The Company is a public limited Company incorporated and domiciled in India. The equity shares of the company are listed at the Stock exchanges of Mumbai and Chennai. The registered office and principal place of business is located at No 51, R K Mutt Road, Mylapore, Chennai, Tamil Nadu, 600004, India.

The Company, formerly known as RR Greenhands Infrastructure (India) Limited commenced its business in 1995, with Real Estate development as the primary objective. Later on, they forged alliances with the strategic infrastructure business leaders to specialize in the core infrastructure sector.

SAAG (Mauritius) Ltd. is the holding company of SAAG RR Infra Ltd. and the ultimate holding company is SAAG Consolidated (M) Bhd.

a) Each holder of the equity share, as reflected in the records of the Company as of the date of the shareholder meeting, is entitled to one vote in respect of each share held for all matters submitted to vote in the shareholder meeting.

b) In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholdings.

c) The Company has not allotted any fully paid up equity shares by way of bonus shares nor has bought back any class of equity shares during the period of five years immediately preceding the balance sheet date.

d) During the financial year ended March 31, 2012, the Company has issued 4,151,000 Non-Cumulative Compulsorily Convertible Preference Shares (CCP's) of Rs. 10each at a premium of Rs. 8.60 each to the holding company SAAG (Mauritius) Limited. The CCP's would get converted into equity shares in the ratio of 1:1 (i.e one ordinary equity share for every CCP) in three lots/tranches, such that the CCPs are converted prior to completion of 18 months from the date of allotment being October 19, 2011. The CCP's shall carry Nil rate of dividend.

e) During the financial year ended March 31, 2013, the Company has received the approval of the shareholders to allot on preferential basis 1,140,326 Non-Cumulative Compulsorily Convertible Preference Shares (CCPs) of Rs. 10 each at par to SAAG (Mauritius) Ltd but statutory compliance post allotment has not yet been fulfilled by the company.

1.1 Share Application Money Pending Allotment

The company has received a sum of Rs. 26,158,402 from Promoters and other investors during the financial years 2009-10, 2010-11 & 2011-12. The Company has further allotted CCP's to promoters during the current financial year against the application money received and has affirmed that the equity shares shall be allotted against the balance amount outstanding at the time of rights issue and the period within which offer shall be made has not yet been finalized by the Management. Upon finalization of rights issue, required number of equity shares shall be allotted as per the pricing norms.

The loan repayable on demand - secured, represents:

Bank overdrafts of the Company are borrowings held at call by the banks. As of March 31, 2013, the Company has bank overdrafts and other credit facilities (including Non Fund based) from State Bank of India Limited totaling Rs. 546,540,617 (Last Year Rs. 536,690,617).

Primary Security- Hypothecation of Current Assets Viz. Raw Materials, Work in progress, Consumables, Spares, Stores and Receivables.

Collateral security of plant & machinery and immovable properties at R.K.Mutt Road, Velachery& vacant lands at Trichy and personal guarantee given by Mr. R. Sriram director of the Company and corporate guarantee by SAAG Consolidated (M) Bhd& SAAG (Mauritius) Ltd.

State Bank of India has classified the facilities provided to the company i.e Bank Overdrafts and Other credit facilities (including non-fund based) as Non - Performing Assets on account of default in payment of interest and principal and all the accounts have been moved into Stressed Assets Management Branch by SBI. The Bank vide its letter dated August 29, 2010, has demanded the entire amount due from all those facilities granted along with interest and other penal charges. Hence, the entire amount outstanding has been classified as Current Liabilities.

1.2 Taxation

(a) No provision for current tax has been made in view of taxable loss for the Assessment Year 2013-14.

(b) As there is no concrete support to confirm that sufficient taxable profits will be available in the near future, the deferred tax asset arising on Employee Benefits, Section 40(a) Disallowance of Income Tax Act, 1961, Provision for Bad and Doubtful Debts need not be recognized beyond offsetting the deferred tax liabilities arising on account of fixed assets.

1.3: Earnings Per Share

Basic Earnings Per Share and Diluted Earnings Per Share are calculated by dividing the Net loss After Tax for the year attributable to the Equity Shareholders by the Weighted Average number of Equity Shares outstanding during the year. There is amount lying in Share Application money. The allotment price has not been determined yet and hence the number of potential equity shares could not be arrived at in order to include the same for calculating Diluted Earnings per Share.

1.4 Due to Micro Small and Medium Enterprises

The company is not aware of the registration status of its suppliers registration under the MSMED Act, 2006 ("Micro Small and Medium Enterprises Development Act 2006"). Accordingly, information relating to outstanding balances due have not been disclosed as it is not determinable. Similarly, interest payable if any, has not been computed and provided for.

1.5: Contingent Liabilities:

Particulars                    As at 31.03.2013    As at 31.03.2012

a) Bank Guarantees                  3,456,000           8,366,126

b) Income Tax Liability 
(including penalty) that may 
arise in respect of which, 
the                                 1,500,000           2,900,000
company has gone for appeal

C) Service tax Liability in 
respect of which the company 
has gone                           79,951,793                -
for appeal and has so far 
paid Rs. 23,127,317

d) TNVAT Act 2006 - Tax 
including penalty                   6,207,287                -

                                   95,557,287          11,266,126

Interest and penalties on arrears of all overdue statutory liabilities and non-filing of returns could arise as and when assessed and determined by the respective authorities.

1.6 Accounts of creditors, trade receivables, loans & advances, term loan from banks, unsecured loans, finance lease obligations, service tax payable (including under reverse mechanism), input service tax credit and WCT/VAT receivables recognized are subject to review / reconciliation / confirmation. Adjustments, if any will be made on completion of such review / reconciliation / receipt of confirmations. However, in the opinion of the management, the Trade Receivables, current assets and loans and advances are not less than as stated, if realized in the ordinary course of the business.

1.7 The Company has incurred substantial losses and its net worth has been completely eroded. Since then, the company has restructured the business model and is focusing only on profitable and Niche segments. It has also initiated several cost savings schemes. The Company has also drawn up suitable plans for restructuring the debts and for raising additional capital. The company is confident of the success of these measures and hence financial statements have been prepared on the basis that the company is a going concern and that no adjustments are required to the carrying value of assets and liabilities.

1.8 Capital Work in Progress refers to Purchase cost of work over RIG to the extent of Rs 2508 Million and the erection and modification of work over rig and pre-operative expenses incurred with respect to ONGC Project for Rs 390 Million up to Financial Year 2012. During the current financial year, the company as has returned the rigs to the supplier at its carrying cost.

1.9 Pursuant to Section 383A of the Companies Act, 1956, the company is required to have a whole time Company Secretary. No Company Secretary has been appointed for the vacancy created on 25.11.2012 by the resignation of the erstwhile Company Secretary.

1.10: Comparative Figures

Previous year's figures have been regrouped / reclassified where necessary, to conform to the current year's presentation.