Ansal Properties & Infrastructure Ltd. - Quarterly/Annual Result Disclosures and Notes dated 30 Jun 2020

1. The unaudited financial [Standalone and Consolidated) results for the Quarter ended 30th June 2020 have been reviewed by the Audit Committee and approved by the Board of Directors in its meeting held on 14th September, 2020, The said results are reviewed by the Statutory Auditors of the Company.

2. These financial results are prepared In accordance with the Indian Accounting Standards [Ind As) as prescribed under section 133 of the Companies Act 2013, read with rule 3 of the Companies (Indian Accounting Standards) Rules, 2015, as amended from time to time.

3. Having regard to the integrated nature of real estate development business and the parameters of lad AS 108 issued by Central Government under Companies [Indian Accounting Standards) Rules, 20 IS, the operations of the Company are within single segment.

4. The corresponding previous year /period have been regrouped, rearranged, and reclassified, wherever necessary.

5. During the period under review the Ansal Properties and infrastructure Limited ("Company" or 'APIL') has not claimed any exemption under section 80 IA of the Income Tax Act, 1961. Exemption amounting to Rs. 34.48 Cr has been claimed up to the year ended 31 March, 2011 under section 80 1A of the Income Tax Act, 1961 being tax profits arising out of sale of Industrial Park units, pending the notification of the same by Central Board of Direct Taxes, The Competent Authority has not approved application of the Company. The Company has filed the Review Petition against the direction of Authority to reconsider its application. The Company has taken the opinion that the Review Petition, as filed, satisfies all the conditions specified under Industrial Park cn Scheme. 2008 being replaced under industrial Park (Amendment) Scheme, 2010, hence, eligible for notification under section 80 IA (4) (iii) of the Act.

6. The matter regarding repayment of Public Deposits and Interest thereon is pending before the Honble National Company Law Tribunal, North Delhi Bench on an application filed by the Company for appropriate extension or relief in the scheme of repayment already sanctioned by Hon'ble Company Law Board (CLB) vide their letter dated December 30,2014 and April 28,2016. The adjourned next date of hearing is 07-10-2020.

7. As per section 73(2) of the Companies Act 2013 read with Order af National Company law Tribunal (NCLT) dated 30 December 2014, the Company is required to deposit at least 6% of the amount of Public deposits maturing during the next following financial years before 30 December 2019 and kept in a schedule bank in a separate bank account as liquid funds and shall not be utilized for any purpose other than repayment of Public Deposits. Accordingly, the Company has to deposit to Rs. 5,60 Cr with the Schedule Bank, however, the Company has applied before NCLT and has received the exemption till the financial year ending 2021 not to maintain such liquid assets.

8. Bank-wise details of notice under Securitization and Reconstruction of Financial Assets and Enforcement of Security Interest Act, 2002 (SARFAESI) and other details are as under: -
a) In case of Dank of Maharashtra, the Company has entered into one time settlement (OTS) of Rs. 35.70 Crs. by depositing and has tilt date paid Rs.5.10 Crs. As per OTS, the Company has to make full payment by March 21. The Company proposes to pay the full amount to the Bank by selling the plots under DDJAY. Bank has filed a case in DRT & NCLT against the Company In this regard. The Company has approached the Bank to withdraw the cases. Next date of bearing in NCLT is 16-09-2020 &.in DRT is 19-10-20.

b) ILFS financial Services Limited ('IFIN') has filed an application in NCLT against the Company. The Company has proposed to pay Rs. 155. Crs. (which include the value of plots purchased by IFIN] to IFIN over a period of next 330 days. DMI Alternate Fund has agreed to purchase a few Golf Plots from the Company and that amount the Company has offered to I FIN as upfront payment Part amount will be paid from receivables from FSI Buyers. The Company is in the process of finalizing and signtogthe Settlement Deed with IFLN. The next date of hearing is 25-09-2020.

c) Allahabad Bank has in principle agreed to the Company's proposal for restructuring of outstanding loan which is Rs.103.60 Cr and has advised to reduce the outstanding by further Rs.4/5 crs approx. Since February, 2019, the Company has paid a sum of Rs. 4.04 Cr. to the Bank. The Case filed by the Bank in DRT is pending and next date is 20-10-2020.

d) The Company had availed a loan of Rs. 7.00 Cr. from Bank of India for Bliss Delight Project; Lucknow, which has become NPA. The company is in the process of transferring the project to another Developer who is also taking over Bank's loan. .The Bank has also filed the case in DRT.

e) The Company is availing Working Capital facility - Funded Rs. 31 Cr. and Bank Guaranty facility of Rs. 19.50 Cr. from Jammu & Kashmir Bank There are over dues of Rs.4-.34 Cr. in the funded facility due to levy of interest and as such the account is classified as NPA. Out of these one of the facilities of Rs. IS,50 Cr. [Excluding interest due aggregating to Rs. 2.21 Cr) is against Havana Heights. The agreement to sell this project has been arrived at with buyers and as soon as NOC from Bank is received, foil loan of Rs.17.71 Cr. win be repaid and balance of Rs. 17.63 Cr. will be regularized

f) Ansa! API Infrastructure Ltd. (AAILl a wholly owned subsidiary company, has taken a loan of Rs. 390 Cr. from Pooled Municipal Debt Obligations Facility (PMDO) contributed by 15 lenders. The present principal outstanding is Rs. 273.82 Cr. plus overdue interest. The account is in NPA category. AA1L has given a proposal to PMD0 to release a small part of the security against payment of approx. Rs.30 Cr. and the balance over a period of next 36 months. The matter was considered in the last Committee Meeting of PMDO and principally okayed it for the first part Now in the next Committee meeting, it may be approved.

Out of the fifteen lenders, the total outstanding loan of the corporation bank is Rs.12.53 Cr, which indudes overdue interest of Rs.2.38 Cr. Corporation Bank has taken the Subsidiary Company to NCLT. The Corporation Bank had also filed a case in DRT which was dismissed. The company has paid a sum of Rs 2 Cr. The next date of hearing is 29-09-2020.

g) The Company has taken a loan of Rs. 4S Cr. and now the outstanding principal is Rs. 37 Cr. from Indian Bank, Lucknow, for construction of Golf Gateway Towers, Sushant Golf City, Lucknow. Due to change in height of the tower, FSI area of the project got reduced and therefore the Company has derided not to further construct the project The Bank declared the loan as NPA The Company has given proposal for One Time Settlement and on the advice of the Bank Company has deposited a sum of Rs. 3.70 Cr. being 10% amount of the outran ding principal amount and financial arrangement for remaining amount has already been tied-up. Due to delay tn sanction of OTS by the Bank the buyer has withdrawn its proposal and accordingly the Company has withdrawn its OTS proposal from the Bank. Now the Company is considering other ways to settle with the Bank.

h) The Company had availed a loan of Rs. 49.36 Cr. from Indian Bank for Fair view Project, of Ansal Hi Tech Township Limited which has become NPA and outstanding balance of such loan are Rs.43.02 Cr. as on June 30,2020. The company had requested bank to restructure the loan.

9. The Company has received notices from UP RERA Authority for de-registering six projects out of 91 projects registered in Sushant Golf City, Lucknow. These notices are on the ground of a) not adhering of 70:30 sharing of Customer Collections, b) not providing the correct and complete information on the Web site of UP RERA in respect to these projects, ej not providing quarterly information to RERA Authorities. The Company has submitted a detailed reply and has undertaken to provide and upload all relevant factual information on quarterly basis as per RERA guidelines. UP RERA has puta fine of Rs. LOO Cr, and withheld Its decision to deregister 6 properties. Subsequent to the year ended 31.03.20 RERA has again issued show cause notice relating to said 6 projects requiring Company to submit its reply /explanation within IS days of the receipt of the said notice. Further, as per press release dated 2.9.2020, UP RERA has ordered for forensic audit of 3 Projects of the Company In Lucknow, nil date of this Board Meeting the Company has not received any communication in this regard from UP RERA.

10. IIRF India Realty Limited -11 Fund "Foreign Investor" and 1L & FS Trust Company Limited [acting as Trustee of 1FIN Realty Trust) through its manager [L&FS Investment Managers Limited "Indian Investor" had invested an amount of Rs. 79.34 Cr in Equity Shares and Compulsorily Convertible Preference Shares [CCPS] of Ansal Townships Infrastructure Limited, a subsidiary of the Company. The Company has purchased part of the investment Le. 40.66% and remaining part is still pending. The Investor has invoked the arbitration clause in respect of its dispute. Meanwhile, the Company and the investor are trying to resolve It amicably outside the Court.

11. During the quarter ended 30 September 2018, the arbitration award in the matter of arbitration with Landmark group was pronounced. The award contemplates joint and several liability of four Companies of Ansal Group, Including the Company, amounting to Rs. 55.78 Cr along with Interest amounting to Rs.105.08 Cr. Ansal Group has filud Uic petition U/s. 34 of Arbitration & Conciliation Act in the High Court to challenge the Award inchiding levy of interest. Based on legal opinion, the Company is of the view that it has a good case. Accordingly, no provision for the same in the books of accounts has been made. However, the Company has disclosed the same as contingent liability In the financial statements. In the interim, the Landmark Group has filed a petition for execution of the award, stating decretal amount of Rs. 189 cr as on 31.08,2019 and the promoter directors of the Company have been directed to file an affidavit of their assets. Further, in partial compliance with the earlier order of the Hon'ble High Court, the Company has deposited an amount of Rs. 12.05 crJn the Registry of the Delhi High Court Further, balance sale consideration of Rs. 19.00 (approx) cr shall be deposited In the Registry of the High Court as per the agreement with the buyer to complete the amount of Rs. 46 Crs for hearing of Section 34 application by the Group. After adjournment the next date of hearing before Hon'ble High Court is 08-10-2020. Both the parties are also negotiating for settlement of the dispute out of the Court

12. In the books of Ansal Landmark Township (P) Ltd., a subsidiary of the Company, an amount of Rs. 61.56 Cr. is recoverable from M/s. Ansal Landmark [Karnal) Township Pvt Ltd. Based on management assessment of cash Bow of Karnal Project; there Is no impairment in the value of the said recoverable amount.

13. Ansal Hi-tech Townships Limited, a subsidiary of the Company had filed a case in Mumbai High Court against (Peninsula Brook Field) for non-disbursement of Rs. 100 Cr NCDs, and resultant damages of Rs. 250 Cr. Peninsula Brook Field also through their Debenture Trustee VIstra ITCL filed a case for recovery of their dues before the Mumbai High Court against the Company, which has provided Corporate Guarantee. The Company offered in the Court that they are ready to sell four properties which are mortgaged to the said debenture holder. The Company has sold one property & entered into ATS for sale of second property with DMART for Rs. 23.61 Crs. Peninsula Brookfield has also filed a case In NCLT on 17 October, 2018 for the recovery of their dues against the Subsidiary - Ansal Hi-Tech Townships Ltd. The neat date of haaring in NCLT is 28-09-2020.

Meanwhile, the Company along with one Group Company, namely Ansal Colonizers and Developers Pvt Ltd has purchased NCDs of the principal amount of Rs.33.42 Crs. ( Rs, 29.02 crs till March 31,2020) by way of barter of properties and down payment from the market The Company Is also negotiating for One Time Settlement with the Peninsula for the remaining NCDs total principle amount of Rs. 166.58 crs, so that all the cases by both the parties may be withdrawn. The Company has paid Rs. 6.50 Crs. in the Escrow Account of Lender. Commercials of the OTS are under finalization.

14. Star Facilities Management Limited, the wholly owned subsidiary of the Company bas made investment of Rs. 40 Lakhs in Equity Shares of Pro-Facilities Services Private Limited and presently holds 40% stake in this Company. However, the investee company is mis managing its affairs and the company has filed petition for oppression and mismanagement of affairs against investee Company. The same is pending presently with NCLT.

15. The fi nancial statements of two joint ventures are based on management certified accounts.

16. Due to recession in Real Estate Industry, the Company continues to face liquidity issues due to multiple repayments and statutory obligations. Covid 19 pandemic also affected liquidity in the system in the current period which is expected to continue In the next period. The Company is taking following actions to cope up existing unrmaJrrty including Impact of Covid-19 pandemic, although there is no impact on going concern.

a. To make settlement with Banks/ lenders / Investors through barter deal by offering land parcels

b. Converting existing license of built up development in to plotting development under Deen Dayal Jan Awas Yojna (DDJAY) for quick realizations of hinds.

c. Bulk sale of plots to settle lenders.

d. Shifting of existing customers in the project of other developers where ready to move inventory exist and giving land to such developers In other projects of the company.

e. To make suitable change from constructing multi story buildings to SCOs with common design.

f. Approaching SBI Capital under recently launch ‘Government Scheme for Real Estate” for existing projects of the Company.

17. The Management's response to qualifications In the Limited Review Report for the quarter / year ended 31 March, 2020 are as under

i. Ansal Hi-tedi Townships Limited, a subsidiary of AP1L has not made provision of interest of Rs. 8.41 Cr for the quarter ended June 30, 2020 on outstanding debenture of Rs. 166.58 Cr issued to the parties outside the Group because settlement with the debenture holders are under process.

ii. On 31st July 2019, ICICI Prudential Venture Capital Fund Real Estate (IPVCF) has withdrawn the application filed before NCLT for invoking insolvency proceedings against a subsidiary company Ansal Landmark Townships Pvt Ltd. (ALTPL) Further, based on the Terms of Settlement arrived at between the subsidiary company and IPVCF with respect to the outstanding amount of debentures and interest, and the management representation jn this regard, the subsidiary company's liability to pay the default interest amounting to Rs. 0.46 Crores for the quarter ended June 30,2020 may not arise and accordingly the same has not been provided in the financial results of ALTPL and for the Croup.

iii. The Company is liable to pay Rs. 143.74 Cr and Rs. 16.20 Cr against purchase of inventory in the Financial Year 2011-12 and advances respectively to Ansal Township Infrastructure Ltd, a subsidiary company. The Auditor of the subsidiary company has qualified the report by mentioning interest & 18% as applicable to other customers. However, the Company has in the view that Interest is not payable as per the agreement. Accordingly provision for interest of amounting Rs. 0.73 Crs has not been made during the quarter. Further ATIL Is settling the Investor by buying the foil investment ATIL has given interest free advances to the other companies amounting to Rs.04 Crore.

iv. Velford Ventures Ltd and New Dimensions Holdings Limited as equity investors along with Gralnwell Ventures Ltd and Clear Horizon Investment PTE Ltd as debenture investors (^Investors") which have Invested in Ansal Pbalak Infrastructure Pvt LttL(APIPL) had referred the matter to an Arbitrator on their dispute with APIL APIL had given corporate guarantee to the Investors for their Investment in APIPL, In the meanwhile both the parties, (Le., APIL and the Investors] had entered into settlement agreement which was jointly submitted to the arbitrator. On the basis of settlement agreement Bled with arbitrator, interim arbitration award was pronounced. As per Interim arbitration award. Investors have converted their investment of Cumulative Convertible Debentures (CCDs) so that 93% of the equity of APIPL is now held by Investors. Hence APIPL Is no more subsidiary of APIL w.e.f March 31,2020. Further the complete business of 38 acres and 51 acres in Versalia, Gurgaon have been transferred from APIPL to APIL as per business transfer agreement (BTA) signed between APIL, APIPL & Investor dated March 31, 2020 to implement interim arbitration award. As per interim award KPMG ts conducting audit of APIPL to ascertain shortfall amount; if any. During previous quarter, APIL has already booked loss of Rs.69.20 Crs. in the statement of profit & loss. The final amount, which cannot be ascertained as on June 30, 2020, will be determined subsequent to the report of KPMG. The adjustment for the same will be made after receipt of report from KPMG.

18. The Honble NCALT has vide its Order dated August 14, 2020 set aside Order passed by Hon'ble NCLT principle Bench Delhi initiating CIRP proceedings for two projects i.e. UPREREA PRJ7108 & UPRERAPRJ7040 of the Company, on the appeal filed by promoter Mr. Sushil Ansal.

Sushil Ansal
Chairman