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Notes to Accounts of Prism Cement Ltd.

Mar 31, 2017

Notes :

a) Depreciation for the year includes Rs.0.21 Crores (Previous year: Rs.0.32 Crores) considered for capitalization.

b) Gross block of Property, Plant and Equipments includes dedicated electricity lines whose deemed cost was Rs.20.27 Crores (Previous year : Rs.20.27 Crores) the ownership of which is with Madhya Pradesh Poorv Kshetra Vitaran Company Limited.

c) Loss of Nil (Previous year: Rs.0.48 Crores) arising on account of exchange difference on long-term foreign currency borrowings, utilized for purchase of Property, Plant and Equipments has been capitalized and included in "Additions".

d) Amortization in case of Freehold Land represent amortization of mining reserve on extraction basis.

e) Additions during the year includes Rs.0.34 Crores ( Previous year: Rs.0.02 Crores) on account of Research assets.

- Company has given Non-disposal Undertaking to certain banks for its investment in above subsidiaries.

- Amount less than Rs.50,000/-

- Based on terms of underlying shareholders Rs. agreement, the Company was a Joint Venture up to March 29, 2016 and subsidiary thereafter.

-The carrying value of the equity component included in investment in 1% Non-cumulative and Redeemable Preference Shares and 0.01% Non-cumulative Optionally Convertible Preference Shares issued by subsidiaries viz. Milano Bathroom Fittings Private Limited and Small Johnson Floor Tiles Private Limited is Rs.2.36 Crores (as at March 31, 2016 : Rs. 2.36 Crores, as at April 1, 2015 : Rs.2.36 Crores) and Rs.3.30 Crores (as at March 31, 2016 : Rs.3.30 Crores, as at April 1, 2015 : Rs.3.30 Crores) respectively.

Note : No amount is due from any of the directors or officers of the Company, severally or jointly with any other person; or from firms where such director is a partner or from private companies where such director is a member except security deposit of Rs. 0.06 Crores for premises given to Director.

- Further information about these loans is set out in note no. 4.11 and 4.12.

Note : No amount is due from any of the directors or officers of the Company, severally or jointly with any other person; or from firms where such director is a partner or from private companies where such director is a member.

Note : Charged to Statement of Profit and Loss on account of write-down of inventories to net realizable value for the year is Rs.11.73 Crores (Previous year : Rs.9.59 Crores).

Note: No amount is due from any of the directors or officers of the Company, severally or jointly with any other person; or from firms where such director is a partner or from private companies where such director is a member.

Explanation: The term ''Specified Bank Note'' is defined in the notification no.S.O.3407 (E), dated November 8, 2016 of the Department of Economic Affairs, Government of India.

Notes: (1) Opening balance of SBNs includes unspent imprest / advance balance with staff which were disbursed in SBNs before November 8, 2016.

(2) SBNs aggregating to Rs.11,500/- deposited directly in the bank account of the Company, is not included in the above disclosure.

b. Rights, preference and restrictions attached to Equity and Preference shares :

i The Company has one class of equity shares having a par value of Rs.10 per share. Each shareholder is entitled to one vote per equity share. The shareholders are entitled to dividend declared on proportionate basis. On liquidation of the Company, the equity shareholders are eligible to receive remaining assets of the Company in proportion to their shareholding after distribution of all preferential amounts.

ii Rights, privileges and conditions attached to the preference shares will be decided at the time of issue.

Description of the nature and purpose of each reserve within equity is as follows :

(a) General Reserve :

The Company had transferred a portion of the net profit of the Company before declaring dividend to the general reserve pursuant to the earlier provisions of the Companies Act, 1956. Mandatory transfer to general reserve before declaration of dividend is not required under the Companies Act, 2013.

(b) Retained Earnings :

Retained earnings are the profits that the Company has earned till date and is net of amount transferred to other reserves such as general reserves, debenture redemption reserve etc., amount distributed as dividend and adjustments on account of transition to Ind AS.

(c) Capital Redemption Reserve :

Capital Redemption Reserve was created pursuant to the scheme of amalgamation.

(d) Debenture Redemption Reserve (DRR) :

The Company has issued non-convertible debentures. In terms of provisions of the Companies (Share Capital and Debenture) Rules, 2014 (as amended), the Company is required to create DRR which is equal to 25% of the value of the debentures issued, over the term of the debentures, out of the profits of the Company available for payment of dividend.

1 LEASES

a. Under finance lease arrangements, the Company had acquired mining rights of limestone, against which the total payment has been made and no contingent rent is payable.

b. Details of Finance lease agreements (Land, Plant and Machinery) - Non-cancellable:

Future minimum lease payments (MLP) under these leases are as follows :

Lease rentals of Rs.1.14 Crores (Previous year : Rs.0.43 Crores) in respect of obligations under finance lease have been recognized in the Statement of Profit and Loss.

Operating lease agreements (Land, Machinery and Equipments) - Non-cancellable

Lease rentals of Rs.16.30 Crores (Previous year : Rs.8.09 Crores) in respect of obligations under operating leases have been recognized in the Statement of Profit and Loss.

2 EMPLOYEE BENEFIT PLANS

3. Defined contribution plans

The Company operated defined benefits contribution retirement benefits plans for all qualifying employees.

The total expenses recognized in the Statement of Profit and Loss is Rs.14.10 Crores ( for the year ended March 31, 2016 : Rs.13.65 Crores) represents contributions payable to these plans by the Company at rates specified in rules of the plans.

4.. Defined Benefits Plans

The Company sponsors funded defined benefit plans for qualifying employee. The defined benefits plans are administered by separate fund that is legally separate fund from the entity. The board of the fund is responsible for the investment policy with regard to assets of the funds.

These plans typically expose the Company to Actuarial risks such as : investment risk, interest rate risk, longetivity risk and salary risk. No other post-retirement benefit are provided to the employees.

Sensitivity Analysis

Below is the sensitivity analysis determined for significant actuarial assumption for determination of defined benefit obligation and based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period.

5. (a) CONTINGENT LIABILITIES

(i) Guarantees given by the Company''s bankers and counter guaranteed by the Company : Rs.36.91 Crores (Previous year : Rs.30.12 Crores).

(ii) Prepayment charges claimed by banks on amounts prepaid Nil (Previous year : Rs.2.92 Crores).

(iii) Claims against the Company not acknowledged as debts on account of disputes :

(a) In respect of exemption of Central Sales Tax on coal purchases : Rs.7.56 Crores (Previous year : Rs.7.56 Crores). Against this matter, bank guarantee of Rs.7.70 Crores (Previous year : Rs.7.70 Crores) has been provided by the Company.

(b) Energy Development Cess Rs. 9.89 Crores (Previous year : Rs. 9.89 Crores).

(c) Tax on Rural and Road Development Rs.10.45 Crores (Previous year : Rs.10.38 Crores).

(d) Other Claims in respect to Income Tax, Sales Tax, Entry Tax, Excise Duty, Service Tax and other claims Rs.146.50 Crores. (Previous year : Rs.139.65 Crores).

(b) CAPITAL AND OTHER COMMITMENTS

Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs.50.94 Crores (March 31, 2016 : Rs.26.61 Crores and April 1, 2015 : Rs.58.81 Crores) and other commitments includes Outstanding Letters of Credit Rs.41.90 Crores (March 31, 2016 : Rs. 52.26 Crores and April 1, 2015 : Rs.48.80 Crores).

(c) FINANCIAL GUARANTEE

Corporate guarantees issued to the bankers : Rs.227.25 Crores (Previous year : Rs. 160 Crores).

In certain cases, the Company has made payments against the above provisions. In case the disputes are settled in the favour of the Company, there would be refund of Rs.0.23 Crores ( Previous year : Rs.0.23 Crores) and in the event, these are settled against the Company there would be cash outflow of Rs. 25.92 Crores (Previous year : Rs.23.57 Crores).

(e) In terms of long-term gas supply agreement (GSA) with GAIL (India) Limited (GAIL) having validity till April, 2028, the Company is required to draw 1074064 MMBTU of Re-Liquefied Natural Gas (RLNG) per calendar year. In case of under drawn quantities, determined on calendar year basis, the Company is liable to deposit purchase price under Take or Pay Obligation clause (TOP) of the GSA and is allowed to draw such under drawn quantities in the balance term of the GSA at then prevailing price.

There were under drawn quantities of RLNG of 653690 and 71 1272 MMBTU for the calendar year 2015 and 2016 respectively and 202770 MMBTU for the quarter ended March 31, 2017. GAIL has allowed under drawn quantities for the calendar year 2015 to be carried forward under downward flexibility clause of GSA till April 2028 without any payment and has indicated that TOP obligation shall not be enforce for the calendar year 2016. The Company has exhausted its downward flexibility limit. The amount committed under TOP for the under drawn quantities for the quarter ended March 31, 2017, which would be due in December 2017 if it remains undrawn or not waived, is approximately to the tune of Rs.12.94 Crores.

In view of decreasing trend in prices of RLNG in recent months and also expected increase in the capacity utilizations due to favorable market conditions, the management is confident about utilization of under drawn RLNG as above in balance part of the calendar year and also in subsequent contracted period. The aforesaid amount, if payable, will only be in the nature of an advance payment for RLNG which can be drawn anytime thereafter up to the end of term of the GSA i.e. April 2028. Accordingly, in view of the management, this contract is not in the nature of onerous contract and no effect of the same is required to be given in these accounts.

6. CAPITAL MANAGEMENT

Risk management

The Company''s policy is to maintain a stable and strong capital structure with a focus on total equity so as to maintain investor, creditors and market confidence and to sustain future development and growth of its business and at the same time, optimize returns to the shareholders. The Company takes appropriate and corrective steps in order to maintain, or if necessary adjust, its capital structure.

The capital structure of the Company is based on management''s judgment of the appropriate balance of key elements in order to meet its strategic and day-to-day needs. The Company considers the amount of capital in proportion to risk and manages the capital structure in light of changes in economic conditions and the risk characteristics of the underlying assets.

Consistent with others in the industry, the Company monitors capital on the basis of the capital gearing ratio computed as under:

Net debt (total Borrowings net of Cash and cash equivalents) divided by Total ''Equity'' (as shown in the Balance Sheet).

The Company''s strategy is to maintain a capital gearing ratio within 2 times. The comparative capital gearing ratios are tabulated as hereunder:

The Company has complied with all material externally imposed conditions relating to capital requirements and there has not been any delay or default during the period covered under these financial statements. No lenders have raised any matter that may lead to breach of covenants stipulated in the underlying documents.

7. FINANCIAL INSTRUMENTS

(i) Methods and assumptions used to estimate the fair values

The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

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

a) The carrying amounts of receivables and payables which are short term in nature such as trade receivables, other bank balances, deposits, loans to employees, trade payables, payables for acquisition of non-current assets, demand loans from banks and cash and cash equivalents are considered to be the same as their fair values.

b) The fair values for long term loans, long term security deposits given and remaining non-current financial assets were calculated based on cash flows discounted using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs.

c) The fair values of long term security deposits taken, non-current borrowings and remaining non-current financial liabilities are based on discounted cash flows using a current borrowing rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs.

d) For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the fair values.

(ii) Categories of financial instruments

The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique :

Level 1 : unadjusted quoted prices in active markets for identical assets or liabilities.

Level 2 : directly or indirectly observable market inputs, other than Level 1 inputs; and

Level 3 : inputs which are not based on observable market data.

The above investment was acquired during the year. Post acquisition, there is considerable improvements in the functioning of the said Company. This investment is not freely marketable; however, there is an undertaking from other major shareholder of the said Company to buy the investments at least at the value invested by the Company. In view of the aforesaid, the transaction price has been considered as the fair value.

(iv) Financial Risk Management

The Company''s financial risk management is an integral part of how to plan and execute its business strategies. The Company''s financial risk management policy is set by the Managing Board. The details of different types of risk and management policy to address these risks are listed below:

The Company''s activities are exposed to various risks viz. Credit risk, Liquidity risk and Market risk. In order to minimize any adverse effects on the financial performance of the Company, it uses various instruments and follows polices set up by the Board of Directors / Management.

a. Credit Risk:

Credit risk arises from the possibility that counter party will cause financial loss to the Company by failing to discharge its obligation as agreed.

Credit risks from balances with banks and financial institutions are managed in accordance with the Company policy. For derivative and financial instruments, the Company attempts to limit the credit risk by only dealing with reputable banks and financial institutions having high credit ratings assigned by credit rating agencies.

In addition, the Company is exposed to credit risk in relation to financial guarantees given to banks and other counter parties for the facilities availed by subsidiary. The Company''s maximum exposure in this respect is the maximum amount the Company would have to pay if the guarantee is called upon.

Each division of the Company has specific policies for managing customer credit risk; these policies factor in the customers'' financial position, past experience and other customer specific factors. The Company uses the allowance matrix to measure the expected credit loss of trade receivables from customers.

Based on the industry practices and business environment in which the Company operates, management considers that the trade receivables are in default if the payment are more than two years past due.

Trade receivables consists of large number of customers spread across diverse industries and geographical areas with no significant concentration of credit risk. The outstanding trade receivables are regularly monitored and appropriate action is taken for collection of overdue receivables.

Table showing age of gross trade receivables and movement in expected credit loss allowance :

b. Liquidity Risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach for managing liquidity is to ensure that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to Company''s reputation. In addition, processes and policies related to such risks are overseen by the senior management. The management monitors the Company''s net liquidity position through rolling forecasts on the basis of expected cash flows.

Financing arrangements

The Company has sufficient sanctioned line of credit from its bankers / financiers; commensurate to its business requirements. The Company reviews its line of credit available with bankers and lenders from time to time to ensure that at all point of time there is sufficient availability of line of credit to handle peak business cycle.

The Company pays special attention to the net operating working capital invested in the business. In this regard, as in previous years, considerable work has been performed to control and reduce collection periods for trade and other receivables, as well as to optimize accounts payable with the support of banking arrangements to mobilize funds and minimize inventories.

c. Market Risk

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

(i) Market Risk - Foreign Exchange

Foreign currency risk is that risk in which the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Company operates internationally and a portion of its business is transacted in several currencies and therefore the Company is exposed to foreign exchange risk through its overseas sales and purchases in various foreign currencies. The Company hedges the receivable as well as payables by forming view after discussion with Forex Consultant and as per polices set by Management.

The Company is also exposed to the foreign currency loans availed from various banks to reduce the overall interest cost. The Company had entered in the foreign currency swap purely to reduce the cost of borrowings and not for the speculation purposes where it was exposed to foreign exchange risk.

Foreign currency sensitivity

1% increase or decrease in foreign exchange rates will have the following impact on Profit after Tax and impact on Equity

Market Risk - Interest Rate

The interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.

The Company borrows at variable as well as fixed interest rates and the same is managed by the Company by constantly monitoring the trends and expectations. In order to reduce the overall interest cost, the Company has borrowed in a mix of short term and long term loans.

In order to mitigate the interest rate risk the company has entered in to foreign currency swaps and also borrowed funds in USD.

Interest rate sensitivity analysis

The sensitivity analysis below have been determined based on the exposure to interest rates on the borrowings at the end of the reporting period. For floating rate liabilities, the analysis is prepared assuming the amount of liability outstanding at the end of the reporting period was outstanding for whole of the year. A 100-basis point increase or decrease is used for internal review by the key management personnel.

Note : In addition to the above, the Company has extended aggregate loan of Rs.45.25 Crores to H. & R. Johnson (India) TBK Limited, out of which loan of Rs.42.15 Crores is interest free. The Company had invested in 0.01% Non-cumulative Optionally Convertible Preference Shares issued by Small Johnson Floor Tiles Private Limited aggregating to Rs. 4.00 Crores (March 31, 2016 : Rs.4.00 Crores and April 1, 2015 : Rs.4.00 Crores) and 1% Non-cumulative Redeemable Preference Shares issued by Milano Bathroom Fittings Private Limited aggregating to Rs.3.88 Crores (March 31, 2016 : Rs.3.88 Crores and April 1, 2015 : Rs.3.88 Crores). The Company has also given financial guarantee to commercial banks for Rs.227.25 Crores who have extended loans to Silica Ceramica Private Limited.

Note : As the post-employment benefits is provided on an actuarial basis for the Company as a whole, the amount pertaining to key management personnel is not ascertainable and therefore not included above. The figures for the financial year 2015-16 are net of remuneration recovered during the year.

8 Segment Information

In accordance with Ind AS 108 on Operating Segments information has been given in the Consolidated Financial Statement of the Company and therefore no separate disclosure on Segment information is given in the Standalone financial Statements.

9 Government Grants by way of Tax subsidy / exemption schemes :

a As per Madhya Pradesh Industrial Investment Promotion Assistance Scheme (2004), the second Cement Unit at Satna is entitled for subsidy at the rate of 75% of VAT / CST paid on sales, subject to prescribed limits. Subsidy receivable for the year is Rs.63.53 Crores (Previous year : Rs.57.73 Crores). b As per Industrial promotion policy 2010 of Madhya Pradesh, HRJ Dewas unit is entitled for subsidy of VAT / CST paid on sales above the normal production capacity achieved. Subsidy receivable for the year is Rs.0.15 Crores (Previous year : Rs.0.22 Crores) c As per Assam Industries (Tax Exemption) Scheme 2009, RMC Unit at Guwahati is entitled to Sales Tax Exemption subject to prescribed limit, at the rate of 99% of tax payable. Amount recognized for the year is Rs.0.98 Crores (Previous year : Rs.0.80 Crores). d The Company started commercial production of ready mixed plant in Guwahati, Assam on August 6, 2012 and is entitled for 34% of the excise duty paid on finished goods, since that date. During the current financial year, the Company received refund of Rs. 0.10 Crores, (Previous year : Rs.0.21 Crores).

10 Corporate Social Responsibility (CSR)

In view of the average net profits of the preceding three financial years being in the negative, the Company was not required to spend on CSR activities for the FY 2016-17.

11 Other Financial Assets (note no. 2.05) includes Rs.33.18 Crores (Previous year : Rs.39.92 Crores) being book value of various assets relating to Sial Ghogri Coal mine of the Company, which was de-allocated pursuant to Order of the Hon''ble Supreme Court dated September 24, 2014. This receivable is net of Rs.6.74 Crores (Previous year : Nil) received from the Nominated Authority under the Coal Mines (Special Provisions) Ordinance, 2014 and Coal Mines (Special Provision) Rules, 2014 towards various approval cost incurred by the Company. The Nominated Authority has also reimbursed Rs.6.35 Crores (Previous year : Nil) towards geological survey expenses incurred by the Company in earlier years. The same has been disclosed as income (note no. 3.02) under the head Miscellaneous Income. Such disbursement by the Nominated Authority is out of total sum of Rs.32.49 Crores determined by them as payable to the Company. The Company has inter alia disputed the quantum of compensation and has lodged claim of Rs.72.86 Crores. While disposing the writ petition of the Company and others, the Hon''ble High Court of Judicature, Delhi has inter alia directed that the Company may approach Coal Tribunal u/s. 27 of Coal Mines (Special Provisions) Act, 2015 for determination of claim amount. The Company is in the process of lodging its claim before the said Tribunal and believes that the Company will be appropriately reimbursed for cancelled coal mine accordingly; no provision is required to be made against the above receivables.

12 During the FY 2015-16, after obtaining requisite approvals, the Company had transferred 23% stake in one of its subsidiary, Raheja QBE General Insurance Company Limited (RQBE) to Joint Venture partner, QBE Asia Pacific Holdings Limited and recognized profit of Rs. 62.37 Crores. Presently, the Company holds 51% of the equity of RQBE.

13 In view of inadequacy of profits for the financial year 2015-16, remuneration paid to Managing Director and two Executive Director & CEOs was in excess of the limit prescribed under Schedule V to the Companies Act, 2013 by Rs.0.67 Crores. The Nomination and Remuneration Committee of the Board (NRC), at its meeting held on May 25, 2017 decided to withdraw the application filed with the Central Government for waiver from recovery of excess amount paid and accordingly, recovered the excess remuneration paid. Such amount has been recognized as Other Income. Similarly, in view of inadequate profits in the financial year 2016-17, the remuneration paid to the Managing Director and three Executive Director & CEOs till September 12, 2016, being the date from which the norms were relaxed by the Central Government for professional managerial personnel, was in excess of the aforesaid limits by Rs.2.11 Crores. NRC also decided to restrict the remuneration to aforesaid limits. Excess remuneration paid, for the relevant periods in the Financial Years 2015-16 and 2016-17, has since been recovered. Outstanding liabilities for expenses is net of debit balance of a Director amounting to Rs.1.41 Crores which is due on account of excess Managerial Remuneration paid.

14. Subsequent to the date of the Balance Sheet, insurance claim of the year 2012 relating to collapse of blending silo and consequential damages was rejected by the insurance company. The Company had recognized a sum of Rs.58.95 Crores as receivable. The Company is in the process of initiating legal action against the insurance company and has already initiated arbitration proceedings with the party responsible for the construction of blending silo for recovery of damages. Based on legal opinion and judicial precedents, the Company has more than reasonable chance of recovery of the amount recognized as recoverable and accordingly, the Company has continued to recognize the same.

15. During the FY 2015-16, certain amendments having effect from April 1, 2014 were made to the Payment of Bonus Act, 1965 whereby wage threshold for determining applicability of the said Act was increased from Rs.10,000 to Rs.21,000 per month and wage ceiling for calculation of bonus was increased from Rs.3,500 to Rs.7,000 per month. Certain High Court had issued interim orders staying the retrospective implementation of the above amendments. In view of the same, the Company had [paid / provided] its liability on account of additional bonus payable for the financial year 2015-16 and no provision has been considered for the financial year 2014-15. The amount for which the Company is contingently liable is Rs.1.01 Crores.

16. According to the information available with the management, on the basis of intimation received from its suppliers regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006, the Company has amounts due to micro and small enterprises under the said Act as at March 31, 2017 as follows :

NOTES TO FIRST TIME ADOPTION :

a Property, Plant and Equipment

The Company has availed the exemption available under Ind AS 101 to continue the carrying value for all of its Property, Plant and Equipment and intangibles as recognized in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition. Stores and spares which meet the definition criteria of Property Plant and Equipment under Ind AS 16 -Property, Plant and Equipment have been capitalized. Consequently, there is also an increase in the amount of depreciation charged to the Statement of Profit and Loss.

b Investment in Subsidiaries

Under Ind AS, a first time adopter can measure investments at cost determined in accordance with Ind AS 27 or at deemed cost. The deemed cost of the investment can be the fair value of the investment at the transition date or the previous GAAP carrying amount. The Company has opted to value its investments in Silica Ceramica Private Limited and H. & R. Johnson (India) TBK Limited at deemed cost using the fair value option.

c Trade Receivables

Under the previous GAAP, the Company has created provision for impairment of receivables consisting specific amount for incurred losses. Under Ind AS, impairment allowance has been determined based on Expected Credit Loss Model which has led to an increase in the amount of provision as on the date of transition.

d Security Deposit

Under the previous GAAP, interest free lease security deposits (that are refundable in cash on completion of the lease term) are recorded at their transaction value. Under Ind AS, all financial assets are required to be recognized at fair value. Accordingly the Company has fair valued these security deposits under Ind AS and the difference between the fair value and the transaction value of the security deposit has been recognized as prepaid rent.

e Deferred Tax

The previous GAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period. Ind AS 12 requires entities to account for deferred taxes using balance sheet approach which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base. Various transitional adjustments has resulted in recognition of temporary differences.

f Loan to Employees

The Company has given loans to its employees at a lower interest rate. Under the previous GAAP this loan was accounted for as "Non-current Assets” under Loans and Advances.

As per Ind AS employee loans should be measured at fair value on initial recognition with a subsequent decrease in the amount of employee loan. The fair value is determined using the present value method using discount rate which is the market borrowing rate. The Company will accrue interest income at the effective interest rate (discount rate) over the term of the loan. The difference between the loan amount and its fair value is charged to the Statement of Profit and Loss as "Employee Cost”.

g Corporate Guarantee

The Company has issued corporate guarantee on behalf of its subsidiaries for the borrowings taken by them. Under the previous GAAP, financial guarantee contracts were not accounted for. The Company has recognized finance guarantee obligation at fair value with corresponding recognition in investments. Interest income is recognized with a corresponding reduction from Finance Guarantee Obligation.

h Investment in Preference shares

The preference shares do not meet the definition of equity instrument as per Ind AS 32 and are held to collect contractual cash flows, hence they are fair valued at amortized cost. The fair value is determined using the present value method using the discount rate which is the borrowing market rate. The difference between the amount paid for acquiring the preference shares and its fair value is considered as investment in equity. The Company has accrued interest using the effective interest rate (discount rate) over the term of the preference shares.

i Finance Lease

Under the previous GAAP, leasehold land was accounted for at the premium paid at the time of commencement of the lease. The lease rentals paid were recognized in the Statement of Profit and Loss. Land was not covered under the scope of AS -19 Leases. Ind AS 17 Leases now includes land under the scope of the standard. As on the transition date to Ind AS, the Company recognizes the lease as an asset as well as liability at fair value (present value of minimum lease payments). Any direct expense incurred by the Company is added to the cost of leased asset. The lease payments are apportioned between finance charge and finance lease obligation. The finance charge shall be allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability.

j Defined Benefit Plans

Both under the previous GAAP and Ind AS, the Company recognized costs related to its post employment defined benefit plans on an actuarial basis. Under previous GAAP the entire cost, including actuarial gains and losses are charged to the Statement of Profit and Loss. Under Ind AS, re-measurement (comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the defined benefit liability and the return on plan assets excluding amounts included in net interest on the net defined benefit liability) are recognized immediately in the Balance Sheet with a corresponding debit or credit to retained earnings through Other Comprehensive Income and the corresponding tax effect is also given in Other Comprehensive Income .

k Cash discount and commission

Under the previous GAAP, Cash discount and commission was recognized as a part of other expenses. Under Ind AS revenue and expense that relate to the same transaction or other event are recognized simultaneously and hence the cash discount and commission is adjusted against revenue.

l Government Grants

Under the previous GAAP, grant related incomes were presented as a part of Statement of Profit and Loss under "Other Operating Income”. However as per Ind AS, the same is presented under the head "Other Income” in the Statement of Profit and Loss as the grant is in the nature of sales tax exemption, it cannot form part of Operating Revenue.

m Borrowings

As per Ind AS 109, the transaction costs incurred towards origination of borrowings are deducted from the carrying amount of borrowings on initial recognition. Accordingly the unamortized balance of transaction cost has been deducted from the carrying amount of the borrowings as on the date of transition.

n Loan to Subsidiary

The Company had given interest free loan to one of the subsidiary in earlier years which was outstanding on the date of transition to Ind AS. The loan had no fixed contractual cash flows or stated repayment terms. Under the previous GAAP this loan was accounted for as "Non-current Assets” under Loans and Advances. Under Ind AS the unsecured loan has been treated as investment in equity and measured at fair value on initial recognition with a subsequent increase in the amount of investment.

o Sale of goods

Under the previous GAAP, sale of goods was presented as net of excise duty. However, under Ind AS, sale of goods includes excise duty. Excise duty on sale of goods is separately presented on the face of Statement of Profit and Loss.

p Provisions

Under the previous GAAP, the Company has accounted for provisions, including long-term provision, at the undiscounted amount. Under Ind AS 37, the provisions are accounted at the present value of the expenditures expected to be incurred to settle obligation considering the time value of money. Ind AS 37 also provides that where discounting is used, the carrying amount of a provision increases in each period to reflect the passage of time. This increase is recognized as borrowing cost.


Mar 31, 2016

1. Exceptional items comprises of the following :

Current Year :

a Payment to GAIL (India) Ltd. of Rs. 3.61 Crores (Previous year: Rs. Nil) towards settlement of claim for the calendar year 2014 under long-term gas supply agreement.

Previous Year :

b Transfer fees and stamp duty paid for Land at Dewas Rs. 1.88 Crores as per direction of Hon''ble High Court of Madhya Pradesh.

c Gain of Rs. 64 Crores on sale of 1''23''51''600 equity shares of the Company held through Prism Trust for the benefit of the Company.

2. Provision for Current Tax includes Provision of Wealth Tax of Rs. Nil (Previous year : Rs. 0.20 Crores).

3. Other Current Assets (note no. 20) includes Rs. 39.92 Crores (Previous year : Rs. 29.70 Crores) being book value of various assets relating to Sial Ghogri Coal mine of the Company, which was de-allocated pursuant to Order of the Hon''ble Supreme Court dated September 24, 2014. The Nominated Authority under the Coal Mines (Special Provisions) Ordinance, 2014 and Coal Mines (Special Provision) Rules, 2014 has communicated to the Company that a sum of Rs. 32.49 Crores has been determined as compensation payable to the Company. The Company has, inter-alia, disputed the quantum of compensation and has preferred a writ before the Hon''ble High Court of Judicature, Delhi and the Company has lodged claim of Rs. 72.86 Crores. The Hon''ble High Court has heard the matter and order is awaited.

4. (a) Contingent liabilities :

(i) Guarantees given by the Company''s bankers and counter guaranteed by the Company : Rs. 94.41 Crores (Previous year : Rs. 100.09 Crores).

(ii) Corporate guarantees issued to the bankers on behalf of wholly owned subsidiary Rs. 160 Crores (Previous year : Rs. 80 Crores)

(iii) Outstanding Letters of Credit Rs. 52.26 Crores (Previous year : Rs. 48.80 Crores)

(iv) Prepayment charges claimed by banks on amounts prepaid Rs. 2.92 Crores (Previous year : Rs. 4.13 Crores)

(v) Claims against the Company not acknowledged as debts on account of disputes:

(a) In respect of exemption of Central Sales Tax on coal purchases : Rs. 7.56 Crores (Previous year : Rs. 7.56 Crores). Against this matter, bank guarantee of Rs. 7.70 Crores (Previous year : Rs. 7.70 Crores) has been provided by the Company.

(b) Energy Development Cess Rs. 9.89 Crores (Previous year : Rs. 7.44 Crores)

(c) Tax on Rural and Road Development Rs. 10.38 Crores (Previous year : Rs. 9.45 Crores)

(d) Other Claims in respect to Income Tax, Sales Tax, Entry Tax, Excise Duty, Service Tax and other claims Rs. 139.65 Crores. (Previous year : Rs. 118.68 Crores)

(b) Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs. 26.61 Crores (Previous year : Rs. 58.81 Crores).

(d) In terms of long-term gas supply agreement (GSA) with GAIL (India) Limited having validity till April, 2028, the Company is required to draw 1074064 MMBTU of Re-Liquified Natural Gas (RLNG) per calendar year. In case of under drawn quantities determined on calendar year basis, the Company is liable to deposit purchase price under Take or Pay Obligation (TOP) of the GSA and is allowed to draw such underdrawn quantities in the balance term of the GSA at then prevailing price.

There were under drawn quantities of RLNG of 653690 MMBTU for the calendar year 2015 and 171042 MMBTU for the quarter ended March 31, 2016. GAIL has allowed under drawn quantities for the calendar year 2015 to be carried forward under downward flexibility clause of GSA till April 2028 without any payment. However, because of the same, the Company has exhausted its downward flexibility limit. The amount committed under TOP for the under drawn quantities for the quarter ended March 31, 2016, which would be due in December 2016 if it remains undrawn, is approximately Rs. 9.05 Crores.

In view of decreasing trend in prices of RLNG in recent months and also increase in the capacity utilisation due to favorable market conditions, the management is confident about utilisation of under drawn RLNG as above in balance part of the calendar year and also in subsequent contracted period. The aforesaid amount, if payable, will only be in the nature of an advance payment for RLNG which can be drawn anytime thereafter up to the end of term of the GSA i.e. April 2028. Accordingly, in view of the management this contract is not in the nature of Onerous contract and no effect of the same is required to be given in these accounts.

5. Depreciation & Amortisation :

Current Year :

During the last quarter, based on technical evaluation of material items of the fixed assets, the Company has completed componentisation exercise in terms of the provision contained in Schedule II to the Companies Act, 2013 and have provided depreciation by giving effect from April 1, 2015. In view of the same, the shortfall of Rs. 8.85 Crores in depreciation for nine months ended December 31, 2015 has been provided in the quarter ended March 31, 2016.

Further based on the transitional provision provided in Note 7(b) of Schedule II to the Act, the charge to retained earnings in respect of assets having no useful life as on April 1, 2015 on account of above exercise, net of deferred tax adjustment is Rs. 35.28 Crores.

Previous Year :

Effective from April 1, 2014, the useful lives of fixed assets have been revised in accordance with Schedule II to the Companies Act, 2013 (the Act). Due to above, depreciation charge for the year ended March 31, 2015 is lower by Rs. 46.31 Crores.

Further based on transitional provision provided in Note 7(b) of Schedule II to the Act, the charge to retained earnings in respect of assets having no useful life as on the effective date, net of deferred tax adjustment is Rs. 7.39 Crores.

6. During the year, after obtaining requisite approvals, the Company has transferred 23% stake in one of its subsidiary, Raheja QBE General Insurance Company Limited (RQBE) to joint venture partner, QBE Asia Pacific Holdings Limited and recognised profit of Rs. 62.37 Crores. Presently, the Company holds 51% of the equity of RQBE.

7. The matter relating to reappointment and remuneration of the Managing Director and appointment & remuneration of two Executive Director & CEOs of the Company are being placed for approval of the shareholders.

In view of non-availability of profits for the current year, remuneration paid to these Managerial Personnel, during their respective tenures, is in excess of the limit prescribed under Schedule V to the Companies Act, 2013 by Rs. 0.67 Crores. Pending approval from the shareholders of the Company and the Central Government, such excess amount is held in trust by them. Steps are being taken by the Company for obtaining approval for waiver of recovery.

8. Subsequent to the date of the Balance Sheet, insurance claim of the year 2012 relating to collapse of blending silo and consequential damages was rejected by the insurance company. The Company had recognised a sum of Rs. 58.95 Crores as receivable. The Company is in the process of initiating legal action against the insurance company and has already initiated arbitration proceedings with the party responsible for the construction of blending silo for recovery of damages. Based on legal opinion and judicial precedents, the Company has more than reasonable chance of recovery of the amount recognised as recoverable and accordingly, the Company has continued to recognise the same.

9. The Company in its ordinary course of business has promoted / acquired interest in various entities. Out of these entities, Silica Ceramica Private Limited (Company''s holding 99.63%) and H. & R. Johnson (India) TBK Limited (Company''s holding 100%) have significant amount of accumulated losses. The Company''s aggregate exposure in these entities is Rs. 149.32 Crores by way of investment. Considering the long-term involvement of the Company in these entities and strategic impact it has on the business of the Company, the management is of the view that the decline in the value of investment is temporary in nature and therefore no provisioning is required.

10. During the year, certain amendments having effect from April 1, 2014 were made to the Payment of Bonus Act, 1965 whereby wage threshold for determining applicability of the said Act was increased from Rs. 10,000 to Rs. 21,000 per month and wage ceiling for calculation of bonus was increased from Rs. 3,500 to Rs. 7,000 per month. Certain High Court has issued interim orders staying the retrospective implementation of the above amendments. In view of the same, the Company has [paid / provided] its liability on account of additional bonus payable for the financial year 201 5-16 and no provision has been considered for the financial year 2014-15. The amount for which the Company is contingently liable is Rs. 1.01 Crores.

11. Prior Period Item

Contribution to Provident and other funds (note no. 27) includes additional charge of Rs. 1.45 Crores (Previous year : Rs. Nil) pertaining to earlier years in respect of Gratuity.

12. Capital work-in-progress includes pre-operative expenses of Rs. 58.29 Crores (Previous year : Rs. 53.05 Crores), the details of which are as under:

13. Employee Benefits :

(a) Defined contribution plans :

The Company has recognised an expense of Rs. 13.65 Crores (Previous year : Rs. 13.50 Crores) towards defined contribution plans, in respect of Provident Fund and Superannuation Fund. The Company contributes to the Provident Fund Trust managed by it or to Recognised Provident Fund. In the event, the Company expect any material deficit in payment of interest, necessary amount is contributed to the own Provident Fund Trust.

(b) Defined benefit plans :

The actuarial valuation of the present value of the defined benefit obligations were carried out at March 31, 2016. The present value of the defined benefit obligations and the related service costs, were measured using the Projected Unit Credit Method.

The following tables set out the funded status and amounts recognised in the Company''s financial statements as per actuarial valuation on March 31, 2016 for the Defined Benefits Plan :

14. Lease Arrangements :

a Under finance lease arrangements, the Company had acquired mining rights of limestone, against which the total payment has been made and no contingent rent is payable.

b Details of Finance lease agreements (Machinery and Equipment) - Non-cancellable :

15. Government Grants by way of Tax subsidy/exemption schemes :

VAT Subsidy is grouped under Revenue from Operations as part of Sales.

a As per Madhya Pradesh Industrial Investment Promotion Assistance Scheme (2004), the second Cement Unit at Satna is entitled for subsidy at the rate of 75% of VAT/CST paid on sales, subject to prescribed limits. Subsidy receivable for the year is Rs. 57.73 Crores (Previous year : Rs. 59.54 Crores).

b As per Industrial Promotion Policy 2010 of Madhya Pradesh, HRJ Unit at Dewas is entitled for subsidy of VAT / CST paid on sales achieved above the normal production capacity. Subsidy receivable for the year is Rs. 0.22 Crores (Previous year : Rs. 0.42 Crores).

c As per Assam Industries (Tax Exemption) Scheme 2009, RMC Unit at Guwahati is entitled to Sales Tax Exemption subject to prescribed limit, at the rate of 99% of tax payable. Amount recognised for the year is Rs. 0.80 Crores (Previous year : Rs. 0.42 Crores).

d The Company started commercial production of ready mixed plant in Guwahati, Assam on August 6, 2012 and is entitled for 34% of the excise duty paid on finished goods, since that date. During the current financial year, the Company received refund of Rs. 0.21 Crores, out of which Rs. 0.15 Crores relates to earlier financial years.

16. Details of earnings in foreign currency :

F.O.B. value of Export : Rs. 45.17 Crores (Previous year : Rs. 56.05 Crores).

c In the FY 2014-15, the Company had booked INR USD Cross Currency Swap Contracts of USD 5.92 Crores against the underlying INR borrowing of Rs. 365 Crores. For the FY 2015-16, the actual interest earned on notional INR deposit, interest paid on notional USD borrowing and marked to market loss on USD exposure aggregating net gain of Rs. 0.34 Crores (Previous year : Rs. 4.08 Crores) are included in interest expenses under finance cost in Note No. 28.

17. Figures for the previous year have been regrouped/reclassified/reinstated, wherever considered necessary.


Mar 31, 2015

1. Corporate information

Prism Cement Limited, a Public Limited Company incorporated under the Companies Act, 1956, principally operates in three business segments: Cement, Tile, Bath and Kitchen (TBK) and Ready-mixed Concrete (RMC). The equity shares of the Company are listed on the Bombay Stock Exchange and National Stock Exchange.

2. Share Capital

(a) Rights, Preferences and Restrictions attached to Equity Shares

The Company has one class of equity shares having a par value of Rs. 10 per share. Each shareholder is entitled to one vote per equity share. The shareholders are entitled to dividend declared on proportionate basis. On liquidation of the Company, the equity shareholders are eligible to receive remaining assets of the Company in proportion to their shareholding after distribution of all preferential amounts.

(b) Pursuant to scheme of amalgamation of erstwhile H. & R. Johnson (India) Limited and RMC Readymix (India) Private Limited with the Company during the year 2009-10, 1,23,51,600 equity shares of the Company were issued to Prism Trust for the benefit of the Company. These shares were sold during the year.

3. Exceptional items comprises of the following :

Current Year :

(a) Transfer fees and stamp duty paid for Land at Dewas Rs. 1.88 Crores (Previous year : Rs. Nil) as per direction of Hon'ble High Court of Madhya Pradesh.

(b) Gain of Rs. 64 Crores (Previous year : Rs. Nil) on sale of 1,23,51,600 equity shares of the Company held through Prism Trust for the benefit of the Company.

Previous Year :

(c) Exceptional items includes reversal of provision made for amalgamation expenses Rs. 1.50 Crores and exchange gain of Rs. 7.87 Crores realised on redemption of preference shares and liquidation of equity shares of one of its erstwhile wholly owned subsidiary.

4. Provision for Current Tax includes Provision of Wealth Tax of Rs. 0.20 Crores (Previous year : Rs. 0.20 Crores).

5. (a) Subsequent to the Order dated September 24, 2014 of the Hon'ble Supreme Court on de-allocation of all coal mines including Sial Ghogri coal mine of the Company in Madhya Pradesh with effect from March 31, 2015 and promulgation of the Coal Mines (Special Provisions) Ordinance 2014 and Coal Mines (Special Provision) Rules, 2014 (the Rules), the Central Government has completed bidding process. The Nominated Authority appointed under the Rules has passed Vesting Order dated March 23, 2015 and as a result thereof, with effect from April 01,2015, the coal mine including lands, in or adjacent to the coal mines and mine infrastructure got vested in favour of the successful bidder. In compliance of the vesting order the Company has handed over possession of the mine and the assets listed in the vesting order to the successful bidder. Vide email dated March 26, 2015, the Nominated Authority has communicated to the Company that a sum of Rs. 32.49 Crores has been determined as compensation payable to the Company. The Company has inter-alia disputed the quantum of compensation and has preferred a writ before the Hon'ble High Court of Judicature, Delhi and the Company has lodged claim of Rs. 72.86 Crores. The aggregate exposure of the Company on account of Coal Mine Development expenses, Mining Surface Rights, Land, Other infrastructure for mine, Capital work in progress relating to buildings under construction and other related matter is around Rs. 47.49 Crores (including geological survey expenses written off in books of accounts of Rs. 6.22 Crores). Since the matter is sub-judice and pending settlement of the claim, no adjustment has been made in the accounts.

(b) On cancellation of allocation of coal mine and on receipt of details of compensation from Nominated Authority and since the matter is pending before the Court, the Company has classified Coal Mine Development expenses Rs. 19.11 Crores, Mining Surface Rights Rs. 7.88 Crores (which were forming part of fixed assets of the Company), Capital work in progress relating to buildings under construction Rs. 2.71 Crores aggregating to Rs. 29.70 Crores as Receivable relating to Coal Block deallocation under Other Current Assets.

(c) Other assets, comprising of assets that got vested in favour of the successful bidder on April 1,2015 and other assets and pre operative expenditure for which claim has been lodged by the Company, having aggregate book value of Rs. 11.57 Crores, are continued to be shown as part of fixed assets.

6. (a) Contingent liabilities :

(i) Guarantees given by the Company's bankers and counter guaranteed by the Company : Rs. 100.09 Crores (Previous year : Rs. 92.91 Crores)

(ii) Claims against the Company not acknowledged as debts on account of disputes: :

(a) In respect of exemption of Central Sales Tax on coal purchases Rs. 7.56 Crores (Previous year : Rs. 7.56 Crores). Against this matter, bank guarantee of Rs. 7.70 Crores (Previous year : Rs. 7.70 Crores) has been provided by the Company.

(b) Energy Development Cess Rs. 7.44 Crores (Previous year : Rs. 7.44 Crores)

(c) Additional Royalty Claim on limestone raised Rs. Nil (Previous year : Rs. 40.95 Crores)

(d) Tax on Rural and Road Development Rs. 9.45 Crores (Previous year : Rs. 9.45 Crores)

(e) Other Claims in respect to Income Tax, Sales Tax, Entry Tax, Excise Duty, Service Tax and other claims Rs. 118.68 Crores. (Previous year : Rs. 94.43 Crores)

(iii) Corporate guarantees issued to the bankers on behalf of wholly owned subsidiary Rs. 80 Crores (Previous year : Rs. Nil)

(iv) Outstanding Letters of Credit Rs. 48.80 Crores (Previous year : Rs. 27.40 Crores)

(v) Prepayment charges claimed by banks on amounts prepaid : Rs. 4.13 Crores (Previous year : Rs. 4.13 Crores)

(vi) On enactment of The Mines and Minerals (Development and Regulation) Amendment Act, 2015 w.e.f. 12th January, 2015, the Company is liable to pay an amount not exceeding the royalty paid, to the District Mineral Foundation of the district in such manner and subject to categorisation of the mining lease and amounts payable by the various categories of the lease holders, as may be prescribed by the Central Government. Also the company is liable to pay to National Mineral Exploration Trust, a sum equivalent to two percent of the royalty paid, in such a manner as may be prescribed by the Central Government. However, the State and Central Government is yet to issue the notification for establishing the trust and accordingly, amount cannot be ascertained at present.

The management has estimated the provisions for pending litigation, claims and demands (including cases relating to direct and indirect taxes) on its assessment of probability for these demands crystalising against the Company in due course. The difference between the amount demanded and provision made is disclosed as Contingent liabilities.

(b) Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) : Rs. 58.81 Crores (Previous year : Rs. 31.26 Crores)

In certain cases, the Company has made payments against the above provisions. In case the disputes are settled in the favour of the Company, there would be refund of Rs. 1.34 Crores (Previous year : Rs. 1.34 Crores) and in the event, these are settled against the Company there would be cash outflow of Rs. 24.02 Crores (Previous year : Rs. 20.47 Crores).

During the year, the Company has reviewed its obligation with respect to mines restoration and considering all factors has recognised suitable provisions for the same.

7. Effective from April 1, 2014, the useful lives of fixed assets have been revised in accordance with Schedule II to the Companies Act, 2013 (the Act). Due to above, depreciation charge for the year ended March 31, 2015 is lower by Rs. 46.31 Crores. Further based on transitional provision provided in Note 7(b) of Schedule II to the Act, the charge to retained earnings in respect of assets having no useful life as on the effective date, net of deferred tax adjustment is Rs. 7.39 Crores.

8. Employee Benefits :

(a) Defined contribution plans :

The Company has recognised an expense of Rs. 13.50 Crores (Previous year : Rs. 13.55 Crores) towards defined contribution plans, in respect of Provident Fund and Superannuation Fund. The Company contributes to the Provident Fund Trust managed by it or to Recognised Provident Fund. In the event, the Company expect any material deficit in payment of interest, necessary amount is contributed to the own Provident Fund Trust.

(b) Defined benefit plans :

The actuarial valuation of the present value of the defined benefit obligations were carried out at March 31,2015. The present value of the defined benefit obligations and the related service costs, were measured using the Projected Unit Credit Method. The following tables set out the funded status and amounts recognised in the Company's financial statements as per actuarial valuation on March 31, 2015 for the Defined Benefits Plan :

9. VAT Subsidy :

VAT Subsidy is grouped under Revenue from Operations as part of Sales.

(a) As per Madhya Pradesh Industrial Investment Promotion Assistance Scheme (2004), the second Cement Unit at Satna is entitled for subsidy at the rate of 75% of VAT / CST paid on sales, subject to prescribed limits. Subsidy receivable for the year is Rs. 59.54 Crores (Previous year : Rs. 56.35 Crores).

(b) As per Industrial Promotion Policy 2010 of Madhya Pradesh, HRJ Unit at Dewas is entitled for subsidy of VAT / CST paid on sales achieved above the normal production capacity. Subsidy receivable for the year is Rs. 0.42 Crores (Previous year : Rs. 0.55 Crores).

(c) As per Assam Industries (Tax Exemption) Scheme 2009, RMC Unit at Guwahati is entitled to Sales Tax Exemption subject to prescribed limit, at the rate of 99% of tax payable. Amount recognised for the year is Rs. 0.42 Crores (Previous year : Rs. Nil).

10. Disclosure regarding transactions with Related Parties in terms of Accounting Standard - 18 is as under :

(a) Name of the related parties under control of the Company :

Subsidiaries

Raheja QBE General Insurance Company Limited

RMC Readymix Porselano (India) Limited

H. & R. Johnson (India) TBK Limited

Lifestyle Investments PVT Limited (upto 30-10-2013)

Silica Ceramica Private Limited

Milano Bathroom Fittings Private Limited

TBK Venkataramiah Tile Bath Kitchen Private Limited (Step-down Subsidiary)

(b) Name of the related parties with whom transactions have taken place :

Joint Ventures

Sentini Cermica Private Limited

Antique Marbonite Private Limited

Spectrum Johnson Tiles Private Limited

Small Johnson Floor Tiles Private Limited

Ardex Endura ( India) Private Limited

TBK Shri Ram Tile Bath Kitchen Private Limited

TBK Deziner's Home Private Limited

TBK Unique Jalgaon Tile Bath Kitchen Private Limited

TBK P B Shah Tile Bath Kitchen Private Limited

TBK Deepgiri Tile Bath Kitchen Private Limited

TBK Pratap Tile Bath Kitchen Private Limited

TBK Rangoli Tile Bath Kitchen Private Limited

TBK Bansal Ceramics Private Limited

TBK Rathi Sales Agencies Private Limited

TBK Florance Ceramics Private Limited

TBK Sanitary Sales Private Limited

TBK Tile Home Private Limited

TBK Samiyaz Tile Bath Kitchen Private Limited

TBK Krishna Tile Bath Kitchen Private Limited

TBK Reddy Tile Bath Kitchen Private Limited

TBK Kadakia's Tile Bath Kitchen Private Limited

TBK Rishi Ceramics Private Limited

TBK Aishwarya Tile Bath Kitchen Private Limited

TBK Raj Kamal Tile Bath Kitchen Private Limited

TBK Shree Ganesh Traders Private Limited

TBK Vaibhavi Tile Bath Kitchen Private Limited

TBK Home Trends Private Limited

TBK Solan Ceramics Private Limited



Key Management Personnel

Mr. Vijay Aggarwal - Managing Director

Mr. Ganesh Kaskar - Executive Director - HRJ

Mr. Venugopal M. Panicker - Executive Director - RMC

Mr. S. Ramnath - Executive Director - Cement (upto 04-02-2015)

Mr. Manoj Chhabra - Managing Director (upto 24-08-2013)

Firm/Enterprise in which Directors and/or relatives have significant influence

Peninsula Estates Private Limited

Varahagiri Investments And Finance Private Limited

Windsor Realty Private Limited

R & S Business Centre

Associates

Prism Power and Infrastructure Private Limited

Subsidiary of Joint Venture

Antique Minerals Private Limited

Solid Johnson Floor Tiles Private Limited

11 Figures for the previous year have been regrouped / reclassified / reinstated, wherever considered necessary.


Mar 31, 2014

1 Exceptional items comprises of the following :

Exceptional items includes reversal of provision made for amalgamation expenses Rs. 1.50 Crores (Previous year: Rs. Nil) and exchange gain of Rs. 7.87 Crores (Previous year:Rs.1.62 Crores) realised on redemption of preference shares and liquidation of equity shares of one of its ters-while wholly owned subsidiary.

2 Provision for Current Tax includes Provision of Wealth Tax of Rs. 0.20 Crores (Previous year: Rs. 0.20 Crores).

3 (a) Contingent Liabilities:

(i) Guarantees given by the Company''s bankers and counter guaranteed by the Company : Rs. 92.91 Crores (Previous year : Rs. 86.12 Crores).

(ii) Claims against the Company not acknowledged as debts on account of disputes :

a) In respect of exemption of Central Sales Tax on total purchases : Rs. 7.56 Crores (Previous year: Rs. 7.56 Crores). Against this matter, bank guarantee of Rs. 7.70 Crores (Previous year: Rs. 7.70 Crores) has been provided by the Company.

b) Energy Development Cess Rs. 7.44 Crores (Previous year: Rs. 7.44 Crores).

c) Additional Royalty claim on limestone raised Rs. 40.95 Crores (Previous year: Rs. 22.87 Crores).

d) Tax on Rural and Road Development Rs. 9.45 Crores (Previous year: Rs. 6.79 Crores).

e) Other Claims in respect o Income Tax, Sales Tax, Entry Tax, Excise duty and other claims Rs. 94.43 Crores (Previous year: Rs. 78.22 Crores).

(iii) Corporate guarantees issued to the bankers on behalf of wholly owned subsidiary Rs. Nil (Previous year: Rs. 108.54 Crores).

(iv) Outstanding Letters of Credit Rs. 27.40 Crores (Previous year: Rs. 30.04 Crores).

(b) Estimated amount of contracts remaining o be executed on capital account and no provided for (ne of advances) Rs. 31.26 Crores (Previous year : Rs. 26.84 Crores).

(c) The Company has entered into a long term contract of 30 years with one party for extracting total from the Company''s mines at the prêt agreed rate, subject to escalation terms stated in the Agreement.

4 Employee Benefits :

(a) Defined contribution plans :

The Company has recognised an expense of Rs. 13.55 Crores (Previous year : Rs. 13.57 Crores) towards defined contribution plans, in respect of Provident Fund and Superannuation Fund. The Company contributes to he Provident Fund Trust managed by it or to Recognised Provident Fund. In he even, he Company expect any material deficit in payment of interest, necessary amount is contributed to the own Provident Fund Trust.

(b) Defined benefit plans :

The actuarial Valuation of the present value of he defined benefit obligations were carried out a March 31,2014. The present value of the defined benefit obligations and the related service costs, were measured using the Projected Unit Credit Method.

The following tables set out he funded status and amounts recognised in the Company''s financial statements as per actuarial valuation on March 31, 2014 for the Defined Benefits Plan :

(v) Actuarial assumptions used in accounting for Leave Entitlement and Gratuity :

a) Discount rate : 9% (Previous year : 8%).

b) Expected rate of return on plan assets : 8% (Previous year: 8%).

c) The estimates of future salary increases of 4% o 5%, considered in Actuarial Valuation, taking into accounts the general trend in salary rise and the inflation rates.

5 (a) The Company has entered into finance lease for using he mining surface rights of limestone, against which he total payment has been made and no contingent rent is payable.

6 VAT Subsidy:

(a) As per Madhya Pradesh Industrial Investment Promotion Assistance Scheme (2004), the Company is entitled for subsidy of 75% of VAT/ CST paid on sales from the new unit a Sana, subject to prescribed limits. Subsidy receivable for the year of Rs. 56.35 Crores (Previous year: Rs. 57.31 Crores) has been grouped under revenue from operations as a part of sales.

(b) As per Industrial Promotion Policy 2010 of Madhya Pradesh, HRJ Dewas unit is entitled for subsidy of VAT/ CST paid on sales above the normal production capacity achieved. Subsidy receivable for the year is Rs. 0.55 Crores (Previous year: Rs. Nil).

7 Details of earnings in foreign currency :

F.O.B. value of Exports : Rs.42.48 Crores (Previous year: Rs. 24.19 Crores).

8 Disclosure of Foreign Currency Exposure :

a) The Company has outstanding forward contracts to purchase US$ 0.12 Crores (Previous year : US$ 0.23 Crores) as on the Balance Sheet date to hedge foreign currency liability for payments to be made against imports and loans.

9 Figures for the previous year have been regrouped / reclassified / reinstated, wherever considered necessary.


Mar 31, 2013

A) Rights, Preferences and Restrictions attached to Equity Shares :

The Company has one class of equity shares having a par value of Rs. 10/- per share. Each shareholder is entitled to one vote per equity share. The shareholders are entitled to dividend declared on proportionate basis. On liquidation of the Company, the equity shareholders are eligible to receive remaining assets of the Company after distribution of all preferential amounts in proportion to their shareholding.

b) The Company had issued 20,51,06,580 number of Equity shares of Rs. 10/- each fully paid during the period of five years immediately preceding the reporting date pursuant to a scheme of amalgamation of erstwhile H. & R. Johnson (India) Limited and RMC Readymix (India) Private Limited with the Company without payments being received in cash. As per the said scheme of amalgamation 1,23,51,600 shares of the Company are held in a Trust for the benefit of the Company.

1. Exceptional items comprises of the following :

a. Exchange gain of Rs. 1.62 Crores arising on part redemption of the Company''s investment in the Preference Share Capital of its wholly owned subsidiary. (Previous year : profit of Rs. 1.20 Crores on buy back of shares of Joint Venture held by the Company).

b. In March 2012 in Unit II of the Cement Division at Satna (M.P.) there was a damage to the Blending Silo due to which the clinker production had been affected. Further, the loss on account of the incident is largely covered by insurance. The estimated loss due to certain non-recovery of the claim amount from the insurance amounting to Rs. 4.00 Crores was provided in the financial statements of previous year.

2. Provision for current tax includes Wealth Tax of Rs. 0.20 Crores (Previous year : Rs. 0.20 Crores).

3. All the divisions of the Company have normal operating cycle of less than twelve months, hence a period of twelve months has been considered for bifurcation of assets and liabilities into current and non-current as required by Revised Schedule VI of the Companies Act, 1956 for preparation of Financial Statements.

4. (a) Contingent liabilities :

(i) Guarantees given by the Company''s bankers and counter guaranteed by the Company : Rs. 86.12 Crores (Previous year : Rs. 78.29 Crores)

(ii) Claims against the Company not acknowledged as debts :

(a) Dispute in respect of exemption of Central Sales Tax on coal purchases : Rs. 7.56 Crores (Previous year : Rs. 7.56 Crores). Against this matter, bank guarantee of Rs. 7.70 Crores (Previous year : Rs. 7.70 Crores) has been provided by the Company.

(b) Energy Development Cess disputed Rs. 7.44 Crores (Previous year : Rs. 7.44 Crores)

(c) Additional Royalty Claim on limestone raised disputed Rs. 22.87 Crores (Previous year : Rs. 20.08 Crores)

(d) Tax on Rural and Road Development disputed Rs. 6.79 Crores (Previous year : Rs. 5.27 Crores)

(e) Other Claims in respect to Income Tax, Sales Tax, Entry Tax, Excise Duty and other claims Rs. 78.22 Crores. (Previous year : Rs. 46.33 Crores)

(iii) Corporate guarantees issued to the bankers of the wholly owned subsidiary company Rs. 108.54 Crores (Previous year : Rs. 73.62 Crores)

(iv) Outstanding Letters of Credit Rs. 30.04 Crores (Previous Year : Rs. 38.04 Crores)

(b) Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) - Rs. 26.84 Crores (Previous year : Rs. 58.65 Crores)

(c) The Company has entered into a long term contract of 30 years with one of the party for extracting coal from the Company''s mines. The rate will be charged as per the contract rate plus escalation agreed upon.

5. Employee Benefits :

(a) Defined contribution plans :

The Company has recognised an expense of Rs. 13.57 Crores (Previous year : Rs. 12.63 Crores) towards defined contribution plans, in respect of Provident Fund and Superannuation Fund. The Company contributes to the Provident Fund Trust managed by it or to Recognised Provident Fund. The contribution to the own Provident Fund Trust is treated as defined contribution plan as the management do not expect any material deficit in payment of interest, as per the rates prescribed by the Government.

(b) Defined benefit plans :

The actuarial valuation of the present value of the defined benefit obligations were carried out at March 31, 2013. The present value of the defined benefit obligations and the related service costs, were measured using the Projected Unit Credit Method.

(v) Actuarial Assumptions used in accounting for leave entitlement and gratuity :

(a) Discount rate : 8% (Previous year : 8.5%)

(b) Expected rate of return on plan assets : 8% (Previous year : 8%)

(c) The estimates of future salary increases of 4% - 5%, considered in actuarial valuation, taking into account the general trend in salary rise and the inflation rates.

6. The Company has received requisite approvals from the Central Government for excess remuneration of Rs. 6.54 Crores paid to both the Managing Directors and the Whole-time Director of the Company due to non-availability of profits for the year 2011-12.

7. VAT Subsidy :

As per Madhya Pradesh Industrial Investment Promotion Assistance Scheme (2004), the Company is entitled for subsidy of 75% of VAT/CST paid on sales from the new unit at Satna, subject to prescribed limits. Subsidy receivable for the year of Rs. 57.31 Crores (Previous year : Rs.. 45.22 Crores) has been grouped under revenue from operations as a part of sales. Further, out of subsidy recognised in the earlier years an amount of Rs. 1.41 Crores is reversed through sales.

8. Value of imports on CIF Basis :

Spares : Rs. 25.08 Crores (Previous year : Rs. 39.67 Crores)

Raw materials : Rs. 31.70 Crores (Previous year : Rs. 44.01 Crores)

Capital Goods : Rs. 11.18 Crores (Previous year : Rs. 19.20 Crores )

Traded Goods : Rs. 27.34 Crores (Previous year : Rs. 29.00 Crores)

9. Details of earnings in foreign currency :

F.O.B. Value of Export : Rs. 24.19 Crores (Previous year : Rs. 28.10 Crores) Sale of Carbon Credits : Rs. Nil (Previous year : Rs. 0.89 Crores)

10. Disclosure of Foreign Currency Exposure :

(a) The Company has outstanding forward contracts to purchase US$ 0.23 Crores (Previous year : US$ 0.26 Crores) as on the Balance Sheet date to hedge foreign currency liability for payments to be made against imports and loans.

11. Figures for the previous year have been regrouped/reclassified/reinstated, wherever considered necessary.


Mar 31, 2011

1. Exceptional items shown in the Profit and Loss Account comprises of gain of Rs. 4.36 Crores on sales of land and building, loss of Rs. 1.35 Crores on redemption of mutual fund investments and loss of Rs. 2.05 Crores on redemption of investments in preference shares. (Previous year : exceptional items comprises of amalgamation expenses of Rs. 10.25 Crores and exchange loss of Rs. 8.62 Crores on redemption of investments in preference shares.)

2. Segment information has been presented in the Consolidated Financial Statements as permitted by Accounting Standard - 17 on "Segment Reporting" as notified under the Companies (Accounting Standards) Rules, 2006.

3. (a) Loans are secured as follows :

(i) Out of the above loans, Rs. 216.99 Crores (Previous year : Rs. 202.55 Crores) is repayable within one year.

(b) In case of unsecured loans Rs. 85.46 Crores (Previous year : Rs. 36.13 Crores) is repayable within one year.

4. (a) Contingent liabilities :

(i) Guarantees given by the Companys bankers and counter guaranteed by the Company Rs. 78.06 Crores (Previous year : Rs. 61.28 Crores).

(ii) Claims against the Company not acknowledged as debts :

(a) Dispute in respect of exemption of Central Sales Tax on coal purchases Rs. 7.56 Crores (Previous year : Rs. 7.56 Crores). Against this matter, bank guarantee of Rs. 7.70 Crores (Previous year : Rs. 7.70 Crores) has been provided by the Company.

(b) Energy Development Cess disputed Rs. 7.44 Crores (Previous year : Rs. 7.44 Crores)

(c) Royalty on limestone disputed Rs. 10.84 Crores (Previous year : Rs. 33.84 Crores)

(d) Tax on Rural and Road Development disputed Rs. 5.27 Crores (Previous year : Rs. 3.00 Crores)

(e) Other Claims in respect to Income Tax, Sales Tax, Entry Tax, Excise Duty and other claims Rs. 32.05 Crores. (Previous year : Rs. 11.11 Crores)

(iii) Corporate guarantees issued to the bankers of the wholly owned subsidiary company Rs. 64.74 Crores (Previous year : Rs. 61.22 Crores)

(b) Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs. 34.87 Crores (Previous year : Rs. 354.88 Crores).

(c) Disclosure of provisions made as per the requirements of Accounting Standard - 29 on "Provisions, Contingent Liabilities and Contingent Assets" as notified under the Companies (Accounting Standards) Rules, 2006, is as follows :

(Rs. Crores)

Particulars As at Provisions Amounts As at 01.04.2010 made during or 31.03.2011 the year reversed during the year

MPEB Cess on Generation of Electricity 890 Nil 0.57 8.33

MP Entry/VAT Tax 837 026 Nil 8.63

UP Entry Tax 22.55 Nil 2.00 20.55

The above provision is net-off the payment made there against. In future, there may be cash inflow in case the dispute is settled in the favour of the Company. In case the disputes are settled against the Company there may be cash outflow of Rs. 37.51 Crores (Previous year : Rs. 39.82 Crores).

5. Term Deposits with scheduled banks include deposits of Rs. 0.10 Crores (Previous year : Rs. 0.22 Crores) on which the bank has lien for guarantee given by them.

6. Employee Defined Benefits :

(a) Defined contribution plans :

The Company has recognised an expense of Rs. 8.93 Crores (Previous year : Rs. 6.78 Crores) towards defined contribution plans, in respect of Provident Fund and Superannuation Fund.

(b) Defined benefit plans :

The actuarial valuation of the present value of the defined benefit obligation were carried out at March 31, 2011. The present value of the defined benefit obligation and the related service cost, were measured using the Projected Unit Credit Method.

The following tables set out the funded status and amounts recognised in the Companys financial statements as per actuarial valuation as on March 31, 2011 for the Defined Benefits Plan :

(iv) Category of plan asset is not available as the fund is independently managed by the insurance companies.

(v) Actuarial Assumptions used in accounting for leave entitlement and gratuity :

(i) Discount rate : 8% (Previous year : 8%)

(ii) Expected rate of return on plan assets : 8% (Previous year : 8%)

(iii) The estimates of future salary increases of 4 to 5%, considered in actuarial valuation, taking into account the general trend in salary rise and the inflation rates.

7. Amount recoverable in cash or kind includes Rs. 0.01 Crores (Previous year : Rs. 0.02 Crores) due from an officer of the Company. Maximum amount outstanding during the year Rs. 0.02 Crores (Previous year : Rs. 0.04 Crores).

(b) Commission to Non-Executive Director Rs. 0.25 Crores (Previous year : Rs. Nil).

8. (a) The Company has entered into finance lease for using the mining surface rights of limestone, against which the total payment has been made and no contingent rent is payable.

9. Provision for current tax includes Wealth Tax of Rs. 0.12 Crores (Previous year : Rs. 0.13 Crores). For the current year, the Company is under Provisions of Minimum Alternate Tax (MAT) as per section 115 JB of the Income Tax Act, 1961 and to the extent of MAT credit entitlement, the amount has been carried forward and shown as receivables in the Balance Sheet.

10 VAT Subsidy:

As per Madhya Pradesh Industrial Investment Promotion Assistance Scheme - 2004, the Company is entitled for subsidy of 75% of VAT/CST paid from the new unit at Satna, subject to prescribed limits. Subsidy receivable for the year of Rs. 8.24 Crores has been included in other income in Schedule I.

11. Disclosure regarding transactions with Related Parties in terms of Accounting Standard -18 is as under : a. Name of the related parties

Joint Venture/ Associates Subsidiaries Key Management Personnel - Ardex Endura - Raheja QBE General - Mr. Manoj Chhabra (India) Private Insurance Co. Ltd. - Mr. Vijay Aggarwal Ltd. - Mr. Ganesh Kaskar

- Sentini Ceramica - RMC Readymix Porselano Private Ltd. (India) .(Formerly known as Porselano Tiles Limited)

- Antique Marbonite - H & R Johnson (India) Private Ltd.(Formerly TBK Ltd. known as Antique Limited Lifestyle Investment Granito Private Ltd.) Pvt Ltd

- Spectrum Johnson Silica Ceramica Private Tiles Private Ltd. Ltd. (Formerly known as Spectrum Private. - Milano Bathroom Ltd.) . Fitting Private Ltd. (Joint Venture up to - TBK Samiyaz Tile 26.06.2010 and there Bath Kitchen after subsidary) Private Ltd. Ltd.

- TBK Shriram Tile Bath Kitchen Private Ltd.

- TBK Deziners Home Private Ltd.

- TBK Unique Jalgaon Tile Bath Kitchen Private Ltd.

- TBK PB Shah Tile Bath Kitchen Private Ltd.

- TBK Deepgiri Tile Bath Kitchen Private Ltd.

- TBK Pratap Tile Bath Kitchen Private Ltd.

- TBK Rangoli Tile Bath Kitchen Private Ltd.

- TBK Bansal Ceramics Private Ltd.

- TBK Venkataramiah Tile Bath Kitchen Private Ltd.

- TBK Rathi Sales Agencies Private Ltd.

- Prism Power and Infrastructure Private Ltd.

ii. As certified by Management and being a technical matter, relied upon by the Auditors.

iii. Out of the above production of cement, 4,028 tonnes (Previous year : 43,770 tonnes) have been used for captive consumption including 3,506 tonnes (Previous year : 43,653 tonnes) for capital jobs. Out of above production of Readymixed Concrete, rejection/wastage/slurry is 6,953 cubic meter (Previous year : 6,765 cubic meter). Captive consumption of Concrete is 2,961 cubic meter (Previous year : 2,050 cubic meter). Out of above production of Ceramic tiles captive consumption is 37 Tonnes (Previous year : Nil)

iv. Cement sales include handling/transit loss and samples 976.21 tonnes (Previous year : 100.39 tonnes).

12. Value of Imports on CIF basis :

Spares Rs. 20.24 Crores (Previous year : Rs. 27.13 Crores) Raw materials Rs. 24.52 Crores (Previous year : Rs. 12.28 Crores) Capital Goods Rs. 148.09 Crores (Previous year : Rs. 130.84 Crores) Traded Goods Rs. 8.95 Crores (Previous year : Rs. 8.04 Crores)

13. Details of earnings in foreign currency :

F.O.B. Value of Export Rs. 17.91 Crores (Previous year : Rs. 16.08 Crores) Sale of Carbon Credits Rs. 2.51 Crores (Previous year : Rs. 1.14 Crores) Interest income Rs. Nil (Previous year : Rs. 0.63 Crores)

14. Disclosure of Foreign Currency Exposure :

(b) The Company has outstanding forward contracts to purchase US$ 0.33 Crores (Previous year : US$ 1.25 Crores) as on the Balance Sheet date to hedge foreign currency liability.

15. Figures for the previous year have been regrouped/reclassified/reinstated, wherever considered necessary.


Mar 31, 2010

1. Scheme of Amalgamation of H. & R. Johnson (India) Limited and RMC Readymix (India) Private Limited with the Company

a. Pursuant to the Schenie of Amalgamation ["the Scheme"] under Section 391/394 of the Companies Act,1956, sanctioned by the Hohble High Court of Judicature at Bombay and Andhra Pradesh vide their orders dated January 22,2010 and February 4,2010, respectively, H. & R. Johnson (India) Limited (HRJ) and RMC Readymix (India) Private Limited (RMC), were merged with the Company. Accordingly, all assets and properties, both movable and irrtmovable, industrial and other licenses, all rights and obligations, trademarks, all other interests, rights and power of every kind, etc., and all debts, liabilities including contingent liabilities, duties and obligations, of HRJ and RMC have been transferred to and vested in the Company with effect from April 1, 2009 (the appointed date). The Scheme has accordingly been given effect to in the accounts.

b. The operations of HRJ comprises of manufacturing and trading of tile, bath and kitchen (TBK) and the operations of RMC comprises of manufacturing and trading of readymixed concrete (RMC).

c. The amalgamation has been accounted for under the "Pooling of Interest" method as prescribed in Accounting Standard (AS-14) as J notified under the Companies (Accounting Standards) Rules, 2006. Accordingly, the

d. As per the terms of the approved Scheme, the assets, liabilities and the balances in the reserves of the transferor companies are recorded in the same form in which they appeared in the respective financial statements at their respective book value and the excess of amount recorded as share capital over the net book value of such assets, liabilities and reserves vested in the Company aggregating to Rs. 122.22 crores is treated as Amalgamation Reserve. Further, the Amalgamation Reserve is adjusted against Capital Reserve (Rs. 0.17 crores), Capital Redemption Reserve (Rs. 0.50 crores), Securities Premium (Rs. 116.13 crores) as approved by the High Court order dated February 4, 2010 under Section 100 of the Companies Act, 1956. The remaining balance is the Amalgamation Reserve of Rs. 5.42 crores is adjusted against General Reserve, as per the approved Scheme.

e. In terms of the Scheme, the equity shares issued and allotted by the Company shall rank for dividend, voting rights and in all respects pari-passu with the existing equity shares of the Company.

f. As per the Scheme of Amalgamation, against shares of RMC held by HRJ, 1,23,51,600 equity shares of the Company have been issued to the Prism Trust, which is held for the benefit of the Company. The dividend received on such shares has been disclosed below "Profit after tax".

g. Certain depreciation policy earlier followed by transferor companies has been realigned to be in line -with the policy followed by the Company. The impact of the same on the accumulated depreciation upto the date of amalgamation has been adjusted in the General Reserve of the Company, as per the provisions of the Scheme. Accordingly an amount of Rs. 28.83 crores has been added to the General Reserve.

2. Previous period figures are for nine months, while the current year (12 months) figures include operations of HRJ and RMC Divisions consequent to amalgamation. The current year figures are, therefore, not comparable with previous period.

3. Exceptional items shown in the Profit and Loss Account comprises of amalgamation expenses of Rs. 10.25 crores and exchange loss of Rs. 8.62 crores on redemption of investments in preference shares.

4. Segment information has been presented in the Consolidated Financial Statements as permitted by AS - 17 on Segment Reporting as notified under the Companies (Accounting Standards) Rules, 2006.

5. (a)Contingent liabilities:

(i) Guarantees given by the Companys bankers and counter guaranteed by the Company - Rs. 61.28 crores (Previous period: Rs. 32.02 crores).

(ii) Claims against the Company not acknowledged as debts :

(a) Dispute in respect of exemption of Central Sales Tax on coal purchases - Rs. 7.56 crores (Previous period: Rs. 7.56 crores). Against this matter, bank guarantee of Rs. 7.70 crores (Previous period: Rs. 7.70 crores) has been provided by the Company.

(b) Energy Development Cess disputed Rs. 7.44 crores (Previous period : Rs. 9.89 crores)

(c) Royalty on limestone disputed Rs. 33.84 crores (Previous period : Rs. 31.91 crores)

(d) Tax on Rural and Road Development disputed Rs. 3.00 crores (Previous period : Rs. Nil)

(e) Other Claims in respect to Income Tax, Sales Tax, Entry Tax, Excise Duty and other claims Rs. 11.11 crores. (Previous period: Rs. 2.37 crores)

(iii) Corporate guarantees issued to the bankers of the wholly owned subsidiary company - Rs. 61.22 crores (Previous period: Rs. Nil)

6. (b) Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) - Rs. 354.88 crores (Previous period: Rs. 474.24 crores).

7. Term Deposits with scheduled banks include deposits of Rs. 0.22 crores (Previous period: Rs. 5.01 crores) on which the bank has lien for guarantee given by them.

8. Employee Defined Benefits:

(a) Defined contribution plans:

The Company has recognised an expense of Rs. 7.85 crores (Previous period Rs. 3.04 crores) towards defined contribution plans, in respect of Provident Fund, Superannuation Fund, Employees State Insurance, Labour Welfare Fund and Medical Premium.

(b) Defined benefit plans:

The actuarial valuation of plan assets and the present value of the defined benefit obligation were carried out at March 31,2010. The present value of the defined benefit obligation and the related service cost, were measured using the Projected ynit Credit Method.

9. Amount recoverable in cash or kind includes Rs. 0.02 crores (Previous period: Rs. 0.04 crores) due from an officer of the Company. Maximum amount outstanding during the period Rs. 0.04 crores (Previous period: Rs. 0.04 crores).

10. There are no dues to the Micro, Small and Medium Enterprises which are outstanding as at the Balance Sheet date. During the year there were no delays in payment of dues to such enterprises. This information regarding Micro, Small and Medium Enterprises has been determined on the basis of information available with the Company. This has been relied upon by the Auditors.

11. The Company has operating leases for commercial premises which are cancellable at any time during the tenure of the agreement. The Company has operating lease for machinery and equipments in RMC Division which are non-cancellable during the tenure of the lease.

12. Provision for current tax includes Wealth Tax of Rs. 0.13 crores (Previous period Rs. 0.06 crores).

13. Disclosure regarding transactions with Related Parties in terms of AS - 18 are as under: a. Name of the related parties.

Joint Venture/ Associates

Ardex Endura (India) Private Ltd.

Sentini Cermica Private Ltd.

Antique Granito Private Ltd.

Milano Bathroom Fittings Private Ltd.

Spectrum Tiles Private Ltd.

TBK Samiyaz Tile Bath Kitchen Private Ltd.

TBK Shri Ram Tile Bath Kitchen Private Ltd.

TBK Deziners Home Private Ltd.

TBK Unique Jalgaon Tile Bath Kitchen Private

Ltd.

TBK P B Shah Tile Bath Kitchen Private Ltd.

TBK Deepgiri Tile Bath Kitchen Private Ltd.

R & S Business Centre

Prism Power and Infrastructure Private Ltd.

Subsidiaries

Raheja QBE General Insurance

Company Limited

Porselano Tiles Limited

H. & R. Johnson (India) TBK Ltd.

Lifestyle Investments Private Ltd.

Silica Ceramica Private Ltd.

Key Management Personnel

Mr. Manoj Chhabra Mr. Vijay Aggarwal Mr. Ganesh Kaskar

14. Value of Imports on CIF basis:

Spares - Rs. 27.13 crores (Previous period: Rs. 18.32 crores) Raw materials - Rs. 12.28 crores (Previous period: Rs. Nil) Capital Goods - Rs. 130.84 crores (Previous period: Rs. Nil) Traded Goods - Rs. 8.04 crores (Previous period: Rs. Nil)

15. Details of earnings in foreign currency:

F.O.B Value of Export - Rs. 16.08 crores (Previous period: Rs. 3.86 crores) Sale of Carbon Credits - Rs. 1.14 crores (Previous period: Rs. Nil) Interest income - Rs. 0.63 crores (Previous period: Rs. Nil)

16. Figures for the previous period have been regrouped wherever necessary.

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