Notes to Accounts of International Combustion (India) Ltd.

Mar 31, 2018

1 Corporate Information

International Combustion (India) Limited is a public limited company in India, having its registered office in Kolkata, West Bengal located in India engaged in the manufacture and supply of Heavy Engineering Equipment, Geared Motors and Gear Boxes and Dry Mix Products. The Company’s shares are listed and publicly traded on the Bombay Stock Exchange Limited.

The Consolidated Financial Statements relates to International Combustion (India) Limited (hereinafter referred to as ‘the Company’) and its joint ventures as detailed below:

2 Statement of Compliance and Recent Pronouncements

2.1 Statement of Compliance

The Company has adopted Indian Accounting Standards (referred to as “Ind AS”) notified under the Companies (Indian Accounting Standards) Rules, 2016 (as amended) read with Section 133 of the Companies Act, 2013 (“the Act”) with effect from April 1, 2017 and therefore Ind ASs issued, notified and made effective till the financial statements are authorized have been considered for the purpose of preparation of these financial statements.

These are the Company’s first Ind AS Standalone Financial Statements and the date of transition to Ind AS as required has been considered to be April 1, 2016.

The financial statement up to the year ended March 31, 2017, were prepared under the historical cost convention on accrual basis in accordance with the Generally Accepted Accounting Principles and Accounting Standards as prescribed under the provisions of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 then applicable (Previous GAAP) to the Company. Previous period figures in the Financial Statements have been recasted/restated to make it comparable with current year figures.

In accordance with Ind AS 101-“First Time adoption of Indian Accounting Standards” (Ind AS 101), the Company has presented (Note No 47), a reconciliation of Shareholders’ equity as given earlier under Previous GAAP and those considered in these accounts as per Ind AS as at March 31, 2017, and April 1, 2016 and also the Net Profit as per Previous GAAP and that arrived including Other Comprehensive Income under Ind AS for the year ended March 31, 2017.The mandatory exceptions and optional exemptions availed by the Company on First-time adoption have been detailed in Note No. 47(b) of the financial statement.

2.2 Recent Pronouncements

On March 28, 2018, Ministry of Corporate Affairs (“MCA”) has issued the Companies (Indian Accounting Standards) Amendment Rules, 2018 notifying Ind AS 115, “Revenue from Contract with Customers” and Appendix B to Ind AS 21 “Foreign currency transactions and advance consideration” which are applicable with effect from financial periods beginning on or after April 1, 2018.

Ind AS 115 - Revenue from Contract with Customers

The standard requires that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Further the standard requires enhanced disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts with customers. The effect of this amendment on the financial statements of the company is being evaluated.

Ind AS 21 - Appendix B “Foreign currency transactions and advance consideration”

This Appendix applies to a foreign currency transaction (or part of it) when an entity recognises a non-monetary asset or non-monetary liability arising from the payment or receipt of advance consideration before the entity recognises the related asset, expense or income (or part of it). The effect of this amendment on the financial statements of the company is being evaluated.

Notes:

3. The Company has elected to continue with the carrying value of its Property, Plant & Equipment (PPE) recognised as of April 1, 2016 (transition date) measured as per the Previous GAAP and used that carrying value as its deemed cost as on the transition date (Refer note no. 47).

4. The Building Material Division of the Company for the manufacture of dry mix product has been commissioned on March 31, 2016

5. Refer Notes 20.2, 20.3 and 24.1 to financial statements in respect of charges created against borrowings

6. Details of assets under lease included above

A. Finance Lease disclosures:

The leasehold lands located at Nagpur, Aurangabad, Ajmer and Kolkata has been classified under finance lease. The lease term ranges from 89 to 99 years.

The net carrying amount of the leasehold land, classified as finance lease, is Rs. 548.95 lac as at March 31, 2018 (March 31, 2017: Rs. 549 lac and April 1, 2016: Rs. 549.05 lac).

7. Capital Work-in-Progress includes Plant and Equipments, construction including material and other costs and other assets amounting to Rs. 38.79 lac (March 31, 2017: Rs. 70.23 lac and April 1, 2016: Rs 577.64 lac) under installation and the following pre-operative expenditure incurred towards construction and other activities directly attributable to construction of said assets pending completion of the project. Details of such expenditure are as follows:

Notes:

8. The Company has elected to continue with the carrying value of its Intangible Assets recognised as on April 1, 2016 (transition date) measured as per the Previous GAAP and used that carrying value as its deemed cost as on the transition date (Refer note no. 47).

9. The Company as on the transition date has adopted to measure investment in Joint Venture at Cost (Refer note no. 47)

10. Particulars of Investments as required under section 186(4) of the Companies Act, 2013 has been disclosed herein above

11. Refer Note No. 20.1 and 24.2 to financial statements in respect of charges created against borrowings

12. Details of Joint Venture in accordance with Ind AS 112 “ Disclosure of Interest in other entities”

13. The Company has recognised the surrender value of Keyman insurance policy considering the expected accrual of proceeds thereof on maturity in favour of the company.

14. Refer Note No. 20.1 and 24.2 to financial statements in respect of charges created against borrowings

15. Particulars of investments as required under Section 186(4) of the Companies Act, 2013 have been disclosed in Note No. 7 and 11

16. Fixed Deposits with banks in Margin Money Account includes Rs.146.48 lac (March 31, 2017: Rs 135.83 lac and April 1, 2016: Rs. 239.98 lac) including Rs 110.33 lac (March 31, 2017: Rs 33.94 lac and April 1, 2016: Rs. 168.98 lac) disclosed under “Other Non-current Financial Assets” have been lodged with Banks against guarantee issued by them.

17. The Company has one class of shares referred to as equity shares having a par value of Rs. 10/-. Each holder of equity shares is entitled to one vote per share. 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 of their shareholding.

18. Refer Statement of changes in Equity for movement in balances of reserves

19. Securities Premium Reserve

Securities Premium Reserve represents the amount received in excess of par value of securities and is available for utilisation as specified under section 52 of Companies Act, 2013.

20. General Reserve

The General Reserve is used from time to time by appropriating profits from Retained Earnings. As the General Reserve is created by a transfer from one component of equity to another and accordingly it is not reclassified to the Statement of Profit and Loss.

21. Retained Earnings

Retained earnings generally represents the undistributed profit/ amount of accumulated earnings of the company.

22. Other Comprehensive Income

Other Comprehensive Income Reserve represent the balance in equity for items to be accounted in Other Comprehensive Income (OCI). The actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions have been recognised in OCI and will not be reclassified to statement of Profit and Loss.

23. The amount that can be distributed by the Company as dividends to its equity shareholders is determined considering the requirements of the Companies Act, 2013 and the dividend distribution policy of the Company. Thus, the amount reported above are not entirely distributable.

24. Term Loan from Kotak Bank is secured by way of lien on investments in units of mutual fund held by the Company and is repayable in 60 monthly instalments starting from January, 2016. The Interest rate is Base Rate 185 basis points which is currently 11.35%. The outstanding as on March 31, 2018 is Rs. 1032.91 lac (March 31, 2017: Rs. 1,341.97 lac and April 1, 2016 Rs.1,611.12 lac)

25. Term Loan from Axis Bank is secured by way of exclusive hypothecation charge over movable fixed assets at Ajmer unit, equitable mortgage over Company’s leasehold land and building thereon situated at Ajmer and second charge as collateral securities by way of equitable mortgage on immovable assets located at Nagpur and Aurangabad units on which first charge is held for working capital facilities for Baidyabati, Nagpur and Aurangabad units. The Interest rate is Base Rate 250 basis points which is currently 12.00%. The outstanding as on March 31, 2018 is Rs.929.19 lac (March 31, 2017: Rs. 1,229.19 lac and April 1, 2016 Rs. 1,167.19 lac)

26. Finance lease obligation is secured against car taken on two finance lease and are repayable in 60 and 36 monthly instalments starting from July, 2014 and March,2016 respectively. The Interest rate is 10.51% and 9.40% respectively. The outstanding as on March 31, 2018 is Rs 4.75 lac (March 31, 2017: Rs 9.10 lac and April 1, 2016 Rs 13.03 lac)

27. Loans repayable on demand being Working Capital facilities from UCO Bank and Axis Bank (both fund based and non-fund based) are secured by hypothecation of stock of raw materials, work-in-progress, finished goods, stores and spares, trade receivables and other current assets of the Company and all moveable assets and by equitable mortgage by deposit of title deeds of immoveable properties comprising of land and buildings of the Company’s factories situated at Nagpur and Aurangabad.

28. Loans repayable on demand being Working Capital facilities from Kotak Mahindra Bank is secured by way of lien on investments in units of mutual funds held by the Company.

29. Buyer’s Credit is secured against hypothecation of the plant and equipment purchased there against.

30. Disclosure of Trade payables as required under section 22 of Micro, Small and Medium Enterprises Development (MSMED) Act, 2006, based on the confirmation and information available with the company regarding the status of suppliers.

31. During the year, the Company has incurred Rs. 2.12 lac (March 31, 2017 Rs. 4.15 lac) on account of Corporate Social Responsibility (CSR).

32. Operating Lease disclosures:

The Company has operating lease arrangements for office accommodations etc. with tenure extending upto 1 or 3 or 5 yrs. Term of certain lease arrangements include escalation clause for rent on expiry of 12 or 24 or 36 months as the case may be from the commencement date of such lease and deposit / refund of security deposit etc. Expenditure incurred on account of rent during the year and recognized in the Profit and Loss account amounts to Rs. 26.11 lac (March 31, 2017 Rs. 22.17 lac).

33. Reconciliation of Income tax expense for the year with accounting profit is as follows:

Taxable Income differs from “Profit Before Tax” as reported in the statement of Profit and Loss because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. Details in this respect are as follows: ,

* The tax rate used for reconciliations above is the corporate tax rate of 30.90% payable by corporate entities in India on taxable profits under the Indian tax laws.

Fair Valuation Techniques

The fair values of the financial assets and liabilities are included at the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The following methods and assumptions were used to estimate the fair values:

The fair value of cash and cash equivalents, trade receivables, trade payables, current financial liabilities/financial assets and borrowings approximate their carrying amount largely due to the short-term nature of these instruments. The management considers that the carrying amounts of financial assets and financial liabilities recognised at nominal cost/ amortised cost in the financial statements approximate their fair values.

A substantial portion of the company’s long-term debt has been contracted at floating rates of interest, which are reset at short intervals. Fair value of variable interest rate borrowings approximates their carrying value subject to adjustments made for transaction cost.

Investments (other than Investments in Joint Venture) i.e. Mutual Funds are determined by reference to the quoted market prices (i.e. NAV) at the reporting date multiplied by the quantity held.

During the year ended March 31, 2018 and March 31, 2017, there were no transfers between Level 1, Level 2 and Level 3.

The Inputs used in fair valuation measurement are as follows:

Fair valuation of Financial assets and liabilities not within the operating cycle of the company is amortised based on the borrowing rate of the company.

Financial instruments are valued based on quoted price for similar assets and liabilities in active market or similar inputs that are directly or indirectly observable in the market place.

Financial Risk Factors

The Company’s activities expose it to a variety of financial risks. The key financial risk includes market risk, credit risk and liquidity risk. The Company’s focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance. The Company has an Enterprise Risk Management (ERM) process which involves periodic identification of risks likely to affect the business adversely, rating the risks, their importance and likelihood, preparation of risk identification procedures, implementation of risk mitigation plans and its continuous monitoring by the Executive Management/ Divisional Heads. The Risk Management Committee has already identified the risks in the various business areas and it also develops and monitors various mitigation strategies and plans in these areas to reduce or eliminate the likelihood of such risks. The presence in India of players with low cost products which has intensified the competition in the large domestic market consequently shrinking the margins for the Company’s products is an area of risk. To mitigate the risk involved in this area, steps have been initiated to move ahead of the competition with the Company’s strong brand image along with upgradation of technology, carving out a niche product portfolio and effective marketing framework.

Market Risk

Market risk is the risk or uncertainty arising from possible market price movements resulting in variation in the fair value of future cash flows of a financial instrument. The major components of Market risks are foreign currency risk, interest rate risk and other price risk. Financial instruments affected by market risk includes trade receivables, borrowings, investments and trade and other payables.

Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to the Company’s foreign currency denominated transactions.

The Company is having a net foreign exchange inflow and has adopted a comprehensive risk management review system wherein it evaluates exchange rate exposure arising from these transactions and follows established risk management policies.

A 5% stregthening of INR would have an equal and opposite effect on the Company’s financial statements Interest rate risk

The company exposure in market risk related to change in interest rate primarily arises from floating rate borrowing with banks and financial institutions. Borrowings at fixed interest rate exposes the company to the fair value interest rate risk.

Further, there are deposits with banks which are for short term period are exposed to interest rate risk, falling due for renewal. These deposits are however generally for trade purposes and as such does not cause material implication.

With all other variables held constant, the following table demonstrates the impact of exposure of Company’s borrowings to interest rate changes at the end of the reporting period. A hypothetical basis point shift, as detailed below, would result in a corresponding increase or decrease in interest costs for the company on a year basis.

A decrease in 0.50 basis point in Rupee Loan and 0.25 basis point in foreign currency loan would have an equal and opposite effect on the Company’s financial statements

Other price risk

The company’s exposure in Joint Venture are carried at cost and these are subject to impairment testing as per the policy followed in this respect. Further, the investment in mutual funds which are fair valued through profit and loss are material as these are Fixed Maturity Plan(FMP) that are closed ended scheme with a predefined maturity which is subject to investment objective and allocation which is basically in debt instruments, Certificate of Deposits and Commercial papers. Accordingly, other price risk of the financial instrument to which the company is exposed is not expected to be material.

Credit Risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables). To manage this, the management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Collection of sale proceeds promptly from the clients on sale of products is also an area where risk is involved. The Company has adopted various recovery measures for improvement in collection and liquidity position which is also monitored by the Executive Management at regular intervals.

The carrying amount of respective financial assets recognised in the financial statements, (net of impairment losses) represents the Company’s maximum exposure to credit risk. The concentration of credit risk is limited due to the customer base being large and unrelated. Of the trade receivables balance at the end of the year, there are no single customer accounted for more than 10% of the accounts receivable and 10% of revenue as at March 31, 2018 and March 31, 2017 respectively.

The Company establishes an allowance for impairment that represents its estimate of incurred losses in respect of trade and other receivables. Receivables from customers are reviewed/evaluated periodically by the management and appropriate provisions are made to the extent recovery there against has been considered to be remote.

Financial assets that are neither past due nor impaired

Cash and cash equivalents, investment and deposits with banks are neither past due nor impaired. Cash and cash equivalents with banks are held with reputed and credit worthy banking institutions.

Financial assets that are past due but not impaired

Trade receivables disclosed include amounts that are past due at the end of the reporting period but against which the Company has not recognised an allowance for doubtful receivables because there has not been a significant change in credit quality and the amounts are still considered recoverable.

Liquidity risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price. The Company’s objective is to maintain optimum level of liquidity to meet it’s cash and collateral requirements at all times. The company relies on borrowings and internal accruals to meet its fund requirement. The current committed line of credit are sufficient to meet its short to medium term fund requirement. The Company has laid down procedure for smooth servicing of the Term Loan for Building Material Division through the maturity proceeds of the Investment in FMP.

Liquidity and interest risk tables

The following tables detail the Company’s remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Company can be required to pay. The tables include both interest and principal cash flows as at the Balance Sheet date:

The company has current financial assets which will be realised in ordinary course of business. The Company ensures that it has sufficient cash on demand to meet expected operational expenses.

The Company has laid down procedure for smooth servicing of the Term Loan for Building Material Division through the maturity proceeds of the Investment in FMP. Further, the Company relies on mix of borrowings and excess operating cash flows to meet its need for funds and ensures that it does not breach any financial covenants stipulated by the lender.

Capital Management

The primary objective of the Company’s capital management is to ensure that it maintains a healthy capital ratio in order to support its business and maximise shareholder value. The Company’s objective when managing capital is to safeguard their ability to continue as a going concern so that they can continue to provide returns for shareholders and benefits for other stake holders. The Company is focused on keeping strong total equity base to ensure independence, security, as well as a high financial flexibility for potential future borrowings, if required without impacting the risk profile of the Company.

b) Defined Benefit Plans

The employee’s gratuity fund scheme managed by Life Insurance Corporation of India is a defined benefit plan. The present value of obligation is determined based on actuarial valuation using the Projected Unit Credit Method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

Interest Rate Guarantee

The obligation for provident fund trustees set up by the employer for Interest Rate guarantee in respect of shortfall in respect of in a defined benefit plan and is recognized in the same manner as gratuity. The actuarial valuation of such provident fund liability on account of shortfall of interest as determined by the acturial is Rs. Nil (March 31, 2017 - Rs. 3.13 lac) has been recognised in the Statement of Profit and Loss.

Compensated Absences

The obligation for compensated absences is recognized in the same manner as gratuity except remeasurement benefit which is treated as part of OCI. The actuarial liability of Compensated Absences (unfunded) of accumulated priviliged and sick leaves of the employees of the Company as at March 31, 2018 is given below:

Notes:

i) Assumptions relating to future salary increases, attrition, interest rate for discount & overall expected rate of return on Assets have been considered based on relevant economic factors such as inflation, market growth & other factors applicable to the period over which the obligation is expected to be settled.

The above sensitivity analysis is based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (Projected Unit Credit Method) has been applied as when calculating the defined benefit obligation recognised within the Balance Sheet.

34. Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs. Nil (March 31, 2017 Rs. Nil and April 1, 2016 Rs. 1,151.86 lac)

* Post-employment benefits and other long-term benefits have been disclosed based on actual payment made on retirement/resignation of services, but does not includes provision made on actuarial basis as the same is available for all the employees together.

35. In respect of the above parties, there is no provision for doubtful debts as on March 31, 2018 and no amount has been written off or written back during the year in respect of debt due from/to them

36. The above related party information is as identified by the management and relied upon by the auditor

37. Segment Information

a) Reportable Segments:

The Company’s operating segment are established on the basis of those component of the Company that are evaluated regularly by the Board (“The Chief Operating Decision Maker”) as defined in Ind AS 108 “Operating Segments”. The Company has three principal operating and reporting segments i.e.

i) Mineral & Material Processing and Handling Equipment

ii) Gear Box and Geared Motor Drive System

iii) Building Material Division

Segment revenue and results:

The expenses and income which are not directly attributable to any business segment are shown as unallocable expenditure (net of allocable income).

Segment assets and Liabilities:

Segment assets include all operating assets used by the operating segment and mainly consist of property, plant and equipments, trade receivables, Inventory and other operating assets. Segment liabilities primarily includes trade payable and other liabilities. Common assets and liabilities which can not be allocated to any of the business segment are shown as unallocable assets / liabilities.

Inter Segment Transfer:

Inter Segment revenues are recognised at sales price. The same is based on market price and business risks. Profit or loss on inter segment transfer are eliminated at the group level.

b) FIRST-TIME ADOPTION - Mandatory Exceptions and optional Exemptions

These financial statements are covered by Ind AS 101, “First Time Adoption of Indian Accounting Standards”, as they are the Company’s first Ind AS financial statements for the year ended March 31, 2018.

i) Overall principle:

The Company has prepared the opening Balance Sheet as per Ind AS as at April 1, 2016 (the transition date) by recognizing all assets and liabilities whose recognition is required by Ind AS, not recognizing items of assets or liabilities which are not permitted by Ind AS, by reclassifying certain items from Previous GAAP to Ind AS as required under the Ind AS, and applying Ind AS in the measurement of recognized assets and liabilities. The accounting policies that the Company used in its opening Ind-AS Balance Sheet may have differed from those that it used for its previous GAAP. The resulting adjustments arise from events and transactions before the date of transition to Ind-AS had recognized directly in retained earnings at the date of transition.

However, this principle is subject to certain mandatory exceptions and certain optional exemptions availed by the Company as detailed below.

ii) Derecognition of financial assets and financial liabilities

The Company has applied the derecognition requirements of financial assets and financial liabilities prospectively for transactions occurring on or after April 1, 2016 (the transition date).

iii) Deemed cost for Property, Plant and Equipment and Intangible assets:

The Company has elected to continue with the carrying value of all of its property, plant and equipments and intangible assets recognized as of transition date measured as per the Previous GAAP and used that carrying value as its deemed cost as of the transition date.

iv) Investment in Joint Venture

The Company has elected to measure its investment in joint venture, Mozer Process Technology Private Limited, at the previous GAAP carrying amount as its deemed cost on the date of transition to Ind AS

v) Impairment of financial assets

Ind AS 109 “Financial Instruments” requires the impairment to be carried out retrospectively; however, as permitted by Ind AS 101, the Company, has used reasonable and supportable information that is available without undue cost or effort to determine the credit risk at the date that financial instruments were initially recognized in order to compare it with the credit risk at the transition date. Further, the Company has not undertaken an exhaustive search for information when determining, at the date of transition to Ind AS, whether there have been significant increases in credit risk since initial recognition, as permitted by Ind AS 101.

vi) Determining whether an arrangement contains a lease

The Company as on the date of transition complied with Ind AS 17 “Leases” to determine whether an arrangement contains a Lease on the basis of facts and circumstances existing at the date of transition to Ind AS.

c) Explanatory Notes to reconciliation between Previous GAAP and Ind AS

(i) Property, Plant and Equipment

Under the previous GAAP, leasehold land was shown as a part of Property, Plant and Equipment at a carrying value consisting of the initial costs incurred and was amortised over the period of lease. Under Ind AS 101, the Company has recognized the present value of minimum lease payments to its carrying value with corresponding recognition of lease liability. On transition, this has resulted in capitalization of Rs.3.97 lac in Property Plant and Equipment with corresponding recognition of lease liabilty of Rs.3.05 lac as on April 1, 2016.

(ii) Fair Valuation of financial assets and liabilities

Under previous GAAP, receivables and payables were measured at transaction cost less allowances for recoverability, if any.

Under Ind AS, financial assets and liabilities are initially recognised at fair value and subsequently measured at amortised cost using the effective interest rate method, less allowances for impairment, if any. The resulting changes are recognised either under finance income or expenses in the Statement of Profit and Loss.

On transition, the Company has fair valued certain financial assets including Security deposits. This has resulted in decrease in total equity by Rs. 11.32 lac and Rs. 11.32 lac as on March 31, 2017 and April 1, 2016 respectively. Further, the Company has provided for expected credit losses on trade receivables based on past five years trend of bad debts as a percentage of debts due over a period of 180 days which resulted in decrease in total equity by Rs. 56.68 lac and Rs. 54.96 lac as on March 31, 2017 and April 1, 2016 respectively

(iv) Fair valuation of Investment in Mutual Funds

Under previous GAAP, Current investments were measured at lower of cost or market price.

Under Ind AS, these investments are measured at fair value through Profit and Loss and accordingly, difference betwen the fair value and carrying value is recognised in the Statement of Profit and Loss. On transition, the Company has fair valued through Profit and Loss these investment resulting in increase in total equity by Rs.561.50 lac and Rs. 413.90 lac as on March 31, 2017 and April 1, 2016 respectively.

(v) Borrowings

Under previous GAAP, transaction costs incurred in connection with borrowings are accounted upfront and charged to Profit and Loss for the period in which such transaction costs is incurred. Under Ind AS, Finance Liabilities consisting of Long Term Borrowings to be designated and measured at amortised cost based on Effective Interest Rate (EIR) method. The transaction costs so incurred are required to be deducted from the carrying amount of borrowings on initial recognition. These costs are recognized in Profit and Loss over the tenure of the borrowing as part of the interest expense by applying the effective interest rate method.

On transition, the Company has adjusted the unamortised portion of outstanding borrowings based on EIR resulting in reduction of its borrowings by Rs.10.89 lac and Rs.16.70 lac as on March 31, 2017 and April 1, 2016 respectively with corresponding increase in total equity by Rs.3.94 lac as on April 1, 2016 and decrease by Rs.2.08 lac as on March 31, 2017 Further, Rs.12.76 lac and Rs.12.76 lac as on March 31, 2017 and April 1, 2016 respectively has been reduced from the carrying amount of Property, Plant and Equipment relating to borrowings for Building Material Division.

(vi) Taxation

Deferred tax has been recognized in respect of on accounting differences between previous GAAP and Ind AS. These adjustments have resulted increase in deferred tax liability and decrease in equity by Rs.95.16 lakhs and Rs.70.15 lakhs as on March 31, 2017 and April 1, 2016 respectively.

(vii) Remeasurement of Defined Benefit Plan

Under previous GAAP and Ind AS, the Company recognizes cost related to its post-employment defined benefit plan on an actuarial basis.

Under previous GAAP, the entire cost, including re-measurement, are charged to Statement of Profit and Loss. Under Ind AS, the actuarial gain and losses form part of re-measurements of net defined benefit liability/ asset which is recognised in Other Comprehensive Income (OCI). Consequently, the tax effect on the same has also been recognised in OCI instead of statement of Profit and Loss.

Under Ind AS, the entity is permitted to transfer amounts recognized in the Other Comprehensive Income within equity. The Company has taken recourse of the said provision and has transferred all re-measurement costs recognized relating prior to the transition date from Retained Earnings as on the date of transition as permitted under Ind AS.

On transition, this has resulted in reclassification and re-measurement of losses on defined benefit plans of Rs.17.08 lac for the year ended March 31, 2017 from Statement of Profit and Loss to OCI.

(viii) Previous GAAP figures have been reclassifed/regrouped wherever necessary to confirm with financial statements prepared under Ind AS.

38. These financial statements have been approved by the Board of Directors of the Company on 23rd May, 2018 for issue to the shareholders for their adoption.

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Mar 31, 2016

(c) The Company has only one class of equity shares having a par value of Rs. 10/- each. Each holder of equity shares is entitled for one vote per share.

(d) 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 of their shareholding.

(e) There is no movement in the number of shares outstanding at the beginning and at the end of the year.

(f) Details of Shareholders holding more than 5% of the shares along with number of shares held :

(b) Cash Credit from UCO Bank and Axis Bank are secured by hypothecation of stock of raw materials, work-in-progress, finished goods, stores and spares, book debts and other current assets of the Company and all moveable assets and by equitable mortgage by deposit of title deeds of immoveable properties comprising of land and buildings of the Company''s factories situated at Baidyabati, Nagpur and Aurangabad.

(a) The Building Material Division of the Company for the manufacture of dry mix product has been commissioned on 31st March, 2016

(b) Certain Buildings and Plant and Equipments had been revalued on 31st October, 1991 by an approved valuer on market value basis, resulting in an increase in value of such assets by Rs.437.37 lakhs

(c) Refer Notes 4(b), 4(e) and 8(b)

(d) Capital Work-in-Progress includes Rs.529.00 lakhs (2014-15- Rs.95.51 lakhs) for cost of equipment, construction including material and other costs, interest and following pre-operative expenses, which will be allocated to respective fixed assets on the completion of the project.

1. Current portion of long term investments

2 Refer Note No.4(a)

3 Particulars of investments as required under Section 186(4) of the Companies Act, 2013 have been disclosed in Note 13 & 16

4 EMPLOYEE BENEFITS

a) The Company has Defined Contribution Schemes for its employees'' retirement benefits such as Provident Fund, Superannuation and defined Contribution Pension Schemes. For these Schemes, contributions are made by the Company for certain group of employees based on their current salary to recognized funds maintained by the Company and contributions are also made to the State funds for certain other employees. In case of Provident Fund Scheme, the contributions are also made by the employees.

Defined Benefit Scheme

The Employee''s gratuity fund scheme managed by Life Insurance Corporation of India is a defined benefit plan. The present value of obligations is determined based on actuarial valuation using the projected Unit Credit Method which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

*Included in “Salaries and Wages” and “Contribution to Provident and Other Funds” under “EMPLOYEE

BENEFIT EXPENSES” on Note 26.

Note:

5 Assumptions relating to future salary increases, attrition, interest rate for discount and overall expected rate of return on assets have been considered based on relevant economic factors such as inflation, market growth and other factors applicable to the period over which the obligation is expected to be settled.

6 The contributions expected to be made by the Company for the year 2016-17 is yet to be determined.

7 The guidance on implementing Accounting Standard (AS-15) (Revised 2005) on Employees'' Benefits issued by Accounting Standard Board (ASB) states that provident fund trustees set up by the employers which require the interest shortfall to be met by the employers need to be treated as “Defined Benefit Plan”. Accordingly the actuary in consultation with the management, has carried out the acturial valuation of such provident fund liability on account of shortfall of interest on the basis of the guidelines issued by Acturial Society of India. Such liability as determined by the actuary amounts to Rs.4.27 lacs (Previous Year- Rs.4.06 lacs) which has been provided in the Accounts for the year ended 31st March, 2016.

(a) The Company has identified business segments as primary segments. The reportable business segments are Mineral and Material Processing and Handling Equipment, Geared Motors and Building Material Division based on industry and product lines. Handling Equipment include Mineral, material processing and other handling equipment. Geared motors include Gear Box, Geared Motor Drive system.

(b) Assets and liabilities (including provision for income tax, deferred tax liability and advance tax) which are not attributable / identifiable / allocable to business segments are shown as unallocated / corporate assets / liabilities. ;

c) Secondary segment information - Geographical

Out of total Sales of Rs. 9132.44 lacs ( 2014-15- Rs. 8727.24 lacs), Sales outside India is Rs. 1047.67 lacs (2014-15 - Rs. 844.97 lacs)

8 In the opinion of the Board of Directors, Current Assets and Loans and Advances have a value at which these are stated in the Balance Sheet, unless otherwise stated and adequate provision for all known liabilities have been made and are not in excess of the amount reasonably required.

9 Related Party disclosures as identified by the management in accordance with the Accounting Standard 18 on Related Party Disclosures:

a) Key Management Personnel:

Mr. I. Sen - Managing Director

Mr. S. Saha - Executive Director (retired w.e.f.1st May, 2015)

b) Joint Venture Company - Mozer Process Technology Pvt.Ltd

Mozer Process Technology Pvt.Ltd

c) Chairman and non-executive Director - Mr. Sanjay Bagaria

10 LEASES

a) The Company had certain non-cancellable operating lease arrangements for residential and office premises which are renewable by mutual consent and mutually agreed terms.

b) The aggregate lease rentals payable are charged as “Rent” in Note 29

The future minimum lease payments under non-cancellable operating leases is Rs. Nil (2014-15 Rs. Nil)

c) The future obligation for vehicle taken on finance lease is given below: (Refer Note-4)

11 Previous year''s figures have been re-grouped wherever necessary.

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Mar 31, 2015

Rs in lacs) For the year ended For the year ended 31st March, 2015 31st March, 2014

1.01 CONTINGENT LIABILITIES AND COMMITMENTS

Contingent Liabilities

Outstanding Bank Guarantees 68.59 96.12

Commitments

Estimated amount of contracts remaining to be executed on capital account 900.80 -

1.02 EMPLOYEE BENEFITS

a) The Company has Defined Contribution Schemes for its employees'' retirement benefits such as Provident Fund, Superannuation and defined Contribution Pension Schemes. For these Schemes, contributions are made by the Company for certain group of employees based on their current salary to recognised funds maintained by the Company and contributions are also made to the State funds for certain other employees.In case of Provident Fund Scheme, the contributions are also made by the employees.

Note:

1) Assumptions relating to future salary increases, attrition, interest rate for discount and overall expected rate of return on assets have been considered based on relevant economic factors such as inflatio, market growth and other factors applicable to the period over which the obligation is expected to be settled.

2) The contributions expected to be made by the Company for the year 2015-16 is yet to be determined.

3) The guidance on implementing Accounting Standard (AS-15) (Revised 2005) on Employees'' Benefits issued by Accounting Standard Board (ASB) states that provident fund trustees set up by the employers which require the interest shortfall to be met by the employers need to be treated as ''''Defined Benefit Plan". Accordingly the actuary in consultation with the management, has carried out the acturial valuation of such provident fund liability on account of shortfall of interest on the basis of the guidelines issued by Acturial Society of India. Such liability as determined by the actuary amounts to Rs. 4.06 lacs (Previous Year - Rs. 4.20 lacs) which has been provided in the Accounts for the year ended 31st March, 2015.

1.03 In the opinion of the Board of Directors, Current Assets and Loans and Advances have a value at which these are stated in the Balance Sheet, unless otherwise stated and adequate provision for all known liabilities have been made and are not in excess of the amount reasonably required.

1.04 Related Party disclosures as identified by the management in accordance with the Accounting Standard 18

a) Key Management Personnel:

Mr. I. Sen - Managing Director Mr. S. Saha - Executive Director

b) Joint Venture Company having substantial interest in the Company

Mozer Process Technology Pvt. Ltd

c) Chairman and non-executive Director - Mr. Sanjay Bagaria

1.05 LEASES

a) The Company had certain not non-cancellable operating lease arrangements for residential and office premises which are renewable by mutual consent and mutually agreed terms.

b) The aggregate lease rentals payable are charged as "Rent" in Note 28

The future minimum lease payments under non-cancellable operating leases is Rs. Nil (2013-14 - Rs. Nil)

1.06 Previous year''s figures have been re-grouped wherever necessary.

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Mar 31, 2014

1.01 CONTINGENT LIABILITIES AND COMMITMENTS Contingent Liabilities

Outstanding Bank Guarantees 96.12 102.18

Sales Tax demand under appeal — 540.94

Commitments

Estimated amount of contracts remaining to be executed on capital account — 13.62

1.02 EMPLOYEE BENEFITS

a) The Company has Defined Contribution Schemes for its employees'' retirement benefits such as Provident Fund, Superannuation and defined Contribution Pension Schemes. For these Schemes, contributions are made by the Company for certain group of employees based on their current salary to recognised funds maintained by the Company and contributions are also made to the State funds for certain other employees. In case of Provident Fund Scheme, the contributions are also made by the employees.

Defined Benefit Scheme

The Employee''s gratuity fund scheme managed by Life Insurance Corporation of India is a defined benefit plan. The present value of obligations is determined based on acturial valuation using the projected Unit Credit Method which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

1.03 In the opinion of the Board of Directors, Current Assets and Loans and Advances have a value at which these are stated in the Balance Sheet and unless otherwise stated adequate provision for all known liabilities have been made and are not in excess of the amount reasonably required.

1.04 Related Party disclosures as identified by the management in accordance with the Accounting Standard 18 issued by the Companies Accounting Standard Rules 2006.

a) Key Management Personnel:

Mr. I. Sen - Managing Director Mr. S. Saha - Executive Director

b) Joint Venture Company having substantial interest in the Company with effect from 23rd July, 2012 Mozer Process Technology Pvt. Ltd

c) Chairman and non-executive Director - Mr. Sanjay Bagaria

1.05 LEASES

a) The Company had certain not non-cancellable operating lease arrangements for residential and office premises which are renewable by mutual consent and mutually agreed terms.

b) The aggregate lease rentals payable are charged as "Rent" in Note 28

The future minimum lease payments under non-cancellable operating leases is Rs. Nil (2012-13 - Rs. Nil)

1.06 Previous year''s figures have been re-grouped wherever necessary.

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Mar 31, 2013

1.01 CONTINGENT LIABILITIES AND COMMITMENTS

Contingent Liabilities

Outstanding Bank Guarantees 102.18 117.42

Sales Tax demand under appeal 540.94 540.94

Commitments

Estimated amount of contracts remaining to be executed on capital account 13.62 58.74

1.02 EMPLOYEE BENEFITS

a) The Company has Defined Contribution Schemes for its employees’ retirement benefits such as Provident Fund, Superannuation and defined Contribution Pension Schemes. For these Schemes, contributions are made by the Company for certain group of employees based on their current salary to recognised funds maintained by the Company and contributions are also made to the State funds for certain other employees.In case of Provident Fund Scheme, the contributions are also made by the employees.

The expected return on Plan Assets is based on market expectations at the beginning of the year. The rate of return on long term government bonds is taken as reference for this purpose.

The contributions expected to be made by the Company for the year 2012-13 is yet to be determined.

c) The guidance on implementing Accounting Standard (AS-15) (Revised 2005) on Employees’ Benefits issued by Accounting Standard Board (ASB) states that provident fund trustees set up by the employers which require the interest shortfall to be met by the employers need to be treated as "Defined Benefit Plan". Accordingly the actuary in consultation with the management, has carried out the acturial valuation of such provident fund liability on account of shortfall of interest on the basis of the guidelines issued by Acturial Society of India. Such liability as determined by the actuary amounts to Rs. 5.02 lacs (Previous Year - Rs. 1.59 lacs) which has been provided in the Accounts for the year ended 31st March, 2013.

1.03 In the opinion of the Management / Board of Directors, the Loans and Advances have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated and adequate provision for all known liabilities have been made.

1.04 Related Party disclosures as identified by the management in accordance with the Accounting Standard 18 issued by the Companies Accounting Standard Rules 2006.

a) Key Management Personnel:

Mr. I. Sen - Managing Director Mr.S. Saha - Executive Director

b) Companies/Individuals/HUF/Body Corporate having substantial interest in the Company:

Shiva Prasad Bagaria Sanjay Bagaria Purnima Bagaria Sanjay Bagaria - HUF Shiva Prasad Bagaria - HUF Satyam Bagaria Benefit Trust Devanshi Bagaria

1.05 LEASES

a) The Company had certain not non-cancellable operating lease arrangements for residential and office premises which are renewable by mutual consent and mutually agreed terms.

b) The aggregate lease rentals payable are charged as "Rent" in Note 27.

The future minimum lease payments under non-cancellable operating leases is Rs. Nil (2011- 12 - Rs. Nil).

c) The future obligation for vehicle taken on finance lease is given below: (Refer Note-4).

1.06 Previous year''s figures have been re-arranged and re-grouped wherever necessary.

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Mar 31, 2012

(a) The Company has only one class of equity shares having a par value of Rs. 10/- each. Each holder of equity shares is entitled to one vote per share.

(b) 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 of their shareholding.

(c) The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

(d) Cash Credit from UCO Bank and Axis Bank are secured by hypothecation of stock of raw materials, work-in-progress, finished goods, stores and spares, book debts and other current assets of the Company and all moveable assets and by equitable mortgage by deposit of title deeds of immoveable properties comprising of land and buildings at the Company's factories situated at Baidyabati, Nagpur and Aurangabad.

1.1 During the year, Minimum Alternate Tax (MAT) has been provided. The Company is entitled for MAT credit and the same has been recognised accordingly.

2.01 CONTINGENT LIABILITIES AND COMMITMENTS

Contingent Liabilities

Outstanding Bank Guarantees 117.42 104.22

Bills discounted under Letter of Credit (since realised) - 213.16

Sales Tax demand under appeal 540.94 134.00 Commitments

Estimated amount of contracts remaining to be executed on capital account 58.74 83.30

2.02 EMPLOYEE BENEFITS

a) The Company has Defined Contribution Schemes for its employees' retirement benefits such as Provident Fund, Superannuation and defined Contribution Pension Schemes. For these Schemes, contributions are made by the Company for certain group of employees based on their current salary to recognised funds maintained by the Company and contributions are also made to the State funds for certain other employees.In case of Provident Fund Scheme, the contributions are also made by the employees.

*Included in "Salaries and Wages" and "Contribution to Provident and Other Funds" under "EMPLOYEE

BENEFIT EXPENSES" on Note 25.

The expected return on Plan Assets is based on market expectations at the beginning of the year.

The rate of return on long term government bonds is taken as reference for this purpose.

The contributions expected to be made by the Company for the year 2011-12 is yet to be determined.

c) The guidance on implementing Accounting Standard (AS-15) (Revised 2005) on Employees' Benefits issued by Accounting Standard Board (ASB) states that provident fund trustees set up by the employers which require the interest shortfall to be met by the employers need to be treated as "Defined Benefit Plan". Accordingly the actuary in consultation with the management, has carried out the acturial valuation of such provident fund liability on account of shortfall of interest on the basis of the guidelines issued by Acturial Society of India. Such liability as determined by the actuary amounts to Rs. 1.59 lacs which has been provided in the Accounts for the year ended 31st March, 2012.

2.03 In the opinion of the Management / Board of Directors, the Loans and Advances have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated.

2.04 Related Party disclosures as identified by the management in accordance with the Accounting Standard 18 issued by the Companies Accounting Standard Rules 2006.

a) Key Management Personnel:

Mr. I. Sen - Managing Director

Mr.S. Saha - Executive Director

b) Companies/Individuals/HUF/Body Corporate having substantial interest in the Company:

Shiva Prasad Bagaria

Sanjay Bagaria

Purnima Bagaria

Sanjay Bagaria - HUF

Shiva Prasad Bagaria - HUF

Satyam Bagaria Benefit Trust

2.05 LEASES

a) The Company had certain not non-cancellable operating lease arrangements for residential and office premises which are renewable by mutual consent and mutually agreed terms.

b) The aggregate lease rentals payable are charged as "Rent" in Note 28.

The future minimum lease payments under non-cancellable operating leases is Rs. Nil (2010-11 - Rs. Nil)

c) The future obligation for vehicle taken on finance lease is given below: (Refer Note-4)

2.06 Previous year's figures have been re-arranged and re-grouped wherever necessary.

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

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Mar 31, 2011

(Rs. in lac)

31st March, 2011 31st March, 2010

(1) Contingent liabilities not provided for :

Outstanding Bank Guarantees 104.22 92.82

Bills discounted under Letter of Credit (since realised) 213.16 —

(2) Gross depreciation for the current year is Rs. 294.30 lacs (2010 - Rs. 364.21 lacs) of which Rs. 13.20 lacs (2010 - Rs. 13.18 lacs) has been transferred from revaluation reserve.

(3) Cash Credit from UCO Bank and Axis Bank are secured by hypothecation of stock of raw materials, work-in-progress, finished goods, stores and spares, book debts and other current assets of the Company and all moveable assets and by equitable mortgage of immoveable properties comprising of land and buildings at the Company's factories situated at Baidyabati, Nagpur and Aurangabad.

(4) Fixed Deposit receipts of Rs.136.17 lacs (2010-Rs.114.48 lacs) have been deposited with Banks against guarantees issued by them.

(5) Employee Benefits

a) The Company has Defined Contribution Schemes for its employees' retirement benefits such as Provident Fund, Superannuation and defined Contribution Pension Schemes. For these Schemes, contributions are made by the Company for certain group of employees based on their current salary to recognised funds maintained by the Company and contributions are also made to the State funds for certain other employees. In case of Provident Fund Scheme, the contributions are also made by the employees.

(6) Related Party disclosures as identified by the management in accordance with the Accounting Standard 18 issued by The Institute of Chartered Accountants of India:

a) Key Management Personnel:

Mr. I. Sen - Managing Director

Mr. S. Saha - Executive Director

b) Companies/Individuals/HUF/Body Corporate having substantial interest in the Company: Shiva Prasad Bagaria, Sanjay Bagaria, Purnima Bagaria, Sanjay Bagaria - HUF, Shiva Prasad Bagaria - HUF, Satyam Bagaria Benefit Trust.

(7) Leases

a) The Company has certain not non-cancellable operating lease arrangements for residential and office premises which are renewable by mutual consent and mutually agreed terms.

b) The aggregate lease rentals payable are charged as "Rent" in Schedule 15.

The future minimum lease payments under non-cancellable operating leases is Rs. Nil (2009-10 – Rs. Nil)

(8) Previous year's figures have been re-arranged and re-grouped wherever necessary.

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Mar 31, 2010

1

(Rs. in 000) 31st March, 2010 31st March, 2009 (1) Contingent liabilities not provided for: Outstanding Bank Guarantees 9282 7443 (2) Estimated amount of contracts remaining to be executed on capital — 8295 (3) Auditors Remuneration: Audit Fees 175 175 Certification etc. 98 108 (4) Research and Development expenses debited to respective heads of accounts 4641 5269 (5) Selling and Distribution Expenses comprise of Travelling Expenses 23371 19686 Commission on Sales 7347 4520 Other Expenses 5491 5078

(6) Miscellaneous Expenses include prior period expenditure of Rs. Nil (2008-09 - Rs. 2000 thousands).

(7) Gross depreciation for the current year is Rs.36421 thousands (2009 - Rs. 32770 thousands) of which Rs.1318 thousands (2009 - Rs.1274 thousands) has been transferred from revaluation reserve.

(8) Cash Credit / Working Capital Loan from UCO Bank and Axis Bank are secured by hypothecation of stock of raw materials, work-in-progress, finished goods, stores and spares, book debts and other current assets of the Company and all moveable assets and by equitable mortgage of immoveable properties comprising of land and buildings at the Companys factories situated at Baidyabati, Nagpur and Aurangabad.

(9) Fixed Deposit receipts of Rs.11448 thousands (2009-Rs. 12204 thousands) have been deposited with Banks against guarantees issued by them.

(10) Employee Benefits

a) The Company has Defined Contribution Schemes for its employees retirement benefits such as Provident Fund, Superannuation and defined Contribution Pension Schemes. For these Schemes, contributions are made by the Company for certain group of employees based on their.current salary to recognised funds maintained by the Company and contributions are also made to the State funds for certain other employees. In case of Provident Fund Scheme, the contributions are also made by the employees.

Contributions to Defined Contribution Plan recognized for the year are as under:

The expected return on Plan Assets is based on market expectations at the beginning of the year. The rate of return on long term government bonds is taken as reference for this purpose.

The contributions expected to be made by the Company for the year 2010-11 is yet to be determined.

c) The guidance on implementing Accounting Standard (AS-15) (Revised 2005) on Employees Benefits issued by Accounting Standard Board (ASB) states that provident fund trustees set up by the employers which require the interest shortfall to be met by the employers need to be treated as "Defined Benefit Plan". According to the management, in consultation with the actuary , it is not practical or feasible to actuarially value the Provident Fund liability in the absence of any guidance from Actuarial Society of India and also due to the fact that the rate of interest as notified by the Government can vary annually. Accordingly, the Company is currently not in a position to provide other related disclosures as required by the aforesaid AS-15 read with ASB guidance.

(2) Exchange difference of Rs. 526 thousands being net loss (2008-09 - Gain - Rs. 1158 thousands) included in Miscellaneous expenditure.

(i) The above remuneration does not include provision for gratuity and leave encashment as these are not separately ascertainable

(ii) The remuneration of Rs. 9192 thousands paid/ payable to the Managing Director for the period from 1st May, 2009 to 31st March, 2010 is pending shareholders approval at the ensuing Annual General Meeting

(3) Related Party disclosures as identified by the management in accordance with the Accounting Standard 18 issued by the Institute of Chartered Accountants of India:

a) Key Management Personnel:

Mr. I. Sen - Managing Director

Mr. S. Saha - Wholetime Director

b) Companies/lndividuals/HUF/Body Corporate having substantial interest in the Company: Shiva Prasad Bagaria,

Sanjay Bagaria, Purnima Bagaria, Sanjay Bagaria - HUF, Shiva Prasad Bagaria - HUF, Satyam Bagaria Benefit Trust.

(11) Leases

a) The Company has certain not non-cancellable operating lease arrangements for residential and office premises which are renewable by mutual consent and mutually agreed terms.

b) The aggregate lease rentals payable are charged as "Rent" in Schedule 15.

The future minimum lease payments under non-cancellable operating leases is Rs. Nil (2008-09 - Rs. Nil)

(12) Previous years figures have been re-arranged and re-grouped wherever necessary.