GAMMON INDIA LIMITED

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the issue of shares to the trust, the Investments in ATSL are shown as GIL shares Suspense account under Investments. When issued these shares shall be suitably disclosed in the accounts. f) The excess of assets over liabilities accounted in the company representing Amalgamation Reserve is treated as part of the General Reserve shall form part of the free reserves available for distribution of dividend and shall be reckoned for Net Wealth purposes in accordance with the scheme approved by the Honourable High Court. Had this treatment not been presented in the scheme, the said reserve would have been Capital reserve. g) The transaction of the business of ATSL with effect from 1 st April ,2008 have been incorporated in the accounts on the basis of the Audited Financial Statements of the business, which is treated as a Branch, as audited by M/s M.G.Shah & Associates and M/s Vinod Modi & Associates, the statutory auditors of the erstwhile ATSL before its amalgamation with the company, who have been appointed by the Board of Directors of the Company as Branch Auditors. h) All equity inter group transactions have been eliminated on incorporation of the accounts of ATSL in the company. B. In view of the Amalgamation of the business of ATSL in these financial statements the figures for the 2008-09 year are not comparable with that of the previous year. C. The preference capital to be issued to the holders of the preference share capital in the erstwhile ATSL as aforesaid are convertible optionally at the option of the preference share holder at the end of 18 months from the date of issue of the preference shares by ATSL which is 14 th July 2009 into 2 equity shares of the Company. The provision for the dividends on the preference shares are made pending the issue of the preference shares. In the event of the preference shareholder not exercising the option, the preference shares become non-convertible and are redeemable at par at the end of five years from the date of allotment of the original optionally convertible preference shares. D. In the year 2008-09 the dividends received by the Company of Rs. 2.90 Millions from the erstwhile ATSL relating to the proposed dividend of ATSL for the year ended 31 st March 2008 has been adjusted in the retained earnings. Similarly during the year the one line profit accounted in accordance with AS 23 in the earlier periods as an Associate by the Company has been reversed in the Appropriation account aggregating to Rs. 352.90 Millions. 5. SECURITY FOR LOAN AVAILED BY THE GROUP : i) Secured Loans in the consolidated financial statements comprises of the following loans:- (Rs. In Millions) Company Name March 31, 2009 March 31, 2008 March 31, 2007 GIL 3,252.50 2,439.90 2,303.20 Project SPV‟s 13,352.40 10,043.90 6678.32 GBLLC 184.20 94.20 814.87 GTPL 0.40 0.50 - GALM - 579.70 1,046.85 TLL 30.00 - - Franco Tosi 797.00 - - Investment SPV‟s 6,991.60 - - Total 24,608.10 13,158.20 10,843.24 These loans on the books of project Special Purpose Vehicles („SPV‟) companies, are project finance loans, secured principally by the project assets (immovable and movable), project contracts and future cash flow from these projects. The lenders of these projects have a “very limited recourse” to the sponsor, viz. GIPL. This limited recourse to GIPL comes in the form of Corporate Guarantees and / or Comfort Letter provided to cover: F 41
the difference between outstanding loans and the termination payments receivable by the SPV from clients (in case of termination of the project due to concessionaire‟s event of default and / or force majeure events) the shortfall in payment of annuity due to non-availability of road to traffic, for annuity projects increase in O&M expenses beyond those covered in the Financing Documents, for annuity projects increase in tax payments beyond those covered in the Financing Documents, for annuity projects of REL and AEL GIL: Cash Credit - From Canara Bank Led Consortium: Secured by a charge over all the Company‟s assets in India (excluding Leasehold Property, Freehold Property and Plant & Machinery hypothecated to the Bankers and Financial Institutions under various Asset Financing Scheme). From ICICI Bank Led Consortium and other Term Loans: Secured by hypothecation of Plant & Machinery, Land & Building, Stocks and Debtors of Nagpur Branch NCD - 8.75% - Secured Redeemable Non Convertible Debentures of Rs.50 Millions (2007-08 Rs.290 Millions; 2006-07 Rs.290 Millions) are secured by hypothecation of specific Plant & Machinery and pari passu charge by mortgage of immovable property in Gujarat. The debentures are due for repayment at the end of 8th, 9th and 10th year from the date of allotment. i.e. 30 th March, 2003. 7.50% - Redeemable Non Convertible Debentures of Rs.150 Millions (2007-08 Rs.150 Millions; 2006- 07 Rs.150 Millions) and 7.25% - Redeemable Non Convertible Debentures of Rs 60 Millions (2007-08 Rs.60 Millions; 2006-07 Rs.60 Millions) are secured by hypothecation of specific Plant & Machinery and pari passu charge by mortgage of immovable property in Gujarat with 8.75% Secured Redeemable Non Convertible Debentures of Rs 50 Millions (2007-08 Rs.290 Millions; 2006-07 Rs.290 Millions). The Debentures are due for repayment at the end of 8 th , 9 th and 10 th year from the date of allotment. i.e. 29 th September, 2003. 7.50% - Redeemable Non Convertible Debentures of Rs.380 Millions (2007-08 Rs.380 Millions ; 2006-07 Rs.380 Millions) and 7.25% - Redeemable Non Convertible Debentures of Rs 120 Millions (2007-08 Rs.120 Millions ; 2006-07 Rs.120 Millions) are secured by hypothecation of specific Plant & Machinery with pari passu charge by mortgage of immovable property in Gujarat with 8.75% Secured Redeemable Non Convertible Debentures of Rs 50 Millions (2007-08 Rs.290 Millions ; 2006-07 Rs.290 Millions) and 7.50% Secured Non convertible Debenture of Rs. 150 Millions (2007-08 Rs.150 Millions ; 2006-07 Rs.150 Millions) and 7.25% Secured Non convertible Debenture of Rs. 60 Millions (2007-08 Rs.60 Millions ; 2006-07 Rs.60 Millions). The Debentures are due for repayment at the end of 8 th , 9 th and 10 th year from the date of allotment. i.e. 5 th August, 2005. 9.95% - Redeemable Non Convertible Debentures of Rs. 500 Millions (2007-08 Rs.500 Millions ; 2006-07 – Nil ) are to be secured by hypothecation of specific Plant & Machinery with pari passu charge by mortgage of immovable property in Gujarat with 8.75% Secured Redeemable Non- Convertible Debentures of Rs. 50 Millions (2007-08 Rs.50 Millions ; 2006-07 – Nil ) and 7.50% Secured Non-convertible Debenture of Rs. 530 Millions (2007-08 Rs.150 Millions ; 2006-07 – Nil ) and 7.25% Secured Non convertible Debenture of Rs.180 Millions (2007-08 Rs.60 Millions ; 2006-07 – Nil ). The Debentures are due for repayment at the end of 8 th , 9 th and 10 th year from the date of allotment being, 24 th March, 2008. 10.8% - Redeemable Non Convertible debentures of Rs. 1000 Millions ((2007-08 & 2006-07 – Nil ) are to be secured by hypothecation of specific Plant & machinery with pari passu charge by mortgage of immovable property in Gujarat with 9.95% Secured Redeemable Non-Convertible Debentures of Rs 500 Millions and 8.75% Secured Redeemable Non- Convertible Debentures of Rs 50 Millions and 7.5% Secured Non-convertible Debentures of Rs 530 Millions and 7.25% Secured Non Convertible Debentures of Rs 180 Millions. The Debentures are due for repayment at the end of 5 th , 6 th and 7 th year from the date of allotment being, 25 th July, 2008. <strong>GAMMON</strong> AL MATAR JOINT VENTURE: F 42
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GAMMON INDIA LIMITED (Incorporated
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NOTICE TO INVESTORS The Company acc
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usiness strategies and environment
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epresentation, warranty or statemen
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SEBI nor any other regulatory autho
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FORWARD LOOKING STATEMENTS All stat
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Term Description Company in consult
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Term Description NH National Highwa
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Lock-up The Company will not, for a
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ased in Italy that is engaged in th
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for our short-term commercial paper
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Sr. No. SUMMARY FINANCIAL INFORMATI
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REFORMATTED CONSOLIDATED BALANCE SH
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REFORMATTED CONSOLIDATED PROFIT AND
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REFORMATTED CONSOLIDATED CASH FLOW
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RISK FACTORS An investment in equit
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affect on the profit margins that w
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As the revenue structure for the SP
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of actual traffic volume. Adverse d
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esult in decreased sales of our pro
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in two or three years) of interest
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If our subsidiaries or SPVs default
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Our inability to obtain, renew or m
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As of March 31, 2009, our contingen
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on which such additional financing
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The Equity Shares are being offered
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market for our equity shares will n
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(of sale proceeds), a no objection/
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Date National Stock Exchange of Ind
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USE OF PROCEEDS The total proceeds
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Vesting Date No. Of Options Exercis
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EXCHANGE RATE INFORMATION The follo
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development phase. GIPL also offers
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during summer months and during the
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c) Revenues from providing services
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Intangible assets are amortized ove
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Guidelines, 1999 issued by Securiti
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and tax credit, if any, and compute
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Profit After Tax. Our profit after
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primarily by trade payables and wor
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and components are fluctuating base
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Development Authorities, Metro Rail
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Indian Road Network Kilometers (app
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plan will soon be presented to the
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The Airports Sector in India Indian
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An investment of about Rs.720,600.0
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China’s electricity consumption h
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Source Central State Private Total
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Overview BUSINESS We are the flagsh
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** formerly Bedi Seaport Limited GA
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flue chimneys, nuclear containment
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For certain large construction or i
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oriented services. In addition, we
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Kalwakruthy Stage-3-Lift Irrigation
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Name of SPV Revenue Model MNEL KBIC
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Ansaldo Oseberg D Offshore Platfor
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ACCAM S.p.A. Incinerator Plant: Eur
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Our Company, with its joint venture
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Board of Directors BOARD OF DIRECTO
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Name, Designation, DIN and Address
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Name, Designation, DIN and Address
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Mr. Parvez Umrigar, is a B. Com., A
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Mr. Himanshu Parikh Pursuant to a s
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Organisation Chart 98
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Name Number of Equity Shareholding
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Shareholding Pattern PRINCIPAL SHAR
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Sl. No. Name of the Shareholder Lim
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Equity Shares allotted to a QIB pur
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FIIs are permitted to participate t
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The submission of an Application Fo
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ank). The QIB will be required to d
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Placement Agreement PLACEMENT The J
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SELLING RESTRICTIONS The distributi
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the shares, debentures and units of
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TRANSFER RESTRICTIONS Purchasers of
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The exceptions to this rule are for
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equirement to publish un-audited fi
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shares are listed). Further, any pe
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agreement, within the time period m
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for compulsory dematerialised tradi
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. by crediting shares of the Compan
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(including a corporation or company
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TAXATION The information provided b
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Page 169 and 170: 8. As per Section 74 Short-term cap
Page 171 and 172: long-term capital gains. Balance lo
Page 173 and 174: LEGAL PROCEEDINGS Save as described
Page 175 and 176: lack list GIL and also its allied/s
Page 177 and 178: Index to financial statements: FINA
Page 179 and 180: Sr. No. UNAUDITED FINANCIAL RESULTS
Page 181 and 182: from the foreign currency receivabl
Page 183 and 184: 5. The financial statements of cert
Page 185 and 186: REFORMATTED CONSOLIDATED BALANCE SH
Page 187 and 188: GAMMON INDIA LIMITED REFORMATTED CO
Page 189 and 190: GAMMON INDIA LIMITED REFORMATTED CO
Page 191 and 192: GAMMON INDIA LIMITED SCHEDULES FORM
Page 197 and 198: 31.03.09 31.03.08 31.03.07 Rs.inMil
Page 201 and 202: SCHEDULE 15A SUNDRY EXPENSES INCLUD
Page 203 and 204: SCHEDULE 18 SIGNIFICANT ACCOUNTING
Page 205 and 206: 5. Research and Development Expense
Page 207 and 208: (c) Work in progress from manufactu
Page 209 and 210: Basic Earning Per Share is calculat
Page 211 and 212: For the Year 2008- 09 For the Year
Page 213 and 214: interest and voting rights in respe
Page 215 and 216: y Busi Group. By an Agreement dated
Page 217: Maritime Services Pvt. Ltd* Modern
Page 221 and 222: PVAN: Term Loans from ICICI Bank ar
Page 223 and 224: foreign exchange loss of Rs. 11.20
Page 225 and 226: In respect of some road projects co
Page 227 and 228: Net Actuarial (gain)/loss To Be Rec
Page 229 and 230: Further, during the year 2008-09, t
Page 231 and 232: 30 Gammon Sadelmi (Power Plant in S
Page 233 and 234: (c) Transactions of Oman Branch and
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Page 237 and 238: Nature of Transactions / relationsh
Page 243 and 244: Current liabilities Bank overdrafts
Page 245 and 246: Statement of recognised income and
Page 247 and 248: 5. We have estimated and checked th
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Page 253 and 254: Franco Tosi Meccanica S.p.A. 2. INC
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Page 265 and 266: Franco Tosi Meccanica S.p.A. Note 5
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Franco Tosi Meccanica S.p.A. Nota 1
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Franco Tosi Meccanica S.p.A. Note 1
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Franco Tosi Meccanica S.p.A. As pre
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Franco Tosi Meccanica S.p.A. Deprec
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To the Shareholders of Sae Power Li
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SAE POWER LINES S.R.L. Società uni
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SAE POWER LINES S.R.L. IV. Liquid a
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SAE POWER LINES S.R.L. Profit and l
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SAE POWER LINES S.R.L. Company with
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underlying formal aspects. Fixed as
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Italian Exchange Rates Office (U.I.
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Description Value Monetary revaluat
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Accounts receivable by geographical
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This item can be broken down as fol
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Description 31/12/2007 Additions De
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Accounts payable by geographical ar
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Description 31/12/2008 31/12/2007 C
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Taxes Value at 31/12/2008 Value at
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the reasonable certainty that in fu
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ISSUER Gammon India Limited REGISTE
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GAMMON INDIA LIMITED

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