Notes to Accounts of DCM Shriram Ltd.

Mar 31, 2023

In accordance with its accounting policy and past practice, the Company accrues revenue credits for urea subsidy claims pending notification/final acceptance by ‘Fertiliser Industry Coordination Committee’ (FICC), Government of India, in pursuance of the Pricing Scheme administered for nitrogenous fertilisers. The total amount receivable on account of such claims as on March 31,2023 is Rs 157.62 crores (Rs 312.86 crores on March 31,2022).

Necessary adjustments to revenue credits so accrued will be made on issuance of notification by FICC, Government of India.

30 Segment reporting

A. Operating segments and principal activities:

Operating segments are defined as components for which discrete financial information is available and whose results are reviewed regularly by the chief operating decision maker (CODM), for allocation of resources and assessing performance. Accordingly, the following segments have been identified as under: Fertilisers (manufacturing of urea), Chloro-Vinyl (manufacturing of poly-vinyl chloride, carbide and chlor alkali products), Shriram Farm solutions (Plant nutrients, seeds and pesticides), Sugar (manufacturing of sugar, ethanol and co-generation of Power), Bioseed (production of hybrid seeds), Fenesta building system (Windows and doors), Others (Cement, Rural retail and plaster of paris). Sale of power from the co-generation facilities set up for the operating segments is included in their respective results.

B. Geographical segments:

Since the Company''s activities/ operations are primarily within the country and considering the nature of products/ services it deals in, the risks and returns are same and as such there is only one geographical segment.

C. Segment accounting policies:

In addition to the significant accounting policies applicable to the operating segments as set out in note 1.3, the accounting policies in relation to segment accounting are as under:

(i) Segment revenue and expenses:

Joint revenue and expenses of segments are allocated amongst them on a reasonable basis. All other segment revenue and expenses are directly attributable to the segments.

(ii) Segment assets and liabilities:

Segment assets include all operating assets used by a segment and consist principally of operating cash, trade receivables (net of allowances and provision), inventories and property, plant and equipments, which are reported as direct offsets in the balance sheet. Segment liabilities include all operating liabilities and consists principally of trade payables. Segment assets and liabilities do not include deferred income taxes. While most of the assets/ liabilities can be directly attributed to individual segment, the carrying amount of certain assets/ liabilities pertaining to two or more segments are allocated to the segments on a reasonable basis.

(iii) Inter segment sales:

Inter segment sales between operating segments are accounted for at market price. These transactions are eliminated in consolidation.

D. Revenue from major products:

Revenue from major products is given in note 59

F. Information about revenue from a single party exceeding 10% of the total revenue

Revenue from fertilizer subsidy income from ‘Fertiliser Industry Coordination Committee'' (FICC), Government of India amounted to Rs.1,775.88 crores (31 March 2022 : Rs. 1,121.70 crores) arising from sales in the fertilizers segment, and has outstanding receivable of Rs. 310.22 crores as at 31 March 2023 (31 March 2022 : Rs. 434.88 crores).

(f) Major categories of plan assets

The plan assets at one of the unit are maintained with LIC of India Gratuity Scheme. The details of investment maintained by LIC are not available and have therefore not been disclosed.

(g) The Company expects to contribute Rs. 1.26 crores to the LIC fund during the year 2023-24 (previous year - Rs. 1.20 Crores).

(h) The average expected future working life of members of the defined benefit obligation as at March 31,2023 is 15.90 years (as at March 31,2022 15.63 years)

(b) Fair value

The fair value of the Company''s investment properties as at March 31,2023 and March 31,2022 have been arrived at on the basis of a valuation carried out by government approved independent valuers. The inputs used in fair valuation are circle rate of the property, prevailing market price of the similar kind of property in that area and other relevant factors.

(c) The Company''s leasing activities:

The Company has entered into lease agreements for lease of offices, showrooms, godowns etc., generally for a period of 6 months to 11 years with renewal option and which can be terminated after lock-in-period by serving notice period as per the terms of the agreements.

(d) In applying IndAS 116, the Company has used the following practical expedients:

- elected not to assess whether a rent concession that meets the conditions in paragraph 46B is a lease modification.

- Rs nil recognised as ''Other income'' in statement of profit and loss for financial year ended March 31,2023 to reflect reduction in lease payments that arise from rent concessions to which the Company has applied the practical expedient (2021-22 - Rs 0.34 crores)

Further, BHP has converted the loan outstanding amounting to Rs.20.90 crores of DCM Shriram Limited into Equity share capital.

(ii) During the year, the Company received Rs 53.78 crores interest income (income tax impact : Rs 18.56 crores) relating to earlier years from Shriram Bioseed Ventures Limited. The same has been recognised in ‘Other Income’ in the standalone financial statements

40 Employee share based payments (refer note 12)

The Company has an Employees Stock Purchase Scheme (DCM Shriram ESPS) which is administered through DCM Shriram Employees Benefits Trust based on acquisition of shares from the market to provide equity based incentives to employees under the Scheme. The shares offered, lock-in-period and grant price may be different for different eligible participants and determined at the time of every grant of shares. The expenses related to the grant of shares under the Scheme is accounted for on the basis of the fair value (which equals to market price of the Company''s share on date of grant less exercise price) of share on the date of grant and is amortized on a straight line basis over the lock-in period, if any.

44 Capital management

The Company endeavours to optimize debt and equity balance and provide adequate strength to the balance sheet. The Company monitors capital on the basis of debt equity ratio.

45 Financial risk management

The Company''s activities expose it to various financial risks : Credit risk, Liquidity risk and Market risk.

45.1 Credit risk management

Credit risk arises from credit exposure to customers (including receivables and deposit), loans and other financial assets. The Company perform credit evaluation and defines credit limits for each customer/counter party. The Company also continuously reviews and monitors the same.

The provision for doubtful debts or provision for impairment of investments etc is made on case to case basis, based on the information related to financial position, past history/ageing and other relevant available information about the counterparty.

The Company also makes provision for lifetime expected credit loss based on its previous experience of provision/write off in previous years.

45.2 Liquidity risk management

(i) The Company manages liquidity by ensuring control on its working capital which involves adjusting production levels and purchases to market demand and daily sales of production and low receivables. It also ensures adequate credit facilities sanctioned from bank to finance the peak estimated funds requirements. The working capital credit facilities are continuing facilities which are reviewed and renewed every year.

45.3 Market Risk

a) The Company''s operations are mainly in India and therefore rupee denominated, except the following:

- Foreign currency denominated loans (Long term & Short term)

- Imports of some raw material, stores & spares and capital equipments

- Export of finished goods

The Company follows a policy of keeping these liabilities/assets fully hedged against foreign currencies. Regarding interest rate fluctuation, it follows a policy of partial hedge.

Some of the rupee liabilities have interest linked to the bank''s MCLR or Financial market benchmark rates and are subject to variation in such rates.

50 Hon''ble High Court of Allahabad vide its order dated February 12, 2019 has set aside and quashed the notification withdrawing the Sugar Industrial Promotion Policy 2004 (Policy). The State Government has filed special leave petition (SLP) with Supreme Court against the above said order. The Company has not accrued the benefits consequent to the above said order due to uncertainties of the amount and the collection thereof.

51 Information with repect to a joint venture is as under (refer note 3.1):

(a) In October 2021, the Company aquired 1,732,500 equity shares (entire 50% stake of JV Partner) of Shriram Axiall Private Limited (now Shriram Polytech Limited) from the JV Partner Axiall LLC USA, thereby making it a 100% subsidiary of the Company.

1. Net debt = Total borrowings - cash and cash equivalents - bank balances other than cash and cash equivalents (other than earmarked balances)

2. Earnings = Profit before tax ( ) Depreciation and amortisation ( ) Finance cost (-) interest and dividend income (-) net gain/(loss) on sale of current investments

3. Net finance charges = Finance cost (including interest capitalised on qualifying assets during construction period) (-) interest and dividend income (-) net gain/(loss) on sale of current investments

4. Average networth^(l) = On year end closing basis

(i) Net worth = Equity share capital other equity (excluding share held by trust under ESPS and cash flow hedging reserve)

5. Average inventory = On quarter closing basis*

6. Average trade receivables = On quarter closing basis*

7. Total purchases = Cost of raw material consumed Consumption of stores and spares Purchases of stock-in-trade Change in inventories of raw material and stores & spares

8. Average trade payables = On quarter closing basis*

9. Average working capital™ = On quarter closing basis*

(ii) Working capital = Current assets - Current liabilities

10. Average capital employed⁽ⁱⁱⁱ⁾ = On quarter closing basis*

(iii) Capital employed = Total assets [excluding Investments, Cash and cash equivalents, bank balances other than cash and cash equivalents (other than earmarked balances), Capital work in progress, Capital advances and Intangible assets under development] - Total liabilities [excluding total borrowings, Capital creditors and Deferred tax assets/(liabilities)(net)]

11. Profit before interest, depreciation and tax (EBIDTA) = Profit before tax ( ) Depreciation and amortisation ( ) Finance costs

* Opening and closing numbers are audited, while, quarter ended June, September, December numbers are based on unaudited books of accounts

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Mar 31, 2022

In accordance with its accounting policy and past practice, the Company accrues revenue credits for urea subsidy claims pending notification/ final acceptance by ‘Fertiliser Industry Coordination Committee'' (FICC), Government of India, in pursuance of the Pricing Scheme administered for nitrogenous fertilisers. The total amount receivable on account of such claims as on March 31,2022 is Rs 312.86 crores (Rs 8.15 crores on March 31, 2021).

Necessary adjustments to revenue credits so accrued will be made on issuance of notification by FICC, Government of India.

30 Segment reporting

A. Operating segments and principal activities:

Based on the guiding principles given in Ind AS- 108 ''Operating segments'', the Company''s operating segments, based on products include: Fertilisers (manufacturing of urea), Chloro-Vinyl (manufacturing of poly-vinyl chloride, carbide and chlor alkali products), Shriram Farm solutions (trading of super phosphate, other fertilisers, seeds and pesticides), Sugar (manufacturing of sugar, ethanol and co-generation of Power), Bioseed (production of hybrid seeds), Others (Window systems, Cement, Rural retail and plaster of paris). Sale of power from the co-generation facilities set up for the operating segments is included in their respective results.

B. Geographical segments:

Since the Company''s activities/ operations are primarily within the country and considering the nature of products/ services it deals in, the risks and returns are same and as such there is only one geographical segment.

C. Segment accounting policies:

In addition to the significant accounting policies applicable to the operating segments as set out in note 1.3, the accounting policies in relation to segment accounting are as under:

(I) Segment revenue and expenses:

Joint revenue and expenses of segments are allocated amongst them on a reasonable basis. All other segment revenue and expenses are directly attributable to the segments.

ii) Segment assets and liabilities:

Segment assets include all operating assets used by a segment and consist principally of operating cash, trade receivables (net of allowances and provision), inventories and property, plant and equipments, which are reported as direct offsets in the balance sheet. Segment liabilities include all operating liabilities and consist principally of trade payables. Segment assets and liabilities do not include deferred income taxes. While most of the assets/ liabilities can be directly attributed to individual segment, the carrying amount of certain assets/ liabilities pertaining to two or more segments are allocated to the segments on a reasonable basis.

iii) Inter segment sales:

Inter segment sales between operating segments are accounted for at market price. These transactions are eliminated in consolidation.

D. Revenue from major products:

Revenue from major products is given in note 59

E. Geographical information:

(i) Revenue from external customers: The Company''s revenue from external customers by location of operation are as under:

Rs. Crores

- Within India 9,338.09 8,033.19

- Outside India 285.72__146.18

Total_ 9,623.81 8,179.37

(ii) Non-current assets other than financial instruments: There are no such assets which are located outside India.

F. Information about major customer

There is no single customer who contributed 10% or more of the Company''s revenue during the year ended March 31,2022 and March 31, 2021

31 Related party disclosures

Name of related party and nature of related party relationship

1. Holding company: Sumant Investments Private Limited

2. Subsidiaries:

(i) DCM Shriram Credit and Investments Limited, Bioseed India Limited, DCM Shriram Infrastructure Limited, DCM Shriram Aqua Foods Limited, Hariyali Rural Ventures Limited, Fenesta India Limited, Shri Ganpati Fertilizers Limited¹, Shriram Bioseed Ventures Limited, Bioseeds Limited², Shriram Bioseed (Thailand) Ltd.³, Bioseed Research Philippines Inc., Bioseeds Holdings PTE. Ltd., Bioseed Vietnam Limited⁴, Shriram Polytech Limited⁵, Bioseed Research USA Inc., DCM Shriram Foundation, Shridhar Shriram Foundation.

1 sold w.e.f. May 19, 2020

2 merged with Shriram Bioseed Ventures Limited - also refer note 51

3 liquidated w.e.f. June 15, 2021

4 sold w.e.f. July 31,2020

5 w.e.f. October 19, 2021 - also refer note 35 (a)

(ii) Subsidiaries incorporated under section 8 of Companies Act 2013:

DCM Shriram Foundation, Shridhar Shriram Foundation

3. Joint venture: Shriram Axiall Private Limited (upto October 18, 2021) - refer note 35

4. Key Managerial Persons, their relatives and HUFs:

(i) Executive Directors, their relatives and HUFs (with whom transactions are there):

Mr. Ajay S. Shriram, Mr. Vikram S. Shriram, Mr. Ajit S. Shriram, Mr. K.K. Kaul, Mr. K.K. Sharma, Mr. Aditya A. Shriram (relative of Mr. Ajay S. Shriram), Mr. Anand A. Shriram (relative of Mr. Ajay S. Shriram), Mr. Pranav V Shriram (relative of Mr. Vikram S. Shriram), Mr. Varun A. Shriram (relative of Mr. Ajit S. Shriram), Mrs. Anuradha Bishnoi (relative of Mr. Ajay S. Shriram), Mrs. Geeta Kaul (relative of Mr. K.K. Kaul), M/s. Ajay S. Shriram (HUF), M/s. Vikram S. Shriram (HUF), M/s. Ajit S. Shriram (HUF).

(ii) Independent Directors and their relatives (with whom transactions are there):

Mr. Pradeep Dinodia, Mr. Vimal Bhandari, Mr. Sunil Kant Munjal, Mrs. Ramni Nirula, Justice (Retd.) Vikramjit Sen, Mr. Pravesh Sharma, Mr. Sharad Shrivastva¹ (Nominee of LIC), Ms. Sarita Garg² (Nominee of LIC)

1 upto August 7, 2020

2 w.e.f. October 20, 2020

5. Trust : Sir Shriram Foundation, DCM Shriram Employees'' Provident Fund Trust, DCM Shriram Officers'' Superannuation Fund Trust

(f) Major categories of plan assets

The plan assets at one of the unit are maintained with LIC of India Gratuity Scheme. The details of investment maintained by LIC are not available and have therefore not been disclosed.

(g) The Company expects to contribute Rs. 1.20 crores to the LIC fund during the year 2022-23 (previous year - Rs. 1.28 Crores).

(h) The average expected future working life of members of the defined benefit obligation as at March 31,2022 is 15.63 years (as at March 31, 2021 15.73 years)

(c) The Company''s leasing activities:

The Company has entered into lease agreements for lease of land, offices, showrooms, godowns etc., generally for a period of 6 months to 11 years with renewal option and which can be terminated after lock-in-period by serving notice period as per the terms of the agreements.

(d) In applying IndAS 116, the Company has used the following practical expedients:

- elected not to assess whether a rent concession that meets the conditions in paragraph 46B is a lease modification.

- Rs 0.34 Crores recognised as ''Other income'' in statement of profit and loss for financial year ended March 31,2022 to reflect reduction in lease payments that arise from rent concessions to which the Company has applied the practical expedient.(2020-21 - Rs 0.50 Crores)

35. Information with respect to a joint venture is as under (refer note 3.1):

(a) In October 2021, the Company aquired 1,732,500 equity shares (entire 50% stake of JV Partner) of Shriram Axiall Private Limited (now Shriram Polytech Limited) from the JV Partner Axiall LLC USA, thereby making it a 100% subsidiary of the Company.

40 Employee share based payments (refer note 12)

The Company has an Employees Stock Purchase Scheme (DCM Shriram ESPS) which is administered through DCM Shriram Employees Benefits Trust based on acquisition of shares from the market to provide equity based incentives to employees under the Scheme. The shares offered, lock-in-period and grant price may be different for different eligible participants and determined at the time of every grant of shares. The expenses related to the grant of shares under the Scheme is accounted for on the basis of the fair value (which equals to market price of the Company''s share on date of grant less exercise price) of share on the date of grant and is amortized on a straight line basis over the lock-in period, if any.

44 Capital management

The Company endeavours to optimize debt and equity balance and provide adequate strength to the balance sheet. The Company monitors capital on the basis of debt equity ratio.

45 Financial risk management

The Company''s activities expose it to various financial risks : Credit risk, Liquidity risk and Market risk.

45.1 Credit risk management

Credit risk arises from credit exposure to customers (including receivables and deposit), loans and other financial assets. The Company perform credit evaluation and defines credit limits for each customer/counter party. The Company also continuously reviews and monitors the same.

The provision for doubtful debts or provision for impairment of investments etc is made on case to case basis, based on the information related to financial position, past history/ageing and other relevant available information about the counterparty.

The Company also makes general provision for lifetime expected credit loss based on its previous experience of provision/write off in previous years.

45.2 Liquidity risk management

(i) The Company manages liquidity by ensuring control on its working capital which involves adjusting production levels and purchases to market demand and daily sales of production and low receivables. It also ensures adequate credit facilities sanctioned from bank to finance the peak estimated funds requirements. The working capital credit facilities are continuing facilities which are reviewed and renewed every year.

45.3 Market Risk

a) The Company''s operations are mainly in India and therefore rupee denominated, except the following:

- Foreign currency denominated loans (Long term & Short term)

- Imports of some raw material, stores & spares and capital equipments

- Export of finished goods

The Company follows a policy of keeping these liabilities/assets fully hedged against foreign currencies. Regarding interest rate fluctuation, it follows a policy of partial hedge.

Some of the rupee liabilities have interest linked to the bank''s MCLR or Financial market benchmark rates and are subject to variation in such rates.

48. Based on the information available with the Company as at year end, the principal amount and interest due to Micro and small enterprises as defined under the "Micro, Small and Medium Enterprise Development Act, 2006" is Rs. 35.83 crores (March 31,2021 - Rs. 26.44 crores) and Rs. Nil (March 31, 2021 Rs Nil)respectively.

50 Hon''ble High Court of Allahabad vide its order dated February 12, 2019 has set aside and quashed the notification withdrawing the Sugar Industrial Promotion Policy 2004 (Policy). The State Government has filed special leave petition (SLP) with Supreme Court against the above said order. The Company has not accrued the benefits consequent to the above said order due to uncertainties of the amount and the collection thereof.

51 The Scheme of amalgamation for merger of Bioseeds Limited with Shriram Bioseed Ventures Limited (wholly owned subsidiaries) has been approved by National Company Law Tribunal (NCLT) vide its order dated March 29, 2022 which became effective on April 27, 2022 on filing the certified copy of orders of NCLT in the office of Registrar of Companies.

52 The Board of Directors, in its meeting held on May 5, 2022, have recommended a final dividend of Rs. 4.90/- per equity share of Rs 2/- each aggregating to Rs. 76.41 crores for the financial year ended March 31,2022. The recommendation is subject to the approval of shareholders at the forthcoming Annual General Meeting.

53 Disclosures related to title deeds of the immovable properties not held in the name of the Company

1. Net debt = Total borrowings - cash and cash equivalents - bank balances other than cash and cash equivalents (other than earmarked balances)

2. Earnings = Profit before tax ( ) Depreciation and amortisation ( ) Finance cost (-) interest and dividend income (-) net gain/(loss) on sale of current investments

3. Net finance charges = Finance cost (including interest capitalised on qualifying assets during construction period) (-) interest and dividend income (-) net gain/(loss) on sale of current investments

4. Average networth^(l) = On year end closing basis

⁽ⁱ⁾ Net worth = Equity share capital other equity (excluding share held by trust under ESPS and cash flow hedging reserve)

5. Average inventory = On quarter closing basis*

6. Average trade receivables = On quarter closing basis*

7. Total purchases = Cost of raw material consumed Consumption of stores and spares Purchases of stock-in-trade Change in inventories of raw material and stores & spares

8. Average trade payables = On quarter closing basis*

9. Average working capital⁽ⁱⁱ⁾ = On quarter closing basis*

⁽ⁱⁱ⁾ Working capital = Current assets - Current liabilities

10. Average capital employed" = On quarter closing basis*

⁽ⁱⁱⁱ⁾ Capital employed = Total assets [excluding Investments, Cash and cash equivalents, bank balances other than cash and cash equivalents (other than earmarked balances), Capital work in progress, Capital advances and Intangible assets under development] - Total liabilities [excluding total borrowings, Capital creditors and Deferred tax assets/(liabilities)(net)]

* Opening and closing numbers are audited, while, quarter ended June, September, December numbers are based on unaudited books of accounts

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Mar 31, 2018

31. R elated party disclosures

Name of related party and nature of related party relationship

1. Holding company! Sumant Investments Private Limited

2. Subsidiaries!

DCM Sh riram Credit and Investments Limited, Bioseed India Limited, DCM Sh riram Infrastructure Limited, DCM Shriram Aqua Foods Limited, Hariyali Rural Ventures Limited, Fenesta India Limited, Shri Ganpati Fertilizers Limited, Shriram Bioseed Ventures Limited, Bioseeds Limited, Shriram Bioseed (Thailand) Ltd., Bioseed Research Philippines Inc., Bioseeds Holdings PTE. Ltd., Bioseed Vietnam Limited, PT Shriram Seed Indonesia, Bioseed Research USA Inc., PT Shriram Genetics Indonesia, DCM Shriram Foundation, Shridhar Shriram Foundation, Hariyali Services Limited#

# dissolved during financial year 2016-17

3. Joint venture! Shriram Axiall Private Limited

4. Key Managerial Pers ons, their relatives and HUFs!

(i) Executive Directors, their relatives and HUFs ( with whom transactions are there)!

Mr. Ajay S. Shriram, Mr. Vikram S. Shriram, Mr. Ajit S. Shriram, Mr. N.J. Singh⁴, Mr. K.K. Kaul, Mr. K.K. Sharma⁵, Mr. Aditya A. Shriram (relative of Mr. Ajay S. Shriram), Mr. Anand A. Shriram (relative of Mr. Ajay S. Shriram), Mr. Pranav V. Shriram (relative of Mr. Vikram S. Shriram) Mrs. Anuradha Bishnoi (relative of Mr. Ajay S. Shriram), M/s. Ajay S. Shriram (HUF), M/s. Vikram S. Shriram (HUF), M/s. Ajit S. Shriram (HUF).

(ii) Independent Directors and their relatives (with whom transactions are there)!

Mr. Pradeep Dinodia, Mr. Vimal Bhandari, Mr. Sunil Kant Munjal, Mrs. Ramni Nirula, Mr. Vikramjit Sen , Mr. Pravesh Sharma , Mr. Sharad Shrivastva, Mrs. Pallavi Dinodia (relative of Mr. Pradeep Dinodia), Mr. S.S. Baijal , Mr. Arun Bharat Ram , Mr. D Sengupta

1 w.e.f. December 01, 2016

2 w.e.f. August 09, 2016

3 upto August 09, 2016

4 upto November 19, 2017

5 w.e.f. November 20, 2017

5. Trust ! Sir Shriram Foundation, DCM Sh riram Employees '' Provident Fund Trust, DCM Shriram Officers'' Superannuation Fund Trust

6. Subsidiaries incorporated under section 8 of Companies Act 2013! DCM Shriram Foundation, Shridhar Shriram Foundation

The transactions with related parties are as per the terms of arrangement between the parties and to be settled through recei pt/payment or sale/purchase of goods or services.

(i) Provision for incremental gratuity liability and leave encashment for the current year in respect of directors has not been considered above, since the provision is based on a actuarial basis for the Company as a whole.

Does not include accumulated gratuity Rs 0.63 crores and accumulated earned leave Rs 0.19 crores paid on retirement during the year to one of the directors

Subject to shareholders'' appointment/approval in the forthcoming Annual General Meeting with respect to one of the directors Includes post employment benefits Rs. 1.58 crores (previous year Rs. 1.49 crores) of one of the directors

(ii) Conversion of loan into compulsory convertible preference shares of one of the subsidiaries - Rs Nil (2016-17! Rs 3 crores)

(f) Major categories of plan assets

The plan assets at one of the unit are maintained with LIC of India Gratuity Scheme. The details of investment maintained by LIC are not available and have therefore not been disclosed.

(g) The Company expects to contribute Rs. 0.82 crore s to the LIC fund during the year 2018-19 (March 31, 2017 - Rs. 0.75 Crores).

(h) The average expected future working life of members of the defined benefit obligation as at March 31, 2018 is 15.95 years (as at March 31, 2017! 15.82 years)

40. Employee share based payments

The Company has an Employees Stock Purchase Scheme (DCM Shriram ESPS) which is administered through DCM Shriram Employees Benefits Trust based on acquisition of shares from the market to provide equity based incentives to employees under the Scheme. The shares offered, lock-in-period and grant price may be different for different eligible participants and determined at the time of every grant of shares. The expenses related to the grant of shares under the Scheme is accounted for on the basis of the fair value (which equals to market price of the Company’s share on date of grant less exercise price) of share on the date of grant and is amortized on a straight line basis over the lock-in period, if any.

44. Capital management

The Company endeavors to optimize debt and equity balance and provide adequate strength to the balance sheet. The Company monitors capital on the basis of debt equity ratio.

45. Financial risk management

The Company''s activities expose it to various financial risks ! Credit risk, Liquidity risk and Market risk.

45.1 Credit risk management

Credit risk arises from credit exposure to customers (including receivables and deposit), loans and other financial assets. The Company perform credit evaluation and defines credit limits for each customer/counter party. The Company also continuously reviews and monitors the same.

The provision for doubtful debts or provision for impairment of investments etc is made on case to case basis, based on the information related to financial position, past history, and other relevant available information about the counterparty.

The Company also makes general provision for lifetime expected credit loss based on its previous experience of provision/write off in previous

45.2 Liquidity risk management

(i) The Company manages liquidity by ensuring control on its working capital which involves adjusting production levels and purchases to market demand and daily sales of production and low receivables. It also ensures adequate credit facilities sanctioned from bank to finance the peak estimated funds requirements. The working capital credit facilities are continuing facilities which are reviewed and renewed every year.

The Company also ensures that the long term funds requirements are met through adequate availability of long term capital (Debt & Equity)

51. Disclosure on specified bank notes (SBNs)

As per the notification no. G.S.R. 308 (E) issued by Ministry of Company Affairs, following are the details of the Specified Bank Notes (SBN) held and transacted during the period from 8th November 2016 to 30th December 2016!

1. Permitted receipts for SBN s represents amount received from sale of fuel at petrol pump

52. Proposed dividend

The Board of Directors, in its meeting held on April 24, 2018, have recommended a final dividend of Rs. 0.80/- per equity share of Rs 2/- each aggregating to Rs. 15.66 crores (including corporate dividend tax) for the financial year ended March 31, 2018. The recommendation is subject to the approval of shareholders at the Annual General Meeting to be held on July 31, 2018.

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Mar 31, 2017

1.1 Company Overview

DCM Shriram Limited (‘the Company’) is a public limited company incorporated in India. The Holding company, Sumant Investments Private Limited owns 60.51% of equity share capital of the Company. The registered office of the Company is at 1^st Floor, Kanchenjunga Building, 18 Barakhamba Road, New Delhi -110001, India.

The financial statements are approved by Board of Directors in their board meeting dated May 1,2017.

The business portfolio of the Company comprises of:

a. Chloro-Vinyl

b. Sugar

c. Shriram Farm Solutions

d. Bioseed

e. Fertlisers

f. Others: (Fenesta, Cement and Hariyali Kisaan Bazaar)

Company has presence at various parts of India and its principal Places of Businesses together with major products are as under:

1.2 Basis of preparation of financial statements

The Financial Statements are prepared on an accrual basis under historical cost convention except for certain financial instruments which are measured at fair value. These financial statements have been prepared in accordance with the Indian Accounting Standards (Ind AS) as prescribed under Section 133 of the Companies Act, 2013 (“The Act”) and other relevant provisions of the Act, as applicable.

The financial statements up to the year ended March 31, 2016 were prepared in accordance with Accounting Standards notified under the Companies (Accounting Standards) Rules, 2006 and other relevant provisions of the Act (‘Previous GAAP’). These are Company’s first Ind AS financial statements. The date of transition to Ind AS is April 1, 2015. Refer note 49 for an explanation of the transition from previous GAAP to Ind AS and the effect on the Company’s financial position, financial performance and cash flows.

3. In accordance with past practice, the Company has taken revenue credits aggregating Rs. 66.88 crores (2015-16- Rs. 55.85 crores) receivable for urea subsidy claims , which are pending notification/ final acceptance by ‘Fertiliser Industry Coordination Committee’ (FICC), Government of India, in pursuance of the Retention Price Scheme administered for nitrogenous fertilisers. Necessary adjustments to revenue credits so accrued will be made on issuance of notification by FICC, Government of India.

4. Segment reporting

A. Operating segments and principal activities:

Based on the guiding principles given in Ind AS - 108 ‘Operating segments’, the Company’s operating segments, based on products include: Fertilisers (manufacturing of urea), Chloro-Vinyl (manufacturing of poly-vinyl chloride, carbide and chlor alkali products), Shriram Farm solutions (trading of di-ammonium phosphate, muriate of potash, super phosphate, other fertilisers, seeds and pesticides), Sugar (manufacturing of sugar products and co-generation of Power), Bioseed (production of hybrid seeds), Others (UPVC window systems, Cement, Rural retail and plaster of paris). Sale of power from the power generation facilities set up for the operating segments is included in their respective results.

B Geographical segments:

Since the Company’s activities/ operations are primarily within the country and considering the nature of products/ services it deals in, the risks and returns are same and as such there is only one geographical segment.

C. Segment accounting policies:

In addition to the significant accounting policies applicable to the operating segments as set out in note 1.3, the accounting policies in relation to segment accounting are as under:

(i) Segment revenue and expenses:

Joint revenue and joint expenses of segments are allocated amongst them on a reasonable basis. All other segment revenue and expenses are directly attributable to the segments.

(ii) Segment assets and liabilities:

Segment assets include all operating assets used by a segment and consist principally of operating cash, trade receivables, inventories and property, plant and equipments, net of allowances and provisions, which are reported as direct offsets in the balance sheet. Segment liabilities include all operating liabilities and consist principally of trade payables. Segment assets and liabilities do not include deferred income taxes. While most of the assets/ liabilities can be directly attributed to individual segment, the carrying amount of certain assets/ liabilities pertaining to two or more segments are allocated to the segments on a reasonable basis.

(iii) Inter segment sales:

Inter segment sales between operating segments are accounted for at market price. These transactions are eliminated in consolidation.

D. Revenue from major products:

Revenue from major products is given in note 54

E. Geographical information:

(i) Revenue from external customers: The Company’s revenue from external customers by location of operation are as under:

F. Information about major customer

There is no single customer who contributed 10% or more of the Company’s revenue during the year ended March 31, 2017 and March 31,2016

5. Related party disclosures

A. Name of related party and nature of related party relationship

1. Holding company: Sumant Investments Private Limited

2. Subsidiaries:

DCM Shriram Credit and Investments Limited, Bioseed India Limited, DCM Shriram Infrastructure Limited, DCM Shriram Aqua Foods Limited, Hariyali Rural Ventures Limited, Fenesta India Limited, Shri Ganpati Fertilizers Limited, Shriram Bioseed Ventures Limited, Bioseeds Limited, Shriram Bioseed (Thailand) Ltd., Bioseed Research Philippines Inc., Bioseeds Holdings PTE. Ltd., Bioseed Vietnam Limited, PT Shriram Seed Indonesia, Bioseed Research USA Inc., PT Shriram Genetics Indonesia, DCM Shriram Foundation, Shridhar Shriram Foundation, Hariyali Services Limited#

#dissolved during financial year 2016-17

3. Joint venture: Shriram Axiall Private Limited

4. Key Managerial Persons, their relatives and HUFs:

Executive Directors, their relatives and HUFs (with whom transactions are there):

Mr. AjayS . Shriram, Mr. VikramS . Shriram, Mr. Ajit S . Shriram, Mr. N . J .Singh, Mr. K . K . Kaul, Mr. AdityaA . Shriram (relative of Mr. AjayS . Shriram), Mr. Anand A. Shriram (relative of Mr. AjayS. Shriram), Mr. PranavV. Shriram (relative of Mr. Vikram S. Shriram)¹, Mrs. Anuradha Bishnoi (relative of Mr. AjayS. Shriram), M/s. AjayS. Shriram (HUF), M/s. Vikram S. Shriram (HUF), M/s. Ajit S. Shriram (HUF).

Independent Directors and their relatives (with whom transactions are there):

Mr. Pradeep Dinodia, Mr. Vimal Bhandari, Mr. Sunil Kant Munjal, Mrs. Ramni Nirula, Mr. Vikramjit Sen², Mr. Pravesh Sharma², Mr. Sharad Shrivastva, Mrs. Pallavi Dinodia (relative of Mr. Pradeep Dinodia), Mr. S.S. Baijal³, Mr. Arun Bharat Ram³, Mr. DSengupta³

1 w.e.f. December 01,2016

2 w.e.f. August 09,2016

3 uptoAugust09,2016

5. Trust: Sir Shriram Foundation, DCM Shriram Employees’ Provident Fund Trust, DCM Shriram Officers’ Superannuation Fund Trust

6. Employee Benefits

The Company has classified the various benefits provided to employees as under:-

(i) Defined contribution plans:

The Company has recognized the following amounts in the statement of profit and loss:

(ii) Disclosure in respect of defined benefit plans (Gratuity) is as under:

The principal assumptions used for the purpose of actuarial valuation were as under:

(f) Major categories of plan assets

The plan assets at one of the unit are maintained with LIC of India Gratuity Scheme. The details of investment maintained by LIC are not available and have therefore not been disclosed.

(g) The Company expects to contribute Rs. 0.75 crores to the LIC fund during the year 2017-18.

(h) The average expected future working life of members of the defined benefit obligation as at March 31, 2017 is 15.82 years (as at March 31, 2016: 15.97 years)

7. (a) Amount recognised in statement of profit and loss for investment properties

(b) Leasing arrangements

One of the investment property has been leased out on long term operating leases with monthly rental payment. Minimum lease payment receivable under non-cancellable operating lease are as under:

(c) Fair value

The fair value of the Company’s investment properties as at March 31, 2017, March 31, 2016 and April 1, 2015 have been arrived at on the basis of a valuation carried out by government approved independent valuers. The inputs used in fair valuation are circle rate of the property, prevailing market price of the similar kind of property in that area and other relevant factors.

Information about the fair value of the Company’s investment properties and fair value hierarchy are as follows:

8. Disclosure in respect of operating leases as per Ind AS 17 ‘Leases’ :

(a) Assets taken on lease:

(i) The Company has entered into lease agreements for lease of offices, showrooms etc., generally for a period of 5/15 years with renewal option on mutual consent, and which can be terminated after lock-in-period by serving notice period as per the terms of the agreements.

(b) Assets given on lease:

(i) The Company has entered into operating lease arrangements for buildings (including certain other assets). The details of leased assets are as under:

9. Information w.r.t. a joint venture is as under:

Name of Joint Venture Shriram Axiall Private Limited

Country of incorporation India

10. Provision for contingencies in note 14 represents provision for various contingencies resulting from issues relating to reconstruction arrangement of the companies and other uncertainties requiring management judgement.

11.1 Donation includes Rs. 3 crores (2015-16 - Rs. Nil) to Satya Electoral Trust as political contribution.

11.2 Expenditure on corporate social responsibility activities under section 135 of the Companies Act 2013 as under:

12. Research and development expenses included under relevant heads in the statement of profit and loss Rs. 42.80 crores (2015-16- Rs. 39.03 crores).

The details of expenditure incurred on scientific research and development centres recognized by Department of Scientific and Industrial Research (DSIR) are as under:

13. Employee share based payments

The Company has an Employees Stock Purchase Scheme (DCM Shriram ESPS) which is administered through DCM Shriram Employees Benefits Trust based on acquisition of shares from the market to provide equity based incentives to employees under the Scheme. The shares offered, lock-in-period and grant price may be different for different eligible participants and determined at the time of every grant of shares. The expenses related to the grant of shares under the Scheme is accounted for on the basis of the fair value (which equals to market price of the Company’s share on date of grant less exercise price) of share on the date of grant and is amortized on a straight line basis over the lock-in period, if any.

14. Capital management

The Company endeavors to optimize debt and equity balance and provide adequate strength to the balance sheet. The Company monitors capital on the basis of debt equity ratio.

15. Financial risk management

The Company’s activities expose it to various financial risks: Credit risk, Liquidity risk and Market risk.

15.1 Credit risk management

Credit risk arises from credit exposure to customers (including receivables and deposit), loans and other financial assets. The Company perform credit evaluation and defines credit limits for each customer/counter party. The Company also continuously reviews and monitors the same.

The provision for doubtful debts or provision for impairment of investments etc. is made on case to case basis, based on the information related to financial position, past history, and other relevant available information about the counterparty.

The Company also makes general provision for lifetime expected credit loss based on its previous experience of provision/write off in previous years.

15.2 Liquidity risk management

(i) The Company manages liquidity by ensuring control on its working capital which involves adjusting production levels and purchases to market demand and daily sales of production and low receivables. It also ensures adequate credit facilities sanctioned from bank to finance the peak estimated funds requirements. The working capital credit facilities are continuing facilities which are reviewed and renewed every year.

The Company also ensures that the long term funds requirements are met through adequate availability of long term capital (Debt & Equity).

(ii) Maturities of financials liabilities

The tables below analyse the Company’s financial liabilities into relevant maturity groupings based on their contractual maturities. The amount disclosed in the table are the contractual undiscounted cash flow.

(a) The Company’s operations are mainly in India and therefore rupee denominated, except the following:

- Foreign currency denominated loans (Long term & Short term).

- Imports of some raw material, stores & spares and capital equipments.

The Company follows a policy of keeping these liabilities fully hedged against foreign currencies. Regarding interest rate fluctuation, it follows a policy of partial hedge.

Some of the rupee liabilities have interest linked to the bank’s MCLR or Financial market benchmark rates and are subject to variation in such rates.

(b) The Company’s exposure to foreign currency risk at the end of the reporting period is with respect to loan of USD 5 mn (INR 32.40 crores; March 31,2016-Rs. 33.13 crores; April 1,2015-Rs31.25 crores) which is hedged by an option contract that has become ineffective.

(c) Sensitivity

With respect to the above unhedged exposure the sensitivity is as follows:

(d) Interest rate risk exposure

The exposure of the Company’s borrowing to interest rate change at the end of the reporting period are as follows:

(e) Sensitivity

Variable interest rate loans are exposed to Interest rate risk, the impact on profit or loss before tax may be as follows:

16. Fair value hierarchy

Some of the Company’s financial assets and financial liabilities are measured at fair value at the end of each reporting period. The following table presents fair value hierachy of financial assets and financial liabilities measured at fair value on a recurring basis:

During the year, Ministry of Coal de-allocated the lignite block earlier allocated to the Company and consequent there to, the land purchased for lignite block is re-classified as assets held for sale and is included in the ‘unallocated’ business segment.

Assets classified as held for sale is measured at the lower of the carrying amount and fair value less costs to sell at the reporting date. The fair value of the assets held for sale is determined using level 3 measurement as per the fair value hierarchy set out in fair value measurement disclosures.

17. Based on the information available with the Company the principal amount and interest due to Micro and small enterprise as defined under the “Micro, Small and Medium Enterprise Development Act 2006” is Rs 0.82 crores (March 31, 2016 - Rs 1.14 crores; April 1, 2015 - Rs. 3.26 crores) and Rs. Nil (March 31,2016 - Rs Nil; April 1,2015 - Rs. Nil) respectively.

18. Transition to Ind AS - Principle and reconciliation

These financial statements for the year ended March 31,2017, are the Company’s first annual financial statements prepared in accordance with Ind AS. The accounting policies set out in note 1.3 have been applied in preparing the financial statements for the year ended March 31, 2017, comparative information presented in these financial statements for the year ended March 31, 2016 and in the preparation of an opening Ind AS balance sheet as at April 1, 2015 (the date of transition). In preparing its opening Ind AS balance sheet, the Company has adjusted/reclassified the amounts reported previously in financial statements prepared in accordance with the Accounting Standards specified under Section 133 of the Companies Act 2013 (The Act) and other relevant provisions of the Act (Previous GAAP) to comply with Ind AS. An explanation of how the transition from previous GAAP to Ind AS has affected the Company’s financial position, financial performance and cash flows is set out in the following notes.

Exemptions on first time adoption of Ind AS 101:-

(i) Property, plant and equipment, intangible assets and investment property at deemed cost

The Company has opted to measure all of its property, plant and equipment, intangible assets and investment property at their previous GAAP carrying value and use that carrying value as its deemed cost.

(ii) Investment in equity shares of subsidiaries and joint venture at deemed cost

The Company has opted to measure its investment in subsidiaries and joint venture at their previous GAAP carrying value in separate financial statement and use that carrying value as deemed cost.

(iii) Business combinations

The Company has opted to apply Ind AS 103 ‘Business combination’ prospectively to business combinations occuring after its transition date. Business combinations occuring prior to the transition date have not been restated.

(iv) Compound financial instruments

As per Ind AS 101, the Group has opted to split compound financial instrument into separate equity and liability component which were outstanding at the date of transition.

Notes:

The major reasons for adjustments in Previous GAAP numbers are as under:

(i) Forward exchange contracts/derivative instruments

The Company has adopted hedge accounting prospectively from transition date as per Ind AS 109. Consequently, the Company has fair valued all derivatives (including forward contracts) on transition date and difference between the fair value of such contracts and previous GAAP carrying amount have been recognised in the retained earnings in the opening Ind AS balance sheet.

(ii) Borrowings

Under previous GAAP! transaction costs incurred in connection with borrowings were charged to profit or loss as and when incurred. Ind AS 109 requires transaction costs incurred towards origination of borrowings to be deducted from the carrying amount of borrowings on initial recognition. These costs are recognised in profit or loss over the tenure of the borrowings as part of interest expense using effective interest rate method.

(iii) Interest income on loan measured at amortized cost

Under previous GAAP! the loan given by the Company were carried at book value. However, under Ind AS, these loans are required to be measured initially at fair value on the date of transition and subsequently at amortized cost. Accordingly, interest income is recognised on measurement of loan at amortised cost.

(iv) Leasehold land

Under previous GAAP the leasehold land was considered as part of fixed asset. As per Ind AS-17 leasehold land has now been considered as operating lease and the premium paid on leasehold land is amortized over the period of the lease. The proportionate unamortized amount upto the date of transition is adjusted against retained earnings in the opening Ind AS balance sheet.

(v) Non-current assets held for sale

Under previous GAAP non-current asset held for sale were valued at lower of cost or net realisable value considering all the asset as one disposal group and were shown under ’other current assets’. As per Ind AS-105, these assets are measured at lower of cost or fair value on individual asset basis.

(vi) Deferred tax

Deferred tax on account of Ind AS adjustments on transition date are recognised in the retained earnings in the opening Ind AS balance sheet.

(vii) Proposed dividend on equity shares and dividend tax thereon

Under previous GAAP dividend proposed by the Board of directors after the balance sheet date but before the approval of the financial statements were considered as adjusting events and accordingly it was recognised as provision in the books of account. Under Ind AS, such dividends are recognised when the same is approved by the shareholders in the annual general meeting. Accordingly, proposed dividend earlier recognised in the same financial year is reversed and recognised in the year of approval by the shareholders in the annual general meeting.

(viii) Shares held by Trust under ESPS scheme

The Company has given loan to a trust formed for the implementation of Employee Stock Purchase Scheme of the Company. The shares purchased out of the loan and remaining ungranted to employees under ESPS scheme is shown as part of ‘Other equity’.

(ix) Actuarial gains/losses on defined benefit obligation

The Company recognised costs related to its post-employment defined benefit plan on an actuarial basis. Under previous GAAP the actuarial gains and losses on gratuity are charged to the statement of profit and loss. Under Ind AS, such actuarial gains or losses are required to be recognised in other comprehensive income. Accordingly, actuarial losses for financial year 2015-16 amounting to Rs 2.55 crores are re-classified from statement of profit and loss to ‘other comprehensive income’. There is no impact on total equity as a result of this adjustment.

Adjustments to the statement of cash flows.

The transition from Indian GAAP to Ind-AS had no significant impact on cash flows generated by the company.

19. Disclosure on specified bank notes (SBNs)

The details of Specified Bank Notes (SBNs) or other denomination notes (as defined in the MCA notification G.S.R. 308(E) dated March 31, 2017) held and transacted during the period from November 8,2016 to December 30,2016, is given below:

20. Proposed dividend

The Board of Directors, in its meeting held on May 1,2017, have recommended a final dividend of Rs. 0.80 per equity share of Rs. 2/-each aggregating to Rs. 15.64 crores (including corporate dividend tax) for the financial year ended March 31, 2017. The recommendation is subject to the approval of shareholders at the Annual General Meeting to be held on August 1,2017.

The Board of Directors, in its meeting held on May 10, 2016, recommended a final dividend of Rs. 0.40 per equity share of Rs. 2/- each for the financial year ended March 31, 2016 and the same was approved by the shareholders at the Annual General Meeting held on August 9, 2016. This resulted in outflow of Rs. 7.82 crores (including corporate dividend tax).

---

Mar 31, 2016

1. The Company has taken credit of Rs 85.54 Crores during the current year, pursuant to notification of cane subsidy of Rs.28.60/- per quintal for sugar season 2014-15, by Government of Uttar Pradesh.

2. Deposits received under Section 76 of the Companies Act, 2013 are repayable upto March 2018 based on the maturity dates, (due within 1 year Rs.0.07 Crores; 2014-15 Rs.0.57 Crores).

3. During the financial year 2015-16, the Company has incurred Rs 5.03 Crores (2014-15 - Rs 3.19 Crores), being the gross amount required to be spent on corporate social responsibility activities under section 135 of the Companies Act 2013.

4. ''Excise duty'' on sales has been deducted from gross sales on the face of statement of profit and loss. ''Increase/ (decrease) in excise duty on finished goods'' has been shown under the head "Other expenses" in note 2.25.

5. Previous year''s figures have been regrouped/ reclassified wherever necessary to correspond with the current year''s classification / disclosure.

---

Mar 31, 2015

This Year Previous Year Rs. Crores Rs. Crores

1.1 (i) Contingent liabilities not provided for:

Claims* (excluding claims by employees where amount not ascertainable) not acknowledged as debts:

Sales tax matters 1.33 1.33

Excise matters - 2.12

Service tax matters 31.66 -

Additional premium on land 8.11 8.11

Others 5.93 5.93

Total 47.03 17.49

*all the above matters are subject to legal proceedings in the ordinary course of business. In the opinion of management the legal proceedings, when ultimately concluded, will not have a material effect on results of operations or financial position of the Company.

(ii) Capital commitments (net of advances) 60.34 19.18

(iii) Guarantees given to financial institutions, banks and other parties in respect of loans availed by subsidiaries and other parties:

Amount guaranteed - 1.85

Amount of loans outstanding - 0.04

2. In accordance with past practice, the Company has taken revenue credits aggregating Rs.123.83 crores (2013-14 - Rs. 18.25 crores) for urea subsidy claims, which are pending notification/ final acceptance by ''Fertiliser Industry Coordination Committee'' (FICC), Government of India, in pursuance of the Retention Price Scheme administered for nitrogenous fertilisers. Necessary adjustments to revenue credits so accrued will be made on issuance of notification by FICC, Government of India.

3. Segment reporting

A. Business segments:

Based on the guiding principles given in Accounting Standard AS-17 "Segment Reporting", the Company''s business segments include: Fertilisers (manufacturing of urea), Chloro-Vinyl (manufacturing of poly-vinyl chloride, carbide and chlor alkali products), Shriram Farm solutions (trading of di-ammonium phosphate, muriate of potash, super phosphate, other fertilisers, seeds and pesticides), Sugar (manufacturing of sugar products and co-generation of Power), Cement (manufacturing of cement), Hariyali Kisaan Bazaar (Rural retail), Bioseed (production of hybrid seeds), Others (UPVC window systems, textiles and plaster of paris). Sale of power from the power generation facilities set up for the business segments is included in their respective results.

B. Geographical segments:

Since the Company''s activities/ operations are primarily within the country and considering the nature of products/ services it deals in, the risks and returns are same and as such there is only one geographical segment.

C. Segment accounting policies:

In addition to the significant accounting policies applicable to the business segments as set out in note 1 above, the accounting policies in relation to segment accounting are as under:

a) Segment revenue and expenses:

Joint revenue and joint expenses of segments are allocated amongst them on a reasonable basis. All other segment revenue and expenses are directly attributable to the segments.

b) Segment assets and liabilities:

Segment assets include all operating assets used by a segment and consist principally of operating cash, debtors, inventories and fixed assets, net of allowances and provisions, which are reported as direct offsets in the balance sheet. Segment liabilities include all operating liabilities and consist principally of creditors and accrued liabilities. Segment assets and liabilities do not include deferred income taxes. While most of the assets/ liabilities can be directly attributed to individual segment, the carrying amount of certain assets/ liabilities pertaining to two or more segments are allocated to the segments on a reasonable basis.

c) Inter segment sales:

Inter segment sales between operating segments are accounted for at market price. These transactions are eliminated in consolidation.

4. Related party disclosures under Accounting Standard AS-18 "Related Party Disclosures":

A. Name of related party and nature of related party relationship

Holding company:

Sumant Investments Private Limited

1. Subsidiaries:

DCM Shriram Credit and Investments Limited, Bioseed India Limited, DCM Shriram Infrastructure Limited, DCM Shriram Aqua Foods Limited, DCM Shriram Foundation (formerly Hariyali Rural Foundation), Hariyali Rural Ventures Limited, Hariyali Services Limited (formerly Hariyali Insurance Broking Limited), Fenesta India Limited, Shri Ganpati Fertilizers Limited, Shriram Bioseed (Thailand) Ltd., Bioseeds Limited, Bioseed Research Philippines Inc., Bioseeds Holdings PTE. Ltd., Bioseed Vietnam Limited, Shriram Bioseed Ventures Limited, Shriram Bioseeds Ltd., Shridhar Shriram Foundation, PT Shriram Seed Indonesia, Bioseed Research USA Inc., PT Shriram Genetics Indonesia, DCM Shriram Thermal Energy Limited #, Hariyali India Limited #, DCM Shriram Energy and Infrastructure Limited #, DCM Shriram Hydro Energy Limited #, Zeus Investments Limited #

# dissolved during current year

2. Joint Venture:

Shriram Axiall Private Limited (formerly Shriram Vinyl PolyTech Pvt. Limited, a 100% subsidiary of the Company upto April 9, 2014]

3. Key Managerial Persons, their relatives and HUFs:

Mr. Ajay S. Shriram, Mr. Vikram S. Shriram, Mr. Rajiv Sinha*, Mr. Ajit S. Shriram, Mr. N.J. Singh, Mr. K.K. Kaul **, Mr. Aditya A. Shriram (relative of Mr. Ajay S. Shriram), Mr. Anand A. Shriram (relative of Mr. Ajay S. Shriram), Mrs. Divya Sinha* (relative of Mr. Rajiv Sinha), Ms. Arunima Sinha* (relative of Mr. Rajiv Sinha), Mrs. Anuradha Bishnoi (relative of Mr. Ajay S. Shriram), M/s. Ajay S. Shriram (HUF), M/s. Vikram S. Shriram (HUF), M/s. Ajit S. Shriram (HUF).

* (upto 31.10.2013)

** (w.e.f. 02.07.2014)

5. Secured loan

a. Short term working capital borrowings from banks:

1. Loans from banks on cash credit account of Rs. 101.27 Crores (2013-14 - Rs. 98.80 Crores) are secured by first pari passu charge on whole of the current assets, both present and future, of the company (except Shriram Bioseed Genetics, Hyderabad and Bioseed Research India , Hyderabad). These loans are further secured by a third charge by way of mortgage/hypothecation of all the immovable/movable properties (other than current assets) of the Company''s undertakings at Kota in Rajasthan and Ajbapur, Rupapur, Loni and Hariawan in Uttar Pradesh.

2. Short Term Loans of Rs. 196.53 Crores (2013-14 - Rs. 227.09 Crores) are secured by first pari passu charge on whole of the current assets, both present and future, of the Company (except Shriram Bioseed Genetics, Hyderabad and Bioseed Research India, Hyderabad), and a third charge by way of mortgage/hypothecation of all the immovable/movable properties (other than current assets) of the Company''s undertakings at Kota in Rajasthan and Ajbapur, Rupapur, Loni and Hariawan in Uttar Pradesh.

6. Employee share based payments

The Company has an Employees Stock Purchase Scheme (''Scheme'') 2010, which is administered through DSCL Employees Benefits Trust based on acquisition of shares from the market to provide equity based incentives to employees. Under the Scheme, the Company has granted shares to employees with specified lock-in period. The expenses on the Scheme is accounted for at intrinsic value i.e. excess of market price on the date of grant over the exercise price of the shares granted and is amortized on a straight line basis over the lock-in period, if any.

7. With effect from April 1, 2014, depreciation on fixed assets is computed in accordance with Schedule II of the Companies Act 2013. Consequent thereto, depreciation charge for the year is lower by Rs. 18.61 crores and depreciation amounting to Rs. 10.92 crores (net of deferred tax Rs 5.62 crores) has been adjusted from the opening balance of retained earnings.

8. The Company has sold its textile spinning unit at Tonk, Rajasthan as a going concern, on slump sale basis for a lump sum consideration of Rs. 17.13 crores w.e.f. June 24, 2014. Consequent to the above, Rs 0.24 crores representing the excess of sales consideration over the net assets transferred has been shown as ''other income'' in note 2.22.

9. Deposits received under Section 76 of the Companies Act, 2013 are repayable upto March 2018 based on the maturity dates. (due within 1 year Rs. 0.57 crores; 2013-14 Rs. 5.48 crores).

10. Provision for contingencies aggregating to Rs. 12.09 crores (2013-14 - Rs. 12.09 crores) in note 2.6 represents the maximum possible exposure on ultimate settlement of issues relating to reconstruction arrangement of the companies.

11. Research and development expenses included under relevant heads in the statement of profit and loss Rs. 44.21 crores (2013-14- Rs. 40.68 crores).

12. ''Excise duty'' on sales has been deducted from gross sales on the face of statement of profit and loss. ''Increase/ (decrease) in excise duty on finished goods'' has been shown under the head ''Other expenses'' in note 2.26.

13. Previous year''s figures have been regrouped/ reclassified wherever necessary to correspond with the current year''s classification/disclosure.

14. Notes 1 to 25 and the statement of additional information form an integral part of the financial statements.

---

Mar 31, 2014

This Year Previous Year Rs. Crores Rs. Crores

1.(i) Contingent liabilities not provided for:

Claims* (excluding claims by employees where amount not ascertainable) not acknowledged as debts:

Sales tax matters 1.33 1.33

Excise matters 2.12 2.12

Additional premium on land 8.11 8.11

Others 5.93 5.93

Total 17.49 17.49

* all the above matters are subject to legal proceedings in the ordinary course of business. In the opinion of management the legal proceedings, when ultimately concluded, will not have a material effect on results of operations or financial position of the Company.

(ii) Capital commitments (net of advances) 19.18 2.33

(iii) Guarantees given to financial institutions, banks and other parties in respect of loans availed by subsidiaries and other parties:

Amount guaranteed 1.85 5.07

Amount of loans outstanding 0.04 2.88

(iv) Guarantees given for dealers in respect of short term financing - 7.81 arrangement

Amount of loans outstanding - 7.81

2. In accordance with past practice, the Company has taken revenue credits aggregating Rs. 18.25 crores (2012-13 - Rs. Nil) for urea subsidy claims , which are pending notification/ final acceptance by 'Fertiliser Industry Coordination Committee' (FICC), Government of India, in pursuance of the Retention Price Scheme administered for nitrogenous fertilisers. Necessary adjustments to revenue credits so accrued will be made on issuance of notification by FICC, Government of India.

3. Segment reporting

A. Business segments:

Based on the guiding principles given in Accounting Standard AS-17 "Segment Reporting" notified under Companies (Accounting Standard) Rules, 2006, the Company's business segments include: Fertilisers (manufacturing of urea), Chloro-Vinyl (manufacturing of poly-vinyl chloride, carbide and chlor alkali products), Shriram Farm solutions (trading of di-ammonium phosphate, murite of potash, super phosphate, other fertilisers, seeds and pesticides), Sugar (manufacturing of sugar products and co-generation of Power), Cement (manufacturing of cement), Hariyali Kisaan Bazaar (Rural retail and agri businesses), Bioseed (production of hybrid seeds), Others (UPVC window systems, textiles, plaster of paris and compounds). Sale of power from the power generation facilities set up for the business segments is included in their respective results.

B. Geographical segments:

Since the Company's activities/ operations are primarily within the country and considering the nature of products/ services it deals in, the risks and returns are same and as such there is only one geographical segment.

C. Segment accounting policies:

In addition to the significant accounting policies applicable to the business segments as set out in note 1 above, the accounting policies in relation to segment accounting are as under:

a) Segment revenue and expenses:

Joint revenue and joint expenses of segments are allocated amongst them on a reasonable basis. All other segment revenue and expenses are directly attributable to the segments.

b) Segment assets and liabilities:

Segment assets include all operating assets used by a segment and consist principally of operating cash, debtors, inventories and fixed assets, net of allowances and provisions, which are reported as direct offsets in the balance sheet. Segment liabilities include all operating liabilities and consist principally of creditors and accrued liabilities. Segment assets and liabilities do not include deferred income taxes. While most of the assets/ liabilities can be directly attributed to individual segment, the carrying amount of certain assets/ liabilities pertaining to two or more segments are allocated to the segments on a reasonable basis.

c) Inter segment sales:

Inter segment sales between operating segments are accounted for at market price. These transactions are eliminated in consolidation.

4. Related party disclosures under Accounting Standard AS-18 "Related Party Disclosures" notified under Companies (Accounting Standard) Rules, 2006 :

A. Name of related party and nature of related party relationship

Holding company: Sumant Investments Private Limited

Subsidiaries: DCM Shriram Credit and Investments Limited, Bioseed India Limited, DCM Shriram Infrastructure Limited, DCM Shriram Thermal Energy Limited, Hariyali India Limited, DCM Shriram Aqua Foods Limited, DCM Shriram Foundation (formerly Hariyali Rural Foundation), Hariyali Rural Ventures Limited, Hariyali Insurance Broking Limited, DCM Shriram Energy and Infrastructure Ltd., DCM Shriram Hydro Energy Limited, Shriram Vinyl PolyTech Pvt. Limited (formerly Shriram Vinyl PolyTech Limited), Fenesta India Ltd., Shri Ganpati Fertilizers Limited, Shriram Bioseed (Thailand) Ltd., Bioseeds Limited, Bioseed Research Philippines Inc., Bioseeds Holdings PTE. Ltd., Bioseed Vietnam Limited, Shriram Bioseed Ventures Limited, Shriram Bioseeds Ltd., Zeus Investments Ltd., Shridhar Shriram Foundation, PT Shriram Seed Indonesia, Bioseed Research USA Inc., PT Shriram Genetics Indonesia*.

*from current year

Key Managerial Persons, their relatives and HUFs: Mr. Ajay S. Shriram, Mr. Vikram S. Shriram, Mr. Rajiv Sinha*, Mr. Ajit S. Shriram, Mr. N.J. Singh, Mr. Aditya A. Shriram (relative of Mr. Ajay S. Shriram), Mr. Anand A. Shriram (relative of Mr. Ajay S. Shriram), Mrs. Divya Sinha* (relative of Mr. Rajiv Sinha), Ms. Arunima Sinha* (relative of Mr. Rajiv Sinha), Mrs. Anuradha Bishnoi (relative of Mr. Ajay S. Shriram), M/s. Ajay S. Shriram (HUF), M/s. Vikram S. Shriram (HUF), M/s. Ajit S. Shriram (HUF)

*(upto 31.10.2013)

5. Based on the information available with the Company, the principal amount and interest due to Micro and Small Enterprise as defined under the "The Micro, Small, and Medium Enterprises Development Act, 2006" is Rs. 1.38 crores (2012-13 - Rs. 2.88 crores) and Rs. 0.03 crore (2012-13 - Rs. 0.01 crore) respectively.

6. Donation includes Rs. 2 crores (2012-13 - Rs. Nil) to Satya Electoral Trust as political contribution.

7. Employee share based payments

The Company has an Employees Stock Purchase Scheme ('Scheme') 2010, which is administered through DSCL Employees Benefits Trust based on acquisition of shares from the market to provide equity based incentives to employees. Under the Scheme, the Company has granted shares to employees with specified lock in period. The expenses on the Scheme is accounted for at intrinsic value i.e. excess of market price on the date of grant over the exercise price of the shares granted and is amortized on a straight line basis over the lock-in period, if any.

8. Exceptional items represents the expenses relating to restructuring and rationalization of Hariyali Kisaan Bazaar's operations during financial year 2012-13.

8. Deposits received under Section 58A of the Companies Act, 1956 are repayable upto March 2017 based on the maturity dates. (Rs. 5.48 crores due within 1 year; 2012-13 Rs. 15.90 crores).

10. Provision for contingencies aggregating to Rs. 12.09 crores (2012-13 - Rs. 12.09 crores) in note 2.6 represents the maximum possible exposure on ultimate settlement of issues relating to reconstruction arrangement of the companies.

10. Research and development expenses included under relevant heads in the statement of profit and loss Rs. 40.68 crores (2012-13- Rs. 0.95 crores).

12. 'Excise duty' on sales has been deducted from gross sales on the face of statement of profit and loss. 'Increase/ (decrease) in excise duty on finished goods' has been shown under the head 'Other expenses" in note 2.26.

13. Previous year's figures have been regrouped/ reclassified wherever necessary to correspond with the current year's classification/disclosure.

14. Notes 1 to 24 and the statement of additional information form an integral part of the financial statements.

---

Mar 31, 2013

1. In accordance with past practice, the Company has taken revenue credits aggregating Rs Nil (2011-12 - Rs. 9.15 crores) for urea subsidy claims , which are pending notification/ final acceptance by ''Fertiliser Industry Coordination Committee'' (FICC), Government of India, in pursuance of the Retention Price Scheme administered for nitrogenous fertilisers. Necessary adjustments to revenue credits so accrued will be made on issuance of notification by FICC, Government of India

2. Segment reporting

A. Business segments:

Based on the guiding principles given in Accounting Standard 17 "Segment Reporting" notified under Companies (Accounting Standard) Rules, 2006, the Company''s business segments include: Fertilisers (manufacturing of urea), Chloro-Vinyl (manufacturing of poly-vinyl chloride, carbide and chlor alkali products), Shriram Farm solutions (trading of di-ammonium phosphate, murite of potash, super phosphate, other fertilisers, seeds and pesticides), Sugar (manufacturing of sugar products and co-generation of Power), Cement (manufacturing of cement), Hariyali Kisaan Bazaar (Rural retail and agri businesses), Bioseed (production of hybrid seeds), Others (UPVC window systems, textiles, plaster of paris and compounds). Sale of power from the power generation facilities set up for the business segments is included in their respective results.

B. Geographical segments:

Since the Company''s activities/ operations are primarily within the country and considering the nature of products/ services it deals in, the risks and returns are same and as such there is only one geographical segment.

C. Segment accounting policies:

In addition to the significant accounting policies applicable to the business segments as set out in note 1 above, the accounting policies in relation to segment accounting are as under:

a) Segment revenue and expenses:

Joint revenue and joint expenses of segments are allocated amongst them on a reasonable basis. All other segment revenue and expenses are directly attributable to the segments.

b) Segment assets and liabilities:

Segment assets include all operating assets used by a segment and consist principally of operating cash, debtors, inventories and fixed assets, net of allowances and provisions, which are reported as direct offsets in the balance sheet. Segment liabilities include all operating liabilities and consist principally of creditors and accrued liabilities. Segment assets and liabilities do not include deferred income taxes. While most of the assets/ liabilities can be directly attributed to individual segment, the carrying amount of certain assets/ liabilities pertaining to two or more segments are allocated to the segments on a reasonable basis.

c) Inter segment sales:

Inter segment sales between operating segments are accounted for at market price. These transactions are eliminated in consolidation.

3. Based on the information available with the Company, the principal amount and interest due to Micro and Small Enterprise as defined under the "The Micro, Small, and Medium Enterprises Development Act, 2006" is Rs. 2.88 crores (2011-12 - Rs. 0.95 crores) and Rs. 0.01 crores (2011-12 - Rs. 0.04 crores) respectively.

4. Related party disclosures under Accounting Standard 18 "Related Party Disclosures" notified under Companies (Accounting Standard) Rules, 2006:

A. Name of related party and nature of related party relationship

Holding company: Sumant Investments Private Limited

Subsidiaries: DCM Shriram Credit and Investments Limited, Bioseed India Limited, DCM Shriram Infrastructure Limited, DCM Shriram Thermal Energy Limited, Hariyali India Limited, DCM Shriram Aqua Foods Limited, Hariyali Rural Foundation, Hariyali Rural Ventures Limited, Hariyali Insurance Broking Limited, DCM Shriram Energy and Infrastructure Ltd., DCM Shriram Hydro Energy Limited, Shriram Vinyl PolyTech Limited (formerly SBM Yarn Limited), Fenesta India Limited, Shri Ganpati Fertilizers Limited, Shriram Bioseed (Thailand) Limited, Bioseeds Limited, Bioseed Research Philippines Inc., Bioseeds Holdings PTE. Limited, Bioseed Vietnam Limited, Bioseed Research India Limited (formerly Bioseed Research India Private Limited), Shriram Bioseed Ventures Limited, Shriram Bioseeds Limited, Zeus Investments Limited, Shridhar Shriram Foundation, PT Shriram Seed Indonesia, Bioseed Research USA Inc.*

* from current year

Key Managerial Persons, their relatives and HUFs: Mr. Ajay S. Shriram, Mr. Vikram S. Shriram, Mr. Rajiv Sinha, Mr. Ajit S. Shriram, Mr. N.J. Singh, Mr. Aditya A. Shriram (relative of Mr. Ajay S. Shriram), Mr. Anand A. Shriram (relative of Mr. Ajay S. Shriram), Mrs. Divya Sinha (relative of Mr. Rajiv Sinha), Ms. Arunima Sinha (relative of Mr. Rajiv Sinha), M/s. Ajay S. Shriram (HUF), M/s. Vikram S. Shriram (HUF)

5. The PVC Compounds business of the Company has been transferred to Shriram Vinyl Polytech Ltd (Formerly SBM Yarn Limited) (a 100% subsidiary), as a going concern, on slump sale basis for a lump-sum consideration of Rs 33 crores w.e.f. closing date i.e. 15th March 2013. Consequent to the above, Rs. 0.26 crores representing the excess of sales consideration over the net assets transferred has been shown as ''other income'' in note 2.21.

6. Employee share based payments

The Company has an Employees Stock Purchase Scheme (''Scheme'') 2010, which is administered through DSCL Employees Benefits Trust based on acquisition of shares from the market to provide equity based incentives to employees. Under the Scheme, the Company has granted shares to employees with specified lock in period. The expenses on the Scheme is accounted for at intrinsic value i.e. excess of market price on the date of grant over the exercise price of the shares granted and is amortized on a straight line basis over the lock-in period, if any.

7. Exceptional items represents:

(a) Financial year 2012-13: Charge on account of expenses incurred, losses on sale and provision for impairment of surplus assets consequent to restructuring and rationalization of Hariyali Kisaan Bazaar''s operations during the year.

(b) Financial Year 2011-12: Differential cane price for the sugar season 2007-08 accounted for pursuant to the Hon''ble Supreme Court Order.

8. The Hon''ble High Court of Delhi vide its order dated March 22, 2013 has approved the Scheme of Amalgamation for merger of Bioseed Research India Limited (a 100% subsidiary) with the Company w.e.f. Appointed date April 1, 2013.

9. Deposits received under Section 58A of the Companies Act, 1956 are repayable upto March 2015 based on the maturity dates. (Rs. 15.90 crores due within 1 year; 2011-12 Rs. 8.76 crores)

10. There are no disputed dues of wealth tax, customs duty and cess matters. The details of disputed Excise duty, Service tax, Income-Tax and Sales-tax dues as on March 31, 2013 are as follows:

11. Provision for contingencies aggregating to Rs. 12.09 crores (2011-12 - Rs. 12.09 crores) in note 2.6 represents the maximum possible exposure on ultimate settlement of issues relating to reconstruction arrangement of the companies.

12. Research and development expenses included under relevant heads in the statement of profit and loss Rs. 0.95 crores (2011-12- Rs. 1.13 crores).

13. Category wise quantitative data about Derivative Instruments:

14. ''Excise duty'' on sales has been deducted from gross sales on the face of statement of profit and loss. ''Increase/ (decrease) in excise duty on finished goods'' has been shown under the head ''Other expenses" in note 2.26.

15. Disclosure in respect of operating leases under Accounting Standards - 19 "Leases" are as under: a. Assets taken on lease:-

(i) The Company has entered into lease agreements for lease of offices, retail outlets etc., generally for a period of 5/15 years, which can be terminated, by serving notice period as per the terms of the agreements.

16. Previous year''s figures have been regrouped/ reclassified wherever necessary to correspond with the current year''s classification / disclosure.

---

Mar 31, 2012

This Year Previous Year

(Rs. Crores) (Rs. Crores)

1.(i) Contingent liabilities not provided for: Claims* (excluding claims by employees where amount not ascertainable) not acknowledged as debts:

Sales tax matters 1.36 1.36

Excise matters 2.12 2.17

Additional premium on land 8.11 8.11

Others 5.91 6.01

Total 17.50 17.65

2. In accordance with past practice, the Company has taken revenue credits aggregating Rs 9.15 crores (2010-11 - Rs. 27.00 crores) for urea subsidy claims , which are pending notification/ final acceptance by 'Fertiliser Industry Coordination Committee' (FICC), Government of India, in pursuance of the Retention Price Scheme administered for nitrogenous fertilisers. Necessary adjustment to revenue credits so accrued will be made on issuance of notification by FICC, Government of India

3. Segment reporting

A. Business segments:

Based on the guiding principles given in Accounting Standard AS-17 "Segment Reporting" notified under Companies (Accounting Standard) Rules, 2006, the Company's business segments include: Fertilisers (manufacturing of urea), Chloro-Vinyl (manufacturing of poly-vinyl chloride, carbide and chlor alkali products), Farm solutions (trading of di-ammonium phosphate, murite of potash, super phosphate, other fertilisers, seeds and pesticides), Sugar (manufacturing of sugar products and co-generation of Power), Cement (manufacturing of cement), Hariyali Kisaan Bazaar (Rural retail and agri businesses), Bioseed (production of hybrid seeds), Others (UPVC window systems, textiles, plaster of paris and compounds). Sale of power from the power generation facilities set up for the business segments is included in their respective results.

B. Geographical segments:

Since the Company's activities/operations are primarily within the country and considering the nature of products/services it deals in, the risks and returns are same and as such there is only one geographical segment.

C. Segment accounting policies:

In addition to the significant accounting policies applicable to the business segments as set out in note

1 above, the accounting policies in relation to segment accounting are as under:

a) Segment revenue and expenses:

Joint revenue and joint expenses of segments are allocated amongst them on a reasonable basis. All other segment revenue and expenses are directly attributable to the segments.

b) Segment assets and liabilities:

Segment assets include all operating assets used by a segment and consist principally of operating cash, debtors, inventories and fixed assets, net of allowances and provisions, which are reported as direct offsets in the balance sheet. Segment liabilities include all operating liabilities and consist principally of creditors and accrued liabilities. Segment assets and liabilities do not include deferred income taxes. While most of the assets/ liabilities can be directly attributed to individual segment, the carrying amount of certain assets/ liabilities pertaining to two or more segments are allocated to the segments on a reasonable basis.

c) Inter segment sales:

Inter segment sales between operating segments are accounted for at market price. These transactions are eliminated in consolidation.

4. Related party disclosures under Accounting Standard AS-18 "Related Party Disclosures" notified under Companies (Accounting Standard) Rules, 2006:

A. Name of related party and nature of related party relationship

Holding company: Sumant Investments Private Limited

Subsidiaries: DCM Shriram Credit and Investments Limited, Bioseed India Limited, DCM Shriram Infrastructure Limited, DCM Shriram Thermal Energy Limited, Hariyali India Limited, DCM Shriram Aqua Foods Limited, Hariyali Rural Foundation, Hariyali Rural Ventures Limited, Hariyali Insurance Broking Limited, DCM Shriram Energy and Infrastructure Ltd., DCM Shriram Hydro Energy Limited, SBM Yarn Limited, Fenesta India Limited, Shri Ganpati Fertilizers Limited, Shriram Bioseed (Thailand) Limited, Bioseeds Limited, Bioseed Research Philippines Inc., Bioseeds Holdings PTE. Limited, Bioseed Vietnam Limited, Bioseed Research India Private Limited, Shriram Bioseed Ventures Limited, Shriram Bioseeds Limited, Zeus Investments Limited, Shridhar Shriram Foundation, PT Shriram Seed Indonesia *

* from current year

Key Managerial Persons, their relatives and HUFs: Mr. Ajay S. Shriram, Mr. Vikram S. Shriram, Mr. Rajiv Sinha, Mr. Ajit S. Shriram, Mr. N.J. Singh, Mr. Aditya A. Shriram (relative of Mr. Ajay S. Shriram), Mr. Anand A. Shriram (relative of Mr. Ajay S. Shriram), Mrs. Divya Sinha (relative of Mr. Rajiv Sinha), Ms. Arunima Sinha (relative of Mr. Rajiv Sinha), M/s. Ajay S. Shriram (HUF), M/s. Vikram S. Shriram (HUF)

5. Deposits received under Section 58A of the Companies Act, 1956 are repayable upto March 2015 based on the maturity dates. (Rs. 8.76 crores due within 1 year; 2010-11 Rs. 7.86 crores)

6. There are no disputed dues of wealth tax, customs duty and cess matters. The details of disputed Excise duty, Service tax, Income-Tax and Sales-tax dues as on March 31, 2012 are as follows:

7. Provision for contingencies aggregating to Rs. 12.09 crores (2010-11 - Rs. 12.09 crores) in note 2.6 represents the maximum possible exposure on ultimate settlement of issues relating to reconstruction arrangement of the companies.

8. Research and development expenses included under relevant heads in the statement of profit and loss Rs.1.13 crores (2010-11 - Rs. 2.96 crores).

9. 'Excise duty' on sales has been deducted from gross sales on the face of Statement of profit and loss. 'Increase/ (decrease) in excise duty on finished goods' has been shown under the head 'Other expenses" in note 2.25.

10. Schedule VI to the Companies Act, 1956 directing the preparation, disclosure and presentation of financial statements has been revised effective from 1 April, 2011. Accordingly, previous year's figures have been regrouped/ reclassified wherever necessary to correspond with the current year's classification / disclosure.

11. Notes 1 to 20 and the statement of additional information form an integral part of the financial statements.

---

Mar 31, 2011

This Year Previous Year (Rs. Crores) (Rs. Crores)

1. (i) Contingent liabilities not provided for:

Claims* (excluding claims by employees where amount not ascertainable) not acknowledged as debts:

Income tax matters - 0.53

Sales tax matters 1.36 1.36

Excise matters 2.17 2.23

Additional premium on land 8.11 8.11

Others 6.01 5.84

Total 17.65 18.07

*all the above matters are subject to legal proceedings in the ordinary course of business. In the opinion of management the legal proceedings, when ultimately concluded, will not have a material effect on results of operations or financial position of the Company.

2. In accordance with past practice, the Company has taken revenue credits aggregating Rs 27.00 crores (2009-10 - Rs. Nil) for urea subsidy claims , which are pending notification/ final acceptance by ‘Fertiliser Industry Coordination Committee’ (FICC), Government of India, in pursuance of the Retention Price Scheme administered for nitrogenous fertilisers. Necessary adjustment to revenue credits so accrued will be made on issuance of notification by FICC, Government of India

3. Segment reporting

A. Business segments:

Based on the guiding principles given in Accounting Standard AS-17 “Segment Reporting” notified under Companies (Accounting Standard) Rules, 2006, the Company’s business segments include: Fertilisers (manufacturing of urea), Chloro-Vinyl (manufacturing of poly-vinyl chloride, carbide and chlor alkali products), Farm Solutions (trading of di-ammonium phosphate, murite of potash, super phosphate, other fertilisers, seeds and pesticides), Sugar (manufacturing of sugar products and co-generation of Power), Cement (manufacturing of cement), Hariyali Kisaan Bazaar (Rural retail and agri businesses), Bioseed (production of hybrid seeds), Others (UPVC window systems, textiles, plaster of paris and compounds). Sale of power from the power generation facilities set up for the business segments is included in their respective results.

B. Geographical segments:

Since the Company’s activities/ operations are primarily within the country and considering the nature of products/ services it deals in, the risks and returns are same and as such there is only one geographical segment.

C. Segment accounting policies:

In addition to the significant accounting policies applicable to the business segments as set out in note 1 above, the accounting policies in relation to segment accounting are as under:

a) Segment revenue and expenses:

Joint revenue and joint expenses of segments are allocated amongst them on a reasonable basis. All other segment revenue and expenses are directly attributable to the segments.

b) Segment assets and liabilities:

Segment assets include all operating assets used by a segment and consist principally of operating cash, debtors, inventories and fixed assets, net of allowances and provisions, which are reported as direct offsets in the balance sheet. Segment liabilities include all operating liabilities and consist principally of creditors and accrued liabilities. Segment assets and liabilities do not include deferred income taxes. While most of the assets/ liabilities can be directly attributed to individual segment, the carrying amount of certain assets/ liabilities pertaining to two or more segments are allocated to the segments on a reasonable basis.

c) Inter segment sales:

Inter segment sales between operating segments are accounted for at market price. These transactions are eliminated in consolidation.

4. Based on the information available with the Company, the principal amount and interest due to Micro and Small Enterprise as defined under the “The Micro, Small, and Medium Enterprises Development Act, 2006” is Rs. 1.23 crores (2009-10 - Rs. 0.74 crore) and Rs. # ( 2009-10 – Rs. Nil) respectively. # Rs. 17,781

5. (a) Pursuant to the Scheme of Arrangement (Scheme) for amalgamation of Shriram Bioseed Genetics India Limited ( SBGIL), wholly owned subsidiary of the Company, under sections 391 to section 394 of the Companies Act, 1956 approved by the Hon’ble High Court of Delhi vide its order dated August 19, 2010 which became effective on September 28, 2010 on filing of the certified copy of the orders of the High Court in the office of the Registrar of Companies, w.e.f April 1, 2009, the appointed date of the Scheme:

(i) the entire business of SBGIL engaged in the production of hybrid seeds, has been transferred to the Company.

(ii) the amalgamation has been accounted for under ‘the pooling of interests method’ being an amalgamation in the nature of merger, as prescribed by the Accounting Standard – 14 “Accounting for Amalgamations” notified under Companies ( Accounting Standard) Rules, 2006.

(iv) The assets and liabilities as at March 31, 2010 and the transactions including income and expenses for the year from April 1, 2009 to March 31, 2010 of erstwhile SBGIL (being the period when pending effectuation of the Scheme, the business and activities of erstwhile SBGIL were being run and managed in trust for the Company) have been incorporated in the accounts on the basis of its audited financial statements under the Companies Act, 1956 for the year ended March 31, 2010. Consequently, net profit for the year 2009-10 amounting to Rs. 3.69 crores (after adjustments on account of unrealised profit and tax) is included in accumulated Profit and Loss Account balance of Rs. 9.87 crores, transferred on merger of erstwhile SBGIL with the Company.

6. Since fixed assets are accounted for on cost basis, the Company’s management has decided to eliminate the revaluation component included in fixed assets transferred in pursuant to the Scheme referred to in note 8 above. Consequently, a sum of Rs. 0.96 crores and Rs 0.30 crores included in gross block and accumulated depreciation respectively in respect of such fixed assets has been adjusted in Schedule 5.

7. Related party disclosures under Accounting Standard AS-18 “Related Party Disclosures” notified under Companies (Accounting Standard) Rules, 2006:

A. Name of related party and nature of related party relationship

Subsidiaries: DCM Shriram Credit and Investments Limited, Bioseed India Limited, DCM Shriram Infrastructure Limited, DCM Shriram Thermal Energy Limited, Hariyali India Limited, DCM Shriram Aqua Foods Limited, Hariyali Rural Foundation, Hariyali Rural Ventures Limited, Hariyali Insurance Broking Limited, DCM Shriram Energy and Infrastructure Ltd., DCM Shriram Hydro Energy Limited, SBM Yarn Limited, Fenesta India Limited, Shri Ganpati Fertilizers Limited, Shriram Bioseed (Thailand) Limited, Bioseeds Limited, Bioseed Research Philippines Inc., Bioseeds Holdings PTE. Limited, Bioseed Vietnam Limited, Bioseed Research India Private Limited, Shriram Bioseed Ventures Limited, Shriram Bioseeds Limited, Zeus Investments Limited, Shridhar Shriram Foundation, DSCL Energy Services Company Limited*, Shriram Bioseed Genetics India Limited #

Key Managerial Persons, their relatives and HUFs: Mr. Ajay S. Shriram, Mr. Vikram S. Shriram, Mr. Rajiv Sinha, Mr. Ajit S. Shriram, Mr. N.J. Singh, Mr. Aditya A. Shriram (relative of Mr. Ajay S. Shriram), Mr. Anand A. Shriram (relative of Mr. Ajay S. Shriram), Mrs. Divya Sinha (relative of Mr. Rajiv Sinha), Ms. Arunima Sinha (relative of Mr. Rajiv Sinha), M/s. Ajay S. Shriram (HUF), M/s. Vikram S. Shriram (HUF)

*Ceased to be subsidiary w.e.f December 14, 2009.

# Subsidiary in previous year. ( Refer Note 8)

ii) Defined benefit plans

a) Gratuity

b) Compensated absences - Earned leave/ sick leave

8.‘Excise duty’ on sales has been deducted from gross sales on the face of profit and loss account. ‘Increase/ (decrease) in excise duty on finished goods’ has been shown under the head ‘Manufacturing and other expenses’ in schedule 10.

9.Managerial remuneration

Managerial remuneration of Rs. 6.52 crores (2009-10 – Rs. 7.87 crores) includes commission payable to managing directors Rs. Nil (2009-10 – Rs. 2.28 crores) and non-working directors Rs. Nil (2009-10 –Rs. 0.49 crores).

Provision for incremental gratuity liability and leave encashment for the current year in respect of directors has not been considered above, since the provision is based on an actuarial basis for the Company as a whole.

Computation of net profit in accordance with section 198 of the Companies Act, 1956 for the current year has not been given as in view of inadequacy of profits, remuneration has been paid in accordance with Central Government’s approval/ Schedule XIII to the Act, as applicable.

10. Provision for contingencies aggregating to Rs. 12.09 crores (2009-10 - Rs. 12.09 crores) in Schedule 8 represents the maximum possible exposure on ultimate settlement of issues relating to reconstruction arrangement of the companies.

11. Research and development expenses included under relevant heads in the profit and loss account Rs. 2.96 crores (2009-10 - Rs. 2.50 crores).

12. The Company had accounted for cane purchases for sugar season 2007-08 at Rs. 110 per quintal, the rate at which it has made payment to the cane growers as per the interim order of the Hon’ble Supreme Court, against the price of Rs. 125 per quintal fixed by the Uttar Pradesh State Government. Necessary adjustments will be made in accordance with the orders of the Hon’ble court in the matter.

13. Consequent to effectuation of the Scheme of Amalgamation referred to in note 8 above, current year figures includes figures of erstwhile Shriram Bioseed Genetics India Limited (SBGIL). As such the corresponding figures of the previous year are not directly comparable with those of the current year.

14. Disclosure in respect of operating leases under Accounting Standards AS-19 “leases” are as under: a. Assets taken on lease:- (i) The Company has entered into lease agreements for lease of offices, retail outlets etc., generally for a period of 5/15 years, which can be terminated, by serving notice period as per the terms of the agreements.

15. Previous year’s figures have been recast, wherever necessary.

---

Mar 31, 2010

This Year Previous Year (Rs. Crores) (Rs. Crores)

1. (i) Contingent liabilities not provided for: Claims* (excluding claims by employees where amount not ascertainable) not acknowledged as debts:

Income tax matters 0.53 0.31

Sales tax matters 1.36 1.33

Excise matters 2.23 2.22

Additional premium on land 8.11 8.11

Others 5.84 6.10

Total 18.07 18.07

* all the above matters are subject to legal proceedings in the ordinary course of business. In the opinion of management the legal proceedings, when ultimately concluded, will not have a material effect on results of operations or financial position of the Company.

(ii) Capital commitments (net of advances) 2.83 9.90

(iii) Guarantees given to financial institutions, banks and other parties in respect of loans availed by subsidiaries and other parties: Amount guaranteed 4.73 2.44

Amount of loans outstanding 1.15 0.65

2. In accordance with past practice, the Company has taken revenue credits aggregating Rs. Nil (2008-09 - Rs. 46.81 crores) for urea subsidy claims, which are pending notification/ final acceptance by Fertiliser Industry Coordination Committee (FICC), Government of India, in pursuance of the Retention Price Scheme administered for nitrogenous fertilisers. Similarly, revenue credits aggregating Rs. Nil (2008-09- Rs. 17.38 crores) for subsidy claims relating to Di-Ammonium Phosphate, Murite of Potash and Single Super Phosphate have been taken which are pending notification of final rates of concession/subsidy by the Government of India, Ministry of Chemicals and Fertilisers. Necessary adjustment to revenue credits so accrued will be made on issuance of notification by FICC/Government of India, Ministry of Chemicals and Fertilisers or final settlement thereof.

3. Segment reporting

A. Business segments:

Based on the guiding principles given in Accounting Standard AS-17 "Segment Reporting" notified under Companies (Accounting Standard) Rules, 2006, the Companys business segments include: Fertilisers (manufacturing of urea), Chloro-Vinyl (manufacturing of poly-vinyl chloride, carbide and chlor alkali products), Agri inputs (trading of di-ammonium phosphate, murite of potash, super phosphate, other fertilisers, seeds and pesticides), Sugar (manufacturing of sugar products and co-generation of Power), Cement (manufacturing of cement), Hariyali Kisaan Bazaar (Rural retail and agri businesses), Others (UPVC window systems, textiles, plaster of paris and compounds). Sale of power from the power generation facilities set up for the business segments is included in their respective results.

B. Geographical segments:

Since the Companys activities/ operations are primarily within the country and considering the nature of products/ services it deals in, the risks and returns are same and as such there is only one geographical segment.

C. Segment accounting policies:

In addition to the significant accounting policies applicable to the business segments as set out in note 1 above, the accounting policies in relation to segment accounting are as under:

a) Segment revenue and expenses:

Joint revenue and joint expenses of segments are allocated amongst them on a reasonable basis. All other segment revenue and expenses are directly attributable to the segments.

b) Segment assets and liabilities:

Segment assets include all operating assets used by a segment and consist principally of operating cash, debtors, inventories and fixed assets, net of allowances and provisions, which are reported as direct offsets in the balance sheet. Segment liabilities include all operating liabilities and consist principally of creditors and accrued liabilities. Segment assets and liabilities do not include deferred income taxes. While most of the assets/ liabilities can be directly attributed to individual segment, the carrying amount of certain assets/ liabilities pertaining to two or more segments are allocated to the segments on a reasonable basis.

c) Inter segment sales:

Inter segment sales between operating segments are accounted for at market price. These transactions are eliminated in consolidation.

4. Based on the information available with the Company, the principal amount and interest due to Micro and Small Enterprise as defined under the "The Micro, Small, and Medium Enterprises Development Act, 2006" is Rs. 0.74 crore (2008-2009 - Rs. 0.92 Crore) and Rs. Nil (2008-2009 - Rs. 0.07 crore) respectively.

5. The Company has filed a Scheme of Arrangement with the Honble High Court of Delhi for Merger of Shriram Bioseed Genetics India Limited (a 100% subsidiary) with the Company w.e.f. April 1, 2009. Pending approval from the Honble High Court, the effect of the Scheme has not been considered in the accounts.

6. Related party disclosures under Accounting Standard AS-18 "Related Party Disclosures" notified under Companies (Accounting Standard) Rules, 2006:

A. Name of related party and nature of related party relationship

Subsidiaries: DCM Shriram Credit and Investments Limited, Bioseed India Limited (formerly DCM Shriram International Limited), DCM Shriram Infrastructure Limited, DCM Shriram Thermal Energy Limited, Hariyali India Limited, DCM Shriram Aqua Foods Limited, Hariyali Rural Foundation, DSCL Energy Services Company Limited*, Hariyali Rural Ventures Limited, Hariyali Insurance Broking Limited, DCM Shriram Energy and Infrastructure Ltd., DCM Shriram Hydro Energy Limited, SBM Yarn Limited, Fenesta India Limited (Formerly Fenesta Building Systems Limited), Shri Ganpati Fertilizers Limited, Shriram Bioseed Genetics India Limited, Shriram Bioseed (Thailand) Limited, Bioseeds Limited, Bioseed Research Philippines Inc., Bioseeds Holdings PTE Limited, Bioseed Vietnam Limited, Bioseed Research India Private Limited, Shriram Bioseed Ventures Limited, Shriram Bioseeds Limited, Zeus Investments Limited, Shridhar Shriram Foundation** * ceased to be a subsidiary w.e.f. 14 December, 2009 ** subsidiary from current year

Key Managerial Persons, their relatives and HUFs: Mr. Ajay S. Shriram, Mr. Vikram S. Shriram, Mr. Rajiv Sinha, Mr. Ajit S. Shriram, Mr. N.J. Singh, Mr. Aditya A. Shriram (relative of Mr. Ajay S. Shriram), Mrs. Divya Sinha (relative of Mr. Rajiv Sinha), Ms. Arunima Sinha (relative of Mr. Rajiv Sinha), M/s. Ajay S. Shriram (HUF), M/s. Vikram S. Shriram (HUF),

7.Excise duty on sales has been deducted from gross sales on the face of profit and loss account. Increase/ (decrease) in excise duty on finished goods has been shown under the head Manufacturing and other expenses in schedule 10.

Provision for incremental gratuity liability and leave encashment for the current year in respect of directors has not been considered above, since the provision is based on an actuarial basis for the Company as a whole.

Computation of net profit in accordance with section 198/349 of the Companies Act, 1956 and commission payable to directors.

8. Amount of borrowing costs capitalised to fixed assets during the year Rs. Nil (2008-2009 - Rs. 12.19 crores)

9. Provision for contingencies aggregating to Rs. 12.09 crores (2008-2009 - Rs. 12.09 crores) in Schedule 8 represents the maximum possible exposure on ultimate settlement of issues relating to reconstruction arrangement of the companies.

10. Research and development expenses included under relevant heads in the profit and loss account Rs. 2.50 crores (2008-2009 - Rs. 2.13 crores).

11. The Company had accounted for cane purchases for sugar season 2007-08 at Rs. 110 per quintal, the rate at which it has made payment to the cane growers as per the interim order of the Honble Supreme Court, against the price of Rs. 125 per quintal fixed by the Uttar Pradesh State Government. Necessary adjustments will be made in accordance with the orders of the Honble court in the matter.

12. Disclosure in respect of assets taken on lease under Accounting Standards AS-19 "leases": (i) General description of the lease ;

The Company has entered into lease agreements for lease of offices, retail outlets etc., generally for a period of 5/15 years, which can be terminated, by serving notice period as per the terms of the agreements.

13. Previous years figures have been recast, wherever necessary.

14. Schedules 1 to 1 2 and the statement of additional information form an integral part of the financial statements.

NOTES :

1. The Licences acquired from undivided DCM Limited, pursuant to the Scheme of Arrangement, are pending endorsement in the name of the Company.

2. Installed capacity is as certified by officials of the Company and relied upon by the auditors, being a technical matter.

3. The figures of production, sales, opening /closing stocks of caustic soda consist of liquid and flakes, both.

4. The figures of production, sales, opening /closing stocks of chlorine consist of liquid chlorine and chlorine gas, both.

5. The sales quantities are net of samples/shortages.

6. Where one class of goods is used in the manufacture of another, consumption of materials has been arrived at after deducting internal transfers.

7. Production details in respect of a class of goods captively consumed have not been indicated.

8. Interest paid/payable to financial institutions/ banks in India on foreign currency loans is not included under item 4(b) above, as such payments have been/will be made in Indian Rupees to the financial institutions.