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Notes to Accounts of Rain Industries Ltd.

Dec 31, 2015

(i) Rights, preferences and restrictions attached to the equity shares

The Company has only one class of equity shares having a par value of Rs. 2 each per share. Each holder of equity shares is entitled to one vote per share. The dividend proposed by the Board of Directors is subject to the approval of the Shareholders in the ensuing Annual General Meeting. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to number of equity shares held by the shareholders.

During the year ended December 31, 2015, the amount of per share dividend recognized as distribution to equity shareholders was Rs. 1.00 (year ended December 31, 2014: Rs. 1.00)

Note:

(a) 10,000,000 equity shares of Rs. 2 each fully paid-up were bought back from the shareholders pursuant to buyback of equity shares during the period from November 14, 2011 to March 29, 2012.

(b) 2,471,293 equity shares of Rs. 2 each fully paid-up were bought back from the shareholders pursuant to buyback of equity shares during the period from October 22, 2012 to December 31, 2012.

(c) 5,355,923 equity shares of Rs. 2 each fully paid-up were bought back from the shareholders pursuant to buyback of equity shares during the period from January 1, 2013 to March 31, 2013.

(iv) There are no shares issued pursuant to contract without payment being received in cash during the period of five years immediately preceding the reporting date.

Notes:

(i) Term loan with the original amount of US$ 40 Million borrowed from IDBI Bank Limited, Dubai branch is secured by a pari passu:

(a) First charge on all immovable and movable properties present and future of the Company and Rain Cements Limited, a wholly owned subsidiary; and

(b) Second charge on all current assets of the Company and Rain Cements Limited, a wholly owned subsidiary Company.

(ii) Term loan of US$ 20 Million borrowed from IDBI Bank Limited, Dubai branch, in the previous financial year is secured by a pari passu first charge on all immovable and movable properties present and future of Rain Cements Limited, a wholly owned subsidiary Company.

(iii) Term loan of US$ 20 Million borrowed from Citibank, NA Nassau, Bahamas branch, in the current financial year is secured by:

(a) Pari passu first charge on movable assets of the Company including current assets of the Company.

(b) First Ranking exclusive charge and Hypothecation over designated account No.0037315052 maintained with Citibank

(c) First ranking exclusive pledge on 10,00,000 equity shares held by the Company in Rain CII Carbon (Vizag) Limited, a wholly owned step-down subsidiary Company.

(iv) Term loan with the original amount of US$ 40 Million, carries interest of 3 months Libor plus 400 basis points, Term loan from IDBI Bank Dubai branch of US$ 20 Million carries interest of 6 months Libor plus 350 basis points and Term loan from Citibank of US$ 20 Million carries interest of 3 months Libor plus 235 basis points.

(v) The term loans availed by the Company have been utilized for the purpose of investment in its wholly owned subsidiary company which is engaged in the business of Claimed Petroleum Coke, in accordance with the sanctioned terms.

* Of the original amount of US$ 40 Million borrowed, 24% of original amount on April 1, 2016.

** US$ 20 Million is a bullet repayment on April 28, 2017.

*** US$ 20 Million is a bullet repayment on October 31, 2018.

(vii) The aggregate amount of loans (including current maturities of long-term borrowings) guaranteed by others is Rs. 3,289.97 (December 31, 2014 : Rs. 2,786.52)

Note:

A) The term loan of US$ 20 Million (original amount) carries interest of 3 months Libor plus 425 basis points and balance as on December 31, 2015 is repayable by Rain Commodities (USA) Inc. as below:

(a) 24% of the original amount on March 30, 2016

B) The term loan of US$ 20 Million, provided during the previous year, carries interest of 6 months Libor plus 400 basis points. This loan is repayable by Rain Commodities (USA) Inc. as bullet payment on April 24, 2017.

C) The term loan of US$ 20 Million, provided during the current year, carries interest of 3 months Libor plus 235 basis points. This loan is repayable by Rain Commodities (USA) Inc. as bullet payment on October 30, 2018.

The estimates of future salary increase considered in the actuarial valuation takes into account factors like inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market. The expected return on plan assets is based on actuarial expectation of the average long term rate of return expected on investments of the funds during the estimated term of the obligations.

1. Related Party Disclosures

a) Names of related parties and description of relationship: Sl.No. Relationship Name

(i) Subsidiaries 1. Rain Coke Limited [RCoke]

2. Rain Cements Limited [RCL]

3. Renuka Cement Limited [RenCL]

4. Moonglow Company Business Inc [Moonglow]

5. Rain Commodities (USA) Inc. [RCUSA]

6. Rain Global Services LLC [RGS]

7. RGS Egypt Limited Company LLC [RGS Egypt]

8. Rain Carbon Inc. [RCI]

9. Rain Global Holdings, LLC [RGH]

10. Rain Carbon Holdings, LLC [RCH]

11. Rain CII Carbon (Vizag) Limited [RCCVL]

12. Rain CII Carbon LLC [RCC]

13. Rain CII Carbon Mauritius Limited [RCCML]

14. CII Carbon Corp [CIICC]

15. Zhenjiang Xin Tian Tansu Co Limited [ZXTTCL]

16. Rain CTP Inc [Rain CTP]

17. Rain RUETGERS CTP LLC (RRCTP)

18. Rain Holdings Germany Gmbh (RainHG)

19. RUETGERS Canada Inc. [RCan]

20. RUETGERS Polymers Limited [RPL]

21. Handy Chemicals (USA) Ltd [HUSA]

a) Names of related parties and description of relationship (Contd.) Sl.No. Relationship Name

22. RUETGERS NV [RNV]

23. RUETGERS Holdings Belgium BVBA [RHBVBA]

24. RUETGERS Belgium NV [RBNV]

25. VFT Trading NV [VNV]

26. VFT France SA [VFSA]

27. RUETGERS Holdings Germany GmbH [RHGmbH]

28. RUETGERS Wohnimmobilien GmbH & Co.KG

29. RUETGERS Gewerbeimmobilien GmbH & Co.KG

30. RUETGERS Germany GmbH [RGmbH]

31. RUETGERS Aromatic Chemicals GmbH [RACGmbH]

32. RUETGERS ChemTrade GmbH [RCTGmbH]

33. RUETGERS Basic Aromatics GmbH [RBAGmbH]

34. RUETGERS Poland SP Zoo [RPZ]

35. RUETGERS InfraTec GmbH [RIGmbH]

36. RUETGERS Novares GmbH [RNGmbH]

37. RUETGERS Resins GmbH [RRGmbH]

38. RUETGERS Resins BV [RRBV]

39. OOO RUETGERS Severtar [OOOSevertar]

40. Severtar Holding Ltd [Severtar]

41. Rumba Invest BVBA & Co. KG [Rumba]

42. RÜTGERS (Shanghai) Trading Co. Ltd.

(ii) Associates/joint ventures of 1. Tarlog GmbH [Tarlog]

subsidiaries

2. InfraTec Duisburg GmbH [IDGmbH]

(iii) Enterprise where key managerial 1. Sujala Investments Private Limited personnel along with their relatives

2. Rain Enterprises Private Limited exercise significant influence

3. Nivee Holdings Private Limited

4. Arunachala Holdings Private Limited

5. PCL Financial Services Private Limited

6. Rain Entertainments Private Limited

7. Nivee Property Developers Private Limited

8. Pragnya Priya Foundation (PPF)

(iv) Key managerial personnel 1. Mr. N. Jagan Mohan Reddy -

Managing Director

2. Mr. T. Srinivasa Rao- Chief Financial Officer

3. Mr. S. Venkat Ramana Reddy Company Secretary

2. Segment Reporting

The segment results are included and presented on consolidated basis in accordance with the requirements of Accounting Standard - 17 "Segment Reporting".

3. Effective from 1 January 2015, the Management has internally reassessed and revised, wherever necessary the useful lives to compute depreciation, to conform to the requirements of the Companies Act 2013. Consequently, the carrying amount of tangible assets at 1 January 2015 is being depreciated over the revised remaining useful life of the tangible asset. The carrying value of Rs. 1.64 in case of assets with nil revised remaining useful life as at 1 January 2015 is set off against the surplus in the statement of profit and loss account. Further, had the Company continued with the previously assessed useful lives, charge for depreciation for the year ended 31 December 2015 would have been lower by Rs. 12.03 and the profit before tax would have been higher by such amount.

4. As per section 135 of the Companies Act, 2013, a CSR Committee has been formed by the Company. The proposed areas for CSR activities, as per the CSR policy of the Company are promotion of education, rural development activities, medical facilities, employment and ensuring environmental sustainability which are specified in Schedule VII of the Companies Act, 2013. The Company is required to spend to spend a minimum amount of Rs. 2.00 for the purpose of CSR for the year.


Dec 31, 2014

Note 1: Corporate Information

Rain Industries Limited (''the Company'') was incorporated on March 15, 1974 under the Companies Act, 1956. The Company is currently engaged in the business of trading in Carbon Products. The Company''s equity shares are Listed at BSE Limited and National Stock Exchange of India Limited in India.

The name of the Company has been changed to Rain Industries Limited from Rain Commodities Limited, pursuant to the approval received from the Registrar of Companies, Hyderabad on July 8, 2013.

2. Buy-back of Equity Shares

a. Further to the completion of the scheme of buyback approved by the board of directors on October 25, 2011, the Shareholders of the Company have accorded their approval to another scheme for buyback of equity shares of Rs.2/- each vide postal ballot on October 1, 2012. The approval was granted for buy back of a maximum of 12,700,000 equity shares through open market transactions at a price not exceeding Rs.46/- per share for an amount not exceeding Rs. 460,000. The Company commenced the buyback of equity shares on October 22, 2012 and bought back 2,471,293 equity shares of Rs.2/- each aggregating Rs. 93,677 and extinguished 2,334,185 equity shares up to December 31, 2012. The balance 137,108 equity shares were extinguished by January 4, 2013.

Further during the year ended December 31, 2013, the Company bought back and extinguished 5,355,923 equity shares of Rs.2/- each for an aggregate consideration of Rs. 202,773.

Accordingly, Rs. Nil (December 31, 2013: 10,712) has been reduced from paid-up equity share capital and in accordance with the provisions of Section 77A of the Companies Act, 1956, of the aggregate buyback consideration paid of Rs. Nil (December 31, 2013: Rs. 202,773) Rs. Nil (December 31, 2013: Rs. 192,061) has been utilised from securities premium account and Rs. Nil (December 31, 2013: Rs. 10,712) transferred to the capital redemption reserve from surplus in Statement of Profit and Loss.

3. Contingent liabilities not provided for in respect of:

As at As at December 31, December 31, 2014 2013

Matters under dispute

- Income Tax 146,993 127,205

4. Segment Reporting

The segment results are included and presented on consolidated basis in accordance with the requirements of Accounting Standard - 17 "Segment Reporting".

5. Previous year''s figures have been regrouped/ reclassified wherever necessary to correspond with the current year''s classification/ disclosure.


Dec 31, 2012

Note 1: Corporate Information

Rain Commodities Limited (''the Company'') was incorporated on March 15, 1974 under the Companies Act, 1956. The Company is currently engaged in the business of trading of Petroleum Coke.

(i) Rights, preferences and restrictions attached to the equity shares

The Company has only one class of equity shares having a par value of Rs. 2 each per share. Each holder of equity shares is entitled to one vote per share. The dividend proposed by the Board of Directors is subject to the approval of the Shareholders in the ensuing Annual General Meeting. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to number of equity shares held by the shareholders.

During the year ended December 31, 2012, the amount of per share dividend recognized as distribution to equity shareholders was Rs. 1.10 (year ended December 31, 2011: Rs. 1.10).

(ii) Pursuant to the approval of the shareholders at the Annual General Meeting held on May 12, 2011, each equity share of the Company with a face value of Rs. 10 was sub-divided into five equity shares of Rs. 2 each, with effect from June 16, 2011, being the record date for the said sub-division.

Note:

(a) 6,000,000 equity shares of Rs. 2 each fully paid-up (represents after sub-division of 1,200,000 equity shares of Rs. 10 each) were bought back from the shareholders pursuant to buyback of equity shares made during the year ended December 31, 2008.

(b) 10,000,000 equity shares of Rs. 2 each fully paid-up were bought back from the shareholders pursuant to buyback of equity shares during the period from November 14, 2011 to March 29, 2012 (Refer Note 25).

(c) 2,471,293 equity shares of Rs. 2 each fully paid-up were bought back from the shareholders pursuant to buyback of equity shares during the period from October 22, 2012 to December 31, 2012 (Refer Note 25).

Notes:

(i) Term loans are secured by a pari passu:

(a) First charge on all immovable and movable properties and

(b) Second charge on all current assets of Rain Cements Limited, a wholly owned subsidiary of the Company.

(ii) The term loan of US$ 20 Million carries interest of 3 months Libor plus 300 basis points and is repayable to IDBI as a bullet payment in March 2013

The term loan of US$ 40 Million carries interest of 3 months Libor plus 400 bais points and is repayable to IDBI as below:

(a) 64% in 8 equal quarterly installments from April, 2014 to March, 2016

(b) 12% in April, 2016 and

(c) 24% in July, 2016

(iii) The term loans availed by the Company have been utilized for the purpose of investment in share capital and extending loan facilities to a subsidiary company, which is engaged in the business of Calcined Petroleum Coke, in accordance with the sanctioned terms. The investment in share capital is in the nature of net investment hedge and has been appropriately dealt with in the consolidated financial statements of the Company

Note:

There are no Micro and Small Enterprises to whom the Company owes dues which are outstanding for more than 45 days as at December 31, 2012 in accordance with the contractual obligations. The information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.

2. Buy-back of Equity Shares

The Board of Directors of the Company, during their meeting held on October 25, 2011, approved the buyback of 10,000,000 equity shares of Rs.2/- each at maximum price of Rs.41/- per share for an amount not exceeding Rs. 350,000. The board decided to implement the buyback offer through the open market purchases in the stock exchanges.

Pursuant to the offer, the Company commenced the buyback on November 14, 2011. During the year ended December 31, 2011, the Company has bought back 4,689,914 equity shares of Rs.2/- each aggregating Rs. 137,653 and extinguished 3,723,675 equity shares upto December 31, 2011 and the balance 966,239 equity shares were extinguished subsequent to the year end. The Company bought back and extinguished the balance 5,310,086 equity shares of Rs.2/- each aggregating Rs. 182,255 during the current financial year.

Further to the completion of the scheme of buyback approved by the board of directors on October 25, 2011, the Shareholders of the Company have approved another scheme for buyback of equity shares of Rs. 2/- each vide postal ballot on October 1, 2012 through open market transactions at a price not exceeding Rs.46/- per share for an amount not exceeding Rs. 460,000. The Company commenced the buyback of equity shares on October 22, 2012 and bought back 2,471,293 equity shares of Rs.2/- each aggregating Rs. 93,677 and extinguished 2,334,185 equity shares upto December 31, 2012 and the balance 137,108 equity shares were extinguished subsequent to the year end.

Accordingly, Rs. 15,564 (December 31, 2011: 9,379) has been reduced from paid-up equity share capital and in accordance with the provisions of Section 77A of the Companies Act, 1956, Rs. 260,368 (December 31, 2011: 128,274) has been utilized from securities premium account and Rs. 15,564 (December 31, 2011: 9,379) transferred to the capital redemption reserve from surplus in statement of profit and loss.

3. Contingent liabilities not provided for in respect of:

December 31, 2012 December 31, 2011 Amount Amount

Matters under dispute

- Income Tax 25,615 85,362

Corporate Guarantee issued on behalf of wholly owned subsidiaries :

- Rain Commodities USA Inc., US$ 100 million (December 31, 2011: US$ 125 million) equivalent to 5,477,730 6,658,250

Note: During the previous year 2011, equity shares of the Company with a face value of Rs.10/- each was sub-divided into 5 equity shares of Rs.2/- each.

4. The Company has entered into operating lease agreements for vehicles. The lease rentals of Rs. 300 (December 31, 2011 - Rs. Nil) were charged off in the Statement of Profit and Loss. These agreements are cancellable in nature.

The estimates of future salary increase considered in the actuarial valuation take into account factors like inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market. The expected return on plan assets is based on actuarial expectation of the average long term rate of return expected on investments of the funds during the estimated term of the obligations.

5. Segment Reporting

The segment results are included and presented on consolidated basis in accordance with the requirements of Accounting Standard - 17 "Segment Reporting".

6. The Revised Schedule VI has become effective for the periods beginning on or after April 1, 2011 for the presentation of financial statements. This has significantly impacted the disclosure and presentation made in the financial statements. Previous year''s figures have been regrouped/ reclassified wherever necessary to correspond with the current year''s classification/ disclosure.


Dec 31, 2011

I. (a) Sub-division of Equity Shares:

Pursuant to the approval of the shareholders at the Annual General Meeting held on May 12, 2011, each equity share of the Company with a face value of Rs. 10/- is sub-divided into five equity shares of Rs. 2/- each, with effect from June 16, 2011, being the record date for the said sub-division. Accordingly, as required by Accounting Standard (AS) 20 'Earnings Per Share', the basic and diluted Earnings Per Share for the previous year is restated to give effect to the sub-division.

(b) Buy-back of Equity Shares

The Board of Directors of the Company, during their meeting held on October 25, 2011, approved the buy- back of 10,000,000 equity shares of Rs.2/- each at maximum price of Rs.41/- per share for an amount not exceeding Rs.350,000. The Board decided to implement the buy-back offer through the open market purchases in the Stock Exchanges.

Pursuant to the offer, the Company from November 14, 2011 to December 31, 2011, has bought back 4,689,914 equity shares of Rs.2/- each aggregating Rs. 137,653. The Company had extinguished 3,723,675 equity shares upto December 31, 2011 and the balance 966,329 equity shares were extinguished subsequent to the year end. Accordingly, Rs. 9,379 has been reduced from paid-up equity share capital and in accordance with the provisions of Section 77A of the Companies Act, 1956, Rs. 128,274 has been utilized from Securities Premium Account.

In terms of Section 77AA of the Companies Act, 1956, an amount of Rs. 9,379 has been transferred to the Capital Redemption Reserve.

II. Contingent liabilities not provided for in respect of:

December 31, 2011 December 31, 2010 Amount Amount

Matters under dispute

Income Tax 85,362 -

Corporate Guarantee issued on behalf of wholly owned subsidiaries :

Rain Commodities USA Inc.,

USD 125 million (December 31,

2010: USD 87 million) equivalent to 6,658,250 3,898,470

Rain CII Carbon (Vizag) Limited - 1,135,000

III. Micro and Small enterprises

There are no Micro and Small enterprises to whom the company owes dues, which are outstanding for more than 45 days as at December 31, 2011. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the company.

IV. The Company has entered into various operating lease agreements for assets comprising storage facilities. The lease rentals amounting to Nil (December 31, 2010 - Rs.6,936) have been charged to revenue. These agreements are cancellable in nature and there is no restriction in respect of such leases.

V.(a) There are no outstanding contracts outstanding forward exchange contracts as at the year end.

(b) The year end receivable and payables in foreign currency which are not covered by forward covers / derivative contracts are as follows:

Note: During the current year, equity shares of the Company with a face value of Rs. 10 each was sub-divided into 5 equity shares of Rs. 2 each and as required by Accounting Standard (AS) 20, Earnings Per Share, the EPS for the previous year is restated (Refer Note III(a)).

VI. Segment Reporting

The segment results are included and presented on consolidated basis in accordance with the requirements of Accounting Standard - 17 "Segment Reporting".

VII. Pursuant to the Scheme of Arrangement amongst the Company, Rain Cements Limited (RCL) and Rain CII Carbon Vizag Limited ('the Scheme') as approved by the shareholders of the Company in the Extraordinary General Meeting held on July 29, 2010 and subsequently sanctioned by the Hon'ble High Court of Judicature, Andhra Pradesh at Hyderabad on December 29, 2010, the Cement business of the Company was transferred to and vested in RCL with effect from April 1, 2010. The Scheme was accordingly given effect in the financial statements for the year ended December 31, 2010. The figures of the previous year represent cement and trading in petroleum coke businesses from January 1, 2010 to March 31, 2010 and trading in petroleum coke business thereafter, and are hence not comparable with that of the current year.

VIII. The donations made by the Company to political parties during the year: Nil (December 31, 2010: CPI - Rs. 10)

IX. The term loans availed by the Company have been utilized for the purpose of investment in share capital and extending loan facilities to a subsidiary company, which is engaged in the business of Calcined Petroleum Coke. The investment in share capital is in the nature of net investment hedge and has been appropriately dealt with in the consolidated financial statements of the Company.

X. Comparative figures of the previous year where necessary, have been regrouped to conform to those of the current year. Further for reasons stated in Note XVII, previous year figures are not comparable with that of the current year.


Dec 31, 2010

I. Basis of preparation of Financial Statements

Rain Commodities Limited (the Company) follows the accrual basis of accounting. The financial statements are prepared on historical cost basis and to comply with accounting principles generally accepted in India, the Accounting Standards notified under Companies (Accounting Standards) Rules, 2006 and the relevant provisions of the Companies Act, 1956.

II. Contingent liabilities not provided for in respect of:

December 31, 2010 December 31, 2009 Amount Amount

Matters under dispute:

Sales Tax -- 57,046

Excise Duty -- 5,588

Income Tax -- 22,527

Bank guarantees -- 17,531

Corporate Guarantee issued on behalf of wholly owned subsidiaries :

- Rain Commodities USA Inc., USD 87 million (December 31, 2009: USD 90 million) equivalent to 3,898,470 4,201,200

- Rain CII Carbon (Vizag) Limited [formerly Rain Calciner Limited] 1,135,000 --

- Rain Cements Limited [formerly

Rain CII Carbon (India) Ltd] -- 1,035,000

III. Capital Commitments

Estimated amount of contracts remaining to be executed on capital accounts [net of capital advances - Rs. Nil (December 31, 2009 - Rs.83,471)] not provided for Rs. Nil (December 31,2009 - Rs.79,009).

IV. Micro and Small enterprises

There are no Micro and Small enterprises to whom the company owes dues, which are outstanding for more than 45 days as at December 31, 2010. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act,2006 has been determined to the extent such parties have been identified on the basis of information available with the company.

V.The Company has entered into various operating lease agreements for assets comprising storage facilities. The lease rentals amounting to Rs. 6,936 (December 31, 2009 - Rs.27,860) have been charged to revenue. These agreements are cancellable in nature and there is no restriction in respect of such leases.

VI. (a) There are no outstanding contracts outstanding forward exchange contracts as at the year end.

VII. Related Party Disclosures

a) Names of related parties and description of relationship:

(i) Subsidiaries

a) Rain Cements Limited [formerly Rain CII Carbon (India) Limited] (RCL)

b) Rain Commodities (USA) Inc (RCUSA)

c) Moonglow Company Business Inc, BVI (Moonglow) (Subsidiary of RCL)

d) Rain Global Services LLC (RGS) (Subsidiary of RCUSA)

e) RGS Egypt Ltd.(RGSE) (Subsidiary of RGS)

f) Rain Global Services HK Limited (Subsidiary of RGS upto August 20, 2010)

g) Rain Carbon (USA) LLC (RCUSA1) (Subsidiary of RCUSA from September 15, 2010)

h) Carbon Holdings USA LLC, USA (CHUSA) with effect from April 12, 2010

i) CPC Holdings USA LLC (CPCUSA) (Subsidiary of CHUSA with effect from April 12, 2010).

j) Rain CII Carbon (Vizag) Limited

(RCCVL) (formerly Rain Calciner Limited) (Subsidiary upto May 14, 2010 and thereafter subsidiary of CPCUSA)

k) Rain CII Carbon LLC, USA (RCC)

(Subsidiary of Moonglow upto September 15, 2010 and subsidiary of CPCUSA thereafter)

l) Rain CII Carbon Mauritius Limited (RCCM) [Subsidiary of RCC]

m) CII Carbon Corp. (Subsidiary of RCC)

n) Zhenjiang Xin Tian Tansu Co. Ltd., (Subsidiary of RCCM)

(ii) Enterprise where key managerial

personnel along with their relatives exercise significant influence

Sujala Investments Private Limited

(iii) Key Management Personnel

a) Mr. N. Radha Krishna Reddy, Chairman.

b) Mr. N. Jagan Mohan Reddy, Managing Director.

c) Mr. N. Sujith Kumar Reddy, Executive Director

VIII.The following donations were made to political parties during the year: CPI - Rs.10 (Previous Year Lok Satta - Rs. 200 and CPI(ML) New Democracy Party Rs. 80)

IX. Pursuant to the Scheme of Arrangement (refer note III), the cement business of the Company was transferred to Rain Cements Limited [Formerly Rain CII Carbon (India) Limited] with effect from April 1, 2010. The figures of the previous year represent the Cement and Green Petroleum Coke trading business for the full year, hence the figures of the previous year are not comparable with that of the current year.


Dec 31, 2009

I. Organization:

Rain Commodities Limited (the Company) is engaged in the manufacture and sale of cement. The Company through its wholly owned subsidiaries - Rain Cll Carbon (India) Limited (formerly Rain Industries Limited) and Rain Cll Carbon LLC is engaged in the manufacturing and trading of Calcined Petroleum Coke and generation of Power through waste heat recovery.

II. Exceptional item represents profit on sale of long term investments in Petroleum Coke Industries Company, Kuwait.

III. Loans & Advances include an amount of Rs.120,500 (Rupees Twelve crores and five lakhs) paid as advance to certain parties in accordance with the terms of a Memorandum of Understanding (MOU) dated December 6, 2007 to acquire shares of another entity which controls certain mining lease rights. Due to non-fulfillment of certain conditions and upon expiry of the validity period of the MOU, the Company has initiated legal proceedings against these parties to recover the advance. Management is of the view, supported by legal advise, that the companys claim will result in a favourable outcome and that it has a good chance of recovering the advances paid.

IV. Contingent liabilities not provided for in respect of:

December 31, 2009 December 31, 2008 Amount Amount

Matters under dispute:

Sales Tax 57,046 73,246

Excise Duty 5,588 10,690

Income Tax 22,527 -

Bank guarantees 17,531 -

Corporate Guarantee issued on behalf of wholly owned subsidiaries :

- Rain Commodities USA Inc., USD

90 million equivalent to 4,201,200 4,360,500

- Rain CM Carbon (India) Ltd 1,035,000 535,000

V. Capital Commitments

Estimated amount oi contracts remaining to be executed on capital accounts [net of capital advances - Rs.83,471 (December 31, 2008 - Rs.64,541 )]¦ not provided for Rs.79,009 (December 31,2008 - Rs.87,186).

VI. Micro and Small enterprises

There are no Micro and Small enterprises to whom the company owes dues, which are outstanding for more than 45 days as at December 31, 2009. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act,2006 has been determined to the extent such parties have been identified on the basis of information available with the company.

VII.The Company has entered into various operating lease agreements for assets comprising of storage facilities and an amount of Rs. 27,860 (December 31, 2008 - Rs. 30,485 ) paid under such agreements have been charged to revenue. These agreements are cancellable in nature and there is no restriction in respect of such leases.

VIII. (a) There are no forward/derivative contracts outstanding as at the balance sheet date.

IX. Related Party Disclosures

a) Names of related parties and description of relationship:

(i) Subsidiaries

a) Rain CM Carbon (India) Limited (RCCIL)

b) Rain Commodities (USA) Inc. (RCUSA)

c) Rain Calciner Limited

d) Moonglow Company Business Inc, BVI (Moonglow) (Subsidiary of RCCIL)

e) Rain Global Services LLC. (RGS) (Subsidiary of RCUSA)

f) Rain CM Carbon LLC, USA (RCC) (Subsidiary of RCCIL)

g) Rain Global Services HK Limited (Subsidiary of RGS)

h) Rain Cll Carbon Mauritius Limited

(RCCM) (Subsidiary of RCCIL) i) Cll Carbon Corp. (Subsidiary of RCC) j) Zhenjiang Xin Tian Tansu Co. Ltd.,

(Subsidiary of RCC from August 3, 2009)

(ii) Enterprise where key managerial personnel along with their relatives exercise significant influence

a) Sujala Investments Private Limited (Sujala)

(iii) Key Management Personnel

a) Mr. N. Radhakrishna Reddy, Chairman.

b) Mr. N. Jagan Mohan Reddy, Managing Director.

c) Mr. N. Sujith Kumar Reddy, Executive Director.

X. Employee Benefits

b) Defined benefit plans

The following table sets forth the status of the Gratuity Plan of the Company and the amounts recognized in the Balance Sheet and Profit and Loss Account.

XI. The following donations were made to political parties during the year : Lok Satta - Rs.200 and CPI
XII. Comparative figures of the previous year have been regrouped where necessary to conform to those of the current year.

 
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