levied by the Refund Bank(s) for the same will be borne by the Company. RTGSApplicants having a bank account at any of the 15 centres detailed above, and whose Bid Amount exceeds Rs.5 million, shall have the option to receive refunds, if any, through RTGS. Such eligible applicants who indicate their preference to receive refunds through RTGS are required to provide the IFSC code in the Bid-Cum-Application Form. In the event of failure to provide the IFSC code in the Bid-Cum-Application Form, the refund shall be made through the ECS or direct credit, if eligibility is disclosed. Charges, if any, levied by the Refund Bank(s) for the same will be borne by the Company. Charges, if any, levied by the applicant's bank receiving the credit will be borne by the applicant. Please note that only applicants having a bank account at any of the 15 centres where clearing houses for ECS are managed by the RBI are eligible to receive refunds through the modes detailed hereinabove. For all the other applicants, including applicants who have not updated their bank particulars along with the nine-digit MICR Code, the refund orders will be dispatched "Under Certificate of Posting" for refund orders of value up to Rs.1,500 and through Speed Post/Registered Post for refund orders of Rs.1,500 and above. Some refunds will be made by cheques, pay orders or demand drafts drawn on the Escrow Collection Banks and payable at par at places where Bids are received. Bank charges, if any, for cashing such cheques, pay orders or demand drafts at other centres will be payable by the Bidders.

2.

3.

4.

5.

Interest on refund of excess Bid Amount 690

The Company shall pay interest at the rate of 15% per annum on the excess Bid Amount received if refund orders are not dispatched within 15 days from the Bid/Issue Closing Date. DISPOSAL OF APPLICATIONS AND APPLICATIONS MONEY AND INTEREST IN CASE OF DELAY The Company shall ensure dispatch of allotment advice, transfer advice or refund orders and give benefit to the beneficiary account with Depository Participants and submit the documents pertaining to the allotment to the Stock Exchanges within two working days of the date of finalisation of allotment of the Equity Shares. The Company shall dispatch refunds above Rs.1,500, if any, by registered post or speed post at the sole or first Bidder's sole risk, except for Bidders who have opted to receive refunds through the ECS facility or RTGS or Direct Credit. The Company shall use its best efforts to ensure that all steps for completion of the necessary formalities for allotment and trading at all the Stock Exchanges where the Equity Shares are proposed to be listed are taken within seven working days of the finalisation of the basis of Allotment. In accordance with the Companies Act, the requirements of the Stock Exchanges and the SEBI Guidelines, we further undertake that: Allotment of Equity Shares only in dematerialised form shall be made within 15 days of the Bid/Issue Closing Date; Dispatch refund orders, except for Bidders who have opted to receive refunds through the ECS facility, shall be made within 15 days of the Bid/Issue Closing Date; and The Company shall pay interest at 15% per annum for any delay beyond the 15 day time period as mentioned above, if allotment is not made or if, in a case where the refund or portion thereof is made in electronic manner, the refund instructions have not been given to the clearing system in the disclosed manner, and/or demat credits are not made to investors within the 15 day time period prescribed above as per the Guidelines issued by the Government of India, Ministry of Finance, pursuant to their letter No. F/8/S/79 dated July 31, 1983, as amended by their letter No. F/14/SE/85 dated September 27, 1985, addressed to the stock exchanges, and as further modified by SEBI's Clarification XXI dated October 27, 1997, with respect to SEBI Guidelines.

The Company will provide adequate funds required for dispatch of refund orders or allotment advice to the Registrar to the Issue. No separate receipts shall be issued for the money payable on the submission of Bid-Cum-Application Forms or Revision Forms. However, the collection centre of the Syndicate Members will acknowledge the receipt of the Bid-Cum-Application Forms or Revision Forms by stamping and returning to the Bidder the acknowledgement slip. This acknowledgement slip will serve as the duplicate of the Bid-CumApplication Form for the records of the Bidder. IMPERSONATION Attention of the applicants is specifically drawn to the provisions of sub-section (1) of Section 68A of the Companies Act, which is reproduced below: "Any person who: (a) (b) makes in a fictitious name, an application to a company for acquiring or subscribing for, any shares therein, or otherwise induces a company to allot, or register any transfer of shares therein to him, or any other person in a fictitious name, shall be punishable with imprisonment for a term which may extend to five years".

691

ALLOTMENT Basis of Allotment A. For Retail Individual Bidders Bids received from Retail Individual Bidders at or above the Issue Price shall be grouped together to determine the total demand under this portion. The Allotment to all successful Retail Individual Bidders will be made at the Issue Price. The Issue size less Allotment to Non-Institutional Bidders and QIB Bidders shall be available for Allotment to Retail Individual Bidders who have bid in the Issue at a price that is equal to or greater than the Issue Price. If the valid Bids in this portion are less than or equal to [] Equity Shares at or above the Issue Price, full Allotment shall be made to Retail Individual Bidders to the extent of their valid Bids. If the valid Bids in this portion are greater than [] Equity Shares at or above the Issue Price, the allocation shall be made on a proportionate basis of not less than [] Equity Shares and in multiples of [] Equity Shares thereafter. For the method of proportionate basis of allocation, refer below.

B.

For Non-Institutional Bidders Bids received from Non-Institutional Bidders at or above the Issue Price shall be grouped together to determine the total demand under this portion. The Allotment to all successful Non-Institutional Bidders will be made at the Issue Price. The Issue size less allocation to QIB Bidders and Retail Individual Bidders shall be available for allocation to Non-Institutional Bidders who have bid in the Issue at a price that is equal to or greater than the Issue Price. If the valid Bids in this portion are less than or equal to [] Equity Shares at or above the Issue Price, full Allotment shall be made to Non-Institutional Bidders to the extent of their valid Bids. If the valid Bids in this portion are greater than [] Equity Shares at or above the Issue Price, allocation shall be made on a proportionate basis of not less than [] Equity Shares and in multiples of [] Equity Shares thereafter. For the method of proportionate basis of allocation refer below.

C.

For QIB Bidders Bids received from QIB Bidders at or above the Issue Price shall be grouped together to determine the total demand under this portion. The allocation to QIB Bidders will be made at the Issue Price. The QIB Portion shall be available for allocation to QIB Bidders who have bid in the Issue at a price that is equal to or greater than the Issue Price. Allotment shall be undertaken in the following manner: In the first instance allocation to Mutual Funds for up to 5% of the QIB Portion shall be determined as follows: (i) If bids from Mutual Funds exceed 5% of the QIB Portion, allocation to Mutual Funds shall be made on a proportionate basis for up to 5% of the QIB Portion.

(a)

692

(ii)

If the aggregate demand from Mutual Funds is less than 5% of the QIB Portion, then all Mutual Funds shall get full Allotment to the extent of valid bids received above the Issue Price. Equity Shares remaining unsubscribed, if any, not allocated to Mutual Funds shall be available to QIB Bidders as set out in (b) below.

(iii) (b)

In the second instance allocation to all Bidders shall be determined as follows: (i) In the event of an oversubscription in the QIB Portion, all QIB Bidders who have submitted Bids above the Issue Price shall be Allotted Equity Shares on a proportionate basis for up to 95% of the QIB Portion. Mutual Funds who have received allocation as per (a) above, for less than the number of Equity Shares bid for by them, are eligible to receive Equity Shares on a proportionate basis along with other QIB Bidders. Under subscription below 5% of the QIB Portion, if any, from Mutual Funds, would be included for allocation to the remaining QIB Bidders on a proportionate basis.

(ii)

(iii)

The BRLMs, the Registrar to the Issue and the Designated Stock Exchange shall ensure that the basis of Allotment is finalised in a fair and proper manner in accordance with the SEBI Guidelines. The drawing of lots (where required) to finalise the basis of Allotment shall be done in the presence of a public representative on the Governing Board of the Designated Stock Exchange. Procedure and Time of Schedule for Allotment and demat Credit of Equity The Issue will be conducted through a 100% book building process pursuant to which the members of the Syndicate will accept bids for the Equity Shares during the Bidding Period. The Bidding Period will commence on [], 2007 and expire on [], 2007. Following the expiration of the Bidding Period, the Company, in consultation with the BRLMs, will determine the Issue Price, and, in consultation with the BRLMs, the basis of allocation and entitlement to Allotment based on the bids received and subject to confirmation by the BSE/NSE. Successful bidders will be provided with a confirmation of their allocation (subject to a revised confirmation of allocation) and will be required to pay any unpaid amount for the Equity Shares within a prescribed time. The SEBI Guidelines require the Company to complete the Allotment to successful bidders within 15 days of the expiration of the Bidding Period. The Equity Shares will then be credited and Allotted to the investors' demat accounts maintained with the relevant depository participant. Upon approval by the Stock Exchanges, the Equity Shares will be listed and trading will commence. Method of proportionate basis of Allotment In the event the Issue is oversubscribed, the basis of Allotment shall be finalised by the Company, in consultation with the BRLMs and the Designated Stock Exchange. The executive director or managing director (or any other senior official nominated by them) of the Designated Stock Exchange along with the BRLMs and the Registrar to the Issue shall be responsible for ensuring that the basis of Allotment is finalised in a fair and proper manner. Allotment to Bidders shall be made in marketable lots on a proportionate basis as explained below: (a) (b) Bidders will be categorised according to the number of Equity Shares applied for by them. The total number of Equity Shares to be Allotted to each category as a whole shall be arrived at on a proportionate basis, which is the total number of Equity Shares applied for in that category (number of Bidders in the category multiplied by the number of Equity Shares applied for) multiplied by the inverse of the oversubscription ratio. The number of Equity Shares to be allotted to the successful Bidders will be arrived at on a proportionate basis, which is the total number of Equity Shares applied for by each Bidder in that category multiplied by the inverse of the oversubscription ratio.

(c)

693

(d)

If the proportionate Allotment to a Bidder is a number that is more than [] but is not a multiple of one (which is the market lot), the decimal will be rounded off to the higher whole number if that decimal is 0.5 or higher. If that number is lower than 0.5, it will be rounded off to the lower whole number. Allotment to all Bidders in such categories shall be arrived at after such rounding off. In all Bids where the proportionate Allotment is less than [] Equity Shares per Bidder, the Allotment shall be made as follows: Each successful Bidder shall be Allotted a minimum of [] Equity Shares; and The successful Bidders out of the total Bidders for a portion shall be determined by the drawing of lots in a manner such that the total number of Equity Shares Allotted in that category is equal to the number of Equity Shares calculated in accordance with (c) above; and

(e)

(f)

If the Equity Shares allocated on a proportionate basis to any category are more than the Equity Shares Allotted to the Bidders in that portion, the remaining Equity Shares available for Allotment shall be first adjusted against any other category, where the Equity Shares are not sufficient for proportionate Allotment to the successful Bidders in that category. The balance of Equity Shares, if any, remaining after such adjustment will be added to the category comprising Bidders applying for the minimum number of Equity Shares.

Illustration of Allotment to QIBs and Mutual Funds (MF) Issue details

Particulars Issue size Allocation to QIB (at least 60% of the Issue) Of which: a. Reservation For Mutual Funds, (5%) b. Balance for all QIBs including Mutual Funds Number of QIB applicants Number of Equity Shares applied for Issue details 200 million Equity Shares 120 million Equity Shares 6 million Equity Shares 114 million Equity Shares 10 500 million Equity Shares

Details of QIB Bids

S. No. Type of QIBs No. of shares bid for (in million) 50 20 130 50 50 40 40 80 20 20 500

1. A1 2. A2 3. A3 4. A4 5. A5 6. MF1 7. MF2 8. MF3 9. MF4 10. MF5 11. TOTAL __________ * A1-A5: (QIBs other than Mutual Funds), MF1-MF5 (QIBs which are Mutual Funds)

Details of Allotment to QIBs Applicants

Allocation of five million Equity Shares to MF proportionately (see note 2 below) Allocation of balance 95 million Equity Shares to QIBs proportionately (see note 4 below) (IV) 11.52 4.60 29.94 11.52 11.52 8.97 Aggregate allocation to Mutual Funds (V) 0 0 0 0 0 9.68

Type of QIB (I) A1 A2 A3 A4 A5 MF1

Shares bid for

(II) (III) (Number of equity shares in million) 50 0 20 0 130 0 50 0 50 0 40 1.2

694

MF2 MF3 MF4 MF5

40 80 20 20 500

1.2 2.4 0.6 0.6 6

8.97 17.96 4.49 4.49 114

9.68 20.36 5.09 5.09 49.99

Notes: 1. The illustration presumes compliance with the requirements specified in this Draft Red Herring Prospectus in the section Issue Structure beginning on page 668 of this Draft Red Herring Prospectus. Out of 120 million Equity Shares allocated to QIBs, 6 million (i.e., 5%) will be Allotted on a proportionate basis among five Mutual Fund applicants who applied for 200 million Equity Shares in the QIB Portion. The balance 114 million Equity Shares i.e., 120 - 6 (available for Mutual Funds only) will be Allotted on a proportionate basis among 10 QIB Bidders who applied for 500 million Equity Shares (including 5 Mutual Fund applicants who applied for 200 million Equity Shares). The figures in the fourth column entitled Allocation of balance 114 million Equity Shares to QIBs proportionately in the above illustration are arrived at as explained below: For QIBs other than Mutual Funds (A1 to A5) = Number of Equity Shares Bid for 114/494 For Mutual Funds (MF1 to MF5) = (No. of shares bid for (i.e., in column II of the table above) less Equity Shares Allotted (i.e., column III of the table above) 114/494 The numerator and denominator for arriving at the allocation of 114 million Equity Shares to the 10 QIBs are reduced by 6 million shares, which have already been Allotted to Mutual Funds in the manner specified in column III of the table above. Letters of Allotment or Refund Orders The Company shall credit each Equity Share Allotted to the applicable beneficiary account with its Depository Participant within 15 days of the Bid/Issue Closing Date. Applicants residing at 15 centres where clearing houses are managed by the RBI will get refunds through ECS only (subject to availability of all information for crediting the refund through ECS) except where the applicant is otherwise disclosed as eligible to receive refunds through direct credit and RTGS. In the case of other applicants, the Bank shall ensure dispatch of refund orders, if any, of value up to Rs.1,500 by "Under Certificate of Posting", and shall dispatch refund orders above Rs.1,500, if any, by registered post or speed post, except for Bidders who have opted to receive refunds through the ECS facility. Applicants to whom refunds are made through electronic transfer of funds will be sent a letter (refund advice) through ordinary post informing them about the mode of credit of refund within 15 days of the Closing of Issue. In accordance with the Companies Act, the requirements of the Stock Exchanges and the SEBI Guidelines, the Company further undertakes that: Allotment of Equity Shares will be made only in dematerialised form within 15 days of the Bid/Issue Closing Date; Dispatch of refund orders/refund advice will be done within 15 days of the Bid/Issue Closing Date; The Company shall pay interest at 15% per annum (for any delay beyond the 15 day time period as mentioned above), if Allotment is not made, refund orders are not dispatched and/or demat credits are not made to investors within the 15 day time prescribed above as per the guidelines issued by the Government of India, Ministry of Finance pursuant to their letter No. F/8/S/79 dated July 31, 1983, as amended by their letter No. F/14/SE/85 dated September 27, 1985, addressed to the Stock Exchanges and as further modified by SEBI's clarification XXI dated October 27, 1997, with respect to the SEBI Guidelines.

2.

3.

4.

The Company will provide adequate funds required for dispatch of refund orders or Allotment advice to the Registrar to the Issue.

695

Save and except refunds effected through the electronic mode, i.e., ECS, NEFT, direct credit or RTGS, refunds will be made by cheques, pay orders or demand drafts drawn on a bank appointed by us, as an Escrow Collection Bank and payable at par at places where Bids are received, except for Bidders who have opted to receive refunds through the ECS facility. Bank charges, if any, for encashing such cheques, pay orders or demand drafts at other centres will be payable by the Bidders. Undertakings by the Company The Company undertakes as follows: that complaints received in respect of this Issue shall be dealt with expeditiously and satisfactorily; that all steps will be taken for the completion of the necessary formalities for listing and commencement of trading at all the Stock Exchanges where the Equity Shares are proposed to be listed within seven working days of finalisation of the basis of Allotment; that the funds required for making refunds to unsuccessful applicants as per the mode(s) disclosed shall be made available to the Registrar to the Issue by us; that where refunds are made through electronic transfer of funds, a suitable communication shall be sent to the applicant within 15 days of the Bid/Issue Closing Date, giving details of the bank where refunds shall be credited along with amount and expected date of electronic credit of refund; that the refund orders or Allotment advice to the Non-Resident Bidders shall be dispatched within the specified time; and that no further issue of Equity Shares shall be made until the Equity Shares offered through the Red Herring Prospectus and the Prospectus are listed or until the Bid monies are refunded on account of non-listing, under-subscription etc.

Utilisation of Issue proceeds The Board of Directors certifies that: all monies received out of the Issue shall be credited/transferred to a separate bank account other than the bank account referred to in section 73(3) of the Companies Act; details of all monies utilised out of the Issue shall be disclosed under an appropriate heading in the balance sheet of the Company indicating the purpose for which such monies have been utilised; and details of all unutilised monies out of the Issue, if any, shall be disclosed under the appropriate head in the balance sheet of the Company indicating the form in which such unutilised monies have been invested.

The Company shall not have recourse to the proceeds of the Issue until the final listing and trading approvals from all the Stock Exchanges have been obtained.

696

SECTION VIII: MAIN PROVISIONS OF THE ARTICLES OF ASSOCIATION MAIN PROVISIONS OF THE ARTICLES OF ASSOCIATION Capitalised terms used in this section have the meaning that has been given to such terms in the Articles of Association of the Company. Pursuant to Schedule II of the Companies Act and the SEBI Guidelines, the main provisions of the Articles of Association of the Company are detailed below: 1. Subject as hereinafter provided, the Regulations in Table A in Schedule I to the Companies Act, 1956, as amended shall apply to the Company and constitute its Articles except in so far as they are hereinafter expressly excluded, modified or varied. In the event of any conflict between the provisions of these Articles and Table A, these Articles shall prevail. IV. AUTHORISED CAPITAL Share Capital and Further Issue of Shares 4. The authorised Share Capital of the Company shall be as specified from time to time in the Memorandum of Association. The Share Capital of the Company shall comprise equity and/or preference shares of such amount as may be determined by the Company from time to time, with the power to increase, reduce, subdivide or to repay the Share Capital or divide the same into several classes and to attach thereto any rights and to consolidate or subdivide or reorganize the Share Capital, subject to the provisions of the Act, and subject to Section 106 of the Act, to vary such rights as may be determined in accordance with the Articles. Except in so far as otherwise provided by the conditions of issue or by these Articles, any capital raised by the creation of new shares, shall be considered as part of the existing Share Capital and shall be subject to the provisions herein contained with reference to the payment of calls and instalments, forfeiture, lien, surrender, transfer and transmission, voting and otherwise. In the event that the Company is permitted by Applicable Law to issue non-voting shares or shares which have rights attached thereto different from the rights attached to equity shares or any other kind, class or type of shares, the Company may, if so authorised by the resolution of the Shareholders under Section 81(1A) of the Act, and other relevant provisions of the Act, issue such shares upon such terms and conditions and with such rights and privileges attached thereto as thought fit and as may be permitted by Applicable Law. Where at any time after the expiry of two (2) years from the formation of the Company or at any time after the expiry of one (1) year from the allotment of Shares in the Company made for the first time after its formation, whichever is earlier, it is proposed to increase the subscribed capital of the Company by allotment of further Shares, then: (a) Such further Shares shall be offered to the persons who, at the date of the offer, are holders of the Shares of the Company, in proportion, as nearly as circumstances admit, to the capital paid-up on those Shares at that date; The offer aforesaid shall be made by a notice specifying the number of Shares offered and limiting a time not being less than thirty (30) days from the date of the offer within which the offer, if not accepted, will be deemed to have been declined; The offer aforesaid shall be deemed to include a right exercisable by the person concerned to renounce the Shares offered to him or any of them in favour of any other person and the notice referred to in sub-clause (b) shall contain a statement of this right; and After the expiry of the time specified in the notice aforesaid, or on receipt of earlier intimation from the person to whom such notice is given that he declines to accept the Shares offered, the Board of Directors may dispose of the Shares in such manner as it thinks most beneficial to the Company.

5A.

5B.

5C.

(b)

(c)

(d)

697

5D.

Notwithstanding anything contained in Article 5C above, the further Shares aforesaid may be offered to any person (whether or not those persons include the persons referred to in Article 5C(a)) in any manner whatsoever: (a) (b) if such offer is authorised by a special resolution passed by the Company in a General Meeting; or where no such special resolution is passed, if the votes cast (whether on a show of hands or on a poll as the case may be) in favour of the proposal contained in the resolution moved in the General Meeting including the casting vote, if any, of the Chairman) by the Shareholders who, being entitled to do so, vote in person, or where proxies are allowed, by Proxy, exceed the votes, if any, cast against the proposal by Shareholders, so entitled and voting, and the Central Government is satisfied, on an application made by the Board of Directors in this behalf that the proposal is most beneficial to the Company.

5E.

Nothing in Article 5C(c) above shall be deemed: (a) (b) to extend the time within which the offer should be accepted; or to authorise any person to exercise the right of renunciation for a second time on the ground that the person in whose favour the renunciation was first made has declined to take the relevant Shares.

5F.

Nothing in Article 5C shall apply to the increase in the subscribed capital of the Company caused by the exercise of an option attached to any debentures issued or loans raised by the Company: (a) (b) to convert such debentures or loans into Shares; or to subscribe for Shares.

Provided that the terms of issue of such debentures or the terms of such loans include a term providing for such option and such terms: (a) have either been approved by the Central Government before the issue of the debentures or the raising of the loans, or is in conformity with the rules, if any, made by the Central Government in this behalf; and in the case of debentures or loans other than debentures issued to, or loans obtained from, the Central Government or any institution specified by the Central Government in this behalf, have also been approved by a special resolution passed by the Company in a General Meeting before the issue of the debentures or the raising of the loans.

(b)

5G.

If, owing to any inequality in the number of new shares to be issued, and the number of Shares held by the Shareholders entitled to have the offer of such new shares, any difficulty arises in apportionment of such new shares or any of them, among the Shareholders, such difficulty shall, in the absence of any direction in the resolution creating or issuing the shares of the Company in the General Meeting, be determined by the Board. Subject to the provisions of Section 81 of the Act and these Articles, the Shares in the Share Capital for the time being shall be under the control of the Board which may issue, allot or otherwise dispose of the same or any of them to such persons, in such proportion and on such terms and conditions and either at a premium or at par or (subject to compliance with the provisions of Section 79 of the Act) at a discount and at such time as it may from time to time deem fit and with the sanction of the Company in a General Meeting to give to any person or persons the option or right to call for any Shares either at par or premium during such time and for such consideration as the Board deems fit, and may issue and allot Shares on payment in full or part of any property sold and transferred or for any services rendered to the Company in the conduct of its business. Any Shares which may be so allotted may be issued as fully paid-up Shares and if so issued, shall be deemed to be fully paid Shares. Notwithstanding the

5H.

698

foregoing, the option or right to call for Shares shall not be given to any person or persons without the sanction of the Company in a General Meeting. Buyback of Shares 6. The Company shall have the power to buyback any of its own Equity Shares and/or other Securities, subject to and in accordance with the provisions of the Act or any other Applicable Law.

Power to Increase and reduce capital 7. Subject to these Articles, the Company may by an ordinary resolution passed at a General Meeting: (a) (b) (c) (d) increase the Share Capital by such sum to be divided into Shares of such amount as the resolution may prescribe; consolidate its Share Capital into Shares of larger amounts than its existing Shares; sub-divide its Shares into Shares of a smaller amount than its existing Shares; and cancel any Shares which at the date of passing of the resolution have not been taken or agreed to be taken by any person, and diminish the amount of its Share Capital by the amount of Shares so cancelled. A cancellation of Shares pursuant to this Article shall not be deemed to be a reduction of Share Capital within the meaning of the Act.

8.

Subject to these Articles, the provisions of the Act or any other Applicable Law, the Company may, by special resolution passed at a General Meeting, reduce its Share Capital, any Capital Redemption Reserve Account or Share Premium Account in any manner. Subject to the other provisions of these Articles and the provisions of the Act, the Share Capital of the Company may from time to time be increased by such sum as shall be mutually agreed by the Ordinary Shareholders. The new Shares shall be issued on such terms and conditions and with such rights and privileges annexed thereto as the resolution shall prescribe, and in particular, such Shares may be issued subject to the Articles, with a preferential or qualified right to dividends and in the distribution of assets of the Company and with a right to vote at a General Meeting in conformity with the Act. Unless stated otherwise, all new Shares of the same class shall rank pari passu with existing Shares of the same class.

9.

Power to Issue Preference Shares 10. Subject to the provisions of the Act, the Company shall have the power to issue or re-issue preference shares in one or more series which are, at the option of the Company, liable to be redeemed and the resolution authorising such issue shall prescribe the manner, terms and conditions of such redemption.

Issue of Certificates 11. Every Shareholder shall be entitled, without payment, to one or more certificates in marketable lot, for all the Shares of each class or denomination registered in the name of such Shareholder, or if the Board so approves (upon paying such fee as the Board may from time to time determine), to several certificates, each for one or more of such Shares and the Company shall complete and have ready for delivery such certificates within three (3) months from the date of allotment, unless the conditions of issue thereof otherwise provide or unless prohibited by Applicable Law, or within two (2) months from the receipt of an application for registration of a transfer, transmission, sub-division, consolidation or renewal of any of its Shares as the case may be. Every certificate of Shares shall be under the Seal and shall specify the number and distinctive numbers of Shares in respect of which it is issued and amount paid-up thereon and shall be in such form as the Board may prescribe or approve, provided that in respect of a Share or Shares held jointly by several persons, the Company shall not be bound to issue more than one certificate and delivery of a certificate of Shares to one of several joint holders shall be sufficient delivery to all such holders.

699

Issue of New Certificate in place of one defaced, lost, or destroyed 12A. If any certificate be worn out, defaced, mutilated or torn or if there be no further space on the back thereof for endorsement of transfer or in case of sub-division or consolidation of Shares, then upon production and surrender of the relevant share certificates to the Company, new certificates may be issued in lieu thereof, and if any certificate is lost or destroyed then upon proof thereof to the satisfaction of the Company and on execution of such indemnity as the Company deems adequate, being given, a new certificate in lieu thereof shall be given to the party entitled to such lost or destroyed certificate. Every certificate under the Articles shall be issued without payment of fees if the Board so decides, or on payment of such fees (not exceeding Rs.2 (Rupees Two) for each certificate) as the Board shall prescribe. Provided that no fee shall be charged for issue of new certificates in replacement of those which are old, defaced or worn out or where there is no further space on the back thereof for endorsement of transfer or in case of sub-division or consolidation of Shares. V. TRANSFER AND TRANSMISSION OF SHARES Transfer of Shares 13A. 13B. 13C. 13D. The instrument of transfer shall be in writing and the provisions of Section 108 of the Act in respect of the transfer of Shares and registration thereof shall be duly complied with. The instrument of transfer of any Share in the Company shall be executed by or on behalf of both the transferor and transferee. The transferor shall be deemed to remain a holder of the Share until the name of the transferee is entered in the Register of Members in respect thereof. In case of transfer of Shares or other marketable Securities, where the Company has not issued any certificates and where such Shares or Securities are being held in an electronic form, the provisions of the Depositories Act shall apply.

No Fee on Transfer or Transmission and Boards Power to Refuse to Register Transfer 14A. No fee shall be charged for registration of transfer, transmission, probate, succession certificate and letters of administration, certificate of death or marriage, power of attorney or other similar document. Subject to the provisions of Section 111A of the Act, these Articles, any listing agreement entered into with recognized stock exchanges and other Applicable Law, the Board may refuse, at its absolute discretion and by giving reasons, whether in pursuance of any power of the Company under these Articles or otherwise, to register the transfer of, or transmission by Applicable Law of the right to, any Shares or interest of a Shareholder in, or debentures of, the Company. The Board shall within one (1) month from the date on which the instrument of transfer, or the intimation of such transmission, as the case may be, was delivered to the Company, send to the transferee and the transferor or to the person giving intimation of such transmission, as the case may be, notice of the refusal to register such transfer, giving reasons for such refusal. Provided that, registration of a transfer shall not be refused on the ground of the transferor being either alone or jointly with any other person(s) indebted to the Company on any account whatsoever except when the Company has a lien on the Shares. Transfer of Shares or debentures shall not be refused solely for the reason that the relevant Shares are not in marketable lots. VI. CALLS ON SHARES 15A. 15B. The Board may, from time to time, make calls upon the Shareholders in respect of any moneys unpaid on the Shares held by them. Each Member shall, subject to receiving at least fourteen (14) days notice specifying the time or times and place of payment, pay to the Company, at the time or times and place so specified, the amount called on such Shareholders Shares. A call may be revoked or postponed at the discretion of the Board.

14B.

15C.

700

15D. 15E. 15F.

A call shall be deemed to have been made at the time when the resolution of the Board authorising the call was passed and may be required to be paid by instalments. The joint holders of a Share shall be jointly and severally liable to pay all calls in respect thereof. (a) If a sum called in respect of a Share is not paid before or on the day appointed for payment thereof, the person from whom the sum is due shall pay interest thereon from the day appointed for payment thereof to the time of actual payment at five per cent (5%) per annum or at such lower rate, if any, as the Board may determine. The Board shall be at liberty to waive payment of any such interest wholly or in part. Any sum which by the terms of issue of a Share becomes payable on allotment or at any fixed date, whether on account of the nominal value of the Share or by way of premium, shall, for the purposes of these Articles, be deemed to be a call duly made and payable on the date on which by the terms of issue such sum becomes payable. In case of non-payment of such sum, all the relevant provisions of these Articles as to payment of interest and expenses, forfeiture or otherwise shall apply as if such sum had become payable by virtue of a call duly made and notified.

(b) 15G. (a)

(b)

16.

The Board may, if it deems fit, subject to the provisions of Section 92 of the Act, agree to and receive from any Shareholder willing to advance the whole or any part of the moneys due upon the Shares held by him beyond the sums actually called for. Upon the amount so paid or satisfied in advance, or so much thereof as from time to time exceeds the amount of the calls then made upon the Shares in respect of which such advance has been made, the Company may pay interest at such rate as may be agreed upon between the Shareholder paying such sum in advance and the Board, provided that, money paid in advance of calls shall not confer a right to participate in profits or dividend. The Board may at any time repay the amount so advanced. The concerned Shareholder shall not be entitled to any voting rights in respect of the moneys so paid by such Shareholder until the same would but for such payment, become presently payable. The provisions of this Article shall mutatis mutandis apply to the calls on any Security of the Company. VII. DEMATERIALISATION OF SECURITIES

17. 18.

Notwithstanding anything contrary contained in these Articles, the Company shall be entitled to dematerialise/rematerialise its Securities pursuant to the Depositories Act. Every person holding Securities of the Company through, allotment or otherwise, shall have the option to receive and hold in the form of security certificates as may be permitted under Applicable Law, or to receive and hold the same in dematerialised form with a Depository. Every person holding Securities of the Company with a Depository, being the Beneficial Owner thereof, may at any time opt out of Depository in the manner provided under the provisions of the Depositories Act and the rules, framed thereunder, and the conditions prescribed by the Company, from time to time, and the Company shall in the manner and within the time prescribed, issue the relevant security certificate(s) to the Beneficial Owner thereof. All Securities held by the Depository shall be in dematerialised and fungible form. Nothing contained in Sections 153, 153A, I53B, 187B and 187C of the Act shall apply to the Depository in respect of the Securities held by it on behalf of the Beneficial Owner(s). Notwithstanding anything to the contrary contained in the Act or these Articles, a Depository shall be deemed to be the registered owner for the purposes of effecting transfer of ownership of Security on behalf of the Beneficial Owner.

19.

20.

21.

701

22.

Every person holding Security(ies) of the Company and whose name is entered as the Beneficial Owner in the records of the Depository shall be deemed to be a Member of the Company. The Beneficial Owner of Security(ies) shall be entitled to all the rights and benefits and be subject to all the liabilities in respect of his Security(ies) which are held by a Depository Notwithstanding anything in the Act or these Articles to the contrary, where Security(ies) are held in a Depository, the records of the beneficial ownership may be served by such Depository on the Company by means of electronic mode or by delivery of floppies or discs. Transfer/transmission of Securities held in a Depository will be governed by the provisions of the Depositories Act. Nothing contained in Section 108 of the Act or these Articles shall apply to transfer/transmission of Securities effected by a transferor and transferee, both of whom are entered as Beneficial Owners in the records of the Depository. The Register and index of Beneficial Owners maintained by the Depository under the Depositories Act shall be deemed to be the Register and Index of Members and security holders for the purposes of these Articles. A Depository as a registered owner shall not have any voting rights in respect of Securities held by it in dematerialised form. However, the Beneficial Owner as per the Register of Beneficial Owner maintained by a Depository shall be entitled to such rights in respect of Security(ies) held by him in the Depository. Any reference to the Member or joint Members in these Articles shall include a reference to Beneficial Owner or joint Beneficial Owners in respect of the Security(ies) held in a Depository. The provisions contained in this Article shall be subject to the provisions of the Depositories Act in relation to dematerialisation/rematerialisation of Securities, including any modification(s) or re-enactment thereof and Rules or Regulations made thereunder and shall prevail and apply accordingly. VIII. FORFEITURE OF SHARES

23.

24.

25.

26.

27.

Calls unpaid 28. If an Ordinary Shareholder fails to pay any call, or instalment of a call, on the day appointed for payment thereof, the Board may, at any time thereafter during such time as any part of the call or instalment remains unpaid, serve a notice on such Ordinary Shareholder requiring payment of so much of the call or instalment as is unpaid, together with any interest which may have accrued. If the requirements of any such notice are not complied with, any Share in respect of which the notice has been given may, at any time thereafter, before the payment required by the notice has been made, be forfeited by a resolution of the Board to that effect. The forfeiture shall be effected as prescribed in the Act and the Regulations. IX. LIEN 29. The Company shall have a first and paramount lien upon all the Securities (other than fully paid-up Securities) registered in the name of each Security holder (whether solely or jointly with others) and upon the proceeds of sale thereof for all moneys (whether presently payable or not) called or payable at a fixed time in respect of such Securities and no equitable interest in any Security shall be created except upon the basis and condition that this Article will have full effect. Such lien shall extend to all dividends and bonuses from time to time declared in respect of such Securities. Unless otherwise agreed, the registration of a transfer of Securities shall operate as a waiver of the Companys lien, if any, on such Securities. The Board may at any time declare any Securities wholly or in part to be exempt from the provisions of this Article. X. TERMS OF ISSUE OF SECURITIES 30. Any Security may be issued by the Company at a discount, premium or otherwise and may be issued by the Company on condition that they shall be converted into Shares of any denomination and with privileges and conditions with respect to redemption, surrender,

702

drawing, allotment of Shares, attending (but not voting) at General Meetings and appointment of Directors and otherwise Securities with the right of conversion into or allotment of Shares shall be issued only with the consent of the Company in a General Meeting by a special resolution. XI. BORROWING POWERS 31. The Board may, from time to time, and at its discretion, subject to the provisions of Sections 58A, 292, 293 and 372A of the Act and of these Articles, accept deposits from Members either in advance of calls or otherwise and generally raise or borrow moneys, either from the Directors, their friends and relatives or from others for the purposes of the Company and or secure the payment of any such sum or sums of money, provided however, where the moneys to be borrowed together with the moneys already borrowed (apart from the temporary loans obtained from the Companys bankers in the ordinary course of business) and remaining outstanding and un-discharged at that time exceed the aggregate of the paid-up capital of the Company and its free reserves (not being reserves set apart for any specific purpose), the Board shall not borrow such money without the consent of the Company in a General Meeting by an ordinary resolution. The Board may raise and secure the payment of such sum or sums in such manner and upon such terms and conditions as it deems fit, and in particular by receiving deposits, issue of bonds, debentures perpetual, redeemable, debenture stock, or any Security of the Company or by mortgage or charge or other security upon all or any part of the property or undertaking of the Company (both present and future), including its uncalled capital for the time being; provided that the Board shall not give any option or right to any person for making calls on the Shareholders of the Company in respect of the amount unpaid for the time being on the Shares held by them, without the previous sanction of the Company in a General Meeting. XII. GENERAL MEETINGS General Meetings, Proxies, Voting at Meetings and Postal Ballot 32A. All General Meetings other than the Annual General Meeting shall be called Extraordinary General Meetings. Subject to Sections 171, 190 and 219 of the Act, a General Meeting of the Company may be called by the Board of Directors by giving twenty one (21) days notice in writing to the Shareholders, provided that with the written consent of all the Shareholders for the time being of the Company in case of Annual General Meeting and 95% of the Shareholders in case of any other General Meeting, the Board of Directors may call a General Meeting with a notice shorter than twenty one (21) days. Any person, whether or not such person is a Shareholder of the Company may be appointed as a Proxy. An instrument appointing a Proxy shall be in writing under the hand of the appointer or of the appointers attorney duly authorised in writing or, if the appointer is a company, either under its common seal or under the hand of its attorney duly authorised in writing. An instrument appointing a Proxy shall be valid if it is received by the Company at least fortyeight (48) hours before the meeting in order that the appointment may be effective. A Proxy shall be entitled to vote on a show of hands. The form of proxy shall be a two way proxy, as given in Schedule IX of the Act, enabling the Shareholders to vote for/against any resolution. Every Shareholder entitled to vote at a General Meeting of the Company, or on any resolution to be moved thereat, shall be entitled during the period beginning twenty four (24) hours before the time fixed for the commencement of the meeting and ending with the conclusion of the meeting, to inspect the proxies lodged, at any time during the business hours of the Company, provided not less than forty-eight (48) hours notice in writing of the intention so to inspect is given to the Company prior to the time of holding the meeting. No Shareholder shall exercise any voting right in respect of any Shares registered in his name on which any calls or other sums presently payable by him have not been paid, or in regard to which the Company has, and has exercised, any right of lien. A resolution put to a vote of the Shareholders at the General Meeting shall be decided on a show of hands unless a poll (before or on the declaration of the result of the show of hands) is demanded by any Shareholder present and unless a poll is so demanded a declaration by the

32B.

32C.

32D.

32E.

703

Chairman that a resolution on a show of hands has carried or has not been carried either unanimously or by a particular majority and an entry to that effect in the minute book of the Company shall be conclusive evidence of the votes recorded in favour of or against that resolution. If a poll is duly demanded, it shall be taken in such manner as the Chairman directs and the results of the poll shall be deemed to be the decision of the meeting on the resolution in respect of which the poll was demanded. Any business other than that on which a poll has been demanded may proceed, pending the taking of the poll. 32F. On a show of hands, every Shareholder holding Equity Shares and present in person shall have one (1) vote. On a poll, each Shareholder shall have voting rights in proportion to its Share of the paid-up equity Share Capital. On a poll, a Shareholder having more than one (1) vote, or its Proxy or other person entitled to vote for such Shareholder need not vote all its votes in the same way. Notwithstanding the foregoing, no Shareholder shall be entitled to vote at any General Meeting unless all calls or other sums presently payable by such Shareholder in respect of Equity Shares held by such Shareholder have been paid. Subject to, and in accordance with the provisions of the Act, the Company may, and in case of resolutions relating to such matters as the Central Government may, by notification, require to be conducted only by Postal Ballot, shall get such resolutions passed by means of a Postal Ballot, instead of transacting the business in a General Meeting. In the case of joint holders, the vote of the first named of such joint holders who tenders a vote whether in person or Proxy shall be accepted to the exclusion of the votes of the other joint holders.

32G.

32H.

Business to be transacted when quorum is present 33. The quorum for a General Meeting shall be the presence in person of at least five (5) Shareholders. If within half an hour from the time appointed for holding a General Meeting, a quorum is not present, the meeting, if called upon by requisition of the Shareholders, shall stand dissolved. In any other case, it shall stand adjourned to the same day in the next week at the same time and place (or if such day is a holiday, on the next day that is not a holiday) and if at such adjourned meeting a quorum is not present within half an hour from the time appointed for holding the meeting, the Members present shall be the quorum. Chairman of General Meetings 34. The Chairman, if any, of the Board shall preside as Chairman at every General Meeting. If there is no such Chairman or if he is not present within thirty (30) minutes after the time appointed for holding the meeting or is unwilling to act as Chairman of the meeting, the Ordinary Shareholders present shall elect one among them to be the Chairman of the General Meeting.

Procedure where a Shareholder is a Corporation 35. Where a body corporate, whether a company within the meaning of the Act or not (hereinafter called member company), is a Shareholder of the Company, it may, by a resolution of its board of directors or other governing body, authorize such person as it thinks fit to act as its representative at any meeting of the Company, or at any meeting of any class of Shareholders of the Company. A copy of such resolution, certified as a true copy by a director or officer of such member company and lodged with the Company at its office or produced at the meeting shall be accepted as sufficient evidence of the validity of his appointment. Such person shall be entitled to exercise the same rights and powers, including the right to vote by Proxy on behalf of the member company which he represents, as that member company could exercise if it were an individual Shareholder.

Annual General Meeting 36A. The Company shall in each year hold in addition to any other meeting, a General Meeting as its Annual General Meeting at the intervals and in accordance with the provisions specified below:

704

(a) (b)

The First Annual General Meeting shall be held by the Company within eighteen (18) months of its incorporation. Not more than fifteen (15) months shall elapse between the date of an Annual General Meeting and the next, provided that, the Company may with the sanction of the Registrar of Companies extend the date of its holding the Annual General Meeting (not being the First Annual General Meeting) by a period not exceeding three (3) months.

36B.

Every Annual General Meeting shall be called for a time during business hours in accordance with the Act, and shall be held either at the Registered Office of the Company or at some other place within the city, town or village in which the Registered Office of the Company is situated, and the notice calling the meeting shall specify it as the Annual General Meeting. The Board shall, on the requisition of such number of Members as specified in Section 169 of the Act, call an Extraordinary General Meeting in accordance with Section 169 and any other applicable provisions of the Act. XIII. BOARD OF DIRECTORS AND MANAGEMENT

37.

General power of Company to vest in Directors 38. Subject to the provisions of the Act and these Articles, the control of the Company shall vest in the Board of Directors who may exercise all powers of the Company, subject nevertheless to such directions not inconsistent with the aforesaid provisions as may be prescribed by the Shareholders in a General Meeting, but no such direction shall invalidate any prior act of the Directors if otherwise valid. Unless otherwise determined by the Company in a General Meeting, and subject to the provisions of the Act, the Board shall consist of not less than three (3) Directors and not more than twelve (12) Directors, or such number of Directors as may be permitted under Applicable Law.

39.

First Directors of the Company 40. The First Directors of the Company are: (a) 41. Mr. Shravan Gupta (b) Mr. Siddharth Gupta

The business and affairs of the Company shall, subject to the other provisions of these Articles, be managed by the Board of the Company. The Board shall consist of at least six (6) persons out of which: (a) Emaar shall be entitled to nominate and maintain in office three (3) Directors. Emaar shall have the right to remove any Emaar Directors so nominated by it and to nominate another in the place of any Emaar Director so removed; and MGF shall be entitled to nominate and maintain in office three (3) Directors. MGF shall have the right to remove any MGF Director so nominated by it and to appoint another in the place of any MGF Director so removed.

(b)

42.

Every nomination and removal of a Director by the Ordinary Shareholder pursuant to its entitlement shall be notified in writing to the other Ordinary Shareholder and the Secretary of the Company. One of the Emaar Directors shall be the Chairman of the Board. The Chairman shall have the authority to call meetings of the Board as provided herein and to preside over such meetings and all General Meetings. The Chairman shall have a second or casting vote but shall otherwise have no special powers relative to the other Board members. The Chairman may be removed by a resolution of the Board. Emaar shall be entitled to replace at any time, the Chairman and to nominate any other Emaar Director in his place and/or to fill the vacancy caused by the Chairman by his ceasing to hold, for whatever reason, such status. If there is no

43.

705

such Chairman or if he is not present within thirty (30) minutes after the time appointed for holding the meeting or is unwilling to act as Chairman of the Meeting, the Directors present shall elect one of the Directors to chair the said Meeting. 44. The CEO shall at all times be a nominee of MGF and such CEO shall directly report to the Board. MGF shall be entitled to nominate and remove any such CEO so appointed from office and to nominate another in the place of any such CEO so removed. The CEO shall have such power and authority as is granted to him by the Board. The Board shall give the CEO the necessary authority to enable him to conduct the day-to-day affairs of the Company. The authority, direction of office and salary of the CEO shall be fixed by the Board. The CFO shall at all times be the nominee of Emaar and shall report directly to the Board and the Managing Director. Emaar shall be entitled to nominate and remove any such CFO so appointed from office and to nominate another in the place of any such CFO so removed. The CFO shall have such power and authority as is granted to him by the Board. The Board shall give the CFO the necessary authority to enable him to conduct the day-to-day affairs of the Company. The authority, duration of office and salary of the CFO shall be fixed by the Board. All key executive officers of the Company other than the CEO, Managing Director and the CFO (e.g. the Director Development, the Director Constructions) shall be appointed by the Board, in each case subject to the terms of the then current Budget and Business Plan of the Company. Not less than two-thirds of the total number of Directors shall be liable to retire by rotation. One-third of the Directors shall automatically retire every year at the Annual General Meeting and shall be eligible for re-appointment. The Directors to retire by rotation shall be decided based on those who have been longest in office, and as between persons appointed on the same day, the same shall be decided by mutual agreement or draw of lots. The Managing Director shall not be liable to retire by rotation so long as he holds office of the Managing Director. A Director shall be entitled to resign from the office of Director through a notice in writing with effect from such date as such Director may specify while so resigning.

45.

46.

47.

48.

Managing Director 49. The Directors may from time to time appoint one or more of the Directors as a Managing Director for such period and on such terms as they think fit and, subject to the terms of any agreement entered into in any particular case, may revoke any such appointment. The Managing Director shall always be a nominee of MGF and shall report directly to the Board. The Managing Director shall have such power and authority as is granted to him by the Board. The Board shall give the Managing Director the necessary authority to enable him to conduct the day-to-day affairs of the Company. The authority, duration of office and salary of the Managing Director shall be fixed by the Board. MGF shall be entitled to remove any such Managing Director and to nominate the appointment of another in place of any such Managing Director so removed. The Managing Director of the Company shall be authorised to interact and deal with the press and public with regard to the business and important announcements of the Company. A Managing Director shall, subject to the terms of any agreement entered into in any particular case, receive such remuneration (whether by way of salary, commission or participation in profits, or partly in one way and partly in another) as the Directors may determine. The Directors may entrust to and confer upon a Managing Director any of the powers exercisable by them upon such terms and conditions and with such restrictions as they may think fit, and either collaterally with or to the exclusion of their own powers, and may from time to time revoke, withdraw, alter or vary all or any of those powers.

50.

51. 52.

53.

Powers to appoint Additional and Alternate Directors

706

54.

Subject to the limit permissible under Article 39, the Board shall have the power to appoint at any time and from time to time any person as an additional Director. In accordance with the provisions of the Act, such additional Director shall hold office up to the date of the next Annual General Meeting of the Company and shall be eligible for re-election by the Company at that meeting. Subject to Section 313 of the Act, the Board may appoint an alternate Director duly recommended for such appointment by a Director (hereinafter referred to as the Original Director) to act for him during his absence for a period not less than three (3) months from the state in which the meetings of the Board are ordinarily held. An alternate Director appointed under this Article shall not hold office as such for a longer period that permissible to the Original Director in whose place he has been appointed and shall vacate office if and when the Original Director returns to the said state. If the term of the Original Director is determined before he so returns to the said state, any provision in the Act or these Articles to the reappointment of retiring Directors in default of another appointment shall apply to the Original Director and not to the alternate Director.

55.

Directors not to hold qualification 56. The Directors of the Company shall not be required to hold any qualification Equity Shares.

Quorum at meetings of Directors 57. Subject to the provisions of the Act, the quorum for the transaction of business at any meeting of the Board shall be one-third of its total strength (excluding Directors, if any, whose places may be vacant at the time and any fraction contained in the one-third being rounded off as one), or two (2) Directors, whichever is higher. At least one (1) Emaar Director (or his alternate) and at least one (1) MGF Director (or his alternate) present at the time of the meeting shall be required in order to constitute a valid quorum. At any meeting of the Board, each Director shall be entitled to one (1) vote. Any Director who is absent from any meeting may nominate any other Director to act as his alternate and to vote in his place at the meeting in accordance with these Articles and the provisions of the Act. Any decision of the Board in favour of a resolution, to be valid, shall require the positive vote of at least one (1) Emaar Director (or his alternate) and at least one (1) MGF Director (or his alternate). If a quorum is not present at a meeting of the Board, the Board shall be adjourned for seven (7) calendar days from the date hereof, and a notice of adjournment of such meeting shall be delivered to all Directors within three (3) days of such adjournment, unless the Board decides otherwise, notifying such Director of the date and location of the next meeting of the Board of Directors. If a quorum is not present at such adjourned meeting, then the Directors present shall be deemed a duly constituted quorum for the purposes of such meeting. Every notice convening a meeting of the Board shall set out the agenda of the business to be transacted at such meeting in full and sufficient detail.

58.

59.

60.

Remuneration of Directors 61. Unless otherwise determined by the Company in the General Meeting, each Director shall be entitled to receive out of the funds of the Company for his services in attending meetings of the Board or a committee of the Board, remuneration by way of a fee for each meeting of the Board or a committee thereof, attended by any such Director and that the amount of fee shall not exceed such sum as may be prescribed by the Act, or the Central Government from time to time.

707

Remuneration for extra services 62. Subject to the limitations provided by the Act and these Articles, if any Director, being willing, be called upon to perform extra services outside the scope of his ordinary duties, the Board may remunerate the Director for so doing either by way of a fixed sum or otherwise, as they shall think fit, and such remuneration may be either in addition to or in substitution for any other remuneration to which he may be entitled, subject to the provisions of the Act.

Reserved Board Matter 63. In the event that any resolution proposed at a Board meeting is not passed as a result of the operation of the foregoing provisions of Article 60, the Emaar Directors or the MGF Directors may convene a General Meeting of the Company for the purpose of resolving the matter in issue.

Resolution by Circulation 64. Except a resolution which the Act specifically requires to be passed by the Board at a Meeting, a resolution determined without any meeting of Directors, and evidenced in writing to have been circulated among all the Directors, shall be as valid and effective as a resolution duly passed at a meeting by the Directors, subject to the provisions of Section 289 of the Act. The Ordinary Shareholders agree that if MGF makes a proposal to the Board for a business opportunity in India which is rejected by the Board, then subject to the other provisions of these Articles, MGF shall be authorised to continue with that business opportunity without the involvement of the Company. XIV. POWERS OF DIRECTORS Delegation of Powers 66. Subject to Section 292 of the Act, the Board shall have the right to delegate any of their powers to such Directors, managers, agents or other persons as they may deem fit and may at their own discretion revoke such powers. The Board may authorise Directors to sub-delegate the delegated powers. The Board may, subject to the provisions of the Act, these Articles and other provisions of Applicable Law, delegate any of the powers other than the powers to make calls to such committee or committees and may from time to time revoke and discharge any such committee of the Board either wholly or in part and either as to the person or purposes, but every committee of the Board so formed shall, in exercise of the powers so delegated, conform to any regulation or direction that may from time to time be imposed on it by the Board. All acts done by any such committee of the Board in conformity with such regulations or directions and in fulfilment of the purpose of their appointments, but not otherwise, shall have the like force and effect, as if done by the Board. The Board of Directors of the Company shall be entitled to exercise all such powers and to do all such acts and things as the Company is authorised to exercise and do except those powers which are expressly directed or required to be done by the Company in a General Meeting, by these Articles, or by the Act or any other legislation or rules, provided that in exercising any such power or doing any such act or thing, the Board shall be subject to the provisions contained in that behalf in the Act or any other legislation or in the Memorandum of Association or Articles of the Company or any other Applicable Law. XVII. DIVIDENDS 72. 73. Subject to the other provisions of these Articles, the Company in a General Meeting may declare a dividend to be paid to the Members. No larger dividend shall be declared than is recommended by the Board, but the Company in a General Meeting may declare a smaller dividend.

65.

67.

68.

708

74.

No dividend shall be declared or paid by the Company except out of the distributable profits of the Company for the year/period or any other undistributed profits and no dividend shall carry interest as against the Company. The profits of the Company available for distribution (after a minimum statutory transfer to the reserves) shall be applied for payment of dividend on the Ordinary Shares provided that unless the Board otherwise determines, all dividends shall be apportioned and paid proportionately to the amounts paid or credited as paid-up on the Ordinary Shares. No dividend shall be payable on any Equity Shares that are not registered. The Board may resolve from time to time to pay the Ordinary Shareholders interim dividends in accordance with the Act. A transfer of Equity Shares shall not pass the rights to any dividend declared thereon, before the registration of the transfer takes effect and the Equity Shares are registered in the name of the transferee. Any amount paid-up in advance of calls on any Share may carry interest but shall not in respect thereof confer a right of dividend or to participate in profits. Where the Company has declared a dividend but which has not been paid or claimed within thirty (30) days from the date of declaration, or the dividend warrant in respect thereof has not been posted within thirty (30) days from the date of declaration to any Member entitled to the payment of the dividend, the Company shall within the said period of thirty (30) days, open a special account in that behalf in any scheduled bank called the Unpaid Dividend Account of the [Emaar MGF] (or such other name as approved by the Board) and transfer to the said account, the total amount of dividend which remains unpaid or unclaimed or in relation to which no dividend warrant has been posted. Any amounts transferred to the Unpaid Dividend Account specified above which remain unpaid or unclaimed for a period of seven (7) years from the date of such transfer shall be transferred by the Company to a fund known as the Investor Education and Protection Fund established under Section 205C(1) of the Act. No unclaimed or unpaid dividend shall be forfeited by the Board before the claim becomes barred by Applicable Law. XVIII. ACCOUNTING AND AUDITING

75.

76. 77.

78. 79.

82.

The Company shall appoint either E&Y, KPMG, Deloitte, Touche and Tomhatsu, or Price Waterhouse Coopers as the Auditors for the Company. The Auditors shall, at the end of each Financial Year and at such other times as are considered necessary by the Company or by the Members, audit the accounts and records of the Company at the expense of the Company. The Directors shall, in all respects, comply with the provisions of the Act, so far as they are applicable to a public company, and the profit and loss accounts, balance sheet and auditors report and every other document required by law to be annexed or attached, as the case may be, to the Balance Sheet as referred to in Section 219 of the Act and a copy of the Balance Sheet, shall be sent to every Member or nominee, of the Company at least twenty one (21) days before the date of the Annual General Meeting of the Company at which they are to be laid. The first Auditors of the Company shall be appointed by the Board of Directors within one (1) month after its incorporation who shall hold office till the conclusion of the first Annual General Meeting. XIX. NOTICE

84.

85.

87.

Subject to Sections 51 to 53 of the Act and to any provision of these Articles specifying terms of any notice to be given thereunder, any notice or other communication from the Company to the Members or vice versa shall be made in writing in the English language and shall be delivered by hand or sent by a nationally or internationally recognised courier to the address

709

of the recipient or sent by email/facsimile/telefax or telex at the respective numbers of the recipient. XX. INDEMNITY 88. Subject to the provisions of Section 201 of the Act, every Director, Auditor, Manager, Secretary, and other officer or employee of the Company and their heirs, executors and administrators respectively shall be indemnified by the Company against and it shall be the duty of the Directors out of the funds of the Company to pay all costs, losses and expenses (including travelling expenses) which any such Director, Auditor, Manager, Secretary, and other officer or employee may incur or become liable to by reason of any contract entered into or act or deed done by him or them as such Director, Auditor, Manager, Secretary, officer or employee or in any other way in the discharge of his duties and the amount for which such indemnity is provided shall immediately attach as a lien on the property of the Company and have priority as between the Members over all other claims excluding criminal or fraudulent acts. The aggregate amount of any actual liability incurred by the Ordinary Shareholders pursuant to any joint and several guarantee or indemnity given by them to any third party in respect of any liabilities or obligations and/or pursuant to any guarantee or indemnity (whether several or joint) given in respect of such obligation or liabilities by any of them with the written consent of the other shall be borne by the Ordinary Shareholders in the Specified Proportions and each shall indemnify and keep indemnified the other accordingly. In the event that any Ordinary Shareholder disposes of all its shareholding in Company to the other Ordinary Shareholder, then the Ordinary Shareholder acquiring such Equity Shares will use all reasonable endeavours to obtain the release of that Ordinary Shareholder from any guarantees and indemnities which it may have given pursuant to any shareholders or joint venture agreement entered into between Emaar, Emaar PJSC and MGF (and or their Members of the Group) concerning their respective equity interests in the Company or with the written consent of the Ordinary Shareholder in respect of any liabilities or obligations of the Company to third parties and pending the obtaining of such release shall keep that Ordinary Shareholder fully and effectively indemnified against any liability pursuant to any such guarantees or indemnities. XXII. RESERVES 95. The Board may, subject to Section 205(2A) of the Act, from time to time, before recommending any dividend, set apart any portion of the profits of the Company as it thinks fit as reserves for meeting contingencies or for the liquidation of any debentures, debts or other liabilities of the Company or for equalisation of dividends or for repairing, improving or maintaining any property of the Company and for such other purposes of the Company as the Board in its absolute discretion thinks conducive to the interest of the Company and may invest the several sums so set aside upon such investments (other than Shares in the Company) as it may think fit and may from time to time deal with and vary such investments and dispose all or any part thereof for the benefit of the Company and may divide the reserves, all or any part thereof, for the benefit of the Company and may divide the reserves into such special funds as it thinks fit, with full power to employ the reserve or any part thereof in the business of the Company and that without being bound to keep the same separate from the other assets. The Board may also carry forward any profits, which it may think prudent not to divide, setting them aside as a reserve. All money carried to the reserves shall nevertheless remain and be the profits of the Company available, subject to due provisions being made for actual loss of depreciation, for the payment of dividends, and such moneys and all other moneys of the Company not immediately required for the purpose of the Company may be invested by the Board in or upon such investments or securities as it may select or may be used as working capital or be kept at any bank or deposit or otherwise as the Board may from time to time think proper. The Board may also carry forward any profits which it may deem prudent not to divide or distribute, without setting them aside as a reserve. The Company in a General Meeting may, on recommendation of the Board, resolve:

89.

90.

96.

97. 98A.

710

(a)

to capitalise any part of the amount for the time being standing to the credit of the Companys reserve accounts, or to the credit of the profit and loss account, or otherwise available for distribution; and to set free such amount for distribution in the manner specified in Article 98B among those of its Shareholders who would have been entitled thereto (and in the same proportions) if distributed by way of dividend.

(b)

98B.

Any such amount shall not be paid in cash, but shall be applied, either in or towards: (a) (b) (c) paying up any amounts for the time being unpaid by such Shareholders on Shares; paying up unissued Shares of the Company to be allotted and distributed, credited as fully paid-up, to and among such Shareholders in the proportions aforesaid; or partly in the way specified in sub-clause (i) and partly in that specified in sub-clause (ii) above.

98C. 98D.

The Board shall give effect to any resolution passed by the Company pursuant to this Article. In respect of any resolution under this Article, the Board shall make all appropriations and applications of the profits resolved to be capitalised and all allotments and issues of fully paid Shares, if any. The Board shall have full power to make such provision, as it deems fit, by the issue of fractional certificates or by payments in cash or otherwise, in the case of Shares or Securities becoming distributable in fractions. Any agreement made by the Company under such authority shall be effective and binding on all such Shareholders. XXIII. SECRECY

98E.

98F.

99.

Every manager, Auditor, trustee, member of a committee, officer, servant, agent, accountant, or other person employed in the business of the Company shall, if so required by the Board of Directors, before entering upon the duties, sign a declaration pledging himself to observe strict secrecy respecting all bona-fide transactions of the Company with its customers and the state of accounts with individuals in matters relating thereto and shall by such declaration pledge himself not to reveal any of the matters which may come to his knowledge in the discharge of his duties except when required to do so by the Directors or by any General Meeting or by the law of the country and except so far as may be necessary in order to comply with any of the provisions in these Articles and the provisions of the Act. XIV. WINDING UP

100.

If the Company shall be wound up, and the assets available for distribution among the Members as such shall be insufficient to repay the whole of the paid-up capital, such assets shall be distributed so that as nearly as may be, the losses shall be borne by the Members in proportion to the capital paid-up or which ought to have been paid-up at the commencement of the winding up on the Shares held by them respectively and if in a winding up, the assets available for distribution among the Members shall be more than sufficient to repay the whole of the capital paid-up at the commencement of the winding up, the excess shall be distributed among the Members in proportion to the capital paid-up or which ought to have been paid-up at the commencement of the winding up on the Shares held by them respectively. XXV. NON COMPETE

101.

Emaar and MGF shall not operate any similar or related business other than through the Company.

711

102.

Emaar and MGF, their Affiliates and connected persons of the group companies shall conduct their entire real estate business in India through the Company and shall not directly or indirectly carry on real estate business otherwise than through the Company. Notwithstanding the provisions of Article relating to Non Compete: (a) The MGF Group may on its own undertake and carry out development projects that are smaller than 25 acres and which cannot be made a part of the business projects of the Company, until such time as the Company is prohibited from undertaking such projects under the foreign direct investment norms prescribed by Applicable Law; This Article relating to Non Compete shall not apply to any business outside

103.

(b)

India.

712

SECTION IX: OTHER INFORMATION MATERIAL CONTRACTS AND DOCUMENTS FOR INSPECTION The following contracts (not being contracts entered into in the ordinary course of business carried on by the Company or entered into more than two years before the date of this Draft Red Herring Prospectus) which are or may be deemed material have been entered or are to be entered into by the Company. These contracts, copies of which have been attached to the copy of the Red Herring Prospectus, delivered to the Registrar of Companies, Delhi & Haryana, located at New Delhi for registration and also the documents for inspection referred to hereunder, may be inspected at the registered office of the Company at ECE House, 28 Kasturba Gandhi Marg, New Delhi 110 001, India, from 10.00 am to 4.00 pm on working days from the date of the Red Herring Prospectus until the Bid/Issue Closing Date. Material Contracts 1. 2. 3. 4. 5. 6. Engagement letters dated [*] for appointment of the BRLMs. Memorandum of Understanding dated September 26, 2007 between the Company and the BRLMs. Memorandum of Understanding dated September 24, 2007 between the Company and the Registrar to the Issue. Escrow Agreement dated [] among the Company, the BRLMs, the Escrow Collection Banks and the Registrar to the Issue. Syndicate Agreement dated [] among the Company, the BRLMs and the Syndicate Members. Underwriting Agreement dated [] among the Company, the BRLMs and the Syndicate Members.

Material Documents 1. 2. The Companys Memorandum of Association and Articles of Association, as amended. The Companys certificate of incorporation, as amended for a change of name effective August 13, 2007 and a copy of the special resolution passed in the EGM held on August 8, 2007 towards conversion of the Company into a public limited company. Shareholders resolutions dated September 24, 2007 authorising the Issue and related matters. Board resolution dated September 24, 2007 authorising the Issue and related matters. Resolution dated April 1, 2006 specifying the terms of employment of Mr. Shravan Gupta, Executive Vice Chairman and Managing Director of the Company. Joint Venture Agreement dated December 18, 2004 among Emaar Properties PJSC, MGF Developments Limited and Sareen Estates P Limited, as amended in December 2005 and September 2007. Investment Agreement and Option Agreement dated March 29, 2006 among the Company, Citigroup Venture Capital International Ebene Limited and Others, as amended. Letter dated September 10, 2007 from New York Life Investment Management India Fund (FVCI) II, LLC, Jacob Ballas Capital India Private Limited and EIF Co Invest IV. Joint Venture Agreement dated November 27, 2006 among the Company, AAPC Hotels Management Pte Limited and Budget Hotels India Private Limited. Joint Venture and Subscription cum Shareholders Agreement dated April 9, 2007 between the Company and Turner Construction International LLC. Joint Venture Agreement and Subscription cum Shareholders Agreement dated May 21, 2007 among the Company, Enamel Propbuild Private Limited, Leighton International Limited, Leighton Investments Mauritius Limited and Squid Propbuild Private Limited.

3. 4. 5. 6.

7. 8. 9. 10. 11.

713

12.

Joint Venture Agreement dated June 6, 2007 among the Company, Premier Travel Inn Limited, Premier Travel Inn India Limited, True Value Hotels India Private Limited and Eminence Conbuild Private Limited. Development Agreement dated August 6, 2007 between Hira Realtors Private Limited and the Company. Development Agreement dated August 6, 2007 between Vishnu Apartments Private Limited and the Company. Development Agreement dated August 6, 2007 between Godawari Buildwell Private Limited and the Company. Examination Report of the Auditors, S.R. Batliboi & Co., Chartered Accountants, dated September 21, 2007 prepared as per Indian GAAS and mentioned in the Draft Red Herring Prospectus. Copies of annual reports of the Company, the Subsidiaries, the Companies Owned by EMGF, and the Joint Venture for the years ended March 31, 2005, 2006 and 2007, as applicable. Consent of the Auditors, S.R. Batliboi & Co., Chartered Accountants, for inclusion of their report on accounts in the form and context in which they appear in the Draft Red Herring Prospectus. Consents of the Auditors, the Bankers to the Company, the BRLMs, the Syndicate Members, the Registrar to the Issue, the Escrow Collection Bank(s), the Banker to the Issue, the Monitoring Agency, Legal Advisors to the Company and the Underwriters, the Directors of the Company, the Company Secretary and Compliance Officer, as referred to, in their respective capacities. Consent of [], a SEBI registered credit rating agency, for inclusion of its grading of the Issue in the Red Herring Prospectus. Initial listing applications dated [] and [] filed with the BSE and the NSE, respectively. In-principle listing approval dated [] and [] from the BSE and the NSE, respectively. Tripartite Agreement among NSDL, the Company and the Registrar to the Issue dated []. Tripartite Agreement among CDSL, the Company and the Registrar to the Issue dated []. Due diligence certificate dated September 26, 2007 to SEBI from the BRLMs. SEBI observation letter No. [] dated []. Clarifications/approvals requested by the Company and received from the RBI dated August 14, 2007 and [] (No. []) for investment by FIIs and NRIs in the Issue.

13. 14. 15. 16.

17. 18.

19.

20. 21. 22. 23. 24. 25. 26. 27.

Any of the contracts or documents mentioned in this Draft Red Herring Prospectus may be amended or modified at any time if so required in the interest of the Company or if required by the other parties, without reference to the shareholders subject to compliance of the provisions contained in the Companies Act and other relevant statutes.

714

DECLARATION All relevant provisions of the Companies Act, 1956, and the guidelines issued by the Government of India or the guidelines issued by Securities and Exchange Board of India, as the case may be, have been complied with and no statement made in this Draft Red Herring Prospectus is contrary to the provisions of the Companies Act, 1956, the Securities and Exchange Board of India Act, 1992 or the rules made thereunder or guidelines issued, as the case may be. We further certify that all statements in this Draft Red Herring Prospectus are true and correct. SIGNED BY THE DIRECTORS OF THE COMPANY His Excellency Mohamed Ali Alabbar

Mr. Shravan Gupta

Mr. Siddharth Gupta

Mr. Siddharth Sareen

Mr. Ahmad Jamal Jawa

Mr. Hussain Al Qemzi

Mr. Pradip Kumar Khaitan

Mr. Ghyanendra Nath Bajpai

Mr. Ram Charan

Mr. Kiran Sharadchandra Karnik

Mr. Om Prakash Vaish

Mr. Aman Mehta

SIGNED BY THE EXECUTIVE VICE CHAIRMAN AND MANAGING DIRECTOR Mr. Shravan Gupta SIGNED BY THE CHIEF FINANCIAL OFFICER Mr. Sanjay Baweja

Date: September 26, 2007 Place: New Delhi

715