OFFICE BEARERS - Karnavati Club8. Shri Ajay B Thakkar 9. Shri Ajaybhai H Patel 10. Shri Ashishkumar...

OFFICE BEARERS1. Shri Jayeshbhai H. Modi President

2. Dr. Ashish J. Desai Vice President

3. Shri Nimeshbhai D. Patel Vice President

4. Shri Rajivkumar K. Patel Vice President

5. Shri Kamlesh C. Patel Hon. Secretary

6. Shri Ketanbhai B. Patel Hon. Jt. Secretary

7. Shri Vijaykumar H. Mehta Hon. Jt. Secretary

BOARD OF DIRECTORS8. Shri Ajay B Thakkar9. Shri Ajaybhai H Patel10. Shri Ashishkumar C Amin11. Shri Amrish J Patel12. Shri Bhaveshkumar K Patel13. Shri Bhavesh C Vaghasia14. Shri Dhaval M Barot

BANKERS YES BANKC G Road, Ahmedabad

VIJAYA BANKIndustrial Finance Branch, Ahmedabad.

HDFC BANK LIMITEDIscon Park, Jodhpur Cross Roads,Ahmedabad.

AUDITORSStatutory Auditors - M/s. DGSM & Co. Chartered Accountants Ahmedabad

Internal Autidtors - Ingit Modi & Associates. Chartered Accountants Ahmedabad.

CONSULTING COMPANY SECRETARIESM.C.Gupta & Co.Company SecretariesAhmedabad

15. Shri Hasmukh G Shah (Gafabhai)16. Shri Hitendrakumar B Patel17. Shri Jayantilal M Jakasania18. Shri Manoj R Patel19. Shri Manojkumar T Patel20. Shri Naginbhai G Patel21. Shri Nilesh R Desai22. Shri Niki Ashokhbhai Patel23. Shri Paresh N Talati24. Shri Paresh N Patel25. Shri Prashant J Shah26. Shri Rajesh N Gandhi27. Shri Rakeshkumar M Patel28. Shri Ronak R Jobaliya 29. Shri Satish S Shah30. Smt. Silva Virendrabhai Patel31. Shri Viralkumar G Patel

CO-OPTED DIRECTOR32. Shri Anil K Patel33. Shri Bhalabhai C Patel34. Shri Jagdishchandra B Patel35. Shri Sanjay R Gandhi36. Shri Trilokbhai R Parikh

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Karnavati Club Limited~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

: REGISTERED OFFICE :

Karnavati Club LimitedCIN:U92410GJ1989GAP012192

Regd. Office: Gandhi Nagar-Sarkhej Highway, Near Mahmadpura, Ahmedabad � 380058 (Gujarat-INDIA)Email: [email protected], [email protected], Website: www.karnavaticlub.com

Phone: +91-79-26926060, 26929090, 26927591, 26926013, 26928960, 26928273

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Annual Report 2017-18~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

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NOTICE OF THE 29TH ANNUAL GENERAL MEETING

NOTICE is hereby given that Twenty Ninth Annual General Meeting of the members of the Club will be held on Monday, the 20th day of August, 2018 at 10.00 a.m. at Golden Glory Hall of the Club situated at Gandhinagar- Sarkhej Highway, Nr. Mahmadpura, Ahmedabad -380 058 to transact the following business:

ORDINARY BUSINESS:

1 To receive, consider and adopt the Audited Financial Statements of the Club for the financial year ended 31st March, 2018, and the Reports of the Board of Directors and the Auditors thereon.

2 TO RATIFY THE APPOINTMENT OF STATUTORY AUDITORS

To consider and if thought fit to pass with or without modification, the following resolution as Ordinary resolution:

�RESOLVED THAT pursuant to amendment to Section 139 of the Companies Act, 2013, effective from 7th May, 2018, the consent of the company be and is hereby accorded to delete the requirement of ratification of appointment of M/s DGSM & Co., Chartered Accountants, Ahmedabad (FRN: 106980W) as Statutory Auditor of the Company at every Annual General Meeting from the resolution passed at the 27th Annual General Meeting held on 29th September, 2016.�

3 TO APPOINT THROUGH ELECTION 10 DIRECTORS AT THE ENSUING ANNUAL GENERAL MEETING IN PLACE OF THE FOLLOWING DIRECTORS WHO ARE LIABLE TO RETIRE BY ROTATION AT THE 29TH ANNUAL GENERAL MEETING:

i. To appoint a Director in place of Shri Ashish J Desai (DIN:01556047) who retires by rotation in terms of Section 152(6) of The Companies Act, 2013 and, being eligible, offers himself for re-appointment.

ii. To appoint a Director in place of Shri Jayantilal Mahadevbhai Jakasania (DIN: 00872077) who retires by rotation in terms of Section 152(6) of The Companies Act, 2013 and, being eligible, offers himself for re-appointment.

iii. To appoint a Director in place of Shri Kamlesh C Patel (DIN:00405074) who retires by rotation in terms of Section 152(6) of The Companies Act, 2013 and, being eligible, offers himself for re-appointment.

iv. To appoint a Director in place of Shri Manojkumar Tanukumar Patel (DIN: 01683393) who retires by rotation in terms of Section 152(6) of The Companies Act, 2013 and, being eligible, offers himself for re-appointment.

v. To appoint a Director in place of Shri Paresh N. Talati (DIN:00156422), who retires by rotation in terms of Section 152(6) of The Companies Act, 2013 and, being eligible, offers himself for re-appointment.

vi. To appoint a Director in place of Shri Rajesh Navinchandra Gandhi (DIN: 07255585) who retires by rotation in terms of Section 152(6) of The Companies Act, 2013 and, being eligible, offers himself for re-appointment.

vii. To appoint a Director in place of Shri Rajivkumar K. Patel (DIN:00490629) who retires by rotation in terms of Section 152(6) of The Companies Act, 2013 and, being eligible, offers himself for re-appointment.

viii. To appoint a Director in place of Shri Rakeshkumar M Patel (DIN: 01481615), who retires by rotation in terms of Section 152(6) of The Companies Act, 2013 and, being eligible, offers himself for re-appointment.

ix. To appoint a Director in place of Shri Ronak R. Jobaliya (DIN:01992536) who retires by rotation in terms of Section 152(6) of The Companies Act, 2013 and, being eligible, offers himself for re-appointment.

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x. To appoint a Director in place of Shri Viral Gautambhai Patel (DIN: 01751082) who retires by rotation in terms of Section 152(6) of The Companies Act, 2013 and, being eligible, offers himself for re-appointment.

SPECIAL BUSINESS:

4 ALTERATION IN ARTICLES OF ASSOCIATION:

To consider and if thought fit, to pass with or without modification(s), the following Resolution as a Special Resolution:

(i) Article 18 of Articles of Association of the Company be and is hereby altered by replacing the existing article by the new article as under:

18. SPOUSE MEMBER:

(i) In cases, where the member has died on or after 4th March, 2016, the Spouse of such deceased Member, on an application, may be admitted as Ordinary member of the Club, on clearance of outstanding dues, if any, of the deceased member.

(ii) In case of death of a member prior to 4th March, 2016, the Spouse of the deceased member shall be eligible, on clearance of outstanding dues, if any, of the deceased member, to enrol as Spouse Member and also their children as Ordinary member of the Club on payment of the fee prevailing at the time of admission under such category. However, such Spouse Members shall not be entitled for ordinary Club membership.

Provided that a spouse of a deceased member, who has re-married shall not have eligibility under Clause (ii) above.

(iii) The Board of Directors shall have absolute discretion, without assigning any reason, to accept or reject any application under this article.

(ii) Article 19 of Articles of Association of the Company be and is hereby altered by replacing the existing article by the new article as under:

19. TRANSFER OF MEMBERSHIP:

(i) An Ordinary or Life Member may transfer his/ her membership to a person, who is relative as defined under Section 2(77) of the Companies Act, 2013, on payment of such transfer fee as may be decided by the Board of Directors of the Club from time to time.

(ii) A member shall not be entitled to transfer his/ her membership for a period of 1 year from the date of his/ her becoming the member.

(iii) In case of Children category membership, the transfer shall not be allowed for a period of 1 year from such membership or till attaining the age of 21 years, whichever is later.

(iv) A Member who has transferred his/ her membership shall not be eligible for enrolment as a Club member for a period of 3 years from the date of such transfer. Such person shall not be eligible at any time for any concessional category of membership like Children category membership etc.

(v) A member may transfer his/ her membership to a person also, who is not a relative under the provisions of Section 2(77) of the Companies Act, 2013, on such terms and conditions as may be prescribed by the club from time to time.


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(vi) The fee and all other terms and conditions under this Article may be decided by the Board from time to time.

(vii) The Board of Directors shall have absolute discretion, without assigning any reason, to accept or reject any application under this article.

5 TO GIVE POWER TO BOARD FOR MAKING DONATION

To consider and if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution:

�RESOLVED THAT pursuant to Section 181 and other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modification(s) or re-enactment thereof for the time being in force), consent of the members be and is hereby accorded- to the Board of Directors. of the Company (hereinafter referred to as �the board' which shall deem to include any committees thereof) to contribute to national, charitable, social, benevolent, public or general and other funds., Institutions, hospitals, trusts, entities not directly relating to business of the Company or the welfare of its employee. Provided that the aggregate amount of contribution to such funds in a financial year shall not exceed the limits as set out in Section 181 or a sum of Rs. 50,00,000 /- (Rupees Fifty Lakhs Only), whichever is higher."

RESOLVED FURTHER THAT the donation of Rs 30,50,000/- (Rupees Thirty Lakhs Fifty Thousand Only) given by the club to Chief Minister Relief Fund in the Financial Year 2017-18 to support the flood affected people at Dhanera (Banaskantha District) be and is here by ratified."

Registered. Office: By Order of Board of Directors,Gandhinagar- Sarkhej Highway, Nr. Mahmadpura, Jayesh H ModiAhmedabad -380 058 President

thDate: 17 July, 2018 DIN NO.06757393

Annual Report 2017-18~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

NOTES:

1. A MEMBER IS NOT ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF AT THE ANNUAL GENERAL MEETING.

2. The Explanatory Statement as required under Section 102 of the Companies Act, 2013 in respect of business set out under item no. 4 and item no. 5 of the Notice is annexed hereto and forms part of the Notice.

3. Members who wish to ask any questions in connection with accounts are requested to send the same in writing to President not later than 10th August, 2018 in order that full information may be given.

4. Members are requested to bring their copy of the Annual Report along with them at the General Meeting, as the practice of giving copies of the Report at the Annual General Meeting has been discontinued as a cost conservation measure.

5. Since 10 Directors are retiring in 29th General Meeting, voting is being conducted through single poll process.

6. A member, who had updated his KYC with the Club, only shall be entitled to avail the facility of remote e-voting.

7. CDSL will provide user ID and password directly to the members, who have registered their email ID with the Club.

8. The facility for voting, either through ballot or polling paper shall be made available at the meeting and members attending the meeting who have not already cast their vote by remote e-voting shall be able to exercise their right at the meeting.

9. The members who would have appended their signature to the attendance Register kept at the meeting venue during continuance of the meeting shall only be eligible to participate in the Ballot/ poll process.

10. The Member who has cast his vote by remote e-voting prior to the meeting may also attend the meeting but shall not be entitled to cast his vote again.

11. The members cannot exercise their right to vote partially by remote e voting and partially by voting through ballot by remaining present physically at the EGM. The members can choose any one mode of voting for exercising their right to vote for all the resolutions.

12. The Company has appointed Mr. Mahesh C Gupta, Company Secretary and Mr. Sunil H Talati, Chartered Accountant, Ahmedabad who in the opinion of the Company are duly qualified persons, as scrutinizers, who will conduct the electronic voting process in a fair and transparent manner. (1) Mr. Trilok R. Parikh, (2) Mr. Bhalabhai C. Patel, and (3) Advocate. Ajitsinh Jadeja is appointed as a General Scrutinizer for Election process. Hon�ble Justice (Retd.) P. B. Majmudar is appointed as a General Observer for the overall election procedure. The Scrutinizer shall, immediately after the conclusion of voting at the Annual General Meeting, first count the vote cast at the meeting, thereafter unblock the votes cast through remote e-voting in the presence of atleast two witnesses not in the employment of the Company and make, not letter than three days of conclusion of the meeting, a consolidated scrutinizer�s report of the votes cast in favour or against, if any, to the Chairman or a Person authorized by him in writing, who shall countersign the same and shall declare the result of the voting forthwith.

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13. The result declared along with the report of the scrutinizers shall be placed on the website of the Club, if any and on the website of the agency immediately after the result is declared by the Company.

14. In terms of provisions of Section 107 of the Companies Act, 2013, since the Company is providing the facility of e-voting to the members, there shall be no voting by show of hands at the Annual General Meeting. The Members who will be physically present at the Annual General Meeting shall be provided with Ballot/ polling papers to cast their votes at the meeting.

15. Voting through electronic means

A. In compliance with provisions of Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Amendment Rules, 2015, the Club is pleased to offer e-voting facility as an option to all the Members. The Club has entered into an agreement with Central Depository Services (India) Ltd. (CDSL) for facilitating e-voting to enable the Members to exercise their right to vote at the Annual General Meeting (AGM) by electronic means and the business may be transacted through e-Voting Services provided by CDSL.

B. The facility for voting, either through electronic voting system or ballot or polling paper shall also available at the meeting to facilitate to the members who have not cast their vote by remote e-voting prior to the meeting.

C. Members who cast their vote by remote e-voting prior to the meeting may also attend the meeting but shall not be entitled to cast their vote again at the meeting.

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

i. The voting period begins on Friday, the 17th August, 2018 at 9.00 a.m. and ends on Sunday, the 19th August, 2018 at 5.00 p.m. During this period members or the Corporate, whose name is recorded in the Register of Members, as on the cut-off date i.e. 13th August, 2018 only shall be entitled to cast their vote electronically. The e-voting module shall be disabled for voting thereafter.

ii. The members who have cast their vote by remote e-voting may also attend the Meeting but shall not be entitled to cast their vote again.

iii. The Members should log on to the e-voting website .www.evotingindia.com

iv. Click on Shareholders.

v. Now Enter your User ID provided to you along with the notice for this Annual General Meeting.

vi. Next enter the Image Verification as displayed and Click on Login.

vii. Enter your password to be used provided to you along with the notice for this Annual General Meeting.

viii. After entering these details appropriately, click on �SUBMIT� tab.

ix. Click on the EVSN of <Company Name> on which you choose to vote.

x. On the voting page, you will see �RESOLUTION DESCRIPTION� and against the same the option �YES/NO� for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.

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xi. Click on the �RESOLUTIONS FILE LINK� if you wish to view the entire Resolution details.

xii. After selecting the resolution, you have decided to vote on, click on �SUBMIT�. A confirmation box will be displayed. If you wish to confirm your vote, click on �OK�, else to change your vote, click on �CANCEL� and accordingly modify your vote.

xiii. Once you �CONFIRM� your vote on the resolution, you will not be allowed to modify your vote.

xiv. You can also take out print of the voting done by you by clicking on �Click here to print� option on the Voting page.

xv. In case you have any queries or issues regarding e-voting, write an email to [email protected]

16. A member, who has not obtained the I-Card - Smart Card, may obtain the same from the office of the club at the earliest. I-Card - Smart Card is compulsory for voting in the Annual General Meeting.

KARNAVATI CLUB LIMITEDCIN : U92410GJ1989GAP012192

Regd. Office: Gandhi Nagar-Sarkhej Highway, Near Mahmadpura, Ahmedabad � 380058 (Gujarat-INDIA)Website: www.karnavaticlub.com Email: , [email protected]@karnavaticlub.com

Phone: +91-79-26926060, 26929090, 26927591, 26926013, 26928960, 26928273

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EXPLANATORY STATEMENTStatement pursuant to Section 102 of the Companies Act, 2013.

ITEM NO. 4

The new set of Articles of Association (�AOA�) in consonance with the provisions of the Companies Act, 2013 was adopted by the members at the Extra Ordinary General meeting held on 4th March, 2016.The said Articles of Association was further altered at the 27th and 28th Annual General Meetings of the members of the company held on 29th September, 2016 and 16th September, 2017.

Pursuant to Article 18 of the Articles of Association, a spouse of a deceased member is entitled to make an application for Ordinary membership of the club within the prescribed time limit. The Board of Directors of the Company in its meeting held on 17th July, 2018 decided to seek approval of the members to have explicit provisions for Spouse Membership in Article 18 and Transfer of Membership under Article 19.

None of the Director and Key Managerial Personnel of the Company or their relatives may be deemed to be concerned or interested, financially or otherwise, in the resolution set out at item no. 4 of the accompanying notice.

The Board commends passing of the resolutions et out at item no. 4 of the accompanying Notice for your approval by way of Special Resolution.

A Copy of the existing Articles of Association of the Company is available for inspection by any member between 11.00 a.m. and 1.00 p.m. on any working day up to the date of ensuing Annual General Meeting of the Company.

ITEM NO. 5

Under Section 181 of the Companies Act, 2013, the Board of Directors of the Company may contribute to each charitable and other fund, provided that prior permission of the Members is required for such contributions during a financial year if it exceeds five percent of its average net profits for the three immediately preceding financial years. The approval of the Members is being sought pursuant to Section 181 of the Act, for Authorising the Board of Directors of the Company to make contributions to national, charitable, social, benevolent, public or general and other funds, institutions, hospitals, trusts, entities not directly relating to business of the company or the welfare of its employees in a financial year, if exceeding five percent of the Company's average net profits for the immediately preceding three financial years subject to a limit of Rs. 50,00,000/- (Rupees Fifty Lakhs Only).

The Company has given a donation of Rs 30,50,000/- (Rupees Thirty Lakhs Fifty Thousand Only) to the Chief Minister Relief Fund during the year 2017-2018 your approval is being sought to the donation so given to support the affected people at Dhanera (Banashkatha Dist.) to noble cause. flood

None of the Director and Key Managerial Personnel of the Company or their relatives may be deemed to be concerned or interested, financially or otherwise, in the resolution set out at item no. 5 of the accompanying notice.

The Board commends passing of the resolutions set out at item no. 5 of the accompanying Notice for your approval by way of Ordinary Resolution.

Registered. Office: By Order of Board of Directors,Gandhinagar- Sarkhej Highway, Nr. Mahmadpura, Jayesh H ModiAhmedabad -380 058 President

thDate: 17 July, 2018 DIN NO.06757393

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Annual Report of the Board of Directors

Dear Members,

It is our great pleasure to present before you the performance report of our Club with the 29th Annual Report of our Club, together with the Audited Statement of Accounts for the 12 months period from 1st April, 2017 to the period ended on 31st March, 2018.

The Club management has successfully completed various development works. The management has a long vision and to meet the requirement and comfort of the members continue to undertake new facilities and amenities as also make improvements to the existing facilities to provide best unique services in all respect. It is a fact that our club has achieved a pivotal position among the best clubs not only in Ahmedabad and Gujarat but in India also as well as it has acclaimed credit at the International level also. All these achievements were possible because of the unstinted support and cooperation from the members.

On behalf of the Board of Directors of Karnavati Club Limited, I am glad to report that with the best facilities available in the club, the flow of members in each activity and programme has increased tremendously and we are very happy to cater to the needs of the members in the best possible way.

FINANCIAL SUMMERY /HIGHLIGHTS

The annual accounts for the year 2017-2018 duly audited are hereby presented. The Board of Directors are pleased with the overall improvement of the activities of the club which are briefly reflected in the following:

(Rs.in lacs)

Item Year Period 01/04/2017 to 01/04/2016 to 31/03/2018 31/03/2017 (12 Months) (12 Months)

Capital Reserves 22532.99 19148.43

Fixed Assets

(Gross Block) 7492.93 7411.70

Income 2243.69 1562.99

Expenditure (Without Depreciation) 1844.56 1176.86

Depreciation 439.52 452.49

Exceptional Item 53.63 0.01

Profit / (Loss) for the Period (94.01) (66.37)

MEMBERSHIP

Life membership in all categories was closed from 1st July,1999. The present entrance fees for various categories are as under:

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Ordinary : Rs. 11,00,000/-

NRI Ordinary : US$ 15,000

Institutional (Ordinary) : Rs. 30,00,000/- (2 nominees)

Relative Category (under Income Tax) : Rs. 10,00,000/-

Transfer Membership : Rs. 2,00,000/-

Blood relation Transfer : Rs. 25,000/-

Members' Children : Rs. 6,00,000/-

Spouse : Rs. 1500/- (before 04/03/2016)

Spouse of a deceased member (died on or after 04/03/2016) is eligible for Ordinary membership of the club. The Article of Association are proposed to be altered in such a way that the spouse of a deceased member who has died prior to 4th March, 2016 gets Spouse membership and also Ordinary Membership entitlement to more than one child. The provision of Articles relating to transfer of membership are also proposed to be streamlined by proposing the alteration in Article 19 of the Articles of Association at the 29th Annual General Meeting.

All Ordinary Members are required to remit the prevalent annual fee on or before 30th of April every year. All Life Members are required to remit the prevalent Environment Charge on or before 30th of April every year. Late fee is applicable for non-payment of Annual Fee/Environment Charges by 30th April. Late fee is applicable for non-payment of Annual Fee/ Environment Charges by 30th April.

Those Indian Origin, who are residing abroad are now eligible for membership under NRI Ordinary Membership of the club on production of required documents along with application form.

COMPANY'S AFFAIRS:

The affairs of the Club were satisfactory. During the year under review, the Club has generated Cash Profit of Rs. 399.13 Lakhs. After depreciation, the Club has suffered net loss of Rs. 94.01 Lakhs.

CHANGE IN THE NATURE OF BUSINESS:

During the year under review, there was no change in the nature of business of the Company.

EXTRACT OF THE ANNUAL RETURN:

The Extract of Annual Return, pursuant to Section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014 as on the financial year ended on March 31, 2018 is annexed after the Director's Report and forms a part of this Report.

MEETINGS:

During the financial 2017-18, 7 (Seven) Board Meetings were convened and held. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

DIRECTORS:

Shri Nimeshbhai D Patel, Shri Niki A Patel and Smt. Silva V Patel were appointed as directors at the 28th Annual General Meeting held on 16th September, 2017.

Shri Anil K Patel, Shri Bhalabhai C Patel, Shri Jagdishchandra B Patel, Shri Sanjay R Gandhi and Shri Trilokbhai R Parikh were appointed as Additional Directors under Co-option, with effect from 16th September, 2017 and hold office upto the date of the ensuing Annual General Meeting.

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Shri Narsinhbhai G Patel had resigned as a director with effect from 4th January, 2018 and Shri Rakesh M Patel had been appointed as a director of the company in casual vacancy caused by resignation of Shri Narsinhbhai G. Patel with effect from 16th January, 2018. The Board places on records its appreciation for the services rendered by Shri Narsinhbhai G. Patel as a director of the company since inception of the Club.

Shri Ashish J Desai, Shri Jayantilal Mahadevbhai Jakasania, Shri Kamlesh C Patel, Shri Manojkumar Tanukumar Patel, Shri Paresh N. Talati, Shri Rajesh Navinchandra Gandhi, Shri Rajivkumar K. Patel, Shri Rakeshkumar M Patel, Shri Ronak R. Jobaliya and Shri Viral Gautambhai Patel are due to retire by rotation at ensuing Annual General Meeting and the retiring positions shall be filled up through election process.

DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to Section 134(5) of the Companies Act, 2013, the Directors confirm that:

1) In the preparation of the annual accounts, the applicable Accounting Standards have been followed.

2) Appropriate accounting policies have been selected and applied consistently and have made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2018 and of the loss of the Company for the period 1st April 2017 to March 31, 2018;

3) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

4) The annual accounts have been prepared on a going concern basis.

5) The directors had devised proper systems to ensure compliance with the provisions of all applicable law and that such systems were adequate and operating efficiently.

ACTIVITIES & FACILITIES:

The following facilities and amenities are available at our club:

SPORTS ACTIVITIES

TENNIS

A.C. BADMINTON COURT

A.C. TABLE TENNIS

A. C. SQUASH COURT

A. C. BILLIARD

WATER RIDES NEAR SWIMMING POOL

WAVE POOL, WATER RIDES & TODDLER POOL

CHILDREN AMUSEMENT PARK

VOLLEY BALL

FOOT BALL

JOGGING TRACK

AEROBICS

AQUA AEROBICS

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A.C CARD ROOM

KERALA SPA

NEWLY RENOVATED HEALTH CLUB

CATERING SERVICES

NEWLY RENOVATED MASALA DOWN TOWN (OLD NAME:- SHATRANJ) A.C. PUNJABI RESTAURANT

NEWLY RENOVATED A.C. SIDE WALK CAFÉ - COFFEE SHOP

A.C. TROPICANA

A.C. SARBHARA DINING HALL

FOOD COURT

BAKERY

OTHER FACILITIES

RESIDENTIAL ROOMS WITH FREE WIFI AND ONLINE BOOKING

BANQUET HALL

CLUB LAWN

A.C MARRIAGE HALL

GOLDEN GLORY HALL

BOARD ROOM

EXHIBITION HALL

T.V. ROOM

OPEN AIR THEATRE

MINI HOME THEATRE

LIBRARY

CLOSE CIRCUIT CAMERA AND TV

WEBSITE/EMAIL & S.M.S. FACILITIES

WI FI ZONE AT KARNAVATI CLUB

DOG SQUAD

EYE CATHER'S BEAUTY PARLOUR

FLOWER SHOP

ELEVATOR

GANESH MANDIR

CAFÉ GALLERIA

JOOST JUICE CENTRE

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ROOF TOP SOLAR SYSTEM

WIND MILL FARM

NEWLY RENOVATED MINI CONFERENCE ROOM

PAVER BLOCKS IN PARKING

NEWLY RENOVATED EDUCAFE

360 VIRTUAL TOUR ON GOOGLE + WEBSITE AND 360 & VIDEO IN YOUTUBE

STATUTORY AUDITORS

M/s. DGSM & Co., Chartered Accountants, Ahmedabad were appointed as Statutory Auditors of the Club for period of three years from the conclusion of the 27th Annual General Meeting till 30th Annual General Meeting of the Club in the casual vacancy, subject to ratification of their appointment every year. As the Section 139(1) of the Companies Act, 2013 has been amended and the provision relating to ratification has been deleted, the resolution for their ratification is not placed before the Annual General Meeting. However a resolution seeking approval of the Members for deletion of such requirement is being sought at the 29th Annual General Meeting.

EXPLANATION ON REMARKS IN AUDITOR'S REPORT PURSUANT TO SECTION 134(3)(f)(i) OF THE COMPANIES ACT. 2013

Notes Forming Part of Accounts in the Auditor's Report of M/s. DGSM & Co., Chartered Accountants are self-explanatory. The Statutory Auditors of the Company remarks/qualified Note no. 21 of notes forming part of accounts of the Financial Statements is self explanatory. About uncertain future liability that may arise in the matter of Golden Glory Hall constructed in the Land admeasuring 10013 Sq. Mtrs. The Hon'ble High Court of Gujarat vide its order dated 11.05.2018, dismissed R/Special Civil Application No. 9503 of 2007, with Civil Application No. 1 of 2007 with R/Special Application No. 8294 of 2007 with R/Writ Petition (PIL) No. 158 of 2012 on 11th May, 2018 due to devoid of merit, as the respondent state has already taken a decision to regularize the possession of the Club on Golden Glory hall Land for which Rs. 20 crores have already deposited by the Club with the State Government. The land for Golden Glory Hall is subject to decision by the state and subject matter of petition in Special Civil Application No. 4890 of 2014, pending before the Hon. High court of Gujarat.

With regard to the constructed Sport Complex, the Sport Complex was constructed without getting the plans approved by the concerned authorities. As such, said Sport Complex had been sealed by the Ahmedabad Municipal Corporation. The Club is taking necessary permission/approval to regularize the same.

The company is incurring net deficit though there is a cash surplus in all the years. Hence there is no risk of continuity to the Club.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The Club has not given loan and guarantee. However, in the earlier years, the surplus balance has been invested in debt funds. The total investment in the debt funds on 31st March, 2018 is Rs. 37.28 Crores.

RELATED PARTY TRANSACTIONS:

The detailed particulars of Contracts or Arrangements with related parties, pursuant to Clause (h) of Sub-Section (3) of Section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014 as on the financial year ended on March 31, 2018 is annexed after the Director's Report and forms a part of this Report.

FUND TRANSFER TO RESERVE:

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13

The membership fees amounting to Rs. 33.84 Crores received during the year is transferred to Capital Reserves. As on 31st March, 2018, the outstanding balance of Capital Reserves is Rs. 225.32 Crores.

The Net loss of Rs. 0.94 Crore is transferred to Profit and Loss Account. As on 31st March, 2018, the outstanding balance of Net loss is Rs. 31.12 Crores. Thus, the net balance of reserves and surplus is Rs. 194.20 Crores.

CORPORATE SOCIAL RESPONSIBILITY:

The net worth of the Club is less than Rs.500 crores, the turnover of the Club is less than Rs.1000 crores and the net profit of the company is less then Rs.5 crores. Hence the club is not liable to develop and implement policy on corporate social responsibility.

SAFETY OF WOMEN EMPLOYEE:

As per the requirement of The Sexual Harassment Policy for women at workplace (Prevention, Prohibition & Redressal) Act, 2013 and rules are made accordingly. The Club has women employee in the organization but till date there has been no instance raised by any women employee, hence no need to constitute any committee for the same.

MATERIAL CHANGES AND COMMITMENTS:

There were no material changes and commitments which is affecting the financial position of the company which has occurred between the end of the financial year of the company to which the financial statements relate and the date of the report.

PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The club is not engaged in any manufacturing activity and hence the particulars regarding conservation of energy, technology absorption and foreign exchange earnings and outgo are nil.

BUSINESS RISK MANAGEMENT:

The Company is at risk with regard to the Land admeasuring 10013 sq. mtrs out of the total land of 43659.51 sq. mtrs which is vested in the State Government which is required to be regularized by the State Government. Ad-interim relief is granted by the Hon'ble Gujarat High Court by passing of order dated 20.02.2013 in response to the Special Civil Application filed (1969/2013). The Hon'ble Gujarat High Court vide order dated 05.12.2013 has directed to the State Government for regularization of land. Accordingly, the State Government has valued the said land at Rs. 1,01,600/- per sq. mtr which shall be calculated at 2.5 times which comes to Rs. 254,33,02,000/-. The Hon'ble High Court of Gujarat vide its order dated 11.05.2018, dismissed R/Special Civil Application No. 9503 of 2007, with Civil Application No. 1 of 2007 with R/Special Application No. 8294 of 2007 with R/Writ Petition (PIL) No. 158 of 2012 on 11th May, 2018 due to devoid of merit, as the respondent state has already taken a decision to regularize the possession of the Club on Golden Glory hall Land for which Rs. 20 crores have already deposited by the Club with the State Government. The land for Golden Glory Hall is subject to decision by the state and subject matter of petition in Special Civil Application No. 4890 of 2014, pending before the Hon. High court of Gujarat.

It is difficult to ascertain the amount that would require to be paid by the Company or the status of the land as the matter is sub-judice. However, the Company is at risk so far as the land admeasuring 10,013 sq.mtrs is concerned.

The Company has constructed Sport Complex at the cost of Rs. 4,17,13,732/-. The said Sport Complex was

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14

constructed without getting the plans approved by the concerned authorities. As such, said Sport Complex had been sealed by the Ahmedabad Municipal Corporation.

PARTICULARS OF EMPLOYEES UNDER RULE 5(2) OF THE COMPANIES (APPOINTMENT & REMUNERATION OF MANAGERIAL PERSONAL) RULES, 2014

There was no employee, who was in receipt of remuneration exceeding Rs.1,02,00,000/- per annum or Rs.8,50,000/- per month, if employed for part of the year.

DEPOSIT:

The Company has not accepted any Deposits from the public falling within the ambit of section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS or TRIBUNALS:

STATUS OF VARIOUS MATTERS OF KARNAVATI CLUB LTD. PENDING BEFORE THE VARIOUS TRIAL COURT, HIGH COURT, CIVIL COURT MIRZAPUR (RURAL) COURT AS ON 31/3/2018.

HON'BLE ADDL. SENIOR CIVIL JUDGE COURT AT MIRZAPUR (RURAL) � AHMEDABAD

Sr. NAME OF CASE NO PARTIES LIST OF STATUS No COURT NAME THE MATTER 1. MIRZAPUR REGULAR PLAINTIFF : The suit is filed FOR HEARING COURT CIVIL SUIT challenging the OF SECTION 8 NO 786/2013 KETAN various Articles APPLICATION BABULAL of Association OF PATEL pertaining to ARBITRATION VERSUS provision for AND DEFENDANT: nominating more CONCILIATION KARNAVATI than one nominee, ACT, 1996 CLUB LTD. equal voting rights of nominee of the Club, declaring nominee vacancies as illegal and

injunction against alteration of Article 46 of the Article of Association and injunction in participating in the

election dated 23.12.2013.

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15

2 City Civil Civil Suit Plaintiff : Suit By Club Hearing On Court No.2591/ Karnavati Challenging Injunction Pending In 2008 Club Ltd. Notices Application Civil Board West Zone Versus Notice Issued 23.08.2018 Department Defendant 1: Under Ahmedabad Section 260 Municipal Of The Bpmc Corporation Act For Defendant 2: Alleged Illegal The Town Construction Development Near The Officer New Swimming Pool Area.

STATUS OF VARIOUS MATTERS PENDING BEFORE THE HON'BLE HIGH COURT OF GUJARAT

SR. NAME OF CASE NO, YEAR PRAYER OF THE CASE STATUS NO. COURT AND NAME OF THE PARTY

1. Honourable SCA/1969/2013 Challenging and setting aside the Pending Ms.justice Bela Karnavati Club v/s valuation of Rs. 76 crores (approx) M. Trivedi State of Gujarat determined and the state government for regularizing the construction and possession of the land. Honorable court diverted to re determine the valuation. (to be heard with below mentioned matter).

2. Honourable SCA/4890/2014 The state government permits to the Pending Mr.justice Karnavati Club v/s order panel in SCA/1969/2013, re N.v. Anjaria State of Gujarat determined the valuation of the land which comes to Rs 1,01,600/- per sq meters which comes to approximately 253 crores � government stayed the said valuation.

3. HON. SCA/11963/2015 Karnavati Sports & Recreation Club Pending MR. JUSTICE Ltd. vs. AMC & Ors. Challenging and A.J.SHASHTRI setting aside the order dt. 17.7.2015 to pull down the Sports Complex within 3 days situated at Rev. Survey No.756/4 of allotted F.P. No.772 and to declare all actions of Respondents under Section 260 of the Gujarat Provincial Municipal Corporation Act, 1949 as bad in law and without authority.

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DONATION TO FLOOD AFFECTED PEOPLE:

As you are aware that in the last monsoon, one of the worst flood affected state was Gujarat. Our Club believes in its responsibility to extend support to the flood affected people of Gujarat. Office bearers of our Club visited Dhanera (Banaskantha District) and handed over a cheque worth Rs. 30.50 Lakhs to Chief Minister�s Relief Fund for the flood victims.

INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY:

The Club has appointed M/s. Ingit Modi & Co., Chartered Accountants, Ahmedabad as Internal Auditors of the Company, who is carrying out the Internal Audit of the Club on monthly basis. Internal Auditors are checking all the major area of operations and day to day activities of the Club.

APPRECIATION

I am grateful to all those who have been responsible for the success in my efforts, to give a new look and a change in Club's activities and for whatsoever achievements till date.

I record my appreciation and gratitude to each member of the Club for the love and affection shown to me in abundance during the year. My sincere thanks to all the members of Managing Committee, Co-opted Members and special invitees who whole-heartedly gave their support, co-operation and extending their valuable time in executing and implementing the development works and organizing various new and interesting programmes which attracted and overwhelming response from the members.

I also express my gratitude to all staff members, Managers and Officers, who have worked hard and sincerely during the year.

To my fellow members, I say with all humility, that I have tried to discharge my responsibility to the best of my ability and I hope, I have been able to justify the confidence, which you had reposed in me. I will feel satisfied if it gives the members of the Club a sense of joy and satisfaction in seeing the growth that has taken place in the Club, and sense of eager expectation for further development in activities, programmes and services.

For and on Behalf of the Board of Directors

Registered. Office: By Order of Board of Directors,

Gandhinagar- Sarkhej Highway,

Nr. Mahmadpura, Jayesh H Modi

Ahmedabad -380 058 Presidentth Date: 17 July, 2018 DIN NO.06757393


17

ANNEXURE TO DIRECTORS' REPORT

I. EXTRACT OF ANNUAL RETURN - (AS ON THE FINANCIAL YEAR ENDED ON MARCH 31, 2018)(MGT-9)

Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, the extract of Annual Return is as under:

I. REGISTRATION AND OTHER DETAILS:

i) CIN: - U92410GJ1989GAP012192

ii) Registration Date: 03/05/1989

iii) Name of the Company: KARNAVATI CLUB LIMITED

iv) Category / Sub-Category of the Company: Company Limited by Guarantee/ Guarantee and association Company

v) Address of the Registered office and contact details: Gandhinagar-Sarkhej Highway, Near Mahmadpura, Ahmedabad - 380058 (Gujarat-INDIA), Tel. 079-26926060, 26929090, 26926013, Fax.079-26929748, Email:[email protected], Website: www.karnavaticlub.com

vi) Whether listed company: No

vii) Name, Address and Contact details of Registrar and Transfer Agent, if any: None

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10 % or more of the total turnover of the company shall be stated: -

Sr. Name and Description of NIC Code of the % to total turnover of No. main products/services Product/service the company

1 Club & Association Service ' 00440322 42.31 %

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES �

Sr. Name and cin/gln holding/ % of shares Applicable no address of the subsidiary/ held company associate

NONE

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)

The Club is a public company, limited by guarantee as such the requirement for furnishing the details relating to (i) Category-wise Share Holding, (ii) Shareholding of Promoters, (iii) Change in Promoters' Shareholding (please specify, if there is no change), (iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs) (v) Shareholding of Directors and Key Managerial Personnel is not applicable and as such not given.

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V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due for payment

� � Secured Unsecured Deposits Total Loans Loans Indebtedness excluding deposits

Indebtedness at the beginning of the financial year i) Principal Amount

ii) Interest due but not paid

iii) Interest accrued but not due NIL

Total (i+ii+iii) NIL

Change in Indebtedness during the financial year

· Addition

· Reduction NIL

Net Change NIL

Indebtedness at the end of the financial year

i) Principal Amount



Total (i+ii+iii)

Change in Indebtedness during the financial year

· Addition

· Reduction NIL

Net Change NIL

Indebtedness at the end of the financial year

i) Principal Amount



Total (i+ii+iii) NIL

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19

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

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

Sl. Particulars of Remuneration Name of MD/WTD/ Manager Total no. Amount

1 Gross salary There are no Managing Director, Whole-time Directors

(a) Salary as per provisions contained and/or Manager. However, Office Bearers of the Club in section 17(1) of the Income-tax i.e. Chairman, President, Vice President, Hon. Act, 1961 Secretary, Hon. Jt. Secretary, Hon. Treasurer manages the affairs of the Club. They are not drawing

(b) Value of perquisites u/s 17(2) any remuneration. Income-tax Act, 1961

(c) Profits in lieu of salary under section 17(3) Income-tax Act, 1961

2 Stock Option

3 Sweat Equity

4 Commission

- as % of profit

- others, specify�

5 Others, please specify

Total (A)

Ceiling as per the Act

B. Remuneration to other directors:

Sr. Particulars of Remuneration Name of Directors Total No. Amount

3. Independent Directors None of the Directors are paid setting fees / � Fee for attending board / commission. committee meetings � Commission � Others, please specify

Total (1)

4. Other Non-Executive Directors � Fee for attending board / committee meetings � Commission � Others, please specify

Total (2)

Total (B)=(1+2)

Total Managerial Remuneration

Overall Ceiling as per the Act

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C. Remuneration to Key Managerial Personnel Other than MD/Manager/Wtd

Sr. Particulars of Key Managerial Personnel No. Remuneration

CEO Company CFO Total Secretary 1 Gross salary (a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961 (b) Value of perquisites u/s 17(2) Income-t ax Act, 1961 (c) Profits in lieu of salary under section 17(3) Income-tax Act, 1961

2 Stock Option The Club has not appointed CEO, CS and/or CFO.

3 Sweat Equity As such the details of remuneration is not provided.

4 Commission - as % of profit - others, specify�

5 Others, please

specify

Total

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VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES: NA

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

A . COMPANY

Penalty

Punishment NIL NIL NIL NIL NIL

Compounding B. DIRECTORS

Penalty


Compounding C. OTHER OFFICERS IN DEFAULT

Penalty


Compounding


21

II. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

Form No. AOC-2

Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014, particulars of contracts or arrangements with the related parties are as under:

Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arms length transactions under third proviso thereto

1. Details of contracts or arrangements or transactions not at arm�s length basis:

(a) Name(s) of the related party and nature of relationship : Not Applicable

(b) Nature of contracts/arrangements/transactions:Not Applicable

(c) Duration of the contracts / arrangements/transactions:Not Applicable

(d) Salient terms of the contracts or arrangements or transactions including the value, if any:Not Applicable

(e) Justification for entering into such contracts or arrangements or transactions: Not Applicable

(f) date(s) of approval by the Board: Not Applicable

(g) Amount paid as advances, if any: Not Applicable

(h) Date on which the special resolution was passed in general meeting as required under first proviso to section 188: Not Applicable

2. Details of material contracts or arrangement or transactions at arm�s length basis

(a) Name(s) of the related party and nature of relationship:

(b) Nature of contracts/arrangements/transactions:

(c) Duration of the contracts / arrangements/transactions:

(d) Salient terms of the contracts or arrangements or transactions including the value, if any: NIL

(e) Date(s) of approval by the Board, if any:

(f) Amount paid as advances, if any: NIL

For and on Behalf of the Board of Directors

Jayesh H ModithDate: 17 July, 2018 President

Place: Ahmedabad DIN NO.06757393

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INDEPENDENT AUDITORS� REPORT

TO THE MEMBERS KARNAVATI CLUB LIMITEDReport on the Financial StatementsWe have audited the accompanying financial statements of KARNAVATI CLUB LIMITED (�the company�), which comprise the Balance Sheet as at March 31, 2018, Statement of Income & Expenditure, Cash Flow Statement for the year then ended, a Summary of the Significant Accounting Policies, Notes forming part of Financial Statements and other explanatory information for the year then ended.Management's Responsibility for the Financial StatementsThe Company's Board of Directors are responsible for the matters in section 134(5) of the Companies Act, 2013 (�the Act�) with respect to the preparation of these financial statements that give a true and fair view of the financial position , financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding of the assets of the Company and for preventing and detecting the frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of internal financial control, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.Auditor's ResponsibilityOur responsibility is to express an opinion on these financial statements based on our audit.We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the financial statements that give true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by Company's Directors, as well as evaluating the overall presentation of the financial statements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.Basis for Qualified OpinionWe draw your attention to Note No. 21(10) of Notes forming part of Financial Statements with respect to donation of Rs. 30,50,000/- made by the Club to the Chief Minister's Relief Fund. Consequences arising out of non-compliance of the provisions of The Companies Act, 2013 for not obtaining approval in general meeting of the Company cannot be quantified. Emphasis of MattersWe draw your attention to the following matters in the Notes forming part of the financial statements:a) Note 21(1) which describes the uncertainty regarding the outcome of the litigation with respect to land and

building.

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23

b) The Company is consistently incurring losses. The company has incurred net loss amounting to Rs. 94.01 lakhs and has accumulated losses of Rs. 31.12 Crores. Though the company is incurring losses, it is not incurring cash losses and the company has sufficient cash flow due to admission fees of Rs. 225.33 Crores (C.Y. Rs. 33.84 Crore) which is capitalized.

OpinionIn our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matter described in the Basis for Qualified Opinion Paragraph and Emphasis Matter Paragraph, the aforesaid financial statements, give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India;a) In the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2018;b) In the case of the Statement of Income & Expenditure, of the deficit being excess of expenditure over income

for the year ended on March 31, 2018, andc) The cash flows for the year ended on March 31, 2018.Report on other Legal and Regulatory Requirements1. As required by the Companies (Auditor�s Report) Order, 2016 (�the Order�) issued by the Central Government

of India in terms of sub-section (11) of section 143 of the Act, we give in the �Annexure A�, a statement on the matters specified in the paragraph 3 and 4 of the order.

2. As required by section 143(3) of the Act, we report that:a) We have sought and obtained all the information and explanations which to the best of our knowledge and

belief were necessary for the purposes of our audit.b) In our opinion proper books of account as required by law have been kept by the Company so far as appears

from our examination of those books.c) There are no branches of the company hence reporting under Section 143(8) of the Act by branch auditors is

not applicable.d) The Balance Sheet, the Statement of Income & Expenditure and the Cash Flows Statement dealt with by this

report are in agreement with the books of account.e) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under

Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.f) The matter described in para (b) of emphasis of matters with respect to losses incurred by the company may

have an impact as a going concern and may have an adverse impact on the functioning of the company.g) On the basis of written representations received from the directors as on March 31, 2018, taken on record by

the Board of Directors, none of the directors are disqualified as on March 31, 2018, from being appointed as a director in terms of Section 164(2) of the Act.

h) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in �Annexure B�; and

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

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements � Refer Clause VII (b) to the Annexure � A (CARO) of Independent Auditors� Report and Note 21(1) of Notes forming part of Financial Statements;

ii. The Company did not have any long-term contracts including derivatives contracts for which there were any material foreseeable losses.

iii. The Company is not required to transfer any amount to the Investor Education and Protection Fund.

FOR, D G S M & Co. Chartered Accountants Firm Reg. No. 101606W CA. Devesh ShahPlace: Ahmedabad PARTNER

th Date: 17 July, 2018 Membership No.: 36830

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ANNEXURE- A TO THE INDEPENDENT AUDITORS' REPORT

The Annexure referred to in Independent Auditors' Report to the members of Karnavati Club Limited (�the Company�) for the year ended as on March 31, 2018. We report that:

(i) In respect of Fixed asset:

a) The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets on the basis of available information.

b) As per information and explanations given to us, the management of the company has carried out physical verification of Fixed Assets at the end of the period. No material discrepancies were noticed on such verification.

c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company subject to pending matters as specified in notes to accounts.

(ii) As informed to us, physical verification of inventory of sports goods has been conducted at reasonable time intervals by the management and no material discrepancies were noticed on such physical verification.

(iii) According to the information and explanations provided to us by the management, the company has not granted any loans, secured or unsecured to Companies, Firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Companies Act, 2013.

(iv) According to the information and explanation provided to us by the management, no such transactions have been undertaken during the year. Hence, the provisions of section 185 and 186 of the Companies Act, 2013 regarding loans, investment, guarantees and securities are not applicable to the company.

(v) According to the information and explanations provided to us by the management, the company has not accepted any deposits from the public. Hence the provisions of section 73 to 76 or any other relevant provisions of the Companies Act and the rules framed there under are not applicable.

(vi) According to the information and explanations provided to us by the management, no cost records have been prescribed u/s. 148(1) of the Companies Act, 2013. Accordingly, the said clause is not applicable to company.

(vii) In respect of statutory dues:

a) According to the information and explanations given to us, the Company is generally regular in depositing undisputed statutory dues, including provident fund, employees state insurance, income tax, sales tax, custom duty, excise duty, service tax , value added tax, goods and service tax, cess and other material statutory dues with the appropriate authorities.

According to the information and explanation given to us, no undisputed amounts payable in respect of aforesaid dues were outstanding as on March 31, 2018 for a period of more than six months from the date of become payable.

b) According to the information and explanations given to us, there are no undisputed dues of excise duty, sales tax, value added tax, goods and service tax, cess and custom duty which have not been deposited. The particulars of Income Tax and Service Tax which has not been deposited by the Company on account of dispute are as follows:

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25

Sr. Name of Statute and Amount (Rs.) under Period to which Forum where dispute is Pending No. Nature of Dues dispute and not paid amount relates

1 Income Tax Act, 1961, 22,14,989/- F.Y.01-02 Honorable High Court Of Gujarat

2 Income Tax Act, 1961, 2,93,50,680/- F.Y. 05-06 Honorable High Court Of Gujarat

3 Finance Act, 1994 Service Tax 2,49,15,921/- F.Y.2005-06 TO F.Y. 2009-10 Appellate Tribunal 4 Finance Act,1994 60,86,145/- F.Y 2005-06 Commissioner(Appeals) Service Tax F.Y 2006-07 5 Finance Act,1994 13,34,176/- F.Y 2006-07 TO Commissioner(Appeals) Service Tax F.Y 2008-2009 6 Finance Act,1994 53,822/- F.Y 2009-10 Commissioner(Appeals) Service Tax 7 Finance Act,1994 29,536/- F.Y 2010-2011 Commissioner(Appeals) Service Tax 8 Finance Act,1994 43,61,530/- F.Y 2010-2011 Commissioner(Appeals) Service Tax

9 Finance Act,1994 59,80,348/- F.Y 2011-12 Commissioner(Appeals) Service Tax

10 Finance Act,1994 10,04,51,690/- F.Y 2011-12 Commissioner(Appeals) Service Tax


12 Finance Act,1994 14,47,69,621/- [Refer Note 21(9)] Apex Court Service Tax of notes forming part of accounts

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26

Note:

It is informed that no other dues except as specified above is under dispute and unpaid.

The company has opened the separate bank account for the disputed liability of FBT with Vijaya Bank Rs. 13,60,075 (P.Y. 12,85,525). Moreover Provision of FBT amounting Rs. 56,258 is made for the year 2006-07 to 2009-10.

Based on the inspection conducted by ROC, various show causes notices were issued to the company and its directors. Petition against the notices have been filed with the court.

(viii) The Company does not have any loans or borrowings from financial institution, banks, government or dues to debenture holders during the year. Hence, this clause is not applicable.

(ix) According to information & explanation given to us, the Company has not raised any moneys by way of initial public offer or further public offer. Hence this clause is not applicable.

(x) According to the Information and explanation given to us, no fraud by the company or any fraud on the company by its officers or employees has been noticed or reported during the year.

(xi) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not paid/provided any managerial remuneration during the year so the provisions of section 197 read with Schedule V to the Act is not applicable.

(xii) The Company is not a Nidhi company and hence reporting under clause (xii) of Paragraph 3 of the Order is not applicable.

(xiii) According to the information and explanations given to us and based on our examination of the records of the Company, Company�s transactions with the related parties are in compliance with sections 177 and 188 of the Act, where applicable, and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.

(xiv) The company has not made any preferential allotment or private placement of shares or fully or partly convertible debenture during the year under review. Hence requirement of this clause is not applicable.

(xv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into non-cash transactions with directors or persons connected with him. Hence requirement of this clause is not applicable.

(xvi) In our opinion and according to information and explanations provided to us, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act 1934.

FOR, D G S M & Co.

Chartered Accountants

Firm Reg. No. 101606W

CA. Devesh Shah

Place: Ahmedabad PARTNERthDate: 17 July, 2018 Membership No.: 36830

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27

ANNEXURE � B TO THE INDEPENDENT AUDITORS' REPORT

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (�the Act�)

We have audited the internal financial controls over financial reporting of Karnavati Club Limited (�the company�) as of 31 March 2018 in conjunction with our audit of the financial statements of the company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India ('ICAI').These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the �Guidance Note�) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company's internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

Annual Report 2017-18~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

28

expenditures of the company are being made only in accordance with authorization of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2018, based on the internal control over financial reporting criteria established by the Company considering the essential components of Internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

FOR, D G S M & Co.

Chartered Accountants

Firm Reg. No. 101606W

CA. Devesh Shah

Place: Ahmedabad PARTNERthDate: 17 July, 2018 Membership No.: 36830

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~


29

Balance Sheet as at 31-Mar-2018

CIN: U92410GJ1989GAP012192

Particulars Note No. as at 31-Mar-2018 as at 31-Mar-2017

I. EQUITY AND LIABILITIES 1 Shareholders' Funds 1 1,942,062,852 1,613,008,660 (a) Share Capital 1.1 0 0 (b) Reserves and Surplus 1.2 1,942,062,852 1,613,008,660 2 Non-Current Liabilities 1,025,550 3,169,340 (a) Other Long-Term Liabilities 2 1,025,550 3,169,340 3 Current Liabilities 239,015,670 234,163,883 (a) Trade Payables 3 12,729,133 9,171,700 To Micro and Small Enterprises 0 0 To Others 12,729,133 9,171,700

(b) Other Current Liabilities 4 223,861,353 223,084,951 (c) Short-Term Provisions 5 2,425,184 1,907,232 Total 2,182,104,072 1,850,341,883II. ASSETS 1 Non-Current Assets 325,295,117 320,426,510 (a) Property,Plant & Equipments 6 320,356,154 316,180,664 (i) Tangible Assets 311,939,956 299,590,657 (ii) Intangible Assets 18,198 49,396 (ii) Capital work in progress 8,398,000 16,540,611 (b) Long-Term Loans and Advances 7 4,938,963 4,245,846

2 Current Assets 1,856,808,955 1,529,915,373 (a) Current Investments 8 372,840,000 372,840,000 (b) Inventories 9 19,281 37,143 (c) Trade receivables 10 54,074,956 68,100,734 (d) Cash and Cash Equivalents 11 1,007,471,401 824,666,251 (e) Short-Term Loans and Advances 12 420,553,634 262,286,227 (f) Other Current Assets 13 1,849,683 1,985,018

Total 2,182,104,072 1,850,341,883

The significant accounting policies and accompanying notes form an integral part of the financial statements.

As per our report of even date attached

For, DGSM & Co For and On behalf of the Board of Directors of Karnavati Club LimitedChartered AccountantsFirm's Registration Number: 101606W President Shri Jayesh H. Modi Vice President Dr. Ashish J. DesaiCA. Devesh Shah Vice President Shri Nimesh D. PatelPartner Vice President Shri Rajiv K. PatelMembership Number: 36830 Hon. Secretary Shri Kamlesh C. PatelPlace: Ahmedabad Hon. Jt. Secretary Shri Ketan B. Patel

thDate: 17 July, 2018

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

In ` (Rupees)

Annual Report 2017-18~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

30

Statement of Income and Expenditure for the year ended on March 31, 2018

Particulars Note Year ended March 31 No. 2018 2017 Revenue from Operations 14 165,261,515 119,828,784 Other Income 15 59,108,303 36,471,185 Total Revenue (I) 224,369,818 156,299,969 Expenses Employee Benefit Expenses 16 18,609,401 18,365,762 Depreciation and Amortization Expenses 17 43,952,083 45,249,109 Other Expenses 18 165,846,992 99,320,878 Total Expenses (II) 228,408,476 162,935,749 Excess of Expenditure over Income before Exceptional and Extraordinary Items and Tax (I-II) (4,038,658) (6,635,780)Exceptional Items 19 5,363,150 1,701 Excess of Expenditure over Income before Extraordinary Items and Tax (9,401,808) (6,637,481)Extraordinary Items - - Excess of Expenditure over Income Before Tax (9,401,808) (6,637,481)Tax Expense - - Current Tax - - Deferred Tax - - Excess of Expenditure over Income for the period from Continuing Operations(IX-X) (9,401,808) (6,637,481)Excess of Expenditure over Income from Discontinuing Operations - - Tax Expense of Discontinuing Operations - - Excess of Expenditure over Income from Discontinuing Operations (after tax)(XII-XIII) - - Excess of Expenditure over Income for the Period(XI+XIV) (9,401,808) (6,637,481)Earnings per Equity Share -Basic N.A. N.A. -Diluted N.A. N.A.

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

CIN: U92410GJ1989GAP012192 In ` (Rupees)

The significant accounting policies and accompanying notes form an integral part of the financial statements.





31

Notes forming Part of Accounts for the year ended on March 31, 2018

CIN: U92410GJ1989GAP012192

In ` (Rupees) In ` (Rupees)

Particulars as at as at

31-Mar-2018 31-Mar-2017

1. Share Holders' Fund (Refer Note below) 1.1. Share Capital N.A. N.A. 1.2 . Reserves and Surplus Capital Reserves 2,253,299,218 1,914,843,218 Opening balance 1,914,843,218 1,224,573,718 (+) Current year Addition 338,456,000 690,269,500 Closing balance 2,253,299,218 1,914,843,218 Surplus (311,236,366) (301,834,558) Opening Balance (301,834,558) (295,197,077) (+) Excess of Expenditure over Income for the Current Year (9,401,808) (6,637,481) Closing balance (311,236,366) (301,834,558) Total 1,942,062,852 1,613,008,660 Note: The Company has been registered as a Company limited by guarantee, it does not have equity share capital. Hence, Share Holders' Fund be treated as Members' Fund.

2 . Other Long-Term Liabilities Security Deposits 1,025,550 3,169,340 Total 1,025,550 3,169,340

3 . Trade Payables To Micro and Small Enterprises [Refer Note 21(17)] - - To Others 12,729,133 9,171,700 Total 12,729,133 9,171,700

4 . Other Current Liabilities Advance from members: Towards various services 11,127,912 12,181,524 Towards booking & service membership 13,995,513 8,123,779 Towards entrance fees 45,389,000 57,662,500 Nomination Fees Payable 5,500 5,500 Service Tax Refund [Refer Note 21(9)] 144,769,621 144,769,621 Statutory Dues Payable GST Payable [Refer Note 21(14)] 8,133,631 - TDS Payable 440,176 342,027

Total 223,861,353 223,084,951

5 . Short-Term Provisions For Expenses 1,598,402 1,235,807 For Taxes FBT 56,258 56,258 For Employee Benefit Bonus 645,524 615,167 Leave Encashments 125,000 - Total 2,425,184 1,907,232

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

Annual Report 2017-18~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

32

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33



31-Mar-2018 31-Mar-2017

7 . Long Term Loan And Advances

Unsecured, considered good

Security Deposits 4,212,263 3,507,046

Loans and Advances to Staff 726,700 738,800

Total 4,938,963 4,245,846

8 Current Investments

Investments in Debentures or Bonds (Unquoted) 24,340,000 24,340,000

8.12% REC Bonds 16,840,000 16,840,000

REC Bonds 2013 7,500,000 7,500,000

Investments in Mutual Funds (Quoted) 348,500,000 348,500,000

Kotak Mutual Fund 132,500,000 132,500,000

(Units :92,54,413.649 , Market Value :17,69,93,437.36 )

Bnp Paribas Mutual Fund 15,000,000 15,000,000

(Units :14,78,517.146 , Market Value :2,04,96,683.19)

Dsp Blackrock Mutual Fund 35,000,000 35,000,000

(Units :16,90,000.767 , Market Value :4,83,25,740.93)

Icici Prudential Mutual Fund 25,000,000 25,000,000

(Units : 17,23,312.422, Market Value :3,19,92,433.46 )

Reliance Mutual Fund 141,000,000 141,000,000

(Units :78,55802.500 , Market Value :19,01,70,910.18 )

Total 372,840,000 372,840,000

9 . Inventories

Stores & Spare Parts 19,281 37,143

(Valued by Management at Cost derived by FIFO Method)

Total 19,281 37,143

10 . Trade Receivables [Refer Note 21(16)]

Unsecured, considered good

Receivables From Others 44,861,146 59,810,504

Receivables From Members 9,213,810 8,290,230

Total 54,074,956 68,100,734

11 . Cash & Cash Equivalents

Balances with banks 996,907,167 814,641,716

Cash on hand 212,800 321,761

Bank Deposit Maturing Within 12 Months 10,351,434 9,702,774

Total 1,007,471,401 824,666,251

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

Annual Report 2017-18~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

34



31-Mar-2018 31-Mar-2017

12 . Short Term Loan and Advances Unsecured, considered good

Deposit

Deposits (Registrar High Court Of Gujarat) 200,000,000 200,000,000

Service Tax Deposit 1,554,075 1,554,075

Other Loans and Advances

Advance Income Tax 59,454,283 49,422,418

FBT 34,399 34,399

Service Tax 5,290,944 11,071,835

Advance to Suppliers 372,686 203,500

Capital Advances (Advance for Land) 153,847,247 -

Total 420,553,634 262,286,227

13 . Other Current Assets

Interest Accrued But Not Received 771,911 814,612

Prepaid Expense 1,021,807 1,115,723

Others 55,965 54,683

Total 1,849,683 1,985,018

14. Revenue from Operation

14.1 Revenue from Services 70,807,070 31,007,669 a) Revenue from Sports Activities 10,097,658 10,832,988 b) Revenue from Entertainment and Other Member Activities 25,569,221 20,174,681 c) Revenue from Guest Rooms [Refer Note 21(13)] 35,140,191 -

14.2 Other Operating Revenues 74,951,274 71,261,663 a) Renting and Contractual Income 73,488,953 69,319,355 b) Other Miscelleneous Income 1,462,321 1,942,308

14.3 Annual Fees & Penalty 19,503,171 17,559,452 a) Annual subscription fees 18,593,254 16,812,935 b) Penalty Income 909,917 746,517

TOTAL 165,261,515 119,828,784

15. Other Income 15.1 Interest Income 58,582,305 36,140,483 a) Interest from Bank 58,381,875 36,108,605 b) Interest from Staff Loan 31,786 31,878 c) Interest on I.T Refund 168,644 -

15.2 Other Non Operating Income 525,998 330,702 TOTAL 59,108,303 36,471,185

16. Employee Benefit Expenses Salaries and wages 15,975,726 16,153,431 Contribution to P.F., E.S.I., Gratuity,Leave Encashment 2,266,955 2,114,346 Staff welfare expense 366,720 97,985

TOTAL 18,609,401 18,365,762

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~


35



31-Mar-2018 31-Mar-2017

17. Depreciation & Amortisation Expense

Depreciation Expense 43,952,083 45,249,109

TOTAL 43,952,083 45,249,109

18. Other Expenses

18.1 Expenses towards Various Activities 41,434,903 27,779,381

a) Expenses for Sports Activities 10,766,387 7,765,102

b) Entertainment Programme Expenses 19,164,116 8,752,313

c) Mini Home Theatre Expenses 2,127,760 2,011,960

d) Bumper Housie Expenses 6,428,582 7,535,703

e) Expenses for Entertainment and Other Activities 2,948,058 1,714,303

18.2 Office Expenses 7,755,871 7,984,838

a) Stationary and Printing Expenses 1,525,868 1,147,253

b) Telephone Expenses 1,325,933 1,196,352

c) Office Expenses 2,588,045 2,771,342

d) Other Expenses 2,316,025 2,869,891

18.3 Repairs & Maintenance Expenses 53,041,372 25,915,896

a) Swimming Pool Expenses 5,517,234 4,569,201

b) Cleaning and Maintenance Expenses 6,991,172 5,901,568

c) Repairs and Maintenance Expenses 16,531,678 7,442,659

d) Residential Room & Restaurant Maintenance Expenses 16,403,424 7,122,062

e) Residential Room & Restaurant Management Charges [Refer Note 21(13)] 5,500,573 -

f) Others Expenses 2,097,291 880,406

18.4 Donation Expense [Refer Note 21(10)] 3,050,000 -

18.5 Security Expenses 9,167,408 8,835,710

18.6 Power and Fuel 35,727,796 18,802,657

18.7 Rates and Taxes 6,353,064 5,062,369

18.8 Miscellaneous Expenses 4,622,650 298,919

18.9 Insurance Expenses 857,834 758,630

18.10 Legal & Consultancy Expenses 3,179,474 2,962,759

18.11 Payment to Auditor 160,000 160,000

18.12 Prior Period Items 496,620 759,719

TOTAL 165,846,992 99,320,878

19. Exceptional Items

Loss on Sale of Assets 3,327,805 1,701

Loss on Land Compulsorily Acquired by the Government 1,088,290 -

Loss on Account of Demolition & Reconstruction 947,055 -

TOTAL 5,363,150 1,701

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Significant Accounting Policies and Notes forming part of Financial Statements for the year ended on March 31, 2018

NOTE '20�SIGNIFICANT ACCOUNTING POLICIES (F.Y.2017-18)

1. Basis of Preparation of Financial Statements:

The financial statements of the company have been prepared and presented in accordance with the Generally Accepted Accounting Principle on an accrual basis. The company has prepared these financial statements to comply in all material respects with the Accounting Standards as prescribed under section 133 of The Companies Act, 2013 read with Rule 7 of Companies (Accounts) Rules, 2014.

The accounting policies adopted in the preparation of the financial statements are consistent with those of previous year.

2. Use of Estimates:

The preparation of financial statements in conformity with Indian GAAP requires judgements, estimates and assumptions to be made that affect the reported amount of assets and liabilities, disclosure of contingent liabilities on the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Difference between the actual results and estimates are recognised in the period in which the results are known/materialised. The management believes that the estimates used in the preparation of the financial statements are prudent and reasonable.

3. Member�s Funds:

The Club is registered as a Company Limited By Guarantee and accordingly, it does not have any Share Capital. Shareholders� / Members� Funds consist of the following:

Capital Reserve � Entrance fees received from members at the time of their admission is taken to capital reserve.

Surplus/Deficit � Any excess or deficit of income over expenditure from operations of the club is accumulated under this head.

4. Property,Plant And Equipments:

Property,Plant and Equipments are stated at cost including any attributable expenses for bringing the assets for the purpose of its intended use less accumulated depreciation except in the cases of Live Stock and Land where no depreciation is provided.

Looking to the nature of the activity of the company being club, the management is consistently considering normal replacements and renovations as �Revenue Expenses� unless there is an addition / extension to the existing fixed assets.

The provision for depreciation has been made in the account on written down value basis in accordance with the provision of Section 123 of The Companies Act, 2013.


37

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The useful life & salvage value for the assets purchased during the year is accepted as specified in the Schedule II.

The assets sold during the year is deducted from the Gross block existing as on 1st April 2017.

Depreciation is not provided on Live Stock and Land.

Computer software has been amortized over its estimated useful life using WDV method.

5. Investments:

Current Investments are carried at the lower of cost or quoted / fair value, computed category-wise. Long-term investments are stated at cost. Provision for diminution in the value of long-term investments is made only if such decline is other than temporary. Investments that are readily realisable and intended to be held for not more than 12 months from the date of acquisition are classified as current investment. All other investments are classified as non-current investments.

6. Income & Expenditure:

Revenue and Expenditure from Sports Activities, Entertainment Programmes, Rent and Management Charges from Contracts, etc. are recognized on accrual basis.

Entrance fees from members are treated as capital receipt and taken to the capital reserve except for entrance fees from service members which is recognised as revenue.

Annual Subscription Fees from members is booked on accrual basis.

All other income and expenses are recognized on accrual basis.

Various expenses like Electric expenses, Massage expense, AMC tax, Repair & Maintenance Expenses, are shown in the statement of profit and loss after netting off the reimbursement received towards the said expenses from contractors.

7. Inventory:

The Company being in service industry, inventory of items such as sports and game accessories are valued at cost which is determined by �First In First Out� method.

Quantitative details of items such as consumables, dead stock, usables and other items having short lives are not maintained and they are treated as consumed as and when purchased.

8. Retirement Benefits:

a. Contribution to Provident fund, which is a defined contribution retirement plan, is provided for monthly at pre-determined rates to government authorities and company�s contribution is debited to statement of profit and loss.

b. Gratuity Liability:

The Club is maintaining Group Gratuity Scheme for its employees with Life Insurance Corporation of India. Under this scheme, valuation of gratuity liability is done under �Projected Unit Credit Method� and payment to the said scheme is made based on the valuation report received from LIC.

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9. Leave Encashment:

The employees of the Company are entitled to compensated absences which are both accumulating and non-accumulating in nature. The expected cost of accumulating compensated absences is determined by Life Insurance Corporation of India using �Projected Unit Credit� method on the additional amount expected to be paid / availed as a result of the unused entitlement that has accumulated at the Balance Sheet date and the contribution is made acordingly to the scheme administered by them.

Expense on non-accumulating compensated absences is recognized in the period in which the absences occur.

10. Taxes on Income:

a. The Company is not making provision for Income tax in view of �The Principle of Mutuality� and unutilized balance of unabsorbed depreciation.

b. In view of the above, Company has not recognized Deferred Tax Assets / Liabilities on timing differences as per Accounting Standard 22 issued by The Institute of Chartered Accountants of India.

11. Translation of Foreign Currency Transactions:

a. The Company translates foreign currency transactions which is in the nature of receipt of Entrance/ Membership fees, during the period at the conversion rate prevailing on transaction date.

b. Monetary items remaining unsettled at the end of the period are reported at the rate prevailing at the end of the period. Exchange difference arising on such is recognized in Income & Expenditure Account.

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NOTE '21�NOTES FORMING PART OF ACCOUNTS

1. The land admeasuring 10,013 sq. meters out of the total land of 43,659.51 sq. meters (P.Y. 48,253.99 sq. meters) is vested in the State of Gujarat which is required to be regularized by the State Government. Regularisation price of Rs. 51,77,22,165/- ascertained by the State Government is set aside by Honourable Gujarat High Court with the direction to ascertain the same after considering representation by the Company. Subsequently the district valuation committee has fixed the price for regularization of the land at Rs. 67,500/- per sq. meter which comes to total of Rs.76,45,05,000/- subject to approval of the Council of the Ministers. However, Ad-interim relief is granted by the Honourable Gujarat High Court by passing order dated 20.2.2013 in response to the Special Civil Application filed (1969/2013).

Pending the aforesaid Special Civil Application No. 1969/2013, the Honourable High Court of Gujarat by order dated 05.12.2013 directed the State Government to take appropriate decision afresh for the determination of the regularization of land. Accordingly, the State Government has valued the said land at Rs.1,01,600/- per sq. meter which shall be calculated at 2.5 times which comes to Rs.2,54,33,02,000/-. The said decision was once again challenged by the Company in the Honourable High Court of Gujarat being Special Civil Application No. 4890/2014. The Honourable High Court of Gujarat has stayed the aforesaid decision. In the absence of ascertainment of regularization price, the same could not be quantified and entered in the Books of Account. As per the direction given by the Honourable High Court of Gujarat, prior to the current period, the Company has already deposited amount of Rs. 20 crores with the Registry of the Honourable High Court of Gujarat. On the captioned land the company has constructed

A. A building known as �Golden Glory Hall�, however; the same is allowed to be used by the club under the direction of the Honourable High Court of Gujarat and,

B. A Sports Complex which has been sealed by the Municipal Corporation since then.

In the event of State Government taking possession of the captioned Land, the Company would be required to surrender Land, Building and Fixed Assets constructed on it amounting to Rs. 6,47,946 (Land), Rs. 7,88,17,887 (Golden Glory) and Rs. 7,24,19,623 (Sports Complex) and it would require appropriate treatment in the books of accounts.

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2. Prior period Adjustments: Out of the total Expenditure & Income, following Expenses are pertaining to prior period.

Prior Period Expense : Current Period Previous Period

A) Municipal Tax (Refer Note 2.1) NIL 2,37,219/-

B) Entertainment Tax (Refer Note 2.2) 2,79,220/- 5,54,500/-

C) Repairs & Maintenance 2,17,400/- NIL

2.1 As per the survey conducted by the municipal department during 2015-16, the club is required to pay

municipal tax on the additional constructed area in the Golden Glory Hall over and above the record available with the department. Accordingly, the liability of the same was assessed at Rs. 5,37,219 out of which Rs. 3,00,000 was paid in 2015-16 and balance amount Rs. 2,37,219 was paid in 2016-17 which was considered as Prior Period Expenditure.

2.2 During the year 2016-17, the Club had received a notice from Mamlatdar�s Office demanding entertainment tax amounting to Rs. 5,69,408/- for the period January 1, 2000 to July 14, 2016 along with interest payable at the rate of 24% and 18% for the period January 1, 2000 to March 31, 2007 and April 1, 2007 to July 14, 2016 respectively and penalty amounting to Rs. 8,54,112 being payable at 1.5 times the amount of entertainment tax payable.

The club has paid entertainment tax amounting to Rs. 5,54,500 and interest amounting to Rs. 8,36,747 against the said demand and have preferred an appeal with the Collector�s Office against the said demand raised by Mamlatdar�s office.

In addendum to the aforesaid notice, the Club has during the year under consideration received a letter from the Mamlatdar�s Office demanding an amount of Rs. 4,65,384 upto the period June 30, 2017. From the aforesaid demand, the club has as per its calculation and assessment, paid an amount of Rs. 3,54,410 of which amount of Rs. 2,79,220 attributable to the year 2016-17 has been reported as prior period expenditure.

3. Contingent Liability: a) Impact Fees levied by relevant authorities for the Building have been paid ad-hoc amounting to

Rs.25,00,000/- which is capitalized by adding to the building. The final order regarding the matter has still not been received from the authorities and accordingly, future liability for the same cannot be determined.

b) The Company, as stated in Note �21(1)� is required to pay regularization fees to the State Government which is not determined till date. The matter is subjudiced with the High Court and cannot be quantified.

c) The Company, as stated in Note �21(2.2)� has preferred an appeal with the Collector�s Office against the Mamlatdar�s Office order imposing a penalty amounting to Rs. 8,54,112/- on the non payment of entertainment tax dues.

d) The company is involved in various appeals and litigations against the Tax Authorities with respect to Income Tax, Service Tax and Company Law Matters which are pending at various forums for disposal. The details are as under:

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41

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Note:

a) There are no other dues except as specified above under dispute and unpaid.

b) The company has opened the separate bank account for the disputed liability of FBT with Vijaya Bank Rs.13,60,075/- (P.Y. � 12,85,525/- ). Moreover Provision of FBT amounting Rs. 56,258/- is made for the year 2006-07 to 2009-10.

c) Based on the inspection conducted by ROC, various show causes notices were issued to the company and its directors. Petition against the notices have been filed with the Company Law Board. Some of the offences are already compounded by the Company Law Board.

Sr. Name of Statute and Amount (Rs.) under Period to which Forum where dispute is Pending No. Nature of Dues dispute and not paid amount relates

1 Income Tax Act, 1961, 22,14,989/- F.Y.01-02 Honorable High Court Of Gujarat

2 Income Tax Act, 1961, 2,93,50,680/- F.Y. 05-06 Honorable High Court Of Gujarat

3 Finance Act, 1994 Service Tax 2,49,15,921/- F.Y.2005-06 TO F.Y. 2009-10 Appellate Tribunal 4 Finance Act,1994 60,86,145/- F.Y 2005-06 Commissioner(Appeals) Service Tax F.Y 2006-07 5 Finance Act,1994 13,34,176/- F.Y 2006-07 TO Commissioner(Appeals) Service Tax F.Y 2008-2009 6 Finance Act,1994 53,822/- F.Y 2009-10 Commissioner(Appeals) Service Tax 7 Finance Act,1994 29,536/- F.Y 2010-2011 Commissioner(Appeals) Service Tax 8 Finance Act,1994 43,61,530/- F.Y 2010-2011 Commissioner(Appeals) Service Tax


10 Finance Act,1994 10,04,51,690/- F.Y 2011-12 Commissioner(Appeals) Service Tax


12 Finance Act,1994 14,47,69,621/- [Refer Note 21(9)] Apex Court Service Tax of notes forming part of accounts

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4. Payment to Auditors:

PARTICULARS CURRENT PREVIOUS PERIOD PERIOD

For Audit Fees 125,000/- 125,000/- For Income Tax NIL NIL For Tax Audit Fees 35,000/- 35,000/- For Service Tax Matters NIL NIL For other Matters NIL NIL For Out of pocket Expenses NIL NIL Total (Net off Service Tax) 1,60,000/- 1,60,000/-

5. Related Party Disclosure: i) List of Directors (Office Bearers):

Sr. No Name of Office Bearers Designation 1. Shri Jayeshbhai H. Modi President 2. Dr. Ashishbhai J. Desai Vice President 3. Shri Nimesh D. Patel Vice President 4. Shri Rajiv K Patel Vice President 5. Shri Kamleshbhai B. Patel Hon. Secretary 6. Shri Vijaybhai H. Mehta Hon. Jt. Secretary 7. Shri Ketan Babubhai Patel Hon. Jt. Secretary ii) List of other directors: Sr. No Name of other Directors Designation 1. Ajay B Thakkar Director 1. Ajay B Thakkar Director 2. Ajay H Patel Director 3. Amrish J Patel Director 4. Ashishkumar C Amin Director 5. Bhalabhai C Patel Additional Director 6. Bhavesh C Vaghasia Director 7. Bhaveshkumar Patel Director 8. Dhaval M Barot Director 9. Jagdishbhai B Patel Additional Director 10. Hasmukh G Shah Director 11. Hitendra B Patel Director 12. Jayantilal M Jakasania Director 13. Manoj R Patel Director 14. Manojkumar T Patel Director 15. Naginbhai G Patel Director 16. Nilesh R Desai Director 17. Paresh N Talati Director 18. Paresh Patel Director 19. Anilbhai Patel Additional Director 20. Prashant J Shah Director 21. Rajesh N Gandhi Director 22. Rakeshbhai M Patel Director 23. Ronak R Jobaliya Director 24. Satish S shah Director 25. Dr.Sanjay Gandhi Additional Director 26. Trilokbhai R Parikh Additional Director 27. Viral G Patel Director 28. Niki A Patel Director 29. Silva Virendrabhai Patel Director

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43

iii) List of Related Parties where director�s are interested:

Sr. Name of Related Party Name of Interested DirectorNo

1. 1. SHAIVAL REALITY LIMITED

2. MULTIPLE ENTERTAINMENT PRIVATE LIMITED

3. RAJPATH CLUB LIMITED

4. ACARYA REALTY PRIVATE LIMITED

5. NICHE REALTY PRIVATE LIMITED

6. SOMNATH INFRABUILT PRIVATE LIMITED

7. OLIVE INTERNATIONAL EDUCATION FOUNDATION ASHISH JASHWANTBHAI DESAI

2. 1. WESCO LABORATORIES PRIVATE LIMITED

2. WEST COAST HEALTH CARE PRIVATE LIMITED

3. OLWAY SOFTWARE PRIVATE LIMITED


5. WESTCOAST PHARMACEUTICAL WORKS LIMITED KAMLESH CHANDRAKANTBHAI PATEL

3. 1. GUJARAT INSTITUTE OF HOUSING AND ESTATE DEVELOPERS � CREDAI

2. SWAMI VIVEKANAND AGRICULTURAL PRODUCTS MARKET

3. PRIVATE LIMITED KETANBHAI BABUBHAI PATEL

4. 1. SHREE SURGOVIND REALTORS LIMITED VIJAYKUMAR HIRACHAND MEHTA

5. 1. DEV BUILDCON PRIVATE LIMITED


3. DEVRAJ INFRASTRUCTURES LIMITED AJAYBHAI HARIBHAI PATEL

6. 1. GUJARAT INSTITUTE OF HOUSING AND ESTATE

2. DEVELOPERS- CREDAI

3. CONFEDERATION OF REAL ESTATE DEVELOPERS

4. ASSOCIATION OF INDIA �GUJARAT

5. ANANT AIRCON PRIVATE LIMITED AMRISH JAGDISH PATEL

7. 1. DEVRAJ INFRASTRUCTURES LIMITED

2. DREAMLAND INFRATECH PRIVATE LIMITED HITENDRAKUMAR BHAILALBHAI PATEL

8. 1. AKTA METAL POWDER PVT LTD

2. BACKBONE PROJECTS LIMITED

3. BACKBONE INFRASTRUCTURE PRIVATE LIMITED

4. VOGUE INFRATECH PRIVATE LIMITED JAYANTILAL MAHADEV JAKASANIA

9. ACHAL CONSTRUCTION COMPANY PRIVATE LIMITED MANOJ ROHITBHAI PATEL

10. 1. METROCHEM CAPITAL TRUST LIMITED

2. METROCHEM INDUSTRIES LIMITED

3. SHUBH LABH INSURANCE BROKING PRIVATE LIMITED

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4. METROGLOBAL LIMITED

5. SANBLUE TRADELINK PRIVATE LIMITED

6. SHRI SUBHLABH AUTO SERVICES PRIVATE LIMITED

7. TEJENDRA DEVELOPERS PRIVATE LIMITED

8. SHRI SHUBH EDUCATIONS AND INSURANCE

SERVICES LLP NILESH RAJANIKANT DESAI

11. 1. GALLOPS INFRASTRUCTURE LIMITED

2. GALLOPS ENTERPRISE LIMITED

3. N G PATEL FINLEASE PVT LTD

4. N G INFOTECH INDIA PRIVATE LIMITED

5. ASTRON TECHNOLOGIES PRIVATE LIMITED


7. N G REALTY PRIVATE LIMITED

8. GALLOPS REALTY PRIVATE

9. ASHWA INFRA � CON PRIVATE LIMITED

10. GALLOPS CITY PRIVATE LIMITED

11. GALLOPS INFRA � CON PRIVATE LIMITED NAGINBHAI GANPATBHAI PATEL

12. 1. GALLOPS ENTERPRISE LIMITED

2. ASTRON TECHNOLOGIES PRIVATE LIMITED

3. N G REALTY PRIVATE LIMITED

4. GALLOPS REALTY PRIVATE LIMITED

5. GALLOPS CITY PRIVATE LIMITED

6. GALLOPS INFRA-CON PRIVATE LIMITED

7. N G PATEL FINLEASE PVT LTD

8. GALLOPS INFRASTRUCTURE LIMITED

9. N G INFOTECH INDIA PRIVATE LIMITED

10. RAJPATH CLUB LIMITED NARSINHBHAI GANPATBHAI PATEL

13. 1. TITHAL APARTMENTS PRIVATE LIMITED

2. DIVYARATNA COMPLEX PRIVATE LIMITED

3. MATRIX ESTATES PRIVATE LIMITED

4. CUBIC INFRASTRUCTURE & DEVELOPERS PVT. LTD.

5. SKYLON HOTELS PRIVATE LIMITED PARESH NATWARLAL TALATI

14. ARYAN ORGANISERS PRIVATE LIMITED PARESH NATWARLAL PATEL

15. NIRMAN PROCON PRIVATE LIMITED PRASHANT JAYANTILAL SHAH

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45

16. 1. RADHIKA LIFESTYLE PRIVATE LIMITED

2. AMARNATH CONSTRUCTION PRIVATE LIMITED

3. AMARNATH PROJECTS PRIVATE LIMITED RAJIVKUMAR KANTILAL PATEL

17. 1. IR FINANCIAL SERVICES PRIVATE LIMITED


3. FELIX INDUSTRIES LIMITED RAXESH CHANDRAVADAN SATIA

18. 1. PARSHWNATH PIGMENTS LIMITED

2. PARSHW INFOTECH PRIVATE LIMITED

3 PARSHW MEMBRANE FILTERATION SOL. PVT. LTD. RONAK RAJESHKUMAR JOBALIYA

19. 1. VEER FOREX MANAGEMENT SERVICES PVT. LTD.

2. SANIDHYA COMMODITIES PRIVATE LIMITED SADHANA DIPAK SHAH

20. 1. MARUDHAR INDUSTRIES LIMITED

2. INDO COLCHEM PRIVATE LIMITED

3. THE RANG UDHYOG PRIVATE LIMITED

4. CLAIRVOYANCE CHEMTECH PRIVATE LIMITED SATISH SAMPATRAJ SHAH

21. GSEC LIMITED BHALABHAI CHHOTABHAI PATEL

22. GULMOHAR GREENS�GOLF AND COUNTRY CLUB LIMITED TRILOKBHAI RAMANLAL PARIKH

23. 1. RAJPATH CLUB LIMITED

2. DEVRAJ INFRASTRUCTURES LIMITED JAGDISHCHANDRA BHAILALBHAI PATEL

24. 1. DEV BUILDCON PRIVATE LIMITED

2. DEVRAJ INFRASTRUCTURES LIMITED

3. RAJPATH CLUB LIMITED AJAY H PATEL

25. 1. N N PATEL HOTELS PRIVATE LIMITED NIKI ASHOKBHAI PATEL

26. 1. VIRENDRA ESTATES AND INVESTMENTS PVT LTD

2. SHANTI ESTATES AND INVESTMENTS PVT LTD

3. VISHAVAMURTY FARMS PRIVATE LIMITED

4. KANYAKUMARI FARMS PRIVATE LIMITED

5. BHADAR FARMS PRIVATE LIMITED

6. GANGA VIHAR FARM PRIVATE LIMITED

7. POPULAR INFRABUILD PRIVATE LIMITED SILVA VIRENDRABHAI PATEL

27. 1. MARUTI INFRASTRUCTURE LIMITED

2. SUN MULTILINK PRIVATE LIMITED NIMESHBHAI PATEL

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iv) Transaction with related Parties:

Sr. No. Related Party Relationship Description of Transaction Amount

1. SHAIVAL REALITY Ashish Jashwantbhai Desai Receipt of annual fees against 1,41,450/- LIMITED is interested in this company corporate membership.

Note: Transactions of the directors undertaken as members of the club such as usage of club facilities and payment of annual subscription fees have not been reported over here as the said transactions have been undertaken as �a member of the club� in the ordinary course of activities of the club. Moreover, such facilities are available exclusively to the members of the club.

6. Payment to Staff includes

Particulars of Payment Amount for the period Amount for the period

01-04-2017 to 31-03-2018 01-04-2016 to 31-03-2017

a) Salary and wages 1,59,75,726/- 1,61,53,431/-

b) Contribution to P.F., Gratuity and 22,66,955/- 21,14,346/- E.S.I.,Leave Encashment

c) Staff Welfare 3,66,720/- 97,985/-

TOTAL 1,86,09,401/- 1,83,65,762/-

7. As per Accounting Standard � 15 (Revised) �Employee Benefits�, the disclosure as defined in Accounting Standard are given below:

Defined Benefit PlanI. Actuarial assumptions

Particular Gratuity Gratuity

Mortality Table(IALM) 2006-08 2006-08 Discount Rate (per annum) 8% 8% Rate of escalation in Salary (per annum) 7% 7%

II. Table showing changes in present value of obligation

Particular Gratuity Gratuity (Funded) (Funded) 31/03/2018 31/03/2017

Defined Benefit Obligation at beginning of the year 46,48,857 46,12,511 Current Service Cost 3,36,796 3,46,649 Interest Cost 3,71,909 3,69,001 Actuarial (Gain )/Loss 81,707 (2,86,720) Benefits Paid 0 (3,92,584) Defined Benefit Obligation at year end 54,39,269 46,48,857

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47

III. Table showing changes in the fair value of plan assets


Fair value of Plan Assets at beginning of year 29,82,050 27,98,630 Expected Return on Plan Assets 2,63,270 2,48,254 Actuarial Gain / (Loss) - - Employer Contribution 3,15,341 3,27,750 Benefits Paid - (3,92,584) Fair value of Plan Assets at year end 35,60,660 29,82,050

IV. Table showing fair value of plan assets


Fair value of Plan Assets at beginning of year 29,82,050 27,98,630 Actual Return on Plan Assets 2,63,270 2,48,254 Employer Contribution 3,15,341 3,27,750 Benefits Paid - (3,92,584) Fair value of Plan Assets at year end 35,60,660 29,82,050 Funded Status (18,78,609) (16,66,807) Excess of Actual over estimated return on plan Asset - -

V. Actuarial Gain/loss


Actuarial (Gain)/Loss on obligations 81,707 (2,86,720) Actuarial (Gain)/Loss for the year � Plan Asset - - Total (Gain)/Loss for the year 81,707 (2,86,720)

VI. The amount related to Balance Sheet and Statement of Profit and Loss


Present Value of Obligation as at the end of the year 54,39,269 46,48,857 Fair value of plan asset as at the end of the year 35,60,660 29,82,050 Funded Status (18,78,609) (16,66,807) Net Asset /(Liability) related to year (18,78,609) (16,66,807)

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VII. Expense related to Statement of Profit and Loss account


Current Service Cost 3,36,796 3,46,649 Interest Cost 3,71,909 3,69,001 Expected Return on plan Asset (2,63,270) (2,48,254) Net Actuarial (Gain)/Loss in the year 81,707 (2,86,720) Expenses related to the year 5,27,142 1,80,676

VIII. The expected contributions for Defined Benefit Plan for the next financial year will be in line with FY 2017-18.

Note: The Company is not maintaining the balances with respect to obligations and fair value of assets in its books of accounts and accordingly, the amount of gain / loss with respect to the same is not recognized. However, the amount of annual premium paid based on the actuarial assumptions report received from the Life Insurance Corporation of India is recognized as expense for the year.

8. Company doesn�t have any paid up share capital. Accordingly, the disclosure requirement under AS � 20 �EARNING PER SHARE� is not applicable to the company.

9. Service tax collected on the bills raised towards members and contractors is paid �on account� (lumpsum) after considering cenvat credit available.

Service tax with respect to members is claimed as refund on the principle of mutuality. The company has received the refund of Service tax from F.Y 2005-06 to F.Y 2015-16 amounting Rs.14,47,69,621/-. However the matter is pending in the Apex Court hence the same is shown under the head of �Other Current Liabilities�.

10. During the year, the Club has made a donation of Rs. 30,50,000/- to Chief Minister�s Relief Fund. The company will ratify the same in next general meeting of the company.

11. During the year, land admeasuring 4594.48 sq. metres comprising of survey number 744/3, 745, 746/1, 746/2/1, 746/2/2, 755/1, 755/4-8, 756/1/1 to 3, 758, 756/2 to 6, 758/1+2+3/2 +4 from the total land admeasuring 48,253.99 sq. metres belonging to the Club has been acquired by the Ahmedabad Municipal Corporation under the TP Scheme No. 204 vide government resolution no. GH/V/195 of 2012/TPS-112009-3238-L , dated 28/09/2012. In absence of any compensation and avaibility of records with respect to the cost of such land, the Club has written off the average cost of such land from the total value of land on prorata basis.

12. During the current financial year under audit, the company in oder to get complete new outlook, new design and enduring benefit has incurred expenditure towards the various block of assets such as building, air conditioner, equipments, electrical fittings of gym (Rs.3,22,91,618 ) and restaurant i.e. sidewalk café (Rs.1,22,19,027). In the view of this, the same are not treated as revenue expenditure and taken to the respective fixed asset block. In absence of the data for the cost of relevant portion of that fixed asset, cost as certified by the expert (Rs.25,00,000/-) is written off from the gross block of the fixed asset.

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49

13. During the current financial year, the club has cancelled the contract with respect to management of guest rooms and has taken the management under the control of the club. Accordingly, all the income and expense with respect to guest rooms have been charged to Statement of Income and Expenditure and the financial result of the current year is impacted to that extent as compared to the previous year.

14. During the current financial year, a new act Goods and Service Tax was introduced. The link for filing annual return is yet to be opened by the departments and hence, figures with respect to Goods and Service Tax are subject to reconciliation and adjustments; if any.

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

16. Agewise classification data of trade receivables is not available.

17. The Company has not received any intimation from �Suppliers� regarding the status under the Micro, Small and Medium Enterprise Development Act, 2006 and hence, disclosures if any relating to amounts paid as at year end together with interest paid / payable as required under the said Act have not been given.

18. The previous years figures have been regrouped and reclassified wherever necessary to confirm to current year�s presentation.

Signatures to Note '1' to '21�




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Cashflow Statement for the year ended on March 31, 2018CIN: U92410GJ1989GAP012192

PARTICULARS 2017-18 (Rupees) 2016-2017 (Rupees)

Cash Flow Before Tax And Extraordinary Item Excess of Expenditure over Income Before Tax (9,401,808) (6,637,481)Add : Non Cash Operating Expense Depreciation 43,952,083 45,249,109 Loss On Sale Of Asset 5,363,150 1,701 Less : Non Cash Operating Income Interest Income (58,550,519) (36,108,605) Account Payable Add : Increase In Operating Liability Short Term Provisions 517,952 (56,296) Trade Payables 3,557,433 (2,344,478) Other Current Liabilities 776,402 60,973,415 Less: Increase In Operating Asset Change In Inventory 17,862 (427) Add: Decrease In Operating Asset Trade Receivables 14,025,778 (32,697,633) Other Current Assets 135,335 4,769,829 Net Cashflow From Operating Activities 9,795,476 39,786,616 Cash Flow From Investing Activity Changes In Fixed Assests (61,633,334) (3,923,053) Capital Work In Progress 8,142,611 (16,540,611) Long Term Loans & Advances (693,117) 249,660 Current Investment - - Short Term Loans & Advances (158,267,407) (9,920,169) Other Long Term Liabilities (2,143,790) 2,035,340 Interest Income 58,550,519 36,108,605 Interest Expenses - Net Cashflow From Investing Activity (156,044,518) 8,009,771 Cash Flow From Financing Activity Change In Reserves 338,456,000 690,269,500 Net Cash Flow From Financing Activity 338,456,000 690,269,500 Net Increase In Cash And Cash Equivalents 182,805,150 731,428,406 Cash And Cash Equivalent At The Beginning Of The Year 824,666,251 93,237,845 Cash And Cash Equivalent At The End Of The Year 1,007,471,401 824,666,251

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

As per our report of even date attached For, DGSM & Co For and On behalf of the Board of Directors of Karnavati Club LimitedChartered AccountantsFirm's Registration Number: 101606W President Shri Jayesh H. Modi Vice President Dr. Ashish J. DesaiCA. Devesh Shah Vice President Shri Nimesh D. PatelPartner Vice President Shri Rajiv K. PatelMembership Number: 36830 Hon. Secretary Shri Kamlesh C. PatelPlace: Ahmedabad Hon. Jt. Secretary Shri Ketan B. Patel


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Karnavati Club Limited Affiliated club list

BIHARBankipore Club Ltd. : "A Legacy of The Patliputra" Bankipore Club Ltd.,Judges Court Road, Patna - 800001 (BIHAR) INDIA. Phone No. : 0612-3202572,2677109, 2677409 Mail id : [email protected] Website : www.bankiporeclub.com CHHATTISGARHVIP�S CLUBShankar Nagar, Khamardih, VIP Estate, Raipur,Chhattisgarh � 492007 Tel.: 0771-2282001/2282002E-mail:- [email protected] Website: www.vipsclub.in GUJARATPRESIDENCY CLUBBaroda Presidency Sports Club, Next to Podar World School, Sherkhi, VADODARA, GUJARAT 391330Tel: 0265 6567575, 8866067575Email: [email protected] Website: http://www.presidencyclubs.com/ SUNCITY CLUB & RESORTEffluent Canal Project Rd,Gotri-Sherkhi road, VADODARA, GUJARAT 391330Tel: 0265 6888881/2/3/4Email: [email protected], [email protected] Website: http://www.suncityclub.in/ THE MAHARAJA PRATAPSINH CORONATION GYMKHANAJawaharlal Nehru Road,VADODARA-390 001Ph.No.0265-2433536,2433989 Fax:-2413819Email: [email protected] Website: www.poloclubofbaroda.orgRADISSON HOTEL KANDLARajvee Complex,Airport, Road,Galpadar,Gandhidham, GujaratPhone:02836-666666 Fax:02836-666667Email : [email protected], [email protected] Web Site: www.radisson.com/kutchinnTHE GRAND BHAGWATIMagdalla Circle,Dumas Road,Surat,Gujarat,INDIAPhone:0261- 230 9000, 08980001054Website: www.thegrandbhagwati.com/surat JAMMU & KASHMIRAMAR SINGH CLUB JAMMUBIkram Chowk, Sanjay Nagar, Gujarbasti, Jammu, Jammu and Kashmir 180006Phone : 0191- 2456291E-mail: [email protected] Website: http://www.amarsinghclub.com/

JAMMU CLUBM.A.M. Sports Complex,JAMMU-180001 Phone : 0191-2582213 / 2548437,Fax : 0191-2547061Email: [email protected], [email protected] Website: http://www.jammuclub.in/ JHARKHANDRANCHI GYMKHANA CLUBBooty More, Usha Martin Academy, NH 23 & HB Rd, Jaiprakash Nagar, Deepatoli, Ranchi (Jharkhand) 834009Ph: 0651-2275667, 3291390, 2275668 Fax- 0651-2275693E-mail : [email protected] Website: www.ranchigymkhana.com KARNATAKABEST CLUB(Off Bangalore � Mysore Express Highway) BEMLLayout, Rajarajeshwari Nagar, BENGALURU-560098Ph.No.-080-28613211/3334 Fax:080-28613027Email: [email protected] [email protected] Website: www.bestclubbangalore.comBRIGADE HOSPITALITY SERVICES LIMITED29th Floor,World Trade Center,Brigade Gateway Campus,26/1 Dr.Rajkumar Road,Malleswaram West,BANGLORE-560055Phone : +91-80-4043 8000, +91-9972305352;Email : [email protected] www.brigadehospitality.comCENTURY CLUB1,Sheshadri Road, BANGLORE -560001Phone: 080-22214121/22215122, 22214123/ Fax :080-22278879E-mail:- [email protected] Website: http://www.centuryclub.in/THE CLUBMysore Road, Nayandahalli, Bangalore - 560039, Karnataka, India Phone :080-28600665/768 /769 Fax-28600770Mobile: +91 � 9845830506, 9845379572, 9845513100E-mail:- [email protected] Website: http://www.theclubbangalore.com MANGLORE CLUBMangalore Club, Near Morgansgate, Jeppu, Mangalore - 575001 KarnatakaPhone : +91 824 2414146, +91 824 2414148E-mail: [email protected] [email protected] Website: www.mangaloreclub.com/

NAME & ADDRESS OF AFFILIATED CLUBS NAME & ADDRESS OF AFFILIATED CLUBS

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Mobile: +91 93514 80216Email: [email protected] Web: www.jodhpurgymkhana.com UMED CLUBOld Public Park. Nr.Gausala Ground ,JODHPUR -342006(Tel)0291-2511010,2619999,2629999 Fax-2512024E-mail:- [email protected] [email protected] Web.www.umedclub.comDISTRICT CLUB PALINear Bunglow Civil Lines, Pali - Marwar (Rajasthan)Phone : +91-2932-250822, +91-2932-220832E-mail: [email protected] Website : www.districtclub.in ASHOK CLUBOpp. Secretariat, Bhagwandas Road,JAIPUR-302005Phone:0141- 2385090, 5135213 Fax:- 0141-2385213E-mail: [email protected] Website:- www.ashokclub.com JAIPUR CLUB LIMITEDJacob Road, Civil Lines, Near Ajmer Road Flyover, Opp. PWD Office,Ganpati Nagar, Jaipur, Rajasthan 302006Phone: 0141-5101688 / 5101689, 5101691Fax: 0141-5101690Email:- [email protected] Website: www.jaipurclub.inJAISAL CLUBJethwai Road, JAISALMER-345001Phone: 02992-255555,254999,9829023610Fax:0291-2435349,02992-254999Email: [email protected] Web Site: www.jaisalclub.comEMERALD GARDEN CLUB LTD712/1,Rampura Road, Jaisinghpura (Bhakrota), Opp. Ajmer Road, JAIPUR, RAJASTHAN, INDIA PinCode - 302026Tel: Tel. 7737555509, 7737555512, 8233055513, 8233055514Mobile Number- 9950144448Email: [email protected]: www.emeraldgardenclub.com FIELD CLUBFatehpura Circle, Saheli Marg, Fatehpura Road, Near Amboonuta Police Station,UDAIPUR-313 001Phone : 0294-2560105 , 2416199 Fax : 0294-2421312E-mail:- [email protected] Website: http://fieldclubindia.com/ BIKANER HERITAGE CLUBLalgarh complexNear hotel Sagar, BIKANER-RAJASTHAN Phone: 09828384183, 098250-64121Email: [email protected]

THE BANGLORE CITY INSTITUITENo. 8, Pampa Maha Kavi Road,Opp. Makkala Koota,Bangalore � 560 004Phone :080-22423324, 26678472 Guest room : 080-26604972, E-mail: [email protected] [email protected] Website: http://www.nammabci.in THE COSMOPOLITAN CLUBDr.S.Radhakrishnan Avenue,MAYSORE-570 005Phone :0821-2423881/2422355Email: [email protected] Website: www.cosmomysore.comMADHYA PRADESHINDORE TENNIS CLUB7,Race Course Road,INDORE-452003 (MP)Phone:0731-40066055 / 4069454 Fax-4069454E-mail : [email protected] Website: http://www.indoretennisclub.com THE YESHWANT CLUB Race Course Road, Indore - 452003, M.P., IndiaTel.: 2549522-23-24, 2544534 Fax: (0731) 2548248E-mail: [email protected] [email protected] E-mail_Rooms: [email protected] Website: www.yeshwantclub.in GREEN WOODS COUNTRY CLUB(P)LTDVanvihar Road,Bhadbhada,BHOPAL-462003Phone:0755-2764530/2770699,Fax:2770699E-mail:- [email protected] [email protected] Websire: www.greenwoods.inJIWAJI CLUBMahadji Park Road, LashkarGWALIOR-474009 (MP)Phone.No.-0751-2324110,2636212Email: [email protected] Web site: www.jiwajiclub.comORISSABHUBANESHWAR CLUB LTDRajpath, Unit VI,BHUBANESHWAR-751001- OrissaPhone: (0674) 2392211, 2391654, 2392277E-mail : [email protected] [email protected] Website: www.bbsrclub.com RAJASTHANAJMER CLUBCivil Lines,AJMER-305001, RAJASTHANPhone : 0145-2627003; 2624303Mob. No. 7737520220 (Rajendra Prasad Mathur)Email: [email protected] Website: http://ajmerclub.co.inJODHPUR GYMKHANA Near Mini Market, Shikargarh,JODHPUR-342 011Phone:0291-2511390/ 2511489


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MAHARASHTRATHE ANDHERI RECREATION CLUBDadabhai Road, Andheri(W)MUMBAI-400058Phone:022-26239891 / 93,E-mail:- [email protected] GOLDEN SWAN COUNTRY CLUBOff. Phokhran Road No.1 Yeoor Hills,Thane (W),MUMBAI-400602Phone : 022-25856515/ 4078Mobile : 9757129000 / 9757203000E-mail: [email protected] [email protected] Website: http://www.goldenswan.com THE ACRES CLUB411-B,Hemu Kalanimarg,CHEMBUR,MUMBAI-400071Phone :022-25222731, Fax:022-25230886Email: [email protected] Web: www.theacresclub.com ROYAL BOMBAY YACHAT CLUBChhatrapati Shivaji Maharaj MargApollo Bunder Mumbai -400001Phone:022-22021880/22022039, Fax:022-22021014E-mail: [email protected] Website: https://www.rbyc.co.in GARWARE CLUB HOUSEWankhede Stadium,Charchgate,Mumbai-400020Tel : 022 4332 33 00/33, 2285 44 44/2281 27 2Email : [email protected] Website : www.garwareclub.com GCC THE FAMILY CLUBOff. Mira Bhayander Road, Mira Road (E),Thane, Maharashtra, India. 401107.Phone: 91-22-28110822, 022-28114044 Email: [email protected] Web: http://gcchotelandclub.comPANCARD CLUB LTDBaner Hills, Baner Village,Pune - 411 045, Maharashtra, IndiaPhone :020-66035108,66035000E-mail: [email protected] Web Site: www.panoramicworld.bizRESIDENCY CLUBGeneral A.K Vaidya Marg, PUNE � 411001Phone : 020-71002345/26362222 Fax :020-26361129E-mail : [email protected] Webside : http://residencyclub.co.inDECCAN GYMKHANASurvey No.759/1, Gr.Floor, Club Housing Building,PUNE-411004Phone.No.020-25675994,25670218Email: [email protected] Website: www.deccangymkhana.org

THE CORINTHIANS RESORT & CLUB PUNENyati County, NIBM Annexe,South Pune Mohamadwadi: Pune- 411060Tel: +91-020-26952218 / +91-020-26952222Reservations Mobile No: +91-96577 11662Email: [email protected] Website: http://www.thecorinthianspune.com THE EASTERN SPORTS CLUB72 A East, Wardhaman Nagar, Near Radha Krisna Hospital, NAGPUR-440 008Phone :0712-2680454, 9373101229, 9226116627Website: www.esclub.inA. S. CLUB6 k.m. Stone,Tapadia Estates,At Post Walagaon,AURANGABAD-02Phone :0240-2554771-4, Fax:0240-2554775, Mobile: +(91)-9373703799, 9422203799Email: [email protected] Website: www.asclub-hotel.com ROYAL WESTERN INDIA TURF CLUB LIMITED (RWITC)6, Arjun Marg, Pune Solapur Main Road,Camp, Pune - 411001, Turf Club House, Pune Phone No: 020 - 26303300 ; 26303325 ;26303402 ; 26362666Email: [email protected] Website: http://www.rwitc.com/ TAMILNADUTHE PRESIDENCY CLUB�Fairlawns:,51-Ethiraj Salai,Chennai-600 008,TAMILNADUPhone No.044-28226881/42146805 Fax:44-28281332Email: [email protected] Website: www.thepresidency.comJENNEYS RESIDENCY2/2, Avinashi Rd, Opp CIT, Coimbatore, Tamil Nadu 641014.Phone: +91 422 433 5777Phone: 9894088337,9894055385, 9894503120Email: [email protected] Website: http://jenneyresidency.in/ CELEBRITY CORPORATE CLUBNo.3, City Centre Plaza, 4th Floor,Anna Salai,Chennai - 600 002. TAMILNADUPhone : 044 - 28587979 / 28587799 / 28585599 , 7200399958Email: [email protected] Website: www.celebritycorporateclub.comPRINCETON CLUB26, Prince Anwar Shah Road.Kolkata-700 033Phone- 033 6644 4444Mobile - 9836793533Email Id: [email protected] Website :www.princeton.in


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RIFT VALLEY SPORTS CLUBClub Road off Kenyatta Avenue, Nakuru, KENYA Phone: +254 717 333 799Email: [email protected] Website: http://rvsc.co.ke/ MALAYSIA KULIM CLUB1239, Lorong Serindit 2/2, Kota Kenari,09000 Kulim Kedah, MALAYSIATel : +60 4-490 6054 Fax-4914414 (Res.4914414)E-mail: [email protected] Website: http://www.kulimclub.org/ROYAL SUNGEI UJONG CLUB2A, Jalan Dato' Kelana Maamor, Negeri Sembilan, 70700 Seremban, MalaysiaPhone : +6067630104E-mail : [email protected] Website : www.rsuc.my LOWER PERAK CLUBJalan Denai Intan, Bandar Baru Teluk Intan, 36000 Teluk Intan, Perak, MALAYSIA Phone : +605-621 1995, +605-621 1955, 621 1995Email: [email protected] Website: http://lowerperakclub.com/ KETAB YACHT SANDAKAN(SANDAKAN YACHT CLUB) Jalan Buli Sim Sim, 90000 Sandakan, Sabah, MALAYSIA (EAST)Phone : +60 89-212 518UKROYAL SCOTS CLUB29 - 31 Abercromby PlaceEdinburgh EH3 6QEScotland UKTel : +44 (0) 131 556 4270Fax : +44 (0) 131 558 3769Email: [email protected] Website: https://www.royalscotsclub.com/ CITY UNIVERSITY CLUB 50 Comhill,LONDON, EC-3V3PDPhone :020-76268571 ,Fax :020-76268572E-mail: [email protected] Website: cityuniversityclub.co.ukTHE NAVAL, MILITARY & AIR FORCE CLUB 111 Hutt Street Adelaide SA 5000.(South Australia)Phone: (08) 8223 2422Fax: (08) 8232 3082Email: [email protected] Website: http://www.navmil.org/

UTTAR PRADESHOUDH GYMKHANA CLUBKaiserbag,LUKNOW-226001Phone: 0522-2202013 / 4107060E-mail:- [email protected] Website: www.ogc.org.in CITY CLUB84 / 79,G.T.Road, KANPUR-208003Phone: 8079442235 E-mail: [email protected] Website: http://citiclub.co.in/ WEST BENGALHINDUSTAN CLUB LTD4 / 1 Sarat Bose Road,KOLKATA-700020Phone: 033-40175555 / 5512 / 5540 / 5549FAX: 033-2486-2037E-mail: [email protected] [email protected] Website: http://hindusthanclub.com/IBIZA THE CLUBMerlin GreensDiamond Harbour Road24 Parganas (South) KOLKATA-743 503Phone : 033 6655 5555 Mobile: 91 98368 01455E-mail : [email protected] Website: www.resortibiza.comNTERNATIONAL CLUBSAUSTRALIANORTH QUEENSLAND CLUB146-160 Denham Street,TownsvilleQld.P.O. Box,913 Townsville 4810 AUSTRALIAPhone : 071-47712250 / 47713314Email id: [email protected] Website: www.northqueenslandclub.com.au/ BANGLADESHCHITTAGONG SENIOR�S CLUB LIMITED128,Jamal Khan Road, CHITTAGONG, BANGLADESHTelephone: +88-031-619512-13, 612996, 2853577 Fax: +88-031-619125Email: [email protected]:www.seniorsclubbd.com HONG KONGUNITED SERVICES RECREATION CLUB LTD1,Gascoigne Road,King�s Park, KNOWLOON, HONGKONGTel: 3966 8600, Fax: 2724 0949 Email: [email protected] Website: http://www.usrc.org.hk/ EAST AFRICANAIROBI GYMKHANAP.O.Box 40895,00100,NAIROBI, KENYAPhone: +254727531458, +254 733401340Email: - [email protected] Website: www.nairobigymkhana.com

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OFFICE BEARERS - Karnavati Club8. Shri Ajay B Thakkar 9. Shri Ajaybhai H Patel 10. Shri Ashishkumar...

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