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Notes to Accounts of Bombay Burmah Trading Corporation Ltd.

Mar 31, 2023

Noted 3.1 : Wholly owned subsidiary of the Corporation has purchased 8.60 lakh shares, 2 lakh shares and 1.08 lakh shares of National Peroxide Limited (NPL) on 06 January 2023, 09 January 2023 and 11 January 2023 respectively. With the acquisition of additional equity shares, NPL has become an associate of the Corporation effective 09 January 2023. Accordingly, the Corporation has recorded the investment in equity instruments in NPL at fair value through other comprehensive income upto 09 January 2023, reclassified to cost w.e.f said date.

# Subsequent to 31 March 2023, the aggregate market value of quoted investments exceeds the carrying value as at the reporting date.

III Risk management strategies related to agricultural activities

The Corporation is exposed to the following risks relating to its plantation activity

i) Regulatory and environmental risks

The Corporation is subject to laws and regulations in the country in which it operates. It has established various environmental policies and procedures aimed to comply with the local environmental and other laws.

ii) Supply and demand risks

The Corporation is exposed to risks arising from fluctuations in the price and sales volume of produce (tea and coffee). When possible, the Corporation manages this risk by aligning its produce to market supply and demand. Management regularly analyses industry trend for projected produce and prices.

iii) Climate and other risks

The Corporation''s plantations are exposed to the risk of damage from climatic changes, pests, forest fires and other natural forces. The Corporation has extensive processes in place aimed at monitoring and mitigating those risks, including regular estate health inspections and industrial pest surveys.

During the year, the Company made no write-offs of trade receivables, it does not expect to receive future cash flows or recoveries from trade receivables previously written off.

Trade receivables are non-interest bearing and are generally on credit terms in line with applicable industry norms.

Refer note 39 for information on credit risk and market risk.

Refer note 50(a) for ageing schedule.

Refer note 20 for information on assets provided as collateral or security for borrowings or financing facilities availed by the Corporation.

*The corporation has impaired trade receivables amounting to '' 22.18 from Go Airlines (India) Limited during the current year (refer note 55).

During the year, the Board of directors of the corporation at its meeting held on 23 November 2022 had approved sale of its plots situated at Chennai District, Tamil Nadu namely; Plot No. 342, 343 and 114. The total consideration agreed is '' 307.50, '' 329.74 and '' 758.49 respectively. The cost to sell these assets is '' 28.21. These assets have been classified as assets held for sale as it meets the criteria laid down under Indian Accounting Standard 105, Non-current Assets Held for Sale and Discontinued Operations.

The Corporation has recognised impairment loss of '' 35.61 (31 March 2022 : '' NIL), based on agreement sales value.

(d) Rights, preferences and restrictions attached to each class of shares

The Corporation has only one class of equity shares having par value of '' 2 per share. Each holder of equity share is entitled to one vote per equity share. The Corporation declares and pays dividends in INR. The dividend (refer note 44) proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the Corporation, the holders of equity shares will be entitled to receive assets of the Corporation remaining after distribution of all preferential amounts. The distribution will be in proportion to the number of fully paid-up equity shares held by the shareholders.

(e) Aggregate number of bonus shares issued or buy back of shares during the period of five years immediately preceding the reporting date

The Corporation has neither issued bonus shares nor there has been any buy back of shares during five years immediately preceding 31 March 2023.

(f) shares issued for consideration other than cash

The Corporation has not issued any shares for consideration other than cash.

a) Rupee term loans from The Shamrao Vithal Co-operative Bank Limited (''SVC Bank'') of '' 10,000.00 (current principle outstanding - '' 8,656.25), each repayable in 25 quarterly ballooning instalments starting from March 2022 and May 2022. The loan of '' 5,000.00 is secured by way of first pari passu charge by way of an equitable mortgage by deposit of title deeds of Elkhill estates in favour of SVC Bank and another loan of '' 5,000.00 is secured by way of first pari passu charge by way of an equitable mortgage by deposit of title deeds of Mudis estates in favour of SVC Bank. The rate of interest on the loans is ranging from 8.00% to 10.50% per annum (''p.a.''). Part of loans amounting to '' 1,468.75 which is repayable within next one year is classified under "Borrowings (current)" (refer note 20).

b) Rupee term loan from Cosmos Co-operative Bank Limited (''Cosmos Bank'') of '' 5,000.00 (current principle outstanding - '' 5,000.00) which is repayable in 22 quarterly instalments starting from June 2023. The loan is secured by way of first pari passu charge by way of an equitable mortgage by deposit of title deeds of Mudis estates in favour of Cosmos Bank. The rate of interest on the loan is ranging from 8.00% to 10.00% p.a. Part of loan amounting to '' 500.00 which is repayable within next one year is classified under "Borrowings (current)" (refer note 20).

c) Rupee term loan from IDFC First Bank Limited (''IDFC Bank'') of '' 5,000.00 (current principle outstanding -'' 3,750.00) which is repayable in 6 half-yearly ballooning instalments starting from September 2022. The loan is secured by way of first pari passu charge by way of an equitable mortgage by deposit of title deeds of Mudis estates in favour of IDFC Bank. The rate of interest on the loan is ranging from 8.00% to 10.00% p.a. Part of loan amounting to '' 1,250.00 which is repayable within next one year is classified under "Borrowings (current)" (refer note 20).

d) Rupee term loan from CSB Bank Limited (''CSB Bank'') of '' 5,000.00 (current principle outstanding -'' 3,125.00) has been transferred to IDFC First Bank Limited in January 2023, which is repayable in 5 quarterly instalments. The loan is secured by way of first pari passu charge by way of an equitable mortgage by deposit of title deeds of Mudis estates in favour of IDFC First Bank Limited. The rate of interest on the loan is ranging from 8.00% to 11.00% p.a. Part of loan amounting to '' 2,500.00 which is repayable within next one year is classified under "Borrowings (current)" (refer note 20).

e) Rupee term loan under the Emergency Credit Line Guarantee Scheme [ECLGS], from Federal Bank Limited of '' 1,358.00 (current principle outstanding - '' Nil) which was secured by way of first pari passu charge created by way of an equitable mortgage by deposit of title deeds of Mudis estates along with factory buildings in favour of Federal Bank Limited, which has been repaid in April 2022. The rate of interest on the loan is 9.00%.

f) Principal protected market linked Non-convertible debentures (''PP-NCD'') aggregating to '' 5,000.00 (current principle outstanding - '' 5,000.00) were issued on 28 March 2023 by way of private placement. PP-NCD''s are repayable on 23^rd April, 2024. PP-NCD''s are secured by way of first pari passu charge by way of an equitable mortgage by deposit of title deeds of Mudis estates in favour of the Mitcon Credentia Trusteeship Services Limited (debenture trustee). The coupon rate of PP-NCD is 9.25% p.a. payable quarterly. No instalment is due within next one year.

The Corporation has used the borrowings for the specific purpose for which it was availed during current and previous year.

There is no default in repayment of borrowings and interest during the year ended 31 March 2023 and 31 March 2022.

a) Non-convertible debentures (''NCD-II'') aggregating to '' 7,500.00 [current principle outstanding -'' 7,500.00 (31 March 2022''7,500.00)] were issued on 28 September 2020 and listed on Wholesale Debt Market segment of BSE. NCD-II are repayable on 28 September 2023. The NCD-II have a Put and Call option excercisable at the end of every 1 year, starting from 28 September 2021. NCD-II are secured by way of first pari passu charge created by way of an equitable mortgage by deposit of title deeds of Elkhill estates in favour of the IDBI Trusteeship Services Limited (debenture trustee). The coupon rate of NCD-II is 8.80% p.a. payable quarterly.

b) Principal protected market linked Non-convertible debentures (''PP-NCD'') aggregating to '' 12,500.00 [current principle outstanding - '' Nil (31 March 2022 - '' 12,500.00)] were issued on 30 March 2021 by way of private placement and listed on Wholesale Debt Market segment of BSE. PP-NCD were secured by way of first pari passu charge created by way of an equitable mortgage by deposit of title deeds of Mudis estates in favour of the debenture trustee. PP-NCD''s are repaid on 29 March 2023 in the current year. The coupon rate of PP-NCD is 7.50% p.a. at maturity.

c) Non-convertible debentures (''NCD'') aggregating to '' 10,000.00 [current principle outstanding -'' 5,000.00 (31 March 2022 '' 10,000.00)] were issued on 30 April 2020 by way of private placement and listed on Wholesale Debt Market segment of BSE. NCD''s worth '' 5,000 has been repaid subsequently on 30 April 2023. NCD''s are secured by first pari passu charge created by way of an equitable mortgage by deposit of title deeds of Elkhill estates in favour of debenture trustee. The coupon rate of NCD is 8.80% p.a. payable quarterly.

d) Principal protected market linked Non-convertible debentures (''PPML-NCD'') aggregating to '' 5,000.00 [current principle outstanding - '' 5,000.00 (31 March 2022''5,000.00)] were issued on 25 October 2021 by way of private placement and listed on wholesale debt market segment of BSE. PPML-NCD are repayable on 25 January 2024. PPML-NCD are secured by way of first pari passu charge by way of an equitable mortgage by deposit of title deeds of Mudis estates in favour of the Debenture trustee. The coupon rate of PPML-NCD is 7.25% p.a. payable at maturity.

e) Cash credit / WCDL from Axis Bank Limited '' 2,352.00 (31 March 2022''86.63) is secured by hypothecation of present and future stocks, trade receivables (book debts) and other current assets on pari-passu basis and a collateral on Elkhill estates. The rate of interest is ranging from 9.00% to 11.00% p.a.

f) Cash credit / WCDL from HDFC Bank Limited '' 1,100.47 (31 March 2022 '' 74.84) is secured by hypothecation of present and future stocks, book debts on pari-passu basis. The rate of interest on the loan is ranging from 9.00% to 11.00% p.a.

g) Packing Credit/ Cash Credit / WCDL / short term loan from The Hongkong and Shanghai Banking Corporation Limited of '' 1,000.00 (31 March 2022 '' 1,000.00) is secured by hypothecation of present and future stocks, book debts on pari-passu basis and a collateral on Mudis estates. The rate of interest on the loan is ranging from 9.00% to 11.00% p.a.

h) Packing credit/ WCDL/ short term loan from Federal Bank Limited of '' 1,730.02 (31 March 2022 '' Nil) is secured by hypothecation of present and future stocks, book debts and other current assets on pari-passu basis. The rate of interest on the packing credit is 6 Months LIBOR (London Inter-bank Offered Rate) 1.00 - 3 .00% and other loan is 9.00% -11.00% p.a.

i) Cash credit / Overdraft from IDFC FIRST Bank Limited of '' 1,966.88 (31 March 2022''488.88) is secured by way of first pari passu charge created by way of an equitable mortgage by deposit of title deeds of Mudis estates. The rate of interest is 12 Months MCLR (Marginal Cost of Lending Rate) 0.50% to 2.00%.

j) The rate of interest on ICD is ranging from 8.75% to 9.25% p.a. (31 March 2022: 8.75% to 9.25% p.a.)

k) The Company has issued commercial paper of '' 7,000.00 (31 March 2022 '' NIL) which carries coupon 8.00% to 9.00%. The tenor for '' 1,000.00 is 90 days and for the balance is 62 days.

l) Cash credit (CC) loan is repayable on demand.

m) The outstanding amount in above footnotes are exclusive of EIR impact as per Ind AS 109 "Financial instruments

The Corporation has used the borrowings for the specific purpose for which it was availed during current and previous year.

There is no default in repayment of borrowings and interest during the year ended 31 March 2023 and 31 March 2022.

Refer note 39 for information on credit risk liquidity risk and market risk.

Refer note 53 (b) on Borrowing secured against current assets.

36 The Corporation was having a Company Secretary during the year, as required by Section 203 of the Companies Act, 2013, who has resigned with effect from 24^th April 2023. Accordingly, the financial statements of the Corporation have not been authenticated by the Company Secretary, as required by Section 134 of the Companies Act,2013.

37 LeasesThe disclosures required in accordance with Ind AS 116 "Leases" are as follows:(a) Corporation as a lessee

The Corporation''s leased assets primarily consists of leases for office premises and vehicles having different lease terms. There are several lease agreements with extension and termination options, for which management exercise significant judgement in determining whether these extension and termination options are reasonably certain to be exercised. Since it is reasonable certain to exercise extension option and not to exercise termination option, the Corporation has opted to include such extended term and ignore termination option in determination of lease term.

Above figures are excluding amounts pertaining to discontinued operations for the year ended 31 March 2023 of '' 78.55 and '' 75.80 for the year ended 31 March 2022. Employer''s contribution towards employees'' state insurance and labour welfare fund, which is insignificant, have been included in the line item "Contribution to provide fund and other funds" in note 29. Also, the contribution of the Corporation is limited to the amount contributed and it has no further contractual or constructive obligation.

(b) Defined benefit plans- Gratuity:

The Corporation has The Bombay Burmah Trading Corporation Limited Covenanted Staff Gratuity Fund, The Bombay Burmah Trading Corporation Limited Employees'' Gratuity Fund which are funded defined benefit plans for qualifying employees.

(i) In respect of covenanted staff covered under The Bombay Burmah Trading Corporation Limited Covenanted Staff Gratuity Fund: The gratuity scheme provides for lump sum payment to vested employees based on a combination of factors such as length of service and manner of cessation of service viz. retirement, death / disability, termination. In such case, lump sum payment will be made for an amount equivalent to 15 days salary payable for each completed year of service or part thereof in excess of 6 months subject to the maximum amount payable as per the Payment of Gratuity Act, 1972.

(ii) In respect of non-covenanted staff covered under The Bombay Burmah Trading Corporation Limited Employees'' Gratuity Fund. The gratuity scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to 15 days salary payable for each completed year of service or part thereof in excess of 6 months subject to the maximum amount payable as per the Payment of Gratuity Act, 1972.

Vesting under the above scheme occurs only upon completion of 5 years of service, except in case of death or disability. The present value of the defined benefit obligation and the related current service cost are measured using the projected unit credit method with actuarial valuation being carried out at each standalone balance sheet date.

These assumptions were developed by the management with the assistance of independent actuarial appraiser. Discount factors are determined close to each year end by reference to government bonds of relevant economic markets and that have terms to maturity approximating to the terms of the related obligation. Other assumptions are based on management''s historical experience. The estimates of future salary growth rate considered in actuarial valuation take account of inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market.

7 The Corporation expects to make a contribution of '' 386.88 (31 March 2022: '' 390.10) to the defined benefit plans during the next financial year.

8 The weighted average duration of the DBO at the end of the reporting period ranges between 11.14 to 11.43 years (31 March 2022: 10.32 to 17.09 years).

9 Sensitivity analysis

Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, salary growth rate, attrition rate and mortality rate. The sensitivity analysis below have been determined based on reasonably possible changes of the assumptions occurring at the end of the reporting period, while holding all other assumptions constant. The results of the sensitivity analysis is given below:

The fair value of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions are used to estimate the fair values:

1. Fair value of cash and cash equivalents, bank balances other than cash and cash equivalents, trade receivables, trade payables, other current financial assets / liabilities approximate their carrying amounts largely due to short term maturities of these instruments. These are classified as Level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs including counter party credit risk.

2. Financial instruments with fixed and variable interest rates are evaluated by the Corporation based on parameters such as interest rates and individual credit worthiness of the counter-party. Based on this evaluation, allowances are taken to account for expected losses of these receivables. Accordingly, fair value of such instruments is not materially different from their carrying amounts. These are classified as Level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs including counter party credit risk.

3. The fair values for deposits were calculated based on cash flows discounted using lending rate on the date of initial recognition. The lease liability is initially measured at amortised cost at the present value of the future lease payments and are discounted using the interest rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates. Accordingly, all these are classified as Level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs including counter party credit risk.

4. Investment in quoted equity instruments are classified as Level 1 fair values in the fair value hierarchy. Investments in unquoted equity instruments of companies and co-operative societies and government securities are classified as Level 2 fair values in the fair value hierarchy as valuation of these instruments is based on the recent market transactions.

B. Fair value hierarchy and method of valuation

The Corporation uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.

Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3: techniques which use inputs that have a significant effect on the recorded fair value that are not based on observable market data (unobservable inputs).

C. Financial risk management

The Corporation has exposure to the following risks arising from financial instruments:

i) Credit risk

ii) Liquidity risk

iii) Market risk

Risk management framework

The Corporation''s Board of Directors has overall responsibility for the establishment and oversight of the Corporation''s risk management framework. The Board of Directors has established the Risk Management Committee, which is responsible for developing and monitoring the Corporation''s risk management policies. The committee reports regularly to the Board of Directors on its activities.

The Corporation''s risk management policies are established to identify and analyse the risks faced by the Corporation, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Corporation''s activities. The Corporation, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

The Audit Committee oversees how management monitors compliance with the Corporation''s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Corporation. The Audit Committee is assisted in its oversight role by internal audit function. Internal audit function includes both regular and adhoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.

i) Credit risk

Credit risk is the risk of financial loss to the Corporation if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises from cash and cash equivalents, bank balances other than cash and cash equivalents, other financial assets as well as credit exposures to customers including outstanding receivables. The maximum exposure to credit risk is equal to the carrying value of the financial assets.

Trade receivables

Credit risk is the risk that a customer or counterparty to a financial instrument will fail to perform or pay amounts due to the Corporation causing financial loss. It arises from cash and cash equivalents, deposits with banks and financial institutions, security deposits, loans given and principally from credit exposures to customers relating to outstanding receivables. The Corporation''s maximum exposure to credit risk is limited to the carrying amount of financial assets recognised at reporting date.

The Corporation continuously monitors defaults of customers and other counterparties, identified either individually or by the Corporation, and incorporates this information into its credit risk controls. Where available at reasonable cost, external credit ratings and / or reports on customers and other counterparties are obtained and used. The Corporation''s policy is to deal only with creditworthy counterparties.

areas. The Company has very limited history of customer default, and considers the credit quality of trade receivables for evaluation of expected credit loss.

Outstanding customer receivables are regularly monitored.

Other financial assets

The Corporation periodically monitors the recoverability and credit risks of its other financial assets. The Corporation evaluates 12 months expected credit losses for all the financial assets for which credit risk has not increased. In case credit risk has increased significantly, the Company considers life time expected credit losses for the purpose of impairment provisioning.

The Corporation has considered financial condition, current economic trends, forward looking macroeconomic information, analysis of historical bad or doubtful receivables and ageing of receivables related to cash and cash equivalents, bank balances other than cash and cash equivalents, margin deposits, security deposits, finance lease assets and other financial assets. In most of the cases, risk is considered low since the counterparties are reputed organisations with no history of default to the Company and no unfavourable forward looking macro economic factors. Wherever applicable, expected credit loss allowance is recorded.

* During the year ended 31 March 2022 the top customer contributing 26.71% of revenue belongs to real estate division and this transaction is of non-recurring nature. The variance in revenue from top five customers during the year ended 31 March 2023 as against year ended 31 March 2022 is also on account of the aforementioned non-recurring transaction.

ii) Liquidity risk

Liquidity risk is the risk that the Corporation will not be able to meet its financial obligations as they become due. The Corporation manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due. The Corporation manages its liquidity needs by monitoring scheduled debt servicing payments for financial liabilities as well as forecast cash inflow and outflows due in day to day business. In addition, processes and policies related to such risks are overseen by senior management.

(iii) Market risk

Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables, foreign currency payables and borrowings.

The Corporation is exposed to the following components of market risk:

a) Foreign currency risk

b) Interest rate risk

c) Price risk

a) Foreign Currency risk

Foreign currency risk is the risk that future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Corporation primarily deals in United States Dollars (''USD'') , Great Britian Pound (''GBP'') and ''EURO''. The Corporation mainly has foreign currency trade payables and trade receivables which are unhedged and exposed to foreign currency risk.

The Corporation evaluates exchange rate exposure arising from foreign currency transactions and follows established risk management policies. There are earnings from customers in foreign currency which act as a natural hedge against foreign currency risk.

The above currency risk exposure does not include PCFC loan availed amounting to '' 230.02 (31 March 2022: '' Nil) [USD: 0.28 Million (31 March 2022: Nil)] as there exists a natural hedge against the currency risk in respect of such loan.

Corporation has accumulated net exposure to foreign currency risk amounting to '' 2,024.46 (31 March 2022: '' 1,737.96).

b) Interest rate risk

The Corporation''s policy is to minimize interest rate cash flow risk exposures on long-term financing. The Corporation''s exposure to the risk of changes in market interest rates relates primarily to the Corporation''s variable rate borrowings. The Corporation is not exposed to changes in market interest rates in so far it relates to fixed rate borrowings.

c) Price risk

Exposure from investments in equity instruments

The Corporation''s exposure to price risk arise from investments in equity instruments classified in the balance sheet at FVTPL or FVOCI. To manage its price risk arising from investments, the Corporation diversifies its portfolio. Diversification of portfolio is done in accordance with the limits set by the Corporation.

Senstivity

The table below summarise the impact of increase/decrease of the index on the Corporation''s equity and standalone statement of profit and loss. The analysis is based on the assumption that the price of the instrument has increase by 2% or decreased by 2% with all other variables held constant.

40 Capital management

The Corporation''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors the return on capital as well as the level of dividends to ordinary shareholders.

The Board of Directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position.

The Corporation monitors capital using a ratio of ''adjusted net debt'' to ''total capital''. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings (including interest accrued), excluding inter-group borrowings, less cash and cash equivalents.

41 Contingent liabilities and capital commitments(i) Contingent liabilities classified as claims against the company not acknowledged as debt:

a) Sundry claims against the Corporation by employees and others not admitted (amount indeterminate). In the opinion of the management, the outcome of these claims is likely to be immaterial.

b) Damages and interest on alleged unauthorised occupation of residential premises determined by the Estate Officer of Life Insurance Corporation of India up to 31 March 2023 and disputed by the Corporation '' 252.58 (31 March 2022: '' 242.47).

c) The Corporation had received 2 demand notices for differential lease rent in respect of Singampatti estate rent being arrears aggregating to '' 23,192.58 (31 March 2022: '' 23,192.58) for the period from 1958 to 2019. The Corporation has challenged the said demands by way of writ petition before Madras High Court and the said demands have been stayed by the Honorable High Court.

d) Matters under dispute in respect of the Electromags Automotive Products Private Limited (amalgamated with the Corporation in past years) for earlier years are:

- relating to income tax demand of '' 6.52

- relating to custom and sales tax demand of '' 9.19

e) Income tax matter under dispute of A.Y. 2017-18''86.48 (31 March 2022 : '' 86.48).

(ii) Contingent liabilities classified as other money for which the company is contingently liable:

a) The Supreme court of India in the month of February 2019 had passed a judgement relating to definition of wages under The Employees'' Provident Funds and Miscellaneous Provisions Act, 1952. However, considering that there are numerous interpretative issues relating to this judgement and in the absence of reliable measurement of the provision for the earlier periods, the Corporation has made a provision for provident fund contribution pursuant to the judgement. The Corporation will evaluate its position and update its provision, if required, on receiving further clarity on the subject. The Corporation does not expect any material impact of the same.

(iii) Capital commitments:

a) Estimated amount of contracts remaining to be executed on capital account to the extent not provided for (net of advances) is '' 42.48 (31 March 2022 : '' 94.82).

Notes:

i) It is not practicable for the Corporation to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the respective proceedings.

ii) The amounts disclosed above represent the best possible estimates arrived at on the basis of available information and do not include any penalty payable.

42 Discontinued operationa) disposal of Coffee business

The Corporation has entered into a binding agreement with Orange County Resorts and Hotels Private Limited to transfer its Coffee Business by way of itemised sale for a consideration of '' 29,105.

Hence, Coffee business exceptional gain year ended 31 March 2023 amounting to '' 24,372.51 on such transfer are presented separately in the standalone statement of profit and loss, under Indian Accounting Standard 105, Non-current Assets Held for Sale and Discontinued Operations after netting off the expenses incurred against sale consideration.

The management has identified enterprises which qualify under the definition of micro enterprises and small enterprises, as defined under the MSMED Act, 2006. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at year end has been made in the standalone financial statements based on the information received and available with the Corporation and has been relied upon by the statutory auditors.

47 Segment information

The Corporation has opted to present data related to its segments in the consolidated financial statements, in accordance with Ind AS 108 "Operating Segments". No disclosures regarding segments are therefore presented in these standalone financial statements.

Investments in share capital of related parties of the Corporation is not considered under ''Outstanding balances'' as these are not considered ''outstanding'' exposures.However, during the current year, the corporation has recognised impairment for investments in Sea Wind Investment and Trading Corporation Limited (refer note 55).

53 Additional regulatory information required by Division II Schedule III of the Act

a) details of benami property

The Corporation is not holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder. Further, no proceedings have been initiated or pending against the Corporation for holding any benami property under the act and rules mentioned above.

b) Borrowing secured against current assets

The Corporation has sanctioned borrowings and financing facilities from banks on the basis of security of current assets. The quarterly returns or statements of current assets are duly filed by the Corporation with banks on regular basis and the required reconciliation is presented below.

Corporation is not required to submit details in relation to Tanzania branch, vending division and real estate division to the bank. Accordingly, such details are not included above. Further, Corporation is also not required to submit details of current assets, other than inventory and trade receivables, in the Drawing Power (''DP'') statement.

c) Wilful defaulter

The Corporation has not been declared wilful defaulter by any bank or financial institution or any other lender.

e) Compliance with number of layers of companies

The Corporation has complied with the number of layers prescribed under section 2(87) of the Act.

f) Compliance with approved scheme of arrangements

The Corporation has not entered into any scheme of arrangement in terms of section 230 to 237 of the Act for the year ended 31 March 2023 and 31 March 2022.

g) utilisation of borrowed funds and share premium

The Corporation has not advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) to any other person or entity, including foreign entity (''Intermediaries'') with the understanding (whether recorded in writing or otherwise) that the Intermediary shall:

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Corporation (''Ultimate Beneficiaries'') or

b. provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

The Corporation has not received any fund from any person or entity, including foreign entity (''Funding Party'') with the understanding (whether recorded in writing or otherwise) that the Corporation shall:

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (''Ultimate Beneficiaries'') or

b. provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

h) undisclosed income

No income has been surrendered or disclosed as income during the current and previous year.

i) Details of crypto currency or virtual currency

The Company has not traded or invested in crypto currency or virtual currency during the current and previous year.

j) Registration of charges or satisfaction with Registrar of Companies (''RoC'')

There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the statutory period.

54 As per the transfer pricing rules, the Corporation has examined international transactions and documentation in respect thereof to ensure compliance with the said rules. The management does not anticipate any material adjustments with regard to the transactions involved.

55 Go Airlines (India) Limited (''Go Air''), an associate of the Corporation has been under financial constraints due to non-supply and failure of engines by Pratt & Whitney (P&W) and the lessors demanding return of aircrafts on account of P&W not providing the engines required to sustain the operations. Considering the facts and circumstances, Go Air has filed a voluntary application on 2 May 2023 for initiation of Corporate Insolvency Resolution Process (CIRP) and grant of interim moratorium to preserve its assets and keep it as a Going Concern. On 10 May 2023, NCLT has admitted the application and granted moratorium and appointed an Interim Resolution Professional (IRP) to take steps to keep Go Air as a Going Concern.

56 Authorisation of standalone financial statements

The standalone financial statements as at and for the year ended 31 March 2023 were approved by the Board of Directors on 26 May 2023.

57 Other matters

Comparative figures have been regrouped, reclassified and rearranged wherever necessary, to conform to current year''s presentation, which are not considered material to these financial statement.

these are the significant accounting policies and other explanatory information referred to in our report of even date

Mar 31, 2022

III Risk management strategies related to agricultural activities

The Corporation is exposed to the following risks relating to its plantation activity

i) Regulatory and environmental risks

ii) Supply and demand risks

The Corporation is exposed to risks arising from fluctuations in the price and sales volume of produce (tea and coffee). When possible, the Corporation'' manages this risk by aligning its produce to market supply and demand. Management regularly analyses industry trend for projected produce and prices.

iii) Climate and other risks

There are no repatriation restrictions with regard to cash and cash equivalents as at the end of the reporting year and prior year.

Refer note 39 for information on credit risk and market risk

Refer note 21 for information on assets provided as collateral or security for borrowings or financing facilities availed by the Corporation.

(d) Rights, preferences and restrictions attached to each class of shares

The Corporation has only one class of equity shares having par value of '' 2 per share. Each holder of equity share is entitled to one vote per equity share. The Corporation declares and pays dividends in INR. The dividend, if any, proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

(e) Aggregate number of bonus shares issued or buy back of shares during the period of five years immediately preceding the reporting date

The Corporation has neither issued bonus shares nor there has been any buy back of shares during five years immediately preceding 31 March 2022.

(f) Shares issued for consideration other than cash

The Corporation has not issued any shares for consideration other than cash.

* Sunflower Investments & Textiles Private Limited was amalgamated with Nowrosjee Wadia and Sons Limited pursuant to the scheme of arrangement during the financial year ended 31 March 2018. Share transfer in the name of the amalgamated company in case of Sunflower Investments & Textiles Private Limited was completed during the year ended 31 March 2021.

As per records of the Company, including its register of shareholders / members and other declarations received from shareholders regarding beneficial interest, the shareholding detailed here represents both legal and beneficial ownership of shares.

(a) Non-convertible debentures (''NCD'') aggregating to '' 10,000.00 (current outstanding - '' 10,000.00) were issued on 30 April 2020 by way of private placement and listed on wholesale debt market segment of BSE. NCD worth '' 5,000.00 are repayable on 30 April 2022 and remaining NCD worth '' 5,000.00 are repayable on 30 April 2023. NCD are secured by first pari passu charge created by way of an equitable mortgage by deposit of title deeds of Elkhill estates in favour of IDBI Trusteeship Services Limited (''Debenture trustee''). The coupon rate of NCD is 8.80% p.a. payable quarterly. Part of NCD amounting to '' 5,000.00 which is repayable within next one year is classified under "Borrowings (current)" (refer note 21).

(b) Principal protected market linked Non-convertible debentures (''PP-NCD'') aggregating to '' 12,500.00 (current outstanding - '' 12,500.00) were issued on 30 March 2021 by way of private placement and listed on wholesale debt market segment of BSE. PP-NCD are repayable on 29 March 2023. PP-NCD are secured by way of first pari passu charge by way of an equitable mortgage by deposit of title deeds of Mudis estates in favour of the Debenture trustee. The coupon rate of PP-NCD is 7.50% p.a. payable at maturity. The whole outstanding is repayable within next one year and it classified under "Borrowings (current)" (refer note 21).

(c) Principal protected market linked Non-convertible debentures (''PPML-NCD'') aggregating to '' 5,000.00 (current outstanding - '' 5,000.00) were issued on 25 October 2021 by way of private placement and listed on wholesale debt market segment of BSE. PPML-NCD are repayable on 25 January 2024. PPML-NCD are secured by way of first pari passu charge by way of an equitable mortgage by deposit of title deeds of Mudis estates in favour of the Debenture trustee. The coupon rate of PPML-NCD is 7.25% p.a. payable at maturity. No instalment is due within next one year.

(d) Rupee term loans from The Shamrao Vithal Co-operative Bank Limited (''SVC Bank'') of '' 10,000.00 (current outstanding - '' 9,875.00), each repayable in 25 quarterly ballooning instalments starting from March 2022 and May 2022. The loan of '' 5,000.00 is secured by way of first pari passu charge by way of an equitable mortgage by deposit of title deeds of Elkhill estates in favour of SVC Bank and another loan of '' 5,000.00 is secured by way of first pari passu charge by way of an equitable mortgage by deposit of title deeds of Mudis estates in favour of SVC Bank. The rate of interest on the loans is ranging from 8.00% to 10.00% per annum (''p.a.''). Part of loans amounting to '' 1,218.75 which is repayable within next one year is classified under "Borrowings (current)" (refer note 21).

(e) Rupee term loan from IDFC First Bank Limited (''IDFC Bank'') of '' 5,000.00 (current outstanding - '' 5,000.00) which is repayable in 6 half-yearly ballooning instalments starting from September 2022. The loan is secured by way of first pari passu charge by way of an equitable mortgage by deposit of title deeds of Mudis estates in favour of IDFC Bank. The rate of interest on the loan is ranging from 8.00% to 10.00% p.a. Part of loan amounting to '' 1,250.00 which is repayable within next one year is classified under "Borrowings (current)" (refer note 21).

(f) Rupee term loan from CSB Bank Limited (''CSB Bank'') of '' 5,000.00 (current outstanding - '' 5,000.00) which is repayable in 8 quarterly instalments starting from June 2022. The loan is secured by way of first pari passu charge by way of an equitable mortgage by deposit of title deeds of Mudis estates in favour of CSB Bank. The rate of interest on the loan is ranging from 8.00% to 10.00% p.a. Part of loan amounting to '' 2,500.00 which is repayable within next one year is classified under "Borrowings (current)" (refer note 21).

(g) Rupee term loan under the Emergency Credit Line Guarantee Scheme (''ECLGS'') from Federal Bank Limited (''Federal Bank'') of '' 1,358.00 (current outstanding - '' 1,358.00) which is repayable in 48 monthly instalments starting from April 2022. The loan was to be secured by way of first pari passu charge created by way of an equitable mortgage by deposit of title deeds of Mudis estates along with factory buildings in favour of Federal Bank. The loan has been repaid subsequently on 13 April 2022 before the process of creation of charge in favour of Federal Bank could complete. The rate of interest on the loan is ranging from 8.00% to 10.00% p.a. Part of loan amounting to '' 296.23 which is repayable within next one year is classified under "Borrowings (current)" (refer note 21).

(h) Rupee term loan from Cosmos Co-operative Bank Limited (''Cosmos Bank'') of '' 5,000.00 (current outstanding - '' 5,000.00) which is repayable in 22 quarterly instalments starting from June 2023. The loan is secured by way of first pari passu charge by way of an equitable mortgage by deposit of title deeds of Mudis estates in favour of Cosmos Bank. The rate of interest on the loan is ranging from 8.00% to 10.00% p.a. No instalment is due within next one year.

(i) Vehicle loans are secured by lien on vehicle purchased by the Corporation. The rate of interest on vehicle loans is ranging from 8.00% to 10.00% p.a. and each vehicle loan is repayable in 60 equal instalments. The whole outstanding in respect of vehicle loans as at 31 March 2022 amounting to '' 0.45 is repayable within next one year and is classified under "Borrowings (current)" (refer note 21).

The Corporation has used the borrowings for the specific purpose for which it was availed during current and previous year.

There is no default in repayment of borrowings and interest during the year ended 31 March 2022 and 31 March 2021.

Refer note 39 for information on credit risk liquidity risk and market risk

(a) Non-convertible debentures (''NCD-II'') aggregating to '' 7,500.00 (31 March 2021: '' 7,500.00) were issued on 28 September 2020 and listed on wholesale debt market segment of BSE. NCD-II are repayable on 28 September 2023. The NCD-II have a put and call option exercisable at the end of 2 years from the date of issue i.e., 28 September 2022. NCD-II are secured by way of first pari passu charge created by way of an equitable mortgage by deposit of title deeds of Elkhill estates in favour of the Debenture trustee. The coupon rate of NCD is 8.80% p.a. payable quarterly.

(b) Cash credit / WCDL from Axis Bank Limited (''Axis Bank'') of '' 86.63 (31 March 2021: '' 1,371.72) is secured by hypothecation of present and future stocks, trade receivables (book debts) and other current assets on pari-passu basis and a collateral on Elkhill estates. The rate of interest is ranging from 9.00% to 11.00% p.a.

(c) Cash credit / WCDL from HDFC Bank Limited (''HDFC Bank'') of '' 74.84 (31 March 2021: '' 784.02) is secured by hypothecation of present and future stocks and book debts on pari-passu basis. The rate of interest is ranging from 9.00% to 11.00% p.a.

(d) Packing credit / cash credit / WCDL / short term loan from The Hongkong and Shanghai Banking Corporation Limited (''HSBC Bank'') of '' 1,000.00 (31 March 2021: '' 2,600.00) is secured by hypothecation of present and future stocks and book debts on pari-passu basis and a collateral on Mudis estates. The rate of interest on the loan is ranging from 9.00% to 11.00% p.a.

(e) Packing credit / WCDL / short term loan from Federal Bank of '' Nil (31 March 2021: '' 1,462.21) is secured by hypothecation of present and future stocks, book debts and other current assets on pari-passu basis. The rate of interest on the packing credit is 6 Months LIBOR (London Inter-bank Offered Rate) 1.00% to 3.00% and on other loans and financing facilities is 9.00% to 11.00% p.a.

(f) Cash credit / overdraft from IDFC Bank of '' 488.88 (31 March 2021: '' Nil) is secured by way of first pari passu charge created by way of an equitable mortgage by deposit of title deeds of Mudis estates. The rate of interest is 12 Months MCLR (Marginal Cost of Lending Rate) 0.50% to 2.00%.

(g) The rate of interest on ICD is ranging from 8.75% to 9.25% p.a. (31 March 2021: 8.75% to 10.00% p.a.)

The Corporation has used the borrowings for the specific purpose for which it was availed during current and previous year.

There is no default in repayment of borrowings and interest during the year ended 31 March 2022 and 31 March 2021.

36 Managerial remuneration

The amended provisions to notification no. S.O. 4823(E) dated 12 September 2018 require companies to obtain the approval of the members by way of special resolution in case payment of managerial remuneration is in excess of the limits specified in Schedule V of the Act.

The Corporation, during the year ended 31 March 2022, has paid remuneration of '' 342.03 (excluding contribution to defined contribution plans of '' 71.15) to the Managing Director, Mr. Ness Wadia which is within the limits approved by the members of the Corporation, by way of a special resolution at the Annual General Meeting held on 13 September 2021.

37 LeasesThe disclosures required in accordance with Ind AS 116 "Leases" are as follows:(a) Corporation as a lessee

Above amounts, along with employer''s contribution towards employees'' state insurance and labour welfare fund, which is insiginificant, have been included in the line item "Contribution to provide fund and other funds" in note 30. Also, the contribution of the Corporation is limited to the amount contributed and it has no further contractual or constructive obligation.

(B) Defined benefit plans- Gratuity:

The Corporation has The Bombay Burmah Trading Corporation Limited Covenanted Staff Gratuity Fund, The Bombay Burmah Trading Corporation Limited Employees'' Gratuity Fund and fund maintained with Life Insurance Corporation of India (''LIC'') for Dental Products of India - division which are funded defined benefit plans for qualifying employees.

(ii) In respect of non-covenanted staff covered under The Bombay Burmah Trading Corporation, Limited Employees Gratuity Fund and employees of the Dental Products of India - division for whom the Corporation has taken a gratuity policy from the LIC of India: The gratuity scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to 15 days salary payable for each completed year of service or part thereof in excess of six months subject to the maximum amount payable as per the Payment of Gratuity Act, 1972.

7 The Corporation expects to make a contribution of '' 390.10 (31 March 2021: '' 212.28) to the defined benefit plans during the next financial year.

8 The weighted average duration of the DBO at the end of the reporting period ranges between 10.32 to 17.09 years (31 March 2021: 8.47 to 13.81 years).

There have been no transfers amongst the levels of fair value hierarchy during the year.

For assets and liabilities that are recognised in the standalone financial statements on a recurring basis, the Corporation determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

securities are classified as Level 2 fair values in the fair value hierarchy as valuation of these instruments is based on the recent market transactions.

B. Fair value hierarchy and method of valuation

The Corporation uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.

Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3: techniques which use inputs that have a significant effect on the recorded fair value that are not based on observable market data (unobservable inputs).

Risk management framework

The Audit Committee oversees how management monitors compliance with the Corporation''s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Corporation. The Audit Committee is assisted in its oversight role by internal audit function. Internal audit function includes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.

i) Credit risk

customers including outstanding receivables. The maximum exposure to credit risk is equal to the carrying value of the financial assets.

Trade receivables

In respect of trade and other receivables, the Corporation is not exposed to any significant credit risk exposure to any single counterparty or any company of counterparties having similar characteristics. Trade receivables consist of a large number of customers in various geographical areas. The Company has very limited history of customer default, and considers the credit quality of trade receivables for evaluation of expected credit loss.

Outstanding customer receivables are regularly monitored.

Other financial assets

The credit risk for cash and cash equivalents and bank balances other than cash and cash equivalents is considered negligible, since the counterparties are reputable organisations with high quality external credit ratings.

The Corporation is exposed to the following components of market risk:

a) Foreign currency risk

b) Interest rate risk and

c) Price risk

a) Foreign Currency risk

Foreign currency risk is the risk that future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Corporation primarily deals in United States Dollars (''USD'') and Great Britian Pound (''GBP''). The Corporation mainly has foreign currency trade payables and trade receivables which are unhedged and exposed to foreign currency risk.

The above currency risk exposure does not include PCFC loan availed amounting to '' Nil (31 March 2021: '' 704.89) [USD: Nil (31 March 2021: USD 9.59 million)] as there exists a natural hedge against the currency risk in respect of such loan.

Company has accumulated net exposure to foreign currency risk amounting to '' 1,737.96 (31 March 2021: '' 940.43).

Sensitivity to foreign currency risk

The following table demonstrates the sensitivity in USD, EURO, GBP, Japanese Yen (''JPY'') and Singapore Dollar (''SGD'') with all other variables held constant. The below impact on the Corporation''s profit or loss before tax is based on changes in the fair value of unhedged foreign currency monetary assets and liabilities as at balance sheet date:

b) Interest rate risk

c) Price risk

Exposure from investments in equity instruments

40 Capital management

The Corporation monitors capital using a ratio of ''adjusted net debt'' to ''total capital''. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings (including interest accrued), excluding intra-group borrowings, less cash and cash equivalents and other bank balance.

41 Contingent liabilities and capital commitments

a) Sundry claims against the Corporation by employees and others not admitted (amount indeterminate). In the opinion of the management, the outcome of these claims is likely to be immaterial.

b) Damages and interest on alleged unauthorized occupation of residential premises determined by the Estate Officer of Life Insurance Corporation of India up to 31 March 2022 and disputed by the Corporation '' 192.11 (31 March 2021: '' 182.11).

c) The Corporation had received 2 demand notices for differential lease rent in respect of Singampatti estate rent being arrears aggregating to '' 23,192.58 (31 March 2021: '' 23,192.58) for the period from 1958 to 2019. The Corporation has challenged the said demands by way of writ petition before Madras High Court and the said demands have been stayed by the Honorable High Court.

d) Estimated amount of contracts remaining to be executed on capital account to the extent not provided for (net of advances) is '' 94.82 (31 March 2021 : '' 361.69).

e) Matters under dispute in respect of the Electromags Automotive Products Private Limited (amalgamated with the Corporation in past years) for earlier years are:

- relating to income tax demand of '' 6.52

- relating to custom and sales tax demand of '' 9.19

f) The Supreme court of India in the month of February 2019 had passed a judgement relating to definition of wages under The Employees'' Provident Funds and Miscellaneous Provisions Act, 1952. However, considering that there are numerous interpretative issues relating to this judgement and in the absence of reliable measurement of the provision for the earlier periods, the Corporation has made a provision for provident fund contribution pursuant to the judgement. The Corporation will evaluate its position and update its provision, if required, on receiving further clarity on the subject. The Corporation does not expect any material impact of the same.

Notes:

i) It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the respective proceedings.

ii) The amounts disclosed above represent the best possible estimates arrived at on the basis of available information and do not include any penalty payable.

The management has identified enterprises which qualify under the definition of micro enterprises and small enterprises, as defined under the MSMED Act, 2006. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at year end has been made in the financial statements based on the information received and available with the Corporation and has been relied upon by the statutory auditors.

47 Segment information

The Corporation has opted to present data related to its segments in the consolidated financial statements which are included in the same annual report, in accordance with Ind AS 108 "Operating Segments". No disclosures regarding segments are therefore presented in these standalone financial statements.

(a) Debt equity ratio (Gross) = Debt / Net worth

[Debt: Non-current borrowings current borrowings lease liabilities]

[Net worth: Paid-up equity share capital other equity]

(b) Debt equity ratio (Net) = Debt / Net worth

[Debt: Non-current borrowings current borrowings lease liabilities - intra group borrowings]

[Net worth: Paid-up equity share capital other equity]

expense, exceptional items and tax (''EBITDA'') / (Finance cost Principal repayment made of long-term debt and lease liabilities for the year)

(d) Interest service coverage ratio = EBITDA / Finance cost

(e) Current ratio = Current assets / Current liabilities

(f) Long term debt to working capital = Long term debt / Net working capital

[Long term debt: Non-current borrowings current maturity of long term debt non-current lease liabilities]

[Net working capital: Current assets - current liabilities]

(g) Current liability ratio = Current liabilities / Total liabilities

(h) Total debt to total assets = [Non-current borrowings current borowings lease liabilities] / Total assets

(i) Debtors turnover = Annualised revenue from operations / Average trade receivables

(j) Inventory turnover = Annualised cost of goods sold / Average inventory

[Cost of goods sold: Cost of material consumed Purchases of stock-in-trade Changes in inventories of finished goods, work-in-progress and stock-in-trade]

(k) Operating margin = [EBITDA - Other income] / Revenue from operations

(l) Net profit margin = Profit after tax / Revenue from operations

(m) Bad debt to accounts receivable ratio = Bad debts /Average trade receivables Reason for variance in ratio of more than 25% as compared to previous year:

1) Debt service coverage ratio: Increase is on account of lower principal repayments of non-current borrowings in the current year as two term loans were fully repaid in the previous year.

2) Long term debt to working capital: Reduction is on account of classification from non-current borrowings to current borrowings (current maturity of long term debt) as maturity date is approaching.

3) Debtors turnover: Increase is on account of sale of real estate inventory contributing to increase in revenue from operations.

4) Inventory turnover: Increase is on account of increase in cost of material consumed, particularly increase in base price of raw materials like copper, brass, steel and plastic compounds.

5) Operating margin: Variance is majorly on account of profit recorded on sale of real estate inventory.

6) Net profit / (loss) margin: Variance is majorly on account of profit recorded on sale of real estate inventory.

52 The following table includes loans and advances in the nature of loans granted to promoters, directors, KMPs and other related parties, either severally or jointly with other person, which are either repayable on demand or without specifying any terms or period of repayment.

c) Wilful defaulter

The Corporation has not been declared wilful defaulter by any bank or financial institution or any other lender.

d) Relationship with struck off companies

The Corporation does not have any relationship and transactions with struck off companies under Section 248 of the Act or Section 560 of Companies Act, 1956 during the current year and prior year, which has any outstanding balance as at respective year-end.

e) Compliance with number of layers of companies

The Corporation has complied with the number of layers prescribed under section 2(87) of the Act.

f) Compliance with approved scheme of arrangements

The Corporation has not entered into any scheme of arrangement in terms of section 230 to 237 of the Act for the year ended 31 March 2022 and 31 March 2021.

g) Utilisation of borrowed funds and share premium

The Corporation has not advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) to any other person or entity, including foreign entity (''Intermediaries'') with the understanding (whether reocorded in writing or otherwise) that the Intermediary shall:

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Corporation (''Ultimate Beneficiaries'') or

b. provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (''Ultimate Beneficiaries'') or

b. provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

h) Undisclosed income

No income has been surrendered or disclosed as income during the current and previous year.

i) Details of crypto currency or virtual currency

The Company has not traded or invested in crypto currency or virtual currency during the current and previous year.

j) Registration of charges or satisfaction with Registrar of Companies (''ROC'')

There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the statutory period.

55 Exceptional item pertains to profit on sale of PPE (residential flat) during the year ended 31 March 2022.

56 Authorisation of standalone financial statements

The standalone financial statements as at and for the year ended 31 March 2022 were approved by the Board of Directors on 30 May 2022.

57 Other matters

Comparative figures have been regrouped, reclassified and rearranged wherever necessary, to conform to current year''s presentation.

Mar 31, 2018

Corporate information

The Bombay Burmah Trading Corporation, Limited (âBBTCLâ) (âthe Companyâ) having its registered office at 9, Wallace Street, Fort, Mumbai 400001 was incorporated on 4^th September,1863 vide certificate of incorporation number L99999MH1863PLC000002 issued by the Registrar of Companies, Mumbai, Maharashtra.

The Company is a multi-product and multi-divisional organisation with diverse business interests viz. Plantations (Tea and Coffee), Auto Electric Components, Healthcare, Real Estate and Weighing Products.

1(A) statement of compliance

These financial statements are prepared in accordance with the Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015 as amended by the Companies (Indian Accounting Standards) (Amendments) Rules, 2016, the relevant provisions of the Companies Act, 2013 (âthe Actâ) and the guidelines issued by the Securities and Exchange Board of India (SEBI), as applicable.

The financial statements for the year ended 31^st March, 2018 were approved by the Board of directors on 21^st May, 2018.

The management and authorities have the power to amend the financial statements in accordance with Section 130 and 131 of the Act.

1(B) Basis of preparation and presentation

Basis of preparation

The financial statements have been prepared on a historical cost basis, except for the following assets and liabilities :

- Biological assets - measured at fair value less cost to sell

- Derivative financial instruments - measured at fair value

- Certain financial assets and liabilities measured at fair value (refer accounting policy regarding financial instruments)

- Employees defined benefit plans at fair value of plan assets less present value of defined benefit obligation

Current/non-current classification:

The Company presents assets and liabilities in the balance sheet based on current / non-current classification.

a. An asset shall be classified as current when it satisfies any of the following criteria:

i) It is expected to be realized in, or is intended for sale or consumption in, the Companyâs normal operating cycle;

ii) It is held primarily for the purpose of being traded;

iii) It is expected to be realized within twelve months after the reporting date; or

iv) It is cash or cash equivalent unless it is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting date.

Current assets include the current portion of non-current financial assets. All assets other than current assets shall be classified as non-current.

b. A liability shall be classified as current when it satisfies any of the following criteria:

i) It is expected to be settled in the Companyâs normal operating cycle;

ii) It is held primarily for the purpose of being traded;

iii) It is due to be settled within twelve months after the reporting date; or

iv) The Company does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Current liabilities include the current portion of non-current financial liabilities. All other liabilities are classified as non-current.

Functional and presentation currency

These standalone financial statements are presented in Indian rupees, which is the Companyâs functional currency. All amounts have been rounded to the nearest lakh, unless otherwise indicated. Amounts less than one thousand have been indicated as â0â (Zero).

1(C) Key estimates and judgements

The preparation of financial statements in accordance with Ind AS requires use of estimates and assumptions for some items, which might have an effect on their recognition and measurement in the (standalone) balance sheet and (standalone) statement of profit and loss. The actual amounts realised may differ from these estimates. Assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment in the year ended 31^st March, 2018 are as follows :

i) Property, plant and equipment :

Determination of the estimated useful lives of tangible assets and the assessment as to which components of the cost may be capitalized. Useful lives of tangible assets are based on the life prescribed in Schedule II of the Companies Act, 2013. In cases, where the useful lives are different from that prescribed in Schedule II, they are based on technical advice, taking into account the nature of the asset, the estimated usage of the asset, the operating conditions of the asset, past history of replacement, anticipated technological changes, manufacturersâ warranties and maintenance support. Assumptions also need to be made, when the Company assesses, whether an asset may be capitalised and which components of the cost of the asset may be capitalised.

ii) Recognition and measurement of defined benefit obligations :

The obligation arising from defined benefit plan is determined on the basis of actuarial assumptions. Key actuarial assumptions include discount rate, trends in salary escalation and vested future benefits and life expectancy. The discount rate is determined by reference to market yields at the end of the reporting period on government bonds. The period to maturity of the underlying bonds correspond to the probable maturity of the post-employment benefit obligations.

iii) Recognition of deferred tax assets :

A deferred tax asset is recognised for all the deductible temporary differences to the extent that it is probable that taxable profit will be available against which the deductible temporary difference can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits together with future tax planning strategies.

iv) Recognition and measurement of other provisions :

The recognition and measurement of other provisions are based on the assessment of the probability of an outflow of resources, and on past experience and circumstances known at the balance sheet date. The actual outflow of resources at a future date may therefore vary from the figure included in other provisions.

v) Discounting of long-term financial instruments :

All Financial Instruments are required to be measured at fair value on initial recognition. In case of financial instruments which are required to subsequently measured at amortised cost, interest is accrued using the effective interest method.

vi) Fair value of financial instruments :

Derivatives are carried at fair value. Derivatives includes foreign currency forward contracts, fair value of which, is determined using the fair value reports provided by respective merchant bankers.

vii) Investment in The Bombay Dyeing Manufacturing Company Limited (âBDMCâ)

The Company along with its Subsidiaries holds 39.54% of the paid up equity share capital of BDMC, a Company listed on the Bombay Stock Exchange. Based on legal opinion and further based on internal evaluation made by the Company, there is no de facto control of the Company over BDMC.

viii) Biological assets

Management uses inputs relating to production and market prices of tea and coffee in determining the fair value of biological assets.

1(D) Measurement of fair values

The Companyâs accounting policies and disclosures require the measurement of fair values for financial instruments.

The Company has an established control framework with respect to the measurement of fair values. The management regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such as broker quotes or pricing services, is used to measure fair values, then the management assesses the evidence obtained from the third parties to support the conclusion that such valuations meet the requirements of Ind AS, including the level in the fair value hierarchy in which such valuations should be classified.

When measuring the fair value of a financial asset or a financial liability, the Company uses observable market data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows.

Level 1 : Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 : Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3 : Inputs for the asset or liability that are not based on observable market data (unobservable inputs).

If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement. The Company recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred. (Refer to note 38 for information on detailed disclosures pertaining to measurement of fair values).

II Measurement of fair value

i) Fair value hierarchy

The fair value measurements for tea leaves and coffee fruits has been categorised as Level 3 fair values based on the inputs to valuation technique used.

ii) Level 3 fair values

The following table shows a break down of the total gains (losses) recognised in respect of level 3 fair values

III Risk management strategies related to agricultural activities

The Company is exposed to the following risks relating to its plantation activity

i) Regulatory and environmental risks

The Company is subject to laws and regulations in the country in which it operates. It has established various environmental policies and procedures aimed at compliance with the local environmental and other laws.

ii) supply and demand risks

The Company is exposed to risks arising from fluctuations in the price and sales volume of produce (tea and coffee). When possible, the Company manages this risk by aligning its produce to market supply and demand. Management regularly analyses industry trend, for projected produce and prices.

iii) Climate and other risks

The Companyâs plantations are exposed to the risk of damage from climatic changes, pests, forest fires and other natural forces. The Company has extensive processes in place aimed at monitoring and mitigating those risks, including regular estate health inspections and industrial pest surveys.

(d) Terms / rights attached to each classes of shares :

In the event of liquidation of the Company, the shareholders of equity shares will be entitled to receive remaining assets of the Company after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

* Archway Investment Company Limited was amalgamated with The Bombay Dyeing and Manufacturing Company Limited pursuant to the scheme of arrangement w.e.f. 1^st April, 2016.

** N.W. Exports Limited and Sunflower Investments & Textiles Private Limited were amalgamated with Nowrosjee Wadia & Sons Limited pursuant to the scheme of arrangement during the year. Share transfer in the name of the amalgamated Company is pending on the balance sheet date.

General reserve

General reserve forms part of the retained earnings and is permitted to be distributed to shareholders as part of dividend., subject to the relevant provisions of the Companies Act, 2013

2. a) Rupee loan from HDFC Bank Limited of Rs.3,000.00, (current outstanding - Nil) which has been repaid in 4 equal half yearly instalments of Rs.750.00 each from 3^rd March 2016 to 3^rd September 2017. The loan is secured by extension of charge equitable mortgage by deposit of title deeds of Singampatti estates together with buildings and structures thereon in favour of HDFC Bank Limited. The rate of interest on the loan is ranging from 9.1% to 10.5%.

2. b) Rupee loan from Kotak Mahindra Bank Limited of Rs.5,000.00, (current outstanding - Rs.1,050.00 ) of which Rs.450.00 is repayable in quarterly instalments of Rs.112.50 each upto March 2019 and Rs.600.00 is repayable in quarterly instalments of Rs.150.00 each from June 2019 to March 2020. Balance loan has been fully repaid. The loan is secured by extension of charge of an equitable mortgage by deposit of title deeds of Akurdi Land together with Buildings and structures thereon in favour of Kotak Mahindra Bank Limited. The rate of interest on the loan is ranging from 9.1% to 11%.

2. c) Rupee loan from The Hongkong and Shanghai Banking Corporation Limited of Rs.2,500.00, (current outstanding - Nil) has been repaid The loan is secured by extension of charge of an equitable mortgage by deposit of title deeds of Mudis estates together with Buildings and structures thereon in favour of said bank. The rate of interest on the loan is ranging from 9.1% to 10.5%.

2. d) Rupee loan from The Federal Bank Limited of Rs.2,500, (current outstanding - Rs.1,666.66 ) is repayable by quarterly instalments of Rs.138.89 each till January 2021. The loan is secured by extension of pari passu charge of an equitable mortgage by deposit of title deeds of Mudis estates together with buildings and structures thereon in favour of said bank. The rate of interest on the loan is ranging from 9.1% to 10.5%.

2.e) Loan against vehicles are secured by lien on vehicle purchased. The rate of interest on the loan is ranging from 5% to 10% and is repayable in 60 equal instalments

2.f) Non-convertible debentures (NCDs) aggregating to Rs.15,000.00 (current outstanding -Rs.15,000.00) were issued to mutual fund house and listed on WDM segment of BSE Limited. NCDs are repayable on 30^th April, 2020 and are secured by extension of pari passu charge of an Equitable Mortgage by deposit of title deeds of Elkhill estates together with buildings and structures thereon in favour of the debenture trustee (IDBI Trusteeship Services Limited). The coupon rate of NCD is 8.44% p.a. payable quarterly.

The Companyâs exposure to liquidity risk and interest risk related to borrowings is disclosed in note 38.

3.a) Cash credit from Axis Bank Limited Rs.61.18 (previous year NIL) is secured by hypothecation of present and future stocks, book debts and other current assets on pari-passu basis and a collateral on Elkhill Estates. The rate of interest on the loan is ranging from 11% to 13%.

3.b) Agriculture loan from HDFC Bank Limited Nil (previous year Rs.102.08) is secured by hypothecation of present and future stocks, book debts and other current assets on pari-passu basis and a collateral on Singampatti Estates. The rate of interest on the loan is ranging from 9% to 11%.

3.c) Packing Credit/ Cash Credit / WCDL from The Hongkong and Shanghai Banking Corporation Limited of Rs.1,000.00 (previous year Rs.1,000.00) is secured by hypothecation of present and future stocks, book debts and other current assets on pari-passu basis and a collateral on Mudis Estates. The rate of interest on the loan is ranging from 7% to 11%.

3.d) Packing credit/ WCDL from Federal Bank Limited of Rs.2,776.46 (previous year Rs.2,289.50) is secured by hypothecation of present and future stocks, book debts and other current assets on pari-passu basis. The rate of interest on the packing credit is 6 Months LIBOR 1 - 3 % and WCDL is 9% -11%.

3.e) WCDL/ Short term loan from Kotak Bank Limited Nil (previous year Rs.1,300.00) is unsecured. The rate of interest on the loan is ranging from 9% to 11%.

3.f) Outstanding unsecured loan of Rs.4,500.00 (previous year Rs.4,500.00) is payable to BNP Paribas. The tenure of loan is short term and it is repayable on demand. The rate of interest on the loan is ranging from 7% to 11.5%.

3.g) Outstanding intercorporate deposit Nil (previous year Rs.1,300.00) from non-related parties which carries interest @ 12%. It is unsecured and repayable on demand.

3.h) Outstanding intercorporate deposit Nil (previous year Rs.4,000) from Britannia Industries Limited (subsidiary company) which carries interest @ 12%. It is unsecured and repayable on demand.

3.i) During the year Corporation has issued commercial paper of Rs.10,000.00 (previous year Rs.10,000.00) which carries coupon 7% to 8.5% for a tenor of 90 days. It is unsecured facility.

The Companyâs exposure to liquidity risk and interest risk related to borrowings is disclosed in note 38.

All trade payables are current. The Companyâs exposure to liquidity risk and currency risk related to trade payables is disclosed in note 38.

4 Managerial remuneration

a) The Company, during the financial year 2015-16 had paid remuneration to its Managing Director, Mr Ness Wadia aggregating Rs.289.98 (excluding retirals of Rs.59.96 ) which was in excess of limits specified in Schedule V of the Companies Act, 2013. The Central Government vide its letter dated 13^th September 2017 has approved increased remuneration payable to said Managing Director for financial year 201516 up to Rs.250.71. The Company vide its letter dated 3^rd November, 2017 has represented before Central Government for waiver of recovery of the excess remuneration paid to the Managing Director. Pending response from the Central Government, Rs.39.27 being the amount in excess of the remuneration as approved by the Central Government has been credited to employee benefits expense and has been disclosed as recoverable from the Managing Director.

b) The Company, during the financial year 2016-17 has paid remuneration to its Managing Director, Mr Ness Wadia aggregating Rs.289.98 (excluding retirals of Rs.59.96) which is in excess of limits specified in Schedule V of the Companies Act, 2013. In view of loss incurred during the year an application has been made to the Central Government for approval of the remuneration as Mr. Ness Wadia holds direct and indirect interest in the capital of the Company.

c) The Company, during the financial year 2017-18 has paid remuneration to its Managing Director, Mr Ness Wadia aggregating Rs.289.98 (excluding retirals of Rs.59.96) which is in excess of limits specified in Schedule V of the Companies Act, 2013. In view of loss incurred during the year an application has been made to the Central Government for approval of the remuneration as Mr. Ness Wadia holds direct and indirect interest in the capital of the Company.

5 Leases

Operating lease disclosure

1 The Company has taken various residential / commercial premises and plant and machinery under operating leases. These lease agreements are normally renewed on expiry. The lease payments recognised in statement of profit and loss is Rs.81.77 (31^st March, 2017: Rs.161.44).

2 During the year the Company has regained control of the subleased property. The lease and sublease arrangements are renewable at the end of each year. Sublease receipts recognised in the statement of profit and loss account is Rs.9.10 (31^st March, 2017: Rs.21.19)

6 Employee benefits (Ind AS 19)

(a) Defined contribution plans

Amount recognized as an expense and included in Note 30 under the head âContribution to Provident and Other Fundsâ of statement of profit and loss are as follows:

* The eligible employees of the Company are entitled to receive post employment benefits in respect of provident fund, in which both the employees and the Company make monthly contributions at a specified percentage of the employeesâ eligible salary (currently 12% of employeesâ eligible salary). The contributions are made to the provident fund managed by the trust set up by the Company, or to the Regional Provident Fund Commissioner (RPFC) which are charged to the standalone statement of profit and loss as incurred. In respect of contribution to RPFC, the Company has no further obligations beyond making the contribution, and hence, such employee benefit plan is classified as defined contribution plan. In respect of contribution to trust set up by the Company, such employee benefit plan is classified as defined benefit plan. Refer note

(b) Defined benefit plans- Gratuity:

The Company has The Bombay Burmah Trading Corporation Limited Covenanted Staff Gratuity Fund, The Bombay Burmah Trading Corporation Limited Employeesâ Gratuity Fund and Dental Products of India -division which are funded defined benefit plans for qualifying employees.

(i) In respect of covenanted staff covered under The Bombay Burmah Trading Corporation, Limited Covenanted Staff Gratuity Fund: The gratuity scheme provides for lump sum payment to vested employees based on a combination of factors such as length of service and manner of cessation of service viz. retirement, death/ disability, termination. In case of resignation where the service is 5 years of more but less than 10 years, the gratuity is computed based on 15 days salary for every completed year or part thereof in excess of 6 months subject to the maximum amount payable as per the Payment of Gratuity Act, 1972.

(ii) In respect of non-covenanted staff covered under The Bombay Burmah Trading Corporation, Limited Covenanted Staff Gratuity Fund and employees of the Dental Products of India - division for whom the Company has taken a gratuity policy from the LIC of India: The gratuity scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to 15 days salary payable for each completed year of service or part thereof in excess of six months subject to the maximum amount payable as per the Payment of Gratuity Act, 1972.

Vesting under the above scheme occurs only upon completion of five years of service, except in case of death or disability. The present value of the defined benefit obligation and the related current service cost are measured using the projected unit credit method with actuarial valuation being carried out at balance sheet date.

Aforesaid post-employment benefit plans typically expose the Company to actuarial risks such as ~ investment risk, interest rate risk, longevity risk and salary risk.

Investment Risk The present value of the defined benefit liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds.

Interest Risk A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the return on the planâs investments.

Longevity Risk The present value of the defined benefit liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the planâs liability.

Salary Risk The present value of the defined benefit liability is calculated by reference to the future

Salaries of plan participants. As such, an increase in salary of the plan participants will increase the planâs liability.

The most recent actuarial valuation of the plan assets and the present value of defined obligation were carried out as at 31^st March, 2018 by Armstrong International Employee Benefits Solution, member of the Institute of Actuaries of India. The present value of the defined benefit obligation and the related current service cost were measured using the projected unit credit method.

The following tables summarise the components of defined benefit expense recognised in the statement of profit or loss / OCI and the funded status and amounts recognised in the balance sheet for gratuity plans:

7 The Company expects to make a contribution of Rs.165.77 (31^st March, 2017: Rs.154.97) to the defined benefit plans during the next financial year.

Notes:

(i) The discount rate is based on the prevailing market yield on Government securities as at the balance sheet date for the estimated term of obligations.

(ii) The expected return on plan assets is determined considering several applicable factors mainly the composition of the plan assets held, assessed risks of asset management, historical results of the return on plan assets and the Companyâs policy for plan asset management.

(iii) The estimate of future salary increases considered in actuarial valuation takes into account inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market.

8 sensitivity analysis

The sensitivity analysis below have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.

The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated. Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognised in the balance sheet.

The Provident fund assets and liabilities are managed by âThe Bombay Burmah Trading Corporation Limited Employeesâ Provident Fund Trustâ in line with The Employeesâ Provident Fund and Miscellaneous Provisions Act, 1952.

The plan guarantees minimum interest at the rate notified by the provident fund authorities. The contribution by the employer and employee together with the interest accumulated thereon are payable to employees at the time of separation from the Company or retirement, whichever is earlier. The benefit vests immediately on rendering of the services by the employee. In terms of the guidance note issued by the Institute of Actuaries of India for measurement of provident fund liabilities, the actuary has provided a valuation of provident fund liability and based on the assumptions provided below, there is no shortfall as at 31^st March, 2018.

The Company contributed Rs.75.13 (31^st March, 2017: Rs.70.22) towards Bombay Burmah Employeesâ Provident Fund Trust during the year ended 31^st March, 2018.

The details of the Bombay Burmah Trading Corporation Limited Employeesâ Provident Fund obligation and plan assets position as at 31^st March is given below:

(d) Other long term employee benefits- compensated absences:

The Companyâs liability on account of compensated absences is not funded and hence the disclosures relating to the planned assets are not applicable. Expenses incurred towards compensated absences are included in Note 30 under âEmployee benefits expenseâ in the statement of profit and loss of Rs.59.29 (31^st March, 2017: Rs.35.00).

9 Financial instruments - fair values and risk management

1 Financial instruments - fair values and risk management

Set out below, is a comparison by class of the carrying amounts and fair value of the Companyâs financial instruments, other than those with carrying amounts that are reasonable approximations of fair values:

B. Measurement of fair values

Valuation techniques and significant unobservable inputs

The following tables show the valuation techniques used in measuring level 2 and level 3 fair values, as well as the significant unobservable inputs used.

C. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

- Credit risk

- Liquidity risk

- Market risk

Risk management framework

The Companyâs board of directors has overall responsibility for the establishment and oversight of the Companyâs risk management framework. The board of directors has established the Risk Management Committee, which is responsible for developing and monitoring the Companyâs risk management policies. The committee reports regularly to the board of directors on its activities.

The Companyâs risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Companyâs activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

The audit committee oversees how management monitors compliance with the Companyâs risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.

i) Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Companyâs receivables from customers.

The carrying amount of following financial assets represents the maximum credit exposure:

Trade receivables

The Companyâs exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including the default risk of the industry and country in which customers operate.

The Risk management committee has established a credit policy under which each new customer is analysed individually for creditworthiness before the Companyâs standard payment and delivery terms and conditions are offered. The Companyâs review includes external ratings, if they are available, and in some cases bank references. Sale limits are established for each customer and reviewed periodically.

Goods are sold subject to retention of title clauses, so that in the event of non-payment the Company may have a secured claim. The Company does not otherwise require collateral in respect of trade and other receivables

An impairment loss for trade and other receivables is established when there is objective evidence that the Company will not be able to collect all amounts due according to the original terms of the receivables. Impairment losses if any, are recognised in statement of profit and loss for the period.

At 31^st March, 2018, the maximum exposure to credit risk for trade and other receivables by geographic region was as follows:

At 31^st March, 2018, the Companyâs most significant customer, a manufacturer, accounted for Rs.475.00 of the trade and other receivables carrying amount (31^st March, 2017 : Rs.284.00).

Management believes that the unimpaired amounts that are past due by more than 30 days are still collectible in full, based on historical payment behaviour and extensive analysis of customer credit risk, including underlying customersâ credit ratings if they are available.

Cash and cash equivalents

The Company held cash and cash equivalents of Rs.1,360.63 at 31^st March, 2018 (31^st March, 2017: Rs.2,708.49). The cash and cash equivalents are held with banks with good credit ratings and financial institution counterparties with good market standing.

ii) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Companyâs approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Companyâs reputation.

As of 31^st March, 2018 and 31^st March, 2017 the Company had unutilized credit limits from banks Rs.8,838 and Rs.4,028 respectively. As of 31^st March, 2018, the Company had working capital of Rs.4,912.93, including cash and cash equivalents of Rs.1,367.80. As of 31^st March, 2017, the Company had working capital of â (1,936.51) , including cash and cash equivalents of Rs.2,721.66.

Exposure to liquidity risk

The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted, and include estimated interest payments.

(iii) Market risk

Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices - will affect the Companyâs income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables and long term debt. We are exposed to market risk primarily related to foreign exchange rate risk, interest rate risk and the market value of our investments. Thus, our exposure to market risk is a function of investing and borrowing activities and revenue generating and operating activities in foreign currency. The objective of market risk management is to avoid excessive exposure in our foreign currency revenues and costs.

The company is exposed to the following components of market risks:

a) Currency risk

b) Interest risk and

c) Price risk

a) Currency risk

The Company is exposed to currency risk on account of its borrowings and other payables in foreign currency. The functional currency of the Company is Indian rupee. The Company uses forward exchange contracts to hedge its currency risk, most with a maturity of less than one year from the reporting date.

Exposure to currency risk

The currency profile of financial assets and financial liabilities as at 31^st March, 2018 and 31^st March, 2017 are as below:

A reasonably possible strengthening (weakening) of the Indian rupee against US dollars, Euro, GBP, Singapore Dollars at 31^st March would have affected the measurement of financial instruments and affected profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.

b) Interest rate risk

Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.

Exposure to interest rate risk

Companyâs interest rate risk arises from borrowings. Borrowings issued at fixed rates exposes the Company to fair value interest rate risk. The interest rate profile of the Companyâs interest-bearing financial instruments as reported to the management of the Company is as follows.

The Company does not account for any fixed-rate financial assets or financial liabilities at fair value through profit or loss. Therefore, a change in interest rates at the reporting date would not affect profit or loss.

Cash flow sensitivity analysis for variable-rate instruments

A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased (decreased) profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency exchange rates, remain constant.

The risk estimates provided assume a parallel shift of 100 basis points interest rate across all yield curves. This calculation also assumes that the change occurs at the balance sheet date and has been calculated based on risk exposures outstanding as at that date. The period end balances are not necessarily representative of the average debt outstanding during the period.

c) price risk

Price risk the risk that the fair value or future cash flow of a financial instrument will fluctuate because of changes in market prices not related to interest rate risk or currency exchange risk, whether those changes are caused by factors specific to the individual financial instrument or its issuer, or factors affecting all similar financial instruments traded in the market.

Exposure to price risk

The entityâs exposure to equity securities price arises from investments held by the entity and classified in the balance sheet either as fair value through OCI. The quoted equity investments of the entity are publicly traded.

The table below summarizes the impact of increases/decreases of the index on the Companyâs equity and profit for the period. The analysis is based on the assumption equity index had increased or decreased by 10%, with all other variables held constant, and that all the entityâs equity instruments moved in line with the index

10 Capital management

The Companyâs policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors the return on capital as well as the level of dividends to ordinary shareholders.

The board of directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position.

The Company monitors capital using a ratio of âadjusted net debtâ to âadjusted equityâ. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings less cash and cash equivalents. Adjusted equity comprises all components of equity.

The Companyâs policy is to keep the ratio below 2.00. The Companyâs adjusted net debt to equity ratio is as follows

11 Contingent liabilities and commitments (to the extent not provided for)

a) Sundry claims against the Company by employees and others not admitted (amount indeterminate). In the opinion of the management, the outcome of these claims is likely to be immaterial.

b. Disputed demands not provided for in respect of :

(i) Plantations division (tea cess demand)

(ii) Plantations division (CENVAT credit)

(iii) Erstwhile building products division (excise duty)

c) Disputed wage demands pending with the Industrial Tribunal NIL (31^st March, 2017: Rs.184.00).

d) Damages and interest on alleged unauthorized occupation of residential premises determined by the Estate Officer of Life Insurance Corporation of India up to 31^st March, 2018 and disputed by the Company Rs.152.14 (31^st March, 2017: Rs.139.58).

e) Matters under dispute relating to Income tax in respect of the erstwhile Electromags Automotive Products Private Limited. A.Y. 2005-06 Rs.3.48 (31^st March, 2017: Rs.3.48), A.Y. 2006-07 Rs.0.37 (31^st March, 2017: Rs.0.37), A.Y.2009-10 Rs.0.87 (31^st March, 2017: Rs.0.87) and for A.Y 2011-12 Rs.1.80 (31^st March, 2017: Rs.1.80)

f) The Company has export obligation of NIL (31^st March, 2017: Rs.599.00) against the import licenses taken for import of capital goods under export promotion Capital Goods Scheme. The obligation has been fulfilled during the year.

g) The Company has received a demand notice during the current year for differential lease rent in respect of Singampatti estate rent being arrears of Rs.22,396.38 for the period from 1958 to 2017. The Company has challenged the said demand by way of writ before Madurai bench of Madras High Court, Madurai and the said demand has been stayed by the Honorable High Court.

h) The Company has given financial guarantee for a loan taken by a wholly-owned step down subsidiary for USD 66.30 millions.[(Rs.43,124.24) (31^st March, 2017: Rs.42,922.62)]

i) Estimated amount of contracts remaining to be executed on capital account, not provided for (net of advances) Rs.154.77 (previous year Nil)

The Company believes, based on current knowledge and after consultation with eminent legal counsel that the resolution of the above matter will not have material adverse effect on the financial statements of the Company.

12 Disclosure under the Micro, small and Medium enterprises Development Act, 2006 are provided as under for the year 2017-18, to the extent the Company has received intimation from the âsuppliersâ regarding their status under the Act.

Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the management. This has been relied upon by the auditors.

13 Dividend

After the reporting dates, the following dividends were proposed by the directors subject to the approval at the annual general meeting.

14 Corporate social responsibility (CsR)

During the year, the amount required to be spent on corporate social responsibility activities amounted to â NIL (31^st March, 2017 : NIL) in accordance with Section 135 of the Companies Act, 2013. The following amounts were spent during the year:

15 Disclosure as per Regulation 53F of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Loans and advances in the nature of loans given to subsidiaries, associates and others and investment in shares of the Company by such parties:

The above loan was given to the subsidiaries, associates and other related parties for its business activities.

* Became related party in the current financial year

# Ceased to be a related party effective in the current financial year as merged with BDMC

16 segment information

For management purposes, the Company is organised into business units based on its products and services and has four reportable segments, as follows:

1 Plantation: Segment produces/trades in tea, coffee, timber, cardamom and pepper

2 Health Care: Segment manufactures/trades in dental products.

3 Auto Electric Components: Segment manufactures, solenoids, switches, valves, slip rings etc. for automobile and other industries.

4 Investments: Segment invests in various securities listed as well as unlisted mainly on a long term basis.

5 Others: Segment manufactures/trades in analytical, precision balances, weighing scales and is also engaged in property development.

The Chief Operating Decision Maker (âCODMâ) evaluates the Companyâs performance and allocates resources based on an analysis of various performance indicators by operating segments. The CODM reviews revenue and gross profit as the performance indicator for all of the operating segments, and does not review the total assets and liabilities of an operating segment.

Segment wise classification :-

A i) Primary segment reporting (by business segment)

The Companyâs business segments based on product lines are as under :

- Plantation - tea

Segment produces/trades in tea business

- Plantation - coffee

Segment produces/trades in coffee business

- Auto electric components (AEC)

Segment manufactures, solenoids, switches, valves, slip rings etc. for automobile and other industries

- Investments

Segment invests in various securities listed as well as unlisted mainly on a long term basis

- Health care

Segment manufactures/trades in dental products

- Other

Segment manufactures/trades in analytical, precision balances, weighing scales and is also engaged in property development

* It includes revenues and assets of foreign branches

There is no transactions with single external customer which amounts to 10% or more of the Companyâs revenue.

Figures in italics pertain to previous year

17 Related party relationships, transactions and balances A List of related parties

1 Subsidiaries and step down subsidiaries where control exists:

I) Subsidiaries

a. Afco Industrial and Chemicals Limited

b. DPI Products and Services Limited

c. Sea Wind Investments and Trading Company Limited

d. Leila Lands Senderian Berhad

II) Step down subsidiaries:

i. Subsidiary of DPI Products & Services Limited : a. Subham Viniyog Private Limited

ii. Subsidiaries of Leila Lands Senderian Berhad :

a. Naira Holdings Limited

b. Island Horti-Tech Holdings Pte. Limited

c. Leila Lands Limited

d. Restpoint Investments Limited

e. Baymanco Investments Limited

iii. Subsidiaries of Island Horti-Tech Holdings Pte. Limited :

a. Island Landscape & Nursery Pte. Limited

b. Innovative Organics Inc.

iv. Subsidiaries and sub subsidiaries of Leila Lands Limited:

a. ABI Holding Limited

b. Britannia Brands Limited

c. Associated Biscuits International Limited

d. Dowbiggin Enterprises Pte. Limited

e. Nacupa Enterprises Pte. Limited

f. Spargo Enterprises Pte. Limited

g. Valletort Enterprises Pte. Limited

h. Bannatyne Enterprises Pte. Limited

i. Britannia Industries Limited

v. Subsidiaries of Britannia Industries Limited:

a. Boribunder Finance & Investments Private Limited

b. Flora Investments Company Private Limited

c. Gilt Edge Finance & Investments Private Limited

d. Ganges Valley Foods Private Limited

e. International Bakery Products Limited

f. J. B. Mangharam Foods Private Limited

g. Manna Foods Private Limited

h. Sunrise Biscuit Company Private Limited

i. Britannia and Associates (Mauritius) Private Limited

j. Britannia and Associates (Dubai) Private Company Limited

k. Al Sallan Food Industries Company SAOG

l. Strategic Food International Company LLC

m. Strategic Brands Holding Company Limited

n. Daily Bread Gourmet Foods (India) Private Limited

o. Britannia Dairy Private Limited

p. Britannia Dairy Holdings Private Limited

q. Britannia Employees General Welfare Association Private Limited r. Britannia Employees Medical Welfare Association Private Limited s. Britannia Employees Educational Welfare Association Private Limited t. Britchip Foods Limited

vi. subsidiary of Innovative organics Inc. :

a. Granum Inc.

2 Key management personnel:

a. Mr. Nusli N. Wadia - Non-executive Director

b. Mr. Anil Kumar Hirjee - Non-executive Director

c. Mr. Madhav L. Apte - Non-executive Director

d. Mr. Darius E. Udwadia - Non-executive Director

e. Mr. Jehangir N. Wadia - Non-executive Director

f. Dr. (Mrs) Minnie Bodhanwala - Non-executive Director (w.e.f. 30^th March, 2017)

g. Dr. (Mrs) Sheela Bhide - Non-executive Director (upto 31^th December, 2016)

h. Mr. Rajesh Batra - Non-executive Director (w.e.f. 30^th March, 2017)

i. Mr. Ness Wadia - Managing Director

j. Mr. Nitin H. Datanwala - Company Secretary and Vice President Corporate k. Mr. Amit Chhabra - Chief Financial Officer

3 Associate companies:

a. Lotus Viniyog Private Limited

b. Lima Investment and Trading Private Limited

c. Roshnara Investment and Trading Private Limited

d. Cincinnati Investment and Trading Private Limited

e. Shadhak Investment and Trading Private Limited

f. MSIL Investment Private Limited

g. Medical Microtechnology Limited

h. Harvard Plantations Limited

i. Placid Plantations Limited

j. The Bombay Dyeing & Manufacturing Company Limited (w.e.f. March 20, 2017 - Refer Note 3.i)

4 other related parties:

a. Go Airlines (India) Limited

b. Macrofil Investments Limited

c. The Bombay Dyeing & Manufacturing Company Limited (upto March 19, 2017)

d. Archway Investments Company Limited (upto 31^st March, 2017)

e. Udwadia & Co.

f. Nowrosjee Wadia and Sons Limited (w.e.f. August 02, 2017)

g. BRT Limited (w.e.f. August 02, 2017)

i M/s Archway Investments Company Limited (AICL) merged into The Bombay Dyeing & Manufacturing Company Limited (BDMC) w.e.f. 1^st April, 2016.

5 Employees benefit plans where there is significant influence:

a. The Bombay Burmah Trading Corporation Limited Covenanted Staff Gratuity Fund

b. The Bombay Burmah Trading Corporation Limited Employeesâ Gratuity Fund

c. The Bombay Burmah Trading Corporation Limited Employeesâ Superannuation Fund

d. The Bombay Burmah Trading Corporation Limited Employeesâ Exempt Provident Fund

The following table provides the total amount of transactions that have been entered into with related parties for the relevant financial year:

Some of the key management personnel of the Company are also covered under the Companyâs gratuity plan along with the other employees of the Company. Proportionate amounts of gratuity accrued under the Companyâs gratuity plan have not been separately computed or included in the above disclosures.

Terms and conditions of transactions with related parties

All the transactions with the related parties were made on normal commercial terms and conditions and at market rates.

All the outstanding balances are unsecured and repayable in cash.

18 The Company intends to sell its current investment in BDMC to its Group Companyâs in the short term.

19 Specified bank notes

The disclosures regarding details of specified bank notes held and transacted during 8^th November, 2016 to 30^th December, 2016 has not been made since it does not pertain to financial year ended 31^st March, 2018.

20 Other matters

i Consequent to the issuance of âGuidance Note of Division II - Ind AS Schedule III to the Companies Act 2013â certain items of the financial statements have been regrouped / reclassified.

ii Information with regard to other matters specified in Schedule III to the Act is either NIL or not applicable to the Company.

21. The Company was having Chief Financial Officer (CFO) during the year as required by Section 203 of the Companies Act, 2013, who has resigned with effect from closing hours of 30^th April, 2018. Accordingly the financial statements of the Company have not been authenticated by the Chief Financial Officer as required by Section 204 of the Companies Act, 2013.

Mar 31, 2017

(a) Building Includes Rs. 4 lakhs (31 March, 2016: Rs.4 lakhs; 1 April, 2015: Rs.4 lakhs) in respect of which documents evidencing title are held in the name of the Company''s nominee, which includes cost of 160 shares of Rs.50 each fully paid-up of the New Cosmopolitan Housing Society Limited.

(b) Vehicles as at 31 March, 2017, includes vehicles with a carrying amount of Rs.39 Lakhs (31 March, 2016: Rs.25 Lakhs, 1 April, 2015: Rs.101 Lakhs) on which the lender has a lien.

(d) Immovable properties (land and building) having gross block of Rs. 1,926 lakhs and net block of Rs. 1,755 lakhs is yet to be transferred in the name of the Company.

(e) Development plantation represents costs incurred for planting bearer plants pertaining to tea and coffee. Such bearer plants are expected to bear produce (tea leaves and coffee crop) for more than one period.

(f) The Company has availed the deemed cost exemption in relation to the property plant and equipment on the date of transition and hence the net block carrying amount has been considered as the gross block carrying amount on that date. Refer note below for the gross block value and the accumulated depreciation on 1 April, 2015 under the previous GAAP

(a) The Company has availed the deemed cost exemption in relation to investment property on the date of transition and hence the net block carrying amount has been considered as the gross block carrying amount on that date. Refer note below for the gross block value and the accumulated depreciation on 1 April, 2015 under the previous GAAP

Notes

i) Investment property comprises of office buildings. Fair value of investment property is Rs.1,256 Lakhs as on 31 March, 2017. (31 March, 2016: Rs. 1,378 Lakhs, 1 April, 2015: Rs.1,409 Lakhs)

ii) These valuations are performed by the management based on external valuation model.

iii) The fair value of investment property is categorized as level 3 in the fair valuation hierarchy.

The Company has availed the deemed cost exemption in relation to intangibles on the date of transition and hence the net block carrying amount has been considered as the gross block carrying amount on that date. Refer note below for the gross block value and the accumulated depreciation on 1 April, 2015 under the previous GAAR

The total shareholding of the Company, including shareholding of its wholly owned subsidiaries, in The Bombay Dyeing & Manufacturing Company Limited (''BDMC'') did not exceed 20% of the paid up share capital of BDMC as at 31 March, 2016, nor did it have significant influence or control over BDMC. Accordingly the investment in equity instruments of BDMC was accounted at fair value through other comprehensive income. During the year, the Company purchased additional 49,218,338 equity shares of BDMC on 20 March 2017, out of which 47,307,000 was sold to a wholly owned step down subsidiary of the Company before 31 March, 2017. With the acquisition of additional equity shares of BDMC by the Company on 20 March 2017, BDMC has become an associate of the Company effective that date. Accordingly the Company has recorded the equity instruments in BDMC at fair value through other comprehensive income up to 20 March 2017. The Company has availed the exemption of recording the investment in subsidiaries and associates at cost. Accordingly, the fair value of investment in BDMC as at 20 March 2017 has been considered as deemed cost of investment.

1 Movement in deferred tax balances

Deferred tax benefits are recognized on unabsorbed business loss and depreciation loss and other assets to the extent it is probable that taxable profit will be available against which the deductible temporary differences will be utilized.

The Company has the following unused tax losses which arose on incurrence of business loss under the Income-tax Act, 1961, for which no deferred tax asset has been recognized in the Balance Sheet.

2 Inventories

The cost of inventories recognized as an expense includes Rs.186 Lakhs (31 March, 2016: Rs. 292 Lakhs) in respect of write down of inventory to its net realizable value. There has been no reversal of such write down in current and previous years.

Inventories are subject to first charge against bank loans (Refer Note 18 and Note 21)

B. Measurement of Fair value

i. Fair Value hierarchy

The fair value measurements for tea leaves and coffee fruits has been categorized as Level 3 fair values based on the inputs to valuation technique used.

ii. Level 3 Fair values

The following table shows a break down of the total gains (losses) recognized in respect of Level 3 fair values-

C. Risk Management strategies related to agricultural activities

The Company is exposed to the following risks relating to its plantation activity

i. Regulatory and environmental risks

ii. Supply and demand risks

iii. Climate and other risks

The Company''s plantations are exposed to the risk of damage from climatic changes, pests, forest Ares and other natural forces. The Company has extensive processes in place aimed at monitoring and mitigating those risks, including regular estate health inspections and industrial pest surveys.

(d) Terms / Rights attached to each classes of shares

Rights, preferences and restrictions attached to equity shares

The Company has only one class of equity shares with voting rights having a par value of Rs.2 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders at the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation of the Company, the shareholders of equity shares will be entitled to receive remaining assets of the Company after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

3 Rupee loan from HDFC Bank Limited of Rs.3,000 Lakhs (current outstanding - Rs.750 Lakhs) which is repayable in 4 equal half yearly installments of Rs. 750 Lakhs each from 3^rd March 2016 to 3^rd September 2017. The loan is secured by extension of charge of an equitable mortgage, by deposit of title deeds of Singampatti estates together with Buildings and structures thereon in favour of HDFC Bank Limited. The rate of interest on the loan is ranging from 9.1% to 10.5%.

4 Rupee loan from Kotak Mahindra Bank Limited of Rs. 5,000 Lakhs (current outstanding - Rs.5,000 Lakhs) of which Rs.1,500 Lakhs is repayable in 8 equal quarterly installments of Rs. 113 Lakhs each, from 30^th June, 2017 to 30^th June, 2019 and 4 equal quarterly installments of'' 150 Lakhs each, from 30^th September, 2019 to 30^th June, 2020; Rs.3,500 Lakhs is repayable in 8 equal quarterly installments of Rs. 262 Lakhs each, from 30^th September, 2017 to 31^st March, 2019 and 4 equal quarterly installments of Rs. 350 Lakhs each, from 30^th June, 2019 to 31^st March, 2020. The loan is secured by extension of charge of an equitable mortgage by deposit of title deeds of Akurdi Land together with Buildings and structures thereon in favour of Kotak Mahindra Bank Limited. The rate of interest on the loan is ranging from 9.1% to 11%.

5 Rupee loan from The Hongkong and Shanghai Banking Corporation Limited of Rs. 2,500 Lakhs (current outstanding - Rs.1,000 Lakhs) is repayable in 5 equal half yearly installments of Rs. 500 Lakhs each from 23^rd December 2015 to 23^rd December 2017.The loan is secured by extension of charge of an equitable mortgage by deposit of title deeds of Mudis estates together with Buildings and structures thereon in favour of said The Hongkong and Shanghai Banking Corporation Limited. The rate of interest on the loan is ranging from 9.1% to 10.5%.

6 Rupee loan from The Federal Bank Limited of Rs.2,500 Lakhs (current outstanding - Rs.2,239 Lakhs) is repayable in 18 quarterly installments of Rs.139 Lakhs each from October 2016 to January 2021. The loan is secured by extension of pari passu charge of an equitable mortgage by deposit of title deeds of Mudis estates together with Buildings and structures thereon in favour of The Federal Bank Limited. The rate of interest on the loan is ranging from 9.1% to 10.5%.

7 Loan against vehicles are secured by lien on vehicle purchased. The rate of interest on the loan is ranging from 5% to 10% and is repayable in 60 equal installments.

The Company''s exposure to liquidity risk and interest risk related to borrowings is disclosed in Note 41 and

Note 43 respectively.

8 Cash credit from Axis Bank Limited as at 31^st March 2017 is NIL (as at 31^st March 2016: Rs.2,869 Lakhs, 1^st April 2015 is Rs.895 Lakhs), is secured by hypothecation of present and future stocks, book debts and other current assets on pari-passu basis and a collateral on Elkhill Estates. The rate of interest on the loan is ranging from 11% to 13%.

9 Cash Credit from HDFC Bank Limited of'' NIL (as at 31^st March 2016 is Rs.1,826 Lakhs and as at 1^st April 2015 is Rs.1,960 Lakhs), is secured by hypothecation of present and future stocks, book debts and other current assets on pari-passu basis and a collateral on Singampatti Estates. The rate of interest on the loan is ranging from 11% to 13%.

10 Agriculture loan from HDFC Bank Limited of Rs.103 Lakhs (as at 31^st March 2016 is Rs.700 Lakhs and as at 1^st April 2015 is NIL), is secured by hypothecation of present and future stocks, book debts and other current assets on pari-passu basis and a collateral on Singampatti Estates. The rate of interest on the loan is ranging from 9% to 11%.

11 Packing Credit/ Cash Credit / WCDL from The Hongkong and Shanghai Banking Corporation Limited of Rs. 1,000 Lakhs (as at 31^st March 2016 is Rs.2,201 Lakhs and as at 1^st April 2015 is Rs.4,432 Lakhs) is secured by hypothecation of present and future stocks, book debts and other current assets on pari-passu basis and a collateral on Mudis Estates. The rate of interest on the loan is ranging from 9% to 11%.

12 Packing credit/ WCDL from Federal Bank Limited of Rs.2,289 Lakhs (as at 31^st March 2016 is Rs.2,788 Lakhs and as at 1^st April 2015 is Rs.232 Lakhs) is secured by hypothecation of present and future stocks, book debts and other current assets on pari-passu basis and a collateral on Mudis Estates. The rate of interest on the packing credit is 6 Months LIBOR plus 1 % and on WCDL is ranging from 9% to 10%.

13 Cash Credit/ Overdraft from Kotak Bank Limited of NIL (as at 31^st March 2016 is Rs.442 Lakhs and as at 1^st April 2015 is NIL), is secured by hypothecation of present and future stocks, book debts and other current assets on pari-passu basis. The rate of interest on the loan is ranging from 9% to 11%.

14 Outstanding unsecured loan of Rs. 5,804 Lakhs (as at 31^st March 2016 is Rs.6,500 Lakhs and as at 1^st April 2015 is Rs.6,500 Lakhs), is payable to banks. The tenure of loan is short term and it is repayable on demand. The rate of interest on the loan is ranging from 9% to 11.5%.

15 Outstanding Inter Corporate Deposit of Rs.4,000 Lakhs (as at 31^st March 2016 is Rs.4,000 Lakhs and as at 1^st April 2015 is Rs.4,000 Lakhs) from Britannia Industries Limited (a step down subsidiary company) which carries interest @ 12%. It is unsecured and repayable on demand.

16 Outstanding Inter Corporate Deposit of Rs. 1,300 Lakhs (as at 31^st March 2016 is NIL and as at 1^st April 2015 is NIL) from non-related parties which carries interest @ 12%. It is unsecured and repayable on demand.

17 During the year Company has issued commercial paper of Rs. 10,000 Lakhs (as at 31^st March 2016 is NIL and as at 1^st April 2015 is NIL) to ICICI Prudential Mutual fund which carries coupon of 7% to 7.5% for a tenor of 90 days. It is an unsecured facility.

The Company''s exposure to liquidity risk and interest risk related to borrowings is disclosed in Note 41 and Note 43 respectively.

18 Explanation of transition to Ind AS

For the purposes of reporting as set out in Note 1, the Company has transitioned its basis of accounting from Indian generally accepted accounting principles ("IGAAP") to Ind AS. The accounting policies set out in Note 1 have been applied in preparing the financial statements for the year ended 31 March, 2017, the comparative information presented in these financial statements for the year ended 31 March, 2016 and in the preparation of an opening Ind AS balance sheet at 1 April, 2015 (the "transition date").

In preparing the opening Ind AS balance sheet, the amounts reported in financial statements prepared in accordance with IGAAP have been adjusted . An explanation of how the transition from IGAAP to Ind AS has affected the Company''s financial performance, cash flows and financial position is set out in the following tables and the notes that accompany the tables. On transition, we did not revise estimates previously made under IGAAP except where required by Ind AS.

A Optional exemptions availed

19 Business Combinations

Ind AS 101 provides an option to apply Ind AS 103 prospectively from the date of transition. The Company elected to apply Ind AS 103 prospectively to business combinations after the date of transition. Business combinations occurred prior to the transition date have not been re-stated. The Company has applied the same exemption for investments in subsidiaries and associates.

20 Deemed cost

Ind AS 101 permits the entity to elect to continue with the carrying value for all its property, plants and equipments recognized in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP, and use it as the deemed cost as at the date of transition. This exemption can also be used for intangible assets covered by Ind AS 38-Intangible assets, investment properties covered by Ind AS 40- Investment property and investment in subsidiaries and associates.

Accordingly, the Company has elected to measure all of its property, plant and equipment, intangible assets, investment properties and investment in subsidiaries and associates at their previous GAAP carrying value, which will be treated as deemed cost as on the date of transition.

21 Designation of previously recognized financial instruments

Ind AS 101 permits an entity to designate particular equity investments (other than equity investments in subsidiaries and associates) as at fair value through other comprehensive income (FVTOCI) based on facts and circumstances at the date of transition to Ind AS (rather than at initial recognition). Other equity investments are classified at fair value through profit and loss.

The Company has opted to avail this exemption to designate certain equity investments as FVTOCI on the date of transition.

22 Cumulative translation differences

As per Ind AS 101, an entity may deem that the cumulative translation differences for all foreign operations to be zero as at the date of transition by transferring any such cumulative differences to retained earnings. The Company has elected to avail of the above exemption.

B Mandatory exceptions

23 Estimates

As per Ind AS 101, an entity''s estimates in accordance with Ind AS atthe date of transition to Ind AS at the end of the comparative period presented in the entity''s first Ind AS financial statements, as the case may be, should be consistent with estimates made for the same date in accordance with the previous GAAP unless there is objective evidence that those estimates were in error.

However, the estimates are adjusted to reflect any differences in accounting policies.

As per Ind AS 101, where application of Ind AS requires an entity to make certain estimates that were not required under previous GAAP, those estimates should be made to reflect conditions that existed at the date of transition (for preparing opening Ind AS balance sheet) or at the end of the comparative period (for presenting comparative information as per Ind AS).

The Company''s estimates under Ind AS are consistent with the above requirement. Key estimates considered in preparation of the financial statements that were not required under the previous GAAP are listed below:

- Fair valuation of financial instruments carried at FVTPL and/ or FVTOCI.

- Fair valuation of biological assets measured at fair value less cost to sell.

- Determination of the discounted value for financial instruments carried at amortized cost.

24 Derecognition of financial assets and liabilities

As per Ind AS 101, an entity should apply the derecognition requirements in Ind AS 109, Financial Instruments, prospectively for transactions occurring on or after the date of transition to Ind AS. However, an entity may apply the derecognition requirements retrospectively from a date chosen by it if the information needed to apply Ind AS 109 to financial assets and financial liabilities derecognized as a result of past transactions was obtained at the time of initially accounting for those transactions. The Company has elected to apply the derecognition principles of Ind AS 109 retrospectively as reliable information was available at the time of initially accounting for these transactions.

25 Classification and measurement of financial assets

Ind AS 101 requires an entity to assess classification of financial assets on the basis of facts and circumstances existing as on the date of transition. Further, the standard permits measurement of financial assets accounted at amortized cost based on facts and circumstances existing at the date of transition if retrospective application is impracticable.

Accordingly, the Company has determined the classification of financial assets based on facts and circumstances that exist on the date of transition. Measurement of the financial assets accounted at amortized cost has been done retrospectively except where the same is impracticable.

Notes to the reconciliation:

26 Interest bearing loans and borrowings

Under previous GAAP, transaction costs incurred in connection with interest bearing loans and borrowings are amortized upfront and charged to Statement of Profit and Loss for the period. Under Ind-AS, transaction costs are included in the initial recognition amount of financial liability and charged to profit or loss using the effective interest method.

27 Biological assets

Under Ind AS biological assets are recognized and measured at its fair value less costs to sell on initial recognition date and at the end of each reporting period. Ind AS defines a biological asset as a living animal or plant but excludes bearer plant from its definition.

Tea leaves and coffee fruits are required to be recognized as biological assets and needs to be measured at fair value.

28 Forward contracts

Under previous GAAP, the Company did not account for any losses / gains on account of derivative contracts. Under Ind AS, all derivative contracts are required to be marked to market at each period end with mark to market gains and losses recognized in the statement of profit and loss.

29 Deferral of revenue

Under Ind AS, revenue shall be measured at the fair value of the consideration received or receivable taking into account the amount of any trade discounts and volume rebates allowed by the entity. Accordingly, revenue to the extent of free goods sold has been deferred.

Further, difference in timing of revenue recognition of export sales has been aligned on transition to Ind AS.

30 Security deposits

Under previous GAAP, security deposits are carried at their face values. Under Ind AS, non-cancellable deposits (not in the nature of statutory deposits) are required to be measured at their fair values at inception using an appropriate discounting rate. The difference between the book value and the discounted value on the date of inception shall be treated as prepaid lease rent, which shall be amortized on a straight-line basis, whereas the imputed interest shall be accrued on the security deposits based on "Effective Interest Rate" method.

31 Depreciation

The depreciation on plantations shall have to be computed on the basis of useful/remaining useful life of the plantations as on the reporting date. Owing to the said requirement, an amount representing additional depreciation on the plantations have been recorded.

32 Proposed dividend

Under previous GAAP, proposed dividends are recognized as a liability in the period to which they relate, irrespective of when they are declared. Under Ind-AS, a proposed dividend is recognized as a liability in the period in which it is declared by the Company (usually when approved by shareholders in a general meeting) or paid. In the case of the Company, the declaration of dividend occurs after period end. Therefore, the liability of Rs.698 Lakhs recorded for this dividend has been derecognized against retained earnings.

33 FVTOCI financial assets:

Under Previous GAAP, the Company accounted for long term investments in unquoted and quoted equity shares as investment measured at cost less provision for other than temporary diminution in the value of investments. Under Ind-AS, the Company has designated such investments as FVTOCI investments. Ind-AS requires FVTOCI investments to be measured at fair value. At the date of transition to Ind-AS, difference between the instruments fair value and previous GAAP carrying amount has been recognized as a separate component of equity, in the FVTOCI reserve, net of related deferred taxes.

34 Deferred tax assets (net) :

Previous GAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period. Ind-AS 12 requires entities to account for deferred taxes using the balance sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base. The application of Ind-AS 12 approach has resulted in recognition of deferred tax on new temporary differences which was not required under previous GAAP

Also, certain properties of the Company were converted into stock-in-trade during the year 2006-07. As per the taxation laws, the benefit of indexation of cost of purchase for such properties would be allowed until the date of conversion i.e. until the year 2006-07 and hence a deferred tax asset of Rs. 415 Lakhs is created on these properties.

35 Statement of cash flows

The transition from previous GAAP to Ind AS has not had a material impact on the statement of cash flows.

36 Managerial remuneration

a) The Company, during the financial year 2015-16 had paid remuneration to one of its Managing Directors, Mr. Ness Wadia Rs.290 Lakhs (excluding retirals of Rs. 59 Lakhs) which was in excess of limits specified in Schedule V of the Companies Act, 2013. In view of loss incurred during the year an application has been made to the Central Government for the approval of remuneration as Mr. Ness Wadia holds direct and indirect interest in the capital of the Company.

b) The Company, during the financial year 2016-17 has paid remuneration to its Managing Director, Mr. Ness Wadia Rs.290 Lakhs (excluding retirals of Rs.59 Lakhs) which is in excess of limits specified in Schedule V of the Companies Act, 2013. In view of loss incurred during the year an application has been made to the Central Government for approval of the remuneration as Mr. Ness Wadia holds direct and indirect interest in the capital of the Company.

37 Employee benefits (Ind AS 19)

(a) Defined contribution plans

Amount recognized as an expense and included in Note 30 under the head "Contribution to Provident and

Other Funds" of Statement of Profit and Loss are as follows:

* The eligible employees of the Company are entitled to receive post employment benefits in respect of provident fund, in which both the employees and the Company make monthly contributions at a specified percentage of the employees'' eligible salary (currently 12% of employees'' eligible salary). The contributions are made to the provident fund managed by the trust set up by the Company, or to the Regional Provident Fund Commissioner (RPFC) which are charged to the Standalone Statement of Profit and Loss as incurred. In respect of contribution to RPFC, the Company has no further obligations beyond making the contribution, and hence, such employee benefit plan is classified as Defined Contribution Plan. In respect of contribution to trust set up by the Company, such employee benefit plan is classified as Defined Benefit Plan. Refer Note (c) below.

(b) Defined benefit plans- Gratuity:

The Company has The Bombay Burmah Trading Corporation Limited Covenanted Staff'' Gratuity Fund, The Bombay Burmah Trading Corporation Limited Employees Gratuity Fund (non-covenanted), Dental Products of India and Electromags divisions Employees Group Gratuity Scheme, which are funded defined benefit plans for qualifying employees.

(i) The Scheme in relation to The Bombay Burmah Trading Corporation Limited Employees Gratuity Fund (i.e. for Non-covenanted employees), Dental Products of India and Electromags division Employees Group Gratuity Scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to 15 days salary payable for each completed year of service or part thereof in excess of six months subject to the maximum amount payable as per the Payment of Gratuity Act, 1972.

(ii) The Scheme in relation to The Bombay Burmah Trading Corporation Limited Covenanted Staff Gratuity Fund provides for lump sum payment to vested employees based on a combination of factors such as length of service and manner of cessation of service viz. retirement, death/ disability, termination. In case of resignation where the service is 5 years of more but less than 10 years, the gratuity is computed based on 15 days salary for every completed year or part thereof in excess of 6 months subject to the maximum amount payable as per the Payment of Gratuity Act, 1972.

Vesting (for both the funds mentioned above) occurs only upon completion of five years of service, except in case of death or disability. The present value of the defined benefit obligation and the related current service cost are measured using the projected unit credit method with actuarial valuation being carried out at balance sheet date.

Aforesaid post-employment benefit plans typically expose the Company to actuarial risks such as: investment risk, interest rate risk, longevity risk and salary risk.

Investment Risk

The present value of the defined benefit liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds.

Interest Risk

A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the return on the plan''s investments.

Longevity Risk

The present value of the defined benefit liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan''s liability.

Salary Risk

The present value of the defined benefit liability is calculated by reference to the future salaries of plan participants. As such, an increase in salary of the plan participants will increase the plan''s liability.

The most recent actuarial valuation of the plan assets and the present value of defined obligation were carried out as at 31 March, 2017 by Armstrong International Employee Benefits Solution, member of the Institute of Actuaries of India. The present value of the defined benefit obligation and the related current service cost were measured using the projected unit credit method.

The following tables summaries the components of defined benefit expense recognized in the statement of profit and loss / OCI and the funded status and amounts recognized in the Balance Sheet for gratuity plans:

8 The Company expects to make a contribution of'' 155 Lakhs (31 March, 2016: Rs.169 Lakhs) to the defined benefit plans during the next financial year.

Notes:

(i) The discount rate is based on the prevailing market yield on government securities as at the balance sheet date for the estimated term of obligations.

C. Defined benefit plans- Provident fund:

The Provident fund assets and liabilities are managed by Trust "The Bombay Burmah Trading Corporation Limited Employees Provident Fund" in line with The Employees'' Provident Fund and Miscellaneous Provisions Act, 1952.

The Company contributed Rs.58 Lakhs (31 March, 2016: Rs.64 Lakhs) towards Bombay Burmah Employees Provident Fund Trust during the year ended 31 March, 2017.

(d) Other Long term employee benefits- Compensated absences:

The Company''s liability on account of compensated absences is not funded and hence the disclosures relating to the planned assets are not applicable. Expenses incurred towards compensated absences are included in Note 30 under "Employee benefits expense" in the statement of profit and loss of Rs.35 Lakhs (31 March, 2016: Rs.61 Lakhs).

38 Leases

Operating lease disclosure

1 The Company has taken various residential / commercial premises and plant and machinery under operating leases. These lease agreements are normally renewed on expiry. The lease payments recognized in statement of profit and loss is Rs.161 Lakhs (31 March, 2016: Rs.101 Lakhs).

2 Future minimum rental payables under non-cancellable operating lease

3 One of the leased properties that is no longer required for use by the Company has been sublet. The lease and sublease arrangements are renewable at the end of each year. Sublease receipts recognized in the statement of profit and loss account is Rs.21 Lakhs (31 March, 2016: Rs.20 Lakhs)

39 Financial instruments - Fair values and risk management

1. Financial instruments - Fair values and risk management

Set out below, is a comparison by class of the carrying amounts and fair value of the Company''s financial instruments, other than those with carrying amounts that are reasonable approximations of fair values:

B. Measurement of fair values

Valuation techniques and significant unobservable inputs

The following tables show the valuation techniques used in measuring Level 2 and Level 3 fair values, as well as the significant unobservable inputs used.

C. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

- Credit risk

- Liquidity risk

- Market risk

Risk management framework

The Company''s board of directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. The board of directors has established the Risk Management Committee, which is responsible for developing and monitoring the Company''s risk management policies. The committee reports regularly to the board of directors on its activities.

The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

The audit committee oversees how management monitors compliance with the Company''s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.

1 Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counter-party to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers.

The carrying amount of following financial assets represents the maximum credit exposure:

Trade receivables

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including the default risk of the industry and country in which customers operate.

The Risk Management Committee has established a credit policy under which each new customer is analysed individually for creditworthiness before the Company''s standard payment and delivery terms and conditions are offered. The Company''s review includes external ratings, if they are available, and in some cases bank references. Sale limits are established for each customer and reviewed periodically.

At 31 March, 2017, the maximum exposure to credit risk for trade and other receivables by geographic region was as follows:

At 31 March, 2017, the Company''s most significant customer, a manufacturer, accounted for Rs. 284 Lakhs of the trade and other receivables carrying amount (31 March, 2016 : Rs.544 Lakhs).

Impairment

At 31 March, 2017, the ageing of trade and other receivables that were not impaired was as follows:

Cash and cash equivalents

The Company held cash and cash equivalents of Rs. 2,708 Lakhs at 31 March, 2017 (31 March, 2016: Rs.487 Lakhs; 1 April, 2015: Rs.5,299 Lakhs). The cash and cash equivalents are held with banks with good credit ratings and financial institution counter-parties with good market standing.

2 Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.

As of 31 March, 2017, 31 March, 2016 and 1 April, 2015 the Company had unutilized credit limits from banks of Rs.4,028 Lakhs, Rs.295 Lakhs and Rs.7,278 Lakhs respectively. As of 31 March, 2017, the Company had working capital of Rs. (1,975) Lakhs, including cash and cash equivalents of Rs.2,721 Lakhs.

As of 31 March, 2016, the Company had working capital of Rs.2,023 Lakhs, including cash and cash equivalents of Rs. 509 Lakhs.

As of 1 April, 2015 the Company had working capital of Rs.7,212 Lakhs, including cash and cash equivalents of Rs. 5,334 Lakhs.

Exposure to liquidity risk

The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted, and include estimated interest payments.

3 Market risk

Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices - will affect the Company''s income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables and long term debt. The Company is exposed to market risk primarily related to foreign exchange rate risk, interest rate risk and the market value of its investments. Thus, the Company''s exposure to market risk is a function of investing and borrowing activities and revenue generating and operating activities in foreign currency. The objective of market risk management is to avoid excessive exposure in the Company''s foreign currency revenues and costs.

The company is exposed to the following components of market risks:

a) Currency risk

b) Interest rate risk and

c) Price risk

a) Currency risk

The Company is exposed to currency risk on account of its borrowings and other payables in foreign currency. The functional currency of the Company is Indian Rupee. The Company uses forward exchange contracts to hedge its currency risk, most with a maturity of less than one year from the reporting date.

Company does not use derivative financial instruments for trading or speculative purposes. The Company uses forward contracts to hedge the foreign currency trade receivables. Following is the profile of outstanding forward exchange contracts

A reasonably possible strengthening (weakening) of the Indian Rupee against US dollars, Euros, GBP, Singapore Dollars at March 31 would have affected the measurement of financial instruments and affected profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.

b Interest rate risk

Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of Axed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.

Exposure to interest rate risk

Company''s interest rate risk arises from borrowings. Borrowings issued at fixed rates exposes the Company to fair value interest rate risk. The interest rate profile of the Company''s interest-bearing financial instruments as reported to the management of the Company is as follows.

Fair value sensitivity analysis for fixed-rate instruments

c Price Risk

Exposure to price risk

The entity''s exposure to equity securities price arises from investments held by the entity and classified in the balance sheet either as fair value through OCI. The quoted equity investments of the entity are publicly traded

Sensitivity analysis - Equity price risk

The table below summarizes the impact of increases/decreases of the index on the group''s equity and profit for the period. The analysis is based on the assumption equity index had increased or decreased by 10%, with all other variables held constant, and that all the entity''s equity instruments moved in line with the index.

40 Capital Management

The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors the return on capital as well as the level of dividends to ordinary shareholders.

The Company monitors capital using a ratio of ''adjusted net debt'' to ''adjusted equity''. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings less cash and cash equivalents. Adjusted equity comprises all components of equity.

The Company''s policy is to keep the ratio below 2.00. The Company''s adjusted net debt to equity ratio is as follows

41 Contingent liabilities and commitments (to the extent not provided for)

a. Sundry claims against the Company by employees and others not admitted (amount indeterminate). In the opinion of the management, the outcome of these claims is likely to be immaterial.

c. Disputed wage demands pending with the Industrial Tribunal Rs. 184 Lakhs (31 March, 2016: Rs.184 Lakhs).

d. Damages and interest on alleged unauthorized occupation of residential premises determined by the Estate Officer of Life Insurance Corporation of India up to 31^st March 2017 and disputed by the Corporation Rs.134 Lakhs (31 March, 2016: Rs.128 Lakhs).

e. Matters under dispute relating to Income tax in respect of the erstwhile Electromags Automotive Products Private Limited (Auto Electric Components Division). A.Y. 2004-05 Rs.3 Lakhs (31 March, 2016: Rs.5 Lakhs), for the A.Y. 2009-10 Rs. 1 Lakhs (31 March, 2016: Rs.64 Lakhs) and for A.Y. 2011-12 Rs. 2 Lakhs (31 March, 2016: Rs.2Lakhs).

f. The Company has export obligation of Rs.599 Lakhs (31 March, 2016: Rs.599 Lakhs) against the import licenses taken for import of capital goods under export promotion Capital Goods Scheme. The obligation to be fulfilled within period of 8 years (March 31, 2021).

g. The Company has given financial guarantee for a loan taken by a wholly-owned step down subsidiary for USD 66.30 millions. (Rs. 42,923 Lakhs) (31 March,2016: NIL)

42 Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006 are provided as under for the year 2016-17, to the extent the Company has received intimation from the "Suppliers" regarding their status under the Act.

43 Dividend

After the reporting dates, the following dividends were proposed by the directors subject to the approval at the annual general meeting.

44 Corporate social responsibility (CSR)

During the year, the amount required to be spent on corporate social responsibility activities amounted to NIL (31 March, 2016: Rs.24 Lakhs) in accordance with Section 135 of the Companies Act, 2013. The following amounts were spent during the year:

45 Disclosures as per Section 186 of the Companies Act, 2013 (i) Investments made by the Company (a) Non-current investments

(iii) Details of corporate guarantee

(a) Details of corporate guarantee given during the year:

* The movement in corporate guarantee is on account of change in exchange rates.

(b) Details of corporate guarantee given during the previous year: Nil

Purpose: The loan availed by Leila Lands Limited, a wholly owned subsidiary incorporated in Mauritius, for refinancing the existing outstanding facilities.

46 Segment information

For management purposes, the Company is organized into business units based on its products and services and has six reportable segments, as follows:

Plantation: Segment produces/trades in Tea, Coffee, Timber, Cardamom and Pepper

Health Care: Segment manufactures/trades in Dental products.

Auto Electric Components: Segment manufactures, solenoids, switches, valves, slip rings etc. for automobile and other industries.

Investments: Segment invests in various securities listed as well as unlisted mainly on a long term basis.

Weighing Products: Segment manufactures/trades in Analytical, Precision Balances and Weighing Scales.

Real Estate: Segment represents property development.

The Chief Operating Decision Maker ("CODM") evaluates the Company''s performance and allocates resources based on an analysis of various performance indicators by operating segments. The CODM reviews revenue and gross profit as the performance indicator for all of the operating segments, and does not review the total assets and liabilities of an operating segment.

Segment wise classification

A i) Primary segment reporting (by business segment)

The Company''s business segments based on product lines are as under :

- Plantation - Tea

Segment produces/trades in Tea business

- Plantation - Coffee

Segment produces/trades in Coffee business

- Auto electric components

Segment manufactures, solenoids, switches, valves, slip rings etc. for automobile and other industries

- Investments

Segment invests in various securities listed as well as unlisted mainly on a long term basis and deposits

- Health Care

Segment manufactures/trades in Dental products

- Weighing products

Segment manufactures/trades in analytical, precision balances and weighing scales.

- Real estate

Segment represents property development,

ii) Segment revenues, results and other information :

Figures in italics pertain to previous year

47 Related party relationships, transactions and balances List of Related parties

1. Subsidiaries and step down subsidiaries where control exists:

a) Subsidiaries

i. Afco Industrial & Chemicals Limited

ii. DPI Products & Services Limited

iii. Sea Wind Investments & Trading Company Limited

iv. Leila Lands Senderian Berhad

b) Step down subsidiaries:

a. Subsidiary of DPI Products & Services Limited :

Subham Viniyog Private Limited

b. Subsidiaries of Leila Lands Senderian Berhad :

Naira Holdings Limited

Island Horti-Tech Holdings Pte. Limited

Leila Lands Limited

Restpoint Investments Limited

Baymanco Investments Limited

c. Subsidiaries of Island Horti-Tech Holdings Pte. Limited :

Island Landscape & Nursery Pte. Limited

Innovative Organics Inc.

d. Subsidiaries and sub subsidiaries of Leila Lands Limited:

ABI Holding Limited

Britannia Brands Limited

Associated Biscuits International Limited

Dowbiggin Enterprises Pte. Limited

Nacupa Enterprises Pte. Limited

Spargo Enterprises Pte. Limited

Valletort Enterprises Pte. Limited

Bannatyne Enterprises Pte. Limited

Britannia Industries Limited

e. Subsidiaries of Britannia Industries Limited:

Boribunder Finance & Investments Private Limited

Flora Investments Company Private Limited

Gilt Edge Finance & Investments Private Limited

Ganges Valley Foods Private Limited

International Bakery Products Limited

J. B. Mangharam Foods Private Limited

Manna Foods Private Limited

Sunrise Biscuit Company Private Limited

Britannia and Associates (Mauritius) Private Limited

Britannia and Associates (Dubai) Private Company Limited

Al Sallan Food Industries Company SAOG

Strategic Food International Company LLC

Strategic Brands Holding Company Limited

Daily Bread Gourmet Foods (India) Private Limited

Britannia Dairy Private Limited

Britannia Dairy Holdings Private Limited

Britannia Employees General Welfare Association Private Limited

Britannia Employees Medical Welfare Association Private Limited

Britannia Employees Educational Welfare Association Private Limited

Britchip Foods Limited

f. Subsidiary of Innovative Organics Inc. :

Granum Inc.

2. Key Management Personnel:

Mr. Nusli N. Wadia - Non-executive Director

Mr. Anil Kumar Hirjee - Non-executive Director

Mr. Madhav L. Apte - Non-executive Director

Mr. Darius E. Udwadia - Non-executive Director

Mr. Jehangir N. Wadia - Non-executive Director

Dr. (Mrs) Minnie Bodhanwala - Non-executive Director (w.e.f. 30 March 2017)

Dr. (Mrs) Sheela Bhide - Non-executive Director (up to 31 December 2016)

Mr. Rajesh Batra - Non-executive Director (w.e.f. 30 March 2017)

Mr. Ness Wadia - Managing Director

Mr. Ashok Panjwani - Managing Director (up to 8^th February, 2016)

Mr. Nitin H Datanwala - Company Secretary and Vice President Corporate

Mr. Amit Chhabra - Chief Financial Officer (w.e.f. 8^th February, 2016)

3. Associate companies:

Lotus Viniyog Private Limited

Lima Investment and Trading Company Private Limited.

Roshnara Investment and Trading Company Private Limited.

Cincinnati Investment and Trading Company Private Limited.

Shadhak Investment and Trading Private Limited.

MSIL Investments Private Limited.

Medical Microtechnology Limited Harvard Plantations Limited Placid Plantations Limited

The Bombay Dyeing & Manufacturing Company Limited (w.e.f. 20^th March 2017 - Refer Note 3.1)

4. Other related parties:

Go Airlines (India) Limited Macrofil Investments Limited

The Bombay Dyeing & Manufacturing Company Limited (up to 19^th March 2017)

Archway Investment Company Limited Udwadia & Co.

Some of the key management personnel of the Company are also covered under the Company''s Gratuity plan along with the other employees of the Company. Proportionate amounts of gratuity accrued under the Company''s Gratuity plan have not been separately computed or included in the above disclosures.

Terms and conditions of transactions with related parties

All the transactions with the related parties were made on normal commercial terms and conditions and at market rates.

All the outstanding balances are unsecured and repayable in cash.

Mar 31, 2016

1. CONTINGENT LIABILITIES NOT PROVIDED FOR:

A. Sundry claims against the Corporation by employees and others not admitted (amount indeterminate). In the opinion of the management, the outcome of these claims is likely to be immaterial.

C. Disputed wage demands pending with the Industrial Tribunal Rs. 184.25 Lakhs (Previous Year Rs. 232.25 Lakhs).

D. Damages and interest on alleged unauthorized occupation of residential premises determined by the Estate Officer of Life Insurance Corporation of India up to 31st March 2016 and disputed by the Corporation Rs. 128.06 Lakhs (Previous YearRs.108.26 Lakhs).

E. Matters under dispute relating to Income tax in respect of the erstwhile Electromags Automotive Products Private Limited (Auto Electric Components Division). A.Y. 2004-05 Rs. 5.23 Lakhs (Previous Year Rs.5.23 Lakhs), for the A.Y.2009-10 Rs. 64.26 Lakhs (Previous Year Rs. 64.26 Lakhs) and for A.Y 2011-12 Rs. 1.79 Lakhs (Previous Year Rs. 1.79 Lakhs).

F. The Corporation has export obligation of Rs. 599.00 Lakhs (Previous Year Rs. 599.00 Lakhs) against the import licenses taken for import of capital goods under export promotion Capital Goods Scheme. The Obligation to be fulfilled within period of 8 years (31st March, 2021).

The Corporation believes, based on current knowledge and after consultation with eminent legal counsel that the resolution of the above matter will not have material adverse effect on the financial statements of the Corporation.

2. SEGMENT INFORMATION:

A. i) Primary Segment Reporting (by Business Segment)

The Corporation''s business segments based on product lines are as under:

- Plantation

Segment produces/trades in Tea, Coffee, Timber, Cardamom and Pepper.

- Health Care

Segment manufactures/trades in Dental products.

- Auto Electric Components

Segment manufactures, solenoids, switches, valves, slip rings etc. for automobile and other industries.

- Investments

Segment invests in various securities listed as well as unlisted mainly on a long term basis.

- Weighing Products

Segment manufactures/trades in Analytical, Precision Balances and Weighing Scales.

- Real Estate

Segment represents property development.

3. RELATED PARTY DISCLOSURES:

Related party disclosures as required by (AS-18) "Related Party Disclosures" are given below:

1) Subsidiaries and sub-subsidiaries where control exists:

Subsidiaries:

i. Afco Industrial & Chemicals Limited

ii. DPI Products & Services Limited

iii. Sea Wind Investments & Trading Company Limited

iv. Leila Lands Senderian Berhad

Sub-Subsidiaries:

a) Subsidiary of DPI Products & Services Limited :

Subham Viniyog Private Limited

b) Subsidiaries of Leila Lands Senderian Berhad :

Naira Holdings Limited

Island Horti-Tech Holdings Pte. Limited

Leila Lands Limited

Restpoint Investments Limited

c) Subsidiaries of Island Horti-Tech Holdings Pte. Limited :

Island Landscape & Nursery Pte. Limited Innovative Organics Inc.

d) Subsidiaries and sub subsidiaries of Leila Lands Limited:

ABI Holding Limited Britannia Brands Limited Associated Biscuits International Limited Dowbiggin Enterprises Pte. Limited Nacupa Enterprises Pte. Limited Spargo Enterprises Pte. Limited Valletort Enterprises Pte. Limited Bannatyne Enterprises Pte. Limited Britannia Industries Limited

e) Subsidiaries of Britannia Industries Limited:

Boribunder Finance & Investments Private Limited

Flora Investments Company Private Limited

Gilt Edge Finance & Investments Private Limited

Ganges Valley Foods Private Limited

International Bakery Products Limited

J. B. Mangharam Foods Private Limited

Manna Foods Private Limited

Sunrise Biscuit Company Private Limited

Britannia and Associates (Mauritius) Private Limited

Britannia and Associates (Dubai) Private Company Limited

Al Sallan Food Industries Company SAOG

Strategic Food International Company LLC

Strategic Brands Holding Company Limited

Daily Bread Gourmet Foods (India) Private Limited

Britannia Dairy Private Limited

Britannia Dairy Holdings Private Limited

Britannia Employees General Welfare Association Private Limited

Britannia Employees Medical Welfare Association Private Limited

Britannia Employees Educational Welfare Association Private Limited

f) Subsidiary of Innovative Organics Inc. :

Granum Inc.

2) Key Management Personnel:

a) Mr. Ashok Panjwani - Erstwhile Managing Director

b) Mr. Ness Wadia - Managing Director

c) Mr. Nitin H Datanwala- Company Secretary

d) Mr. Amit Chhabra- Chief Financial Officer (w.e.f. 8th February, 2016)

3) Other Related parties:

a) Associate Companies:

Lotus Viniyog Private Limited

Lima Investment and Trading Pvt. Ltd.

Roshnara Investment and Trading Pvt. Ltd.

Cincinnati Investment and Trading Pvt. Ltd.

Shadhak Investment and Trading Pvt. Ltd.

MSIL Investment and Pvt. Ltd.

Inor Medical Products Limited (this ceased to be an Associate w.e.f. 30th September, 2014)

Medical Microtechnology Limited

Harvard Plantations Limited (w.e.f. 30th March 2015)

Placid Plantations Limited (w.e.f. 30th March 2015)

b) Other Group Companies where control exist:

Go Airlines (India) Limited

Macrofl Investments Limited

Bombay Dyeing and Manufacturing Company Limited

4. Managerial Remuneration :

a) The Corporation, during the financial year 2014-15 had paid remuneration to one of its Managing Directors, Mr. Ness Wadia Rs.289.98 Lakhs (excluding retrials of Rs. 58.75 Lakhs) which was in excess of limits specified in Schedule V of the Companies Act, 2013. The Central Government vide its letter dated 6th November, 2015 had approved increased remuneration payable to him for the financial year 2014- 15 upto Rs.227.92 lakhs. The Corporation vide its letter dated 4th December, 2015 has represented to the Central Government for payment of remuneration of Rs.298.98 Lakhs; response to which is awaited. Pending disposal of the Corporation''s representation, the differential amount of Rs.62.06 lakhs has been shown as recoverable from him.

b) Although there has been no increase in remuneration paid to Mr. Ness Wadia for FY 2015-2016, in view of inadequacy of profits, the Corporation has made an application to the Central Government for approval to the payment of the same remuneration of Rs. 289.98 Lakhs (excluding retirals of Rs. 58.75 Lakhs) to Mr. Ness Wadia as it is in excess of the limits prescribed by Schedule V of the Companies Act, 2013.

The application has been made to the Central Government as Mr. Ness Wadia holds direct and indirect interest in the capital of the Corporation, although the condition of holding professional qualification is satisfied under the General Circular 07/2015 dated 10th April, 2015 issued by Ministry of Corporate Affairs.

5. Export benefits / Incentives are accounted on accrual basis. Accordingly, on the Balance Sheet date, in respect of Exports made, estimated benefit of Rs. 171.48 Lakhs (Previous year Rs. 345.03 Lakhs) has been taken into account for the year as incentive on accrual basis under the pass book scheme. Subsequent to that, the Corporation has utilized the said entitlement of Rs. 124.61 Lakhs (Previous year Rs. 302.87 Lakhs).

6. Leases:

(a) Operating Lease:

The Corporation has taken various residential / commercial premises and plant and machinery under operating leases. These lease agreements are normally renewed on expiry. The lease payments recognised in Statement of Proft & Loss is Rs. 99.47 Lakhs (Previous Year Rs. 81.82 Lakhs).

7. In the earlier years the Corporation took up development of Real Estate in the vacant properties at Pune, Coimbatore and Mumbai; and converted these assets as stock in trade at cost. Cost incurred during the year which are attributable and are allocated to development of real estate activities is in accordance with the Guidance note on Real Estate Transactions (Revised 2012) issued by Institute of Chartered Accountants of India.

8. On the basis of confirmation obtained from suppliers who have registered under The Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act, 2006) and based on the information available with the Corporation the balance due to Micro & Small Enterprises as defined under the MSMED Act, 2006 is Rs. Nil Lakhs (Previous Year Rs.Nil Lakhs). Further, no interest during the year has been paid/ or is payable / accrued under the terms of the MSMED Act, 2006.

9. The pending litigations comprise of claims against the Corporation by employees and pertaining to proceedings pending with Income Tax, Excise, Custom, Sales tax /VAT or any other authorities. The Corporation has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its financial statements. The Corporation does not expect the outcome of these proceedings to have a materially adverse effect on its financial position. (Also Refer Note 28 on contingent liabilities).

10. Figures in respect of current year and those for the Previous Year have been rounded off to the nearest thousand and are expressed in terms of decimals of Lakhs.

Mar 31, 2014

1. CONTINGENT LIABILITIES NOT PROVIDED FOR:

A. Sundry claims against the Corporation by employees and others not admitted (amount indeterminate). In the opinion of the management, the outcome of these claims is likely to be immaterial.

B. Disputed demands of Central Excise Department not provided for in respect of:

Current Year Previous Year (Rs. in Lakhs) (Rs. in Lakhs)

South India Consolidation (Plantations Division) 14.12 7.47

Erstwhile Sunmica Division (Building Products Division) 3,728.24 3,728.24

C. Disputed wage demands pending with the Industrial Tribunal Rs. 232.25 Lakhs (Previous Year Rs. 232.25 lakhs) in respect of South India Branches.

D. Damages and interest on alleged unauthorized occupation of residential premises determined by the Estate Officer L.I.C. up to 31st March 2014 and disputed by the Corporation Rs. 108.26 lakhs (Previous Yeart 101.37 lakhs).

E. Matters under dispute relating to Income tax in respect of the erstwhile Electromags Automotive Products Private Limited. A.Y. 2004-05 Rs. 5.23 lakhs, for the A.Y. 2009-10 Rs. 64.26 lakhs and for A.Y. 2011-12Rs. 1.79 Lakhs.

2. Estimated amount of contracts remaining to be executed on Capital Account and not provided for Rs. 1,115.61 Lakhs (Previous Year Rs. 303.67 Lakhs).

3. FINANCIAL & DERIVATIVE INSTRUMENTS:

(a) Outstanding Foreign exchange forward contracts EUR 1.50 Lakhs (Sold) - INR 125.14 Lakhs, GBP 1.82 Lakhs (Sold) - INR 176.92 Lakhs, USD 30.00 Lakhs (Sold) - INR 1,888.50 lakhs (Previous year EUR 0.84 Lakhs (Sold) - INR 62.05 Lakhs, GBP 1.15 Lakhs (Sold) - INR 105.25 Lakhs, USD Nil).

4. SEGMENT INFORMATION:

A. Primary Segment Reporting (by Business Segment)

(i) Composition of Business Segments

The Corporation''s business segments based on product lines are as under:

- Plantation Products

Segment produces/trades in Tea, Coffee, Timber, Cardamom and Pepper.

- Dental Products

Segment manufactures/trades in Health Care/Dental products.

- Auto Ancillary Products

Segment manufactures, solonoids, switches, valves, slip rings etc. for automobile and other industries.

- Investments

Segment invests in various securities listed as well as unlisted mainly on a long term basis.

- Weighing Products

Segment manufactures/trades in Analytical, Precision Balances and Weighing Scales.

- Real Estate

Segment represents property development.

5. RELATED PARTY DISCLOSURES

Related party disclosures as required by (AS-18) "Related Party Disclosures" are given below:

(1) Related parties and nature of relationship where control exists Subsidiaries:

(i) Afco Industrial & Chemicals Limited

(ii) DPI Products & Services Limited

(iii) Sea Wind Investments & Trading Company Limited

(iv) Leila Lands Senderian Berhad

Sub-Subsidiaries:

(a) Subsidiary of DPI Products & Services Limited:

Subham Viniyog Private Limited

(b) Subsidiaries of Leila Lands Senderian Berhad:

Naira Holdings Limited

Island Horti-Tech Holdings Pte. Limited

Leila Lands Limited

Restpoint Investments Limited

(c) Subsidiaries of Island Horti-Tech Holdings Pte. Limited:

Island Landscape & Nursery Pte. Limited

ILN Investments Pte. Limited Innovative Organics Inc.

(d) Subsidiaries and sub subsidiaries of Leila Lands Limited:

ABI Holding Limited

Britannia Brands Limited

Associated Biscuits International Limited

Dowbiggin Enterprises Pte. Limited

Nacupa Enterprises Pte. Limited

Spargo Enterprises Pte. Limited

Valletort Enterprises Pte. Limited

Bannatyne Enterprises Pte. Limited

Britannia Industries Limited

(e) Subsidiaries of Britannia Industries Limited:

Boribunder Finance & Investments Private Limited

Flora Investments Company Private Limited

Gilt Edge Finance & Investments Private Limited

Ganges Vally Foods Private Limited

International Bakery Products Limited

J. B. Mangharam Foods Private Limited

Manna Foods Private Limited

Sunrise Biscuit Company Private Limited

Britannia and Associates (Mauritius) Private Limited

Britannia and Associates (Dubai) Private Company Limited

Al Sallan Food Industries Company SAOG

Strategic Food International Company LLC

Strategic Brands Holding Company Limited

Britannia Lanka Private Limited

Daily Bread Gourmet Foods (India) Private Limited

Britannia Dairy Private Limited (formerly known as Britannia New Zealand Foods Private Limited)

Britannia Dairy Holdings Pvt. Ltd.

Britannia Employees General Welfare Association Pvt. Ltd.

Britannia Employees Medical Welfare Association Pvt. Ltd.

Britannia Employees Educational Welfare Association Pvt. Ltd.

(f) Subsidiary of Island Landscape & Nursery Pte. Limited:

Peninsula Landscape & Nursery Sdn. Bhd.

(g) Subsidiary of ILN Investments Pte. Limited:

Saikjaya Holdings Sdn. Bhd.

(h) Subsidiaries of Restpoint Investments Limited:

Restpoint International Technology Corporation

Island Telesystems Pte. Limited

(i) Subsidiary of Innovative Organics Inc.:

Granum Inc.

(2) Key management personnel:

Mr. Ashok Panjwani - Managing Director

Mr. Ness Wadia - Managing Director

(3) Other Related parties -

(a) Associate Companies:

Lotus Viniyog Private Limited

Inor Medical Products Limited

Medical Microtechnology Limited

(b) Go Airlines (India) Limited

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market. The above information is certified by the Actuary.

The expected rate of return on plan assets is determined considering several applicable factors, mainly the composition of plan assets held, assessed risks, historical results of return on plan assets and the Corporation''s policy for plan assets management.

6. Managerial Remuneration paid for the year 2013-2014

(1) Remuneration paid to Mr. Ashok Panjwani: Rs. 230.83 Lakhs (Previous Year Rs. 205.39 Lakhs), as minimum remuneration in terms of approval of shareholders and Schedule XIII of the Companies Act, 1956, subject to the approval of Central Government if and to the extent necessary.

By virtue of Gen Circular 46/2011 dated 14.07.2011 of the Ministry of Corporate Affairs, the remuneration paid to Mr. Ashok Panjwani, although in excess of the limits prescribed under Schedule XIII of the Companies Act, 1956 due to inadequacy of profit, does not require any further approval from the Central Government since he satisfies both conditions of exemption viz. being a qualified professional director and not having any direct/ indirect interest in the capital of the Corporation under the said circular.

(2) Remuneration paid to Mr. Ness Wadia: Rs. 243.52 lakhs (Previous Year Rs. 190.03 Lakhs), as minimum remuneration in terms of approval of shareholders and Schedule XIII of the Companies Act, 1956, subject to the approval of Central Government if and to the extent necessary.

In view of inadequacy of profit the Corporation has made an application to the Central Government for approval to the payment of the said remuneration which is in excess of the limits prescribed by Schedule XIII of the Companies Act, 1956 to the extent of Rs. 192.85 Lakhs. The application has been made as Mr. Ness Wadia holds direct and indirect interest in the capital of the Corporation, although the condition of holding professional qualification is satisfied under the said circular.

7. Export benefits/Incentives are accounted on accrual basis. Accordingly, on the Balance Sheet date, in respect of Exports made, estimated benefit of Rs. 267.23 Lakhs (Previous year Rs. 337.41 Lakhs) has been taken into account for the year as incentive on accrual basis under the pass book scheme. Subsequent to that, the Corporation has utilized the said entitlement of Rs. 267.23 Lakhs (Previous year Rs. 337.41 Lakhs).

8. Leases:

Operating Lease:

The Corporation has taken various residential/commercial premises and plant and machinery under operating leases. These lease agreements are normally renewed on expiry. The lease payments recognised in Statement of Profit & Loss is Rs. 113.76 Lakhs (Previous Year Rs. 52.69 Lakhs).

9. In the earlier years the Corporation took up development of Real Estate in the vacant properties at Pune, Coimbatore and Mumbai; and converted these assets as stock in trade at cost.

10. Provision for contingencies of Rs. 190 Lakhs (Previous Year Rs. 475 Lakhs) represents a part amount provided for against the contingent liabilities with regards to the disputed demands for excise duties, wages and damages and interest as described in Note 28 on the basis of a fair estimate by the Corporation. The carrying amount at the beginning of the year was Rs. 415 Lakhs of which an amount of Rs. 225 Lakhs has been used and reversed towards Employees Benefit expenses during the year and the balance of Rs. 190 Lakhs is carried forward at the end of the year.

11. On the basis of confirmation obtained from suppliers who have registered under The Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act, 2006) and based on the information available with the Corporation the balance due to Micro & Small Enterprises as defined under the MSMED Act, 2006 is Rs. Nil (Previous Year Rs. Nil). Further, no interest during the year has been paid/or is payable/ accrued under the terms of the MSMED Act, 2006.

12. Figures in respect of current year and those for the previous year have been rounded off to the nearest thousand and are expressed in terms of decimals of Lakhs.

Mar 31, 2013

1. PROFIT ON SALE OF UNDERTAKINGS

During the previous year ended 31st March, 2012, pursuant to the approval of shareholders and other authorities, the Corporation transferred and sold Sunmica Division (Building Products) with effect from close of business hours on 31st October, 2011 and BCL Springs Division (Auto Ancillary Products) with effect from close of business hours on 30th November, 2011 on a slump sale basis for a lumpsum consideration.

2. PROFIT FROM DISCONTINUED OPERATIONS OF DIVISIONS:

Previous year''s figures include profit from discontinued operations of Sunmica Division (Building Products) and BCL Springs Division (Auto Ancillary Products) upto the date of transfer/sale as mentioned in Note No. 27. The details of Revenue, Expenditure and Profits upto the date of their respective transfer/ sale as accounted for in the previous year are given below:

3. CONTINGENT LIABILITIES NOT PROVIDED FOR:

A. Sundry claims against the Corporation by employees and others not admitted (amount indeterminate). In the opinion of the management, the outcome of these claims is likely to be immaterial.

B. Disputed demands of Central Excise Department not provided for in respect of:

Current Year Previous Year (Rs. in lakhs) (Rs.in Lakhs)

South India Consolidation (Plantations Division) 1.47 1.47

Erstwhile Sunmica Division (Building Products Division) 3,728.24 Nil

C. Disputed wage demands pending with the Industrial Tribunal Rs. 232.25 lakhs (Previous Year Rs. 232.25 lakhs) and back wages relief granted by Labour Court Rs. nil (Previous Year Rs. 0.58 lakhs) in respect of South India Branches

D. Damages and interest on alleged unauthorized occupation of residential premises determined by the Estate Officer L.I.C. up to 31st March 2013 and disputed by the Corporation Rs. 101.37 lakhs (Previous Year Rs. 140.96 lakhs).

E. PF Demand on allowance paid to workers Rs. ml (Previous Year Rs. 98.63 Lakhs)

The Corporation has created provision against contingencies described in items nos. B to E as an abundant precaution. (Refer Note No. 42)

F. Letter of Credit in respect of erstwhile BCL Springs Rs. ml (Previous Year Rs. 329.39 Lakhs).

G. Matters under dispute relating to Income tax in respect of the erstwhile Electromags Automotive Products Private Limited. A.Y. 2004-05 Rs. 5.23 lakhs, for the A.Y. 2009-10 Rs. 64.26 lakhs and for A.Y 2011-12 Rs. 1.79 lakhs.

4. Estimated amount of contracts remaining to be executed on Capital Account and not provided for Rs. 303.67 lakhs (Previous Year Rs. 140.25 Lakhs)

5. FINANCIAL & DERIVATIVE INSTRUMENTS:

(a) Outstanding Foreign exchange forward contracts EUR 0.84 lakhs (Sold) - INR 62.05 lakhs, GBP 1.15 lakhs (Sold) - INR 105.25 lakhs (Previous year USD 27.52 Lakhs (Sold) - INR 1,404.87 Lakhs, USD 2.5 Lakhs (Bought) - INR 127.93 Lakhs, EUR 7.08 Lakhs (Sold) - INR 493.68 Lakhs)

(b) Option contract of Euro Nil. (Previous year : Euro 11.25 Million)

(c) The year end foreign currency exposures that have not been hedged by a forward contract/derivative instrument or otherwise are given below:

6. SEGMENT INFORMATION:

A. Primary Segment Reporting (by Business Segment)

(i) Composition of Business Segments

The Corporation''s business segments based on product lines are as under:

- Plantation Products

Segment produces/trades in Tea, Coffee, Timber, Cardamom and Pepper.

- Building Products

Segment manufactures/trades in Phenolic Laminates (Industrial Laminates including Copper Clad Laminates and Surfacing Laminates).

- Dental Products

Segment manufactures/trades in Health Care/Dental products.

- Auto Ancillary Products

Segment manufactures precision springs, solonoids, switches, valves, slip rings etc. for automobile and other industries.

- Investments

Segment invests in various securities listed as well as unlisted mainly on a long term basis.

- Weighing Products

Segment manufactures/trades in Analytical, Precision Balances and Weighing Scales.

- Real Estate

Segment represents property development.

7. related party disclosures

Related party disclosures as required by (AS-18) "Related Party Disclosures" are given below: (1) Related parties and nature of relationship where control exists Subsidiaries:

(i) Afco Industrial & Chemicals Limited

(ii) DPI Products & Services Limited

(iii) Sea Wind Investments & Trading Company Limited

(iv) Leila Lands Senderian Berhad

(v) Erstwhile Electromags Automotive Products Private Limited (Refer Note I-(S) ) Sub-Subsidiaries:

(a) Subsidiary of DPI Products & Services Limited:

Subham Viniyog Private Limited

(b) Subsidiaries of Leila Lands Senderian Berhad:

Naira Holdings Limited

Island Horti-Tech Holdings Pte. Limited

Leila Lands Limited

Restpoint Investments Limited

(c) Subsidiaries of Island Horti-Tech Holdings Pte. Limited:

Island Landscape & Nursery Pte. Limited

ILN Investments Pte. Limited

Innovative Organics Inc.

(d) Subsidiaries and sub subsidiaries of Leila Lands Limited:

ABI Holding Limited

Britannia Brands Limited

Associated Biscuits International Limited

Dowbiggin Enterprises Pte. Limited

Nacupa Enterprises Pte. Limited

Spargo Enterprises Pte. Limited

Valletort Enterprises Pte. Limited

Bannatyne Enterprises Pte. Limited

Britannia Industries Limited

(e) Subsidiaries of Britannia Industries Limited:

Boribunder Finance & Investments Private Limited

Flora Investments Company Private Limited

Gilt Edge Finance & Investments Private Limited

Ganges Vally Foods Private Limited

International Bakery Products Limited

J. B. Mangharam Foods Private Limited

Manna Foods Private Limited

Sunrise Biscuit Company Private Limited

Britannia and Associates (Mauritius) Private Limited

Britannia and Associates (Dubai) Private Company Limited

Al Sallan Food Industries Company SAOG

Strategic Food International Company LLC

Strategic Brands Holding Company Limited

Britannia Lanka Private Limited

Daily Bread Gourmet Foods (India) Private Limited

Britannia Dairy Private Limited (formerly known as Britannia New Zealand Foods Private Limited)

Britannia Dairy Holdings Private Ltd.

Britannia Employees General Welfare Association Private Ltd.

Britannia Employees Medical Welfare Association Private Ltd.

Britannia Employees Educational Welfare Association Private Ltd.

(f) Subsidiary of Island landscape & Nursery Pte. limited:

Peninsula Landscape & Nursery Sdn. Bhd.

(g) Subsidiary of ILN Investments Pte. limited:

Saikjaya Holdings Sdn. Bhd.

(h) Subsidiaries of Restpoint Investments limited:

Restpoint International Technology Corporation

Island Telesystems Pte. Limited

(i) Subsidiary of Innovative organics Inc.:

Granum Inc.

(2) Key management personnel:

Mr. Ashok Panjwani - Managing Director

Mr. Ness Wadia - Managing Director

(3) Other Related parties -

(a) Associate Companies:

Lotus Viniyog Private Limited

Inor Medical Products Limited

Medical Microtechnology Limited

(b) Go Airlines (India) Limited

The expected rate of return on plan assets is determined considering several applicable factors, mainly the composition of plan assets held, assessed risks, historical results of return on plan assets and the Corporation''s policy for plan assets management.

8. Managerial Remuneration paid for the year 2012-2013

(1) Remuneration paid to Mr. Ashok Panjwani: Rs. 205.39 Lakhs (Previous Year Rs. 135.78 Lakhs), as minimum remuneration in terms of approval of shareholders and Schedule XIII of the Companies Act, 1956, subject to the approval of Central Government if and to the extent necessary.

By virtue of Gen Circular 46/2011 dated 14.07.2011 of the Ministry of Corporate Affairs, the remuneration paid to Mr. Ashok Panjwani, although in excess of the limits prescribed under Schedule XIII of the Companies Act, 1956 due to inadequacy of profit, does not require any further approval from Central Government since he satisfies both conditions of exemption viz. being a qualified professional director and not having any direct/indirect interest in the capital of the Corporation under the said circular.

(2) Remuneration paid to Mr. Ness Wadia: Rs. 190.03 lakhs (Previous Year Rs. 190.03 Lakhs), as minimum remuneration in terms of approval of shareholders and Schedule XIII of the Companies Act, 1956, subject to the approval of Central Government if and to the extent necessary.

In view of inadequacy of profit, the Corporation has made an application to the Central Government for approval of excess remuneration of Rs. 78.99 Lakhs (Previous Year Rs. 107.52 Lakhs), paid to Mr. Ness Wadia, in excess of the limits prescribed by Schedule XIII of the Companies Act, 1956. The application has been made as Mr. Ness Wadia holds direct and indirect interest in the capital of the Corporation, although the condition of holding professional qualification is satisfied under the said circular.

9. Export benefits/Incentives are accounted on accrual basis. Accordingly, on the Balance Sheet date, in respect of Exports made, estimated benefit of Rs. 337.41 lakhs (Previous year Rs. 158.57 Lakhs) has been taken into account for the year as incentive on accrual basis under the pass book scheme. Subsequent to that, the Corporation has utilized the said entitlement of Rs. 337.41 lakhs (Previous year Rs. 158.57 Lakhs).

10. leases:

Operating Lease:

The Corporation has taken various residential/commercial premises and plant and machinery under operating leases. These lease agreements are normally renewed on expiry. The lease payments recognised in Statement of Profit & Loss is Rs. 52.69 lakhs (Previous Year Rs. 208.88 Lakhs).

11. In the earlier years the Corporation took up development of Real Estate in the vacant properties at Pune, Coimbatore and Mumbai; and converted these assets as stock in trade at cost.

12. Provision for contingencies of Rs. 415 lakhs (Previous Year Rs. 350 Lakhs) represents a part amount provided for against the contingent liabilities with regards to the disputed demands for excise duties, wages and damages and interest as described in Note 30 on the basis of a fair estimate by the Corporation. The carrying amount at the beginning of the year was Rs. 350 Lakhs and the provision of Rs. 65 Lakhs made during the year is carried forward at the end of the year and neither the amount has been used nor the unused amount reversed during the year under review.

13. On the basis of confirmation obtained from suppliers who have registered under The Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act, 2006) and based on the information available with the Corporation the balance due to Micro & Small Enterprises as defined under the MSMED Act, 2006 is Rs. nil (Previous Year Rs. 13.89 Lakhs). Further, no interest during the year has been paid/or is payable/accrued under the terms of the MSMED Act, 2006.

14. By a Postal Ballot held vide notice dated 8th August, 2012 the shareholders of the Corporation approved the sub-division of equity shares. A share of face value of Rs. 10/- each has been sub-divided into 5 equity shares of face value of Rs. 2/- each. The effective date for the sub-division was 9th November, 2012. The disclosure of number of shares in the Particulars of Shareholding and the disclosure of Earnings per share (in compliance with AS-20) for all the reported periods has been arrived at after giving effect to the above sub-division.

15. Figures in respect of current year and those for the previous year have been rounded off to the nearest thousand and are expressed in terms of decimals of Lakhs.

Mar 31, 2012

Notes:

(1) The above Cash Flow Statement has been prepared under the "Indirect Method" set out in Accounting standard (AS - 3) "Cash Flow Statements" as notified under the Companies (Accounting Standards) Rules, 2006.

(2) Component of Cash and Cash Equivalents exclude bank deposits with maturity, of more than 3 months aggregating to Rs 23.35 Lakhs (Previous Year Rs 23.63 Lakhs).

(3) Figures relating to previous year have been recast where necessary to conform to figures of the current year.

(a) The Corporation has only one class of equity share having par value of Rs 10/- per share.

(b) Each holder of equity shares is entitled to one vote per share.

(c) The Corporation declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

(d) During the year ended 31st March, 2012, the amount of per share dividend recognized as distribution to equity shareholders was Rs if- (Previous Year - Rs 7). The total dividend appropriation for the year ended 31st March, 2012 amounted to Rs 1,135.27 Lakhs (Previous Year Rs 1,135.27 Lakhs) including corporate dividend tax of Rs 158.46 Lakhs (Previous Year Rs 158.46 Lakhs).

(e) In the event of liquidation of the Company, the holders of equity shares will be entitled to receive the remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

(f) Reconciliation of the shares outstanding at the beginning and at the end of reporting period.

(a) Rupee agri loan from Axis Bank of Rs 10,000 Lakhs : Current outstanding Rs 9,000 Lakhs is repayable in 3 annual installments from 1st April, 2013 to 1st April, 2015 of Rs 1,200 Lakhs, Rs 1,500 Lakhs and Rs 6,300 Lakhs respectively. The loan is secured by exclusive charge over Elkhill Estate. The rate of interest on the loan is ranging from 7.5% to 10%.

(b) Rupee loan from HDFC Bank of Rs 2,000 Lakhs : Current outstanding Rs 1,500 Lakhs is repayable in 2 equal annual installments of Rs 500 Lakhs from 1st April, 2013 to 31st March, 2015. The loan is to be secured by extension of charge of an Equitable Mortgage by deposit of title deeds of Mudis and Singampatti estates together with buildings and structures thereon in favour of HDFC Bank. The rate of interest on the loan is ranging from 7.5% to 10%.

(c) FCNR loan from HDFC Bank of USD 15.982 Million : Current Outstanding Rs 3,226.44 Lakhs (USD 6.307 Million) is repayable in 2 annual installments of Rs 1,167.90 Lakhs (USD 2.283 Million) and Rs 2,058.54 Lakhs (USD 4.024 Million) respectively from 1st April, 2013 to 31st March, 2015. The loan is secured by way of an Equitable Mortgage by deposit of title deeds of Mudis and Singampatti estates together with buildings and structures thereon in favour of HDFC Bank. The rate of interest on the loan is 12 months LIBOR spread ranging from 2.75% to 4%.

(d) FCNR loan from HDFC Bank of USD 5.08 Million : Current Outstanding Rs 1,299.36 Lakhs (USD 2.54 Million), is repayable in 4 semi-annual installments of Rs 259.87 Lakhs (USD 0.508 Million), Rs 259.87 Lakhs (USD 0.508 Million), Rs 389.81 Lakhs (USD 0.762 Million), Rs 389.81 Lakhs (USD 0.762 Million) respectively from 1st April, 2013 to 31st March, 2015. The loan is secured by way of an Equitable Mortgage by deposit of title deeds of Mudis and Singampatti estates together with buildings and structures thereon in favour of HDFC Bank. The rate of interest on the loan is 12 months LIBOR spread ranging from 2.75% to 4%.

(e) Loan against vehicles are secured by lien on vehicles purchased.

Notes:

(i) During the year pursuant to the approval of the Shareholders and other authorities the Corporation transferred and sold BCL Springs Division (Auto Ancillary Products) to NHK Automotive India Pvt. Ltd. on a slump sale basis with effect from close of business hours on 30th November 2011 for a lump sum consideration ofRs 18,050.00 Lakhs.

The book value of the said undertaking as on the date of transfer was Rs 5,512.33 Lakhs and directly attributable expenses with regards to sale/transfer aggregated to Rs 44.23 Lakhs.

(ii) During the year pursuant to the approval of the Shareholders and other authorities the Corporation transferred and sold Sunmica Division (Building Products) to AICA India Pvt. Ltd. on a slump sale basis with effect from close of business hours on 31st October, 2011 for a lump sum consideration of Rs 10,030.00 Lakhs.

The book value of the said undertaking as on the date of transfer was Rs 5,752.69 Lakhs and directly attributable expenses with regards to sale/transfer aggregated to Rs 300.17 Lakhs.

1. CONTINGENT LIABILITIES NOT PROVIDED FOR

A. Sundry claims against the Corporation by employees and others not admitted (amount indeterminate). In the opinion of the management, the outcome of these claims is likely to be immaterial.

B. Disputed demands of Central Excise Department not provided for in respect of:

Current Year Previous Year

(Rs.in Lakhs) (Rs.in Lakhs)

South India Consolidation (Plantations Division) 1.47 7.47

BCL Springs (Auto Ancillary Division) - 40.76

Sunmica Division (Building Products Division) - 1.26

C. Disputed wage demands pending with the Industrial Tribunal t 232.25 Lakhs (Previous Year Rs 232.25 Lakhs) and back wages relief granted by Labour Court Rs 0.58 Lakh (Previous Year t 0.58 Lakh) in respect of South India Branches.

D. Damages and interest on alleged unauthorized occupation of residential premised determined by the Estate Officer L.I.C. up to 31st March, 2012 and disputed by the Corporation Rs 140.96 Lakhs (Previous Year Rs 119.94 Lakhs).

E. PF Demand on allowance paid to workers Rs 98.63 Lakhs (Previous Year Nil).

The Corporation has created provision against contingencies described in items nos. B to E as an abundant precaution. (Refer Note No. 45).

F. Letter of Credit in respect of erstwhile BCL Springs Rs 329.39 Lakhs (Previous Year Rs Nil).

2. Estimated amount of contracts remaining to be executed on Capital Account and not provided for Rs 140.25 Lakhs (Previous Year Rs 20.20 Lakhs).

3. FINANCIAL & DERIVATIVE INSTRUMENTS

(a) Outstanding Foreign exchange forward contracts USD 27.52 Lakhs (Sold) - INR 1,404.87 Lakhs, USD 2.5 Lakhs (Bought) - INR 127.93 Lakhs, EUR 7.08 Lakhs (Sold) - INR 493.68 Lakhs (Previous Year EUR 3.67 Lakhs (Sold) - INR 228.08 Lakhs, AUD 0.91 Lakhs (Sold) - INR 41.68 Lakhs, JPY305.40 Lakhs (Bought) - INR 165.90 Lakhs).

(b) Option contract of Euro 11.25 Million (Previous year Option contract of Euro 11.25 Million) are outstanding as at the year end.

(ii) Except for the above Shareholders, the Corporation has not made any remittance in foreign currency on account of dividends during the year and does not have information as to the extent to which remittances in foreign currencies on account of dividends have been made by or on behalf of non-resident Shareholders.

4. SEGMENT INFORMATION

A. Primary Segment Reporting (by Business Segment)

(i) Composition of Business Segments

The Corporation's business segments based on product lines are as under:

- Plantation Products

Segment produces/trades in Tea, Coffee, Timber, Cardamom and Pepper.

- Building Products

Segment manufactures/trades in Phenolic Laminates (Industrial Laminates including Copper Clad Laminates and Surfacing Laminates).

- Dental Products

Segment manufactures/trades in Health Care/Dental products.

"y Auto Ancillary Products

Segment manufactures Precision Springs for automobile and other industries.

- Investments

Segment invests in various securities listed as well as unlisted mainly on a long term basis.

- Others

Segment manufactures/trades in Analytical and Precision Balances and Weighing Scales and represents property development.

5. RELATED PARTY DISCLOSURES

Related party disclosures as required by (AS-18) "Related Party Disclosures" are given below:

(1) Related parties and nature of relationship where control exists:

Subsidiaries:

(i) Afco Industrial & Chemicals Limited

(ii) DPI Products & Services Limited

(iii) Sea Wind Investments & Trading Company Limited

(iv) PT Indo Java Rubber Planting Company till 17th March, 2011

(v) Leila Lands Senderian Berhad '

(vi) Electromags Automotive Products Private Limited (Refer Note 38)

Sub-Subsidiaries:

(a) Subsidiary of DPI Products & Services Limited:

Subham Viniyog Private Limited

(b) Subsidiaries of Leila Lands Senderian Berhad:

Naira Holdings Limited

Island Horti-Tech Holdings Pte. Limited '

Leila Lands Limited Restpoint Investments Limited

(c) Subsidiaries of Island Horti-Tech Holdings Pte. Limited:

Island Landscape & Nursery Pte. Limited ILN Investments Pte. Limited Innovative Organics Inc.

(d) Subsidiaries of Leila Lands Limited:

ABI Holding Limited Britannia Brands Limited Associated Biscuits International Limited Dowbiggin Enterprises Pte. Limited Nacupa Enterprises Pte. Limited Spargo Enterprises Pte. Limited Valletort Enterprises Pte. Limited Bannatyne Enterprises Pte. Limited Britannia Industries Limited

(e) Subsidiaries of Britannia Industries Limited:

Boribunder Finance & Investments Private Limited Flora Investments Company Private Limited Gilt Edge Finance & Investments Private Limited Ganges Valley Foods Private Limited International Bakery Products Limited

J. B. Mangharam Foods Private Limited

Manna Foods Private Limited

Sunrise Biscuit Company Private Limited

Britannia and Associates (Mauritius) Private Limited

Britannia and Associates (Dubai) Private Company Limited

Al Sallan Food Industries Company SAOG

Strategic Food International Company LLC

Strategic Brands Holding Company Limited

Britannia Lanka Private Limited

Daily Bread Gourmet Foods (India) Private Limited

Britannia Dairy Private Limited (formerly known as Britannia New Zealand Foods Private Limited) Britannia New Zealand Holdings Private Limited Britannia Employees General Welfare Association Pvt. Ltd.

Britannia Employees Medical Welfare Association Pvt. Ltd.

Britannia Employees Educational Welfare Association Pvt. Ltd.

(f) Subsidiary of Island Landscape & Nursery Pte. Limited:

Peninsula Landscape & Nursery Sdn. Bhd.

(g) Subsidiary of ILN Investments Pte. Limited:

Saikjaya Holdings Sdn. Bhd.

(h) Subsidiaries of Restpoint Investments Limited:

Restpoint International Technology Corporation Island Telesystems Pte. Limited

(i) Subsidiary of Innovative Organics Inc.:

Granum Inc.

(2) Key management personnel:

Mr. Ashok Panjwani - Managing Director

Mr. Ness Wadia - Managing Director (w.e.f. 1st April, 2011)

Mr. Jeh Wadia - Deputy Managing Director (up to 31st March, 2011)

(3) Other Related parties - Associate Companies:

Lotus Viniyog Private Limited Inor Medical Products Limited Medical Micro technology Ltd.

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market. The above information is certified by the Actuary.

The expected rate of return on plan assets is determined considering several applicable factors, mainly the composition of plan assets held, assessed risks, historical results of return on plan assets and the Corporation's policy for plan assets management.

6. MANAGERIAL REMUNERATION PAID FOR THE YEAR 2011-2012

(1) Remuneration paid to Mr. Ashok Panjwani : Rs 135.78 Lakhs, as minimum remuneration in terms of approval of shareholders and Schedule XIII of the Companies Act, 1956, subject to the approval of Central Government if and to the extent necessary.

By virtue of Gen Circular 46/2011 dated 14.07.2011 of the Ministry of Corporate Affairs, the remuneration paid to Mr. Ashok Panjwani, although in excess of Central Government approval/limits prescribed under Schedule XIII of the Companies Act, 1956 due to inadequacy of profit, does not require any further approval from Central Government since he satisfies both conditions of exemption viz. being a qualified professional director and not having any direct/indirect interest in the capital of the Corporation under the said circular.

(2) Remuneration paid to Mr. Ness Wadia: Rs 190.03 Lakhs, as minimum remuneration in terms of approval of shareholders and Schedule XIII of the Companies Act, 1956, subject to the approval of Central Government if and to the extent necessary.

In view of inadequacy of profit the Corporation has made an application to the Central Government for approval of excess remuneration of Rs 107.52 Lakhs paid to Mr. Ness Wadia, in excess of the limits prescribed by Schedule XIII of the Companies Act, 1956. The application has been made as Mr. Ness Wadia holds direct and indirect interest in the capital of the Corporation, although the condition of holding professional qualification is satisfied under the said circular.

7. The Corporation's wholly owned Subsidiary,Electromags Automotive Products Limited has filed a Petition before the Honourable High Court of Judicature at Chennai for its amalgamation wfth the Corporation w.e.f. 1st April, 2011. Pending disposal of the said petition, effect of amalgamation has not been given in the financials of the Corporation for the period under review.

8. Export benefits/incentives are accounted on accrual basis. Accordingly, on the Balance Sheet date, in respect of Exports made, estimated benefit of Rs 158.57 Lakhs (Previous Year Rs 244.14 Lakhs) has been taken into account for the year as incentive on accrual basis under the pass book scheme. Subsequent to that, the Corporation has utilized the said entitlement of Rs 158.57 Lakhs on its imports (Previous Year t 244.14 Lakhs).

9. The Corporation has entered into derivative contracts for hedging its borrowings and interest costs in foreign currencies. The Corporation is accounting for gains and losses on such contracts along with the settlement of the underlying transactions. Having regard to the complex nature of the long term derivative contracts and the market volatility, the Management is at this stage not in a position to realistically ascertain the ultimate loss or gain on settlement of these contracts. The Corporation has during the year considered net provision of X Nil (Previous Year X 518 Lakhs) against the said contracts.

10. The Corporation has opted for accounting the exchange difference arising on reporting of Long Term Foreign Currency Monetary Items (the said Monetary Items) in tune with Accounting Standard Amendment Rules 2009 on Accounting Standard 11 (AS 11) notified by the Government of India on 31st March, 2009. The exchange difference arising on the said Monetary Items at the rates different from those at which they were initially recorded is accounted in "Foreign Currency Monetary Item Translation Difference Account" and amortized overbalance period of such loans but not beyond 31st March, 2011. Accordingly during the yeara sum of Rs Nil (Previous Year Rs 104.46 Lakhs) has been charged to the Statement of Profit & Loss.

11. LEASES: The Corporation has taken various residential/commercial premises and plant and machinery under operating leases. These lease agreements are normally renewed on expiry. The lease payments recognized in Statement of Profit & Loss is Rs 208.88 Lakhs (Previous Year Rs 222.21 Lakhs).

12. On the basis of confirmation obtained from suppliers who have registered under The Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act, 2006) and based on the information available with the Corporation the balance due to Micro & Small Enterprises as defined under the MSMED Act, 2006 is Rs Nil (Previous Year Rs 13.89 Lakhs). Further, no interest during the year has been paid/or is payable/ accrued under the terms of the MSMED Act, 2006.

13. In the earlier years the Corporation took up development of Real Estate in the vacant properties at Pune, Coimbatore and Mumbai; and converted these assets as stock in trade at cost.

14. Provision for contingencies of Rs 350 Lakhs (Previous Year Rs 125 Lakhs) represents a part amount provided for against the contingent liabilities with regards to the disputed demands for excise duties, wages and damages and interest as described in Note 29 on the basis of a fair estimate by the Corporation. The carrying amount at the beginning of the year was t 125 Lakhs and the provision of Rs 225 Lakhs made during the year is carried forward at the end of the year and neither the amount has been used nor the unused amount reversed during the year under review.

15. Figures in respect of current year and those for the previous year have been rounded off to the nearest thousand and are expressed in terms of decimals of Lakhs.

16. Till the year ended 31 March, 2011, the Company was using pre-revised Schedule VI to the Companies Act 1956, for preparation and presentation of its financial statements. During the year ended 31 March, 2012, the revised Schedule VI notified under the Companies Act 1956, has become applicable to the Company. The Company has reclassified previous year figures to conform to current year's classification. The adoption of revised Schedule VI does not impact recognition and measurement principles followed for preparation of financial statements. However, it impacts presentation and disclosures made in the financial statements, particularly presentation of balance sheet.

Mar 31, 2011

1. Contingent Liabilities not provided for:

A. Sundry claims against the Corporation by employees and others not admitted (amount indeterminate). In the opinion of the management, the outcome of these claims is likely to be immaterial.

B. Disputed demands of Central Excise Department not provided for in respect of:

Previous Year Rs. in Lakhs Rs. in Lakhs

Sunmica Division 40.76 203.78

BCL Springs Division 1.26 157.27

South India Consolidation Division 1.47 1.47

C. Disputed wage demands pending with the Industrial Tribunal X 232.25 Lakhs (Previous Year Rs. 232.25 lakhs) and back wages relief granted by Labour Court Rs. 0.58 Lakhs (Previous Year Rs. 0.58 lakhs) in respect of South India Branches.

D. Damages and interest on alleged unauthorized occupation of residential premised determined by the Estate Officer L.I.C. up to 31st March 2011 and disputed by the Corporation Rs. 119.94 lakhs (Previous Year Rs. 264.46 lakhs).

The Corporation has created provision for contingencies as an abundant precaution. (Refer Note No.20 of Schedule 22)

E. Bills of Exchange discounted with Banks not matured Rs. 301.74 Lakhs (Previous Year Rs. 332.40 lakhs).

F. Supplementary bill was issued by Maharashtra State Electricity Distribution Co. Ltd. (MSEDCL) towards arrears of additional electricity supply charges for May 2007 to June 2008 for Rs. 23.87 Lakhs (Previous Year Nil). Consumer Grievances Redressal Forum has decided in favour of BCL Springs and quashed the demand. The said decision has also been upheld by the by the High Court. However, MSEDCLs bill for March 2011 continues to carry arrears at Rs. 31.51 Lakhs (including interest upto March 2011 of Rs. 7.64 Lakhs).

2. Estimated amount of contracts remaining to be executed on Capital Account and not provided for Rs. 20.20 Lakhs (Previous Year Rs. 38.31 Lakhs).

3. Financial & Derivative Instruments :

(a) Outstanding Foreign exchange forward contracts EUR 3.67 Lakhs (Sold) - INR 228.08 Lakhs, AUD 0.91 Lakhs (Sold) - INR 41.68 Lakhs, JPY 305.40 Lakhs (Bought) - INR 165.90 Lakhs (Previous year USD 11.10 Lakhs (Sold) - INR 517.51 Lakhs, USD 32.70 Lakhs (Bought) - INR 1,520.99 Lakhs, JPY 671.44 Lakhs (Bought) - INR 338.63 Lakhs

(b) Option contract of Euro 11.25 Million. (Previous year Option contract of Euro 11.25 Million) are outstanding as at the year end.

(c) The year end foreign currency exposures that have not been hedged by a forward contract / derivative instrument or otherwise are given below:

4. Tax amounting to Rs. 41.39 Lakhs (Previous Year Rs. 56.69 Lakhs) has been deducted at source on income from Interest.

5. Managerial remuneration under Section 198 of the Companies Act, 1956.

Remuneration to the Managing Director and Deputy Managing Director for the year ended 31st March 2011

6. Additional information pursuant to the provisions of paragraphs 3,4C and 4D of part II of Schedule VI to the Companies Act, 1956.

F. Sunmica Division manufactures Laminates of various types in different thickness and sizes. Hence, the quantities of Stocks, Raw Materials consumed and Turnover have been given uniformly in Metric Tonnes and not in the quantitative denominations in which these are normally purchased or sold in the market.

(b) Except for the above Shareholders, the Corporation has not made any remittance in foreign currency on account of dividends during the year and does not have information as to the extent to which remittances in foreign currencies on account of dividends have been made by or on behalf of non-resident Shareholders.

Notes:

(a) Loans and advances to employees of the Corporation are excluded from the above disclosure.

(b) In respect of the above loans there is no repayment schedule and they are repayable on demand.

(c) In respect of the loan of Rs. 17.14 Lakhs (Previous Year X 67.14 Lakhs) given to Sea Wind Investments and Trading Company Limited, a wholly owned subsidiary of the Corporation, no interest is charged on the outstanding loan amounting of Rs. 17.14 Lakhs (Previous Year Rs. 67.14 Lakhs).

(d) In respect of the loan of Rs. 229.61 Lakhs (Previous Year Rs. 224.92 Lakhs) given to Naira Holdings Ltd. a wholly owned subsidiary of the Corporation, interest is charged at the rate lower than that specified in Section 372A of the Companies Act, 1956.

(e) In respect of the loan of Rs. 44.72 Lakhs (Previous Year Rs. 69.14 Lakhs) given to Afco Industrial and Chemicals Limited, a wholly owned subsidiary of the Corporation, no interest is charged on the outstanding loan amounting of Rs. 44.72 Lakhs (Previous Year Rs. 69.14 Lakhs).

(f) In respect of the loan of Rs. 75.66 Lakhs (Previous Year Rs. 73.38 Lakhs) given to DPI Products and Services Limited, a wholly owned subsidiary of the Corporation, no interest is charged on the outstanding loan amounting of Rs. 75.66 Lakhs (Previous Year Rs. 73.38 Lakhs).

(g) In respect of advance subscription towards capital of Rs. 5,245.20 Lakhs (Previous Year Nil) to Leila Lands Senderian Berhad a wholly owned subsidiary of the Corporation, no interest is charged on the outstanding amount

However, the provisions of Section 372A of the Companies Act, 1956 are not applicable to loans/ advances covered under (c), (d), (e) and (f) above in view of the loanees being wholly owned subsidiaries of the Corporation.

(h) Figures in brackets are in respect of the previous year.

Mar 31, 2010

1. Contingent Liabilities not provided for:

A. Sundry claims against the Corporation by employees and others not admitted (amount indeterminate). In the opinion of the management, the outcome of these claims is likely to be immaterial.

B. Disputed demands of Central Excise Department not provided for in respect of:

Previous Year Rupees in Rupees in Lakhs Lakhs

Sunmica Division 203.78 203.78

BCL Springs Division 157.27 157.27

C. Disputed wage demands pending with the Industrial Tribunal Rs. 232.25 Lakhs (Previous Year Rs. 232.25 lakhs) and back wages relief granted by Labour Court Rs. 0.58 Lakh (Previous Year Rs. 0.69 lakh) in respect of South India Branches.

D. Damages and interest on alleged unauthorized occupation of residential premises determined by the Estate Officer L.I.C. up to 30th September, 2009 and disputed by the Corporation Rs. 264.46 lakhs (Previous Year Nil).

The Corporation has created provision for contingencies as an abundant precaution. (Refer Note No. 20 of Schedule 22)

E. Bills of Exchange discounted with Banks not matured Rs. 332.40 Lakhs (Previous Year Rs. 231.83 lakhs).

2. Estimated amount of contracts remaining to be executed on Capital Account and not provided for Rs. 38.31 Lakhs (Previous Year Rs. 194.06 Lakhs).

3. Financial & Derivative Instruments:

(a) Outstanding Foreign exchange forward contracts USD 11.10 Lakhs (Sold) - INR 517.51 Lakhs, USD 32.70 Lakhs (Bought) - INR 1,520.99 Lakhs, JPY 671.44 Lakhs (Bought) - INR 338.63 Lakhs

(Previous Year USD 1.39 Lakhs (Sold) - INR 68.71 Lakhs, USD 168.10 Lakhs (Bought) - INR 8,538.11 Lakhs, JPY230.96 Lakhs (Bought) - INR 120.04 Lakhs).

(b) Option contract of Euro 11.25 Million. (Previous Year Interest Rate Swap contract of USD 15.29 Million, Option contract of Euro 11.25 Million) are outstanding as at the year end.

4. Tax amounting to Rs. 56.69 Lakhs (Previous Year Rs. 125.64 Lakhs) has been deducted at source on income from Interest.

5. Managerial remuneration under Section 198 of the Companies Act, 1956.

Remuneration to the Managing Director and Deputy Managing Director for the year ended 31st March, 2010.

6. Additional information pursuant to the provisions of paragraphs 3,4C and 4D of part li of Schedule VI to the Companies Act, 1956.

F. Sunmica Division manufactures Laminates of various types in different thickness and sizes. Hence, the quantities of Stocks, Raw Materials consumed and Turnover have been given uniformly in Metric Tonnes and not in the quantitative denominations in which these are normally purchased or sold in the market.

7. Leases:

(A) In accordance with Accounting Standard (AS - 19) Leases as notified under the Companies (Accounting Standards) Rules, 2006, all assets acquired under Hire Purchase agreements on or after 1st April, 2002 are capitalised and a loan liability and the interest recognised. Consequently, depreciation is provided on such assets. Instalments paid are allocated to the liability and the interest is charged to Profit & Loss Account.

8. On the basis of confirmation obtained from suppliers who have registered under The Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act, 2006) and based on the information available with the Corporation the balance due to Micro & Small Enterprises as defined under the MSMED Act, 2006 is Rs. 14.64 Lakhs (Previous Year Rs. 15.20 Lakhs). Further, no interest during the year has been paid/or is payable/accrued under the terms of the MSMED Act, 2006.

9. Segment Information:

A. Primary Segment Reporting (by Business Segment) (i) Composition of Business Segments

The Corporations business segments based on product lines are as under:

^ Plantation Products

Segment produces/trades in Tea, Coffee, Timber, Cardamom and Pepper.

^ Building Products

Segment manufactures/trades in Phenolic Laminates (Industrial Laminates including Copper Clad Laminates and Surfacing Laminates).

> Dental Products

Segment manufactures/trades in Health Care/Dental products.

^ Auto Ancillary Products

Segment manufactures Precision Springs for automobile and other industries.

^ Weighing Products

Segment manufactures/trades in Analytical and Precision Balances and Weighing Scales.

^ Investments

Segment invests in various securities listed as well as unlisted mainly on a long term basis.

> Real Estate

Segment represents property development.

10. Related Party Disclosures:

Related party disclosures as required by (AS - 18) "Related Party Disclosures" are given below: (1) Related parties and nature of relationship where control exists

Subsidiaries:

(1) Afco Industrial & Chemicals Limited

(2) DPI Products & Services Limited

(3) Sea Wind Investments & Trading Company Limited

(4) PT Indo Java Rubber Planting Company

(5) Leila Lands Senderian Berhad

(6) Electromags Automotive Products Private Limited

Sub-Subsidiaries:

(a) Subsidiary of DPI Products & Services Limited:

Subham Viniyog Private Limited

(b) Subsidiaries of Leila Lands Senderian Berhad:

Naira Holdings Limited

Island Horti-Tech Holdings Pte. Limited

Leila Lands Limited

Restpoint Investments Limited

(c) Subsidiaries of Island Horti-Tech Holdings Pte. Limited:

Island Landscape & Nursery Pte. Limited ILN Investments Pte. Limited Innovative Organics Inc.

(d) Subsidiaries of Leila Lands Limited:

ABI Holding Limited Britannia Brands Limited Associated Biscuits International Limited Dowbiggin Enterprises Pte. Limited Nacupa Enterprises Pte. Limited Spargo Enterprises Pte. Limited Valletort Enterprises Pte. Limited Bannatyne Enterprises Pte. Limited Britannia Industries Limited

(e) Subsidiaries of Britannia Industries Limited:

Boribunder Finance & Investments Private Limited

Flora Investments Company Private Limited

Gilt Edge Finance & Investments Private Limited

Ganges Vally Foods Private Limited

International Bakery Products Limited

J. B. Mangharam Foods Private Limited

Manna Foods Private Limited

Sunrise Biscuit Company Private Limited

Britannia and Associates (Mauritius) Private Limited

Britannia and Associates (Dubai) Private Company Limited

Al Sallan Food Industries Company SAOG

Strategic Food International Company LLC

Strategic Brands Holding Company Limited

Britannia Lanka Private Limited

Daily Bread Gourmet Foods (India) Private Limited

Britannia Dairy Private Limited (formerly known as Britannia New Zealand Foods Private Limited)

Britannia New Zealand Holdings Private Limited

Britannia Employees General Welfare Association Pvt. Ltd.

Britannia Employees Medical Welfare Association Pvt. Ltd.

Britannia Employees Educational Welfare Association Pvt. Ltd.

(f) Subsidiary of Island Landscape & Nursery Pte. Limited:

Peninsula Landscape & Nursery Sdn. Bhd.

(g) Subsidiary of ILN Investments Pte. Limited:

Saikjaya Holdings Sdn. Bhd.

(h) Subsidiaries of Restpoint Investments Limited:

Restpoint International Technology Corporation Island Telesystems Pte. Limited

(i) Subsidiary of Innovative Organics Inc.:

Granum Inc.

(2) Key management personnel:

Mr. Ashok Panjwani - Managing Director Mr. Jeh Wadia - Deputy Managing Director

(3) Other Related parties - Associate Companies:

Lotus Viniyog Private Limited Inor Medical Products Limited Medical Microtechnology Ltd.

11. Export benefits/Incentives are accounted on accrual basis. Accordingly, on the Balance Sheet date, in respect of Exports made, estimated benefit of Rs. 197.99 Lakhs (Previous Year Rs. 101.92 Lakhs) has been taken into account for the year as incentive on accrual basis under the pass book scheme. Subsequent to that, the Corporation has imported and utilized entitlement of Rs. 156.85 Lakhs (Previous Year Rs. 59.14 Lakhs) leaving a balance of Rs. 41.44 Lakhs (Previous Year Rs. 42.78 Lakhs).

12. The Corporation has entered into derivative contracts for hedging its borrowings and interest costs in foreign currencies. The Corporation is accounting for gains and losses on such contracts along with the settlement of the underlying transactions. Having regard to the complex nature of the long term derivative contracts and the market volatility, the Management is at this stage not in a position to realistically ascertain the ultimate loss or gain on settlement of these contracts. However the corporation has made necessary provisions for foreseeable losses on such derivative contracts amounting to Nil (Previous Year Nil).

13. The Corporation has opted for accounting the exchange difference arising on reporting of Long Term Foreign Currency Monetary Items (the said Monetary Items) in line with Accounting Standard Amendment Rules 2009 on Accounting Standard 11 (AS 11) notified by the Government of India on 31st March, 2009. Accordingly, the exchange difference arising on the said Monetary Items at the rates different from those at which they were initially recorded is accounted in "Foreign Currency Monetary Item Translation Difference Account" and amortised over balance period of such loans but not beyond 31st March, 2011. Further such exchange difference pertaining to the accounting period commenced after 7th December, 2006 and previously recognised in the Profit & Loss Account was transferred to the said Account by adjusting to General Reserve in the previous year. As a result, exchange difference recognised in the Profit & Loss Account upto financial year ended on 31st March, 2008 relating to the said Monetary Items and aggregating to Rs. 213.66 Lakhs was adjusted against the General Reserve in the previous year. During the year a sum of Rs. 848.37 Lakhs has been charged to the Profit & Loss Account and the balance amount of Rs. 127.45 Lakhs remains outstanding in the Foreign Currency Monetary Item Translation Difference Account.

14. In an earlier year the Corporation took up development of Real Estate in the vacant properties at Pune, Coimbatore and Mumbai; and converted these assets as stock in trade at cost.

15. Provision for contingencies of Rs. 85 Lakhs (Previous Year Nil) represents a part amount provided for against the contingent liabilities with regards to the disputed demands for excise duties, wages and damages and interest as described in Note No. 2 on the basis of a fair estimate by the Corporation. There were no carrying amount at the beginning of the year and the provision of Rs. 85 Lakhs made during the year is carried forward at the end of the year and neither the amount has been used nor the unused amount reversed during the year under review.

16. The Corporation subscribed to 19,30,000 Warrants of The Bombay Dyeing & Mfg. Co. Ltd. (BDMC) issued on a preferential basis on 7th September, 2007. The Corporation as per the terms of the said Issue was entitled to exercise the option to apply for and be allotted equivalent number of Equity Shares of BDMC within 18 months from the date of issue at the price of Rs. 616/- per share. Due to the capital market conditions prevailing at the relevant time, the Corporation did not exercise the said option within the stipulated time. Consequently, in the previous year, the Corporation was required to write off the amount equivalent to 10% of price, aggregating to Rs. 1,188.88 Lakhs paid on subscription of the said Warrants as the same was forfeited as per the terms of the issue and in accordance with the Guidelines of Preferential Issue of the Securities and Exchange Board of India (Disclosure and Investor Protection) Guidelines, 2000.

17. Figures in respect of current year and those for the previous year have been rounded off to the nearest thousand and are expressed in terms of decimals of Lakhs.

18. Comparative Financial information (i.e. the amounts and other disclosures for the preceding year presented above), is included as an integral part of the current years financial statements, and is to be read in relation to the amounts and other disclosures relating to the current year. Figures of the previous year have been regrouped/reclassified wherever necessary to conform to current years presentation.

19. Additional information pursuant to Part IV of Schedule VI to the Companies Act, 1956.

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