Notes to Accounts of Himalaya Food International Ltd.

Mar 31, 2018

B. Nature and purpose of reserves

(a) Capital Reserve: Capital Subsidies received by the company is treated as capital reserve.

(b) Securities Premium Reserve: The amount received in excess of face value of the equity shares is recognized in Securities Premium Reserve.

(c) General Reserve: The Company has transferred a portion of the net profit of the Company before declaring dividend to general reserve e pursuant to the earlier provisions of Companies Act. 1956. Mandatory transfer to general reserve is not required under the Companies Act, 2013.

(d) Retained Earnings: Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders.

C. Capital Management

Equity share capital and other equity arc considered for the purpose of Company’s capital management.

The Company manages its capital so as to safeguard its ability to continue as a going concern and to optimize returns to shareholders. The capital structure of the Company is based on management’s judgment of its strategic and day-to-day needs with a focus on total equity so as to maintain investor, creditors and market

The management and the board of directors monitors the return on capital as well as the level of dividends to shareholders. The Company may take appropriate steps in order to maintain, or if necessary adjust, its capital structure.

Secured borrowings and assets pledged as

a. Term Loans are secured by First pari passu charge over the entire fixed assets of the company at Aponte sahib (H.P.) and Mehsana (Gujarat), with Joint Lending Forum comprising SBI, Corporation Bank, Bank of Baroda and Brim Bank along with personal guarantees of the Directors and Promoters.

b. All working capital limits are secured by first pari passu charge over the entire current assets of the company, along with personal guarantees of promoters.

c. All vehicle loans are secured against the vehicle and personal guarantee of the CMD, Mr. Man Mohan Malik, taken from BMW Financial Services and Mahindra Finance

d Post Retirement Metical Benefits

There is no post-retirement medical benefit in the company e Retirement Benefits

At the time of superannuation, employees are entitled for reimbursement of expenses towards travel, transportation of personal effects from their place of retirement to the new location up to certain limits depending on the designation of the employee at the time and one month''s salary as settling allowance.

d Details of dues to Micro and Small Tljiterprise s as per MS MED Act, 20U6

The classification of the suppliers under MSMFD Act. 2006 is made on the basis of information made available to the Company. The Company has neither paid any interest in the terms of section 16 of the above said act nor any interest remains unpaid and no payments were made beyond the "appointed date” to such enterprises during the year ended 31.03.2018. Amount outstanding to these enterprises to the year ended 31.03.2018 is Rs. Nil (previous year Rs Ml).

The Company had invested in 50% shareholding of Himalya Simplot Private Limited (the "joint venture") which was managed by the JV partner. Simp lot India LLC

The Company has access to the audited accounts of the joint venture for the financial year ended 31 March 2014. Audited financial statements for subsequent years have not been made available to the Company. Based on information available with the Company that the operations of the joint venture have ceased, the Management, as a measure of abundant prudence provision for diminution in the value of the investment made in the entity in the financial year ended 31

Consequently accounts of Jointly held entity are not consolidated with the company''s accounts.

The Company as well Simp lot India LLC have preferred counter claims against each other.

a. Simp lot India LLC has invoked arbitration at Singapore which the Company has challenged on grounds of jurisdiction. The Company has been legally advised that the claim of Simplot India LLC is untenable and liable to be rejected or substantially diluted, and accordingly, no provision is considered necessary.

b. The Company has filed ease against Simplot India LLC before the Hon''ble Delhi High Court, which has been directed 10 Delhi High Court arbitration center.

h There are no material prior year items included in the Statement of Profit and Loss except to the apocopate place in the Notes. except to the extent disclosed at the

i During the year there is no Liability to pay MAT as there is carried fond business loss, j Transfer pricing

U particularly on its

k Previous Year Comparatives

Previous year ., figures have been regrouped / rearranged where may to confound to current year''s presentation.

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Mar 31, 2016

Notes:

A. Term loans from banks:

a. Term Loans are secured by First pari passu charge over the entire fixed assets of the company at Paonta sahib (H.P.) and Mehsana (Gujarat), with Joint Lending Forum comprising SBI, Corporation Bank, Bank of Baroda and Exim Bank, along with personal guarantees of the Directors and Promoters.

b. All vehicle loans are secured against the vehicle and personal guarantee of the CMD Mr. Man Mohan Malik.

c. The Company has not defaulted in repayment of either principal or interest during the year. The loans were renewed & restructured under the Joint lending Forum.

Under the said scheme JLF has sacrificed an amount of Rs. 14.45 cr (Sacrifice amount of SBI Rs.4.32 cr, Corporation Bank Rs. 6.62 cr, BOB Rs. 3.51 cr and Exim Bank- NIL & Promoters have infused an amount of Rs. 3.84 cr.)

B. Term loans from other parties

a. All vehicle loans are secured against the vehicle and personal guarantee of the CMD, Mr. Man Mohan Malik, taken from BMW financial Services and Tata Capital Limited.

b. The Company has not defaulted in repayment of either principal or interest during the year.

Notes:

a. All working capital limits are secured by first pari charge over the entire current assets of the Company with Corporation Bank, along with personal guarantees of the Directors and Promoters.

Note 1: Claim receivable of Rs. 24.71 crore is against stocks destroyed in a fire in a warehouse on September 2, 2013 in United States of America. A claim has been filed against the warehouse. This amount is shown non-current assets on account of possible delays in recovery from insurance company, due to investigation on causes of fire by Federal US agencies. The Claim has been dragged and is bagged down by the warehouse lawyers on several pretexts including third party claims. The third party claims include their vendors and vendors insurance companies for the faulty solar panels and other equipments supplied to the warehouse. Besides warehouse insurance cover is not sufficient to cover the damages of all the stocks totally gutted in the fire. Management proposes to settle down the amount and is of the opinion that the amount acceptable to insurance companies involved is going to be lower than our damages. Thus management has decided to write off 10% of the amount in this year balance sheet.

1. Employee Stock Option Plans

The Company has, during the year 2015-16, not granted any option under Employees Stock Option Scheme 2008.

2. Disclosures as required under Accounting Standard 15 (revised) is given below:

Brief Description: A general description of the defined benefit plans is given below:-

a Earned Leave Benefit (EL)

Accrual-1 leave per 20 working days Accumulation up to 30 days allowed

EL accumulated in excess of 15 days is allowed for encashment while in service provided the EL encashed is not less than 5 days.

b Sick Leave (SL)

Accrual-7 days per year

Encashment while in service is not allowed

Encashment on retirement is permitted and entire accumulation is allowed for encashment

c Gratuity:

Gratuity liability is a defined benefit obligations and are provided for on the basis of an actuarial valuation on projected unit credit method made at the end of each financial year.

The estimates of future Salary increases, considered in actuarial valuation, takes into account the inflation, seniority, promotion and other relevant factors, such as supply and demand in employment market.

d Long Service Emblem

On completing of each milestone of service from the date of joining and also at the time of retirement, employees will be given a gift depending on the milestone of service completed,

e Post Retirement Medical Benefits

There is no post retirement medical benefit in the company

f Retirement Benefits

At the time of superannuation, employees are entitled for reimbursement of expenses towards travel, transportation of personal effects from their place of retirement to the new location up to certain limits depending on the designation of the employee at the time and one month''s salary as settling allowance.

The following contributions to Defined Contributions plans are treated as expenses during the year

3. Details of dues to Micro and Small Enterprise s as per MSMED Act, 2006

The classification of the suppliers under MSMED Act, 2006 is made on the basis of information made available to the Company. The Company has neither paid any interest in the terms of section 16 of the above said act nor any interest remains unpaid and no payments were made beyond the "appointed date" to such enterprises dining the year ended 31.03.2016. Amount outstanding to these enterprises to the year ended 31.03.2016 is Rs. Nil (previous year Rs. Nil)

The Company has common fixed assets for producing goods for domestic Market and Overseas Market. Hence, separate figures for fixed assets / additions to fixed assets cannot be furnished.

a The company has taken various residential, office, warehouse and plot under operating lease agreements. The lease agreements generally have an escalation clause and there are no subleases. These leases are generally not non-cancellable and are renewable by mutual concent on mutually agreed terms. There are no restriction imposed by lease agreement,

b The aggregate lease rentals payables are charged as ''Rent, Rates and Taxes'' in note 25.

c The year wise breakup of future lease payments in respect of leased premises are as under:

The Company had invested in 50% shareholding of Himalya Simplot Private Limited (the "joint venture") which was managed by the JV partner, Simplot India LLC.

The Company has access to the audited accounts of the joint venture for the financial year ended 31 March 2014. Audited financial statements for subsequent years have not been made available to the Company. Based on information available with the Company that the operations of the joint venture have ceased, the Management, as a measure of abundant prudence, made a provision for diminution in the value of the investment made in the entity in the financial year ended 31 March 2016.

The Company as well Simplot India LLC have preferred counter claims against each other.

a. Simplot India LLC has invoked arbitration at Singapore which the Company has challenged on grounds of jurisdiction. The Company has been legally advised that the claim of Simplot India LLC is untenable and liable to be rejected or substantially diluted, and accordingly, no provision is considered necessary.

b. The Company has filed case against Simplot India LLC before the Hon''ble Delhi High Court, which has been directed to Delhi High Court arbitration centre.

4. There are no material prior year items included in the Statement of Profit and Loss, except to the extent disclosed at the appropriate place in the Notes.

5. Disclosure as per listing agreements with the Stock exchanges

Loans and Advances in the nature of loans given to the subsidiaries, associates and others and Investment in shares of the company, by such companies: Rs. NIL

6. During the year there is no liability to pay MAT as company is in loss.

7. Transfer pricing

The Company is of the opinion that its domestic transactions with related parties is at arm''s length and in compliance with the transfer pricing legislation. The management believes that the aforesaid legislation will not have any impact on the financial statements, particularly on its tax expense and liability.

8. Forfieture of Share warrant application money

The Company has, during the year forfeited the share warrant application money Of Rs 62.13 lakhs, as the applicant did not pay the call money during the prescribed period of the scheme.

9. Previous Year Comparatives

Previous year’s figures have been regrouped / rearranged where necessary to conform to current year''s presentation.

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Mar 31, 2015

1. Nature of Operations : Himalya International Ltd., incorporated in New Delhi, India with UIN L51909DL1992PLC047399, is a food processing company engaged in growing of mushrooms (which qualifies as agriculture activity), IQF ready to eat items and trading in nutritional supplement. It is exporting its products to USA and also selling them domestically.

(a) Term Loans are secured by First pari passu charge over the entire fixed assets of the company at Paonta sahib (H.P.) and Mehsana (Gujarat), with Joint Lending Forum comprising SBI,Corporation Bank, Bank of Baroda and Exim Bank, alongwith personal guarantees of the Directors and Promotors.

(b) All vehicle loans are secured against the vehicle and personal guarantee of the CMD Mr. Man Mohan Malik.

(c) The Company has not defaulted in repayment of either principal or interest during the year. The loans were renewed & restructured under the Joint lending Forum and there is no repayment of Term Loan till 31.12.2015,also the interest on loan is not to be paid till 31.12.2015 and is to be converted into FITL.

Under the said scheme, JLF has sacrificed an amount of Rs 13.21 Crores (Sacrifice amount of SBI Rs. 4.04 crores, Corporation Bank Rs. 6.44 crores Bank of Baroda Rs. 3.51 crores and Exim Bank Rs. -(0.78) crore) & Promoters have infused an amount of Rs 3.30 Crores.

B. Term loans from other parties

(a) All vehicle loans are secured against the vehicle and personal guarantee of the CMD, Mr. Man Mohan Malik taken from BMW financial Services and Tata Capital Limited.

(b) 'The Company has not defaulted in repayment of either principal or interest during the year.

Guarantees and Counter guarantees given by the Company 9,720 9,720 Letter of credit 0 13,908

Income Tax demands in respect of assessment years 2007-08 to 2011-12 against 0 242,999 which the Company had gone in appeal have been decided in favour of the Company.

Based on judicial pronouncements, the Income Tax Demand stands NIL. Excise duty on Domestic Tariff Areas sales pending in Delhi Tribunal 10,098 267,005 28.5 Employee Stock Option Plans

The Company has, during the year 2014-15, not granted any option under Employees Stock Option Scheme 2008. Subject to the vesting conditions mentioned in the scheme, the balance under the scheme, as on 01.04.2014, is 528,000 equity shares of Rs. 10 each & as on 31.03.2015, is 528,000 equity shares of Rs. 10 each 28.6 Disclosures as required under Accounting Standard 15 (revised) is given below:

Brief Description : A general description of the defined benefit plans is given below:- a Earned Leave Benefit (EL) Accrual-1 leave per 20 working days Accumulation up to 30 days allowed EL accumulated in excess of 15 days is allowed for encashment while in service provided the EL encashed is not less than 5 days.

b Sick Leave (SL)

Accrual-7 days per year Encashment while in service is not allowed Encashment on retirement is permitted and entire accumulation is allowed for encashment c Gratuity:

Gratuity liability is a defined benefit obligations and are provided for on the basis of an actuarial valuation on projected unit credit method made at the end of each financial year.

The estimates of future Salary increases, considered in actuarial valuation, takes into account the inflation, seniority, promotion and other relevant factors, such as supply and demand in employment market.

d Long Service Emblem

On completing of each milestone of service from the date of joining and also at the time of retirement, employees will be given a gift depending on the milestone of service completed.

e Post Retirement Medical Benefits There is no post retirement medical benefit in the company

f Retirement Benefits

At the time of superannuation, employees are entitled for reimbursement of expenses towards travel, transportation of personal effects from their place of retirement to the new location up to certain limits depending on the designation of the employee at the time and one month's salary as settling allowance.

28.10 Details of dues to Micro and Small Enterprise s as per MSMED Act, 2006 The classification of the suppliers under MSMED Act, 2006 is made on the basis of information made available to the Company. The Company has neither paid any interest in the terms of section 16 of the above said act nor any interest remains unpaid and no payments were made beyond the "appointed date" to such enterprises during the year ended 3 1.03.2015. Amount outstanding to these enterprises to the year ended 31.03.2015 is Rs. Nil (previous year Rs. Nil)

a The compay has taken various residential, office, warehouse and plot under operating lease agreements. The lease agreements generally have an escalation clause and there are no subleases. These leases are generally not non-cancellab le and are renewable by mutual concent on mutually agreed terms. There are no restriction imposed by lease agreement.

b The aggregate lease rentals payables are charged as 'Rent, Rates and Taxes' in note 24. c The year wise breakup of future lease payments in respect of leased premises are as under:

The Company had invested in 50% shareholding of Himalya Simplot Private Limited (the "joint venture") which was managed by the JV partner, Simplot India LLC.

The Company has access to the audited accounts of the joint venture for the financial year ended 31 March 2012. Audited financial statements for subsequent years have not been made available to the Company. Based on information available with the Company that the operations of the joint venture have ceased, the Management, as a measure of abundant prudence, made a provision for dimunition in the value of the investment made in the entity in the financial year ended 31 March 2014.

The Company as well Simplot India LLC have preferred counter claims against each other.

a. Simplot India LLC has invoked arbitration at Singapore which the Company has challenged on grounds of jurisdiction. The Company has been legally advised that the claim of Simplot India LLC is untenable and liable to be rejected or substantially diluted, and accordingly, no provision is considered necessary.

b. The Company has filed case against Simplot India LLC before the Hon'ble Delhi High Court, which has been directed to Delhi High Court arbitration centre.

2.1 There are no material prior year items included in the Statement of Profit and Loss, except to the extent disclosed at the appropriate place in the Notes.

2.2 Disclosure as per listing agreements with the Stock exchanges

Loans and Advances in the nature of loans given to the subsidiaries, associates and others and Investment in shares of the company, by such companies: Rs. NIL

2.3 During the year there is no liablity to pay MAT as company is in loss.

2.4 Transfer pricing

The Company is of the opinion that its domestic transactions with related parties is at arm's length and in compliance with the transfer pricing legislation. The management believes that the aforesaid legislation will not have any impact on the financial statements, particularly on its tax expense and liability.

2.5 Previous Year Comparatives

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

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Mar 31, 2014

(A) Terms/rights attached to equity shares .

The Company has only one class of equity shares having a par value of Rs. 10 each. No dividend has been proposed. In the event of liquidation of the Company, the holder of equity, shares will be entitled to receive remaining assets of the Company, after distribution''of all preferential amounts.

As at 31 March, 201475,96,680 shares (as at 31 March, 2013 Nil shares) of Rs. 10/-each were reserved for issuance towards outstanding share warrants. (Refer Note 28.6)

Notes: a. Term loans from banks:''-

(a) ''Term Loan from SB1 Overseas Branch is secured by way of pari passu charge on equitable mortgage of freehold land and building at village Subhkhera, Paonta Sahib and equitable mortgage of leasehold land at Gondpur Industrial Area, and fixed assets purchased out of the loan amount and second pari- pasu charge on freehold land and building, and Plant & Machinery at Village Sultanpur, Vadnagar, Distt. Mehsana, Gujarat alongwith personal guarantees of the Directors and Promotors, in advance

(b) Term Loan from Corporation Bank, Exim Bank and Bank of Baroda is secured by way of first charge on freehold land and building, and plant and machinery at Village Sultanpur, Vadnagar, Distt. Mehsana, Gujarat and second pari-pasu charge on freehold land at Subhkhera, Paonta Sahib and . equitable mortgage of leasehold land at Gondpur Industrial Area, and other fixed assets alongwith personal guarantees of the Directors and Promotors.

(c) All vehicle loans are secured against the vehicle and personal guarantee of the CMD Mr. Man Mohan Malik. ''

(d) ''DG Set loan is secured against the DG Set and personal guarantee of the CMD Mr. Man Mohan Malik.

(e) The Company has generally not defaulted in repayment of either principal or interest during the year,only interest of EXIM bank amounting to Rs 48 lakhs was overdue on 31.03.2014,which was paid on 07.05.2014

Secured: (a) Fund base limits of EPC and cash credit from State Bank of India and Corporation Bank are secured by way of first charge on present and future stock of raw materials, stock-in-process, finished goods, stores, spares and domestic receivables, and pari-pasu charge on fixed assets of the company, both present and future, alongwith personal guarantees of the Directors and Promotors.

(b)Bills Documentry credit limit from SBI and Corporation Bank are secured by way of first charge export bills and pari-pasu charge on fixed assets of the company, both present and future, alongwith personal guarantees of the Directors and Promotors.

Notes (1) Aggregate amount of Unquoted Investments: Cost Rs 0 (As at 31.03.2013 Rs 11,49,36,000)

(2) Even though the Company is a partner in the joint venture,, Himalya Simplot Private Limited, holding 50 per cent of its shareholding and has director(s) on its board, it has not received any audited financial statements for the current as well as past years. According to the information available with the Company, the joint venture has ceased operations and is insolvent in view of its losses. As a matter of abundant prudence and following a conservative approach, the Management is of the opinion that a provision equal to the value of investment be made for diminution in the value ofthe investment.

Notes Finished goods manufactured in the financial years ended 31 March 2012 and 2013, valued at Rs. 1576.66 lacs (2314.888 MT), were produced

- specifically for Himalya Simplot Private Limited, a joint venture of the Company with Simplot Inc. However, such stocks were not purchased by the joint venture. The management has sought expert opinion and determined that the shelf life of these products in JV packing,has expired. Since the stocks have no realisable value, the Company has written off the value of such stocks during the current year.

Notes Stocks valued at Rs. 2471.15 lacs were destroyed in a fire in a warehouse in United States of America on September 2nd 2013. A claim has been filed against the warehouse. Based on the information available with the Company, the insurance claim preferred by the warehouse is pending settlement as the incidence of fire is under investigation by Federal US agencies.

2.1 Contingent Liabilities not provided for

Guarantees and Counter guarantees given by the Company 9,720 3,810

Letter of credit 13,908 6,619

Income Tax demands in respect of assessment years 2007-08 to 2011-12 agai nst which the company has gone in appeal. Based on judicial pronouncements, the advice received from the Company''s consultants and that for assessment year 2005-06 the Income Tax Appellate Tribunal has given an order in favour of the Company on same issue, the management is confident that their appeals are likely to be upheld by the appellate authorities.

(i) Financial year ended 31 March 2006 0 5,493

(ii) Financial year ended 31 March 2007 49,488 49,488

(iii) Financial year ended 31 March 2008 25,455 89,602

fiv) Financial year ended 31 March 2009 101,866 97,962

(v) Financial year ended 31 March 2010 31,626 31,626

(vi) Financial year ended 31 March 2011 34,564 0

Total IT contingent liability 242,999 274,171

Excise duty on Domestic Tariff Areas sales pending in Delhi Tribunal . 378 943 287.005 2.85.543

2.2 Employee Stock Option Plans

The Company has, duri ng the cirrent year, not granted any option under Employees Stock Cption Scheme 2008. Subject to the vesting conditions mentioned in the scheme, the balance inder the scheme, as on 01.04.2013, is 528,000 equity shares of Rs. 10 each

2.3 Monies received againt share warrants

The Board of directors of the company at their meeting held on 24.01.2014 and as approved at its Extra ordinary Meeting held on 08.01.2014 have resolved to create, offer, issue and allot up to 84,92,780 warrants convertible into 84,92,780 equity shares of Rs. 10/- each on perferentiai basis pursuant to section 81(1 A) of the companies act, 1956, at a conversion price of 10A per equity share of the Company at a premium of Rs. 1/- per share, arrived at in accordance with the SEBI glide line in this regard and subsequently*these warrants were allotted on 24.01.2014 to the promoters and the 25% application money amounting to Rs. 2,33,55,145 was received from them. The warrants may be converted into equivalent number of shares on payment of the balance amount at any time on a before;23.06.2015. in the event the warrants are not converted into shares within the said period the company is eligble to forfeit the amount received towards the warrants. Out of Rs.4,92,780 warrants allotted, full money was received against 896,100 warrants and subsequently shares were issued. The company has recaved Rs. 2,06,90,870/- against the balance 75,96,680 warrants.

2.4 Disclosures as required under Accounting Standard 15 (revised) is given below:

A general description of the defined benefit plans is given below:- a Earned Leave Benefit (EL) .

Accrual: 1 leave per 20 working days Accumulation up to 30 days allowed

B. accumulated in excess of 15 days is allowed for encashment while in service provided the EL encashed is not less than 5 days.

b Sick Leave (SL) Accrual: 7 days per year

Encashment while in service is not allowed Encashment on retirement is permitted and entire accumulation is allowed for encashment

The estimates of future salary increases, considered in actuarial valuation, takes into account inflation, seniority, promotion and other relevant fectors, such as supply and demand in employment market.

d Long Service Emblem ''

Ch completing of each milestone of service from the date of joining and also at the time of retirement, employees will be gven a gift depending on the milestone of service completed.

e Post Retirement Medical Benefits There is no post retirement medical benefit offered by the Company.

f Retirement Benefits

ii the time of superannuation, employees are entitled for reimbursement of expenses towards travel, transportation of personal effects from their place of retirement to the new location up to certain limi&depending on the designation of the employee at the time and one month''s salary as settling allowance

2.5 Details of dues to Micro and Small Enterprise s as per MSMED Act, 2006 The classification of the suppliers under MSMED Act, 2006 is made on the basis of information made available with the Company. The Company has neither paid any interest in the terms of section 16 of the above said act nor any interest remains unpaid and no payments were made beyond the "appointed date" to such enterprises during the year ended 31.03.2014. Amount outstanding to these enterprises to the year ended 31.03.2014 is Rs. Nil (Previous Year Rs. Nil).

2.6 The Company has exercised the option as per the Companies Accounting Standard Rules, 2009. As per the option, exchange differences related to long term foreign currency monetary items, so far as they relate to the acquisition of a depreciable capital assets, are capitalized and depreciated over the useful life of the assets and in other cases, are transferred to Foreign Currency Monetary Item Translation Difference Account and amortized over the balance period of such long term assets / liabilities but not beyond accounting period ending on or before 31st March 2014. The unamortized balance in this account is Rs. Nil (Previous year Rs. Nil).

a The Company has Taken various residential, office, warehouse and plot under operating lease agreements. The lease agreements generally have an escalation clause and there are no subleases. These leases are generally not non-cancellable and are renewable by mutual concent on mutually agreed terms. There are no restriction imposed by lease agreement.

2.5 There are no material prior year items, except to the extent disclosed, included in the Statement of Profit and Loss.

2.6 Disclosure as per Isting agreements with the Stock exchanges

Loans and Advances in the nature of loans given to the subsidiaries, associates and others and Investment in shares of the company, by such companies: NIL

2.7 The Company has calculated Minimum Alternative Tax on the net profit of the company after excluding the net profit on the product segment Tresh Mushrooms'' as it considers Ihoancome from this segment as agricultural income and exempt under the Indian Income-tax Act, 1961 and provisions made thereunder.

2.8 Previous Year Comparatives

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

2.9 Assets Taken on Operating Lease

a The com pay has taken various residential, office, warehouse and plot under operating lease agreements. The lease agreements generally have an escalation dause and there are no subleases. These leases are generally not non-cancellable and are renewable by mutual concent on mutually agreed terms. There are no restriction imposed by lease agreement.

b The aggregate lease rentals payables are charged as Rent, Rates and Taxes'' in note 24. c The year wise breakup of future lease payments i n respect of leased premises are as under:

Since the Company does not have the audited accounts of the jointly controlled entity, Hmalya Smp''ot Private United, it cannot assess whether there is any diminution in value of the investments made in the entity.

2.10 There are no material prior year items, except to the extent disdosed, included in the Statement of Profit and Loss.

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Mar 31, 2013

1. Nature of Operations: Himalya International Ltd., incorporated in New Delhi, India, is a food processing company engaged in growing of mushrooms, IQF ready to eat items and trading in nutritional suppliment. It is exporting its products to USA and also selling them domestically.

2.1 Disclosures as required under Accounting Standard 15 (revised) is given below:

a Earned Leave Benefit (EL)

Accrual-1 leave per 20 working days Accumulation up to 30 days allowed EL accumulated in excess of 15 days is allowed for encashment while in service provided the EL encashed is not less than 5 days.

b Sick Leave (SL) Accrual-7days peryear Encashment while in service is not allowed Encashment on retirement is permitted and entire accumulation is allowed forencashment

c Gratuity:

Gratuity liability is a defined benefit obligations and are provided for on the basis of an actuarial valuation on projected unit credit method made at the end of each financial year.

The estimates of future Salary increases.considered in actuarial valuation, takes into account the inflation, seniority, promotion and other relevant factors, such as supply and demand in employment market.

d Long Service Emblem

On completing of each milestone of service from the date of joining and also at the time of retirement, employees will be given a gift depending on the milestone of service completed.

e Post Retirement Medical Benefits

There is no post retirement medical benefit in the company

f Retirement Benefits At the time of superannuation, employees are entitled for reimbursement of expenses towards travel, transportation of personal effects from their place of retirement to the new location up to certain limits depending on the designation of the employee at the time and one month''s salary as settling allowance.

2.2 Details of dues to Micro and Small Enterprise s as per MSMED Act, 2006 The classification of the suppliers under MSMED Act, 2006 is made on the basis of information made available to the company. The compnay has neither paid any interest in the terms of section 16 of the above said act nor any interest remains unpaid and no payments were made beyond the "appointed date" to such enterprises during the year ended 31.03.2013. amount outstanding to these enterprises to the year ended 31.03.2013 is Rs. Nil (previous year Rs. Nil).

2.3 The Company has exercised the option as per the Companies Accounting Standard Rules, 2009. As per the option, exchange differences related to long term foreign currency monetary items, so far as they relate to the acquisition of a depreciable capital assets, are capitalized and depreciated over the useful life of the assets and in other cases, are transferred to Foreign Currency Monetary Item Translation Difference Account and amortized over the balance period of such long term assets/liabilities but not beyond accounting period ending on or before 31st March 2013. The unamortized balance in this account is Rs. Nil (Previous year Rs.NIL)

2.4 There are no material prior year items, exoeptto the extent disclosed, included in the Statement of Profit and Loss.

2.5 The Company has calculated Minimum Alternative Tax on the net profit of the company alter excluding the net profit on the product segment ''Fresh Mushrooms'' as it considers the income from this segment as agricultural income and exempt under the Indian Income-tax Act and provisions.

2.6 Previous Year Comparatives

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

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Mar 31, 2012

1. Nature of Operations: Himalya International Ltd., incorporated in New Delhi, India, is a food processing company engaged in growing of mushrooms, IQF ready to eat items and trading in nutritional suppliment. It is exporting its products to USA and also sellingthem domestically.

(a) Terms/rights attached to equity shares

The Company has only one class of equity shares having a par value of Rs. 10 each. No dividend has been proposed. In the event of liquidation of the Company, the holder of equity shares will be entitled to receive remaining assets of the Company, after distribution of a II preferential amounts.

(b) Shares reserved for issue under options

For details of shares reserved for issue under the employee stock option (ESOP) plan of the company, please refer Note 08.

The company has issued 972000 shares under ESOP during the year against the approved 1500000 equity shares under scheme of ESOP 2008.

Notes:

a. Term loans from banks:'-Term Loan from SBi Overseas Branch is secured byway of pari passu charge on equitable mortgage of free hold land & Building at village Subhkhera, Paonta Sahib and Equitable Mortgage of Leasehold Land at Gondpur Industriaf Area, and fixed assets purchased out of the loan amount and second pari-pasu charge on free hold land & Building and Plant & Machinery at Village Sultanpur, Vadnagar, Distt. Mehsana, Gujarat alongwith personal guarantees of the Directors and Promotors.

Term Loan from Corporation Bank M-41, Cannought Circus Branch, New Delhi, Exim Bank Chandigarh and Bank of Baroda is secured by way of first charge on free hold land & Building and plant & Machinery at Village Sultanpur, Vadnagar, Distt. Mehsana, Gujarat and second pari-pasu charge on free hold land at Subhkhera, Paonta Sahib and Equitable Mortgage of Leasehold Land at Gondpur Industrial Area, and other fixed assets alongwith personal guarantees of the Directors and Promotors.

All vehicle loans are secured against the vehicle and personal guarantee of the CMD Mr. Man Mohan Malik.

DG Set loan is secured against the DG Set and personal guarantee of the CMD Mr. Man Mohan Malik.

The Company has not defaulted in either repayment of principal or interest, during the year.

Notes:

Secured:

a. Fund base limits of EPC and CC hypothecation, from SBI and Corporation Bank, are secured by

b. Bills Documentry credit limit from SBI and Corporation Bank, is secured by way of first charge

1.5 Contingent Liabilities not provided for

Claims againstthe Companynot acknowledged as debts 0 0

Guarantees and Counter guarantees given bythe Company 1120 1120

Letter of credit 0 13860

Income Tax of Rs.2767.66 lacs in respect of Assessment Year 2003-04,2006- 07,2007-08, and 2008-09 in respect of which the company has gone on appeal.

Based on Judicial pronouncements, the Company's claim is likely to be accepted by appellate authorities

1.6 Disclosures as required under accounting standard 15 (revised) is given below:

Brief Description: Ageneral discription on the type ofdefined benefit plans are as follows:-

a Earned Leave Benefit (EL)

Accrual-1 leave per 20 working days Accumulation up to 30 days allowed

EL accumulated in excess of 15 days is allowed for encashment while in service provided the EL encashed is not less than 5 days.

b Sick Leave (SL)

Accrual-7 days peryear

Encashment while in service is not allowed

Encashment on retirement is permitted and entire accumulation is allowed forencashment c Gratuity:

Gratuity liability is a defined benefit obligations and are provided for on the basis of an actuarial valuation on projected unit credit method made at the end of each financial year.

The estimates of future Salary increases,considered in acturia I valuation,takes into account the inflation,seniority, promotion and other relevant factors-such as supply & demand in employment market.

d Long Service Emblem

On completingof each milestone of service from the date ofjoiningand also at the time of retirement, employees will be given a gift dependingon the milestone of service completed.

e Post Retirement Medical Benefits

There is no post retirement medical benefit in the company

f Retirement Benefits

At the time of superannuation, employees are entitled for reimbursement of expenses towards travel, transportation of personal effects from their place of retirement to the new location up to certain limits dependingon the designation of the employee at the time and one month's salaryas settlingallowance

1.8 Details of dues to Micro and Small Enterprise s as per MSMED Act, 2006: The classification of the suppliers under MSMED Act, 2006 is made on the basis of information made available to the company. The compnay has neither paid any interest in the terms of section 16 of the above said act nor any interest remains unpaid and no payments were made beyond the "appointed date" to such enterprises during the year ended 31.03.2012. amount outstanding to these enterprises to the year ended 31.03.2012 is Rs. Nil (previousyear Rs. Nil).

1.9 The Company has exercised the option as per the Companies Accounting Standard Rules, 2009. As per the option, exchange differences related to long term foreign currency monetary items, so far as they relate to the acquisition of a depreciable capital assets, are capitalized and depreciated over the useful life of the assets and in other cases, are transferred to Foreign Currency Monetary Item Translation Difference Account and amortized over the balance period of such long term assets/liabilities but not beyond accounting period ending on or before 31st March 2012. The unamortized balance in this account is Rs. Nil (Previous year Rs. NIL)

1.10 Assets Taken on Operating Lease: (a) The company has taken various residential, office, warehouse and plot under operating lease agreements. The lease agreements generally have an escalation clause and there are no subleases. These leases are generally not non-cancellable and are renewable by mutual concent on mutually agreed terms. There are no restriction imposed by lease agreement.

(b) The aggregate lease rentals payables are charged as 'Rent, Rates and Taxes' in note 24.

© The year wise breakup of future lease payments in respect of leased premises are as under:

1.11 There are no material prior year items,except to the extend disclosed,included in Profit & loss A/c.

1.12 The Company has calculated MAT,on the net profit of the company,excluding the net profit on segment -'Fresh Mushroom'which is considered as agriculture Income by the company.

1.13 Previous Year Comparatives

Previous year's figures have been regrouped/rearranged where necessary,to conform to current year presentation,in terms of revised Schedule

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Mar 31, 2011

Nature of Operations

1. Himalya International Ltd., incorporated in New Delhi, India, is a food processing company engaged in growing of mushrooms, IQF ready to eat items and trading in nutritional suppliment. It is exporting its products to USA and also selling them domestically.

2 Details of dues to Micro and Small Enterprises as per MSMED Act, 2006

The classification of the suppliers under MSMED Act, 2006 is made on the basis of information made available to the company. The company has neither paid any interest in the terms of section 16 of the above said act nor any interest remains unpaid and no payments were made beyond the "appointed date" to such enterprises during the year ended 31.03.2011. amount outstanding to these enterprises to the year ended 31.03.2011 is Rs. Nil (previous year Rs. Nil)

3 The Company has exercised the option as per the Companies Accounting Standard Rules, 2009. As per the option, exchange differences related to long term foreign currency monetary items, so far as they relate to the acquisition of a depreciable capital assets, are capitalized and depreciated over the useful life of the assets and in other cases, are transferred to Foreign Currency Monetary Item Translation Difference Account and amortized over the balance period of such long term assets/liabilities but not beyond accounting period ending on or before 31 st March 2011. The unamortized balance in this account is Rs. Nil (Previous year Rs. NIL)

4 Assets Taken on Operating Lease

a The company has taken various residential, office, warehouse and plot under operating lease agreements. The lease agreements generally have an escalation clause and there are no subleases. These leases are generally not non-cancellable and are renewable by mutual concent on mutually agreed terms. There are no restriction imposed by lease agreement.

b The aggregate lease rentals payables are charged as 'Rent, Rates and Taxes' in schedule 16.

5 The Company has calculated MAT, on the net profit of the company, excluding the ne! profit on segment'- 'Fresh Mushroom' which is considered as agriculture Income by the company.

6 Previous Year Comparatives

Previous year's figures have been regrouped where necessary to conform to this year's classification. As per our report of even date.

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Mar 31, 2010

1. The company lias obtained the status of Recognised Export I louse.

2. Stock/Debtors to the tune of Rs.3.28 Crores is lying damaged in USA. The stocks were damaged due to low quality of packing material supplied by Hindustan Tin Works Limited. The coompany has initiated legal proceedings against Hindustan fin Works Ltd at varous courts.Out of the above mentioned amount the company has written off an amount of Ks. i .6-1 Crores during F.Yr 2006-07.The accounting treatment of balance amount shall be decided as and when the esses against Hindustan Tin Works are decided. A decree has been awarded by the MRIP Court in favour of company which Hindustan Tin Works Ltd contested.

3. The Company is making ils sales on consignment basis to M/s Global Reliance Inc. Audit of the M/s Global Reliance has been conducte auditors located in USA. Compilation of consignment account with Balance sheet has been done in India

4. Depreciation rate on some of fixed assets have been revised so as to keep them as per the requirements of Schedule XIV of the Companies Act.

5. The company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuation relating to certain firm commitments and highly probable forecast transactions The use of foreign currency forward contracts is governed by the Companys strategy approved by the Board of Directors.which provide principles on the use of such forward contracts consistent with the companys Risk Management Policy.

6. Previous year figures have been regrouped & recasted wherever necessary.