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Notes to Accounts of Everest Industries Ltd.

Mar 31, 2019

NOTE 1.1

Corporate information

Everest Industries Limited (‘the Company’) is engaged in manufacturing and trading of building products like roofing products, boards and panels, other building products and accessories and manufacturing of components of pre-engineered steel buildings and related accessories.

The financial statements for the year ended March 31, 2019 were approved by the Board of Directors and authorised for issue on May 1, 2019.

Note 1.2

Basis of preparation

The financial statements have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015.

These financial statements have been prepared on the historical cost or at amortised cost, except for the following assets and liabilities:

- derivative financial instruments are measured at fair value;

- employee defined benefit assets/(liability) are recognised as the net total of the fair value of plan assets, plus actuarial losses, less actuarial gains and the present value of the defined benefit obligation;

NOTE 1.3

Significant accounting judgments, estimates and assumptions

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of asset and liabilities within the next financial year, are described below. The Company based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reflected in the assumptions when they occur.

(a) Uncertainty on the Estimation of the Total Construction Revenue and Total Construction Cost: The Company recognises revenue from the construction contracts over the period of contract as per the input method of IND AS 115 “Revenue from contracts with the customers”. The contract revenue is determined based on proportion of contract cost incurred to date compared to estimated total contract cost which involves significant judgement, identification of contractual obligations, and the company’s right to receive payments for performance completed till date, risk on collectability due to liquidation damages and other penalties imposed by the customers, change in scope and consequential revised contact price and recognition of the liability for loss making contracts/ onerous obligations etc. The Company has efficient, coordinated system for calculation and forecasting its revenue and expense reporting. However actual project outcome may deviate positively or negatively from the company’s calculation and forecasting which could impact the revenue recognition up to the stage of project completion and is recognised prospectively in the financial statements.

(b) Tax Uncertainties: The Company has open tax issues, ongoing proceedings and exposures at various levels of authorities. Where management makes a judgement that an outflow of funds is probable and a reliable estimate of the outcome of the dispute can be made, provision is made for the best estimate of the liability. In estimating any such liability, the Company applies a risk-based approach. These estimates take into account the specific circumstances of each dispute and relevant external advice, are inherently judgemental and could change substantially over time as each dispute progresses and new facts emerge.

The Company continues to believe that it has made adequate provision for the liabilities likely to arise from open assessments. Where open issues exist the ultimate liability for such matters may vary from the amounts provided and is dependent upon the outcome of assessments with the relevant tax authorities or the litigation proceedings.

(c) Useful Lives of Property, Plant and Equipment: The Company uses its technical expertise along with historical and industry trends for determining the economic life of an asset/component of an asset. The useful lives are reviewed by the management periodically and revised, if appropriate. In case of a revision, the unamortised depreciable amount is charged over the remaining useful life of the assets.

(d) Measurement of Defined Benefit Obligation: The cost of the defined benefit gratuity plan and other Long term employee benefits (Compensated Absences) and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is sensitive to changes in these assumptions.

(e) Share-based Payments: The Company measures the cost of equity-settled transactions with employees using Black-Scholes model to determine the fair value of the liability incurred on the grant date. Estimating fair value for share-based payment transactions require determination of the most appropriate valuation model, which is dependent on the terms and conditions of the grant. This estimate also requires determination of the most appropriate inputs to the valuation model including the expected life of the share option, volatility and dividend yield and making assumptions about them.

(f) Impairment in subsidiaries: Determining whether the investments in subsidiaries are impaired requires an estimate of the value in use of investments. In considering the value in use, the management anticipates the future commodity prices, capacity utilisation of plant, operating margins, discount rates and other factors of the underlying businesses/operations of the subsidiaries.

(g) Expected Credit Loss: The Company makes provision of expected credit losses on trade receivables using a provision matrix. The provision matrix is based on its historical observed default rates, adjusted for forward looking estimates. At every reporting date, the historical observed default rates are updated and Company makes appropriate provision wherever outstanding is for longer period and involves higher risk.

Recent accounting pronouncements

Ind AS 116 Leases was notified by MCA on 30 March 2019 and it replaces Ind AS 17 Leases, including appendices thereto. Ind AS 116 is effective for annual periods beginning on or after 1 April 2019. Ind AS 116 sets out the principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to account for all leases under a single on-balance sheet model similar to the accounting for finance leases under Ind AS 17.

The Company intends to adopt these standards from 1 April 2019. As the company does not have any material long term leases, therefore the adoption of this standard is not likely to have a material impact in its Financial Statement.

In respect of the year ended March 31, 2019, the directors propose that a final dividend of Rs. 7.50 per share be paid on fully paid equity shares. This equity dividend is subject to approval by shareholders at the Annual General Meeting and has not been included as liability in these financial statements. The proposed equity dividend is payable to all holders of fully paid equity shares. The total estimated equity dividend to be paid is Rs. 1,413.79 Lakhs (including dividend distribution tax thereon of Rs. 241.06 Lakhs). (refer note 2.46)

Note:

External Commercial Borrowing (ECB) from Axis Bank Limited of Rs. 4,150.28 lakhs (USD 60 lakhs) [previous year Rs. 3,902.65 lakhs (USD 60 lakhs)] is secured by first pari-passu charges on all the movable fixed assets situated at , Kymore, Lakhmpaur and Bhagwanpur and immoveable fixed assets located at Kymore, Bhagwanpur and Lakhmapur. The ECB is repayable in single instalment; the instalment is due in September 2022. The rate of interest is 3 months Libor 2.70% per annum(previous year 3 months Libor 2.70% per annum).

Working Capital Term Loan from Kotak Mahindra Bank Limited of Rs. 1,211.54 lakhs (including Rs. 692.32 lakhs in current maturity) (previous year Rs. 1,903.84 lakhs) is secured by exclusive charge over the immovable and movable property situated at Dahej. The loan is repayable in 13 quarterly instalments of Rs. 173.08 lakhs; the last instalment is due in December 2020. The rate of interest is banks MCLR 0.20% per annum. For current maturities of long term borrowings refer note 2.17 (a).

The Company has financial covenants relating to the borrowing facilities that it has taken from the lenders which is maintained by the Company.

Note:

Loans from banks are secured by a first pari-passu charge by way of hypothecation of stocks, present and future, book debts and receivables, first pari-passu charge on land and building situated at Podanur, second pari-passu charges on all movable fixed assets situated at Kymore, Podanur, Kolkata, Lakhmapur and Bhagwanpur and second pari-pasu charges on land and building situated at Kymore, Lakhmapur and Bhagwanpur.

The Company had received show cause notice from VAT authorities in previous year which was then responded. As per management assessment the Company has a good case in these matters.

b. There are numerous interpretative issues relating to the Supreme Court (SC) judgement on PF dated 28th February, 2019. As a matter of caution, the company has made a provision on a prospective basis from the date of the SC order. The company will update its provision, on receiving further clarity on the subject.

c. Commitments

a. Estimated amount of contracts to be executed on capital account - Rs. 790.85 lakhs (net of advances - Rs. 286.64 lakhs), [previous year - Rs. 250.86 lakhs (net of advances Rs. 97.36 lakhs)].

b. The Company has other commitments, for purchases/sales orders which are issued after considering requirements per operating cycle for purchase/sale of goods and services, in normal course of business.

c. The Company did not have any long term commitments/contracts including derivative contracts for which there will be any material foreseeable losses.

2.1 Disclosure in respect of revenue from contracts with customers

a. Disaggregation of revenue from contracts with customers

The Company derives revenue from the transfer of goods and services over time and at a point in time in the following major product lines and geographical regions:

b. Contract Balances

The following table provides information about receivables, contracts assets, and contract liabilities from contracts with customers.

c. Disclosure of ‘revenue recognised in the reporting period that was included in the contract liability balance at the beginning of the period’ and ‘revenue recognised in the reporting period from performance obligations satisfied (or partially satisfied) in previous periods.

d. The transaction price allocated to the remaining performance obligations (unsatisfied or partially unsatisfied) as at 31 March are as follows:

2.2 Employee Benefit

a. Defined contribution plan

The Company makes superannuation fund contribution to defined contribution retirement plans for covered employees. The Company’s contribution towards superannuation fund is deposited in trust. The Company recognised Rs. 78.05 lakhs (previous year Rs. 76.14 lakhs) for superannuation fund contributions in the Statement of Profit and Loss.

b. Defined benefit plan

I. Gratuity Fund

The Company’s contribution towards its gratuity liability is a defined benefit retirement plan. The Company makes contributions to the trust from time to time which in turn makes contributions to the Employee’s Group Gratuity-cum-Life Assurance scheme of the Life Insurance Corporation of India. The scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to fifteen days salary payable for each completed year of service or part thereof in excess of six months. Vesting occurs upon completion of five years of service.

The following tables set out the funded status of the gratuity plan and amounts recognised in the Company’s financial statements as at 31 March, 2019:

The planned assets of the Company are managed by the Life Insurance Corporation of India in terms of an insurance policy taken to fund obligations of the Company with respect to its gratuity plan. Information on categories of plan assets as at 31 March, 2019 has not been provided by the Life Insurance Corporation of India.

II. Provident Fund

The Company’s contribution towards provident fund is a defined benefit retirement plan. The Company makes contributions to the trust from time to time which in turn makes contributions in approved securities. The Company is liable for contribution paid/payable under provident fund scheme and any deficiency in interest cost compared to interest computed based on the interest declared by the Central Government under Employee Provident Fund Scheme, 1952 is recognised as defined benefit obligation.

2.3 Related Party Disclosures

a. List of related parties

i. Enterprise exercising significant influence

Falak Investment Private Limited

ii. Subsidiary companies

Everest Building Products, Mauritius Everest Building Solutions Limited

Everestind FZE, United Arab Emirates(UAE) - subsidiary of Everest Building Products, Mauritius Everest Building Products LLC , United Arab Emirates (UAE)* - subsidiary of Everest Building Products, Mauritius

* Had not commenced commercial operations and deregistered w.e.f 27 November 2017

iii. Key management personnel/Whole time director

Mr. Aditya Vikram Somani, Chairman (till 26 February, 2019)

Mr. Manish Sanghi, Managing Director Mr. Y. Srinivasa Rao, Executive Director Mr. Neeraj Kohli, Company Secretary

Mr. Nikhil Dujari, Chief Financial Officer (till 31 July, 2018 and from 3 September, 2018)

iv. Entities on which key management personnel have control/significant influence

Trapucans Pvt. Ltd

2.4 Segment Information

a. Business segments:

The Company has determined following reporting segments based on the information reviewed by the Chief Operating Decision Maker (CODM). Building products includes manufacturing and trading of roofing products, boards and panels, other building products and accessories. Steel buildings consist of manufacture and erection of pre - engineered and smart steel buildings and its accessories.

b. Geographical segments:

Since the Company’s activities/operations are primarily within the country 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 a above, the accounting policies in relation to segment accounting are as under:

i. Segment revenue and expenses:

Segment revenue and expenses include the respective amounts identifiable to each of the segments. Unallocable items in segment results include income from bank deposits and corporate expenses.

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 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 fixed deposits, advance income tax, borrowings and deferred income tax etc.

The measurement of each segment’s revenues, expenses and assets is consistent with the accounting policies that are used in preparation of the Company’s financial statements.

2.5 Lease Commitments

Operating lease as lessee

The Company has taken properties on cancellable operating leases and has recognised rent of Rs. 449.94 lakhs (previous year Rs. 465.46 lakhs). There are no non-cancellable lease arrangements as at the end of the year.

2.6 Rights, preferences and restrictions attached to equity shares

The Company has one class of equity shares having a par value of Rs. 10 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

2.7 Employee Stock Option Scheme

The Company has granted 1,70,000 stock options (previous year 1,60,000 stock options) to the employees during the year ended 31 March, 2019.The exercise price per option shall be the average of the two weeks high and low price of the share preceding the date of grant of options on BSE/NSE or closing price of the Company’s share on that stock exchange on the date prior to the date of grant of options, whichever is less. Options granted shall vest with the grantee after a period of one year from the date of grant. The exercise period of the options is a period of four years after the vesting of the options.

The fair value of stock based awards to employees is calculated through the use of option pricing models, requiring subjective assumptions which greatly affect the calculated values. The said fair value of the options have been calculated using Black-Scholes option pricing model, considering the expected term of the options to be 5 years, an expected dividend yield of 1.41% (previous year 18.00%) on the underlying equity shares, volatility in the share price of 38.82% (previous year 47.51%) and a risk free rate of interest of 7.35% (previous year 7.26%). The Company’s calculations are based on a single option valuation approach, and forfeitures are recognised as they occur. The expected volatility is based on historical volatility of the share price during the year after eliminating the abnormal price fluctuations.

2.8 Financial instruments - fair value hierarchy

The fair value of financial instruments as referred to in note 2.50 above have been classified into three categories depending upon the input used in the valuation technique.

The categories used are as follows :

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

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

Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).

2.9 Capital Management

For the purposes of the Company’s capital management, capital includes issued capital and all other equity reserves. The primary objective of the Company’s capital management is to maximise shareholder value. The Company manages it’s capital structure and makes adjustments in the light of changes in economic environment and the requirements of the financial covenants. The Company take appropriate steps in order to maintain its capital structure. The Company monitors capital using gearing ratio, which is total debt divided by total capital plus debt.

The capital gearing ratio as on 31 March 2019 and 31 March 2018 was 13.74% and 13.99% respectively.

2.10 Financial risk management objectives and policies

The Company’s principal financial liabilities, other than derivatives, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assets include advances, trade and other receivables, and cash and cash equivalents that derive directly from its operations.

The Company’s activities expose it to a variety of financial risks: market risk, credit risk and liquidity risk.

Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises risk of: currency risk and interest rate risk.

The Company is exposed to market risk primarily related to foreign exchange rate risk and interest rate risk. Thus, the Company’s exposure to market risk is a function of borrowing activities, revenue generating and operating activities in foreign currencies.

Foreign exchange risk

The Company regularly evaluates exchange rate exposure arising from the foreign currency transaction.

The Company uses forward contracts and derivative instruments to mitigate foreign exchange related risk exposures. When a forward contract is entered into for the purpose of being a hedge, the Company negotiates the terms of those contracts to match the terms of the hedged exposure. The Company’s exposure to unhedged foreign currency risk as at March 31, 2019 and March 31, 2018 has been disclosed in note 2.34.

For the year ended March 31, 2019, every 5 percentage point depreciation/appreciation in the exchange rate between the Indian rupee and U.S. dollar, would have affected the Company’s profit before tax by Rs. 251.31 Lakhs/ Rs. (251.31) Lakhs respectively.

For the year ended March 31, 2018, every 5 percentage point depreciation/appreciation in the exchange rate between the Indian rupee and U.S. dollar, would have affected the Company’s profit before tax by Rs. 263.10 Lakhs/ Rs. (263.10) Lakhs respectively.

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company exposure to the risk of changes in market interest rates relates primarily to the Companies long-term debt obligations with floating interest rates. The Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings. The Company has Rs. 4,150.28 lakhs (previous year Rs. 3,902.65 lakhs) of term loan carrying a floating interest rate of LIBOR plus 270 bps to LIBOR plus 400 bps and Rs 1,211.54 lakhs (previous year Rs. 1,904.84 lakhs) of term loans carrying a floating interest rate of MCLR plus 20bps to MCLR minus 20 bps, respectively. These loans expose the Company to risk of changes in interest rates. The remaining loans carry a fixed rate of Interest.

For details of the Company’s short-term and long-term loans and borrowings, including interest rate profiles, refer to note 2.14 of these financial statements.

For the years ended 31 March 2019 and 31 March 2018, every 1% increase or decrease in the floating interest rate component (i.e., LIBOR and MCLR) applicable to its loans and borrowings would affect the Company’s net profit by approximately Rs. 5.21 lakhs and Rs. 3.43 lakhs, respectively.

The Company’s investments in term deposits with banks are for short durations, and therefore do not expose the Company to significant interest rates risk. To optimise the interest cost the Company balances the borrowings from commercial paper, working capital loan and non-fund facilities from banks.

Interest rate sensitivity have been calculated assuming the borrowing outstanding at the reporting date have been outstanding for the entire reporting period.

Credit risk

Credit risk arises from the possibility that customers may not be able to settle their obligations as agreed. The Company is exposed to credit risk from its operating activities (primarily trade receivables and deposits) and from foreign exchange transactions.

Trade receivables

To manage the credit risk the Company periodically assesses the financial reliability of customers taking into account the financial condition and ageing of accounts receivable.

An impairment analysis is performed for all major customers at each reporting date on an individual basis. The calculation is based on historical data. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets disclosed in note.

Reconciliation of the allowances for credit losses :

The details of changes in allowances for credit losses for the year ended 31 March 2019 and 31 March 2018 are as follows:

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due.

As at 31 March 2019 and 31 March 2018, the Company had unutilised limits from banks of Rs. 14,352.56 lakhs and Rs. 16,172.25 lakhs respectively.

2.11 As per Orissa Industrial Policy 2007, the Company is eligible for State Government incentives in the form of reimbursement of 75% of Value added tax (VAT) paid after adjusting input tax rebate on VAT/ CST.

Post GST implementation effective July 1, 2017, the VAT / CST Acts have been repealed but as the aforesaid Scheme has not been withdrawn by the Orissa Government, the benefits therein continue. Further, the State Government has assured the Company that a notification on revised criteria for the calculation of incentive under GST regime shall be announced soon and the incentive under GST regime should be more or less at par with incentives under VAT regime. Accordingly, the Company has accrued the incentives amounting to Rs. 412.56 lakhs (previous year Rs. 134.74 lakhs) in these financial statements post GST implementation.

2.12 The Board of Directors of the Company at its meeting held on May 1, 2019 has approved a Scheme of merger of its 100% subsidiary company i.e. Everest Building Solutions Limited into Everest Industries Limited under section 230-232 and other applicable provision of the Companies Act, 2013 w.e.f April 1, 2019 or a date as may be approved by National Co. Law Tribunal. The parties to the Scheme are in process of obtaining regulatory and other approvals and the accounting will be done after Scheme becomes effective.

2.13 The subsidiary Company under which the proposed fibre cement board project in UAE was being set up, has since decided not to pursue the project. Accordingly, the investment has been carried at the estimated realisable value and an impairment provision of Rs. 165 Lakhs has been recorded as an exceptional item. The subsidiary Company has also reduced its share capital and repatriated investments of Rs. 1522.06 Lakhs to the Company. Consequent to above, the board manufacturing machinery purchased by the UAE subsidiary Company has been sold to the Company in the previous year. The Company is in advanced stage for the finalization of the location for the installation of this machinery and expects the completion of installation and start of commercial production from the said machinery in the near future.


Mar 31, 2018

NOTE 1.

Corporate information

Everest Industries Limited (''the Company'') is engaged in manufacturing and trading of building products like roofing products, boards and panels, other building products and accessories and manufacturing of components of pre-engineered steel buildings and related accessories.

The financial statements for the year ended March 31, 2018 were approved by the Board of Directors and authorised for issue on May 1, 2018.

NOTE 2.

Basis of preparation

The financial statements have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015.

For all periods up to and including the year ended March 31, 2017, the Company has prepared its financial statements in accordance with accounting standards notified under section 133 of the Companies Act, 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014. These financial statements for the year ended March 31, 2018 are the first the Company has prepared in accordance with Ind AS. See note 2.56 for information on how the Company adopted Ind AS.

These financial statements have been prepared on the historical cost or at amortised cost, except for the following assets and liabilities:

- derivative financial instruments are measured at fair value;

- employee defined benefit assets/(liability) are recognised as the net total of the fair value of plan assets, plus actuarial losses, less actuarial gains and the present value of the defined benefit obligation;

NOTE 3.

Significant accounting judgments, estimates and assumptions

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of asset and liabilities within the next financial year, are described below. The Company based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reflected in the assumptions when they occur

- Useful Lives of Property, Plant and Equipment: The Company uses its technical expertise along with historical and industry trends for determining the economic life of an asset/component of an asset. The useful lives are reviewed by the management periodically and revised, if appropriate. In case of a revision, the unamortised depreciable amount is charged over the remaining useful life of the assets.

- Measurement of Defined Benefit Obligation: The cost of the defined benefit gratuity plan and other Long term employee benefits (Compensated Absences) and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is sensitive to changes in these assumptions.

- Share-based Payments: The Company measures the cost of equity-settled transactions with employees using Black-Scholes model to determine the fair value of the liability incurred on the grant date. Estimating fair value for share-based payment transactions require determination of the most appropriate valuation model, which is dependent on the terms and conditions of the grant. This estimate also requires determination of the most appropriate inputs to the valuation model including the expected life of the share option, volatility and dividend yield and making assumptions about them.

- Impairment in subsidiaries: Determining whether the investments in subsidiaries are impaired requires an estimate of the value in use of investments. In considering the value in use, the management anticipates the future commodity prices, capacity utilisation of plant, operating margins, discount rates and other factors of the underlying businesses/operations of the subsidiaries.

Expected Credit Loss: The Company makes provision of expected credit losses on trade receivables using a provision matrix. The provision matrix is based on its historical observed default rates, adjusted for forward looking estimates. At every reporting date, the historical observed default rates are updated and Company makes appropriate provision wherever outstanding is for longer period and involves higher risk

Recent accounting pronouncements

Ind AS 115 - Revenue from Contract with Customers:

Ind AS 115 was notified on 28 March 2018 and establishes a five-step model to account for revenue arising from contracts with customers. Under Ind AS 115, revenue is recognised at an amount that reflects the consideration to which an entity expects to be entitled in exchange for transferring goods or services to a customer.

The new revenue standard will supersede all current revenue recognition requirements under Ind AS. This new standard requires revenue to be recognized when promised goods or services are transferred to customers in amounts that reflect the consideration to which the Company expects to be entitled in exchange for those goods or services. Ind AS 115 is effective for the Company in the first quarter of fiscal 2019 using either one of two methods: (i) retrospectively to each prior reporting period presented in accordance with Ind AS 8 Accounting Policies, Changes in Accounting Estimates and Errors, with the option to elect certain practical expedients as defined within Ind AS 115 (the full retrospective method); or (ii) retrospectively with the cumulative effect of initially applying Ind AS 115 recognized at the date of initial application (1 April 2018) and providing certain additional disclosures as defined in Ind AS 115 (the modified retrospective method).

The Company continues to evaluate the available transition methods and its contractual arrangements. The ultimate impact on revenue resulting from the application of Ind AS 115 will be subject to assessments that are dependent on many variables, including, but not limited to, the terms of the contractual arrangements and the mix of business. The Company continues to evaluate the changes that may be necessary. Upon adoption the Company does not expect a material change in the manner in which revenue arrangements are recognized from the current practice.

Note:4

External Commercial Borrowing (ECB) from DBS Bank Limited of Rs. Nil (previous year Rs. 412.80 lakhs) ( as at 01 April, 2016 Rs. 2,064.00 lakhs) was secured by first pari-passu charges on all the movable fixed assets located at Kolkata, Kymore, Podanur, Lakhmpaur and Bhagwanpur and immoveable fixed assets sitauted at Kymore, Lakhmapur and Bhagwanpur and second pari passu charge over entire current assets. The ECB was repayable in 15 quarterly instalments of USD 800,000 each; the last instalment was due in April 2017. The rate of interest is 3 monts Libor 2.75% per annum.

External Commercial Borrowing (ECB) from Axis Bank Limited of Rs. 3,902.65 lakhs (previous year Rs. 3,890.31 lakhs) ( as at 01 April, 2016 Rs. 6,633.29 lakhs) is secured by first pari-passu charges on all the movable fixed assets situated at Kolkata, Kymore, Podanur, Lakhmpaur and Bhagwanpur and immovebale fixed assets located at Kymore, Bhagwanpur and Lakhmapur and pledge of shares held in subsidary. The ECB is repayable in single instalment ;the instalment is due in September 2022. The rate of interest is 3 months Libor 2.70% per annum(previous year 3 months Libor 4.00% per annum).

Term Loan from HDFC Bank Limited of Rs. Nil lakhs (previous year Rs. 2,187.86 lakhs) ( as at 01 April, 2016 Rs. 1,124.57 lakhs) is secured by exclusive charge over the immovable property situated at Noida. The tranche I was repayable in 20 quarterly instalments of Rs. 102.23 lakhs each; the last instalment is due in November 2018. The rate of interest is banks MCLR 1.30% per annum. The tranche II was repayable in 54 monthly instalments of Rs. 27.78 lakhs each.The rate of interest is banks MCLR 1.30% per annum

Working Capital Term Loan from ICICI Bank Limited of Rs. Nil (previous year Rs. 4,475.53.00 lakhs) ( as at 01 April, 2016 Rs. 4,450.00 lakhs) was secured by exclusive charge over the immovable and movable property situated at Dahej. The loan was repayable in 15 quarterly instalments of Rs. 300.00 lakhs;the last instalment is due in December 2020. The rate of interest is banks base rate 1.35% per annum.

Working Capital Term Loan from Kotak Mahindra Bank Limited of Rs. 1,903.84 lakhs (including Rs. 692.32 lakhs in current maturity) (previous year Nil) is secured by exclusive charge over the immovable and movable property situated at Dahej. The loan is repayable in 13 quarterly instalments of Rs. 173.08 lakhs;the last instalment is due in December 2020. The rate of interest is banks MCLR 0.20% per annum. For current maturites of long term borrowings see note 2.18.

The Company has financial covenants relating to the borrowing facilities that it has taken from the lenders which is maintained by the Company.

Note:5

Loans from banks are secured by a first pari-passu charge by way of hypothecation of stocks, present and future, book debts and receivables, first pari-passu charge on land and building situated at Podanur, second pari-passu charges on all movable fixed assets situated at Kymore, Podanur, Kolkata, Lakhmapur and Bhagwanpur and second pari-pasu charges on land and building situated at Kymore, Lakhmapur and Bhagwanpur.

b. Commitments

i. Estimated amount of contracts to be executed on capital account - Rs. 250.86 lakhs (net of advances - Rs. 97.36 lakhs), [previous year - Rs. 74.27 lakhs (net of advances Rs. 42.93 lakhs) (as at 1 April, 2016 - Rs. 134.48 lakhs (net of advances Rs. 234.78 lakhs)].

ii. The Company has other commitments, for purchases/sales orders which are issued after considering requirements per operating cycle for purchase/sale of goods and services, in normal course of business.

iii. The Company did not have any long term commitments/contracts including derivative contracts for which there will be any material foresseeable losses.

6. Employee Benefit

a. Defined contribution plan

The company makes superannuation fund contribution to defined contribution retirement plans for covered employees. The Company''s contribution towards superannuation fund is deposited in trust. The Company recognised Rs. 76.14 lakhs (previous year Rs. 81.18 lakhs) for superannuation fund contributions in the Statement of Profit and Loss.

b. Defined benefit plan

I. Gratuity Fund

The Company''s contribution towards its gratuity liability is a defined benefit retirement plan. The Company makes contributions to the trust from time to time which in turn makes contributions to the Employee''s Group Gratuity-cum-Life Assurance scheme of the Life Insurance Corporation of India. The scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to fifteen days salary payable for each completed year of service or part thereof in excess of six months. Vesting occurs upon completion of five years of service.

II. Provident Fund

The Company''s contribution towards provident fund is a defined benefit retirement plan. The Company makes contributions to the trust from time to time which in turn makes contributions in approved securities. The Company is liable for contribution paid/payable under provident fund scheme and any deficiency in interest cost compared to interest computed based on the interest declared by the Central Government under Employee Provident Fund Scheme, 1952 is recognised as defined benefit obligation.

7. Segment Information

a. Business segments:

The company has determined following reporting segments based on the information reviewed by the Chief Operating Decision Maker (CODM).Building products includes manufacturing and trading of roofing products, boards and panels, other building products and accessories. Steel buildings consist of manufacture and erection of pre - engineered and smart steel buildings and its accessories.

b. Geographical segments:

Since the Company''s activities/operations are primarily within the country 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 a above, the accounting policies in relation to segment accounting are as under:

i. Segment revenue and expenses:

Segment revenue and expenses include the respective amounts identifiable to each of the segments. Unallocable items in segment results include income from bank deposits and corporate expenses.

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 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 fixed deposits, advance income tax, borrowings and deferred income tax etc.

The measurement of each segment''s revenues, expenses and assets is consistent with the accounting policies that are used in preparation of the Company''s financial statements.

8. Lease Commitments

Operating lease

The Company has taken properties on cancellable operating leases and has recognised rent of Rs. 465.46 lakhs (previous year Rs. 440.60 lakhs). There are no non-cancellable lease arrangements as at the end of the year.

9. Rights, preferences and restrictions attached to equity shares

The Company has one class of equity shares having a par value of Rs. 10 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

10. Employee Stock Option Scheme

The Company has granted 1,60,000 options (previous year nil options) to the employees during the year ended 31 March, 2018.The exercise price per option shall be the average of the two weeks high and low price of the share preceding the date of grant of options on BSE/NSE or closing price of the Company''s share on that stock exchange on the date prior to the date of grant of options, whichever is less. Options granted shall vest with the grantee after a period of one year from the date of grant. The exercise period of the options is a period of four years after the vesting of the options.

The fair value of stock based awards to employees is calculated through the use of option pricing models, requiring subjective assumptions which greatly affect the calculated values. The said fair value of the options have been calculated using Black-Scholes option pricing model, considering the expected term of the options to be 5 years, an expected dividend yield of 18.00% (previous year 2.00%) on the underlying equity shares, volatility in the share price of 47.51% (previous year 42.16%) and a risk free rate of interest of 7.26% (previous year 7.88%). The Company''s calculations are based on a single option valuation approach, and forfeitures are recognised as they occur. The expected volatility is based on historical volatility of the share price during the year after eliminating the abnormal price fluctuations.

* The management assessed that carrying values approximates their fair value largely due to the short-term maturities of these instruments, hence the same has not been disclosed.

** The management assessed that Carrying Values approximate their fair value due to amortised cost being calculated based on the effective Interest rates, hence the same has not been disclosed.

11. Fair value hierarchy

The fair value of financial instruments as refered to in note 2.51 above have been classified into three categories depending upon the input used in the valuation technique.

The categories used are as follows :

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

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

Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).

12. Capital Management

For the purposes of the Company''s capital management, capital includes issued capital and all other equity reserves. The primary objective of the Company''s capital management is to maximise shareholder value. The Company manages it''s capital structure and makes adjustments in the light of changes in economic environment and the requirements of the financial covenants. The Company take appropriate steps in order to maintain its capital structure. The Company monitors capital using gearing ratio, which is total debt divided by total capital plus debt.

13. Financial risk management objectives and policies

The Company''s principal financial liabilities, other than derivatives, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets include advances, trade and other receivables, and cash and cash equivalents that derive directly from its operations.

The Company''s activities expose it to a variety of financial risks: market risk, credit risk and liquidity risk.

Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises risk of: currency risk and interest rate risk.

The Company is exposed to market risk primarily related to foreign exchange rate risk and interest rate risk. Thus, the Company''s exposure to market risk is a function of borrowing activities, revenue generating and operating activities in foreign currencies.

Foreign exchange risk

The Company regularly evaluates exchange rate exposure arising from the foreign currency transaction.

The Company uses forward contracts and derivative instruments to mitigate foreign exchange related risk exposures. When a forward contract is entered into for the purpose of being a hedge, the Company negotiates the terms of those contracts to match the terms of the hedged exposure. The Company''s exposure to unhedged foreign currency risk as at March 31, 2018 and March 31, 2017 has been disclosed in note 2.34.

For the year ended March 31, 2018, every 5 percentage point depreciation/appreciation in the exchange rate between the Indian rupee and U.S. dollar, would have affected the Company''s profit before tax by Rs. 263.10 Lakhs/ Rs. (263.10) Lakhs respectively.

For the year ended March 31, 2017, every 5 percentage point depreciation/appreciation in the exchange rate between the Indian rupee and U.S. dollar, would have affected the Company''s profit before tax by Rs. 204.81 Lakhs/ Rs. (204.81) Lakhs respectively.

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company exposure to the risk of changes in market interest rates relates primarily to the Companies long-term debt obligations with floating interest rates. The Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings. The Company has Rs. 3,902.65 lakhs (previous year Rs. 3,890.31 lakhs) of term loan carrying a floating interest rate of LIBOR plus 270 bps to LIBOR plus 400 bps and Rs. 1903.84 lakhs (previous year Rs. Nil) of term loans carrying a floating interest rate of MCLR plus 20bps to MCLR minus 20 bps, respectively. These loans expose the Company to risk of changes in interest rates. The remaining loans carry a fixed rate of Interest.

For details of the Company''s short-term and long-term loans and borrowings, including interest rate profiles, refer to note 2.14 of these financial statements.

For the years ended 31 March 2018 and 31 March 2017, every 1% increase or decrease in the floating interest rate component (i.e., LIBOR and MCLR) applicable to its loans and borrowings would affect the Company''s net profit by approximately Rs. 13.07 lakhs and Rs. 3.43 lakhs, respectively.

The Company''s investments in term deposits with banks are for short durations, and therefore do not expose the Company to significant interest rates risk. To optimise the interest cost the company balances the borrowings from commercial paper, working capital loan and non-fund facilities from banks.

Interest rate sensitivity have been calculated assuming the borrowing outstanding at the reporting date have been outstanding for the entire reporting period.

Credit risk

Credit risk arises from the possibility that customers may not be able to settle their obligations as agreed. The Company is exposed to credit risk from its operating activities (primarily trade receivables and deposits) and from foreign exchange transactions.

Trade receivables

To manage the credit risk the company periodically assesses the financial reliability of customers taking into account the financial condition and ageing of accounts receivable.

An impairment analysis is performed for all major customers at each reporting date on an individual basis. The calculation is based on historical data. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets disclosed in note .

Reconciliation of the allowances for credit losses :

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due.

As at 31 March 2018 and 31 March 2017, the Company had unutilised limits from banks of Rs. 16,172.25 lakhs and Rs. 1 1,772.57 lakhs respectively.

14. First time adoption of Ind AS

These financial statements, for the year ended 31 March 2018, are the first the Company has prepared in accordance with Ind AS. For periods up to and including the year ended 31 March 2017, the Company prepared its financial statements in accordance with previous GAAP.

Accordingly, the Company has prepared financial statements which comply with Ind AS applicable for periods ending on or after 31 March 2018, together with the comparative period data as at and for the year ended 31 March 2017, as described in the summary of significant accounting policies. In preparing these financial statements, the Company''s opening statement of financial position was prepared as at 1 April 2016, the Company''s date of transition to Ind AS. This note explains the principal adjustments made by the Company in restating its previous GAAP financial statements, including the statement of financial position as at 1 April 2016 and the financial statements as at and for the year ended 31 March 2017.

I. Exemptions applied

Ind AS 101 allows first-time adopters certain exemptions from the retrospective application of certain requirements under Ind AS. The Company has applied the following exemptions:

a. Property Plant & Equipment

As permitted by IND AS 101, the Company has elected to continue with the carrying values under previous GAAP for all the items of property, plant & equipment. The same selection has been made in respect of Intangibles Assets.

The Company has purchased fixed assets under the ''Export Promotion Capital Goods Schemes''. The same has been considered as Government grants relating to assets and is presented in the financial statements by setting up the grant as deferred income and this has been recognised in profit or loss on a systematic basis over the useful life of the asset.

b. Share-based Payment

Ind AS 102, Share-based Payment has not been applied to equity instruments in share-based payment transactions that vested before 1 April 2016.

c. Investments in Subsidiaries

Ind AS 101 permits a First-time adopter to elect to measure its investments in subsidiaries at fair value of such investments at the Company''s date of transition to Ind AS or Previous GAAP carrying amount at that date and use that as its deemed cost as at the date of transition.

Accordingly, the Company has elected to measure its investments in Everest Building Products, Mauritius at its fair value as at 1st April, 2016 and its investments in Everest Building Solutions Limited at its Previous GAAP carrying value as at 1st April, 2016.

II. Estimates

The estimates at 1 April 2016 and at 31 March 2017 are consistent with those made for the same dates in accordance with previous GAAP (after adjustments to reflect any differences in accounting policies).

15. Adjustment to Statement of Cash flows

There were no material differences between the statement of Cash Flows presented under Ind AS and the Previous GAAP.

16. Notes to the Reconciliations

a. Property, plant & equipment

Under previous GAAP government grant in the form of EPCG licenses was netted off with property, plant & equipment. However under Ind AS Company opt to recognize EPCG licenses as a increase in the cost of property, plant & equipment and treated the same as a deferred income. Deferred income is recognized as income on fulfilment of export obligation. Depreciation on such property, plant and equipment is charged as per the requirement of schedule II.

b. Fair Valuation of Investments

Under the Previous GAAP, investments in Everest Building Products, Mauritius, a subsidiary company, were classified as long-term investments and carried at cost. Under Ind AS, the Company has elected to measure such investments at its fair value as at 1st April, 2016. The resulting fair value adjustment of such investments have been recognised in retained earnings at the date of transition. This decreased investments (non-current) and retained earnings by Rs. 1,035.69 Lakhs as at 31st March, 2017 (1st April, 2016 -Rs. 1,035.69 Lakhs).

c. Financial assets

Under previous GAAP, Long Term Loans & Advances i.e. security deposit paid were recognised on undiscounted basis. Under Ind AS, financial assets in the form of long term interest free deposits to landlords have been accounted at fair value at date of transition and subsequently measured at amortised cost using the effective interest rate method.

d. Trade receivables

Under previous GAAP, the Company has created provision for impairment of receivables consists only in respect of specific amount for incurred losses. Under Ind AS, impairment allowance has been determined based on Expected Credit Loss model (ECL). Due to ECL model, the Company impaired its trade receivable by Rs. 584.00 lakhs on 1 April 2016 which has been eliminated against retained earnings. The impact of Rs. 10.31 lakhs for year ended on 31 March 2017 has been recognized in the statement of profit and loss.

e Share based payments

Under previous GAAP, the Company recognised only the intrinsic value of the options granted as an expense. Ind AS requires the fair value of the share options to be determined using an appropriate pricing model recognised over the vesting period.

f Proposed dividend

Under previous GAAP, proposed dividends including dividend distribution tax are recognised as a liability in the period to which they relate, irrespective of when they are declared. Under Ind AS, a proposed dividend is recognised as a liability when approved by shareholders in annual general meeting. Therefore, the liability of Rs. 926.08 lakhs for the year ended on 31 March 2016 recorded for dividend has been reversed against retained earnings on 1 April 2016 and recognised in the year of approval by shareholder in annual general meeting.

g Borrowings

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

h. Derivative Instruments- Forward contract

Under previous GAAP, premium or discount at the inception of forward exchange contract is amortized and recognized as an expense/ income over the life of the contract. Exchange differences on such contracts are recognized in the statement of profit and loss in the period in which the exchange rate change. Under Ind AS, foreign exchange forward contracts are mark-to-market as at Balance Sheet date and unrealised net gain or loss is recognised in profit and loss statement. Derivative assets and derivative liabilities are presented on gross basis.

i. Revenue from Sales of Goods

Under previous GAAP, the over riding commission given on sales was recognized as an expenses in the statement of profit and loss. However as per Ind AS, over riding commission is through revenue, accordingly company has adjusted revenue by Rs. 1,238.00 lakhs with corresponding decrease in miscellaneous expenses within other expenses.

j. Excise Duty

Under previous GAAP, sale of goods was presented as net of excise duty. However, under Ind AS, sale of goods includes excise duty. Excise duty on sale of goods is separately presented on the face of statement of profit and loss. Thus sale of goods under Ind AS has increased by Rs. 8060.68 lakhs.

k. Defined benefit liabilities

Both under previous GAAP and Ind AS, the Company recognised costs related to its post-employment defined benefit plan on an actuarial basis. Under Indian GAAP, the entire cost, including actuarial gains and losses, are charged to profit or loss. Under Ind AS, remeasurements comprising of actuarial gains and losses, are recognised immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI. Thus the employee benefit cost is reduced and Remeasurement gains/ losses on defined benefit plans has been recognized in the OCI net of tax.

2.62 As per Orissa Industrial Policy 2007, the Company is eligible for State Government incentives in the form of reimbursement of 75% of Value added tax (VAT) paid after adjusting input tax rebate on VAT/ CST.

Post GST implementation effective July 1, 2017, the VAT / CST Acts have been repealed but as the aforesaid Scheme has not been withdrawn by the Orissa Government, the benefits therein continue. Further, the State Government has assured the Company that a notification on revised criteria for the calculation of incentive under GST regime shall be announced soon and the incentive under GST regime should be more or less at par with incentives under VAT regime. Accordingly, the Company has accrued the incentives amounting to Rs. 134.74 lakhs in these financial statements post GST implementation.

17. The subsidiary Company under which the proposed fibre cement board project in UAE was being set up, has since decided not to pursue the project. Accordingly, the investment has been carried at the estimated realisable value and an impairment provision of Rs. 165 Lakhs has been recorded as an exceptional item. The subsidiary Company has also reduced its share capital and repatriated investments of Rs. 1522.06 Lakhs to the Company.

18. Previous Year''s figures have been regrouped/reclassified, wherever necessary, to confirm to the classification of current year.


Mar 31, 2017

ii. Commitments

a. Estimated amount of contracts to be executed on capital account - Rs.74.27 lakhs (net of advances - Rs. 42.93 lakhs), [previous year - Rs. 134.48 lakhs (net of advances Rs. 234.78 lakhs)].

b. Export Obligation: The Company has purchased fixed assets under the ''Export Promotion Capital Goods Schemes''. As per the terms of the license granted under the scheme, the Company had undertaken to achieve an export commitment of Rs. 1,050.85 lakhs (previous year Rs. 3,957.11 lakhs) over a period of 6-8 years.

The Company would be liable to pay customs duty of Rs. 140.35 lakhs (previous year Rs. 529.16 lakhs) and interest on the same in the event of non-fulfillment of the balance export obligation. During the current year, the Company has satisfied its export obligations of Rs. 3,359.17 lakhs (previous year Rs. 3,937.23 lakhs). The Company does not expect any liability to arise based on its export performance.

c. The Company has other commitments, for purchases/sales orders which are issued after considering requirements per operating cycle for purchase/sale of goods and services, in normal course of business.

d. The Company did not have any long term commitments/contracts including derivative contracts for which there will be any material foreseeable losses.

1. Disclosure of Retirement Benefits under Accounting Standard ''AS15-Employee Benefits''

a. Defined contribution plan

The company makes superannuation fund contribution to defined contribution retirement plans for covered employees. The Company''s contribution towards superannuation fund is deposited in trust. The Company has no obligation, other than the contribution payable to the superannuation fund. The Company recognized Rs. 81.18 lakhs (previous year Rs. 85.15 lakhs) for superannuation fund contributions in the Statement of Profit and Loss.

b. Defined benefit plan

I. Gratuity Fund

The Company''s contribution towards its gratuity liability is a defined benefit retirement plan. The Company makes contributions to the trust from time to time which in turn makes contributions to the Employee''s Group Gratuity-cum-Life Assurance scheme of the Life Insurance Corporation of India. The scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to fifteen days salary payable for each completed year of service or part thereof in excess of six months. Vesting occurs upon completion of five years of service.

The present value of the defined benefit obligation and the related current service cost were measured using the Projected Unit Credit Method with actuarial valuations being carried out at each balance sheet date.

The following tables set out the funded status of the gratuity plan and amounts recognised in the Company''s financial statements as at 31st March, 2017:

The planned assets of the Company are managed by the Life Insurance Corporation of India in terms of an insurance policy taken to fund obligations of the Company with respect to its gratuity plan. Information on categories of plan assets as at 31 March, 2017 has not been provided by the Life Insurance Corporation of India.

II. Provident Fund

The Company''s contribution towards provident fund is a defined benefit retirement plan. The Company makes contributions to the trust from time to time which in turn makes contributions in approved securities. The Company is liable for contribution paid/payable under provident fund scheme and any deficiency in interest cost compared to interest computed based on the interest declared by the Central Government under Employee Provident Fund Scheme, 1952 is recognized as defined benefit obligation.

The present value of the defined benefit obligation and the related current service cost were measured using the Projected Unit Credit Method with actuarial valuations being carried out at each balance sheet date.

2. Segment Information

a. Business segments:

Based on the guiding principles given in Accounting Standard AS-17 "Segment Reporting”, the Company''s business segments include ''Building products'' and ''Steel buildings''.

Building products includes manufacturing and trading of roofing products, boards and panels, other building products and accessories.

Steel buildings consist of manufacture and erection of pre - engineered and smart steel buildings and its accessories.

b. Geographical segments:

Since the Company''s activities/operations are primarily within the country 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 a above, the accounting policies in relation to segment accounting are as under:

i. Segment revenue and expenses:

Segment revenue and expenses include the respective amounts identifiable to each of the segments. Unallocable items in segment results include income from bank deposits and corporate expenses.

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 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 fixed deposits, advance income tax, borrowings and deferred income tax etc.

3. Lease Commitments

Operating lease

The Company has taken properties on cancellable operating leases and has recognized rent of Rs. 435.70 lakhs (previous year Rs. 611.34 lakhs). There are no non-cancellable lease arrangements as at the end of the year.

4. Rights, preferences and restrictions attached to equity shares

The Company has one class of equity shares having a par value of Rs.10 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

5. Employee Stock Option Scheme

The Company has granted Nil options (previous year 170,000 options) to the employees during the year ended 31 March, 2017. The exercise price per option shall be the average of the two weeks high and low price of the share preceding the date of grant of options on BSE/NSE or closing price of the Company''s share on that stock exchange on the date prior to the date of grant of options, whichever is less. Options granted shall vest with the grantee after a period of one year from the date of grant. The exercise period of the options is a period of four years after the vesting of the options.

Previous year figures are in italics.

The Company has accounted the above options using the intrinsic value method at the exercise price from time to time and there is no stock compensation expense under the intrinsic value method for the options granted.

The Guidance Note issued by the Institute of Chartered Accountants of India requires the disclosure of pro forma net results and EPS both basic and diluted, had the Company adopted the fair value method. Had the Company accounted the option under fair value method, amortizing the stock compensation expense thereon over the vesting period, the reported profit for the year ended 31 March, 2017 would have been lower by Rs. 162.79 lakhs (previous year Rs. 195.35 lakhs) and the basic and diluted EPS would have been revised to Rs. 0.54 (previous year Rs. 21.72) and Rs. 0.54 (previous year Rs. 21.72) respectively. The fair value of stock based awards to employees is calculated through the use of option pricing models, requiring subjective assumptions which greatly affect the calculated values. The said fair value of the options have been calculated using Black-Scholes option pricing model, considering the expected term of the options to be 5 years, an expected dividend yield of 2.00% (previous year 2.00%) on the underlying equity shares, volatility in the share price of 42.16% (previous year 42.16%) and a risk free rate of interest of 7.88% (previous year 7.88%). The Company''s calculations are based on a single option valuation approach, and forfeitures are recognized as they occur. The expected volatility is based on historical volatility of the share price during the year after eliminating the abnormal price fluctuations.

6. Pursuant to the notification no. G.S.R 308 (E) the Ministry of Corporate Affairs has amended the division I and division II of the Schedule III and as per the amendment, each company needs to disclose the details of Specified Bank Notes (SBNs) held and transacted during the period from 8 November 2016 to 30 December 2016. The disclosure is as under:

Post demonetization, the management had directed to all employees not to accept/pay using SBNs. The Company had compiled the date on the basis of the accounting records, bank statements and pay-in-slips for cash deposits during the period.

Had the company continued with creation of provision for proposed dividend, its surplus in the statement of profit and loss account would have been lower by Rs. 185.63 lakhs and current provision would have been higher by Rs. 185.63 lakhs including dividend distribution tax of Rs. 31.40 lakhs

7. There were no amounts which were required to be transferred to the Investor and Protection Fund by the Company.

8. Previous year figures have been recast/ regrouped wherever necessary to conform to the current years'' presentation.


Mar 31, 2016

1. Disclosure of Retirement Benefits under Accounting Standard ''AS15-Employee Benefits''

a. Defined contribution plan

The Company makes provident fund and superannuation fund contributions to defined contribution retirement benefit plans for covered employees. The Company''s contributions towards provident fund and superannuation fund are deposited in respective trusts. The Company is generally liable for contributions paid/ payable under Provident Fund scheme and any deficiency in interest cost compared to interest computed based on the rate of interest declared by the Central Government under the Employees'' Provident Fund Scheme, 1952 and recognizes, if any, as an expense in the year it is determined.

As of 31 March, 2016, the fair value of the assets of the fund and the accumulated members'' corpus is Rs. 6,899.12 lakhs (previous year Rs. 5,780.25 lakhs) and Rs. 6,643.21 lakhs (previous year Rs. 5,599.39 lakhs) respectively. In accordance with an actuarial valuation, there is no deficiency in the interest cost as the present value of the expected future earnings on the fund is greater than the expected amount to be credited to the individual members based on the expected guaranteed rate of interest of 8.75%. The actuarial assumptions include discount rate of 7.80% and an average expected future period of 10 years.

The Company recognized Rs. 370.23 lakhs (previous year Rs. 361.08 lakhs) for provident fund contributions and Rs. 85.15 lakhs (previous year Rs. 89.69 lakhs) for superannuation fund contributions in the Statement of Profit and Loss. The contribution payable to the plan by the Company is at the rate specified in rules to the scheme.

b. Defined benefit plan

The Company''s contribution towards its gratuity liability is a defined benefit retirement plan. The Company makes contributions to the trust from time to time which in turn makes contributions to the Employee''s Group Gratuity-cum-Life Assurance scheme of the Life Insurance Corporation of India. The scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to fifteen days salary payable for each completed year of service or part thereof in excess of six months. Vesting occurs upon completion of five years of service.

The present value of the defined benefit obligation and the related current service cost were measured using the Projected Unit Credit Method with actuarial valuations being carried out at each balance sheet date.

c. The following tables set out the funded status of the gratuity plan and amounts recognized in the Company''s financial statements as at 31 March, 2016:

2. Managerial Remuneration

Managerial remuneration forming part of employee benefit expenses for the year ended 31 March, 2014 had exceeded the limits specified in the Companies Act, 1956. The Company had filed applications with the Central Government for requisite approvals. Pending receipt of approvals a sum of Rs. 44.46 lakhs which was payable to Key management personnel was reversed during the year ended 31 March, 2015. The same has been charged to employee benefit expenses during the current year on receipt of necessary approvals from the Central Government.

3. Related Party Disclosures

a. List of related parties

i. Enterprise exercising significant influence

- M/s Falak Investment Private Limited

ii. Subsidiary companies

- M/s Everest Building Products, Mauritius (with effect from 9 September, 2013)

- Everest Building Solutions Limited (with effect from 1 August, 2015)

- Everest FZE, United Arab Emirates (UAE) (with effect from 18 December, 2013) - subsidiary of Everest Building Products

- Everest Building Products LLC, United Arab Emirates (UAE)* (with effect from 7 December, 2014) - subsidiary of Everest Building Products

iii. Key management personnel

- Mr. Aditya Vikram Somani, Chairman

- Mr. Manish Sanghi, Managing Director

- Mr. Y. Srinivasa Rao, Executive Director

- Has not commenced operations

4 Segment Information

a. Business segments:

Based on the guiding principles given in Accounting Standard AS-17 "Segment Reporting", the Company''s business segments include ''Building products'' and ''Steel buildings''.

Building products includes manufacturing and trading of roofing products, boards and panels, other building products and accessories.

Steel buildings consist of manufacture and erection of pre - engineered and smart steel buildings and its accessories.

b. Geographical segments:

Since the Company''s activities/operations are primarily within the country 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 a above, the accounting policies in relation to segment accounting are as under:

i. Segment revenue and expenses:

Segment revenue and expenses include the respective amounts identifiable to each of the segments. Unallowable items in segment results include income from bank deposits and corporate expenses.

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 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 fixed deposits, advance income tax, borrowings and deferred income tax etc.

5. Rights, preferences and restrictions attached to equity shares

The Company has one class of equity shares having a par value of Rs. 10 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

6 Employee Stock Option Scheme

The Company has granted 170,000 options (previous year 140,000 options) to the employees during the year ended 31 March, 2016.The exercise price per option shall be the average of the two weeks high and low price of the share preceding the date of grant of options on BSE/NSE or closing price of the Company''s share on that stock exchange on the date prior to the date of grant of options, whichever is less. Options granted shall vest with the grantee after a period of one year from the date of grant. The exercise period of the options is a period of four years after the vesting of the options.

7 As per information available with the Company, none of its creditors comprises micro, small and medium enterprises as defined under the MSMED Act, 2006 which comprise amounts outstanding for more than 45 days as at the Balance Sheet date. Based on the information available with the Company, the balance due to micro and small enterprises as defined under the MSMED Act, 2006 in the current year is Rs. Nil (Previous year Rs. Nil) and no interest during the year has been paid or is payable under the terms of the MSMED Act, 2006.

8. Consequent to the enactment of the Companies Act, 2013 and its applicability for accounting periods commencing on or after 1 April,

2014 during the previous year the Company had computed depreciation with reference to the useful life of assets recommended in Schedule II to the Act. The depreciation for the previous year was lower by Rs. 542.51 lakhs consequent to the change in the useful life of the assets. Further, depreciation related to the assets having written down value of Rs. 215.25 lakhs as on 1 April, 2014, whose useful life had expired, had been adjusted from the general reserves amounting to Rs. 142.09 lakhs (net of deferred tax credit of Rs. 73.16 lacs).

9. There were no amounts which were required to be transferred to the Investor and Protection Fund by the Company.

10. Previous year figures have been recast/ regrouped wherever necessary to conform to the current years'' presentation.


Mar 31, 2015

1 Corporate information

Everest Industries Limited ('the Company') is engaged in manufacturing and trading of building products like roofing products, boards and panels, other building products and accessories and manufacturing and erection of pre-engineered steel buildings and related accessories.

2 Contingent Liabilities and Commitments

(i) Contingent liabilities

Claims against the Company not acknowledged as liabilities in respect of::

(Rs. in lacs) i. sales tax matters 2,130.36 2,192.81

ii. customs, excise and service tax matters 3,111.59 2,882.05

iii. Income Tax matters 7,585.44 7,919.37

Total 12,827.39 12,994.23

iv. Advance paid / adjusted by Income tax authorities against above 5,850.69 4,579.53

(ii) Commitments

a) Estimated amount of contracts to be executed on capital account - Rs. 325.98 lakhs (net of advances - Rs. 434.18 lakhs), [previous year -Rs. 1,994.88 lakhs (net of advances Rs. 645.57 lakhs)].

b) Export Obligation: The Company has purchased fixed assets under the 'Export Promotion Capital Goods Schemes'. As per the terms of the license granted under the scheme, the Company has undertaken to achieve an export commitment of Rs. 7,894.34 lakhs (previous year Rs. 7,678.39 lakhs) over a period of 6-8 years.

The Company would be liable to pay customs duty of Rs. 1,021.31 lakhs (previous year Rs. 985.32 lakhs) and interest on the same in the event of non-fulfillment of the balance export obligation. The Company is in the process of filing of satisfaction of its export obligations of Rs. 1,458.86 lakhs. However the Company does not expect any liability to arise based on its export performance.

3 Disclosure of Retirement Benefits under Accounting Standard 'AS15-Employee Benefits'

a. Defined contribution plan

The Company makes provident fund and superannuation fund contributions to defined contribution retirement benefit plans for covered employees. The Company's contributions towards provident fund and superannuation fund are deposited in respective trusts. the company is generally liable for contributions paid/ payable under provident Fund scheme and any deficiency in interest cost compared to interest computed based on the rate of interest declared by the central Government under the Employees' provident Fund scheme, 1952 and recognises, if any, as an expense in the year it is determined.

As of 31 March, 2015, the fair value of the assets of the fund and the accumulated members' corpus is Rs. 5,780.25 lakhs and Rs. 5,599.39 lakhs respectively. In accordance with an actuarial valuation, there is no deficiency in the interest cost as the present value of the expected future earnings on the fund is greater than the expected amount to be credited to the individual members based on the expected guaranteed rate of interest of 8.75%. the actuarial assumptions include discount rate of 7.80% and an average expected future period of 10 years.

the company recognised 361.08 lakhs (previous year Rs. 332.39 lakhs) for provident fund contributions and Rs. 89.69 lakhs (previous year Rs. 90.37 lakhs) for superannuation fund contributions in the statement of profit and Loss. the contribution payable to the plan by the company is at the rate specified in rules to the scheme.

b. Defined benefit plan

the company's contribution towards its gratuity liability is a defined benefit retirement plan. the company makes contributions to the trust from time to time which in turn makes contributions to the Employee's group gratuity-cum-Life assurance scheme of the Life Insurance corporation of India. the scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to fifteen days salary payable for each completed year of service or part thereof in excess of six months. vesting occurs upon completion of five years of service.

the present value of the defined benefit obligation and the related current service cost were measured using the projected unit credit method with actuarial valuations being carried out at each balance sheet date.

4 Managerial Remuneration

Managerial remuneration forming part of employee benefits expenses for the year ended 31 March, 2014 had exceeded the limits specified in the companies Act, 1956. The company had filed applications with the central Government for requisite approvals.

The company has reversed/ adjusted managerial remuneration amounting to Rs. 128.46 lakhs during the current year to the extent approvals had not been received from the central Government..

5 Related Party Disclosures

a. List of related parties

i. Enterprise exercising significant influence

* M/s Falak Investment Private Limited

ii. subsidiary companies

* M/s Everest Building Products, Mauritius(with effect from 9 September, 2013)

* M/s Everestind FZE, United Arab Emirates(UAE)* (with effect from 18 December, 2013) -subsidiary of Everest Building products

* M/s Everest Building Products LLC , United Arab Emirates (UAE)* (with effect from 7 December, 2014) -subsidiary of Everest Building products

ii. Associate company

* M/s Everest Building Solutions Limited(upto 23 March, 2014)

iii. Key management personnel

* Mr. Aditya Vikram Somani, Chairman

* Mr. Manish Sanghi, Managing Director

* Mr. Y. Srinivasa Rao, Executive Director

* Has not commenced operations

6 Segment Information

a. Business segments:

Based on the guiding principles given in Accounting Standard AS-17 "Segment Reporting", the Company's business segments include 'Building products' and 'Steel buildings'.

Building products includes manufacturing and trading of roofing products, boards and panels, other building products and accessories.

Steel buildings consist of manufacture and erection of pre - engineered and smart steel buildings and its accessories.

b. Geographical segments:

Since the Company's activities/ operations are primarily within the country 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 a above, the accounting policies in relation to segment accounting are as under:

i. Segment revenue and expenses:

Segment revenue and expenses include the respective amounts identifiable to each of the segments. Unallocable items in segment results include income from bank deposits and corporate expenses.

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 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 fixed deposits, advance income tax, borrowings and deferred income tax etc.

7 Lease Commitments

Operating lease

The Company has taken properties on cancellable operating leases and has recognised rent of Rs. 649.06 lakhs (previous year Rs. 587.92 lakhs). there are no non-cancellable lease arrangements as at the end of the year.

8 Rights, preferences and restrictions attached to equity shares

The Company has one class of equity shares having a par value of Rs. 10 per share. Each shareholder is eligible for one vote per share held. the dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the company after distribution of all preferential amounts, in proportion to their shareholding.

The Company has accounted the above options using the intrinsic value method at the exercise price from time to time and there is no stock compensation expense under the intrinsic value method for the options granted.

the Guidance Note issued by the Institute of chartered Accountants of India requires the disclosure of pro forma net results and Eps both basic and diluted, had the company adopted the fair value method. Had the company accounted the option under fair value method, amortising the stock compensation expense thereon over the vesting period, the reported profit for the year ended 31 March, 2015 would have been lower by Rs. 40.55 lakhs (previous year Rs. 124.76 lakhs) and the basic and diluted Eps would have been revised to Rs. 22.18 (previous year Rs. 5.20) and Rs. 22.18 (previous year Rs.5.20) respectively. The fair value of stock based awards to employees is calculated through the use of option pricing models, requiring subjective assumptions which greatly affect the calculated values. the said fair value of the options have been calculated using Black-scholes option pricing model, considering the expected term of the options to be 5 years, an expected dividend yield of 0.75% (previous year Nil) on the underlying equity shares,volatility in the share price of 41.72% (previous year nil) and a risk free rateof interest of 7.72% (previous year nil). the company's calculations are based on a single option valuation approach, and forfeitures are recognised as they occur.the expected volatility is based on historical volatility of the share price during the year after eliminating the abnormal price fluctuations.

9 As per information available with the company, none of its creditors comprises micro, small and medium enterprises as defined under the MsMED act, 2006 which comprise amounts outstanding for more than 45 days as at the Balance sheet date. Based on the information available with the company, the balance due to micro and small enterprises as defined under the MsMED act, 2006 in the current year is Rs. nil (previous year nil) and no interest during the year has been paid or is payable under the terms of the MsMED act, 2006.

10 consequent to the enactment of the companies act, 2013 and its applicability for accounting periods commencing on or after 1 april, 2014 the company has computed depreciation with reference to the useful life of assets recommended in schedule II to the act. the depreciation for the year is lower by Rs. 542.51 lakhs consequent to the change in the useful life of the assets. Further, depreciation related to the assets having written down value of Rs. 215.25 lakhs as on 1 april, 2014, whose useful life had expired, has been adjusted from the general reserves amounting to Rs. 142.09 lakhs (net of deferred tax credit of Rs. 73.16 lacs).

11 previous year figures have been recast/ regrouped wherever necessary to conform to the current years' presentation.


Mar 31, 2013

NOTE 1.1

Corporate information

Everest Industries Limited (‘the Company'') is engaged in manufacturing and trading of products like roofing products, ceilings, walls, flooring, cladding, doors, pre- engineered steel buildings and other building products and accessories thereof.

2.1 Contingent Liabilities

a) Claims against the Company not acknowledged as liabilities in respect of:

(Rs. in lacs)

As at As at

Particulars 31.03.2013 31.03.2012

i. Sales tax matters 4,475.92 4,238.61

ii. Customs, excise and service tax matters 2,816.27 206.20

iii. Income Tax matters 6,523.48 6,972.74

Total 13,815.67 11,417.55

iv. Advance paid / adjusted by Income Tax authorities against above 3,375.15 3,547.02

b) Guarantees aggregating to Rs. 2,540.76 lacs (previous year Rs. 1,751.62 lacs) issued by banks have been secured by a first pari-passu charge on the entire current assets, present and future, including receivables of the Company and second pari-passu charge on all fixed assets, land and buildings present and future, except land and building situated at Kolkata.

c) Estimated amount of contracts to be executed on capital account – Rs. 1,598.18 lacs (net of advances – Rs. 773.18 lacs), [previous year – Rs. 1,142.54 lacs (net of advances Rs. 969.55 lacs)].

d) Export Obligation: The Company has purchased fixed assets under the ‘Export Promotion Capital Goods Scheme''. As per the terms of the license granted under the scheme, the Company had undertaken to achieve an export commitment of Rs. 7,518.69 lacs (Previous year Rs. 9,950.22 lacs) over a period of 8 years.

The Company has filed for satisfaction of its export obligations of Rs. Nil lacs (Previous year Rs. 3,122.99 lacs) during the year ended 31 March, 2013, the balance export obligation as at the year end being Rs. 7,518.69 lacs (Previous year Rs. 6,827.23 lacs). The Company would be liable to pay customs duty of Rs. 939.84 lacs (Previous year Rs. 853.40 lacs) and interest on the same in the event of non-fulfillment of the balance export obligation. However the Company does not expect any liability to arise based on its export performance.

2.2 Disclosure of Retirement Benefits under Accounting Standard ‘AS15-Employee Benefits''

a. Defined contribution plan

The Company''s contributions of Rs. 294.74 lacs (previous year Rs. 285.62 lacs) towards provident fund and Rs. 97.48 lacs (previous year Rs. 100.29 lacs) towards superannuation fund are charged to Statement of Profit and Loss. The contributions payable to the plan by the Company are at rates specified in rules to the schemes.

b. Defined benefit plan

The Company''s contribution towards its gratuity liability is a defined benefit retirement plan. The Company makes contributions to the trust from time to time which in turn makes contributions to the Employee''s Group Gratuity-cum-Life Assurance scheme of the Life Insurance Corporation of India. The scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to fifteen days salary payable for each completed year of service or part thereof in excess of six months. Vesting occurs upon completion of five years of service.

The present value of the defined benefit obligation and the related current service cost were measured using the Projected Unit Credit Method with actuarial valuations being carried out at each balance sheet date.

c. The following tables set out the funded status of the gratuity plan and amounts recognised in the Company''s financial statements as at 31 March, 2013:

2.3 Current tax is net of excess provision of earlier years written back Rs. Nil (previous year Rs. 20.97 lacs).

2.4 Related Party Disclosures a. List of related parties

i. Enterprise exercising significant influence

- M/s Falak Investment Private Limited (with effect from 10 May, 2011)

- M/s Everest Finvest (India) Private Limited (till 9 May, 2011)

ii. Associate company*

- M/s Everest Building Solutions Limited

iii. Key management personnel

- Mr. Aditya Vikram Somani, Chairman

- Mr. Manish Sanghi, Managing Director

- Mr. Y Srinivasa Rao, Executive Director (Operations)

*Has not commenced operations

2.5 Segment Information

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 ‘Building products'' and ‘Steel buildings''.

Building products include roofing, ceiling, wall, floor solutions and its accessories.

Steel buildings consists of manufacture and supply of pre – engineered and smart steel buildings and its accessories.

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

i. Segment revenue and expenses:

Segment revenue and expenses include the respective amounts identifiable to each of the segments. Unallocable items in segment results include income from bank deposits and corporate level expenses.

ii. 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. Segments assets and liabilities do not include deferred income taxes.

2.6 Lease Commitments

Operating lease

The Company has taken property on cancellable and non-cancellable operating leases and has recognised rent of Rs. 576.16 lacs (previous year Rs. 562.23 lacs). The total of future minimum lease payments under non-cancellable operating lease are set out as below:

2.7 Changes in Foreign Exchange Rates

During the previous years, the Company had changed its policy on accounting for fluctuation on foreign exchange based on notification F.No.17/33/2008/CL-V dated 31 March, 2009 and subsequent amendments thereto, issued by the Ministry of Corporate Affairs, which was effective 7 December 2006, allowing capitalisation of exchange differences arising on revaluation of long term foreign currency monetary items (like ECB) pertaining to depreciable capital assets to the cost of fixed assets and deferment of similar exchange fluctuation in "Foreign Currency Monetary Item Translation Difference Account" (FCMITDA) where it does not relate to acquisition of fixed assets. In accordance with the said notification, the Company has during the current year capitalised Rs. 122.52 lacs (previous year Rs. 394.16 lacs) to the cost of fixed assets. The aforesaid amounts so capitalised are being depreciated over the remaining useful life of the fixed assets.

2.8 Employee Stock Option Scheme

The Company has granted 160,945 options (previous year 150,720 options) during the year ended 31 March, 2013. The exercise price per option shall be the average of the two weeks high and low price of the share preceding the date of grant of options on BSE/NSE or closing price of the Company''s share on that stock exchange on the date prior to the date of grant of options, whichever is less. Options granted shall vest with the grantee after a period of one year from the date of grant. The exercise period of the options is a period of four years after the vesting of the options.

The Company has accounted the above options using the intrinsic value method. As noted by the Remuneration Committee, the exercise price has been determined at Rs. 268 and thus there is no stock compensation expense under the intrinsic value method for the options granted.

The Guidance Note issued by the Institute of Chartered Accountants of India requires the disclosure of pro forma net results and EPS both basic and diluted, had the Company adopted the fair value method. Had the Company accounted the option under fair value method, amortising the stock compensation expense thereon over the vesting period, the reported profit for the year ended 31 March, 2013 would have been lower by Rs. 88.83 lacs (previous year Rs. 88.89 lacs) and the basic and diluted EPS would have been revised to Rs. 34.11 (previous year Rs. 34.37) and Rs. 34.11 (previous year Rs. 34.37) respectively. The fair value of stock based awards to employees is calculated through the use of option pricing models, requiring subjective assumptions which greatly affect the calculated values. The said fair value of the options have been calculated using Black-Scholes option pricing model, considering the expected term of the options to be 5 years, an expected dividend yield of 2.60% (previous year 3.42%) on the underlying equity shares, volatility in the share price of 35.32% (previous year 40.22%) and a risk free rate of interest of 7.91% (previous year 8.13%). The Company''s calculations are based on a single option valuation approach, and forfeitures are recognised as they occur. The expected volatility is based on historical volatility of the share price during the year after eliminating the abnormal price fluctuations.

2.9 As per information available with the Company, none of its creditors comprises micro, small and medium enterprises as defined under the MSMED Act, 2006 which comprise amounts outstanding for more than 45 days as at the Balance Sheet date. Based on the information available with the Company, the balance due to micro and small enterprises as defined under the MSMED Act, 2006 in the current year is Rs. Nil (Previous year Nil) and no interest during the year has been paid or is payable under the terms of the MSMED Act, 2006.

2.10 Previous year figures have been recast / regrouped wherever necessary to conform to the current years'' presentation.


Mar 31, 2012

1.1 Contingent Liabilities

a) Claims against the Company not acknowledged as liabilities in respect of:

Particulars As at As at

31.03.2012 31.03.2011 (Rs. /Lakhs) (Rs. /Lakhs)

i. Sales tax matters 4,238.61 4,244.18

ii. Customs, excise and service tax matters 206.20 173.99

iii. Income Tax matters 6,972.74 2,236.61

Total 11,417.55 6,654.78

iv. Advance paid against above 3,547.02 2,129.71

b) Guarantees aggregating to Rs. 1,751.62 lakhs (previous year Rs. 1,814.91 lakhs) issued by banks have been secured by a first pari-passu charge on the entire current assets, present and future, including receivables of the Company and second pari-passu charge on all fixed assets, land and buildings present and future, except land and building situated at Kolkata.

c) Estimated amount of contracts to be executed on capital account - Rs. 1,142.54 lakhs (net of advances - Rs. 969.55 lakhs), [previous year - Rs. 424.26 lakhs (net of advances Rs. 342.40 lakhs)].

d) Export Obligation: The Company has purchased fixed assets under the 'Export Promotion Capital Goods Scheme'. As per the terms of the license granted under the scheme, the Company had undertaken to achieve an export commitment of Rs. 9,950.22 lakhs (Previous year Rs. 9,550.81 lakhs) over a period of 8 years.

The Company has filed for satisfaction of its export obligations of Rs. 3,122.99 lakhs (Previous year Rs. Nil) till 31 March, 2012, the balance export obligation being Rs. 6,827.23 lakhs (Previous year Rs. 9,550.81 lakhs). The Company would be liable to pay customs duty of Rs. 853.40 lakhs (Previous year Rs. 1,193.85 lakhs) and interest on the same in the event of non-fulfillment of the balance export obligation. However the Company does not expect any liability to arise based on its export performance.

1.2 Disclosure of Retirement Benefits under Accounting Standard 'AS15-Employee Benefits'

a. Defined contribution plan

The Company's contributions of Rs. 285.62 lakhs (previous year Rs. 266.94 lakhs) towards provident fund and Rs. 100.29 lakhs (previous year Rs. 102.05 lakhs) towards superannuation fund are charged to Statement of Profit and Loss. The contributions payable to the plan by the Company are at rates specified in rules to the schemes.

b. Defined benefit plan

The Company's contribution towards its gratuity liability is a defined benefit retirement plan. The Company makes contributions to the trust from time to time which in turn makes contributions to the Employee's Group Gratuity-cum-Life Assurance scheme of the Life Insurance Corporation of India. The scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to fifteen days salary payable for each completed year of service or part thereof in excess of six months. Vesting occurs upon completion of five years of service.

The present value of the defined benefit obligation and the related current service cost were measured using the Projected Unit Credit Method with actuarial valuations being carried out at each balance sheet date.

The planned assets of the Company are managed by the Life Insurance Corporation of India in terms of an insurance policy taken to fund obligations of the Company with respect to its gratuity plan. Information on categories of plan assets as at 31 March, 2012 has not been provided by the Life Insurance Corporation of India.

1.3 Current tax is net of excess provision of earlier years written back Rs. 20.97 lakhs (previous year Rs. 86.20 lakhs).

1.4 Proposed dividend includes Nil (previous year Rs. 7.85 lakhs) pertaining to the previous year. Tax on distributed profits includes Nil (previous year Rs. 1.30 lakhs) pertaining to the previous year and is net of Nil (previous year Rs. 2.56 lakhs) reversed during the year.

1.5 Related Party Disclosures

a. List of related parties

i. Enterprise exercising significant influence

- M/s Falak Investment Private Limited (with effect from 10 May, 2011)

- M/s Everest Finvest (India) Private Limited (with effect from 26 March, 2010 till 9 May, 2011)

ii. Subsidiary company

- M/s Everest Building Solutions Limited (till 13 April, 2010)

iii. Associate company *

- M/s Everest Building Solutions Limited (with effect from 14 April, 2010)

iv. Key management personnel

- Mr. Aditya Vikram Somani, Chairman with effect from 21 June, 2010

- Mr. Manish Sanghi (COO and Director till 30 September, 2010), Managing Director with effect from 1 October, 2010

- Mr. M.L. Gupta (Managing Director till 30 September, 2010)

- Mr. Y. Srinivasa Rao, Executive Director (Operations)

1.6 Segment Information

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 'Building products' and 'Steel buildings'.

Building products include roofing, ceiling, wall, floor solutions and its accessories.

Steel buildings consists of manufacture and supply of pre - engineered and smart steel buildings and its accessories.

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

i. Segment revenue and expenses:

Segment revenue and expenses include the respective amounts identifiable to each of the segments. Unallowable items in segment results include income from bank deposits and corporate level expenses.

ii. 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. Segments assets and liabilities do not include deferred income taxes.

1.7 Changes in Foreign Exchange Rates During the previous years, the Company had changed its policy on accounting for fluctuation on foreign exchange based on notification F.No.17/33/2008/CL-V dated 31 March, 2009 and subsequent amendments thereto, issued by the Ministry of Corporate Affairs, which was effective 7 December 2006, allowing capitalization of exchange differences arising on revaluation of long term foreign currency monetary items (like ECB) pertaining to depreciable capital assets to the cost of fixed assets and deferment of similar exchange fluctuation in 'Foreign Currency Monetary Item Translation Difference Account' (FCMITDA) where it does not relate to acquisition of fixed assets. In accordance with the said notification, the Company has during the current year capitalized Rs. 394.16 lakhs (previous year decapitalised Rs. 10.29 lakhs) to the cost of fixed assets. The aforesaid amounts so capitalized are being depreciated over the remaining useful life of the fixed assets.

1.8 Share Application Money Pending Allotment

As at 31 March, 2011, the Company had received an amount of Rs. 3.90 lakhs. The share application money had been received pursuant to an invitation to offer shares under various Employee Stock Option Schemes of the Company. The Company had sufficient authorized capital to cover the allotment and 5,196 equity shares at a premium aggregating to Rs. 3.38 lakhs were issued during the current year. The share application money pending allotment as at 31 March, 2012 was Rs. Nil.

1.9 Employee Stock Option Scheme

The Company has granted 150,720 options (previous year 147,705 options) during the year ended 31 March, 2012. The exercise price per option shall be the average of the two weeks high and low price of the share preceding the date of grant of options on BSE/NSE or closing price of the Company's share on that stock exchange on the date prior to the date of grant of options, whichever is less. Options granted shall vest with the grantee after a period of one year from the date of grant. The exercise period of the options is a period of four years after the vesting of the options.

Previous year figures are in italics.

The Company has accounted the above options using the intrinsic value method. As noted by the Remuneration Committee, the exercise price has been determined at Rs. 126 and thus there is no stock compensation expense under the intrinsic value method for the options granted. The Guidance Note issued by the Institute of Chartered Accountants of India requires the disclosure of pro forma net results and EPS both basic and diluted, had the Company adopted the fair value method. Had the Company accounted the option under fair value method, a mortising the stock compensation expense thereon over the vesting period, the reported profit for the year ended March 31, 2012 would have been lower by Rs. 88.89 lakhs (previous year Rs. 81.99 lakhs) and the basic and diluted EPS would have been revised to Rs. 34.37 (previous year Rs. 26.55) and Rs. 34.37 (previous year Rs. 26.55) respectively. The fair value of stock based awards to employees is calculated through the use of option pricing models, requiring subjective assumptions which greatly affect the calculated values. The said fair value of the options have been calculated using Black-Scholes option pricing model, considering the expected term of the options to be 5 years, an expected dividend yield of 3.42% (previous year 2.60%) on the underlying equity shares, volatility in the share price of 40.22% (previous year 44.50%) and a risk free rate of interest of 8.13% (previous year 8.06%). The Company's calculations are based on a single option valuation approach, and forfeitures are recognized as they occur. The expected volatility is based on historical volatility of the share price during the year after eliminating the abnormal price fluctuations.

1.10 As per information available with the Company, none of its creditors comprises micro, small and medium enterprises as defined under the MSMED Act, 2006 which comprise amounts outstanding for more than 45 days as at the Balance Sheet date. Based on the information available with the Company, the balance due to micro and small enterprises as defined under the MSMED Act, 2006 in the current year is Rs. Nil (Previous year Rs. 2.25 lakhs) and no interest during the year has been paid or is payable under the terms of the MSMED Act, 2006.

1.11 Previous year figures have been recast/ regrouped wherever necessary to conform to the current years' presentation.


Mar 31, 2010

1. Contingent Liabilities

a) Claims against the Company not acknowledged as liabilities in respect of:

As at As at

Particulars 31.03.2010 31.03.2009 (Rs./Lakhs) (Rs./Lakhs)

i. Sales tax matters 4,176.11 3,758.67

ii. Customs and excise matters 2,598.36 2,468.34

iii. Income Tax matters 2,149.02 1,026.63

b) Guarantees issued by bank have been secured by a first pari-passu charge on the entire current assets, present and future, including receivables of the Company and second pari-passu charge on all fixed assets, land and buildings present and future, except land and building situated at Podanur (on which State Bank of India has exclusive charge) and at Kolkata, to the extent of Rs. 2,606.56 lakhs (previous year Rs. 1,558.98 lakhs).

c) Estimated amount of contracts to be executed on capital account - Rs. 326.35 lakhs (net of advances - Rs. 136.58 lakhs), [previous year - Rs. 119.08 lakhs (net of advances Rs. 31.90 lakhs)].

2. Disclosure of Retirement Benefits under Accounting standard AS15-Employee Benefits

a. Defined contribution plan

The Companys contributions towards provident fund for qualifying employees and towards superannuation fund for specific employees are defined contribution retirement plans. The Companys contributions towards provident fund are deposited in trusts formed by the Company under the Employees Provident Fund and Miscellaneous Provisions Act, 1952. Contributions to superannuation fund are deposited in a separate trust. These trusts are recognised by the Income Ta x authorities. The contributions to the trusts are managed by the trustees of the respective trusts.

The Companys contributions of Rs. 266.98 lakhs (previous year Rs. 205.95 lakhs) towards provident fund and Rs. 98.64 lakhs (previous year Rs. 106.68 lakhs) towards superannuation fund are charged to the Profit and Loss account. The contributions payable to the plan by the Company are at a rate specified in rules to the schemes.

b. Defined Benefit plan

The Companys contribution towards its gratuity liability is a defined benefit retirement plan. The Company makes contributions to the trust from time to time which in turn makes contributions to the Employees Group Gratuity-cum-Life Assurance scheme of the Life Insurance Corporation of India. The scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to 15 days salary payable for each completed year of service or part thereof in excess of 6 months. Vesting occurs upon completion of 5 years of service.

The present value of the defined benefit obligation and the related current service cost were measured using the Projected Unit Credit Method with actuarial valuations being carried out at each balance sheet date.

3. Related Party Disclosures

a. List of related parties

i. Holding company

M/s Everest Finvest (India) Private Limited (till 25 March, 2010)

ii. Subsidiary company

M/s Everest Building Solutions Limited

iii. Key management personnel

Mr. M. L. Gupta, Managing Director

Mr. Manish Sanghi, COO and Director Mr. Y. Srinivasa Rao, Executive Director

4. Segment Information

Consequent to commencement of Steel buildings business during the previous year Accounting Standard AS17 - Segment Reporting has become applicable.

a. Business segments:

The Companys business segments include Building products and Steel buildings.

Building products include roofing, ceiling, wall, floor solutions etc.

Steel buildings consists of manufacture and supply of pre engineered and smart steel buildings.

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:

i. Segment revenue and expenses:

Segment revenue and expenses include the respective amounts identifiable to each of the segments. Unallocable items in segment results include income from bank deposits and corporate level expenses.

ii. 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. Segments assets and liabilities do not include deferred income taxes.

5. Changes in Foreign Exchange Rates

During the previous year, the Company had changed its policy on accounting for fluctuation on foreign exchange based on notification F.No.17/33/ 2008/CL-V dated March 31, 2009, issued by the Ministry of Corporate Affairs, which was effective 7 December 2006, allowing capitalisation of exchange differences arising on revaluation of long term foreign currency monetary items (like ECB) pertaining to depreciable capital assets to the cost of fixed assets and deferment of similar exchange fluctuation in "Foreign Currency Monetary Item Translation Difference Account" (FCMITDA) where it does not relate to acquisition of fixed assets. Further the balance transferred to the FCMITDA will need to be amortised over the period that is shorter of the maturity period of the monetary items or 31 March, 2011. Unamortised amount in FCMITDA is carried forward as deferred cost in the financial statements.

In accordance with the said notification, the Company during the current year has de-capitalized Rs. 614.15 lakhs (previous year capitalised an amount of Rs. 1,262.30 lakhs) from the cost of fixed assets and transferred Rs. Nil (previous year Rs. 105.58 lakhs) to FCMITDA. The amount so capitalised is being depreciated over the remaining useful life of the fixed assets and the balance in the FCMITDA account is being amortised over the period 1 April 2008 to 31 March 2011 which is shorter of the maturity period of the monetary items or 31 March, 2011. The unamortized amount of Rs. 34.13 lakhs (previous year Rs. 68.27 lakhs) has been carried forward in the financial statements as a deferred cost as at 31 March, 2010. Further, the Company during the previous year ended 31 March, 2009 had also recognized a reversal of the exchange gain on such foreign currency monetary items aggregating to Rs. 13.19 lakhs which was credited to the Profit and loss account during the previous year ended 31 March, 2008 by debiting the opening balance of the General Reserve by Rs. 13.19 lakhs and crediting the FCMITDA by Rs 3.17 lakhs and crediting the cost of the opening balance of the fixed assets by Rs. 10.02 lakhs.

6. Previous year figures have been recast/ regrouped wherever necessary to conform to the current years presentation.

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