2) During the fnancial year 2013-14, the Company has fully settled the Term loan availed from Il&FS Financial Services limited (Il&FS). The Company is awaiting 'No Due' certifcate and has taken steps for the release of title deeds of properties given as security to Il&FS.

3) The Company had revalued certain lands in the years 1989, 1992 and 1999 by appointing an external valuer, based on the then prevailing market value. The surplus on revaluation amounting to INR 1,959.20 lakhs (after making adjustment for sales effected till date), stands credited to Revaluation Reserve.

4) Registration of lease in respect of land and building situated at Peermedu (INR 1,684 lakhs), is pending.

5) The Company holds 98% shares in Sterling Holidays (Ooty) limited and Sterling Holiday Resorts (Kodaikanal) limited and invested INR 9.80 lakhs towards share capital (Previous year INR 9.80 lakhs). The sum due from subsidiaries as at March 31, 2014 is INR 1,240.07 lakhs (Previous year INR 1,283.65 lakhs). The accumulated losses as on March 31, 2014 of these subsidiaries are INR 576.17 lakhs and INR 710.91 lakhs (Previous year INR 591.49 and INR 734.38 lakhs), respectively. The subsidiary companies have reported improved business and achieved operational profts during the year and is confdent of sustaining the performance in future. Further, during the year, the subsidiary companies have repaid advances of INR 1,058.02 lakhs. Considering these aspects, the Management is of the view that there is no permanent diminution in the value of investments / advances and these amounts are good and recoverable.

6) Five cottages located at Ooty - Fern Hill and included under 'Buildings' are given on lease for a period of 99 years to a customer.

7) The Capital Work-In-Progress (CWIP) includes value of certain properties under construction for more than 10 years. The Company has started development of some of the properties and is in the process of developing other properties, in a phased manner. In the opinion of the management, no impairment provision is required in respect of such properties as their estimated market value together with the market value of appurtenant land far exceeds the book value of those properties as per valuations carried out by the Company.

8) The Company had in the past transferred a property at Goa and part of the sale consideration amounting to INR 527.10 lakhs (Previous year INR 527.10 lakhs) (included under "Other non Current Assets") is retained by the buyer pending compliance of certain conditions. The Company is confdent of recovering this amount as it has taken effective steps for discharge of its obligations. The Company is also legally advised that it has the right of vendor's lien against the immovable property sold to the extent of amount due and it can seek legal remedy to recover the same. In view of the above, the Management is of the view that same is considered good and recoverable.

9) Deferred income grouped under Non-Current and Current liabilities, aggregating to INR 27,208.40 lakhs (Previous year INR 24,476.19 lakhs), represents "Advance Subscription towards Customer Facilities (ASCF)" and "Entitlement Fee" to be recognised as income, over the remaining holiday entitlement period.

10) SECURITISATION

The Company has securitised a portion of trade receivables including future interest receivable thereon. The consideration received over the principal amount (net of reversals in respect of cancelled members) is recognised as income in the year of securitisation.

11) The Company has strengthened its capital base by way of infusion of additional equity in the current year. The long-term debts have been fully repaid. It has a comfortable working capital cycle. The Company continues to invest in refurbishment / re-development of the existing resorts and also has plans for developing Greenfeld resorts. There has been signifcant improvement in the overall performance and the losses are being progressively reduced. The Company expects to sustain the growth in the turnover and improve proftability in the ensuing years. Hence in the view of the management, the "Going Concern Assumption" is not affected.

13) The Company has circulated confrmation of balances to majority of creditors including in respect of Trade Payables, Advances and Resort debtors. Confrmations have been received from signifcant portion of debtors and creditors.

14) The breakup of Deferred Tax liabilities (DTl) and Deferred Tax Assets (DTA) as on 31.03.2014 is as under:

As a prudent measure, Deferred Tax Asset (DTA) has been recognised only to the extent of Deferred Tax liability (DTl).

15) SEGMENT REPORTING:

The Company has "Vacation Ownership" as the only primary reportable segment, for the purpose of Accounting Standard 17.

16) The fgures for the current year include operating results of Manchanda Resorts Private limited (MRPl) [Transferor Company], the wholly owned subsidiary company of Sterling Holiday Resorts (India) limited [Transferee Company], which has been amalgamated with the Transferee Company effective from April 1, 2012 as per the Scheme of Amalgamation (the Scheme) sanctioned by the Hon'ble High Court of Madras.

The Transferor Company was engaged in the business of hospitality services. The Transferee Company is mainly engaged in the business of sale of Vacation Ownership.

The scheme became effective on August 26, 2013, the appointed date being April 1, 2012.

In accordance with the scheme and as approved by High Court:

a. The assets, liabilities, reserves, rights and obligations of Transferor Company have been transferred to and vested with the Transferee Company with effect from April 1, 2012 and have been recorded at their fair values under the 'Purchase method' of accounting for amalgamation as prescribed in Accounting Standard 14 (AS 14) - 'Accounting for Amalgamations'.

b. Being a wholly owned subsidiary of Transferee Company, 19000000 Equity Shares issued by the Transferor Company have been cancelled and no shares have been issued in pursuance to scheme of amalgamation.

c. The operating profts for the period from April 1, 2012 to March 31, 2013 amounting to INR 32.59 lakhs has been adjusted against 'Surplus' under 'Reserves & Surplus'

d. Details of assets and liabilities acquired on amalgamation and treatment of the difference between the net assets acquired and purchase consideration is summarised below:

17) The lists of undertaking covered under the "Micro, Small and Medium Enterprises Development Act (MSMDA), 2006" were determined by the Company on the basis of information available with the Company. According to the Company, there were no principal and / or interest due remaining unpaid as at March 31, 2014 in respect of undertakings covered by the MSMDA.

18) Disclosure pursuant to Accounting Standard - 15 (Revised) "Employee Benefts"

a. Defned Contribution Plans:

Contribution of INR 203.92 lakhs (Previous year INR 164.05 lakhs) towards Defned Contribution Plan is recognized as expense and included in employee cost (Note No.21) in the Statement of Proft and Loss.

19) The Company has entered into commercial leases for certain resorts. Future minimum rentals payable under non-cancellable lease are as follows:

20) Pursuant to the Share Subscription Agreement (SSA) and Share Purchase Agreement (SPA) executed by Thomas Cook (India) limited (TCl), Thomas Cook Insurance Services (India) limited (TCISl), Company, Investors and Promoters, TCISl has acquired 30051191 Equity Shares of INR 10 each representing 33.82% of the diluted Equity Share Capital of the Company including subscription to new shares of the Company. TCl, TCISl and the Company have also executed a 'Merger Co-operation Agreement' in terms of which it is proposed that the Timeshare and Resort business of the Company will be demerged and merged with TCISl and the residual business representing Holiday activities division will be merged with TCIl. The appointed date of such scheme of arrangement shall be April 1, 2014. The Company has taken appropriate steps to comply with the terms of the above agreements.

21) Figures have been re-grouped / re-classifed wherever necessary to correspond with the current year's classifcation / disclosure.

22) In the opinion of the management and to the best of their knowledge and belief the value on realisation of current assets and loans and advances would not be less than the amount at which they are stated in the balance sheet.