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Notes to Accounts of Diamond Power Infrastructure Ltd.

Mar 31, 2016

Note : Nature of security interest rate, repayment terms and other information for secured long term borrowings

Note : Nature of security, interest rate, repayment terms and other information for secured short-term borrowings

With effect from 1 April 2014, cosidering the requirements of Schedule II of the Act, the management has reassessed the remaining useful life of its fixed assets Accordingly additional depreciation charge on account of this change amounts to Rs. 1,793 lakhs on assets whose life has been reassessed. Further as requirec by Note 7(b) to Part C of Schedule II, amount of Rs. 6.11 lakhs representing the carrying amount of the assets as on 1 April 2014 where the remaining useful life of the asset is nil after retaining the residual value, is charged as depreciation expense in the Statement of profit and loss

Note a: On 12 January 2016, Company''s wholly owned subsidiary Diamond Power Transformers Limited (‘DPTL) has allotted 1 1,977,054 equity shares to Diamond Power Transmission Private Limited whereby DPTL ceases to be a wholly owned subsidiary of the Company. Post allotment of the said equity shares, the Company''s shareholding in DPTL changes from 99.60% to 45.32%.

Note b: The Company has applied for structuring under BIFR since 2011. The financial statement of the Company are not prepared post the date of filing. Considering that the Company is in possession of huge land reserves, management is of the view that no dimunution in the value of investments is required.

1. Employee benefits expenses

Disclosure pursuant to Accounting standard - 15 ''Employee Benefits''

1. General description

a) Contribution to Provident fund (defined contribution):

The Company''s provident fund scheme is a defined contribution plan. The expense charged to the Statement of profit and loss under the head contribution to provident and other funds is Rs. 86.56 lakhs (Previous year : Rs 66.16 lakhs).

b) Contribution to ESIC (defined contribution):

The Company is contributing towards Employees State Insurance Contribution Scheme in pursuance of ESI Act, 1948 (as amended). The expense charged to the statement of profit and loss is Rs. 1.35 lakhs (Previous year : Rs. 1.24 lakhs).

c) Compensated leave absences:

The leave encashment benefit scheme is a defined benefit plan and is wholly unfunded. Hence, there are no plan assets attributable to the obligation. The long term employee benefits in the form of leave encashment have been determined using the projected unit credit method as at the balance date on the basis of and actuarial valuation.

The leave wages are payable to all eligible employees at the rate of daily salary for each day of accumulated leave on death or on resignation or upon retirement

2. Related party disclosures A. Names of related parties

Related parties with whom transactions have taken place during the year

I Subsidiaries Diamond Power Global Holdings Limited

Diamond Power Transformers Limited (up to 10 January 2016)

II Associate companies Apex Electricals Limited

Diamond Power Transformers Limited (w.e.f. 11 January 2016)

III Key managerial personnel (KMP) Mr. Suresh Bhatnagar (Chairman and Director up to 31 March 2015)

Mr. Amit Bhatnagar (Managing Director)

Mr. Sumit Bhatnagar (Joint Managing Director)

VI Enterprises over which KMP and their Mayfair Spaces Limited relatives exercise significant influence Mayfair Leisure Limited

Diamond Projects Limited

Diamond Infosystems Limited

Madhuri Finserve Private Limited

Maktel Power Limited

Maktel Control & Systems Private Limited

Diamond Power Transmission Private Limited

Apex Power & Equipments Limited

Ruby Cables Limited

V Relatives of KMP Mrs. Madhurilata Bhatnagar (wife of Mr. Suresh Bhatnagar)

Mrs. Mona Bhatnagar (wife of Mr. Amit Bhatnagar)

Mrs. Richa Bhatnagar (wife of Mr. Sumit Bhatnagar)

Mr. Suresh Bhatnagar (father of Mr. Amit Bhatnagar and Mr. Sumit Bhatnagar)

Segment reporting

In accordance with its business and organization structure and internal financial reporting, the Company has concluded that Transmission and Distribution of Power (T&D) related business is its primary business segment. As the Company''s revenue is mainly from T&D business, no separate information in line with Accounting Standard (AS) 17 "Segment Reporting" is required. The performance of the Company is mainly driven by the sales made locally which is approximately 99.66% and hence, no separate geographical segment is identified. Accordingly revenue, carrying amount of segment assets and addition to fixed assets during the year are all reflected in the financial statements as of and for the year ended 31 March 2016.

3. Transfer pricing

The Company''s domestic transactions with related parties are at arm''s length as per the independent accountants report for the year ended 31 March 2015. The company is in the process of obtaining independent accountant''s report for its international transactions. Management believes that the Company''s international and domestic transactions with related parties post 31 March 2015 continues to be at arm''s length and that the transfer pricing legislation will not have any impact on these financial statements, particularly on amount of tax expense and that of provision for taxation.

4. The Company does not have system of maintaining material wise details of sales, purchases and consumption. Accordingly, breakup of amount of major sales, purchases and major raw materials consumed under broad heads is not disclosed in the financial statements as required by Schedule III of the Companies Act, 2013. Further the Company does not have system of maintaining listing of purchase order for capital goods. Accordingly, the details of capital commitment is not given.

5. In the previous year, the Company has incurred loss amounting to Rs. 3,000.00 lakhs due to flood at vadadala factory and the stock amounting to the same got destroyed. The same has been shown as exceptional loss in previous year

6. The remuneration to managing director and joint managing director was fixed at Rs. 21.78 lakhs (each) plus perquisites vide resolution passed in Annual General Meeting held on 30 September, 2015. In view of the loss incurred during the current year, the remuneration is limited to Rs. 120 lakhs p.a. (to both) under the provision of schedule XIII to the Companies Act, 2013. The excess remuneration amounting to Rs 213.01 lakhs paid to managing director and joint managing director has been shown as receivables as at the year end.

7. The Company has maintained fixed asset register up to the year 2002. Thereafter, the Company has not updated the same and assets capitalized (including the overheads and interest) as per the financial records. The breakup of the cost of each assets / component including capital work-in-progress as at the year-end as the same is under compilation. The depreciation charge is calculated on the basis of gross value of each class of assets, as per the financial statements. The depreciation so calculated could be different, if worked out on the basis of the cost of individual asset. Management is not expecting any significant impact on account of this.

8. Considering the financial stress of the company on 29 June 2016 the lenders invoked the Strategic Debt Restructuring (SDR) under the extant RBI guidelines. Now the process of implementation of SDR including the restructuring and debt re-alignment process is in progress.

9. Corporate social responsibility

The provisions under section 135 and the rules thereof pertaining to Corporate social responsibility are not applicable to the Company during the year

Prior year comparatives

Prior year figures have been audited by a firm of Chartered Accountants other than B S R & Co. LLP and ABCJPR & Company (name changed from A Yadav & Associates). The previous year figures have been regrouped / reclassified to conform current years'' classification.


Mar 31, 2015

1. Contingent Liabilities

(a) Letter of Credit opened as on March 31 2015 is Rs 864.29 Million (Previous Year Rs. 1933.09 Million); materials under all letters of credit have been received and accounted for as Creditors. Buyer's credit opened Rs. Nil Million (Previous Year Rs. 74.76 Million) materials under all Buyers' credit have been received and accounted for as Creditors.

(b) Outstanding Inland Bank Guarantees as of March 31, 2015 is Rs. 1397.98 Million (Previous Year Rs.1403.11 Million) and outstanding Foreign Bank Guarantees as of March 31,2015 is $ 3.48 Million ( Previous Year $5.51.Million)

(c) Pending Liabilities of the company which are not acknowledge as Debt:

Income tax demands: Rs. NIL (previous year Rs nil): the company was in settlement commission till the A.Y. 2012-13 for which demand has been quantified and paid, for the A.Y. 2013-14 the regular assessment is to start.

Sales tax/CST Demands: 2007-08 Rs. 4.36 MN (Appeal Pending in tribunal), 2009-10 Rs. 10.83 MN (Appeals pending at Commissioner level). excise and Service tax Demands: 5.44 MN show Cause Notice for service tax, pending at Commissioner level

(d) There are no outstanding Claims against the Company except of Rs. 1.77 MN of Sardar Sarovar Narmada Nigam Ltd., in our opinion the companies matters are on strong ground & no financial repercussions on the company

2. Balance confirmation letters were sent out to various debtors and creditors. The confirmation of most of the Debtors and creditors is received.

3. The method of valuation of inventories adopted by the company is in accordance with the requirements of Accounting Standard 2 (Valuation of Inventories and as revised from time to time) issued by the Institute of Chartered Accountants of India.

4. In the opinion of the Management all the current assets, loans and advances and deposits are realizable at value stated in the ordinary course of the business which are at least equal to the amount at which they are stated in the books unless otherwise explicit.

5. Segmental Reporting :

The company is primarily engaged in the manufacture of conductors, cables and selling out- sourced products and EPC Contracts. As the company's manufacturing facilities are inter woven/ inter- mix due to the nature of its business with the EPC business, it is not possible to directly and specifically attribute or allocate on a reasonable basis, the expenses, assets & liabilities in different Segments. The segmental Sales product wise are as follows:

6. Share Holding in Various Companies :

The Company holds the following shares

1) Diamond Power Transformers Ltd.

99.60% shares held by DPIL.

2) Diamond Power Global Holding:

100% shares in its Subsidiary are held by DPIL

3) Maktel Power and Maktel Control & Systems Ltd.

40% Shares Held by Diamond Power Transformer Ltd., further out of the Four Directors on board of Maktel, 2 directors are common in DPIL

7. Dues to micro, small and medium enterprises

The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated August 26, 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated

After filing of the Memorandum in accordance with the 'Micro, Small and Medium Enterprises Development Act, 2006' ('the Act'). Accordingly, the disclosure in respect of the amounts payable to such enterprises as at March 31, 2011 has been made in the financial statements based on information received and available with the Company. Detail of the Small Scale Industries (SSI) units which have supplied the materials to the company and to whom the company owes a sum exceeding RS 1.00 Lacs and which is outstanding for more than 30 days is Nil

Note: The above Information regarding Small Scale Industrial undertaking has been determined to the extent such parties has been identified on the basis of information available with the company. The same has been relied upon by the Auditors. To confirm names/ figures

8. Sales include an amount of Rs Nil Million (Net of Duty) of inter-unit Transfer (Previous year Rs NIL Million).

9. Aggregate directors' remuneration is Rs. 29.67 Million (previous year Rs. 19.59 Million. The remuneration of directors is as per the approval accorded by remuneration Committee, shareholders and Central Government as per the provisions of section 311 read with Schedule XIII of the Companies Act, 1956.

10. Aggregate Auditor's remuneration is fixed at Rs. 1.62 Million (previous year Rs 1.62 Million.

Which includes Rs 1.50 Million as Audit Fees (Previous year Rs 1.50 Millions)?

11. As per Accounting Policy (10) on excise duty, the excise duty payable on finished goods in stocks at works amounting to Rs 218.9 Million (previous year Rs 7.13 Million) has been included in the expenditure and in such stocks. However, the same has no impact on the profit for the year.

12. There are no amounts due and outstanding to be credited to investor Education and Protection Fund.

13. Gratuity

The company operates one defined plans viz, gratuity for its employees. Under the gratuity plan every employee who has completed at least 5 years of services gets a gratuity on departure @ 15 days of last drawn salary for each completed year of service.

The following tables summarize the components of net benefit expenses recognized in the statement of Profit & Loss and the liability as per report shown in Balance sheet

14. Bank interest and cost includes the amounts provided towards currency fluctuation towards entire year to calculate the quarter profits such amounts of yearend adjustments are to be excluded.

15. Annual Provision and provisions of expenses related to the commencement of the production from the new facilities resulted in increase in the cost of Q-4 2014-2015, the benefits of which are expected over the next year.


Mar 31, 2014

1.1 For the period of 5 years immediately preceding the date as at which the balance Sheet is prepared

a) Aggregate Number and Class of Shares allocated as fully paid up pursuant to contract(s) without payment have being received In cash NA

b) Aggregate Number and Class of 12402124 Equity Shares allocated as fully paid up by way of Bonus Shares in FY 2013-14 and 7015690 Equity shares allocated as fully paid up by way of bonus share in FY 2009-10

c) Aggregate Number and Class of Shares bought Back NA

1.2 The Company has one class of equity shares having a par value of Rs 10 per share & Preference Shares having per value of Rs10 per share. Each holder of equity shares is entitled to one vote per share.

1.3 Forfeited Shares

The Company had Forfeited 679750 Equity Shares on 29.04.2000 out of Issued Capital of 18250000 Equity Shares the forfeited Shares where due to Unpaid Shares calls of Rs. 7 Per.

(c) Rs Nil (Previous year Rs. 1454.52 Lacs) secured by 1st pari passu charge on all fixed assets of the company both present & future with in 60 days from the first disbursement. 2nd pari passu charge on all current assets of the company both present & future within 60 days from the 1st disbursement. The term loan is repayable in 11 equated quarterly instalment after moratorium period carries interest rate 12.25%.

(d) Rs. 10000 lacs (Previous Year Rs 10000 Lacs) (Non Convertible Debentures) secured by 1st pari passu charge on all fixed assets of the company both present & future with in 60 days from the first disbursement. 2nd pari passu charge on all current assets of the company both present & future within 60 days from the 1st disbursement repayment starting from 1st june 2014 carries interest rate 12.35%.

(e) Rs 33.04 Lacs (Previous Year Rs 73.64) Loans taken for the Vehicles the present rate of interest charged is at 10.83% PA the duration of loan are for period of 36 Months from the Date of Disbursement.

(f) Rs 50000.00 Lacs (Previous year Rs. Nil) secured by 1st pari passu charge on all fixed assets of the company both present & future with in 60 days from the first disbursement. 2nd pari passu charge on all current assets of the company both present & future within 60 days from the 1st disbursement The term loan is repayable in 11 equated quarterly instalment after moratorium period carries interest rate 12.25%.

Unsecured Loans

1. Rs 3000 Lacs (Previous Year Rs 4000 Lacs) are unsecured carrying interest rate of 12.90% and repayable within 90 days from the first Disbursement.

2. Rs 2704.20 Lacs (Previous Year Rs 15600.27) are towards contribution from the Promoters'' group for the ongoing expansion project. During the year 4392000 Warrants were issued @120 per warrants same during the year got converted into equity shares and additionally preference share of 4141500 @181 these was equally allotted to Diamond Projects Ltd and Madhuri Finserve Pvt Ltd.

2. Gratuity

The company operates one defined plans viz gratuity for its employees. Under the gratuity plan every employee who has completed at least 5 years of services gets a gratuity on departure @ 15 days of last drawn salary for each completed year of service.

The following tables summarize the components of net benefit expenses recognized in the statement of Profit & Loss and the liability as per report shown in Balance sheet.

3. Bank interest and cost includes the amounts provided towards currency fluctuation towards entire year to calculate the quarter profits such amounts of year end adjustments are to be excluded.

4. The amounts of sales and profits include the sales from the companies Manufacturing operations Branches and fully owned subsidiaries i.e Diamond Power Transformers Ltd and Diamond Power Global Holding Ltd

5. Annual Provision and provisions of expenses related to the commencement of the production from the new facilities resulted in increase in the cost of Q-4 2013-2014 the benefits of which are expected over the next year.

Previous year figures are regrouped /reclassified where ever necessary to make them comparable with the current year.


Mar 31, 2013

1. Contingent Liabilities

a) Letter of Credit opened Rs.3879.16 Million Previous Year Rs 2001Million; materials under all letters of credit have been received and accounted for as Creditors.

(b) Outstanding Bank Guarantees as of March 31, 2013 is Rs. 1775 Million (Previous Year Rs.1226.37 Million).

(c) Income tax demands being in appeal not provided for Rs. Nil (previous year Rs Nil).

(d) There are no outstanding Claims against the Company.

(e) Corporate guarantees issued to wholly owned subsidiary – Diamond Power Transformers Ltd. In favour of Indian Overseas Bank

2. The company has been sanctioned the fund based and non-fund based working capital facilities of Rs. 1650 Millions from the Axis Bank Ltd.; Rs. 3500 Million from the Bank of India; Rs. 1980 Million from the ICICI Bank Ltd.,: Rs. 2200 Million from the Bank of Baroda, Rs. 1620 Million from Allahabad Bank & Rs. 660 Millions from Dena Bank, Rs. 552 Millions from Indian Overseas Bank & Rs. 500 Mn from State Bank of Mysore against the security of first pari passu charge on the entire current assets of the company by way of Hypothecation agreement and the second pari passu charge on the entire fixed assets of the company.

3. Balance confirmation letters were sent out to various debtors and creditors. The confirmation of most of the Debtors and creditors is received.

4. The method of valuation of inventories adopted by the company is in accordance with the requirements of Accounting Standard 2 (Valuation of Inventories and as revised from time to time) issued by the Institute of Chartered Accountants of India.

5. In the opinion of the Management all the current assets, loans and advances and deposits are realizable at value stated in the ordinary course of the business which are at least equal to the amount at which they are stated in the books unless otherwise explicit.

6. Segmental Reporting:

The company is primarily engaged in the manufacture of conductors, cables and selling out- sourced products and EPC Contracts. As the company''s manufacturing facilities are inter woven/ inter- mix due to the nature of its business with the EPC business, it is not possible to directly and specifically attribute or allocate on a reasonable basis, the expenses, assets & liabilities in different Segments. The segmental Sales product wise are as follows:

7. Share Holding in Various Companies: The Company holds the following shares

1. 99.60% in its Subsidiary Diamond Power Transformers Ltd.

2. 100% in its Subsidiary Diamond Power Global Holding Ltd. – Dubai

3. 100% in its Subsidiary Diamond Power Transmission Pvt Ltd .

8. Related Party Disclosures:

a) Particulars of Associates of the Company:

Name of the Related Party Nature of Relationship

Diamond Infosystems Ltd. Associate Company of DPIL

Diamond Projects Ltd. Associate Company of DPIL

b) Subsidiary Company:

Name of the Subsidiary Diamond Power Transformers Ltd Diamond Power Global Holding Ltd Diamond Power Transmission Pvt Ltd

c) Key Management Personnel and their Relatives:

Key Management Personnel and their Relatives Nature of Relationship

Mr. S.N.Bhatnagar Chairman

Mr. Amit Bhatnagar Managing Director

Mr. Sumit Bhatnagar Jt. Managing Director

d) Relatives of Key Management Personnel:

Key Management Relatives Smt Madhurilata Bhatnagar

Smt Mona Bhatnagar

Smt Richa Bhatnagar

e) Enterprise under Significant influence of Key Management Personnel: Not applicable

8. Dues to micro, small and medium enterprises

The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated August 26, 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated. After filing of the Memorandum in accordance with the ''Micro, Small and Medium Enterprises Development Act, 2006'' (''the Act''). Accordingly, the disclosure in respect of the amounts payable to such enterprises as at March 31, 2011 has been made in the financial statements based on information received and available with the Company. Detail of the Small Scale Industries (SSI) units which have supplied the materials to the company and to whom the company owes a sum exceeding RS 1.00 Lacs and which is outstanding for more than 30 days is Nil

Note: The above Information regarding Small Scale Industrial undertaking has been determined to the extent such parties has been identified on the basis of information available with the company. The same has been relied upon by the Auditors. To confirm names/figures

11. Sales include an amount of Rs Nil Million (Net of Duty) of inter- unit Transfer (Previous year Rs 761.92 Million).

9 Aggregate directors'' remuneration is Rs. 17.12 Million (previous year Rs. 36.85 Million. The remuneration of directors is as per the approval accorded by remuneration Committee, shareholders and Central Government as per the provisions of section 311 read with Schedule XIII of the Companies Act, 1956.

10 Aggregate Auditor''s remuneration is fixed at Rs. 1.62 Million (previous year Rs. 2.43 Million. Which includes Rs 1.62 Million as Audit Fees (Previous year Rs. 2.43 Millions).

11 As per Accounting Policy (10) on excise duty, the excise duty payable on finished goods in stocks at works amounting to Rs 104.43 Million (previous year Rs 75.87 Million) has been included in the expenditure and in such stocks. However, the same has no impact on the profit for the year.

12. There are no amounts due and outstanding to be credited to investor Education and Protection Fund.

13. Details of Licensed, Installed Capacities and Production

Previous year figures are regrouped /reclassified where ever necessary to make them comparable with the current year.


Mar 31, 2012

1.1 For the period of 5 years immediately preceding the date as at which the balance Sheet is prepared NA

a) Aggregate Number and Class of Shares allocated as fully paid up pursuant to contract(s) without payment have being received In cash

b) Aggregate Number and Class of Shares allocated as fully paid up by way of bonus Shares

c) Aggregate Number and Class of Shares bought Back

1.2 The Company has only one class of equity shares having a par value of Rs 10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to approval of the shareholders in the ensuing Annual General Meeting.

Term Loans from Banks

a) Rs 12500 Lacs (Previous year Rs 15000 Lacs) Secured 1st Pari Passu Charge on the entire Fixed Assets of the company both present and Future. The Term Loan is repayable in remaining 22 equal Quaterly Installments by 30th Sep 2016 and present intrest rate is 12.90% p.a

(b) Rs 2739.41 Lacs (Previous year Nil) Secured 1st Pari Passu Charge on the entire Fixed Assets of the company both Present and Future. The Term Loan is Repayable in 26 equally quaterlly installments commencing from 30th Sep 2014 and carries Intrest rate of 12.75% pa

(c) Rs 2909.08 Lacs (Previous year Rs. 4000 lacs) secured by 1st pari passu charge on all fixed assets of the company both present & future with in 60 days from the first disbursement. 2nd pari passu charge on all current assets of the company, both present & future within 60 days from the 1st disbursement,The term loan is repayble in 11 equated quarterly installments after moratorium period carries interest rate 12.25%

(d) Rs. 10000 lacs (Previous Year 6800 Lacs) (Non Convertible Debentures)secured by 1st pari passu charge on all fixed assets of the company both present & future with in 60 days from the first disbursement. 2nd pari passu charge on all current assets of the company, both present & future within 60 days from the 1st disbursement, repayment starting from 1st June 2014, carries interest rate 12.35%

(e) Rs 121.62 Lacs (Previous Year 48.41) Loans taken for the Vehicles the present rate of interest charged is at 10.83%PA the duration of loan are for period of 36 Months from the Date of Disbursment

Unsecured Loans

1. Rs 2850 Lacs (Previous Year 3000 Lacs) are unsecured carrying interest rate of 12.90% and repayable within 90 days from the first Disbursement

2 Rs 2200 Lacs (Previous Year Nil) are towards contribution from the Promoters' group for the ongoing expansion project.

Note to Standalone

Loans repayable on Demand

Rs 36234.07 Lacs (Previous Year 15477.11 Lacs) these entire loan are secured by the first Parri Passu Charge on Entire Current Assets of the company and second pari Passu Charge on the Fixed Assets of the company and rate of Interest charged on the entire loan is @ 13.50 to 14%

1. Contingent Liabilities

(a) Letter of Credit opened Rs.2001 Million Previous Year Rs 1145.25 Million; materials under all letters of credit have been received and accounted for as Creditors.

(b) Outstanding Bank Guarantees as of March 31, 2012 is Rs.1226.37 Million (Previous Year Rs. 948.73 Million

(c) There are no outstanding income tax demands under appeals.

(d) There are no outstanding Claims against the Company.

(e) Corporate guarantees issued on behalf of wholly owned subsidiary - Diamond Power Transformers Ltd. in favour of SICOM Limited and Indian Overseas Bank

2. The company has been sanctioned the fund based and non-fund based working capital facilities of Rs. 1650 Million from the Axis Bank Ltd.; Rs. 2314 Million from the Bank of India; Rs. 1980 Million from the ICICI Bank Ltd.,: Rs. 2200 Million from the Bank of Baroda, Rs 1620 Million from Allahabad Bank & Rs 660 Million from Dena Bank and Rs 552 Million from Indian Overseas Bank against the security of first pari passu charge on the entire current assets of the company by way of Hypothecation agreement and the second pari passu charge on the entire fixed assets of the company.

3. Balance confirmation letters were sent out to various debtors and creditors. The confirmation of most of the Debtors and creditors is received.

4. The method of valuation of inventories adopted by the company is in accordance with the requirements of Accounting Standard 2 (Valuation of Inventories and as revised from time to time) issued by the Institute of Chartered Accountants of India.

5. In the opinion of the Management all the current assets, loans and advances and deposits are realizable at value stated in the ordinary course of the business which are at least equal to the amount at which they are stated in the books unless otherwise explicit.

6. Segmental Reporting:

The company is primarily engaged in the manufacture of conductors, cables, towers, transformers and selling out- sourced products and EPC Contracts. As the company's manufacturing facilities are inter woven/ inter- mix due to the nature of its business with the EPC business, it is not possible to directly and specifically attribute or allocate on a reasonable basis, the expenses, assets & liabilities in different Segments. The segmental Sales product wise are as follows:

7. Share Holding in Various Companies:

The Company holds the following shares

1. 99.60% in its Subsidiary Diamond Power Transformers Ltd

2. 100% in its wholly owned Subsidiary Diamond Power Global Holdings Ltd

Note: The above information has been determined to the extent such parties have been identified on the basis of information provided by the Company and approved by the Board of Directors of the Company, which has been relied upon by the Auditors. Enterprise under the same management include Wholly Owned Subsidiary Diamond Power Transformers Ltd.

8. Dues to micro, small and medium enterprises

The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated August 26, 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated.

After filing of the Memorandum in accordance with the 'Micro, Small and Medium Enterprises Development Act, 2006' ('the Act'). Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31st March, 2012 has been made in the financial statements based on information received and available with the Company. Detail of the Small Scale Industries (SSI) units which have supplied the materials to the company and to whom the company owes a sum exceeding RS 1.00 Lacs and which is outstanding for more than 30 days is Nil.

Note: The above Information regarding Small Scale Industrial undertaking has been determined to the extent such parties has been identified on the basis of information available with the company. The same has been relied upon by the Auditors. To confirm names/figures

9. Sales include an amount of Rs 761.92 Million (Net of Duty) of inter- unit Transfer (Previous year Rs 1121.25 Million).

10. Aggregate directors' remuneration is Rs. 36.85 Million (previous year Rs. 22.48 Million. The remuneration of directors is as per the approval accorded by remuneration Committee, shareholders and Central Government as per the provisions of Section 311 read with Schedule XIII of the Companies Act, 1956.

11. Aggregate Auditor's remuneration is fixed at Rs. 2.32 Million (previous year Rs 1.04 Million. Which includes Rs 1.02 Million as Audit Fees (Previous year Rs 1.02 Million).

12. As per Accounting Policy (10) on excise duty, the excise duty payable on finished goods in stocks at works amounting to Rs 75.87 Million (previous year Rs 18.61 Million) has been included in the expenditure and in such stocks. However, the same has no impact on the profit for the year.

13. There are no amounts due and outstanding to be credited to Investor Education and Protection Fund.

Consumption of Assorted Wire / Wire rods is not provided, as they are totally consumed in-house for manufacture of conductors. Installed capacity and capacity utilization are as certified by the management and not verified by the auditors being a technical matter. The quantity in Kms. cannot comparable as the weight per Kms of each conductor varies on the cross section area and current carrying capacity. Hence, the production has been shown in Kms. The Quantity are usually taken as per relevant IS standards.

Previous year figures are regrouped /reclassified where ever necessary to make them comparable with the current year.


Mar 31, 2011

1. Contingent Liabilities

(a) Letter of Credit opened Rs. 1145.25 Million (Previous Year Rs 803.96 Million); materials under all letters of credit have been received and accounted for as Creditors.

(b) Outstanding Bank Guarantees as of March 31, 2011 is Rs.948.73 Million (Previous Year Rs.683.18 Million).

(c) Income tax demands being in appeal not provided for Rs. NIL (previous year Rs Nil).

(d) There are no outstanding Claims against the Company.

(e) Corporate guarantees issued to wholly owned subsidiary – Diamond Power Transformers Ltd. In favour of SICOM Limited and Indian Overseas Bank, total Rs. 600 Million.

2. Share Capital :

During the current Financial Year, the share capital of the company underwent through various changes .During the year the company has undergone increase in share capital by way of Issue of fresh equity shares under QIP and Preferential Allotment. The company allotted totally 55,93,727 shares under QIP and 8,83,217 under Preferential allotment at Rs.203.80per share; so in totality company has raised its Share Capital by 64,76, 944shares and 6,66,667 Shares were added by bonus Shares of Diamond Tele Cabs Pvt Ltd who were allotted 20,00,000 Warrants in 2009-10 .

3. Reserves and Surplus :

- Capital Reserve includes the amount of Rs. 2.5 Millions (Previous Year Rs. 2.5 Million) from State Govt. Subsidy., Rs 172.38 Millions ( Previous year Rs 172.38 Millions) from Debt Restructuring, & Rs 3.61 Millions ( Previous Year 3.61 Millions ) from Forfeited Shares

- During the year company's share premium has increased by Rs 1289.80 Million (Previous year Rs 365.43Million). The increase in Premium is due to allotment of 64,76,944 shares with premium of Rs 193.80 per share and 20,00,000 share warrant issued to group companies with premium of Rs 200 per share .

4. Secured Loans:

1 The company has availed a Term Loan of Rs. 1500 Million during the year 2010-11 from the ICICI Bank Ltd. @10.45% p.a.( Earlier Loan of Rs 1300 Million was @ 13.5% rate of interest per annum). The earlier loan was initially given by Axis Bank and others for on-going Expansion of Project. The said loan is taken over by ICICI Bank at lower rate of Interest.

2 The company availed a corporate loan of Rs 400 mn from Tata Capital Limited which was sanctioned with interest rate of 12.25% p.a.

The said loans are secured by way of First Parri- passu charge on fixed assets of the company, both present and future and second Pari Passu Charge on all Current Assets of the company, both Present and Future.

3 The Company during FY 2010-11 allotted Secured Redeemable Non-Convertible Debentures (Debentures) in form of Redeemable, Separately Transferable Redeemable Principal Parts (STRPPs) amounting to Rs 680 mn carrying an annual rate of interest of 12.25%

The said debentures are secured by First Parri- passu charge on fixed assets of the company and/ or its subsidiaries/group entities, having minimum asset cover of 1.25 times to be maintained during the tenor of the NCDs.

4 The company has been sanctioned the fund based and non-fund based working capital facilities of Rs. 1000 Millions from the Axis Bank Ltd. ; Rs. 1420 Million from the Bank of India ; Rs. 1240 Million from the ICICI Bank Ltd.,: Rs. 1340Million from the Bank of Baroda , Rs 990 Million from Allahabad Bank & Rs 400 Millions from Dena Bank and Rs 320 Millions from Indian Overseas Bank against the security of first pari passu charge on the entire current assets of the company by way of Hypothecation agreement and the second pari passu charge on the entire fixed assets of the company.

5. Balance confirmation letters were sent out to various debtors and creditors. The confirmation of most of the Debtors and creditors is received.

6. The method of valuation of inventories adopted by the company is in accordance with the requirements of Accounting Standard 2 (Valuation of Inventories and as revised from time to time) issued by the Institute of Chartered Accountants of India.

7. In the opinion of the Management all the current assets, loans and advances and deposits are realizable at value stated in the ordinary course of the business which are at least equal to the amount at which they are stated in the books unless otherwise explicit.

8. Share Holding in Various Companies :

The Company holds the following shares

1. 50% in Apex Electricals Ltd

2. 100% in its Subsidiary Diamond Power Transformer Ltd.

9. Related Party Disclosures :

A. Particulars of Associates of the Company:

Name of the Related Party Nature of Relationship

1 Diamond Infosystems Ltd. Associate Company of DPIL

2 Diamond Projects Ltd. Associate Company of DPIL

B. Subsidiary Company: Name of the Subsidiary Diamond Power Transformers Ltd

C. Key Management Personnel and their Relatives

Key Management Personnel Nature of Relationship and their Relatives

1 Mr. S.N.Bhatnagar Chairman

2 Mr.Amit Bhatnagar Managing Director

3 Mr. Sumit Bhatnagar Jt. Managing Director

D. Relatives of Key Management Personnel:

1 Smt Madhurilata Bhatnagar

2 Smt Mona Bhatnagar

3 Smt Richa Bhatnagar

E. Enterprise under Significant influence of Key Management Personnel: None

10. Dues to micro, small and medium enterprises

The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated August 26, 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated

After filing of the Memorandum in accordance with the 'Micro, Small and Medium Enterprises Development Act, 2006' ('the Act'). Accordingly, the disclosure in respect of the amounts payable to such enterprises as at March 31, 2011 has been made in the financial statements based on information received and available with the Company. Detail of the Small Scale Industries (SSI) units which have supplied the materials to the company and to whom the company owes a sum exceeding RS 1.00 Lacs and which is outstanding for more than 30 days is Nil

Note: The above Information regarding Small Scale Industrial undertaking has been determined to the extent such parties has been identified on the basis of information available with the company. The same has been relied upon by the Auditors.

11. Sales include an amount of Rs 1121.25 Million (Net of Duty) of inter- unit Transfer (Previous year Rs 1400.83 Million).

12. Aggregate directors' remuneration is Rs 22.48 Million (previous year Rs 26.68 Million. The remuneration of directors is as per the approval accorded by remuneration Committee, shareholders and Central Government as per the provisions of section 311 read with Schedule XIII of the Companies Act, 1956.

13. Aggregate Auditor's remuneration is fixed at Rs 1.04 Million (previous year Rs 1.04 Million. Which includes Rs 1.02 Million as Audit Fees (Previous year Rs 1.02 Millions).

14. As per Accounting Policy (10) on excise duty, the excise duty payable on finished goods in stocks at works amounting to Rs 18.61 Million (previous year Rs 26.61 Million) has been included in the expenditure and in such stocks. However, the same has no impact on the profit for the year.

15. There are no amounts due and outstanding to be credited to investor Education and Protection Fund.

Previous year figures are regrouped /reclassified where ever necessary to make them comparable with the current year.