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Notes to Accounts of Rallis India Ltd.

Mar 31, 2015

Corporate Information:

Rallis India Limited (the "Company") is an Indian public limited company, incorporated on 23 August, 1948, which is a subsidiary of Tata Chemicals Limited. It has been engaged primarily in the business of manufacture and marketing of Agri Inputs. The Company has its manufacturing facilities in India and sells both in India and across the globe. The Company is listed on the Bombay Stock Exchange ("BSE") and the National Stock Exchange ("NSE").

2. contingent liabilities and commitments (to the extent not provided for) (Refer Note 30):

The Company is involved in a number of appellate, judicial and arbitration proceedings (including those described below) concerning matters arising in the course of conduct of the Company''s businesses. Some of these proceedings in respect of matters under litigation are in early stages, and in some other cases, the claims are indeterminate. A summary of claims asserted on the Company in respect of these cases have been summarised below.

Tax contingencies

Amounts in respect of claims asserted by various revenue authorities on the Company, in respect of taxes, which are in dispute, have been tabulated below:

rs lac Nature of Tax As at As at 31 March, 2015 31 March, 2014

Sales Tax 1,836.30 1,808.34

Excise Duty 360.84 401.56

Customs Duty 144.10 144.10

Income Tax 6,904.98 6,900.28

Service Tax 113.06 93.74

Property Cases 47.36 47.36

The management believes that the claims made are untenable and is contesting them. As of the reporting date, the management is unable to determine the ultimate outcome of above matters. However, in the event the revenue authorities succeed with enforcement of their assessments, the Company may be required to pay some or all of the asserted claims and the consequential interest and penalties, which would reduce net income and could have a material adverse effect on net income in the respective reported period.

Management is generally unable to reasonably estimate a range of possible loss for proceedings or disputes other than those included in the estimate above, including where:

(i) plaintiffs / parties have not claimed an amount of money damages, unless management can otherwise determine an appropriate amount; " (ii) the proceedings are in early stages;

(iii) there is uncertainty as to the outcome of pending appeals or motions or negotiations; (iv) there are significant factual issues to be resolved; and/or (v) there are novel legal issues presented.

However, in respect of the above matters, management does not believe, based on currently available information, that the outcomes of the litigation, will have a material adverse effect on the Company''s financial condition, though the outcomes could be material to the Company''s operating results for any particular period, depending, in part, upon the operating results for such period.

(ii) commitments

(A) During the financial year 2010-11, the Company had acquired a majority of the equity shares of Metahelix Life Sciences Limited ("Metahelix"). Besides, the shares already acquired, it has allowed the founder shareholders, a put option exercisable over a period of 1 years (Previous Year: 2 years), 6,895 shares held by them for an amount aggregating Rs. 1,348.59 lac (Previous Year: 6,895 shares for an amount aggregating Rs. 1,348.59 lac). At the end of 3 years, the Company has a call option to acquire the balance shares held by the founder shareholders, at the fair market value as at the date of exercise.

(B) Estimated amount of contracts remaining to be executed on capital account of tangible assets is Rs. 774.96 lac (Previous YearX 826.79 lac) and Intangible assets is Rs. 274.27 lac (Previous YearX 144.01 lac) against which advances paid aggregate X 200.02 lac (Previous YearX 303.93 lac).

(C) For lease commitments and derivatives, refer note no 26 and 37 respectively.

During the year the Company has also incurred Rs. 234.83 lac (Previous Year Rs. 242.20 lac) towards capital research and development expenditure which is included under Intangible Assets under Development. The total amount included in Intangible Assets under Development as at 31st March 2015 is Rs. 665.86 lac (Previous YearRs.693.42 lac).

The above figures include the amounts based on separate accounts for the Research and Developments ("R&D") Centre recognised by the Department of Scientific & Industrial Research ("DSIR"), Ministry of Science and Technology for in- house research (consonance with the DSIR guidelines for in-house R & D Centre will be evaluated at the time of filing the return with DSIR).

Due to the numerous uncertainties and variables associated with certain assumptions and judgments, and the effects of changes in the regulatory and legal environment, both the precision and reliability of the resulting estimates of the related contingencies are subject to substantial uncertainties. The Company regularly monitors its estimated exposure to such loss contingencies and, as additional information becomes known, may change its estimates significantly. However, no estimate of the range of any such change can be made at this time.

4 SEGMENT REPORTING

The Company has determined its business segment as "Agri - Inputs" comprising of Pesticides, Plant Growth Nutrients and Seeds. The other business segment comprises "Polymer" and is non reportable.

(i) Segment Revenue includes Sales of Products less Excise Duty.

(ii) Unallocable assets include Investments, Advance Income Tax, Advance Fringe Benefit Tax, Interest Accrued on Investments and Fixed Deposits.

(iii) Unallocable liabilities includes Long Term Borrowings (includes current maturities on long-term debt), Short Term Borrowings, Provisions for Equity Dividend and tax thereon, Provision for Supplemental Payments, Provision for Income and Fringe Benefit Tax and Deferred Tax Liabilities.

(iv) Unallocable income includes income from investment activities.

(v) Unallocable expenditure includes charge in respect of Supplemental Payments on retirement valued on actuarial basis.

5 FOREIGN cURRENcY EXPOSURES :-

The Company, in accordance with its risk management policies and procedures, enters into foreign currency forward contracts and currency option contracts to manage its exposure in foreign exchange rate variations. The counter party is generally a bank. These contracts are for a period between one day and four years.

(a) Derivative Instruments:

The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Company''s strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Company''s Risk Management Policy. The Company does not use forward contracts for speculative purposes.

6 EMPLOYEE BENEFIT OBLIGATIONS:

Defined-Benefits Plans:

The Company offers its employees defined-benefit plans in the form of a gratuity scheme (a lump sum amount) and a supplemental pay scheme (a life long pension). The gratuity scheme covers substantially all regular employees, while supplemental pay plan covers former certain executives. In the case of the gratuity scheme, the Company contributes funds to Gratuity Trust, which is irrevocable, while the supplemental pay scheme is not funded. Commitments are actuarially determined at year-end. The actuarial valuation is done based on "Projected Unit Credit" method. Gains and losses of changed actuarial assumptions are charged to the Statement of profit and loss.

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

The discount rate is based on the prevailing market yields of Government of India securities as at the balance sheet date for the estimated term of the obligations.

Defined-contribution Plans:

The Company makes Provident Fund contributions to defined contribution retirement benefit plans for eligible employees. Under the schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The contributions as specified under the law are paid to the provident fund set up as a trust by the Company in case of certain locations. The Company is generally liable for annual contributions and any deficiency compared to interest computed based on the rate of interest declared by the Central Government under the Employees'' Provident Fund Scheme, 1952 and recognises, if any, as an expense in the year it is determined.

As of 31 March, 2015, the fair value of the assets of the fund and the accumulated members'' corpus is Rs. 4,277.07 lac and Rs. 4,086.86 lac respectively. In accordance with an actuarial valuation, there is no deficiency as the present value of the expected future earnings on the fund is greater than the expected amount to be credited to the individual members based on the expected guaranteed rate of interest of 8.75%. The actuarial assumptions include discount rate of 7.74% and an average expected future period of 6 years.

Amount recognised as expense and included in the Note 22 — "Contribution to Provident and Other Funds" — Rs. 495.10 lac (Previous Year Rs. 440.65 lac).

Pursuant to the transition provisions prescribed in Schedule II to the Companies Act, 2013, the Company has fully depreciated the carrying value of assets, net of residual value, where the remaining useful life of the asset was determined to be Nil as on 1 April, 2014, and has adjusted an amount ofRs. 236.63 lac (net of deferred tax ofRs. 121.92 lac) against the opening surplus balance in the Statement of Profit and Loss under Reserves and Surplus.

The depreciation expense in the Statement of Profit and Loss for the year is higher by Rs. 557.99 lac consequent to the change in the useful life of the assets.

7 The Company had invested Rs. 880.00 lac in Non-Convertible Debentures ("NCDs") of Advinus Therapeutics Ltd. having a coupon rate of 4.25%. The NCDs were redeemable between December 2010 and May 2013 at a premium of 25%.

Income recognised during the year includes Nil (Previous YearRs. 0.38 lac) in respect of redemption premium determined on the basis of the internal rate of return. During the year debentures amounting to Nil (Previous YearRs. 103.84 lac) were redeemed at a 25% premium which aggregated Nil (Previous YearRs.25.96 lac).

8 Previous years'' figures have been regrouped / restated wherever necessary to conform to the classification of the current year.


Mar 31, 2014

1. CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR):

(i) Contingent Liabilities:

Rs. lacs

Particulars As at As at 31st March, 31st March, 2014 2013

a. Claims against the Company not acknowledged as debts:

- Sales Tax 2,032.72 2,000.40 - Excise Duty 401.56 360.84

- Customs Duty 144.10 144.10

- Income Tax 6,900.28 6,838.48

- Service Tax 93.74 65.21

- Property Cases 47.36 47.36

- Labour Cases 98.79 109.00

- Other cases 89.98 109.56

- Number of cases where amount is not quantifiable 41 Nos. (Previous Year 41 Nos.)

b. Other money for which the company is contingently liable:

- Bills Discounted (fully covered by buyer''s letters of credit) 458.01 1,547.36

10,266.54 11,222.31

Note :

The Company does not expect any liability in respect of items (a) and (b ) to devolve in respect of its exposure and therefore no provision has been made in respect thereof.

(ii) Commitments

(A) During the financial year 2010-11, the Company had acquired a majority of the equity shares of Metahelix Life Sciences Limited ("Metahelix"). Besides, the shares already acquired, it has allowed the founder shareholders, a put option exercisable over a period of 2 years (Previous Year: 3 years), 6,895 shares held by them for an amount aggregating Rs.1,348.59 lacs (Previous Year: 8,433 shares for an amount aggregating Rs.1,649.11 lacs). The Commitment made in the previous year to acquire 2,591 equity shares from certain shareholder (other than founder shareholder) for an amount aggregating Rs.506.77 lacs has been fulfilled during the year.

At the end of 3 years, the Company has a call option to acquire the balance shares held by the founder shareholders, at the fair market value as at the date of exercise.

(B) Estimated amount of contracts remaining to be executed on capital account of tangible assets isRs.826.79 lacs (Previous Year Z934.83 lacs) and Intangible assets is Rs.144.01 lacs (Previous Year Z12.80 lacs) against which advances paid aggregate Rs.303.93 lacs (Previous Yeart144.54 lacs).

(C) For lease commitments and derivatives, refer note no 28 and 39 respectively.

2. FOREIGN CURRENCY EXPOSURES :-

The Company, in accordance with its risk management policies and procedures, enters into foreign currency forward contracts and currency option contracts to manage its exposure in foreign exchange rate variations. The counter party is generally a bank. These contracts are for a period between one day and four years.

(a) Derivative Instruments:

The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Company''s strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Company''s Risk Management Policy. The Company does not use forward contracts for speculative purposes.

3. RELATED PARTY DISCLOSURES :

Disclosure as required by Accounting Standard (AS) - 18 "Related Party Disclosures" as prescribed under section 211 (3C) of the Companies Act, 1956.

(a) Names of the related parties and description of relationship:

(i) Holding / Ultimate Holding Company : Tata Chemicals Limited

(ii) Subsidiary Companies: Rallis Chemistry Exports Ltd

Metahelix Life Sciences Ltd

Dhaanya Seeds Ltd (Merged with Metahelix Life Sciences Ltd. w.e.f 1st April, 2013)

Zero Waste Agro Organics Ltd. w.e.f 18th October,2012

(iii) Key Management Personnel : Mr.V.Shankar - Managing Director & CEO

4. EMPLOYEE BENEFIT OBLIGATIONS: Defined-Benefits Plans:

The Company offers its employees defined-benefit plans in the form of a gratuity scheme (a lump sum amount) and a supplemental pay scheme (a life long pension). The gratuity scheme covers substantially all regular employees, while supplemental pay plan covers certain former executives. In the case of the gratuity scheme, the Company contributes funds to Gratuity Trust, which is irrevocable, while the supplemental pay scheme is not funded. Commitments are actuarially determined at year-end. The actuarial valuation is done based on "Projected Unit Credit" method. Gains and losses of changed actuarial assumptions are charged to the Statement of profit and loss.

Defined-Contribution Plans:

Amount recognised as expense and included in the Note 24 - "Contribution to Provident and Other Funds" - Rs. 440.65 lacs (Previous Year Z408.53 lacs).

5. Trade Payable includes amount payable to Micro, Small and Medium Enterprises as follows:

a The total amount of delayed payments during the year aggregate Rs. 58.48 lacs in respect of 28 parties with amounts ranging from Rs. 0.02 lacs to Rs.20.96 lacs. (Previous Year Rs. *14.94 lacs in respect of 7 parties with amounts ranging from Rs. 0.03 lacs to T4.01 lacs).

b The amount of principal outstanding in respect of the above as at Balance Sheet date is Rs. 843.45 lacs in respect of 45 parties (Previous Year T596.34 lacs in respect of 31 parties with amounts ranging from f0.13 lacs to 144.29 lacs) with amounts ranging from Rs. 0.15 lacs to Rs. 152.90 lacs.

c The total interest payable on account of delayed payment during the year is Rs. 0.15 lacs. The Company has made payment of Rs. 0.15 lacs during the year. The total interest payable aggregates Rs. NIL (Previous Year Rs. NIL) and outstanding balance as at the year end is Rs. NIL (Previous Year Rs. NIL).

6. The Company had invested Rs. 880.00 lacs in Non-Convertible Debentures ("NCDs") of Advinus Therapeutics Ltd. having a coupon rate of 4.25%. The NCDs is redeemed between December 2010 and May 2013 at a premium of 25%. Income recognised during the year includes Rs. 0.38 lacs (Previous Year T28.49 lacs) in respect of redemption premium determined on the basis of the internal rate of return. During the year debentures amounting to Rs. 103.84 lacs (Previous Year T296.15 lacs) were redeemed at a 25% premium which aggregated Rs. 25.96 lacs (Previous Year T74.04 lacs).

7. Previous years’ figures have been regrouped / restated wherever necessary to conform to the classification of the current year.


Mar 31, 2013

A. The Equity Shares of the Company have voting rights and are subject to the preferential rights as prescribed under law or those of the preference shareholders, if any. The Equity Shares are also subject to restrictions as prescribed under the Companies Act, 1956.

b. As per records of the company, no calls remain unpaid by the directors and officers of the Company as on 31st March, 2013.

a. 750 (Previous Year: 750) 9.05% Secured Redeemable Non-Convertible Debentures (2010-11 Series 1) having a face value of Rs. 10 lacs each redeemable at par on 29th October, 2013.

b. These Non Convertible Debentures are secured by a first pari-passu mortgage over factory building and certain plant and machinery of Ankleshwar and Lote units.

c. The Company can repurchase some or all of the debentures at any time prior to date of redemption. The Company has the right to re-issue debentures bought back subject to provisions of the Companies Act, 1956.

Notes :

(i) # Other guarantees issued by Bank for which the Company is contingently liable. These are covered by the charge created in favour of Company''s bankers by way of hypothecation of stock and debtors.

(ii) The Company does not expect any liability in respect of items (a), (b) and (c ) to devolve in respect of its exposure and therefore no provision has been made in respect thereof.

(ii) Other Commitments :

(A) During the financial year 2010-11, the Company had acquired a majority of the equity shares of Metahelix Life Sciences Limited (Metahelix). Besides, the shares already acquired, it has made the following Commitmets:

(a) to acquire shares from certain shareholders (other than founder shareholders) 2,591 equity shares for an amount aggregating Rs. 506.77 lacs. (previous year 2,591 equity shares held by them for an amount aggregating Rs. 506.77 lacs.)

(b) to allow the founder shareholders, a put option exercisable over a period of 3 years (Previous Year: 4 years), 8,433 shares held by them for an amount aggregating Rs. 1,649.11 lacs (Previous Year: 11,244 shares for an amount aggregating Rs. 2,199.21 lacs).

At the end of 3 years, the Company has a call option to acquire the balance shares held by the founder shareholders, at the fair market value as at the date of exercise.

(B) During the financial year 2012-13, the Company has acquired 12,956 equity shares of Zero Waste Agro Organics Private Limited (ZWAOPL) for an amount aggregating to Rs. 1,000.07 lacs. Besides, the shares already acquired, it has made the following commitments:

(a) Investment of Rs. 1,900.03 lacs in respect to ZWAOPL effectively taking the shareholding of Rallis to 50.06%.

(C) Estimated amount of contracts remaining to be executed on capital account of tangible assets is Rs. 934.83 lacs (Previous Year Rs. 1,848.66 lacs) against which advances paid aggregate Rs. 144.54 Lacs (Previous Year Rs. 150.21 lacs) and Intangible assets is Rs. 12.80 lacs (Previous Year Rs. 95.79 lacs).

(D) For derivatives and lease commitments, refer note no 42 and 28 respectively.

1 The Company has procured motor vehicles under non-cancellable operating leases. Lease rent charged to the Statement of Profit and Loss during the year is Rs. 427.84 lacs (Previous Year Rs. 203.53 lacs) net of amount recovered from employees Rs. 3.59 lacs (Previous Year Rs. 2.34 lacs). Disclosures in respect of non-cancellable leases are given below:

During the year the Company has also incurred Rs. 919.94 lacs (Previous Year Rs.471.14 lacs) towards development expenditure which is included under Intangible Assets under Development/Capital work in progress. The total amount included in Intangible Assets under Development/Capital work in progress as at 31st March 2013 is Rs. 1,094.17 lacs (Previous Year Rs. 1,638.98 lacs).

Included in the foregoing is an amount of Rs. 422.69 lacs (Previous Year Rs. 582.94 lacs) paid to an external agency.

2 SEGMENT REPORTING:

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

3 FOREIGN CURRENCY EXPOSURES

The Company, in accordance with its risk management policies and procedures, enters into foreign currency forward contracts and currency option contracts to manage its exposure in foreign exchange rate variations. The counter party is generally a bank. These contracts are for a period between one day and four years.

Derivative Instruments:

The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Company''s strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Company''s Risk Management Policy. The Company does not use forward contracts for speculative purposes.

The net loss on the derivative instrument of Rs. 63.40 lacs (net of Deferred Tax Asset of Rs. 30.45 lacs) recognised in 2011-2012 in the Hedging Reserve Account has been recycled in the Statement of Profit and Loss in 2012-2013.

4 RELATED PARTY DISCLOSURES :

Disclosure as required by Accounting Standard (AS) - 18 "Related Party Disclosures" as prescribed under section 211 (3C) of the Companies Act, 1956.

(a) Names of the related parties and description of relationship:

(i) Holding / Ultimate Holding Company : Tata Chemicals Limited

(ii) Subsidiary Companies: Rallis Chemistry Exports Ltd

Metahelix Life Sciences Ltd Dhaanya Seeds Ltd

Zero Waste Agro Organics Pvt. Ltd. w.e.f 18th October,2012 Rallis Australasia Pty Ltd.(Liquidated on 25th January, 2012)

(iii) Key Management Personnel : Mr.V.Shankar - Managing Director & CEO

5 EMPLOYEE BENEFIT OBLIGATIONS:

Defined-Benefits Plans:

The Company offers its employees defined-benefit plans in the form of a gratuity scheme (a lump sum amount) and a supplemental pay scheme (a life long pension). The gratuity scheme covers substantially all regular employees, while supplemental pay plan covers certain executives. In the case of the gratuity scheme, the Company contributes funds to Gratuity Trust, which is irrevocable, while the supplemental pay scheme is not funded. Commitments are actuarially determined at year-end. The actuarial valuation is done based on "Projected Unit Credit" method. Gains and losses of changed actuarial assumptions are charged to the Statement of profit and loss.

Defined-Contribution Plans:

Amount recognised as expense and included in the Note 24 — "Contribution to Provident and Other Funds" — Rs.408.53 lacs (Previous Year Rs.413.78 lacs).

6 TRADE PAYABLE INCLUDES AMOUNT PAYABLE TO MICRO, SMALL AND MEDIUM ENTERPRISES AS FOLLOWS:

a The total amount of delayed payments during the year aggregate Rs. 14.94 lacs in respect of 7 parties with amounts ranging from Rs. 0.03 lacs to Rs. 4.01 lacs. (Previous Year Rs.37.62 lacs in respect of 7 parties with amounts ranging from Rs.0.57 lacs to Rs.17.11 lacs).

b The amount of principal outstanding in respect of the above as at Balance Sheet date is Rs. 596.34 lacs in respect of 31 parties (Previous Year Rs.379.67 lacs in respect of 28 parties with amounts ranging from Rs.0.02 lacs to Rs.166.60 lacs) with amounts ranging from Rs. 0.13 lacs to Rs. 144.29 lacs.

c The total interest payable on account of delayed payment during the year is Rs. 0.03 lacs. The Company has made payment of Rs. 0.14 lacs during the year. The total interest payable aggregates Rs. Nil (Previous Year Rs.0.12 lacs) and this entire amount was paid, outstanding balance as at the year end is Nil.

7 The Company has invested Rs. 880.00 lacs in Non-Convertible Debentures ("NCDs") of Advinus Therapeutics Ltd. having a coupon rate of 4.25%. The NCDs will be redeemed between December 2010 and May 2013 at a premium of 25%. Income recognised during the year includes Rs. 28.49 lacs (Previous Year Rs. 22.72 lacs) in respect of redemption premium determined on the basis of the internal rate of return. During the year debentures amounting to Rs. 296.15 lacs (Previous Year Rs. 290.40 lacs) were redeemed at a 25% premium which aggregated Rs. 74.04 lacs (Previous Year Rs. 72.60 lacs).

8 During the year, the Company has acquired / subscribed to equity shares comprising 22.81% of the equity shares of Zero Waste Agro Organics Private Limited (ZWAOPL).

9 During the previous year, Rallis Australasia Pty. Ltd. a subsidiary of the Company has been liquidated. The Company has received an amount of Rs. 107.69 lacs as a surplus over its investment on account of liquidation.

10 Previous years''s figures have been regrouped / restated wherever necessary to conform to the classification of the current year.


Mar 31, 2012

A. The Equity Shares of the Company have voting rights and are subject to the preferential rights as prescribed under law or those of the preference shareholders, if any. The Equity Shares are also subject to restrictions as prescribed under the Companies Act, 1956.

b. Shares held by Holding /Ultimate Holding Company and /or its subsidiaries /associates:

Out of total equity shares issued by the Company, shares held by its holding company, ultimate holding company and its subsidiaries/associates are as below:

Footnotes:

a. A sum of Rs Nil (Previous Year Rs437.83 lacs) representing amount received by the Company in earlier years on surrender of tenancy rights has been transferred to the General Reserve.

b. An amount of Rs Nil (Previous Year Rs648.23 lacs) out of the Capital Redemption Reserve was utilised for the issue of Nil (Previous Year 6,482,295) fully paid up Bonus Shares of Rs 10 each.

c. An amount of Rs Nil (Previous Year Rs17.80 lacs)appropriated to Investment Allowance Reserve has been fully utilized for acquisition of new plant and machinery, the balance has been transferred to General Reserve.

d. As the entity is not engaged in non banking finance activities the amount appropriated to Reserve under section 45IC of the Reserve Bank of India Act, 1934, a balance of Rs Nil (Previous Year Rs10.39 lacs) has been transferred to General Reserve.

e. The amount appropriated/transferred to General Reserve during the year comprises

(a) Rs Nil (Previous Year Rs466.02 lacs) transferred as per footnotes a,c and d.

(b) Rs 1,013.90 lacs (Previous YearRs 1,262.13 lacs) has been appropriated out of the Statement of Profit and Loss to the General Reserve during the year.

a. 750 (Previous Year: 750) 9.05% Secured Redeemable Non-Convertible Debentures (2010-11 Series 1) having a face value of Rs 10 lacs each redeemable at par on 29th October, 2013.

b. These Non Convertible Debentures are secured by a first pari-passu mortgage over factory building and certain plant and machinery of Ankleshwar and Lote units.

c. The Company can repurchase some or all of the Debentures at any time prior to date of redemption. The Company has the right to re-issue debentures bought back subject to provisions of The Companies Act, 1956.

Footnotes:

1. Cost of buildings includes cost of 50 shares (Previous Year 50 shares) of Rs 50 each fully paid and cost of 5 shares (Previous Year 5 shares) of Rs 100 each fully paid in respect of ownership flats in 7 (Previous Year 7) Co-operative Societies.

2. Buildings include an asset having gross block of Rs 169.29 lacs (Previous Year Rs 181.63 lacs) and net block of Rs 116.06 lacs (Previous Year Rs127.10 lacs) where the conveyance in favour of the Company is not completed.

3. Fixed assets include Rs 434.98 lacs (Previous Year Rs449.45 lacs) representing the book value of assets held for disposal. The Management expects to recover amounts higher than the carrying value of these assets.

1 CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR) :

(i) Contingent Liabilities: lacs

Particulars 2011-12 2010-11

a. Claims against the Company not acknowledged as debts:

- Sales Tax 2,158.63 1,916.59

- Excise Duty 360.84 360.84

- Customs Duty 149.50 149.50

- Income Tax 6,655.04 6,583.76

- Service Tax 42.14 35.03

- Property Cases 47.36 47.36

- Labour Cases 109.00 103.75

- Other cases 472.01 453.79

- Number of cases where amount is not quantifiable 41 Nos.

(Previous Year 29 Nos.)

b. Guarantees # 3.10 1.10

c. Other money for which the company is contingently liable:

- Bills Discounted 104.10 338.56

10,101.72 9,990.28

(ii) Other Commitments:

(A) During the financial year 2010-11, the Company had acquired a majority of the equity shares of Metahelix Life Sciences Limited (Metahelix). Besides, the shares already acquired, it has made the following commitments:

(a) to acquire shares from certain shareholders (other than founder shareholders) 2,591 equity shares amount aggregating Rs 506.77 lacs. (previous year 16,099 equity shares held by them for an amount aggregating Rs3,148.80 lacs.)

(b) to allow the founder shareholders, a put option exercisable over a period of 4 years (Previous Year: 5 years), 11,244 shares held by them for an amount aggregating Rs 2,199.21 lacs (Previous Year: 14,055 shares for an amount aggregating Rs2,749.02 lacs).

At the end of 4 years, the Company has a call option to acquire the balance shares held by the founder shareholders, at the fair market value as at the date of exercise.

(B) Estimated amount of contracts remaining to be executed on capital account is Rs 1,944.45 lacs ( Previous Year Rs 2,451.22 lacs) against which advances paid aggregate to Rs 144.15 Lacs (Previous Year Rs 1,676.34 lacs).

Notes :

(i) # Other guarantees issued by Bank for which the Company is contingently liable. These are covered by the charge created in favour of Company's bankers by way of hypothecation of stock and debtors.

(ii) The Company does not expect any liability in respect of items (a), (b) and (c ) of item (i) to devolve in respect of its exposure and therefore no provision has been made in respect thereof.

2 The Company has procured 126 motor vehicles (Previous Year 44 Nos) under non-cancellable operating leases. Lease rent charged to the Statement of Profit and Loss during the year is Rs 203.53 lacs (Previous Year Rs 23.81 lacs) net of amount recovered from employees Rs 2.34 lacs (Previous Year Rs8.22 lacs). Disclosures in respect of non-cancellable leases are given below:

During the year the Company has also incurred Rs 471.14 lacs (Previous Year Rs 445.98 lacs) towards capital research and development expenditure which is included under Intangible Assets under Development/Capital work in progress. The total amount included in Intangible Assets under Development/Capital work in progress as at 31st March 2012 is Rs 1,638.98 lacs (Previous Year Rs 1,167.84 lacs).

Included in the foregoing is an amount of Rs 582.94 lacs (Previous Year Rs364.14 lacs) paid to an external agency.

Footnotes:

(i) Licensed Capacity - Delicensed vide Gazette Notification No. S.O.477 (E) dated 25.07.1991.

(ii) Figures in italics are in respect of the previous year.

(iii) Production figures are net of captive consumption and exclude by-products.

(iv) Production includes quantities manufactured at sub-contracting plants. Installed capacity represents capacity installed at the Company's facilities.

(v) N.A. = Not Applicable.

# During the year ended 31st March, 2012, the Company's Equity Shares of face value of Rs 10 each were sub-divided into ten Equity Shares of face value of Rs 1 each. Hence Basic and Diluted Earning Per Share for previous year presented has been adjusted as required by Accounting Standard 20 "Earning Per Share'.

3 FOREIGN CURRENCY EXPOSURES :

The Company, in accordance with its risk management policies and procedures, enters into foreign currency forward contracts and currency option contracts to manage its exposure in foreign exchange rate variations. The counter party is generally a bank. These contracts are for a period between one day and four years.

Derivative Instruments:

The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Company's strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Company's Risk Management Policy. The Company does not use forward contracts for speculative purposes.

(a) The following derivative instruments are outstanding as at balance sheet date:

4 EMPLOYEE BENEFIT OBLIGATIONS:

Defined-Benefits Plans:

The Company offers its employees defined-benefit plans in the form of a gratuity scheme (a lump sum amount) and a supplemental pay scheme (a life long pension). The gratuity scheme covers substantially all regular employees, while supplemental pay plan covers certain executives. In the case of the gratuity scheme, the Company contributes funds to Gratuity Trust, which is irrevocable, while the supplemental pay scheme is not funded. Commitments are actuarially determined at year-end. The actuarial valuation is done based on "Projected Unit Credit" method. Gains and losses of changed actuarial assumptions are charged to the Statement of profit and loss.

*The figures in respect of previous one period is not available.

The contributions expected to be made by the Company during the financial year 2012-13 amount to Rs 230.18 lacs. Defined-Contribution Plans:

Amount recognised as expense and included in the Note 23 — "Contribution to Provident and Other Funds" — Rs 413.78 lacs (Previous Year Rs450.21 lacs).

5 TRADE PAYABLE INCLUDES AMOUNT PAYABLE TO MICRO, SMALL AND MEDIUM ENTERPRISES AS FOLLOWS:

a The total amount of delayed payments during the year aggregate Rs 37.62 lacs in respect of 7 parties with amounts ranging from Rs 0.57 lacs to Rs 17.11 lacs. (Previous Year Rs 1,552.36 lacs in respect of 61 parties with amounts ranging from Rs 0.01 lacs to Rs 47.48 lacs). b The amount of principal outstanding in respect of the above as at Balance Sheet date is Rs 379.67 lacs in respect of 28 parties (Previous Year Rs 339.06 lacs in respect of 35 parties with amounts ranging from Rs 0.06 lacs to Rs 83.39 lacs) with amounts ranging from Rs 0.02 lacs to Rs 166.60 lacs.

c The total interest payable on account of delayed payment during the year is Rs 0.12 lacs. The Company has made payment of Rs 34.37 lacs during the year. The total interest payable aggregates Rs 0.12 lacs (Previous Year Rs 40.78 lacs) and this entire amount was outstanding as at the year end.

6 The Company has invested Rs 880.00 lacs in Non-Convertible Debentures ("NCDs") of Advinus Therapeutics Pvt. Ltd. having a coupon rate of 4.25%. The NCDs will be redeemed between December 2010 and May 2013 at a premium of 25%. Income recognised during the year includes Rs 22.72 lacs (Previous Year Rs30.44 lacs) in respect of redemption premium determined on the basis of the internal rate of return. During the year debentures amounting to Rs 290.40 lacs (Previous Year Rs 189.62 lacs) were redeemed at a 25% premium which aggregated Rs 72.60 lacs (Previous Year Rs47.96 lacs).

7 During the year, Rallis Australasia Pty. Ltd. a subsidiary of the Company has been liquidated. The Company has received an amount of Rs 107.69 lacs as a surplus over its investment on account of liquidation.

8 Previous years's figures have been regrouped / restated wherever necessary to conform to the classification of the current year.


Mar 31, 2011

1. Contingent Liabilities: -

(a) Demands contested by the Company Rs. lacs

As at 31st March 2011 2010

- Sales Tax* 1,916.59 1,917.82

- Excise Duty 360.84 378.77

- Customs Duty 149.50 144.10

- Income Tax 6,583.76 3,754.60

- Service Tax 35.03 1.85

- Property Cases 47.36 47.36

- Labour Cases 103.75 156.71

- Other Cases 453.79 449.82

- Number of cases where amount is not quantifiable 29 Nos; (Previous year 31 Nos)

(b) Bills discounted 338.56 Nil

(c) Uncalled partly paid shares held as Investments Nil 4.34

(d) Other guarantees issued by Bank for which the Company is contingently liable to Rs. 1.10 lacs (Previous Year Rs.2.00 lacs). These are covered by the charge created in favour of Companys bankers by way of hypothecation of stock and debtors.

The Company does not expect any liability in respect of item (a), (b) and (d) to devolve in respect of its exposure and therefore no provision has been made in respect thereof.

2. Estimated amount of contracts remaining to be executed on capital account is Rs. 2,451.22 lacs (Previous Year Rs. 8,550.75 lacs) against which advances paid aggregate to Rs. 1,676.34 lacs (Previous Year Rs.3,145.49 lacs).

3. During the year, the Company acquired a majority of the equity shares of Metahelix Life Sciences Limited (Metahelix). Besides, the shares already acquired, it has made the following commitments:

(a) to acquire from certain shareholders (other than founder shareholders) 16,099 equity shares held by them for an amount aggregating Rs. 3,148.80 lacs;

(b) to allow the founder shareholders, a put option exercisable over a period of 5 years, 14,055 shares held by them for an amount aggregating Rs. 2,749.02 lacs;

At the end of 5 years, the Company has a call option to acquire the balance shares held by founder shareholders, at the fair market value as at the date of exercise.

4. The shareholders approved the issue of 6,482,296 fully paid up Equity Shares of Rs. 10 each as bonus share in the proportion of one bonus share for every two equity shares held by postal ballot on May 29, 2010. Accordingly, a sum of Rs. 648.23 lacs has been transferred to Equity Share Capital Account from Capital Redemption Reserve Account. Consequently, the earnings per share have been adjusted for all the periods presented. As no cash flows were involved, the same has not been disclosed under financing activity.

5. Fixed assets include Rs. 449.45 lacs (Previous Year Rs. 720.14 lacs) representing the book value of assets held for disposal. The Management expects to recover amounts higher than the carrying value of these assets.

6. Amount payable to Micro, Small and Medium Enterprises are as follows:

(a) The total amount of delayed payments during the year aggregates Rs. 1,552.36 lacs in respect of 61 parties (Previous Year Rs. 1174.14 lacs in respect of 106 parties with amounts ranging from Rs. 0.01 lacs to Rs. 34.61 lacs) with amounts ranging from Rs. 0.01 lacs to Rs. 47.48 lacs.

(b) The amount of principal outstanding in respect of the above as at Balance Sheet date is Rs. 339.06 lacs in respect of 35 parties (Previous Year Rs. 387.20 lacs in respect of 90 parties with amounts ranging from Rs. 0.01 lacs to Rs. 171.41 lacs) with amounts ranging from Rs. 0.06 lacs to Rs. 83.39 lacs.

(c) The total interest payable on account of delayed payment during the year is Rs. 17.09 lacs. The Company has made payments of Rs. 1.20 lacs during the year. The total interest payable aggregates to Rs. 40.78 lacs (Previous Year Rs. 28.49 lacs) and this entire amount was outstanding as at the year end.

7. Secured Loans :-

(a) Bank overdrafts and temporary loans have been secured by a first charge by way of hypothecation of stocks and receivables. The hypothecation also extends to guarantees issued by the Companys Bankers in the ordinary course of business.

(b) Loans from others on account of purchase of vehicles have been secured by way of hypothecation of vehicles.

(c) 750 Secured, Redeemable, Non Convertible Debentures 2010-11 Series I (Non Convertible Debentures) of face value of Rs. 10 lacs each were issued on 29.10.2010 amounting to Rs. 7,500.00 lacs with redemption period of 3 years at 9.05% rate of interest. These Non Convertible Debentures are secured by a first pari-passu mortgage over factory building and certain plant and machinery of Ankleshwar and Lote units.

The terms of operating lease do not contain any exceptional / restrictive covenants. Premises are taken by the Company on operating leases that are cancellable.

8. “Sundry Debtors” include Rs. Nil (Previous Year Rs. Nil), being amount receivable from Rallis Australasia Pty. Ltd. (RAPL), a wholly owned subsidiary. The maximum amount outstanding during the year was Rs. 5.85 lacs (Previous Year Rs.1,101.46 lacs).

Also, included in “Loans and Advances” is a sum of Rs. 18.61 lacs (Previous Year Rs.18.61) being amount due from Rallis Chemistry Exports Ltd., a wholly owned subsidiary. The maximum amount outstanding during the year was Rs. 18.61 lacs (Previous Year Rs. 18.61 lacs).

* includes amount of Rs. 364.14 lacs (Previous Year Rs. 129.37 lacs) paid to an external agency.

# Recast

During the year the Company has also incurred Rs. 445.98 lacs (Previous Year Rs. 271.31 lacs) towards product development and registration which is included under Capital Work in Progress (“CWIP”). The total amount included in CWIP as at 31st March 2011 Rs. 1,161.53 lacs (Previous Year Rs. 715.57 lacs). Out of the CWIP a sum of Rs. Nil lacs (Previous Year Rs. 398.44 lacs) was written off during the year.

* Commission payable to Managing Director for the year 2010-11 includes Rs. 40 lacs relating to the previous year (Previous Year Rs. 5 lacs).

# Commission payable to Non Whole Time Directors for the year 2009-10 includes Rs. 5 lacs relating to the corresponding previous year.

(b) Directors Remuneration

The remuneration reported above excludes contributions to gratuity fund and provision for leave encashment since the same are ascertained on an aggregated basis for the Company as a whole by way of actuarial valuation and separate values attributable to the Managing Director are not available.

9. “Other Income” includes net gain of Rs. 177.14 lacs (Previous Year net gain of Rs. 134.34 lacs grouped under “Other Income”) on account of foreign currency translation differences.

10. Segment Reporting

The Company has determined its business segment as “Agri - Inputs” comprising of Pesticides, Plant Growth Nutrients and Seeds. The other business segment comprises “Polymer” and is non reportable.

b. Secondary Segment Information

Figures in italics relate to the previous year.

All tangible and intangible fixed assets of the Company are situated in India and therefore cost incurred during the year for acquisition of such assets under different geographic segments is not furnished.

Footnotes:

(i) Unallocable assets include Deferred Tax Assets, Investments, Advance Income Tax, Advance Fringe Benefits Tax and Interest Accrued on Investments.

(ii) Unallocable liabilities includes Secured Loans, Unsecured Loans, Provisions for Equity Dividend and tax thereon, Provisions for Preference Dividend and tax thereon, Provision for Supplemental Payments on Retirement, Provision for Pension under Voluntary Retirement Schemes and Provision for Income and Fringe Benefit Tax.

(iii) Unallocable income includes income from investment activities.

(iv) Unallocable expenditure includes charge in respect of Supplemental Payments on retirement valued on actuarial basis.

11. Related Party Disclosures

Disclosure as required by Accounting Standard (AS) - 18 “Related Party Disclosures” as prescribed under section 211 (3C) of the Companies Act, 1956.

(a) Names of the related parties and description of relationship:

(i) Promoters: Tata Chemicals Limited

Tata Tea Limited - up to 18.08.2009

Tata Sons Limited - up to 18.08.2009

Tata Investment Corporation

Ewart Investments Limited

Tata AIG Life Insurance Co. Limited (w.e.f.- 21.05.2010)

(ii) Holding Company: Tata Chemicals Limited on and from 09.11.2009

(iii) Subsidiary Companies: Rallis Australasia Pty. Ltd. (Under liquidation from-31.03.2011) Rallis Chemistry Exports Ltd. as and from 07.07.2009 Metahelix Life Sciences Ltd (w.e.f -30.12.2010) Dhaanya Seeds Ltd. (w.e.f -30.12.2010)

(iv) Key Management Personnel: Mr.V.Shankar - Managing Director & CEO

Footnotes: -

(i) Licensed Capacity - Delicensed vide Gazette Notification No. S.O.477 (E) dated 25.07.1991.

(ii) Figures in italics are in respect of the previous year.

(iii) Production figures are net of captive consumption and exclude by-products (Previous Year Recast).

(iv) Production includes quantities manufactured at sub-contracting plants. Installed capacity represents capacity installed at Companys facilities.

(v) N.A. = Not Applicable.

Footnote: -

Figures in italics are in respect of the previous year.

Out of investments made during the year disclosed above, Rs. 31,736.06 lacs (Previous Year Rs. 67,914.74 lacs) were on account of switches not requiring the use of Cash and Cash Equivalents. Therefore, these amounts are not included under “Investing Activities” in the Cash Flow Statement.

12. The Company has invested Rs. 880.00 lacs in Non - Convertible Debentures (“NCDs”) of Advinus Therapeutics Pvt. Ltd. having a coupon rate of 4.25%. The NCDs will be redeemed between December 2010 and May 2013 at a premium of 25%. Income recognised during the year includes Rs. 30.44 lacs (Previous Year Rs. 33.32 lacs) in respect of redemption premium determined on the basis of the internal rate of return. During the year debentures amounting to Rs. 189.62 lacs were redeemed at a 25% premium which aggregated Rs. 47.96 lacs.

13. Foreign Currency Exposures :-

The Company, in accordance with its risk management policies and procedures, enters into foreign currency forward contracts and currency option contracts to manage its exposure in foreign exchange rate variations. The counter party is generally a bank. These contracts are for a period between one day and four years.

Derivative Instruments:

The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Companys strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Companys Risk Management Policy. The Company does not use forward contracts for speculative purposes.

The net gain on the derivative instrument of Rs. 73.66 lacs (net of Deferred Tax Liability of Rs. 35.38 lacs) is recognised in the Hedging Reserve Account as at 31st March, 2011 of which Rs. 62.02 lacs (Previous Year Rs. 64.49 lacs) is expected to be reclassified in the Profit and Loss Account by 31st March 2012.

14. Employee Benefit Obligations

Defined-Contribution Plans

The Company makes contributions towards provident fund, family pension fund and superannuation fund to defined contribution retirement benefit plans for qualifying employees. The provident fund is administered by the Trustees of Rallis India Limited Provident Fund Trust, the family pension fund is administered by the Government of India and the superannuation fund is administered by the Life Insurance Corporation of India and HDFC Standard Life Insurance Company Ltd. Under the schemes, the Company is required to contribute a specified percentage of salary to the retirement benefit schemes to fund the benefit. The rules of the Companys Provident Fund administered by a Trust require that if the Board of Trustees are unable to pay interest at the rate declared by the Employees Provident Fund by the Government under paragraph 60 of the Employees Provident Fund Scheme, 1952 for the reason that the return on investment is less or for any other reason, then the deficiency shall be made good by the Company. Having regard to the assets of the Fund and the return on the investments, the Company does not expect any deficiency in the foreseeable future.

A sum of Rs. 450.21 lacs (Previous Year Rs. 383.96 lacs) has been charged to the revenue account in this respect.

Defined-Benefits Plans

The Company offers its employees defined-benefit plans in the form of a gratuity scheme (a lump sum amount) and a supplemental pay scheme (a life long pension). Benefits under the defined benefit plans are typically based either on years of service and the employees compensation (generally immediately before retirement). The gratuity scheme covers substantially all regular employees, while supplemental pay plan covers certain executives. In the case of the gratuity scheme, the Company contributes funds to Gratuity Trust, which is irrevocable, while the supplemental pay scheme is not funded. Commitments are actuarially determined at year-end. The actuarial valuation is done based on “Projected Unit Credit” method. Gains and losses of changed actuarial assumptions are charged to the profit and loss account.

The plan assets are managed by the Gratuity Trust formed by the Company. The management of funds is entrusted with the Life Insurance Corporation of India and HDFC Standard Life Insurance Company Limited.

15. Rallis Australasia Pty. Ltd., a subsidiary of the Company, has applied for voluntary liquidation as of 31st March, 2011. The Company expects to recover an amount higher than the carrying value of the investment.

16. Previous years figures have been regrouped / restated wherever necessary to conform to the classification of the current year.


Mar 31, 2010

Rs. lacs

As at As at 31st March, 31st March, 2010 2009

1. Contingent Liabilities :-

(a) Demand contested by the Company

Sales tax 1,917.82 1,651.18

Excise duty 378.77 378.77

Customs Duty 144.10 144.10

Income Tax 3,754.60 1,455.55

Service tax 1.85 1.85

Property cases 47.36 63.56

Labour cases 156.71 197.86

Other Cases 449.82 536.87

Number of cases where amount is not quantifiable 31 Nos.; (Previous Year 26 Nos.)

(b) Bills discounted Nil 987.36

(c) Uncalled partly paid shares held as Investments 4.34 4.34

(d) The Company has given a guarantee to a bank against the borrowings of its subsidiary. As at 31st March, 2010, the amount outstanding in respect of the borrowing in the financial statements of the subsidiary amounts to Rs. Nil (AUD Nil) (Previous Year Rs. 192.38 lacs) (AUD 0.55 million).

(e) Other guarantees given to Government authorities for which the Company is contingently liable to Rs. 2.00 lacs (Previous Year Rs. 41.60 lacs).

The Company does not expect any liability in respect of item (a), (b), (d) and (e) to devolve in respect of its exposure and therefore no provision has been made in respect thereof.

2. Estimated amount of contracts remaining to be executed on capital account is Rs. 8,550.75 lacs (Previous Year Rs. 1,703.28 lacs) including advances paid aggregating Rs. 3,145.49 lacs (Previous Year Rs. 1,083.94 lacs).

3. Fixed assets include Rs. 720.14 lacs (Previous Year Rs. 769.52 lacs) representing the book value of assets held for disposal. The Management expects to recover amounts higher than the carrying value of these assets.

4. Amount payable to Micro, Small and Medium Enterprises are as follows:

a. The total amount of delayed payments during the year aggregated to Rs. 1,174.14 lacs in respect of 106 parties (Previous Year Rs. 514.02 lacs in respect of 117 parties with amounts ranging from Rs. 0.01 lac to Rs. 61.74 lacs) with amounts ranging from Rs. 0.01 lac to Rs. 34.61 lacs.

b. The amount of principal outstanding in respect of the above as at Balance Sheet date is Rs.387.20 lacs in respect of 90 parties (Previous Year Rs. 100.89 lacs in respect of 30 parties with amounts ranging from Rs. 0.06 lacs to Rs. 17.66 lacs) with amounts ranging from Rs. 0.01 lac to Rs. 171.41 lacs.

c. The total interest payable on account of delayed payment aggregates to Rs. 28.49 lacs (Previous Year Rs. 26.96 lacs) and this entire amount was outstanding as at the year end.

5. The charge in favour of the Company’s bankers by way of hypothecation of stocks and receivables has been created to secure facilities granted by the bankers in the normal course of business including guarantees executed, bank overdrafts and temporary loans.

6. Secured Loans :-

a. Bank overdrafts and temporary loans have been secured by a first charge by way of hypothecation of stocks and receivables.

b. Loans from others on account of purchase of vehicles have been secured by way of hypothecation of vehicles.

7. The Company has procured certain equipments under a non-cancellable operating lease which has expired last year. There are no future lease rentals payable by the Company against the operating lease arrangements as at the year end. Lease rent charged to Profit and Loss Account during the year is Rs. Nil (Previous Year Rs. 234.47 lacs).

8. “Sundry Debtors” include Rs. Nil (Previous Year Rs. 1,062.87 lacs), being amount receivable from a company under the same management, Rallis Australasia Pty. Ltd. (RAPL) (wholly owned subsidiary). The maximum amount outstanding during the year was Rs. 1,101.46 lacs (Previous Year Rs. 1,062.87 lacs). Also, included in “Loans and Advances” is a sum of Rs. 18.61 lacs (Previous Year Rs. Nil) being amount due from Rallis Chemistry Exports Ltd. The maximum amount outstanding during the year was Rs. 18.61 lacs (Previous Year Rs. Nil).

9. Consumption of raw materials, packing materials and stores and spare parts includes provisions of Rs. 340.92 lacs (Previous Year Rs. 280.95 lacs) for slow, non-moving and damaged stocks.

10. “Other Income” includes net gain of Rs. 134.34 lacs (Previous Year net loss Rs. 452.87 lacs grouped under “Other Expenses”) on account of foreign currency translation differences.

11. Segment Reporting :-

The Company has determined its business segment as “Agri - Inputs” comprising of Pesticides, Plant Growth Nutrients and Seeds. The other business segment comprises “Fine Chemicals” and is non-reportable.

12. Related Party Disclosures :-

Disclosure as required by Accounting Standard (AS) - 18 “Related Party Disclosures” as prescribed under Section 211(3C) of the Companies Act, 1956.

(a) Names of the related parties and description of relationship :

(i) Promoters:

Tata Tea Limited - up to 18/08/2009 Tata Sons Limited - up to 18/08/2009 Tata Chemicals Limited Tata Investment Corporation Limited Ewart Investments Limited

(ii) Holding Company: Tata Chemicals Limited on and from 09/11/2009

(iii) Subsidiary Companies: Rallis Australasia Pty. Ltd.

Rallis Chemistry Exports Ltd. as and from 07/07/2009 (iv) Key Management Personnel: Mr. V. Shankar - Managing Director & CEO

13. The Company has invested Rs. 880.00 lacs in Non-Convertible Debentures (NCDs) of Advinus Therapeutics Pvt. Ltd. having a coupon rate of 4.25% and will be redeemed in three equal instalments in the years 2011, 2012 and 2013 at a premium of 25%. Income recognised during the year includes Rs. 33.32 lacs (Previous Year Rs. 33.32 lacs) in respect of redemption premium determined on the basis of the internal rate of return.

14. Foreign Currency Exposures :-

The Company, in accordance with its risk management policies and procedures, enters into foreign currency forward contracts and currency option contracts to manage its exposure in foreign exchange rate variations. The counter party is generally a bank. These contracts are for a period between one day and four years.

Derivative Instruments:

The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Company’s strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Company’s Risk Management Policy. The Company does not use forward contracts for speculative purposes.

15. Employee Benefit Obligations :-

Defined-Contribution Plans

The Company makes contributions towards provident fund, family pension fund and superannuation fund to defined- contribution retirement benefit plans for qualifying employees. The provident fund is administered by the Trustees of Rallis India Limited Provident Fund Trust, the family pension fund is administered by the Government of India and the superannuation fund is administered by the Life Insurance Corporation of India and HDFC Standard Life Insurance Company Ltd. Under the schemes, the Company is required to contribute a specified percentage of salary to the retirement benefit schemes to fund the benefit. The rules of the Company’s Provident Fund administered by a Trust require that if the Board of Trustees are unable to pay interest at the rate declared by the Employees’ Provident Fund by the Government under paragraph 60 of the Employees’ Provident Fund Scheme, 1952 for the reason that the return on investment is less or for any other reason, then the deficiency shall be made good by the Company. Having regard to the assets of the Fund and the return on the investments, the Company does not expect any deficiency in the foreseeable future.

A sum of Rs. 383.96 lacs (Previous Year Rs. 382.31 lacs) has been charged to the revenue account in this respect.

Defined-Benefits Plans

The Company offers its employees defined-benefit plans in the form of a gratuity scheme (a lump sum amount) and a supplemental pay scheme (a life long pension). Benefits under the defined-benefit plans are typically based either on years of service and the employee’s compensation (generally immediately before retirement). The gratuity scheme covers substantially all regular employees, while supplemental pay plan covers certain executives. In the case of the gratuity scheme, the Company contributes funds to Gratuity Trust, which is irrevocable, while the supplemental pay scheme is not funded. Commitments are actuarially determined at year-end. The actuarial valuation is done based on “Projected Unit Credit” method. Gains and losses of changed actuarial assumptions are charged to the Profit and Loss Account.

16. Previous year’s figures have been regrouped/restated wherever necessary to conform to the classification of the current year.

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